Terms

Series

5.375% Series H Cumulative Preferred Shares

Liquidation Preference

$25.00

Coupon Rate

5.375%

Rate Type

Fixed

Annual Dividend

$1.34

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

June 7, 2024

First Call Price

$25.00

Capital Stack Ranking

Junior To: All Indebtedness And Debt Obligations Of The Fund; Pari Passu With: Series A Cumulative Preferred Shares, Series B Auction Market Cumulative Preferred Shares, Series C Auction Market Cumulative Preferred Shares, Series D Cumulative Preferred Shares, Series E Auction Rate Cumulative Preferred Shares, Series G Cumulative Preferred Shares; Senior To: Common Shares

Credit Rating (Moody's)

anticipated/pending at time of offering

Regulatory (Basel III) Call

Yes

Tax Classification

Other

Shares Offered

2,000,000

Prospectus Summary

The Gabelli Dividend & Income Trust (NYSE: GDV) is offering 2,000,000 shares of its 5.375% Series H Cumulative Preferred Shares at a liquidation preference of $25.00 per share, with an optional redemption date of June 7, 2024. This is a fixed-rate security paying 5.375% per annum ($1.34375 annually, or approximately $0.336 per quarter) on the $25 liquidation preference. Crucially, the dividends are cumulative — if the Fund fails to declare or pay a scheduled dividend, the unpaid amounts accumulate and must be paid in full before any dividends can be paid on common shares, providing meaningful protection to preferred holders in periods of portfolio stress. The Series H Preferred Shares sit above common shares but below all Fund indebtedness in the capital stack, ranking pari passu with the Fund's existing Series A, B, C, D, E, and G preferred shares (totaling over $500 million in aggregate liquidation preference). As a closed-end fund registered under the 1940 Act, the Fund must maintain at least 200% asset coverage over all preferred shares at all times. If asset coverage falls below 200% and is not cured within 49 days, mandatory redemption of preferred shares — potentially including Series H — is triggered. Similarly, failure to maintain the rating agency Basic Maintenance Amount (as defined by Moody's) triggers mandatory redemption if not cured within 10 business days. The Fund may also redeem Series H shares at any time prior to the optional call date if necessary to preserve its RIC tax status. At the $25.00 offering price, Series H yields 5.375% annually, paid quarterly on March 26, June 26, September 26, and December 26 (commencing September 26, 2019), with record dates set as of the close of business on the fifth preceding business day. The tax treatment of distributions is not explicitly characterized in this supplement — investors are directed to the Fund's full Prospectus and SAI for U.S. federal income tax analysis, including whether any portion qualifies for preferential qualified dividend income rates. Dividends on common shares are blocked if the Fund cannot meet applicable asset coverage requirements, and any future Fund notes or bank borrowings with inadequate coverage could also restrict preferred distributions.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If the Fund fails to pay full cumulative dividends on all parity preferred shares, it cannot pay dividends on Series H Preferred Shares on a preferential basis; dividends are paid pro rata. The Fund also cannot declare dividends on common shares unless 200% asset coverage is maintained, and any Fund indebtedness with inadequate coverage could block preferred distributions.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 73 (Strong)