Ticker
Symbols by Share Class | ||||||||||||
Fund |
A |
C |
J |
P |
Inst. |
R-1 |
R-2 |
R-3 |
R-4 |
R-5 |
R-6 |
S |
Blue Chip |
PBLAX |
PBLCX |
PBLPX |
PBCKX |
PGBEX |
PGBFX |
PGBGX |
Pending |
||||
Bond Market
Index |
PBIJX |
PNIIX |
PBIMX |
PBINX |
PBOIX |
PBIPX |
PBIQX |
|||||
Capital Securities
|
PCSFX | |||||||||||
Credit Opportunities
Explorer |
PCEAX |
PCOIX |
||||||||||
Diversified Real
Asset |
PRDAX |
PRDCX |
PRDPX |
PDRDX |
PGDRX |
PGDSX |
PGDTX |
PDARX |
||||
Dynamic High Yield
Explorer |
PDYAX |
PDYIX |
||||||||||
EDGE MidCap
Fund |
PEDGX |
Pending |
||||||||||
Global
Multi-Strategy |
PMSAX |
PMSCX |
PMSPX |
PSMIX |
||||||||
Global
Opportunities |
PGLAX |
PGOCX |
PGXPX |
PGOIX |
||||||||
Global Opportunities Equity
Hedged |
PGOHX |
PGHRX |
PGHIX |
|||||||||
International Equity
Index |
PIDIX |
PILIX |
PINEX |
PIIOX |
PIIPX |
PIIQX |
Pending |
|||||
International Small
Company |
PICAX |
PCOPX |
PISMX |
Pending |
||||||||
Multi-Manager Equity
Long/Short |
PGMMX |
PGMPX |
PGPIX |
PGPMX |
||||||||
Opportunistic
Municipal |
PMOAX |
PMODX |
PMOQX |
POMFX |
||||||||
Origin Emerging
Markets |
POEYX |
PGPOX |
POEIX |
POEFX |
||||||||
Preferred
Securities |
PPSAX |
PRFCX |
PPSJX |
PPSPX |
PPSIX |
PUSAX |
PPRSX |
PNARX |
PQARX |
PPARX |
Pending |
|
Real Estate
Allocation |
PAEDX |
PADDX |
||||||||||
Real Estate Debt
Income |
PRDYX |
PDIFX |
PRDIX |
Pending |
||||||||
Small-MidCap Dividend
Income |
PMDAX |
PMDDX |
PMDPX |
PMDIX |
Pending |
|||||||
SystematEx International
|
PSOMX |
PSTMX |
||||||||||
SystematEx Large
Value |
PSLVX |
Share
Class | ||||||||||||
Fund |
A |
C |
J |
P |
Inst. |
R-1 |
R-2 |
R-3 |
R-4 |
R-5 |
R-6 |
S |
Blue Chip |
X |
X |
X |
X |
X |
X |
X |
X |
||||
Bond Market
Index |
X |
X |
X |
X |
X |
X |
X |
|||||
Capital
Securities |
X | |||||||||||
Credit Opportunities
Explorer |
X |
X |
||||||||||
Diversified Real
Asset |
X |
X |
X |
X |
X |
X |
X |
X |
||||
Dynamic High Yield
Explorer |
X |
X |
||||||||||
EDGE MidCap |
X |
X |
||||||||||
Global
Multi-Strategy |
X |
X |
X |
X |
||||||||
Global
Opportunities |
X |
X |
X |
X |
||||||||
Global Opportunities Equity
Hedged |
X |
X |
X |
|||||||||
International Equity
Index |
X |
X |
X |
X |
X |
X |
X |
|||||
International Small
Company |
X |
X |
X |
X |
||||||||
Multi-Manager Equity
Long/Short |
X |
X |
X |
X |
||||||||
Opportunistic
Municipal |
X |
X |
X |
X |
||||||||
Origin Emerging
Markets |
X |
X |
X |
X |
||||||||
Preferred
Securities |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
X |
|
Real Estate
Allocation |
X |
X |
||||||||||
Real Estate Debt
Income |
X |
X |
X |
X |
||||||||
Small-MidCap Dividend
Income |
X |
X |
X |
X |
X |
|||||||
SystematEx International
|
X |
X |
||||||||||
SystematEx Large
Value |
X |
• |
redeemed within 90 days after
an account is re-registered due to a shareholder's
death; |
• |
redeemed to pay surrender
fees; |
• |
redeemed to pay retirement
plan fees; |
• |
redeemed involuntarily from
accounts with small balances; |
• |
redeemed due to the
shareholder's disability (as defined by the Internal Revenue Code)
provided the shares were purchased prior to the disability;
|
• |
redeemed from retirement plans
to satisfy minimum distribution rules under the Internal Revenue
Code; |
• |
redeemed from a retirement
plan to assure the plan complies with the Internal Revenue
Code; |
• |
redeemed from retirement plans
qualified under Section 401(a) of the Internal Revenue Code due to the
plan participant's death, disability, retirement, or separation from
service after attaining age 55; |
• |
redeemed from retirement plans
to satisfy excess contribution rules under the Internal Revenue Code;
or |
• |
redeemed using a systematic
withdrawal plan (up to 1% per month (measured cumulatively with respect to
non-monthly plans) of the value of the fund account at the time, and
beginning on the date, the systematic withdrawal plan begins). (The free
withdrawal privilege not used in a calendar year is not added to the free
withdrawal privileges for any following
year.) |
• |
redeemed that were purchased
pursuant to the Small Amount Force Out program (SAFO);
or |
• |
of the Money Market Fund
redeemed within 30 days of the initial purchase if the redemption proceeds
are transferred to another Principal IRA, defined as either a fixed or
variable annuity issued by Principal Life Insurance Company to fund an
IRA, a Principal Bank IRA product, or a WRAP account IRA sponsored by
Principal Securities, Inc. (PSI) |
• |
responding to plan sponsor and
plan member inquiries; |
• |
providing information
regarding plan sponsor and plan member investments;
and |
• |
providing other similar
personal services or services related to the maintenance of shareholder
accounts as contemplated by National Association of Securities Dealers
(NASD) Rule 2830 (or any successor
thereto). |
• |
receiving, aggregating, and
processing purchase, exchange, and redemption requests from plan
shareholders; |
• |
providing plan shareholders
with a service that invests the assets of their accounts in shares
pursuant to pre-authorized instructions submitted by plan
members; |
• |
processing dividend payments
from the Funds on behalf of plan shareholders and changing shareholder
account designations; |
• |
acting as shareholder of
record and nominee for plans; |
• |
maintaining account records
for shareholders and/or other beneficial
owners; |
• |
providing notification to plan
shareholders of transactions affecting their
accounts; |
• |
forwarding prospectuses,
financial reports, tax information and other communications from the Fund
to beneficial owners; |
• |
distributing, receiving,
tabulating and transmitting proxy ballots of plan shareholders;
and |
• |
other similar administrative
services. |
• |
formulation and implementation
of marketing and promotional activities; |
• |
preparation, printing, and
distribution of sales literature; |
• |
preparation, printing, and
distribution of prospectuses and the Fund reports to other than existing
shareholders; |
• |
obtaining such information
with respect to marketing and promotional activities as the Distributor
deems advisable; |
• |
making payments to dealers and
others engaged in the sale of shares or who engage in shareholder support
services; and |
• |
providing training, marketing,
and support with respect to the sale of
shares. |
Share
Class |
Maximum
Annualized
12b-1
Fee |
A (1)
|
0.25% |
C (1)
|
1.00% |
J (1)
|
0.15% |
R-1 |
0.35% |
R-2 |
0.30% |
R-3 |
0.25% |
R-4 |
0.10% |
Fund |
Distribution/12b-1
Payments
(amounts in
thousands) | ||||
Blue Chip |
$ |
99 |
|
||
Bond Market
Index |
126 |
|
|||
Capital
Securities |
— |
|
|||
Credit Opportunities
Explorer |
24 |
|
|||
Diversified Real
Asset |
835 |
|
|||
Dynamic High Yield
Explorer |
19
|
|
|||
Global
Multi-Strategy |
844 |
|
|||
Global
Opportunities |
26 |
|
|||
International Equity
Index |
53 |
|
|||
International Small
Company |
11 |
|
|||
Opportunistic
Municipal |
142 |
|
|||
Origin Emerging
Markets |
1 |
|
|||
Preferred
Securities |
9,988 |
|
|||
Real Estate
Allocation |
— |
|
|||
Real Estate Debt
Income |
33 |
|
|||
Small-MidCap Dividend
Income |
1,718 |
|
• |
For Classes A, C and P and
Institutional Class shares, the Fund pays PSS a fee for the services
provided pursuant to the Transfer Agency Agreement in an amount equal to
the costs incurred by PSS for providing such services.
|
• |
For Class J shares, the Fund
pays PSS a fee for the services provided pursuant to the Transfer Agency
Agreement in an amount that includes
profit. |
• |
issuance, transfer,
conversion, cancellation, and registry of ownership of Fund shares, and
maintenance of open account system; |
• |
preparation and distribution
of dividend and capital gain payments to
shareholders; |
• |
delivery, redemption and
repurchase of shares, and remittances to
shareholders; |
• |
the tabulation of proxy
ballots and the preparation and distribution to shareholders of notices,
proxy statements and proxies, reports, confirmation of transactions,
prospectuses and tax information; |
• |
communication with
shareholders concerning the above items;
and |
• |
use of its best efforts to
qualify the Capital Stock of the Fund for sale in states and jurisdictions
as directed by the Fund. |
1) |
Fund may not issue senior
securities, except as permitted under the 1940 Act, as amended, and as
interpreted, modified or otherwise permitted by regulatory authority
having jurisdiction, from time to time. |
2) |
Fund may not purchase or sell
commodities, except as permitted under the 1940 Act, as amended, and as
interpreted, modified or otherwise permitted by regulatory authority
having jurisdiction, from time to time. |
3) |
Fund may not purchase or sell
real estate, which term does not include securities of companies which
deal in real estate or mortgages or investments secured by real estate or
interests therein, except that each Fund reserves freedom of action to
hold and to sell real estate acquired as a result of the Fund’s ownership
of securities. |
4) |
Fund may not borrow money,
except as permitted under the 1940 Act, as amended, and as interpreted,
modified or otherwise permitted by regulatory authority having
jurisdiction, from time to time. |
5) |
Fund may not make loans except
as permitted under the 1940 Act, as amended, and as interpreted, modified
or otherwise permitted by regulatory authority having jurisdiction, from
time to time. |
6) |
Fund, except the Real Estate
Debt Income Fund, has elected to be treated as a “diversified” investment
company, as that term is used in the 1940 Act, as amended, and as
interpreted, modified or otherwise permitted by regulatory authority
having jurisdiction, from time to time. |
7) |
Fund may not concentrate, as
that term is used in the 1940 Act, its investments in a particular
industry, except as permitted under the 1940 Act, as amended, and as
interpreted, modified or otherwise permitted by regulatory authority
having jurisdiction, from time to time. This restriction does not apply to
the Capital Securities, Diversified Real Asset, Preferred Securities, or
Real Estate Debt Income Funds (the restriction applies to the Bond Market
Index and International Equity Index Funds except to the extent that the
related Index is also so concentrated). |
8) |
Fund may not act as an
underwriter of securities, except to the extent that the Fund may be
deemed to be an underwriter in connection with the sale of securities held
in its portfolio. |
1) |
Invest more than 15% of its
net assets in illiquid securities and in repurchase agreements maturing in
more than seven days except to the extent permitted by applicable law or
regulatory authority having jurisdiction, from time to
time. |
2) |
Pledge, mortgage, or
hypothecate its assets, except to secure permitted borrowings. The deposit
of underlying securities and other assets in escrow and other collateral
arrangements in connection with transactions that involve any future
payment obligation, as permitted under the 1940 Act, as amended, and as
interpreted, modified or otherwise permitted by any regulatory authority
having jurisdiction, from time to time, are not deemed to be pledges,
mortgages, hypothecations, or other
encumbrances. |
3) |
Invest in companies for the
purpose of exercising control or
management. |
4) |
Invest more than 25% (45% for
Preferred Securities Fund) of its assets in foreign securities, except
that the Capital Securities, Credit Opportunities Explorer, Diversified
Real Asset, Dynamic High Yield Explorer, Global Multi-Strategy, Global
Opportunities, Global Opportunities Equity Hedged, International Equity
Index, International Small Company, Multi-Manager Equity Long/Short,
Origin Emerging Markets, and SystematEx International Funds may invest up
to 100% of their assets in foreign securities; the Bond Market Index Fund
may invest in foreign securities to the extent that the relevant index is
so invested; and the Opportunistic Municipal Fund may not invest in
foreign securities. |
5) |
Invest more than 5% of its
total assets in real estate limited partnership interests (except the
Diversified Real Asset, Global Multi-Strategy, and Real Estate Debt Income
Funds). |
6) |
Acquire securities of other
investment companies in reliance on Section 12(d)(1)(F) or (G) of the 1940
Act, invest more than 10% of its total assets in securities of other
investment companies, invest more than 5% of its total assets in the
securities of any one investment company, or acquire more than 3% of the
outstanding voting securities of any one investment company except in
connection with a merger, consolidation, or plan of reorganization and
except as permitted by the 1940 Act, SEC rules adopted under the 1940 Act
or exemptions granted by the Securities and Exchange Commission. The Fund
may purchase securities of closed-end investment companies in the open
market where no underwriter or dealer’s commission or profit, other than a
customary broker’s commission, is involved.
|
1) |
May not issue senior
securities, except as permitted under the 1940 Act, as amended, and as
interpreted, modified or otherwise permitted by regulatory authority
having jurisdiction, from time to time. |
2) |
May not purchase or sell
commodities, except as permitted under the 1940 Act, as amended, and as
interpreted, modified or otherwise permitted by regulatory authority
having jurisdiction, from time to time. |
3) |
May not purchase or sell real
estate, which term does not include securities of companies which deal in
real estate or mortgages or investments secured by real estate or
interests therein, except that each Fund reserves freedom of action to
hold and to sell real estate acquired as a result of the Fund’s ownership
of securities. |
4) |
May not borrow money, except
as permitted under the 1940 Act, as amended, and as interpreted, modified
or otherwise permitted by regulatory authority having jurisdiction, from
time to time. |
5) |
May not make loans except as
permitted under the 1940 Act, as amended, and as interpreted, modified or
otherwise permitted by regulatory authority having jurisdiction, from time
to time. |
6) |
Has elected to be treated as a
“diversified” investment company, as that term is used in the 1940 Act, as
amended, and as interpreted, modified or otherwise permitted by regulatory
authority having jurisdiction, from time to
time. |
7) |
Will concentrate, as that term
is used in the 1940 Act, its investments in a particular industry or group
of industries described in the
prospectus. |
8) |
May not act as an underwriter
of securities, except to the extent that the Fund may be deemed to be an
underwriter in connection with the sale of securities held in its
portfolio. |
1) |
Pledge, mortgage, or
hypothecate its assets, except to secure permitted borrowings. The deposit
of underlying securities and other assets in escrow and other collateral
arrangements in connection with transactions that involve any future
payment obligation, as permitted under the 1940 Act, as amended, and as
interpreted, modified or otherwise permitted by any regulatory authority
having jurisdiction, from time to time, by the underlying funds are not
deemed to be pledges, mortgages, hypothecations, or other
encumbrances. |
2) |
Invest in companies for the
purpose of exercising control or
management. |
• |
Exchange-Traded Options. An
exchange-traded option may be closed out only on an exchange that
generally provides a liquid secondary market for an option of the same
series. If a liquid secondary market for an exchange-traded option does
not exist, it might not be possible to effect a closing transaction with
respect to a particular option, with the result that a Fund would have to
exercise the option in order to consummate the
transaction. |
• |
Over the Counter ("OTC")
Options. OTC options differ from exchange-traded options in that they are
two-party contracts, with price and other terms negotiated between buyer
and seller, and generally do not have as much market liquidity as
exchange-traded options. An OTC option (an option not traded on an
established exchange) may be closed out only by agreement with the other
party to the original option transaction. With OTC options, a Fund is at
risk that the other party to the transaction will default on its
obligations or will not permit the Fund to terminate the transaction
before its scheduled maturity. While a Fund will seek to enter into OTC
options only with dealers who agree to or are expected to be capable of
entering into closing transactions with a Fund, there can be no assurance
that a Fund will be able to liquidate an OTC option at a favorable price
at any time prior to its expiration. OTC options are not subject to the
protections afforded purchasers of listed options by the Options Clearing
Corporation or other clearing organizations.
|
• |
Interest rate swaps. Interest
rate swaps involve the exchange by a Fund with another party of their
respective commitments to pay or receive interest (for example, an
exchange of floating rate payments for fixed rate payments with respect to
a notional amount of principal). Forms of swap agreements also
include interest rate caps, under which, in return for a premium, one
party agrees to make payments to the other to the extent that interest
rates exceed a specified rate, or "cap"; interest rate floors, under
which, in return for a premium, one party agrees to make payments to the
other to the extent that interest rates fall below a specified rate, or
"floor"; and interest rate collars, under which a party sells a cap and
purchases a floor or vice versa in an attempt to protect itself against
interest rate movements exceeding given minimum or maximum levels.
|
• |
Currency swaps. A currency
swap is an agreement to exchange cash flows on a notional amount based on
changes in the relative values of the specified currencies.
|
• |
Index swaps. An index swap is
an agreement to make or receive payments based on the different returns
that would be achieved if a notional amount were invested in a specified
basket of securities (such as the S&P 500 Index) or in some other
investment (such as U.S. Treasury Securities).
|
• |
Total return swaps. A total
return swap is an agreement to make payments of the total return from a
specified asset or instrument (or a basket of such instruments) during the
specified period, in return for payments equal to a fixed or floating rate
of interest or the total return from another specified asset or
instrument. Alternatively, a total return swap can be structured so that
one party will make payments to the other party if the value of the
relevant asset or instrument increases, but receive payments from the
other party if the value of that asset or instrument
decreases.
|
• |
Commodity swap agreements.
Consistent with a Fund's investment objectives and general investment
policies, certain of the Funds may invest in commodity swap agreements.
For example, an investment in a commodity swap agreement may involve the
exchange of floating-rate interest payments for the total return on a
commodity index. In a total return commodity swap, a Fund will receive the
price appreciation of a commodity index, a portion of the index, or a
single commodity in exchange for paying an agreed-upon fee. If the
commodity swap is for one period, a Fund may pay a fixed fee, established
at the outset of the swap. However, if the term of the commodity swap is
for more than one period, with interim swap payments, a Fund may pay an
adjustable or floating fee. With a "floating" rate, the fee may be pegged
to a base rate, such as the London Interbank Offered Rate, and is adjusted
each period. Therefore, if interest rates increase over the term of the
swap contract, a Fund may be required to pay a higher fee at each swap
reset date. |
• |
Credit default swap
agreements. The "buyer" in a credit default contract is obligated to pay
the "seller" a periodic stream of payments over the term of the contract
provided that no event of default on an underlying reference obligation
has occurred. If an event of default occurs, the seller must pay the buyer
the full notional value, or "par value," of the reference obligation in
exchange for the reference obligation. A Fund may be either the buyer or
seller in a credit default swap transaction. If a Fund is a buyer and no
event of default occurs, the Fund will lose its investment and recover
nothing. However, if an event of default occurs, the Fund (if the buyer)
will receive the full notional value of the reference obligation that may
have little or no value. As a seller, a Fund receives a fixed rate of
income throughout the term of the contract, which typically is between six
months and five years, provided that there is no default event. If an
event of default occurs, the seller must pay the buyer the full notional
value of the reference obligation. In addition, collateral posting
requirements are individually negotiated and there is no regulatory
requirement that a counterparty post collateral to secure its obligations
or a specified amount of cash, depending upon the terms of the swap, under
a credit default swap. Furthermore, there is no requirement that a party
be informed in advance when a credit default swap agreement is sold.
Accordingly, a Fund may have difficulty identifying the party responsible
for payment of its claims. The notional value of credit default swaps with
respect to a particular investment is often larger than the total par
value of such investment outstanding and, in event of a default, there may
be difficulties in making the required deliveries of the reference
investments, possibly delaying payments. |
• |
Investment Pools. The Funds
may invest in publicly or privately issued interests in investment pools
whose underlying assets are credit default, credit-linked, interest rate,
currency exchange, equity-linked or other types of swap contracts and
related underlying securities or securities loan agreements. The pools’
investment results may be designed to correspond generally to the
performance of a specified securities index or “basket” of securities, or
sometimes a single security. These types of pools are often used to gain
exposure to multiple securities with a smaller investment than would be
required to invest directly in the individual securities. They also may be
used to gain exposure to foreign securities markets without investing in
the foreign securities themselves and/or the relevant foreign market. To
the extent that a Fund invests in pools of swaps and related underlying
securities or securities loan agreements whose return corresponds to the
performance of a foreign securities index or one or more foreign
securities, investing in such pools will involve risks similar to the
risks of investing in foreign securities. In addition to the risks
associated with investing in swaps generally, a Fund bears the risks and
costs generally associated with investing in pooled investment vehicles,
such as paying the fees and expenses of the pool and the risk that the
pool or the operator of the pool may default on its obligations to the
holder of interests in the pool, such as a Fund. Interests in privately
offered investment pools of swaps may be considered illiquid.
|
• |
Contracts for differences.
“Contracts for differences” are swap arrangements in which a Fund may
agree with a counterparty that its return (or loss) will be based on the
relative performance of two different groups or “baskets” of securities.
For example, as to one of the baskets, a Fund’s return is based on
theoretical long futures positions in the securities comprising that
basket, and as to the other basket, a Fund’s return is based on
theoretical short futures positions in the securities comprising that
other basket. The notional sizes of the baskets will not necessarily be
the same, which can give rise to investment leverage. A Fund may also use
actual long and short futures positions to achieve the market exposure(s)
as contracts for differences. A Fund may enter into swaps and contracts
for differences for investment return, hedging, risk management and for
investment leverage. |
• |
Swaptions. A swap option (also
known as “swaptions”) is a contract that gives a counterparty the right
(but not the obligation) in return for payment of a premium, to enter into
a new swap agreement or to shorten, extend, cancel, or otherwise modify an
existing swap agreement, at some designated future time on specified
terms. The buyer and seller of the swap option agree on the strike price,
length of the option period, the term of the swap, notional amount,
amortization and frequency of settlement. A Fund may engage in swap
options for hedging purposes or in an attempt to manage and mitigate
credit and interest rate risk. Each Fund may write (sell) and purchase put
and call swap options. The use of swap options involves risks, including,
among others, imperfect correlation between movements of the price of the
swap options and the price of the securities, indices or other assets
serving as reference instruments for the swap option, reducing the
effectiveness of the instrument for hedging or investment
purposes. |
• |
the frequency of trades and
quotations, |
• |
the number of dealers and
prospective purchasers in the
marketplace, |
• |
dealer undertakings to make a
market, |
• |
the nature of the security
(including any demand or tender features),
and |
• |
the nature of the marketplace
for trades (including the ability to assign or offset a portfolio's rights
and obligations relating to the
investment). |
• |
Bank Notes are notes issued by
local governmental bodies and agencies such as those described above to
commercial banks as evidence of borrowings. The purposes for which the
notes are issued are varied but they are frequently issued to meet
short-term working-capital or capital-project needs. These notes may have
risks similar to the risks associated with TANs and
RANs. |
• |
Bond Anticipation Notes
("BANs") are usually general obligations of state and local governmental
issuers which are sold to obtain interim financing for projects that will
eventually be funded through the sale of long-term debt obligations or
bonds. The ability of an issuer to meet its obligations on its BANs is
primarily dependent on the issuer's access to the long-term municipal bond
market and the likelihood that the proceeds of such bond sales will be
used to pay the principal and interest on the BANs.
|
• |
Construction Loan Notes are
issued to provide construction financing for specific projects. Permanent
financing, the proceeds of which are applied to the payment of
construction loan notes, is sometimes provided by a commitment by the
Government National Mortgage Association ("GNMA") to purchase the loan,
accompanied by a commitment by the Federal Housing Administration to
insure mortgage advances thereunder. In other instances, permanent
financing is provided by commitments of banks to purchase the loan. The
Opportunistic Municipal Fund will only purchase construction loan notes
that are subject to GNMA or bank purchase commitments.
|
• |
Revenue Anticipation Notes
("RANs") are issued by governments or governmental bodies with the
expectation that future revenues from a designated source will be used to
repay the notes. In general they also constitute general obligations of
the issuer. A decline in the receipt of projected revenues, such as
anticipated revenues from another level of government, could adversely
affect an issuer's ability to meet its obligations on outstanding RANs. In
addition, the possibility that the revenues would, when received, be used
to meet other obligations could affect the ability of the issuer to pay
the principal and interest on RANs. |
• |
Tax Anticipation Notes
("TANs") are issued by state and local governments to finance the current
operations of such governments. Repayment is generally to be derived from
specific future tax revenues. TANs are usually general obligations of the
issuer. A weakness in an issuer's capacity to raise taxes due to, among
other things, a decline in its tax base or a rise in delinquencies, could
adversely affect the issuer's ability to meet its obligations on
outstanding TANs. |
Fund |
2015
Turnover |
2014
Turnover |
Comments |
Bond Market Index
Fund |
319.5% |
162.0% |
The Fund experienced large
redemptions during 2015, and consequently sold securities to meet the
redemption requests. |
• |
Traditional Preferred
Securities. Traditional preferred securities may be issued by an entity
taxable as a corporation and pay fixed or floating rate dividends.
However, these claims are subordinated to more senior creditors, including
senior debt holders. “Preference” means that a company must pay dividends
on its preferred securities before paying any dividends on its common
stock, and the claims of preferred securities holders are ahead of common
stockholders’ claims on assets in a corporate liquidation. Holders of
preferred securities usually have no right to vote for corporate directors
or on other matters. Preferred securities share many investment
characteristics with both common stock and
bonds. |
• |
Hybrid or Trust Preferred
Securities. Hybrid-preferred securities are debt instruments that have
characteristics similar to those of traditional preferred securities
(characteristics of both subordinated debt and preferred stock). Hybrid
preferred securities may be issued by corporations, generally in the form
of interest-bearing instruments with preferred securities characteristics,
or by an affiliated trust or partnership of the corporation, generally in
the form of preferred interests in subordinated business trusts or
similarly structured securities. The hybrid-preferred securities market
consists of both fixed and adjustable coupon rate securities that are
either perpetual in nature or have stated maturity dates. Hybrid preferred
holders generally have claims to assets in a corporate liquidation that
are senior to those of traditional preferred securities but subordinate to
those of senior debt holders. Certain subordinated debt and senior debt
issues that have preferred characteristics are also considered to be part
of the broader preferred securities
market. |
• |
Floating rate preferred
securities. Floating rate preferred securities provide for a periodic
adjustment in the interest rate paid on the securities. The terms of such
securities provide that interest rates are adjusted periodically based
upon an interest rate adjustment index. The adjustment intervals may be
regular, and range from daily up to annually, or may be event-based, such
as a change in the short-term interest rate. Because of the interest rate
reset feature, floating rate securities provide the Fund with a certain
degree of protection against rising interest rates, although the interest
rates of floating rate securities will participate in any declines in
interest rates as well. |
• |
U.S. Government Securities -
Securities issued or guaranteed by the U.S. government, including treasury
bills, notes, and bonds. |
• |
U.S. Government Agency
Securities - Obligations issued or guaranteed by agencies or
instrumentalities of the U.S. government. |
• |
U.S. agency obligations
include, but are not limited to, the Bank for Cooperatives, Federal Home
Loan Banks, and Federal Intermediate Credit
Banks. |
• |
U.S. instrumentality
obligations include, but are not limited to, the Export-Import Bank,
Federal Home Loan Mortgage Corporation, and Federal National Mortgage
Association. |
• |
Bank Obligations -
Certificates of deposit, time deposits and bankers' acceptances of U.S.
commercial banks having total assets of at least one billion dollars and
overseas branches of U.S. commercial banks and foreign banks, which in the
opinion of those managing the fund's investments, are of comparable
quality. The Fund may acquire obligations of U.S. banks that are not
members of the Federal Reserve System or of the Federal Deposit Insurance
Corporation. |
• |
Commercial Paper - Short-term
promissory notes issued by U.S. or foreign
corporations. |
• |
Short-term Corporate Debt -
Corporate notes, bonds, and debentures that at the time of purchase have
397 days or less remaining to maturity. |
• |
Repurchase Agreements -
Instruments under which securities are purchased from a bank or securities
dealer with an agreement by the seller to repurchase the securities at the
same price plus interest at a specified
rate. |
• |
Taxable Municipal Obligations
- Short-term obligations issued or guaranteed by state and municipal
issuers which generate taxable income. |
Name,
Address,
and Year of
Birth |
Position(s)
Held
with
Fund |
Length
of
Time
Served
as
Director |
Principal
Occupation(s)
During Past
5 Years |
Number
of
Portfolios
in
Fund
Complex
Overseen
by
Director |
Other
Directorships
Held by
Director
During Past
5 Years |
Elizabeth
Ballantine
655 9th Street
Des Moines, IA
50392
1948 |
Director
Member Nominating and
Governance Committee |
Since 2004 |
Principal, EBA
Associates
(consulting and
investments) |
122 |
Durango Herald,
Inc.;
McClatchy Newspapers,
Inc. |
Leroy T. Barnes,
Jr.
655 9th Street
Des Moines, IA
50392
1951 |
Director
Member, Audit
Committee |
Since 2012 |
Retired
|
122 |
McClatchy Newspapers, Inc.;
Herbalife Ltd.; Frontier Communications, Inc. |
Craig Damos
655 9th Street
Des Moines, IA
50392
1954 |
Director
Member 15(c)
Committee
Member Audit
Committee |
Since 2008 |
President, The Damos Company
(consulting services). |
122 |
Hardin
Construction |
Mark A. Grimmett
655 9th Street
Des Moines, IA
50392
1960 |
Director
Member 15(c)
Committee
Member Executive
Committee
Member Nominating and
Governance Committee |
Since 2004 |
Formerly, Executive Vice
President and CFO, Merle Norman Cosmetics, Inc. (cosmetics
manufacturing) |
122 |
None |
Fritz S. Hirsch
655 9th Street
Des Moines, IA
50392
1951 |
Director
Member 15(c)
Committee
Member Operations
Committee |
Since 2005 |
CEO, MAM USA (manufacturer of
infant and juvenile products). |
122 |
Focus Products Group
(housewares) |
Tao Huang
655 9th Street
Des Moines, IA
50392
1962 |
Director
Member 15(c)
Committee
Member Operations
Committee |
Since 2012 |
Formerly, Chief Operating
Officer, Morningstar, Inc. (investment research) |
122 |
Armstrong World Industries,
Inc. (manufacturing) |
Drew E. Lawton
655 9th Street
Des Moines, IA
50392
1959 |
Director
Member Nominating and
Governance Committee |
Since 2016 |
Formerly, Senior Managing
Director and CEO,
New York Life Investment
Management
(New York Life Insurance
Company) |
122 |
None |
Karen (“Karrie”)
McMillan
655 9th Street
Des Moines, IA
50392
1961 |
Director
Member Operations
Committee |
Since 2014 |
Managing Director, Patomak
Global Partners, LLC (financial services consulting). Formerly, General
Counsel, Investment Company Institute* |
122 |
None |
Elizabeth A.
Nickels
655 9th Street
Des Moines, IA
50392
1962 |
Director
Member Audit
Committee |
Since 2015 |
Formerly Executive Director,
Herman Miller Foundation; Formerly President Herman Miller
Healthcare |
122 |
Charlotte Russe; Follet
Corporation; Herman Miller, Inc.; PetSmart; SpartanNash; Spectrum Health
Systems |
Daniel Pavelich
655 9th Street
Des Moines, IA
50392
1944 |
Director
Member Audit
Committee |
Since 2007 |
Retired |
122 |
None |
* Ms. McMillan served as an
officer of the Investment Company Institute, a national association of
U.S. investment companies. Appendix A provides information about the
members of the Investment Company Institute’s Board of Governors who are
affiliates of the Funds’ investment
advisors. |
Name,
Address,
and Year of
Birth |
Position(s)
Held
with
Fund |
Length
of
Time
Served
|
Positions
with the Manager
and its
affiliates;
Principal
Occupation(s)
During Past
5 Years**
(unless
noted otherwise) |
Number
of
Portfolios
in
Fund
Complex
Overseen
by
Director |
Other
Directorships
Held
by
Director
During
Past
5
Years |
Michael J. Beer
Des Moines, IA
50392
1961
|
Chief Executive Officer
President
Director
Member Executive
Committee |
Since 2015 Since 2015 Since
2012
Since 2001 |
Chief Executive Officer,
PFD Director, PFD (since 2015) VP/Mutual Funds & Broker Dealer, PLIC (2001-2014) VP/Chief Operating Officer Principal Funds, PLIC (2014-2015) Executive Director/Principal Funds & Trust, PLIC (since 2015) President & Chief Executive Officer, PMC (since 2015) EVP/Chief Operating Officer, PMC (2008-2015) Chair, PMC (since 2015) Director, PMC (2006-2015) Director, PSI (2005-2015) President, PSI (2005-2015) Chairman, PSS (since 2015) Director, PSS (2007-2015) President, PSS (2007-2015) Executive Vice President, PSS (since 2015) |
122 |
None |
Nora M. Everett
Des Moines, IA
50392
1959 |
Chair
Director
Member Executive
Committee |
Since 2012
Since 2008 |
Director, Edge
(2008-2011) Director, Finisterre (since 2011) Director, Origin (since 2011) Chairman, PFA (2010-2015) Chairman, PFD (2011-2015) Director, PFD (2008-2011) President/RIS, PLIC (since 2015) Senior Vice President/RIS, PLIC (2008-2015) Chairman, PMC (2011-2015) President, PMC (2008-2015) Director, PMC (2008-2011) Director, PSI (2008-2011, and since 2015) Chief Executive Officer, PSI (2009-2015) Chairman, PSI (2011-2015) Chairman, PSS (2011-2015) Director, PSS (2008-2011) |
122 |
None |
Name,
Address
and Year of
Birth |
Position(s)
Held
with Fund
and
Length of
Time Served |
Positions
with the Manager and its Affiliates;
Principal
Occupations During Past 5 Years**
(unless
noted otherwise) |
Michael J. Beer
Des Moines, IA
50392
1961 |
Chief Executive Officer (since
2015)
President (since
2015)
Director (since
2012)
Member Executive
Committee |
Chief Executive Officer,
PFD Director, PFD (since 2015) VP/Mutual Funds & Broker Dealer, PLIC (2001-2014) VP/Chief Operating Officer Principal Funds, PLIC (2014-2015) Executive Director/Principal Funds & Trust, PLIC (since 2015) President & Chief Executive Officer, PMC (since 2015) EVP/Chief Operating Officer, PMC (2008-2015) Chair, PMC (since 2015) Director, PMC (2006-2015) Director, PSI (2005-2015) President, PSI (2005-2015) Chairman, PSS (since 2015) Director, PSS (2007-2015) President, PSS (2007-2015) Executive Vice President, PSS (since 2015) |
Randy L. Bergstrom
Des Moines, IA 50392
1955 |
Assistant Tax
Counsel
(since 2005) |
Counsel, PGI
Counsel,
PLIC |
Jennifer A. Block
Des Moines, IA
50392
1973 |
Assistant Counsel
(since 2010)
Assistant
Secretary
(since 2015) |
Counsel, PFD (2009-2013)
Counsel, PLIC Counsel, PMC (2009-2013, 2014-present) Counsel, PSI (2009-2013) Counsel, PSS (2009-2013) |
Tracy Bollin
Des Moines, IA
50392
1970 |
Chief Financial
Officer
(since 2014)
|
Chief Financial Officer, PFA
(2010-2015) Senior Vice President, PFD (since 2015) Chief Financial Officer, PFD (since 2010) Senior Vice President, PMC (since 2015) Chief Financial Officer, PMC (2010-2015) Director, PMC (since 2015) Chief Financial Officer, PSI (2010-2015) Director, PSS (since 2015) President, PSS (since 2015) Chief Financial Officer, PSS (2010-2015) |
David J. Brown
Des Moines, IA 50392
1960 |
Chief Compliance
Officer
(since 2004) |
Senior Vice President,
PFD Chief Compliance Officer-Funds, PLIC (since 2016) Vice President/Compliance, PLIC (2004-2016) Senior Vice President, PMC Senior Vice President, PSI Senior Vice President, PSS |
Nora M. Everett
Des Moines, IA 50392
1959 |
Chair (since 2012)
Director (since
2008)
Member Executive
Committee |
Director, Edge
(2008-2011) Director, Finisterre (since 2011) Director, Origin (since 2011) Chairman, PFA (2010-2015) Chairman, PFD (2011-2015) Director, PFD (2008-2011) President/RIS, PLIC (since 2015) Senior Vice President/RIS, PLIC (2008-2015) Chairman, PMC (2011-2015) President, PMC (2008-2015) Director, PMC (2008-2011) Director, PSI (2008-2011, and since 2015) Chief Executive Officer, PSI (2009-2015) Chairman, PSI (2011-2015) Chairman, PSS (2011-2015) Director, PSS (2008-2011) |
Name,
Address
and Year of
Birth |
Position(s)
Held
with Fund
and
Length of
Time Served |
Positions
with the Manager and its Affiliates;
Principal
Occupations During Past 5 Years**
(unless
noted otherwise) |
Gina L. Graham
Des Moines, IA
50392
1965 |
Treasurer (since
2016) |
Vice President/Treasurer, PFA
(since 2016)
Vice President/Treasurer, PFD
(since 2016)
Vice President/Treasurer, PGI
(since 2016)
Vice President/Treasurer, PLIC
(since 2016)
Vice President/Treasurer, PMC
(since 2016)
Vice President/Treasurer,
Principal-REI (since 2016)
Vice President/Treasurer, PSI
(since 2016)
Vice President/Treasurer, PSS
(since 2016) |
Carolyn F. Kolks
Des Moines, IA 50392
1962 |
Assistant Tax Counsel
(since 2005) |
Counsel, PGI
Counsel,
PLIC |
Layne A. Rasmussen
Des Moines, IA 50392
1958 |
Vice President (since
2005)
Controller (since
2000) |
Vice President/Controller,
PMC |
Greg Reymann
Des Moines, IA
50392
1958 |
Assistant Counsel (since
2014) |
Assistant General Counsel, PLIC
(since 2014)
Assistant General Counsel, PMC
(since 2015)
Assistant General Counsel, TAMG
(2013-2014)
Vice President/CFTC Principal,
TAM (2013-2014)
VP, Chief Compliance Officer
and Chief Risk Officer, TAM (2010-2012) |
Teri R. Root
Des Moines, IA
50392
1979 |
Deputy Chief Compliance
Officer
(since 2015) |
Vice President and Chief
Compliance Officer, PMC (since 2015)
Compliance Officer, PMC
(2010-2013)
Vice President, PSS (since
2015) |
Britney L.
