FUND HISTORY |
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DESCRIPTION OF THE FUND'S
INVESTMENTS AND RISKS |
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LEADERSHIP STRUCTURE AND BOARD
OF DIRECTORS |
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INVESTMENT ADVISORY AND OTHER
SERVICES |
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MULTIPLE CLASS
STRUCTURE |
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INTERMEDIARY
COMPENSATION |
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BROKERAGE ALLOCATION AND OTHER
PRACTICES |
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PRICING OF ACCOUNT
SHARES |
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TAX STATUS |
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PORTFOLIO HOLDINGS
DISCLOSURE |
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PROXY VOTING POLICIES AND
PROCEDURES |
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FINANCIAL
STATEMENTS |
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INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM |
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GENERAL
INFORMATION |
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CONTROL PERSONS AND PRINCIPAL
HOLDERS OF SECURITIES |
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PORTFOLIO MANAGER
DISCLOSURE |
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APPENDIX A |
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APPENDIX B - DESCRIPTION OF
BOND RATINGS |
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APPENDIX C - PROXY VOTING
POLICIES |
Share
Class | ||
Account
Name |
1 |
2 |
Balanced |
X |
|
Bond & Mortgage
Securities |
X |
X |
Bond Market
Index |
X |
|
Diversified
Balanced |
X | |
Diversified Balanced Managed
Volatility |
X | |
Diversified
Growth |
X | |
Diversified Growth Managed
Volatility |
X | |
Diversified
Income |
X | |
Diversified
International |
X |
X |
Equity Income |
X |
X |
Government & High Quality
Bond |
X |
X |
Income |
X |
X |
International Emerging
Markets |
X |
X |
LargeCap Blend
II |
X |
X |
LargeCap
Growth |
X |
X |
LargeCap Growth
I |
X |
X |
LargeCap S&P 500
Index |
X |
X |
LargeCap S&P 500 Managed
Volatility Index |
X |
|
LargeCap Value |
X |
X |
MidCap |
X |
X |
Money Market |
X |
X |
Principal Capital
Appreciation |
X |
X |
Principal LifeTime Strategic
Income |
X |
|
Principal LifeTime
2010 |
X |
|
Principal LifeTime
2020 |
X |
X |
Principal LifeTime
2030 |
X |
X |
Principal LifeTime
2040 |
X |
X |
Principal LifeTime
2050 |
X |
X |
Principal LifeTime
2060 |
X |
|
Real Estate
Securities |
X |
X |
SAM (Strategic Asset
Management) Balanced |
X |
X |
SAM (Strategic Asset
Management) Conservative Balanced |
X |
X |
SAM (Strategic Asset
Management) Conservative Growth |
X |
X |
SAM (Strategic Asset
Management) Flexible Income |
X |
X |
SAM (Strategic Asset
Management) Strategic Growth |
X |
X |
Short-Term
Income |
X |
X |
SmallCap Blend |
X |
X |
SmallCap Growth
II |
X |
X |
SmallCap Value
I |
X |
X |
1) |
Account 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) |
Account 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) |
Account 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 Account reserves freedom of
action to hold and to sell real estate acquired as a result of the
Account’s ownership of securities. |
4) |
Account may not borrow money,
except as permitted under the Investment Company Act of 1940, as amended,
and as interpreted, modified or otherwise permitted by regulatory
authority having jurisdiction, from time to
time. |
5) |
Account 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) |
Account, except the Real
Estate Securities Account, 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) |
Account may not act as an
underwriter of securities, except to the extent that the Account may be
deemed to be an underwriter in connection with the sale of securities held
in its portfolio. |
8) |
Account 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 Real Estate Securities Account (the restriction applies to the Bond
Market Index Account, LargeCap S&P 500 Index Account, and LargeCap
S&P 500 Managed Volatility Index Account except to the extent that the
related Index is also so concentrated). |
1) |
Invest more than 15% (5% in
the case of the Money Market Account) 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. |
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 in put or call options,
futures contracts, options on futures contracts, and over-the-counter swap
contracts are not deemed to be pledges or other
encumbrances. |
3) |
Invest in companies for the
purpose of exercising control or
management. |
4) |
Invest more than 25% of its
assets in foreign securities, except that the Diversified International,
International Emerging Markets, and Money Market Accounts each may invest
up to 100% of its assets in foreign securities. The Bond Market Index,
LargeCap S&P 500 Index and LargeCap S&P 500 Managed Volatility
Index Accounts may invest in foreign securities to the extent that the
relevant index is so invested. The Government & High Quality Bond
Account may not invest in foreign
securities. |
5) |
Invest more than 5% of its
total assets in real estate limited partnership interests (except Real
Estate Securities Account). |
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 |
1) |
Pledge, mortgage or
hypothecate its assets, except to secure permitted borrowings. For the
purpose of this restriction, collateral arrangements with respect to the
writing of options by the underlying funds and collateral arrangements
with respect to initial or variation margin for futures by the underlying
funds are not deemed to be pledges of
assets. |
2) |
Invest in companies for the
purpose of exercising control or
management. |
• |
increased social, political,
and economic instability; |
• |
a smaller market for these
securities and low or nonexistent volume of trading that results in a lack
of liquidity and in greater price
volatility; |
• |
lack of publicly available
information, including reports of payments of dividends or interest on
outstanding securities; |
• |
foreign government policies
that may restrict opportunities, including restrictions on investment in
issuers or industries deemed sensitive to national
interests; |
• |
relatively new capital market
structure or market-oriented economy; |
• |
the possibility that recent
favorable economic developments may be slowed or reversed by unanticipated
political or social events in these
countries; |
• |
restrictions that may make it
difficult or impossible for the fund to vote proxies, exercise shareholder
rights, pursue legal remedies, and obtain judgments in foreign courts;
and |
• |
possible losses through the
holding of securities in domestic and foreign custodial banks and
depositories. |
• |
American Depositary Receipts
(“ADRs”) - receipts issued by an American bank or trust company evidencing
ownership of underlying securities issued by a foreign issuer. They are
designed for use in U.S. securities
markets. |
• |
European Depositary Receipts
(“EDRs”) and Global Depositary Receipts (“GDRs”) - receipts typically
issued by a foreign financial institution to evidence an arrangement
similar to that of ADRs. |
• |
Spread Transactions. Each
Account may engage in spread trades, which typically represent a
simultaneous purchase and sale of two different contracts designed to
capture the change in the relationship in price between the two contracts.
Spread transactions are typically accompanied by lower margin requirements
and lower volatility than an outright purchase. Each Account may purchase
spread options. The purchase of a covered spread option gives the Account
the right to put, or sell, a security that it owns at a fixed dollar
spread or fixed yield spread in relationship to another security that the
Account does not own, but which is used as a benchmark. The risk to the
Account in purchasing covered spread options is the cost of the premium
paid for the spread option and any transaction costs. In addition, there
is no assurance that closing transactions will be available. The security
covering the spread option is maintained in segregated accounts either
with the Account’s custodian or on the Account’s records. The Accounts do
not consider a security covered by a spread option to be “pledged” as that
term is used in the Account’s policy limiting the pledging or mortgaging
of assets. The purchase of spread options can be used to protect each
Account against adverse changes in prevailing credit quality spreads,
i.e., the yield spread between high quality and lower quality
securities. |
• |
Options on Securities and
Securities Indices. Each Account may write (sell) and purchase call and
put options on securities in which it invests and on securities indices
based on securities in which the Account invests. The Accounts may engage
in these transactions to hedge against a decline in the value of
securities owned or an increase in the price of securities which the
Account plans to purchase, or to generate additional
revenue. |
• |
Writing Covered Call and Put
Options. When an Account writes a call option, it gives the purchaser of
the option the right to buy a specific security at a specified price at
any time before the option expires. When an Account writes a put option,
it gives the purchaser of the option the right to sell to the Account a
specific security at a specified price at any time before the option
expires. In both situations, the Account receives a premium from the
purchaser of the option. |
• |
Purchasing Call and Put
Options. When an Account purchases a call option, it receives, in return
for the premium it pays, the right to buy from the writer of the option
the underlying security at a specified price at any time before the option
expires. An Account purchases call options in anticipation of an increase
in the market value of securities that it intends ultimately to buy.
During the life of the call option, the Account is able to buy the
underlying security at the exercise price regardless of any increase in
the market price of the underlying security. In order for a call option to
result in a gain, the market price of the underlying security must exceed
the sum of the exercise price, the premium paid, and transaction
costs. |
• |
Options on Securities Indices.
Each Account may purchase and sell put and call options on any securities
index based on securities in which the Account may invest. Securities
index options are designed to reflect price fluctuations in a group of
securities or segment of the securities market rather than price
fluctuations in a single security. Options on securities indices are
similar to options on securities, except that the exercise of securities
index options requires cash payments and does not involve the actual
purchase or sale of securities. The Accounts engage in transactions in put
and call options on securities indices for the same purposes as they
engage in transactions in options on securities. When an Account writes
call options on securities indices, it holds in its portfolio underlying
securities which, in the judgment of the Sub-Advisor, correlate closely
with the securities index and which have a value at least equal to the
aggregate amount of the securities index
options. |
• |
Index Warrants. Accounts may
purchase put warrants and call warrants whose values vary depending on the
change in the value of one or more specified securities indices (“index
warrants”). Index warrants are generally issued by banks or other
financial institutions and give the holder the right, at any time during
the term of the warrant, to receive upon exercise of the warrant a cash
payment from the issuer based on the value of the underlying index at the
time of exercise. In general, if the value of the underlying index rises
above the exercise price of the index warrant, the holder of a call
warrant will be entitled to receive a cash payment from the issuer upon
exercise based on the difference between the value of the index and the
exercise price of the warrant; if the value of the underlying index falls,
the holder of a put warrant will be entitled to receive a cash payment
from the issuer upon exercise based on the difference between the exercise
price of the warrant and the value of the index. The holder of a warrant
would not be entitled to any payments from the issuer at a time when, in
the case of a call warrant, the exercise price is more than the value of
the underlying index, or in the case of a put warrant, the exercise price
is less than the value of the underlying index. If an Account were not to
exercise an index warrant prior to its expiration, then an Account would
lose the amount of the purchase price paid by it for the warrant. An
Account will normally use index warrants in a manner similar to its use of
options on securities indices. |
• |
Risks Associated with Option
Transactions. An option position may be closed out only on an exchange
that provides a secondary market for an option of the same series. The
Accounts generally purchase or write only those options for which there
appears to be an active secondary market. However, there is no assurance
that a liquid secondary market on an exchange exists for any particular
option, or at any particular time. If an Account is unable to effect
closing sale transactions in options it has purchased, it has to exercise
its options in order to realize any profit and may incur transaction costs
upon the purchase or sale of underlying securities. If an Account is
unable to effect a closing purchase transaction for a covered option that
it has written, it is not able to sell the underlying securities, or
dispose of the assets held in a segregated account, until the option
expires or is exercised. An Account’s ability to terminate option
positions established in the over-the-counter market may be more limited
than for exchange-traded options and may also involve the risk that
broker-dealers participating in such transactions might fail to meet their
obligations. |
• |
Futures Contracts and Options
on Futures Contracts. Each Account may purchase and sell futures contracts
of many types, including for example, futures contracts covering indexes,
financial instruments, and foreign currencies. Each Account may purchase
and sell financial futures contracts and options on those contracts.
Financial futures contracts are commodities contracts based on financial
instruments such as U.S. Treasury bonds or bills or on securities indices
such as the S&P 500 Index. Futures contracts, options on futures
contracts, and the commodity exchanges on which they are traded are
regulated by the Commodity Futures Trading Commission. Through the
purchase and sale of futures contracts and related options, an Account may
seek to hedge against a decline in the value of securities owned by the
Account or an increase in the price of securities that the Account plans
to purchase. Each Account may also purchase and sell futures contracts and
related options to maintain cash reserves while simulating full investment
in securities and to keep substantially all of its assets exposed to the
market. Each Account may enter into futures contracts and related options
transactions both for hedging and non-hedging
purposes. |
• |
Futures Contracts. An Account
may purchase or sell a futures contract to gain exposure to a particular
market asset without directly purchasing that asset. When an Account sells
a futures contract based on a financial instrument, the Account is
obligated to deliver that kind of instrument at a specified future time
for a specified |
• |
Options on Futures Contracts.
The Accounts may also purchase and write call and put options on futures
contracts. A call option on a futures contract gives the purchaser the
right, in return for the premium paid, to purchase a futures contract
(assume a long position) at a specified exercise price at any time before
the option expires. A put option gives the purchaser the right, in return
for the premium paid, to sell a futures contract (assume a short
position), for a specified exercise price, at any time before the option
expires. |
• |
Risks Associated with Futures
Transactions. There are a number of risks associated with transactions in
futures contracts and related options. The value of the assets that are
the subject of the futures contract may not move in the anticipated
direction. An Account’s successful use of futures contracts is subject to
the ability of the Sub-Advisor to predict correctly the factors affecting
the market values of the Account’s portfolio securities. For example, if
an Account is hedged against the possibility of an increase in interest
rates which would adversely affect debt securities held by the Account and
the prices of those debt securities instead increases, the Account loses
part or all of the benefit of the increased value of its securities it
hedged because it has offsetting losses in its futures positions. Other
risks include imperfect correlation between price movements in the
financial instrument or securities index underlying the futures contract,
on the one hand, and the price movements of either the futures contract
itself or the securities held by the Account, on the other hand. If the
prices do not move in the same direction or to the same extent, the
transaction may result in trading losses. |
• |
Limitations on the Use of
Futures, Options on Futures Contracts, and Swaps. Each Account that
utilizes futures contracts, options on futures contracts or swaps has
claimed an exclusion from the definition of a “commodity pool operator”
under the Commodity Exchange Act and is not subject to registration or
regulation as a commodity pool operator under the Commodity Exchange Act.
The Commodity Futures Trading Commission recently amended rule 4.5
“Exclusion for certain otherwise regulated persons from the definition of
the term “commodity pool operator.” Rule 4.5 provides that a mutual fund
does not meet the definition of “commodity pool operator” if
|
• |
Options on Foreign Currencies.
In addition, a fund may buy and write options on foreign currencies in a
manner similar to that in which futures or forward contracts on foreign
currencies will be utilized. A fund may use options on foreign currencies
to hedge against adverse changes in foreign currency conversion rates. For
example, a decline in the U.S. dollar value of a foreign currency in which
portfolio securities are denominated will reduce the U.S. dollar value of
such securities, even if their value in the foreign currency remains
constant. In order to protect against such diminutions in the value of the
portfolio securities, a fund may buy put options on the foreign currency.
If the value of the currency declines, a fund will have the right to sell
such currency for a fixed amount in U.S. dollars, thereby offsetting, in
whole or in part, the adverse effect on its portfolio. Conversely, when a
rise in the U.S. dollar value of a currency in which securities to be
acquired are denominated is projected, thereby increasing the cost of such
securities, a fund may buy call options on the foreign currency. The
purchase of such options could offset, at least partially, the effects of
the adverse movements in exchange rates. As in the case of other types of
options, however, the benefit to a fund from purchases of foreign currency
options will be reduced by the amount of the premium and related
transaction costs. In addition, if currency exchange rates do not move in
the direction or to the extent desired, a fund could sustain losses or
lesser gains on transactions in foreign currency options that would
require a fund to forgo a portion or all of the benefits of advantageous
changes in those rates. |
• |
Futures on Currency. A foreign
currency future provides for the future sale by one party and purchase by
another party of a specified quantity of foreign currency at a specified
price and time. A public market exists in futures contracts covering a
number of foreign currencies. Currency futures contracts are
exchange-traded and change in value to reflect movements of a currency or
a basket of currencies. Settlement must be made in a designated
currency. |
• |
Forward Foreign Currency
Exchange Contracts. The Accounts may, but are not obligated to, enter into
forward foreign currency exchange contracts. Currency transactions include
forward currency contracts and exchange listed or over-the-counter options
on currencies. A forward currency contract involves a privately negotiated
obligation to purchase or sell a specific currency at a specified future
date at a price set at the time of the
contract. |
• |
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). |
• |
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 the Sub-Advisor, are of comparable quality. The Account 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. |
• |
Municipal Bonds. Municipal
Bonds may be either "general obligation" or "revenue" issues. General
obligation bonds are secured by the issuer's pledge of its faith, credit,
and taxing power for the payment of principal and interest. Revenue bonds
are payable from the revenues derived from a particular facility or class
of facilities or, in some cases, from the proceeds of a special excise tax
or other specific revenue source (e.g., the user of the facilities being
financed), but not from the general taxing power. Industrial development
bonds and pollution control bonds in most cases are revenue bonds and
generally do not carry the pledge of the credit of the issuing
municipality. The payment of the principal and interest on industrial
revenue bonds depends solely on the ability of the user of the facilities
financed by the bonds to meet its financial obligations and the pledge, if
any, of real and personal property so financed as security for such
payment. Funds may also invest in "moral obligation" bonds that are
normally issued by special purpose public authorities. If an issuer of
moral obligation bonds is unable to meet its obligations, the repayment of
the bonds becomes a moral commitment but not a legal obligation of the
state or municipality in question. |
• |
Municipal Notes. Municipal
Notes usually are general obligations of the issuer and are sold in
anticipation of a bond sale, collection of taxes, or receipt of other
revenues. Payment of these notes is primarily dependent upon the issuer's
receipt of the anticipated revenues. Other notes include "Construction
Loan Notes" issued to provide construction financing for specific
projects, and "Bank Notes" issued by local governmental bodies and
agencies to commercial banks as evidence of borrowings. Some notes
("Project Notes") are issued by local agencies under a program
administered by the U.S. Department of Housing and Urban Development.
Project Notes are secured by the full faith and credit of the United
States. |
• |
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. |
• |
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. |
• |
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. |
• |
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.
|
• |
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. |
• |
Municipal Commercial Paper.
Municipal Commercial Paper refers to short-term obligations of
municipalities that may be issued at a discount and may be referred to as
Short-Term Discount Notes. Municipal Commercial Paper is likely to be used
to meet seasonal working capital needs of a municipality or interim
construction financing. Generally they are repaid from general revenues of
the municipality or refinanced with long-term debt. In most cases
Municipal Commercial Paper is backed by letters of credit, lending
agreements, note repurchase agreements or other credit facility agreements
offered by banks or other institutions. |
• |
Variable and Floating Rate
Obligations. Certain Municipal Obligations, obligations issued or
guaranteed by the U.S. Government or its agencies or instrumentalities,
and debt instruments issued by domestic banks or corporations may carry
variable or floating rates of interest. Such instruments bear interest at
rates which are not fixed, but which vary with changes in specified market
rates or indices, such as a bank prime rate or tax-exempt money market
index. Variable rate notes are adjusted to current interest rate levels at
certain specified times, such as every 30 days. A floating rate note
adjusts automatically whenever there is a change in its base interest rate
adjustor, e.g., a change in the prime lending rate or specified interest
rate indices. Typically such instruments carry demand features permitting
the fund to redeem at par. |
• |
Stand-By Commitments. Funds
may acquire stand-by commitments with respect to municipal obligations
held in their respective portfolios. Under a stand-by commitment, a
broker-dealer, dealer, or bank would agree to purchase, at the relevant
funds' option, a specified municipal security at a specified price. Thus,
a stand-by commitment may be viewed as the equivalent of a put option
acquired by a fund with respect to a particular municipal security held in
the fund's portfolio. |
• |
Other Municipal Obligations.
Other kinds of Municipal Obligations are occasionally available in the
marketplace, and the fund may invest in such other kinds of obligations to
the extent consistent with its investment objective and limitations. Such
obligations may be issued for different purposes and with different
security than those mentioned above. |
• |
Risks of Municipal
Obligations. The yields on Municipal Obligations are dependent on a
variety of factors, including general economic and monetary conditions,
money market factors, conditions in the Municipal Obligations market, size
of a particular offering, maturity of the obligation, and rating of the
issue. The fund's ability to achieve its investment objective also depends
on the continuing ability of the issuers of the Municipal Obligations in
which it invests to meet their obligation for the payment of interest and
principal when due. |
• |
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. |
• |
Preferred Securities -
Generally. Preferred securities include: traditional preferred securities,
hybrid-preferred securities, $25 par hybrid preferred securities, U.S.
dividend received deduction (“DRD”) preferred stock, fixed
|
Account/Portfolio |
2013 |
2012 |
Explanation |
Diversified
Balanced |
10.1% |
56.6% |
During 2012, an underlying fund
was substituted which increased turnover. Turnover stabilized in
2013. |
Diversified Growth
|
7.7% |
42.6% |
During 2012, an underlying fund
was substituted which increased turnover. Turnover stabilized in
2013. |
LargeCap S&P 500 Index
Account |
7.4% |
3.3% |
Turnover was elevated in 2013
due to shareholder purchases and redemptions as well as rebalancing
activity. |
Principal LifeTime 2020
|
49.6% |
24.4% |
The portfolio management team
for the Principal LifeTime Accounts changed several underlying equity
funds in 2013 which resulted in higher turnover than in
2012. |
Principal LifeTime 2030
|
58.6% |
18.5% |
The portfolio management team
for the Principal LifeTime Accounts changed several underlying equity
funds in 2013 which resulted in higher turnover than in
2012. |
Principal LifeTime 2040
|
67.2% |
30.1% |
The portfolio management team
for the Principal LifeTime Accounts changed several underlying equity
funds in 2013 which resulted in higher turnover than in
2012. |
Principal LifeTime 2050
|
68.0% |
17.7% |
The portfolio management team
for the Principal LifeTime Accounts changed several underlying equity
funds in 2013 which resulted in higher turnover than in
2012. |
Real Estate Securities
|
22.1% |
44.1% |
The Real Estate Securities
Account was removed as an underlying fund to the Principal LifeTime
Accounts in 2012; therefore, portfolio turnover was higher in 2012 than in
2013. Turnover stabilized in 2013. |
SAM Balanced |
46.7% |
9.1% |
The portfolio management team
for the Principal SAM Portfolios changed several underlying equity funds
in 2013 which resulted in higher turnover than in 2012. |
SAM Conservative
Balanced |
35.6% |
15.7% |
The portfolio management team
for the Principal SAM Portfolios changed several underlying equity funds
in 2013 which resulted in higher turnover than in 2012. |
SAM Conservative Growth
|
48.5% |
12.5% |
The portfolio management team
for the Principal SAM Portfolios changed several underlying equity funds
in 2013 which resulted in higher turnover than in 2012. |
SAM Flexible Income
Portfolio
|
29.7% |
11.7% |
The portfolio management team
for the Principal SAM Portfolios changed several underlying equity funds
in 2013 which resulted in higher turnover than in 2012. |
SAM Strategic Growth
Portfolio
|
62.5% |
13.9% |
The portfolio management team
for the Principal SAM Portfolios changed several underlying equity funds
in 2013 which resulted in higher turnover than in
2012. |
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) |
120 |
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
|
120 |
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). Formerly Chairman/CEO/ President and Vertical
Growth Officer, and The Weitz Company (general
construction) |
120 |
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 |
Executive Vice President and
CFO, Merle Norman Cosmetics, Inc. (cosmetics
manufacturing) |
120 |
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). Formerly President, Sassy,
Inc.
