As filed with the Securities and Exchange Commission on November 15, 2024

FILE NO. [333-_____]                     

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________________

FORM N-14

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Pre-Effective Amendment No. ____

Post-Effective Amendment No. ____

__________________________________

AB ACTIVE ETFs, INC.

(Exact Name of Registrant as Specified in Charter)

66 Hudson Boulevard East, 26th Floor, New York, New York 10001

(Address of Principal Executive Office) (Zip Code)

Registrant's Telephone Number, including Area Code:

(800) 221-5672

__________________________________

NANCY E. HAY

AllianceBernstein L.P.

66 Hudson Boulevard East, 26th Floor New York, New York 10001

(Name and address of agent for service)

Copies of Communications to:

PAUL M. MILLER

Seward & Kissel LLP

901 K Street, N.W.

Suite 800

Washington, D.C. 20001

Approximate Date of Proposed Public Offering: As soon as practicable after this Registration Statement becomes effective under the Securities Act of 1933, as amended.

Title of the securities being registered: Shares of common stock.

It is proposed that this filing will become effective on December 16, 2024 pursuant to Rule 488 under the Securities Act of 1933.

No filing fee is due because Registrant is relying on Section 24(f) of the Investment Company Act of 1940, as amended.

AB BOND FUND, INC. —

AB TOTAL RETURN BOND PORTFOLIO

66 Hudson Boulevard East, 26^th Floor

New York, New York 10001

[__________], 2024

Dear Stockholders:

As an investor in AB Total Return Bond Portfolio (the “Acquired Portfolio”), a series of AB Bond Fund, Inc., we are pleased to inform you of the planned conversion of the Acquired Portfolio, which is a mutual fund, into an exchange-traded fund (“ETF”), which will continue to be managed by AllianceBernstein L.P. (the “Adviser”).

Pursuant to an Agreement and Plan of Acquisition and Termination (the “Plan”), the Acquired Portfolio will be converted into an ETF through the reorganization of the fund into AB Core Plus Bond ETF (the “Acquiring Portfolio”), a series of AB Active ETFs, Inc. (the “Conversion”).  We sometimes refer to each of the Acquired Portfolio and Acquiring Portfolio as a “Portfolio” and together, the “Portfolios”.

Although the Adviser is also the investment adviser to the Acquiring Portfolio, the Acquiring Portfolio is managed by a different portfolio management team than that of the Acquired Portfolio and that team employs a systematic approach to selecting securities for investment. The Portfolios have, however, similar investment objectives, identical fundamental investment policies and similar principal investment strategies.

The Conversion, which is expected to be consummated on or about February 10, 2025, is described in more detail in the attached combined Information Statement/Prospectus. You should review the combined Information Statement/Prospectus carefully and retain it for future reference. The Conversion does not require stockholder approval, and therefore you are not being asked to vote.

The Conversion is structured to be a tax-free reorganization under the U.S. Internal Revenue Code (the “Code”).  In connection with the Conversion, your shares of the Acquired Portfolio will be exchanged for shares of equal value of the Acquiring Portfolio (less cash corresponding to any fractional share amount), which will assume all the liabilities, expenses and obligations of the Acquired Portfolio.  Following the Conversion, the Acquired Portfolio will be liquidated. 

We believe the Conversion will result in multiple benefits for investors.  The Board of Directors of AB Bond Fund, Inc., the members of which also oversee the management of the Acquiring Portfolio, has approved the Conversion based on its determination that it is in the best interest of the Acquired Portfolio.  Expected benefits include:

There are also certain risks, costs and other considerations associated with the Conversion that should be considered, including the risk that shares of an ETF trade in the secondary market at prices that differ from their NAV, that stockholders of an ETF may be charged fees and commissions by their brokers when effecting transactions in ETF shares, that certain account types generally cannot hold shares of ETFs and certain other risks associated with ETF shares. In addition, because the Acquiring Portfolio effects many of its creations and redemptions of shares for cash rather than for securities, an investment in this ETF is expected to be less tax-efficient than an investment in an ETF that effects redemptions of large aggregations of shares (“Creation Units”) primarily on an in-kind basis. We believe, however, the benefits of the Conversion substantially outweigh the risks, costs and other considerations.

Stockholders of the Acquired Portfolio should know the options available to them with respect to the Conversion. Those include: (i) maintaining current positions in Acquired Portfolio shares and receiving Acquiring Portfolio shares on the conversion date; (ii) exchanging Acquired Portfolio shares for shares of another AB mutual fund prior to the Conversion; and (iii) redeeming Acquired Portfolio shares prior to the Conversion. Stockholders should also consider possible tax consequences of (ii) and (iii) since those would be outside of the tax-free Conversion.

Importantly, in order to receive shares of the Acquiring Portfolio as part of the Conversion, you must hold your Acquired Portfolio shares through a brokerage account that can accept shares of an ETF. If you do not hold your Acquired Portfolio shares through that type of brokerage account, you will not receive shares of the Acquiring Portfolio as part of the Conversion. Instead, your Acquired Portfolio shares will be redeemed and you will receive a cash payment in redemption of your Acquired Portfolio shares. The redemption of your Acquired Portfolio shares may be a taxable event.

To facilitate the Conversion, the existing share classes of the Acquired Portfolio will be automatically converted prior to the conversion into Advisor Class shares of the Acquired Portfolio. The automatic conversion will be tax-free to shareholders of the Acquired Portfolio.

If you do not currently hold your Acquired Portfolio shares through a brokerage account that can hold shares of an ETF, please review the accompanying Information Statement/Prospectus closely for additional actions that you must take to receive shares of the Acquiring Portfolio as part of the Conversion. No further action is required for stockholders that hold Acquired Portfolio shares through a brokerage account that can hold shares of the Acquiring Portfolio.

Onur Erzan

President

QUESTIONS AND ANSWERS

Stockholders should read this entire Information Statement/Prospectus carefully. The following questions and answers will help explain the Conversion (as defined below), including the reasons for the Conversion. A more detailed discussion of the Conversion follows this section.

Q.       What is this document and why did we send this document to you?

A.       The attached Information Statement/Prospectus provides you with information about the conversion (the “Conversion”) of AB Total Return Bond Portfolio (the “Acquired Portfolio”), a series of AB Bond Fund, Inc., which is currently operated as a mutual fund, into AB Core Plus Bond ETF (the “Acquiring Portfolio”), a series of AB Active ETFs, Inc.

The Acquiring Portfolio is an exchange-traded fund (“ETF”) and has a similar investment objective, similar principal strategies and the same fundamental policies as the Acquired Portfolio. As an existing ETF, the Acquiring Portfolio’s shares are listed and traded on Nasdaq Stock Market LLC (the “Exchange”). The Conversion will be accomplished in accordance with the Agreement and Plan of Acquisition and Termination (the “Plan”). The form of Plan is attached as Exhibit A to this Information Statement/Prospectus.

The Plan provides for (i) the transfer of all of the assets of the Acquired Portfolio to the Acquiring Portfolio, (ii) the assumption by the Acquiring Portfolio of all of the liabilities of the Acquired Portfolio, (iii) the receipt by stockholders of the Acquired Portfolio of shares of the Acquiring Portfolio, equal in aggregate net asset value (“NAV”) to the NAV of their Acquired Portfolio shares (less cash corresponding to any fractional share amount), and (iv) the cessation of operations and termination of the Acquired Portfolio. Shares of the Acquiring Portfolio will be transferred to each stockholder’s brokerage account. If a stockholder does not hold their Acquired Portfolio shares in a brokerage account, the Acquired Portfolio stockholder will not receive a distribution of the Acquiring Portfolio’s shares and in lieu thereof shall receive cash in redemption of their Acquired Portfolio shares.

The IMPORTANT NOTICE ABOUT YOUR ACCOUNT HOLDING ACQUIRED PORTFOLIO SHARES – QUESTIONS AND ANSWERS, beginning on page vii, provides important information about actions to take with respect to your account in order to ensure the seamless transition from holding Acquired Portfolio shares to holding shares of the Acquiring Portfolio.

Q.       Has the Board of Directors approved the Conversion?

A.       Yes. Each of the Boards overseeing the management of the Acquired Portfolio and the Acquiring Portfolio, which are composed of the same Directors, approved the Conversion. After considering the recommendation of AllianceBernstein L.P. (the “Adviser”), the Board of Directors of AB Bond Fund, Inc. (the “Acquired Portfolio Board” or a “Board”), including all of the Independent Directors (i.e., Directors who are not “interested persons” of the Acquired Portfolio as defined in the Investment Company Act of 1940 (the “1940 Act”)), determined that participating in the Conversion is in the best interests of the Acquired Portfolio and that the interests of existing Acquired Portfolio’s stockholders will not be diluted as a result of the Conversion.

The Board of Directors of AB Active ETFs, Inc. (the “Acquiring Portfolio Board” or a “Board”), including all of the Independent Directors, also determined that the Conversion is in the best interest of the Acquiring Portfolio and that the interests of existing Acquiring Portfolio’s stockholders will not be diluted as a result of the Conversion.

Q.       Why is the Conversion occurring?

A.       The Directors of AB Bond Fund, Inc. concluded that the Conversion, which was recommended by the Adviser, is in the best interests of the Acquired Portfolio because it is expected to provide certain potential benefits including lower total net expenses, additional share trading flexibility, increased transparency of portfolio holdings and enhanced tax efficiency. Prior to approving the Conversion, the Directors also took into consideration the differing risks and costs of the Portfolios, as set forth in more detail herein. In reaching their conclusions, the Directors considered the different advisory fee structures of the Portfolios, including a comparison of the fees and expenses for each Portfolio and the pro forma combined Portfolio, as well as the costs and expenses of the Conversion, including that the Conversion will be tax-

free to stockholders in most instances (as discussed further in Information About the Plan – Federal Income Tax Consequences) and that the Adviser will pay the expenses of the Conversion, subject to certain exceptions as discussed herein (as discussed further in Information About the Plans – Who will bear the expense of the Conversions?). The Directors also considered that the Acquired Portfolio and the Acquiring Portfolio have similar investment objectives, identical fundamental investment policies and similar investment strategies, but different portfolio management teams.

Q.       How will the Conversion affect me as a stockholder?

A.       When the Conversion is consummated, you will cease to be a stockholder of the Acquired Portfolio and will become a stockholder of the Acquiring Portfolio, so long as you hold your shares of the Acquired Portfolio in a brokerage account. Upon completion of the Conversion, you will own shares of the Acquiring Portfolio having an aggregate net asset value equal to the value of the Acquired Portfolio shares you owned when the Conversion happened, as adjusted for fractional shares (see below). Shares of the Acquiring Portfolio will be transferred to your brokerage account, or if you do not have a brokerage account, your Acquired Portfolio shares will be redeemed and you will receive a cash payment in redemption of those shares, which may be taxable. The Acquiring Portfolio does not issue fractional shares. As a result, some stockholders may receive a small cash payment, which will be taxable, in lieu of a portion of their Acquired Portfolio shares.

After the Conversion, individual shares of the Acquiring Portfolio may be purchased and sold on the Nasdaq Stock Market LLC, the national securities exchange on which the Acquiring Portfolio shares are listed. Should you decide to purchase or sell shares of the Acquiring Portfolio after the Conversion, you will need to place a trade through a broker who will execute your trade on that exchange at prevailing market prices. Because Acquiring Portfolio shares trade at market prices rather than at NAV, Acquiring Portfolio shares may trade at a price less than (discount) or greater than (premium) the Portfolio’s NAV per share. As with all ETFs, your broker may charge a commission for purchase and sales transactions, although most ETFs trade with no transaction fees (NTF) or commissions on many platforms.

Q.       Am I Being Asked to Vote on the Conversion?

A.       No. Stockholders are not required to approve the Conversion under Maryland law or the 1940 Act.

Q.       Will the Conversion affect the way my investments are managed?

A.       Yes. Although, the Adviser is also the investment adviser to the Acquiring Portfolio, the Acquiring Portfolio is managed by a different portfolio management team than that of the Acquired Portfolio and that team employs a systematic approach to selecting securities for investment. The Portfolios have, however, similar investment objectives, similar principal investment strategies and the same fundamental investment policies. For additional information, please see the sections entitled “Comparison of Investment Objectives and Policies” and “Principal Risks” in the attached Information Statement/Prospectus.