Schnathorst
Des Moines, IA
50392
1981 |
Assistant Counsel
(since 2014) |
Counsel, PLIC (since
2013)
Prior thereto, Attorney in
Private Practice |
Adam U. Shaikh
Des Moines, IA 50392
1972 |
Assistant Counsel
(since 2006) |
Counsel, PFD
(2006-2013) Counsel, PLIC Counsel, PMC (2007-2013, 2014-present) Counsel, PSI (2007-2013) Counsel, PSS (2007-2013) |
Dan L. Westholm
Des Moines, IA 50392
1966 |
Assistant Treasurer
(since 2006) |
Assistant Vice
President/Treasury, PFA (since 2013) Director-Treasury, PFA (2011-2013) Assistant Vice President/Treasury, PFD (since 2013) Director-Treasury, PFD (2011-2013) Assistant Vice President/Treasury, PLIC (since 2014) Director-Treasury, PLIC (2007-2014) Director-Treasury, PMC (2003-2013) Assistant Vice President/Treasury, PMC (since 2013) Assistant Vice President/Treasury, PSI (since 2013) Director-Treasury, PSI (2011-2013) Assistant Vice President/Treasury, PSS (since 2013) Director-Treasury, PSS (2007-2013) |
Beth C. Wilson
Des Moines, IA 50392
1956 |
Vice President and Secretary
(since 2007) |
Director and Secretary-Funds,
PLIC
Vice President, PMC
(2007-2013) |
Clint Woods
Des Moines, IA
50392
1961 |
Vice President (since
2016)
Counsel (since
2015) |
Vice President, Associate
General Counsel, Governance Officer, and Assistant Corporate Secretary,
PLIC (since 2015)
Assistant General Counsel,
Assistant Corporate Secretary, and Governance Officer, PLIC
(2013-2015)
Associate General Counsel,
AEGON (2003-2012) |
Fund
|
Ballantine |
Barnes |
Damos |
Grimmett |
Hirsch |
Huang |
Lawton* |
McMillan |
Nickels |
Pavelich |
Blue Chip |
A |
A |
A |
A |
A |
A |
A |
D |
A |
A |
Diversified Real
Asset |
A |
A |
C |
D |
C |
A |
A |
A |
A |
A |
Preferred
Securities |
A |
A |
E |
A |
A |
A |
A |
A |
A |
A |
Small-MidCap Dividend
Income |
A |
A |
A |
A |
A |
A |
A |
A |
D |
A |
Total Fund
Complex |
E |
E |
E |
E |
E |
E |
A |
E |
D |
E |
Fund |
Beer |
Everett |
Global
Multi-Strategy |
D |
A |
Total Fund
Complex |
E |
E |
Director |
Funds in
this SAI* |
Fund
Complex |
Elizabeth
Ballantine |
$21,760 |
$225,225 |
Leroy T. Barnes,
Jr. |
$23,251 |
$235,500 |
Craig Damos |
$24,341 |
$251,700 |
Mark A.
Grimmett |
$27,010 |
$275,800 |
Fritz Hirsch |
$25,647 |
$262,425 |
Tao Huang |
$23,757 |
$240,125 |
Drew E.
Lawton*** |
$0 |
$0 |
Karen ("Karrie")
McMillan |
$23,590 |
$241,917 |
Elizabeth A.
Nickels** |
$0 |
$0 |
Daniel Pavelich |
$25,406 |
$257,500 |
** |
Director's
appointment effective September 16, 2015. |
Sub-Advisor: |
AQR Capital
Management, LLC ("AQR") is a wholly-owned
subsidiary of AQR Capital Management Holdings, LLC (“AQR Holdings”), which
has no activities other than holding the interests of AQR. Clifford S.
Asness, Ph.D., M.B.A., may be deemed to control AQR through his voting
control of the Board of Members of AQR
Holdings. |
Fund(s): |
a portion of the assets of
Global Multi-Strategy |
Sub-Advisor: |
BlackRock
Financial Management, Inc. (“BlackRock”) is a wholly owned subsidiary
of BlackRock Holdco 2, Inc., which is a wholly owned subsidiary of
BlackRock, Inc. BlackRock and its affiliates manage investment company and
other portfolio assets. |
Fund(s): |
a portion of the assets of
Diversified Real Asset |
Sub-Advisor: |
Brookfield
Investment Management Inc. ("Brookfield") is a wholly-owned subsidiary
of Brookfield Asset Management Inc., a global asset manager that focuses
on property, renewable power, and infrastructure
assets. |
Fund(s): |
a portion of the assets of
Diversified Real Asset |
Sub-Advisor: |
Cliffwater
LLC (“Cliffwater”), is a Delaware limited
liability company. Stephen Nesbitt and Kathleen Barchick each own more
than 25% of the voting securities of
Cliffwater. |
Fund(s): |
Global
Multi-Strategy |
Sub-Advisor: |
CNH
Partners, LLC (“CNH”) is a Delaware limited
liability company and a joint venture by AQR and CNH Capital Management,
LLC (“CNHCM”). AQR and CNHCM each own 50% of CNH. CNHCM was formed by Mark
Mitchell and Todd Pulvino and has no business activities other than owning
CNH. |
Fund(s): |
a portion of the assets of
Global Multi-Strategy |
Sub-Advisor:
|
Columbus
Circle Investors ("CCI") is an affiliate of PGI, which
is a member of Principal ®
.
|
Fund(s): |
a portion of the assets of
Multi-Manager Equity Long/Short |
Sub-Advisor:
|
Credit
Suisse Asset Management, LLC ("Credit Suisse") is the New York-based
Registered Investment Adviser of Credit Suisse Asset Management (CSAM).
CSAM, which is part of the International Wealth Management Division of
Credit Suisse Group AG, is a global asset manager with a focus on
Alternative Investments and select Traditional Investments.
|
Fund(s): |
a portion of the assets of
Diversified Real Asset |
Sub-Advisor:
|
Edge Asset
Management, Inc. ("Edge") is an affiliate of PMC and a
member of Principal ®
.
|
Fund(s): |
EDGE MidCap and Small-MidCap
Dividend Income |
Sub-Advisor:
|
Finisterre
Capital LLP (“Finisterre”) is an indirect subsidiary of
Principal Financial Services, Inc., an affiliate of PMC and a member of
Principal ®
.
|
Fund(s):
|
a portion of the assets of
Global Multi-Strategy |
Sub-Advisor:
|
Fischer
Francis Trees & Watts, Inc. (“FFTW”), is indirectly wholly-owned by
BNP Paribas S.A., a publicly owned bank organized in France, engaged in
global financial activities. |
Fund(s):
|
a portion of the assets of
Diversified Real Asset |
Sub-Advisor:
|
Gotham
Asset Management, LLC, is wholly-owned by Gotham
Asset Management Holdings, LP (“GAMH”). Joel Greenblatt and Robert
Goldstein each own more than 25% of GAMH.
|
Sub-Advisor:
|
Graham
Capital Management, L.P. ("Graham") is majority-owned by KGT
Investment Partners, LLC, which is principally owned by Graham’s founder,
Kenneth Tropin, and members of Mr. Tropin’s family.
|
Fund(s):
|
a portion of the assets of
Global Multi-Strategy |
Sub-Advisor:
|
KLS
Diversified Asset Management LP (“KLS”), principally owned by KLS
Partners LLC, provides discretionary investment advisory services for
private investment funds and separately managed
accounts. |
Fund(s):
|
a portion of the assets of
Global Multi-Strategy |
Sub-Advisor: |
Loomis,
Sayles & Company, L.P. (“Loomis Sayles”) is an indirect subsidiary of
Natixis Global Asset Management, L.P. which is a subsidiary of Natixis
Global Asset Management (“NGAM”), an international asset management group
based in Paris, France. |
Fund(s): |
a portion of the assets of
Global Multi-Strategy |
Sub-Advisor: |
Los Angeles
Capital Management and Equity Research, Inc. ("Los Angeles
Capital") is a
California corporation wholly-owned by its working principals. Thomas D.
Stevens, Chairman and CEO, and Hal W. Reynolds, Chief Investment Officer,
hold the controlling equity interest in the
firm. |
Fund(s): |
a portion of the assets of
Global Multi-Strategy |
Sub-Advisor: |
Macquarie
Capital Investment Management LLC ("Macquarie") is an indirect wholly-owned
subsidiary of Macquarie Group Limited and operates as part of Macquarie
Asset Management, the asset management division of Macquarie Group
Limited. Macquarie is not an authorized deposit-taking institution for the
purposes of the Banking Act 1959 (Commonwealth of Australia). Macquarie
obligations do not represent deposits or other liabilities of Macquarie
Bank Limited ABN 46 008 583 542 (“MBL”). MBL does not guarantee or
otherwise provide assurance in respect of the obligations of Macquarie,
unless noted otherwise. |
Fund(s): |
a portion of the assets of
Diversified Real Asset |
Sub-Advisor: |
Mellon
Capital Management Corporation (“Mellon Capital”) is directly owned by MBC
Investments Corporation, a Delaware holding company. MBC Investments
Corporation is directly owned by The Bank of New York Mellon
Corporation. |
Fund(s): |
Bond Market
Index |
Sub-Advisor:
|
Origin
Asset Management LLP (“Origin”) is an indirect majority-owned
subsidiary of Principal Financial Services, Inc., an affiliate of PMC, and
a member of Principal ®
.
|
Fund(s): |
Origin Emerging
Markets |
Sub-Advisor: |
Passport
Capital, LLC ("Passport") is controlled by John Burbank,
its managing member. |
Fund(s): |
a portion of the assets of
Multi-Manager Equity Long/Short |
Sub-Advisor
: |
Pictet
Asset Management SA (“Pictet”)
is the asset
management arm of the Pictet Group which is owned by six managing
partners. |
Fund(s): |
a portion of the assets of
Diversified Real Asset |
Sub-Advisor:
|
Principal
Global Investors, LLC (“PGI”) is an indirect wholly owned
subsidiary of Principal Life Insurance Company, an affiliate of PMC, and a
member of Principal ®
.
|
Fund(s): |
Blue Chip, Credit
Opportunities Explorer, Dynamic High Yield Explorer, Global Opportunities,
Global Opportunities Equity Hedged, International Equity Index,
International Small Company, Opportunistic Municipal, SystematEx
International, and SystematEx Large Value |
Sub-Advisor:
|
Principal
Real Estate Investors, LLC ("Principal - REI") is an indirect wholly owned
subsidiary of Principal Life, an affiliate of PMC, and a member of
Principal ®
.
|
Fund(s): |
Real Estate Allocation, Real
Estate Debt Income and a portion of the assets of Diversified Real
Asset |
Sub-Advisor: |
Sirios
Capital Management, L.P. ("Sirios") is controlled by John F.
Brennan, Jr., who is its managing director and the sole member of the
general partner of Sirios. |
Fund(s): |
a portion of the assets of
Multi-Manager Equity Long/Short |
Sub-Advisor:
|
Sound Point
Capital Management, LP, is 60% owned by Stephen
Ketchum, with the remaining 40% owned by five senior principals of Stone
Point Capital LLC. |
Sub-Advisor:
|
Spectrum
Asset Management, Inc. ("Spectrum") is an indirect subsidiary of
Principal Life, an affiliate of PGI and a member of Principal ®
.
|
Fund(s): |
Capital Securities and
Preferred Securities |
Sub-Advisor:
|
Symphony
Asset Management LLC ("Symphony") is an indirect subsidiary of
Nuveen Investments, Inc., which is an indirect subsidiary of Teachers
Insurance and Annuity Association of America (TIAA), a financial services
organization. |
Fund(s): |
a portion of the assets of
Diversified Real Asset |
Sub-Advisor: |
Three
Bridges Capital, LP ("Three Bridges") is controlled by Gene Salamon
as equity owner and the firm's Managing Partner. Mr. Salamon functions as
the portfolio manager for portfolios managed by the
firm. |
Fund(s): |
a portion of the assets of
Multi-Manager Equity Long/Short |
Sub-Advisor:
|
Tortoise
Capital Advisors, L.L.C. ("Tortoise") is wholly-owned by Tortoise
Investments, LLC, a company that owns essential asset and income-oriented
investment advisers. Montage Investments, LLC (“Montage”), a registered
investment adviser, owns a majority interest in Tortoise Investments, LLC.
Montage is wholly-owned by Mariner Holdings, LLC, a global financial
services firm with affiliates focused on wealth and asset management.
Employees of Tortoise and its affiliates, including all managing directors
of Tortoise, own a minority interest in Tortoise Investments, LLC.
|
Fund(s): |
a portion of the assets of
Diversified Real Asset |
Sub-Advisor: |
Wellington
Management Company LLP (“Wellington Management”) is owned by the partners of
Wellington Management Group LLP, a Massachusetts limited liability
partnership. |
Fund(s): |
a portion of the assets of
Global Multi-Strategy |
Sub-Advisor: |
York
Registered Holdings, L.P. (“York”) is controlled by its sole
general partner, York Capital Management Global Advisors, LLC (“YGA”).
James G. Dinan, founder, is the Chairman, CEO and controlling person of
YGA. Mr. Dinan and various other individual partners of the firm
collectively own the majority equity interest in YGA and its affiliates.
|
Fund(s): |
a portion of the assets of
Global Multi-Strategy |
Net Asset
Value of Fund | |||
Fund |
All
Assets | ||
Bond Market
Index |
0.25 |
% |
|
Capital
Securities |
0.00 |
% |
(1) |
International Equity
Index |
0.25 |
% |
|
Real Estate
Allocation |
0.00 |
% |
(1)
|
The table reflects that
Principal Management Corporation ("PMC"), the investment advisor, is
absorbing all expenses of the Fund. You should be aware, however, that the
Fund is an integral part of "wrap-fee" programs, including those sponsored
by registered investment advisors and broker-dealers unaffiliated with the
Fund. Participants in these programs pay a “wrap” fee to the wrap-free
program's sponsor ("Sponsor"). You should read carefully the
wrap-fee brochure provided to you by your Sponsor or your registered
investment advisor. The brochure is required to include information about
the fees charged to you by the Sponsor and the fees the Sponsor paid to
your registered investment advisor. |
Net Asset
Value of Fund | ||||
Fund |
First
$500
Million |
Next
$500
Million |
Next
$500
Million |
Assets
Over
$1.5
Billion |
Blue Chip |
0.70% |
0.68% |
0.66% |
0.65% |
Credit Opportunities
Explorer |
0.60% |
0.58% |
0.56% |
0.55% |
Dynamic High Yield
Explorer |
0.65% |
0.63% |
0.61% |
0.60% |
EDGE MidCap |
0.75% |
0.73% |
0.71% |
0.70% |
Global
Opportunities |
0.85% |
0.83% |
0.81% |
0.80% |
Global Opportunities Equity
Hedged |
1.10% |
1.08% |
1.06% |
1.05% |
International Small
Company |
1.05% |
1.03% |
1.01% |
1.00% |
Multi-Manager Equity
Long/Short |
1.57% |
1.55% |
1.53% |
1.52% |
Opportunistic
Municipal |
0.50% |
0.48% |
0.46% |
0.45% |
Origin Emerging
Markets |
1.20% |
1.18% |
1.16% |
1.15% |
Real Estate Debt
Income |
0.55% |
0.53% |
0.51% |
0.50% |
SystematEx
International |
0.60% |
0.58% |
0.56% |
0.55% |
SystematEx Large
Value |
0.40% |
0.38% |
0.36% |
0.35% |
Net Asset
Value of Fund | ||||||
Fund |
First
$500
Million |
Next
$500
Million |
Next
$500
Million |
Next
$500
Million |
Next
$1
Billion |
Over
$3
Billion |
Diversified Real
Asset |
0.85% |
0.83% |
0.81% |
0.80% |
0.79% |
0.78% |
Global
Multi-Strategy |
1.60% |
1.58% |
1.56% |
1.55% |
1.54% |
1.53% |
Preferred
Securities |
0.75% |
0.73% |
0.71% |
0.70% |
0.69% |
0.68% |
Small-MidCap Dividend
Income |
0.80% |
0.78% |
0.76% |
0.75% |
0.74% |
0.73% |
Contractual
Limits on Total Annual Fund Operating Expenses | |||||||||||||
Fund |
A |
C |
J |
Inst. |
R-1 |
R-2 |
R-3 |
R-4 |
R-5 |
R-6 |
Expiration | ||
Blue Chip |
1.35% |
2.10% |
N/A |
0.75% |
N/A |
N/A |
N/A |
N/A |
N/A |
0.75% |
(1) |
12/30/2016 | |
Bond Market
Index |
N/A |
N/A |
0.78% |
0.23% |
1.11% |
0.98% |
0.80% |
0.61% |
0.49% |
N/A |
12/30/2016 | ||
Credit Opportunities
Explorer |
0.85% |
N/A |
N/A |
0.70% |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
12/30/2016 | ||
Diversified Real
Asset |
1.25% |
2.00% |
N/A |
0.88% |
N/A |
N/A |
N/A |
N/A |
N/A |
0.88% |
12/30/2016 | ||
Dynamic High Yield
Explorer |
1.10% |
N/A |
N/A |
0.75% |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
12/30/2016 | ||
EDGE MidCap |
N/A |
N/A |
N/A |
0.90% |
N/A |
N/A |
N/A |
N/A |
N/A |
0.85% |
(1) |
12/30/2016 | |
Global
Multi-Strategy |
2.00% |
2.75% |
(1) |
N/A |
1.65% |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
12/30/2016 | |
Global
Opportunities |
1.50% |
2.25% |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
12/30/2016 | ||
Global Opportunities Equity
Hedged |
1.55% |
N/A |
N/A |
1.25% |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
12/30/2016 | ||
International Equity Index
|
N/A |
N/A |
N/A |
0.35% |
N/A |
N/A |
N/A |
N/A |
N/A |
0.40% |
(1) |
12/30/2016 | |
International Small
Company |
1.60% |
N/A |
N/A |
1.20% |
N/A |
N/A |
N/A |
N/A |
N/A |
1.20% |
(1) |
12/30/2016 | |
Multi-Manager Equity
Long/Short |
2.02% |
N/A |
N/A |
1.67% |
N/A |
N/A |
N/A |
N/A |
N/A |
1.60% |
12/30/2017 | ||
Opportunistic
Municipal |
0.90% |
1.65% |
N/A |
0.65% |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
12/30/2016 | ||
Origin Emerging
Markets |
1.75% |
N/A |
N/A |
1.25% |
N/A |
N/A |
N/A |
N/A |
N/A |
1.26% |
12/30/2016 | ||
Preferred
Securities |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
0.85% |
(1) |
12/30/2017 | |
Real Estate
Allocation |
0.50% |
N/A |
N/A |
0.15% |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
12/30/2016 | ||
Real Estate Debt
Income |
1.00% |
N/A |
N/A |
0.70% |
N/A |
N/A |
N/A |
N/A |
N/A |
0.70% |
(1) |
12/30/2016 | |
Small-MidCap Dividend
Income |
N/A |
2.15% |
N/A |
0.88% |
N/A |
N/A |
N/A |
N/A |
N/A |
0.88% |
(1) |
12/30/2016 | |
SystematEx
International |
N/A |
N/A |
N/A |
0.75% |
N/A |
N/A |
N/A |
N/A |
N/A |
0.62% |
12/30/2016 | ||
SystematEx LargeCap
Value |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
N/A |
0.42% |
12/30/2016 |
Contractual
Limits on Other Expenses | ||
Fund |
Class
P |
Expiration |
Blue Chip |
0.20% |
12/30/2016 |
Diversified Real
Asset |
0.20% |
12/30/2016 |
Global
Multi-Strategy |
0.20% |
12/30/2017 |
Global
Opportunities |
0.20% |
12/30/2016 |
Global Opportunities Equity
Hedged |
0.20% |
12/30/2016 |
International Small
Company |
0.20% |
12/30/2016 |
Multi-Manager Equity
Long/Short |
0.20% |
12/30/2017 |
Opportunistic
Municipal |
0.20% |
12/30/2016 |
Origin Emerging
Markets |
0.20% |
12/30/2017 |
Preferred
Securities |
0.20% |
12/30/2016 |
Real Estate Debt
Income |
0.20% |
12/30/2016 |
Small-MidCap Dividend
Income |
0.20% |
12/30/2016 |
Contractual
Fee Waivers | ||||
Fund |
Waiver |
Expiration | ||
Bond Market
Index |
0.03 |
% |
12/30/2016 |
Management
Fees for Periods Ended August 31
(amounts in
thousands) | |||||||||||
Fund |
2015 |
2014 |
2013 | ||||||||
Blue Chip |
$ |
5,824 |
|
2,756 |
|
140 |
|
||||
Bond Market
Index |
2,552 |
|
3,674 |
|
4,214 |
|
|||||
Capital
Securities |
— |
|
— |
|
(1) |
N/A |
|
||||
Credit Opportunities
Explorer |
114 |
|
(2) |
N/A |
|
N/A |
|
||||
Diversified Real
Asset |
28,500 |
|
18,476 |
|
12,964 |
|
|||||
Dynamic High Yield
Explorer |
94 |
|
(2) |
N/A |
|
N/A |
|
||||
Global
Multi-Strategy |
41,805 |
|
21,715 |
|
10,515 |
|
|||||
Global
Opportunities |
11,199 |
|
10,689 |
|
3,525 |
|
(3) | ||||
International Equity
Index |
1,945 |
|
1,542 |
|
1,816 |
|
|||||
International Small
Company |
96 |
|
17 |
|
(4) |
N/A |
|
||||
Opportunistic
Municipal |
158 |
|
113 |
|
107 |
|
|||||
Origin Emerging
Markets |
3,378 |
|
(5) |
N/A |
|
N/A |
|
||||
Preferred
Securities |
34,070 |
|
31,939 |
|
35,594 |
|
|||||
Real Estate
Allocation |
— |
|
(6) |
N/A |
|
N/A |
|
||||
Real Estate Debt
Income |
148 |
|
(6) |
N/A |
|
N/A |
|
||||
Small-MidCap Dividend
Income |
12,882 |
|
7,051 |
|
3,099 |
|
|||||
(1) |
Period from March 14, 2014,
date operations commenced, through August 31, 2014 |
||||||||||
(2) |
Period from September 10, 2014,
date operations commenced, through August 31, 2015 |
||||||||||
(3) |
Period from December 28, 2012,
date operations commenced, through August 31, 2013 |
||||||||||
(4) |
Period from June 11, 2014, date
operations commenced, through August 31, 2014 |
||||||||||
(5) |
Period from January 23, 2015,
date operations commenced, through August 31, 2015 |
||||||||||
(6) |
Period from December 31, 2014,
date operations commenced, through August 31, 2015 |
Aggregate
Fees Paid to Sub-Advisers
(other than
Wholly-Owned Sub-Advisors, CCI, Cliffwater, Finisterre, and
Origin)
for Fiscal
Years Ended August 31
(dollar
amounts in thousands) | |||||||||||||||
Fund |
2015 |
2014 |
2013 | ||||||||||||
Dollar
Amount |
Percent
of Average
Daily Net Assets |
Dollar
Amount |
Percent
of Average
Daily Net Assets |
Dollar
Amount |
Percent
of Average
Daily Net Assets | ||||||||||
Bond Market
Index |
$ |
437 |
|
0.04 |
% |
$ |
643 |
|
0.04 |
% |
$ |
799 |
|
0.05 |
% |
Diversified Real
Asset |
11,832 |
|
0.37 |
|
7,738 |
|
0.37 |
|
5,145 |
|
0.35 |
| |||
Global
Multi-Strategy |
18,096 |
|
0.79 |
|
9,674 |
|
0.78 |
|
4,706 |
|
0.75 |
|
Fees Paid to
CCI, Cliffwater, Finisterre, and Origin for Fiscal Years Ended August 31
(1)
(dollar
amounts in thousands) | |||||||||||||||
Fund |
2015 |
2014 |
2013 | ||||||||||||
Dollar
Amount |
Percent
of Average
Daily Net Assets |
Dollar
Amount |
Percent
of Average
Daily Net Assets |
Dollar
Amount |
Percent
of Average
Daily Net Assets | ||||||||||
Global Multi-Strategy
(Cliffwater) |
$ |
4,368 |
|
0.16 |
% |
$ |
2,517 |
|
0.18 |
% |
$ |
934 |
|
0.14 |
% |
Global Multi-Strategy
(Finisterre) |
2,638 |
|
0.68 |
|
1,077 |
|
0.77 |
|
266 |
|
0.83 |
| |||
Origin Emerging Markets
(Origin)(2) |
1,232 |
|
0.50 |
|
— |
|
0.00 |
|
— |
|
0.00 |
|
Underwriting
Fees for Periods Ended August 31
(amounts in
thousands) | |||||||||||||
Fund |
2015 |
2014 |
2013 |
||||||||||
Blue Chip |
$ |
99 |
|
$ |
60 |
|
$ |
— |
|
||||
Bond Market
Index |
2 |
|
1 |
|
3 |
|
|||||||
Capital
Securities |
— |
|
— |
|
(1) |
N/A |
|
||||||
Credit Opportunities
Explorer |
1 |
|
(2) |
N/A |
|
N/A |
|
||||||
Diversified Real
Asset |
61 |
|
64 |
|
84 |
|
|||||||
Dynamic High Yield
Explorer |
2 |
|
(2) |
N/A |
|
N/A |
|
||||||
Global
Multi-Strategy |
76 |
|
70 |
|
46 |
|
|||||||
Global Opportunities
|
14 |
|
15 |
|
— |
|
(3) | ||||||
International Equity
Index |
— |
|
N/A |
|
— |
|
|||||||
International Small
Company |
8 |
|
1 |
|
(4) |
N/A |
|
||||||
Opportunistic
Municipal |
11 |
|
15 |
|
15 |
|
|||||||
Origin Emerging
Markets |
5 |
|
(5) |
N/A |
|
N/A |
|
||||||
Preferred
Securities |
276 |
|
384 |
|
837 |
|
|||||||
Real Estate
Allocation |
2 |
|
(6) |
N/A |
|
N/A |
|
||||||
Real Estate Debt
Income |
1 |
|
(6) |
N/A |
|
N/A |
|
||||||
Small-MidCap Dividend
Income |
290 |
|
352 |
|
123 |
|
|||||||
(1) |
Period from March 14, 2014,
date operations commenced, through August 31, 2014 |
||||||||||||
(2) |
Period from September 10, 2014,
date operations commenced, through August 31, 2015 |
||||||||||||
(3) |
Period from December 28, 2012,
date operations commenced, through August 31, 2013 |
||||||||||||
(4) |
Period from June 11, 2014, date
operations commenced, through August 31, 2014 |
||||||||||||
(5) |
Period from January 23, 2015,
date operations commenced, through August 31, 2015 |
||||||||||||
(6) |
Period from December 31, 2014,
date operations commenced, through August 31, 2015 |
Acclaim Benefits,
Inc. |
Lincoln Financial
Securities |
ADP Retirement
Services |
Lincoln Retirement Services
Co. |
AIG Advisor
Group |
Lockton Financial Advisors
LLC |
AIG SunAmerica
Life |
LPL Financial
Corporation |
American Century
Investments |
Massachusetts
Mutual |
American General Life
Insurance |
Matrix Trust
Co. |
Ameriprise Financial
Services |
Mercer HR
Services |
Ascensus |
Merrill
Lynch |
AssetMark Trust
Company |
MetLife Securities,
Inc. |
AXA Advisors,
LLC |
MidAtlantic Capital
Corporation |
Bankers Trust
Company |
MML Investors Services
Inc. |
Benefit Plan
Administrators |
Morgan
Stanley |
Benefit
Solutions |
National Asset
Management |
Benefit Trust
Company |
National Financial
Services |
Broadridge |
National Planning
Corp. |
Cambridge Investment Research
Inc. |
Nationwide Investment Services
Corp |
Cetera Advisor Networks
LLC |
New York State Deferred
Compensation Plan |
Cetera Advisors
LLC |
Newport Group Retirement Plan
Services |
Cetera Financial
Group |
NFP Advisor Services,
LLC |
Cetera Financial Specialists
LLC |
NFP Securities,
Inc. |
Cetera Investment Services
LLC |
Northwestern Mutual Investment
Services |
Chapin, Davis |
Oppenheimer &
Co. |
Charles Schwab &
Co. |
Pershing |
Charles Schwab Trust
Company |
Plan Administrators,
Inc. |
Chase Investment Services
Corp. |
Principal Life Insurance
Company |
Citigroup Global Markets
Inc. |
Principal Securities,
Inc. |
Comerica Retirement
Services |
Prudential Investment
Management Services |
Comerica Securities
Inc. |
Prudential Retirement
Services |
Commonwealth Financial
Network |
Putnam Investors
Services |
Compusys
(Texas) |
Raymond James & Associates,
Inc. |
CPI Qualified
Consultants |
Raymond James Financial
Services, Inc. |
Credit Suisse Securities (USA)
LLC |
RBC Capital Markets
Corp. |
Digital Retirement
Solutions |
Reliance Trust
Company |
Edward Jones |
Retirement
Clearinghouse |
ePlan Services,
Inc. |
Robert W. Baird &
Co. |
Expert Plan |
Royal Alliance Associates,
Inc. |
Farmers Financial
Solutions |
SagePoint Financial,
Inc. |
Fidelity Investment
Institutional Operations Co. |
Securities America,
Inc. |
Financial Telesis
Inc. |
Securities Service Network,
Inc. |
First Allied
Securities |
SII Investments,
Inc. |
First Clearing
LLC |
Soltis Investment Advisors,
Inc. |
First Heartland Capital
Inc. |
Standard Insurance
Company |
Foothill Securities,
Inc |
Standard Retirement
Services |
FSC Securities
Corporation |
Stifel Nicolaus & Company,
Inc. |
G.A. Repple &
Company |
Summit Brokerage Services,
Inc. |
Genesis Employee
Benefit |
T. Rowe Price Retirement Plan
Services |
Girard Securities,
Inc |
TD Ameritrade
Inc. |
Great-West Financial Retirement
Plan Services, LLC |
TD Ameritrade Trust
Company |
GWFS Equities,
Inc. |
TIAA-CREF |
Hanson McClain
Securities |
Triad Advisors,
Inc. |
Hewitt Financial Services,
LLC |
Trust Company of
America |
HighTower Securities,
LLC |
TruSource |
ICMA-Retirement
Corp. |
UBS Financial Services,
Inc. |
Invest Financial
Corp. |
US Bancorp
Investments |
Investacorp
Inc. |
VALIC Retirement Services
Company |
Investment Centers of America,
Inc. |
Vanguard Brokerage
Services |
Investors Capital
Corp |
Vanguard Group,
The |
Janney Montgomery
Scott |
Voya Financial Advisors,
Inc. |
JJB Hilliard WL Lyons,
Inc. |
Voya Institutional Plan
Services, LLC |
John Hancock Trust
Co. |
VSR Financial Services,
Inc. |
JP Morgan |
Wedbush Morgan Securities
|
JP Turner &
Company |
Wells Fargo
Advisors |
KMS Financial Services,
Inc. |
Wells Fargo Bank,
N.A. |
Ladenburg Thalmann Advisors
Network LLC |
Wilmington Trust Retirement
& Institutional Services |
Legend Equities
Corporation |
Woodbury Financial
Services |
Lincoln Financial
Advisors |
Xerox (ACS) HR
Solutions |
Fund |
Amount of
Transactions
because
of
Research
Services Provided |
Related
Commissions
Paid | ||||||
Blue Chip |
$ |
113,868,709 |
|
$ |
24,758 |
|
||
Diversified Real
Asset |
166,629,241 |
|
243,834 |
|
||||
Global Multi
Strategy |
2,422,765,028 |
|
804,581 |
|
||||
Global
Opportunities |
1,128,521,237 |
|
804,963 |
|
||||
International Equity
Index |
64,052,327 |
|
10,068 |
|
||||
International Small
Company |
4,117,476 |
|
3,636 |
|
||||
Origin Emerging
Markets |
581,272,742 |
|
280,124 |
|
||||
Small-MidCap Dividend
Income |
1,119,542,167 |
|
1,143,178 |
|
Total
Brokerage Commissions Paid for Periods Ended August 31 | ||||||||||||
Fund |
2015 |
2014 |
2013 | |||||||||
Blue Chip |
$ |
321,208 |
|
$ |
191,736 |
|
$ |
42,007 |
|
|||
Bond Market
Index |
— |
|
17 |
|
— |
|
||||||
Capital
Securities |
— |
|
— |
|
(1) |
N/A |
|
|||||
Credit Opportunities
Explorer |
1,400 |
|
(2) |
N/A |
|
N/A |
|
|||||
Diversified Real
Asset |
2,300,272 |
|
1,257,924 |
|
836,262 |
|
||||||
Dynamic High Yield
Explorer |
1,760 |
|
(2) |
N/A |
|
N/A |
|
|||||
Global
Multi-Strategy |
2,103,476 |
|
1,089,764 |
|
692,129 |
|
||||||
Global
Opportunities |
2,881,602 |
|
2,723,625 |
|
2,008,144 |
|
(3) | |||||
International Equity
Index |
193,917 |
|
219,205 |
|
335,975 |
|
||||||
International Small
Company |
18,629 |
|
7,875 |
|
(4) |
N/A |
|
|||||
Opportunistic
Municipal |
259 |
|
640 |
|
616 |
|
||||||
Origin Emerging
Markets |
947,774 |
|
(5) |
N/A |
|
N/A |
|
|||||
Preferred
Securities |
182,552 |
|
193,912 |
|
342,470 |
|
||||||
Real Estate
Allocation |
— |
|
(6) |
N/A |
|
N/A |
|
|||||
Real Estate Debt
Income |
— |
|
(6) |
N/A |
|
N/A |
|
|||||
Small-MidCap Dividend
Income |
1,386,152 |
|
1,047,772 |
|
499,660 |
|
(1) |
Period from March 14, 2014,
date operations commenced, through August 31, 2014 |
(2) |
Period from September 10, 2014,
date operations commenced, through August 31, 2015 |
(3) |
Period from December 28, 2012,
date operations commenced, through August 31, 2013 |
(4) |
Period from June 11, 2014, date
operations commenced, through August 31, 2014 |
(5) |
Period from January 23, 2015,
date operations commenced, through August 31, 2015 |
(6) |
Period from December 31, 2014,
date operations commenced, through August 31,
2015 |
Fund |
Sub-Advisor
Employed by
the Fund
Complex |
Affiliated
Broker |
2015
Fund's
Total
Commissions
Paid |
% of Fund's
Total
Commissions |
% of Dollar
Amount of Fund's Commissionable Transactions | ||||
Blue
Chip | |||||||||
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
23,607 |
|
7.35 |
% |
7.45 |
% | |
Credit Suisse Asset Management
, LLC |
Credit Suisse,
Inc. |
2,035 |
|
0.63 |
|
0.19 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
4,350 |
|
1.35 |
|
0.80 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
1,970 |
|
0.61 |
|
0.23 |
| ||
Baird Investment
Management |
Robert W. Baird &
Co. |
3,995 |
|
1.24 |
|
0.45 |
| ||
Alliance Bernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
1,425 |
|
0.44 |
|
0.19 |
| ||
William Blair & Company,
L.L.C. |
William Blair & Company,
L.L.C. |
4,191 |
|
1.30 |
|
0.65 |
| ||
Total |
$ |
41,571 |
|
12.94 |
% |
9.96 |
% | ||
Credit
Opportunities Explorer | |||||||||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
$ |
1,400 |
|
100.00 |
% |
100.00 |
% | |
Total |
$ |
1,400 |
|
100.00 |
% |
100.00 |
% | ||
Diversified
Real Asset | |||||||||
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
$ |
1,770 |
|
0.08 |
% |
0.06 |
% | |
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
9,478 |
|
0.41 |
|
0.70 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
105,550 |
|
4.59 |
|
4.29 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
73,329 |
|
3.19 |
|
3.23 |
| ||
Guggenheim Partners Investment
Management, LLC |
Guggenheim Securities,
LLC |
6,227 |
|
0.27 |
|
0.23 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
155,084 |
|
6.74 |
|
13.10 |
| ||
Baird Investment
Management |
Robert W. Baird &
Co. |
15,718 |
|
0.68 |
|
0.61 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
11,259 |
|
0.49 |
|
0.67 |
| ||
William Blair & Company,
L.L.C. |
William Blair & Company,
L.L.C. |
1,120 |
|
0.05 |
|
0.04 |
| ||
Total |
$ |
379,536 |
|
16.50 |
% |
22.93 |
% | ||
Dynamic High
Yield Explorer | |||||||||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
$ |
1,760 |
|
100.00 |
% |
100.00 |
% | |
Total |
$ |
1,760 |
|
100.00 |
% |
100.00 |
% | ||
Global
Multi-Strategy | |||||||||
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
$ |
280 |
|
0.01 |
% |
0.00 |
% | |
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
1,038 |
|
0.05 |
|
0.02 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
55,118 |
|
2.62 |
|
2.94 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
149,073 |
|
7.09 |
|
8.30 |
| ||
Guggenheim Partners Investment
Management, LLC |
Guggenheim Securities,
LLC |
4,093 |
|
0.19 |
|
0.15 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
86,614 |
|
4.12 |
|
4.43 |
| ||
Mellon Capital Management
Corporation |
Pershing LLC |
74,726 |
|
3.55 |
|
3.11 |
| ||
Baird Investment
Management |
Robert W. Baird &
Co. |
9,128 |
|
0.43 |
|
0.19 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
26,743 |
|
1.27 |
|
0.94 |
| ||
William Blair & Company,
L.L.C. |
William Blair & Company,
L.L.C. |
2,960 |
|
0.14 |
|
0.10 |
| ||
Total |
$ |
409,773 |
|
19.48 |
% |
20.18 |
% | ||
Fund |
Sub-Advisor
Employed by
the Fund
Complex |
Affiliated
Broker |
2015
Fund's
Total
Commissions
Paid |
% of Fund's
Total
Commissions |
% of Dollar
Amount of Fund's Commissionable Transactions | ||||
Global
Opportunities | |||||||||
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
$ |
3,620 |
|
0.13 |
% |
0.19 |
% | |
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
113,877 |
|
3.95 |
|
9.00 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
244,714 |
|
8.49 |
|
6.31 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
147,761 |
|
5.13 |
|
5.23 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
310,168 |
|
10.76 |
|
8.16 |
| ||
Baird Investment
Management |
Robert W. Baird &
Co. |
6,369 |
|
0.22 |
|
0.43 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
23,817 |
|
0.83 |
|
2.08 |
| ||
Total |
$ |
850,328 |
|
29.51 |
% |
31.40 |
% | ||
International
Equity Index | |||||||||
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
19,508 |
|
10.06 |
% |
9.20 |
% | |
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
51,847 |
|
26.74 |
|
25.24 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
17 |
|
0.01 |
|
0.01 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
2,565 |
|
1.32 |
|
1.44 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
92 |
|
0.05 |
|
0.03 |
| ||
Total |
$ |
74,029 |
|
38.18 |
% |
35.92 |
% | ||
International
Small Company | |||||||||
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
$ |
63 |
|
0.34 |
% |
0.27 |
% | |
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
65 |
|
0.35 |
|
0.12 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
1,317 |
|
7.07 |
|
8.05 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
584 |
|
3.13 |
|
3.27 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
1,025 |
|
5.50 |
|
5.91 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
45 |
|
0.24 |
|
0.42 |
| ||
Total |
$ |
3,099 |
|
16.64 |
% |
18.04 |
% | ||
Origin
Emerging Markets | |||||||||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
$ |
226,967 |
|
23.92 |
% |
31.03 |
% | |
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
166,264 |
|
17.52 |
|
19.65 |
| ||
Total |
$ |
393,231 |
|
41.45 |
% |
50.68 |
% | ||
Preferred
Securities | |||||||||
Columbus Circle
Investors
Edge Asset Management,
Inc.
