SEC Form 4 · accession 0001398344-16-013789
Virtus Total Return Fund · DCA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Phillip Goldstein
10% Owner · Other
Opportunity Income Plus LP
10% Owner · Other
Full Value Offshore Fund, Ltd.
10% Owner · Other
Period of report
May 25, 2016
Accepted (ET)
May 27, 2016 · 11:38 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001310445
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3,F4 | May 25, 2016 | P | 100 | $4.28 | A | 129,843 | D | |
| Common StockF1,F2,F3,F5 | holding | — | — | — | 288,662 | D | ||
| Common StockF1,F2,F3,F6 | holding | — | — | — | 20,196 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This Form 4 is filed jointly by Opportunity Partners, LP, Calapasas West Partners, LP, Full Value Special Situations Fund, LP, Full Value Partners, LP, Steady Gain Partners, LP, Mercury Partners, LP, Bulldog Investors General Partnership, MCM Opportunity Partners, LP, Full Value Offshore Fund, Ltd., Opportunity Income Plus Fund, LP, and Phillip Goldstein (collectively, the "Reporting Persons"). To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the first of two related reports related to the same transaction(s) for the Section 13(d) group being filed with the Securities and Exchange Commission.
- F2Each Reporting Person is a member of a Section 13(d) group that owns in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock, as disclosed in an amended Schedule 13D, filed on behalf of the Reporting Persons and certain other beneficial owners of the Issuer's stock on May 23, 2016. As such, each Reporting Person may be deemed to beneficially own more than 10% of the Issuer's outstanding shares of Common Stock.
- F3Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.
- F4Shares of Common Stock beneficially owned by Full Value Offshore Fund, Ltd.
- F5Shares of Common Stock beneficially owned by Opportunity Income Plus Fund, LP.
- F6Shares of Common Stock beneficially owned by Phillip Goldstein. Mr. Goldstein is an owner of Bulldog Investors, LLC, an investment adviser registered with the Securities and Exchange Commission, and as a result may be deemed to have a beneficial interest in certain shares of Common Stock of the Issuer indirectly owned by Bulldog Investors, LLC. Such holdings are included in a separate Form 4 filed on behalf of Bulldog Investors, LLC. Mr. Goldstein disclaims beneficial interest in such shares reported by Bulldog Investors, LLC, except to the extent of any pecuniary interest therein.