(manufacturer of infant and
juvenile products) |
120 |
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) |
120 |
Armstrong World Industries,
Inc. (manufacturing) |
William C. Kimball
655 9th Street, Des Moines, IA
50392
1947 |
Director
Member Nominating and
Governance Committee |
Since 2000 |
Partner, Kimball – Porter
Investments L.L.C. |
120 |
Casey's General
Stores |
Karen (“Karrie”) McMillan
655 9th Street
Des Moines, IA 50392
1961
|
Director
Member Operations
Committee |
Since 2014 |
Managing Director, Patomak
Global Partners, LLC. Formerly, General Counsel, Investment Company
Institute* |
120 |
None |
Daniel Pavelich
655 9th Street, Des Moines, IA
50392
1944 |
Director
Member Audit
Committee |
Since 2007 |
Retired |
120 |
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 |
Executive Vice President,
PFD
VP/Mutual Funds & Broker
Dealer, PLIC
Director, PMC
President & Chief Executive
Officer, PMC (since 2015)
EVP/Chief Operating Officer,
PMC (2008-2015)
Director, Princor
President, Princor
(2005-2015)
Director, PSS (since
2011)
President, PSS (since
2011) |
120 |
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 (since
2010)
Chairman, PFD (since
2011)
Senior Vice President/RIS, PLIC
(2008-2015)
President/RIS, PLIC (since
2015)
Chairman, PMC (since
2011)
President, PMC
(2008-2015)
Chairman, Princor (since
2011)
Chief Executive Officer,
Princor (2009-2015)
Chairman, PSS (since
2011) |
120 |
None |
• |
Edge Asset Management, Inc.
(Edge) |
• |
Finisterre Capital LLP
(Finisterre) |
• |
Origin Asset Management LLP
(Origin) |
• |
Principal Financial Advisors,
Inc. (PFA) |
• |
Princor Financial Services
Corporation (Princor) |
• |
Principal Funds Distributor,
Inc. (PFD) |
• |
Principal Life Insurance
Company (PLIC) |
• |
Principal Management
Corporation (PMC) |
• |
Principal Shareholder Services,
Inc. (PSS) |
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 |
Executive Vice President,
PFD
VP/Mutual Funds & Broker
Dealer, PLIC
Director, PMC
President & Chief Executive
Officer, PMC (since 2015)
EVP/Chief Operating Officer,
PMC (2008-2015)
Director, Princor
President, Princor
(2005-2015)
Director, PSS (since
2011)
President, PSS (since
2011) |
Randy L.
Bergstrom
Des
Moines, IA 50392
1955 |
Assistant
Tax Counsel
(since
2005) |
Counsel,
PGI
Counsel,
PLIC |
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) |
Tracy Bollin
Des Moines, IA
50392
1970 |
Chief Financial
Officer
(since 2014) |
Chief Financial Officer, PFA
(since 2010)
Assistant Controller, PFD
(2007-2010)
Chief Financial Officer, PFD
(since 2010)
Chief Financial Officer, PMC
(since 2010)
Financial Controller, PMC
(2008-2010)
Assistant Controller, Princor
(2009-2010)
Chief Financial Officer,
Princor (since 2010)
Financial Controller, Princor
(2008-2009)
Assistant Controller, PSS
(2007-2010)
Chief Financial Officer, PSS
(since 2010) |
David J.
Brown
Des
Moines, IA 50392
1960 |
Chief
Compliance Officer
(since
2004) |
Senior
Vice President, PFD
Vice
President/Compliance, PLIC
Senior
Vice President, PMC
Senior
Vice President, Princor
Senior
Vice President, PSS |
Teresa M. Button
Des Moines, IA
50392
1963 |
Treasurer (since
2011) |
Vice President/Treasurer, Edge,
(since 2011)
Vice President/Treasurer, PFA,
(since 2011)
Vice President/Treasurer, PFD,
(since 2011)
Vice President/Treasurer, PGI,
(since 2011)
Vice President/Treasurer, PLIC,
(since 2011)
Vice President/Treasurer, PMC,
(since 2011)
Vice President/Treasurer, Post,
(since 2011)
Vice President/Treasurer,
Principal-REI, (since 2011)
Vice President/Treasurer,
Princor, (since 2011)
Vice President/Treasurer, PSS,
(since 2011)
Treasurer, Spectrum, (since
2011) |
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 (since
2010)
Chairman, PFD (since
2011)
Senior Vice President/RIS, PLIC
(2008-2015)
President/RIS, PLIC (since
2015)
Chairman, PMC (since
2011)
President, PMC
(2008-2015)
Chairman, Princor (since
2011)
Chief Executive Officer,
Princor (2009-2015)
Chairman, PSS (since
2011) |
Ernest H. Gillum
Des Moines, IA
50392
1955 |
Vice President (since
2000)
Assistant Secretary (since
1993) |
Vice President/Chief Compliance
Officer, PMC
Vice President/Chief Compliance
Officer, PSS |
Carolyn F. Kolks
Des Moines, IA
50392
1962 |
Assistant Tax Counsel (since
2005) |
Counsel, PGI
Counsel,
PLIC |
Jennifer A. Mills
Des Moines, IA
50392
1973 |
Assistant Counsel (since
2010) |
Counsel, PFD,
(2009-2013)
Counsel, PLIC
Counsel, PMC, (2009-2013,
2014-present)
Counsel, Princor,
(2009-2013)
Counsel, PSS,
(2009-2013) |
Layne A. Rasmussen
Des Moines, IA
50392
1958 |
Chief Financial Officer
(2008-2014)
Vice President (since
2005)
Controller (since
2000) |
Vice
President/Controller-Principal Funds, PMC |
Greg Reymann
Des Moines, IA
50392
1958 |
Assistant Counsel
(since 2014) |
Assistant General Counsel, PLIC
(since 2014)
VP, Chief Compliance Officer
and Chief Risk Officer, TAM (2010-2012)
Assistant General Counsel, TAMG
(2013-2014)
Vice President/CFTC Principal,
TAM (2013-2014) |
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) |
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, Princor
(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 Assistant Vice President/Treasury, PMC Assistant Vice President/Treasury, Princor (since 2013) Director-Treasury, Princor (2008-2009, 2011-2013) Assistant Vice President/Treasury, PSS |
Beth C. Wilson
Des Moines, IA
50392
1956 |
Vice President and Secretary
(since 2007) |
Vice President, PMC
(2007-2013)
Vice President, Princor
(2007-2009) |
Clint Woods
Des Moines, IA
50392
1961 |
Counsel (since
2015)
Assistant Counsel
(2014) |
Associate General Counsel,
AEGON (2003-2012)
Asst General Counsel, Asst Corp
Secretary, Governance Officer, PLIC (since
2013) |
• |
AEGON USA Investment
Management, LLC (AEGON) |
• |
Edge Asset Management, Inc.
(Edge) |
• |
Finisterre Capital LLP
(Finisterre) |
• |
Origin Asset Management LLP
(Origin) |
• |
Post Advisory Group, LLC
(Post) |
• |
Principal Financial Advisors,
Inc. (PFA) |
• |
Princor Financial Services
Corporation (Princor) |
• |
Principal Funds Distributor,
Inc. (PFD) |
• |
Principal Global Investors, LLC
(PGI) |
• |
Principal Life Insurance
Company (PLIC) |
• |
Principal Management
Corporation (PMC) |
• |
Principal Real Estate
Investors, LLC (Principal-REI) |
• |
Principal Shareholder Services,
Inc. (PSS) |
• |
Spectrum Asset Management, Inc.
(Spectrum) |
• |
Transamerica Asset Management,
Inc. (TAM) |
• |
Transamerica Asset Management
Group (TAMG) |
A |
$0 |
B |
$1 up to and including
$10,000 |
C |
$10,001 up to and including
$50,000 |
D |
$50,001 up to and including
$100,000 |
E |
$100,001 or
more |
PVC
Funds* |
Ballantine |
Barnes |
Damos |
Grimmett |
Hirsch |
Huang |
Kimball |
McMillan |
Pavelich |
Diversified
International |
A |
A |
A |
A |
A |
A |
D |
A |
A |
Equity Income |
A |
A |
A |
A |
A |
A |
D |
A |
A |
MidCap |
A |
A |
A |
A |
A |
A |
E |
A |
A |
Real Estate
Securities |
A |
A |
A |
A |
A |
A |
E |
A |
A |
SAM Flexible
Income |
A |
A |
A |
A |
A |
A |
E |
A |
A |
Total Fund
Complex |
E |
E |
E |
E |
E |
E |
E |
A |
E |
* Directors own shares of
Principal Variable Contracts Funds, Inc. through variable annuity or life
insurance contracts. |
Principal
Variable Contracts Funds* |
Beer |
Everett |
||
SAM Strategic Growth
Portfolio |
E |
A |
||
Total Fund
Complex |
E |
E |
||
* Directors own shares of
Principal Variable Contracts Funds, Inc. through variable annuity or life
insurance contracts. |
Director |
The
Fund |
Fund
Complex |
Elizabeth
Ballantine |
$15,381 |
$185,000 |
Leroy Barnes |
$16,022 |
$192,750 |
Craig Damos |
$16,434 |
$197,750 |
Mark A.
Grimmett |
$18,484 |
$222,375 |
Fritz Hirsch |
$16,480 |
$198,375 |
Tao Huang |
$15,799 |
$190,125 |
William C.
Kimball |
$15,922 |
$191,500 |
Karen ("Karrie")
McMillan* |
$0 |
$0 |
Daniel Pavelich |
$17,694 |
$212,875 |
* |
Director’s appointment
effective September 10, 2014. |
Sub-Advisor: |
Brown
Advisory, LLC (“Brown”) is a wholly-owned subsidiary
of Brown Advisory Management, LLC. |
Account(s): |
a portion of the assets of
LargeCap Growth I |
Sub-Advisor: |
ClearBridge
Investments, LLC (“ClearBridge”) is a wholly-owned subsidiary
of Legg Mason, Inc., a diversified group of global asset management firms
as well as a provider of distribution and client-service. Legg Mason, Inc.
was founded in 1899. |
Account(s): |
a portion of the assets of
LargeCap Blend II |
Sub-Advisor: |
Columbus
Circle Investors ("CCI") is an affiliate of PGI, which
is a member of the Principal Financial Group.
|
Account(s): |
LargeCap
Growth |
Sub-Advisor: |
Edge Asset
Management, Inc. ("Edge") is an affiliate of Principal
and a member of the Principal Financial Group.
|
Account(s):
|
Equity Income, Government
& High Quality Bond, Income, Principal Capital Appreciation,
Short-Term Income, SAM Balanced Portfolio, SAM Conservative Balanced
Portfolio, SAM Conservative Growth Portfolio, SAM Flexible Income
Portfolio, and SAM Strategic Growth Portfolio
|
Sub-Advisor: |
Emerald
Advisers, Inc. ("Emerald") is a wholly owned subsidiary
of Emerald Asset Management. |
Account(s): |
a portion of the assets of
SmallCap Growth II |
Sub-Advisor: |
J.P. Morgan
Investment Management Inc. ("J.P. Morgan") is an indirect wholly owned
subsidiary of JPMorgan Chase & Co. ("J.P. Morgan"), a bank holding
company. J.P. Morgan offers services to governmental, institutional,
corporate, and individual customers and acts as investment advisor to
individual and institutional clients. |
Account(s): |
a portion of the assets of
SmallCap Value I |
Sub-Advisor: |
Mellon
Capital Management Corporation (“Mellon Capital”) is a wholly owned subsidiary
of The Bank of New York Mellon Corporation (“BNY
Mellon”). |
Account(s): |
Bond Market
Index |
Sub-Advisor:
|
Principal
Global Investors, LLC (“PGI”), is an indirect wholly owned
subsidiary of Principal Life Insurance Company, an affiliate of Principal,
and a member of the Principal Financial Group.
|
Account(s): |
Balanced, Bond & Mortgage
Securities, Diversified International, International Emerging Markets,
LargeCap S&P 500 Index, LargeCap Value, MidCap, Money Market,
Principal LifeTime Strategic Income, Principal LifeTime 2010, Principal
LifeTime 2020, Principal LifeTime 2030, Principal LifeTime 2040, Principal
LifeTime 2050, Principal LifeTime 2060, SmallCap Blend, and a portion of
the assets of LargeCap S&P 500 Managed Volatility
Index |
Sub-Advisor:
|
Principal
Real Estate Investors, LLC ("Principal - REI") , an indirect wholly owned
subsidiary of Principal Life, an affiliate of Principal, and a member of
the Principal Financial Group. |
Account(s): |
Real Estate
Securities |
Sub-Advisor: |
Spectrum
Asset Management, Inc. ("Spectrum"), is an indirect subsidiary of
Principal Life, an affiliate of PGI and a member of the Principal
Financial Group. |
Account(s): |
a portion of the assets of the
LargeCap S&P 500 Managed Volatility
Index |
Sub-Advisor: |
T. Rowe
Price Associates, Inc. ("T. Rowe Price") is a wholly owned subsidiary
of T. Rowe Price Group, Inc., a financial services holding company.
|
Account(s): |
a portion of the assets of
LargeCap Blend II and a portion of the assets of LargeCap Growth I
|
Net Asset
Value of Account | |||||
Account |
First
$250
million |
Next
$250
million |
Next
$250
million |
Next
$250
million |
Thereafter |
LargeCap Value |
0.60% |
0.55% |
0.50% |
0.45% |
0.40% |
LargeCap Blend
II |
0.75% |
0.70% |
0.65% |
0.60% |
0.55% |
Diversified
International |
0.85% |
0.80% |
0.75% |
0.70% |
0.65% |
International Emerging
Markets |
1.25% |
1.20% |
1.15% |
1.10% |
1.05% |
Net Asset
Value of Account | |||||
Account |
First
$500
million |
Next
$500
million |
Next
$1
billion |
Next
$1
billion |
Over
$3
billion |
LargeCap Growth |
0.68% |
0.63% |
0.61% |
0.56% |
0.51% |
Net Asset
Value of Account | |||||
Account |
First
$2
billion |
Over
$2
billion |
|||
Government & High Quality
Bond |
0.50% |
0.45% |
|||
Income |
0.50% |
0.45% |
Net Asset
Value of Account | |||||
Account |
Overall
Fee |
||||
Bond Market
Index |
0.25% |
||||
Diversified
Balanced |
0.05% |
||||
Diversified Balanced Managed
Volatility |
0.05% |
||||
Diversified
Growth |
0.05% |
||||
Diversified Growth Managed
Volatility |
0.05% |
||||
Diversified
Income |
0.05% |
||||
LargeCap S&P 500
Index |
0.25% |
||||
LargeCap S&P 500 Managed
Volatility Index |
0.45% |
||||
Principal LifeTime Strategic
Income |
0.03% |
||||
Principal LifeTime
2010 |
0.03% |
||||
Principal LifeTime
2020 |
0.03% |
||||
Principal LifeTime
2030 |
0.03% |
||||
Principal LifeTime
2040 |
0.03% |
||||
Principal LifeTime
2050 |
0.03% |
||||
Principal LifeTime
2060 |
0.03% |
Net Asset
Value of Account | |||||
Account |
First
$200
million |
Next
$300
million |
Over
$500
million | ||
Short-Term
Income |
0.50% |
0.45% |
0.40% |
Net Asset
Value of Account | |||||
Account |
First
$500
million |
Over
$500
million |
|||
Principal Capital
Appreciation |
0.625% |
0.50% |
Net Asset
Value of Account | |||||
Account |
First
$1
billion |
Over
$1
billion |
|||
SAM Balanced
Portfolio* |
0.25% |
0.20% |
|||
SAM Conservative Balanced
Portfolio* |
0.25% |
0.20% |
|||
SAM Conservative Growth
Portfolio* |
0.25% |
0.20% |
|||
SAM Flexible Income
Portfolio* |
0.25% |
0.20% |
|||
SAM Strategic Growth
Portfolio* |
0.25% |
0.20% |
|||
* Breakpoints are based on
aggregate SAM Portfolio net
assets |
Net Asset
Value of Account | |||||
Account |
First
$100
million |
Next
$100
million |
Next
$100
million |
Next
$100
million |
Thereafter |
Balanced |
0.60% |
0.55% |
0.50% |
0.45% |
0.40% |
Bond & Mortgage
Securities |
0.50% |
0.45% |
0.40% |
0.35% |
0.30% |
Equity Income |
0.60% |
0.55% |
0.50% |
0.45% |
0.40% |
LargeCap Growth
I |
0.80% |
0.75% |
0.70% |
0.65% |
0.60% |
MidCap |
0.65% |
0.60% |
0.55% |
0.50% |
0.45% |
Money Market |
0.50% |
0.45% |
0.40% |
0.35% |
0.30% |
Real Estate
Securities |
0.90% |
0.85% |
0.80% |
0.75% |
0.70% |
SmallCap Blend |
0.85% |
0.80% |
0.75% |
0.70% |
0.65% |
SmallCap Growth
II |
1.00% |
0.95% |
0.90% |
0.85% |
0.80% |
SmallCap Value
I |
1.10% |
1.05% |
1.00% |
0.95% |
0.90% |
Account |
Class
1 |
Class
2 |
Expiration |
Diversified Balanced Managed
Volatility |
N/A |
0.31% |
April 30,
2015 |
Diversified Growth Managed
Volatility |
N/A |
0.31% |
April 30,
2015 |
LargeCap S&P 500 Managed
Volatility Index |
0.49% |
N/A |
April 30,
2015 |
Principal LifeTime
2060 |
0.13% |
N/A |
April 30,
2015 |
SmallCap Value
I |
0.99% |
1.24% |
April 30,
2015 |
Account |
Waiver |
Expiration |
LargeCap Blend
II |
0.018% |
April 30,
2015 |
LargeCap Growth
I |
0.016% |
April 30,
2016 |
SmallCap Growth
II |
0.100% |
April 30,
2015 |
SmallCap Value
I |
0.020% |
April 30,
2015 |
Management
Fees For Periods Ended December 31,
(amounts
in thousands) | ||||||
Account |
2013 |
|
2012 |
2011 | ||
Balanced
Account |
303 |
|
306 |
324 | ||
Bond & Mortgage Securities
Account |
1,458 |
|
1,468 |
1,471 | ||
Bond Market Index
Account |
2,478 |
|
983 |
|||
Diversified Balanced
Account |
362 |
|
227 |
121 | ||
Diversified Balanced Managed
Volatility Account |
– |
|
||||
Diversified Growth
Account |
834 |
|
490 |
271 | ||
Diversified Growth Managed
Volatility Account |
– |
|
||||
Diversified Income
Account |
41 |
|
5 |
|||
Diversified International
Account |
3,991 |
|
3,692 |
4,102 | ||
Equity Income
Account |
3,052 |
|
3,010 |
3,006 | ||
Government & High Quality
Bond Account |
2,033 |
|
2,237 |
2,381 | ||
Income Account |
1,424 |
|
1,403 |
1,184 | ||
International Emerging Markets
Account |
1,648 |
|
1,866 |
2,155 | ||
LargeCap Blend Account
II |
1,214 |
|
1,217 |
1,292 | ||
LargeCap Growth
Account |
1,174 |
|
1,380 |
1,350 | ||
LargeCap Growth Account
I |
1,943 |
|
1,862 |
1,875 | ||
LargeCap S&P 500 Index
Account |
2,995 |
|
1,890 |
1,190 | ||
LargeCap S&P 500 Managed
Volatility Index Account |
4 |
|
||||
LargeCap Value
Account |
1,277 |
|
1,288 |
1,174 | ||
MidCap Account |
3,346 |
|
3,058 |
3,030 | ||
Money Market
Account |
1,312 |
|
1,370 |
1,393 | ||
Principal Capital Appreciation
Account |
657 |
|
967 |
972 | ||
Principal LifeTime 2010
Account |
14 |
|
10 |
9 | ||
Principal LifeTime 2020
Account |
66 |
|
14 |
15 | ||
Principal LifeTime 2030
Account |
30 |
|
61 |
60 | ||
Principal LifeTime 2040
Account |
9 |
|
26 |
25 | ||
Principal LifeTime 2050
Account |
6 |
|
7 |
7 | ||
Principal LifeTime 2060
Account |
– |
|
4 |
4 | ||
Principal LifeTime Strategic
Income Account |
10 |
|
||||
Real Estate Securities
Account |
1,231 |
|
1,236 |
1,269 | ||
SAM Balanced
Portfolio |
2,219 |
|
2,083 |
2,100 | ||
SAM Conservative Balanced
Portfolio |
499 |
|
466 |
450 | ||
SAM Conservative Growth
Portfolio |
574 |
|
513 |
508 | ||
SAM Flexible Income
Portfolio |
540 |
|
505 |
473 | ||
SAM Strategic Growth
Portfolio |
420 |
|
360 |
352 | ||
Short-Term Income
Account |
1,274 |
|
1,237 |
1,148 | ||
SmallCap Blend
Account |
476 |
|
411 |
439 | ||
SmallCap Growth Account
II |
605 |
|
535 |
569 | ||
SmallCap Value Account
I |
1,225 |
|
1,110 |
1,171 |
Net Asset
Value of Account | |||||||||
Account |
First
$50
million |
Next
$50
million |
Next
$100
million |
Next
$200
million |
Next
$350
million |
Next
$750
million |
Next
$500
million |
Next
$2.5
billion |
Over
$4.5
billion |
LargeCap Growth |
0.2643% |
0.2448% |
0.2154% |
0.1762% |
0.1273% |
0.0881% |
0.0587% |
0.2448% |
0.1664% |
Table
A
Net Asset
Value of Account | |||||||
Account |
First
$5
billion |
Next
$1
billion |
Next
$4
billion |
Over
$10
billion | |||
Government & High Quality
Bond |
0.1126% |
0.0979% |
0.0930% |
0.0881% | |||
Income |
0.1126% |
0.0979% |
0.0930% |
0.0881% | |||
Short-Term
Income |
0.1126% |
0.0979% |
0.0930% |
0.0881% |
Table
B
Net Asset
Value of Account | |||||||
Account |
First
$50
million |
Next
$50
million |
Next
$100
million |
Next
$200
million |
Next
$350
million |
Next
$750
million |
Over
$1.5
billion |
Equity Income |
0.2643% |
0.2448% |
0.2154% |
0.1762% |
0.1273% |
0.0881% |
0.0587% |
Account |
First
$25
million |
Next
$75
million |
Next
$100
million |
Next
$300
million |
Next
$500
million |
Next
$500
million |
Over
$1.5
billion |
Principal Capital
Appreciation |
0.3916% |
0.3133% |
0.2643% |
0.2252% |
0.1762% |
0.1273% |
0.0783% |
Account |
Table
C
Sub-Advisor
Fee as a % of Net Assets | ||||||
SAM Balanced
Portfolio |
0.0416% |
||||||
SAM Conservative Balanced
Portfolio |
0.0416% |
||||||
SAM Conservative Growth
Portfolio |
0.0416% |
||||||
SAM Flexible Income
Portfolio |
0.0416% |
||||||
SAM Strategic Growth
Portfolio |
0.0416% |
Table
A
Net Asset
Value of Account | ||||||
Account |
First
$5
billion |
Next
$1
billion |
Next
$4
billion |
Over
$10
billion |
||
Balanced and Bond &
Mortgage Securities |
0.1126% |
0.0979% |
0.0930% |
0.0881% |
Table
B
Net Asset
Value of Account | |||||||
Account |
First
$50
million |
Next
$50
million |
Next
$100
million |
Next
$200
million |
Next
$350
million |
Next
$750
million |
Over
$1.5
billion |
Diversified
International |
0.3427% |
0.2741% |
0.1958% |
0.1566% |
0.1175% |
0.0979% |
0.0783% |
LargeCap Value |
0.2643% |
0.2448% |
0.2154% |
0.1762% |
0.1273% |
0.0881% |
0.0587% |
Account |
First
$25
million |
Next
$75
million |
Next
$100
million |
Next
$300
million |
Next
$500
million |
Next
$500
million |
Over
$1.5
billion |
MidCap |
0.4016% |
0.3233% |
0.2743% |
0.2352% |
0.1862% |
0.1373% |
0.0883% |
SmallCap Blend |
0.4699% |
0.3524% |
0.2643% |
0.2448% |
0.2154% |
0.1762% |
0.1175% |
Account |
Table
C
Net Asset
Value of Account |
|||||
International Emerging
Markets |
0.4895% |
|||||
LargeCap S&P 500
Index |
0.0147% |
|||||
LargeCap S&P 500 Managed
Volatility Index |
0.0147% |
|||||
Money Market |
0.0734% |
|||||
Principal LifeTime Strategic
Income |
0.03% |
|||||
Principal LifeTime
2010 |
0.03% |
|||||
Principal LifeTime
2020 |
0.03% |
|||||
Principal LifeTime
2030 |
0.03% |
|||||
Principal LifeTime
2040 |
0.03% |
|||||
Principal LifeTime
2050 |
0.03% |
|||||
Principal LifeTime
2060 |
0.03% |
Net Asset
Value of Account | |||||||
Account |
First
$1
billion |
Next
$500
million |
Over
$1.5
billion | ||||
Real Estate Securities
|
0.4895% |
0.4405% |
0.3916% |
Net Asset
Value of Account* | |
Account |
All
Assets |
LargeCap S&P 500 Managed
Volatility Index |
0.20% |
Net Asset
Value of Account | ||||
Account |
First
$200
million |
Next
$300
million |
Next
$500
million |
Over
$1
billion |
Bond Market Index (Mellon
Capital) |
0.08% |
0.06% |
0.05% |
0.04% |
Net Asset
Value of Account | |||||||
Account |
First
$250
million |
Next
$250
million |
Over
$500
million | ||||
LargeCap Blend II
(ClearBridge) |
0.25% |
0.20% |
0.15% | ||||
Cash and cash equivalents shall
be included in the Series net assets calculation up to a maximum of 1.00%
of the Series net assets. |
Net Asset
Value of Account | |||||||
Account |
First
$50
million |
Next
$200
million |
Next
$350
million |
Next
$400
million |
Over
$1
billion | ||
LargeCap Blend II (T. Rowe
Price) |
0.40% |
0.35% |
0.30% |
0.275% |
0.275%
on
all
assets | ||
Cash and cash equivalents shall
be included in the Series net assets calculation up to a maximum of 1.00%
of the Series net assets.