Finisterre Capital
LLP
Origin Asset Management
LLP
Post Advisory Group,
LLC
Principal Global Investors,
LLC
Principal Real Estate
Investors, LLC
Spectrum Asset Management,
Inc. |
Spectrum Asset
Management |
$ |
182,552 |
|
100.00 |
% |
100.00 |
% | |
Total |
$ |
182,552 |
|
100.00 |
% |
100.00 |
% | ||
Small-MidCap
Dividend Income | |||||||||
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
$ |
17,960 |
|
1.30 |
% |
0.50 |
% | |
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
173,919 |
|
12.55 |
|
15.74 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
17,163 |
|
1.24 |
|
1.56 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
100,291 |
|
7.24 |
|
4.60 |
| ||
Baird Investment
Management |
Robert W. Baird &
Co. |
39,838 |
|
2.87 |
|
2.83 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
23,439 |
|
1.69 |
|
1.14 |
| ||
Total |
$ |
372,610 |
|
26.88 |
% |
26.37 |
% |
Fund |
Sub-Advisor
Employed by
the Fund
Complex |
Affiliated
Broker |
2014
Fund's
Total
Commissions
Paid |
% of Fund's
Total
Commissions |
% of Dollar
Amount of Fund's Commissionable Transactions | ||||
Blue
Chip | |||||||||
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
14,554 |
|
7.59 |
% |
11.65 |
% | |
Credit Suisse Asset Management
, LLC |
Credit Suisse,
Inc. |
1,579 |
|
0.82 |
|
1.00 |
| ||
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
604 |
|
0.31 |
|
1.17 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
1,765 |
|
0.92 |
|
0.88 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
2,755 |
|
1.44 |
|
0.68 |
| ||
Baird Investment
Management |
Robert W. Baird &
Co. |
982 |
|
0.51 |
|
0.41 |
| ||
Alliance Bernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
6,817 |
|
3.56 |
|
3.23 |
| ||
William Blair & Company,
L.L.C. |
William Blair & Company,
L.L.C. |
7,450 |
|
3.89 |
|
2.55 |
| ||
Total |
$ |
36,507 |
|
19.04 |
% |
21.57 |
% | ||
Diversified
Real Asset | |||||||||
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
$ |
61 |
|
0.00 |
% |
0.01 |
% | |
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
2,327 |
|
0.18 |
|
0.20 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
50,525 |
|
4.02 |
|
3.79 |
| ||
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
284 |
|
0.02 |
|
0.04 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
59,233 |
|
4.71 |
|
3.77 |
| ||
Guggenheim Partners Investment
Management, LLC |
Guggenheim Securities,
LLC |
1,649 |
|
0.13 |
|
0.17 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
64,466 |
|
5.12 |
|
9.68 |
| ||
Pictet Asset Management
SA |
Pictet Overseas
Inc. |
7,789 |
|
0.62 |
|
0.33 |
| ||
Baird Investment
Management |
Robert W. Baird &
Co. |
4,215 |
|
0.34 |
|
0.23 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
2,269 |
|
0.18 |
|
0.14 |
| ||
Total |
$ |
192,817 |
|
15.33 |
% |
18.36 |
% | ||
Global
Multi-Strategy | |||||||||
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
$ |
1,296 |
|
0.12 |
% |
0.02 |
% | |
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
3,062 |
|
0.28 |
|
0.17 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
41,718 |
|
3.83 |
|
3.52 |
| ||
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
431 |
|
0.04 |
|
0.00 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
66,011 |
|
6.06 |
|
9.99 |
| ||
Guggenheim Partners Investment
Management, LLC |
Guggenheim Securities,
LLC |
1,076 |
|
0.10 |
|
0.05 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
48,294 |
|
4.43 |
|
9.09 |
| ||
Baird Investment
Management |
Robert W. Baird &
Co. |
4,807 |
|
0.44 |
|
0.19 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
14,607 |
|
1.34 |
|
1.14 |
| ||
William Blair & Company,
L.L.C. |
William Blair & Company,
L.L.C. |
1,452 |
|
0.13 |
|
0.08 |
| ||
Total |
$ |
182,754 |
|
16.77 |
% |
24.25 |
% | ||
Global
Opportunities | |||||||||
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
$ |
11,184 |
|
0.41 |
% |
0.63 |
% | |
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
150,513 |
|
5.53 |
|
12.50 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
169,514 |
|
6.22 |
|
6.71 |
| ||
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
3,713 |
|
0.14 |
|
0.55 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
101,851 |
|
3.74 |
|
3.91 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
164,041 |
|
6.02 |
|
5.55 |
| ||
Baird Investment
Management |
Robert W. Baird &
Co. |
1,336 |
|
0.05 |
|
0.10 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
17,811 |
|
0.65 |
|
1.77 |
| ||
Total |
$ |
619,962 |
|
22.76 |
% |
31.73 |
% | ||
Fund |
Sub-Advisor
Employed by
the Fund
Complex |
Affiliated
Broker |
2014
Fund's
Total
Commissions
Paid |
% of Fund's
Total
Commissions |
% of Dollar
Amount of Fund's Commissionable Transactions | ||||
International
Equity Index | |||||||||
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
6,123 |
|
2.79 |
% |
2.65 |
% | |
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
66,527 |
|
30.35 |
|
29.01 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
86 |
|
0.04 |
|
0.02 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
25,345 |
|
11.56 |
|
10.99 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
3,930 |
|
1.79 |
|
1.71 |
| ||
Total |
$ |
102,010 |
|
46.54 |
% |
44.38 |
% | ||
International
Small Company | |||||||||
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
$ |
1,205 |
|
15.30 |
% |
9.88 |
% | |
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
90 |
|
1.15 |
|
0.97 |
| ||
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
38 |
|
0.49 |
|
0.44 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
262 |
|
3.32 |
|
2.65 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
14 |
|
0.18 |
|
0.31 |
| ||
Total |
$ |
1,609 |
|
20.43 |
% |
14.25 |
% | ||
Preferred
Securities | |||||||||
Columbus Circle
Investors
Edge Asset Management,
Inc.
Principal Global Investors,
LLC
Principal Real Estate
Investors, LLC
Spectrum Asset Management,
Inc. |
Spectrum Asset
Management |
$ |
193,912 |
|
100.00 |
% |
100.00 |
% | |
Total |
$ |
193,912 |
|
100.00 |
% |
100.00 |
% | ||
Small-MidCap
Dividend Income | |||||||||
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
$ |
16,945 |
|
1.62 |
% |
0.41 |
% | |
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
105,183 |
|
10.04 |
|
11.34 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
407 |
|
0.04 |
|
0.04 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities
LLC |
68,616 |
|
6.55 |
|
4.69 |
| ||
Baird Investment
Management |
Robert W. Baird &
Co. |
33,370 |
|
3.18 |
|
3.45 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
17,316 |
|
1.65 |
|
0.79 |
| ||
Total |
$ |
241,837 |
|
23.08 |
% |
20.74 |
% |
Fund |
Sub-Advisor
Employed by
the Fund
Complex |
Affiliated
Broker |
2013
Fund's
Total
Commissions
Paid |
% of Fund's
Total
Commissions |
% of Dollar
Amount of Fund's Commissionable Transactions | ||||
Blue
Chip | |||||||||
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
661 |
|
1.57 |
% |
1.19 |
% | |
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
120 |
|
0.29 |
|
0.04 |
| ||
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
40 |
|
0.10 |
|
0.16 |
| ||
Goldman Sachs Asset Management
LP |
Goldman Sachs &
Co. |
468 |
|
1.11 |
|
1.27 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
455 |
|
1.08 |
|
0.74 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
213 |
|
0.51 |
|
0.35 |
| ||
Total |
$ |
1,957 |
|
4.66 |
% |
3.75 |
% | ||
Fund |
Sub-Advisor
Employed by
the Fund
Complex |
Affiliated
Broker |
2013
Fund's
Total
Commissions
Paid |
% of Fund's
Total
Commissions |
% of Dollar
Amount of Fund's Commissionable Transactions | ||||
Diversified
Real Asset | |||||||||
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
8,846 |
|
1.06 |
% |
1.48 |
% | |
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
1,324 |
|
0.16 |
|
0.05 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
42,905 |
|
5.13 |
|
4.56 |
| ||
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
256 |
|
0.03 |
|
0.11 |
| ||
Goldman Sachs Asset Management
LP |
Goldman Sachs &
Co. |
19,373 |
|
2.32 |
|
4.81 |
| ||
Guggenheim Partners Investment
Management, LLC |
Guggenheim Securities,
LLC |
520 |
|
0.06 |
|
0.04 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
49,567 |
|
5.93 |
|
3.81 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
2,301 |
|
0.28 |
|
0.31 |
| ||
Total |
$ |
125,092 |
|
14.97 |
% |
15.17 |
% | ||
Global
Multi-Strategy | |||||||||
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
2,981 |
|
0.43 |
% |
0.35 |
% | |
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
340 |
|
0.05 |
|
0.02 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
16,976 |
|
2.45 |
|
1.67 |
| ||
Goldman Sachs Asset Management
LP |
Goldman Sachs &
Co. |
37,520 |
|
5.42 |
|
5.29 |
| ||
Guggenheim Partners Investment
Management, LLC |
Guggenheim Securities,
LLC |
1,238 |
|
0.18 |
|
0.08 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
20,269 |
|
2.93 |
|
9.84 |
| ||
Vaughan Nelson Investment
Management |
Natixis Securities Americas,
LLC |
123 |
|
0.02 |
|
0.01 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
10,733 |
|
1.55 |
|
1.07 |
| ||
Total |
$ |
90,180 |
|
13.03 |
% |
18.33 |
% | ||
Global
Opportunities | |||||||||
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
43,026 |
|
2.14 |
% |
3.90 |
% | |
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
8,210 |
|
0.41 |
|
0.54 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
184,854 |
|
9.21 |
|
9.94 |
| ||
Goldman Sachs Asset Management
LP |
Goldman Sachs &
Co. |
147,088 |
|
7.32 |
|
4.82 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
126,109 |
|
6.28 |
|
4.35 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
39,841 |
|
1.98 |
|
3.75 |
| ||
Total |
$ |
549,128 |
|
27.34 |
% |
27.30 |
% | ||
International
Equity Index | |||||||||
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
3,351 |
|
1.00 |
% |
0.90 |
% | |
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
47,697 |
|
14.20 |
|
13.42 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
52,670 |
|
15.68 |
|
15.60 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
830 |
|
0.25 |
|
0.17 |
| ||
Total |
$ |
104,548 |
|
31.13 |
% |
30.09 |
% | ||
Preferred
Securities | |||||||||
Columbus Circle
Investors Edge Asset Management, Inc. Principal Global Investors, LLC Principal Real Estate Investors, LLC Spectrum Asset Management, Inc. |
Spectrum Asset Management,
Inc. |
$ |
342,470 |
|
100.00 |
% |
100.00 |
% | |
Total |
$ |
342,470 |
|
100.00 |
% |
100.00 |
% | ||
Fund |
Sub-Advisor
Employed by
the Fund
Complex |
Affiliated
Broker |
2013
Fund's
Total
Commissions
Paid |
% of Fund's
Total
Commissions |
% of Dollar
Amount of Fund's Commissionable Transactions | ||||
Small-MidCap
Dividend Income | |||||||||
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
60,323 |
|
12.07 |
% |
19.21 |
% | |
American Century Investment
Management, Inc. |
CIBC World Markets
Corp |
17,519 |
|
3.51 |
|
1.17 |
| ||
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
101 |
|
0.02 |
|
0.04 |
| ||
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
7,021 |
|
1.41 |
|
1.58 |
| ||
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.,
LLC |
29,185 |
|
5.84 |
|
3.97 |
| ||
Total |
$ |
114,149 |
|
22.85 |
% |
25.97 |
% |
Holdings of
Securities of Principal Funds, Inc. Regular Brokers and
Dealers | |||
Blue Chip Fund |
Bank of New York Mellon
Corp/The |
20,969 |
|
Goldman Sachs Group
Inc/The |
14,196 |
| |
Wells Fargo &
Co |
56,677 |
| |
Bond Market Index
Fund |
Bank of America
Corp |
9,147 |
|
Citigroup Inc |
7,107 |
| |
Credit Suisse Group
AG |
2,648 |
| |
Deutsche Bank
AG |
851 |
| |
Goldman Sachs Group
Inc/The |
6,238 |
| |
Morgan Stanley |
148,207 |
| |
Nomura Holdings
Inc |
586 |
| |
UBS Group AG |
908 |
| |
Wells Fargo &
Co |
4,425 |
| |
Capital Securities
Fund |
Bank of America
Corp |
515 |
|
Bank of New York Mellon
Corp/The |
1,983 |
| |
Credit Suisse Group
AG |
1,374 |
| |
Goldman Sachs Group
Inc/The |
1,006 |
| |
Morgan Stanley |
1,498 |
| |
UBS Group AG |
3,122 |
| |
Wells Fargo &
Co |
2,562 |
| |
Credit Opportunities Explorer
Fund |
Bank of New York Mellon
Corp/The |
250 |
|
Citigroup Inc |
397 |
| |
Goldman Sachs Group
Inc/The |
294 |
| |
Diversified Real Asset
Fund |
Deutsche Bank
AG |
20,651 |
|
Nomura Holdings
Inc |
4,827 |
| |
UBS Group AG |
16,794 |
| |
Global Multi-Strategy
Fund |
Bank of America
Corp |
13,493 |
|
Bank of New York Mellon
Corp/The |
12,993 |
| |
Citigroup Inc |
12,439 |
| |
Credit Suisse Group
AG |
484 |
| |
Deutsche Bank
AG |
54 |
|
Holdings of
Securities of Principal Funds, Inc. Regular Brokers and
Dealers | |||
Goldman Sachs Group
Inc/The |
845 |
| |
Morgan Stanley |
4,532 |
| |
UBS Group AG |
1,785 |
| |
Wells Fargo &
Co |
749,689 |
| |
Global Opportunities
Fund |
Morgan Stanley |
16,325 |
|
Wells Fargo &
Co |
32,502 |
| |
International Equity Index
Fund |
Credit Suisse Group
AG |
2,660 |
|
Deutsche Bank
AG |
2,573 |
| |
Morgan Stanley |
14,838 |
| |
Nomura Holdings
Inc |
1,594 |
| |
UBS Group AG |
4,797 |
| |
International Small Company
Fund |
Goldman Sachs Group
Inc/The |
71 |
|
Preferred Securities
Fund |
Bank of America
Corp |
71,516 |
|
Bank of New York Mellon
Corp/The |
77,913 |
| |
Citigroup Inc |
21,876 |
| |
Credit Suisse Group
AG |
98,055 |
| |
Deutsche Bank
AG |
68,310 |
| |
Goldman Sachs Group
Inc/The |
143,014 |
| |
Morgan Stanley |
46,825 |
| |
Wells Fargo &
Co |
191,500 |
| |
Real Estate Debt Income
Fund |
Bank of America
Corp |
1,521 |
|
Citigroup Inc |
3,916 |
| |
Credit Suisse Group
AG |
1,397 |
| |
Morgan Stanley |
5,462 |
| |
UBS Group AG |
1,861 |
| |
Small-MidCap Dividend Income
Fund |
Goldman Sachs Group
Inc/The |
20,726 |
|
• |
PMC serves as the investment
adviser to the underlying mutual funds in which the funds of funds invest,
and PGI or an affiliated investment adviser may serve as sub-adviser to
the mutual funds in which a fund of funds may invest. This raises a
potential conflict because PMC's or an affiliated company's profit margin
may vary depending upon the underlying fund in which the funds of funds
invest; |
• |
PMC or an affiliated person
may serve as investment adviser to a portion of a Multi-Managed Fund. This
raises a potential conflict because PMC's or an affiliated investment
adviser's profit margin may vary depending on the extent to which a
Multi-Managed Fund's assets are managed by PMC or allocated to an
affiliated adviser. |
• |
A sub-advisor may determine
that the asset class PFI has hired it to manage (for example, small
capitalization growth stocks) can be managed effectively only by limiting
the amount of money devoted to the purchase of securities in the asset
class. In such a case, a sub-advisor may impose a limit on the amount of
money PFI may place with the sub-advisor for management. When a
sub-advisor for two or more PFI Funds imposes such a limit, PMC and/or the
sub-advisor may need to determine which Fund will be required to limit its
investment in the asset class and the degree to which the Fund will be so
limited. PMC and the sub-advisor may face a conflict of interest in making
its determination. |
• |
Maintains a documented,
systematic methodology for determining into which mutual funds the funds
of funds invest that does not give undue consideration to the impact to
PMC, PGI, or affiliates. |
• |
Maintains a documented,
systematic methodology for determining the portions of a Multi-Managed
Fund to be allocated to a sub-adviser that does not give undue
consideration to the impact to PMC or its affiliates;
|
• |
Reminds its investment
personnel who provide services to the funds of funds or Multi-Managed
Funds of PMC's inherent conflicts of interest, and PMC's duties of loyalty
and care as a fiduciary, and obtains a quarterly written affirmation from
each portfolio manager that he/she has employed the applicable methodology
in good faith in making investment decisions during the preceding quarter;
and |
• |
PMC's Investment Oversight and
Risk Committee monitors the services provided to the funds of funds and
Multi-Managed Funds to ensure such services conform to the applicable
investment methodology, that undue consideration is not given to PMC or
its affiliates, and that such services reflect PMC's duties of loyalty and
care as a fiduciary. |
Exchange
From Class |
Exchange
To Class |
A |
P,
Institutional |
C |
A, P,
Institutional |
P |
A, C,
Institutional |
Institutional |
A, C, P,
R-6 |
• |
You or your retirement plan
sponsor must be eligible to purchase shares of the class into which the
exchange is to occur; |
• |
Your financial intermediary or
the retirement plan sponsor's financial intermediary must have an
agreement with the underwriter or transfer agent of Principal Funds
allowing the purchase of such share class for
you; |
• |
The Fund must offer shares of
such class of such Fund in your state or the state of the retirement plan
sponsor; |
• |
In order to exchange into
Class A shares, you must be eligible to purchase Class A shares with no
initial sales charge; |
• |
Depending on the
circumstances, for exchanges from Classes A and C shares there may be a
contingent deferred sales charge in connection with the exchange;
and |
• |
Any such exchange must be
requested by your financial intermediary or retirement plan sponsor (with
approval by the Distributor) and, except as otherwise approved by the
Distributor, must result from either (i) the financial intermediary
seeking to have shares of the Funds on their platform held in a particular
share class, (ii) the share class becoming available to your financial
intermediary or financial professional through a new relationship, or
(iii) your retirement plan sponsor electing to have shares of the Funds
offered as part of the plan investment options held in a particular share
class. |
• |
taking the current market
value of the total assets of the Fund |
• |
subtracting liabilities of the
Fund |
• |
dividing the remainder
proportionately into the classes of the
Fund |
• |
subtracting the liability of
each class |
• |
dividing the remainder by the
total number of shares owned in that
class. |
1) |
Daily to the Fund's portfolio
pricing services, Bloomberg, ICE Data Services, J.J. Kenny, J.P. Morgan
PricingDirect, Inc., Markit Partners, and Standard & Poor’s Securities
Evaluations, Inc. to obtain prices for portfolio securities;
|
2) |
Upon proper request to
government regulatory agencies or to self-regulatory
organizations; |
3) |
As needed to Ernst & Young
LLP, the independent registered public accounting firm, in connection with
the performance of the services provided by Ernst & Young LLP to the
Fund; |
4) |
To the sub-advisers' proxy
service providers (Automatic Data Processing, Glass Lewis & Co., and
Institutional Shareholder Services (ISS)) to facilitate voting of proxies;
and |
5) |
To the Fund's custodian, and
tax service provider, The Bank of New York Mellon, in connection with the
tax and custodial services it provides to the
Fund. |
Abel Noser |
INDATA |
Advent |
Infinit
Outsourcing |
Advent Custodial Data
(ACD) |
Investment Company Institute
(ICI) |
Advent Portfolio
Exchange |
Iron
Mountain |
Archway Technology Partners,
LLC |
ITG |
Barclays
Capital |
JPMorgan Worldwide Securities
Services |
Barra |
LexisNexis |
Barra Portfolio
Manager |
Lipper |
Black Mountain
Systems |
Markit WSO
Services |
BlackRock Solutions Aladdin
System |
Mathias &
Carr |
Bloomberg |
Misys International Banking
Systems, Inc. |
Broadridge Financial Solutions,
Inc. |
Morgan
Stanley |
Brown Brothers
Harriman |
Morningstar,
Inc. |
Charles River |
MSCI |
Charles River
Development |
Omgeo LLC |
Charles River Systems,
Inc. |
Open Finance,
LLC |
Charles River Trading
System |
Pershing Prime
Services |
Citigroup Global Transaction
Services |
Pricing
Direct |
Confidential
Shredding |
Principal Global Investors,
LLC |
Confluence
Technologies |
Risk Metrics |
Copal Partners (UK)
Limited |
RR Donnelley and
Sons |
Cortland Capital Market
Services LLC |
Russell Investments
Implementation Services, LLC |
Credit Suisse |
Security APL |
Eagle Investment Systems
Corp. |
SEI Global Services,
Inc. |
EDM Americas |
SS&C
Technologies |
Electra Information
Systems |
State Street Bank &
Trust |
Electra Securities &
Reconciliation System |
SunGard/Protogent
PTA |
Eze Software
Group |
Super
Derivatives |
FactSet |
Syntel Inc. |
FactSet Research Systems
Inc. |
TriOptima |
Financial Recovery Technologies
(FRT) |
Varden Technologies
Inc |
Financial Tracking Technologies
LLC |
Wilshire
Atlas |
FIS Global Asset
Management |
Wolters
Kluwer |
Global Link -
GTSS |
Yield Book |
Global Trading
Analytics |
Fund |
Percent
of
Ownership |
Shareholder
Name and Address |
Jurisdiction
Under
Which
Control
Person
is
Organized
(when
control
person is
a
company) |
Parent of
Control
Person (when
control
person is a
company) |
BOND MARKET INDEX
|
26.14% |
LIFETIME 2020 FUND
|
MARYLAND |
PRINCIPAL FUNDS,
INC. |
ATTN MUTUAL FUND ACCOUNTING
H221 |
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
CAPITAL
SECURITIES |
44.49% |
FIRST CLEARING LLC
|
CALIFORNIA |
WELLS FARGO &
|
SPECIAL CUSTODY ACCT FOR THE
|
COMPANY | |||
EXCLUSIVE BENEFIT OF CUSTOMER
|
||||
2801 MARKET ST |
||||
SAINT LOUIS MO 63103-2523
|
||||
CAPITAL
SECURITIES |
41.79% |
MORGAN STANLEY SMITH BARNEY
|
DELAWARE |
MORGAN
STANLEY |
HARBOR FINANCIAL CENTER
|
||||
PLAZA 2 3RD FLOOR
|
||||
JERSEY CITY NJ 07311
|
||||
CREDIT OPPORTUNITIES
|
40.32% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IOWA |
PRINCIPAL FINANCIAL
|
EXPLORER |
IRA MICHAEL A HAAPALA
|
SERVICES, INC.(1) | ||
11248 UTICA AVE S
|
||||
MINNEAPOLIS MN 55437-3336
|
||||
DYNAMIC HIGH
YIELD |
37.87% |
NATIONAL FINANCIAL SERVICES LLC
|
DELAWARE |
FIDELITY GLOBAL
|
EXPLORER |
FOR THE EXCL BENE OF OUR
CUSTOMERS |
BROKERAGE GROUP, INC.
