Federated Hermes Premier Municipal Income Fund Form SC TO I

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE TO

Tender Offer Statement Under Section 14(D)(1) or 13(E)(1) of the

Securities Exchange Act of 1934

Federated Hermes Premier Municipal Income Fund

(Name of Subject Company (Issuer))

Federated Hermes Premier Municipal Income Fund

(Name of Filing Person (Issuer))

Common Shares, Par Value $0.01 Per Share

(Title of Class of Securities)

31423P108

(CUSIP Number of Class of Securities)

Peter J. Germain, Esquire

1001 Liberty Avenue

Pittsburgh, Pennsylvania 15222-3779

(412) 288-1900

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

and Communications on Behalf of the Person(s) Filing Statement)

With a Copy to:

Jennifer R. Gonzalez

K&L Gates LLP

1601 K Street, NW

Washington, DC 20006

Telephone: (202) 778-9042

Check the appropriate boxes below to designate any transactions to which the statement relates:

☐third party tender offer subject to Rule 14d-1.

⌧issuer tender offer subject to Rule 13e-4.

☐going-private transaction subject to Rule 13e-3.

☐amendment to Schedule 13D under Rule 13d-2.

Check the following box if the filing is a final amendment reporting the results of the tender offer. ☐

Items 1 through 9 and Item 11.

This Tender Offer Statement on Schedule TO is filed by Federated Hermes Premier Municipal Income Fund (NYSE: FMN), a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a diversified, closed-end management investment company (the "Fund"). This Schedule TO relates to the Fund's offer to purchase for cash up to 32% of its outstanding common shares of beneficial interest, par value $0.01 per share (the "Common Shares") (the "Offer"), upon the terms and subject to the conditions (and, if the Offer is extended or amended, the terms and conditions of any such extension or amendment) set forth in the Fund's Offer to Purchase dated September 13, 2024 and the related Letter of Transmittal, copies of which are attached hereto as Exhibits (a)(1)(i) and (a)(1)(ii), respectively. The price to be paid for the Common Shares is an amount per share, net to the seller in cash, equal to 99% of the net asset value per share in U.S. dollars as determined by the Fund, in accordance with its pricing procedures, as of the close of regular trading on the New York Stock Exchange on October 11, 2024, or such later date to which the Offer is extended by the Fund in its sole discretion. The information set forth in the Offer to Purchase and the related Letter of Transmittal is incorporated herein by reference with respect to Items 1 through 9 and Item 11 of this Schedule TO.

Item 12.Exhibits.

(1) Incorporated by reference to the Registrant's Schedule TO-C, as filed with the Securities and Exchange Commission on August 30, 2024.

Item 13.

Not applicable.

Signature

After due 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.

	Federated Hermes Premier Municipal Income Fund
	By: /s/ George F. Magera Name: George F. Magera Title: Assistant Secretary

Dated as of: September 13, 2024

Exhibit Index