Thornburg
Investment Trust
Statement
of Additional Information
Dated
February 1, 2023 for
Thornburg
Global Opportunities Fund
(“Global
Opportunities Fund”)
Class
A: THOAX
Class
C: THOCX
Class
I: THOIX |
Thornburg
Investment Income Builder Fund
(“Income
Builder Fund”)
Class
A: TIBAX
Class
C: TIBCX
Class
I: TIBIX |
Thornburg
Limited Term Municipal Fund
(“Limited
Term Municipal Fund”)
Class
A: LTMFX
Class
C: LTMCX
Class
C2: LTMQX
Class
I: LTMIX |
|
|
|
Thornburg
International Equity Fund
(“International
Equity Fund”)
Class
A: TGVAX
Class
C: THGCX
Class
I: TGVIX |
Thornburg
Summit Fund
(“Summit
Fund”)
Class
A: TSAMX
Class
I: TSUMX |
Thornburg
California Limited Term Municipal Fund
(“Limited
Term California Fund”)
Class
A: LTCAX
Class
C: LTCCX
Class
C2: LTCQX
Class
I: LTCIX |
|
|
|
Thornburg
Better World International Fund
(“Better
World International Fund”)
Class
A: TBWAX
Class
C: TBWCX
Class
I: TBWIX |
Thornburg
Limited Term U.S. Government Fund
(“Limited
Term U.S. Government Fund”)
Class
A: LTUSX
Class
C: LTUCX
Class
C2: LTUQX
Class
I: LTUIX |
Thornburg
New Mexico Intermediate Municipal Fund
(“Intermediate
New Mexico Fund”)
Class
A: THNMX
Class
D: THNDX
Class
I: THNIX |
|
|
|
Thornburg
International Growth Fund
(“International
Growth Fund”)
Class
A: TIGAX
Class
C: TIGCX
Class
I: TINGX |
Thornburg
Limited Term Income Fund
(“Limited
Term Income Fund”)
Class
A: THIFX
Class
C: THICX
Class
C2: THIQX
Class
I: THIIX |
Thornburg
New York Intermediate Municipal Fund
(“Intermediate
New York Fund”)
Class
A: THNYX
Class
I: TNYIX |
|
|
|
Thornburg
Developing World Fund
(“Developing
World Fund”)
Class
A: THDAX
Class
C: THDCX
Class
I: THDIX |
Thornburg
Ultra Short Income Fund
(“Ultra
Short Income Fund”)
Class
A: TLDAX
Class
I: TLDIX |
Thornburg
Intermediate Municipal Fund
(“Intermediate
Municipal Fund”)
Class
A: THIMX
Class
C: THMCX
Class
C2: THMQX
Class
I: THMIX |
|
|
|
Thornburg
Small/Mid Cap Core Fund
(“Small/Mid
Cap Core Fund”)
Class
A: TVAFX
Class
C: TVCFX
Class
I: TVIFX |
Thornburg
Strategic Income Fund
(“Strategic
Income Fund”)
Class
A: TSIAX
Class
C: TSICX
Class
I: TSIIX |
Thornburg
Strategic Municipal Income Fund
(“Strategic
Municipal Income Fund”)
Class
A: TSSAX
Class
C: TSSCX
Class
I: TSSIX |
|
|
|
Thornburg
Small/Mid Cap Growth Fund
(“Small/Mid
Cap Growth Fund”)
Class
A: THCGX
Class
C: TCGCX
Class
I: THIGX |
Thornburg
Short Duration Municipal Fund
(“Short
Duration Municipal Fund”)
Class
A: TLMAX
Class
I: TLMIX |
|
2300 North
Ridgetop Road
Santa Fe,
New Mexico 87506
This
Statement of Additional Information is not a prospectus but should be read in
conjunction with the Funds’ “Thornburg Funds” Prospectus dated February 1, 2023
(the “Prospectus”). A copy of the Prospectus and the most recent Annual and
Semi-Annual Reports for each of the Funds may be obtained at no charge by going
to “Forms and Literature” on the Thornburg website at www.thornburg.com and
clicking the appropriate hyperlink to view the current Prospectus or Financial
Reports, by telephoning a Fund Support Representative at 1-800-847-0200, or by
writing to the distributor of the Funds’ shares, Thornburg Securities
Corporation, at 2300 North Ridgetop Road, Santa Fe, New Mexico 87506. The
audited financial statements contained in the Annual Reports to Shareholders for
each of the Funds for the fiscal year ended September 30, 2022 are incorporated
herein by reference. This Statement of Additional Information is incorporated by
reference into the Prospectus.
The
description of investment policies and limitations that appears in this
Statement of Additional Information and the Prospectus does not impose a
contractual duty on the Funds or their investment advisor to comply with those
policies and limitations, and no express or implied contract is created among a
Fund and its shareholders by virtue of those shareholders having made an
investment in the Fund or having received this Statement of Additional
Information or the Prospectus. Furthermore, while the Trust may enter into
contracts with third parties to manage the Funds’ assets and provide other
services, as described in this Statement of Additional Information and the
Prospectus, the Trust and each such third party are the sole intended
beneficiaries of those contracts, and the Funds’ shareholders are not third
party beneficiaries of those contracts.
TABLE OF
CONTENTS
ORGANIZATION
OF THE FUNDS |
1 |
|
|
INVESTMENT
POLICIES |
1 |
|
|
Investing
in Debt Obligations |
2 |
Investing
in Equity Securities |
10 |
Investing
in Foreign Debt Obligations and Foreign Equity Securities |
13 |
Investing
in Derivative Instruments |
14 |
Commodities-Related
Investments |
20 |
Other
Investments, Investment Techniques and Other Risks |
20 |
|
|
COMMODITY
EXCHANGE ACT REGISTRATION EXEMPTION |
24 |
|
|
INVESTMENT
LIMITATIONS |
24 |
|
|
Global
Opportunities Fund, International Equity Fund, International Growth Fund,
Small/Mid Cap Core Fund, Small/Mid Cap Growth Fund, Income Builder Fund,
and Strategic Income Fund |
24 |
Better
World International Fund |
25 |
Developing
World Fund |
26 |
Summit
Fund |
27 |
Limited
Term U.S. Government Fund |
28 |
Limited
Term Income Fund |
29 |
Ultra
Short Income Fund |
31 |
Short
Duration Municipal Fund |
32 |
Limited
Term Municipal Fund and Limited Term California Fund |
33 |
Intermediate
New Mexico Fund, Intermediate New York Fund and Intermediate Municipal
Fund |
34 |
Strategic
Municipal Income Fund |
36 |
|
|
CALCULATION
OF PERFORMANCE INFORMATION |
37 |
|
|
ADDITIONAL
MATTERS RESPECTING TAXES |
39 |
|
|
Elections
by the Funds – Subchapter M |
39 |
Backup
Withholding |
39 |
Distributions
by Investment Companies - In General |
39 |
Municipal
Funds-Income Dividends |
40 |
Foreign
Currency Transactions |
41 |
Foreign
Withholding Taxes |
41 |
Short
Sales |
41 |
Redemption
or Other Disposition of Shares |
42 |
State
and Local Taxes |
42 |
Foreign
Account Tax Compliance Act |
42 |
|
|
DISTRIBUTIONS
AND SHAREHOLDER ACCOUNTS |
42 |
|
|
INVESTMENT
ADVISOR, INVESTMENT ADVISORY AGREEMENTS, AND ADMINISTRATIVE SERVICES
AGREEMENTS |
43 |
|
|
Investment
Advisory Agreement |
43 |
Proxy
Voting Policies |
44 |
Administrative
Services Agreement |
44 |
|
|
SERVICE
AND DISTRIBUTION PLANS |
45 |
|
|
Service
Plan - All Classes |
45 |
Class
C, Class C2 and Class D Distribution Plans |
46 |
Amounts
Paid Under Rule 12b-1 Plans and Agreements |
46 |
|
|
FINANCIAL
INTERMEDIARY COMPENSATION |
48 |
|
|
PORTFOLIO
TRANSACTIONS |
48 |
|
|
Portfolio
Turnover Rates |
50 |
|
|
DISCLOSURE
OF PORTFOLIO SECURITIES HOLDINGS INFORMATION |
50 |
|
|
Selective
Disclosure of Nonpublic Holdings Information |
50 |
Making
Holdings Information Publicly Available |
51 |
ORGANIZATION OF THE FUNDS
Global
Opportunities Fund, International Equity Fund, Better World International Fund,
International Growth Fund, Developing World Fund, Small/Mid Cap Core Fund,
Small/Mid Cap Growth Fund, Income Builder Fund, Summit Fund, Limited Term U.S.
Government Fund, Limited Term Income Fund, Ultra Short Income Fund, Strategic
Income Fund, Short Duration Municipal Fund, Limited Term Municipal Fund, Limited
Term California Fund, Intermediate Municipal Fund, and Strategic Municipal
Income Fund are diversified series, and Intermediate New Mexico Fund and
Intermediate New York Fund are nondiversified series, of Thornburg Investment
Trust, a Massachusetts business trust (the “Trust”) organized on June 3, 1987 as
a diversified, open-end management investment company under a Declaration of
Trust (the “Declaration”). The Trust currently has 21 active Funds, 20 of which
are the subject of this Statement of Additional Information. The Trustees are
authorized to divide the Trust’s shares into additional series and
classes.
The assets
received for the issue or sale of shares of each Fund and all income, earnings,
profits, and proceeds thereof, subject only to the rights of creditors, are
especially allocated to the Fund, and constitute the underlying assets of that
Fund. The underlying assets of each Fund are segregated on the books of account,
and are charged with the liabilities with respect to that Fund and with a share
of the general expense of the Trust. Expenses with respect to the Trust are
allocated in proportion to the asset value of the respective series and classes
of the Trust except where allocations of direct expense can otherwise be fairly
made. The officers of the Trust, subject to the general supervision of the
Trustees, determine which expenses are allocable to a given Fund, or generally
allocable to all of the Funds of the Trust. In the event of the dissolution or
liquidation of the Trust, shareholders of each Fund are entitled to receive as a
class the underlying assets of that Fund which are available for
distribution.
Each of the
Funds may in the future, rather than invest in securities generally, seek to
achieve its investment objective(s) by pooling its assets with assets of other
funds for investment in another investment company having the same investment
objective(s) and substantially similar investment policies and restrictions as
the Fund. The purpose of such an arrangement is to achieve greater operational
efficiencies and to reduce cost. It is expected that any such investment company
would be managed by Thornburg Investment Management, Inc. (“Thornburg”) in a
manner substantially similar to the corresponding Fund. Shareholders of each
Fund would receive prior written notice of any such investment, but may not be
entitled to vote on the action. Such an investment would be made only if at
least a majority of the Trustees of the Fund determined it to be in the best
interest of the participating Fund and its shareholders.
The Trust is
an entity of the type commonly known as a “Massachusetts business trust.” Under
Massachusetts law, shareholders of such a trust may, under certain
circumstances, be held personally liable for the obligations of the trust. The
Declaration of Trust provides that the Trust shall not have any claim against
shareholders except for the payment of the purchase price of shares. However,
the risk of a shareholder incurring financial loss on account of shareholder
liability is limited to circumstances in which a Fund itself would be unable to
meet its obligations. Thornburg believes that, in view of the above, the risk of
personal liability to shareholders is remote.
Each Fund
may hold special shareholder meetings and transmit proxy materials. These
meetings may be called to elect or remove Trustees, change fundamental
investment policies, or for other purposes. Shareholders not attending these
meetings are encouraged to vote by proxy. Each Fund will transmit proxy
materials in advance, including a voting card and information about the
proposals to be voted on. The number of votes you are entitled to is based upon
the number of shares you own. Shares do not have cumulative rights or preemptive
rights.
State Street
Bank and Trust Company, Boston, Massachusetts, is custodian of the assets of the
Funds. The Custodian is responsible for the safekeeping of the Funds’ assets and
the appointment of subcustodian banks and clearing agencies. The Custodian takes
no part in determining the investment policies of the Funds or in deciding which
securities are purchased or sold by the Funds.
INVESTMENT POLICIES
Information
about each Fund’s principal investment strategies and the principal risks
associated with those investment strategies is provided in the Prospectus. A
“principal investment strategy” of a Fund is a strategy which Thornburg
anticipates may be important in pursuing the investment objective(s) stated in
the Fund’s prospectus and which Thornburg anticipates may have a significant
effect on the Fund’s performance. In general, a security or investment strategy
will not be considered a principal strategy of a Fund if it will not represent
more than ten percent of a Fund’s assets.
The
following discussion supplements the information in the Prospectus by providing
additional detail about some of the investments that a Fund is generally
permitted, but not required, to make in pursuing the Fund’s investment
objective(s) and certain risks associated with those investments or to which a
Fund may otherwise be subject. Not all of the investments identified below will
be used by each Fund, and some investments that may be used by a Fund would not
ordinarily be considered a principal investment strategy of the Fund. In
general, a Fund may make any investment, including investments which are not
identified below, if the investment advisor reasonably believes that the
investment is consistent with the Fund’s investment objective(s) and policies
and the Fund’s investment limitations do not expressly prohibit the Fund from
doing so.
Under
certain circumstances, a Fund is only permitted to invest a certain percentage
of its assets in a particular investment strategy. For more information about
the specific investment limitations that may be applicable to a Fund, please
refer to the Prospectus and to the “Investment Limitations” section of this
Statement of Additional Information. For purposes of any such limitation on the
percentage of a Fund’s assets that could be invested in a particular investment
strategy, the term “assets” means net assets of the Fund (determined immediately
after and as a result of the Fund’s acquisition of a given investment) plus the
amount of borrowings for investment purposes.
Global
Opportunities Fund, International Equity Fund, Better World International Fund,
International Growth Fund, Developing World Fund, Small/Mid Cap Core Fund,
Small/Mid Cap Growth Fund, and Income Builder Fund are sometimes referred to
collectively in this Statement of Additional Information as the “Equity Funds.”
Short Duration Municipal Fund, Limited Term Municipal Fund, Intermediate
Municipal Fund, Strategic Municipal Income Fund, Limited Term California Fund,
Intermediate New Mexico Fund and Intermediate New York Fund are sometimes
referred to collectively in this Statement of Additional Information as the
“Municipal Funds.” Together with the Municipal Funds, Limited Term U.S.
Government Fund, Ultra Short Income Fund, Limited Term Income Fund and Strategic
Income Fund are sometimes referred to collectively in this Statement of
Additional Information as the “Fixed Income Funds.” The Summit Fund is
characterized by Thornburg as a “Multi-Asset Fund.”
Investing in Debt Obligations
Bonds and
other debt obligations are used by issuers to borrow money from investors. The
issuer pays the investor a fixed or variable rate of interest, and must repay
the amount borrowed at maturity. The values and yields of debt obligations are
dependent upon a variety of factors, including the condition of the general
market, general market interest rates, the size of a particular debt offering,
the maturity of the debt obligations, and the creditworthiness and rating of the
issuer. Variations in the value of a debt obligation held in the Fund’s
portfolio arising from these or other factors will cause changes in the net
asset value of the Fund’s shares.
The
following discussion contains additional detail about debt obligations,
including some of the specific types of debt obligations in which a Fund may
invest and certain risks associated with those investments. You should read the
Prospectus for more information about the characteristics and risks of debt
obligations. You should also read “Investing in Foreign Debt Obligations and
Foreign Equity Securities” below for information about some of the
characteristics and risks of foreign debt obligations.
Bond Ratings
Many bonds
and other debt obligations are assigned credit ratings by ratings agencies such
as Moody’s Investors Service (“Moody’s”) or S&P Global Ratings (“S&P”).
The ratings of Moody’s and S&P represent their current opinions as to the
creditworthiness of the issuers of the debt obligations which the ratings
agencies undertake to rate. In determining credit ratings, ratings agencies
evaluate each issuer’s capacity and willingness to meet its financial
commitments as they come due, and may assess terms, such as collateral security
and subordination, which could affect payment in the event of the issuer’s
default.
While credit
ratings may be helpful in evaluating the safety of principal and interest
payments under debt obligations, credit ratings do not reflect the risk that
market values of debt obligations will fluctuate with changes in interest rates,
general economic trends or other factors. Accordingly, even the highest rated
debt obligation may experience wide price movements. Credit rating agencies may
also fail to change credit ratings in a timely fashion to reflect events
occurring subsequent to the initial ratings. Furthermore, it should be
emphasized that credit ratings are general and are not absolute standards of
quality. Debt obligations with the same maturity, coupon and rating may have
different yields, while debt obligations of the same maturity and coupon with
different ratings may have the same yield.
In addition
to using information provided by ratings agencies, Thornburg will subject each
debt obligation under consideration for investment to its own credit analysis in
an effort to assess each issuer’s financial soundness. This analysis is
performed by Thornburg for a particular debt obligation at the time that a Fund
purchases that obligation and will be reviewed by Thornburg from time to time
thereafter.
Each ratings
agency uses its own rating classification system to indicate the credit rating
assigned to a particular debt obligation. In general, the ratings agencies
classify debt obligations into two categories for purposes of the ratings
process – long term and short term. The ratings agencies typically assign short
term ratings to debt obligations that are considered short term in the relevant
market. In the United States, for example, the ratings agencies deem short term
debt obligations to include commercial paper and other obligations with an
original maturity of no more than 365 days. The following is a brief description
of the applicable ratings symbols and their meanings for each of Moody’s and
S&P.
Ratings
for Long Term Debt Obligations
Rating |
Description |
Aaa
(Moody’s)
AAA
(S&P) |
Debt
obligations judged to be of the highest quality, with minimal credit risk.
The issuer is determined to have an extremely strong capacity to pay
principal and interest on the obligation. |
|
|
Aa
(Moody’s)
AA
(S&P) |
Debt
obligations judged to be of high quality, with very low credit risk. The
issuer is determined to have a very strong capacity to pay principal and
interest on the obligation. |
|
|
A
(Moody’s and S&P) |
Debt
obligations judged to be of upper-medium grade quality, with low credit
risk. The issuer is determined to have a strong capacity to pay principal
and interest on the obligation. |
|
|
Baa
(Moody’s)
BBB
(S&P) |
Debt
obligations judged to be of medium grade quality, with moderate credit
risk and certain speculative characteristics. Adverse economic conditions
may weaken the ability of the issuer to pay principal and interest on the
obligation. This is the last of the ratings categories commonly referred
to as “investment grade.” |
|
|
Ba
(Moody’s)
BB
(S&P) |
Debt
obligations judged to have speculative elements and are subject to
substantial credit risk. The issuer may face major ongoing uncertainties,
and adverse economic conditions may weaken the ability of the issuer to
pay principal and interest on the obligation. This is the first of the
ratings categories commonly referred to as “below investment grade,”
“non-investment grade” or “speculative grade.” |
|
|
B
(Moody’s and S&P) |
Debt
obligations judged to be speculative and subject to high credit risk.
Although the issuer currently has the capacity to make principal and
interest payments on the obligation, adverse economic conditions will
likely impair the ability of the issuer to meet those financial
commitments. |
|
|
Caa
(Moody’s)
CCC
(S&P) |
Debt
obligations judged to be of poor standing and subject to very high credit
risk. Such obligations are currently vulnerable to nonpayment by the
issuer, particularly in the event of adverse economic conditions or
changing circumstances. |
|
|
Ca
(Moody’s)
CC
(S&P) |
Debt
obligations judged to be highly speculative. These obligations are likely
in, or very near, default, with some prospect of recovery of principal and
interest. |
|
|
C
(Moody’s and S&P) |
Debt
obligations that are currently highly vulnerable to nonpayment, debt
obligations that permit payment arrearages, or debt obligations of an
issuer that is the subject of a
bankruptcy
petition or similar action but has not yet experienced a payment default.
These obligations have little prospect for recovery of principal and
interest. |
|
|
D
(Moody’s and S&P) |
Debt
obligations that are currently in payment
default. |
Moody’s may
append the numerical modifiers 1, 2 or 3 to any debt obligation rated Aa through
Caa to indicate the relative standing of that obligation within its principal
rating category. Similarly, S&P may append a “+” or “-” to any debt
obligation rated AA through CCC to indicate the relative standing of that
obligation within its principal rating category. The foregoing ratings are
sometimes presented in parentheses preceded with “Con.” (Moody’s) or “p”
(S&P), indicating that the obligations are rated
conditionally/provisionally. Bonds for which the security depends upon the
completion of some act or the fulfillment of some condition may be rated in this
fashion. The parenthetical rating denotes the probable credit status upon
completion of construction or elimination of the basis of the
condition.
Ratings
for Short Term Debt Obligations
Rating |
Description |
P-1
(Moody’s)
A-1
(S&P) |
Issuer
has a superior ability to repay its short term debt obligations. S&P
may also designate this type of obligation with a “+” to indicate that the
issuer’s capacity to repay the obligation is extremely
strong. |
|
|
P-2
(Moody’s)
A-2
(S&P) |
Issuer
has a strong ability to repay its short term debt obligations, though
repayment of these obligations is somewhat more susceptible to adverse
economic conditions than obligations in the higher rated
category. |
|
|
P-3
(Moody’s)
A-3
(S&P) |
Issuer
has an acceptable ability to repay its short term debt obligations.
Adverse economic conditions are more likely to weaken the ability of the
issuer to meet its financial commitments on these types of
obligations. |
|
|
NP
(Moody’s) |
To the
extent a short term debt obligation does not fall into one of the three
previous categories, Moody’s identifies that obligation as NP or Not
Prime. |
|
|
B
(S&P) |
The
short term debt obligation is judged to have significant speculative
characteristics. Although the issuer currently has the capacity to meet
financial commitments on these obligations, the issuer faces ongoing
uncertainties which could affect the issuer’s ability to meet those
commitments. S&P may further delineate this ratings category into
“B-1,” “B-2” or “B-3 to indicate the relative standing of an obligation
within the category. |
|
|
C
(S&P) |
The
short term debt obligation is currently vulnerable to nonpayment, and the
issuer is dependent on favorable economic conditions to continue to meet
its commitments on the obligation. |
|
|
D
(S&P) |
The
short term debt obligation is in payment
default. |
Ratings
of Municipal Notes. In addition to the foregoing, the ratings agencies may
separately categorize municipal notes. Municipal notes are debt obligations
issued by states, cities and local authorities and which mature in one year or
less. When rating municipal notes, Moody’s uses ratings symbols MIG 1, MIG 2,
MIG 3, MIG 4 and SG, and S&P uses ratings symbols SP-1+, SP-1, SP-2 and
SP-3. As with the ratings systems used for other debt obligations, the rating
agencies’ categorization of municipal notes reflects a decreasing judgment of
the ability of the issuer to meet its financial obligations under the
note.
Dual
Ratings. The rating agencies may assign dual ratings to all long term debt
obligations that have a demand or multiple redemption feature. The first rating
addresses the likelihood of repayment of principal and interest as due and the
second rating addresses only the demand feature. The long term debt rating
symbols are used to denote the long term maturity and the short term debt rating
symbols are used to denote the put option (for example, “AAA/A-1+”). For certain
“demand notes” maturing in 3 years or less, the respective municipal note rating
symbols, combined with the short term debt obligation symbols, are used (for
example. “SP-1/A-1”).
Determining a Portfolio’s Average
Maturity
As discussed
in the Prospectus, several of the Fixed Income Funds seek to reduce changes in
the value of their shares by maintaining a portfolio of investments with a
certain dollar-weighted average maturity. A debt obligation’s maturity generally
represents the time remaining until the principal amount of that obligation
becomes due and payable.
For purposes
of determining an investment’s maturity, Thornburg will treat a debt obligation
as having a maturity earlier than its stated maturity date if the instrument has
technical features (such as put or demand features) or a variable rate of
interest which, in the judgment of Thornburg, will result in the instrument
being valued in the market as though it has an earlier maturity.
In addition,
each Fund may estimate the expected maturities of certain securities it
purchases in connection with achieving its investment objectives. Certain
obligations, such as United States Treasury Bills and United States Treasury
Notes, have stated maturities. However, other obligations a Fund may acquire are
interests in pools of mortgages or other loans having varying maturities. Due to
prepayments of the underlying mortgage instruments or other loans, such
securities do not have a known actual maturity (the stated maturity date of
collateralized mortgage obligations is, in effect, the maximum maturity date).
In order to determine whether such a security is a permissible investment for a
Fund (and assuming the security otherwise qualifies for purchase by the Fund),
the security’s remaining term will be deemed equivalent to the estimated average
life of the underlying mortgages at the time of purchase of the security by the
Fund. Average life will be estimated by a Fund based on Thornburg’s evaluation
of likely prepayment rates after taking into account current interest rates,
current conditions in the relevant housing markets and such other factors as it
deems appropriate. There can be no assurance that the average life as estimated
will be the actual average life. For example, the mortgage instruments in the
pools underlying mortgage-backed securities may have a range of different
original maturities. The average life of such a security at the time of purchase
by a Fund is likely to be substantially less than the maximum original maturity
of the mortgage instruments underlying the security because of prepayments of
the mortgage instruments, the passage of time from the issuance of the security
until its purchase by a Fund and, in some cases, the wide dispersion of the
original maturity dates of the underlying mortgage instruments.
Certain
securities which have variable or floating interest rates or demand or put
features may be deemed by Thornburg to have remaining actual lives which are
less than their stated nominal lives. In addition, certain asset-backed
securities which have variable or floating interest rates may be deemed by
Thornburg to have remaining lives which are less than the stated maturity dates
of the underlying mortgages.
Determining a Debt Obligation’s
Duration
Ultra Short
Income Fund seeks to reduce changes in the value of its shares by maintaining a
portfolio of investments with a dollar-weighted average duration of normally no
more than one half (0.5) of a year. Short Duration Municipal Fund seeks to
reduce changes in the value of its shares by maintaining a portfolio of
investments with a dollar-weighted average duration of normally one to ten
years, Strategic Municipal Income Fund seeks to maintain a portfolio of
investments with a certain dollar-weighted average effective duration, and each
of the other Fixed Income Funds may from time to time seek to reduce changes in
the value of its shares by maintaining a portfolio of investments with a
particular dollar-weighted average duration, or may otherwise monitor a
portfolio’s duration. Duration is an estimate of the sensitivity of a debt
obligation to changes in interest rates, and is consequently a measure of
interest rate risk. The duration of a given debt obligation represents an
approximation of the expected percentage change in a debt obligation’s value in
response to a change in interest rates. Duration is commonly expressed as a
number of years, and the value of an obligation or a portfolio of obligations
with a higher number—a longer duration—will be more volatile in response to
changes in interest rates.
Computations
of duration for a specific debt obligation or for a portfolio of debt
obligations will vary depending upon various factors, including the assumptions
employed in performing the computations. Because duration figures are estimates,
the actual changes in market values of specific debt obligations or portfolios
of obligations may be different from the estimated changes in valuations based
upon durations computed for the obligations or portfolios of
obligations.
Lower-Quality Debt
Obligations
Each of the
Funds may purchase debt obligations which are of lower-quality at the time of
purchase or which, due to issuer default or credit ratings downgrades, are
determined subsequent to purchase to be of lower-quality. Under normal
conditions, Ultra Short Income Fund and Strategic Municipal Income Fund each may
invest a significant portion (but with respect to the Ultra Short Income Fund
less than twenty percent and with respect to the Strategic Municipal Income Fund
up to fifty percent) of its portfolio in such lower-quality debt
obligations.
For these
purposes, “lower-quality” debt obligations include debt obligations rated below
Baa by Moody’s or BBB by S&P, and unrated securities judged by Thornburg to
be of equivalent quality. Lower-quality debt obligations typically have poor
protection with respect to the payment of interest and repayment of principal,
and may be in default. These obligations are often considered to be speculative
and involve greater risk of loss or price changes due to changes in the issuer’s
capacity to pay. The market prices of lower-quality debt obligations may
fluctuate more than those of higher-quality debt obligations and may decline
significantly in periods of general economic difficulty, which may follow
periods of rising interest rates.
The market
for lower-quality debt obligations may be thinner and less active than that for
higher-quality debt obligations, which can adversely affect the prices at which
the former are sold. If a Fund experiences unexpected net redemptions, it could
be forced to sell lower-quality debt obligations in its portfolio at
disadvantageous prices without regard to those obligations’ investment merits,
which could depress the Fund’s net asset value and reduce the Fund’s overall
investment performance. If market quotations are not available, lower-quality
debt obligations will be valued in accordance with procedures established by the
Trustees, including the use of outside pricing services. Judgment plays a
greater role in valuing lower-quality debt obligations than is the case for
securities for which more external sources for quotations and last-sale
information are available. Adverse publicity and changing investor perceptions
may affect the ability of outside pricing services to value lower-quality debt
obligations and a Fund’s ability to sell these securities. Since the risk of
default is higher for lower-quality debt obligations, Thornburg’s research and
credit analysis are an especially important part of managing securities of this
type held by a Fund. In considering investments for a Fund, Thornburg will
attempt to identify those issuers of high-yielding securities whose financial
condition is adequate to meet future obligations, has improved, or is expected
to improve in the future. Thornburg’s analysis focuses on relative values based
on such factors as interest or dividend coverage, asset coverage, earnings
prospects, and the experience and managerial strength of the issuer.
A Fund may
choose, at its expense or in conjunction with others, to pursue litigation or
otherwise to exercise its rights as a security holder to seek to protect the
interests of security holders if it determines this to be in the best interest
of the Fund’s shareholders.
The Funds
may also invest from time to time in unrated obligations, and Strategic
Municipal Income Fund may invest a significant portion of its portfolio in
municipal obligations that are unrated. Unrated obligations may be less liquid
than comparable rated obligations and may be more difficult to value. Moreover,
unrated obligations may be more difficult for Thornburg to evaluate and there is
the risk that Thornburg may not accurately evaluate an investment’s actual
credit quality. In particular, an unrated obligation that Thornburg believes is
equivalent to an investment grade obligation could ultimately exhibit
characteristics associated with lesser rated obligations.
Mortgage-Backed Securities, Mortgage
Pass-Through Securities and Asset-Backed Securities
Mortgage-Backed
Securities. Each of the Funds may invest in mortgage-backed securities, in
debt obligations which are secured with collateral consisting of mortgage-backed
securities (see “Structured Finance Arrangements - Collateralized Mortgage
Obligations” below), and in other types of mortgage-related
securities.
Mortgage-backed
securities are interests in pools of mortgage loans, including mortgage loans
made by savings and loan institutions, mortgage bankers, commercial banks and
others. Pools of mortgage loans are assembled as securities for sale to
investors by various governmental, government-related and private organizations.
A decline in interest rates may lead to a faster rate of repayment of the
underlying mortgages, which may expose a Fund to a lower rate of return upon
reinvestment of the prepayments. Additionally, the potential for prepayments in
a declining interest rate environment might tend to limit to some degree the
increase in net asset value of a Fund because the value of some mortgage-backed
securities held by a Fund may not appreciate as rapidly as the price of
non-callable debt obligations. During periods of increasing interest rates,
prepayments likely will be reduced, and the value of the mortgage-backed
securities will decline.
Interests in
pools of mortgage-backed securities differ from other forms of debt obligations.
Whereas other forms of debt obligations normally provide for periodic payment of
interest in fixed amounts with principal payments at maturity or specified call
dates, mortgage-backed securities provide a monthly payment which consists of
both interest and principal payments. In effect, these payments are a
“pass-through” of the monthly payments made by the individual borrowers on their
mortgage loans, net of any fees paid to the issuer or insurer of such
securities. Additional payments are caused by repayments of principal resulting
from the sale of the underlying property, or upon refinancing or foreclosure,
net of fees or costs which may be incurred. Some mortgage-related securities
(such as securities issued by the Government National Mortgage Association) are
described as “modified pass-through.” These securities entitle the holder to
receive all interest and principal payments owed on the mortgage pool, net of
certain fees, on the scheduled payment dates regardless of whether or not the
mortgagor actually makes the payment.
The
principal governmental guarantor of mortgage-related securities is the
Government National Mortgage Association (“Ginnie Mae”). Ginnie Mae is a
wholly-owned United States Government corporation within the Department of
Housing and Urban Development. Ginnie Mae is authorized to guarantee, with the
full faith and credit of the United States government, the timely payment of
principal and interest on securities issued by institutions approved by Ginnie
Mae (such as savings and loan institutions, commercial banks and mortgage
bankers) and backed by pools of mortgages insured or guaranteed by the Federal
Housing Administration, the U.S. Department of Veteran Affairs or the Farmers
Home Administration. These guarantees, however, do not apply to the market value
or yield of mortgage-backed securities or to the value of Fund shares. Also,
Ginnie Mae securities often are purchased at a premium over the maturity value
of the underlying mortgages. This premium is not guaranteed and will be lost if
prepayment occurs.
Government-related
guarantors (i.e., not backed by the full faith and credit of the United States
Government) include the Federal National Mortgage Association (“Fannie Mae”) and
the Federal Home Loan Mortgage Corporation (“Freddie Mac”). Fannie Mae is a
government-sponsored corporation subject to general regulation by the Secretary
of Housing and Urban Development. Fannie Mae purchases conventional (i.e., not
insured or guaranteed by any government agency) mortgages from a list of
approved seller/servicers which include state and federally-chartered savings
loan associations, mutual savings banks, commercial banks and credit unions and
mortgage bankers. Pass-through securities issued by Fannie Mae are guaranteed as
to timely payment of principal and interest by Fannie Mae but are not backed by
the full faith and credit of the United States Government. Freddie Mac is a
corporate instrumentality of the United States Government and was created by
Congress in 1970 for the purpose of increasing the availability of mortgage
credit for residential housing. Its stock is owned by the twelve Federal Home
Loan Banks. Freddie Mac issues Participation Certificates (“PCs”), which
represent interests in conventional mortgages from Freddie Mac’s national
portfolio. Freddie Mac guarantees the timely payment of interest and ultimate
collection of principal, but PCs are not backed by the full faith and credit of
the United States Government.
In September
2008, the U.S. Government placed Fannie Mae and Freddie Mac into conservatorship
overseen by the Federal Housing Finance Authority. That arrangement is intended
to provide additional financial support to Fannie Mae and Freddie Mac. Since
2009, Fannie Mae and Freddie Mac have also each received significant capital
support through the purchase of United States Treasury stock, and the United
States Treasury has announced its expectation that it would continue providing
such support in order to prevent either Fannie Mae or Freddie Mac from having
negative net worth. Despite these measures, there can be no assurance that
Fannie Mae and Freddie Mac will remain successful in meeting their financial
commitments under the debt obligations that they issue or guarantee. There is
also an ongoing debate among federal policy makers regarding whether Fannie Mae
and Freddie Mac should be nationalized, privatized, restructured, or eliminated
altogether.
Mortgage
Pass-Through Securities. Ultra Short Income Fund, Limited Term Income Fund,
Strategic Income Fund, each of the Equity Funds, and Summit Fund may also
purchase pass-through pools of conventional mortgage loans that have been
created by commercial banks, savings and loan institutions, private mortgage
insurance companies, mortgage bankers and other secondary market issuers. Such
issuers may, in addition, be the originators and/or servicers of the underlying
mortgage loans as well as the guarantors of the mortgage-related securities.
Pools created by such non-governmental issuers generally offer a higher rate of
interest than government and government-related pools because there are no
direct or indirect government or agency guarantees of payments. Timely payment
of interest and principal of these pools may be supported by various forms of
insurance or guarantees, including individual loan, title, pool and hazard
insurance and letters of credit. The insurance and guarantees are issued by
governmental entities, private insurers and the mortgage poolers. Such insurance
and guarantees and the creditworthiness of the issuers thereof will be
considered in determining whether a mortgage-related security meets a Fund’s
investment quality standards, if any. There can be no assurance that the private
insurer or guarantors can meet their obligations under the insurance policies or
guarantee arrangements. A Fund may buy mortgage-related securities without
insurance or guarantees if, through an examination of the loan experience and
practices of the originators/servicers and poolers, Thornburg determines that
the securities meet the Fund’s quality standards. Although the market for such
securities is becoming increasingly liquid, securities issued by certain private
organizations may not be readily marketable.
Asset-Backed
Securities. Ultra Short Income Fund, Limited Term Income Fund, Strategic
Income Fund, each of the Equity Funds, and Summit Fund may invest in
asset-backed securities.
The
securitization techniques used to develop mortgage-backed securities (see
“Mortgage-Backed Securities” and “Mortgage Pass-Through Securities” above) are
also applied to a broad range of assets. Through the use of trusts and special
purpose corporations, various types of assets, including automobile loans,
computer leases and credit card receivables, are securitized in pass-through
structures similar to the mortgage pass-through structures described below or in
structures similar to the CMO pattern (see “Structured Finance Arrangements --
Collateralized Mortgage Obligations” below). In general, the collateral
supporting these securities is of shorter maturity than mortgage loans and is
less likely to experience substantial prepayments with interest rate
fluctuations.
One example
of this type of asset-backed security is a Certificate of Automobile Receivables
(“CARS”). CARS represent undivided fractional interests in a trust whose assets
consist of a pool of motor vehicle retail installment sales contracts and
security interests in the vehicles securing the contracts. Payments of principal
and interests on CARS are passed through monthly to certificate holders, and are
guaranteed up to certain amounts and for a certain time period by a letter of
credit issued by a financial institution unaffiliated with the trustee or
originator of the trust. An investor’s return on CARS may be affected by early
prepayment of principal on the underlying vehicle sales contracts. If the letter
of credit is exhausted, the trust may be prevented from realizing the full
amount due on a sales contract because of state law requirements and
restrictions relating to foreclosure sales of vehicles and the obtaining of
deficiency judgments following such sales or because of depreciation, damage or
loss of a vehicle, the application of federal and state bankruptcy and
insolvency laws, or other factors. As a result, certificate holders may
experience delays in payments or losses if the letter of credit is
exhausted.
Asset-backed
securities may present certain risks that are not presented by mortgage-backed
securities. Primarily, these securities may not have the benefit of any security
interest in the related assets. Credit card receivables are generally unsecured
and the debtors are entitled to the protection of bankruptcy laws and of a
number of state and federal consumer credit laws, many of which give such
debtors the right to set off certain amounts owed on the credit cards, thereby
reducing the balance due. There is the possibility that recoveries on
repossessed collateral may not, in some cases, be available to support payments
on these securities.
Asset-backed
securities are often backed by a pool of assets representing the obligations of
a number of different parties. To lessen the effect of failures by obligors on
underlying assets to make payments, the securities may contain elements of
credit support which fall into two categories: (i) liquidity protection; and
(ii) protection against losses resulting from ultimate default by an obligor on
the underlying assets. Liquidity protection refers to the provision of advances,
generally by the entity administering the pool assets, to ensure that the
receipt of payment on the underlying pool occurs in a timely fashion. Protection
against losses results from payment of the insurance obligations on at least a
portion of the assets in the pool by the issuer or sponsor from third parties,
through various means of structuring the transaction or through a combination of
such approaches. Each of Ultra Short Income Fund and Limited Term Income Fund,
as a possible purchaser of such securities, will not pay any additional or
separate fees for credit support. The degree of credit support provided for each
issue is generally based on historical information respecting the level of
credit risk associated with the underlying assets. Delinquency or loss in excess
of that anticipated or failure of the credit support could adversely affect the
return on an investment in such a security.
Ultra Short
Income Fund, Limited Term Income Fund, Strategic Income Fund, each of the Equity
Funds, and Summit Fund may also invest in residual interests in asset-backed
securities. In the case of asset-backed securities issued in a pass-through
structure, the cash flow generated by the underlying assets is applied to make
required payments on the securities and to pay related administrative expenses.
The residual in an asset-backed security pass-through structure represents the
interest in any excess cash flow remaining after making the foregoing payments.
The amount of the residual will depend on, among other things, the
characteristics of the underlying assets, the coupon rates on the securities,
prevailing interest rates, the amount of administrative expenses and the actual
prepayment experience on the underlying assets. Asset-backed security residuals
not registered under the Securities Act of 1933 (the “1933 Act”) may be subject
to certain restrictions on transferability. In addition, there may be no liquid
market for such securities.
The
availability of asset-backed securities may be affected by legislative or
regulatory developments. It is possible that such developments may require a
Fund holding these securities to dispose of the securities.
Thornburg
expects that governmental, government-related or private entities may create
mortgage-backed, mortgage pass-through and asset-backed securities in addition
to those described above. If otherwise consistent with a Fund’s investment
objectives, policies and quality standards, Thornburg may consider investing on
behalf of a Fund in such new types of investments.
Municipal Obligations
Each Fund
may invest in municipal obligations. In particular, each Municipal Fund’s assets
will normally consist of (1) municipal obligations or participation interests
therein that are rated at the time of purchase within the four highest credit
rating grades by Moody’s or S&P, (2) municipal obligations or participation
interests therein that are not rated by a rating agency, but are issued by
obligors that have other comparable debt obligations that are rated within the
four highest credit rating grades by Moody’s or S&P, or in the case of
obligors whose obligations are unrated, are deemed by Thornburg to be comparable
with issuers having such debt ratings, and (3) a small amount of cash or
equivalents.
Municipal
obligations include debt and lease obligations issued by states, cities and
local authorities to obtain funds for various public purposes, including the
construction of a wide range of public facilities such as airports, bridges,
highways, housing, hospitals, mass transportation, schools, streets and water
and sewer works. Other public purposes for which municipal obligations may be
issued include the refunding of outstanding obligations, the procurement of
funds for general operating expenses and the procurement of funds to lend to
other public institutions and facilities. In addition, certain types of
industrial development bonds are issued by or on behalf of public authorities to
obtain funds to provide privately-operated housing facilities, sports
facilities, convention or trade show facilities, airport, mass transit, port or
parking facilities, air or water pollution control facilities and certain local
facilities for water supply, gas, electricity or sewage or solid waste disposal.
Municipal obligations have also been issued to finance single-family mortgage
loans and to finance student loans. Such obligations are included within the
term “municipal obligations” for this discussion if the interest paid thereon is
exempt from federal income tax.
Municipal
obligations are generally classified as municipal bonds or municipal notes. A
municipal bond typically has a maturity of more than one year and is issued by a
state, city or local authority to meet longer-term capital needs. The two
principal classifications of municipal bonds are “general obligation” and
“revenue” bonds. General obligation bonds are secured by the issuer’s pledge of
its faith, credit and taxing power for the payment of principal and interest.
Revenue bonds are payable only from the revenues derived from a particular
facility or class of facilities or, in some cases, from the proceeds of a
specific revenue source. Industrial development bonds are in most cases revenue
bonds and are generally not secured by the pledge of the credit or taxing power
of the issuer of such bonds. There are, of course, variations in the security of
municipal bonds, both within a particular classification and between
classifications, depending on numerous factors. In contrast to municipal bonds,
municipal notes typically have a maturity of one year or less and are issued by
states, cities and local authorities to provide for short-term capital needs,
often as an interim step in anticipation of the municipality receiving future
revenue.
At times, a
significant portion of a Municipal Fund’s assets may be invested in municipal
obligations that are related in a manner that they may be affected negatively by
specific economic, business, legal or political developments. For example, if a
Fund has invested in revenue bonds issued by political subdivisions to finance
healthcare facilities, reductions in medical expense reimbursements by private
insurers or governmental agencies could have a negative impact on the revenues
of those facilities and the ability of those facilities to service the revenue
bonds. Similarly, if a Fund has invested in municipal obligations originating in
a specific state, then adverse fiscal or economic developments in the state
could negatively affect both general obligation and revenue bonds issued by the
state and its political subdivisions, agencies and instrumentalities. See also
the discussions below entitled “Certain Factors Affecting Limited Term
California Fund,” “Certain Factors Affecting Intermediate New Mexico Fund” and
“Certain Factors Affecting Intermediate New York Fund.”
From time to
time, proposals have been introduced before Congress for the purpose of
restricting or eliminating the federal income tax exemption for interest on
municipal securities. Similar proposals may be introduced in the future. These
proposals, if enacted, may have the effect of reducing the availability of
investments in municipal obligations and may adversely affect the value of a
Fund’s portfolio. In addition, the Municipal Funds could be compelled to
reevaluate their investment objectives and policies and submit possible changes
in the structure of the Funds for the approval of their respective shareholders.
Although the interest received from municipal securities generally is exempt
from federal income tax, a Municipal Fund may invest a portion of its total
assets in municipal securities subject to the federal alternative minimum tax
(See “Additional Matters Respecting Taxes; Municipal Funds - Income Dividends”
below for more information).
Auction
Rate Securities. An auction rate security is a municipal obligation with a
long-term nominal maturity for which the interest rate is reset at specific
shorter frequencies (typically every seven to 35 days) through an auction
process. The auction is a competitive bidding process used to determine interest
rates on each auction date. In the auction, broker dealers submit bids to the
auction agent on behalf of investors. The winning bid rate is the rate at which
the auction clears, meaning the lowest possible interest rate at which the
specific issue of municipal obligations can be sold at par. The clearing rate of
interest established in the auction is paid on the entire issue of the municipal
obligations for the upcoming period to the holders of those obligations.
Investors who bid an interest rate above the clearing rate of interest receive
no portion of the issue of municipal obligations, while those whose bids were at
or below the clearing rate receive the clearing rate for the next period.
Although the auction rate process is intended to permit the holders of a given
issue of municipal obligations to sell their holdings at par in the auction at
specified intervals, there is the risk that an auction will fail due to an
insufficient demand for the obligations that are the subject of the auction,
preventing the holders of the obligations from disposing of their holdings,
potentially for an indeterminate period of time. In addition, auction rate
securities may be subject to changes in interest rates, including decreased
interest rates, thereby reducing the yields to holders of the
obligations.
Fixed
Rate Demand Obligations. A Fund may purchase fixed rate municipal demand
obligations or instruments either in the public market or privately. Such
instruments may provide for periodic adjustment of the interest rate paid to the
holder. The “demand” feature permits the holder to demand payment of principal
and interest prior to the instrument’s final stated maturity, either from the
issuer or by drawing on a bank letter of credit, a guarantee or insurance issued
with respect to the instrument. In some cases these demand instruments may be in
the form of units, each of which consists of (i) a municipal obligation and (ii)
a separate put option entitling the holder to sell to the issuer of such option
the municipal obligation in the unit, or an equal aggregate principal amount of
another municipal obligation of the same issuer, issue and maturity as the
municipal obligation, at a fixed price on specified dates during the term of the
put option. In those cases, each unit taken as a whole will be considered a
municipal obligation, based upon an accompanying opinion of counsel. Each
Municipal Fund except for Strategic Municipal Income Fund will invest in a fixed
rate municipal demand instrument only if the instrument or the associated letter
of credit, guarantee or insurance is rated within the three highest grades of a
nationally recognized rating agency, or, if unrated, is deemed by Thornburg to
be of comparable quality with issues having such debt ratings. The credit
quality of such investments will be determined by Thornburg at the time of
purchase, and will be reviewed by Thornburg from time to time thereafter.
Strategic Municipal Income Fund may invest in fixed rate municipal demand
instruments of any credit quality.
Floating
Rate and Variable Rate Demand Obligations. Floating rate and variable rate
demand notes, obligations or instruments are municipal obligations or
participations therein, either publicly underwritten and traded or privately
purchased, that provide for a periodic adjustment of the interest rate paid on
the instrument and may permit the holder to demand payment of the unpaid
principal amount and accrued interest upon not more than seven days’ notice
either from the issuer or by drawing on a bank letter of credit, a guarantee or
insurance issued with respect to such instrument. Such letters of credit,
guarantees or insurance will be considered in determining whether a municipal
obligation meets the Fund’s investment criteria. The issuer of a variable rate
demand instrument may have the corresponding right to prepay the principal
amount prior to maturity.
Mortgage-Backed
Municipal Obligations. Some municipal obligations a Fund may purchase are
backed by mortgage loans made by financial institutions or governmental agencies
to finance single and multi-family housing projects or other real estate-related
projects. Repayment of these municipal obligations may be secured by the
revenues from a single housing project, or may be secured by a number of housing
units. Interests in securities backed by a pool of mortgages on multiple housing
units differ from other forms of debt obligation, which normally provide for
periodic payment of interest in fixed amounts with principal payments at
maturity or specified payment dates. Instead, these securities provide for a
periodic (typically monthly) payment which consists of both interest and
principal payments. For more information about the characteristics and risks of
mortgage-backed securities, see “Mortgage-Backed Securities, Mortgage
Pass-Through Securities and Asset-Backed Securities” above.
Municipal
Leases. A Fund may at times invest in municipal obligations, including lease
revenue bonds and certificates of participation, which provide the Fund with a
proportionate interest in payments made by the governmental issuer on an
underlying municipal lease. Although municipal lease obligations do not
constitute general obligations of the governmental issuer for which the issuer’s
taxing power is pledged, these lease obligations are typically backed by the
issuer’s covenant to budget for, appropriate and make the payments due on the
underlying lease. However, certain municipal lease obligations may include
“non-appropriation” clauses, which provide that the governmental issuer has no
obligation to make lease payments unless money is appropriated each year for
that purpose. While the lease obligation might be secured by the leased
property, it might be difficult for a Fund to dispose of the leased property in
case of a default by the governmental lessee. In addition, some municipal lease
obligations may be less liquid than other debt obligations, making it difficult
for a Fund to sell the obligation at an acceptable price. In seeking to reduce
the special risks associated with investment by a Fund in municipal lease
obligations, Thornburg will consider: (i) whether the underlying lease can be
canceled; (ii) whether the nature of the leased equipment or property is such
that its ownership or use is deemed essential to a governmental function of the
governmental lessee (e.g., the potential for an “event of nonappropriation”);
(iii) in cases where the obligation gives a Fund a secured interest in the
underlying equipment, whether that equipment has elements of portability or use
that enhance its marketability in the event of a default by the governmental
lessee; (iv) whether the governmental issuer’s general credit is adequate; and
(v) such other factors concerning credit quality or the Fund’s legal recourse in
the event of a default by the governmental issuer as Thornburg may deem
relevant. Thornburg will also evaluate the liquidity of each municipal lease
obligation upon its acquisition and periodically while it is held based upon
various factors, including: (a) the frequency of trades and quotes for the
obligation; (b) the number of dealers who will buy or sell the obligation and
the potential buyers for the obligation; (c) the willingness of dealers to make
a market for the obligation; (d) the nature and timing of marketplace trades;
and (e) such other factors concerning the trading market as Thornburg may deem
relevant.
