Xtrackers
MSCI Emerging Markets Hedged Equity ETF NYSE
Arca, Inc.: DBEM |
|
Xtrackers
MSCI EAFE Hedged Equity ETF NYSE
Arca, Inc.: DBEF |
|
Xtrackers
MSCI Japan Hedged Equity ETF NYSE
Arca, Inc.: DBJP |
|
Xtrackers
MSCI Europe Hedged Equity ETF NYSE
Arca, Inc.: DBEU |
|
Xtrackers
MSCI All World ex US Hedged Equity ETF NYSE
Arca, Inc.: DBAW |
|
Xtrackers
MSCI EAFE High Dividend Yield Equity ETF NYSE
Arca, Inc.: HDEF |
|
Xtrackers
MSCI Eurozone Hedged Equity ETF NYSE
Arca, Inc.: DBEZ |
|
|
|
Board
Member |
Xtrackers
MSCI
Emerging
Markets
Hedged Equity
ETF |
Xtrackers
MSCI
EAFE Hedged
Equity
ETF |
Xtrackers
MSCI
Japan Hedged
Equity
ETF |
Xtrackers
MSCI
Europe
Hedged Equity
ETF |
Independent
Board
Member: | ||||
Stephen
R. Byers |
None |
None |
None |
None |
George
O. Elston |
None |
None |
None |
None |
J.
David Officer |
None |
None |
None |
$50,001 -
$100,000 |
Board
Member |
Xtrackers
MSCI
All World
ex US
Hedged Equity
ETF |
Xtrackers
MSCI EAFE
High Dividend
Yield Equity
ETF |
Xtrackers
MSCI
Eurozone
Hedged Equity
ETF |
Independent
Board
Member: | |||
Stephen
R. Byers |
None |
None |
None |
George
O. Elston |
None |
None |
None |
J.
David Officer |
None |
None |
None |
|
Funds Overseen
by
Board Member in
the
Xtrackers
Funds |
Independent
Board Member: | |
Stephen
R. Byers |
None |
George
O. Elston |
None |
J.
David Officer |
$50,001 -
$100,000 |
Independent
Board
Member |
Owner and
Relationship to
Board
Member |
Company |
Title of
Class |
Value of
Securities on an
Aggregate
Basis |
Percent of
Class on an
Aggregate
Basis |
Stephen
R. Byers |
|
None |
|
|
|
George
O. Elston |
|
None |
|
|
|
J.
David Officer |
|
None |
|
|
|
Name and
Address |
Percentage
Ownership |
Charles
Schwab & Co., Inc.
2423
E. Lincoln Drive
Phoenix,
AZ 85016-1215 |
30.02% |
National
Financial Services LLC
499
Washington Blvd.
Jersey
City, NJ 07310 |
18.30% |
American
Enterprise Investment Services
901
3rd Ave. South
Minneapolis,
MN 55474 |
12.81% |
UBS
Financial Services Inc.
1000
Harbour Blvd.
Weehawken,
NJ 07086 |
9.07% |
Wells
Fargo Clearing Services LLC
2801
Market Street
H0006-09B
St.
Louis, MO 63102 |
6.28% |
Name and
Address |
Percentage
Ownership |
Charles
Schwab & Co., Inc.
2423
E. Lincoln Drive
Phoenix,
AZ 85016-1215 |
24.90% |
Goldman
Sachs & Co. LLC
30
Hudson Street
Proxy
Department
Jersey
City, NJ 07302 |
15.12% |
Name and
Address |
Percentage
Ownership |
American
Enterprise Investment Services
901
3rd Ave. South
Minneapolis,
MN 55474 |
12.46% |
Pershing
LLC
One
Pershing Plaza
Jersey
City, NJ 07399 |
9.27% |
National
Financial Services LLC
499
Washington Blvd.
Jersey
City, NJ 07310 |
8.67% |
Morgan
Stanley Smith Barney LLC
1300
Thames St., 6th Floor
Baltimore,
MD 21231 |
6.01% |
Name and
Address |
Percentage
Ownership |
Charles
Schwab & Co., Inc.
2423
E. Lincoln Drive
Phoenix,
AZ 85016-1215 |
20.29% |
Morgan
Stanley Smith Barney LLC
1300
Thames St., 6th Floor
Baltimore,
MD 21231 |
18.52% |
FID
SSB
3000
Schwab Way
Westlake,
TX 76262 |
9.31% |
The
Bank of New York Mellon
525
William Penn Place
Suite
153-0400
Pittsburgh,
PA 15259 |
6.15% |
JPMorgan
Chase Bank, NA
500
Stanton Christiana Road, 2nd Fl.
Newark,
DE 19713-2107 |
5.92% |
Name and
Address |
Percentage
Ownership |
Morgan
Stanley Smith Barney LLC
1300
Thames St., 6th Floor
Baltimore,
MD 21231 |
24.95% |
Morgan
Stanley Smith Barney LLC
1300
Thames St., 6th Floor
Baltimore,
MD 21231 |
18.93% |
J.P.
Morgan Securities LLC
500
Stanton Christiana Road, 2nd Fl.
Newark,
DE 19713-2107 |
14.70% |
JPMorgan
Chase Bank, Nat’l Association
14201
Dallas Parkway
Dallas,
TX 75254 |
6.34% |
Name and
Address |
Percentage
Ownership |
Charles
Schwab & Co., Inc.
2423
E. Lincoln Drive
Phoenix,
AZ 85016-1215 |
24.79% |
RBC
Capital Markets, LLC
60
S. 6th St – P09
Minneapolis,
MN 55402-4400 |
17.86% |
Merrill
Lynch, Pierce, Fenner & Smith Inc.
101
Hudson St.
Jersey
City, NJ 07302-3997 |
15.35% |
American
Enterprise Investment Services
901
3rd Ave. South
Minneapolis,
MN 55474 |
11.30% |
LPL
Financial Corporation
9785
Towne Centre Drive
San
Diego, CA 92121-1968 |
8.31% |
National
Financial Services LLC
499
Washington Blvd.
Jersey
City, NJ 07310 |
6.91% |
Name and
Address |
Percentage
Ownership |
Charles
Schwab & Co., Inc.
2423
E. Lincoln Drive
Phoenix,
AZ 85016-1215 |
83.07% |
Name and
Address |
Percentage
Ownership |
Charles
Schwab & Co., Inc.