| ||
499 WASHINGTON BLVD
|
a wholly owned subsidiary
of | |||
ATTN MUTUAL FUNDS DEPT 4TH FL
|
FMR, LLC | |||
JERSEY CITY NJ 07310-2010
|
||||
DYNAMIC HIGH
YIELD |
29.04% |
PERSHING LLC |
NEW YORK |
THE BANK OF NEW YORK
|
EXPLORER |
1 PERSHING PLZ |
MELLON | ||
JERSEY CITY NJ 07399-0001
|
||||
EDGE MIDCAP |
41.92% |
SAM BALANCED PORTFOLIO PIF
|
MARYLAND |
PRINCIPAL FUNDS,
INC. |
ATTN MUTUAL FUND ACCOUNTING
H221 |
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
EDGE MIDCAP |
35.30% |
SAM CONS GROWTH PORTFOLIO PIF
|
MARYLAND |
PRINCIPAL FUNDS,
INC. |
ATTN MUTUAL FUND ACCOUNTING
H221 |
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
GLOBAL
OPPORTUNITIES |
46.94% |
HIROKAZU TSUKAMOTO
|
||
EQUITY HEDGED |
17709 NE 27TH ST
|
|||
VANCOUVER WA 98684-0703
|
||||
Fund |
Percent
of
Ownership |
Shareholder
Name and Address |
Jurisdiction
Under
Which
Control
Person
is
Organized
(when
control
person is
a
company) |
Parent of
Control
Person (when
control
person is a
company) |
GLOBAL
OPPORTUNITIES |
38.73% |
PERSHING LLC |
NEW YORK |
THE BANK OF NEW
YORK |
EQUITY HEDGED |
1 PERSHING PLZ |
MELLON | ||
JERSEY CITY NJ 07399-0001
|
||||
INTERNATIONAL EQUITY
|
39.78% |
DIVERSIFIED GROWTH ACCOUNT
|
MARYLAND |
PRINCIPAL FUNDS,
INC. |
INDEX |
ATTN MUTUAL FUND ACCOUNTING
H221 |
|||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
INTERNATIONAL EQUITY
|
31.53% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IOWA |
PRINCIPAL FINANCIAL
|
INDEX |
FBO PRINCIPAL FINANCIAL GROUP
|
SERVICES, INC.(1) | ||
OMNIBUS WRAPPED
|
||||
ATTN NPIO TRADE DESK
|
||||
711 HIGH STREET G-012-S41
|
||||
DES MOINES IA 50392-9992
|
||||
OPPORTUNISTIC |
36.33% |
PERSHING LLC |
NEW YORK |
THE BANK OF NEW YORK
|
MUNICIPAL |
1 PERSHING PLZ |
MELLON | ||
JERSEY CITY NJ 07399-0001
|
||||
OPPORTUNISTIC |
31.79% |
MORGAN STANLEY SMITH BARNEY
|
DELAWARE |
MORGAN
STANLEY |
MUNICIPAL |
HARBOR FINANCIAL CENTER
|
|||
PLAZA 2 3RD FLOOR
|
||||
JERSEY CITY NJ 07311
|
||||
ORIGIN EMERGING
|
33.86% |
PRINCIPAL TRUST COMPANY
|
DELAWARE |
DELAWARE
CHARTER |
MARKETS |
PRINCIPAL TRUST TARGET DATE
|
GUARANTEE AND
TRUST | ||
COLLECTIVE INVESTMENT FUNDS
|
||||
1013 CENTRE RD STE 300
|
||||
WILMINGTON DE 19805-1265
|
||||
REAL ESTATE |
33.91% |
PERSHING LLC |
NEW YORK |
THE BANK OF NEW YORK
|
ALLOCATION |
1 PERSHING PLZ |
MELLON | ||
JERSEY CITY NJ 07399-0001
|
||||
SYSTEMATEX |
100.00% |
PRINCIPAL TRUST FOR MEDICARE
ELIGIBLE |
DELAWARE |
PRINCIPAL HOLDING
|
INTERNATIONAL |
POST RETIREMENT MEDICAL
BENEFITS |
COMPANY, LLC (1) | ||
ATTN STEPHANIE WATTS S-001-S60
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
(1) Principal Financial
Group, Inc. is the parent of Principal Financial Services, Inc.; Principal
Financial Services, Inc. is the parent of Principal Life Insurance Company
and Principal Management Corporation; Principal Life Insurance Company is
the parent of Principal Holding Company,
LLC. |
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
BLUE CHIP (A) |
42.17% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
BLUE CHIP (A) |
6.53% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
BLUE CHIP (C) |
52.38% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
BLUE CHIP (C) |
5.93% |
STIFEL NICOLAUS & CO INC
|
EXCLUSIVE BENEFIT OF CUSTOMERS
| ||
501 N BROADWAY
| ||
SAINT LOUIS MO 63102-2188
| ||
BLUE CHIP (I) |
22.24% |
LIFETIME 2030 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BLUE CHIP (I) |
20.70% |
LIFETIME 2020 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BLUE CHIP (I) |
18.13% |
SAM BALANCED PORTFOLIO PIF
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BLUE CHIP (I) |
14.67% |
SAM CONS GROWTH PORTFOLIO PIF
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BLUE CHIP (I) |
6.83% |
LIFETIME 2025 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BLUE CHIP (P) |
67.81% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
BLUE CHIP (P) |
23.59% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
BOND MARKET INDEX (I)
|
28.66% |
LIFETIME 2020 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX (I)
|
22.69% |
LIFETIME 2030 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX (I)
|
8.88% |
LIFETIME 2040 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX (I)
|
8.04% |
LIFETIME 2010 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX (I)
|
7.10% |
LIFETIME 2025 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX (I)
|
5.38% |
LIFETIME STRATEGIC INCOME FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX (R1)
|
82.00% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX (R1)
|
9.29% |
MATRIX TRUST COMPANY CUST FBO
|
SPECIAL DISTRICTS ASSOCIATION
401(K | ||
717 17TH STREET
| ||
SUITE 1300 | ||
DENVER CO
80202-3304 | ||
BOND MARKET INDEX (R2)
|
99.14% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX (R3)
|
82.92% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
BOND MARKET INDEX (R4)
|
80.14% |
DCGT AS TTEE AND/OR CUST
|
FBO SUPERIOR OFFICERS COUNCIL
CUST INV FOF | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX (R4)
|
17.08% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX (R5)
|
76.27% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX (R5)
|
6.72% |
GREAT WEST TRUST CO AS TRUSTEE
FBO |
GLOBAL BRASS AND COPPER
HOLDINGS INC | ||
RETIREMENT SAVINGS PLAN
| ||
11500 OUTLOOK ST
| ||
OVERLAND PARK KS 66211-1804
| ||
CAPITAL SECURITIES (S)
|
44.49% |
FIRST CLEARING LLC
|
SPECIAL CUSTODY ACCT FOR THE
| ||
EXCLUSIVE BENEFIT OF CUSTOMER
| ||
2801 MARKET ST
| ||
SAINT LOUIS MO 63103-2523
| ||
CAPITAL SECURITIES (S)
|
41.79% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
CAPITAL SECURITIES (S)
|
13.71% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR E FL 3
| ||
JACKSONVILLE FL 32246-6484
| ||
CREDIT OPPORTUNITIES EXPLORER
(A) |
41.12% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA MICHAEL A HAAPALA
| ||
11248 UTICA AVE S
| ||
MINNEAPOLIS MN 55437-3336
| ||
CREDIT OPPORTUNITIES EXPLORER
(A) |
22.24% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA MARY E MCTIE
| ||
1282 119TH LN NW
| ||
MINNEAPOLIS MN 55448-2090
| ||
CREDIT OPPORTUNITIES EXPLORER
(A) |
12.05% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
|
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
CREDIT OPPORTUNITIES EXPLORER
(A) |
6.11% |
PRINCIPAL LIFE INS CO CUST ROTH
IRA |
PAUL MAHLER | ||
88 OBRE RD | ||
COLTS NECK NJ 07722-1811
| ||
CREDIT OPPORTUNITIES EXPLORER
(A) |
6.11% |
PRINCIPAL LIFE INS CO CUST ROTH
IRA |
ELS-MARI MAHLER
| ||
88 OBRE RD | ||
COLTS NECK NJ 07722-1811
| ||
CREDIT OPPORTUNITIES EXPLORER
(A) |
5.49% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA STEVE A RATEY
| ||
1422 LONG MEADOW RD
| ||
TUXEDO PARK NY 10987-3500
| ||
CREDIT OPPORTUNITIES EXPLORER
(I) |
100.00% |
BANKERS TRUST
|
FBO DEF COMP FOR SELECT INV
| ||
PROFESSIONALS OF PFG AND ITS
| ||
ATTN MARK HARRISON
| ||
453 7TH ST PO BOX 897
| ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED REAL ASSET (A)
|
20.21% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
DIVERSIFIED REAL ASSET (A)
|
16.67% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
DIVERSIFIED REAL ASSET (A)
|
9.19% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
DIVERSIFIED REAL ASSET (A)
|
7.10% |
LPL FINANCIAL
|
OMNIBUS CUSTOMER ACCOUNT
| ||
ATTN MUTUAL FUND TRADING
| ||
4707 EXECUTIVE DR
| ||
SAN DIEGO CA 92121-3091
| ||
DIVERSIFIED REAL ASSET (A)
|
5.91% |
CHARLES SCHWAB & CO INC
|
SPECIAL CUSTODY A/C FBO
CUSTOMERS | ||
ATTN MUTUAL FUNDS
| ||
101 MONTGOMERY ST
| ||
SAN FRANCISCO CA 94104-4151
| ||
DIVERSIFIED REAL ASSET (C)
|
16.34% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR EAST 3RD FL
|
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
JACKSONVILLE FL 32246-6484
| ||
DIVERSIFIED REAL ASSET (C)
|
15.52% |
RAYMOND JAMES
|
OMNIBUS FOR MUTUAL FUNDS
| ||
HOUSE ACCT FIRM 92500015
| ||
ATTN: COURTNEY WALLER
| ||
880 CARILLON PKWY
| ||
ST PETERSBURG FL 33716-1102
| ||
DIVERSIFIED REAL ASSET (C)
|
12.58% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
DIVERSIFIED REAL ASSET (C)
|
12.50% |
FIRST CLEARING LLC
|
SPECIAL CUSTODY ACCT FOR THE
| ||
EXCLUSIVE BENEFIT OF CUSTOMER
| ||
2801 MARKET ST
| ||
SAINT LOUIS MO 63103-2523
| ||
DIVERSIFIED REAL ASSET (C)
|
8.17% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
DIVERSIFIED REAL ASSET (I)
|
17.63% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
DIVERSIFIED REAL ASSET (I)
|
15.90% |
CHARLES SCHWAB & CO INC
|
SPECIAL CUSTODY A/C FOR THE
| ||
BENIFIT OF CUSTOMERS
| ||
ATTN MUTUAL FUNDS
| ||
101 MONTGOMERY ST
| ||
SAN FRANCISCO CA 94104-4151
| ||
DIVERSIFIED REAL ASSET (I)
|
12.80% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FBO PRINCIPAL FINANCIAL GROUP
| ||
OMNIBUS
WRAPPED | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH STREET G-012-S41
| ||
DES MOINES IA 50392-9992
| ||
DIVERSIFIED REAL ASSET (I)
|
7.48% |
LIFETIME 2030 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED REAL ASSET (I)
|
7.15% |
LIFETIME 2020 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
|
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
DIVERSIFIED REAL ASSET (P)
|
67.22% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
DIVERSIFIED REAL ASSET (P)
|
8.02% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR EAST 3RD FL
| ||
JACKSONVILLE FL 32246-6484
| ||
DIVERSIFIED REAL ASSET (P)
|
6.07% |
RBC CAPITAL MARKETS, LLC
|
MUTUAL FUND OMNIBUS PROCESS
OMNIBUS | ||
ATTN MUTAL FUND OPS MANAGER
| ||
60 SOUTH SIXTH STREET P08
| ||
MINNEAPOLIS MN 55402-4413
| ||
DIVERSIFIED REAL ASSET (P)
|
5.88% |
FIRST CLEARING LLC
|
SPECIAL CUSTODY ACCT FOR THE
| ||
EXCLUSIVE BENEFIT OF CUSTOMER
| ||
2801 MARKET ST
| ||
SAINT LOUIS MO 63103-2523
| ||
DIVERSIFIED REAL ASSET (P)
|
5.10% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
DIVERSIFIED REAL ASSET (R6)
|
58.82% |
NFS LLC FEBO
|
FIIOC AS AGENT FOR
| ||
QUALIFIED EMPLOYEE BENEFIT
| ||
PLANS (401K) FINOPS-IC FUNDS
| ||
100 MAGELLAN WAY # KW1C
| ||
COVINGTON KY 41015-1987
| ||
DIVERSIFIED REAL ASSET (R6)
|
22.17% |
VANGUARD FIDUCIARY TRUST CO
CUST |
FBO 401K CLIENTS 401(K) PLAN
| ||
PO BOX 2600 | ||
VALLEY FORGE PA 19482-2600
| ||
DIVERSIFIED REAL ASSET (R6)
|
8.02% |
C/O MUTUAL FUND TRADING
|
GREAT-WEST TRUST CO LLC
| ||
FBO RECORDKEEPING FOR VARIOUS
BENEF | ||
8525 E ORCHARD RD
| ||
GREENWOOD VLG CO 80111-5002
| ||
DIVERSIFIED REAL ASSET (R6)
|
5.83% |
FIIOC FBO |
CENTERPLATE RETIREMENT AND
SAVINGS PLAN | ||
100 MAGELLAN WAY (KW1C)
| ||
COVINGTON KY 41015-1987
| ||
DYNAMIC HIGH YIELD EXPLORER (A)
|
39.27% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
DYNAMIC HIGH YIELD EXPLORER (A)
|
27.30% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
DYNAMIC HIGH YIELD EXPLORER (A)
|
6.60% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA MARY E MCTIE
| ||
1282 119TH LN NW
| ||
MINNEAPOLIS MN 55448-2090
| ||
DYNAMIC HIGH YIELD EXPLORER (A)
|
5.76% |
PRIN LIFE INS CO SIMP IRA
NONDFI |
MARY ANN WARREN
| ||
30075 LE BLEU RD
| ||
EUGENE OR 97405-9437
| ||
DYNAMIC HIGH YIELD EXPLORER (I)
|
76.03% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
DYNAMIC HIGH YIELD EXPLORER (I)
|
23.96% |
BANKERS TRUST
|
FBO DEF COMP FOR SELECT INV
| ||
PROFESSIONALS OF PFG AND ITS
| ||
ATTN MARK HARRISON
| ||
453 7TH ST PO BOX 897
| ||
DES MOINES IA 50392-0001
| ||
EDGE MIDCAP (I)
|
41.92% |
SAM BALANCED PORTFOLIO PIF
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
EDGE MIDCAP (I)
|
35.30% |
SAM CONS GROWTH PORTFOLIO PIF
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
EDGE MIDCAP (I)
|
10.72% |
SAM CONS BALANCED PORTFOLIO PIF
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
EDGE MIDCAP (I)
|
7.23% |
SAM BALANCED PORTFOLIO PVC
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GLOBAL MULTI-STRATEGY (A)
|
38.38% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
GLOBAL MULTI-STRATEGY (A)
|
10.36% |
FIRST CLEARING LLC
|
SPECIAL CUSTODY ACCT FOR THE
| ||
EXCLUSIVE BENEFIT OF CUSTOMER
| ||
2801 MARKET ST
| ||
SAINT LOUIS MO 63103-2523
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
GLOBAL MULTI-STRATEGY (A)
|
9.10% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
GLOBAL MULTI-STRATEGY (A)
|
5.37% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
GLOBAL MULTI-STRATEGY (A)
|
5.06% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
GLOBAL MULTI-STRATEGY (C)
|
20.71% |
FIRST CLEARING LLC
|
SPECIAL CUSTODY ACCT FOR THE
| ||
EXCLUSIVE BENEFIT OF CUSTOMER
| ||
2801 MARKET ST
| ||
SAINT LOUIS MO 63103-2523
| ||
GLOBAL MULTI-STRATEGY (C)
|
11.47% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
GLOBAL MULTI-STRATEGY (C)
|
11.45% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR E FL 3
| ||
JACKSONVILLE FL 32246-6484
| ||
GLOBAL MULTI-STRATEGY (C)
|
11.22% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
GLOBAL MULTI-STRATEGY (C)
|
9.85% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
GLOBAL MULTI-STRATEGY (C)
|
6.55% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
GLOBAL MULTI-STRATEGY (C)
|
5.76% |
RAYMOND JAMES
|
OMNIBUS FOR MUTUAL FUNDS
| ||
HOUSE ACCT FIRM 92500015
| ||
ATTN: COURTNEY WALLER
| ||
880 CARILLON PKWY
| ||
ST PETERSBURG FL 33716-1102
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
GLOBAL MULTI-STRATEGY (I)
|
14.31% |
SAM BALANCED PORTFOLIO PIF
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GLOBAL MULTI-STRATEGY (I)
|
11.86% |
SAM CONS GROWTH PORTFOLIO PIF
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GLOBAL MULTI-STRATEGY (I)
|
7.82% |
LIFETIME 2030 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GLOBAL MULTI-STRATEGY (I)
|
7.39% |
LIFETIME 2020 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GLOBAL MULTI-STRATEGY (I)
|
5.86% |
SAM STRATEGIC GROWTH PORTFOLIO
PIF |
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GLOBAL MULTI-STRATEGY (I)
|
5.01% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FBO PRINCIPAL FINANCIAL GROUP
| ||
OMNIBUS
WRAPPED | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH STREET G-012-S41
| ||
DES MOINES IA 50392-0001
| ||
GLOBAL MULTI-STRATEGY (P)
|
35.55% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
GLOBAL MULTI-STRATEGY (P)
|
24.81% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR E FL 3
| ||
JACKSONVILLE FL 32246-6484
| ||
GLOBAL MULTI-STRATEGY (P)
|
9.98% |
RAYMOND JAMES
|
OMNIBUS FOR MUTUAL FUNDS
| ||
HOUSE ACCT FIRM 92500015
| ||
ATTN: COURTNEY WALLER
| ||
880 CARILLON PKWY
| ||
ST PETERSBURG FL 33716-1102
| ||
GLOBAL MULTI-STRATEGY (P)
|
7.22% |
RBC CAPITAL MARKETS, LLC
|
MUTUAL FUND OMNIBUS PROCESS
OMNIBUS | ||
ATTN MUTAL FUND OPS MANAGER
| ||
60 SOUTH SIXTH STREET - P08
| ||
MINNEAPOLIS MN 55402-4413
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
GLOBAL MULTI-STRATEGY (P)
|
6.72% |
LPL FINANCIAL
|
OMNIBUS CUSTOMER ACCOUNT
| ||
ATTN MUTUAL FUND TRADING
| ||
4707 EXECUTIVE DR
| ||
SAN DIEGO CA 92121-3091
| ||
GLOBAL MULTI-STRATEGY (P)
|
6.44% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
GLOBAL OPPORTUNITIES (A)
|
31.69% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
GLOBAL OPPORTUNITIES (A)
|
5.33% |
JP MORGAN CLEARING CORP OMNIBUS
|
ACCT FBO CUSTOMERS
| ||
3 CHASE METROTECH CENTER
| ||
3RD FL MUTUAL FUND DEPT
| ||
BROOKLYN NY 11245-0001
| ||
GLOBAL OPPORTUNITIES (C)
|
49.03% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
GLOBAL OPPORTUNITIES (C)
|
9.17% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR E FL 3
| ||
JACKSONVILLE FL 32246-6484
| ||
GLOBAL OPPORTUNITIES (C)
|
6.92% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
GLOBAL OPPORTUNITIES (I)
|
24.22% |
LIFETIME 2030 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GLOBAL OPPORTUNITIES (I)
|
22.93% |
LIFETIME 2020 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GLOBAL OPPORTUNITIES (I)
|
18.63% |
LIFETIME 2040 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
GLOBAL OPPORTUNITIES (I)
|
11.49% |
LIFETIME 2050 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GLOBAL OPPORTUNITIES (I)
|
5.53% |
LIFETIME 2025 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GLOBAL OPPORTUNITIES (I)
|
5.08% |
LIFETIME 2035 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GLOBAL OPPORTUNITIES (P)
|
84.37% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
GLOBAL OPPORTUNITIES (P)
|
14.12% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
GLOBAL OPPORTUNITIES EQUITY
HEDGED (A) |
46.94% |
HIROKAZU TSUKAMOTO
|
17709 NE 27TH ST
| ||
VANCOUVER WA 98684-0703
| ||
GLOBAL OPPORTUNITIES EQUITY
HEDGED (A) |
38.73% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
GLOBAL OPPORTUNITIES EQUITY
HEDGED (A) |
7.83% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA MICHAEL J MONTILEONE
| ||
64 MIDWAY DR
| ||
ORCHARD PARK NY 14127-3040
| ||
INTERNATIONAL EQUITY INDEX (I)
|
42.72% |
DIVERSIFIED GROWTH ACCOUNT
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL EQUITY INDEX (I)
|
33.87% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FBO PRINCIPAL FINANCIAL
GROUP | ||
OMNIBUS WRAPPED
| ||
ATTN NPIO TRADE DESK
| ||
711 HIGH STREET G-012-S41
| ||
DES MOINES IA 50392-9992
| ||
INTERNATIONAL EQUITY INDEX (I)
|
9.62% |
DIVERSIFIED BALANCED ACCOUNT
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
INTERNATIONAL EQUITY INDEX (I)
|
5.69% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL EQUITY INDEX (R1)
|
48.74% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL EQUITY INDEX (R1)
|
22.00% |
STATE STREET BANK AND TRUST
COMPANY |
TRUSTEE AND/OR CUSTODIAN
| ||
FBO ADP ACCESS PRODUCT
| ||
1 LINCOLN ST
| ||
BOSTON MA 02111-2901
| ||
INTERNATIONAL EQUITY INDEX (R2)
|
81.16% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL EQUITY INDEX (R2)
|
14.90% |
MID ATLANTIC TRUST COMPANY FBO
|
RAPHAELSON AND LEVINE LAW FIRM
| ||
401(K) PROFIT SHARING PLAN
& TRUST | ||
1251 WATERFRONT PLACE SUITE 525
| ||
PITTSBURGH PA 15222-4228
| ||
INTERNATIONAL EQUITY INDEX (R3)
|
76.91% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL EQUITY INDEX (R4)
|
79.34% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL EQUITY INDEX (R4)
|
7.66% |
WACHOVIA BANK NATIONAL
ASSOCIATION |
FBO DEF COMP PLAN OF CED INC
(PS DEF) | ||
ATTN SHELLEY ANDERSON
| ||
ONE WEST FOURTH STREET
| ||
WINSTON SALEM NC 27101-3818
| ||
INTERNATIONAL EQUITY INDEX (R5)
|
68.19% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
INTERNATIONAL EQUITY INDEX (R5)
|
19.41% |
GREAT WEST TRUST CO. AS TRUSTEE
FBO |
GLOBAL BRASS AND COPPER
HOLDINGS, INC. | ||
RETIREMENT SAVINGS PLAN
| ||
11500 OUTLOOK ST
| ||
OVERLAND PARK KS 66211-1804
| ||
INTERNATIONAL EQUITY INDEX (R5)
|
7.52% |
NFS LLC FEBO
|
BANKERS TRUST COMPANY
| ||
PO BOX 897 | ||
DES MOINES IA 50306-0897
| ||
INTERNATIONAL SMALL COMPANY (A)
|
27.62% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
INTERNATIONAL SMALL COMPANY (A)
|
5.21% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA JOHN H FORLANO
| ||
23 HILLTOP LN
| ||
MANORVILLE NY 11949-2935
| ||
INTERNATIONAL SMALL COMPANY (I)
|
25.38% |
LIFETIME HYBRID 2030 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL SMALL COMPANY (I)
|
20.31% |
LIFETIME HYBRID 2020 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL SMALL COMPANY (I)
|
15.70% |
LIFETIME HYBRID 2040 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL SMALL COMPANY (I)
|
9.44% |
LIFETIME HYBRID 2050 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL SMALL COMPANY (I)
|
6.39% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
INTERNATIONAL SMALL COMPANY (I)
|
5.04% |
LIFETIME HYBRID 2015 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL SMALL COMPANY (P)
|
100.00% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
OPPORTUNISTIC MUNICIPAL (A)
|
48.96% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
OPPORTUNISTIC MUNICIPAL (A)
|
14.10% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
OPPORTUNISTIC MUNICIPAL (A)
|
8.71% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
OPPORTUNISTIC MUNICIPAL (A)
|
6.54% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
OPPORTUNISTIC MUNICIPAL (C)
|
34.49% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
OPPORTUNISTIC MUNICIPAL (C)
|
25.16% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
OPPORTUNISTIC MUNICIPAL (C)
|
14.26% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
OPPORTUNISTIC MUNICIPAL (C)
|
11.93% |
RAYMOND JAMES
|
OMNIBUS FOR MUTUAL FUNDS
| ||
HOUSE ACCT FIRM 92500015
| ||
ATTN: COURTNEY WALLER
| ||
880 CARILLON PKWY
| ||
ST PETERSBURG FL 33716-1102
| ||
OPPORTUNISTIC MUNICIPAL (I)
|
83.18% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
OPPORTUNISTIC MUNICIPAL (I)
|
16.81% |
PRINCIPAL MANAGEMENT
CORPORATION |
PRINCIPAL FINANCIAL GROUP
| ||
ATTN: SUBSIDIARY ACCOUNT
N002-E020 | ||
711 HIGH ST | ||
DES MOINES IA 50392-9992
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
OPPORTUNISTIC MUNICIPAL (P)
|
42.68% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
OPPORTUNISTIC MUNICIPAL (P)
|
29.66% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
OPPORTUNISTIC MUNICIPAL (P)
|
11.30% |
LPL FINANCIAL
|
OMNIBUS CUSTOMER ACCOUNT
| ||
ATTN MUTUAL FUND TRADING
| ||
4707 EXECUTIVE DR
| ||
SAN DIEGO CA 92121-3091
| ||
OPPORTUNISTIC MUNICIPAL (P)
|
10.88% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
ORIGIN EMERGING MARKETS (A)
|
31.77% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA JOEL ARO
| ||
4612 57TH AVE SW
| ||
SEATTLE WA 98116-3936
| ||
ORIGIN EMERGING MARKETS (A)
|
22.71% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
ORIGIN EMERGING MARKETS (A)
|
7.20% |
PRINCIPAL LIFE INSURANCE CO
CUST |
SEP IRA JAMES C GANTHER JR
| ||
2930 7TH ST | ||
EAU CLAIRE WI 54703-1523
| ||
ORIGIN EMERGING MARKETS (A)
|
6.54% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA R/O MICHAEL D COSTABILE
| ||
4205 N FORK RD
| ||
EUREKA MO 63025-2306
| ||
ORIGIN EMERGING MARKETS (I)
|
33.87% |
PRINCIPAL TRUST COMPANY
|
PRINCIPAL TRUST TARGET DATE
| ||
COLLECTIVE INVESTMENT FUNDS
| ||
1013 CENTRE RD STE 300
| ||
WILMINGTON DE 19805-1265
| ||
ORIGIN EMERGING MARKETS (I)
|
11.20% |
SAM STRATEGIC GROWTH PORTFOLIO
PIF |
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
ORIGIN EMERGING MARKETS (I)
|
10.44% |
LIFETIME 2030 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
ORIGIN EMERGING MARKETS (I)
|
8.18% |
LIFETIME 2040 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
ORIGIN EMERGING MARKETS (I)
|
7.04% |
SAM CONS GROWTH PORTFOLIO PIF
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
ORIGIN EMERGING MARKETS (I)
|
6.33% |
LIFETIME 2020 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
ORIGIN EMERGING MARKETS (I)
|
5.18% |
LIFETIME 2050 FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PREFERRED SECURITIES (A)
|
15.92% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
PREFERRED SECURITIES (A)
|
13.67% |
LPL FINANCIAL
|
OMNIBUS CUSTOMER ACCOUNT
| ||
ATTN MUTUAL FUND TRADING
| ||
4707 EXECUTIVE DR
| ||
SAN DIEGO CA 92121-3091
| ||
PREFERRED SECURITIES (A)
|
9.29% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
PREFERRED SECURITIES (A)
|
9.13% |
FIRST CLEARING LLC
|
SPECIAL CUSTODY ACCT FOR THE
| ||
EXCLUSIVE BENEFIT OF CUSTOMER
| ||
2801 MARKET ST
| ||
SAINT LOUIS MO 63103-2523
| ||
PREFERRED SECURITIES (A)
|
8.24% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR EAST 3RD FL
| ||
JACKSONVILLE FL 32246-6484
| ||
PREFERRED SECURITIES (A)
|
5.28% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
PREFERRED SECURITIES (C)
|
28.44% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR EAST 3RD FL
| ||
JACKSONVILLE FL 32246-6484
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
PREFERRED SECURITIES (C)
|
14.61% |
FIRST CLEARING LLC
|
SPECIAL CUSTODY ACCT FOR THE
| ||
EXCLUSIVE BENEFIT OF CUSTOMER
| ||
2801 MARKET ST
| ||
SAINT LOUIS MO 63103-2523
| ||
PREFERRED SECURITIES (C)
|
14.32% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
PREFERRED SECURITIES (C)
|
10.62% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
PREFERRED SECURITIES (C)
|
5.81% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
PREFERRED SECURITIES (I)
|
16.99% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR E FL 3
| ||
JACKSONVILLE FL 32246-6484
| ||
PREFERRED SECURITIES (I)
|
15.08% |
FIRST CLEARING LLC
|
SPECIAL CUSTODY ACCT FOR THE
| ||
EXCLUSIVE BENEFIT OF CUSTOMER
| ||
2801 MARKET ST
| ||
SAINT LOUIS MO 63103-2523
| ||
PREFERRED SECURITIES (I)
|
12.40% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
PREFERRED SECURITIES (I)
|
9.75% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR EXCLUSIVE BENEFIT OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
PREFERRED SECURITIES (P)
|
36.93% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR EAST 3RD FL
| ||
JACKSONVILLE FL 32246-6484
| ||
PREFERRED SECURITIES (P)
|
20.77% |
RAYMOND JAMES
|
OMNIBUS FOR MUTUAL FUNDS
| ||
HOUSE ACCT FIRM 92500015
| ||
ATTN: COURTNEY WALLER
| ||
880 CARILLON PKWY
| ||
ST PETERSBURG FL 33716-1102
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
PREFERRED SECURITIES (P)
|
13.73% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
PREFERRED SECURITIES (P)
|
12.60% |
LPL FINANCIAL
|
OMNIBUS CUSTOMER ACCOUNT
| ||
ATTN MUTUAL FUND TRADING
| ||
4707 EXECUTIVE DR
| ||
SAN DIEGO CA 92121-3091
| ||
PREFERRED SECURITIES (P)
|
6.07% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
PREFERRED SECURITIES (R1)
|
70.06% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PREFERRED SECURITIES (R1)
|
10.94% |
MATRIX TRUST COMPANY CUST FBO
|
DUNSTAN DENTAL CENTER, LLC
401(K) R | ||
717 17TH ST STE 1300
| ||
DENVER CO 80202-3304
| ||
PREFERRED SECURITIES (R1)
|
5.90% |
FIIOC FBO |
SUTTON ORTHOPAEDICS &
SPORTS | ||
MEDICINE PC 401K PROFIT SHARING
| ||
100 MAGELLAN WAY
| ||
COVINGTON KY
41015-1987 | ||
PREFERRED SECURITIES (R2)
|
84.69% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PREFERRED SECURITIES (R2)
|
10.77% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR E FL 3
| ||
JACKSONVILLE FL 32246-6484
| ||
PREFERRED SECURITIES (R3)
|
70.00% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
PREFERRED SECURITIES (R3)
|
13.21% |
PIMS/PRUDENTIAL RETIREMENT
|
AS NOMINEE FOR THE TTEE/CUST PL
765 | ||
ACME MONACO CORPORATION 401 K
| ||
PO BOX 264 | ||
PLAINVILLE CT 06062-0264
| ||
PREFERRED SECURITIES (R3)
|
5.15% |
FIIOC |
FBO FLETCHER TILTON PC
| ||
PROFIT SHARING PLAN AND TRUST
| ||
100 MAGELLAN WAY
| ||
COVINGTON KY 41015-1987
| ||
PREFERRED SECURITIES (R4)
|
84.93% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PREFERRED SECURITIES (R5)
|
49.25% |
DCGT AS TTEE AND/OR CUST
|
FBO PLIC VARIOUS RETIREMENT
PLANS OMNIBUS | ||
ATTN NPIO TRADE DESK
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PREFERRED SECURITIES (R5)
|
21.10% |
VANGUARD FIDUCIARY TRUST CO
|
FBO 401K CLIENTS
| ||
ATTN INVESTMENT SERVICES
| ||
PO BOX 2600 | ||
VALLEY FORGE PA 19482-2600
| ||
PREFERRED SECURITIES (R5)
|
6.65% |
MG TRUST COMPANY CUST
|
FBO CONDLEY & COMPANY
| ||
717 17TH ST STE 1300
| ||
DENVER CO 80202-3304
| ||
PREFERRED SECURITIES (R5)
|
6.45% |
PRINCIPAL TRUST COMPANY
|
FBO NQ DB OF AAA ARIZONA
| ||
ATTN SUSAN SAGGIONE
| ||
1013 CENTRE RD
| ||
WILMINGTON DE 19805-1265
| ||
PREFERRED SECURITIES (R5)
|
5.70% |
MATRIX TRUST COMPANY CUST FBO
|
HUNTER MARINE ADMINISTRATIVE
SERV | ||
717 17TH ST STE 1300
| ||
DENVER CO 80202-3304
| ||
REAL ESTATE ALLOCATION (A)
|
34.16% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
REAL ESTATE ALLOCATION (A)
|
7.87% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA THOMAS A PAYN
| ||
4740 SPYGLASS CT
| ||
MEDFORD OR 97504-9231
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
REAL ESTATE ALLOCATION (A)
|
6.74% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA RICARDO T CABRERA
| ||
5868 RAMSEY DR
| ||
NOBLESVILLE IN 46062-6711
| ||
REAL ESTATE ALLOCATION (I)
|
53.73% |
PRINCIPAL MANAGEMENT
CORPORATION |
PRINCIPAL FINANCIAL GROUP
| ||
ATTN: SUBSIDIARY ACCOUNT
N002-E020 | ||
711 HIGH ST | ||
DES MOINES IA 50392-9992
| ||
REAL ESTATE ALLOCATION (I)
|
27.31% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
REAL ESTATE ALLOCATION (I)
|
18.94% |
BANKERS TRUST
|
FBO DEF COMP FOR SELECT INV
| ||
PROFESSIONALS OF PFG AND ITS
| ||
ATTN MARK HARRISON
| ||
453 7TH ST PO BOX 897
| ||
DES MOINES IA 50392-0001
| ||
REAL ESTATE DEBT INCOME (A)
|
27.89% |
LPL FINANCIAL
|
OMNIBUS CUSTOMER ACCOUNT
| ||
ATTN MUTUAL FUND TRADING
| ||
4707 EXECUTIVE DR
| ||
SAN DIEGO CA 92121-3091
| ||
REAL ESTATE DEBT INCOME (A)
|
20.06% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
REAL ESTATE DEBT INCOME (A)
|
18.27% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA NEIL WOLF
| ||
427 E CASS ST
| ||
CADILLAC MI 49601-2119
| ||
REAL ESTATE DEBT INCOME (A)
|
12.08% |
PRINCIPAL LIFE INSURANCE CO
CUST |
IRA GLENN VERBRUGGE
| ||
9731 E 13TH ST
| ||
CADILLAC MI 49601-8775
| ||
REAL ESTATE DEBT INCOME (A)
|
6.98% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
REAL ESTATE DEBT INCOME (I)
|
53.04% |
REAL ESTATE ALLOCATION FUND
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
REAL ESTATE DEBT INCOME (I)
|
45.05% |
PRINCIPAL GLOBAL INVESTORS LLC
|
ATTN CHRISTINE HERMAN G-022-N20
| ||
801 GRAND AVE
| ||
DES MOINES IA
50309-8000 | ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
REAL ESTATE DEBT INCOME (P)
|
57.22% |
LPL FINANCIAL
|
OMNIBUS CUSTOMER ACCOUNT
| ||
ATTN MUTUAL FUND TRADING
| ||
4707 EXECUTIVE DR
| ||
SAN DIEGO CA
92121-3091 | ||
REAL ESTATE DEBT INCOME (P)
|
15.48% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
REAL ESTATE DEBT INCOME (P)
|
11.93% |
RBC CAPITAL MARKETS, LLC
|
MUTUAL FUND OMNIBUS PROCESS
OMNIBUS | ||
ATTN MUTAL FUND OPS MANAGER
| ||
60 SOUTH SIXTH STREET - P08
| ||
MINNEAPOLIS MN 55402-4413
| ||
REAL ESTATE DEBT INCOME (P)
|
10.84% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
SMALL-MIDCAP DIVIDEND INCOME
(A) |
18.43% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
SMALL-MIDCAP DIVIDEND INCOME
(A) |
9.08% |
NATIONAL FINANCIAL SERVICES LLC
|
FOR THE EXCL BENE OF OUR
CUSTOMERS | ||
499 WASHINGTON BLVD
| ||
ATTN MUTUAL FUNDS DEPT 4TH FL
| ||
JERSEY CITY NJ 07310-2010
| ||
SMALL-MIDCAP DIVIDEND INCOME
(A) |
8.82% |
FIRST CLEARING LLC
|
SPECIAL CUSTODY ACCT FOR THE
| ||
EXCLUSIVE BENEFIT OF CUSTOMER
| ||
2801 MARKET ST
| ||
SAINT LOUIS MO 63103-2523
| ||
SMALL-MIDCAP DIVIDEND INCOME
(A) |
8.05% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
SMALL-MIDCAP DIVIDEND INCOME
(A) |
6.89% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR E FL 3
| ||
JACKSONVILLE FL 32246-6484
| ||
SMALL-MIDCAP DIVIDEND INCOME
(C) |
16.92% |
FIRST CLEARING LLC
|
SPECIAL CUSTODY ACCT FOR THE
| ||
EXCLUSIVE BENEFIT OF CUSTOMER
| ||
2801 MARKET ST
| ||
SAINT LOUIS MO 63103-2523
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
SMALL-MIDCAP DIVIDEND INCOME
(C) |
15.78% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
SMALL-MIDCAP DIVIDEND INCOME
(C) |
11.74% |
RAYMOND JAMES
|
OMNIBUS FOR MUTUAL FUNDS
| ||
HOUSE ACCT FIRM 92500015
| ||
ATTN: COURTNEY WALLER
| ||
880 CARILLON PKWY
| ||
ST PETERSBURG FL 33716-1102
| ||
SMALL-MIDCAP DIVIDEND INCOME
(C) |
11.32% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
SMALL-MIDCAP DIVIDEND INCOME
(C) |
11.11% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR EAST 3RD FL
| ||
JACKSONVILLE FL 32246-6484
| ||
SMALL-MIDCAP DIVIDEND INCOME
(C) |
8.45% |
PERSHING LLC
|
1 PERSHING PLZ
| ||
JERSEY CITY NJ 07399-0001
| ||
SMALL-MIDCAP DIVIDEND INCOME
(I) |
36.38% |
FIRST CLEARING LLC
|
SPECIAL CUSTODY ACCT FOR THE
| ||
EXCLUSIVE BENEFIT OF CUSTOMER
| ||
2801 MARKET ST
| ||
SAINT LOUIS MO 63103-2523
| ||
SMALL-MIDCAP DIVIDEND INCOME
(I) |
16.54% |
SAM BALANCED PORTFOLIO PIF
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALL-MIDCAP DIVIDEND INCOME
(I) |
14.04% |
SAM CONS GROWTH PORTFOLIO PIF
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALL-MIDCAP DIVIDEND INCOME
(I) |
11.73% |
SAM FLEXIBLE INCOME PORTFOLIO
PIF |
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALL-MIDCAP DIVIDEND INCOME
(I) |
8.57% |
SAM STRATEGIC GROWTH PORTFOLIO
PIF |
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Fund/Class |
Percentage
of Ownership |
Name and
Address of Owner |
SMALL-MIDCAP DIVIDEND INCOME
(P) |
46.84% |
RAYMOND JAMES
|
OMNIBUS FOR MUTUAL FUNDS
| ||
HOUSE ACCT FIRM 92500015
| ||
ATTN: COURTNEY WALLER
| ||
880 CARILLON PKWY
| ||
ST PETERSBURG FL 33716-1102
| ||
SMALL-MIDCAP DIVIDEND INCOME
(P) |
30.83% |
UBS WM USA |
0O0 11011 6100
| ||
OMNI ACCOUNT M/F
| ||
ATTN DEPARTMENT MANAGER
| ||
1000 HARBOR BLVD 5TH FL
| ||
WEEHAWKEN NJ 07086-6761
| ||
SMALL-MIDCAP DIVIDEND INCOME
(P) |
8.16% |
MORGAN STANLEY SMITH BARNEY
|
HARBOR FINANCIAL CENTER
| ||
PLAZA 2 3RD FLOOR
| ||
JERSEY CITY NJ 07311
| ||
SMALL-MIDCAP DIVIDEND INCOME
(P) |
5.56% |
MLPF&S FOR THE SOLE
|
BENEFIT OF ITS CUSTOMERS
| ||
ATTN FUND ADMINISTRATION
| ||
4800 DEER LAKE DR EAST 3RD FL
| ||
JACKSONVILLE FL 32246-6484
| ||
SYSTEMATEX INTERNATIONAL (I)
|
100.00% |
PRINCIPAL TRUST FOR MEDICARE
ELIGIBLE |
POST RETIREMENT MEDICAL
BENEFITS | ||
ATTN STEPHANIE WATTS S-001-S60
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
|
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that base
the
Advisory Fee
on
Performance |
Total Assets
of the
Accounts
that base the Advisory
Fee on
Performance | |
Jake S.
Anonson: Diversified Real Asset and
Global Multi-Strategy Funds |
||||
Registered investment
companies |
1 |
$11.4 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$1.1 billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Jessica S.
Bush: Diversified Real Asset
and Global Multi-Strategy Funds |
||||
Registered investment
companies |
1 |
$11.4 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$1.1 billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Marcus W.
Dummer: Diversified Real Asset and
Global Multi-Strategy Funds |
||||
Registered investment
companies |
1 |
$11.4 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$1.1 billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Kelly A.
Grossman: Diversified Real Asset
and Global Multi-Strategy Funds |
||||
Registered investment
companies |
1 |
$11.4 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$1.1 billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Benjamin E.
Rotenberg: Diversified Real Asset
and Global Multi-Strategy Funds |
||||
Registered investment
companies |
1 |
$11.4 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$1.1 billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Data in this
table is as of December 31, 2015 |
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that base
the
Advisory Fee
on
Performance |
Total Assets
of the
Accounts
that base the Advisory
Fee on
Performance |
Jake S.
Anonson: Multi-Manager Equity Long/Short
Fund |
||||
Registered investment
companies |
1 |
$10.6 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$1.2 billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Jessica S.
Bush: Multi-Manager Equity
Long/Short Fund |
||||
Registered investment
companies |
1 |
$10.6 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$1.2 billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Marcus W.
Dummer: Multi-Manager Equity Long/Short
Fund |
||||
Registered investment
companies |
1 |
$10.6 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$1.2 billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Benjamin E.
Rotenberg: Multi-Manager Equity
Long/Short Fund |
||||
Registered investment
companies |
1 |
$10.6 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$1.2 billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Portfolio
Manager |
PFI Funds
Managed by Portfolio Manager |
Dollar Range
of Securities Owned
by the
Portfolio Manager |
Jake S. Anonson |
Diversified Real
Asset |
$10,001 -
$50,000 |
Jake S. Anonson |
Global
Multi-Strategy |
$50,001 -
$100,000 |
Jake S. Anonson
* |
Multi-Manager Equity
Long/Short |
None |
Jessica S. Bush |
Diversified Real
Asset |
$10,001 -
$50,000 |
Jessica S. Bush |
Global
Multi-Strategy |
$1 - $10,000 |
Jessica S. Bush
* |
Multi-Manager Equity
Long/Short |
None |
Marcus W.
Dummer |
Diversified Real
Asset |
$10,001 -
$50,000 |
Marcus W.
Dummer |
Global
Multi-Strategy |
$10,001 -
$50,000 |
Marcus W. Dummer
* |
Multi-Manager Equity
Long/Short |
None |
Kelly A.
Grossman |
Diversified Real
Asset |
$1 - $10,000 |
Kelly A.
Grossman |
Global
Multi-Strategy |
$1 - $10,000 |
Benjamin E.
Rotenberg |
Diversified Real
Asset |
$50,001 -
$100,000 |
Benjamin E.
Rotenberg |
Global
Multi-Strategy |
$10,001 -
$50,000 |
Benjamin E. Rotenberg
* |
Multi-Manager Equity
Long/Short |
None |
* Information as of December
31, 2015 |
Sub-Advisor: |
Edge Asset
Management, Inc. |
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that base
the
Advisory Fee
on
Performance |
Total Assets
of the
Accounts
that base the Advisory
Fee on
Performance | |
Daniel R.
Coleman: EDGE
MidCap Fund and Small-MidCap Dividend Income |
||||
Registered investment
companies |
4 |
$8.7 billion |
0 |
$0 |
Other pooled investment
vehicles |
3 |
$114.4 million |
0 |
$0 |
Other accounts |
3 |
$962.9 million |
0 |
$0 |
Theodore
Jayne: EDGE MidCap
Fund* |
||||
Registered investment
companies |
0 |
$0 |
0 |
$0 |
Other pooled investment
vehicles |
0 |
$0 |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
David W.
