UNITED STATES

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-05822

MFS CHARTER INCOME TRUST

(Exact name of registrant as specified in charter)

111 Huntington Avenue, Boston, Massachusetts 02199 (Address of principal executive offices) (Zip code)

Christopher R. Bohane

Massachusetts Financial Services Company

111Huntington Avenue Boston, Massachusetts 02199

(Name and address of agents for service)

Registrant’s telephone number, including area code: (617) 954-5000

Date of fiscal year end: November 30

Date of reporting period: May 31, 2024

ITEM 1. REPORTS TO STOCKHOLDERS.

Item 1(a):


Semiannual Report
May 31, 2024
MFS®  Charter Income Trust
MCR-SEM

MANAGED DISTRIBUTION POLICY DISCLOSURE
The MFS Charter Income Trust’s (the fund) Board of Trustees adopted a managed distribution policy. The fund seeks to pay monthly distributions based on an annual rate of 8.00% of the fund’s average monthly net asset value. The primary purpose of the managed distribution policy is to provide shareholders with a constant, but not guaranteed, fixed rate of distribution each month. You should not draw any conclusions about the fund’s investment performance from the amount of the current distribution or from the terms of the fund’s managed distribution policy. The Board may amend or terminate the managed distribution policy at any time without prior notice to fund shareholders. The amendment or termination of the managed distribution policy could have an adverse effect on the market price of the fund’s shares.
With each distribution, the fund will issue a notice to shareholders and an accompanying press release which will provide detailed information regarding the amount and composition of the distribution and other related information. The amounts and sources of distributions reported in the notice to shareholders are only estimates and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes. Please refer to “Tax Matters and Distributions” under Note 2 of the Notes to Financial Statements for information regarding the tax character of the fund’s distributions.
Under a managed distribution policy the fund may at times distribute more than its net investment income and net realized capital gains; therefore, a portion of your distribution may result in a return of capital. A return of capital may occur, for example, when some or all of the money that you invested in the fund is paid back to you. Any such returns of capital will decrease the fund’s total assets and, therefore, could have the effect of increasing the fund’s expense ratio. In addition, in order to make the level of distributions called for under its managed distribution policy, the fund may have to sell portfolio securities at a less than opportune time. A return of capital does not necessarily reflect the fund’s investment performance and should not be confused with ‘yield’ or ‘income’. The fund’s total return in relation to changes in net asset value is presented in the Financial Highlights.



Portfolio Composition
Portfolio structure at value (v)
Portfolio structure reflecting equivalent exposure of derivative positions (i)
 
Fixed income sectors (i)
High Yield Corporates 62.0%
Emerging Markets Bonds 20.1%
Investment Grade Corporates 7.5%
Non-U.S. Government Bonds 4.8%
U.S. Treasury Securities 4.8%
Mortgage-Backed Securities 3.0%
Commercial Mortgage-Backed Securities 1.9%
Collateralized Debt Obligations 1.2%
Asset-Backed Securities 0.7%
Municipal Bonds 0.4%
Residential Mortgage-Backed Securities 0.3%
Portfolio facts
Average Duration (d) 5.8
Average Effective Maturity (m) 7.8 yrs.
1

Portfolio Composition - continued
Composition including fixed income credit quality (a)(i)
AAA 6.8%
AA 3.0%
A 7.4%
BBB 12.3%
BB 35.4%
B 29.7%
CCC 9.4%
CC 0.2%
C 0.1%
D 0.1%
U.S. Government 21.4%
Federal Agencies 3.0%
Not Rated (22.1)%
Non-Fixed Income 1.2%
Cash & Cash Equivalents (Less Liabilities) (b) (31.9)%
Other (q) 24.0%
(a) For all securities other than those specifically described below, ratings are assigned to underlying securities utilizing ratings from Moody’s, Fitch, and Standard & Poor’s rating agencies and applying the following hierarchy: If all three agencies provide a rating, the middle rating (after dropping the highest and lowest ratings) is assigned; if two of the three agencies rate a security, the lower of the two is assigned. If none of the 3 rating agencies above assign a rating, but the security is rated by DBRS Morningstar, then the DBRS Morningstar rating is assigned. If none of the 4 rating agencies listed above rate the security, but the security is rated by the Kroll Bond Rating Agency (KBRA), then the KBRA rating is assigned. Ratings are shown in the S&P and Fitch scale (e.g., AAA). Securities rated BBB or higher are considered investment grade. All ratings are subject to change. U.S. Government includes securities issued by the U.S. Department of the Treasury. Federal Agencies includes rated and unrated U.S. Agency fixed-income securities, U.S. Agency mortgage-backed securities, and collateralized mortgage obligations of U.S. Agency mortgage-backed securities.
Not Rated includes fixed income securities and fixed income derivatives that have not been rated by any rating agency. Non-Fixed Income includes equity securities (including convertible bonds and equity derivatives), ETFs and Options on ETFs, and/or commodity-linked derivatives.
The fund may or may not have held all of these instruments on this date. The fund is not rated by these agencies.
(b) Cash & Cash Equivalents (Less Liabilities) includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Liabilities include the value of outstanding borrowings made by the fund for leverage transactions. Cash & Cash Equivalents (Less Liabilities) is negative due to these borrowings. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities. Please see Note 6 in the Notes to Financial Statements for more information on the fund's outstanding borrowings.
2

Portfolio Composition - continued
(d) Duration is a measure of how much a bond’s price is likely to fluctuate with general changes in interest rates, e.g., if rates rise 1.00%, a bond with a 5-year duration is likely to lose about 5.00% of its value due to the interest rate move. The Average Duration calculation reflects the impact of the equivalent exposure of derivative positions, if any. 
(f) The fund invests a portion of its assets in Exchange-Traded Funds (ETFs) or Options on ETFs to gain fixed income exposure. Percentages include the direct exposure from investing in ETFs or Options on ETFs and not the indirect exposure to the underlying holdings.
(i) For purposes of this presentation, the components include the value of securities, and reflect the impact of the equivalent exposure of derivative positions, if any. These amounts may be negative from time to time. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than value. The bond component will include any accrued interest amounts.
(m) In determining each instrument’s effective maturity for purposes of calculating the fund’s dollar-weighted average effective maturity, MFS uses the instrument’s stated maturity or, if applicable, an earlier date on which MFS believes it is probable that a maturity-shortening feature (such as a put, pre-refunding or prepayment) will cause the instrument to be repaid. Such an earlier date can be substantially shorter than the instrument’s stated maturity.
(p) For purposes of the presentation of Portfolio structure at value, Other includes market value from currency derivatives and may be negative.
(q) For purposes of this presentation, Other includes equivalent exposure from currency derivatives and/or any offsets to derivative positions and may be negative.
(v) For purposes of this presentation, market value of fixed income and/or equity derivatives, if any, is included in Cash & Cash Equivalents (Less Liabilities).
Where the fund holds convertible bonds, they are treated as part of the equity portion of the portfolio.
Percentages are based on net assets as of May 31, 2024.
The portfolio is actively managed and current holdings may be different.
3

Portfolio Managers' Profiles
Portfolio Manager Primary Role Since Title and Five Year History
Robert Spector Lead and Debt Instruments Portfolio Manager 2015 Investment Officer of MFS; employed in the investment management area of MFS since 2011.
Neeraj Arora Emerging Markets Debt Instruments Portfolio Manager 2023 Investment Officer of MFS; employed in the investment management area of MFS since 2011.
Ward Brown Emerging Markets Debt Instruments Portfolio Manager 2012 Investment Officer of MFS; employed in the investment management area of MFS since 2005.
Philipp Burgener Structured Securities Portfolio Manager 2019 Investment Officer of MFS; employed in the investment management area of MFS since 2003.
David Cole Below Investment Grade Debt Instruments Portfolio Manager 2006 Investment Officer of MFS; employed in the investment management area of MFS since 2004.
Pilar Gomez-Bravo Debt Instruments Portfolio Manager 2013 Co-Chief Investment Officer-Global Fixed Income of MFS; employed in the investment management area of MFS since 2013.
Andy Li Investment Grade Debt Instruments Portfolio Manager 2019 Investment Officer of MFS; employed in the investment management area of MFS since 2018.
John Mitchell Investment Grade Debt Instruments Portfolio Manager 2023 Investment Officer of MFS; employed in the investment management area of MFS since 2003.
Michael Skatrud Below Investment Grade Debt Instruments Portfolio Manager 2018 Investment Officer of MFS; employed in the investment management area of MFS since 2013.
Erik Weisman Sovereign Debt Instruments Portfolio Manager 2012 Investment Officer of MFS; employed in the investment management area of MFS since 2002.
Effective April 30, 2024, Matt Ryan is no longer a Portfolio Manager of the fund. 
Other Notes
The fund’s shares may trade at a discount or premium to net asset value. When fund shares trade at a premium, buyers pay more than the net asset value of the underlying fund shares, and shares purchased at a premium would receive less than the amount paid for them in the event of the fund’s concurrent liquidation.
4

Other Notes – continued
The fund's target annual distribution rate is calculated based on an annual rate of 8.00% of the fund's average monthly net asset value, not a fixed share price, and the fund's dividend amount will fluctuate with changes in the fund's average monthly net assets.
In accordance with Section 23(c) of the Investment Company Act of 1940, the fund hereby gives notice that it may from time to time repurchase shares of the fund in the open market at the option of the Board of Trustees and on such terms as the Trustees shall determine.
5

Portfolio of Investments
5/31/24 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Bonds – 129.2%
Aerospace & Defense – 3.1%
Boeing Co., 6.298%, 5/01/2029 (n)   $ 613,000 $617,968
Boeing Co., 6.388%, 5/01/2031 (n)     29,000 29,335
Boeing Co., 5.805%, 5/01/2050      138,000 123,569
Bombardier, Inc., 7.5%, 2/01/2029 (n)     481,000 497,575
Bombardier, Inc., 8.75%, 11/15/2030 (n)     202,000 216,744
Bombardier, Inc., 7.25%, 7/01/2031 (n)     278,000 283,799
Bombardier, Inc., 7%, 6/01/2032 (n)     406,000 407,480
F-Brasile S.p.A./F-Brasile U.S. LLC, 7.375%, 8/15/2026 (n)     525,000 525,063
Moog, Inc., 4.25%, 12/15/2027 (n)     848,000 793,994
Spirit AeroSystems, Inc., 9.75%, 11/15/2030 (n)     1,015,000 1,108,916
TransDigm, Inc., 5.5%, 11/15/2027      1,235,000 1,205,693
TransDigm, Inc., 6.75%, 8/15/2028 (n)     498,000 503,648
TransDigm, Inc., 4.625%, 1/15/2029      566,000 521,210
TransDigm, Inc., 6.375%, 3/01/2029 (n)     459,000 458,004
TransDigm, Inc., 6.875%, 12/15/2030 (n)     1,129,000 1,143,209
Triumph Group, Inc., 9%, 3/15/2028 (n)     289,000 298,336
        $8,734,543
Airlines – 0.7%
Air Canada, 3.875%, 8/15/2026 (n)   $ 941,000 $893,294
American Airlines, Inc./AAdvantage Loyalty IP Ltd., 5.75%, 4/20/2029 (n)     759,080 734,080
easyJet PLC, 3.75%, 3/20/2031    EUR 100,000 105,871
Hawaiian Brand Intellectual Property Ltd., 5.75%, 1/20/2026 (n)   $ 289,000 266,488
        $1,999,733
Apparel Manufacturers – 0.2%
Tapestry, Inc., 3.05%, 3/15/2032    $ 57,000 $45,830
Wolverine World Wide, Inc., 4%, 8/15/2029 (n)     460,000 383,097
        $428,927
Asset-Backed & Securitized – 4.1%
3650R Commercial Mortgage Trust, 2021-PF1, “XA”, 1.013%, 11/15/2054 (i)   $ 3,745,206 $170,800
ACREC 2021-FL1 Ltd., “C”, FLR, 7.585% ((SOFR - 1mo. + 0.11448%) + 2.15%), 10/16/2036 (n)     229,500 222,335
AmeriCredit Automobile Receivables Trust, 2024-1, “A”, 5.61%, 1/12/2027 (n)     114,751 114,577
6

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Asset-Backed & Securitized – continued
Arbor Realty Trust, Inc., CLO, 2021-FL1, “C”, FLR, 7.431% ((SOFR - 1mo. + 0.11448%) + 2%), 12/15/2035 (n)   $ 200,000 $195,172
Arbor Realty Trust, Inc., CLO, 2021-FL2, “B”, FLR, 7.031% ((SOFR - 1mo. + 0.11448%) + 1.6%), 5/15/2036 (n)     100,000 98,770
Arbor Realty Trust, Inc., CLO, 2021-FL2, “C”, FLR, 7.381% ((SOFR - 1mo. + 0.11448%) + 1.95%), 5/15/2036 (n)     275,500 270,986
Arbor Realty Trust, Inc., CLO, 2022-FL1, “C”, FLR, 7.623% (SOFR - 30 day + 2.3%), 1/15/2037 (n)     327,000 321,517
Arbor Realty Trust, Inc., CLO, 2022-FL1, “D”, FLR, 8.324% (SOFR - 30 day + 3%), 1/15/2037 (n)     208,000 196,332
AREIT 2022-CRE6 Trust, “C”, FLR, 7.473% (SOFR - 30 day + 2.15%), 1/20/2037 (n)     100,000 95,922
AREIT 2022-CRE6 Trust, “D”, FLR, 8.173% (SOFR - 30 day + 2.85%), 1/20/2037 (n)     100,000 94,849
ARI Fleet Lease Trust, 2023-B, “A2”, 6.05%, 7/15/2032 (n)     100,000 100,329
Bayview Financial Revolving Mortgage Loan Trust, FLR, 7.039% ((SOFR - 1mo. + 0.11448%) + 1.6%), 12/28/2040 (n)     85,181 131,655
BBCMS Mortgage Trust, 2020-C7, “XA”, 1.611%, 4/15/2053 (i)     1,959,688 112,811
BBCMS Mortgage Trust, 2021-C10, “XA”, 1.402%, 7/15/2054 (i)     981,168 61,163
BBCMS Mortgage Trust, 2021-C9, “XA”, 1.601%, 2/15/2054 (i)     2,248,065 175,100
Benchmark 2020-B18 Mortgage Trust, “XA”, 1.783%, 7/15/2053 (i)     3,264,418 194,695
Benchmark 2021-B23 Mortgage Trust, “XA”, 1.264%, 2/15/2054 (i)     3,597,195 204,605
Benchmark 2021-B24 Mortgage Trust, “XA”, 1.144%, 3/15/2054 (i)     1,988,710 100,072
Benchmark 2021-B26 Mortgage Trust, “XA”, 0.996%, 6/15/2054 (i)     5,519,876 228,251
Benchmark 2021-B27 Mortgage Trust, “XA”, 1.257%, 7/15/2054 (i)     6,911,144 395,756
Benchmark 2021-B28 Mortgage Trust, “XA”, 1.268%, 8/15/2054 (i)     2,319,144 143,773
Benchmark 2022-B36 Mortgage Trust, “XA”, 0.809%, 7/15/2055 (i)     8,926,377 396,921
BMP Commercial Mortgage Trust, 2024-MF23, “C”, 7.161% (SOFR - 1mo. + 1.8413%), 6/15/2041 (n)(w)     100,000 99,781
BMP Commercial Mortgage Trust, 2024-MF23, “D”, 7.71% (SOFR - 1mo. + 2.3905%), 6/15/2041 (n)(w)     100,000 99,781
7

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Asset-Backed & Securitized – continued
BSPRT 2021-FL7 Issuer Ltd., “B”, FLR, 7.481% ((SOFR - 1mo. + 0.11448%) + 2.05%), 12/15/2038 (n)   $ 100,000 $98,235
BSPRT 2021-FL7 Issuer Ltd., “C”, FLR, 7.731% ((SOFR - 1mo. + 0.11448%) + 2.3%), 12/15/2038 (n)     100,000 97,938
Business Jet Securities LLC, 2024-1A, “A”, 6.197%, 5/15/2039 (n)     97,917 98,327
Business Jet Securities LLC, 2024-1A, “B”, 6.924%, 5/15/2039 (n)     97,917 98,673
BXMT 2021-FL4 Ltd., “B”, FLR, 6.985% ((SOFR - 1mo. + 0.11448%) + 1.55%), 5/15/2038 (n)     549,000 484,063
Capital Automotive, 2020-1A, “A4”, REIT, 3.19%, 2/15/2050 (n)     143,298 139,474
Capital Automotive, 2020-1A, “B1”, REIT, 4.17%, 2/15/2050 (n)     437,500 426,092
CF Hippolyta Issuer LLC, 2020-1, “A1”, 1.69%, 7/15/2060 (n)     89,945 84,851
CF Hippolyta Issuer LLC, 2020-1, “B1”, 2.28%, 7/15/2060 (n)     89,945 83,439
Chesapeake Funding II LLC, 2023-1A, “A1”, 5.65%, 5/15/2035 (n)     99,444 99,395
CNH Equipment Trust 2023-A, “A2”, 5.34%, 9/15/2026      36,553 36,487
Colt Funding LLC, 2024-1, “A1”, 5.835%, 2/25/2069 (n)     147,955 147,002
Commercial Mortgage Pass-Through Certificates, 2021-BN32, “XA”, 0.771%, 4/15/2054 (i)     1,570,723 57,103
Commercial Mortgage Pass-Through Certificates, 2021-BN34, “XA”, 1.082%, 6/15/2063 (i)     996,295 47,448
Commercial Mortgage Pass-Through Certificates, 2021-BN35, “XA”, 1.143%, 6/15/2064 (i)     1,293,896 66,132
Commercial Mortgage Pass-Through Certificates, 2022-BNK41, “AS”, 3.79%, 4/15/2065      257,000 223,189
Crest Ltd., CDO, 7% (0.001% Cash or 7% PIK), 1/28/2040 (a)(p)     4,586,320 46
DT Auto Owner Trust, 2023-1A, “A”, 5.48%, 4/15/2027 (n)     37,407 37,373
ELM Trust, 2024-ELM, “B10”, 5.995%, 6/10/2027 (n)(w)     100,000 100,000
ELM Trust, 2024-ELM, “C10”, 1%, 6/10/2027 (n)(w)     100,000 100,000
ELM Trust, 2024-ELM, “D10”, 6.626%, 6/10/2027 (n)(w)     100,000 100,000
Empire District Bondco LLC, 4.943%, 1/01/2033      165,000 162,384
Fortress CBO Investments Ltd., 2022-FL3, “AS”, FLR, 7.574% (SOFR - 30 day + 2.25%), 2/23/2039 (n)     114,000 110,968
FS Rialto 2021-FL2 Issuer Ltd., “AS”, FLR, 6.984% ((SOFR - 1mo. + 0.11448%) + 1.55%), 5/16/2038 (n)     297,500 288,830
GreatAmerica Leasing Receivables Funding LLC, 2023-1, “A2”, 5.35%, 2/16/2026 (n)     52,593 52,583
8

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Asset-Backed & Securitized – continued
LoanCore 2021-CRE5 Ltd., “B”, FLR, 7.431% ((SOFR - 1mo. + 0.11448%) + 2.0%), 7/15/2036 (n)   $ 100,000 $97,750
MF1 2021-FL5 Ltd., “C”, FLR, 7.134% ((SOFR - 1mo. + 0.11448%) + 1.7%), 7/15/2036 (n)     213,000 209,626
MF1 2021-FL5 Ltd., “D”, FLR, 7.934% ((SOFR - 1mo. + 0.11448%) + 2.5%), 7/15/2036 (n)     755,000 730,409
MF1 2022-FL8 Ltd., “C”, FLR, 7.519% (SOFR - 30 day + 2.2%), 2/19/2037 (n)     110,841 106,948
MF1 2024-FL14 LLC, “A”, FLR, 7.057% (SOFR - 1mo. + 1.737%), 3/19/2039 (n)     229,000 228,921
MF1 2024-FL14 LLC, “AS”, FLR, 7.56% (SOFR - 1mo. + 2.24%), 3/19/2039 (n)     100,000 99,806
MF1 2024-FL14 LLC, “B”, FLR, 8.009% (SOFR - 1mo. + 2.689%), 3/19/2039 (n)     349,917 349,789
Morgan Stanley Capital I Trust, 2021-L5, “XA”, 1.287%, 5/15/2054 (i)     1,027,288 59,520
Morgan Stanley Capital I Trust, 2021-L6, “XA”, 1.317%, 6/15/2054 (i)     3,063,796 159,871
Navistar Financial Dealer Note Master Owner Trust, 2023-1, “A”, 6.18%, 8/25/2028 (n)     244,000 245,416
Navistar Financial Dealer Note Master Owner Trust, 2023-1, “B”, 6.48%, 8/25/2028 (n)     57,000 56,988
OBX Trust, 2024-NQM1, “A1”, 5.928%, 11/25/2063 (n)     120,567 119,875
OBX Trust, 2024-NQM1, “A2”, 6.253%, 11/25/2063 (n)     95,288 94,701
OBX Trust, 2024-NQM2, “A1”, 5.878%, 12/25/2063 (n)     283,174 281,644
RAC Bond Co. PLC, 4.87%, 5/06/2026    GBP 100,000 124,646
Shelter Growth CRE 2021-FL3 Ltd., “C”, FLR, 7.581% ((SOFR - 1mo. + 0.11448%) + 2.15%), 9/15/2036 (n)   $ 157,500 151,627
Starwood Commercial Mortgage, 2021-FL2, “B”, FLR, 7.235% ((SOFR - 1mo. + 0.11448%) + 1.8%), 4/18/2038 (n)     190,000 179,890
Starwood Commercial Mortgage, 2021-FL2, “C”, FLR, 7.535% ((SOFR - 1mo. + 0.11448)% + 2.1%), 4/18/2038 (n)     100,000 91,220
TPG Real Estate Finance, 2021-FL4, “AS”, FLR, 6.835% ((SOFR - 1mo. + 0.11448%) + 1.4%), 3/15/2038 (n)     150,000 146,602
TPG Real Estate Finance, 2021-FL4, “B”, FLR, 7.285% ((SOFR - 1mo. + 0.11448%) + 1.85%), 3/15/2038 (n)     310,000 295,546
Verus Securitization Trust, 2014-1, “A1”, 5.712%, 1/25/2069 (n)     161,164 159,790
Wells Fargo Commercial Mortgage Trust, 2021-C60, “XA”, 1.52%, 8/15/2054 (i)     1,951,958 141,455
Westlake Automobile Receivables Trust, 2023-1A, “A2B”, FLR, 6.173% (SOFR - 30 day + 0.85%), 6/15/2026 (n)     18,622 18,637
        $11,616,662
9

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Automotive – 0.9%
Clarios Global LP/Clarios U.S. Finance Co., 8.5%, 5/15/2027 (n)   $ 621,000 $624,979
Clarios Global LP/Clarios U.S. Finance Co., 6.75%, 5/15/2028 (n)     290,000 293,049
Dornoch Debt Merger Sub, Inc., 6.625%, 10/15/2029 (n)     631,000 545,069
Ferrari N.V., 3.625%, 5/21/2030    EUR 130,000 140,273
Garrett Motion Holdings, Inc./Garrett LX I S.à r.l., 7.75%, 5/31/2032 (n)   $ 406,000 408,664
Hyundai Capital America, 6.375%, 4/08/2030 (n)     72,000 74,748
LKQ Corp., 6.25%, 6/15/2033      34,000 34,938
Real Hero Merger Sub 2, Inc., 6.25%, 2/01/2029 (n)     480,000 413,500
Volkswagen Leasing GmbH, 4%, 4/11/2031    EUR 70,000 75,665
        $2,610,885
Broadcasting – 0.7%
AMC Networks, Inc., 10.25%, 1/15/2029 (n)   $ 232,000 $231,478
Banijay Group S.A.S., 8.125%, 5/01/2029 (n)     600,000 613,373
Discovery Communications LLC, 4.125%, 5/15/2029      32,000 29,502
Midas OpCo Holdings LLC, 5.625%, 8/15/2029 (n)     584,000 534,563
Prosus N.V., 3.061%, 7/13/2031 (n)     329,000 266,623
Ubisoft Entertainment S.A., 0.878%, 11/24/2027    EUR 200,000 184,932
WarnerMedia Holdings, Inc., 4.279%, 3/15/2032    $ 34,000 29,757
        $1,890,228
Brokerage & Asset Managers – 1.0%
AG TTMT Escrow Issuer LLC, 8.625%, 9/30/2027 (n)   $ 704,000 $731,661
Aretec Escrow Issuer 2, Inc., 10%, 8/15/2030 (n)     585,000 639,869
Aretec Escrow Issuer, Inc., 7.5%, 4/01/2029 (n)     274,000 264,708
Charles Schwab Corp., 5.643% to 5/19/2028, FLR (SOFR - 1 day + 2.210%) to 5/19/2029      43,000 43,407
Charles Schwab Corp., 6.136% to 8/24/2033, FLR (SOFR - 1 day + 2.01%) to 8/24/2034      42,000 43,438
Hightower Holding LLC, 6.75%, 4/15/2029 (n)     343,000 321,558
LPL Holdings, Inc., 4%, 3/15/2029 (n)     375,000 347,637
LPL Holdings, Inc., 4.375%, 5/15/2031 (n)     388,000 353,482
LSEG Netherlands B.V., 4.231%, 9/29/2030    EUR 100,000 111,409
        $2,857,169
Building – 2.9%
ABC Supply Co., Inc., 3.875%, 11/15/2029 (n)   $ 572,000 $505,186
Cornerstone Building Brands, Inc., 6.125%, 1/15/2029 (n)     405,000 329,408
CRH SMW Finance DAC, 4%, 7/11/2031    EUR 110,000 120,543
Foundation Building Materials LLC, 6%, 3/01/2029 (n)   $ 812,000 719,720
GYP Holding III Corp., 4.625%, 5/01/2029 (n)     871,000 804,724
10

