Form SC 13D - General statement of acquisition of beneficial ownership
22 Januar 2024 - 10:07PM
Edgar (US Regulatory)
SCHEDULE 13D
DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT
1/17/2024
1. NAME OF REPORTING PERSON
Bulldog Investors, LLP
2. CHECK THE BOX IF MEMBER OF A GROUP a[]
b[]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e) []
6. CITIZENSHIP OR PLACE OF ORGANIZATION
DE
___________________________________________________________
7. SOLE VOTING POWER
6,794
8. SHARED VOTING POWER
267,122
9. SOLE DISPOSITIVE POWER
6,794
_______________________________________________________
10. SHARED DISPOSITIVE POWER
267,122
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
273,916 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
4.65%
14. TYPE OF REPORTING PERSON
IA
___________________________________________________________
1. NAME OF REPORTING PERSON
Phillip Goldstein
2. CHECK THE BOX IF MEMBER OF A GROUP a[]
b[]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e) []
6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
___________________________________________________________
7. SOLE VOTING POWER
6,794
8. SHARED VOTING POWER
357,884
9. SOLE DISPOSITIVE POWER
6,794
_______________________________________________________
10. SHARED DISPOSITIVE POWER
357,884
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
364,678 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
6.19%
14. TYPE OF REPORTING PERSON
IN
___________________________________________________________
1. NAME OF REPORTING PERSON
Andrew Dakos
2. CHECK THE BOX IF MEMBER OF A GROUP a[]
b[]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e) []
6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
___________________________________________________________
7. SOLE VOTING POWER
6,794
8. SHARED VOTING POWER
357,884
9. SOLE DISPOSITIVE POWER
6,794
_______________________________________________________
10. SHARED DISPOSITIVE POWER
357,884
11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
364,678 (Footnote 1)
12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES
[]
___________________________________________________________
13. PERCENT OF CLASS REPRESENTED BY ROW 11
6.19%
14. TYPE OF REPORTING PERSON
IN
___________________________________________________________
Item 1. SECURITY AND ISSUER
This Schedule 13D relates to the shares of Common Stock
of Tortoise Power and Energy Infrastructure Fund, Inc. ("TPZ" or
the "Issuer").
The principal executive offices of TPZ are located at
5100 W. 115th Place
Leawood, KS 66211
Item 2. IDENTITY AND BACKGROUND
(a) This statement is filed on behalf of Bulldog Investors,LLP (a Delaware
Limited Liability Partnership), Phillip Goldstein, and Andrew Dakos.
(b) The business address of the reporting persons is Park 80 West-Plaza Two,
250 Pehle Ave., Suite 708, Saddle Brook, NJ 07663.
(c) Bulldog Investors,LLP is a registered investment adviser.
Messrs. Goldstein and Dakos are partners of Bulldog
Investors,LLP.
(d) n/a
(e) n/a
(f) Each of Messrs. Goldstein and Dakos is a citizen of the United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS AND OTHER CONSIDERATIONS
Shares of the Issuer have been accumulated on behalf of clients of
Bulldog Investors,LLP, and on behalf of a registered closed-end investment
company for which Messrs. Goldstein and Dakos have investment and voting
authority.
ITEM 4. PURPOSE OF TRANSACTION
Letter was sent to the company. See exhibit B.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As per the N-CSRS filed on 8/7/23 there were 6,200,175 shares
of common stock outstanding as of 5/31/23.On 11/8/23 310,008 shares were
tenderd, leaving 5,890,167 shares outstanding. The percentages set forth
herein were derived using such number. Phillip Goldstein and Andrew Dakos
own Bulldog Investors, LLP, a registered investment advisor.
As of January 19, 2024 Bulldog Investors, LLP is deemed to be the beneficial
owner of 273,916 shares of TPZ (representing 4.65% of TPZ's outstanding
shares) solely by virtue of Bulldog Investors LLP's power to direct the
vote of,and dispose of, these shares.
Such shares are also beneficially owned by clients of Bulldog Investors,
LLP who are not members of any group.
As of January 19, 2024, each of Messrs. Goldstein and Dakos is deemed to be
the beneficial owner of 364,678 shares of TPZ (representing 6.19% of TPZ's
outstanding shares) by virtue of their power to direct the vote of, and
dispose of, these shares.
(b)Bulldog Investors,LLP has sole power to dispose of and vote 6,794 shares.
Bulldog Investors, LLP has shared power to dispose of and vote 267,122
shares. Certain of Bulldog Investors, LLP's clients (none of whom
beneficially own more than 5% of TPZ's shares) share this power with
Bulldog Investors, LLP. Messrs. Goldstein and Dakos are partners of Bulldog
Investors, LLP. Messrs. Goldstein and Dakos have shared power to dispose
of and vote an additional 90,762 shares.
c) During the past 60 days the following shares of TPZ were bought.
