UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORMN-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number:811-21497
AB CORPORATE SHARES
(Exact name of registrant as specified in charter)
1345 Avenue of the Americas, New York, New York 10105
(Address of principal executive offices) (Zip code)
Joseph J. Mantineo
AllianceBernstein L.P.
1345 Avenue of the Americas
New York, New York 10105
(Name and address of agent for service)
Registrant’s telephone number, including area code: (800)221-5672
Date of fiscal year end: April 30, 2020
Date of reporting period: October 31, 2019
ITEM 1. REPORTS TO STOCKHOLDERS.
OCT 10.31.19

SEMI-ANNUAL REPORT
AB CORPORATE INCOME SHARES

Beginning January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically at any time by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by calling the Fund at (800) 221 5672.
You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.
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Investment Products Offered | | • Are Not FDIC Insured• May Lose Value• Are Not Bank Guaranteed |
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.
This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.
You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.
The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-PORT may also be reviewed and copied at the Commission’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC 0330. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.
AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.
The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.
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FROM THE PRESIDENT | |  |
Dear Shareholder,
We are pleased to provide this report for AB Corporate Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.
As always, AB strives to keep clients ahead of what’s next by:
+ | | Transforming uncommon insights into uncommon knowledge with a global research scope |
+ | | Navigating markets with seasoned investment experience and sophisticated solutions |
+ | | Providing thoughtful investment insights and actionable ideas |
Whether you’re an individual investor or a multi-billion-dollar institution, we put knowledge and experience to work for you.
AB’s global research organization connects and collaborates across platforms and teams to deliver impactful insights and innovative products. Better insights lead to better opportunities—anywhere in the world.
For additional information about AB’s range of products and shareholder resources, please log on to www.abfunds.com.
Thank you for your investment in the AB Mutual Funds.
Sincerely,

Robert M. Keith
President and Chief Executive Officer, AB Mutual Funds
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abfunds.com | | AB CORPORATE INCOME SHARES | 1 |
SEMI-ANNUAL REPORT
December 11, 2019
This report provides management’s discussion of fund performance for AB Corporate Income Shares for the semi-annual reporting period ended October 31, 2019. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.
The Fund’s investment objective is to earn high current income.
NAV RETURNS AS OF OCTOBER 31, 2019(unaudited)
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| | 6 Months | | | 12 Months | |
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AB CORPORATE INCOME SHARES | | | 8.24% | | | | 16.46% | |
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Bloomberg Barclays US Credit Bond Index | | | 7.46% | | | | 14.88% | |
Please keep in mind that high, double-digit returns are highly unusual and cannot be sustained. Investors should also be aware that these returns were primarily achieved during favorable market conditions.
INVESTMENT RESULTS
The table above shows the Fund’s performance compared to its benchmark, the Bloomberg Barclays US Credit Bond Index, for thesix- and12-month periods ended October 31, 2019.
During thesix-month period, the Fund outperformed the benchmark. Yield-curve positioning was the primary contributor, relative to the benchmark, particularly an overweight in four- tosix-year maturities. Underweights along thetwo- to three-year and seven- to10-year and longer parts of the yield curve offset some of these gains. The Fund’s longer-than-benchmark duration was also positive, as rates rallied in the period. From an industry perspective, gains in finance and real estate investment trusts exceeded losses from energy. Security selection contributed to returns, as gains from selection within banking, real estate investment trusts and consumer non- cyclicals more than offset losses in energy.
During the12-month period, the Fund outperformed the benchmark. Yield-curve positioning was the primary contributor, particularly an overweight in three- tosix-year maturities. Underweights along theone- to three-year and seven- to10-year and longer parts of the yield curve offset some of these gains. The Fund’s longer-than-benchmark duration was also positive, as rates rallied in the period. From an industry perspective, gains in finance and supranational bonds exceeded losses from energy and treasuries. Security selection contributed, as gains from selection within banking, consumer non-cyclicals and technology more than offset losses in energy.
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2 | AB CORPORATE INCOME SHARES | | abfunds.com |
The Fund utilized derivatives in the form of futures and interest rate swaps for hedging purposes, and credit default swaps for investment purposes, which added to absolute returns for both periods.
MARKET REVIEW AND INVESTMENT STRATEGY
Fixed-income markets performed strongly over thesix-month period ended October 31, 2019. The US Federal Reserve lowered interest rates three times in reaction to slowing global growth, declining manufacturing output and faltering business confidence from the ongoingUS-China trade conflict. The European Central Bank followed suit in September by cutting rates to a record low and announcing the resumption of quantitative easing. The Reserve Bank of Australia cut interest rates three times to a new low while the Bank of Japan issued guidance for low interest rates well into 2020. The Bank of Canada maintained interest rates, as the country’s overall economy remained in balance. Central bankers in numerous other developed and emerging markets also lowered interest rates and signaled further monetary easing and potential fiscal stimulus measures to boost faltering demand. Inflation remains below target in most developed countries and is falling in emerging markets.
Long-dated developed-market treasury securities and emerging-market sovereign debt were strong performers given their interest-rate sensitivity. Investment-grade corporate bond returns were also robust, and spreads remained near historical lows, outperforming high-yield bonds. At the end of the period, positive signs emerged of a partialUS-China trade agreement and an increased likelihood of the UK leaving the European Union at the end of January 2020 with a negotiated deal. The US dollar remained strong as a safe haven during a period of increased global growth uncertainty, but weakened in October against most developed- and emerging-market currencies.
The Fund’s Senior Investment Management Team (the “Team”) continues to seek attractively priced securities throughtop-down andbottom-up research, while mitigating overall risk. The Team invests primarily in single-sector, investment-grade issues of global corporates, but has leeway to invest in below investment-grade bonds as well.
INVESTMENT POLICIES
The Fund invests, under normal circumstances, at least 80% of its net assets in US corporate bonds. The Fund may also invest in US government securities (other than US government securities that are mortgage-backed or asset-backed securities), repurchase agreements and forward contracts relating to US government securities. The Fund normally invests all of its assets in securities that are rated, at the time of purchase, at leastBBB- or the equivalent. The Fund will
(continued on next page)
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abfunds.com | | AB CORPORATE INCOME SHARES | 3 |
not invest in unrated corporate debt securities. The Fund has the flexibility to invest in long- and short-term fixed-income securities. In making decisions about whether to buy or sell securities, the Adviser will consider, among other things, the strength of certain sectors of the fixed-income market relative to others, interest rates and other general market conditions and the credit quality of individual issuers.
The Fund also may: invest in convertible debt securities; invest up to 10% of its assets in inflation-indexed securities; invest up to 5% of its net assets in preferred stock; purchase and sell interest rate futures contracts and options; enter into swap transactions; invest inzero-coupon securities and“payment-in-kind” debentures; make secured loans of portfolio securities; and invest in US dollar-denominated fixed-income securities issued bynon-US companies.
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4 | AB CORPORATE INCOME SHARES | | abfunds.com |
DISCLOSURES AND RISKS
Benchmark Disclosure
The Bloomberg Barclays US Credit Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg Barclays US Credit Bond Index represents the performance of the US credit securities within the US fixed-income market. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.
A Word About Risk
Market Risk: The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events that affect large portions of the market.
Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.
Interest-Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations.
Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.
Foreign(Non-US) Risk: Investments in securities ofnon-US issuers may involve more risk than those of US issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.
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abfunds.com | | AB CORPORATE INCOME SHARES | 5 |
DISCLOSURES AND RISKS(continued)
Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especiallyover-the-counter derivatives, are also subject to counterparty risk.
Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results.
These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.
An Important Note About Historical Performance
The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recentmonth-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance assumes reinvestment of distributions and does not account for taxes.
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.
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6 | AB CORPORATE INCOME SHARES | | abfunds.com |
HISTORICAL PERFORMANCE
AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2019(unaudited)
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| | NAV Returns | |
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1 Year | | | 16.46% | |
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5 Years | | | 4.74% | |
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10 Years | | | 6.01% | |
AVERAGE ANNUAL RETURNS
AS OF THE MOST RECENT CALENDARQUARTER-END
SEPTEMBER 30, 2019(unaudited)
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| | NAV Returns | |
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1 Year | | | 13.94% | |
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5 Years | | | 4.81% | |
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10 Years | | | 6.07% | |
The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.00% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses, except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.
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abfunds.com | | AB CORPORATE INCOME SHARES | 7 |
EXPENSE EXAMPLE
(unaudited)
As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.
Actual Expenses
The table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
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| | Beginning Account Value May 1, 2019 | | | Ending Account Value October 31, 2019 | | | Expenses Paid During Period* | | | Annualized Expense Ratio* | |
Actual | | $ | 1,000 | | | $ | 1,082.40 | | | $ | – 0 – | | | | 0.00 | % |
Hypothetical** | | $ | 1,000 | | | $ | 1,025.14 | | | $ | – 0 – | | | | 0.00 | % |
* | Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect theone-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates. |
** | Assumes 5% annual return before expenses. |
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8 | AB CORPORATE INCOME SHARES | | abfunds.com |
PORTFOLIO SUMMARY
October 31, 2019(unaudited)
PORTFOLIO STATISTICS
Net Assets ($mil): $138.2

1 | All data are as of October 31, 2019. The Fund’s security type breakdown is expressed as a percentage of total investments and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). |
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abfunds.com | | AB CORPORATE INCOME SHARES | 9 |
PORTFOLIO OF INVESTMENTS
October 31, 2019(unaudited)
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| | Principal Amount (000) | | | U.S. $ Value | |
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CORPORATES – INVESTMENT GRADE – 95.6% | | | | | | | | |
Industrial – 48.8% | | | | | | | | |
Basic – 2.3% | | | | | | | | |
Celulosa Arauco y Constitucion SA 4.25%, 4/30/29(a) | | $ | 246 | | | $ | 250,182 | |
4.50%, 8/01/24 | | | 200 | | | | 208,312 | |
DuPont de Nemours, Inc. 5.419%, 11/15/48 | | | 121 | | | | 150,931 | |
Glencore Finance Canada Ltd. 4.95%, 11/15/21(a) | | | 80 | | | | 83,862 | |
Glencore Funding LLC 4.125%, 5/30/23(a) | | | 125 | | | | 130,733 | |
4.625%, 4/29/24(a) | | | 175 | | | | 187,614 | |
LYB International Finance BV 4.00%, 7/15/23 | | | 228 | | | | 241,933 | |
LyondellBasell Industries NV 4.625%, 2/26/55 | | | 102 | | | | 105,602 | |
Mosaic Co. (The) 4.25%, 11/15/23 | | | 221 | | | | 235,513 | |
Reliance Steel & Aluminum Co. 4.50%, 4/15/23 | | | 848 | | | | 899,516 | |
Sherwin-Williams Co. (The) 3.125%, 6/01/24 | | | 62 | | | | 64,326 | |
Suzano Austria GmbH 6.00%, 1/15/29 | | | 224 | | | | 247,072 | |
Westlake Chemical Corp. 4.375%, 11/15/47 | | | 360 | | | | 356,198 | |
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| | | | | | | 3,161,794 | |
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Capital Goods – 2.5% | | | | | | | | |
3M Co. 3.25%, 8/26/49 | | | 110 | | | | 109,875 | |
General Electric Co. 5.875%, 1/14/38 | | | 274 | | | | 328,857 | |
Series G 3.10%, 1/09/23 | | | 374 | | | | 380,635 | |
John Deere Capital Corp. 2.30%, 6/07/21 | | | 302 | | | | 304,283 | |
Masco Corp. 4.375%, 4/01/26 | | | 447 | | | | 485,062 | |
4.45%, 4/01/25 | | | 698 | | | | 759,745 | |
Molex Electronic Technologies LLC 2.878%, 4/15/20(a) | | | 130 | | | | 130,247 | |
United Technologies Corp. 2.80%, 5/04/24 | | | 198 | | | | 204,005 | |
5.70%, 4/15/40 | | | 222 | | | | 298,468 | |
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10 | AB CORPORATE INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
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| | Principal Amount (000) | | | U.S. $ Value | |
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Vulcan Materials Co. 4.50%, 6/15/47 | | $ | 169 | | | $ | 183,933 | |
Wabtec Corp. 4.40%, 3/15/24 | | | 233 | | | | 248,560 | |
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| | | | | | | 3,433,670 | |
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Communications - Media – 4.2% | | | | | | | | |
CBS Corp. 4.20%, 6/01/29 | | | 393 | | | | 426,735 | |
Charter Communications Operating LLC/Charter Communications Operating Capital 5.125%, 7/01/49 | | | 249 | | | | 265,168 | |
5.375%, 5/01/47 | | | 374 | | | | 409,302 | |
Comcast Corp. 3.25%, 11/01/39 | | | 410 | | | | 417,474 | |
3.90%, 3/01/38 | | | 215 | | | | 236,883 | |
4.60%, 10/15/38 | | | 85 | | | | 101,300 | |
4.65%, 7/15/42 | | | 375 | | | | 448,132 | |
4.75%, 3/01/44 | | | 140 | | | | 170,201 | |
6.45%, 3/15/37 | | | 329 | | | | 463,929 | |
Discovery Communications LLC 5.20%, 9/20/47 | | | 358 | | | | 395,021 | |
Omnicom Group, Inc./Omnicom Capital, Inc. 4.45%, 8/15/20 | | | 101 | | | | 102,856 | |
Time Warner Entertainment Co. LP 8.375%, 3/15/23 | | | 987 | | | | 1,173,316 | |
Walt Disney Co. (The) 4.00%, 10/01/23(a) | | | 40 | | | | 42,693 | |
5.40%, 10/01/43(a) | | | 180 | | | | 247,723 | |
6.15%, 2/15/41(a) | | | 110 | | | | 161,399 | |
6.40%, 12/15/35(a) | | | 161 | | | | 230,765 | |
8.875%, 4/26/23(a) | | | 125 | | | | 152,549 | |
Weibo Corp. 3.50%, 7/05/24 | | | 373 | | | | 380,693 | |
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| | | | | | | 5,826,139 | |
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Communications - Telecommunications – 2.9% | | | | | | | | |
AT&T, Inc. 4.30%, 2/15/30 | | | 234 | | | | 257,711 | |
4.75%, 5/15/46 | | | 89 | | | | 98,776 | |
4.85%,3/01/39-7/15/45 | | | 194 | | | | 218,421 | |
5.15%, 2/15/50 | | | 75 | | | | 87,191 | |
5.35%, 9/01/40 | | | 415 | | | | 491,982 | |
5.45%, 3/01/47 | | | 168 | | | | 203,067 | |
6.55%,1/15/28-2/15/39 | | | 350 | | | | 442,703 | |
Rogers Communications, Inc. 4.50%, 3/15/43 | | | 4 | | | | 4,555 | |
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PORTFOLIO OF INVESTMENTS(continued)
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| | Principal Amount (000) | | | U.S. $ Value | |
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Telefonica Emisiones SA 4.665%, 3/06/38 | | $ | 196 | | | $ | 215,765 | |
Verizon Communications, Inc. 4.272%, 1/15/36 | | | 586 | | | | 665,596 | |
4.862%, 8/21/46 | | | 731 | | | | 907,076 | |
Vodafone Group PLC 4.25%, 9/17/50 | | | 132 | | | | 135,309 | |
4.875%, 6/19/49 | | | 78 | | | | 87,727 | |
5.25%, 5/30/48 | | | 184 | | | | 215,641 | |
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| | | | | | | 4,031,520 | |
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Consumer Cyclical - Automotive – 2.6% | | | | | | | | |
Ford Motor Credit Co. LLC 3.096%, 5/04/23 | | | 483 | | | | 476,557 | |
3.81%, 1/09/24 | | | 395 | | | | 394,794 | |
4.14%, 2/15/23 | | | 200 | | | | 203,886 | |
General Motors Co. 5.95%, 4/01/49 | | | 95 | | | | 103,130 | |
General Motors Financial Co., Inc. 3.25%, 1/05/23 | | | 921 | | | | 933,498 | |
3.50%, 11/07/24 | | | 599 | | | | 609,782 | |
4.15%, 6/19/23 | | | 116 | | | | 120,942 | |
4.30%, 7/13/25 | | | 314 | | | | 329,226 | |
Hyundai Capital America 2.55%, 4/03/20(a) | | | 102 | | | | 102,048 | |
PACCAR Financial Corp. 2.65%, 5/10/22 | | | 248 | | | | 252,749 | |
| | | | | | | | |
| | | | | | | 3,526,612 | |
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Consumer Cyclical - Other – 0.6% | | | | | | | | |
Las Vegas Sands Corp. 3.20%, 8/08/24 | | | 573 | | | | 586,408 | |
3.50%, 8/18/26 | | | 200 | | | | 204,040 | |
| | | | | | | | |
| | | | | | | 790,448 | |
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Consumer Cyclical - Restaurants – 0.9% | | | | | | | | |
McDonald’s Corp. 4.70%, 12/09/35 | | | 585 | | | | 695,904 | |
Starbucks Corp. 3.55%, 8/15/29 | | | 238 | | | | 257,823 | |
4.50%, 11/15/48 | | | 225 | | | | 260,636 | |
| | | | | | | | |
| | | | | | | 1,214,363 | |
| | | | | | | | |
Consumer Cyclical - Retailers – 0.8% | | | | | | | | |
Dollar General Corp. 3.25%, 4/15/23 | | | 61 | | | | 63,274 | |
Home Depot, Inc. (The) 5.875%, 12/16/36 | | | 40 | | | | 55,610 | |
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PORTFOLIO OF INVESTMENTS(continued)
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| | Principal Amount (000) | | | U.S. $ Value | |
| |
Lowe’s Cos., Inc. 4.375%, 9/15/45 | | $ | 305 | | | $ | 336,122 | |
Target Corp. 3.90%, 11/15/47 | | | 230 | | | | 263,148 | |
4.00%, 7/01/42 | | | 335 | | | | 383,997 | |
| | | | | | | | |
| | | | | | | 1,102,151 | |
| | | | | | | | |
ConsumerNon-Cyclical – 10.2% | | | | | | | | |
AbbVie, Inc. 4.40%, 11/06/42 | | | 185 | | | | 191,873 | |
4.875%, 11/14/48 | | | 375 | | | | 414,308 | |
Altria Group, Inc. 4.40%, 2/14/26 | | | 389 | | | | 419,396 | |
4.80%, 2/14/29 | | | 102 | | | | 111,839 | |
AmerisourceBergen Corp. 4.30%, 12/15/47 | | | 207 | | | | 213,156 | |
Anheuser-Busch Cos. LLC/Anheuser-Busch InBev Worldwide, Inc. 4.90%, 2/01/46 | | | 385 | | | | 460,964 | |
Anheuser-Busch InBev Finance, Inc. 4.70%, 2/01/36 | | | 320 | | | | 368,848 | |
Anheuser-Busch InBev Worldwide, Inc. 4.95%, 1/15/42 | | | 490 | | | | 581,630 | |
BAT Capital Corp. 2.789%, 9/06/24 | | | 330 | | | | 328,970 | |
4.39%, 8/15/37 | | | 795 | | | | 784,331 | |
Biogen, Inc. 5.20%, 9/15/45 | | | 214 | | | | 261,641 | |
Bunge Ltd. Finance Corp. 3.25%, 8/15/26 | | | 458 | | | | 459,511 | |
Cardinal Health, Inc. 3.20%, 3/15/23 | | | 529 | | | | 542,685 | |
Celgene Corp. 4.55%, 2/20/48 | | | 75 | | | | 91,004 | |
Cigna Corp. 3.00%, 7/15/23(a) | | | 71 | | | | 72,490 | |
4.80%, 8/15/38 | | | 37 | | | | 42,229 | |
4.80%, 7/15/46(a) | | | 263 | | | | 294,991 | |
7.875%, 5/15/27(a) | | | 53 | | | | 69,142 | |
CommonSpirit Health 4.35%, 11/01/42 | | | 44 | | | | 45,809 | |
Constellation Brands, Inc. 5.25%, 11/15/48 | | | 184 | | | | 227,575 | |
CVS Health Corp. 3.25%, 8/15/29 | | | 44 | | | | 44,442 | |
3.875%, 7/20/25 | | | 308 | | | | 327,669 | |
4.78%, 3/25/38 | | | 592 | | | | 659,583 | |
5.125%, 7/20/45 | | | 120 | | | | 138,316 | |
| | |
| |
abfunds.com | | AB CORPORATE INCOME SHARES | 13 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Danaher Corp. 4.375%, 9/15/45 | | $ | 260 | | | $ | 304,213 | |
Eli Lilly & Co. 5.55%, 3/15/37 | | | 83 | | | | 111,451 | |
Gilead Sciences, Inc. 4.15%, 3/01/47 | | | 75 | | | | 83,206 | |
4.50%, 2/01/45 | | | 170 | | | | 196,557 | |
HCA, Inc. 4.75%, 5/01/23 | | | 155 | | | | 165,945 | |
Johnson & Johnson 3.55%, 3/01/36 | | | 851 | | | | 936,687 | |
Keurig Dr Pepper, Inc. 2.55%, 9/15/26 | | | 260 | | | | 258,856 | |
5.085%, 5/25/48 | | | 191 | | | | 229,618 | |
Kraft Heinz Foods Co. 5.20%, 7/15/45 | | | 124 | | | | 131,998 | |
6.875%, 1/26/39 | | | 242 | | | | 302,231 | |
Leggett & Platt, Inc. 4.40%, 3/15/29 | | | 773 | | | | 841,642 | |
Mylan, Inc. 4.20%, 11/29/23 | | | 307 | | | | 322,832 | |
4.55%, 4/15/28 | | | 380 | | | | 406,923 | |
Newell Brands, Inc. 3.85%, 4/01/23 | | | 548 | | | | 567,569 | |
Perrigo Finance Unlimited Co. 3.90%, 12/15/24 | | | 303 | | | | 311,472 | |
4.375%, 3/15/26 | | | 420 | | | | 434,948 | |
Philip Morris International, Inc. 4.50%, 3/26/20 | | | 475 | | | | 479,318 | |
Smithfield Foods, Inc. 3.35%, 2/01/22(a) | | | 65 | | | | 65,204 | |
Tyson Foods, Inc. 4.55%, 6/02/47 | | | 178 | | | | 202,368 | |
5.10%, 9/28/48 | | | 239 | | | | 294,051 | |
Wyeth LLC 5.95%, 4/01/37 | | | 188 | | | | 258,256 | |
| | | | | | | | |
| | | | | | | 14,057,747 | |
| | | | | | | | |
Energy – 10.5% | | | | | | | | |
Baker Hughes a GE Co. LLC 5.125%, 9/15/40 | | | 390 | | | | 445,942 | |
Boardwalk Pipelines LP 4.80%, 5/03/29 | | | 304 | | | | 323,626 | |
Buckeye Partners LP 3.95%, 12/01/26 | | | 474 | | | | 438,706 | |
Cenovus Energy, Inc. 3.00%, 8/15/22 | | | 90 | | | | 90,947 | |
| | |
| |
14 | AB CORPORATE INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Columbia Pipeline Group, Inc. 4.50%, 6/01/25 | | $ | 867 | | | $ | 941,891 | |
Ecopetrol SA 5.875%,9/18/23-5/28/45 | | | 89 | | | | 99,983 | |
Enable Midstream Partners LP 3.90%, 5/15/24 | | | 921 | | | | 936,602 | |
5.00%, 5/15/44 | | | 41 | | | | 36,156 | |
Enbridge, Inc. 4.00%, 10/01/23 | | | 422 | | | | 447,691 | |
Energy Transfer Operating LP 5.875%, 1/15/24 | | | 539 | | | | 598,786 | |
Eni SpA 4.25%, 5/09/29(a) | | | 247 | | | | 271,048 | |
Enterprise Products Operating LLC 3.75%, 2/15/25 | | | 140 | | | | 149,787 | |
3.90%, 2/15/24 | | | 59 | | | | 62,847 | |
4.80%, 2/01/49 | | | 85 | | | | 98,189 | |
4.90%, 5/15/46 | | | 45 | | | | 52,179 | |
EQM Midstream Partners LP 4.75%, 7/15/23 | | | 1,135 | | | | 1,127,316 | |
EQT Corp. 3.00%, 10/01/22 | | | 867 | | | | 827,456 | |
3.90%, 10/01/27 | | | 274 | | | | 243,907 | |
Exxon Mobil Corp. 4.114%, 3/01/46 | | | 524 | | | | 624,278 | |
Husky Energy, Inc. 4.40%, 4/15/29 | | | 240 | | | | 253,589 | |
MPLX LP 3.50%, 12/01/22(a) | | | 175 | | | | 180,063 | |
Newfield Exploration Co. 5.375%, 1/01/26 | | | 610 | | | | 659,245 | |
5.625%, 7/01/24 | | | 475 | | | | 520,557 | |
Noble Energy, Inc. 3.25%, 10/15/29 | | | 135 | | | | 134,595 | |
6.00%, 3/01/41 | | | 113 | | | | 131,068 | |
Occidental Petroleum Corp. 2.90%, 8/15/24 | | | 319 | | | | 322,445 | |
3.20%, 8/15/26 | | | 52 | | | | 52,595 | |
4.30%, 8/15/39 | | | 128 | | | | 130,173 | |
ONEOK, Inc. 5.20%, 7/15/48 | | | 295 | | | | 324,612 | |
Plains All American Pipeline LP/PAA Finance Corp. 3.60%, 11/01/24 | | | 917 | | | | 938,742 | |
Sabine Pass Liquefaction LLC 5.625%,2/01/21-4/15/23 | | | 1,156 | | | | 1,240,149 | |
| | |
| |
abfunds.com | | AB CORPORATE INCOME SHARES | 15 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Suncor Energy, Inc. 6.80%, 5/15/38 | | $ | 223 | | | $ | 314,392 | |
Sunoco Logistics Partners Operations LP 3.90%, 7/15/26 | | | 170 | | | | 177,242 | |
5.35%, 5/15/45 | | | 145 | | | | 152,837 | |
TransCanada PipeLines Ltd. 4.75%, 5/15/38 | | | 50 | | | | 56,834 | |
7.625%, 1/15/39 | | | 153 | | | | 226,376 | |
Transcontinental Gas Pipe Line Co. LLC 7.85%, 2/01/26 | | | 325 | | | | 411,911 | |
Valero Energy Corp. 6.625%, 6/15/37 | | | 160 | | | | 208,573 | |
Western Midstream Operating LP 4.65%, 7/01/26 | | | 81 | | | | 80,775 | |
5.30%, 3/01/48 | | | 130 | | | | 110,683 | |
5.45%, 4/01/44 | | | 149 | | | | 129,208 | |
| | | | | | | | |
| | | | | | | 14,574,001 | |
| | | | | | | | |
Other Industrial – 0.2% | | | | | | | | |
Alfa SAB de CV 5.25%, 3/25/24(a) | | | 200 | | | | 215,750 | |
| | | | | | | | |
| | |
Services – 0.7% | | | | | | | | |
eBay, Inc. 2.75%, 1/30/23 | | | 62 | | | | 62,942 | |
Global Payments, Inc. 2.65%, 2/15/25 | | | 320 | | | | 324,477 | |
IHS Markit Ltd. 4.00%, 3/01/26(a) | | | 76 | | | | 80,815 | |
4.125%, 8/01/23 | | | 208 | | | | 219,560 | |
Moody’s Corp. 5.25%, 7/15/44 | | | 255 | | | | 324,781 | |
| | | | | | | | |
| | | | | | | 1,012,575 | |
| | | | | | | | |
Technology – 8.7% | | | | | | | | |
Apple, Inc. 4.45%, 5/06/44 | | | 620 | | | | 753,015 | |
4.65%, 2/23/46 | | | 250 | | | | 313,892 | |
Avnet, Inc. 4.625%, 4/15/26 | | | 612 | | | | 655,085 | |
Broadcom Corp./Broadcom Cayman Finance Ltd. 2.65%, 1/15/23 | | | 857 | | | | 858,757 | |
3.625%, 1/15/24 | | | 251 | | | | 258,339 | |
Broadcom, Inc. 3.625%, 10/15/24(a) | | | 265 | | | | 272,553 | |
4.25%, 4/15/26(a) | | | 549 | | | | 572,942 | |
CA, Inc. 3.60%, 8/15/22 | | | 837 | | | | 852,342 | |
| | |
| |
16 | AB CORPORATE INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Dell International LLC/EMC Corp. 4.90%, 10/01/26(a) | | $ | 411 | | | $ | 445,840 | |
6.02%, 6/15/26(a) | | | 386 | | | | 440,835 | |
DXC Technology Co. 4.25%, 4/15/24 | | | 160 | | | | 167,278 | |
Fidelity National Information Services, Inc. 5.00%, 10/15/25 | | | 2 | | | | 2,285 | |
Intel Corp. 4.90%, 7/29/45 | | | 195 | | | | 251,963 | |
International Business Machines Corp. 1.625%, 5/15/20 | | | 489 | | | | 488,394 | |
4.00%, 6/20/42 | | | 530 | | | | 583,594 | |
Lam Research Corp. 3.75%, 3/15/26 | | | 142 | | | | 153,082 | |
4.875%, 3/15/49 | | | 235 | | | | 289,431 | |
Microchip Technology, Inc. 3.922%, 6/01/21 | | | 175 | | | | 179,055 | |
Micron Technology, Inc. 4.64%, 2/06/24 | | | 276 | | | | 295,403 | |
4.975%, 2/06/26 | | | 703 | | | | 761,616 | |
Microsoft Corp. 4.50%, 10/01/40 | | | 429 | | | | 537,301 | |
NXP BV/NXP Funding LLC 4.875%, 3/01/24(a) | | | 495 | | | | 537,342 | |
Oracle Corp. 6.125%, 7/08/39 | | | 254 | | | | 358,386 | |
QUALCOMM, Inc. 4.30%, 5/20/47 | | | 3 | | | | 3,374 | |
Seagate HDD Cayman 4.75%, 1/01/25 | | | 19 | | | | 19,965 | |
4.875%, 3/01/24 | | | 485 | | | | 513,431 | |
Tech Data Corp. 3.70%, 2/15/22 | | | 867 | | | | 888,718 | |
Texas Instruments, Inc. 3.875%, 3/15/39 | | | 150 | | | | 171,330 | |
VMware, Inc. 3.90%, 8/21/27 | | | 422 | | | | 436,618 | |
| | | | | | | | |
| | | | | | | 12,062,166 | |
| | | | | | | | |
Transportation - Railroads – 0.3% | |
Burlington Northern Santa Fe LLC 4.55%, 9/01/44 | | | 85 | | | | 102,088 | |
CSX Corp. 3.80%, 11/01/46 | | | 175 | | | | 184,286 | |
Union Pacific Corp. 4.00%, 4/15/47 | | | 110 | | | | 121,716 | |
| | | | | | | | |
| | | | | | | 408,090 | |
| | | | | | | | |
| | |
| |
abfunds.com | | AB CORPORATE INCOME SHARES | 17 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Transportation - Services – 1.4% | | | | | | | | |
Aviation Capital Group LLC 3.875%, 5/01/23(a) | | $ | 215 | | | $ | 222,347 | |
4.375%, 1/30/24(a) | | | 230 | | | | 242,707 | |
ERAC USA Finance LLC 3.85%, 11/15/24(a) | | | 145 | | | | 154,770 | |
FedEx Corp. 4.05%, 2/15/48 | | | 386 | | | | 380,569 | |
Penske Truck Leasing Co. Lp/PTL Finance Corp. 3.90%, 2/01/24(a) | | | 300 | | | | 316,824 | |
Ryder System, Inc. 2.50%, 9/01/22 | | | 150 | | | | 151,178 | |
United Parcel Service, Inc. 3.40%, 9/01/49 | | | 451 | | | | 460,340 | |
| | | | | | | | |
| | | | | | | 1,928,735 | |
| | | | | | | | |
| | | | | | | 67,345,761 | |
| | | | | | | | |
Financial Institutions – 41.1% | | | | | | | | |
Banking – 23.4% | | | | | | | | |
Banco Santander SA 5.179%, 11/19/25 | | | 400 | | | | 443,676 | |
Bank of America Corp. 3.366%, 1/23/26 | | | 603 | | | | 630,690 | |
3.458%, 3/15/25 | | | 230 | | | | 240,739 | |
Series L 3.95%, 4/21/25 | | | 1,134 | | | | 1,207,166 | |
Series X 6.25%, 9/05/24(b) | | | 175 | | | | 193,788 | |
Series Z 6.50%, 10/23/24(b) | | | 53 | | | | 59,832 | |
Bank of Montreal 4.338%, 10/05/28 | | | 480 | | | | 506,256 | |
Bank of Nova Scotia (The) 4.50%, 12/16/25 | | | 410 | | | | 448,630 | |
Barclays PLC 3.932%, 5/07/25 | | | 447 | | | | 466,444 | |
4.338%, 5/16/24 | | | 867 | | | | 912,344 | |
BBVA Bancomer SA/Texas 5.875%, 9/13/34(a) | | | 330 | | | | 334,455 | |
BBVA USA 3.875%, 4/10/25 | | | 481 | | | | 506,483 | |
Capital One Bank USA NA 3.375%, 2/15/23 | | | 525 | | | | 540,850 | |
Capital One Financial Corp. 3.30%, 10/30/24 | | | 916 | | | | 955,141 | |
3.75%, 7/28/26 | | | 240 | | | | 252,526 | |
| | |
| |
18 | AB CORPORATE INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Citigroup, Inc. 2.876%, 7/24/23 | | $ | 740 | | | $ | 752,920 | |
3.875%, 3/26/25 | | | 461 | | | | 487,738 | |
5.50%, 9/13/25 | | | 595 | | | | 681,025 | |
Citizens Financial Group, Inc. 4.30%, 12/03/25 | | | 895 | | | | 964,434 | |
Cooperatieve Rabobank UA 3.75%, 7/21/26 | | | 525 | | | | 548,940 | |
4.375%, 8/04/25 | | | 500 | | | | 543,155 | |
Credit Suisse Group Funding Guernsey Ltd. 4.55%, 4/17/26 | | | 405 | | | | 448,088 | |
Deutsche Bank AG/New York NY 3.30%, 11/16/22 | | | 334 | | | | 335,065 | |
3.95%, 2/27/23 | | | 635 | | | | 649,065 | |
Discover Bank 4.682%, 8/09/28 | | | 385 | | | | 403,430 | |
Discover Financial Services 3.75%, 3/04/25 | | | 795 | | | | 843,638 | |
Goldman Sachs Group, Inc. (The) 2.625%, 4/25/21 | | | 323 | | | | 325,923 | |
2.876%, 10/31/22 | | | 247 | | | | 250,470 | |
2.905%, 7/24/23 | | | 466 | | | | 473,484 | |
2.908%, 6/05/23 | | | 235 | | | | 238,715 | |
3.75%, 5/22/25 | | | 95 | | | | 100,720 | |
4.25%, 10/21/25 | | | 325 | | | | 350,191 | |
4.411%, 4/23/39 | | | 148 | | | | 167,495 | |
5.95%, 1/15/27 | | | 40 | | | | 47,740 | |
HSBC Holdings PLC 4.25%,3/14/24-8/18/25 | | | 1,382 | | | | 1,473,395 | |
ING Bank NV 5.80%, 9/25/23(a) | | | 440 | | | | 490,314 | |
Intesa Sanpaolo SpA 3.125%, 7/14/22(a) | | | 245 | | | | 246,615 | |
Series XR 3.25%, 9/23/24(a) | | | 650 | | | | 652,392 | |
JPMorgan Chase & Co. 3.882%, 7/24/38 | | | 1,057 | | | | 1,163,990 | |
8.00%, 4/29/27 | | | 530 | | | | 707,979 | |
Series FF 5.00%, 8/01/24(b) | | | 175 | | | | 180,896 | |
Lloyds Banking Group PLC 4.45%, 5/08/25 | | | 233 | | | | 255,126 | |
4.50%, 11/04/24 | | | 1,187 | | | | 1,268,274 | |
M&T Bank Corp. Series G 5.00%, 8/01/24(b) | | | 51 | | | | 53,263 | |
| | |
| |
abfunds.com | | AB CORPORATE INCOME SHARES | 19 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Morgan Stanley 5.75%, 1/25/21 | | $ | 1,260 | | | $ | 1,316,826 | |
Series F 3.875%, 4/29/24 | | | 55 | | | | 58,650 | |
Royal Bank of Scotland Group PLC 5.125%, 5/28/24 | | | 591 | | | | 638,292 | |
6.10%, 6/10/23 | | | 724 | | | | 796,885 | |
6.125%, 12/15/22 | | | 247 | | | | 269,321 | |
Santander Holdings USA, Inc. 3.40%, 1/18/23 | | | 859 | | | | 879,521 | |
3.50%, 6/07/24 | | | 195 | | | | 200,448 | |
4.40%, 7/13/27 | | | 280 | | | | 300,628 | |
4.50%, 7/17/25 | | | 577 | | | | 621,596 | |
Santander UK Group Holdings PLC 3.373%, 1/05/24 | | | 867 | | | | 884,713 | |
3.571%, 1/10/23 | | | 348 | | | | 355,266 | |
Societe Generale SA 4.25%, 4/14/25(a) | | | 243 | | | | 255,196 | |
SunTrust Bank/Atlanta GA 3.20%, 4/01/24 | | | 230 | | | | 240,010 | |
3.30%, 5/15/26 | | | 934 | | | | 977,169 | |
Synchrony Bank 3.00%, 6/15/22 | | | 463 | | | | 469,964 | |
Wells Fargo & Co. 5.606%, 1/15/44 | | | 400 | | | | 519,604 | |
Series M 3.45%, 2/13/23 | | | 160 | | | | 165,646 | |
Westpac Banking Corp. 4.421%, 7/24/39 | | | 250 | | | | 275,492 | |
Series G 4.322%, 11/23/31 | | | 243 | | | | 258,659 | |
| | | | | | | | |
| | | | | | | 32,287,386 | |
| | | | | | | | |
Brokerage – 2.3% | | | | | | | | |
Brookfield Finance, Inc. 4.00%, 4/01/24 | | | 122 | | | | 129,879 | |
Invesco Finance PLC 3.125%, 11/30/22 | | | 867 | | | | 887,192 | |
Jefferies Financial Group, Inc. 5.50%, 10/18/23 | | | 904 | | | | 987,376 | |
Jefferies Group LLC/Jefferies Group Capital Finance, Inc. 4.85%, 1/15/27 | | | 518 | | | | 554,659 | |
Stifel Financial Corp. 4.25%, 7/18/24 | | | 548 | | | | 579,587 | |
| | | | | | | | |
| | | | | | | 3,138,693 | |
| | | | | | | | |
| | |
| |
20 | AB CORPORATE INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Finance – 3.3% | | | | | | | | |
Aircastle Ltd. 4.125%, 5/01/24 | | $ | 107 | | | $ | 112,082 | |
4.40%, 9/25/23 | | | 867 | | | | 912,596 | |
Ares Capital Corp. 3.50%, 2/10/23 | | | 1,054 | | | | 1,070,137 | |
4.20%, 6/10/24 | | | 241 | | | | 250,307 | |
GE Capital International Funding Co. Unlimited Co. 4.418%, 11/15/35 | | | 275 | | | | 290,928 | |
International Lease Finance Corp. 5.875%, 8/15/22 | | | 867 | | | | 949,122 | |
Synchrony Financial 4.25%, 8/15/24 | | | 58 | | | | 61,361 | |
4.50%, 7/23/25 | | | 806 | | | | 868,610 | |
| | | | | | | | |
| | | | | | | 4,515,143 | |
| | | | | | | | |
Insurance – 1.5% | | | | | | | | |
Aetna, Inc. 3.875%, 8/15/47 | | | 175 | | | | 169,914 | |
American International Group, Inc. 3.75%, 7/10/25 | | | 280 | | | | 299,379 | |
Brighthouse Financial, Inc. 3.70%, 6/22/27 | | | 450 | | | | 441,895 | |
MetLife Capital Trust IV 7.875%, 12/15/37(a) | | | 150 | | | | 199,134 | |
MetLife, Inc. Series C 5.25%, 6/15/20(b) | | | 205 | | | | 208,061 | |
Series D 5.875%, 3/15/28(b) | | | 170 | | | | 187,153 | |
Peachtree Corners Funding Trust 3.976%, 2/15/25(a) | | | 110 | | | | 116,182 | |
Prudential Financial, Inc. 5.20%, 3/15/44 | | | 112 | | | | 119,181 | |
5.625%, 6/15/43 | | | 149 | | | | 161,610 | |
5.875%, 9/15/42 | | | 235 | | | | 254,557 | |
| | | | | | | | |
| | | | | | | 2,157,066 | |
| | | | | | | | |
REITS – 10.6% | | | | | | | | |
Alexandria Real Estate Equities, Inc. 3.45%, 4/30/25 | | | 87 | | | | 91,637 | |
American Homes 4 Rent LP 4.25%, 2/15/28 | | | 5 | | | | 5,406 | |
American Tower Corp. 5.00%, 2/15/24 | | | 375 | | | | 414,982 | |
Brixmor Operating Partnership LP 3.85%, 2/01/25 | | | 176 | | | | 185,168 | |
| | |
| |
abfunds.com | | AB CORPORATE INCOME SHARES | 21 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
EPR Properties 4.50%, 4/01/25 | | $ | 20 | | | $ | 21,252 | |
4.95%, 4/15/28 | | | 5 | | | | 5,489 | |
5.25%, 7/15/23 | | | 175 | | | | 188,032 | |
Equinix, Inc. 5.875%, 1/15/26 | | | 425 | | | | 452,153 | |
Essex Portfolio LP 3.25%, 5/01/23 | | | 231 | | | | 237,496 | |
3.375%, 1/15/23 | | | 125 | | | | 128,894 | |
3.875%, 5/01/24 | | | 84 | | | | 89,190 | |
GLP Capital LP/GLP Financing II, Inc. 5.25%, 6/01/25 | | | 323 | | | | 354,819 | |
5.375%,11/01/23-4/15/26 | | | 971 | | | | 1,061,062 | |
HCP, Inc. 3.25%, 7/15/26 | | | 51 | | | | 53,229 | |
3.875%, 8/15/24 | | | 150 | | | | 160,590 | |
4.00%, 6/01/25 | | | 630 | | | | 682,756 | |
4.25%, 11/15/23 | | | 315 | | | | 338,209 | |
Host Hotels & Resorts LP 3.875%, 4/01/24 | | | 171 | | | | 180,111 | |
Series E 4.00%, 6/15/25 | | | 728 | | | | 774,679 | |
Kilroy Realty LP 3.45%, 12/15/24 | | | 40 | | | | 41,690 | |
Kimco Realty Corp. 2.80%, 10/01/26 | | | 95 | | | | 95,881 | |
LifeStorage LP/CA 3.50%, 7/01/26 | | | 1,090 | | | | 1,125,730 | |
Mid-America Apartments LP 3.75%, 6/15/24 | | | 115 | | | | 121,080 | |
National Retail Properties, Inc. 3.90%, 6/15/24 | | | 170 | | | | 180,627 | |
Omega Healthcare Investors, Inc. 4.50%, 1/15/25 | | | 108 | | | | 114,883 | |
5.25%, 1/15/26 | | | 1,208 | | | | 1,338,887 | |
Regency Centers LP 3.75%, 6/15/24 | | | 33 | | | | 34,778 | |
Sabra Health Care LP 5.125%, 8/15/26 | | | 565 | | | | 612,048 | |
Sabra Health Care LP/Sabra Capital Corp. 4.80%, 6/01/24 | | | 710 | | | | 747,758 | |
Senior Housing Properties Trust 4.75%, 2/15/28 | | | 407 | | | | 416,389 | |
Service Properties Trust 4.65%, 3/15/24 | | | 1,135 | | | | 1,174,611 | |
Simon Property Group LP 3.25%, 9/13/49 | | | 265 | | | | 262,581 | |
| | |
| |
22 | AB CORPORATE INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Spirit Realty LP 4.00%, 7/15/29 | | $ | 132 | | | $ | 139,847 | |
4.45%, 9/15/26 | | | 238 | | | | 255,714 | |
VEREIT Operating Partnership LP 4.60%, 2/06/24 | | | 1,036 | | | | 1,114,436 | |
Vornado Realty LP 3.50%, 1/15/25 | | | 435 | | | | 453,139 | |
Washington Real Estate Investment Trust 4.95%, 10/01/20 | | | 140 | | | | 141,394 | |
Welltower, Inc. 4.00%, 6/01/25 | | | 519 | | | | 561,049 | |
Weyerhaeuser Co. 7.375%, 3/15/32 | | | 225 | | | | 314,712 | |
WP Carey, Inc. 4.60%, 4/01/24 | | | 44 | | | | 47,092 | |
| | | | | | | | |
| | | | | | | 14,719,480 | |
| | | | | | | | |
| | | | | | | 56,817,768 | |
| | | | | | | | |
Utility – 5.7% | |
Electric – 5.0% | |
Abu Dhabi National Energy Co. PJSC 4.375%, 4/23/25(a) | | | 215 | | | | 230,789 | |
Dominion Energy, Inc. 3.90%, 10/01/25 | | | 110 | | | | 118,477 | |
DTE Energy Co. Series C 3.40%, 6/15/29 | | | 304 | | | | 317,677 | |
Duke Energy Carolinas LLC 3.20%, 8/15/49 | | | 192 | | | | 193,638 | |
Duke Energy Corp. 3.75%, 9/01/46 | | | 220 | | | | 228,666 | |
4.20%, 6/15/49 | | | 302 | | | | 337,712 | |
4.875%, 9/16/24(b) | | | 112 | | | | 118,385 | |
Empresas Publicas de Medellin ESP 4.25%, 7/18/29(a) | | | 200 | | | | 208,735 | |
Enel Americas SA 4.00%, 10/25/26 | | | 53 | | | | 54,772 | |
Enel Chile SA 4.875%, 6/12/28 | | | 62 | | | | 68,588 | |
Entergy Corp. 4.00%, 7/15/22 | | | 153 | | | | 160,001 | |
Exelon Corp. 3.497%, 6/01/22 | | | 94 | | | | 96,676 | |
Florida Power & Light Co. 3.95%, 3/01/48 | | | 460 | | | | 534,989 | |
Georgia Power Co. Series B 2.65%, 9/15/29 | | | 530 | | | | 526,889 | |
| | |
| |
abfunds.com | | AB CORPORATE INCOME SHARES | 23 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Series C 2.00%, 9/08/20 | | $ | 575 | | | $ | 575,109 | |
NextEra Energy Capital Holdings, Inc. 5.65%, 5/01/79 | | | 194 | | | | 213,868 | |
PSEG Power LLC 3.00%, 6/15/21 | | | 160 | | | | 162,046 | |
8.625%, 4/15/31 | | | 388 | | | | 547,332 | |
Public Service Co. of New Hampshire 3.60%, 7/01/49 | | | 247 | | | | 269,867 | |
Sempra Energy 3.80%, 2/01/38 | | | 215 | | | | 218,750 | |
Southern Co. (The) 2.35%, 7/01/21 | | | 175 | | | | 176,027 | |
2.95%, 7/01/23 | | | 145 | | | | 148,576 | |
Southern Power Co. Series F 4.95%, 12/15/46 | | | 77 | | | | 86,775 | |
Southwestern Public Service Co. 3.75%, 6/15/49 | | | 305 | | | | 335,942 | |
Virginia Electric & Power Co. 8.875%, 11/15/38 | | | 558 | | | | 940,548 | |
| | | | | | | | |
| | | | | | | 6,870,834 | |
| | | | | | | | |
Natural Gas – 0.2% | | | | | | | | |
CenterPoint Energy Resources Corp. 4.10%, 9/01/47 | | | 75 | | | | 81,233 | |
GNL Quintero SA 4.634%, 7/31/29(a) | | | 200 | | | | 211,300 | |
NiSource, Inc. 5.65%, 2/01/45 | | | 60 | | | | 77,995 | |
| | | | | | | | |
| | | | | | | 370,528 | |
| | | | | | | | |
Other Utility – 0.5% | | | | | | | | |
American Water Capital Corp. 3.75%, 9/01/47 | | | 80 | | | | 86,332 | |
4.15%, 6/01/49 | | | 496 | | | | 572,890 | |
| | | | | | | | |
| | | | | | | 659,222 | |
| | | | | | | | |
| | | | | | | 7,900,584 | |
| | | | | | | | |
Total Corporates – Investment Grade (cost $125,108,853) | | | | | | | 132,064,113 | |
| | | | | | | | |
| | | | | | | | |
QUASI-SOVEREIGNS – 1.0% | | | | | | | | |
Quasi-Sovereign Bonds – 1.0% | | | | | | | | |
Chile – 0.3% | | | | | | | | |
Corp. Nacional del Cobre de Chile 3.625%, 8/01/27(a) | | | 200 | | | | 210,062 | |
Empresa Nacional del Petroleo 3.75%, 8/05/26(a) | | | 200 | | | | 204,742 | |
| | | | | | | | |
| | | | | | | 414,804 | |
| | | | | | | | |
| | |
| |
24 | AB CORPORATE INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Mexico – 0.3% | | | | | | | | |
Petroleos Mexicanos 6.50%, 1/23/29 | | $ | 240 | | | $ | 250,320 | |
6.75%, 9/21/47 | | | 140 | | | | 139,348 | |
7.69%, 1/23/50(a) | | | 80 | | | | 86,784 | |
| | | | | | | | |
| | | | | | | 476,452 | |
| | | | | | | | |
Panama – 0.4% | | | | | | | | |
Aeropuerto Internacional de Tocumen SA 5.625%, 5/18/36(a) | | | 200 | | | | 231,500 | |
Empresa de Transmision Electrica SA 5.125%, 5/02/49(a) | | | 246 | | | | 281,132 | |
| | | | | | | | |
| | | | | | | 512,632 | |
| | | | | | | | |
Total Quasi-Sovereigns (cost $1,288,659) | | | | | | | 1,403,888 | |
| | | | | | | | |
| | | | | | | | |
GOVERNMENTS – SOVEREIGN BONDS – 0.9% | | | | | | | | |
Colombia – 0.2% | | | | | | | | |
Colombia Government International Bond 5.20%, 5/15/49 | | | 200 | | | | 240,875 | |
| | | | | | | | |
| | |
Mexico – 0.3% | | | | | | | | |
Mexico Government International Bond 4.60%, 1/23/46 | | | 200 | | | | 214,250 | |
4.75%, 3/08/44 | | | 150 | | | | 163,969 | |
| | | | | | | | |
| | | | | | | 378,219 | |
| | | | | | | | |
Qatar – 0.2% | | | | | | | | |
Qatar Government International Bond 4.817%, 3/14/49(a) | | | 228 | | | | 280,440 | |
| | | | | | | | |
| | |
Saudi Arabia – 0.2% | | | | | | | | |
Saudi Government International Bond 3.25%, 10/26/26(a) | | | 330 | | | | 340,890 | |
| | | | | | | | |
| | |
Total Governments – Sovereign Bonds (cost $1,091,667) | | | | | | | 1,240,424 | |
| | | | | | | | |
| | | | | | | | |
CORPORATES –NON-INVESTMENT GRADE – 0.1% | | | | | | | | |
Industrial – 0.1% | | | | | | | | |
Technology – 0.1% | | | | | | | | |
Xerox Corp. 2.80%, 5/15/20 (cost $94,913) | | | 95 | | | | 94,914 | |
| | | | | | | | |
| | |
| |
abfunds.com | | AB CORPORATE INCOME SHARES | 25 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
SHORT-TERM INVESTMENTS – 0.7% | | | | | | | | |
U.S. Treasury Bills – 0.7% | | | | | | | | |
U.S. Treasury Bill Zero Coupon, 1/30/20 (cost $1,031,075) | | $ | 1,035 | | | $ | 1,031,067 | |
| | | | | | | | |
| | |
Total Investments – 98.3% (cost $128,615,167) | | | | | | | 135,834,406 | |
Other assets less liabilities – 1.7% | | | | | | | 2,331,378 | |
| | | | | | | | |
| | |
Net Assets – 100.0% | | | | | | $ | 138,165,784 | |
| | | | | | | | |
FUTURES (see Note C)
| | | | | | | | | | | | | | | | |
Description | | Number of Contracts | | | Expiration Month | | | Current Notional | | | Value and Unrealized Appreciation/ (Depreciation) | |
Purchased Contracts | |
U.S. 10 Yr Ultra Futures | | | 68 | | | | December 2019 | | | $ | 9,663,438 | | | $ | (86,860 | ) |
U.S. Long Bond (CBT) Futures | | | 3 | | | | December 2019 | | | | 484,125 | | | | (10,434 | ) |
U.S.T-Note 2 Yr (CBT) Futures | | | 4 | | | | December 2019 | | | | 862,406 | | | | (1,567 | ) |
U.S.T-Note 10 Yr (CBT) Futures | | | 6 | | | | December 2019 | | | | 781,781 | | | | (8,727 | ) |
U.S. Ultra Bond (CBT) Futures | | | 14 | | | | December 2019 | | | | 2,656,500 | | | | (79,537 | ) |
|
Sold Contracts | |
U.S.T-Note 5 Yr (CBT) Futures | | | 31 | | | | December 2019 | | | | 3,695,297 | | | | 29,530 | |
| | | | | | | | | | | | | | | | |
| | | $ | (157,595 | ) |
| | | | | | | | | | | | | | | | |
CENTRALLY CLEARED CREDIT DEFAULT SWAPS (see Note C)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Description | | Fixed Rate (Pay) Receive | | | Payment Frequency | | | Implied Credit Spread at October 31, 2019 | | Notional Amount (000) | | | Market Value | | | Upfront Premiums Paid (Received) | | | Unrealized Appreciation/ (Depreciation) | |
Sale Contracts | |
CDX-NAIG Series 33, 5 Year Index, 12/20/24* | | | 1.00 | % | | | Quarterly | | | 0.55% | | | USD 5,380 | | | $ | 123,482 | | | $ | 99,036 | | | $ | 24,446 | |
| | |
| |
26 | AB CORPORATE INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
CENTRALLY CLEARED INTEREST RATE SWAPS (see Note C)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | Rate Type | | | | |
Notional Amount (000) | | | Termination Date | | | Payments made by the Fund | | | Payments received by the Fund | | | Payment Frequency Paid/ Received | | | Market Value | | | Upfront Premiums Paid (Received) | | | Unrealized Appreciation/ (Depreciation) | |
USD | | | 1,170 | | | | 9/09/21 | | | | 1.132% | | |
| 3 Month LIBOR | | |
| Semi-Annual/
Quarterly |
| | $ | 11,410 | | | $ | — | | | $ | 11,410 | |
USD | | | 1,070 | | | | 3/27/22 | | | | 2.058% | | |
| 3 Month LIBOR | | |
| Semi-Annual/
Quarterly |
| | | (12,855 | ) | | | — | | | | (12,855 | ) |
USD | | | 60 | | | | 11/04/44 | | |
| 3 Month LIBOR | | | | 3.049% | | |
| Quarterly/
Semi-Annual |
| | | 16,324 | | | | — | | | | 16,324 | |
USD | | | 60 | | | | 5/05/45 | | |
| 3 Month LIBOR | | | | 2.562% | | |
| Quarterly/
Semi-Annual |
| | | 10,230 | | | | — | | | | 10,230 | |
USD | | | 60 | | | | 6/02/46 | | |
| 3 Month LIBOR | | | | 2.186% | | |
| Quarterly/
Semi-Annual |
| | | 5,475 | | | | — | | | | 5,475 | |
USD | | | 690 | | | | 7/15/46 | | |
| 3 Month LIBOR | | | | 1.783% | | |
| Quarterly/
Semi-Annual |
| | | 1,263 | | | | — | | | | 1,263 | |
USD | | | 270 | | | | 9/02/46 | | |
| 3 Month LIBOR | | | | 1.736% | | |
| Quarterly/
Semi-Annual |
| | | (3,670 | ) | | | — | | | | (3,670 | ) |
USD | | | 50 | | | | 11/02/46 | | |
| 3 Month LIBOR | | | | 2.086% | | |
| Quarterly/
Semi-Annual |
| | | 3,475 | | | | — | | | | 3,475 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | $ | 31,652 | | | $ | — | | | $ | 31,652 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(a) | Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2019, the aggregate market value of these securities amounted to $10,756,140 or 7.8% of net assets. |
(b) | Securities are perpetual and, thus, do not have a predetermined maturity date. The date shown, if applicable, reflects the next call date. |
Glossary:
CBT – Chicago Board of Trade
CDX-NAIG – North American Investment Grade Credit Default Swap Index
LIBOR – London Interbank Offered Rates
PJSC – Public Joint Stock Company
REIT – Real Estate Investment Trust
See notes to financial statements.
| | |
| |
abfunds.com | | AB CORPORATE INCOME SHARES | 27 |
STATEMENT OF ASSETS & LIABILITIES
October 31, 2019(unaudited)
| | | | |
Assets | |
Investments in securities, at value (cost $128,615,167) | | $ | 135,834,406 | |
Cash | | | 2,012,256 | |
Cash collateral due from broker | | | 413,507 | |
Interest receivable | | | 1,402,595 | |
Receivable for shares of beneficial interest sold | | | 464,532 | |
Receivable for variation margin on futures | | | 99,000 | |
Receivable for variation margin on centrally cleared swaps | | | 22,110 | |
| | | | |
Total assets | | | 140,248,406 | |
| | | | |
Liabilities | |
Payable for investment securities purchased | | | 1,440,296 | |
Dividends payable | | | 441,265 | |
Payable for shares of beneficial interest redeemed | | | 198,865 | |
Other liabilities | | | 2,196 | |
| | | | |
Total liabilities | | | 2,082,622 | |
| | | | |
Net Assets | | $ | 138,165,784 | |
| | | | |
Composition of Net Assets | | | | |
Shares of beneficial interest, at par | | $ | 117 | |
Additionalpaid-in capital | | | 130,205,509 | |
Distributable earnings | | | 7,960,158 | |
| | | | |
| | $ | 138,165,784 | |
| | | | |
Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value(based on 11,715,194 common shares outstanding) | | $ | 11.79 | |
| | | | |
See notes to financial statements.
| | |
| |
28 | AB CORPORATE INCOME SHARES | | abfunds.com |
STATEMENT OF OPERATIONS
Six Months Ended October 31, 2019(unaudited)
| | | | | | | | |
Investment Income | | | | | | | | |
Interest | | $ | 2,481,879 | | | | | |
| | | | | | | | |
Total investment income | | | | | | $ | 2,481,879 | |
| | | | | | | | |
Realized and Unrealized Gain (Loss) on Investment Transactions | | | | | | | | |
Net realized gain (loss) on: | | | | | | | | |
Investment transactions | | | | | | | 1,504,967 | |
Futures | | | | | | | 897,415 | |
Swaps | | | | | | | 34,132 | |
Net change in unrealized appreciation/depreciation of: | | | | | | | | |
Investments(a) | | | | | | | 5,002,584 | |
Futures | | | | | | | (195,325 | ) |
Swaps | | | | | | | 203,675 | |
| | | | | | | | |
Net gain on investment transactions | | | | | | | 7,447,448 | |
| | | | | | | | |
Net Increase in Net Assets from Operations | | | | | | $ | 9,929,327 | |
| | | | | | | | |
(a) | Net of increase in accrued foreign capital gains taxes of $780. |
See notes to financial statements.
| | |
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abfunds.com | | AB CORPORATE INCOME SHARES | 29 |
STATEMENT OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | |
Increase (Decrease) in Net Assets from Operations | | | | | | | | |
Net investment income | | $ | 2,481,879 | | | $ | 3,598,990 | |
Net realized gain (loss) on investment transactions | | | 2,436,514 | | | | (1,603,725 | ) |
Net change in unrealized appreciation/depreciation of investments | | | 5,010,934 | | | | 4,265,898 | |
| | | | | | | | |
Net increase in net assets from operations | | | 9,929,327 | | | | 6,261,163 | |
Distribution to Shareholders | | | (2,504,924 | ) | | | (3,601,284 | ) |
Transactions in Shares of Beneficial Interest | | | | | | | | |
Net increase | | | 32,060,907 | | | | 11,280,835 | |
| | | | | | | | |
Total increase | | | 39,485,310 | | | | 13,940,714 | |
Net Assets | |
Beginning of period | | | 98,680,474 | | | | 84,739,760 | |
| | | | | | | | |
End of period | | $ | 138,165,784 | | | $ | 98,680,474 | |
| | | | | | | | |
See notes to financial statements.
| | |
| |
30 | AB CORPORATE INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS
October 31, 2019(unaudited)
NOTE A
Significant Accounting Policies
AB Corporate Shares (the “Trust”) was organized as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts by an Agreement and Declaration of Trust dated January 26, 2004. The Trust is registered under the Investment Company Act of 1940, as anopen-end, diversified management investment company. The Trust operates as a “series” company currently offering four separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares and AB Impact Municipal Income Shares. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Corporate Income Shares (the “Fund”).
Shares of the Fund are offered exclusively to holders of accounts established underwrap-fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.
1. Security Valuation
Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).
In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in
| | |
| |
abfunds.com | | AB CORPORATE INCOME SHARES | 31 |
NOTES TO FINANCIAL STATEMENTS(continued)
accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Such factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.
Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded innon-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.
| | |
| |
32 | AB CORPORATE INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
2. Fair Value Measurements
In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.
| • | | Level 1—quoted prices in active markets for identical investments |
| • | | Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
| • | | Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
The fair value of debt instruments, such as bonds, andover-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3.
Other fixed income investments, includingnon-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate
| | |
| |
abfunds.com | | AB CORPORATE INCOME SHARES | 33 |
NOTES TO FINANCIAL STATEMENTS(continued)
issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.
The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of October 31, 2019:
| | | | | | | | | | | | | | | | |
Investments in Securities: | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Assets: | |
Corporates – Investment Grade | | $ | – 0 | – | | $ | 132,064,113 | | | $ | – 0 | – | | $ | 132,064,113 | |
Quasi-Sovereigns | | | – 0 | – | | | 1,403,888 | | | | – 0 | – | | | 1,403,888 | |
Governments – Sovereign Bonds | | | – 0 | – | | | 1,240,424 | | | | – 0 | – | | | 1,240,424 | |
Corporates –Non-Investment Grade | | | – 0 | – | | | 94,914 | | | | – 0 | – | | | 94,914 | |
Short-Term Investments | | | – 0 | – | | | 1,031,067 | | | | – 0 | – | | | 1,031,067 | |
| | | | | | | | | | | | | | | | |
Total Investments in Securities | | | – 0 | – | | | 135,834,406 | | | | – 0 | – | | | 135,834,406 | |
Other Financial Instruments(a): | | | | | | | | | | | | | | | | |
Assets: | |
Futures | | | 29,530 | | | | – 0 | – | | | – 0 | – | | | 29,530 | (b) |
Centrally Cleared Credit Default Swaps | | | – 0 | – | | | 123,482 | | | | – 0 | – | | | 123,482 | (b) |
Centrally Cleared Interest Rate Swaps | | | – 0 | – | | | 48,177 | | | | – 0 | – | | | 48,177 | (b) |
Liabilities: | |
Futures | | | (187,125 | ) | | | – 0 | – | | | – 0 | – | | | (187,125 | )(b) |
Centrally Cleared Interest Rate Swaps | | | – 0 | – | | | (16,525 | ) | | | – 0 | – | | | (16,525 | )(b) |
| | | | | | | | | | | | | | �� | | |
Total | | $ | (157,595 | ) | | $ | 135,989,540 | | | $ | – 0 | – | | $ | 135,831,945 | |
| | | | | | | | | | | | | | | | |
(a) | Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions written which are valued at market value. |
(b) | Only variation margin receivable/(payable) at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value. |
3. Taxes
It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.
In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.
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4. Investment Income and Investment Transactions
Dividend income is recorded on theex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income.
5. Dividends and Distributions
Dividends and distributions to shareholders, if any, are recorded on theex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.
NOTE B
Advisory Fee and Other Transactions with Affiliates
Under the terms of the advisory agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts inwrap-fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The advisory agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.
The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.
AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and
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NOTES TO FINANCIAL STATEMENTS(continued)
dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.
During the second quarter of 2018, AXA S.A. (“AXA”), a French holding company for the AXA Group, a worldwide leader in life, property and casualty and health insurance and asset management, completed the sale of a minority stake in its subsidiary, AXA Equitable Holdings, Inc. (“AXA Equitable”), through an initial public offering. AXA Equitable is the holding company for a diverse group of financial services companies, including an approximately 65.3% economic interest in the Adviser and a 100% interest in AllianceBernstein Corporation, the general partner of the Adviser. Since the initial sale, AXA has completed additional offerings, most recently during the fourth quarter of 2019. As a result, AXA currently owns 10.1% of the outstanding shares of common stock of AXA Equitable and no longer owns a controlling interest in AXA Equitable. AXA previously announced its intention to sell its entire interest in AXA Equitable over time, subject to market conditions and other factors (the “Plan”). Most of AXA’s remaining AXA Equitable shares are to be delivered on redemption of AXA bonds mandatorily exchangeable into AXA Equitable shares and maturing in May 2021. AXA retains sole discretion to determine the timing of any future sales of its remaining shares of AXA Equitable common stock.
The latest transaction under the Plan, which occurred on November 13, 2019, resulted in the indirect transfer of a “controlling block” of voting securities of the Adviser (a “Change of Control Event”) and was deemed an “assignment” causing a termination of the Fund’s investment advisory agreement. In order to ensure that investment advisory services could continue uninterrupted in the event of a Change of Control Event, the Board previously approved a new investment advisory agreement with the Adviser. Shareholders of the Fund subsequently approved the new investment advisory agreement, which became effective on November 13, 2019.
NOTE C
Investment Transactions
Purchases and sales of investment securities (excluding short-term investments) for the six months ended October 31, 2019 were as follows:
| | | | | | | | |
| | Purchases | | | Sales | |
Investment securities (excluding U.S. government securities) | | $ | 61,467,291 | | | $ | 29,753,364 | |
U.S. government securities | | | – 0 | – | | | – 0 | – |
| | |
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NOTES TO FINANCIAL STATEMENTS(continued)
The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:
| | | | |
Gross unrealized appreciation | | $ | 7,451,483 | |
Gross unrealized depreciation | | | (333,741 | ) |
| | | | |
Net unrealized appreciation | | $ | 7,117,742 | |
| | | | |
1. Derivative Financial Instruments
The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.
The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:
The Fund may buy or sell futures for investment purposes or for the purpose of hedging its portfolio against adverse effects of potential movements in the market. The Fund bears the market risk that arises from changes in the value of these instruments and the imperfect correlation between movements in the price of the futures and movements in the price of the assets, reference rates or indices which they are designed to track. Among other things, the Fund may purchase or sell futures for foreign currencies or options thereon fornon-hedging purposes as a means of making direct investment in foreign currencies.
At the time the Fund enters into futures, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the exchange on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for exchange-traded futures is generally less than privately negotiated futures, since the clearinghouse, which is the issuer or counterparty to each exchange-traded future, has robust risk mitigation standards, including the requirement to provide initial and variation margin. 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 time it was closed.
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NOTES TO FINANCIAL STATEMENTS(continued)
Use of long futures subjects the Fund to risk of loss in excess of the amounts shown on the statement of assets and liabilities, up to the notional value of the futures. Use of short futures subjects the Fund to unlimited risk of loss. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of futures can vary from the previous day’s settlement price, which could effectively prevent liquidation of unfavorable positions.
During the six months ended October 31, 2019, the Fund held futures for hedging purposes.
The Fund may enter into swaps to hedge its exposure to interest rates or credit risk. A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.
Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received for OTC swaps are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized
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NOTES TO FINANCIAL STATEMENTS(continued)
gain/(loss) from swaps on the statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.
Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on aphased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.
At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less thannon-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. 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 time it was closed.
Interest Rate Swaps:
The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.
In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of
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NOTES TO FINANCIAL STATEMENTS(continued)
its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).
During the six months ended October 31, 2019, the Fund held interest rate swaps for hedging purposes.
Credit Default Swaps:
The Fund may enter into credit default swaps, including to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults by corporate and sovereign issuers held by the Fund, or to create exposure to corporate or sovereign issuers to which it is not otherwise exposed. The Fund may purchase credit protection (“Buy Contract”) or provide credit protection (“Sale Contract”) on the referenced obligation of the credit default swap. During the term of the swap, the Fund receives/(pays) fixed payments from/(to) the respective counterparty, calculated at the agreed upon rate applied to the notional amount. If the Fund is a buyer/(seller) of protection and a credit event occurs, as defined under the terms of the swap, the Fund will either (i) receive from the seller/(pay to the buyer) of protection an amount equal to the notional amount of the swap (the “Maximum Payout Amount”) and deliver/(take delivery of) the referenced obligation or (ii) receive/(pay) a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation. In certain circumstances Maximum Payout Amounts may be partially offset by recovery values of the respective referenced obligations, upfront premium received upon entering into the agreement, or net amounts received from settlement of buy protection credit default swaps entered into by the Fund for the same referenced obligations with the same counterparty.
Credit default swaps may involve greater risks than if a Fund had invested in the referenced obligation directly. Credit default swaps are subject to general market risk, liquidity risk, counterparty risk and credit risk. If the Fund is a buyer of protection and no credit event occurs, it will lose the payments it made to its counterparty. If the Fund is a seller of protection and a credit event occurs, the value of the referenced obligation received by the Fund coupled with the periodic payments
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NOTES TO FINANCIAL STATEMENTS(continued)
previously received, may be less than the Maximum Payout Amount it pays to the buyer, resulting in a net loss to the Fund.
Implied credit spreads over U.S. Treasuries of comparable maturity utilized in determining the market value of credit default swaps on issuers as of period end are disclosed in the portfolio of investments. The implied spreads serve as an indicator of the current status of the payment/performance risk and typically reflect the likelihood of default by the issuer of the referenced obligation. The implied credit spread of a particular reference obligation also reflects the cost of buying/selling protection and may reflect upfront payments required to be made to enter into the agreement. Widening credit spreads typically represent a deterioration of the referenced obligation’s credit soundness and greater likelihood of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced obligation.
During the six months ended October 31, 2019, the Fund held credit default swaps fornon-hedging purposes.
The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment(close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.
The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.
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NOTES TO FINANCIAL STATEMENTS(continued)
During the six months ended October 31, 2019, the Fund had entered into the following derivatives:
| | | | | | | | | | | | |
| | Asset Derivatives | | | Liability Derivatives | |
Derivative Type | | Statement of Assets and Liabilities Location | | Fair Value | | | Statement of Assets and Liabilities Location | | Fair Value | |
Interest rate contracts | | Receivable/Payable for variation margin on futures | | $ | 29,530 | * | | Receivable/Payable for variation margin on futures | | $ | 187,125 | * |
| | | | |
Credit contracts | | Receivable/Payable for variation margin on centrally cleared swaps | |
| 24,446 | * | | | | | | |
| | | | |
Interest rate contracts | | Receivable/Payable for variation margin on centrally cleared swaps | |
| 48,177 | * | | Receivable/Payable for variation margin on centrally cleared swaps | |
| 16,525 | * |
| | | | | | | | | | | | |
Total | | | | $ | 102,153 | | | | | $ | 203,650 | |
| | | | | | | | | | | | |
* | Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. |
| | | | | | | | | | |
Derivative Type | | Location of Gain or (Loss) on Derivatives Within Statement of Operations | | Realized Gain or (Loss) on Derivatives | | | Change in Unrealized Appreciation or (Depreciation) | |
Interest rate contracts | | Net realized gain (loss) on futures; Net change in unrealized appreciation/depreciation of futures | | $ | 897,415 | | | $ | (195,325 | ) |
| | | |
Interest rate contracts | | Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps | | | 7,935 | | | | 179,326 | |
| | | |
Credit contracts | | Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps | | | 26,197 | | | | 24,349 | |
| | | | | | | | | | |
Total | | | | $ | 931,547 | | | $ | 8,350 | |
| | | | | | | | | | |
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NOTES TO FINANCIAL STATEMENTS(continued)
The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended October 31, 2019:
| | | | |
Futures: | | | | |
Average notional amount of buy contracts | | $ | 10,997,664 | |
Average notional amount of sale contracts | | $ | 2,878,295 | |
Centrally Cleared Interest Rate Swaps: | | | | |
Average notional amount | | $ | 3,430,000 | |
Credit Default Swaps: | | | | |
Average notional amount of sale contracts | | $ | 33,934 | (a) |
Centrally Cleared Credit Default Swaps: | | | | |
Average notional amount of sale contracts | | $ | 3,694,000 | (b) |
(a) | Positions were open for two months during the period. |
(b) | Positions were open for five months during the period. |
NOTE D
Shares of Beneficial Interest
Transactions in shares of beneficial interest were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Shares | | | | | | Amount | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | | | | | | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | | | | |
| | | | | | | | |
Shares sold | | | 3,493,101 | | | | 3,322,790 | | | | | | | $ | 39,649,779 | | | $ | 35,696,079 | | | | | |
| | | | | |
Shares redeemed | | | (656,903 | ) | | | (2,282,342 | ) | | | | | | | (7,588,872 | ) | | | (24,415,244 | ) | | | | |
| | | | | |
Net increase | | | 2,836,198 | | | | 1,040,448 | | | | | | | $ | 32,060,907 | | | $ | 11,280,835 | | | | | |
| | | | | |
NOTE E
Risks Involved in Investing in the Fund
Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.
Interest Rate Risk—Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations.
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NOTES TO FINANCIAL STATEMENTS(continued)
Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.
Foreign(Non-U.S.) Risk—Investments in securities ofnon-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.
Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and subject to counterparty risk to a greater degree than more traditional investments. Derivatives may result in significant losses, including losses that are far greater than the value of the derivatives reflected on the statement of assets and liabilities.
LIBOR Risk—The Fund may invest in certain debt securities, derivatives or other financial instruments that utilize the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In July 2017, the United Kingdom Financial Conduct Authority, which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. Although financial regulators and industry working groups have suggested alternative reference rates, such as European Interbank Offer Rate (“EURIBOR”), Sterling Overnight Interbank Average Rate (“SONIA”) and Secured Overnight Financing Rate (“SOFR”), global consensus on alternative rates is lacking and the process for amending existing contracts or instruments to transition away from LIBOR remains unclear. The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect the Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, adversely affecting the Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an
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NOTES TO FINANCIAL STATEMENTS(continued)
alternative reference rate is not completed in a timely manner. Because the usefulness of LIBOR as a benchmark could deteriorate during the transition period, these effects could occur prior to the end of 2021.
Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.
NOTE F
Joint Credit Facility
A number ofopen-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with abnormal redemption activity. Commitment fees related to the Facility are paid by the Adviser. The Fund did not utilize the Facility during the six months ended October 31, 2019.
NOTE G
Distributions to Shareholders
The tax character of distributions to be paid for the year ending April 30, 2020 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended April 30, 2019 and April 30, 2018 were as follows:
| | | | | | | | |
| | 2019 | | | 2018 | |
Distributions paid from: | | | | | | | | |
Ordinary income | | $ | 3,601,284 | | | $ | 2,860,509 | |
| | | | | | | | |
Total distributions paid | | $ | 3,601,284 | | | $ | 2,860,509 | |
| | | | | | | | |
As of April 30, 2019, the components of accumulated earnings/(deficit) on a tax basis were as follows:
| | | | |
Undistributed ordinary income | | $ | 411,789 | |
Accumulated capital and other losses | | | (1,595,243 | )(a) |
Unrealized appreciation/(depreciation) | | | 2,055,522 | (b) |
| | | | |
Total accumulated earnings/(deficit) | | $ | 872,068 | (c) |
| | | | |
(a) | As of April 30, 2019, the Fund had a net capital loss carryforward of $1,595,243. |
(b) | The differences between book-basis andtax-basis unrealized appreciation/(depreciation) are attributable primarily to the recognition for tax purposes of unrealized gains/losses on certain derivative instruments, the tax treatment of swaps, and the tax deferral of losses on wash sales. |
(c) | The differences between book-basis andtax-basis components of accumulated earnings/(deficit) are attributable primarily to the accrual of foreign capital gains tax and dividends payable. |
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NOTES TO FINANCIAL STATEMENTS(continued)
For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of April 30, 2019, the Fund had a net short-term capital loss carryforward of $226,600 and a net long-term capital loss carryforward of $1,368,643, which may be carried forward for an indefinite period.
NOTE H
Recent Accounting Pronouncements
In March 2017, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU2017-08, Receivables—Nonrefundable Fees and Other Costs (Subtopic310-20), Premium Amortization on Purchased Callable Debt Securities which amends the amortization period for certain purchased callable debt securities held at a premium, shortening such period to the earliest call date. ASU2017-08 does not require any accounting change for debt securities held at a discount; the discount continues to be amortized to maturity. ASU2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Fund has adopted ASU2017-08, which did not have a material impact on the Fund’s financial position or the results of its operations, and had no impact on the Fund’s net assets.
NOTE I
Subsequent Events
Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.
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FINANCIAL HIGHLIGHTS
Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, | |
| | 2019 | | | 2018 | | | 2017 | | | 2016 | | | 2015 | |
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Net asset value, beginning of period | | | $ 11.11 | | | | $ 10.81 | | | | $ 11.14 | | | | $ 11.19 | | | | $ 11.36 | | | | $ 11.13 | |
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Income From Investment Operations | | | | | | | | | | | | | | | | | | | | | | | | |
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Net investment income(a) | | | .23 | | | | .44 | | | | .39 | | | | .38 | | | | .39 | | | | .43 | |
| | | | | | |
Net realized and unrealized gain (loss) on investment transactions | | | .68 | | | | .30 | | | | (.33 | ) | | | (.04 | ) | | | (.16 | ) | | | .22 | |
| | | | |
| | | | | | |
Net increase in net asset value from operations | | | .91 | | | | .74 | | | | .06 | | | | .34 | | | | .23 | | | | .65 | |
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Less: Dividends | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Dividends from net investment income | | | (.23 | ) | | | (.44 | ) | | | (.39 | ) | | | (.39 | ) | | | (.40 | ) | | | (.42 | ) |
| | | | |
Net asset value, end of period | | | $ 11.79 | | | | $ 11.11 | | | | $ 10.81 | | | | $ 11.14 | | | | $ 11.19 | | | | $ 11.36 | |
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Total Return | |
| | | | | | |
Total investment return based on net asset value(b)* | | | 8.24 | % | | | 7.03 | % | | | .50 | % | | | 3.08 | % | | | 2.12 | % | | | 5.94 | % |
|
Ratios/Supplemental Data | |
| | | | | | |
Net assets, end of period (000’s omitted) | | | $138,166 | | | | $98,680 | | | | $84,740 | | | | $74,191 | | | | $63,342 | | | | $44,939 | |
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Ratio to average net assets of: | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income | | | 3.91 | %^ | | | 4.06 | % | | | 3.47 | % | | | 3.43 | % | | | 3.60 | % | | | 3.76 | % |
| | | | | | |
Portfolio turnover rate | | | 25 | % | | | 140 | % | | | 73 | % | | | 79 | % | | | 59 | % | | | 42 | % |
(a) | Based on average shares outstanding. |
(b) | Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized. |
* | Includes the impact of proceeds received and credited to the Fund resulting from class action settlements, which enhanced the Fund’s performance for the years ended April 30, 2017 and April 30, 2015 by .01% and .01%, respectively. |
See notes to financial statements.
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BOARD OF TRUSTEES
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Marshall C. Turner, Jr.(1),Chairman Michael J. Downey(1) Nancy P. Jacklin(1) Robert M. Keith,President and Chief Executive Officer | | Carol C. McMullen(1) Garry L. Moody(1) Earl D. Weiner(1) |
OFFICERS
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Shawn E. Keegan(2),Vice President Tiffanie Wong(2),Vice President Emilie D. Wrapp,Secretary Michael B. Reyes, Senior Analyst | | Joseph J. Mantineo,Treasurer and Chief Financial Officer Phyllis J. Clarke,Controller Vincent S. Noto,Chief Compliance Officer |
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Custodian and Accounting Agent State Street Bank and Trust Company State Street Corporation CCB/5 1 Iron Street Boston, MA 02210 Principal Underwriter AllianceBernstein Investments, Inc. 1345 Avenue of the Americas New York, NY 10105 | | Legal Counsel Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004 Independent Registered Public Accounting Firm Ernst & Young LLP 5 Times Square New York, NY 10036 |
Transfer Agent AllianceBernstein Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278-6003 Toll-Free(800) 221-5672 |
1 | Member of the Audit Committee, the Governance and Nominating Committee, and the Independent Directors Committee. |
2 | The day-to-day management of, and investment decisions for, the Trust’s Portfolio are made by the Corporate Income Shares Investment Team. Mr. Keegan and Ms. Wong are the investment professionals primarily responsible for the day-to-day management of the Trust’s Portfolio. |
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Information Regarding the Review and Approval of the Fund’s Advisory Agreement
The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Corporate Income Shares (the “Fund”) at a meeting held onNovember 6-8, 2018 (the “Meeting”).
Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including materials from an outside consultant, who acted as their independent fee consultant, and comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.
The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of theopen-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.
The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund.
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The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that wasall-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:
Nature, Extent and Quality of Services Provided
The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.
Costs of Services Provided and Profitability
The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2016 and 2017 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant retained by the Fund’s former Senior Officer/Independent Compliance Officer. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors
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noted that the Fund was not profitable to the Adviser in 2016. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund in 2017 was not unreasonable.
Fall-Out Benefits
The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund. The directors noted that the Adviser is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.
Investment Results
In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.
At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the1-,3-,5- and10-year periods ended July 31, 2018 and (in the case of comparisons with the broad-based securities market index) for the period from inception. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, and their discussion with the Adviser of the reasons for the Fund’s underperformance in certain periods, the directors concluded that the Fund’s investment performance was acceptable.
Advisory Fees
The directors considered the advisory fee rate payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider showing the fees payable by other fund families used in wrap fee programs similar to that of the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees payable by other funds.
The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser is indirectly compensated by the Sponsors for its services to the Fund. The
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directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee arrangements with the Sponsors vary, the directors acknowledged the Adviser’s view that a portion of such fees (less the expenses of the Fund paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different fee rates, the rate of fee attributable to Fund management at the Fund level is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.
The Adviser informed the directors that there were no institutional products managed by the Adviser that have a substantially similar investment style as the Fund.
The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.
Economies of Scale
The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.
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This page is not part of the Shareholder Report or the Financial Statements.
AB FAMILY OF FUNDS
US EQUITY
US CORE
Core Opportunities Fund
FlexFee™ US Thematic Portfolio
Select US Equity Portfolio
US GROWTH
Concentrated Growth Fund
Discovery Growth Fund
FlexFee™ Large Cap Growth Portfolio
Growth Fund
Large Cap Growth Fund
Small Cap Growth Portfolio
US VALUE
Discovery Value Fund
Equity Income Fund
Relative Value Fund
Small Cap Value Portfolio
Value Fund
INTERNATIONAL/ GLOBAL EQUITY
INTERNATIONAL/ GLOBAL CORE
FlexFee™ International Strategic Core Portfolio
Global Core Equity Portfolio
International Portfolio
International Strategic Core Portfolio
Sustainable Global Thematic Fund
Tax-Managed International Portfolio
Tax-Managed Wealth Appreciation Strategy
Wealth Appreciation Strategy
INTERNATIONAL/ GLOBAL GROWTH
Concentrated International Growth Portfolio
FlexFee™ Emerging Markets Growth Portfolio
INTERNATIONAL/ GLOBAL EQUITY(continued)
Sustainable International Thematic Fund
INTERNATIONAL/ GLOBAL VALUE
All China Equity Portfolio
International Value Fund
FIXED INCOME
MUNICIPAL
High Income Municipal Portfolio
Intermediate California Municipal Portfolio
Intermediate Diversified Municipal Portfolio
Intermediate New York Municipal Portfolio
Municipal Bond Inflation Strategy
Tax-Aware Fixed Income Portfolio
National Portfolio
Arizona Portfolio
California Portfolio
Massachusetts Portfolio
Minnesota Portfolio
New Jersey Portfolio
New York Portfolio
Ohio Portfolio
Pennsylvania Portfolio
Virginia Portfolio
TAXABLE
Bond Inflation Strategy
FlexFee™ High Yield Portfolio
FlexFee™ International Bond Portfolio
Global Bond Fund
High Income Fund
Income Fund
Intermediate Duration Portfolio
Limited Duration High Income Portfolio
Short Duration Portfolio
Total Return Bond Portfolio1
ALTERNATIVES
All Market Real Return Portfolio
Global Real Estate Investment Fund
Select US Long/Short Portfolio
Unconstrained Bond Fund
MULTI-ASSET
All Market Income Portfolio
All Market Total Return Portfolio
Conservative Wealth Strategy
Emerging Markets Multi-Asset Portfolio
Global Risk Allocation Fund
Tax-Managed All Market Income Portfolio
TARGET-DATE
Multi-Manager Select Retirement Allocation Fund
Multi-Manager Select 2010 Fund
Multi-Manager Select 2015 Fund
Multi-Manager Select 2020 Fund
Multi-Manager Select 2025 Fund
Multi-Manager Select 2030 Fund
Multi-Manager Select 2035 Fund
Multi-Manager Select 2040 Fund
Multi-Manager Select 2045 Fund
Multi-Manager Select 2050 Fund
Multi-Manager Select 2055 Fund
Multi-Manager Select 2060 Fund
CLOSED-END FUNDS
AllianceBernstein Global High Income Fund
AllianceBernstein National Municipal Income Fund
We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.
1 | Prior to July 12, 2019, Total Return Bond Portfolio was named Intermediate Bond Portfolio. |
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NOTES
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NOTES
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NOTES
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NOTES
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NOTES
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NOTES
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NOTES
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AB CORPORATE INCOME SHARES
1345 Avenue of the Americas
New York, NY 10105
800 221 5672
CIS-0152-1019 
OCT 10.31.19