Tender
Option Bonds. Each of the Funds may invest in tender option bonds. Tender
option bonds are created when the owner or owners of one or more fixed rate
municipal obligations sell or transfer those obligations to a trust that is
sponsored by a broker-dealer or other third party. The trust then issues two new
securities, each of which represents a beneficial interest in the trust. One of
these securities is a short-term, floating-rate security, sometimes referred to
as a “senior certificate” or a “floater.” The interest rate on the senior
certificate is initially set at a level that is lower than the interest rate on
the underlying municipal obligation(s), and resets periodically based on the
movement of a short-term benchmark interest rate. The senior certificates also
have a demand feature which permits the security holder to put the security back
to the trust after a specified notice period. In that event the security holder
is entitled to receive the principal amount of the senior certificate plus
accrued interest. Those amounts are paid by either the sponsor of the trust or
by a third party that acts as a liquidity provider for the trust. The other
security issued by the trust is a long-term, floating-rate security, sometimes
referred to as a “residual interest” or an “inverse floater.” The residual
interests pay an interest rate equal to the interest that is paid on the
underlying municipal obligation(s) less the interest that was paid to the
holders of the senior certificates and less any expenses of the trust. Unlike
the senior certificates, the residual interest securities do not have a put
feature. Upon maturity of the underlying municipal obligation(s) or another
event which causes the termination or liquidation of the trust, holders of the
senior certificates are generally entitled to receive the principal amount of
their security plus a portion of any gains in the market value of the underlying
municipal obligations, while holders of the residual interest are generally
entitled to receive whatever amounts remain in trust after payment to the senior
certificate holders and payment of trust expenses.
The senior
certificates are sold to third parties, which may include the Funds, in a
private placement transaction. Because the senior certificates have first
priority to the cash flows from the underlying municipal obligation(s), and
because the holders of senior certificates have a right to put those securities
back to the trustee or to a third party liquidity facility, investments in
senior securities are generally perceived as involving less interest rate,
credit, and market risk than investments in the residual interests. Investors in
senior certificates are, however, exposed to the risk that the trust sponsor or
third party liquidity facility fails to meet its contractual obligation to buy
back the security when the investor exercises its put option.
The residual
interests are issued to the person(s) that transferred the municipal
obligation(s) to the trust. The residual interest holders also receive the
proceeds from the sale of the senior certificates, less certain transaction
costs and trustee fees. Risks associated with an investment in residual
interests include the risks associated with an investment in the underlying
municipal obligations, and the risk that increases in short-term interest rates
will increase interest payments to the senior certificate holders and therefore
reduce interest payments to the residual interest holders. Investments in
residual interests also typically involve leverage, which may magnify an
investor’s losses.
Certain
Factors Affecting Limited Term California Fund. Limited Term California Fund
invests primarily in municipal obligations originating in California. For this
reason an investment in Limited Term California Fund may be riskier than an
investment in Limited Term Municipal Fund, which buys debt obligations from
throughout the U.S. Prospective investors should consider the risks inherent in
the investment concentration of Limited Term California Fund before investing.
The information shown below is derived from sources generally available to
investors as of the date of this Statement of Additional Information. The
information has not been independently verified by the Funds. The information
does not represent a complete analysis of every material fact affecting the debt
obligations of the state or its municipalities, nor is it intended to indicate
future or continuing economic trends in California.
California
has a population of approximately 39 million, the largest of the 50 states. Its
economy is the largest of the 50 states and among the largest in the world when
compared with other countries. In terms of jobs, the five largest sectors of
California’s economy are trade, transportation and utilities; government;
professional and business services; education and health services; and leisure
and hospitality. In terms of output, the five largest sectors of California’s
economy are financial services; trade, transportation and utilities; education
and health services; government; and manufacturing. The state is also a major
agricultural producer, with the highest agricultural output of any U.S.
state.
According
to the U.S. Department of Labor’s Bureau of Labor Statistics, California’s
unemployment rate was 4.0% in October 2022, exceeding the national average of
3.7% for that month. To help meet its state debt obligations, California relies
on state tax collections which ranked 3rd highest in the nation in 2021 on a per
capita basis, according to the most recent data available from the Federation of
Tax Administrators, an organization of state tax officials. State tax
collections totaled approximately $6,325 per capita in 2021. Approximately 59%
of the state’s tax collections in 2021 came from state individual income taxes,
approximately 24.6% of tax collections in 2021 came from sales/excise taxes, and
the balance of 2021 tax collections came from corporate income taxes, property
taxes, and other tax sources.
Certain
Factors Affecting Intermediate New Mexico Fund. Intermediate New Mexico Fund
invests primarily in municipal obligations originating in New Mexico. For this
reason an investment in Intermediate New Mexico Fund may be riskier than an
investment in Intermediate Municipal Fund, which buys debt obligations from
throughout the United States. Prospective investors should consider the risks
inherent in the investment concentration of Intermediate New Mexico Fund before
investing. The following disclosure provides a brief summary of certain economic
information about the state of New Mexico. The information shown below is
derived from sources generally available to investors as of the date of this
Statement of Additional Information. The information has not been independently
verified by the Funds. The information does not represent a complete analysis of
every material fact affecting the debt obligations of the state or its
municipalities, nor is it intended to indicate future or continuing economic
trends in New Mexico.
New Mexico
has a population of approximately 2.1 million, the 37th most populous state in
the U.S. Oil and gas production, tourism and government spending are important
drivers of the New Mexico economy. Major federally funded scientific research
facilities at Los Alamos, Albuquerque, and White Sands are also important parts
of the state economy and have to some extent helped reduce the state’s exposure
to local and national economic cycles.
According to
the U.S. Department of Labor’s Bureau of Labor Statistics, New Mexico’s
unemployment rate was 4.3% in October 2022, exceeding the national average of
3.7% for that month. To help meet its state debt obligations, New Mexico relies
on state tax collections which ranked 28th in the nation in 2021 on a per capita
basis, according to the most recent data available from the Federation of Tax
Administrators, an organization of state tax officials. State tax collections
totaled approximately $3,531 per capita in 2021. Approximately 51.2% of the
state’s tax collections in 2021 came from sales/excise taxes, approximately 16%
of tax collections in 2021 came from state individual income taxes, and the
balance of 2021 tax collections came from corporate income taxes, property
taxes, and other tax sources.
Certain
Factors Affecting Intermediate New York Fund. Intermediate New York Fund
invests primarily in municipal obligations originating in New York. For this
reason, an investment in Intermediate New York Fund may be riskier than an
investment in Intermediate Municipal Fund, which buys debt obligations from
throughout the U.S. Prospective investors should consider the risks inherent in
the investment concentration of Intermediate New York Fund before investing. The
following disclosure provides a brief summary of certain economic information
about the state of New York. The information shown below is derived from sources
generally available to investors as of the date of this Statement of Additional
Information. The information has not been independently verified by the Funds.
The information does not represent a complete analysis of every material fact
affecting the debt obligations of the state or its municipalities, nor is it
intended to indicate future or continuing economic trends in New
York.
New York has
a population of approximately 19.6 million, fourth largest in the U.S. New York
City dominates the economy of the state. It is a leading center of banking,
finance, communications, insurance, and real estate in the U.S. Tourism is a
significant source of economic activity. The state is also a major agricultural
producer. Its industrial outputs include printing and publishing, scientific
instruments, electronic equipment, machinery, and chemicals.
According to
the U.S. Department of Labor’s Bureau of Labor Statistics, New York’s
unemployment rate was 4.3% in October 2022, exceeding the national average of
3.7% for that month. To help meet its state debt obligations, New York relies on
state tax collections which ranked 10th highest in the nation in 2021 on a per
capita basis, according to the most recent data available from the Federation of
Tax Administrators, an organization of state tax officials. State tax
collections totaled approximately $4,727 per capita in 2021, approximately 58.7%
of the state’s tax collections in 2021 came from individual income taxes,
approximately 29% of tax collections in 2021 came from sales/excise taxes, and
the balance of 2021 tax collections came from corporate income taxes and other
tax sources.
Structured Finance
Arrangements
Collateralized
Mortgage Obligations (“CMOs”). Limited Term U.S. Government Fund, Ultra
Short Income Fund, Limited Term Income Fund, Strategic Income Fund, each of the
Equity Funds, and Summit Fund may invest in CMOs.
A CMO is a
hybrid between a mortgage-backed bond and a mortgage pass-through security (see
discussion of those instruments under “Mortgage-Backed Securities, Mortgage
Pass-Through Securities and Asset-Backed Securities” above). Similar to a bond,
interest and prepaid principal are paid, in most cases, semiannually. CMOs may
be collateralized by whole mortgage loans but are more typically collateralized
by portfolios of mortgage pass-through securities guaranteed by Ginnie Mae,
Freddie Mac, or Fannie Mae, and their income streams.
CMOs are
structured into multiple classes, each bearing a different stated maturity.
Actual maturity and average life will depend upon the prepayment experience of
the collateral. CMOs provide for a modified form of call protection through a de
facto breakdown of the underlying pool of mortgages according to how quickly the
loans are repaid. Monthly payment of principal received from the pool of
underlying mortgages, including prepayments, is first returned to investors
holding the shortest maturity class. Investors holding the longer maturity
classes receive principal only after the first class has been retired. An
investor is partially guarded against unanticipated early return of principal
because of the sequential payments.
In a typical
CMO transaction, a corporation issues multiple series, (e.g., A, B, C, Z) of CMO
bonds. Proceeds of the offering are used to purchase mortgage pass-through
certificates (the “collateral”). The collateral is pledged to a third party
trustee as security for the CMO bonds. Principal and interest payments from the
collateral are used to pay principal on the CMO bonds in the order A, B, C, Z.
The Series A, B, and C bonds all bear current interest. Interest on the Series Z
bond is accrued and added to principal and a like amount is paid as principal on
the Series A, B, or C bond currently being paid off. Once the Series A, B, and C
bonds are paid in full, interest and principal on the Series Z Bond begins to be
paid currently. With some CMOs, the issuer serves as a conduit to allow loan
originators (primarily builders or savings and loan associations) to borrow
against their loan portfolios.
The market
for some CMOs may be less liquid than other debt obligations, making it
difficult for a Fund to value its investment in the CMO or sell the CMO at an
acceptable price.
Limited Term
U.S. Government Fund, Ultra Short Income Fund, Limited Term Income Fund,
Strategic Income Fund, each of the Equity Funds, and Summit Fund may also invest
in CMOs issued by Freddie Mac. Like other CMOs, Freddie Mac CMOs are issued in
multiple classes having different maturity dates. Freddie Mac CMOs are secured
by the pledge of a pool of conventional mortgage loans purchased by Freddie Mac.
Payments of principal and interest on the CMOs are typically made semiannually,
as opposed to monthly. The amount of principal payable on each semiannual
payment date is determined in accordance with Freddie Mac’s mandatory sinking
fund schedule, which, in turn, is equal to approximately 100% of the Federal
Housing Administration prepayment experience applied to the mortgage collateral
pool. All sinking fund payments in the CMOs are allocated to the retirement of
the individual classes of bonds in the order of their stated maturities. Payment
of principal on the mortgage loans in the collateral pool in excess of the
amount of Freddie Mac’s minimum sinking fund obligation for any payment date are
paid to the holders of the CMOs as additional sinking fund payments. Because of
the “pass-through” nature of all principal payments received on the collateral
pool in excess of Freddie Mac’s minimum sinking fund requirement, the rate at
which principal of the CMOs is actually repaid is likely to be such that each
class of bonds will be retired in advance of its scheduled date. If collection
of principal (including prepayments) on the mortgage loans during any semiannual
payment period is not sufficient to meet Freddie Mac’s minimum sinking fund
obligation on the next sinking fund payment date, Freddie Mac agrees to make up
the deficiency from its general funds. Criteria for the mortgage loans in the
pool backing the CMOs are identical to those of Freddie Mac PCs. Freddie Mac has
the right to substitute collateral in the event of delinquencies or
defaults.
Other
Structured Finance Arrangements. Each of the Equity Funds, Limited Term
Income Fund, Ultra Short Income Fund, and Strategic Income Fund may also invest
in other types of structured finance arrangements besides CMOs.
Other types
of structured finance arrangements that are currently available for investment
include collateralized bond obligations (“CBOs”), collateralized loan
obligations (“CLOs”) and similarly structured securities. A CBO is a trust or
other special purpose entity (“SPE”) which is typically backed by a diversified
pool of fixed income securities (which may include high risk, below investment
grade securities). A CLO is a trust or other SPE that is typically
collateralized by a pool of loans, which may include, among others, domestic and
non-U.S. senior secured loans, senior unstructured loans, and subordinate
corporate loans, including loans rated below investment grade or equivalent
unrated loans. CMOs, CBOs, CLOs and other similarly structured securities are
sometimes referred to generally as collateralized debt obligations
(“CDOs”).
The
cashflows from a CDO’s trust or SPE are split into two or more portions, called
tranches, varying in risk and yield. The riskiest portion is the “equity”
tranche, which bears the first loss from defaults from the bonds or loans in the
trust or SPE and serves to protect the other, more senior tranches from defaults
(though such protection is not complete). Since it is partially protected from
defaults, a senior tranche from a CBO or CLO typically has higher ratings and
lower yields than its underlying securities, and may be rated investment grade.
Despite the protection from the equity tranche, CBO or CLO tranches can
experience substantial losses due to actual defaults, increased sensitivity to
defaults due to collateral default and the disappearance of protecting tranches,
market anticipation of defaults, and/or investor aversion to CBO or CLO
securities as a class. Interest on certain tranches of a CDO may be paid in kind
(i.e., in the form of obligations of the same type, rather than cash), which
involves continued exposure to default risk with respect to such
payments.
Although
certain CDOs may receive credit enhancement in the form of a senior-subordinate
structure, over-collateralization or bond insurance, such enhancement may not
always be present and may fail to protect the Fund against the risk of loss on
default of the collateral. Certain CDOs may use derivative contracts, such as
credit default swaps, to create “synthetic” exposure to assets rather than
holding such assets directly, which entails the risk of derivative instruments
described elsewhere in this Statement of Additional Information. See, e.g.,
“Investing in Derivative Instruments - Swap Agreements, Caps, Floors and
Collars” below. CDOs may charge management fees and administrative expenses,
which are in addition to those of the Fund. A Fund will not invest in CDOs that
are managed by Thornburg or its affiliates.
The risks of
investment in a CDO depend largely on the type of collateral securities and the
class of the CDO in which a Fund invests. Normally, CBOs, CLOs and other CDOs
are privately offered and sold, and thus, are not registered under the
securities laws. As a result, investments in CDOs may be characterized by a Fund
as illiquid securities. However, an active dealer market may exist for CDOs,
which may allow a CDO to qualify for resale to qualified institutional buyers
pursuant to Rule 144A under the 1933 Act. In addition to the normal risks
associated with fixed income securities described elsewhere in this Statement of
Additional Information and the Prospectus (e.g., interest rate risk and credit
risk), CDOs carry additional risks including, but not limited to: (i) the
possibility that distributions from collateral securities will not be adequate
to make interest or other payments; (ii) the qualify of the collateral may
decline in value or default; (iii) the Fund may invest in tranches of CDOs that
are subordinate to other tranches; (iv) the complex structure of the security
may not be fully understood at the time of investment and may produce disputes
with the issuer or unexpected investment results; and (v) the CDO’s manager may
perform poorly.
U.S. Government Obligations
Each of the
Funds may invest in obligations of the U.S. Government. In the case of a
Municipal Fund, its investment in U.S. Government Obligations is permitted as
part of the Fund’s temporary investments in taxable securities (see “Other
Investments and Investment Techniques - Temporary Investments”
below).
U.S.
Government Obligations include bills, certificates of indebtedness, notes and
bonds issued or guaranteed as to principal or interest by the United States or
by agencies or authorities controlled or supervised by, and acting as
instrumentalities of, the U.S. government and established under the authority
granted by Congress, including, but not limited to, Ginnie Mae, the Tennessee
Valley Authority, the Bank for Cooperatives, the Farmers Home Administration,
Federal Home Loan Banks, Federal Intermediate Credit Banks, Federal Land Banks,
Farm Credit Banks and Fannie Mae. Some obligations of U.S. government agencies,
authorities and other instrumentalities are supported by the full faith and
credit of the U.S. Treasury; others by the right of the issuer to borrow from
the Treasury; others only by the credit of the issuing agency, authority or
other instrumentality. In the case of securities not backed by the full faith
and credit of the United States, the investor must look principally to the
agency issuing or guaranteeing the obligation for ultimate repayment, and may
not be able to assert a claim against the United States itself in the event the
agency or instrumentality does not meet its commitments. All U.S. Government
Obligations are subject to the same risks affecting other debt obligations. Even
if a U.S. Government Obligation is backed by the full faith and credit of the
U.S. Treasury, it is possible that the U.S. government may be unable or
unwilling to repay principal and interest when due, and may require that the
terms for payment be renegotiated.
One specific
type of U.S. Government Obligation is a Treasury Inflation Protected Security
(“TIPS”). TIPS are debt obligations issued by the U.S. Treasury which are
intended to protect investors from the negative effects of inflation. The
principal value of the TIPS is periodically adjusted according to the rate of
inflation, as measured by changes in the Consumer Price Index. Interest on TIPS
is paid semi-annually as a fixed percentage of the inflation-adjusted principal
amount. Typically, the interest rate on TIPS is lower than the interest rate
paid on other U.S. Government Obligations of the same maturity.
Zero Coupon Bonds and “Stripped”
Securities
Each of the
Funds may purchase zero coupon bonds, including stripped securities.
Zero coupon
bonds are corporate or government-issued debt obligations which do not require
the periodic payment of interest and are issued at a significant discount from
face value. The discount approximates the total amount of interest the bonds
will accrue and compound over the period until maturity at a rate of interest
reflecting the market rate of the obligation at the time of issuance.
A “stripped”
security is a zero coupon bond created by separating the principal and interest
cash flows from another debt obligation, typically a U.S. Treasury security. The
principal component is often referred to as a “principal only” or “P/O”
security, while the interest component is often referred to as an “income only”
or “I/O” security.
Because zero
coupon bonds pay no interest and compound semi-annually at the rate fixed at the
time of their issuance, their market value is generally more volatile than the
market value of comparable, interest-paying bonds, particularly during periods
of changing interest rates. A Fund is required to accrue income from zero coupon
bonds on a current basis even though it does not receive the income currently in
cash, and a Fund is required to distribute that income for each taxable year. To
generate the cash necessary to satisfy such distributions, a Fund invested in
zero coupon bonds may have to sell portfolio securities that it otherwise might
have continued to hold or use cash flows from other sources, including the sale
of Fund shares.
Investing in Equity Securities
Equity
securities represent an ownership interest in the entity issuing the security.
Common stocks, the most familiar type of equity security, represent an ownership
interest in a corporation. The values of equity securities fluctuate
significantly in response to changes in market conditions, political and
economic news, changes in company earnings and dividends, changes in the
prospects for company businesses, industry and technological developments,
changes in interest rates, and developments affecting specific companies. When
equity securities held by a Fund decline in value, the value of the Fund’s
shares declines. These declines may be significant and there is no assurance
that declines in value can be recaptured by future gains in value. When equity
securities held in short position by a Fund increase in value, the Fund may
experience a loss, as described in “Short Sales,” below.
The
following discussion contains additional detail about equity securities,
including some of the specific types of equity securities in which a Fund may
invest and certain risks associated with those investments. You should read the
Prospectus for more information about the characteristics and risks of equity
securities. You should also read “Investing in Foreign Debt Obligations and
Foreign Equity Securities” below for information about some of the
characteristics and risks of foreign equity securities.
Closed End Funds
Each of the
Equity Funds, Summit Fund, Ultra Short Income Fund, Strategic Income Fund and
Strategic Municipal Income Fund may invest in the shares of closed end funds,
including closed end funds which have elected to be treated as business
development companies under the Investment Company Act of 1940 (the “1940 Act”).
Strategic Municipal Income Fund’s investment in the shares of closed end funds
is limited to those closed end funds that invest in municipal obligations and
distribute income that the Fund is permitted to designate as exempt interest
dividends.
Closed end
funds are investment companies that invest in various securities and other
financial assets, and which issue shares that trade on exchanges in a manner
similar to the shares of exchange traded funds (see “Exchange Traded Funds”
below). The shares of a closed end fund change in value as the values of its
component securities and other investments fluctuate with market changes. In
contrast to exchange traded funds, however, the trading values of a closed end
fund’s shares often diverge to a greater extent from the net asset value of the
fund’s underlying portfolio investments. A closed end fund incurs its own
operating expenses, so that if a Fund invests in a closed end fund, shareholders
of the Fund bear the closed end fund’s expenses in addition to the expenses of
the Fund.
Convertible Securities
Each of the
Equity Funds, Summit Fund, Limited Term Income, Ultra Short Income Fund, and
Strategic Income Fund may invest in convertible debt obligations, and each of
the Equity Funds, Summit Fund, and Strategic Income Fund may also invest in
convertible preferred equity securities.
Convertible
debt obligations may be converted or exchanged within a specified period of time
and under certain conditions into a certain amount of common stock of the same
or a different issuer. As with non-convertible debt obligations, the market
value of a convertible debt obligation may vary with changes in prevailing
interest rates and changing evaluations of the ability of the issuer to meet
principal and interest payments. The market value of a convertible debt
obligation may also vary in accordance with the market value of the underlying
stock. As a result, convertible debt obligations held by a Fund will tend to
perform more like equity securities when the underlying stock price is high
(because it is assumed that a Fund will convert the obligation), and more like
non-convertible debt obligations when the underlying stock price is low (because
it is assumed that a Fund will not convert the obligation). Because its market
value can be influenced by several factors, a convertible debt obligation will
not be as sensitive to interest rate changes as a similar non-convertible debt
obligation, and generally will have less potential for gain or loss than the
underlying stock.
As with
convertible debt, a convertible preferred equity security may be converted or
exchanged within a specified period of time and under certain conditions into a
certain amount of common stock. The market value of the convertible preferred
equity security typically varies in accordance with the market value of the
underlying common stock and, accordingly, is subject to the same risks affecting
the underlying common stock.
Exchange Traded Funds
Each of the
Equity Funds, Summit Fund, Limited Term Income Fund, Ultra Short Income Fund,
Strategic Income Fund, and Strategic Municipal Income Fund and may invest in the
shares of exchange traded funds (“ETFs”). Strategic Municipal Income Fund’s
investment in the shares of ETFs is limited to those ETFs that invest in
municipal obligations and distribute income that the Fund is permitted to
designate as exempt interest dividends.
ETFs are
investment companies that invest in various securities and financial assets.
ETFs are created either to provide investment results corresponding to a
securities index, or are actively managed in a manner corresponding more closely
to a traditional mutual fund. ETFs are typically available to investors as units
of beneficial interest in a trust, and are purchased and sold on an exchange in
the same way as common stocks. The values of ETF shares increase and decline as
the values of the ETF’s component securities and other investments fluctuate
with the market changes, and usually trade in a relatively narrow range relative
to the net asset value of its underlying portfolio investments because the
structure of an ETF permits certain major market participants to redeem shares
of the ETF for a “basket” of the ETF’s underlying investments. Shares in an ETF
held by a Fund are consequently subject to the same general market risks that
affect the underlying investments by the ETF, except that a Fund’s investments
in an ETF may not exactly match the performance of any specific index (and may
not perform as well as any specific index) because of differences between the
ETF’s investments and the index or other factors. In addition, each ETF incurs
its own operating expenses, so that if a Fund invests in an ETF, shareholders of
the Fund bear the ETF’s expenses in addition to the expenses of the
Fund.
From time to
time a Fund may take short positions in leveraged ETFs. Leveraged ETFs are ETFs
that use derivatives instruments or other investment techniques to try to
generate returns that exceed the returns of their underlying portfolio
investments. The use of leverage by ETFs tends to exaggerate the effect of any
increase or decrease in the value of the ETF’s underlying investments and may,
therefore, cause the value of the ETF’s shares to be more volatile than if the
ETF did not use leverage.
Initial Public Offerings
Each of the
Equity Funds, Summit Fund and Strategic Income Fund may invest in common stock
or other equity securities offered through initial public offerings
(“IPOs”).
An IPO is an
issuer’s first offering of equity securities to the public. The issuer of IPO
securities may have a limited operating history, and limited information about
the issuer may be available to potential purchasers. Accordingly, the market for
IPO securities may be more volatile and involve greater risk of loss than
investments in the equity securities of more established companies. At times a
Fund may sell its investment in IPO securities shortly after the Fund purchased
those securities, which may result in increased transaction costs for the Fund.
There can be no assurance that a Fund will have access to profitable IPOs and,
as the Fund’s assets grow, any positive impact of IPO investments on the Fund’s
performance likely will decline.
Investments in the Equity Securities of
Smaller Companies
Smaller,
less seasoned companies are generally subject to greater price fluctuations,
limited market liquidity, higher transaction costs and generally higher
investment risks. Smaller companies may have limited product lines, markets or
financial resources, may have more limited management expertise and resources,
and have more limited financing and capital. There may be less available
information respecting these companies.
Limited Partnership
Interests
Each of the
Equity Funds, Summit Fund and Strategic Income Fund may invest in interests
issued by limited partnerships and master limited partnerships (“MLPs”). MLPs
are business enterprises in which ownership interests are publicly traded, and
which typically own interests in properties or businesses related to the oil and
gas industries, although they may own other types of investments. Ownership
interests in limited partnerships other than MLPs may not be publicly traded,
which may decrease the liquidity of those investments. Investments in MLPs and
other limited partnerships are subject to the risks associated with equity
investments generally and to the risks associated with the specific industry or
industries in which the partnership operates. Investments in MLPs and other
limited partnerships are also subject to certain additional risks when compared
to investments in corporations, including certain tax risks, a more limited
ability for investors to elect or remove the issuer’s management, and more
limited voting rights for investors.
Preferred Stock
Each of the
Equity Funds, Summit Fund, Limited Term Income Fund, and Strategic Income Fund
may invest in preferred stock.
Preferred
stock is a class of stock that generally pays dividends at a specified rate and
has preference over common stock in the payment of dividends and liquidation.
Preferred stock generally does not carry voting rights. Preferred stock
dividends are generally fixed in advance, but the issuing company may not be
required to pay a dividend if, for example, it lacks the financial ability to do
so. Dividends on preferred stock may be cumulative, meaning that, in the event
the issuer fails to make one or more dividend payments on the preferred stock,
no dividends may be paid on the issuer’s common stock until all unpaid preferred
stock dividends have been paid. Preferred stock also may be subject to optional
or mandatory redemption provisions.
REITs and Other Real Estate-Related
Instruments
Each of the
Equity Funds, Summit Fund and Strategic Income Fund may invest in real estate
investment trusts (“REITS”).
REITs are
pooled investment vehicles that invest in real estate or real estate-related
companies. Types of REITs in which a Fund may invest include equity REITs, which
own real estate directly, mortgage REITs, which make construction, development,
or long-term mortgage loans, and hybrid REITs, which share characteristics of
equity REITs and mortgage REITs. A Fund may also invest in other real
estate-related instruments, such as commercial and residential mortgage-backed
securities and real estate financings.
Investments
in REITs and other real-estate related instruments are subject to risks
affecting real estate investments generally, including overbuilding, property
obsolescence, casualty to real estate, and changes in real estate values,
property taxes and interest rates. In addition, the value of a Fund’s
investments in REITs may be affected by the quality and skill of the REIT’s
manager, the internal expenses of the REIT, and, with regard to REITs issued in
the United States, the risk that the REIT will fail to qualify for tax-free
pass-through of income under the Internal Revenue Code of 1986 and/or maintain
exemption from registration under the 1940 Act.
Short Sales
Each of the
Equity Funds, Summit Fund and Strategic Income Fund may enter into short sales
with respect to an investment that Thornburg believes to be overvalued or to
hedge against the Fund’s long exposures. A Fund may engage in short selling with
respect to any of the securities in which the Fund is permitted to invest,
including domestic and foreign equity securities and debt obligations. Summit
Fund may engage in short selling as a principal investment strategy.
In a short
sale, the Fund borrows a security from a lender and then sells that borrowed
security to another party. In order to complete the short sale, the Fund must
return the borrowed security to the lender, which the Fund normally does by
purchasing that security on the open market and delivering it to the lender. The
Fund will realize a gain if the price of the security declines between the date
the Fund borrowed the security and the date the Fund purchased the security to
replace the borrowed security. The Fund will incur a loss if the price of the
security increases between those dates. The Fund is required to pay to the
lender amounts equal to any dividend or interest which accrues on the borrowed
security during the period of the loan. The Fund may also be required to pay a
premium, fee, or other amount to the lender in exchange for borrowing the
security.
Although the
Fund hopes to profit from its short sales, short sales may include risks that
are different than, and in some respects may exceed, the Fund’s long
investments. Because there is no limitation on the amount to which the price of
a security may increase between the date that the Fund borrows it from the
lender and the date that the Fund must purchase the security on the open market
to deliver it to the lender, the losses that the Fund incurs from a short sale
are potentially limitless. In contrast, the losses that the Fund may realize on
its long positions cannot exceed the total amount of the Fund’s investments in
those positions. The lender in a short sale transaction may have a right to
require the Fund to return the borrowed securities earlier than scheduled, in
which case the Fund may have to purchase the securities on the open market at a
time when the securities’ prices are unfavorable. To the extent the Fund is
required to deliver collateral to the lender in response to declines in the
value of the Fund’s short positions, the Fund may have to sell other securities
in its portfolio to meet those collateral requirements. Such sales may not be at
favorable prices, or may impede the pursuit of the Fund’s investment
strategy.
When the
Fund sells securities short, it may use the proceeds from the sales to purchase
long positions in additional securities that it believes will outperform the
market or its peers. This strategy may effectively result in the Fund having a
leveraged investment portfolio. The use of leverage tends to exaggerate the
effect of any increase or decrease in the value of the Fund’s underlying
investments, and may, therefore, cause the Fund’s share price to be more
volatile.
The Summit
Fund may also seek to achieve short exposure to an investment through the use of
derivative instruments, which may involve risks different or greater than the
risks affecting the investment that the Fund seeks to achieve short exposure to.
See “Investing in Derivatives,” below.
Warrants and Rights
Subject to
certain limitations, as described in “Investment Limitations” below, each of the
Equity Funds, Summit Fund, Limited Term Income Fund and Strategic Income Fund
may invest in warrants and similar rights. A warrant represents an option to
purchase a stated number of shares of common stock of an issuer at a specified
price during a specified period of time. The prices of warrants will not always
correlate with the prices of the underlying shares of stock. In addition to the
risks relating to the underlying stock, the purchase of warrants involves the
risk that the effective price paid for the warrant, when added to the
subscription price of the underlying stock, will exceed the market price of the
underlying stock. Rights represent a preemptive right to purchase additional
shares of an issuer’s common stock at the time of a new offering of those
shares, thereby permitting the rights holder to retain the same ownership
percentage after the new offering.
Investing in Foreign Debt Obligations and Foreign Equity
Securities
Each of the
Equity Funds, Summit Fund, Limited Term Income Fund and Strategic Income Fund
may make investments in foreign debt obligations or foreign equity securities,
and Ultra Short Income Fund may make investments in foreign debt obligations. ,
Global Opportunities Fund, International Equity Fund, Better World International
Fund, International Growth Fund, and Developing World Fund invest primarily in
foreign securities, and Summit Fund invest in a portfolio of both domestic and
foreign securities, and at times the portfolios of other Funds may contain a
significant percentage of foreign securities.
A Fund’s
investment in a foreign debt obligation or foreign equity security typically
involves all of the risks inherent in the same type of debt obligation or equity
security issued by a domestic issuer. In addition, foreign investments can
involve significant risks in addition to the risks inherent in U.S. investments.
The following discussion contains additional detail about the types of foreign
investments which a Fund may make and certain risks associated with those
investments. You should read the Prospectus for more information about these
investments and their risks.
Foreign Investments
Foreign
investments can involve significant risks in addition to the risks inherent in
U.S. investments. The value of securities denominated in or indexed to foreign
currencies, and of dividends and interest from such securities, can change
significantly when foreign currencies strengthen or weaken relative to the U.S.
dollar. Foreign securities markets generally have less trading volume and less
liquidity than U.S. markets, and prices on some foreign markets can be highly
volatile. Many foreign countries lack uniform accounting and disclosure
standards comparable to those applicable to U.S. companies, and it may be more
difficult to obtain reliable information regarding an issuer’s financial
condition and operations. Some foreign countries impose conditions and
restrictions on foreigners’ ownership of interests in local issuers, including
restricting ownership to certain classes of investment in an issuer, which may
reduce potential investment returns and impair disposition of those investments.
In addition, the costs of foreign investing, including withholding taxes,
brokerage commissions, and custodial costs, are generally higher than for U.S.
investments.
Foreign
markets may offer less protection to investors than U.S. markets. Foreign
issuers, brokers, and securities markets may be subject to less government
supervision. Foreign securities trading practices, including those involving the
release of assets in advance of payment, may involve increased risks in the
event of a failed trade or the insolvency of a broker-dealer, and may involve
substantial delays. It may also be difficult to enforce legal rights in foreign
countries, because of inconsistent legal interpretations or less defined legal
and regulatory provisions, or because of corruption or influence on local
courts.
Investing
abroad also involves different political and economic risks. Foreign investments
may be affected by actions of foreign governments adverse to the interests of
U.S. investors, including the possibility of expropriation or nationalization of
assets, confiscatory taxation, restrictions on U.S. investment or on the ability
to repatriate assets or convert currency into U.S. dollars, or other government
intervention. There may be a greater possibility of default by foreign
governments or foreign government-sponsored enterprises, and securities issued
or guaranteed by foreign governments, their agencies, instrumentalities, or
political subdivisions, may or may not be supported by the full faith and credit
and taxing power of the foreign government. Investments in foreign countries
also involve a risk of local political, economic, or social instability,
military action or unrest, or adverse diplomatic developments. There is no
assurance that Thornburg will be able to anticipate these potential events or
counter their effects.
Depositary Receipts
American
Depositary Receipts (“ADRs”), European Depositary Receipts (“EDRs”) and Global
Depositary Receipts (“GDRs”) are certificates evidencing ownership of shares of
a foreign-based issuer. These certificates are issued by a bank or similar
financial institution and generally trade on an established securities market in
the U.S. or elsewhere. An investment in ADRs, EDRs or GDRs is an alternative to
the purchase of the underlying securities in their national markets and
currencies. However, ADRs, EDRs and GDRs remain subject to many of the risks
associated with investing directly in foreign securities, including the
political and economic risks associated with the underlying issuer’s country.
Additionally, the bank or other financial institution which issues the
depositary receipt may charge the security holder fees for various services,
such as forwarding dividend and interest payments. The Fund’s investments in
depositary receipts evidencing ownership in shares of a developing country
issuer will be deemed to be an investment in that developing country issuer for
purposes of the Fund’s investment policies and restrictions.
Certain
depositary receipts in which a Fund may invest are unsponsored, meaning that the
depositary receipt is created and issued without the participation of the
foreign issuer whose stock underlies the depositary receipt. The financial
institution that issues an unsponsored depositary receipt may be under no
obligation to distribute shareholder communications received from the foreign
issuer or to pass through voting rights, and accordingly the holder of an
unsponsored depositary receipt may not have as much current information
concerning the foreign issuer as the holder of sponsored depositary
receipt.
Developing Countries
The
considerations noted above generally are intensified for investments in
developing countries, potentially including investments in issuers which are not
domiciled in a developing country but which have reference to a significant
percentage of their business in developing countries. Developing countries may
have relatively unstable governments, economies based on only a few industries,
and securities markets that trade a small number of securities.
Foreign Currency
Transactions
Each of the
Equity Funds, Summit Fund, Limited Term Income Fund, Ultra Short Income Fund and
Strategic Income Fund may conduct foreign currency transactions on a spot (i.e.,
cash) basis or by entering into forward contracts and futures contracts to
purchase or sell foreign currencies at a future date and price. Additional
detail about foreign currency transactions is provided below in the sections
entitled “Investing in Derivative Instruments - Foreign Currency Transactions,”
“Investing in Derivative Instruments - Futures Contracts - Futures Relating to
Foreign Currencies,” “Investing in Derivative Instruments - Options - Options
Relating to Foreign Currencies,” and “Investing in Derivative Instruments - Swap
Agreements, Caps, Floors and Collars - Currency Swaps.”
Investing in Derivative Instruments
A derivative
instrument or derivatives transaction is a financial contract the value of which
depends on, or is derived from, the value of some other underlying asset,
reference rate, or index, such as equity securities, bonds, commodities,
currencies, or interest rates. The use of derivative instruments may involve
risks different from, or potentially greater than, the risks associated with
investing directly in the underlying reference asset. In particular, the use by
a Fund of privately negotiated, over-the-counter (“OTC”) derivatives contracts
exposes the Fund to the risk that the counterparty to the OTC derivatives
contract will be unable or unwilling to make timely payments under the contract
or otherwise honor its obligations. Although Thornburg intends to monitor the
creditworthiness of counterparties, there can be no assurance that a
counterparty will meet its obligations, especially during periods of adverse
market conditions. The market for certain types of derivative instruments may
also be less liquid than the market for the underlying reference asset, making
it difficult for a Fund to value its derivative investments or sell those
investments at an acceptable price. Derivative instruments may also involve the
risk that changes in their value may not correlate perfectly with the assets,
rates or indices they are designed to track.
A Fund’s
investment in derivative instruments may be limited by the requirements of
Subchapter M of the Internal Revenue Code for qualification as a regulated
investment company. See “Taxes.” A Fund’s investment in derivative instruments
may also be limited to the extent Thornburg intends to continue to claim
exclusion from the definition of “commodity pool operator” under the Commodity
Exchange Act. See “Commodity Exchange Act Registration Exemption.”
The U.S.
Securities and Exchange Commission (the “SEC”) has adopted rule 18f-4 of the
1940 Act related to the use of derivatives, short sales, reverse repurchase
agreements and certain other transactions by registered investment companies,
and in connection with the adoption of that rule, the SEC rescinded and withdrew
certain previous guidance of the SEC and its staff regarding the use of asset
segregation and cover transactions as a means to reduce the potential that a
fund’s use of derivatives may constitute the issuance of “senior securities” by
the fund. Rule 18f-4 requires a fund that enters into derivatives and certain
other transactions which create future payment or delivery obligations (except
reverse repurchase agreements and similar financing transactions) to be subject
to a value-at-risk (“VaR”) leverage limit and certain derivatives risk
management program and reporting requirements. Generally, these requirements
apply unless the fund qualifies as a “limited derivatives user,” as defined in
the rule. Under rule 18f-4, when a Fund trades reverse repurchase agreements or
similar financing transactions it needs to aggregate the amount of indebtedness
associated with those investments with the aggregate amount of any other senior
securities representing indebtedness when calculating the Fund’s asset coverage
ratio or treat all such transactions as derivatives transactions. Reverse
repurchase agreements or similar financing transactions, including certain
tender option bonds, aggregated with other indebtedness do not need to be
included in the calculation of whether a fund is a limited derivatives user, but
for funds subject to the VaR testing, reverse repurchase agreements and similar
financing transactions must be included for purposes of such testing whether
treated as derivatives transactions or not.
The Trust
has adopted written policies and procedures to manage the derivatives risks of
the Funds and comply with the requirements of rule 18f-4. Each Fund is currently
classified as a limited derivatives user under rule 18f-4. As a limited
derivatives user, each Fund’s derivatives exposure, excluding certain currency
and interest rate hedging transactions, may not exceed 10% of its net assets.
The Funds may exclude from treating as a derivative certain currency or interest
rate derivatives that are not used for investment purposes but are instead are
entered into and maintained by the fund for hedging purposes; and the notional
amounts of such derivatives do not exceed the value of the hedged investments by
more than 10%. Each Fund’s limit on its derivatives exposure of 10% of its net
assets is not fundamental and may be changed by the Fund without a shareholder
vote. If a Fund were to no longer be classified as a limited derivatives user,
the more extensive requirements of rule 18f-4 which would then apply to the Fund
may limit the ability of the Fund to use derivatives and reverse repurchase
agreements and similar financing transactions as part of its investment
strategies, and may also increase the cost of the Fund’s investments and cost of
doing business, which could adversely affect investors.
The
following discussion contains additional detail about the types of derivative
instruments in which a Fund may invest and certain risks associated with those
investments. You should also read the Prospectus for more information about
derivative instruments and their risks.
Combined Positions
Any Fund
which is permitted to purchase or sell forward contracts, futures contracts and
options (see “Forward Contracts”, “Futures Contracts” and “Options” below) and
may also purchase and sell such forward contracts, futures contracts and options
in combination with one another in order to adjust the risk and return
characteristics of the overall position. For example, a Fund may purchase a put
option and write a call option on the same underlying instrument, in order to
construct a combined position whose risk and return characteristics are similar
to selling a futures contract. Another possible combined position would involve
writing a call option at one strike price and buying a call option at a lower
price, in order to reduce the risk of the written call option in the event of a
substantial price increase. Because combined options positions involve multiple
trades, they result in higher transaction costs and may be more difficult to
open and close out. A combined transaction will usually contain elements of risk
that are present in each of its component transactions. Although combined
transactions are normally entered into based on Thornburg’s judgment that the
combined strategies will reduce risk or otherwise more effectively achieve the
desired portfolio management goal, it is possible that the combination will
instead increase such risks or hinder achievement of the goal.
Eurodollar Instruments
Each of the
Equity Funds, Summit Fund, Limited Term Income Fund, Ultra Short Income Fund and
Strategic Income Fund may make investments in Eurodollar instruments.
Eurodollar
instruments are U.S. dollar-denominated futures contracts or options thereon
which are linked to the London Interbank Offered Rate (“LIBOR”), although
foreign currency-denominated instruments are available from time to time.
Eurodollar futures contracts enable purchasers to obtain a fixed rate for the
lending of funds and sellers to obtain a fixed rate for borrowings. A Fund might
use Eurodollar futures contracts and options thereon to hedge against changes in
the LIBOR, to which many interest rate swaps and fixed income instruments are
linked.
The U.K.’s
Financial Conduct Authority, which regulates LIBOR, has announced that it
intends to stop compelling or inducing banks to submit LIBOR rates after 2021.
The ICE Benchmark Administration Limited, the administrator of LIBOR, has ceased
publishing certain LIBOR rates on December 31, 2021, and is expected to cease
publishing the remaining LIBOR rates on June 30, 2023. While there remains
uncertainty regarding the future use of LIBOR and the nature of any replacement
rate, alternatives to LIBOR are established or in development in most major
currencies, including the Secured Overnight Financing Rate (SOFR), which is
intended to replace U.S. dollar LIBOR. The transition process away from LIBOR
may involve, among other things, increased volatility or illiquidity in markets
for instruments that currently rely on LIBOR. The transition process may also
result in a reduction in the value of certain instruments held by a Fund or
reduce the effectiveness of related Fund transactions such as hedges.
Volatility, the potential reduction in value, and/or the hedge effectiveness of
financial instruments may be heightened for financial instruments that do not
include fallback provisions that address the cessation of LIBOR. Any potential
effects of the transition away from LIBOR on any of the Funds or on financial
instruments in which a Fund invests, as well as other unforeseen effects, could
result in losses to a Fund.
Foreign Currency Transactions
Each of the
Equity Funds, Summit Fund, Limited Term Income Fund, Ultra Short Income Fund and
Strategic Income Fund may conduct foreign currency transactions on a spot (i.e.,
cash) basis or by entering into forward contracts to purchase or sell foreign
currencies at a future date and price.
Conversions
on a Spot Basis. A Fund may convert currency on a spot basis from time to
time. Although foreign exchange dealers generally do not charge a fee for
conversion, they do realize a profit based on the difference between the prices
at which they are buying and selling various currencies. Thus, a dealer may
offer to sell a foreign currency to a Fund at one rate, while offering a lesser
rate of exchange should the Fund desire to resell that currency to the
dealer.
Currency
Forward Contracts. A currency forward contract is a privately negotiated
obligation to purchase or sell a specific currency at a specific future date, at
a price set at the time of the contract. The parties to a forward contract may
agree to offset or terminate the contract before its maturity, or may hold the
contract to maturity and complete the contemplated currency exchange. A Fund may
use currency forward contracts for any purpose consistent with its investment
objectives. The following discussion summarizes the principal currency
management strategies involving forward contracts that could be used by a Fund.
A Fund may also use swap agreements, indexed securities, and options and futures
contracts relating to foreign currencies for the same purposes.
In those
instances when a Fund enters into a forward currency contract, it typically does
so for portfolio hedging purposes. In that regard, a Fund may enter into a
forward contract to sell a foreign currency in which certain of its portfolio
investments are denominated as a strategy to reduce the risk that a decline in
the value of the foreign currency relative to the U.S. dollar will diminish the
value of the portfolio investments denominated in that foreign currency. For
example, if a Fund owned securities denominated in pounds sterling, it could
enter into a forward contract to sell pounds sterling in return for U.S. dollars
to hedge against possible declines in the pound’s value. Such a hedge, sometimes
referred to as a “position hedge,” would tend to offset both positive and
negative currency fluctuations, but would not offset changes in security values
caused by other factors. A Fund could also hedge the position by selling another
currency expected to perform similarly to the pound sterling. This type of
hedge, sometimes referred to as a “proxy hedge,” could offer advantages in terms
of cost, yield, or efficiency, but generally would not hedge currency exposure
as effectively as a direct hedge into U.S. dollars. Proxy hedges may result in
losses if the currency used to hedge does not perform similarly to the currency
in which the hedged securities are denominated. A Fund could use a similar
hedging strategy in an “indirect hedge” with respect to securities holdings that
are denominated in U.S. dollars or another currency, but which conduct a
substantial amount of business in a given foreign currency and are consequently
exposed to a risk that the value of that foreign currency will decline relative
to the U.S. dollar or other currency in which the holding is denominated. The
Funds do not enter into hedging transactions in all instances when it might be
desirable to do so, and any Fund may be exposed to currency risk some or most of
the time without any hedging position for purposes of reducing that
risk.
A Fund may
also enter into forward contracts to shift investment exposure from one currency
into another. This may include shifting exposure from U.S. dollars to a foreign
currency, or from one foreign currency to another foreign currency. For example,
if a Fund held investments denominated in pounds sterling, the Fund could enter
into forward contracts to sell pounds sterling and purchase Swiss francs. This
type of strategy, sometimes known as a “cross hedge,” will tend to reduce or
eliminate exposure to the currency that is sold, and increase exposure to the
currency that is purchased, much as if the Fund had sold a security denominated
in one currency and purchased an equivalent security denominated in another.
Cross-hedges protect against losses resulting from a decline in the hedged
currency, but will cause a Fund to assume the risk of fluctuations in the value
of the currency it purchases.
In another
circumstance, a Fund that has agreed to buy or sell a security denominated in a
foreign currency may seek to “lock in” the U.S. dollar price of the security by
entering into a forward contract to buy or sell the relevant foreign currency
for a fixed amount of U.S. dollars. This technique, sometimes referred to as a
“settlement hedge” or “transaction hedge,” is intended to protect a Fund against
an adverse change in foreign currency values between the date the security is
purchased or sold and the date on which payment is made or received. A Fund also
may enter into forward contracts to purchase or sell a foreign currency in
anticipation of future purchases or sales of securities denominated in foreign
currency, even if the specific investments have not yet been selected by
Thornburg.
Currency
transactions can result in losses to the Fund if the currency being hedged
fluctuates in value to a degree or in a direction that is not anticipated.
Further, there is the risk that the perceived linkage between various currencies
may not be present or may not be present during the particular time that the
Fund is engaged in a currency hedging transaction.
Because
currency control is of great importance to the issuing governments and
influences economic planning and policy, purchases and sales of currency and
related instruments can be negatively affected by government exchange controls,
blockages, and manipulations or exchange restrictions imposed by governments.
Those can result in losses to a Fund if it is unable to deliver or receive
currency in settlement of obligations and could also cause hedges it has entered
into to be rendered ineffective, resulting in full currency exposure as well as
incurring transaction costs. Currency futures are also subject to risks
pertaining to futures contracts generally. See “Futures Contracts,” below.
Options trading on currency futures is subject to market liquidity, and
establishing and closing positions may be difficult. Currency exchange rates may
fluctuate based on factors extrinsic to the issuing country’s own
economy.
Successful
use of currency management strategies will depend on Thornburg’s skill in
analyzing and predicting currency values. Currency management strategies may
substantially change a Fund’s investment exposure to changes in currency
exchange rates, and could result in losses to the Fund if currencies do not
perform as Thornburg anticipates. For example, if a currency’s value rose at a
time when Thornburg had hedged a Fund’s exposure by selling that currency in
exchange for dollars, the Fund would be unable to participate in the currency’s
appreciation. If Thornburg hedges currency exposure through proxy hedges, a Fund
could realize currency losses from the hedge and the security position at the
same time if the two currencies do not move in tandem. Similarly, if Thornburg
increases the Fund’s exposure to a foreign currency, and that currency’s value
declines, the Fund will realize a loss. There is no assurance that Thornburg’s
use of currency management strategies will be advantageous to a Fund or that it
will hedge at an appropriate time.
Futures Contracts
Each of the
Equity Funds, Summit Fund, Limited Term Income Fund, Ultra Short Income Fund,
Strategic Income Fund, Short Duration Municipal Fund, and Strategic Municipal
Income Fund may purchase or sell futures contracts to hedge against anticipated
interest rate, currency or market changes, for duration management or risk
management purposes, or to enhance potential income and gains.
