UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED
SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-21331
Allspring Multi-Sector Income Fund
(Exact name of registrant as specified in charter)
1415 Vantage
Park Drive, 3rd Floor, Charlotte, NC 28203
(Address of principal executive offices) (Zip code)
Matthew Prasse
Allspring Funds Management, LLC
1415 Vantage Park Drive, 3rd Floor, Charlotte, NC 28203
(Name and address of agent for service)
Registrant’s telephone number, including area
code: 800-222-8222
Date of fiscal year end:
October 31
Date of reporting period: October 31, 2023
ITEM 1. REPORT TO STOCKHOLDERS
Allspring Multi-Sector Income Fund (ERC)
Annual Report
October 31, 2023
The views expressed and any forward-looking statements are as of October 31, 2023, unless otherwise noted, and are those of the Fund’s portfolio
managers and/or Allspring Global Investments. Discussions of individual securities or the markets generally are not intended as individual recommendations.
Future events or results may vary significantly from those expressed in any forward-looking statements. The views expressed are subject to change at any time
in response to changing circumstances in the market. Allspring Global Investments disclaims any obligation to publicly update or revise any views expressed
or forward-looking statements.
Allspring Multi-Sector Income Fund | 1
Letter to shareholders (unaudited)
Andrew Owen
President
Allspring
Funds
Dear Shareholder:
We are pleased to offer you this annual report for the Allspring Multi-Sector Income Fund for the 12-month
period that ended October 31, 2023. Globally, stocks and bonds experienced high levels of volatility through the period. The market was focused on persistently high inflation and the impact of ongoing aggressive central bank rate hikes. Compounding these concerns were the global
reverberations of the Russia-Ukraine war. Riskier assets rallied in 2023, as investors anticipated an end to the tight monetary policy despite concerns of a possible impending recession. After suffering deep and broad losses through 2022, bonds now benefit from a base of higher
yields that can help generate higher income. However, ongoing rate hikes continued to be a headwind during recent months.
For the 12-month period, stocks generally outperformed bonds—both domestic
U.S. and global. For the period, U.S. stocks, based on the S&P 500
Index,1 gained 10.14%. International stocks, as measured by the MSCI ACWI ex USA Index (Net),2 returned 12.07%, while the MSCI EM Index (Net) (USD)3 had more modest performance, with a gain of 10.80%. Among bond indexes, the Bloomberg U.S. Aggregate Bond Index4 returned 0.36%, the Bloomberg Global Aggregate ex-USD Index (unhedged)5 gained 2.59%, the Bloomberg
Municipal Bond Index6 gained 2.64%, and the ICE BofA U.S. High Yield Index7 returned 5.90%.
Despite
high inflation and central bank rate hikes, markets rallied.
As the
12-month period began, stocks and bonds rallied in November. Economic news was encouraging, driven by U.S. labor market strength. Although central banks kept increasing rates, hopes rose for an easing in the pace of rate hikes and a possible end to central bank monetary tightening in 2023.
While inflation remained at record highs in the eurozone, we began to see signs of a possible decline in inflationary pressures as U.S. inflation moderated. China’s economic data remained weak, reflecting its zero-COVID-19 policy.
Financial markets cooled in December, with U.S. equities declining overall in response to a weakening U.S.
dollar. Fixed income securities ended one of their worst years ever, with generally flat monthly returns as markets weighed the hopes for an end to the monetary tightening cycle with the reality that central banks had not completed their jobs yet. U.S. Consumer Price Index (CPI)8 data showed a strong consistent trend downward, which brought down the 12-month CPI to 6.5% in December from 9.1% in June. Other countries and regions reported still-high but
declining inflation rates as the year wound down.
1
The S&P 500 Index consists of 500 stocks chosen for market size, liquidity, and industry group representation. It is a market-value-weighted index with each stock’s weight in the index
proportionate to its market value. You cannot invest directly in an index.
2
The Morgan Stanley Capital International (MSCI) All Country World Index (ACWI) ex USA
Index (Net) is a free-float-adjusted market-capitalization-weighted index that is designed to measure the equity market performance of developed and emerging markets,
excluding the U.S. Source: MSCI. MSCI makes no express or implied warranties or representations and shall have no liability whatsoever with respect to any MSCI data contained herein. The MSCI data may not be further redistributed or used as a basis for other indexes or any securities or financial products. This report is not approved, reviewed, or produced by MSCI. You cannot invest directly in an index.
3
The MSCI Emerging Markets (EM) Index (Net) (USD) is a free-float-adjusted market-capitalization-weighted index that is designed to measure the equity market performance of emerging markets. You cannot invest directly in an index.
4
The Bloomberg U.S. Aggregate Bond Index is a broad-based benchmark that measures the
investment-grade, U.S.-dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage-backed securities
(agency fixed-rate and hybrid adjustable-rate mortgage pass-throughs), asset-backed securities, and commercial mortgage-backed securities. You cannot invest directly in an
index.
5
The Bloomberg Global Aggregate ex-USD Index (unhedged) is an unmanaged index that provides a broad-based measure of the global investment-grade fixed income markets excluding the U.S.-dollar-denominated debt market. You cannot invest directly in an index.
6
The Bloomberg Municipal Bond Index is an unmanaged index composed of long-term
tax-exempt bonds with a minimum credit rating of Baa. You cannot invest directly in an index.
7
The ICE BofA U.S. High Yield Index is a market-capitalization-weighted index of
domestic and Yankee high yield bonds. The index tracks the performance of high yield securities traded in the U.S. bond market. You cannot invest directly in an index.
Copyright 2023. ICE Data Indices, LLC. All rights reserved.
8
The U.S. Consumer Price Index (CPI) is a measure of the average change over time in
the prices paid by urban consumers for a market basket of consumer goods and services. You cannot invest directly in an index.
2 | Allspring Multi-Sector Income Fund
Letter to shareholders (unaudited)
The year 2023 began with a
rally across global equities and fixed income securities. Investor optimism rose in response to data indicating declining inflation rates and the reopening of China’s economy with the abrupt end to its zero-COVID-19 policy. The U.S. reported strong job gains and
unemployment fell to 3.4%—the lowest level since 1969. Meanwhile, wage growth, seen as a potential contributor to ongoing high inflation, continued to moderate. All eyes remained on the Federal Reserve (Fed) and on how many more rate hikes remain in
this tightening cycle. The 0.25% federal funds rate hike announced in January was the Fed’s smallest rate increase since March 2022.
Markets declined in February as investors responded unfavorably to resilient economic data. The takeaway: Central banks
would likely continue their monetary tightening cycle for longer than markets had priced in. In this environment—where strong economic data is seen as bad news—the resilient U.S. labor market was taken as a negative, with inflation not falling
quickly enough for the Fed, which raised interest rates by 0.25% in February. Meanwhile, the Bank of England (BoE) and the European Central Bank (ECB) both raised rates by 0.50%.
The collapse of Silicon Valley Bank in March—the second-largest banking failure in U.S. history—led
to a bank run that spread to Europe, where Switzerland’s Credit Suisse was taken over by its rival, UBS. The banking industry turmoil created an additional challenge for central banks in balancing inflationary concerns against potential economic weakening. Meanwhile, other data in
March pointed to economic strength in the U.S., Europe, and China. China’s economy continued to rebound after the removal of its COVID-19 lockdown. Inflation rates in the U.S., the U.K., and the eurozone all remained higher than central bank
targets, leading to additional rate hikes in March.
Economic data released in April pointed
to global resilience, as Purchasing Managers Indexes1 in the U.S., U.K., and eurozone beat expectations and China reported first quarter annualized economic growth of 4.5%.
Despite banking industry stress, developed market stocks had monthly gains. The U.S. labor market remained strong,
with a 3.5% jobless rate and monthly payroll gains above 200,000. However, uncertainty and inflationary concerns
weighed on investors in the U.S. and abroad.
May was marked by a divergence between
expanding activity in services and an overall contraction in manufacturing activity in the U.S., U.K., and eurozone. Core inflation remained elevated in the U.S. and Europe, despite the ongoing efforts of the Fed and the ECB, which included rate
hikes of 0.25% by both in May. Stubborn inflation and the resilient U.S. labor market led to expectations of further interest rate hikes, overall monthly declines across bond indexes, and mixed results for stocks in May. Investor worries over a U.S. debt ceiling
impasse were modest, and market confidence was buoyed by a deal in late May to avert a potential U.S. debt default.
June featured the Fed’s first pause on interest rate hikes since March 2022, when it began its aggressive campaign to rein in inflation. However, Core CPI2, while continuing to decline, remained stubbornly high in June at 4.8%, well above the Fed’s 2.0% target rate. With the U.S. unemployment rate still at 3.6%, near a historical low, and U.S. payrolls growing in June for
the 30th consecutive month, expectations of more Fed rate hikes were reinforced. However, U.S. and global stocks had strong returns in June.
“ The collapse of Silicon
Valley Bank in March—the second-largest banking failure in U.S. history—led to a
bank run that spread to Europe, where
Switzerland’s Credit Suisse was taken over by its rival, UBS. ”
1
The Purchasing Managers Index (PMI) is an index of the prevailing direction of economic trends in the manufacturing and service sectors. You cannot invest directly in an index.
2
The Core CPI is a measure of the average change over time in the prices paid by urban
consumers for a market basket of consumer goods and services excluding energy and food prices. You cannot invest directly in an index.
Allspring Multi-Sector Income Fund | 3
Letter to shareholders (unaudited)
“ With strong
second-quarter gross
domestic
product (GDP)
growth—initially
estimated at 2.4%—and
U.S. annual inflation
easing steadily to 3.2%
in July, hopes for a soft
economic landing
grew. ”
July was a good month for stocks. However, bonds had more muted but positive monthly returns overall. Riskier sectors and regions tended to do well, as investors grew more optimistic regarding economic
prospects. With strong second-quarter gross domestic product (GDP) growth––initially estimated at 2.4%––and U.S. annual inflation easing steadily to 3.2% in July, hopes for a soft economic landing grew. The Fed, the ECB, and the BoE all raised their respective key
interest rates by 0.25% in July. In the Fed’s case, speculation grew that it could be very close to the end of its tightening cycle. Meanwhile, China’s economy showed signs of stagnation, renewing concerns of global fallout.
Stocks retreated in August while monthly bond returns were flat overall. Increased global market volatility
reflected unease over the Chinese property market being stressed along with weak Chinese economic data. On a more positive note, speculation grew over a possible end to the Fed’s campaign of interest rate increases or at least a pause in September. U.S. economic data
generally remained solid, with resilient job market data and inflation ticking up slightly in August, as the annual CPI rose 3.7%. However, the three-month trend for core CPI stood at a more encouraging annualized 2.4%.
Stocks and bonds both had negative overall returns in September as investors reluctantly recited the new
chorus of “higher for longer,” led by the Fed’s determination not to lower interest rates until it knows it has vanquished its pesky
opponent—higher-than-targeted inflation. As of September, the two primary gauges of U.S. inflation—the annual Core Personal Consumption Expenditures Price Index1 and the CPI—both stood at roughly 4%, twice as high as the Fed’s oft-stated 2% target. The month ended with the
prospect of yet another U.S. government shutdown, averted at least temporarily but looming later this fall.
October was a tough month for stocks and bonds. Key global and domestic indexes all
were pushed down by rising geopolitical tensions—particularly the Israel-Hamas conflict—and concerns
over the Fed’s “higher for longer” monetary policy. The U.S. 10-year Treasury yield rose above 5% for the first time since 2007. Commodity prices did well as oil
prices rallied in response to the prospect of oil supply disruptions from the Middle East. U.S. annualized third
quarter GDP was estimated at a healthier-than-anticipated 4.9%. China’s GDP indicated surprisingly strong
industrial production and retail sales, offset by ongoing weakness in its real estate sector.
Don’t let short-term uncertainty derail long-term investment goals.
Periods of investment uncertainty can present challenges, but experience has
taught us that maintaining long-term investment goals can be an effective way to plan for the future. Although
diversification cannot guarantee an investment profit or prevent losses, we believe it can be an effective way to manage investment risk and potentially smooth out overall portfolio performance. We encourage investors to know their investments and to understand that appropriate levels of
risk-taking may unlock opportunities.
Thank you for choosing to invest
with Allspring Funds. We appreciate your confidence in us and remain committed to helping you meet your financial needs.
Sincerely,
Andrew Owen
President
Allspring Funds
For further information about your fund, contact
your investment professional, visit our website at allspringglobal.com, or call us directly at 1-800-222-8222.
1
The Core Personal Consumption Expenditures Price Index (PCE) is a measure of prices
that people living in the United States, or those buying on their behalf, pay for goods and services. It is sometimes called the core PCE price index, because two categories
that can have price swings – food and energy – are left out to make underlying inflation easier to see. You cannot invest directly in an index.
4 | Allspring Multi-Sector Income Fund
Letter to shareholders (unaudited)
| |
• On November 15, 2023, the Fund announced a renewal of its open-market share repurchase program (the “Buyback
Program”). Under the renewed Buyback Program, the Fund may repurchase up to 5%
of its outstanding shares in open market transactions during the period
beginning on January 1, 2024 and ending on December 31, 2024. The Fund’s Board of Trustees has delegated to Allspring Funds Management, LLC, the Fund’s adviser, discretion to administer the Buyback
Program, including the determination of the amount and timing of repurchases in
accordance with the best interests of the Fund and subject to applicable
legal limitations. |
• The Fund’s managed distribution plan provides for the declaration of monthly distributions to common shareholders of the
Fund at an annual minimum fixed rate of 8 % based on the Fund’s average monthly net asset value per
share over the prior 12 months. Under the managed distribution plan,
monthly distributions may be sourced from income, paid-in capital,
and/or capital gains, if any. To the extent that sufficient investment income is not
available on a monthly basis, the Fund may distribute long-term capital
gains and/or return of capital to its shareholders in order to maintain its managed distribution level. You should not draw any conclusions about the Fund’s investment performance from the amount of the
Fund’s distributions or from the terms of the managed distribution plan.
Shareholders may elect to reinvest distributions received pursuant to
the managed distribution plan in the Fund under the existing dividend reinvestment plan, which is described later in this report. |
Allspring Multi-Sector Income Fund | 5
Performance highlights (unaudited)
Performance highlights
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The Fund seeks a high level of current income consistent with limiting its overall exposure to domestic
interest rate risk. |
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The Fund allocates its assets between three separate investment strategies, or sleeves. Under normal
market conditions, the Fund allocates approximately 30%-70% of its total assets to a sleeve
consisting of below investment-grade (high yield) debt; approximately 10%-40% to a
sleeve of foreign debt securities, including emerging market debt; and approximately
10%-30% to a sleeve of adjustable-rate and fixed-rate mortgage-backed securities,
and investment-grade corporate bonds. |
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Allspring Funds Management, LLC |
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Allspring Global Investments, LLC |
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Allspring Global Investments (UK) Limited |
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Christopher Y. Kauffman, CFA, Chris Lee, CFA, Michael Lee, Alex Perrin,
Michael J. Schueller, CFA, Lauren van Biljon, CFA, Noah Wise, CFA
|
Average annual total returns (%) as of October 31, 20231 |
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Based on net asset value (NAV) |
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Multi-Sector Income Blended Index2
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Bloomberg U.S. Credit Bond Index3
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Bloomberg U.S. Securitized Index4
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ICE BofA U.S. High Yield Constrained Index5
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J.P. Morgan GBI-EM Global Diversified Composite
Index6 |
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J.P. Morgan Global Government Bond Index (ex U.S.)7
|
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Figures quoted represent past performance, which is no
guarantee of future results, and do not reflect taxes that a shareholder may pay on an investment in a fund. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold, may be worth more or less than their original cost. Current performance
may be lower or higher than the performance data quoted, which assumes the reinvestment of dividends and capital gains. Performance figures of the Fund do
not reflect brokerage commissions that a shareholder would pay on the purchase and sale of shares. If taxes and such brokerage commissions had been
reflected, performance would have been lower. To obtain performance information current to the most recent month-end, please call
1-800-222-8222.
The Fund’s expense ratio for the year ended October 31, 2023, was 3.40% which
includes 2.44% of interest expense.
| |
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Total returns based on market value are calculated assuming a purchase of common stock on the first day and a sale on the last day of the period reported. Total returns
based on NAV are calculated based on the NAV at the beginning of the
period and at the end of the period. Dividends and distributions, if any, are assumed for the purposes of these calculations to be reinvested at prices obtained under the Fund’s Automatic Dividend Reinvestment Plan. |
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Source: Allspring Funds Management, LLC. The Multi-Sector Income Blended Index is composed of 60% ICE BofA U.S. High Yield Constrained Index, 18% J.P. Morgan
GBI-EM Global Diversified Composite Index, 7.5% Bloomberg U.S. Credit Bond Index, 7.5%
Bloomberg U.S. Securitized Index, and 7% J.P. Morgan Global Government Bond Index
(ex U.S.). You cannot invest directly in an index. |
| |
The Bloomberg U.S. Credit Bond Index is an unmanaged index of fixed income securities composed of securities from the Bloomberg Government/Corporate Bond Index,
Mortgage-Backed Securities Index, and the Asset-Backed Securities Index. You
cannot invest directly in an index. |
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The Bloomberg U.S. Securitized Index is an unmanaged composite of asset-backed securities, collateralized mortgage-backed securities (ERISA eligible), and fixed-rate
mortgage-backed securities. You cannot invest directly in an index.
|
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The ICE BofA U.S. High Yield Constrained Index is a market-value-weighted index of all domestic and Yankee high-yield bonds, including deferred interest bonds and
payment-in-kind securities. Issues included in the index have maturities
of one year or more and have a credit rating lower than BBB-/Baa3 but are not in default. The ICE BofA U.S. High Yield Constrained Index limits any individual issuer to a maximum of 2% benchmark exposure. You cannot invest directly in an index. Copyright 2023. ICE
Data Indices, LLC. All rights reserved. |
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The J.P. Morgan GBI-EM Global Diversified Composite Index is an unmanaged index of debt instruments of 31 emerging countries. You cannot invest directly in an
index. |
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The J.P. Morgan Global Government Bond Index (ex U.S.) measures the total return from investing in 12 developed government bond markets: Australia, Belgium, Canada,
Denmark, France, Germany, Italy, Japan, the Netherlands, Spain, Sweden, and the U.K. You cannot
invest directly in an index. |
CFA® and Chartered Financial Analyst® are trademarks owned by CFA Institute. |
6 | Allspring Multi-Sector Income Fund
Performance highlights (unaudited)
Growth of $10,000 investment as of October 31, 20231 |
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The chart compares the performance of the Fund for the most recent ten years with the Multi-Sector Income Blended Index, Bloomberg U.S. Credit Bond Index, Bloomberg
U.S. Securitized Index, ICE BofA U.S. High Yield Constrained Index, J.P.
Morgan GBI-EM Global Diversified Composite Index and J.P. Morgan Global Government Bond Index (ex U.S.). The chart assumes a hypothetical investment of $10,000 investment and reflects all operating expenses of the Fund. |
Comparison of NAV vs. market value1 |
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This chart does not reflect any brokerage commissions charged on the purchase and sale of the Fund’s common stock. Dividends and distributions paid by the Fund are
included in the Fund’s average annual total returns but have the effect of
reducing the Fund’s NAV. |
Allspring Multi-Sector Income Fund | 7
Performance highlights (unaudited)
Risk summary
This closed-end fund is no longer available as an initial public offering and is only offered
through broker-dealers on the secondary market. A closed-end fund is not required to buy its shares back from investors upon request. Shares of the Fund may trade at either a
premium or discount relative to the Fund’s net asset value, and there can be no assurance that any discount will decrease. The values of, and/or the income generated
by, securities held by the Fund may decline due to general market conditions or other factors, including those directly involving the issuers of such securities. Debt
securities are subject to credit risk and interest rate risk, and high yield securities and unrated securities of similar credit quality have a much greater risk of default
and their values tend to be more volatile than higher-rated securities with similar maturities. Foreign investments may contain more risk due to the inherent risks associated with changing political climates, foreign market instability, and foreign currency fluctuations. Risks of foreign investing are magnified in emerging or developing markets. The Fund is exposed to mortgage- and asset-backed securities risk. The Fund is leveraged through a revolving credit facility and also may incur leverage by issuing preferred shares in the future. The use of leverage results in certain risks, including, among others, the likelihood of greater volatility of the net asset value and the market value of common shares. Derivatives involve additional risks, including interest rate risk, credit risk, the risk of improper valuation, and the risk of non-correlation to the relevant instruments that they are designed to hedge or closely track.
More detailed information about the Fund’s
investment objective, principal investment strategies and the principal risks associated with investing in the Fund can be found on page 13.
|
8 | Allspring Multi-Sector Income Fund
Performance highlights (unaudited)
MANAGER’S DISCUSSION
Overview
The
Fund’s return based on market value was 5.74% for the 12-month period that ended October 31, 2023. During the same period, the Fund’s return based on its net
asset value (NAV) was 7.99%. Based on its market value, the Fund underperformed, but based on its NAV, it outperformed the Multi-Sector Income Blended Index, which returned
6.09% for the period.
Spreads varied during the 12-month period.
For the 12-month period that ended October 31, 2023, spreads (the difference in yields over
Treasuries) on investment-grade corporates on average tightened 5 basis points (bps; 100 bps equal 1.00%) with industrials and utilities tightening 9 bps and 7 bps, respectively, and financials widening 7 bps. Spreads in
securitized sectors ended the 12-month period mixed, with asset-backed securities (ABS) and collateralized loan obligation (CLO) securities tightening an average of 38 bps and 20 bps, respectively, while commercial
mortgage-backed securities (CMBS) widened between 14 bps and 411 bps, respectively, for AAA- and BBB-rated securities.
Ten largest holdings (%) as of October 31, 20231 |
Indonesia, 7.00%, 9-15-2030 |
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Colombia TES, 5.75%, 11-3-2027 |
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Geo Group, Inc., 12.45%, 3-23-2027 |
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Hungary, 1.50%, 4-22-2026 |
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International Bank for Reconstruction & Development, 9.50%, 2-9-2029 |
|
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Romania, 5.00%, 2-12-2029 |
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New Zealand, 3.50%, 4-14-2033 |
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Colombia TES, 7.75%, 9-18-2030 |
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|
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Figures represent the percentage of the Fund’s net assets. Holdings are subject to change and may have changed since the date specified. |
The U.S. economy proves its resiliency.
The U.S. economy continued its normalization path and defied recession expectations over the past 12 months, with annualized gross domestic product rising 4.9% quarter over quarter in
the period that ended in September 2023. Consumption remained resilient and continued to gradually
shift back into services as strong real disposable income growth and rapid drawdowns in excess savings outweighed historically low consumer sentiment and tight credit lending standards. Business investment also contributed to the resiliency of
growth as the tailwinds provided through “Bidenomics” spurred significant investment in
domestic manufacturing.
The U.S. housing market defied expectations as well, as historically low existing home supply
provided a floor for home price moderation and the undersupply of homes stemming from the Global Financial Crisis resulted in record levels of multi-family construction. Corporate and consumer
balance sheets weathered through decades-high inflation, elevated geopolitical tensions, and the regional banking crisis and remained in solid, albeit deteriorating,
shape.
With resilient core growth, calls for the U.S. to avoid a recession increasingly became the consensus despite the list of headwinds facing the U.S. economy remaining
elevated.
The labor market finished the year tight as the unemployment rate held
near historic lows and continuing claims remained subdued. Labor demand began to gradually
normalize from historically tight levels with drops in both the vacancy ratio and the quits rate. However, labor supply remained constrained. Wage growth fell from its peak but remained elevated, with average hourly earnings
finishing the year rising 4.1% year over year.
Price pressures dissipated, with the U.S. headline Consumer Price Index (CPI)* dropping from 8.2% to 3.7% year over year as of September 2023. Declining goods demand, tame energy prices, and falling food prices all helped lower headline inflation. Core
CPI** also improved but at a slower pace, dropping from 6.6% to 4.1% year over year as of September 2023, as core services disinflation proved to be
slow. The Federal Reserve (Fed) increased the federal funds rate a total of 225 bps over the past 12 months and continued to reduce the size of its balance sheet. The U.S. economy has digested the brisk pace of monetary
tightening quite well. However, the story remains to be finished, with inflation and wage growth measures still above the Fed’s target and the full effects of monetary tightening yet to be seen. This all suggests
elevated economic uncertainty is likely to continue.
High yield market performed well.
U.S. high yield and leveraged loans performed well over the past 12 months as a modest uptick in
yields was more than offset by strong interest income, tighter credit spreads, and limited defaults. As a result, high yield generated mid-single-digit total returns and leveraged loans generated high-single-digit returns over
the period. Robust economic growth and a decelerating pace of inflation helped boost corporate
fundamentals as companies remained profitable and generated strong cash flow. Credit rating
migration remained positive as upgrades outpaced downgrades. Conversely, tighter monetary policy and higher base rates with the federal funds rate rising to a range of 5.25% to 5.50% put increasing pressure on marginal
credits—particularly those with variable-rate bank funding. As a result, default rates pushed higher over the year, from 1% to about 2.3% as of October 31, 2023. Commodity-based sectors,
*
The U.S.
Consumer Price Index (CPI) is a measure of the average change over time in the prices paid by urban consumers for a market basket of consumer goods and services. You cannot
invest directly in an index.
**
The Core CPI is a measure of the average change over time in the prices paid by urban consumers for a market basket of consumer goods and services excluding energy and food prices. You cannot invest directly in an index.
Allspring Multi-Sector Income Fund | 9
Performance highlights (unaudited)
such as energy,
outperformed over the course of the year whereas higher-rated, longer-duration sectors, such as utilities, lagged. However, idiosyncratic dispersion across most sectors increased because of tighter financial conditions.
It was a transitional time for the global economy.
It’s remarkable to look back at the past 12 months and see the volatile, yet largely sideways, range in which markets have traded. It’s been a transitional time for the global economy
with investors struggling to price the impact of sharply higher interest rates on growth and inflation. The rate of inflation is off its highs but still above target, while economic growth has held up better than
expected.