Both Portfolios follow a core fixed-income strategy with a multi-sector approach. However, as described in more detail in the attached Information Statement/Prospectus in the “Comparison of Investment Objectives and Policies” section, the security selection process for the Acquiring Portfolio is based upon a systematic investment process and the Portfolios are also managed by different investment teams. The Acquired Portfolio is managed by the U.S. Investment Grade Core Fixed Income Team, with Matthew Sheridan acting as lead portfolio manager of the Portfolio, in addition to Michael Canter and Serena Zhou. The Acquiring Portfolio is managed by the Systematic Fixed Income Investment Team led by Bernd Wuebben, in addition to Timothy Kurpis and Serena Zhou.

The portfolio management team for the Acquiring Portfolio uses proprietary research, investment and trading models and algorithms to select securities for the ETF’s portfolio, based on how securities are scored based on a set of factors that fall within six broad categories:  value, momentum, size, quality, carry, and volatility.  In

constructing the portfolio, the portfolio management team takes into account a security’s score, credit quality, sensitivity to interest rates as well as the risks and constraints due to other securities in the portfolio.

Additionally, the Acquired Portfolio may invest up to 25% of its net assets in below investment grade bonds while the Acquiring Portfolio may invest up to 15% of its net assets in debt securities rated below investment grade. The Acquired Portfolio may invest without limit in U.S. Dollar-denominated foreign fixed-income securities and may invest up to 25% of its assets in non-U.S. Dollar-denominated foreign fixed-income securities. The Acquiring Portfolio also may currently invest without limit in U.S. Dollar-denominated foreign fixed-income securities. The Acquiring Portfolio does not currently invest in non-U.S. Dollar-denominated foreign fixed-income securities.

Q.       Are there any differences in risks between the Acquired Portfolio and Acquiring Portfolio?

A.       Yes. While many of the risks of investing in the Acquired Portfolio and the Acquiring Portfolio are substantially the same, the Acquiring Portfolio is subject to certain risks unique to operating as an ETF and to its investment policies. For example, you will be subject to the risk that shares of the Acquiring Portfolio will trade at market prices that are above (premium) or below (discount) the Acquiring Portfolio’s NAV per share, whereas shares of the Acquired Portfolio are purchased and sold at prices based upon their NAV as next determined after an order is received. You will also be subject to the risk that the Acquiring Portfolio’s “authorized participants,” which are the only entities that are permitted to engage in creation or redemption transactions directly with the Acquiring Portfolio, do not engage in such transactions, which could cause the Acquiring Portfolio’s shares to trade at a discount to NAV and possibly face trading halts and/or delisting.

For additional discussion of these and other risk factors, please see the section entitled “Principal Risks.” We discuss these risks later in the Information Statement/Prospectus.

Q.       Will the fees and expenses of the Acquiring Portfolio be lower than the fees and expenses of the Acquired Portfolio?

A.       Yes. Following the Conversion, the Acquiring Portfolio is expected to have a lower net expense ratio than each share class of the Acquired Portfolio after taking into consideration fees waived and/or expenses reimbursed pursuant to an expense limitation agreement between the Adviser and the Acquired Portfolio.

More information on the effects of the potential expense reductions is available in the Information Statement/Prospectus.

Q.       Are there other benefits that I could experience as a stockholder of the Acquiring Portfolio?

A.       Yes. In addition to lower total net expenses, as a stockholder of the Acquiring Portfolio you could also benefit from additional trading flexibility, increased transparency of portfolio holdings, and the potential for enhanced tax efficiency.

public each business day. This holdings information, along with other information about the Acquiring Portfolio, can be found on the Acquiring Portfolio’s website at www.abfunds.com.

Q.       What other differences should I be aware of as a stockholder of the Acquiring Portfolio?

A.       Currently, as a stockholder of the Acquired Portfolio, which is a mutual fund, you can only purchase or redeem your Acquired Portfolio shares at a price based on the Acquired Portfolio’s NAV that is next calculated after your order is received by the Acquired Portfolio, subject to any applicable sales charges and fees.

By contrast, Acquiring Portfolio shares, which are ETF shares, may only be purchased and sold on the secondary market through a broker at market prices. When you buy or sell shares of the Acquiring Portfolio through a broker, you may incur a brokerage commission or other charges imposed by the broker. Furthermore, as discussed in more detail below, not all account types can hold shares of ETFs.

In addition, currently, the Acquired Portfolio operates with a multiple class structure. A multiple class fund is an open-end investment company that issues two or more classes of shares representing interests in the same investment portfolio, but with different availability and eligibility criteria, sales charges, expenses, dividends and distributions. By contrast, the Acquiring Portfolio, by virtue of operating in an ETF structure, will not issue multiple classes of shares and all stockholders will own shares of common stock of the Acquiring Portfolio rather than a particular class of shares.

Q.       Will stockholders have to pay any sales load, commission or other similar fee in connection with the Conversion?

A.       No. Stockholders will not pay any sales load, commission or other similar fee in connection with the receipt of ETF shares due to the Conversion.

Q.       When will the Conversion take place?

A.       The Conversion is expected to happen on or about February 10, 2025 (the “Closing Date”). The Acquired Portfolio will publicly disclose material developments, including the final date of the Conversion.

Q.       Who will bear the expenses of the Conversion?

A.       Under the Plan, the expenses of the Conversion are expected to be borne by the Adviser, except for any transfer fees, stamp duty, brokerage commissions or other transaction costs relating to the transfer of securities from the Acquired Portfolio to the Acquiring Portfolio at the time of the Conversion and the sale and purchase of securities in those foreign markets that do not permit the in-kind transfer of securities.

Q.       Will the Conversion result in any federal tax liability to me?

A.       The Conversion is intended to be treated as a tax-free Conversion for U.S. federal income tax purposes. If the Conversion qualifies for tax-free treatment, Acquired Portfolio stockholders who are U.S. citizens or permanent residents would recognize no gain or loss for U.S. federal income tax purposes upon the exchange of Acquired Portfolio shares for Acquiring Portfolio shares pursuant to the Conversion (except with respect to cash received).

In addition, as described above, you may also experience tax consequences if your investment is liquidated and the cash value of your Acquired Portfolio shares is returned to you or if your Acquired Portfolio shares are transferred by your financial intermediary to a different investment option because you did not hold your Acquired Portfolio shares through a brokerage account that can accept shares of the Acquiring Portfolio on the Closing Date of the Conversion.

Stockholders should consult their tax advisors about possible federal, state, local and foreign tax consequences of the Conversion, if any, because the information about tax consequences in this document relates to the federal income tax consequences of the Conversion only.

Q.       Can I purchase, redeem or exchange Acquired Portfolio shares before the Conversion takes place?

A.       Yes. You can purchase Acquired Portfolio shares until February 3, 2025. You can exchange or redeem Acquired Portfolio shares until the business day before the Conversion occurs. That means your exchange or redemption order must be received by February 7, 2025. Any shares not redeemed before the date of the Conversion, which we expect will be February 10, 2025, will be exchanged for shares of the Acquiring Portfolio, unless they are not held in a brokerage account that can hold ETF shares. If you do not hold your shares in a brokerage account, your shares will be redeemed immediately before the Conversion, which could be a taxable event for you.

Q.       Whom do I contact for further information?

A.       You can contact your financial advisor or other financial intermediary for further information. You also may contact the Adviser at 800-221-5672. You can also find information online at www.abfunds.com.

Important additional information about the Conversion is set forth in the accompanying Information Statement/Prospectus. Please read it carefully.

IMPORTANT NOTICE ABOUT YOUR ACCOUNT HOLDING ACQUIRED PORTFOLIO SHARES

QUESTIONS AND ANSWERS

The following is a brief Q&A that provides information to help you to determine if you need to take action with respect to your account holding Acquired Portfolio shares prior to the Conversion in order to receive shares of the Acquiring Portfolio.

Q.       What types of accounts can receive shares of the Acquiring Portfolio as part of the Conversion?

A.       If you hold your Acquired Portfolio shares in a brokerage account that permits you to purchase securities traded in the stock market, such as ETFs or other types of stocks, then you will be eligible to receive shares of the Acquiring Portfolio in the Conversion. No further action is required.

Q.       What types of accounts cannot receive shares of the Acquiring Portfolio as part of the Conversion?

A.       The following account types generally cannot hold shares of ETFs:

IRA. If you hold your Acquired Portfolio shares through a fund direct IRA and do not take action prior to the Conversion, your Acquired Portfolio shares will be exchanged for shares of AB Government Money Market Portfolio equal in value to the NAV of the Acquired Portfolio shares. You have a fund direct account if you receive quarterly account statements directly from the Acquired Portfolio and not from a third-party broker-dealer.

If you are unsure about the ability of your account to accept shares of the Acquiring Portfolio, please call 800-221-5672 or contact your financial advisor or other financial intermediary.

Q.       How do I transfer my Acquired Portfolio shares from a fund direct account to a brokerage account that accepts ETF shares?

A.       Transferring your Acquired Portfolio shares from a fund direct account to a brokerage account should be a simple process. If you have a brokerage account or a relationship with a brokerage firm, please contact your broker and inform the broker that you would like to transfer a mutual fund position that you hold directly with the Acquired Portfolio into your brokerage account. Also inform your broker that such an account will need to be set up to accept ETF shares. If you don’t have a brokerage account or a relationship with a brokerage firm, you will need to open an account.

We suggest you provide your broker with a copy of your quarterly statement from the Acquired Portfolio. Your broker will require your account number with the Acquired Portfolio, which can be found on your statement. Your broker will help you complete a form to initiate the transfer. Once you sign that form, your broker will submit the form to the Acquired Portfolio’s transfer agent directly, and the shares will be transferred into your brokerage account. The sooner you initiate this transfer, the better.

Q.       How do I transfer my Acquired Portfolio shares from a non-accommodating brokerage account to a brokerage account that will accept Acquiring Portfolio shares?

A.       The broker where you hold your Acquired Portfolio shares should be able to assist you in changing the characteristics of your brokerage account to an account that is permitted to hold ETF shares. Contact your broker right away to make the necessary changes to your account.

Q.       What will happen if I do not have a brokerage account that can accept Acquiring Portfolio shares at the time of the Conversion?

A.       If you do not hold your Acquired Portfolio shares through that type of brokerage account, you will not receive shares of the Acquiring Portfolio as part of the Conversion. Instead, your Acquired Portfolio shares will be liquidated and you will receive a cash payment in redemption of your Acquired Portfolio shares. If you hold your Acquired Portfolio shares through a fund direct IRA and do not take action prior to the Conversion, your Acquired Portfolio shares will be exchanged for shares of AB Government Money Market Portfolio equal in value to the NAV of your Acquired Portfolio shares. Alternatively, if you hold your Acquired Portfolio shares through an account with a financial intermediary that is not able to hold shares of the Acquiring Portfolio, like many group retirement plans, your financial intermediary may transfer your investment to a different investment option prior to the Conversion. In some cases, the liquidation of your Acquired Portfolio shares and your receipt of cash, or the transfer of your investment, may be subject to fees and expenses charged by your intermediary and may also be subject to tax. It may take time for you to receive your cash payments. Payment of redemption proceeds may take up to seven days. Please consult with your financial intermediary for more information on the impact that the Conversion will have on you and your investments.

Q.       What if I don’t want to hold ETF shares?

A.       If you don’t want to receive Acquiring Portfolio shares in connection with the Conversion, you may redeem your Acquired Portfolio shares or exchange those shares for shares of another eligible AB mutual fund prior to the Conversion. Currently, the Acquired Portfolio expects that the last day to exchange your Acquired Portfolio shares for shares of another AB mutual fund will be February 7, 2025 and the last day to redeem your Acquired Portfolio shares will be February 7, 2025. Generally, there are no costs or fees associated with an exchange of Acquired Portfolio shares. The redemption or exchange of your Acquired Portfolio shares may be a taxable event.