T. Rowe Price has agreed to a
voluntary sub-advisory fee waiver arrangement for those Principal Funds,
Inc. and Principal Variable Contracts Funds Inc. series which it manages
(“T. Rowe Series”) to the extent necessary to reduce the effective monthly
subadvisory fees for the T. Rowe Series by the following percentages based
on the combined average daily net assets of the T. Rowe Series: assets up
to $1 billion – 2.5% fee reduction; assets between $1 billion and $2.5
billion – 5% fee reduction; assets between $2.5 billion and $5 billion –
7.5% fee reduction; assets over $5 billion – 10% fee
reduction. |
Net Asset
Value of Account | |||||||
Account |
First
$100
million |
Next
$100
million |
Over
$200
million | ||||
LargeCap Growth I
(Brown) |
0.30% |
0.25% |
0.20% | ||||
Cash and cash equivalents shall
be included in the Series net assets calculation up to a maximum of 1.00%
of the Series net assets. |
Net Asset
Value of Account | |||||||
Account |
First
$250
million |
Next
$250
million |
Next
$500
million |
First
$1
Billion |
Over
$1
billion | ||
LargeCap Growth I (T. Rowe
Price) |
0.40% |
0.375% |
0.35% |
0.35%* |
0.325% | ||
Cash and cash equivalents shall
be included in the Series net assets calculation up to a maximum of 1.00%
of the Series net assets. | |||||||
* During
any period when the Fund’s Average Daily Net Assets equals or exceeds $1
billion, T. Rowe’s fees as a percentage of average daily net assets shall
be 0.350% on the first $1 billion in assets. | |||||||
T. Rowe Price has agreed to a
voluntary sub-advisory fee waiver arrangement for those Principal Funds,
Inc. and Principal Variable Contracts Funds Inc. series which it manages
(“T. Rowe Series”) to the extent necessary to reduce the effective monthly
subadvisory fees for the T. Rowe Series by the following percentages based
on the combined average daily net assets of the T. Rowe Series: assets up
to $1 billion – 2.5% fee reduction; assets between $1 billion and $2.5
billion – 5% fee reduction; assets between $2.5 billion and $5 billion –
7.5% fee reduction; assets over $5 billion – 10% fee
reduction. |
Net Asset
Value of Account | |||||||
Account |
First
$200
million |
Over
$200
million |
|||||
SmallCap Growth II
(Emerald) |
0.50% |
0.45% |
|||||
Cash and cash equivalents shall
be included in the Series net assets calculation up to a maximum of 1.00%
of the Series net assets. |
Net Asset
Value of Account | |||||||
Account |
First
$300
million |
Over
$300
million |
|||||
SmallCap Value I (J.P.
Morgan) |
0.45% |
0.35% |
|||||
Cash and cash equivalents shall
be included in the Series net assets calculation up to a maximum of 1.00%
of the Series net assets. |
Sub-Advisor
Fees For Periods Ended December 31, | |||||
Account |
2013 |
2012 |
2011 | ||
Balanced |
49,599 |
50,606 |
54,665 | ||
Bond & Mortgage
Securities |
328,059 |
330,104 |
336,723 | ||
Bond Market
Index |
454,622 |
190,267 |
(1) |
||
Diversified
International |
428,315 |
408,619 |
464,581 | ||
Equity Income |
448,475 |
467,781 |
474,730 | ||
Government & High Quality
Bond |
403,669 |
444,571 |
479,575 | ||
Income |
282,125 |
275,780 |
237,482 | ||
International Emerging
Markets |
651,206 |
730,307 |
867,708 | ||
LargeCap Blend
II |
317,222 |
290,141 |
305,179 | ||
LargeCap Growth |
293,537 |
340,833 |
355,001 | ||
LargeCap Growth
I |
529,476 |
506,983 |
531,807 | ||
LargeCap S&P 500
Index |
171,739 |
109,179 |
69,117 | ||
LargeCap S&P 500 Managed
Volatility Index |
986 |
(2) |
|||
LargeCap Value |
151,072 |
158,337 |
150,852 | ||
MidCap |
618,027 |
635,597 |
709,736 | ||
Money Market |
213,679 |
225,353 |
228,896 | ||
Principal Capital
Appreciation |
152,584 |
235,049 |
254,942 | ||
Principal LifeTime Strategic
Income |
9,822 |
9,445 |
8,758 | ||
Principal LifeTime
2010 |
14,298 |
14,133 |
15,026 | ||
Principal LifeTime
2020 |
65,710 |
60,698 |
60,758 | ||
Principal LifeTime
2030 |
30,287 |
26,104 |
25,314 | ||
Principal LifeTime
2040 |
9,327 |
7,340 |
6,822 | ||
Principal LifeTime
2050 |
5,628 |
4,337 |
4,067 | ||
Principal LifeTime
2060 |
3 |
(3) |
|||
Real Estate
Securities |
645,900 |
648,047 |
661,877 | ||
SAM Balanced |
405,889 |
378,079 |
383,993 | ||
SAM Conservative
Balanced |
91,131 |
84,483 |
82,114 | ||
SAM Conservative
Growth |
104,249 |
92,986 |
93,054 | ||
SAM Flexible
Income |
99,141 |
91,267 |
85,994 | ||
SAM Strategic
Growth |
76,104 |
65,205 |
64,392 | ||
Short-Term
Income |
257,702 |
248,466 |
233,312 | ||
SmallCap Blend |
124,257 |
114,033 |
126,556 | ||
SmallCap Growth
II |
222,687 |
194,194 |
212,305 | ||
SmallCap Value
I |
370,369 |
304,452 |
338,078 |
(1) |
Account commenced operations on
May 15, 2012. |
(2) |
Account commenced operations on
October 31, 2013. |
(3) |
Account commenced operations on
May 1, 2013. |
• |
formulation and implementation
of marketing and promotional activities; |
• |
preparation, printing, and
distribution of sales literature; |
• |
preparation, printing, and
distribution of prospectuses and the Account 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. |
Account |
12b-1
Fees* | |||
Diversified Balanced
Account |
$ |
1,812 |
|
|
Diversified Growth
Account |
4,170 |
|
||
Diversified Income
Account |
204 |
|
||
Diversified International
Account |
4 |
|
||
Equity Income
Account |
60 |
|
||
Government & High Quality
Bond Account |
3 |
|
||
Income Account |
9 |
|
||
LargeCap Blend Account
II |
2 |
|
||
LargeCap Growth
Account |
2 |
|
||
MidCap Account |
34 |
|
||
Money Market
Account |
3 |
|
||
Principal Capital Appreciation
Account |
14 |
|
||
Real Estate Securities
Account |
1 |
|
||
SAM Balanced
Portfolio |
248 |
|
||
SAM Conservative Balanced
Portfolio |
39 |
|
||
SAM Conservative Growth
Portfolio |
231 |
|
||
SAM Flexible Income
Portfolio |
49 |
|
||
SAM Strategic Growth
Portfolio |
199 |
|
||
Short-Term Income
Account |
3 |
|
||
SmallCap Growth Account
II |
9 |
|
||
* Amounts in
thousands. |
Account |
Amount of
Transactions
because
of
Research
Services Provided |
Related
Commissions
Paid | ||||
Balanced |
$
17,313,025 |
|
$ 6,595 |
|
||
Diversified
International |
191,722,595 |
|
228,359 |
|
||
Equity Income |
142,013,333 |
|
122,779 |
|
||
International Emerging
Markets |
63,984,363 |
|
129,412 |
|
||
LargeCap Blend
II |
94,204,203 |
|
38,033 |
|
||
LargeCap Growth |
32,505,717 |
|
32,863 |
|
||
LargeCap Growth
I |
108,769,008 |
|
14,432 |
|
||
LargeCap S&P 500
Index |
2,517,118 |
|
359 |
|
||
LargeCap S&P 500 Managed
Volatility Index |
385,555 |
|
25 |
|
||
LargeCap Value |
172,632,057 |
|
80,899 |
|
||
MidCap |
44,899,910 |
|
16,218 |
|
||
Principal Capital
Appreciation |
1,751,869 |
|
1,164 |
|
||
Real Estate
Securities |
66,515,190 |
|
10,649 |
|
||
SmallCap Blend |
12,869,148 |
|
12,144 |
|
||
SmallCap Growth
II |
83,994,045 |
|
104,250 |
|
||
SmallCap Value
I |
37,526,386 |
|
5,610 |
|
Total
Brokerage Commissions Paid
for Periods
Ended December 31, | ||||||||||||
Account |
2013 |
|
2012 |
|
2011 |
|
||||||
Balanced |
$ |
51,713 |
|
$ |
58,755 |
|
$ |
69,228 |
|
|||
Bond & Mortgage
Securities |
0 |
|
0 |
|
113 |
|
||||||
Diversified
International |
1,084,239 |
|
947,474 |
|
965,457 |
|
||||||
Equity Income |
246,155 |
|
310,660 |
|
320,627 |
|
||||||
International Emerging
Markets |
640,703 |
|
604,420 |
|
586,422 |
|
||||||
LargeCap Blend
II |
77,363 |
|
97,921 |
|
92,671 |
|
||||||
LargeCap Growth |
184,837 |
|
252,798 |
|
197,239 |
|
||||||
LargeCap Growth
I |
68,478 |
|
81,532 |
|
115,735 |
|
||||||
LargeCap S&P 500
Index |
65,662 |
|
52,686 |
|
69,181 |
|
||||||
LargeCap S&P 500 Managed
Volatility Index |
932 |
|
N/A |
|
N/A |
|
||||||
LargeCap Value |
402,028 |
|
418,173 |
|
484,526 |
|
||||||
MidCap |
152,261 |
|
245,195 |
|
372,549 |
|
||||||
Principal Capital
Appreciation |
15,998 |
|
24,874 |
|
36,572 |
|
||||||
Real Estate
Securities |
46,833 |
|
135,956 |
|
66,499 |
|
||||||
SmallCap Blend |
130,157 |
|
157,559 |
|
138,166 |
|
||||||
SmallCap Growth
II |
139,971 |
|
163,998 |
|
212,749 |
|
||||||
SmallCap Value
I |
167,270 |
|
145,034 |
|
211,606 |
|
Account |
Sub-Advisor
Employed by the Fund Complex |
Affiliated
Broker |
2013 Account's Total Commissions Paid |
%
of Account's Total Commissions |
%
of Dollar Amount of Account's Commissionable Transactions | ||||
Balanced | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
5,094 |
|
9.85 |
% |
12.87 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
1,597 |
|
3.09 |
% |
3.49 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
95 |
|
0.18 |
% |
0.50 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
828 |
|
1.60 |
% |
1.75 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
1,633 |
|
3.16 |
% |
3.18 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
2,383 |
|
4.61 |
% |
5.37 |
% | |
Total |
$ |
11,630 |
|
22.49 |
% |
27.16 |
% | ||
Diversified
International | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
1,211 |
|
0.11 |
% |
0.19 |
% |
|
American Century Investment
Management , Inc. |
CIBC World Markets
Corp. |
1,991 |
|
0.18 |
% |
0.50 |
% | |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
79,765 |
|
7.36 |
% |
6.98 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
92 |
|
0.01 |
% |
0.02 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
63,227 |
|
5.83 |
% |
5.45 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
109,235 |
|
10.07 |
% |
11.04 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
3,186 |
|
0.29 |
% |
0.35 |
% | |
Total |
$ |
258,707 |
|
23.85 |
% |
24.53 |
% | ||
Equity
Income | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
68,097 |
|
27.66 |
% |
27.27 |
% |
|
American Century Investment
Management , Inc. |
CIBC World Markets
Corp. |
897 |
|
0.36 |
% |
0.17 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
8,762 |
|
3.56 |
% |
2.10 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
15,583 |
|
6.33 |
% |
6.12 |
% | |
Total |
$ |
93,339 |
|
37.91 |
% |
35.66 |
% | ||
International
Emerging Markets | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
1,118 |
|
0.17 |
% |
0.48 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
50,638 |
|
7.90 |
% |
10.34 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
103 |
|
0.02 |
% |
0.06 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
42,208 |
|
6.59 |
% |
5.66 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
50,327 |
|
7.85 |
% |
8.18 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
1,059 |
|
0.17 |
% |
0.16 |
% | |
Total |
$ |
145,453 |
|
22.70 |
% |
24.88 |
% | ||
LargeCap
Blend II | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
1,087 |
|
1.40 |
% |
1.64 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
7,733 |
|
10.00 |
% |
16.14 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
10,250 |
|
13.25 |
% |
17.69 |
% | |
|
Guggenheim Partners Investment
Management, LLC |
Guggenheim Securities,
LLC |
40 |
|
0.05 |
% |
0.03 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
7,637 |
|
9.87 |
% |
6.90 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
2,159 |
|
2.79 |
% |
2.97 |
% | |
Total |
$ |
28,906 |
|
37.36 |
% |
45.37 |
% | ||
LargeCap
Growth | |||||||||
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
$ |
2,581 |
|
1.40 |
% |
1.98 |
% |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
486 |
|
0.26 |
% |
0.57 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
8,964 |
|
4.85 |
% |
6.53 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
136 |
|
0.07 |
% |
0.18 |
% | |
Total |
$ |
12,167 |
|
6.58 |
% |
9.26 |
% | ||
LargeCap
Growth I | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
24 |
|
0.04 |
% |
0.03 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
3,175 |
|
4.64 |
% |
4.39 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
4,169 |
|
6.09 |
% |
4.84 |
% | |
|
Guggenheim Partners Investment
Management, LLC |
Guggenheim Securities,
LLC |
47 |
|
0.07 |
% |
0.03 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
6,534 |
|
9.54 |
% |
7.23 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
2,349 |
|
3.43 |
% |
3.53 |
% | |
Total |
$ |
16,298 |
|
23.81 |
% |
20.05 |
% | ||
LargeCap
S&P 500 Index | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
243 |
|
0.37 |
% |
0.60 |
% |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
4,928 |
|
7.51 |
% |
6.78 |
% | |
Total |
$ |
5,171 |
|
7.88 |
% |
7.38 |
% | ||
LargeCap
S&P 500 Managed Volatility Index | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
36 |
|
3.86 |
% |
6.17 |
% |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
845 |
|
90.67 |
% |
86.44 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
9 |
|
0.97 |
% |
1.59 |
% | |
Total |
$ |
890 |
|
95.50 |
% |
94.20 |
% | ||
LargeCap
Value | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
32,012 |
|
7.96 |
% |
11.52 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
19,004 |
|
4.73 |
% |
6.02 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
1,208 |
|
0.30 |
% |
1.00 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
13,470 |
|
3.35 |
% |
4.64 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
10,336 |
|
2.57 |
% |
3.76 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
13,393 |
|
3.33 |
% |
5.13 |
% | |
Total |
$ |
89,423 |
|
22.24 |
% |
32.07 |
% | ||
MidCap | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
10,416 |
|
6.84 |
% |
10.24 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
7,901 |
|
5.19 |
% |
3.36 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
543 |
|
0.36 |
% |
1.01 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
3,386 |
|
2.22 |
% |
4.66 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
416 |
|
0.27 |
% |
0.34 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
3,109 |
|
2.04 |
% |
2.15 |
% | |
Total |
$ |
25,771 |
|
16.92 |
% |
21.76 |
% | ||
Principal
Capital Appreciation | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
664 |
|
4.15 |
% |
6.47 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
8 |
|
0.05 |
% |
0.07 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
304 |
|
1.90 |
% |
2.67 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
559 |
|
3.49 |
% |
5.89 |
% | |
Total |
$ |
1,535 |
|
9.59 |
% |
15.10 |
% | ||
Real Estate
Securities | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
8,118 |
|
17.33 |
% |
21.78 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
868 |
|
1.85 |
% |
2.28 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
56 |
|
0.12 |
% |
0.20 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
1,862 |
|
3.97 |
% |
7.98 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
661 |
|
1.41 |
% |
1.45 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
804 |
|
1.72 |
% |
1.58 |
% | |
Total |
$ |
12,369 |
|
26.40 |
% |
35.27 |
% | ||
SmallCap
Blend | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
3,591 |
|
2.76 |
% |
4.41 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
5,809 |
|
4.46 |
% |
4.81 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
77 |
|
0.06 |
% |
0.19 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
5,949 |
|
4.57 |
% |
5.83 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
7,241 |
|
5.56 |
% |
4.16 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
300 |
|
0.23 |
% |
0.43 |
% | |
Total |
$ |
22,967 |
|
17.64 |
% |
19.83 |
% | ||
SmallCap
Growth II | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
5,726 |
|
4.09 |
% |
2.65 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
1,369 |
|
0.98 |
% |
1.00 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
3,745 |
|
2.68 |
% |
2.14 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
4,406 |
|
3.15 |
% |
3.95 |
% | |
|
Mellon Capital Management
Corporation |
Pershing, LLC |
14,626 |
|
10.45 |
% |
5.19 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
1,300 |
|
0.93 |
% |
0.78 |
% | |
Total |
$ |
31,172 |
|
22.28 |
% |
15.71 |
% | ||
SmallCap
Value I | |||||||||
|
Mellon Capital Management
Corporation |
ConvergEx Execution Solutions,
LLC |
$ |
1,252 |
|
0.75 |
% |
0.67 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
15,448 |
|
9.24 |
% |
8.87 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
14,982 |
|
8.96 |
% |
9.52 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
LLC |
2,242 |
|
1.34 |
% |
1.84 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
4,159 |
|
2.49 |
% |
3.65 |
% | |
Total |
$ |
38,083 |
|
22.78 |
% |
24.55 |
% |
Account |
Sub-Advisor
Employed by the Fund Complex |
Affiliated
Broker |
2012 Account's Total Commissions Paid |
%
of Account's Total Commissions |
%
of Dollar Amount of Account's Commissionable Transactions | ||||
Balanced | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
5,609 |
|
9.55 |
% |
13.77 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
2,750 |
|
4.68 |
% |
6.51 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
1 |
|
0.00 |
% |
0.01 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
603 |
|
1.03 |
% |
0.39 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
1,832 |
|
3.12 |
% |
2.95 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
458 |
|
0.78 |
% |
0.93 |
% | |
Total |
$ |
11,253 |
|
19.16 |
% |
24.56 |
% | ||
Diversified
International | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
4,003 |
|
0.42 |
% |
0.59 |
% |
|
American Century Investment
Management , Inc. |
CIBC World Markets
Corp. |
10,631 |
|
0.01 |
% |
0.01 |
% | |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
101,577 |
|
10.72 |
% |
10.43 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
59,286 |
|
6.26 |
% |
4.37 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
70,401 |
|
7.43 |
% |
8.35 |
% | |
|
Mellon Capital Management
Corporation |
Pershing, LLC |
88 |
|
0.01 |
% |
0.01 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
3,554 |
|
0.38 |
% |
0.69 |
% | |
Total |
$ |
249,540 |
|
25.23 |
% |
24.45 |
% |
Equity
Income | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
113,264 |
|
36.46 |
% |
34.98 |
% |
|
American Century Investment
Management , Inc. |
CIBC World Markets
Corp. |
1,636 |
|
0.53 |
% |
0.40 |
% | |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
354 |
|
0.11 |
% |
0.23 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
9,836 |
|
3.17 |
% |
2.42 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
28,495 |
|
9.17 |
% |
7.34 |
% | |
Total |
$ |
153,585 |
|
49.44 |
% |
45.37 |
% | ||
International
Emerging Markets | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
543 |
|
0.09 |
% |
0.28 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
50,184 |
|
8.30 |
% |
8.24 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
45,895 |
|
7.59 |
% |
6.44 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
43,260 |
|
7.16 |
% |
7.28 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
1,236 |
|
0.20 |
% |
0.20 |
% | |
Total |
$ |
141,118 |
|
23.34 |
% |
22.44 |
% | ||
LargeCap
Blend II | |||||||||
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
$ |
7,105 |
|
7.26 |
% |
5.37 |
% |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
9,870 |
|
10.08 |
% |
9.19 |
% | |
|
Guggenheim Partners Investment
Management, LLC |
Guggenheim Securities,
LLC |
56 |
|
0.06 |
% |
0.05 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
7,238 |
|
7.39 |
% |
7.09 |
% | |
|
Herndon Capital
Management |
Jackson
Securities |
24 |
|
0.02 |
% |
0.02 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
4,341 |
|
4.43 |
% |
7.40 |
% | |
Total |
$ |
28,634 |
|
29.24 |
% |
29.12 |
% | ||
LargeCap
Growth | |||||||||
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
$ |
5,705 |
|
2.26 |
% |
2.46 |
% |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
4,127 |
|
1.63 |
% |
2.37 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
30,613 |
|
12.11 |
% |
15.87 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
1,598 |
|
0.63 |
% |
0.16 |
% | |
Total |
$ |
42,043 |
|
16.63 |
% |
20.86 |
% | ||
LargeCap
Growth I | |||||||||
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc.. |
$ |
3,334 |
|
4.09 |
% |
10.49 |
% |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
8,264 |
|
10.14 |
% |
6.31 |
% | |
|
Guggenheim Partners Investment
Management, LLC |
Guggenheim Securities,
LLC |
24 |
|
0.03 |
% |
0.15 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
6,433 |
|
7.89 |
% |
7.95 |
% | |
|
Herndon Capital
Management |
Jackson
Securities |
30 |
|
0.04 |
% |
0.05 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
1,742 |
|
2.14 |
% |
1.81 |
% | |
Total |
$ |
19,827 |
|
24.33 |
% |
26.76 |
% | ||
LargeCap
S&P 500 Index | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
8,169 |
|
15.50 |
% |
15.92 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
101 |
|
0.19 |
% |
0.03 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
4,960 |
|
9.41 |
% |
9.75 |
% | |
Total |
$ |
13,230 |
|
25.10 |
% |
25.70 |
% | ||
LargeCap
Value | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
52,316 |
|
12.51 |
% |
17.61 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
16,722 |
|
4.00 |
% |
5.84 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
29 |
|
0.01 |
% |
0.05 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
877 |
|
0.21 |
% |
0.30 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
17,219 |
|
4.12 |
% |
5.24 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
13,406 |
|
3.21 |
% |
4.27 |
% | |
Total |
$ |
100,569 |
|
24.06 |
% |
33.31 |
% | ||
MidCap | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
22,727 |
|
9.27 |
% |
16.54 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
6,992 |
|
2.85 |
% |
2.32 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
216 |
|
0.09 |
% |
0.17 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
605 |
|
0.25 |
% |
0.71 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
8,304 |
|
3.39 |
% |
4.61 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
4,758 |
|
1.94 |
% |
2.09 |
% | |
Total |
$ |
43,602 |
|
17.79 |
% |
26.44 |
% | ||
Principal
Capital Appreciation | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
976 |
|
3.92 |
% |
5.68 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
151 |
|
0.61 |
% |
1.01 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
388 |
|
1.56 |
% |
1.90 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
1,235 |
|
4.97 |
% |
8.07 |
% | |
Total |
$ |
2,750 |
|
11.06 |
% |
16.66 |
% | ||
Real Estate
Securities | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
21,378 |
|
15.72 |
% |
21.97 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
2,730 |
|
2.01 |
% |
3.13 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
38 |
|
0.03 |
% |
0.04 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
147 |
|
0.11 |
% |
0.35 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
5,546 |
|
4.08 |
% |
4.86 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
4,265 |
|
3.14 |
% |
4.56 |
% | |
Total |
$ |
34,104 |
|
25.09 |
% |
34.91 |
% | ||
SmallCap
Blend | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
7,112 |
|
4.51 |
% |
8.03 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
4,901 |
|
3.11 |
% |
2.90 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
80 |
|
0.05 |
% |
0.09 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
8,041 |
|
5.10 |
% |
4.24 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
3,406 |
|
2.16 |
% |
1.68 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
1,147 |
|
0.73 |
% |
0.88 |
% | |
Total |
$ |
24,687 |
|
15.66 |
% |
17.82 |
% | ||
SmallCap
Growth II | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
7,695 |
|
4.69 |
% |
2.70 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
1,475 |
|
0.90 |
% |
0.98 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
1,864 |
|
1.14 |
% |
1.26 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
7,215 |
|
4.40 |
% |
4.79 |
% | |
|
Mellon Capital Management
Corporation |
Pershing, LLC |
23,019 |
|
14.04 |
% |
6.71 |
% | |
Total |
$ |
41,268 |
|
25.17 |
% |
16.44 |
% | ||
SmallCap
Value I | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
860 |
|
0.59 |
% |
0.73 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
8,957 |
|
6.18 |
% |
5.79 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
5,818 |
|
4.01 |
% |
4.14 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
7,671 |
|
5.29 |
% |
3.88 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
1,849 |
|
1.28 |
% |
3.69 |
% | |
Total |
$ |
25,155 |
|
17.35 |
% |
18.23 |
% |
Account |
Sub-Advisor
Employed by the Fund Complex |
Affiliated
Broker |
2011 Account's Total Commissions Paid |
%
of Account's Total Commissions |
%
of Dollar Amount of Account's Commissionable Transactions | ||||
Balanced | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
6,295 |
|
9.09 |
% |
10.85 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
3,912 |
|
5.65 |
% |
7.40 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
203 |
|
0.29 |
% |
0.85 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
330 |
|
0.48 |
% |
0.22 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
2,166 |
|
3.13 |
% |
4.46 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
1,552 |
|
2.24 |
% |
2.12 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
2,621 |
|
3.79 |
% |
4.65 |
% | |
Total |
$ |
17,079 |
|
24.67 |
% |
30.55 |
% | ||
Diversified
International | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
5,382 |
|
0.56 |
% |
0.84 |
% |
|
American Century Investment
Management , Inc. |
CIBC World Markets
Corp. |
5,917 |
|
0.61 |
% |
0.42 |
% | |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
105,533 |
|
10.93 |
% |
12.37 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
9 |
|
0.00 |
% |
0.01 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
52,584 |
|
5.45 |
% |
4.06 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
56,329 |
|
5.83 |
% |
5.83 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Mitsubishi UFJ Securities Co.