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Building – continued
Holcim Sterling Finance (Netherlands) B.V., 2.25%, 4/04/2034    GBP 100,000 $96,071
LBM Acquisition LLC, 6.25%, 1/15/2029 (n)   $ 289,000 260,962
Miter Brands Acquisition Holdco, Inc., 6.75%, 4/01/2032 (n)     171,000 169,865
MIWD Holdco II LLC/MIWD Finance Co., 5.5%, 2/01/2030 (n)     716,000 652,601
New Enterprise Stone & Lime Co., Inc., 5.25%, 7/15/2028 (n)     726,000 682,427
New Enterprise Stone & Lime Co., Inc., 9.75%, 7/15/2028 (n)     240,000 245,705
Patrick Industries, Inc., 7.5%, 10/15/2027 (n)     767,000 778,085
SRM Concrete, 8.875%, 11/15/2031 (n)     853,000 898,144
Standard Industries, Inc., 4.75%, 1/15/2028 (n)     522,000 497,281
Standard Industries, Inc., 4.375%, 7/15/2030 (n)     871,000 777,264
Vulcan Materials Co., 3.5%, 6/01/2030      75,000 68,044
White Cap Buyer LLC, 6.875%, 10/15/2028 (n)     779,000 743,171
        $8,349,201
Business Services – 0.7%
Euronet Worldwide, Inc., 1.375%, 5/22/2026    EUR 100,000 $102,658
Fiserv, Inc., 4.4%, 7/01/2049    $ 84,000 68,398
Iron Mountain, Inc., 4.875%, 9/15/2027 (n)     454,000 437,911
Iron Mountain, Inc., 5.25%, 3/15/2028 (n)     530,000 510,226
Mastercard, Inc., 3.3%, 3/26/2027      45,000 43,095
Mastercard, Inc., 3.85%, 3/26/2050      77,000 60,861
Tencent Holdings Ltd., 3.8%, 2/11/2025      700,000 691,177
Visa, Inc., 3.65%, 9/15/2047      118,000 91,514
Wolters Kluwer N.V., 3.25%, 3/18/2029    EUR 100,000 106,882
        $2,112,722
Cable TV – 4.6%
Cable One, Inc., 4%, 11/15/2030 (n)   $ 1,184,000 $883,440
CCO Holdings LLC/CCO Holdings Capital Corp., 5.125%, 5/01/2027 (n)     570,000 544,777
CCO Holdings LLC/CCO Holdings Capital Corp., 4.75%, 3/01/2030 (n)     1,852,000 1,577,634
CCO Holdings LLC/CCO Holdings Capital Corp., 4.5%, 8/15/2030 (n)     1,143,000 949,725
CCO Holdings LLC/CCO Holdings Capital Corp., 4.25%, 1/15/2034 (n)     535,000 398,623
Charter Communications Operating LLC/Charter Communications Operating Capital Corp., 6.1%, 6/01/2029      110,000 110,120
Charter Communications Operating LLC/Charter Communications Operating Capital Corp., 4.8%, 3/01/2050      27,000 19,910
11

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Cable TV – continued
CSC Holdings LLC, 5.375%, 2/01/2028 (n)   $ 800,000 $561,838
CSC Holdings LLC, 7.5%, 4/01/2028 (n)     250,000 139,565
CSC Holdings LLC, 11.75%, 1/31/2029 (n)     417,000 331,393
CSC Holdings LLC, 5.75%, 1/15/2030 (n)     825,000 356,488
CSC Holdings LLC, 4.125%, 12/01/2030 (n)     250,000 154,165
DIRECTV Financing LLC, 8.875%, 2/01/2030 (n)     253,000 243,756
DISH DBS Corp., 7.75%, 7/01/2026      392,000 249,279
DISH DBS Corp., 5.25%, 12/01/2026 (n)     488,000 388,608
DISH DBS Corp., 5.125%, 6/01/2029      370,000 147,338
DISH Network Corp., 11.75%, 11/15/2027 (n)     255,000 255,845
LCPR Senior Secured Financing DAC, 6.75%, 10/15/2027 (n)     893,000 845,854
SES S.A., 3.5%, 1/14/2029    EUR 100,000 104,056
Sirius XM Radio, Inc., 4%, 7/15/2028 (n)   $ 571,000 511,138
Sirius XM Radio, Inc., 5.5%, 7/01/2029 (n)     738,000 685,429
Summer BidCo B.V., 10% (10% Cash or 10.75% PIK), 2/15/2029 (p)   EUR 123,584 135,599
Videotron Ltd., 5.125%, 4/15/2027 (n)   $ 406,000 396,939
Virgin Media Finance PLC, 5%, 7/15/2030 (n)     600,000 498,509
Virgin Media Vendor Financing Notes IV DAC, 5%, 7/15/2028 (n)     891,000 803,518
Ziggo Bond Finance B.V., 3.375%, 2/28/2030    EUR 170,000 153,792
Ziggo Bond Finance B.V., 5.125%, 2/28/2030 (n)   $ 1,715,000 1,464,777
        $12,912,115
Chemicals – 1.8%
Chemours Co., 4.625%, 11/15/2029 (n)   $ 722,000 $615,723
Consolidated Energy Finance S.A., 5.625%, 10/15/2028 (n)     447,000 384,693
Element Solutions, Inc., 3.875%, 9/01/2028 (n)     900,000 818,967
LSF11 A5 HoldCo LLC, 6.625%, 10/15/2029 (n)     691,000 651,498
Sasol Financing (USA) LLC, 5.5%, 3/18/2031      550,000 453,848
SCIH Salt Holdings, Inc., 6.625%, 5/01/2029 (n)     766,000 721,453
SNF Group SACA, 3.375%, 3/15/2030 (n)     1,105,000 950,438
Windsor Holdings III, LLC, 8.5%, 6/15/2030 (n)     502,000 524,493
        $5,121,113
Computer Software – 0.6%
Central Parent LLC/CDK Global II LLC/CDK Financing Co., Inc., 8%, 6/15/2029 (n)   $ 568,000 $583,136
Dun & Bradstreet Corp., 5%, 12/15/2029 (n)     606,000 563,559
Microsoft Corp., 2.525%, 6/01/2050      101,000 63,417
Neptune Bidco U.S., Inc., 9.29%, 4/15/2029 (n)     407,000 388,743
Oracle Corp., 4%, 7/15/2046      62,000 47,433
        $1,646,288
12

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Computer Software - Systems – 0.7%
Sabre GLBL, Inc., 8.625%, 6/01/2027 (n)   $ 337,000 $310,253
Sabre GLBL, Inc., 11.25%, 12/15/2027 (n)     180,000 174,967
SS&C Technologies Holdings, Inc., 5.5%, 9/30/2027 (n)     1,213,000 1,187,962
Virtusa Corp., 7.125%, 12/15/2028 (n)     361,000 328,319
        $2,001,501
Conglomerates – 2.2%
BWX Technologies, Inc., 4.125%, 6/30/2028 (n)   $ 500,000 $460,740
BWX Technologies, Inc., 4.125%, 4/15/2029 (n)     1,098,000 1,004,831
Chart Industries, Inc., 9.5%, 1/01/2031 (n)     549,000 592,817
Emerald Debt Merger, 6.625%, 12/15/2030 (n)     1,046,000 1,047,822
Gates Corp., 6.875%, 7/01/2029 (n)     230,000 232,209
Gates Global LLC, 6.25%, 1/15/2026 (n)     484,000 483,722
Illinois Tool Works, Inc., 3.375%, 5/17/2032    EUR 100,000 106,847
Madison IAQ LLC, 5.875%, 6/30/2029 (n)   $ 657,000 608,959
nVent Finance S.à r.l., 5.65%, 5/15/2033      69,000 68,776
Regal Rexnord Corp., 6.05%, 4/15/2028      138,000 140,091
TriMas Corp., 4.125%, 4/15/2029 (n)     1,442,000 1,305,145
Veralto Corp., 4.15%, 9/19/2031    EUR 100,000 108,733
Westinghouse Air Brake Technologies Corp., 4.7%, 9/15/2028    $ 75,000 73,352
Westinghouse Air Brake Technologies Corp., 5.611%, 3/11/2034      39,000 39,119
        $6,273,163
Construction – 0.9%
Beazer Homes USA, Inc., 7.5%, 3/15/2031 (n)   $ 693,000 $691,773
Empire Communities Corp., 9.75%, 5/01/2029 (n)     464,000 473,340
Mattamy Group Corp., 5.25%, 12/15/2027 (n)     249,000 240,863
Mattamy Group Corp., 4.625%, 3/01/2030 (n)     516,000 471,519
Weekley Homes LLC/Weekley Finance Corp., 4.875%, 9/15/2028 (n)     684,000 626,443
        $2,503,938
Consumer Products – 1.2%
Amer Sports Co., 6.75%, 2/16/2031 (n)   $ 803,000 $800,017
Energizer Holdings, Inc., 4.375%, 3/31/2029 (n)     382,000 339,577
HFC Prestige Products, Inc./HFC Prestige International US LLC, 6.625%, 7/15/2030 (n)     974,000 980,919
Kenvue, Inc., 5.05%, 3/22/2053      100,000 93,999
Prestige Consumer Healthcare, Inc., 5.125%, 1/15/2028 (n)     857,000 825,699
Prestige Consumer Healthcare, Inc., 3.75%, 4/01/2031 (n)     415,000 355,842
        $3,396,053
13

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Consumer Services – 2.9%
Allied Universal Holdco LLC, 9.75%, 7/15/2027 (n)   $ 1,062,000 $1,052,991
Allied Universal Holdco LLC, 6%, 6/01/2029 (n)     400,000 341,413
Arches Buyer, Inc., 6.125%, 12/01/2028 (n)     659,000 530,862
Compass Group PLC, 3.25%, 2/06/2031    EUR 100,000 106,087
Cushman & Wakefield PLC, 6.75%, 5/15/2028 (n)   $ 350,000 348,034
GoDaddy, Inc., 3.5%, 3/01/2029 (n)     1,013,000 905,031
GW B-CR Security Corp., 9.5%, 11/01/2027 (n)     804,000 804,680
Match Group Holdings II LLC, 5%, 12/15/2027 (n)     584,000 553,026
Match Group Holdings II LLC, 4.625%, 6/01/2028 (n)     704,000 654,748
Pachelbel Bidco Spa, 7.125%, 5/17/2031 (n)   EUR 100,000 111,218
Pluxee N.V., 3.75%, 9/04/2032      100,000 106,154
Realogy Group LLC/Realogy Co-Issuer Corp., 5.75%, 1/15/2029 (n)   $ 665,000 456,308
Realogy Group LLC/Realogy Co-Issuer Corp., 5.25%, 4/15/2030 (n)     436,000 284,538
TriNet Group, Inc., 3.5%, 3/01/2029 (n)     1,125,000 993,026
Velocity Vehicle Group LLC, 8%, 6/01/2029 (n)(w)     174,000 176,828
Verisure Midholding AB, 5.25%, 2/15/2029    EUR 100,000 105,358
WASH Multi-Family Acquisition, Inc., 5.75%, 4/15/2026 (n)   $ 595,000 578,398
        $8,108,700
Containers – 1.5%
ARD Finance S.A., 6.5% (6.5% Cash or 7.25% PIK), 6/30/2027 (n)(p)   $ 238,000 $55,330
Ardagh Metal Packaging Finance USA LLC, 3.25%, 9/01/2028 (n)     765,000 670,832
Can-Pack S.A./Eastern PA Land Investment Holding LLC, 3.875%, 11/15/2029 (n)     1,069,000 938,734
Crown Americas LLC, 5.25%, 4/01/2030      342,000 328,722
Crown Americas LLC/Crown Americas Capital Corp. V, 4.25%, 9/30/2026      604,000 580,480
Crown Americas LLC/Crown Americas Capital Corp. VI, 4.75%, 2/01/2026      490,000 480,983
Titan Holdings II B.V., 5.125%, 7/15/2029    EUR 531,000 521,048
Trivium Packaging Finance B.V., 8.5%, 8/15/2027 (n)   $ 601,000 599,659
        $4,175,788
Electrical Equipment – 0.0%
Arrow Electronics, Inc., 2.95%, 2/15/2032    $ 48,000 $40,110
Arrow Electronics, Inc., 5.875%, 4/10/2034      88,000 86,374
        $126,484
14

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Electronics – 1.0%
Entegris Escrow Corp., 5.95%, 6/15/2030 (n)   $ 418,000 $411,455
Entegris, Inc., 4.375%, 4/15/2028 (n)     430,000 402,231
Entegris, Inc., 3.625%, 5/01/2029 (n)     499,000 443,367
Intel Corp., 5.7%, 2/10/2053      70,000 68,482
NXP B.V./NXP Funding LLC/NXP USA, Inc., 3.4%, 5/01/2030      36,000 32,467
NXP B.V./NXP Funding LLC/NXP USA, Inc., 5%, 1/15/2033      17,000 16,502
Sensata Technologies B.V., 5%, 10/01/2025 (n)     847,000 853,164
Sensata Technologies B.V., 5.875%, 9/01/2030 (n)     385,000 374,221
Sensata Technologies, Inc., 4.375%, 2/15/2030 (n)     209,000 190,646
        $2,792,535
Emerging Market Quasi-Sovereign – 4.0%
Abu Dhabi Development Holding Co. PJSC, 5.5%, 5/08/2034 (n)   $ 855,000 $866,773
Dua Capital Ltd. (Federation of Malaysia), 2.78%, 5/11/2031      404,000 342,590
Empresa Nacional del Petroleo (Republic of Chile), 3.75%, 8/05/2026      600,000 574,511
Empresa Nacional del Petroleo (Republic of Chile), 5.25%, 11/06/2029      400,000 390,304
EQUATE Petrochemical B.V. (State of Kuwait), 4.25%, 11/03/2026      522,000 500,484
Eskom Holdings SOC Ltd. (Republic of South Africa), 6.35%, 8/10/2028      624,000 596,100
Eustream A.S. (Slovak Republic), 1.625%, 6/25/2027    EUR 146,000 138,429
Indian Railway Finance Corp., 2.8%, 2/10/2031 (n)   $ 299,000 252,685
Indian Railway Finance Corp., 2.8%, 2/10/2031      800,000 676,080
Ipoteka Bank (Republic of Uzbekistan), 5.5%, 11/19/2025      700,000 672,000
Korea Development Bank, 4.25%, 9/08/2032      531,000 501,130
Magyar Export-Import Bank PLC (Republic of Hungary), 6.125%, 12/04/2027 (n)     200,000 200,542
NBK SPC Ltd. (State of Kuwait), 5.5% to 6/06/2029, FLR (SOFR - 1 day + 1.16%) to 6/06/2030 (n)(w)     642,000 642,565
Office Cherifien des Phosphates S.A. (Kingdom of Morocco), 6.75%, 5/02/2034 (n)     493,000 496,867
Office Cherifien des Phosphates S.A. (Kingdom of Morocco), 5.125%, 6/23/2051 (n)     650,000 479,960
Oryx Funding Ltd. (Sultanate of Oman), 5.8%, 2/03/2031 (n)     200,000 196,610
Petroleos Mexicanos, 6.49%, 1/23/2027      904,000 859,373
Petroleos Mexicanos, 5.95%, 1/28/2031      100,000 81,155
Petroleos Mexicanos, 10%, 2/07/2033      60,000 60,556
Petroleos Mexicanos, 6.75%, 9/21/2047      866,000 581,664
QNB Finance Ltd. (State of Qatar), 2.75%, 2/12/2027      352,000 327,888
15

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Emerging Market Quasi-Sovereign – continued
Southern Gas Corridor CJSC (Republic of Azerbaijan), 6.875%, 3/24/2026    $ 1,065,000 $1,069,154
SPP-Distribucia A.S. (Republic of Slovakia), 1%, 6/09/2031    EUR 180,000 149,167
State Oil Company of the Azerbaijan Republic, 6.95%, 3/18/2030    $ 500,000 509,930
Turkiye Ihracat Kredi Bankasi A.S., 7.5%, 2/06/2028 (n)     200,000 200,500
        $11,367,017
Emerging Market Sovereign – 9.6%
Republic of India, 7.18%, 8/14/2033    INR 51,100,000 $616,633
Arab Republic of Egypt, 8.5%, 1/31/2047    $ 965,000 752,023
Dominican Republic, 5.5%, 2/22/2029 (n)     761,000 732,001
Dominican Republic, 7.05%, 2/03/2031 (n)     150,000 154,121
Dominican Republic, 5.3%, 1/21/2041 (n)     181,000 153,029
Dominican Republic, 5.875%, 1/30/2060 (n)     1,360,000 1,149,968
Federal Republic of Nigeria, 8.747%, 1/21/2031 (n)     519,000 488,057
Federative Republic of Brazil, 10%, 1/01/2027    BRL 1,375,000 255,723
Federative Republic of Brazil, 10%, 1/01/2029      16,500,000 2,981,176
Hellenic Republic (Republic of Greece), 3.375%, 6/15/2034    EUR 385,000 407,727
Kingdom of Morocco, 1.375%, 3/30/2026      428,000 438,593
Kingdom of Morocco, 3%, 12/15/2032 (n)   $ 459,000 365,594
Kingdom of Saudi Arabia, 5%, 1/18/2053      200,000 174,580
Oriental Republic of Uruguay, 8.25%, 5/21/2031    UYU 23,377,000 570,383
Oriental Republic of Uruguay, 9.75%, 7/20/2033      8,914,000 237,197
People's Republic of China, 3.13%, 11/21/2029    CNY 3,100,000 451,214
People's Republic of China, 2.88%, 2/25/2033      8,520,000 1,228,279
Republic of Albania, 5.9%, 6/09/2028    EUR 682,000 765,048
Republic of Angola, 9.375%, 5/08/2048    $ 870,000 741,943
Republic of Angola, 9.125%, 11/26/2049      200,000 166,500
Republic of Argentina, 3.625%, 7/09/2035      768,494 337,265
Republic of Benin, 6.875%, 1/19/2052 (n)   EUR 114,000 99,437
Republic of Benin, 6.875%, 1/19/2052      400,000 348,902
Republic of Costa Rica, 7.3%, 11/13/2054    $ 600,000 621,356
Republic of Cote d'Ivoire, 5.25%, 3/22/2030    EUR 929,000 921,312
Republic of Cote d'Ivoire, 6.875%, 10/17/2040      200,000 183,786
Republic of Guatemala, 6.125%, 6/01/2050 (n)   $ 382,000 343,322
Republic of Hungary, 5.5%, 6/16/2034 (n)     650,000 625,764
Republic of Korea, 2.375%, 12/10/2027    KRW 325,000,000 226,312
Republic of Korea, 1.875%, 6/10/2029      3,174,250,000 2,122,088
Republic of Korea, 1.375%, 6/10/2030      2,721,670,000 1,738,833
Republic of Paraguay, 6%, 2/09/2036 (n)   $ 200,000 198,260
Republic of Paraguay, 5.4%, 3/30/2050 (n)     1,150,000 985,256
Republic of Philippines, 3.556%, 9/29/2032      334,000 293,748
16

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Emerging Market Sovereign – continued
Republic of Poland, 5.125%, 9/18/2034    $ 379,000 $368,577
Republic of Romania, 1.75%, 7/13/2030 (n)   EUR 247,000 219,268
Republic of Romania, 2%, 1/28/2032      350,000 299,067
Republic of Romania, 2%, 4/14/2033      250,000 205,904
Republic of Serbia, 1.65%, 3/03/2033      428,000 347,948
Republic of Serbia, 2.05%, 9/23/2036 (n)     452,000 348,091
Republic of Sri Lanka, 7.55%, 3/28/2030 (a)(d)(n)   $ 446,000 257,569
Republic of Turkey, 7.625%, 5/15/2034      566,000 567,551
Sultanate of Oman, 7%, 1/25/2051      800,000 830,200
United Mexican States, 7.75%, 5/29/2031    MXN 5,900,000 310,828
United Mexican States, 4.75%, 4/27/2032    $ 727,000 674,292
United Mexican States, 4.875%, 5/19/2033      441,000 408,623
United Mexican States, 3.771%, 5/24/2061      774,000 479,932
        $27,193,280
Energy - Independent – 3.3%
Civitas Resources, Inc., 8.375%, 7/01/2028 (n)   $ 526,000 $552,030
Civitas Resources, Inc., 8.625%, 11/01/2030 (n)     173,000 185,055
Civitas Resources, Inc., 8.75%, 7/01/2031 (n)     349,000 372,597
Comstock Resources, Inc., 6.75%, 3/01/2029 (n)     1,167,000 1,128,822
CrownRock LP/CrownRock Finance, Inc., “F”, 5%, 5/01/2029 (n)     651,000 642,049
Diamondback Energy, Inc., 5.75%, 4/18/2054      77,000 74,231
Encino Acquisition partners Holdings LLC, 8.75%, 5/01/2031 (n)     464,000 479,840
Matador Resources Co., 6.875%, 4/15/2028 (n)     635,000 640,789
Matador Resources Co., 6.5%, 4/15/2032 (n)     228,000 227,556
Medco Bell Pte. Ltd., 6.375%, 1/30/2027 (n)     492,000 481,211
Occidental Petroleum Corp., 6.45%, 9/15/2036      103,000 107,289
Permian Resources Operating LLC, 7.75%, 2/15/2026 (n)     110,000 110,954
Permian Resources Operating LLC, 5.875%, 7/01/2029 (n)     886,000 868,261
Permian Resources Operating LLC, 7%, 1/15/2032 (n)     463,000 473,005
Pioneer Natural Resources Co., 2.15%, 1/15/2031      95,000 79,743
Santos Finance Ltd., 6.875%, 9/19/2033 (n)     82,000 85,846
Sitio Royalties Operating Partnership, LP, 7.875%, 11/01/2028 (n)     841,000 872,558
SM Energy Co., 6.5%, 7/15/2028      664,000 661,795
Tengizchevroil Finance Co. International Ltd., 4%, 8/15/2026      987,000 940,019
Vital Energy, Inc., 7.875%, 4/15/2032 (n)     457,000 464,018
        $9,447,668
17