INFORMATION STATEMENT/PROSPECTUS

Acquisition of the Assets and Assumption of the Liabilities of

AB BOND FUND, INC. — AB TOTAL RETURN BOND PORTFOLIO

By, and in Exchange for the Shares of,

AB ACTIVE ETFs, INC. — AB CORE PLUS BOND ETF

66 Hudson Boulevard East, 26^th Floor

New York, New York 10001

[__________], 2024

This Information Statement/Prospectus is being furnished to stockholders of AB Total Return Bond Portfolio (the “Acquired Portfolio”), a series of AB Bond Fund, Inc., a Maryland corporation, to inform them of a plan to reorganize the Acquired Portfolio into an exchange-traded fund (“ETF”), which will continue to be managed by AllianceBernstein L.P. (the “Adviser”).

The Acquired Portfolio will be reorganized into AB Core Plus Bond ETF (the “Acquiring Portfolio” and together with the Acquired Portfolio, the “Portfolios”), an ETF that is a series of AB Active ETFs, Inc., a Maryland corporation (together with AB Bond Fund, Inc., the “Companies” and, each, a “Company”), and the Acquired Portfolio will subsequently be liquidated (the “Conversion”). We sometimes refer to each of the Acquired Portfolio and Acquiring Portfolio as a “Portfolio” and together, the “Portfolios”.

The Board of Directors of AB Bond Fund, Inc. (who are also the Directors of AB Active ETFs, Inc.) (the “Acquired Portfolio Board” or “Board”) approved the Conversion. The Acquired Portfolio Board, including all of the Independent Directors (i.e., Directors who are not “interested persons” of the Acquired Portfolio as defined in the Investment Company Act of 1940 (the “1940 Act”)), determined that, for the Acquired Portfolio, participation in the Conversion is in the best interests of the Acquired Portfolio and that the interests of existing Acquired Portfolio’s stockholders will not be diluted as a result of the Conversion.

The Board of Directors of AB Active ETFs, Inc. (who are also the Directors of AB Bond Fund, Inc.) (the “Acquiring Portfolio Board” or “Board”) also approved the Conversion. The Acquiring Portfolio Board, including all of the Independent Directors (i.e., Directors who are not “interested persons” of the Acquiring Portfolio as defined in the Investment Company Act of 1940 (the “1940 Act”)), determined that, for the Acquiring Portfolio, participation in the Conversion is in the best interests of the Acquiring Portfolio and that the interests of existing Acquiring Portfolio’s stockholders will not be diluted as a result of the Conversion.

The Conversion will be accomplished in accordance with an Agreement and Plan of Acquisition and Termination (the “Plan”). The Plan provides for (i) the transfer of all of the assets of the Acquired Portfolio to the Acquiring Portfolio, (ii) the assumption by the Acquiring Portfolio of all of the liabilities of the Acquired Portfolio, (iii) the receipt by stockholders of the Acquired Portfolio of shares of the Acquiring Portfolio, equal in aggregate net asset value (“NAV”) to the NAV of their Acquired Portfolio shares (less cash corresponding to any fractional share amount), and (iv) the cessation of operations and termination of the Acquired Portfolio. A copy of the form of the Plan pertaining to the Conversion is included as Exhibit A to this Information Statement/Prospectus.

For federal income tax purposes, the Conversion is structured to be a tax-free reorganization under the Internal Revenue Code of 1986, as amended (the “Code”). If you remain a stockholder of the Acquired Portfolio on the Closing Date (as defined below) of the Conversion, you will receive shares of the Acquiring Portfolio and, in some cases, cash that combined with the shares have the same value as your Acquired Portfolio shares on that

date. Shares of the Acquiring Portfolio are not issued in fractional shares. As a result, cash will be paid to some stockholders in lieu of fractional shares of the Acquiring Portfolio, which may be taxable. If you do not hold your Acquired Portfolio shares through a brokerage account that can accept shares of the Acquiring Portfolio on the Closing Date of the Conversion, you will not receive shares of the Acquiring Portfolio as part of the Conversion. Instead, your Acquired Portfolio shares will be liquidated and you will receive a cash payment in redemption of your Acquired Portfolio shares. If you hold Acquired Portfolio shares through a fund direct individual retirement account (“IRA”) and do not take action prior to the Conversion, your Acquired Portfolio shares will be exchanged for shares of AB Government Money Market Portfolio equal in value to the NAV of your Acquired Portfolio shares. Alternatively, if you hold your Acquired Portfolio shares through an account with a financial intermediary that is not able to hold shares of the Acquiring Portfolio, like many group retirement plans, your financial intermediary may transfer your investment in the Acquired Portfolio to a different investment option prior to the Conversion. In some cases, the liquidation of your Acquired Portfolio shares and your receipt of cash, or the transfer of your investment, may be subject to fees and expenses and may also be subject to tax. It may take time for you to receive your cash. Payment of redemption proceeds may take up to seven days. Please consult with your financial intermediary for more information on the impact that the Conversion will have on you and your investments.

THIS INFORMATION STATEMENT/PROSPECTUS IS FOR INFORMATION PURPOSES ONLY, AND YOU DO NOT NEED TO DO ANYTHING IN RESPONSE TO RECEIVING IT IF YOU WOULD LIKE TO RECEIVE ETF SHARES UPON THE CLOSING DATE OF THE CONVERSION, EXCEPT TO CHECK FOR WHETHER YOU HAVE A BROKERAGE ACCOUNT THAT CAN ACCEPT SHARES OF AN ETF (AND, IF SO, TAKE THE ACTIONS DESCRIBED HEREIN). IF YOU DO NOT WISH TO RECEIVE ETF SHARES IN CONNECTION WITH THE CONVERSION, PLEASE SEE BELOW FOR THE EXPECTED LAST DAYS TO EXCHANGE OR REDEEM ACQUIRED PORTFOLIO SHARES.

WE ARE NOT ASKING YOU FOR A PROXY, AND YOU ARE NOT REQUESTED TO SEND US A PROXY.

The Acquired Portfolio and the Acquiring Portfolio have similar investment objectives, identical fundamental investment policies, and similar investment strategies, but different portfolio management teams. The principal executive offices of AB Bond Fund, Inc. and AB Active ETFs, Inc. are located at 66 Hudson Boulevard East, 26^th Floor, New York, New York 10001.

Shares of the Acquiring Portfolio are listed for trading on Nasdaq Stock Market LLC (the “Exchange”).

The Conversion is anticipated to occur after the close of trading on February 10, 2024 (the “Closing Date”). The Closing Date may be delayed. The Acquired Portfolio will publicly disclose any changes to the applicable Closing Date. In preparation for the closing of the Conversion, purchase orders must be received by the Acquired Portfolio by February 3, 2024, and exchange orders and redemption orders must be received by the Acquired Portfolio by February 7, 2024. These dates may change if the Closing Date of the Conversion changes.

Any Acquired Portfolio shares that you hold after the final redemption date will be used to determine the number of Acquiring Portfolio shares and cash that you will receive in the Conversion.

Your newly-issued shares of the Acquiring Portfolio received in the Conversion can be traded on the Exchange beginning on [_______].

This Information Statement/Prospectus, which you should read carefully and retain for future reference, sets forth the information that you should know before investing. This Information Statement/Prospectus, which constitutes part of a Registration Statement filed by AB Active ETFs, Inc. with the Securities and Exchange Commission (“SEC”) under the Securities Act of 1933, as amended, does not include certain information contained elsewhere in the Registration Statement. Reference is hereby made to the Registration Statement and to the exhibits

and amendments thereto for further information with respect to the Acquiring Portfolio and the shares offered. Statements contained herein concerning the provisions of documents are necessarily summaries of such documents.

A statement of additional information relating to this Information Statement/Prospectus and the proposed Conversion (the “Statement of Additional Information”), dated March 13, 2023, is available upon request and without charge by contacting the Portfolio. The Statement of Additional Information also is incorporated herein by reference and is legally deemed to be part of this Information Statement/Prospectus.

The following additional materials are incorporated herein by reference and are legally deemed to be part of this Information Statement/Prospectus.

The file numbers of AB Bond Fund, Inc. are 811-02383 and 002-48227 and the file numbers of AB Active ETFs, Inc. are 811-23799 and 333-264818.

The Acquired Portfolio can be reached by calling 800-221-5672 or by writing to AllianceBernstein Investor Services, Inc. (“ABIS”), P.O. Box 786003, San Antonio, TX 78278-6003.

The prospectus, statement of additional information, and Annual Reports and Semi-Annual Reports of the Acquired Portfolio, are available at www.abfunds.com.

You may request free copies of the prospectus and SAI of the Acquired Portfolio (including any supplement thereto), the prospectus and SAI of the Acquiring Portfolio from ABIS by calling 800-221-5672, or by writing to P.O. Box 786003, San Antonio, Texas 78278-6003.

You may also request free copies of the prospectus and SAI of the Acquiring Portfolio from Foreside Fund Services, LLC (“Foreside”) by calling (800) 243-5994, or by writing to Three Canal Plaza, Suite 100, Portland, Maine 04101.

All available materials have been filed with the SEC.

AB Bond Fund, Inc. and AB Active ETFs, Inc. also file proxy materials, information statements, reports, and other information with the SEC in accordance with the informational requirements of the Securities Exchange Act of 1934, as amended, and the 1940 Act. These materials can be obtained electronically from the EDGAR database on the SEC’s Internet site (http://www.sec.gov) or, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov.

This Information Statement/Prospectus dated [_________], 2024, is expected to be mailed to stockholders of the Acquired Portfolio on or about [_________], 2024.

AN INVESTMENT IN A PORTFOLIO IS NOT A DEPOSIT OF ANY BANK AND IS NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY

OTHER GOVERNMENT AGENCY. AN INVESTMENT IN A PORTFOLIO INVOLVES INVESTMENT RISK, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.

LIKE ALL FUNDS, THE U.S. SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE SECURITIES OR PASSED UPON THE ADEQUACY OF THIS INFORMATION STATEMENT/PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

TABLE OF CONTENTS

SUMMARY

This is only a summary of certain information contained in this Information Statement/Prospectus. Stockholders should carefully read the more complete information in the rest of this Information Statement/Prospectus, including the Plan relating to the Conversion, a form of which is attached to this Information Statement/Prospectus in Exhibit A, and the Acquiring Portfolio Prospectus, which accompanies this Information Statement/Prospectus. For purposes of this Information Statement/Prospectus, the terms “stockholder”, “you”, and “your” refer to stockholders of the Acquired Portfolio.

What is happening to the Acquired Portfolio?

The Acquired Portfolio, which is currently operated as a mutual fund, will be converted into an ETF through the conversion of the Acquired Portfolio into the Acquiring Portfolio, which has a similar investment objective, identical fundamental policies and similar investment strategies as the Acquired Portfolio.  As an ETF, the Acquiring Portfolio’s shares are traded on the Exchange. The transaction between the Acquired Portfolio and Acquiring Portfolio is referred to in this Information Statement/Prospectus as the “Conversion.” The Conversion will be accomplished in accordance with the Plan.  For reference purposes, the names of the Acquired Portfolio and Acquiring Portfolio are listed in the chart below.

How will the Conversion work?

The Plan provides for (i) the transfer of all of the assets of the Acquired Portfolio to the Acquiring Portfolio, (ii) the assumption by the Acquiring Portfolio of all of the liabilities of the Acquired Portfolio, (iii) the receipt by stockholders of the Acquired Portfolio of shares of the Acquiring Portfolio, equal in aggregate NAV to the NAV of their Acquired Portfolio shares (less cash corresponding to any fractional share amount), and (iv) the cessation of operations and termination of the Acquired Portfolio. Stockholders of the Acquired Portfolio will not be assessed any sales charges or other stockholder fees in connection with the Plan.  