Mortgage/Corporate sleeve positioning was adjusted slightly.
The Fund’s mortgage/corporate sleeve’s allocation to corporate bonds
remained unchanged at 45% over the period, with a 1% increase to financials offset by a similar
decline in industrials. Within securitized bonds, the Fund’s exposure declined 1.5%, with CMBS, collateralized mortgage obligations (CMOs), and CLOs down 4%, 2.5% and 1%, respectively, and ABS up 6%.
The high yield sleeve was short on duration with tighter spreads.
At the end of October, the high yield sleeve remains short of the index—overweight the 1- to 5-year segment. We favor Bs over BBs and CCCs. By sector, the Fund is
overweight electric generation, air transportation, and gas distribution and underweight telecom-wireline, chemicals, and gaming. Relative to the index, the high yield sleeve is short on duration, lower in yield, and
slightly tighter in spread.
Main changes to the international portfolio included more exposure to Eastern Europe and Africa.
At the regional level, sleeve exposure to Eastern Europe and Africa was increased during the reporting period. At the country level, this reflects increased positions in Hungary and
South Africa as well as a new position in the United Kingdom. Within the Latin American allocation, we reduced positions in Mexico and Brazil to add to Colombia. Overall sleeve duration was kept stable, with the focus on
taking advantage of opportunities in individual markets as they arose.
Contributors included duration and curve positioning, allocations to ABS and CLOs, and security selection within the industrials sector.
Duration and curve positioning were the largest contributors to securitized sector performance.
The Fund’s allocations to AAA-rated broadly syndicated loan CLOs and higher-yielding ABS sectors were the primary contributors. Within the corporate sector, security selection within industrials was the primary
contributor.
Top international contributors included Colombia
and Romania.
Exposure to the bond markets of Colombia and Romania have been excellent value-adds over the reporting period, with currency gains versus the U.S. dollar adding a little extra
to overall returns. Good gains on the Hungarian forint and Mexican peso meant positions here were positive
contributors as well.
Credit quality as of October 31, 20231 |
| |
The credit quality distribution of portfolio holdings reflected in the chart is based on ratings from Standard & Poor’s, Moody’s Investors Service,
and/or Fitch Ratings Ltd. Credit quality ratings apply to the underlying
holdings of the Fund and not to the Fund itself. The percentages of the
portfolio with the ratings depicted in the chart are calculated based on the
market value of fixed income securities held by the Fund. If a security
was rated by all three rating agencies, the middle rating was utilized. If
rated by two of the three rating agencies, the lower rating was utilized,
and if rated by one of the rating agencies, that rating was utilized.
Standard & Poor’s rates the creditworthiness of bonds, ranging
from AAA (highest) to D (lowest). Ratings from A to CCC may be modified by
the addition of a plus (+) or minus (-) sign to show relative standing within the rating
categories. Standard & Poor’s rates the creditworthiness of
short-term notes from SP-1 (highest) to SP-3 (lowest). Moody’s rates
the creditworthiness of bonds, ranging from Aaa (highest) to C (lowest).
Ratings Aa to B may be modified by the addition of a number 1 (highest) to
3 (lowest) to show relative standing within the ratings categories.
Moody’s rates the creditworthiness of short-term U.S. tax-exempt
municipal securities from MIG 1/VMIG 1 (highest) to SG (lowest). Fitch
rates the creditworthiness of bonds, ranging from AAA (highest) to D
(lowest). Credit quality distribution is subject to change and may have changed
since the date specified. |
Detractors included CMBS, CMOs, and
certain areas within the corporate sector.
Within securitized sectors, the Fund’s allocation to CMBS was the primary detractor from
performance, with lower-rated securities detracting the most. Agency and private-label CMOs detracted from performance to a lesser degree. Within the corporate sector, the Fund’s overweight allocation to financials and underweight
to utilities detracted modestly, as did security selection within sovereigns.
10 | Allspring Multi-Sector Income Fund
Performance highlights (unaudited)
Detractors included developed
market sovereign bonds.
Developed market sovereign bonds underperformed emerging market sovereign bonds over the past
year, and the Fund’s exposure to New Zealand and the U.K. was a detractor over the reporting period. On the currency front, positions in the South African rand and Indonesian rupiah were small detractors given modest
underperformance against the U.S. dollar.
The high yield sleeve’s performance was mixed.
Not factoring in leverage, the high yield portfolio was flat against the benchmark for the
12-month period. In October 2022, the portfolio was overweight air transportation, electric generation, and oilfield equipment and services and underweight telecom-wireline, gaming, and personal and household products. By rating, the Fund
was overweight Bs and BBBs and underweight BBs and CCCs. The Fund was overweight to the less-than-five-year segment. Relative to the ICE BofA U.S. High Yield Constrained Index, the Fund was short on duration, lower in
yield, and tighter on spread.
For the 12-month period that ended October 2023, technology and property and casualty insurance
were the strongest contributing sectors within high yield, while brokerage/asset managers and electric utilities were the most detrimental sectors. Fly Leasing and The GEO Group were our best performers, while Resolute
Investment Managers (American Beacon) and Enviva were the worst. Not holding iHeart Communications
was positive, while not holding Carvana hurt relative performance as it rallied in the index. By
rating, our overweight to single-Bs and underweight to BBs helped performance, while our underweight to CCCs and overweight to BBBs were detrimental. Our underweight to the segment
seven years and out hurt.
Effective maturity distribution as of October 31, 20231 |
| |
Figures represent the percentage of the Fund’s fixed-income securities. Allocations are subject to change and may have changed since the date specified. |
Leverage had a positive impact.
The Fund’s use
of leverage through bank borrowings had a positive impact on the NAV total return performance during this reporting period. As of October 31, 2023, the Fund had approximately 31% in leverage as a
percentage of total assets.
Geographic allocation as of October 31, 20231 |
| |
Figures represent the percentage of the Fund’s long-term investments. Allocations are subject to change and may have changed since the date specified. |
International outlook
U.S. markets have accepted the reality that the Fed is likely to keep rates in restrictive
territory for longer and expectations for a recession have been pushed into 2024. We see this acceptance as healthy, and we feel that rates markets have now priced in a more realistic set of assumptions. Sovereign yields in the U.S. and many
other jurisdictions are at their highest levels in more than a decade, increasing the breakeven points across many markets. This allows us to look for opportunities to add to our duration positioning over the coming
quarters.
We do not expect an immediate recession in the U.S., but we believe that
growth trends and credit conditions will continue to weaken. Current credit valuations leave little
compensation for anything other than a no-recession scenario, however, which has driven our bias toward interest rate exposure and non-benchmark, though high-quality, plus exposures. We will remain vigilant in our focus on
risk exposure, and we continue to believe that while prudence is always warranted, that is especially true at this point in the cycle.
The outlook for U.S. high yield and leveraged loans is mixed. With both segments of the market yielding close to 10%, valuations appear attractive. Current yields provide considerable
cushion for investors to weather higher price volatility and an uptick in defaults going forward. In
addition, many high yield credits have successfully transitioned to a higher inflation, higher
volatility, tighter monetary policy environment. Much success is due to well-funded balance sheets with low-cost debt. However, broad-based credit fundamentals are slowly eroding as tighter monetary policy and higher interest costs start to
bite.
Default rates are expected to rise toward 4% to 6% over the next 12 to 24
months as the economy slows to below-trend growth while idiosyncratic dispersion is likely to
remain high. Small to midsize borrowers heavily dependent on variable-rate bank debt are particularly vulnerable to economic shocks in this environment. Successfully navigating the market will be heavily dependent on deft
security selection and deep credit analysis.
Allspring Multi-Sector Income Fund | 11
Performance highlights (unaudited)
Outlook: Moderating inflation and lower interest rates.
Looking
into the year ahead, we see scope for good performance from emerging market fixed income. Slowing inflation and stable bond yields pushed real yields higher in the third quarter of 2023—and to levels above
long-term
averages—resulting in generous valuations. Teamed with the higher level of absolute yield is the prospect of lower interest rates. With inflation expected to continue to moderate in 2024, look for emerging market central banks (particularly in
Eastern Europe and Latin America) to continue their cautious easing of interest rates.
12 | Allspring Multi-Sector Income Fund
Objective, strategies and risks (unaudited)
Objective, strategies and
risks
Investment objective
The Fund seeks to provide a high level of current income consistent with limiting its overall exposure to domestic interest rate risk. The Fund’s investment objective is a fundamental policy and may not be changed without the approval of a majority of the outstanding voting securities as defined in the Investment Company Act of 1940, as amended, (the “1940 Act”) of the Fund.
Principal investment strategies
The Fund allocates
its assets between three separate investment strategies, or sleeves.
High Yield Bond Sleeve. Under normal market conditions, the Fund allocates approximately 30%-70% of its total assets to a sleeve with an investment strategy that focuses on U.S. dollar-denominated below investment-grade bonds, debentures, and other income obligations, including loans and preferred stocks (often called “high yield” securities or “junk bonds”). We may invest in below investment-grade debt securities of any credit quality, however, we may not purchase securities rated CCC or below if 20% of the sleeve’s assets are already held with such a rating. We are not required to sell securities rated CCC or below if the 20% limit is exceeded due to security downgrades. Securities in the Fund’s high yield bond sleeve may be issued by domestic or foreign issuers (including foreign governments).
For purposes of the sleeve’s credit quality policies, if a security receives different ratings from nationally recognized securities rating organizations, the sleeve will use the rating that the portfolio managers believe is most representative of the security’s credit quality. The sleeve’s high yield securities may have fixed or variable principal payments and all types of interest rate and dividend payment and reset terms, including fixed rate, adjustable rate, contingent, deferred, payment in kind and auction rate features. The sleeve may invest in securities with a broad range of maturities.
The Fund’s high yield sleeve is managed following a rigorous investment process that
emphasizes both quality and value. The research driven approach includes both a top-down review of macroeconomic factors and intensive, bottom-up scrutiny of individual
securities. We consider both broad economic and issuer specific factors in selecting securities for the high yield sleeve. In assessing the appropriate maturity and duration
for the Fund’s high yield sleeve and the credit quality parameters and weighting objectives for each sector and industry in this portion of the Fund’s portfolio,
we consider a variety of factors that are expected to influence the economic environment and the dynamics of the high yield market. These factors include fundamental economic indicators, such as interest rate trends, the rates of economic growth and inflation, the performance of equity markets, commodities prices, Federal Reserve monetary policy and the relative value of the U.S. dollar compared to other currencies. Once we determine the preferable portfolio characteristics, we conduct further evaluation to determine capacity and inventory levels in each targeted industry. We also identify any circumstances that may lead to improved business conditions, thus increasing the attractiveness of a particular industry. We select individual securities based upon the terms of the securities (such as yields compared to U.S. Treasuries or comparable issues), liquidity and rating, sector and issuer diversification. We also employ due diligence and fundamental research to assess an issuer’s credit quality, taking into account financial condition and profitability, future capital needs, potential for change in rating, industry outlook, the competitive environment and management ability.
The analysis of issuers may include, among other things, historic and current financial
conditions, current and anticipated cash flow and borrowing requirements, value of assets in relation to historical costs, strength of management, responsiveness to business
conditions, credit standing, the company’s leverage versus industry norms and current and anticipated results of operations. While we consider as one factor in our
credit analysis the ratings assigned by the rating services, we perform our own independent credit analysis of issuers.
In making decisions for the high yield sleeve, we rely on the knowledge, experience and judgment
of our team who have access to a wide variety of research. We apply a strict sell discipline, which is as important as purchase criteria in determining the performance of
this portion of this portfolio. We routinely meet to review profitability outlooks and discuss any deteriorating business fundamentals, as well as consider changes in equity
valuations and market perceptions before selling securities.
In other than normal market conditions, when changing economic conditions and other factors cause the yield difference between lower rated and higher rated securities to narrow, the high yield bond sleeve may purchase higher rated U.S. debt instruments if we believe that the risk of loss of income and principal may be reduced substantially with only a relatively small reduction in yield.
We regularly review the investments of the portfolio and may sell a portfolio holding when it has achieved its valuation target, there is deterioration in the underlying fundamental of the business, or we have identified a more attractive investment opportunity.
Material Changes During the Fiscal Year ended October 31, 2023: There were no
material changes to the high yield bond sleeve during the fiscal year ended October 31, 2023.
International/Emerging Markets Bond Sleeve. Under normal market conditions, the Fund allocates approximately 10%-40% of its total assets to an investment
strategy that focuses on developed and emerging market debt securities, including obligations of foreign governments or governmental entities, foreign corporations, or
supranational agencies denominated in various currencies. Within this sleeve, the Fund invests in at least three countries or supranational agencies.
Allspring Multi-Sector Income Fund | 13
Objective, strategies and risks (unaudited)
Up to 10% of
the debt securities in the sleeve may be below investment grade. The weighted average credit quality of the sleeve is expected to be investment grade.
Currency is managed as a separate asset class. We may purchase a foreign currency on a spot or
forward basis in order to benefit from potential appreciation of such currency relative to the U.S. dollar or to other currencies. The sleeve may enter into foreign currency
exchange contracts to gain or hedge currency exposure or control risk.
While we may purchase securities of any maturity or duration, under normal circumstances, we expect this sleeve of the Fund’s portfolio to maintain a dollar-weighted average effective maturity of between 5 and 14 years, and a dollar-weighted average effective duration of between 3 1/2 and 10 years. “Dollar-Weighted Average Effective Maturity” is a measure of the average time until the final payment of principal and interest is due on fixed income securities in this sleeve of the Fund. “Dollar-Weighted Average Effective Duration” is an aggregate measure of the sensitivity of a fund’s fixed income portfolio securities to changes in interest rates. As a general matter, the price of a fixed income security with a longer effective duration will fluctuate more in response to changes in interest rates than the price of a fixed income security with a shorter effective duration.
We use proprietary models and systems to assess and highlight areas of relative value around the
world. Model-driven forecasts are created using fundamental economic inputs to generate economic forecasts on the global bond markets. With these forecasts, an optimization
process accounts for multiple iteration scenarios to create, what we believe to be, an optimal portfolio strategy. The output of the model process is intended to provide
relative valuations for determining an over, or underweight of country-specific bond markets. Similarly, currencies are valued for their potential returns or to hedge currency exposure. These macro ‘top-down’ quantitative models are used in conjunction with our investment expertise and aligned with a ‘bottom-up’ security selection process. Each of our quantitative models and investment expertise are equally important in our security selection process.
Sell decisions with respect to this sleeve are valuation-driven based on our models and our
fundamental analysis. We may also sell a security held by this sleeve of the Fund due to changes in portfolio strategy or cash flow needs.
Material Changes During the Fiscal Year ended October 31, 2023: There were no material changes to the international/emerging markets bond sleeve of the Fund during the fiscal
year ended October 31, 2023.
Mortgage/Corporate Bond
Sleeve. Under normal market conditions, the Fund allocates approximately 10%-30% of its total assets to an investment strategy that focuses on adjustable-rate and fixed-rate mortgage backed securities (including collateralized mortgage obligations (“CMOs”) and asset-backed securities) and investment grade corporate bonds. Mortgage backed securities in which the sleeve invests may include both non-agency mortgage securities and securities issued or guaranteed by the U.S. government, its agencies, or its instrumentalities. The sleeve may invest in securities with a broad range of maturities.
Under normal circumstances, we expect to maintain an average weighted credit quality rating for the sleeve of investment-grade (BBB-/Baa3 or better). As part of our mortgage-backed securities investment strategy, we may enter into dollar roll transactions for this sleeve of the Fund.
We employ a top-down, macroeconomic outlook to determine the portfolio’s duration, yield
curve positioning, credit quality and sector allocation. Macroeconomic factors considered may include, among others, the pace of economic growth, employment conditions,
corporate profits, inflation, monetary and fiscal policy, as well as the influence of international economic and financial conditions. In combination with our top-down
macroeconomic approach, we employ a bottom-up process of fundamental securities analysis to determine the specific securities for investment. Elements of this evaluation may include credit research, duration measurements, historical yield spread relationships, volatility trends, mortgage refinance rates, as well as other factors. Our credit analysis may consider an issuer’s general financial condition, its competitive position and its management strategies, as well as industry characteristics and other factors. We may sell a security due to changes in credit characteristics or outlook, as well as changes in portfolio strategy or cash flow needs. A security may also be sold and replaced with one that presents a better value or risk/reward profile.
Material Changes During the Fiscal Year ended October 31, 2023: There were no material changes to the mortgage/corporate bond sleeve of the Fund during the fiscal year ended
October 31, 2023.
The Fund’s Overall Portfolio. We monitor the weighting of each investment strategy within the Fund’s portfolio on an ongoing basis and rebalance the Fund’s assets when we determine that such a rebalancing is necessary to align the portfolio in accordance with the investment strategies described above. From time to time, we may make adjustments to the weighting of each investment strategy. Such adjustments would be based on our review and consideration of the expected returns for each investment strategy and would factor in the stock, bond and money markets, interest rate and corporate earnings growth trends, and economic conditions which support changing investment opportunities.
The Fund currently utilizes leverage principally through bank borrowings. The Fund may also enter into transactions including, among others, options, futures and forward contracts, loans of portfolio securities, swap contracts, and other derivatives, as well as when-issued, delayed delivery, or forward commitment transactions, that may in some circumstances give rise to a form of leverage. The Fund may use some or all of these transactions from time to time in the management of its portfolio, for hedging purposes, to adjust portfolio characteristics, or more generally for purposes of attempting to increase the Fund’s investment return. There can be no assurance that the Fund will enter into any such transactions at any particular time or under any specific circumstances. By using leverage, the Fund seeks to obtain a higher return for holders of common shares than if it did not use leverage.
14 | Allspring Multi-Sector Income Fund
Objective, strategies and risks (unaudited)
Leveraging is
a speculative technique, and there are special risks involved. There can be no assurance that the leveraging strategies employed by the Fund, will be successful, and such
strategies can result in losses to the Fund.
In contrast to the investment
objectives of the Fund, which are fundamental, the investment policies of the Fund described above are non-fundamental and may be changed by the Board of Trustees of the Fund
so long as shareholders are provided with at least 60 days prior written notice of any change to the extent required by the rules under the 1940 Act.
Other investment techniques and strategies
As part of or in addition to the principal investment strategies discussed above, the Fund may at times invest a portion of its assets in the investment strategies and may use certain investment techniques as described below.
Convertible and Other Securities. The Fund’s investment in fixed income
securities may include bonds and preferred stocks that are convertible into the equity securities of the issuer or a related company. The Fund will not invest more than 10%
of its total assets in convertible securities. Depending upon the relationship of the conversion price to the market value of the underlying securities, convertible
securities may trade more like equity securities than debt instruments. Consistent with its objective and other investment policies, the Fund may also invest a portion of its
assets in equity securities, including common stocks, depositary receipts, warrants, rights and other equity interests.
Loans.
The Fund may invest in direct debt instruments which are interests in amounts owed to lenders by corporate or other borrowers. The loans in which the Fund invests primarily
consist of direct obligations of a borrower. The Fund may invest in a loan at origination as a co-lender or by acquiring in the secondary market participations in,
assignments of or novations of a corporate loan. By purchasing a participation, the Fund acquires some or all of the interest of a bank or other lending institution in a loan
to a borrower. The participations typically will result in the Fund having a contractual relationship only with the lender, not the borrower. The Fund will have the right to
receive payments of principal, interest and any fees to which it is entitled only from the lender selling the participation and only upon receipt by the lender of the
payments from the borrower. Many such loans are secured, although some may be unsecured. Loans that are fully secured offer the Fund more protection than an unsecured loan in
the event of non-payment of scheduled interest or principal. However, there is no assurance that the liquidation of collateral from a secured loan would satisfy the corporate borrower’s obligation, or that the collateral can be liquidated. Direct debt instruments may involve a risk of loss in case of default or insolvency of the borrower and may offer less legal protection to the Fund in the event of fraud or misrepresentation. In addition, loan participations involve a risk of insolvency of the lending bank or other financial intermediary. The markets in loans are not regulated by federal securities laws or the U.S. Securities and Exchange Commission.
Preferred Shares. The Fund may invest in preferred shares. Preferred shares are
equity securities, but they have many characteristics of fixed income securities, such as a fixed dividend payment rate and/or a liquidity preference over the issuer’s
common shares. However, because preferred shares are equity securities, they may be more susceptible to risks traditionally associated with equity investments than the
Fund’s fixed income securities.
Foreign Currency
Transactions. The Fund may engage in foreign currency transactions for the purpose of hedging against foreign exchange risk arising from the Fund’s investment or anticipated investment in securities denominated in foreign currencies. The Fund also may enter into these contracts for purposes of increasing exposure to a foreign currency or to shift exposure to foreign currency fluctuations from one country to another.
Structured Securities. The Fund may invest in structured securities. The value of the principal and/or interest on such securities is determined by reference to changes in the value of specific currencies, interest rates, commodities, indices or other financial indicators (“Reference”) or the relative change in two or more References. The interest rate or the principal amount payable upon maturity or redemption may be increased or decreased depending upon changes in the Reference. The terms of the structured securities may provide in certain circumstances that no principal is due at maturity and, therefore, may result in a loss of the Fund’s investment. Changes in the interest rate or principal payable at maturity may be a multiple of the changes in the value of the Reference. Consequently, structured securities may entail a greater degree of market risk than other types of fixed income securities.
Asset-Backed Securities. Asset-backed securities are securities that represent
a participation in, or are secured by and payable from, a stream of payments generated by particular assets, most often a pool or pools of similar assets (e.g., trade
receivables). The credit quality of these securities depends primarily upon the quality of the underlying assets and the level of credit support and/or enhancement
provided.
The underlying assets (e.g., loans) are subject to prepayments which
shorten the securities’ weighted average maturity and may lower their return. If the credit support or enhancement is exhausted, losses or delays in payment may result
if the required payments of principal and interest are not made. The value of these securities also may change because of changes in the market’s perception of the
creditworthiness of the servicing agent for the pool, the originator of the pool, or the financial institution or Fund providing the credit support or
enhancement.
Real Estate Investment Trusts. The Fund may invest a portion of its assets in real estate investment trusts (“REITs”). REITs primarily invest in income-producing real estate or real estate related loans or interests. REITs are generally classified as equity REITs, mortgage REITs, or a combination of equity and mortgage REITs. Equity REITs invest the majority of their assets directly in real property and derive income primarily from the collection of rents. Equity REITs can also realize capital gains by selling properties that have appreciated in value. Mortgage REITs invest the majority of their assets in real estate mortgages and derive income from the collection of interest payments. The Fund will indirectly bear its proportionate share of any management
Allspring Multi-Sector Income Fund | 15
Objective, strategies and risks (unaudited)
and other
expenses paid by REITs in which it invests in addition to the expenses paid by the Fund. Distributions received by the Fund from REITs may consist of dividends, capital
gains, and/or return of capital.
U.S. Government Securities. The Fund may invest in U.S. government securities, including debt securities issued or guaranteed by the U.S. Treasury, U.S. Government agencies or government-sponsored entities. These securities may have fixed, floating or variable rate and also include mortgage-backed securities.
Zero-Coupon, Step-Up Coupon, and Pay-in-Kind Securities. Zero-coupon, step-up coupon, and pay-in-kind securities are types
of debt securities that do not make regular cash interest payments. Asset-backed securities, convertible securities, corporate debt securities, foreign securities, high yield
securities, mortgage-backed securities, municipal securities, participation interests, stripped securities, U.S. Government and related obligations and other types of debt instruments may be structured as zero-coupon, step-up coupon, and pay-in-kind securities.
Instead of making periodic interest payments, zero-coupon securities are sold at discounts from
face value. The interest earned by the investor from holding this security to maturity is the difference between the maturity value and the purchase price. Step-up coupon
bonds are debt securities that do not pay interest for a specified period of time and then, after the initial period, pay interest at a series of different rates. Pay-in-kind
securities normally give the issuer an option to pay cash at a coupon payment date or to give the holder of the security a similar security with the same coupon rate and a
face value equal to the amount of the coupon payment that would have been made. To the extent these securities do not pay current cash income, the market prices of these securities would generally be more volatile and likely to respond to a greater degree to changes in interest rates than the market prices of securities that pay cash interest periodically having similar maturities and credit qualities.
Investments in Equity Securities. The Fund may invest in equity securities.
Equity securities, such as common stock, generally represent an ownership interest in a company. While equity securities have historically generated higher average returns
than fixed income securities, equity securities have also experienced significantly more volatility in those returns. An adverse event, such as an unfavorable earnings
report, may depress the value of a particular equity security held by the Fund. Also, the price of equity securities, particularly common stocks, are sensitive to general
movements in the stock market. A drop in the stock market may depress the price of equity securities held by the Fund.
Other Investment Companies. The Fund may invest in other investment companies to the extent permitted under the Investment Company Act of 1940, as amended, and the rules, regulations, and exemptive orders thereunder. The Fund, as a holder of the securities of other investment companies, will bear its pro rata portion of the other investment companies’ expenses, including advisory fees. These expenses are in addition to the direct expenses of the Fund’s own operations.
Defensive and Temporary Investments. The Fund may hold some of its assets in
cash or in money market instruments, including U.S. Government obligations, shares of other mutual funds and repurchase agreements, or make other short-term investments for
purposes of maintaining liquidity or for short-term defensive purposes when we believe it is in the best interests of the shareholders to do so. During these periods, the
Fund may not achieve its objective.
Derivatives. The Fund may invest up to 10% of its total assets in futures and
options on securities and indices and in other derivatives. In addition, the Fund may enter into interest rate swap transactions with respect to the total amount the Fund is
leveraged in order to hedge against adverse changes in interest rates affecting dividends payable on any preferred shares or interest payable on borrowings constituting
leverage. In connection with any such swap transaction, the Fund will segregate liquid securities in the amount of its obligations under the transaction. A derivative is a
security or instrument whose value is determined by reference to the value or the change in value of one or more securities, currencies, indices or other financial
instruments. The Fund does not use derivatives as a primary investment technique and generally does not anticipate using derivatives for non-hedging purposes. In the event the Advisor uses derivatives for non-hedging purposes, no more than 3% of the Fund’s total assets will be committed to initial margin for derivatives for such purposes. The Fund may use derivatives for a variety of purposes, including:
• As a
hedge against adverse changes in securities market prices or interest rates; and
• As a
substitute for purchasing or selling securities.