SEMI-ANNUAL REPORT
AB MUNICIPAL INCOME SHARES

Beginning January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically at any time by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by calling the Fund at (800) 221 5672.
You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.
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Investment Products Offered | | • Are Not FDIC Insured• May Lose Value• Are Not Bank Guaranteed |
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.
This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.
You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.
The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-PORT may also be reviewed and copied at the Commission’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC 0330. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.
AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.
The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.
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FROM THE PRESIDENT | |  |
Dear Shareholder,
We are pleased to provide this report for AB Municipal Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.
As always, AB strives to keep clients ahead of what’s next by:
+ | | Transforming uncommon insights into uncommon knowledge with a global research scope |
+ | | Navigating markets with seasoned investment experience and sophisticated solutions |
+ | | Providing thoughtful investment insights and actionable ideas |
Whether you’re an individual investor or a multi-billion-dollar institution, we put knowledge and experience to work for you.
AB’s global research organization connects and collaborates across platforms and teams to deliver impactful insights and innovative products. Better insights lead to better opportunities—anywhere in the world.
For additional information about AB’s range of products and shareholder resources, please log on to www.abfunds.com.
Thank you for your investment in the AB Mutual Funds.
Sincerely,

Robert M. Keith
President and Chief Executive Officer, AB Mutual Funds
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 1 |
SEMI-ANNUAL REPORT
December 18, 2019
This report provides management’s discussion of fund performance for AB Municipal Income Shares for the semi-annual reporting period ended October 31, 2019. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.
The investment objective of the Fund is to earn the highest level of current income, exempt from federal taxation, that is available consistent with what the Adviser considers to be an appropriate level of risk.
NAV RETURNS AS OF OCTOBER 31, 2019(unaudited)
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| | 6 Months | | | 12 Months | |
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AB MUNICIPAL INCOME SHARES | | | 5.09% | | | | 12.44% | |
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Bloomberg Barclays Municipal Bond Index | | | 3.54% | | | | 9.42% | |
INVESTMENT RESULTS
The table above shows the Fund’s performance compared to its benchmark, the Bloomberg Barclays Municipal Bond Index, for thesix- and12-month periods ended October 31, 2019.
The Fund outperformed the benchmark for both periods. The Fund is generally used to provide exposure to lower-rated municipal bonds within separately managed account strategies. Therefore, the Fund is overweight lower-rated(non-investment grade) bonds relative to the benchmark, which is fully composed of investment-grade bonds. This overweight was beneficial over both periods.
During both periods, being overweight longer duration municipal bonds contributed to performance, relative to the benchmark, while being underweight four- to five-year duration municipals detracted. Security selection within the state general obligation (“GO”) bond sector contributed, while selection in toll roads/transit detracted.
The Fund utilized derivatives in the form of inflation swaps for hedging purposes, which detracted from absolute performance for thesix-month period and had no material impact for the12-month period. Interest rate swaps were utilized for hedging purposes and had no material impact for both periods.
MARKET REVIEW AND INVESTMENT STRATEGY
Falling interest rates and a flattening of the yield curve were prominent themes throughout the six- and12-month periods ended October 31, 2019.
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The yield for the10-year US Treasury fell roughly 0.4% over thesix-month period and almost 1.5% over the 12-month period. The US Federal Reserve (“the Fed”) cut interest rates three times in 2019, taking the target for the Federal Funds rate down by 0.75% this year. The newly imposed limit on state and local tax deductions resulted in increased demand for municipals and municipal supply continues to be light. Lipper reported that municipal mutual funds had $75 billion of inflows through October 30, while the Fed reported that the outstanding volume of municipal bonds shrunk by $17 billion through the second quarter of 2019.
Long-maturity and high-yield municipal bonds were the best performers during both periods, reflective of investors’ demand for additional income in the recentlow-yield environment. Given the Fund’s role within separately managed account strategies, the Fund maintained an overweight to both long-maturity and high-yield bonds and these overweights benefited performance.
The Fund’s Senior Investment Management Team relies on an investment process that combines quantitative and fundamental research to build effective municipal bond portfolios.
The Fund may purchase municipal securities that are insured under policies issued by certain insurance companies. Historically, insured municipal securities typically received a higher credit rating, which meant that the issuer of the securities paid a lower interest rate. As a result of declines in the credit quality and associated downgrades of most bond insurers, insurance has less value than it did in the past. The market now values insured municipal securities primarily based on the credit quality of the issuer of the security with little value given to the insurance feature. In purchasing such insured securities, the Adviser evaluates the risk and return of municipal securities through its own research. If an insurance company’s rating is downgraded or the company becomes insolvent, the prices of municipal securities insured by the insurance company may decline. As of October 31, 2019, the Fund’s percentages of investments in municipal bonds that are insured and in insured municipal bonds that have beenpre-refunded or escrowed to maturity were 3.18% and 0.05%, respectively.
INVESTMENT POLICIES
The Fund pursues its objective by investing principally in high-yielding municipal securities that may benon-investment grade or investment-grade. As a matter of fundamental policy, the Fund invests, under normal circumstances, at least 80% of its net assets in municipal securities that pay interest that is exempt from federal income tax. These securities may pay interest that is subject to the federal alternative minimum tax for certain taxpayers.
(continued on next page)
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The Adviser selects securities for purchase or sale based on its assessment of the securities’ risk and return characteristics as well as the securities’ impact on the overall risk and return characteristics of the Fund. In making this assessment, the Adviser takes into account various factors, including the credit quality and sensitivity to interest rates of the securities under consideration and of the Fund’s other holdings.
The Fund may invest without limit in lower-rated securities (“junk bonds”), which may include securities having the lowest rating, and in unrated securities that, in the Adviser’s judgment, would be lower-rated securities if rated. The Fund may invest in fixed-income securities with any maturity or duration. The Fund will seek to increase income for shareholders by investing in longer maturity bonds. Consistent with its objective of seeking a higher level of income, the Fund may experience greater volatility and a higher risk of loss of principal than other municipal funds.
The Fund may also invest in tender option bond transactions (“TOBs”); forward commitments;zero-coupon municipal securities and variable, floating and inverse floating-rate municipal securities; certain types of mortgage-related securities; and derivatives, such as options, futures contracts, forwards and swaps.
The Fund may make short sales of securities or maintain a short position, and may use other investment techniques. The Fund may use leverage for investment purposes to increase income through the use of TOBs and derivative instruments, such as interest rate swaps.
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DISCLOSURES AND RISKS
Benchmark Disclosure
The Bloomberg Barclays Municipal Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg Barclays Municipal Bond Index represents the performance of the long-termtax-exempt bond market consisting of investment-grade bonds. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.
A Word About Risk
Market Risk: The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events that affect large portions of the market.
Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.
Municipal Market Risk: This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism and catastrophic natural disasters, such as hurricanes or earthquakes. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.
Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the US federal income tax treatment of certain types of municipal securities.
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 5 |
DISCLOSURES AND RISKS(continued)
Tax Risk:There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the US government and the US Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value (“NAV”) could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting thetax-exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.
Below Investment-Grade Securities Risk: Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest-rate sensitivity and negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.
Interest-Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations.
Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.
Leverage Risk: To the extent the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.
Illiquid Investments Risk: Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to
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6 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
DISCLOSURES AND RISKS(continued)
purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater illiquid investments risk than most other types of investments.
Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especiallyover-the-counter derivatives, are also subject to counterparty risk.
Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results.
These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.
An Important Note About Historical Performance
The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recentmonth-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance assumes reinvestment of distributions and does not account for taxes.
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 7 |
HISTORICAL PERFORMANCE
AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2019(unaudited)
| | | | |
| |
| | NAV Returns | |
| |
1 Year | | | 12.44% | |
| |
5 Years | | | 5.93% | |
| |
Since Inception1 | | | 6.83% | |
AVERAGE ANNUAL RETURNS
AS OF THE MOST RECENT CALENDARQUARTER-END
SEPTEMBER 30, 2019(unaudited)
| | | | |
| |
| | NAV Returns | |
| |
1 Year | | | 11.15% | |
| |
5 Years | | | 6.17% | |
| |
Since Inception1 | | | 6.89% | |
The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.01% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.
1 | Inception date: 9/1/2010. |
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8 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
EXPENSE EXAMPLE
(unaudited)
As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.
Actual Expenses
The table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
| | | | | | | | | | | | | | | | |
| | Beginning Account Value May 1, 2019 | | | Ending Account Value October 31, 2019 | | | Expenses Paid During Period* | | | Annualized Expense Ratio* | |
Actual | | $ | 1,000 | | | $ | 1,050.90 | | | $ | 0.02 | | | | 0.00 | % |
Hypothetical** | | $ | 1,000 | | | $ | 1,025.12 | | | $ | 0.02 | | | | 0.00 | % |
* | Expenses are equal to the Fund’s annualized expense ratio (interest expense incurred) multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates. |
** | Assumes 5% annual return before expenses. |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 9 |
PORTFOLIO SUMMARY
October 31, 2019(unaudited)
PORTFOLIO STATISTICS
Net Assets ($mil): $4,191.8