When a Fund
purchases a futures contract, it agrees to purchase a specified underlying
instrument at a specified future date at a specified price. When a Fund sells a
futures contract, it agrees to sell the underlying instrument at a specified
future date at a specified price. Futures contracts are typically bought and
sold on exchanges or boards of trade where the contracts are listed. Some
currently available futures contracts are based on specific securities, such as
U.S. Treasury bonds or notes, and some are based on indices of securities
prices, such as the Standard & Poor’s 500 Composite Stock Price Index
(“S&P 500”). Futures can be held until their delivery dates, or can be
closed out before then if a liquid secondary market is available. The value of a
futures contract tends to increase and decrease in tandem with the value of its
underlying instrument. Therefore, purchasing futures contracts will tend to
increase a Fund’s exposure to positive and negative price fluctuations in the
underlying instrument, much as if it had purchased the underlying instrument
directly. When a Fund sells a futures contract, by contrast, the value of its
futures position will tend to move in a direction contrary to the market.
Selling futures contracts, therefore will tend to offset both positive and
negative market price changes, much as if the underlying instrument had been
sold.
Distributions
to shareholders associated with income or net gains realized by a Fund from
transactions in futures contracts (or options on futures contracts) may be
subject to federal income tax.
Liquidity
of Futures Contracts. Some futures contracts may become illiquid under
adverse market conditions, and there is no assurance that a liquid market will
exist for any particular futures contract at any particular time. Exchanges and
boards of trade may establish daily price fluctuation limits for options and
futures contracts, and may halt trading if a contract’s price moves upward or
downward more than the limit in a given day. On volatile trading days when the
price fluctuation limit is reached or a trading halt is imposed, it may not be
possible for a Fund to enter into new positions or to close out existing
positions. If the market for a contract is not liquid because of price
fluctuation limits or otherwise, it could prevent prompt liquidation of
unfavorable positions, and potentially could require a Fund to continue to hold
a position until expiration regardless of unfavorable changes in its value. In
that instance, the Fund’s access to other assets that it has deposited to cover
its futures positions also could be impaired.
Margin
Payments. The purchaser or seller of a futures contract is not required to
deliver or pay for the underlying instrument unless the contract is held until
the delivery date. However, in any instance when a Fund enters into a futures
contract, either as purchaser or as seller, the Fund will segregate with its
custodian or with a futures commission merchant (“FCM”) as initial margin assets
sufficient to meet its obligations under the contract. The Fund will also
deposit daily “variation margin” payments as required during the term of the
contract in order settle the change in the contract’s value on a daily basis (a
process known as “marking to market”). Segregated assets may consist of cash,
cash equivalents, high grade liquid debt obligations, or other assets agreed to
by the parties to the futures contract. Initial and variation margin payments do
not constitute purchasing securities on margin for purposes of a Fund’s
investment limitations. In the event of the bankruptcy of a FCM that holds
margin on behalf of a Fund, the Fund may be entitled to return of margin owed to
it only in proportion to the amount received by the FCM’s other customers,
potentially resulting in losses to the Fund.
Correlation
of Price Changes. Because there are a limited number of types of futures
contracts, it is likely that the standardized contracts available will not match
a Fund’s current or anticipated investments exactly. A Fund may invest in
futures contracts based on securities with different issuers, maturities, or
other characteristics from the securities in which it typically invests, which
involves a risk that the futures position will not track the performance of the
Fund’s other investments. Futures prices can also diverge from the prices of
their underlying instruments, even if the underlying instruments match the
Fund’s investments well. Futures prices are affected by such factors as current
and anticipated short-term interest rates, changes in volatility of the
underlying instrument, and the time remaining until expiration of the contract,
which may not affect security prices the same way. Imperfect correlation may
also result from differing levels of demand in futures markets and the
securities markets, from structural differences in how futures and securities
are traded, or from imposition of daily price fluctuation limits or trading
halts. A Fund may purchase or sell futures contracts with a greater or lesser
value than the securities it wishes to hedge or intends to purchase in order to
attempt to compensate for differences in volatility between the contract and the
securities, although this may not be successful in all cases. If price changes
in the Fund’s futures positions are poorly correlated with its other
investments, the positions may fail to produce anticipated gains or result in
losses that are not offset by gains in other investments.
Futures
Relating to Foreign Currencies. Currency futures contracts are similar to
forward currency exchange contracts (see “Currency Forward Contracts” above),
except that they are traded on exchanges (and have margin requirements) and are
standardized as to contract size and delivery date. Most currency futures
contracts call for payment or delivery in U.S. dollars.
The uses and
risks of currency futures are similar to futures relating to other securities or
indices. A Fund may purchase and sell currency futures to increase or decrease
its exposure to different foreign currencies. A Fund also may purchase and write
currency futures in conjunction with each other or with currency options or
forward contracts. Currency futures values can be expected to correlate with
exchange rates, but may not reflect other factors that affect the value of the
Fund’s investments. A currency hedge, for example, should protect a
Yen-denominated security from a decline in the Yen, but will not protect the
Fund against a price decline resulting from deterioration in the issuer’s
creditworthiness. Because the value of each Fund’s foreign-denominated
investments changes in response to many factors other than exchange rates, it
may not be possible to match the amount of currency futures to the value of the
Fund’s investments exactly over time. See “Foreign Currency Transactions”
above.
Indexed Securities
Each of the
Equity Funds, Summit Fund, and Strategic Income Fund may purchase securities
whose prices are indexed to the prices of other securities, securities indices,
currencies, precious metals or other commodities or other financial
indicators.
Indexed
securities typically, but not always, are debt obligations or deposits whose
value at maturity or coupon rate is determined by reference to a specific
instrument or statistic. Gold-indexed securities, for example, typically provide
for a maturity value that depends on the price of gold, resulting in a security
whose price tends to rise and fall together with gold prices. Currency indexed
securities typically are short-term to intermediate-term debt obligations whose
maturity values or interest rates are determined by reference to the values of
one or more specified foreign currencies, and may offer higher yields than U.S.
dollar-denominated securities of equivalent issuers. Currency-indexed securities
may be positively or negatively indexed; that is, their maturity value may
increase when the specified currency value increases, resulting in a security
that performs similarly to a foreign-denominated instrument, or their maturity
value may decline when foreign currencies increases, resulting in a security
whose price characteristics are similar to a put on the underlying currency.
Currency-indexed securities may also have prices that depend on the values of a
number of different foreign currencies relative to each other.
The
performance of indexed securities depends to a great extent on the performance
of the security, currency or other instrument to which they are indexed, and may
also be influenced by interest rate changes in the U.S. and abroad. At the same
time, indexed securities are subject to the credit risks associated with the
issuer of the security, and their values may decline substantially if the
issuer’s creditworthiness deteriorates. Recent issuers of indexed securities
have included banks, corporations, and certain U.S. government agencies. Indexed
securities may be more volatile than their underlying instruments.
Options
Each of the
Equity Funds, Summit Fund, Limited Term Income Fund, Ultra Short Income Fund,
Strategic Income Fund, and Strategic Municipal Income Fund may purchase or write
put and call options to hedge against anticipated interest rate or market
changes, for duration management or risk management purposes, or to enhance
potential income and gains.
Purchasing
Put and Call Options. By purchasing a put option, a Fund obtains the right
(but not the obligation) to sell the option’s underlying instrument at a fixed
exercise or “strike” price. In return for this right, a Fund pays the current
market price for the option (known as the option premium). Options have various
types of underlying instruments, including specific equity securities or debt
obligations, indices of securities prices, and futures contracts. A Fund may
terminate its position in a put option it has purchased by allowing it to expire
or by exercising the option. If the option is allowed to expire, the Fund will
lose the entire premium it paid. If a Fund exercises the option, it completes
the sale of the underlying instrument at the strike price. A Fund may also
terminate a put option position by closing it out in the secondary market at its
current price, if a liquid secondary market exists.
The buyer of
a typical put option can expect to realize a gain if security prices fall
substantially. However, if the underlying instrument’s price does not fall
enough to offset the cost of purchasing the option, the owner of the put option
will experience a loss measured by the premium paid to buy the option, plus
related transaction costs.
The features
of call options are similar to those of put options, except that the purchaser
of a call option obtains the right to purchase, rather than sell, the underlying
instrument at the option’s strike price. A call buyer typically attempts to
participate in potential price increases of the underlying instrument with risk
limited to the cost of the option if security prices fall. At the same time, the
buyer will experience a loss if the underlying instrument’s price does not rise
sufficiently to offset the buyer’s cost of purchasing the option and transaction
costs.
The purchase
of options increases a Fund’s costs because it must pay premiums to purchase the
options, and the exercise of put and call options by a Fund will increase
portfolio turnover and associated transaction costs. Because premiums for the
purchase of options are typically much smaller than the prices to purchase the
underlying instruments, the use of options creates leverage, which might result
in a Fund’s net asset value being more sensitive to changes in the instruments
underlying the options.
An
American-style put or call option may be exercised at any time during the option
period while a European-style put or call options may be exercised only upon
expiration of the option period or during a fixed period prior
thereto.
Writing
Put and Call Options. When a Fund sells or “writes” a put option, it takes
the opposite side of the transaction from the option’s purchaser. In return for
receipt of the premium, a Fund, as writer of such an option, would be obligated
to pay the strike price for the option’s underlying instrument if the other
party to the option chooses to exercise it. When writing an option on a futures
contract, a Fund would be required to make margin payments to cover the Fund’s
potential obligation to pay the strike price if the other party chooses to
exercise the option. A Fund may seek to terminate its position in a put option
it writes before it is exercised by closing out the option in the secondary
market at its then current price. If, however, the secondary market is not
sufficiently liquid, the Fund may not be able to close out its position and
would, therefore, remain obligated to purchase the underlying instrument at the
strike price if the option is exercised. If the price of the underlying
instrument rises, the writer of a put ordinarily will profit by the amount of
the premium received on writing the option. If the price of the instrument
declines, the writer may experience a loss, although the amount of the loss is
offset to some degree by the amount of the premium received.
Writing a
call option obligates the writer to sell or deliver the option’s underlying
instrument, in return for the strike price, upon exercise of the option by the
holder. The characteristics of writing call options are similar to those of
writing put options, except that writing calls generally is a profitable
strategy if prices remain the same or decline. Through receipt of the option
premium, a Fund as the writer of such an option would seek to mitigate the
effects of a decline in the price of the underlying instrument. At the same
time, a Fund which writes an option must be prepared to deliver the underlying
instrument in return for the strike price, even if the current value of the
instrument is higher than the strike price. In that event, a Fund will
experience a loss to the extent that the value of the underlying instrument
exceeds the total of the strike price and the premium that it received when it
wrote the option.
Exchange-Traded
Options. Options may be traded on exchanges, or may be traded
“over-the-counter” (see discussion of “OTC Options” below). Exchange-traded
options are issued by a regulated intermediary, which guarantees the performance
of the obligations of the parties to such options. With certain exceptions,
exchange-traded options generally settle by physical delivery of the underlying
security or currency, although in the future cash settlement may become
available. Frequently, rather than taking or making delivery of the underlying
instrument through the process of exercising the option, exchange-traded options
are closed by entering into offsetting purchase or sale transactions that do not
result in ownership of the new option.
A Fund’s
ability to close out its position as a purchaser or seller of an exchange-traded
option is dependent, in part, upon the liquidity of the option market. Among the
possible reasons for the absence of a liquid option market on an exchange are:
(i) insufficient trading interest in certain options; (ii) restrictions on
transactions imposed by an exchange; (iii) trading halts, suspensions or other
restrictions imposed with respect to particular classes or series of options or
underlying securities including reaching daily price limits; (iv) interruption
of the normal operations of the exchange; (v) inadequacy of the facilities of an
exchange to handle current trading volume; or (vi) a decision by one or more
exchanges to discontinue the trading of options (or a particular class or series
of options), in which event the relevant market for that option on that exchange
would cease to exist, although outstanding options on that exchange would
generally continue to be exercisable in accordance with their terms.
The hours of
trading for listed options may not coincide with the hours during which the
underlying financial instruments are traded. To the extent that the option
markets close before the markets for the underlying financial instruments,
significant price and rate movements can take place in the underlying markets
that cannot be reflected in the option markets.
OTC
Options. Unlike exchange-traded options, which are standardized with respect
to the underlying instrument, expiration date, contract size, and strike price,
the terms of over-the-counter options generally are established through
negotiation with the other party to the contract. While such arrangements allow
greater flexibility to a Fund to tailor an option to its needs, “OTC” options
generally involve greater credit risk than exchange-traded options, which are
backed by the clearing organization of the exchange where they are traded.
Accordingly, Thornburg must assess the creditworthiness of each counterparty or
any guarantor or credit enhancement of the counterparty’s credit to determine
the likelihood that the terms of the OTC option will be satisfied.
The staff of
the SEC currently takes the position that OTC options are illiquid, and
investments by each Fund in those instruments will be subject to each Fund’s
limitation on investments in illiquid instruments. See “Illiquid Investments”
below.
Limited Term
Income Fund will engage in OTC option transactions only with United States
government securities dealers recognized by the Federal Reserve Bank in New York
as “primary dealers,” broker dealers, domestic or foreign banks or other
financial institutions which have received a short-term credit rating of “A-1”
from Standard & Poor’s Corporation or “P-1” from Moody’s Investor Services
or have been determined by Thornburg to have an equivalent credit rating.
Additionally, Limited Term Income Fund will only enter into OTC options that
have a buy-back provision permitting the Fund to require the counterparty to buy
back the option at a formula price within seven days. Limited Term Income Fund
expects generally to enter into OTC options that have cash settlement
provisions, although it is not required to do so.
Liquidity
of Options. Some options become illiquid under adverse market conditions,
and there is no assurance a liquid secondary market will exist for any
particular options contract at any particular time. Options may have relatively
low trading volume and liquidity if their strike prices are not close to the
underlying instrument’s current price. In addition, exchanges may establish
daily price fluctuation limits for options, and may halt trading if a contract’s
price moves upward or downward more than the limit in a given day. On volatile
trading days when the price fluctuation limit is reached or a trading halt is
imposed, it may be impossible for a Fund to enter into new positions or close
out existing positions. If the secondary market for a contract is not liquid
because of price fluctuation limits or otherwise, it could prevent prompt
liquidation of unfavorable positions, and potentially could require the Fund to
continue to hold a position until delivery or expiration regardless of changes
in its value. As a result, the Fund’s access to other assets held to cover its
options positions could also be impaired.
Correlation
of Price Changes. Because there are a limited number of types of
exchange-traded options, it is likely that the standardized contracts available
will not match a Fund’s current or anticipated investments exactly. A Fund may
invest in options based on securities with different issuers, maturities, or
other characteristics from the securities in which it typically invests, which
involves a risk that the options position will not track the performance of the
Fund’s other investments. Options prices can also diverge from the prices of
their underlying instruments, even if the underlying instruments match the
Fund’s investments well. Options prices are affected by such factors as current
and anticipated short-term interest rates, changes in volatility of the
underlying instrument, and the time remaining until expiration of the contract,
which may not affect security prices the same way. Imperfect correlation may
also result from differing levels of demand in the options markets and the
securities markets, from structural differences in how options and securities
are traded, or from imposition of daily price fluctuation limits or trading
halts. A Fund may purchase or sell options contracts with a greater or lesser
value than the securities it wishes to hedge or intends to purchase in order to
attempt to compensate for differences in volatility between the contract and the
securities, although this may not be successful in all cases. If price changes
in the Fund’s options positions are poorly correlated with its other
investments, the positions may fail to produce anticipated gains or result in
losses that are not offset by gains in other investments.
Credit
Options. Credit options are options whereby the purchaser has the right, but
not the obligation, to enter into a transaction involving either an asset with
inherent credit risk or a credit derivative, at terms specified at the inception
of the option.
Options
Relating to Foreign Currencies. The underlying instrument of a currency
option may be a foreign currency, which generally is purchased or delivered in
exchange for U.S. dollars, or may be a futures contract. The purchaser of a
currency call obtains the right to purchase the underlying currency, and the
purchaser of a currency put obtains the right to sell the underlying
currency.
The uses and
risks of currency options are similar to options relating to other securities or
indices. A Fund may purchase and write currency options to increase or decrease
its exposure to different foreign currencies. A Fund also may purchase and write
currency options in conjunction with each other or with currency futures or
forward contracts. Currency options values can be expected to correlate with
exchange rates, but may not reflect other factors that affect the value of the
Fund’s investments. A currency hedge, for example, should protect a
Yen-denominated security from a decline in the Yen, but will not protect the
Fund against a price decline resulting from deterioration in the issuer’s
creditworthiness. Because the value of each Fund’s foreign-denominated
investments changes in response to many factors other than exchange rates, it
may not be possible to match the amount of currency options to the value of the
Fund’s investments exactly over time. See “Foreign Currency Transactions”
above.
Options
on Futures Contracts. Options on futures contracts are similar to options on
securities, except that an option on a futures contract gives the purchaser the
right in return for the premium paid to assume a position in the underlying
futures contract. If a Fund exercises an option on a futures contract it will be
obligated to deposit initial margin (and potential subsequent variation margin)
for the resulting futures position just as it would for any other futures
contract position.
Options
on Indices. Options on securities indices and other financial indices are
similar to options on a security or other instrument except that, rather than
settling by physical delivery of the underlying instrument, they settle by cash
settlement (i.e., an option on an index gives the holder the right to receive,
upon exercise of the option, an amount of cash if the closing level of the index
upon which the option is based exceeds, in the case of a call, or is less than,
in the case of a put, the exercise price of the option except if, in the case of
an OTC option, physical delivery is specified). This amount of cash is equal to
the excess of the closing price of the index over the exercise price of the
option, which also may be multiplied by a formula value. The seller of the
option is obligated, in return for the premium received, to make delivery of
this amount. The gain or loss on an option on an index depends on price
movements in the instruments making up the market, market segment, industry or
other composite on which the underlying index is based rather than price
movements in individual securities, as is the case with respect to options on
securities.
Structured Notes
Each of the
Equity Funds, Summit Fund, Limited Term Income Fund, Ultra Short Income Fund,
and Strategic Income Fund may invest in structured notes.
Structured
notes are derivative debt obligations, the interest rate or principal of which
is determined by reference to changes in the value of a specific asset,
reference rate or index, or the relative change in two or more reference assets.
The interest rate or the principal amount payable upon maturity or redemption
may increase or decrease, depending upon changes in the value of the reference
asset. The terms of a structured note may provide that, in certain
circumstances, no principal is due at maturity and, therefore, may result in a
loss of invested capital by a Fund. Structured notes may be indexed positively
or negatively, so that appreciation of the reference asset may produce an
increase or decrease in the interest rate or value of the principal at maturity.
In addition, changes in the interest rate or the value of the principal at
maturity may be fixed at a specified multiple of the change in the value of the
reference asset, making the value of the note particularly volatile.
Structured
notes may entail a greater degree of market risk than other types of debt
obligations because the investor bears the risk of the reference asset. As noted
above, the value of structured notes also may be more volatile than other debt
obligations.
Swap Agreements, Caps, Floors, and
Collars
Each of the
Equity Funds, Summit Fund, Limited Term Income Fund, Ultra Short Income Fund,
Strategic Income Fund, and Strategic Municipal Income Fund may enter into swap
agreements and related caps, floors and collars. None of these Funds are limited
to any particular form of swap agreement, provided that Thornburg determines
that the agreement it is consistent with the Fund’s investment objective and
policies.
Swap
agreements involve the exchange by a Fund and another party of their respective
commitments to pay or receive cash flows. Although swaps can take a variety of
forms, typically one party pays fixed and receives floating rate payments and
the other party receives fixed and pays floating rate payments. Swap agreements
can be individually negotiated and structured to include exposure to a variety
of different types of investments or market factors. Swap agreements will tend
to shift a Fund’s investment exposure from one type of investment to another.
For example, if a Fund agreed to exchange payments in dollars for payments in
foreign currency, the swap agreement would tend to decrease the Fund’s exposure
to U.S. interest rates and increase its exposure to foreign currency and
interest rates. Caps and floors have an effect similar to buying or writing
options. Depending on how they are used, swap agreements may increase or
decrease the overall volatility of a Fund’s investments and its share price and
yield. The most significant factor in the performance of swap agreements is the
change in the specific interest rate, currency, or other factors that determine
the amounts of payments due to and from the Fund. If a swap agreement calls for
payments by a Fund, the Fund must be prepared to make such payments when due. In
addition, if the counterparty’s credit worthiness declined or if the
counterparty defaults, the Fund will likely have contractual remedies available
to it, but the value of the swap or other agreement would be likely to decline,
potentially resulting in losses. Each Fund expects to be able to eliminate its
exposure under swap agreements either by assignment or other disposition, or by
entering into an offsetting swap agreement with the same party or a similarly
creditworthy party.
Credit
Default Swaps. A credit default swap is a credit derivative in which two
parties enter into an agreement to transfer the credit exposure of fixed income
securities. The buyer of credit protection (or seller of credit risk) agrees to
pay the counterparty a fixed, periodic premium for a specified term. In return,
the counterparty agrees to pay a contingent payment to the buyer in the event of
an agreed upon credit occurrence which is typically a default by the issuer of a
debt obligation.
Currency
Swaps. A currency swap is an agreement to exchange cash flows on a notional
amount of two or more currencies based on the relative value differential among
them. Typically, the interest rates that determine the currency swap payments
are fixed, although occasionally one or both parties may pay a floating rate of
interest. Changes in foreign exchange rates and changes in interest rates may
negatively affect the value of a currency swap.
Equity
Swaps. In a typical equity swap, one party agrees to pay another party the
return on a stock, stock index or basket of stocks in exchange for a specified
interest rate. By entering into an equity index swap, for example, the index
receiver can gain exposure to stocks making up the index of securities without
actually purchasing those stocks. Equity index swaps involve not only the risks
associated the investment in the securities represented in the index, but also
the risk that the performance of such securities, including dividends, will not
exceed the return on the interest rate that the Fund is committed to pay to the
counterparty.
Interest
Rate Swaps and Forward Rate Contracts. Interest rate swaps involve the
exchange by the Fund with another party of their respective commitments to pay
or receive interest, e.g., an exchange of fixed rate payments for floating rate
payments. The Fund may also enter forward rate contracts. Under these contracts,
the buyer locks in an interest rate at a future settlement date. If the interest
rate on the settlement date exceeds the lock rate, the buyer pays the seller the
difference between the two rates. Any such gain received by a Fund would be
taxable. If the other party to an interest rate swap or forward rate contract
defaults, a Fund’s risk of loss consists of the net amount of payments that the
Fund is contractually entitled to receive. The net amount of the excess, if any,
of the Fund’s obligations over its entitlements will be maintained in a
segregated account by the Fund’s custodian. The Fund will not enter into any
interest rate swap or forward rate contract unless the claims-paying ability of
the other party thereto is considered satisfactory by Thornburg. If there is a
default by the other party to such a transaction, the Fund will have contractual
remedies pursuant to the agreements related to the transaction. These
instruments are traded in the over-the-counter market.
Total
Return Swaps. A total return swap is a credit derivative in which the buyer
receives a periodic return equal to the total economic return of a specified
security, securities or index, for a specified period of time. In return, the
buyer pays the counterparty a variable stream of payments, typically based upon
short-term interest rates, possibly plus or minus an agreed upon
spread.
Caps,
Floors and Collars. The purchase of a cap entitles the purchaser to receive
payments on a notional principal amount from the party selling the cap to the
extent that a specified index exceeds a predetermined interest rate or amount.
For example, an interest rate cap is an agreement between two parties over a
specified period of time where one party makes payments to the other party equal
to the difference between the current level of an interest rate index and the
level of the cap, if the specified interest rate index increases above the level
of the cap. The purchase of a floor entitles the purchaser to receive payments
on a notional principal amount from the party selling the floor to the extent
that a specified index falls below a predetermined interest rate or amount. For
example, an interest rate floor is similar except the payments are the
difference between the current level of an interest rate index and the level of
the floor if the specified interest rate index decreases below the level of the
floor. A collar is a combination of a cap and a floor that preserves a certain
return within a predetermined range of interest rates or values. For example, an
interest rate collar is the simultaneous execution of a cap and floor agreement
on a particular interest rate index.
Commodities-Related Investments
The Summit
Fund may invest in commodities-related investments, including equity and debt
securities issued by companies that operate commodities-based businesses,
commodity futures contracts or other commodity-linked derivative instruments,
and exchange traded funds or other investment vehicles that invest in
commodities. The prices of commodities-related investments may move in different
directions than investments in other equity and debt securities when the value
of those other securities is declining due to adverse economic conditions. As an
example, during periods of rising inflation, debt securities have historically
tended to decline in value due to the general increase in prevailing interest
rates. Conversely, during those same periods of rising inflation, the prices of
certain commodities, such as oil and metals, have historically tended to
increase. Of course, there cannot be any guarantee that these investments will
perform in that manner in the future, and at certain times the price movements
of commodities-related investments have been parallel to those of debt and
equity securities. Commodities have historically tended to increase and decrease
in value during different parts of the business cycle than financial assets.
Nevertheless, at various times, commodities prices may move in tandem with the
prices of financial assets and thus may not provide overall portfolio
diversification benefits. Under favorable economic conditions, the Summit Fund’s
commodities-related investments may be expected to underperform an investment in
traditional securities. Over the long term, the returns on the Summit Fund’s
commodities-related investments may be expected to exhibit low or negative
correlation with stocks and bonds.
Additionally,
to the extent the Summit Fund obtains exposure to commodities through the use of
commodity futures contracts or other derivatives, those derivatives may involve
risks different or greater than the risks affecting the underlying assets. See
“Investing in Derivatives,” above.
Other Investments, Investment Techniques and Other
Risks
The
following contains additional detail about certain other investments a Fund may
make and certain other risks to which a Fund may be subject.
Consideration of Environmental, Social and
Governance (“ESG”) Characteristics
When
evaluating a potential investment opportunity, each of the Funds may consider
the issuer’s ESG characteristics, however, only the Thornburg Better World
International Fund considers the issuer’s ESG characteristics as a principal
investment strategy. Thornburg defines a significant ESG characteristic as one
which may materially affect an issuer’s risk and return profile and,
accordingly, the issuer’s long-term investment performance. In this way,
Thornburg’s consideration of ESG characteristics is no different than its
consideration of more traditional financial metrics or other factors which may
affect the risks and returns of a Fund’s investments. The specific ESG
characteristics which Thornburg determines to be significant will vary over time
and among different financial sectors and industries, but will generally include
environmental, social capital, human capital, business model and innovation, and
leadership and governance characteristics. Examples of potentially significant
environmental characteristics include: greenhouse gas emissions; air quality;
energy management; water and wastewater management; waste and hazardous
materials management; and ecological impacts. Examples of potentially
significant social capital characteristics include: human rights and community
relations; customer privacy; data security; access & affordability; product
quality and safety; customer welfare; and selling practice and product labeling.
Examples of potentially significant human capital characteristics include: labor
practices; employee health & safety; and employee engagement, diversity and
inclusion. Examples of potentially significant business model and innovation
characteristics include: product design and lifecycle management; business model
resilience; supply chain management; materials sourcing and efficiency; and the
physical impacts of climate change. Examples of potentially significant
leadership and governance characteristics include: business ethics; competitive
behavior; management of the legal and regulatory environment; critical risk
management; and systemic risk management.
While
Thornburg makes its own judgments about the ESG characteristics of each Fund’s
investments, Thornburg’s approach may be informed by third party data and other
research tools, including consideration of the list of material ESG factors
established by the Sustainability Accounting Standards Board.
There are no
universally agreed upon objective standards for assessing ESG characteristics,
and they can vary over different periods and evolve over time. Certain ESG
characteristics are subjective and can be difficult to analyze, and the
evaluation of ESG characteristics frequently involves assessing various risks
relating to the financial stability and sustainability of an investment, and ESG
characteristics may not always be reflected in third party data. ESG
characteristics may also be difficult to apply consistently across regions,
countries, industries, or sectors. Given the absence of generally accepted
criteria, investors and others may disagree as what constitutes a significant
ESG characteristic, or may otherwise assign a greater or lesser emphasis than
Thornburg to a particular ESG characteristic. In addition, there may be
situations where Thornburg determines that an issuer has been identified by
Thornburg as having both positive and negative ESG characteristics. For example,
an issuer may extract or use fossil fuels in a manner which may contribute to
negative environmental outcomes, but that same issuer is making investments to
prepare for a transition to cleaner sources of energy. In those instances,
Thornburg may consider as part of its investment analysis how both the positive
and negative ESG characteristics are likely to affect the issuer’s long-term
investment performance.
Cash Management
Each Fund
except Limited Term U.S. Government Fund, Limited Term Municipal Fund, Limited
Term California Fund, Intermediate New Mexico Fund, Intermediate New York Fund,
and Intermediate Municipal Fund may also invest a portion or all of the Fund’s
daily cash balance in Thornburg Capital Management Fund, a separate series of
the Trust (the “Capital Management Fund”). The Capital Management Fund’s shares
are not publicly available. The Capital Management Fund is not a money market
fund and does not seek to maintain a stable net asset value of $1.00. The
Capital Management Fund seeks current income consistent with liquidity
management and safety of capital. To pursue that investment objective, the
Capital Management Fund invests principally in short-term obligations which are
determined by Thornburg to be of high quality including, but not limited to,
obligations issued by U.S. and foreign companies, U.S. and foreign banks,
U.S. and foreign governments, U.S. agencies, states, and municipalities, and
international organizations such as the World Bank and the International
Monetary Fund, and repurchase agreements based on those obligations. The Capital
Management Fund does not currently pay a separate investment advisory fee or
administrative services fee to Thornburg, but Funds which invest in the Capital
Management Fund would indirectly bear the other operating expenses of the
Capital Management Fund. Those indirect expenses are similar to the expenses
paid by other businesses owned by the Funds, are not direct costs paid by Fund
shareholders, are not used to calculate a Fund’s net asset value, and have no
impact on the costs associated with Fund operations.
Certificates of Deposit
Each Fund
may under certain circumstances purchase bank certificates of deposit. Each
Municipal Fund may invest in certificates of deposit of domestic banks with
assets of $1 billion or more as part of the Fund’s permitted “temporary
investments” (see “Temporary Investments” below). Limited Term U.S. Government
Fund may invest up to 20% of its assets in: (i) certificates of deposit maturing
in one year or less after the date of acquisition and issued by domestic banks
with assets of $1 billion or more; and (ii) certificates of deposit insured as
to principal by the Federal Deposit Insurance Corporation. If any certificate of
deposit in which Limited Term U.S. Government Fund invests (whether or not
insured in whole or in part) is nonnegotiable and matures in more than seven
days, the certificate of deposit will be deemed by Limited Term U.S. Government
Fund to be illiquid and will, therefore, be subject to the Fund’s investment
restriction respecting investment in illiquid securities. Limited Term Income
Fund may invest in certificates of deposit of domestic and foreign banks with
assets of $1 billion or more, including foreign branches of domestic banks.
Limited Term Income Fund and Ultra Short Income Fund may also invest in
certificates of deposit issued by banks and savings and loan institutions with
assets of less than $1 billion, provided that (i) the principal amounts of such
certificates of deposit are insured by an agency of the U.S. Government,
(ii) at no time will the Fund hold more than $100,000 principal amount of
certificates of deposit of any one such bank, and (iii) at the time of
acquisition, no more than 10% of the Fund’s assets (taken at current value) are
invested in certificates of deposit of such banks. Each of the Equity Funds and
Strategic Income Fund may invest in certificates of deposit issued by domestic
and foreign banks, including foreign branches of domestic banks.
Investments
in certificates of deposit issued by foreign banks or foreign branches of
domestic banks involves investment risks that are different in some respects
from those associated with investment in certificates of deposit issued by
domestic banks. (See “Foreign Investments” above).
Cyber Security Risks
As the use
of technology has become more prevalent, the Funds and their service providers
have become potentially more susceptible to intentional and unintentional cyber
events including, but not limited to: computer processing errors; malfunctions,
disruptions, or failures in computer systems or other technologies; computer
viruses; the theft or corruption of electronic data; unauthorized access to
digital systems; and cyber attacks that shut down, disable or otherwise disrupt
business operations. These events may adversely affect the Funds or their
shareholders, causing disruptions in business operations and potentially
resulting in financial losses. For example, a cyber attack against the computer
systems of the Funds or their service providers may interfere with the ability
to process Fund shareholder transactions or to calculate a Fund’s net asset
value, impede trading activity by the Funds, result in the release or
misappropriation of confidential information about the Funds or their
shareholders, or subject the Funds to regulatory fines or penalties and to
other, additional costs (including increased costs to remediate the effects of
the attack or to develop additional systems to prevent other similar attacks).
While the Funds and Thornburg have established procedures and systems to seek to
prevent and mitigate the risks associated with cyber events, and while Thornburg
seeks to determine that other third party service providers for the Funds have
established such procedures and systems, there are inherent limitations in the
ability of such procedures and systems to identify all potential cyber events or
to completely prevent or mitigate the occurrence or effects of those events.
Additionally, cyber events affecting the electronic systems of the Funds’
trading counterparties, issuers in which the Funds invest, or securities markets
and exchanges may also result in financial losses for the Funds or their
shareholders.
Dollar Roll Transactions
Each of the
Equity Funds, Summit Fund Limited Term U.S. Government Fund, Limited Term Income
Fund, Ultra Short Income Fund, Strategic Income Fund may enter into “dollar
roll” transactions.
Dollar roll
transactions consist of the sale by a Fund to a bank or broker-dealer (the
“counterparty”) of Ginnie Mae certificates or other mortgage-backed securities
together with a commitment to purchase from the counterparty similar, but not
identical, securities at a future date at the same price. The counterparty
receives all principal and interest payments, including prepayments, made on the
security while it is the holder. The selling Fund receives a fee from the
counterparty as consideration for entering into the commitment to purchase.
Dollar rolls may be renewed over a period of several months with a new purchase
and repurchase price fixed and a cash settlement made at each renewal without
physical delivery of securities. Moreover, the transaction may be preceded by a
firm commitment agreement pursuant to which a Fund agrees to buy a security on a
future date.
Dollar rolls
are currently treated for purposes of the 1940 Act as borrowings of the Fund
entering into the transaction because they involve the sale of a security
coupled with an agreement to repurchase, and are, therefore, deemed by the Trust
to be subject to the investment restrictions applicable to any borrowings made
by the Fund. Like all borrowings, a dollar roll involves costs to the borrowing
Fund. For example, while the borrowing Fund receives a fee as consideration for
agreeing to repurchase the security, the Fund forgoes the right to receive all
principal and interest payments while the counterparty holds the security. These
payments to the counterparty may exceed the fee received by the Fund, thereby
effectively charging the Fund interest on its borrowing. Further, although the
Fund can estimate the amount of expected principal prepayment over the term of
the dollar roll, a variation in the actual amount of prepayment could increase
or decrease the cost of the Fund’s borrowing.
Dollar rolls
involve potential risks of loss to the selling Fund which are different from
those related to the securities underlying the transactions. For example, if the
counterparty becomes insolvent, the Fund’s right to purchase from the
counterparty may be restricted. Additionally, the value of such securities may
change adversely before a Fund is able to purchase them. Similarly, the selling
Fund may be required to purchase securities in connection with a dollar roll at
a higher price than may otherwise be available on the open market. Since, as
noted above, the counterparty is required to deliver a similar, but not
identical security to the Fund, the security which the Fund is required to buy
under the dollar roll may be worth less than an identical security. Finally,
there can be no assurance that a Fund’s use of the cash that it receives from a
dollar roll will provide a return that exceeds borrowing costs.
Illiquid Investments
Illiquid
investments are investments that cannot be sold or disposed of in the ordinary
course of business at approximately the prices at which they are valued. Under
the supervision of the Trustees, Thornburg determines the liquidity of
investments by the Funds. In determining the liquidity of the Funds’
investments, Thornburg may consider various factors, including (1) the frequency
of trades and quotations, (2) the number of dealers and prospective purchasers
in the marketplace, (3) dealer undertakings to make a market, (4) the nature of
the security (including any demand or lender features), and (5) the nature of
the market place for trades (including the ability to assign or offset each
Fund’s rights and obligations relating to the investment).
Investments
currently considered by Thornburg to be illiquid include repurchase agreements
not entitling the holder to payment of principal and interest within seven days,
over-the-counter options, and municipal lease obligations subject to
non-appropriation risk where the underlying lease is not rated (at the time the
obligation is purchased by the Fund) within the four highest grades of Moody’s
or S&P and is not subject to a remarketing agreement (or not currently
subject to remarketing, pursuant to the conditions of any such agreement then in
effect, with a responsible remarketing party, deemed by Thornburg to be capable
of performing its obligations) except that Thornburg also may determine an
unrated lease obligation to be readily marketable because it is backed by an
irrevocable bank letter of credit or an insurance policy. Based on its ongoing
review of the trading markets and other factors affecting the Funds’
investments, Thornburg may determine from time to time that other investments
are illiquid, including certain types of restricted securities, mortgage-backed
securities and asset-backed securities, developing country securities, or
derivative instruments. With respect to any over-the-counter options that a Fund
writes, all or a portion of the value of the underlying instrument may be
illiquid depending on the assets held to cover the option and the nature and
terms of any agreement the Fund any have to close out the option before
expiration. In the absence of market quotations, illiquid investments are priced
at fair value as determined utilizing procedures approved by the
Trustees.
Each Fund is
limited from investing more than a certain percentage of its net assets in
illiquid securities. Please see “Investment Restrictions” below for a discussion
of the specific limitations applicable to each Fund’s investment in illiquid
securities. If through a change in values, net assets, or other circumstances, a
Fund were in a position where the percentage of its portfolio comprised of
illiquid securities exceeded that Fund’s percentage investment restriction on
investment in illiquid securities, the Fund would seek to take appropriate steps
to protect liquidity.
Inflation and Deflation
The Summit
Fund may be subject to inflation and deflation risk. Inflation risk is the risk
that the present value of assets or income of a Fund will be worth less in the
future as inflation decreases the present value of money. The Summit Fund’s
dividend rates or borrowing costs, where applicable, may also increase during
periods of inflation. This may further reduce Summit Fund performance. Deflation
risk is the risk that prices throughout the economy decline over time creating
an economic recession, which could make issuer default more likely and may
result in a decline in the value of the Summit Fund’s assets. Generally,
securities issued in emerging markets are subject to a greater risk of
inflationary or deflationary forces, and more developed markets are better able
to use monetary policy to normalize markets. If at any time the rate of
inflation exceeds Thornburg’s expectations, or if for other reasons the Summit
Fund’s portfolio is unsuccessful in producing a total return that exceeds the
rate of inflation, the Summit Fund may not achieve its goal.
Repurchase Agreements
Each Fund
may enter into repurchase agreements. Each of the Municipal Funds may only enter
into repurchase agreements with respect to taxable securities constituting
“temporary investments” in the Fund’s portfolio (see “Temporary Investments”
herein), and no Municipal Fund will enter into a repurchase agreement if, as a
result, more than 5% of the value of the Fund’s net assets would be invested in
repurchase agreements.
In a
repurchase agreement, a Fund purchases a security and simultaneously commits to
resell that security to the seller at an agreed upon price on an agreed upon
date within a number of days from the date of purchase. The resale price
reflects the purchase price plus an agreed upon incremental amount which is
unrelated to the coupon rate or maturity of the purchased security. A repurchase
agreement involves the obligation of the seller to pay the agreed upon price,
which obligation is in effect secured by the value (at least equal to the amount
of the agreed upon resale price and marked to market daily) of the underlying
security. The Fund may engage in repurchase agreements with respect to any
security in which it is authorized to invest.
A Fund may
enter into these arrangements with member banks of the Federal Reserve System or
any domestic broker-dealer if the creditworthiness of the bank or broker-dealer
has been determined by Thornburg to be satisfactory. These transactions may not
provide the Fund with collateral marked-to-market during the term of the
commitment.
A repurchase
agreement may be viewed as a loan from a Fund to the seller of the security
subject to the repurchase agreement. It is not clear whether a court would
consider the security purchased by the Fund subject to a repurchase agreement as
being owned by the Fund or as being collateral for a loan by the Fund to the
seller. In the event of the commencement of bankruptcy or insolvency proceedings
with respect to the seller of the security before repurchase of the security
under a repurchase agreement, the Fund may encounter delay and incur costs
before being able to sell the security. Delays may involve loss of interest or
decline in the price of the underlying security. If the court characterized the
transaction as a loan and the Fund has not perfected a security interest in the
underlying security, the Fund may be required to return the security to the
seller’s estate and be treated as an unsecured creditor of principal and income
involved in the transaction. As with any unsecured debt obligation purchased for
the Fund, Thornburg seeks to minimize the risk of loss through repurchase
agreements by analyzing the creditworthiness of the obligor, in this case the
seller of the security. Apart from the risk of bankruptcy or insolvency
proceedings, there is also the risk that the seller may fail to repurchase the
security, in which case the Fund may incur a loss if the proceeds to the Fund of
the sale to a third party are less than the repurchase price. However, if the
market value (including interest) of the security subject to the repurchase
agreement becomes less than the repurchase price (including interest), the Fund
will direct the seller of the security to deliver additional securities so that
the market value (including interest) of all securities subject to the
repurchase agreement will equal or exceed the repurchase price. It is possible
that the Fund will be unsuccessful in seeking to impose on the seller a
contractual obligation to deliver additional securities.
Restricted Securities
Restricted
securities generally can be sold in privately negotiated transactions, pursuant
to an exemption from registration under the 1933 Act, or in a registered public
offering. Where registration is required, a Fund could be obligated to pay all
or part of the registration expense and a considerable period may elapse between
the time it decides to seek registration and the time it is permitted to sell a
security under an effective registration statement. If, during such a period,
adverse market conditions were to develop, the Fund might obtain a less
favorable price than prevailed when it decided to seek registration of the
security. A restricted security may be liquid or illiquid, depending on whether
it satisfies relevant liquidity requirements, as determined by Thornburg. See
“Illiquid Investments” above.
Reverse Repurchase
Agreements
Each of the
Equity Funds, Summit Fund, Limited Term U.S. Government Fund, Limited Term
Income Fund, Ultra Short Income Fund, Strategic Income Fund, and Strategic
Municipal Income Fund may enter into reverse repurchase agreements. Neither
Limited Term U.S. Government Fund nor Limited Term Income will enter into a
reverse repurchase agreement if, as a result, more than 5% of the Fund’s total
assets would then be subject to reverse repurchase agreements.
In a reverse
repurchase agreement, a Fund sells a portfolio instrument to another party, such
as a bank or broker-dealer, in return for cash and agrees to repurchase the
instrument at a particular price and time. While a reverse repurchase agreement
is outstanding, the Fund will maintain appropriate liquid assets in a segregated
custodial account to cover its obligation under the agreement. A Fund will enter
into reverse repurchase agreements only with parties whose creditworthiness has
been found satisfactory by Thornburg. Such transactions may increase
fluctuations in the market value of the Funds’ assets and may be viewed as a
form of leverage.
Securities Lending
Each of the
Equity Funds, Summit Fund, Limited Term U.S. Government Fund, Limited Term
Income Fund, Ultra Short Income Fund, and Strategic Income Fund may lend
securities to parties such as broker-dealers or institutional investors.
Securities lending allows a Fund to retain ownership of the securities loaned
and, at the same time, to earn additional income. Since there may be delays in
the recovery of loaned securities, or even a loss of rights in collateral
supplied should the borrower fail financially, loans will be made only to
parties deemed by Thornburg to be of good standing. Furthermore, they will only
be made if, in Thornburg’s judgment, the consideration to be earned from such
loans would justify the risk.
Thornburg
understands that it is the current view of the SEC Staff that a Fund may engage
in loan transactions only under the following conditions: (1) the Fund must
receive 100% collateral in the form of cash or cash equivalents (e.g., U.S.
Treasury bills or notes) from the borrower; (2) the borrower must increase the
collateral whenever the market value of the securities loaned (determined on a
daily basis) rises above the value of the collateral; (3) after giving notice,
the Fund must be able to terminate the loan at any time; (4) the Fund must
receive reasonable interest on the loan or a flat fee from the borrower, as well
as amounts equivalent to any dividends, interest, or other distributions on the
securities loaned and to any increase in market value; (5) the Fund may pay only
reasonable custodian fees in connection with the loan; and (6) the Trustees must
be able to vote proxies on the securities loaned, either by terminating the loan
or by entering into an alternative arrangement with the borrower.
Cash
received through loan transactions may be invested in any security in which a
Fund is authorized to invest. Investing this cash subjects that investment, as
well as the security loaned, to market forces (i.e., capital appreciation or
depreciation).
Temporary Investments
Each Fund
may from time to time invest a keep a portion of its portfolio in cash or other
short-term, fixed income securities. Such investments may be made due to market
conditions, pending investment of idle funds, or to afford liquidity.
In
particular, each Municipal Fund has reserved the right to invest up to 20% of
its assets in “temporary investments” in taxable securities that would produce
interest not exempt from federal income tax. See “Taxes.” These investments are
limited to the following short-term, fixed-income securities (maturing in one
year or less from the time of purchase): (i) obligations of the United States
government or its agencies, instrumentalities or authorities; (ii) prime
commercial paper within the two highest ratings of Moody’s or S&P; (iii)
certificates of deposit of domestic banks with assets of $1 billion or more; and
(iv) repurchase agreements with respect to the foregoing types of securities.
Repurchase agreements will be entered into by the Municipal Funds only with
dealers, domestic banks or recognized financial institutions that, in
Thornburg’s opinion, represent minimal credit risk. Investments in repurchase
agreements are limited to 5% of a Municipal Fund’s net assets. Temporary taxable
investments may exceed 20% of a Fund’s assets when made for defensive purposes
during periods of abnormal market conditions.
When-Issued Securities
Each Fund
may purchase securities offered on a “when-issued” or “delayed delivery” basis.
When-issued and delayed delivery transactions arise when securities are
purchased or sold with payment and delivery beyond the regular settlement date.
When-issued transactions normally settle within 30-45 days, though the
settlement cycles for some when-issued transactions are longer. On such
transactions the payment obligation and the interest rate are fixed at the time
the buyer enters into the commitment. The commitment to purchase securities on a
when-issued or delayed delivery basis may involve an element of risk because the
value of the securities is subject to market fluctuation, no interest accrues to
the purchaser prior to settlement of the transaction, and at the time of
delivery the market value may be less than the purchase price. Additionally,
purchasing securities on a when-issued or delayed delivery basis involves the
risks that the security will never be issued or that the other party to the
transaction will not meet its obligation, in which events the Fund may lose any
gain in that security’s price. At the time a Fund makes the commitment to
purchase a security on a when-issued or delayed delivery basis, it will record
the transaction and reflect the value of the security in determining its net
asset value. Pursuant to current SEC guidance, a transaction involving a
when-issued security will not be deemed to involve a senior security as long as
the Fund intends to settle the transaction physically and the transaction
settles within 35 days. While when-issued or delayed delivery securities may be
sold prior to the settlement date, it is intended that the Fund will purchase
such securities with the purpose of actually acquiring them unless sale appears
desirable for investment reasons. If a when-issued security is sold before
delivery any gain or loss would not be tax-exempt.
COMMODITY EXCHANGE ACT REGISTRATION EXEMPTION
In
connection with its management of the Trust, Thornburg has filed a notice of
eligibility for exclusion from the definition of the term “commodity pool
operator” in accordance with Rule 4.5 under the U.S. Commodity Exchange Act, as
amended (the “CEA”) and, therefore, neither Thornburg nor the Trust is currently
subject to registration or regulation as a commodity pool operator under the
CEA. The U.S. Commodity Futures Trading Commission (“CFTC”) recently adopted
amendments to Rule 4.5 under the CEA that reduce the ability of certain
regulated entities, including registered investment companies and their
investment advisors, to claim the exclusion from the definition of the term
“commodity pool operator.” Among other requirements, the CFTC’s amendments
impose limitations on the use of certain derivative instruments, including
certain types of commodity futures contracts, commodity options contracts, and
swaps, by entities seeking to rely on Rule 4.5. Thornburg currently intends to
manage the Funds’ assets in a manner which is consistent with the limitations
imposed by Rule 4.5. To the extent Thornburg or the Funds became no longer
eligible to claim an exclusion from the definition of the term “commodity pool
operator,” then Thornburg or some or all of the Funds may become subject to
registration and regulation under the CEA. Such regulation may have an adverse
effect on Thornburg’s ability to manage the Funds, may impair the ability of the
Funds to achieve their investment objective(s), and may result in higher
operating expenses for the Funds and reduced investment returns to Fund
investors.
INVESTMENT LIMITATIONS
The
following policies and limitations supplement those set forth in the Prospectus.
Unless otherwise noted, whenever an investment policy or limitation states a
maximum percentage of a Fund’s assets that may be invested in any security or
other asset, that percentage limitation will be determined immediately after and
as a result of the Fund’s acquisition of such security or other asset.
Accordingly, any subsequent change in values, net assets, or other circumstances
will not be considered when determining whether the investment complies with the
Fund’s investment policies and limitations. For those policies and limitations
which can only be changed by a majority of a Fund’s outstanding voting shares,
the term “majority” means the lesser of (i) 67% of the shares of the Fund
present in person or by proxy at a meeting of the holders of more than 50% of
the Fund’s outstanding shares, or (ii) more than 50% of the outstanding shares
of the Fund.
Global Opportunities Fund, International Equity Fund,
International Growth Fund, Small/Mid Cap Core Fund, Small/Mid Cap Growth Fund,
Income Builder Fund, and Strategic Income Fund
Thornburg
Investment Trust has adopted the following fundamental investment policies
applicable to Global Opportunities Fund, International Equity Fund,
International Growth Fund, Small/Mid Cap Core Fund, Small/Mid Cap Growth Fund,
Income Builder Fund, and Strategic Income Fund, which may not be changed by any
Fund unless approved by a majority of the outstanding shares of that Fund.