Repurchase
Agreements. The Fund may enter into repurchase agreements with broker-dealers, member banks of the Federal Reserve System and other financial institutions. Repurchase agreements are arrangements under which the Fund purchases securities and the seller agrees to repurchase the securities within a specific time and at a specific price. We review and monitor the creditworthiness of any institution which enters into a repurchase agreement with the Fund. The counterparty’s obligations under the repurchase agreement are collateralized with U.S. Treasury and/or agency obligations with a market value of not less than 100% of the obligations, valued daily. Collateral is held by the Fund’s custodian in a segregated, safekeeping account for the benefit of the Fund. Repurchase agreements afford the Fund an opportunity to earn income on temporarily available cash at low risk. In the event that the counterparty to a repurchase agreement is unwilling or unable to fulfill its contractual obligations to repurchase the underlying security, the Fund may lose money, suffer delays, or incur costs arising from holding or selling the underlying security.
Portfolio Turnover. It is the policy of the Fund not to engage in trading for short-term profits although portfolio turnover is not considered a limiting factor in the execution of investment decisions for the Fund.
16 | Allspring Multi-Sector Income Fund
Objective, strategies and risks (unaudited)
Principal
risks
An investment in the Fund may lose money, is not a deposit of a bank, is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency, and is primarily subject to the risks briefly summarized below.
Market Risk. The values of, and/or the income generated by, securities held by a Fund may decline due to general market conditions or other factors, including those directly involving the issuers of such securities. Securities markets are volatile and may decline significantly in response to adverse issuer, regulatory, political, or economic developments. Different sectors of the market and different security types may react differently to such developments. Political, geopolitical, natural and other events, including war, terrorism, trade disputes, government shutdowns, market closures, inflation, natural and environmental disasters, epidemics, pandemics and other public health crises and related events have led, and in the future may lead, to economic uncertainty, decreased economic activity, increased market volatility and other disruptive effects on U.S. and global economies and markets. Such events may have significant adverse direct or indirect effects on a Fund and its investments. In addition, economies and financial markets throughout the world are becoming increasingly interconnected, which increases the likelihood that events or conditions in one country or region will adversely impact markets or issuers in other countries or regions.
Debt Securities Risk. Debt securities are subject to credit risk and interest
rate risk. Credit risk is the possibility that the issuer or guarantor of a debt security may be unable, or perceived to be unable or unwilling, to pay interest or repay
principal when they become due. In these instances, the value of an investment could decline and the Fund could lose money. Credit risk increases as an issuer’s credit
quality or financial strength declines. The credit quality of a debt security may deteriorate rapidly and cause significant deterioration in the Fund’s net asset value.
Interest rate risk is the possibility that interest rates will change over time. When interest rates rise, the value of debt securities tends to fall. The longer the terms of
the debt securities held by a Fund, the more the Fund is subject to this risk. If interest rates decline, interest that the Fund is able to earn on its investments in debt
securities may also decline, which could cause the Fund to reduce the dividends it pays to shareholders, but the value of those securities may increase. Some debt securities
give the issuers the option to call, redeem or prepay the securities before their maturity dates. If an issuer calls, redeems or prepays a debt security during a time of declining interest rates, the Fund might have to reinvest the proceeds in a security offering a lower yield, and therefore might not benefit from any increase in value as a result of declining interest rates. Very low or negative interest rates may magnify interest rate risk. Changing interest rates, including rates that fall below zero, may have unpredictable effects on markets, may result in heightened market volatility and may detract from Fund performance to the extent the Fund is exposed to such interest rates. Interest rate changes and their impact on the Fund and its share price can be sudden and unpredictable. Changes in market conditions and government policies may lead to periods of heightened volatility in the debt securities market, reduced liquidity Fund investments and an increase in Fund redemptions.
High Yield Securities Risk. High yield securities and unrated securities of
similar credit quality (commonly known as “junk bonds”) are considered speculative and have a much greater risk of default (or in the case of bonds currently in
default, of not returning principal) and their values tend to be more volatile than higher-rated securities with similar maturities. Additionally, these securities tend to be
less liquid and more difficult to value than higher-rated securities.
Foreign Investment Risk. Foreign investments may be subject to lower liquidity,
greater price volatility and risks related to adverse political, regulatory, market or economic developments. Foreign companies may be subject to significantly higher levels
of taxation than U.S. companies, including potentially confiscatory levels of taxation, thereby reducing the earnings potential of such foreign companies. Foreign investments
may involve exposure to changes in foreign currency exchange rates. Such changes may reduce the U.S. dollar value of the investments. Foreign investments may be subject
to additional risks, such as potentially higher withholding and other taxes, and may also be subject to greater trade settlement, custodial, and other operational risks than domestic investments. Certain foreign markets may also be characterized by less stringent investor protection and disclosure standards.
Emerging Markets Risk. Emerging market securities typically present even
greater exposure to the risks described under “Foreign Investment Risk” and may be particularly sensitive to global economic conditions. For example, emerging
market countries are typically more dependent on exports and are, therefore, more vulnerable to recessions in other countries. Emerging markets tend to have less developed
legal and financial systems and a smaller market capitalization than markets in developed countries. Some emerging markets are subject to greater political instability.
Additionally, emerging markets may have more volatile currencies and be more sensitive than developed markets to a variety of economic factors, including inflation. Emerging
market securities are also typically less liquid than securities of developed countries and could be difficult to sell, particularly during a market downturn.
Mortgage- and Asset-Backed Securities Risk. Mortgage- and asset-backed securities are subject to risk of default on the underlying mortgages or assets,
particularly during periods of economic downturn. Defaults on the underlying mortgages or assets may cause such securities to decline in value and become less liquid. Rising interest rates tend to extend the duration of these securities, making them more sensitive to changes in interest rates than instruments with fixed payment schedules. As a result, in a period of rising interest rates, these securities may exhibit additional volatility. When interest rates decline or are low, borrowers may pay off their mortgage or other debts sooner than expected, which can reduce the returns of a Fund. Funds that may enter into mortgage dollar roll transactions are subject to the risk that the market value of the securities that are required to be repurchased in the future may decline below the agreed upon repurchase price. They also involve the risk that the party to whom the securities are sold may become insolvent, limiting a Fund’s ability to repurchase securities at the agreed upon price.
Leverage Risk. The use of leverage through the issuance of preferred shares
and/or debt securities, or from borrowing money, may result in certain risks
Allspring Multi-Sector Income Fund | 17
Objective, strategies and risks (unaudited)
to the Fund.
Leveraging is a speculative technique, and there are special risks involved, including the risk that downside outcomes for common shareholders are magnified as a result of
losses and declines in value of portfolio securities purchased with borrowed money. In addition, the costs of the financial leverage may exceed the income from investments
made with such leverage, interest rates or dividends payable on the financial leverage may affect the yield and distributions to the common shareholders, and the net asset
value and market value of common shares may be more volatile than if the Fund had not been leveraged. The use of leverage may cause the Fund to have to liquidate portfolio
positions when it may not be advantageous to do so. There can be no assurance that any leveraging strategies will be successful.
Certain transactions, such as derivatives, also may give rise to a form of economic leverage.
Because many derivatives have a leverage component (i.e., a notional value in excess of the assets needed to establish and/or maintain the derivative position), adverse
changes in the value or level of the underlying asset, rate or index may result in a loss substantially greater than the amount invested in the derivative
itself.
Anti-takeover Provisions Risk. The Fund’s Agreement and Declaration of Trust and By-laws include provisions that could limit the ability of other entities or persons to acquire control of the Fund or to change the composition of its Board of Trustees. Such provisions could limit the ability of shareholders to sell their shares at a premium over prevailing market prices by discouraging a third party from seeking to obtain control of the Fund. These provisions include staggered terms of office for the Trustees, advance notice requirements for shareholder proposals, and supermajority voting requirements for open-ending the Fund or a merger, liquidation, asset sale or similar transactions.
Closed-end Fund Risk. Closed-end funds involve investment risks different from
those associated with other investment companies. Shares of closed-end funds frequently trade at either a premium or discount relative to their net asset value
(“NAV”). There can be no assurance that the discount will decrease. It is possible that a market discount may increase and the Fund may suffer realized or
unrealized capital losses due to further decline in the market price of the securities held by the Fund, thereby adversely affecting the NAV of the Fund’s shares.
Similarly, there can be no assurance that the Fund’s shares will trade at a premium, will continue to trade at a premium or that the premium will not decrease over
time. The Fund’s shares are designed primarily for long-term investors, and the Fund should not be viewed as a vehicle for short-term trading purposes.
Convertible Securities Risk. A convertible security has characteristics of both equity and debt securities and, as a result, is exposed to risks that are typically associated with both types of securities. The market value of a convertible security tends to decline as interest rates increase but also tends to reflect changes in the market price of the common stock of the issuing company. A convertible security is also exposed to the risk that an issuer is unable to meet its obligation to make dividend or interest and principal payments when due as a result of changing financial or market conditions. In the event of a liquidation of the issuer, holders of a convertible security would generally be paid only after holders of any senior debt obligations. A Fund may be forced to convert a convertible security before it would otherwise choose to do so, which may decrease the Fund’s return.
Derivatives Risk. The use of derivatives, such as futures, options and swap agreements, presents risks different from, and possibly greater than, the risks associated with investing directly in traditional securities. The use of derivatives can lead to losses because of adverse movements in the price or value of the derivatives’ underlying assets, indexes or rates and the derivatives themselves, which may be magnified by certain features of the derivatives. These risks are heightened when derivatives are used to enhance a Fund’s return or as a substitute for a position or security, rather than solely to hedge (or mitigate) the risk of a position or security held by the Fund. The success of a derivative strategy will be affected by the portfolio manager’s ability to assess and predict market or economic developments and their impact on the derivatives’ underlying assets, indexes or reference rates, as well as the derivatives themselves. Certain derivative instruments may become illiquid and, as a result, may be difficult to sell when the portfolio manager believes it would be appropriate to do so. Certain derivatives create leverage, which can magnify the impact of a decline in the value of their underlying assets, indexes or reference rates, and increase the volatility of the Fund’s net asset value. Certain derivatives (e.g., over-the-counter swaps) are also subject to the risk that the counterparty to the derivative contract will be unwilling or unable to fulfill its contractual obligations, which may cause a Fund to lose money, suffer delays or incur costs arising from holding or selling an underlying asset. Changes in laws or regulations may make the use of derivatives more costly, may limit the availability of derivatives, or may otherwise adversely affect the use, value or performance of derivatives.
Equity Securities Risk. The values of equity securities may experience periods of substantial price volatility and may decline significantly over short time periods. In general, the values of equity securities are more volatile than those of debt securities. Equity securities fluctuate in value and price in response to factors specific to the issuer of the security, such as management performance, financial condition, and market demand for the issuer’s products or services, as well as factors unrelated to the fundamental condition of the issuer, including general market, economic and political conditions. Investing in equity securities poses risks specific to an issuer, as well as to the particular type of company issuing the equity securities. For example, investing in the equity securities of small- or mid-capitalization companies can involve greater risk than is customarily associated with investing in stocks of larger, more-established companies. Different parts of a market, industry and sector may react differently to adverse issuer, market, regulatory, political, and economic developments. Negative news or a poor outlook for a particular industry or sector can cause the share prices of securities of companies in that industry or sector to decline. This risk may be heightened for a Fund that invests a substantial portion of its assets in a particular industry or sector.
Foreign Currency Risk. The Fund may invest in non-dollar-denominated investments. The Fund may be limited in its ability to hedge the value of its non-dollar denominated investments against currency fluctuations. As a result, a decline in the value of currencies in which the Fund’s investments are denominated against the dollar will result in a corresponding decline in the dollar value of the Fund’s assets. These declines will in turn affect the Fund’s income and net asset value.
Futures Contracts Risk. A Fund that uses futures contracts, which are a type of
derivative, is subject to the risk of loss caused by unanticipated market
18 | Allspring Multi-Sector Income Fund
Objective, strategies and risks (unaudited)
movements. In
addition, there may at times be an imperfect correlation between the movement in the prices of futures contracts and the value of their underlying instruments or indexes, and
there may at times not be a liquid secondary market for certain futures contracts.
Inflation Risk. Inflation risk is the risk that the value of assets or income
from the Fund’s investments will be worth less in the future as inflation decreases the value of money. As inflation increases, the real, or inflation-adjusted, value
of the common shares and distributions can decline and the dividend payments on the Fund’s preferred shares, if any, or interest payments on Fund borrowings, if any,
may increase.
Issuer Risk. The value of corporate income-producing securities may decline for a number of reasons which directly relate to the issuer, such as management performance, financial leverage and reduced demand for the issuer’s goods and services.
Loan Risk. Loans may be unrated, less liquid and more difficult to value than
traditional debt securities. Loans may be made to finance highly leveraged corporate operations or acquisitions. The highly leveraged capital structure of the borrowers in
such transactions may make such loans especially vulnerable to adverse changes in financial, economic or market conditions. Loans generally are subject to restrictions on
transfer, and only limited opportunities may exist to sell such loans in secondary markets. As a result, a Fund may be unable to sell loans at a desired time or price. If the
Fund acquires only an assignment or a participation in a loan made by a third party, the Fund may not be able to control amendments, waivers or the exercise of any remedies that a lender would have under a direct loan and may assume liability as a lender.
Management Risk. Investment decisions, techniques, analyses or models
implemented by a Fund’s manager or sub-adviser in seeking to achieve the Fund’s investment objective may not produce the returns expected, may cause the
Fund’s shares to lose value or may cause the Fund to underperform other funds with similar investment objectives.
Market Price of Shares Risk. Whether investors will realize a gain or loss upon the sale of the Fund’s common shares will depend upon whether the market value of the shares at the time of sale is above or below the price the investor paid, taking into account transaction costs, for the shares and is not directly dependent upon the Fund’s net asset value. Because the market value of the Fund’s shares will be determined by factors such as the relative demand for and supply of the shares in the market, general market conditions and other factors beyond the control of the Fund, the Fund cannot predict whether its common shares will trade at, below or above net asset value, or below or above the initial offering price for the shares.
Options Risk. A Fund that purchases options, which are a type of derivative, is subject to the risk that gains, if any, realized on the position, will be less than the amount paid as premiums to the writer of the option. A Fund that writes options receives a premium that may be small relative to the loss realized in the event of adverse changes in the value of the underlying instruments. A Fund that writes covered call options gives up the opportunity to profit from any price increase in the underlying security above the option exercise price while the option is in effect. Options may be more volatile than the underlying instruments. In addition, there may at times be an imperfect correlation between the movement in values of options and their underlying securities, and there may at times not be a liquid secondary market for certain options.
Prepayment Risk. During periods of declining interest rates, the issuer of a
security may exercise its option to prepay principal earlier than scheduled, forcing the Fund to reinvest in lower yielding securities. This is known as call or prepayment
risk. Debt securities frequently have call features that allow the issuer to repurchase the security prior to its stated maturity. An issuer may redeem an obligation if the
issuer can refinance the debt at a lower cost due to declining interest rates or an improvement in the credit standing of the issuer.
Reinvestment Risk. Reinvestment risk is the risk that income from the Fund’s bond portfolio will decline if and when the Fund invests the proceeds from matured, traded or called bonds at market interest rates that are below the portfolio’s current earnings rate. A decline in income could affect the common shares’ market price or their overall returns.
Sovereign Debt Risk. Investments in sovereign or quasi-sovereign debt involve
the risk that the governmental entities responsible for repayment will be unable or unwilling to pay interest and repay principal when due. A governmental entity’s
ability and willingness to pay interest and repay principal in a timely manner can be expected to be affected by a variety of factors, including its cash flow, the size of
its reserves, its access to foreign exchange, the relative size of its debt service burden to its economy as a whole, and political constraints. Investments in
quasi-sovereign issuers are subject to the additional risk that the issuer will default independently of its sovereign. Sovereign debt risk is greater for fixed income
securities issued or guaranteed by emerging countries.
U.S. Government Obligations Risk. U.S. Government obligations may be adversely
impacted by changes in interest rates, and securities issued or guaranteed by U.S. Government agencies or government-sponsored entities may not be backed by the full faith
and credit of the U.S. Government. If a government-sponsored entity is unable to meet its obligations or its creditworthiness declines, the performance of a Fund that holds
securities issued or guaranteed by the entity will be adversely impacted. U.S. Government obligations may be adversely affected by a default by, or decline in the credit
quality, of the U.S. Government.
Allspring Multi-Sector Income Fund | 19
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
FHLMC (1 Year Treasury Constant Maturity+2.25%)± |
|
|
|
|
|
|
FHLMC (5 Year Treasury Constant Maturity+2.11%)± |
|
|
|
|
|
|
FHLMC Series 2390 Class FD (30 Day Average U.S. SOFR+0.56%)± |
|
|
|
|
|
|
FHLMC Series 2567 Class FH (30 Day Average U.S. SOFR+0.51%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
FNMA Series 2001-25 Class Z |
|
|
|
|
|
|
FNMA Series 2001-35 Class F (30 Day Average U.S. SOFR+0.71%)± |
|
|
|
|
|
|
FNMA Series 2001-57 Class F (30 Day Average U.S. SOFR+0.61%)± |
|
|
|
|
|
|
FNMA Series 2002-77 Class FH (30 Day Average U.S. SOFR+0.51%)± |
|
|
|
|
|
|
FNMA Series 2002-97 Class FR (30 Day Average U.S. SOFR+0.66%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
GNMA Series 2019-H06 Class HIƒ±± |
|
|
|
|
|
|
Total agency securities (Cost $471,174) |
|
|
|
|
|
|
Asset-backed securities: 4.94% |
|
|
|
|
|
|
ABFC Trust Series 2003-AHL1 Class A1 |
|
|
|
|
|
|
ACRES Commercial Realty Ltd. Series 2021-FL2 Class A (U.S. SOFR 1 Month+1.51%)144A± |
|
|
|
|
|
|
Aligned Data Centers Issuer LLC Series 2021-1A Class A2144A |
|
|
|
|
|
|
Aqua Finance Trust Series 2021-A Class A144A |
|
|
|
|
|
|
Bear Stearns Asset-Backed Securities Trust Series 2002-2 Class A1 (U.S. SOFR 1 Month+0.77%)± |
|
|
|
|
|
|
BRSP Ltd. Series 2021-FL1 Class A (U.S. SOFR 1 Month+1.26%)144A± |
|
|
|
|
|
|
Centex Home Equity Loan Trust Series 2002-A Class AF6 |
|
|
|
|
|
|
Five Guys Funding LLC Series 2017-1A Class A2144A |
|
|
|
|
|
|
GSAA Home Equity Trust Series 2004-5 Class AF5 |
|
|
|
|
|
|
HGI CRE CLO Ltd. Series 2021-FL1 Class A (U.S. SOFR 1 Month+1.16%)144A± |
|
|
|
|
|
|
Home Partners of America Trust Series 2021-1 Class D144A |
|
|
|
|
|
|
MF1 Ltd. Series 2022-FL8 Class C (U.S. SOFR 1 Month+2.20%)144A± |
|
|
|
|
|
|
Mid-State Trust XI Series 11 Class A1 |
|
|
|
|
|
|
New Century Home Equity Loan Trust Series 2004-3 Class M1 (U.S. SOFR 1 Month+1.04%)± |
|
|
|
|
|
|
Octane Receivables Trust Series 2022-1A Class A2144A |
|
|
|
|
|
|
Parallel Ltd. Series 2021-1A Class D (U.S. SOFR 3 Month+3.71%)144A± |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
20 | Allspring Multi-Sector Income Fund
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
Asset-backed securities(continued)
|
|
|
|
|
|
|
PFS Financing Corp. Series 2021-A Class A144A |
|
|
|
|
|
|
Sound Point Clo VIII-R Ltd. Series 2015-1RA Class BR (U.S. SOFR 3 Month+1.81%)144A± |
|
|
|
|
|
|
Starwood Ltd. Series 2022-FL3 Class A (30 Day Average U.S. SOFR+1.35%)144A± |
|
|
|
|
|
|
Store Master Funding I-VII XIV XIX XX XXIV Series 2023-1A Class A1144A |
|
|
|
|
|
|
Store Master Funding I-VII Series 2018-1A Class A2144A
|
|
|
|
|
|
|
Terwin Mortgage Trust Series TMTS Series 2003-6HE Class A3 (U.S. SOFR 1 Month+1.25%)± |
|
|
|
|
|
|
TRTX Issuer Ltd. Series 2022-FL5 Class A (30 Day Average U.S. SOFR+1.65%)144A± |
|
|
|
|
|
|
Vantage Data Centers LLC Series 2020-1A Class A2144A |
|
|
|
|
|
|
Westgate Resorts LLC Series 2022-1A Class C144A |
|
|
|
|
|
|
Total asset-backed securities (Cost $13,473,778) |
|
|
|
|
|
|
| |
|
|
|
|
|
| |
|
|
|
|
|
|
Communication services: 0.00% |
|
|
|
|
|
|
Diversified telecommunication services: 0.00% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Energy equipment & services: 0.19% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Total common stocks (Cost $221,145) |
|
|
|
|
|
|
| |
|
|
|
|
|
Corporate bonds and notes: 67.21% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Clear Channel Outdoor Holdings, Inc.144A |
|
|
|
|
|
|
Clear Channel Outdoor Holdings, Inc.144A |
|
|
|
|
|
|
Outfront Media Capital LLC/Outfront Media Capital Corp.144A |
|
|
|
|
|
|
Outfront Media Capital LLC/Outfront Media Capital Corp.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Cablevision Lightpath LLC144A |
|
|
|
|
|
|
Cablevision Lightpath LLC144A |
|
|
|
|
|
|
Match Group Holdings II LLC144A |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
Allspring Multi-Sector Income Fund | 21
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
| |
|
|
|
|
|
|
Uber Technologies, Inc.144A |
|
|
|
|
|
|
Uber Technologies, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
CCO Holdings LLC/CCO Holdings Capital Corp.144A |
|
|
|
|
|
|
CCO Holdings LLC/CCO Holdings Capital Corp.144A |
|
|
|
|
|
|
CCO Holdings LLC/CCO Holdings Capital Corp. |
|
|
|
|
|
|
CCO Holdings LLC/CCO Holdings Capital Corp.144A |
|
|
|
|
|
|
Charter Communications Operating LLC/Charter Communications Operating Capital |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Directv Financing LLC/Directv Financing Co.-Obligor, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Gray Television, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Scripps Escrow II, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Sirius XM Radio, Inc.144A |
