Sec Form 13D Filing - MetLife Investment Management LLC filing for Neuberger Berman High Yield Strategies Fund Inc. (NHS) - 2020-10-27

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. n/a )*

NEUBERGER BERMAN HIGH YIELD STRATEGIES FUND INC.

(Name of Issuer)

Mandatory Redeemable Preferred Shares Series C

(TITLE OF CLASS OF SECURITIES)

64128C 4*4

(CUSIP Number)

MetLife Investment Management, LLC

One MetLife Way

Whippany, New Jersey 07981

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

                                         August 4, 2020                                

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [ ].

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 64128C 4*4

*The Reporting Persons are filing this Schedule 13D jointly, as they may be considered a “group” under Section 13(d)(3) of the Act. However, neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that such a group exists.

SCHEDULE 13D

CUSIP No. 64128C 4*4

*The Reporting Persons are filing this Schedule 13D jointly, as they may be considered a “group” under Section 13(d)(3) of the Act. However, neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that such a group exists.

SCHEDULE 13D

CUSIP No. 64128C 4*4

*The Reporting Persons are filing this Schedule 13D jointly, as they may be considered a “group” under Section 13(d)(3) of the Act. However, neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that such a group exists.

SCHEDULE 13D

CUSIP No. 64128C 4*4

*The Reporting Persons are filing this Schedule 13D jointly, as they may be considered a “group” under Section 13(d)(3) of the Act. However, neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that such a group exists.

This Statement on Schedule 13D (this “Statement”) relates to the purchase of mandatory redeemable preferred shares, Series C (“MRP Shares”) of Neuberger Berman High Yield Strategies Fund Inc. (the “Issuer”). This Statement is being filed by the Reporting Persons (as defined below) as a result of the purchase of the MRP Shares by Metropolitan Life (as defined below), MetLife Reinsurance (as defined below) and Metropolitan Tower (as defined below) pursuant to the Master Securities Agreement dated August 3, 2020 (the “Agreement”), among the Issuer, Metropolitan Life, MetLife Reinsurance and Metropolitan Tower for an aggregate purchase price of $95,000,000 (the “Transaction”). The Issuer’s principal executive offices are located at 1290 Avenue of the Americas, New York, New York 10104.

(a) This Statement is being filed on behalf of each of the following persons (collectively, the “Reporting Persons”):

This Statement relates to the MRP Shares that were purchased for the account of Metropolitan Life, MetLife Reinsurance and Metropolitan Tower.

(b) The address of the principal business office of MetLife Investment Management is:

One MetLife Way

Whippany, New Jersey 07981

The address of the principal business office of Metropolitan Life is:

200 Park Avenue

New York, New York 10166

The address of the principal business office of MetLife Reinsurance is:

200 Park Avenue

New York, New York 10166

The address of the principal business office of Metropolitan Tower is:

200 Park Avenue

New York, New York 10166

MetLife Investment Management is wholly owned by MetLife Investment Management Holdings, LLC; however, MetLife Investment Management Holdings, LLC neither controls, nor has the power to control,

the investment decisions that MetLife Investment Management makes for Metropolitan Life, MetLife Reinsurance and Metropolitan Tower and expressly disclaims beneficial ownership of the shares.

(c) MetLife Investment Management Holdings, LLC and its subsidiaries provide global financial services and insurance products. The principal business of MetLife Investment Management is to provide investment management for the MetLife, Inc. insurance subsidiaries and third party institutional clients.

(d) Not applicable.

(e) Not applicable.

(f) Information concerning each executive officer, director and controlling person (the “Listed Persons”) of the Reporting Persons is listed on Schedule I attached hereto, and is incorporated by reference herein. To the knowledge of the Reporting Persons, all of the Listed Persons are citizens of the United States, other than as otherwise specified on Schedule I hereto.

The aggregate amount of funds used by the Reporting Persons to purchase the securities reported herein was approximately $95,000,000. The source of funds was the working capital of the Reporting Persons.

(a) Metropolitan Life, MetLife Reinsurance and Metropolitan Tower purchased the MRP Shares for investment purposes in the ordinary course of business and not with the intent to control the Issuer. Metropolitan Life, MetLife Reinsurance and Metropolitan Tower acquired the MRP Shares directly from the Issuer pursuant to the Agreement.