Global Opportunities Fund, International Equity Fund, International Growth Fund,
Small/Mid Cap Core Fund, Small/Mid Cap Growth Fund, Income Builder Fund, and
Strategic Income Fund may not:
(1) with
respect to 75% of the Fund’s total assets, purchase the securities of any issuer
(other than securities issued or guaranteed by the U.S. government or any of its
agencies or instrumentalities) if, as a result, (a) more than 5% of the Fund’s
total assets would be invested in the securities of that issuer, or (b) the Fund
would hold more than 10% of the outstanding voting securities of that
issuer;
(2)
issue senior
securities, except as permitted under the 1940 Act;
(3) borrow
money, except for temporary or emergency purposes or except in connection with
reverse repurchase agreements; in an amount not exceeding 33 1/3% of its total
assets (including the amount borrowed) less liabilities (other than borrowings).
Any borrowings that come to exceed this amount will be reduced within three days
(not including Sundays and holidays) to the extent necessary to comply with the
33 1/3 % limitation;
(4) underwrite
any issue of securities (except to the extent that the Fund may be deemed to be
an underwriter within the meaning of the 1933 Act in the disposition of
restricted securities);
(5) purchase
the securities of any issuer (other than securities issued or guaranteed by the
U.S. government or any of its agencies or instrumentalities) if, as a result,
more than 25% of the Fund’s total assets would be invested in the securities of
companies whose principal business activities are in the same
industry;
(6) purchase
or sell real estate unless acquired as a result or ownership of securities or
other instruments (but this shall not prevent the Fund from investing in
securities or other instruments backed by real estate or securities of companies
engaged in the real estate business);
(7) purchase
or sell physical commodities unless acquired as a result of ownership of
securities or other instruments (but this shall not prevent the Fund from
purchasing or selling options and futures contracts or from investing in
securities or other instruments backed by physical commodities); or
(8) lend
any security or make any other loan if, as a result, more than 33 1/3% of its
total assets would be lent to other parties, but this limitation does not apply
to purchases of debt securities or to repurchase agreements.
For the
purposes of applying the limitation set forth in paragraph (6) above, a Fund is
permitted to hold real estate if doing so is the result of the Fund’s efforts to
restructure a bond or other loan obligation that was secured by real
estate.
The
following investment limitations are not fundamental and may be changed without
shareholder approval as to each Fund:
(i) The
Fund does not currently intend to sell securities short, unless it owns or has
the right to obtain securities equivalent in kind and amount to the securities
sold short, and provided that transactions in futures contracts and options are
not deemed to constitute selling securities short.
(ii) The
Fund does not currently intend to purchase securities on margin, except that the
Fund may obtain such short-term credits as are necessary for the clearance of
transactions, and provided that any initial and variation margin payments that
the Fund may be required to make in connection with its permitted investment
strategies do not constitute the purchase of securities “on margin” for purposes
of this limitation.
(iii) The
Fund may borrow money only (a) from a bank or (b) by engaging in reverse
repurchase agreements with any party. The Fund will not purchase any security
while borrowings representing more than 5% of its total assets are
outstanding.
(iv) The
Fund does not currently intend to purchase any security if, as a result, more
than 15% of its net assets would be invested in securities that are deemed to be
illiquid because they are subject to legal or contractual restrictions on resale
or because they cannot be sold or disposed of in the ordinary course of business
at approximately the prices at which they are valued.
(v) The
Fund does not currently intend to purchase interests in real estate investment
trusts that are not readily marketable or interests in real estate limited
partnerships that are not listed on an exchange or traded on the NASDAQ National
Market System if, as a result, the sum of such interests and other investments
considered illiquid under the limitation in the preceding paragraph would exceed
the Fund’s limitations on investments in illiquid securities.
(vi) The
Fund does not currently intend to (a) purchase securities of other investment
companies, except in the open market where no commission except the ordinary
broker’s commission is paid, or (b) purchase or retain securities issued by
other open-end investment companies. Limitations (a) and (b) do not apply to the
Fund’s investments in Thornburg Capital
Management Fund or in any other investment company within the same “group
of investment companies” (as defined in Section 12(d)(1)(G) of the 1940 Act),
provided that any such investments comply with Section 12(d)(1)(G) of the 1940
Act and rules thereunder, or to securities received as dividends, through offers
of exchange, or as a result of a reorganization, consolidation, or
merger.
(vii) The
Fund does not currently intend to purchase the securities of any issuer (other
than securities issued or guaranteed by domestic or foreign governments or
political subdivisions thereof) if, as a result, more than 5% of its total
assets would be invested in the securities of business enterprises that,
including predecessors, have a record of less than three years of continuous
operation. The foregoing does not apply to the Fund’s investments in Thornburg
Capital Management Fund or in any other investment company within the same
“group of investment companies” (as defined in Section 12(d)(1)(G) of the 1940
Act); provided that any such investments will comply with Section 12(d)(1)(G) of
the 1940 Act and rules thereunder.
(viii) The
Fund does not currently intend to purchase warrants, valued at the lower of cost
or market, in excess of 5% of the Fund’s net assets. Included in that amount,
but not to exceed 2% of the Fund’s net assets, may be warrants that are not
listed on the New York Stock Exchange or the American Stock exchange. Warrants
acquired by the Fund in units or attached to securities are not subject to these
restrictions.
(ix)
The Fund does not
currently intend to invest in oil, gas or other mineral exploration or
development programs or leases.
(x) The
Fund does not currently intend to purchase the securities of any issuer if those
officers and Trustees of the trust and those officers and directors of Thornburg
who individually own more than 1/2 of 1% of the securities of such issuer
together own more than 5% of such issuer’s securities.
(xi)
The Fund will not (a) sell futures contracts,
purchase put options, or write call options if, as a result, more than 25% of
the Fund’s total assets would be hedged with futures and options under normal
conditions; (b) purchase futures contracts or write put options if, as a result,
the Fund’s total obligations upon settlement or exercise of purchased futures
contracts and written put options would exceed 25% of its total assets; or (c)
purchase call options if, as a result, the current value of option premiums for
call options purchased by the Fund would exceed 5% of the Fund’s total assets.
These limitations do not apply to options attached to or acquired or traded
together with their underlying securities, and do not apply to securities that
incorporate features similar to options.
Better World International Fund
Thornburg
Investment Trust has adopted the following fundamental investment policies
applicable to Better World International Fund which may not be changed unless
approved by a majority of the outstanding shares of the Fund. Better World
International Fund may not:
(1) with
respect to 75% of the Fund’s total assets, purchase the securities of any issuer
(other than securities issued or guaranteed by the U.S. government or any of its
agencies or instrumentalities) if, as a result, (a) more than 5% of the Fund’s
total assets would be invested in the securities of that issuer, or (b) the Fund
would hold more than 10% of the outstanding voting securities of that
issuer;
(2)
issue senior
securities, except as permitted under the 1940 Act;
(3) borrow
money, except for temporary or emergency purposes or except in connection with
reverse repurchase agreements; in an amount not exceeding 33 1/3 % of its total
assets (including the amount borrowed) less liabilities (other than borrowings).
Any borrowings that come to exceed this amount will be reduced within three days
(not including Sundays and holidays) to the extent necessary to comply with the
33 1/3 % limitation;
(4) underwrite
any issue of securities (except to the extent that the Fund may be deemed to be
an underwriter within the meaning of the 1933 Act in the disposition of
restricted securities);
(5) purchase
the securities of any issuer (other than securities issued or guaranteed by the
U.S. government or any of its agencies or instrumentalities) if, as a result,
more than 25% of the Fund’s total assets would be invested in the securities of
companies whose principal business activities are in the same
industry;
(6) purchase
or sell real estate unless acquired as a result or ownership of securities or
other instruments (but this shall not prevent the Fund from investing in
securities or other instruments backed by real estate or securities of companies
engaged in the real estate business);
(7) purchase
or sell physical commodities unless acquired as a result of ownership of
securities or other instruments (but this shall not prevent the Fund from
purchasing or selling options, futures contracts and other derivative
instruments or from investing in securities or other instruments backed by
physical commodities); or
(8) lend
any security or make any other loan if, as a result, more than 33 1/3 % of its
total assets would be lent to other parties, but this limitation does not apply
to lending of portfolio securities, purchases of debt securities or other
instruments, or to repurchase
agreements.
For the
purposes of applying the limitation set forth in paragraph (6) above, the Fund
is permitted to hold real estate if doing so is the result of the Fund’s efforts
to restructure a bond or other loan obligation that was secured by real
estate.
The
following investment limitations are not fundamental and may be changed without
shareholder approval as to the Fund:
(i) The
Fund does not currently intend to sell securities short, unless it owns or has
the right to obtain securities equivalent in kind and amount to the securities
sold short, and provided that transactions in futures contracts and options are
not deemed to constitute selling securities short.
(ii) The
Fund does not currently intend to purchase securities on margin, except that the
Fund may obtain such short-term credits as are necessary for the clearance of
transactions, and provided that any initial and variation margin payments that
the Fund may be required to make in connection with its permitted investment
strategies do not constitute the purchase of securities “on margin” for purposes
of this limitation.
(iii) The
Fund may borrow money only (a) from a bank or (b) by engaging in reverse
repurchase agreements with any party. The Fund will not purchase any security
while borrowings representing more than 5% of its total assets are
outstanding.
(iv) The
Fund does not currently intend to purchase any security if, as a result, more
than 15% of its net assets would be invested in securities that are deemed to be
illiquid because they are subject to legal or contractual restrictions on resale
or because they cannot be sold or disposed of in the ordinary course of business
at approximately the prices at which they are valued.
(v)
The Fund will not (a) sell futures
contracts, purchase put options, or write call options if, as a result, more
than 25% of the Fund’s total assets would be hedged with futures and options
under normal conditions; (b) purchase futures contracts or write put options if,
as a result, the Fund’s total obligations upon settlement or exercise of
purchased futures contracts and written put options would exceed 25% of its
total assets; or (c) purchase call options if, as a result, the current value of
option premiums for call options purchased by the Fund would exceed 5% of the
Fund’s total assets. These limitations do not apply to options attached to or
acquired or traded together with their underlying securities, and do not apply
to securities that incorporate features similar to options.
Developing World Fund
Thornburg
Investment Trust has adopted the following fundamental investment policies
applicable to Developing World Fund which may not be changed unless approved by
a majority of the outstanding shares of the Fund. Developing World Fund may
not:
(1) issue
senior securities, except as permitted under the 1940 Act;
(2)
borrow money, except
as permitted under the 1940 Act;
(3) underwrite
any issue of securities (except to the extent that the Fund may be deemed to be
an underwriter within the meaning of the 1933 Act in the disposition of
portfolio securities);
(4) purchase
or sell real estate unless acquired as a result or ownership of securities or
other instruments (but this shall not prevent the Fund from investing in
securities or other instruments backed by real estate or securities of companies
engaged in the real estate business, nor shall it prevent the Fund from holding
real estate as a result of the Fund’s efforts to restructure a bond or other
investment that was backed by real estate);
(5) purchase
or sell physical commodities unless acquired as a result of ownership of
securities or other instruments (but this shall not prevent the Fund from
purchasing or selling options, futures contracts and other derivative
instruments or from investing in securities or other instruments backed by
physical commodities);
(6) lend
any security or make any other loan if, as a result, more than 33 1/3% of its
total assets would be lent to other parties, but this limitation does not apply
to lending of portfolio securities, purchases of debt obligations or other
instruments, or to repurchase agreements; or
(7) with
respect to 75% of the Fund’s total assets, purchase the securities of any issuer
(other than securities issued or guaranteed by the U.S. government or any of its
agencies or instrumentalities) if, as a result, (a) more than 5% of the Fund’s
total assets would be invested in the securities of that issuer, or (b) the Fund
would hold more than 10% of the outstanding voting securities of that
issuer.
(8)
invest more than 25%
of its total assets in any one industry.
In
connection with restriction number 2, above, the 1940 Act currently permits an
investment company to borrow money if the borrowings do not exceed one-third of
the company’s total assets after subtracting liabilities other than the
borrowings.
In
determining whether an issuer should be classified in a particular industry for
purposes of restriction number 8 above, Thornburg may rely on its own analysis
of the issuer or on available third party industry classifications. Securities
of the U.S. Government and its agencies and instrumentalities are not considered
to represent industries for this purpose.
The
following investment limitations are not fundamental and may be changed without
shareholder approval; provided that the first investment limitation listed below
may only be changed to the extent that the Fund’s Trustees provide 60 days’
prior written notice of the change to the Fund’s shareholders:
(i) The
Fund will invest at least 80% of its assets (which, for this purpose, refers to
the net assets of the Fund plus the amount of any borrowings) in developing
country issuers, as defined in the Fund’s Prospectus;
(ii) The
Fund does not currently intend to sell securities short, unless it owns or has
the right to obtain securities equivalent in kind and amount to the securities
sold short, and provided that transactions in futures contracts and options are
not deemed to constitute selling securities short.
(iii) The
Fund does not currently intend to purchase securities on margin, except that the
Fund may obtain such short-term credits as are necessary for the clearance of
transactions, and provided that any initial and variation margin payments that
the Fund may be required to make in connection with its permitted investment
strategies do not constitute the purchase of securities “on margin” for purposes
of this limitation.
(iv) The
Fund may borrow money only (a) from a bank or (b) by engaging in transactions
that are deemed to be borrowings under the 1940 Act because they involve the
sale of a security coupled with an agreement to repurchase that security. The
Fund will not purchase any security while borrowings representing more than 5%
of its total assets are outstanding.
(v) The
Fund does not currently intend to purchase any security if, as a result, more
than 15% of its net assets would be invested in securities that are considered
by Thornburg to be illiquid because they are subject to legal or contractual
restrictions on resale or because they cannot be sold or disposed of in the
ordinary course of business at approximately the prices at which they are
valued.
(vi)
The Fund will not (a) sell futures contracts, purchase put options, or write
call options if, as a result, more than 25% of the Fund’s total assets would be
hedged with futures and options under normal conditions; (b) purchase futures
contracts or write put options if, as a result, the Fund’s total obligations
upon settlement or exercise of purchased futures contracts and written put
options would exceed 25% of its total assets; or (c) purchase call options if,
as a result, the current value of option premiums for call options purchased by
the Fund would exceed 5% of the Fund’s total assets. These limitations do not
apply to options attached to or acquired or traded together with their
underlying securities, and do not apply to securities that incorporate features
similar to options.
Summit Fund
Thornburg
Investment Trust has adopted the following fundamental investment policies
applicable to the Summit Fund which may not be changed unless approved by a
majority of the outstanding shares of the Fund. The Summit Fund may
not:
(1) issue
senior securities, except as permitted under the 1940 Act;
(2) borrow
money, except for temporary or emergency purposes or except in connection with
reverse repurchase agreements; in an amount not exceeding 33 1 /3% of its total
assets (including the amount borrowed) less liabilities (other than borrowings).
Any borrowings that come to exceed this amount will be reduced within three days
(not including Sundays and holidays) to the extent necessary to comply with the
33 1 /3% limitation;
(3) underwrite
any issue of securities (except to the extent that the Fund may be deemed to be
an underwriter within the meaning of the Securities Act of 1933 in the
disposition of restricted securities);
(4) purchase
the securities of any issuer (other than securities issued or guaranteed by the
U.S. government or any of its agencies or instrumentalities) if, as a result,
more than 25% of the Fund’s total assets would be invested in the securities of
companies whose principal business activities are in the same
industry;
(5) purchase
or sell real estate unless acquired as a result or ownership of securities or
other instruments (but this shall not prevent the Fund from investing in
securities or other instruments backed by real estate or securities of companies
engaged in the real estate business);
(6) purchase
or sell physical commodities unless acquired as a result of ownership of
securities or other instruments (but this shall not prevent the Fund from
purchasing or selling options, futures contracts and other derivative
instruments or from investing in securities or other instruments backed by
physical commodities, or as otherwise permitted by (i) the 1940 Act and the
rules and regulations thereunder, as amended from time to time); or
(7) lend
any security or make any other loan if, as a result, more than 33 1 /3% of its
total assets would be lent to other parties, but this limitation does not apply
to lending of portfolio securities, purchases of debt securities or other
instruments, or to repurchase agreements.
For the
purposes of applying the limitation set forth in paragraph (5) above, the Fund
is permitted to hold real estate if doing so is the result of the Fund’s efforts
to restructure a bond or other loan obligation that was secured by real estate.
References above to the 1940 Act and the Securities Act of 1933 include in each
case any any rules, exemptions or interpretations of those statutes that may be
adopted, granted or issued by the SEC.
The
following investment limitations are not fundamental and may be changed without
shareholder approval as to the Fund:
(i) The
Fund does not currently intend to purchase securities on margin, except that the
Fund may obtain such short-term credits as are necessary for the clearance of
transactions, and provided that the Fund may use margin to the extent necessary
to engage in short sales, and provided that any initial and variation margin
payments that a Fund may be required to make in connection with its permitted
investment strategies do not constitute the purchase of securities “on margin”
for purposes of this limitation.
(ii) The
Fund may borrow money only (a) from a bank or (b) by engaging in reverse
repurchase agreements with any party. The Fund will not purchase any security
while borrowings representing more than 5% of its total assets are
outstanding.
(iii) The
Fund does not currently intend to purchase any security if, as a result, more
than 15% of its net assets would be invested in securities that are deemed to be
illiquid because they are subject to legal or contractual restrictions on resale
or because they cannot be sold or disposed of in the ordinary course of business
at approximately the prices at which they are valued.
(iv) The
Fund will not (a) sell futures contracts, purchase put options, or write call
options if, as a result, more than 25% of the Fund’s total assets would be
hedged with futures and options under normal conditions; (b) purchase futures
contracts or write put options if, as a result, the Fund’s total obligations
upon settlement or exercise of purchased futures contracts and written put
options would exceed 25% of its total assets; or (c) purchase call options if,
as a result, the current value of option premiums for call options purchased by
the Fund would exceed 5% of the Fund’s total assets. These limitations do not
apply to options attached to or acquired or traded together with their
underlying securities, and do not apply to securities that incorporate features
similar to options.
Limited Term U.S. Government Fund
Thornburg
Investment Trust has adopted the following fundamental investment policies
applicable to Limited Term U.S. Government Fund which may not be changed unless
approved by a majority of the outstanding shares of the Fund. Limited Term U.S.
Government Fund may not:
(1) Invest
more than 20% of the Fund’s assets in securities other than obligations issued
or guaranteed by the United States Government or its agencies, instrumentalities
and authorities, or in participations in such obligations or repurchase
agreements secured by such obligations, generally described (but not limited) in
the Prospectus, and then only in the nongovernmental obligations described in
the Prospectus;
(2) Purchase
any security if, as a result, more than 5% of its total assets would be invested
in securities of any one issuer, excluding obligations of, or guaranteed by, the
United States government, its agencies, instrumentalities and
authorities;
(3) Borrow
money, except (a) as a temporary measure, and then only in amounts not exceeding
5% of the value of the Fund’s total assets or (b) from banks, provided that
immediately after any such borrowing all borrowings of the Fund do not exceed
10% of the Fund’s total assets. The exceptions to this restriction are not for
investment leverage purposes but are solely for extraordinary or emergency
purchases or to facilitate management of the Fund’s portfolio by enabling the
Fund to meet redemption requests when the liquidation of portfolio instruments
is deemed to be disadvantageous. The Fund will not purchase securities while
borrowings are outstanding. For purposes of this restriction (i) the security
arrangements described in restriction (4) below will not be considered as
borrowing money, and (ii) reverse repurchase agreements will be considered as
borrowing money;
(4) Mortgage,
pledge or hypothecate any assets except to secure permitted borrowings.
Arrangements to segregate assets with the Fund’s custodian with respect to
when-issued and delayed delivery transactions, and reverse repurchase
agreements, and deposits made in connection with futures contracts, will not be
considered a mortgage, pledge or hypothecation of assets;
(5) Underwrite
any issue of securities, except to the extent that, in connection with the
disposition of portfolio securities, it may be deemed to be an underwriter under
federal securities laws;
(6) Purchase
or sell real estate and real estate mortgage loans, but this shall not prevent
the Fund from investing in obligations of the U.S. Government or its agencies,
relating to real estate mortgages as described generally in the
Prospectus;
(7) Purchase
or sell commodities or commodity futures contracts or oil, gas or other mineral
exploration or development programs. Investment in futures contracts respecting
securities and in options on these futures contracts will not be considered
investment in commodity futures contracts;
(8) Make
loans, except through (a) the purchase of debt obligations in accordance with
the Fund’s investment objectives and policies; (b) repurchase agreements with
banks, brokers, dealers and other financial institutions; and (c) loans of
securities;
(9) Purchase
any security on margin, except for such short-term credits as are necessary for
the clearance of transactions. For purposes of this restriction, the Fund’s
entry into futures contracts will not be considered the purchase of securities
on margin;
(10)
Make short sales of
securities;
(11) Invest
more than 5% of its total assets in securities of unseasoned issuers which,
together with their predecessors, have been in operation for less than three
years excluding obligations of, or guaranteed by, the United States government,
its agencies, instrumentalities and authorities;
(12) Invest
more than 5% of its total assets in securities which the Fund is restricted from
selling to the public without registration under the 1933 Act. The Fund has no
present intention to purchase any such restricted securities;
(13) Purchase
securities of any issuer if the purchase at the time thereof would cause more
than 10% of the voting securities or more than 10% of any class of securities of
any such issuer to be held by the Fund;
(14) Purchase
securities of other investment companies, except in connection with a merger,
consolidation, reorganization or acquisition of assets;
(15) Purchase
securities (other than securities of the United States government, its agencies,
instrumentalities and authorities) if, as a result, more than 25% of the Fund’s
total assets would be invested in any one industry;
(16) Purchase
or retain the securities of any issuer other than the securities of the Fund if,
to the Fund’s knowledge, those officers and Trustees of the Fund, or those
officers and directors of Thornburg, who individually own beneficially more than
1/2 of 1% of the outstanding securities of such issuer, together own
beneficially more than 5% of such outstanding securities;
(17) Enter
into any reverse repurchase agreement if, as a result thereof, more than 5% of
its total assets would be subject to its obligations under reverse purchase
agreements at any time;
(18) Purchase
or sell any futures contract if, as a result thereof, the sum of the amount of
margin deposits on the Fund’s existing futures positions and the amount of
premiums paid for related options would exceed 5% of the Fund’s total
assets;
(19)
Purchase any put or call option
not related to a futures contract;
(20) Purchase
the securities of any issuer if as a result more than 10% of the value of the
Fund’s net assets would be invested in securities which are considered illiquid
because they are subject to legal or contractual restrictions on resale
(“restricted securities”) or because no market quotations are readily available;
or enter into a repurchase agreement maturing in more than seven days, if as a
result such repurchase agreements together with restricted securities and
securities for which there are no readily available market quotations would
constitute more than 10% of the Fund’s net assets; or
(21) Issue
senior securities, as defined under the 1940 Act, except that the Fund may enter
into repurchase agreements and reverse repurchase agreements, lend its portfolio
securities, borrow, and enter into when-issued and delayed delivery transactions
as described in the Prospectus or this Statement of Additional Information and
as limited by the foregoing investment limitations.
Whenever an
investment policy or restriction states a minimum or maximum percentage of the
Fund’s assets which may be invested in any security or other assets, it is
intended that the minimum or maximum percentage limitations will be determined
immediately after and as a result of the Fund’s acquisition of the security or
asset. Accordingly, any later increase or decrease in the relative percentage of
value represented by the asset or security resulting from changes in asset
values will not be considered a violation of these restrictions.
In applying
the percentage restrictions on the Fund’s investments described under the
caption “Principal Investment Strategies” in the Prospectus, and in applying the
restriction described in item (1), above, “assets” is understood to mean net
assets plus borrowings for investment purposes.
For the
purposes of applying the limitation set forth in paragraph (6) above, the Fund
is permitted to hold real estate if doing so is the result of the Fund’s efforts
to restructure a bond or other loan obligation that was secured by real
estate.
For the
purposes of applying the limitation set forth in paragraph (9) above, any
initial and variation margin payments that a Fund may be required to make in
connection with its permitted investment strategies do not constitute the
purchase of securities “on margin.”
Although the
Fund has the right to pledge, mortgage or hypothecate its assets subject to the
restrictions described above, in order to comply with certain state statutes on
investment restrictions, the Fund will not, as a matter of operating policy
(which policy may be changed by the Trustees without shareholder approval),
mortgage, pledge or hypothecate its portfolio securities to the extent that at
any time the percentage of pledged securities will exceed 10% of its total
assets.
Limited Term Income Fund
Thornburg
Investment Trust has adopted the following fundamental investment policies
applicable to Limited Term Income Fund which may not be changed unless approved
by a majority of the outstanding shares of the Fund. Limited Term Income Fund
may not:
(1) with
respect to 75% of its total assets taken at market value, purchase more than 10%
of the voting securities of any one issuer or invest more than 5% of the value
of its total assets in the securities of any one issuer, except obligations
issued or guaranteed by the U.S. Government, its agencies or instrumentalities
and except securities of other investment companies;
(2) borrow
money, except as a temporary measure for extraordinary or emergency purposes or
except in connection with reverse repurchase agreements; provided that the Fund
maintains asset coverage of 300% for all borrowings;
(3) purchase
or sell real estate (except that the Fund may invest in (i) securities of
companies which deal in real estate or mortgages, and (ii) securities secured by
real estate or interests therein and that the Fund reserves freedom of action to
hold and sell real estate acquired as a result of the Fund’s ownership of
securities) or purchase or sell physical commodities or contracts relating to
physical commodities;
(4) act
as underwriter of securities issued by others, except to the extent that it may
be deemed an underwriter in connection with the disposition of portfolio
securities of the Fund;
(5) make
loans to any other person, except (a) loans of portfolio securities, and (b) to
the extent that the entry into repurchase agreements and the purchase of debt
securities in accordance with its investment objectives and investment policies
may be deemed to be loans;
(6) issue
senior securities, except as appropriate to evidence indebtedness which it is
permitted to incur, and except for shares of the separate classes of a fund or
series of the Trust provided that collateral arrangements with respect to
currency-related contracts, futures contracts, options, or other permitted
investments, including deposits of initial and variation margin, are not
considered to be the issuance of senior securities for purposes of this
restriction;
(7) purchase
any securities which would cause more than 25% of the market value of its total
assets at the time of such purchase to be invested in the securities of one or
more issuers having their principal business activities in the same industry,
provided that there is no limitation with respect to investments in obligations
issued or guaranteed by the U.S. government or its agencies or instrumentalities
(for the purposes of this restriction, telephone companies are considered to be
in a separate industry from gas and electric public utilities, and wholly-owned
finance companies are considered to be in the industry of their parents if their
activities are primarily related to financing the activities of the
parents).
For the
purposes of applying the limitation set forth in paragraph (3) above, the Fund
is permitted to hold real estate if doing so is the result of the Fund’s efforts
to restructure a bond or other loan obligation that was secured by real
estate.
The
following investment limitations are not fundamental and may be changed without
shareholder approval:
(a) The
Fund does not currently intend to purchase or retain securities of any open-end
investment company, or securities of any closed-end investment company except by
purchase in the open market where no commission or profit to a sponsor or dealer
results from such purchases, or except when such purchase, though not made in
the open market, is part of a plan of merger, consolidation, reorganization or
acquisition of assets. The Fund will not acquire any security issued by another
investment company (the “acquired company”) if the Fund thereby would own (i)
more than 3% of the total outstanding voting securities of the acquired company,
or (ii) securities issued by the acquired company having an aggregate value
exceeding 5% of the Fund’s total assets, or (iii) securities issued by
investment companies having an aggregate value exceeding 10% of the Fund’s total
assets. The limitations stated in this subparagraph (a) do not apply to the
Fund’s investments in Thornburg Capital Management Fund or in any other
investment company within the same “group of investment companies” (as defined
in Section 12(d)(1)(G) of the 1940 Act); provided that any such investments will
comply with Section 12(d)(1)(G) of the 1940 Act and rules thereunder.
(b) The
Fund will not pledge, mortgage or hypothecate its assets in excess, together
with permitted borrowings, of 1/3 of its total assets.
(c) The
Fund does not currently intend to purchase or retain securities of an issuer any
of whose officers, directors, trustees or security holders is an officer or
Trustee of the Fund or a member, officer, director or trustee of the investment
advisor of the Fund if one or more of such individuals owns beneficially more
than one-half of one percent (1/2%) of the outstanding shares or securities or
both (taken at market value) of such issuer and such shares or securities
together own beneficially more than 5% of such shares or securities or
both.
(d) The
Fund does not currently intend to purchase securities on margin or make short
sales, unless, by virtue of its ownership of other securities, it has the right
to obtain securities equivalent in kind and amount to the securities sold and,
if the right is conditional, the sale is made upon the same conditions, except
in connection with arbitrage transactions, and except that the Fund may obtain
such short-term credits as may be necessary for the clearance of purchases and
sales of securities. Any initial and variation margin payments that the Fund may
be required to make in connection with its permitted investment strategies do
not constitute the purchase of securities “on margin” for purposes of this
limitation.
(e) The
Fund does not currently intend to purchase any security if, as a result, more
than 15% of its net assets would be invested in securities that are considered
by Thornburg to be illiquid because they are subject to legal or contractual
restrictions on resale or because they cannot be sold or disposed of in the
ordinary course of business at approximately the prices at which they are
valued.
(f) The
Fund does not currently intend to purchase securities of any issuers with a
record of less than three years of continuous operations, including
predecessors, except U.S. government securities, securities of such issuers
which are rated by at least one nationally recognized statistical rating
organization, municipal obligations and obligations issued or guaranteed by any
foreign government or its agencies or instrumentalities, if such purchase would
cause the investments of the Fund in all such issuers to exceed 5% of the total
assets of the Fund taken at market value. The foregoing does not apply to the
Fund’s investments in Thornburg Capital
Management Fund or in any other investment company within the same “group
of investment companies” (as defined in Section 12(d) (1)(G) of the 1940 Act);
provided that any such investments will comply with Section 12(d)(1)(G) of the
1940 Act and rules thereunder.
(g) The
Fund does not currently intend to purchase more than 10% of the voting
securities of any one issuer, except securities issued by the U.S. Government,
its agencies or instrumentalities. The foregoing does not apply to the Fund’s
investments in Thornburg Capital
Management Fund or in any other investment company within the same “group
of investment companies” (as defined in Section 12(d)(1)(G) of the 1940 Act);
provided that any such investments will comply with Section 12(d)(1)(G) of the
1940 Act and rules thereunder.
(h) The
Fund will not buy options on securities or financial instruments, unless the
aggregate premiums paid on all such options held by the Fund at any time do not
exceed 20% of its net assets; or sell put options in securities if, as a result,
the aggregate value of the obligations underlying such put options would exceed
50% of the Fund’s net assets.
(i) The
Fund will not enter into futures contracts or purchase options thereon unless
immediately after the purchase, the value of the aggregate initial margin with
respect to all futures contracts entered into on behalf of the Fund and the
premiums paid for options on futures contracts does not exceed 5% of the fair
market value of the Fund’s total assets; provided that in the case of an option
that is in-the-money at the time of purchase, the in-the-money amount may be
excluded in computing the 5% limit.
(j) The
Fund does not currently intend to invest more than 5% of its assets in
derivative instruments, although this limitation will not apply to investments
in derivative instruments made by the Fund for bona fide hedging or risk
management purposes.
(k) The
Fund does not currently intend to invest in oil, gas or other mineral leases, or
exploration or development programs (although it may invest in issuers which own
or invest in such interests).
(l) The
Fund will not borrow money except as a temporary measure, and then not in excess
of 5% of its total assets (taken at market value) unless the borrowing is from
banks, in which case the percentage limitation is 10%; reverse repurchase
agreements and dollar rolls will be considered borrowings for this purpose, and
will be further subject to total asset coverage of 300% for such
agreements.
(m) The
Fund does not currently intend to purchase warrants if as a result warrants
taken at the lower of cost or market value would represent more than 5% of the
value of the Fund’s total net assets or more than 2% of its net assets in
warrants that are not listed on the New York or American Stock Exchanges or on
an exchange with comparable listing requirements (for this purpose, warrants
attached to securities will be deemed to have no value).
(n) The
Fund will not make securities loans if the value of such securities loaned
exceeds 30% of the value of the Fund’s total assets at the time any loan is
made; all loans of portfolio securities will be fully collateralized and marked
to market daily. The Fund has no current intention of making loans of portfolio
securities that would amount to greater than 5% of the Fund’s total
assets.
(o)
The Fund does not
currently intend to purchase or sell real estate limited partnership
interests.
Restrictions
with respect to repurchase agreements shall be construed to be for repurchase
agreements entered into for the investment of available cash consistent with
Limited Term Income Fund’s repurchase agreement procedures, not repurchase
commitments entered into for general investment purposes.
Ultra Short Income Fund
Thornburg
Investment Trust has adopted the following fundamental investment policies
applicable to the Ultra Short Income Fund, which may not be changed by the Fund
unless approved by a majority of the outstanding shares of that Fund. The Fund
may not:
(1) with
respect to 75% of the Fund’s total assets, purchase the securities of any issuer
(other than securities issued or guaranteed by the U.S. government or any of its
agencies or instrumentalities) if, as a result, (a) more than 5% of the Fund’s
total assets would be invested in the securities of that issuer, or (b) the Fund
would hold more than 10% of the outstanding voting securities of that
issuer;
(2)
issue senior
securities, except as permitted under the 1940 Act;
(3) borrow
money, except for temporary or emergency purposes or except in connection with
reverse repurchase agreements; in an amount not exceeding 33 1/3% of its total
assets (including the amount borrowed) less liabilities (other than borrowings).
Any borrowings that come to exceed this amount will be reduced within three days
(not including Sundays and holidays) to the extent necessary to comply with the
33 1/3 % limitation;
(4) underwrite
any issue of securities (except to the extent that the Fund may be deemed to be
an underwriter within the meaning of the 1933 Act in the disposition of
restricted securities);
(5) purchase
the securities of any issuer (other than securities issued or guaranteed by the
U.S. government or any of its agencies or instrumentalities) if, as a result,
more than 25% of the Fund’s total assets would be invested in the securities of
companies whose principal business activities are in the same
industry;
(6) purchase
or sell real estate unless acquired as a result or ownership of securities or
other instruments (but this shall not prevent the Fund from investing in
securities or other instruments backed by real estate or securities of companies
engaged in the real estate business);
(7) purchase
or sell physical commodities unless acquired as a result of ownership of
securities or other instruments (but this shall not prevent the Fund from
purchasing or selling options and futures contracts or from investing in
securities or other instruments backed by physical commodities); or
(8) lend
any security or make any other loan if, as a result, more than 33 1/3% of its
total assets would be lent to other parties, but this limitation does not apply
to purchases of debt securities or to repurchase agreements.
For the
purposes of applying the limitation set forth in paragraph (6) above, a Fund is
permitted to hold real estate if doing so is the result of the Fund’s efforts to
restructure a bond or other loan obligation that was secured by real
estate.
The
following investment limitations are not fundamental and may be changed without
shareholder approval as to the Fund:
(i) The
Fund does not currently intend to sell securities short, unless it owns or has
the right to obtain securities equivalent in kind and amount to the securities
sold short, and provided that any initial and variation margin payments that the
Fund may be required to make in connection with its permitted investment
strategies do not constitute the purchase of securities “on margin” for purposes
of this limitation.
(ii) The
Fund does not currently intend to purchase securities on margin, except that the
Fund may obtain such short-term credits as are necessary for the clearance of
transactions, and provided that margin payments in connection with futures
contracts and options on futures contracts shall not constitute purchasing
securities on margin.
(iii) The
Fund may borrow money only (a) from a bank or (b) by engaging in reverse
repurchase agreements with any party. The Fund will not purchase any security
while borrowings representing more than 5% of its total assets are
outstanding.
(iv) The
Fund does not currently intend to purchase any security if, as a result, more
than 15% of its net assets would be invested in securities that are deemed to be
illiquid because they are subject to legal or contractual restrictions on resale
or because they cannot be sold or disposed of in the ordinary course of business
at approximately the prices at which they are valued.
(v) The
Fund does not currently intend to (a) purchase securities of other investment
companies, except in the open market where no commission except the ordinary
broker’s commission is paid, or (b) purchase or retain securities issued by
other open-end investment companies. Limitations (a) and (b) do not apply to the
Fund’s investments in Thornburg Capital
Management Fund or in any other investment company within the same “group
of investment companies” (as defined in Section 12(d)(1)(G) of the 1940 Act),
provided that any such investments comply with Section 12(d)(1)(G) of the 1940
Act and rules thereunder, or to securities received as dividends, through offers
of exchange, or as a result of a reorganization, consolidation, or
merger.
(vi) The
Fund does not currently intend to purchase the securities of any issuer (other
than securities issued or guaranteed by domestic or foreign governments or
political subdivisions thereof) if, as a result, more than 5% of its total
assets would be invested in the securities of business enterprises that,
including predecessors, have a record of less than three years of continuous
operation. The foregoing does not apply to the Fund’s investments in
Thornburg Capital
Management Fund or in any other investment company within the same “group
of investment companies” (as defined in Section 12(d)(1)(G) of the 1940 Act);
provided that any such investments will comply with Section 12(d)(1)(G) of the
1940 Act and rules thereunder.
(vii) The
Fund does not currently intend to purchase warrants, valued at the lower of cost
or market, in excess of 5% of the Fund’s net assets. Included in that amount,
but not to exceed 2% of the Fund’s net assets, may be warrants that are not
listed on a national securities exchange. Warrants acquired by the Fund in units
or attached to securities are not subject to these restrictions.
(viii)
The Fund does not currently intend to
invest in oil, gas or other mineral exploration or development programs or
leases.
(ix)
The Fund does not
currently intend to purchase the securities of any issuer if those officers and
Trustees of the trust and those officers and directors of Thornburg who
individually own more than 1/2 of 1% of the securities of such issuer together
own more than 5% of such issuer’s securities.
(x)
The Fund will not (a) sell
futures contracts, purchase put options, or write call options if, as a result,
more than 25% of the Fund’s total assets would be hedged with futures and
options under normal conditions; (b) purchase futures contracts or write put
options if, as a result, the Fund’s total obligations upon settlement or
exercise of purchased futures contracts and written put options would exceed 25%
of its total assets; or (c) purchase call options if, as a result, the current
value of option premiums for call options purchased by the Fund would exceed 5%
of the Fund’s total assets. These limitations do not apply to options attached
to or acquired or traded together with their underlying securities, and do not
apply to securities that incorporate features similar to options.
Short Duration Municipal Fund
Thornburg
Investment Trust has adopted the following fundamental investment policies
applicable to the Short Duration Municipal Fund which may not be changed unless
approved by a majority of the Fund’s outstanding voting securities. The Fund may
not:
(1) Invest
in securities other than municipal obligations (including participations
therein) and temporary investments within the percentage limitations stated in
the Prospectus;
(2)
Issue senior securities,
except as permitted under the 1940 Act;
(3)
Borrow money, except
as permitted under the 1940 Act;
(4) Underwrite
any issue of securities (except to the extent that the Fund may be deemed to be
an underwriter within the meaning of the 1933 Act in the disposition of
restricted securities);
(5) Purchase
or sell real estate unless acquired as a result or ownership of securities or
other instruments (but this shall not prevent the Fund from investing in
securities or other instruments backed by real estate or securities of companies
engaged in the real estate business, nor shall it prevent the Fund from holding
real estate as a result of the Fund’s efforts to restructure a bond or other
loan obligation that was secured by real estate);
(6) Purchase
or sell physical commodities unless acquired as a result of ownership of
securities or other instruments (but this shall not prevent the Fund from
purchasing or selling options, futures contracts, or from investing in
securities or other instruments backed by physical commodities);
(7) Lend
any security or make any other loan if, as a result, more than 33 1/3% of its
total assets would be lent to other parties, but this limitation does not apply
to lending of portfolio securities, purchases of debt obligations or other
instruments, or to repurchase agreements;
(8) With
respect to 75% of the Fund’s total assets, purchase the securities of any issuer
(other than securities issued or guaranteed by the U.S. government or any of its
agencies or instrumentalities) if, as a result, (a) more than 5% of the Fund’s
total assets would be invested in the securities of that issuer, or (b) the Fund
would hold more than 10% of the outstanding voting securities of that issuer;
or
(9)
Invest more than 25%
of its total assets in any one industry.
For purposes
of the restriction stated in number 1, above, “municipal obligations” are also
deemed to include investments in investment companies (such as exchange traded
funds and closed end funds) which invest substantially all of their assets in
municipal obligations, and other direct and indirect investments in municipal
obligations which produce income that the Fund is permitted under the Internal
Revenue Code to treat as excludable from gross income for purposes of
determining its exempt interest dividends under the Code. Also for purposes of
the restriction stated in number 1, above, the Fund’s temporary investments may
include investments of a portion or all of the Fund’s daily cash balances in
Thornburg Capital
Management Fund or in any other investment company within the same “group
of investment companies” (as defined in Section 12(d)(1)(G) of the 1940 Act);
provided that any such investments will comply with Section 12(d)(1)(G) of the
1940 Act and rules thereunder.
In
connection with restriction number 3, above, the 1940 Act currently permits an
investment company to borrow money if the borrowings do not exceed one-third of
the company’s total assets after subtracting liabilities other than the
borrowings.
For purposes
of applying the limitation described in item 9 above, securities of the U.S.
Government and its agencies and instrumentalities are not considered to
represent industries. The Fund currently views municipal obligations backed by
the credit of a governmental entity not to represent industries for purposes of
this limitation if the interest payable on those obligations is exempt from the
regular federal income tax. Municipal obligations backed only by the assets or
revenues of non-governmental users are currently viewed by the Fund to be issued
by non-governmental users for the purposes of the limitation, so that the
limitation would apply to those obligations. The Fund does not interpret this
limitation to prevent the investment of more than 25% of the Fund’s total assets
in any one economic sector such as housing finance, public housing, utilities,
hospital and healthcare facilities or industrial development, or in any one
state. The views and interpretations by the Fund stated in this paragraph may
change due to changes in the law or interpretations of the law, including laws
pertaining to municipal obligations and the taxability of interest paid on those
obligations, and due to other factors.
The
following investment limitations are not fundamental and may be changed without
shareholder approval:
(i) The
Fund does not currently intend to sell securities short, unless it owns or has
the right to obtain securities equivalent in kind and amount to the securities
sold short, and provided that transactions in futures contracts and options are
not deemed to constitute selling securities short.
(ii) The
Fund does not currently intend to purchase securities on margin, except that the
Fund may obtain such short-term credits as are necessary for the clearance of
transactions, and provided that any initial and variation margin payments that
the Fund may be required to make in connection with its permitted investment
strategies do not constitute the purchase of securities “on margin” for purposes
of this limitation.
(iii) The
Fund may borrow money only (a) from a bank or (b) by engaging in reverse
repurchase agreements with any party. The Fund will not purchase any security
while borrowings representing more than 5% of its total assets are
outstanding.
(iv) The
Fund does not currently intend to purchase any security if, as a result, more
than 15% of its net assets would be invested in securities that are considered
by Thornburg to be illiquid because they are subject to legal or contractual
restrictions on resale or because they cannot be sold or disposed of in the
ordinary course of business at approximately the prices at which they are
valued.
Limited Term Municipal Fund and Limited Term California
Fund
Thornburg
Investment Trust has adopted the following fundamental investment policies
applicable to each of Limited Term Municipal Fund and Limited Term California
Fund which may not be changed by either Fund unless approved by a majority of
the outstanding shares of that Fund. Neither Fund may:
(1) Invest
in securities other than municipal obligations (including participations
therein) and temporary investments within the percentage limitations specified
in the Prospectus;
(2) Purchase
any security if, as a result, more than 5% of its total assets would be invested
in securities of any one issuer, excluding obligations of, or guaranteed by, the
United States government, its agencies, instrumentalities and
authorities;
(3) Borrow
money, except for temporary or emergency purposes and not for investment
purposes, and then only in an amount not exceeding 5% of the value of the Fund’s
total assets at the time of borrowing;
(4)
Pledge, mortgage or
hypothecate its assets, except to secure borrowings permitted by subparagraph
(3) above;
(5) Issue
senior securities as defined in the 1940 Act, except insofar as the Fund may be
deemed to have issued a senior security by reason of (a) entering into any
repurchase agreement; (b) purchasing any securities on a when-issued or delayed
delivery basis; or (c) borrowing money in accordance with the restrictions
described above;
(6) Underwrite
any issue of securities, except to the extent that, in connection with the
disposition of portfolio securities, it may be deemed to be an underwriter under
the federal securities laws;
(7) Purchase
or sell real estate and real estate mortgage loans, but this shall not prevent
the Fund from investing in municipal obligations secured by real estate or
interests therein;
(8) Purchase
or sell commodities or commodity futures contracts or oil, gas or other mineral
exploration or development programs;
(9) Make
loans, other than by entering into repurchase agreements and through the
purchase of municipal obligations or temporary investments in accordance with
its investment objective, policies and limitations;
(10) Make
short sales of securities or purchase any securities on margin, except for such
short-term credits as are necessary for the clearance of
transactions;
(11) Write
or purchase puts, calls, straddles, spreads or other combinations thereof,
except to the extent that securities subject to a demand obligation or to a
remarketing agreement may be purchased as set forth in the Prospectus or this
Statement of Additional Information;
(12) Invest
more than 5% of its total assets in securities of unseasoned issuers which,
together with their predecessors, have been in operation for less than three
years excluding (i) obligations of, or guaranteed by, the United States
government, its agencies, instrumentalities and authorities and (ii) obligations
secured by the pledge of the faith, credit and taxing power of any entity
authorized to issue municipal obligations;
(13) Invest
more than 5% of its total assets in securities which the Fund is restricted from
selling to the public without registration under the 1933 Act;
(14) Purchase
securities of any issuer if such purchase at the time thereof would cause more
than 10% of the voting securities of any such issuer to be held by the
Fund;
(15) Purchase
securities of other investment companies, except in connection with a merger,
consolidation, reorganization or acquisition of assets;
(16) Purchase
securities (other than securities of the United States government, its agencies,
instrumentalities and authorities) if, as a result, more than 25% of the Fund’s
total assets would be invested in any one industry; or
(17) Purchase
or retain the securities of any issuer other than the securities of the Fund if,
to the Fund’s knowledge, those officers and directors of the Fund, or those
officers and directors of Thornburg, who individually own beneficially more than
1/2 of 1% of the outstanding securities of such issuer, together own
beneficially more than 5% of such outstanding securities.
For the
purpose of applying the limitations set forth in paragraphs (2) and (12) above,
an issuer shall be deemed a separate issuer when its assets and revenues are
separate from other governmental entities and its securities are backed only by
its assets and revenues. Similarly, in the case of a nongovernmental user, such
as an industrial corporation or a privately owned or operated hospital, if the
security is backed only by the assets and revenues of the nongovernmental user,
then such nongovernmental user would be deemed to be the sole issuer. Where a
security is also guaranteed by the enforceable obligation of another entity it
shall also be included in the computation of securities owned that are issued by
such other entity. In addition, for purposes of paragraph (2) above, a
remarketing party entering into a remarketing agreement with a Fund as described
in the Prospectus or this Statement of Additional Information shall not be
deemed an “issuer” of a security or a “guarantor” of a Municipal Lease subject
to that agreement.
For the
purposes of applying the limitation set forth in paragraph (7) above, a Fund is
permitted to hold real estate if doing so is the result of the Fund’s efforts to
restructure a bond or other loan obligation that was secured by real
estate.
For the
purposes of applying the limitation set forth in paragraph (10) above, any
initial and variation margin payments that a Fund may be required to make in
connection with its permitted investment strategies do not constitute the
purchase of securities “on margin.”
For the
purposes of applying the limitation set forth in paragraph (16) above,
securities of the U.S. Government and its agencies and instrumentalities are not
considered to represent industries. These Funds currently view municipal
obligations backed by the credit of a governmental entity not to represent
industries for purposes of this limitation if the interest payable on those
obligations is exempt from the regular federal income tax. Municipal obligations
backed only by the assets or revenues of non-governmental users are currently
viewed by these Funds to be issued by nongovernmental users for the purposes of
the limitation, so that the limitation would apply to those obligations. These
Funds do not interpret this limitation to prevent the investment of more than
25% of a Fund’s total assets in any one economic sector such as housing finance,
public housing, utilities, hospital and healthcare facilities or industrial
development, or in any one state. The views and interpretations by these Funds
stated in this paragraph may change due to changes in the law or interpretations
of the law, including laws pertaining to municipal obligations and the
taxability of interest paid on those obligations, and due to other
factors.
With respect
to temporary investments, in addition to the foregoing limitations, a Fund will
not enter into a repurchase agreement if, as a result thereof, more than 5% of
its net assets would be subject to repurchase agreements.
Although
each of these Funds has the right to pledge, mortgage or hypothecate its assets
in order to comply with certain state statutes on investment restrictions, a
Fund will not, as a matter of operating policy (which policy may be changed by
the board of Trustees without shareholder approval), pledge, mortgage or
hypothecate its portfolio securities to the extent that at any time the
percentage of pledged securities will exceed 10% of its total assets.
In addition,
neither of these Funds will purchase the securities of any issuer if as a result
more than 15% of the value of the Fund’s net assets would be invested in
restricted securities, unmarketable securities and other illiquid securities
(including repurchase agreements of more than seven days maturity and other
securities which are not readily marketable).
In the event
the Limited Term Municipal Fund or the Limited Term California Fund acquires
disposable assets as a result of the exercise of a security interest relating to
municipal obligations, the Fund will dispose of such assets as promptly as
possible.