|
|
|
|
|
|
Townsquare Media, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Telecommunications: 0.70% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Sprint Spectrum Co. LLC/Sprint Spectrum Co. II LLC/Sprint Spectrum Co. III LLC144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Consumer, cyclical: 11.63% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Hawaiian Airlines Pass-Through Certificates Series 2013-1 Class A |
|
|
|
|
|
|
Hawaiian Brand Intellectual Property Ltd./HawaiianMiles Loyalty Ltd.144A |
|
|
|
|
|
|
Mileage Plus Holdings LLC/Mileage Plus Intellectual Property Assets Ltd.144A |
|
|
|
|
|
|
Spirit Loyalty Cayman Ltd./Spirit IP Cayman Ltd.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
22 | Allspring Multi-Sector Income Fund
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Auto manufacturers: 1.12% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Ford Motor Credit Co. LLC |
|
|
|
|
|
|
Ford Motor Credit Co. LLC |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Auto parts & equipment: 0.26% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Distribution/wholesale: 0.56% |
|
|
|
|
|
|
G-III Apparel Group Ltd.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Churchill Downs, Inc.144A |
|
|
|
|
|
|
Churchill Downs, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Live Nation Entertainment, Inc.144A |
|
|
|
|
|
|
Live Nation Entertainment, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Taylor Morrison Communities, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Carnival Holdings Bermuda Ltd.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Bath & Body Works, Inc.144A |
|
|
|
|
|
|
Dave & Buster’s, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
LSF9 Atlantis Holdings LLC/Victra Finance Corp.144A |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
Allspring Multi-Sector Income Fund | 23
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
| |
|
|
|
|
|
|
Macy’s Retail Holdings LLC144A |
|
|
|
|
|
|
Macy’s Retail Holdings LLC144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
NMG Holding Co., Inc./Neiman Marcus Group LLC144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
PetSmart, Inc./PetSmart Finance Corp.144A |
|
|
|
|
|
|
PetSmart, Inc./PetSmart Finance Corp.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Consumer, non-cyclical: 8.43% |
|
|
|
|
|
|
Commercial services: 4.48% |
|
|
|
|
|
|
Allied Universal Holdco LLC/Allied Universal Finance Corp.144A |
|
|
|
|
|
|
Allied Universal Holdco LLC/Allied Universal Finance Corp.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
MPH Acquisition Holdings LLC144A |
|
|
|
|
|
|
PECF USS Intermediate Holding III Corp.144A |
|
|
|
|
|
|
Prime Security Services Borrower LLC/Prime Finance, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Service Corp. International |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Healthcare-services: 3.15% |
|
|
|
|
|
|
Catalent Pharma Solutions, Inc.144A |
|
|
|
|
|
|
CHS/Community Health Systems, Inc.144A |
|
|
|
|
|
|
CHS/Community Health Systems, Inc.144A |
|
|
|
|
|
|
CHS/Community Health Systems, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Pediatrix Medical Group, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Tenet Healthcare Corp.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
24 | Allspring Multi-Sector Income Fund
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
| |
|
|
|
|
|
|
Energy-alternate sources: 2.34% |
|
|
|
|
|
|
Enviva Partners LP/Enviva Partners Finance Corp.144A |
|
|
|
|
|
|
TerraForm Power Operating LLC144A |
|
|
|
|
|
|
TerraForm Power Operating LLC144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Aethon United BR LP/Aethon United Finance Corp.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Encino Acquisition Partners Holdings LLC144A |
|
|
|
|
|
|
Hilcorp Energy I LP/Hilcorp Finance Co.144A |
|
|
|
|
|
|
Hilcorp Energy I LP/Hilcorp Finance Co.144A |
|
|
|
|
|
|
Hilcorp Energy I LP/Hilcorp Finance Co.144A |
|
|
|
|
|
|
Hilcorp Energy I LP/Hilcorp Finance Co.144A |
|
|
|
|
|
|
Hilcorp Energy I LP/Hilcorp Finance Co.144A |
|
|
|
|
|
|
Nabors Industries Ltd.144A |
|
|
|
|
|
|
Nabors Industries, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Oil & gas services: 1.38% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Oceaneering International, Inc. |
|
|
|
|
|
|
Oceaneering International, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
CQP Holdco LP/BIP-V Chinook Holdco LLC144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
EnLink Midstream Partners LP |
|
|
|
|
|
|
EnLink Midstream Partners LP |
|
|
|
|
|
|
Harvest Midstream I LP144A |
|
|
|
|
|
|
Hess Midstream Operations LP144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Rockies Express Pipeline LLC144A |
|
|
|
|
|
|
Rockies Express Pipeline LLC144A |
|
|
|
|
|
|
Tallgrass Energy Partners LP/Tallgrass Energy Finance Corp.144A |
|
|
|
|
|
|
Tallgrass Energy Partners LP/Tallgrass Energy Finance Corp.144A |
|
|
|
|
|
|
Venture Global Calcasieu Pass LLC144A |
|
|
|
|
|
|
Venture Global LNG, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
Allspring Multi-Sector Income Fund | 25
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Citigroup, Inc. Series V (U.S. SOFR+3.23%)ʊ± |
|
|
|
|
|
|
JPMorgan Chase & Co. Series Q (U.S. SOFR 3 Month+3.51%)ʊ± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Diversified financial services: 4.16% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Nationstar Mortgage Holdings, Inc.144A |
|
|
|
|
|
|
Nationstar Mortgage Holdings, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Oppenheimer Holdings, Inc. |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Rocket Mortgage LLC/Rocket Mortgage Co.-Issuer, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
United Wholesale Mortgage LLC144A |
|
|
|
|
|
|
United Wholesale Mortgage LLC144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Allied World Assurance Co. Holdings Ltd. |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
AssuredPartners, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Brighthouse Financial, Inc. |
|
|
|
|
|
|
BroadStreet Partners, Inc.144A |
|
|
|
|
|
|
HUB International Ltd.144A |
|
|
|
|
|
|
HUB International Ltd.144A |
|
|
|
|
|
|
Liberty Mutual Group, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Prudential Financial, Inc. (3 Month LIBOR+2.38%)± |
|
|
|
|
|
|
Sammons Financial Group, Inc.144A |
|
|
|
|
|
|
Sompo International Holdings Ltd. |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
HAT Holdings I LLC/HAT Holdings II LLC144A |
|
|
|
|
|
|
HAT Holdings I LLC/HAT Holdings II LLC144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
26 | Allspring Multi-Sector Income Fund
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
| |
|
|
|
|
|
|
Ladder Capital Finance Holdings LLLP/Ladder Capital Finance Corp.144A |
|
|
|
|
|
|
Ladder Capital Finance Holdings LLLP/Ladder Capital Finance Corp.144A |
|
|
|
|
|
|
MPT Operating Partnership LP/MPT Finance Corp. |
|
|
|
|
|
|
Omega Healthcare Investors, Inc. |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Starwood Property Trust, Inc.144A |
|
|
|
|
|
|
Starwood Property Trust, Inc. |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Spirit AeroSystems, Inc.144A |
|
|
|
|
|
|
Spirit AeroSystems, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Building materials: 0.99% |
|
|
|
|
|
|
Camelot Return Merger Sub, Inc.144A |
|
|
|
|
|
|
Emerald Debt Merger Sub LLC144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Keysight Technologies, Inc. |
|
|
|
|
|
|
Hand/machine tools: 1.04% |
|
|
|
|
|
|
Werner FinCo LP/Werner FinCo, Inc.144A |
|
|
|
|
|
|
Werner FinCo LP/Werner FinCo, Inc. (PIK at 14.50%)144A¥
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
Machinery-diversified: 0.58% |
|
|
|
|
|
|
Chart Industries, Inc.144A |
|
|
|
|
|
|
Chart Industries, Inc.144A |
|
|
|
|
|
|
TK Elevator U.S. Newco, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Packaging & containers: 1.82% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Clearwater Paper Corp.144A |
|
|
|
|
|
|
Clydesdale Acquisition Holdings, Inc.144A |
|
|
|
|
|
|
Owens-Brockway Glass Container, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
Allspring Multi-Sector Income Fund | 27
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
Trucking & leasing: 0.78% |
|
|
|
|
|
|
Fortress Transportation & Infrastructure Investors LLC144A |
|
|
|
|
|
|
Fortress Transportation & Infrastructure Investors LLC144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Dell International LLC/EMC Corp. |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
AthenaHealth Group, Inc.144A |
|
|
|
|
|
|
Cloud Software Group, Inc.144A |
|
|
|
|
|
|
Cloud Software Group, Inc.144A |
|
|
|
|
|
|
SS&C Technologies, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
NextEra Energy Operating Partners LP144A |
|
|
|
|
|
|
NextEra Energy Operating Partners LP144A |
|
|
|
|
|
|
NSG Holdings LLC/NSG Holdings, Inc.144A |
|
|
|
|
|
|
Pattern Energy Operations LP/Pattern Energy Operations, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Vistra Corp. (5 Year Treasury Constant Maturity+5.74%)144Aʊ± |
|
|
|
|
|
|
Vistra Operations Co. LLC144A |
|
|
|
|
|
|
Vistra Operations Co. LLC144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Total corporate bonds and notes (Cost $196,895,484) |
|
|
|
|
|
|
Foreign corporate bonds and notes: 12.03% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Kreditanstalt fuer Wiederaufbau |
|
|
|
|
|
|
Government securities: 11.72% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Asian Infrastructure Investment Bank |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
28 | Allspring Multi-Sector Income Fund
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
Multi-national(continued) |
|
|
|
|
|
|
European Bank for Reconstruction & Development |
|
|
|
|
|
|
European Bank for Reconstruction & Development |
|
|
|
|
|
|
European Bank for Reconstruction & Development |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Inter-American Development Bank |
|
|
|
|
|
|
International Bank for Reconstruction & Development |
|
|
|
|
|
|
International Bank for Reconstruction & Development |
|
|
|
|
|
|
International Bank for Reconstruction & Development |
|
|
|
|
|
|
International Bank for Reconstruction & Development |
|
|
|
|
|
|
International Finance Corp. |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Total foreign corporate bonds and notes (Cost $33,573,932) |
|
|
|
|
|
|
Foreign government bonds: 19.47% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
Allspring Multi-Sector Income Fund | 29
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Total foreign government bonds (Cost $53,308,937) |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Clear Channel Outdoor Holdings, Inc. (U.S. SOFR 3 Month+3.50%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Arches Buyer, Inc. (U.S. SOFR 1 Month+3.25%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Hubbard Radio LLC (1 Month LIBOR+4.25%)± |
|
|
|
|
|
|
Telecommunications: 0.40% |
|
|
|
|
|
|
Altice France SA (3 Month LIBOR+3.69%)± |
|
|
|
|
|
|
Connect Finco Sarl (U.S. SOFR 1 Month+3.50%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Consumer, cyclical: 2.84% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
American Airlines, Inc. (U.S. SOFR 3 Month+4.75%)± |
|
|
|
|
|
|
Mileage Plus Holdings LLC (U.S. SOFR 3 Month+5.25%)± |
|
|
|
|
|
|
SkyMiles IP Ltd. (U.S. SOFR 3 Month+3.75%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Crocs, Inc. (U.S. SOFR 3 Month+3.00%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Cinemark USA, Inc. (U.S. SOFR 3 Month+3.75%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Carnival Corp. (U.S. SOFR 1 Month+3.00%)ౠ|
|
|
|
|
|
|
| |
|
|
|
|
|
|
PetSmart, Inc. (U.S. SOFR 1 Month+3.75%)± |
|
|
|
|
|
|
Consumer, non-cyclical: 5.27% |
|
|
|
|
|
|
Commercial services: 3.09% |
|
|
|
|
|
|
Allied Universal Holdco LLC (U.S. SOFR 1 Month+3.75%)± |
|
|
|
|
|
|
Geo Group, Inc. (U.S. SOFR 1 Month+7.13%)± |
|
|
|
|
|
|
MPH Acquisition Holdings LLC (U.S. SOFR 3 Month+4.25%)± |
|
|
|
|
|
|
PECF USS Intermediate Holding III Corp. (U.S. SOFR 3 Month+4.25%)± |
|
|
|
|
|
|
Sotheby’s (U.S. SOFR 3 Month+4.50%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
30 | Allspring Multi-Sector Income Fund
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
| |
|
|
|
|
|
|
B&G Foods, Inc. (U.S. SOFR 1 Month+2.50%)± |
|
|
|
|
|
|
Healthcare-products: 0.99% |
|
|
|
|
|
|
Bausch & Lomb Corp. (U.S. SOFR 3 Month+3.25%)± |
|
|
|
|
|
|
Medline Borrower LP (U.S. SOFR 1 Month+3.25%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Healthcare-services: 0.52% |
|
|
|
|
|
|
Surgery Center Holdings, Inc. (U.S. SOFR 1 Month+3.75%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
AL NGPL Holdings LLC (U.S. SOFR 1 Month+3.50%)± |
|
|
|
|
|
|
GIP II Blue Holding LP (U.S. SOFR 1 Month+4.50%)± |
|
|
|
|
|
|
GIP III Stetson I LP (U.S. SOFR 1 Month+4.25%)± |
|
|
|
|
|
|
M6 ETX Holdings II MidCo LLC (U.S. SOFR 1 Month+4.50%)± |
|
|
|
|
|
|
Prairie ECI Acquiror LP (U.S. SOFR 1 Month+4.75%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Diversified financial services: 0.62% |
|
|
|
|
|
|
Resolute Investment Managers, Inc. (3 Month LIBOR+4.25%)± |
|
|
|
|
|
|
Resolute Investment Managers, Inc. (U.S. SOFR 3 Month+8.00%)ౠ|
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Asurion LLC (U.S. SOFR 1 Month+3.25%)± |
|
|
|
|
|
|
Asurion LLC (U.S. SOFR 1 Month+5.25%)± |
|
|
|
|
|
|
BroadStreet Partners, Inc. (U.S. SOFR 1 Month+4.00%)± |
|
|
|
|
|
|
HUB International Ltd. (U.S. SOFR 3 Month+4.00%)± |
|
|
|
|
|
|
HUB International Ltd. (U.S. SOFR 3 Month+4.25%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Starwood Property Trust, Inc. (U.S. SOFR 1 Month+3.25%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Spirit Aerosystems, Inc. (U.S. SOFR 3 Month+4.25%)± |
|
|
|
|
|
|
Building materials: 0.71% |
|
|
|
|
|
|
Cornerstone Building Brands, Inc. (U.S. SOFR 1 Month+3.25%)± |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
Allspring Multi-Sector Income Fund | 31
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
Environmental control: 0.23% |
|
|
|
|
|
|
MIP V Waste Holdings LLC (U.S. SOFR 1 Month+3.25%)± |
|
|
|
|
|
|
Machinery-diversified: 0.32% |
|
|
|
|
|
|
TK Elevator U.S. Newco, Inc. (6 Month LIBOR+3.50%)± |
|
|
|
|
|
|
Packaging & containers: 0.60% |
|
|
|
|
|
|
Clydesdale Acquisition Holdings, Inc. (U.S. SOFR 1 Month+4.18%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Applied Systems, Inc. (U.S. SOFR 3 Month+4.50%)± |
|
|
|
|
|
|
Athenahealth Group, Inc. (U.S. SOFR 1 Month+3.25%)± |
|
|
|
|
|
|
Genesys Cloud Services Holdings II LLC (U.S. SOFR 1 Month+4.00%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Total loans (Cost $50,969,417) |
|
|
|
|
|
|
Non-agency mortgage-backed securities: 3.96% |
|
|
|
|
|
|
Banc of America Funding Trust Series 2005-5 Class 1A1 |
|
|
|
|
|
|
Banc of America Funding Trust Series 2005-D Class
A1±± |
|
|
|
|
|
|
Banc of America Mortgage Trust Series 2003-C Class 1A1±± |
|
|
|
|
|
|
Bank Series 2017-BNK6 Class D144A |
|
|
|
|
|
|
BX Trust Series 2021-ARIA Class A (U.S. SOFR 1 Month+1.01%)144A± |
|
|
|
|
|
|
BX Trust Series 2022-CLS Class C144A |
|
|
|
|
|
|
CHL Mortgage Pass-Through Trust Series 2003-48 Class 2A2±± |
|
|
|
|
|
|
Citigroup Commercial Mortgage Trust Series 2012-GC8 Class C144A±± |
|
|
|
|
|
|
Credit Suisse First Boston Mortgage Securities Corp. Series 2002-AR25 Class 1A1±± |
|
|
|
|
|
|
Credit Suisse First Boston Mortgage Securities Corp. Series 2003-AR15 Class 3A1±± |
|
|
|
|
|
|
Credit Suisse First Boston Mortgage Securities Corp. Series 2003-AR9 Class 2A2±± |
|
|
|
|
|
|
CSMC OA LLC Series 2014-USA Class D144A |
|
|
|
|
|
|
Global Mortgage Securitization Ltd. Series 2004-A Class A2 (U.S. SOFR 1 Month+0.43%)144A± |
|
|
|
|
|
|
GS Mortgage Securities Corportation Trust Series 2020- DUNE Class D (U.S. SOFR 1 Month+2.01%)144A± |
|
|
|
|
|
|
GS Mortgage Securities Trust Series 2010-C1 Class X144Aƒ±± |
|
|
|
|
|
|
GS Mortgage Securities Trust Series 2019-GSA1 Class C±± |
|
|
|
|
|
|
Hudsons Bay Simon JV Trust Series 2015-HB10 Class A10144A |
|
|
|
|
|
|
JP Morgan Mortgage Trust Series 2004-A3 Class 3A3±±
|
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
32 | Allspring Multi-Sector Income Fund
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
Non-agency mortgage-backed
securities(continued) |
|
|
|
|
|
|
JP Morgan Mortgage Trust Series 2005-A3 Class 11A2±±
|
|
|
|
|
|
|
JPMBB Commercial Mortgage Securities Trust Series 2013- C17 Class B±± |
|
|
|
|
|
|
Master Alternative Loans Trust Series 2005-1 Class 5A1 |
|
|
|
|
|
|
MASTR Adjustable Rate Mortgages Trust Series 2003-6 Class 3A1±± |
|
|
|
|
|
|
MASTR Adjustable Rate Mortgages Trust Series 2003-6 Class 4A2±± |
|
|
|
|
|
|
MASTR Adjustable Rate Mortgages Trust Series 2004-13 Class 3A7±± |
|
|
|
|
|
|
Med Trust Series 2021-MDLN Class B (U.S. SOFR 1 Month+1.56%)144A± |
|
|
|
|
|
|
Merrill Lynch Mortgage Investors Trust Series 2003-G Class A2 (6 Month LIBOR+0.68%)± |
|
|
|
|
|
|
MFA Trust Series 2022-NQM1 Class M1144A±± |
|
|
|
|
|
|
Morgan Stanley Capital I Trust Series 2014-150E Class A144A |
|
|
|
|
|
|
Morgan Stanley Mortgage Loan Trust Series 2004-4 Class 2A±± |
|
|
|
|
|
|
Sequoia Mortgage Trust Series 2003-1 Class 1A (U.S. SOFR 1 Month+0.87%)± |
|
|
|
|
|
|
SFAVE Commercial Mortgage Securities Trust Series 2015- 5AVE Class D144A±± |
|
|
|
|
|
|
Structured Adjustable Rate Mortgage Loan Trust Series 2004-2 Class 2A±± |
|
|
|
|
|
|
Vendee Mortgage Trust Series 2003-2ƒ±± |
|
|
|
|
|
|
Verus Securitization Trust Series 2021-1 Class A2144A±± |
|
|
|
|
|
|
Washington Mutual MSC Mortgage Pass-Through Certificates Trust Series 2004-RA4 Class 3A |
|
|
|
|
|
|
WFLD Mortgage Trust Series 2014-MONT Class B144A±± |
|
|
|
|
|
|
Total non-agency mortgage-backed securities (Cost $12,624,371) |
|
|
|
|
|
|
| |
|
|
|
|
|
| |
|
|
|
|
|
|
Communication services: 0.00% |
|
|
|
|
|
|
Diversified telecommunication services: 0.00% |
|
|
|
|
|
|
Intelsat Jackson Holdings SA Series A Contingent Value Rights♦† |
|
|
|
|
|
|
Intelsat Jackson Holdings SA Series B Contingent Value Rights♦† |
|
|
|
|
|
|
| |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
Allspring Multi-Sector Income Fund | 33
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
Yankee corporate bonds and notes: 11.73% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Telecommunications: 0.38% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Intelsat Jackson Holdings SA♦† |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Consumer, cyclical: 4.37% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Air Canada Pass-Through Trust Series 2020-1 Class C144A
|
|
|
|
|
|
|
American Airlines, Inc./AAdvantage Loyalty IP Ltd.144A
|
|
|
|
|
|
|
VistaJet Malta Finance PLC/Vista Management Holding, Inc.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Banijay Entertainment SASU144A |
|
|
|
|
|
|
Genm Capital Labuan Ltd.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Royal Caribbean Cruises Ltd.144A |
|
|
|
|
|
|
Royal Caribbean Cruises Ltd.144A |
|
|
|
|
|
|
Royal Caribbean Cruises Ltd.144A |
|
|
|
|
|
|
Royal Caribbean Cruises Ltd.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Consumer, non-cyclical: 0.58% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Teva Pharmaceutical Finance Netherlands III BV |
|
|
|
|
|
|
Teva Pharmaceutical Finance Netherlands III BV |
|
|
|
|
|
|
Teva Pharmaceutical Finance Netherlands III BV |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Borr IHC Ltd./Borr Finance LLC144A%% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Northriver Midstream Finance LP144A |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
34 | Allspring Multi-Sector Income Fund
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Macquarie Group Ltd. (U.S. SOFR+2.21%)144A± |
|
|
|
|
|
|
NatWest Group PLC (5 Year Treasury Constant Maturity+2.35%)± |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Diversified financial services: 0.96% |
|
|
|
|
|
|
Castlelake Aviation Finance DAC144A |
|
|
|
|
|
|
Macquarie Airfinance Holdings Ltd.144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Fairfax Financial Holdings Ltd. |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Sensata Technologies BV144A |
|
|
|
|
|
|
Sensata Technologies BV144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Packaging & containers: 0.44% |
|
|
|
|
|
|
Ardagh Metal Packaging Finance USA LLC/Ardagh Metal Packaging Finance PLC144A |
|
|
|
|
|
|
Ardagh Metal Packaging Finance USA LLC/Ardagh Metal Packaging Finance PLC144A |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Trucking & leasing: 0.50% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Broadcom Corp./Broadcom Cayman Finance Ltd. |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Total yankee corporate bonds and notes (Cost $33,268,103) |
|
|
|
|
|
|
The accompanying notes are an integral part of these financial statements.
Allspring Multi-Sector Income Fund | 35
Portfolio of investments—October 31, 2023
| |
|
|
|
|
|
Yankee government bonds: 0.27% |
|
|
|
|
|
|
Trinidad and Tobago: 0.27% |
|
|
|
|
|
|
| |
|
|
|
|
|
|
Total yankee government bonds (Cost $747,822) |
|
|
|
|
|
|
| |
|
|
|
|
|
Short-term investments: 6.26% |
|
|
|
|
|
|
Investment companies: 6.26% |
|
|
|
|
|
|
Allspring Government Money Market Fund Select Class♠∞## |
|
|
|
|
|
|
Total short-term investments (Cost $16,466,965) |
|
|
|
|
|
|
Total investments in securities (Cost $412,021,128) |
|
|
|
|
|
|
Other assets and liabilities, net |
|
|
|
|
|
|
| |
|
|
|
|
|
|
| |
Variable rate investment. The rate shown is the rate in effect at period end. |
| |
Investment in an interest-only security that entitles holders to receive only the interest payments on the underlying mortgages. The principal amount shown is the
notional amount of the underlying mortgages. The rate represents the coupon
rate. |
| |
The coupon of the security is adjusted based on the principal and/or interest payments received from the underlying pool of mortgages as well as the credit quality
and the actual prepayment speed of the underlying mortgages. The rate shown is
the rate in effect at period end. |
| |
The security may be resold in transactions exempt from registration, normally to qualified institutional buyers, pursuant to Rule 144A under the Securities Act of
1933. |
| |
The security is fair valued in accordance with procedures approved by the Board of Trustees. |
| |
Non-income-earning security |
| |
Security is perpetual in nature and has no stated maturity date. The date shown reflects the next call date. |
| |
The security is purchased on a when-issued basis. |
| |
A payment-in-kind (PIK) security is a security in which the issuer may make interest or dividend payments in cash or additional securities or a combination of both.
The rate shown is the rate in effect at period end. |
| |
Security is valued using significant unobservable inputs. |
| |
The issuer of the security is an affiliated person of the Fund as defined in the Investment Company Act of 1940. |
| |
The rate represents the 7-day annualized yield at period end. |
| |
All or a portion of this security is segregated as collateral for when-issued securities. |
| |
| |
|
| |
|
| |
Federal Home Loan Mortgage Corporation |
| |
Federal National Mortgage Association |
| |
|
| |
Government National Mortgage Association |
| |
|
| |
|
| |
|
| |
London Interbank Offered Rate |
| |
|
| |
|
| |
Real estate investment trust |
| |
|
| |
Secured Overnight Financing Rate |
| |
|
The
accompanying notes are an integral part of these financial statements.
36 | Allspring Multi-Sector Income Fund
Portfolio of investments—October 31, 2023
Investments in affiliates
An
affiliated investment is an investment in which the Fund owns at least 5% of the outstanding voting shares of the issuer or as a result of other relationships, such as the
Fund and the issuer having the same adviser or investment manager. Transactions with issuers that were affiliates of the Fund at the end of the period were as follows:
| |
Value,
beginning of
period |
|
|
Net
realized
gains
(losses) |
Net
change in
unrealized
gains
(losses) |
|
|
Income
from
affiliated
securities |
| |
|
|
|
|
|
|
|
|
Allspring Government Money Market Fund Select Class |
|
|
|
|
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
Allspring Multi-Sector Income Fund | 37
Statement of assets and liabilities—October 31, 2023
Financial statements
Statement of assets and liabilities
| |
|
Investments in unaffiliated securities, at value (cost $395,554,163) |
|
Investments in affiliated securities, at value (cost $16,466,965) |
|
| |
|
Foreign currency, at value (cost $264,837) |
|
| |
|
Receivable for investments sold |
|
Principal paydown receivable |
|
Prepaid expenses and other assets |
|
| |
|
| |
|
Secured borrowing payable |
|
Payable for investments purchased |
|
| |
|
| |
|
Administration fee payable |
|
Accrued expenses and other liabilities |
|
| |
|
|
|
|
| |
|
| |
|
| |
|
| |
|
Net asset value per share |
|
Based on $263,296,934 divided by 28,066,291 shares issued and outstanding (100,000,000 shares
authorized) |
|
The accompanying notes are an integral part of these financial statements.
38 | Allspring Multi-Sector Income Fund
Statement of operations—year ended October 31, 2023
Statement of operations
| |
|
Interest (net of foreign withholding taxes of $103,590) |
|
Income from affiliated securities |
|
| |
|
| |
|
| |
|
| |
|
Custody and accounting fees |
|
| |
|
Shareholder report expenses |
|
Trustees’ fees and expenses |
|
| |
|
| |
|
| |
|
| |
|
| |
|
Realized and unrealized gains (losses) on investments |
|
| |
|
| |
|
Foreign currency and foreign currency translations |
|
Net realized losses on investments |
|
Net change in unrealized gains (losses) on |
|
| |
|
Foreign currency and foreign currency translations |
|
Net change in unrealized gains (losses) on investments |
|
Net realized and unrealized gains (losses) on investments |
|
Net increase in net assets resulting from operations |
|
The
accompanying notes are an integral part of these financial statements.
Allspring Multi-Sector Income Fund | 39
Statement of changes in net assets
Statement of
changes in net assets
| |
Year ended October 31, 2023 |
Year ended October 31, 2022 |
| |
|
|
|
|
| |
|
|
|
|
Net realized losses on investments |
|
|
|
|
Net change in unrealized gains (losses) on investments |
|
|
|
|
Net increase (decrease) in net assets resulting from operations |
|
|
|
|
Distributions to shareholders from |
|
|
|
|
Net investment income and net realized gains |
|
|
|
|
Tax basis return of capital |
|
|
|
|
Total distributions to shareholders |
|
|
|
|
Capital share transactions |
|
|
|
|
Net asset value of common shares issued under the Automatic Dividend Reinvestment Plan |
|
|
|
|
Cost of shares repurchased |
|
|
|
|
Net increase (decrease) from capital share transactions |
|
|
|
|
Total decrease in net assets |
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
| |
|
|
|
|
The
accompanying notes are an integral part of these financial statements.