1 | All data are as of October 31, 2019. The Fund’s quality rating breakdown is expressed as a percentage of the Fund’s total investments in municipal securities and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). The quality ratings are determined by using the S&P Global Ratings (“S&P”), Moody’s Investors Services, Inc. (“Moody’s”) and Fitch Ratings, Ltd. (“Fitch”). The Fund considers the credit ratings issued by S&P, Moody’s and Fitch and uses the highest rating issued by the agencies. These ratings are a measure of the quality and safety of a bond or portfolio, based on the issuer’s financial condition. AAA is the highest (best) and D is the lowest (worst). If applicable, thepre-refunded category includes bonds which are secured by U.S. Government securities and therefore are deemed high-quality investment-grade by the Adviser. If applicable, Not Applicable (N/A) includesnon-creditworthy investments, such as equities, currency contracts, futures and options. If applicable, the Not Rated category includes bonds that are not rated by a nationally recognized statistical rating organization. The Adviser evaluates the creditworthiness ofnon-rated securities based on a number of factors including, but not limited to, cash flows, enterprise value and economic environment. |
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10 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS
October 31, 2019(unaudited)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
MUNICIPAL OBLIGATIONS – 98.8% | | | | | | | | |
Long-Term Municipal Bonds – 98.3% | | | | | | | | |
Alabama – 3.7% | | | | | | | | |
County of Jefferson AL Series 2018A 5.00%,4/01/23-4/01/24 | | $ | 5,125 | | | $ | 5,816,839 | |
County of Jefferson AL Sewer Revenue Series 2013D 6.00%, 10/01/42 | | | 11,645 | | | | 13,804,915 | |
Infirmary Health System Special Care Facilities Financing Authority of Mobile (Infirmary Health System Obligated Group) Series 2016A 5.00%,2/01/36-2/01/41 | | | 10,000 | | | | 11,387,700 | |
Jefferson County Board of Education/AL Series 2018 5.00%,2/01/39-2/01/46 | | | 28,280 | | | | 33,448,047 | |
Lower Alabama Gas District (The) (Goldman Sachs Group, Inc. (The)) Series 2016A 5.00%, 9/01/46 | | | 10,000 | | | | 14,120,700 | |
Southeast Alabama Gas Supply District (The) (Goldman Sachs Group, Inc. (The)) Series 2018A 4.00%, 4/01/49 | | | 13,350 | | | | 14,402,113 | |
Special Care Facilities Financing Authority of the City of Pell City Alabama (Noland Health Services, Inc.) Series 2012 5.00%, 12/01/31 | | | 3,000 | | | | 3,198,540 | |
Special Care Facilities Financing Authority of the City of Pell City Alabama (Noland Obligated Group) Series 2016A 5.00%, 12/01/31 | | | 10,000 | | | | 10,661,800 | |
Tuscaloosa County Industrial Development Authority (Hunt Refining Co.) Series 2019A 5.25%, 5/01/44(a) | | | 38,735 | | | | 44,574,688 | |
Water Works Board of the City of Birmingham (The) Series 2016B 5.00%, 1/01/33 | | | 3,500 | | | | 4,207,490 | |
| | | | | | | | |
| | | | | | | 155,622,832 | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 11 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Alaska – 0.2% | | | | | | | | |
State of Alaska International Airports System Series 2016B 5.00%,10/01/33-10/01/34 | | $ | 9,000 | | | $ | 10,535,390 | |
| | | | | | | | |
| | |
American Samoa – 0.3% | | | | | | | | |
American Samoa Economic Development Authority (Territory of American Samoa) 7.125%, 9/01/38(a) | | | 8,315 | | | | 9,339,491 | |
Series 2015A | | | | | | | | |
6.625%, 9/01/35 | | | 3,235 | | | | 3,461,256 | |
| | | | | | | | |
| | | | | | | 12,800,747 | |
| | | | | | | | |
Arizona – 1.2% | |
Arizona Industrial Development Authority Series 20192 – Class A 3.625%, 5/20/33 | | | 7,930 | | | | 8,769,152 | |
Arizona Industrial Development Authority (North Carolina Central University Project) BAM 5.00%,6/01/49-6/01/54 | | | 4,285 | | | | 5,053,326 | |
Arizona Industrial Development Authority (Provident Group – EMU Properties LLC) Series 2018 5.00%, 5/01/51 | | | 1,100 | | | | 1,249,919 | |
Arizona Sports & Tourism Authority Series 2012A 5.00%, 7/01/29 | | | 3,670 | | | | 3,923,634 | |
Glendale Industrial Development Authority (Beatitudes Campus Obligated Group (The)) Series 2017 5.00%, 11/15/36 | | | 1,000 | | | | 1,080,730 | |
Glendale Industrial Development Authority (Royal Oaks Life Care Community) Series 2016 5.00%, 5/15/39 | | | 2,700 | | | | 3,051,081 | |
Industrial Development Authority of the City of Phoenix (The) (GreatHearts Arizona) Series 2014 5.00%, 7/01/44 | | | 3,875 | | | | 4,189,495 | |
Maricopa County Industrial Development Authority (Benjamin Franklin Charter School Ltd.) Series 2018A 6.00%, 7/01/52(a) | | | 18,500 | | | | 21,043,565 | |
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12 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Quechan Indian Tribe of Fort Yuma Series 2012A 9.75%, 5/01/25 | | $ | 70 | | | $ | 76,567 | |
Salt Verde Financial Corp. (Citigroup, Inc.) Series 2007 5.00%, 12/01/37 | | | 150 | | | | 201,681 | |
Tempe Industrial Development Authority (Friendship Village of Tempe) 5.00%, 12/01/54 | | | 1,185 | | | | 1,303,607 | |
Tempe Industrial Development Authority (Mirabella at ASU, Inc.) Series 2017A 6.125%, 10/01/47(a) | | | 1,065 | | | | 1,214,771 | |
| | | | | | | | |
| | | | | | | 51,157,528 | |
| | | | | | | | |
Arkansas – 0.3% | |
Arkansas Development Finance Authority (Big River Steel LLC) 4.50%, 9/01/49(a) | | | 10,000 | | | | 10,628,100 | |
| | | | | | | | |
| | |
California – 6.1% | | | | | | | | |
Abag Finance Authority for Nonprofit Corps. (Episcopal Senior Communities) Series 2011 6.125%, 7/01/41 | | | 100 | | | | 106,820 | |
Alameda Corridor Transportation Authority Series 2016B 5.00%,10/01/34-10/01/37 | | | 26,130 | | | | 30,639,397 | |
Anaheim Public Financing Authority (City of Anaheim CA Lease) Series 2014A 5.00%, 5/01/31 | | | 1,460 | | | | 1,692,695 | |
Bay Area Toll Authority Series 2013S 5.00%, 4/01/27(Pre-refunded/ETM) | | | 1,000 | | | | 1,133,340 | |
California Educational Facilities Authority (Chapman University) Series 2015 5.00%,4/01/33-4/01/34 | | | 8,210 | | | | 9,657,911 | |
California Educational Facilities Authority (University of the Pacific) Series 2012A 5.00%, 11/01/42 | | | 100 | | | | 107,013 | |
California Health Facilities Financing Authority (Children’s Hospital Los Angeles) Series 2017A 5.00%, 8/15/37 | | | 1,700 | | | | 2,028,576 | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 13 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
California Health Facilities Financing Authority (Sutter Health Obligated Group) Series 2018A 5.00%,11/15/37-11/15/38 | | $ | 6,150 | | | $ | 7,553,978 | |
California Municipal Finance Authority Series 2011B 7.75%, 4/01/31(Pre-refunded/ETM)(a) | | | 85 | | | | 92,149 | |
California Municipal Finance Authority (CHF-Riverside II LLC) 5.00%,5/15/39-5/15/40 | | | 3,030 | | | | 3,687,319 | |
California Municipal Finance Authority (Goodwill Industries of Sacramento Valley & Northern Nevada, Inc.) Series 2012A 6.625%, 1/01/32(a) | | | 1,000 | | | | 1,052,640 | |
Series 2014 5.00%, 1/01/35 | | | 1,085 | | | | 1,094,244 | |
California Municipal Finance Authority (LAX Integrated Express Solutions LLC) Series 2018A 5.00%, 12/31/43 | | | 3,625 | | | | 4,241,395 | |
California Municipal Finance Authority (Partnerships to Uplift Communities Lakeview Terrace and Los Angeles Project) Series 2012A 5.30%, 8/01/47 | | | 1,025 | | | | 1,073,052 | |
California Municipal Finance Authority (Rocketship Education Obligated Group) Series 2014A 7.00%, 6/01/34 | | | 1,200 | | | | 1,332,660 | |
7.25%, 6/01/43 | | | 2,075 | | | | 2,309,994 | |
California Municipal Finance Authority (Rocketship Seven-Alma Academy) Series 2012A 6.25%, 6/01/43 | | | 725 | | | | 769,341 | |
California Pollution Control Financing Authority (Poseidon Resources Channelside LP) Series 2012 5.00%, 11/21/45(a) | | | 6,405 | | | | 6,824,592 | |
California Pollution Control Financing Authority (Rialto Bioenergy Facility LLC) 7.50%, 12/01/40(a) | | | 785 | | | | 816,855 | |
California School Finance Authority (Equitas Academy Obligated Group) Series 2018A 5.00%, 6/01/56(a) | | | 8,850 | | | | 9,732,610 | |
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PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
California School Finance Authority (Partnerships to Uplift Communities Valley Project) Series 2014A 6.40%, 8/01/34(a) | | $ | 3,000 | | | $ | 3,363,840 | |
California School Finance Authority (Tri-Valley Learning Corp.) Series 2012A 7.00%, 6/01/47(b)(c)(d) | | | 730 | | | | 14,600 | |
California Statewide Communities Development Authority (Eskaton Properties, Inc. Obligated Group) Series 2012 5.25%, 11/15/34 | | | 530 | | | | 576,666 | |
California Statewide Communities Development Authority (Loma Linda University Medical Center) 5.25%, 12/01/48(a) | | | 6,440 | | | | 7,470,786 | |
Series 2016A 5.00%, 12/01/41(a) | | | 6,160 | | | | 6,910,596 | |
Series 2018A 5.50%, 12/01/58(a) | | | 3,775 | | | | 4,426,640 | |
California Statewide Communities Development Authority (Moldaw Residences) Series 2014A 5.25%, 11/01/44(a) | | | 1,200 | | | | 1,321,380 | |
California Statewide Communities Development Authority (Rocketship Four-Mosaic Elementary) Series 2011A 8.50%, 12/01/41 | | | 100 | | | | 110,491 | |
California Statewide Communities Development Authority (Rocklin Academy (The)) Series 2011A 8.25%, 6/01/41 | | | 140 | | | | 151,467 | |
California Statewide Communities Development Authority (Terraces at San Joaquin Gardens (The)) Series 2012A 6.00%, 10/01/47 | | | 250 | | | | 280,905 | |
City of Roseville CA (HP Campus Oaks Community Facilities District No. 1) Series 2016 5.50%, 9/01/46 | | | 1,000 | | | | 1,155,880 | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 15 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
City of San Buenaventura CA (Community Memorial Health System) Series 2011 7.50%, 12/01/41 | | $ | 100 | | | $ | 110,502 | |
Golden State Tobacco Securitization Corp. Series 2018A 5.00%, 6/01/47 | | | 82,290 | | | | 84,586,714 | |
5.25%, 6/01/47 | | | 2,400 | | | | 2,476,800 | |
M-S-R Energy Authority (Citigroup, Inc.) Series 2009B 6.50%, 11/01/39 | | | 9,370 | | | | 14,667,517 | |
Municipal Improvement Corp. of Los Angeles (City of Los Angeles CA Lease) Series 2016B 4.00%, 11/01/36 | | | 2,705 | | | | 3,027,788 | |
Oakland Unified School District/Alameda County Series 2015A 5.00%,8/01/30-8/01/40 | | | 6,215 | | | | 7,270,136 | |
Palomar Health (Palomar Health Obligated Group) Series 2016 5.00%, 11/01/39 | | | 3,990 | | | | 4,551,792 | |
Series 2017 5.00%, 11/01/42 | | | 3,375 | | | | 3,906,326 | |
San Francisco City & County Redevelopment Agency Successor Agency (Mission Bay South Public Imp) Series 2013A 5.00%, 8/01/31 | | | 1,000 | | | | 1,081,010 | |
San Joaquin Hills Transportation Corridor Agency Series 2014A 5.00%, 1/15/44 | | | 1,450 | | | | 1,644,764 | |
Series 2014B 5.25%, 1/15/44 | | | 1,000 | | | | 1,130,260 | |
Southern California Logistics Airport Authority XLCA Series 2006 5.00%,12/01/36-12/01/43 | | | 1,685 | | | | 1,685,515 | |
State of California Series 2016 4.00%,9/01/34-9/01/35 | | | 10,000 | | | | 11,310,150 | |
Tobacco Securitization Authority of Southern California Zero Coupon, 6/01/54(e) | | | 10,480 | | | | 1,598,410 | |
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PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
University of California CA Revenues 5.00%, 5/15/33(f) | | $ | 1,000 | | | $ | 1,126,860 | |
West Contra Costa Healthcare District Series 2011 6.25%, 7/01/42(Pre-refunded/ETM) | | | 3,375 | | | | 3,658,635 | |
| | | | | | | | |
| | | | | | | 255,563,011 | |
| | | | | | | | |
Colorado – 1.9% | |
Centerra Metropolitan District No. 1 Series 2017 5.00%, 12/01/37(a) | | | 5,000 | | | | 5,310,550 | |
City & County of Denver CO (United Airlines, Inc.) Series 2017 5.00%, 10/01/32 | | | 645 | | | | 705,404 | |
Colorado Health Facilities Authority Series 2012 5.00%, 12/01/42(Pre-refunded/ETM) | | | 2,910 | | | | 3,187,992 | |
Series 2013 5.25%, 1/01/40(Pre-refunded/ETM) | | | 5,910 | | | | 6,633,857 | |
Colorado Health Facilities Authority (CommonSpirit Health) Series 2019A 4.00%,8/01/37-8/01/38 | | | 3,960 | | | | 4,328,677 | |
5.00%, 8/01/44 | | | 41,965 | | | | 49,610,603 | |
Colorado Health Facilities Authority (Parkview Medical Center, Inc. Obligated Group) Series 2015B 5.00%, 9/01/30 | | | 1,150 | | | | 1,338,888 | |
Colorado Health Facilities Authority (Sunny Vista Living Center) Series 2015A 6.25%, 12/01/50(a) | | | 1,000 | | | | 1,068,530 | |
Copperleaf Metropolitan District No. 2 Series 2015 5.75%, 12/01/45 | | | 1,000 | | | | 1,047,490 | |
E-470 Public Highway Authority Series 2010C 5.375%, 9/01/26 | | | 1,000 | | | | 1,031,760 | |
Plaza Metropolitan District No. 1 Series 2013 5.00%, 12/01/40(a) | | | 1,500 | | | | 1,570,425 | |
Sterling Ranch Community Authority Board (Sterling Ranch Metropolitan District No. 2) Series 2015A 5.75%, 12/01/45 | | | 1,000 | | | | 1,044,890 | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 17 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Sterling Ranch Community Authority Board (Sterling Ranch Metropolitan District No. 3) Series 2017A 5.00%,12/01/38-12/01/47 | | $ | 2,000 | | | $ | 2,078,300 | |
| | | | | | | | |
| | | | | | | 78,957,366 | |
| | | | | | | | |
Connecticut – 3.0% | |
Connecticut State Health & Educational Facilities Authority (Quinnipiac University) Series 2015L 5.00%, 7/01/45 | | | 5,750 | | | | 6,500,317 | |
Connecticut State Health & Educational Facilities Authority (Sacred Heart University, Inc.) Series2017I-1 5.00%,7/01/35-7/01/37 | | | 2,095 | | | | 2,508,301 | |
Connecticut State Health & Educational Facilities Authority (Seabury Retirement Community) Series 2016A 5.00%,9/01/46-9/01/53(a) | | | 2,475 | | | | 2,687,320 | |
Connecticut State Health & Educational Facilities Authority (University of New Haven, Inc.) Series2018K-1 5.00%,7/01/35-7/01/38 | | | 5,245 | | | | 6,158,338 | |
State of Connecticut Series 2013A 5.00%, 10/15/24 | | | 5,000 | | | | 5,679,450 | |
Series 2013E 5.00%, 8/15/31(f) | | | 1,000 | | | | 1,115,210 | |
Series 2015F 5.00%,11/15/25-11/15/32 | | | 7,070 | | | | 8,370,511 | |
Series 2016A 5.00%, 3/15/32 | | | 8,165 | | | | 9,613,063 | |
Series 2016E 5.00%,10/15/28-10/15/34 | | | 12,845 | | | | 15,392,984 | |
Series 2016F 5.00%, 10/15/31 | | | 10,205 | | | | 12,183,137 | |
Series 2017A 5.00%,4/15/29-4/15/34 | | | 26,125 | | | | 31,475,296 | |
Series 2018A 5.00%,4/15/34-4/15/37 | | | 7,930 | | | | 9,665,518 | |
Series 2018C 5.00%,6/15/31-6/15/38 | | | 7,490 | | | | 9,190,293 | |
Series 2018E 5.00%, 9/15/37 | | | 1,035 | | | | 1,260,723 | |
| | |
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18 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
State of Connecticut Special Tax Revenue Series 2012 5.00%, 1/01/31 | | $ | 5,000 | | | $ | 5,505,650 | |
| | | | | | | | |
| | | | | | | 127,306,111 | |
| | | | | | | | |
Delaware – 0.1% | |
Delaware State Economic Development Authority (Delaware Military Academy, Inc.) Series 2014 5.00%,9/01/44-9/01/49 | | | 2,440 | | | | 2,639,956 | |
Delaware State Economic Development Authority (Newark Charter School, Inc.) Series 2012 5.00%, 9/01/42 | | | 1,310 | | | | 1,380,897 | |
| | | | | | | | |
| | | | | | | 4,020,853 | |
| | | | | | | | |
District of Columbia – 0.7% | |
District of Columbia (Freedom Forum, Inc. (The)) NATL 5.00%, 8/01/38(g) | | | 14,075 | | | | 14,075,000 | |
5.15%, 8/01/38(g) | | | 600 | | | | 600,000 | |
NATL Series 2002B 5.15%, 8/01/37(g) | | | 250 | | | | 254,063 | |
District of Columbia (Friendship Public Charter School, Inc.) Series 2012 5.00%, 6/01/42 | | | 1,420 | | | | 1,511,008 | |
Series 2016A 5.00%,6/01/41-6/01/46 | | | 1,900 | | | | 2,138,043 | |
District of Columbia (KIPP DC Obligated Group) Series 2017A 5.00%,7/01/42-7/01/48 | | | 8,580 | | | | 9,996,960 | |
Series 2017B 5.00%, 7/01/37 | | | 1,465 | | | | 1,732,743 | |
Metropolitan Washington Airports Authority Series 2016A 5.00%, 10/01/35 | | | 500 | | | | 590,555 | |
| | | | | | | | |
| | | | | | | 30,898,372 | |
| | | | | | | | |
Florida – 4.8% | |
Alachua County Health Facilities Authority (Oak Hammock at the University of Florida, Inc.) Series 2012A 8.00%, 10/01/46 | | | 435 | | | | 489,671 | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 19 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Alachua County Health Facilities Authority (Shands Teaching Hospital & Clinics Obligated Group) Series 2014A 5.00%, 12/01/44 | | $ | 1,000 | | | $ | 1,123,480 | |
Bexley Community Development District Series 2016 4.875%, 5/01/47 | | | 1,000 | | | | 1,039,150 | |
Cape Coral Health Facilities Authority (Gulf Care, Inc.) Series 2015 5.875%, 7/01/40(a) | | | 1,400 | | | | 1,522,794 | |
6.00%,7/01/45-7/01/50(a) | | | 4,015 | | | | 4,372,226 | |
Capital Trust Agency, Inc. (Aviva Senior Life) Series 2017 5.00%, 7/01/46(a) | | | 1,300 | | | | 1,382,316 | |
Capital Trust Agency, Inc. (Provision Cares Proton Therapy Center – Orlando) Series 2018A 7.50%, 6/01/48(a) | | | 5,820 | | | | 6,356,953 | |
City of Lakeland FL (Florida Southern College) Series 2012A 5.00%,9/01/37-9/01/42 | | | 2,350 | | | | 2,500,035 | |
City of Lakeland FL (Lakeland Regional Health Systems Obligated Group) Series 2015 5.00%, 11/15/40 | | | 5,610 | | | | 6,332,961 | |
City Of South Miami Health Facilities Authority, Inc. (Baptist Health South Florida Obligated Group) Series 2017 5.00%,8/15/37-8/15/47 | | | 14,530 | | | | 17,237,116 | |
County of Miami-Dade FL Aviation Revenue Series 2014A 5.00%, 10/01/33 | | | 10,000 | | | | 11,413,700 | |
Series 2015A 5.00%, 10/01/31 | | | 1,100 | | | | 1,281,280 | |
County of Palm Beach FL (Provident Group-PBAU Properties LLC) 5.00%,4/01/39-4/01/51(a) | | | 4,030 | | | | 4,453,054 | |
| | |
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20 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Florida Development Finance Corp. (Virgin Trains USA Florida LLC) 6.375%, 1/01/49(a) | | $ | 35,770 | | | $ | 33,802,650 | |
Florida Development Finance Corp. (Waste Pro USA, Inc.) 5.00%, 5/01/29(a) | | | 640 | | | | 705,005 | |
Florida Higher Educational Facilities Financial Authority (Florida Institute of Technology, Inc.) 4.00%, 10/01/37 | | | 1,000 | | | | 1,065,540 | |
Florida Higher Educational Facilities Financial Authority (Ringling College of Art & Design, Inc.) 5.00%,3/01/44-3/01/49 | | | 3,380 | | | | 3,981,701 | |
Greater Orlando Aviation Authority Series 2017A 5.00%,10/01/34-10/01/36 | | | 9,650 | | | | 11,555,186 | |
Lakewood Ranch Stewardship District Series 2018 5.30%, 5/01/39 | | | 1,000 | | | | 1,116,160 | |
5.45%, 5/01/48 | | | 1,525 | | | | 1,684,622 | |
Manatee County School District (Manatee County School District Sales Tax) AGM Series 2017 5.00%, 10/01/30 | | | 2,700 | | | | 3,304,125 | |
Marshall Creek Community Development District (Marshall Creek Community Development District 2015A) Series 2015A 5.00%, 5/01/32 | | | 1,655 | | | | 1,716,864 | |
Martin County Health Facilities Authority Series 2012 5.50%, 11/15/32(Pre-refunded/ETM) | | | 600 | | | | 650,712 | |
5.50%, 11/15/42(Pre-refunded/ETM) | | | 1,350 | | | | 1,464,102 | |
Martin County Industrial Development Authority (Indiantown Cogeneration LP) Series 2013 4.20%, 12/15/25(a) | | | 1,150 | | | | 1,164,962 | |
Miami Beach Health Facilities Authority (Mount Sinai Medical Center of Florida, Inc.) Series 2012 5.00%, 11/15/29 | | | 2,885 | | | | 3,164,181 | |
Series 2014 5.00%, 11/15/39 | | | 2,000 | | | | 2,243,780 | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 21 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Miami-Dade County Expressway Authority Series 2014A 5.00%, 7/01/34 | | $ | 4,000 | | | $ | 4,524,240 | |
Mid-Bay Bridge Authority Series 2015A 5.00%,10/01/28-10/01/40 | | | 3,600 | | | | 4,110,384 | |
Series 2015C 5.00%,10/01/35-10/01/40 | | | 2,750 | | | | 3,102,532 | |
North Broward Hospital District Series 2017B 5.00%,1/01/37-1/01/48 | | | 21,590 | | | | 24,463,736 | |
Pinellas County Industrial Development Authority 5.00%, 7/01/39 | | | 1,955 | | | | 2,268,230 | |
Town of Davie FL (Nova Southeastern University, Inc.) Series 2013A 5.625%, 4/01/43 | | | 3,765 | | | | 4,173,164 | |
Series 2018 5.00%, 4/01/48 | | | 24,650 | | | | 28,690,135 | |
Volusia County School Board (Volusia County School Board COP) Series 2014B 5.00%, 8/01/31 | | | 1,625 | | | | 1,865,890 | |
| | | | | | | | |
| | | | | | | 200,322,637 | |
| | | | | | | | |
Georgia – 2.5% | |
Cedartown Polk County Hospital Authority (Floyd Obligated Group) Series 2016 5.00%, 7/01/39 | | | 4,000 | | | | 4,580,640 | |
City of Atlanta GA Department of Aviation (Hartsfield Jackson Atlanta Intl Airport) Series 2012A 5.00%, 1/01/31 | | | 1,390 | | | | 1,497,517 | |
Series 2014A 5.00%, 1/01/33 | | | 1,820 | | | | 2,063,789 | |
Clarke County Hospital Authority (Piedmont Healthcare, Inc. Obligated Group) Series 2016 5.00%, 7/01/31 | | | 2,500 | | | | 2,991,775 | |
Development Authority for Fulton County (Piedmont Healthcare, Inc. Obligated Group) Series 2016A 5.00%, 7/01/32 | | | 2,000 | | | | 2,386,080 | |
| | |
| |
22 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Development Authority of Gwinnett County (Board of Regents of the University System of Georgia Lease) Series 2017A 5.00%,7/01/32-7/01/37 | | $ | 10,855 | | | $ | 13,106,643 | |
Fayette County Hospital Authority/GA (Piedmont Healthcare, Inc. Obligated Group) Series 2016 5.00%,7/01/34-7/01/36 | | | 10,710 | | | | 12,676,497 | |
Glynn-Brunswick Memorial Hospital Authority (Southeast Georgia Health System Obligated Group) Series 2017 5.00%,8/01/43-8/01/47 | | | 12,680 | | | | 14,668,815 | |
Main Street Natural Gas, Inc. (Royal Bank of Canada) Series 2018A 4.00%, 4/01/48 | | | 16,200 | | | | 17,513,010 | |
Series 2018C 4.00%, 8/01/48 | | | 12,245 | | | | 13,285,948 | |
Municipal Electric Authority of Georgia 5.00%,1/01/38-1/01/59 | | | 16,960 | | | | 19,539,681 | |
| | | | | | | | |
| | | | | | | 104,310,395 | |
| | | | | | | | |
Guam – 1.2% | |
Territory of Guam 5.00%, 11/15/31 | | | 2,310 | | | | 2,703,254 | |
Territory of Guam (Guam Section 30 Income Tax) Series 2016A 5.00%,12/01/29-12/01/32 | | | 9,015 | | | | 10,368,059 | |
Territory of Guam (Territory of Guam Business Privilege Tax) Series 2011A 5.125%, 1/01/42 | | | 6,420 | | | | 6,709,735 | |
Series 2015D 5.00%,11/15/32-11/15/35 | | | 25,505 | | | | 28,650,253 | |
| | | | | | | | |
| | | | | | | 48,431,301 | |
| | | | | | | | |
Idaho – 0.0% | |
Idaho Housing & Finance Association (Battelle Energy Alliance LLC) Series 2010A 7.00%, 2/01/36 | | | 200 | | | | 211,800 | |
| | | | | | | | |
|
Illinois – 9.6% | |
Chicago Board of Education Series 2012A 5.00%, 12/01/42 | | | 5,630 | | | | 5,931,486 | |
| | |
| |
abfunds.com | | AB MUNICIPAL INCOME SHARES | 23 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Series 2015C 5.25%,12/01/35-12/01/39 | | $ | 10,315 | | | $ | 11,351,492 | |
Series 2015E 5.125%, 12/01/32 | | | 1,000 | | | | 1,105,670 | |
Series 2016A 7.00%, 12/01/44 | | | 1,400 | | | | 1,701,014 | |
Series 2016B 6.50%, 12/01/46 | | | 1,900 | | | | 2,290,222 | |
Series 2017G 5.00%, 12/01/34 | | | 4,150 | | | | 4,730,211 | |
Series 2017H 5.00%,12/01/36-12/01/46 | | | 5,795 | | | | 6,475,312 | |
Series 2018A 5.00%,12/01/26-12/01/28 | | | 17,705 | | | | 20,565,419 | |
Series 2019A 5.00%,12/01/29-12/01/30 | | | 6,070 | | | | 7,175,137 | |
Series 2019B 5.00%,12/01/30-12/01/33 | | | 3,100 | | | | 3,637,722 | |
Chicago O’Hare International Airport Series 2015C 5.00%, 1/01/34 | | | 1,665 | | | | 1,894,653 | |
Series 2016B 5.00%, 1/01/34 | | | 5,000 | | | | 5,877,800 | |
Series 2016C 5.00%,1/01/35-1/01/38 | | | 9,250 | | | | 10,792,308 | |
Series 2017B 5.00%,1/01/35-1/01/37 | | | 33,445 | | | | 39,829,687 | |
Chicago O’Hare International Airport (TrIPs Obligated Group) Series 2018 5.00%,7/01/33-7/01/48 | | | 7,145 | | | | 8,360,324 | |
Chicago Transit Authority (Chicago Transit Authority Sales Tax) Series 2011 5.25%, 12/01/23 | | | 4,285 | | | | 4,614,731 | |
City of Chicago IL (Goldblatts Supportive Living Project) Series 2013 6.375%, 12/01/52(h) | | | 1,050 | | | | 904,764 | |
Illinois Finance Authority (Ascension Health Credit Group) Series 2016C 5.00%, 2/15/41 | | | 2,835 | | | | 3,330,274 | |
Illinois Finance Authority (Illinois Institute of Technology) Series 2006A 5.00%, 4/01/36 | | | 365 | | | | 366,051 | |
| | |
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24 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Illinois Finance Authority (Lake Forest College) Series 2012A 6.00%, 10/01/48 | | $ | 400 | | | $ | 429,400 | |
Illinois Finance Authority (Lutheran Home & Services Obligated Group) Series 2012 5.75%, 5/15/46 | | | 2,495 | | | | 2,582,649 | |
Illinois Finance Authority (Mercy Health Corp.) Series 2016 5.00%,12/01/40-12/01/46 | | | 3,900 | | | | 4,459,904 | |
Illinois Finance Authority (OSF Healthcare System Obligated Group) Series 2015A 5.00%, 11/15/45 | | | 4,295 | | | | 4,811,431 | |
Illinois Finance Authority (Park Place of Elmhurst Obligated Group) Series 2016A 6.20%, 5/15/30 | | | 1,079 | | | | 960,756 | |
6.33%, 5/15/48 | | | 829 | | | | 731,604 | |
6.44%, 5/15/55 | | | 1,998 | | | | 1,761,615 | |
Series 2016C 2.00%, 5/15/55(b)(c)(h) | | | 609 | | | | 18,386 | |
Illinois Finance Authority (Plymouth Place, Inc.) Series 2013 6.00%, 5/15/43 | | | 3,500 | | | | 3,785,705 | |
Series 2015 5.25%, 5/15/50 | | | 2,000 | | | | 2,130,060 | |
Illinois Finance Authority (Rosalind Franklin University of Medicine & Science) Series 2017A 5.00%,8/01/42-8/01/47 | | | 3,000 | | | | 3,390,640 | |
Series 2017C 5.00%, 8/01/46 | | | 1,000 | | | | 1,128,940 | |
Illinois Finance Authority (Silver Cross Hospital Obligated Group) Series 2015C 5.00%, 8/15/35 | | | 4,750 | | | | 5,393,957 | |
Illinois Municipal Electric Agency Series 2015A 5.00%, 2/01/22 | | | 6,700 | | | | 7,237,608 | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 25 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Illinois State Toll Highway Authority Series 2015A 5.00%,1/01/31-1/01/32 | | $ | 3,125 | | | $ | 3,659,198 | |
Series 2015B | | | | | | | | |
5.00%,1/01/36-1/01/40 | | | 5,250 | | | | 6,088,037 | |
Series 2016A 5.00%, 12/01/32 | | | 7,000 | | | | 8,203,440 | |
Series 2016B 5.00%, 1/01/41 | | | 3,450 | | | | 4,015,351 | |
Metropolitan Pier & Exposition Authority Series 2012 Zero Coupon, 12/15/51 | | | 11,385 | | | | 3,349,125 | |
Series 2015B 5.00%, 12/15/45 | | | 13,300 | | | | 14,461,622 | |
Series 2017B Zero Coupon, 12/15/54 | | | 9,850 | | | | 2,509,288 | |
State of Illinois Series 2012 5.00%, 8/01/25 | | | 1,300 | | | | 1,385,631 | |
Series 2014 5.00%,5/01/23-5/01/31 | | | 14,800 | | | | 16,122,828 | |
Series 2016 5.00%,1/01/22-11/01/35 | | | 40,770 | | | | 45,554,451 | |
Series 2017A 5.00%,12/01/25-12/01/34 | | | 14,795 | | | | 16,906,637 | |
Series 2017D 5.00%,11/01/24-11/01/28 | | | 61,270 | | | | 69,317,560 | |
Series 2018A 5.00%,10/01/27-5/01/30 | | | 12,675 | | | | 14,634,796 | |
Series 2018B 5.00%, 10/01/26 | | | 5,000 | | | | 5,730,350 | |
Village of Antioch IL Special Service Areas No. 1 & 2 Series 2016A 4.50%, 3/01/33 | | | 3,942 | | | | 4,008,975 | |
Series 2016B 7.00%, 3/01/33 | | | 1,762 | | | | 1,789,840 | |
Village of Pingree Grove IL Special Service Area No. 7 Series 2015A 4.50%, 3/01/25 | | | 866 | | | | 899,705 | |
5.00%, 3/01/36 | | | 2,963 | | | | 3,135,713 | |
Series 2015B 6.00%, 3/01/36 | | | 943 | | | | 1,019,440 | |
| | | | | | | | |
| | | | | | | 402,548,919 | |
| | | | | | | | |
| | |
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26 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Indiana – 1.0% | |
Indiana Finance Authority (Baptist Healthcare System Obligated Group) Series 2017 5.00%, 8/15/51 | | $ | 3,905 | | | $ | 4,469,273 | |
Indiana Finance Authority (Bethany Circle of King’s Daughters’ of Madison Indiana, Inc. (The)) Series 2010 5.125%, 8/15/27 | | | 1,000 | | | | 1,025,620 | |
5.50%,8/15/40-8/15/45 | | | 3,020 | | | | 3,104,648 | |
Indiana Finance Authority (Marquette Manor) Series 2015A 5.00%, 3/01/30 | | | 1,000 | | | | 1,109,070 | |
Indiana Finance Authority (Ohio River Bridges) Series 2013A 5.00%,7/01/40-7/01/48 | | | 6,980 | | | | 7,595,546 | |
Indiana Finance Authority (RES Polyflow Indiana LLC) 7.00%, 3/01/39(a) | | | 22,795 | | | | 22,993,544 | |
| | | | | | | | |
| | | | | | | 40,297,701 | |
| | | | | | | | |
Iowa – 0.5% | | | | | | | | |
Iowa Finance Authority (Iowa Fertilizer Co. LLC) Series 2013B 5.25%, 12/01/50 | | | 6,405 | | | | 6,935,526 | |
Iowa Finance Authority (Lifespace Communities, Inc. Obligated Group) Series 2018A 5.00%,5/15/43-5/15/48 | | | 11,000 | | | | 12,262,300 | |
| | | | | | | | |
| | | | | | | 19,197,826 | |
| | | | | | | | |
Kansas – 0.1% | | | | | | | | |
Overland Park Development Corp. (City of Overland Park KS) 5.00%,3/01/44-3/01/49(e) | | | 3,140 | | | | 3,706,909 | |
Wyandotte County-Kansas City Unified Government (Wyandotte County-Kansas City Unified Government Sales Tax) Series 2018 4.50%, 6/01/40 | | | 1,900 | | | | 1,986,583 | |
| | | | | | | | |
| | | | | | | 5,693,492 | |
| | | | | | | | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 27 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Kentucky – 1.4% | | | | | | | | |
Kentucky Economic Development Finance Authority (Baptist Healthcare System Obligated Group) Series 2017B 5.00%,8/15/34-8/15/46 | | $ | 15,780 | | | $ | 18,304,950 | |
Kentucky Economic Development Finance Authority (CommonSpirit Health) Series 2019A 5.00%,8/01/44-8/01/49 | | | 6,725 | | | | 7,931,747 | |
Kentucky Economic Development Finance Authority (Masonic Homes of Kentucky, Inc. Obligated Group) Series 2012 5.375%, 11/15/42 | | | 1,685 | | | | 1,762,729 | |
5.50%, 11/15/45 | | | 1,000 | | | | 1,048,510 | |
Series 2016A 5.00%,5/15/46-5/15/51 | | | 3,100 | | | | 3,230,930 | |
Kentucky Economic Development Finance Authority (Owensboro Health, Inc. Obligated Group) Series 2017A 5.00%,6/01/37-6/01/45 | | | 9,625 | | | | 10,983,900 | |
5.25%, 6/01/41 | | | 1,250 | | | | 1,447,363 | |
Kentucky Economic Development Finance Authority (Rosedale Green) Series 2015 5.50%, 11/15/35 | | | 1,750 | | | | 1,871,993 | |
5.75%, 11/15/45 | | | 3,350 | | | | 3,590,865 | |
Louisville/Jefferson County Metropolitan Government (Norton Healthcare Obligated Group) Series 2016 5.00%, 10/01/33 | | | 8,205 | | | | 9,703,643 | |
| | | | | | | | |
| | | | | | | 59,876,630 | |
| | | | | | | | |
Louisiana – 2.1% | |
Jefferson Parish Hospital Service District No. 2 Series 2011 6.375%, 7/01/41(d) | | | 2,130 | | | | 2,177,201 | |
Jefferson Sales Tax District AGM Series 2017B 5.00%,12/01/34-12/01/36 | | | 3,400 | | | | 4,134,320 | |
| | |
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28 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Louisiana Local Government Environmental Facilities & Community Development Auth (St. James Place of Baton Rouge) Series 2015A 6.00%, 11/15/35 | | $ | 2,100 | | | $ | 2,331,357 | |
Louisiana Local Government Environmental Facilities & Community Development Auth (Woman’s Hospital Foundation) Series 2017 5.00%,10/01/34-10/01/44 | | | 27,600 | | | | 32,970,291 | |
Louisiana Public Facilities Authority Series 2016 5.00%, 5/15/47(Pre-refunded/ETM) | | | 10 | | | | 12,149 | |
Louisiana Public Facilities Authority (Louisiana Pellets, Inc.) Series 2013B 10.50%, 7/01/39(c)(d) | | | 2,750 | | | | 27 | |
Series 2014A 7.50%, 7/01/23(c)(d) | | | 1,250 | | | | 12 | |
Louisiana Public Facilities Authority (Louisiana State University & Agricultural & Mechanical College Auxiliary Revenue) 5.00%, 7/01/59 | | | 10,270 | | | | 11,925,421 | |
Louisiana Public Facilities Authority (Louisiana State University & Agricultural & Mechanical College Lease) Series 2017 5.00%,7/01/42-7/01/57 | | | 17,565 | | | | 20,177,745 | |
Louisiana Public Facilities Authority (Ochsner Clinic Foundation) Series 2016 5.00%, 5/15/47 | | | 1,110 | | | | 1,266,910 | |
New Orleans Aviation Board Series 2017B 5.00%, 1/01/43 | | | 1,000 | | | | 1,152,780 | |
Parish of St. John the Baptist LA (Marathon Oil Corp.) 2.00%, 6/01/37 | | | 4,855 | | | | 4,854,369 | |
2.10%, 6/01/37 | | | 2,465 | | | | 2,471,089 | |
2.20%, 6/01/37 | | | 3,700 | | | | 3,708,214 | |
Port New Orleans Board of Commissioners Series 2013B 5.00%,4/01/29-4/01/31 | | | 1,540 | | | | 1,688,779 | |
| | | | | | | | |
| | | | | | | 88,870,664 | |
| | | | | | | | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 29 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Maine – 0.5% | | | | | | | | |
Finance Authority of Maine (Casella Waste Systems, Inc.) Series 2017 5.25%, 1/01/25(a) | | $ | 4,630 | | | $ | 5,232,872 | |
Series2018R-2 4.375%, 8/01/35(a) | | | 1,700 | | | | 1,860,871 | |
Maine Health & Higher Educational Facilities Authority (Maine Medical Center) Series 2018A 5.00%,7/01/43-7/01/48 | | | 9,620 | | | | 11,411,457 | |
Maine Health & Higher Educational Facilities Authority (MaineGeneral Health Obligated Group) Series 2011 7.50%, 7/01/32 | | | 1,000 | | | | 1,091,140 | |
| | | | | | | | |
| | | | | | | 19,596,340 | |
| | | | | | | | |
Maryland – 0.3% | | | | | | | | |
City of Baltimore MD (Baltimore Hotel Corp.) Series 2017 5.00%,9/01/33-9/01/36 | | | 3,250 | | | | 3,771,263 | |
City of Baltimore MD (East Baltimore Research Park Project) Series 2017A 5.00%, 9/01/38 | | | 1,000 | | | | 1,106,900 | |
City of Baltimore MD (Harbor Point Special Taxing District) 3.625%, 6/01/46(a) | | | 1,750 | | | | 1,758,417 | |
Series 2019B 3.875%, 6/01/46(a) | | | 300 | | | | 300,588 | |
Maryland Health & Higher Educational Facilities Authority (Meritus Medical Center Obligated Group) Series 2015 5.00%, 7/01/31 | | | 3,245 | | | | 3,773,383 | |
| | | | | | | | |
| | | | | | | 10,710,551 | |
| | | | | | | | |
Massachusetts – 0.9% | | | | | | | | |
Massachusetts Development Finance Agency (Emerson College) Series 2017A 5.00%, 1/01/40 | | | 670 | | | | 785,019 | |
Massachusetts Development Finance Agency (Emmanuel College/MA) Series 2016A 5.00%, 10/01/43 | | | 1,760 | | | | 2,002,669 | |
| | |
| |
30 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Massachusetts Development Finance Agency (Merrimack College) Series 2012A 5.25%, 7/01/42 | | $ | 5,000 | | | $ | 5,352,550 | |
Massachusetts Development Finance Agency (Simmons University) Series 2018L 5.00%,10/01/34-10/01/35 | | | 2,360 | | | | 2,859,796 | |
Massachusetts Development Finance Agency (South Shore Hospital, Inc.) Series 2016I 5.00%,7/01/31-7/01/41 | | | 3,850 | | | | 4,445,574 | |
Massachusetts Development Finance Agency (UMass Memorial Health Care Obligated Group) Series 2016 5.00%,7/01/41-7/01/46 | | | 3,980 | | | | 4,567,026 | |
Massachusetts Development Finance Agency (Wellforce Obligated Group) Series 2013G 5.00%, 7/01/37 | | | 2,550 | | | | 2,825,323 | |
AGM Series 2019A 5.00%, 7/01/36 | | | 1,000 | | | | 1,208,900 | |
Massachusetts Development Finance Agency (Zero Waste Solutions LLC) Series 2017 8.00%, 12/01/22(i)
| | | 10,525 | | | | 9,327,150 | |
Series 2017A 7.75%, 12/01/44(a) | | | 4,525 | | | | 4,480,157 | |
| | | | | | | | |
| | | | | | | 37,854,164 | |
| | | | | | | | |
Michigan – 3.4% | | | | | | | | |
City of Detroit MI 5.00%,4/01/33-4/01/38 | | | 4,385 | | | | 4,881,768 | |
City of Detroit MI Sewage Disposal System Revenue (Great Lakes Water Authority Sewage Disposal System Revenue) Series 2012A 5.00%, 7/01/32 | | | 4,400 | | | | 4,757,896 | |
5.25%, 7/01/39 | | | 4,825 | | | | 5,235,366 | |
City of Detroit MI Water Supply System Revenue (Great Lakes Water Authority Water Supply System Revenue) Series 2011C 5.00%, 7/01/41 | | | 1,060 | | | | 1,110,265 | |
| | |
| |
abfunds.com | | AB MUNICIPAL INCOME SHARES | 31 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Detroit City School District Series 2012A 5.00%, 5/01/31 | | $ | 120 | | | $ | 129,804 | |
Grand Rapids Economic Development Corp. (Beacon Hill at Eastgate) Series 2017A 5.00%,11/01/32-11/01/37 | | | 1,655 | | | | 1,799,581 | |
Great Lakes Water Authority Water Supply System Revenue Series 2016A 5.00%, 7/01/46 | | | 1,025 | | | | 1,201,792 | |
Series 2016D 5.00%, 7/01/36 | | | 25,210 | | | | 29,609,397 | |
Kalamazoo Hospital Finance Authority (Bronson Healthcare Group Obligated Group) Series 2016 4.00%,5/15/31-5/15/36 | | | 20,100 | | | | 21,902,045 | |
Michigan Finance Authority (Great Lakes Water Authority Water Supply System Revenue) Series 2014D4 5.00%,7/01/29-7/01/34 | | | 2,100 | | | | 2,409,531 | |
Series2015D-1 5.00%, 7/01/34 | | | 2,000 | | | | 2,329,200 | |
Series2015D-2 5.00%, 7/01/34 | | | 3,400 | | | | 3,943,796 | |
Michigan Finance Authority (Henry Ford Health System Obligated Group) Series 2016 4.00%, 11/15/35 | | | 4,000 | | | | 4,406,880 | |
5.00%, 11/15/32 | | | 3,850 | | | | 4,613,570 | |
Series 2019A 5.00%, 11/15/48 | | | 6,635 | | | | 8,036,246 | |
Michigan Finance Authority (MidMichigan Obligated Group) Series 2014 5.00%, 6/01/34 | | | 2,000 | | | | 2,264,460 | |
Michigan Finance Authority (Public Lighting Authority) Series 2014B 5.00%,7/01/31-7/01/33 | | | 7,950 | | | | 8,886,551 | |
Michigan Strategic Fund (Detroit Renewable Energy Obligated Group) Series 2013 7.00%, 12/01/30(a) | | | 2,050 | | | | 2,317,730 | |
| | |
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32 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Series 2016 7.50%, 12/01/25(a) | | $ | 8,970 | | | $ | 10,258,989 | |
Michigan Strategic Fund (Evangelical Homes of Michigan Obligated Group) Series 2013 5.50%, 6/01/47 | | | 2,000 | | | | 2,097,620 | |
Michigan Strategic Fund (Michigan Strategic Fund – I 75 Improvement Project) Series 2018 5.00%, 6/30/48 | | | 8,600 | | | | 10,162,706 | |
Michigan Tobacco Settlement Finance Authority (Tobacco Settlement Financing Corp./MI) Series 2007A 6.00%, 6/01/48 | | | 5,775 | | | | 5,806,474 | |
Wayne State University Series 2018A 5.00%, 11/15/43 | | | 4,000 | | | | 4,849,240 | |
| | | | | | | | |
| | | | | | | 143,010,907 | |
| | | | | | | | |
Minnesota – 0.2% | |
City of Wayzata MN (Wayzata Bay Senior Housing, Inc.) 5.00%, 8/01/54 | | | 1,000 | | | | 1,097,630 | |
Duluth Economic Development Authority (Essentia Health Obligated Group) Series 2018A 5.00%,2/15/43-2/15/48 | | | 2,925 | | | | 3,444,045 | |
Minnesota Higher Education Facilities Authority (St. Catherine University) Series 2018A 5.00%, 10/01/45 | | | 1,900 | | | | 2,208,712 | |
| | | | | | | | |
| | | | | | | 6,750,387 | |
| | | | | | | | |
Mississippi – 0.3% | |
Mississippi Hospital Equipment & Facilities Authority (Baptist Memorial Health Care Obligated Group) Series 2016A 5.00%, 9/01/41 | | | 9,630 | | | | 10,867,359 | |
Mississippi Hospital Equipment & Facilities Authority (Forrest General Hospital, Inc.) 4.00%,1/01/36-1/01/37 | | | 2,005 | | | | 2,234,632 | |
5.00%, 1/01/35 | | | 1,230 | | | | 1,522,506 | |
| | | | | | | | |
| | | | | | | 14,624,497 | |
| | | | | | | | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 33 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Missouri – 1.8% | |
Cape Girardeau County Industrial Development Authority (SoutheastHEALTH Obligated Group) Series 2017A 5.00%, 3/01/36 | | $ | 2,925 | | | $ | 3,352,898 | |
Health & Educational Facilities Authority of the State of Missouri (Lutheran Senior Services Obligated Group) Series 2010 5.50%, 2/01/42 | | | 100 | | | | 100,998 | |
Series 2016A 5.00%, 2/01/46 | | | 1,000 | | | | 1,124,410 | |
Series 2019I 4.00%,2/01/42-2/01/48(e) | | | 37,870 | | | | 39,783,596 | |
5.00%,2/01/42-2/01/48(e) | | | 3,220 | | | | 3,842,405 | |
Kansas City Industrial Development Authority 5.00%, 7/01/40(a) | | | 3,175 | | | | 3,222,022 | |
Kansas City Industrial Development Authority (Kingswood Senior Living Community) Series 2016 6.00%, 11/15/46(i) | | | 2,915 | | | | 2,601,958 | |
Lee’s Summit Industrial Development Authority (John Knox Village Obligated Group) Series 2014A 5.25%, 8/15/39 | | | 620 | | | | 679,929 | |
Series 2016A 5.00%,8/15/36-8/15/46 | | | 3,060 | | | | 3,361,902 | |
Series 2018 5.00%, 8/15/42 | | | 6,940 | | | | 7,763,501 | |
Missouri Joint Municipal Electric Utility Commission Series 2014 5.00%, 1/01/31 | | | 3,240 | | | | 3,745,537 | |
St. Louis County Industrial Development Authority (St. Andrews Resources for Seniors Obligated Group) Series 2015A 5.00%, 12/01/35 | | | 2,000 | | | | 2,198,440 | |
5.125%, 12/01/45 | | | 4,500 | | | | 4,909,815 | |
| | | | | | | | |
| | | | | | | 76,687,411 | |
| | | | | | | | |
Montana – 0.0% | |
Montana Facility Finance Authority (Benefis Health System Obligated Group) Series 2016 5.00%, 2/15/34 | | | 1,085 | | | | 1,276,047 | |
| | | | | | | | |
| | |
| |
34 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Nebraska – 1.4% | |
Central Plains Energy Project (Goldman Sachs Group, Inc. (The)) Series 2012 5.00%,9/01/32-9/01/42 | | $ | 2,975 | | | $ | 3,229,364 | |
Series 2017A 5.00%,9/01/34-9/01/42 | | | 40,700 | | | | 55,108,023 | |
| | | | | | | | |
| | | | | | | 58,337,387 | |
| | | | | | | | |
Nevada – 1.4% | |
City of Carson City NV (Carson Tahoe Regional Healthcare) Series 2017 5.00%,9/01/37-9/01/47 | | | 3,935 | | | | 4,572,192 | |
City of Reno NV (County of Washoe NV Sales Tax Revenue) Series 2018C Zero Coupon, 7/01/58(a) | | | 17,000 | | | | 2,442,050 | |
Clark County School District Series 2017C 5.00%,6/15/33-6/15/36 | | | 17,110 | | | | 20,314,388 | |
AGM Series 2019B 3.00%, 6/15/37 | | | 5,185 | | | | 5,255,983 | |
County of Clark NV (Southern California Edison Co.) Series 2015A 1.875%, 6/01/31 | | | 4,700 | | | | 4,703,243 | |
Las Vegas Redevelopment Agency Series 2016 5.00%, 6/15/40 | | | 1,800 | | | | 2,045,574 | |
Las Vegas Valley Water District Series 2016A 5.00%, 6/01/46 | | | 14,000 | | | | 16,407,020 | |
State of Nevada Department of Business & Industry (Fulcrum Sierra Biofuels LLC) Series 2018 6.95%, 2/15/38(a) | | | 1,890 | | | | 2,172,328 | |
| | | | | | | | |
| | | | | | | 57,912,778 | |
| | | | | | | | |
New Hampshire – 0.3% | |
New Hampshire Health and Education Facilities Authority Act (Concord Hospital Obligated Group) Series 2017 5.00%, 10/01/47 | | | 8,105 | | | | 9,524,185 | |
| | |
| |
abfunds.com | | AB MUNICIPAL INCOME SHARES | 35 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
New Hampshire Health and Education Facilities Authority Act (Southern New Hampshire University) Series 2012 5.00%, 1/01/42 | | $ | 2,940 | | | $ | 3,129,248 | |
| | | | | | | | |
| | | | | | | 12,653,433 | |
| | | | | | | | |
New Jersey – 8.9% | |
City of Bayonne NJ BAM Series 2016 5.00%, 7/01/39 | | | 1,075 | | | | 1,256,084 | |
New Jersey Economic Development Authority (New Jersey Economic Development Authority State Lease) Series 2013 5.00%, 3/01/30 | | | 3,455 | | | | 3,750,541 | |
Series 2014P 5.00%, 6/15/29 | | | 5,000 | | | | 5,583,150 | |
Series 2014U 5.00%, 6/15/21 | | | 3,500 | | | | 3,695,125 | |
Series 2015X 5.00%, 6/15/21 | | | 15,920 | | | | 16,807,540 | |
Series 2017A 5.00%, 7/01/33 | | | 1,640 | | | | 1,891,478 | |
Series 2017B 5.00%, 11/01/20 | | | 7,505 | | | | 7,763,322 | |
Series 2017D 5.00%,6/15/33-6/15/42 | | | 5,370 | | | | 6,122,527 | |
Series 2018A 5.00%,6/15/42-6/15/47 | | | 5,885 | | | | 6,658,804 | |
New Jersey Economic Development Authority (Port Newark Container Terminal LLC) Series 2017 5.00%,10/01/37-10/01/47 | | | 6,035 | | | | 6,959,769 | |
New Jersey Economic Development Authority (State of New Jersey Division of Property Management & Construction Lease) Series 2018C 5.00%, 6/15/42 | | | 7,085 | | | | 8,027,659 | |
New Jersey Economic Development Authority (UMM Energy Partners LLC) Series 2012A 5.125%, 6/15/43 | | | 735 | | | | 783,040 | |
New Jersey Economic Development Authority (United Airlines, Inc.) Series 1999 5.25%, 9/15/29 | | | 2,850 | | | | 3,114,509 | |
| | |
| |
36 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Series 2000B 5.625%, 11/15/30 | | $ | 1,475 | | | $ | 1,693,418 | |
New Jersey Health Care Facilities Financing Authority (Hackensack Meridian Health Obligated Group) Series 2017A 5.00%, 7/01/35 | | | 1,300 | | | | 1,577,329 | |
New Jersey Health Care Facilities Financing Authority (Holy Name Medical Center, Inc.) Series 2010 5.00%, 7/01/25 | | | 100 | | | | 102,239 | |
New Jersey Health Care Facilities Financing Authority (Inspira Health Obligated Group) Series 2017A 5.00%,7/01/36-7/01/42 | | | 8,645 | | | | 10,257,543 | |
New Jersey Health Care Facilities Financing Authority (New Jersey Health Care Facilities Financing Authority State Lease) Series 2017 5.00%, 10/01/35 | | | 1,070 | | | | 1,232,843 | |
New Jersey Health Care Facilities Financing Authority (RWJ Barnabas Health Obligated Group) Series 2014 5.00%, 7/01/44 | | | 2,040 | | | | 2,330,006 | |
New Jersey Transportation Trust Fund Authority (New Jersey Transportation Fed Hwy Grant) Series 2016 5.00%,6/15/24-6/15/30 | | | 38,985 | | | | 45,727,544 | |
Series 2018A 5.00%,6/15/30-6/15/31 | | | 35,540 | | | | 41,441,834 | |
New Jersey Transportation Trust Fund Authority (New Jersey Transportation Trust Fund Authority State Lease) 5.00%, 6/15/46 | | | 2,325 | | | | 2,643,711 | |
Series 2014A 5.00%, 6/15/38 | | | 1,000 | | | | 1,097,910 | |
Series 2015A 5.00%, 6/15/45 | | | 8,450 | | | | 9,358,206 | |
Series 2018A 5.00%,12/15/33-12/15/35 | | | 22,405 | | | | 26,146,840 | |
| | |
| |
abfunds.com | | AB MUNICIPAL INCOME SHARES | 37 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Series 2019B 4.00%,6/15/36-6/15/37 | | $ | 2,715 | | | $ | 2,896,975 | |
New Jersey Turnpike Authority Series 2013A 5.00%, 1/01/27(Pre-refunded/ETM) | | | 2,500 | | | | 2,753,325 | |
5.00%, 1/01/32(Pre-refunded/ETM) | | | 1,000 | | | | 1,101,330 | |
Series 2015E 5.00%,1/01/33-1/01/45 | | | 15,400 | | | | 17,767,246 | |
Series 2016A 5.00%, 1/01/33 | | | 6,500 | | | | 7,703,280 | |
Series 2017A 5.00%,1/01/33-1/01/34 | | | 15,000 | | | | 18,121,100 | |
Series 2017B 5.00%,1/01/32-1/01/33 | | | 13,540 | | | | 16,718,152 | |
Series 2019A 5.00%, 1/01/48 | | | 11,320 | | | | 13,732,179 | |
Tobacco Settlement Financing Corp. Series 2018B 5.00%, 6/01/46 | | | 68,740 | | | | 75,677,241 | |
| | | | | | | | |
| | | | | | | 372,493,799 | |
| | | | | | | | |
New Mexico – 0.8% | |
City of Farmington NM (Southern California Edison Co.) 1.875%, 4/01/29 | | | 14,230 | | | | 14,240,245 | |
Series 2015A 1.875%, 4/01/29 | | | 9,050 | | | | 9,056,516 | |
City of Santa Fe NM (El Castillo Retirement Residences Obligated Group) 5.00%,5/15/39-5/15/49(e) | | | 2,180 | | | | 2,408,483 | |
New Mexico Hospital Equipment Loan Council (Gerald Champion Regional Medical Center) Series 2012 5.50%, 7/01/42 | | | 1,060 | | | | 1,147,408 | |
New Mexico Hospital Equipment Loan Council (Haverland Carter Lifestyle Obligated Group) Series 2019L 5.00%,7/01/39-7/01/49 | | | 6,615 | | | | 7,460,856 | |
| | | | | | | | |
| | | | | | | 34,313,508 | |
| | | | | | | | |
New York – 4.2% | |
Build NYC Resource Corp. (Metropolitan College of New York) Series 2014 5.25%, 11/01/34 | | | 2,000 | | | | 2,155,220 | |
City of New York NY Series 2018E 5.00%,3/01/37-3/01/38 | | | 17,500 | | | | 21,421,475 | |
| | |
| |
38 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
City of Newburgh NY Series 2012A 5.625%, 6/15/34 | | $ | 245 | | | $ | 266,229 | |
Dutchess County Local Development Corp. (Health QuestSystems Obligated Group) Series 2016B 5.00%, 7/01/46 | | | 13,520 | | | | 15,661,298 | |
Metropolitan Transportation Authority Series 2013E 5.00%, 11/15/32 | | | 4,425 | | | | 4,973,877 | |
Series 2016A 5.00%, 11/15/32 | | | 3,440 | | | | 4,076,778 | |
Nassau County Industrial Development Agency (Amsterdam House Continuing Care Retirement Community, Inc.) Series 2014A 6.50%, 1/01/32 | | | 75 | | | | 76,148 | |
6.70%, 1/01/49 | | | 449 | | | | 444,562 | |
Series 2014B 5.50%, 7/01/20 | | | 232 | | | | 232,242 | |
Series 2014C 2.00%, 1/01/49(b)(c)(h) | | | 514 | | | | 83,488 | |
New York City Municipal Water Finance Authority Series 2019D 5.00%, 6/15/49 | | | 8,000 | | | | 9,653,280 | |
New York Liberty Development Corp. (7 World Trade Center II LLC) Series 2012 5.00%, 3/15/44 | | | 100 | | | | 107,493 | |
New York Liberty Development Corp. (Goldman Sachs Headquarters LLC) Series 2005 5.25%, 10/01/35 | | | 1,325 | | | | 1,806,439 | |
New York NY GO Series2013A-1 5.00%, 10/01/28(f) | | | 500 | | | | 552,320 | |
New York State Dormitory Authority (Orange Regional Medical Center Obligated Group) Series 2017 5.00%,12/01/30-12/01/34(a) | | | 4,200 | | | | 4,962,172 | |
New York State Thruway Authority AGM Series 2012I 5.00%, 1/01/37(Pre-refunded/ETM) | | | 2,000 | | | | 2,169,480 | |
New York State Thruway Authority (New York State Thruway Authority Gen Toll Road) Series 2016A 5.00%, 1/01/41 | | | 3,800 | | | | 4,419,476 | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 39 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
New York Transportation Development Corp. (Delta Air Lines, Inc.) Series 2018 5.00%,1/01/27-1/01/29 | | $ | 51,325 | | | $ | 62,115,965 | |
New York Transportation Development Corp. (Laguardia Gateway Partners LLC) Series 2016A 5.00%,7/01/41-7/01/46 | | | 13,185 | | | | 14,591,694 | |
Orange County Funding Corp. (The Hamlet at Wallkill) Series 2013 6.50%, 1/01/46 | | | 1,090 | | | | 1,128,673 | |
Port Authority of New York & New Jersey Series 2012 5.00%, 10/01/34 | | | 3,900 | | | | 4,202,913 | |
Series 2013178 5.00%, 12/01/33 | | | 5,000 | | | | 5,632,900 | |
Triborough Bridge & Tunnel Authority Series 2012B 5.00%,11/15/28-11/15/29(f) | | | 1,950 | | | | 2,169,904 | |
TSASC, Inc./NY Series 2017A 5.00%, 6/01/41 | | | 1,560 | | | | 1,750,835 | |
Ulster County Capital Resource Corp. (Woodland Pond at New Paltz) Series 2017 5.00%, 9/15/37 | | | 860 | | | | 878,456 | |
5.25%,9/15/42-9/15/53 | | | 2,330 | | | | 2,383,548 | |
Westchester County Local Development Corp. (Kendal on Hudson) Series 2013 5.00%, 1/01/34 | | | 3,840 | | | | 4,095,974 | |
Westchester County Local Development Corp. (Westchester County Health Care Corp. Obligated Group) Series 2016 5.00%, 11/01/46 | | | 4,230 | | | | 4,748,133 | |
| | | | | | | | |
| | | | | | | 176,760,972 | |
| | | | | | | | |
North Carolina – 0.6% | |
County of New Hanover NC (New Hanover Regional Medical Center) Series 2017 5.00%,10/01/42-10/01/47 | | | 5,830 | | | | 6,683,971 | |
North Carolina Medical Care Commission (Aldersgate United Methodist Retirement Community, Inc.) Series 2015 4.875%, 7/01/40 | | | 5,000 | | | | 5,347,250 | |
5.00%, 7/01/45 | | | 1,000 | | | | 1,072,630 | |
| | |
| |
40 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
North Carolina Medical Care Commission (Pennybyrn at Maryfield) Series 2015 5.00%, 10/01/30 | | $ | 2,250 | | | $ | 2,447,483 | |
North Carolina Medical Care Commission (United Church Homes & Services Obligated Group) Series 2015A 5.00%, 9/01/37 | | | 1,735 | | | | 1,856,693 | |
Series 2017 5.00%, 9/01/46 | | | 1,000 | | | | 1,071,620 | |
North Carolina Turnpike Authority Series 2018 5.00%, 1/01/40 | | | 5,000 | | | | 6,028,200 | |
| | | | | | | | |
| | | | | | | 24,507,847 | |
| | | | | | | | |
North Dakota – 0.6% | |
County of Grand Forks ND (Red River Biorefinery LLC) Series 2018 5.00%, 9/15/28(a) | | | 7,725 | | | | 7,648,213 | |
5.375%, 9/15/38(a) | | | 4,750 | | | | 4,604,318 | |
County of Ward ND (Trinity Health Obligated Group) Series 2017C 5.00%,6/01/48-6/01/53 | | | 10,230 | | | | 11,498,724 | |
| | | | | | | | |
| | | | | | | 23,751,255 | |
| | | | | | | | |
Ohio – 3.0% | |
American Municipal Power, Inc. Series 2016A 5.00%,2/15/41-2/15/46 | | | 10,000 | | | | 11,452,740 | |
Buckeye Tobacco Settlement Financing Authority Series2007A-2 5.875%, 6/01/47 | | | 21,875 | | | | 22,015,437 | |
Butler County Port Authority (StoryPoint Obligated Group) Series2017A-1 6.375%, 1/15/43(a) | | | 675 | | | | 729,614 | |
City of Chillicothe/OH (Adena Health System Obligated Group) Series 2017 5.00%,12/01/37-12/01/47 | | | 7,500 | | | | 8,908,433 | |
County of Cuyahoga/OH (MetroHealth System (The)) 5.00%, 2/15/52 | | | 5,680 | | | | 6,368,245 | |
Series 2017 5.00%, 2/15/42 | | | 6,490 | | | | 7,336,491 | |
5.25%, 2/15/47 | | | 12,860 | | | | 14,758,522 | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 41 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
County of Franklin OH (First Community Village Obligated Group) Series 2013 5.625%, 7/01/47 | | $ | 2,300 | | | $ | 2,345,586 | |
County of Hamilton OH (Life Enriching Communities Obligated Group) Series 2012 5.00%, 1/01/42 | | | 1,030 | | | | 1,098,001 | |
County of Montgomery OH (Trousdale Foundation Obligated Group) Series 2018A 6.25%, 4/01/49(a) | | | 2,415 | | | | 2,700,863 | |
County of Ross OH (Adena Health System Obligated Group) 5.00%, 12/01/49 | | | 6,000 | | | | 7,213,920 | |
Dayton-Montgomery County Port Authority (StoryPoint Troy Project) Series 20151 7.00%, 1/15/40 | | | 2,500 | | | | 2,551,850 | |
Ohio Air Quality Development Authority (FirstEnergy Generation LLC) Series 2009C 5.625%, 6/01/49(b)(c) | | | 5,440 | | | | 5,603,200 | |
Series 2009D 4.25%, 8/01/29 | | | 5,205 | | | | 5,582,362 | |
Ohio Air Quality Development Authority (FirstEnergy Nuclear Generation LLC) Series 2009A 4.375%, 6/01/33 | | | 7,480 | | | | 8,022,300 | |
Ohio Air Quality Development Authority (Ohio Valley Electric Corp.) 3.25%, 9/01/29 | | | 1,780 | | | | 1,832,190 | |
Ohio Higher Educational Facility Commission (Kenyon College) 5.00%,7/01/38-7/01/42(e) | | | 9,690 | | | | 11,719,886 | |
Ohio Water Development Authority Water Pollution Control Loan Fund (FirstEnergy Nuclear Generation LLC) Series 2016A 4.375%, 6/01/33 | | | 3,110 | | | | 3,335,475 | |
Toledo-Lucas County Port Authority (StoryPoint Obligated Group) Series 2016 6.375%, 1/15/51(a) | | | 1,000 | | | | 1,072,180 | |
| | | | | | | | |
| | | | | | | 124,647,295 | |
| | | | | | | | |
| | |
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42 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Oklahoma – 0.5% | |
Comanche County Memorial Hospital 5.00%, 7/01/22 | | $ | 780 | | | $ | 830,575 | |
Oklahoma Development Finance Authority (OU Medicine Obligated Group) Series 2018B 5.50%, 8/15/57 | | | 14,170 | | | | 16,885,539 | |
Tulsa Airports Improvement Trust (American Airlines, Inc.) Series 2013A 5.50%, 6/01/35 | | | 1,125 | | | | 1,227,218 | |
| | | | | | | | |
| | | | | | | 18,943,332 | |
| | | | | | | | |
Pennsylvania – 7.7% | |
Allegheny County Hospital Development Authority (Allegheny Health Network Obligated Group) Series 2018A 5.00%,4/01/34-4/01/36 | | | 33,535 | | | | 40,263,348 | |
Allentown Neighborhood Improvement Zone Development Authority Series 2017 5.00%, 5/01/42(a) | | | 2,270 | | | | 2,533,865 | |
Altoona Area School District BAM Series 2018 5.00%, 12/01/45 | | | 1,600 | | | | 1,829,104 | |
Beaver County Industrial Development Authority (FirstEnergy Generation LLC) Series 2016B 4.25%, 10/01/47 | | | 10,000 | | | | 10,725,000 | |
Beaver County Industrial Development Authority (FirstEnergy Nuclear Generation LLC) Series 2016A 4.375%, 1/01/35 | | | 1,430 | | | | 1,533,675 | |
Bensalem Township School District Series 2013 5.00%, 6/01/29 | | | 8,570 | | | | 9,736,463 | |
Berks County Industrial Development Authority (Highlands at Wyomissing (The)) Series 2018 5.00%, 5/15/48 | | | 1,000 | | | | 1,113,260 | |
Chambersburg Area Municipal Authority (Wilson College) Series 2018 5.75%, 10/01/43 | | | 1,350 | | | | 1,449,927 | |
6.00%, 10/01/48 | | | 9,000 | | | | 9,744,570 | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 43 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Chester County Industrial Development Authority (Woodlands at Greystone Neighborhood Improvement District) Series 2018 5.125%, 3/01/48(a) | | $ | 1,050 | | | $ | 1,116,822 | |
City of Philadelphia PA Series 2013A 5.00%, 7/15/21 | | | 1,200 | | | | 1,274,892 | |
Series 2017 5.00%,8/01/29-8/01/31 | | | 12,110 | | | | 14,810,780 | |
Series 2019B 5.00%,2/01/35-2/01/38 | | | 11,300 | | | | 14,019,910 | |
AGM Series 2017A 5.00%,8/01/33-8/01/34 | | | 13,000 | | | | 15,720,190 | |
City of Philadelphia PA Water & Wastewater Revenue Series 2017A 5.00%,10/01/35-10/01/36 | | | 5,105 | | | | 6,206,500 | |
Commonwealth of Pennsylvania (Commonwealth of Pennsylvania COP) Series 2018A 5.00%, 7/01/38 | | | 1,120 | | | | 1,347,797 | |
County of Lehigh PA (Lehigh Valley Health Network Obligated Group) Series 2016A 4.00%, 7/01/35 | | | 10,000 | | | | 10,861,200 | |
Crawford County Hospital Authority (Meadville Medical Center Obligated Group) Series 2016A 6.00%,6/01/46-6/01/51 | | | 3,375 | | | | 3,858,823 | |
Cumberland County Municipal Authority (Asbury Pennsylvania Obligated Group) Series 2010 6.125%, 1/01/45 | | | 180 | | | | 180,983 | |
Series 2012 5.25%, 1/01/41 | | | 1,000 | | | | 1,031,610 | |
Delaware River Joint Toll Bridge Commission Series 2017 5.00%, 7/01/35 | | | 4,000 | | | | 4,894,680 | |
Montgomery County Higher Education & Health Authority (Philadelphia Presbytery Homes Obligated Group) Series 2017 5.00%, 12/01/47 | | | 1,500 | | | | 1,644,945 | |
| | |
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44 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Montgomery County Higher Education & Health Authority (Thomas Jefferson University Obligated Group) 4.00%,9/01/49-9/01/51 | | $ | 8,900 | | | $ | 9,625,556 | |
5.00%, 9/01/51 | | | 2,300 | | | | 2,733,895 | |
Series 2018 5.00%, 9/01/35 | | | 3,600 | | | | 4,343,508 | |
Montgomery County Industrial Development Authority/PA Series 2010 6.50%, 12/01/25(Pre-refunded/ETM) | | | 200 | | | | 221,482 | |
Montgomery County Industrial Development Authority/PA (Whitemarsh Continuing Care Retirement Community) Series 2015 5.00%, 1/01/30 | | | 1,040 | | | | 1,077,190 | |
5.25%, 1/01/40 | | | 4,740 | | | | 4,881,963 | |
Moon Industrial Development Authority (Baptist Homes Society) Series 2015 5.75%, 7/01/35 | | | 5,135 | | | | 5,580,307 | |
Northeastern Pennsylvania Hospital & Education Authority (Wilkes University) Series 2012A 5.25%, 3/01/42 | | | 265 | | | | 277,471 | |
Series 2016A 5.00%, 3/01/37 | | | 1,400 | | | | 1,549,086 | |
Pennsylvania Economic Development Financing Authority (Covanta Holding Corp.) Series 2019A 3.25%, 8/01/39(a) | | | 2,330 | | | | 2,316,463 | |
Pennsylvania Economic Development Financing Authority (National Railroad Passenger Corp.) Series 2012A 5.00%, 11/01/41 | | | 1,620 | | | | 1,746,473 | |
Pennsylvania Economic Development Financing Authority (PA Bridges Finco LP) Series 2015 5.00%, 12/31/34 | | | 2,830 | | | | 3,251,161 | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 45 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Pennsylvania Higher Educational Facilities Authority (Drexel University) Series 2016 5.00%, 5/01/32 | | $ | 1,000 | | | $ | 1,173,680 | |
Series 2017 5.00%, 5/01/41 | | | 1,000 | | | | 1,179,350 | |
Pennsylvania Turnpike Commission Series 2016 5.00%, 6/01/37 | | | 4,000 | | | | 4,647,440 | |
Series 2017B 5.00%,6/01/35-6/01/36 | | | 12,850 | | | | 15,293,698 | |
Series 2018A 5.00%, 12/01/43 | | | 10,000 | | | | 12,168,200 | |
Series 2019A 5.00%, 12/01/38 | | | 5,435 | | | | 6,653,907 | |
Philadelphia Authority for Industrial Development (City of Philadelphia PA) Series 2018 5.00%, 5/01/35 | | | 1,000 | | | | 1,221,260 | |
Philadelphia Authority for Industrial Development (Evangelical Services for the Aging Obligated Group) Series 2017A 5.00%, 7/01/42 | | | 2,000 | | | | 2,215,500 | |
School District of Philadelphia (The) Series 2015A 5.00%,9/01/34-9/01/35 | | | 2,615 | | | | 3,019,938 | |
Series 2016F 5.00%,9/01/33-9/01/36 | | | 4,000 | | | | 4,701,730 | |
Series 2018A 5.00%,9/01/34-9/01/38 | | | 4,000 | | | | 4,825,370 | |
Series 2018B 5.00%, 9/01/43 | | | 3,000 | | | | 3,561,990 | |
Series 2019A 4.00%,9/01/37-9/01/39(e) | | | 5,530 | | | | 6,125,026 | |
5.00%, 9/01/44(e) | | | 17,900 | | | | 21,389,247 | |
Scranton-Lackawanna Health & Welfare Authority (Scranton Parking System Concession Project) Series 2016A 5.00%,1/01/51-1/01/57(a) | | | 12,110 | | | | 12,415,232 | |
Series 2016B 6.08%, 1/01/26(a) | | | 915 | | | | 911,120 | |
| | |
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46 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Series 2016C Zero Coupon, 1/01/36(a) | | $ | 2,945 | | | $ | 1,254,835 | |
Series 2016D Zero Coupon, 1/01/57(a) | | | 59,385 | | | | 5,652,858 | |
State Public School Building Authority (Harrisburg School District) AGM Series 2016A 5.00%,12/01/29-12/01/30 | | | 9,880 | | | | 11,674,403 | |
Union County Hospital Authority (Evangelical Community Hospital Obligated Group) Series 2018 5.00%,8/01/38-8/01/43 | | | 8,435 | | | | 9,745,641 | |
| | | | | | | | |
| | | | | | | 323,333,324 | |
| | | | | | | | |
Puerto Rico – 5.8% | |
Commonwealth of Puerto Rico Series 2006A 5.25%, 7/01/23 | | | 2,510 | | | | 1,926,425 | |
Series 2008A 5.00%, 7/01/23 | | | 255 | | | | 194,756 | |
Series 2011A 5.75%, 7/01/41(b)(c) | | | 4,265 | | | | 3,081,462 | |
Series 2012A 5.50%, 7/01/39(b)(c) | | | 5,000 | | | | 3,350,000 | |
5.75%, 7/01/28(b)(c) | | | 1,350 | | | | 904,500 | |
Series 2014A 8.00%, 7/01/35(b)(c) | | | 13,625 | | | | 8,243,125 | |
AGC Series 2001A 5.50%, 7/01/29 | | | 670 | | | | 757,080 | |
GDB Debt Recovery Authority of Puerto Rico Series 2018 7.50%, 8/20/40 | | | 8,688 | | | | 6,776,686 | |
Puerto Rico Commonwealth Aqueduct & Sewer Authority Series 2008A 6.00%,7/01/38-7/01/44 | | | 7,990 | | | | 8,079,888 | |
6.125%, 7/01/24 | | | 7,190 | | | | 7,756,212 | |
Series 2012A 4.25%, 7/01/25 | | | 8,140 | | | | 8,312,975 | |
5.00%, 7/01/33 | | | 4,705 | | | | 4,899,081 | |
5.125%, 7/01/37 | | | 1,155 | | | | 1,205,531 | |
5.25%,7/01/29-7/01/42 | | | 12,060 | | | | 12,633,488 | |
5.50%, 7/01/28 | | | 4,090 | | | | 4,330,287 | |
5.75%, 7/01/37 | | | 2,985 | | | | 3,167,831 | |
6.00%, 7/01/47 | | | 2,845 | | | | 3,026,369 | |
Puerto Rico Electric Power Authority Series 2007T 5.00%, 7/01/37(b)(c) | | | 14,970 | | | | 11,227,500 | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 47 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Series 2010A 5.25%, 7/01/30 | | $ | 1,040 | | | $ | 790,400 | |
Series 2010C 5.00%, 7/01/24(b)(c) | | | 1,735 | | | | 1,301,250 | |
Series 2010D 5.00%, 7/01/21(b)(c) | | | 1,050 | | | | 787,500 | |
5.00%, 7/01/22 | | | 950 | | | | 712,500 | |
Series 2010X 5.25%, 7/01/40 | | | 9,480 | | | | 7,204,800 | |
Series 2010Z 5.25%, 7/01/24 | | | 2,565 | | | | 1,949,400 | |
Series 2012A 5.00%, 7/01/29 | | | 2,510 | | | | 1,882,500 | |
5.00%, 7/01/42(b)(c) | | | 1,740 | | | | 1,305,000 | |
AGM Series 2007U 5.00%, 7/01/23 | | | 1,050 | | | | 1,075,788 | |
AGM Series 2007V 5.25%, 7/01/31 | | | 25,380 | | | | 28,386,515 | |
NATL Series 2007V 5.25%,7/01/29-7/01/35 | | | 6,350 | | | | 6,803,730 | |
Puerto Rico Highway & Transportation Authority AGC Series 2005L 5.25%, 7/01/41 | | | 8,600 | | | | 9,579,110 | |
AGC Series 2007C 5.50%, 7/01/31 | | | 1,735 | | | | 1,980,693 | |
AGC Series 2007N 5.25%, 7/01/36 | | | 825 | | | | 923,777 | |
AGM Series 2007C 5.25%, 7/01/36 | | | 1,800 | | | | 2,015,550 | |
NATL Series 2005L 5.25%, 7/01/35 | | | 7,565 | | | | 8,031,004 | |
NATL Series 2007 5.50%, 7/01/28 | | | 1,000 | | | | 1,089,640 | |
NATL Series 2007N 5.25%, 7/01/33 | | | 480 | | | | 511,819 | |
Puerto Rico Industrial Tourist Educational Medical & Environmental Control Facilities Financing Auth (AES Puerto Rico LP) Series 2000 6.625%, 6/01/26 | | | 23,735 | | | | 24,298,706 | |
Puerto Rico Industrial Tourist Educational Medical & Environmental Control Facilities Financing Auth (Sistema Universitario Ana G Mendez Incorporado) Series 2012 5.375%, 4/01/42 | | | 335 | | | | 338,350 | |
| | |
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48 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Puerto Rico Sales Tax Financing Corp. Sales Tax Revenue Series 2018A Zero Coupon,7/01/24-7/01/46 | | $ | 8,565 | | | $ | 2,944,360 | |
Series 2019A 4.329%, 7/01/40 | | | 11,500 | | | | 11,672,385 | |
4.55%, 7/01/40 | | | 1,198 | | | | 1,224,500 | |
5.00%, 7/01/58 | | | 33,956 | | | | 35,647,009 | |
| | | | | | | | |
| | | | | | | 242,329,482 | |
| | | | | | | | |
Rhode Island – 0.1% | |
Rhode Island Health & Educational Building Corp. Series 2011 8.375%, 1/01/46(Pre-refunded/ETM) | | | 3,150 | | | | 3,406,820 | |
Rhode Island Health & Educational Building Corp. (City of Woonsocket RI Lease) AGM Series 2017A 5.00%,5/15/28-5/15/29 | | | 2,000 | | | | 2,429,660 | |
| | | | | | | | |
| | | | | | | 5,836,480 | |
| | | | | | | | |
South Carolina – 1.9% | |
South Carolina Jobs-Economic Development Authority (Lutheran Homes of South Carolina Obligated Group) Series 2013 5.00%, 5/01/43 | | | 1,000 | | | | 1,037,230 | |
5.125%, 5/01/48 | | | 1,000 | | | | 1,039,620 | |
South Carolina Public Service Authority Series 2013A 5.00%, 12/01/38 | | | 575 | | | | 641,901 | |
Series 2013B 5.00%, 12/01/38 | | | 810 | | | | 904,244 | |
Series 2014A 5.00%, 12/01/49 | | | 11,820 | | | | 13,158,260 | |
Series 2014B 5.00%, 12/01/38 | | | 1,160 | | | | 1,303,759 | |
Series 2014C 5.00%,12/01/36-12/01/46 | | | 3,495 | | | | 3,944,929 | |
Series 2015A 5.00%, 12/01/50 | | | 5,000 | | | | 5,659,600 | |
Series 2016A 5.00%,12/01/34-12/01/36 | | | 4,815 | | | | 5,669,454 | |
Series 2016B 5.00%,12/01/37-12/01/56 | | | 38,780 | | | | 45,251,065 | |
| | | | | | | | |
| | | | | | | 78,610,062 | |
| | | | | | | | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 49 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
South Dakota – 1.0% | |
South Dakota Health & Educational Facilities Authority (Avera Health Obligated Group) Series 2017 5.00%, 7/01/46 | | $ | 17,850 | | | $ | 20,900,743 | |
South Dakota Health & Educational Facilities Authority (Regional Health System Obligated Group/SD) Series 2017 5.00%,9/01/33-9/01/40 | | | 18,295 | | | | 21,688,759 | |
| | | | | | | | |
| | | | | | | 42,589,502 | |
| | | | | | | | |
Tennessee – 1.3% | |
Bristol Industrial Development Board (Bristol Industrial Development Board Sales Tax) Series 2016A 5.00%, 12/01/35(a) | | | 9,080 | | | | 9,374,374 | |
5.125%, 12/01/42(a) | | | 11,900 | | | | 12,210,590 | |
Chattanooga Health Educational & Housing Facility Board (CommonSpirit Health) Series 2019A 5.00%,8/01/44-8/01/49 | | | 11,555 | | | | 13,638,004 | |
Johnson City Health & Educational Facilities Board (Mountain States Health Alliance Obligated Group) Series 2012 5.00%, 8/15/42 | | | 5,250 | | | | 5,649,052 | |
Metropolitan Government Nashville & Davidson County Health & Educational Facilities Board (Trousdale Foundation Obligated Group) Series 2018A 6.25%, 4/01/49(a) | | | 5,040 | | | | 5,636,585 | |
Metropolitan Government Nashville & Davidson County Health & Educational Facilities Board (Vanderbilt University Medical Center Obligated Group) Series 2016 5.00%, 7/01/40 | | | 2,435 | | | | 2,836,653 | |
Series 2017A 5.00%, 7/01/48 | | | 2,335 | | | | 2,707,316 | |
| | |
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50 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Shelby County Health Educational & Housing Facilities Board (Village at Germantown, Inc.) Series 2012 5.25%, 12/01/42 | | $ | 1,000 | | | $ | 1,048,490 | |
5.375%, 12/01/47 | | | 800 | | | | 841,200 | |
| | | | | | | | |
| | | | | | | 53,942,264 | |
| | | | | | | | |
Texas – 6.7% | |
Arlington Higher Education Finance Corp. (Harmony Public Schools) Series 2016A 5.00%,2/15/41-2/15/46 | | | 6,060 | | | | 7,018,466 | |
Central Texas Regional Mobility Authority Series 2013 5.00%, 1/01/42 | | | 3,500 | | | | 3,786,265 | |