Intermediate New Mexico Fund, Intermediate New York Fund and
Intermediate Municipal Fund
Thornburg
Investment Trust has adopted the following fundamental investment policies
respecting Intermediate New Mexico Fund, Intermediate New York Fund and
Intermediate Municipal Fund, which may not be changed as to any of these Funds
unless approved by a majority of the outstanding shares of the Fund. Unless
otherwise specified below as applicable to only one of the Funds, none of
Intermediate New Mexico Fund, Intermediate New York Fund and Intermediate
Municipal Fund may:
(1) Invest
in securities other than municipal obligations (including participations
therein) and temporary investments within the percentage limitations specified
in the Prospectus;
(2) The
Intermediate Municipal Fund may not purchase any security if, as a result, more
than 5% of its total assets would be invested in securities of any one issuer,
excluding obligations of, or guaranteed by, the United States government, its
agencies, instrumentalities and authorities. Any of the single state
Intermediate Funds may invest more than 5% of its portfolio assets in the
securities of a single issuer provided that it may not purchase any security
(other than securities issued or guaranteed as to principal or interest by the
United States or its instrumentalities) if, as a result, more than 5% of the
Trust’s total assets would be invested in securities of a single
issuer;
(3) Borrow
money, except for temporary or emergency purposes and not for investment
purposes, and then only in an amount not exceeding 5% of the value of the Fund’s
total assets at the time of borrowing;
(4)
Pledge, mortgage or
hypothecate its assets, except to secure borrowings permitted by subparagraph
(3) above;
(5) Issue
senior securities as defined in the 1940 Act, except insofar as the Fund may be
deemed to have issued a senior security by reason of (a) entering into any
repurchase agreement; (b) purchasing any securities on a when-issued or delayed
delivery basis; or (c) borrowing money in accordance with the restrictions
described above;
(6) Underwrite
any issue of securities, except to the extent that, in connection with the
disposition of portfolio securities, it may be deemed to be an underwriter under
the federal securities laws;
(7) Purchase
or sell real estate and real estate mortgage loans, but this shall not prevent
the Funds from investing in municipal obligations secured by real estate or
interests therein;
(8) Purchase
or sell commodities or commodity futures contracts or oil, gas or other mineral
exploration or development programs;
(9) Make
loans, other than by entering into repurchase agreements and through the
purchase of municipal obligations or temporary investments in accordance with
its investment objectives, policies and limitations;
(10) Make
short sales of securities or purchase any securities on margin, except for such
short-term credits as are necessary for the clearance of
transactions;
(11) Write
or purchase puts, calls, straddles, spreads or other combinations thereof,
except to the extent that securities subject to a demand obligation or to a
remarketing agreement may be purchased as set forth in the Prospectus or this
Statement of Additional Information;
(12) Invest
more than 5% of its total assets in securities of unseasoned issuers which,
together with their predecessors, have been in operation for less than three
years excluding (i) obligations of, or guaranteed by, the United States
government, its agencies, instrumentalities and authorities and (ii) obligations
secured by the pledge of the faith, credit and taxing power of any entity
authorized to issue municipal obligations;
(13) Invest
more than 5% of its total assets in securities which the Fund is restricted from
selling to the public without registration under the 1933 Act;
(14) Purchase
securities of any issuer if such purchase at the time thereof would cause more
than 10% of the voting securities of any such issuer to be held by the
Fund;
(15) Purchase
securities of other investment companies, except in connection with a merger,
consolidation, reorganization or acquisition of assets;
(16) Purchase
securities (other than securities of the United States government, its agencies,
instrumentalities and authorities) if, as a result, more than 25% of the Fund’s
total assets would be invested in any one industry;
(17) Purchase
or retain the securities of any issuer other than the securities issued by the
Fund itself if, to the Fund’s knowledge, those officers and trustees of the
Fund, or those officers and directors of Thornburg, who individually own
beneficially more than 1/2 of 1% of the outstanding securities of such issuer,
together own beneficially more than 5% of such outstanding securities;
or
(18) Purchase
the securities of any issuer if as a result more than 10% of the value of the
Fund’s net assets would be invested in restricted securities, unmarketable
securities and other illiquid securities (including repurchase agreements of
more than seven days maturity and other securities which are not readily
marketable).
For the
purposes of applying the limitations set forth in paragraphs (2) and (12) above,
an issuer shall be deemed a separate issuer when its assets and revenues are
separate from other governmental entities and its securities are backed only by
its assets and revenues. Similarly, in the case of a nongovernmental user, such
as an industrial corporation or a privately owned or operated hospital, if the
security is backed only by the assets and revenues of the nongovernmental user,
then the nongovernmental user would be deemed to be the sole issuer. Where a
security is also guaranteed by the enforceable obligation of another entity it
shall also be included in the computation of securities owned that are issued by
such other entity. In addition, for purposes of paragraph (2) above, a
remarketing party entering into a remarketing agreement with a Fund as described
in the Prospectus or in this Statement of Additional Information shall not be
deemed an “issuer” of a security or a “guarantor” pursuant to the
agreement.
For the
purposes of applying the limitation set forth in paragraph (7) above, a Fund is
permitted to hold real estate if doing so is the result of the Fund’s efforts to
restructure a bond or other loan obligation that was secured by real
estate.
For the
purposes of applying the limitation set forth in paragraph (10) above, any
initial and variation margin payments that a Fund may be required to make in
connection with its permitted investment strategies do not constitute the
purchase of securities “on margin.”
For the
purposes of applying the limitation set forth in paragraph (16) above,
securities of the U.S. Government and its agencies and instrumentalities are not
considered to represent industries. These Funds currently view municipal
obligations backed by the credit of a governmental entity not to represent
industries for purposes of this limitation if the interest payable on those
obligations is exempt from the regular federal income tax. Municipal obligations
backed only by the assets or revenues of non-governmental users are currently
viewed by these Funds to be issued by nongovernmental users for the purposes of
the limitation, so that the limitation would apply to those obligations. These
Funds do not interpret this limitation to prevent the investment of more than
25% of a Fund’s total assets in any one economic sector such as housing finance,
public housing, utilities, hospital and healthcare facilities or industrial
development, or in any one state. The views and interpretations by these Funds
stated in this paragraph may change due to changes in the law or interpretations
of the law, including laws pertaining to municipal obligations and the
taxability of interest paid on those obligations, and due to other
factors.
With respect
to temporary investments, in addition to the foregoing limitations a Fund will
not enter into a repurchase agreement if, as a result thereof, more than 5% of
its net assets would be subject to repurchase agreements.
Although
each Fund has the right to pledge, mortgage or hypothecate its assets, each Fund
will not, as a matter of operating policy (which policy may be changed by its
Trustees without shareholder approval), pledge, mortgage or hypothecate its
portfolio securities to the extent that at any time the percentage of pledged
securities will exceed 10% of its total assets.
In the event
a Fund acquires disposable assets as a result of the exercise of a security
interest relating to municipal obligations, it will dispose of such assets as
promptly as possible.
Strategic Municipal Income Fund
Thornburg
Investment Trust has adopted the following fundamental investment policies
applicable to Strategic Municipal Income Fund which may not be changed unless
approved by a majority of the Fund’s outstanding voting securities. Strategic
Municipal Income Fund may not:
(1) Invest
in securities other than municipal obligations (including participations
therein) and temporary investments within the percentage limitations stated in
the Prospectus;
(2)
Issue senior
securities, except as permitted under the 1940 Act;
(3)
Borrow money, except
as permitted under the 1940 Act;
(4) Underwrite
any issue of securities (except to the extent that the Fund may be deemed to be
an underwriter within the meaning of the 1933 Act in the disposition of
restricted securities);
(5) Purchase
or sell real estate unless acquired as a result or ownership of securities or
other instruments (but this shall not prevent the Fund from investing in
securities or other instruments backed by real estate or securities of companies
engaged in the real estate business, nor shall it prevent the Fund from holding
real estate as a result of the Fund’s efforts to restructure a bond or other
loan obligation that was secured by real estate);
(6) Purchase
or sell physical commodities unless acquired as a result of ownership of
securities or other instruments (but this shall not prevent the Fund from
purchasing or selling options, futures contracts, or from investing in
securities or other instruments backed by physical commodities);
(7) Lend
any security or make any other loan if, as a result, more than 33 1/3% of its
total assets would be lent to other parties, but this limitation does not apply
to lending of portfolio securities, purchases of debt obligations or other
instruments, or to repurchase agreements;
(8) With
respect to 75% of the Fund’s total assets, purchase the securities of any issuer
(other than securities issued or guaranteed by the U.S. government or any of its
agencies or instrumentalities) if, as a result, (a) more than 5% of the Fund’s
total assets would be invested in the securities of that issuer, or (b) the Fund
would hold more than 10% of the outstanding voting securities of that issuer;
or
(9)
Invest more than 25%
of its total assets in any one industry.
For purposes
of the restriction stated in number 1, above, “municipal obligations” are also
deemed to include investments in investment companies (such as exchange traded
funds and closed end funds) which invest substantially all of their assets in
municipal obligations, and other direct and indirect investments in municipal
obligations which produce income that the Fund is permitted under the Internal
Revenue Code to treat as excludable from gross income for purposes of
determining its exempt interest dividends under the Code. Also for purposes of
the restriction stated in number 1, above, the Fund’s temporary investments may
include investments of a portion or all of the Fund’s daily cash balances in
Thornburg Capital
Management Fund or in any other investment company within the same “group
of investment companies” (as defined in Section 12(d)(1)(G) of the 1940 Act);
provided that any such investments will comply with Section 12(d)(1)(G) of the
1940 Act and rules thereunder
In
connection with restriction number 3, above, the 1940 Act currently permits an
investment company to borrow money if the borrowings do not exceed one-third of
the company’s total assets after subtracting liabilities other than the
borrowings.
For purposes
of applying the limitation described in item 9 above, securities of the U.S.
Government and its agencies and instrumentalities are not considered to
represent industries. The Fund currently views municipal obligations backed by
the credit of a governmental entity not to represent industries for purposes of
this limitation if the interest payable on those obligations is exempt from the
regular federal income tax. Municipal obligations backed only by the assets or
revenues of non-governmental users are currently viewed by the Fund to be issued
by non-governmental users for the purposes of the limitation, so that the
limitation would apply to those obligations. The Fund does not interpret this
limitation to prevent the investment of more than 25% of the Fund’s total assets
in any one economic sector such as housing finance, public housing, utilities,
hospital and healthcare facilities or industrial development, or in any one
state. The views and interpretations by the Fund stated in this paragraph may
change due to changes in the law or interpretations of the law, including laws
pertaining to municipal obligations and the taxability of interest paid on those
obligations, and due to other factors.
The
following investment limitations are not fundamental and may be changed without
shareholder approval:
(i) The
Fund does not currently intend to sell securities short, unless it owns or has
the right to obtain securities equivalent in kind and amount to the securities
sold short, and provided that transactions in futures contracts and options are
not deemed to constitute selling securities short.
(ii) The
Fund does not currently intend to purchase securities on margin, except that the
Fund may obtain such short-term credits as are necessary for the clearance of
transactions, and provided that any initial and variation margin payments that
the Fund may be required to make in connection with its permitted investment
strategies do not constitute the purchase of securities “on margin” for purposes
of this limitation.
(iii) The
Fund may borrow money only (a) from a bank or (b) by engaging in reverse
repurchase agreements with any party. The Fund will not purchase any security
while borrowings representing more than 5% of its total assets are
outstanding.
(iv) The
Fund does not currently intend to purchase any security if, as a result, more
than 15% of its net assets would be invested in securities that are considered
by Thornburg to be illiquid because they are subject to legal or contractual
restrictions on resale or because they cannot be sold or disposed of in the
ordinary course of business at approximately the prices at which they are
valued.
CALCULATION OF PERFORMANCE INFORMATION
Each Fund
will from time to time display performance information, including yield,
dividend returns, total return, and average annual total return, in advertising,
sales literature, and reports to shareholders. Yield is computed by dividing the
Fund’s net interest and dividend income for a given 30 days or one month period
by the maximum share offering price at the end of the period. The result is
“annualized” to arrive at an annual percentage rate. In addition, the Fund may
use the same method for 90 day or quarterly periods. Total return is the change
in share value over time, assuming reinvestment of any dividends and capital
gains. “Cumulative total return” describes total return over a stated period,
while “average annual total return” is a hypothetical rate of return which, if
achieved annually, would have produced the same cumulative total return if
performance had been constant for the period shown. Average annual return tends
to reduce variations in return over the period, and investors should recognize
that the average figures are not the same as actual annual returns. A Fund may
display return information for differing periods without annualizing the results
and without taking sales charges into effect.
All
performance figures are calculated separately for each class of shares of a
Fund. The figures are historical, and do not predict future returns. Actual
performance will depend upon the specific investments held by a Fund, and upon
the Fund’s expenses for the period.
Yield
quotations include a standardized calculation which computes yield for a 30-day
or one month period by dividing net investment income per share during the
period by the maximum offering price on the last day of the period. The
standardized calculation will include the effect of semiannual compounding and
will reflect amortization of premiums for those bonds which have a market value
in excess of par. New schedules based on market value will be computed each
month for amortizing premiums. With respect to mortgage-backed securities or
other receivables-backed obligations, the Fund will amortize the discount or
premium on the outstanding principal balance, based upon the cost of the
security, over the remaining term of the security. Gains or losses attributable
to actual monthly paydowns on mortgage-backed obligations will be reflected as
increases or decreases to interest income during the period when such gains or
losses are realized. Provided that any such quotation is also accompanied by the
standardized calculation referred to above, a Fund may also quote
non-standardized performance data for a specified period by dividing the net
investment income per share for that period by either the Fund’s average public
offering price per share for that same period or the offering price per share on
the first or last day of the period, and multiplying the result by 365 divided
by the number of days in the specified period. For purposes of this
non-standardized calculation, net investment income will include accrued
interest income plus or minus any amortized purchase discount or premium less
all accrued expenses. The primary differences between the results obtained using
the standardized performance measure and any non-standardized performance
measure will be caused by the following factors: (1) The non-standardized
calculation may cover periods other than the 30-day or one month period required
by the standardized calculation; (2) The non-standardized calculation may
reflect amortization of premium based upon historical cost rather than market
value; (3) The non-standardized calculation may reflect the average offering
price per share for the period or the beginning offering price per share for the
period, whereas the standardized calculation always will reflect the maximum
offering price per share on the last day of the period; (4) The non-standardized
calculation may reflect an offering price per share other than the maximum
offering price, provided that any time the Fund’s return is quoted in reports,
sales literature or advertisements using a public offering price which is less
than the Fund’s maximum public offering price, the return computed by using the
Fund’s maximum public offering price also will be quoted in the same piece; (5)
The non-standardized return quotation may include the effective return obtained
by compounding the monthly dividends.
For the
Funds’ investments denominated in foreign currencies, income and expenses are
calculated first in their respective currencies, and are then converted to U.S.
dollars, either when they are actually converted or at the end of the 30-day or
one month period, whichever is earlier. Capital gains and losses generally are
excluded from the calculation as are gains and losses from currency exchange
rate fluctuations.
Income
calculated for the purposes of calculating the Funds’ yields differs from income
as determined for other accounting purposes. Because of the different accounting
methods used, and because of the compounding of income assumed in yield
calculations, a Fund’s yield may not equal its distribution rate, the income
paid to a shareholder’s account, or the income reported in the Fund’s financial
statements.
Yield
information may be useful in reviewing a Fund’s performance and in providing a
basis for comparison with other investment alternatives. However, each Fund’s
yield fluctuates, unlike investments that pay a fixed interest rate over a
stated period of time. When comparing investment alternatives, investors should
also note the quality and maturity of the portfolio securities of respective
investment companies they have chosen to consider.
Total
returns quoted in advertising reflect all aspects of a Fund’s return, including
the effect of reinvesting dividends and capital gain distributions, and any
change in the Fund’s net asset value (“NAV”) over a stated period. Average
annual total returns are calculated by determining the growth or decline in
value of a hypothetical historical investment in a Fund over a stated period,
and then calculating the annually compounded percentage rate that would have
produced the same result if the rate of growth or decline in value had been
constant over the period. For example, a cumulative total return of 100% over
ten years would produce an average annual return of 7.18%, which is the steady
annual rate of return that would equal 100% growth on a compounded basis in ten
years. While average annual returns are a convenient means of comparing
investment alternatives, investors should realize that a Fund’s performance is
not constant over time, but changes from year to year, and the average annual
returns represent averaged figures as opposed to the actual year-to-year
performance of the Fund. In addition to average annual total returns, a Fund may
quote unaveraged or cumulative total returns reflecting the simple change in
value an investment over a stated period. Average annual and cumulative total
returns may be quoted as a percentage or as a dollar amount, and may be
calculated for a single investment, a series of investments, or a series of
redemptions, over any time period. Total returns may be broken down into their
components of income and capital (including capital gains and changes to share
price) in order to illustrate the relationship of these factors and their
contributions to total return. Total returns may be quoted on a before-tax or
after-tax basis and may be quoted with or without taking a Fund’s maximum sales
charge into account. Excluding a Fund’s sales charge from a total return
calculation produces a higher total return figure. Total returns, yields, and
other performance information may be quoted numerically or in a table, graph, or
similar illustration.
A Municipal
Fund, Limited Term U.S. Government Fund, Ultra Short Income Fund, Limited Term
Income Fund or Strategic Income Fund also may illustrate performance or the
characteristics of its investment portfolio through graphs, tabular data or
other displays which describe (i) the average portfolio maturity or average
duration of the Fund’s portfolio securities relative to the maturities or
durations of other investments, (ii) the relationship of yield and maturity of
the Fund to the yield and maturity of other investments (either as a comparison
or through use of standard bench marks or indices such as the Treasury yield
curve), (iii) changes in the Fund’s share price or net asset value in some cases
relative to changes in the value of other investments, and (iv) the relationship
over time of changes in the Fund’s (or other investments’) net asset value or
price and the Fund’s (or other investments’) investment return.
Charts and
graphs using the Fund’s net asset values, adjusted net asset values, and
benchmark indices may be used to exhibit performance. An adjusted NAV includes
any distributions paid by the Fund and reflects all elements of its return.
Unless otherwise indicated, the Fund’s adjusted NAVs are not adjusted for sales
charges, if any.
The Funds
may illustrate performance using moving averages. A long-term moving average is
the average of each week’s adjusted closing NAV or total return for a specified
period. A short-term moving average NAV is the average of each day’s adjusted
closing NAV for a specified period. Moving average activity indicators combine
adjusted closing NAVs from the last business day of each week with moving
averages for a specified period the produce indicators showing when an NAV has
crossed, stayed above, or stayed below its moving average.
Each Fund’s
performance may be compared to the performance of other mutual funds in general,
or to the performance of particular types of mutual funds. These comparisons may
be expressed as mutual fund ranking prepared by Lipper Analytical Services, Inc.
(“Lipper”), an independent service that monitors the performance of mutual
funds. Lipper generally ranks funds on the basis of total return, assuming
reinvestment of distributions, but does not take sales charges or redemption
fees into consideration, and is prepared without regard to tax consequences. In
addition to the mutual fund rankings the Fund’s performance may be compared to
stock, bond, and money market mutual fund performance indices prepared by Lipper
or other organizations. When comparing these indices, it is important to
remember the risk and return characteristics of each type of investment. For
example, while stock mutual funds may offer higher potential returns, they also
carry the highest degree of share price volatility. Likewise, money market funds
may offer greater stability of principal, but generally do not offer the higher
potential returns from stock mutual funds. From time to time, the Fund’s
performance may also be compared to other mutual funds tracked by financial or
business publications and periodicals. For example, the Fund may quote
Morningstar, Inc. in its advertising materials. Morningstar, Inc. is a mutual
fund rating service that rates mutual funds on the basis of risk-adjusted
performance. Rankings that compare the performance of Thornburg Funds to one
another in appropriate categories over specific periods of time may also be
quoted in advertising. Performance rankings and ratings reported periodically in
financial publications also may be used. These performance analyses ordinarily
do not take sales charges into consideration and are prepared without regard to
tax consequences.
Each Fund
may be compared in advertising to Certificates of Deposit (“CDs”) or other
investments issued by banks or other depository institutions. Mutual funds
differ from bank investments in several respects. For example, while a Fund may
offer greater liquidity or higher potential returns than CDs, a Fund does not
guarantee a shareholder’s principal or return, and Fund shares are not FDIC
insured.
Thornburg
may provide information designed to help individuals understand their investment
goals and explore various financial strategies. Such information may include
information about current economic and political conditions; materials that
describe general principles of investing, such as asset allocation,
diversification, risk tolerance, and goal setting; questionnaires designed to
help create a personal financial profile; worksheets used to project savings
needs bases on assumed rates of inflation and hypothetical rates of return; and
action plans offering investment alternatives. Materials may also include
discussions of other Thornburg mutual funds.
Ibbotson
Associates, a wholly owned subsidiary of Morningstar, Inc. (“Ibbotson”),
provides historical returns of the capital markets in the United States,
including common stocks, small capitalization stocks, long-term corporate bonds,
intermediate-term government bonds, long-term government bonds, Treasury bills,
the U.S. rate of inflation (based on the CPI), and combinations of various
capital markets. The performance of these capital markets is based on the
returns of differed indices.
The Funds
may use the performance of these capital markets in order to demonstrate general
risk-versus-reward investment scenarios. Performance comparisons may also
include the value of a hypothetical investment in any of these capital markets.
The risks associated with the security types in the capital market may or may
not correspond directly to those of a Fund. A Fund may also compare performance
to that of other compilations or indices that may be developed and made
available in the future, and advertising, sales literature and shareholder
reports also may discuss aspects of periodic investment plans, dollar cost
averaging and other techniques for investing to pay for education, retirement
and other goals. In addition, a Fund may quote or reprint financial or business
publications and periodicals, including model portfolios or allocations, as they
relate to current economic and political conditions, fund management, portfolio
composition, investment philosophy, investment techniques and the desirability
of owning a particular mutual fund. A Fund may present its fund number and CUSIP
number, and discuss or quote its current portfolio manager.
The Funds
may quote various measures of volatility and benchmark correlation in
advertising. In addition, the Funds may compare these measures to those of other
funds. Measures of volatility seek to compare a Fund’s historical share price
fluctuations or total returns to those of a benchmark. Measures of benchmark
correlation indicate how valid a comparative benchmark may be. All measures of
volatility and correlation are calculated using averages of historical data. In
advertising, a Fund may also discuss or illustrate examples of interest rate
sensitivity.
Momentum
indicators show a Fund’s price movements over specific periods of time. Each
point on the momentum indicator represents the Fund’s percentage change in price
movements over that period. A Fund may advertise examples of the effects of
periodic investment plans, including the principle of dollar cost averaging. In
such a program, an investor invests a fixed dollar amount in a fund at periodic
intervals, thereby purchasing fewer shares when prices are high and more shares
when prices are low. While such a strategy does not assure a profit or guard
against loss in a declining market, the investor’s average cost per share can be
lower than if fixed numbers of shares are purchased at the same intervals. In
evaluating such a plan, investors should consider their ability to continue
purchasing shares during periods of low price levels. The Funds may be available
for purchase through retirement plans or other programs offering deferral of, or
exemption from, income taxes, which may produce superior after-tax returns over
time. For example, a $1,000 investment earning a taxable return of 10% annually
would have an after-tax value of $1,949 after ten years, assuming tax was
deducted from the return each year at a 31% rate. An equivalent tax-deferred
investment would have an after-tax value of $2,100 after ten years, assuming tax
was deducted at a 31% rate from the tax-deferred earnings at the end of the
ten-year period.
Market Indices Information
The
benchmark indices described in the Prospectus are products of third party index
providers. Data respecting those benchmark indices are the property of those
third party providers and have been licensed for use by the Funds. The Funds
accept no liability for any errors or omissions relating to the benchmark index
data, and the third party providers accept no liability for the use of those
data by the Funds. The following additional disclaimers relate to certain of the
benchmark indices.
ICE
BofA
Source ICE
Data Indices, LLC (“ICE DATA”), is used with permission. ICE DATA, ITS
AFFILIATES AND THEIR RESPECTIVE THIRD PARTY SUPPLIERS DISCLAIM ANY AND ALL
WARRANTIES AND REPRESENTATIONS, EXPRESS AND/OR IMPLIED, INCLUDING ANY WARRANTIES
OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE, INCLUDING THE
INDICES, INDEX DATAANDANYDATAINCLUDED IN, RELATED TO, OR DERIVED THEREFROM.
NEITHER ICE DATA, ITS AFFILIATES NOR THEIR RESPECTIVE THIRD PARTY PROVIDERS
SHALL BE SUBJECT TO ANY DAMAGES OR LIABILITY WITH RESPECT TO THE ADEQUACY,
ACCURACY, TIMELINESS OR COMPLETENESS OF THE INDICES OR THE INDEX DATA OR ANY
COMPONENT THEREOF, AND THE INDICES AND INDEX DATA AND ALL COMPONENTS THEREOF ARE
PROVIDED ON AN “AS IS” BASIS AND YOUR USE IS AT YOUR OWN RISK. ICE DATA, ITS
AFFILIATES AND THEIR RESPECTIVE THIRD PARTY SUPPLIERS DO NOT SPONSOR, ENDORSE,
OR RECOMMEND THORNBURG INVESTMENT TRUST OR ANY OF ITS PRODUCTS OR
SERVICES.
MSCI
Source:
MSCI. The MSCI information may only be used for your internal use, may not be
reproduced or redisseminated in any form and may not be used as a basis for or a
component of any financial instruments or products or indices. None of the MSCI
information is intended to constitute investment advice or a recommendation to
make (or refrain from making) any kind of investment decision and may not be
relied on as such. Historical data and analysis should not be taken as an
indication or guarantee of any future performance analysis, forecast or
prediction. The MSCI information is provided on an “as is” basis and the user of
this information assumes the entire risk of any use made of this information.
MSCI, each of its affiliates and each other person involved in or related to
compiling, computing or creating any MSCI information (collectively, the “MSCI
Parties”) expressly disclaims all warranties (including, without limitation, any
warranties of originality, accuracy, completeness, timeliness, non-infringement,
merchantability and fitness for a particular purpose) with respect to this
information. Without limiting any of the foregoing, in no event shall any MSCI
Party have any liability for any direct, indirect, special, incidental,
punitive, consequential (including, without limitation, lost profits) or any
other damages. (www.msci.com)
ADDITIONAL MATTERS RESPECTING TAXES
The
following discussion summarizes certain federal tax considerations generally
affecting the Funds and shareholders. Certain state tax consequences associated
with investments in the Municipal Funds are also summarized below. This
discussion does not provide a detailed explanation of all tax consequences, and
shareholders are advised to consult their own tax advisors with respect to the
particular federal, state, local and foreign tax consequences to them of an
investment in the Funds. In particular, this discussion addresses aspects of
investment by persons who are not individuals only in a very limited
manner.
This
discussion is based on the Internal Revenue Code of 1986, as amended (the
“Code”), Treasury Regulations issued thereunder, the laws of certain specified
states (respecting the Municipal Funds) and judicial and administrative
authorities as in effect on the date of this Statement of Additional
Information, all of which are subject to changes, which changes may be
retroactive.
Elections by the Funds – Subchapter M
Each Fund
has elected and intends to qualify for treatment as a regulated investment
company under Subchapter M of the Code. In each taxable year when a Fund
qualifies for treatment as a regulated investment company, it will not be
subject to federal income tax on net investment income and net capital gains
which are timely distributed to its shareholders.
If in any
year a Fund fails to qualify for the treatment afforded by Subchapter M of the
Code, the Fund would be taxed as a corporation on its income. Distributions to
the shareholders would be treated as ordinary income to the extent of the Fund’s
earnings and profits, and would be treated as nontaxable returns of capital to
the extent of the shareholders’ respective bases in their shares. Further
distributions would be treated as amounts received on a sale or exchange or
property. In any year a Fund qualifies as a regulated investment company but
fails to distribute all of its net investment income and net capital gains, the
Fund is subject to taxes on the undistributed portion of its net income and
capital gains. Although each Fund intends to distribute all of its net income
currently and any capital gains annually, it could have undistributed net income
if, for example, expenses of the Fund were reduced or disallowed on
audit.
Backup Withholding
Each
shareholder will be notified annually by their Fund as to the amount and
characterization of distributions paid to or reinvested by the shareholder for
the preceding taxable year. The Fund may be required to withhold federal income
tax from distributions otherwise payable to a shareholder if (i) the shareholder
has failed to furnish the Fund with his taxpayer identification number, (ii) the
Fund is notified that the shareholder’s number is incorrect, (iii) the Internal
Revenue Service notifies the Fund that the shareholder has failed properly to
report certain income, or (iv) when required to do so, the shareholder fails to
certify under penalty of perjury that he is not subject to this withholding. The
backup withholding tax rate on distributions is currently 28%.
Certain
shareholders specified in the Code are exempt from the backup withholding noted
in the preceding paragraph. A Fund may be required to obtain certain information
from a shareholder to identify that shareholder’s status as a person exempt from
backup withholding. Persons exempt from the backup withholding noted in the
preceding paragraph may under certain circumstances still be subject to other
types of federal income tax withholding. Shareholders should consult their tax
advisors for more information.
Distributions by Investment Companies - In
General
Distributions
of investment company taxable income (including net short-term capital gains)
are taxable to shareholders as ordinary income. Certain exempt interest
dividends are exempt from federal and certain states’ income taxes, as described
below under “Municipal Funds - Income Dividends.” Distributions of investment
company taxable income may be eligible for the corporate dividends-received
deduction to the extent attributable to a Fund’s dividend income from U.S.
corporations, and if other applicable requirements are met. However, the
alternative minimum tax applicable to corporations may reduce the benefit of the
dividends-received deduction. Distributions of net capital gains (the excess of
net long-term capital gains over net short-term capital losses) designated by a
Fund as capital gain dividends are not eligible for the dividends-received
deduction and will generally be taxable to shareholders as long-term capital
gains, regardless of the length of time the Fund’s shares have been held by a
shareholder. Generally, dividends and distributions are taxable to shareholders,
whether received in cash or reinvested in shares of a Fund. Any distributions
that are not from a Fund’s investment company taxable income or net capital gain
may be characterized as a return of capital to shareholders or, in some cases,
as capital gain. Shareholders will be notified annually as to the federal tax
status of dividends and distributions they receive and any tax withheld
thereon.
A person seeking to invest in
shares of a Fund through a taxable account should consider a Fund’s unrealized
gains and losses, and any capital loss carryforwards, which are disclosed in the
annual and semiannual reports to shareholders issued by the Fund. Embedded,
unrealized gains, if realized by the Fund upon a sale or other disposition of
the investments to which the gains relate, and not offset by realized losses,
result in capital gains distributions to all shareholders, including persons who
just purchased Fund shares, which may be subject to income tax. Unrealized
losses, if realized by the Fund through sales of investments, and capital loss
carryforwards from previously realized losses, may offset gains realized by the
Fund on sales of appreciated investments, so offsetting the capital gains
distributions that otherwise would be made to shareholders.
Pursuant to
the American Taxpayer Relief Act of 2012, the maximum federal tax rate for
individual taxpayers on long-term capital gains from sales of securities and on
certain qualifying dividends on corporate stock issued by domestic corporations
and certain “qualified foreign corporations” is 20%. Qualified foreign
corporations are corporations incorporated in a U.S. possession, corporations
whose stock is readily tradable on an established securities market in the U.S.
and corporations eligible for the benefits of a comprehensive income tax treaty
with the United States and which satisfy certain other requirements. Foreign
personal holding companies, foreign investment companies and passive foreign
investment companies are not treated as qualified foreign corporations. These
rates do not apply to corporate taxpayers. Each Fund will separately designate
distributions of any qualifying long-term capital gains or qualifying dividends
earned by the Fund. A shareholder must also satisfy a 60-day holding period
requirement with respect to any distributions of qualifying dividends in order
to obtain the benefit of the lower tax rates imposed on those distributions.
Distributions attributable to a Fund’s income from bonds and other debt
obligations, dividends from most foreign companies, and distributions by real
estate investment trusts or regulated investment companies will not generally
qualify for the lower rates. Some hedging activities may cause a dividend that
would otherwise be subject to the lower tax rate applicable to a qualifying
dividend to be taxed at the rate of tax applicable to ordinary
income.
A Fund’s
investments in certain derivatives, foreign currency transactions, options,
futures contracts, hedging transactions, forward contracts, investments in
passive foreign investment companies, and certain other transactions will be
subject to special tax rules, the effect of which may be to accelerate income to
the Fund, defer Fund losses, convert capital gain into taxable ordinary income
or convert short-term capital losses into long-term capital losses. Engaging in
swap transactions also may result in distributions of taxable income or gain to
shareholders, and also may cause a Fund to currently recognize income with
respect to payments to be received in the future. Certain Fund transactions,
including investments in derivative instruments, transactions in foreign
currencies or foreign currency-denominated instruments, and hedging activities
may produce differences between the Fund’s book and taxable income, and
distributions by the Fund may consequently be treated in some instances as
returns of capital.
A Fund’s
distributions of realized capital gains may be reduced if the Fund has capital
loss carryforwards available. A Fund’s net capital losses are not deductible
against the Fund’s net investment income.
Distributions
by a Fund result in a reduction in the net asset value of the Fund’s shares.
Should distributions reduce the net asset value below a shareholder’s cost
basis, the distribution would nevertheless be taxable to the shareholder as
ordinary income or capital gain as described above, even though, from an
investment standpoint, it may constitute a partial return of capital. In
particular, investors should consider the tax implications of buying shares just
prior to a distribution. The price of shares purchased at that time includes the
amount of the forthcoming distribution. Persons purchasing just prior to a
distribution will then receive a partial return of capital upon the
distribution, which will nevertheless be taxable to them.
A 3.8%
Medicare contribution tax is imposed on the “net investment income” of
individuals, estates, and trusts whose income exceeds certain threshold amounts.
Net investment income generally includes for this purpose distributions of
income dividends and capital gains paid by the Funds and otherwise includible in
adjusted gross income, and capital gains recognized on the sale, redemption or
exchange of Fund shares. Shareholders are advised to consult their tax advisors
regarding the possible implications of this additional tax on their investment
in a Fund.
Municipal Funds-Income Dividends
The
Municipal Funds each intend to satisfy conditions (including requirements as to
the proportion of its assets invested in municipal obligations) which will
enable each Fund to designate distributions from the interest income generated
by its investments in municipal obligations, which are exempt from federal
income tax when received by the Fund, as Exempt Interest Dividends. Shareholders
receiving Exempt Interest Dividends will not be subject to federal income tax on
the amount of those dividends, except to the extent the alternative minimum tax
may apply. Although the interest received from municipal securities generally is
exempt from federal income tax, a Municipal Fund may invest a portion of its
total assets in municipal securities subject to the federal alternative minimum
tax. Accordingly, investment in a Municipal Fund could cause noncorporate
shareholders to be subject to (or result in an increased liability under) the
federal alternative minimum tax. If this is the case, the Municipal Fund’s net
after-tax return to you may be lower. A Municipal Fund would be unable to
designate Exempt Interest Dividends if, at the close of any quarter of its
taxable year, more than 50% of the value of the Fund’s total assets consists of
assets other than municipal obligations. Additionally, if in any year the Fund
qualified as a regulated investment company but failed to distribute all of its
net income, the Fund would be taxable on the undistributed portion of its net
income. Although each Fund intends to distribute all of its net income
currently, it could have undistributed net income if, for example, expenses of
the Fund were reduced or disallowed on audit.
Distributions
by each Municipal Fund of net interest income received from certain temporary
investments (such as certificates of deposit, commercial paper and obligations
of the United States government, its agencies, instrumentalities and
authorities), net short-term capital gains realized by the Fund, if any, and
realized amounts attributable to market discount on bonds, will be taxable to
shareholders for federal income tax purposes as ordinary income whether received
in cash or additional shares. Distributions of any net long-term capital gains
by a Municipal Fund will be taxable for federal income tax purposes as long-term
capital gains, except that gains attributable to market discount on portfolio
investments are characterized as ordinary income. Distributions to shareholders
will not qualify for the dividends received deduction for
corporations.
The
exemption from federal income tax for distributions of interest income from
municipal obligations which are designated Exempt Interest Dividends will not
necessarily result in exemption under the income or other tax laws of any state
or local taxing authority.
The
exemption from the State of California personal income taxes for distributions
of interest income in the Limited Term California Fund applies only to
shareholders who are residents of the State of California, and only to the
extent such income qualifies as “exempt-interest dividends” under Section 17145
of the California Revenue and Taxation Code and is not derived from interest on
obligations from any state other than from California or its political
subdivisions.
Distributions
by Intermediate New Mexico Fund attributable to interest on obligations of the
State of New Mexico and its political subdivisions and their agencies (and
interest on obligations of certain United States territories and possessions)
will not be subject to individual income taxes imposed by the State of New
Mexico. Capital gains distributions will be subject to the New Mexico personal
income tax.
Distributions
by Intermediate New York Fund attributable to interest on obligations of the
State of New York, its agencies and political subdivisions (and interest on
obligations of certain United States territories and possessions) is excluded in
determining the New York adjusted gross income of individuals residing in New
York. These distributions are similarly excludable by individuals residing in
New York City for purposes of computing the New York City income tax.
Distributions
may be subject to different treatment under the laws of the different states and
local taxing authorities. Shareholders should consult their own tax advisors in
this regard.
The
foregoing is a general and abbreviated summary of selected provisions of the
Code and Treasury Regulations presently in effect as they directly govern the
taxation of distributions of income dividends by the Municipal Funds, and this
summary primarily addresses tax consequences to individual shareholders. For
complete provisions, reference should be made to the pertinent Code sections and
Treasury Regulations. The Code and Treasury Regulations are subject to change by
legislative or administrative action, and any such change may be retroactive
with respect to Fund transactions. Shareholders are advised to consult their own
tax advisors for more detailed information concerning the federal taxation of
the Funds and the income tax consequences to their shareholders.
The Funds’
counsel, April, Dolan Hickey & Koehler, P.C., has not made and normally will
not make any review of the proceedings relating to the issuance of the municipal
obligations or the basis for any opinions issued in connection therewith. In the
case of certain municipal obligations, federal tax exemption is dependent upon
the issuer (and other users) complying with certain ongoing requirements. There
can be no assurance that the issuer (and other users) will comply with these
requirements, in which event the interest on such municipal obligations could be
determined to be taxable, in most cases retroactively from the date of
issuance.
Foreign Currency Transactions
Under the
Code, gains or losses attributable to fluctuations in foreign currency exchange
rates which occur between the time a Fund accrues income or other receivable or
accrues expenses or other liabilities denominated in a foreign currency and the
time a Fund actually collects such receivable or pays such liabilities generally
are treated as ordinary income or ordinary loss. Similarly, on disposition of
debt obligations denominated in a foreign currency and on disposition of certain
financial contracts and options, gains or losses attributable to fluctuations in
the value of foreign currency between the date of acquisition of the security or
contract and the date of disposition also are treated as ordinary gain or loss.
These gains and losses, referred to under the Code as “Section 988” gains and
losses, may increase or decrease the amount of a Fund’s net investment income to
be distributed to its shareholders as ordinary income.
Foreign Withholding Taxes
Income
received by a Fund from sources within foreign countries may be subject to
withholding and other income or similar taxes imposed by such countries. If more
than 50% of the value of a Fund’s total assets at the close of its taxable year
consists of securities of foreign corporations, that Fund will be eligible and
may elect to “pass through” to the Fund’s shareholders the amount of foreign
income and similar taxes paid by that Fund. Pursuant to this election, a
shareholder will be required to include in gross income (in addition to taxable
dividends actually received) his pro rata share of the foreign taxes paid by a
Fund, and will be entitled either to deduct (as an itemized deduction) his pro
rata share of foreign income and similar taxes in computing his taxable income
or to use it as a foreign tax credit against his U.S. federal income tax
liability, subject to limitations. No deduction for foreign taxes may be claimed
by a shareholder who does not itemize deductions, but such a shareholder may be
eligible to claim the foreign tax credit (see below). Each shareholder will be
notified within 60 days after the close of the relevant Fund’s taxable year
whether the foreign taxes paid by the Fund will “pass through” for that year.
Furthermore, the amount of the foreign tax credit that is available may be
limited to the extent that dividends from a foreign corporation qualify for the
lower tax rate on “qualifying dividends.”
Generally, a
credit for foreign taxes is subject to the limitations that it may not exceed
the shareholder’s U.S. tax attributable to his foreign source taxable income.
For this purpose, if the pass-through election is made, the source of a Fund’s
income flows through to its shareholders. With respect to a Fund, gains from the
sale of securities will be treated as derived from U.S. sources and certain
currency fluctuations gains, including fluctuation gains from foreign currency
denominated debt obligations, receivables and payables, will be treated as
ordinary income derived from U.S. sources. The limitation on the foreign tax
credit is applied separately to foreign source passive income (as defined for
purposes of the foreign tax credit), including the foreign source passive income
passed through by a Fund. Shareholders may be unable to claim a credit for the
full amount of their proportionate share of the foreign taxes paid by a Fund.
The foreign tax credit limitation rules do not apply to certain electing
individual taxpayers who have limited creditable foreign taxes and no foreign
source income other than passive investment-type income. The foreign tax credit
is eliminated with respect to foreign taxes withheld on dividends if the
dividend-paying shares or the shares of the Fund are not held by the Fund or the
shareholders, as the case may be, for periods specified in the Code. If a Fund
is not eligible to make the election to “pass through” to its shareholders its
foreign taxes, the foreign income taxes it pays generally will reduce investment
company taxable income and the distributions by a Fund will be treated as United
States source income.
Short Sales
If a Fund
engages in short selling of securities, the gain or loss on the short sale is
generally recognized when the Fund closes the short sale by delivering the
borrowed securities to the lender, rather than when the borrowed securities are
sold. Short sales may increase the net short-term capital gains realized by a
Fund, which would be taxable as ordinary income when distributed to the Fund’s
shareholders.
Redemption or Other Disposition of Shares
Upon the
sale or exchange of his shares, a shareholder realizes a taxable gain or loss
depending upon his basis in the shares. The gain or loss will be treated as
capital gain or loss if the shares are capital assets in the shareholder’s
hands, which generally may be eligible for reduced federal tax rates, depending
on the shareholder’s holding period for the shares. Any loss realized on a sale
or exchange will be disallowed to the extent that the shares disposed of are
replaced (including replacement through the reinvestment of dividends and
capital gain distributions in a Fund) within a period of 61 days beginning 30
days before and ending 30 days after the disposition of the shares. In such a
case, the basis of the shares acquired will be adjusted to reflect the
disallowed loss. Any loss realized by a shareholder on the sale of a Fund’s
shares held by the shareholder for six months or less will be treated for
federal income tax purposes as a long-term capital loss to the extent of any
distributions of capital gains dividends received by the shareholder with
respect to such shares.
In some
cases, shareholders will not be permitted to take sales charges into account for
purposes of determining the amount of gain or loss realized on the disposition
of their shares. This prohibition generally applies where (1) the shareholder
incurs a sales charge in acquiring the shares of a regulated investment company,
(2) the shares are disposed of before the 91st day after the date on which they
were acquired, and (3) the shareholder subsequently acquires shares of the same
or another regulated investment company and the otherwise applicable sales
charge is reduced or eliminated under a “reinvestment right” received upon the
initial purchase of the shares. In that case, the gain or loss recognized will
be determined by excluding from the tax basis of the shares exchanged all or a
portion of the sales charge incurred in acquiring those shares. This exclusion
applies to the extent that the otherwise applicable sales charge with respect to
the newly acquired shares is reduced as a result of having incurred a sales
charge initially. Sales charges affected by this rule are treated as if they
were incurred with respect to the shares acquired under the reinvestment. This
provision may be applied to successive acquisitions of shares.
State and Local Taxes
The laws of
the several states and local taxing authorities vary with respect to the
taxation of distributions, and shareholders of each Fund are advised to consult
their own tax advisors in that regard. In particular, investors who are not
individuals are advised that the preceding discussion relates primarily to tax
consequences affecting individuals, and the tax consequences of an investment by
a person which is not an individual may be very different. Each Fund will advise
shareholders within 60 days of the end of each calendar year as to the
percentage of income derived from each state in which the Fund has any municipal
obligations in order to assist shareholders in the preparation of their state
and local tax returns.
Foreign Account Tax Compliance Act
The Foreign
Account Tax Compliance Act (“FATCA”) generally requires a Fund to obtain
information sufficient to identify the status of each of its shareholders under
FATCA, as described more fully below. If a shareholder fails to provide this
information or otherwise fails to comply with FATCA, a Fund may be required to
withhold under FATCA at a rate of 30% with respect to that shareholder,
depending on the type of payment and shareholder account, on certain payments
made from the Fund, including distributions characterized by the Fund as capital
gain dividends and the proceeds of the sale, redemption or exchange of Fund
shares. If a payment by a Fund is subject to FATCA withholding, the Fund or its
agent is required to withhold even if such payment would otherwise be exempt
from withholding.
Payments to
a Fund shareholder will generally not be subject to FATCA withholding, provided
the shareholder provides the Fund with such certifications, waivers or other
documentation or information as the Fund requires, including, to the extent
required, documentation or information respecting such shareholder’s direct and
indirect owners, to establish the shareholder’s FATCA status and otherwise to
comply with these rules. In order to avoid withholding, a shareholder that is a
“foreign financial institution” (“FFI”) must either (i) become a “participating
FFI” by entering into a valid U.S. tax compliance agreement with the IRS, (ii)
qualify for an exception from the requirement to enter into such an agreement,
for example by becoming a “deemed compliant FFI,” or (iii) be covered by an
applicable intergovernmental agreement between the United States and a non-U.S.
government to implement FATCA. In any of these cases, the investing FFI
generally will be required to provide a Fund with appropriate identifiers,
certifications or documentation concerning its status.
A Fund will
disclose the information that it receives from (or concerning) its shareholders
to the IRS, non-U.S. taxing authorities or other parties as necessary to comply
with FATCA, related intergovernmental agreements or other applicable law or
regulation.
Each
investor and prospective investor is urged to consult its tax adviser regarding
the applicability of FATCA and any other reporting requirements with respect to
the investor’s own situation.
DISTRIBUTIONS AND SHAREHOLDER ACCOUNTS
When an
investor or the investor’s financial intermediary makes an initial investment in
shares of a Fund, the Fund’s transfer agent will open an account on the books of
the Fund, and the investor or financial intermediary will receive a confirmation
of the opening of the account. Thereafter, whenever a transaction, other than
the reinvestment of interest income, takes place in the account - such as a
purchase of additional shares or redemption of shares or a withdrawal of shares
represented by certificates - the investor or the financial intermediary will
receive a confirmation statement giving complete details of the transaction.
Shareholders also will receive at least quarterly statements setting forth all
distributions of income and other transactions in the account during the period
and the balance of full and fractional shares. The final statement for the year
will provide information for income tax purposes.
Any
distributions of investment income, net of expenses, and the annual
distributions of net realized capital gains, if any, will be credited to the
accounts of shareholders in full and fractional shares of the Fund at net asset
value on the payment or distribution date, as the case may be. Upon written
notice to the Fund’s transfer agent, a shareholder may elect to receive periodic
distributions of net investment income in cash. Such an election will remain in
effect until changed by written notice to the transfer agent, which change may
be made at any time in the sole discretion of the shareholder.
INVESTMENT ADVISOR, INVESTMENT ADVISORY AGREEMENTS, AND
ADMINISTRATIVE SERVICES AGREEMENTS
Investment Advisory Agreement
Pursuant to
an Investment Advisory Agreement in respect of each Fund, Thornburg Investment
Management, Inc. (“Thornburg” or the “advisor”), 2300 North Ridgetop Road, Santa
Fe, New Mexico 87506, acts as investment advisor for, and will manage the
investment and reinvestment of the assets of, each of the Funds in accordance
with the Funds’ respective investment objectives and policies, subject to the
general supervision and control of the Trustees of Thornburg Investment
Trust.
Thornburg is
paid a fee by each Fund, in the percentage amounts set forth in the
Prospectus.
The fee paid
by each Fund is allocated among the different classes of shares offered by the
Fund based upon the average daily net assets of each class of shares. All fees
and expenses are accrued daily and deducted before payment of dividends. In
addition to the fees of Thornburg, each Fund will pay all other costs and
expenses of its operations. Each Fund also will bear the expenses of registering
and qualifying the Fund and its shares for distribution under federal and state
securities laws, including legal fees.
The Trust’s
Trustees (including a majority of the Trustees who are not “interested persons”
within the meaning of the 1940 Act) have approved the Investment Advisory
Agreement applicable to each of the Funds, and annually consider the renewal of
the agreement applicable to each of the Funds. In connection with their general
supervision of Thornburg, and as an important element of their annual
consideration of a renewal of the Investment Advisory Agreement applicable to
each Fund, the Trustees receive and consider reports from Thornburg throughout
the year. These reports address a wide variety of topics, including particularly
Thornburg’s services to each Fund and its selection of investments of pursuit of
each Fund’s investment objectives.
The Trustees
have considered the responsibilities of mutual fund trustees generally and the
Trustees’ understandings of shareholders’ expectations about the management of
the mutual funds in which they have invested. The Trustees have concluded, based
upon these discussions and a consideration of applicable law, that the principal
obligation of mutual fund trustees is to assess the nature and quality of an
investment advisor’s services, and to confirm that the advisor actively and
competently pursues the mutual fund’s objectives. The Trustees have further
concluded that while mutual fund trustees should determine that a fund’s fees
and costs are reasonable in relation to the services rendered and generally in
line with those charged by other investment advisors, putting an investment
advisory agreement “out to bid” as a matter of course would be inconsistent with
shareholder interests and contrary to shareholder expectations when they
invested in a fund, and that mutual fund trustees should not do so unless an
advisor materially failed to pursue a fund’s objectives in accordance with its
policies or for other equally important reasons. The Trustees also observed in
their deliberations that Thornburg Fund shareholders appear to invest with a
long-term perspective, and that in reviewing the Funds’ performance, the
Trustees should focus on the longer-term perspective rather than current
fashions or short-term performance.
The Trust’s
Trustees most recently determined to renew the Investment Advisory Agreement
applicable to each Fund on September 13, 2022.
In
anticipation of their recent consideration of the Investment Advisory
Agreement’s renewal, the independent Trustees met in May 2022 to consider
aspects of their annual evaluation of the advisor’s service to all of the Funds,
to plan the annual evaluation of the advisor’s performance and to discuss
preliminarily the information the advisor would present to the Trustees for
their review. The independent Trustees met in a second independent session in
July 2022 to further define certain portions of the information to be submitted
by the advisor. The independent Trustees met again in a September 2022
independent session with a mutual fund analyst firm retained by the independent
Trustees to provide explanations of comparative cost and expense information,
comparative investment performance information and other data obtained and
analyzed by the consulting firm, and in their independent session discussed
their evaluations of the Funds’ fee and expense levels, investment performance
and other information presented for each Fund. The independent Trustees also
conferred independently with legal counsel respecting the factors typically
considered in evaluating renewal of an advisory agreement, and conferred in a
separate portion of their session with representatives of management to receive
explanations of certain aspects of the information they had requested.
