Annual Report March 31, 2022
Eaton Vance
National Municipal Opportunities Trust
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Management’s Discussion of Fund Performance†
Economic and Market Conditions
For the first three months of the 12-month period that began
April 1, 2021, municipal and U.S. Treasury yields rose and bond prices declined in anticipation of rising economic growth, driven by new federal stimulus and progress on COVID-19 vaccinations. In late spring and early summer, high year-over-year
inflation numbers put further upward pressure on interest rates, as investors worried the U.S. Federal Reserve (the Fed) might need to raise rates to tame inflation.
By July, however, the emergence of a new, more contagious Delta
variant of COVID-19 threatened the U.S. economic rebound and diminished inflation concerns. Investors again turned to U.S. Treasurys and municipal bonds as relatively safe-haven assets, leading bond prices to rise and interest rates to fall in
July.
From August through October, fixed income markets
reversed direction again. Bond prices declined due, in part, to anticipation that the Fed would begin tapering its monthly bond purchases, which had helped hold interest rates down through much of the pandemic.
In the closing months of 2021, the Fed confirmed that tapering
would begin in November and accelerate in the months to come. The reduction of monetary stimulus put additional upward pressure on shorter term interest rates, as did the passage of President Biden’s infrastructure bill. Additionally, as the
Fed issued more hawkish monetary statements, Treasury rates rose in December against the backdrop of inflationary concerns and potential interest rate hikes. Municipal bond rates, however, were nearly unchanged during the month.
But as the new year began, municipal investors appeared to
reevaluate the twin threats of inflation and projected rate hikes. When the Russian Federation — a significant energy supplier for much of the world and especially Europe — began massing troops on its border with Ukraine, the threat and
the subsequent reality of a prolonged war in Europe sent shock waves through markets worldwide and exacerbated energy price inflation.
As markets began to recognize the potential for the Fed to
raise interest rates at every policy meeting in 2022 to combat inflation, municipal bond mutual funds — which had reported net inflows for all but one week of 2021 — recorded 12 weeks of outflows in early 2022. In what would turn out to
be the worst quarter for municipal bonds since the 1980s, the Bloomberg Municipal Bond Index, a broad measure of the municipal bond market, declined 6.23% in the first three months of the year.
For the one-year period as a whole, the municipal bond yield
curve experienced a “bear market flattening,” in which interest rates rose across the curve, but more so at the shorter-maturity end of the curve. The Bloomberg Municipal Bond Index returned (4.47)% during the period. While municipal
bonds modestly outperformed U.S. Treasurys in the short end of the yield curve — maturities of 5 years or less — municipals underperformed Treasurys in the middle and long end of the curve — maturities of about 10 years and 30
years, respectively.
Fund Performance
For the 12-month period ended March 31, 2022, Eaton Vance
National Municipal Opportunities Trust (the Fund) returned (4.36)% at net asset value of its common shares (NAV), outperforming the (4.47)% return of the Bloomberg Municipal Bond Index (the Index).
The Fund’s primary investment objective is to provide
current income exempt from federal income tax. Capital appreciation is a secondary objective. While the Fund invests primarily in municipal obligations that are investment grade quality (rated Baa/BBB or higher by Moody’s, S&P, or Fitch),
the Fund may invest up to 30% of its assets in municipal obligations rated below investment grade.
Contributors to Fund performance versus the Index during the
period included security selections in the health care sector; security selections in bonds with 22 or more years remaining to maturity; and an overweight position, relative to the Index, in bonds rated BBB and below, during a period when BBB-rated
bonds were the best-performing credit rating category in the Index.
In contrast, detractors from Fund performance versus the Index
included security selections in the transportation sector; security selections and an overweight position in zero-coupon bonds, which were the worst-performing coupon structure in the Index during the period; and the Fund’s use of
leverage.
Management employs leverage through investments
in residual interest bonds to seek to enhance the Fund’s tax-exempt income. The use of leverage has the effect of achieving additional exposure to the municipal market, magnifying the Fund’s exposure to its underlying investments in both
up and down markets. During this period of negative performance by the municipal market, leverage detracted from Fund performance relative to the Index, which does not employ leverage.
See Endnotes and
Additional Disclosures in this report.
Past performance
is no guarantee of future results. Returns are historical and are calculated net of management fees and other expenses by determining the percentage change in net asset value (NAV) or market price (as applicable) with all distributions reinvested in
accordance with the Fund’s Dividend Reinvestment Plan. Furthermore, returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the sale of Fund shares. Performance at market price will differ
from performance at NAV due to variations in the Fund’s market price versus NAV, which may reflect factors such as fluctuations in supply and demand for Fund shares, changes in Fund distributions, shifting market expectations for the
Fund’s future returns and distribution rates, and other considerations affecting the trading prices of closed-end funds. Investment return and principal value will fluctuate so that shares, when sold, may be worth more or less than their
original cost. Performance for periods less than or equal to one year is cumulative. Performance is for the stated time period only; due to market volatility, current Fund performance may be lower or higher than the quoted return. For performance as
of the most recent month-end, please refer to eatonvance.com.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Performance
Portfolio Manager(s) Cynthia J.
Clemson and William J. Delahunty, Jr., CFA
%
Average Annual Total Returns1,2 |
Inception
Date |
One
Year |
Five
Years |
Ten
Years |
Fund
at NAV |
05/29/2009
|
(4.36)%
|
3.00%
|
4.16%
|
Fund
at Market Price |
—
|
(12.33)
|
2.10
|
3.54
|
|
Bloomberg
Municipal Bond Index |
—
|
(4.47)%
|
2.52%
|
2.88%
|
%
Premium/Discount to NAV3 |
|
|
(5.08)%
|
Distributions
4 |
|
Total
Distributions per share for the period |
$0.753
|
Distribution
Rate at NAV |
3.74%
|
Taxable-Equivalent
Distribution Rate at NAV |
6.31
|
Distribution
Rate at Market Price |
3.94
|
Taxable-Equivalent
Distribution Rate at Market Price |
6.65
|
%
Total Leverage5 |
|
Residual
Interest Bond (RIB) Financing |
5.90%
|
Growth of $10,000
This graph shows the change in value of a hypothetical
investment of $10,000 in the Fund for the period indicated. For comparison, the same investment is shown in the indicated index.
See Endnotes and Additional Disclosures in this report.
Past performance is no guarantee of future results. Returns are
historical and are calculated net of management fees and other expenses by determining the percentage change in net asset value (NAV) or market price (as applicable) with all distributions reinvested in accordance with the Fund’s Dividend
Reinvestment Plan. Furthermore, returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the sale of Fund shares. Performance at market price will differ from performance at NAV due to variations
in the Fund’s market price versus NAV, which may reflect factors such as fluctuations in supply and demand for Fund shares, changes in Fund distributions, shifting market expectations for the Fund’s future returns and distribution rates,
and other considerations affecting the trading prices of closed-end funds. Investment return and principal value will fluctuate so that shares, when sold, may be worth more or less than their original cost. Performance for periods less than or equal
to one year is cumulative. Performance is for the stated time period only; due to market volatility, current Fund performance may be lower or higher than the quoted return. For performance as of the most recent month-end, please refer to
eatonvance.com.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Credit
Quality (% of total investments)*,** |
*
|
For
purposes of the Fund’s rating restrictions, ratings are based on Moody’s Investors Service, Inc. (“Moody’s”), S&P Global Ratings (“S&P”) or Fitch Ratings (“Fitch”), as applicable. If
securities are rated differently by the ratings agencies, the highest rating is applied. Ratings, which are subject to change, apply to the creditworthiness of the issuers of the underlying securities and not to the Fund or its shares. Credit
ratings measure the quality of a bond based on the issuer’s creditworthiness, with ratings ranging from AAA, being the highest, to D, being the lowest based on S&P’s measures. Ratings of BBB or higher by S&P or Fitch (Baa or
higher by Moody’s) are considered to be investment-grade quality. Credit ratings are based largely on the ratings agency’s analysis at the time of rating. The rating assigned to any particular security is not necessarily a reflection of
the issuer’s current financial condition and does not necessarily reflect its assessment of the volatility of a security’s market value or of the liquidity of an investment in the security. Holdings designated as “Not Rated”
(if any) are not rated by the national ratings agencies stated above. |
**
|
The
chart includes the municipal bonds held by a trust that issues residual interest bonds, consistent with the Portfolio of Investments. |
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
The Fund's Investment
Objectives, Principal Strategies and Principal Risks‡
Investment Objectives. The Fund’s
primary investment objective is to provide current income exempt from federal income tax. Capital appreciation is a secondary objective.
Principal Strategies. During
normal market conditions, the Fund will invest at least 80% of its gross assets in debt obligations issued by or on behalf of states, territories and possessions of the United States, including the District of Columbia, and their political
subdivisions, agencies or instrumentalities, the interest on which is exempt from regular federal income tax (“municipal obligations”). For purposes of this 80% policy, municipal obligations will include investments in residual interest
bonds whose interest is exempt from regular federal income tax.
During normal market conditions, at least 70% of the
Fund’s investments in municipal obligations will be investment grade quality at time of investment. A municipal obligation is considered investment grade quality if it is either (i) rated within the four highest ratings categories by at least
one nationally recognized statistical rating organization (a “Rating Agency”), which are those rated Baa or higher by Moody’s Investors Service, Inc. (“Moody’s”) or BBB or higher by Standard & Poor’s
Ratings Services (“S&P”) or Fitch Ratings (“Fitch”), or (ii) an unrated municipal obligation that the Fund’s investment adviser considers to be of investment grade quality. If a municipal obligation is rated
differently by two or more Rating Agencies, the Fund will use the higher of such ratings (the “Municipal Obligation Rating”). If a municipal obligation is insured, the Fund will use the higher of the Municipal Obligation Rating or the
insurance issuer’s rating. Securities rated in the fourth highest category (i.e., Baa by Moody’s or BBB by S&P or Fitch) are considered investment grade quality, but may have speculative characteristics.
Up to 30% of the Fund’s investments in municipal
obligations may be below investment grade quality at time of investment. A municipal obligation is considered below investment grade quality if it is either (i) rated below investment grade by a Rating Agency, or (ii) an unrated municipal obligation
that the Fund’s investment adviser considers to be of comparable quality. Municipal obligations of below investment grade quality (commonly referred to as “junk” bonds) involve special risks as compared to municipal obligations of
investment grade quality. These risks include greater sensitivity to a general economic downturn, greater market price volatility and less secondary market trading. The Fund may invest in below investment grade municipal obligations of any quality.
This means that the Fund’s investments in municipal obligations may include securities of issuers that are having financial difficulties, which may include being in default on obligations to pay principal or interest thereon when due or
involved in bankruptcy or insolvency proceedings (such securities are commonly referred to as “distressed securities”). The Fund generally will not invest more than 2% of its gross assets in any security of below investment grade
quality. Under normal market conditions, the Fund will seek to maintain an average credit quality of investment grade.
Up to 20% of the Fund’s investments in municipal
obligations may be subject to the alternative minimum tax. Up to 5% of the Fund’s investments in municipal obligations may be collateralized by the proceeds from class action or other litigation against the tobacco industry. Such municipal
obligations are backed solely by expected revenues to be derived from lawsuits involving tobacco-related deaths and illnesses which were settled between certain states and American tobacco companies. The Fund invests in residual interest bonds, also
known as inverse floating rate securities, which have the economic effect of leverage. If the Fund invests 25% or
more of its gross assets in any one state (or U.S. territory) the Fund may be
more susceptible to adverse economic, political or regulatory occurrences affecting a particular state (or territory). The Fund generally will not invest more than 2% of its gross assets in any security of below investment grade quality.
The Fund may purchase municipal obligations in the form of
bonds, notes, leases or certificates of participation; structured as callable or non-callable; with payment forms that include fixed coupon, variable rate, zero-coupon, capital appreciation bonds, residual interest bonds and short-term floating-rate
securities. Such municipal obligations may be acquired through investments in pooled vehicles, partnerships, or other investment companies. No established resale market exists for certain of the municipal obligations in which the Fund may invest.
The Fund has no limitation on the amount of its assets that may be invested in securities that are not readily marketable or are subject to restrictions on resale.
In addition to investing in residual interest bonds, the Fund
may invest without limitation in other derivative instruments (which are instruments that derive their value from another instrument, security or index) acquired for hedging purposes. The Fund may purchase and sell various kinds of financial futures
contracts and related options, including futures contracts and related options based on various debt securities and securities indices. The Fund also may enter into interest rate, total return and other swaps and forward rate contracts to seek to
hedge against changes in interest rates or for other risk management purposes.
During unusual market conditions, the Fund may invest up to
100% of its assets in cash or cash equivalents temporarily, which may be inconsistent with its investment objective(s) and other policies.
Principal Risks
Market Discount Risk. As with
any security, the market value of the common shares may increase or decrease from the amount initially paid for the common shares. The Fund’s common shares have traded both at a premium and at a discount relative to NAV. The shares of
closed-end management investment companies frequently trade at a discount from their NAV. This is a risk separate and distinct from the risk that the Fund’s NAV may decrease.
Market Risk. The value of
investments held by the Fund may increase or decrease in response to economic, political, financial, public health crises or other disruptive events (whether real, expected or perceived) in the U.S. and global market and include such events as war,
natural disasters, epidemics and pandemics, terrorism, conflicts and social unrest. These events may negatively impact broad segments of businesses and populations and may exacerbate pre-existing risks to the Fund. The frequency and magnitude of
such resulting changes in the value of the Fund’s investments cannot be predicted. Certain securities and other investments held by the Fund may experience increased volatility, illiquidity, or other potentially adverse effects in reaction to
changing market conditions. Monetary and/or fiscal actions taken by U.S. or foreign governments to stimulate or stabilize the global economy may not be effective and could lead to high market volatility. No active trading market may exist for
certain investments held by the Fund, which may impair the ability of the Fund to sell or to realize the current valuation of such investments in the event of the need to liquidate such assets.