2423
E. Lincoln Drive
Phoenix,
AZ 85016-1215 |
66.65% |
Morgan
Stanley Smith Barney LLC
1300
Thames St., 6th Floor
Baltimore,
MD 21231 |
11.63% |
Name of
Committee |
Number of
Meetings in Last
Fiscal
Year |
Functions |
Current
Board Members |
AUDIT
COMMITTEE |
3 |
The
Audit Committee has the responsibility,
among
other things, to: (i) approve the
selection,
retention, termination and
compensation
of the Trust’s Independent
Registered
Public Accounting Firm; (ii) review
the
scope of the Independent Registered
Public
Accounting Firm’s audit activity; (iii)
review
the audited financial statements; and
(iv)
review with such Independent Registered
Public
Accounting Firm the adequacy and the
effectiveness
of the Trust’s internal controls. |
George
O. Elston
(Chairperson),
Stephen R.
Byers
and J. David Officer |
Name of
Committee |
Number of
Meetings in Last
Fiscal
Year |
Functions |
Current
Board Members |
NOMINATING
COMMITTEE |
0 |
The
Nominating Committee has the
responsibility,
among other things, to identify
and
recommend individuals for Board
membership,
and evaluate candidates for
Board
membership. The Board will consider
recommendations
for Board Members from
shareholders.
Nominations from shareholders
should
be in writing and sent to the Board, to
the
attention of the Chairperson of the
Nominating
Committee, as described in Part II
SAI
Appendix II-A under the caption
“Shareholder
Communications to the Board.” |
J.
David Officer
(Chairperson),
Stephen R.
Byers
and George O. Elston |
Board
Member |
Total Compensation from
the
Xtrackers Fund
Complex(1)
|
Independent
Board Member: | |
Stephen
R. Byers(2)
|
$200,000 |
George
O. Elston(3)
|
$190,000 |
J.
David Officer(4)
|
$175,000 |
Name of
Portfolio Manager |
Dollar Range of
Fund Shares
Owned |
Patrick
Dwyer |
$0 |
Shlomo
Bassous |
$0 |
Ashif
Shaikh |
$0 |
Name of
Portfolio Manager |
Dollar Range of
Fund Shares
Owned |
Patrick
Dwyer |
$0 |
Shlomo
Bassous |
$0 |
Ashif
Shaikh |
$0 |
Name of
Portfolio Manager |
Dollar Range of
Fund Shares
Owned |
Patrick
Dwyer |
$0 |
Shlomo
Bassous |
$0 |
Ashif
Shaikh |
$0 |
Name of
Portfolio Manager |
Dollar Range of
Fund Shares
Owned |
Patrick
Dwyer |
$0 |
Shlomo
Bassous |
$0 |
Ashif
Shaikh |
$0 |
Name of
Portfolio Manager |
Dollar Range of
Fund Shares
Owned |
Patrick
Dwyer |
$0 |
Shlomo
Bassous |
$0 |
Ashif
Shaikh |
$0 |
Name of
Portfolio Manager |
Dollar Range of
Fund Shares
Owned |
Patrick
Dwyer |
$0 |
Shlomo
Bassous |
$0 |
Ashif
Shaikh |
$0 |
Name of
Portfolio Manager |
Dollar Range of
Fund Shares
Owned |
Patrick
Dwyer |
$0 |
Shlomo
Bassous |
$0 |
Ashif
Shaikh |
$0 |
Name
of
Portfolio
Manager |
Number of
Registered
Investment
Companies |
Total Assets of
Registered
Investment
Companies |
Number of
Investment
Company Accounts
with
Performance-
Based
Fee |
Total Assets of
Performance-Based
Fee
Accounts |
Patrick
Dwyer |
29 |
$14,979,432,209 |
0 |
$0 |
Shlomo
Bassous |
29 |
$14,979,432,209 |
0 |
$0 |
Ashif
Shaikh |
29 |
$14,979,432,209 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Registered
Investment
Companies |
Total Assets of
Registered
Investment
Companies |
Number of
Investment
Company Accounts
with
Performance-
Based
Fee |
Total Assets of
Performance-Based
Fee
Accounts |
Patrick
Dwyer |
29 |
$9,067,714,766 |
0 |
$0 |
Shlomo
Bassous |
29 |
$9,067,714,766 |
0 |
$0 |
Ashif
Shaikh |
29 |
$9,067,714,766 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Registered
Investment
Companies |
Total Assets of
Registered
Investment
Companies |
Number of
Investment
Company Accounts
with
Performance-
Based
Fee |
Total Assets of
Performance-Based
Fee
Accounts |
Patrick
Dwyer |
29 |
$14,620,736,669 |
0 |
$0 |
Shlomo
Bassous |
29 |
$14,620,736,669 |
0 |
$0 |
Ashif
Shaikh |
29 |
$14,620,736,669 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Registered
Investment
Companies |
Total Assets of
Registered
Investment
Companies |
Number of
Investment
Company Accounts
with
Performance-
Based
Fee |
Total Assets of
Performance-Based
Fee
Accounts |
Patrick
Dwyer |
29 |
$14,494,814,048 |
0 |
$0 |
Shlomo
Bassous |
29 |
$14,494,814,048 |
0 |
$0 |
Ashif
Shaikh |
29 |
$14,494,814,048 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Registered
Investment
Companies |
Total Assets of
Registered
Investment
Companies |
Number of
Investment
Company Accounts
with
Performance-
Based
Fee |
Total Assets of
Performance-Based
Fee
Accounts |
Patrick
Dwyer |
29 |
$14,898,153,403 |
0 |
$0 |
Shlomo
Bassous |
29 |
$14,898,153,403 |
0 |
$0 |
Ashif
Shaikh |
29 |
$14,898,153,403 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Registered
Investment
Companies |
Total Assets of
Registered
Investment
Companies |
Number of
Investment
Company Accounts
with
Performance-
Based
Fee |
Total Assets of
Performance-Based
Fee
Accounts |
Patrick
Dwyer |
29 |
$13,486,270,226 |
0 |
$0 |
Shlomo
Bassous |
29 |
$13,486,270,226 |
0 |
$0 |
Ashif
Shaikh |
29 |
$13,486,270,226 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Registered
Investment
Companies |
Total Assets of
Registered
Investment
Companies |
Number of
Investment
Company Accounts
with
Performance-
Based
Fee |
Total Assets of
Performance-Based
Fee
Accounts |
Patrick
Dwyer |
29 |
$15,012,380,996 |
0 |