Simpson: Small-MidCap Dividend Income
Fund |
||||
Registered investment
companies |
2 |
$5.9 billion |
0 |
$0 |
Other pooled investment
vehicles |
3 |
$114.4 million |
0 |
$0 |
Other accounts |
3 |
$962.9 million |
0 |
$0 |
Portfolio
Manager |
PFI Funds
Managed by Portfolio Manager |
Dollar Range
of Securities Owned
by the
Portfolio Manager |
Daniel R.
Coleman |
EDGE MidCap |
None |
Daniel R.
Coleman |
Small-MidCap Dividend
Income |
$100,001 -
$500,000 |
Theodore Jayne* |
EDGE MIdCap |
None |
David W.
Simpson |
Small-MidCap Dividend
Income |
$500,001 -
$1,000,000 |
Sub-Advisor: |
Mellon
Capital Management Corporation (“Mellon
Capital”) |
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that base
the
Advisory Fee
on
Performance |
Total Assets
of the
Accounts
that base the Advisory
Fee on
Performance | |
Paul
Benson: Bond
Market Index Fund |
||||
Registered investment
companies |
20 |
$9.9 billion |
0 |
$0 |
Other pooled investment
vehicles |
45 |
$15.4 billion |
0 |
$0 |
Other accounts |
35 |
$22.2 billion |
0 |
$0 |
Gregg
Lee: Bond
Market Index Fund |
||||
Registered investment
companies |
20 |
$9.9 billion |
0 |
$0 |
Other pooled investment
vehicles |
45 |
$15.4 billion |
0 |
$0 |
Other accounts |
35 |
$22.2 billion |
0 |
$0 |
Nancy G.
Rogers: Bond
Market Index Fund |
||||
Registered investment
companies |
20 |
$9.9 billion |
0 |
$0 |
Other pooled investment
vehicles |
45 |
$15.4 billion |
0 |
$0 |
Other accounts |
35 |
$22.2 billion |
0 |
$0 |
Stephanie
Shu: Bond
Market Index Fund |
||||
Registered investment
companies |
20 |
$9.9 billion |
0 |
$0 |
Other pooled investment
vehicles |
45 |
$15.4 billion |
0 |
$0 |
Other accounts |
35 |
$22.2 billion |
0 |
$0 |
• |
Motivate and reward superior
investment and business performance |
• |
Motivate and reward continued
growth and profitability |
• |
Attract and retain
high-performing individuals critical to the on-going success of Mellon
Capital |
• |
Create an ownership mentality
for all plan participants |
Portfolio
Manager |
PFI Funds
Managed by Portfolio Manager |
Dollar Range
of Securities Owned
by the
Portfolio Manager |
Paul Benson |
Bond Market
Index |
None |
Gregg Lee |
Bond Market
Index |
None |
Nancy G. Rogers |
Bond Market
Index |
None |
Stephanie Shu |
Bond Market
Index |
None |
Other
Accounts Managed | ||||
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that base
the
Advisory Fee
on
Performance |
Total Assets
of the
Accounts
that
base the
Advisory
Fee
on
Performance | |
John
Birkhold: Origin Emerging Markets
Fund |
||||
Registered investment
companies |
1 |
$350.9 million |
0 |
$0 |
Other pooled investment
vehicles |
6 |
$951.1 million |
3 |
$167.2
million |
Other accounts |
6 |
$1.4 billion |
2 |
$444.5
million |
Chris
Carter: Origin Emerging Markets
Fund |
||||
Registered investment
companies |
1 |
$350.9 million |
0 |
$0 |
Other pooled investment
vehicles |
6 |
$951.1 million |
3 |
$167.2
million |
Other accounts |
6 |
$1.4 billion |
2 |
$444.5
million |
Nigel
Dutson: Origin Emerging Markets
Fund |
||||
Registered investment
companies |
1 |
$350.9 million |
0 |
$0 |
Other pooled investment
vehicles |
6 |
$951.1 million |
3 |
$167.2
million |
Other accounts |
6 |
$1.4 billion |
2 |
$444.5
million |
Tarlock
Randhawa: Origin Emerging Markets
Fund |
||||
Registered investment
companies |
1 |
$350.9 million |
0 |
$0 |
Other pooled investment
vehicles |
6 |
$951.1 million |
3 |
$167.2
million |
Other accounts |
6 |
$1.4 billion |
2 |
$444.5
million |
Portfolio
Manager |
PFI Funds
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
John Birkhold |
Origin Emerging
Markets |
None |
Chris Carter |
Origin Emerging
Markets |
None |
Nigel Dutson |
Origin Emerging
Markets |
None |
Tarlock
Randhawa |
Origin Emerging
Markets |
None |
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that base
the
Advisory Fee
on
Performance |
Total Assets
of the
Accounts
that base the Advisory
Fee on
Performance | |||
Christopher
Ibach: Global
Opportunities Fund and Global Opportunities Equity Hedged
Fund* |
||||||
Registered Investment
Companies |
2 |
$843.8 million |
0 |
|
$0 |
|
Other pooled investment
vehicles |
0 |
$0 |
0 |
|
$0 |
|
Other accounts |
11 |
$3.5 billion |
3 |
$354.2 million |
| |
Thomas L.
Kruchten: International Equity Index
Fund |
||||||
Registered Investment
Companies |
6 |
$9.2 billion |
0 |
|
$0 |
|
Other pooled investment
vehicles |
3 |
$22.1 billion |
0 |
|
$0 |
|
Other accounts |
1 |
$31.5 million |
0 |
|
$0 |
|
Tiffany N.
Lavastida: International Small Company
Fund |
||||||
Registered investment
companies |
0 |
$0 |
0 |
|
$0 |
|
Other pooled investment
vehicles |
1 |
$927.2 million |
0 |
|
$0 |
|
Other accounts |
5 |
$2.5 billion |
1 |
$162.3 million |
| |
Xiaoxi Li:
Global
Opportunities Fund and Global Opportunities Equity Hedged
Fund* |
||||||
Registered investment
companies |
2 |
$843.8 million |
0 |
|
$0 |
|
Other pooled investment
vehicles |
0 |
$0 |
0 |
|
$0 |
|
Other accounts |
11 |
$3.5 billion |
3 |
$354.2 million |
| |
Mark R.
Nebelung: SystematEx International Fund*
and SystematEx Large Value Fund* |
||||||
Registered investment
companies |
0 |
$0 |
0 |
|
$0 |
|
Other pooled investment
vehicles |
1 |
$94.6 million |
0 |
|
$0 |
|
Other accounts |
7 |
$1.5 billion |
0 |
|
$0 |
|
K. William
Nolin: Blue Chip
Fund |
||||||
Registered Investment
Companies |
2 |
$11.4 billion |
0 |
|
$0 |
|
Other pooled investment
vehicles |
21 |
$3.4 billion |
0 |
|
$0 |
|
Other accounts |
10 |
$306.9 million |
0 |
|
$0 |
|
Brian W.
Pattinson: International Small
Company Fund |
||||||
Registered investment
companies |
2 |
$807.1 million |
0 |
|
$0 |
|
Other pooled investment
vehicles |
8 |
$2.0 billion |
0 |
|
$0 |
|
Other accounts |
5 |
$976.6 million |
2 |
$162.4 million |
| |
Tom Rozycki:
Blue Chip
Fund |
||||||
Registered Investment
Companies |
2 |
$11.4 billion |
0 |
|
$0 |
|
Other pooled investment
vehicles |
3 |
$2.2 billion |
0 |
|
$0 |
|
Other accounts |
10 |
$306.9 million |
0 |
|
$0 |
|
Mustafa
Sagun: Global
Opportunities Fund and Global Opportunities Equity Hedged
Fund* |
||||||
Registered Investment
Companies |
2 |
$843.8 million |
0 |
|
$0 |
|
Other pooled investment
vehicles |
2 |
$11.2 million |
0 |
|
$0 |
|
Other accounts |
13 |
$3.6 billion |
3 |
$354.2 million |
|
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that base
the
Advisory Fee
on
Performance |
Total Assets
of the
Accounts
that base the Advisory
Fee on
Performance | |||
Jeffrey A.
Schwarte**: International Equity Index
Fund, SystematEx International Fund*
and SystematEx Large Value Fund* |
||||||
Registered investment
companies |
17 |
$12.2 billion |
0 |
|
$0 |
|
Other pooled investment
vehicles |
6 |
$25.5 billion |
0 |
|
$0 |
|
Other accounts |
2 |
$94.5 million |
0 |
|
$0 |
|
* The Global Opportunities
Equity Hedged, SystematEx International, and SystematEx Large Value funds
are new as of September 22, 2015. | ||||||
** Information as of June 30,
2016. |
Portfolio
Manager |
PFI Funds
Managed by Portfolio Manager |
Dollar Range
of Securities Owned
by the
Portfolio Manager |
Christopher
Ibach |
Global
Opportunities |
None |
Christopher
Ibach* |
Global Opportunities Equity
Hedged |
None |
Thomas L.
Kruchten |
International Equity
Index |
None |
Tiffany N.
Lavastida |
International Small
Company |
$10,001 -
$50,000 |
Xiaoxi Li |
Global
Opportunities |
$100,001 -
$500,000 |
Xiaoxi Li* |
Global Opportunities Equity
Hedged |
None |
Mark R.
Nebelung* |
SystematEx International
|
None |
Mark R.
Nebelung* |
SystematEx Large
Value |
None |
K. William
Nolin |
Blue Chip |
$100,001 -
$500,000 |
Brian W.
Pattinson |
International Small
Company |
$100,001 -
$500,000 |
Tom Rozycki |
Blue Chip |
None |
Mustafa Sagun |
Global
Opportunities |
None |
Mustafa Sagun* |
Global Opportunities Equity
Hedged |
None |
Jeffrey A.
Schwarte** |
International Equity
Index |
None |
Jeffrey A.
Schwarte* |
SystematEx International
|
None |
Jeffrey A.
Schwarte* |
SystematEx Large
Value |
None |
* The Global Opportunities
Equity Hedged, SystematEx International, and SystematEx Large Value funds
are new as of September 22, 2015. | ||
** Information as of June 30,
2016. |
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that base
the
Advisory Fee
on
Performance |
Total Assets
of the
Accounts
that base the Advisory
Fee on
Performance | |||||
William C.
Armstrong - Credit Opportunities
Explorer Fund |
||||||||
Registered Investment
Companies |
3 |
$4.7 billion |
|
0 |
|
$0 |
| |
Other pooled investment
vehicles |
7 |
$7.1 billion |
|
0 |
|
$0 |
| |
Other accounts |
16 |
$4.7 billion |
|
2 |
$860.0 million |
| ||
Mark P.
Denkinger - Dynamic High Yield
Explorer Fund |
||||||||
Registered Investment
Companies |
1 |
$3.5 billion |
|
0 |
|
$0 |
| |
Other pooled investment
vehicles |
4 |
$108.0 million |
|
0 |
|
$0 |
| |
Other accounts |
13 |
$1.7 billion |
|
2 |
$258.0 million |
| ||
Jason Hahn
- Dynamic
High Yield Explorer Fund |
||||||||
Registered Investment
Companies |
0 |
$0 |
|
0 |
|
$0 |
| |
Other pooled investment
vehicles |
0 |
|
$0 |
|
0 |
|
$0 |
|
Other accounts |
1 |
$9.0 million |
|
0 |
|
$0 |
| |
James Noble
- Opportunistic Municipal
Fund |
||||||||
Registered Investment
Companies |
2 |
$452.0 million |
|
0 |
|
$0 |
| |
Other pooled investment
vehicles |
0 |
|
$0 |
|
0 |
|
$0 |
|
Other accounts |
1 |
$46.0 million |
|
0 |
|
$0 |
| |
Tina Paris
- Credit
Opportunities Explorer Fund |
||||||||
Registered Investment
Companies |
1 |
$71.0 million |
|
0 |
|
$0 |
| |
Other pooled investment
vehicles |
5 |
$2.9 billion |
|
0 |
|
$0 |
| |
Other accounts |
13 |
$3.6 billion |
|
0 |
|
$0 |
| |
Josh Rank
- Dynamic
High Yield Explorer Fund |
||||||||
Registered Investment
Companies |
1 |
$3.5 billion |
|
0 |
|
$0 |
| |
Other pooled investment
vehicles |
1 |
$46.0 million |
|
0 |
|
$0 |
| |
Other accounts |
10 |
$1.5 billion |
|
1 |
$53.0 million |
|
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that base
the
Advisory Fee
on
Performance |
Total Assets
of the
Accounts
that base the Advisory
Fee on
Performance | |||
Darrin E.
Smith - Dynamic High Yield
Explorer Fund |
||||||
Registered Investment
Companies |
1 |
$3.5 billion |
0 |
$0 |
| |
Other pooled investment
vehicles |
4 |
$108.0 million |
0 |
|
$0 |
|
Other accounts |
13 |
$1.7 million |
2 |
$258.0 million |
| |
Darryl
Trunnel - Credit Opportunities
Explorer Fund |
||||||
Registered Investment
Companies |
1 |
$71.0 million |
0 |
|
$0 |
|
Other pooled investment
vehicles |
1 |
$49.0 million |
0 |
|
$0 |
|
Other accounts |
3 |
$104.0 million |
0 |
|
$0 |
|
James Welch
- Opportunistic
Municipal Fund |
||||||
Registered Investment
Companies |
2 |
$452.0 million |
0 |
|
$0 |
|
Other pooled investment
vehicles |
0 |
$0 |
0 |
|
$0 |
|
Other accounts |
1 |
$46.0 million |
0 |
|
$0 |
|
Portfolio
Manager |
PFI Funds
Managed by Portfolio Manager |
Dollar Range
of Securities Owned
by the
Portfolio Manager |
William C.
Armstrong |
Credit Opportunities
Explorer |
None |
Mark P.
Denkinger |
Dynamic High Yield
Explorer |
$100,001 -
$500,000 |
Jason Hahn |
Dynamic High Yield
Explorer |
$1 - $10,000 |
James Noble |
Opportunistic
Municipal |
None |
Tina Paris |
Credit Opportunities
Explorer |
None |
Josh Rank |
Dynamic High Yield
Explorer |
None |
Darrin E. Smith |
Dynamic High Yield
Explorer |
None |
Darryl Trunnel |
Credit Opportunities
Explorer |
None |
James Welch |
Opportunistic
Municipal |
None |
Other
Accounts Managed |
||||||
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that
base
the
Advisory
Fee
on
Performance |
Total
Assets
of the
Accounts that base the
Advisory
Fee
on
Performance | |||
Scott M.
Carson: Real
Estate Debt Income Fund |
||||||
Registered investment
companies |
0 |
$0 |
0 |
|
$0 |
|
Other pooled investment
vehicles |
1 |
$11.0 million |
0 |
|
$0 |
|
Other accounts |
7 |
$1.0 billion |
0 |
|
$0 |
|
Indraneel
("Indy") Karlekar: Real Estate Allocation
Fund |
||||||
Registered investment
companies |
0 |
$0 |
0 |
|
$0 |
|
Other pooled investment
vehicles |
0 |
$0 |
0 |
|
$0 |
|
Other accounts |
0 |
$0 |
0 |
|
$0 |
|
Marc
Peterson: Real
Estate Allocation and Real Estate Debt Income Funds |
||||||
Registered investment
companies |
0 |
$0 |
0 |
|
$0 |
|
Other pooled investment
vehicles |
2 |
$57.0 million |
0 |
|
$0 |
|
Other accounts |
11 |
$1.4 million |
0 |
|
$0 |
|
Kelly D.
Rush: Real
Estate Allocation Fund |
||||||
Registered investment
companies |
4 |
$5.2 billion |
0 |
|
$0 |
|
Other pooled investment
vehicles |
3 |
$544.0 million |
0 |
|
$0 |
|
Other accounts |
24 |
$2.7 billion |
1 |
$7.0 million |
|
Portfolio
Manager |
PFI Funds
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
Scott M.Carson |
Real Estate Debt
Income |
$10,001 -
$50,000 |
Indraneel ("Indy")
Karlekar |
Real Estate
Allocation |
None |
Marc Peterson |
Real Estate
Allocation |
None |
Marc Peterson |
Real Estate Debt
Income |
None |
Kelly D. Rush |
Real Estate
Allocation |
None |
Sub-Advisor: |
Spectrum
Asset Management, Inc. |
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that base
the
Advisory Fee
on
Performance |
Total
Assets
of
the
Accounts
that base the Advisory
Fee on
Performance | |
Fernando
("Fred") Diaz: Capital Securities and
Preferred Securities Funds |
||||
Registered investment
companies |
6 |
$3.6 billion |
0 |
$0 |
Other pooled investment
vehicles |
32 |
$5.1 billion |
0 |
$0 |
Other accounts |
72 |
$5.4 billion |
0 |
$0 |
Roberto
Giangregorio: Capital Securities and
Preferred Securities Funds |
||||
Registered investment
companies |
6 |
$3.6 billion |
0 |
$0 |
Other pooled investment
vehicles |
32 |
$5.1 billion |
0 |
$0 |
Other accounts |
72 |
$5.4 billion |
0 |
$0 |
L. Phillip
Jacoby, IV: Capital Securities and
Preferred Securities Funds |
||||
Registered investment
companies |
6 |
$3.6 billion |
0 |
$0 |
Other pooled investment
vehicles |
32 |
$5.1 billion |
0 |
$0 |
Other accounts |
72 |
$5.4 billion |
0 |
$0 |
Total
Number
of
Accounts |
Total
Assets
in
the
Accounts |
Number
of
Accounts
that base
the
Advisory Fee
on
Performance |
Total
Assets
of
the
Accounts
that base the Advisory
Fee on
Performance | |
Manu
Krishnan: Capital Securities and
Preferred Securities Funds |
||||
Registered investment
companies |
6 |
$3.6 billion |
0 |
$0 |
Other pooled investment
vehicles |
32 |
$5.1 billion |
0 |
$0 |
Other accounts |
72 |
$5.4 billion |
0 |
$0 |
Mark A.
Lieb: Capital
Securities and Preferred Securities Funds |
||||
Registered investment
companies |
6 |
$3.6 billion |
0 |
$0 |
Other pooled investment
vehicles |
32 |
$5.1 billion |
0 |
$0 |
Other accounts |
72 |
$5.4 billion |
0 |
$0 |
Kevin
Nugent: Preferred Securities Fund
|
||||
Registered investment
companies |
6 |
$3.6 billion |
0 |
$0 |
Other pooled investment
vehicles |
32 |
$5.1 billion |
0 |
$0 |
Other accounts |
72 |
$5.4 billion |
0 |
$0 |
• |
Changes in overall firm assets
under management, including those assets in the Fund. (Portfolio managers
are not directly incentivized to increase assets (“AUM”), although they
are indirectly compensated as a result of an increase in AUM)
|
• |
Portfolio performance (on a
pre-tax basis) relative to benchmarks measured annually. (The relevant benchmark is a
custom benchmark composed of 50% BofA Merrill Lynch Fixed Rate Preferred
Securities Index / 50% BofA Merrill Lynch US Capital Securities
Index.) |
• |
Contribution to client
servicing |
• |
Compliance with firm and/or
regulatory policies and procedures |
• |
Work ethic
|
• |
Seniority and length of
service |
• |
Contribution to overall
functioning of organization |
Portfolio
Manager |
PFI Funds
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
Fernando ("Fred")
Diaz |
Capital
Securities |
None |
Fernando ("Fred")
Diaz |
Preferred
Securities |
None |
Roberto
Giangregorio |
Capital
Securities |
None |
Roberto
Giangregorio |
Preferred
Securities |
None |
L. Phillip Jacoby,
IV |
Capital
Securities |
None |
L. Phillip Jacoby,
IV |
Preferred
Securities |
$100,001 -
$500,000 |
Manu Krishnan |
Capital
Securities |
None |
Manu Krishnan |
Preferred
Securities |
None |
Mark A. Lieb |
Capital
Securities |
None |
Mark A. Lieb |
Preferred
Securities |
$100,001 -
$500,000 |
Kevin Nugent |
Preferred
Securities |
None |
Investment
Adviser or Principal Underwriter/Control Person |
Name of
Officer |
Company |
Office Held
at Company |
Period of
Service on ICI Board* |
BlackRock Financial Management,
Inc. |
Paul L. Audet |
BlackRock, Inc. |
Senior Managing Director and
Head of U.S. Mutual Funds |
since 2012 |
Jennison Associates
LLC |
Stuart S.
Parker |
Prudential
Investments |
President |
since 2012 |
Loomis, Sayles & Company,
L.P. |
John T. Hailer |
Natixis Global Asset
Management, L.P. |
President and CEO, U.S. and
Asia |
since 2009 |
PMC and affiliated sub-advisers
identified as members of Principal® in “Investment Advisory
and Other Services” |
Nora M. Everett |
Principal Funds,
Inc. |
President and
CEO |
since 2012 |
Symphony Asset Management
LLC |
Thomas S. Schreier
Jr. |
Nuveen
Investments |
Vice Chairman, Wealth
Management |
since
2007 |
* |
As of December 31,
2013 |
1
|
For
certain structured finance, preferred stock and hybrid securities in which
payment default events are either not defined or do not match investor’s
expectations for timely payment, the ratings reflect the likelihood of
impairment and the expected financial loss in the event of
impairment. |
Aaa: |
Obligations rated Aaa are
judged to be of the highest quality, subject to the lowest level of credit
risk. |
Aa: |
Obligations rated Aa are
judged to be of high quality and are subject to very low credit
risk. |
A: |
Obligations rated A are
considered upper-medium grade and are subject to low credit
risk. |
Baa: |
Obligations rated Baa are
subject to moderate credit risk. They are considered medium-grade and as
such may possess certain speculative
characteristics. |
Ba: |
Obligations rated Ba are
judged to be speculative and are subject to substantial credit
risk. |
B: |
Obligations rated B are
considered speculative and are subject to high credit
risk. |
Caa: |
Obligations rated Caa are
judged to be speculative of poor standing and are subject to very high
credit risk. |
Ca: |
Obligations rated Ca are
highly speculative and are likely in, or very near, default, with some
prospect of recovery of principal and
interest. |
C: |
Obligations rated C are the
lowest rated class of bonds and are typically in default, with little
prospect for recovery of principal or
interest. |
* |
By their
terms, hybrid securities allow for the omission of scheduled dividends,
interest, or principal payments, which can potentially result in
impairment if such an omission occurs. Hybrid securities may also by
subject to contractually allowable write-downs of principal that could
result in impairment. Together the hybrid indicator, the long-term
obligation rating assigned to a hybrid security is an expression of the
relative credit risk associated with that
security. |
• |
Likelihood of default -
capacity and willingness of the obligor to meet its financial commitment
on an obligation in accordance with the terms of the
obligation; |
• |
Nature of and provisions of
the obligation; |
• |
Protection afforded by, and
relative position of, the obligation in the event of bankruptcy,
reorganization, or other arrangement under the laws of bankruptcy and
other laws affecting creditor's rights. |
AAA: |
Obligations rated ‘AAA’ have
the highest rating assigned by S&P Global. The obligor’s capacity to
meet its financial commitment on the obligation is extremely
strong. |
AA: |
Obligations rated ‘AA’ differ
from the highest-rated issues only in small degree. The obligor’s capacity
to meet its financial commitment on the obligation is very
strong. |
A: |
Obligations rated ‘A’ have a
strong capacity to meet financial commitment on the obligation although
they are somewhat more susceptible to the adverse effects of changes in
circumstances and economic conditions than obligations in higher-rated
categories. |
BBB: |
Obligations rated ‘BBB’
exhibit adequate protection parameters; however, adverse economic
conditions or changing circumstances are more likely to lead to a weakened
capacity to meet financial commitment on the obligation.
|
BB, B, CCC, |
Obligations rated ‘BB’, ‘B’,
‘CCC’, ‘CC’, and ‘C’ are regarded, on balance, as having
significant |
CC, and C: |
speculative characteristics.
‘BB’ indicates the lowest degree of speculation and ‘C’ the highest degree
of speculation. While such obligations will likely have some quality and
protective characteristics, these may be outweighed by large uncertainties
or major risk exposures to adverse
conditions. |
BB: |
Obligations rated ‘BB’ are
less vulnerable to nonpayment than other speculative issues. However it
faces major ongoing uncertainties or exposure to adverse business,
financial, or economic conditions which could lead to the obligor’s
inadequate capacity to meet its financial commitment on the
obligation. |
B: |
Obligations rated ‘B’ are more
vulnerable to nonpayment than ‘BB’ but the obligor currently has the
capacity to meet its financial commitment on the obligation. Adverse
business, financial, or economic conditions will likely impair this
capacity. |
CCC: |
Obligations rated ‘CCC’ are
currently vulnerable to nonpayment and is dependent upon favorable
business, financial, and economic conditions for the obligor to meet its
financial commitment on the obligation. If adverse business, financial, or
economic conditions occur, the obligor is not likely to have the capacity
to meeting its financial commitment on the
obligation. |
CC: |
Obligations rated ‘CC’ are
currently highly vulnerable to nonpayment. The ‘CC’ rating is used when a
default has not yet occurred but S&P Global expects default to be a
virtual certainty, regardless of anticipated time to default.
|
C: |
The rating ‘C’ is highly
vulnerable to nonpayment, the obligation is expected to have lower
relative seniority or lower ultimate recovery compared to higher rated
obligations. |
D: |
Obligations rated ‘D’ are in
default, or in breach of an imputed promise. For non-hybrid capital
instruments, the ‘D’ rating category is used when payments on an
obligation are not made on the date due, unless S&P Global believes
that such payments will be made within five business days in the absence
of a stated grace period or within the earlier of the stated grace period
or 30 calendar days. This rating will also be used upon filing for
bankruptcy petition or the taking or similar action and where default is a
virtual certainty. If an obligation is subject to a distressed exchange
offer the rating is lowered to ‘D’. |
NR: |
Indicates that no rating has
been requested, that there is insufficient information on which to base a
rating or that S&P Global does not rate a particular type of
obligation as a matter of policy. |
A-1: |
This is the highest category.
The obligor’s capacity to meet its financial commitment on the obligation
is strong. Within this category, certain obligations are designated with a
plus sign (+). This indicates that the obligor’s capacity to meet its
financial commitment on these obligations is extremely
strong. |
A-2: |
Issues carrying this
designation are somewhat more susceptible to the adverse effects of the
changes in circumstances and economic conditions than obligations in
higher rating categories. However, the obligor’s capacity to meet its
financial commitment on the obligation is
satisfactory. |
A-3: |
Issues carrying this
designation exhibit adequate protection parameters. However, adverse
economic conditions or changing circumstances are more likely to lead to a
weakened capacity of the obligor to meet it financial commitment on the
obligation. |
B: |
Issues rated ‘B’ are regarded
as vulnerable and have significant speculative characteristics. The
obligor has capacity to meet financial commitments; however, it faces
major ongoing uncertainties which could lead to obligor’s inadequate
capacity to meet its financial
obligations. |
C: |
This rating is assigned to
short-term debt obligations that are currently vulnerable to nonpayment
and is dependent upon favorable business, financial, and economic
conditions to meet its financial commitment on the
obligation. |
D: |
This rating indicates that the
issue is either in default or in breach of an imputed promise. For
non-hybrid capital instruments, the ‘D’ rating category is used when
payments on an obligation are not made on the date due, unless S&P
Global believes that such payments will be made within five business days
in the absence of a stated grace period or within the earlier of the
stated grace period or 30 calendar days. This rating will also be used
upon filing for bankruptcy petition or the taking or similar action and
where default is a virtual certainty. If an obligation is subject to a
distressed exchange offer the rating is lowered to ‘D’.
|
SP-1: |
A strong capacity to pay
principal and interest. Issues that possess a very strong capacity to pay
debt service is given a "+" designation. |
SP-2: |
A satisfactory capacity to pay
principal and interest, with some vulnerability to adverse financial and
economic changes over the terms of the
notes. |
SP-3: |
A speculative capacity to pay
principal and interest. |
AAA: |
Highest credit quality. ‘AAA’
ratings denote the lowest expectation of credit risk. They are assigned
only in case of exceptionally strong capacity for payment of financial
commitments. This capacity is highly unlikely to be adversely affected by
foreseeable events. |
AA: |
Very high credit quality. ‘AA’
ratings denote expectations of very low credit risk. They indicate very
strong capacity for timely payment of financial commitments. This capacity
is not significantly vulnerable to foreseeable
events. |
A: |
High credit quality. ‘A’
ratings denote low expectation of credit risk. The capacity for timely
payment of financial commitments is considered strong. This capacity may,
nevertheless, be more vulnerable to adverse business or economic
conditions than is the case for higher
ratings. |
BBB: |
Good credit quality. ‘BBB’
ratings indicate that expectations of credit risk are currently low. The
capacity for payment of financial commitments is considered adequate, but
adverse business or economic conditions are more likely to impair this
capacity. |
BB: |
Speculative. ‘BB’ ratings
indicate an elevated vulnerability to credit risk, particularly in the
event of adverse changes in business or economic conditions over time;
however, business or financial alternatives may be available to allow
financial commitments to be met. |
B: |
Highly speculative. ‘B’
ratings indicate that material credit risk is
present. |
CCC: |
Substantial credit risk. ‘CCC’
ratings indicate that substantial credit risk is
present. |
CC: |
Very high levels of credit
risk. ‘CC’ ratings indicate very high levels of credit
risk. |
C: |
Exceptionally high levels of
credit risk. ‘C’ indicates exceptionally high levels of credit
risk. |
D: |
Default. ‘D’ ratings indicate
an issuer has entered into bankruptcy filings, administration,
receivership, liquidation or which has otherwise ceased
business. |
F1: |
Highest short-term credit
quality. Indicates the strongest intrinsic capacity for timely payment of
financial commitments; may have an added “+” to denote any exceptionally
strong credit feature. |
F2: |
Good short-term credit
quality. Good intrinsic capacity for timely payment of financial
commitments. |
F3: |
Fair short-term credit
quality. The intrinsic capacity for timely payment of financial
commitments is adequate. |
B: |
Speculative short-term credit
quality. Minimal capacity for timely payment of financial commitments,
plus heightened vulnerability to near term adverse changes in financial
and economic conditions. |
C: |
High short-term default risk.
Default is a real possibility. |
RD: |
Restricted default. Indicates
an entity that has defaulted on one or more of its financial commitments,
although it continues to meet other financial obligations. Typically
applicable to entity ratings only. |
D: |
Default. Indicates a
broad-based default event for an entity, or the default of a specific
short-term obligation. |
RR1: |
Outstanding recovery prospects
given default. ‘RR1’ rated securities have characteristics consistent with
securities historically recovering 91%-100% of current principal and
related interest. |
RR2: |
Superior recovery prospects
given default. ‘RR2’ rated securities have characteristics consistent with
securities historically recovering 71%-90% of current principal and
related interest. |
RR3: |
Good recovery prospects given
default. ‘RR3’ rated securities have characteristics consistent with
securities historically recovering 51%-70% of current principal and
related interest. |
RR4: |
Average recovery prospects
given default. ‘RR4’ rated securities have characteristics consistent with
securities historically recovering 31%-50% of current principal and
related interest. |
RR5: |
Below average recovery
prospects given default. ‘RR5’ rated securities have characteristics
consistent with securities historically recovering 11%-30% of current
principal and related interest. |
RR6: |
Poor recovery prospects given
default. ‘RR6’ rated securities have characteristics consistent with
securities historically recovering 0%-10% of current principal and related
interest. |
• |
The requesting Portfolio
Manager must put forth, in writing, the reasons for their decision;
|
• |
The approval of Principal’s
Chief Investment Officer; |
• |
Notification to the Proxy
Voting Coordinator and other appropriate personnel (including PGI
Portfolio Managers whose clients may own the particular security);
|
• |
A determination that the
decision is not influenced by any conflict of interest; and
|
• |
The creation of a written
record reflecting the process. |
• |
Restrictions for share
blocking countries;1
|
• |
Casting a vote on a foreign
security may require that Principal engage a translator;
|
• |
Restrictions on foreigners’
ability to exercise votes; |
• |
Requirements to vote proxies
in person; |
• |
Requirements to provide local
agents with power of attorney to facilitate the voting instructions;
|
• |
Untimely notice of shareholder
meeting; |
• |
Restrictions on the sale of
securities for a period of time in proximity to the shareholder meeting.
|
• |
Client request to review proxy
votes: |
◦ |
Any request, whether written
(including e- mail) or oral, received by any Employee of Principal, must be
promptly reported to the Proxy Voting Coordinator. All written requests
must be retained in the client’s permanent
file. |
◦ |
The Proxy Voting Coordinator
will record the identity of the client, the date of the request, and the
disposition (e.g., provided a written or oral response to client’s
request, referred to third-party, not a proxy voting client, other
dispositions, etc.) in a suitable place. |
◦ |
The Proxy Voting Coordinator
will furnish the information requested to the client within a reasonable
time period (generally within 10 business days). Principal will maintain a
copy of the written record provided in response to client’s written
(including e-mail) or oral request. A copy of the written response should
be attached and maintained with the client’s written request, if
applicable and maintained in the permanent file.
|
◦ |
Clients are permitted to
request the proxy voting record for the 5 year period prior to their
request. |
• |
Proxy statements received
regarding client securities: |
◦ |
Upon inadvertent receipt of a
proxy, Principal will generally forward to ISS for voting, unless the
client has instructed otherwise. |
◦ |
Note: Principal is permitted
to rely on proxy statements filed on the SEC’s EDGAR system instead of
keeping their own copies. |
• |
Proxy voting records:
|
◦ |
Principals’ proxy voting
record is maintained by ISS. The Proxy Voting Coordinator, with the
assistance of the Client Services Department, will periodically ensure
that ISS has complete, accurate, and current records.
|
◦ |
Principal will maintain
documentation to support the decision to vote against ISS recommendation.
|
◦ |
Principal will maintain
documentation or notes or any communications received from third-parties,
other industry analysts, third-party service providers, company’s
management discussions, etc. that were material in the basis for the
decision. |
1. |
Written affirmation that all
proxies voted during the preceding calendar quarter, other than those
specifically identified by the advisor or sub-advisor, were voted in a
manner consistent with the advisor's or sub-advisor's voting policies and
procedures. In order to monitor the potential effect of conflicts of
interest of an advisor or sub-advisor, the advisor or sub-advisor will
identify any proxies the advisor or sub-advisor voted in a manner
inconsistent with its policies and procedures. The advisor or sub-advisor
shall list each vote, explain why the advisor or sub-advisor voted in a
manner contrary to its policies and procedures, state whether the advisor
or sub-advisor’s vote was consistent with the recommendation to the
advisor or sub-advisor of a third party and, if so, identify the third
party; and |
2. |
Written notification of any
changes to the advisor's or sub-advisor's proxy voting policies and
procedures made during the preceding calendar
quarter. |
1. |
Identification of the issuer
of the security; |
2. |
Exchange ticker symbol of the
security; |
3. |
CUSIP number of the
security; |
4. |
The date of the shareholder
meeting; |
5. |
A brief description of the
subject of the vote; |
6. |
Whether the proposal was put
forward by the issuer or a shareholder; |
7. |
Whether and how the vote was
cast; |
8. |
Whether the vote was cast for
or against management of the issuer. |
1 |
The term “AQR”
includes AQR Capital Management, LLC and CNH Partners, LLC and their
respective investment advisory
affiliates. |
1. |
Review ISS’s proxy
voting guidelines and assess the adequacy of the guidelines, including
assessing whether the guidelines are reasonably designed to ensure that
proxies are voted in the best interests of AQR’s
clients; |
2. |
Review a sample of
ISS’s proxy votes to review whether ISS has complied with ISS’s proxy
voting guidelines; |
3. |
Require ISS to
identify and provide AQR with information regarding any material business
changes or conflicts of interest on an ongoing basis and address how any
conflicts of interest have been addressed. If, as a result of the
Compliance Department’s examination of ISS’s conflicts of interest, a
determination is made that a material conflict of interest exists, AQR’s
Chief Compliance Officer or designee (the “CCO”) will determine whether to
follow ISS’s recommendation with respect to a proxy or take other action
with respect to the proxy; and |
4. |
Obtain a
certification or other information from ISS regarding its independence and
impartiality. |
1. |
AQR shall not engage
in conduct that involves an attempt to change or influence the control of
a public company. In addition, all communications regarding proxy issues
or corporate actions between companies or their agents, or with fellow
shareholders, shall be for the sole purpose of expressing and discussing
AQR's concerns for its advisory clients' interests and not for an attempt
to influence or control management; |
2. |
AQR will not
announce its voting intentions and the reasons therefore;
and |
3. |
AQR shall not
initiate a proxy solicitation or otherwise seek proxy-voting authority
from any other public company
shareholder. |
1. |
The cost of voting a
proxy outweighs the benefit of voting; |
2. |
AQR is not given
enough time to process the vote; |
3. |
AQR has an
outstanding sell order or intends to sell the applicable security prior to
the voting date; or |
4. |
There are legal
restrictions on trading resulting from the exercise of a
proxy. |
1. |
Directly voting the
meeting is in the best interests of the
client; |
2. |
ISS’s recommendation
should be followed; or |
3. |
The client should
approve the ISS recommendation. |
1. |
The name of the
issuer; |
2. |
The proposal voted
upon; and |
3. |
The election made
for the proposal. |
1. |
A copy of the
Policy, and any amendments thereto; |
2. |
A copy of the ISS
Proxy Voting Guidelines; |
3. |
A copy of each proxy
statement that AQR receives regarding client securities (AQR may rely on
third parties or EDGAR); |
4. |
A record of each
vote cast; and |
5. |
A copy of any
document AQR created that was material to making a decision how to vote
proxies, or that memorializes that
decision. |
2 |
Form N-PX is
required to contain an AQR Fund’s complete proxy voting record for the
most recent 12-month period ended June 30 and must be filed no later than
August 31 of each year. |
1. |
Adopt and implement written
policies and procedures reasonably designed to ensure that Ascend votes
Client securities in the best interest of Clients;
|
2. |
Disclose to Clients how they
may obtain information from us about how we voted proxies for their
securities; and |
3. |
Describe our proxy voting
policies and procedures to Clients and furnish them a copy of our policies
and procedures on request. |
1. |
Where a Client has informed
Ascend that it wishes to retain the right to vote the
proxy; |
2. |
Where Ascend deems the cost
of voting would exceed any anticipated benefit to the
Client; |
3. |
Where the proxy is received
for a Client that has been terminated; or |
4. |
Where a proxy is received by
Ascend for a security it no longer manages on behalf of a Client.