Series 2016 5.00%,1/01/33-1/01/40 | | | 6,855 | | | | 7,919,564 | |
Central Texas Turnpike System Series 2015C 5.00%, 8/15/37 | | | 6,800 | | | | 7,647,756 | |
City of Houston TX (City of Houston TX Hotel Occupancy Tax) Series 2015 5.00%, 9/01/30 | | | 1,965 | | | | 2,248,589 | |
City of Houston TX Airport System Revenue (United Airlines, Inc.) Series 2014 5.00%, 7/01/29 | | | 15,355 | | | | 17,152,763 | |
Series 2015B 5.00%,7/15/30-7/15/35 | | | 2,960 | | | | 3,319,139 | |
Series 2018 5.00%, 7/15/28 | | | 22,875 | | | | 27,380,231 | |
Clifton Higher Education Finance Corp. (IDEA Public Schools) Series 2012 5.00%, 8/15/42 | | | 530 | | | | 564,270 | |
Series 2013 6.00%, 8/15/43 | | | 1,000 | | | | 1,134,040 | |
Series 2016A 5.00%,8/15/34-8/15/36 | | | 3,180 | | | | 3,770,116 | |
Dallas County Flood Control District No. 1 Series 2015 5.00%, 4/01/28(a) | | | 1,150 | | | | 1,229,948 | |
Dallas/Fort Worth International Airport Series 2012E 5.00%, 11/01/35(Pre-refunded/ETM) | | | 1,500 | | | | 1,554,360 | |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 51 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Decatur Hospital Authority (Wise Regional Health System) Series 2014A 5.25%, 9/01/44 | | $ | 3,150 | | | $ | 3,459,109 | |
Grand Parkway Transportation Corp. Series 2018 5.00%, 2/01/23 | | | 5,340 | | | | 5,938,721 | |
Irving Hospital Authority (Baylor Medical Center at Irving) Series 2017A 5.00%, 10/15/44 | | | 7,305 | | | | 8,251,436 | |
Mission Economic Development Corp. (Natgasoline LLC) Series 2018 4.625%, 10/01/31(a) | | | 25,175 | | | | 27,285,924 | |
New Hope Cultural Education Facilities Finance Corp. (BSPV – Plano LLC) 7.25%, 12/01/53 | | | 8,315 | | | | 8,795,274 | |
New Hope Cultural Education Facilities Finance Corp. (CHF-Collegiate Housing Corpus Christi I LLC) Series 2017A 5.00%, 4/01/37 | | | 1,380 | | | | 1,477,732 | |
New Hope Cultural Education Facilities Finance Corp. (Legacy at Midtown Park, Inc. Obligated Group) Series 2018A 5.50%, 7/01/54 | | | 4,500 | | | | 4,731,930 | |
New Hope Cultural Education Facilities Finance Corp. (Wesleyan Homes, Inc.) Series 2014 5.50%, 1/01/49 | | | 1,700 | | | | 1,831,648 | |
North East Texas Regional Mobility Authority Series 2016 5.00%, 1/01/46 | | | 4,940 | | | | 5,550,584 | |
North Texas Education Finance Corp. Series 2012A 5.125%, 12/01/42(Pre-refunded/ETM) | | | 280 | | | | 307,258 | |
North Texas Tollway Authority (North Texas Tollway System) Series 2014B 5.00%, 1/01/31 | | | 8,975 | | | | 10,160,149 | |
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52 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Series 2015A 5.00%, 1/01/35 | | $ | 7,000 | | | $ | 8,074,710 | |
Series 2017B 5.00%,1/01/33-1/01/43 | | | 7,400 | | | | 8,757,960 | |
Red River Health Facilities Development Corp. Series 2011A 8.00%, 11/15/46(Pre-refunded/ETM) | | | 1,790 | | | | 2,029,162 | |
Red River Health Facilities Development Corp. (MRC Crossings Proj) Series 2014A 7.75%, 11/15/44 | | | 1,315 | | | | 1,552,108 | |
Red River Health Facilities Development Corp. (Wichita Falls Retirement Foundation) Series 2012 | | | | | | | | |
5.50%, 1/01/32 | | | 1,740 | | | | 1,834,291 | |
Sanger Industrial Development Corp. (Texas Pellets, Inc.) Series 2012B 8.00%, 7/01/38(b)(c)(d) | | | 2,180 | | | | 545,000 | |
Tarrant County Cultural Education Facilities Finance Corp. (Buckingham Senior Living Community, Inc.) Series 2007 5.50%, 11/15/22(b)(c)(h) | | | 200 | | | | 140,000 | |
Tarrant County Cultural Education Facilities Finance Corp. (Buckner Senior Living, Inc.) Series2017B-3 3.875%, 11/15/22 | | | 580 | | | | 580,331 | |
Tarrant County Cultural Education Facilities Finance Corp. (CC Young Memorial Home Obligated Group) Series 2017A 6.375%,2/15/41-2/15/48 | | | 8,465 | | | | 9,435,150 | |
Tarrant County Cultural Education Facilities Finance Corp. (Edgemere Retirement Senior Quality Lifestyles Corp.) Series 2015B 5.00%, 11/15/30 | | | 4,000 | | | | 4,260,920 | |
Tarrant County Cultural Education Facilities Finance Corp. (Stayton at Museum Way) Series 2009A 8.25%,11/15/39-11/15/44(h) | | | 5,025 | | | | 4,773,750 | |
Series 2009B 6.86% (Bond Buyer + 3.00%), 11/15/45(h)(j) | | | 1,075 | | | | 1,021,250 | |
| | |
| |
abfunds.com | | AB MUNICIPAL INCOME SHARES | 53 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Tarrant County Cultural Education Facilities Finance Corp. (Trinity Terrace Project) Series2014A-1 5.00%,10/01/44-10/01/49 | | $ | 5,350 | | | $ | 5,783,392 | |
Texas Municipal Gas Acquisition & Supply Corp. I (Bank of America Corp.) Series 2008D 6.25%, 12/15/26 | | | 10,690 | | | | 12,468,174 | |
Texas Private Activity Bond Surface Transportation Corp. (Blueridge Transportation Group LLC) Series 2016 5.00%, 12/31/40 | | | 1,255 | | | | 1,406,491 | |
Texas Private Activity Bond Surface Transportation Corp. (LBJ Infrastructure Group LLC) Series 2010 7.00%, 6/30/40 | | | 660 | | | | 684,631 | |
Texas Private Activity Bond Surface Transportation Corp. (NTE Mobility Partners LLC) Series 2009 6.875%, 12/31/39 | | | 200 | | | | 201,802 | |
Texas Private Activity Bond Surface Transportation Corp. (NTE Mobility Partners Segments 3 LLC) 5.00%, 6/30/58 | | | 29,940 | | | | 34,871,717 | |
Series 2013 6.75%, 6/30/43 | | | 3,600 | | | | 4,173,192 | |
Texas State University System Series 2019A 3.00%, 3/15/37(e) | | | 2,300 | | | | 2,361,272 | |
Texas Transportation Commission 5.00%, 8/01/57 | | | 7,500 | | | | 8,761,800 | |
Travis County Health Facilities Development Corp. Series 2012A 7.00%, 1/01/32(Pre-refunded/ETM) | | | 1,200 | | | | 1,279,368 | |
7.125%, 1/01/46(Pre-refunded/ETM) | | | 2,430 | | | | 2,594,195 | |
Uptown Development Authority Series 2017A 5.00%, 9/01/35 | | | 1,015 | | | | 1,158,907 | |
Viridian Municipal Management District Series 2011 9.00%, 12/01/37(Pre-refunded/ETM) | | | 75 | | | | 86,448 | |
| | | | | | | | |
| | | | | | | 281,351,293 | |
| | | | | | | | |
| | |
| |
54 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Utah – 0.0% | | | | | | | | |
Timber Lakes Water Special Service District 8.125%, 6/15/31(Pre-refunded/ETM) | | $ | 65 | | | $ | 72,050 | |
8.125%, 6/15/31 | | | 10 | | | | 10,698 | |
Utah Charter School Finance Authority (North Star Academy) Series 2010A 7.00%, 7/15/45 | | | 100 | | | | 102,375 | |
| | | | | | | | |
| | | | | | | 185,123 | |
| | | | | | | | |
Vermont – 0.1% | | | | | | | | |
Vermont Economic Development Authority (Casella Waste Systems, Inc.) Series 2013 4.625%, 4/01/36(a) | | | 1,100 | | | | 1,247,774 | |
Vermont Economic Development Authority (Wake Robin Corp.) Series 2012 5.40%, 5/01/33 | | | 200 | | | | 208,796 | |
Vermont Educational & Health Buildings Financing Agency (University of Vermont Health Network Obligated Group) Series 2016A 5.00%, 12/01/34 | | | 1,500 | | | | 1,772,835 | |
| | | | | | | | |
| | | | | | | 3,229,405 | |
| | | | | | | | |
Virginia – 0.6% | | | | | | | | |
Cherry Hill Community Development Authority (Potomac Shores Project) Series 2015 5.15%, 3/01/35(a) | | | 1,000 | | | | 1,054,120 | |
Chesapeake Bay Bridge & Tunnel District Series 2016 5.00%, 7/01/46 | | | 1,000 | | | | 1,145,140 | |
Chesterfield County Economic Development Authority (Brandermill Woods) Series 2012 5.125%, 1/01/43 | | | 1,030 | | | | 1,057,326 | |
Fairfax County Economic Development Authority (Vinson Hall LLC) Series 2013A 5.00%, 12/01/47 | | | 1,955 | | | | 2,110,892 | |
Peninsula Town Center Community Development Authority Series 2018 5.00%,9/01/37-9/01/45(a) | | | 3,490 | | | | 3,881,406 | |
| | |
| |
abfunds.com | | AB MUNICIPAL INCOME SHARES | 55 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Tobacco Settlement Financing Corp./VA Series 2007B1 5.00%, 6/01/47 | | $ | 7,490 | | | $ | 7,510,298 | |
Virginia College Building Authority (Marymount University) Series 2015A 5.00%, 7/01/45(a) | | | 1,110 | | | | 1,185,935 | |
Series 2015B 5.25%, 7/01/35(a) | | | 1,000 | | | | 1,097,690 | |
Virginia College Building Authority (Virginia Lease 21st Century College Prog) Series 2016A 5.00%, 2/01/28(f) | | | 550 | | | | 617,551 | |
Virginia Small Business Financing Authority (Elizabeth River Crossings OpCo LLC) Series 2012 5.50%, 1/01/42 | | | 3,580 | | | | 3,895,899 | |
Virginia Small Business Financing Authority (I-66 Express Mobility Partners LLC) Series 2017 5.00%, 12/31/52 | | | 2,250 | | | | 2,575,530 | |
| | | | | | | | |
| | | | | | | 26,131,787 | |
| | | | | | | | |
Washington – 1.8% | | | | | | | | |
Kalispel Tribe of Indians Series 2018A 5.25%, 1/01/38(a) | | | 750 | | | | 831,180 | |
King County Public Hospital District No. 4 Series 2015A 5.00%, 12/01/30 | | | 2,235 | | | | 2,400,055 | |
Pend Oreille County Public Utility District No. 1 Box Canyon Series 2018 5.00%, 1/01/48 | | | 9,000 | | | | 10,353,690 | |
Port of Seattle WA Series 2015C 5.00%, 4/01/33 | | | 5,035 | | | | 5,736,023 | |
Washington Health Care Facilities Authority (CommonSpirit Health) Series 2019A 5.00%, 8/01/44 | | | 9,835 | | | | 11,626,839 | |
Washington Health Care Facilities Authority (Overlake Hospital Medical Center Obligated Group) Series 2017A 5.00%, 7/01/35 | | | 2,350 | | | | 2,836,262 | |
Series 2017B 5.00%, 7/01/34 | | | 1,855 | | | | 2,247,666 | |
| | |
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56 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Washington Health Care Facilities Authority (Virginia Mason Medical Center Obligated Group) Series 2017 5.00%,8/15/33-8/15/37 | | $ | 18,005 | | | $ | 20,816,604 | |
Washington State Housing Finance Commission (Mirabella) Series 2012A 6.75%, 10/01/47(a) | | | 3,550 | | | | 3,810,322 | |
Washington State Housing Finance Commission (Presbyterian Retirement Communities Northwest Obligated Group) Series 2016A 5.00%,1/01/31-1/01/46(a) | | | 2,790 | | | | 3,125,028 | |
Series 2019A 5.00%,1/01/44-1/01/55(a) | | | 9,220 | | | | 10,015,886 | |
Washington State Housing Finance Commission (Rockwood Retirement Communities) Series 2014A 7.375%, 1/01/44(a) | | | 3,215 | | | | 3,671,626 | |
| | | | | | | | |
| | | | | | | 77,471,181 | |
| | | | | | | | |
West Virginia – 0.1% | |
West Virginia Hospital Finance Authority (West Virginia United Health System Obligated Group) Series 2013A 5.50%, 6/01/44 | | | 2,100 | | | | 2,337,594 | |
| | | | | | | | |
|
Wisconsin – 1.4% | |
University of Wisconsin Hospitals & Clinics Series 2013A 5.00%, 4/01/38 | | | 4,155 | | | | 4,559,448 | |
Wisconsin Health & Educational Facilities Authority (Aspirus, Inc. Obligated Group) Series 2017 5.00%, 8/15/52(k) | | | 20,345 | | | | 23,762,960 | |
Wisconsin Health & Educational Facilities Authority (Rogers Memorial Hospital, Inc. Obligated Group) 5.00%, 7/01/44 | | | 1,000 | | | | 1,146,890 | |
Wisconsin Public Finance Authority (Bancroft Neurohealth Obligated Group) Series 2016 5.125%, 6/01/48(a) | | | 3,335 | | | | 3,557,878 | |
| | |
| |
abfunds.com | | AB MUNICIPAL INCOME SHARES | 57 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Wisconsin Public Finance Authority (Celanese US Holdings LLC) Series 2016C 4.30%, 11/01/30 | | $ | 2,060 | | | $ | 2,247,357 | |
Series 2016D 4.05%, 11/01/30 | | | 720 | | | | 774,857 | |
Wisconsin Public Finance Authority (Gannon University) Series 2017 5.00%,5/01/42-5/01/47 | | | 2,650 | | | | 2,964,835 | |
Wisconsin Public Finance Authority (Mary’s Woods at Marylhurst, Inc.) Series 2017A 5.25%,5/15/37-5/15/47(a) | | | 3,225 | | | | 3,615,180 | |
Wisconsin Public Finance Authority (Maryland Proton Treatment Center LLC) Series2018A-1 6.25%, 1/01/38(a) | | | 2,685 | | | | 2,829,829 | |
6.375%, 1/01/48(a) | | | 11,270 | | | | 11,891,540 | |
Wisconsin Public Finance Authority (Pine Lake Preparatory, Inc.) Series 2015 5.25%, 3/01/35(a) | | | 1,550 | | | | 1,679,100 | |
Wisconsin Public Finance Authority (Rose Villa, Inc./OR) Series 2014A 5.75%, 11/15/44(a) | | | 1,000 | | | | 1,090,420 | |
Wisconsin Public Finance Authority (Seabury Retirement Community) Series 2015A 5.00%, 9/01/30(a) | | | 545 | | | | 593,091 | |
| | | | | | | | |
| | | | | | | 60,713,385 | |
| | | | | | | | |
Total Long-Term Municipal Bonds (cost $3,890,201,480) | | | | | | | 4,120,144,467 | |
| | | | | | | | |
| | |
Short-Term Municipal Notes – 0.5% | | | | | | | | |
Alaska – 0.5% | | | | | | | | |
Municipality of Anchorage AK 2.00%, 12/20/19 (cost $18,358,439) | | | 18,350 | | | | 18,372,570 | |
| | | | | | | | |
| | |
Total Municipal Obligations (cost $3,908,559,919) | | | | | | | 4,138,517,037 | |
| | | | | | | | |
| | |
| | Shares | | | | |
SHORT-TERM INVESTMENTS – 1.4% | | | | | | | | |
Investment Companies – 1.4% | | | | | | | | |
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 1.78%(l)(m)(n) (cost $58,157,898) | | | 58,157,898 | | | | 58,157,898 | |
| | | | | | | | |
| | |
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58 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Corporates -Non-Investment Grade – 0.0% | | | | | |
Texas Pellets, Inc./German Pellets Texas LLC 8.00%, 6/30/20(i)(o)(p) | | $ | 1,166 | | | $ | 1,165,981 | |
Series 2018 8.00%, 6/30/20(i)(o)(p) | | | 346 | | | | 346,389 | |
| | | | | | | | |
| | |
Total Corporates –Non-Investment Grade (cost $1,512,370) | | | | | | | 1,512,370 | |
| | | | | | | | |
| | |
Total Short-Term Investments (cost $59,670,268) | | | | | | | 59,670,268 | |
| | | | | | | | |
| | |
Total Investments – 100.2% (cost $3,968,230,187) | | | | | | | 4,198,187,305 | |
Other assets less liabilities – (0.2)% | | | | | | | (6,406,920 | ) |
| | | | | | | | |
| | |
Net Assets – 100.0% | | | | | | $ | 4,191,780,385 | |
| | | | | | | | |
CENTRALLY CLEARED INFLATION (CPI) SWAPS (see Note C)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Rate Type | | | | | | | | | | | | | |
Notional Amount (000) | | | Termination Date | | | Payments made by the Fund | | | Payments received by the Fund | | | Payment Frequency Paid/ Received | | | Market Value | | | Upfront Premiums Paid (Received) | | | Unrealized Appreciation/ (Depreciation) | |
USD | | | 437,230 | | | | 6/17/24 | | | | 1.760% | | | | CPI# | | | | Maturity | | | $ | (3,415,999 | ) | | $ | — | | | $ | (3,415,999 | ) |
USD | | | 256,170 | | | | 1/15/25 | | | | 1.671% | | | | CPI# | | | | Maturity | | | | (657,747 | ) | | | — | | | | (657,747 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | $ | (4,073,746 | ) | | $ | — | | | $ | (4,073,746 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
# | Variable interest rate based on the rate of inflation as determined by the Consumer Price Index (CPI). |
CENTRALLY CLEARED INTEREST RATE SWAPS (see Note C)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Rate Type | | | | | | | | | | | |
Notional Amount (000) | | | Termination Date | | | Payments made by the Fund | | Payments received by the Fund | | Payment Frequency Paid/ Received | | Market Value | | | Upfront Premiums Paid (Received) | | | Unrealized Appreciation/ (Depreciation) | |
USD | | | 514,490 | | | | 6/17/21 | | | 3 Month LIBOR | | 1.907% | | Quarterly/
Semi-Annual | | $ | 4,690,697 | | | $ | — | | | $ | 4,690,697 | |
USD | | | 105,000 | | | | 9/11/24 | | | 3 Month LIBOR | | 1.414% | | Quarterly/
Semi-Annual | | | (490,651 | ) | | | — | | | | (490,651 | ) |
USD | | | 250,000 | | | | 10/15/24 | | | 3 Month LIBOR | | 1.582% | | Quarterly/
Semi-Annual | | | 1,075,772 | | | | — | | | | 1,075,772 | |
USD | | | 160,600 | | | | 1/15/25 | | | 3 Month LIBOR | | 1.566% | | Quarterly/
Semi-Annual | | | 542,867 | | | | — | | | | 542,867 | |
USD | | | 115,000 | | | | 3/18/29 | | | 3 Month LIBOR | | 2.661% | | Quarterly/
Semi-Annual | | | 10,887,941 | | | | — | | | | 10,887,941 | |
USD | | | 39,125 | | | | 10/09/29 | | | 3 Month LIBOR | | 1.473% | | Quarterly/
Semi-Annual | | | (473,274 | ) | | | — | | | | (473,274 | ) |
| | |
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 59 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Rate Type | | | | | | | | | | | | | |
Notional Amount (000) | | | Termination Date | | | Payments made by the Fund | | | Payments received by the Fund | | | Payment Frequency Paid/ Received | | | Market Value | | | Upfront Premiums Paid (Received) | | | Unrealized Appreciation/ (Depreciation) | |
USD | | | 39,125 | | | | 10/09/29 | | |
| 3 Month LIBOR | | | | 1.470% | | |
| Quarterly/ Semi-Annual | | | $ | (484,259 | ) | | $ | — | | | $ | (484,259 | ) |
USD | | | 37,250 | | | | 4/16/49 | | |
| 3 Month LIBOR | | | | 2.746% | | |
| Quarterly/ Semi-Annual | | | | 8,414,966 | | | | — | | | | 8,414,966 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | $ | 24,164,059 | | | $ | — | | | $ | 24,164,059 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
INFLATION (CPI) SWAPS (see Note C)
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Rate Type | | | | | |
Swap Counterparty | | Notional Amount (000) | | | Termination Date | | | Payments made by the Fund | | Payments received by the Fund | | Payment Frequency Paid/ Received | | Unrealized Appreciation/ (Depreciation) | |
Barclays Bank PLC | | | USD | | | | 50,003 | | | | 9/20/20 | | | 2.263% | | CPI# | | Maturity | | $ | (663,660 | ) |
Barclays Bank PLC | | | USD | | | | 42,028 | | | | 10/15/20 | | | 2.208% | | CPI# | | Maturity | | | (501,494 | ) |
Barclays Bank PLC | | | USD | | | | 25,607 | | | | 10/15/20 | | | 2.210% | | CPI# | | Maturity | | | (306,844 | ) |
Citibank, NA | | | USD | | | | 30,570 | | | | 10/17/20 | | | 2.220% | | CPI# | | Maturity | | | (370,276 | ) |
JPMorgan Chase Bank, NA | | | USD | | | | 50,936 | | | | 8/30/20 | | | 2.210% | | CPI# | | Maturity | | | (636,679 | ) |
JPMorgan Chase Bank, NA | | | USD | | | | 666,890 | | | | 7/15/24 | | | 2.165% | | CPI# | | Maturity | | | (13,774,866 | ) |
| | | | | | | | | | | | | | | | | | | | | | |
| | $ | (16,253,819 | ) |
| | | | | | | | | | | | | | | | | | | | | | |
# | Variable interest rate based on the rate of inflation as determined by the Consumer Price Index (CPI). |
INTEREST RATE SWAPS (see Note C)
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Rate Type | | | | | |
Swap Counterparty | | Notional Amount (000) | | | Termination Date | | | Payments made by the Fund | | Payments received by the Fund | | Payment Frequency Paid/ Received | | Unrealized Appreciation/ (Depreciation) | |
Citibank, NA | | | USD | | | | 52,610 | | | | 10/09/29 | | | 1.120% | | SIFMA* | | Quarterly | | $ | 362,770 | |
Citibank, NA | | | USD | | | | 52,610 | | | | 10/09/29 | | | 1.125% | | SIFMA* | | Quarterly | | | 335,642 | |
| | | | | | | | | | | | | | | | | | | | | | |
| | $ | 698,412 | |
| | | | | | | | | | | | | | | | | | | | | | |
* | Variable interest rate based on the Securities Industry & Financial Markets Association (SIFMA) Municipal Swap Index. |
(a) | Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2019, the aggregate market value of these securities amounted to $409,083,037 or 9.8% of net assets. |
(b) | Non-income producing security. |
(d) | Restricted and illiquid security. |
| | |
| |
60 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | | | | | | | | | |
Restricted & Illiquid Securities | | Acquisition Date | | | Cost | | | Market Value | | | Percentage of Net Assets | |
California School Finance Authority (Tri-Valley Learning Corp.) Series 2012A
| | | | | | | | | | | | | | | | |
7.00%, 06/01/47 | | | 9/07/12 | | | $ | 449,235 | | | $ | 14,600 | | | | 0.00 | % |
Jefferson Parish Hospital Service District No. 2 Series 2011
| | | | | | | | | | | | | | | | |
6.375%, 07/01/41 | | | 9/04/14 | | | | 2,194,811 | | | | 2,177,201 | | | | 0.05 | % |
Louisiana Public Facilities Authority (Louisiana Pellets, Inc.) Series 2013B
| | | | | | | | | | | | | | | | |
10.50%, 07/01/39 | | | 11/22/13 | | | | 1,973,785 | | | | 27 | | | | 0.00 | % |
Louisiana Public Facilities Authority (Louisiana Pellets, Inc.) Series 2014A | | | | | | | | | | | | | | | | |
7.50%, 07/01/23 | | | 7/31/14 | | | | 868,862 | | | | 12 | | | | 0.00 | % |
Sanger Industrial Development Corp. (Texas Pellets, Inc.) Series 2012B | | | | | | | | | | | | | | | | |
8.00%, 07/01/38 | | | 5/08/13 | | | | 2,220,132 | | | | 545,000 | | | | 0.01 | % |
(e) | When-Issued or delayed delivery security. |
(f) | Security represents the underlying municipal obligation of an inverse floating rate obligation held by the Fund (see Note H). |
(g) | An auction rate security whose interest rate resets at each auction date. Auctions are typically held every week or month. The rate shown is as of October 31, 2019 and the aggregate market value of these securities amounted to $14,929,063 or 0.36% of net assets. |
(i) | Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities, which represent 0.31% of net assets as of October 31, 2019, are considered illiquid and restricted. Additional information regarding such securities follows: |
| | | | | | | | | | | | | | | | |
144A/Restricted & Illiquid Securities | | Acquisition Date | | | Cost | | | Market Value | | | Percentage of Net Assets | |
Kansas City Industrial Development Authority (Kingswood Senior Living Community) | | | | | | | | | | | | | | | | |
Series 2016 6.00%, 11/15/46 | | | 12/18/15 | | | $ | 2,933,112 | | | $ | 2,601,958 | | | | 0.06 | % |
Massachusetts Development Finance Agency (Zero Waste Solutions LLC) | | | | | | | | | | | | | | | | |
Series 2017 8.00%, 12/01/22 | | | 12/07/17 | | | | 9,282,932 | | | | 9,327,150 | | | | 0.22 | % |
Texas Pellets, Inc./German Pellets Texas LLC | | | | | | | | | | | | | | | | |
8.00%, 6/30/20 | | | 6/15/16-1/12/18 | | | | 1,165,981 | | | | 1,165,981 | | | | 0.03 | % |
| | |
| |
abfunds.com | | AB MUNICIPAL INCOME SHARES | 61 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | | | | | | | | | |
144A/Restricted & Illiquid Securities | | Acquisition Date | | | Cost | | | Market Value | | | Percentage of Net Assets | |
Texas Pellets, Inc./German Pellets Texas LLC | | | | | | | | | | | | | | | | |
Series 2018 8.00%, 6/30/20 | | | 11/30/18 | | | $ | 346,389 | | | $ | 346,389 | | | | 0.01 | % |
(j) | Floating Rate Security. Stated interest/floor/ceiling rate was in effect at October 31, 2019. |
(k) | Position, or a portion thereof, has been segregated to collateralize OTC derivatives outstanding. |
(l) | Affiliated investments. |
(m) | The rate shown represents the7-day yield as of period end. |
(n) | To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at(800) 227-4618. |
(o) | Security in which significant unobservable inputs (Level 3) were used in determining fair value. |
(p) | Fair valued by the Adviser. |
As of October 31, 2019, the Fund’s percentages of investments in municipal bonds that are insured and in insured municipal bonds that have beenpre-refunded or escrowed to maturity are 3.2% and 0.1%, respectively.
Glossary:
AGC – Assured Guaranty Corporation
AGM – Assured Guaranty Municipal
BAM – Build American Mutual
COP – Certificate of Participation
ETM – Escrowed to Maturity
GO – General Obligation
LIBOR – London Interbank Offered Rates
NATL – National Interstate Corporation
OSF – Order of St. Francis
SD – School District
XLCA – XL Capital Assurance Inc.
See notes to financial statements.
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62 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
STATEMENT OF ASSETS & LIABILITIES
October 31, 2019(unaudited)
| | | | |
Assets | | | | |
Investments in securities, at value | | | | |
Unaffiliated issuers (cost $3,910,072,289) | | $ | 4,140,029,407 | |
Affiliated issuers (cost $58,157,898) | | | 58,157,898 | |
Cash | | | 1,596,323 | |
Cash collateral due from broker | | | 42,615,791 | |
Interest receivable | | | 56,520,473 | |
Receivable for shares of beneficial interest sold | | | 13,172,623 | |
Receivable for variation margin on centrally cleared swaps | | | 5,531,872 | |
Receivable for investment securities sold | | | 869,250 | |
Unrealized appreciation on interest rate swaps | | | 698,412 | |
Affiliated dividends receivable | | | 45,283 | |
Receivable due from Adviser | | | 2,495 | |
| | | | |
Total assets | | | 4,319,239,827 | |
| | | | |
Liabilities | |
Payable for investment securities purchased | | | 92,699,655 | |
Unrealized depreciation on inflation swaps | | | 16,253,819 | |
Dividends payable | | | 12,635,850 | |
Payable for floating rate notes issued* | | | 3,510,000 | |
Cash collateral due to broker | | | 1,530,000 | |
Payable for shares of beneficial interest redeemed | | | 819,432 | |
Other liabilities | | | 10,686 | |
| | | | |
Total liabilities | | | 127,459,442 | |
| | | | |
Net Assets | | $ | 4,191,780,385 | |
| | | | |
Composition of Net Assets | |
Shares of beneficial interest, at par | | $ | 3,472 | |
Additionalpaid-in capital | | | 3,963,189,136 | |
Distributable earnings | | | 228,587,777 | |
| | | | |
| | $ | 4,191,780,385 | |
| | | | |
Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 347,187,856 common shares outstanding) | | $ | 12.07 | |
| | | | |
* | Represents short-term floating rate certificates issued by tender option bond trusts (see Note H). |
See notes to financial statements.
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STATEMENT OF OPERATIONS
Six Months Ended October 31, 2019(unaudited)
| | | | | | | | |
Investment Income | | | | | | | | |
Interest | | $ | 71,579,795 | | | | | |
Dividends—Affiliated issuers | | | 1,027,098 | | | | | |
Other income(a) | | | 45,567 | | | $ | 72,652,460 | |
| | | | | | | | |
Expenses | | | | | | | | |
Interest expense | | | 77,371 | | | | | |
| | | | | | | | |
Total expenses | | | | | | | 77,371 | |
| | | | | | | | |
Net investment income | | | | | | | 72,575,089 | |
| | | | | | | | |
Realized and Unrealized Gain (Loss) on Investment Transactions | | | | | | | | |
Net realized gain (loss) on: | | | | | | | | |
Investment transactions | | | | | | | 1,581,129 | |
Swaps | | | | | | | (4,327,063 | ) |
Net change in unrealized appreciation/depreciation of: | | | | | | | | |
Investments | | | | | | | 112,607,788 | |
Swaps | | | | | | | 5,977,177 | |
| | | | | | | | |
Net gain on investment transactions | | | | | | | 115,839,031 | |
| | | | | | | | |
Net Increase in Net Assets from Operations | | | | | | $ | 188,414,120 | |
| | | | | | | | |
(a) | Other income includes a reimbursement for investment in affiliated issuer (see Note B). |
See notes to financial statements.
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64 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
STATEMENT OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | |
Increase (Decrease) in Net Assets from Operations | | | | | | | | |
Net investment income | | $ | 72,575,089 | | | $ | 119,281,882 | |
Net realized loss on investment transactions | | | (2,745,934 | ) | | | (2,269,690 | ) |
Net change in unrealized appreciation/depreciation of investments | | | 118,584,965 | | | | 110,839,076 | |
| | | | | | | | |
Net increase in net assets from operations | | | 188,414,120 | | | | 227,851,268 | |
Distribution to Shareholders | | | (71,986,410 | ) | | | (121,039,748 | ) |
Transactions in Shares of Beneficial Interest | | | | | | | | |
Net increase | | | 565,777,445 | | | | 641,871,214 | |
| | | | | | | | |
Total increase | | | 682,205,155 | | | | 748,682,734 | |
Net Assets | | | | | | | | |
Beginning of period | | | 3,509,575,230 | | | | 2,760,892,496 | |
| | | | | | | | |
End of period | | $ | 4,191,780,385 | | | $ | 3,509,575,230 | |
| | | | | | | | |
See notes to financial statements.
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 65 |
STATEMENT OF CASH FLOWS
For the Six Months Ended October 31, 2019(unaudited)
| | | | | | | | |
Cash flows from operating activities | | | | | | | | |
Net increase in net assets from operations | | | | | | $ | 188,414,120 | |
Reconciliation of net increase in net assets from operations to net decrease in cash from operating activities | | | | | | | | |
Purchases of long-term investments | | $ | (888,969,212 | ) | | | | |
Purchases of short-term investments | | | (513,305,078 | ) | | | | |
Proceeds from disposition of long-term investments | | | 164,379,982 | | | | | |
Proceeds from disposition of short-term investments | | | 595,995,695 | | | | | |
Net realized loss on investment transactions | | | 2,745,934 | | | | | |
Net change in unrealized appreciation/depreciation on investment transactions | | | (118,584,965 | ) | | | | |
Net accretion of bond discount and amortization of bond premium | | | 12,551,516 | | | | | |
Decrease in receivable for investments sold | | | 6,028,407 | | | | | |
Increase in interest receivable | | | (9,598,055 | ) | | | | |
Decrease in affiliated dividends receivable | | | 224,038 | | | | | |
Decrease in receivable due from Adviser | | | 21,685 | | | | | |
Increase in cash collateral due from broker | | | (33,186,655 | ) | | | | |
Increase in payable for investments purchased | | | 81,310,430 | | | | | |
Increase in cash collateral due to broker | | | 1,530,000 | | | | | |
Increase in other liabilities | | | 1,321 | | | | | |
Payments on swaps, net | | | (1,408,910 | ) | | | | |
Proceeds for exchange-traded derivatives settlements | | | 10,400,796 | | | | | |
| | | | | | | | |
Total adjustments | | | | | | | (689,863,071 | ) |
| | | | | | | | |
Net cash provided by (used in) operating activities | | | | | | | (501,448,951 | ) |
Cash flows from financing activities | | | | | | | | |
Subscriptions in shares of beneficial interest, net | | | 573,391,781 | | | | | |
Cash dividends paid | | | (70,346,507 | ) | | | | |
| | | | | | | | |
Net cash provided by (used in) financing activities | | | | | | | 503,045,274 | |
| | | | | | | | |
Net increase in cash | | | | | | | 1,596,323 | |
Cash at beginning of period | | | | | | | — | |
| | | | | | | | |
Cash at end of period | | | | | | $ | 1,596,323 | |
| | | | | | | | |
Supplemental disclosure of cash flow information | | | | | | | | |
Interest expense paid during the period | | $ | 77,371 | | | | | |
In accordance with U.S. GAAP, the Fund has included a Statement of Cash Flows as a result of its significant investments in Level 3 securities throughout the period.
See notes to financial statements.
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66 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS
October 31, 2019(unaudited)
NOTE A
Significant Accounting Policies
AB Corporate Shares (the “Trust”) was organized as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts by an Agreement and Declaration of Trust dated January 26, 2004. The Trust is registered under the Investment Company Act of 1940, as anopen-end, diversified management investment company. The Trust operates as a “series” company currently offering four separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares and AB Impact Municipal Income Shares. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Municipal Income Shares (the “Fund”).
Shares of the Fund are offered exclusively to holders of accounts established underwrap-fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.
1. Security Valuation
Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).
In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in
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NOTES TO FINANCIAL STATEMENTS(continued)
accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Such factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.
Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded innon-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.
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68 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
2. Fair Value Measurements
In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.
| • | | Level 1—quoted prices in active markets for identical investments |
| • | | Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
| • | | Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
The fair value of debt instruments, such as bonds, andover-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3.
Other fixed income investments, includingnon-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate
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NOTES TO FINANCIAL STATEMENTS(continued)
issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.
The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of October 31, 2019:
| | | | | | | | | | | | | | | | |
Investments in Securities: | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Assets: | | | | | | | | | | | | | | | | |
Long-Term Municipal Bonds | | $ | – 0 | – | | $ | 4,120,144,467 | | | $ | – 0 | – | | $ | 4,120,144,467 | |
Short-Term Municipal Notes | | | – 0 | – | | | 18,372,570 | | | | – 0 | – | | | 18,372,570 | |
Short-Term Investments: | | | | | | | | | | | | | | | | |
Investment Companies | | | 58,157,898 | | | | – 0 | – | | | – 0 | – | | | 58,157,898 | |
Corporates –Non-Investment Grade | | | – 0 | – | | | – 0 | – | | | 1,512,370 | | | | 1,512,370 | |
Liabilities: | | | | | | | | | | | | | | | | |
Floating Rate Notes(a) | | | (3,510,000 | ) | | | – 0 | – | | | – 0 | – | | | (3,510,000 | ) |
| | | | | | | | | | | | | | | | |
Total Investments in Securities | | | 54,647,898 | | | | 4,138,517,037 | | | | 1,512,370 | | | | 4,194,677,305 | |
Other Financial Instruments(b): | | | | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | |
Centrally Cleared Interest Rate Swaps | | | – 0 | – | | | 25,612,243 | | | | – 0 | – | | | 25,612,243 | (c) |
Interest Rate Swaps | | | – 0 | – | | | 698,412 | | | | – 0 | – | | | 698,412 | |
Liabilities: | | | | | | | | | | | | | | | | |
Centrally Cleared Inflation (CPI) Swaps | | | – 0 | – | | | (4,073,746 | ) | | | – 0 | – | | | (4,073,746 | )(c) |
Centrally Cleared Interest Rate Swaps | | | – 0 | – | | | (1,448,184 | ) | | | – 0 | – | | | (1,448,184 | )(c) |
Inflation (CPI) Swaps | | | – 0 | – | | | (16,253,819 | ) | | | – 0 | – | | | (16,253,819 | ) |
| | | | | | | | | | | | | | | | |
Total | | $ | 54,647,898 | | | $ | 4,143,051,943 | | | $ | 1,512,370 | | | $ | 4,199,212,211 | + |
| | | | | | | | | | | | | | | | |
(a) | The Fund may hold liabilities in which the fair value approximates the carrying amount for financial statement purposes. |
(b) | Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions written which are valued at market value. |
(c) | Only variation margin receivable/(payable) at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value. |
+ | An amount of $462,035,461 for Long-Term Municipal Bonds was transferred out of Level 3 into Level 2 as improved transparency of price inputs received from pricing vendors has increased the observability during the reporting period. |
3. Taxes
It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of
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70 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.
In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.
4. Investment Income and Investment Transactions
Dividend income is recorded on theex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income.
5. Dividends and Distributions
Dividends and distributions to shareholders, if any, are recorded on theex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.
NOTE B
Advisory Fee and Other Transactions with Affiliates
Under the terms of the advisory agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts inwrap-fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The advisory agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 71 |
NOTES TO FINANCIAL STATEMENTS(continued)
The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.
AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.
The Fund may purchase securities from, or sell securities to, an affiliated fund provided the affiliation is due solely to having a common investment advisor, common officers, or common directors. For the year ended April 30, 2019, the purchase and sale transactions with an affiliated fund in compliance with Rule17a-7 under the 1940 Act were $657 and $661, respectively, with realized gain of $661.
The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2020. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to reimburse the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the six months ended October 31, 2019, such reimbursement amounted to $45,567.
A summary of the Fund’s transactions in AB mutual funds for the six months ended October 31, 2019 is as follows:
| | | | | | | | | | | | | | | | | | | | |
Fund | | Market Value 4/30/19 (000) | | | Purchases at Cost (000) | | | Sales Proceeds (000) | | | Market Value 10/31/19 (000) | | | Dividend Income (000) | |
Government Money Market Portfolio | | $ | 75,312 | | | $ | 503,051 | | | $ | 520,205 | | | $ | 58,158 | | | $ | 1,027 | |
During the second quarter of 2018, AXA S.A. (“AXA”), a French holding company for the AXA Group, a worldwide leader in life, property and casualty and health insurance and asset management, completed the sale of a minority stake in its subsidiary, AXA Equitable Holdings, Inc. (“AXA Equitable”), through an initial public offering. AXA Equitable is the holding company for a diverse group of financial services companies, including an
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72 | AB MUNICIPAL INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
approximately 65.3% economic interest in the Adviser and a 100% interest in AllianceBernstein Corporation, the general partner of the Adviser. Since the initial sale, AXA has completed additional offerings, most recently during the fourth quarter of 2019. As a result, AXA currently owns 10.1% of the outstanding shares of common stock of AXA Equitable and no longer owns a controlling interest in AXA Equitable. AXA previously announced its intention to sell its entire interest in AXA Equitable over time, subject to market conditions and other factors (the “Plan”). Most of AXA’s remaining AXA Equitable shares are to be delivered on redemption of AXA bonds mandatorily exchangeable into AXA Equitable shares and maturing in May 2021. AXA retains sole discretion to determine the timing of any future sales of its remaining shares of AXA Equitable common stock.
The latest transaction under the Plan, which occurred on November 13, 2019, resulted in the indirect transfer of a “controlling block” of voting securities of the Adviser (a “Change of Control Event”) and was deemed an “assignment” causing a termination of the Fund’s investment advisory agreement. In order to ensure that investment advisory services could continue uninterrupted in the event of a Change of Control Event, the Board previously approved a new investment advisory agreement with the Adviser. Shareholders of the Fund subsequently approved the new investment advisory agreement, which became effective on November 13, 2019.
NOTE C
Investment Transactions
Purchases and sales of investment securities (excluding short-term investments) for the six months ended October 31, 2019 were as follows:
| | | | | | | | |
| | Purchases | | | Sales | |
Investment securities (excluding U.S. government securities) | | $ | 888,969,212 | | | $ | 159,172,909 | |
U.S. government securities | | | – 0 | – | | | – 0 | – |
The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:
| | | | |
Gross unrealized appreciation | | $ | 264,187,469 | |
Gross unrealized depreciation | | | (29,695,445 | ) |
| | | | |
Net unrealized appreciation | | $ | 234,492,024 | |
| | | | |
1. Derivative Financial Instruments
The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.
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NOTES TO FINANCIAL STATEMENTS(continued)
The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:
The Fund may enter into swaps to hedge its exposure to interest rates or credit risk. A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.
Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received for OTC swaps are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.
Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with
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the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on aphased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.
At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less thannon-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. 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 time it was closed.
Interest Rate Swaps:
The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.
In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).
During the six months ended October 31, 2019, the Fund held interest rate swaps for hedging purposes.
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Inflation (CPI) Swaps:
Inflation swap agreements are contracts in which one party agrees to pay the cumulative percentage increase in a price index (the Consumer Price Index with respect to CPI swaps) over the term of the swap (with some lag on the inflation index), and the other pays a compounded fixed rate. Inflation swaps may be used to protect the net asset value, or NAV, of a Fund against an unexpected change in the rate of inflation measured by an inflation index since the value of these agreements is expected to increase if there are unexpected inflation increases.
During the six months ended October 31, 2019, the Fund held inflation (CPI) swaps for hedging purposes.
The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment(close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.
The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.
During the six months ended October 31, 2019, the Fund had entered into the following derivatives:
| | | | | | | | | | | | |
| | Asset Derivatives | | | Liability Derivatives | |
Derivative Type | | Statement of Assets and Liabilities Location | | Fair Value | | | Statement of Assets and Liabilities Location | | Fair Value | |
Interest rate contracts | | Receivable/ Payable for variation margin on centrally cleared swaps | | $ | 25,612,243 | * | | Receivable/ Payable for variation margin on centrally cleared swaps | | $ | 5,521,930 | * |
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| | | | | | | | | | | | | | |
| | Asset Derivatives | | | Liability Derivatives | |
Derivative Type | | Statement of Assets and Liabilities Location | | Fair Value | | | Statement of Assets and Liabilities Location | | | Fair Value | |
| | | | |
Interest rate contracts | | Unrealized appreciation on interest rate swaps | | $ | 698,412 | | | | | | | | | |
| | | | |
Interest rate contracts | | | | | | | |
| Unrealized depreciation on inflation swaps | | | $ | 16,253,819 | |
| | | | | | | | | | | | | | |
Total | | | | $ | 26,310,655 | | | | | | | $ | 21,775,749 | |
| | | | | | | | | | | | | | |
* | Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. |
| | | | | | | | | | |
Derivative Type | | Location of Gain or (Loss) on Derivatives Within Statement of Operations | | Realized Gain or (Loss) on Derivatives | | | Change in Unrealized Appreciation or (Depreciation) | |
Interest rate contracts | | Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps | | $ | (4,327,063 | ) | | $ | 5,977,177 | |
| | | | | | | | | | |
Total | | | | $ | (4,327,063 | ) | | $ | 5,977,177 | |
| | | | | | | | | | |
The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended October 31, 2019:
| | | | |
Interest Rate Swaps: | | | | |
Average notional amount | | $ | 105,220,000 | (a) |
Inflation Swaps: | | | | |
Average notional amount | | $ | 894,432,286 | |
Centrally Cleared Interest Rate Swaps: | | | | |
Average notional amount | | $ | 619,578,571 | |
Centrally Cleared Inflation Swaps: | | | | |
Average notional amount | | $ | 488,464,000 | (b) |
(a) | Positions were open for one month during the period. |
(b) | Positions were open for five months during the period. |
For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the statement of assets and liabilities.
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All OTC derivatives held at period end were subject to netting arrangements. The following table presents the Fund’s derivative assets and liabilities by OTC counterparty net of amounts available for offset under ISDA Master Agreements (“MA”) and net of the related collateral received/pledged by the Fund as of October 31, 2019. Exchange-traded derivatives and centrally cleared swaps are not subject to netting arrangements and as such are excluded from the table.
| | | | | | | | | | | | | | | | | | | | |
Counterparty | | Derivative Assets Subject to a MA | | | Derivatives Available for Offset | | | Cash Collateral Received* | | | Security Collateral Received* | | | Net Amount of Derivative Assets | |
Citibank, NA | | $ | 698,412 | | | $ | (370,276 | ) | | $ | (328,136 | ) | | $ | – 0 | – | | $ | – 0 | – |
| | | | | | | | | | | | | | | | | | | | |
Total | | $ | 698,412 | | | $ | (370,276 | ) | | $ | (328,136 | ) | | $ | – 0 | – | | $ | 0 | ^ |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
Counterparty | | Derivative Liabilities Subject to a MA | | | Derivatives Available for Offset | | | Cash Collateral Pledged* | | | Security Collateral Pledged* | | | Net Amount of Derivative Liabilities | |
Barclays Bank PLC | | $ | 1,471,998 | | | $ | – 0 | – | | $ | (1,471,998 | ) | | $ | – 0 | – | | $ | – 0 | – |
Citibank, NA | | | 370,276 | | | | (370,276 | ) | | | – 0 | – | | | – 0 | – | | | – 0 | – |
JPMorgan Chase Bank, NA | | | 14,411,545 | | | | – 0 | – | | | – 0 | – | | | (14,411,545 | ) | | | – 0 | – |
| | | | | | | | | | | | | | | | | | | | |
Total | | $ | 16,253,819 | | | $ | (370,276 | ) | | $ | (1,471,998 | ) | | $ | (14,411,545 | ) | | $ | 0 | ^ |
| | | | | | | | | | | | | | | | | | | | |
* | The actual collateral received/pledged may be more than the amount reported due to over-collateralization. |
^ | Net amount represents the net receivable/payable that would be due from/to the counterparty in the event of default or termination. The net amount from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same counterparty. |
NOTE D
Shares of Beneficial Interest
Transactions in shares of beneficial interest were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Shares | | | | | | Amount | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | | | | | | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | | | | |
| | | | | | | | |
Shares sold | | | 69,161,376 | | | | 117,096,573 | | | | | | | $ | 829,954,435 | | | $ | 1,333,456,463 | | | | | |
| | | | | |
Shares redeemed | | | (21,994,804 | ) | | | (60,999,172 | ) | | | | | | | (264,176,990 | ) | | | (691,585,249 | ) | | | | |
| | | | | |
Net increase | | | 47,166,572 | | | | 56,097,401 | | | | | | | $ | 565,777,445 | | | $ | 641,871,214 | | | | | |
| | | | | |
NOTE E
Risks Involved in Investing in the Fund
Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its
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NOTES TO FINANCIAL STATEMENTS(continued)
obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.
Municipal Market Risk—This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism and catastrophic natural disasters, such as hurricanes or earthquakes. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.
The Fund may invest in the municipal securities of Puerto Rico or other US territories and their governmental agencies and municipalities, which are exempt from federal, state, and, where applicable, local income taxes. These municipal securities may have more risks than those of other US issuers of municipal securities. Puerto Rico experienced a significant downturn during the recession. Puerto Rico’s downturn was particularly severe, and Puerto Rico continues to face a very challenging economic and fiscal environment. Municipal securities issued by Puerto Rico issuers have extremely low ratings by the credit rating organizations. More recently Puerto Rico has defaulted on its debt payments, and if the general economic situation in Puerto Rico persists, the volatility and credit quality of Puerto Rican municipal securities will continue to be adversely affected, and the market for such securities may experience continued volatility. In addition, Puerto Rico’s difficulties have resulted in increased volatility in portions of the broader municipal securities market from time to time, and this may recur in the future.
Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the U.S. federal income tax treatment of certain types of municipal securities.
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Tax Risk—There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the U.S. Government and the U.S. Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value, or NAV, could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting the tax exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.
Below Investment-Grade Securities Risk—Investments in fixed-income securities with lower ratings (“junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity and negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.
Interest Rate Risk—Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations.
Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.
Leverage Risk—To the extent the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.
Illiquid Investments Risk—Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to
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purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater illiquid investments risk than most other types of investments.
Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and subject to counterparty risk to a greater degree than more traditional investments. Derivatives may result in significant losses, including losses that are far greater than the value of the derivatives reflected on the statement of assets and liabilities.
LIBOR Risk—The Fund may invest in certain debt securities, derivatives or other financial instruments that utilize the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In July 2017, the United Kingdom Financial Conduct Authority, which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. Although financial regulators and industry working groups have suggested alternative reference rates, such as European Interbank Offer Rate (“EURIBOR”), Sterling Overnight Interbank Average Rate (“SONIA”) and Secured Overnight Financing Rate (“SOFR”), global consensus on alternative rates is lacking and the process for amending existing contracts or instruments to transition away from LIBOR remains unclear. The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect the Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, adversely affecting the Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. Because the usefulness of LIBOR as a benchmark could deteriorate during the transition period, these effects could occur prior to the end of 2021.
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Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.
NOTE F
Joint Credit Facility
A number ofopen-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with abnormal redemption activity. Commitment fees related to the Facility are paid by the Adviser. The Fund did not utilize the Facility during the six months ended October 31, 2019.
NOTE G
Distributions to Shareholders
The tax character of distributions to be paid for the year ending April 30, 2020 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended April 30, 2019 and April 30, 2018 were as follows:
| | | | | | | | |
| | 2019 | | | 2018 | |
Distributions paid from: | | | | | | | | |
Ordinary income | | $ | 2,482,625 | | | $ | 1,215,893 | |
| | | | | | | | |
Total taxable distributions | | | 2,482,625 | | | | 1,215,893 | |
Tax-exempt distributions | | | 118,557,123 | | | | 81,365,308 | |
| | | | | | | | |
Total distributions paid | | $ | 121,039,748 | | | $ | 82,581,201 | |
| | | | | | | | |
As of April 30, 2019, the components of accumulated earnings/(deficit) on a tax basis were as follows:
| | | | |
Undistributedtax-exempt income | | $ | 10,973,405 | |
Accumulated capital and other losses | | | (2,841,255 | )(a) |
Unrealized appreciation/(depreciation) | | | 115,651,426 | (b) |
| | | | |
Total accumulated earnings/(deficit) | | $ | 123,783,576 | (c) |
| | | | |
(a) | As of April 30, 2019, the Fund had a net capital loss carryforward of $2,841,255. |
(b) | The differences between book-basis andtax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax treatment of swaps, the tax deferral of losses on wash sales, and the tax treatment of tender option bonds. |
(c) | The differences between book-basis andtax-basis components of accumulated earnings/(deficit) are attributable primarily to the tax treatment of defaulted securities and dividends payable. |
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For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of April 30, 2019, the Fund had a net short-term capital loss carryforward of $1,311,125 and a net long-term capital loss carryforward of $1,530,130, which may be carried forward for an indefinite period.
NOTE H
Floating Rate Notes Issued in Connection with Securities Held
The Fund may engage in tender option bond (“TOB”) transactions in which the Fund transfers a fixed rate bond (“Fixed Rate Bond”) into a Special Purpose Vehicle (the “SPV”, which is generally organized as a trust). The Fund buys a residual interest in the assets and cash flows of the SPV, often referred to as an inverse floating rate obligation (“Inverse Floater”). The SPV also issues floating rate notes (“Floating Rate Notes”) which are sold to third parties. The Floating Rate Notes pay interest at rates that generally reset weekly and their holders have the option to tender their notes to a liquidity provider for redemption at par. The Inverse Floater held by the Fund gives the Fund the right (1) to cause the holders of the Floating Rate Notes to tender their notes at par, and (2) to have the trustee transfer the Fixed Rate Bond held by the SPV to the Fund, thereby collapsing the SPV. The SPV may also be collapsed in certain other circumstances. In accordance with U.S. GAAP requirements regarding accounting for transfers and servicing of financial assets and extinguishments of liabilities, the Fund accounts for the transaction described above as a secured borrowing by including the Fixed Rate Bond in its portfolio of investments and the Floating Rate Notes as a liability under the caption “Payable for floating rate notes issued” in its statement of assets and liabilities. Interest expense related to the Fund’s liability with respect to Floating Rate Notes is recorded as incurred. The interest expense is also included in the Fund’s expense ratio. At October 31, 2019, the amount of the Fund’s Floating Rate Notes outstanding was $3,510,000 and the related interest rate was 1.10% to 1.18%. For the six months ended October 31, 2019, the average amount of Floating Rate Notes outstanding and the daily weighted average interest rate were $3,510,000 and 2.23%, respectively.
The Fund may also purchase Inverse Floaters in the secondary market without first owning the underlying bond. Such an Inverse Floater is included in the Fund’s portfolio of investments but is not required to be treated as a secured borrowing and reflected in the Fund’s financial statements as a secured borrowing.
The final rules implementing section 619 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Volcker Rule”) were issued on
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December 10, 2013. The Volcker Rule precludes banking entities and their affiliates from (i) sponsoring residual interest bond programs, such as the Fund’s TOB transactions (as such programs were then previously or are presently structured), and (ii) continuing certain relationships with or certain services for residual interest bond programs. As a result, such residual interest bond trusts needed to be restructured or unwound. The effects of the Volcker Rule may make it more difficult for the Fund to maintain current or desired levels of leverage and may cause the Fund to incur additional expenses to maintain its leverage. Banking entities subject to the Volcker Rule were required to comply by July 21, 2015 for TOBs established after December 31, 2013, and by July 21, 2017 for TOBs established prior to December 31, 2013.
NOTE I
Recent Accounting Pronouncements
In March 2017, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU2017-08, Receivables—Nonrefundable Fees and Other Costs (Subtopic310-20), Premium Amortization on Purchased Callable Debt Securities which amends the amortization period for certain purchased callable debt securities held at a premium, shortening such period to the earliest call date. ASU2017-08 does not require any accounting change for debt securities held at a discount; the discount continues to be amortized to maturity. ASU2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Fund has adopted ASU2017-08, which did not have a material impact on the Fund’s financial position or the results of its operations, and had no impact on the Fund’s net assets.
NOTE J
Subsequent Events
Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.
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FINANCIAL HIGHLIGHTS
Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, | |
| 2019 | | | 2018 | | | 2017 | | | 2016 | | | 2015 | |
| | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | | $ 11.70 | | | | $ 11.32 | | | | $ 11.25 | | | | $ 11.59 | | | | $ 11.14 | | | | $ 10.64 | |
| | | | |
Income From Investment Operations | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net investment income(a) | | | .22 | | | | .45 | | | | .44 | | | | .44 | | | | .48 | | | | .51 | |
| | | | | | |
Net realized and unrealized gain (loss) on investment transactions | | | .37 | | | | .38 | | | | .07 | | | | (.34 | ) | | | .46 | | | | .51 | |
| | | | |
Net increase in net asset value from operations | | | .59 | | | | .83 | | | | .51 | | | | .10 | | | | .94 | | | | 1.02 | |
| | | | |
Less: Dividends | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Dividends from net investment income | | | (.22 | ) | | | (.45 | ) | | | (.44 | ) | | | (.44 | ) | | | (.49 | ) | | | (.52 | ) |
| | | | |
Net asset value, end of period | | | $ 12.07 | | | | $ 11.70 | | | | $ 11.32 | | | | $ 11.25 | | | | $ 11.59 | | | | $ 11.14 | |
| | | | |
| | | | | | |
Total Return | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Total investment return based on net asset value(b) | | | 5.09 | % | | | 7.53 | % | | | 4.55 | % | | | .87 | % | | | 8.69 | % | | | 9.73 | % |
| | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
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Net assets, end of period (000’s omitted) | | | $4,191,780 | | | | $3,509,575 | | | | $2,760,892 | | | | $1,667,126 | | | | $1,112,540 | | | | $634,667 | |
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Ratio to average net assets of: | | | | | | | | | | | | | | | | | | | | | | | | |
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Expenses(c) | | | .00 | %(d)^ | | | .01 | % | | | .01 | % | | | .00 | %(d) | | | .01 | % | | | .01 | % |
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Net investment income | | | 3.72 | %^ | | | 3.91 | % | | | 3.82 | % | | | 3.85 | % | | | 4.25 | % | | | 4.62 | % |
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Portfolio turnover rate | | | 4 | % | | | 14 | % | | | 19 | % | | | 23 | % | | | 8 | % | | | 10 | % |
(a) | Based on average shares outstanding. |
(b) | Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized. |
(c) | The expense ratios, excluding interest expense are .00%, .00%, .00%, .00%, .00% and .00%, respectively. |
(d) | Amount is less than .005%. |
See notes to financial statements.
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BOARD OF TRUSTEES
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Marshall C. Turner, Jr.(1),Chairman Michael J. Downey(1) Nancy P. Jacklin(1) Robert M. Keith,President and Chief Executive Officer | | Carol C. McMullen(1) Garry L. Moody(1) Earl D. Weiner(1) |
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OFFICERS
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R.B. “Guy” Davidson III(2),Vice President Terrance T. Hults(2),Vice President Matthew J. Norton(2),Vice President Emilie D. Wrapp,Secretary | | Michael B. Reyes,Senior Analyst Joseph J. Mantineo,Treasurer and Chief Financial Officer Phyllis J. Clarke,Controller Vincent S. Noto,Chief Compliance Officer |
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Custodian and Accounting Agent State Street Bank and Trust Company State Street Corporation CCB/5 1 Iron Street Boston, MA 02210 Principal Underwriter AllianceBernstein Investments, Inc. 1345 Avenue of the Americas New York, NY 10105 Transfer Agent AllianceBernstein Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278-6003 Toll-Free(800) 221-5672 | | Legal Counsel Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004 Independent Registered Public Accounting Firm Ernst & Young LLP
5 Times Square
New York, NY 10036 |
1 | Member of the Audit Committee, the Governance and Nominating Committee, and the Independent Directors Committee. |
2 | The day-to-day management of, and investment decisions for, the Trust’s Portfolio are made by the Municipal Bond Investment Team. Messrs. Davidson, Hults and Norton are the investment professionals primarily responsible for the day-to-day management of the Trust’s Portfolio. |
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Information Regarding the Review and Approval of the Fund’s Advisory Agreement
The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Municipal Income Shares (the “Fund”) at a meeting held onNovember 6-8, 2018 (the “Meeting”).
Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including materials from an outside consultant, who acted as their independent fee consultant, and comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.
The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of theopen-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.
The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund.
The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of
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abfunds.com | | AB MUNICIPAL INCOME SHARES | 87 |
the advisory fee. The directors did not identify any particular information that wasall-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:
Nature, Extent and Quality of Services Provided
The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.
Costs of Services Provided and Profitability
The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2016 and 2017 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant retained by the Fund’s former Senior Officer/Independent Compliance Officer. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund in the periods reviewed was not unreasonable.
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Fall-Out Benefits
The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund. The directors noted that the Adviser is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.
Investment Results
In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.
At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the1-,3- and5-year periods ended July 31, 2018 and (in the case of comparisons with the broad-based securities market index) for the period from inception. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.
Advisory Fees
The directors considered the advisory fee rate payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider showing the fees payable by other fund families used in wrap fee programs similar to that of the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees payable by other funds.
The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser is indirectly compensated by the Sponsors for its services to the Fund. The directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee arrangements with the Sponsors vary, the directors acknowledged the Adviser’s view that a portion of such fees (less the expenses of the Fund
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paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different fee rates, the rate of fee attributable to Fund management at the Fund level is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.
The Adviser informed the directors that there were no institutional products managed by the Adviser that have a substantially similar investment style as the Fund.
The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.
Economies of Scale
The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.
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This page is not part of the Shareholder Report or the Financial Statements.
AB FAMILY OF FUNDS
US EQUITY
US CORE
Core Opportunities Fund
FlexFee™ US Thematic Portfolio
Select US Equity Portfolio
US GROWTH
Concentrated Growth Fund
Discovery Growth Fund
FlexFee™ Large Cap Growth Portfolio
Growth Fund
Large Cap Growth Fund
Small Cap Growth Portfolio
US VALUE
Discovery Value Fund
Equity Income Fund
Relative Value Fund
Small Cap Value Portfolio
Value Fund
INTERNATIONAL/ GLOBAL EQUITY
INTERNATIONAL/ GLOBAL CORE
FlexFee™ International Strategic Core Portfolio
Global Core Equity Portfolio
International Portfolio
International Strategic Core Portfolio
Sustainable Global Thematic Fund
Tax-Managed International Portfolio
Tax-Managed Wealth Appreciation Strategy
Wealth Appreciation Strategy
INTERNATIONAL/ GLOBAL GROWTH
Concentrated International Growth Portfolio
FlexFee™ Emerging Markets Growth Portfolio
INTERNATIONAL/ GLOBAL EQUITY(continued)
Sustainable International Thematic Fund
INTERNATIONAL/ GLOBAL VALUE
All China Equity Portfolio
International Value Fund
FIXED INCOME
MUNICIPAL
High Income Municipal Portfolio
Intermediate California Municipal Portfolio
Intermediate Diversified Municipal Portfolio
Intermediate New York Municipal Portfolio
Municipal Bond Inflation Strategy
Tax-Aware Fixed Income Portfolio
National Portfolio
Arizona Portfolio
California Portfolio
Massachusetts Portfolio
Minnesota Portfolio
New Jersey Portfolio
New York Portfolio
Ohio Portfolio
Pennsylvania Portfolio
Virginia Portfolio
TAXABLE
Bond Inflation Strategy
FlexFee™ High Yield Portfolio
FlexFee™ International Bond Portfolio
Global Bond Fund
High Income Fund
Income Fund
Intermediate Duration Portfolio
Limited Duration High Income Portfolio
Short Duration Portfolio
Total Return Bond Portfolio1
ALTERNATIVES
All Market Real Return Portfolio
Global Real Estate Investment Fund
Select US Long/Short Portfolio
Unconstrained Bond Fund
MULTI-ASSET
All Market Income Portfolio
All Market Total Return Portfolio
Conservative Wealth Strategy
Emerging Markets Multi-Asset Portfolio
Global Risk Allocation Fund
Tax-Managed All Market Income Portfolio
TARGET-DATE
Multi-Manager Select Retirement Allocation Fund
Multi-Manager Select 2010 Fund
Multi-Manager Select 2015 Fund
Multi-Manager Select 2020 Fund
Multi-Manager Select 2025 Fund
Multi-Manager Select 2030 Fund
Multi-Manager Select 2035 Fund
Multi-Manager Select 2040 Fund
Multi-Manager Select 2045 Fund
Multi-Manager Select 2050 Fund
Multi-Manager Select 2055 Fund
Multi-Manager Select 2060 Fund
CLOSED-END FUNDS
AllianceBernstein Global High Income Fund
AllianceBernstein National Municipal Income Fund
We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.
1 | Prior to July 12, 2019, Total Return Bond Portfolio was named Intermediate Bond Portfolio. |
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NOTES
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AB MUNICIPAL INCOME SHARES
1345 Avenue of the Americas
New York, NY 10105
800 221 5672
MIS-0152-1019 
OCT 10.31.19