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Energy - Integrated – 0.3%
BP Capital Markets America, Inc., 4.812%, 2/13/2033    $ 54,000 $52,228
BP Capital Markets B.V., 4.323%, 5/12/2035    EUR 100,000 111,549
Citgo Petroleum Corp., 8.375%, 1/15/2029 (n)   $ 585,000 605,568
Eni S.p.A., 3.875%, 1/15/2034    EUR 100,000 107,052
Exxon Mobil Corp., 1.408%, 6/26/2039      100,000 76,479
        $952,876
Entertainment – 2.4%
Carnival Corp. PLC, 7.625%, 3/01/2026 (n)   $ 642,000 $645,481
Carnival Corp. PLC, 5.75%, 3/01/2027 (n)     989,000 970,785
Carnival Corp. PLC, 4%, 8/01/2028 (n)     366,000 337,823
Carnival Corp. PLC, 6%, 5/01/2029 (n)     367,000 358,688
Carnival Corp. PLC, 5.75%, 1/15/2030 (n)   EUR 260,000 286,683
Merlin Entertainments, 7.375%, 2/15/2031 (n)   $ 734,000 743,924
NCL Corp. Ltd., 5.875%, 3/15/2026 (n)     659,000 647,950
Royal Caribbean Cruises Ltd., 5.375%, 7/15/2027 (n)     566,000 554,557
Royal Caribbean Cruises Ltd., 5.5%, 4/01/2028 (n)     360,000 351,689
SeaWorld Parks & Entertainment, 5.25%, 8/15/2029 (n)     403,000 376,847
Six Flags Entertainment Corp., 6.625%, 5/01/2032 (n)     747,000 747,544
Viking Cruises Ltd. Co., 5.875%, 9/15/2027 (n)     228,000 222,617
Viking Ocean Cruises Ship VII Ltd., 5.625%, 2/15/2029 (n)     625,000 599,388
        $6,843,976
Financial Institutions – 3.7%
Avation Capital S.A., 8.25% (8.25% Cash or 9% PIK), 10/31/2026 (n)(p)   $ 574,138 $506,625
Avolon Holdings Funding Ltd., 4.375%, 5/01/2026 (n)     69,000 67,014
Citycon Treasury B.V., 6.5%, 3/08/2029    EUR 100,000 108,184
Credit Acceptance Corp., 9.25%, 12/15/2028 (n)   $ 690,000 728,452
Encore Capital Group, Inc., 9.25%, 4/01/2029 (n)     558,000 580,707
Freedom Mortgage Corp., 7.625%, 5/01/2026 (n)     570,000 566,351
Freedom Mortgage Holdings LLC, 9.25%, 2/01/2029 (n)     143,000 144,442
FTAI Aviation Ltd., 5.5%, 5/01/2028 (n)     657,000 634,993
FTAI Aviation Ltd., 7.875%, 12/01/2030 (n)     407,000 425,296
Global Aircraft Leasing Co. Ltd., 6.5% (6.5% Cash or 7.25% PIK), 9/15/2024 (n)(p)     1,590,325 1,512,827
Heimstaden Bostad Treasury B.V., 1%, 4/13/2028    EUR 100,000 87,581
Jefferson Capital Holdings LLC, 9.5%, 2/15/2029 (n)   $ 509,000 523,488
Macquarie AirFinance Holdings Ltd., 8.375%, 5/01/2028 (n)     762,000 801,282
Macquarie AirFinance Holdings Ltd., 6.4%, 3/26/2029 (n)     107,000 108,125
Macquarie AirFinance Holdings Ltd., 8.125%, 3/30/2029 (n)     126,000 132,674
Muthoot Finance Ltd., 7.125%, 2/14/2028 (n)     231,000 232,000
Nationstar Mortgage Holdings, Inc., 6%, 1/15/2027 (n)     991,000 977,444
OneMain Finance Corp., 6.875%, 3/15/2025      566,000 570,037
18

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Financial Institutions – continued
OneMain Finance Corp., 7.125%, 3/15/2026    $ 763,000 $774,200
OneMain Finance Corp., 5.375%, 11/15/2029      403,000 374,796
OneMain Finance Corp., 7.5%, 5/15/2031      416,000 416,135
Samhallsbyggnadsbolaget i Norden AB, 3%, 1/14/2025    EUR 100,000 100,402
Samhallsbyggnadsbolaget i Norden AB, 2.375%, 9/04/2026      100,000 83,549
Samhallsbyggnadsbolaget i Norden AB, 2.875% to 1/30/2027, FLR (EUR Swap Rate - 5yr. + 3.223%) to 1/30/2032, FLR (EUR Swap Rate - 5yr. + 3.473%) to 1/30/2047, FLR (EUR Swap Rate - 5yr. + 4.473%) to 1/30/2171      280,000 96,230
        $10,552,834
Food & Beverages – 2.8%
Anheuser-Busch InBev S.A/N.V., 3.95%, 3/22/2044    EUR 100,000 $105,936
Anheuser-Busch InBev Worldwide, Inc., 4.375%, 4/15/2038    $ 144,000 130,066
Anheuser-Busch InBev Worldwide, Inc., 5.55%, 1/23/2049      42,000 42,067
B&G Foods, Inc., 5.25%, 9/15/2027      406,000 372,607
B&G Foods, Inc., 8%, 9/15/2028 (n)     216,000 219,222
Bacardi-Martini B.V., 5.4%, 6/15/2033 (n)     129,000 125,296
Central American Bottling Corp., 5.25%, 4/27/2029 (n)     755,000 710,062
Chobani LLC/Chobani Finance Corp., 7.625%, 7/01/2029 (n)     285,000 290,333
Coca-Cola Co., 3.125%, 5/14/2032    EUR 100,000 105,922
Constellation Brands, Inc., 3.15%, 8/01/2029    $ 32,000 28,905
Constellation Brands, Inc., 2.25%, 8/01/2031      53,000 43,262
Fiesta Purchaser, Inc., 7.875%, 3/01/2031 (n)     460,000 472,641
JBS USA Food Co., 6.5%, 12/01/2052      43,000 43,138
JBS USA Lux S.A./JBS USA Food Co./JBS USA Finance, Inc., 3.625%, 1/15/2032      781,000 669,657
Kraft Heinz Foods Co., 4.375%, 6/01/2046      94,000 77,053
Performance Food Group Co., 5.5%, 10/15/2027 (n)     781,000 761,198
Pernod Ricard S.A., 3.375%, 11/07/2030    EUR 100,000 106,346
Post Holdings, Inc., 5.625%, 1/15/2028 (n)   $ 555,000 542,268
Post Holdings, Inc., 4.625%, 4/15/2030 (n)     935,000 849,038
Primo Water Holding, Inc., 4.375%, 4/30/2029 (n)     1,014,000 929,777
TreeHouse Foods, Inc., 4%, 9/01/2028      461,000 410,521
U.S. Foods Holding Corp., 4.75%, 2/15/2029 (n)     783,000 734,956
United Natural Foods, Inc., 6.75%, 10/15/2028 (n)     267,000 220,359
        $7,990,630
Gaming & Lodging – 3.2%
Caesars Entertainment, Inc., 4.625%, 10/15/2029 (n)   $ 310,000 $280,059
Caesars Entertainment, Inc., 7%, 2/15/2030 (n)     643,000 649,945
Caesars Resort Collection LLC/CRC Finco, Inc., 8.125%, 7/01/2027 (n)     497,000 506,687
19

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Gaming & Lodging – continued
CCM Merger, Inc., 6.375%, 5/01/2026 (n)   $ 591,000 $586,640
CDI Escrow Issuer, Inc., 5.75%, 4/01/2030 (n)     991,000 950,540
Flutter Treasury DAC, 5%, 4/29/2029 (n)   EUR 203,000 223,079
Flutter Treasury DAC, 6.375%, 4/29/2029 (n)   $ 200,000 201,022
Hilton Domestic Operating Co., Inc., 4.875%, 1/15/2030      1,038,000 981,397
Las Vegas Sands Corp., 3.9%, 8/08/2029      89,000 80,850
Las Vegas Sands Corp., 6.2%, 8/15/2034      298,000 300,292
Marriott International, Inc., 2.85%, 4/15/2031      90,000 76,473
Penn National Gaming, Inc., 4.125%, 7/01/2029 (n)     509,000 424,786
Studio City Finance Ltd., 5%, 1/15/2029 (n)     342,000 297,882
VICI Properties LP, REIT, 4.95%, 2/15/2030      47,000 45,025
Wyndham Hotels & Resorts, Inc., 4.375%, 8/15/2028 (n)     1,040,000 964,771
Wynn Macau Ltd., 5.5%, 10/01/2027 (n)     705,000 670,143
Wynn Macau Ltd., 5.625%, 8/26/2028 (n)     883,000 825,161
Wynn Resorts Finance LLC/Wynn Resorts Capital Corp., 5.125%, 10/01/2029 (n)     727,000 683,702
Wynn Resorts Finance LLC/Wynn Resorts Capital Corp., 7.125%, 2/15/2031 (n)     286,000 293,661
        $9,042,115
Industrial – 1.1%
Albion Financing 1 S.à r.l., 6.125%, 10/15/2026 (n)   $ 200,000 $196,793
Albion Financing 2 S.à r.l., 8.75%, 4/15/2027 (n)     635,000 640,590
APi Escrow Corp., 4.75%, 10/15/2029 (n)     1,016,000 931,807
Arcadis N.V., 4.875%, 2/28/2028    EUR 100,000 111,166
Artera Services LLC, 8.5%, 2/15/2031 (n)   $ 459,000 468,997
Trustees of the University of Pennsylvania, 2.396%, 10/01/2050      35,000 20,860
Williams Scotsman International, Inc., 4.625%, 8/15/2028 (n)     887,000 828,210
        $3,198,423
Insurance – 0.1%
Corebridge Financial, Inc., 4.35%, 4/05/2042    $ 101,000 $83,265
Lincoln National Corp., 5.852%, 3/15/2034      109,000 108,424
Sammons Financial Group, Inc., 6.875%, 4/15/2034 (n)     62,000 63,026
        $254,715
Insurance - Health – 0.1%
Elevance Health, Inc., 5.375%, 6/15/2034    $ 80,000 $79,766
UnitedHealth Group, Inc., 3.25%, 5/15/2051      74,000 50,694
        $130,460
20

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Insurance - Property & Casualty – 2.7%
Acrisure LLC/Acrisure Finance, Inc., 8.25%, 2/01/2029 (n)   $ 344,000 $345,661
Acrisure LLC/Acrisure Finance, Inc., 6%, 8/01/2029 (n)     116,000 105,735
Alliant Holdings Intermediate LLC/Alliant Holdings Co-Issuer, 6.75%, 10/15/2027 (n)     470,000 460,671
Alliant Holdings Intermediate LLC/Alliant Holdings Co-Issuer, 5.875%, 11/01/2029 (n)     692,000 643,704
Alliant Holdings Intermediate LLC/Alliant Holdings Co-Issuer, 7%, 1/15/2031 (n)     450,000 451,176
American International Group, Inc., 5.125%, 3/27/2033      87,000 85,383
AmWINS Group Benefits, Inc., 4.875%, 6/30/2029 (n)     576,000 529,455
Ardonagh Finco Ltd., 7.75%, 2/15/2031 (n)     701,000 696,124
Arthur J. Gallagher & Co., 6.5%, 2/15/2034      45,000 47,574
Arthur J. Gallagher & Co., 6.75%, 2/15/2054      60,000 66,021
AssuredPartners, Inc., 5.625%, 1/15/2029 (n)     459,000 427,138
Baldwin Insurance Group Holdings LLC, 7.125%, 5/15/2031 (n)     637,000 643,254
Fairfax Financial Holdings Ltd., 4.25%, 12/06/2027    CAD 175,000 125,307
Fairfax Financial Holdings Ltd., 6.35%, 3/22/2054 (n)   $ 71,000 71,378
GTCR (AP) Finance, Inc., 8%, 5/15/2027 (n)     484,000 484,527
Hub International Ltd., 5.625%, 12/01/2029 (n)     287,000 266,277
Hub International Ltd., 7.25%, 6/15/2030 (n)     866,000 879,881
Hub International Ltd., 7.375%, 1/31/2032 (n)     390,000 391,384
Panther Escrow Issuer, 7.125%, 6/01/2031 (n)     836,000 842,957
QBE Insurance Group Ltd., 2.5% to 9/13/2028, FLR (GBP Government Yield - 5yr. + 2.061%) to 9/13/2038    GBP 100,000 108,868
        $7,672,475
International Market Quasi-Sovereign – 0.3%
Deutsche Bahn Finance GmbH (Federal Republic of Germany), 3.375%, 1/29/2038    EUR 20,000 $21,026
EnBW International Finance B.V. (Federal Republic of Germany), 3.5%, 7/24/2028      90,000 97,283
La Banque Postale (Republic of France), 3.5%, 6/13/2030      100,000 106,975
Landsbankinn hf. (Republic of Iceland), 5%, 5/13/2028      100,000 109,809
Logicor Financing S.à r.l. (Grand Duchy of Luxembourg), 1.625%, 1/17/2030      110,000 101,225
NBN Co. Ltd. (Commonwealth of Australia), 5.75%, 10/06/2028 (n)   $ 200,000 204,800
NBN Co. Ltd. (Commonwealth of Australia), 3.75%, 3/22/2034    EUR 100,000 107,311
P3 Group S.à r.l. (Grand Duchy of Luxembourg), 1.625%, 1/26/2029      100,000 95,258
21

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
International Market Quasi-Sovereign – continued
Swisscom Finance, 3.5%, 11/29/2031    EUR 100,000 $107,711
        $951,398
International Market Sovereign – 10.6%
Commonwealth of Australia, 3.25%, 6/21/2039    AUD 14,422,000 $8,185,910
Commonwealth of Australia, 2.75%, 5/21/2041      960,000 494,882
Government of Bermuda, 2.375%, 8/20/2030 (n)   $ 200,000 166,400
Government of Bermuda, 5%, 7/15/2032 (n)     560,000 535,528
Government of Canada, 1.25%, 6/01/2030    CAD 882,000 565,141
Government of Canada, 1.5%, 6/01/2031      2,484,000 1,583,968
Government of Canada, 2%, 6/01/2032      1,037,000 674,691
Government of Japan, 2.4%, 12/20/2034    JPY 407,000,000 2,911,021
Government of Japan, 0.3%, 12/20/2039      196,350,000 1,027,640
Government of Japan, 0.4%, 3/20/2050      159,900,000 679,355
Government of Japan, 0.7%, 12/20/2051      308,500,000 1,387,205
Government of New Zealand, 3.5%, 4/14/2033    NZD 372,000 207,654
Kingdom of Belgium, 2.85%, 10/22/2034 (n)   EUR 375,000 394,807
Kingdom of Belgium, 0.4%, 6/22/2040      347,000 237,127
Kingdom of Spain, 3.25%, 4/30/2034      1,075,000 1,153,521
Kingdom of Spain, 3.45%, 10/31/2034 (n)(w)     477,000 518,771
Kingdom of Spain, 3.9%, 7/30/2039 (n)     1,075,000 1,192,680
Kingdom of Spain, 1%, 10/31/2050      650,000 375,676
Kingdom of Spain, 4%, 10/31/2054      462,000 501,854
Republic of Italy, 4.1%, 2/01/2029      2,571,000 2,864,704
Republic of Italy, 1.45%, 3/01/2036      1,295,000 1,070,626
Republic of Italy, 4.15%, 10/01/2039 (n)     1,736,000 1,865,676
United Kingdom Treasury, 0.375%, 10/22/2030    GBP 398,000 401,027
United Kingdom Treasury, 1.25%, 10/22/2041      506,000 386,927
United Kingdom Treasury, 1.5%, 7/22/2047      130,000 90,993
United Kingdom Treasury, 3.75%, 7/22/2052      515,000 556,491
        $30,030,275
Local Authorities – 0.0%
Province of Alberta, 1.65%, 6/01/2031    CAD 95,000 $59,346
Province of British Columbia, 2.95%, 6/18/2050      115,000 64,473
        $123,819
Machinery & Tools – 0.8%
AGCO Corp., 5.8%, 3/21/2034    $ 102,000 $101,821
CNH Industrial Capital LLC, 5.5%, 1/12/2029      71,000 71,519
Ritchie Bros Holdings, Inc., 7.75%, 3/15/2031 (n)     1,288,000 1,344,412
Sarens Finance Co. N.V., 5.75%, 2/21/2027    EUR 110,000 116,169
22

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Machinery & Tools – continued
Terex Corp., 5%, 5/15/2029 (n)   $ 682,000 $641,422
        $2,275,343
Major Banks – 1.3%
Banca Popolare Sondrio, 4.125%, 6/04/2030 (w)   EUR 100,000 $107,711
Bank of America Corp., 5.202% to 4/25/2028, FLR (SOFR - 1 day + 1.63%) to 4/25/2029    $ 100,000 99,460
Bank of America Corp., 2.687% to 4/22/2031, FLR (SOFR - 1 day + 1.32%) to 4/22/2032      92,000 77,320
BPER Banca S.p.A., 4%, 5/22/2031    EUR 100,000 107,247
Commonwealth Bank of Australia, 2.688%, 3/11/2031 (n)   $ 221,000 182,317
ING Groep N.V., 4.375%, 8/15/2034    EUR 100,000 107,515
JPMorgan Chase & Co., 1.47% to 9/22/2026, FLR (SOFR - 1 day + 0.765%) to 9/22/2027    $ 44,000 40,265
JPMorgan Chase & Co., 5.04% to 1/23/2027, FLR (SOFR - 1 day + 1.19%) to 1/23/2028      66,000 65,439
JPMorgan Chase & Co., 5.581% to 4/22/2029, FLR (SOFR - 1 day + 1.16%) to 4/22/2030      59,000 59,642
JPMorgan Chase & Co., 1.953% to 2/04/2031, FLR (SOFR - 1 day + 1.065%) to 2/04/2032      108,000 87,423
JPMorgan Chase & Co., 3.761% to 3/21/2033, FLR (EURIBOR - 3mo. + 0.98%) to 3/21/2034    EUR 100,000 107,309
JPMorgan Chase & Co., 3.328% to 4/22/2051, FLR (SOFR - 1 day + 1.58%) to 4/22/2052    $ 28,000 19,782
Lloyds Banking Group PLC, 4.75% to 9/21/2030, FLR (EUR Swap Rate - 1yr. + 1.6%) to 9/21/2031    EUR 100,000 112,818
Lloyds Banking Group PLC, 3.875%, 5/14/2032      100,000 107,418
Morgan Stanley, 3.622% to 4/01/2030, FLR (SOFR - 1 day + 3.12%) to 4/01/2031    $ 154,000 140,570
Morgan Stanley, 5.424% to 7/21/2033, FLR (SOFR - 1 day + 1.88%) to 7/21/2034      43,000 42,555
Morgan Stanley, 3.955% to 3/21/2034, FLR (EURIBOR - 3mo. + 1.242%) to 3/21/2035    EUR 100,000 107,629
Nationwide Building Soceity, 4.015%, 5/02/2027      100,000 108,559
NatWest Group PLC, 8.125% to 5/10/2034, FLR (CMT - 5yr. + 3.752%) to 6/30/2172    $ 200,000 202,806
NatWest Markets PLC, 3.625%, 1/09/2029    EUR 100,000 107,820
PNC Financial Services Group, Inc., 5.3% to 1/21/2027, FLR (SOFR - 1 day + 1.342%) to 1/21/2028    $ 46,000 45,868
PNC Financial Services Group, Inc., 5.676% to 1/22/2034, FLR (SOFR - 1 day + 1.902%) to 1/22/2035      55,000 55,002
Toronto-Dominion Bank, 3.563%, 4/16/2031    EUR 100,000 106,622
23

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Major Banks – continued
Toronto-Dominion Bank, 8.125% to 10/31/2027, FLR (CMT - 5yr. + 4.075%) to 10/31/2082    $ 985,000 $1,020,891
UBS Group AG, 2.746% to 2/11/2032, FLR (CMT - 1yr. + 1.1%) to 2/11/2033 (n)     200,000 163,457
UniCredit S.p.A., 4.3%, 1/23/2031    EUR 150,000 163,415
Wells Fargo & Co., 3.526% to 3/24/2027, FLR (SOFR - 1 day + 1.51%) to 3/24/2028    $ 45,000 42,786
Wells Fargo & Co., 3.35% to 3/02/2032, FLR (SOFR - 1 day + 1.5%) to 3/02/2033      69,000 59,501
        $3,649,147
Medical & Health Technology & Services – 4.2%
180 Medical, Inc., 3.875%, 10/15/2029 (n)   $ 965,000 $867,945
Avantor Funding, Inc., 4.625%, 7/15/2028 (n)     1,108,000 1,042,645
Bausch & Lomb Escrow Corp., 8.375%, 10/01/2028 (n)     486,000 494,505
CAB SELAS, 3.375%, 2/01/2028    EUR 100,000 97,540
Charles River Laboratories International, Inc., 3.75%, 3/15/2029 (n)   $ 1,070,000 967,870
CHS/Community Health Systems, Inc., 8%, 12/15/2027 (n)     426,000 426,162
CHS/Community Health Systems, Inc., 6.125%, 4/01/2030 (n)     454,000 323,738
CHS/Community Health Systems, Inc., 5.25%, 5/15/2030 (n)     1,146,000 951,297
CVS Health Corp., 5.625%, 2/21/2053      16,000 14,838
Encompass Health Corp., 5.75%, 9/15/2025      244,000 243,013
Encompass Health Corp., 4.75%, 2/01/2030      680,000 629,371
Encompass Health Corp., 4.625%, 4/01/2031      120,000 108,463
HCA, Inc., 5.125%, 6/15/2039      54,000 50,132
ICON Investments Six DAC, 5.809%, 5/08/2027      200,000 201,535
IQVIA, Inc., 5%, 5/15/2027 (n)     1,010,000 981,120
IQVIA, Inc., 6.5%, 5/15/2030 (n)     600,000 605,942
Lifepoint Health, Inc., 9.875%, 8/15/2030 (n)     286,000 306,016
Lifepoint Health, Inc., 11%, 10/15/2030 (n)     341,000 375,661
Lifepoint Health, Inc., 10%, 6/01/2032 (n)     464,000 465,684
New York Society for the Relief of the Ruptured & Crippled, 2.667%, 10/01/2050      179,000 111,194
ProMedica Toledo Hospital, “B”, AGM, 6.015%, 11/15/2048      142,000 141,020
Surgery Center Holdings, Inc., 7.25%, 4/15/2032 (n)     512,000 515,842
Tenet Healthcare Corp., 6.125%, 10/01/2028      484,000 479,450
Tenet Healthcare Corp., 4.375%, 1/15/2030      416,000 382,553
Tenet Healthcare Corp., 6.125%, 6/15/2030      726,000 719,583
U.S. Acute Care Solutions LLC, 9.75%, 5/15/2029 (n)     465,000 448,306
        $11,951,425
24

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Medical Equipment – 0.7%
American Medical Systems Europe B.V., 3.5%, 3/08/2032    EUR 100,000 $106,353
Garden SpinCo Corp., 8.625%, 7/20/2030 (n)   $ 620,000 662,415
Medline Borrower LP, 3.875%, 4/01/2029 (n)     290,000 263,951
Medline Borrower LP, 5.25%, 10/01/2029 (n)     848,000 799,390
        $1,832,109
Metals & Mining – 2.0%
Anglo American Capital PLC, 4.125%, 3/15/2032    EUR 100,000 $107,420
Baffinland Iron Mines Corp./Baffinland Iron Mines LP, 8.75%, 7/15/2026 (n)   $ 742,000 674,686
FMG Resources Ltd., 5.875%, 4/15/2030 (n)     130,000 126,097
FMG Resources Ltd., 4.375%, 4/01/2031 (n)     1,766,000 1,567,838
Glencore Capital Finance DAC, 4.154%, 4/29/2031    EUR 110,000 118,183
GrafTech Finance, Inc., 4.625%, 12/15/2028 (n)   $ 797,000 516,116
Kaiser Aluminum Corp., 4.625%, 3/01/2028 (n)     514,000 478,175
Novelis Corp., 3.25%, 11/15/2026 (n)     486,000 453,757
Novelis Corp., 4.75%, 1/30/2030 (n)     784,000 724,350
Novelis Corp., 3.875%, 8/15/2031 (n)     248,000 212,330
Petra Diamonds US$ Treasury PLC, 9.75%, 3/08/2026 (n)     373,170 271,339
Taseko Mines Ltd., 8.25%, 5/01/2030 (n)     457,000 468,466
        $5,718,757
Midstream – 4.0%
Columbia Pipelines Operating Co. LLC, 6.036%, 11/15/2033 (n)   $ 45,000 $45,868
Columbia Pipelines Operating Co. LLC, 6.544%, 11/15/2053 (n)     72,000 76,288
DT Midstream, Inc., 4.125%, 6/15/2029 (n)     863,000 789,172
DT Midstream, Inc., 4.375%, 6/15/2031 (n)     862,000 774,281
Enbridge, Inc., 5.7%, 3/08/2033      42,000 42,146
Enbridge, Inc., 8.5% to 1/15/2034, FLR (CMT - 5yr. + 4.431%) to 1/15/2054, FLR (CMT - 5yr. + 5.181%) to 1/15/2084      74,000 79,528
Energy Transfer LP, 5.95%, 5/15/2054      60,000 57,726
EQM Midstream Partners LP, 5.5%, 7/15/2028      961,000 942,317
EQM Midstream Partners LP, 6.375%, 4/01/2029 (n)     229,000 228,578
Kinetik Holdings, Inc., 5.875%, 6/15/2030 (n)     793,000 772,769
NuStar Logistics, LP, 6.375%, 10/01/2030      683,000 680,929
Peru LNG, 5.375%, 3/22/2030      518,000 438,415
Prairie Acquiror LP, 9%, 8/01/2029 (n)     290,000 298,025
Sunoco LP, 7.25%, 5/01/2032 (n)     580,000 593,795
Tallgrass Energy Partners LP, 5.5%, 1/15/2028 (n)     953,000 908,986
Tallgrass Energy Partners LP, 7.375%, 2/15/2029 (n)     444,000 445,179
Targa Resources Corp., 4.2%, 2/01/2033      11,000 9,871
25

