Statement of Assets and Liabilities
|
|
|
|
|
Assets
|
|
December 31, 2020
|
|
|
|
Unaffiliated investments, at value (identified cost, $93,892,579)
|
|
$
|
394,623,348
|
|
|
|
Cash
|
|
|
715,782
|
|
|
|
Dividends receivable
|
|
|
357,348
|
|
|
|
Receivable from the transfer agent
|
|
|
48,526
|
|
|
|
Total assets
|
|
$
|
395,745,004
|
|
|
Liabilities
|
|
|
|
Written options outstanding, at value (premiums received, $5,500,685)
|
|
$
|
6,953,230
|
|
|
|
Payable to affiliates:
|
|
|
|
|
|
|
Investment adviser fee
|
|
|
325,694
|
|
|
|
Trustees fees
|
|
|
4,900
|
|
|
|
Accrued expenses
|
|
|
203,465
|
|
|
|
Total liabilities
|
|
$
|
7,487,289
|
|
|
|
Net Assets
|
|
$
|
388,257,715
|
|
|
Sources of Net Assets
|
|
|
|
Common shares, $0.01 par value, unlimited number of shares authorized, 26,613,462 shares issued and outstanding
|
|
$
|
266,135
|
|
|
|
Additional paid-in capital
|
|
|
92,652,667
|
|
|
|
Distributable earnings
|
|
|
295,338,913
|
|
|
|
Net Assets
|
|
$
|
388,257,715
|
|
|
|
Net Asset Value
|
|
|
|
|
|
|
($388,257,715 ÷ 26,613,462 common shares issued and outstanding)
|
|
$
|
14.59
|
|
|
|
|
|
|
|
|
11
|
|
See Notes to Financial Statements.
|
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Statement of Operations
|
|
|
|
|
Investment Income
|
|
Year Ended
December 31, 2020
|
|
|
|
Dividends
|
|
$
|
7,643,166
|
|
|
|
Total investment income
|
|
$
|
7,643,166
|
|
|
|
Expenses
|
|
|
|
|
|
|
Investment adviser fee
|
|
$
|
3,663,191
|
|
|
|
Trustees fees and expenses
|
|
|
19,916
|
|
|
|
Custodian fee
|
|
|
140,243
|
|
|
|
Transfer and dividend disbursing agent fees
|
|
|
18,529
|
|
|
|
Legal and accounting services
|
|
|
76,683
|
|
|
|
Printing and postage
|
|
|
151,747
|
|
|
|
Miscellaneous
|
|
|
33,267
|
|
|
|
Total expenses
|
|
$
|
4,103,576
|
|
|
|
Net investment income
|
|
$
|
3,539,590
|
|
|
|
Realized and Unrealized Gain (Loss)
|
|
|
|
|
|
|
Net realized gain (loss)
|
|
|
|
|
|
|
Investment transactions
|
|
$
|
49,820,916
|
|
|
|
Written options
|
|
|
(37,354,313
|
)
|
|
|
Net realized gain
|
|
$
|
12,466,603
|
|
|
|
Change in unrealized appreciation (depreciation)
|
|
|
|
|
|
|
Investments
|
|
$
|
181,026
|
|
|
|
Written options
|
|
|
499,955
|
|
|
|
Net change in unrealized appreciation (depreciation)
|
|
$
|
680,981
|
|
|
|
Net realized and unrealized gain
|
|
$
|
13,147,584
|
|
|
|
Net increase in net assets from operations
|
|
$
|
16,687,174
|
|
|
|
|
|
|
|
|
12
|
|
See Notes to Financial Statements.
|
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Statements of Changes in Net Assets
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
Increase (Decrease) in Net Assets
|
|
2020
|
|
|
2019
|
|
|
|
|
From operations
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
$
|
3,539,590
|
|
|
$
|
3,884,591
|
|
|
|
|
Net realized gain
|
|
|
12,466,603
|
|
|
|
8,381,258
|
|
|
|
|
Net change in unrealized appreciation (depreciation)
|
|
|
680,981
|
|
|
|
54,565,665
|
|
|
|
|
Net increase in net assets from operations
|
|
$
|
16,687,174
|
|
|
$
|
66,831,514
|
|
|
|
|
Distributions to shareholders
|
|
$
|
(16,550,378
|
)
|
|
$
|
(14,995,584
|
)
|
|
|
|
Tax return of capital to shareholders
|
|
$
|
(17,916,017
|
)
|
|
$
|
(19,417,933
|
)
|
|
|
|
Capital share transactions
|
|
|
|
|
|
|
|
|
|
|
|
Reinvestment of distributions
|
|
$
|
534,358
|
|
|
$
|
575,254
|
|
|
|
|
Net increase in net assets from capital share transactions
|
|
$
|
534,358
|
|
|
$
|
575,254
|
|
|
|
|
Net increase (decrease) in net assets
|
|
$
|
(17,244,863
|
)
|
|
$
|
32,993,251
|
|
|
|
|
Net Assets
|
|
|
|
|
|
|
|
|
|
|
|
At beginning of year
|
|
$
|
405,502,578
|
|
|
$
|
372,509,327
|
|
|
|
|
At end of year
|
|
$
|
388,257,715
|
|
|
$
|
405,502,578
|
|
|
|
|
|
|
|
|
13
|
|
See Notes to Financial Statements.