Representatives of the advisor subsequently reviewed portions of the information
with the Trustees and addressed questions from the Trustees at a full meeting
session of the Trustees scheduled later in September for that purpose, and the
independent Trustees thereafter met in independent session to consider the
advisor’s presentations and various specific issues respecting their
consideration of the advisory agreement’s renewal. Following these sessions, the
Trustees met to consider renewal of the agreement, and the independent Trustees
voted unanimously at that meeting to renew the agreement for an additional term
of one year.
A discussion
regarding the basis for the approval of each Fund’s Investment Advisory
Agreement by the Trustees for the period ending October 31, 2023 is contained in
the Fund’s Annual Report to Shareholders for the year ended September 30,
2022.
The
Investment Advisory Agreement applicable to each Fund may be terminated by
either party, at any time without penalty, upon 60 days’ written notice, and
will terminate automatically in the event of its assignment. Termination will
not affect the right of Thornburg to receive payments on any unpaid balance of
the compensation earned prior to termination. The Agreement further provides
that in the absence of willful misfeasance, bad faith or gross negligence on the
part of Thornburg, or of reckless disregard of its obligations and duties under
the Agreement, Thornburg will not be liable for any action or failure to act in
accordance with its duties thereunder.
For the
three most recent fiscal years with respect to each Fund, Thornburg was entitled
to receive the following amounts from each Fund pursuant to the Investment
Advisory Agreement applicable to the Fund.
|
|
|
Year
Ended
September
30, 2020 |
|
|
Year
Ended
September 30,
2021 |
|
|
Year
Ended
September
30, 2022 |
Global
Opportunities Fund |
|
$ |
9,061,315 |
|
$ |
8,969,271
|
|
$ |
8,553,002 |
International
Equity Fund |
|
$ |
22,741,644 |
|
$ |
27,218,387
|
|
$ |
21,870,175 |
Better
World International Fund |
|
$ |
751,268 |
|
$ |
2,077,553
|
|
$ |
4,044,194 |
International
Growth Fund |
|
$ |
12,400,287 |
|
$ |
15,955,407
|
|
$ |
11,772,104 |
Developing
World Fund |
|
$ |
8,040,561 |
|
$ |
10,869,056
|
|
$ |
10,271,806 |
Small/Mid
Cap Core Fund |
|
$ |
6,821,818 |
|
$ |
7,203,827
|
|
$ |
6,041,811 |
Small/Mid
Cap Growth Fund |
|
$ |
5,438,904 |
|
$ |
6,340,126
|
|
$ |
3,969,580 |
Income
Builder Fund |
|
$ |
84,738,795 |
|
$ |
74,957,105
|
|
$ |
76,480,645 |
Summit
Fund |
|
$ |
285,383 |
|
$ |
425,106
|
|
$ |
495,033 |
Limited
Term U.S. Government Fund |
|
$ |
1,081,141 |
|
$ |
1,330,448
|
|
$ |
1,045,837 |
Limited
Term Income Fund |
|
$ |
20,723,267 |
|
$ |
29,821,307
|
|
$ |
29,147,067 |
Ultra
Short Income Fund |
|
$ |
128,014 |
|
$ |
109,089
|
|
$ |
258,061 |
Strategic
Income Fund |
|
$ |
11,636,292 |
|
$ |
18,454,062
|
|
$ |
24,748,192 |
Short
Duration Municipal Fund |
|
$ |
710,076 |
|
$ |
15,973,732
|
|
$ |
692,710 |
Limited
Term Municipal Fund |
|
$ |
15,606,434 |
|
$ |
754,349
|
|
$ |
13,766,146 |
Limited
Term California Fund |
|
$ |
2,610,890 |
|
$ |
2,583,592
|
|
$ |
2,150,778 |
Intermediate
New Mexico Fund |
|
$ |
800,151 |
|
$ |
782,892
|
|
$ |
677,576 |
Intermediate
New York Fund |
|
$ |
241,856 |
|
$ |
233,800
|
|
$ |
182,566 |
Intermediate
Municipal Fund |
|
$ |
5,007,162 |
|
$ |
4,903,291
|
|
$ |
4,464,381 |
Strategic
Municipal Income Fund |
|
$ |
2,248,441 |
|
$ |
2,563,531
|
|
$ |
2,630,015 |
For some or
all of the three most recent fiscal years, Thornburg has waived its rights to
certain fees which it was otherwise entitled to receive from certain Funds
pursuant to the Investment Advisory Agreement applicable to those Funds. The
specific amounts waived by Thornburg are as follows:
|
|
Year
Ended
September
30, 2020 |
|
|
|
Year
Ended
September
30, 2021 |
|
|
|
Year
Ended
September
30, 2022 |
|
Global
Opportunities Fund |
|
$ |
474,833 |
|
|
|
$ |
402,051 |
|
|
|
$ |
521,139 |
|
International
Equity Fund |
|
$ |
187,754 |
|
|
|
$ |
0 |
|
|
|
$ |
2,468,450 |
|
Better
World International Fund |
|
$ |
58,252 |
|
|
|
$ |
0 |
|
|
|
$ |
437,270 |
|
International
Growth Fund |
|
$ |
0 |
|
|
|
$ |
0 |
|
|
|
$ |
29,465 |
|
Developing
World Fund |
|
$ |
243,905 |
|
|
|
$ |
16,756 |
|
|
|
$ |
1,087,271 |
|
Small/Mid
Cap Core Fund |
|
$ |
3,022 |
|
|
|
$ |
1,264,332 |
|
|
|
$ |
408,108 |
|
Small/Mid
Cap Growth Fund |
|
$ |
2,858 |
|
|
|
$ |
1,107,296 |
|
|
|
$ |
316,748 |
|
Ultra
Short Income Fund |
|
$ |
106,324 |
|
|
|
$ |
110,987 |
|
|
|
$ |
90,119 |
|
Strategic
Income Fund |
|
$ |
3,059,462 |
|
|
|
$ |
3,028,073 |
|
|
|
$ |
3,020,273 |
|
Limited
Term California Fund |
|
$ |
0 |
|
|
|
$ |
228,679 |
|
|
|
$ |
229,152 |
|
Intermediate
New York Fund |
|
$ |
0 |
|
|
|
$ |
12,493 |
|
|
|
$ |
28,857 |
|
Strategic
Municipal Income Fund |
|
$ |
0 |
|
|
|
$ |
705,989 |
|
|
|
$ |
728,440 |
|
Thornburg
may (but is not obligated to) waive its rights to any portion of its fees in the
future, and may use any portion of its fees for purposes of shareholder and
administrative services and distribution of Fund shares.
Garrett
Thornburg, Chairman and Trustee of Thornburg Investment Trust, is also a
director and controlling shareholder of Thornburg, and Brian McMahon, Vice
Chairman and Trustee of Thornburg Investment Trust, is also a director of
Thornburg. In addition, various individuals who are officers of the Trust also
serve as officers of Thornburg, as described below under the caption
“Management.”
Proxy Voting Policies
Thornburg is
authorized by the Trust to vote proxies respecting voting securities held by the
Funds. In those cases, Thornburg votes proxies in accordance with written Proxy
Voting Policies and Procedures (the “Policy”) adopted by Thornburg. The Policy
states that the objective of voting a security is to enhance the value of the
security, or to reduce potential for a decline in the security’s value. The
Policy prescribes procedures for assembling voting information and applying the
informed expertise and judgment of Thornburg on a timely basis in pursuit of
this voting objective.
The Policy
also prescribes a procedure for voting proxies when a vote presents a conflict
between the interests of the Fund and Thornburg. If the vote relates to the
election of a director in an uncontested election or ratification or selection
of independent accountants, the investment advisor will vote the proxy in
accordance with the recommendation of any proxy voting service engaged by
Thornburg. If no such recommendation is available, or if the vote involves other
matters, Thornburg will refer the vote to the Trust’s operations risk oversight
committee for direction on the vote or consent to vote on Thornburg’s
recommendation.
The Policy
authorizes Thornburg to utilize various sources of information in considering
votes, including the engagement of service providers who provide analysis and
information on the subjects of votes and who may recommend voting positions.
Thornburg has engaged Institutional Shareholder Services (“ISS”) to provide
these services to Thornburg in connection with voting proxies for each of the
Funds. With respect to the Better World International Fund, Thornburg has
directed ISS to make voting recommendations using ISS’s Sustainability Proxy
Voting Guidelines. ISS states that the Sustainability Proxy Voting Guidelines
focus on long term economic value preservation and enhancement through promotion
of corporate governance best practices, and represent an approach to corporate
governance and proxy voting that aligns with the perspectives of mainstream
investors who wish to incorporate environmental, social and governance (“ESG”)
considerations into their investment decision-making process to a greater
extent. Thornburg may or may not accept recommendations from ISS. Thornburg also
may decline to vote in various situations, including cases where an issue is not
relevant to the Policy’s voting objective or where it is not possible to
ascertain what effect a vote may have on the value of an investment. Thornburg
may not be able to vote proxies in cases where proxy voting materials are not
delivered to Thornburg in sufficient time for evaluation and voting.
Information
regarding how proxies were voted is available on or before August 31 of each
year for the twelve months ending the preceding June 30. This information is
available (i) without charge, upon request by calling the Advisor toll-free at
1-800-847-0200, (ii) on the Thornburg website at www.thornburg.com, and (iii) on
the Securities and Exchange Commission’s website at www.sec.gov.
Administrative Services Agreement
Administrative
services are provided to the Funds under the Third Restated Administrative
Services Agreement between the Trust and Thornburg dated February 1, 2018 (the
“Administrative Services Agreement”) which requires Thornburg to perform certain
administrative services and engage in activities beyond those specifically
required by the Investment Advisory Agreement, and to provide related services.
The activities and services to be provided by Thornburg under the Administrative
Services Agreement include the administration, monitoring, supervision,
performance or direction of certain administrative functions necessary or
desirable for the operation of the Funds, generally including: monitoring,
supervision and direction of fund accounting and administration, tax accounting
and reporting, custodial and transfer agent services, account administration,
information technology services, legal services, and other services provided by
third parties to the Funds; coordination and management of financial audits;
monitoring of financial intermediaries in connection with their provision of
non-distribution services to the Funds; supervision and direction of and
assistance in the preparation of registration statements and other governmental
filings, income and other tax returns, and reports and other communications to
shareholders; coordination and supervision of certain portfolio valuation
functions; monitoring, supervision and conduct of legal compliance functions;
providing personnel necessary to furnish the services required by the
Administrative Services Agreement together with the office space and other
support necessary for those services; and such other services and activities as
the parties may agree from time to time.
The Trust
pays Thornburg a fee for the services that Thornburg provides pursuant to the
Administrative Services Agreement. That fee is computed as an annual percentage
of the aggregate average daily net assets of all share classes of all Funds
described in this Statement of Additional Information, paid monthly, as
follows:
Net
Assets |
Percentage
Rate |
0 to
$20 billion |
0.100% |
$20
billion to $40 billion |
0.075% |
$40
billion to $60 billion |
0.040% |
Over
$60 billion |
0.030% |
together
with any applicable sales or similar tax.
For the
three most recent fiscal years with respect to each Fund, the amounts paid to
Thornburg by each Fund under the Administrative Services Agreements were as
follows:
|
|
|
Year
Ended
September
30, 2020 |
|
|
Year
Ended
September 30,
2021 |
|
|
Year
Ended
September
30, 2022 |
Global
Opportunities Fund |
|
$ |
951,860
|
|
$ |
901,917
|
|
$ |
865,561 |
International
Equity Fund |
|
$ |
2,655,976
|
|
$ |
3,113,901
|
|
$ |
2,458,049 |
Better
World International Fund |
|
$ |
68,259
|
|
$ |
179,994
|
|
$ |
356,819 |
International
Growth Fund |
|
$ |
1,335,082
|
|
$ |
1,697,327
|
|
$ |
1,221,727 |
Developing
World Fund |
|
$ |
746,016
|
|
$ |
982,717
|
|
$ |
933,690 |
Small/Mid
Cap Core Fund |
|
$ |
705,359
|
|
$ |
716,742
|
|
$ |
601,467 |
Small/Mid
Cap Growth Fund |
|
$ |
557,344
|
|
$ |
628,265
|
|
$ |
389,224 |
Income
Builder Fund |
|
$ |
10,785,438
|
|
$ |
9,126,071
|
|
$ |
9,410,549 |
Summit
Fund |
|
$ |
33,725
|
|
$ |
48,123
|
|
$ |
56,733 |
Limited
Term U.S. Government Fund* |
|
$ |
255,780
|
|
$ |
302,107
|
|
$ |
239,000 |
Limited
Term Income Fund * |
|
$ |
5,714,454
|
|
$ |
8,290,204
|
|
$ |
8,155,582 |
Ultra
Short Income Fund |
|
$ |
28,393
|
|
$ |
37,047
|
|
$ |
89,535 |
Strategic
Income Fund |
|
$ |
1,545,596
|
|
$ |
2,599,775
|
|
$ |
3,721,381 |
Short
Duration Municipal Fund |
|
$ |
157,053
|
|
$ |
5,000,862
|
|
$ |
148,732 |
Limited
Term Municipal Fund* |
|
$ |
5,064,239
|
|
$ |
160,244
|
|
$ |
4,196,178 |
Limited
Term California Fund* |
|
$ |
466,837
|
|
$ |
446,636
|
|
$ |
369,017 |
Intermediate
New Mexico Fund |
|
$ |
141,855
|
|
$ |
133,288
|
|
$ |
116,290 |
Intermediate
New York Fund |
|
$ |
42,881
|
|
$ |
39,811
|
|
$ |
31,283 |
Intermediate
Municipal Fund* |
|
$ |
943,197
|
|
$ |
883,647
|
|
$ |
804,269 |
Strategic
Municipal Income Fund |
|
$ |
265,698
|
|
$ |
290,425
|
|
$ |
300,843 |
*The amounts
for the fiscal year ended September 30, 2020 do not include amounts paid by
Class C2 shares because the Class C2 shares first became subject to an
Administrative Services Agreement and a fee in respect thereof on October 1,
2020.
The
agreements applicable to each class may be terminated by either party, at any
time without penalty, upon 60 days’ written notice, and will terminate
automatically upon assignment. Termination will not affect the service
provider’s right to receive fees earned before termination. The agreements
further provide that in the absence of willful misfeasance, bad faith or gross
negligence on the part of the service provider, or reckless disregard of its
duties thereunder, the provider will not be liable for any action or failure to
act in accordance with its duties thereunder.
SERVICE AND DISTRIBUTION PLANS
Service Plan - All Classes
Each of the
Funds has adopted a plan of distribution pursuant to Rule 12b-1 under the 1940
Act (“Service Plan”), which is applicable to Class A shares and, if offered by
that Fund, Class B, Class C, Class C2, Class D and Class I shares. The Service
Plan authorizes each Fund to pay to Thornburg Securities Corporation (“TSC”), or
to such persons as TSC may direct, out of the assets of the Fund, an annual
amount not exceeding 0.25% of the Fund’s average annual assets (not exceeding
0.20% in the case of Class A and Class I shares of Short Duration Municipal Fund
and Ultra Short Income Fund), together with any applicable gross receipts tax,
sales tax, value added tax, compensating tax or similar exaction imposed by any
federal, state or local government, though the aggregate of those taxes shall
not exceed 10%. Each Fund has also entered into a distribution agreement with
TSC, pursuant to which TSC agrees to provide or obtain from other persons the
services described in the Service Plan, and the Fund agrees to pay TSC or other
persons as TSC directs for providing or obtaining those services.
Payments by
a Fund under the Service Plan and the related distribution agreement with TSC
may be made for: (a) expenses incurred by TSC, or by other persons at the
request or direction of TSC or the Trust, for the promotion and distribution of
the shares of the Fund, including but not limited to, printing of prospectuses
and reports used for sales purposes, advertisements, expenses of preparation and
printing of sales literature and other distribution-related expenses, and
further including any compensation paid to securities dealers and other
financial intermediaries which have executed selling agreements with TSC; and
(b) expenses incurred by TSC, or by other persons at the request or direction of
the Trust or TSC, in connection with the provision of services to the
shareholders of the Fund pursuant to selling agreements with TSC or other
service agreements or similar arrangements with TSC, Thornburg or the Trust,
which services include providing personal services to shareholders and
maintaining shareholder accounts, including, but not limited to, administrative,
transactional, distribution and redemption, and accounting and reporting
services with respect to Fund shareholders and accounts, and providing
information to shareholders and responding to shareholder inquiries; and (c)
such other services and activities as may from time to time be agreed upon by
Trustees of the Trust and TSC. Payments by the Fund pursuant to the Service Plan
and the related distribution agreement with TSC shall be in addition to any
payments made outside of the Service Plan, as authorized by the Trustees of the
Trust as not being primarily intended to result in the sale of Fund
shares.
In the two
most recent fiscal years, the principal type of activity for which payments were
made by the Funds under the Service Plan was compensation to securities
broker-dealers, financial institutions and other organizations which render
services to the applicable class of shareholders, including distribution,
shareholder account services, and administrative services. Reimbursements for
expenditures incurred by TSC or by other persons at the request or direction of
the Trust or TSC for the printing and distribution of reports and prospectuses
for use by potential investors in the Funds, preparing and distributing sales
literature, providing advertising and engaging in other promotional activities,
and other services were de minimis relative to payments made to broker-dealers,
financial institutions and other organizations under the Service Plan. The
Service Plan does not provide for accrued but unpaid reimbursements for such
expenditures to be carried over and reimbursed in later years. TSC has no
current intention to request or receive any payment under the Service Plan in
respect of a Fund’s Class I shares.
Class C, Class C2 and Class D Distribution
Plans
Each Fund
offering Class C shares, Class C2 Shares or Class D shares has adopted a plan of
distribution pursuant to Rule 12b-1 under the 1940 Act, applicable only to the
Class C or Class C2 or, if applicable, Class D shares of that Fund
(“Distribution Plan”). The Distribution Plan authorizes each Fund to pay to TSC,
or to such persons as TSC may direct, out of the assets of each share class of
the Fund to which the Distribution Plan is applicable, an annual amount of: up
to 0.75% of the average daily net assets attributable to Class C shares of
Strategic Income Fund and each of the Equity Funds; up to 0.40% of the net
assets attributable to Class C2 shares of Limited Term Municipal Fund,
Intermediate Municipal Fund, Limited Term California Fund, Limited Term U.S.
Government Fund and Limited Term Income Fund, up to 0.35% of the average daily
net assets attributable to Class C shares of each of Intermediate Municipal Fund
and Strategic Municipal Income Fund; and up to 0.25% of the net assets
attributable to Class C shares of Limited Term Municipal Fund, Limited Term
California Fund, Limited Term U.S. Government Fund and Limited Term Income Fund
and Class D shares of Intermediate New Mexico Fund, together with any applicable
gross receipts tax, sales tax, value added tax, compensating tax or similar
exaction imposed by any federal, state or local government, though the aggregate
of those taxes shall not exceed 10%. Each Fund has also entered into a
distribution agreement with TSC, pursuant to which TSC agrees to provide or
obtain from other persons the services described in the Distribution Plan, and
the Fund agrees to pay TSC or other persons as TSC directs for providing or
obtaining those services.
Payments by
a Fund under the Distribution Plan and the related distribution agreement with
TSC may be made for: (a) compensation and ongoing commissions (including
incentive compensation) to securities dealers, financial institutions and other
organizations which render distribution and administrative services in
connection with the distribution of the share classes of the Funds; (b) the
printing and distribution of reports and prospectuses for the use of potential
investors; (c) preparing and distributing sales literature; (d) providing
advertising and engaging in other promotional activities, including direct mail
solicitation, and television, radio newspaper and other media advertisements;
and (e) such other services and activities as may from time to time be agreed
upon by Trustees of the Trust and TSC. The Trust and TSC are authorized under
the Distribution Plan to instruct the Funds’ transfer agent or other agents of
the Funds to pay these amounts directly to financial services firms or other
persons engaged to provide the foregoing services.
Amounts Paid Under Rule 12b-1 Plans and
Agreements
For each
Fund, the following table shows amounts paid by the Fund in each of the last two
fiscal years pursuant to the Service Plan adopted by the Fund.
|
|
Year
Ended Sept. 30, 2021 |
|
|
Year
Ended Sept. 30, 2022 |
|
Global
Opportunities Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
660,348 |
|
|
$ |
655,874 |
|
Class
C |
|
$ |
306,245 |
|
|
$ |
233,113 |
|
International
Equity Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
2,179,839 |
|
|
$ |
1,181,843 |
|
Class
C |
|
$ |
80,380 |
|
|
$ |
52,302 |
|
Better
World International Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
61,470 |
|
|
$ |
103,481 |
|
Class
C |
|
$ |
9,174 |
|
|
$ |
13,665 |
|
International
Growth Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
404,670 |
|
|
$ |
310,879 |
|
Class
C |
|
$ |
86,537 |
|
|
$ |
47,915 |
|
Developing
World Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
318,118 |
|
|
$ |
292,054 |
|
Class
C |
|
$ |
128,129 |
|
|
$ |
70,978 |
|
Small/Mid
Cap Core Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
1,119,995 |
|
|
$ |
955,647 |
|
Class
C |
|
$ |
49,532 |
|
|
$ |
29,942 |
|
Small/Mid
Cap Growth Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
$889,393 |
|
|
$ |
567,307 |
|
Class
C |
|
$ |
$73,425 |
|
|
$ |
29,443 |
|
Income
Builder Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
9,346,270 |
|
|
$ |
9,852,836 |
|
Class
C |
|
$ |
2,756,017 |
|
|
$ |
1,977,736 |
|
Summit
Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
0 |
|
|
$ |
453 |
|
Limited
Term U.S. Government Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
229,239 |
|
|
$ |
183,460 |
|
Class
C |
|
$ |
32,512 |
|
|
$ |
19,662 |
|
Class
C2 |
|
|
847 |
|
|
$ |
1,377 |
|
Limited
Term Income Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
2,087,468 |
|
|
$ |
1,773,718 |
|
Class
C |
|
$ |
954,299 |
|
|
$ |
726,840 |
|
Class
C2 |
|
|
23,147 |
|
|
$ |
28,101 |
|
Ultra
Short Income Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
19,485 |
|
|
$ |
33,234 |
|
Strategic
Income Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
792,434 |
|
|
$ |
891,563 |
|
Class
C |
|
$ |
241,922 |
|
|
$ |
228,644 |
|
Short
Duration Municipal Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
47,599 |
|
|
$ |
31,872 |
|
Limited
Term Municipal Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
2,466,382 |
|
|
$ |
2,208,688 |
|
Class
C |
|
$ |
416,239 |
|
|
$ |
300,712 |
|
Class
C2 |
|
|
7,637 |
|
|
$ |
13,455 |
|
Limited
Term California Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
266,982 |
|
|
$ |
227,039 |
|
Class
C |
|
$ |
31,239 |
|
|
$ |
19,671 |
|
Class
C2 |
|
|
347 |
|
|
$ |
425 |
|
Intermediate
New Mexico Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
190,507 |
|
|
$ |
152,663 |
|
Class
D |
|
$ |
34,290 |
|
|
$ |
29,429 |
|
Intermediate
New York Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
64,290 |
|
|
$ |
48,811 |
|
Intermediate
Municipal Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
836,737 |
|
|
$ |
750,631 |
|
Class
C |
|
$ |
97,569 |
|
|
$ |
72,527 |
|
Class
C2 |
|
|
2,633 |
|
|
$ |
4,306 |
|
Strategic
Municipal Income Fund |
|
|
|
|
|
|
|
|
Class
A |
|
$ |
164,072 |
|
|
$ |
157,137 |
|
Class
C |
|
$ |
32,654 |
|
|
$ |
26,981 |
|
For each
Fund that offers Class C, Class C2 or D shares, the following table shows
amounts paid by the Fund in each of the last two fiscal years pursuant to the
Distribution Plan adopted by the Fund.
|
|
Year
Ended Sept. 30, 2021 |
|
|
Year
Ended Sept. 30, 2022 |
|
Global
Opportunities Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
918,736 |
|
|
$ |
699,337 |
|
International
Equity Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
241,139 |
|
|
$ |
156,906 |
|
Better
World International Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
27,523 |
|
|
$ |
40,994 |
|
International
Growth Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
259,610 |
|
|
$ |
143,744 |
|
Developing
World Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
384,388 |
|
|
$ |
212,935 |
|
Small/Mid
Cap Core Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
148,596 |
|
|
$ |
89,826 |
|
Small/Mid
Cap Growth Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
220,276 |
|
|
$ |
88,329 |
|
Income
Builder Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
8,268,052 |
|
|
$ |
5,933,209 |
|
Limited
Term U.S. Government Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
32,512 |
|
|
$ |
19,662 |
|
Class
C2 |
|
|
1,355 |
|
|
$ |
2,204 |
|
Limited
Term Income Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
954,299 |
|
|
$ |
726,840 |
|
Class
C2 |
|
|
37,034 |
|
|
$ |
44,961 |
|
Strategic
Income Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
725,768 |
|
|
$ |
685,933 |
|
Limited
Term Municipal Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
416,239 |
|
|
$ |
300,712 |
|
Class
C2 |
|
|
12,219 |
|
|
$ |
21,528 |
|
Limited
Term California Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
31,239 |
|
|
$ |
19,671 |
|
Class
C2 |
|
|
556 |
|
|
$ |
680 |
|
Intermediate
New Mexico Fund |
|
|
|
|
|
|
|
|
Class
D |
|
$ |
34,290 |
|
|
$ |
29,429 |
|
Intermediate
Municipal Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
136,596 |
|
|
$ |
101,540 |
|
Class
C2 |
|
|
4,214 |
|
|
$ |
6,890 |
|
Strategic
Municipal Income Fund |
|
|
|
|
|
|
|
|
Class
C |
|
$ |
45,715 |
|
|
$ |
37,775 |
|
FINANCIAL INTERMEDIARY COMPENSATION
Financial
advisors and financial intermediaries who sell shares and hold shares for
investors (“intermediaries”) charge compensation in connection with the sale of
Fund shares and the servicing of shareholder accounts. Intermediaries receiving
this compensation may include securities brokers and dealers, registered
investment advisors, banks, trust companies, insurance companies, employee
benefit plan and retirement plan administrators, and other institutions that
have entered into arrangements with Thornburg or TSC under which they are paid
compensation for the sale of Fund shares or the servicing of accounts for their
customers. Intermediaries may categorize and disclose these payments to their
customers and to members of the public differently than the disclosures in the
Prospectus and this SAI.
Thornburg or
TSC may pay compensation charged by intermediaries out of amounts that Thornburg
or TSC receive from the Funds. Examples of such payments include, but are not
limited to: (i) share sales commissions and ongoing asset-based compensation
paid by Thornburg or TSC out of sales charges received or expected to be
received from the Funds; (ii) amounts paid out of the Rule 12b-1 service and
distribution fees that TSC receive from the Funds; and (iii) amounts paid by the
Funds to compensate intermediaries who perform services, including subaccounting
and subtransfer agency services, that would otherwise need to be provided by the
Funds’ transfer agent or other persons hired directly by the Funds.
To the
extent permitted by applicable law, including applicable rules promulgated by
the Securities and Exchange Commission and the Financial Industry Regulatory
Authority (“FINRA”), Thornburg or TSC may also compensate intermediaries out of
Thornburg’s or TSC’s own resources. This compensation may be in the form of
commissions, finder’s fees or similar cash incentives, “revenue sharing,” and
marketing and advertising support. An intermediary may receive this compensation
in addition to the Rule 12b-1 or other compensation that the intermediary
receives out of the assets of the Funds. This compensation from Thornburg or TSC
may provide an incentive to financial intermediaries to actively market the sale
of shares of the Funds or to support the marketing efforts of Thornburg or TSC.
Examples of the types of services which an intermediary may provide (or may
arrange to have a third party provide) in exchange for receiving this
compensation from Thornburg or TSC include, but are not limited to: Fund due
diligence and business planning assistance; marketing programs and support;
operations and systems support; and training for the intermediary’s personnel
respecting the Funds and the financial needs of Fund shareholders. Each of
Thornburg or TSC may also make payments out of its own resources to compensate
an intermediary for costs associated with the intermediary’s marketing efforts
(including the cost of attendance at training and educational conferences), and
for costs associated with the intermediary’s shareholder support and account
maintenance services for its customers or transaction processing (including the
payment of certain ticket charges).
During the
fiscal year which ended September 30, 2022, Thornburg or TSC paid amounts from
its own resources to the following member firms of FINRA, or to the affiliates
of such firms, pursuant to written agreements with such firms:
American
Enterprise Investment Services, Inc.
Citigroup
Global Markets Inc.
Commonwealth
Financial Network
Empower
Financial Services, Inc.
Goldman
Sachs & Co.
Lincoln
Financial Advisors Corp.
Lincoln
Financial Securities Corp.
LPL
Financial Corporation
Merrill
Lynch, Pierce, Fenner & Smith Inc.
Morgan
Stanley Smith Barney
National
Financial Services, LLC
Pershing,
LLC
Principal
Life Insurance Company
Raymond
James & Associates, Inc.
RBC
Wealth Management
UBS
Financial Services, Inc.
Voya
Financial Advisors
Wells
Fargo Clearing Services, LLC
Each of
Thornburg and TSC may also make payments out of its own resources to
institutions that are not member firms of FINRA and that are not included among,
or affiliated with, the institutions listed above.
PORTFOLIO TRANSACTIONS
All orders
for the purchase or sale of portfolio securities are placed on behalf of each of
the Funds by Thornburg pursuant to its authority under each Fund’s investment
advisory agreement. Thornburg also is responsible for the placement of
transaction orders for other clients for whom it acts as investment
advisor.
Thornburg,
in effecting purchases and sales of fixed income securities for the account of
each of the Funds, places orders in such a manner as, in the opinion of
Thornburg, offers the best available price and most favorable execution of each
transaction. Portfolio securities normally will be purchased directly from an
underwriter or in the over-the-counter market from the principal dealers in such
securities, unless it appears that a better price of execution may be obtained
elsewhere. Purchases from underwriters will include a commission or concession
paid by the issuer to the underwriter, and purchases from dealers will include
the spread between the bid and asked price.
Similarly,
Thornburg places orders for transactions in equity securities in such a manner
as, in the opinion of Thornburg, will offer the best available price and most
favorable execution of these transactions. In selecting broker dealers, subject
to applicable legal requirements, Thornburg considers various relevant factors,
including, but not limited to: the size and type of the transaction; the nature
and character of the markets for the security to be purchased or sold; the
execution efficiency, settlement capability, and financial condition of the
broker-dealer firm; the broker-dealer’s execution services rendered on a
continuing basis; and the reasonableness of any commissions; and arrangements
for payment of Fund expenses. Generally commissions for foreign investments
traded will be higher than for U.S. investments and may not be subject to
negotiation.
Thornburg
may execute a Fund’s portfolio transactions with broker-dealers who provide
research and brokerage services to Thornburg. Such services may include, but are
not limited to, provision of market information relating to the security,
economy, industries or specific companies; order execution systems; technical
and quantitative information about the markets; and effecting securities
transactions and performing functions incidental thereto (such as clearance and
settlement). Research and brokerage services include information and analysis
provided electronically through online facilities. The receipt of research from
broker-dealers who execute transactions on behalf of the Funds may be useful to
Thornburg in rendering investment management services to the Funds.
The receipt
of such research may not reduce Thornburg’s normal independent research
activities; however, it may enable Thornburg to avoid the additional expenses
that could be incurred if Thornburg tried to develop comparable information
through its own efforts.
Thornburg
may pay, or be deemed to pay, to broker-dealers who provide research and
brokerage services to Thornburg, commission rates higher than might otherwise be
obtainable from other broker-dealers. Thornburg does not attempt to assign a
specific dollar value to the research provided in connection with trades for
client accounts or to allocate the relative cost or benefit of research or
brokerage services. The research and brokerage services may benefit client
accounts other than the specific client account(s) for which a trade is
effected, and some or all of the research or brokerage services received with
respect to a specific trade may not be used in connection with the account(s)
for which the trade was executed. Some of the described services may be
available for purchase by Thornburg on a cash basis.
It is
Thornburg’s policy, in circumstances where Thornburg receives research or
brokerage services from a broker-dealer, to determine in accordance with federal
securities laws that: (i) the research or brokerage services are “brokerage or
research services” as that term is defined in Section 28(e) of the Securities
and Exchange Act of 1934, as amended; (ii) the services provide lawful and
appropriate assistance in the performance of Thornburg’s investment management
decisions; and (iii) the commissions paid are reasonable in relation to the
value of the research or brokerage services provided. In circumstances where
Thornburg determines that it has received research or brokerage services that
fulfill the requirements under Thornburg’s policy, Thornburg determines the
portion of non-qualifying products or services and pays for those products or
services from its own resources.
During some
or all of the three most recent fiscal years or periods, brokerage commissions
were paid by Global Opportunities Fund, International Equity Fund, Better Word
International Fund, International Growth Fund, Developing World Fund, Small/Mid
Cap Core Fund, Small/Mid Cap Growth Fund, Income Builder Fund, Summit Fund, and
Strategic Income Fund. The aggregate commissions paid by each of those Funds
during each of the last three fiscal years or periods are as follows:
|
|
Year
Ended
Sept. 30,
2020 |
|
|
Year
Ended
Sept. 30,
2021 |
|
|
Year
Ended
Sept. 30,
2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Global
Opportunities Fund |
|
$ |
987,800
|
|
|
$ |
443,351
|
|
|
$ |
599,629
|
|
International
Equity Fund |
|
$ |
5,316,695
|
|
|
$ |
3,364,153
|
|
|
$ |
3,358,162
|
|
Better
World International Fund |
|
$ |
55,975
|
|
|
$ |
544,630
|
|
|
$ |
1,225,432
|
|
International
Growth Fund |
|
$ |
933,883
|
|
|
$ |
1,194,279
|
|
|
$ |
1,951,237
|
|
Developing
World Fund |
|
$ |
1,193,058
|
|
|
$ |
2,299,378
|
|
|
$ |
2,182,952
|
|
Small/Mid
Cap Core Fund |
|
$ |
302,980
|
|
|
$ |
874,555
|
|
|
$ |
550,869
|
|
Small/Mid
Cap Growth Fund |
|
$ |
202,319
|
|
|
$ |
686,511
|
|
|
$ |
399,860
|
|
Income
Builder Fund |
|
$ |
13,581,771
|
|
|
$ |
4,584,036
|
|
|
$ |
5,907,506
|
|
Summit
Fund |
|
|
17,631
|
|
|
|
55,346
|
|
|
$ |
51,665
|
|
Strategic
Income Fund |
|
$ |
45,167
|
|
|
$ |
7,139
|
|
|
$ |
2,163
|
|
Increases in
brokerage commissions paid by a Fund from year to year are primarily
attributable to increases in the number of equity trades placed by the Fund,
while decreases in brokerage commissions paid by a Fund from year to year are
primarily attributable to decreases in the number of equity trades placed by the
Fund. The variance in equity trading activity from year-to-year may reflect a
number of factors, including the advisor’s identification of investment
opportunities for a Fund, the advisor’s decision to rebalance a Fund’s portfolio
in response to actual or anticipated changes in market conditions, equity
purchases made in response to shareholder inflows to a Fund, and equity sales
made to meet shareholder redemption requests.
Some of the
Funds owned during the fiscal year securities issued by certain of their regular
broker dealers. Those broker dealers and the aggregate dollar value of each such
broker dealer’s securities held by a Fund on September 30, 2022 are shown
below:
|
|
Limited
Term Income Fund |
|
Income
Builder Fund |
|
Global
Opportunities Fund |
|
Strategic
Income Fund |
|
Ultra
Short Income Fund |
|
Summit
Fund |
|
CitiGroup |
|
$ |
47,735,681 |
|
$ |
41,386,602 |
|
$ |
21,793,410 |
|
$ |
20,809,582 |
|
|
|
|
$ |
416,617 |
|
Credit
Suisse |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
297,150 |
|
|
|
|
Goldman
Sachs |
|
$ |
2,988,609 |
|
|
|
|
|
|
|
$ |
22,200,762 |
|
|
|
|
|
|
|
HSBC |
|
$ |
37,695,613 |
|
|
|
|
|
|
|
$ |
17,118,668 |
|
$ |
734,250 |
|
|
|
|
JP
Morgan |
|
$ |
41,856,316 |
|
$ |
189,877,963 |
|
|
|
|
$ |
19,468,656 |
|
|
|
|
|
|
|
Liquidnet |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Merrill
Lynch |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Morgan
Stanley |
|
$ |
22,773,393 |
|
$ |
2,397,600 |
|
|
|
|
$ |
1,518,738 |
|
|
|
|
|
|
|
Sanford
Bernstein |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
UBS |
|
$ |
25,641,098 |
|
$ |
61,300,090 |
|
|
|
|
$ |
10,701,660 |
|
|
|
|
|
|
|
Thornburg
may use research services provided by and place portfolio transactions with
brokerage firms that have provided assistance in the distribution of shares of
the Funds to the extent permitted by law. Thornburg may use research services
provided by and place agency transactions with TSC if the commissions are fair,
reasonable, and comparable to commissions charged by non-affiliated, qualified
brokerage firms for similar services. Thornburg may allocate brokerage
transactions to broker-dealers who have entered into arrangements with Thornburg
under which the broker-dealer allocates a portion of the commissions paid by the
Fund toward payment of the Fund’s expenses, such as transfer agent fees or
custodian fees. The transaction quality must, however, be comparable to those of
other qualified broker-dealers.
Thornburg
reserves the right to manage other investment companies and investment accounts
for other clients which may have investment objectives similar to those of the
Funds. Subject to applicable laws and regulations, Thornburg will attempt to
allocate equitably portfolio transactions among the Funds and the portfolios of
its other clients purchasing securities whenever decisions are made to purchase
or sell securities by a Fund and one or more of such other clients
simultaneously. In making such allocations the main factors to be considered
will be the respective investment objectives of the Fund and the other clients,
the size and nature of investment positions then held by the Fund and the other
clients, and the strategy, timing and restrictions applicable respectively to
the Fund and the other clients. While this procedure could have a detrimental
effect on the price or amount of the securities available to a Fund from time to
time, it is the opinion of the Funds’ Trustees that the benefits available from
Thornburg’s organization will outweigh any disadvantage that may arise from
exposure to simultaneous transactions.
Portfolio Turnover Rates
The Funds’
respective portfolio turnover rates for the two most recent fiscal years or
periods are as follows:
|
|
Year
Ended Sept. 30, 2021 |
|
|
Year
Ended Sept. 30, 2022 |
|
Global
Opportunities Fund |
|
|
25.48 |
% |
|
|
26.92 |
% |
International
Equity Fund |
|
|
42.85 |
% |
|
|
48.88 |
% |
Better
World International Fund |
|
|
119.96 |
% |
|
|
140.89 |
% |
International
Growth Fund |
|
|
34.41 |
% |
|
|
63.54 |
% |
Developing
World Fund |
|
|
61.50 |
% |
|
|
68.24 |
% |
Small/Mid
Cap Core Fund |
|
|
135.80 |
% |
|
|
46.19 |
% |
Small/Mid
Cap Growth Fund |
|
|
161.43 |
% |
|
|
57.56 |
% |
Income
Builder Fund |
|
|
18.99 |
% |
|
|
25.31 |
% |
Summit
Fund |
|
|
155.26 |
% |
|
|
128.69 |
% |
Limited
Term U.S. Government Fund |
|
|
9.50 |
% |
|
|
28.92 |
% |
Limited
Term Income Fund |
|
|
33.37 |
% |
|
|
46.77 |
% |
Ultra
Short Income Fund |
|
|
37.51 |
% |
|
|
39.29 |
% |
Strategic
Income Fund |
|
|
28.55 |
% |
|
|
27.19 |
% |
Short
Duration Municipal Fund |
|
|
34.71 |
% |
|
|
89.01 |
% |
Limited
Term Municipal Fund |
|
|
22.29 |
% |
|
|
37.69 |
% |
Limited
Term California Fund |
|
|
16.22 |
% |
|
|
41.92 |
% |
Intermediate
New Mexico Fund |
|
|
7.43 |
% |
|
|
8.83 |
% |
Intermediate
New York Fund |
|
|
11.29 |
% |
|
|
6.0 |
% |
Intermediate
Municipal Fund |
|
|
10.20 |
% |
|
|
19.48 |
% |
Strategic
Municipal Income Fund |
|
|
10.43 |
% |
|
|
46.24 |
% |
Variations
in a Fund’s portfolio turnover rate from year-to-year are generally due to
repositioning of the Fund’s portfolio in response to changing market
conditions.
DISCLOSURE OF PORTFOLIO SECURITIES HOLDINGS
INFORMATION
The Trustees
have adopted policies and procedures respecting and limiting the circumstances
under which nonpublic holdings information respecting the Funds’ current
portfolio holdings information may be disclosed to persons not associated with
the Funds, Thornburg, or TSC. “Nonpublic Holdings Information” means any
information respecting portfolio investments of any Fund (including but not
limited to, the identity of the issuer, number of shares, denominations,
purchase or sale dates, countries of origin, maturities or duration, credit
ratings, currency in which investments are denominated or corresponding hedging
positions, or options, futures or other derivative positions) which has not been
made publicly available. The objective in adopting these policies and procedures
is to reduce the exposure of the Funds and their shareholders to harm resulting
from trading of Fund shares by persons in possession of material nonpublic
information respecting the Funds’ portfolio holdings. These policies and
procedures are intended to operate in conjunction with Thornburg’s policies
prohibiting securities transactions using material nonpublic information.
Neither the Funds nor Thornburg nor any affiliate thereof receives compensation
or other consideration in connection with the disclosure of information about
the Funds’ portfolio holdings.
Selective Disclosure of Nonpublic Holdings
Information
Disclosure
of nonpublic information respecting current Fund portfolio holdings information
is generally prohibited. However, nonpublic holdings information may be
disclosed to specified persons in accordance with the Trust’s policy and
procedures for the disclosure of such information. Pursuant to the policy and
procedures, nonpublic portfolio holdings information may be disclosed under
certain circumstances to: the Trust’s registered independent public accounting
firm, independent accounting firms and legal counsel; the Trust’s custodian,
subcustodians and securities depositories; valuation and pricing services and
agents; financial printing services; mutual fund analysts; securities broker
dealers in connection with placing a specific trade in a particular portfolio
security; financial consultants to the Funds or investment advisor; certain
other specified persons; and persons who are not otherwise specified in the
policy in connection with a legitimate business purpose of any Fund and with the
approval of the Trust’s chief compliance officer or the chief compliance
officer’s designee, the Trustees, or the Trustees’ Governance and Nominating
Committee. In any case where nonpublic portfolio holdings information is
disclosed to a third party, Thornburg seeks to confirm that the person to whom
the disclosure is made is subject to a contractual provision, professional rule
or obligation, or undertaking respecting the maintenance of the confidentiality
of the nonpublic information. Nonpublic holdings information may also be
disclosed to cooperate fully regulatory authorities, subject to laws and
regulations respecting disclosure of private or nonpublic
information.
As of the
date of this Statement of Additional Information, Thornburg has ongoing
arrangements that would permit Thornburg to disclose the Funds’ nonpublic
portfolio holdings information to the persons noted in the following table.
Unless otherwise noted in the table below, there will typically be no lag time
between the date of the information and the date on which the information is
disclosed.
Name
of Recipient |
Frequency |
Time
Lag Between Date
of Information
and
Date of
Disclosure |
Bloomberg
L.P. |
Daily
(Pricing) |
None |
Empire
Valuation Consultants, LLC |
Quarterly
(Pricing) |
None |
FactSet
Research Systems |
Daily |
None |
ICE
Data Services |
Daily
(Pricing) |
None |
IHS
Markit Ltd. |
Daily
(Pricing) |
None |
Institutional
Shareholder Services, Inc. |
Daily |
None |
J.P
Morgan Pricing Direct Inc. |
Daily
(Pricing) |
None |
Bank
of America Merrill Lynch |
Daily
(Pricing) |
None |
Valuation
Research Corporation |
Quarterly
(Pricing) |
None |
Morgan
Stanley Smith Barney |
Weekly |
One
day |
PricewaterhouseCoopers
LLP |
Daily |
None |
Quality
EDGAR Solutions, LLC |
Monthly |
One
month or less, depending on the date of request |
Refinitiv |
Daily
(Pricing) |
None |
Donnelley
Financial Solutions (DFIN) |
Monthly |
One
month or less, depending on the date of request |
State
Street Bank and Trust |
Daily |
None |
MSCI |
Daily |
None |
April,
Dolan, Hickey & Koehler, P.C. |
As
needed in connections with the legal services provided to the
Fund |
None |
Clearwater
Analytics |
Daily |
None |
Making Holdings Information Publicly Available
In addition
to the ongoing arrangements described above, the Trust’s policy and procedures
respecting disclosure of portfolio holdings information provide for periodic
public disclosure of that, as follows:
|
● |
Disclosure
of the Funds’ nonpublic holdings information on a publicly available
website maintained by or for the Trust or the Advisor. The Trust will
typically display the monthly portfolio holdings of each Equity Fund, and
Summit Fund (including top ten holdings) approximately 30 days after the
end of that calendar month (e.g. June 30 information will be
displayed on July 31). The Trust will typically display the monthly top
ten holdings of some of the Fixed Income Funds approximately 30 days after
the end of that calendar month. Approximately 60 days after the end of
each calendar quarter, the Trust also typically includes on its website a
list of each Funds’ holdings as of the last day of that calendar
quarter. |
|
● |
Disclosure
of portfolio holdings in publicly available reports and filings filed with
the Securities and Exchange Commission on its Electronic Data Gathering,
Analysis and Retrieval System (EDGAR). |
|
● |
Disclosure
of portfolio holdings of any Fund in reports and communications mailed and
otherwise disseminated to shareholders of the Fund in accordance with the
1940 Act or any regulation thereunder. |
In any case
where it becomes apparent that nonpublic portfolio holdings information has been
disclosed other than in accordance with the Trust’s policy and procedures, the
trust’s chief compliance officer shall determine appropriate action to be taken,
which may include making a corrective public disclosure of the relevant
nonpublic information
Portfolio
holdings information made publicly available in accordance with this section is
no longer nonpublic information subject to the disclosure restrictions in the
policies and procedures.
MANAGEMENT
Each of the
Funds is a separate “series” or investment portfolios of the Trust. The names of
Trustees and officers of the Funds and their principal occupations and
affiliations during the past five years are set forth in the table below.
Additional information about the particular experiences, qualifications,
attributes and skills of each Trustee appears after the table.
Interested Trustees
Name,
Address(1) and Age |
Position(s)
Held with Trust(2) |
Term
of Office and Length of Time
Served(3) |
Principal
Occupation(s) During Past 5 Years |
Number
of Portfolios in Fund Complex Overseen by
Director(2) |
Other
Directorships Held by Director During Past Five Years |
Garrett
Thornburg, 76 |
Chairman
of Trustees(4) |
Trustee
Since 1984 |
Chairman
and controlling shareholder of Thornburg Investment
Management,
Inc.