Date Shares Price
12/6/2023 444 13.5577
12/5/2023 57,753 13.6700
12/4/2023 33,466 13.7197
12/1/2023 694 13.7084
11/29/2023 2,214 13.5100
11/27/2023 9,134 13.3300
11/22/2023 805 13.3200
11/21/2023 9,198 13.3099
d) Clients of Bulldog Investors, LLP and a closed-end investment fund for
which Messrs. Goldstein and Dakos have investment and voting authority
are entitled to receive any dividends or sales proceeds.
e) N/A
ITEM 6. CONTRACTS,ARRANGEMENTS,UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
N/A
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Exhibit A & B
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this
statement is true, complete and correct.
Dated: 1/22/2024
By: /S/ Phillip Goldstein
Name: Phillip Goldstein
By: /S/ Andrew Dakos
Name: Andrew Dakos
Bulldog Investors, LLP
By: /s/ Andrew Dakos
Andrew Dakos, Partner
Footnote 1: The reporting persons disclaim beneficial ownership except
to the extent of any pecuniary interest therein.
Exhibit A:
Agreement to Make Joint Filing
Agreement made as of the 22th day of January, 2024, by and among
Bulldog Investors, LLP, Phillip Goldstein and Andrew Dakos.
WHEREAS, Rule 13d-1(k)(1) under the Securities Exchange Act of 1934 provides
that whenever two or more persons are required to file a statement containing
the information required by Schedule 13D with respect to the same securities,
only one such statement need be filed, so long as, among other things, such
filing includes as an exhibit an agreement among such persons that such a
statement is filed on behalf of each of them;
WHEREAS, in connection with certain holdings of Tortoise Power and energy
infrastructure Fund, Inc. (TPZ), each of the parties to this Agreement is
required to file a statement containing the information required by
Schedule 13D with respect to the same holdings of TPZ;
NOW THEREFORE, the parties hereby agree that one statement containing the
information required by Schedule 13D shall be filed on behalf of each party
hereto.
IN WITNESS WHEREOF, this Agreement has been duly executed by the parties
hereto as of the day and year first written above.
By:/s/ Phillip Goldstein By:/s/ Andrew Dakos
Phillip Goldstein Andrew Dakos
BULLDOG INVESTORS, LLP
By:/s/ Andrew Dakos
Andrew Dakos, Partner
Exhibit B:
Special Opportunities Fund, Inc. 615 East Michigan Street,
Milwaukee, WI 53202
January 17, 2024
Tortoise Power and Energy Infrastructure Fund, Inc.
6363 College Boulevard
Suite 100A
Overland Park, Kansas 66211
Attn: Diane M. Bono, Secretary
Dear Ms. Bono:
Special Opportunities Fund is the beneficial owner of shares of Tortoise
Power and Energy Infrastructure Fund, Inc. with a value in excess of
$25,000.00. It has held these shares continuously for more than 12 months
and plans to continue to hold them through the next meeting of shareholders.
We hereby submit the following proposal and supporting statement pursuant
to rule 14a-8 of the Securities Exchange Act of 1934 for inclusion in
management's proxy materials for the next meeting of stockholders for which
this proposal is timely submitted. We are available to discuss our proposal
at any mutually convenient time.
RESOLVED: If the Fund's average trading discount to net asset value (NAV)
exceeds 10% for the twenty trading days ending December 31, 2024, the
stockholders urge the board to consider measures to allow all shareholders
to monetize their shares at a price at or close to NAV.
SUPPORTING STATEMENT
The Fund's long-term performance has been poor. For the ten-year period ending
May 31, 2023, the annualized market price return of the Fund's shares is 0.39%.
Plus, the Fund's shares have traded at a double-digit discount for almost four
years. The board has responded by authorizing the Fund to conduct a small
self-tender offer in any year that the discount exceeds 10% during a designated
measurement period. However, in the most recent tender offer, more than 90% of
the shares tendered were returned to shareholders. Consequently, more
aggressive action is warranted.
We propose that if the Fund's current double-digit discount persists through
2024, the board should take action to afford shareholders an opportunity to
realize a price close to NAV for all shares. Among the options the board should
consider are converting the Fund to an open-end fund or an ETF, liquidating the
Fund, or launching a self-tender offer for all shares.
Very truly yours,
/S/Phillip Goldstein
Phillip Goldstein
Chairman
Tortoise Power and Energ... (NYSE:TPZ)
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