|
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Financial Highlights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
|
|
2020
|
|
|
2019
|
|
|
2018
|
|
|
2017
|
|
|
2016
|
|
|
|
|
|
|
|
Net asset value Beginning of year
|
|
$
|
15.260
|
|
|
$
|
14.040
|
|
|
$
|
16.350
|
|
|
$
|
15.500
|
|
|
$
|
15.520
|
|
|
|
|
|
|
|
Income (Loss) From Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income(1)
|
|
$
|
0.133
|
|
|
$
|
0.146
|
|
|
$
|
0.148
|
|
|
$
|
0.156
|
|
|
$
|
0.189
|
|
|
|
|
|
|
|
Net realized and unrealized gain (loss)
|
|
|
0.493
|
|
|
|
2.370
|
|
|
|
(1.172
|
)
|
|
|
1.980
|
|
|
|
1.087
|
|
|
|
|
|
|
|
Total income (loss) from operations
|
|
$
|
0.626
|
|
|
$
|
2.516
|
|
|
$
|
(1.024
|
)
|
|
$
|
2.136
|
|
|
$
|
1.276
|
|
|
|
|
|
|
|
Less Distributions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From net investment income
|
|
$
|
(0.130
|
)
|
|
$
|
(0.143
|
)
|
|
$
|
(0.144
|
)
|
|
$
|
(0.150
|
)
|
|
$
|
(0.177
|
)
|
|
|
|
|
|
|
From net realized gain
|
|
|
(0.492
|
)
|
|
|
(0.422
|
)
|
|
|
(0.108
|
)
|
|
|
|
|
|
|
(0.482
|
)
|
|
|
|
|
|
|
Tax return of capital
|
|
|
(0.674
|
)
|
|
|
(0.731
|
)
|
|
|
(1.044
|
)
|
|
|
(1.146
|
)
|
|
|
(0.637
|
)
|
|
|
|
|
|
|
Total distributions
|
|
$
|
(1.296
|
)
|
|
$
|
(1.296
|
)
|
|
$
|
(1.296
|
)
|
|
$
|
(1.296
|
)
|
|
$
|
(1.296
|
)
|
|
|
|
|
|
|
Premium from common shares sold through shelf offering (see Note 5)(1)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
0.010
|
|
|
$
|
0.010
|
|
|
$
|
|
|
|
|
|
|
|
|
Net asset value End of year
|
|
$
|
14.590
|
|
|
$
|
15.260
|
|
|
$
|
14.040
|
|
|
$
|
16.350
|
|
|
$
|
15.500
|
|
|
|
|
|
|
|
Market value End of year
|
|
$
|
15.000
|
|
|
$
|
16.400
|
|
|
$
|
13.450
|
|
|
$
|
16.730
|
|
|
$
|
16.520
|
|
|
|
|
|
|
|
Total Investment Return on Net Asset Value(2)
|
|
|
5.07
|
%
|
|
|
18.50
|
%
|
|
|
(6.69
|
)%
|
|
|
14.30
|
%
|
|
|
8.68
|
%
|
|
|
|
|
|
|
Total Investment Return on Market Value(2)
|
|
|
0.51
|
%
|
|
|
32.93
|
%
|
|
|
(12.65
|
)%
|
|
|
9.73
|
%
|
|
|
7.63
|
%
|
|
|
|
|
|
|
Ratios/Supplemental Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets, end of year (000s omitted)
|
|
$
|
388,258
|
|
|
$
|
405,503
|
|
|
$
|
372,509
|
|
|
$
|
417,859
|
|
|
$
|
382,921
|
|
|
|
|
|
|
|
Ratios (as a percentage of average daily net assets):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
1.12
|
%
|
|
|
1.11
|
%
|
|
|
1.11
|
%
|
|
|
1.11
|
%
|
|
|
1.12
|
%
|
|
|
|
|
|
|
Net investment income
|
|
|
0.97
|
%
|
|
|
0.99
|
%
|
|
|
0.94
|
%
|
|
|
0.97
|
%
|
|
|
1.25
|
%
|
|
|
|
|
|
|
Portfolio Turnover
|
|
|
8
|
%
|
|
|
2
|
%
|
|
|
4
|
%
|
|
|
1
|
%
|
|
|
6
|
%
|
(1)
|
Computed using average shares outstanding.
|
(2)
|
Returns are historical and are calculated by determining the percentage change in net asset value or market value with all distributions reinvested.
Distributions are assumed to be reinvested at prices obtained under the Funds dividend reinvestment plan.
|
|
|
|
|
|
|
|
14
|
|
See Notes to Financial Statements.
|
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Notes to Financial Statements
1 Significant Accounting Policies
Eaton Vance Tax-Managed Buy-Write Income Fund (the Fund)
is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a diversified, closed-end management investment company. The Funds primary investment objective is to provide current income
and gains, with a secondary objective of capital appreciation.
The following is a summary of significant accounting policies of the Fund. The policies
are in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP). The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (FASB)
Accounting Standards Codification Topic 946.
A Investment Valuation
The following methodologies are used to determine the market value or fair value of investments.
Equity Securities. Equity securities listed on a
U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and ask prices on the exchange where such securities are principally
traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued
at the mean between the latest available bid and ask prices.
Derivatives. U.S. exchange-traded options are valued at the mean between the bid and
ask prices at valuation time as reported by the Options Price Reporting Authority. Non-U.S. exchange-traded options and over-the-counter options are valued by a third party pricing service using techniques that consider factors including the value
of the underlying instrument, the volatility of the underlying instrument and the period of time until option expiration.
Fair Valuation.
Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Fund in a manner that most fairly
reflects the securitys fair value, which is the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant
factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the securitys disposition, the price and extent of
public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the
appropriate stock exchange (for exchange-traded securities), an analysis of the companys or entitys financial statements, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and
sold.
B Investment Transactions Investment transactions for financial
statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.
C Income Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities.
D Federal Taxes The Funds policy is to comply with the provisions of the
Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision
for federal income or excise tax is necessary.
As of December 31, 2020, the Fund had no uncertain tax positions that would require financial
statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of
filing.
E Use of Estimates The preparation of the financial statements
in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting
period. Actual results could differ from those estimates.
F Indemnifications
Under the Funds organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund. Under Massachusetts law, if certain conditions
prevail, shareholders of a Massachusetts business trust (such as the Fund) could be deemed to have personal liability for the obligations of the Fund. However, the Funds Declaration of Trust contains an express disclaimer of liability on the
part of Fund shareholders and the By-laws provide that the Fund shall assume, upon request by the shareholder, the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any
shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers
that may contain indemnification clauses. The Funds maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.
G Written Options Upon the writing of a call or a put option, the premium received
by the Fund is included in the Statement of Assets and Liabilities as a liability. The amount of the liability is subsequently marked-to-market to reflect the current market value of the option written, in accordance with the Funds policies on
investment valuations discussed above. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount
paid on the transaction to determine the realized gain or loss. When an index option is exercised, the Fund is required to deliver an amount of cash determined by the excess of the exercise price of the option over the value of the index (in the
case of a put) or the excess of the value of the index over the exercise price of the option (in the case of a call) at contract termination. If a put option on a security is exercised, the premium reduces the cost basis of the securities purchased
by the Fund.
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Notes to Financial Statements continued
The Fund, as a writer of an option, may have no control over whether the underlying securities or other assets may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change
in the price of the securities or other assets underlying the written option. The Fund may also bear the risk of not being able to enter into a closing transaction if a liquid secondary market does not exist.
2 Distributions to Shareholders and Income Tax Information
Subject to its Managed Distribution Plan, the Fund makes monthly distributions from its cash available for distribution, which consists of the Funds dividends and interest income after payment of Fund
expenses, net option premiums and net realized and unrealized gains on stock investments. The Fund intends to distribute all or substantially all of its net realized capital gains. Distributions are recorded on the ex-dividend date. Distributions to
shareholders are determined in accordance with income tax regulations, which may differ from U.S. GAAP. As required by U.S. GAAP, only distributions in excess of tax basis earnings and profits are reported in the financial statements as a return of
capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income. Distributions in
any year may include a substantial return of capital component.