$0 |
Shlomo
Bassous |
29 |
$15,012,380,996 |
0 |
$0 |
Ashif
Shaikh |
29 |
$15,012,380,996 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Pooled
Investment
Vehicles |
Total Assets of
Pooled
Investment
Vehicles |
Number of Pooled
Investment
Vehicle
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
0 |
$0 |
0 |
$0 |
Shlomo
Bassous |
0 |
$0 |
0 |
$0 |
Ashif
Shaikh |
0 |
$0 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Pooled
Investment
Vehicles |
Total Assets of
Pooled
Investment
Vehicles |
Number of Pooled
Investment
Vehicle
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
0 |
$0 |
0 |
$0 |
Shlomo
Bassous |
0 |
$0 |
0 |
$0 |
Ashif
Shaikh |
0 |
$0 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Pooled
Investment
Vehicles |
Total Assets of
Pooled
Investment
Vehicles |
Number of Pooled
Investment
Vehicle
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
0 |
$0 |
0 |
$0 |
Shlomo
Bassous |
0 |
$0 |
0 |
$0 |
Ashif
Shaikh |
0 |
$0 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Pooled
Investment
Vehicles |
Total Assets of
Pooled
Investment
Vehicles |
Number of Pooled
Investment
Vehicle
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
0 |
$0 |
0 |
$0 |
Shlomo
Bassous |
0 |
$0 |
0 |
$0 |
Ashif
Shaikh |
0 |
$0 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Pooled
Investment
Vehicles |
Total Assets of
Pooled
Investment
Vehicles |
Number of Pooled
Investment
Vehicle
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
0 |
$0 |
0 |
$0 |
Shlomo
Bassous |
0 |
$0 |
0 |
$0 |
Ashif
Shaikh |
0 |
$0 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Pooled
Investment
Vehicles |
Total Assets of
Pooled
Investment
Vehicles |
Number of Pooled
Investment
Vehicle
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
0 |
$0 |
0 |
$0 |
Shlomo
Bassous |
0 |
$0 |
0 |
$0 |
Ashif
Shaikh |
0 |
$0 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Pooled
Investment
Vehicles |
Total Assets of
Pooled
Investment
Vehicles |
Number of Pooled
Investment
Vehicle
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
0 |
$0 |
0 |
$0 |
Shlomo
Bassous |
0 |
$0 |
0 |
$0 |
Ashif
Shaikh |
0 |
$0 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Other
Accounts |
Total Assets
of Other
Accounts |
Number of Other
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
24 |
$2,214,210,084 |
0 |
$0 |
Shlomo
Bassous |
24 |
$2,214,210,084 |
0 |
$0 |
Ashif
Shaikh |
24 |
$2,214,210,084 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Other
Accounts |
Total Assets
of Other
Accounts |
Number of Other
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
24 |
$2,214,210,084 |
0 |
$0 |
Shlomo
Bassous |
24 |
$2,214,210,084 |
0 |
$0 |
Ashif
Shaikh |
24 |
$2,214,210,084 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Other
Accounts |
Total Assets
of Other
Accounts |
Number of Other
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
24 |
$2,214,210,084 |
0 |
$0 |
Shlomo
Bassous |
24 |
$2,214,210,084 |
0 |
$0 |
Ashif
Shaikh |
24 |
$2,214,210,084 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Other
Accounts |
Total Assets
of Other
Accounts |
Number of Other
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
24 |
$2,214,210,084 |
0 |
$0 |
Shlomo
Bassous |
24 |
$2,214,210,084 |
0 |
$0 |
Ashif
Shaikh |
24 |
$2,214,210,084 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Other
Accounts |
Total Assets
of Other
Accounts |
Number of Other
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
24 |
$2,214,210,084 |
0 |
$0 |
Shlomo
Bassous |
24 |
$2,214,210,084 |
0 |
$0 |
Ashif
Shaikh |
24 |
$2,214,210,084 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Other
Accounts |
Total Assets
of Other
Accounts |
Number of Other
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
24 |
$2,214,210,084 |
0 |
$0 |
Shlomo
Bassous |
24 |
$2,214,210,084 |
0 |
$0 |
Ashif
Shaikh |
24 |
$2,214,210,084 |
0 |
$0 |
Name
of
Portfolio
Manager |
Number of
Other
Accounts |
Total Assets
of Other
Accounts |
Number of Other
Accounts with
Performance-
Based
Fee |
Total Assets of
Performance-
Based Fee
Accounts |
Patrick
Dwyer |
24 |
$2,214,210,084 |
0 |
$0 |
Shlomo
Bassous |
24 |
$2,214,210,084 |
0 |
$0 |
Ashif
Shaikh |
24 |
$2,214,210,084 |
0 |
$0 |
Fiscal Year
Ended |
Gross Amount
Paid to DBX
for Advisory
Services |
Amount Waived
by DBX for
Advisory
Services |
2024 |
$618,457 |
$1,497 |
2023 |
$588,824 |
$597 |
2022 |
$716,474 |
$526 |
Fiscal Year
Ended |
Gross Amount
Paid to DBX
for Advisory
Services |
Amount Waived
by DBX for
Advisory
Services |
2024 |
$16,456,931 |
$68,772 |
2023 |
$13,981,604 |
$39,289 |
2022 |
$14,601,480 |
$41,152 |
Fiscal Year
Ended |
Gross Amount
Paid to DBX
for Advisory
Services |
Amount Waived
by DBX for
Advisory
Services |
2024 |
$1,462,419 |
$3,930 |
2023 |
$1,017,205 |
$2,792 |
2022 |
$872,880 |
$2,384 |
Fiscal Year
Ended |
Gross Amount
Paid to DBX
for Advisory
Services |
Amount Waived
by DBX for
Advisory
Services |
2024 |
$2,350,132 |
$6,861 |
2023 |
$2,237,736 |
$4,951 |
2022 |
$2,622,041 |
$5,348 |
Fiscal Year
Ended |
Gross Amount
Paid to DBX
for Advisory
Services |
Amount Waived
by DBX for
Advisory
Services |
2024 |
$556,497 |
$3,191 |
2023 |
$538,523 |
$1,633 |
2022 |
$563,611 |
$1,444 |