SEMI-ANNUAL REPORT
AB TAXABLE MULTI-SECTOR INCOME SHARES

Beginning January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically at any time by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by calling the Fund at (800) 221 5672.
You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you Invest directly, to all AB Mutual Funds you hold.
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Investment Products Offered | | • Are Not FDIC Insured• May Lose Value• Are Not Bank Guaranteed |
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.
This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.
You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.
The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-PORT may also be reviewed and copied at the Commission’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC 0330. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.
AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.
The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.
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FROM THE PRESIDENT | |  |
Dear Shareholder,
We are pleased to provide this report for AB Taxable Multi-Sector Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.
As always, AB strives to keep clients ahead of what’s next by:
+ | | Transforming uncommon insights into uncommon knowledge with a global research scope |
+ | | Navigating markets with seasoned investment experience and sophisticated solutions |
+ | | Providing thoughtful investment insights and actionable ideas |
Whether you’re an individual investor or a multi-billion-dollar institution, we put knowledge and experience to work for you.
AB’s global research organization connects and collaborates across platforms and teams to deliver impactful insights and innovative products. Better insights lead to better opportunities—anywhere in the world.
For additional information about AB’s range of products and shareholder resources, please log on to www.abfunds.com.
Thank you for your investment in the AB Mutual Funds.
Sincerely,

