RBC Municipal Products Form 4 Invesco Pennsylvania Value Municipal Income Trust / BANK OF CANADA ROYAL ownership change

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

RBC Capital Markets, LLC

(Last) (First) (Middle)

BROOKFIELD PLACE

200 VESEY STREET

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Invesco Pennsylvania Value Municipal Income Trust [ VPV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Variable Rate Muni Term Preferred Shares	05/01/2019		J(1)(2)		1,376	D(2)	$100,000	1,376(2)(3)	D(2)(3)
Variable Rate Muni Term Preferred Shares	05/01/2019		J(1)(2)		1,376	A(2)	$100,000	1,376(2)(3)	I	By Subsidiary(2)(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

RBC Capital Markets, LLC

(Last) (First) (Middle)

BROOKFIELD PLACE

200 VESEY STREET

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

RBC Municipal Products, LLC

(Last) (First) (Middle)

BROOKFIELD PLACE

200 VESEY STREET

(Street)

NEW YORK NY 10281

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ROYAL BANK OF CANADA

(Last) (First) (Middle)

ROYAL BANK PLAZA

200 BAY STREET

(Street)

TORONTO A6 M5J2J5

(City) (State) (Zip)

Explanation of Responses:

1. This statement is jointly filed by Royal Bank of Canada ("RBC"), RBC Municipal Products, LLC ("MPI") and RBC Capital Markets, LLC ("RBCCM"). RBC holds an indirect interest in the securities listed in Table I (the "Securities") by virtue of its indirect 100% ownership of its subsidiaries RBCCM and MPI.

2. The 1,376 Variable Rate Muni Term Preferred Shares shown in Table I represent Variable Rate Muni Term Preferred Shares of the Issuer (the "VMTP Shares") that, prior to the date of this Form, were beneficially owned by MPI and deposited by MPI with The Bank of New York Mellon, as trustee of RBC Taxable TOB Trust, Series E-52, a Delaware trust that is a tender option bond financing trust (the "TOB Trust"). As of the date of this form, the VMTP Shares are no longer held with the TOB Trust and beneficial ownership of the 1,376 VMTP Shares was transferred from MPI to RBCCM for a purchase price of $100,000 per share. All the VMTP Shares of the Issuer are now beneficially owned by RBCCM. Each of RBBCM and MPI is a wholly owned subsidiary of RBC.

3. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the US Securities Exchange Act of 1934 or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.

Remarks:

Exhibits Index: Exhibit 99.1 - Joint Filing Agreement, Exhibit 99.2 - Joint Filer Information, Exhibit 99.3 - VMTP Share Holdings. Signature Footnotes: *1 This Form 4 was executed by John Penn pursuant to the power of attorney filed with the Securities and Exchange Commission on November 12, 2010 in connection with a Schedule 13G/A for RMR Real Estate Income Fund, which power of attorney is incorporated herein by reference. *2 This Form 4 was executed by John Penn pursuant to the power of attorney filed with the Securities and Exchange Commission on July 10, 2018 in connection with a Schedule 13G/A for RMR Real Estate Income Fund, which power of attorney is incorporated herein by reference.

	/s/ John Penn *1	05/03/2019
	/s/ Joseph Huesman	05/03/2019
	/s/ John Penn *2	05/03/2019
	** Signature of Reporting Person	Date
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