(investment advisor); Chairman and controlling shareholder of Thornburg
Securities Corporation (securities dealer);
Chairman
of the Thornburg Foundation (nonprofit). |
Twenty
One |
None |
Brian
J. McMahon, 67 |
Vice
Chairman of Trustees, Member of Governance & Nominating Committee and
Operations Risk Oversight Committee(5) |
Trustee
since 2001 |
Vice
Chairman, Chief Investment Strategist, Managing Director, and Portfolio
Manager and, until 2016, CEO and President, of Thornburg Investment
Management, Inc.; Vice President of Thornburg Securities
Corporation. |
Twenty
One |
None |
Independent Trustees
Name,
Address(1) and Age |
Position(s)
Held with Trust(2) |
Term
of Office and Length of Time Served |
Principal
Occupation(s) During Past 5 Years |
Number
of Portfolios in Fund Complex Overseen by
Director(2) |
Other
Directorships Held by Director During Past Five Years |
Sally
Corning, 61 |
Trustee,
Member of Audit Committee and Governance
&
Nominating Committee |
Trustee
since 2012 |
Partner
in Sun Mountain Capital, Santa Fe, NM (private equity firm with investment
programs encompassing venture capital, mezzanine debt, and growth
equity). |
Twenty
One |
None |
Susan
H. Dubin, 73 |
Trustee,
Member of Audit Committee and Operations Risk Oversight
Committee |
Trustee
since 2004 |
President
of Dubin Investments, Ltd., Greenwich, CT (private investment fund);
Director and officer of various charitable organizations. |
Twenty
One |
None |
David
L. Gardner, 59 |
Trustee,
Chair of Governance & Nominating Committee, and Member of Operations
Risk Oversight Committee |
Trustee
since 2015 |
Until
2012, head of EMEA (Europe, Middle East and Africa) Sales for iShares of
Blackrock, Inc., EMEA Executive Committee Member and EMEA Operating
Committee Member at Blackrock, Inc. |
Twenty
One |
None |
Name,
Address(1) and Age |
Position(s)
Held with Trust(2) |
Term
of Office and Length of Time Served |
Principal
Occupation(s) During Past 5 Years |
Number
of Portfolios in Fund Complex Overseen by
Director(2) |
Other
Directorships Held by Director During Past Five Years |
Patrick
J. Talamantes, 58 |
Trustee,
Chair of Audit Committee |
Trustee
since 2019 |
President
of Talamantes Strategies, a management consulting firm, since 2018. Until
2017, President and Chief Executive Officer of The McClatchy Company,
Sacramento, CA (news and media company). |
Twenty
One |
None |
Owen
D. Van Essen, 68 |
Lead
Independent Trustee, Member of Audit Committee and Governance &
Nominating Committee |
Trustee
since 2004 |
President
of Dirks, Van Essen & April, Santa Fe, New Mexico (newspaper mergers
and acquisitions). |
Twenty
One |
None |
James
W. Weyhrauch, 63 |
Trustee,
Chair of Operations Risk Oversight Committee, and Member of Audit
Committee |
Trustee
since 1996 |
Real
estate broker, Santa Fe Properties, Santa Fe, NM; General Partner,
Investments of Genext LLC (a family investment partnership); until 2019,
Vice Chairman of Nambé LLC, Santa Fe, NM (manufacturing and design
company). |
Twenty
One |
None |
Officers of the Fund (who are not
Trustees)(6)
Name,
Address(1) and Age |
Position(s)
Held with Trust(2) |
Term
of Office and Length of Time Served |
Principal
Occupation(s) During Past 5 Years |
Number
of Portfolios in Fund Complex Overseen(2) |
Other
Directorships Held During Past Five Years |
Nimish
Bhatt, 59 |
Chief
Financial Officer |
Chief
Financial Officer since 2019, Treasurer 2016-2019, Secretary
2018-2019(6) |
Chief
Financial Officer and Treasurer of Thornburg Investment Management, Inc.
and Thornburg Securities Corporation since 2016, and Secretary of
Thornburg Securities Corporation; Senior Vice President (2004-2016), Chief
Financial Officer (2011-2016, and Head of Fund Administration (2011-2016)
of Calamos Asset Management, Inc., Calamos Investments LLC, Calamos
Advisors LLC, and Calamos Wealth Management; Director of Calamos Global
Funds plc (2007-2016). |
Not
applicable |
Not
applicable |
|
|
|
|
|
|
Jason
Brady, 48 |
President |
President
since 2016(6) |
Director
since 2017, CEO and President since 2016, and Portfolio Manager and
Managing Director of Thornburg Investment Management, Inc.; Vice President
of Thornburg Securities Corporation. |
Not
applicable |
Not
applicable |
Name,
Address(1) and Age |
Position(s)
Held with Trust(2) |
Term
of Office and Length of Time Served |
Principal
Occupation(s) During Past 5 Years |
Number
of Portfolios in Fund Complex Overseen(2) |
Other
Directorships Held
During
Past
Five Years |
Randy
Dry, 48 |
Vice
President |
Vice
President since 2014 |
Managing
Director, Chief Operating Officer since 2020, Chief Administrative Officer
(2016-2020), and Director of Institutional Group (2014-2016) of Thornburg
Investment Management, Inc. |
Not
applicable |
Not
applicable |
|
|
|
|
|
|
John
Hackett, 56 |
Vice
President |
Vice
President since 2020 |
Chief
Marketing Officer, Thornburg Investment Management, Inc. (since 2020);
Global Head of Product Marketing, Northern Trust Asset Management
(2016-2020); Principal and Head of Marketing and Business Development, The
Townsend Group (2013-2016) |
Not
applicable |
Not
applicable |
|
|
|
|
|
|
Curtis
Holloway, 55 |
Treasurer |
Treasurer
since 2019(6) |
Director
of Finance since 2021 and Director of Fund Administration since 2019 of
Thornburg Investment Management, Inc.; Senior Vice President, Head of Fund
Administration (2017-2019) and Vice President, Fund Administration
(2010-2017) of Calamos Investments, and Chief Financial Officer
(2017-2019) and Treasurer (2010-2019) of Calamos Funds. |
Not
applicable |
Not
applicable |
Name,
Address(1) and Age |
Position(s)
Held with Trust(2) |
Term
of Office and Length of Time Served |
Principal
Occupation(s) During Past 5 Years |
Number
of Portfolios in Fund Complex Overseen(2) |
Other
Directorships Held
During
Past
Five Years |
Ben
Kirby, 42 |
Vice
President |
Vice
President since 2014 |
Head
of Investments since 2019, and Portfolio Manager and Managing Director
since 2013, of Thornburg Investment Management, Inc. |
Not
applicable |
Not
applicable |
|
|
|
|
|
|
Jeff
Klingelhofer, 41 |
Vice
President |
Vice
President since 2016 |
Head
of Investments since 2019, Portfolio Manager and Managing Director since
2015, Associate Portfolio Manager from 2012-2015, of Thornburg Investment
Management, Inc. |
Not
applicable |
Not
applicable |
|
|
|
|
|
|
Ponn
Lithiluxa, 51 |
Assistant
Treasurer |
Assistant
Treasurer since 2020; Vice President 2017-2020 |
Manager,
Tax & Fund Administration of Thornburg Investment Management, Inc.;
Senior Vice President, Citi Fund Services, Inc. from 2014-2017; Vice
President, Citi Fund Services, Inc. from 2007-2014. |
Not
applicable |
Not
applicable |
|
|
|
|
|
|
Christopher
Luckham, 45 |
Assistant
Treasurer |
Assistant
Treasurer since 2022 |
Senior
Manager, Fund Administration of Thornburg Investment Management, Inc.
since 2010. |
Not
applicable |
Not
applicable |
|
|
|
|
|
|
Natasha
Rippel, 40 |
Secretary |
Secretary
since 2021(6) |
Director
of Fund Operations since 2021, Supervisor of Fund Operations (2017-2021),
and Senior Associate of Fund Operations (2015-2017) of Thornburg
Investment Management, Inc. |
Not
applicable |
Not
applicable |
|
|
|
|
|
|
Stephen
Velie, 55 |
Chief
Compliance Officer |
Chief
Compliance Officer since 2009 |
Chief
Compliance Officer of Thornburg Investment Trust and Thornburg
Investment Management, Inc. |
Not
applicable |
Not
applicable |
|
(1) |
Each
person’s address is 2300 North Ridgetop Road, Santa Fe, New Mexico
87506. |
|
(2) |
The
Trust is organized as a Massachusetts business trust, and currently
comprises a complex of 21 separate investment “Funds” or “series.”
Thornburg Investment Management, Inc. is the investment advisor to, and
manages, the 21 Funds of the Trust. Each Trustee oversees the 21 Funds of
the Trust. |
|
(3) |
The
Bylaws of the Trust currently require that each Independent Trustee shall
retire by the end of the calendar year during which the Trustee reached
the age of 75 years. Otherwise each Trustee serves in office until the
election and qualification of a successor or until the Trustee sooner
dies, resigns, retires or is removed. |
|
(4) |
Mr.
Thornburg is considered an “interested” Trustee under the Investment
Company Act of 1940 because he is a director and controlling shareholder
of Thornburg Investment Management, Inc. the investment advisor to the 21
active Funds of the Trust, and is the sole director and controlling
shareholder of Thornburg Securities Corporation, the distributor of shares
of the Trust. |
|
(5) |
Mr.
McMahon is considered an “interested” Trustee under the Investment Company
Act of 1940 because he is a director and the chief investment strategist
of Thornburg Investment Management, Inc. |
|
(6) |
The
Trust’s president, chief financial officer, secretary and treasurer each
serves a one-year term or until the election and qualification of a
successor; each other officer serves at the pleasure of the
Trustees. |
Additional Information about the Experiences, Qualifications,
Attributes and Skills of Each Trustee
The
following disclosure is intended to provide additional information about the
particular experiences, qualifications, attributes and skills of each Trustee of
the Trust. The Trustees believe that each Trustee is qualified to serve on the
board of Trustees in view of (i) the particular experiences, qualifications,
attributes and skills of that Trustee, as summarized below and in the table
above, and (ii) the actual service and commitment of each Trustee during his or
her tenure with the Trust, including the demonstrated ability of each Trustee to
exercise effective business judgment in the performance of his or her
duties.
Interested Trustees
Garrett
Thornburg, Chairman of Trustees since 1984. Garrett Thornburg is the
chairman of Trustees for Thornburg Investment Trust. Mr. Thornburg founded
Thornburg Investment Management, Inc. in 1982, Thornburg Securities Corporation
in 1984, and Thornburg Investment Trust in 1984. Before forming Thornburg, Mr.
Thornburg was a limited partner of Bear Stearns & Co. and a founding member
of that firm’s public finance department. He also was chief financial officer of
New York State’s Urban Development Corporation, and served as financial advisor
to the State of New Mexico’s Board of Finance. He is a member of the Board of
Governors of the Investment Company Institute and serves on the Board of
Directors of the New Mexico School for the Arts – Art Institute. He is also the
President of the Thornburg Foundation, and former recipient of the
Philanthropist of the Year award from the Journal Santa Fe. He is a former board
member of the National Dance Institute of New Mexico, the Santa Fe Institute and
the Santa Fe Community Foundation. Mr. Thornburg received his BA from Williams
College and his MBA from Harvard University.
Brian J.
McMahon, Trustee since 2001, member of Governance & Nominating Committee
and Operations Risk Oversight Committee. Brian McMahon is the vice chairman of
Thornburg Investment Trust and a managing director, and the chief investment
officer of Thornburg Investment Management, Inc. Joining Thornburg in 1984, Mr.
McMahon participated in organizing and managing each Fund of the Trust, served
as Thornburg’s president from 1997 until 2016, as its chief executive officer
from 2008 until 2016, as its chief; investment officer from 2016 until 2019,
and, as chief investment strategist, he currently serves as a key voice for the
investment team and Thornburg clients. Before joining Thornburg, Mr. McMahon
held various corporate finance positions at Norwest Bank. Mr. McMahon received
his BA in Economics and Russian Studies from the University of Virginia and his
MBA from the Amos Tuck School at Dartmouth College.
Independent Trustees
Sally
Corning, Trustee since 2012, member of Audit Committee and member of
Governance & Nominating Committee. Sally Corning is a founding partner of
Santa Fe, New Mexico based private equity firm, Sun Mountain Capital. Prior to
forming Sun Mountain, Ms. Corning spent 15 years working in private equity and
investment banking for Credit Suisse, Morgan Stanley and Dean Witter Reynolds.
In addition to sitting on the corporate boards of certain of the private
portfolio companies that Sun Mountain Capital has invested in, Ms. Corning has
served on the boards of several nonprofit organizations, including the Santa Fe
Preparatory School, the Santa Fe Community Foundation, the Santa Fe Mountain
Center, and the Westside YMCA in New York City, and is a current member of the
board and the finance committee of Excellent Schools New Mexico. Ms. Corning
holds a bachelor’s degree in Finance from Georgetown University and an MBA from
Columbia University’s Graduate School of Business.
Susan H.
Dubin, Trustee since 2004, member of Audit Committee and Operations Risk
Oversight Committee. Susan Dubin manages the investments for her extended
family. From 1974 to 1996 Ms. Dubin was a vice president of JP Morgan Chase
& Co. (formerly Chemical Bank) where she was involved in corporate banking,
marketing of financial services to corporate customers, and the delivery of
private banking services. Ms. Dubin has served with numerous community and
charitable organizations, including the MICDS (Mary Institute and St. Louis
Country Day School) in St. Louis, Missouri, the Battery Dance Company in New
York City, and the National Dance Institute – New Mexico, Inc. She received her
BA from Briarcliff College.
David L.
Gardner, Trustee since 2015, Chair of Governance & Nominating Committee
and member of Operations Risk Oversight Committee. David Gardner is a retired
executive from the global asset management industry, most notably as an original
team member of iShares ETFs. Mr. Gardner has over 25 years of experience in the
global asset management industry and has worked extensively in the US, Asia and
Europe. Prior to joining iShares Mr. Gardner worked for US based asset
management firms in distribution management capacities. Mr. Gardner holds a BA
in Economics from Eastern Illinois University and a CIMA Certification from
Wharton School and Investment Management Consultants Associations.
Patrick
J. Talamantes, Trustee since 2019, Chair of Audit Committee. Patrick
Talamantes is President of Talamantes Strategies, a management consulting firm.
Mr. Talamantes is a former executive from the news and media industry, most
recently having served as Chief Executive Officer, and prior to that Chief
Financial Officer, of The McClatchy Company, a publicly traded local news
organization in various local markets across the U.S. Mr. Talamantes has over 30
years of experience in corporate finance and banking, having served as Chief
Financial Officer of Sinclair Broadcast Group, Inc., Treasurer of River City
Broadcasting, LP, and Vice President of Chemical Banking Corporation. Mr.
Talamantes has board experience through his service on the boards of various
McClatchy investees. He has also served as a past chair of the Greater
Sacramento Economic Council, a private-public partnership led by area CEOs to
develop an advanced economy. In addition, Mr. Talamantes serves on the board of
Recruitology, an HR technology startup in the recruitment space, and serves on
the board of the Breakthrough Collaborative, a non-profit that seeks to improve
education equity in 24 cities across the U.S. Mr. Talamantes has also been a
director of The Associated Press and the News Media Alliance. Mr. Talamantes
received his A.B. in Economics from Stanford University and his MBA from The
Wharton School of the University of Pennsylvania.
Owen D.
Van Essen, Trustee since 2004, Lead Independent Trustee and member of Audit
and Governance & Nominating Committees. Owen Van Essen is the president of
Dirks, Van Essen & April LLC, Santa Fe, New Mexico, which acts as a broker,
appraiser and consultant to the newspaper publishing industry. Before joining
the firm, he was general manager and business manager of the Worthington Daily
Globe, Worthington, Minnesota. Mr. Van Essen has served with numerous community,
educational, professional and charitable organizations, including most recently
the St. Michaels High School Foundation and the Santa Fe Preparatory School. He
received his BA in Business Administration from Dordt College, Iowa.
James W.
Weyhrauch, Trustee since 1996, Chair of Operations Risk Oversight Committee
and member of Audit Committee. James Weyhrauch is a real estate broker in Santa
Fe, New Mexico. Until 2019, he was is the vice chairman of the board of
directors, and was from 1997-2000 president and from 2000-2004 chief executive
officer, of Nambe LLC, a Santa Fe, New Mexico manufacturer of tabletop and
giftware products; and since 2015 has served as General Partner, Investments of
Genext LLC, a family investment partnership. Mr. Weyhrauch also has extensive
experience with other privately held enterprises, and a background in sales and
marketing. He participates in a variety of community and charitable
organizations, including the Santa Fe Chamber of Commerce, the Santa Fe
Preparatory School and Junior Achievement. Mr. Weyhrauch received his BA in
Finance from Southern Methodist University.
Structure and Responsibilities of the Board of
Trustees
The board of
Trustees is currently comprised of nine Trustees, two of whom are “interested
persons” of the Funds (as the term “interested” is defined in the 1940 Act) and
seven of whom are not interested persons of the Funds. Garrett Thornburg
currently serves as the chairman of the board of Trustees, and Owen Van Essen
currently serves as the lead independent Trustee. The lead independent Trustee
is a spokesman for and leader of the independent Trustees, and in that role the
lead independent Trustee performs a variety of functions, including: presiding
at all sessions of the independent Trustees and, in consultation with legal
counsel, preparing the agenda for each session of independent Trustees and
coordinating and directing the preparation and delivery of materials and
presentations appropriate for each session; in consultation with the Trust’s
chairman, president, fund accounting and legal counsel, preparing the draft
agenda for each general meeting of Trustees; acting as a liaison between the
independent Trustees and senior management of the advisor respecting
communications on certain topics; coordinating with and directing legal counsel
in the acquisition, preparation and development of information for review and
consideration of continuation of contracts with the advisor and affiliates; and
performing such other functions as the independent Trustees may request from
time to time. The Trustees have also established three standing committees, the
Audit Committee, the Governance and Nominating Committee, and the Operations
Risk Oversight Committee, each of which is discussed in more detail below under
the section entitled “Structure and Responsibilities of the Committees of the
Trustees.” The Trustees may form other committees when deemed
appropriate.
The Trustees
review the leadership structure of the board of Trustees and the performance of
the Trustees on an annual basis. The Trustees currently believe that the
leadership structure of the board of Trustees is appropriate, in light of the
characteristics of the Trust and each of the Funds, to enable the Trustees to
oversee the Trust and its service providers. The Trustees have considered the
number of Funds in the Trust, and the similarities and differences among the
investment objectives and strategies of those Funds, and have determined that
the board of Trustees contains a sufficient number of Trustees, and a sufficient
percentage of independent Trustees, to discharge the Trustees’ oversight
function. The Trustees believe that Mr. Thornburg’s long tenure as a Trustee of
the Trust, his ongoing association with the Trust’s advisor and the fact that
that association allows Mr. Thornburg to interact routinely with members of the
advisor’s staff, and his familiarity with the Trust’s business and affairs and
with events impacting the investment management industry more broadly, enable
Mr. Thornburg to serve as an effective chairman of the board of Trustees. The
Trustees believe that Mr. Van Essen’s long tenure as a Trustee of the Trust, his
business and other professional experience, and his familiarity with the Trust’s
business and affairs and with events impacting the investment management
industry more broadly, enable Mr. Van Essen to serve as an effective lead
independent Trustee The Trustees also believe that the scope of each committee’s
activities and the composition of each committee is currently appropriate, and
that the committee structure allows the Trustees to allocate responsibility for
various topics among the board and its committees in a manner which facilitates
the oversight of the Trust and its service providers.
The Trustees
are responsible for the general supervision of the Funds, including the
supervision of Thornburg, which provides day-to-day management of the Funds
under the terms of the Investment Advisory Agreement and Administrative Services
Agreement. As part of their annual review of the leadership structure of the
board of Trustees, described above, the Trustees consider whether the structure
of the board and its committees continues to permit the Trustees to effectively
exercise their oversight function. In that regard, the Trustees typically
consider, among other factors: the number of Trustees and each Trustee’s
qualifications, experience and skills; the frequency with which the Trustees and
their committees confer with representatives of Thornburg and the Trust’s other
service providers; the number of Funds and the ability of the Trustees to devote
sufficient time and attention to matters specific to each Fund; the role of the
Funds’ chief compliance officer and the opportunity for the Trustees to interact
with the chief compliance officer; and the composition of each committee of the
Trustees and the scope of the responsibilities delegated to those
committees.
The Funds
are subject to a number of risks, including investment, compliance, operational
and valuation risks. On a day-to-day basis, risk management is the
responsibility of Thornburg and the Funds’ other service providers. Risk
oversight also comprises part of the Trustees’ general oversight function. The
Trustees and their committees seek to monitor risks to the Funds by meeting no
less frequently than quarterly (and in practice, more often) with senior
officers of the Trust, members of the Funds’ portfolio management teams, the
Funds’ chief compliance officer and the Funds’ legal counsel, and by receiving
periodic reports from the Funds’ independent registered public accounting firm
and other service providers to the Funds. The Trust’s Operations Risk Oversight
Committee assists the Trustees in reviewing and evaluating the identification,
analysis and management of operations risk by Thornburg and other significant
service providers to the Trust. The duties of the Operations Risk Oversight
Committee are described in more detail below under the section entitled
“Structure and Responsibilities of the Committees of the Trustees.” The Trustees
have also adopted various written policies and procedures designed to address
particular risks to the Funds, including the detection and prevention of
violations of federal securities laws. At least annually, the Trustees receive a
report from the Funds’ chief compliance officer respecting the effectiveness of
those policies and procedures. Notwithstanding the foregoing, the Trustees
acknowledge that it is not possible to identify all of the risks that may affect
the Funds or to develop processes and controls to eliminate or mitigate the
occurrence or effects of certain risks on the Funds. Furthermore, some risks may
simply be beyond the control of the Funds or their service providers. The
Trustees may, at any time and in their sole discretion, change the manner in
which they supervise risk.
Structure and Responsibilities of the Committees of the
Trustees
The Trustees
have an Audit Committee, which is comprised of five Trustees who are not
interested persons, Patrick J. Talamantes (chair), Sally Corning, Susan H.
Dubin, Owen Van Essen, and James W. Weyhrauch. The Audit Committee discharges
its duties in accordance with an Audit Committee Charter, which provides that
the committee will, among other functions: (i) evaluate the independence,
performance and qualifications of the Trust’s independent accountants; (ii)
receive and review reports from the independent accountants respecting the
planning, scope and staffing of audits of the Funds’ financial statements, the
accountants’ independence, the accountants’ internal quality control procedures,
all accounting policies and procedures identified by the accountants as critical
to the preparation of the Funds’ annual financial statements, all non-audit
services provided by the auditors for the Funds, and any material issues in any
peer review, governmental investigation, or otherwise respecting any audit
conducted by the accountants; (iii) receive and review results of audits of the
Funds’ financial statements with the independent accountants, including any
deficiencies, uncorrected misstatements, or similar matters identified by the
accountants during such an audit, any material alternative accounting treatments
that the accountants discussed with the Funds’ management during the audit, and
any disagreements between the accountants and management respecting financial
reporting matters; (iv) perform the applicable duties imposed on a mutual fund’s
governing board by the Investment Company Act of 1940, and by regulations and
guidance thereunder, with respect to oversight of portfolio pricing and
valuation; (v) receive and review the Funds’ annual audited financial statements
and semi-annual unaudited financial statements; (vi) receive and review
communications from management, and at least annually from the independent
accountants, respecting matters arising in connection with periodic
certifications under Form N-CSR; (vii) receive and review complaints from any
source regarding accounting, internal accounting controls, financial reporting
or disclosure, and audit matters relating to the Trust; (viii) require the
Trust’s legal counsel to report to the committee any matter which may have a
significant effect on a Fund’s financial statements; (ix) receive and review any
report made to the committee in accordance with any compliance policy or
procedure subject to the oversight of the committee, and receive and review
reports from the chief compliance officer on matters relating to the committee’s
responsibilities; (x) receive and review reports from management’s mutual
fund administration department to evaluate the functioning of that department;
(xi) to the extent the Audit Committee determines that it may be necessary or
appropriate to the functions of the committee, receive and review reports from
representatives of other significant service providers to the Trust to evaluate
the services delivered by those providers; and (xii) such other matters assigned
by the Trustees to the committee. The Audit Committee is also responsible for
the selection of the independent accountants that audit the Funds’ annual
financial statements. The committee held four meetings in the Trust’s fiscal
year ended September 30, 2022.
The Trustees
have a Governance and Nominating Committee, which is comprised of four Trustees,
David Gardner (chair), Brian J. McMahon, Sally Corning, and Owen D. Van Essen.
Mr. Gardner, Ms. Corning and Mr. Van Essen are not interested persons. Mr.
McMahon is an interested person because he is a director and an officer of the
Funds’ investment advisor, but is prohibited from participating in the selection
or nomination of individuals to serve as independent Trustees of the Trust. The
Governance and Nominating Committee discharges its duties in accordance with a
Governance and Nominating Committee Charter, which provides that the committee
will: (i) conduct evaluations of the performance of the Trustees and their
committees in accordance with the Trust’s Corporate Governance Procedures and
Guidelines (the “Governance Procedures”); (ii) select and nominate individuals
for election as Trustees of the Trust who are not “interested persons” of the
Trust as that term is defined in the 1940 Act; and (iii) perform the additional
functions specified in the Governance Procedures and such other functions
assigned by the Trustees to the committee from time to time. The committee is
authorized to consider for nomination as candidates to serve as Trustees
individuals recommended by shareholders in accordance with the Trust’s Procedure
for Shareholder Communications to Trustees. In accordance with that Procedure
for Shareholder Communications to Trustees, shareholders may recommend
candidates to serve as Trustees by sending their recommendations to any one or
more of the Trustees by United States. Mail or courier delivery at the address
of the Trust’s investment advisor. The committee held two meetings in the
Trust’s fiscal year ended September 30, 2022.
The Trustees
have an Operations Risk Oversight Committee, which is comprised of four
Trustees, James W. Weyhrauch (chair), Susan H. Dubin, David L. Gardner, and
Brian J. McMahon. Mr. Weyhrauch, Ms. Dubin and Mr. Gardner are not interested
persons. As noted above, Mr. McMahon is an interested person because he is a
director and an officer of the Funds’ investment advisor. The Operations Risk
Oversight Committee discharges its duties in accordance with an Operations Risk
Oversight Committee Charter, which provides that the committee will: (i) receive
and review, preliminary to its presentation to the Trustees, the annual report
of the Trust’s chief compliance officer respecting the Trust’s compliance
policies and procedures; (ii) receive and review reports from Thornburg
respecting trade execution and the use of client commissions; (iii) receive and
review reports from Thornburg respecting its administration of the investment
advisor’s policy on voting proxies; (iv) receive and review reports from
Thornburg respecting the Funds’ account service arrangements; (v) receive each
report submitted by Thornburg or counsel which is required to be submitted to
the committee by a policy or procedure of the Trust or Thornburg; (vi) receive
and review reports submitted by the chief compliance officer or counsel with
respect to any compliance policy or procedure subject to the oversight of the
committee that relates to (A) any revision to such a policy or procedure
identified by the chief compliance officer or counsel as potentially material,
(B) any violation of such a policy or procedure identified as potentially
material, and (C) any error or exception in the administration of such a policy
or procedure identified as potentially material; (vii) receive and review
reports submitted by Thornburg respecting the Trust’s transfer agent, firms
providing shareholder services, custodians, records storage providers, business
continuity and disaster recovery contractors, and other significant service
providers to evaluate the services delivered by those providers; (viii) receive
and review reports submitted by Thornburg respecting computer systems and
software, electronic communications systems and other technological systems and
developments pertaining to the operations of the Trust; (ix) receive and review
any changes to contracts with the providers referenced in the preceding two
items which are submitted to the committee for review, to the extent such
changes would materially affect the scope of the services that those providers
deliver to the Trust; (x) confer with Thornburg respecting liability insurance
and fidelity bond coverage for the Trust and the Trustees, at the time of
proposed renewals of those policies, and make recommendations respecting
coverage to the Trustees; (xi) receive and review reports submitted by Thornburg
relating to Thornburg’s committee and staff assigned to risk identification,
analysis and management; (xii) receive and review reports submitted by Thornburg
relating liquidity, cybersecurity, derivatives transactions, and anti-money
laundering compliance; and (xiii) such other matters assigned by the Trustees to
the committee. The committee held three meetings in the Trust’s fiscal year
ended September 30, 2022.
Compensation of Trustees
The officers
and Trustees affiliated with Thornburg serve without any compensation from the
Trust. The Trust compensates each Trustee who is not an interested person of the
Trust at an annual rate of $210,000, payable quarterly. Fifteen percent of each
quarterly payment must be invested by the Trustee in one or more of the Funds,
as the Trustee selects, and is subject to an undertaking by the Trustee to
retain the shares during the Trustee’s tenure. In addition, the Trust
compensates each Trustee $20,000 for each meeting of Trustees attended by the
Trustee in person, or video conference, or by telephone, provided, however, that
the compensation is $10,000 for each meeting attended by video conference or by
telephone in excess of one such meeting or session in any calendar year. General
meetings of Trustees on two or more successive days will be considered one
meeting for this purpose.
The Trust
also compensates each Trustee $7,000 for each session of independent Trustees
attended by the Trustee in excess of five sessions in any calendar year.
Notwithstanding the preceding sentence, a session of independent Trustees will
not be considered separately compensable if held within one day before or after
any session of a general meeting of Trustees.
The Trust
compensates the lead independent Trustee and the chair of each standing
committee an additional annual compensation, payable in quarterly installments.
The individual who serves as lead independent Trustee receives an additional
annual compensation of $50,000, the chair of the Audit Committee receives an
additional annual compensation of $20,000, and the chair of the Governance and
Nominating Committee and the chair of the Operations Risk Oversight Committee
each receive an additional annual compensation of $15,000.
The Trust
compensates each independent Trustee $3,500 for each session with a Trust
service provider, except that if the Trustee is required to travel away from
home for the session or sessions, the Trust compensates the Trustee $7,000 for
each session of one or two days and $3,500 for each additional day on which a
session is conducted.
Independent
Trustees are not separately compensated for days spent attending continuing
education programs, or for time spent traveling to meetings, continuing
education programs or sessions with service providers, apart from the
compensation stated in the preceding paragraphs.
The Trust
reimburses each independent Trustee for travel and certain out-of-pocket
expenses incurred by the Trustee in connection with attending meetings,
including attendance at any seminar or educational program relating to the
Trustee’s service for the Trust. The Trust does not pay retirement or pension
benefits.
The Trust
paid fees to the Trustees during the fiscal year ended September 30, 2022 as
follows:
Name
of Trustee |
|
Aggregate
Compensation from Trust |
|
|
Pension
or Retirement Benefits Accrued as Part of
Expenses |
|
|
Estimated
Annual Benefits Upon Retirement |
|
|
Total
Compensation from Trust and Fund Complex Paid to Trustee |
|
Interested
Trustees |
Garrett
Thornburg |
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
0 |
|
Brian
J. McMahon |
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
0 |
|
Independent
Trustees |
Sally
Corning |
|
$ |
316,000
|
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
316,000
|
|
Susan
H. Dubin |
|
$ |
311,000
|
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
311,000
|
|
David
L. Gardner |
|
$ |
326,000
|
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
326,000
|
|
Patrick
J. Talamantes |
|
$ |
326,000
|
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
326,000
|
|
Owen
D. Van Essen |
|
$ |
354,750
|
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
354,750
|
|
James
W. Weyhrauch |
|
$ |
326,000
|
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
326,000
|
|
Certain Ownership Interests of Trustees
Column (2)
of the following table shows the dollar range of the shares owned beneficially
by each Trustee as of December 31, 2022 in each Fund described in this Statement
of Additional Information.
Garrett
Thornburg |
Global
Opportunities Fund |
Over
$100,000 |
|
|
International
Equity Fund |
Over
$100,000 |
|
|
Better
World International Fund |
Over
$100,000 |
|
|
International
Growth Fund |
Over
$100,000 |
|
|
Developing
World Fund |
Over
$100,000 |
|
|
Small/Mid
Cap Core Fund |
Over
$100,000 |
|
|
Small/Mid
Cap Growth Fund |
Over
$100,000 |
|
|
Investment
Income Builder Fund |
Over
$100,000 |
|
|
Summit
Fund |
Over
$100,000 |
|
|
Short
Duration Municipal Fund |
Over
$100,000 |
|
|
Limited
Term Municipal Fund |
Over
$100,000 |
|
|
Intermediate
New Mexico Fund |
Over
$100,000 |
|
|
Strategic
Municipal Income Fund |
Over
$100,000 |
|
|
Total
Holdings |
|
Over
$100,000 |
|
|
|
|
Brian
J. McMahon |
Global
Opportunities Fund |
Over
$100,000 |
|
|
International
Equity Fund |
Over
$100,000 |
|
|
Better
World International Fund |
Over
$100,000 |
|
|
International
Growth Fund |
Over
$100,000 |
|
|
Developing
World Fund |
Over
$100,000 |
|
|
Small/Mid
Cap Core Fund |
Over
$100,000 |
|
|
Small/Mid
Cap Growth |
Over
$100,000 |
|
|
Investment
Income Builder Fund |
Over
$100,000 |
|
|
Ultra
Short Income Fund |
Over
$100,000 |
|
|
Short
Duration Municipal Fund |
Over
$100,000 |
|
|
Limited
Term Municipal Fund |
Over
$100,000 |
|
|
Intermediate
New Mexico Fund |
Over
$100,000 |
|
|
Intermediate
Municipal Fund |
Over
$100,000 |
|
|
Strategic
Municipal Income Fund |
Over
$100,000 |
|
|
Total
Holdings |
|
Over
$100,000 |
|
|
|
|
Sally
Corning |
Global
Opportunities Fund |
Over
$100,000 |
|
|
International
Equity Fund |
Over
$100,000 |
|
|
Better
World International Fund |
Over
$100,000 |
|
|
International
Growth Fund |
$50,001
- $100,000 |
|
|
Developing
World Fund |
Over
$100,000 |
|
|
Small/Mid
Cap Core Fund |
Over
$100,000 |
|
|
Small/Mid
Cap Growth Fund |
$50,001
- $100,000 |
|
|
Investment
Income Builder Fund |
$50,001
- $100,000 |
|
|
Summit
Fund |
Over
$100,000 |
|
|
Limited
Term U.S. Government Fund |
$1-$10,000 |
|
|
Limited
Term Income Fund |
$1-$10,000 |
|
|
Strategic
Income Fund |
Over
$100,000 |
|
|
Limited
Term Municipal Fund |
$1-$10,000 |
|
|
Total
Holdings |
|
Over
$100,000 |
|
|
|
|
Susan
H. Dubin |
Global
Opportunities Fund |
Over
$100,000 |
|
|
International
Equity Fund |
$50,001
- $100,000 |
|
|
Better
World International Fund |
$50,001
- $100,000 |
|
|
International
Growth Fund |
$50,001
- $100,000 |
|
|
Developing
World Fund |
Over
$100,000 |
|
|
Investment
Income Builder Fund |
$50,001
- $100,000 |
|
|
Strategic
Income Fund |
$50,001
- $100,000 |
|
|
Small/Mid
Cap Core Fund |
$10,001-$50,000 |
|
|
Small/Mid
Cap Growth Fund |
$10,001-$50,000 |
|
|
Limited
Term Income Fund |
$50,001
- $100,000 |
|
|
Limited
Term Municipal Fund |
$50,001
- $100,000 |
|
|
Intermediate
Municipal Fund |
Over
$100,000 |
|
|
Total
Holdings |
|
Over
$100,000 |
|
|
|
|
David
L. Gardner |
Small/Mid
Cap Core Fund |
Over
$100,000 |
|
|
Total
Holdings |
|
Over
$100,000 |
|
|
|
|
Patrick
J. Talamantes |
Investment
Income Builder Fund |
Over
$100,000 |
|
|
Total
Holdings |
|
Over
$100,000 |
|
|
|
|
Owen
Van Essen |
Global
Opportunities Fund |
Over
$100,000 |
|
|
International
Equity Fund |
Over
$100,000 |
|
|
Better
World International Fund |
Over
$100,000 |
|
|
International
Growth Fund |
Over
$100,000 |
|
|
Developing
World Growth Fund |
Over
$100,000 |
|
|
Investment
Income Builder Fund |
Over
$100,000 |
|
|
Summit
Fund |
Over
$100,000 |
|
|
Strategic
Income Fund |
Over
$100,000 |
|
|
Intermediate
Municipal Fund |
Over
$100,000 |
|
|
Total
Holdings |
|
Over
$100,000 |
|
|
|
|
James
W. Weyhrauch |
Global
Opportunities Fund |
$50,001
- $100,000 |
|
|
International
Equity Fund |
$10,001-$50,000 |
|
|
Better
World International Fund |
$10,001-$50,000 |
|
|
Developing
World Fund |
$10,001-$50,000 |
|
|
Small/Mid
Cap Core Fund |
$50,001
- $100,000 |
|
|
Small/Mid
Cap Growth Fund |
$10,001-$50,000 |
|
|
Investment
Income Builder Fund |
Over
$100,000 |
|
|
Summit
Fund |
Over
$100,000 |
|
|
Strategic
Income Fund |
$10,001-$50,000 |
|
|
Strategic
Municipal Income Fund |
$10,001-$50,000 |
|
|
Total
Holdings |
|
Over
$100,000 |
Personal Securities Transactions of Personnel
The Trust,
the investment advisor to the Trust, and the distributor for the advisor and the
Trust, each have adopted a code of ethics under Rule 17j-1 of the 1940 Act.
Specified personnel of the Trust, investment advisor and distributor, including
individuals engaged in investment management activities and others are permitted
under the codes of make personal investments in securities, including securities
that may be purchased or held by the Funds. Certain investments are prohibited
or restricted as to timing, and personnel subject to the codes must report their
investment activities to a compliance officer.
INFORMATION ABOUT PORTFOLIO MANAGERS
Displayed
below is additional information about the portfolio managers identified in the
Prospectus.
Portfolio Manager Compensation
The
compensation of each portfolio manager includes an annual salary, annual bonus,
and company-wide profit sharing. Each manager currently named in the Prospectus
also owns equity shares in the investment advisor, Thornburg. Both the salary
and bonus are reviewed approximately annually for comparability with salaries of
other portfolio managers in the industry, using survey data obtained from
compensation consultants. The annual bonus is subjective. Criteria that are
considered in formulating the bonus include, but are not limited to, the
following: revenues available to pay compensation of the manager and all other
expenses related to supporting the accounts managed by the manager, including
the Trust; multiple year historical total return of accounts managed by the
manager, including the Trust, relative to market performance and similar
investment companies; single year historical total return of accounts managed by
the manager, including the Trust, relative to market performance and similar
investment companies; the degree of sensitivity of the manager to potential tax
liabilities created for account holders in generating returns, relative to
overall return. There is no material difference in the method used to calculate
the manager’s compensation with respect to the Trust and other accounts managed
by the manager, except that certain accounts managed by the manager may have no
income or capital gains tax considerations. To the extent that the manager
realizes benefits from capital appreciation and dividends paid to shareholders
of Thornburg, such benefits accrue from the overall financial performance of
Thornburg.
Conflicts of Interest
Most
investment advisors and their portfolio managers manage investments for multiple
clients, including mutual funds, private accounts, and retirement plans. In any
case where a portfolio manager manages the investments of two or more accounts,
there is a possibility that conflicts of interest could arise between the
manager’s management of a Fund’s investments and the manager’s management of
other accounts. These conflicts could include:
|
● |
Allocating
a favorable investment opportunity to one account but not
another. |
|
● |
Directing
one account to buy a security before purchases through other accounts
increase the price of the security in the
marketplace. |
|
● |
Giving
substantially inconsistent investment directions at the same time to
similar accounts, so as to benefit one account over
another. |
|
● |
Obtaining
services from brokers conducting trades for one account, which are used to
benefit another account. |
The Trust’s
investment advisor, Thornburg, has informed the Trust that it has considered the
likelihood that any material conflicts of interest could arise between a
manager’s management of the Funds’ investments and the manager’s management of
other accounts. Thornburg has also informed the Trust that it has not identified
any such conflicts that may arise, and has concluded that it has implemented
policies and procedures to identify and resolve any such conflict if it did
arise.
Accounts Managed By Portfolio Managers
Set out
below for each portfolio manager named in the Prospectus is information
respecting the accounts managed by the manager. Except as otherwise noted below,
the information presented is current as of September 30, 2022. The information
includes the Fund or Funds as to which each individual is a portfolio manager.
Except as noted below, as of September 30, 2022 the advisory fee for each of the
accounts was not based on the investment performance of the account.
Nick Anderson
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
1 |
920,688,900 |
Other
Pooled Investment Vehicles: |
0 |
0 |
Other
Accounts: |
177 |
28,543,781 |
David Ashley
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
7 |
5,847,501,023 |
Other
Pooled Investment Vehicles: |
0 |
0 |
Other
Accounts: |
230 |
1,210,872,260 |
John C. Bonnell
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
7 |
5,847,501,023 |
Other
Pooled Investment Vehicles: |
0 |
0 |
Other
Accounts: |
230 |
1,210,872,260 |
Jason Brady
Type of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered Investment Companies: |
6 |
24,798,082,891 |
Other Pooled Investment Vehicles: |
6 |
351,517,585 |
Other Accounts: |
15 |
376,701,813 |
Matt Burdett
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
3 |
11,911,695,502 |
Other
Pooled Investment Vehicles: |
4 |
72,424,903 |
Other
Accounts: |
74 |
105,910,298 |
Lon Erickson
Type of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered Investment Companies: |
5 |
15,456,879,578 |
Other Pooled Investment Vehicles: |
5 |
331,674,301 |
Other Accounts: |
15 |
376,701,813 |
Ali Hassan
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
1 |
4,735,223,187 |
Other
Pooled Investment Vehicles: |
4 |
208,126,200 |
Other
Accounts: |
1 |
231,929,173 |
Christian Hoffmann*
Type of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered Investment Companies: |
5 |
15,456,879,578 |
Other Pooled Investment Vehicles: |
5 |
331,674,301 |
Other Accounts: |
15 |
376,701,813 |
Ben Kirby
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
4 |
10,794,105,743 |
Other
Pooled Investment Vehicles: |
4 |
30,507,569 |
Other
Accounts: |
118 |
103,374,388 |
Jeff Klingelhofer
Type of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered Investment Companies: |
6 |
15,560,303,385 |
Other Pooled Investment Vehicles: |
5 |
331,674,301 |
Other Accounts: |
16 |
423,582,805 |
Steven Klopukh
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
2 |
821,373,937 |
Other
Pooled Investment Vehicles: |
0 |
0 |
Other
Accounts: |
15 |
24,735,869 |
Eve Lando
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
7 |
5,847,501,023 |
Other
Pooled Investment Vehicles: |
0 |
0 |
Other
Accounts: |
230 |
1,210,872,260 |
Emily Leveille
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
1 |
920,688,900 |
Other
Pooled Investment Vehicles: |
0 |
0 |
Other
Accounts: |
177 |
28,543,781 |
Tim McCarthy
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
2 |
821,373,937 |
Other
Pooled Investment Vehicles: |
0 |
0 |
Other
Accounts: |
15 |
24,735,869 |
Brian J. McMahon
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
2 |
10,120,574,462 |
Other
Pooled Investment Vehicles: |
4 |
77,294,892 |
Other
Accounts: |
2 |
282,872,986 |
Miguel Oleaga
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
1 |
799,214,432 |
Other
Pooled Investment Vehicles: |
3 |
57,451,608 |
Other
Accounts: |
2 |
282,872,986 |
Josh Rubin
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
1 |
934,670,713 |
Other
Pooled Investment Vehicles: |
3 |
10,664,285 |
Other
Accounts: |
115 |
32,377,087.52 |
Sean Sun
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
1 |
920,688,900 |
Other
Pooled Investment Vehicles: |
0 |
0 |
Other
Accounts: |
177 |
28,543,781 |
Lei Wang
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
2 |
2,492,639,483.80 |
Other
Pooled Investment Vehicles: |
3 |
52,581,619.21 |
Other
Accounts: |
74 |
83,313,198.35 |
Charles Wilson
Type
of Account |
Number
of
Accounts
Managed |
Total
Assets
Managed |
Registered
Investment Companies: |
1 |
934,670,713 |
Other
Pooled Investment Vehicles: |
3 |
10,664,285 |
Other
Accounts: |
115 |
32,377,088 |
*Mr.
Hoffmann became a portfolio manager of the Limited Term U.S. Government Fund,
Limited Term Income Fund and Ultra Short Income Fund on February 1, 2023, and
management of those Funds is included in the number of accounts; however, total
assets for the number of accounts shown are as of September 30, 2022.
Portfolio Managers’ Ownership of Shares in the
Funds
Displayed
below for each of the portfolio managers named in the Prospectus is the dollar
range of the individual’s beneficial ownership of shares in the Fund or Funds as
to which the individual is a manager. Except as otherwise noted below, the
information presented is current as of September 30, 2022. In each case, the
dollar range listed may include shares owned by the portfolio manager through
the manager’s self-directed account in Thornburg’s retirement plan. In addition
to the holdings noted below, each of the portfolio managers is a participant in
Thornburg’s profit sharing plan, which invests in shares of each of the
Funds.
Nick Anderson |
|
International
Growth Fund |
$100,001–$500,000 |
|
|
David Ashley |
|
Short
Duration Municipal Fund |
None |
Limited
Term Municipal Fund |
$10,001-$50,000 |
Intermediate
Municipal Fund |
$10,001-$50,000 |
Strategic
Municipal Income Fund |
$10,001-
$50,000 |
Limited
Term California Fund |
None |
Intermediate
New Mexico Fund |
None |
Intermediate
New York Fund |
None |
|
|
John C. Bonnell |
|
Short
Duration Municipal Fund |
None |
Limited
Term Municipal Fund |
None |
Intermediate
Municipal Fund |
$100,001
– $500,000 |
Strategic
Municipal Income Fund |
$100,001
– $500,000 |
Limited
Term California Fund |
None |
Intermediate
New Mexico Fund |
None |
Intermediate
New York Fund |
None |
|
|
Jason Brady |
|
Limited
Term U.S. Government Fund |
$50,001
- $100,000 |
Ultra
Short Income Fund |
over
$1,000,000 |
Limited
Term Income Fund |
over
$1,000,000 |
Strategic
Income Fund |
over
$1,000,000 |
Income
Builder Fund |
over
$1,000,000 |
|
|
Matt Burdett |
|
Income
Builder Fund |
Over
$1,000,000 |
International
Equity Fund |
$100,001-$500,000 |
|
|
Lon Erickson |
|
Limited
Term U.S. Government Fund |
$10,001
- $50,000 |
Ultra
Short Income Fund |
$500,001
- $1,000,000 |
Limited
Term Income Fund |
$10,001
- $50,000 |
Strategic
Income Fund |
$10,001
- $50,000 |
|
|
Ali Hassan |
|
Strategic
Income Fund |
$100,001–$500,000 |
|
|
Christian Hoffmann |
|
Limited
Term U.S. Government Fund |
None |
Ultra
Short Income Fund |
None |
Limited
Term Income Fund |
None |
Strategic
Income Fund |
$100,001–$500,000 |
|
|
Ben Kirby |
|
Income
Builder Fund |
over
$1,000,000 |
Developing
World Fund |
$500,001
- $1,000,000 |
Summit
Fund |
over
$1,000,000 |
|
|
Jeff Klingelhofer |
|
Limited
Term U.S. Government Fund |
$10,001
- $50,000 |
Ultra
Short Income Fund |
$10,001
- $50,000 |
Limited
Term Income Fund |
$100,001–$500,000 |
Strategic
Income Fund |
$100,001–$500,000 |
Summit
Fund |
$100,001
- $500,000 |
|
|
Steven Klopukh |
|
Small/Mid
Cap Core Fund |
None |
Small/Mid
Cap Growth Fund |
None |
|
|
Eve Lando |
|
Short
Duration Municipal Fund |
None |
Limited
Term Municipal Fund |
$1–$10,000 |
Intermediate
Municipal Fund |
$1–$10,000 |
Strategic
Municipal Income Fund |
$1–$10,000 |
Limited
Term California Fund |
None |
Intermediate
New Mexico Fund |
None |
Intermediate
New York Fund |
None |
|
|
Emily Leveille |
|
International
Growth Fund |
$1–$10,000 |
|
|
Tim McCarthy |
|
Small/Mid
Cap Core Fund |
None |
Small/Mid
Cap Growth Fund |
None |
|
|
Brian J. McMahon |
|
Income
Builder Fund |
over
$1,000,000 |
Global
Opportunities Fund |
over
$1,000,000 |
|
|
Miguel Oleaga |
|
Global
Opportunities Fund |
$500,001–$1,000,000 |
|
|
Josh Rubin |
|
Developing
World Fund |
$100,001–$500,000 |
|
|
Sean Sun |
|
International
Growth Fund |
$500,001
- $1,000,000 |
|
|
Lei Wang |
|
International
Equity Fund |
$100,001–$500,000 |
Better
World International Fund |
$500,001
- $1,000,000 |
|
|
Charles Wilson |
|
Developing
World Fund |
$500,001–$1,000,000 |
PRINCIPAL HOLDERS OF SECURITIES
Global
Opportunities Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held approximately 2% of the Class I shares of the Fund, and held less
than 1% of the Class A or Class C shares of the Fund. As of December 31, 2022,
the following persons were known to have held or record or beneficially 5% or
more of Class A, Class C or Class I shares of the Fund:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Global
Opportunities Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENEFIT OF ITS CUSTOMERS
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
14.25% |
Global
Opportunities Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
11.63% |
Global
Opportunities Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS MO 63103-2523 |
8.59% |
Global
Opportunities Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
8.58% |
Global
Opportunities Fund |
Class
A |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY A/C FBO CUSTOMERS
ATTN
MUTUAL FUNDS
211
MAIN STREET
SAN
FRANCISCO CA 94105-1901 |
6.83% |
Global
Opportunities Fund |
Class
A
shares |
RAYMOND
JAMES OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
6.09% |
Global
Opportunities Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT OF ITS CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
5.86% |
Global
Opportunities Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
27.51% |
Global
Opportunities Fund |
Class
C
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
12.25% |
Global
Opportunities Fund |
Class
C
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
9.03% |
Global
Opportunities Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
8.71% |
Global
Opportunities Fund |
Class
C
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
8.56% |
Global
Opportunities Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
8.30% |
Global
Opportunities Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
7.35% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Global
Opportunities Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
5.60% |
Global
Opportunities Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
17.13% |
Global
Opportunities Fund |
Class
I
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
12.03% |
Global
Opportunities Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
11.39% |
Global
Opportunities Fund |
Class
I
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
9.74% |
Global
Opportunities Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
9.12% |
Global
Opportunities Fund |
Class
I
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
8.42% |
Global
Opportunities Fund |
Class
I
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
6.33% |
Global
Opportunities Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY A/C FBO CUSTOMERS
ATTN
MUTUAL FUNDS
211
MAIN STREET
SAN
FRANCISCO CA 94105-1901 |
5.70% |
International
Equity Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held less than 1% of the Class A, Class C or Class I shares of the Fund.
As of December 31, 2022, the following persons were known to have held of record
or beneficially 5% or more of the Fund’s Class A, Class C or Class I
shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
International
Equity Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
21.86% |
International
Equity Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT OF ITS CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
9.10% |
International
Equity Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
8.73% |
International
Equity Fund |
Class
A
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE
BENEFIT
OF CUSTOMERS REINVEST ACCT
ATTN
MUTUAL FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
8.60% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
International
Equity Fund |
Class
A
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
7.39% |
International
Equity Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
7.11% |
International
Equity Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
6.72% |
International
Equity Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
5.40% |
International
Equity Fund |
Class
C
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
19.67% |
International
Equity Fund |
Class
C
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
14.10% |
International
Equity Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
14.05% |
International
Equity Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
12.48% |
International
Equity Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
7.20% |
International
Equity Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
6.15% |
International
Equity Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
6.11% |
International
Equity Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
28.34% |
International
Equity Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
13.76% |
International
Equity Fund |
Class
I
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
12.79% |
International
Equity Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCTATTN MUTUAL
FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
7.88% |
Better
World International Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held approximately 9% of the Class I shares of the Fund, and held less
than 1% of the Class A and Class C shares of the Fund. As of December 31, 2022,
the following persons were known to have held of record or beneficially 5% or
more of the Fund’s Class C or Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Better
World International Fund |
Class
A shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT ATTN MUTUAL
FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
26.35% |
Better
World International Fund |
Class
A shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
19.28% |
Better
World International Fund |
Class
A shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
13.82% |
Better
World International Fund |
Class
A
shares |
TD
AMERITRADE INC
FBO
OUR CUSTOMERS
PO BOX
2226
OMAHA
NE 68103-2226 |
6.70% |
Better
World International Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
22.04% |
Better
World International Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
16.89% |
Better
World International Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
16.70% |
Better
World International Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
11.70% |
Better
World International Fund |
Class
C shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY A/C FBO CUSTOMERS ATTN MUTUAL FUNDS
211
MAIN STREET
SAN
FRANCISCO CA 94105-1901 |
10.97% |
Better
World International Fund |
Class
C
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
7.19% |
Better
World International Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
15.28% |
Better
World International Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT ATTN MUTUAL
FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
13.78% |
Better
World International Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
12.60% |
Better
World International Fund |
Class
I
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
11.50% |
Better
World International Fund |
Class
I
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
6.58% |
International
Growth Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held less than 1% of the Class A, Class C or Class I shares of the Fund.