See Endnotes and Additional Disclosures in this report.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
The Fund's Investment
Objectives, Principal Strategies and Principal Risks‡ — continued
Municipal Obligations Risk. The amount of
public information available about municipal obligations is generally less than for corporate equities or bonds, meaning that the investment performance of municipal obligations may be more dependent on the analytical abilities of the investment
adviser than stock or corporate bond investments. The secondary market for municipal obligations also tends to be less well-developed and less liquid than many other securities markets, which may limit the Fund’s ability to sell its municipal
obligations at attractive prices. The differences between the price at which an obligation can be purchased and the price at which it can be sold may widen during periods of market distress. Less liquid obligations can become more difficult to value
and be subject to erratic price movements. The increased presence of nontraditional participants (such as proprietary trading desks of investment banks and hedge funds) or the absence of traditional participants (such as individuals, insurance
companies, banks and life insurance companies) in the municipal markets may lead to greater volatility in the markets because non-traditional participants may trade more frequently or in greater volume.
Interest Rate Risk. In general,
the value of debt instruments will fluctuate based on changes in interest rates. The value of these securities is likely to increase when interest rates fall and decline when interest rates rise. Duration measures the time-weighted expected cash
flows of a fixed income security, while maturity refers to the amount of time until a fixed income security matures. Generally, securities with longer durations or maturities are more sensitive to changes in interest rates than securities with
shorter durations or maturities, causing them to be more volatile. Conversely, fixed-income securities with shorter durations or maturities will be less volatile but may provide lower returns than fixed-income securities with longer durations or
maturities. Because the Fund is managed toward an income objective, it may hold more longer-duration or maturity obligations and thereby be more exposed to interest rate risk than municipal income funds that are managed with a greater emphasis on
total return. The impact of interest rate changes is significantly less for floating rate instruments that have relatively short periodic rate resets (e.g., ninety days or less). In a rising interest rate environment, the durations or maturities of
income securities that have the ability to be prepaid or called by the issuer may be extended. In a declining interest rate environment, the proceeds from prepaid or maturing instruments may have to be reinvested at a lower interest rate. Certain
instruments held by the Fund may pay an interest rate based on the London Interbank Offered Rate (“LIBOR”), which is the average offered rate for various maturities of short-term loans between certain major international banks. LIBOR is
used throughout global banking and financial industries to determine interest rates for a variety of financial instruments (such as debt instruments and derivatives) and borrowing arrangements. The ICE Benchmark Administration Limited, the
administrator of LIBOR, ceased publishing certain LIBOR settings on December 31, 2021, and is expected to cease the remaining LIBOR settings on June 30, 2023. Although the transition process away from LIBOR has become increasingly well defined, the
impact on certain debt securities, derivatives and other financial instruments that utilize LIBOR remains uncertain. The phase-out of LIBOR may result in, among other things, increased volatility or illiquidity in markets for instruments based on
LIBOR and changes in the value of such instruments.
Credit Risk. Investments in
municipal obligations and other debt obligations (referred to below as “debt instruments”) are subject to the risk of nonpayment of scheduled principal and interest. Changes in economic conditions or other circumstances may reduce the
capacity of the party
obligated to make principal and interest payments on such instruments and may
lead to defaults. Such non-payments and defaults may reduce the value of Fund shares and income distributions. The value of debt instruments also may decline because of concerns about the issuer’s ability to make principal and interest
payments. In addition, the credit ratings of debt instruments may be lowered if the financial condition of the party obligated to make payments with respect to such instruments deteriorates. In order to enforce its rights in the event of a default,
bankruptcy or similar situation, the Fund may be required to retain legal or similar counsel, which may increase the Fund’s operating expenses and adversely affect net asset value. Municipal obligations may be insured as to principal and
interest payments. If the claims-paying ability or other rating of the insurer is downgraded by a rating agency, the value of such obligations may be negatively affected.
Lower Rated Investments Risk.
Investments rated below investment grade and comparable unrated investments (sometimes referred to as “junk”) have speculative characteristics because of the credit risk associated with their issuers. Changes in economic conditions or
other circumstances typically have a greater effect on the ability of issuers of lower rated investments to make principal and interest payments than they do on issuers of higher rated investments. An economic downturn generally leads to a higher
non-payment rate, and a lower rated investment may lose significant value before a default occurs. Lower rated investments typically are subject to greater price volatility and illiquidity than higher rated investments.
Leverage Risk. Certain Fund
transactions may give rise to leverage. Leverage can result from a non-cash exposure to an underlying reference instrument. Leverage can also result from borrowings, issuance of preferred shares or participation in residual interest bond
transactions. Leverage can increase both the risk and return potential of the Fund. The Fund is required to segregate liquid assets or otherwise cover the Fund’s obligation created by a transaction that may give rise to leverage. The use of
leverage may cause the Fund to liquidate portfolio positions when it may not be advantageous to do so to satisfy its obligations or to meet segregation requirements. Leverage may cause the Fund’s NAV to be more volatile than if it had not been
leveraged, as certain types of leverage may exaggerate the effect of any increase or decrease in the Fund’s portfolio securities. The loss on leveraged investments may substantially exceed the initial investment.
Risk of Residual Interest
Bonds. The Fund may enter into residual interest bond transactions, which expose the Fund to leverage and greater risk than an investment in a fixed-rate municipal bond. The interest payments that the Fund receives
on the residual interest bonds acquired in such transactions vary inversely with short-term interest rates, normally decreasing when short-term rates increase. The value and market for residual interest bonds are volatile and such bonds may have
limited liquidity. As required by applicable accounting standards, the Fund records interest expense on its liability with respect to floating-rate notes and also records offsetting interest income in an amount equal to this expense.
Restricted Securities Risk.
Unless registered for sale to the public under applicable federal securities law, restricted securities can be sold only in private transactions to qualified purchasers pursuant to an exemption from registration. The sale price realized from a
private transaction could be less
See Endnotes and Additional Disclosures in this report.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
The Fund's Investment
Objectives, Principal Strategies and Principal Risks‡ — continued
than the Fund’s purchase price for the restricted security. It may be
difficult to identify a qualified purchaser for a restricted security held by the Fund and such security could be deemed illiquid. It may also be more difficult to value such securities.
Derivatives Risk. The
Fund’s exposure to derivatives involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other investments. The use of derivatives can lead to losses because of adverse movements in
the price or value of the security, instrument, index, currency, commodity, economic indicator or event underlying a derivative (“reference instrument”), due to failure of a counterparty or due to tax or regulatory constraints.
Derivatives may create leverage in the Fund, which represents a non-cash exposure to the underlying reference instrument. Leverage can increase both the risk and return potential of the Fund. Derivatives risk may be more significant when derivatives
are used to enhance return or as a substitute for a cash investment position, rather than solely to hedge the risk of a position held by the Fund. Use of derivatives involves the exercise of specialized skill and judgment, and a transaction may be
unsuccessful in whole or in part because of market behavior or unexpected events. Changes in the value of a derivative (including one used for hedging) may not correlate perfectly with the underlying reference instrument. Derivative instruments
traded in over-the-counter markets may be difficult to value, may be illiquid, and may be subject to wide swings in valuation caused by changes in the value of the underlying reference instrument. If a derivative’s counterparty is unable to
honor its commitments, the value of Fund shares may decline and the Fund could experience delays in the return of collateral or other assets held by the counterparty. The loss on derivative transactions may substantially exceed the initial
investment, particularly when there is no stated limit on the Fund’s use of derivatives. A derivative investment also involves the risks relating to the reference instrument underlying the investment.
Liquidity Risk. The Fund is
exposed to liquidity risk when trading volume, lack of a market maker or trading partner, large position size, market conditions, or legal restrictions impair its ability to sell particular investments or to sell them at advantageous market prices.
Consequently, the Fund may have to accept a lower price to sell an investment or continue to hold it or keep the position open, sell other investments to raise cash or abandon an investment opportunity, any of which could have a negative effect on
the Fund’s performance. These effects may be exacerbated during times of financial or political stress.
Sector and Geographic Risk.
Because the Fund may invest a significant portion of its assets in obligations issued in a particular state and/or U.S. territories and in certain types of municipal or other obligations and/or in certain sectors, the value of Fund shares may be
affected by events that adversely affect that state, U.S. territory, sector or type of obligation and may fluctuate more than that of a fund that invests more broadly. General obligation bonds issued by municipalities are adversely affected by
economic downturns and any resulting decline in tax revenues.
Recent Market Conditions. An
outbreak of respiratory disease caused by a novel coronavirus was first detected in China in late 2019 and subsequently spread internationally. This coronavirus has resulted in closing borders, enhanced health screenings, changes to healthcare
service preparation and delivery, quarantines, cancellations, disruptions to supply chains and customer activity, as well as general concern and uncertainty. The impact of this coronavirus has resulted in a substantial economic downturn, which may
continue for an extended period of time. Health
crises caused by outbreaks of disease, such as the coronavirus outbreak, may
exacerbate other pre-existing political, social and economic risks and disrupt normal market conditions and operations. The impact of this outbreak has negatively affected the worldwide economy, as well as the economies of individual countries and
industries, and could continue to affect the market in significant and unforeseen ways. Other epidemics and pandemics that may arise in the future may have similar effects. For example, a global pandemic or other widespread health crisis could cause
substantial market volatility and exchange trading suspensions and closures. In addition, the increasing interconnectedness of markets around the world may result in many markets being affected by events or conditions in a single country or region
or events affecting a single or small number of issuers. The coronavirus outbreak and public and private sector responses thereto have led to large portions of the populations of many countries working from home for indefinite periods of time,
temporary or permanent layoffs, disruptions in supply chains, and lack of availability of certain goods. The impact of such responses could adversely affect the information technology and operational systems upon which the Fund and the Fund’s
service providers rely, and could otherwise disrupt the ability of the employees of the Fund’s service providers to perform critical tasks relating to the Fund. Any such impact could adversely affect the Fund’s performance, or the
performance of the securities in which the Fund invests and may lead to losses on your investment in the Fund.
Risks Associated with Active Management. The success of the Fund’s investment strategy depends on portfolio management’s successful application of analytical skills and investment judgment. Active management involves subjective
decisions.
Tax Risk. Income from tax-exempt municipal obligations could be declared taxable because of changes in tax laws, adverse interpretations by the relevant taxing authority or the non-compliant conduct of the issuer of an
obligation.
Tax-Sensitive Investing Risk. The Fund may hold a security in order to achieve more favorable tax-treatment or to sell a security in order to create tax losses. The Fund’s utilization of various tax-management techniques may be curtailed or
eliminated by tax legislation, regulation or interpretations. The Fund may not be able to minimize taxable distributions to shareholders and a portion of the Fund’s distributions may be taxable.
Cybersecurity Risk. With the
increased use of technologies by Fund service providers to conduct business, such as the Internet, the Fund is susceptible to operational, information security and related risks. In general, cyber incidents can result from deliberate attacks or
unintentional events. The Fund uses third party service providers who are also heavily dependent on computers and technology for their operations. Cybersecurity failures by or breaches of the Fund’s investment adviser or administrator and
other service providers (including, but not limited to, the custodian or transfer agent), and the issuers of securities in which the Fund invests, may disrupt and otherwise adversely affect their business operations. This may result in financial
losses to the Fund, impede Fund trading, interfere with the Fund’s ability to calculate its NAV, impede shareholders to transact business or cause violations of applicable privacy and other laws, regulatory fines, penalties, reputational
damage, reimbursement or other compensation costs, litigation costs, or additional compliance costs.
See Endnotes and Additional Disclosures in this report.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
The Fund's Investment
Objectives, Principal Strategies and Principal Risks‡ — continued
General Fund Investing Risks. The Fund is not
a complete investment program and there is no guarantee that the Fund will achieve its investment objective. It is possible to lose money by investing in the Fund. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed
by the Federal Deposit Insurance Corporation or any other government agency.
Potential Conflicts of Interest
As a diversified global financial services firm, Morgan
Stanley, the parent company of the investment adviser, engages in a broad spectrum of activities where Morgan Stanley’s interests or the interests of its clients may conflict with the interests of the Fund. Morgan Stanley advises clients and
sponsors, manages or advises other investment funds and investment programs, accounts and businesses (collectively, together with any new or successor Morgan Stanley funds, programs, accounts or businesses, (other than funds, programs, accounts or
businesses sponsored, managed, or advised by former direct or indirect subsidiaries of Eaton Vance Corp. (“Eaton Vance Investment Accounts”)), the “MS Investment Accounts,” and, together with the Eaton Vance Investment
Accounts, the ‘‘Affiliated Investment Accounts’’) with a wide variety of investment objectives that in some instances may overlap or conflict with a Fund’s investment objectives and present conflicts of interest. There
is no assurance that conflicts of interest will be resolved in favor of Fund shareholders and, in fact, they may not be. Conflicts of interest not described below may also exist.
Material Non-public Information. It is expected that confidential or material non-public information regarding an investment or potential investment opportunity may become available to the investment adviser. If such information becomes available, the
investment adviser may be precluded (including by applicable law or internal policies or procedures) from pursuing an investment or disposition opportunity with respect to such investment or investment opportunity. Morgan Stanley has established
certain information barriers and other policies to address the sharing of information between different businesses within Morgan Stanley.
Investments by Morgan Stanley and its Affiliated Investment
Accounts. In serving in multiple capacities to Affiliated Investment Accounts, Morgan Stanley, including the investment adviser and its investment teams, may have obligations to other clients or investors in
Affiliated Investment Accounts, the fulfillment of which may not be in the best interests of a Fund or its shareholders. A Fund’s investment objectives may overlap with the investment objectives of certain Affiliated Investment Accounts. As a
result, the members of an investment team may face conflicts in the allocation of investment opportunities among a Fund and other investment funds, programs, accounts and businesses advised by or affiliated with the investment adviser. Certain
Affiliated Investment Accounts may provide for higher management or incentive fees or greater expense reimbursements or overhead allocations, all of which may contribute to this conflict of interest and create an incentive for the investment adviser
to favor such other accounts. To seek to reduce potential conflicts of interest and to attempt to allocate investment opportunities in a fair and equitable manner, the investment adviser has implemented allocation policies and procedures. These
policies and procedures are intended to give all clients of the investment adviser, including the Fund(s), fair access to investment opportunities, consistent with the requirements of organizational documents, investment strategies, applicable laws
and regulations, and the fiduciary duties of the investment adviser.