40 | Allspring Multi-Sector Income Fund
Statement of cash flows—year ended October 31, 2023
Statement of cash flows
Cash flows from operating activities |
|
Net increase in net assets resulting from operations |
|
Adjustments to reconcile net increase in net assets from operations to net cash provided
by operating activities |
|
Purchases of long-term securities |
|
Proceeds from the sales of long-term securities |
|
| |
|
| |
|
Purchases and sales of short-term securities, net |
|
Decrease in receivable for investments sold |
|
Decrease in principal paydown receivable |
|
Increase in receivable for dividends and interest |
|
Increase in prepaid expenses and other assets |
|
Increase in payable for investments purchased |
|
Decrease in trustees’ fees and expenses payable |
|
Increase in advisory fee payable |
|
Increase in administration fee payable |
|
Increase in accrued expenses and other liabilities |
|
Proceeds from foreign currency transactions |
|
Net realized losses on unaffiliated securities |
|
Net realized losses on foreign currency and foreign currency translations |
|
Net change in unrealized gains (losses) on unaffiliated securities |
|
Net change in unrealized gain (losses) on foreign currency and foreign currency translations |
|
Net cash provided by operating activities |
|
Cash flows from financing activities |
|
| |
|
Net cash used in financing activities |
|
| |
|
Cash (including foreign currency) |
|
| |
|
| |
|
Supplemental cash disclosure |
|
| |
|
Supplemental non-cash financing disclosure |
|
Reinvestment of dividends |
|
The accompanying notes are an integral part of these financial statements.
Allspring Multi-Sector Income Fund | 41
Financial
highlights
(For a share outstanding throughout each period)
| |
|
| |
|
|
|
|
|
Net asset value, beginning of period |
|
|
|
|
|
| |
|
|
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|
|
Net realized and unrealized gains (losses) on investments |
|
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|
|
Total from investment operations |
|
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|
|
|
Distributions to shareholders from |
|
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|
| |
|
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|
Tax basis return of capital |
|
|
|
|
|
Total distributions to shareholders |
|
|
|
|
|
Anti-dilutive effect of shares repurchased |
|
|
|
|
|
Net asset value, end of period |
|
|
|
|
|
Market value, end of period |
|
|
|
|
|
Total return based on market value3 |
|
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|
|
Ratios to average net assets (annualized)
|
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| |
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| |
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| |
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|
Net assets, end of period (000s omitted) |
|
|
|
|
|
Borrowings outstanding, end of period (000s omitted) |
|
|
|
|
|
Asset coverage per $1,000 of borrowing, end of period |
|
|
|
|
|
| |
Ratios include interest expense relating to interest associated with borrowings and/or leverage transactions as follows: |
Year ended October 31, 2023 |
|
Year ended October 31, 2022 |
|
Year ended October 31, 2021 |
|
Year ended October 31, 2020 |
|
Year ended October 31, 2019 |
|
| |
Calculated based upon average shares outstanding |
| |
Amount is less than $0.005. |
| |
Total return is calculated assuming a purchase of common stock on the first day and a sale on the last day of the period reported. Dividends and distributions, if any,
are assumed for purposes of these calculations to be reinvested at prices
obtained under the Fund’s Automatic Dividend Reinvestment Plan. Total return does not reflect brokerage commissions that a shareholder would pay on the purchase and sale of shares. |
The accompanying notes are an integral part of these financial statements.
42 | Allspring Multi-Sector Income Fund
Notes to financial statements
Notes to financial
statements
Allspring Multi-Sector Income Fund (the “Fund”) was organized as a statutory
trust under the laws of the state of Delaware on April 10, 2003 and is registered as a diversified closed-end management investment company under the Investment Company Act
of 1940, as amended (the “1940 Act”). As an investment company, the Fund follows the accounting and reporting guidance in Financial Accounting Standards Board
(“FASB”) Accounting Standards Codification Topic 946, Financial
Services – Investment Companies.
2.
SIGNIFICANT ACCOUNTING POLICIES
The following significant accounting
policies, which are consistently followed in the preparation of the financial statements of the Fund, are in conformity with U.S. generally accepted accounting principles
which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the
date of the financial statements, and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.
Securities valuation
All investments are valued each business day as of the close of regular trading on the New York Stock Exchange (generally 4 p.m. Eastern Time), although the Fund may deviate from this calculation time under unusual or unexpected circumstances.
Debt securities are valued at the evaluated bid price provided by an independent pricing service (e.g. taking into account various factors, including yields, maturities, or credit ratings) or, if a reliable price is not available, the quoted bid price from an independent broker-dealer.
Equity securities and exchange-traded funds that are listed on a foreign or domestic exchange or
market are valued at the official closing price or, if none, the last sales price.
The values of securities denominated in foreign currencies are translated into U.S. dollars at rates provided by an independent foreign currency pricing source at a time each business day specified by the Valuation Committee at Allspring Funds Management, LLC (“Allspring Funds Management”).
Investments in registered open-end investment companies (other than those listed on a foreign or
domestic exchange or market) are valued at net asset value.
Investments which are not valued using the methods discussed above are valued at their fair value, as determined in good faith by Allspring Funds Management, which was named the valuation designee by the Board of Trustees. As the valuation designee, Allspring Funds Management is responsible for day-to-day valuation activities for the Allspring Funds. In connection with these responsibilities, Allspring Funds Management has established a Valuation Committee and has delegated to it the authority to take any actions regarding the valuation of portfolio securities that the Valuation Committee deems necessary or appropriate, including determining the fair value of portfolio securities. On a quarterly basis, the Board of Trustees receives reports of valuation actions taken by the Valuation Committee. On at least an annual basis, the Board of Trustees receives an assessment of the adequacy and effectiveness of Allspring Funds Management’s process for determining the fair value of the portfolio of investments.
Foreign currency translation
The
accounting records of the Fund are maintained in U.S. dollars. The values of other assets and liabilities denominated in foreign currencies are translated into U.S.
dollars at rates provided by an independent foreign currency pricing source at a time each business day specified by the Valuation Committee. Purchases and sales of
securities, and income and expenses are converted at the rate of exchange on the respective dates of such transactions. Net realized foreign exchange gains or losses arise
from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts
of dividends, interest and foreign withholding taxes recorded and the U.S. dollar equivalent of the amounts actually paid or received. Net unrealized foreign exchange gains
and losses arise from changes in the fair value of assets and liabilities other than investments in securities resulting from changes in exchange rates. The changes in net
assets arising from changes in exchange rates of securities and the changes in net assets resulting from changes in market prices of securities are not separately presented.
Such changes are included in net realized and unrealized gains or losses from investments.
When-issued transactions
The Fund
may purchase securities on a forward commitment or when-issued basis. The Fund records a when-issued transaction on the trade date and will segregate assets in an amount at
least equal in value to the Fund’s commitment to purchase when-issued securities. Securities
purchased on a when-issued basis are marked-to-market daily and the Fund begins earning interest on the settlement date. Losses may arise due to changes in the market value of the underlying securities or if the counterparty does not perform under the contract.
Loans
The Fund may invest in direct
debt instruments which are interests in amounts owed to lenders by corporate or other borrowers. The loans pay interest at rates which are periodically reset by reference to
a base lending rate plus a spread. Investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. When the
Fund purchases participations, it generally has no rights to enforce compliance with the terms of the loan agreement with the borrower. As a result, the Fund assumes the
credit risk of both the borrower and the lender that is selling the
Allspring Multi-Sector Income Fund | 43
Notes to financial statements
participation. When
the Fund purchases assignments from lenders, it acquires direct rights against the borrower on the loan and may enforce compliance by the borrower with the terms of the loan
agreement. Loans may include fully funded term loans or unfunded loan commitments, which are contractual obligations for future funding. Unfunded loan commitments represent
the remaining obligation of the Fund to the borrower. At any point in time, up to the maturity date of the issue, the borrower may demand the unfunded portion. Unfunded
amounts, if any, are marked to market and any unrealized gains or losses are recorded in the Statement of Assets and Liabilities.
Security transactions and income recognition
Securities transactions are recorded on a trade date basis. Realized gains or losses are recorded on the basis of identified cost.
Interest income is accrued daily and bond discounts are accreted and premiums are amortized
daily. To the extent debt obligations are placed on non-accrual status, any related interest income may be reduced by writing off interest receivables when the collection of
all or a portion of interest has been determined to be doubtful based on consistently applied procedures and the fair value has decreased. If the issuer subsequently resumes
interest payments or when the collectability of interest is reasonably assured, the debt obligation is removed from non-accrual status. Paydown gains and losses are included in interest income.
Dividend income is recognized on the ex-dividend date.
Income is recorded net of foreign taxes withheld where recovery of such taxes is not assured.
Distributions to shareholders
Under a managed distribution plan, the Fund pays monthly distributions to shareholders at an annual minimum fixed rate of 8% based on the Fund’s average monthly net asset value per share over the prior 12 months. The monthly distributions may be sourced from income, paid-in capital, and/or capital gains, if any. To the extent that sufficient investment income is not available on a monthly basis, the Fund may distribute
long-term capital gains and/or return of capital, if any, in order to maintain its managed distribution level.
Distributions to shareholders from net investment income and net realized gains, if any, are
recorded on the ex-dividend date. Such distributions are determined in accordance with income tax regulations and may differ from U.S. generally accepted accounting
principles. Dividend sources are estimated at the time of declaration. The tax character of distributions is determined as of the Fund’s fiscal year end. Therefore, a
portion of the Fund’s distributions made prior to the Fund’s fiscal year end may be categorized as a tax return of capital at year end.
Federal and other taxes
The Fund intends to continue to qualify as a regulated investment company by distributing substantially all of its investment company taxable income and any net realized capital gains (after reduction for capital loss carryforwards) sufficient to relieve it from all, or substantially all, federal income taxes. Accordingly, no provision for federal income taxes was required.
The Fund’s income and federal excise tax returns and all financial records supporting those returns for the prior three fiscal years are subject to examination by the federal and Delaware revenue authorities. Management has analyzed the Fund’s tax positions taken on federal, state, and foreign tax returns, as applicable, for all open tax years
and does not believe that there are any uncertain tax positions that require recognition of a tax liability.
As of October 31, 2023, the aggregate cost of all investments for federal income tax purposes was $414,150,970 and the unrealized gains (losses) consisted of:
As of October 31, 2023, the Fund had capital loss carryforwards which consist of $19,125,814 in short-term capital losses and $49,540,498 in long-term capital losses.
44 | Allspring Multi-Sector Income Fund
Notes to financial statements
3.
FAIR VALUATION MEASUREMENTS
Fair value measurements of investments
are determined within a framework that has established a fair value hierarchy based upon the various data inputs utilized in determining the value of the Fund’s
investments. The three-level hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest
priority to unobservable inputs (Level 3). The Fund’s investments are classified within the fair value hierarchy based on the lowest level of input that is
significant to the fair value measurement. The inputs are summarized into three broad levels as follows:
•Level
1—quoted prices in active markets for identical securities
•Level 2—other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
•Level
3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)
The inputs or methodologies used for valuing investments in securities are not necessarily an
indication of the risk associated with investing in those securities.
The following is a summary of the inputs used in valuing the Fund’s assets and liabilities as of October 31, 2023:
| |
|
Other significant
observable inputs
(Level 2) |
Significant
unobservable inputs
(Level 3) |
|
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Corporate bonds and notes |
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Foreign corporate bonds and notes |
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Non-agency mortgage-backed securities |
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Yankee corporate bonds and notes |
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Additional sector, industry or geographic detail, if any, is included in the Portfolio of Investments.
At October 31, 2023, loans with a market value of $1,503,748 were transferred from Level 3 to Level 2 due to an increase in the number of market contributors.
4.
TRANSACTIONS WITH AFFILIATES
Advisory fee
Allspring Funds Management, a wholly owned subsidiary of Allspring Global Investments Holdings, LLC, a holding
company indirectly owned by certain private funds of GTCR LLC and Reverence Capital Partners, L.P., is the adviser to the Fund and is entitled to receive a fee at an annual
rate of 0.55% of the Fund’s average daily total assets. Total assets consist of the net assets of the Fund plus borrowings or other leverage for investment purposes to
the extent excluded in calculating net assets.
Allspring Funds Management has retained the services of subadvisers to provide daily portfolio management to the Fund. The fee for subadvisory services is borne by Allspring Funds Management. Allspring Global Investments, LLC, an affiliate of Allspring Funds Management and a wholly owned subsidiary of Allspring Global Investments Holdings, LLC, is a subadviser to the Fund and is entitled to receive a fee from Allspring Funds Management at an annual rate of 0.30% of the Fund’s average daily total assets. Allspring Global Investments (UK) Limited, an affiliate of Allspring Funds Management and wholly owned subsidiary of Allspring Global Investments Holdings, LLC, is also a subadviser to the Fund and is entitled to receive a fee from Allspring Funds Management at an annual rate of 0.10% of the Fund’s average daily total assets.
Allspring Multi-Sector Income Fund | 45
Notes to financial statements
Administration fee
Allspring Funds Management also serves as the administrator to the Fund, providing the Fund with a wide range of
administrative services necessary to the operation of the Fund. Allspring Funds Management is entitled to receive an annual administration fee from the Fund equal to 0.05% of
the Fund’s average daily total assets.
Interfund transactions
The Fund may
purchase or sell portfolio investment securities to certain affiliates pursuant to Rule 17a-7 under the 1940 Act and under procedures adopted by the Board of Trustees. The
procedures have been designed to ensure that these interfund transactions, which do not incur broker commissions, are effected at current market prices. Pursuant to these
procedures, the Fund did not have any interfund transactions during the year ended October 31, 2023.
5.
CAPITAL SHARE TRANSACTIONS
The Fund has authorized capital of
100,000,000 shares with no par value. For the years ended October 31, 2023 and October 31, 2022, the Fund issued 18,979 and 34,494 shares, respectively, pursuant to the
Fund’s Automatic Dividend Reinvestment Plan. See “Automatic dividend reinvestment plan”.
Under an open-market share repurchase program (the “Buyback Program”), the Fund is
authorized to repurchase up to 5% of its outstanding shares in open market transactions. The Fund’s Board of Trustees has delegated to Allspring Funds Management full
discretion to administer the Buyback Program including the determination of the amount and timing of repurchases in accordance with the best interests of the Fund and subject
to applicable legal limitations. During the year ended October 31, 2023, the Fund did not repurchase any of its shares under the open-market share repurchase program. During the year ended October 31, 2022, the Fund purchased 71,217 of its shares on the open market at a total cost of $674,908.
The Fund has borrowed $119,000,000 through a revolving line of credit administered by a
major financial institution (the “Facility”). The Facility has a commitment amount of up to $119,000,000. The Fund is charged interest at the 1 Month Secured
Overnight Financing Rate (SOFR) plus a spread and a commitment fee based on the unutilized amount of the commitment amount. The financial institution holds a security
interest in all the assets of the Fund as collateral for the borrowing. Based on the nature of the terms of the Facility and comparative market rates, the carrying amount of
the borrowings at October 31, 2023 approximates its fair value. If measured at fair value, the borrowings would be categorized as a Level 2 under the fair value
hierarchy.
During the year ended October 31, 2023, the Fund had average borrowings
outstanding of $119,000,000 at an average interest rate of 5.60% and recorded interest in the amount of $6,660,120, which represents 2.44% of its average daily net
assets.
7.
INVESTMENT PORTFOLIO TRANSACTIONS
Purchases and sales of investments,
excluding U.S. government obligations (if any) and short-term securities, for the year ended October 31, 2023 were $177,966,277 and $158,817,369, respectively.
8.
DISTRIBUTIONS TO SHAREHOLDERS
The tax character of distributions paid during the years
ended October 31, 2023 and October 31, 2022 were as follows:
| |
|
| |
|
|
| |
|
|
Tax basis return of capital |
|
|
As of October 31, 2023, the components of distributable earnings on a tax basis were as
follows:
| |
Capital loss
carryforward |
| |
|
Under the Fund’s organizational documents, the officers and Trustees have been granted certain indemnification rights
against certain liabilities that may arise out of performance of their duties to the Fund. The Fund has entered into a separate agreement with each Trustee that
converts indemnification rights currently existing under the Fund’s organizational documents into contractual rights that cannot be changed in the future without
the consent of the Trustee. Additionally, in the normal course of business, the Fund may enter into contracts with service providers that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is dependent on future claims that may be made against the Fund and, therefore, cannot be estimated.
46 | Allspring Multi-Sector Income Fund
Notes to financial statements
10.SUBSEQUENT DISTRIBUTIONS
Under the managed distribution plan, the Fund declared the following distributions to common shareholders:
These distributions are not reflected in the accompanying financial statements.
Allspring Multi-Sector Income Fund | 47
Report of independent registered public accounting firm
To the Shareholders and Board of Trustees
Allspring Multi-Sector Income Fund:
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of Allspring Multi-Sector Income Fund (the Fund), including the portfolio of investments, as of October 31, 2023, the related statements of operations and cash flows for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the related notes (collectively, the financial statements) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of October 31, 2023, the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements and financial highlights are the responsibility of the
Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of October 31, 2023, by correspondence with the custodian, transfer agent, agent banks and brokers, or by other appropriate auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.
We have not been able to determine the specific year that we began serving as the auditor of one
or more Allspring Funds investment companies; however, we are aware that we have served as the auditor of one or more Allspring Funds investment companies since at least
1955.
Boston, Massachusetts
December 27, 2023
48 | Allspring Multi-Sector Income Fund
Other information (unaudited)
Other information
Tax information
For the fiscal year ended October 31, 2023, $8,946,506 has been designated as interest-related dividends for nonresident alien shareholders pursuant to Section 871 of the Internal Revenue Code.
Proxy voting information
A description of the policies and procedures used to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling 1-866-259-3305, visiting our website at allspringglobal.com, or visiting the SEC website at sec.gov. Information regarding how the proxies related to portfolio securities
were voted during the most recent 12-month period ended June 30 is available on the website at allspringglobal.com or by visiting the SEC website at sec.gov.
Quarterly portfolio holdings information
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. Shareholders may view the filed Form N-PORT by visiting the SEC website at sec.gov.
Recent amendments to the Fund’s by-laws
On December 19, 2023, the Board of Trustees of the Fund approved the adoption of Amended and Restated By-Laws of the Fund (the “By-Laws”). The By-Laws, among other things, contain modified procedural and informational requirements in connection with any advance notice of shareholder proposals or nominations, including certain information about the proponent and the proposal, or in the case of a Trustee nomination, the nominee. Any shareholder considering making a Trustee nomination or other proposal should carefully review and comply with those provisions of the By-Laws. Furthermore, in determining whether a particular nominee is qualified to serve as a Trustee, the Board has an interest in the nominee’s background, skills, experience and other attributes in light of the composition of the Board. The By-Laws now include qualifications and requirements for Trustee eligibility. Additionally, the By-Laws have changed the voting standard required for election as a Trustee. The By-Laws now provide that the affirmative vote of a majority of shares outstanding and entitled to vote in an election is required to elect a Trustee. The new voting standard will apply to all future elections of Trustees. The foregoing discussion is only a high-level summary of certain aspects of the By-Laws and is qualified in its entirety by reference to the By-Laws. Shareholders should refer to the By-Laws for more information, which can be found in a Current Report on Form 8-K filed by the Fund with the Securities and Exchange Commission (available at www.sec.gov).
Delaware statutory trust act – control share acquisitions
Because the Fund is organized as a Delaware statutory trust, it is subject to the control share acquisition statute (the “Control Share Statute”) contained
in Subchapter III of the Delaware Statutory Trust Act (the “DSTA”), which became automatically applicable to listed closed-end funds, such as the Fund, upon its effective date of August 1, 2022 (the “Effective Date”).
The Control Share Statute provides for a series of voting power thresholds above which shares are considered control shares. The first such threshold is 10% or more, but less than 15%, of all voting power. Voting power is defined by the Control Share Statute as the power to directly or indirectly exercise or direct the exercise of the voting power of Fund shares in the election of trustees. Whether a voting power threshold is met is determined by aggregating the holdings of the acquirer as well as those of its “associates,” as defined by the Control Share Statute.
Once a threshold is reached, an acquirer has no voting rights under the DSTA or the governing
documents of the Fund with respect to shares acquired in excess of that threshold (i.e., the “control shares”) unless approved by shareholders or exempted by the
Fund’s Board of Trustees. Approval by shareholders requires the affirmative vote of two-thirds of all votes entitled to be cast on the matter, excluding shares held by
the acquirer and its associates as well as shares held by certain insiders of the Fund. The Control Share Statute provides procedures for an acquirer to request a shareholder
meeting for the purpose of considering whether voting rights shall be accorded to control shares. Further approval by the Fund’s shareholders would be required with respect to additional acquisitions of control shares above the next applicable threshold level. In addition, the Fund’s Board of Trustees is permitted, but not obligated to, exempt specific acquisitions or classes of acquisitions of control shares, either in advance or retroactively.
The Control Share Statute does not retroactively apply to acquisitions of shares that occurred
prior to the Effective Date. However, such shares will be aggregated with any shares acquired after the Effective Date for purposes of determining whether a voting power
threshold is exceeded, resulting in the newly acquired shares constituting control shares.
The Control Share Statute requires shareholders to disclose to the Fund any control share acquisition within 10 days of such acquisition and, upon request, to provide any information that the Fund’s Board of Trustees reasonably believes is necessary or desirable to determine whether a control share acquisition has occurred.
Allspring Multi-Sector Income Fund | 49
Other information (unaudited)
The foregoing is
only a summary of certain aspects of the Control Share Statute. Shareholders should consult their own legal counsel to determine the application of the Control Share Statute
with respect to their shares of the Fund and any subsequent acquisitions of shares.
50 | Allspring Multi-Sector Income Fund
Other information (unaudited)
Board of trustees and
officers
The following table provides basic information about the Board of Trustees
(the “Trustees”) and Officers of the Fund. Each of the Trustees and Officers listed below acts in identical capacities for each fund in the Allspring family of
funds, which consists of 126 mutual funds comprising the Allspring Funds Trust, Allspring Variable Trust, Allspring Master Trust, and four closed-end funds, including the
Fund (collectively the “Fund Complex”). The mailing address of each Trustee and Officer is 1415 Vantage Park Drive, 3rd Floor, Charlotte, NC 28203. The Board of
Trustees is classified into three classes of which one is elected annually. Each Trustee serves a three-year term concurrent with the class from which the Trustee is elected.
Each Officer serves an indefinite term.
Independent Trustees
| |
|
Principal occupations during past five years or
longer |
Current other
public company
or
investment
company
directorships |
Class I - Non-Interested Trustees to serve until 2026 Annual Meeting of
Shareholders |
Isaiah
Harris, Jr.
(Born 1952) |
Trustee,
since 2010;
Audit Committee
Chair,
since 2019 |
Retired. Member of the Advisory Board of CEF of East Central Florida.
Chairman of the Board of CIGNA Corporation from 2009 to
2021, and Director from 2005 to 2008. From 2003 to 2011,
Director of Deluxe Corporation. Prior thereto, President and CEO of
BellSouth Advertising and Publishing Corp. from 2005 to
2007, President and CEO of BellSouth Enterprises from 2004 to
2005 and President of BellSouth Consumer Services from 2000 to 2003.
Emeritus member of the Iowa State University Foundation
Board of Governors. Emeritus Member of the Advisory board of
Iowa State University School of Business. Advisory Board Member, Palm
Harbor Academy (private school). Advisory Board Member,
Fellowship of Christian Athletes. Mr. Harris is a certified public
accountant (inactive status). |
|
David F.
Larcker
(Born 1950) |
|
Distinguished Visiting Fellow at the Hoover Institution since 2022. James
Irvin Miller Professor of Accounting at the Graduate School
of Business (Emeritus), Stanford University, Director of the
Corporate Governance Research Initiative and Senior Faculty of The Rock
Center for Corporate Governance since 2006. From 2005 to
2008, Professor of Accounting at the Graduate School of
Business, Stanford University. Prior thereto, Ernst & Young Professor
of Accounting at The Wharton School, University of Pennsylvania
from 1985 to 2005. |
|
Olivia S.
Mitchell
(Born 1953) |
Trustee,
since 2010;
Nominating and
Governance
Committee Chair,
since 2018 |
International Foundation of Employee Benefit Plans Professor since 1993,
Wharton School of the University of Pennsylvania. Director
of Wharton’s Pension Research Council and Boettner Center on Pensions & Retirement Research, and Research Associate at the National Bureau of Economic
Research. Previously taught at Cornell University from 1978 to 1993.
|
|
Class II - Non-Interested Trustees to serve until 2024 Annual Meeting
of Shareholders |
William R.
Ebsworth
(Born 1957) |
|
Retired. From 1984 to 2013, equities analyst, portfolio manager, research
director and chief investment officer at Fidelity
Management and Research Company in Boston, Tokyo, and Hong
Kong, and retired in 2013 as Chief Investment Officer of Fidelity
Strategic Advisers, Inc. where he led a team of investment
professionals managing client assets. Prior thereto, Board member of Hong Kong Securities Clearing Co., Hong Kong Options Clearing Corp., the Thailand International
Fund, Ltd., Fidelity Investments Life Insurance Company, and Empire
Fidelity Investments Life Insurance Company. Audit
Committee Chair and Investment Committee Chair of the Vincent
Memorial Hospital Foundation (non-profit organization). Mr. Ebsworth is a CFA
charterholder. |
|
Jane A.
Freeman
(Born 1953) |
Trustee,
since 2015;
Chair Liaison,
since 2018 |
Retired. From 2012 to 2014 and 1999 to 2008, Chief Financial Officer of
Scientific Learning Corporation. From 2008 to 2012, Ms.
Freeman provided consulting services related to strategic
business projects. Prior to 1999, Portfolio Manager at Rockefeller &
Co. and Scudder, Stevens & Clark. Board member of the
Harding Loevner Funds from 1996 to 2014, serving as both Lead
Independent Director and chair of the Audit Committee. Board member of
the Russell Exchange Traded Funds Trust from 2011 to 2012
and the chair of the Audit Committee. Ms. Freeman is also an
inactive Chartered Financial Analyst. |
|
Allspring Multi-Sector Income Fund | 51
Other information (unaudited)
| |
Position held and
length of service* |
Principal occupations during past five years or
longer |
Current other
public company
or
investment
company
directorships |
Class III - Non-Interested Trustees to serve until 2025 Annual Meeting
of Shareholders |
Timothy J.