Shares of the Acquiring Portfolio will be transferred to each stockholder’s brokerage account. If a stockholder does not hold their Acquired Portfolio shares in a brokerage account, the Acquired Portfolio stockholder will not receive a distribution of the Acquiring Portfolio shares. Instead, the stockholder will receive a cash payment in redemption of their Acquired Portfolio shares before the Conversion is effected. This exchange will occur on the Closing Date of the Conversion, which is the specific date on which the Conversion takes place.  The Closing Date of the Conversion is expected to occur after the close of business on or about February 10, 2025.

Why is the Conversion happening and did the Boards approve the Conversion?

After considering the recommendation of the Adviser, the Directors on the Acquired Portfolio Board (who are also the Directors of AB Active ETFs, Inc.) and the Directors on the Acquiring Portfolio Board concluded that the Conversion is in the best interests of the Acquired Portfolio and Acquiring Portfolio.

The Acquiring Portfolio pursues a similar investment objective, and has identical fundamental investment policies and similar investment strategies as the Acquired Portfolio.  Like for the Acquired Portfolio, the Adviser serves as the investment adviser to the Acquiring Portfolio. The Portfolios are, however, managed by different portfolio management teams. The Acquiring Portfolio is expected to have a lower net expense ratio than each share class of the Acquired Portfolio after taking into consideration fees waived and/or expenses reimbursed pursuant to an expense limitation agreement between the Adviser and the Acquired Portfolio.

The Boards considered the potential for tax efficiencies inherent in the ETF investment vehicle. The ETF structure of the Acquiring Portfolio may provide benefits with respect to capital gains distributions.  In a mutual fund, when portfolio securities are sold, either to rebalance the mutual fund’s holdings or to raise cash for redemptions, the sale can create capital gains that impact all taxable stockholders of the mutual fund.  In contrast, the mechanics of the creation and redemption process for ETFs allows ETFs to acquire securities in-kind and redeem securities in-kind, generally reducing the realization of capital gains by the ETFs (as compared to mutual funds) for the same process.  As a result, stockholders in an ETF generally realize most of their capital gains on their investment in the ETF when they sell their ETF shares. These tax benefits may not be realized if an ETF effectuates all or a portion of the issuance and redemption of large aggregations of shares (“Creation Units”) for cash, rather than in-kind securities. The Boards also considered that because the Acquiring Portfolio effects many of its creations and redemptions of shares for cash rather than for securities, an investment in this ETF is expected to be less tax-efficient than an investment in an ETF that effects redemptions of Creation Units primarily on an in-kind basis.

The Acquired Portfolio Board considered that there are certain risks and considerations associated with the Conversion, including (i) the risk that shares of an ETF trade in the secondary market at prices that differ from their NAV; (ii) that as stockholders of an ETF after the Conversion, stockholders may bear certain costs with respect to maintaining brokerage accounts and selling Acquiring Portfolio shares that the stockholders did not experience as mutual fund stockholders; (iii) that certain account types generally cannot hold shares of ETFs; and (iv) certain other risks associated with ETF shares as compared to mutual funds. They also discussed the costs of the Conversion and who would bear them, as discussed elsewhere herein, and the tax efficiency considerations noted above. However, the Acquired Portfolio Board believes that the benefits of the ETF structure outweigh these risks, costs and other considerations. Stockholders of the Acquiring Portfolio will also benefit from additional trading flexibility and increased transparency of portfolio holdings.

The Acquired Portfolio Board, including all of the Directors who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”)) (together, the “Independent Directors”), after careful consideration, have determined that the Conversion is in the best interests of the Acquired Portfolio and will not dilute the interests of the existing stockholders of the Acquired Portfolio.  The Acquired Portfolio Board made this determination, upon the recommendation of the Adviser, based on various factors that are discussed in this Information Statement/Prospectus, under the discussion of the Conversion in the section entitled “Reasons for the Conversion.”

Similarly, the Board of Directors of AB Active ETFs, Inc., including all of the Independent Directors, has approved the Conversion with respect to the Acquiring Portfolio. The Board of Directors of AB Active ETFs, Inc. has determined that the Conversion is in the best interest of the Acquiring Portfolio and will not dilute the interests of the existing stockholders of the Acquiring Portfolio.

How will the Conversion affect me?

When the Conversion is consummated, you will cease to be a stockholder of the Acquired Portfolio and will become a stockholder of the Acquiring Portfolio. As described in more detail above, upon completion of the Conversion, you will receive shares of the Acquiring Portfolio and in certain cases, cash, having an aggregate NAV equal to the aggregate NAV of the Acquired Portfolio shares you owned on the Closing Date of the Conversion. Shares of the Acquiring Portfolio are not issued in fractional shares. Some stockholders have brokerage accounts that do not accept or manage fractional share allocations of ETFs, and the Acquiring Portfolio does not issue fractional shares, as noted above. For those stockholders, in addition to the Acquiring Portfolio shares received in the Conversion, those stockholders will also receive a cash payment in lieu of the fractional shares that would otherwise have been issued in the Conversion, and that cash payment is expected to be taxable unless the account is tax advantaged. Some stockholders hold their shares in brokerage accounts with an intermediary who is able to manage fractional share allocations. For those stockholders, no cash payment in lieu of fractional shares is required.

In order to receive shares of the Acquiring Portfolio as part of the Conversion, you must hold your Acquired Portfolio shares through a brokerage account that can accept shares of the Acquiring Portfolio on the Closing Date of the Conversion. If you do not hold your Acquired Portfolio shares through that type of brokerage account, you will not receive shares of the Acquiring Portfolio as part of the Conversion. Instead, your investment will be liquidated and you will receive a cash payment in redemption of your Acquired Portfolio shares. If you hold your Acquired Portfolio shares through a fund direct IRA and do not take action prior to the Conversion, your Acquired Portfolio shares will be exchanged for shares of AB Government Money Market Portfolio equal in value to the NAV of your Acquired Portfolio shares. Alternatively, if you hold your Acquired Portfolio shares through an account with a financial intermediary that is not able to hold shares of the Acquiring Portfolio, like many group retirement plans, your financial intermediary may transfer your investment in the Acquired Portfolio to a different

investment option prior to the Conversion. In some cases, the liquidation of your Acquired Portfolio shares and your receipt of cash, or the transfer of your investment, may be subject to fees and expenses and may also be subject to tax. It may take time for you to receive your cash. Payment of redemption proceeds may take up to seven days. Please consult with your financial intermediary for more information on the impact that the Conversion will have on you and your investments.

If you do not currently hold your Acquired Portfolio shares through a brokerage account that can hold shares of the Acquiring Portfolio, please see the separate Q&A that accompanies this Information Statement/Prospectus, for additional actions that you must take to receive shares of the Acquiring Portfolio as part of the Conversion. No further action is required for stockholders that hold Acquired Portfolio shares through a brokerage account that can hold shares of the Acquiring Portfolio.

After the Conversion, individual shares of the Acquiring Portfolio may only be purchased and sold by most investors (other than “authorized participants” that may acquire and redeem shares in Creation Units) in the secondary market. Shares of the Acquiring Portfolio will be listed on the Exchange. Shares of the Acquiring Portfolio may also be traded on other national securities exchanges, electronic crossing networks, and other alternative trading systems. Should you decide to purchase or sell shares of the Acquiring Portfolio after the Conversion, you will need to place a trade through a broker who will execute your trade in the secondary market at prevailing market prices. Because the Acquiring Portfolio’s shares will trade at market prices rather than at NAV, the Acquiring Portfolio’s shares may trade at a price less than (discount) or greater than (premium) the Acquiring Portfolio’s NAV. As with all ETFs, your broker may charge a commission for purchase and sales transactions.

In addition, the Acquired Portfolio operates in a multiple class structure. A multiple class fund is an open-end investment company that issues two or more classes of shares representing interests in the same investment portfolio, but with different availability and eligibility criteria, sales charges, expenses, dividends and distributions. In contrast, the Acquiring Portfolio, by virtue of operating in an ETF structure, will not issue multiple classes of shares. Unlike stockholders of the Acquired Portfolio, stockholders of the Acquiring Portfolio will not own a particular class of shares.

Who will bear the expenses of the Conversion?

The expenses of the Conversion are expected to be borne by the Adviser, except for any transfer fees, stamp duty, brokerage commissions or other transaction costs relating to the transfer of securities from the Acquired Portfolio to the Acquiring Portfolio at the time of the Conversion and the sale and purchase of securities in those foreign markets that do not permit the in-kind transfer of securities.

What are the federal income tax consequences of the Conversion?

As a condition to the closing of the Conversion, the Acquired Portfolio and Acquiring Portfolio must receive an opinion of Seward & Kissel LLP (“Seward & Kissel”) to the effect that the Conversion will constitute a “reorganization” within the meaning of Section 368(a) of the Code.  Accordingly, it is expected that neither you nor, in general, the Acquired Portfolio will recognize gain or loss as a direct result of the Conversion of the Acquired Portfolio (except with respect to cash received by a stockholder in lieu of fractional shares, if any), and the holding period and aggregate tax basis for the Acquiring Portfolio shares that you receive will be the same as the holding period and aggregate tax basis of the Acquired Portfolio shares that you surrender in the Conversion.  If you do not hold your Acquired Portfolio shares through a brokerage account that can receive ETF shares in the Conversion, your Acquired Portfolio shares will be liquidated, in which case you will receive a cash payment, or will be exchanged for shares of AB Government Money Market Portfolio.  In some cases, the liquidation or transfer of your investment could be subject to fees, expenses and potentially, tax on the increase in value of your investment. Prior to the consummation of the Conversion, you may redeem your Acquired Portfolio shares, generally resulting in the recognition of gain or loss for U.S. federal income tax purposes.

You should consult your tax advisor regarding the effect, if any, of the Conversion, in light of your individual circumstances.  You should also consult your tax advisor about state and local tax consequences.  For

more information about the tax consequences of the Conversion, please see the section “Information About the Plan—Federal Income Tax Consequences.”

How do the Portfolios’ investment objectives, investment strategies, and investment policies compare?

The Acquired Portfolio and Acquiring Portfolio have similar investment objectives, identical fundamental investment policies and similar investment strategies. The investment objectives and investment strategies are described in more detail below in Comparison of Some Important Features of the Portfolios – Comparison of Investment Objectives and Policies.

What are the principal risks of an investment in the Portfolios?

The investment risks associated with an investment in the Acquired and Acquiring Portfolios are similar, except that the Acquiring Portfolio is subject to certain risks unique to operating as an ETF and to its investment policies.  The Acquiring Portfolio is subject to the following risks for ETFs:

Both Portfolios follow a core fixed-income strategy with a multi-sector approach. However, as described in more detail below in the “Comparison of Investment Objectives and Policies” section, the security selection process for the Acquiring Portfolio is based upon a systematic investment process and the Portfolios are also managed by different investment teams. The Acquired Portfolio is managed by the U.S. Investment Grade Core Fixed Income Team, with Matthew Sheridan acting as lead portfolio manager of the Portfolio, in addition to Michael Canter and Serena Zhou. The Acquiring Portfolio is managed by the Systematic Fixed Income Investment Team led by Bernd Wuebben, in addition to Timothy Kurpis and Serena Zhou.

Additionally, the Acquired Portfolio may invest up to 25% of its net assets in below investment grade bonds while the Acquiring Portfolio may invest up to 15% of its net assets in debt securities rated below investment grade. The Acquired Portfolio may invest without limit in U.S. Dollar-denominated foreign fixed-income securities and may invest up to 25% of its assets in non-U.S. Dollar-denominated foreign fixed-income securities. The Acquiring Portfolio also may invest without limit in U.S. Dollar-denominated foreign fixed-income securities.

For further information about the risks of investments in the Portfolios, see “Principal Risks” below.

How will the Conversion affect the fees and expenses that I pay as a stockholder of a Portfolio?

Following the Conversion, the Acquiring Portfolio is expected to have a lower net expense ratio than that of each share class of the Acquired Portfolio because the Acquiring Portfolio’s unitary investment advisory fee and other expenses will be lower than the advisory fee and other expenses of the Acquired Portfolio after taking into consideration the fee waivers and expense limitations agreed to by the Adviser with respect to the share classes of the Acquired Portfolio. The lower net expense ratio of the Acquiring Portfolio is attributable primarily to the advisory fee arrangement, which has been established as a unitary fee and priced in comparison to other ETFs with a similar fee arrangement and similar investment objectives, policies and strategies. A comparison of the fees and expenses of the Acquired Portfolio and Acquiring Portfolio is provided below under the heading, “Comparison of Fees.”