Investments by Separate Investment Departments. The entities and individuals that provide investment-related services for the Fund and certain other Eaton Vance Investment Accounts (the “Eaton Vance Investment Department”) may be different from the
entities and individuals that provide investment-related services to MS Investment Accounts (the “MS Investment Department” and, together with the Eaton Vance Investment Department, the “Investment Departments”). Although
Morgan Stanley has implemented information barriers between the Investment Departments in accordance with internal policies and procedures, each Investment Department may engage in discussions and share information and resources with the other
Investment Department on certain investment-related matters. A MS Investment Account could trade in advance of a Fund (and vice versa), might complete trades more quickly and efficiently than a Fund, and/or achieve different execution than a Fund on
the same or similar investments made contemporaneously.
Morgan Stanley Trading and Principal Investing Activities. Notwithstanding anything to the contrary herein, Morgan Stanley will generally conduct its sales and trading businesses, publish research and analysis, and render investment advice without regard for a Fund’s
holdings, although these activities could have an adverse impact on the value of one or more of the Fund’s investments, or could cause Morgan Stanley to have an interest in one or more portfolio investments that is different from, and
potentially adverse to, that of a Fund.
Morgan
Stanley’s Investment Banking and Other Commercial Activities. Morgan Stanley advises clients on a variety of mergers, acquisitions, restructuring, bankruptcy and financing transactions. Morgan Stanley may act
as an advisor to clients, including other investment funds that may compete with a Fund and with respect to investments that a Fund may hold. Morgan Stanley may give advice and take action with respect to any of its clients or proprietary accounts
that may differ from the advice given, or may involve an action of a different timing or nature than the action taken, by a Fund.
General Process for Potential Conflicts. All of the transactions described above involve the potential for conflicts of interest between the investment adviser, related persons of the investment adviser and/or their clients. The Investment Advisers Act of 1940,
as amended (the “Advisers Act”), the Investment Company Act of 1940, as amended (the “1940 Act”), and the Employee Retirement Income Security Act, as amended (“ERISA”) impose certain requirements designed to
decrease the possibility of conflicts of interest between an investment adviser and its clients. In some cases, transactions may be permitted subject to fulfillment of certain conditions. Certain other transactions may be prohibited. In addition,
the investment adviser has instituted policies and procedures designed to prevent conflicts of interest from arising and, when they do arise, to ensure that it effects transactions for clients in a manner that is consistent with its fiduciary duty
to its clients and in accordance with applicable law.
See Endnotes and Additional Disclosures in this report.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Endnotes and
Additional Disclosures
†
|
The views expressed in this
report are those of the portfolio manager(s) and are current only through the date stated at the top of this page. These views are subject to change at any time based upon market or other conditions, and Eaton Vance and the Fund(s) disclaim any
responsibility to update such views. These views may not be relied upon as investment advice and, because investment decisions are based on many factors, may not be relied upon as an indication of trading intent on behalf of any Eaton Vance fund.
This commentary may contain statements that are not historical facts, referred to as “forward-looking statements.” The Fund’s actual future results may differ significantly from those stated in any forward-looking statement,
depending on factors such as changes in securities or financial markets or general economic conditions, the volume of sales and purchases of Fund shares, the continuation of investment advisory, administrative and service contracts, and other risks
discussed from time to time in the Fund’s filings with the Securities and Exchange Commission. |
‡ |
The information contained
herein is provided for informational purposes only and does not constitute a solicitation of an offer to buy or sell Fund shares. Common shares of the Fund are available for purchase and sale only at current market prices in secondary market
trading. |
|
|
1 |
Bloomberg Municipal Bond
Index is an unmanaged index of municipal bonds traded in the U.S. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest
directly in an index. |
2 |
Performance
results reflect the effects of leverage. |
3 |
The
shares of the Fund often trade at a discount or premium to their net asset value. The discount or premium may vary over time and may be higher or lower than what is quoted in this report. For up-to-date premium/discount information, please refer to
https://funds.eatonvance.com/closed-end-fund-prices.php. |
4 |
The Distribution Rate is
based on the Fund’s last regular distribution per share in the period (annualized) divided by the Fund’s NAV or market price at the end of the period. The Fund’s distributions may be comprised of amounts characterized for federal
income tax purposes as tax-exempt income, qualified and non-qualified ordinary dividends, capital gains and nondividend distributions, also known as return of capital. The Fund will determine the federal income tax character of distributions paid to
a shareholder after the end of the calendar year. This is reported on the IRS form 1099-DIV and provided to the shareholder shortly after each year-end. For information about the tax character of distributions made in prior calendar years, please
refer to Performance-Tax Character of Distributions on the Fund’s webpage available at eatonvance.com. The Fund’s distributions are determined by the investment adviser based on its current assessment of the Fund’s long-term return
potential. Fund distributions may be affected by numerous factors including changes in Fund performance, the cost of financing for leverage, portfolio holdings, realized and projected returns, and other factors. As portfolio and market conditions
change, the rate of distributions paid by the Fund could change. Taxable-equivalent performance is based on the highest combined federal and state income tax rates, where applicable. Lower tax rates would result in lower tax-equivalent performance.
Actual tax rates will vary depending on your income, exemptions and deductions. Rates do not include local taxes. |
5 |
Fund
employs RIB financing. The leverage created by RIB investments provides an opportunity for increased income but, at the same time, creates special risks (including the likelihood of greater price volatility). The cost of leverage rises and falls
with changes in short-term interest rates. See “Floating Rate Notes Issued in Conjunction with Securities Held” in the notes to the financial statements for more information about RIB financing. RIB leverage represents the amount of
Floating Rate Notes outstanding at period end as a percentage of Fund net assets plus Floating Rate Notes. |
|
Fund profile subject to
change due to active management. |
|
Additional Information
|
|
Yield curve is a graphical
representation of the yields offered by bonds of various maturities. The yield curve flattens when long-term interest rates fall and/or short-term interest rates increase, and the yield curve steepens when long-term interest rates increase and/or
short-term interest rates fall. |
|
Important Notice to
Shareholders |
|
Effective
October 1, 2021, Mr. William J. Delahunty, Jr. has joined the Fund’s portfolio management team. Mr. Delahunty co-manages other Eaton Vance funds and is Vice President of Eaton Vance Management (“EVM”). Mr. Delahunty has been an
employee of EVM for more than five years. |
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Security
|
Principal
Amount (000's omitted) |
Value
|
Hospital
— 3.6% |
CommonSpirit
Health, 3.347%, 10/1/29 |
$
|
795
|
$
772,888 |
Montefiore
Obligated Group, 4.287%, 9/1/50 |
|
3,240
|
2,782,487
|
Providence
St. Joseph Health Obligated Group, 2.532%, 10/1/29 |
|
5,000
|
4,731,079
|
Tower
Health, 4.451%, 2/1/50 |
|
3,905
|
3,006,850
|
|
|
|
$ 11,293,304
|
Insured
- Hospital — 0.5% |
Toledo
Hospital, (AGM), 5.75%, 11/15/38 |
$
|
1,440
|
$
1,586,429 |
|
|
|
$ 1,586,429
|
Other
— 1.0% |
Morongo
Band of Mission Indians, 7.00%, 10/1/39(1) |
$
|
2,430
|
$
2,993,566 |
|
|
|
$ 2,993,566
|
Total
Corporate Bonds (identified cost $16,541,155) |
|
|
$ 15,873,299
|
Tax-Exempt
Municipal Obligations — 94.1% |
Security
|
Principal
Amount (000's omitted) |
Value
|
Education
— 2.2% |
Arizona
Industrial Development Authority, (Doral Academy of Nevada), 5.00%, 7/15/49(1) |
$
|
560
|
$ 599,866
|
Arizona
Industrial Development Authority, (Pinecrest Academy of Nevada), 4.00%, 7/15/50(1) |
|
185
|
180,395
|
Capital
Trust Agency, FL, (Florida Charter Educational Foundation, Inc.): |
|
|
|
5.375%,
6/15/38(1) |
|
210
|
219,133
|
5.375%,
6/15/48(1) |
|
395
|
406,167
|
Capital
Trust Agency, FL, (Liza Jackson Preparatory School, Inc.), 5.00%, 8/1/55 |
|
325
|
349,524
|
District
of Columbia, (District of Columbia International School): |
|
|
|
5.00%,
7/1/39 |
|
185
|
204,532
|
5.00%,
7/1/49 |
|
185
|
201,687
|
District
of Columbia, (KIPP DC): |
|
|
|
4.00%,
7/1/39 |
|
100
|
102,941
|
4.00%,
7/1/44 |
|
100
|
102,149
|
4.00%,
7/1/49 |
|
135
|
137,079
|
District
of Columbia, (Rocketship DC Obligated Group): |
|
|
|
5.00%,
6/1/56(1) |
|
1,090
|
1,132,052 |
Security
|
Principal
Amount (000's omitted) |
Value
|
Education
(continued) |
District
of Columbia, (Rocketship DC Obligated Group): (continued) |
|
|
|
5.00%,
6/1/61(1) |
$
|
355
|
$
372,246 |
Jacksonville,
FL, (Jacksonville University), 5.00%, 6/1/53(1) |
|
1,000
|
1,026,570
|
Public
Finance Authority, WI, (North Carolina Leadership Academy), 5.00%, 6/15/54(1) |
|
455
|
471,680
|
Public
Finance Authority, WI, (Roseman University of Health Sciences): |
|
|
|
4.00%,
4/1/52(1) |
|
250
|
231,353
|
5.00%,
4/1/40(1) |
|
655
|
702,664
|
5.00%,
4/1/50(1) |
|
175
|
185,640
|
Yonkers
Economic Development Corp., NY, (Lamartine/Warburton, LLC - Charter School of Educational Excellence): |
|
|
|
5.00%,
10/15/49 |
|
70
|
73,077
|
5.00%,
10/15/54 |
|
110
|
114,476
|
|
|
|
$ 6,813,231
|
Electric
Utilities — 3.0% |
Burke
County Development Authority, GA, (Oglethorpe Power Corp.), 4.125%, 11/1/45 |
$
|
5,750
|
$
5,923,477 |
Hawaii
Department of Budget and Finance, (Hawaiian Electric Co.), 3.20%, 7/1/39 |
|
1,520
|
1,506,913
|
New
York Power Authority, 4.00%, 11/15/60 |
|
2,000
|
2,100,680
|
|
|
|
$ 9,531,070
|
Escrowed/Prerefunded
— 4.6% |
Central
Texas Regional Mobility Authority, Prerefunded to 7/1/25, 5.00%, 1/1/45 |
$
|
750
|
$
820,590 |
Detroit,
MI, Sewage Disposal System: |
|
|
|
Prerefunded
to 7/1/22, 5.00%, 7/1/32 |
|
1,450
|
1,464,108
|
Prerefunded
to 7/1/22, 5.25%, 7/1/39 |
|
1,405
|
1,419,514
|
New
Hope Cultural Education Facilities Finance Corp., TX, (CHF-Collegiate Housing Stephenville III, LLC - Tarleton State University), Prerefunded to 4/1/25, 5.00%, 4/1/47 |
|
445
|
483,880
|
Onondaga
Civic Development Corp., NY, (St. Joseph's Hospital Health Center), Prerefunded to 7/1/22, 5.00%, 7/1/42 |
|
2,425
|
2,448,304
|
San
Joaquin Hills Transportation Corridor Agency, CA, Prerefunded to 1/15/25, 5.00%, 1/15/50 |
|
6,400
|
6,918,080
|
Southwestern
Illinois Development Authority, (Memorial Group, Inc.), Prerefunded to 11/1/23, 7.25%, 11/1/33 |
|
770
|
833,818
|
|
|
|
$ 14,388,294
|
General
Obligations — 8.9% |
Chicago
Board of Education, IL, 5.00%, 12/1/42 |
$
|
6,410
|
$
6,513,778 |
Chicago,
IL, 5.50%, 1/1/49 |
|
5,000
|
5,518,300 |
10
See Notes to Financial Statements.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Portfolio of
Investments — continued
Security
|
Principal
Amount (000's omitted) |
Value
|
General
Obligations (continued) |
Detroit,
MI: |
|
|
|
5.50%,
4/1/36 |
$
|
435
|
$
495,652 |
5.50%,
4/1/40 |
|
680
|
770,705
|
Illinois:
|
|
|
|
4.25%,
12/1/37 |
|
6,000
|
6,172,080
|
5.00%,
5/1/36 |
|
3,500
|
3,689,280
|
Jackson
County School District No. 6, OR, 0.00%, 6/15/41 |
|
710
|
382,747
|
Township
High School District No. 203, IL, 2.00%, 12/15/33 |
|
2,430
|
2,192,565
|
Township
of Freehold, NJ: |
|
|
|
1.00%,
10/15/29 |
|
575
|
514,740
|
1.00%,
10/15/30 |
|
1,035
|
906,939
|
1.00%,
10/15/31 |
|
975
|
833,391
|
|
|
|
$ 27,990,177
|
Hospital
— 12.2% |
Berks
County Industrial Development Authority, PA, (Tower Health), 5.00%, 11/1/50 |