The tax character of distributions declared for the years ended December 31, 2020
and December 31, 2019 was as follows:
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
|
|
2020
|
|
|
2019
|
|
|
|
|
Ordinary income
|
|
$
|
3,462,772
|
|
|
$
|
3,792,661
|
|
|
|
|
Long-term capital gains
|
|
$
|
13,087,606
|
|
|
$
|
11,202,923
|
|
|
|
|
Tax return of capital
|
|
$
|
17,916,017
|
|
|
$
|
19,417,933
|
|
As of December 31, 2020, the components of distributable earnings (accumulated loss) on a tax basis were as follows:
|
|
|
|
|
|
|
Post October capital losses
|
|
$
|
(5,394,687
|
)
|
|
|
Net unrealized appreciation
|
|
$
|
300,733,600
|
|
At December 31, 2020, the Fund had a net capital loss of $5,394,687 attributable to security transactions incurred after
October 31, 2020 that it has elected to defer. This net capital loss is treated as arising on the first day of the Funds taxable year ending December 31, 2021.
The cost and unrealized appreciation (depreciation) of investments, including open derivative contracts, of the Fund at December 31, 2020, as determined on a federal income tax basis, were as follows:
|
|
|
|
|
|
|
Aggregate cost
|
|
$
|
93,889,748
|
|
|
|
Gross unrealized appreciation
|
|
$
|
300,899,252
|
|
|
|
Gross unrealized depreciation
|
|
|
(165,652
|
)
|
|
|
Net unrealized appreciation
|
|
$
|
300,733,600
|
|
3 Investment Adviser Fee and Other Transactions with Affiliates
The investment adviser fee is earned by Eaton Vance Management (EVM), a wholly-owned subsidiary of Eaton Vance Corp., as compensation for management and investment
advisory services rendered to the Fund. The fee is computed at an annual rate of 1.00% of the Funds average daily gross assets and is payable monthly. Gross assets as referred to herein represent net assets plus obligations attributable to
investment leverage, if any. For the year ended December 31, 2020, the Funds investment adviser fee amounted to $3,663,191. Pursuant to a sub-advisory agreement, EVM has delegated a portion of the investment management to Parametric
Portfolio Associates LLC (Parametric), a wholly-owned indirect subsidiary of Eaton Vance Corp. EVM pays Parametric a portion of its investment adviser fee for sub-advisory services provided to the Fund. EVM also serves as administrator of the Fund,
but receives no compensation.
Trustees and officers of the Fund who are members of EVMs organization receive remuneration for their services to
the Fund out of the investment adviser fee. Trustees of the Fund who are not affiliated with EVM may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the
year ended December 31, 2020, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of EVM.
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Notes to Financial Statements continued
4 Purchases and Sales of Investments
Purchases and sales of investments, other than
short-term obligations, aggregated $30,053,955 and $95,627,202, respectively, for the year ended December 31, 2020.
5 Common Shares of Beneficial Interest and Shelf Offering
Common shares issued by the Fund pursuant to its dividend reinvestment plan for the years ended December 31, 2020 and December 31, 2019 were 39,078 and 38,493, respectively.
In August 2012, the Board of Trustees initially approved a share repurchase program for the Fund. Pursuant to the reauthorization of the share repurchase program by
the Board of Trustees in March 2019, the Fund is authorized to repurchase up to 10% of its common shares outstanding as of the last day of the prior calendar year at market prices when shares are trading at a discount to net asset value. The share
repurchase program does not obligate the Fund to purchase a specific amount of shares. There were no repurchases of common shares by the Fund for the years ended December 31, 2020 and December 31, 2019.
Pursuant to a registration statement filed with and declared effective on April 5, 2017 by the SEC, the Fund is authorized to issue up to an additional
2,965,949 common shares through an equity shelf offering program (the shelf offering). Under the shelf offering, the Fund, subject to market conditions, may raise additional capital from time to time and in varying amounts and offering
methods at a net price at or above the Funds net asset value per common share. During the years ended December 31, 2020 and December 31, 2019, there were no common shares sold by the Fund pursuant to its shelf offering.
6 Financial Instruments
The Fund may
trade in financial instruments with off-balance sheet risk in the normal course of its investing activities. These financial instruments may include written options and may involve, to a varying degree, elements of risk in excess of the amounts
recognized for financial statement purposes. The notional or contractual amounts of these instruments represent the investment the Fund has in particular classes of financial instruments and do not necessarily represent the amounts potentially
subject to risk. The measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are considered. A summary of obligations under these financial instruments at December 31, 2020 is
included in the Portfolio of Investments. At December 31, 2020, the Fund had sufficient cash and/or securities to cover commitments under these contracts.
The Fund is subject to equity price risk in the normal course of pursuing its investment objectives. The Fund writes index call options above the current value of the index to generate premium income. In writing
index call options, the Fund in effect, sells potential appreciation in the value of the applicable index above the exercise price in exchange for the option premium received. The Fund retains the risk of loss, minus the premium received, should the
value of the underlying index decline.
The fair value of open derivative instruments (not considered to be hedging instruments for accounting disclosure
purposes) and whose primary underlying risk exposure is equity price risk at December 31, 2020 was as follows:
|
|
|
|
|
|
|
|
|
|
|
Fair Value
|
|
Derivative
|
|
Asset Derivative
|
|
|
Liability Derivative(1)
|
|
|
|
|
Written options
|
|
$
|
|
|
|
$
|
(6,953,230
|
)
|
(1)
|
Statement of Assets and Liabilities location: Written options outstanding, at value.
|
The effect of derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) on the Statement of Operations and whose primary underlying risk exposure is equity price risk for
the year ended December 31, 2020 was as follows:
|
|
|
|
|
|
|
|
|
Derivative
|
|
Realized Gain (Loss)
on Derivatives Recognized
in Income(1)
|
|
|
Change in Unrealized
Appreciation (Depreciation) on
Derivatives Recognized in
Income(2)
|
|
|
|
|
Written options
|
|
$
|
(37,354,313
|
)
|
|
$
|
499,955
|
|
(1)
|
Statement of Operations location: Net realized gain (loss) Written options.
|
(2)
|
Statement of Operations location: Change in unrealized appreciation (depreciation) Written options.
|
The average number of written options contracts outstanding during the year ended December 31, 2020, which is indicative of the volume of this derivative type,
was 1,079 contracts.
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Notes to Financial Statements continued
7 Fair Value Measurements
Under generally accepted accounting principles for fair value
measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.
|
|
Level 1 quoted prices in active markets for identical investments
|
|
|
Level 2 other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)
|
|
|
Level 3 significant unobservable inputs (including a funds own assumptions in determining the fair value of investments)
|
In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is
determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those
securities.