Ltd. |
1,015 |
|
0.11 |
% |
0.09 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
81,568 |
|
8.45 |
% |
8.78 |
% | |
|
Vaughan Nelson Investment
Management, LP |
Natixis
Securities |
43 |
|
0.00 |
% |
0.01 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
4,930 |
|
0.51 |
% |
1.01 |
% | |
Total |
$ |
313,310 |
|
32.45 |
% |
33.42 |
% | ||
Equity
Income | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
123,102 |
|
38.39 |
% |
35.08 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
4,142 |
|
1.29 |
% |
1.47 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
5,972 |
|
1.86 |
% |
2.38 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
620 |
|
0.19 |
% |
0.30 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
32,522 |
|
10.14 |
% |
11.65 |
% | |
Total |
$ |
166,358 |
|
51.87 |
% |
50.88 |
% | ||
International
Emerging Markets | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
815 |
|
0.14 |
% |
0.54 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
41,963 |
|
7.16 |
% |
7.71 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
16 |
|
0.00 |
% |
0.02 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
52,607 |
|
8.97 |
% |
7.45 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
47,578 |
|
8.11 |
% |
8.28 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
60,760 |
|
10.36 |
% |
9.31 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
2,703 |
|
0.46 |
% |
0.43 |
% | |
Total |
$ |
206,442 |
|
35.20 |
% |
33.74 |
% | ||
LargeCap
Blend II | |||||||||
|
American Century Investment
Management , Inc. |
CIBC World Markets
Corp. |
$ |
34 |
|
0.04 |
% |
0.03 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
6,498 |
|
7.01 |
% |
11.72 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
11,578 |
|
12.49 |
% |
9.76 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
9,956 |
|
10.74 |
% |
13.32 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
7,126 |
|
7.69 |
% |
5.84 |
% | |
|
Pyramis Global Advisors,
LLC |
National Financial Services,
LLC |
12 |
|
0.01 |
% |
0.00 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
845 |
|
0.91 |
% |
1.41 |
% | |
Total |
$ |
36,049 |
|
38.89 |
% |
42.08 |
% | ||
LargeCap
Growth | |||||||||
|
American Century Investment
Management , Inc. |
CIBC World Markets
Corp. |
$ |
1,436 |
|
0.73 |
% |
0.44 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
10,554 |
|
5.35 |
% |
4.66 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
1,409 |
|
0.71 |
% |
1.03 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
28,537 |
|
14.47 |
% |
14.02 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
5,680 |
|
2.88 |
% |
2.86 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
1,230 |
|
0.62 |
% |
0.44 |
% | |
Total |
$ |
48,846 |
|
24.76 |
% |
23.45 |
% | ||
LargeCap
Growth I | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
12 |
|
0.01 |
% |
0.02 |
% |
|
American Century Investment
Management , Inc. |
CIBC World Markets
Corp. |
24 |
|
0.02 |
% |
0.01 |
% | |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
4,144 |
|
3.58 |
% |
5.85 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
7,325 |
|
6.33 |
% |
3.98 |
% | |
|
Guggenheim Partners Investment
Management, LLC |
Guggenheim Capital
LLC |
63 |
|
0.05 |
% |
0.04 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
10,809 |
|
9.34 |
% |
11.78 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
7,786 |
|
6.73 |
% |
6.56 |
% | |
|
Pyramis Global Advisors,
LLC |
National Financial Services,
LLC |
3 |
|
0.00 |
% |
0.00 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
2,829 |
|
2.44 |
% |
2.79 |
% | |
Total |
$ |
32,995 |
|
28.50 |
% |
31.03 |
% | ||
LargeCap
S&P 500 Index | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
5,619 |
|
8.12 |
% |
8.93 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
10,813 |
|
15.63 |
% |
15.80 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
36 |
|
0.05 |
% |
0.09 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
25 |
|
0.04 |
% |
0.09 |
% | |
Total |
$ |
16,493 |
|
23.84 |
% |
24.91 |
% | ||
LargeCap
Value | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
34,183 |
|
7.05 |
% |
8.13 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
10,192 |
|
2.10 |
% |
2.98 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
1,858 |
|
0.38 |
% |
1.24 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
997 |
|
0.21 |
% |
0.12 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
22,107 |
|
4.56 |
% |
7.01 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
6,256 |
|
1.29 |
% |
2.38 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
16,459 |
|
3.40 |
% |
5.14 |
% | |
Total |
$ |
92,052 |
|
18.99 |
% |
27.00 |
% | ||
MidCap | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
16,692 |
|
4.48 |
% |
7.16 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
10,276 |
|
2.76 |
% |
3.31 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
1,203 |
|
0.32 |
% |
0.86 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
235 |
|
0.06 |
% |
0.14 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
5,361 |
|
1.44 |
% |
2.52 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
8,723 |
|
2.34 |
% |
1.90 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
6,679 |
|
1.79 |
% |
2.16 |
% | |
Total |
$ |
49,169 |
|
13.19 |
% |
18.05 |
% | ||
Principal
Capital Appreciation | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
1,571 |
|
4.30 |
% |
8.39 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
761 |
|
2.08 |
% |
2.83 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
646 |
|
1.77 |
% |
3.00 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
2,227 |
|
6.09 |
% |
6.43 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
1,982 |
|
5.42 |
% |
7.02 |
% | |
Total |
$ |
7,187 |
|
19.66 |
% |
27.67 |
% | ||
Real Estate
Securities | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
4,565 |
|
6.87 |
% |
8.87 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
726 |
|
1.09 |
% |
1.33 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
14 |
|
0.02 |
% |
0.03 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
231 |
|
0.35 |
% |
0.53 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
4,013 |
|
6.03 |
% |
11.23 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
1,183 |
|
1.78 |
% |
1.19 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
3,918 |
|
5.89 |
% |
8.38 |
% | |
Total |
$ |
14,650 |
|
22.03 |
% |
31.56 |
% | ||
SmallCap
Blend | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
2,417 |
|
1.75 |
% |
2.32 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
5,601 |
|
4.05 |
% |
3.80 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
277 |
|
0.20 |
% |
0.27 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
5,044 |
|
3.65 |
% |
3.51 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
3,014 |
|
2.18 |
% |
2.84 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
1,414 |
|
1.02 |
% |
1.31 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
96 |
|
0.07 |
% |
0.12 |
% | |
Total |
$ |
17,863 |
|
12.92 |
% |
14.17 |
% | ||
SmallCap
Growth II | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
6,111 |
|
2.87 |
% |
2.23 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
4,504 |
|
2.12 |
% |
1.65 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
2,958 |
|
1.39 |
% |
0.67 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
7,471 |
|
3.51 |
% |
4.94 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
11,257 |
|
5.29 |
% |
4.56 |
% | |
|
Mellon Capital Management
Corporation |
Pershing, LLC |
5,468 |
|
2.57 |
% |
1.30 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
453 |
|
0.21 |
% |
0.53 |
% | |
Total |
$ |
38,222 |
|
17.96 |
% |
15.88 |
% | ||
SmallCap
Value I | |||||||||
|
Mellon Capital Management
Corporation |
BNY ConvergEx Execution
Solutions, LLC |
$ |
1,377 |
|
0.65 |
% |
0.57 |
% |
|
Credit Suisse Asset Management,
LLC |
Credit Suisse,
Inc. |
10,158 |
|
4.80 |
% |
3.83 |
% | |
|
Pyramis Global Advisors,
LLC |
Fidelity Brokerage Services
LLC |
67 |
|
0.03 |
% |
0.03 |
% | |
|
Goldman Sachs Asset Management,
L.P. |
Goldman Sachs &
Co. |
4,707 |
|
2.22 |
% |
1.92 |
% | |
|
J.P. Morgan Investment
Management, Inc. |
J.P. Morgan Securities,
Inc. |
6,340 |
|
3.00 |
% |
3.24 |
% | |
|
Morgan Stanley Investment
Management Inc. (doing business as Van Kampen) |
Morgan Stanley & Co.
Inc. |
10,152 |
|
4.80 |
% |
4.58 |
% | |
|
AllianceBernstein
L.P. |
Sanford C. Bernstein & Co.
LLC |
7,669 |
|
3.62 |
% |
4.32 |
% | |
Total |
$ |
40,470 |
|
19.12 |
% |
18.49 |
% |
Holdings of
Securities of Principal Variable Contracts Funds, Inc. Regular Brokers and
Dealers | |||
Account |
Broker or
Dealer |
Holdings
(in
thousands) | |
Balanced
Account |
Bank of America
Corp |
$ 401 |
|
Bank of New York Mellon
Corp/The |
9 |
||
Citigroup Inc |
105 |
||
Deutsche Bank
AG |
77 |
||
Goldman Sachs Group
Inc/The |
480 |
||
Morgan Stanley |
284 |
||
UBS AG |
125 |
||
Bond & Mortgage Securities
Account |
Bank of America
Corp |
4,857 |
|
Bank of New York Mellon
Corp/The |
159 |
||
Citigroup Inc |
970 |
||
Deutsche Bank
AG |
971 |
||
Goldman Sachs Group
Inc/The |
1,770 |
||
Morgan Stanley |
5,694 |
||
UBS AG |
2,552 |
||
Bond Market Index
Account |
Bank of America
Corp |
34,118 |
|
Bank of New York Mellon
Corp/The |
719 |
||
Citigroup Inc |
5,216 |
||
Deutsche Bank
AG |
11,528 |
||
Goldman Sachs Group
Inc/The |
6,434 |
||
Morgan Stanley |
6,998 |
||
UBS AG |
4,327 |
||
Diversified International
Account |
Bank of America
Corp |
439 |
|
Deutsche Bank
AG |
2,378 |
||
Equity Income
Account |
Bank of America
Corp |
1,984 |
|
Deutsche Bank
AG |
794 |
||
Government & High Quality
Bond Account |
Bank of America
Corp |
1,053 |
|
Citigroup Inc |
4,232 |
||
Deutsche Bank
AG |
421 |
||
Morgan Stanley |
2,102 |
||
UBS AG |
2,456 |
||
Income Account |
Bank of America
Corp |
4,617 |
|
Citigroup Inc |
3,188 |
||
Deutsche Bank
AG |
604 |
||
Goldman Sachs Group
Inc/The |
2,749 |
||
Morgan Stanley |
2,957 |
||
Holdings of
Securities of Principal Variable Contracts Funds, Inc. Regular Brokers and
Dealers | |||
Account |
Broker or
Dealer |
Holdings
(in
thousands) | |
International Emerging Markets
Account |
Bank of America
Corp |
306 |
|
Deutsche Bank
AG |
122 |
||
LargeCap Blend Account
II |
Bank of America
Corp |
1,184 |
|
Bank of New York Mellon
Corp/The |
83 |
||
Citigroup Inc |
3,441 |
||
Deutsche Bank
AG |
164 |
||
Goldman Sachs Group
Inc/The |
153 |
||
Morgan Stanley |
288 |
||
LargeCap Growth
Account |
Bank of America
Corp |
222 |
|
Deutsche Bank
AG |
89 |
||
Morgan Stanley |
997 |
||
LargeCap Growth Account
I |
Bank of America
Corp |
1,171 |
|
Deutsche Bank
AG |
468 |
||
Morgan Stanley |
1,267 |
||
LargeCap S&P 500 Index
Account |
Bank of America
Corp |
20,522 |
|
Bank of New York Mellon
Corp/The |
3,509 |
||
Citigroup Inc |
13,819 |
||
Deutsche Bank
AG |
2,401 |
||
Goldman Sachs Group
Inc/The |
6,533 |
||
Morgan Stanley |
3,799 |
||
LargeCap S&P 500 Managed
Volatility Index Account |
Bank of America
Corp |
56 |
|
Bank of New York Mellon
Corp/The |
14 |
||
Citigroup Inc |
54 |
||
Goldman Sachs Group
Inc/The |
25 |
||
Morgan Stanley |
15 |
||
LargeCap Value
Account |
Bank of America
Corp |
14 |
|
Deutsche Bank
AG |
5 |
||
Goldman Sachs Group
Inc/The |
5,059 |
||
MidCap Account |
Bank of America
Corp |
54 |
|
Deutsche Bank
AG |
22 |
||
Money Market
Account |
Bank of America
Corp |
4,300 |
|
Deutsche Bank
AG |
8,000 |
||
Principal Capital Appreciation
Account |
Bank of America
Corp |
126 |
|
Deutsche Bank
AG |
50 |
||
Goldman Sachs Group
Inc/The |
185 |
||
Real Estate Securities
Account |
Bank of America
Corp |
64 |
|
Deutsche Bank
AG |
26 |
||
Short-Term Income
Account |
Bank of America
Corp |
8,693 |
|
Citigroup Inc |
3,753 |
||
Deutsche Bank
AG |
534 |
||
Goldman Sachs Group
Inc/The |
2,005 |
||
Morgan Stanley |
4,971 |
||
SmallCap Blend
Account |
Bank of America
Corp |
304 |
|
Deutsche Bank
AG |
121 |
||
SmallCap Growth Account
II |
Bank of America
Corp |
389 |
|
Deutsche Bank
AG |
156 |
||
SmallCap Value Account
I |
Bank of America
Corp |
1,260 |
|
Deutsche Bank
AG |
504 |
• |
Principal serves as the
investment adviser to the underlying mutual funds in which funds of funds
invest, and PGI or an affiliated investment adviser may serve as
sub-adviser to the mutual funds in which Principal LifeTime Accounts may
invest. This raises a potential conflict because Principal’s or an
affiliated company’s profit margin may vary depending upon the underlying
fund in which the funds of funds invest; |
• |
Principal or an affiliated
person may serve as investment adviser to a portion of a Multi-Managed
Account. This raises a potential conflict because Principal’s or an
affiliated investment adviser’s profit margin may vary depending on the
extent to which a Multi-Managed Account’s assets are managed by Principal
or allocated to an affiliated adviser. |
• |
A sub-advisor may determine
that the asset class PVC 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 PVC may place with the sub-advisor for management. When a
sub-advisor for two or more PVC Accounts imposes such a limit, Principal
and/or the sub-advisor may need to determine which Account will be
required to limit its investment in the asset class and the degree to
which the Account will be so limited. Principal 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
Principal LifeTime Accounts and other funds of funds invest that does not
give undue consideration to the impact to Principal, PGI, or
affiliates. |
• |
Maintains a documented,
systematic methodology for determining the portions of a Multi-Managed
Account to be allocated to a sub-adviser that does not give undue
consideration to the impact to Principal or its affiliates;
|
• |
Reminds its investment
personnel who provide services to the Principal LifeTime Accounts, other
funds of funds, or Multi-Managed Accounts of Principal’s inherent
conflicts of interest, and Principal’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
|
• |
Principal’s Investment
Oversight and Risk Committee monitors the services provided to the
Principal LifeTime Accounts, other funds of funds, and Multi-Managed
Accounts to ensure such services conform to the applicable investment
methodology, that undue consideration is not given to Principal or its
affiliates, and that such services reflect Principal’s duties of loyalty
and care as a fiduciary. |
• |
taking the current market
value of the total assets of the Account |
• |
subtracting liabilities of the
Account |
• |
dividing the remainder
proportionately into the classes of the
Account |
• |
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, Interactive Data Corporation, J.J. Kenny, Standard &
Poor’s Securities Evaluations, Inc., Markit Partners, and J.P. Morgan
PricingDirect, 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 |
Infinit
Outsourcing |
Advent |
Investment Company Institute
(ICI) |
Advent Custodial Data
(ACD) |
Iron
Mountain |
Barclays |
ITG |
Barra |
JPMorgan Worldwide Securities
Services |
Black Mountain
Systems |
LexisNexis |
Bloomberg |
Lipper |
BNY/Mellon Analytical Solutions
|
Mathias &
Carr |
Broadridge Financial Solutions,
Inc. |
Market WSO
Services |
Brown Brothers
Harriman |
Misys International Banking
Systems, Inc. |
Charles River
Development |
Morningstar,
Inc. |
Charles River Systems,
Inc. |
Omgeo LLC |
Citigroup Global Transaction
Services |
Principal Global Investors,
LLC |
Compliance
Science |
RR Donnelley and
Sons |
Confidential
Shredding |
Russell Implementation
Services |
Confluence
Technologies |
Security APL |
Cortland Capital Market
Services LLC |
SEI Global Services,
Inc. |
Credit Suisse |
State Street Bank &
Trust |
Diversified Information
Technologies, Inc. |
State Street Investment
Management Solutions |
Eagle Investment Systems
Corp. |
SunGard Investment Management
Systems |
Electra Information
Systems |
SunGard Personal Trading
System |
Electra Securities &
Reconciliation System |
SunGard/Protogent
PTA |
Eze Castle Software
LLC |
Syntel Inc. |
FactSet Research Systems
Inc. |
TriOptima |
Financial Recovery Technologies
(FRT) |
Wilshire |
Financial Tracking Technologies
LLC |
Wolters
Kluwer |
Global Link -
GTSS |
Yield Book |
INDATA |
Zeno Consulting
Group |
Account
Name |
Percentage
of
Voting
Securities
Owned
of
Each
Account |
Control
Person – Name and Address |
Jurisdiction
Under
Which
the
Company
is
Organized
(when
control
person
is a
company) |
Parent of
Control
Person (when
control
Person is a
company) |
BALANCED |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
VUL II |
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
BOND & MORTGAGE
|
73.44% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
SECURITIES |
FLEX VARIABLE LIFE INS
|
|||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
BOND MARKET INDEX
|
58.46% |
DIVERSIFIED GROWTH ACCOUNT
|
Maryland |
Principal Financial
Group |
ATTN MUTUAL FUND ACCOUNTING
H221 |
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
BOND MARKET INDEX
|
29.24% |
DIVERSIFIED BALANCED ACCOUNT
|
Maryland |
Principal Financial
Group |
ATTN MUTUAL FUND ACCOUNTING
H221 |
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
DIVERSIFIED
BALANCED |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
INVESTMENT PLUS VARIABLE
ANNUITY |
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
DIVERSIFIED BALANCED
|
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
MANAGED
VOLATILITY |
INVESTMENT PLUS VARIABLE
ANNUITY |
Account
Name |
Percentage
of
Voting
Securities
Owned
of
Each
Account |
Control
Person – Name and Address |
Jurisdiction
Under
Which
the
Company
is
Organized
(when
control
person
is a
company) |
Parent of
Control
Person (when
control
Person is a
company) |
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
DIVERSIFIED GROWTH
|
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
INVESTMENT PLUS VARIABLE
ANNUITY |
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
DIVERSIFIED
GROWTH |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
MANAGED
VOLATILITY |
INVESTMENT PLUS VARIABLE
ANNUITY |
|||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
DIVERSIFIED INCOME
|
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
INVESTMENT PLUS VARIABLE
ANNUITY |
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
DIVERSIFIED
INTERNATIONAL |
75.06% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FREEDOM 2 VARIABLE ANNUNITY
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
EQUITY INCOME |
49.28% |
PRINCIPAL NATIONAL LIFE INS CO
|
Iowa |
Principal Financial
Group |
FBO VUL INCOME III
|
||||
ATTN INDIVIDUAL LIFE ACCOUNTING
|
||||
711 HIGH ST G-012-S41
|
||||
DES MOINES IA 50392-9992
|
||||
GOVERNMENT &
HIGH |
56.97% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Maryland |
Principal Financial
Group |
QUALITY BOND |
FREEDOM 2 VARIABLE ANNUNITY
|
|||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
INCOME |
48.14% |
SAM BALANCED PORTFOLIO PVC
|
Maryland |
Principal Financial
Group |
ATTN MUTUAL FUND
ACCOUNTING-H221 |
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
INCOME |
25.68% |
SAM FLEXIBLE INCOME PORTFOLIO
PVC |
Maryland |
Principal Financial
Group |
Account
Name |
Percentage
of
Voting
Securities
Owned
of
Each
Account |
Control
Person – Name and Address |
Jurisdiction
Under
Which
the
Company
is
Organized
(when
control
person
is a
company) |
Parent of
Control
Person (when
control
Person is a
company) |
ATTN MUTUAL FUND
ACCOUNTING-H221 |
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
INTERNATIONAL
EMERGING |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
MARKETS |
FLEX VARIABLE LIFE INS
|
|||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
LARGECAP BLEND
II |
93.35% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
BENE VAR UNIVERSAL LIFE II
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
LARGECAP GROWTH
|
90.50% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
BENE VAR UNIVERSAL LIFE II
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
LARGECAP GROWTH
I |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FLEX VARIABLE LIFE INS
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
LARGECAP S&P 500 INDEX
|
69.25% |
DIVERSIFIED GROWTH ACCOUNT
|
Maryland |
Principal Financial
Group |
ATTN MUTUAL FUND ACCOUNTING
H221 |
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
LARGECAP S&P
500 |
69.26% |
DIVERSIFIED GROWTH MANAGED
|
Maryland |
Principal Financial
Group |
MANAGED VOLATILITY
INDEX |
VOLATILITY ACCOUNT
|
|||
ATTN MUTUAL FUND ACCOUNTING
H221 |
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
LARGECAP S&P
500 |
30.73% |
DIVERSIFIED BALANCED MANAGED
|
Maryland |
Principal Financial
Group |
MANAGED VOLATILITY
INDEX |
VOLATILITY ACCOUNT
|
|||
ATTN MUTUAL FUND ACCOUNTING
H221 |
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
LARGECAP VALUE |
100.00% |
PRINCIPAL LIFE INSURANCE CO
|
Iowa |
Principal Financial
Group |
Account
Name |
Percentage
of
Voting
Securities
Owned
of
Each
Account |
Control
Person – Name and Address |
Jurisdiction
Under
Which
the
Company
is
Organized
(when
control
person
is a
company) |
Parent of
Control
Person (when
control
Person is a
company) |
SEPARATE ACCOUNT B BFA
|
||||
RIS FIN MGMT B&C T-005-W40
|
||||
PRINCIPAL FINANCIAL GROUP
|
||||
DES MOINES IA 50392-0001
|
||||
MIDCAP |
83.37% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
VARIABLE UNIVERSAL LIFE INCOME
II |
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