$
|
1,460
|
$
1,489,638 |
Brevard
County Health Facilities Authority, FL, (Health First Obligated Group), 5.00%, 4/1/47(2) |
|
5,000
|
5,648,900
|
California
Health Facilities Financing Authority, (St. Joseph Health System), 5.00%, 7/1/37 |
|
165
|
171,689
|
Camden
County Improvement Authority, NJ, (Cooper Health System), 5.75%, 2/15/42 |
|
665
|
684,358
|
Chattanooga
Health, Educational and Housing Facility Board, TN, (CommonSpirit Health), 4.00%, 8/1/44 |
|
670
|
699,440
|
Doylestown
Hospital Authority, PA, (Doylestown Health), 4.00%, 7/1/45 |
|
310
|
315,326
|
Hamilton
County, OH, (UC Health), 4.00%, 9/15/50 |
|
1,000
|
1,052,680
|
Illinois
Finance Authority, (Presence Health Network): |
|
|
|
3.75%,
2/15/34 |
|
1,190
|
1,249,643
|
4.00%,
2/15/36 |
|
2,500
|
2,661,900
|
Illinois
Finance Authority, (Rush University Medical Center), 4.00%, 11/15/39 |
|
1,000
|
1,036,260
|
Maryland
Health and Higher Educational Facilities Authority, (Frederick Health System), 4.00%, 7/1/45 |
|
250
|
261,675
|
Massachusetts
Development Finance Agency, (Atrius Health): |
|
|
|
4.00%,
6/1/49 |
|
1,555
|
1,605,351
|
5.00%,
6/1/39 |
|
255
|
288,581
|
Michigan
Finance Authority, (Henry Ford Health System), 4.00%, 11/15/50 |
|
1,040
|
1,079,770
|
Montgomery
County Higher Education and Health Authority, PA, (Thomas Jefferson University Obligated Group): |
|
|
|
4.00%,
9/1/38 |
|
1,000
|
1,061,610
|
4.00%,
9/1/39 |
|
1,000
|
1,058,770
|
4.00%,
9/1/44 |
|
1,500
|
1,565,580 |
Security
|
Principal
Amount (000's omitted) |
Value
|
Hospital
(continued) |
New
Hampshire Health and Education Facilities Authority, (Dartmouth-Hitchcock Obligated Group), 5.00%, 8/1/59 |
$
|
2,000
|
$
2,573,500 |
New
York Dormitory Authority, (Catholic Health System Obligated Group), 4.00%, 7/1/45 |
|
675
|
620,122
|
New
York Dormitory Authority, (Orange Regional Medical Center), 5.00%, 12/1/35(1) |
|
900
|
1,003,536
|
Oklahoma
Development Finance Authority, (OU Medicine): |
|
|
|
5.00%,
8/15/38 |
|
310
|
330,953
|
5.25%,
8/15/43 |
|
3,415
|
3,687,688
|
Tarrant
County Cultural Education Facilities Finance Corp., TX, (Baylor Scott & White Health): |
|
|
|
5.00%,
11/15/45(3) |
|
3,975
|
4,349,882
|
5.00%,
11/15/45 |
|
5
|
5,471
|
Tarrant
County Cultural Education Facilities Finance Corp., TX, (Cook Children's Medical Center), 5.25%, 12/1/39(3) |
|
3,500
|
3,678,920
|
|
|
|
$ 38,181,243
|
Housing
— 2.1% |
California
Municipal Finance Authority, (CityView Apartments), Sustainability Bonds, 4.00%, 11/1/36(1) |
$
|
1,100
|
$
1,049,565 |
CSCDA
Community Improvement Authority, CA, Essential Housing Revenue, 3.00%, 12/1/56(1) |
|
1,195
|
916,362
|
Maryland
Economic Development Corp., (Morgan State University), Student Housing Revenue, 5.00%, 7/1/50 |
|
425
|
466,765
|
New
York City Housing Development Corp., NY: |
|
|
|
2.35%,
11/1/40 |
|
3,635
|
3,082,371
|
3.85%,
11/1/42 |
|
1,000
|
1,013,750
|
|
|
|
$ 6,528,813
|
Industrial
Development Revenue — 7.9% |
George
L. Smith II Georgia World Congress Center Authority, 4.00%, 1/1/54 |
$
|
475
|
$
465,951 |
Houston,
TX, (United Airlines, Inc.), (AMT), 4.00%, 7/15/41 |
|
2,400
|
2,341,560
|
Maine
Finance Authority, (Casella Waste Systems, Inc.), (AMT), 5.125% to 8/1/25 (Put Date), 8/1/35(1) |
|
725
|
779,563
|
National
Finance Authority, NH, (Covanta): |
|
|
|
4.625%,
11/1/42(1) |
|
1,415
|
1,426,377
|
(AMT),
4.875%, 11/1/42(1) |
|
1,555
|
1,572,167
|
New
Hampshire Business Finance Authority, (Casella Waste Systems, Inc.), (AMT), 2.95%, 4/1/29(1) |
|
560
|
549,562
|
New
Jersey Economic Development Authority, (Continental Airlines): |
|
|
|
(AMT),
5.125%, 9/15/23 |
|
335
|
341,834 |
11
See Notes to Financial Statements.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Portfolio of
Investments — continued
Security
|
Principal
Amount (000's omitted) |
Value
|
Industrial
Development Revenue (continued) |
New
Jersey Economic Development Authority, (Continental Airlines): (continued) |
|
|
|
(AMT),
5.25%, 9/15/29 |
$
|
1,900
|
$
1,933,592 |
New
York Liberty Development Corp., (Goldman Sachs Group, Inc.), 5.25%, 10/1/35 |
|
2,560
|
3,144,141
|
New
York Transportation Development Corp., (Delta Air Lines, Inc. - LaGuardia Airport Terminals C&D Redevelopment): |
|
|
|
(AMT),
4.375%, 10/1/45 |
|
2,765
|
2,835,756
|
(AMT),
5.00%, 10/1/40 |
|
1,640
|
1,812,020
|
Niagara
Area Development Corp., NY, (Covanta), (AMT), 4.75%, 11/1/42(1) |
|
2,000
|
2,019,080
|
Phenix
City Industrial Development Board, AL, (MeadWestvaco Coated Board), (AMT), 4.125%, 5/15/35 |
|
3,935
|
3,965,693
|
Rockdale
County Development Authority, GA, (Pratt Paper, LLC), (AMT), 4.00%, 1/1/38(1) |
|
1,445
|
1,453,034
|
Vermont
Economic Development Authority, (Casella Waste Systems, Inc.), (AMT), 4.625% to 4/3/28 (Put Date), 4/1/36(1) |
|
145
|
156,768
|
|
|
|
$ 24,797,098
|
Insured
- General Obligations — 1.0% |
Atlantic
City, NJ, (AGM), 4.00%, 3/1/42 |
$
|
145
|
$
153,388 |
McHenry
County Community Unit School District No. 12, IL, (AGM), 5.00%, 1/1/30 |
|
2,910
|
3,055,151
|
|
|
|
$ 3,208,539
|
Insured
- Lease Revenue/Certificates of Participation — 0.1% |
Kentucky
State University, Certificates of Participation, (BAM), 4.00%, 11/1/41 |
$
|
250
|
$
271,405 |
|
|
|
$ 271,405
|
Insured
- Other Revenue — 0.2% |
New
York City Industrial Development Agency, NY, (Queens Baseball Stadium), (AGM), 3.00%, 1/1/46 |
$
|
840
|
$
738,772 |
|
|
|
$ 738,772
|
Insured
- Special Tax Revenue — 4.7% |
Miami-Dade
County, FL, Professional Sports Franchise Facilities: |
|
|
|
(AGC),
6.875%, 10/1/34 |
$
|
4,000
|
$
5,264,040 |
(AGC),
7.00%, 10/1/39 |
|
6,000
|
7,908,480
|
Tolomato
Community Development District, FL: |
|
|
|
(AGM),
3.75%, 5/1/39 |
|
720
|
747,929
|
(AGM),
3.75%, 5/1/40 |
|
855
|
887,131
|
|
|
|
$ 14,807,580
|
Security
|
Principal
Amount (000's omitted) |
Value
|
Insured
- Transportation — 8.0% |
Chicago,
IL, (O'Hare International Airport), (AGM), 5.50%, 1/1/43 |
$
|
710
|
$
727,430 |
Metropolitan
Transportation Authority, NY, Green Bonds, (AGM), 4.00%, 11/15/48(3) |
|
6,225
|
6,422,208
|
New
York Thruway Authority, (AGM), 3.00%, 1/1/46 |
|
4,895
|
4,507,854
|
New
York Transportation Development Corp., (LaGuardia Airport Terminal B Redevelopment): |
|
|
|
(AGM),
(AMT), 4.00%, 7/1/35 |
|
460
|
473,653
|
(AGM),
(AMT), 4.00%, 7/1/37 |
|
1,295
|
1,331,856
|
North
Carolina Turnpike Authority, (Triangle Expressway System): |
|
|
|
(AGC),
0.00%, 1/1/35 |
|
4,000
|
2,672,840
|
(AGC),
0.00%, 1/1/36 |
|
13,000
|
8,355,490
|
Philadelphia,
PA, Airport Revenue, (AGM), (AMT), 4.00%, 7/1/46 |
|
650
|
667,544
|
|
|
|
$ 25,158,875
|
Lease
Revenue/Certificates of Participation — 1.8% |
New
Jersey Economic Development Authority, (School Facilities Construction): |
|
|
|
5.00%,
6/15/43 |
$
|
740
|
$
813,504 |
5.00%,
6/15/44 |
|
4,260
|
4,708,237
|
|
|
|
$ 5,521,741
|
Other
Revenue — 1.6% |
Kalispel
Tribe of Indians, WA, Series A, 5.25%, 1/1/38(1) |
$
|
390
|
$
433,481 |
Metropolitan
Pier and Exposition Authority, IL, (McCormick Place), 4.00%, 12/15/47 |
|
2,000
|
1,997,880
|
Military
Installation Development Authority, UT, 4.00%, 6/1/41 |
|
500
|
433,265
|
Morongo
Band of Mission Indians, CA, 5.00%, 10/1/42(1) |
|
605
|
666,885
|
Salt
Verde Financial Corp., AZ, Senior Gas Revenue, 5.00%, 12/1/37 |
|
1,245
|
1,476,620
|
|
|
|
$ 5,008,131
|
Senior
Living/Life Care — 11.0% |
Atlantic
Beach, FL, (Fleet Landing), 5.00%, 11/15/37 |
$
|
3,405
|
$
3,501,055 |
Bexar
County Health Facilities Development Corp., TX, (Army Retirement Residence Foundation): |
|
|
|
5.00%,
7/15/37 |
|
850
|
908,454
|
5.00%,
7/15/42 |
|
700
|
745,367
|
California
Public Finance Authority, (Enso Village): |
|
|
|
Green
Bonds, 2.375%, 11/15/28(1) |
|
135
|
131,077
|
Green
Bonds, 5.00%, 11/15/56(1) |
|
140
|
145,075
|
Clackamas
County Hospital Facility Authority, OR, (Rose Villa), 5.25%, 11/15/50 |
|
125
|
130,670
|
Colorado
Health Facilities Authority, (Aberdeen Ridge), 5.00%, 5/15/58 |
|
1,110
|
1,033,077 |
12
See Notes to Financial Statements.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Portfolio of
Investments — continued
Security
|
Principal
Amount (000's omitted) |
Value
|
Senior
Living/Life Care (continued) |
Colorado
Health Facilities Authority, (Christian Living Neighborhoods), 5.00%, 1/1/38 |
$
|
730
|
$ 778,202
|
District
of Columbia, (Ingleside at Rock Creek), 5.00%, 7/1/32 |
|
185
|
192,061
|
Florida
Development Finance Corp., (Mayflower Retirement Community), 4.00%, 6/1/41(1) |
|
625
|
631,187
|
Harris
County Cultural Education Facilities Finance Corp., TX, (Brazos Presbyterian Homes, Inc.): |
|
|
|
5.75%,
1/1/28 |
|
165
|
168,859
|
6.375%,
1/1/33 |
|
345
|
353,559
|
Hawaii
Department of Budget and Finance, (Kahala Senior Living Community, Inc.): |
|
|
|
5.125%,
11/15/32 |
|
300
|
304,668
|
5.25%,
11/15/37 |
|
275
|
279,246
|
Iowa
Finance Authority, (Lifespace Communities, Inc.): |
|
|
|
4.125%,
5/15/38 |
|
1,500
|
1,500,285
|
5.00%,
5/15/55 |
|
510
|
529,258
|
Lee
County Industrial Development Authority, FL, (Shell Point/Alliance Obligated Group), 5.00%, 11/15/39 |
|
1,800
|
1,987,812
|
Massachusetts
Development Finance Agency, (Linden Ponds, Inc.): |
|
|
|
5.00%,
11/15/33(1) |
|
470
|
518,387
|
5.00%,
11/15/38(1) |
|
310
|
340,780
|
Massachusetts
Development Finance Agency, (NewBridge on the Charles, Inc.), 5.00%, 10/1/57(1) |
|
1,650
|
1,753,224
|
Multnomah
County Hospital Facilities Authority, OR, (Mirabella at South Waterfront), 5.00%, 10/1/24 |
|
525
|
540,530
|
Multnomah
County Hospital Facilities Authority, OR, (Terwilliger Plaza), 4.00%, 12/1/51 |
|
1,480
|
1,332,562
|
National
Finance Authority, NH, (The Vista): |
|
|
|
5.25%,
7/1/39(1) |
|
265
|
260,845
|
5.625%,
7/1/46(1) |
|
360
|
361,184
|
5.75%,
7/1/54(1) |
|
780
|
784,384
|
New
Hope Cultural Education Facilities Finance Corp., TX, (Longhorn Village): |
|
|
|
5.00%,
1/1/31 |
|
1,235
|
1,297,602
|
5.00%,
1/1/32 |
|
1,295
|
1,359,064
|
New
Mexico Hospital Equipment Loan Council, (Haverland Carter Lifestyle Group): |
|
|
|
5.00%,
7/1/32 |
|
80
|
84,602
|
5.00%,
7/1/33 |
|
50
|
52,763
|
5.00%,
7/1/34 |
|
55
|
57,946
|
5.00%,
7/1/39 |
|
175
|
182,898
|
Palm
Beach County Health Facilities Authority, FL, (Lifespace Communities, Inc.), 5.00%, 5/15/53 |
|
605
|
628,637
|
Palm
Beach County Health Facilities Authority, FL, (Sinai Residences of Boca Raton): |
|
|
|
Prerefunded
to 6/1/22, 7.25%, 6/1/39 |
|
550
|
566,285
|
Prerefunded
to 6/1/22, 7.50%, 6/1/49 |
|
2,560
|
2,636,800 |
Security
|
Principal
Amount (000's omitted) |
Value
|
Senior
Living/Life Care (continued) |
Palm
Beach County Health Facilities Authority, FL, (Toby & Leon Cooperman Sinai Residences of Boca Raton), 4.00%, 6/1/41 |
$
|
780
|
$
740,821 |
Public
Finance Authority, WI, (Mary's Woods at Marylhurst), 5.25%, 5/15/37(1) |
|
630
|
655,420
|
South
Carolina Jobs-Economic Development Authority, (Kiawah Life Plan Village, Inc.), 8.75%, 7/1/25(1) |
|
100
|
100,027
|
Tarrant
County Cultural Education Facilities Finance Corp., TX, (MRC Stevenson Oaks), 6.625%, 11/15/41 |
|
1,335
|
1,469,608
|
Tempe
Industrial Development Authority, AZ, (Friendship Village of Tempe): |
|
|
|
4.00%,
12/1/38 |
|
535
|
537,108
|
4.00%,
12/1/46 |
|
500
|
485,455
|
4.00%,
12/1/56 |
|
425
|
397,035
|
Tempe
Industrial Development Authority, AZ, (Mirabella at ASU), 6.00%, 10/1/37(1) |
|
900
|
932,706
|
Tulsa
County Industrial Authority, OK, (Montereau, Inc.), 5.25%, 11/15/37 |
|
1,000
|
1,080,080
|
Washington
Housing Finance Commission, (Bayview Manor Homes), 5.00%, 7/1/51(1) |
|
1,335
|
1,352,702
|
Washington
Housing Finance Commission, (Transforming Age), 5.00%, 1/1/49(1) |
|
305
|
308,297
|
Wisconsin
Health and Educational Facilities Authority, (Oakwood Lutheran Senior Ministries), 4.00%, 1/1/47 |
|
500
|
451,805
|
|
|
|
$ 34,589,469
|
Special
Tax Revenue — 2.6% |
Maryland
Economic Development Corp., (Port Covington), 4.00%, 9/1/50 |
$
|
140
|
$
136,625 |
New
York City Transitional Finance Authority, NY, Future Tax Revenue, 4.00%, 11/1/39 |
|
1,500
|
1,575,855
|
New
York Dormitory Authority, Personal Income Tax Revenue, 4.00%, 3/15/42 |
|
1,000
|
1,063,120
|
New
York Dormitory Authority, Sales Tax Revenue, 4.00%, 3/15/47 |
|
4,000
|
4,199,400
|
Tolomato
Community Development District, FL, 3.25%, 5/1/40 |
|
1,200
|
1,092,180
|
|
|
|
$ 8,067,180
|
Student
Loan — 0.5% |
New
Jersey Higher Education Student Assistance Authority, (AMT), 4.75%, 12/1/43 |
$
|
1,445
|
$
1,459,031 |
|
|
|
$ 1,459,031
|
Transportation
— 21.0% |
Atlanta,
GA, Airport Revenue: |
|
|
|
(AMT),
4.00%, 7/1/37 |
$
|
2,550
|
$
2,665,438 |
(AMT),
4.00%, 7/1/38 |
|
5,000
|
5,219,150 |
13
See Notes to Financial Statements.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Portfolio of
Investments — continued
Security
|
Principal
Amount (000's omitted) |
Value
|
Transportation
(continued) |
Chicago,
IL, (O'Hare International Airport): |
|
|
|
(AMT),