At December 31, 2020, the hierarchy of inputs used in valuing the Funds investments and open derivative instruments, which are
carried at value, were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset Description
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Total
|
|
|
|
|
|
|
Common Stocks
|
|
$
|
394,623,348
|
*
|
|
$
|
|
|
|
$
|
|
|
|
$
|
394,623,348
|
|
|
|
|
|
|
Total Investments
|
|
$
|
394,623,348
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
394,623,348
|
|
|
|
|
|
|
Liability Description
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Written Call Options
|
|
$
|
(6,953,230
|
)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
(6,953,230
|
)
|
|
|
|
|
|
Total
|
|
$
|
(6,953,230
|
)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
(6,953,230
|
)
|
*
|
The level classification by major category of investments is the same as the category presentation in the Portfolio of Investments.
|
8 Risks and Uncertainties
Pandemic Risk
An outbreak of respiratory disease caused by a novel coronavirus was first detected in China in
December 2019 and subsequently spread internationally. This coronavirus has resulted in closing borders, enhanced health screenings, changes to healthcare service preparation and delivery, quarantines, cancellations, disruptions to supply chains and
customer activity, as well as general concern and uncertainty. Health crises caused by outbreaks, such as the coronavirus outbreak, may exacerbate other pre-existing political, social and economic risks and disrupt normal market conditions and
operations. The impact of this outbreak has negatively affected the worldwide economy, the economies of individual countries, individual companies, and the market in general, and may continue to do so in significant and unforeseen ways, as may other
epidemics and pandemics that may arise in the future. Any such impact could adversely affect the Funds performance, or the performance of the securities in which the Fund invests.
9 Additional Information
On October 8, 2020, Morgan Stanley and Eaton Vance Corp.
(Eaton Vance) announced that they had entered into a definitive agreement under which Morgan Stanley would acquire Eaton Vance. Under the Investment Company Act of 1940, as amended, consummation of this transaction may be deemed to
result in the automatic termination of an Eaton Vance Funds investment advisory agreement and, where applicable, any related sub-advisory agreement. On November 10, 2020, the Funds Board approved a new investment advisory agreement
and a new sub-advisory agreement. The new investment advisory agreement and new sub-advisory agreement were approved by Fund shareholders at a joint special meeting of shareholders held on January 22, 2021, and would take effect upon
consummation of the transaction.
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Report of Independent Registered Public
Accounting Firm
To the Trustees and Shareholders of Eaton Vance Tax-Managed Buy-Write Income Fund:
Opinion on the Financial Statements and Financial Highlights
We have audited the accompanying
statement of assets and liabilities of Eaton Vance Tax-Managed Buy-Write Income Fund (the Fund), including the portfolio of investments, as of December 31, 2020, the related statement of operations for the year then ended, the
statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes. In our opinion, the financial statements and financial
highlights present fairly, in all material respects, the financial position of the Fund as of December 31, 2020, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period
then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements and financial highlights are the responsibility of the
Funds management. Our responsibility is to express an opinion on the Funds financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board
(United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial
reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds internal control over financial
reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the
financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial
statements and financial highlights. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial
highlights. Our procedures included confirmation of securities owned as of December 31, 2020, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that
our audits provide a reasonable basis for our opinion.
/s/ Deloitte & Touche LLP
Boston, Massachusetts
February 17, 2021
We have served as the auditor of one or more Eaton Vance investment companies since 1959.
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Federal Tax Information (Unaudited)
The Form 1099-DIV you received in February 2021 showed the tax status of all distributions paid to your account in calendar year 2020. Shareholders are advised to consult their own tax adviser with respect to the
tax consequences of their investment in the Fund. As required by the Internal Revenue Code and/or regulations, shareholders must be notified regarding the status of qualified dividend income for individuals, the dividends received deduction for
corporations and capital gains dividends.
Qualified Dividend Income. For the fiscal year ended December 31, 2020, the Fund
designates approximately $6,781,752, or up to the maximum amount of such dividends allowable pursuant to the Internal Revenue Code, as qualified dividend income eligible for the reduced tax rate of 15%.
Dividends Received Deduction. Corporate shareholders are generally entitled to take the dividends received deduction on the portion of the
Funds dividend distribution that qualifies under tax law. For the Funds fiscal 2020 ordinary income dividends, 100% qualifies for the corporate dividends received deduction.
Capital Gains Dividends. The Fund hereby designates as a capital gain dividend with respect to the taxable year ended December 31, 2020, $13,087,606 or, if subsequently determined to be
different, the net capital gain of such year.
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Dividend Reinvestment Plan
The Fund offers a dividend reinvestment plan (Plan) pursuant to which shareholders may elect to have distributions automatically reinvested in common shares (Shares) of the Fund. You may elect to participate in the
Plan by completing the Dividend Reinvestment Plan Application Form. If you do not participate, you will receive all distributions in cash paid by check mailed directly to you by American Stock Transfer & Trust Company, LLC (AST) as dividend
paying agent. On the distribution payment date, if the NAV per Share is equal to or less than the market price per Share plus estimated brokerage commissions, then new Shares will be issued. The number of Shares shall be determined by the greater of
the NAV per Share or 95% of the market price. Otherwise, Shares generally will be purchased on the open market by AST, the Plan agent (Agent). Distributions subject to income tax (if any) are taxable whether or not Shares are reinvested.
If your Shares are in the name of a brokerage firm, bank, or other nominee, you can ask the firm or nominee to participate in the Plan on your behalf. If the
nominee does not offer the Plan, you will need to request that the Funds transfer agent re-register your Shares in your name or you will not be able to participate.
The Agents service fee for handling distributions will be paid by the Fund. Plan participants will be charged their pro rata share of brokerage commissions on all open-market purchases.
Plan participants may withdraw from the Plan at any time by writing to the Agent at the address noted on the following page. If you withdraw, you will receive
Shares in your name for all Shares credited to your account under the Plan. If a participant elects by written notice to the Agent to sell part or all of his or her Shares and remit the proceeds, the Agent is authorized to deduct a $5.00 fee plus
brokerage commissions from the proceeds.
If you wish to participate in the Plan and your Shares are held in your own name, you may complete the form on
the following page and deliver it to the Agent. Any inquiries regarding the Plan can be directed to the Agent at 1-866-439-6787.
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Application for Participation in Dividend Reinvestment Plan
This form is for shareholders who hold their common shares in their own names. If your common shares are held in the
name of a brokerage firm, bank, or other nominee, you should contact your nominee to see if it will participate in the Plan on your behalf. If you wish to participate in the Plan, but your brokerage firm, bank, or nominee is unable to participate on
your behalf, you should request that your common shares be re-registered in your own name which will enable your participation in the Plan.
The following authorization and appointment is given with the understanding that I may terminate it at any time by terminating my participation in the Plan as provided in the terms and conditions of the Plan.
Please print exact name on account
Shareholder signature
Date
Shareholder signature
Date
Please sign exactly as your common
shares are registered. All persons whose names appear on the share certificate must sign.
YOU SHOULD NOT RETURN THIS
FORM IF YOU WISH TO RECEIVE YOUR DISTRIBUTIONS IN CASH. THIS IS NOT A PROXY.