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Midstream – continued
Targa Resources Corp., 4.95%, 4/15/2052    $ 79,000 $67,191
Venture Global Calcasieu Pass LLC, 3.875%, 8/15/2029 (n)     632,000 569,183
Venture Global Calcasieu Pass LLC, 6.25%, 1/15/2030 (n)     410,000 410,986
Venture Global Calcasieu Pass LLC, 4.125%, 8/15/2031 (n)     627,000 553,747
Venture Global LNG, Inc., 8.125%, 6/01/2028 (n)     833,000 851,321
Venture Global LNG, Inc., 9.5%, 2/01/2029 (n)     706,000 765,672
Venture Global LNG, Inc., 8.375%, 6/01/2031 (n)     886,000 913,643
        $11,315,616
Mortgage-Backed – 3.0%  
Fannie Mae, 6.5%, 4/01/2032 - 1/01/2033    $ 11,891 $12,122
Fannie Mae, 5.5%, 7/01/2033 - 7/01/2035      47,642 47,854
Fannie Mae, 6%, 8/01/2034 - 2/01/2037      23,252 23,716
Fannie Mae, 3.5%, 12/01/2047      36,727 33,172
Fannie Mae, UMBS, 2%, 4/01/2042 - 5/01/2052      531,340 419,506
Fannie Mae, UMBS, 6.5%, 2/01/2043      38,486 39,119
Fannie Mae, UMBS, 3.5%, 5/01/2049 - 7/01/2050      116,489 104,200
Fannie Mae, UMBS, 2.5%, 1/01/2050 - 4/01/2052      797,161 646,362
Fannie Mae, UMBS, 3%, 12/01/2051      19,560 16,660
Fannie Mae, UMBS, 5%, 8/01/2052      167,968 161,908
Fannie Mae, UMBS, 4%, 10/01/2052      470,443 427,493
Fannie Mae, UMBS, 5.5%, 11/01/2052      111,920 110,434
Fannie Mae, UMBS, 6%, 11/01/2053      95,462 95,608
Freddie Mac, 0.181%, 2/25/2025 (i)     38,000,000 46,793
Freddie Mac, 1.366%, 3/25/2027 (i)     448,000 15,127
Freddie Mac, 0.124%, 2/25/2028 (i)     36,576,000 194,742
Freddie Mac, 0.293%, 2/25/2028 (i)     15,572,000 170,521
Freddie Mac, 0.107%, 4/25/2028 (i)     15,983,000 86,065
Freddie Mac, 5.972%, 3/25/2029      175,747 176,501
Freddie Mac, 1.09%, 7/25/2029 (i)     1,875,185 85,401
Freddie Mac, 5.961%, 7/25/2029 - 9/25/2029      321,010 321,858
Freddie Mac, 5.962%, 8/25/2029      159,221 159,577
Freddie Mac, 1.798%, 4/25/2030 (i)     845,640 75,034
Freddie Mac, 1.868%, 4/25/2030 (i)     731,897 67,058
Freddie Mac, 1.666%, 5/25/2030 (i)     896,340 75,761
Freddie Mac, 1.797%, 5/25/2030 (i)     2,034,877 182,732
Freddie Mac, 1.341%, 6/25/2030 (i)     821,458 55,841
Freddie Mac, 1.599%, 8/25/2030 (i)     719,995 59,305
Freddie Mac, 1.169%, 9/25/2030 (i)     455,646 27,846
Freddie Mac, 1.081%, 11/25/2030 (i)     901,677 52,187
Freddie Mac, 4.94%, 11/25/2030      227,690 227,582
Freddie Mac, 0.326%, 1/25/2031 (i)     3,177,178 52,343
Freddie Mac, 0.514%, 3/25/2031 (i)     3,727,599 100,848
26

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Mortgage-Backed – continued  
Freddie Mac, 0.938%, 7/25/2031 (i)   $ 670,491 $37,558
Freddie Mac, 0.536%, 9/25/2031 (i)     2,699,427 85,845
Freddie Mac, 0.568%, 12/25/2031 (i)     659,754 22,651
Freddie Mac, 6%, 8/01/2034      18,559 18,937
Freddie Mac, UMBS, 4.5%, 7/01/2038 - 11/01/2053      207,272 197,412
Freddie Mac, UMBS, 2.5%, 4/01/2051 - 7/01/2051      542,017 438,863
Freddie Mac, UMBS, 2%, 8/01/2051 - 9/01/2051      68,500 53,258
Freddie Mac, UMBS, 3%, 4/01/2052      22,273 18,793
Freddie Mac, UMBS, 5%, 11/01/2052      211,881 204,163
Freddie Mac, UMBS, 6%, 8/01/2053      68,505 68,990
Freddie Mac, UMBS, 5.5%, 11/01/2053      96,619 95,106
Ginnie Mae, 2.5%, 8/20/2051 - 10/20/2052      424,058 353,624
Ginnie Mae, 2%, 3/20/2052      29,968 24,044
Ginnie Mae, 3%, 6/20/2052 - 11/20/2052      66,823 57,760
Ginnie Mae, 3.5%, 7/20/2052      76,625 68,385
Ginnie Mae, 4%, 7/20/2052 - 11/20/2052      102,652 94,367
Ginnie Mae, 5.5%, 2/20/2053      68,252 67,758
Ginnie Mae, 5%, 3/20/2053 - 4/20/2053      189,276 183,780
Ginnie Mae, 6.473%, 3/20/2064      149,298 149,743
Ginnie Mae, TBA, 2%, 6/15/2054 - 7/15/2054      75,000 60,132
Ginnie Mae, TBA, 3%, 6/15/2054      50,000 43,187
Ginnie Mae, TBA, 5.5%, 6/15/2054      25,000 24,798
Ginnie Mae, TBA, 6%, 6/15/2054      50,000 50,306
Ginnie Mae, TBA, 6.5%, 6/15/2054      75,000 76,129
UMBS, TBA, 4.5%, 6/15/2039      75,000 73,151
UMBS, TBA, 3%, 6/25/2054 - 7/25/2054      775,000 651,833
UMBS, TBA, 2%, 7/25/2054      1,275,000 984,472
        $8,576,321
Municipals – 0.4%
Iowa Student Loan Liquidity Corp. Rev., Taxable, “A”, 5.08%, 12/01/2039    $ 100,000 $96,228
Massachusetts Educational Financing Authority, Education Loan Rev., Taxable, Issue M, “A”, 2.641%, 7/01/2037      145,000 129,419
Massachusetts Educational Financing Authority, Education Loan Rev., Taxable, Issue M, “A”, 4.949%, 7/01/2038      185,000 176,055
Massachusetts Housing Finance Agency, Single Family Housing Rev., Taxable, “226”, 5.562%, 12/01/2052      150,000 148,568
Michigan Finance Authority Hospital Rev., Taxable (Trinity Health Credit Group), 3.384%, 12/01/2040      70,000 56,468
Minnesota Housing Finance Agency, Residential Housing, Taxable, “G”, 4.337%, 1/01/2047      190,000 181,142
27

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Municipals – continued
Oklahoma Development Finance Authority, Health System Rev., Taxable (OU Medicine Project), “C”, 5.45%, 8/15/2028    $ 246,000 $231,309
Oklahoma Development Finance Authority, Health System Rev., Taxable (OU Medicine Project), “C”, AGM, 4.65%, 8/15/2030      221,000 206,578
        $1,225,767
Natural Gas - Distribution – 0.1%
ENGIE S.A., 3.875%, 3/06/2036    EUR 100,000 $107,577
ENGIE S.A., 4.25%, 1/11/2043      100,000 107,436
        $215,013
Natural Gas - Pipeline – 0.1%
APA Infrastructure Ltd., 3.125%, 7/18/2031    GBP 100,000 $107,727
APA Infrastructure Ltd., 2.5%, 3/15/2036      100,000 89,471
        $197,198
Network & Telecom – 0.5%
Iliad Holding S.A.S., 7%, 10/15/2028 (n)   $ 1,012,000 $1,002,163
Iliad Holding S.A.S., 6.875%, 4/15/2031 (n)   EUR 366,000 403,701
TDC Net A/S, 5.186%, 8/02/2029      100,000 108,728
        $1,514,592
Oil Services – 0.5%
Nabors Industries Ltd., 7.25%, 1/15/2026 (n)   $ 346,000 $346,849
Nabors Industries Ltd., 7.5%, 1/15/2028 (n)     172,000 163,666
Nabors Industries Ltd., 9.125%, 1/31/2030 (n)     275,000 283,963
U.S.A. Compression Partners LP/Finance Co., 7.125%, 3/15/2029 (n)     557,000 557,630
        $1,352,108
Oils – 0.5%
FS Luxembourg S.à r.l., 8.875%, 2/12/2031 (n)   $ 200,000 $195,448
PBF Holding Co. LLC/PBF Finance Corp., 6%, 2/15/2028      766,000 748,493
Thaioil Treasury Center Co. Ltd., 5.375%, 11/20/2048 (n)     355,000 323,372
        $1,267,313
28

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Other Banks & Diversified Financials – 0.7%
AIB Group PLC, 6.608% to 9/13/2028, FLR (SOFR - 1 day + 2.33%) to 9/13/2029 (n)   $ 200,000 $205,633
Banque Federative du Credit Mutuel S.A., 4.375%, 1/11/2034    EUR 100,000 107,126
Banque Federative du Credit Mutuel S.A., 3.75%, 2/03/2034      100,000 108,221
BBVA Bancomer S.A. (Texas), 8.125%, 1/08/2039 (n)   $ 200,000 205,107
BPCE S.A., 4.5%, 3/15/2025 (n)     250,000 246,769
BPCE S.A., 4.125%, 3/08/2033    EUR 100,000 108,762
Credit Mutuel Arkea S.A., 3.625%, 10/03/2033      100,000 106,971
Deutsche Bank AG, 3.75% to 1/15/2029, FLR (EURIBOR - 3mo. + 1.25%) to 1/15/2030      100,000 107,991
Deutsche Bank AG, 4% to 6/24/2027, FLR (EUR ICE Swap Rate - 5yr. + 3.3%) to 6/24/2032      100,000 105,450
Intesa Sanpaolo S.p.A., 7.2%, 11/28/2033 (n)   $ 200,000 215,062
KBC Group N.V., 3.75%, 3/27/2032    EUR 100,000 107,980
KBC Group N.V., 6.151% to 3/19/2029, FLR (GBP Government Yield - 5yr. + 2.25%) to 3/19/2034    GBP 100,000 127,279
M&T Bank Corp., 4.553% to 8/16/2027, FLR (SOFR - 1 day + 1.78%) to 8/16/2028    $ 88,000 84,104
M&T Bank Corp., 6.082% to 3/13/2031, FLR (SOFR - 1 day + 2.26%) to 3/13/2032      30,000 29,755
Macquarie Group Ltd., 6.255% to 12/07/2033, FLR (SOFR - 1 day + 2.303%) to 12/07/2034 (n)     47,000 48,566
Truist Financial Corp., 5.435% to 1/24/2029, FLR (SOFR - 1 day + 1.62%) to 1/24/2030      41,000 40,768
Truist Financial Corp., 5.711% to 1/24/2034, FLR (SOFR - 1 day + 1.922%) to 1/24/2035      49,000 48,688
        $2,004,232
Pharmaceuticals – 0.8%
1375209 B.C. Ltd., 9%, 1/30/2028 (n)   $ 456,000 $440,572
AbbVie, Inc., 5.35%, 3/15/2044      41,000 40,365
AbbVie, Inc., 5.4%, 3/15/2054      51,000 50,275
Bausch Health Co., Inc., 11%, 9/30/2028 (n)     462,000 403,095
Bausch Health Co., Inc., 14%, 10/15/2030 (n)     90,000 68,400
Bristol-Myers Squibb Co., 5.5%, 2/22/2044      34,000 33,649
Bristol-Myers Squibb Co., 5.55%, 2/22/2054      29,000 28,552
Johnson & Johnson, 3.55%, 6/01/2044    EUR 100,000 106,649
Organon Finance 1 LLC, 4.125%, 4/30/2028 (n)   $ 454,000 419,352
Organon Finance 1 LLC, 5.125%, 4/30/2031 (n)     625,000 552,317
Roche Finance Europe B.V., 3.564%, 5/03/2044    EUR 100,000 105,320
        $2,248,546
29

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Pollution Control – 0.8%
GFL Environmental, Inc., 4.25%, 6/01/2025 (n)   $ 54,000 $53,382
GFL Environmental, Inc., 4%, 8/01/2028 (n)     758,000 693,115
GFL Environmental, Inc., 4.75%, 6/15/2029 (n)     200,000 186,157
GFL Environmental, Inc., 4.375%, 8/15/2029 (n)     345,000 314,838
GFL Environmental, Inc., 6.75%, 1/15/2031 (n)     127,000 129,542
Stericycle, Inc., 3.875%, 1/15/2029 (n)     888,000 806,272
Waste Management, Inc., 4.625%, 2/15/2033      72,000 69,227
        $2,252,533
Precious Metals & Minerals – 0.6%
Eldorado Gold Corp., 6.25%, 9/01/2029 (n)   $ 707,000 $673,421
IAMGOLD Corp., 5.75%, 10/15/2028 (n)     923,000 866,214
Northern Star Resources Ltd. Co., 6.125%, 4/11/2033 (n)     78,000 78,365
        $1,618,000
Printing & Publishing – 0.2%
Cimpress PLC, 7%, 6/15/2026    $ 468,000 $466,966
Real Estate - Office – 0.1%
Boston Properties LP, REIT, 3.65%, 2/01/2026    $ 71,000 $68,361
Corporate Office Property LP, REIT, 2.25%, 3/15/2026      149,000 140,245
Corporate Office Property LP, REIT, 2%, 1/15/2029      52,000 43,985
Corporate Office Property LP, REIT, 2.75%, 4/15/2031      39,000 32,091
        $284,682
Real Estate - Other – 0.6%
EPR Properties, REIT, 3.6%, 11/15/2031    $ 104,000 $86,357
Lexington Realty Trust Co., 2.7%, 9/15/2030      47,000 39,119
RHP Hotel Properties, LP/RHP Finance Corp., 7.25%, 7/15/2028 (n)     1,099,000 1,122,744
XHR LP, REIT, 4.875%, 6/01/2029 (n)     597,000 550,018
        $1,798,238
Real Estate - Retail – 0.1%
STORE Capital Corp., REIT, 2.75%, 11/18/2030    $ 113,000 $92,250
STORE Capital Corp., REIT, 2.7%, 12/01/2031      18,000 14,374
WEA Finance LLC, 2.875%, 1/15/2027 (n)     100,000 92,434
        $199,058
Restaurants – 0.3%
1011778 B.C. ULC / New Red Finance, Inc., 4%, 10/15/2030 (n)   $ 406,000 $353,278
Fertitta Entertainment LLC, 6.75%, 1/15/2030 (n)     692,000 611,653
        $964,931
30

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Retailers – 1.5%
Asbury Automotive Group, Inc., 4.625%, 11/15/2029 (n)   $ 531,000 $488,529
Home Depot, Inc., 3.625%, 4/15/2052      122,000 89,528
Lithia Motors, Inc., 3.875%, 6/01/2029 (n)     626,000 557,558
Macy's Retail Holdings LLC, 5.875%, 4/01/2029 (n)     503,000 484,341
Maxeda DIY Holding B.V., 5.875%, 10/01/2026    EUR 345,000 301,196
NMG Holding Co. Inc./Neiman Marcus Group LLC, 7.125%, 4/01/2026 (n)   $ 487,000 484,250
Parkland Corp., 4.625%, 5/01/2030 (n)     935,000 849,836
Penske Automotive Group Co., 3.75%, 6/15/2029      809,000 719,444
Victoria's Secret & Co., 4.625%, 7/15/2029 (n)     419,000 341,691
        $4,316,373
Specialty Chemicals – 0.1%
Covestro AG, 1.375%, 6/12/2030    EUR 80,000 $76,177
CTEC II GmbH, 5.25%, 2/15/2030 (n)     100,000 100,361
International Flavors & Fragrances, Inc., 1.832%, 10/15/2027 (n)   $ 53,000 46,990
International Flavors & Fragrances, Inc., 4.375%, 6/01/2047      62,000 47,626
International Flavors & Fragrances, Inc., 5%, 9/26/2048      35,000 29,725
        $300,879
Specialty Stores – 0.6%
DICK'S Sporting Goods, 4.1%, 1/15/2052    $ 111,000 $78,749
Michael Cos., Inc., 5.25%, 5/01/2028 (n)     383,000 310,659
Michael Cos., Inc., 7.875%, 5/01/2029 (n)     543,000 369,292
PetSmart, Inc./PetSmart Finance Corp., 7.75%, 2/15/2029 (n)     870,000 832,911
Richemont International S.A., 1.5%, 3/26/2030    EUR 100,000 97,574
        $1,689,185
Supermarkets – 0.7%
ELO SACA, 4.875%, 12/08/2028    EUR 100,000 $103,631
KeHE Distributors LLC/KeHE Finance Corp., 9%, 2/15/2029 (n)   $ 771,000 780,966
Ocado Group PLC, 3.875%, 10/08/2026    GBP 500,000 550,317
Picard Bondco S.A., 5.375%, 7/01/2027    EUR 416,000 438,403
Tesco Corporate Treasury Services PLC, 5.125%, 5/22/2034    GBP 100,000 122,392
        $1,995,709
Supranational – 0.9%
European Union, 3.25%, 7/04/2034    EUR 675,000 $741,659
European Union, 3.375%, 11/04/2042      350,000 377,941
European Union, 2.625%, 2/04/2048      475,000 451,663
31

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Supranational – continued
European Union, 3%, 3/04/2053    EUR 834,000 $829,749
European Union, 3.375%, 10/05/2054      56,811 60,367
        $2,461,379
Telecommunications - Wireless – 1.0%
Altice France S.A., 5.5%, 1/15/2028 (n)   $ 534,000 $373,896
Altice France S.A., 5.125%, 7/15/2029 (n)     200,000 134,131
American Tower Corp., 3.9%, 5/16/2030    EUR 100,000 107,695
American Tower Corp., 5.45%, 2/15/2034    $ 82,000 80,979
Millicom International Cellular S.A., 5.125%, 1/15/2028      635,400 601,686
SBA Communications Corp., 3.875%, 2/15/2027      618,000 584,945
SBA Communications Corp., 3.125%, 2/01/2029      1,094,000 962,517
T-Mobile USA, Inc., 3.875%, 4/15/2030      54,000 50,191
T-Mobile USA, Inc., 5.75%, 1/15/2034      26,000 26,617
Vodafone Group PLC, 5.625%, 2/10/2053      47,000 45,340
        $2,967,997
Telephone Services – 0.0%
TELUS Corp., 2.85%, 11/13/2031    CAD 151,000 $95,778
Tobacco – 0.0%
B.A.T. International Finance PLC, 4.125%, 4/12/2032    EUR 100,000 $105,801
Transportation - Services – 0.6%
Autostrade per l’Italia S.p.A., 5.125%, 6/14/2033    EUR 100,000 $112,880
Avis Budget Finance PLC, 7.25%, 7/31/2030 (n)     697,000 749,620
Element Fleet Management Corp., 6.271%, 6/26/2026 (n)   $ 60,000 60,539
Element Fleet Management Corp., 6.319%, 12/04/2028 (n)     72,000 74,198
GXO Logistics, Inc., 6.25%, 5/06/2029      57,000 57,793
Heathrow Funding Ltd., 6%, 3/05/2032    GBP 100,000 126,168
Toll Road Investors Partnership II LP, Capital Appreciation, NPFG, 0%, 2/15/2043 (n)   $ 818,284 240,575
Transurban Finance Co Pty Ltd., 3.974%, 3/12/2036    EUR 100,000 106,592
Triton International Ltd., 3.15%, 6/15/2031 (n)   $ 104,000 85,981
United Parcel Service, 5.05%, 3/03/2053      52,000 48,527
        $1,662,873
U.S. Treasury Obligations – 21.3%
U.S. Treasury Bonds, 1.125%, 8/15/2040 (f)   $ 17,919,000 $10,747,200
U.S. Treasury Bonds, 3.875%, 5/15/2043      4,998,000 4,460,715
U.S. Treasury Bonds, 2.375%, 11/15/2049      19,586,000 12,815,059
U.S. Treasury Bonds, 4.75%, 11/15/2053      767,000 781,381
U.S. Treasury Bonds, TIPS, 2.375%, 1/15/2025      618,206 614,278
U.S. Treasury Notes, 4%, 6/30/2028      3,400,000 3,329,078
U.S. Treasury Notes, 4.125%, 8/31/2030      7,000,000 6,851,797
32

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
U.S. Treasury Obligations – continued
U.S. Treasury Notes, 4.875%, 10/31/2030    $ 4,700,000 $4,793,266
U.S. Treasury Notes, 2.75%, 8/15/2032 (f)     16,124,000 14,202,286
U.S. Treasury Notes, 4%, 2/15/2034      2,000,000 1,922,812
        $60,517,872
Utilities - Electric Power – 4.0%
Adani Electricity Mumbai Ltd., 3.867%, 7/22/2031    $ 1,440,000 $1,154,163
Algonquin Power & Utilities Corp., 5.365%, 6/15/2026      28,000 27,808
American Transmission Systems, Inc., 2.65%, 1/15/2032 (n)     86,000 70,994
Berkshire Hathaway Energy Co., 5.15%, 11/15/2043      20,000 18,794
Berkshire Hathaway Energy Co., 4.6%, 5/01/2053      17,000 14,091
Bruce Power LP, 2.68%, 12/21/2028    CAD 200,000 134,680
Calpine Corp., 4.5%, 2/15/2028 (n)   $ 918,000 863,241
Calpine Corp., 5.125%, 3/15/2028 (n)     546,000 520,314
Clearway Energy Operating LLC, 4.75%, 3/15/2028 (n)     504,000 479,146
Clearway Energy Operating LLC, 3.75%, 2/15/2031 (n)     1,590,000 1,387,464
Clearway Energy Operating LLC, 3.75%, 1/15/2032 (n)     142,000 120,849
Duke Energy Corp., 3.75%, 4/01/2031    EUR 100,000 106,073
Duke Energy Florida LLC, 6.2%, 11/15/2053    $ 63,000 67,102
E.ON International Finance B.V., 5.875%, 10/30/2037    GBP 50,000 64,738
Enel Finance International N.V., 2.25%, 7/12/2031 (n)   $ 200,000 162,949
Enel Finance International N.V., 3.875%, 1/23/2035    EUR 100,000 105,818
ENGIE Energia Chile S.A., 6.375%, 4/17/2034 (n)   $ 400,000 404,942
EPH Fin International A.S., 5.875%, 11/30/2029    EUR 100,000 109,130
EPH Financing International A.S., 6.651%, 11/13/2028      107,000 119,737
Eversource Energy, 5.5%, 1/01/2034    $ 55,000 53,837
Florida Power & Light Co., 2.875%, 12/04/2051      75,000 47,724
Georgia Power Co., 4.95%, 5/17/2033      103,000 100,210
Jersey Central Power & Light Co., 2.75%, 3/01/2032 (n)     28,000 23,041
Mercury Chile Holdco LLC, 6.5%, 1/24/2027      200,000 195,634
NextEra Energy Capital Holdings, Inc., 6.051%, 3/01/2025      31,000 31,064
NextEra Energy, Inc., 4.25%, 7/15/2024 (n)     161,000 160,431
NextEra Energy, Inc., 4.25%, 9/15/2024 (n)     102,000 100,334
NextEra Energy, Inc., 4.5%, 9/15/2027 (n)     702,000 660,562
NextEra Energy, Inc., 7.25%, 1/15/2029 (n)     698,000 714,540
Oncor Electric Delivery, 3.5%, 5/15/2031    EUR 100,000 107,181
Pacific Gas & Electric Co., 6.1%, 1/15/2029    $ 58,000 59,196
Pacific Gas & Electric Co., 6.4%, 6/15/2033      28,000 29,065
PG&E Corp., 5.25%, 7/01/2030      464,000 441,991
PPL Electric Utilities Corp, 1st Mortgage, 5.25%, 5/15/2053      97,000 92,502
Star Energy Geothermal (Wayang Windu) Ltd., 6.75%, 4/24/2033 (n)     707,832 703,586
TerraForm Global Operating LLC, 6.125%, 3/01/2026 (n)     577,000 568,740
33

Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Utilities - Electric Power – continued
TerraForm Power Operating LLC, 5%, 1/31/2028 (n)   $ 913,000 $871,389
TerraForm Power Operating LLC, 4.75%, 1/15/2030 (n)     438,000 397,897
WEC Energy Group, Inc., 1.8%, 10/15/2030      67,000 54,356
Xcel Energy, Inc., 4.6%, 6/01/2032      43,000 40,010
Xcel Energy, Inc., 5.5%, 3/15/2034      70,000 68,870
        $11,454,193
Utilities - Gas – 0.3%
EP Infrastructure A.S., 2.045%, 10/09/2028    EUR 862,000 $810,449
EP Infrastructure A.S., 1.816%, 3/02/2031      187,000 161,187
        $971,636
Utilities - Other – 0.0%
United Utilities Water Finance PLC, 3.75%, 5/23/2034    EUR 100,000 $104,522
Total Bonds (Identified Cost, $384,847,368)   $366,981,801
Exchange-Traded Funds – 1.0%
Special Products & Services – 1.0%  
Invesco Senior Loan Fund ETF (Identified Cost, $2,845,553)   134,484 $2,840,302
Common Stocks – 0.2%
Cable TV – 0.1%  
Intelsat Emergence S.A. (a)   6,129 $214,515
Oil Services – 0.1%  
LTRI Holdings LP (a)(u)   615 $222,353
Total Common Stocks (Identified Cost, $730,966)   $436,868
    
  Strike
Price
First
Exercise
   
Warrants – 0.0%        
Other Banks & Diversified Financials – 0.0%
Avation Capital S.A. (1 share for 1 warrant, Expiration 10/31/26) (a) (Identified Cost, $0) GBP 1.14 N/A 6,125 $1,561
    
         
Investment Companies (h) – 3.1%
Money Market Funds – 3.1%  
MFS Institutional Money Market Portfolio, 5.38% (v) (Identified Cost, $8,820,337)     8,820,332 $8,821,214
    
34

Portfolio of Investments (unaudited) – continued
Underlying/Expiration Date/Exercise Price Put/Call Counterparty Notional
Amount
Par Amount/
Number of
Contracts
Value ($)
Purchased Options – 0.0%  
Market Index Securities – 0.0%  
iTraxx Europe Crossover Series 41 Index Credit Default Swap – Fund pays 5%, Fund receives notional amount upon a defined credit event of an index constituent – September 2024 @ 3.75% Put BNP Paribas S.A. $ 4,506,850 EUR  3,790,000 $21,166
iTraxx Europe Crossover Series 41 Index Credit Default Swap – Fund pays 5%, Fund receives notional amount upon a defined credit event of an index constituent – September 2024 @ 3.75% Put Goldman Sachs International  4,506,850   3,790,000 21,166
Total Purchased Options
(Premiums Paid, $100,769)
  $42,332
    
Other Assets, Less Liabilities – (33.5)%   (95,105,421)
Net Assets – 100.0% $284,018,657
    
(a) Non-income producing security.      
(d) In default.      
(f) All or a portion of the security has been segregated as collateral for open futures contracts and cleared swap agreements.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $8,821,214 and $370,302,864, respectively.      
(i) Interest only security for which the fund receives interest on notional principal (Par amount). Par amount shown is the notional principal and does not reflect the cost of the security.      
(n) Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate value of these securities was $194,265,621, representing 68.4% of net assets.      
(p) Payment-in-kind (PIK) security for which interest income may be received in additional securities and/or cash.      
(u) The security was valued using significant unobservable inputs and is considered level 3 under the fair value hierarchy. For further information about the fund’s level 3 holdings, please see Note 2 in the Notes to Financial Statements.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
35

Portfolio of Investments (unaudited) – continued
(w) When-issued security.      
    