MONEY MARKET |
98.81% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FREEDOM 2 VARIABLE ANNUNITY
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
PRINCIPAL
CAPITAL |
47.29% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Maryland |
Principal Financial
Group |
APPRECIATION |
INVESTMENT PLUS VARIABLE
ANNUITY |
|||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
PRINCIPAL
CAPITAL |
29.98% |
SUNAMERICA ANNUITY &
|
California |
American
International |
APPRECIATION |
LIFE ASSURANCE CO
|
Group Inc | ||
VARIABLE SEPARATE ACCOUNT
|
||||
ATTN LEGAL DEPARTMENT
|
||||
1 SUNAMERICA CTR
|
||||
LOS ANGELES CA 90067-6100
|
||||
PRINCIPAL
LIFETIME |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
STRATEGIC
INCOME |
PRINFLEX LIFE |
|||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
PRINCIPAL LIFETIME
2010 |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
PRINFLEX LIFE |
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
PRINCIPAL LIFETIME
2020 |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FLEX VARIABLE LIFE INS
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
Account
Name |
Percentage
of
Voting
Securities
Owned
of
Each
Account |
Control
Person – Name and Address |
Jurisdiction
Under
Which
the
Company
is
Organized
(when
control
person
is a
company) |
Parent of
Control
Person (when
control
Person is a
company) |
PRINCIPAL LIFETIME
2030 |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FLEX VARIABLE LIFE INS
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
PRINCIPAL LIFETIME
2040 |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
PRINFLEX LIFE |
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
PRINCIPAL LIFETIME
2050 |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FLEX VARIABLE LIFE INS
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
PRINCIPAL LIFETIME
2060 |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
EVUL |
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
REAL ESTATE
SECURITIES |
99.45% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FBO PRINCIPAL PIVOT SERIES
|
||||
VARIABLE
ANNUITY |
||||
MAIL FLOW 750-07A24
|
||||
711 HIGH STREET G-012-S41
|
||||
DES MOINES IA 50392-0001
|
||||
S A M BALANCED |
81.97% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FREEDOM 2 VARIABLE ANNUNITY
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
S A M
CONSERVATIVE |
90.39% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
BALANCED |
FREEDOM 2 VARIABLE ANNUNITY
|
|||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
Account
Name |
Percentage
of
Voting
Securities
Owned
of
Each
Account |
Control
Person – Name and Address |
Jurisdiction
Under
Which
the
Company
is
Organized
(when
control
person
is a
company) |
Parent of
Control
Person (when
control
Person is a
company) |
S A M
CONSERVATIVE |
52.62% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
GROWTH |
FREEDOM 2 VARIABLE ANNUNITY
|
|||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
S A M
CONSERVATIVE |
26.87% |
FARMERS NEW WORLD LIFE INS CO
|
California |
Farmer's Insurance
Group |
GROWTH |
VARIABLE UNIVERSAL LIFE II
AGENT |
|||
ATTN SEPARATE ACCOUNTS
|
||||
3003 77TH AVE SE
|
||||
MERCER ISLAND WA 98040-2890
|
||||
S A M FLEXIBLE
INCOME |
86.65% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FREEDOM 2 VARIABLE ANNUNITY
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
S A M STRATEGIC
GROWTH |
53.42% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FREEDOM 2 VARIABLE ANNUNITY
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
S A M STRATEGIC
GROWTH |
36.66% |
FARMERS NEW WORLD LIFE INS CO
|
California |
Farmer's Insurance
Group |
VARIABLE UNIVERSAL LIFE II
AGENT |
||||
ATTN SEPARATE ACCOUNTS
|
||||
3003 77TH AVE SE
|
||||
MERCER ISLAND WA 98040-2890
|
||||
SHORT-TERM INCOME
|
60.45% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FREEDOM 2 VARIABLE ANNUNITY
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
SMALLCAP BLEND |
100.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FLEX VARIABLE LIFE INS
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
Account
Name |
Percentage
of
Voting
Securities
Owned
of
Each
Account |
Control
Person – Name and Address |
Jurisdiction
Under
Which
the
Company
is
Organized
(when
control
person
is a
company) |
Parent of
Control
Person (when
control
Person is a
company) |
SMALLCAP GROWTH
II |
88.06% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FREEDOM 2 VARIABLE ANNUNITY
|
||||
ATTN IND ACCTNG G-12-S41
|
||||
711 HIGH ST |
||||
DES MOINES IA 50392-0001
|
||||
SMALLCAP VALUE
I |
99.69% |
PRINCIPAL LIFE INSURANCE CO
CUST |
Iowa |
Principal Financial
Group |
FBO PRINCIPAL PIVOT SERIES
|
||||
VARIABLE
ANNUITY |
||||
MAIL FLOW 750-07A24
|
||||
711 HIGH STREET G-012-S41
|
||||
DES MOINES IA 50392-0001
|
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
BALANCED; Class
1 |
62.10% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BALANCED; Class
1 |
18.88% |
PRINCIPAL LIFE INSURANCE CO
CUST |
PRINFLEX LIFE
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BALANCED; Class
1 |
5.53% |
PRINCIPAL LIFE INSURANCE CO
|
SEPARATE ACCOUNT B - PREMIER
| ||
RIS FIN MGMT B&C T-005-W40
| ||
THE PRINCIPAL FINANCIAL GROUP
| ||
DES MOINES IA 50392-0001
| ||
BOND & MORTGAGE SECURITIES;
Class 1 |
29.68% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND & MORTGAGE SECURITIES;
Class 1 |
23.22% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND & MORTGAGE SECURITIES;
Class 1 |
11.65% |
LIFETIME 2020 ACCOUNT
|
ATTN MUTUAL FUND ACCOUNTING-
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND & MORTGAGE SECURITIES;
Class 1 |
5.87% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX; Class
1 |
58.46% |
DIVERSIFIED GROWTH ACCOUNT
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
BOND MARKET INDEX; Class
1 |
29.24% |
DIVERSIFIED BALANCED ACCOUNT
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
|
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
BOND MARKET INDEX; Class
1 |
6.43% |
DIVERSIFIED INCOME ACCOUNT
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED BALANCED; Class
2 |
96.73% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED
BALANCED |
80.67% |
PRINCIPAL LIFE INSURANCE CO
CUST |
MANAGED VOLATILITY; Class
2 |
INVESTMENT PLUS VARIABLE
ANNUITY | |
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED BALANCED; Class
2 |
19.31% |
PRINCIPAL LIFE INSURANCE CO
CUST |
MANAGED
VOLATILITY |
FBO PRINCIPAL LIFETIME INCOME
SOLUTIONS | |
ATTN INDIVIDUAL LIFE ACCOUNTING
| ||
711 HIGH STREET G-012-S41
| ||
DES MOINES IA 50392-9992
| ||
DIVERSIFIED GROWTH; Class
2 |
98.70% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED
GROWTH |
87.05% |
PRINCIPAL LIFE INSURANCE CO
CUST |
MANAGED VOLATILITY; Class
2 |
INVESTMENT PLUS VARIABLE
ANNUITY | |
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED
GROWTH |
12.92% |
PRINCIPAL LIFE INSURANCE CO
CUST |
MANAGED VOLATILITY; Class
2 |
FBO PRINCIPAL LIFETIME INCOME
SOLUTIONS | |
ATTN INDIVIDUAL LIFE ACCOUNTING
| ||
711 HIGH STREET G-012-S41
| ||
DES MOINES IA 50392-9992
| ||
DIVERSIFIED INCOME; Class
2 |
95.95% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED INTERNATIONAL;
Class 1 |
24.89% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
|
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
DIVERSIFIED INTERNATIONAL;
Class 1 |
13.11% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED INTERNATIONAL;
Class 1 |
12.97% |
SAM BALANCED PORTFOLIO PVC
|
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED INTERNATIONAL;
Class 1 |
9.85% |
PRINCIPAL LIFE INSURANCE CO
CUST |
PRINFLEX LIFE
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED INTERNATIONAL;
Class 1 |
7.84% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED INTERNATIONAL;
Class 1 |
5.27% |
SAM CONS GROWTH PORTFOLIO PVC
|
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
DIVERSIFIED INTERNATIONAL;
Class 2 |
56.02% |
FARMERS NEW WORLD LIFE INS CO
|
VARIABLE UNIVERSAL LIFE II
AGENT | ||
ATTN SEPARATE ACCOUNTS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
DIVERSIFIED INTERNATIONAL;
Class 2 |
34.39% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
DIVERSIFIED INTERNATIONAL;
Class 2 |
7.00% |
THE U.S. LIFE INS. CO. IN THE
CITY OF N.Y. |
FS VERIABLE SEPARATE ACCT
| ||
ATTN LEGAL DEPART
| ||
21650 OXNARD ST STE 750
| ||
WOODLAND HLS CA 91367-4997
| ||
EQUITY INCOME; Class
1 |
32.86% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
EQUITY INCOME; Class
1 |
17.92% |
SAM BALANCED PORTFOLIO PVC
|
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
EQUITY INCOME; Class
1 |
9.57% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
EQUITY INCOME; Class
1 |
7.09% |
SAM CONS GROWTH PORTFOLIO PVC
|
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
EQUITY INCOME; Class
1 |
6.98% |
TIAA-CREF LIFE SEPARATE ACCOUNT
|
VA-1 OF TIAA-CREF LIFE INS CO
| ||
8500 ANDREW CARNEGIE BLVD
| ||
MAIL CODE - E3/N6
| ||
CHARLOTTE NC 28262-8500
| ||
EQUITY INCOME; Class
1 |
6.36% |
SAM STRATEGIC GROWTH PORTFOLIO
PVC |
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
EQUITY INCOME; Class
2 |
41.22% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
EQUITY INCOME; Class
2 |
26.23% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
EQUITY INCOME; Class
2 |
23.22% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
EQUITY INCOME; Class
2 |
7.10% |
FARMERS NEW WORLD LIFE INS CO
|
VARIABLE UNIVERSAL LIFE II
AGENT | ||
ATTN SEPARATE ACCOUNTS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
GOVT & HIGH QUALITY BOND
ACCOUNT; Class 1 |
23.99% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
GOVT & HIGH QUALITY BOND
ACCOUNT; Class 1 |
22.11% |
SAM BALANCED PORTFOLIO PVC
|
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GOVT & HIGH QUALITY BOND
ACCOUNT; Class 1 |
18.85% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GOVT & HIGH QUALITY BOND
ACCOUNT; Class 1 |
8.84% |
SAM CONS BALANCED PORTFOLIO PVC
|
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GOVT & HIGH QUALITY BOND
ACCOUNT; Class 1 |
7.88% |
SAM FLEXIBLE INCOME PORTFOLIO
PVC |
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
GOVT & HIGH QUALITY BOND
ACCOUNT; Class 2 |
70.12% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
GOVT & HIGH QUALITY BOND
ACCOUNT; Class 2 |
26.47% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FBO PRINCIPAL PIVOT SERIES
VARIABLE ANNUITY | ||
MAIL FLOW 750-07A24
| ||
711 HIGH STREET G-012-S41
| ||
DES MOINES IA 50392-0001
| ||
INCOME; Class 1 |
48.66% |
SAM BALANCED PORTFOLIO PVC
|
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INCOME; Class 1 |
25.96% |
SAM FLEXIBLE INCOME PORTFOLIO
PVC |
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INCOME; Class 1 |
17.50% |
SAM CONS BALANCED PORTFOLIO PVC
|
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INCOME; Class 2 |
91.95% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
INTERNATIONAL EMERGING MARKETS;
Class 1 |
35.91% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL EMERGING MARKETS;
Class 1 |
26.09% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL EMERGING MARKETS;
Class 1 |
7.16% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL EMERGING MARKETS;
Class 1 |
6.24% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL EMERGING MARKETS;
Class 1 |
6.13% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VUL INCOME | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
INTERNATIONAL EMERGING MARKETS;
Class 1 |
5.61% |
PRINCIPAL LIFE INSURANCE CO
CUST |
PRINFLEX LIFE
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP BLEND II; Class
1 |
52.62% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP BLEND II; Class
1 |
28.82% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP BLEND II; Class
2 |
58.76% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
|
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
LARGECAP BLEND II; Class
2 |
31.84% |
FARMERS NEW WORLD LIFE INS CO
|
VARIABLE UNIVERSAL LIFE II
AGENT | ||
ATTN SEPARATE ACCOUNTS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
LARGECAP BLEND II; Class
2 |
6.08% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FBO PRINCIPAL PIVOT SERIES
VARIABLE ANNUITY | ||
MAIL FLOW 750-07A24
| ||
711 HIGH STREET G-012-S41
| ||
DES MOINES IA 50392-0001
| ||
LARGECAP GROWTH I; Class
1 |
36.74% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP GROWTH I; Class
1 |
25.94% |
PRINCIPAL LIFE INSURANCE CO
CUST |
PRINFLEX LIFE
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP GROWTH I; Class
1 |
11.99% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP GROWTH I; Class
1 |
7.71% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP GROWTH I; Class
1 |
7.54% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP GROWTH; Class
1 |
27.89% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP GROWTH; Class
1 |
20.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
LARGECAP GROWTH; Class
1 |
15.99% |
PRINCIPAL LIFE INSURANCE CO
CUST |
PRINFLEX LIFE
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP GROWTH; Class
1 |
11.07% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP GROWTH; Class
1 |
8.28% |
AMERICAN GENERAL LIFE INSURANCE
CO |
VARIABLE PRODUCTS DEPARTMENT
| ||
ATTN: DEBORAH KERAI
| ||
PO BOX 1591 | ||
HOUSTON TX 77251-1591
| ||
LARGECAP GROWTH; Class
1 |
5.58% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP GROWTH; Class
2 |
60.09% |
FARMERS NEW WORLD LIFE INS CO
|
VARIABLE UNIVERSAL LIFE II
AGENT | ||
ATTN SEPARATE ACCOUNTS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
LARGECAP GROWTH; Class
2 |
25.54% |
FARMERS NEW WORLD LIFE INS CO
|
VARIABLE UNIVERSAL LIFE II
AGENT | ||
ATTN SEPARATE ACCOUNTS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
LARGECAP GROWTH; Class
2 |
12.02% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FBO PRINCIPAL PIVOT SERIES
VARIABLE ANNUITY | ||
MAIL FLOW 750-07A24
| ||
711 HIGH STREET G-012-S41
| ||
DES MOINES IA 50392-0001
| ||
LARGECAP S&P 500 INDEX;
Class 1 |
69.25% |
DIVERSIFIED GROWTH ACCOUNT
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP S&P 500 INDEX;
Class 1 |
18.86% |
DIVERSIFIED BALANCED ACCOUNT
|
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
LARGECAP S&P
500 |
69.26% |
DIVERSIFIED GROWTH MANAGED
|
MANAGED VOLATILITY INDEX, Class
1 |
VOLATILITY ACCOUNT
| |
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP S&P
500 |
30.73% |
DIVERSIFIED BALANCED MANAGED
|
MANAGED VOLATILITY INDEX, Class
1 |
VOLATILITY ACCOUNT
| |
ATTN MUTUAL FUND ACCOUNTING
H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP VALUE; Class
1 |
34.97% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP VALUE; Class
1 |
16.18% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP VALUE; Class
1 |
14.35% |
PRINCIPAL LIFE INSURANCE CO
CUST |
PRINFLEX LIFE
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
LARGECAP VALUE; Class
1 |
10.95% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
MIDCAP; Class 1 |
33.35% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
MIDCAP; Class 1 |
20.82% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
MIDCAP; Class 1 |
10.06% |
PRINCIPAL LIFE INSURANCE CO
CUST |
PRINFLEX LIFE
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
MIDCAP; Class 1 |
8.16% |
SAM BALANCED PORTFOLIO PVC
|
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
MIDCAP; Class 2 |
56.52% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
MIDCAP; Class 2 |
27.44% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
MIDCAP; Class 2 |
8.27% |
THE U.S. LIFE INS. CO. IN THE
CITY OF N.Y. |
FS VERIABLE SEPARATE ACCT
| ||
ATTN LEGAL DEPART
| ||
21650 OXNARD ST STE 750
| ||
WOODLAND HLS CA 91367-4997
| ||
MONEY MARKET; Class
1 |
41.69% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
MONEY MARKET; Class
1 |
23.00% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
MONEY MARKET; Class
1 |
8.59% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
MONEY MARKET; Class
1 |
7.77% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
MONEY MARKET; Class
2 |
61.20% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
MONEY MARKET; Class
2 |
27.03% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FBO PRINCIPAL PIVOT SERIES
VARIABLE ANNUITY | ||
MAIL FLOW 750-07A24
| ||
711 HIGH STREET G-012-S41
| ||
DES MOINES IA 50392-0001
| ||
MONEY MARKET; Class
2 |
10.15% |
THE U.S. LIFE INS. CO. IN THE
CITY OF N.Y. |
FS VERIABLE SEPARATE ACCT
| ||
ATTN LEGAL DEPART
| ||
21650 OXNARD ST STE 750
| ||
WOODLAND HLS CA 91367-4997
| ||
PRINCIPAL CAPITAL APPRECIATION;
Class 1 |
55.82% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL CAPITAL APPRECIATION;
Class 1 |
30.26% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
PRINCIPAL CAPITAL APPRECIATION;
Class 1 |
13.77% |
AMERICAN GENERAL LIFE INSURANCE
CO |
VARIABLE PRODUCTS DEPARTMENT
| ||
ATTN: DEBORAH KERAI
| ||
PO BOX 1591 | ||
HOUSTON TX 77251-1591
| ||
PRINCIPAL CAPITAL APPRECIATION;
Class 2 |
28.60% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
PRINCIPAL CAPITAL APPRECIATION;
Class 2 |
26.35% |
FARMERS NEW WORLD LIFE INS CO
|
VARIABLE UNIVERSAL LIFE II
AGENT | ||
ATTN SEPARATE ACCOUNTS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
PRINCIPAL CAPITAL APPRECIATION;
Class 2 |
14.44% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
|
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
PRINCIPAL LIFETIME 2010; Class
1 |
64.23% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2010; Class
1 |
15.29% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2010; Class
1 |
6.97% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2020; Class
1 |
62.76% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2020; Class
1 |
14.73% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2020; Class
1 |
11.24% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2030; Class
1 |
57.40% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2030; Class
1 |
13.99% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
PRINCIPAL LIFETIME 2030; Class
1 |
11.46% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2030; Class
1 |
5.43% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VUL INCOME | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2040; Class
1 |
31.22% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2040; Class
1 |
20.57% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2040; Class
1 |
17.01% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VUL INCOME | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2040; Class
1 |
13.40% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2050; Class
1 |
35.89% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2050; Class
1 |
20.85% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VUL INCOME | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
PRINCIPAL LIFETIME 2050; Class
1 |
11.59% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2050; Class
1 |
9.02% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2050; Class
1 |
6.86% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VUL II | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2050; Class
1 |
5.19% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VARIABLE UNIVERSAL LIFE INCOME
II | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2060; Class
1 |
64.64% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME 2060; Class
1 |
20.11% |
PRINCIPAL NATIONAL LIFE INS CO
|
FBO VUL INCOME III
| ||
ATTN INDIVIDUAL LIFE ACCOUNTING
| ||
711 HIGH ST G-012-S41
| ||
DES MOINES IA 50392-9992
| ||
PRINCIPAL LIFETIME 2060; Class
1 |
9.94% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME STRATEGIC
INC; Class 1 |
56.88% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
PRINCIPAL LIFETIME STRATEGIC
INC; Class 1 |
15.60% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME STRATEGIC
INC; Class 1 |
12.12% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
PRINCIPAL LIFETIME STRATEGIC
INC; Class 1 |
5.16% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
REAL ESTATE SECURITIES; Class
1 |
28.97% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
REAL ESTATE SECURITIES; Class
1 |
23.34% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
REAL ESTATE SECURITIES; Class
1 |
17.10% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
REAL ESTATE SECURITIES; Class
1 |
7.34% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
REAL ESTATE SECURITIES; Class
1 |
6.53% |
PRINCIPAL LIFE INSURANCE CO
CUST |
PRINFLEX LIFE
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
REAL ESTATE SECURITIES; Class
2 |
48.37% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
REAL ESTATE SECURITIES; Class
2 |
48.24% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FBO PRINCIPAL PIVOT SERIES
VARIABLE ANNUITY | ||
MAIL FLOW 750-07A24
| ||
711 HIGH STREET G-012-S41
| ||
DES MOINES IA 50392-0001
| ||
S A M BALANCED PORTFOLIO; Class
1 |
74.77% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M BALANCED PORTFOLIO; Class
1 |
8.02% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M BALANCED PORTFOLIO; Class
2 |
36.24% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
S A M BALANCED PORTFOLIO; Class
2 |
33.22% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M BALANCED PORTFOLIO; Class
2 |
11.22% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M BALANCED PORTFOLIO; Class
2 |
8.95% |
FARMERS NEW WORLD LIFE INS CO
|
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M BALANCED PORTFOLIO; Class
2 |
7.42% |