Robert M. Keith
President and Chief Executive Officer, AB Mutual Funds
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 1 |
SEMI-ANNUAL REPORT
December 11, 2019
This report provides management’s discussion of fund performance for AB Taxable Multi-Sector Income Shares for the semi-annual reporting period ended October 31, 2019. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.
The Fund’s investment objective is to generate income and price appreciation.
NAV RETURNS AS OF OCTOBER 31, 2019(unaudited)
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| | 6 Months | | | 12 Months | |
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AB TAXABLE MULTI-SECTOR INCOME SHARES | | | 2.72% | | | | 5.56% | |
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Bloomberg Barclays US Aggregate ex Government Bond Index | | | 5.65% | | | | 11.86% | |
INVESTMENT RESULTS
The table above shows the Fund’s performance compared to its benchmark, the Bloomberg Barclays US Aggregate ex Government Bond Index, for thesix- and12-month periods ended October 31, 2019.
During thesix-month period, the Fund underperformed the benchmark. The Fund’s shorter-than-benchmark duration detracted, relative to the benchmark, as yields fell across the curve during the period. Yield-curve positioning detracted as well, as gains from an overweight to the short end of the curve were more than offset by negative returns from underweight positioning along the intermediate and long portions of the curve. Security selection also detracted, primarily from consumernon-cyclicals. Industry allocation contributed, helped most by a lack of exposure to agency mortgage-backed securities.
During the12-month period, the Fund underperformed the benchmark. The Fund’s shorter-than-benchmark duration detracted, as yields fell almost across the entire spectrum in the period. Yield-curve positioning also detracted as rates fell, particularly underweights along the five- to30-year portions of the yield curve. Security selection also detracted, primarily within consumernon-cyclicals. Industry allocation added to returns, helped most by a lack of exposure to agency mortgage-backed securities and gains in banking.
The Fund utilized derivatives in the form of interest rate swaps for hedging purposes and credit default swaps for investment purposes, which had an immaterial impact on absolute returns during both periods.
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MARKET REVIEW AND INVESTMENT STRATEGY
Fixed-income markets performed strongly over thesix-month period ended October 31, 2019. The US Federal Reserve lowered interest rates three times, in reaction to slowing global growth, declining manufacturing output and faltering business confidence from the ongoingUS-China trade conflict. The European Central Bank followed suit in September by cutting rates to a record low and announcing the resumption of quantitative easing. The Reserve Bank of Australia cut interest rates three times to a new low while the Bank of Japan issued guidance for low interest rates well into 2020. The Bank of Canada maintained interest rates, as the country’s overall economy remained in balance. Central bankers in numerous other developed and emerging markets also lowered interest rates and signaled further monetary easing and potential fiscal stimulus measures to boost faltering demand. Inflation remains below target in most developed countries and is falling in emerging markets.
Long-dated developed-market treasury securities and emerging-market sovereign debt were strong performers given their interest-rate sensitivity. Investment-grade corporate bond returns were also robust, and spreads remained near historical lows, outperforming high-yield bonds. At the end of the period, positive signs emerged of a partialUS-China trade agreement and an increased likelihood of the UK leaving the European Union at the end of January 2020 with a negotiated deal. The US dollar remained strong as a safe haven during a period of increased global growth uncertainty, but weakened in October against most developed- and emerging-market currencies.
The Fund’s Senior Investment Management Team (the “Team”) continues to seek attractively priced securities throughtop-down andbottom-up research, while mitigating overall risk. The Team invests primarily in single-sector, investment-grade issues of global corporates, but has leeway to invest in below investment-grade bonds as well.
INVESTMENT POLICIES
The Fund invests, under normal circumstances, at least 80% of its net assets in fixed-income securities. The Fund may invest in a broad range of securities in both developed and emerging markets. The Fund may invest across all fixed-income sectors, including corporate and US andnon-US government securities. The Fund may invest up to 50% of its assets in below investment-grade bonds (“junk bonds”). The Fund expects to invest in readily marketable fixed-income securities with a range of maturities from short- to long-term.
The Fund may invest without limit in US dollar-denominated foreign fixed-income securities and may invest up to 50% of its assets in
(continued on next page)
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non-US dollar-denominated foreign fixed-income securities. These investments may include, in each case, developed- and emerging-market debt securities.
The Adviser selects securities for purchase or sale based on its assessment of the securities’ risk and return characteristics as well as the securities’ impact on the overall risk and return characteristics of the Fund. In making this assessment, the Adviser takes into account various factors, including the credit quality and sensitivity to interest rates of the securities under consideration and of the Fund’s other holdings.
The Fund may also invest in mortgage-related and other asset-backed securities, loan participations, inflation-indexed securities, structured securities, variable, floating, and inverse floating-rate instruments and preferred stock, and may use other investment techniques. The Fund may use leverage for investment purposes. The Fund intends, among other things, to enter into transactions such as reverse repurchase agreements, forward contracts and dollar rolls. The Fund may invest, without limit, in derivatives, such as options, futures contracts, forwards or swap agreements.
Currencies can have a dramatic effect on returns ofnon-US dollar-denominated fixed-income securities, significantly adding to returns in some years and greatly diminishing them in others. The Adviser evaluates currency and fixed-income positions separately and may seek to hedge the currency exposure resulting from the Fund’s fixed-income securities positions when it finds the currency exposure unattractive. To hedge a portion of its currency risk, the Fund may from time to time invest in currency-related derivatives, including forward currency exchange contracts, futures contracts, options on futures contracts, swaps and options. The Adviser may also seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives.
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DISCLOSURES AND RISKS
Benchmark Disclosure
The Bloomberg Barclays US Aggregate ex Government Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund.The Bloomberg Barclays US Aggregate ex Government Bond Index represents the performance of securities within the US investment-grade fixed-rate bond market, with index components for corporate securities, mortgage pass-through securities, asset-backed securities and commercial mortgage-backed securities. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.
A Word About Risk
Market Risk: The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events that affect large portions of the market.
Credit Risk:An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security.
Interest-Rate Risk:Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations.
Below Investment-Grade Securities Risk:Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest-rate sensitivity, negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.
Inflation Risk:This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.
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DISCLOSURES AND RISKS(continued)
Foreign(Non-US) Risk:Investments in securities ofnon-US issuers may involve more risk than those of US issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.
Emerging-Market Risk:Investments in emerging-market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.
Currency Risk:Fluctuations in currency exchange risk may negatively affect the value of the Fund’s investments or reduce its returns.
Mortgage-Related and/or Other Asset-Backed Securities Risk:Investments in mortgage-related and other asset-backed securities are subject to certain additional risks. The value of these securities may be particularly sensitive to changes in interest rates. These risks include “extension risk”, which is the risk that, in periods of rising interest rates, issuers may delay the payment of principal, and “prepayment risk”, which is the risk that in periods of falling interest rates, issuers may pay principal sooner than expected, exposing the Fund to a lower rate of return upon reinvestment of principal. Mortgage-backed securities offered by nongovernmental issuers and other asset-backed securities may be subject to other risks, such as higher rates of default in the mortgages or assets backing the securities or risks associated with the nature and servicing of mortgages or assets backing the securities.
Derivatives Risk:Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especiallyover-the-counter derivatives, are also subject to counterparty risk.
Leverage Risk:To the extent the Fund uses leveraging techniques, its net asset value (“NAV”) may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.
Management Risk:The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results.
These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.
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DISCLOSURES AND RISKS(continued)
An Important Note About Historical Performance
The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recentmonth-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance assumes reinvestment of distributions and does not account for taxes.
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 7 |
HISTORICAL PERFORMANCE
AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2019(unaudited)
| | | | |
| |
| | NAV Returns | |
| |
1 Year | | | 5.56% | |
| |
5 Years | | | 2.17% | |
| |
Since Inception1 | | | 2.44% | |
AVERAGE ANNUAL RETURNS
AS OF THE MOST RECENT CALENDARQUARTER-END
SEPTEMBER 30, 2019(unaudited)
| | | | |
| |
| | NAV Returns | |
| |
1 Year | | | 5.25% | |
| |
5 Years | | | 2.13% | |
| |
Since Inception1 | | | 2.42% | |
The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.00% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses, except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.
1 | Inception date: 9/15/2010. |
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8 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
EXPENSE EXAMPLE
(unaudited)
As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.
Actual Expenses
The table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
| | | | | | | | | | | | | | | | |
| | Beginning Account Value May 1, 2019 | | | Ending Account Value October 31, 2019 | | | Expenses Paid During Period* | | | Annualized Expense Ratio* | |
Actual | | $ | 1,000 | | | $ | 1,027.20 | | | $ | – 0 | – | | | 0.00 | % |
Hypothetical** | | $ | 1,000 | | | $ | 1,025.14 | | | $ | – 0 | – | | | 0.00 | % |
* | Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates. |
** | Assumes 5% annual return before expenses. |
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 9 |
PORTFOLIO SUMMARY
October 31, 2019(unaudited)
PORTFOLIO STATISTICS
Net Assets ($mil): $247.5

