Please wait



Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
Checkbox not checked   Rule 13d-1(c)
Checkbox not checked   Rule 13d-1(d)


SCHEDULE 13D/A 0001654954-23-009396 0001344146 XXXXXXXX LIVE 2 VARIABLE RATE MUNI TERM PREFERRED SHARES 08/01/2025 false 0000877463 46131J707 INVESCO MUNICIPAL TRUST 1331 SPRING STREET N.W. SUITE 2500 ATLANTA GA 30309 Toronto-Dominion Investments, (212) 827-7488 1 Vanderbilt Avenue New York NY 10017 0001344146 N TORONTO DOMINION INVESTMENTS, INC. b WC N DE 0.00 2064.00 0.00 2064.00 2064.00 N 100 CO 0000744464 N TORONTO DOMINION HOLDINGS (U.S.A.), INC. b WC N DE 0.00 2064.00 0.00 2064.00 2064.00 N 100 CO 0001710914 N TD GROUP US HOLDINGS LLC b WC N DE 0.00 2064.00 0.00 2064.00 2064.00 N 100 OO 0000947263 N THE TORONTO-DOMINION BANK b WC N A6 0.00 2064.00 0.00 2064.00 2064.00 N 100 BK VARIABLE RATE MUNI TERM PREFERRED SHARES INVESCO MUNICIPAL TRUST 1331 SPRING STREET N.W. SUITE 2500 ATLANTA GA 30309 This Amendment No. 2 (this "Amendment") amends, as set forth below, the statement on Schedule 13D, dated October 8, 2020 and filed with the SEC on July 21, 2022 (the "Original Statement") as amended by Amendment No. 1 to the Original Statement dated July 17, 2023 and filed with the SEC on July 19, 2023, for Toronto Dominion Investments, Inc. ("TDI"), Toronto Dominion Holdings (U.S.A.), Inc. ("TDH"), TD Group US Holdings LLC ("TD GUS"), and The Toronto-Dominion Bank ("TD Bank") (collectively, the "Reporting Persons") with respect to the Variable Rate Muni Term Preferred Shares ("VMTP Shares") of Invesco Municipal Trust (the "Issuer" or the "Company"). The Issuer's principal executive offices are located at 1555 Peachtree Street, Atlanta, Georgia, 30309. This Amendment is being filed in relation to the redemption by the Issuer on August 1, 2025 of 364 VMTP Shares (CUSIP No. 46131J707) of the Issuer held by TDI. Item 2 of the Original Statement is hereby amended by deleting Schedule I and Schedule II referenced therein and replacing them with Schedule I and Schedule II included with this Amendment. Item 6 of the Original Schedule 13D is hereby amended by adding the following at the end thereof: As of August 1, 2025, the Reporting Persons beneficially will own an aggregate of 2,064 VMTP Shares representing 100% of the outstanding VMTP Shares of the Issuer. The 2,064 VMTP Shares reported herein consist of 2,064 VMTP Shares over which TDI is the record and beneficial owner. TDH is the sole owner of TDI and accordingly beneficially owns the VRDP Shares held by TDI. TD GUS is the sole owner of TDH and accordingly beneficially owns the VRDP Shares held by TDI. TD is the sole owner of TD GUS and accordingly beneficially owns the VRDP Shares held by TDI. Item 7 of the Original Statement is hereby amended by deleting Exhibit 99.1, Exhibit 99.2, and Exhibit 99.3 thereto and the insertion of the following exhibits: "Exhibit Description of Exhibit 99.1 Joint Filing Agreement 99.2 Certificate for TD 99.3 Secretary's Certificate for TD GUS" TORONTO DOMINION INVESTMENTS, INC. /s/ Laura Beard Laura Beard/President & Chief Financial Officer 08/07/2025 TORONTO DOMINION HOLDINGS (U.S.A.), INC. /s/ Laura Beard Laura Beard/Vice President & Chief Financial Officer 08/07/2025 TD GROUP US HOLDINGS LLC /s/ Salma Salman Salma Salman/Senior Vice President and Chief Financial Officer TD AMCB 08/07/2025 THE TORONTO-DOMINION BANK /s/ Laura Beard Laura Beard/Vice President Finance TDS (US) 08/07/2025