NOREEN CLIFFORD M 4

What Happened

• Noreen Clifford, Chairman of the Fund and a Director of Barings Corporate Investors (MCI), disposed of 9,662.745 units tied to the company's common shares on March 17, 2026. The units were sold at $19.53 each for total proceeds of $188,713. The transaction is reported as a disposition of a derivative interest rather than a sale of actual company stock.

Key Details

• Transaction date: 2026-03-17; Form 4 filed: 2026-03-18 (timely).
• Sale: 9,662.745 units at $19.53 per unit; total value reported $188,713.
• Nature of the instrument: Derivative/notional units under non‑qualified deferred compensation plans (not actual shares).
• Shares owned after transaction: Not specified in the filing.
• Footnotes:
  • F1: Units are exercisable or liquidatable only upon termination, retirement, or other plan‑permitted events; the derivative is entirely notional (no actual underlying securities).
  • F2 / Remarks: The units come from non‑qualified deferred compensation plans (offered by Barings LLC and Massachusetts Mutual Life Insurance Co.) that include an investment option tied to the market value of BCI common shares; participants do not have actual ownership of the underlying shares.

Context

• This was a sale of deferred‑compensation units (a routine reallocation/liquidation of plan holdings) rather than a direct open‑market sale of company stock. Such transactions reflect plan mechanics and not necessarily the insider’s view of the company’s prospects.