|
1. |
Proxy votes solicited by an
issuer that has an institutional separate account relationship with
Ascend; |
2. |
A proponent of a proxy
proposal has a business relationship with Ascend;
|
3. |
Ascend has business
relationships with participants in proxy contests, corporate directors or
director candidates; |
4. |
An Ascend Employee has a
personal interest in the outcome of a particular matter before
shareholders; or an Ascend Employee has a business or personal
relationship with participants in proxy contests, corporate directors or
director candidates. |
1. |
If the proposal is
designated in the Guidelines as “For” or “Against,” the proposal shall be
voted by Ascend in accordance therewith;
or |
2. |
If the proposal is
designated in the Guidelines as “Case by Case” (or not addressed), in the
case of a managed account Client, the Chief Compliance Officer, or his or
her designee, will cause the Client to be notified of such conflict
(provided that Ascend is in a position to disclose the conflict to the
Client (i.e., such information is not
confidential), Ascend may determine how it proposes to vote the proposal
on which it has a conflict, fully disclose the nature of the conflict to
the Client, and obtain the Client’s consent to how Ascend will vote on the
proposal (or otherwise obtain instructions from the Client on how the
proxy on the proposal should be voted). If no Client consent or
instructions are received Ascend will not vote the proxy;
|
3. |
In the case of Funds, the
proposal will be thoroughly reviewed by Ascend and voted in the best
interests of the Fund or, in the discretion of Ascend, will not be
voted. |
1. |
Each country has its own
rules and practices regarding shareholder notification, voting
restrictions, registration conditions and share blocking;
|
2. |
To vote shares in some
countries, the shares may be “blocked” by the custodian or depository (or
bearer shares deposited with a specified financial institution) for a
specified number of days (usually five or fewer but sometimes longer)
before or after the shareholder meeting. When blocked, shares typically
may not be traded until the day after the blocking period. Ascend may
refrain from voting shares of foreign stocks subject to blocking
restrictions where, in Ascend’s judgment, the benefit from voting the
shares is outweighed by the interest of maintaining Client liquidity in
the shares. This decision generally is made on a case-by-case basis based
on relevant factors, including the length of the blocking period, the
significance of the holding, and whether the stock is considered a
long-term holding; |
3. |
Often it is difficult to
ascertain the date of a shareholder meeting because certain countries,
such as France, do not require companies to publish announcements in any
official stock exchange publication; |
4. |
Time frames between
shareholder notification, distribution of proxy materials, book-closure
and the actual meeting date may be too short to allow timely action;
|
5. |
Language barriers will
generally mean that an English translation of proxy information must be
obtained or commissioned before the relevant shareholder
meeting; |
6. |
Some companies and/or
jurisdictions require that, in order to be eligible to vote, the shares of
the beneficial holders be registered in the company’s share
registry; |
7. |
Lack of a “proxy voting
service” by custodians in certain countries. In countries in which
custodians do not offer a “proxy voting service”, Ascend will attempt, on
a reasonable efforts basis, to lodge votes in such countries.
|
|
Global corporate governance
& |
|
engagement
principles |
|
|
|
February
2011 |
Contents |
| |
|
| |
Introduction to
BlackRock |
3 |
|
|
| |
Philosophy on corporate
governance |
3 |
|
|
| |
Corporate governance,
engagement and voting |
4 |
|
|
| |
Boards and
directors |
4 |
|
|
| |
Accounting and
audit-related issues |
5 |
|
|
| |
Capital structure, merger,
asset sales and other special transactions |
5 |
|
|
| |
Remuneration and
benefits |
6 |
|
|
| |
Social, ethical, and
environmental issues |
6 |
|
|
| |
General corporate governance
matters |
7 |
|
|
| |
BlackRock’s oversight of its
corporate governance activities |
7 |
|
|
| |
Oversight |
7 |
|
|
| |
Vote
execution |
7 |
|
|
| |
Conflicts
management |
8 |
|
|
| |
Voting
guidelines |
9 |
|
|
| |
Reporting |
9 |
|
1 Assets under
management are approximate, as of December 31, 2010, and are subject to
change. |
* |
Boards and
directors |
* |
Accounting and audit-related
issues |
* |
Capital structure, mergers,
asset sales and other special transactions |
* |
Remuneration and
benefits |
* |
Social, ethical and
environmental issues |
* |
General corporate governance
matters |
* |
establishing an appropriate
corporate governance structure; |
* |
overseeing and supporting
management in setting strategy; |
* |
ensuring the integrity of
financial statements; |
* |
making decisions regarding
mergers, acquisitions and disposals; |
* |
establishing appropriate
executive compensation structures; and |
* |
addressing business issues
including social, ethical and environmental issues when they have the
potential to materially impact company reputation and
performance. |
* |
current employment at the
company or a subsidiary; |
* |
former employment within the
past several years as an executive of the company; |
* |
providing substantial
professional services to the company and/or members of the company’s
management; |
* |
having had a substantial
business relationship in the past three years; |
* |
having, or representing a
shareholder with, a substantial shareholding in the
company; |
* |
being an immediate family
member of any of the aforementioned; and |
* |
interlocking
directorships. |
* |
BlackRock has adopted a
proxy voting oversight structure whereby the Corporate Governance
Committees oversee the voting decisions and other activities of the Global
Corporate Governance Group, and particularly its activities with respect
to voting in the relevant region of each committee’s
jurisdiction. |
* |
The Corporate Governance
Committees have adopted Guidelines for each region, which set forth the
firm’s views with respect to certain corporate governance and other issues
that typically arise in the proxy voting context. The Corporate
Governance Committee reserves the right to review voting decisions at any
time and to make voting decisions as necessary to ensure the independence
and integrity of the voting process. In addition, the Committee
receives periodic reports regarding the specific votes cast by the
Corporate Governance Group and regular updates on material process issues,
procedural changes and other matters of concern to the
Committee. |
* |
BlackRock’s Global Corporate
Governance Committee oversees the Global Head, the Corporate Governance
Group and the Corporate Governance Committees. The Global
Corporate Governance Committee conducts a review, at least annually, of
the proxy voting process to ensure compliance with BlackRock’s risk
policies and procedures. |
* |
BlackRock maintains a
reporting structure that separates the Global Head and Corporate
Governance Group from employees with sales responsibilities. In
addition, BlackRock maintains procedures to ensure that all engagements
with corporate issuers or dissident shareholders are managed consistently
and without regard to BlackRock’s relationship with the issuer of the
proxy or dissident shareholder. Within the normal course of
business, the Global Head or Corporate Governance Group may engage
directly with BlackRock clients, and with employees with sales
responsibilities, in discussions regarding general corporate governance
policy matters, and to otherwise ensure proxy-related client service
levels are met. The Global Head or Corporate Governance Group
does not discuss any specific voting matter with a client prior to the
disclosure of the vote decision to all applicable clients after the
shareholder meeting has taken place, except if the client is acting in the
capacity as issuer of the proxy or dissident shareholder and is engaging
through the established procedures independent of the client
relationship. |
* |
In certain instances,
BlackRock may determine to engage an independent fiduciary to vote proxies
as a further safeguard to avoid potential conflicts of interest or as
otherwise required by applicable law. The independent fiduciary
may either vote such proxies, or provide BlackRock with instructions as to
how to vote such proxies. In the latter case, BlackRock votes the proxy in
accordance with the independent fiduciary’s determination. Use
of an independent fiduciary has been adopted for voting the proxies
related to any company that is affiliated with BlackRock, or any company
that includes BlackRock employees on its board of
directors. |
A. |
Proxy
Voting Committee |
B. |
Administration
and Voting of Portfolio Proxies |
1. |
Fiduciary
Duty and Objective |
2. |
Proxy
Voting Agent |
3. |
Material
Conflicts of Interest |
• |
BIM provides significant
investment advisory or other services to a portfolio company or its
affiliates (the “Company”) whose management is soliciting proxies or BIM
is seeking to provide such services; |
• |
BIM serves as an investment
adviser to the pension or other investment account of the Company or BIM
is seeking to serve in that capacity; or |
• |
BIM and the Company have a
lending or other financial-related
relationship. |
• |
If the proposal that gives
rise to a material conflict is specifically addressed in the Guidelines,
BIM will vote the portfolio proxy in accordance with the Guidelines,
provided that the Guidelines do not provide discretion to BIM on how to
vote on the matter (i.e., case-by-case);
or |
• |
If the previous procedure
does not provide an appropriate voting recommendation, BIM may retain an
independent fiduciary for advice on how to vote the proposal or the
Committee may direct BIM to abstain from voting because voting on the
particular proposal is impracticable and/or is outweighed by the cost of
voting. |
4. |
Certain
Foreign Securities |
C. |
Fund
Board Reporting and Recordkeeping |
• |
any issues arising under
these Policies and Procedures since the last report to the Funds’ Boards
of Directors/Trustees and the resolution of such issues, including but not
limited to, information about conflicts of interest not addressed in the
Policies and Procedures; and |
• |
any proxy votes taken by BIM
on behalf of the Funds since the last report to such Funds’ Boards of
Directors/Trustees that deviated from these Policies and Procedures, with
reasons for any such deviations. |
• |
these Policies and
Procedures, as amended from time to time; |
• |
records of votes cast with
respect to portfolio proxies, reflecting the information required to be
included in Form N-PX, as applicable; |
• |
records of written client
requests for proxy voting information and any written responses of BIM to
such requests; and |
• |
any written materials
prepared by BIM that were material to making a decision in how to vote, or
that memorialized the basis for the
decision. |
D. |
Amendments
to these Procedures |
E. |
Proxy
Voting Guidelines |
1) |
provides clients with a
concise summary of its proxy voting policy, which includes information
describing how clients may obtain a copy of this complete policy and
information regarding how specific proxies related to each respective
investment account are voted. Columbus Circle provides this summary to all
new clients as part of its Form ADV, Part 2 Brochure, which is available
to any clients upon request; |
2) |
applies its proxy voting
policy according to the following voting policies and keeps records of
votes for each client through Institutional Shareholder
Services; |
3) |
keeps records of proxy
voting available for inspection by each client or governmental agencies -
to both determine whether the votes were consistent with policy and to
determine all proxies were voted; |
4) |
monitors such voting for any
potential conflicts of interest and maintains systems to deal with these
issues appropriately; and |
5) |
maintains this written proxy
voting policy, which may be updated and supplemented from time to
time; |
1. |
When voting on ballot items
that are fairly common management sponsored initiatives certain items are
generally, although not always, voted
affirmatively. |
• |
"Normal" elections of
directors |
• |
Approval of
auditors/CPA |
• |
Directors' liability and
indemnification |
• |
General updating/corrective
amendments to charter |
• |
Elimination of cumulative
voting |
• |
Elimination of preemptive
rights |
2. |
When voting items that have
a potential substantive financial or best interest impact, certain items
are generally, although not always, voted
affirmatively: |
• |
Capitalization changes that
eliminate other classes of stock and voting
rights |
• |
Changes in capitalization
authorization for stock splits, stock dividends,
and |
• |
Stock purchase plans with an
exercise price of not less than 85% FMV |
• |
Stock option plans that are
incentive based and not excessive |
• |
Reductions in supermajority
vote requirements |
• |
Adoption of antigreenmail
provisions |
3. |
When voting items which have
a potential substantive financial or best interest impact, certain items
are generally not voted in support of the proposed management sponsored
initiative: |
• |
Capitalization changes that
add classes of stock that are blank check
in |
• |
Changes in capitalization
authorization where management does not offer
an |
• |
Anti-takeover and related
provisions which serve to prevent the majority
of |
• |
Amendments to bylaws that
would require super-majority shareholder
votes |
• |
Classified or single-slate
boards of directors |
• |
Reincorporation into a state
that has more stringent anti-takeover and related
|
• |
Shareholder rights plans
that allow appropriate offers to shareholders to
be |
• |
Excessive compensation or
non-salary compensation related proposals,
always |
• |
Change-in-control provisions
in non-salary compensation plans,
employment |
• |
Amending articles to relax
quorum requirements for special
resolutions |
• |
Re-election of director(s)
directly responsible for a company’s fraudulent or criminal
act |
• |
Re-election of director(s)
who holds offices of chairman and CEO |
• |
Re-election of director(s)
who serve on audit, compensation and nominating
committees |
• |
Election of directors with
service contracts of three years, which exceed best practice and any
change in control provisions |
• |
Adoption of option
plans/grants to directors or employees of related
companies |
• |
Lengthening internal
auditors’ term in office to four years |
1. |
When voting shareholder
proposals, in general, initiatives related to the following items are
supported: |
• |
Auditors should attend the
annual meeting of shareholders |
• |
Election of the board on an
annual basis |
• |
Equal access to proxy
process |
• |
Submit shareholder rights
plan poison pill to vote or redeem |
• |
Undo various anti-takeover
related provisions |
• |
Reduction or elimination of
super-majority vote requirements |
• |
Anti-greenmail
provisions |
• |
Submit audit firm
ratification to shareholder votes |
• |
Audit firm rotations every
five or more years |
• |
Requirement to expense stock
options |
• |
Establishment of holding
periods limiting executive stock sales |
• |
Report on executive
retirement benefit plans |
• |
Require two-thirds of board
to be independent |
• |
Separation of chairman and
chief executive posts |
2. |
When voting shareholder
proposals, in general, initiatives related to the following items are not
supported: |
• |
Requiring directors to own
large amounts of stock before being eligible to
be |
• |
Restoring cumulative voting
in the election of directors |
• |
Reports which are costly to
provide or which would require duplicative
efforts |
• |
Restrictions related to
social, political or special interest issues which
impact |
• |
Restrictions banning future
stock option grants to executives except in extreme
cases |
3. |
Additional shareholder
proposals require case-by-case analysis |
• |
Prohibition or restriction
of auditors from engaging in non-audit services (auditors will be voted
against if non-audit fees are greater than audit and audit-related fees,
and permitted tax fees combined) |
• |
Requirements that stock
options be performance-based |
• |
Submission of extraordinary
pension benefits for senior executives under a company’s SERP for
shareholder approval |
• |
Shareholder access to
nominate board members |
• |
Requiring offshore companies
to reincorporate into the United States |
III. |
Conflicts
of Interest |
• |
a copy of the
Policy; |
• |
a copy of each proxy
statement received on behalf of Credit Suisse
clients; |
• |
a record of each vote cast
on behalf of Credit Suisse clients; |
• |
a copy of all documents
created by Credit Suisse personnel that were material to making a decision
on a vote or that memorializes the basis for the decision;
and |
• |
a copy of each written
request by a client for information on how Credit Suisse voted proxies, as
well as a copy of any written response. |
• |
Proposals to provide
management with the authority to adjourn an annual or special meeting will
be determined on a case-by-case basis. |
• |
Proposals to reduce quorum
requirements for shareholder meetings below a majority of the shares
outstanding will be determined on a case-by-case
basis. |
• |
Generally vote for bylaw or
charter changes that are of a housekeeping
nature. |
• |
Generally vote for
management proposals to change the date/time/location of the annual
meeting unless the proposed change is unreasonable. Generally
vote against shareholder proposals to change the date/time/location of the
annual meeting unless the current scheduling or location is
unreasonable. |
• |
Generally vote for proposals
to ratify auditors unless: (1) an auditor has a financial interest in or
association with the company, and is therefore not independent; (2) fees
for non-audit services are excessive, or (3) there is reason to believe
that the independent auditor has rendered an opinion, which is neither
accurate nor indicative of the company's financial
position. Generally vote on a case-by-case basis on shareholder
proposals asking companies to prohibit their auditors from engaging in
non-audit services (or capping the level of non-audit
services). Generally vote on a case-by-case basis on auditor
rotation proposals taking into consideration: (1) tenure of audit firm;
(2) establishment and disclosure of a renewal process whereby the auditor
is regularly evaluated for both audit quality and competitive price; (3)
length of the rotation period advocated in the proposal, and (4)
significant audit related issues. |
• |
Generally votes on director
nominees on a case-by-case basis. Votes may be withheld: (1)
from directors who attended less than 75% of the board and committee
meetings without a valid reason for the absences; (2) implemented or
renewed a dead-hand poison pill; (3) ignored a shareholder proposal that
was approved by a majority of the votes cast for two consecutive years;
(4) ignored a shareholder proposal approved by a majority of the shares
outstanding; (5) have failed to act on takeover offers where the majority
of the shareholders have tendered their shares; (6) are inside directors
or affiliated outside directors and sit on the audit, compensation, or
nominating committee; (7) are inside directors or affiliated outside
directors and the full board serves as the audit, compensation, or
nominating committee or the company does not have one of these committees;
or (8) are audit committee members and the non-audit fees paid to the
auditor are excessive. |
• |
Proposals to eliminate
cumulative voting will be determined on a case-by-case basis. Proposals to
restore or provide for cumulative voting in the absence of sufficient good
governance provisions and/or poor relative shareholder returns will be
determined on a case-by-case basis. |
• |
Proposals on director and
officer indemnification and liability protection generally evaluated on a
case-by-case basis. Generally vote against proposals that
would: (1) eliminate entirely directors' and officers' liability for
monetary damages for violating the duty of care; or (2) expand coverage
beyond just legal expenses to acts, such as negligence, that are more
serious violations of fiduciary obligation than mere
carelessness. Generally vote for only those proposals providing
such expanded coverage in cases when a director's or officer's legal
defense was unsuccessful if: (1) the director was found to have acted in
good faith and in a manner that he reasonably believed was in the best
interests of the company, and (2) only if the director's legal expenses
would be covered. |
• |
Generally vote against
proposals that provide that directors may be removed only for
cause. Generally vote for proposals to restore shareholder
ability to remove directors with or without cause. Proposals
that provide that only continuing directors may elect replacements to fill
board vacancies will be determined on a case-by-case
basis. Generally vote for proposals that permit shareholders to
elect directors to fill board vacancies. |
• |
Generally vote for
shareholder proposals requiring the position of chairman be filled by an
independent director unless there are compelling reasons to recommend
against the proposal, including: (1) designated lead director, elected by
and from the independent board members with clearly delineated duties; (2)
2/3 independent board; (3) all independent key committees; or (4)
established governance guidelines. |
• |
Generally vote for
shareholder proposals requiring that the board consist of a majority or
substantial majority (two-thirds) of independent directors unless the
board composition already meets the adequate
threshold. Generally vote for shareholder proposals requiring
the board audit, compensation, and/or nominating committees be composed
exclusively of independent directors if they currently do not meet that
standard. Generally withhold votes from insiders and affiliated
outsiders sitting on the audit, compensation, or nominating
committees. Generally withhold votes from insiders and
affiliated outsiders on boards that are lacking any of these three
panels. Generally withhold votes from insiders and affiliated
outsiders on boards that are not at least majority
independent. |
• |
Generally vote against
shareholder proposals to limit the tenure of outside
directors. |
• |
Votes in a contested
election of directors should be decided on a case-by-case basis, with
shareholders determining which directors are best suited to add value for
shareholders. The major decision factors are: (1) company
performance relative to its peers; (2) strategy of the incumbents versus
the dissidents; (3) independence of directors/nominees; (4) experience and
skills of board candidates; (5) governance profile of the company; (6)
evidence of management entrenchment; (7) responsiveness to shareholders;
or (8) whether takeover offer has been
rebuffed. |
• |
Proposals giving the board
exclusive authority to amend the bylaws will be determined on a
case-by-case basis. Proposals giving the board the ability to
amend the bylaws in addition to shareholders will be determined on a
case-by-case basis. |
• |
Generally vote for
shareholder proposals requesting that corporations adopt confidential
voting, use independent vote tabulators and use independent inspectors of
election, as long as the proposal includes a provision for proxy contests
as follows: In the case of a contested election, management should be
permitted to request that the dissident group honor its confidential
voting policy. If the dissidents agree, the policy may remain
in place. If the dissidents will not agree, the confidential
voting policy may be waived. Generally vote for management
proposals to adopt confidential voting. |
• |
Proposals to eliminate
cumulative voting will be determined on a case-by-case
basis. Proposals to restore or provide for cumulative voting in
the absence of sufficient good governance provisions and/or poor relative
shareholder returns will be determined on a case-by-case
basis. |
• |
Advance Notice Requirements
for Shareholder Proposals/Nominations |
• |
Votes on advance notice
proposals are determined on a case-by-case
basis. |
• |
Proposals giving the board
exclusive authority to amend the bylaws will be determined on a
case-by-case basis. Generally vote for proposals giving the
board the ability to amend the bylaws in addition to
shareholders. |
• |
Generally vote for
shareholder proposals requesting that the company submit its poison pill
to a shareholder vote or redeem it. Votes regarding management
proposals to ratify a poison pill should be determined on a case-by-case
basis. Plans should embody the following attributes: (1) 20% or
higher flip-in or flip-over; (2) two to three year sunset provision; (3)
no dead-hand or no-hand features; or (4) shareholder redemption
feature. |
• |
Generally vote against
proposals to restrict or prohibit shareholders' ability to take action by
written consent. Generally vote for proposals to allow or make
easier shareholder action by written
consent. |
• |
Proposals to restrict or
prohibit shareholders' ability to call special meetings or that remove
restrictions on the right of shareholders to act independently of
management will be determined on a case-by-case
basis. |
• |
Proposals to require a
supermajority shareholder vote will be determined on a case-by-case basis
Proposals to lower supermajority vote requirements will be determined on a
case-by-case basis. |
• |
Generally vote for proposals
to restore, or provide shareholders with, rights of
appraisal. |
• |
Generally vote case-by-case
on asset purchase proposals, taking into account: (1) purchase price,
including earnout and contingent payments; (2) fairness opinion; (3)
financial and strategic benefits; (4) how the deal was negotiated; (5)
conflicts of interest; (6) other alternatives for the business; or (7)
noncompletion risk (company's going concern prospects, possible
bankruptcy). |
• |
Votes on asset sales should
be determined on a case-by-case basis after considering: (1) impact on the
balance sheet/working capital; (2) potential elimination of diseconomies;
(3) anticipated financial and operating benefits; (4) anticipated use of
funds; (5) value received for the asset; fairness opinion (if any); (6)
how the deal was negotiated; or (6) Conflicts of
interest. |
• |
Votes on proposals regarding
conversion of securities are determined on a case-by-case basis. When
evaluating these proposals, should review (1) dilution to existing
shareholders' position; (2) conversion price relative to market value; (3)
financial issues: company's financial situation and degree of need for
capital; effect of the transaction on the company's cost of capital; (4)
control issues: change in management; change in control; standstill
provisions and voting agreements; guaranteed contractual board and
committee seats for investor; veto power over certain corporate actions;
(5) termination penalties; (6) conflict of interest: arm's length
transactions, managerial incentives. Generally vote for the
conversion if it is expected that the company will be subject to onerous
penalties or will be forced to file for bankruptcy if the transaction is
not approved. |
• |
Votes on proposals to
increase common and/or preferred shares and to issue shares as part of a
debt restructuring plan are determined on a case-by-case basis, after
evaluating: (1) dilution to existing shareholders' position; (2) terms of
the offer; (3) financial issues; (4) management's efforts to pursue other
alternatives; (5) control issues; (6) conflict of
interest. Generally vote for the debt restructuring if it is
expected that the company will file for bankruptcy if the transaction is
not approved. |
• |
Votes on proposals to
increase common and/or preferred shares and to issue shares as part of a
debt restructuring plan are determined on a case-by-case basis, after
evaluating: (1) dilution to existing shareholders' position; (2) terms of
the offer; (3) financial issues; (4) management's efforts to pursue other
alternatives; (5) control issues; (6) conflict of
interest. Generally vote for the debt restructuring if it is
expected that the company will file for bankruptcy if the transaction is
not approved. |
• |
Votes on proposals regarding
the formation of a holding company should be determined on a case-by-case
basis taking into consideration: (1) the reasons for the change; (2) any
financial or tax benefits; (3) regulatory benefits; (4) increases in
capital structure; (5) changes to the articles of incorporation or bylaws
of the company. Absent compelling financial reasons to
recommend the transaction, generally vote against the formation of a
holding company if the transaction would include either of the following:
(1) increases in common or preferred stock in excess of the allowable
maximum as calculated a model capital structure; (2) adverse changes in
shareholder rights; (3) going private transactions; (4) votes going
private transactions on a case-by-case basis, taking into account: (a)
offer price/premium; (b) fairness opinion; (c) how the deal was
negotiated; (d) conflicts of interest; (e) other alternatives/offers
considered; (f) noncompletion risk. |
• |
Vote on a case-by-case basis
on proposals to form joint ventures, taking into account: (1) percentage
of assets/business contributed; (2) percentage ownership; (3) financial
and strategic benefits; (4) governance structure; (5) conflicts of
interest; (6) other alternatives; (7) noncompletion risk; (8)
liquidations. Votes on liquidations should be determined on a
case-by-case basis after reviewing: (1) management's efforts to pursue
other alternatives such as mergers; (2) appraisal value of the assets
(including any fairness opinions); (3) compensation plan for executives
managing the liquidation. Generally vote for the liquidation if
the company will file for bankruptcy if the proposal is not
approved. |
• |
Votes on mergers and
acquisitions should be considered on a case-by-case basis, determining
whether the transaction enhances shareholder value by giving consideration
to: (1) prospects of the combined companies; (2) anticipated financial and
operating benefits; (3) offer price; (4) fairness opinion; (5) how the
deal was negotiated; (6) changes in corporate governance and their impact
on shareholder rights; (7) change in the capital structure; (8) conflicts
of interest. |
• |
Votes on proposals regarding
private placements should be determined on a case-by-case basis. When
evaluating these proposals, should review: (1) dilution to existing
shareholders' position; (2) terms of the offer; (3) financial issues; (4)
management's efforts to pursue alternatives such as mergers; (5) control
issues; (6) conflict of interest. Generally vote for the
private placement if it is expected that the company will file for
bankruptcy if the transaction is not
approved. |
• |
Votes on proposals to
increase common and/or preferred shares and to issue shares as part of a
debt restructuring plan are determined on a case-by-case basis, after
evaluating: (1) dilution to existing shareholders' position; (2) terms of
the offer; (3) financial issues; (4) management's efforts to pursue other
alternatives; (5) control issues; (6) conflict of
interest. Generally vote for the debt restructuring if it is
expected that the company will file for bankruptcy if the transaction is
not approved. |
• |
Votes case-by-case on
recapitalizations (reclassifications of securities), taking into account:
(1) more simplified capital structure; (2) enhanced liquidity; (3)
fairness of conversion terms, including fairness opinion; (4) impact on
voting power and dividends; (5) reasons for the reclassification; (6)
conflicts of interest; (7) other alternatives
considered. |
• |
Generally vote for
management proposals to implement a reverse stock split when the number of
authorized shares will be proportionately reduced. Generally
vote for management proposals to implement a reverse stock split to avoid
delisting. Votes on proposals to implement a reverse stock
split that do not proportionately reduce the number of shares authorized
for issue should be determined on a case-by-case
basis. |
• |
Votes on spinoffs should be
considered on a case-by-case basis depending on: (1) tax and regulatory
advantages; (2) planned use of the sale proceeds; (3) valuation of
spinoff; fairness opinion; (3) benefits that the spinoff may have on the
parent company including improved market focus; (4) conflicts of interest;
managerial incentives; (5) any changes in corporate governance and their
impact on shareholder rights; (6) change in the capital
structure. |
• |
Vote case-by-case on
shareholder proposals seeking to maximize shareholder
value. |
• |
Generally vote for
management proposals to reduce the par value of common stock unless the
action is being taken to facilitate an antitakeover device or some other
negative corporate governance action. Generally vote for
management proposals to eliminate par
value. |
• |
Votes on proposals to
increase the number of shares of common stock authorized for issuance are
determined on a case-by-case basis. Generally vote against
proposals at companies with dual-class capital structures to increase the
number of authorized shares of the class of stock that has superior voting
rights. Generally vote for proposals to approve increases
beyond the allowable increase when a company's shares are in danger of
being delisted or if a company's ability to continue to operate as a going
concern is uncertain. |
• |
Generally vote against
proposals to create a new class of common stock with superior voting
rights. Generally vote for proposals to create a new class of
nonvoting or subvoting common stock if: (1) it is intended for financing
purposes with minimal or no dilution to current shareholders; (2) it is
not designed to preserve the voting power of an insider or significant
shareholder. |
• |
Generally vote against
proposals that increase authorized common stock for the explicit purpose
of implementing a shareholder rights
plan. |
• |
Votes regarding shareholder
proposals seeking preemptive rights should be determined on a case-by-case
basis after evaluating: (1) the size of the company; (2) the shareholder
base; (3) the liquidity of the stock. |
• |
Generally vote against
proposals authorizing the creation of new classes of preferred stock with
unspecified voting, conversion, dividend distribution, and other rights
("blank check" preferred stock). Generally vote for proposals
to create "declawed" blank check preferred stock (stock that cannot be
used as a takeover defense). Generally vote for proposals to
authorize preferred stock in cases where the company specifies the voting,
dividend, conversion, and other rights of such stock and the terms of the
preferred stock appear reasonable. Generally vote against
proposals to increase the number of blank check preferred stock authorized
for issuance when no shares have been issued or reserved for a specific
purpose. Generally vote case-by-case on proposals to increase
the number of blank check preferred shares after analyzing the number of
preferred shares available for issue given a company's industry and
performance in terms of shareholder
returns. |
• |
Vote case-by-case on
recapitalizations (reclassifications of securities), taking into account:
(1) more simplified capital structure; (2) enhanced liquidity; (3)
fairness of conversion terms, including fairness opinion; (4) impact on
voting power and dividends; (5) reasons for the reclassification; (6)
conflicts of interest; (7) other alternatives
considered. |
• |
Generally vote for
management proposals to implement a reverse stock split when the number of
authorized shares will be proportionately reduced. Generally
vote for management proposals to implement a reverse stock split to avoid
delisting. Votes on proposals to implement a reverse stock
split that do not proportionately reduce the number of shares authorized
for issue should be determined on a case-by-case
basis. |
• |
Generally vote for
management proposals to institute open-market share repurchase plans in
which all shareholders may participate on equal
terms. |
• |
Generally vote for
management proposals to increase the common share authorization for a
stock split or share dividend, provided that the increase in authorized
shares would not result in an excessive number of shares available for
issuance. |
• |
Votes on the creation of
tracking stock are determined on a case-by-case basis, weighing the
strategic value of the transaction against such factors as: (1) adverse
governance changes; (2) excessive increases in authorized capital stock;
(3) unfair method of distribution; (4) diminution of voting rights; (5)
adverse conversion features; (6) negative impact on stock option plans;
(7) other alternatives such as a spinoff. |
• |
Votes on compensation plans
for directors are determined on a case-by-case
basis. |
• |
Votes for plans which
provide participants with the option of taking all or a portion of their
cash compensation in the form of stock are determined on a case-by-case
basis. Generally vote for plans which provide a
dollar-for-dollar cash for stock exchange. Votes for plans
which do not provide a dollar-for-dollar cash for stock exchange should be
determined on a case-by-case basis. |
• |
Generally vote against
retirement plans for nonemployee directors. Generally vote for
shareholder proposals to eliminate retirement plans for nonemployee
directors. |
• |
Votes on management
proposals seeking approval to reprice options are evaluated on a
case-by-case basis giving consideration to the following: (1) historic
trading patterns; (2) rationale for the repricing; (3) value-for-value
exchange; (4) option vesting; (5) term of the option; (6) exercise price;
(7) participants; (8) employee stock purchase plans. Votes on
employee stock purchase plans should be determined on a case-by-case
basis. Generally vote for employee stock purchase plans where:
(1) purchase price is at least 85 percent of fair market value; (2)
offering period is 27 months or less, and (3) potential voting power
dilution (VPD) is ten percent or less. Generally vote against
employee stock purchase plans where either: (1) purchase price is less
than 85 percent of fair market value; (2) Offering period is greater than
27 months, or (3) VPD is greater than ten
percent. |
• |
Generally vote for proposals
that simply amend shareholder-approved compensation plans to include
administrative features or place a cap on the annual grants any one
participant may receive. Generally vote for proposals to add
performance goals to existing compensation plans. Votes to
amend existing plans to increase shares reserved and to qualify for
favorable tax treatment considered on a case-by-case
basis. Generally vote for cash or cash and stock bonus plans
that are submitted to shareholders for the purpose of exempting
compensation from taxes if no increase in shares is
requested. |
• |
Generally vote for proposals
to implement an ESOP or increase authorized shares for existing ESOPs,
unless the number of shares allocated to the ESOP is excessive (more than
five percent of outstanding shares.) |
• |
Generally vote for proposals
to implement a 401(k) savings plan for
employees. |
• |
Generally vote for
shareholder proposals seeking additional disclosure of executive and
director pay information, provided the information requested is relevant
to shareholders' needs, would not put the company at a competitive
disadvantage relative to its industry, and is not unduly burdensome to the
company. Generally vote against shareholder proposals seeking
to set absolute levels on compensation or otherwise dictate the amount or
form of compensation. Generally vote against shareholder
proposals requiring director fees be paid in stock
only. Generally vote for shareholder proposals to put option
repricings to a shareholder vote. Vote for shareholders
proposals to exclude pension fund income in the calculation of earnings
used in determining executive bonuses/compensation. Vote on a
case-by-case basis for all other shareholder proposals regarding executive
and director pay, taking into account company performance, pay level
versus peers, pay level versus industry, and long term corporate
outlook. |
• |
Generally vote for
shareholder proposals advocating the use of performance-based equity
awards (indexed, premium-priced, and performance-vested options), unless:
(1) the proposal is overly restrictive; or (2) the company demonstrates
that it is using a substantial portion of performance-based awards for its
top executives. |
• |
Generally vote for
shareholder proposals asking the company to expense stock options unless
the company has already publicly committed to start expensing by a
specific date. |
• |
Generally vote for
shareholder proposals to require golden and tin parachutes to be submitted
for shareholder ratification, unless the proposal requires shareholder
approval prior to entering into employment contracts. Vote on a
case-by-case basis on proposals to ratify or cancel golden or tin
parachutes. |
• |
Edge believes it is in the
best interest of its clients to delegate the proxy voting responsibility
to expert third-party proxy voting organization, Institutional Shareholder
Services, Inc. (“ISS”). ISS provides policy guidelines and proxy research
and analysis in addition to proxy voting. Edge may override any ISS
guideline or recommendation that Edge feels is not in the best interest of
the client. |
• |
Edge has elected to follow
the ISS Standard Proxy Voting Guidelines (the “ Guidelines”), which embody
the positions and factors that Edge generally considers important in
casting proxy votes, including, but not limited to, shareholder voting
rights, anti-takeover defenses, board structures, election of directors,
executive and director compensation, reorganizations, mergers and various
shareholder proposals. |
2. |
Conflicts of
Interest |
• |
Votes cast by ISS on Edge’s
behalf consistent with its Guidelines and recommendations are not
considered to create a conflict of interest. If ISS or Edge abstains from
voting a proxy due to a conflict, or if Edge elects to override an ISS
recommendation, it will seek to identify and evaluate whether any
conflicts of interest may exist between the issuer and Edge or its
employees and clients. |
• |
Material conflicts will be
evaluated, and if it’s determined that one exists, Edge will disclose the
conflict to the affected client, and request instruction from the client
as to how the proxy should be voted. |
3. |
New
Accounts |
• |
Edge or its affiliate,
Principal Global Investors, shall provide a proxy authorization letter to
the client’s custodian upon the opening of a new client account. Clients
may also choose to vote proxies themselves or receive individualized
reports or services. |
• |
Edge may refrain from voting
when it believes it is in the client’s best
interests. |
• |
Edge will not reveal or
disclose to any third-party how it may have voted or intends to vote until
such proxies have been counted at a shareholders’ meeting. Edge may in any
event disclose its general policy to follow ISS’s guidelines. No employee
of Edge may accept any remuneration in the solicitation of
proxies. |
• |
Edge will document errors
and the resolution of errors. |
• |
Documentation shall be
maintained for at least five years. Edge will keep records regarding all
client requests to review proxy votes and accompanying responses. Edge may
rely on proxy statements filed on the SEC’s EDGAR system instead of
keeping its own copies. |
• |
Edge’s proxy voting record
will be maintained by ISS. Edge will maintain documentation to support any
decisions to vote against ISS Guidelines or
recommendations. |
• |
Edge generally does not file
class action claims on behalf of its clients and specifically will not act
on behalf of former clients that have terminated their relationship with
Edge. Edge will only file permitted class action claims if that
responsibility in specifically stated in the advisory contract. Edge will
maintain documentation related to any cost-benefit analysis to support
decisions to opt out of any class action settlement. This policy is
disclosed in the firm’s Form ADV filing. |
I. |
STATEMENT
OF POLICY |
II. |
USE OF
THIRD-PARTY PROXY VOTING SERVICE |
1. |
the recipient of the proxy
will forward a copy to Compliance; who will keep a copy of each proxy
received; |
2. |
if the recipient is not the
Portfolio Manager responsible for voting the proxy on behalf of the Firm,
s/he will forward a copy to such Portfolio
manager; |
4. |
the Portfolio Manager will
determine how to vote the proxy promptly in order to allow enough time for
the completed proxy to be returned to the issuer prior to the vote taking
place; and provide evidence of such to the Compliance
Officer; |
5. |
Absent material conflicts (see
Section V), the Portfolio Manager will determine whether the Firm will
follow the Proxy Voting Service's recommendation or vote the proxy
directly. The Portfolio Manager will
send his/her decision on how the Firm will vote a proxy to the Proxy
Voting Service, in a timely and appropriate manner. It is desirable to
have the Proxy Voting Service complete the actual voting so there exists
one central source for the documentation of the Firm's proxy voting
records. |
III. |
VOTING
GUIDELINES |
IV. |
DISCLOSURE |
A. |
The Firm will disclose in its
Form ADV Part 2 that clients may contact the Compliance Officer via e-mail
or telephone in order to obtain information on how the Firm voted such
client's proxies, and to request a copy of these policies and procedures.