Fiscal Year
Ended |
Gross Amount
Paid to DBX
for Advisory
Services(1) |
Amount Waived
by DBX for
Advisory
Services |
2024 |
$2,776,379 |
$1,047,626 |
2023 |
$2,149,850 |
$1,039 |
2022 |
$1,697,492 |
$412 |
Fiscal Year
Ended |
Gross Amount
Paid to DBX
for Advisory
Services |
Amount Waived
by DBX for
Advisory
Services |
2024 |
$170,827 |
$74 |
2023 |
$70,718 |
$27 |
2022 |
$66,856 |
$1 |
Fund |
2024 |
2023 |
Xtrackers
MSCI Emerging Markets Hedged Equity ETF |
17% |
16% |
Xtrackers
MSCI EAFE Hedged Equity ETF |
11% |
19% |
Xtrackers
MSCI Japan Hedged Equity ETF |
15% |
18% |
Xtrackers
MSCI Europe Hedged Equity ETF |
12% |
13% |
Xtrackers
MSCI All World ex US Hedged Equity ETF |
9% |
14% |
Xtrackers
MSCI EAFE High Dividend Yield Equity ETF |
26% |
29% |
Xtrackers
MSCI Eurozone Hedged Equity ETF |
14% |
14% |
|
Fiscal
Year |
Brokerage
Commissions
Paid by
Fund |
Xtrackers
MSCI Emerging Markets Hedged Equity
ETF |
2024 |
$14,720 |
|
2023 |
$10,196 |
|
2022 |
$12,693 |
Xtrackers
MSCI EAFE Hedged Equity ETF |
2024 |
$107,493 |
|
2023(1) |
$181,019 |
|
2022 |
$82,275 |
Xtrackers
MSCI Japan Hedged Equity ETF |
2024 |
$14,262 |
|
2023(2) |
$10,279 |
|
2022 |
$5,666 |
Xtrackers
MSCI Europe Hedged Equity ETF |
2024 |
$11,509 |
|
2023 |
$11,396 |
|
2022 |
$12,602 |
Xtrackers
MSCI All World ex US Hedged Equity ETF |
2024 |
$3,966 |
|
2023 |
$8,702 |
|
2022 |
$8,275 |
Xtrackers
MSCI EAFE High Dividend Yield Equity ETF |
2024(3) |
$51,613 |
|
2023 |
$19,387 |
|
2022 |
$20,034 |
Xtrackers
MSCI Eurozone Hedged Equity ETF |
2024 |
$925 |
|
2023 |
$346 |
|
2022 |
$376 |
Name of
Regular Broker or Dealer or Parent
(Issuer) |
Securities of Regular Broker
Dealers |
UBS
Securities LLC |
$35,656,592 |
Barclays
Capital, Inc. |
$14,708,371 |
Name of
Regular Broker or Dealer or Parent
(Issuer) |
Securities of Regular Broker
Dealers |
Mizuho
Securities USA, Inc. |
$5,483,450 |
Name of
Regular Broker or Dealer or Parent
(Issuer) |
Securities of Regular Broker
Dealers |
UBS
Securities LLC |
$5,094,796 |
Barclays
Capital, Inc. |
$2,084,522 |
Name of
Regular Broker or Dealer or Parent
(Issuer) |
Securities of Regular Broker
Dealers |
Barclays
Capital, Inc. |
$604,625 |
UBS
Securities LLC |
$250,076 |
|
Xtrackers
MSCI
Emerging
Markets
Hedged
Equity
ETF |
Xtrackers
MSCI
EAFE
Hedged
Equity
ETF |
Xtrackers
MSCI
Japan
Hedged
Equity
ETF |
Xtrackers
MSCI
Europe
Hedged
Equity
ETF |
Gross
income from securities lending activities
(including
income
from cash collateral reinvestment) |
$7,445 |
$2,907,685 |
$236,341 |
$149,889 |
Fees
and/or compensation for securities lending activities and related
services | ||||
Fees
paid to securities lending agent from a revenue split1 |
$267 |
$55,754 |
$2,492 |
$6,637 |
Fees
paid for any cash collateral management service
(including
fees deducted from a pooled cash collateral
reinvestment
vehicle) that are not included in the revenue
split |
$1,494 |
$95,894 |
$11,314 |
$7,160 |
Administrative
fees not included in revenue split |
$0 |
$0 |
$0 |
$0 |
Indemnification
fees not included in revenue split |
$0 |
$0 |
$0 |
$0 |
|
Xtrackers
MSCI
Emerging
Markets
Hedged
Equity
ETF |
Xtrackers
MSCI
EAFE
Hedged
Equity
ETF |
Xtrackers
MSCI
Japan
Hedged
Equity
ETF |
Xtrackers
MSCI
Europe
Hedged
Equity
ETF |
Rebate
(paid to borrower) |
$3,127 |
$2,230,992 |
$197,417 |
$70,978 |
Other
fees not included in revenue split |
$0 |
$0 |
$0 |
$0 |
Aggregate
fees/compensation for securities lending
activities
and related services |
$4,888 |
$2,382,640 |
$211,223 |
$84,775 |
Net
income from securities lending activities |
$2,557 |
$525,045 |
$25,118 |
$65,114 |
|
Xtrackers
MSCI All
World ex US
Hedged
Equity
ETF |
Xtrackers
MSCI EAFE
High Dividend
Yield
Equity
ETF |
Xtrackers MSCI
Eurozone
Hedged Equity
ETF |
Gross
income from securities lending activities
(including
income from cash collateral reinvestment) |
$13,728 |
$1,711,722 |
$7,636 |
Fees
and/or compensation for securities lending activities and related
services | |||
Fees
paid to securities lending agent from a revenue
split1 |
$535 |
$28,167 |
$302 |
Fees
paid for any cash collateral management service
(including
fees deducted from a pooled cash collateral
reinvestment
vehicle) that are not included in the
revenue
split |
$5,762 |
$56,678 |
$534 |
Administrative
fees not included in revenue split |
$0 |
$0 |
$0 |
Indemnification
fees not included in revenue split |
$0 |
$0 |
$0 |
Rebate
(paid to borrower) |
$3,801 |
$1,334,257 |
$3,380 |
Other
fees not included in revenue split |
$0 |
$0 |
$0 |
Aggregate
fees/compensation for securities lending
activities
and related services |
$10,098 |
$1,419,102 |
$4,216 |
Net
income from securities lending activities |
$3,630 |
$292,620 |
$3,420 |
Fund and
its Fiscal Year End |
Exchange |
CUSIP
Number |
Xtrackers
MSCI Emerging Markets Hedged Equity
ETF |
NYSE
Arca, Inc. |
233051101 |
Fiscal
Year End: 5/31 |
|
|
Xtrackers
MSCI EAFE Hedged Equity ETF |
NYSE
Arca, Inc. |
233051200 |
Fiscal
Year End: 5/31 |
|
|
Xtrackers
MSCI Japan Hedged Equity ETF |
NYSE
Arca, Inc. |
233051507 |
Fiscal
Year End: 5/31 |
|
|
Xtrackers
MSCI Europe Hedged Equity ETF |
NYSE
Arca, Inc. |
233051853 |
Fiscal
Year End: 5/31 |
|
|
Xtrackers
MSCI All World ex US Hedged Equity ETF |
