Saba Capital Takes 5.05% Activist Stake in HFRO Closed-End Fund

Q: Who acquired a significant stake in HFRO?

Saba Capital Management, L.P. , its GP and founder Boaz R. Weinstein disclosed a combined 5.05 % holding.

Q: How many HFRO shares does Saba Capital own?

The group beneficially owns 2,792,709 common shares .

Q: What was the purchase cost of Saba Capital's HFRO stake?

Approximately $13.93 million was spent to accumulate the position.

Q: Why did Saba Capital file a Schedule 13D instead of 13G?

A 13D allows activist actions such as proxy solicitation, board nominations and strategic proposals .

Q: What actions might Saba Capital pursue regarding HFRO?

It may engage with management on discount-to-NAV, governance, capitalization, or potential liquidation and could buy more shares or solicit proxies.

[SCHEDULE 13D] Highland Opportunities and Income Fund SEC Filing

Filing Impact

(Low)

Filing Sentiment

(Neutral)

Form Type

SCHEDULE 13D

Rhea-AI Filing Summary

Saba Capital Management, L.P., its general partner and founder Boaz R. Weinstein disclosed a new 5.05 % stake in Highland Opportunities and Income Fund (HFRO) via Schedule 13D dated 08/01/2025. The group owns 2,792,709 common shares, accumulated in open-market purchases costing about $13.93 million, based on 55.33 million shares outstanding as of 04/30/2025.

Saba believes HFRO is undervalued and may pursue activist measures. Item 4 states potential engagement with management and the board on discount-to-NAV, governance, capitalization, open- versus closed-end structure, or liquidation timing. Future actions could include additional buying or selling, proxy solicitations, or board nominations. No criminal or civil proceedings are disclosed against the reporting persons, and no agreements exist beyond a routine joint-filing agreement.

Positive

Saba Capital acquires a 5.05 % position in HFRO, introducing an experienced activist investor that could catalyze value-unlocking measures.

Negative

None.

Insights

TL;DR: Saba reveals >5 % HFRO stake, signalling potential activist campaign to narrow NAV discount.

The 5.05 % holding gives Saba the right to engage management without filing a 13G, indicating activist intent. Given Saba鈥檚 track record in closed-end fund arbitrage, investors may anticipate pressure on HFRO to address its persistent discount or consider strategic alternatives, including liquidation. The $13.9 million purchase size is material relative to average daily volume, implying commitment. While ownership is below the 10 % threshold that triggers additional regulatory hurdles, Saba can still mount a proxy fight if necessary.

TL;DR: Sub-5 % entry by seasoned activist lays groundwork for governance and capital-return push.

By filing a 13D rather than 13G, Saba preserves flexibility to solicit proxies and propose board nominees. The firm explicitly references board appointments and liquidation timing, classic levers it has used to unlock value in other funds. Given HFRO鈥檚 sizeable discount and history of shareholder discontent, market participants may view the stake as a catalyst for narrowing the gap to NAV, potentially driving near-term price appreciation.

08/04/2025 - 07:19 AM

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Highland Opportunities and Income Fund

(Name of Issuer)

Common Shares, $0.001 par value

(Title of Class of Securities)

43010E404

(CUSIP Number)

Saba Capital Management, L.P.
405 Lexington Avenue, 58th Floor, Attention: Michael D'Angelo
New York, NY, 10174
(212) 542-4635

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/30/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 搂搂 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

Item 1.

Security and Issuer

(a)

Title of Class of Securities:

Common Shares, $0.001 par value

(b)

Name of Issuer:

Highland Opportunities and Income Fund

(c)

Address of Issuer's Principal Executive Offices:

300 Crescent Court, Suite 700, Dallas, TEXAS , 75201.

Item 2.

Identity and Background

(a)

This Schedule 13D is being jointly filed by: (i) Saba Capital Management, L.P., a Delaware limited partnership ("Saba Capital"); (ii) Saba Capital Management GP, LLC, a Delaware limited liability company ("Saba GP"); and (iii) Mr. Boaz R. Weinstein ("Mr. Weinstein"), (together, the "Reporting Persons"). Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The filing of this statement should not be construed as an admission that any Reporting Person is, for the purposes of Sections 13 of the Securities Exchange Act of 1934, the beneficial owner of the Common Shares reported herein.

(b)

The address of the business office of each of the Reporting Persons is 405 Lexington Avenue, 58th Floor, New York, New York 10174.

(c)

The principal business of: (i) Saba Capital is to serve as investment manager to private and public investment funds and/or accounts, (ii) Saba GP is to serve as general partner of the Saba Capital and other affiliated entities, and (iii) Mr. Weinstein, an individual, is managing member of the general partner of Saba Capital and other affiliated entities.

(d)

The Reporting Persons have not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)

The Reporting Persons have not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was, or is subject to, a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws.

(f)

Saba Capital is organized as a limited partnership under the laws of the State of Delaware. Saba GP is organized as a limited liability company under the laws of the State of Delaware. Mr. Weinstein is a citizen of the United States.

Item 3.

Source and Amount of Funds or Other Consideration

Funds for the purchase of the Common Shares were derived from the subscription proceeds from investors and the capital appreciation thereon and margin account borrowings made in the ordinary course of business. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the account, which may exist from time to time. Since other securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the Common Shares reported herein. A total of approximately $13,934,206 was paid to acquire the Common Shares reported herein.

Item 4.

