UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

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 Report (Date of earliest event reported) October 3, 2024 (October 3, 2024)

abrdn Asia-Pacific Income Fund, Inc.

(Exact name of registrant as specified in its charter)

Maryland	811-04611	13-3334183
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1900 Market Street, Suite 200 Philadelphia, PA		19103
(Address of principal executive offices)		(Zip Code)

Registrants telephone number, including area code (800)-522-5465

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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
Common Stock		FAX		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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 new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 1.01.

Entry into a Material Definitive Agreement.

Series B Mandatorily Redeemable Preferred Shares

On October 3, 2024, abrdn Asia-Pacific Income Fund, Inc. (NYSE: FAX) (the “Fund”) entered into a purchase agreement (the “Purchase Agreement”), by and among the Fund and each purchaser named therein (the “Purchasers”), in connection with the issuance and sale of 4,000,000 shares of the Fund’s Series B Mandatorily Redeemable Preferred Shares due October 3, 2029, liquidation preference of $25.00 (the “MRP Shares”), in a transaction exempt from registration pursuant to Rule 506(c) under the Securities Act of 1933, as amended (the “Preferred Placement”). The Fund received gross proceeds from the sale of the MRP Shares of $100 million.

Item 3.02.

Unregistered Sale of Equity Securities

The disclosure required by this Item and included in Item 1.01 of this Current Report is incorporated herein by reference.

Item 5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

The Fund adopted the Articles Supplementary (the “Articles”), dated October 1, 2024, establishing and fixing the rights and preferences of the MRP Shares. The Articles authorize 4,000,000 MRP Shares, liquidation preference $25.00 per share. A copy of the Articles is filed herewith as Exhibit 3.1 and incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

3.1		Articles Supplementary to the Articles of Incorporation, dated as of October 1, 2024

10.1		Securities Purchase Agreement, dated as of October 3, 2024, between the Fund and the Purchasers

104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

	abrdn Asia-Pacific Income Fund, Inc.

Date: October 3, 2024	By:	/s/ Lucia Sitar
	Name:	Lucia Sitar
	Title:	Vice President and Chief Legal Officer

ABRDN ASIA-PACIFIC INCOME FUND, INC. 8-K