NYSE
Arca, Inc. |
233051820 |
Fiscal
Year End: 5/31 |
|
|
Xtrackers
MSCI EAFE High Dividend Yield Equity ETF |
NYSE
Arca, Inc. |
233051713 |
Fiscal
Year End: 5/31 |
|
|
Xtrackers
MSCI Eurozone Hedged Equity ETF |
NYSE
Arca, Inc. |
233051697 |
Fiscal
Year End: 5/31 |
|
|
|
Page |
II-1 | |
II-1 | |
II-3 | |
II-3 | |
II-4 | |
II-4 | |
II-6 | |
II-11 | |
II-12 | |
II-12 | |
II-13 | |
II-14 | |
II-14 | |
II-14 | |
II-15 | |
II-15 | |
II-21 | |
II-25 | |
II-32 | |
II-34 | |
II-35 | |
II-86 | |
II-100 |
A+ |
Highest |
B+ |
Average |
C |
Lowest |
A |
High |
B |
Below
Average |
D |
In
Reorganization |
A– |
Above
Average |
B– |
Low |
LIQ |
Liquidation |
Name, Year
of Birth,
Position
with the
Trust and Length
of Time
Served(1)
|
Business
Experience and
Directorships
During the Past 5 Years |
Number
of
Portfolios
in
Fund
Complex
Overseen |
Other
Directorships
Held
by
Board
Member |
Stephen
R. Byers (1953)
Chairperson
since 2016,
and
Board Member since
2011
(formerly, Lead
Independent
Board
Member,
2015-2016) |
Independent
Director (2011- present);
Independent
Consultant (2014-present);
Director
of Investment Management, the
Dreyfus
Corporation (2000-2006) and Vice
Chairman
and Chief Investment Officer, the
Dreyfus
Corporation (2002-2006).Former
Directorship:
Sierra Income Corporation. |
41 |
The
Arbitrage Funds, Mutual
Fund
Directors Forum,
Barings
BDC (BBDC) |
George
O. Elston (1964)
Board
Member since 2011,
Chairperson
of the Audit
Committee
since 2015 |
Chief
Financial Officer, EyePoint
Pharmaceuticals,
Inc. (2019-present); Chief
Financial
Officer, Enzyvant (2018-2019);
Chief
Executive Officer, 2X Oncology, Inc.
(2017-2018);
Senior Vice President and Chief
Financial
Officer, Juniper Pharmaceuticals,
Inc.
(2014-2016); Senior Vice President and
Chief
Financial Officer, KBI BioPharma Inc.
(2013-2014);
Managing Partner, Chatham
Street
Partners (2010-2013). |
41 |
- |
J.
David Officer (1948)
Board
Member since 2011,
Chairperson
of the
Nominating
Committee
since
2015 |
Independent
Director (2010-present); Vice
Chairman,
the Dreyfus Corporation (2006-
2009);
President, The Dreyfus Family of
Funds,
Inc. (2006-2009). Former
Directorships:
Old Westbury Funds (xxxx
-2023). |
41 |
(Chairman
of) Ilex
Management
Ltd; |
Name, Year
of Birth, Position
with the
Trust and Length of
Time
Served(3)
|
Business
Experience and
Directorships
During the Past 5 Years |
Arne
Noack(4)
(1983)
President
and Chief Executive
Officer
2024-present |
Managing
Direcor, DWS; Regional Head of Systematic Investment Solutions, Americas
of
DWS Investment Management Americas, Inc.(since 2021); Formerly: Co-Head
Product
Americas DWS Investment Management Americas, Inc. (2019-2020); Head of
Exchange
Traded Product Development USA, Xtrackers, DWS (2015-2019); and Head of
Exchange
Traded Product Development EMEA, Xtrackers
(2012-2015). |
Freddi
Klassen(4)
(1975)
Chief
Operating Officer, 2024-
present |
Director,
DWS; Chief Administrative Officer Investment Division Americas, of DWS
Investment
Management Americas, Inc. and Manager (since 2023) and Chief
Operating
Officer of the Advisor (2016–present). Formerly: President and Chief
Executive
Officer, DBX ETF Trust (2016-2024); Programmes (Head 2021-2023), of DWS
Investment
Management Americas, Inc.; Chief Operating Officer in the Americas for
the
Traditional Asset Classes Department (2014–2020); Global Chief Operating
Officer
for
Equities Technology in the Investment Bank Division at Deutsche Bank AG
(2013-
2014);
Chief Operating Officer for Exchange Traded Funds and Systematic Funds in
Europe
(2008-2013). |
Diane
Kenneally(5)
(1966)
Treasurer,
Chief Financial
Officer
and Controller, 2019-
present |
Director,
DWS; Fund Administration Treasurer’s Office (Head since 2024), of DWS
Investment
Management Americas, Inc.; Chief Financial Officer and Treasurer for DWS
US
registered investment companies advised by DWS Investment Management
Americas,
Inc. (2018-present); Treasurer and Chief Financial Officer, The European
Equity
Fund, Inc., The New Germany Fund, Inc. and The Central and Eastern Europe
Fund,
Inc. (2018-present); formerly: Assistant Treasurer for the DWS funds
(2007-2018);
and
Co-Head of DWS Treasurer’s Office (2018-2024).. |
Frank
Gecsedi(4)
(1967)
Chief
Compliance Officer,
2010-present |
Director,
DWS; AFC Compliance US (Senior Team Lead), of DWS Investment
Management
Americas, Inc.; Compliance Department (2016-present), Vice President in
the
Deutsche Asset Management Compliance Department at Deutsche Bank AG
(2013-2016)
and Chief Compliance Officer of the Advisor (2010-present); Chief
Compliance
Officer of DWS Distributors, Inc. (2019-2022); Vice President in Deutsche
Bank’s
Global Markets Legal, Risk and Capital Division
(2010-2012). |
John
Millette(5)
(1962)
Secretary,
2020-present |
Director,
DWS; Legal (Associate General Counsel), DWS US Retail Legal
(2003-
present),
of DWS Investment Management Americas, Inc.; Vice President and
Secretary
of DWS US registered investment companies advised by DWS Investment
Management
Americas, Inc. (1999-present); Chief Legal Officer, DWS Investment
Management
Americas, Inc. (2015-present); Director and Vice President of DWS Trust
Company