This authorization form, when
signed, should be mailed to the following address:
Eaton Vance Tax-Managed Buy-Write Income Fund
c/o American Stock Transfer & Trust Company, LLC
P.O. Box 922
Wall Street Station
New York, NY 10269-0560
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Board of Trustees Contract Approval
Overview of the Contract Review Process
Even though the following description of the Boards
(as defined below) consideration of investment advisory agreements covers multiple funds, for purposes of this shareholder report, the description is only relevant as to Eaton Vance Tax-Managed Buy-Write Income Fund (ETB).
At a meeting held on November 10, 2020 (the November Meeting), the Board of Trustees (each, a
Board and, collectively, the Board) of each closed-end Fund (each, a Fund and, collectively, the Funds(1)) managed by Eaton
Vance Management (Eaton Vance), including a majority of the Board members (the Independent Trustees) who are not interested persons (as defined in the Investment Company Act of 1940 (the 1940 Act)) of
the Funds or Eaton Vance, voted to approve a new investment advisory agreement between each Fund and Eaton Vance (the New Investment Advisory Agreements) and, for certain Funds, a new investment sub-advisory agreement between Eaton Vance
and the applicable Sub-Adviser (the New Investment Sub-Advisory Agreements(2) and, together with the New Investment Advisory Agreements, the New
Agreements), each of which is intended to go into effect upon the completion of the Transaction (as defined below) (each, a New Agreement and, collectively, the New Agreements). The Boards evaluative process is
more fully described below. In voting its approval of the New Agreements at the November Meeting, the Board relied on an order issued by the Securities and Exchange Commission in response to the impacts of the COVID-19 pandemic that provided
temporary relief from the in-person meeting requirements under Section 15 of the 1940 Act.
In voting its approval of the New Agreements, the Board
of each Fund relied upon the recommendation of its Contract Review Committee, which is a committee comprised exclusively of Independent Trustees. Prior to and during meetings leading up to the November Meeting, the Contract Review Committee reviewed
and discussed information furnished by Eaton Vance, the Sub-Advisers, and Morgan Stanley, as requested by the Independent Trustees, that the Contract Review Committee considered reasonably necessary to evaluate the terms of the New Agreements and to
form its recommendations. Such information included, among other things, the terms and anticipated impacts of Morgan Stanleys pending acquisition of Eaton Vance Corp. (the Transaction) on the Funds and their shareholders. In
addition to considering information furnished specifically to evaluate the impact of the Transaction on the Funds and their respective shareholders, the Board and its Contract Review Committee also considered information furnished for prior meetings
of the Board and its committees, including, but not limited to, information provided in connection with the annual contract review process for the Funds, which most recently culminated in April 2020 (the 2020 Annual Approval Process).
The Board of each Fund, including the Independent Trustees, concluded that the applicable New Investment Advisory Agreement and, as applicable, New
Investment Sub-Advisory Agreement, including the fees payable thereunder, was fair and reasonable, and it voted to approve the New Investment Advisory Agreement and, as applicable, New Investment Sub-Advisory Agreement and to recommend that
shareholders do so as well.
Shortly after the announcement of the Transaction, the Board, including all of the Independent Trustees, met with senior
representatives from Eaton Vance and Morgan Stanley at its meeting held on October 13, 2020 to discuss certain aspects of the Transaction and the expected impacts of the Transaction on the Funds and their shareholders. As part of the
Boards evaluation process, counsel to the Independent Trustees, on behalf of the Contract Review Committee, requested additional information to assist the Independent Trustees in their evaluation of the New Agreements and the implications of
the Transaction, as well as other contractual arrangements that may be affected by the Transaction. The Contract Review Committee considered information furnished by Eaton Vance and Morgan Stanley, their respective affiliates, and, as applicable,
the Sub-Advisers during meetings on November 5, 2020 and November 10, 2020.
The Contract Review Committee again met with senior
representatives of Eaton Vance, the Sub-Advisers, and Morgan Stanley at its meeting on November 10, 2020, to further discuss the approval of the New Agreements. The representatives from Eaton Vance, the Sub-Advisers, and Morgan Stanley each
made presentations to, and responded to questions from, the Independent Trustees. The Contract Review Committee considered Eaton Vances, the Sub-Advisers and Morgan Stanleys responses related to the Transaction and specifically to
the Funds, as well as information received in connection with the 2020 Annual Approval Process, with respect to its evaluation of the New Agreements. Among other information, the Board considered:
Information about the Transaction and its Terms
|
|
|
Information about the material terms and conditions, and expected impact, of the Transaction that relate to the Funds, including the expected impact on the
businesses conducted by Eaton Vance and the Sub-Advisers with respect to the Funds and, with respect to those Funds (including ETB) that have shares registered under the Securities Act of 1933, as amended, pursuant to shelf registration statements,
Eaton Vance Distributors, Inc. as the distributor of those shares;
|
|
|
|
Information about the advantages of the Transaction as they relate to the Funds and their shareholders;
|
|
|
|
A commitment that the Funds would not bear any expenses, directly or indirectly, in connection with the Transaction, including with respect to the solicitation
of shareholder approval of the New Agreements;
|
|
|
|
A commitment that, for a period of three years after the Closing, at least 75% of each Funds Board members must not be interested persons (as
defined in the 1940 Act) of the investment adviser (or predecessor investment adviser, if applicable) pursuant to Section 15(f)(1)(A) of the 1940 Act;
|
(1)
|
References to the Funds do not include Eaton Vance Floating-Rate Income Plus Fund.
|
(2)
|
With respect to certain of the Funds, Eaton Vance is currently a party to a sub-advisory agreement (collectively, the Current Sub-Advisory
Agreements) with Eaton Vance Advisers International Ltd. or Parametric Portfolio Associates LLC (Parametric), each an affiliate of Eaton Vance (together, the Sub-Advisers). ETB is sub-advised by Parametric. Accordingly,
references to the Sub-Advisers or the New Sub-Advisory Agreements are not applicable to all Funds.
