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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | |||
| 1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| WELLS FARGO & COMPANY/MN 420 MONTGOMERY STREET SAN FRANCISCO, CA 94104 |
 |  X |  |  |
| WFC HOLDINGS CORP 420 MONTGOMERY STREET SAN FRANCISCO, CA 94104 |
 |  X |  |  |
| WELLS FARGO & COMPANY, /s/ Lori Ward | 09/11/2018 | |
| **Signature of Reporting Person | Date | |
| WFC HOLDINGS, LLC, /s/ Arthur C. Evans | 09/11/2018 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | The Auction-Rate Preferred Shares of the Issuer ("Shares") reported in Table I (CUSIP Nos: 72201C208 and 72201C307) represent 964 Shares beneficially owned by WFC Holdings, LLC ("WFC Holdings") and an additional 6 Shares beneficially owned by EVEREN Capital Corporation ("EVEREN"). WFC Holdings and EVEREN are wholly owned subsidiaries of Wells Fargo & Company ("Wells Fargo"). For the purposes of this filing, all series of Shares identified in Item 1 of Table I are treated herein as one class of securities. The shareholdings identified in Table I and in this footnote reflect the number of Shares held by the reporting persons as of the date of this Form 3. This Form 3 was not timely filed to reflect the reporting persons' aggregate beneficial ownership of more than 10% of the Shares, which first occurred as of the date stated in Item 2 above, and subsequent Forms 4 were also not timely filed to reflect changes in the reporting persons' beneficial ownership. |
| (2) | This statement is jointly filed by Wells Fargo and WFC Holdings. Wells Fargo holds an indirect interest in the Shares listed in Table I by virtue of its indirect ownership of its subsidiary, EVEREN, and direct ownership of its subsidiary, WFC Holdings. |
| (3) | Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the US Securities Exchange Act of 1934 or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer. |