As of December 31, 2022, the following persons were known to have held of record
or beneficially 5% or more of the Fund’s Class A, Class C or Class I
shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
International
Growth Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
28.17% |
International
Growth Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT OF ITS CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
7.16% |
International
Growth Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
7.05% |
International
Growth Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
6.70% |
International
Growth Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
5.73% |
International
Growth Fund |
Class
A
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
5.55% |
International
Growth Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
5.14% |
International
Growth Fund |
Class
C
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
24.71% |
International
Growth Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
22.12% |
International
Growth Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
11.13% |
International
Growth Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
5.64% |
International
Growth Fund |
Class
C
shares |
AMERICAN
ENTERPRISE INVESTMENT SVC FBO # 41999970
707
2ND AVE S
MINNEAPOLIS
MN 55402-2405 |
5.58% |
International
Growth Fund |
Class
C
shares |
RBC
CAPITAL MARKETS LLC
MUTUAL
FUND OMNIBUS PROCESSING
ATTN
MUTUAL FUND OPS MANAGER
250
NICOLLET MALL STE 1400
MINNEAPOLIS
MN 55401-7554 |
5.49% |
International
Growth Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
5.14% |
International
Growth Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
59.28% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
International
Growth Fund |
Class
I
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
6.01% |
International
Growth Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT ATTN MUTUAL
FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
5.25% |
Developing
World Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held less than 1% of the Class A, Class C or Class I shares of the Fund.
As of December 31, 2022, the following persons were known to have held or record
or beneficially 5% or more of Class A, Class C or Class I shares of the
Fund:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Developing
World Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
20.8% |
Developing
World Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
11.56% |
Developing
World Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
10.75% |
Developing
World Fund |
Class
A
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
7.96% |
Developing
World Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
7.25% |
Developing
World Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
7.15% |
Developing
World Fund |
Class
A
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY A/C FBO CUSTOMERS ATTN MUTUAL FUNDS
211
MAIN STREET
SAN
FRANCISCO CA 94105-1901 |
5.23% |
Developing
World Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
29.81% |
Developing
World Fund |
Class
C
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
27.95% |
Developing
World Fund |
Class
C
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
11.45% |
Developing
World Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
8.08% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Developing
World Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
5.02% |
Developing
World Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
31.85 |
Developing
World Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
22.32% |
Developing
World Fund |
Class
I
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
13.35% |
Developing
World Fund |
Class
I
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
9.05% |
Developing
World Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT ATTN MUTUAL
FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
6.22% |
Small/Mid
Cap Core Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held approximately 15% of the Class I shares of the Fund, and held less
than 1% of the Class A and Class C shares of the Fund. As of December 31, 2022,
the following persons were known to have held of record or beneficially 5% or
more of the Fund’s Class A, Class C or Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Small/Mid
Cap Core Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
12.07% |
Small/Mid
Cap Core Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
11.78% |
Small/Mid
Cap Core Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
9.69% |
Small/Mid
Cap Core Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
8.51% |
Small/Mid
Cap Core Fund |
Class
A
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
6.34% |
Small/Mid
Cap Core Fund |
Class
A
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
5.66% |
Small/Mid
Cap Core Fund |
Class
C
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
12.61% |
Small/Mid
Cap Core Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
12.12% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Small/Mid
Cap Core Fund |
Class
C
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
9.84% |
Small/Mid
Cap Core Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
9.48% |
Small/Mid
Cap Core Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
8.69% |
Small/Mid
Cap Core Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
6.90% |
Small/Mid
Cap Core Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
6.24% |
Small/Mid
Cap Core Fund |
Class
C
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
6.17% |
Small/Mid
Cap Core Fund |
Class
I
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
13.26% |
Small/Mid
Cap Core Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
8.85% |
Small/Mid
Cap Core Fund |
Class
I
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
8.14% |
Small/Mid
Cap Core Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT ATTN MUTUAL
FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
7.77% |
Small/Mid
Cap Core Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
5.03% |
Small/Mid
Cap Growth Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held approximately 16% of the Class I shares of the Fund, and held less
than 1% of the Class A and Class C shares of the Fund. As of December 31, 2022,
the following persons were known to have held of record or beneficially 5% or
more of the Fund’s Class A, Class C or Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Small/Mid
Cap Growth Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
10.44% |
Small/Mid
Cap Growth Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
10.44% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Small/Mid
Cap Growth Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
9.82% |
Small/Mid
Cap Growth Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
9.45% |
Small/Mid
Cap Growth Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
8.98% |
Small/Mid
Cap Growth Fund |
Class
A
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY A/C FBO CUSTOMERS
ATTN
MUTUAL FUNDS
211
MAIN STREET
SAN
FRANCISCO CA 94105-1901 |
6.27% |
Small/Mid
Cap Growth Fund |
Class
A
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
5.84% |
Small/Mid
Cap Growth Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
17.26% |
Small/Mid
Cap Growth Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
16.76% |
Small/Mid
Cap Growth Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
11.59% |
Small/Mid
Cap Growth Fund |
Class
C
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
10.33% |
Small/Mid
Cap Growth Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
5.74% |
Small/Mid
Cap Growth Fund |
Class
C
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
5.73% |
Small/Mid
Cap Growth Fund |
Class
I
shares |
WILLIAM
V FRIES ELINOR HAMILL FRIES TTEES FRIES ASSET MANAGEMENT TRUST DTD 4/25/05
C/O THORNBURG INVESTMENT MANAGEMENT INC
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
16.07% |
Small/Mid
Cap Growth Fund |
Class
I
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
10.51% |
Small/Mid
Cap Growth Fund |
Class
I
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
8.30% |
Small/Mid
Cap Growth Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
7.35% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Small/Mid
Cap Growth Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT
ATTN
MUTUAL FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
6.61% |
Small/Mid
Cap Growth Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
6.57% |
Small/Mid
Cap Growth Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
5.87% |
Income
Builder Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held approximately 2% of the Class I shares of the Fund, and held than 1%
of the Class A or Class C shares of the Fund. As of December 31, 2022, the
following persons were known to have held of record or beneficially 5% or more
of Class A, Class C or Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Income
Builder Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
16.30% |
Income
Builder Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
14.67% |
Income
Builder Fund |
Class
A
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
10.06% |
Income
Builder Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
9.95% |
Income
Builder Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
7.29% |
Income
Builder Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT OF ITS CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
6.79% |
Income
Builder Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
5.75% |
Income
Builder Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
31.61% |
Income
Builder Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
13.33% |
Income
Builder Fund |
Class
C
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
11.31% |
Income
Builder Fund |
Class
C
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
10.74% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Income
Builder Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
6.29% |
Income
Builder Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
5.74% |
Income
Builder Fund |
Class
C
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
5.44% |
Income
Builder Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
5.15% |
Income
Builder Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
15.51% |
Income
Builder Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
12.40% |
Income
Builder Fund |
Class
I
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
12.03% |
Income
Builder Fund |
Class
I
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
11.46% |
Income
Builder Fund |
Class
I
shares |
MLPF&S
FOR THE SOLE BENEFIT OF ITS CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
6.53% |
Income
Builder Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY A/C FBO CUSTOMERS
ATTN
MUTUAL FUNDS
211
MAIN STREET
SAN
FRANCISCO CA 94105-1901 |
6.52% |
Income
Builder Fund |
Class
I
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
6.38% |
Income
Builder Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT
ATTN
MUTUAL FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
5.48% |
Income
Builder Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
5.33% |
Income
Builder Fund |
Class
I
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
5.12% |
Summit
Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held approximately 59% of the Class I shares of the Fund and held than 1%
of the Class A shares of the Fund. As of December 31, 2022, Garret Thornburg,
2300 North Ridgetop Road, Santa Fe, New Mexico 87506-8361, was the beneficial
owner of approximately 53% of the Fund’s Class I shares. Shareholders that
beneficially own more than 25% of the voting securities of a Fund could control
the outcome of proposals presented to shareholders for approval. As of December
31, 2022, the following persons were known to have held of record or
beneficially 5% or more of the Fund’s Class A or Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Summit
Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
51.93% |
Summit
Fund |
Class
A
shares |
UBS WM
USA
SPEC
CUSTODY ACCT BEN CUSTOMERS OF UBS FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
9.97% |
Summit
Fund |
Class
A
shares |
SHERRY
MALONE DAVID M SHAVOR
JTWROS
TOD
PO BOX
670
ABIQUIU
NM 87510-0670 |
6.07% |
Summit
Fund |
Class
A
shares |
CRAIG
T MCMULLEN
MARGARET
A MCMULLEN JT WROS
C/O
THORNBURG INVESTMENT MANAGEMENT INC
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
6.06% |
Summit
Fund |
Class
A
shares |
THORNBURG
INVESTMENT MANAGEMENT INC
ATTN
CORPORATE ACCOUNTING
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
5.58% |
Summit
Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT ATTN MUTUAL
FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
27.82% |
Summit
Fund |
Class
I
shares |
PECOS
RIVER MANAGEMENT INC
TTEE
UA DTD 12/27/2000 OPPENHEIMER DESCENDANTS TRUST
PO BOX
2554
JACKSON
WY 83001-2554 |
10.52% |
Summit
Fund |
Class
I
shares |
THORNBURG
FOUNDATION
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
10.31% |
Summit
Fund |
Class
I
shares |
PECOS
RIVER MANAGEMENT INC
TTEE
UA DTD 12/24/1994
THORNBURG
DESCENDANTS TRUST
PO BOX
2554
JACKSON
WY 83001-2554 |
10.27% |
Summit
Fund |
Class
I
shares |
GARRETT
THORNBURG
REVOCABLE
LIVING TRUST
DTD
07-27-90
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
8.51% |
Summit
Fund |
Class
I
shares |
LLOYD
J THORNBURG TTEE
LLOYD
J THORNBURG REVOCABLE TRUST
C/O
THORNBURG INVESTMENT MANAGEMENT INC
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
7.41% |
Summit
Fund |
Class
I
shares |
GARRETT
THORNBURG TTEE
THORNBURG
FAMILY TSUMX GRAT 2022
UA DTD
07/08/2022
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
6.43% |
Limited
Term U.S. Government Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held approximately 20% of the Class I shares of the Fund, and held less
than 1% of the Class A, Class C or Class C2 shares of the Fund. As of December
31, 2022, the following persons were known to have held of record or
beneficially 5% or more of the Fund’s Class A, Class C, Class C2 or Class I
shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Limited
Term U.S. Government Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
20.56% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Limited
Term U.S. Government Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
15.31% |
Limited
Term U.S. Government Fund |
Class
A
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
8.74% |
Limited
Term U.S. Government Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
8.49% |
Limited
Term U.S. Government Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
6.53% |
Limited
Term U.S. Government Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
6.47% |
Limited
Term U.S. Government Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT OF ITS CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
5.40% |
Limited
Term U.S. Government Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
20.70% |
Limited
Term U.S. Government Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
13.75% |
Limited
Term U.S. Government Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
13.00% |
Limited
Term U.S. Government Fund |
Class
C
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
10.92% |
Limited
Term U.S. Government Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
8.11% |
Limited
Term U.S. Government Fund |
Class
C shares |
AMERICAN
ENTERPRISE INVESTMENT SVC
FBO #
41999970
707
2ND AVE S
MINNEAPOLIS
MN 55402-2405 |
7.79% |
Limited
Term U.S. Government Fund |
Class
C
shares |
MLPF&S
FOR THE SOLE BENEFIT OF ITS CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
6.00% |
Limited
Term U.S. Government Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
5.52% |
Limited
Term U.S. Government Fund |
Class
C2
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
100.00% |
Limited
Term U.S. Government Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
26.04% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Limited
Term U.S. Government Fund |
Class
I
shares |
THORNBURG
FOUNDATION
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
19.74% |
Limited
Term U.S. Government Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY A/C FBO CUSTOMERS ATTN MUTUAL FUNDS
211
MAIN STREET
SAN
FRANCISCO CA 94105-1901 |
9.33% |
Limited
Term U.S. Government Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
7.49% |
Limited
Term U.S. Government Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
5.96% |
Limited
Term U.S. Government Fund |
Class
I
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
5.54% |
Limited
Term Income Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held less than 1% of the Class A, Class C, Class C2 or Class I shares of
the Fund. As of December 31, 2022, the following persons were known to have held
of record or beneficially 5% or more of the Fund’s Class A, Class C, Class C2 or
Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Limited
Term Income Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT OF ITS CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
17.26% |
Limited
Term Income Fund |
Class
A
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT ATTN MUTUAL
FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
12.24% |
Limited
Term Income Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
11.70% |
Limited
Term Income Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
11.46% |
Limited
Term Income Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
10.09% |
Limited
Term Income Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
7.16% |
Limited
Term Income Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
5.83% |
Limited
Term Income Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
28.67% |
Limited
Term Income Fund |
Class
C
shares |
MLPF&S
FOR THE SOLE BENEFIT OF ITS CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP8
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
11.54% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Limited
Term Income Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
11.06% |
Limited
Term Income Fund |
Class
C
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
8.94% |
Limited
Term Income Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
7.06% |
Limited
Term Income Fund |
Class
C
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
7.00% |
Limited
Term Income Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
6.12% |
Limited
Term Income Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
6.02% |
Limited
Term Income Fund |
Class
C
shares |
AMERICAN
ENTERPRISE INVESTMENT SVC
FBO #
41999970
707
2ND AVE S
MINNEAPOLIS
MN 55402-2405 |
5.59% |
Limited
Term Income Fund |
Class
C2
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
100.00% |
Limited
Term Income Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
17.73% |
Limited
Term Income Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
10.38% |
Limited
Term Income Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
8.61% |
Limited
Term Income Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT ATTN MUTUAL
FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
8.36% |
Limited
Term Income Fund |
Class
I
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
8.13% |
Limited
Term Income Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY A/C FBO CUSTOMERS ATTN MUTUAL FUNDS
211
MAIN STREET
SAN
FRANCISCO CA 94105-1901 |
8.04% |
Limited
Term Income Fund |
Class
I
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
7.31% |
Limited
Term Income Fund |
Class
I
shares |
MLPF&S
FOR THE SOLE BENEFIT OF ITS CUSTOMERS
ATTN
FUND ADMINISTRATION 97L25
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
6.95% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Limited
Term Income Fund |
Class
I
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
5.42% |
Ultra
Short Income Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held less than 1% of the Class A or Class I shares of the Fund. As of
December 31, 2022, the following persons were known to have held of record or
beneficially 5% or more of the Fund’s Class A or Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Ultra
Short Income Fund |
Class
A
shares |
TD
AMERITRADE INC
FBO
OUR CUSTOMERS
PO BOX
2226
OMAHA
NE 68103-2226 |
46.11% |
Ultra
Short Income Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
30.30% |
Ultra
Short Income Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
9.02% |
Ultra
Short Income Fund |
Class
I
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
31.02% |
Ultra
Short Income Fund |
Class
I
shares |
RBC
CAPITAL MARKETS LLC
MUTUAL
FUND OMNIBUS PROCESSING
ATTN
MUTUAL FUND OPS MANAGER
250
NICOLLET MALL STE 1400
MINNEAPOLIS
MN 55401-7554 |
18.74% |
Ultra
Short Income Fund |
Class
I
shares |
EDWARD
JONES & CO
FOR
THE BENEFIT OF CUSTOMERS
12555
MANCHESTER RD
SAINT
LOUIS MO 63131-3710 |
10.61% |
Ultra
Short Income Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT
ATTN
MUTUAL FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
9.59% |
Ultra
Short Income Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
8.27% |
Ultra
Short Income Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
6.61% |
Ultra
Short Income Fund |
Class
I
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
6.23% |
Strategic
Income Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held less than 1% of the Class A, Class C and Class I shares of the Fund.
As of December 31, 2022, the following persons were known to have held of record
or beneficially 5% or more of the Fund’s Class A, Class C or Class I
shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Strategic
Income Fund |
Class
A
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT ATTN MUTUAL
FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
15.62% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Strategic
Income Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
15.10% |
Strategic
Income Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
12.60% |
Strategic
Income Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
9.09% |
Strategic
Income Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
9.01% |
Strategic
Income Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
7.88% |
Strategic
Income Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
5.10% |
Strategic
Income Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
31.82% |
Strategic
Income Fund |
Class
C
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
18.41% |
Strategic
Income Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
17.04% |
Strategic
Income Fund |
Class
C
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
8.14% |
Strategic
Income Fund |
Class
C
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
6.37% |
Strategic
Income Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
16.60% |
Strategic
Income Fund |
Class
I
Shares |
AMERICAN
ENTERPRISE INVESTMENT SVC
FBO #
41999970
707
2ND AVE S
MINNEAPOLIS
MN 55402-2405 |
11.50% |
Strategic
Income Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
11.25% |
Strategic
Income Fund |
Class
I
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
9.72% |
Strategic
Income Fund |
Class
I
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
8.20% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Strategic
Income Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT
ATTN
MUTUAL FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
7.51% |
Strategic
Income Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
6.83% |
Strategic
Income Fund |
Class
I
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
6.68% |
Strategic
Income Fund |
Class
I
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
5.72% |
Strategic
Income Fund |
Class
I
shares |
UBS WM
USA SPEC CUSTODY ACCT
EXCEL
BEN CUSTOMERS OF
UBS
FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
5.46% |
Short
Duration Municipal Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held approximately 60% of the Class I shares of the Fund, and held less
than 1% of the Class A shares of the Fund. As of December 31, 2022, Garret
Thornburg, 2300 North Ridgetop Road, Santa Fe, New Mexico 87506-8361, was the
beneficial owner of approximately 60% of the Fund’s Class I shares. Shareholders
that beneficially own more than 25% of the voting securities of a Fund could
control the outcome of proposals presented to shareholders for approval. As of
December 31, 2022, the following persons were known to have held of record or
beneficially 5% or more of the Fund’s Class A or Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Short
Duration Municipal Fund |
Class
A shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
24.46% |
Short
Duration Municipal Fund |
Class
A shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
19.21% |
Short
Duration Municipal Fund |
Class
A shares |
UBS WM
USA SPEC CUSTODY ACCT
EXCEL
BEN CUSTOMERS OF
UBS
FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
14.19% |
Short
Duration Municipal Fund |
Class
A shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT
FEB
CUSTOMERS REINVEST ACCT
ATTN
MUTUAL FUNDS DEPT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
13.16% |
Short
Duration Municipal Fund |
Class
A shares |
STIFEL
NICOLAUS & COMPANY INC
A/C
1448-4494
501 N
BROADWAY
SAINT
LOUIS MO 63102-2137 |
10.68% |
Short
Duration Municipal Fund |
Class
A shares |
STIFEL
NICOLAUS & COMPANY INC
A/C
2717-9517
501 N
BROADWAY
SAINT
LOUIS MO 63102-2137 |
5.12% |
Short
Duration Municipal Fund |
Class
I shares |
GARRETT
THORNBURG
REVOCABLE
LIVING TRUST DTD 07-27-90
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
33.87% |
Short
Duration Municipal Fund |
Class
I shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE
BENEFIT
OF CUSTOMERS REINVEST ACCT
ATTN
MUTUAL FUNDS DEPT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
28.01% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Short
Duration Municipal Fund |
Class
I
shares |
PECOS
RIVER MANAGEMENT INC
TTEE
UA DTD 12/27/2000
OPPENHEIMER
DESCENDANTS TRUST
PO BOX
2554
JACKSON
WY 83001-2554 |
13.56% |
Short
Duration Municipal Fund |
Class
I
shares |
PECOS
RIVER MANAGEMENT INC
TTEE
2002 THORNBURG CHILDRENS TRUST
UA DTD
11-19-02
PO BOX
2554
JACKSON
WY 83001-2554 |
6.51% |
Short
Duration Municipal Fund |
Class
I
shares |
PECOS
RIVER MANAGEMENT INC TTEE
UA DTD
12/24/1994
THORNBURG
DESCENDANTS TRUST
PO BOX
2554
JACKSON
WY 83001-2554 |
6.12% |
Limited
Term Municipal Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held approximately 5% of the Class I shares of the Fund, and held less
than 1% of the Class A, Class C or Class C2 shares of the Fund. As of December
31, 2022, the following persons were known to have held of record or
beneficially 5% or more of the Fund’s Class A, Class C, Class C2 or Class I
shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Limited
Term Municipal Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
13.97% |
Limited
Term Municipal Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
10.93% |
Limited
Term Municipal Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
10.31% |
Limited
Term Municipal Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
10.24% |
Limited
Term Municipal Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
10.13% |
Limited
Term Municipal Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 973S8
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
7.13% |
Limited
Term Municipal Fund |
Class
A
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
5.78% |
Limited
Term Municipal Fund |
Class
A
shares |
UBS WM
USA SPEC CUSTODY ACCT
EXCEL
BEN CUSTOMERS OF
UBS
FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
5.10% |
Limited
Term Municipal Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
23.55% |
Limited
Term Municipal Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
16.21% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Limited
Term Municipal Fund |
Class
C
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
10.49% |
Limited
Term Municipal Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
7.85% |
Limited
Term Municipal Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
7.10% |
Limited
Term Municipal Fund |
Class
C
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS 211 MAIN ST
SAN
FRANCISCO CA 94105-1901 |
6.85% |
Limited
Term Municipal Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
6.77% |
Limited
Term Municipal Fund |
Class
C
shares |
UBS WM
USA SPEC CUSTODY ACCT
EXCEL
BEN CUSTOMERS OF
UBS
FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
5.16% |
Limited
Term Municipal Fund |
Class
C2
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
100.00% |
Limited
Term Municipal Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
15.04% |
Limited
Term Municipal Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE
BENEFIT
OF CUSTOMERS REINVEST ACCT
ATTN
MUTUAL FUNDS DEPT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
11.56% |
Limited
Term Municipal Fund |
Class
I
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
8.48% |
Limited
Term Municipal Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
6.95% |
Limited
Term Municipal Fund |
Class
I
Shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
6.85% |
Limited
Term Municipal Fund |
Class
I
shares |
UBS WM
USA SPEC CUSTODY ACCT
EXCEL
BEN CUSTOMERS OF
UBS
FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
6.54% |
Limited
Term Municipal Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY A/C FBO CUSTOMERS
ATTN
MUTUAL FUNDS
211
MAIN STREET
SAN
FRANCISCO CA 94105-1901 |
6.00% |
Limited
Term Municipal Fund |
Class
I
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
5.98% |
Limited
Term Municipal Fund |
Class
I
shares |
RBC
CAPITAL MARKETS LLC
MUTUAL
FUND OMNIBUS PROCESSING
ATTN
MUTUAL FUND OPS MANAGER
250
NICOLLET MALL STE 1400
MINNEAPOLIS
MN 55401-7554 |
5.32% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Limited
Term Municipal Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
5.30% |
Limited
Term Municipal Fund |
Class
I
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97L24
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
5.01% |
Limited
Term California Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held less than 1% of the Class A, Class C, Class C2 or Class I shares of
the Fund. As of December 31, 2022, the following persons were known to have held
of record or beneficially 5% or more of the Fund’s Class A, Class C, Class C2 or
Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Limited
Term California Fund |
Class
A
shares |
UBS WM
USA SPEC CUSTODY ACCT
EXCEL
BEN CUSTOMERS OF
UBS
FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
26.77% |
Limited
Term California Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
17.15% |
Limited
Term California Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97AK2
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
13.17% |
Limited
Term California Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
8.04% |
Limited
Term California Fund |
Class
A
shares |
JP
MORGAN SECURITIES LLC OMNIBUS ACCOUNT FOR THE EXCLUSIVE BENEFIT OF
CUSTOMERS
4
CHASE METROTECH CTR
3RD FL
MUTUAL FUND DEPT
BROOKLYN
NY 11245-0003 |
6.20% |
Limited
Term California Fund |
Class
A
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE
BENEFIT
OF CUSTOMERS REINVEST ACCT
ATTN
MUTUAL FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
6.03% |
Limited
Term California Fund |
Class
C
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP8
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
19.27% |
Limited
Term California Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
18.89% |
Limited
Term California Fund |
Class
C
shares |
AMERICAN
ENTERPRISE INVESTMENT SVC FBO # 41999970
707
2ND AVE S
MINNEAPOLIS
MN 55402-2405 |
12.15% |
Limited
Term California Fund |
Class
C
shares |
RBC
CAPITAL MARKETS LLC
MUTUAL
FUND OMNIBUS PROCESSING
ATTN
MUTUAL FUND OPS MANAGER
250
NICOLLET MALL STE 1400
MINNEAPOLIS
MN 55401-7554 |
10.25% |
Limited
Term California Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
9.50% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Limited
Term California Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
8.97% |
Limited
Term California Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
7.53% |
Limited
Term California Fund |
Class
C2
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
100.00% |
Limited
Term California Fund |
Class
I
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
19.19% |
Limited
Term California Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
11.62% |
Limited
Term California Fund |
Class
I
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP8
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
10.94% |
Limited
Term California Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE BENEFIT OF CUSTOMERS REINVEST ACCT ATTN MUTUAL
FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
10.88% |
Limited
Term California Fund |
Class
I
shares |
UBS WM
USA SPEC CUSTODY ACCT
EXCEL
BEN CUSTOMERS OF
UBS
FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
10.10% |
Limited
Term California Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
9.49% |
Limited
Term California Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
8.78% |
Limited
Term California Fund |
Class
I
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
7.59% |
Intermediate
New Mexico Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held approximately 32% of the Class I shares of the Fund, and held less
than 1% of the Class A or Class D shares of the Fund. As of December 31, 2022,
Garrett Thornburg, 2300 North Ridgetop Road, Santa Fe, New Mexico 87506-8361,
was the beneficial owner of approximately 29% of the Fund’s Class I shares.
Shareholders that beneficially own more than 25% of the voting securities of a
Fund could control the outcome of proposals presented to shareholders for
approval. As of December 31, 2022, the following persons were known to have held
of record or beneficially 5% or more of the Fund’s Class A, Class D or Class I
shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Intermediate
New Mexico Fund |
Class
A
shares |
EDWARD
JONES & CO
FOR
THE BENEFIT OF CUSTOMERS
12555
MANCHESTER RD
SAINT
LOUIS MO 63131-3710 |
17.41% |
Intermediate
New Mexico Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
11.90% |
Intermediate
New Mexico Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
10.26% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Intermediate
New Mexico Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
10.05% |
Intermediate
New Mexico Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
7.37% |
Intermediate
New Mexico Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
6.85% |
Intermediate
New Mexico Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 979F6
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
6.14% |
Intermediate
New Mexico Fund |
Class
A
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
6.13% |
Intermediate
New Mexico Fund |
Class
D
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
27.63% |
Intermediate
New Mexico Fund |
Class
D
shares |
EDWARD
JONES & CO
FOR
THE BENEFIT OF CUSTOMERS
12555
MANCHESTER RD
SAINT
LOUIS MO 63131-3710 |
15.60% |
Intermediate
New Mexico Fund |
Class
D
shares |
UBS WM
USA SPEC CUSTODY ACCT
EXCEL
BEN CUSTOMERS OF
UBS
FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
13.41% |
Intermediate
New Mexico Fund |
Class
D
shares |
RELIANCE
TRUST CO
FBO
HUNTINGTON NATIONAL BANK
PO BOX
78446
ATLANTA
GA 30357 |
11.10% |
Intermediate
New Mexico Fund |
Class
I
shares |
GARRETT
THORNBURG
REVOCABLE
LIVING TRUST DTD 07-27-90
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
28.89% |
Intermediate
New Mexico Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
9.89% |
Intermediate
New Mexico Fund |
Class
I
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
9.38% |
Intermediate
New Mexico Fund |
Class
I
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
7.60% |
Intermediate
New Mexico Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE
BENEFIT
OF CUSTOMERS REINVEST ACCT ATTN MUTUAL FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
6.55% |
Intermediate
New Mexico Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
5.57% |
Intermediate
New York Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held less than 1% of the Class A or Class I shares of the Fund. As of
December 31, 2022, the following persons were known to have held of record or
beneficially 5% or more of the Fund’s Class A or Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Intermediate
New York Fund |
Class
A
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
14.46% |
Intermediate
New York Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97SB1
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
11.31% |
Intermediate
New York Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
10.58% |
Intermediate
New York Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
8.68% |
Intermediate
New York Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
7.12% |
Intermediate
New York Fund |
Class
I
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
23.83% |
Intermediate
New York Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
14.85% |
Intermediate
New York Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
11.83% |
Intermediate
New York Fund |
Class
I
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97HP7
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
11.70% |
Intermediate
New York Fund |
Class
I
shares |
UBS WM
USA SPEC CUSTODY ACCT
EXCEL
BEN CUSTOMERS OF
UBS
FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
11.25% |
Intermediate
New York Fund |
Class
I
shares |
MICHAEL
B JEFFERS TTEE
MICHAEL
B JEFFERS TRUST
C/O
THORNBURG INVESTMENT MANAGEMENT INC
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
7.79% |
Intermediate
New York Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
5.92% |
Intermediate
Municipal Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held less than 1% of the Class A, Class C, Class C2 or Class I shares of
the Fund. As of December 31, 2022, the following persons were known to have held
of record or beneficially 5% or more of the Fund’s Class A, Class C, Class C2 or
Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Intermediate
Municipal Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
15.12% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Intermediate
Municipal Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
12.45% |
Intermediate
Municipal Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
12.37% |
Intermediate
Municipal Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
9.99% |
Intermediate
Municipal Fund |
Class
A
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97BW2
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
7.77% |
Intermediate
Municipal Fund |
Class
A
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
7.44% |
Intermediate
Municipal Fund |
Class
A
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
6.14% |
Intermediate
Municipal Fund |
Class
A
shares |
RBC
CAPITAL MARKETS LLC
MUTUAL
FUND OMNIBUS PROCESSING
ATTN
MUTUAL FUND OPS MANAGER
250
NICOLLET MALL STE 1400
MINNEAPOLIS
MN 55401-7554 |
6.04% |
Intermediate
Municipal Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
35.66% |
Intermediate
Municipal Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
19.91% |
Intermediate
Municipal Fund |
Class
C
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97BW2
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
11.67% |
Intermediate
Municipal Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
5.32% |
Intermediate
Municipal Fund |
Class
C2
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
100.00% |
Intermediate
Municipal Fund |
Class
I
shares |
MLPF&S
FOR THE SOLE BENEFIT
OF ITS
CUSTOMERS
ATTN
FUND ADMINISTRATION 97L27
4800
DEER LAKE DR E FL 2
JACKSONVILLE
FL 32246-6484 |
21.17% |
Intermediate
Municipal Fund |
Class
I
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
15.61% |
Intermediate
Municipal Fund |
Class
I
shares |
CHARLES
SCHWAB & CO INC
SPECIAL
CUSTODY ACCT FOR EXCLUSIVE
BENEFIT
OF CUSTOMERS REINVEST ACCT
ATTN
MUTUAL FUNDS DEPARTMENT
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
11.81% |
Intermediate
Municipal Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
10.53% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Intermediate
Municipal Fund |
Class
I
shares |
MORGAN
STANLEY SMITH BARNEY LLC
FOR
THE EXCLUSIVE BENE OF ITS CUST
1 NEW
YORK PLZ FL 12
NEW
YORK NY 10004-1965 |
8.92% |
Intermediate
Municipal Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
6.38% |
Intermediate
Municipal Fund |
Class
I
shares |
RBC
CAPITAL MARKETS LLC
MUTUAL
FUND OMNIBUS PROCESSING
ATTN
MUTUAL FUND OPS MANAGER
250
NICOLLET MALL STE 1400
MINNEAPOLIS
MN 55401-7554 |
5.25% |
Strategic
Municipal Income Fund
As of
December 31, 2022, the officers and Trustees of Thornburg Investment Trust, as a
group, held approximately 12% of the Class I shares of the Fund, and held less
than 1% of the Class A or Class C shares of the Fund. As of December 31, 2022,
the following persons were known to have held of record or beneficially 5% or
more of the Fund’s Class A, Class C or Class I shares:
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Strategic
Municipal Income Fund |
Class
A
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
20.49% |
Strategic
Municipal Income Fund |
Class
A
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
18.83% |
Strategic
Municipal Income Fund |
Class
A
shares |
RBC
CAPITAL MARKETS LLC MUTUAL FUND OMNIBUS PROCESSING
ATTN
MUTUAL FUND OPS MANAGER
250
NICOLLET MALL STE 1400
MINNEAPOLIS
MN 55401-7554 |
13.52% |
Strategic
Municipal Income Fund |
Class
A
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
11.81% |
Strategic
Municipal Income Fund |
Class
A
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
8.92% |
Strategic
Municipal Income Fund |
Class
A
shares |
EDWARD
JONES & CO
FOR
THE BENEFIT OF CUSTOMERS
12555
MANCHESTER RD
SAINT
LOUIS MO 63131-3710 |
5.34% |
Strategic
Municipal Income Fund |
Class
C
shares |
WELLS
FARGO CLEARING SERVICES LLC
SPECIAL
CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER
2801
MARKET ST
SAINT
LOUIS, MO 63103-2523 |
22.25% |
Strategic
Municipal Income Fund |
Class
C
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
17.35% |
Strategic
Municipal Income Fund |
Class
C
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
16.37% |
Strategic
Municipal Income Fund |
Class
C
shares |
CHARLES
SCHWAB & CO INC
ATTN
MUTUAL FUNDS
211
MAIN ST
SAN
FRANCISCO CA 94105-1901 |
14.74% |
Strategic
Municipal Income Fund |
Class
C
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
8.34% |
Fund |
Class
of Shares |
Shareholder |
%
of Total
Shares
of Class |
Strategic
Municipal Income Fund |
Class
C
shares |
UBS WM
USA SPEC CUSTODY ACCT
EXCEL
BEN CUSTOMERS OF
UBS
FINANCIAL SERVICES INC
1000
HARBOR BLVD 5TH FL
WEEHAWKEN
NJ 07086-6761 |
6.73% |
Strategic
Municipal Income Fund |
Class
C
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
5.23% |
Strategic
Municipal Income Fund |
Class
I
shares |
NFS
LLC
FEBO
OUR CUSTOMERS
ATTN
MUTUAL FUNDS DEPT 4TH FL
499
WASHINGTON BLVD
JERSEY
CITY NJ 07310-1995 |
28.58% |
Strategic
Municipal Income Fund |
Class
I
shares |
PERSHING
LLC
1
PERSHING PLAZA
JERSEY
CITY NJ 07399-0002 |
16.73% |
Strategic
Municipal Income Fund |
Class
I
shares |
LPL
FINANCIAL
OMNIBUS
CUSTOMER ACCOUNT
ATTN
MUTUAL FUND TRADING
4707
EXECUTIVE DR
SAN
DIEGO CA 92121-3091 |
10.25% |
Strategic
Municipal Income Fund |
Class
I
shares |
RAYMOND
JAMES
OMNIBUS
FOR MUTUAL FUNDS
HOUSE
ACCT FIRM 92500015
ATTN
COURTNEY WALLER
880
CARILLON PKWY
ST
PETERSBURG FL 33716-1100 |
6.75% |
Strategic
Municipal Income Fund |
Class
I
shares |
RBC
CAPITAL MARKETS LLC MUTUAL FUND OMNIBUS PROCESSING
ATTN
MUTUAL FUND OPS MANAGER
250
NICOLLET MALL STE 1400
MINNEAPOLIS
MN 55401-7554 |
5.40% |
Strategic
Municipal Income Fund |
Class
I
shares |
GARRETT
THORNBURG
REVOCABLE
LIVING TRUST DTD 07-27-90
2300 N
RIDGETOP RD
SANTA
FE NM 87506-8361 |
5.04% |
NET ASSET VALUE
Each Fund
will calculate its net asset value as of 4:00 p.m. Eastern Time on days when the
New York Stock Exchange is open for trading, and more frequently if deemed
desirable by the Fund. Net asset value will not be calculated on New Year’s Day,
Washington’s Birthday (on the third Monday in February), Good Friday, Memorial
Day (on the last Monday in May), Independence Day, Labor Day, Thanksgiving Day,
Christmas Day, on the preceding Friday if any of the foregoing holidays falls on
a Saturday, and on the following Monday if any of the foregoing holidays falls
on a Sunday. Under the 1940 Act, net asset value must be computed at least once
daily on each day (i) in which there is a sufficient degree of trading in a
Fund’s portfolio securities that the current net asset value of its shares might
be materially affected by changes in the value of such securities and (ii) on
which an order for purchase or redemption of its shares is received.
DISTRIBUTOR
Pursuant to
a Distribution Agreement with Thornburg Investment Trust, Thornburg Securities
Corporation (“TSC”) acts as principal underwriter of each of the Funds. The
Funds do not bear selling expenses except (i) those involved in registering its
shares with the Securities and Exchange Commission and qualifying them or the
Fund with state regulatory authorities, and (ii) expenses paid under the Service
Plans and Distribution Plans which might be considered selling expenses. Terms
of continuation, termination and assignment under the Distribution Agreement are
identical to those described above with regard to the Investment Advisory
Agreements, except that termination other than upon assignment requires six
months’ notice.
Garrett
Thornburg, Chairman and Trustee of Thornburg Investment Trust, is also director
and controlling stockholder of TSC.
The
following table shows the commissions and other compensation received by TSC
from each of the Funds for the fiscal year or period ended September 30, 2022,
except for amounts paid under Rule 12b-1 plans, which are described above under
the caption “Service and Distribution Plans.”
Fund |
|
Aggregate
Underwriting Commissions |
|
Net
Underwriting Discounts and Commissions Paid to TSC |
|
Compensation
on Redemptions and Repurchases |
|
Brokerage
Commissions |
|
Other
Compensation |
Global
Opportunities Fund |
|
$ |
10,290
|
|
|
$ |
4970 |
|
|
$ |
2370 |
|
|
|
-0- |
|
|
|
-0- |
|
International
Equity Fund |
|
$ |
9,487
|
|
|
$ |
3371 |
|
|
$ |
817 |
|
|
|
-0- |
|
|
|
-0- |
|
Better
World International Fund |
|
$ |
12,255
|
|
|
$ |
8340 |
|
|
$ |
1035 |
|
|
|
-0- |
|
|
|
-0- |
|
International
Growth Fund |
|
$ |
5,643
|
|
|
$ |
3312 |
|
|
$ |
1342 |
|
|
|
-0- |
|
|
|
-0- |
|
Developing
World Fund |
|
$ |
14,472
|
|
|
$ |
5267 |
|
|
$ |
1088 |
|
|
|
-0- |
|
|
|
-0- |
|
Small/Mid
Cap Core Fund |
|
$ |
0
|
|
|
$ |
5267 |
|
|
$ |
1088 |
|
|
|
-0- |
|
|
|
-0- |
|
Small/Mid
Cap Growth Fund |
|
$ |
0
|
|
|
$ |
8340 |
|
|
$ |
1035 |
|
|
|
-0- |
|
|
|
-0- |
|
Income
Builder Fund |
|
$ |
110,011
|
|
|
$ |
305400 |
|
|
$ |
24581 |
|
|
|
-0- |
|
|
|
-0- |
|
Summit
Fund |
|
|
6,254
|
|
|
|
1555 |
|
|
|
N/A |
|
|
|
-0- |
|
|
|
-0- |
|
Limited
Term U.S. Government Fund |
|
$ |
1,384
|
|
|
$ |
680 |
|
|
$ |
292 |
|
|
|
-0- |
|
|
|
-0- |
|
Limited
Term Income Fund |
|
$ |
19,380
|
|
|
$ |
9408 |
|
|
$ |
24222 |
|
|
|
-0- |
|
|
|
-0- |
|
Ultra
Short Income Fund |
|
$ |
152
|
|
|
$ |
1047 |
|
|
|
N/A |
|
|
|
-0- |
|
|
|
-0- |
|
Strategic
Income Fund |
|
$ |
22,245
|
|
|
$ |
32271 |
|
|
$ |
21913 |
|
|
|
-0- |
|
|
|
-0- |
|
Short
Duration Municipal Fund |
|
$ |
34
|
|
|
$ |
0 |
|
|
$ |
N/A |
|
|
|
-0- |
|
|
|
-0- |
|
Limited
Term Municipal Fund |
|
$ |
15,004
|
|
|
$ |
6564 |
|
|
$ |
6670 |
|
|
|
-0- |
|
|
|
-0- |
|
Limited
Term California Fund |
|
$ |
844
|
|
|
$ |
799 |
|
|
$ |
152 |
|
|
|
-0- |
|
|
|
-0- |
|
Intermediate
New Mexico Fund |
|
$ |
1,493
|
|
|
$ |
270 |
|
|
|
N/A |
|
|
|
-0- |
|
|
|
-0- |
|
Intermediate
New York Fund |
|
$ |
146
|
|
|
$ |
(3) |
|
|
|
N/A |
|
|
|
-0- |
|
|
|
-0- |
|
Intermediate
Municipal Fund |
|
$ |
5,851
|
|
|
$ |
3916 |
|
|
$ |
1330 |
|
|
|
-0- |
|
|
|
-0- |
|
Strategic
Municipal Income Fund |
|
$ |
11,044
|
|
|
$ |
993 |
|
|
$ |
1086 |
|
|
|
|
|
|
|
|
|
ADDITIONAL INFORMATION RESPECTING PURCHASE AND REDEMPTION OF
SHARES
Shares of
the Funds are qualified for sale under the laws of every state or territory of
the United States, except that the Shares of Limited Term California Fund,
Intermediate New Mexico Fund and Intermediate New York Fund are only qualified
for sale in California, New Mexico, and New York, respectively.
To the
extent consistent with state and federal law, Redemption proceeds are normally
paid in cash. Each Fund generally expects to meet redemption requests out of its
holdings of cash, or by selling portfolio investments to generate cash to meet
those requests. If considered appropriate by Thornburg, and subject to terms and
conditions approved by the Trustees, a Fund may pay redemption proceeds in
portfolio securities rather than cash.
The Funds
have elected to pay in cash all requests for redemption by any shareholder. They
may, however, limit such cash in respect to each shareholder during any 90-day
period to the lesser of $250,000 or 1% of the net asset value of a Fund at the
beginning of such period. This election has been made pursuant to Rule 18f-1
under the 1940 Act and is irrevocable while the Rule is in effect unless the
Securities and Exchange Commission, by order, permits its withdrawal. If a Fund
redeems shares by distributing portfolio securities, the shareholder would be
subject to the risk of a subsequent adverse change in the market value of those
securities, the brokerage and related costs of selling the securities, and the
possibility that there is not a liquid market for some or all of the distributed
securities.
Certain
purchases of $1 million or more qualify for purchase without a sales charge, and
Thornburg or TSC may pay compensation to financial advisors who place orders of
$1 million or more, as more specifically described in the Funds’ Prospectus.
However, to the extent shares of a fund purchased pursuant to this exception to
the ordinary sales charge on Class A shares are held for more than 12 months but
are redeemed less than 18 months after purchase, no compensation will be paid to
financial advisors under this program for reinvestment otherwise qualifies for
the exception to the sales charge for purchases of $1 million or more. Thornburg
and TSC reserve the right to make judgments respecting these payments of
compensation in reinvestment of redemption proceeds, in their reasonable
discretion.
Automatic Conversion of Class C and Class C2 Shares to Class A
Shares
Class C
shares of each Fund that have been held for eight years or more as of October
10, 2020 will convert to Class A shares of that same Fund at the close of
business on that day. Thereafter, Class C and Class C2 shares of each Fund that
have been held for eight years will convert to Class A shares of that Fund at
the close of business on the tenth day (or, if that tenth day is not a business
day, then on the next business day) of the month following the month in which
the eighth anniversary occurred. For example, all Class C shares that have been
held for eight years as of a date in November 2020 would convert to Class A
shares at the close of business on December 10, 2020. The conversion of Class C
or Class C2 shares to Class A shares will occur without the imposition of any
sales charge, fee, or other charge. If you exchange the Class C shares of one
Fund for Class C shares of another Fund or the Class C2 shares of one Fund for
Class C2 shares of another Fund, the conversion period will be calculated from
the date that you initially purchased your Class C or Class C2 shares, as
applicable, not from the date of your exchange. If your account holds any Class
C or Class C2 shares of a Fund that were purchased through the reinvestment of
dividends or capital gain distributions ("distributed shares"), then each time
your Class C or Class C2 shares are converted into Class A shares in accordance
with the foregoing schedule, the Fund will also convert a pro rata portion of
your distributed shares. Although the conversion of Class C or Class C2 shares
to Class A shares is not expected to be a taxable event for federal income tax
purposes based upon current guidance from the Internal Revenue Service, you
should consult your tax advisor concerning the possible tax consequences of the
conversion. If you hold your Class C or Class C2 shares through a financial
intermediary, it is the responsibility of the financial intermediary to ensure
that you are credited with the proper holding period for your Class C or Class
C2 shares. The automatic conversion of Class C or Class C2 shares to Class A
shares shall not apply to shares held through group retirement plan
recordkeeping platforms of certain financial intermediaries who hold such shares
with the Fund in an omnibus account and do not track participant level share lot
aging to facilitate such a conversion.
Waivers of CDSCs on Redemptions
The
contingent deferred sales charge (CDSC) imposed on certain redemptions of Class
A shares, and on redemptions Class C and Class C2 shares, will be waived in the
event of the death of the shareholder (including a registered joint owner)
occurring after the purchase of the shares redeemed. The CDSC imposed on
redemptions Class C and Class C2 shares also will be waived for redemptions
resulting from minimum required distributions made in connection with an IRA,
Keogh Plan or a custodial account under Section 403(b) of the Code, or other
qualified retirement plan, following attainment of age 70-1/2.
Share Class Conversion within Certain Intermediary
Accounts
Some
shareholders may hold shares of the Funds through fee-based programs, often
referred to as “wrap accounts,” that are managed by investment dealers,
financial advisors or other investment professionals (each, a “wrap account
intermediary”). A wrap account intermediary may impose eligibility requirements
on a shareholder’s participation in the fee-based program and ownership of
shares through the program which are additional to the ownership requirements
described in the applicable Prospectus. Under the terms of its fee-based
program, a wrap account intermediary may also be permitted to effect a
conversion (sometimes referred to as an “in-kind exchange”) of a shareholder’s
shares in a Fund, including those shares purchased by the shareholder during the
shareholder’s participation in the program, to a different class of shares of
that Fund in situations when the shareholder no longer meets the wrap account
intermediary’s stated eligibility requirements for the ownership of the class of
shares that the shareholder initially purchased. For example, the terms of its
fee-based program may permit a wrap account intermediary to effect this type of
conversion when a shareholder moves his position in a class of shares of the
Funds out of the program that offered that class of shares and into a program or
account through which the wrap account intermediary only offers a different
class or classes of shares of the Funds. Under other circumstances, a financial
intermediary may effect this type of conversion with respect to new clients who
held one class of shares of a Fund before becoming a client of the intermediary,
and who are eligible for a wrap account through which the intermediary offers a
different class of shares of the same Fund. Any such conversion by a wrap
account intermediary will be made in accordance with the applicable Prospectuses
of the Funds, and will be made without the imposition by the Funds of any sales
load, fee or other charge. The class of shares that a shareholder owns after the
conversion may bear higher fees and expenses than the class of shares that the
shareholder initially purchased.
If you own
shares of the Funds through a fee-based program, you should consult with your
wrap account intermediary to determine whether there are any additional
eligibility requirements that the wrap account intermediary imposes on your
participation in their program and your ownership of the Funds’ shares through
the program, and whether the wrap account intermediary prescribes any
circumstances which may result in the type of share class conversion described
herein.
Shares of
one class of a Fund that are held through a broker-dealer or other financial
intermediary may also be converted to shares of another class of that Fund under
certain other circumstances, subject to TSC’s discretion and with TSC’s prior
approval.
Moving Between Share Classes
Thornburg
believes, based upon current interpretations of law, that a shareholder’s
exchange of shares of one class of a Fund for shares of a different class of the
same Fund may, under certain circumstances, not result in the realization of
gain or loss for federal income tax purposes. To determine whether you may be
eligible for this type of tax-favored exchange, please contact Thornburg before
redeeming your existing shares. You should also consult your own tax advisors
with respect to the particular federal, state, local and foreign tax
consequences of an exchange of shares.
Even if an
exchange does not result in the realization of gain or loss for federal income
tax purposes, any sales charges that you paid or that are payable on the shares
you originally held (including any contingent deferred sales charges incurred
upon redemption) will not be credited back to your account.
Eligibility for Institutional Class Shares
As described
in the Prospectus, employees, officers, trustees, and directors of any Fund or
Thornburg company, as well as the families of such persons and any trust
established for the benefit of such persons or their families, are eligible to
purchase Class I shares. In addition, pursuant to procedures adopted by the
Trustees of Thornburg Investment Trust, the advisor is authorized to make Class
I shares of the Funds available to certain categories of investors upon a
determination by the advisor that the sale of Class I shares to that investor
will not involve any sales expense to the Funds or to TSC, and is not expected
to involve administrative services by the Fund or the advisor significantly
exceeding the administrative services that are customarily provided to accounts
that own Class I shares.
BUSINESS CONTINUITY PLAN
Thornburg
and TSC have each adopted a business continuity plan that seeks to anticipate
significant business disruptions to its operations, including disruptions to the
securities markets due to terrorist attack. In accordance with this plan,
Thornburg and TSC have each identified and made provision to recover all the
critical systems required to protect its customers in the event of a significant
business disruption.
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PricewaterhouseCoopers
LLP, whose principal business address is 300 Madison Avenue, New York, New York
10017, is the independent registered public accounting firm for the
Funds.
TH2400