What are the distribution arrangements for the Portfolios?

AllianceBernstein Investments, Inc. (“ABI”) serves as the distributor and principal underwriter for the Acquired Portfolio shares. The Acquiring Portfolio is distributed by Foreside Fund Services, LLC (“Foreside”), which serves as the principal underwriter for the shares of the Acquiring Portfolio. Foreside and ABIS are registered with the SEC as broker-dealers under the Securities Exchange Act of 1934, as amended, and each is a member of the Financial Industry Regulatory Association (“FINRA”). Foreside or its agent distributes Creation Units (as defined below) for the Acquiring Portfolio on an agency basis. Foreside does not maintain a secondary market in shares of the Acquiring Portfolio. Foreside has no role in determining the investment policies of the Acquiring Portfolio or the securities that are purchased or sold by the Portfolio. Foreside’s principal address is Three Canal Plaza, Suite 100, Portland, Maine 04101.

What are the Portfolios’ arrangements for purchases, exchanges and redemptions?

The Acquired Portfolio and Acquiring Portfolio have different procedures for purchasing, exchanging and redeeming shares.  You may refer to the Acquiring Portfolio’s Prospectus, which accompanies this Information Statement/Prospectus, under the section titled “Investing in the Fund” for the procedures applicable to purchases and sales of the shares of the Acquiring Portfolio, which are also summarized below.  Only Authorized Participants may purchase or redeem ETF shares directly from the Acquiring Portfolio, in Creation Units, which are large blocks of shares. Retail stockholders purchase and sell shares in the secondary market at a market price on an exchange. The Acquired Portfolio Prospectus provides information under the sections titled “How to Buy Shares,” “How to Exchange Shares” and “How to Sell or Redeem Shares” with respect to the procedures applicable to purchases, exchanges and sales of the Acquired Portfolio shares, which are also summarized below.

Acquired Portfolio

You may purchase the Acquired Portfolio’s Class A shares or Class C shares through financial intermediaries, such as broker-dealers or banks. You also may purchase shares directly from the Acquired Portfolio’s principal underwriter, AllianceBernstein Investments, Inc., or ABI, if you are: (i) making an initial investment and the Acquired Portfolio has received and accepted a completed Mutual Fund Application identifying a financial intermediary with which ABI has an agreement; (ii) an existing Acquired Portfolio stockholder with an account held directly with the Acquired Portfolio; or (iii) an employee of the Adviser or any of its affiliates. These purchases may be subject to an initial sales charge, an asset-based sales charge or CDSC.

Class Z shares are available to persons participating in certain fee-based programs sponsored and maintained by registered broker-dealers or other financial intermediaries with omnibus account arrangements with the Acquired Portfolio.

You may purchase Advisor Class shares of the Acquired Portfolio through your financial advisor at NAV. Advisor Class shares may be purchased and held solely: (i) through accounts established under a fee-based program, sponsored and maintained by a registered broker-dealer or other financial intermediary and approved by ABI; (ii) through a defined contribution employee benefit plan (e.g., a 401(k) plan) that purchases shares directly without the involvement of a financial intermediary; and (iii) by investment advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Portfolio. Advisor Class shares may also be available on brokerage platforms of firms that have agreements with ABI to offer such shares when acting solely on an agency basis for the purchase or sale of such shares.

Class A, Class R, Class K, Class I and Class Z shares are available at NAV, without an initial sales charge, to 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit-sharing and money purchase pension plans, defined benefit plans, and non-qualified deferred compensation plans where plan level or omnibus accounts are held on the books of the Portfolio (“group retirement plans”).

Class A shares are also available at NAV to the AllianceBernstein Link, AllianceBernstein Individual 401(k) and AllianceBernstein SIMPLE IRA plans but only if such plans have at least $250,000 in plan assets or 100 employees, and to certain defined contribution retirement plans that do not have plan level or omnibus accounts on the books of the Portfolio.

Class R, Class K, Class I and Class Z shares generally are not available to retail non-retirement accounts, traditional and Roth IRAs, Coverdell Education Savings Accounts, SEPs, SAR-SEPs, SIMPLE IRAs and individual 403(b) plans. Class I shares are not currently available to group retirement plans in the AllianceBernstein-sponsored programs known as the “Informed Choice” programs.

Class I and Class Z shares are also available to certain institutional clients of the Adviser that invest at least $2,000,000 in a Fund.

Your broker or financial intermediary must receive your purchase request by the Fund Closing Time, which is the close of regular trading on any day the New York Stock Exchange (“NYSE”) is open (ordinarily, 4:00 p.m.,

Eastern time, but sometimes earlier, as in the case of scheduled half-day trading or unscheduled suspensions of trading), for you to receive the next-determined NAV, less any applicable initial sales charge.

You may exchange your Acquired Portfolio shares for shares of the same class of other AB Mutual Funds provided that the other fund offers the same class of shares and, in the case of retirement plans, is an investment option under the plan. Exchanges of shares are made at the next-determined NAV, without sales or service charges, after your order is received in proper form. All exchanges are subject to the minimum investment restrictions set forth in the prospectus for the AB Mutual Fund whose shares are being acquired. You may request an exchange either directly or through your financial intermediary or, in the case of retirement plan participants, by following the procedures specified by your plan sponsor or plan recordkeeper. In order to receive a day’s NAV, ABIS must receive and confirm your telephone exchange request by the Fund Closing Time on that day. The Acquired Portfolio may modify, restrict, or terminate the exchange privilege on 60 days’ written notice. Exchanges of shares of AB Mutual Funds will generally result in the realization of a capital gain or loss for federal income tax purposes.

You may “redeem” your Acquired Portfolio shares (i.e., sell your shares to a Portfolio) on any day the NYSE is open, either directly or through your financial intermediary or, in the case of retirement plan participants, by following the procedures specified by your plan sponsor or plan recordkeeper. For Advisor Class and Class Z shares, if you are in doubt about what procedures or documents are required by your fee-based program or employee benefit plan to sell your shares, you should contact your financial intermediary.

Your sale price will be the next-determined NAV, less any applicable CDSC, after the Acquired Portfolio receives your redemption request in proper form.

Acquiring Portfolio

Shares of the Acquiring Portfolio may be acquired or redeemed directly from the Acquiring Portfolio only in Creation Units or multiples thereof. Only an Authorized Participant may engage in creation or redemption transactions directly with the Acquiring Portfolio. Once created, shares of the Acquiring Portfolio generally trade in the secondary market in amounts less than a Creation Unit.

Shares of the Acquiring Portfolio are listed and traded on the Exchange, and individual investors can purchase or sell shares in the secondary market through a financial intermediary. The Acquiring Portfolio does not impose any minimum investment for shares of the Acquiring Portfolio purchased on an exchange or otherwise in the secondary market.

When buying or selling shares of the Acquiring Portfolio through a financial intermediary, you may incur a brokerage commission and other charges. The commission is frequently a fixed amount and may be a significant proportional cost for investors seeking to buy or sell small amounts of shares. In addition, you may incur the cost of the “spread,” that is, any difference between the bid price and the ask price. The spread varies over time for shares of the Acquiring Portfolio based on the Acquiring Portfolio’s trading volume and market liquidity, and is generally lower if the Acquiring Portfolio has high trading volume and market liquidity, and higher if the Acquiring Portfolio has little trading volume and market liquidity (which is often the case for funds that are newly launched or small in size). The Acquiring Portfolio’s spread may also be impacted by the liquidity of the underlying securities held by the Acquiring Portfolio, particularly for newly launched or smaller funds or in instances of significant volatility of the underlying securities.

The trading prices of the Acquiring Portfolio’s shares in the secondary market generally differ from the Acquiring Portfolio’s daily NAV and are affected by market forces such as the supply of and demand for ETF shares and underlying securities held by the Acquiring Portfolio, economic conditions and other factors.

The Acquiring Portfolio’s NAV is calculated on any day the NYSE is open at the close of regular trading (ordinarily, 4:00 p.m., Eastern time, but sometimes earlier, as in the case of scheduled half-day trading or unscheduled suspensions of trading). To calculate NAV, the Acquiring Portfolio’s assets are valued and totaled, liabilities are subtracted, and the balance, called net assets, is divided by the number of shares outstanding. If the Acquiring Portfolio invests in securities that are primarily traded on foreign exchanges that trade on weekends or

other days when the Acquiring Portfolio does not price its shares, the NAV of the Acquiring Portfolio’s shares may change on days when stockholders will not be able to purchase or redeem their shares in the Acquiring Portfolio.

COMPARISON OF SOME IMPORTANT FEATURES OF THE PORTFOLIOS

Comparison of Performance

The Acquired Portfolio commenced operations in 1999. The Acquiring Portfolio was established in August 2023 and launched in December 2023. The Acquiring Portfolio performance information is available only since the Portfolio’s launch in December 2023. A surviving fund in a reorganization (which may be either an acquiring fund or an acquired fund) should, under applicable interpretations of the staff of the SEC, carryforward the performance of the predecessor fund that most closely resembles the surviving fund. Factors to be considered in making this determination include the similarity of: the investment adviser; investment objectives, policies and restrictions; net asset levels; expense structures and ratios; and portfolio composition. One purpose of this analysis is to ensure that the historical performance used in a surviving fund’s prospectus and marketing materials is not misleading. Another is to determine whether the adviser’s intent in pursuing a reorganization of the acquired fund is to eliminate a poorer performing fund and improve the overall performance record of its funds. We expect that the Acquiring Portfolio will be considered the surviving fund and carry over its performance record. Although it is smaller than the Acquired Portfolio and has a shorter historical performance record, the Adviser, investment objectives, policies and restrictions, expense structures and ratios, and portfolio composition of the combined, surviving fund will be substantially similar to those of the Acquiring Portfolio. The Acquiring Portfolio will be the accounting and tax survivor of the reorganization.

Comparison of Fees

Stockholders of the Portfolios pay various fees and expenses, either directly or indirectly.  The tables below show the fees and expenses that you would pay if you were to buy, hold or sell shares of each Portfolio.  You may pay other fees, such as brokerage commissions and other fees to financial intermediaries, which are not reflected in the tables and examples below.  The fees and expenses in the tables appearing below are based on the expenses of the Acquired Portfolio’s shares for the semi-annual period ended April 30, 2024 and the anticipated expenses of the Acquiring Portfolio for the fiscal year ended November 30, 2024, which have been adjusted to reflect the management fee anticipated to be effective February 10, 2025. 

Prior to the Conversion, Class A, Class C, Class Z and Class I shares of the Acquired Portfolio will be automatically converted into Advisor Class shares.

The tables also show the pro forma expenses of the combined Acquiring Portfolio after giving effect to the Conversion, based on pro forma net assets as of April 30, 2024.  Pro forma numbers are estimated in good faith and are hypothetical.  Actual expenses may vary significantly.  You will not pay any sales load, contingent deferred sales charge, brokerage commission, redemption fee, or other transaction fee in connection with the receipt of ETF shares from the Conversion.

Fees

Stockholders Fees (fees paid directly from your investment)

Annual Portfolio Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)  

Expense Examples

The Examples are intended to help you compare the cost of investing in the Acquired Portfolio with the cost of investing in the Acquiring Portfolio. The Examples assume that you invest $10,000 in the Portfolios for the time periods indicated and then redeem all of your shares at the end of those periods. The Examples also assume that your investment has a 5% return each year, that the Portfolios’ operating expenses stay the same, that Class C shares automatically convert to Class A shares after eight years and that any fee waiver remains in effect for only the first year. Although your actual costs may be higher or lower, based on these assumptions your costs would be:  

Comparison of Investment Advisory Fees

The Funds have different advisory fee structures, as described below.