Penny
(Born 1951) |
Trustee,
since 2010;
Chair,
since 2018 |
President and Chief Executive Officer of Southern Minnesota Initiative
Foundation, a non-profit organization, since 2007. Vice
Chair of the Economic Club of Minnesota, since 2007. Co-Chair of the Committee for a Responsible Federal Budget, since 1995. Member of the Board of Trustees of
NorthStar Education Finance, Inc., a non-profit organization, from
2007-2022. Senior Fellow of the University of Minnesota Humphrey
Institute from 1995 to 2017. |
|
James G.
Polisson
(Born 1959) |
|
Retired. Chief Marketing Officer, Source (ETF) UK Services, Ltd, from
2015 to 2017. From 2012 to 2015, Principal of The Polisson
Group, LLC, a management consulting, corporate advisory and
principal investing company. Chief Executive Officer and Managing
Director at Russell Investments, Global Exchange Traded
Funds from 2010 to 2012. Managing Director of Barclays
Global Investors from 1998 to 2010 and Global Chief Marketing Officer for
iShares and Barclays Global Investors from 2000 to 2010.
Trustee of the San Francisco Mechanics’ Institute, a non- profit organization, from 2013 to 2015. Board member of the Russell Exchange Traded Fund Trust
from 2011 to 2012. Director of Barclays Global Investors Holdings
Deutschland GmbH from 2006 to 2009. Mr. Polisson is an
attorney and has a retired status with the Massachusetts and District of Columbia Bar Associations. |
|
Pamela Wheelock
(Born 1959) |
Trustee,
since January 2020;
previously Trustee from
January 2018 to
July 2019 |
Retired. Executive and Senior Financial leadership positions in the public, private and nonprofit
sectors. Interim President and CEO, McKnight Foundation, 2020. Interim
Commissioner, Minnesota Department of Human Services, 2019.
Chief Operating Officer, Twin Cities Habitat for Humanity,
2017-2019. Vice President for University Services, University of Minnesota, 2012- 2016. Interim President and CEO, Blue Cross and Blue Shield of Minnesota, 2011-2012. Executive
Vice-President and Chief Financial Officer, Minnesota Wild, 2002-2008.
Commissioner, Minnesota Department of Finance, 1999-2002.
Chair of the Board of Directors of Destination Medical Center
Corporation. Board member of the Minnesota Wild Foundation. |
|
| |
Length of service dates reflect the Trustee’s commencement of service with the Trust’s predecessor entities, where applicable. |
52 | Allspring Multi-Sector Income Fund
Other information (unaudited)
Officers1
| |
Position held and
length of
service |
Principal occupations during past five years or
longer |
| |
|
President and Chief Executive Officer of Allspring Funds Management, LLC
since 2017 and Head of Global Fund Governance of Allspring
Global Investments since 2022. Prior thereto, co-president of Galliard Capital Management, LLC, an affiliate of Allspring Funds Management, LLC, from 2019 to 2022 and Head of Affiliated
Managers, Allspring Global Investments, from 2014 to 2019 and Executive
Vice President responsible for marketing, investments and product
development for Allspring Funds Management, LLC, from 2009 to 2014. |
Jeremy DePalma
(Born 1974) |
Treasurer,
since 2012
(for certain funds in
the Fund Complex);
since 2021 (for
the remaining funds
in the Complex) |
Senior Vice President of Allspring Funds Management, LLC since 2009.
Senior Vice President of Evergreen Investment Management
Company, LLC from 2008 to 2010 and head of the Fund Reporting and Control Team within Fund Administration from 2005 to 2010.
|
Christopher Baker
(Born 1976) |
Chief Compliance
Officer,
since 2022 |
Global Chief Compliance Officer for Allspring Global Investments since
2022. Prior thereto, Chief Compliance Officer for State
Street Global Advisors from 2018 to 2021. Senior Compliance Officer for the State Street divisions of Alternative Investment Solutions, Sector Solutions, and Global Marketing from 2015 to 2018. From 2010 to 2015
Vice President, Global Head of Investment and Marketing Compliance for State
Street Global Advisors. |
Matthew Prasse
(Born 1983) |
Chief Legal Officer,
since 2022;
Secretary,
since 2021 |
Senior Counsel of the Allspring Legal Department since 2021. Senior Counsel of the Wells Fargo Legal Department
from 2018 to 2021. Previously, Counsel for Barings LLC from 2015 to 2018.
Prior to joining Barings, Associate at Morgan, Lewis & Bockius
LLP from 2008 to 2015. |
1 For those Officers with tenures at Allspring Global Investments and/or Allspring Funds Management, LLC that began prior to 2021, such tenures include years of service during which these businesses/entities were known as Wells Fargo Asset Management and Wells Fargo Funds Management, LLC, respectively.
Allspring Multi-Sector Income Fund | 53
Other information (unaudited)
Board consideration of investment
management and sub-advisory agreements:
Under the Investment Company Act of 1940 (the “1940 Act”), the Board of Trustees (the
“Board”) of Allspring Multi-Sector Income Fund (the “Fund”) must determine annually whether to approve the continuation of the Fund’s investment
advisory and sub-advisory agreements. In this regard, at a Board meeting held on May 15-17, 2023 (the “Meeting”), the Board, all the members of which have
no direct or indirect interest in the investment advisory and sub-advisory agreements and are not “interested persons” of the Fund, as defined in the 1940 Act
(the “Independent Trustees”), reviewed and approved: (i) an investment advisory agreement with Allspring Funds Management, LLC (“Allspring Funds
Management”), (ii) an investment sub-advisory agreement with Allspring Global Investments, LLC (“AGI”), an affiliate of Allspring Funds Management; and
(iii) an investment sub-advisory agreement with Allspring Global Investments International (UK) Limited (“AGI International”), an affiliate of Allspring Funds
Management. The investment advisory agreement with Allspring Funds Management and the investment sub-advisory agreements with AGI and AGI International (each, a
“Sub-Adviser” and together, the “Sub-Advisers”) are collectively referred to as the “Advisory Agreements.”
At the Meeting, the Board considered the factors and reached the conclusions described below
relating to the selection of Allspring Funds Management and the Sub-Advisers and the approval of the Advisory Agreements. Prior to the Meeting, including at a Board
meeting held in April 2023, and at the Meeting, the Trustees conferred extensively among themselves and with representatives of Allspring Funds Management about these
matters. The Board has adopted a team-based approach, with each team consisting of a sub-set of Trustees, to assist the full Board in the discharge of its duties in
reviewing investment performance and other matters throughout the year. The Trustees were assisted in their evaluation of the Advisory Agreements by independent legal counsel, from whom they received separate legal advice and with whom they met separately.
The Board noted that it initially approved the Advisory Agreements at a Board meeting held in May
2021, each for a two-year term, in advance of the sale of Wells Fargo Asset Management to Allspring Global Investments Holdings, LLC,1 a holding company indirectly owned by certain private funds of GTCR LLC and Reverence Capital Partners, L.P. (the “Transaction”). The Trustees also noted that, while they did not specifically consider the continuation of the Advisory Agreements in 2022 as a result of the two-year term that was approved in 2021, the Trustees received and considered certain information at a Board meeting held in April 2022 that was applicable to the Advisory Agreements, including an overview and financial review of the Allspring Global Investments business, information regarding certain ancillary agreements that were approved by the Board at the April 2022 Board meeting, and comparative data regarding Fund fees and expenses.
In providing information to the Board, Allspring Funds Management and the Sub-Advisers were guided by a detailed set of requests for information submitted to them by independent legal counsel on behalf of the Independent Trustees at the start of the Board’s annual contract renewal process earlier in 2023. In considering and approving the Advisory Agreements, the Trustees considered the information they believed relevant, including but not limited to the information discussed below. The Board considered not only the specific information presented in connection with the Meeting, but also the knowledge gained over time through interactions with Allspring Funds Management and the Sub-Advisers about various topics. In this regard, the Board reviewed reports of Allspring Funds Management at each of its quarterly meetings, which included, among other things, portfolio reviews and investment performance reports. In addition, the Board and the teams mentioned above confer with portfolio managers at various times throughout the year. The Board did not identify any particular information or consideration that was all-important or controlling, and each individual Trustee may have attributed different weights to various factors.
After its deliberations, the Board unanimously determined that the compensation payable to Allspring Funds Management and the Sub-Advisers under each of the Advisory Agreements was reasonable, and approved the continuation of the Advisory Agreements for a one-year term. The Board considered the approval of the Advisory Agreements for the Fund as part of its consideration of agreements for funds across the complex, but its approvals were made on a fund-by-fund basis. The following summarizes a number of important, but not necessarily all, factors considered by the Board in support of its approvals.
Nature, extent,
and quality of services
The Board received and considered various information
regarding the nature, extent and quality of services provided to the Fund by Allspring Funds Management and the Sub-Advisers under the Advisory Agreements. This
information included, among other things, a summary of the background and experience of senior management of Allspring Global Investments, of which Allspring Funds Management
and the Sub-Advisers are a part, and a summary of investments made in the Allspring Global Investments business. The Board also considered information about retention
arrangements with respect to key personnel of Allspring Global Investments that were put in place in connection with the Transaction. The Board took into account information about the services that continue to be provided by Wells Fargo & Co. and/or its affiliates (“Wells Fargo”) since the Transaction under a transition services agreement and the anticipated timeline for exiting the transition services agreement. In addition, the Board received and considered information about the full range of services provided to the Fund by Allspring Funds Management and its affiliates.
1
The trade name for the asset management firm that includes Allspring Funds Management
and the Sub-Adviser is “Allspring Global Investments.”
54 | Allspring Multi-Sector Income Fund
Other information (unaudited)
The Board considered
the additional services provided to the Fund due to the fact that the Fund is a closed-end fund, including, but not limited to, leverage management and monitoring,
evaluating, and, where appropriate, making recommendations with respect to the Fund’s trading discount, share repurchase program, managed distribution program, and
distribution rates, as well as shareholder relations activities.
The Board
considered the qualifications, background, tenure and responsibilities of each of the portfolio managers primarily responsible for the day-to-day portfolio management of the
Fund. The Board evaluated the ability of Allspring Funds Management and the Sub-Advisers to attract and retain qualified investment professionals, including research,
advisory and supervisory personnel.
The Board further considered the compliance
programs and compliance records of Allspring Funds Management and the Sub-Advisers. The Board received and considered information about Allspring Global Investments’
risk management functions, which included information about Allspring Funds Management’s and the Sub-Advisers’ business continuity plans and their approaches to
data privacy and cybersecurity. The Board also received and considered information about Allspring Funds Management’s intermediary and vendor oversight
program.
Fund investment performance and expenses
The Board considered the investment performance results for the Fund over various time periods
ended December 31, 2020. The Board considered these results in comparison to the investment performance of funds in a custom peer group that included funds selected by
Broadridge Inc. (“Broadridge”) and additional funds that were determined by Allspring Funds Management to be similar to the Fund (the “Custom Peer
Group”), and in comparison to the Fund’s benchmark index and to other comparative data. The Board received a description of the methodology used by Broadridge and
Allspring Funds Management to select the funds in the Custom Peer Group and discussed the limitations inherent in the use of other peer groups. The Board noted that
the investment performance of the Fund was higher than or in range of the average investment performance of the Custom Peer Group for all periods under review. The Board also noted that the investment performance of the Fund was higher than its benchmark, the Multi-Sector Income Blended Index, which is a proprietary index used by the Board to help it assess the Fund’s relative performance, for all periods under review except the one-year period, which was lower than its benchmark index.
The Board also received and considered information regarding the Fund’s net operating expense ratio and its various components, including actual management fees, and custodian and other non-management fees. The Board considered this ratio in comparison to the median ratio of funds in the Custom Peer Group and in comparison to the median ratio of funds in an expense group that was determined by Broadridge to be similar to the Fund (the “Broadridge Group”, and together with the Custom Peer Group, the “Expense Groups”). Broadridge is an independent provider of investment company data. The Board received a description of the methodology used by Broadridge and Allspring Funds Management to select the funds in the Expense Groups, and an explanation from Broadridge of how funds comprising Broadridge expense groups and their expense ratios may vary from year-to-year. Based on the Broadridge reports, the Board noted that the net operating expense ratio of the Fund was lower than the median net operating expense ratios of the Expense Groups.
The Board took into account the Fund’s investment performance and expense information provided to it among the factors considered in deciding to re-approve the Advisory Agreements.
Investment advisory and sub-advisory fee rates
The Board reviewed and considered the contractual investment advisory fee rate that is payable by the Fund to Allspring Funds Management for investment advisory services (the “Advisory Agreement Rate”), both on a stand-alone basis and on a combined basis with the Fund’s contractual administration fee rate (the “Management Rate”). The Board also reviewed and considered the contractual investment sub-advisory fee rates that are payable by Allspring Funds Management to each of the Sub-Advisers for investment sub-advisory services (the “Sub-Advisory Agreement Rate”).
Among other information reviewed by the Board was a comparison of the Management Rate of the Fund
with those of other funds in the Expense Groups at a common asset level. The Board noted that the Management Rate of the Fund was lower than the average rates for the
Expense Groups.
The Board also received and considered information about the portion
of the total advisory fee that was retained by Allspring Funds Management after payment of the fee to the Sub-Advisers for sub-advisory services. In assessing the
reasonableness of this amount, the Board received and evaluated information about the nature and extent of responsibilities retained and risks assumed by Allspring Funds
Management and not delegated to or assumed by the Sub-Advisers, and about Allspring Funds Management’s on-going oversight services. Given the affiliation between
Allspring Funds Management and the Sub-Advisers, the Board ascribed limited relevance to the allocation of the advisory fee between them.
Based on its consideration of the factors and information it deemed relevant, including those
described here, the Board determined that the Advisory Agreement Rate and each Sub-Advisory Agreement Rate were reasonable.
Profitability
The Board received and considered information concerning the profitability of Allspring Funds Management, as well as the profitability of Allspring Global Investments, from providing services to the fund complex as a whole. The Board noted that the Sub-Advisers’ profitability information with respect to providing services to the Fund and other funds in the complex was subsumed in the Allspring Global Investments profitability analysis.
Allspring Multi-Sector Income Fund | 55
Other information (unaudited)
Allspring Funds
Management reported on the methodologies and estimates used in calculating profitability, including a description of the methodology used to allocate certain expenses and
differences in how Allspring Global Investments calculates its pre-tax profit metric versus the methodology used when Allspring Funds Management was part of Wells Fargo. It
was noted that the impact of such differences had only minor impact on the financial results presented. Among other things, the Board noted that the levels of profitability
reported on a fund-by-fund basis varied widely, depending on factors such as the size, type, and age of fund.
Based on its review, the Board did not deem the profits reported by Allspring Funds Management or
Allspring Global Investments from services provided to the Fund to be at a level that would prevent it from approving the continuation of the Advisory
Agreements.
Economies of scale
The Board received and considered information about the potential for Allspring Funds Management
to experience economies of scale in the provision of management services, the difficulties of calculating economies of scale on an individual fund level, and the extent to
which potential scale benefits are shared with Fund shareholders. The Board noted that the Fund is not engaged in a continuous offering that could help its assets grow, and
that, as is typical of closed-end funds, there are no breakpoints in the Management Rate, which was reduced in 2019. Although the Fund would not share in any potential economies of scale through contractual breakpoints, the Board noted that Allspring Funds Management shares potential economies of scale from its management business in a variety of ways, including through fee waiver and expense reimbursement arrangements, competitive management fee rates set at the outset without regard to breakpoints, and investments in the business intended to enhance services available to shareholders.
The Board concluded that Allspring Funds Management’s arrangements with respect to the Fund
constituted a reasonable approach to sharing potential economies of scale with the Fund and its shareholders. The Board also noted that it would have opportunities to revisit
the Management Rate as part of future contract reviews.
Other benefits to Allspring Funds Management and the Sub-Adviser
The Board received and considered information regarding potential “fall-out” or ancillary benefits received by Allspring Funds Management and its affiliates, including the Sub-Advisers, as a result of their relationships with the Fund. Ancillary benefits could include, among others, benefits directly attributable to other relationships with the Fund and benefits potentially derived from an increase in Allspring Funds Management’s and the Sub-Advisers’ business as a result of their relationships with the Fund. The Board also reviewed information about soft dollar credits earned and utilized by the Sub-Advisers.
Based on
its consideration of the factors and information it deemed relevant, including those described here, the Board did not find that any ancillary benefits received by Allspring
Funds Management and its affiliates, including the Sub-Advisers, were unreasonable.
Conclusion
At the Meeting, after considering the above-described factors and based on its deliberations and its evaluation of the information described above, the Board unanimously determined that the compensation payable to Allspring Funds Management and the Sub-Advisers under each of the Advisory Agreements was reasonable, and approved the continuation of the Advisory Agreements for a one-year term.
56 | Allspring Multi-Sector Income Fund
Automatic dividend reinvestment plan
Automatic dividend reinvestment
plan
All common shareholders are eligible to participate in the Automatic Dividend
Reinvestment Plan (“the Plan”). Pursuant to the Plan, unless a common shareholder is ineligible or elects otherwise, all cash dividends and capital gains
distributions are automatically reinvested by Computershare Trust Company, N.A., as agent for shareholders in administering the Plan (“Plan Agent”), in additional
common shares of the Fund. Whenever the Fund declares an ordinary income dividend or a capital gain dividend (collectively referred to as “dividends”) payable
either in shares or in cash, nonparticipants in the Plan will receive cash, and participants in the Plan will receive the equivalent in common shares. The shares are acquired
by the Plan Agent for the participant’s account, depending upon the circumstances described below, either (i) through receipt of additional unissued but authorized
common shares from the Fund (“newly issued common shares”) or (ii) by purchase of outstanding common shares on the open-market (open-market purchases) on the NYSE Amex or elsewhere. If, on the payment date for any dividend or distribution, the net asset value per share of the common shares is equal to or less than the market price per common share plus estimated brokerage commissions (“market premium”), the Plan Agent will invest the amount of such dividend or distribution in newly issued shares on behalf of the participant. The number of newly issued common shares to be credited to the participant’s account will be determined by dividing the dollar amount of the dividend by the net asset value per share on the date the shares are issued, provided that the maximum discount from the then current market price per share on the date of issuance may not exceed 5%. If on the dividend payment date the net asset value per share is greater than the market value (“market discount”), the Plan Agent will invest the dividend amount in shares acquired on behalf of the participant in open-market purchases. There will be no brokerage charges with respect to shares issued directly by the Fund as a result of dividends or capital gains distributions payable either in shares or in cash. However, each participant will pay a pro rata share of brokerage commissions incurred with respect to the Plan Agent’s open-market purchases in connection with the reinvestment of dividends. The automatic reinvestment of dividends and distributions will not relieve participants of any federal, state or local income tax that may be payable (or required to be withheld) on such dividends. All correspondence concerning the Plan should be directed to the Plan Agent at P.O. Box 505000, Louisville, Kentucky 40233 or by calling 1-800-730-6001.
Allspring Multi-Sector Income Fund | 57
Transfer Agent, Registrar, Shareholder
Servicing
Agent & Dividend Disbursing Agent
Computershare Trust Company, N.A.
P.O. Box 505000
Louisville, Kentucky 40233
1-800-730-6001
Website: allspringglobal.com
Allspring Global InvestmentsTM is the trade name for the asset management firms of Allspring Global
Investments Holdings, LLC, a holding company indirectly owned by certain private funds of GTCR LLC and Reverence Capital Partners, L.P. These firms include but are not
limited to Allspring Global Investments, LLC, and Allspring Funds Management, LLC. Certain products managed by Allspring entities are distributed by Allspring Funds
Distributor, LLC (a broker-dealer and Member FINRA/SIPC).
This material is for
general informational and educational purposes only and is NOT intended to provide investment advice or a recommendation of any kind - including a recommendation for any
specific investment, strategy, or plan.
© 2023 Allspring Global Investments
Holdings, LLC. All rights reserved.
ALL-11012023-sorycedg 12-23
AR143 10-23
ITEM 2. CODE OF ETHICS
(a) As of the end of the period covered by the report, Allspring Multi-Sector Income Fund has adopted a code of ethics that applies to its President and
Treasurer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.
(c) During the period covered
by this report, there were no amendments to the provisions of the code of ethics adopted in Item 2(a) above.
(d) During the period covered by this
report, there were no implicit or explicit waivers to the provisions of the code of ethics adopted in Item 2(a) above.
ITEM 3. AUDIT COMMITTEE
FINANCIAL EXPERT
The Board of Trustees of Allspring Multi-Sector Income Fund has determined that that Isaiah Harris is an audit committee financial
expert, as defined in Item 3 of Form N-CSR. Mr. Harris is independent for purposes of Item 3 of Form N-CSR.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES
(a), (b),
(c), (d) The following table presents aggregate fees billed in each of the last two fiscal years for services rendered to the Registrant by the Registrant’s principal accountant. These fees were billed to the registrant and were approved by the
Registrant’s audit committee.
|
|
|
|
|
|
|
|
|
| |
|
Fiscal year ended
October 31, 2023 |
|
|
Fiscal year ended
October 31, 2022 |
|
| Audit fees |
|
$ |
64,130 |
|
|
$ |
62,570 |
|
| Audit-related fees |
|
|
— |
|
|
|
— |
|
| Tax fees (1) |
|
$ |
4,700 |
|
|
$ |
4,565 |
|
| All other fees |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
$ |
68,830 |
|
|
$ |
67,135 |
|
| (1) |
Tax fees consist of fees for tax compliance, tax advice, tax planning and excise tax. |
(e)(1) The Chair of the Audit Committees is authorized to pre-approve: (1) audit services for the
Allspring Multi-Sector Income Fund; (2) non-audit tax or compliance consulting or training services provided to the Allspring Multi-Sector Income Fund by the independent auditors
(“Auditors”) if the fees for any particular engagement are not anticipated to exceed $50,000; and (3) non-audit tax or compliance consulting or training services provided by the
Auditors to a Allspring Multi-Sector Income Fund’s investment adviser and its controlling entities (where pre-approval is required because the engagement relates directly to the operations and
financial reporting of the Allspring Multi-Sector Income Fund) if the fee to the Auditors for any particular engagement is not anticipated to exceed $50,000. For any such pre-approval sought from the
Chair, Management shall prepare a brief description of the proposed services. If the Chair approves of such service, he or she shall sign the statement prepared by Management. Such written statement shall be presented to the full Committees at their
next regularly scheduled meetings.
(e)(2) Not applicable.
(f) Not applicable.
(g) Not applicable.
(h) Not applicable.
(i) Not applicable.
(j) Not applicable.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
The
registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended. The Audit Committee is comprised of:
|
| William R. Ebsworth |
| Jane A. Freeman |
| Isaiah Harris, Jr. |
| David F. Larcker |
| Olivia S. Mitchell |
| Timothy J. Penny |
| James G. Polisson |
| Pamela Wheelock |
ITEM 6. INVESTMENTS
A
Portfolio of Investments for Allspring Multi-Sector Income Fund is included as part of the report to shareholders filed under Item 1 of this Form.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT
COMPANIES
The Allspring Multi-Sector Income Fund has adopted policies and procedures (“Fund Proxy Voting Procedures”) that are used to
determine how to vote proxies relating to portfolio securities held by the Fund. The Fund Proxy Voting Procedures are designed to ensure that proxies are voted in the best interests of Fund shareholders, without regard to any relationship that any
affiliated person of a Fund (or an affiliated person of such affiliated person) may have with the issuer of the security and with the goal of maximizing value to shareholders consistent with governing laws and the investment policies of the Fund.
While securities are not purchased to exercise control or to seek to effect corporate change through share ownership activism, the Fund supports sound corporate governance practices within companies in which it invests. The Board of the Fund has
delegated the responsibility for voting proxies relating to the Fund’s portfolio securities to Allspring Funds Management. Allspring Funds Management utilizes the Allspring Global Investments Proxy Voting Policies and Procedures, included
below, to ensure that proxies relating to the Fund’s portfolio securities are voted in shareholders’ best interests.
Allspring Global
Investments (Allspring) Stewardship
As fiduciaries, we are committed to effective stewardship of the assets we manage on behalf of our clients. To us,
good stewardship reflects responsible, active ownership and includes both engaging with investee companies and voting proxies in a manner that we believe will maximize the long-term value of our investments.
Scope of Policies and Procedures
In conjunction with the Allspring Engagement Policy, these Proxy Voting Policies and Procedures (“Policies and Procedures”) set out how Allspring
complies with applicable regulatory requirements in respect of how we exercise voting rights when we invest in shares traded on a regulated market on behalf of a client.
With respect to client accounts of Allspring Funds Management, LLC (“Allspring Funds Management”) this includes, among others, Allspring Funds
Trust, Allspring Master Trust, Allspring Variable Trust, Allspring Global Dividend Opportunity Fund, Allspring Income Opportunities Fund, Allspring Multi-Sector Income Fund, Allspring Utilities and High Income Fund (the “Trusts”). It also
includes Allspring (Lux) Worldwide Fund and Allspring Worldwide Alternative Fund SICAV-SIF, both domiciled in Luxembourg (the “Luxembourg Funds”). Aside from the investment funds managed by Funds
Management, Allspring also offers medium term note programs, managed for issuers of such notes domiciled in Luxembourg. Hereafter, all series of the Trusts, and all such Trusts not having separate series, and all
sub-funds of the Luxembourg Funds, as well as the MTN issuers, are referred to as the “Investment Products”. In addition, these Policies and Procedures are used to determine how to vote proxies for
the assets managed on behalf of Allspring’s other clients. Not all clients delegate proxy voting authority to Allspring. Allspring will not vote proxies, or provide advice to clients on how to vote proxies in the absence of specific delegation
of authority, a pre-existing contractual agreement, or an obligation under applicable law (e.g., securities that are held in an investment advisory account for which Allspring exercises no investment
discretion are not voted by Allspring).
Luxembourg Products
Allspring Global Investments Luxembourg S.A. (“Allspring Luxembourg”) has delegated the portfolio management of the Luxembourg Funds it manages to
Allspring and the responsibility for exercising voting rights in conjunction with such delegation; as such, these Policies and Procedures shall apply to the portfolio management of the Allspring (Lux) Worldwide Fund. The respective portfolio
management may also delegate the responsibility for exercising voting rights to the Proxy Voting Vendor, with the prior consent of Allspring Luxembourg. Responsibility for exercising voting rights has also been delegated to Allspring with respect to
the Allspring Worldwide Alternative Fund SICAV-SIF and to the MTN issuers.