|
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Board of Trustees Contract Approval continued
|
|
|
A commitment that Morgan Stanley would use its reasonable best efforts to ensure that it did not impose any unfair burden (as that term is used in
section 15(f)(1)(B) of the 1940 Act) on the Funds as a result of the Transaction;
|
|
|
|
Information with respect to the potential impact of the Transaction on personnel and/or other resources of Eaton Vance and its affiliates, including the
Sub-Advisers, as well as any expected changes to compensation, including any retention-based compensation intended to incentivize key personnel at Eaton Vance and its affiliates, including the Sub-Advisers;
|
|
|
|
Information regarding any changes that are expected with respect to the Funds slate of officers as a result of the Transaction;
|
Information about Morgan Stanley
|
|
|
Information about Morgan Stanleys overall business, including information about the advisory, brokerage and related businesses that Morgan Stanley
operates;
|
|
|
|
Information about Morgan Stanleys financial condition, including its access to capital and other resources required to support the investment advisory
businesses related to the Funds;
|
|
|
|
Information on how the Funds are expected to fit within Morgan Stanleys overall business strategy, and any changes that Morgan Stanley contemplates
implementing to the Funds in the short- or long-term following the closing of the Transaction (the Closing);
|
|
|
|
Information regarding risk management functions at Morgan Stanley and its affiliates, including how existing risk management protocols and procedures may impact
the Funds and/or the businesses of Eaton Vance and its affiliates, including the Sub-Advisers, as they relate to the Funds;
|
|
|
|
Information on the anticipated benefits of the Transaction to the Funds with respect to potential additional distribution capabilities and the ability to access
new markets and customer segments through Morgan Stanleys distribution network, including, in particular, its institutional client base;
|
|
|
|
Information regarding the financial condition and reputation of Morgan Stanley, its worldwide presence, experience as a fund sponsor and manager, commitment to
maintain a high level of cooperation with, and support to, the Funds, strong client service capabilities, and relationships in the asset management industry;
|
Information about the New Agreements
|
|
|
A representation that, after the Closing, all of the Funds will continue to be advised by Eaton Vance and their current Sub-Adviser, as applicable, and will
continue under the Eaton Vance brand;
|
|
|
|
Information regarding the terms of the New Agreements, including certain changes as compared to the current investment advisory agreement between each Fund and
Eaton Vance (collectively, the Current Advisory Agreements) and, as applicable, the current investment sub-advisory agreement between Eaton Vance and a Sub-Adviser (together with the Current Advisory Agreements, the Current
Agreements);
|
|
|
|
Information confirming that the fee rates payable under the New Agreements are not changed as compared to the Current Agreements;
|
|
|
|
A representation that the New Agreements will not cause any diminution in the nature, extent and quality of services provided by Eaton Vance and the Sub-Advisers
to the Funds and their respective shareholders, including with respect to compliance and other non-advisory services;
|
Information
about Fund Performance, Fees and Expenses
|
|
|
A report from an independent data provider comparing the investment performance of each Fund (including, as relevant, total return data, income data, Sharpe
ratios and information ratios) to the investment performance of comparable funds and, as applicable, benchmark indices, over various time periods as of the 2020 Annual Approval Process, as well as performance information as of a more recent date;
|
|
|
|
A report from an independent data provider comparing each Funds total expense ratio (and its components) to those of comparable funds as of the 2020 Annual
Approval Process, as well as fee and expense information as of a more recent date;
|
|
|
|
In certain instances, data regarding investment performance relative to customized groups of peer funds and blended indices identified by Eaton Vance in
consultation with the Portfolio Management Committee of the Board as of the 2020 Annual Approval Process, as well as corresponding performance information as of a more recent date;
|
|
|
|
Comparative information concerning the fees charged and services provided by Eaton Vance and the Sub-Adviser to each Fund in managing other accounts (which may
include other mutual funds, collective investment funds and institutional accounts) using investment strategies and techniques similar to those used in managing such Fund(s), if any;
|
|
|
|
Profitability analyses of Eaton Vance and the Sub-Adviser with respect to each of the Funds as of the 2020 Annual Approval Process, as well as information
regarding the impact of the Transaction on profitability;
|
Information about Portfolio Management and Trading
|
|
|
Descriptions of the investment management services currently provided and expected to be provided to each Fund after the Closing, as well as each of the
Funds investment strategies and policies;
|
|
|
|
The procedures and processes used to determine the fair value of Fund assets, when necessary, and actions taken to monitor and test the effectiveness of such
procedures and processes;
|
|
|
|
Information regarding any contemplated changes to the policies and practices of Eaton Vance and, as applicable, each Funds Sub-Adviser with respect to
trading, including their processes for seeking best execution of portfolio transactions;
|
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Board of Trustees Contract Approval continued
|
|
|
Information regarding the impact on trading and access to capital markets associated with the Funds post-Closing affiliations with Morgan Stanley and its
affiliates, including potential restrictions with respect to the Funds ability to execute portfolio transactions with Morgan Stanley and its affiliates;
|
Information about Eaton Vance and the Sub-Advisers
|
|
|
Information about the financial results and condition of Eaton Vance and the Sub-Advisers since the culmination of the 2020 Annual Approval Process and any
material changes in financial condition that are reasonably expected to occur before and after the Closing;
|
|
|
|
Confirmation that there are no immediately contemplated post-Closing changes to the individual investment professionals whose responsibilities include portfolio
management and investment research for the Funds, and, for portfolio managers and certain other investment professionals, information relating to their responsibilities with respect to managing other mutual funds and investment accounts, as
applicable post-Closing;
|
|
|
|
The Code of Ethics of Eaton Vance and its affiliates, including the Sub-Advisers, together with information relating to compliance with, and the administration
of, such codes;
|
|
|
|
Policies and procedures relating to proxy voting and the handling of corporate actions and class actions;
|
|
|
|
Information concerning the resources devoted to compliance efforts undertaken by Eaton Vance and its affiliates, including the Sub-Advisers, including
descriptions of their various compliance programs and their record of compliance;
|
|
|
|
Information concerning the business continuity and disaster recovery plans of Eaton Vance and its affiliates, including the Sub-Advisers;
|
|
|
|
A description of Eaton Vances oversight of the Sub-Advisers, including with respect to regulatory and compliance issues, investment management and other
matters;
|
Other Relevant Information
|
|
|
Information concerning the nature, cost and character of the administrative and other non-investment advisory services provided by Eaton Vance and its
affiliates;
|
|
|
|
Information concerning oversight of the relationship with the custodian, subcustodians and fund accountants by Eaton Vance and/or administrator to each of the
Funds;
|
|
|
|
Information concerning the benefits of the closed-end fund structure, as well as, where relevant, the closed-end funds market prices, trading volume data,
distribution rates and other relevant matters;
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Confirmation that Eaton Vance intends to continue to manage the Funds in a manner materially consistent with each Funds current investment objective(s) and
principal investment strategies;
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Information regarding Morgan Stanleys commitment to maintaining competitive compensation arrangements to attract and retain highly qualified personnel;
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Confirmation that Eaton Vance and Morgan Stanley will continue to keep the Board apprised of developments as the Transaction progresses and prior to and, as
applicable, following the Closing;
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Confirmation that the current senior management team at Eaton Vance has indicated its strong support of the Transaction; and
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Information regarding the fact that Morgan Stanley and Eaton Vance Corp. will each derive benefits from the Transaction and that, as a result, they have a
financial interest in the matters that were being considered.