The following abbreviations are used in this report and are defined:
AGM Assured Guaranty Municipal
BZDIOVRA Brazil Interbank Deposit Rate
CDI Interbank Deposit Certificates
CDO Collateralized Debt Obligation
CLO Collateralized Loan Obligation
CMT Constant Maturity Treasury
ETF Exchange-Traded Fund
EURIBOR Euro Interbank Offered Rate
FLR Floating Rate. Interest rate resets periodically based on the parenthetically disclosed reference rate plus a spread (if any). The period-end rate reported may not be the current rate. All reference rates are USD unless otherwise noted.
ICE Intercontinental Exchange
NPFG National Public Finance Guarantee Corp.
REIT Real Estate Investment Trust
SOFR Secured Overnight Financing Rate
TBA To Be Announced
TIPS Treasury Inflation Protected Security
UMBS Uniform Mortgage-Backed Security
Abbreviations indicate amounts shown in currencies other than the U.S. dollar. All amounts are stated in U.S. dollars unless otherwise indicated. A list of abbreviations is shown below:
AUD Australian Dollar
BRL Brazilian Real
CAD Canadian Dollar
CHF Swiss Franc
CNH Chinese Yuan Renminbi (Offshore)
CNY China Yuan Renminbi
CZK Czech Koruna
EUR Euro
GBP British Pound
IDR Indonesian Rupiah
INR Indian Rupee
JPY Japanese Yen
KRW South Korean Won
MXN Mexican Peso
NOK Norwegian Krone
NZD New Zealand Dollar
SEK Swedish Krona
THB Thai Baht
UYU Uruguayan Peso
Derivative Contracts at 5/31/24
Forward Foreign Currency Exchange Contracts
Currency
Purchased
Currency
Sold
Counterparty Settlement
Date
Unrealized
Appreciation
(Depreciation)
Asset Derivatives
AUD 3,492,918 USD 2,314,980 HSBC Bank 7/19/2024 $12,046
36

Portfolio of Investments (unaudited) – continued
Forward Foreign Currency Exchange Contracts - continued
Currency
Purchased
Currency
Sold
Counterparty Settlement
Date
Unrealized
Appreciation
(Depreciation)
Asset Derivatives - continued
AUD 1,061,538 USD 694,926 Merrill Lynch International 7/19/2024 $12,284
CAD 1,377,575 USD 1,008,631 Goldman Sachs International 7/19/2024 3,035
CAD 899,813 USD 653,910 State Street Bank Corp. 7/19/2024 6,896
CZK 14,077,642 USD 591,635 Deutsche Bank AG 7/19/2024 27,325
CZK 10,484,555 USD 450,727 Goldman Sachs International 7/19/2024 10,254
CZK 956,715 USD 40,870 HSBC Bank 7/19/2024 1,194
CZK 24,730,348 USD 1,048,938 State Street Bank Corp. 7/19/2024 38,397
EUR 701,902 USD 759,406 Barclays Bank PLC 7/19/2024 3,728
EUR 656,676 USD 710,208 Citibank N.A. 7/19/2024 3,754
EUR 691,791 USD 741,345 Deutsche Bank AG 7/19/2024 10,797
EUR 4,910,500 USD 5,246,699 HSBC Bank 7/19/2024 92,178
EUR 1,031,013 USD 1,115,532 JPMorgan Chase Bank N.A. 7/19/2024 5,424
EUR 21,600 USD 23,066 Merrill Lynch International 7/19/2024 418
EUR 375,268 USD 400,682 NatWest Markets PLC 7/19/2024 7,323
EUR 833,293 USD 894,454 State Street Bank Corp. 7/19/2024 11,532
EUR 308,564 USD 332,871 UBS AG 7/19/2024 2,612
GBP 1,178,468 USD 1,472,038 Barclays Bank PLC 7/19/2024 29,960
GBP 890,906 USD 1,107,690 Brown Brothers Harriman 7/19/2024 27,801
GBP 76,048 USD 96,912 Merrill Lynch International 7/19/2024 14
GBP 132,247 USD 165,391 State Street Bank Corp. 7/19/2024 3,163
MXN 35,257,079 USD 2,038,100 Barclays Bank PLC 7/19/2024 25,289
MXN 118,156,830 USD 6,840,920 UBS AG 7/19/2024 74,097
NOK 8,706,664 USD 806,083 Brown Brothers Harriman 7/19/2024 24,339
NOK 16,818,231 USD 1,547,659 HSBC Bank 7/19/2024 56,426
NOK 4,053,561 USD 377,282 State Street Bank Corp. 7/19/2024 9,337
NOK 13,331,321 USD 1,226,990 UBS AG 7/19/2024 44,521
NZD 8,231,428 USD 5,036,819 Brown Brothers Harriman 7/19/2024 23,026
NZD 3,559,940 USD 2,135,483 Deutsche Bank AG 7/19/2024 52,806
NZD 1,411,209 USD 846,697 JPMorgan Chase Bank N.A. 7/19/2024 20,771
NZD 1,005,357 USD 612,924 State Street Bank Corp. 7/19/2024 5,067
SEK 4,594,101 USD 430,159 Brown Brothers Harriman 7/19/2024 7,355
SEK 448,000 USD 41,706 State Street Bank Corp. 7/19/2024 959
USD 861,813 AUD 1,286,120 Merrill Lynch International 7/19/2024 4,984
USD 280,503 BRL 1,473,560 Barclays Bank PLC 7/02/2024 703
USD 1,309,001 BRL 6,837,671 Citibank N.A. 7/02/2024 10,662
USD 1,425,259 BRL 7,397,891 Goldman Sachs International 7/02/2024 20,545
USD 1,024,135 BRL 5,370,000 JPMorgan Chase Bank N.A. 7/02/2024 4,477
USD 182,508 CAD 247,610 State Street Bank Corp. 7/19/2024 668
USD 1,443,860 CNH 10,428,970 BNP Paribas S.A. 7/19/2024 3,317
USD 408,402 CNH 2,924,846 State Street Bank Corp. 7/19/2024 4,396
USD 109,018 EUR 100,000 Brown Brothers Harriman 7/19/2024 294
USD 217,408 EUR 199,393 JPMorgan Chase Bank N.A. 7/19/2024 621
USD 108,862 EUR 99,859 NatWest Markets PLC 7/19/2024 292
USD 888,510 EUR 814,141 State Street Bank Corp. 7/19/2024 3,345
USD 4,010,788 JPY 606,000,566 JPMorgan Chase Bank N.A. 7/19/2024 131,066
37

Portfolio of Investments (unaudited) – continued
Forward Foreign Currency Exchange Contracts - continued
Currency
Purchased
Currency
Sold
Counterparty Settlement
Date
Unrealized
Appreciation
(Depreciation)
Asset Derivatives - continued
USD 510,663 JPY 79,578,625 Merrill Lynch International 7/19/2024 $1,186
USD 708,460 JPY 110,212,934 NatWest Markets PLC 7/19/2024 2,858
USD 1,346,271 JPY 207,201,441 State Street Bank Corp. 7/19/2024 19,730
USD 205,609 JPY 31,025,712 UBS AG 7/19/2024 6,977
USD 1,208,282 KRW 1,624,632,119 Barclays Bank PLC 6/28/2024 33,345
USD 4,445,980 KRW 6,091,348,792 Citibank N.A. 7/26/2024 34,120
USD 8,350,520 MXN 141,142,688 State Street Bank Corp. 7/19/2024 90,278
USD 852,866 THB 30,898,482 Barclays Bank PLC 6/28/2024 13,423
USD 1,899,627 THB 68,943,037 JPMorgan Chase Bank N.A. 6/28/2024 26,600
            $1,068,015
Liability Derivatives
BRL 1,457,577 USD 282,670 Citibank N.A. 7/02/2024 $(5,905)
BRL 2,076,209 USD 407,260 JPMorgan Chase Bank N.A. 7/02/2024 (13,028)
CNH 293,117 USD 40,768 HSBC Bank 7/19/2024 (280)
CNH 2,891,675 USD 401,686 State Street Bank Corp. 7/19/2024 (2,262)
CZK 6,513,801 USD 286,955 State Street Bank Corp. 7/19/2024 (559)
EUR 394,733 USD 430,116 Brown Brothers Harriman 7/19/2024 (948)
EUR 1,305,345 USD 1,423,710 HSBC Bank 7/19/2024 (4,491)
EUR 1,856,413 USD 2,024,948 JPMorgan Chase Bank N.A. 7/19/2024 (6,586)
EUR 382,766 USD 417,297 State Street Bank Corp. 7/19/2024 (1,139)
EUR 31,315 USD 34,112 UBS AG 7/19/2024 (64)
IDR 16,982,355,385 USD 1,065,080 Citibank N.A. 8/06/2024 (21,124)
IDR 6,572,801,661 USD 410,723 JPMorgan Chase Bank N.A. 8/06/2024 (6,673)
JPY 25,385,406 USD 163,119 Citibank N.A. 7/19/2024 (597)
JPY 62,589,344 USD 413,560 JPMorgan Chase Bank N.A. 7/19/2024 (12,852)
KRW 1,614,162,341 USD 1,176,323 Barclays Bank PLC 6/28/2024 (8,958)
KRW 405,839,315 USD 301,793 Citibank N.A. 6/28/2024 (8,289)
THB 83,328,813 USD 2,301,074 Barclays Bank PLC 6/28/2024 (37,217)
THB 16,018,062 USD 442,499 JPMorgan Chase Bank N.A. 6/28/2024 (7,325)
USD 2,168,283 AUD 3,306,828 Barclays Bank PLC 7/19/2024 (34,768)
USD 832,583 AUD 1,269,571 Goldman Sachs International 7/19/2024 (13,221)
USD 11,982,445 AUD 18,337,484 HSBC Bank 7/19/2024 (234,218)
USD 1,409,034 CAD 1,935,867 Brown Brothers Harriman 7/19/2024 (12,632)
USD 60,009 CAD 81,829 JPMorgan Chase Bank N.A. 7/19/2024 (84)
USD 6,349,868 CAD 8,714,955 State Street Bank Corp. 7/19/2024 (50,237)
USD 582,557 CHF 524,478 Citibank N.A. 7/19/2024 (1,661)
USD 828,774 CHF 749,676 HSBC Bank 7/19/2024 (6,293)
USD 3,133,526 CNH 22,688,294 State Street Bank Corp. 7/19/2024 (385)
USD 3,796,459 CZK 89,715,267 Barclays Bank PLC 7/19/2024 (148,105)
USD 107,476 EUR 99,997 BNP Paribas S.A. 7/19/2024 (1,244)
USD 208,952 EUR 194,181 Brown Brothers Harriman 7/19/2024 (2,170)
USD 61,523 EUR 56,712 Citibank N.A. 7/19/2024 (136)
USD 1,146,280 EUR 1,064,784 HSBC Bank 7/19/2024 (11,393)
USD 38,730,638 EUR 36,249,618 JPMorgan Chase Bank N.A. 7/19/2024 (681,301)
USD 277,899 EUR 260,000 NatWest Markets PLC 7/19/2024 (4,783)
38

Portfolio of Investments (unaudited) – continued
Forward Foreign Currency Exchange Contracts - continued
Currency
Purchased
Currency
Sold
Counterparty Settlement
Date
Unrealized
Appreciation
(Depreciation)
Liability Derivatives - continued
USD 1,282,750 EUR 1,193,604 State Street Bank Corp. 7/19/2024 $(14,982)
USD 489,182 EUR 454,571 UBS AG 7/19/2024 (5,045)
USD 5,008,159 GBP 4,020,359 Barclays Bank PLC 7/19/2024 (115,929)
USD 602,232 GBP 474,004 Brown Brothers Harriman 7/19/2024 (1,902)
USD 1,628,119 GBP 1,301,899 HSBC Bank 7/19/2024 (31,197)
USD 491,164 GBP 389,339 JPMorgan Chase Bank N.A. 7/19/2024 (5,062)
USD 91,973 GBP 73,371 State Street Bank Corp. 7/19/2024 (1,542)
USD 375,587 MXN 6,460,276 Deutsche Bank AG 7/19/2024 (2,494)
USD 556,691 MXN 9,644,271 State Street Bank Corp. 7/19/2024 (7,731)
USD 1,808,433 NZD 2,961,623 State Street Bank Corp. 7/19/2024 (12,071)
USD 409,109 SEK 4,448,502 JPMorgan Chase Bank N.A. 7/19/2024 (14,540)
USD 706,074 SEK 7,741,876 Merrill Lynch International 7/19/2024 (31,216)
USD 40,108 SEK 430,832 State Street Bank Corp. 7/19/2024 (922)
            $(1,585,561)
    
Futures Contracts
Description Long/
Short
Currency Contracts Notional
Amount
Expiration
Date
Value/Unrealized
Appreciation
(Depreciation)
Asset Derivatives
Interest Rate Futures    
Australian Bond 10 yr Short AUD 70 $5,247,067 June – 2024 $169,253
Euro-Bund 10 yr Short EUR 17 2,385,785 June – 2024 25,554
U.S. Treasury Note 10 yr Short USD 109 11,858,859 September – 2024 28,552
U.S. Treasury Note 5 yr Short USD 353 37,346,297 September – 2024 18,522
U.S. Treasury Ultra Bond
30 yr
Short USD 89 10,896,938 September – 2024 151,933
U.S. Treasury Ultra Note
10 yr
Short USD 33 3,697,031 September – 2024 443
            $394,257
Liability Derivatives
Interest Rate Futures    
Canadian Treasury Bond 5 yr Long CAD 8 $646,715 September – 2024 $(83)
Euro-Bobl 5 yr Long EUR 63 7,925,440 June – 2024 (120,346)
Euro-Buxl 30 yr Long EUR 4 548,688 June – 2024 (33,316)
Euro-Schatz Short EUR 196 22,381,370 September – 2024 (17,450)
Long Gilt 10 yr Long GBP 5 613,679 September – 2024 (2,625)
U.S. Treasury Bond 30 yr Long USD 7 812,437 September – 2024 (6,534)
U.S. Treasury Note 2 yr Long USD 5 1,018,516 September – 2024 (174)
            $(180,528)
39

Portfolio of Investments (unaudited) – continued
Cleared Swap Agreements
Maturity
Date
Notional
Amount
Counterparty Cash Flows
to Receive/
Frequency
Cash Flows
to Pay/
Frequency
Unrealized
Appreciation
(Depreciation)
  Net Unamortized
Upfront Payments
(Receipts)
  Value
Asset Derivatives          
Interest Rate Swaps          
6/18/55 USD 1,800,000 centrally cleared Daily SOFR / Annually 3.458% / Annually $97,764   $—   $97,764
Liability Derivatives          
Interest Rate Swaps          
1/04/27 BRL 3,000,000 centrally cleared 10.3625% / At Maturity Average Daily BZDIOVRA / At Maturity $(13,626)   $—   $(13,626)
6/18/27 USD 16,600,000 centrally cleared 3.412% / Annually Daily SOFR / Annually (218,966)     (218,966)
1/03/28 BRL 5,800,000 centrally cleared 10.63% / Annually Average Daily BZDIOVRA / Annually (20,354)   3,121   (17,233)
            $(252,946)   $3,121   $(249,825)
    
Uncleared Swap Agreements
Maturity
Date
Notional
Amount
Counterparty Cash Flows
to Receive/
Frequency
Cash Flows
to Pay/
Frequency
Unrealized
Appreciation
(Depreciation)
  Net Unamortized
Upfront Payments
(Receipts)
  Value
Asset Derivatives          
Credit Default Swaps          
6/20/28 EUR 130,000 Barclays Bank PLC 5.00% / Quarterly (1) $8,412   $15,511   $23,923
(1) Fund, as protection seller, to pay notional amount upon a defined credit event by Glencore PLC, 1.75%, 3/17/25, a BBB+ rated bond. The fund entered into the contract to gain issuer exposure.
40

Portfolio of Investments (unaudited) – continued
The credit ratings presented here are an indicator of the current payment/performance risk of the related swap agreement, the reference obligation for which may be either a single security or, in the case of a credit default swap index, a basket of securities issued by corporate or sovereign issuers. Ratings are assigned to each reference security, including each individual security within a reference basket of securities, utilizing ratings from Moody's, Fitch, and Standard & Poor's rating agencies and applying the following hierarchy: If all three agencies provide a rating, the middle rating (after dropping the highest and lowest ratings) is assigned; if two of the three agencies rate a security, the lower of the two is assigned. If none of the 3 rating agencies above assign a rating, but the security is rated by DBRS Morningstar, then the DBRS Morningstar rating is assigned. If none of the 4 rating agencies listed above rate the security, but the security is rated by the Kroll Bond Rating Agency (KBRA), then the KBRA rating is assigned. Ratings are shown in the S&P and Fitch scale (e.g., AAA). The ratings for a credit default swap index are calculated by MFS as a weighted average of the external credit ratings of the individual securities that compose the index's reference basket of securities.                                                                                                            
At May 31, 2024, the fund had cash collateral of $480,000 and other liquid securities with an aggregate value of $2,071,260 to cover any collateral or margin obligations for certain derivative contracts. Restricted cash and/or deposits with brokers in the Statement of Assets and Liabilities are comprised of cash collateral.
See Notes to Financial Statements
41

Financial Statements
Statement of Assets and Liabilities
At 5/31/24 (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
Assets  
Investments in unaffiliated issuers, at value (identified cost, $388,524,656) $370,302,864
Investments in affiliated issuers, at value (identified cost, $8,820,337) 8,821,214
Cash 5,197
Foreign currency, at value (identified cost, $6,702) 6,697
Restricted cash for  
Forward foreign currency exchange contracts 480,000
Receivables for  
Net daily variation margin on open cleared swap agreements 13,047
Forward foreign currency exchange contracts 1,068,015
Investments sold 361,429
TBA sale commitments 1,309,576
Interest 4,963,678
Uncleared swaps, at value (net of unamortized premiums paid, $15,511) 23,923
Other assets 36,819
Total assets $387,392,459
Liabilities  
Notes payable $95,000,000
Payables for  
Distributions 218,224
Forward foreign currency exchange contracts 1,585,561
Net daily variation margin on open futures contracts 159,846
Investments purchased 979,525
When-issued investments purchased 1,737,803
TBA purchase commitments 3,266,588
Payable to affiliates  
Investment adviser 9,254
Administrative services fee 277
Transfer agent and dividend disbursing costs 1,345
Accrued interest expense 166,793
Deferred foreign capital gains tax expense payable 123,595
Accrued expenses and other liabilities 124,991
Total liabilities $103,373,802
Net assets $284,018,657
42

Statement of Assets and Liabilities (unaudited) – continued
Net assets consist of  
Paid-in capital $347,403,215
Total distributable earnings (loss) (63,384,558)
Net assets $284,018,657
Shares of beneficial interest outstanding (42,041,330 shares issued less 26,450 capital shares to be retired) (unlimited number of shares authorized) 42,014,880
Net asset value per share (net assets of $284,018,657 / 42,014,880 shares of beneficial interest outstanding) $6.76
See Notes to Financial Statements
43

Financial Statements
Statement of Operations
Six months ended 5/31/24 (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Net investment income (loss)  
Income  
Interest $11,022,212
Dividends from affiliated issuers 242,630
Dividends 61,048
Other 167
Total investment income $11,326,057
Expenses  
Management fee $848,897
Transfer agent and dividend disbursing costs 22,372
Administrative services fee 25,664
Independent Trustees' compensation 5,088
Stock exchange fee 21,044
Custodian fee 29,293
Shareholder communications 64,006
Audit and tax fees 52,307
Legal fees 5,538
Interest expense and fees 3,108,732
Miscellaneous 29,439
Total expenses $4,212,380
Net investment income (loss) $7,113,677
44

Statement of Operations (unaudited) – continued
Realized and unrealized gain (loss)
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers $(2,171,501)
Affiliated issuers (944)
Futures contracts 1,246,195
Swap agreements 71,554
Forward foreign currency exchange contracts (1,443,579)
Foreign currency 23,456
Net realized gain (loss) $(2,274,819)
Change in unrealized appreciation or depreciation  
Unaffiliated issuers $7,276,125
Affiliated issuers 425
Futures contracts 242,504
Swap agreements (157,289)
Forward foreign currency exchange contracts 1,956,713
Translation of assets and liabilities in foreign currencies (7,340)
Net unrealized gain (loss) $9,311,138
Net realized and unrealized gain (loss) $7,036,319
Change in net assets from operations $14,149,996
See Notes to Financial Statements
45

Financial Statements
Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  5/31/24
(unaudited)
11/30/23
Change in net assets    
From operations    
Net investment income (loss) $7,113,677 $14,126,213
Net realized gain (loss) (2,274,819) (24,958,151)
Net unrealized gain (loss) 9,311,138 27,303,201
Change in net assets from operations $14,149,996 $16,471,263
Distributions to shareholders $(8,813,879) $(12,005,785)
Tax return of capital distributions to shareholders $— $(11,490,267)
Distributions from other sources $(2,685,068)(a) $—
Change in net assets from fund share transactions $(2,107,136) $(10,078,362)
Total change in net assets $543,913 $(17,103,151)
Net assets    
At beginning of period 283,474,744 300,577,895
At end of period $284,018,657 $283,474,744
    
(a) Estimated tax return of capital. All or a portion of this amount may be redesignated as ordinary income and/or capital gains at fiscal year end when the tax character of distributions is determined. Please refer to “Tax Matters and Distributions” under Note 2 of the Notes to Financial Statements for additional information regarding the tax character of the fund’s distributions.
See Notes to Financial Statements
46

