Sec Form 13D Filing - Saba Capital Management L.P. filing for BlackRock Innovation & Growth Term Trust (BIGZ) - 2023-12-26

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D/A

 

Under the Securities Exchange Act of 1934

(Amendment No. 15)*

 

BlackRock Innovation & Growth Term Trust

(Name of Issuer)

 

Common Shares, $0.001 par value

(Title of Class of Securities)

 

09260Q108

(CUSIP Number)

Saba Capital Management, L.P.

405 Lexington Avenue

58th Floor

New York, NY 10174

Attention: Michael D'Angelo

(212) 542-4635

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

December 22, 2023

(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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [ ]

(Page 1 of 7 Pages)

______________________________

* 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 on 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).



1

NAME OF REPORTING PERSON

Saba Capital Management, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☐

3

SEC USE ONLY

4

SOURCE OF FUNDS

OO (see Item 3)

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

6

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:

7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

43,759,402

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

43,759,402

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

43,759,402

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

19.50%

14

TYPE OF REPORTING PERSON

PN; IA

       

The percentages used herein are calculated based upon 226,909,123 shares of common stock outstanding as of 6/30/23, as disclosed in the company's N-CSRS filed 9/1/23


1

NAME OF REPORTING PERSON

Boaz R. Weinstein

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☐

3

SEC USE ONLY

4

SOURCE OF FUNDS

OO (see Item 3)

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

6

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:

7

SOLE VOTING POWER

1

8

SHARED VOTING POWER

43,759,402

9

SOLE DISPOSITIVE POWER

1

10

SHARED DISPOSITIVE POWER

43,759,402

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

43,759,403

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

19.50%

14

TYPE OF REPORTING PERSON

IN

       

The percentages used herein are calculated based upon 226,909,123 shares of common stock outstanding as of 6/30/23, as disclosed in the company's N-CSRS filed 9/1/23


1

NAME OF REPORTING PERSON

Saba Capital Management GP, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☐

3

SEC USE ONLY

4

SOURCE OF FUNDS

OO (see Item 3)

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

6

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:

7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

43,759,402

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

43,759,402

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

43,759,402

12

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

19.50%

14

TYPE OF REPORTING PERSON

OO

       

The percentages used herein are calculated based upon 226,909,123 shares of common stock outstanding as of 6/30/23, as disclosed in the company's N-CSRS filed 9/1/23



Item 1.

SECURITY AND ISSUER

 

 

 

This Amendment No. 15 amends and supplements the statement on Schedule 13D filed with the SEC on 3/16/23, as amended by Amendment No. 1 filed 3/24/23, Amendment No. 2 filed 4/28/23, Amendment No. 3 filed 6/1/23, Amendment No. 4 filed 6/30/23, Amendment No. 5 filed 8/25/23, Amendment No. 6 filed 9/26/23, Amendment No. 7 filed 10/11/23, Amendment No. 8 filed 10/23/23, Amendment No. 9 filed 11/2/23, Amendment No. 10 filed 11/13/23, Amendment No. 11 filed 11/22/23, Amendment No. 12 filed 12/5/23, Amendment No. 13 filed 12/11/23 and Amendment No. 14 filed 12/12/23; with respect to the common shares of BlackRock Innovation & Growth Term Trust. This Amendment No. 15 amends Items 3, 4, 5 and 7 as set forth below.

 

 

Item 3.

SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

 

 

 

Funds for the purchase of the Common Shares were derived from the subscription proceeds from investors and the capital appreciation thereon and margin account borrowings made in the ordinary course of business.  In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the account, which may exist from time to time.  Since other securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the Common Shares reported herein. A total of approximately $317,993,219 was paid to acquire the Common Shares reported herein.


Item 4.

PURPOSE OF TRANSACTION 

Item 4 is hereby amended and supplemented as follows: 

On December 22, 2023, Saba Capital, on behalf of Saba Capital Master Fund, Ltd., sent a letter to the Issuer containing a shareholder proposal under Rule 14a-8, for presentation to the Issuer's shareholders at the Issuer's 2024 annual meeting of shareholders, to terminate the management agreement between the Issuer and BlackRock Advisors, LLC (such letter, the "Management Agreement Termination Proposal Letter"). 

The foregoing summary of the Management Agreement Termination Proposal Letter does not purport to be complete and is qualified in its entirety by reference to the full text of the Management Agreement Termination Proposal Letter, a copy of which is attached as Exhibit 3 and is incorporated by reference herein.  





Item 5.

INTEREST IN SECURITIES OF THE ISSUER

   

(a)

See rows (11) and (13) of the cover pages to this Schedule 13D/A for the aggregate number of Common Shares and percentages of the Common Shares beneficially owned by each of the Reporting Persons.  The percentages used herein are calculated based upon 226,909,123 shares of common stock outstanding as of 6/30/23, as disclosed in the company's N-CSRS filed 9/1/23

 

 

(b)

See rows (7) through (10) of the cover pages to this Schedule 13D/A for the number of Common Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.

 

 

(c)

The transactions in the Common Shares effected since the Schedule 13D/A filing on 12/12/23 by the Reporting Persons, which were all in the open market, are set forth in Schedule A, and are incorporated herein by reference.

 

 

(d)

The funds and accounts advised by Saba Capital have the right to receive the dividends from and proceeds of sales from the Common Shares.

 

 

(e)

Not applicable.

   

Item 7.

MATERIAL TO BE FILED AS EXHIBITS

   

Exhibit 3:

Management Agreement Termination Proposal Letter.




SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date:  December 26, 2023

 

SABA CAPITAL MANAGEMENT, L.P. 

By:  /s/ Michael D'Angelo

 

Name: Michael D'Angelo

Title: Chief Compliance Officer

 

 

 

 

 

SABA CAPITAL MANAGEMENT GP, LLC 

By:  /s/ Michael D'Angelo

Name: Michael D'Angelo

Title: Authorized Signatory

 

BOAZ R. WEINSTEIN 

By:  /s/ Michael D'Angelo

 

Name: Michael D'Angelo

 

Title: Attorney-in-fact*

 

* Pursuant to a power of attorney dated as of November 16, 2015, which is incorporated herein by reference to Exhibit 2 to the Schedule 13G filed by the Reporting Persons on December 28, 2015, accession number: 0001062993-15-006823 

 


Schedule A

This Schedule sets forth information with respect to each purchase and sale of Common Shares which were effectuated by Saba Capital since the filing of the Schedule 13D/A on 12/12/23. All transactions were effectuated in the open market through a broker.

Trade Date

Buy/Sell

Shares

Price

12/12/2023

Buy

285,480

  7.37

12/13/2023

Buy

247,405

  7.38

12/14/2023

Buy

642,588

  7.61

12/15/2023

Buy

54,215

  7.57

12/18/2023

Buy

435,404

  7.51

12/19/2023

Buy

716,024

  7.63

12/20/2023

Buy

303,292

  7.65