5.00%, 1/1/25 |
$
|
1,345
|
$ 1,375,115
|
(AMT),
5.00%, 1/1/26 |
|
1,140
|
1,164,841
|
Dallas
and Fort Worth, TX, (Dallas/Fort Worth International Airport): |
|
|
|
5.25%,
11/1/30 |
|
1,125
|
1,179,360
|
5.25%,
11/1/31 |
|
1,735
|
1,818,002
|
Delaware
River and Bay Authority of Delaware and New Jersey: |
|
|
|
4.00%,
1/1/44(3) |
|
2,125
|
2,292,960
|
4.00%,
1/1/44 |
|
10
|
10,790
|
Florida
Development Finance Corp., (Brightline Florida Passenger Rail), Green Bonds, (AMT), 7.375%, 1/1/49(1) |
|
2,590
|
2,736,361
|
Grand
Parkway Transportation Corp., TX, 5.125%, 10/1/43 |
|
875
|
913,351
|
Hawaii,
Airports System Revenue: |
|
|
|
(AMT),
5.00%, 7/1/41 |
|
1,065
|
1,134,470
|
(AMT),
5.00%, 7/1/43(3) |
|
3,750
|
4,123,725
|
Houston,
TX, (United Airlines, Inc.), (AMT), 5.00%, 7/1/29 |
|
2,060
|
2,143,121
|
Illinois
Toll Highway Authority, 5.00%, 1/1/41(3) |
|
5,575
|
6,098,269
|
Metropolitan
Transportation Authority, NY, Green Bonds, 5.25%, 11/15/55 |
|
1,520
|
1,682,047
|
Metropolitan
Washington Airports Authority, D.C.: |
|
|
|
(AMT),
4.00%, 10/1/38 |
|
335
|
353,593
|
(AMT),
4.00%, 10/1/41 |
|
265
|
278,332
|
New
Jersey Economic Development Authority, (The Goethals Bridge Replacement), (AMT), 5.125%, 1/1/34 |
|
1,250
|
1,304,088
|
New
Jersey Transportation Trust Fund Authority, (Transportation System), 0.00%, 12/15/38 |
|
20,000
|
10,661,000
|
New
Jersey Turnpike Authority, 4.00%, 1/1/51 |
|
1,500
|
1,590,855
|
New
Orleans Aviation Board, LA, (AMT), 5.00%, 1/1/48 |
|
750
|
807,053
|
New
York Transportation Development Corp., (LaGuardia Airport Terminal B Redevelopment), (AMT), 5.25%, 1/1/50 |
|
2,115
|
2,213,453
|
San
Francisco City and County Airport Commission, CA, (San Francisco International Airport), (AMT), 5.00%, 5/1/45 |
|
6,000
|
6,620,280
|
Texas
Private Activity Bond Surface Transportation Corp., (North Tarrant Express Managed Lanes Project): |
|
|
|
4.00%,
12/31/37 |
|
140
|
145,170
|
4.00%,
12/31/38 |
|
260
|
269,209
|
4.00%,
12/31/39 |
|
135
|
139,764
|
5.00%,
12/31/35 |
|
180
|
201,886
|
Texas
Private Activity Bond Surface Transportation Corp., (North Tarrant Express Segment 3C), (AMT), 5.00%, 6/30/58 |
|
1,555
|
1,709,194
|
Texas
Transportation Commission, (Central Texas Turnpike System): |
|
|
|
0.00%,
8/1/38 |
|
850
|
432,166 |
Security
|
Principal
Amount (000's omitted) |
Value
|
Transportation
(continued) |
Texas
Transportation Commission, (Central Texas Turnpike System): (continued) |
|
|
|
5.00%,
8/15/42 |
$
|
445
|
$
466,164 |
Virginia
Small Business Financing Authority, (95 Express Lanes LLC), (AMT), 4.00%, 1/1/48 |
|
605
|
614,529
|
Virginia
Small Business Financing Authority, (Elizabeth River Crossings), (AMT), 4.00%, 1/1/39(2) |
|
1,800
|
1,856,700
|
Virginia
Small Business Financing Authority, (Transform 66 P3), (AMT), 5.00%, 12/31/49 |
|
1,500
|
1,667,895
|
|
|
|
$ 65,888,331
|
Water
and Sewer — 0.7% |
Michigan
Finance Authority, (Detroit Water and Sewerage Department), 5.00%, 7/1/34 |
$
|
2,070
|
$
2,190,433 |
|
|
|
$ 2,190,433
|
Total
Tax-Exempt Municipal Obligations (identified cost $277,982,510) |
|
|
$295,139,413
|
Taxable
Municipal Obligations — 5.5% |
Security
|
Principal
Amount (000's omitted) |
Value
|
Escrowed/Prerefunded
— 0.6% |
St.
Johns County Industrial Development Authority, FL, (Westminster St. Augustine), Prerefunded to 8/1/22, 5.50%, 8/1/44 |
$
|
1,685
|
$
1,726,940 |
|
|
|
$ 1,726,940
|
General
Obligations — 1.2% |
Chicago,
IL: |
|
|
|
7.375%,
1/1/33 |
$
|
1,750
|
$
2,102,800 |
7.781%,
1/1/35 |
|
1,400
|
1,785,700
|
|
|
|
$ 3,888,500
|
Hospital
— 1.4% |
California
Statewide Communities Development Authority, (Loma Linda University Medical Center), 6.00%, 12/1/24 |
$
|
4,000
|
$
4,294,240 |
|
|
|
$ 4,294,240
|
14
See Notes to Financial Statements.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Portfolio of
Investments — continued
Security
|
Principal
Amount (000's omitted) |
Value
|
Insured
- Education — 0.5% |
Onondaga
Civic Development Corp., NY, (Upstate Properties Development, Inc.), (BAM), 3.158%, 12/1/41 |
$
|
1,610
|
$
1,563,181 |
|
|
|
$ 1,563,181
|
Insured
- Housing — 0.4% |
Oregon
Facilities Authority, (CHF-Ashland, LLC - Southern Oregon University), (AGM), 3.508%, 7/1/41 |
$
|
1,500
|
$
1,402,830 |
|
|
|
$ 1,402,830
|
Insured
- Special Tax Revenue — 0.3% |
Houston
Uptown Development Authority, TX, Tax Increment Contract Revenue, (AGM), 3.464%, 9/1/40 |
$
|
1,160
|
$
1,084,066 |
|
|
|
$ 1,084,066
|
Special
Tax Revenue — 0.6% |
American
Samoa Economic Development Authority: |
|
|
|
2.47%,
9/1/24(1) |
$
|
525
|
$
512,006 |
3.72%,
9/1/27(1) |
|
1,370
|
1,317,885
|
|
|
|
$ 1,829,891
|
Transportation
— 0.5% |
Maryland
Economic Development Corp., (Seagirt Marine Terminal), 4.75%, 6/1/42 |
$
|
1,500
|
$
1,531,501 |
|
|
|
$ 1,531,501
|
Total
Taxable Municipal Obligations (identified cost $16,423,816) |
|
|
$ 17,321,149
|
Security
|
Principal
Amount (000's omitted) |
Value
|
Special
Tax Revenue — 0.1% |
PRIFA
Class 61 Trust, Class 2043 (2005A CABs) (taxable), 0.00%, 7/1/43 |
$
|
960
|
$
324,221 |
Total
Trust Units (identified cost $323,723) |
|
|
$ 324,221
|
Total
Investments — 104.8% (identified cost $311,271,204) |
|
|
$328,658,082
|
Other
Assets, Less Liabilities — (4.8)% |
|
|
$
(15,032,760) |
Net
Assets — 100.0% |
|
|
$313,625,322
|
The
percentage shown for each investment category in the Portfolio of Investments is based on net assets. |
(1) |
Security
exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities may be sold in certain transactions in reliance on an exemption from registration (normally to qualified institutional buyers). At March 31, 2022,
the aggregate value of these securities is $33,389,259 or 10.6% of the Trust's net assets. |
(2) |
When-issued
security. |
(3) |
Security
represents the municipal bond held by a trust that issues residual interest bonds (see Note 1G). |
At
March 31, 2022, the concentration of the Trust’s investments in the various states and territories, determined as a percentage of total investments, is as follows: |
Illinois
|
14.7%
|
New
York |
14.0%
|
Florida
|
11.8%
|
Others,
representing less than 10% individually |
54.6%
|
The
Trust invests primarily in debt securities issued by municipalities. The ability of the issuers of the debt securities to meet their obligations may be affected by economic developments in a specific industry or municipality. At March 31, 2022,
15.2% of total investments are backed by bond insurance of various financial institutions and financial guaranty assurance agencies. The aggregate percentage insured by an individual financial institution or financial guaranty assurance agency
ranged from 0.6% to 7.4% of total investments. |
Abbreviations:
|
AGC
|
– Assured
Guaranty Corp. |
AGM
|
– Assured
Guaranty Municipal Corp. |
AMT
|
– Interest
earned from these securities may be considered a tax preference item for purposes of the Federal Alternative Minimum Tax. |
BAM
|
– Build
America Mutual Assurance Co. |
PRIFA
|
– Puerto
Rico Infrastructure Financing Authority |
15
See Notes to Financial Statements.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Statement of Assets
and Liabilities
|
March
31, 2022 |
Assets
|
|
Investments,
at value (identified cost $311,271,204) |
$
328,658,082 |
Cash
|
7,304,236
|
Interest
receivable |
4,077,034
|
Receivable
for investments sold |
1,196,269
|
Total
assets |
$341,235,621
|
Liabilities
|
|
Payable
for floating rate notes issued |
$
19,663,336 |
Payable
for when-issued securities |
7,613,384
|
Payable
to affiliate: |
|
Investment
adviser and administrative fee |
173,323
|
Interest
expense and fees payable |
42,792
|
Accrued
expenses |
117,464
|
Total
liabilities |
$
27,610,299 |
Net
Assets |
$313,625,322
|
Sources
of Net Assets |
|
Common
shares, $0.01 par value, unlimited number of shares authorized |
$
156,246 |
Additional
paid-in capital |
298,393,737
|
Distributable
earnings |
15,075,339
|
Net
Assets |
$313,625,322
|
Common
Shares Issued and Outstanding |
15,624,564
|
Net
Asset Value Per Common Share |
|
Net
assets ÷ common shares issued and outstanding |
$
20.07 |
16
See Notes to Financial Statements.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
|
Year
Ended |
|
March
31, 2022 |
Investment
Income |
|
Interest
income |
$
14,045,651 |
Total
investment income |
$
14,045,651 |
Expenses
|
|
Investment
adviser and administrative fee |
$
2,156,808 |
Trustees’
fees and expenses |
18,032
|
Custodian
fee |
84,225
|
Transfer
and dividend disbursing agent fees |
17,742
|
Legal
and accounting services |
74,384
|
Printing
and postage |
43,308
|
Interest
expense and fees |
221,986
|
Miscellaneous
|
66,758
|
Total
expenses |
$
2,683,243 |
Net
investment income |
$
11,362,408 |
Realized
and Unrealized Gain (Loss) |
|
Net
realized gain (loss): |
|
Investment
transactions |
$
(263,133) |
Net
realized loss |
$
(263,133) |
Change
in unrealized appreciation (depreciation): |
|
Investments
|
$
(25,612,627) |
Net
change in unrealized appreciation (depreciation) |
$(25,612,627)
|
Net
realized and unrealized loss |
$(25,875,760)
|
Net
decrease in net assets from operations |
$(14,513,352)
|
17
See Notes to Financial Statements.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Statements of Changes
in Net Assets
|
Year
Ended March 31, |
|
2022
|
2021
|
Increase
(Decrease) in Net Assets |
|
|
From
operations: |
|
|
Net
investment income |
$
11,362,408 |
$
11,943,316 |
Net
realized loss |
(263,133)
|
(1,456,097)
|
Net
change in unrealized appreciation (depreciation) |
(25,612,627)
|
19,641,721
|
Net
increase (decrease) in net assets from operations |
$
(14,513,352) |
$
30,128,940 |
Distributions
to shareholders |
$
(11,678,281) |
$
(11,699,462) |
Capital
share transactions: |
|
|
Proceeds
from shelf offering, net of offering costs (see Note 5) |
$
6,535,543 |
$
403,249 |
Reinvestment
of distributions |
103,211
|
24,504
|
Net
increase in net assets from capital share transactions |
$
6,638,754 |
$
427,753 |
Net
increase (decrease) in net assets |
$
(19,552,879) |
$
18,857,231 |
Net
Assets |
|
|
At
beginning of year |
$
333,178,201 |
$
314,320,970 |
At
end of year |
$313,625,322
|
$333,178,201
|
18
See Notes to Financial Statements.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
|
Year
Ended March 31, |
|
2022
|
2021
|
2020
|
2019
|
2018
|
Net
asset value — Beginning of year |
$
21.730 |
$
20.530 |
$
21.090 |
$
21.320 |
$
21.700 |
Income
(Loss) From Operations |
|
|
|
|
|
Net
investment income(1) |
$
0.733 |
$
0.780 |
$
0.835 |
$
0.955 |
$
0.986 |
Net
realized and unrealized gain (loss) |
(1.652)
|
1.183
|
(0.412)
|
(0.057)
|
(0.213)
|
Total
income (loss) from operations |
$
(0.919) |
$
1.963 |
$
0.423 |
$
0.898 |
$
0.773 |
Less
Distributions |
|
|
|
|
|
From
net investment income |
$
(0.753) |
$
(0.764) |
$
(0.841) |
$
(1.021) |
$
(1.031) |
From
net realized gain |
—
|
—
|
(0.078)
|
(0.107)
|
(0.122)
|
Tax
return of capital |
—
|
—
|
(0.065)
|
—
|
—
|
Total
distributions |
$
(0.753) |
$
(0.764) |
$
(0.984) |
$
(1.128) |
$
(1.153) |
Premium
from common shares sold through shelf offering (see Note 5)(1) |
$
0.012 |
$
0.001 |
$
0.001 |
$
— |
$
— |
Net
asset value — End of year |
$
20.070 |
$
21.730 |
$
20.530 |
$
21.090 |
$
21.320 |
Market
value — End of year |
$
19.050 |
$
22.500 |
$
19.500 |
$
21.120 |
$
20.670 |
Total
Investment Return on Net Asset Value(2) |
(4.36)%
|
9.87%
|
1.90%
|
4.54%
|
3.59%
|
Total
Investment Return on Market Value(2) |
(12.33)%
|
19.77%
|
(3.35)%
|
7.98%
|
1.27%
|
Ratios/Supplemental
Data |
|
|
|
|
|
Net
assets, end of year (000’s omitted) |
$313,625
|
$333,178
|
$314,321
|
$321,241
|
$324,587
|
Ratios
(as a percentage of average daily net assets): |
|
|
|
|
|
Expenses
excluding interest and fees |
0.73%
|
0.73%
|
0.75%
|
0.76%
|
0.76%
|
Interest
and fee expense(3) |
0.06%
|
0.05%
|
0.17%
|
0.22%
|
0.20%
|
Total
expenses |
0.79%
|
0.78%
|
0.92%
|
0.98%
|
0.96%
|
Net
investment income |
3.35%
|
3.67%
|
3.88%
|
4.55%
|
4.52%
|
Portfolio
Turnover |
13%
|
13%
|
44%
|
17%
|
17%
|
(1) |
Computed
using average shares outstanding. |
(2) |
Returns
are historical and are calculated by determining the percentage change in net asset value or market value with all distributions reinvested. Distributions are assumed to be reinvested at prices obtained under the Trust’s dividend reinvestment
plan. |
(3) |
Interest
and fee expense relates to the liability for floating rate notes issued in conjunction with residual interest bond transactions (see Note 1G). |
19
See Notes to Financial Statements.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Notes to Financial
Statements
1 Significant Accounting Policies
Eaton Vance National Municipal Opportunities Trust (the Trust)
is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a diversified, closed-end management investment company. The Trust’s primary investment objective is to provide current income