Acquired Portfolio

The Acquired Portfolio has a tiered advisory fee rate with breakpoints at specific asset levels. For its services to the Acquired Portfolio, the Adviser receives from the Acquired Portfolio an advisory fee as follows (as an annual percentage of average daily net assets): 0.45 of 1.00% of the first $2.5 billion of the Portfolio’s average net assets, 0.40 of 1.00% of the excess over $2.5 billion up to $5 billion of the Portfolio’s average net assets, 0.35 of 1.00% of the excess over $5 billion up to $8 billion of the Portfolio’s average net assets; and .30 of 1.00% of the excess over $8 billion of the Acquired Portfolio’s average net assets. The fee is accrued daily and paid monthly.

Fee Waiver and/or Expense Reimbursement

The Adviser has contractually agreed to waive its management fees and/or to bear expenses of the Acquired Portfolio until January 31, 2025 to the extent necessary to prevent total Fund operating expenses (but not including (i) extraordinary expenses, (ii) interest expense, (iii) the fees and expenses of registered investment companies or series thereof in which the Acquired Portfolio invests ("Acquired Funds") other than investment advisory fees of Acquired Funds for which the Adviser serves as investment adviser), on an annualized basis, from exceeding .77%, 1.52%, .52%, .52% and .52% of average daily net assets, respectively, for Class A, Class C, Advisor Class, Class I and Class Z shares (“expense limitations”). The expense limitations will remain in effect until January 31, 2025 and may only be terminated or changed with the consent of the Acquired Portfolio’s Board of Directors. In addition, the expense limitations will be automatically extended for one-year terms unless the Adviser provides notice of termination to the Acquired Portfolio at least 60 days prior to the end of the period. After the Conversion, the Adviser will not be permitted to seek recoupment of fees waived or expenses capped during the operation of the Acquired Portfolio prior to the Conversion.

Acquiring Portfolio

For its services to the Acquiring Portfolio, the Adviser receives from the Acquiring Portfolio a unitary advisory fee at an annual rate of .30% the Acquiring Portfolio’s average daily net assets. The fee is accrued daily and paid monthly.

Under the unitary fee structure, the Adviser is responsible for the Acquiring Portfolio's expenses, including the cost of transfer agency, custody, fund administration, legal, audit and other services as well as acquired fund fees and expenses for affiliated money market funds, but excluding fee payments under the Acquiring Portfolio’s investment advisory agreement, interest, taxes, acquired fund fees and expenses for unaffiliated funds, if any, brokerage commissions and other expenses connected with the execution of portfolio transactions, distribution and service fees payable pursuant to a Rule 12b-1 plan, if any, litigation, and extraordinary expenses.

There is no Fee Waiver and/or Expense Reimbursement arrangement with respect to the Acquiring Portfolio. After the Conversion, the Adviser will not be able to recoup fees waived or expenses capped from the prior period of operations of the Acquired Portfolio.

Comparison of Investment Objectives and Policies

The Portfolios have the same fundamental investment policies. The investment objectives of the Portfolios and the Portfolios’ principal investment strategies are similar, as shown in the following table.

Both Portfolios are investment grade, multi sector, intermediate duration funds. The Portfolios have similar durations (6.39 years and 6.17 years for the Acquired Portfolio and the Acquiring Portfolio, respectively), yields to maturity (4.79% and 4.45% for the Acquired Portfolio and the Acquiring Portfolio, respectively) and credit qualities (94% and 96% of the portfolios are in positions rated BBB or higher for the Acquired Portfolio and the Acquiring Portfolio, respectively). Both Portfolios follow a core fixed-income strategy with a multi-sector approach. However, as described above, the security selection process for the Core Plus Bond ETF is based upon a systematic investment process.

Principal Risks

The risks associated with an investment in the Acquired Portfolio and Acquiring Portfolio are substantially similar, except that the Acquiring Portfolio is subject to certain risks unique to operating as an ETF and to its investment policies. Below the principal risks for the Acquired Portfolio and Acquiring Portfolio are identified followed by a description of each risk.

The Acquired Portfolio and Acquiring Portfolio are both subject to the following risks: Market Risk, Interest Rate Risk, Credit Risk, Below Investment Grade Securities Risk, Duration Risk, Inflation Risk, Derivatives Risk, Leverage Risk, Foreign (Non-U.S.) Investments Risk, Emerging Market Risk, Currency Risk, Mortgage-Related and Other Asset-Backed Securities Risk, Illiquid Investments Risk and Management Risk. The Acquired Portfolio is also subject to Active Trading Risk. Additionally, the Acquiring Portfolio is subject to Tax Risk, Variable and Floating-Rate Securities Risk, Cash Transactions Risk, ETF Share Price and Net Asset Value Risk, Authorized Participant Risk and Active Trading Market Risk.

Each of these risks is more fully described below.

As with all investments, you may lose money by investing in the Portfolio.

Dividends and Distributions

Dividends from net investment income from the Acquired Portfolio, if any, are declared daily and paid monthly. Dividends from net investment income from the Acquiring Portfolio, if any, are declared and paid monthly. The Portfolios distribute their net realized capital gains, if any, to stockholders at least annually. During the fourth quarter of the calendar year, typically in early November, an estimate of each Portfolio’s capital gains distribution, if any, will be made available on the Portfolio’s website at www.alliancebernstein.com/investments/us/tax-center.htm.

The way that dividends are received differs between the Acquired Portfolio and Acquiring Portfolio. Stockholders of the Acquired Portfolio may make an election to receive dividends and distributions in cash or in shares at the time they purchase Acquired Portfolio shares. Stockholders of the Acquired Portfolio may participate in a fund-sponsored dividend reinvestment plan. The election can be changed at any time prior to a record date for a dividend. There is no sales or other charge in connection with the reinvestment of dividends or capital gains distributions with respect to the Acquired Portfolio. If a stockholder receives an income dividend or capital gains distribution in cash he may, within 120 days following the date of its payment, reinvest the dividend or distribution in additional Acquired Portfolio shares without charge by returning to the Adviser, with appropriate instructions, the check representing the dividend or distribution. Thereafter, unless the stockholder otherwise specifies, he will be deemed to have elected to reinvest all subsequent dividends and distributions in Acquired Portfolio shares.

The Acquiring Portfolio does not offer a fund-sponsored dividend reinvestment plan. Stockholders of the Acquiring Portfolio who purchase shares on the secondary market will receive all income dividends and capital

gains distributions from their brokers in cash, unless the stockholder’s broker provides an option for the reinvestment of dividends and distributions. Dividends and distributions in cash may be reinvested automatically in additional whole shares of the Acquiring Portfolio only if the broker through whom the stockholder holds their shares makes such an option available. Such shares will generally be reinvested by the broker based upon the market price of those shares and investors may be subject to customary brokerage commissions charged by the broker. Stockholders should consult with their broker about applicable dividend reinvestment options and associated fees and expenses.

Pricing and Valuation Arrangements

The Acquired Portfolio and Acquiring Portfolio apply the same procedures for calculating their NAV per share.  The Portfolios determine their NAV per share after the close of the NYSE (normally, 4:00 p.m., Eastern Time).  The Portfolios will not be priced on days that the NYSE is closed for trading.  The Portfolios have adopted similar policies and procedures for valuing their portfolio assets.  The Portfolios value their securities at market value determined on the basis of market quotations or, if market quotations are not readily available or are unreliable, at “fair value” as determined in accordance with procedures approved by each Portfolio’s Board. The Portfolios expect to use fair value pricing for securities primarily traded on U.S. exchanges under certain circumstances, such as the early closing of the exchange on which a security is traded or suspension of trading in the security, or for securities for which market prices are not readily available or deemed unreliable (including restricted securities). The Portfolios may use fair value pricing for securities primarily traded in non-U.S. markets because, among other things, most foreign markets close well before a Portfolio ordinarily values its securities at 4:00 p.m., Eastern time.

With respect to the Acquired Portfolio, factors considered in fair value pricing may include, but are not limited to, interest rates, foreign currency exchange rates, levels of publicly available benchmarks, prices of futures contracts or comparable securities, or information obtained by analysis of the issuers’ financial statements. Because most fixed income securities are not traded on exchanges, they are primarily valued using fair value prices provided by independent pricing services when the valuation designee reasonably believes that such prices reflect the fair value of the instrument.

The Acquiring Portfolio generally determines the value of a security that is primarily traded on a non-U.S. exchange as of the close of trading on that exchange. The value of that security is then converted to its U.S. dollar equivalent at the foreign exchange rate in effect at 4:00 p.m., London time, on the day the value of the security is determined. Factors considered in fair value pricing may include, but are not limited to, information obtained by contacting the issuer or analysts, or by analysis of the issuers’ financial statements. The Acquiring Portfolio may value its securities using fair value prices based on independent pricing services.

Management of the Portfolios

The Board of Directors of each Company, which is comprised of the same persons, oversees the management of the business and affairs of the Portfolio. The Board of Directors approves all significant agreements between each respective Portfolio and persons or companies furnishing services to it, including a Portfolio’s agreements with the Adviser, custodian and transfer and dividend disbursing agent. The day-to-day operations of each Portfolio are delegated to its officers and the Portfolio’s Adviser, subject to the Portfolio’s investment objective and policies and to general oversight by the Portfolio’s Board of Directors. After the consummation of the Conversion, the directors and officers of the Acquiring Portfolio will continue to serve as the directors and officers of the combined Portfolio.

The management of, and investment decisions for the Acquired Portfolio’s portfolio are made by the Adviser’s U.S. Investment Grade Core Fixed Income Team. Michael Canter, Matthew S. Sheridan and Serena Zhou are the investment professionals with primary responsibility for the day-to-day management of the Acquired Portfolio’s portfolio. The management of, and investment decisions for the Acquiring Portfolio’s portfolio are made by the Adviser’s Systematic Fixed Income Investment Team. Timothy Kurpis, Bernd Wuebben and Serena Zhou

are the investment professionals with primary responsibility for the day-to-day management of the Acquiring Portfolio’s portfolio. For additional information about the portfolio management of each Portfolio, see “Management of the Funds – Portfolio Managers” in each Portfolio’s Prospectus. 

INFORMATION ABOUT THE CONVERSION

Reasons for the Conversion 

At the Board Meeting, the Adviser recommended that the Directors of each Company (who are the same persons) approve the proposed Plan and Conversion primarily in light of the small and declining size of the Acquired Portfolio, its relatively high gross expense ratio, and the Adviser’s view that the prospects for future growth of the Acquired Portfolio are poor. The Adviser also noted the anticipated expense savings benefits to the Acquired Portfolio’s shareholders following the consummation of the Conversion. The Acquired Portfolio reached its peak asset level in November 2011 ($622 million) and has been consistently losing assets since via shareholder redemptions. The Acquired Portfolio’s current asset level of $166 million (as of September 30, 2024) results in the Adviser reimbursing the Acquired Portfolio approximately $750,000 annually pursuant to the Acquired Portfolio’s expense caps, and the Adviser does not wish to continue to provide these reimbursements. The Directors also considered the Adviser’s view that in light of the foregoing, the only realistic alternative to the Conversion for the Acquired Portfolio was liquidation.

In addition, the Adviser advised each Board of its view that there is greater commercial opportunity for the Acquiring Portfolio than for the Acquired Portfolio given the continuing shift away from non-ETF funds to ETF funds in the current market. The Acquiring Portfolio was launched in December 2023 and has been actively marketed within the Adviser’s U.S. Retail distribution channel. The Acquiring Portfolio has more than doubled in size since its launch, primarily driven by activity in the registered investment adviser channel. The Acquiring Portfolio has eclipsed the primary hurdles of a six-month performance track record and $50 million in assets, which are required to gain access to certain additional intermediary platforms in the national broker-dealer space; the Adviser is in active dialogues for placement on these intermediary platforms. The Adviser expects the one-year anniversary of the Acquiring Portfolio to be an important milestone too in the Acquiring Portfolio’s commercialization journey as several other intermediary platforms require at least one-year track record before they will allow engagement.