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As indicated above, the Board and its Contract Review Committee also
considered information received at its regularly scheduled meetings throughout the year, which included information from portfolio managers and other investment professionals of Eaton Vance and the Sub-Advisers regarding investment and performance
matters, and considered various investment and trading strategies used in pursuing the Funds investment objectives. The Board also received information regarding risk management techniques employed in connection with the management of the
Funds. The Board and its committees evaluated issues pertaining to industry and regulatory developments, compliance procedures, fund governance and other issues with respect to the Funds, and received reports and participated in presentations
provided by Eaton Vance and its affiliates, including the Sub-Advisers, with respect to such matters.
The Contract Review Committee was advised
throughout the evaluation process by Goodwin Procter LLP, independent legal counsel for the Independent Trustees. The members of the Contract Review Committee, with the advice of such counsel, exercised their own business judgment in determining the
material factors to be considered in evaluating the New Agreements and the weight to be given to each such factor. The conclusions reached with respect to the New Agreements were based on a comprehensive evaluation of all the information provided
and not any single factor. Moreover, each Independent Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the New Agreements.
Nature, Extent and Quality of Services
In considering whether to approve the New Agreements, the Board evaluated the nature, extent and quality of services currently provided to each Fund by Eaton Vance and, as applicable, the Sub-Advisers under the
Current Agreements. In evaluating the nature, extent and quality of services to be provided by Eaton Vance and the Sub-Advisers under the New Agreements, the Board considered, among other information, the expected impact, if any, of the Transaction
on the operations, facilities, organization and personnel of Eaton Vance and the Sub-Advisers, and that Morgan Stanley and Eaton Vance have advised the Board that, following the Closing, there is not expected to be any diminution in the nature,
extent and quality of services provided by Eaton Vance and the Sub-Advisers, as applicable, to the Funds and their shareholders, including compliance and other non-advisory services, and that there are not expected to be any changes in portfolio
management personnel as a result of the Transaction.
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Board of Trustees Contract Approval continued
The Board also considered the financial resources of Morgan Stanley and Eaton Vance and the importance of having a Fund manager with, or with access to, significant organizational and financial resources. The Board
considered the benefits to the Funds of being part of a larger combined organization with greater financial resources following the Closing, particularly during periods of market disruptions and volatility. In this regard, the Board considered
information provided by Morgan Stanley regarding its business and operating structure, scale of operation, leadership and reputation, distribution capabilities, and financial condition, as well as information on how the Funds are expected to fit
within Morgan Stanleys overall business strategy and any changes that Morgan Stanley contemplates in the short- or long-term following the Closing. The Board also noted Morgan Stanleys and Eaton Vances commitment to keep the Board
apprised of developments with respect to its long-term integration plans for Eaton Vance, the Sub-Advisers, and existing Morgan Stanley affiliates and their respective personnel.
The Board considered Eaton Vances and the Sub-Advisers management capabilities, investment processes and investment performance in light of the types of investments held by each Fund, including the
education, experience and number of investment professionals and other personnel who provide portfolio management, investment research, and similar services to each Fund. In particular, the Board considered the abilities and experience of Eaton
Vances and, as applicable, Sub-Advisers investment professionals in implementing each Funds investment strategies. The Board also took into account the resources dedicated to portfolio management and other services, the
compensation methods of Eaton Vance and other factors, including the reputation and resources of Eaton Vance to recruit and retain highly qualified research, advisory and supervisory investment professionals. With respect to the recruitment and
retention of key personnel, the Board noted information from Morgan Stanley and Eaton Vance regarding the benefits of joining Morgan Stanley. In addition, the Board considered the time and attention devoted to the Funds by senior management, as well
as the infrastructure, operational capabilities and support staff in place to assist in the portfolio management and operations of the Funds, including the provision of administrative services. With respect to the foregoing, the Board also
considered information from Eaton Vance and Morgan Stanley regarding the anticipated impact of the Transaction on such matters. The Board also considered the business-related and other risks to which Eaton Vance or its affiliates may be subject in
managing the Funds and in connection with the Transaction. The Board considered the deep experience of Eaton Vance and its affiliates with managing and operating funds organized as exchange-listed closed-end funds, such as the Funds. In this regard,
the Board considered, among other things, Eaton Vances and its affiliates experience with implementing leverage arrangements, monitoring and assessing trading price discounts and premiums and adhering to the requirements of securities
exchanges.
The Board considered the compliance programs of Eaton Vance and relevant affiliates thereof, including the Sub-Advisers. The Board considered
compliance and reporting matters regarding, among other things, personal trading by investment professionals, disclosure of portfolio holdings, late trading, frequent trading, portfolio valuation, business continuity and the allocation of investment
opportunities. The Board also considered the responses of Eaton Vance and its affiliates to requests in recent years from regulatory authorities, such as the Securities and Exchange Commission and the Financial Industry Regulatory Authority. The
Board also considered certain information relating to the compliance record of Morgan Stanley and its affiliates, including information requests in recent years from regulatory authorities. With respect to the foregoing, including the compliance
programs of Eaton Vance and the Sub-Advisers, the Board noted information regarding the impact of the Transaction, as well as Eaton Vances and Morgan Stanleys commitment to keep the Board apprised of developments with respect to its
long-term integration plans for Eaton Vance, the Sub-Advisers and existing Morgan Stanley affiliates and their respective personnel.
The Board
considered other administrative services provided and to be provided or overseen by Eaton Vance and its affiliates, including transfer agency and accounting services. The Board evaluated the benefits to shareholders of investing in a fund that is a
part of a large fund complex offering exposure to a variety of asset classes and investment disciplines. The Board noted information that the Transaction was not expected to have any material impact on such matters in the near-term.
In evaluating the nature, extent and quality of the services to be provided under the New Agreements, the Board also considered investment performance information
provided for each Fund in connection with the 2020 Annual Approval Process, as well as information provided as of a more recent date. In this regard, the Board compared each Funds investment performance to that of comparable funds identified
by an independent data provider (the peer group), as well as appropriate benchmark indices and, for certain Funds, a custom peer group of similarly managed funds. The Board also considered, where applicable, Fund-specific performance explanations
based on criteria established by the Board in connection with the 2020 Annual Approval Process and, where applicable, performance explanations as of a more recent date. In addition to the foregoing information, it was also noted that the Board has
received and discussed with management information throughout the year at periodic intervals comparing each Funds performance against applicable benchmark indices and peer groups. In addition, the Board considered each Funds performance
in light of overall financial market conditions. Where a Funds relative underperformance to its peers was significant during one or more specified periods, the Board noted the explanations from Eaton Vance concerning the Funds relative
performance versus the peer group.
After consideration of the foregoing factors, among others, and based on their review of the materials provided and
the assurances received from, and recommendations of, Eaton Vance and Morgan Stanley, the Board determined that the Transaction was not expected to adversely affect the nature, extent and quality of services provided to the Funds by Eaton Vance and
its affiliates, including the Sub-Advisers, and that the Transaction was not expected to have an adverse effect on the ability of Eaton Vance and its affiliates, including the Sub-Advisers, to provide those services. The Board concluded that the
nature, extent and quality of services expected to be provided by Eaton Vance and the Sub-Advisers, taken as a whole, are appropriate and expected to be consistent with the terms of the New Agreements.