Purpose of Transaction

The Reporting Persons acquired the Common Shares to which this Schedule 13D relates in the ordinary course of business for investment purposes because they believe that the Common Shares are undervalued and represent an attractive investment opportunity. The Reporting Persons may engage in discussions with management, the Board of Trustees (the "Board"), other shareholders of the Issuer and other relevant parties, including representatives of any of the foregoing, concerning the Reporting Persons' investment in the Common Shares and the Issuer, including, without limitation, matters concerning the Issuer's business, operations, board appointments, governance, performance, management, capitalization, trading of the Common Shares at a discount to the Issuer's net asset value and strategic plans and matters relating to the open or closed end nature of the Issuer and timing of any potential liquidation of the Issuer. The Reporting Persons may exchange information with any persons pursuant to appropriate confidentiality or similar agreements or otherwise, work together with any persons pursuant to joint agreements or otherwise, propose changes in the Issuer's business, operations, board appointments, governance, management, capitalization, strategic plans or matters relating to the open or closed end nature of the Issuer or timing of any potential liquidation of the Issuer, or propose or engage in one or more other actions set forth herein. The Reporting Persons may also propose or take one or more of the actions described in subsections (a) through (j) of Item 4 of Schedule 13D, including the solicitation of proxies, and may discuss such actions with the Issuer and Issuer's management and the board of trustees, other stockholders of the Issuer and other interested parties. The Reporting Persons may make binding or non-binding shareholder proposals, or may nominate one or more individuals as nominees for election to the Board in connection with their investment in the Common Shares of the Issuer. The Reporting Persons intend to review their investment in the Issuer on a continuing basis. Depending on various factors, including, without limitation, the outcome of any discussions referenced above, the Issuer's financial position and strategic direction, actions taken by management or the Board, price levels of the Common Shares, other investment opportunities available to the Reporting Persons, conditions in the securities market and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate, including, without limitation, purchasing additional Common Shares or selling some or all of their Common Shares, engaging in short selling of or any hedging or similar transactions with respect to the Common Shares and/or otherwise changing their intention with respect to any and all matters referred to in Item 4 of Schedule 13D. The Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or additional proposals with respect to their investment in the Common Shares. The Reporting Persons have not entered into any agreement with any third party to act together for the purpose of acquiring, holding, voting or disposing of the Common Shares reported herein.

Item 5.

Interest in Securities of the Issuer

(a)

See the Reporting Persons section of this Schedule 13D for the aggregate number of Common Shares and percentages of the Common Shares beneficially owned by each of the Reporting Persons. The percentages used herein are calculated based upon 55,326,802 shares of common stock outstanding as of 4/30/25, as disclosed in the company's DEF 14A filed 5/7/25.

(b)

See the Reporting Persons section of this Schedule 13D for the number of Common Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.

(c)

The transactions in the Common Shares effected by the Reporting Persons within the past sixty days prior to 7/30/25, the date of the event which required filing of this Schedule 13D, which were all in the open market, are set forth in Schedule A, and are incorporated herein by reference.

(d)

The funds and accounts advised by Saba Capital have the right to receive the dividends and proceeds of sales from the Common Shares.

(e)

Not Applicable.

Item 6.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

Other than the Joint Filing Agreement attached as Exhibit 1 hereto, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 hereof and between such persons and any person with respect to any securities of the Issuer, including but not limited to transfer or voting of any other securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, divisions of profits or loss, or the giving or withholding of proxies.

Item 7.

Material to be Filed as Exhibits.

Exhibit 1 - Joint Filing Agreement Exhibit 2 - Schedule A

SIGNATURE

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.

Saba Capital Management, L.P.

Signature:	/s/ Michael D'Angelo
Name/Title:	General Counsel
Date:	08/01/2025

Boaz R. Weinstein

Signature:	/s/ Michael D'Angelo
Name/Title:	Authorized Signatory
Date:	08/01/2025

Saba Capital Management GP, LLC

Signature:	/s/ Michael D'Angelo
Name/Title:	Attorney-in-fact*
Date:	08/01/2025

Comments accompanying signature:

Pursuant to a power of attorney dated as of November 16, 2015, which is incorporated herein by reference to Exhibit 2 to the Schedule 13G filed by the Reporting Persons on December 28, 2015, accession number: 0001062993-15-006823

Source:

FAQ

Who acquired a significant stake in HFRO?

Saba Capital Management, L.P., its GP and founder Boaz R. Weinstein disclosed a combined 5.05 % holding.

How many HFRO shares does Saba Capital own?

The group beneficially owns 2,792,709 common shares.

What was the purchase cost of Saba Capital's HFRO stake?

Approximately $13.93 million was spent to accumulate the position.

Why did Saba Capital file a Schedule 13D instead of 13G?

A 13D allows activist actions such as proxy solicitation, board nominations and strategic proposals.

What actions might Saba Capital pursue regarding HFRO?

It may engage with management on discount-to-NAV, governance, capitalization, or potential liquidation and could buy more shares or solicit proxies.

AG真人官方

[SCHEDULE 13D] Highland Opportunities and Income Fund SEC Filing

Insights

FAQ

Who acquired a significant stake in HFRO?

How many HFRO shares does Saba Capital own?

What was the purchase cost of Saba Capital's HFRO stake?

Why did Saba Capital file a Schedule 13D instead of 13G?

What actions might Saba Capital pursue regarding HFRO?

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[SCHEDULE 13D] Highland Opportunities and Income Fund SEC Filing

Insights

Closed-End Fund Analyst positive

Activist Strategy Portfolio Manager positive

FAQ

Who acquired a significant stake in HFRO?

How many HFRO shares does Saba Capital own?

What was the purchase cost of Saba Capital's HFRO stake?

Why did Saba Capital file a Schedule 13D instead of 13G?

What actions might Saba Capital pursue regarding HFRO?

NYSE:HFRO

HFRO Rankings

HFRO Latest News

HFRO Stock Data