(2016-present); Vice President, DBX Advisors LLC (2021-present);
Secretary,
The
European Equity Fund, Inc., The New Germany Fund, Inc. and The Central and
Eastern
Europe Fund, Inc. (2011-present); formerly: Secretary of Deutsche
Investment
Management
Americas Inc. (2015-2017); and Assistant Secretary of DBX ETF Trust
(2019-2020). |
Caroline
Pearson (5)
(1962)
Assistant
Secretary, 2020-
present |
Managing
Director, DWS; Legal (Regional Head of Legal, Americas), DWS US Retail
Legal,
of DWS Investment Management Americas, Inc.(since 2024); Chief Legal
Officer
of DWS US registered investment companies advised by DWS Investment
Management
Americas, Inc. (2010-present); Chief Legal Officer, DBX Advisors LLC
(2019-present);
Chief Legal Officer, The European Equity Fund, Inc., The New Germany
Fund,
Inc. and The Central and Eastern Europe Fund, Inc. (2012-present);
formerly:
Secretary,
Deutsche AM Distributors, Inc. (2002-2017); Secretary, Deutsche AM
Service
Company (2010-2017); Chief Legal Officer, DBX Strategic Advisors LLC
(2020-
2021);
and Legal (Senior Team Lead) DWS (2020-2024). |
Yvonne
Wong(5)
(1960)
Assistant
Treasurer, since
November
14, 2023 |
Vice
President, DWS; Fund Administration (Senior Analyst), of DWS Investment
Management
Americas, Inc.; Assistant Treasurer for DWS US registered investment
companies
advised by DWS Investment Management Americas, Inc. (since December
1,
2023). |
Jeffrey
Berry(5)
(1959)
Assistant
Treasurer, 2019-
present |
Director,
DWS; Fund Administration (Senior Specialist), of DWS Investment
Management
Americas, Inc. |
Name, Year
of Birth, Position
with the
Trust and Length of
Time
Served(3) |
Business
Experience and
Directorships
During the Past 5 Years |
Sheila
Cadogan(5)
(1966)
Assistant
Treasurer, 2019-
present |
Director,
DWS; Fund Administration Treasurer’s Office, Head of Accounting and Vendor
Oversight
(since 2024), of DWS Investment Management Americas, Inc.; Assistant
Treasurer
for DWS US registered investment companies advised by DWS Investment
Management
Americas, Inc. (2017-present); Director and Vice President, DWS Trust
Company
(2018-present); Assistant Treasurer, The European Equity Fund, Inc., The
New
Germany
Fund, Inc. and The Central and Eastern Europe Fund, Inc. (2018-present).
Formerly:
Co-Head of DWS Treasurer’s Office (2018-2024). |
Christina
A. Morse(6)
(1964)
Assistant
Secretary, 2017-
present |
Senior
Vice President, Director Regulatory Administration at BNY Mellon Asset
Servicing
(2023-present); Vice President at BNY Mellon Asset Servicing (2014-2023);
Vice
President and Counsel at Lord Abbett & Co. LLC
(2013-2014). |
Christian
Rijs(4)(1980)
Anti-Money
Laundering
Compliance
Officer, 2021 -
present |
Director,
DWS; Senior Team Lead Anti-Financial Crime and Compliance, of DWS
Investment
Management Americas, Inc.; AML Officer, DWS Trust Company (since
November
2, 2021); AML Officer, DWS US registered investment companies advised
by
DWS Investment Management Americas, Inc. (since October 6, 2021); AML
Officer,
The
European Equity Fund, Inc., The New Germany Fund, Inc. and The Central and
Eastern
Europe Fund, Inc. (since November 12, 2021); formerly: DWS UK &
Ireland
Head
of Anti-Financial Crime and MLRO. |
Rich
Kircher(5)(1962)
Deputy
Anti-Money Laundering
Compliance
Officer, since
August
13, 2024 |
Director,
DWS; Senior Team Lead Anti-Financial Crime and Compliance, of DWS
Investment
Management Americas, Inc.; Deputy AML Officer, The European Equity
Fund,
Inc., The New Germany Fund, Inc. and The Central and Eastern Europe Fund,
Inc.
(since
July 26, 2024); Deputy AML Officer, DWS US registered investment companies
advised
by DWS Investment Management Americas, Inc. (since September 20, 2024);
formerly:
BSA & Sanctions Compliance Officer for Putnam
Investments. |
Fund
Name |
Unitary
Advisory Fee Rate |
MSCI
Currency Hedged Funds |
|
Xtrackers
MSCI All World ex US Hedged Equity ETF |
0.40% |
Xtrackers
MSCI EAFE Hedged Equity ETF |
0.35% |
Xtrackers
MSCI Emerging Markets Hedged Equity
ETF |
0.65% |
Xtrackers
MSCI Europe Hedged Equity ETF |
0.45% |
Xtrackers
MSCI Eurozone Hedged Equity ETF |
0.45% |
Xtrackers
MSCI Japan Hedged Equity ETF |
0.45% |
Specialty
Funds |
|
Xtrackers
International Real Estate ETF |
0.10% |
Equity
Funds |
|
Xtrackers
Artificial Intelligence and Big Data ETF |
0.35% |
Xtrackers
Cybersecurity Select Equity ETF |
0.20% |
Xtrackers
Emerging Markets Carbon Reduction and
Climate
Improvers ETF |
0.15% |
Xtrackers
FTSE Developed Ex US Multifactor ETF |
0.24% |
Xtrackers
MSCI EAFE ESG Leaders Equity ETF |
0.14% |
Xtrackers
MSCI EAFE High Dividend Yield Equity ETF |
0.09% |
Xtrackers
MSCI Emerging Markets ESG Leaders
Equity
ETF |
0.20% |
Xtrackers
MSCI Kokusai Equity ETF |
0.09% |
Xtrackers
MSCI USA Climate Action Equity ETF |
0.07% |
Xtrackers
MSCI USA ESG Leaders Equity ETF |
0.09% |
Xtrackers
Net Zero Pathway Paris Aligned US Equity
ETF |
0.10% |
Xtrackers
Russell 1000 US Quality at a Reasonable
Price
ETF |
0.19% |
Xtrackers
Russell US Multifactor ETF |
0.17% |
Xtrackers
S&P 500 Carbon Budget ETF |
0.09% |
Xtrackers
S&P 500 ESG ETF |
0.10% |
Xtrackers
S&P 500 Growth ESG ETF |
0.15% |
Xtrackers
S&P 500 Value ESG ETF |
0.15% |
Xtrackers