THE U.S. LIFE INS. CO. IN THE
CITY OF N.Y. |
FS VERIABLE SEPARATE ACCT
| ||
ATTN LEGAL DEPART
| ||
21650 OXNARD ST STE 750
| ||
WOODLAND HLS CA 91367-4997
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
S A M CONSERVATIVE BALANCED
PORT; Class 1 |
71.90% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M CONSERVATIVE BALANCED
PORT; Class 1 |
10.06% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EXEC VAR UNIVERSAL LIFE II
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M CONSERVATIVE BALANCED
PORT; Class 1 |
8.58% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M CONSERVATIVE BALANCED
PORT; Class 2 |
46.24% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M CONSERVATIVE BALANCED
PORT; Class 2 |
30.72% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
S A M CONSERVATIVE BALANCED
PORT; Class 2 |
9.61% |
FARMERS NEW WORLD LIFE INS CO
|
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M CONSERVATIVE BALANCED
PORT; Class 2 |
7.12% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M CONSERVATIVE GROWTH PORT;
Class 1 |
42.93% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M CONSERVATIVE GROWTH PORT;
Class 1 |
10.53% |
AMERICAN GENERAL LIFE INSURANCE
CO |
VARIABLE PRODUCTS DEPARTMENT
| ||
ATTN: DEBORAH KERAI
| ||
PO BOX 1591 | ||
HOUSTON TX 77251-1591
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
S A M CONSERVATIVE GROWTH PORT;
Class 1 |
10.06% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
S A M CONSERVATIVE GROWTH PORT;
Class 1 |
8.38% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VARIABLE UNIVERSAL LIFE INCOME
II | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M CONSERVATIVE GROWTH PORT;
Class 1 |
7.54% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M CONSERVATIVE GROWTH PORT;
Class 1 |
5.48% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VUL INCOME | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M CONSERVATIVE GROWTH PORT;
Class 2 |
30.93% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M CONSERVATIVE GROWTH PORT;
Class 2 |
28.80% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M CONSERVATIVE GROWTH PORT;
Class 2 |
19.66% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
S A M CONSERVATIVE GROWTH PORT;
Class 2 |
15.12% |
FARMERS NEW WORLD LIFE INS CO
|
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M FLEXIBLE INCOME PORT;
Class 1 |
69.36% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
S A M FLEXIBLE INCOME PORT;
Class 1 |
15.81% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M FLEXIBLE INCOME PORT;
Class 2 |
46.07% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M FLEXIBLE INCOME PORT;
Class 2 |
39.11% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
S A M STRATEGIC GROWTH PORT;
Class 1 |
40.16% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M STRATEGIC GROWTH PORT;
Class 1 |
12.30% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VARIABLE UNIVERSAL LIFE INCOME
II | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M STRATEGIC GROWTH PORT;
Class 1 |
7.42% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VUL INCOME | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M STRATEGIC GROWTH PORT;
Class 1 |
6.71% |
AMERICAN GENERAL LIFE INSURANCE
CO |
VARIABLE PRODUCTS DEPARTMENT
| ||
ATTN: DEBORAH KERAI
| ||
PO BOX 1591 | ||
HOUSTON TX 77251-1591
| ||
S A M STRATEGIC GROWTH PORT;
Class 1 |
6.58% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
S A M STRATEGIC GROWTH PORT;
Class 1 |
6.58% |
PRINCIPAL NATIONAL LIFE INS CO
|
FBO VUL INCOME III
| ||
ATTN INDIVIDUAL LIFE ACCOUNTING
| ||
711 HIGH ST G-012-S41
| ||
DES MOINES IA 50392-9992
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
S A M STRATEGIC GROWTH PORT;
Class 2 |
42.82% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M STRATEGIC GROWTH PORT;
Class 2 |
22.64% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M STRATEGIC GROWTH PORT;
Class 2 |
17.63% |
FARMERS NEW WORLD LIFE INS CO
|
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
S A M STRATEGIC GROWTH PORT;
Class 2 |
9.08% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
S A M STRATEGIC GROWTH PORT;
Class 2 |
6.81% |
FARMERS NEW WORLD LIFE INS CO
|
VARIABLE UNIVERSAL LIFE II
AGENT | ||
ATTN SEPARATE ACCOUNTS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
SHORT-TERM INCOME; Class
1 |
40.54% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SHORT-TERM INCOME; Class
1 |
15.63% |
SAM BALANCED PORTFOLIO PVC
|
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SHORT-TERM INCOME; Class
1 |
8.44% |
SAM FLEXIBLE INCOME PORTFOLIO
PVC |
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SHORT-TERM INCOME; Class
1 |
7.46% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SHORT-TERM INCOME; Class
1 |
6.29% |
SAM CONS BALANCED PORTFOLIO PVC
|
ATTN MUTUAL FUND
ACCOUNTING-H221 | ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
SHORT-TERM INCOME; Class
2 |
83.24% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
SHORT-TERM INCOME; Class
2 |
11.76% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FBO PRINCIPAL PIVOT SERIES
VARIABLE ANNUITY | ||
MAIL FLOW 750-07A24
| ||
711 HIGH STREET G-012-S41
| ||
DES MOINES IA 50392-0001
| ||
SMALLCAP BLEND; Class
1 |
39.51% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALLCAP BLEND; Class
1 |
27.08% |
PRINCIPAL LIFE INSURANCE CO
CUST |
VUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALLCAP BLEND; Class
1 |
10.78% |
PRINCIPAL LIFE INSURANCE CO
CUST |
PRINFLEX LIFE
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALLCAP BLEND; Class
1 |
6.39% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALLCAP BLEND; Class
1 |
5.03% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FREEDOM VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALLCAP GROWTH II; Class
1 |
30.47% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
SMALLCAP GROWTH II; Class
1 |
19.77% |
PRINCIPAL LIFE INSURANCE CO
CUST |
PRINFLEX LIFE
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALLCAP GROWTH II; Class
1 |
17.32% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALLCAP GROWTH II; Class
1 |
9.39% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALLCAP GROWTH II; Class
1 |
5.54% |
AMERICAN GENERAL LIFE INSURANCE
CO |
VARIABLE PRODUCTS DEPARTMENT
| ||
ATTN: DEBORAH KERAI
| ||
PO BOX 1591 | ||
HOUSTON TX 77251-1591
| ||
SMALLCAP GROWTH II; Class
2 |
49.92% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
SMALLCAP GROWTH II; Class
2 |
37.19% |
FARMERS NEW WORLD LIFE INS CO
|
ATTN SEGREGATED ASSETS
| ||
3003 77TH AVE SE
| ||
MERCER ISLAND WA 98040-2890
| ||
SMALLCAP GROWTH II; Class
2 |
7.08% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
SMALLCAP VALUE I; Class
1 |
40.25% |
PRINCIPAL LIFE INSURANCE CO
CUST |
INVESTMENT PLUS VARIABLE
ANNUITY | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALLCAP VALUE I; Class
1 |
27.91% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FLEX VARIABLE ANNUITY
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
Account and
Class Name |
Percentage
of
Ownership
of an
Account
by Class |
Principal
Holders of Securities
Name and
Address |
SMALLCAP VALUE I; Class
1 |
9.97% |
PRINCIPAL LIFE INSURANCE CO
CUST |
PRINFLEX LIFE
| ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALLCAP VALUE I; Class
1 |
8.39% |
PRINCIPAL LIFE INSURANCE CO
CUST |
EVUL | ||
ATTN IND ACCTNG G-12-S41
| ||
711 HIGH ST | ||
DES MOINES IA 50392-0001
| ||
SMALLCAP VALUE I; Class
2 |
75.82% |
SUNAMERICA ANNUITY & LIFE
ASSURANCE CO |
VARIABLE SEPARATE ACCOUNT
| ||
ATTN LEGAL DEPARTMENT
| ||
1 SUNAMERICA CTR
| ||
LOS ANGELES CA 90067-6100
| ||
SMALLCAP VALUE I; Class
2 |
24.17% |
PRINCIPAL LIFE INSURANCE CO
CUST |
FBO PRINCIPAL PIVOT SERIES
VARIABLE ANNUITY | ||
MAIL FLOW 750-07A24
| ||
711 HIGH STREET G-012-S41
| ||
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 | |
James W.
Fennessey: Diversified Balanced,
Diversified Balanced Managed Volatility, Diversified Growth, Diversified
Growth Managed Volatility, Diversified Income, LargeCap Blend II, LargeCap
Growth I, Principal LifeTime Strategic Income, 2010, 2020, 2030, 2040,
2050, 2060, SmallCap Growth II, and SmallCap Value I Accounts
|
||||
Registered investment
companies |
12 |
$25.8 Billion |
0 |
$0 |
Other pooled investment
vehicles |
22 |
$9.1 Billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Mariateresa
Monaco: SmallCap Growth II and
SmallCap Value I Accounts |
||||
Registered investment
companies |
13 |
$3.43 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$64.8 million |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Jeffrey R.
Tyler: Principal LifeTime
Strategic Income, 2010, 2020, 2030, 2040, 2050, and 2060
Accounts |
||||
Registered investment
companies |
12 |
$25.8 Billion |
0 |
$0 |
Other pooled investment
vehicles |
22 |
$9.1 Billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Randy L.
Welch: Diversified Balanced,
Diversified Balanced Managed Volatility, Diversified Growth, Diversified
Growth Managed Volatility, Diversified Income, LargeCap Blend II, LargeCap
Growth I, Principal LifeTime Strategic Income, 2010, 2020, 2030, 2040,
2050, 2060, SmallCap Growth II, and SmallCap Value I Accounts
|
||||
Registered investment
companies |
12 |
$25.8 Billion |
0 |
$0 |
Other pooled investment
vehicles |
22 |
$9.1 Billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Portfolio
Manager |
PVC Accounts
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
James W.
Fennessey |
Diversified Balanced
|
None |
James W.
Fennessey |
Diversified Balanced Managed
Volatility |
None |
James W.
Fennessey |
Diversified Growth
|
None |
James W.
Fennessey |
Diversified Growth Managed
Volatility |
None |
James W.
Fennessey |
Diversified
Income |
None |
James W.
Fennessey |
Principal LifeTime
2010 |
None |
James W.
Fennessey |
LargeCap Blend
II |
None |
James W.
Fennessey |
LargeCap Growth
I |
None |
James W.
Fennessey |
Principal LifeTime
2020 |
None |
James W.
Fennessey |
Principal LifeTime
2030 |
None |
James W.
Fennessey |
Principal LifeTime
2040 |
None |
James W.
Fennessey |
Principal LifeTime
2050 |
None |
James W.
Fennessey |
Principal LifeTime
2060 |
None |
James W.
Fennessey |
Principal LifeTime Strategic
Income |
None |
James W.
Fennessey |
SmallCap Growth
II |
None |
James W.
Fennessey |
SmallCap Value
I |
None |
Mariateresa
Monaco |
SmallCap Growth
II |
None |
Mariateresa
Monaco |
SmallCap Value
I |
None |
Jeffrey R.
Tyler |
Principal LifeTime
2010 |
None |
Jeffrey R.
Tyler |
Principal LifeTime
2020 |
None |
Jeffrey R.
Tyler |
Principal LifeTime
2030 |
None |
Jeffrey R.
Tyler |
Principal LifeTime
2040 |
None |
Jeffrey R.
Tyler |
Principal LifeTime
2050 |
None |
Jeffrey R.
Tyler |
Principal LifeTime
2060 |
None |
Jeffrey R.
Tyler |
Principal LifeTime Strategic
Income |
None |
Randy L. Welch |
Diversified Balanced
|
None |
Randy L. Welch |
Diversified Balanced Managed
Volatility |
None |
Randy L. Welch |
Diversified Growth
|
None |
Randy L. Welch |
Diversified Growth Managed
Volatility |
None |
Randy L. Welch |
Diversified
Income |
None |
Randy L. Welch |
LargeCap Blend
II |
None |
Randy L. Welch |
LargeCap Growth
I |
None |
Randy L. Welch |
Principal LifeTime
2010 |
None |
Randy L. Welch |
Principal LifeTime
2020 |
None |
Randy L. Welch |
Principal LifeTime
2030 |
None |
Randy L. Welch |
Principal LifeTime
2040 |
None |
Randy L. Welch |
Principal LifeTime
2050 |
None |
Randy L. Welch |
Principal LifeTime
2060 |
None |
Randy L. Welch |
Principal LifeTime Strategic
Income |
None |
Randy L. Welch |
SmallCap Growth
II |
None |
Randy L. Welch |
SmallCap Value
I |
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 | |
Thomas J.
Bisighini: Large Cap Growth
Account |
||||
Registered investment
companies |
8 |
$4.81 billion |
0 |
$0 |
Other pooled investment
vehicles |
5 |
$566 million |
0 |
$0 |
Other accounts |
79 |
$4.8 billion |
1 |
$116 million |
Anthony
Rizza: Large
Cap Growth Account |
||||
Registered investment
companies |
8 |
$4.81 billion |
0 |
$0 |
Other pooled investment
vehicles |
5 |
$566 million |
0 |
$0 |
Other accounts |
79 |
$4.8 billion |
1 |
$116
million |
Portfolio
Manager |
PVC Accounts
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
Thomas J.
Bisighini |
LargeCap Growth |
None |
Anthony Rizza |
LargeCap Growth |
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 | |
Charles D.
Averill: SAM
Balanced, SAM Conservative Balanced, SAM Conservative Growth, SAM Flexible
Income and SAM Strategic Growth Portfolios |
||||
Registered investment
companies |
6 |
$13.1 billion |
0 |
$0 |
Other pooled investment
vehicles |
0 |
$0 |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Daniel R.
Coleman: Equity
Income and Principal Capital Appreciation Accounts |
||||
Registered investment
companies |
3 |
$8.7 billion |
0 |
$0 |
Other pooled investment
vehicles |
3 |
$125.8 million |
0 |
$0 |
Other accounts |
2 |
$305.9 million |
0 |
$0 |
Jill R.
Cuniff: SAM
Balanced, SAM Conservative Balanced, SAM Conservative Growth, SAM Flexible
Income and SAM Strategic Growth Portfolios |
||||
Registered investment
companies |
5 |
$12.9 billion |
0 |
$0 |
Other pooled investment
vehicles |
0 |
$0 |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Phillip M.
Foreman: Principal Capital
Appreciation Account |
||||
Registered investment
companies |
1 |
$2.4 billion |
0 |
$0 |
Other pooled investment
vehicles |
0 |
$0 |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
John R.
Friedl: Government
& High Quality Bond, Income and Short-Term Income
Accounts |
||||
Registered investment
companies |
3 |
$6 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$403.4 million |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Todd A.
Jablonski: SAM Balanced, SAM
Conservative Balanced, SAM Conservative Growth, SAM Flexible Income and
SAM Strategic Growth Portfolios |
||||
Registered investment
companies |
6 |
$13.1 billion |
0 |
$0 |
Other pooled investment
vehicles |
0 |
$0 |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Ryan P.
McCann: Government
& High Quality Bond, Income, and Short-Term Income
Accounts |
||||
Registered investment
companies |
3 |
$6 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$403.4 million |
0 |
$0 |
Other accounts |
0 |
$0 |
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 | |
Scott J.
Peterson: Government & High Quality
Bond, Income, and Short-Term Income Accounts |
||||
Registered investment
companies |
3 |
$6 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$403.4 million |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
David W.
Simpson: Equity
Income Account |
||||
Registered investment
companies |
2 |
$6.4 billion |
0 |
$0 |
Other pooled investment
vehicles |
3 |
$125.8 million |
0 |
$0 |
Other accounts |
2 |
$305.9 million |
0 |
$0 |
Gregory L.
Tornga: Government
& High Quality Bond, Income, and Short-Term Income Accounts
|
||||
Registered investment
companies |
3 |
$6 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$403.4 million |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Portfolio
Manager |
PVC Accounts
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
Charles D.
Averill |
SAM Balanced |
None |
Charles D.
Averill |
SAM Conservative
Balanced |
None |
Charles D.
Averill |
SAM Conservative
Growth |
None |
Charles D.
Averill |
SAM Flexible
Income |
None |
Charles D.
Averill |
SAM Strategic
Growth |
None |
Daniel R.
Coleman |
Equity Income |
None |
Daniel R.
Coleman |
Principal Capital
Appreciation |
None |
Jill R. Cuniff |
SAM Balanced |
None |
Jill R. Cuniff |
SAM Conservative
Balanced |
None |
Jill R. Cuniff |
SAM Conservative
Growth |
None |
Jill R. Cuniff |
SAM Flexible
Income |
None |
Jill R. Cuniff |
SAM Strategic
Growth |
None |
Phillip M.
Foreman |
Principal Capital
Appreciation |
None |
John R. Friedl |
Government & High Quality
Bond |
None |
John R. Friedl |
Income Account |
None |
John R. Friedl |
Short-Term Income
|
None |
Todd A.
Jablonski |
SAM Balanced |
None |
Todd A.
Jablonski |
SAM Conservative
Balanced |
None |
Todd A.
Jablonski |
SAM Conservative
Growth |
None |
Todd A.
Jablonski |
SAM Flexible
Income |
None |
Todd A.
Jablonski |
SAM Strategic
Growth |
None |
Ryan P. McCann |
Government & High Quality
Bond |
None |
Ryan P. McCann |
Income Account |
None |
Ryan P. McCann |
Short-Term Income
|
None |
Scott J.
Peterson |
Government & High Quality
Bond |
None |
Scott J.
Peterson |
Income |
None |
Scott J.
Peterson |
Short-Term Income
|
None |
David W.
Simpson |
Equity Income |
None |
Gregory L.
Tornga |
Government & High Quality
Bond |
None |
Gregory L.
Tornga |
Income |
None |
Gregory L.
Tornga |
Short-Term Income
|
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 | |
Joseph W.
Garner: SmallCap
Growth Account II |
||||
Registered investment
companies |
4 |
$654.7 million |
$0 |
$0 |
Other pooled investment
vehicles |
0 |
$0 |
$0 |
$0 |
Other accounts |
38 |
$1.6 billion |
$0 |
$0 |
Kenneth G.
Mertz II: SmallCap
Growth Account II |
||||
Registered investment
companies |
5 |
$747.2 million |
$0 |
$0 |
Other pooled investment
vehicles |
0 |
$0 |
$0 |
$0 |
Other accounts |
38 |
$1.6 billion |
$0 |
$0 |
Stacey L.
Sears: SmallCap
Growth Account II |
||||
Registered investment
companies |
4 |
$654.7 million |
$0 |
$0 |
Other pooled investment
vehicles |
0 |
$0 |
$0 |
$0 |
Other accounts |
38 |
$1.6 billion |
$0 |
$0 |
Portfolio
Manager |
PVC Accounts
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
Joseph W.
Garner |
SmallCap Growth
II |
None |
Kenneth G. Mertz
II |
SmallCap Growth
II |
None |
Stacey L. Sears |
SmallCap Growth
II |
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 | |
Phillip D.
Hart: SmallCap
Value Account I |
||||
Registered Investment
Companies |
17 |
$7.43 billion |
0 |
$0 |
Other Pooled Investment
Vehicles |
3 |
$531.85 million |
0 |
$0 |
Other Accounts |
1 |
$221.05 million |
0 |
$0 |
Dennis S.
Ruhl: SmallCap
Value Account I |
||||
Registered Investment
Companies |
24 |
$13.01 billion |
0 |
$0 |
Other Pooled Investment
Vehicles |
5 |
$803.32 million |
0 |
$0 |
Other Accounts |
4 |
$789.87 million |
0 |
$0 |
Portfolio
Manager |
PVC Accounts
Managed by Portfolio Manager |
Dollar Range
of Securities
Owned by the
Portfolio Manager |
Phillip D. Hart |
SmallCap Value
I |
None |
Dennis S. Ruhl |
SmallCap Value
I |
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 | |
David C.
Kwan: Bond Market Index
Account |
||||
Registered investment
companies |
18 |
$ 9.97 billion |
0 |
$0 |
Other pooled investment
vehicles |
53 |
$15.02 billion |
3 |
$197.86
million |
Other accounts |
39 |
$22.2 billion |
0 |
$0 |
Gregg
Lee: Bond Market Index
Account |
||||
Registered investment
companies |
18 |
$ 9.97 billion |
0 |
$0 |
Other pooled investment
vehicles |
53 |
$15.02 billion |
3 |
$197.86
million |
Other accounts |
39 |
$22.2 billion |
0 |
$0 |
Zandra
Zelaya: Bond Market Index
Account |
||||
Registered investment
companies |
18 |
$ 9.97 billion |
0 |
$0 |
Other pooled investment
vehicles |
53 |
$15.02 billion |
3 |
$197.86
million |
Other accounts |
39 |
$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 |
PVC Accounts
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
David C. Kwan |
Bond Market Index
|
None |
Gregg Lee |
Bond Market Index
|
None |
Zandra Zelaya |
Bond Market Index
|
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 | |
Paul H.
Blankenhagen: Diversified International
Account |
||||
Registered investment
companies |
1 |
$5.1 billion |
0 |
$0 |
Other pooled investment
vehicles |
3 |
$3.02 billion |
0 |
$0 |
Other accounts |
3 |
$307.0 million |
0 |
$0 |
Juliet
Cohn: Diversified International
Account |
||||
Registered investment
companies |
1 |
$5.1 billion |
0 |
$0 |
Other pooled investment
vehicles |
3 |
$3.0 billion |
0 |
$0 |
Other accounts |
4 |
$415.5 million |
1 |
$20.9
million |
Mihail
Dobrinov: International Emerging Markets
Account |
||||
Registered investment
companies |
2 |
$1.9 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$892.0 million |
0 |
$0 |
Other accounts |
13 |
$2.4 billion |
7 |
$740.9
million |
Arild Holm:
LargeCap Value
Account |
||||
Registered investment
companies |
1 |
$3.5 billion |
0 |
$0 |
Other pooled investment
vehicles |
3 |
$687.2 million |
0 |
$0 |
Other accounts |
2 |
$90.6 million |
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 | |
Thomas L.
Kruchten: LargeCap S&P 500
Index & LargeCap S&P 500 Managed Volatility Index Accounts
|
||||
Registered investment
companies |
4 |
$6.6 billion |
0 |
$0 |
Other pooled investment
vehicles |
3 |
$18.12 billion |
0 |
$0 |
Other accounts |
1 |
$126.0 million |
0 |
$0 |
K. William
Nolin: MidCap
Account |
||||
Registered investment
companies |
2 |
$8.2 billion |
0 |
$0 |
Other pooled investment
vehicles |
19 |
$2.8 billion |
0 |
$0 |
Other accounts |
7 |
$84.8 million |
0 |
$0 |
Phil
Nordhus: SmallCap
Blend Account |
||||
Registered investment
companies |
1 |
$65.0 million |
0 |
$0 |
Other pooled investment
vehicles |
6 |
$1,13 billion |
0 |
$0 |
Other accounts |
2 |
$7.3 million |
1 |
$0.2 million |
Brian
Pattinson: SmallCap Blend Account
|
||||
Registered investment
companies |
1 |
$65.0 million |
0 |
$0 |
Other pooled investment
vehicles |
7 |
$2.01 billion |
0 |
$0 |
Other accounts |
5 |
$1.14 billion |
3 |
$199.7
million |
Tom
Rozycki: MidCap
Account |
||||
Registered investment
companies |
2 |
$8.2 billion |
0 |
$0 |
Other pooled investment
vehicles |
3 |
$2.1 billion |
0 |
$0 |
Other accounts |
7 |
$84.8 million |
0 |
$0 |
Jeffrey A.