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Board of Trustees Contract Approval continued
Management Fees and Expenses
The Board considered contractual fee rates payable by each Fund for advisory and administrative services (referred to collectively as management fees)
in connection with the 2020 Annual Approval Process, as well as information provided as of a more recent date. As part of its review, the Board considered each Funds management fees and total expense ratio over various periods, as compared to
those of comparable funds, before and after giving effect to any undertaking to waive fees or reimburse expenses.
The Board also considered factors,
and, where applicable, certain Fund-specific factors, that had an impact on a Funds total expense ratio relative to comparable funds, as identified by Eaton Vance in response to inquiries from the Contract Review Committee. The Board
considered that the New Agreement does not change a Funds management fee rate or the computation method for calculating such fees, including any separately executed permanent contractual management fee reduction currently in place for the
Fund.
The Board also received and considered, where applicable, information about the services offered and the fee rates charged by Eaton Vance and the
Sub-Advisers to other types of accounts with investment objectives and strategies that are substantially similar to and/or managed in a similar investment style as a Fund. In this regard, the Board received information about the differences in the
nature and scope of services Eaton Vance and the Sub-Advisers, as applicable, provide to the Funds as compared to other types of accounts and the material differences in compliance, reporting and other legal burdens and risks to Eaton Vance and such
Sub-Advisers as between each Fund and other types of accounts.
After considering the foregoing information, and in light of the nature, extent and
quality of the services expected to be provided by Eaton Vance and the Sub-Advisers, the Board concluded that the management fees charged for advisory and related services are reasonable with respect to its approval of the New Agreements.
Profitability and Fall-Out Benefits
During the 2020 Annual Approval Process, the Board considered the level of profits realized by Eaton Vance and relevant affiliates thereof, including the Sub-Advisers, in providing investment advisory and
administrative services to the Funds and to all Eaton Vance funds as a group. The Board considered the level of profits realized without regard to marketing support or other payments by Eaton Vance and its affiliates to third parties in respect of
distribution or other services. In light of the foregoing factors and the nature, extent and quality of the services rendered, the profits realized by Eaton Vance and its affiliates, including the Sub-Advisers, were not deemed to be excessive by the
Board.
The Board noted that Morgan Stanley and Eaton Vance are expected to realize, over time, cost savings from the Transaction based on eliminating
duplicate corporate overhead expenses. The Board considered, however, information from Eaton Vance and Morgan Stanley that such cost savings are not expected to be realized immediately upon the Closing and that, accordingly, there are currently no
specific expected changes in the levels of profitability associated with the advisory and other services provided to the Funds that are contemplated as a result of the Transaction. The Board noted that it will continue to receive information
regarding profitability during its annual contract review processes, including the extent to which cost savings and/or other efficiencies result in changes to profitability levels.
The Board also considered direct or indirect fall-out benefits received by Eaton Vance and its affiliates, including the Sub-Advisers, in connection with their respective relationships with the Funds, including the
benefits of research services that may be available to Eaton Vance and its affiliates as a result of securities transactions effected for the Funds and other investment advisory clients. In evaluating the fall-out benefits to be received by Eaton
Vance and its affiliates under the New Agreements, the Board considered whether the Transaction would have an impact on the fall-out benefits currently realized by Eaton Vance and its affiliates in connection with services provided pursuant to the
Current Agreements.
The Board of each Fund considered that Morgan Stanley may derive reputational and other benefits from its ability to use the names
of Eaton Vance and its affiliates in connection with operating and marketing the Funds. The Board considered that the Transaction, if completed, would significantly increase Morgan Stanleys assets under management and expand Morgan
Stanleys investment capabilities.
Economies of Scale
The Board also considered the extent to which Eaton Vance and its affiliates, on the one hand, and the Funds, on the other hand, can expect to realize benefits from
economies of scale as the assets of the Funds increase. The Board acknowledged the difficulty in accurately measuring the benefits resulting from economies of scale, if any, with respect to the management of any specific Fund or group of funds. As
part of the 2020 Annual Approval Process, the Board reviewed data summarizing the increases and decreases in the assets of the Funds and of all Eaton Vance funds as a group over various time periods, and evaluated the extent to which the total
expense ratio of each Fund and the profitability of Eaton Vance and its affiliates may have been affected by such increases or decreases.
The Board
noted that Morgan Stanley and Eaton Vance are expected to benefit from possible growth of the Funds resulting from enhanced distribution capabilities, including with respect to the Funds potential access to Morgan Stanleys institutional
client base. Based upon the foregoing, the Board concluded that the Funds currently share in the benefits from economies of scale, if any, when they are realized by Eaton Vance, and that the Transaction is not expected to impede a Fund from
continuing to benefit from any future economies of scale realized by Eaton Vance. The Board also considered the
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Board of Trustees Contract Approval continued
fact that the Funds are not continuously offered in the same manner as an open-end fund and that, notwithstanding that certain Funds (including ETB) are authorized to issue additional common shares through a shelf
offering, the Funds assets may not increase materially in the foreseeable future.
Conclusion
Based on its consideration of the foregoing, and such other information it deemed relevant, including the factors and conclusions described above, the Contract
Review Committee recommended to the Board approval of the New Agreements. Based on the recommendation of the Contract Review Committee, the Board, including a majority of the Independent Trustees, unanimously voted to approve the New Agreements for
the Funds and recommended that shareholders approve the New Agreements.
Eaton Vance
Tax-Managed Buy-Write Income Fund
December 31, 2020
Management and Organization
Fund Management. The Trustees of Eaton Vance Tax-Managed Buy-Write Income Fund (the Fund) are responsible for the overall management and supervision of the Funds affairs. The Trustees and
officers of the Fund are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. The noninterested Trustees consist of those Trustees who are not
interested persons of the Fund, as that term is defined under the 1940 Act. The business address of each Trustee and officer is Two International Place, Boston, Massachusetts 02110. As used below, EVC refers to Eaton Vance
Corp., EV refers to Eaton Vance, Inc., EVM refers to Eaton Vance Management, BMR refers to Boston Management and Research and EVD refers to Eaton Vance Distributors, Inc. EVC and EV are the corporate
parent and trustee, respectively, of EVM and BMR. Each officer affiliated with Eaton Vance may hold a position with other Eaton Vance affiliates that is comparable to his or her position with EVM listed below. Each Trustee oversees 144 portfolios
(with the exception of Messrs. Faust and Wennerholm and Ms. Frost who oversee 143 portfolios) in the Eaton Vance Complex (including all master and feeder funds in a master feeder structure). Each officer serves as an officer of certain other
Eaton Vance funds.