OCONNOR WALTER 4

What Happened

• Director Walter O'Connor received 84 common shares of BlackRock MuniHoldings Fund, Inc. (MHD) on February 9, 2026. The shares were acquired as part of a reorganization — BlackRock Municipal Income Trust II (the "Target Fund") was merged into BlackRock MuniHoldings Fund, Inc. (the "Acquiring Fund").
• The filing shows an "Other acquisition or disposition (J)" with price listed as N/A. Per the footnote, O'Connor surrendered 95 Target Fund shares and received 84 Acquiring Fund shares (plus cash for any fractional share). Using the reported Feb 6 NAVs (Target $11.4106; Acquiring $12.8419) the 84 shares are roughly $1,079 in value.

Key Details

• Transaction date: 2026-02-09; Form 4 filed: 2026-02-11 (timely filing).
• Price: N/A (corporate reorganization exchange). Conversion ratio reported: 0.88854453 (Target → Acquiring).
• NAVs used in conversion (as of Feb 6, 2026): Target $11.4106; Acquiring $12.8419.
• Shares received: 84 common shares of MHD; cash paid for any fractional share(s).
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnote: transaction resulted from the reorganization of BlackRock Municipal Income Trust II into BlackRock MuniHoldings Fund, Inc.

Context

• This was a corporate-action exchange (fund reorganization), not an open-market buy or sale by the insider. Such exchanges are typically administrative and do not by themselves signal the insider’s view on the stock.
• No options were exercised and no gifts or 10% owner transactions are involved in this record.