S&P ESG Dividend Aristocrats ETF |
0.15% |
Xtrackers
S&P MidCap 400 ESG ETF |
0.15% |
Xtrackers
Semiconductor Select Equity ETF |
0.15% |
Xtrackers
US Green Infrastructure Select Equity ETF |
0.35% |
Xtrackers
US National Critical Technologies ETF |
0.35% |
China
Funds |
|
Xtrackers
Harvest CSI 300 China A-Shares ETF |
0.65% |
Fund
Name |
Unitary
Advisory Fee Rate |
Xtrackers
Harvest CSI 500 China A-Shares Small Cap
ETF |
0.65% |
Fixed
Income Funds |
|
Xtrackers
California Municipal Bond ETF |
0.07% |
Xtrackers
High Beta High Yield Bond ETF |
0.20% |
Xtrackers
Low Beta High Yield Bond ETF |
0.20% |
Xtrackers
Municipal Infrastructure Revenue Bond
ETF |
0.15% |
Xtrackers
Risk Managed USD High Yield Strategy
ETF(1)
|
0.30% |
Xtrackers
Short Duration High Yield Bond ETF |
0.20% |
Xtrackers
US 0-1 Year Treasury ETF |
0.06% |
Xtrackers
USD High Yield BB-B ex Financials ETF |
0.20% |
Xtrackers
USD High Yield Corporate Bond ETF |
0.05% |
Active ETF
Funds |
|
Xtrackers
RREEF Global Natural Resources ETF |
0.45% |
Term |
Definition |
Action
Group |
A
sub-group of the PVSC (as defined below) that will
include
the Chairperson(s) and at least one other
member
of the PVSC. |
ISS |
Institutional
Shareholder Services, Inc. |
PVSC |
Proxy
Voting Sub-Committee |
SEC |
Securities
and Exchange Commission |
1940
Act |
Investment
Company Act of 1940, as
amended |
|
BOARD OF
DIRECTORS |
|
Independence |
|
Composition |
|
Responsiveness |
|
Accountability |
|
Problematic
Takeover Defenses, Capital
Structure
and Governance Structure |
|
Problematic
Audit-Related Practices |
|
Problematic
Compensation Practices |
|
Problematic
Pledging of Company Stock |
|
Climate
Accountability |
|
Governance
Failures |
|
Voting on
Director Nominees in Contested
Elections |
|
Vote-No
Campaigns |
|
Proxy
Contests/Proxy Access |
|
Other
Board Related Proposals |
|
Adopt
Anti-Hedging/Pledging/Speculative
Investments
Policy |
|
Board
Refreshment |
|
Term/Tenure
Limits |
|
Age
Limits |
|
Board
Size |
|
Classification/Declassification
of the Board |
|
CEO
Succession Planning |
|
Cumulative
Voting |
|
Director
and Officer Indemnification, Liability
Protection
and Exculpation |
|
Establish/Amend
Nominee Qualifications |
|
Establish
Other Board Committee Proposals |
|
Filling
Vacancies/Removal of Directors |
|
Independent
Board Chair |
|
Majority
of Independent Directors/
Establishment
of Independent Committees |
|
Majority
Vote Standard for the Election of
Directors |
|
Proxy
Access |
|
Require
More Nominees than Open Seats |
|
Shareholder
Engagement Policy (Shareholder
Advisory
Committee) |
|
AUDIT-RELATED |
|
Auditor
Indemnification and Limitation of
Liability |
|
Auditor
Ratification |
|
Shareholder
Proposals Limiting Non-Audit
Services |
|
Shareholder
Proposals on Audit Firm
Rotation |
|
SHAREHOLDER
RIGHTS & DEFENSES |
|
Advance
Notice Requirements for
Shareholder
Proposals/Nominations |
|
Amend
Bylaws without Shareholder
Consent |
|
Control
Share Acquisition Provisions |
|
Control
Share Cash-Out Provisions |
|
Disgorgement
Provisions |
|
Fair Price
Provisions |
|
Freeze-Out
Provisions |
|
Greenmail |
|
Shareholder
Litigation Rights |
|
Federal
Forum Selection Provisions |
|
Exclusive
Forum Provisions for State Law
Matters |
|
Fee
shifting |
|
Net
Operating Loss (NOL) Protective
Amendments |
|
Poison
Pills (Shareholder Rights Plans) |
|
Shareholder
Proposals to Put Pill to a Vote
and/or
Adopt a Pill Policy |
|
Management
Proposals to Ratify a Poison Pill |
|
Management
Proposals to Ratify a Pill to
Preserve
Net Operating Losses (NOLs) |
|
Proxy
Voting Disclosure, Confidentiality, and
Tabulation |
|
Ratification
Proposals: Management
Proposals
to Ratify Existing Charter or Bylaw
Provisions |
|
Reimbursing
Proxy Solicitation
Expenses |
|
Reincorporation
Proposals |
|
Shareholder
Ability to Act by Written Consent |
|
Shareholder
Ability to Call Special Meetings |
|
Stakeholder
Provisions |
|
State
Antitakeover Statutes |
|
Supermajority
Vote Requirements |
|
Virtual
Shareholder Meetings |
|
CAPITAL
RESTRUCTURING |
|
Capital |
|
Adjustments
to Par Value of Common Stock |
|
Common
Stock Authorization |
|
Dual
Class Structure |
|
Issue
Stock for Use with Rights Plan |
|
Preemptive
Rights |
|
Preferred
Stock Authorization |
|
Recapitalization
Plans |
|
Reverse
Stock Splits |
|
Share
Issuance Mandates at U.S. Domestic
Issuers
Incorporated Outside the U.S. |
|
Share
Repurchase Programs |
|
Share
Repurchase Programs Shareholder
Proposals |
|
Stock
Distributions: Splits and Dividends |
|
Tracking
Stock |
|
Restructuring |
|
Appraisal
Rights |
|
Asset
Purchases |
|
Asset
Sales |
|
Bundled
Proposals |
|
Conversion
of Securities |
|
Corporate
Reorganization/Debt
Restructuring/Prepackaged
Bankruptcy Plans/
Reverse
Leveraged Buyouts/Wrap Plans |
|
Formation
of Holding Company |
|
Going
Private and Going Dark Transactions
(LBOs
and Minority Squeeze-outs) |
|
Joint
Ventures |
|
Liquidations |
|
Mergers
and Acquisitions |
|
Private
Placements/Warrants/Convertible
Debentures |
|
Reorganization/Restructuring
Plan
(Bankruptcy) |
|
Special
Purpose Acquisition Corporations
(SPACs) |
|
Special
Purpose Acquisition Corporations
(SPACs)
- Proposals for Extensions |
|
Spin-offs |
|
Value