Financial Statements
Statement of Cash Flows
Six months ended 5/31/24 (unaudited)
This statement provides a summary of cash flows from investment activity for the fund.
Cash flows from operating activities:  
Change in net assets from operations $14,149,996
Adjustments to reconcile change in net assets from operations to net cash provided by operating activities:  
Purchase of investment securities (124,689,175)
Proceeds from disposition of investment securities 135,600,520
Purchase of short-term investments, net (4,297,031)
Realized gain/loss on investments 2,171,501
Unrealized appreciation/depreciation on investments (7,276,550)
Unrealized appreciation/depreciation on foreign currency contracts (1,956,713)
Unrealized appreciation/depreciation on swaps 157,289
Net amortization/accretion of income (1,191,390)
Amortization of debt issuance costs 34,811
Decrease in interest receivable 300,393
Decrease in accrued expenses and other liabilities (56,095)
Decrease in receivable for net daily variation margin on open futures contracts 207,654
Increase in payable for net daily variation margin on open futures contracts 159,846
Increase in other assets (20,892)
Decrease in interest payable (16,984)
Net cash provided by operating activities $13,277,180
Cash flows from financing activities:  
Adjustment for debt issuance costs $10,396
Distributions paid in cash (11,440,918)
Repurchase of shares of beneficial interest (2,359,927)
Net cash used by financing activities $(13,790,449)
Net decrease in cash and restricted cash $(513,269)
Cash and restricted cash:  
Beginning of period (including foreign currency of $6,784) $1,005,163
End of period (including foreign currency of $6,697) $491,894
Supplemental disclosure of cash flow information:
Cash paid during the six months ended May 31, 2024 for interest was $3,090,905.
See Notes to Financial Statements
47

Financial Statements
Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. Certain information reflects financial results for a single fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund share class (assuming reinvestment of all distributions) held for the entire period.
  Six months
ended
Year ended
  5/31/24
(unaudited)
11/30/23 11/30/22 11/30/21 11/30/20 11/30/19
Net asset value, beginning of period $6.69 $6.83 $8.29 $8.90 $8.94 $8.44
Income (loss) from investment operations
Net investment income (loss) (d) $0.17 $0.33 $0.33 $0.35 $0.37 $0.36
Net realized and unrealized gain (loss) 0.17 0.05 (1.20) (0.26) 0.27 0.80
 Total from investment operations  $0.34  $0.38  $(0.87)  $0.09  $0.64  $1.16
Less distributions declared to shareholders
From net investment income $(0.21) $(0.27) $(0.42) $(0.42) $(0.40) $(0.44)
From tax return of capital (0.27) (0.18) (0.28) (0.30) (0.26)
From other sources (0.06)(b)
 Total distributions declared to shareholders  $(0.27)  $(0.54)  $(0.60)  $(0.70)  $(0.70)  $(0.70)
 Net increase from repurchase of capital shares  $0.00(w)  $0.02  $0.01  $—  $0.02  $0.04
 Net asset value, end of period (x)  $6.76  $6.69  $6.83  $8.29  $8.90  $8.94
 Market value, end of period  $6.23  $6.09  $6.87  $8.44  $8.53  $8.32
 Total return at market value (%) 6.76(n) (3.34) (11.33) 7.27 11.58 22.47
 Total return at net asset value (%) (j)(r)(s)(x) 5.45(n) 6.80 (10.26) 0.99 8.35 15.54
Ratios (%) (to average net assets)
and Supplemental data:
Expenses 2.92(a) 2.70 1.37 0.91 1.02 1.40
Net investment income (loss) 4.93(a) 4.82 4.56 4.06 4.20 4.11
Portfolio turnover 38(n) 73 81 112 129 94
Net assets at end of period (000 omitted) $284,019 $283,475 $300,578 $368,967 $394,538 $403,245
Supplemental Ratios (%):
Ratios of expenses to average net assets excluding interest expense and fees 0.76(a) 0.76 0.74 0.71 0.72 0.70
Senior Securities:
Total notes payable outstanding (000 omitted) $95,000 $95,000 $100,000 $100,000 $100,000 $100,000
Asset coverage per $1,000 of indebtedness (k) $3,990 $3,984 $4,006 $4,690 $4,945 $5,032
    
See Notes to Financial Statements
48

Financial Highlights – continued
(a) Annualized.
(b) Estimated tax return of capital. All or a portion of this amount may be redesignated as ordinary income and/or capital gains at fiscal year end when the tax character of distributions is determined. Please refer to “Tax Matters and Distributions” under Note 2 of the Notes to Financial Statements for additional information regarding the tax character of the fund’s distributions.
(d) Per share data is based on average shares outstanding.
(j) Total return at net asset value is calculated using the net asset value of the fund, not the publicly traded price and therefore may be different than the total return at market value.
(k) Calculated by subtracting the fund's total liabilities (not including notes payable) from the fund's total assets and dividing this number by the notes payable outstanding and then multiplying by 1,000.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(w) Per share amount was less than $0.01.
(x) The net asset values and total returns at net asset value have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
49

Notes to Financial Statements
(unaudited) 
(1) Business and Organization
MFS Charter Income Trust (the fund) is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as a diversified closed-end management investment company.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2) Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in high-yield securities rated below investment grade. Investments in below investment grade quality securities can involve a substantially greater risk of default or can already be in default, and their values can decline significantly. Below investment grade quality securities tend to be more sensitive to adverse news about the issuer, or the market or economy in general, than higher quality debt instruments. The fund invests in foreign securities, including securities of emerging market issuers. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions. Investments in emerging markets can involve additional and greater risks than the risks associated with investments in developed foreign markets. Emerging markets can have less developed markets, greater custody and operational risk, less developed legal, regulatory, accounting, and auditing systems, greater government involvement in the economy, greater risk of new or inconsistent government treatment of or restrictions on issuers and instruments, and greater political, social, and economic instability than developed markets.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
50

Notes to Financial Statements (unaudited) - continued 
Investment Valuations Subject to its oversight, the fund's Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments to MFS as the fund's adviser, pursuant to the fund’s valuation policy and procedures which have been adopted by the adviser and approved by the Board. In accordance with Rule 2a-5 under the Investment Company Act of 1940, the Board of Trustees designated the adviser as the “valuation designee” of the fund. If the adviser, as valuation designee, determines that reliable market quotations are not readily available for an investment, the investment is valued at fair value as determined in good faith by the adviser in accordance with the adviser’s fair valuation policy and procedures.
Under the fund's valuation policy and procedures, equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Debt instruments and floating rate loans, including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value.
Exchange-traded options are generally valued at the last sale or official closing price on their primary exchange as provided by a third-party pricing service. Exchange-traded options for which there were no sales reported that day are generally valued at the last daily bid quotation on their primary exchange as provided by a third-party pricing service. For put options, the position may be valued at the last daily ask quotation if there are no trades reported during the day. Options not traded on an exchange are generally valued at a broker/dealer bid quotation. Foreign currency options are generally valued at valuations provided by a third-party pricing service. Futures contracts are generally valued at last posted settlement price on their primary exchange as provided by a third-party pricing service. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation on their primary exchange as provided by a third-party pricing service.
Forward foreign currency exchange contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Swap agreements are generally valued using valuations provided by a third-party pricing service, which for cleared swaps includes an evaluation of any trading activity at the clearinghouses. Open-end investment companies are generally valued at net asset value per share. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
Under the fund’s valuation policy and procedures, market quotations are not considered to be readily available for debt instruments, floating rate loans, and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services or otherwise determined by the adviser in accordance with the adviser’s fair valuation policy and procedures. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, spreads and other
51

Notes to Financial Statements (unaudited) - continued 
market data. An investment may also be valued at fair value if the adviser determines that the investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes significant unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments, such as futures contracts, forward foreign currency exchange contracts, and swap agreements. The following is a summary of the levels used as of May 31, 2024 in valuing the fund's assets and liabilities:
52

Notes to Financial Statements (unaudited) - continued 
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities:        
United States $2,840,302 $— $222,353 $3,062,655
Luxembourg 214,515 214,515
United Kingdom 1,561 1,561
U.S. Treasury Bonds & U.S. Government Agencies & Equivalents 60,517,872 60,517,872
Non - U.S. Sovereign Debt 72,003,349 72,003,349
Municipal Bonds 1,225,767 1,225,767
U.S. Corporate Bonds 158,864,721 158,864,721
Residential Mortgage-Backed Securities 9,379,333 9,379,333
Commercial Mortgage-Backed Securities 5,204,769 5,204,769
Asset-Backed Securities (including CDOs) 5,608,881 5,608,881
Foreign Bonds 54,219,441 54,219,441
Mutual Funds 8,821,214 8,821,214
Total $11,661,516 $367,240,209 $222,353 $379,124,078
Other Financial Instruments        
Futures Contracts – Assets $394,257 $— $— $394,257
Futures Contracts – Liabilities (180,528) (180,528)
Forward Foreign Currency Exchange Contracts – Assets 1,068,015 1,068,015
Forward Foreign Currency Exchange Contracts – Liabilities (1,585,561) (1,585,561)
Swap Agreements – Assets 121,687 121,687
Swap Agreements – Liabilities (249,825) (249,825)
For further information regarding security characteristics, see the Portfolio of Investments.
The following is a reconciliation of level 3 assets for which significant unobservable inputs were used to determine fair value. The table presents the activity of level 3 securities held at the beginning and the end of the period.
  Equity
Securities
Balance as of 11/30/23 $219,045
Change in unrealized appreciation or depreciation 3,308
Balance as of 5/31/24 $222,353
At May 31, 2024, the fund held one level 3 security.
Inflation-Adjusted Debt Securities — The fund invests in inflation-adjusted debt securities issued by the U.S. Treasury.  The principal value of these debt securities is adjusted through income according to changes in the Consumer Price Index.  These debt securities typically pay a fixed rate of interest, but this fixed rate is applied to the inflation-adjusted principal amount.  The principal paid at maturity of the debt security
53

Notes to Financial Statements (unaudited) - continued 
is typically equal to the inflation-adjusted principal amount, or the security’s original par value, whichever is greater.  Other types of inflation-adjusted securities may use other methods to adjust for other measures of inflation.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Derivatives — The fund uses derivatives primarily to increase or decrease exposure to a particular market or segment of the market, or security, to increase or decrease interest rate or currency exposure, or as alternatives to direct investments. Derivatives are used for hedging or non-hedging purposes. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. When the fund uses derivatives as an investment to increase market exposure, or for hedging purposes, gains and losses from derivative instruments may be substantially greater than the derivative’s original cost.
The derivative instruments used by the fund during the period were purchased options, futures contracts, forward foreign currency exchange contracts, and swap agreements. Depending on the type of derivative, a fund may exit a derivative position by entering into an offsetting transaction with a counterparty or exchange, negotiating an agreement with the derivative counterparty, or novating the position to a third party. The fund may be unable to promptly close out a futures position in instances where the daily fluctuation in the price for that type of future exceeds the daily limit set by the exchange. The fund's period end derivatives, as presented in the Portfolio of Investments and the associated Derivative Contract tables, generally are indicative of the volume of its derivative activity during the period.
54

Notes to Financial Statements (unaudited) - continued 
The following table presents, by major type of derivative contract, the fair value, on a gross basis, of the asset and liability components of derivatives held by the fund at May 31, 2024 as reported in the Statement of Assets and Liabilities:
    Fair Value (a)
Risk Derivative Contracts Asset Derivatives Liability Derivatives
Credit Purchased Option Contracts $42,332 $—
Interest Rate Futures Contracts 394,257 (180,528)
Foreign Exchange Forward Foreign Currency Exchange Contracts 1,068,015 (1,585,561)
Interest Rate Cleared Swap Agreements 97,764 (249,825)
Credit Uncleared Swap Agreements 23,923
Total   $1,626,291 $(2,015,914)
(a) The value of purchased options outstanding is included in investments in unaffiliated issuers, at value, within the Statement of Assets and Liabilities. Values presented in this table for futures contracts and cleared swap agreements correspond to the values reported in the Portfolio of Investments. Only the current day net variation margin for futures contracts and cleared swap agreements is reported separately within the Statement of Assets and Liabilities.
The following table presents, by major type of derivative contract, the realized gain (loss) on derivatives held by the fund for the six months ended May 31, 2024 as reported in the Statement of Operations:
Risk Futures
Contracts
Swap
Agreements
Forward Foreign
Currency
Exchange
Contracts
Unaffiliated Issuers
(Purchased
Options)
Interest Rate $1,246,195 $31,861 $$
Foreign Exchange (1,443,579)
Credit 39,693 77,770
Total $1,246,195 $71,554 $(1,443,579) $77,770
The following table presents, by major type of derivative contract, the change in unrealized appreciation or depreciation on derivatives held by the fund for the six months ended May 31, 2024 as reported in the Statement of Operations:
Risk Futures
Contracts
Swap
Agreements
Forward Foreign
Currency
Exchange
Contracts
Unaffiliated Issuers
(Purchased
Options)
Interest Rate $242,504 $(160,471) $$
Foreign Exchange 1,956,713
Credit 3,182 (31,637)
Total $242,504 $(157,289) $1,956,713 $(31,637)
Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain, but not all, uncleared derivatives, the fund attempts to reduce its exposure to counterparty credit risk whenever possible by entering into an ISDA Master Agreement on a bilateral basis. The ISDA Master Agreement gives each party to the agreement the right to terminate all
55

Notes to Financial Statements (unaudited) - continued 
transactions traded under such agreement if there is a specified deterioration in the credit quality of the other party. Upon an event of default or a termination of the ISDA Master Agreement, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each agreement to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the fund's credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.
Collateral and margin requirements differ by type of derivative. For cleared derivatives (e.g., futures contracts, cleared swaps, and exchange-traded options), margin requirements are set by the clearing broker and the clearing house and collateral, in the form of cash or securities, is posted by the fund directly with the clearing broker. Collateral terms are counterparty agreement specific for uncleared derivatives (e.g., forward foreign currency exchange contracts, uncleared swap agreements, and uncleared options). Collateral, in the form of cash and securities, is held in segregated accounts with the fund's custodian in connection with these agreements. For derivatives traded under an ISDA Master Agreement, which contains a credit support annex, the collateral requirements are netted across all transactions traded under such counterparty-specific agreement and an amount is posted from one party to the other to collateralize such obligations. Cash that has been segregated or delivered to cover the fund's collateral or margin obligations under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities as restricted cash for uncleared derivatives and/or deposits with brokers for cleared derivatives. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments. The fund may be required to make payments of interest on uncovered collateral or margin obligations with the broker. Any such payments are included in “Interest expense and fees” in the Statement of Operations.
Purchased Options — The fund purchased call and put options for a premium. Purchased call and put options entitle the holder to buy and sell a specified number of shares or units of a particular security, currency or index at a specified price at a specified date or within a specified period of time. Purchasing call options may hedge against an anticipated increase in the dollar cost of securities or currency to be acquired or increase the fund’s exposure to an underlying instrument. Purchasing put options may hedge against an anticipated decline in the value of portfolio securities or currency or decrease the fund's exposure to an underlying instrument.
The premium paid is initially recorded as an investment in the Statement of Assets and Liabilities. That investment is subsequently marked-to-market daily with the difference between the premium paid and the market value of the purchased option being recorded as unrealized appreciation or depreciation. Premiums paid for purchased call and put options which have expired are treated as realized losses on investments in the Statement of Operations. Upon the exercise or closing of a purchased call option, the premium paid is added to the cost of the security or financial instrument purchased. Upon the exercise or closing of a purchased put option, the premium paid is offset against the proceeds on the sale of the underlying security or financial instrument in order to determine the realized gain or loss on investments.
Whether or not the option is exercised, the fund's maximum risk of loss from purchasing an option is the amount of premium paid. All option contracts involve credit risk if the counterparty to the option contract fails to perform. For uncleared options,
56

Notes to Financial Statements (unaudited) - continued 
this risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and, where applicable, by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.
Futures Contracts — The fund entered into futures contracts which may be used to hedge against or obtain broad market exposure, interest rate exposure, currency exposure, or to manage duration. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
Upon entering into a futures contract, the fund is required to deposit with the broker, either in cash or securities, an initial margin in an amount equal to a specified percentage of the notional amount of the contract. Subsequent payments (variation margin) are made or received by the fund each day, depending on the daily fluctuations in the value of the contract, and are recorded for financial statement purposes as unrealized gain or loss by the fund until the contract is closed or expires at which point the gain or loss on futures contracts is realized.
The fund bears the risk of interest rates, exchange rates or securities prices moving unexpectedly, in which case, the fund may not achieve the anticipated benefits of the futures contracts and may realize a loss. While futures contracts may present less counterparty risk to the fund since the contracts are exchange traded and the exchange’s clearinghouse guarantees payments to the broker, there is still counterparty credit risk due to the insolvency of the broker. The fund’s maximum risk of loss due to counterparty credit risk is equal to the margin posted by the fund to the broker plus any gains or minus any losses on the outstanding futures contracts.
Forward Foreign Currency Exchange Contracts — The fund entered into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. These contracts may be used to hedge the fund’s currency risk or for non-hedging purposes. For hedging purposes, the fund may enter into contracts to deliver or receive foreign currency that the fund will receive from or use in its normal investment activities. The fund may also use contracts to hedge against declines in the value of foreign currency denominated securities due to unfavorable exchange rate movements. For non-hedging purposes, the fund may enter into contracts with the intent of changing the relative exposure of the fund’s portfolio of securities to different currencies to take advantage of anticipated exchange rate changes.
Forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any unrealized gains or losses are recorded as a receivable or payable for forward foreign currency exchange contracts until the contract settlement date. On contract settlement date, any gain or loss on the contract is recorded as realized gains or losses on forward foreign currency exchange contracts.
Risks may arise upon entering into these contracts from unanticipated movements in the value of the contract and from the potential inability of counterparties to meet the terms of their contracts. Generally, the fund’s maximum risk due to counterparty credit risk is the unrealized gain on the contract due to the use of Continuous Linked Settlement, a multicurrency cash settlement system for the centralized settlement of foreign transactions. This risk is mitigated in cases where there is an ISDA Master
57

Notes to Financial Statements (unaudited) - continued 
Agreement between the fund and the counterparty providing for netting as described above and, where applicable, by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.
Swap Agreements — The fund entered into swap agreements which generally involve a periodic exchange of cash payments on a net basis, at specified intervals or upon the occurrence of specified events, between the fund and a counterparty. Certain swap agreements may be entered into as a bilateral contract (“uncleared swaps”) while others are required to be centrally cleared (“cleared swaps”). 
Both cleared and uncleared swap agreements are marked to market daily.  The value of uncleared swap agreements is reported in the Statement of Assets and Liabilities as “Uncleared swaps, at value” which includes any related interest accruals to be paid or received by the fund.  For cleared swaps, payments (variation margin) are made or received by the fund each day, depending on the daily fluctuations in the value of the cleared swap, such that only the current day net receivable or payable for variation margin is reported in the Statement of Assets and Liabilities.
For both cleared and uncleared swaps, premiums paid or received at the inception of the agreements are amortized over the term of the agreement as realized gain or loss on swap agreements in the Statement of Operations. The periodic exchange of net cash payments, as well as any liquidation payment received or made upon early termination, are recorded as a realized gain or loss on swap agreements in the Statement of Operations. The change in unrealized appreciation or depreciation on swap agreements in the Statement of Operations reflects the aggregate change over the reporting period in the value of swaps net of any unamortized premiums paid or received.
Risks related to swap agreements include the possible lack of a liquid market, unfavorable market and interest rate movements of the underlying instrument and the failure of the counterparty to perform under the terms of the agreements. The fund's maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from/paid to the counterparty over the contract's remaining life, to the extent that the amount is positive. To address counterparty risk, uncleared swap agreements are limited to only highly-rated counterparties.  Risk is further reduced by having an ISDA Master Agreement (“ISDA”) between the fund and the counterparty and, where applicable, by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA. The fund's counterparty risk due to cleared swaps is mitigated by the fact that the clearinghouse is the true counterparty to the transaction and the regulatory requirement safeguards in the event of a clearing broker bankruptcy.
The fund entered into interest rate swap agreements in order to manage its exposure to interest rate fluctuations.  Interest rate swap agreements involve the periodic exchange of cash flows, between the fund and a counterparty, based on the difference between two interest rates applied to a notional principal amount. The two interest rates exchanged may either be a fixed rate and a floating rate or two floating rates based on different indices.
The fund entered into credit default swap agreements in order to manage its exposure to the market or certain sectors of the market, to reduce its credit risk exposure to defaults of corporate and sovereign issuers or to create exposure to corporate or
58

Notes to Financial Statements (unaudited) - continued 
sovereign issuers to which it is not otherwise exposed. A credit default swap’s reference obligation may be either a single security or a basket of securities issued by corporate or sovereign issuers. At the inception of the agreement, the protection buyer may make an upfront payment to or receive an upfront payment from the protection seller. Over the term of the agreement, the protection buyer will make a series of periodic payments to the protection seller based on a fixed percentage applied to the agreement’s notional amount in exchange for a promise from the protection seller to make a specific payment should a defined credit event occur with respect to the reference obligation. Although agreement-specific, credit events generally consist of a combination of the following: bankruptcy, failure to pay, restructuring, obligation acceleration, obligation default, or repudiation/moratorium. If a defined credit event occurs, the protection buyer will either (i) receive from the protection seller an amount equal to the agreement’s notional amount and deliver the reference obligation (i.e., physical settlement) or (ii) receive from the protection seller a net settlement of cash equal to the agreement’s notional amount less the recovery value of the reference obligation. Upon determination of the final price for the reference obligation (or upon delivery of the reference obligation in the case of physical settlement), the difference between the recovery value of the reference obligation and the agreement’s notional amount is recorded as realized gain or loss on swap agreements in the Statement of Operations.
Credit default swap agreements are considered to have credit-risk-related contingent features since they trigger payment by the protection seller to the protection buyer upon the occurrence of a defined credit event. The maximum amount of future, undiscounted payments that the fund, as protection seller, could be required to make is equal to the swap agreement’s notional amount. The protection seller’s payment obligation would be offset to the extent of the value of the agreement’s deliverable obligation. At May 31, 2024, the fund did not hold any credit default swap agreements at an unrealized loss where it is the protection seller. The fund’s maximum risk of loss from counterparty risk, either as the protection seller or as the protection buyer, is the fair value of the agreement.
Mortgage-Backed/Asset-Backed Securities — The fund invests a significant portion of its assets in asset-backed and/or mortgage-backed securities.  For these securities, the value of the debt instrument also depends on the credit quality and adequacy of the underlying assets or collateral as well as whether there is a security interest in the underlying assets or collateral.  Enforcing rights, if any, against the underlying assets or collateral may be difficult. U.S. Government securities not supported as to the payment of principal or interest by the U.S. Treasury, such as those issued by Fannie Mae, Freddie Mac, and the Federal Home Loan Banks, are subject to greater credit risk than are U.S. Government securities supported by the U.S. Treasury, such as those issued by Ginnie Mae.
Statement of Cash Flows — Information on financial transactions which have been settled through the receipt or disbursement of cash or restricted cash is presented in the Statement of Cash Flows. Cash as presented in the fund's Statement of Assets and Liabilities includes cash on hand at the fund's custodian bank and does not include any short-term investments. Restricted cash is presented in the fund's Statement of Assets and Liabilities as restricted cash for uncleared derivatives and/or deposits with brokers for cleared derivatives and represents cash that has been segregated or delivered to cover the fund's collateral or margin obligations under derivative contracts.
59

Notes to Financial Statements (unaudited) - continued 
The following table provides a reconciliation of cash and restricted cash reported within the Statement of Assets and Liabilities with that shown in the Statement of Cash Flows:
  5/31/24
Cash $11,894
Restricted cash 480,000
Restricted cash included in deposits with brokers
Total cash and restricted cash in the Statement of Cash Flows $491,894
Indemnifications — Under the fund'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 fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income —  Interest income is recorded on the accrual basis. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend and interest payments received in additional securities are recorded on the ex-dividend or ex-interest date in an amount equal to the value of the security on such date. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted upward or downward based on the rate of inflation. Interest is accrued based on the principal amount, which is adjusted for inflation. Any increase or decrease in the principal amount of an inflation-indexed bond is generally recorded as an increase or decrease in interest income, respectively, even though the adjusted principal is not received until maturity.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Investment transactions are recorded on the trade date.  In determining the net gain or loss on securities sold, the cost of securities is determined on the identified cost basis.
The fund may purchase or sell mortgage-backed securities on a “To Be Announced” (TBA) basis. A TBA transaction is subject to extended settlement and typically does not designate the actual security to be delivered, but instead includes an approximate principal amount. The price of the TBA security and the date that it will be settled are fixed at the time the transaction is negotiated. The value of the security varies with market fluctuations and no interest accrues to the fund until settlement takes place. TBA purchase and sale commitments are held at carrying amount, which approximates fair value and are categorized as level 2 within the fair value hierarchy and included in TBA purchase and TBA sale commitments in the Statement of Assets and Liabilities, as applicable. Losses may arise as a result of changes in the value of the TBA investment prior to settlement date or due to counterparty non-performance.
60