Voting Philosophy
Allspring has adopted these Policies and Procedures to ensure that proxies are voted in the best interests of clients and Investment Product investors, without
regard to any relationship that any affiliated person of Allspring or the Investment Product (or an affiliated person of such affiliated person) may have with the issuer. Allspring exercises its voting responsibility as a fiduciary with the goal of
maximizing value to clients consistent with governing laws and the investment policies of each client. While securities are not purchased to exercise control or to seek to effect corporate change through share ownership activism, Allspring supports
sound corporate governance practices at companies in which client assets are invested. Allspring has established an appropriate strategy determining when and how the voting rights related to the instruments held in portfolios managed are exercised,
so that these rights are exclusively reserved to the relevant Investment Product and its investors.
Proxy Administration
Allspring’s Stewardship Team (“Stewardship”) administers the proxy voting process. The Stewardship Team is part of the Allspring Sustainability
Team. Stewardship is responsible for administering and overseeing the proxy voting process to ensure the implementation of the Policies and Procedures,
including regular operational reviews, typically conducted on a weekly basis. Stewardship monitors third party voting of proxies to ensure it is being done in a timely and responsible manner,
including review of scheduled vendor reports. Stewardship, in conjunction with the Allspring Proxy Governance Committee, reviews the continuing appropriateness of the Policies and Procedures set forth herein, and recommends revisions as necessary.
Third Party Proxy Voting Vendor
Allspring has
retained a third-party proxy voting service, Institutional Shareholder Services Inc. (“ISS”), to assist in the implementation of certain proxy voting-related functions including: 1.) Providing research on proxy matters 2.) Providing
technology to facilitate the sharing of research and discussions related to proxy votes 3.) Vote proxies in accordance with Allspring’s guidelines 4.) Handle administrative and reporting items 5.) Maintain records of proxy statements received
in connection with proxy votes and provide copies/analyses upon request. Except in instances where clients have retained voting authority, Allspring retains the responsibility for proxy voting decisions.
Proxy Committee
Allspring Proxy Governance Committee
The Allspring Proxy Governance Committee shall be responsible for overseeing the proxy voting process to ensure its implementation in conformance with
these Policies and Procedures. The Allspring Proxy Governance Committee shall coordinate with Allspring Compliance to monitor ISS, the proxy voting agent currently retained by Allspring, to determine that ISS is accurately applying the Policies and
Procedures as set forth herein and operates as an independent proxy voting agent. Allspring’s ISS Vendor Oversight process includes an assessment of ISS’ Policy and Procedures (“P&P”), including conflict controls and
monitoring, receipt and review of routine performance-related reporting by ISS to Allspring and periodic onsite due diligence meetings. Due diligence meetings typically include: meetings with key staff, P&P related presentations and discussions,
technology-related demonstrations and assessments, and some sample testing, if appropriate. The Allspring Proxy Governance Committee shall review the continuing appropriateness of the Policies and Procedures set forth herein. The Allspring Proxy
Governance Committee may delegate certain powers and responsibilities to proxy voting working groups. The Allspring Proxy Governance Committee reviews and, in accordance with these Policies and Procedures, votes on issues that have been
escalated from proxy voting working groups. Members of the Allspring Proxy Governance Committee also oversee the implementation of Allspring Proxy Governance Committee recommendations for the respective functional areas in Allspring that they
represent.
Proxy Voting Due Diligence Working Group
Among other delegated matters, the proxy voting Due Diligence Working Group (‘DDWG’) in accordance with these Policies and Procedures, reviews and
votes on routine proxy proposals that it considers under these Policies and Procedures in a timely manner. If necessary, the DDWG escalates issues to the Allspring Proxy Governance Committee that are determined to be material
by the DDWG or otherwise in accordance with these Policies and Procedures. The DDWG coordinates with Allspring’s Compliance teams to review the performance and independence of ISS in exercising its proxy voting responsibilities.
Meetings; Committee Actions
The Allspring Proxy Governance Committee shall convene or act through written consent, including through the use of electronic systems of record, of a majority
of Allspring Proxy Governance Committee members as needed and when discretionary voting determinations need to be considered. Any working group of the Allspring Proxy Governance Committee shall have the authority on matters delegated to it to act by
vote or written consent, including through the use of electronic systems of record, of a majority of the working group members available at that time. The Allspring Proxy Governance Committee shall also meet quarterly to review the Policies and
Procedures.
Membership
Members are selected based
on subject matter expertise for the specific deliverables the committee is required to complete. The voting members of the Allspring Proxy Governance Committee are identified in the Allspring Proxy Charter. Changes to the membership of the Allspring
Proxy Governance Committee will be made only with approval of the Allspring Proxy Governance Committee. Upon departure from Allspring Global Investments, a member’s position on the Allspring Proxy Governance Committee will automatically
terminate.
Voting Procedures
Unless otherwise
required by applicable law,1 proxies will be voted in accordance with the following steps and in the following order of consideration:
| |
1. |
First, any voting items related to Allspring
“Top-of-House” voting principles (as described below under the heading “Allspring Proxy Voting Principles/Guidelines”) will generally be voted in
accordance with a custom voting policy with ISS (“Custom Policy”) designed to implement the Allspring’s Top-of-House voting principles.2 |
| |
2. |
Second, any voting items for meetings deemed of “high importance”3 (e.g., proxy contests, mergers and acquisitions,) where ISS opposes management recommendations will be referred to the Portfolio Management teams for recommendation or the DDWG (or escalated to the
Allspring Proxy Governance -Committee) for case-by-case review and vote determination. |
| |
3. |
Third, with respect to any voting items where ISS Sustainability Voting Guidelines4 provide a different recommendation than ISS Standard Voting Guidelines, the following steps are taken: |
| |
a. |
Stewardship5 evaluates the matter for materiality and any
other relevant considerations. |
| |
b. |
If Stewardship recommends further review, the voting item is then referred to the Portfolio Management teams
for recommendation or the DDWG (or escalated to the Allspring Proxy Governance Committee) for case-by-case review and vote determination. |
| |
c. |
If Stewardship does not recommend further review, the matter is voted in accordance with ISS Standard Voting
Guidelines. |
| 1 |
Where provisions of the Investment Company Act of 1940 (the “1940 Act”) specify the manner in which
items for any third party registered investment companies (e.g., mutual funds, exchange-traded funds and closed-end funds) and business development companies (as defined in Section 2(a)(48) of the 1940
Act) (“Third Party Fund Holding Voting Matters”) held by the Trusts or series thereof, Allspring shall vote the Third Party Fund Holding Voting Matter on behalf of the Trusts or series thereof accordingly. |
| 2 |
The Allspring Proxy Governance Committee may determine that additional review of a Top-of-House voting matter is warranted. For example, voting matters for declassified boards or annual election of directors of public operating and holding companies that
have certain long-term business commitments (e.g., developing proprietary technology; or having an important strategic alliance in place) may warrant referral to the DDWG (or escalation to the Proxy Governance Committee) for case-by-case review and vote determination. |
| 3 |
The term “high importance” is defined as those items designated Proxy Level 6 or 5 by ISS, which
include proxy contests, mergers, and other reorganizations. |
| 4 |
ISS’s Sustainability Voting Guidelines seeks to promote support for recognized global governing bodies
encouraging sustainable business practices advocating for stewardship of environment, fair labor practices, non-discrimination, and the protection of human rights. |
| 5 |
The Allspring Stewardship Team is part of the Sustainability Team, led by Henrietta Pacquement who reports into
the Allspring Chief Investment Officer(s). |
| |
4. |
Fourth, any remaining proposals are voted in accordance with ISS Standard Voting Guidelines.6 |
Commitment to the Principles of Responsible Investment
As a signatory to the Principles for Responsible Investment, Allspring has integrated certain environmental, social, and governance factors into its investment
processes, which includes the proxy process. As described under Voting Procedures above, Allspring considers ISS’s Sustainability Voting Guidelines as a point of reference in certain cases deemed to be material to a company’s long-term
shareholder value.
Voting Discretion
In all cases,
the Allspring Proxy Governance Committee (and any working group thereof) will exercise its voting discretion in accordance with the voting philosophy of these Policies and Procedures. In cases where a proxy item is forwarded by ISS to the Allspring
Proxy Governance Committee or a working group thereof, the Allspring Proxy Governance Committee or its working group may be assisted in its voting decision through receipt of: (i) independent research and voting recommendations provided by ISS
or other independent sources; (ii) input from the investment sub-adviser responsible for purchasing the security; and (iii) information provided by company management and shareholder groups.
Portfolio Manager and Sub-Adviser Input
The Allspring Proxy Governance Committee (and any working group thereof) may consult with portfolio management teams and Fund
sub-advisers on specific proxy voting issues as it deems appropriate. In addition, portfolio management teams or Fund sub-advisers may proactively make recommendations
to the Allspring Proxy Governance Committee regarding any proxy voting issue. In this regard, the process takes into consideration expressed views of portfolio management teams and Fund sub-advisers given
their deep knowledge of investee companies. For any proxy vote, portfolio management teams and Investment Product advisers and sub-advisers may make a case to vote against the ISS or Allspring Proxy Governance
Committee’s recommendation (which is described under Voting Procedures above). Any portfolio management team’s or Investment Product adviser’s or sub-adviser’s opinion should be documented
in a brief write-up for consideration by the DDWG who will determine, or escalate to the Allspring Proxy Governance Committee, the final voting decision.
Consistent Voting
The Allspring Proxy Policy and
Procedures is consistently applied on the same matter when securities of an issuer are held by multiple client accounts unless there are 1) special circumstances such as, for example, proposals concerning corporate actions such as mergers, tender
offers, and acquisitions or as reasonably necessary to implement specified proxy voting guidelines as established by a client (e.g. Taft Hartley ISS Guidelines or custom proxy guidelines) or 2) the expressed views of different portfolio management
teams and Fund sub-advisers is different on particular proposals. In the latter case, the Proxy Governance Committee will work with the investment teams to gauge whether alignment can be achieved.
| 6 |
The voting of proxies for Taft Hartley clients may incorporate the use of ISS’s Taft Hartley voting
guidelines. |
Governance and Oversight
Allspring Top-of-House Proxy Voting Principles/Guidelines.
The following reflects Allspring’s Top-of-House Voting Principles in
effect as of the date of these Policies and Procedures. Allspring has put in place a custom voting policy with ISS to implement these voting principles.
We believe that Boards of Directors of investee companies should have strong, independent leadership and should adopt structures and practices that enhance
their effectiveness. We recognize that the optimal board size and governance structure can vary by company size, industry, region of operations, and circumstances specific to the company.
| |
• |
|
We generally vote for the election of Directors in uncontested elections. We reserve the right to vote on a case-by-case basis when directors fail to meet their duties as a board member, such as failing to act in the best economic interest of shareholders; failing to maintain
independent audit, compensation, nominating committees; and failing to attend at least 75% of meetings, etc. |
| |
• |
|
We generally vote for an independent board that has a majority of outside directors who are not affiliated with
the top executives and have minimal or no business dealings with the company to avoid potential conflicts of interests. |
| |
• |
|
Generally speaking, we believe Directors serving on an excessive number of boards could result in time
constraints and an inability to fulfill their duties. |
| |
• |
|
We generally support adopting a declassified board structure for public operating and holding companies. We
reserve the right to vote on a case-by-case basis when companies have certain long-term business commitments. |
| |
• |
|
We generally support annual election of directors of public operating and holding companies. We reserve the right
to vote on a case-by-case basis when companies have certain long-term business commitments. |
| |
• |
|
We believe a well-composed board should embody multiple dimensions of diversity in order to bring personal and
professional experiences to bear and create a constructive debate of competing perspectives and opinions in the boardroom. Diversity should consider factors such as gender, ethnicity, and age as well as professional factors such as area of
expertise, industry experience and geographic location. |
We believe it is the responsibility of the Board of Directors to create,
enhance, and protect shareholder value and that companies should strive to maximize shareholder rights and representation.
| |
• |
|
We believe that companies should adopt a one-share, one-vote standard and avoid adopting share structures that create unequal voting rights among their shareholders. We will normally support proposals seeking to establish that shareholders are entitled to voting
rights in proportion to their economic interests. |
| |
• |
|
We believe that directors of public operating and holding companies be elected by a majority of the shares voted.
We reserve the right to vote on a case-by-case basis when companies have certain long-term business commitments. This ensures that directors of public operating and
holding companies who are not broadly supported by shareholders are not elected to serve as their representatives. We will normally support proposals seeking to introduce bylaws requiring a majority vote standard for director elections.
|
| |
• |
|
We believe a simple majority voting standard should be required to pass proposals. We will normally support
proposals seeking to introduce bylaws requiring a simple majority vote. |
| |
• |
|
We believe that shareholders who own a meaningful stake in the company and have owned such stake for a sufficient
period of time should have, in the form of proxy access, the ability to nominate directors to appear on the management ballot at shareholder meetings. In general we support market-standardized proxy access proposals and we will analyze them based on
various criteria such as threshold ownership levels, a minimum holding period, and the % and/or number of directors that are subject to nomination. |
| |
• |
|
We believe that shareholders should have the right to call a special meeting and not wait for company management
to schedule a meeting if there is sufficiently high shareholder support for doing so on issues of substantial importance. In general we support the right to call a special meeting if there is balance between a reasonable threshold of shareholders
and a hurdle high enough to also avoid the waste of corporate resources for narrowly supported interests. We will evaluate the issues of importance on the basis of serving all shareholders well and not structured for the benefit of a dominant
shareholder over others. |
Practical Limitations to Proxy Voting
While Allspring uses its reasonable best efforts to vote proxies, in certain circumstances, it may be impractical or impossible for Allspring to vote proxies
(e.g., limited value or unjustifiable costs).
Securities on Loan
As a general matter, securities on loan will not be recalled to facilitate proxy voting (in which case the borrower of the security shall be entitled to vote
the proxy). However, as it relates to portfolio holdings of the Investment Products, if the Allspring Proxy Governance Committee is aware of an item in time to recall the security and has determined in good faith that the importance of the matter to
be voted upon outweighs the loss in lending revenue that would result from recalling the security (e.g., if there is a controversial upcoming merger or acquisition, or some other significant matter), the security will be recalled for voting.
Share Blocking
Proxy voting in certain countries
requires ‘share blocking’. Shareholders wishing to vote their proxies must deposit their shares with a designated depository before the date of the meeting. Consequently, the shares may not be sold in the period preceding the proxy vote.
Absent compelling reasons, Allspring believes that the benefit derived from voting these shares is outweighed by the burden of limited trading. Therefore, if share blocking is required in certain markets, Allspring will not participate and will
refrain from voting proxies for those clients impacted by share blocking.
Conflicts of Interest
We always seek to place the interests of our clients first and to identify and manage any conflicts of interest, including those that arise from proxy voting
or engagement. Allspring acts as a fiduciary with respect to its asset management activities and therefore we must act in the best interest of our clients and address conflicts that arise.
Conflicts of interest are identified and managed through a strict and objective application of our voting policy and procedures. Allspring may have a conflict
of interest regarding a proxy to be voted upon if, for example, Allspring may have other relationships with the issuer of the proxy (e.g. the issuer may be a corporate pension fund client of Allspring). This type of conflict is generally mitigated
by the information barriers between Allspring and its affiliates and our commitment as a fiduciary to independent judgement. However, when the Allspring Proxy Governance Committee becomes aware of a conflict of interest (that gets uncovered through
the Allspring Proxy Voting Policy and Procedures), it takes additional steps to mitigate the conflict, by using any of the following methods:
| 1. |
Instructing ISS to vote in accordance with its recommendation; |
| 2. |
Disclosing the conflict to the relevant Board and obtaining its consent before voting; |
| 3. |
Submitting the matter to the relevant Board to exercise its authority to vote on such matter;
|
| 4. |
Engaging an independent fiduciary who will direct the vote on such matter, |
| 5. |
Consulting with Legal and Compliance and, if necessary, outside legal counsel for guidance on resolving the
conflict of interest, |
| 6. |
Voting in proportion to other shareholders (“mirror voting”) following consultation with the Board of
the Funds if the conflict pertains to a matter involving a portfolio holding of the Funds; or |
| 7. |
Voting in other ways that are consistent with Allspring’s obligation to vote in the best interests of its
clients. |
Finally, Allspring is a privately-owned company and one of our owners is GTCR which owns other companies as well known as
Affiliates. The Allspring Regulatory Compliance team maintains the GTCR Affiliates list and publishes an updated list quarterly. Since the Affiliates may issue publicly traded stock and hold regular proxy meetings, Allspring manages this
potential conflict of interest by defaulting all proxy voting in the affiliates to the ISS recommendations. Allspring has no influence attributed to the decisions or the voting elections.
Vendor Oversight
The Stewardship Team monitors the ISS
proxy process against specific criteria in order to identify potential issues relating to account reconciliation, unknown and rejected ballot reviews, upcoming proxy reviews, share reconciliation oversight, etc. With respect to ISS’s management
of its potential conflicts of interest with corporate issuers, ISS provides institutional clients such as Allspring with its “Policy and disclosure of Significant ISS Relationships” and tools to provide transparency of those relationships.
Other Provisions
Policy Review and Ad Hoc
Meetings
The Allspring Proxy Governance Committee meets at least annually to review this Policy and consider any appropriate changes. Meetings may be
convened more frequently (for example, to discuss a specific proxy agenda or proposal) as requested by the Head of Stewardship, any member of the Allspring Proxy Governance Committee, or Chief Compliance Officer. The Allspring Proxy Governance
Committee includes representation from Portfolio Management, Stewardship, Investment Analytics, Legal and Compliance.
Records Retention
The Stewardship Team will maintain the following records relating to the implementation of the Policies and Procedures:
| |
• |
|
A copy of these proxy voting policies and procedures; |
| |
• |
|
Proxy statements received for client securities (which will be satisfied by relying on ISS);
|
| |
• |
|
Records of votes cast on behalf of Investment Products and separate account clients (which ISS maintains on
behalf of Allspring); |
| |
• |
|
Records of each written client request for proxy voting records and Allspring’s written response to any
client request (written or oral) for such records; and |
| |
• |
|
Any documents prepared by Allspring or ISS that were material to making a proxy voting decision.
|
Such proxy voting books and records shall be maintained at an office of Allspring in an easily accessible place
for a period of six years.
Compliance with Regional Regulations and Client Delegation Arrangements
U.S. Regulation
These Policies and Procedures have been
written in compliance with Rule 206(4)-6 of the Investment Advisers Act of 1940. Proxy voting records for Allspring’s mutual funds are disclosed on Form N-PX
annually, as required by Section 30 and Rule 30b1-4 of the Investment Company Act of 1940, to the Securities and Exchange Commission (“SEC”).
E.U. Regulation
These Policies and Procedures have been
established, implemented and maintained, as they apply to Allspring Luxembourg and Allspring Global Investments (UK) Limited, in accordance the EU Shareholder Rights Directive II (EU 2017/828) (SEF II). Specific to Allspring Luxembourg, the Policies
and Procedures also comply with Article 23 of CSSF Regulation No. 10-4, and the CSSF Circular 18/698.
Disclosure of policies and procedures
A summary of the
proxy voting policy and procedures are disclosed on Allspring’s website.
In addition, Allspring will disclose to its separate clients (i.e. proxy
votes for assets managed on behalf of Allspring’s other clients as per a delegation arrangement) a summary description of its proxy voting policy and procedures via mail.
Disclosure of proxy voting results
Allspring will
provide to clients proxy statements and any records as to how Allspring voted proxies on behalf of clients, quarterly or upon request. For assistance, clients may contact their relationship manager, call Allspring at
1-866-259-3305 or e-mail: allspring.clientadministration@allspring-global.com to request
a record of proxies voted on their behalf.
Allspring will publish high-level proxy voting statistics in periodic reports. However, except as otherwise
required by law, Allspring has a general policy of not disclosing to any issuer specific or third party how its separate account client proxies are voted.
Approved by the Allspring Proxy Governance Committee: March 2023
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES
PORTFOLIO MANAGERS (as of October 31, 2023)
Christopher Y. Kauffman, CFA
Christopher Kauffman is a
senior portfolio manager for the Plus Fixed Income team at Allspring Global Investments. He joined Allspring from its predecessor firm, Wells Fargo Asset Management (WFAM). Christopher joined WFAM from Tattersall Advisory Group, where he served in a
similar role. Before that, he was an investment officer for NISA Investment Advisors, where he was responsible for MBS analysis, risk assessment, and trading. He began his investment industry career in 1997. Christopher earned a bachelor’s
degree in finance and economics and a master’s degree in business administration with an emphasis in finance from Washington University in St. Louis. He has earned the right to use the Chartered Financial Analyst® (CFA®) designation and is a member of CFA Institute.
Chris Lee, CFA
Senior Portfolio Manager, Plus Fixed Income - Chris Lee is a senior portfolio manager for the Plus Fixed Income team at Allspring Global
Investments. He joined Allspring from its predecessor firm, Wells Fargo Asset Management (WFAM). He also served as head of high-yield trading for the WFAM U.S. High Yield Fixed Income team. Prior to this, he served as a managing director, co-portfolio manager, and head of trading for Silver Lake Credit. Preceding this, he was a senior analyst and portfolio manager for the U.S. High Yield team at WFAM. Earlier in his career, Chris
served as a senior research analyst with Wells Fargo’s Proprietary Investment Group. He began his investment industry career in 2001. Chris earned a bachelor’s degree in political science from University of California, Irvine, where he
graduated magna cum laude. He also earned a master’s degree in business administration from the Graduate School of Management at the University of California, Davis. Chris is a graduate of Wells Fargo’s Credit Management Training Program.
He has earned the right to use the Chartered Financial Analyst® (CFA®) designation.
Michael Lee
Michael Lee is a portfolio manager and head
of trading for the Global Fixed Income team at Allspring Global Investments. His responsibilities include the day-to-day management and implementation of
portfolio strategies. He joined Allspring from its predecessor firm, Wells Fargo Asset Management (WFAM). He joined WFAM from Evergreen Investments. Prior to that, Michael worked at Northern Trust Co. He has held investment positions at
JPMorganChase and National Westminster Bank. Michael began his investment industry career in 1982. He is a member of the U.K. Society of Investment Professionals.
Alex Perrin
Alex Perrin is a portfolio manager and the
head of Rates & FX for the Global Fixed Income team at Allspring Global Investments. In this role, he is responsible for developing investment strategies, macro portfolio allocation, portfolio positioning, and risk management. He joined
Allspring from its predecessor firm, Wells Fargo Asset Management (WFAM). Alex began his investment industry career in 1992. He earned a bachelor’s degree in mathematics and computer science from Hull University. Alex is a member of the Society
of Technical Analysts and an Associate Member of the U.K. Society of Investment Professionals.
Michael Schueller, CFA
Senior Portfolio Manager, Plus Fixed Income - Michael (Mike) Schueller is a senior portfolio manager for the Plus Fixed Income team at Allspring
Global Investments. He joined Allspring from its predecessor firm, Wells Fargo Asset Management (WFAM). He joined WFAM as a senior investment research analyst from Strong Capital Management, where he held a similar position. Mike rejoined Strong in
2000, having left the firm to start a trust department for Community Bank & Trust in Sheboygan, Wisconsin. Before that, he served as associate counsel for Strong’s legal department. Prior to this, Mike practiced law with Reinhart,
Boerner, Van Deuren, Norris & Rieselbach, S.C., in Milwaukee, specializing in corporate reorganizations, mergers, and acquisitions. He began his investment industry career in 1998. Mike earned a bachelor’s degree in economics from the
University of Minnesota and a law degree from the University of Wisconsin, Madison. He has earned the right to use the Chartered Financial Analyst® (CFA®) designation.
Lauren van Biljon, CFA
Lauren van Biljon is a portfolio manager for the Global Fixed Income team at Allspring Global Investments. In this role, she is responsible for macro portfolio
allocation, portfolio positioning, and risk management for rates and FX. Lauren joined Allspring from its predecessor firm, Wells Fargo Asset Management (WFAM). Before WFAM, she was at Evergreen Investments. Prior to that, Lauren served as an
emerging market analyst with 4Cast Ltd. She began her investment industry career in 2007. Lauren earned a bachelor’s degree in economics from the University of Cape Town and a master’s degree in economics from the University of Edinburgh.
Lauren has earned the right to use the Chartered Financial Analyst® (CFA®) designation and is a member of the Society of Technical
Analysts.
Noah Wise, CFA
Noah Wise is a senior
portfolio manager for the Plus Fixed Income team at Allspring Global Investments. He joined Allspring from its predecessor firm, Wells Fargo Asset Management (WFAM). Noah joined WFAM as a research analyst and later became a portfolio manager. Prior
to joining the firm, Noah worked as a lead market maker for Interactive Brokers. Noah began his investment industry career in 2001. He earned a bachelor’s degree in finance and a master’s degree in business administration with an emphasis
in securities analysis from the University of Wisconsin, Madison. Noah has earned the right to use the Chartered Financial
Analyst® (CFA®) designation.
OTHER
FUNDS AND ACCOUNTS MANAGED
The following table provides information about the registered investment companies (including the Fund) and other pooled
investment vehicles and accounts managed by the portfolio manager of the Fund as of the Fund’s most recent fiscal year ended October 31, 2023.