1 | All data are as of October 31, 2019. The Fund’s security type breakdown is expressed as a percentage of total investments and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). |
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10 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS
October 31, 2019(unaudited)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
CORPORATES – INVESTMENT GRADE – 83.6% | | | | | | | | |
Industrial – 50.6% | | | | | | | | |
Basic – 3.1% | | | | | | | | |
Dow Chemical Co. (The) 3.00%, 11/15/22 | | $ | 2,110 | | | $ | 2,160,893 | |
DuPont de Nemours, Inc. 3.766%, 11/15/20 | | | 1,550 | | | | 1,578,629 | |
Glencore Finance Canada Ltd. 4.95%, 11/15/21(a) | | | 505 | | | | 529,381 | |
Glencore Funding LLC 3.00%, 10/27/22(a) | | | 225 | | | | 227,660 | |
Packaging Corp. of America 2.45%, 12/15/20 | | | 1,010 | | | | 1,013,525 | |
PPG Industries, Inc. 3.60%, 11/15/20 | | | 2,000 | | | | 2,032,200 | |
| | | | | | | | |
| | | | | | | 7,542,288 | |
| | | | | | | | |
Capital Goods – 5.9% | |
Boeing Co. (The) 2.70%, 5/01/22 | | | 1,150 | | | | 1,168,504 | |
2.80%, 3/01/23 | | | 800 | | | | 818,128 | |
Caterpillar Financial Services Corp. 1.90%, 9/06/22 | | | 700 | | | | 700,126 | |
2.95%, 2/26/22 | | | 1,150 | | | | 1,178,520 | |
CNH Industrial Capital LLC 4.375%, 11/06/20 | | | 1,900 | | | | 1,940,261 | |
General Dynamics Corp. 3.00%, 5/11/21 | | | 1,000 | | | | 1,018,220 | |
General Electric Co. Series G 3.15%, 9/07/22 | | | 1,100 | | | | 1,120,834 | |
Ingersoll-Rand Global Holding Co., Ltd. 2.90%, 2/21/21 | | | 1,015 | | | | 1,024,764 | |
John Deere Capital Corp. 1.95%, 6/13/22 | | | 636 | | | | 637,851 | |
2.30%, 6/07/21 | | | 1,100 | | | | 1,108,316 | |
Northrop Grumman Corp. 2.08%, 10/15/20 | | | 1,000 | | | | 1,001,300 | |
United Technologies Corp. 1.50%, 11/01/19 | | | 525 | | | | 525,000 | |
4.50%, 4/15/20 | | | 300 | | | | 303,300 | |
Waste Management, Inc. 2.90%, 9/15/22 | | | 2,000 | | | | 2,056,580 | |
| | | | | | | | |
| | | | | | | 14,601,704 | |
| | | | | | | | |
| | |
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 11 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Communications - Media – 5.2% | | | | | | | | |
CBS Corp. 2.90%, 6/01/23 | | $ | 1,450 | | | $ | 1,478,174 | |
3.375%, 3/01/22 | | | 1,100 | | | | 1,126,928 | |
Charter Communications Operating LLC/Charter Communications Operating Capital 4.464%, 7/23/22 | | | 1,750 | | | | 1,839,425 | |
Comcast Corp. 1.625%, 1/15/22 | | | 1,200 | | | | 1,198,944 | |
3.125%, 7/15/22 | | | 1,365 | | | | 1,414,604 | |
Discovery Communications LLC 3.45%, 3/15/25 | | | 1,000 | | | | 1,035,060 | |
Omnicom Group, Inc./Omnicom Capital, Inc. 3.625%, 5/01/22 | | | 1,000 | | | | 1,036,020 | |
Time Warner Cable LLC 4.00%, 9/01/21 | | | 5 | | | | 5,126 | |
Viacom, Inc. 4.25%, 9/01/23 | | | 1,000 | | | | 1,062,830 | |
Walt Disney Co. (The) 2.362% (LIBOR 3 Month + 0.25%), 9/01/21(b) | | | 725 | | | | 726,834 | |
3.00%, 9/15/22(a) | | | 1,800 | | | | 1,860,228 | |
4.50%, 2/15/21(a) | | | 105 | | | | 108,538 | |
| | | | | | | | |
| | | | | | | 12,892,711 | |
| | | | | | | | |
Communications - Telecommunications – 1.9% | | | | | | | | |
AT&T, Inc. 3.312% (LIBOR 3 Month + 1.18%), 6/12/24(b) | | | 610 | | | | 620,394 | |
3.80%, 3/15/22 | | | 515 | | | | 535,924 | |
Crown Castle International Corp. 2.25%, 9/01/21 | | | 1,375 | | | | 1,378,809 | |
Telefonica Emisiones SA 5.462%, 2/16/21 | | | 45 | | | | 46,931 | |
Verizon Communications, Inc. 2.45%, 11/01/22 | | | 1,975 | | | | 2,003,302 | |
3.45%, 3/15/21 | | | 200 | | | | 204,286 | |
| | | | | | | | |
| | | | | | | 4,789,646 | |
| | | | | | | | |
Consumer Cyclical - Automotive – 2.4% | | | | | | | | |
BMW Finance NV 2.25%, 8/12/22(a) | | | 675 | | | | 677,734 | |
BMW US Capital LLC 3.40%, 8/13/21(a) | | | 1,065 | | | | 1,091,891 | |
Daimler Finance North America LLC 2.45%, 5/18/20(a) | | | 1,000 | | | | 1,002,660 | |
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12 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Ford Motor Credit Co. LLC 2.425%, 6/12/20 | | $ | 400 | | | $ | 399,608 | |
3.336%, 3/18/21 | | | 325 | | | | 326,950 | |
General Motors Co. 3.009% (LIBOR 3 Month + 0.80%), 8/07/20(b) | | | 125 | | | | 125,207 | |
General Motors Financial Co., Inc. 2.45%, 11/06/20 | | | 220 | | | | 220,117 | |
3.15%, 1/15/20 | | | 100 | | | | 100,165 | |
Harley-Davidson Financial Services, Inc. 3.55%, 5/21/21(a) | | | 1,025 | | | | 1,042,650 | |
Nissan Motor Acceptance Corp. 2.15%, 9/28/20(a) | | | 455 | | | | 454,641 | |
Toyota Motor Credit Corp. Series G 2.20%, 1/10/20 | | | 500 | | | | 500,210 | |
| | | | | | | | |
| | | | | | | 5,941,833 | |
| | | | | | | | |
Consumer Cyclical - Other – 1.3% | | | | | | | | |
DR Horton, Inc. 2.55%, 12/01/20 | | | 1,000 | | | | 1,003,530 | |
Marriott International, Inc./MD 2.30%, 1/15/22 | | | 1,115 | | | | 1,122,470 | |
Series Y 2.738% (LIBOR 3 Month + 0.60%), 12/01/20(b) | | | 1,110 | | | | 1,113,619 | |
| | | | | | | | |
| | | | | | | 3,239,619 | |
| | | | | | | | |
Consumer Cyclical - Restaurants – 0.7% | | | | | | | | |
Starbucks Corp. 2.10%, 2/04/21 | | | 100 | | | | 100,254 | |
2.20%, 11/22/20 | | | 477 | | | | 478,498 | |
2.70%, 6/15/22 | | | 1,025 | | | | 1,044,823 | |
| | | | | | | | |
| | | | | | | 1,623,575 | |
| | | | | | | | |
Consumer Cyclical - Retailers – 0.4% | | | | | | | | |
Walmart, Inc. 3.125%, 6/23/21 | | | 1,015 | | | | 1,038,315 | |
| | | | | | | | |
| | |
ConsumerNon-Cyclical – 13.2% | | | | | | | | |
Abbott Laboratories 2.90%, 11/30/21 | | | 2,000 | | | | 2,040,280 | |
AbbVie, Inc. 2.30%, 5/14/21 | | | 650 | | | | 652,892 | |
2.50%, 5/14/20 | | | 17 | | | | 17,026 | |
3.375%, 11/14/21 | | | 1,000 | | | | 1,025,880 | |
Allergan Funding SCS 3.00%, 3/12/20 | | | 610 | | | | 611,360 | |
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 13 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Altria Group, Inc. 2.625%, 1/14/20 | | $ | 120 | | | $ | 120,066 | |
2.85%, 8/09/22 | | | 400 | | | | 405,932 | |
4.75%, 5/05/21 | | | 1,000 | | | | 1,038,770 | |
AmerisourceBergen Corp. 3.50%, 11/15/21 | | | 1,550 | | | | 1,587,355 | |
Archer-Daniels-Midland Co. 3.375%, 3/15/22 | | | 1,110 | | | | 1,144,632 | |
Baxalta, Inc. 3.60%, 6/23/22 | | | 23 | | | | 23,496 | |
Becton Dickinson and Co. 2.675%, 12/15/19 | | | 209 | | | | 209,061 | |
Biogen, Inc. 3.625%, 9/15/22 | | | 54 | | | | 56,421 | |
Bristol-Myers Squibb Co. 2.60%, 5/16/22(a) | | | 600 | | | | 611,130 | |
Bunge Ltd. Finance Corp. 3.50%, 11/24/20 | | | 1,375 | | | | 1,390,317 | |
Cardinal Health, Inc. 2.616%, 6/15/22 | | | 1,750 | | | | 1,771,192 | |
Celgene Corp. 2.25%, 8/15/21 | | | 700 | | | | 701,967 | |
2.875%, 2/19/21 | | | 480 | | | | 484,699 | |
Cigna Corp. 3.40%, 9/17/21 | | | 1,615 | | | | 1,654,681 | |
4.75%, 11/15/21(a) | | | 300 | | | | 315,303 | |
CommonSpirit Health 2.76%, 10/01/24 | | | 1,000 | | | | 1,016,270 | |
Conagra Brands, Inc. 2.512% (LIBOR 3 Month + 0.50%), 10/09/20(b) | | | 1,000 | | | | 1,000,710 | |
Constellation Brands, Inc. 2.00%, 11/07/19 | | | 1,055 | | | | 1,054,968 | |
CVS Health Corp. 2.125%, 6/01/21 | | | 400 | | | | 400,676 | |
2.75%, 12/01/22 | | | 500 | | | | 508,300 | |
3.35%, 3/09/21 | | | 400 | | | | 407,328 | |
3.70%, 3/09/23 | | | 600 | | | | 626,034 | |
Gilead Sciences, Inc. 1.95%, 3/01/22 | | | 565 | | | | 566,390 | |
2.55%, 9/01/20 | | | 1,000 | | | | 1,005,390 | |
Keurig Dr Pepper, Inc. 3.551%, 5/25/21 | | | 1,300 | | | | 1,330,186 | |
Kraft Heinz Foods Co. 2.80%, 7/02/20 | | | 13 | | | | 13,026 | |
Kroger Co. (The) 6.15%, 1/15/20 | | | 150 | | | | 151,164 | |
| | |
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14 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Laboratory Corp. of America Holdings 2.625%, 2/01/20 | | $ | 430 | | | $ | 430,443 | |
Medtronic, Inc. 3.15%, 3/15/22 | | | 40 | | | | 41,254 | |
Molson Coors Brewing Co. 2.25%, 3/15/20 | | | 375 | | | | 374,985 | |
PepsiCo, Inc. 2.00%, 4/15/21 | | | 1,000 | | | | 1,003,600 | |
Philip Morris International, Inc. 1.875%, 11/01/19 | | | 1,055 | | | | 1,055,000 | |
Reynolds American, Inc. 4.00%, 6/12/22 | | | 100 | | | | 104,044 | |
6.875%, 5/01/20 | | | 1,000 | | | | 1,022,980 | |
Thermo Fisher Scientific, Inc. 3.00%, 4/15/23 | | | 1,340 | | | | 1,382,880 | |
Tyson Foods, Inc. 2.25%, 8/23/21 | | | 1,160 | | | | 1,165,742 | |
2.682% (LIBOR 3 Month + 0.55%), 6/02/20(b) | | | 475 | | | | 475,708 | |
4.50%, 6/15/22 | | | 530 | | | | 560,634 | |
Zimmer Biomet Holdings, Inc. 2.914% (LIBOR 3 Month + 0.75%), 3/19/21(b) | | | 1,055 | | | | 1,054,715 | |
| | | | | | | | |
| | | | | | | 32,614,887 | |
| | | | | | | | |
Energy – 5.4% | | | | | | | | |
BP Capital Markets America, Inc. 3.245%, 5/06/22 | | | 1,775 | | | | 1,832,137 | |
Energy Transfer Operating LP 4.25%, 3/15/23 | | | 1,000 | | | | 1,047,250 | |
4.65%, 6/01/21 | | | 10 | | | | 10,299 | |
Enterprise Products Operating LLC 2.85%, 4/15/21 | | | 1,060 | | | | 1,072,921 | |
4.05%, 2/15/22 | | | 615 | | | | 642,140 | |
5.20%, 9/01/20 | | | 55 | | | | 56,456 | |
Kinder Morgan Energy Partners LP 3.95%, 9/01/22 | | | 99 | | | | 103,192 | |
4.15%, 3/01/22 | | | 37 | | | | 38,613 | |
5.30%, 9/15/20 | | | 5 | | | | 5,132 | |
Kinder Morgan, Inc./DE 3.05%, 12/01/19 | | | 435 | | | | 435,296 | |
Marathon Petroleum Corp. 5.125%, 3/01/21 | | | 48 | | | | 49,965 | |
MPLX LP 3.202% (LIBOR 3 Month + 1.10%), 9/09/22(b) | | | 1,250 | | | | 1,254,575 | |
ONEOK, Inc. 4.25%, 2/01/22 | | | 1,542 | | | | 1,599,948 | |
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 15 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Phillips 66 4.30%, 4/01/22 | | $ | 90 | | | $ | 95,004 | |
Schlumberger Finance Canada Ltd. 2.20%, 11/20/20(a) | | | 1,000 | | | | 1,003,850 | |
Schlumberger Holdings Corp. 3.90%, 5/17/28(a) | | | 85 | | | | 89,663 | |
TransCanada PipeLines Ltd. 9.875%, 1/01/21 | | | 1,000 | | | | 1,087,770 | |
Western Midstream Operating LP 4.00%, 7/01/22 | | | 1,370 | | | | 1,392,372 | |
Williams Cos., Inc. (The) 3.60%, 3/15/22 | | | 425 | | | | 437,338 | |
4.125%, 11/15/20 | | | 1,119 | | | | 1,136,613 | |
| | | | | | | | |
| | | | | | | 13,390,534 | |
| | | | | | | | |
Services – 2.2% | | | | | | | | |
Amazon.com, Inc. 2.50%, 11/29/22 | | | 600 | | | | 612,336 | |
eBay, Inc. 2.15%, 6/05/20 | | | 830 | | | | 830,249 | |
Global Payments, Inc. 2.65%, 2/15/25 | | | 835 | | | | 846,682 | |
Mastercard, Inc. 2.00%, 11/21/21 | | | 1,590 | | | | 1,598,347 | |
Moody’s Corp. 3.25%, 6/07/21 | | | 200 | | | | 203,356 | |
4.50%, 9/01/22 | | | 1,300 | | | | 1,380,002 | |
| | | | | | | | |
| | | | | | | 5,470,972 | |
| | | | | | | | |
Technology – 7.8% | | | | | | | | |
Analog Devices, Inc. 2.875%, 6/01/23 | | | 685 | | | | 700,330 | |
2.95%, 1/12/21 | | | 1,255 | | | | 1,267,073 | |
Apple, Inc. 1.70%, 9/11/22 | | | 1,850 | | | | 1,850,555 | |
Baidu, Inc. 2.875%, 7/06/22 | | | 375 | | | | 377,226 | |
Broadcom Corp./Broadcom Cayman Finance Ltd. 3.00%, 1/15/22 | | | 625 | | | | 633,044 | |
Broadcom, Inc. 3.125%, 10/15/22(a) | | | 1,995 | | | | 2,031,808 | |
Fidelity National Information Services, Inc. 2.25%, 8/15/21 | | | 1,155 | | | | 1,158,939 | |
Hewlett Packard Enterprise Co. 2.25%, 4/01/23 | | | 1,500 | | | | 1,500,090 | |
3.60%, 10/15/20 | | | 75 | | | | 76,000 | |
| | |
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16 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Honeywell International, Inc. 2.15%, 8/08/22 | | $ | 1,300 | | | $ | 1,313,091 | |
IBM Credit LLC 3.60%, 11/30/21 | | | 1,105 | | | | 1,143,984 | |
International Business Machines Corp. 2.85%, 5/13/22 | | | 500 | | | | 511,345 | |
2.875%, 11/09/22 | | | 200 | | | | 205,442 | |
Lam Research Corp. 2.80%, 6/15/21 | | | 1,583 | | | | 1,604,560 | |
Oracle Corp. 1.90%, 9/15/21 | | | 1,175 | | | | 1,177,726 | |
3.625%, 7/15/23 | | | 750 | | | | 794,580 | |
QUALCOMM, Inc. 2.60%, 1/30/23 | | | 600 | | | | 610,746 | |
3.00%, 5/20/22 | | | 1,550 | | | | 1,592,532 | |
VMware, Inc. 2.30%, 8/21/20 | | | 800 | | | | 800,688 | |
| | | | | | | | |
| | | | | | | 19,349,759 | |
| | | | | | | | |
Transportation - Railroads – 0.4% | | | | | | | | |
Union Pacific Corp. 3.20%, 6/08/21 | | | 1,040 | | | | 1,061,840 | |
| | | | | | | | |
| | |
Transportation - Services – 0.7% | | | | | | | | |
Ryder System, Inc. 3.45%, 11/15/21 | | | 500 | | | | 513,075 | |
3.50%, 6/01/21 | | | 100 | | | | 102,262 | |
United Parcel Service, Inc. 2.05%, 4/01/21 | | | 1,050 | | | | 1,054,326 | |
| | | | | | | | |
| | | | | | | 1,669,663 | |
| | | | | | | | |
| | | | | | | 125,227,346 | |
| | | | | | | | |
Financial Institutions – 26.4% | | | | | | | | |
Banking – 19.9% | | | | | | | | |
American Express Co. 2.20%, 10/30/20 | | | 200 | | | | 200,554 | |
2.75%, 5/20/22 | | | 265 | | | | 270,093 | |
American Express Credit Corp. 2.375%, 5/26/20 | | | 1,500 | | | | 1,503,120 | |
Bank of America Corp. 2.756% (LIBOR 3 Month + 0.65%), 6/25/22(b) | | | 785 | | | | 787,920 | |
2.881%, 4/24/23 | | | 1,640 | | | | 1,667,650 | |
3.124%, 1/20/23 | | | 135 | | | | 137,761 | |
5.00%, 5/13/21 | | | 30 | | | | 31,339 | |
5.875%, 1/05/21 | | | 40 | | | | 41,808 | |
Bank of New York Mellon Corp. (The) 1.95%, 8/23/22 | | | 1,125 | | | | 1,127,261 | |
| | |
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 17 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
2.661%, 5/16/23 | | $ | 750 | | | $ | 760,185 | |
Bank of Nova Scotia (The) 2.00%, 11/15/22 | | | 1,150 | | | | 1,147,942 | |
2.375%, 1/18/23 | | | 800 | | | | 808,472 | |
BB&T Corp. 2.15%, 2/01/21 | | | 200 | | | | 200,622 | |
3.20%, 9/03/21 | | | 830 | | | | 847,754 | |
BNP Paribas SA 2.375%, 5/21/20 | | | 1,000 | | | | 1,002,360 | |
BPCE SA 2.65%, 2/03/21 | | | 1,000 | | | | 1,008,110 | |
Canadian Imperial Bank of Commerce 2.10%, 10/05/20 | | | 1,000 | | | | 1,002,190 | |
Capital One Financial Corp. 2.40%, 10/30/20 | | | 220 | | | | 220,882 | |
2.50%, 5/12/20 | | | 230 | | | | 230,488 | |
4.75%, 7/15/21 | | | 20 | | | | 20,886 | |
Capital One NA 2.15%, 9/06/22 | | | 750 | | | | 750,270 | |
2.95%, 7/23/21 | | | 1,100 | | | | 1,116,335 | |
Citibank NA 2.125%, 10/20/20 | | | 300 | | | | 300,705 | |
3.165%, 2/19/22 | | | 675 | | | | 684,713 | |
3.40%, 7/23/21 | | | 1,115 | | | | 1,142,184 | |
Citigroup, Inc. 2.876%, 7/24/23 | | | 985 | | | | 1,002,198 | |
Commonwealth Bank of Australia 2.25%, 3/10/20(a) | | | 1,000 | | | | 1,001,150 | |
Danske Bank A/S 2.80%, 3/10/21(a) | | | 1,070 | | | | 1,078,068 | |
Discover Bank 2.45%, 9/12/24 | | | 350 | | | | 351,005 | |
3.10%, 6/04/20 | | | 255 | | | | 256,341 | |
3.35%, 2/06/23 | | | 1,125 | | | | 1,161,056 | |
Fifth Third Bancorp 3.50%, 3/15/22 | | | 53 | | | | 54,720 | |
Fifth Third Bank 2.20%, 10/30/20 | | | 1,750 | | | | 1,754,200 | |
Goldman Sachs Group, Inc. (The) 2.35%, 11/15/21 | | | 48 | | | | 48,165 | |
2.60%, 4/23/20 | | | 200 | | | | 200,550 | |
2.876%, 10/31/22 | | | 200 | | | | 202,810 | |
2.905%, 7/24/23 | | | 450 | | | | 457,227 | |
2.908%, 6/05/23 | | | 300 | | | | 304,743 | |
3.00%, 4/26/22 | | | 1,050 | | | | 1,063,850 | |
3.20%, 2/23/23 | | | 200 | | | | 206,166 | |
5.75%, 1/24/22 | | | 195 | | | | 210,239 | |
| | |
| |
18 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Series D 6.00%, 6/15/20 | | $ | 40 | | | $ | 40,961 | |
HSBC Bank USA NA 4.875%, 8/24/20 | | | 1,000 | | | | 1,022,600 | |
HSBC Holdings PLC 4.00%, 3/30/22 | | | 150 | | | | 156,867 | |
5.10%, 4/05/21 | | | 65 | | | | 67,747 | |
JPMorgan Chase & Co. 2.40%, 6/07/21 | | | 225 | | | | 226,586 | |
2.776%, 4/25/23 | | | 2,045 | | | | 2,075,430 | |
4.50%, 1/24/22 | | | 95 | | | | 100,100 | |
KeyBank NA/Cleveland OH 3.35%, 6/15/21 | | | 1,020 | | | | 1,041,961 | |
Lloyds Banking Group PLC 3.10%, 7/06/21 | | | 585 | | | | 594,284 | |
Manufacturers & Traders Trust Co. 2.05%, 8/17/20 | | | 355 | | | | 355,234 | |
Mitsubishi UFJ Financial Group, Inc. 2.95%, 3/01/21 | | | 215 | | | | 217,264 | |
3.535%, 7/26/21 | | | 850 | | | | 869,584 | |
Mizuho Financial Group, Inc. 2.632%, 4/12/21(a) | | | 220 | | | | 221,441 | |
Morgan Stanley 2.625%, 11/17/21 | | | 1,760 | | | | 1,779,642 | |
Series G 5.50%, 7/28/21 | | | 102 | | | | 107,932 | |
Nationwide Building Society 4.363%, 8/01/24(a) | | | 200 | | | | 212,016 | |
PNC Bank NA 2.30%, 6/01/20 | | | 250 | | | | 250,485 | |
2.45%, 11/05/20 | | | 250 | | | | 251,505 | |
PNC Financial Services Group, Inc. (The) 5.125%, 2/08/20 | | | 30 | | | | 30,239 | |
Regions Bank 3.374%, 8/13/21 | | | 1,165 | | | | 1,176,359 | |
Royal Bank of Canada Series G 2.80%, 4/29/22 | | | 1,115 | | | | 1,137,724 | |
Santander Holdings USA, Inc. 3.244%, 10/05/26(a) | | | 1,615 | | | | 1,619,360 | |
Santander UK PLC 3.40%, 6/01/21 | | | 1,025 | | | | 1,046,320 | |
SunTrust Bank/Atlanta GA 3.525%, 10/26/21 | | | 1,125 | | | | 1,140,694 | |
Synchrony Bank 3.65%, 5/24/21 | | | 1,025 | | | | 1,044,127 | |
| | |
| |
abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 19 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Toronto-Dominion Bank (The) 3.25%, 6/11/21 | | $ | 1,040 | | | $ | 1,062,578 | |
US Bank NA/Cincinnati OH 2.05%, 10/23/20 | | | 440 | | | | 440,937 | |
3.15%, 4/26/21 | | | 550 | | | | 560,439 | |
Wells Fargo & Co. 2.50%, 3/04/21 | | | 200 | | | | 201,376 | |
Wells Fargo Bank NA 2.082%, 9/09/22 | | | 350 | | | | 349,692 | |
2.897%, 5/27/22 | | | 2,125 | | | | 2,150,925 | |
Westpac Banking Corp. 2.15%, 3/06/20 | | | 388 | | | | 388,318 | |
Zions Bancorp NA 3.50%, 8/27/21 | | | 1,055 | | | | 1,079,866 | |
| | | | | | | | |
| | | | | | | 49,384,685 | |
| | | | | | | | |
Finance – 1.3% | | | | | | | | |
AIG Global Funding 2.30%, 7/01/22(a) | | | 500 | | | | 501,840 | |
3.35%, 6/25/21(a) | | | 600 | | | | 612,480 | |
Air Lease Corp. 2.25%, 1/15/23 | | | 1,000 | | | | 997,150 | |
2.50%, 3/01/21 | | | 1,015 | | | | 1,019,750 | |
| | | | | | | | |
| | | | | | | 3,131,220 | |
| | | | | | | | |
Insurance – 1.5% | | | | | | | | |
Anthem, Inc. 2.50%, 11/21/20 | | | 1,070 | | | | 1,075,853 | |
Metropolitan Life Global Funding I 2.05%, 6/12/20(a) | | | 520 | | | | 520,280 | |
New York Life Global Funding 1.95%, 9/28/20(a) | | | 1,000 | | | | 1,000,920 | |
Prudential Financial, Inc. 4.50%, 11/15/20 | | | 85 | | | | 87,183 | |
UnitedHealth Group, Inc. 1.95%, 10/15/20 | | | 465 | | | | 465,707 | |
3.15%, 6/15/21 | | | 555 | | | | 566,344 | |
| | | | | | | | |
| | | | | | | 3,716,287 | |
| | | | | | | | |
Other Finance – 0.5% | | | | | | | | |
Enterprise Community Loan Fund, Inc. Series 2018 3.685%, 11/01/23 | | | 1,180 | | | | 1,246,387 | |
| | | | | | | | |
| | |
REITS – 3.2% | | | | | | | | |
American Tower Corp. 2.25%, 1/15/22 | | | 675 | | | | 677,282 | |
3.00%, 6/15/23 | | | 575 | | | | 589,841 | |
3.50%, 1/31/23 | | | 600 | | | | 624,450 | |
| | |
| |
20 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Kimco Realty Corp. 3.20%, 5/01/21 | | $ | 1,370 | | | $ | 1,390,879 | |
3.40%, 11/01/22 | | | 200 | | | | 206,996 | |
Realty Income Corp. 3.25%, 10/15/22 | | | 1,350 | | | | 1,397,209 | |
Simon Property Group LP 2.50%, 9/01/20 | | | 560 | | | | 561,747 | |
Welltower, Inc. 4.00%, 6/01/25 | | | 1,000 | | | | 1,081,020 | |
Weyerhaeuser Co. 3.25%, 3/15/23 | | | 1,400 | | | | 1,438,094 | |
| | | | | | | | |
| | | | | | | 7,967,518 | |
| | | | | | | | |
| | | | | | | 65,446,097 | |
| | | | | | | | |
Utility – 6.6% | |
Electric – 6.6% | |
American Electric Power Co., Inc. 2.15%, 11/13/20 | | | 1,050 | | | | 1,051,921 | |
Berkshire Hathaway Energy Co. 2.375%, 1/15/21 | | | 650 | | | | 653,815 | |
CenterPoint Energy, Inc. 2.50%, 9/01/22 | | | 1,855 | | | | 1,871,417 | |
DTE Energy Co. Series B 3.30%, 6/15/22 | | | 2,000 | | | | 2,054,280 | |
Duke Energy Florida LLC 2.10%, 12/15/19 | | | 125 | | | | 125,004 | |
Edison International 2.125%, 4/15/20 | | | 555 | | | | 553,052 | |
Entergy Corp. 4.00%, 7/15/22 | | | 78 | | | | 81,569 | |
Eversource Energy 2.50%, 3/15/21 | | | 2,180 | | | | 2,192,404 | |
Exelon Corp. 2.45%, 4/15/21 | | | 548 | | | | 551,250 | |
2.85%, 6/15/20 | | | 145 | | | | 145,596 | |
Exelon Generation Co. LLC 2.95%, 1/15/20 | | | 604 | | | | 604,556 | |
Florida Power & Light Co. 2.639% (LIBOR 3 Month + 0.40%), 5/06/22(b) | | | 400 | | | | 400,000 | |
National Rural Utilities Cooperative Finance Corp. 2.90%, 3/15/21 | | | 1,673 | | | | 1,695,870 | |
NextEra Energy Capital Holdings, Inc. 2.403%, 9/01/21 | | | 778 | | | | 784,255 | |
2.80%, 1/15/23 | | | 600 | | | | 612,384 | |
| | |
| |
abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 21 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Pinnacle West Capital Corp. 2.25%, 11/30/20 | | $ | 1,000 | | | $ | 1,001,570 | |
Public Service Enterprise Group, Inc. 2.65%, 11/15/22 | | | 1,850 | | | | 1,880,266 | |
TECO Finance, Inc. 5.15%, 3/15/20 | | | 10 | | | | 10,102 | |
| | | | | | | | |
| | | | | | | 16,269,311 | |
| | | | | | | | |
Total Corporates – Investment Grade (cost $205,251,335) | | | | | | | 206,942,754 | |
| | | | | | | | |
| | | | | | | | |
ASSET-BACKED SECURITIES – 4.7% | | | | | | | | |
Autos - Fixed Rate – 2.1% | | | | | | | | |
CarMax Auto Owner Trust Series2017-4, Class A3 2.11%, 10/17/22 | | | 1,288 | | | | 1,288,665 | |
Ford Credit Floorplan Master Owner Trust Series2015-2, Class A1 1.98%, 1/15/22 | | | 94 | | | | 93,974 | |
Series2017-1, Class A1 2.07%, 5/15/22 | | | 175 | | | | 175,053 | |
Series2017-2, Class A1 2.16%, 9/15/22 | | | 1,000 | | | | 1,001,633 | |
GM Financial Automobile Leasing Trust Series2017-3, Class A3 2.01%, 11/20/20 | | | 217 | | | | 217,460 | |
GM Financial Consumer Automobile Receivables Trust Series2017-3A, Class A3 1.97%, 5/16/22(a) | | | 1,039 | | | | 1,039,304 | |
Honda Auto Receivables Owner Trust Series2017-3, Class A4 1.98%, 11/20/23 | | | 400 | | | | 400,201 | |
USAA Auto Owner Trust Series2017-1, Class A4 1.88%, 9/15/22 | | | 1,000 | | | | 999,558 | |
| | | | | | | | |
| | | | | | | 5,215,848 | |
| | | | | | | | |
Other ABS - Fixed Rate – 1.4% | | | | | | | | |
SBA Tower Trust Series2015-1A, Class C 3.156%, 10/08/20(a)(c) | | | 67 | | | | 67,123 | |
SoFi Consumer Loan Program LLC Series2016-3, Class A 3.05%, 12/26/25(a)(c) | | | 36 | | | | 35,693 | |
Series2017-2, Class A 3.28%, 2/25/26(a)(c) | | | 210 | | | | 212,058 | |
| | |
| |
22 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Series2017-5, Class A2 2.78%, 9/25/26(a)(c) | | $ | 845 | | | $ | 847,706 | |
SoFi Consumer Loan Program Trust Series2018-3, Class A2 3.67%, 8/25/27(a)(c) | | | 1,000 | | | | 1,013,626 | |
Verizon Owner Trust Series2017-3A, Class A1A 2.06%, 4/20/22(a)(c) | | | 1,260 | | | | 1,260,379 | |
| | | | | | | | |
| | | | | | | 3,436,585 | |
| | | | | | | | |
Credit Cards - Fixed Rate – 1.2% | | | | | | | | |
Cabela’s Credit Card Master Note Trust Series2013-1A, Class A 2.71%, 2/17/26(a) | | | 120 | | | | 122,431 | |
Chase Issuance Trust Series2014-A2, Class A2 2.77%, 3/15/23 | | | 105 | | | | 106,304 | |
World Financial Network Credit Card Master Trust Series2017-C, Class A 2.31%, 8/15/24 | | | 1,400 | | | | 1,403,860 | |
Series2018-B, Class A 3.46%, 7/15/25 | | | 1,350 | | | | 1,386,158 | |
| | | | | | | | |
| | | | | | | 3,018,753 | |
| | | | | | | | |
Total Asset-Backed Securities (cost $11,607,918) | | | | | | | 11,671,186 | |
| | | | | | | | |
| | | | | | | | |
COMMERCIAL MORTGAGE-BACKED SECURITIES – 2.3% | | | | | | | | |
Non-Agency Floating Rate CMBS – 1.3% | | | | | | | | |
BAMLL Commercial Mortgage Securities Trust Series2017-SCH, Class AF 2.914% (LIBOR 1 Month + 1.00%), 11/15/33(a)(b) | | | 1,000 | | | | 1,000,613 | |
DBWF Mortgage Trust Series 2018-GLKS, Class A 2.876% (LIBOR 1 Month + 1.03%), 11/19/35(a)(b) | | | 1,000 | | | | 1,001,297 | |
Invitation Homes Trust Series 2018-SFR4, Class A 2.989% (LIBOR 1 Month + 1.10%), 1/17/38(a)(b) | | | 341 | | | | 341,103 | |
Starwood Retail Property Trust Series 2014-STAR, Class A 3.134% (LIBOR 1 Month + 1.22%), 11/15/27(a)(b) | | | 975 | | | | 973,222 | |
| | | | | | | | |
| | | | | | | 3,316,235 | |
| | | | | | | | |
| | |
| |
abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 23 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Non-Agency Fixed Rate CMBS – 0.9% | | | | | | | | |
Citigroup Commercial Mortgage Trust Series 2015-GC29, Class A2 2.674%, 4/10/48 | | $ | 872 | | | $ | 872,258 | |
GS Mortgage Securities Trust Series2013-G1, Class A1 2.059%, 4/10/31(a) | | | 401 | | | | 399,223 | |
JP Morgan Chase Commercial Mortgage Securities Trust Series2012-LC9, Class AS 3.353%, 12/15/47(a) | | | 750 | | | | 772,773 | |
LSTAR Commercial Mortgage Trust Series2016-4, Class A2 2.579%, 3/10/49(a) | | | 100 | | | | 100,339 | |
| | | | | | | | |
| | | | | | | 2,144,593 | |
| | | | | | | | |
Agency CMBS – 0.1% | | | | | | | | |
Federal Home Loan Mortgage Corp. Series K021, Class A1 1.603%, 1/25/22 | | | 63 | | | | 63,067 | |
Series K025, Class A1 1.875%, 4/25/22 | | | 80 | | | | 79,470 | |
| | | | | | | | |
| | | | | | | 142,537 | |
| | | | | | | | |
Total Commercial Mortgage-Backed Securities (cost $5,572,780) | | | | | | | 5,603,365 | |
| | | | | | | | |
| | | | | | | | |
LOCAL GOVERNMENTS – US MUNICIPAL BONDS – 1.6% | | | | | | | | |
United States – 1.6% | | | | | | | | |
Chicago Housing Authority Series 2018B 3.324%, 1/01/22 | | | 1,000 | | | | 1,028,520 | |
Pennsylvania Turnpike Commission Series 2019E 2.556%, 12/01/25(d) | | | 760 | | | | 765,236 | |
Regional Transportation Authority Series 2018A 3.013%, 5/29/20 | | | 1,000 | | | | 1,006,370 | |
State of Connecticut Series 2018A 3.75%, 9/15/20 | | | 1,100 | | | | 1,116,863 | |
| | | | | | | | |
| | |
Total Local Governments – US Municipal Bonds (cost $3,865,601) | | | | | | | 3,916,989 | |
| | | | | | | | |
| | | | | | | | |
| | |
| |
24 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
GOVERNMENTS – TREASURIES – 1.6% | | | | | | | | |
United States – 1.6% | | | | | | | | |
U.S. Treasury Notes 2.25%, 4/15/22 (cost $3,828,270) | | $ | 3,800 | | | $ | 3,865,312 | |
| | | | | | | | |
| | | | | | | | |
COLLATERALIZED MORTGAGE OBLIGATIONS – 1.5% | | | | | | | | |
Risk Share Floating Rate – 1.4% | | | | | | | | |
Bellemeade Re Ltd. Series2018-2A, Class M1B 3.173% (LIBOR 1 Month + 1.35%), 8/25/28(a)(b) | | | 800 | | | | 801,579 | |
Series2019-3A, Class M1B 3.423% (LIBOR 1 Month + 1.60%), 7/25/29(a)(b) | | | 383 | | | | 383,204 | |
Federal National Mortgage Association Connecticut Avenue Securities Series2014-C01, Class M2 6.223% (LIBOR 1 Month + 4.40%), 1/25/24(b) | | | 735 | | | | 796,203 | |
Series2016-C01, Class 1M2 8.573% (LIBOR 1 Month + 6.75%), 8/25/28(b) | | | 480 | | | | 529,106 | |
Series2016-C02, Class 1M2 7.823% (LIBOR 1 Month + 6.00%), 9/25/28(b) | | | 651 | | | | 709,330 | |
Series2016-C03, Class 1M1 3.823% (LIBOR 1 Month + 2.00%), 10/25/28(b) | | | 81 | | | | 81,570 | |
STACR Trust Series 2019-DNA3, Class M2 3.873% (LIBOR 1 Month + 2.05%), 7/25/49(a)(b) | | | 84 | | | | 83,680 | |
| | | | | | | | |
| | | | | | | 3,384,672 | |
| | | | | | | | |
Agency Fixed Rate – 0.1% | | | | | | | | |
Federal Home Loan Mortgage Corp. REMICs Series 4029, Class LD 1.75%, 1/15/27 | | | 272 | | | | 269,884 | |
Series 4459, Class CA 5.00%, 12/15/34 | | | 61 | | | | 65,421 | |
| | | | | | | | |
| | | | | | | 335,305 | |
| | | | | | | | |
Total Collateralized Mortgage Obligations (cost $3,802,110) | | | | | | | 3,719,977 | |
| | | | | | | | |
| | | | | | | | |
| | |
| |
abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 25 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
SHORT-TERM INVESTMENTS – 5.3% | | | | | | | | |
U.S. Treasury Bills – 3.4% | | | | | | | | |
U.S. Treasury Bill Zero Coupon, 11/21/19 (cost $8,491,067) | | $ | 8,500 | | | $ | 8,492,846 | |
| | | | | | | | |
| | |
| | Shares | | | | |
Investment Companies – 1.9% | | | | | | | | |
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 1.78%(e)(f)(g) (cost $4,682,007) | | | 4,682,007 | | | | 4,682,007 | |
| | | | | | | | |
| | |
Total Short-Term Investments (cost $13,173,074) | | | | | | | 13,174,853 | |
| | | | | | | | |
| | |
Total Investments – 100.6% (cost $247,101,088) | | | | | | | 248,894,436 | |
Other assets less liabilities – (0.6)% | | | | | | | (1,379,560 | ) |
| | | | | | | | |
| | |
Net Assets – 100.0% | | | | | | $ | 247,514,876 | |
| | | | | | | | |
CENTRALLY CLEARED INTEREST RATE SWAPS (see Note C)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Rate Type | | | | | | | | | | | |
Notional Amount (000) | | | Termination Date | | | Payments made by the Fund | | Payments received by the Fund | | Payment Frequency Paid/ Received | | Market Value | | | Upfront Premiums Paid (Received) | | | Unrealized Appreciation/ (Depreciation) | |
USD | | | 11,250 | | | | 12/06/20 | | | 3 Month LIBOR | | 2.985% | | Quarterly/ Semi-Annual | | $ | 256,371 | | | $ | — | | | $ | 256,371 | |
USD | | | 15,000 | | | | 4/18/21 | | | 3 Month LIBOR | | 2.511% | | Quarterly/ Semi-Annual | | | 194,449 | | | | — | | | | 194,449 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | $ | 450,820 | | | $ | — | | | $ | 450,820 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
CREDIT DEFAULT SWAPS (see Note C)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Swap Counterparty & Referenced Obligation | | Fixed Rate (Pay) Receive | | | Payment Frequency | | | Implied Credit Spread at October 31, 2019 | | | Notional Amount (000) | | | Market Value | | | Upfront Premiums Paid (Received) | | | Unrealized Appreciation/ (Depreciation) | |
Buy Contracts | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Citigroup Global Markets, Inc. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
CDX-CMBX.NA.BBB-. Series 9, 9/17/58* | | | (3.00 | )% | | | Monthly | | | | 3.40 | % | | | USD | | | | 105 | | | $ | 2,102 | | | $ | 3,622 | | | $ | (1,520 | ) |
| | |
| |
26 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Swap Counterparty & Referenced Obligation | | Fixed Rate (Pay) Receive | | | Payment Frequency | | | Implied Credit Spread at October 31, 2019 | | | Notional Amount (000) | | | Market Value | | | Upfront Premiums Paid (Received) | | | Unrealized Appreciation/ (Depreciation) | |
JP Morgan Securities, LLC | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
CDX-CMBX.NA.BBB-. Series 9, 9/17/58* | | | (3.00 | ) % | | | Monthly | | | | 3.40 | % | | | USD | | | | 1,560 | | | $ | 31,356 | | | $ | 140,253 | | | $ | (108,897 | ) |
| | | | | | | | |
Sale Contracts | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Citigroup Global Markets, Inc. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
CDX-CMBX.NA.BBB- Series 6, 5/11/63* | | | 3.00 | | | | Monthly | | | | 6.42 | | | | USD | | | | 32 | | | | (2,726 | ) | | | (3,205 | ) | | | 479 | |
CDX-CMBX.NA.BBB- Series 6, 5/11/63* | | | 3.00 | | | | Monthly | | | | 6.42 | | | | USD | | | | 59 | | | | (5,027 | ) | | | (8,114 | ) | | | 3,087 | |
CDX-CMBX.NA.BBB- Series 6, 5/11/63* | | | 3.00 | | | | Monthly | | | | 6.42 | | | | USD | | | | 180 | | | | (15,321 | ) | | | (17,752 | ) | | | 2,431 | |
Credit Suisse International | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
CDX-CMBX.NA.BBB- Series 6, 5/11/63* | | | 3.00 | | | | Monthly | | | | 6.42 | | | | USD | | | | 335 | | | | (28,542 | ) | | | (33,032 | ) | | | 4,490 | |
CDX-CMBX.NA.BBB- Series 6, 5/11/63* | | | 3.00 | | | | Monthly | | | | 6.42 | | | | USD | | | | 18 | | | | (1,533 | ) | | | (1,819 | ) | | | 286 | |
CDX-CMBX.NA.BBB- Series 6, 5/11/63* | | | 3.00 | | | | Monthly | | | | 6.42 | | | | USD | | | | 224 | | | | (19,066 | ) | | | (22,669 | ) | | | 3,603 | |
Goldman Sachs International | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
CDX-CMBX.NA.BBB- Series 6, 5/11/63* | | | 3.00 | % | | | Monthly | | | | 6.42 | | | | USD | | | | 291 | | | | (24,794 | ) | | | (27,851 | ) | | | 3,057 | |
JP Morgan Securities, LLC | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
CDX-CMBX.NA.BBB- Series 6, 5/11/63* | | | 3.00 | | | | Monthly | | | | 6.42 | | | | USD | | | | 1,716 | | | | (146,203 | ) | | | (262,035 | ) | | | 115,832 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | $ | (209,754 | ) | | $ | (232,602 | ) | | $ | 22,848 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(a) | Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2019, the aggregate market value of these securities amounted to $28,270,045 or 11.4% of net assets. |
(b) | Floating Rate Security. Stated interest/floor/ceiling rate was in effect at October 31, 2019. |
(c) | Security in which significant unobservable inputs (Level 3) were used in determining fair value. |
(d) | When-Issued or delayed delivery security. |
(e) | Affiliated investments. |
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 27 |
PORTFOLIO OF INVESTMENTS(continued)
(f) | To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at(800) 227-4618. |
(g) | The rate shown represents the7-day yield as of period end. |
Glossary:
ABS – Asset-Backed Securities
CDX-CMBX.NA – North American Commercial Mortgage-Backed Index
CMBS – Commercial Mortgage-Backed Securities
LIBOR – London Interbank Offered Rates
REIT – Real Estate Investment Trust
REMICs – Real Estate Mortgage Investment Conduits
See notes to financial statements.
| | |
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28 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
STATEMENT OF ASSETS & LIABILITIES
October 31, 2019(unaudited)
| | | | |
Assets | | | | |
Investments in securities, at value | | | | |
Unaffiliated issuers (cost $242,419,081) | | $ | 244,212,429 | |
Affiliated issuers (cost $4,682,007) | | | 4,682,007 | |
Cash | | | 4,426 | |
Cash collateral due from broker | | | 147,644 | |
Interest receivable | | | 1,757,422 | |
Receivable for shares of beneficial interest sold | | | 339,985 | |
Market value on credit default swaps (net premiums paid $143,875) | | | 33,458 | |
Receivable for variation margin on centrally cleared swaps | | | 30,531 | |
Affiliated dividends receivable | | | 4,040 | |
Receivable due from Adviser | | | 223 | |
| | | | |
Total assets | | | 251,212,165 | |
| | | | |
Liabilities | |
Payable for investment securities purchased | | | 2,622,729 | |
Dividends payable | | | 562,335 | |
Payable for shares of beneficial interest redeemed | | | 269,013 | |
Market value on credit default swaps (net premiums received $376,477) | | | 243,212 | |
| | | | |
Total liabilities | | | 3,697,289 | |
| | | | |
Net Assets | | $ | 247,514,876 | |
| | | | |
Composition of Net Assets | |
Shares of beneficial interest, at par | | $ | 249 | |
Additionalpaid-in capital | | | 245,998,638 | |
Distributable earnings | | | 1,515,989 | |
| | | | |
| | $ | 247,514,876 | |
| | | | |
Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 24,880,992 common shares outstanding) | | $ | 9.95 | |
| | | | |
See notes to financial statements.
| | |
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 29 |
STATEMENT OF OPERATIONS
Six Months Ended October 31, 2019(unaudited)
| | | | | | | | |
Investment Income | | | | | | | | |
Interest | | $ | 2,551,172 | | | | | |
Dividends—Affiliated issuers | | | 49,023 | | | | | |
Other income(a) | | | 2,378 | | | | | |
| | | | | | | | |
Total investment income | | | | | | $ | 2,602,573 | |
| | | | | | | | |
Realized and Unrealized Gain on Investment Transactions | | | | | | | | |
Net realized gain on: | | | | | | | | |
Investment transactions | | | | | | | 497,076 | |
Swaps | | | | | | | 189,674 | |
Net change in unrealized appreciation/depreciation of: | | | | | | | | |
Investments | | | | | | | 1,474,448 | |
Swaps | | | | | | | 200,798 | |
| | | | | | | | |
Net gain on investment transactions | | | | | | | 2,361,996 | |
| | | | | | | | |
Net Increase in Net Assets from Operations | | | | | | $ | 4,964,569 | |
| | | | | | | | |
(a) | Other income includes a reimbursement for investment in affiliated issuer (see Note B). |
See notes to financial statements.
| | |
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30 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
STATEMENT OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | |
Increase (Decrease) in Net Assets from Operations | | | | | | | | |
Net investment income | | $ | 2,602,573 | | | $ | 3,852,818 | |
Net realized gain (loss) on investment transactions | | | 686,750 | | | | (71,236 | ) |
Net change in unrealized appreciation/depreciation of investments | | | 1,675,246 | | | | 2,150,372 | |
| | | | | | | | |
Net increase in net assets from operations | | | 4,964,569 | | | | 5,931,954 | |
Distribution to Shareholders | | | (2,698,975 | ) | | | (3,965,321 | ) |
Transactions in Shares of Beneficial Interest | | | | | | | | |
Net increase | | | 90,949,463 | | | | 22,704,832 | |
| | | | | | | | |
Total increase | | | 93,215,057 | | | | 24,671,465 | |
Net Assets | | | | | | | | |
Beginning of period | | | 154,299,819 | | | | 129,628,354 | |
| | | | | | | | |
End of period | | $ | 247,514,876 | | | $ | 154,299,819 | |
| | | | | | | | |
See notes to financial statements.
| | |
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 31 |
NOTES TO FINANCIAL STATEMENTS
October 31, 2019(unaudited)
NOTE A
Significant Accounting Policies
AB Corporate Shares (the “Trust”) was organized as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts by an Agreement and Declaration of Trust dated January 26, 2004. The Trust is registered under the Investment Company Act of 1940, as anopen-end, diversified management investment company. The Trust operates as a “series” company currently offering four separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares and AB Impact Municipal Income Shares. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Taxable Multi-Sector Income Shares (the “Fund”).
Shares of the Fund are offered exclusively to holders of accounts established underwrap-fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.
1. Security Valuation
Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).
In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on
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32 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Such factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.
Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded innon-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 33 |
NOTES TO FINANCIAL STATEMENTS(continued)
many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.
2. Fair Value Measurements
In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.
| • | | Level 1—quoted prices in active markets for identical investments |
| • | | Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
| • | | Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
The fair value of debt instruments, such as bonds, andover-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3.
Valuations of mortgage-backed or other asset-backed securities, by pricing vendors, are based on both proprietary and industry recognized models and discounted cash flow techniques. Significant inputs to the valuation of these instruments are value of the collateral, the rates and timing of
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34 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
delinquencies, the rates and timing of prepayments, and default and loss expectations, which are driven in part by housing prices for residential mortgages. Significant inputs are determined based on relative value analyses, which incorporate comparisons to instruments with similar collateral and risk profiles, including relevant indices. Mortgage and asset-backed securities for which management has collected current observable data through pricing services are generally categorized within Level 2. Those investments for which current observable data has not been provided are classified as Level 3.
Other fixed income investments, includingnon-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.
The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of October 31, 2019:
| | | | | | | | | | | | | | | | |
Investments in Securities: | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Assets: | | | | | | | | | | | | | | | | |
Corporates – Investment Grade | | $ | – 0 | – | | $ | 206,942,754 | | | $ | – 0 | – | | $ | 206,942,754 | |
Asset-Backed Securities | | | – 0 | – | | | 8,234,601 | | | | 3,436,585 | | | | 11,671,186 | |
Commercial Mortgage-Backed Securities | | | – 0 | – | | | 5,603,365 | | | | – 0 | – | | | 5,603,365 | |
Local Governments – US Municipal Bonds | | | – 0 | – | | | 3,916,989 | | | | – 0 | – | | | 3,916,989 | |
Governments – Treasuries | | | – 0 | – | | | 3,865,312 | | | | – 0 | – | | | 3,865,312 | |
Collateralized Mortgage Obligations | | | – 0 | – | | | 3,719,977 | | | | – 0 | – | | | 3,719,977 | |
Short-Term Investments: | | | | | | | | | | | | | | | | |
U.S. Treasury Bills | | | – 0 | – | | | 8,492,846 | | | | – 0 | – | | | 8,492,846 | |
Investment Companies | | | 4,682,007 | | | | – 0 | – | | | – 0 | – | | | 4,682,007 | |
| | | | | | | | | | | | | | | | |
Total Investments in Securities | | | 4,682,007 | | | | 240,775,844 | | | | 3,436,585 | | | | 248,894,436 | |
Other Financial Instruments(a): | | | | | | | | | | | | | | | | |
Assets: | | | | | | | | | | | | | | | | |
Centrally Cleared Interest Rate Swaps | | | – 0 | – | | | 450,820 | | | | – 0 | – | | | 450,820 | (b) |
Credit Default Swaps | | | – 0 | – | | | 33,458 | | | | – 0 | – | | | 33,458 | |
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 35 |
NOTES TO FINANCIAL STATEMENTS(continued)
| | | | | | | | | | | | | | | | |
Investments in Securities: | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Liabilities: | | | | | | | | | | | | | | | | |
Credit Default Swaps | | $ | – 0 | – | | $ | (243,212 | ) | | $ | – 0 | – | | $ | (243,212 | ) |
| | | | | | | | | | | | | | | | |
Total | | $ | 4,682,007 | | | $ | 241,016,910 | | | $ | 3,436,585 | | | $ | 249,135,502 | |
| | | | | | | | | | | | | | | | |
(a) | Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions written which are valued at market value. |
(b) | Only variation margin receivable/(payable) at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) of exchange-traded derivatives as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value. |
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value.
| | | | | | | | | | | | |
| | Asset- Backed Securities | | | Commercial Mortgage- Backed Securities | | | Total | |
Balance as of 4/30/19 | | $ | 3,694,807 | | | $ | 1,000,090 | | | $ | 4,694,897 | |
Accrued discounts/(premiums) | | | 56 | | | | – 0 | – | | | 56 | |
Realized gain (loss) | | | 141 | | | | – 0 | – | | | 141 | |
Change in unrealized appreciation/depreciation | | | 19,588 | | | | – 0 | – | | | 19,588 | |
Purchases | | | – 0 | – | | | – 0 | – | | | – 0 | – |
Sales/Paydowns | | | (278,007 | ) | | | – 0 | – | | | (278,007 | ) |
Transfers in to Level 3 | | | – 0 | – | | | – 0 | – | | | – 0 | – |
Transfers out of Level 3 | | | – 0 | – | | | (1,000,090 | ) | | | (1,000,090 | )(a) |
| | | | | | | | | | | | |
Balance as of 10/31/19 | | $ | 3,436,585 | | | $ | – 0 | – | | $ | 3,436,585 | |
| | | | | | | | | | | | |
Net change in unrealized appreciation/depreciation from investments held as of 10/31/19(b) | | $ | 19,588 | | | $ | – 0 | – | | $ | 19,588 | |
| | | | | | | | | | | | |
(a) | There were de minimis transfers under 1% of net assets during the reporting period. |
(b) | The unrealized appreciation/depreciation is included in net change in unrealized appreciation/depreciation on investments and other financial instruments in the accompanying statement of operations. |
As of October 31, 2019, all Level 3 securities were priced by third party vendors.
3. Taxes
It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.
In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax
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36 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.
4. Investment Income and Investment Transactions
Dividend income is recorded on theex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income.
5. Dividends and Distributions
Dividends and distributions to shareholders, if any, are recorded on theex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.
NOTE B
Advisory Fee and Other Transactions with Affiliates
Under the terms of the Advisory Agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts inwrap-fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The Advisory Agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.
The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.
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abfunds.com | | AB TAXABLE MULTI-SECTOR INCOME SHARES | 37 |
NOTES TO FINANCIAL STATEMENTS(continued)
AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.
The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of ..20% of the portfolio’s average daily net assets and bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2020. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to reimburse its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the six months ended October 31, 2019, such reimbursement amounted to $2,320.
A summary of the Fund’s transactions in AB mutual funds for the six months ended October 31, 2019 is as follows:
| | | | | | | | | | | | | | | | | | | | |
Fund | | Market Value 4/30/19 (000) | | | Purchases at Cost (000) | | | Sales Proceeds (000) | | | Market Value 10/31/19 (000) | | | Dividend Income (000) | |
Government Money Market Portfolio | | $ | 2,711 | | | $ | 98,945 | | | $ | 96,974 | | | $ | 4,682 | | | $ | 49 | |
During the second quarter of 2018, AXA S.A. (“AXA”), a French holding company for the AXA Group, a worldwide leader in life, property and casualty and health insurance and asset management, completed the sale of a minority stake in its subsidiary, AXA Equitable Holdings, Inc. (“AXA Equitable”), through an initial public offering. AXA Equitable is the holding company for a diverse group of financial services companies, including an approximately 65.3% economic interest in the Adviser and a 100% interest in AllianceBernstein Corporation, the general partner of the Adviser. Since the initial sale, AXA has completed additional offerings, most recently during the fourth quarter of 2019. As a result, AXA currently owns 10.1% of the outstanding shares of common stock of AXA Equitable and no longer owns a controlling interest in AXA Equitable. AXA previously announced its intention to sell its entire interest in AXA Equitable over time, subject to market conditions and other factors (the “Plan”). Most of AXA’s remaining AXA Equitable shares are to be delivered on redemption of AXA bonds mandatorily exchangeable into AXA Equitable shares and maturing in May 2021. AXA retains sole discretion to determine the timing of any future sales of its remaining shares of AXA Equitable common stock.
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38 | AB TAXABLE MULTI-SECTOR INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
The latest transaction under the Plan, which occurred on November 13, 2019, resulted in the indirect transfer of a “controlling block” of voting securities of the Adviser (a “Change of Control Event”) and was deemed an “assignment” causing a termination of the Fund’s investment advisory agreement. In order to ensure that investment advisory services could continue uninterrupted in the event of a Change of Control Event, the Board previously approved a new investment advisory agreement with the Adviser. Shareholders of the Fund subsequently approved the new investment advisory agreement, which became effective on November 13, 2019.
NOTE C
Investment Transactions
Purchases and sales of investment securities (excluding short-term investments) for the six months ended October 31, 2019 were as follows:
| | | | | | | | |
| | Purchases | | | Sales | |
Investment securities (excluding U.S. government securities) | | $ | 117,063,165 | | | $ | 23,716,561 | |
U.S. government securities | | | 42,070,991 | | | | 49,811,875 | |
The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:
| | | | |
Gross unrealized appreciation | | $ | 2,502,581 | |
Gross unrealized depreciation | | | (235,565 | ) |
| | | | |
Net unrealized appreciation | | $ | 2,267,016 | |
| | | | |
1. Derivative Financial Instruments
The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.
The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:
The Fund may enter into swaps to hedge its exposure to interest rates, credit risk or currencies. The Fund may also enter into swaps fornon-hedging purposes as a means of gaining market exposures, making direct investments in foreign currencies, as described below under “Currency Transactions.” A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in
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NOTES TO FINANCIAL STATEMENTS(continued)
specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.
Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received for OTC swaps are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.
Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on aphased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.
At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker,
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NOTES TO FINANCIAL STATEMENTS(continued)
as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less thannon-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. 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 time it was closed.
Interest Rate Swaps:
The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.
In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).
During the six months ended October 31, 2019, the Fund held interest rate swaps for hedging purposes.
Credit Default Swaps:
The Fund may enter into credit default swaps, including to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults by corporate and sovereign issuers held by the Fund, or to create exposure to corporate or sovereign issuers to
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NOTES TO FINANCIAL STATEMENTS(continued)
which it is not otherwise exposed. The Fund may purchase credit protection (“Buy Contract”) or provide credit protection (“Sale Contract”) on the referenced obligation of the credit default swap. During the term of the swap, the Fund receives/(pays) fixed payments from/(to) the respective counterparty, calculated at the agreed upon rate applied to the notional amount. If the Fund is a buyer/(seller) of protection and a credit event occurs, as defined under the terms of the swap, the Fund will either (i) receive from the seller/(pay to the buyer) of protection an amount equal to the notional amount of the swap (the “Maximum Payout Amount”) and deliver/(take delivery of) the referenced obligation or (ii) receive/(pay) a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation. In certain circumstances Maximum Payout Amounts may be partially offset by recovery values of the respective referenced obligations, upfront premium received upon entering into the agreement, or net amounts received from settlement of buy protection credit default swaps entered into by the Fund for the same referenced obligations with the same counterparty.
Credit default swaps may involve greater risks than if a Fund had invested in the referenced obligation directly. Credit default swaps are subject to general market risk, liquidity risk, counterparty risk and credit risk. If the Fund is a buyer of protection and no credit event occurs, it will lose the payments it made to its counterparty. If the Fund is a seller of protection and a credit event occurs, the value of the referenced obligation received by the Fund coupled with the periodic payments previously received, may be less than the Maximum Payout Amount it pays to the buyer, resulting in a net loss to the Fund.
Implied credit spreads over U.S. Treasuries of comparable maturity utilized in determining the market value of credit default swaps on issuers as of period end are disclosed in the portfolio of investments. The implied spreads serve as an indicator of the current status of the payment/performance risk and typically reflect the likelihood of default by the issuer of the referenced obligation. The implied credit spread of a particular reference obligation also reflects the cost of buying/selling protection and may reflect upfront payments required to be made to enter into the agreement. Widening credit spreads typically represent a deterioration of the referenced obligation’s credit soundness and greater likelihood of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced obligation.
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NOTES TO FINANCIAL STATEMENTS(continued)
During the six months ended October 31, 2019, the Fund held credit default swaps fornon-hedging purposes.
The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment(close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.
The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.
During the six months ended October 31, 2019, the Fund had entered into the following derivatives:
| | | | | | | | | | | | |
| | Asset Derivatives | | | Liability Derivatives | |
Derivative Type | | Statement of Assets and Liabilities Location | | Fair Value | | | Statement of Assets and Liabilities Location | | Fair Value | |
Interest rate contracts | | Receivable/Payable for variation margin on centrally cleared swaps | | $ | 450,820 | * | | | | | | |
| | | | |
Credit contracts | | Market value on credit default swaps | | | 33,458 | | | Market value on credit default swaps | | $ | 243,212 | |
| | | | | | | | | | | | |
Total | | | | $ | 484,278 | | | | | $ | 243,212 | |
| | | | | | | | | | | | |
* | Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. |
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NOTES TO FINANCIAL STATEMENTS(continued)
| | | | | | | | | | |
Derivative Type | | Location of Gain or (Loss) on Derivatives Within Statement of Operations | | Realized Gain or (Loss) on Derivatives | | | Change in Unrealized Appreciation or (Depreciation) | |
Interest rate contracts | | Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps | | $ | 169,613 | | | $ | 161,285 | |
| | | |
Credit contracts | | Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps | | | 20,061 | | | | 39,513 | |
| | | | | | | | | | |
Total | | | | $ | 189,674 | | | $ | 200,798 | |
| | | | | | | | | | |
The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended October 31, 2019:
| | | | |
Centrally Cleared Interest Rate Swaps: | | | | |
Average notional amount | | $ | 37,832,857 | |
Credit Default Swaps: | | | | |
Average notional amount of buy contracts | | $ | 1,620,000 | |
Average notional amount of sale contracts | | $ | 2,777,857 | |
For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the statement of assets and liabilities.
All OTC derivatives held at period end were subject to netting arrangements. The following table presents the Fund’s derivative assets and liabilities by OTC counterparty net of amounts available for offset under ISDA Master Agreements (“MA”) and net of the related collateral received/pledged by the Fund as of October 31, 2019. Exchange-traded derivatives and centrally cleared swaps are not subject to netting arrangements and as such are excluded from the table.
| | | | | | | | | | | | | | | | | | | | |
Counterparty | | Derivative Assets Subject to a MA | | | Derivatives Available for Offset | | | Cash Collateral Received* | | | Security Collateral Received* | | | Net Amount of Derivative Assets | |
Citigroup Global Markets, Inc. | | $ | 2,102 | | | $ | (2,102 | ) | | $ | – 0 | – | | $ | – 0 | – | | $ | – 0 | – |
JP Morgan Securities, LLC | | | 31,356 | | | | (31,356 | ) | | | – 0 | – | | | – 0 | – | | | – 0 | – |
| | | | | | | | | | | | | | | | | | | | |
Total | | $ | 33,458 | | | $ | (33,458 | ) | | $ | – 0 | – | | $ | – 0 | – | | $ | 0 | ^ |
| | | | | | | | | | | | | | | | | | | | |
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NOTES TO FINANCIAL STATEMENTS(continued)
| | | | | | | | | | | | | | | | | | | | |
Counterparty | | Derivative Liabilities Subject to a MA | | | Derivatives Available for Offset | | | Cash Collateral Pledged* | | | Security Collateral Pledged* | | | Net Amount of Derivative Liabilities | |
Citigroup Global Markets, Inc. | | $ | 23,074 | | | $ | (2,102 | ) | | $ | – 0 | – | | $ | – 0 | – | | $ | 20,972 | |
Credit Suisse International | | | 49,141 | | | | – 0 | – | | | – 0 | – | | | – 0 | – | | | 49,141 | |
Goldman Sachs International | | | 24,794 | | | | – 0 | – | | | – 0 | – | | | – 0 | – | | | 24,794 | |
JP Morgan Securities, LLC | | | 146,203 | | | | (31,356 | ) | | | – 0 | – | | | – 0 | – | | | 114,847 | |
| | | | | | | | | | | | | | | | | | | | |
Total | | $ | 243,212 | | | $ | (33,458 | ) | | $ | – 0 | – | | $ | – 0 | – | | $ | 209,754 | ^ |
| | | | | | | | | | | | | | | | | | | | |
* | The actual collateral received/pledged may be more than the amount reported due to over-collateralization. |
^ | Net amount represents the net receivable/payable that would be due from/to the counterparty in the event of default or termination. The net amount from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same counterparty. |
2. Currency Transactions
The Fund may invest innon-U.S. Dollar-denominated securities on a currency hedged or unhedged basis. The Fund may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives, including forward currency exchange contracts, futures and options on futures, swaps, and other options. The Fund may enter into transactions for investment opportunities when it anticipates that a foreign currency will appreciate or depreciate in value but securities denominated in that currency are not held by the Fund and do not present attractive investment opportunities. Such transactions may also be used when the Adviser believes that it may be more efficient than a direct investment in a foreign currency-denominated security. The Fund may also conduct currency exchange contracts on a spot basis (i.e., for cash at the spot rate prevailing in the currency exchange market for buying or selling currencies).
NOTE D
Shares of Beneficial Interest
Transactions in shares of beneficial interest were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Shares | | | | | | Amount | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | | | | | | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | | | | |
| | | | | | | | |
Shares sold | | | 14,617,171 | | | | 8,683,152 | | | | | | | $ | 144,954,859 | | | $ | 84,359,626 | | | | | |
| | | | | |
Shares redeemed | | | (5,444,661 | ) | | | (6,340,194 | ) | | | | | | | (54,005,396 | ) | | | (61,654,794 | ) | | | | |
| | | | | |
Net increase | | | 9,172,510 | | | | 2,342,958 | | | | | | | $ | 90,949,463 | | | $ | 22,704,832 | | | | | |
| | | | | |
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NOTES TO FINANCIAL STATEMENTS(continued)
NOTE E
Risks Involved in Investing in the Fund
Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.
Interest Rate Risk—Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations.
Below Investment Grade Securities Risk—Investments in fixed-income securities with lower ratings (“junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.
Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.
Foreign(Non-U.S.) Risk—Investments in securities ofnon-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.
Emerging Market Risk—Investments in emerging market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.
Currency Risk—Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.
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NOTES TO FINANCIAL STATEMENTS(continued)
Mortgage-Related and/or Other Asset-Backed Securities Risk—Investments in mortgage-related and other asset-backed securities are subject to certain additional risks. The value of these securities may be particularly sensitive to changes in interest rates. These risks include “extension risk”, which is the risk that, in periods of rising interest rates, issuers may delay the payment of principal, and “prepayment risk”, which is the risk that in periods of falling interest rates, issuers may pay principal sooner than expected, exposing the Fund to a lower rate of return upon reinvestment of principal. Mortgage-backed securities offered bynon-governmental issuers and other asset-backed securities may be subject to other risks, such as higher rates of default in the mortgages or assets backing the securities or risks associated with the nature and servicing of mortgages or assets backing the securities.
Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and subject to counterparty risk to a greater degree than more traditional investments. Derivatives may result in significant losses, including losses that are far greater than the value of the derivatives reflected on the statement of assets and liabilities.
Leverage Risk—When the Fund borrows money or otherwise leverages its investments, its performance may be volatile because leverage tends to exaggerate the effect of any increase or decrease in the value of the Fund’s investments. The Fund may create leverage through the use of reverse repurchase arrangements, forward currency exchange contracts, forward commitments, dollar rolls or futures or by borrowing money. The use of other types of derivative instruments by the Fund, such as options and swaps, may also result in a form of leverage. Leverage may result in higher returns to the Fund than if the Fund were not leveraged, but may also adversely affect returns, particularly if the market is declining.
LIBOR Risk—The Fund may invest in certain debt securities, derivatives or other financial instruments that utilize the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In July 2017, the United Kingdom Financial Conduct Authority, which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. Although financial regulators and industry working groups have suggested alternative reference rates, such as European Interbank Offer Rate (“EURIBOR”), Sterling Overnight Interbank Average Rate (“SONIA”) and Secured Overnight Financing Rate (“SOFR”), global consensus on alternative rates is lacking and the process for amending existing contracts or instruments to transition away from LIBOR remains unclear. The elimination of LIBOR or changes to other reference rates or any other changes or reforms
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NOTES TO FINANCIAL STATEMENTS(continued)
to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect the Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, adversely affecting the Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. Because the usefulness of LIBOR as a benchmark could deteriorate during the transition period, these effects could occur prior to the end of 2021.
Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.
NOTE F
Joint Credit Facility
A number ofopen-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with abnormal redemption activity. Commitment fees related to the Facility are paid by the Adviser. The Fund did not utilize the Facility during the six months ended October 31, 2019.
NOTE G
Distributions to Shareholders
The tax character of distributions to be paid for the year ending April 30, 2020 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended April 30, 2019 and April 30, 2018 were as follows:
| | | | | | | | |
| | 2019 | | | 2018 | |
Distributions paid from: | | | | | | | | |
Ordinary income | | $ | 3,965,321 | | | $ | 2,437,423 | |
| | | | | | | | |
Total distributions paid | | $ | 3,965,321 | | | $ | 2,437,423 | |
| | | | | | | | |
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NOTES TO FINANCIAL STATEMENTS(continued)
As of April 30, 2019, the components of accumulated earnings/(deficit) on a tax basis were as follows:
| | | | |
Undistributed ordinary income | | $ | 292,755 | |
Accumulated capital and other losses | | | (1,152,312 | )(a) |
Unrealized appreciation/(depreciation) | | | 473,329 | (b) |
| | | | |
Total accumulated earnings/(deficit) | | $ | (386,228 | )(c) |
| | | | |
(a) | As of April 30, 2019, the Fund had a net capital loss carryforward of $1,152,312. |
(b) | The difference between book-basis andtax-basis unrealized appreciation/(depreciation) is attributable primarily to the tax treatment of swaps. |
(c) | The difference between book-basis andtax-basis components of accumulated earnings/(deficit) is attributable primarily to dividends payable. |
For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of April 30, 2019, the Fund had a net short-term capital loss carryforward of $954,970 and a net long-term capital loss carryforward of $197,342, which may be carried forward for an indefinite period.
NOTE H
Recent Accounting Pronouncements
In March 2017, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU2017-08, Receivables—Nonrefundable Fees and Other Costs (Subtopic310-20), Premium Amortization on Purchased Callable Debt Securities which amends the amortization period for certain purchased callable debt securities held at a premium, shortening such period to the earliest call date. ASU2017-08 does not require any accounting change for debt securities held at a discount; the discount continues to be amortized to maturity. ASU2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Fund has adopted ASU2017-08, which did not have a material impact on the Fund’s financial position or the results of its operations, and had no impact on the Fund’s net assets.
NOTE I
Subsequent Events
Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.
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FINANCIAL HIGHLIGHTS
Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | |
Year Ended April 30, | |
| 2019 | | | 2018 | | | 2017 | | | 2016 | | | 2015 | |
| | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | | $ 9.82 | | | | $ 9.70 | | | | $ 9.84 | | | | $ 9.91 | | | | $ 9.97 | | | | $ 9.97 | |
| | | | |
Income From Investment Operations | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income(a) | | | .13 | | | | .25 | | | | .20 | | | | .17 | | | | .14 | | | | .09 | |
Net realized and unrealized gain (loss) on investment transactions | | | .14 | | | | .13 | | | | (.14 | ) | | | (.01 | ) | | | (.02 | )† | | | .03 | |
| | | | |
Net increase in net asset value from operations | | | .27 | | | | .38 | | | | .06 | | | | .16 | | | | .12 | | | | .12 | |
| | | | |
Less: Dividends | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (.14 | ) | | | (.26 | ) | | | (.20 | ) | | | (.23 | ) | | | (.18 | ) | | | (.12 | ) |
| | | | |
Net asset value, end of period | | | $ 9.95 | | | | $ 9.82 | | | | $ 9.70 | | | | $ 9.84 | | | | $ 9.91 | | | | $ 9.97 | |
| | | | |
Total Return | | | | | | | | | | | | | | | | | | | | | | | | |
Total investment return based on net asset value(b) | | | 2.72 | % | | | 4.00 | % | | | .65 | % | | | 1.48 | % | | | 1.26 | % | | | 1.16 | % |
| | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | | $247,515 | | | | $154,300 | | | | $129,628 | | | | $74,327 | | | | $307,233 | | | | $117,588 | |
Ratio to average net assets of: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 2.59 | %^ | | | 2.62 | % | | | 2.05 | % | | | 1.67 | % | | | 1.44 | % | | | .89 | % |
Portfolio turnover rate | | | 39 | % | | | 45 | % | | | 81 | % | | | 85 | % | | | 109 | % | | | 109 | % |
See footnote summary on page 51.
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FINANCIAL HIGHLIGHTS(continued)
Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period
(a) | Based on average shares outstanding. |
(b) | Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized. |
† | Due to timing of sales and repurchase of capital shares, the net realized and unrealized gain (loss) per share is not in accordance with the Fund’s change in net realized and unrealized gain (loss) on investment transactions for the period. |
See notes to financial statements.
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BOARD OF TRUSTEES
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Marshall C. Turner, Jr.(1), Chairman Michael J. Downey(1) Nancy P. Jacklin(1) Robert M. Keith,President and Chief Executive Officer | | Carol C. McMullen(1) Garry L. Moody(1) Earl D. Weiner(1) |
OFFICERS
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Scott A. DiMaggio(2),Vice President Shawn E. Keegan(2),Vice President Douglas J. Peebles(2),Senior Vice President Emilie D. Wrapp,Secretary | | Michael B. Reyes, Senior Analyst Joseph J. Mantineo,Treasurer and Chief Financial Officer Phyllis J. Clarke,Controller Vincent S. Noto,Chief Compliance Officer |
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Custodian and Accounting Agent State Street Bank and Trust Company State Street Corporation CCB/5 1 Iron Street Boston, MA 02210 Principal Underwriter AllianceBernstein Investments, Inc. 1345 Avenue of the Americas New York, NY 10105 Transfer Agent AllianceBernstein Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278-6003 Toll-Free(800) 221-5672 | | Legal Counsel Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004 Independent Registered Public Accounting Firm Ernst & Young LLP 5 Times Square New York, NY 10036 |
1 | Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee. |
2 | The day-to-day management of, and investment decisions for, the Trust’s portfolio are made by the Adviser’s Core Fixed-Income Team. Messrs. DiMaggio, Keegan and Peebles are the investment professionals primarily responsible for the day-to-day management of the Trust’s portfolio. |
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Information Regarding the Review and Approval of the Fund’s Advisory Agreement
The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Taxable Multi-Sector Income Shares (the “Fund”) at a meeting held onNovember 6-8, 2018 (the “Meeting”).
Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including materials from an outside consultant, who acted as their independent fee consultant, and comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.
The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of the open-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.
The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund.
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The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that wasall-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:
Nature, Extent and Quality of Services Provided
The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.
Costs of Services Provided and Profitability
The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2016 and 2017 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant retained by the Fund’s former Senior Officer/Independent Compliance Officer. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors noted that the Fund was not profitable to the Adviser in the periods reviewed.
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Fall-Out Benefits
The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund. The directors noted that the Adviser is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.
Investment Results
In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.
At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the1-,3- and5-year periods ended July 31, 2018 and (in the case of comparisons with the broad-based securities market index) for the period from inception. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, and their discussion with the Adviser of the reasons for the Fund’s underperformance in certain periods, the directors concluded that the Fund’s investment performance was acceptable.
Advisory Fees
The directors considered the advisory fee rate payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider showing the fees payable by other fund families used in wrap fee programs similar to that of the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees payable by other funds.
The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser is indirectly compensated by the Sponsors for its services to the Fund. The directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee
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arrangements with the Sponsors vary, the directors acknowledged the Adviser’s view that a portion of such fees (less the expenses of the Fund paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different fee rates, the rate of fee attributable to Fund management at the Fund level is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.
The directors also considered the Adviser’s fee schedule for other clients pursuing a similar investment style. For this purpose, they reviewed the relevant advisory fee information from the Adviser’s Form ADV and in a report from the Fund’s Senior Analyst and noted the differences between the Fund’s fee schedule, on the one hand, and the Adviser’s institutional fee schedule, on the other. The directors noted that the Adviser may, in some cases, agree to fee rates with large institutional clients that are lower than those reviewed by the directors and that they had previously discussed with the Adviser its policies in respect of such arrangements. The directors also discussed these matters with an independent fee consultant.
The Adviser reviewed with the directors the significantly greater scope of the services it provides to the Fund relative to institutional clients. In this regard, the Adviser noted, among other things, that, compared to institutional accounts, the Fund (i) demands considerably more portfolio management, research and trading resources due to significantly higher daily cash flows; (ii) has more tax and regulatory restrictions and compliance obligations; (iii) must prepare and file or distribute regulatory and other communications about fund operations; and (iv) must provide shareholder servicing to retail investors. The Adviser also reviewed the greater legal risks presented by the large and changing population of Fund shareholders who may assert claims against the Adviser in individual or class actions, and the greater entrepreneurial risk in offering new fund products, which require substantial investment to launch, may not succeed, and generally must be priced to compete with larger, more established funds resulting in lack of profitability to the Adviser until a new fund achieves scale. In light of the substantial differences in services rendered by the Adviser to institutional clients as compared to the Fund, the directors considered these fee comparisons inapt and did not place significant weight on them in their deliberations.
The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.
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Economies of Scale
The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.
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This page is not part of the Shareholder Report or the Financial Statements.
AB FAMILY OF FUNDS
US EQUITY
US CORE
Core Opportunities Fund
FlexFee™ US Thematic Portfolio
Select US Equity Portfolio
US GROWTH
Concentrated Growth Fund
Discovery Growth Fund
FlexFee™ Large Cap Growth Portfolio
Growth Fund
Large Cap Growth Fund
Small Cap Growth Portfolio
US VALUE
Discovery Value Fund
Equity Income Fund
Relative Value Fund
Small Cap Value Portfolio
Value Fund
INTERNATIONAL/ GLOBAL EQUITY
INTERNATIONAL/ GLOBAL CORE
FlexFee™ International Strategic Core Portfolio
Global Core Equity Portfolio
International Portfolio
International Strategic Core Portfolio
Sustainable Global Thematic Fund
Tax-Managed International Portfolio
Tax-Managed Wealth Appreciation Strategy
Wealth Appreciation Strategy
INTERNATIONAL/ GLOBAL GROWTH
Concentrated International Growth Portfolio
FlexFee™ Emerging Markets Growth Portfolio
INTERNATIONAL/ GLOBAL EQUITY(continued)
Sustainable International Thematic Fund
INTERNATIONAL/ GLOBAL VALUE
All China Equity Portfolio
International Value Fund
FIXED INCOME
MUNICIPAL
High Income Municipal Portfolio
Intermediate California Municipal Portfolio
Intermediate Diversified Municipal Portfolio
Intermediate New York Municipal Portfolio
Municipal Bond Inflation Strategy
Tax-Aware Fixed Income Portfolio
National Portfolio
Arizona Portfolio
California Portfolio
Massachusetts Portfolio
Minnesota Portfolio
New Jersey Portfolio
New York Portfolio
Ohio Portfolio
Pennsylvania Portfolio
Virginia Portfolio
TAXABLE
Bond Inflation Strategy
FlexFee™ High Yield Portfolio
FlexFee™ International Bond Portfolio
Global Bond Fund
High Income Fund
Income Fund
Intermediate Duration Portfolio
Limited Duration High Income Portfolio
Short Duration Portfolio
Total Return Bond Portfolio1
ALTERNATIVES
All Market Real Return Portfolio
Global Real Estate Investment Fund
Select US Long/Short Portfolio
Unconstrained Bond Fund
MULTI-ASSET
All Market Income Portfolio
All Market Total Return Portfolio
Conservative Wealth Strategy
Emerging Markets Multi-Asset Portfolio
Global Risk Allocation Fund
Tax-Managed All Market Income Portfolio
TARGET-DATE
Multi-Manager Select Retirement Allocation Fund
Multi-Manager Select 2010 Fund
Multi-Manager Select 2015 Fund
Multi-Manager Select 2020 Fund
Multi-Manager Select 2025 Fund
Multi-Manager Select 2030 Fund
Multi-Manager Select 2035 Fund
Multi-Manager Select 2040 Fund
Multi-Manager Select 2045 Fund
Multi-Manager Select 2050 Fund
Multi-Manager Select 2055 Fund
Multi-Manager Select 2060 Fund
CLOSED-END FUNDS
AllianceBernstein Global High Income Fund
AllianceBernstein National Municipal Income Fund
We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.
1 | Prior to July 12, 2019, Total Return Bond Portfolio was named Intermediate Bond Portfolio. |
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NOTES
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NOTES
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AB TAXABLE MULTI-SECTOR INCOME SHARES
1345 Avenue of the Americas
New York, NY 10105
800 221 5672
TMSIS-0152-1019 
OCT 10.31.19

SEMI-ANNUAL REPORT
AB IMPACT MUNICIPAL INCOME SHARES

Beginning January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically at any time by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by calling the Fund at (800) 221 5672.
You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.
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Investment Products Offered | | • Are Not FDIC Insured• May Lose Value• Are Not Bank Guaranteed |
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.
This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.
You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.
The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’sForm N-PORT reports are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-PORT may also be reviewed and copied at the Commission’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC 0330. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.
AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.
The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.
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FROM THE PRESIDENT | |  |
Dear Shareholder,
We are pleased to provide this report for AB Impact Municipal Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.
As always, AB strives to keep clients ahead of what’s next by:
+ | | Transforming uncommon insights into uncommon knowledge with a global research scope |
+ | | Navigating markets with seasoned investment experience and sophisticated solutions |
+ | | Providing thoughtful investment insights and actionable ideas |
Whether you’re an individual investor or a multi-billion-dollar institution, we put knowledge and experience to work for you.
AB’s global research organization connects and collaborates across platforms and teams to deliver impactful insights and innovative products. Better insights lead to better opportunities—anywhere in the world.
For additional information about AB’s range of products and shareholder resources, please log on to www.abfunds.com.
Thank you for your investment in the AB Mutual Funds.
Sincerely,

Robert M. Keith
President and Chief Executive Officer, AB Mutual Funds
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 1 |
SEMI-ANNUAL REPORT
December 17, 2019
This report provides management’s discussion of fund performance for AB Impact Municipal Income Shares for the semi-annual reporting period ended October 31, 2019. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.
The investment objective of the Fund is to earn the highest level of current income, exempt from federal taxation, that is available consistent with what the Adviser considers to be an appropriate level of risk.
NAV RETURNS AS OF OCTOBER 31, 2019(unaudited)
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| | 6 Months | | | 12 Months | |
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AB IMPACT MUNICIPAL INCOME SHARES | | | 5.35% | | | | 13.07% | |
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Bloomberg Barclays Municipal Bond Index | | | 3.54% | | | | 9.42% | |
INVESTMENT RESULTS
The table above shows the Fund’s performance compared to its benchmark, the Bloomberg Barclays Municipal Bond Index, for thesix- and12-month periods ended October 31, 2019.
During thesix-month period, the Fund outperformed its benchmark. The Fund’s longer-than-benchmark duration positioning contributed most, relative to the benchmark, as yields declined and municipal securities rallied. An overweight to lower quality tiers also contributed, as did security selection in the Fund’s education and health impact sectors. There were no significant detractors for the six-month period.
During the12-month period, the Fund outperformed its benchmark, primarily due to a longer-than-benchmark duration position, as yields declined and fixed-income assets rallied. An overweight to lower rated quality tiers, specifically BBB’s, also contributed. Selections in the Fund’s health care impact sector holdings contributed, while selection in education holdings detracted.
The Fund did not utilize derivatives during either period.
MARKET REVIEW AND INVESTMENT STRATEGY
Municipal bonds posted strong returns for the six-month period ended October 31, 2019, as inflation remained tame. US yields declined across the maturity spectrum, with the benchmark10-year US Treasury yield falling 81 basis points to end thesix-month period at 1.69%. Longer-maturity municipals outperformed shorter and intermediate-term municipals. By quality tier, lower rated municipals outperformed the highest rated quality tiers.
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The underlying goal of the Fund is to make environmentally, socially and financially productive investments in historically marginalized and underserved communities to reduce gaps that exist in such areas as academic achievement, economic development or the provision of health care. Essentially, the Fund’s Senior Investment Management Team is looking to create a better tomorrow. Inherent in these goals is to make investments toward improving the quality of life for all by enhancing and promoting civic engagement, an informed citizenry, culture and the physical and natural sciences.
The Fund may purchase municipal securities that are insured under policies issued by certain insurance companies. Historically, insured municipal securities typically received a higher credit rating, which meant that the issuer of the securities paid a lower interest rate. As a result of declines in the credit quality and associated downgrades of most bond insurers, insurance has less value than it did in the past. The market now values insured municipal securities primarily based on the credit quality of the issuer of the security with little value given to the insurance feature. In purchasing such insured securities, the Adviser evaluates the risk and return of municipal securities through its own research. If an insurance company’s rating is downgraded or the company becomes insolvent, the prices of municipal securities insured by the insurance company may decline. As of October 31, 2019, the Fund’s percentages of investments in municipal bonds that are insured and in insured municipal bonds that have beenpre-refunded or escrowed to maturity were 17.41% and 0.00%, respectively.
INVESTMENT POLICIES
The Fund pursues its objective by investing principally in high-yielding municipal securities of any credit quality that (i) score highly on the Adviser’s environmental, social and corporate governance (“ESG”) criteria and (ii) are deemed by the Adviser to have an environmental or social impact in underserved or low socio-economic communities. As a matter of fundamental policy, the Fund invests, under normal circumstances, at least 80% of its net assets in municipal securities that pay interest that is exempt from federal income tax. These securities may pay interest that is subject to the federal alternative minimum tax for certain taxpayers.
The Adviser evaluates each security in which the Fund invests using both a traditional municipal bond credit analysis and a consideration of the security’s overall ESG score under the Adviser’s ESG evaluation criteria. Under this ESG evaluation, to arrive at an overall ESG score, each security is scored on environmental, social and governance factors, and the scores are weighted based on the Adviser’s assessment of the relevance of each factor within a given sector (e.g., education, health care, renewable energy and mass transit). For example, social
(continued on next page)
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factors are weighted more heavily in the overall ESG score for a security of an issuer in the education sector than they are for a security of an issuer in the mass transit sector, where environmental factors predominate. The Adviser regularly reviews the overall ESG scores assigned to securities under consideration for purposes of determining the securities in which to invest for the Fund.
The Adviser’s ESG evaluation is conducted on an industry sector basis and includes the use of key performance indicators that vary in materiality by sector. The Adviser’s environmental evaluation covers issues such as clean and renewable energy, climate change and water conservation. The Adviser’s social evaluation covers issues such as economic impact, high qualitysafety-net health care and overall community health needs, and the reduction of achievement gaps between wealthy and poor school districts. The Adviser’s governance evaluation covers issues such as stewardship of debt and capital, board governance and transparency.
The Adviser also assesses a security’s risk and return characteristics as well as a security’s impact on the overall risk and return characteristics of the Fund. In making this assessment, the Adviser takes into account various factors including the credit quality, maturity, sensitivity to interest rates and the expectedafter-tax returns of the security under consideration and of the Fund’s other holdings.
The Fund may invest without limit in lower-rated securities (“junk bonds”), which may include securities having the lowest rating, and in unrated securities that, in the Adviser’s judgment, would be lower-rated securities if rated. The Fund may invest in fixed-income securities with any maturity or duration. The Fund will seek to increase income for shareholders by investing in longer-maturity bonds. Consistent with its objective of seeking a higher level of income, the Fund may experience greater volatility and a higher risk of loss of principal than other municipal funds.
The Fund may also invest in: tender option bond transactions (“TOBs”); forward commitments;zero-coupon municipal securities and variable, floating and inverse floating-rate municipal securities; certain types of mortgage-related securities; and derivatives, such as options, futures contracts, forwards and swaps.
The Fund may make short sales of securities or maintain a short position, and may use other investment techniques. The Fund may use leverage for investment purposes to increase income through the use of TOBs and derivative instruments, such as interest rate swaps.
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DISCLOSURES AND RISKS
Benchmark Disclosure
The Bloomberg Barclays Municipal Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg Barclays Municipal Bond Index represents the performance of the long-termtax-exempt bond market consisting of investment-grade bonds. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.
A Word About Risk
Market Risk:The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events that affect large portions of the market.
ESG Risk: Applying ESG and sustainability criteria to the investment process may exclude securities of certain issuers fornon-investment reasons and, therefore, the Fund may forgo some market opportunities available to funds that do not use ESG or sustainability criteria. Securities selected based on ESG factors may shift into and out of favor depending on market and economic conditions, and the Fund’s performance may at times be better or worse than the performance of funds that do not use ESG or sustainability criteria.
Credit Risk:An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.
Municipal Market Risk:This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism and catastrophic natural disasters, such as hurricanes or earthquakes. The Fund’s
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DISCLOSURES AND RISKS(continued)
investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.
Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the US federal income tax treatment of certain types of municipal securities.
Tax Risk: There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the US government and the US Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value (“NAV”) could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting thetax-exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.
Below Investment-Grade Securities Risk: Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest-rate sensitivity, negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.
Interest-Rate Risk:Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations.
Inflation Risk:This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of
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6 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
DISCLOSURES AND RISKS(continued)
money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.
Leverage Risk:To the extent the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.
Illiquid Investments Risk:Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater illiquid investments risk than most other types of investments.
Derivatives Risk:Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especiallyover-the-counter derivatives, are also subject to counterparty risk.
Management Risk:The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results.
These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.
An Important Note About Historical Performance
The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recentmonth-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance assumes reinvestment of distributions and does not account for taxes.
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 7 |
HISTORICAL PERFORMANCE
AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2019(unaudited)
| | | | |
| |
| | NAV Returns | |
| |
1 Year | | | 13.07% | |
| |
Since Inception1 | | | 5.82% | |
AVERAGE ANNUAL RETURNS
AS OF THE MOST RECENT CALENDARQUARTER-END
SEPTEMBER 30, 2019(unaudited)
| | | | |
| |
| | NAV Returns | |
| |
1 Year | | | 11.90% | |
| |
Since Inception1 | | | 6.02% | |
The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.01% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.
1 | Inception date: 9/12/2017. |
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8 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
EXPENSE EXAMPLE
(unaudited)
As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.
Actual Expenses
The table below provides information about actual account values and actual expenses. You may use the information, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The table below also provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
| | | | | | | | | | | | | | | | |
| | Beginning Account Value May 1, 2019 | | | Ending Account Value October 31, 2019 | | | Expenses Paid During Period* | | | Annualized Expense Ratio* | |
Actual | | $ | 1,000 | | | $ | 1,053.50 | | | $ | – 0 | – | | | 0.00 | % |
Hypothetical** | | $ | 1,000 | | | $ | 1,025.14 | | | $ | – 0 | – | | | 0.00 | % |
* | Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect theone-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates. |
** | Assumes 5% annual return before expenses. |
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 9 |
PORTFOLIO SUMMARY
October 31, 2019(unaudited)
PORTFOLIO STATISTICS
Net Assets ($mil): $177.9