Schwarte: LargeCap Value
Account |
||||
Registered investment
companies |
2 |
$3.8 billion |
0 |
$0 |
Other pooled investment
vehicles |
6 |
$1.03 billion |
0 |
$0 |
Other accounts |
4 |
$293.1 million |
1 |
$1.4 million |
Alan Wang:
International
Emerging Markets Account* |
||||
Registered investment
companies |
3 |
$2.521 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$807.2 million |
0 |
$0 |
Other accounts |
7 |
$2.033 billion |
1 |
$5.2 million |
Mohammed
Zaidi: International Emerging Markets
Account |
||||
Registered investment
companies |
2 |
$1.9 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$892.0 million |
0 |
$0 |
Other accounts |
14 |
$2.54 billion |
7 |
$740.9
million |
Portfolio
Manager |
PVC Accounts
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
Paul H.
Blankenhagen |
Diversified International
|
None |
Juliet Cohn |
Diversified International
|
None |
Mihail Dobrinov |
International Emerging Markets
|
None |
Arild Holm |
LargeCap Value |
None |
Thomas L.
Kruchten |
LargeCap S&P 500 Index
|
None |
Thomas L.
Kruchten |
LargeCap S&P 500 Managed
Volatility Index |
None |
K. William
Nolin |
MidCap |
None |
Phil Nordhus |
SmallCap Blend |
None |
Brian Pattinson |
SmallCap Blend |
None |
Tom Rozycki |
MidCap |
None |
Jeffrey A.
Schwarte |
LargeCap Value |
None |
Alan Wang* |
International Emerging
Markets |
None |
Mohammed Zaidi |
International 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 | |
Bill
Armstrong: Bond
& Mortgage Securities Account |
||||
Registered investment
companies |
2 |
$2.4 billion |
0 |
$0 |
Other pooled investment
vehicles |
5 |
$4.34 billion |
0 |
$0 |
Other accounts |
19 |
$5.9 billion |
3 |
$854.4
million |
Tracy
Reeg: Money Market
Account |
||||
Registered investment
companies |
1 |
$1.11 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$1.92 billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Alice
Robertson: Money Market
Account |
||||
Registered investment
companies |
1 |
$1.11 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$1.92 billion |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Tim Warrick:
Bond &
Mortgage Securities Account |
||||
Registered investment
companies |
1 |
$2.33 billion |
0 |
$0 |
Other pooled investment
vehicles |
5 |
$4.51 billion |
0 |
$0 |
Other accounts |
27 |
$9.42 billion |
2 |
$854.3
million |
Portfolio
Manager |
PVC Accounts
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
Bill Armstrong |
Bond & Mortgage Securities
|
None |
Tracy Reeg |
Money Market |
None |
Alice Robertson |
Money Market |
None |
Tim Warrick |
Bond & Mortgage Securities
|
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 | |
Matthew
Annenberg*: Balanced, Principal
LifeTime 2010, 2020, 2030, 2040, 2050, 2060, and Strategic Income
Accounts |
||||
Registered investment
companies |
12 |
$28,187.5
million |
0 |
$0 |
Other pooled investment
vehicles |
6 |
$812.1 million |
0 |
$0 |
Other accounts |
0 |
$0 |
0 |
$0 |
Scott
Smith*: Balanced
Account |
||||
Registered investment
companies |
0 |
0 |
0 |
$0 |
Other pooled investment
vehicles |
0 |
0 |
0 |
$0 |
Other accounts |
1 |
$655.3 million |
0 |
$0 |
Portfolio
Manager |
PVC Accounts
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
Matthew
Annenberg |
Principal LifeTime
2010 |
None |
Matthew
Annenberg |
Principal LifeTime 2020
|
None |
Matthew
Annenberg |
Principal LifeTime 2030
|
None |
Matthew
Annenberg |
Principal LifeTime 2040
|
None |
Matthew
Annenberg |
Principal LifeTime 2050
|
None |
Matthew
Annenberg |
Principal LifeTime 2060
|
None |
Matthew
Annenberg |
Principal LifeTime Strategic
Income |
None |
Matthew
Annenberg* |
Balanced |
None |
Scott Smith* |
Balanced |
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 | |
Keith
Bokota: Real
Estate Securities Account |
||||
Registered investment
companies |
1 |
$1.3 billion |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$16.2 million |
0 |
$0 |
Other accounts |
10 |
$330.6 million |
0 |
$0 |
Anthony
Kenkel: Real
Estate Securities Account |
||||
Registered investment
companies |
6 |
$4.36 billion |
0 |
$0 |
Other pooled investment
vehicles |
3 |
$324.8 million |
0 |
$0 |
Other accounts |
21 |
$1.43 billion |
1 |
$15.4
million |
Kelly D.
Rush: Real Estate
Securities Account |
||||
Registered investment
companies |
5 |
$4.35 billion |
0 |
$0 |
Other pooled investment
vehicles |
3 |
$324.8 million |
0 |
$0 |
Other accounts |
19 |
$1.38 billion |
1 |
$15.4
million |
Portfolio
Manager |
PVC Accounts
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
Keith Bokota |
Real Estate Securities
|
None |
Anthony Kenkel |
Real Estate
Securities |
None |
Kelly D. Rush |
Real Estate
Securities |
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 | |
L. Phillip
Jacoby, IV: LargeCap S&P 500 Managed
Volatility Index Account |
||||
Registered investment
companies |
6 |
$7.92 billion |
0 |
$0 |
Other pooled investment
vehicles |
9 |
$2.67 billion |
0 |
$0 |
Other accounts |
28 |
$5.06 billion |
0 |
$0 |
Manu
Krishnan: LargeCap S&P 500
Managed Volatility Index Account |
||||
Registered investment
companies |
6 |
$7.92 billion |
0 |
$0 |
Other pooled investment
vehicles |
9 |
$2.67 billion |
0 |
$0 |
Other accounts |
28 |
$5.06 billion |
0 |
$0 |
Kevin
Nugent: LargeCap S&P 500
Managed Volatility Index Account |
||||
Registered investment
companies |
0 |
$0 |
0 |
$0 |
Other pooled investment
vehicles |
1 |
$0.20 million |
0 |
$0 |
Other accounts |
0 |
$0 |
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% Merrill Lynch Preferred
Stock - Fixed Rate Index and 50% Barclays Securities US Tier 1 Index.
|
• |
Contribution to client
servicing and retention |
• |
Compliance with firm and/or
regulatory policies and procedures |
• |
Contribution to overall
functioning of organization |
Portfolio
Manager |
PVC Accounts
Managed by Portfolio Manager |
Dollar Range
of Securities Owned by the Portfolio Manager |
L. Phillip Jacoby, IV
|
LargeCap S&P 500 Managed
Volatility Index Account |
None |
Manu Krishnan |
LargeCap S&P 500 Managed
Volatility Index Account |
None |
Kevin Nugent |
LargeCap S&P 500 Managed
Volatility Index Account |
None |
Investment
Adviser or Principal Underwriter/Control Person |
Name of
Officer |
Company |
Office Held
at Company |
Period of
Service on ICI Board as of February 2014 |
ClearBridge Investments,
LLC |
Joseph A.
Sullivan |
Legg Mason,
Inc. |
President and
CEO |
2013-present |
J.P. Morgan Investment
Management, Inc. |
George C.W.
Gatch |
JPMorgan Asset
Management |
CEO, JPMorgan
Funds |
2011-present |
Mellon Capital
Management |
Jonathan Baum |
Bank of New York Mellon /
Dreyfus Corporation |
Chairman and
CEO |
2009-2013 |
PMC and affiliated sub-advisers
identified as members of the Principal Financial Group in “Investment
Advisory and Other Services” |
Ralph C. Eucher |
Principal Financial
Group |
Executive Vice
President |
2004-2012 |
PMC and affiliated sub-advisers
identified as members of the Principal Financial Group in “Investment
Advisory and Other Services” |
Nora M. Everett |
Principal Variable Contracts
Funds, Inc. |
President and
CEO |
2012-present |
T. Rowe Price Associates,
Inc. |
Edward C.
Bernard |
T. Rowe Price Group,
Inc. |
Vice Chairman |
2006-present |
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.
|
• |
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 Standard & Poor's. 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 Standard & Poor’s 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 Standard & Poor’s
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 Standard & Poor’s 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 Standard
& Poor’s 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 such 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. |
◦ |
Copies of the proxy voting
procedures and policies, and any amendments
thereto. |
◦ |
A copy of each proxy
statement received by the Firm, provided however that the Firm may rely on
obtaining a copy of proxy statements from the SEC’s EDGAR system for those
proxy statements that are so available. |
◦ |
A record of each vote that
the Firm casts. |
◦ |
A copy of any document the
Firm created that was material to making a decision how to vote proxies,
or that memorializes that decision, including the resolution of any
conflict. |
◦ |
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. |
I. |
Types of Accounts for Which
ClearBridge Votes Proxies |
II. |
General
Guidelines |
III. |
How ClearBridge
Votes |
IV. |
Conflicts of
Interest |
A. |
Procedures for Identifying
Conflicts of Interest |
B. |
Procedures for Assessing
Materiality of Conflicts of Interest and for Addressing Material Conflicts
of Interest |
C. |
Third Party Proxy Voting Firm
– Conflicts of Interest |
V. |
Voting
Policy |
A. |
Election of
Directors |
B. |
Proxy
Contests |
C. |
Auditors |
D. |
Proxy Contest
Defenses |
E. |
Tender Offer
Defenses |
F. |
Miscellaneous Governance
Provisions |
G. |
Capital
Structure |
H. |
Executive and Director
Compensation |
I. |
State of
Incorporation |
J. |
Mergers and Corporate
Restructuring |
K. |
Social and Environmental
Issues |
L. |
Miscellaneous |
VI. |
Other
Considerations |
A. |
Share
Blocking |
B. |
Securities on
Loan |
VII. |
Disclosure of Proxy
Voting |
VIII. |
Recordkeeping and
Oversight |
A. |
Procedures
for Identifying Conflicts of Interest |
1. |
ClearBridge’s employees are
periodically reminded of their obligation (i) to be aware of the potential
for conflicts of interest on the part of ClearBridge with respect to
voting proxies on behalf of client accounts both as a result of their
personal relationships or personal or business relationships relating to
another Legg Mason business unit, and (ii) to bring conflicts of interest
of which they become aware to the attention of ClearBridge’s General
Counsel/Chief Compliance Officer. |
2. |
ClearBridge’s finance area
maintains and provides to ClearBridge Compliance and proxy voting
personnel an up- to-date list of all client relationships that have
historically accounted for or are projected to account for greater than 1%
of ClearBridge’s net revenues. |
3. |
As a general matter,
ClearBridge takes the position that relationships between a
non-ClearBridge Legg Mason unit and an issuer (e.g., investment management
relationship between an issuer and a non-ClearBridge Legg Mason affiliate)
do not present a conflict of interest for ClearBridge in voting proxies
with respect to such issuer because ClearBridge operates as an independent
business unit from other Legg Mason business units and because of the
existence of informational barriers between ClearBridge and certain other
Legg Mason business units. As noted above, ClearBridge employees are under
an obligation to bring such conflicts of interest, including conflicts of
interest which may arise because of an attempt by another Legg Mason
business unit or non-ClearBridge Legg Mason officer or employee to
influence proxy voting by ClearBridge to the attention of ClearBridge
Compliance. |
4. |
A list of issuers with respect
to which ClearBridge has a potential conflict of interest in voting
proxies on behalf of client accounts will be maintained by ClearBridge
proxy voting personnel. ClearBridge will not vote proxies relating to such
issuers until it has been determined that the conflict of interest is not
material or a method for resolving the conflict of interest has been
agreed upon and implemented, as described in Section IV below.
|
B. |
Procedures
for Assessing Materiality of Conflicts of Interest and for Addressing
Material Conflicts of Interest |
1. |
ClearBridge maintains a Proxy
Committee which, among other things, reviews and addresses conflicts of
interest brought to its attention. The Proxy Committee is comprised of
such ClearBridge personnel (and others, at ClearBridge’s request), as are
designated from time to time. The current members of the Proxy Committee
are set forth in the Proxy Committee’s Terms of
Reference. |
2. |
All conflicts of interest
identified pursuant to the procedures outlined in Section IV. A. must be
brought to the attention of the Proxy Committee for resolution. A proxy
issue that will be voted in accordance with a stated ClearBridge position
on such issue or in accordance with the recommendation of an independent
third party generally is not brought to the attention of the Proxy
Committee for a conflict of interest review because ClearBridge’s position
is that any conflict of interest issues are resolved by voting in
accordance with a pre-determined policy or in accordance with the
recommendation of an independent third party.
|
3. |
The Proxy Committee will
determine whether a conflict of interest is material. A conflict of
interest will be considered material to the extent that it is determined
that such conflict is likely to influence, or appear to influence,
ClearBridge’s decision-making in voting the proxy. All materiality
determinations will be based on an assessment of the particular facts and
circumstances. A written record of all materiality determinations made by
the Proxy Committee will be maintained. |
4. |
If it is determined by the
Proxy Committee that a conflict of interest is not material, ClearBridge
may vote proxies notwithstanding the existence of the
conflict. |
5. |
If it is determined by the
Proxy Committee that a conflict of interest is material, the Proxy
Committee will determine an appropriate method to resolve such conflict of
interest before the proxy affected by the conflict of interest is voted.
Such determination shall be based on the particular facts and
circumstances, including the importance of the proxy issue, the nature of
the conflict of interest, etc. Such methods may
include: |
• |
disclosing the conflict to
clients and obtaining their consent before
voting; |
• |
suggesting to clients that
they engage another party to vote the proxy on their
behalf; |
• |
in the case of a conflict of
interest resulting from a particular employee’s personal relationships,
removing such employee from the decision-making process with respect to
such proxy vote; or |
• |
such other method as is deemed
appropriate given the particular facts and circumstances, including the
importance of the proxy issue, the nature of the conflict of interest,
etc.* |
A. |
Election of
Directors |
1. |
Voting on Director Nominees in
Uncontested Elections. |
a. |
We withhold our vote from a
director nominee who: |
• |
attended less than 75 percent
of the company’s board and committee meetings without a valid excuse
(illness, service to the nation/local government, work on behalf of the
company); |
• |
were members of the company’s
board when such board failed to act on a shareholder proposal that
received approval of a majority of shares cast for the previous two
consecutive years; |
• |
received more than 50 percent
withheld votes of the shares cast at the previous board election, and the
company has failed to address the issue as to
why; |
• |
is an insider where: (1) such
person serves on any of the audit, compensation or nominating committees
of the company’s board, (2) the company’s board performs the functions
typically performed by a company’s audit, compensation and nominating
committees, or (3) the full board is less than a majority independent
(unless the director nominee is also the company CEO, in which case we
will vote FOR); |
• |
is a member of the company’s
audit committee, when excessive non-audit fees were paid to the auditor,
or there are chronic control issues and an absence of established
effective control mechanisms. |
b. |
We vote for all other director
nominees. |
2. |
Chairman and CEO is the Same
Person. |
• |
Designation of a lead
director |
• |
Majority of independent
directors (supermajority) |
• |
All independent key
committees |
• |
Size of the company (based on
market capitalization) |
• |
Established governance
guidelines |
• |
Company
performance |
3. |
Majority of Independent
Directors |
a. |
We vote for shareholder
proposals that request that the board be comprised of a majority of
independent directors. Generally that would require that the director have
no connection to the company other than the board seat. In determining
whether an independent director is truly independent (e.g. when voting on
a slate of director candidates), we consider certain factors including,
but not necessarily limited to, the following: whether the director or
his/her company provided professional services to the company or its
affiliates either currently or in the past year; whether the director has
any transactional relationship with the company; whether the director is a
significant customer or supplier of the company; whether the director is
employed by a foundation or university that received significant grants or
endowments from the company or its affiliates; and whether there are
interlocking directorships. |
b. |
We vote for shareholder
proposals that request that the board audit, compensation and/or
nominating committees include independent directors
exclusively. |
4. |
Stock Ownership
Requirements |
5. |
Term of
Office |
6. |
Director and Officer
Indemnification and Liability Protection |
a. |
Subject to subparagraphs 2, 3,
and 4 below, we vote for proposals concerning director and officer
indemnification and liability protection. |
b. |
We vote for proposals to limit
and against proposals to eliminate entirely director and officer liability
for monetary damages for violating the duty of
care. |
c. |
We vote against
indemnification proposals that would expand coverage beyond just legal
expenses to acts, such as negligence, that are more serious violations of
fiduciary obligations than mere
carelessness. |
d. |
We vote for only those
proposals that provide such expanded coverage noted in subparagraph 3
above 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) if only the director's
legal expenses would be covered. |
7. |
Director
Qualifications |
a. |
We vote case-by-case on
proposals that establish or amend director qualifications. Considerations
include how reasonable the criteria are and to what degree they may
preclude dissident nominees from joining the
board. |
b. |
We vote against shareholder
proposals requiring two candidates per board
seat. |
B. |
Proxy
Contests |
1. |
Voting for Director Nominees
in Contested Elections |
2. |
Reimburse Proxy Solicitation
Expenses |
C. |
Auditors |
1. |
Ratifying
Auditors |
2. |
Financial Statements and
Director and Auditor Reports |
3. |
Remuneration of
Auditors |
4. |
Indemnification of
Auditors |
D. |
Proxy
Contest Defenses |
1. |
Board Structure: Staggered vs.
Annual Elections |
a. |
We vote against proposals to
classify the board. |
b. |
We vote for proposals to
repeal classified boards and to elect all directors
annually. |
2. |
Shareholder Ability to Remove
Directors |
a. |
We vote against proposals that
provide that directors may be removed only for
cause. |
b. |
We vote for proposals to
restore shareholder ability to remove directors with or without
cause. |
c. |
We vote against proposals that
provide that only continuing directors may elect replacements to fill
board vacancies. |
d. |
We vote for proposals that
permit shareholders to elect directors to fill board
vacancies. |
3. |
Cumulative
Voting |
a. |
If plurality voting is in
place for uncontested director elections, we vote for proposals to permit
or restore cumulative voting. |
b. |
If majority voting is in place
for uncontested director elections, we vote against cumulative
voting. |
c. |
If plurality voting is in
place for uncontested director elections, and proposals to adopt both
cumulative voting and majority voting are on the same slate, we vote for
majority voting and against cumulative
voting. |
4. |
Majority
Voting |
5. |
Shareholder Ability to Call
Special Meetings |
a. |
We vote against proposals to
restrict or prohibit shareholder ability to call special
meetings. |
b. |
We vote for proposals that
provide shareholders with the ability to call special meetings, taking
into account a minimum ownership threshold of 10 percent (and investor
ownership structure, depending on
bylaws). |
6. |
Shareholder Ability to Act by
Written Consent |
a. |
We vote against proposals to
restrict or prohibit shareholder ability to take action by written
consent. |
b. |
We vote for proposals to allow
or make easier shareholder action by written
consent. |
7. |
Shareholder Ability to Alter
the Size of the Board |
a. |
We vote for proposals that
seek to fix the size of the board. |
b. |
We vote against proposals that
give management the ability to alter the size of the board without
shareholder approval. |
8. |
Advance Notice
Proposals |
9. |
Amendment of
By-Laws |
a. |
We vote against proposals
giving the board exclusive authority to amend the
by-laws. |
b. |
We vote for proposals giving
the board the ability to amend the by-laws in addition to
shareholders. |
10. |
Article Amendments (not
otherwise covered by ClearBridge Proxy Voting Policies and
Procedures). |
• |
shareholder rights are
protected; |
• |
there is negligible or
positive impact on shareholder value; |
• |
management provides adequate
reasons for the amendments; and |
• |
the company is required to do
so by law (if applicable). |
E. |
Tender
Offer Defenses |
1. |
Poison
Pills |
a. |
We vote for shareholder
proposals that ask a company to submit its poison pill for shareholder
ratification. |
b. |
We vote on a case-by-case
basis on shareholder proposals to redeem a company's poison pill.
Considerations include: when the plan was originally adopted; financial
condition of the company; terms of the poison
pill. |
c. |
We vote on a case-by-case
basis on management proposals to ratify a poison pill. Considerations
include: sunset provision - poison pill is submitted to shareholders for
ratification or rejection every 2 to 3 years; shareholder redemption
feature -10% of the shares may call a special meeting or seek a written
consent to vote on rescinding the rights
plan. |
2. |
Fair Price
Provisions |
a. |
We 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. |
We vote for shareholder
proposals to lower the shareholder vote requirement in existing fair price
provisions. |
3. |
Greenmail |
a. |
We vote for proposals to adopt
anti-greenmail charter or bylaw amendments or otherwise restrict a
company's ability to make greenmail
payments. |
b. |
We vote on a case-by-case
basis on anti-greenmail proposals when they are bundled with other charter
or bylaw amendments. |
4. |
Unequal Voting
Rights |
a. |
We vote against dual class
exchange offers. |
b. |
We vote against dual class
re-capitalization. |
5. |
Supermajority Shareholder Vote
Requirement to Amend the Charter or
Bylaws |
a. |
We vote against management
proposals to require a supermajority shareholder vote to approve charter
and bylaw amendments. |
b. |
We vote for shareholder
proposals to lower supermajority shareholder vote requirements for charter
and bylaw amendments. |
6. |
Supermajority Shareholder Vote
Requirement to Approve Mergers |
a. |
We vote against management
proposals to require a supermajority shareholder vote to approve mergers
and other significant business
combinations. |
b. |
We vote for shareholder
proposals to lower supermajority shareholder vote requirements for mergers
and other significant business
combinations. |
7. |
White Squire
Placements |
F. |
Miscellaneous
Governance Provisions |
1. |
Confidential
Voting |
a. |
We vote for shareholder
proposals that request corporations to adopt confidential voting, use
independent tabulators and use independent inspectors of election as long
as the proposals include clauses for proxy contests as follows: in the
case of a contested election, management is permitted to request that the
dissident group honor its confidential voting policy. If the dissidents
agree, the policy remains in place. If the dissidents do not agree, the
confidential voting policy is waived. |
b. |
We vote for management
proposals to adopt confidential voting subject to the proviso for
contested elections set forth in sub-paragraph A.1
above. |
G. |
Capital
Structure |
1. |
Common Stock
Authorization |
a. |
We vote on a case-by-case
basis on proposals to increase the number of shares of common stock
authorized for issue, except as described in paragraph 2 below.
|
b. |
Subject to paragraph 3, below
we vote for the approval requesting increases in authorized shares if the
company meets certain criteria: |
• |
Company has already issued a
certain percentage (i.e. greater than 50%) of the company's allotment.
|
• |
The proposed increase is
reasonable (i.e. less than 150% of current inventory) based on an analysis
of the company's historical stock management or future growth outlook of
the company. |
c. |
We vote on a case-by-case
basis, based on the input of affected portfolio managers, if holding is
greater than 1% of an account. |
a. |
We vote against proposals to
create, authorize or increase the number of shares with regard to blank
check preferred stock with unspecified voting, conversion, dividend
distribution and other rights. |
b. |
We vote for proposals to
create “declawed” blank check preferred stock (stock that cannot be used
as a takeover defense). |
c. |
We 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. |
d. |
We vote for proposals
requiring a shareholder vote for blank check preferred stock
issues. |
a. |
We vote on a case-by-case
basis for shareholder proposals seeking to establish them and consider the
following factors: |
• |
Size of the
Company. |
• |
Characteristics of the size of
the holding (holder owning more than 1% of the outstanding
shares). |
• |
Percentage of the rights
offering (rule of thumb less than 5%). |
b. |
We vote on a case-by-case
basis for shareholder proposals seeking the elimination of pre-emptive
rights. |
7. |
Debt
Restructuring |
• |
It is intended for financing
purposes with minimal or no dilution to current shareholders
|
• |
It is not designed to preserve
the voting power of an insider or significant
shareholder |
10. |
Issue Stock for Use with
Rights Plan |
H. |
Executive
and Director Compensation |
a. |
Amendments that Place a Cap on
Annual Grant or Amend Administrative
Features |
a. |
We vote on a case-by-case
basis on all shareholder proposals that seek additional disclosure of
executive and director pay information. Considerations include: cost and
form of disclosure. We vote for such proposals if additional disclosure is
relevant to shareholder’s needs and would not put the company at a
competitive disadvantage relative to its
industry. |
b. |
We vote on a case-by-case
basis on all other shareholder proposals that seek to limit executive and
director pay. |
• |
Compensation committee
comprised of independent outside
directors |
• |
Maximum award
limits |
• |
Repricing without shareholder
approval prohibited |
• |
3-year average burn rate for
company |
• |
Plan administrator has
authority to accelerate the vesting of
awards |
• |
Shares under the plan subject
to performance criteria |
5. |
Golden
Parachutes |
a. |
We vote for shareholder
proposals to have golden parachutes submitted for shareholder
ratification. |
b. |
We vote on a case-by-case
basis on all proposals to ratify or cancel golden parachutes.