The Adviser also recommended that the Directors of each Company (who are the same persons) approve the proposed Plan and Conversion because of certain benefits associated with the ETF structure, including, among other benefits, intraday trading and the potential for increased tax efficiency, which the Adviser believes will better serve the interests of stockholders. In a mutual fund, when portfolio securities are sold, either to rebalance holdings or to raise cash for redemptions, the sale can create capital gains that impact all taxable stockholders of the mutual fund.  In contrast, the mechanics of the creation and redemption process for ETFs allows ETFs to acquire securities in-kind and redeem securities in-kind, generally reducing the realization of capital gains by the ETFs for the same processes.  As a result, stockholders of an ETF that creates and redeems its shares primarily in-kind generally realize most of their capital gains in respect of their investment in the ETF when they sell their ETF shares. Because the Acquiring Fund effects many of its creations and redemptions of shares for cash rather than for securities, an investment in the ETF is expected to be less tax-efficient than an investment in an ETF that effects redemptions of Creation Units primarily on an in-kind basis.

The Acquiring Portfolio will pursue a similar investment objective and apply similar investment policies and strategies as the Acquired Portfolio, but have the risks and benefits of operating in the ETF structure. Both Portfolios are investment grade, multi-sector, intermediate duration funds. The Adviser will continue as the investment adviser of the Acquiring Portfolio after the Conversion and no change in portfolio managers will result from the Conversion. The Acquiring Portfolio will have a lower management fee rate than that of the Acquired Portfolio and the Acquiring Portfolio, under its unitary fee structure, is expected to experience lower overall expenses as compared to the Acquired Portfolio. The Directors also considered that the Acquired Portfolio has a different portfolio management team than the Acquired Portfolio, and that the Acquired Portfolio is managed using a systematic investment process whereas the Acquired Portfolio is managed using conventional active management. The Directors also considered the differences in the investment policies and current holdings and the anticipated holdings of the Acquiring Portfolio after the Conversion.

In considering the Plan, each Board requested and received detailed information from the Adviser regarding the Conversion, including: (1) the specific terms of the Plan; (2) the investment objectives, investment strategies, and investment policies of the Acquired Portfolio and the Acquiring Portfolio; (3) comparative data analyzing the fees and expenses of the Portfolios; (4) the comparative data analyzing the risks and benefits of

operating in the ETF structure compared to the mutual fund structure; (5) the proposed plans for ongoing management, distribution, and operation of the Acquiring Portfolio; (6) the management, financial position, and business of the Adviser and its affiliates; and (7) the impact of the Conversion on the Acquired Portfolio and its stockholders.

With respect to the information listed above, each Board considered that, among other information: (1) the Conversion is structured to be a tax-free reorganization and the shares of the Acquiring Portfolio that would be received by the stockholders of the Acquired Portfolio in the exchange will be equal in aggregate NAV to the aggregate NAV of their Acquired Portfolio shares (less cash corresponding to any fractional share amount) as of the Closing Date of the Conversion; (2) the investment objectives, strategies and policies of the Acquired Portfolio and the Acquiring Portfolio are similar; (3) the management fee of the Acquiring Portfolio is equal to the management fee of the Acquired Portfolio at the last breakpoint in the Acquired Portfolio’s management fee, and the Acquiring Portfolio is expected to experience significantly lower overall expenses as compared to the Acquired Portfolio under its unitary fee structure; (4) the plans for the ongoing management, distribution, and operation of the Acquiring Portfolio as an ETF will benefit tax conscious stockholders, though an investment in the Acquiring Portfolio is expected to be less tax-efficient than an investment in an ETF that effects redemptions of Creation Units primarily on an in-kind basis; and (5) AllianceBernstein L.P. is the adviser of both the Acquired Portfolio and Acquiring Portfolio and the terms of the investment advisory agreements are materially the same other than with respect to the investment advisory fees. Each Board also considered that the Conversion met the conditions under Rule 17a-8 under the 1940 Act to be consummated without the vote of stockholders of the Acquired Portfolio or Acquiring Portfolio.

In assessing the Conversion, the Adviser provided each Board with information on the anticipated diminution in the assets of the Acquired Portfolio prior to the Closing Date. More than 75% of the Acquired Portfolio’s assets were held in Class A shares as of September 30, 2024, and the Adviser anticipated that some investment advisers and investment platforms would not find the Acquiring Portfolio an appealing option due to the lack of Rule 12b-1 payments in respect of its shares. In addition, $9.9 million of the Acquired Portfolio’s assets are held by 401(k) plans, which are unlikely to be able to hold ETF shares given certain operational and other issues. Based on the Adviser’s recent experience in converting four AB Funds to ETFs, the Adviser anticipated that most of the remaining assets in the Acquired Portfolio’s other share classes would remain in the ETF after the Conversion.

Each Board also received detailed information from the Adviser regarding how the Acquiring Portfolio was expected to be the tax survivor for federal income tax purposes.  As of August 31, 2024 the Acquired Portfolio had approximately $38.6 million in capital loss carryforwards available and it had net current year realized capital losses of $2.4 million, for a total of $41 million in realized capital losses. The Acquired Portfolio’s capital loss carryforwards are expected to be assumed by the Acquiring Portfolio. The Acquired Portfolio’s capital loss carryforwards may be limited by IRS guidelines in the hands of the Acquiring Portfolio if the Acquired Portfolio experiences an “ownership change” for federal income tax purposes as a result of the transaction or thereafter. There can be no assurance that the Acquired Portfolio will not undergo an ownership change and therefore the use of the Acquired Portfolio’s capital loss carryforwards may be limited. The Acquiring Portfolio had no capital loss carryforwards and had current year realized gains of $202,000 as of the time of the Board meeting.

In contemplating the Conversion, each Board also considered alternative options other than the acquisition of the Acquired Portfolio by the Acquiring Portfolio. Each Board considered the potential for mergers/reorganizations with other AB funds, mergers/reorganizations with unaffiliated funds, liquidation of the Acquired Portfolio, and the possibility of a direct conversion to an ETF.

After careful consideration, each Board, including all of the Independent Directors, determined that the Conversion would be in the best interests of the Acquired Portfolio and the Acquiring Portfolio and that the interests of existing stockholders of the Acquired Portfolio and Acquiring Portfolio would not be diluted as a result of the Conversion. The Directors have unanimously approved the Plan and Conversion.

In making these determinations, each Board, including all of the Independent Directors, considered a number of factors, including the potential benefits and costs of the Conversion to the stockholders of the Acquired Portfolio. These considerations included the following:

to stockholders so that they may enter into appropriate arrangements prior to the Conversion, as well as the very small number of stockholders and net assets affected by this consideration;

The Directors also considered, among other things:

Based upon their evaluation of the relevant information presented to it, and in light of its fiduciary duties under federal and state law, each Board, including all of the Independent Directors (who consulted with their independent legal counsel concerning this matter), unanimously concluded that completing the Conversion is in the best interests of the stockholders of the Acquired Portfolio and Acquiring Portfolio and that no dilution of value would result to the stockholders of the Acquired Portfolio or Acquiring Portfolio from the Conversion. 

Also at the Board Meeting, the Directors (who are Directors of both Companies) approved the Plan on behalf of the Acquiring Portfolio.

INFORMATION ABOUT THE PLAN

This is only a summary of the Plan.  You should read the form of Plan, which is attached as Exhibit A to this Information Statement/Prospectus, for complete information about the Conversion.

How will the Conversion be carried out? 

As provided in the Plan, the Acquiring Portfolio will acquire all the assets and assume all the liabilities, expenses and obligations of the Acquired Portfolio on the closing date of the Conversion (the “Closing Date”). In return, the Acquiring Portfolio will issue, and the Acquired Portfolio will distribute to its stockholders, a number of shares (and cash in lieu of fractional shares, if any) of the Acquiring Portfolio, determined by dividing the net value of all the assets of the Acquired Portfolio by the NAV of one share of the Acquiring Portfolio. For this purpose, the Plan provides the times for and methods of determining the net value of the assets of each Portfolio. The Plan provides that stockholders of the Acquired Portfolio will be credited with shares of the Acquiring Portfolio corresponding to the aggregate NAV of the Acquired Portfolio shares that the stockholder holds of record at the Closing Date except as noted below.

Shares of the Acquiring Fund will be transferred to each stockholder’s brokerage account. If a stockholder does not hold their Acquired Portfolio shares through a brokerage account that can accept shares of the Acquiring Portfolio on the Closing Date of the Conversion, the stockholder will not receive shares of the Acquiring Portfolio as part of the Conversion. Instead, the stockholder’s Acquired Portfolio shares will be liquidated, and the stockholder will receive a cash payment in redemption of the stockholder’s Acquired Portfolio shares. If you hold your Acquired Portfolio shares through a fund direct IRA and do not take action prior to the Conversion, your Acquired Portfolio shares will be exchanged for shares of AB Government Money Market Portfolio equal in value to the NAV of your Acquired Portfolio shares. Alternatively, if you hold your Acquired Portfolio shares through an account with a financial intermediary that is not able to hold shares of the Acquiring Portfolio, like many group retirement plans, your financial intermediary may transfer your investment in the Acquired Portfolio to a different investment option prior to the Conversion.

Following the distribution of the Acquiring Portfolio shares in full liquidation of the Acquired Portfolio, the Acquired Portfolio will wind up its affairs and terminate as soon as is reasonably possible after the Conversion.

The Conversion is expected to be consummated in the first quarter of 2025. Under applicable legal and regulatory requirements, none of the Acquired Portfolio’s stockholders will be entitled to exercise objecting stockholders’ appraisal rights, i.e., to demand the fair value of their shares in connection with the Conversion. Therefore, stockholders will be bound by the terms of the Conversion under the Plan. However, any stockholder of the Acquired Portfolio may redeem shares of common stock prior to the Conversion.

The parties may agree to amend the Plan to the extent permitted by law. If the Companies agree, the Plan may be terminated or abandoned at any time before the Conversion.

The Companies have made representations and warranties in the Plan that are customary in matters such as the Conversion. The Plan contains a number of conditions precedent that must occur before the Acquired Portfolio or Acquiring Portfolio is obligated to proceed with the Conversion. One of these conditions requires that the Companies shall have received a tax opinion as described below that the consummation of the Conversion will not result in the recognition of gain or loss for federal income tax purposes for the Acquired Portfolio, the Acquiring Portfolio or their stockholders. The receipt of a tax opinion is a condition of the Conversion that cannot be waived.

Although stockholder approval of the Conversion is not required and the Adviser does not anticipate that the Conversion will be terminated, if the Conversion is terminated, stockholders of the Acquired Portfolio would be notified of the change and the Acquired Portfolio would continue to operate as a series of AB Bond Fund, Inc.

Who will bear the expenses of the Conversion?

The expenses of the Conversion are expected to be borne by the Adviser, except for any transfer fees, stamp duty, brokerage commissions or other transaction costs relating to the transfer of securities from the Acquired Portfolio to the Acquiring Portfolio at the time of the Conversion and the sale and purchase of securities in those foreign markets that do not permit the in-kind transfer of securities.

Federal Income Tax Consequences

The following is a general summary of some of the important U.S. federal income tax consequences of the Conversion and is based upon the current provisions of the Code, the existing U.S. Treasury Regulations thereunder, current administrative rulings of the U.S. Internal Revenue Service (“IRS”) and published judicial decisions, all of which are subject to change, possibly with retroactive effect. These considerations are general in nature and individual stockholders should consult their own tax advisers as to the federal, state, local, and foreign tax considerations applicable to them and their individual circumstances. These same considerations generally do not apply to stockholders who hold their shares in a tax-advantaged account, such as an individual retirement account (“IRA”) or qualified retirement plan.

The Conversion is intended to be a tax-free “reorganization” within the meaning of Section 368(a) of the Code for U.S. federal income tax purposes. As a condition to the consummation of the Conversion, Seward & Kissel LLP will deliver an opinion (“Tax Opinion”) to AB Bond Fund, Inc. and AB Active ETFs, Inc. to the effect that, based on the facts and assumptions stated therein (as well as certain representations made on behalf of the Acquired Portfolio and Acquiring Portfolio) and the existing U.S. federal income tax law, and conditioned on the Conversion being completed in accordance with the Plan, for U.S. federal income tax purposes:

any capital loss carryovers of the Acquired Portfolio) may be subject to limitation under Section 383 of the Code.