1 | All data are as October 31, 2019. The Fund’s quality rating breakdown is expressed as a percentage of the Fund’s total investments in municipal securities and may vary over time. The quality ratings are determined by using the S&P Global Ratings (“S&P”), Moody’s Investors Services, Inc. (“Moody’s”) and Fitch Ratings, Ltd. (“Fitch”). The Fund considers the credit ratings issued by S&P, Moody’s and Fitch and uses the highest rating issued by the agencies. These ratings are a measure of the quality and safety of a bond or portfolio, based on the issuer’s financial condition. AAA is the highest (best) and D is the lowest (worst). If applicable, thePre-refunded category includes bonds which are secured by U.S. Government securities and therefore are deemed high-quality investment-grade by the Adviser. If applicable, Not Applicable (N/A) includesnon-creditworthy investments, such as equities, currency contracts, futures and options. If applicable, the Not Rated category includes bonds that are not rated by a nationally recognized statistical rating organization. The Adviser evaluates the creditworthiness ofnon-rated securities based on a number of factors including, but not limited to, cash flows, enterprise value and economic environment. |
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10 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS
October 31, 2019(unaudited)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
MUNICIPAL OBLIGATIONS – 90.3% | |
Long-Term Municipal Bonds – 89.2% | |
American Samoa – 0.9% | |
American Samoa Economic Development Authority (Territory of American Samoa) 6.00%, 9/01/23(a) | | $ | 1,565 | | | $ | 1,628,398 | |
| | | | | | | | |
|
California – 13.4% | |
Alameda Corridor Transportation Authority | | | | | | | | |
Series 2016A 5.00%, 10/01/22 | | | 725 | | | | 795,412 | |
Series 2016B 5.00%,10/01/35-10/01/36 | | | 2,095 | | | | 2,453,770 | |
California Educational Facilities Authority (Mount St. Mary’s University, Inc.) Series 2018A 5.00%,10/01/36-10/01/46 | | | 3,155 | | | | 3,823,239 | |
California School Finance Authority (Bright Star Schools Obligated Group) Series 2017 5.00%,6/01/37-6/01/54(a) | | | 850 | | | | 920,865 | |
California School Finance Authority (Downtown College Prep Obligated Group) Series 2016 5.00%, 6/01/51(a) | | | 250 | | | | 267,452 | |
California School Finance Authority (Ednovate Obligated Group) Series 2018 5.00%,6/01/48-6/01/56(a) | | | 2,085 | | | | 2,231,592 | |
California School Finance Authority (Equitas Academy Obligated Group) Series 2018A 5.00%, 6/01/48(a) | | | 3,750 | | | | 4,150,275 | |
California School Finance Authority (Green Dot Public Schools Obligated Group) Series 2018 5.00%, 8/01/38(a) | | | 1,000 | | | | 1,182,200 | |
California Statewide Communities Development Authority (Loma Linda University Medical Center) | | | | | | | | |
5.25%, 12/01/48(a) | | | 500 | | | | 580,030 | |
Series 2016A 5.00%, 12/01/41(a) | | | 1,190 | | | | 1,335,001 | |
Series 2018A 5.25%, 12/01/43(a) | | | 2,640 | | | | 3,078,610 | |
5.50%, 12/01/58(a) | | | 660 | | | | 773,929 | |
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 11 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Coalinga-Huron Joint Unified School District BAM Series 2018B 5.00%, 8/01/48 | | $ | 500 | | | $ | 593,905 | |
Golden Empire Schools Financing Authority (Kern High School District) Series 2018 5.00%, 5/01/21 | | | 1,195 | | | | 1,264,131 | |
Port of Los Angeles Series 2014A 5.00%, 8/01/21 | | | 355 | | | | 378,302 | |
| | | | | | | | |
| | | | | | | 23,828,713 | |
| | | | | | | | |
Colorado – 1.7% | |
Denver Health & Hospital Authority Series 2019A 4.00%,12/01/38-12/01/40 | | | 2,770 | | | | 3,057,587 | |
| | | | | | | | |
|
Connecticut – 2.5% | |
City of Bridgeport CT | | | | | | | | |
Series 2017A 5.00%, 11/01/25 | | | 525 | | | | 614,329 | |
BAM Series 2018C 5.00%,7/15/36-7/15/38 | | | 1,620 | | | | 1,933,491 | |
BAM Series 2019A 5.00%, 2/01/35 | | | 1,500 | | | | 1,813,575 | |
| | | | | | | | |
| | | | | | | 4,361,395 | |
| | | | | | | | |
District of Columbia – 2.1% | |
District of Columbia (KIPP DC Obligated Group) | | | | | | | | |
Series 2017A 5.00%, 7/01/42 | | | 785 | | | | 918,199 | |
Series 2017B 5.00%, 7/01/37 | | | 625 | | | | 739,225 | |
District of Columbia (KIPP DC) 4.00%, 7/01/39 | | | 1,000 | | | | 1,092,920 | |
District of Columbia Water & Sewer Authority Series 2016A 5.00%, 10/01/35 | | | 820 | | | | 980,154 | |
| | | | | | | | |
| | | | | | | 3,730,498 | |
| | | | | | | | |
Florida – 2.3% | |
School District of Broward County/FL (Broward County School Board/FL COP) | | | | | | | | |
Series 2017B 5.00%, 7/01/32 | | | 500 | | | | 610,795 | |
Series 2019B 5.00%, 7/01/29 | | | 2,750 | | | | 3,554,430 | |
| | | | | | | | |
| | | | | | | 4,165,225 | |
| | | | | | | | |
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12 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Georgia – 0.1% | |
Atlanta Development Authority The (Atlanta Development Authority Lease) Series 2017 2.061%, 12/01/21 | | $ | 230 | | | $ | 230,347 | |
| | | | | | | | |
|
Illinois – 0.8% | |
Cook County Community College District No. 508 | | | | | | | | |
Series 2013 5.25%, 12/01/43 | | | 605 | | | | 642,389 | |
BAM Series 2017 5.00%, 12/01/47 | | | 620 | | | | 709,125 | |
| | | | | | | | |
| | | | | | | 1,351,514 | |
| | | | | | | | |
Kansas – 0.4% | |
Seward County Unified School District No. 480 Liberal Series 2017B 5.00%, 9/01/28 | | | 555 | | | | 657,314 | |
| | | | | | | | |
|
Massachusetts – 7.3% | |
Massachusetts Development Finance Agency (Boston Medical Center Corp. Obligated Group) | | | | | | | | |
Series 2015D 5.00%, 7/01/44 | | | 3,095 | | | | 3,480,977 | |
Series 2016E 5.00%, 7/01/37 | | | 765 | | | | 881,188 | |
Series 2017F 5.00%, 7/01/30 | | | 1,475 | | | | 1,751,312 | |
Massachusetts Development Finance Agency (Wellforce Obligated Group) AGM Series 2019A 5.00%,7/01/36-7/01/44 | | | 4,895 | | | | 5,854,007 | |
Massachusetts Development Finance Agency (WGBH Educational Foundation) Series 2017A 4.00%, 1/01/32 | | | 825 | | | | 950,169 | |
| | | | | | | | |
| | | | | | | 12,917,653 | |
| | | | | | | | |
Michigan – 7.1% | |
Center Line Public Schools Series 2018 5.00%, 5/01/38 | | | 895 | | | | 1,083,317 | |
City of Detroit MI 5.00%,4/01/32-4/01/37 | | | 4,505 | | | | 5,022,984 | |
Downriver Utility Wastewater Authority AGM Series 2018 5.00%, 4/01/43 | | | 1,515 | | | | 1,785,609 | |
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 13 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Grand Rapids Public Schools | | | | | | | | |
AGM 5.00%, 11/01/40 | | $ | 1,800 | | | $ | 2,208,348 | |
AGM Series 2017 5.00%, 5/01/27 | | | 200 | | | | 248,870 | |
Great Lakes Water Authority Water Supply System Revenue | | | | | | | | |
Series 2016B 5.00%, 7/01/46 | | | 1,225 | | | | 1,428,031 | |
Series 2016C 5.00%, 7/01/26 | | | 695 | | | | 851,917 | |
| | | | | | | | |
| | | | | | | 12,629,076 | |
| | | | | | | | |
Minnesota – 0.6% | |
Housing & Redevelopment Authority of The City of St. Paul Minnesota (Metro Deaf School) Series 2018A 5.00%, 6/15/48(a) | | | 1,000 | | | | 1,047,440 | |
| | | | | | | | |
|
Missouri – 0.1% | |
St. Louis Community College District Series 2017 4.00%, 4/01/35 | | | 200 | | | | 224,576 | |
| | | | | | | | |
|
Montana – 1.4% | |
City of Missoula MT Water System Revenue Series 2019A 4.00%,7/01/37-7/01/44 | | | 2,180 | | | | 2,436,964 | |
| | | | | | | | |
|
Nevada – 1.4% | |
Clark County School District Series 2017C 5.00%,6/15/26-6/15/33 | | | 2,000 | | | | 2,429,550 | |
| | | | | | | | |
|
New Jersey – 5.4% | |
New Jersey Economic Development Authority (Foundation Academy Charter School A NJ Nonprofit Corp.) Series 2018A 5.00%, 7/01/50 | | | 1,000 | | | | 1,128,360 | |
New Jersey Economic Development Authority (North Star Academy Charter School of Newark, Inc.) Series 2017 5.00%, 7/15/47 | | | 1,170 | | | | 1,324,510 | |
| | |
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14 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
New Jersey Economic Development Authority (Seeing Eye, Inc. (The) Series 2015 5.00%, 3/01/25 | | $ | 3,205 | | | $ | 3,777,702 | |
New Jersey Economic Development Authority (State of New Jersey Division of Property Management & Construction Lease) Series 2018C 5.00%,6/15/27-6/15/42 | | | 1,645 | | | | 1,898,439 | |
New Jersey Health Care Facilities Financing Authority (St. Joseph’s Healthcare System Obligated Group) Series 2016 5.00%, 7/01/41 | | | 1,335 | | | | 1,517,908 | |
| | | | | | | | |
| | | | | | | 9,646,919 | |
| | | | | | | | |
New York – 4.1% | |
Build NYC Resource Corp. (Children’s Aid Society/The) 4.00%,7/01/44-7/01/49 | | | 1,150 | | | | 1,289,171 | |
Build NYC Resource Corp. (Inwood Academy for Leadership Charter School) Series 2018A 5.50%, 5/01/48(a) | | | 500 | | | | 549,770 | |
Build NYC Resource Corp. (Metropolitan Lighthouse Charter School) 5.00%, 6/01/52(a) | | | 1,260 | | | | 1,361,733 | |
Series 2017A 5.00%, 6/01/47(a) | | | 725 | | | | 785,414 | |
Metropolitan Transportation Authority Series 2018B 5.00%, 5/15/20 | | | 2,175 | | | | 2,216,586 | |
New York City Housing Development Corp. Series 2017E 1.50%, 5/01/22 | | | 230 | | | | 231,693 | |
New York State Dormitory Authority (Montefiore Obligated Group) Series 2018 5.00%, 8/01/34 | | | 750 | | | | 912,225 | |
| | | | | | | | |
| | | | | | | 7,346,592 | |
| | | | | | | | |
|
North Carolina – 3.1% | |
North Carolina Central University 4.00%, 4/01/49 | | | 2,270 | | | | 2,510,938 | |
5.00%, 4/01/44 | | | 2,500 | | | | 3,011,750 | |
| | | | | | | | |
| | | | | | | 5,522,688 | |
| | | | | | | | |
| | |
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 15 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Ohio – 5.6% | |
American Municipal Power, Inc. Series 2019A 5.00%, 2/15/44 | | $ | 2,150 | | | $ | 2,575,334 | |
County of Cuyahoga/OH (MetroHealth System (The)) | | | | | | | | |
Series 2017 5.00%, 2/15/42 | | | 4,365 | | | | 4,934,327 | |
5.25%, 2/15/47 | | | 1,500 | | | | 1,721,445 | |
County of Darke OH (Wayne Hospital Co. Obligated Group) Series 2019A 5.00%, 9/01/49 | | | 690 | | | | 790,202 | |
| | | | | | | | |
| | | | | | | 10,021,308 | |
| | | | | | | | |
Oklahoma – 3.0% | |
Oklahoma County Finance Authority (Oklahoma County Independent School District No. 52 MidwestCity-Del City) Series 2018 5.00%, 10/01/24 | | | 1,120 | | | | 1,310,926 | |
Oklahoma Development Finance Authority (OU Medicine Obligated Group) Series 2018B 5.50%, 8/15/57 | | | 3,365 | | | | 4,009,869 | |
| | | | | | | | |
| | | | | | | 5,320,795 | |
| | | | | | | | |
Oregon – 0.8% | |
Tri-County Metropolitan Transportation District of Oregon | | | | | | | | |
Series 2017A 5.00%, 10/01/26 | | | 865 | | | | 1,061,675 | |
Series 2018A 5.00%, 10/01/29 | | | 250 | | | | 312,150 | |
| | | | | | | | |
| | | | | | | 1,373,825 | |
| | | | | | | | |
Pennsylvania – 14.7% | |
Capital Region Water Water Revenue Series 2018 5.00%,7/15/25-7/15/26 | | | 1,510 | | | | 1,810,014 | |
City of Philadelphia PA Water & Wastewater Revenue | | | | | | | | |
Series 2018A 5.00%, 10/01/48 | | | 3,050 | | | | 3,691,720 | |
Series 2019B 5.00%, 11/01/49 | | | 3,095 | | | | 3,786,825 | |
Delaware County Authority (Elwyn Obligated Group) Series 2017 5.00%, 6/01/37 | | | 825 | | | | 917,945 | |
| | |
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16 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Hospitals & Higher Education Facilities Authority of Philadelphia (The) (Temple University Health System Obligated Group) Series 2017 5.00%,7/01/32-7/01/34 | | $ | 1,115 | | | $ | 1,302,636 | |
Philadelphia Authority for Industrial Development (City of Philadelphia PA) | | | | | | | | |
Series 2018 5.00%,5/01/36-5/01/38 | | | 4,010 | | | | 4,871,227 | |
AGM Series 2017 5.00%, 12/01/35 | | | 200 | | | | 240,274 | |
Pittsburgh Water & Sewer Authority AGM Series 2019A 5.00%, 9/01/44 | | | 2,000 | | | | 2,445,480 | |
School District of the City of Erie (The) | | | | | | | | |
AGM Series 2019A 5.00%, 4/01/31 | | | 405 | | | | 506,092 | |
AGM Series 2019C 5.00%,4/01/28-4/01/29 | | | 2,850 | | | | 3,560,359 | |
State Public School Building Authority (Community College Of Philadelphia Foundation) BAM Series 2018 5.00%, 6/15/21 | | | 1,000 | | | | 1,058,560 | |
Wilkes-Barre Area School District/PA BAM 5.00%, 4/15/59 | | | 1,620 | | | | 1,920,364 | |
| | | | | | | | |
| | | | | | | 26,111,496 | |
| | | | | | | | |
Texas – 0.7% | |
El Paso County Hospital District Series 2017 5.00%, 8/15/37 | | | 370 | | | | 419,484 | |
Newark Higher Education Finance Corp. (Austin Achieve Public Schools, Inc.) Series 2018 5.00%, 6/15/48 | | | 735 | | | | 753,404 | |
| | | | | | | | |
| | | | | | | 1,172,888 | |
| | | | | | | | |
Utah – 2.4% | |
Ogden City School District Municipal Building Authority (Ogden City School District) Series 2018 5.00%, 1/15/38 | | | 3,490 | | | | 4,215,431 | |
| | | | | | | | |
| | |
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 17 |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
Washington – 2.3% | |
Pend Oreille County Public Utility District No. 1 Box Canyon Series 2018 5.00%, 1/01/44 | | $ | 3,600 | | | $ | 4,152,384 | |
| | | | | | | | |
|
West Virginia – 2.9% | |
Morgantown Utility Board, Inc. BAM Series 2018B 5.00%, 12/01/43 | | | 2,555 | | | | 3,079,209 | |
West Virginia Hospital Finance Authority (West Virginia United Health System Obligated Group) Series 2017A 5.00%, 6/01/47 | | | 1,775 | | | | 2,067,485 | |
| | | | | | | | |
| | | | | | | 5,146,694 | |
| | | | | | | | |
Wisconsin – 2.1% | | | | | | | | |
Milwaukee Redevelopment Authority (Milwaukee Public Schools Lease) Series 2017 5.00%, 11/15/25 | | | 200 | | | | 240,116 | |
Wisconsin Public Finance Authority (Bancroft Neurohealth Obligated Group) Series 2016 5.125%, 6/01/48(a) | | | 200 | | | | 213,366 | |
Wisconsin Public Finance Authority (NC A&T Real Estate Foundation LLC) 5.00%, 6/01/44 | | | 2,950 | | | | 3,373,738 | |
| | | | | | | | |
| | | | | | | 3,827,220 | |
| | | | | | | | |
Total Long-Term Municipal Bonds (cost $149,393,928) | | | | | | | 158,554,490 | |
| | | | | | | | |
| | | | | | | | |
SHORT-TERM MUNICIPAL NOTES – 1.1% | | | | | | | | |
California – 1.1% | | | | | | | | |
California Infrastructure & Economic Development Bank (California Academy of Sciences) Series 2018C 1.64% (LIBOR 1 Month + 0.38%), 8/01/47(b) (cost $2,000,000) | | | 2,000 | | | | 1,997,920 | |
| | | | | | | | |
| | |
Total Municipal Obligations (cost $151,393,928) | | | | | | | 160,552,410 | |
| | | | | | | | |
| | |
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18 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
PORTFOLIO OF INVESTMENTS(continued)
| | | | | | | | |
| | Principal Amount (000) | | | U.S. $ Value | |
| |
CORPORATES – INVESTMENT GRADE – 5.1% | | | | | | | | |
Financial Institutions – 2.9% | | | | | | | | |
Finance – 2.9% | | | | | | | | |
Low Income Investment Fund Series 2019 3.711%, 7/01/29 | | $ | 5,000 | | | $ | 5,204,834 | |
| | | | | | | | |
| | |
Industrial – 2.2% | | | | | | | | |
Consumer Cyclical - Other – 1.9% | | | | | | | | |
Conservation Fund A Nonprofit Corp. (The) Series 2019 3.474%, 12/15/29 | | | 3,267 | | | | 3,319,349 | |
| | | | | | | | |
| | |
ConsumerNon-Cyclical – 0.3% | | | | | | | | |
YMCA of Greater New York Series 2018 3.985%, 8/01/22 | | | 500 | | | | 518,397 | |
| | | | | | | | |
| | | | | | | 3,837,746 | |
| | | | | | | | |
Total Corporates – Investment Grade (cost $8,767,000) | | | | | | | 9,042,580 | |
| | | | | | | | |
| | |
| | Shares | | | | |
SHORT-TERM INVESTMENTS – 3.6% | |
Investment Companies – 3.6% | |
AB Fixed Income Shares, Inc. – Government Money Market Portfolio Class AB, 1.78%(c)(d)(e) (cost $6,409,351) | | | 6,409,351 | | | | 6,409,351 | |
| | | | | | | | |
| | |
Total Investments – 99.0% (cost $166,570,279) | | | | | | | 176,004,341 | |
Other assets less liabilities – 1.0% | | | | | | | 1,855,491 | |
| | | | | | | | |
| | |
Net Assets – 100.0% | | | | | | $ | 177,859,832 | |
| | | | | | | | |
(a) | Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2019, the aggregate market value of these securities amounted to $20,106,075 or 11.3% of net assets. |
(b) | Floating Rate Security. Stated interest/floor/ceiling rate was in effect at October 31, 2019. |
(c) | Affiliated investments. |
(d) | The rate shown represents the7-day yield as of period end. |
(e) | To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800)227-4618. |
As of October 31, 2019, the Fund’s percentages of investments in municipal bonds that are insured and in insured municipal bonds that have beenpre-refunded or escrowed to maturity are 17.4% and 0.0%, respectively.
| | |
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 19 |
PORTFOLIO OF INVESTMENTS(continued)
Glossary:
AGM – Assured Guaranty Municipal
BAM – Build American Mutual
COP – Certificate of Participation
LIBOR – London Interbank Offered Rates
See notes to financial statements.
| | |
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20 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
STATEMENT OF ASSETS & LIABILITIES
October 31, 2019(unaudited)
| | | | |
Assets | | | | |
Investments in securities, at value | | | | |
Unaffiliated issuers (cost $160,160,928) | | $ | 169,594,990 | |
Affiliated issuers (cost $6,409,351) | | | 6,409,351 | |
Cash | | | 11,029 | |
Interest receivable | | | 1,967,651 | |
Receivable for shares of beneficial interest sold | | | 395,899 | |
Affiliated dividends receivable | | | 7,925 | |
Receivable due from Adviser | | | 431 | |
| | | | |
Total assets | | | 178,387,276 | |
| | | | |
Liabilities | | | | |
Dividends payable | | | 476,070 | |
Payable for shares of beneficial interest redeemed | | | 51,374 | |
| | | | |
Total liabilities | | | 527,444 | |
| | | | |
Net Assets | | $ | 177,859,832 | |
| | | | |
Composition of Net Assets | | | | |
Shares of beneficial interest, at par | | $ | 168 | |
Additionalpaid-in capital | | | 168,610,020 | |
Distributable earnings | | | 9,249,644 | |
| | | | |
| | $ | 177,859,832 | |
| | | | |
Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 16,839,106 common shares outstanding) | | $ | 10.56 | |
| | | | |
See notes to financial statements.
| | |
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 21 |
STATEMENT OF OPERATIONS
Six Months Ended October 31, 2019(unaudited)
| | | | | | | | |
Investment Income | | | | | | | | |
Interest | | $ | 2,556,274 | | | | | |
Dividends—Affiliated issuers | | | 79,765 | | | | | |
Other income(a) | | | 3,585 | | | | | |
| | | | | | | | |
Total investment income | | | | | | $ | 2,639,624 | |
| | | | | | | | |
Realized and Unrealized Gain on Investment Transactions | | | | | | | | |
Net change in unrealized appreciation/depreciation of investments | | | | | | | 5,302,473 | |
| | | | | | | | |
Net gain on investment transactions | | | | | | | 5,302,473 | |
| | | | | | | | |
Net Increase in Net Assets from Operations | | | | | | $ | 7,942,097 | |
| | | | | | | | |
(a) | Other income includes a reimbursement for investment in affiliated issuer (see Note B). |
See notes to financial statements.
| | |
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22 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
STATEMENT OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | |
Increase (Decrease) in Net Assets from Operations | | | | | | | | |
Net investment income | | $ | 2,639,624 | | | $ | 3,099,712 | |
Net realized gain (loss) on investment transactions | | | – 0 | – | | | (152,868 | ) |
Net change in unrealized appreciation/depreciation of investments | | | 5,302,473 | | | | 4,774,022 | |
| | | | | | | | |
Net increase in net assets from operations | | | 7,942,097 | | | | 7,720,866 | |
Distribution to Shareholders | | | (2,639,650 | ) | | | (3,099,693 | ) |
Transactions in Shares of Beneficial Interest | | | | | | | | |
Net increase | | | 39,593,366 | | | | 91,001,459 | |
| | | | | | | | |
Total increase | | | 44,895,813 | | | | 95,622,632 | |
Net Assets | |
Beginning of period | | | 132,964,019 | | | | 37,341,387 | |
| | | | | | | | |
End of period | | $ | 177,859,832 | | | $ | 132,964,019 | |
| | | | | | | | |
See notes to financial statements.
| | |
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 23 |
NOTES TO FINANCIAL STATEMENTS
October 31, 2019(unaudited)
NOTE A
Significant Accounting Policies
AB Corporate Shares (the “Trust”) was organized as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts by an Agreement and Declaration of Trust dated January 26, 2004. The Trust is registered under the Investment Company Act of 1940, as anopen-end, diversified management investment company. The Trust operates as a “series” company currently offering four separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares and AB Impact Municipal Income Shares. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Impact Municipal Income Shares (the “Fund”).
Shares of the Fund are offered exclusively to holders of accounts established underwrap-fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.
1. Security Valuation
Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).
In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over the
| | |
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24 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Such factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.
Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded innon-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 25 |
NOTES TO FINANCIAL STATEMENTS(continued)
2. Fair Value Measurements
In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.
| • | | Level 1—quoted prices in active markets for identical investments |
| • | | Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
| • | | Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
The fair value of debt instruments, such as bonds, andover-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3.
Other fixed income investments, includingnon-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate issuer specific data with relevant yield/spread comparisons with more
| | |
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26 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.
The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of October 31, 2019:
| | | | | | | | | | | | | | | | |
Investments in Securities: | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Assets: | | | | | | | | | | | | | | | | |
Long-Term Municipal Bonds | | $ | – 0 | – | | $ | 160,552,410 | | | $ | – 0 | – | | $ | 160,552,410 | |
Corporates – Investment Grade | | | – 0 | – | | | 9,042,580 | | | | – 0 | – | | | 9,042,580 | |
Short-Term Investments | | | 6,409,351 | | | | – 0 | – | | | – 0 | – | | | 6,409,351 | |
| | | | | | | | | | | | | | | | |
Total Investments in Securities | | | 6,409,351 | | | | 169,594,990 | | | | – 0 | – | | | 176,004,341 | |
Other Financial Instruments(a) | | | – 0 | – | | | – 0 | – | | | – 0 | – | | | – 0 | – |
| | | | | | | | | | | | | | | | |
Total | | $ | 6,409,351 | | | $ | 169,594,990 | | | $ | – 0 | – | | $ | 176,004,341 | + |
| | | | | | | | | | | | | | | | |
(a) | Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions written which are valued at market value. |
+ | An amount of $9,624,673 for Long-Term Municipal Bonds was transferred out of Level 3 into Level 2 as improved transparency of price inputs received from pricing vendors has increased the observability during the reporting period. |
3. Taxes
It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.
In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior tax year) and has concluded that no provision for income tax is required in the Fund’s financial statements.
4. Investment Income and Investment Transactions
Dividend income is recorded on theex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income.
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 27 |
NOTES TO FINANCIAL STATEMENTS(continued)
5. Dividends and Distributions
Dividends and distributions to shareholders, if any, are recorded on theex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.
NOTE B
Advisory Fee and Other Transactions with Affiliates
Under the terms of the advisory agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts inwrap-fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The advisory agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.
The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.
AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.
The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of ..20% of the portfolio’s average daily net assets and
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28 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2020. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to reimburse the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the six months ended October 31, 2019, such reimbursement amounted to $3,585.
A summary of the Fund’s transactions in AB mutual funds for the six months ended October 31, 2019 is as follows:
| | | | | | | | | | | | | | | | | | | | |
Fund | | Market Value 4/30/19 (000) | | | Purchases at Cost (000) | | | Sales Proceeds (000) | | | Market Value 10/31/19 (000) | | | Dividend Income (000) | |
Government Money Market Portfolio | | $ | 5,190 | | | $ | 39,922 | | | $ | 38,703 | | | $ | 6,409 | | | $ | 80 | |
During the second quarter of 2018, AXA S.A. (“AXA”), a French holding company for the AXA Group, a worldwide leader in life, property and casualty and health insurance and asset management, completed the sale of a minority stake in its subsidiary, AXA Equitable Holdings, Inc. (“AXA Equitable”), through an initial public offering. AXA Equitable is the holding company for a diverse group of financial services companies, including an approximately 65.3% economic interest in the Adviser and a 100% interest in AllianceBernstein Corporation, the general partner of the Adviser. Since the initial sale, AXA has completed additional offerings, most recently during the fourth quarter of 2019. As a result, AXA currently owns 10.1% of the outstanding shares of common stock of AXA Equitable and no longer owns a controlling interest in AXA Equitable. AXA previously announced its intention to sell its entire interest in AXA Equitable over time, subject to market conditions and other factors (the “Plan”). Most of AXA’s remaining AXA Equitable shares are to be delivered on redemption of AXA bonds mandatorily exchangeable into AXA Equitable shares and maturing in May 2021. AXA retains sole discretion to determine the timing of any future sales of its remaining shares of AXA Equitable common stock.
The latest transaction under the Plan, which occurred on November 13, 2019, resulted in the indirect transfer of a “controlling block” of voting securities of the Adviser (a “Change of Control Event”) and was deemed an “assignment” causing a termination of the Fund’s investment advisory agreement. In order to ensure that investment advisory services could continue uninterrupted in the event of a Change of Control Event, the
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 29 |
NOTES TO FINANCIAL STATEMENTS(continued)
Board previously approved a new investment advisory agreement with the Adviser. Shareholders of the Fund subsequently approved the new investment advisory agreement, which became effective on November 13, 2019.
NOTE C
Investment Transactions
Purchases and sales of investment securities (excluding short-term investments) for the six months ended October 31, 2019 were as follows:
| | | | | | | | |
| | Purchases | | | Sales | |
Investment securities (excluding U.S. government securities) | | $ | 32,999,116 | | | $ | 170,000 | |
U.S. government securities | | | – 0 | – | | | – 0 | – |
The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:
| | | | |
Gross unrealized appreciation | | $ | 9,495,207 | |
Gross unrealized depreciation | | | (61,145 | ) |
| | | | |
Net unrealized appreciation | | $ | 9,434,062 | |
| | | | |
1. Derivative Financial Instruments
The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.
The Fund did not engage in derivatives transactions for the six months ended October 31, 2019.
NOTE D
Shares of Beneficial Interest
Transactions in shares of beneficial interest were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Shares | | | | | | Amount | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | | | | | | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | | | | |
| | | | | | | | |
Shares sold | | | 4,256,599 | | | | 10,105,211 | | | | | | | $ | 44,458,433 | | | $ | 99,653,683 | | | | | |
| | | | | |
Shares redeemed | | | (464,438 | ) | | | (873,773 | ) | | | | | | | (4,865,067 | ) | | | (8,652,224 | ) | | | | |
| | | | | |
Net increase | | | 3,792,161 | | | | 9,231,438 | | | | | | | $ | 39,593,366 | | | $ | 91,001,459 | | | | | |
| | | | | |
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30 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
NOTE E
Risks Involved in Investing in the Fund
ESG Risk—Applying environmental, social and corporate governance (“ESG”) and sustainability criteria to the investment process may exclude securities of certain issuers fornon-investment reasons and therefore the Fund may forgo some market opportunities available to funds that do not use ESG or sustainability criteria. Securities selected based on ESG factors may shift into and out of favor depending on market and economic conditions, and the Fund’s performance may at times be better or worse than the performance of funds that do not use ESG or sustainability criteria.
Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.
Municipal Market Risk—This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism and catastrophic natural disasters, such as hurricanes or earthquakes. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.
Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the U.S. federal income tax treatment of certain types of municipal securities
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 31 |
NOTES TO FINANCIAL STATEMENTS(continued)
Tax Risk—There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the U.S. Government and the U.S. Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value, or NAV, could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting the tax exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.
Below Investment Grade Securities Risk—Investments in fixed-income securities with lower ratings (“junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.
Interest Rate Risk—Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations.
Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.
Leverage Risk—To the extent the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.
Illiquid Investments Risk—Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to
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32 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater illiquid investments risk than most other types investments.
Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and subject to counterparty risk to a greater degree than more traditional investments. Derivatives may result in significant losses, including losses that are far greater than the value of the derivatives reflected on the statement of assets and liabilities.
LIBOR Risk—The Fund may invest in certain debt securities, derivatives or other financial instruments that utilize the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In July 2017, the United Kingdom Financial Conduct Authority, which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. Although financial regulators and industry working groups have suggested alternative reference rates, such as European Interbank Offer Rate (“EURIBOR”), Sterling Overnight Interbank Average Rate (“SONIA”) and Secured Overnight Financing Rate (“SOFR”), global consensus on alternative rates is lacking and the process for amending existing contracts or instruments to transition away from LIBOR remains unclear. The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect the Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, adversely affecting the Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. Because the usefulness of LIBOR as a benchmark could deteriorate during the transition period, these effects could occur prior to the end of 2021.
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 33 |
NOTES TO FINANCIAL STATEMENTS(continued)
Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.
NOTE F
Joint Credit Facility
A number ofopen-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with abnormal redemption activity. Commitment fees related to the Facility are paid by the Adviser. The Fund did not utilize the Facility during the six months ended October 31, 2019.
NOTE G
Distributions to Shareholders
The tax character of distributions to be paid for the year ending April 30, 2020 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended April 30, 2019 and April 30, 2018 were as follows:
| | | | | | | | |
| | 2019 | | | 2018 | |
Distributions paid from: | | | | | | | | |
Ordinary income | | $ | 125,019 | | | $ | 31,913 | |
| | | | | | | | |
Total taxable distributions | | | 125,019 | | | | 31,913 | |
Tax exempt distributions | | | 2,974,674 | | | | 358,660 | |
| | | | | | | | |
Total distributions paid | | $ | 3,099,693 | | | $ | 390,573 | |
| | | | | | | | |
As of April 30, 2019, the components of accumulated earnings/(deficit) on a tax basis were as follows:
| | | | |
Undistributedtax-exempt income | | $ | 371,166 | |
Accumulated capital and other losses | | | (184,411 | )(a) |
Unrealized appreciation/(depreciation) | | | 4,131,589 | |
| | | | |
Total accumulated earnings/(deficit) | | $ | 4,318,344 | (b) |
| | | | |
(a) | As of April 30, 2019, the Fund had a net capital loss carryforward of $184,411. |
(b) | The differences between book-basis andtax-basis components of accumulated earnings/(deficit) is attributable primarily to dividends payable. |
For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as
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34 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
NOTES TO FINANCIAL STATEMENTS(continued)
either short-term or long-term capital losses. As of April 30, 2019, the Fund had a net short-term capital loss carryforward of $184,411, which may be carried forward for an indefinite period.
NOTE H
Recent Accounting Pronouncements
In March 2017, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU2017-08, Receivables—Nonrefundable Fees and Other Costs (Subtopic310-20), Premium Amortization on Purchased Callable Debt Securities which amends the amortization period for certain purchased callable debt securities held at a premium, shortening such period to the earliest call date. ASU2017-08 does not require any accounting change for debt securities held at a discount; the discount continues to be amortized to maturity. ASU2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Fund has adopted ASU2017-08, which did not have a material impact on the Fund’s financial position or the results of its operations, and had no impact on the Fund’s net assets.
NOTE I
Subsequent Events
Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 35 |
FINANCIAL HIGHLIGHTS
Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period
| | | | | | | | | | | | |
| | Six Months Ended October 31, 2019 (unaudited) | | | Year Ended April 30, 2019 | | | September 12, 2017(a) to April 30, 2018 | |
| | | | |
| | | | | | | | | | | | |
Net asset value, beginning of period | | | $ 10.19 | | | | $ 9.79 | | | | $ 10.00 | |
| | | | |
Income From Investment Operations | | | | | | | | | | | | |
| | | |
Net investment income(b) | | | .17 | | | | .33 | | | | .18 | |
| | | |
Net realized and unrealized gain (loss) on investment transactions | | | .37 | | | | .40 | | | | (.22 | ) |
| | | | |
Net increase (decrease) in net asset value from operations | | | .54 | | | | .73 | | | | (.04 | ) |
| | | | |
Less: Dividends | | | | | | | | | | | | |
| | | |
Dividends from net investment income | | | (.17 | ) | | | (.33 | ) | | | (.17 | ) |
| | | | |
Net asset value, end of period | | | $ 10.56 | | | | $ 10.19 | | | | $ 9.79 | |
| | | | |
| | | |
Total Return | | | | | | | | | | | | |
| | | |
Total investment return based on net asset value(c) | | | 5.35 | % | | | 7.56 | % | | | (.44 | )% |
| | | |
Ratios/Supplemental Data | | | | | | | | | | | | |
| | | |
Net assets, end of period (000’s omitted) | | | $177,860 | | | | $132,964 | | | | $37,341 | |
| | | |
Ratio to average net assets of: | | | | | | | | | | | | |
| | | |
Net investment income | | | 3.29 | %^ | | | 3.35 | % | | | 2.89 | %^ |
| | | |
Portfolio turnover rate | | | 0 | %(d) | | | 23 | % | | | 8 | % |
(a) | Commencement of operations. |
(b) | Based on average shares outstanding. |
(c) | Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized. |
(d) | Amount is less than .5%. |
See notes to financial statements.
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36 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
BOARD OF TRUSTEES
| | |
Marshall C. Turner, Jr.(1),Chairman Michael J. Downey(1) Nancy P. Jacklin(1) Robert M. Keith,President and Chief Executive Officer | | Carol C. McMullen(1) Garry L. Moody(1) Earl D. Weiner(1) |
OFFICERS
| | |
R.B. “Guy” Davidson III(2),Vice President Eric A. Glass(2),Vice President Matthew J. Norton(2),Vice President Emilie D. Wrapp,Secretary | | Michael B. Reyes,Senior Analyst Joseph J. Mantineo,Treasurer and Chief Financial Officer Phyllis J. Clarke,Controller Vincent S. Noto,Chief Compliance Officer |
| | |
Custodian and Accounting Agent State Street Bank and Trust Company State Street Corporation CCB/5 1 Iron Street Boston, MA 02210 Principal Underwriter AllianceBernstein Investments, Inc. 1345 Avenue of the Americas New York, NY 10105 | | Legal Counsel Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004 Independent Registered Public Accounting Firm Ernst & Young LLP 5 Times Square New York, NY 10036 |
Transfer Agent AllianceBernstein Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278-6003 Toll-Free(800) 221-5672 |
1 | Member of the Audit Committee, the Governance and Nominating Committee, and the Independent Directors Committee. |
2 | The day-to-day management of, and investment decisions for, the Trust’s Portfolio are made by the Impact Municipal Investment Team. Messrs. Davidson, Glass and Norton are the investment professionals primarily responsible for the day-to-day management of the Trust’s Portfolio. |
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 37 |
Information Regarding the Review and Approval of the Fund’s Advisory Agreement
The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Impact Municipal Income Shares (the “Fund”) at a meeting held onNovember 6-8, 2018 (the “Meeting”).
Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including materials from an outside consultant, who acted as their independent fee consultant, and comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.
The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of theopen-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.
The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund.
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38 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that wasall-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:
Nature, Extent and Quality of Services Provided
The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.
Costs of Services Provided and Profitability
The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for the period ended December 31, 2017 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant retained by the Fund’s former Senior Officer/Independent Compliance Officer. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors noted that the Fund was not profitable to the Adviser in the period reviewed.
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 39 |
Fall-Out Benefits
The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund. The directors noted that the Adviser is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.
Investment Results
In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.
At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the period ended July 31, 2018. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.
Advisory Fees
The directors considered the advisory fee rate payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider showing the fees payable by other fund families used in wrap fee programs similar to that of the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees payable by other funds.
The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser is indirectly compensated by the Sponsors for its services to the Fund. The directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee arrangements with the Sponsors vary, the directors acknowledged the Adviser’s view that a portion of such fees (less the expenses of the Fund paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different
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40 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
fee rates, the rate of fee attributable to Fund management at the Fund level is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.
The Adviser informed the directors that there were no institutional products managed by the Adviser that have a substantially similar investment style as the Fund.
The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.
Economies of Scale
The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 41 |
This page is not part of the Shareholder Report or the Financial Statements.
AB FAMILY OF FUNDS
US EQUITY
US CORE
Core Opportunities Fund
FlexFee™ US Thematic Portfolio
Select US Equity Portfolio
US GROWTH
Concentrated Growth Fund
Discovery Growth Fund
FlexFee™ Large Cap Growth Portfolio
Growth Fund
Large Cap Growth Fund
Small Cap Growth Portfolio
US VALUE
Discovery Value Fund
Equity Income Fund
Relative Value Fund
Small Cap Value Portfolio
Value Fund
INTERNATIONAL/ GLOBAL EQUITY
INTERNATIONAL/ GLOBAL CORE
FlexFee™ International Strategic Core Portfolio
Global Core Equity Portfolio
International Portfolio
International Strategic Core Portfolio
Sustainable Global Thematic Fund
Tax-Managed International Portfolio
Tax-Managed Wealth Appreciation Strategy
Wealth Appreciation Strategy
INTERNATIONAL/ GLOBAL GROWTH
Concentrated International Growth Portfolio
FlexFee™ Emerging Markets Growth Portfolio
INTERNATIONAL/ GLOBAL EQUITY(continued)
Sustainable International Thematic Fund
INTERNATIONAL/ GLOBAL VALUE
All China Equity Portfolio
International Value Fund
FIXED INCOME
MUNICIPAL
High Income Municipal Portfolio
Intermediate California Municipal Portfolio
Intermediate Diversified Municipal Portfolio
Intermediate New York Municipal Portfolio
Municipal Bond Inflation Strategy
Tax-Aware Fixed Income Portfolio
National Portfolio
Arizona Portfolio
California Portfolio
Massachusetts Portfolio
Minnesota Portfolio
New Jersey Portfolio
New York Portfolio
Ohio Portfolio
Pennsylvania Portfolio
Virginia Portfolio
TAXABLE
Bond Inflation Strategy
FlexFee™ High Yield Portfolio
FlexFee™ International Bond Portfolio
Global Bond Fund
High Income Fund
Income Fund
Intermediate Duration Portfolio
Limited Duration High Income Portfolio
Short Duration Portfolio
Total Return Bond Portfolio1
ALTERNATIVES
All Market Real Return Portfolio
Global Real Estate Investment Fund
Select US Long/Short Portfolio
Unconstrained Bond Fund
MULTI-ASSET
All Market Income Portfolio
All Market Total Return Portfolio
Conservative Wealth Strategy
Emerging Markets Multi-Asset Portfolio
Global Risk Allocation Fund
Tax-Managed All Market Income Portfolio
TARGET-DATE
Multi-Manager Select Retirement Allocation Fund
Multi-Manager Select 2010 Fund
Multi-Manager Select 2015 Fund
Multi-Manager Select 2020 Fund
Multi-Manager Select 2025 Fund
Multi-Manager Select 2030 Fund
Multi-Manager Select 2035 Fund
Multi-Manager Select 2040 Fund
Multi-Manager Select 2045 Fund
Multi-Manager Select 2050 Fund
Multi-Manager Select 2055 Fund
Multi-Manager Select 2060 Fund
CLOSED-END FUNDS
AllianceBernstein Global High Income Fund
AllianceBernstein National Municipal Income Fund
We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.
Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.
1 | Prior to July 12, 2019, Total Return Bond Portfolio was named Intermediate Bond Portfolio. |
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42 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |
NOTES
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abfunds.com | | AB IMPACT MUNICIPAL INCOME SHARES | 43 |
NOTES
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44 | AB IMPACT MUNICIPAL INCOME SHARES | | abfunds.com |

AB IMPACT MUNICIPAL INCOME SHARES
1345 Avenue of the Americas
New York, NY 10105
800 221 5672
IMISH-0152-1019 
ITEM 2. CODE OF ETHICS.
Not applicable when filing a semi-annual report to shareholders.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not applicable when filing a semi-annual report to shareholders.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not applicable when filing a semi-annual report to shareholders.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable to the registrant.
ITEM 6. SCHEDULE OF INVESTMENTS.
Please see Schedule of Investments contained in the Report to Shareholders included under Item 1 of this FormN-CSR.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FORCLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable to the registrant.
ITEM 8. PORTFOLIO MANAGERS OFCLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable to the registrant.
ITEM 9. PURCHASES OF EQUITY SECURITIES BYCLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
Not applicable to the registrant.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
There have been no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board of Directors since the Fund last provided disclosure in response to this item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule30a-2(c) under the Investment Company Act of 1940, as amended) are effective at the reasonable assurance level based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document.
(b) There were no changes in the registrant’s internal controls over financial reporting that occurred during the second fiscal quarter of the period that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
ITEM 12. EXHIBITS.
The following exhibits are attached to this FormN-CSR:
| | |
EXHIBIT NO. | | DESCRIPTION OF EXHIBIT |
| |
12 (b) (1) | | Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| |
12 (b) (2) | | Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| |
12 (c) | | Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Section 906 of theSarbanes-Oxley Act of 2002 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant): AB Corporate Shares
| | |
By: | | /s/ Robert M. Keith |
| | Robert M. Keith |
| | President |
| |
Date: | | December 27, 2019 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| | |
By: | | /s/ Robert M. Keith |
| | Robert M. Keith |
| | President |
| |
Date: | | December 27, 2019 |
| |
By: | | /s/ Joseph J. Mantineo |
| | Joseph J. Mantineo |
| | Treasurer and Chief Financial Officer |
| |
Date: | | December 27, 2019 |