If a client requests this information, the Compliance Officer will prepare
a written response to the client that lists, with respect to each voted
proxy that the client has inquired about, (1) the name of the issuer; (2)
the proposal voted upon and (3) how the Firm voted the client's
proxy. |
B. |
A concise summary of these
Proxy Voting Policies and Procedures will be included in the Firm's Form
ADV Part 2, and will be updated whenever these policies and procedures are
updated. The Compliance Officer will arrange for a copy of this summary to
be sent to all existing clients. |
V. |
POTENTIAL
CONFLICTS OF INTEREST |
A. |
In the event that the Firm is
directly voting a proxy, the Compliance Officer will examine conflicts
that exist between the interests of the Firm and its clients. This
examination will include a review of the relationship of the Firm, its
personnel and its affiliates with the issuer of each security and any of
the issuer's affiliates to determine if the issuer is a client of the Firm
or an affiliate of the Firm or has some other relationship with the Firm,
its personnel or a client of the Firm. |
B. |
If, as a result of the
Compliance Officer's examination, a determination is made that a material
conflict of interest exists, the Firm will determine whether voting in
accordance with the voting guidelines and factors described above is in
the best interests of the client. If the proxy involves a matter covered
by the voting guidelines and factors described above, the Firm will
generally vote the proxy as specified
above. Alternatively, the Firm may vote the proxy in accordance with the
recommendation of the Proxy Voting
Service. |
VI. |
PROXY
RECORDKEEPING |
1. |
Copies of these proxy voting
policies and procedures, and any amendments
thereto; |
2. |
A copy of each proxy statement
that the Firm receives regarding client securities (the Firm may rely on
third parties or EDGAR); |
3. |
A record of each vote that the
Firm casts; |
4. |
A copy of any document the
Firm created that was material to making a decision how to vote proxies,
or that memorializes that decision. (For votes that are inconsistent with
the Firm's general proxy voting polices, the reason/rationale for such an
inconsistent vote is required to be briefly documented and maintained);
and |
5. |
A copy of each written client
request for information on how the Firm voted such client's proxies, and a
copy of any written response to any (written or oral) client request for
information on how the Firm voted its
proxies. |
A. |
Purpose |
B. |
Proxy
Policies and Procedures |
(i) |
the resolution of the proxy
is not relevant to the Client's investment;
|
(ii) |
Gotham believes the cost of
voting the proxy outweighs the potential benefit derived from voting;
|
(iii) |
a proxy is received with
respect to securities that are no longer held in a Client account;
|
(iv) |
the terms of a securities
lending agreement prevent Gotham from voting a loaned security;
|
(v) |
Gotham (or Proxy Edge)
receives proxy materials without sufficient time to reach an informed
voting decision and vote the proxies; |
(vi) |
Glass Lewis does not have a
recommendation; or |
(vii) |
the terms of the security or
any related agreement or applicable law preclude Gotham from
voting. |
C. |
Conflicts
of Interest |
D. |
Reporting
and Disclosure Procedures |
E. |
Recordkeeping |
F. |
Class
Action Settlement Procedures |
• |
The Issuer’s name;
|
• |
The security ticker symbol
or CUSIP, as applicable; |
• |
The shareholder meeting
date; |
• |
The number of shares that
Graham voted; |
• |
A brief identification of
the matter voted on; |
• |
Whether the matter was
proposed by the Issuer or a security
holder; |
• |
Whether Graham cast a vote;
|
• |
How Graham cast its vote
(for the proposal, against the proposal, or abstain); and
|
• |
Whether Graham cast its vote
with or against management. |
A. |
PROXY
VOTING |
(1) |
General
Proxy Voting Policies |
(a) |
KLS understands and
appreciates the importance of proxy voting. KLS will vote any such proxies
(which will be very limited) in the best interests of the Clients and
Investors (as applicable) and in accordance with the procedures outlined
below (as applicable). It should be noted that these procedures will be
applied solely when KLS is requested to exercise its voting authority with
respect to Client securities. There are situations in which KLS may be
requested to provide consent with respect to a particular security where
KLS may not apply the technical requirements of the procedures because KLS
is not being asked to exercise voting authority with respect to Client
securities (although KLS will act in the best interests of the Clients and
Investors (as applicable) in responding to any such request). For example,
in conjunction with a credit facility, a borrower may ask KLS, as a
lender, to approve amendments to the loan facility. In this case, KLS is
not being asked to exercise voting authority with respect to Client
securities and therefore it will not apply the technical requirements of
the proxy voting procedures described below (although KLS will seek to act
in the best interests of the Clients and the Investors (as
applicable)). |
(b) |
On behalf of the Clients and
Investors (as applicable), KLS will generally manage the receipt of
incoming proxies and place votes based on specified policies and
guidelines established by KLS. In the event that KLS exercises discretion
to vote a proxy. KLS will vote any such proxies in the best interests of
Clients and Investors (as applicable) and in accordance with the
procedures outlined below (as
applicable). |
(2) |
Proxy
Voting Procedures |
(a) |
All proxies sent to Clients
that are actually received by KLS (to vote on behalf of Clients) will be
provided to the Chief Compliance Officer.
|
(b) |
The Chief Compliance Officer
will generally adhere to the following procedures, subject to limited
exception: |
(i) |
A written record of each
proxy received by KLS will be kept in KLS’s
files; |
(ii) |
The Chief Compliance Officer
will determine which of the Clients hold the security to which the proxy
relates; |
(iii) |
The Chief Compliance Officer
will send an email to the Managing Partners and provide them with the
following: |
(1) |
a copy of the
proxy; |
(2) |
a list of the Clients to
which the proxy is relevant; |
(3) |
the amount of votes
controlled by each Client; and |
(4) |
the deadline that such
proxies need to be completed and
returned. |
(iv) |
Prior to voting any proxies
with respect to the Clients, the Managing Partners will determine if there
are any conflicts of interest related to the proxy in question in
accordance with the general guidelines outlined in Section 3
below. If a
conflict is identified, the Managing Partners will then make a
determination (which may be in consultation with outside compliance
consultants and/or legal counsel) as to whether the conflict is material
or not. |
(v) |
If no material conflict is
identified pursuant to these procedures, the Managing Partners will make a
decision on how to vote the proxy in question in accordance with the
guidelines set forth in Section 4 below. The Chief Compliance
Officer or such other designate will deliver the proxy in accordance with
instructions related to such proxy in a timely and appropriate
manner. |
(3) |
Handling
of Proxy-Related Conflicts of Interest for the
Funds |
(a) |
As stated above, in
evaluating how to vote a proxy on behalf of the Funds, the Managing
Partners will first determine whether there is a conflict of interest
related to the proxy in question between KLS and the Funds. This
examination will include (but will not be limited to) an evaluation of
whether KLS (or any affiliate of KLS) has any relationship with the
company (or an affiliate of the company) to which the proxy relates
outside an investment in such company by a
Client. |
(b) |
If a conflict is identified
and deemed “material” by the Managing Partners, the Chief Compliance
Officer or such other designate (in consultations with outside compliance
consultants and/or legal counsel) will determine whether voting in
accordance with the proxy voting guidelines outlined in Section
4 below is in
the best interests of the affected Clients (which may include utilizing an
independent third party to vote such
proxies). |
(c) |
With respect to material
conflicts, KLS will determine whether it is appropriate to disclose the
conflict to affected Funds and give such Funds (and Investors, if
applicable) the opportunity to vote the proxies in question themselves
except that if the Fund is subject to the requirements of the Employee
Retirement Income Security Act of 1974, as amended (“ERISA”), and an ERISA
Investor has, in writing, reserved the right to vote proxies when KLS has
determined that a material conflict exists that does affect its best
judgment as a fiduciary to the Fund, KLS
will: |
(i) |
Give the ERISA Investor the
opportunity to vote the proxies in question themselves;
or |
(ii) |
Follow designated special
proxy voting procedures related to voting proxies pursuant to the terms of
the written agreements with such ERISA Investors (if
any). |
(4) |
Voting
Guidelines |
• |
whether the proposal was
recommended by the issuer’s management; |
• |
KLS’ opinion of the issuer’s
management; |
• |
whether the proposal acts to
entrench the issuer’s existing management and directors;
and |
• |
whether the proposal fairly
compensates management for past and future
performance. |
B. |
PRINCIPAL
TRANSACTIONS AND TRANSACTIONS BETWEEN
CLIENTS |
(1) |
Principal
Transactions |
(2) |
Transactions
Between Clients |
(a) |
The cross trade will be
effected by one of KLS’s prime brokers for cash consideration, at the
current market price of the particular securities, within the context of
the market at a time that is fair to both Clients involved in the
transaction; |
(b) |
The prime broker’s
commission will be borne equally by both
Clients; |
(c) |
No brokerage commissions or
transfer fees will be paid to KLS in connection with any cross
trade; |
(d) |
All cross trades will be
approved by the Chief Compliance Officer and/or Managing Partners and/or
Chief Operating Officer before the orders are executed and the Chief
Compliance Officer will document the reason for the trade; and
|
(e) |
KLS will not effect a cross
trade between Clients if such cross trade would constitute a principal
transaction, unless the prior notice and consent requirements described in
Section
D.(1) above are
satisfied. |
1 |
GENERAL |
5 |
Introduction
General Guidelines
Proxy Committee
Conflicts of
Interest
Recordkeeping and Disclosure
| ||
2 |
PROPOSALS
USUALLY VOTED FOR |
10 |
Adjustments to Par Value of
Common Stock
Annual Election of
Directors
Appraisal
Rights
Authority to Issue Shares (
for certain foreign issuers)
Blank Check Preferred
Authorization
Chairman and CEO are the
Same Person
Changing Corporate
Name
Confidential Voting
Cumulative
Voting
Delivery of Electronic Proxy
Materials
Director Nominees in
Uncontested Elections
Director Related
Compensation
Election of CEO Director
Nominees
Election of Mutual Fund
Trustees
Equal Access
Fair Price Provisions
Golden and Tin Parachutes
Greenshoe
Options
Independent Audit,
Compensation and Nominating Committees
Independent Board
Chairman
Majority Voting
OBRA-Related Compensation
Proposals
Ratifying
Auditors
Reverse Stock Splits
Right to
Adjourn
Right to Call a Special
Meeting
Share Cancellation
Programs
Shareholder Ability to Alter
the Size of the Board
Shareholder Ability to
Remove Directors
Share Repurchase
Programs
Stock Distributions: Splits
and Dividends
White Squire
Placements
Written Consent
|
3 |
PROPOSALS
USUALLY VOTED AGAINST |
14 |
|
Common Stock
Authorization
Director and Officer
Indemnification and Liability Protection
Shareholder Ability to Act
by Written Consent
Shareholder Ability to Call
Special Meetings
Shareholder Ability to
Remove Directors
Share Retention By
Executives
Staggered Director Elections
Stock Ownership
Requirements
Supermajority Shareholder
Vote Requirements
Term of Office
Unequal Voting
Rights
| |||
| |||
4 |
PROPOSALS
USUALLY AS RECOMMENDED BY THE RPOXY VOTING SERVICE |
15 |
|
401(k) Employee Benefit
Plans
Compensation
Plans
Employee Stock Ownership
Plans
Executive Compensation
Advisory Resolutions (“Say-on-Pay”)
Non-Material Miscellaneous
Bookkeeping Proposals
Proxy Access
Preemptive Rights
Stock Option
Plans
Technical Amendments to
By-laws
| |||
| |||
5 |
PROPOSALS
REQUIRING SPECIAL CONSIDERATION |
16 |
|
Asset Sales
Bundled
Proposals
Charitable and Political
Contributions and Lobbying Expenditures
Compensation in the Event of
a Change in Control
Conversion of Debt
Instruments
Corporate Restructuring
Counting
Abstentions
Debt Restructurings
Delisting a
Security
Director Nominees in
Contested Elections
Disclosure of Prior
Government Service |
A. |
Introduction. |
B. |
General
Guidelines. |
1. |
Client’s Best Interest.
Loomis Sayles’ Proxy Voting Procedures are designed and implemented in a
way that is reasonably expected to ensure that proxy matters are conducted
in the best interest of clients. When considering the best interest of
clients, Loomis Sayles has determined that this means the best investment
interest of its clients as shareholders of the issuer. Loomis Sayles has
established its Proxy Voting Procedures to assist it in making its proxy
voting decisions with a view to enhancing the value of its clients’
interests in an issuer over the period during which it expects its clients
to hold their investments. Loomis Sayles will vote against proposals that
it believes could adversely impact the current or potential market value
of the issuer’s securities during the expected holding
period. |
2. |
Client Proxy Voting
Policies. Rather than delegating proxy voting authority to Loomis Sayles,
a client may (1) retain the authority to vote proxies on securities in its
account, (2) delegate voting authority to another party or (3) instruct
Loomis Sayles to vote proxies according to a policy that differs from that
of Loomis Sayles. Loomis Sayles will honor any of these instructions if
the client includes the instruction in writing in its IMA or in a written
instruction from a person authorized under the IMA to give
|
3. |
Stated Policies. These
policies identify issues where Loomis Sayles will (1) generally vote in
favor of a proposal, (2) generally vote against a proposal, (3) generally
vote as recommended by the proxy voting service and (4) specifically
consider its vote for or against a proposal. However, these policies are
guidelines and each vote may be cast differently than the stated policy,
taking into consideration all relevant facts and circumstances at the time
of the vote. |
4. |
Abstain from Voting. Our
policy is to vote rather than abstain from voting on issues presented
unless the client’s best interest requires abstention. Loomis Sayles will
abstain in cases where the impact of the expected costs involved in voting
exceeds the expected benefits of the vote such as where foreign
corporations follow share-blocking practices or where proxy material is
not available in English. Loomis Sayles will vote against ballot issues
where the issuer does not provide sufficient information to make an
informed decision. In addition, there may be instances where Loomis Sayles
is not able to vote proxies on a client's behalf, such as when ballot
delivery instructions have not been processed by a client's custodian, the
Proxy Voting Service has not received a ballot for a client's account or
under other circumstances beyond Loomis Sayles'
control. |
5. |
Oversight. All issues
presented for shareholder vote will be considered under the oversight of
the Proxy Committee. All non-routine issues will be directly considered by
the Proxy Committee and, when necessary, the equity analyst following the
company and/or the portfolio manager of an account holding the security,
and will be voted in the best investment interests of the client. All
routine for and against issues will be voted according to Loomis Sayles’
policy approved by the Proxy Committee unless special factors require that
they be considered by the Proxy Committee and, when necessary, the equity
analyst following the company and/or the portfolio manager of an account
holding the security. Loomis Sayles’ Proxy Committee has established these
routine policies in what it believes are the client’s best
interests. |
6. |
Availability of Procedures.
Upon request, Loomis Sayles provides clients with a copy of its Proxy
Voting Procedures, as updated from time to time. In addition, Loomis
Sayles includes its Proxy Voting Procedures and/or a description of its
Proxy Voting Procedures on its public website, www.loomissayles.com, and
in its Form ADV, Part II. |
7. |
Disclosure of Vote. Upon
request, a client can obtain information from Loomis Sayles on how its
proxies were voted. Any client interested in obtaining this information
should contact its Loomis Sayles
representatives. |
8. |
Disclosure to Third Parties.
Loomis Sayles’ general policy is not to disclose to third parties how it
(or its voting delegate) voted a client’s proxy except that for registered
|
C. |
Proxy
Committee. |
1. |
Proxy Committee. Loomis
Sayles has established a Proxy Committee. The Proxy Committee is composed
of representatives of the Equity Research department and the Legal &
Compliance department and other employees of Loomis Sayles as needed. In
the event that any member is unable to participate in a meeting of the
Proxy Committee, his or her designee acts on his or her behalf. A vacancy
in the Proxy Committee is filled by the prior member’s successor in
position at Loomis Sayles or a person of equivalent experience. Each
portfolio manager of an account that holds voting securities of an issuer
or analyst covering the issuer or its securities may be an ad hoc member
of the Proxy Committee in connection with the vote of
proxies. |
2. |
Duties. The specific
responsibilities of the Proxy Committee
include, |
a. |
to develop, authorize,
implement and update these Proxy Voting Procedures,
including: |
b. |
to oversee the proxy voting
process, including: |
c. |
to engage and oversee
third-party vendors, such as Proxy Voting Services,
including: |
d. |
to develop and/or modify
these Proxy Voting Procedures as appropriate or
necessary. |
3. |
Standards. |
a. |
When determining the vote of
any proposal for which it has responsibility, the Proxy Committee shall
vote in the client’s best interest as described in section 1(B)(1) above.
In the event a client believes that its other interests require a
different vote, Loomis Sayles shall vote as the client instructs if the
instructions are provided as required in section 1(B)(2)
above. |
b. |
When determining the vote on
any proposal, the Proxy Committee shall not consider any benefit to Loomis
Sayles, any of its affiliates, any of its or their clients or service
providers, other than benefits to the owner of the securities to be
voted. |
4. |
Charter. The Proxy Committee
may adopt a Charter, which shall be consistent with these Proxy Voting
Procedures. Any Charter shall set forth the Committee’s purpose,
membership and operation and shall include procedures prohibiting a member
from voting on a matter for which he or she has a conflict of interest by
reason of a direct relationship with the issuer or other party affected by
a given proposal (e.g., he or she is a portfolio manager for an account of
the issuer). |
D. |
Conflicts
of Interest. |
E. |
Recordkeeping
and Disclosure. |
A. |
Vote for proposals to create
blank check preferred stock in cases when the company expressly states
that the stock will not be used as a takeover defense or carry superior
voting rights, and expressly states conversion, dividend, distribution and
other rights. |
B. |
Vote for shareholder
proposals to have blank check preferred stock placements, other than those
shares issued for the purpose of raising capital or making acquisitions in
the normal course of business, submitted for shareholder
ratification. |
C. |
Review on a case-by-case
basis proposals to increase the number of authorized blank check preferred
shares. |
A. |
Vote for proposals involving
routine matters such as election of directors, provided that two-thirds of
the directors would be independent and affiliated or inside nominees do
not serve on any board committee. |
B. |
Vote against nominees that
are CFOs and, generally, against nominees that the Proxy Voting Service
has identified as not acting in the best interest of shareholders. Vote
against nominees that have attended less than 75% of board and committee
meetings, unless a reasonable cause (e.g., health or family emergency) for
the absence is noted and accepted by the Proxy Voting Service and the
board. Vote against affiliated or inside nominees who serve on a board
committee or if two thirds of the board would not be independent. Vote
against governance or nominating committee members if there is no
independent lead or presiding director and if the CEO and chairman are the
same person. Generally, vote against audit committee members if auditor
ratification is not proposed, except in cases involving mutual fund board
members, who are not required to submit auditor ratification for
shareholder approval pursuant to Investment Company Act of 1940 rules.
Vote against compensation committee members when the Proxy Voting Service
recommends a vote against the issuer's "say on pay" advisory vote. A
recommendation of the Proxy Voting Service will generally be followed when
electing directors of foreign companies. |
C. |
Generally, vote against all
members of a board committee and not just the chairman or a representative
thereof in situations where the Proxy Voting Service finds that the board
committee has not acted in the best interest of
shareholders. |
D. |
Vote as recommended by the
Proxy Voting Service when directors are being elected as a slate and not
individually. |
A. |
Vote for fair price
proposals, as long as the shareholder vote requirement embedded in the
provision is no more than a majority of disinterested
shares. |
B. |
Vote for shareholder
proposals to lower the shareholder vote requirement in existing fair price
provisions. |
A. |
Vote for shareholder
proposals to have golden (top management) and tin (all employees)
parachutes submitted for shareholder
ratification. |
B. |
Review on a case-by-case
basis all proposals to ratify or cancel golden or tin
parachutes. |
A. |
Vote for shareholder
proposals that generally request the board to adopt a policy requiring its
chairman to be "independent," as defined by a relevant exchange or market
with respect to any issuer whose enterprise value is, according to the
Proxy Voting Service, greater than or equal to $10
billion. |
B. |
Vote such proposals on a
case-by-case basis when, according to the Proxy Voting Service, the
issuer's enterprise value is less than $10
billion. |
A. |
Vote for plans that simply
amend shareholder-approved plans to include
|
B. |
Vote for amendments to add
performance goals to existing compensation plans to comply with the
provisions of Section 162(m) of OBRA. |
C. |
Vote for cash or
cash-and-stock bonus plans to exempt the compensation from taxes under the
provisions of Section 162(m) of OBRA. |
D. |
Votes on amendments to
existing plans to increase shares reserved and to qualify the plan for
favorable tax treatment under the provisions of Section 162(m) should be
evaluated on a case-by-case basis. |
A. |
Generally vote for proposals
to ratify auditors. |
B. |
Vote against ratification of
auditors where an auditor has a financial interest in or association with
the company, and is therefore not independent; or there is reason to
believe that the independent auditor has rendered an opinion which is
neither accurate nor indicative of the company's financial position. In
general, if non-audit fees amount to 35% or more of total fees paid to a
company's auditor we will vote against ratification and against the
members of the audit committee. |
C. |
Vote against ratification of
auditors and vote against members of the audit committee where it is known
that an auditor has negotiated an alternative dispute resolution
procedure. |
A. |
Vote for proposals that seek
to fix the size of the board. |
B. |
Vote against proposals that
give management the ability to alter the size of the board without
shareholder approval. |
A. |
Proposals concerning
director and officer indemnification and liability protection that limit
or eliminate entirely director and officer liability for monetary damages
for violating the duty of care, or that would expand coverage beyond just
legal expenses to acts, such as gross negligence, that are more serious
violations of fiduciary obligations than mere
carelessness. |
B. |
Vote for only those
proposals that provide such expanded coverage in cases when a director's
or officer's legal defense was unsuccessful if (i) the director was found
to have acted in good faith and in a manner that he reasonably believed
was in the best interests of the company, and (ii) only if the director's
legal expenses would be covered. |
A. |
Vote against proposals that
provide that directors may be removed only for
cause. |
B. |
Vote against proposals that
provide that only continuing directors may elect replacements to fill
board vacancies. |
A. |
Vote against dual class
exchange offers and dual class
recapitalizations. |
B. |
Vote, on a case-by-case
basis, proposals to eliminate an existing dual class voting
structure. |
A. |
Vote for shareholder
proposals to permit non-binding advisory votes on executive
compensation. |
B. |
Non-binding advisory votes
on executive compensation will be voted as
|
C. |
Vote for a 3 year review of
executive compensation when a recommendation of the Proxy Voting Service
is for the approval of the executive compensation proposal, and vote for
an annual review of executive compensation when the Proxy Voting Service
is against the approval of the executive compensation
proposal. |
A. |
Vote against plans which
expressly permit repricing of underwater
options. |
B. |
Vote against proposals to
make all stock options performance based. |
C. |
Vote against stock option
plans that could result in an earnings dilution above the company specific
cap considered by the Proxy Voting
Service. |
D. |
Vote for proposals that
request expensing of stock options. |
A. |
Vote for proposals to adopt
anti-greenmail charter of bylaw amendments or otherwise restrict a
company’s ability to make greenmail
payments. |
B. |
Review on a case-by-case
basis anti-greenmail proposals when they are bundled with other charter or
bylaw amendments. |
A. |
Vote for shareholder
proposals that ask a company to submit its poison pill for shareholder
ratification. |
B. |
Review on a case-by-case
basis shareholder proposals to redeem a company's poison
pill. |
C. |
Review on a case-by-case
basis management proposals to ratify a poison
pill. |
Los
Angeles Capital Management and Equity Research, Inc |
Proxy
Policy |
Effective: May 1,
2016 |
• |
Los Angeles Capital reserves
the right to abstain from voting a client proxy if it concludes that the
effect on shareholders' economic interests or the value of the portfolio
holding is indeterminable or
insignificant. |
• |
Los Angeles Capital abstains
from voting proxies for securities that participate in a securities
lending program
and are out on loan. |
• |
Los Angeles Capital abstains
from voting shares of securities in a country that participates in
share
blocking
because it is disruptive to the management of the
portfolio. |
• |
Los Angeles Capital may
abstain from voting shares of securities with unjustifiable
costs (e.g.,
certain non-U.S. securities). |
• |
The Firm does not actively
engage in shareholder
activism, such
as dialogue with management with respect to pending proxy voting
issues. |
• |
Proxies will be unable to be
voted without the necessary Power
of Attorney on
file. |
POLICY: |
As investment advisor, Mellon
Capital Management Corporation (“Mellon Capital') is typically delegated
by clients the responsibility for voting proxies for shares held in their
(i.e. client) account. Clients may decide to adopt Mellon Capital's proxy
voting policy or may use their own policy. In either case, Mellon Capital
will vote and monitor the proxies on behalf of the client and ensure that
the proxies are voted in accordance with the proxy voting
policy. |
MONITORING
OF ISS: |
Mellon Capital's Onboarding
Team has implemented procedures designed to ensure that; (1) the client's
custodian is instructed to send their client's proxy ballots to ISS for
voting; and (2) that ISS is notified that they should begin receiving
proxy ballots. In addition, the Compliance Department monitors ISS'
activities on behalf of Mellon Capital. On a monthly basis, ISS issues a
certification letter that states that all proxies available to vote were
voted and that there were no exceptions (any exceptions will be listed in
the letter). |
VOTING
DISCLOSURE: |
Clients for whom Mellon
Capital votes proxies will receive a summary of Mellon Capital's Proxy
Voting Policy and a full copy of the policy is available upon request.
Furthermore, clients may request a history of proxies voted on their
behalf.
|
RECORDKEEPING: |
ISS maintains proxy voting
records on behalf of Mellon Capital. |
STOCK:
|
It is the policy of Mellon
Capital not to vote or make recommendations on how to vote shares of the
Bank of New York Mellon Corporation stock, even where Mellon Capital has
the legal power to do so under the relevant governing instrument. In order
to avoid any appearance of conflict relating to voting BNY Mellon stock,
Mellon Capital has contracted with an independent fiduciary (Institutional
Shareholder Services) to direct all voting of BNY Mellon Stock held by any
Mellon Capital accounts on any matter in which shareholders of BNY Mellon
Stock are required or permitted to vote. |
1. |
Scope
of Policy -
This Proxy Voting Policy has been adopted by certain of the investment
advisory subsidiaries of The Bank of New York Mellon Corporation (“BNY
Mellon”), the investment companies advised by such subsidiaries (the
“Funds”), and certain of the banking subsidiaries of BNY Mellon (BNY
Mellon's participating investment advisory and banking subsidiaries are
hereinafter referred to individually as a “Subsidiary” and collectively as
the “Subsidiaries”). |
2. |
Fiduciary
Duty - We
recognize that an investment adviser is a fiduciary that owes its clients
a duty of utmost good faith and full and fair disclosure of all material
facts. We further recognize that the right to vote proxies is an asset,
just as the economic investment represented by the shares is an asset. An
investment adviser's duty of loyalty precludes the adviser from
subrogating its clients' interests to its own. Accordingly, in voting
proxies, we will seek to act solely in the best financial and economic
interests of our clients, including the Funds and their shareholders, and
for the exclusive benefit of pension and other employee benefit plan
participants. With regard to voting proxies of foreign companies, a
Subsidiary weighs the cost of voting, and potential inability to sell, the
shares against the benefit of voting the shares to determine whether or
not to vote. |
3. |
Long-Term
Perspective -
We recognize that management of a publicly-held company may need
protection from the market's frequent focus on short-term considerations,
so as to be able to concentrate on such long-term goals as productivity
and development of competitive products and
services. |
4. |
Limited
Role of Shareholders - We believe that a
shareholder's role in the governance of a publicly-held company is
generally limited to monitoring the performance of the company and its
managers and voting on matters which properly come to a shareholder vote.
We will carefully review proposals that would limit shareholder control or
could affect shareholder values. |
5. |
Anti-takeover
Proposals - We
generally will oppose proposals that seem designed to insulate management
unnecessarily from the wishes of a majority of the shareholders and that
would lead to a determination of a company's future by a minority of its
shareholders. We will generally support proposals that seem to have as
their primary purpose providing management with temporary or short-term
insulation from outside influences so as to enable them to bargain
effectively with potential suitors and otherwise achieve identified
long-term goals to the extent such proposals are discrete and not bundled
with other proposals. |
6. |
“Social”
Issues - On
questions of social responsibility where economic performance does not
appear to be an issue, we will attempt to ensure that management
reasonably responds to the social issues. Responsiveness will be measured
by management's efforts to address the particular social issue including,
where appropriate, assessment of the implications of the proposal to the
ongoing operations of the company. We will pay particular attention to
repeat issues where management has failed in the intervening period to
take actions previously committed to. |
7. |
Proxy
Voting Process
- Every voting proposal is reviewed, categorized and analyzed in
accordance with our written guidelines in effect from time to time. Our
guidelines are reviewed periodically and updated as necessary to reflect
new issues and any changes in our policies on specific issues. Items that
can be categorized will be voted in accordance with any applicable
guidelines or referred to the BNY Mellon Proxy Policy Committee (the
“Committee”), if the applicable guidelines so require. Proposals for which
a guideline has not yet been established, for example, new proposals
arising from emerging economic or regulatory issues, will be referred to
the Committee for discussion and vote. Additionally, the Committee may
elect to review any proposal where it has identified a particular issue
for special scrutiny in light of new information. The Committee will also
consider specific interests and issues raised by a Subsidiary to the
Committee, which interests and issues may require that a vote for an
account managed by a Subsidiary be cast differently from the collective
vote in order to act in the best interests of such account's beneficial
owners. |
8. |
Material
Conflicts of Interest - We recognize our duty to
vote proxies in the best interests of our clients. We seek to avoid
material conflicts of interest through the establishment of our Committee
structure, which applies detailed, pre-determined proxy voting guidelines
in an objective and consistent manner across client accounts, based on
internal and external research and recommendations provided by a third
party vendor, and without consideration of any client relationship
factors. Further, we engage a third party as an independent fiduciary to
vote all proxies for BNY Mellon securities and Fund securities, and may
engage an independent fiduciary to vote proxies of other issuers in our
discretion. |
9. |
Securities
Lending - We
seek to balance the economic benefits of engaging in lending securities
against the inability to vote on proxy proposals to determine whether to
recall shares, unless a plan fiduciary retains the right to direct us to
recall shares. |
10. |
Recordkeeping - We will keep, or cause our
agents to keep, the records for each voting proposal required by law.
|
11. |
Disclosure
- We will
furnish a copy of this Proxy Voting Policy and any related procedures, or
a description thereof, to investment advisory clients as required by law.
In addition, we will furnish a copy of this Proxy Voting Policy, any
related procedures, and our voting guidelines to investment advisory
clients upon request. The Funds shall disclose their proxy voting policies
and procedures and their proxy votes as required by law. We recognize that
the applicable trust or account document, the applicable client agreement,
the Employee Retirement Income Security Act of 1974 (ERISA) and certain
laws may require disclosure of other information relating to proxy voting
in certain circumstances. This information will only be disclosed to those
who have an interest in the account for which shares are voted, and after
the shareholder meeting has concluded. |
12. |
Charter - We maintain a Charter
which lists the Committee's responsibilities and duties, membership,
voting and non-voting members, quorum, meeting schedule and oversight
mapping to the BNY Mellon Fiduciary Risk Management
Committee. |
• |
Monitor corporate actions by
reviewing, prior to voting, all proxy statements received on behalf of
clients that have delegated voting
authority. |
• |
Vote proxies received on
behalf of clients that have delegated voting authority unless it is
determined that abstaining would best serve client
interests. |
• |
Disclose potential conflicts
of interest that exist between the Firm (or its principals or employees)
and the client’s best interests and either obtain client Fund consent to
vote the proxy or delegate voting authority back to the Fund or a
qualified third party. |
• |
Changes in corporate
governance structures |
• |
Adoption of or amendments to
compensation plans (including stock
options) |
• |
Matters involving social
issues or corporate responsibility |
• |
Approval of advisory
contracts |
• |
Approval of distribution
plans (“12b-1 plans”) |
• |
Approval of mergers or
acquisitions |
• |
Other matters, as
solicited |
• |
Proxy statements and other
solicitation materials |
• |
Published reports of the
financial condition and current market position of the
issuer |
• |
Market conditions and social
issues as publicly debated and discussed by reputable
sources |
• |
The possible impact on the
value of the security |
• |
The possible impact on
shareholder rights and privileges |
• |
The reasonableness of the
proposal |
• |
The possible impact of any
proposed mergers, acquisitions and/or corporate
restructuring |
• |
The possible impact of other
issues particular to the proxy statement |
▪ |
Proxy votes regarding
non-routine matters are solicited by a company that has (or whose
retirement plans have) an institutional separate account relationship with
the Firm or a large investment in one of the Funds managed by the
Firm. |
▪ |
A Passport employee has a
personal interest in the outcome of a particular proxy proposal (which
might be the case if, for example, a member of a Passport employee’s
immediate family were a director or executive officer of the relevant
company). |
▪ |
A Passport owner, officer or
employee (or a family member or related person of that owner, officer or
employee) held a position on the board of directors or is 10% or greater
shareholder of (or in the case of a family member or related person, is an
officer of) a company, whose securities are held by a client fund and from
whom the company is soliciting the fund’s
proxy. |
• |
Name of
security |
• |
Date the proxy was
voted |
• |
How the proxy was voted; or
if not voted |
• |
When instructions were
provided to Institutional Shareholder Services for voting, if
applicable |
4.1 |
CURRENT
AND HISTORY PROXY VOTING POLCIIES AND
PROCEDURES |
• |
A chronological file is
maintained by an ACO. |
• |
Superseded versions of the
Firm’s proxy voting policies and procedures are kept onsite in the office
for at least 2 years before being moved to offsite storage. Superseded
versions are kept for at least 5 years before being
destroyed. |
4.2 |
PROXY
STATEMENTS RECEIVED REGARDING CLIENT SECURITIES AND RECORDS OF VOTES CAST
ON BEHALF OF CLIENTS |
• |
The Firm keeps copies of
each proxy statement voted chronologically by year along with the Firm’s
cross reference report. |
4.3 |
ANY
DOCUMENTS PREPARED BY THE PORTFOLIO MANAGER OR ANALYST WHO VOTED THE PROXY
THAT WERE MATERIAL TO MAKING A DECISION HOW TO VOTE, OR THAT MEMORIALIZED
THE BASIS FOR THE DECISION |
• |
Any such documents are
attached to the applicable proxy statement and filed as
above. |
4.4 |
LOG OF
CONFLICT OF INTEREST DETERMINATIONS |
4.5 |
CLIENT
REQUESTS FOR PROXY VOTING INFORMATION AND THE FIRM’S
RESPONSE |
• |
A response letter to all
investor proxy information requests is sent to the client within 10 days.