Notwithstanding the foregoing, no opinion will be expressed as to the tax consequences of the Conversion on contracts or securities on which gain or loss is recognized upon the transfer of an asset regardless of whether such transfer would otherwise be a nonrecognition transaction under the Code. None of the Portfolios have requested or will request an advance ruling from the IRS as to the U.S. federal income tax consequences of the Conversion.

The Tax Opinion is not binding on the IRS or the courts and is not a guarantee that the tax consequences of the Conversion will be as described above. If the Conversion were consummated but the IRS or the courts were to determine that the Conversion did not qualify as a tax-free reorganization under the Code, and thus was taxable, the Acquired Portfolio would recognize gain or loss on the transfer of its assets to the Acquiring Portfolio, and each stockholder of the Acquired Portfolio that held shares in a taxable account would recognize a taxable gain or loss equal to the difference between its tax basis in its Acquired Portfolio shares and the fair market value of the shares of the Acquiring Portfolio it received.

The tax year of the Acquired Portfolio is expected to end as of the closing of the Conversion which will accelerate distributions to stockholders from the Acquired Portfolio for its short tax year ending on the Closing Date. Such distributions will be taxable and will include any capital gains resulting from portfolio turnover prior to the Conversion. If determined necessary by the Portfolios, the Acquired Portfolio will declare a distribution to stockholders, which together with all previous distributions, will have the effect of distributing to stockholders all of its investment company taxable income (computed without regard to the deduction for dividends paid), net tax-exempt income, if any, and net realized capital gains, if any, through the closing of the Conversion.

General Limitation on Losses. Assuming the Conversion qualifies as a tax-free reorganization, as expected, the Acquired Portfolio will succeed to the tax attributes of the Acquiring Portfolio upon the closing of the Conversion, including any capital loss carryovers that could have been used by the Acquired Portfolio to offset its future realized capital gains, if any, for federal income tax purposes. The capital loss carryovers of the Acquired Portfolio will be available to offset future gains recognized by the combined Portfolio. Capital losses of a Portfolio arising in taxable years beginning after December 22, 2010 may be carried forward indefinitely to offset future capital gains. The Acquiring Portfolio is expected to be the tax survivor for federal income tax purposes.  As of August 31, 2024 the Acquired Portfolio had approximately $38.6 million in capital loss carryforwards available and it had net current year realized capital losses of $2.4 million, for a total of $41 million in realized capital losses. The Acquired Portfolio’s capital loss carryforwards are expected to be assumed by the Acquiring Portfolio. but their use by the Acquiring Portfolio will be limited if the Acquired Portfolio is treated as experiencing an ownership change. The Acquiring Portfolio had no capital loss carryforwards and had current year realized gains of $202,000 as of the time of the Board meeting.

The foregoing description of the U.S. federal income tax consequences of the Conversion applies generally to stockholders who are not tax-exempt investors and does not take into account your particular facts and circumstances.  Consult your own tax adviser about the effect of state, local, foreign, and other tax laws because this discussion only relates to U.S. federal income tax laws.

CAPITAL STRUCTURE AND STOCKHOLDER RIGHTS

The Acquired Portfolio is a series of AB Bond Fund, Inc. AB Bond Fund, Inc. is an open-end, registered management investment company. AB Bond Fund, Inc. was organized as a Maryland corporation in 1973. The operations of AB Bond Fund, Inc. are governed by its charter, Bylaws, and Maryland law. AB Bond Fund, Inc. is subject to the 1940 Act, the rules and regulations promulgated by the SEC thereunder, and any applicable state securities laws. The Acquiring Portfolio is a series of AB Active ETFs, Inc. AB Active ETFs, Inc., an open-end,

registered management investment company, was organized as a Maryland corporation in 2010. The operations of AB Active ETFs, Inc. are governed by its charter, Bylaws and Maryland law. AB Active ETFs, Inc. is subject to the 1940 Act, the rules and regulations promulgated by the SEC thereunder, and any applicable state securities laws. Comparisons of the organizational documents governing AB Bond Fund, Inc. and AB Active ETFs, Inc. are provided in Exhibit B to this Information Statement/Prospectus.

As a result of the Conversion, stockholders of the Acquired Portfolio will receive shares of the Acquiring Portfolio of AB Active ETFs, Inc. equal in value to the shares of the Acquired Portfolio they hold. The Acquiring Portfolio shares will be credited to the Acquired Portfolio stockholder’s brokerage account and the Acquired Portfolio shares will be cancelled. If a stockholder does not have a brokerage account that can accommodate shares of an ETF at the time of the Conversion of the Acquired Portfolio, the Acquired Portfolio stockholder will not receive a distribution of Acquiring Portfolio shares and instead, the Acquired Portfolio stockholder’s shares will be redeemed by the Acquired Portfolio prior to the Conversion, and such Acquired Portfolio stockholder will receive a cash payment in redemption of their Acquired Portfolio shares.

What are the capitalizations of the Portfolios?

The following tables set forth the unaudited capitalization of the Acquired Portfolio and Acquiring Portfolio as of November 1, 2024, and the unaudited pro forma combined capitalization of the Acquiring Portfolio as adjusted to give effect to the proposed Conversion. The following are examples of the number of shares of each Acquiring Portfolio that would have been exchanged for the shares of the Acquired Portfolio if the Conversion had been consummated, and do not reflect the number of shares or value of shares that would actually be received if the Conversion, as described, occurs. Pro forma numbers are estimated in good faith and are hypothetical. Pro forma numbers do not reflect any potential liquidation of stockholders associated with the Conversion or cash paid in lieu of fractional Acquiring Portfolio shares.

 _______________________________

The information in the capitalization table above is for informational purposes only.  There is no assurance that the Conversion will be consummated.  Moreover, if consummated, the capitalization of the Acquired Portfolio and Acquiring Portfolio is likely to be different at the closing date as a result of daily share purchase and redemption activity in the Acquired Portfolio.  Accordingly, the foregoing should not be relied upon to reflect the number of shares of the Acquiring Portfolio that actually will be received on or after such date.

ADDITIONAL INFORMATION ABOUT THE ACQUIRING PORTFOLIO
AND ACQUIRED PORTFOLIO

How do the fundamental investment policies of the Portfolios compare?

The fundamental investment policies of the Acquired Portfolio and Acquiring Portfolio are identical.

Where can I find more financial and performance information about the Portfolios?

Additional information is available in the Portfolios’ prospectuses, statements of additional information, and the most recent annual and semi-annual stockholder reports, as applicable.

The prospectus of the Acquired Portfolio, as well as the prospectus of the Acquiring Portfolio, are incorporated herein by reference and are legally deemed to be part of this Information Statement/Prospectus. A copy of the Acquired Portfolio prospectus is available upon request from ABIS by calling 800-221-5672, free of charge. A copy of the Acquiring Portfolio prospectus accompanies this Information Statement/Prospectus.

The Statement of Additional Information also is incorporated herein by reference and is legally deemed to be part of this Information Statement/Prospectus. The statement of additional information of the Acquired Portfolio, as well as the statement of additional information of the Acquiring Portfolio, are incorporated therein by reference, and are available upon request.

The applicable prospectuses, statements of additional information, and the most recent annual and semi-annual stockholder reports have been filed with the SEC and are available, free of charge, by (i) calling ABIS toll-free at 800-221-5672, (ii) accessing the documents at the Portfolios’ website at www.abfunds.com, or (iii) writing to the Portfolios at the address listed above. In addition, these documents may be obtained from the EDGAR database on the SEC’s Internet site at http://www.sec.gov. You also may obtain this information upon payment of a duplicating fee, by e-mailing the SEC at the following address: publicinfo@sec.gov.

PRINCIPAL STOCKHOLDERS

As of January 9, 2023, the Directors and officers of each Portfolio as a group beneficially owned less than 1% of the outstanding shares of common stock of that Portfolio. To the knowledge of each Portfolio, the following table shows the persons owning, as of November 7, 2024, either of record or beneficially, 5% or more of the outstanding shares of each class of the Portfolio and the percentage of the combined class’s shares to be owned by the persons if the Conversion had been consummated as of that date.

A stockholder who beneficially owns more than 25% of the Acquired Portfolio’s outstanding voting securities is presumed to “control” the Acquired Portfolio, as that term is defined in the 1940 Act, and may have a significant impact on matters submitted to a stockholder vote.

Pro forma numbers are estimated in good faith and are hypothetical. Pro forma numbers do not reflect any potential liquidation of stockholders associated with the Conversion or cash paid in lieu of fractional Acquiring Portfolio shares.

(a)       Class A, Class C, Class I and Class Z shares of the Acquired Portfolio will each be converted to Advisor Class shares prior to the Conversion.

(b)       On a pro forma basis assuming the value of the stockholder’s interest in the Acquired Portfolio on the date of the Conversion, is the same as on the Record Date.

ADDITIONAL INFORMATION

Administrator.  The Adviser, with principal offices at 501 Commerce Street, Nashville, TN 37203, serves as the administrator for the Acquired Portfolio. State Street Bank and Trust Company, located at One Lincoln Street, Boston, MA 02111, serves as the administrator for the Acquiring Portfolio.

Transfer Agent. ABIS, an indirect wholly-owned subsidiary of the Adviser, located principally at 8000 IH 10 W, 13th Floor, San Antonio, Texas 78230, acts as the transfer agent for the Acquired Portfolio. State Street Bank and Trust Company, located at One Lincoln Street, Boston, MA 02111, serves as the transfer agent for the Acquiring Portfolio.

Custodian.  State Street Bank and Trust Company, One Congress Street, Boston, MA 02114, serves as custodian and accounting agent for the Acquired Portfolio. State Street Bank and Trust Company, One Lincoln Street, Boston, MA 02111, serves as custodian and accounting agent for the Acquiring Portfolio.

Distributor. ABI, an indirect wholly-owned subsidiary of the Adviser, located at 501 Commerce Street, Nashville, TN 37203, is the distributor of the Acquired Portfolio’s shares. Foreside, located at Three Canal Plaza, Suite 100, Portland, Maine 04101, is the distributor of the Acquiring Portfolio’s shares.

Independent Registered Public Accounting Firm.  Ernst & Young, LLP, located at One Manhattan West, New York, New York 10001, serves as the independent registered public accounting firm to the Acquired Portfolio and Acquiring Portfolio.

Stockholders Sharing the Same Address.  Normally, if two or more stockholders share the same address, only one copy of the Information Statement/Prospectus is being delivered to that address, unless the Portfolio(s) have received contrary instructions from one or more of the stockholders at that shared address.  Upon written or oral request, the Acquiring Portfolio will deliver promptly a separate copy of the Information Statement/Prospectus to a stockholder at a shared address.  Please call the transfer agent at 800-221-5672, if you would like to receive a separate copy of the Information Statement/Prospectus.

Fund Counsel. Seward & Kissel LLP, 901 K Street NW, Suite 800, Washington, D.C. 20001, is counsel to AB Bond Fund, Inc. and AB Active ETFs, Inc.

FINANCIAL HIGHLIGHTS

The Acquiring Portfolio will adopt the financial history, including the Financial Highlights, of the Acquired Portfolio’s Advisor Class shares following the Conversion. Prior to the Conversion, Class A, Class C, Class I and Class Z shares of the Acquired Portfolio will be automatically converted into Advisor Class shares. The Financial Highlights information for the Acquired Portfolio is presented below as it will be adopted by the Acquiring Portfolio following the Conversion.

The financial highlights tables are intended to help you understand the Acquired Portfolio’s financial performance for the past five years. Certain information reflects financial results for a single share of the Acquired Portfolio. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Acquired Portfolio (assuming reinvestment of all dividends and distributions). Except as otherwise indicated, this information has been audited by Ernst & Young, LLP, independent registered public accounting firm, whose reports, along with the Acquired Portfolio’s financial statements, are included in the Acquired Portfolio’s annual report and available upon request.

Acquired Portfolio