UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of ~~the~~report ~~Securities~~(Date ~~Exchange~~of ~~Act~~earliest ofevent ~~1934~~reported): October 10, 2024

~~Date~~EATON ofVANCE ~~Report~~TAX-MANAGED ~~(Date~~BUY-WRITE ofINCOME ~~Earliest Event Reported): February 1, 2023 (January 26, 2023)~~FUND

~~Eaton~~(Exact ~~Vance~~name ~~Tax-Managed~~of ~~Buy-Write~~registrant ~~Income Fund~~as specified in its charter)

(Exact Name of Registrant as Specified in its Charter)

Massachusetts

(State or other jurisdiction

of incorporation)

811-21676

(Commission File Number)

20-2461184

(IRS Employer

Identification No.)

One Post Office Square

Boston, Massachusetts

(Address of principal executive offices)

02109

(Zip Code)

Massachusetts	811-21676	000000000
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
Two International Place
Boston, Massachusetts		02110
(Address of Principal Executive Offices)		(Zip Code)

(617) 482-8260
(Registrant’s telephone number, including area code)

~~Registrant’s~~Check ~~Telephone~~the ~~Number,~~appropriate ~~Including Area~~box ~~Code:~~below ~~(617)~~if ~~482~~the Form 8-~~8260~~K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

~~Not~~□ ~~Applicable~~Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

~~(Former~~□ ~~Name~~Soliciting ormaterial ~~Former~~pursuant ~~Address,~~to ifRule ~~Changed~~14a-12 ~~Since~~under the Exchange ~~Last~~Act ~~Report)~~(17 CFR 240.14a-12)

~~Check~~□ ~~the appropriate box below if the Form 8~~Pre-Kcommencement ~~filing~~communications ispursuant ~~intended~~ to ~~simultaneously~~Rule ~~satisfy the filing obligation of the registrant~~ 14d-2(b) under ~~any of~~ the ~~following~~Exchange ~~provisions~~Act (~~see~~17 ~~General~~CFR ~~Instruction A~~240.14d-2 ~~below~~(b):)

☐□ ~~Written~~Pre-commencement communications pursuant to Rule ~~425~~ 13e-4(c) under the ~~Securities~~Exchange Act (17 CFR ~~230~~240.~~425~~13e-4(c))

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)	Name of Each Exchange on Which Registered
Titles of Each Class	Trading Symbol	Name of exchange on which registered
Common Shares of beneficial interest, $0.01 par value		ETB	New York Stock Exchange
Common Shares of Beneficial Interest, $0.01 par value	ETB	NYSE

Indicate by check mark whether the registrant is an emerging growth ~~company~~ company as defined in Rule 405 of the Securities Act of 1933 (~~CFR~~ §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (~~CFR~~ §240.12b-2 of this chapter).

Emerging growth company ☐ □

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ □

Item 85.0103 ~~Other~~Amendments ~~Events~~to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On January 26, 2023, the ~~Fund’s~~ Board of Trustees of the Fund (the “Board”) voted to exempt, on a going forward basis, all prior and, until further notice, new acquisitions ~~purchases~~ of Fund shares that otherwise might be deemed “Control Share Acquisitions” under ~~Article XIII of~~ the Fund’s Amended and Restated By-Laws (the “By-Laws”) from the provisions of ~~Article~~the ~~XIII~~By-Laws ofaddressing “Control Share Acquisitions” (the “Control ~~Fund’s~~Share ~~By-Laws~~Provisions”). ~~The~~ ~~Fund’s~~On ~~related~~October ~~announcement~~10, ~~posted~~2024, the Board adopted Amendment No. 1 to ~~its~~the ~~website,~~By-Laws isto ~~attached~~formally ~~hereto~~eliminate asthe Control ~~Exhibit~~Share 99Provisions and to make certain related conforming changes.1.

~~Item~~A 9copy of Amendment No.~~01.~~ ~~Financial~~1 ~~Statements~~to the By-Laws is attached hereto as Exhibit 5.03 and ~~Exhibits~~incorporated by reference herein.

~~(d)~~Item 9.01 Financial Statements and Exhibits.

Exhibit No.		Description
99.1		Fund Announcement dated January 26, 2023

(d) Exhibits.

SIGNATURE

Exhibit Number	Description
5.03	Amendment No. 1 to the Amended and Restated Bylaws of the Fund, effective as of October 10, 2024

~~Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EATON VANCE TAX-MANAGED BUY-WRITE INCOME FUND

By: /s/ Deidre E. Walsh

Name: Deidre E. Walsh

Title: Vice President & Chief Legal Officer

Date: October 10, 2024

Eaton Vance Tax-Managed Buy-Write Income Fund

/s/ Deidre E. Walsh

Deidre E. Walsh

Date: February 1, 2023

Vice President & Chief Legal Officer

Filing Compare · Eaton Vance Tax-Managed Buy-Write Income Fund