Except to the extent the information provided herein may be deemed a plan or proposal, the Reporting Persons have no plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (a) through (j), inclusive, of the instructions to Item 4 of the Schedule 13D. The Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto.

(a) - (b) The responses of the Reporting Persons to Rows (7) through (11) of the cover pages of this Statement are incorporated herein by reference.

This is a joint filing among the Reporting Persons. As a result of the Transaction, the MRP Shares represent 28.00% of the voting securities of the Issuer, which percentage is based on 19,540,585 outstanding common shares, according to information shared by the Issuer in its proxy statement for the annual meeting of stockholders to be held on October 29, 2020. Pursuant to the terms of the Articles Supplementary Creating and Fixing the Rights of the MRP Shares, which are on file with the Maryland Secretary of State and are incorporated by reference herein, the holders of the MRP Shares are entitled to one vote for each MRP Share held by such holder on each matter submitted to a vote of stockholders of the Issuer, and the holders of outstanding shares of preferred stock, including the MRP Shares, and

the holders of outstanding shares of common stock vote together as a single class with respect to such matters; provided, however, that, at any meeting of the stockholders of the Issuer held for the election of directors, the holders of outstanding shares of preferred stock, including the MRP Shares, shall be entitled, as a class, to the exclusion of the holders of all other securities and classes of shares of stock of the Issuer, to elect two directors of the Issuer. The Reporting Persons do not take any responsibility for the accuracy of the information as to the amount of outstanding shares of common stock upon which the foregoing percentage is calculated.

MetLife Investment Management serves as investment adviser to Metropolitan Life, MetLife Reinsurance and Metropolitan Tower and shares voting and investment power with respect to the MRP Shares referenced herein but disclaims beneficial ownership as to such MRP Shares.

(c) The responses of the Reporting Persons in Item 3 and Item 4 are incorporated herein by reference.

(d) No other person is known by the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, MRP Shares that may be deemed to be beneficially owned by the Reporting Persons.

(e) Not applicable.

The responses of the Reporting Persons to Item 4 and Item 5 are incorporated herein by reference.

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: October 27, 2020

LIST OF EXHIBITS

SCHEDULE I

EXECUTIVE OFFICERS AND DIRECTORS OF

REPORTING PERSONS

The following sets forth the name and present principal occupation of each executive officer and director of MetLife Investment Management, LLC. The business address of each of the executive officers and directors of MetLife Investment Management, LLC is One MetLife Way Whippany, New Jersey 07981.

The following sets forth the name and present principal occupation of each executive officer and director of Metropolitan Life Insurance Company. The business address of each of the executive officers and directors of Metropolitan Life Insurance Company is 200 Park Avenue, New York, New York 10166.

Metropolitan Life Insurance Company

Executive Officers and Directors

Glenn R. Hubbard, Director

Cheryl W. Grisé, Director

Carlos M. Gutierrez, Director

Gerald L. Hassell, Director

David L. Herzog, Director

Edward J. Kelly III, Director

William E. Kennard, Director

Michel A. Khalaf, Director

Catherine R. Kinney, Director

Diana L. McKenzie, Director

Denise M. Morrison, Director

Mark A. Weinberger, Director

Michel A. Khalaf, President and Chief Executive Officer

Marlene Debel, Executive Vice President and Chief Risk Officer

Stephen W. Gauster, Executive Vice President and General Counsel

Steven J. Goulart, Executive Vice President and Chief Investment Officer

Esther Lee, Executive Vice President, Global Chief Marketing Officer

John D. McCallion, Executive Vice President, Chief Financial Officer

Bill Pappas, Executive Vice President and Head of Global Technology and Operations

Susan Podlogar, Executive Vice President and Chief Human Resources Officer

Ramy Tadros, President, U.S. Business

The following sets forth the name and present principal occupation of each executive officer and director of MetLife Reinsurance Company of Charleston. The business address of each of the executive officers and directors of MetLife Reinsurance Company of Charleston is 200 Park Avenue, New York, New York 10166.

MetLife Reinsurance Company of Charleston

The following sets forth the name and present principal occupation of each executive officer and director of Metropolitan Tower Life Insurance Company. The business address of each of the executive officers and directors of Metropolitan Tower Life Insurance Company is 200 Park Avenue, New York, New York 10166.

Metropolitan Tower Life Insurance Company