Notes to Financial Statements (unaudited) - continued 
The fund may also enter into mortgage dollar rolls, typically TBA dollar rolls, in which the fund sells TBA mortgage-backed securities to financial institutions and simultaneously agrees to repurchase similar (same issuer, type and coupon) securities at a later date at an agreed-upon price. During the period between the sale and repurchase, the fund will not be entitled to receive interest and principal payments on the securities sold. The fund accounts for dollar roll transactions as purchases and sales and realizes gains and losses on these transactions. Dollar roll transactions involve the risk that the market value of the securities that the fund is required to purchase may decline below the agreed upon repurchase price of those securities.
The fund may purchase or sell securities on a when-issued or delayed delivery basis.  In these extended settlement transactions, the receipt or delivery of the securities by the fund and related payments occur at a future date, usually beyond the customary settlement period. The price of such security and the date that the security will be settled are generally fixed at the time the transaction is negotiated. The value of the security varies with market fluctuations and for debt securities no interest accrues to the fund until settlement takes place. When the fund sells securities on a when-issued or delayed delivery basis, the fund typically owns or has the right to acquire securities equivalent in kind and amount to the securities sold. Purchase and sale commitments for when-issued or delayed delivery securities are held at carrying amount, which approximates fair value and are categorized as level 2 within the fair value hierarchy, and included in When-issued investments purchased and When-issued investments sold in the Statement of Assets and Liabilities, as applicable. Losses may arise due to changes in the value of the underlying securities prior to settlement date or if the counterparty does not perform under the contract’s terms, or if the issuer does not issue the securities due to political, economic or other factors.
To mitigate the counterparty credit risk on TBA transactions, mortgage dollar rolls, and other types of forward settling mortgage-backed and asset-backed security transactions, the fund whenever possible enters into a Master Securities Forward Transaction Agreement (“MSFTA”) on a bilateral basis with each of the counterparties with whom it undertakes a significant volume of transactions. The MSFTA gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a specified deterioration in the credit quality of the other party. Upon an event of default or a termination of the MSFTA, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each transaction to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the MSFTA could result in a reduction of the fund's credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.
For mortgage-backed and asset-backed securities traded under a MSFTA, the collateral and margining requirements are contract specific. Collateral amounts across all transactions traded under such agreement are netted and an amount is posted from one party to the other to collateralize such obligations. Cash that has been pledged to cover the fund's collateral or margin obligations under a MSFTA, if any, will be reported separately on the Statement of Assets and Liabilities as restricted cash. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments.
61

Notes to Financial Statements (unaudited) - continued 
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. The fund employs a managed distribution policy whereby the fund seeks to pay monthly distributions based on an annual rate of 8.00% of the fund’s average monthly net asset value. As a result, distributions may exceed actual earnings which may result in a tax return of capital. Distributions in any year may include a substantial return of capital component. For the six months ended May 31, 2024, the amount of distributions estimated to be a tax return of capital was approximately $2,685,068 which is reported as distributions from other sources in the Statements of Changes in Net Assets. All or a portion of this amount may be redesignated as ordinary income and/or capital gains at fiscal year end. Please refer to the Financial Highlights for distributions of tax returns of capital made during the prior five years. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to defaulted bonds, amortization of premium and accretion of discount of debt securities, wash sale loss deferrals, and derivative transactions.
The tax character of distributions made during the current period will be determined at fiscal year end. The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
11/30/23
Ordinary income (including any short-term capital gains) $12,005,785
Tax return of capital (b) 11,490,267
Total distributions $23,496,052
    
(b) Distributions in excess of tax basis earnings and profits are reported in the financial statements as a tax return of capital.
62

Notes to Financial Statements (unaudited) - continued 
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 5/31/24  
Cost of investments $405,907,236
Gross appreciation 3,432,727
Gross depreciation (30,215,885)
Net unrealized appreciation (depreciation) $(26,783,158)
As of 11/30/23  
Capital loss carryforwards (32,376,206)
Other temporary differences (281,336)
Net unrealized appreciation (depreciation) (33,378,065)
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
As of November 30, 2023, the fund had capital loss carryforwards available to offset future realized gains. These net capital losses may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Such losses are characterized as follows:
Short-Term $(8,501,321)
Long-Term (23,874,885)
Total $(32,376,206)
(3) Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at an annual rate of 0.32% of the fund’s average daily net assets and 4.57% of gross income less interest expense from leveraging. Gross income is calculated based on tax elections that generally include the accretion of discount and exclude the amortization of premium, which may differ from investment income reported in the Statement of Operations. The management fee, from net assets and gross income, incurred for the six months ended May 31, 2024 was equivalent to an annual effective rate of 0.59% of the fund’s average daily net assets.
Transfer Agent — The fund engages Computershare Trust Company, N.A. (“Computershare”) as the sole transfer agent for the fund. MFS Service Center, Inc. (MFSC) monitors and supervises the activities of Computershare for an agreed upon fee approved by the Board of Trustees. For the six months ended May 31, 2024, fees paid to MFSC amounted to $7,390.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund.  Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services.  The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee is computed daily and paid monthly. The administrative services fee incurred for the six months ended May 31, 2024 was equivalent to an annual effective rate of 0.0178% of the fund's average daily net assets.
63

Notes to Financial Statements (unaudited) - continued 
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. Independent Trustees’ compensation is accrued daily and paid subsequent to each Trustee Board meeting. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund.  Certain officers and Trustees of the fund are officers or directors of MFS and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
(4) Portfolio Securities
For the six months ended May 31, 2024, purchases and sales of investments, other than purchased options with an expiration date of less than one year from the time of purchase, and short-term obligations, were as follows:
  Purchases Sales
U.S. Government securities $29,243,573 $28,987,424
Non-U.S. Government securities 112,292,337 122,163,170
(5) Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. The Trustees have authorized the repurchase by the fund of up to 10% annually of its own shares of beneficial interest.
The fund repurchased 337,541 shares of beneficial interest during the six months ended May 31, 2024 at an average price per share of $6.24 and a weighted average discount of 8.12% per share. The fund repurchased 1,655,959 shares of beneficial interest during the year ended November 30, 2023 at an average price per share of $6.09 and a weighted average discount of 8.72% per share. Transactions in fund shares were as follows:
  Six months ended
5/31/24
  Year ended
11/30/23
  Shares Amount   Shares Amount
Capital shares repurchased (337,541) $(2,107,136)   (1,655,959) $(10,078,362)
(6) Loan Agreement
The fund has a credit agreement with a bank for a revolving secured line of credit that can be drawn upon up to $100,000,000. At May 31, 2024, the fund had outstanding borrowings under this agreement in the amount of $95,000,000, which are secured by a lien on the fund’s assets. Costs directly related to the closing of the credit agreement are considered debt issuance costs, which are being amortized into interest expense over twelve months from the closing date. The loan’s carrying value in the fund’s Statement of Assets and Liabilities approximates its fair value. The loan value as of the reporting date is considered level 2 under the fair value hierarchy. The credit agreement has no explicit maturity date but may be terminated with appropriate notice by either party. Borrowings under the agreement can be made for liquidity or leverage purposes. Interest is charged at a rate per annum equal to the one-month term SOFR (Secured
64

Notes to Financial Statements (unaudited) - continued 
Overnight Financing Rate) plus 0.10% plus an agreed upon spread, or at the option of the borrower, an alternate base rate plus an agreed upon spread. The fund incurred interest expense of $3,057,651 during the period, which is included in “Interest expense and fees” in the Statement of Operations. The fund may also be charged a commitment fee based on the average daily unused portion of the line of credit. The fund paid a commitment fee of $3,110 during the period, which is included in “Interest expense and fees” in the Statement of Operations. For the six months ended May 31, 2024, the average loan balance was $95,000,000 at a weighted average annual interest rate of 6.44%. The fund is subject to certain covenants including, but not limited to, requirements with respect to asset coverage, portfolio diversification and liquidity.
(7) Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio  $4,523,758  $75,413,144  $71,115,169  $(944)  $425  $8,821,214
    
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio  $242,630  $—
65

Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Trustees of MFS Charter Income Trust
Results of Review of Interim Financial Statements
We have reviewed the accompanying statement of assets and liabilities of MFS Charter Income Trust (the “Fund”), including the portfolio of investments, as of May 31, 2024, and the related statements of operations, changes in net assets, cash flows and financial highlights for the six-month period then ended and the related notes (collectively referred to as the “interim financial statements”). Based on our review, we are not aware of any material modifications that should be made to the interim financial statements for them to be in conformity with U.S. generally accepted accounting principles.
We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the statement of changes in net assets for the year ended November 30, 2023 and the financial highlights for each of the five years in the period then ended; and in our report dated January 16, 2024, we expressed an unqualified opinion on those financial statements.
Basis for Review Results
These financial statements are the responsibility of the Fund's management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the SEC and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.
/s/ Ernst & Young LLP
Boston, Massachusetts
July 16, 2024
66

Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT.  The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov.  A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/closedendfunds by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Reports and Other Documents” tab.
Further Information
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/closedendfunds by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Additional information about the fund (e.g., performance, dividends and the fund’s price history)  is also available at mfs.com/closedendfunds by choosing the fund's name, if any.
INFORMATION ABOUT FUND CONTRACTS AND LEGAL CLAIMS
The fund has entered into contractual arrangements with an investment adviser, administrator, transfer agent, and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
67



CONTACT US
COMPUTERSHARE TRUST COMPANY, N.A.
TRANSFER AGENT, REGISTRAR, AND
DIVIDEND DISBURSING AGENT
CALL
1-800-637-2304
9 a.m. to 5 p.m. Eastern time
WRITE
Computershare Trust Company, N.A.
P.O. Box 43078
Providence, RI 02940-3078
New York Stock Exchange Symbol: MCR

Item 1(b):

A copy of the notice transmitted to the Registrant’s shareholders in reliance on Rule 30e-3 of the Investment Company Act of 1940, as amended that contains disclosure specified by paragraph (c)(3) of Rule 30e-3 is attached hereto as EX-99.30e-3Notice.

ITEM 2. CODE OF ETHICS.

The Registrant has adopted a Code of Ethics (the “Code”) pursuant to Section 406 of the Sarbanes-Oxley Act and as defined in Form N-CSR that applies to the Registrant’s principal executive officer and principal financial and accounting officer. During the period covered by this report, the Registrant has not amended any provision in the Code that relates to an element of the Code’s definition enumerated in paragraph

(b)of Item 2 of this Form N-CSR. During the period covered by this report, the Registrant did not grant a waiver, including an implicit

waiver, from any provision of the Code. David L. DiLorenzo (Principal Executive Officer) and James O. Yost (Principal Financial Officer) were the two persons covered by the Code prior to April 1, 2024. Beginning April 1, 2024, David L. DiLorenzo (Principal Executive Officer) and Kasey L. Phillips (Principal Financial Officer) are the two persons covered by the Code.

A copy of the Code is attached hereto as EX-99.COE.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable for semi-annual reports.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable for semi-annual reports.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable for semi-annual reports.

ITEM 6. INVESTMENTS

A schedule of investments of the Registrant is included as part of the report to shareholders of the Registrant under Item 1(a) of this Form N-CSR.

ITEM 7. FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the Registrant.

ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the Registrant.

ITEM 9. PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the Registrant.

ITEM 10. RENUMERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the Registrant.

ITEM 11. STATEMENT REGARDING BASES FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT.

Not applicable.

ITEM 12. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable for semi-annual reports.

ITEM 13. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Portfolio Manager(s)

Information regarding the portfolio manager(s) of the MFS Charter Income Trust (the "Fund"), is set forth below. Each portfolio manager is primarily responsible for the day-to-day management of the Fund.

Portfolio Manager

Primary Role

Since

Title and Five Year History

Robert Spector

Lead and Debt Instruments Portfolio Manager

2015

Investment Officer of MFS; employed in the investment area

 

 

 

of MFS since 2011

Neeraj Arora

Emerging Markets Debt Instruments Portfolio

2023

Investment Officer of MFS; employed in the investment area

 

Manager

 

of MFS since 2011

 

 

 

 

Ward Brown

Emerging Markets Debt Instruments Portfolio

2012

Investment Officer of MFS; employed in the investment area

 

Manager

 

of MFS since 2005

 

 

 

 

Philipp Burgener

Structured Securities Portfolio Manager

2019

Investment Officer of MFS; employed in the investment

 

 

 

management area of MFS since 2003

David Cole

Below Investment Grade Debt Instruments Portfolio

2006

Investment Officer of MFS; employed in the investment area

 

Manager

 

of MFS since 2004

Pilar Gomez-Bravo

Debt Instruments Portfolio Manager

2013

Co-Chief Investment Officer-Global Fixed Income of MFS;

 

 

 

employed in the investment area of MFS since 2013

Andy Li

Investment Grade Debt Instruments Portfolio

2019

Investment Officer of MFS; employed in the investment area

 

Manager

 

of MFS since 2018

John Mitchell

Investment Grade Debt Instruments Portfolio

2023

Investment Officer of MFS; employed in the investment area

 

Manager

 

of MFS since 2003

 

 

 

 

Michael Skatrud

Below Investment Grade Debt Instruments Portfolio

2018

Investment Officer of MFS; employed in the investment area

 

Manager

 

of MFS since 2013

Erik Weisman

Sovereign Debt Instruments Portfolio Manager

2012

Investment Officer of MFS; Employed in the investment area

 

 

 

of MFS since 2002

Compensation

MFS’ philosophy is to align portfolio manager compensation with the goal to provide shareholders with long-term value through a collaborative investment process. Therefore, MFS uses long-term investment performance as well as contribution to the overall investment process and collaborative culture as key factors in determining portfolio manager compensation. In addition, MFS seeks to maintain total compensation programs that are competitive in the asset management industry in each geographic market where it has employees. MFS uses competitive compensation data to ensure that compensation practices are aligned with its goals of attracting, retaining, and motivating the highest-quality professionals.

MFS reviews portfolio manager compensation annually. In determining portfolio manager compensation, MFS uses quantitative means and qualitative means to help ensure a durable investment process. As of December 31, 2023, portfolio manager total cash compensation is a combination of base salary and performance bonus:

Base Salary – Base salary generally represents a smaller percentage of portfolio manager total cash compensation than performance bonus. Performance Bonus – Generally, the performance bonus represents more than a majority of portfolio manager total cash compensation.

The performance bonus is based on a combination of quantitative and qualitative factors, generally with more weight given to the former and less weight given to the latter. The quantitative portion is primarily based on the pre-tax performance of accounts managed by the portfolio manager over a range of fixed-length time periods, intended to provide the ability to assess performance over time periods consistent with a full market cycle and a strategy's investment horizon. The fixed-length time periods include the portfolio manager's full tenure on each Fund/strategy and, when available, 10-, 5-, and 3-year periods. For portfolio managers who have served for less than three years, shorter- term periods, including the one-year period, will also be considered, as will performance in previous roles, if any, held at the firm. Emphasis is generally placed on longer performance periods when multiple performance periods are available. Performance is evaluated across the full set of strategies and portfolios managed by a given portfolio manager, relative to appropriate peer group universes and/or representative indices (“benchmarks”). As of December 31, 2023, the following benchmarks were used to measure the following portfolio manager's performance for the Fund, unless otherwise indicated:

Fund

Portfolio Manager

Benchmark(s)

MFS Charter Income Trust

Robert Spector

FTSE World Government Bond Non-Dollar Hedged Index

 

 

JPMorgan Emerging Markets Bond Index Global

 

 

Bloomberg U.S. Corporate High-Yield 2% Issuer Capped Index

 

 

Bloomberg U.S. Credit Index

 

 

Bloomberg U.S. Government/Mortgage Bond Index

 

Neeraj Arora

JPMorgan Emerging Markets Bond Index Global

 

Ward Brown

JPMorgan Emerging Markets Bond Index Global

 

Philipp Burgener

Bloomberg U.S. Government/Mortgage Index

 

David Cole

Bloomberg U.S. Corporate High-Yield 2% Issuer Capped Index

 

Andy Li

Bloomberg Global Aggregate Credit Index

 

John Mitchell

Bloomberg Global Aggregate Credit Index

 

Michael Skatrud

Bloomberg U.S. Corporate High-Yield 2% Issuer Capped Index

 

Erik Weisman

FTSE World Government Bond Non-Dollar Hedged Index

Benchmarks may include versions and components of indices, custom indices, and linked indices that combine performance of different indices for different portions of the time period, where appropriate.

The qualitative portion is based on the results of an annual internal peer review process (where portfolio managers are evaluated by other portfolio managers, analysts, and traders) and management’s assessment of overall portfolio manager contributions to the MFS investment process and the client experience (distinct from fund and other account performance).

The performance bonus may be in the form of cash and/or a deferred cash award, at the discretion of management. A deferred cash award is issued for a cash value and becomes payable over a three-year vesting period if the portfolio manager remains in the continuous employ of MFS or its affiliates. During the vesting period, the value of the unfunded deferred cash award will fluctuate as though the portfolio manager had invested the cash value of the award in an MFS fund(s) selected by the portfolio manager. A selected fund may, but is not required to, be a fund that is managed by the portfolio manager.

With respect to Ms. Pilar Gomez-Bravo, her compensation reflects her broader role within MFS as Co-Chief Investment Officer-Global Fixed Income in addition to being a portfolio manager. Her performance bonus is based on a combination of quantitative and qualitative factors, generally with more weight given to the former and less weight given to the latter. The quantitative portion is based on overall group investment performance and business performance metrics. The qualitative portion is based on the results of an annual internal review process conducted by the Chief Investment Officer which takes into account her broad leadership responsibilities. This performance bonus may be in the form of cash and/or a deferred cash award, at the discretion of management. A deferred cash award is issued for a cash value and becomes payable over a three-year vesting period if the portfolio manager remains in the continuous employ of MFS or its affiliates. During the vesting period, the value of the unfunded deferred cash award will fluctuate as though the portfolio manager had invested the cash value of the award in an MFS fund(s) selected by the portfolio manager. A selected fund may, but is not required to, be a fund that is managed by the portfolio manager.

MFS Equity Plan – Portfolio managers also typically benefit from the opportunity to participate in the MFS Equity Plan. Equity interests are awarded by management, on a discretionary basis, taking into account tenure at MFS, contribution to the investment process, and other factors.

Finally, portfolio managers also participate in benefit plans (including a defined contribution plan and health and other insurance plans) and programs available generally to other employees of MFS. The percentage such benefits represent of any portfolio manager’s compensation depends upon the length of the individual’s tenure at MFS and salary level, as well as other factors.

Ownership of Fund Shares

The following table shows the dollar range of equity securities of the Fund beneficially owned by the Fund’s portfolio manager(s) as of the Fund's fiscal year ended November 30, 2023. The following dollar ranges apply:

N. None

A. $1 – $10,000

B. $10,001 – $50,000

C. $50,001 – $100,000

D. $100,001 – $500,000

E. $500,001 – $1,000,000

F. Over $1,000,000

Name of Portfolio Manager

Dollar Range of Equity Securities in Fund

Robert Spector

N

Neeraj Arora

N

Ward Brown

N

Philipp Burgener

N

David Cole

N

Pilar Gomez-Bravo

N

Andy Li

N

John Mitchell

N

Michael Skatrud

N

Erik Weisman

N

Other Accounts

In addition to the Fund, each portfolio manager of the Fund is named as a portfolio manager of certain other accounts managed or sub- advised by MFS or an affiliate. The number and assets of these accounts were as follows as of the Fund's fiscal year ended November 30, 2023:

 

Registered Investment Companies*

Other Pooled Investment Vehicles

Other Accounts

 

 

Total

 

 

Number of

 

Name

Number of Accounts

Assets

Number of Accounts

Total Assets

Accounts

Total Assets

Robert Spector

7

$3.4 billion

12

$4.6 billion

39

$2.1 billion

 

 

 

 

 

 

 

Neeraj Arora

9

$13.9 billion

9

$3.0 billion

7

$2.2 billion

 

 

 

 

 

 

 

Ward Brown

6

$8.5 billion

8

$3.0 billion

6

$2.1 billion

 

 

 

 

 

 

 

Philipp Burgener

7

$8.2 billion

5

$1.7 billion

1

$57.1 million

 

 

 

 

 

 

 

David Cole

14

$9.8 billion

10

$7.3 billion

7

$704.0 million

 

 

 

 

 

 

 

Pilar Bravo-Gomez

5

$3.2 billion

8

$2.5 billion

5

$996.4 million

 

 

 

 

 

 

 

Andy Li

5

$3.2 billion

8

$2.5 billion

4

$970.6 million

 

 

 

 

 

 

 

John Mitchell

8

$9.8 billion

9

$3.0 billion

7

$1.2 billion

 

 

 

 

 

 

 

Michael Skatrud

12

$9.7 billion

6

$932.7 million

4

$396.6 million

 

 

 

 

 

 

 

Erik Weisman

7

$4.6 billion

7

$2.4 billion

3

$826.0 million

 

 

 

 

 

 

 

* Includes the Fund.

 

 

 

 

 

 

Advisory fees are not based upon performance of any of the accounts identified in the table above.

Potential Conflicts of Interest

MFS seeks to identify potential conflicts of interest resulting from a portfolio manager’s management of both the Fund and other accounts, and has adopted policies and procedures designed to address such potential conflicts. There is no guarantee that MFS will be successful in identifying or mitigating conflicts of interest.

The management of multiple funds and accounts (including accounts in which MFS or an affiliate has an interest) gives rise to conflicts of interest if the funds and accounts have different objectives and strategies, benchmarks, time horizons, and fees, as a portfolio manager must allocate his or her time and investment ideas across multiple funds and accounts. In certain instances, there are securities which are suitable for the Fund’s portfolio as well as for one or more other accounts advised by MFS or its subsidiaries (including accounts in which MFS or an affiliate has an interest) with similar investment objectives. MFS' trade allocation policies could have a detrimental effect on the Fund if the Fund’s orders do not get fully executed or are delayed in getting executed due to being aggregated with those of other accounts advised by MFS or its subsidiaries. A portfolio manager may execute transactions for another fund or account that may adversely affect the value of the Fund’s investments. Investments selected for funds or accounts other than the Fund may outperform investments selected for the Fund.

When two or more accounts are simultaneously engaged in the purchase or sale of the same security, the securities are allocated among clients in a manner believed by MFS to be fair and equitable to each over time. Allocations may be based on many factors and may not always be pro rata based on assets managed. The allocation methodology could have a detrimental effect on the price or availability of a security with respect to the Fund.

MFS and/or a portfolio manager may have a financial incentive to allocate favorable or limited opportunity investments or structure the timing of investments to favor accounts other than the Fund; for instance, those that pay a higher advisory fee and/or have a performance adjustment, those that include an investment by the portfolio manager, and/or those in which MFS, its officers and/or employees, and/or its affiliates own or have an interest.

To the extent permitted by applicable law, certain accounts may invest their assets in other accounts advised by MFS or its affiliates, including accounts that are advised by one or more of the same portfolio manager(s), which could result in conflicts of interest relating to asset allocation, timing of purchases and redemptions, and increased profitability for MFS, its affiliates, and/or its personnel, including portfolio managers.

ITEM 14. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

MFS Charter Income Trust

 

 

 

 

(c) Total Number of

(d) Maximum Number

 

 

 

 

Shares Purchased as

(or Approximate

 

 

(a) Total number of

(b) Average

Part of Publicly

Dollar Value) of

 

Period

Shares Purchased

Price Paid

Announced Plans or

Shares that May Yet

 

 

 

per Share

Programs

Be Purchased under

 

 

 

 

 

the Plans or Programs

 

 

 

 

 

 

 

12/01/23-12/31/23

25,781

6.24

25,781

3,830,107

 

01/01/24-01/31/24

0

N/A

0

3,830,107

 

02/01/24-02/28/24

43,908

6.30

43,908

3,786,199

 

03/01/24-03/31/24

117,103

6.30

117,103

3,669,096

 

04/01/24-04/30/24

124,299

6.17

124,299

3,544,797

 

05/01/24-05/31/24

26,450

6.24

26,450

3,518,347

 

Total

337,541

6.24

337,541

 

 

 

 

 

 

 

Note: The Board approved procedures to repurchase shares and reviews the results periodically. The notification to shareholders of the program is part of the semi-annual and annual reports sent to shareholders. These annual programs begin on October 1st of each year. The programs conform to the conditions of Rule 10b-18 of the Securities Exchange Act of 1934 and limit the aggregate number of shares that may be purchased in each annual period (October 1 through the following September 30) to 10% of the Registrant’s outstanding shares as of the first day of the plan year (October 1). The aggregate number of shares available for purchase for the October 1, 2023 plan year is 4,277,392.