Christopher Y Kauffman
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
9 |
|
|
|
0 |
|
|
|
5 |
|
| Total assets of above accounts (millions) |
|
$ |
7,764.08 |
|
|
$ |
0.00 |
|
|
$ |
293.91 |
|
|
|
|
| performance based fee accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
| Total assets of above accounts (millions) |
|
$ |
0.00 |
|
|
$ |
0.00 |
|
|
$ |
0.00 |
|
Chris Lee
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
7 |
|
|
|
4 |
|
|
|
24 |
|
| Total assets of above accounts (millions) |
|
$ |
3,107.41 |
|
|
$ |
207.96 |
|
|
$ |
305.44 |
|
|
|
|
| performance based fee accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
0 |
|
|
|
0 |
|
|
|
1 |
|
| Total assets of above accounts (millions) |
|
$ |
0.00 |
|
|
$ |
0.00 |
|
|
$ |
140.62 |
|
Michael Lee
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
2 |
|
|
|
2 |
|
|
|
6 |
|
| Total assets of above accounts (millions) |
|
$ |
99.11 |
|
|
$ |
300.09 |
|
|
$ |
1,325.28 |
|
|
|
|
| performance based fee accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
0 |
|
|
|
0 |
|
|
|
3 |
|
| Total assets of above accounts (millions) |
|
$ |
0.00 |
|
|
$ |
0.00 |
|
|
$ |
1,081.14 |
|
Alex Perrin
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
1 |
|
|
|
2 |
|
|
|
6 |
|
| Total assets of above accounts (millions) |
|
$ |
86.65 |
|
|
$ |
300.09 |
|
|
$ |
1,325.28 |
|
|
|
|
| performance based fee accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
0 |
|
|
|
0 |
|
|
|
3 |
|
| Total assets of above accounts (millions) |
|
$ |
0.00 |
|
|
$ |
0.00 |
|
|
$ |
1,081.14 |
|
Michael J Schueller
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
14 |
|
|
|
5 |
|
|
|
25 |
|
| Total assets of above accounts (millions) |
|
$ |
9,747.90 |
|
|
$ |
313.30 |
|
|
$ |
306.34 |
|
|
|
|
| performance based fee accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
0 |
|
|
|
0 |
|
|
|
1 |
|
| Total assets of above accounts (millions) |
|
$ |
0.00 |
|
|
$ |
0.00 |
|
|
$ |
140.62 |
|
Lauren van Biljon
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
1 |
|
|
|
2 |
|
|
|
6 |
|
| Total assets of above accounts (millions) |
|
$ |
86.65 |
|
|
$ |
300.09 |
|
|
$ |
1,325.28 |
|
|
|
|
| performance based fee accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
0 |
|
|
|
0 |
|
|
|
3 |
|
| Total assets of above accounts (millions) |
|
$ |
0.00 |
|
|
$ |
0.00 |
|
|
$ |
1,018.14 |
|
Noah Wise
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
7 |
|
|
|
2 |
|
|
|
9 |
|
| Total assets of above accounts (millions) |
|
$ |
6,790.12 |
|
|
$ |
188.58 |
|
|
$ |
1,082.87 |
|
|
|
|
| performance based fee accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
| I manage the following types of accounts: |
|
Other Registered
Investment
Companies |
|
|
Other Pooled
Investment Vehicles |
|
|
Other Accounts |
|
| Number of above accounts |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
| Total assets of above accounts (millions) |
|
$ |
0.00 |
|
|
$ |
0.00 |
|
|
$ |
0.00 |
|
MATERIAL CONFLICTS OF INTEREST
The Portfolio Managers face inherent conflicts of interest in
their day-to-day management of the Funds and other accounts because the Funds may have different investment objectives, strategies and risk profiles than the
other accounts managed by the Portfolio Managers. For instance, to the extent that the Portfolio Managers manage accounts with different investment strategies than the Funds, they may from time to time be inclined to purchase securities, including
initial public offerings, for one account but not for a Fund. Additionally, some of the accounts managed by the Portfolio Managers may have different fee structures, including performance fees, which are or have the potential to be higher or lower,
in some cases significantly higher or lower, than the fees paid by the Funds. The differences in fee structures may provide an incentive to the Portfolio Managers to allocate more favorable trades to the higher-paying accounts.
To minimize the effects of these inherent conflicts of interest, the Sub-Adviser has adopted and implemented
policies and procedures, including brokerage and trade allocation policies and procedures, that it believes address the potential conflicts associated with managing portfolios for multiple clients and are designed to ensure that all clients are
treated fairly and equitably. Accordingly, security block purchases are allocated to all accounts with similar objectives in a fair and equitable manner. Furthermore, the Sub-Adviser has adopted a
Code of Ethics under Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Investment Advisers Act of1940 (the “Advisers Act”) to address
potential conflicts associated with managing the Funds and any personal accounts the Portfolio Managers may maintain.
Allspring Investments
Allspring Global Investments, LLC (“Allspring Investments”) Portfolio Managers often provide investment management for separate accounts advised in
the same or similar investment style as that provided to mutual funds. While management of multiple accounts could potentially lead to conflicts of interest over various issues such as trade allocation, fee disparities and research acquisition,
Allspring Investments has implemented policies and procedures for the express purpose of ensuring that clients are treated fairly and that potential conflicts of interest are minimized.
The Portfolio Managers face inherent conflicts of interest in
their day-to-day management of the Funds and other accounts because the Funds may have different investment objectives, strategies and risk profiles than the
other accounts managed by the Portfolio Managers. For instance, to the extent that the Portfolio Managers manage accounts with different investment strategies than the Funds, they may from time to time be inclined to purchase securities, including
initial public offerings, for one account but not for a Fund. Additionally, some of the accounts managed by the Portfolio Managers may have different fee structures, including performance fees, which are or have the potential to be higher or lower,
in some cases significantly higher or lower, than the fees paid by the Funds. The differences in fee structures may provide an incentive to the Portfolio Managers to allocate more favorable trades to the higher-paying accounts.
To minimize the effects of these inherent conflicts of interest, Allspring Investments has adopted and implemented policies and procedures, including
brokerage and trade allocation policies and procedures, that they believe address the potential conflicts associated with managing portfolios for multiple clients and are designed to ensure that all clients are treated fairly and equitably.
Accordingly, security block purchases are allocated to all accounts with similar objectives in a fair and equitable manner. Furthermore, Allspring Investments has adopted a Code of Ethics under
Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Investment Advisers Act of 1940 (the “Advisers Act”) to address potential conflicts
associated with managing the Funds and any personal accounts the Portfolio Managers may maintain.
COMPENSATION
The
Portfolio Managers were compensated by their employing sub-adviser from the fees the Adviser paid the Sub-Adviser using the following compensation
structure:
Allspring Investments
The compensation
structure for Allspring Investments’ Portfolio Managers includes a competitive fixed base salary plus variable incentives, payable annually and over a deferred period. Allspring Investments participates in third party investment management
compensation surveys for market-based compensation information to help support individual pay decisions and to ensure our compensation is aligned with the marketplace. In addition to surveys, Allspring Investments also considers prior professional
experience, tenure, seniority, and a Portfolio Manager’s team size, scope, and assets under management when determining his/her total compensation. In addition, Portfolio Managers who meet the eligibility requirements may participate in our
401(k) plan that features a limited matching contribution. Eligibility for and participation in this plan is on the same basis for all employees.
Allspring Investments’ investment incentive program plays an important role in aligning the interests of its Portfolio Managers, investment team members,
clients, and shareholders. Incentive awards for Portfolio Managers are determined based on a review of relative investment and business/team performance. Investment performance is generally evaluated for 1, 3, and 5 year performance results, with a
predominant weighting on the 3 and 5 year time periods, versus the relevant benchmarks and/or peer groups consistent with the investment style.
Once
determined, incentives are awarded to Portfolio Managers annually, with a portion awarded as annual cash and a portion awarded as a deferred incentive. The long-term portion of incentives generally carry
a pro-rated vesting schedule over a 3 year period. For many of its Portfolio Managers, Allspring Investments further requires a portion of their annual long-term award be allocated directly into each
strategy they manage through a deferred compensation vehicle. In addition, investment team members who are eligible for long term awards also have the opportunity to invest up to 100% of their awards into investment strategies they support (through
a deferred compensation vehicle).
As an independent firm, approximately 20% of Allspring Group Holdings, LLC (of which Allspring Investments is a
subsidiary) is owned by employees, including Portfolio Managers.
BENEFICIAL OWNERSHIP OF THE FUND
The following table shows for each Portfolio Manager the dollar value of the Fund beneficially owned by the Portfolio Manager as of October 31, 2023:
|
|
|
| Christopher Y Kauffman |
|
None |
| Chris Lee |
|
$100,001 and $500,000 |
| Michael Lee |
|
None |
| Alex Perrin |
|
None |
| Michael J Schueller |
|
None |
| Lauren van Biljon |
|
None |
| Noah Wise |
|
None |
ITEM 9. PURCHASES OF EQUITY SECURITIES
BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
(a) |
|
|
(b) |
|
|
(c) |
|
|
(d) |
|
|
|
|
|
|
| Period |
|
Total Number
of Shares
Purchased |
|
|
Average
Price Paid
per Share |
|
|
Total Number of
Shares Purchased as
Part of Publicly
Announced Plans
or Programs |
|
|
Maximum Number
of Shares that May
Yet Be Purchased
Under the Plans or
Programs |
|
| 11/1/2022 to 11/30/2022 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
2,737,991 |
|
| 12/1/2022 to 12/31/2022 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
2,737,991 |
|
| 1/1/2023 to 1/31/2023 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
1,402,608 |
|
| 2/1/2023 to 2/28/2023 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
1,402,608 |
|
| 3/1/2023 to 3/31/2023 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
1,402,608 |
|
| 4/1/2023 to 4/30/2023 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
1,402,608 |
|
| 5/1/2023 to 5/31/2023 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
1,402,608 |
|
| 6/1/2023 to 6/30/2023 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
1,402,608 |
|
| 7/1/2023 to 7/31/2023 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
1,402,608 |
|
| 8/1/2023 to 8/31/2023 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
1,402,608 |
|
| 9/1/2023 to 9/30/2023 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
1,402,608 |
|
| 10/1/2023 to 10/31/2023 |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
1,402,608 |
|
| Total |
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
1,402,608 |
|
On November 16, 2022, the Fund announced a renewal of its open-market share repurchase program (the “Buyback
Program”). Under the renewed Buyback Program, the Fund may repurchase up to 5% of its outstanding shares in open market transactions during the period beginning on January 1, 2023 and ending on December 31, 2023. The Fund’s Board
of Trustees has delegated to Allspring Funds Management, LLC, the Fund’s adviser, discretion to administer the Buyback Program, including the determination of the amount and timing of repurchases in accordance with the best interests of the
Fund and subject to applicable legal limitations.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees that have been
implemented since the registrant’s last provided disclosure in response to the requirements of this Item.
ITEM 11. CONTROLS AND PROCEDURES
(a) The President and Treasurer have concluded that the Allspring Multi-Sector Income Fund (the “Fund”) disclosure controls and procedures
(as defined in Rule 30a-3(c) under the Investment Company Act of 1940) provide reasonable assurances that material information relating to the Fund is made known to them by the appropriate persons
based on their evaluation of these controls and procedures as of a date within 90 days of the filing of this report.
(b) There were no significant
changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the period covered by this
report that materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
ITEM 12. DISCLOSURES OF SECURITIES LENDING ACTIVITES
FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
Not applicable.
ITEM 13. EXHIBITS
(a)(1) Code
of Ethics.
(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2022.
(a)(3) Not applicable.
(a)(4) Not applicable.
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2022.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
|
|
|
| Allspring Multi-Sector Income Fund |
|
|
| By: |
|
/s/ Andrew Owen |
|
|
Andrew Owen |
|
|
President |
|
| Date: December 27, 2023 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report
has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.
|
|
|
| Allspring Multi-Sector Income Fund |
|
|
| By: |
|
/s/ Andrew Owen |
|
|
Andrew Owen |
|
|
President |
|
| Date: December 27, 2023 |
|
|
| By: |
|
/s/ Jeremy DePalma |
|
|
Jeremy DePalma |
|
|
Treasurer |
|
| Date: December 27, 2023 |
Exhibit 13(a)(1)
Allspring Funds Trust
Allspring Master Trust
Allspring Variable Trust
Allspring Global Dividend Opportunity Fund
Allspring Income Opportunities Fund
Allspring Multi-Sector Income Fund
Allspring Utilities and High-Income Fund
Joint Code of Ethics for Principal Executive Officer and Senior Financial Officers
| I. |
Covered Officers / Purpose of the Code |
This Code of Ethics (“Code”) of Allspring Funds Trust, Allspring Master Trust and Allspring Variable Trust, Allspring Global Dividend
Opportunity Fund, Allspring Income Opportunities Fund, Allspring Multi-Sector Income Fund and Allspring Utilities and High Income Fund (collectively, the “Trusts” and each, “a Trust”) applies to each Trust’s Principal
Executive Officer, Principal Financial Officer and any other Trust officer’s listed on Exhibit A (the “Covered Officers”) for the purpose of promoting:
| |
• |
|
honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between
personal and professional relationships; |
| |
• |
|
full, fair, accurate, timely and understandable financial disclosure in reports and documents that a Trust files
with, or submits to, the Securities and Exchange Commission (“SEC”) and in other public communications made by the Trust; |
| |
• |
|
compliance with applicable laws and governmental rules and regulations; |
| |
• |
|
the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the
Code; and |
| |
• |
|
accountability for adherence to the Code. |
Each Covered Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as
well as apparent conflicts of interest.
| II. |
Covered Officers Should Handle Ethically Both Actual and Apparent Conflicts of Interest
|
Overview. A “conflict of interest” occurs when a Covered Officer’s private
interest interferes with the interests of, or his or her service to, a Trust. For example, a conflict of interest would arise if a Covered Officer, or a member of his or her family, receives improper personal benefits as a result of his or her
position with the Trust. Certain conflicts of interest arise out of the relationships between Covered Officers and the Trust and already are subject to conflict of interest provisions in the Investment Company Act of 1940 (“Investment Company
Act”) and the Investment Advisers Act of 1940 (“Investment Advisers Act”). For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Trust
because of their status as “affiliated persons” of the Trust. The compliance programs and procedures of the Trust and Allspring Funds Management, LLC (the “Adviser”) are designed to prevent, or identify and correct, violations of
these provisions. This Code does not, and is not intended to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code.
Although typically not presenting an opportunity for improper personal benefit, conflicts arise
from, or as a result of, the contractual relationship between the Trust and the Adviser, of which the Covered Officers are also officers or employees. As a result, this Code recognizes that the Covered Officers will, in the normal course of their
duties (whether formally for the Trust or for the Adviser, or for both), be involved in establishing policies and implementing decisions that will have different effects on the Adviser and the Trust. The participation of the Covered Officers in such
activities is inherent in the contractual relationship between the Trust and the Adviser and is consistent with the performance by the Covered Officers of their duties as officers of the Trust. Each Covered Officer recognizes that, as an officer of
a Trust, he or she has a duty to act in the best interests of the Trust and its shareholders. If a Covered Officer believes that his or her responsibilities as an officer or employee of the Adviser are likely to materially compromise his or her
objectivity or his or her ability to perform the duties of his or her role as an officer of the Trust, he or she should consult with the Chief Legal Officer. Under appropriate circumstances, a Covered Officer should also consider whether to present
the matter to the Board. In addition, it is recognized by the Trust’s Board of Trustees (“Board”) that the Covered Officers may also be officers or employees of one or more other investment companies covered by this or other codes.
Other conflicts of interest are covered by the Code, even if such conflicts of interest are not subject to provisions in the Investment
Company Act and the Investment Advisers Act. The following list provides examples of conflicts of interest under the Code, but Covered Officers should keep in mind that these examples are not exhaustive. The overarching principle is that the
personal interest of a Covered Officer should not be placed improperly before the interest of the Trust.
*
* * *
Each Covered Officer must:
| |
• |
|
not use his or her personal influence or personal relationships improperly to influence investment decisions or
financial reporting by a Trust whereby the Covered Officer would benefit personally to the detriment of the Trust; |
| |
• |
|
not cause the Trust to take action, or fail to take action, for the individual personal benefit of the Covered
Officer rather than the benefit of a Trust; |
| |
• |
|
not use material non-public knowledge of portfolio transactions made or
contemplated for the Trust to trade personally or cause others to trade personally in contemplation of the market effect of such transactions; |
| |
• |
|
not retaliate against any other Covered Officer or any employee of a Trust or its affiliated persons for reports
of potential violations that are made in good faith; and |
| |
• |
|
not engage in personal, business or professional relationships or dealings that would impair his or her
independence of judgment or adversely affect the performance of his or her duties in the best interests of the Trust and their shareholders. |
There are some conflict of interest situations that should always be approved in advance by the
Chief Legal Officer of the Trust (the “Chief Legal Officer”) if material. Examples of these include:
| |
• |
|
service as a director on the board of any public or private for-profit
company (provided, however, that a Covered Officer who is employed by another company (e.g., Allspring) may serve as a director of such company or any entity, controlling, controlled by, or under common control with, such company);
|
| |
• |
|
acquiring a financial interest in any company that provides services to the Trust (provided, however, that a
Covered Officer who is employed by another company (e.g., Allspring) may have an ownership interest in his or her employer or the employer’s parent company); |
| |
• |
|
the receipt of any entertainment or gifts from any person or company with which the Trust has current or
prospective business dealings unless such entertainment is business-related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety; |
| |
• |
|
any consulting or employment relationship with any of the Trust’s service providers, other than with the
primary employer of the Covered Officer; and |
| |
• |
|
a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Trust for
effecting portfolio transactions or for selling or redeeming shares, other than an interest arising from the Covered Officer’s primary employment, such as compensation or equity ownership. |
| III. |
Disclosure and Compliance |
Each Covered Officer should familiarize himself or herself with the disclosure requirements generally applicable to the Trust.
Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Trust to others, whether within or
outside the Trust, including to the Board and the Trust’s auditors, and to governmental regulators and self-regulatory organizations.
Each Covered Officer should, to the extent appropriate within his or her area of responsibility, consult with other officers and employees of
the Trust and the Adviser with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Trust files with, or submits to, the SEC and in other public communications made by the Trust.
It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules
and regulations.
Each Covered Officer should, consistent with his or her responsibilities, exercise appropriate supervision over and
assist relevant Trust service providers in developing financial information and other disclosure that complies with relevant law and presents information in a clear, comprehensible and complete manner.
Each Covered Officer is responsible for the accuracy of the records and reports that he or she is responsible for maintaining. The books and
records of the Trust shall meet the highest standards and accurately reflect the true nature of the transactions they record. The Covered Officers must not create false or misleading documents or accounting, financial or electronic records for any
purpose, and must not direct any other person to do so. If a Covered Officer becomes aware that information filed with the SEC or made available to the public contains any false or misleading information or omits to disclose necessary information,
he shall promptly report it to Chief Legal Officer for a determination as to what, if any, corrective action is necessary or appropriate.
No undisclosed or unrecorded account or fund shall be established for any purpose. No false or
misleading entries shall be made in a Trust’s books or records for any reason. No disbursement of a Trust’s assets shall be made without adequate supporting documentation or for any purpose other than as described in the Trust’s
documents or contracts.
A Trust will maintain and preserve for a period of not less than six (6) years from the date such action is
taken, the first two (2) years in an easily accessible place, a copy of the information or materials supplied to the Board: (i) that provided the basis for any amendment or waiver to this Code, and (ii) relating to any violation of
the Code and sanctions imposed for such violation, together with a written record of the approval or action taken by the Board.
| IV. |
Reporting and Accountability |
Each Covered Officer must:
| |
• |
|
upon adoption of the Code (or thereafter upon becoming a Covered Officer), affirm in writing (in the form
attached to this Code) to the Board that he or she has received, read, and understands the Code; |
| |
• |
|
annually thereafter affirm in writing (in the form attached to this Code) to the Board that he or she has
complied with the requirements of the Code; and |
| |
• |
|
notify the Chief Legal Officer of the Trust promptly if he or she knows of any violation of this Code. Failure to
do so is itself a violation of this Code. |
The Chief Legal Officer is responsible for applying this Code to specific
situations in which questions are presented under it and has the authority to interpret this Code in any particular situation. While the Chief Legal Officer in authorized to interpret this Code, an approval of a situation that is expressly
prohibited by this Code is deemed to be a “waiver” and can be approved only by the Board.
The Trust will follow these
procedures in investigating and enforcing this Code:
| |
• |
|
the Chief Legal Officer will take all appropriate action to investigate any potential violations reported to him
or her; |
| |
• |
|
if, after such investigation, the Chief Legal Officer believes that no violation has occurred, the Chief Legal
Officer is not required to take any further action; |
| |
• |
|
any matter that the Chief Legal Officer believes is a violation will be reported to the Board;
|
| |
• |
|
if the Board concurs that a violation has occurred, it will consider appropriate action, which may include review
of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the Adviser; or a recommendation to dismiss the Covered Officer; |
| |
• |
|
the Board will be responsible for granting waivers, as appropriate (a “waiver” is the approval of a
situation that is expressly prohibited by this Code); and |
| |
• |
|
any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules.
|
| V. |
Other Policies and Procedures |
This Code shall be the sole code of ethics adopted by the Trusts for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and
forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Trusts or the Adviser govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they
are superseded by this Code to the extent that they overlap or conflict with the provisions of this Code. The codes of ethics adopted by the Trusts and the Adviser under Rule 17j-1 under the Investment Company
Act are separate requirements applying to the Covered Officers and others, and are not part of this Code.
Any amendments to this Code, other than amendments to Exhibit A, must be approved or ratified by a majority vote of the Board, including a
majority of independent Trustees.
All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected
accordingly. Except upon request of the SEC or another regulatory agency, or as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than Board and its counsel.
The Code is intended solely for the internal use by each Trust and does not constitute an admission, by or on behalf of any Trust, as to any
fact, circumstance, or legal conclusion.
| IX. |
Disclosure of Code of Ethics to the Public |
Pursuant to Item 2(f) of Form N-CSR the registrant is required to disclose the Code of Ethics per one
of the methods listed below:
| |
(1) |
File with the Commission, pursuant to Item 13(a)(1), a copy of its code of ethics that applies to the
registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, as an exhibit to its annual report on this Form
N-CSR; |
| |
(2) |
Post the text of such code of ethics on its Internet website and disclose, in its most recent report on this
Form N- CSR, its Internet address and the fact that it has posted such code of ethics on its Internet website; or |
| |
(3) |
Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics and explain the manner in which such request may be made. |
| X. |
Interpretation of Code |
This Code will not be interpreted or applied in any manner that would violate the legal rights of any Covered Officer as an employee under
applicable law. For example, nothing in this Code or the Exhibits attached hereto prohibits or in any way restricts any Covered Officer from reporting possible violations of law or regulation to, otherwise communicating directly with, cooperating
with or providing information to any governmental or regulatory body or any self-regulatory organization or making other disclosures that are protected under applicable law or regulations of the SEC or any other governmental or regulatory body or
self-regulatory organization. A Covered Officer does not need prior authorization of the Trust or Adviser before taking any such action and is not required to inform the Trust or Adviser if he or she chooses to take such action.
Amended: January 31, 2022
Exhibit A
Persons Covered by the Code
Andrew Owen,
President of each Trust
Jeremy DePalma, Treasurer of each Trust
Exhibit A amended: January 31, 2022
Exhibit 13(a)(2)
CERTIFICATION
I, Andrew Owen, certify that:
1. I have reviewed this report on
Form N-CSR of Allspring Multi-Sector Income Fund;
2. Based on my knowledge, this report does not
contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this
report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material
respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined
in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the
Investment Company Act of 1940) for the registrant and have:
a) designed such disclosure controls and procedures or caused such disclosure
controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the
period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control
over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted
accounting principles;
c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this
report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing of this report based on such evaluation; and
d) disclosed in this report any change in the registrant’s internal controls over financial reporting that occurred during the period
covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officers and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s
Board of Trustees (or persons performing the equivalent functions):
a) all significant deficiencies and material weaknesses in the design
or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s
internal controls over financial reporting.
Date: December 27, 2023
|
| /s/ Andrew Owen |
| Andrew Owen President |
| Allspring Multi-Sector Income Fund |
CERTIFICATION
I, Jeremy DePalma, certify that:
1. I have reviewed this report
on Form N-CSR of Allspring Multi-Sector Income Fund;
2. Based on my knowledge, this report does not
contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this
report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material
respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined
in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the
Investment Company Act of 1940) for the registrant and have:
a) designed such disclosure controls and procedures or caused such disclosure
controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the
period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control
over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted
accounting principles;
c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this
report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing of this report based on such evaluation; and
d) disclosed in this report any change in the registrant’s internal controls over financial reporting that occurred during the period
covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5. The registrant’s other certifying officers and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s
Board of Trustees (or persons performing the equivalent functions):
a) all significant deficiencies and material weaknesses in the design
or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s
internal controls over financial reporting.
Date: December 27, 2023
|
| /s/ Jeremy DePalma |
| Jeremy DePalma |
| Treasurer |
| Allspring Multi-Sector Income Fund |
Exhibit 13(b)
SECTION 906 CERTIFICATION
Pursuant to 18 U.S.C. § 1350, the undersigned officer of Allspring Multi-Sector Income Fund (the “Fund”), hereby
certifies, to the best of his knowledge, that the Fund’s report on Form N-CSR for the year ended October 31, 2023 (the “Report”) fully complies with the requirements of
Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.
Date: December 27, 2023
|
|
|
| By: |
|
/s/ Andrew Owen |
|
|
Andrew Owen |
|
|
President |
|
|
Allspring Multi-Sector Income Fund |
This certification is being furnished to the Securities and Exchange Commission pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, and 18 U.S.C. Section 1350 and is not being filed as part of the Form N-CSR with
the Securities and Exchange Commission.
SECTION 906 CERTIFICATION
Pursuant to 18 U.S.C. § 1350, the undersigned officer of Allspring Multi-Sector Income Fund (the “Fund”), hereby
certifies, to the best of his knowledge, that the Fund’s report on Form N-CSR for the year ended October 31, 2023 (the “Report”) fully complies with the requirements of
Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.
Date: December 27, 2023
|
|
|
| By: |
|
/s/ Jeremy DePalma |
|
|
Jeremy DePalma |
|
|
Treasurer |
|
|
Allspring Multi-Sector Income Fund |
This certification is being furnished to the Securities and Exchange Commission pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, and 18 U.S.C. Section 1350 and is not being filed as part of the Form N-CSR with
the Securities and Exchange Commission.
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