Maximization Shareholder Proposals |
|
COMPENSATION |
|
Executive
Pay Evaluation |
|
Advisory
Votes on Executive
Compensation—Management
Proposals
(Say-on-Pay) |
|
Frequency
of Advisory Vote on Executive
Compensation
(“Say
When on Pay”) |
|
Voting
on Golden Parachutes in an
Acquisition,
Merger, Consolidation, or
Proposed
Sale |
|
Equity-Based
and Other Incentive Plans |
|
Further
Information on certain EPSC Factors: |
|
Egregious
Factors |
|
Amending
Cash and Equity Plans (including
Approval
for Tax Deductibility (162(m)) |
|
Specific
Treatment of Certain Award Types in
Equity
Plan Evaluations |
|
Operating
Partnership (OP) Units in Equity
Plan
Analysis of Real Estate Investment
Trusts
(REITs) |
|
Other
Compensation Plans |
|
401(k)
Employee Benefit Plans |
|
Employee
Stock Ownership Plans (ESOPs) |
|
Employee
Stock Purchase Plans—Qualified
Plans |
|
Employee
Stock Purchase Plans—Non-
Qualified
Plans |
|
Option
Exchange Programs/Repricing
Options |
|
Stock
Plans in Lieu of Cash |
|
Transfer
Stock Option (TSO) Programs |
|
Director
Compensation |
|
Shareholder
Ratification of Director Pay
Programs |
|
Equity
Plans for Non-Employee Directors |
|
Non-Employee
Director Retirement Plans |
|
Shareholder
Proposals on Compensation |
|
Bonus
Banking/Bonus Banking “Plus” |
|
Compensation
Consultants-Disclosure of
Board
or Company’s Utilization |
|
Disclosure/Setting
Levels or Types of
Compensation
for Executives and Directors |
|
Golden
Coffins/Executive Death Benefits |
|
Hold
Equity Past Retirement or for a
Significant
Period of Time |
|
Pay
Disparity |
|
Pay
for Performance/Performance-Based
Awards |
|
Pay
for Superior Performance |
|
Pre-Arranged
Trading Plans (10b5-1 Plans) |
|
Prohibit
Outside CEOs from Serving on
Compensation
Committees |
|
Recoupment
of Incentive or Stock
Compensation
in Specified Circumstances |
|
Severance
and Golden Parachute
Agreements |
|
Share
Buyback Impact on Incentive Program
Metrics |
|
Supplemental
Executive Retirement Plans
(SERPs) |
|
Tax
Gross-Up Proposals |
|
Termination
of Employment Prior to
Severance
Payment/Eliminating Accelerated
Vesting
of Unvested Equity |
|
ROUTINE /
MISCELLANEOUS |
|
Adjourn
Meeting |
|
Amend
Quorum Requirements |
|
Amend
Minor Bylaws |
|
Change
Company Name |
|
Change
Date, Time, or Location of Annual
Meeting |
|
Other
Business |
|
SOCIAL AND
ENVIRONMENTAL ISSUES |
|
General
Approach |
|
Endorsement
of Principles |
|
Animal
Welfare |
|
Animal
Welfare Policies |
|
Animal
Testing |
|
Animal
Slaughter |
|
Consumer
Issues |
|
Genetically
Modified Ingredients |
|
Reports
on Potentially Controversial
Business/Financial
Practices |
|
Pharmaceutical
Pricing, Access to
Medicines,
and Prescription Drug
Reimportation |
|
Product
Safety and Toxic/Hazardous Materials |
|
Tobacco-Related
Proposals |
|
Climate
Change |
|
Say
on Climate (SoC) Management
Proposals |
|
Say
on Climate (SoC) Shareholder Proposals |
|
Climate
Change/Greenhouse Gas (GHG)
Emissions |
|
Energy
Efficiency |
|
Renewable
Energy |
|
Diversity |
|
Board
Diversity |
|
Equality
of Opportunity |
|
Gender
Identity, Sexual Orientation, and
Domestic
Partner Benefits |
|
Gender,
Race / Ethnicity Pay Gap |
|
Racial
Equity and/or Civil Rights Audit
Guidelines |
|
Environment
and Sustainability |
|
Facility
and Workplace Safety |
|
General
Environmental Proposals and
Community
Impact Assessments |
|
Hydraulic
Fracturing |
|
Operations
in Protected Areas |
|
Recycling |
|
Sustainability
Reporting |
|
Water
Issues |
|
General
Corporate Issues |
|
Charitable
Contributions |
|
Data
Security, Privacy, and Internet Issues |
|
Environmental,
Social, and Governance (ESG)
Compensation-Related
Proposals |
|
Human
Rights, Human Capital
Management,
and International
Operations |
|
Human
Rights Proposals |
|
Mandatory
Arbitration |
|
Operations
in High Risk Markets |
|
Outsourcing/Offshoring |
|
Sexual
Harassment |
|
Weapons
and Military Sales |
|
Political
Activities |
|
Lobbying |
|
Political
Contributions |
|
Political
Expenditures and Lobbying
Congruency |
|
Political
Ties |
|
REGISTERED
INVESTMENT COMPANY
PROXIES |
|
Election
of Directors |
|
Closed End
Fund - Unilateral Opt-In to
Control
Share Acquisition Statutes |
|
Converting
Closed-end Fund to Open-end
Fund |
|
Proxy
Contests |
|
Investment
Advisory Agreements |
|
Approving
New Classes or Series of
Shares |
|
Preferred
Stock Proposals |
|
1940 Act
Policies |
|
Changing a
Fundamental Restriction to a
Nonfundamental
Restriction |
|
Change
Fundamental Investment
Objective
to Nonfundamental |
|
Name
Change Proposals |
|
Change in
Fund's Subclassification |
|
Business
Development Companies—
Authorization
to Sell Shares of Common
Stock at a
Price below Net Asset Value |
|
Disposition
of Assets/Termination/
Liquidation |
|
Changes to
the Charter Document |
|
Changing
the Domicile of a Fund |
|
Authorizing
the Board to Hire and
Terminate
Subadvisors Without
Shareholder
Approval |
|
Distribution
Agreements |
|
Master-Feeder
Structure |
|
Mergers |
|
Shareholder
Proposals for Mutual Funds |
|
Establish
Director Ownership Requirement |
|
Reimburse
Shareholder for Expenses
Incurred |
|
Terminate
the Investment Advisor |
|
INTERNATIONAL
PROXY VOTING |
|
Appendix
I |