ITEM 15. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There were no material changes to the procedures by which shareholders may send recommendations to the Board for nominees to the Registrant’s Board since the Registrant last provided disclosure as to such procedures in response to the requirements of Item 407 (c)(2)(iv) of Regulation S-K or this Item.

ITEM 16. CONTROLS AND PROCEDURES.

(a)Based upon their evaluation of the effectiveness of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as conducted within 90 days of the filing date of this report on Form N-CSR, the Registrant’s principal financial officer and principal executive officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the Registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

(b)There were no changes in the Registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by the report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

ITEM 17. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable for semi-annual reports.

ITEM 18. RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION.

Not applicable.

ITEM 19. EXHIBITS.

(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Attached hereto as EX-99.COE.

(2)A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2): Attached hereto as EX-99.302CERT.

(3)Any written solicitation to purchase securities under Rule 23c-1 under the Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.

(4)Change in the registrant’s independent public accountant. Not applicable.

(b)If the report is filed under Section 13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)), Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed “filed” for the purposes of Section 18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. Attached hereto as EX-99.906CERT.

(c)Registrant’s Rule 30e-3 Notice pursuant to Item 1(b) of Form N-CSR. Attached hereto as EX-99.30e-3Notice.

(d)Notices to Trust’s common shareholders in accordance with Investment Company Act Section 19(a) and Rule 19a-1. Attached hereto as Ex-99.19a-1.

Notice

A copy of the Amended and Restated Declaration of Trust, as amended, of the Registrant is on file with the Secretary of State of The Commonwealth of Massachusetts and notice is hereby given that this instrument is executed on behalf of the Registrant by an officer of the Registrant as an officer and not individually and the obligations of or arising out of this instrument are not binding upon any of the Trustees or shareholders individually, but are binding only upon the assets and property of the respective constituent series of the Registrant.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant) MFS CHARTER INCOME TRUST

By (Signature and Title)*

/S/ DAVID L. DILORENZO

David L. DiLorenzo, President

Date: July 16, 2024

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*

/S/ DAVID L. DILORENZO

David L. DiLorenzo, President (Principal Executive Officer)

Date: July 16, 2024

By (Signature and Title)*

/S/ KASEY L. PHILLIPS

Kasey L. Phillips, Treasurer (Principal Financial Officer and Accounting Officer) Date: July 16, 2024

* Print name and title of each signing officer under his or her signature.


EX-99.COE

Code of Ethics for Principal Executive and Principal Financial Officers

Effective April 1, 2024

Policy Purpose and Summary

Section 406 of the Sarbanes-Oxley Act requires that each MFS Fund registered under the Investment Company Act of 1940 disclose whether or not it has adopted a code of ethics for senior financial officers, applicable to its principal financial officer and principal accounting officer.

I.Overview

A. Covered Officers/Purpose of the Code

This code of ethics (this “Code”) has been adopted by the funds (collectively, “Funds” and each, “Fund”) under supervision of the MFS Funds Board (the “Board”) and applies to the Funds’ Principal Executive Officer and Principal Financial Officer (the “Covered Officers” each of whom is set forth in Exhibit A) for the purpose of promoting:

honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

full, fair, accurate, timely and understandable disclosure in reports and documents that the Funds file with, or submit to, the Securities and Exchange Commission (“SEC”) and in other public communications made by the Funds;

compliance by the Funds with applicable laws and governmental rules and regulations;

the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and

accountability for adherence to the Code.

B. Conduct Guidelines

Each Covered Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest. In addition, each Covered Officer should not place his or her personal interests ahead of the Funds’ interests and should endeavor to act honestly and ethically. In furtherance of the foregoing, each Covered Officer must:

not use his or her personal influence or personal relationships improperly to influence investment decisions or financial reporting for any Fund whereby the Covered Officer would benefit personally to the detriment of the Fund; and

not cause a Fund to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than the benefit of the Fund.

The following activities, which could create the appearance of a conflict of interest, are permitted only with the approval of the Funds’ Chief Legal Officer (“CLO”):

service as a director on the board of any “for profit” company other than the board of the Funds' investment adviser or its subsidiaries or board of a pooled investment vehicle sponsored by the Funds' investment adviser or its subsidiaries;

running for political office;

the receipt of any Fund business-related gift or any entertainment from any company with which a Fund has current or prospective business dealings unless such gift or entertainment is permitted by the gifts and entertainment policy of the Funds' investment adviser;

any material ownership interest in, or any consulting or employment relationship with, any Fund service providers (e.g., custodian banks, audit firms), other than the Funds’ investment adviser, principal underwriter, administrator or any affiliated person thereof;

a direct or indirect financial interest in commissions, transaction charges or spreads paid by a Fund for effecting portfolio transactions or for selling or redeeming shares, other than an interest arising from the Covered Officer’s employment or securities ownership.

C.Disclosure and Compliance

Each Covered Officer should familiarize himself or herself with the disclosure requirements generally applicable to the Funds;

each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about a Fund to others, whether within or outside the Fund, including to the Fund’s trustees and auditors, and to governmental regulators and self-regulatory organizations;

each Covered Officer should, to the extent appropriate within his or her area of Fund responsibility, consult with other officers and employees of the Funds and the adviser with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Funds file with, or submit to, the SEC and in other public communications made by the Funds; and

it is the responsibility of each Covered Officer to promote compliance within his or her area of Fund responsibility with the standards and restrictions imposed by applicable laws, rules and regulations.

D.Reporting and Accountability

Each Covered Officer must:

upon adoption of the Code (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the Board that he or she has received, read, and understands the Code;

annually thereafter affirm to the Board that he or she has complied with the requirements of the Code;

annually report to the CLO affiliations and relationships which are or may raise the appearance of a conflict of interest with the Covered Officer’s duties to the Funds, as identified in the annual Trustee and Officer Questionnaire;

not retaliate against any other Covered Officer or any officer or employee of the Funds or their affiliated persons for reports of potential violations that are made in good faith; and

notify the CLO promptly if he or she knows of any violation of this Code. Failure to do so is itself a violation of this Code.

The CLO is responsible for applying this Code to specific situations in which questions are presented under it, granting waivers upon consultation with the Board or its designee, investigating violations, and has the authority to interpret this Code in any particular situation. The CLO will report requests for waivers to the Board (or a designee thereof) promptly upon receipt of a waiver request and will periodically report to the Board any approvals granted since the last report.

The CLO will take all appropriate action to investigate any potential violations reported to him or her and to report any violations to the Board. If the Board concurs that a violation has occurred, it will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the investment adviser or its board; or a recommendation to dismiss the Covered Officer.

Any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules.

E. Confidentiality

All reports and records prepared or maintained pursuant to this Code and under the direction of the CLO will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the Funds’ Board, its counsel, counsel to the Board’s independent trustees and senior management and the board of directors of the Fund’s investment adviser and its counsel.

F. Internal Use

The Code is intended solely for the internal use by the Funds and does not constitute an admission, by or on behalf of any Fund, as to any fact, circumstance, or legal conclusion.

II.Supervision

The Board of Trustees of the Funds, including a majority of the Trustees who are not “interested persons” (as defined in the 1940 Act) of the Funds, shall review no less frequently than annually, a report from the CLO regarding the affirmations of the principal executive officer and the principal financial officer as to compliance with this Code.

III.Interpretation and Escalation

Breaches of the Code are reviewed by the CLO and communicated to the Board of Trustees of the affected Fund(s). Interpretations of this Policy shall be made from time to time by the CLO, as needed, and questions regarding the application of this Policy to a specific set of facts are escalated to the CLO.

IV. Authority

Section 406 of the Sarbanes-Oxley Act.

V.Monitoring

Adherence to this policy is monitored by the CLO.

VI.

Related Policies

 

This Code shall be the sole code of ethics adopted by the Funds for purposes of

 

Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to

 

registered investment companies thereunder. Insofar as other policies or procedures

 

of the Funds, the Funds’ adviser, principal underwriter, or other service providers

 

govern or purport to govern the behavior or activities of the Covered Officers who

 

are subject to this Code, they are superseded by this Code to the extent that they

 

overlap or conflict with the provisions of this Code. The Funds’ and their investment

 

adviser’s codes of ethics under Rule 17j-1 under the Investment Company Act and

 

any other codes or policies or procedures adopted by the Funds or their investment

 

adviser or other service providers are separate requirements and are not part of this

 

Code.

VII.

Amendment

 

Any amendments to this Code, other than amendments to Exhibit A, must be

 

approved or ratified by a majority vote of the Board, including a majority of

 

independent trustees.

VIII.

Recordkeeping

 

All required books, records and other documentation shall be retained in accordance

 

with MFS’ related record retention policy.

Additional procedures may need to be implemented by departments to properly comply with this policy.

Exhibit A

As of April 1, 2024

Persons Covered by this Code of Ethics

Funds’ Principal Executive Officer: David L. DiLorenzo

Funds’ Principal Financial Officer: Kasey L. Phillips


EX-99.302CERT

MFS CHARTER INCOME TRUST

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act

I, Kasey L. Phillips, certify that:

1.I have reviewed this report on Form N-CSR of MFS Charter Income Trust;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by the report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 16, 2024

/S/ KASEY L. PHILLIPS

Kasey L. Phillips

Treasurer (Principal Financial Officer and Accounting Officer)

EX-99.302CERT

MFS CHARTER INCOME TRUST

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act

I, David L. DiLorenzo, certify that:

1.I have reviewed this report on Form N-CSR of MFS Charter Income Trust;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of a date within 90 days prior to the filing date of this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by the report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 16, 2024

/S/ DAVID L. DILORENZO

David L. DiLorenzo

President (Principal Executive Officer)


EX-99.906CERT

MFS CHARTER INCOME TRUST

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act

I, Kasey L. Phillips, certify that, to my knowledge:

1.The Form N-CSR (the “Report”) of MFS Charter Income Trust (the “Registrant”) fully complies for the period covered by the Report with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Date: July 16, 2024

/S/ KASEY L. PHILLIPS

Kasey L. Phillips

Treasurer (Principal Financial Officer and Accounting Officer)

A signed original of this written statement required by Section 906 has been provided to the Registrant and will be retained by the Registrant and furnished to the Securities and Exchange Commission or its staff upon request.

EX-99.906CERT

MFS CHARTER INCOME TRUST

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act

I, David L. DiLorenzo, certify that, to my knowledge:

1.The Form N-CSR (the “Report”) of MFS Charter Income Trust (the “Registrant”) fully complies for the period covered by the Report with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Date: July 16, 2024

/S/ DAVID L. DILORENZO

David L. DiLorenzo

President (Principal Executive Officer)

A signed original of this written statement required by Section 906 has been provided to the Registrant and will be retained by the Registrant and furnished to the Securities and Exchange Commission or its staff upon request.


EX-99.30e-3Notice

MFS Charter Income Trust

Thank you for being a shareholder. You are encouraged to access and review this important report containing information about the fund, including portfolio holdings and financial statements.

The report is available at:

closedendfunds.mfs.com

This report is available by mail or email upon request free of charge. Reports for the prior reporting period and the fund’s portfolio holdings for its most recent fi rst and third fiscal quarters are also available online and in print by request.

Current and future report delivery requests can be submitted at any time using the options in the right panel.

Why am I receiving this Notice?

The Securities and Exchange Commission adopted new rule 30e-3, which, among other things, allows mutual fund companies to deliver shareholder reports by making such reports accessible at a website address. You still may elect to receive a paper copy of the current report and/or any future reports by following the instructions on the panel on the right-hand side.

001CD80003 : CCS-Letter-75GSM-Plain-white-20/50#

An Important Report to Shareholders is Now Available Online and In Print by Request

Scan this code with your

smartphone to access your report:

Or download your report

using the link in the left panel.

Prefer a copy by mail or email?

Within USA, US Territories & Canada

800-637-2304

Outside USA, US Territories & Canada

(781) 575-2879

Sign up to get future

Fund Reports by email

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and choose your preferred method

Please contact us with any questions:

Website

www.computershare.com/mfs

Phone

Within USA, US Territories & Canada

800-637-2304

Outside USA, US Territories & Canada

(781) 575-2879

Regular Mail

Computershare Trust Company, N.A.

P.O. Box 505005

Louisville, KY 40233-5005

In accordance with Section 23(c) of the Investment Company Act of 1940, the fund hereby gives notice that it may from time to time repurchase shares of the fund in the open market at the option of the Board of Trustees and on such terms as the Trustees shall determine.

03DCCB


EX-99.19a-1

MFS® Charter Income Trust

P.O. Box 43078

Providence, RI 02940-3078

Notice to shareholders Source of distribution

Distribution period

May-2024

Distribution amount per share

$0.04509

The following table sets forth the estimated amounts of the current distribution and the cumulative distributions paid this fiscal year to date from the following sources: net investment income, net realized short-term capital gains, net realized long-term capital gains and return of capital or other capital source. The fund’s fiscal year begins each December 1st. All amounts are expressed per common share.

 

Current

% Breakdown of

Total cumulative

% Breakdown of the total

 

distributions for the

cumulative distributions

 

distribution

current distribution

fiscal year to date

for the fiscal year to date

Net Investment Income

0.04509

100%

0.23684

87%

Net Realized ST Cap Gains

0.00000

0%

0.00000

0%

Net Realized LT Cap Gains

0.00000

0%

0.00000

0%

Return of Capital or

0.00000

0%

0.03539

13%

Other Capital Source

Total (per common share)

0.04509

100%

0.27223

100%

Average annual total return (in relation to NAV) for the five years ended 4-30-2024

3.10%

Annualized current distribution rate expressed as a percentage of month end NAV as of 4-30-2024

8.05%

Cumulative total return (in relation to NAV) for the fiscal year through 4-30-2024

3.92%

Cumulative fiscal year distributions as a percentage of NAV as of 4-30-2024

4.05%

You should not draw any conclusions about the fund's investment performance from the amount of this distribution or from the terms of the fund's managed distribution plan.

The fund estimates that it has distributed more than its income and capital gains; therefore, a portion of your distribution may be a return of capital. A return of capital may occur, for example, when some or all of the money that you invested in the fund is paid back to you. A return of capital distribution does not necessarily reflect the fund's investment performance and should not be confused with "yield" or "income."

The amounts and sources of distributions reported in this notice are only estimates and are not being provided for tax- reporting purposes. The actual amounts and sources of the amounts for tax-reporting purposes will depend upon the fund's investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

If you have any questions regarding this information, please call our fund service department at 1-800-637-2304 any business day from 9 a.m. to 5 p.m. Eastern time.

MCRSN-0524

MFS® Charter Income Trust

P.O. Box 43078

Providence, RI 02940-3078

Notice to shareholders Source of distribution

Distribution period

April-2024

Distribution amount per share

$0.04579

The following table sets forth the estimated amounts of the current distribution and the cumulative distributions paid this fiscal year to date from the following sources: net investment income, net realized short-term capital gains, net realized long-term capital gains and return of capital or other capital source. The fund’s fiscal year begins each December 1st. All amounts are expressed per common share.

 

Current

% Breakdown of

Total cumulative

% Breakdown of the total

 

distributions for the

cumulative distributions

 

distribution

current distribution

fiscal year to date

for the fiscal year to date

Net Investment Income

0.03022

66%

0.16581

73%

Net Realized ST Cap Gains

0.00000

0%

0.00000

0%

Net Realized LT Cap Gains

0.00000

0%

0.00000

0%

Return of Capital or

0.01557

34%

0.06133

27%

Other Capital Source

Total (per common share)

0.04579

100%

0.22714

100%

Average annual total return (in relation to NAV) for the five years ended 3-31-2024

3.71%

Annualized current distribution rate expressed as a percentage of month end NAV as of 3-31-2024

7.89%

Cumulative total return (in relation to NAV) for the fiscal year through 3-31-2024

5.77%

Cumulative fiscal year distributions as a percentage of NAV as of 3-31-2024

3.30%

You should not draw any conclusions about the fund's investment performance from the amount of this distribution or from the terms of the fund's managed distribution plan.

The fund estimates that it has distributed more than its income and capital gains; therefore, a portion of your distribution may be a return of capital. A return of capital may occur, for example, when some or all of the money that you invested in the fund is paid back to you. A return of capital distribution does not necessarily reflect the fund's investment performance and should not be confused with "yield" or "income."

The amounts and sources of distributions reported in this notice are only estimates and are not being provided for tax- reporting purposes. The actual amounts and sources of the amounts for tax-reporting purposes will depend upon the fund's investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

If you have any questions regarding this information, please call our fund service department at 1-800-637-2304 any business day from 9 a.m. to 5 p.m. Eastern time.

MCRSN-0424

MFS® Charter Income Trust

P.O. Box 43078

Providence, RI 02940-3078

Notice to shareholders Source of distribution

Distribution period

March-2024

Distribution amount per share

$0.04567

The following table sets forth the estimated amounts of the current distribution and the cumulative distributions paid this fiscal year to date from the following sources: net investment income, net realized short-term capital gains, net realized long-term capital gains and return of capital or other capital source. The fund’s fiscal year begins each December 1st. All amounts are expressed per common share.

 

Current

% Breakdown of

Total cumulative

% Breakdown of the total

 

distributions for the

cumulative distributions

 

distribution

current distribution

fiscal year to date

for the fiscal year to date

Net Investment Income

0.03151

69%

0.13601

75%

Net Realized ST Cap Gains

0.00000

0%

0.00000

0%

Net Realized LT Cap Gains

0.00000

0%

0.00000

0%

Return of Capital or

0.01416

31%

0.04534

25%

Other Capital Source

Total (per common share)

0.04567

100%

0.18135

100%

Average annual total return (in relation to NAV) for the five years ended 2-29-2024

3.75%

Annualized current distribution rate expressed as a percentage of month end NAV as of 2-29-2024

8.00%

Cumulative total return (in relation to NAV) for the fiscal year through 2-29-2024

4.41%

Cumulative fiscal year distributions as a percentage of NAV as of 2-29-2024

2.65%

You should not draw any conclusions about the fund's investment performance from the amount of this distribution or from the terms of the fund's managed distribution plan.

The fund estimates that it has distributed more than its income and capital gains; therefore, a portion of your distribution may be a return of capital. A return of capital may occur, for example, when some or all of the money that you invested in the fund is paid back to you. A return of capital distribution does not necessarily reflect the fund's investment performance and should not be confused with "yield" or "income."

The amounts and sources of distributions reported in this notice are only estimates and are not being provided for tax- reporting purposes. The actual amounts and sources of the amounts for tax-reporting purposes will depend upon the fund's investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

If you have any questions regarding this information, please call our fund service department at 1-800-637-2304 any business day from 9 a.m. to 5 p.m. Eastern time.

MCRSN-0324

MFS® Charter Income Trust

P.O. Box 43078

Providence, RI 02940-3078

Notice to shareholders Source of distribution

Distribution period

February-2024

Distribution amount per share

$0.04588

The following table sets forth the estimated amounts of the current distribution and the cumulative distributions paid this fiscal year to date from the following sources: net investment income, net realized short-term capital gains, net realized long-term capital gains and return of capital or other capital source. The fund’s fiscal year begins each December 1st. All amounts are expressed per common share.

 

Current

% Breakdown of

Total cumulative

% Breakdown of the total

 

distributions for the

cumulative distributions

 

distribution

current distribution

fiscal year to date

for the fiscal year to date

Net Investment Income

0.04588

100%

0.10583

78%

Net Realized ST Cap Gains

0.00000

0%

0.00000

0%

Net Realized LT Cap Gains

0.00000

0%

0.00000

0%

Return of Capital or

0.00000

0%

0.02985

22%

Other Capital Source

Total (per common share)

0.04588

100%

0.13568

100%

Average annual total return (in relation to NAV) for the five years ended 1-31-2024

4.03%

Annualized current distribution rate expressed as a percentage of month end NAV as of 1-31-2024

7.98%

Cumulative total return (in relation to NAV) for the fiscal year through 1-31-2024

4.67%

Cumulative fiscal year distributions as a percentage of NAV as of 1-31-2024

1.97%

You should not draw any conclusions about the fund's investment performance from the amount of this distribution or from the terms of the fund's managed distribution plan.

The fund estimates that it has distributed more than its income and capital gains; therefore, a portion of your distribution may be a return of capital. A return of capital may occur, for example, when some or all of the money that you invested in the fund is paid back to you. A return of capital distribution does not necessarily reflect the fund's investment performance and should not be confused with "yield" or "income."

The amounts and sources of distributions reported in this notice are only estimates and are not being provided for tax- reporting purposes. The actual amounts and sources of the amounts for tax-reporting purposes will depend upon the fund's investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

If you have any questions regarding this information, please call our fund service department at 1-800-637-2304 any business day from 9 a.m. to 5 p.m. Eastern time.

MCRSN-0224

MFS® Charter Income Trust

P.O. Box 43078

Providence, RI 02940-3078

Notice to shareholders Source of distribution

Distribution period

January-2024

Distribution amount per share

$0.04585

The following table sets forth the estimated amounts of the current distribution and the cumulative distributions paid this fiscal year to date from the following sources: net investment income, net realized short-term capital gains, net realized long-term capital gains and return of capital or other capital source. The fund’s fiscal year begins each December 1st. All amounts are expressed per common share.

 

Current

% Breakdown of

Total cumulative

% Breakdown of the total

 

distributions for the

cumulative distributions

 

distribution

current distribution

fiscal year to date

for the fiscal year to date

Net Investment Income

0.00183

4%

0.00359

4%

Net Realized ST Cap Gains

0.00000

0%

0.00000

0%

Net Realized LT Cap Gains

0.00000

0%

0.00000

0%

Return of Capital or

0.04402

96%

0.08621

96%

Other Capital Source

Total (per common share)

0.04585

100%

0.08980

100%

Average annual total return (in relation to NAV) for the five years ended 12-31-2023

4.90%

Annualized current distribution rate expressed as a percentage of month end NAV as of 12-31-2023

7.89%

Cumulative total return (in relation to NAV) for the fiscal year through 12-31-2023

4.77%

Cumulative fiscal year distributions as a percentage of NAV as of 12-31-2023

1.29%

You should not draw any conclusions about the fund's investment performance from the amount of this distribution or from the terms of the fund's managed distribution plan.

The fund estimates that it has distributed more than its income and capital gains; therefore, a portion of your distribution may be a return of capital. A return of capital may occur, for example, when some or all of the money that you invested in the fund is paid back to you. A return of capital distribution does not necessarily reflect the fund's investment performance and should not be confused with "yield" or "income."

The amounts and sources of distributions reported in this notice are only estimates and are not being provided for tax- reporting purposes. The actual amounts and sources of the amounts for tax-reporting purposes will depend upon the fund's investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

If you have any questions regarding this information, please call our fund service department at 1-800-637-2304 any business day from 9 a.m. to 5 p.m. Eastern time.

MCRSN-0124

MFS® Charter Income Trust

P.O. Box 43078

Providence, RI 02940-3078

Notice to shareholders Source of distribution

Distribution period

December-2023

Distribution amount per share

$0.04395

The following table sets forth the estimated amounts of the current distribution and the cumulative distributions paid this fiscal year to date from the following sources: net investment income, net realized short-term capital gains, net realized long-term capital gains and return of capital or other capital source. The fund’s fiscal year begins each December 1st. All amounts are expressed per common share.

 

Current

% Breakdown of

Total cumulative

% Breakdown of the total

 

distributions for the

cumulative distributions

 

distribution

current distribution

fiscal year to date

for the fiscal year to date

Net Investment Income

0.04395

100%

0.04395

100%

Net Realized ST Cap Gains

0.00000

0%

0.00000

0%

Net Realized LT Cap Gains

0.00000

0%

0.00000

0%

Return of Capital or

0.00000

0%

0.00000

0%

Other Capital Source

Total (per common share)

0.04395

100%

0.04395

100%

Average annual total return (in relation to NAV) for the five years ended 11-30-2023

3.95%

Annualized current distribution rate expressed as a percentage of month end NAV as of 11-30-2023

7.87%

Cumulative total return (in relation to NAV) for the fiscal year through 11-30-2023

6.96%

Cumulative fiscal year distributions as a percentage of NAV as of 11-30-2023

0.66%

You should not draw any conclusions about the fund's investment performance from the amount of this distribution or from the terms of the fund's managed distribution plan.

The fund estimates that it has distributed more than its income and capital gains; therefore, a portion of your distribution may be a return of capital. A return of capital may occur, for example, when some or all of the money that you invested in the fund is paid back to you. A return of capital distribution does not necessarily reflect the fund's investment performance and should not be confused with "yield" or "income."

The amounts and sources of distributions reported in this notice are only estimates and are not being provided for tax- reporting purposes. The actual amounts and sources of the amounts for tax-reporting purposes will depend upon the fund's investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

If you have any questions regarding this information, please call our fund service department at 1-800-637-2304 any business day from 9 a.m. to 5 p.m. Eastern time.

MCRSN-1223



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