Copies of all response letters are kept in a chronological file maintained
by an ACO. |
Proxy Voting
Policy |
Pictet Asset
Management |
March
2013 |
1.
Operational Items |
2 |
2.
Board of Directors |
4 |
3.
Capital Structure |
7 |
4.
Compensation |
10 |
5.
Other Items |
11 |
6.
Foreign Private Issuers listed on US Exchanges |
14 |
APPENDIX
I – Classification of Directors |
15 |
Executive
Director |
15 |
Non-Independent
Non-Executive Director (NED) |
15 |
Independent
NED |
16 |
Employee
Representative |
16 |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Financial Results/
Director and Auditor Reports |
Vote FOR approval of
financial statements and director and auditor reports,
unless:
› There are concerns about
the accounts presented or audit procedures used; or
› The company is not
responsive to shareholder questions about specific items that should be
publicly disclosed. |
Appointment of Auditors
and Auditor Fees |
Vote FOR the (re)election
of auditors and/or proposals authorizing the board to fix auditor fees,
unless:
›
There are
serious concerns about the procedures used by the auditor;
›
There is
reason to believe that the auditor has rendered an opinion which is
neither accurate nor indicative of the company's financial position;
›
External
auditors have previously served the company in an executive capacity or
can otherwise be considered affiliated with the company;
›
Name of the
proposed auditors has not been published;
›
The auditors
are being changed without explanation; or
›
Fees for
non‐audit services exceed standard annual audit‐related fees (only applies
to companies on the MSCI EAFE index and/or listed on any country main
index).
In circumstances where
fees for non‐audit services include fees related to significant one‐time
capital structure events (initial public offerings, bankruptcy
emergencies, and spin‐offs) and the company makes public disclosure of the
amount and nature of those fees, which are an exception to the standard
"non‐audit fee" category, then such fees may be excluded from the
non‐audit fees considered in determining the ratio of non‐audit to audit
fees.
For concerns related to
the audit procedures, independence of auditors, and/or name of auditors,
PAM may vote AGAINST the auditor (re)election. For concerns related to
fees paid to the auditors, PAM may vote AGAINST remuneration of auditors
if this is a separate voting item; otherwise PAM may vote AGAINST the
auditor election. |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Appointment of Internal
Statutory Auditors |
Vote FOR the appointment
or re-election of statutory auditors, unless:
›
There are
serious concerns about the statutory reports presented or the audit
procedures used;
›
Questions
exist concerning any of the statutory auditors being appointed;
or
›
The auditors
have previously served the company in an executive capacity or can
otherwise be considered affiliated with the company. |
Allocation of
Income |
Vote FOR approval of the
allocation of income, unless:
›
The dividend
payout ratio has been consistently below 30 percent without adequate
explanation; or
›
The payout is
excessive given the company's financial position. |
Stock (Scrip) Dividend
Alternative |
Vote FOR most stock
(scrip) dividend proposals
Vote AGAINST proposals
that do not allow for a cash option unless management demonstrate that the
cash option is harmful to shareholder value. |
Amendments to Articles
of Association |
Vote amendments to the
articles of association on a CASE-BY-CASE basis. |
Change in Company Fiscal
Term |
Vote FOR resolutions to
change a company's fiscal term unless a company's motivation for the
change is to postpone its AGM. |
Lower Disclosure Threshold
for Stock Ownership |
Vote AGAINST resolutions
to lower the stock ownership disclosure threshold below 5 percent unless
specific reasons exist to implement a lower threshold. |
Amend Quorum
Requirements |
Vote proposals to amend
quorum requirements for shareholder meetings on a CASE-BY-CASE
basis. |
Transact Other
Business |
Vote AGAINST other
business when it appears as a voting
item. |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Director
Elections |
Vote FOR management nominees
in the election of directors, unless:
›
Adequate
disclosure has not been provided in a timely manner;
›
There are clear
concerns over questionable finances or restatements;
›
There have been
questionable transactions with conflicts of interest;
›
There are any
records of abuses against minority shareholder interests; or
›
The board fails
to meet minimum corporate governance standards.
Vote FOR individual nominees
unless there are specific concerns about the individual, such as criminal
wrongdoing or breach of fiduciary responsibilities.
Vote AGAINST individual
directors if repeated absences at board meetings have not been explained
(in countries where this information is disclosed).
Vote on a CASE-BY-CASE basis
for contested elections of directors, e.g. the election of shareholder
nominees or the dismissal of incumbent directors, determining which
directors are best suited to add value for shareholders.
Vote FOR employee and/or
labour representatives if they sit on either the audit or compensation
committee and are required by law to be on those committees.
Vote AGAINST employee and/or
labour representatives if they sit on either the audit or compensation
committee, if they are not required to be on those
committees.
Vote AGAINST the election of
directors of all companies if the name of the nominee is not disclosed in
a timely manner prior to the meeting.
Grace
period: Vote FOR the election
of directors at all Polish companies and non-index Turkish Companies in
2013 even if nominee names are not disclosed in a timely manner prior to
the meeting. Beginning in 2014, vote AGAINST the election of directors at
all Polish companies and non-index Turkish companies if nominee names are
not disclosed in a timely manner prior to the meeting.
Under extraordinary
circumstances, vote AGAINST individual directors, members of a committee,
or the entire board, due to:
›
Material
failures of governance, stewardship, risk oversight or fiduciary
responsibilities at the company; or
› Failure to replace
management as appropriate; or
›
Egregious
actions related to the director(s)' service on other boards that raise
substantial doubt about his or her ability to effectively oversee
management and serve the best interests of shareholders at any
company.
[Please see the
classification of Directors in Appendix
1] |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Contested Director
Elections |
For contested elections of
directors, e.g. the election of shareholder nominees or the dismissal of
incumbent directors, PAM will vote on a CASE-BY-CASE basis, determining
which directors are best suited to add value for shareholders.
The analysis will
generally be based on, but not limited to, the following major decision
factors:
›
Company
performance relative to its peers;
›
Strategy of
the incumbents versus the dissidents;
›
Independence
of directors/nominees;
›
Experience
and skills of board candidates;
›
Governance
profile of the company;
›
Evidence of
management entrenchment;
›
Responsiveness to
shareholders;
›
Whether a
takeover offer has been rebuffed;
›
Whether
minority or majority representation is being sought.
When analyzing a contested
election of directors, PAM will generally focus on two central questions:
(1) Have the dissidents proved that board change is warranted? And (2) if
so, are the dissident board nominees likely to effect positive change
(i.e. maximize long-term shareholder
value). |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Discharge of
Directors |
Generally vote FOR the
discharge of directors, including members of the management board and/or
supervisory board, unless there is reliable information about significant
and compelling controversies as to whether the board is not fulfilling its
fiduciary duties as evidenced by:
›
A lack of
oversight or actions by board members which invoke shareholder distrust
related to malfeasance or poor supervision, such as operating in private
or company interest rather than in shareholder interest; or
›
Any legal
proceedings, (either . civil or criminal) aiming to hold the board
responsible for breach of trust in the past or related to currently
alleged actions yet to be confirmed (and not only the fiscal year in
question), such as price fixing, insider trading, bribery, fraud, and
other illegal actions; or
›
Other
egregious governance issues where shareholders will bring legal action
against the company or its directors.
For markets which do not
routinely request discharge resolutions (e.g. common law countries or
markets where discharge is not mandatory), we may voice concern in other
appropriate agenda items, such as approval of the annual accounts or other
relevant resolutions, to enable us to express discontent with the
board. |
Director, Officer, and
Auditor Indemnification and Liability Provisions |
Vote proposals seeking
indemnification and liability protection for directors and officers on a
CASE-BY-CASE basis.
Vote AGAINST proposals to
indemnify external auditors. |
Board
Structure |
Vote FOR proposals to fix
board size.
Vote AGAINST the
introduction of classified boards and mandatory retirement ages for
directors.
Vote AGAINST proposals to
alter board structure or size in the context of a fight for control of the
company or the board. |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Share Issuance
Requests |
General
Issuances:
Vote FOR issuance requests
with pre-emptive rights to a maximum of 100 percent over currently issued
capital.
Vote FOR issuance requests
without pre-emptive rights to a maximum of 20 percent of currently issued
capital.
Specific
Issuances:
Vote on a CASE-BY-CASE
basis on all requests, with or without pre-emptive
rights. |
Increases in Authorized
Capital |
Vote FOR non-specific
proposals to increase authorized capital up to 100 percent over the
current authorization unless the increase would leave the company with
less than 30 percent of its new authorization outstanding.
Vote FOR specific
proposals to increase authorized capital to any amount,
unless:
›
The specific
purpose of the increase (such as a share-based acquisition or merger) does
not meet the ISS guidelines for the purpose being proposed;
or
›
The increase
would leave the company with less than 30 percent of its new authorization
outstanding after adjusting for all proposed issuances.
Vote AGAINST proposals to
adopt unlimited capital authorizations. |
Reduction of
Capital |
Vote FOR proposals to
reduce capital for routine accounting purposes unless the terms are
unfavorable to shareholders.
Vote proposals to reduce
capital in connection with corporate restructuring on a CASE-BY-CASE
basis. |
Capital
Structures |
Vote FOR resolutions that
seek to maintain or convert to a one-share, one-vote capital
structure.
Vote AGAINST requests for
the creation or continuation of dual-class capital structures or the
creation of new or additional super-voting
shares. |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Preferred
Stock |
Vote FOR the creation of a
new class of preferred stock or for issuances of preferred stock up to 50
percent of issued capital unless the terms of the preferred stock would
adversely affect the rights of existing shareholders.
Vote FOR the
creation/issuance of convertible preferred stock as long as the maximum
number of common shares that could be issued upon conversion meets ISS
guidelines on equity issuance requests.
Vote AGAINST the creation
of a new class of preference shares that would carry superior voting
rights to the common shares.
Vote AGAINST the creation
of blank check preferred stock unless the board clearly states that the
authorization will not be used to thwart a takeover bid.
Vote proposals to increase
blank check preferred authorizations on a CASE-BY-CASE
basis. |
Debt Issuance
Requests |
Vote non-convertible debt
issuance requests on a CASE-BY-CASE basis, with or without preemptive
rights.
Vote FOR the
creation/issuance of convertible debt instruments as long as the maximum
number of common shares that could be issued upon conversion meets ISS
guidelines on equity issuance requests.
Vote FOR proposals to
restructure existing debt arrangements unless the terms of the
restructuring would adversely affect the rights of
shareholders. |
Pledging of Assets for
Debt |
Vote proposals to approve
the pledging of assets for debt on a CASE-BY-CASE
basis. |
Increase in Borrowing
Powers |
Vote proposals to approve
increases in a company's borrowing powers on a CASE-BY-CASE
basis. |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Share Repurchase
Plans |
Generally vote FOR market
repurchase authorities (share repurchase programs) if the terms comply
with the following criteria:
›
A repurchase
limit of up to 10 percent of outstanding issued share capital (15 percent
in UK/Ireland);
›
A holding
limit of up to 10 percent of a company's issued share capital in treasury
(“on the shelf”); and
›
A duration of
no more than 5 years, or such lower threshold as may be set by applicable
law, regulation or code of governance best practice.
Authorities to repurchase
shares in excess of the 10 percent repurchase limit will be assessed on a
case-by-case basis. We may support such share repurchase authorities under
special circumstances, which are required to be publicly disclosed by the
company, provided that, on balance, the proposal is in shareholders'
interests. In such cases, the authority must comply with the following
criteria:
›
A holding
limit of up to 10 percent of a company's issued share capital in treasury
(“on the shelf”); and
›
A duration of
no more than 18 months.
In markets where it is
normal practice not to provide a repurchase limit, we will evaluate the
proposal based on the company's historical practice. However, we expect
companies to disclose such limits and, in the future, may vote against
companies that fail to do so. In such cases, the authority must comply
with the following criteria:
›
A holding
limit of up to 10 percent of a company's issued share capital in treasury
(“on the shelf”); and
›
A duration of
no more than 18 months.
In addition, we will vote
AGAINST any proposal where:
›
The
repurchase can be used for takeover defences;
›
There is
clear evidence of abuse;
›
There is no
safeguard against selective buybacks; and/or
›
Pricing
provisions and safeguards are deemed to be unreasonable in light of market
practice. |
Re-issuance of Repurchased
Shares |
Vote FOR requests to
reissue any repurchased shares unless there is clear evidence of abuse of
this authority in the past. |
Capitalization of Reserves
for Bonus Issues/Increase in Par Value |
Vote FOR requests to
capitalize reserves for b onus issues of shares or to increase par
value. |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Compensation
Plans |
Vote compensation plans on
a CASE-BY- CASE basis. |
Director
Compensation |
Vote FOR proposals to
award cash fees to non-executive directors unless the amounts are
excessive relative to other companies in the country or
industry.
Vote non-executive
director compensation proposals that include both cash and share-based
components on a CASE-BY-CASE basis.
Vote proposals that bundle
compensation for both non-executive and executive directors into a single
resolution on a CASE-BY-CASE basis.
Vote AGAINST proposals to
introduce retirement benefits for non-executive
directors. |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Reorganizations/
Restructurings |
Vote reorganizations and
restructurings on a CASE-BY-CASE basis. |
Mergers and
Acquisitions |
Vote CASE-BY-CASE on
mergers and acquisitions taking into account the following:
For every M&A
analysis, we review publicly available information as of the date of the
report and evaluate the merits and drawbacks of the proposed transaction,
balancing various and sometimes countervailing factors
including:
›
Valuation -
Is the value to be received by the target shareholders (or paid by the
acquirer) reasonable? While the fairness opinion may provide an initial
starting point for assessing valuation reasonableness, we place emphasis
on the offer premium, market reaction, and strategic
rationale.
›
Market
reaction - How has the market responded to the proposed deal? A negative
market reaction will cause us to scrutinize a deal more
closely.
›
Strategic
rationale - Does the deal make sense strategically? From where is the
value derived? Cost and revenue synergies should not be overly aggressive
or optimistic, but reasonably achievable. Management should also have a
favorable track record of successful integration of historical
acquisitions.
›
Conflicts of
interest - Are insiders benefiting from the transaction disproportionately
and inappropriately as compared to non-insider shareholders? We will
consider whether any special interests may have influenced these directors
and officers to support or recommend the merger.
›
Governance -
Will the combined company have a better or worse governance profile than
the current governance profiles of the respective parties to the
transaction? If the governance profile is to change for the worse, the
burden is on the company to prove that other issues (such as valuation)
outweigh any deterioration in governance.
Vote AGAINST if the
companies do not provide sufficient information upon request to make an
informed voting decision. |
Mandatory Takeover Bid
Waivers |
Vote proposals to waive
mandatory takeover bid requirements on a CASE-BY-CASE
basis. |
Reincorporation
Proposals |
Vote reincorporation
proposals on a CASE-BY-CASE basis. |
Expansion of Business
Activities |
Vote FOR resolutions to
expand business activities unless the new business takes the company into
risky areas. |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Related-Party
Transactions |
In evaluating resolutions
that seek shareholder approval on related party transactions (RPTs), vote
on a CASE-BY-CASE basis, considering factors including, but not limited
to, the following:
›
The parties
on either side of the transaction;
›
The nature of
the asset to be transferred / service to be provided;
›
The pricing
of the transaction (and any associated professional
valuation);
›
The views of
independent directors (where provided);
›
The views of
an independent financial adviser (where appointed);
›
Whether any
entities party to the transaction (including advisers) are conflicted; and
›
The stated
rationale for the transaction, including discussions of
timing.
If there is a transaction
that is deemed to be problematic and that was not put to a shareholder
vote, we may vote against the election of the director involved in the
related-party transaction or the full board. |
Anti-takeover
Mechanisms |
Generally vote AGAINST all
anti-takeover proposals, unless they are structured in such a way that
they give shareholders the ultimate decision on any proposal or
offer. |
Shareholder
Proposals |
Vote all shareholder
proposals on a CASE-BY-CASE basis.
Vote FOR proposals that
would improve the company's corporate governance or business profile at a
reasonable cost.
Vote AGAINST proposals
that limit the company's business activities or capabilities or result in
significant costs being incurred with little or no
benefit. |
ISSUE
SUBJECT TO VOTE |
VOTING
POLICY |
Social / Environmental
Issues |
Issues covered under the
policy include a wide range of topics, including consumer and product
safety, environmental and energy, labour covered standards and human
rights, workplace and board diversity, and corporate political issues.
While a variety of factors goes into each analysis, the overall principle
guiding all votes focuses on how the proposal may enhance or protect
shareholder value in either the short term or long term.
Generally vote
CASE-BY-CASE, taking into consideration whether implementation of the
proposal is likely to enhance or protect shareholder value, and in
addition the following will be considered:
›
If the issues
presented in the proposal are more appropriately dealt with through
legislation or government regulation.;
›
If the
company has already responded in an appropriate and sufficient manner to
the issue(s) raised in the proposal;
›
Whether the
proposal’s request is unduly burdensome (scope, timeframe, or cost) or
overly prescriptive;
›
The company’s
approach compared with any industry standard practices for addressing the
issue(s) raised by the proposal;
›
If the
proposal requests increased disclosure or greater transparency, whether or
not reasonable and sufficient information is currently available to
shareholders from the company or from other publicly available sources;
and
›
If the
proposal requests increased disclosure or greater transparency, whether or
not implementation would reveal proprietary or confidential information
that could place the company at a competitive
disadvantage. |
› |
Employee or executive of
the company; |
› |
Any director who is
classified as a non-executive, but receives salary, fees, bonus, and/or
other benefits that are in line with the highest-paid executives of the
company. |
› |
Any director who is
attested by the board to be a non-independent
NED; |
› |
Any director specifically
designated as a representative of a significant shareholder of the
company; |
› |
Any director who is also
an employee or executive of a significant shareholder of the
company; |
› |
Any director who is
nominated by a dissenting significant shareholder, unless there is a clear
lack of material[5] connection with the
dissident, either currently or
historically; |
› |
Beneficial owner (direct
or indirect) of at least 10% of the company’s stock, either in economic
terms or in voting rights (this may be aggregated if voting power is
distributed among more than one member of a defined group, e.g., family
members who beneficially own less than 10% individually, but collectively
own more than 10%), unless market best practice dictates a lower ownership
and/or disclosure threshold (and in other special market-specific
circumstances); |
› |
Government
representative; |
› |
Currently provides (or a
relative[1] provides) professional
services[2] to the company, to an
affiliate of the company, or to an individual officer of the company or of
one of its affiliates in excess of $10,000 per
year; |
› |
Represents customer,
supplier, creditor, banker, or other entity with which company maintains
transactional/commercial relationship (unless company discloses
information to apply a materiality test[3]); |
› |
Any director who has
conflicting or cross-directorships with executive directors or the
chairman of the company; |
› |
Relative[1] of a current employee of
the company or its affiliates; |
› |
Relative[1] of a former executive of
the company or its affiliates; |
› |
A new appointee elected
other than by a formal process through the General Meeting (such as a
contractual appointment by a substantial
shareholder); |
› |
Founder/co-founder/member
of founding family but not currently an
employee; |
› |
Former executive (5 year
cooling off period); |
› |
Years of service is
generally not a determining factor unless it is recommended best practice
in a market and/or in extreme circumstances, in which case it may be
considered. [4] |
› |
Any additional
relationship or principle considered to compromise independence under
local corporate best practice guidance. |
› |
No material[5] connection, either
directly or indirectly, to the company (other than a board seat) or the
dissenting significant shareholder. |
› |
Represents employees or
employee shareholders of the company (classified as “employee
representative” but considered a non-independent
NED |
• |
The Advisers do not maintain
a written proxy voting policy as required by Rule
206(4)-6. |
• |
Proxies are not voted in
Clients’ best interests. |
• |
Proxies are not identified
and voted in a timely manner. |
• |
Conflicts between the
Advisers’ interests and the Client are not identified; therefore, proxies
are not voted appropriately. |
• |
The third-party proxy voting
services utilized by the Advisers are not
independent. |
• |
Proxy voting records and
Client requests to review proxy votes are not
maintained. |
1. |
The requesting PM Team to
set forth the reasons for their decision;
|
2. |
The approval of the lead
Portfolio Manager for the requesting PM
Team; |
3. |
Notification to the Proxy
Voting Coordinator and other appropriate personnel (including other
PGI/PrinREI Portfolio Managers who may own the particular security);
|
4. |
A determination that the
decision is not influenced by any conflict of interest;
and |
5. |
The creation of a written
record reflecting the process (See Appendix
XXXI).
|
1
The
Advisers have various Portfolio Manager Teams organized by asset classes
and investment strategies. |
• |
Restrictions for share
blocking countries;2 |
• |
Casting a vote on a foreign
security may require that the adviser engage a
translator; |
• |
Restrictions on foreigners’
ability to exercise votes; |
• |
Requirements to vote proxies
in person; |
• |
Requirements to provide
local agents with power of attorney to facilitate the voting
instructions; |
• |
Untimely notice of
shareholder meeting; |
• |
Restrictions on the sale of
securities for a period of time in proximity to the shareholder
meeting. |
2
In
certain markets where share blocking occurs, shares must be “frozen” for
trading purposes at the custodian or sub-custodian in order to vote.
During the time that shares are blocked, any pending trades will not
settle. Depending on the market, this period can last from one day to
three weeks. Any sales that must be executed will settle late and
potentially be subject to interest charges or other punitive
fees. |
• |
Any request, whether written
(including e-mail) or oral, received by any Employee of the Advisers, must
be promptly reported to the Proxy Voting Coordinator. All written requests
must be retained in the Client’s permanent
file. |
• |
The Proxy Voting Coordinator
will record the identity of the Client, the date of the request, and the
disposition (e.g., provided a written or oral response to Client’s
request, referred to third party, not a proxy voting client, other
dispositions, etc.) in a suitable place. |
• |
The Proxy Voting Coordinator
will furnish the information requested to the Client within a reasonable
time period (generally within 10 business days). The Advisers will
maintain a copy of the written record provided in response to Client’s
written (including e-mail) or oral request. A copy of the written response
should be attached and maintained with the Client’s written request, if
applicable and maintained in the permanent file.
|
• |
Clients are permitted to
request the proxy voting record for the 5 year period prior to their
request. |
• |
Upon inadvertent receipt of
a proxy, the Advisers will generally forward to ISS for voting, unless the
client has instructed otherwise. |
• |
The Advisers’ proxy voting
record is maintained by ISS. The Advisers’ Proxy Voting Coordinator, with
the assistance of the Investment Accounting and SMA Operations
Departments, will periodically ensure that ISS has complete, accurate, and
current records of Clients who have instructed the Advisers to vote
proxies on their behalf. |
• |
The Advisers will maintain
documentation to support the decision to vote against the ISS
recommendation. |
• |
The Advisers will maintain
documentation or notes or any communications received from third parties,
other industry analysts, third party service providers, company’s
management discussions, etc. that were material in the basis for the
decision. |
Revised 12/2011 ♦ Supersedes
12/2010 |
• |
Providing a copy of the
Proxy Voting Procedures, and any amendments, to all portfolio managers and
to ISS (or any other delegate); |
• |
Ensuring that voting
responsibility between the Adviser and the Client is clearly
established; |
• |
When a material conflict of
interest has been identified, taking the necessary steps to resolve the
matter in accordance with the Adviser’s Proxy Voting
Procedures; |
• |
Coordinating with third
party delegates who have been retained to vote on behalf of the Adviser;
and |
• |
Reviewing the Proxy Voting
Procedures periodically as needed to assess their adequacy, including
consulting with outside counsel to stay abreast of the regulations
affecting the Advisor’s proxy voting
obligations. |
• |
A copy of the Adviser’s
Proxy Voting Procedures and all
amendments; |
• |
Copies of communications
with Clients regarding proxy voting; |
• |
Evidence of disclosure of
the Proxy Voting Procedures to all Registered Funds, Private Fund
investors and separate account clients through Form ADV Part
2A; |
• |
A record of each Client’s
request for proxy voting records (if
any); |
• |
Any record or analysis
created by the Adviser to assist it in voting
proxies; |
• |
Documentation of the basis
for any exception or deviation from the Adviser’s Proxy Voting Procedures
in voting a proxy for a Registered Fund’s portfolio securities;
and |
• |
Documentation, if any,
created relating to the resolution of
conflicts. |
• |
Copies of each proxy
received; |
• |
A record of votes cast;
and |
• |
Documentation created that
is material to the voting decisions. |
• |
Meeting Notification. The
Adviser utilizes ISS’ voting agent services to receive notification of
upcoming shareholder meetings for portfolio companies and to transmit
votes to the appropriate custodians for its Clients. ISS tracks and
reconciles the Adviser’s holdings and list of portfolio companies against
incoming proxy ballots. If ballots do not arrive on time, ISS procures
them from the appropriate custodian or proxy distribution agent. Meeting
and record date information is updated daily and transmitted to the
Adviser through an ISS web-based application. ISS is also responsible for
maintaining copies of all proxy statements received by issuers and to
promptly provide such materials to the Adviser upon
request. |
• |
Vote Determination. ISS
provides comprehensive summaries of proxy proposals (including social
responsibility issues), publications discussing key proxy voting issues,
and specific vote recommendations regarding portfolio company proxies to
assist in the proxy research process. Upon request, the Adviser may
receive any or all of the above-mentioned research materials to assist in
the vote determination process. The final authority and responsibility for
proxy voting decisions remains with the
Adviser. |
• |
Conflicts of Interest. In
the event the Adviser becomes aware that there may be a material conflict
of interest between the interests of its clients and its interests
(including those of its affiliates, managers, officers, employees and
other similar persons) (referred to hereafter as a “potential conflict”)
the Adviser generally votes the proxy consistent with the voting
recommendation of ISS. |
(i) |
a copy of this
Policy; |
(ii) |
a copy of each proxy
statement received by Sound Point regarding Securities held on behalf of
its Clients; |
(iii) |
a record of each vote cast
by Sound Point on behalf of its Clients; |
(iv) |
a copy of any documents
prepared by Sound Point that were material to making a decision how to
vote, or that memorialized the basis for such decision;
and |
(v) |
a copy of each written
request received from a Client as to how Sound Point voted proxies on its
behalf, and a copy of any written response from Sound Point to any
(written or oral) Client request for information on how Sound Point voted
proxies on its behalf. |
• |
That Spectrum act solely in
the interest of its clients in providing for ultimate long-term
stockholder value. |
• |
That Spectrum act without
undue influence from individuals or groups who may have an economic
interest in the outcome of a proxy vote. |
• |
That the custodian bank is
aware of our fiduciary duty to vote proxies on behalf of others – Spectrum
relies on the best efforts of the custodian bank to deliver all proxies we
are entitled to vote. |
• |
That Spectrum will exercise
its right to vote all proxies on behalf of its clients (or permit clients
to vote their interest, as the case(s) may
be). |
• |
That Spectrum will implement
a reasonable and sound basis to vote
proxies. |
A. |
Following ISS’
Recommendations |
B. |
Disregarding ISS’
Recommendations |
• |
Business Relationships – The
CCO will consider whether Spectrum (or an affiliate) has a substantial
business relationship with a portfolio company or a proponent of a proxy
proposal relating to the portfolio company (e.g., an employee group), such
that failure to vote in favor of management (or the proponent) could harm
the adviser’s relationship with the company (or proponent). For
example, if Spectrum manages money for the portfolio company or an
employee group, manages pension assets, leases office space from the
company, or provides other material services to the portfolio company, the
CCO will review whether such relationships may give rise to a conflict of
interest. |
• |
Personal Relationships – The
CCO will consider whether any senior executives or portfolio managers (or
similar persons at Spectrum’s affiliates) have a personal relationship
with other proponents of proxy proposals, participants in proxy contests,
corporate directors, or candidates for directorships that might give rise
to a conflict of interest. |
• |
Familial Relationships – The
CCO will consider whether any senior executives or portfolio managers (or
similar persons at Spectrum’s affiliates) have a familial relationship
relating to a portfolio company (e.g., a spouse or other relative who
serves as a director of a portfolio company, is a candidate for such a
position, or is employed by a portfolio company in a senior
position). |
• |
A list of clients that are
also public companies, which is prepared and updated by the Operations
Department and retained in the Compliance
Department. |
• |
Publicly available
information. |
• |
Information generally known
within Spectrum. |
• |
Information actually known
by senior executives or portfolio managers. When considering a proxy
proposal, investment professionals involved in the decision-making process
must disclose any potential material conflict that they are aware of to
the CCO prior to any substantive discussion of a proxy
matter. |
• |
Information obtained
periodically from those persons whom the CCO reasonably believes could be
affected by a conflict arising from a personal or familial relationship
(e.g., portfolio managers, senior
management). |
1. |
Financial Materiality – The
most likely indicator of materiality in most cases will be the dollar
amount involved with the relationship in question. For purposes
of proxy voting, it will be presumed that a conflict is not material
unless it involves at least 5% of Spectrum’s annual revenues or a minimum
dollar amount of $1,000,000. Different percentages or dollar
amounts may be used depending on the nature and degree of the conflict
(e.g., a higher number if the conflict arises through an affiliate rather
than directly with Spectrum). |
2. |
Non-Financial Materiality –
A non-financial conflict of interest might be material (e.g., conflicts
involving personal or familial relationships) and should be evaluated
based on the facts and circumstances of each
case. |
1. |
selection of
auditors |
2. |
increasing the authorized
number of common shares |
3. |
election of unopposed
directors |
1. |
Classification
of Board of Directors. Rather than
electing all directors annually, these provisions stagger a board,
generally into three annual classes, and call for only one-third to be
elected each year. Staggered boards may help to ensure
leadership continuity, but they also serve as defensive
mechanisms. Classifying the board makes it more difficult to
change control of a company through a proxy contest involving election of
directors. In general, we vote on a case by case basis on
proposals for staggered boards, but generally favor annual elections of
all directors. |
2. |
Cumulative
Voting of Directors. Most
corporations provide that shareholders are entitled to cast one vote for
each director for each share owned - the one share, one vote
standard. The process of cumulative voting, on the other hand,
permits shareholders to distribute the total number of votes they have in
any manner they wish when electing directors. Shareholders may
possibly elect a minority representative to a corporate board by this
process, ensuring representation for all sizes of
shareholders. Outside shareholder involvement can encourage
management to maximize share value. We generally support
cumulative voting of directors. |
3. |
Prevention
of Greenmail. These proposals
seek to prevent the practice of “greenmail”, or targeted share repurchases
by management of company stock from individuals or groups seeking control
of the company. Since only the hostile party receives payment,
usually at a substantial premium over the market value of its shares, the
practice discriminates against all other shareholders. By
making greenmail payments, management transfers significant sums of
corporate cash to one entity, most often for the primary purpose of saving
their jobs. Shareholders are left with an asset-depleted and
often less competitive company. We think that if a corporation
offers to buy back its stock, the offer should be made to all
shareholders, not just to a select group or individual. We are
opposed to greenmail and will support greenmail prevention
proposals. |
4. |
Supermajority
Provisions. These corporate
charter amendments generally require that a very high percentage of share
votes (70-81%) be cast affirmatively to approve a merger, unless the board
of directors has approved it in advance. These provisions have
the potential to give management veto power over merging with another
company, even though a majority of shareholders favor the
merger. In most cases we believe requiring supermajority
approval of mergers places too much veto power in the hands of management
and other minority shareholders, at the expense of the majority
shareholders, and we oppose such
provisions. |
5. |
Defensive
Strategies. These proposals
will be analyzed on a case by case basis to determine the effect on
shareholder value. Our decision will be based on whether the
proposal enhances long-term economic
value. |
6. |
Business
Combinations or Restructuring. These proposals
will be analyzed on a case by case basis to determine the effect on
shareholder value. Our decision will be based on whether the
proposal enhances long-term economic
value. |
7. |
Executive
and Director Compensation. These proposals
will be analyzed on a case by case basis to determine the effect on
shareholder value. Our decision will be based on whether the
proposal enhances long-term economic
value. |
Name of individual
contacted: |
| |
Date: |
Yes / No |
| |
Name of individual
contacted: |
| |
Date: |
8. Portfolio Manager
Signature: |
| |
Date: |
| |
Portfolio Manager
Name: |
| |
|
| |
Portfolio Manager
Signature*: |
| |
Date: |
| |
Portfolio Manager
Name: |
|
• |
Symphony manages the account
of a corporation or a pension fund sponsored by a corporation in which
other Clients of Symphony also own stock. Symphony will vote the proxy for
its other Clients in accordance with Proxy Guidelines and will follow any
directions from the corporation or the pension plan, if different than Proxy
Guidelines. |
• |
An Employee or a member of
his/her immediate family is on the Board of Directors or a member of
senior management of the company that is the issuer of securities held in
a Client’s account. |
• |
Symphony has a borrowing or
other material relationship with a corporation whose securities are the
subject of the proxy. |
• |
The Adviser will vote in favor
of routine corporate housekeeping proposals, including election of
directors (where no corporate governance issues are implicated), selection
of auditors and increases in or reclassification of common
stock. |
• |
The Adviser will vote against
proposals that make it more difficult to replace members of the issuer’s
board of directors, including proposals to stagger the board, cause
management to be overrepresented on the board, introduce cumulative
voting, introduce unequal voting rights and create supermajority
voting. |
• |
whether the proposal was
recommended by management and the Adviser's opinion of
management; |
• |
whether the proposal acts to
entrench existing management; and |
• |
whether the proposal fairly
compensates management for past and future
performance. |
• |
copies of this proxy voting
policy and procedures, and any amendments
thereto; |
• |
a copy of each proxy statement
that the Adviser receives, provided however that the Adviser may rely on
obtaining a copy of proxy statements from the SEC’s EDGAR system for those
proxy statements that are so available, or the assistance of
ISS; |
• |
a record of each vote that the
Adviser casts; |
• |
a copy of any document the
Adviser created that was material to making a decision how to vote
proxies, or that memorializes that decision;
and |
• |
a copy of each written client
request for information on how the Adviser voted such client’s proxies,
and a copy of any written response to any (written or oral) client request
for information on how the Adviser voted its
proxies. |
1. |
Introduction |
2. |
General
|
a. |
Because of the unique nature
of the Master Limited Partnerships (“MLPs”), the Adviser shall evaluate
each proxy of an MLP on a case-by-case basis. Because proxies of MLPs are
expected to relate only to extraordinary measures, the Adviser does not
believe it is prudent to adopt pre-established voting guidelines.
|
b. |
In the event requests for
proxies are received with respect to the voting of equity securities other
than MLP equity units, on routine matters, such as election of directors
or approval of auditors, the proxies usually will be voted with management
unless the Adviser determines it has a conflict or the Adviser determines
there are other reasons not to vote with management. On non-routine
matters, such as amendments to governing instruments, proposals relating
to compensation and stock |
c. |
The Investment Committee of
the Adviser, or a Managing Director of the Adviser designated by the
Investment Committee as listed on Exhibit A hereto (the “Designated
Managing Director”), is responsible for monitoring Adviser’s proxy voting
actions and ensuring that (i) proxies are received and forwarded to
the appropriate decision makers; and (ii) proxies are voted in a
timely manner upon receipt of voting instructions. The Adviser is not
responsible for voting proxies it does not receive, but will make
reasonable efforts to obtain missing
proxies. |
d. |
The Investment Committee of
the Adviser, or the Designated Managing Director, shall implement
procedures to identify and monitor potential conflicts of interest that
could affect the proxy voting process, including (i) significant client
relationships; (ii) other potential material business relationships; and
(iii) material personal and family
relationships. |
e. |
All decisions regarding
proxy voting shall be determined by the Investment Committee of the
Adviser, or the Designated Managing Director, and shall be executed by a
the Designated Managing Director or another portfolio team Managing
Director of the Adviser or, if the proxy may be voted electronically,
electronically voted by any such Managing Director of the Adviser or his
designee, including any of the individuals listed on Exhibit A hereto.
Every effort shall be made to consult with the portfolio manager and/or
analyst covering the security. |
f. |
The Adviser may determine
not to vote a particular proxy, if the costs and burdens exceed the
benefits of voting (e.g., when securities are subject to loan or to share
blocking restrictions). |
3. |
Conflicts
of Interest |
• |
A principal of the Adviser
or any person involved in the proxy decision-making process currently
serves on the Board of the portfolio
company. |
• |
An immediate family member
of a principal of the Adviser or any person involved in the proxy
decision-making process currently serves as a director or executive
officer of the portfolio company. |
• |
The Adviser, any venture
capital fund managed by the Adviser, or any affiliate holds a significant
ownership interest in the portfolio
company. |
4. |
Recordkeeping |
• |
proxy voting policies and
procedures; |
• |
proxy statements (provided,
however, that the Adviser may rely on the Securities and Exchange
Commission’s EDGAR system if the issuer filed its proxy statements via
EDGAR or may rely on a third party as long as the third party has provided
the Adviser with an undertaking to provide a copy of the proxy statement
promptly upon request); |
• |
records of votes cast and
abstentions; and |
• |
any records prepared by the
Adviser that were material to a proxy voting decision or that memorialized
a decision. |
15 |
PROCEDURE
FOR PROXY VOTING AND OTHER CORPORATE
ACTIONS |