exempt from regular federal income tax. The Trust will, as a secondary investment objective, seek to achieve capital appreciation.
The following is a summary of significant accounting policies
of the Trust. The policies are in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP). The Trust is an investment company and follows accounting and reporting guidance in the Financial Accounting
Standards Board (FASB) Accounting Standards Codification Topic 946.
A Investment
Valuation—The following methodologies are used to determine the market value or fair value of
investments.
Debt Obligations. Debt obligations are generally valued on the basis of valuations provided by third party pricing services, as derived from such services’ pricing models. Inputs to the models may include, but are not limited to,
reported trades, executable bid and ask prices, broker/dealer quotations, prices or yields of securities with similar characteristics, interest rates, anticipated prepayments, benchmark curves or information pertaining to the issuer, as well as
industry and economic events. The pricing services may use a matrix approach, which considers information regarding securities with similar characteristics to determine the valuation for a security. Short-term debt obligations purchased with a
remaining maturity of sixty days or less for which a valuation from a third party pricing service is not readily available may be valued at amortized cost, which approximates fair value.
Fair Valuation. Investments for
which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Trust in a manner that most fairly reflects the
security’s “fair value”, which is the amount that the Trust might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors,
which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public
trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate
stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial statements, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and
sold.
B Investment Transactions and
Related Income—Investment transactions for financial statement purposes are accounted for on a trade
date basis. Realized gains and losses on investments sold are determined on the basis of identified cost. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.
C Federal
Taxes—The Trust’s policy is to comply with the provisions of the Internal Revenue Code
applicable to regulated investment companies and to distribute to shareholders each year substantially all of its taxable, if any, and tax-exempt net investment income, and all or substantially all of its net realized capital gains. Accordingly, no
provision for federal income or excise tax is necessary. The Trust intends to satisfy conditions which will enable it to designate distributions from the interest income generated by its investments in non-taxable municipal securities, which are
exempt from regular federal income tax when received by the Trust, as exempt-interest dividends. The portion of such interest, if any, earned on private activity bonds issued after August 7, 1986, may be considered a tax preference item to
shareholders.
As of March 31, 2022, the Trust had
no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Trust files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal
Revenue Service for a period of three years from the date of filing.
D Legal Fees— Legal fees and other related expenses incurred as part of negotiations of the terms and requirement of capital infusions, or that are expected
to result in the restructuring of, or a plan of reorganization for, an investment are recorded as realized losses. Ongoing expenditures to protect or enhance an investment are treated as operating expenses.
E Use of
Estimates—The preparation of the financial statements in conformity with U.S. GAAP requires management
to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those
estimates.
F Indemnifications—Under the Trust’s organizational documents, its officers and Trustees may be indemnified against
certain liabilities and expenses arising out of the performance of their duties to the Trust. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal
liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Trust shareholders and the By-laws provide that the Trust shall assume, upon request by the
shareholder, the defense on behalf of any Trust shareholders. Moreover, the By-laws also provide for indemnification out of Trust property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss
or expense arising from such liability. Additionally, in the normal course of business, the Trust enters into agreements with service providers that may contain indemnification clauses. The Trust’s maximum exposure under these arrangements is
unknown as this would involve future claims that may be made against the Trust that have not yet occurred.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Notes to Financial
Statements — continued
G Floating Rate Notes Issued in Conjunction with
Securities Held— The Trust may invest in residual interest bonds, also referred to as inverse floating
rate securities, whereby the Trust may sell a variable or fixed rate bond for cash to a Special-Purpose Vehicle (the SPV), (which is generally organized as a trust), while at the same time, buying a residual interest in the assets and cash flows of
the SPV. The bond is deposited into the SPV with the same CUSIP number as the bond sold to the SPV by the Trust, and which may have been, but is not required to be, the bond purchased from the Trust (the Bond). The SPV also issues floating rate
notes (Floating Rate Notes) which are sold to third-parties. The residual interest bond held by the Trust gives the Trust the right (1) to cause the holders of the Floating Rate Notes to generally tender their notes at par, and (2) to have the Bond
held by the SPV transferred to the Trust, thereby terminating the SPV. Should the Trust exercise such right, it would generally pay the SPV the par amount due on the Floating Rate Notes and exchange the residual interest bond for the underlying
Bond. Pursuant to generally accepted accounting principles for transfers and servicing of financial assets and extinguishment of liabilities, the Trust accounts for the transaction described above as a secured borrowing by including the Bond in its
Portfolio of Investments and the Floating Rate Notes as a liability under the caption “Payable for floating rate notes issued” in its Statement of Assets and Liabilities. The Floating Rate Notes have interest rates that generally reset
weekly and their holders have the option to tender their notes to the SPV for redemption at par at each reset date. Accordingly, the fair value of the payable for floating rate notes issued approximates its carrying value. If measured at fair value,
the payable for floating rate notes would have been considered as Level 2 in the fair value hierarchy (see Note 6) at March 31, 2022. Interest expense related to the Trust’s liability with respect to Floating Rate Notes is recorded as
incurred. The SPV may be terminated by the Trust, as noted above, or by the occurrence of certain termination events as defined in the trust agreement, such as a downgrade in the credit quality of the underlying Bond, bankruptcy of or payment
failure by the issuer of the underlying Bond, the inability to remarket Floating Rate Notes that have been tendered due to insufficient buyers in the market, or the failure by the SPV to obtain renewal of the liquidity agreement under which
liquidity support is provided for the Floating Rate Notes up to one year. At March 31, 2022, the amount of the Trust’s Floating Rate Notes outstanding and the related collateral were $19,663,336 and $26,965,964, respectively. The range of
interest rates on the Floating Rate Notes outstanding at March 31, 2021 was 0.54% to 0.65%. For the year ended March 31, 2022, the Trust’s average settled Floating Rate Notes outstanding and the average interest rate including fees were
$20,471,260 and 1.08%, respectively.
In certain
circumstances, the Trust may enter into shortfall and forbearance agreements with brokers by which the Trust agrees to reimburse the broker for the difference between the liquidation value of the Bond held by the SPV and the liquidation value of the
Floating Rate Notes, as well as any shortfalls in interest cash flows. The Trust had no shortfalls as of March 31, 2022.
The Trust may also purchase residual interest bonds in a
secondary market transaction without first owning the underlying bond. Such transactions are not required to be treated as secured borrowings. Shortfall agreements, if any, related to residual interest bonds purchased in a secondary market
transaction are disclosed in the Portfolio of Investments.
The Trust’s investment policies and restrictions
expressly permit investments in residual interest bonds. Such bonds typically offer the potential for yields exceeding the yields available on fixed rate bonds with comparable credit quality and maturity. These securities tend to underperform the
market for fixed rate bonds in a rising long-term interest rate environment, but tend to outperform the market for fixed rate bonds when long-term interest rates decline. The value and income of residual interest bonds are generally more volatile
than that of a fixed rate bond. The Trust’s investment policies do not allow the Trust to borrow money except as permitted by the 1940 Act. Management believes that the Trust’s restrictions on borrowing money and issuing senior
securities (other than as specifically permitted) do not apply to Floating Rate Notes issued by the SPV and included as a liability in the Trust’s Statement of Assets and Liabilities. As secured indebtedness issued by an SPV, Floating Rate
Notes are distinct from the borrowings and senior securities to which the Trust’s restrictions apply. Residual interest bonds held by the Trust are securities exempt from registration under Rule 144A of the Securities Act of 1933.
H When-Issued Securities and Delayed Delivery
Transactions—The Trust may purchase securities on a delayed delivery or when-issued basis. Payment and
delivery may take place after the customary settlement period for that security. At the time the transaction is negotiated, the price of the security that will be delivered is fixed. The Trust maintains cash and/or security positions for these
commitments such that sufficient liquid assets will be available to make payments upon settlement. Securities purchased on a delayed delivery or when-issued basis are marked-to-market daily and begin earning interest on settlement date. Such
security purchases are subject to the risk that when delivered they will be worth less than the agreed upon payment price. Losses may also arise if the counterparty does not perform under the contract.
2 Distributions to Shareholders and Income Tax
Information
The Trust intends to make monthly
distributions of net investment income to common shareholders. In addition, at least annually, the Trust intends to distribute all or substantially all of its net realized capital gains. Distributions are recorded on the ex-dividend date.
Distributions to shareholders are determined in accordance with income tax regulations, which may differ from U.S. GAAP. As required by U.S. GAAP, only distributions in excess of tax basis earnings and profits are reported in the financial
statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary
income.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Notes to Financial
Statements — continued
The
tax character of distributions declared for the years ended March 31, 2022 and March 31, 2021 was as follows:
|
Year
Ended March 31, |
|
2022
|
2021
|
Tax-exempt
income |
$8,951,900
|
$10,609,749
|
Ordinary
income |
$2,726,381
|
$
1,089,713 |
As of March 31, 2022, the components of distributable earnings
(accumulated loss) on a tax basis were as follows:
Undistributed
tax-exempt income |
$
1,118,332 |
Deferred
capital losses |
(3,770,064)
|
Net
unrealized appreciation |
17,727,071
|
Distributable
earnings |
$15,075,339
|
At March 31, 2022, the Trust, for
federal income tax purposes, had deferred capital losses of $3,770,064 which would reduce its taxable income arising from future net realized gains on investment transactions, if any, to the extent permitted by the Internal Revenue Code, and thus
would reduce the amount of distributions to shareholders, which would otherwise be necessary to relieve the Trust of any liability for federal income or excise tax. The deferred capital losses are treated as arising on the first day of the
Trust’s next taxable year and retain the same short-term or long-term character as when originally deferred. Of the deferred capital losses at March 31, 2022, $3,770,064 are short-term.
