4Q23 Audio Commentary: RiverNorth Municipal Closed-End Funds

Financial Professional Use Only

Opinions and estimates offered constitute our judgment and are subject to change without notice, as are statements of financial market trends, which are based on current market conditions. We believe the information provided here is reliable, but do not warrant its accuracy or completeness. This material is not intended as an offer or solicitation for the purchase or sale of any financial instrument. The views and strategies described may not be suitable for all investors. This information is provided for informational purposes only and should not be considered tax, legal, or investment advice. References to specific securities, asset classes, and financial markets are for illustrative purposes only and are not intended to be, and should not be interpreted as, recommendations. Opinions referenced are as of the day presented and are subject to change due to changes in the market, economic conditions, or changes in the legal and/or regulatory environment and may not necessarily come to pass.

Standardized Performance as of 12.31.2023	Ticker	Inception Date	1 Year	5 Year	10 Year	Since Inception
RiverNorth Opportunistic Municipal Income Fund, Inc.	XRMIX	10.25.2018	6.18%	– –	– –	4.13%
RiverNorth Opportunistic Municipal Income Fund, Inc.	RMI	10.25.2018	0.17%	– –	– –	1.70%
RiverNorth Managed Duration Municipal Income Fund, Inc.	XRMMX	7.25.2019	7.89%	– –	– –	1.69%
RiverNorth Managed Duration Municipal Income Fund, Inc.	RMM	7.25.2019	5.91%	– –	– –	-1.47%
RiverNorth Flexible Duration Municipal Income Fund, Inc.	XRFMX	3.26.2020	6.73%	– –	– –	4.22%
RiverNorth Flexible Duration Municipal Income Fund, Inc.	RFM	3.26.2020	9.27%	– –	– –	1.69%
RiverNorth Flexible Duration Municipal Income Fund II, Inc.	XRFZX	2.24.2021	7.58%	– –	– –	-2.24%
RiverNorth Flexible Duration Municipal Income Fund II, Inc.	RFMZ	2.24.2021	4.56%	– –	– –	-7.68%
RiverNorth Managed Duration Municipal Income Fund II, Inc.	XRMZX	2.10.2022	7.72%	– –	– –	-0.13%
RiverNorth Managed Duration Municipal Income Fund II, Inc.	RMMZ	2.10.2022	11.24%	– –	– –	-5.44%

Performance data quoted represents past performance, which is not a guarantee of future results. Current performance may be lower or higher than the performance quoted. The principal value and investment return of an investment will fluctuate so that your shares may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling 844.569.4750 for RiverNorth Closed-End Funds. Total return measures net investment income and capital gain or loss from portfolio investments. All performance shown assumes reinvestment of dividends and capital gains distributions.

Definitions

• A Closed-End Fund is a portfolio of pooled assets that raises a fixed amount of capital through an initial public offering (IPO) and then lists shares for trade on a stock exchange.
• Net Asset Value is the net value of an investment fund’s assets less its liabilities, divided by the number of shares outstanding.
• The price at which a closed-end fund trades often varies from its NAV. Some funds have market prices below their net asset values – referred to as a discount. Conversely, some funds have market prices above their net asset values – referred to as a premium.
• The Bloomberg US Municipal Index is considered representative of the broad market for investment grade, tax-exempt bonds with a maturity of at least one year. The index cannot be invested in directly and does not reflect fees and expenses.
• The Bloomberg U.S. Corporate Bond Index is an unmanaged market-value-weighted index of investment-grade corporate fixed-rate debt issues with maturities of one year or more.
• The Bloomberg High Yield Municipal Bond Index is an unmanaged index consisting of noninvestment-grade, unrated or below Ba1 bonds.
• A rally is a period of sustained increases in the prices of stocks, bonds, or related indexes.
• A yield curve is a line that plots yields of bonds having equal credit quality but differing maturity dates. The slope of the yield curve gives an idea of future interest rate changes and economic activity.
• A credit upgrade occurs when a rating agency raises a bond’s rating. Similarly, a lowered rating is called a “downgrade.”
• A hedge is a strategy that seeks to limit risk exposures in financial assets. Generally, by taking an offsetting position in an asset or investment that reduces the price risk of an existing position.
• U.S. Treasury Bond Futures are standardized contracts for the purchase and sale of U.S. government notes or bonds for future delivery. Bond futures are financial derivatives that obligate the contract holder to purchase or sell a bond on a specified date at a predetermined price. The bond futures contract is used for hedging, speculating, or arbitrage purposes. Hedging is a form of investing in products that provide protection to holdings.
• Duration is a measure of the sensitivity of the price of a bond or other debt instrument to a change in interest rates. Duration is non-linear and accelerates as time to maturity lessens.
• Municipal bond closed-end funds are defined as funds that invest in a diversified portfolio of investment-grade municipal bonds in a variety of sectors and States.
• Basis points (BPS) refers to a common unit of measure for interest rates and other percentages in finance. One basis point is equal to 1/100th of 1%, or 0.01%, or 0.0001, and is used to denote the percentage change in a financial instrument.
• Single A bonds are considered investment grade bonds which have a low risk of default.
• Leverage results from using borrowed capital as a funding source when investing to expand the firm’s asset base and generate returns on risk capital.
• Cash-like return refers to an asset that is so easily and quickly convertible to cash that holding it is essentially equivalent to holding cash.
• “Yield” refers to the earnings generated and realized on an investment over a particular period of time.
• A bond ladder is a portfolio of fixed-income securities in which each security has a significantly different maturity date.
• Yield to worst is a measure of the lowest possible yield that can be received on a bond that fully operates within the terms of its contract without defaulting.
• Tax-equivalent yield is the return that a taxable bond needs to possess for its yield to equal the yield on a comparable tax-free municipal bond.
• Fundamentals are the basic qualitative and quantitative data that contribute to the financial or economic well-being of a company, security, or currency.
• The Tax Cuts and Jobs Act (“TCJA”) changed deductions, depreciation, expensing, tax credits and other tax items that affect businesses.
• Closed-end funds have the ability, subject to strict regulatory limits, to use leverage as part of their investment strategy. The use of leverage allows a closed-end fund to raise additional capital, which it can use to purchase more assets for its portfolio.
• An investment wrapper is a financial product that groups investments together in a tax-efficient way. It is an umbrella term that encompasses various investment vehicles, such as mutual funds, unit trusts, closed-end funds, and exchange-traded funds (ETFs).
• Tax-loss harvesting is the timely selling of securities at a loss to offset a capital gains tax liability.

