1 Issuer's name

Eaton Vance Risk-Managed Diversified Equity Income Fund

3 Name of contact for additional information4 Telephone No. of contact

Eaton Vance Management

6 Number and street (or P.O. box if mail is not delivered to street address) of contact

Two International Place

8 Date of action

9 Classification and description

12/31/20

Non-Taxable Return of Capital Distribution

10

CUSIP number

12

27829G106

ETJ

11 Serial number(s)

Ticker symbol

13 Account number(s)

Part II

Organizational Action Attach additional statements if needed. See back of form for additional questions.

  • 14 Describe the organizational action and, if applicable, the date of the action or the date against which shareholders' ownership is measured for the action a Non-taxable return of capital distribution to shareholders. See attached schedule.

  • 15 Describe the quantitative effect of the organizational action on the basis of the security in the hands of a U.S. taxpayer as an adjustment per

    share or as a percentage of old basis a The total amount of non-taxable return of capital, on the attached schedule, represents a reduction in the shareholders' tax basis in their shares held.

16

Describe the calculation of the change in basis and the data that supports the calculation, such as the market values of securities and the valuation dates a The tax basis of the shareholders' shares is decreased by the per share amount on non-taxable return of capital on

attached schedule, multiplied by the number of shares the shareholder owns.

For Paperwork Reduction Act Notice, see the separate Instructions.

Cat. No. 37752P

Form 8937 (12-2017)

Form 8937 (12-2017)

Page 2

Part II

Organizational Action (continued)

17 List the applicable Internal Revenue Code section(s) and subsection(s) upon which the tax treatment is based a Persuant to IRC

Sec. 301(C)(1), the portion of a distribution which is a dividend (as defined in IRC Sec. 316), is includable in gross income. Persuant to IRC Sec. 301 (C)(2), the portion of a distribution which is not a dividend, shall be applied against and reduce the adjusted tax basis of the stock.

18 Can any resulting loss be recognized? a No loss will be recognized as a result of any non-taxable return of capital. A loss may be realized upon the disposition of the shares by the shareholder.

19

Provide any other information necessary to implement the adjustment, such as the reportable tax year a The information provided above

will be provided on the shareholder's 2020 1099-DIV statement in box 3.

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.

Sign

Here

Signature a

Date a

Print your name a Jennifer Flynn

Title a Assistant Treasurer

Paid

Print/Type preparer's name

Preparer's signature

Date

PTIN

Preparer

Check if self-employedUse OnlyFirm's EIN aFirm's name

a

Firm's address a

Phone no.

Send Form 8937 (including accompanying statements) to: Department of the Treasury, Internal Revenue Service, Ogden, UT 84201-0054

Eaton Vance Risk Managed Diversified Equity Income Fund Fiscal Year Ended 12/31/2020

*FINAL*

Supplemental attachment to form 8937

Part 2, Box 14, 15 & 16:

Per Share

Record

Ex

Payable

Date

Date

Date

1/24/2020

1/23/2020

1/31/2020

$

0.076000

$

0.053136

2/21/2020

2/20/2020

2/28/2020

$

0.076000

$

0.053136

3/24/2020

3/23/2020

3/31/2020

$

0.076000

$

0.053136

4/23/2020

4/22/2020

4/30/2020

$

0.076000

$

0.053136

5/22/2020

5/21/2020

5/29/2020

$

0.076000

$

0.053136

6/23/2020

6/22/2020

6/30/2020

$

0.076000

$

0.053136

7/24/2020

7/23/2020

7/31/2020

$

0.076000

$

0.053136

8/24/2020

8/21/2020

8/31/2020

$

0.076000

$

0.053136

9/23/2020

9/22/2020

9/30/2020

$

0.076000

$

0.053136

10/23/2020

10/22/2020

10/30/2020

$

0.076000

$

0.053136

11/23/2020

11/20/2020

11/30/2020

$

0.076000

$

0.053136

12/24/2020

12/23/2020

12/31/2020

$

0.076000

$

0.053136

Nontaxable Return of Capital

Per Share Distribution

26-0343011

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Disclaimer

Eaton Vance Risk-Managed Diversified Equity Income Fund published this content on 21 January 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 February 2021 11:12:09 UTC.