The cost and unrealized appreciation (depreciation) of
investments of the Trust at March 31, 2022, as determined on a federal income tax basis, were as follows:
Aggregate
cost |
$291,267,675
|
Gross
unrealized appreciation |
$
23,160,931 |
Gross
unrealized depreciation |
(5,433,860)
|
Net
unrealized appreciation |
$
17,727,071 |
3 Investment Adviser and Administration Fee and
Other Transactions with Affiliates
The investment adviser
and administrative fee is earned by Eaton Vance Management (EVM), an indirect, wholly-owned subsidiary of Morgan Stanley, as compensation for investment advisory and administrative services rendered to the Trust. The fee is computed at an annual
rate as a percentage of the Trust’s average daily gross assets as follows and is payable monthly:
Average
Daily Gross Assets |
Annual
Fee Rate |
Up
to and including $1.5 billion |
0.60%
|
Over
$1.5 billion |
0.59
|
Gross assets, as defined in the
Trust’s investment advisory and administrative agreement with EVM, means total assets of the Trust, including any form of investment leverage, minus all accrued expenses incurred in the normal course of operations, but not excluding any
liabilities or obligations attributable to investment leverage obtained through (i) indebtedness of any type (including, without limitation, borrowing through a credit facility or the issuance of debt securities), (ii) the issuance of preferred
stock or other similar preference securities, (iii) the reinvestment of collateral received for securities loaned in accordance with the Trust’s investment objectives and policies, and/or (iv) any other means. For purposes of this calculation,
gross assets represent net assets plus the amount payable by the Trust to floating-rate note holders. For the year ended March 31, 2022, the investment adviser and administrative fee incurred by the Trust and the effective annual rate, as a
percentage of average daily gross assets, were $2,156,808 and 0.60%, respectively.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Notes to Financial
Statements — continued
Trustees and officers of the Trust who are members of
EVM’s organization receive remuneration for their services to the Trust out of the investment adviser and administrative fee. Trustees of the Trust who are not affiliated with the investment adviser may elect to defer receipt of all or a
percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the year ended March 31, 2022, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of
EVM.
4 Purchases and Sales of
Investments
Purchases and sales of investments, other
than short-term obligations, aggregated $60,545,989 and $44,756,744, respectively, for the year ended March 31, 2022.
5 Common Shares of Beneficial Interest and Shelf
Offering
Common shares issued by the Trust pursuant to
its dividend reinvestment plan for the years ended March 31, 2022 and March 31, 2021 were 4,653 and 1,129, respectively.
In November 2013, the Board of Trustees initially approved a
share repurchase program for the Trust. Pursuant to the reauthorization of the share repurchase program by the Board of Trustees in March 2019, the Trust is authorized to repurchase up to 10% of its common shares outstanding as of the last day of
the prior calendar year at market prices when shares are trading at a discount to net asset value. The share repurchase program does not obligate the Trust to purchase a specific amount of shares. There were no repurchases of common shares by the
Trust for the years ended March 31, 2022 and March 31, 2021.
Pursuant to a registration statement filed with the SEC, the
Trust is authorized to issue up to an additional 2,285,745 common shares through an equity shelf offering program (the "shelf offering"). Under the shelf offering, the Trust, subject to market conditions, may raise additional capital from time to
time and in varying amounts and offering methods at a net price at or above the Trust’s net asset value per common share. During the years ended March 31, 2022 and March 31, 2021, the Trust sold 287,223 and 18,175 common shares, respectively,
and received proceeds (net of offering costs) of $6,535,543 and $403,249, respectively, through its shelf offering. The net proceeds in excess of the net asset value of the shares sold were $180,791 and $8,210 for the years ended March 31, 2022 and
March 31, 2021, respectively. Offering costs (other than the applicable sales commissions) incurred in connection with the shelf offering were borne directly by EVM. Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM, is the distributor of
the Trust's shares and is entitled to receive a sales commission from the Trust of 1.00% of the gross sales price per share, a portion of which is re-allowed to sales agents. The Trust was informed that the sales commissions retained by EVD during
the years ended March 31, 2022 and March 31, 2021 were $13,203 and $815, respectively.
6 Fair Value Measurements
Under generally accepted accounting principles for fair value
measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.
•
|
Level 1 – quoted prices
in active markets for identical investments |
•
|
Level 2 – other
significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.) |
•
|
Level 3
– significant unobservable inputs (including a fund's own assumptions in determining the fair value of investments) |
In cases where the inputs used to measure fair value fall in
different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not
necessarily an indication of the risk associated with investing in those securities.
At March 31, 2022, the hierarchy of inputs used in valuing the
Trust's investments, which are carried at value, were as follows:
Asset
Description |
Level
1 |
Level
2 |
Level
3 |
Total
|
Corporate
Bonds |
$
— |
$
15,873,299 |
$
— |
$
15,873,299 |
Tax-Exempt
Municipal Obligations |
—
|
295,139,413
|
—
|
295,139,413
|
Taxable
Municipal Obligations |
—
|
17,321,149
|
—
|
17,321,149
|
Trust
Units |
—
|
324,221
|
—
|
324,221
|
Total
Investments |
$ —
|
$328,658,082
|
$ —
|
$328,658,082
|
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Notes to Financial
Statements — continued
7 Risks and Uncertainties
Pandemic Risk
An outbreak of respiratory disease caused by a novel
coronavirus was first detected in China in late 2019 and subsequently spread internationally. This coronavirus has resulted in closing borders, enhanced health screenings, changes to healthcare service preparation and delivery, quarantines,
cancellations, disruptions to supply chains and customer activity, as well as general concern and uncertainty. Health crises caused by outbreaks, such as the coronavirus outbreak, may exacerbate other pre-existing political, social and economic
risks and disrupt normal market conditions and operations. The impact of this outbreak has negatively affected the worldwide economy, the economies of individual countries, individual companies, and the market in general, and may continue to do so
in significant and unforeseen ways, as may other epidemics and pandemics that may arise in the future. Any such impact could adversely affect the Trust's performance, or the performance of the securities in which the Trust invests.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Report of Independent
Registered Public Accounting Firm
To the
Trustees and Shareholders of Eaton Vance National Municipal Opportunities Trust:
Opinion on the Financial Statements and Financial
Highlights
We have audited the accompanying statement of
assets and liabilities of Eaton Vance National Municipal Opportunities Trust (the “Trust”), including the portfolio of investments, as of March 31, 2022, the related statement of operations for the year then ended, the statements of
changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present
fairly, in all material respects, the financial position of the Trust as of March 31, 2022, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the
financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements and financial highlights are the
responsibility of the Trust’s management. Our responsibility is to express an opinion on the Trust's 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 Trust 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.
The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for
the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion.
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. 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. Our procedures included confirmation of securities owned as of March 31, 2022, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing
procedures. We believe that our audits provide a reasonable basis for our opinion.
/s/ Deloitte & Touche LLP
Boston, Massachusetts
May 20, 2022
We have served as the auditor of one or
more Eaton Vance investment companies since 1959.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Federal Tax
Information (Unaudited)
The
Form 1099-DIV you receive in February 2023 will show the tax status of all distributions paid to your account in calendar year 2022. Shareholders are advised to consult their own tax adviser with respect to the tax consequences of their investment
in the Trust. As required by the Internal Revenue Code and/or regulations, shareholders must be notified regarding the status of exempt-interest dividends.
Exempt-Interest Dividends. For
the fiscal year ended March 31, 2022, the Trust designates 76.65% of distributions from net investment income as an exempt-interest dividend.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Annual Meeting of
Shareholders (Unaudited)
The
Trust held its Annual Meeting of Shareholders on January 13, 2022. The following action was taken by the shareholders:
Proposal 1(b): The election of Thomas E. Faust Jr., Valerie A.
Mosley and Scott E. Wennerholm as Class I Trustees of the Trust for a three-year term expiring in 2025.
|
|
|
Number
of Shares |
Nominees
for Trustee Elected by All Shareholders |
|
|
For
|
Withheld
|
Thomas
E. Faust Jr. |
|
|
14,072,453
|
278,520
|
Valerie
A. Mosley |
|
|
14,100,918
|
250,055
|
Scott
E. Wennerholm |
|
|
14,019,984
|
330,989
|
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Dividend Reinvestment
Plan
The Trust offers a dividend reinvestment plan (Plan) pursuant
to which shareholders automatically have distributions reinvested in common shares (Shares) of the Trust unless they elect otherwise through their investment dealer. On the distribution payment date, if the NAV per Share is equal to or less than the
market price per Share plus estimated brokerage commissions, then new Shares will be issued. The number of Shares shall be determined by the greater of the NAV per Share or 95% of the market price. Otherwise, Shares generally will be purchased on
the open market by American Stock Transfer & Trust Company, LLC, the Plan agent (Agent). Distributions subject to income tax (if any) are taxable whether or not Shares are reinvested.
If your Shares are in the name of a brokerage firm, bank, or
other nominee, you can ask the firm or nominee to participate in the Plan on your behalf. If the nominee does not offer the Plan, you will need to request that the Trust's transfer agent re-register your Shares in your name or you will not be able
to participate.
The Agent’s service fee for
handling distributions will be paid by the Trust. Plan participants will be charged their pro rata share of brokerage commissions on all open-market purchases.
Plan participants may withdraw from the Plan at any time by
writing to the Agent at the address noted on the following page. If you withdraw, you will receive Shares in your name for all Shares credited to your account under the Plan. If a participant elects by written notice to the Agent to sell part or all
of his or her Shares and remit the proceeds, the Agent is authorized to deduct a $5.00 fee plus brokerage commissions from the proceeds.
If you wish to participate in the Plan and your Shares are held
in your own name, you may complete the form on the following page and deliver it to the Agent. Any inquiries regarding the Plan can be directed to the Agent at 1-866-439-6787.
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Application for
Participation in Dividend Reinvestment Plan
This form is for shareholders who hold
their common shares in their own names. If your common shares are held in the name of a brokerage firm, bank, or other nominee, you should contact your nominee to see if it will participate in the Plan on your behalf. If you wish to participate in
the Plan, but your brokerage firm, bank, or nominee is unable to participate on your behalf, you should request that your common shares be re-registered in your own name which will enable your participation in the Plan.
The following authorization and appointment
is given with the understanding that I may terminate it at any time by terminating my participation in the Plan as provided in the terms and conditions of the Plan.
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Please
print exact name on account |
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Shareholder
signature |
Date
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Shareholder
signature |
Date
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Please
sign exactly as your common shares are registered. All persons whose names appear on the share certificate must sign. |
YOU SHOULD NOT RETURN THIS FORM IF YOU WISH TO
RECEIVE YOUR DISTRIBUTIONS IN CASH. THIS IS NOT A PROXY.
This authorization form, when signed, should
be mailed to the following address:
Eaton Vance National Municipal
Opportunities Trust
c/o American Stock Transfer & Trust Company, LLC
P.O. Box 922
Wall Street Station
New York, NY 10269-0560
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Management and
Organization
Fund
Management. The Board of Trustees of the Fund (the “Board”) is responsible for the overall management and supervision of the affairs of the Fund. The Board members and officers of the Fund are listed
below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. Each Trustee holds office until the annual meeting for the year in which his or her term expires and until his or her
successor is elected and qualified, subject to a prior death, resignation, retirement, disqualification or removal. Under the terms of the Fund’s current Trustee retirement policy, an Independent Trustee must retire and resign as a Trustee on
the earlier of: (i) the first day of July following his or her 74th birthday; or (ii), with limited exception, December 31st of the 20th year in which he or she has served as a Trustee. However, if such retirement and resignation would cause the
Fund to be out of compliance with Section 16 of the 1940 Act or any other regulations or guidance of the Securities and Exchange Commission, then such retirement and resignation will not become effective until such time as action has been taken for
the Fund to be in compliance therewith. The “noninterested Trustees” consist of those Trustees who are not “interested persons” of the Fund, as that term is defined under the 1940 Act. The business address of each Board
member and officer is Two International Place, Boston, Massachusetts 02110. As used below, “BMR” refers to Boston Management and Research, “EVC” refers to Eaton Vance Corp., “EV” refers to EV LLC,
“EVM” refers to Eaton Vance Management and “EVD” refers to Eaton Vance Distributors, Inc. EV is the trustee of each of EVM and BMR. Effective March 1, 2021, each of EVM, BMR, EVD and EV are indirect, wholly-owned subsidiaries
of Morgan Stanley. Each officer affiliated with EVM may hold a position with other EVM affiliates that is comparable to his or her position with EVM listed below. Each Trustee oversees 138 funds (with the exception of Messrs. Faust and Wennerholm
and Ms. Frost who oversee 137 funds, and Ms. Wiser who oversees 135 funds) in the Eaton Vance fund complex (including both funds and portfolios in a hub and spoke structure).
Name
and Year of Birth |
Fund
Position(s) |
Length
of Service |
Principal
Occupation(s) and Directorships During Past Five Years and Other Relevant Experience |
Interested Trustee
|
Thomas
E. Faust Jr. 1958 |
Class
I Trustee |
Until
2025. 3 years. Since 2007. |
Chairman
of Morgan Stanley Investment Management, Inc. (MSIM), member of the Board of Managers and President of EV, Chief Executive Officer of EVM and BMR, and Director of EVD. Formerly, Chairman, Chief Executive Officer and President of EVC. Mr. Faust is
an interested person because of his positions with MSIM, BMR, EVM, EVD, and EV, which are affiliates of the Fund, and his former position with EVC, which was an affiliate of the Fund prior to March 1, 2021. Other
Directorships. Formerly, Director of EVC (2007-2021) and Hexavest Inc. (investment management firm) (2012-2021). |
Noninterested Trustees
|
Mark
R. Fetting 1954 |
Class
III Trustee |
Until
2024. 3 years. Since 2016. |
Private investor.
Formerly held various positions at Legg Mason, Inc. (investment management firm) (2000-2012), including President, Chief Executive Officer, Director and Chairman (2008-2012), Senior Executive Vice President (2004-2008) and Executive Vice President
(2001-2004). Formerly, President of Legg Mason family of funds (2001-2008). Formerly, Division President and Senior Officer of Prudential Financial Group, Inc. and related companies (investment management firm) (1991-2000). Other Directorships. None. |
Cynthia
E. Frost 1961 |
Class
II Trustee |
Until
2023. 3 years. Since 2014. |
Private investor.