MacKay Shields Disclosure. This material contains the views and opinions of certain investment professionals at MacKay Shields which are subject to change without notice. The opinions expressed herein do not necessarily represent the views of all MacKay Shields investment professionals. The content of the Website is distributed for informational purposes only and should not be considered as investment advice or a recommendation of any particular security, strategy, or investment product. In addition, MacKay Shields does not provide tax, legal or accounting advice and prospects, clients, and investors should consult with appropriate tax, legal and accounting professional before making investment decisions. Prospects, clients and investors should understand the risks involved with specific products or services and consider this information in the context of its risk tolerance and investment goals. All investments contain risks and may lose value.

Information contained herein has been obtained from sources believed to be reliable, but not guaranteed by MacKay Shields. Any forward looking statements speak only as of the date they are made, and MacKay Shields assumes no duty and does not undertake to update forward looking statements. Past performance does not guarantee future results. No part of the content of the present website may be reproduced in any form, or referred to in any other publication, without express written permission of MacKay Shields.

The investments or strategies presented are not appropriate for every client or investor, and do not take into account the investment objectives or financial needs of particular clients or investors. The information on this Website is provided solely on the basis that you will make your own investment decisions and MacKay Shields has not taken any account of your particular investment objectives or financial situation in preparing the information on this Website.

In addition, nothing in this Website shall, or is intended to, constitute financial, legal, accounting or tax advice. We strongly recommend that you seek professional investment advice before making any investment decision. Any investment decision that you make should be based on an assessment of the risks in consultation with your investment adviser.

Risk Information: Detailed information regarding the risks associated with the RiverNorth Municipal Closed-End Funds can be found in each Fund’s prospectus, respectively.

The price at which a closed-end fund trades often varies from its net asset value (NAV). Some funds have market prices below their NAVs – referred to as a discount. Conversely, some funds have market prices above their NAVs – referred to as a premium. Investing involves risk. Principal loss is possible. Past performance is no guarantee of future results. Diversification does not ensure a profit or a guarantee against loss.

Risk is inherent in all investing. Investing in any investment company security involves risk, including the risk that you may receive little or no return on your investment or even that you may lose part or all of your investment. Therefore, before investing in the Common Shares, you should consider the risks as well as the other information in the prospectus. Past performance is no guarantee of future results. An investment in the Funds are not appropriate for all investors and is not intended to be a complete investment program. The Funds are designed as long-term investments and not as a trading vehicles. The Funds are closed-end funds and do not continuously issue shares for sale as open-end mutual funds do. Since the initial public offering, the Funds trade in the secondary market. Investors wishing to buy or sell shares need to place orders through an intermediary or broker. The share price of a closed-end fund is based on the market’s value.

RiverNorth Opportunistic Municipal Income Fund, Inc. (RMI), RiverNorth Managed Duration Municipal Income Fund, Inc. (RMM), RiverNorth Flexible Municipal Income Fund, Inc. (RFM), RiverNorth Flexible Municipal Income Fund II, Inc. (RFMZ), RiverNorth Managed Duration Municipal Income Fund II, Inc. (RMMZ): Credit Risk – a borrower may be unable to make interest or principal payments when they are due. Funds that invest in Municipal Bonds rely on the ability of the issuer to service its debt. This subjects the Fund to credit risk in that the municipal issuer may be fiscally unstable or exposed to large liabilities that could impair its ability to honor its obligations. Municipal issuers with significant debt service requirements, in the near-to mid-term, unrated issuers and those with less capital and liquidity to absorb additional expenses may be most at risk. To the extent the Fund invests in lower quality or high yield Municipal Bonds, it may be more sensitive to the adverse credit events in the municipal market. The treatment of municipalities in bankruptcy is more uncertain, and potentially more adverse to debt holders, than for corporate issues. Interest Rate Risk – the value of Municipal Bonds, similar to other fixed income securities, will likely drop as interest rates rise in the general market. Conversely, when rates decline, bond prices generally rise. Investments may include securities that have a rating that below investment grade, including “high yield” securities. High yield bonds are subject to interest rate risk. If rates increase, the value generally declines. Leverage is a speculative technique that exposes a closed-end fund to greater risk and increased costs than if it were not used. The use of leverage may cause greater volatility in the level of a closed-end fund’s NAV, market price and distributions on its common shares. Leverage will also result in higher fees to the closed-end fund manager because the amount of assets under management will be included in the Fund’s managed assets. There can be no assurance that a closed-end fund will use leverage or that its leveraging strategy will be successful during any period in which it is employed.

Investors should consider the investment objectives, risks, charges and expenses of RiverNorth’s mutual funds (or Investment Companies) carefully before investing. To obtain a prospectus containing this and other important information, please call 888.848.7569 or visit rivernorth.com. Please read the prospectus carefully before investing.

Open-end mutual funds are distributed by ALPS Distributors Inc., FINRA Member firm. RiverNorth is not affiliated with ALPS.

NOT FDIC INSURED – NO BANK GUARANTEE – MAY LOSE VALUE