CXH MFS Investment Grade Municipal Trust

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Schedule 13G

Under the Securities Exchange Act of 1934

 

MFS Investment Grade Municipal Trust

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

59318B108

(CUSIP Number)

 

12/31/2023

(Date of Event which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

_X_	Rule 13d-1(b)

 

__	Rule 13d-1(c)

 

__	Rule 13d-1(d)

CUSIP No.: 59318B108

 

1. Names of Reporting Persons:

Bulldog Investors, LLP

 

2. Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

(b)

 

3. SEC Use Only

 

4. Citizenship or Place of Organization

Delaware

 

Number of Shares Beneficially Owned by Each Reporting Person With:

5. Sole Voting Power

0

 

6. Shared Voting Power

474,257

 

7. Sole Dispositive Power

0

 

8. Shared Dispositive Power

474,257

 

9. Aggregate Amount Beneficially Owned by Each Reporting Person

474,257 (footnote 1)

 

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

N/A

 

11. Percent of Class Represented by Amount in Row (9)

5.78%

 

12. Type of Reporting Person (See Instructions)

IA

1. Names of Reporting Persons

Phillip Goldstein

 

2. Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

(b)

 

3. SEC Use Only

 

4. Citizenship or Place of Organization

USA

 

Number of Shares Beneficially Owned by Each Reporting Person With:

5. Sole Voting Power

0

 

6. Shared Voting Power

611,408

 

7. Sole Dispositive Power

0

 

8. Shared Dispositive Power

611,408

 

9. Aggregate Amount Beneficially Owned by Each Reporting Person

611,408 (footnote 1)

 

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

N/A

 

11. Percent of Class Represented by Amount in Row (9)

7.46%

 

12. Type of Reporting Person (See Instructions)

IN

1. Names of Reporting Persons

Andrew Dakos

 

2. Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

(b)

 

3. SEC Use Only

 

4. Citizenship or Place of Organization

USA

 

Number of Shares Beneficially Owned by Each Reporting Person With:

5. Sole Voting Power

0

 

6. Shared Voting Power

611,408

 

7. Sole Dispositive Power

0

 

8. Shared Dispositive Power

611,408

 

9. Aggregate Amount Beneficially Owned by Each Reporting Person

611,408 (footnote 1)

 

10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

N/A

 

11. Percent of Class Represented by Amount in Row (9)

7.46%

 

12. Type of Reporting Person (See Instructions)

IN

Item 1(a) The Name of the Issuer is:

MFS Investment Grade Municipal Trust

 

Item 1(b) Address of Issuer's Principal Executive Offices:

111 Huntington Ave. 24^th FL

Boston, MA 02199

 

Item 2(a) Name of Persons Filing are:

Bulldog Investors, LLP, Phillip Goldstein and Andrew Dakos

 

Item 2(b) Address of principal business office:

250 Pehle Ave. Suite 708

Saddle Brook, NJ 07663

 

Item 2(c) Citizenship or Place of Organization:

Delaware

 

Item 2(d) Title of Class of Securities:

Common Stock

 

Item 2(e) CUSIP Number:

59318B108

 

Item 3.

This statement is filed pursuant to 240.13d-1(b). The person filing is:

(e) An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E).

 

Item 4. Ownership.

(a) Amount beneficially owned: 611,408

(b) Percent of class: 7.46%

(c) Number of shares as to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 611,408

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 611,408

 

Item 5. Ownership of 5 Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: ____.

 

Item 6. Ownership of More than 5 Percent on Behalf of Another Person.

Clients of Bulldog Investors, LLP, and other accounts for which Messrs. Dakos and Goldstein are deemed to be the beneficial owners, are entitled to receive dividends and sales proceeds.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security being Reported on by the Parent Holding Company or Control Person.

Not applicable.

 

Item 8. Identification and Classification of Members of the Group.

N/A

 

Item 9. Notice of Dissolution of Group.

Not applicable.

 

Item 10. Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under 240.14a-11.

 

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.

 

By:	/s/ Phillip Goldstein
Name:	Phillip Goldstein
Date:	January 29, 2024
By:	/s/ Andrew Dakos
Name:	Andrew Dakos
Date:	January 29, 2024
Bulldog Investors, LLP
By:	/s/ Andrew Dakos
Andrew Dakos, Partner

 

Date: January 29, 2024

 

Footnote 1: The reporting persons disclaim beneficial ownership except to the extent of any pecuniary interest therein.

 

 

Exhibit A: Agreement to make joint filings.

 

Agreement made as of the 29th 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 13G 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 MFS Investment Grade Municipal Trust ("CXH"), each of the parties to this Agreement is required to file a statement containing the information required by Schedule 13G with respect to the same holdings of CXH;

 

NOW THEREFORE, the parties hereby agree that one statement containing the information required by Schedule 13G 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

 

 

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