Formerly, Chief Investment Officer of Brown University (university endowment) (2000-2012). Formerly, Portfolio Strategist for Duke Management Company (university endowment manager) (1995-2000). Formerly, Managing Director, Cambridge Associates
(investment consulting company) (1989-1995). Formerly, Consultant, Bain and Company (management consulting firm) (1987-1989). Formerly, Senior Equity Analyst, BA Investment Management Company (1983-1985). Other
Directorships. None. |
George
J. Gorman 1952 |
Chairperson
of the Board and Class III Trustee |
Until
2024. 3 years. Chairperson of the Board since 2021 and Trustee since 2014. |
Principal
at George J. Gorman LLC (consulting firm). Formerly, Senior Partner at Ernst & Young LLP (a registered public accounting firm) (1974-2009). Other Directorships. None. |
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Management and
Organization — continued
Name
and Year of Birth |
Fund
Position(s) |
Length
of Service |
Principal
Occupation(s) and Directorships During Past Five Years and Other Relevant Experience |
Noninterested Trustees
(continued) |
Valerie
A. Mosley 1960 |
Class
I Trustee |
Until
2025. 3 years. Since 2014. |
Chairwoman
and Chief Executive Officer of Valmo Ventures (a consulting and investment firm). Founder of Upward Wealth, Inc., dba BrightUP, a fintech platform. Formerly, Partner and Senior Vice President, Portfolio Manager and Investment Strategist at
Wellington Management Company, LLP (investment management firm) (1992-2012). Formerly, Chief Investment Officer, PG Corbin Asset Management (1990-1992). Formerly worked in institutional corporate bond sales at Kidder Peabody (1986-1990). Other Directorships. Director of DraftKings, Inc. (digital sports entertainment and gaming company) (since September 2020). Director of Groupon, Inc. (e-commerce provider) (since April 2020). Director of Envestnet,
Inc. (provider of intelligent systems for wealth management and financial wellness) (since 2018). Formerly, Director of Dynex Capital, Inc. (mortgage REIT) (2013-2020). |
William
H. Park 1947 |
Class
II Trustee |
Until
2023. 3 years. Since 2003. |
Private investor.
Formerly, Consultant (management and transactional) (2012-2014). Formerly, Chief Financial Officer, Aveon Group L.P. (investment management firm) (2010-2011). Formerly, Vice Chairman, Commercial Industrial Finance Corp. (specialty finance company)
(2006-2010). Formerly, President and Chief Executive Officer, Prizm Capital Management, LLC (investment management firm) (2002-2005). Formerly, Executive Vice President and Chief Financial Officer, United Asset Management Corporation (investment
management firm) (1982-2001). Formerly, Senior Manager, Price Waterhouse (now PricewaterhouseCoopers) (a registered public accounting firm) (1972-1981). Other Directorships. None. |
Helen
Frame Peters 1948 |
Class
III Trustee |
Until
2024. 3 years. Since 2008. |
Professor
of Finance, Carroll School of Management, Boston College. Formerly, Dean, Carroll School of Management, Boston College (2000-2002). Formerly, Chief Investment Officer, Fixed Income, Scudder Kemper Investments (investment management firm)
(1998-1999). Formerly, Chief Investment Officer, Equity and Fixed Income, Colonial Management Associates (investment management firm) (1991-1998). Other Directorships. None. |
Keith
Quinton 1958 |
Class
II Trustee |
Until
2023. 3 years. Since 2018. |
Private investor,
researcher and lecturer. Formerly, Independent Investment Committee Member at New Hampshire Retirement System (2017-2021). Formerly, Portfolio Manager and Senior Quantitative Analyst at Fidelity Investments (investment management firm)
(2001-2014). Other Directorships. Formerly, Director (2016-2021) and Chairman (2019-2021) of New Hampshire Municipal Bond Bank. |
Marcus
L. Smith 1966 |
Class
III Trustee |
Until
2024. 3 years. Since 2018. |
Private investor
and independent corporate director. Formerly, Chief Investment Officer, Canada (2012-2017), Chief Investment Officer, Asia (2010-2012), Director of Asian Research (2004-2010) and portfolio manager (2001-2017) at MFS Investment Management
(investment management firm). Other Directorships. Director of First Industrial Realty Trust, Inc. (an industrial REIT) (since 2021). Director of MSCI Inc. (global provider of investment decision support
tools) (since 2017). Formerly, Director of DCT Industrial Trust Inc. (logistics real estate company) (2017-2018). |
Susan
J. Sutherland 1957 |
Class
II Trustee |
Until
2023. 3 years. Since 2015. |
Private investor.
Director of Ascot Group Limited and certain of its subsidiaries (insurance and reinsurance) (since 2017). Formerly, Director of Hagerty Holding Corp. (insurance) (2015-2018) and Montpelier Re Holdings Ltd. (insurance and reinsurance) (2013-2015).
Formerly, Associate, Counsel and Partner at Skadden, Arps, Slate, Meagher & Flom LLP (law firm) (1982-2013). Other Directorships. Director of Kairos Acquisition Corp. (insurance/InsurTech acquisition
company) (since 2021). |
Scott
E. Wennerholm 1959 |
Class
I Trustee |
Until
2025. 3 years. Since 2016. |
Private
investor. Formerly, Trustee at Wheelock College (postsecondary institution) (2012-2018). Formerly, Consultant at GF Parish Group (executive recruiting firm) (2016-2017). Formerly, Chief Operating Officer and Executive Vice President at BNY Mellon
Asset Management (investment management firm) (2005-2011). Formerly, Chief Operating Officer and Chief Financial Officer at Natixis Global Asset Management (investment management firm) (1997-2004). Formerly, Vice President at Fidelity Investments
Institutional Services (investment management firm) (1994-1997). Other Directorships. None. |
Eaton Vance
National Municipal Opportunities Trust
March 31, 2022
Management and
Organization — continued
Name
and Year of Birth |
Fund
Position(s) |
Length
of Service |
Principal
Occupation(s) and Directorships During Past Five Years and Other Relevant Experience |
Noninterested Trustees
(continued) |
Nancy
A. Wiser(1) 1967 |
Class
II |
Until
2023. 1 year. Since 2022. |
Formerly,
Executive Vice President and the Global Head of Operations at Wells Fargo Asset Management (2011-2021). Other Directorships. None. |
Name
and Year of Birth |
Fund
Position(s) |
Length
of Service |
Principal
Occupation(s) During Past Five Years |
Principal
Officers who are not Trustees |
Eric
A. Stein 1980 |
President
|
Since
2020 |
Vice
President and Chief Investment Officer, Fixed Income of EVM and BMR. Prior to November 1, 2020, Mr. Stein was a co-Director of Eaton Vance’s Global Income Investments. Also Vice President of Calvert Research and Management (“CRM”).
|
Deidre
E. Walsh 1971 |
Vice
President |
Since
2009 |
Vice
President of EVM and BMR. Also Vice President of CRM. |
James
F. Kirchner 1967 |
Treasurer
|
Since
2007 |
Vice
President of EVM and BMR. Also Vice President of CRM. |
Jill
R. Damon 1984 |
Secretary
|
Since
2022 |
Vice
President of EVM and BMR since 2017. Formerly, associate at Dechert LLP (2009-2017). |
Richard
F. Froio 1968 |
Chief
Compliance Officer |
Since
2017 |
Vice
President of EVM and BMR since 2017. Formerly, Deputy Chief Compliance Officer (Adviser/Funds) and Chief Compliance Officer (Distribution) at PIMCO (2012-2017) and Managing Director at BlackRock/Barclays Global Investors (2009-2012).
|
(1) Ms. Wiser began serving as a Trustee effective April 4, 2022.
Privacy
Notice |
April 2021
|
FACTS
|
WHAT
DOES EATON VANCE DO WITH YOUR PERSONAL INFORMATION? |
Why?
|
Financial
companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read
this notice carefully to understand what we do. |
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What?
|
The
types of personal information we collect and share depend on the product or service you have with us. This information can include:■ Social Security number and income ■ investment
experience and risk tolerance ■ checking account number and wire transfer instructions |
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How?
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All
financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Eaton Vance
chooses to share; and whether you can limit this sharing. |
Reasons
we can share your personal information |
Does
Eaton Vance share? |
Can
you limit this sharing? |
For
our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus |
Yes
|
No
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For
our marketing purposes — to offer our products and services to you |
Yes
|
No
|
For
joint marketing with other financial companies |
No
|
We
don’t share |
For
our investment management affiliates’ everyday business purposes — information about your transactions, experiences, and creditworthiness |
Yes
|
Yes
|
For
our affiliates’ everyday business purposes — information about your transactions and experiences |
Yes
|
No
|
For
our affiliates’ everyday business purposes — information about your creditworthiness |
No
|
We
don’t share |
For
our investment management affiliates to market to you |
Yes
|
Yes
|
For
our affiliates to market to you |
No
|
We
don’t share |
For
nonaffiliates to market to you |
No
|
We
don’t share |
To
limit our sharing |
Call
toll-free 1-800-262-1122 or email: EVPrivacy@eatonvance.comPlease note:If you are a new customer,
we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact
us at any time to limit our sharing. |
Questions?
|
Call
toll-free 1-800-262-1122 or email: EVPrivacy@eatonvance.com |
Privacy
Notice — continued |
April 2021
|
Who
we are |
Who
is providing this notice? |
Eaton
Vance Management, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management (International) Limited, Eaton Vance Advisers International Ltd., Eaton Vance Global Advisors Limited, Eaton Vance Management’s Real Estate
Investment Group, Boston Management and Research, Calvert Research and Management, Eaton Vance and Calvert Fund Families and our investment advisory affiliates (“Eaton Vance”) (see Investment Management Affiliates definition below)
|
What
we do |
How
does Eaton Vance protect my personal information? |
To
protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of
customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information. |
How
does Eaton Vance collect my personal information? |
We
collect your personal information, for example, when you■ open an account or make deposits or withdrawals from your account ■ buy securities from us or make a wire transfer
■ give us your contact informationWe also collect your personal information from others, such as credit bureaus, affiliates, or other companies. |
Why
can’t I limit all sharing? |
Federal
law gives you the right to limit only■ sharing for affiliates’ everyday business purposes — information about your creditworthiness ■ affiliates from using your information
to market to you ■ sharing for nonaffiliates to market to youState laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.
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Definitions
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Investment
Management Affiliates |
Eaton
Vance Investment Management Affiliates include registered investment advisers, registered broker- dealers, and registered and unregistered funds. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth
Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co. |
Affiliates
|
Companies
related by common ownership or control. They can be financial and nonfinancial companies.■ Our affiliates include companies with a Morgan Stanley name and financial
companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co. |
Nonaffiliates
|
Companies
not related by common ownership or control. They can be financial and nonfinancial companies.■ Eaton Vance does not share with nonaffiliates so they can market to
you. |
Joint
marketing |
A
formal agreement between nonaffiliated financial companies that together market financial products or services to you.■ Eaton Vance doesn’t jointly market.
|
Other
important information |
Vermont:
Except as permitted by law, we will not share personal information we collect about Vermont residents with Nonaffiliates unless you provide us with your written consent to share such
information.California: Except as permitted by law, we will not share personal information we collect about California residents with Nonaffiliates and we will limit sharing
such personal information with our Affiliates to comply with California privacy laws that apply to us. |
Delivery of Shareholder Documents. The Securities and Exchange Commission (SEC) permits funds to deliver only one copy of shareholder documents, including prospectuses, proxy statements and
shareholder reports, to fund investors with multiple accounts at the same residential or post office box address. This practice is often called “householding” and it helps eliminate duplicate mailings to shareholders. American Stock Transfer & Trust Company, LLC (“AST”), the closed-end funds transfer agent, or your financial intermediary, may household the mailing of your documents
indefinitely unless you instruct AST, or your financial intermediary, otherwise. If you would prefer that your Eaton Vance documents not be householded, please contact AST or your financial
intermediary. Your instructions that householding not apply to delivery of your Eaton Vance documents will typically be effective within 30 days of receipt by Eaton Vance or your financial intermediary.
Portfolio
Holdings. Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) files a schedule of portfolio holdings on Part F to Form N-PORT with the
SEC. Certain information filed on Form N-PORT may be viewed on the Eaton Vance website at www.eatonvance.com, by calling Eaton Vance at 1-800-262-1122 or in the EDGAR database on the SEC’s website at www.sec.gov.
Proxy
Voting. From time to time, funds are required to vote proxies related to the securities held by the funds. The Eaton Vance Funds or their underlying
Portfolios (if applicable) vote proxies according to a set of policies and procedures approved by the Funds’ and Portfolios’ Boards. You may obtain a description of these policies and procedures and information on how the Funds or
Portfolios voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge, upon request, by calling 1-800-262-1122 and by accessing the SEC’s website at www.sec.gov.
Share Repurchase
Program. The Fund’s Board of Trustees has approved a share repurchase program authorizing the Fund to repurchase up to 10% of its common shares
outstanding as of the last day of the prior calendar year in open-market transactions at a discount to net asset value. The repurchase program does not obligate the Fund to purchase a specific amount of shares. The Fund’s repurchase activity,
including the number of shares purchased, average price and average discount to net asset value, is disclosed in the Fund’s annual and semi-annual reports to shareholders.
Additional Notice to Shareholders. If applicable, a Fund may also redeem or purchase its outstanding preferred shares in order to maintain compliance with regulatory requirements, borrowing or
rating agency requirements or for other purposes as it deems appropriate or necessary.
Closed-End Fund Information. Eaton Vance closed-end funds make fund performance data and certain information about portfolio characteristics available on the Eaton Vance website shortly
after the end of each month. Other information about the funds is available on the website. The funds’ net asset value per share is readily accessible on the Eaton Vance website. Portfolio holdings for the most recent month-end are also posted
to the website approximately 30 days following the end of the month. This information is available at www.eatonvance.com on the fund information pages under “Individual Investors — Closed-End Funds”.
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Investment Adviser and Administrator
Eaton Vance Management
Two International Place
Boston, MA 02110
Custodian
State Street Bank and Trust Company
State Street Financial Center, One Lincoln Street
Boston, MA 02111
Transfer Agent
American Stock Transfer & Trust Company, LLC
6201 15th Avenue
Brooklyn, NY 11219
Independent Registered Public Accounting Firm
Deloitte & Touche LLP
200 Berkeley Street
Boston, MA 02116-5022
Fund Offices
Two International Place
Boston, MA 02110