Considerations include: the amount should not exceed 3 times average base
salary plus guaranteed benefits; golden parachute should be less
attractive than an ongoing employment opportunity with the
firm. |
6. |
Golden
Coffins |
a. |
We vote for shareholder
proposals that request a company not to make any death benefit payments to
senior executives’ estates or beneficiaries, or pay premiums in respect to
any life insurance policy covering a senior executive’s life (“golden
coffin”). We carve out benefits provided under a plan, policy or
arrangement applicable to a broader group of employees, such as offering
group universal life insurance. |
b. |
We vote for shareholder
proposals that request shareholder approval of survivor benefits for
future agreements that, following the death of a senior executive, would
obligate the company to make payments or awards not
earned. |
7. |
Anti Tax Gross-up
Policy |
a. |
We vote for proposals that ask
a company to adopt a policy whereby it will not make, or promise to make,
any tax gross-up payment to its senior executives, except for tax
gross-ups provided pursuant to a plan, policy, or arrangement applicable
to management employees of the company generally, such as relocation or
expatriate tax equalization policy; we also vote for proposals that ask
management to put gross-up payments to a shareholder
vote. |
b. |
We vote against proposals
where a company will make, or promise to make, any tax gross-up payment to
its senior executives without a shareholder vote, except for tax gross-ups
provided pursuant to a plan, policy, or arrangement applicable to
management employees of the company generally, such as relocation or
expatriate tax equalization policy. |
8. |
Employee Stock Ownership Plans
(ESOPs) |
a. |
We vote for qualified plans
where all of the following apply: |
• |
The purchase price is at least
85 percent of fair market value |
• |
The offering period is 27
months or less |
• |
The number of shares allocated
to the plan is five percent or less of outstanding
shares |
b. |
We vote for non-qualified
plans where all of the following apply: |
• |
All employees of the company
are eligible to participate (excluding 5 percent or more beneficial
owners) |
• |
There are limits on employee
contribution (ex: fixed dollar amount) |
• |
There is a company matching
contribution with a maximum of 25 percent of an employee’s
contribution |
• |
There is no discount on the
stock price on purchase date (since there is a company
match) |
11. |
Stock Compensation
Plans |
a. |
We vote for stock compensation
plans which provide a dollar-for-dollar cash for stock
exchange. |
b. |
We vote on a case-by-case
basis for stock compensation plans which do not provide a
dollar-for-dollar cash for stock exchange using a quantitative
model. |
12. |
Directors Retirement
Plans |
a. |
We vote against retirement
plans for non-employee directors. |
b. |
We vote for shareholder
proposals to eliminate retirement plans for non-employee
directors. |
• |
Historic trading
patterns |
• |
Rationale for the
repricing |
• |
Value-for-value
exchange |
• |
Option vesting
|
• |
Term of the option
|
• |
Exercise
price |
• |
Participation |
a. |
We vote against shareholder
proposals seeking to set absolute levels on compensation or otherwise
dictate the amount or form of
compensation. |
b. |
We vote against shareholder
proposals requiring director fees be paid in stock
only. |
c. |
We vote for shareholder
proposals to put option repricing to a shareholder
vote. |
d. |
We vote for shareholder
proposals that call for a non-binding advisory vote on executive pay
(“say-on-pay”). Company boards would adopt a policy giving shareholders
the opportunity at each annual meeting to vote on an advisory resolution
to ratify the compensation of the named executive officers set forth in
the proxy statement’s summary compensation table.
|
e. |
We vote “annual” for the
frequency of say-on-pay proposals rather than once every two or three
years. |
f. |
We 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. |
• |
Company performance over the
last 1-, 3- and 5-year periods on a total shareholder return
basis |
• |
Performance metrics for short-
and long-term incentive programs |
• |
CEO pay relative to company
performance (is there a misalignment) |
• |
Tax gross-ups to senior
executives |
• |
Change-in-control
arrangements |
• |
Presence of a clawback
provision, ownership guidelines, or stock holding requirements for senior
executives |
• |
While employed and/or for one
to two years following the termination of their employment;
or |
• |
For a substantial period
following the lapse of all other vesting requirements for the award, with
ratable release of a portion of the shares annually during the lock-up
period |
• |
Whether the company has any
holding period, retention ratio, or named executive officer ownership
requirements currently in place |
• |
Actual stock ownership of the
company’s named executive officers |
• |
Policies aimed at mitigating
risk taking by senior executives |
• |
Pay practices at the company
that we deem problematic |
I. |
State/Country
of Incorporation |
1. |
Voting on State Takeover
Statutes |
a. |
We vote for proposals to opt
out of state freeze-out provisions. |
b. |
We vote for proposals to opt
out of state disgorgement provisions. |
2. |
Voting on Re-incorporation
Proposals |
3. |
Control Share Acquisition
Provisions |
a. |
We vote against proposals to
amend the charter to include control share acquisition
provisions. |
b. |
We vote for proposals to opt
out of control share acquisition statutes unless doing so would enable the
completion of a takeover that would be detrimental to
shareholders. |
c. |
We vote for proposals to
restore voting rights to the control
shares. |
d. |
We vote for proposals to opt
out of control share cashout statutes. |
J. |
Mergers and
Corporate Restructuring |
K. |
Social and
Environmental Issues |
1. |
In general we vote on a
case-by-case basis on shareholder social and environmental proposals, on
the basis that their impact on share value may be difficult to quantify.
In most cases, however, we vote for disclosure reports that seek
additional information, particularly when it appears the company has not
adequately addressed shareholders' social and environmental concerns. In
determining our vote on shareholder social and environmental proposals, we
also analyze the following factors: |
a. |
whether adoption of the
proposal would have either a positive or negative impact on the company's
short-term or long-term share value; |
b. |
the percentage of sales,
assets and earnings affected; |
c. |
the degree to which the
company's stated position on the issues could affect its reputation or
sales, or leave it vulnerable to boycott or selective
purchasing; |
d. |
whether the issues presented
should be dealt with through government or company-specific
action; |
e. |
whether the company has
already responded in some appropriate manner to the request embodied in a
proposal; |
f. |
whether the company's analysis
and voting recommendation to shareholders is
persuasive; |
g. |
what other companies have done
in response to the issue; |
h. |
whether the proposal itself is
well framed and reasonable; |
i. |
whether implementation of the
proposal would achieve the objectives sought in the proposal;
and |
j. |
whether the subject of the
proposal is best left to the discretion of the
board. |
2. |
Among the social and
environmental issues to which we apply this analysis are the
following: |
a. |
Energy Efficiency and Resource
Utilization |
b. |
Environmental Impact and
Climate Change |
c. |
Human Rights and Impact on
Communities of Corporate Activities |
d. |
Equal Employment Opportunity
and Non Discrimination |
e. |
ILO Standards and Child/Slave
Labor |
f. |
Product Integrity and
Marketing |
g. |
Sustainability
Reporting |
h. |
Board
Representation |
i. |
Animal
Welfare |
L. |
Miscellaneous |
1. |
Charitable
Contributions |
• |
Does the company have a
political contributions policy publicly
available |
• |
How extensive is the
disclosure on these documents |
• |
What oversight mechanisms the
company has in place for approving/reviewing political contributions and
expenditures |
• |
Does the company provide
information on its trade association
expenditures |
• |
Total amount of political
expenditure by the company in recent
history |
3. |
Operational
Items |
a. |
We vote against proposals to
provide management with the authority to adjourn an annual or special
meeting absent compelling reasons to support the
proposal. |
b. |
We vote against proposals to
reduce quorum requirements for shareholder meetings below a majority of
the shares outstanding unless there are compelling reasons to support the
proposal. |
c. |
We vote for by-law or charter
changes that are of a housekeeping nature (updates or
corrections). |
d. |
We vote for management
proposals to change the date/time/location of the annual meeting unless
the proposed change is unreasonable. |
e. |
We vote against shareholder
proposals to change the date/time/location of the annual meeting unless
the current scheduling or location is
unreasonable. |
f. |
We vote against proposals to
approve other business when it appears as voting
item. |
4. |
Routine Agenda
Items |
• |
the opening of the shareholder
meeting |
• |
that the meeting has been
convened under local regulatory
requirements |
• |
the presence of a
quorum |
• |
the agenda for the shareholder
meeting |
• |
the election of the chair of
the meeting |
• |
regulatory filings
|
• |
the allowance of
questions |
• |
the publication of
minutes |
• |
the closing of the shareholder
meeting |
5. |
Allocation of Income and
Dividends |
6. |
Stock (Scrip) Dividend
Alternatives |
a. |
We vote for most stock (scrip)
dividend proposals. |
b. |
We vote against proposals that
do not allow for a cash option unless management demonstrates that the
cash option is harmful to shareholder
value. |
• |
a copy of these policies and
procedures; |
• |
a copy of each proxy form (as
voted); |
• |
a copy of each proxy
solicitation (including proxy statements) and related materials with
regard to each vote; |
• |
documentation relating to the
identification and resolution of conflicts of
interest; |
• |
any documents created by
ClearBridge that were material to a proxy voting decision or that
memorialized the basis for that decision; and
|
• |
a copy of each written client
request for information on how ClearBridge voted proxies on behalf of the
client, and a copy of any written response by ClearBridge to any (written
or oral) client request for information on how ClearBridge voted proxies
on behalf of the requesting client. |
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 |
• |
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. |
1) |
selecting proper
directors |
2) |
insuring that these
directors have properly supervised
management |
3) |
resolve issues of natural
conflict between shareholders and
managers |
a. |
Compensation |
b. |
Corporate
Expansion |
c. |
Dividend
Policy |
d. |
Free Cash
Flow |
e. |
Various Restrictive
Corporate Governance Issues, Control Issues,
etc. |
f. |
Preserving
Integrity |
a. |
Increasing authorized
shares. |
b. |
Creation of new classes of
stock. |
c. |
Directors and Management
Liability and Indemnification. |
d. |
Compensation Plans
(Incentive Plans) |
e. |
Greenmail |
f. |
Cumulative
Voting |
g. |
Proposals Designed to
Discourage Mergers & Acquisitions In
Advance |
h. |
Confidential
Voting |
i. |
Disclosure |
j. |
Sweeteners |
k. |
Changing the State of
Incorporation |
l. |
Equal Access to Proxy
Statements |
m. |
Abstention
Votes |
A. |
Human
Rights |
B. |
Nuclear
Issues |
C. |
Defense
Issues |
D. |
Social
Responsibility |
1. |
South
Africa |
2. |
Northern
Ireland |
Part I:
|
JPMorgan
Asset Management Global Proxy-Voting Procedures
|
Part II:
|
JPMorgan
Asset Management Proxy-Voting Guidelines |
• |
removing certain JPMAM
personnel from the proxy voting process; |
• |
“walling off” personnel with
knowledge of the material conflict to ensure that such personnel do not
influence the relevant proxy vote; |
• |
voting in accordance with the
applicable Guidelines, if any, if the application of the Guidelines would
objectively result in the casting of a proxy vote in a predetermined
manner; or |
• |
deferring the vote to the
Independent Voting Service, if any, which will vote in accordance with its
own recommendation. |
• |
a copy of the JPMAM Proxy
Voting Procedures and Guidelines; |
• |
a copy of each proxy statement
received on behalf of JPMAM clients; |
• |
a record of each vote cast on
behalf of JPMAM client holdings; |
• |
a copy of all documents
created by JPMAM personnel that were material to making a decision on the
voting of client securities or that memorialize the basis of the decision;
|
• |
a copy of the documentation of
all dialogue with issuers and JPMAM personnel created by JPMAM personnel
prior to the voting of client securities;
and |
• |
a copy of each written request
by a client for information on how JPMAM voted proxies on behalf of the
client, as well as a copy of any written response by JPMAM to any request
by a JPMAM client for information on how JPMAM voted proxies on behalf of
our client. |
1. |
Uncontested
Director
Elections 11 |
2. |
Proxy
Contests 11 |
a. |
Election of
Directors 11 |
b. |
Reimburse Proxy Solicitation
Expenses 11 |
3. |
Ratification
of Auditors 12 |
4. |
Proxy
Contest
Defenses 13-14 |
a. |
Board Structure: Staggered vs.
Annual
Elections 13 |
b. |
Shareholder Ability to Remove
Directors 13 |
c. |
Cumulative
Voting 13 |
d. |
Shareholder Ability to Call
Special Meeting 14 |
e. |
Shareholder Ability to Act by
Written Consent 14 |
f. |
Shareholder Ability to Alter
the Size of the
Board 14 |
5. |
Tender
Offer
Defenses 14-15 |
a. |
Poison
Pills 14 |
b. |
Fair Price
Provisions 14 |
c. |
Greenmail 14 |
d. |
Unequal Voting
Rights 14 |
e. |
Supermajority Shareholder Vote
Requirement to Amend Charter or
Bylaws 15 |
f. |
Supermajority Shareholder Vote
Requirement to Approve
Mergers 15 |
6. |
Miscellaneous
Board
Provisions 15-16 |
a. |
Separate Chairman and CEO
Positions 15 |
b. |
Lead Directors and Executive
Sessions 15 |
c. |
Majority of Independent
Directors 15-16 |
d. |
Stock Ownership
Requirements 16 |
e. |
Hedging/Pledging of
Securities 16 |
f. |
Term of
Office 16 |
g. |
Director and Officer
Indemnification and Liability
Protection 16 |
h. |
Board
Size 16 |
i. |
Majority Vote
Standard 16 |
7. |
Miscellaneous
Governance
Provisions 16-17 |
a. |
Independent Nominating
Committee 16 |
b. |
Confidential
Voting 16 |
c. |
Equal
Access 16 |
d. |
Bundled
Proposals 16-17 |
e. |
Charitable
Contributions 17 |
f. |
Date/Location of
Meeting 17 |
g. |
Include Nonmanagement
Employees on
Board 17 |
h. |
Adjourn Meeting if Votes are
Insufficient 17 |
i. |
Other
Business 17 |
j. |
Disclosure of Shareholder
Proponents 17 |
k. |
Exclusive
Venue 17 |
8. |
Capital
Structure 17-18 |
a. |
Common Stock
Authorization 17 |
b. |
Stock Distributions: Splits
and Dividends 17 |
c. |
Reverse Stock
Splits 17 |
d. |
Blank Check Preferred
Authorization 17-18 |
e. |
Shareholder Proposals
Regarding Blank Check Preferred
Stock 18 |
f. |
Adjustments to Par Value of
Common Stock 18 |
g. |
Restructurings/Recapitalizations 18 |
h. |
Share Repurchase
Programs 18 |
i. |
Targeted Share
Placements 18 |
9. |
Executive
and Director
Compensation 18-20 |
a. |
Stock-based Incentive
Plans 18-19 |
b. |
Approval of Cash or
Cash-and-Stock Bonus
Plans 19 |
c. |
Shareholder Proposals to Limit
Executive and Director
Pay 19 |
d. |
Say on
Pay 19 |
e. |
Golden and Tin
Parachutes 19-20 |
f. |
401(k) Employee Benefit
Plans 20 |
g. |
Employee Stock Purchase
Plans 20 |
h. |
Option
Expensing 20 |
i. |
Option
Repricing 20 |
j. |
Stock Holding
Periods 20 |
k. |
Transferable Stock
Options 20 |
l. |
Recoup
Bonuses .20 |
m. |
Two Tiered Board
Compensation 20 |
10. |
Incorporation 20 |
a. |
Reincorporation Outside of the
United States 20 |
b. |
Voting on State Takeover
Statutes 20 |
c. |
Voting on Reincorporation
Proposals 20 |
11. |
Mergers and
Corporate
Restructurings 21 |
a. |
Mergers and
Acquisitions 21 |
b. |
Nonfinancial Effects of a
Merger or
Acquisition 21 |
c. |
Corporate
Restructuring 21 |
d. |
Spin-offs 21 |
e. |
Asset
Sales 21 |
f. |
Liquidations 21 |
g. |
Appraisal
Rights 21 |
h. |
Changing Corporate
Name 21 |
12. |
Social and
Environmental
Issues 21-23 |
a. |
Military
Business 22 |
b. |
International Labor
Organization Code of
Conduct 22 |
c. |
Promote Human Rights in China,
Nigeria, and
Burma 22 |
d. |
World Debt
Crisis 22 |
e. |
Equal Employment Opportunity
and
Discrimination 22 |
f. |
Animal
Rights 22-23 |
g. |
Product Integrity and
Marketing 23 |
h. |
Human Resources
Issues 23 |
i. |
Link Executive Pay with Social
and/or Environmental
Criteria 23 |
j. |
High Risk
Markets 23 |
k. |
Political
Contributions 23 |
13. |
Foreign
Proxies 23 |
1) |
attend less than 75 percent of
the board and committee meetings without a valid excuse for the absences;
or |
2) |
adopt or renew a poison pill
without shareholder approval, does not commit to putting it to shareholder
vote within 12 months of adoption (or in the case of an newly public
company, do not commit to put the pill to a shareholder vote within 12
months following the IPO), or reneges on a commitment to put the pill to a
vote, and has not yet received a withhold recommendation for this
issue. |
3) |
are inside or affiliated
outside directors and sit on the audit, compensation, or nominating
committees; or |
4) |
ignore a shareholder proposal
that is approved by a i) majority of the shares outstanding, or ii)
majority of the votes cast. The review period will be the vote results
over a consecutive two year time frame. |
5) |
are inside 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 |
6) |
WITHHOLD from directors who
are inside or affiliated outside directors and sit on the audit,
compensation, or nominating committees. For purposes of defining
affiliation we will apply either the NYSE listing rule for companies
listed on that exchange or the Nasdaq listing rule for all other
companies. |
7) |
WITHHOLDING from directors who
are CEOs of publicly-traded companies who serve on more than three public
boards and all other directors who serve on more than four public company
boards. |
8) |
WITHHOLD votes from
compensation committee members where there is a pay-for performance
disconnect for Russell 3000 companies. (See 9a – Stock-Based Incentive
Plans,last paragraph). WITHHOLD votes from compensation committee members
if the company does not submit one-time transferable stock options to
shareholders for approval. |
9) |
WITHHOLD votes from audit
committee members in circumstances in which there is evidence (such as
audit reports or reports mandated under the Sarbanes Oxley Act) that there
exists material weaknesses in the company’s internal controls. |
10) |
WITHHOLD votes from
compensation committee members who were present at the time of the grant
of backdated options or options the pricing or the timing of which we
believe may have been manipulated to provide additional benefits to
executives. |
11) |
Generally
vote for shareholder proposals requesting companies to amend their bylaws
in order to create access to the proxy so as to nominate candidates for
directors as long as the minimum threshold of share ownership
is 5% and the minimum holding period of share ownership is 3
years. |
• |
Designated lead director,
appointed from the ranks of the independent board members with clearly
delineated duties. At a minimum these should
include: |
• |
2/3 of independent
board; |
• |
All-independent key
committees; |
• |
Committee chairpersons
nominated by the independent directors; |
• |
CEO performance is reviewed
annually by a committee of outside directors;
and |
• |
Established governance
guidelines. |
Part II.B:
|
Europe,
Middle East, Africa, Central America and South America Guidelines Table of
Contents |
I. |
POLICY |
II. |
VOTING
GUIDELINES |
1. |
Publicly
disclose their policy on how they will discharge their stewardship
responsibilities. |
i) |
Analysis of the governance
profiles of the companies in which we invest, in order to identify
outliers requiring further engagement; |
ii) |
Engagement with investee
companies, in order to understand issues and promote best
practice; |
iii) |
Informed, investor-led proxy
voting; |
iv) |
Assessment of social and
environmental issues, where they have the potential to impact the
valuation. |
2. |
Have a
robust policy on managing conflicts of interest in relation to stewardship
and this policy should be publicly
disclosed. |
4. |
Establish
clear guidelines on when and how they will escalate their activities as a
method of protecting and enhancing shareholder
value. |
• |
We will vote at all of the
meetings called by companies in which we are invested on behalf of our
clients who have authorized us to vote. |
• |
In principle, we will not
abstain or withhold our vote. This is to prevent the worst possible
outcome, a shareholder meeting failing to meet its quorum and thereby not
be effective. |
• |
It should be noted that AMJ
scrutinises every proxy on a case-by-case basis, keeping in mind the best
economic interests of our clients. We seek an improvement in the long term
earnings or a prevention of deterioration in earnings of the company
concerned. |
• |
Agenda items at shareholder
meetings should be presented in such a way that they can be voted upon
clearly, distinctly and unambiguously. We normally oppose deliberately
vague, composite or "bundled" resolutions. If any agenda item is couched
in vague terms or lacking in explanation, so that it would be possible to
interpret the item in a manner detrimental to the rights of shareholders,
in principle we will not support such a
proposal. |
• |
Our engagement with a company
as a shareholder is not limited to voting at the shareholders’ meeting. In
the course of meetings with company management, we encourage the exercise
of sound management with due consideration for social, environmental and
ethical issues and engagement with shareholders. For example, if an
accident / incident or corporate misconduct which could negatively impact
the company’s economic value occurs, we will seek the implementation and
announcement of improvement plans and timely disclosure to shareholders as
deemed appropriate. |
• |
Was or is employed at an
affiliate company |
• |
Was or is employed at a large
shareholder or major business partner |
• |
Was or is employed at a legal
firm, accounting firm, taxation firm, consultant or financial institution
such as a bank where a business relationship exists with the company
concerned so that a conflict of interest
exists |
• |
An external director whose
tenure exceeds 10 years. |
• |
Was or is employed at an
affiliate company |
• |
Was or is employed at a large
shareholder or major business partner |
• |
Was or is employed at a legal
firm, accounting firm, taxation firm, consultant or financial institution
such as a bank where a business relationship exists with the company
concerned so that a conflict of interest
exists |
• |
An external statutory auditor
whose tenure exceeds 10 years. |
• |
Golden
parachutes |
• |
Retirement bonus payments to
external directors and external statutory
auditors. |
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. |
• |
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 |
• |
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
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Yes / No |
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contacted: |
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Date: |
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8. Portfolio Manager
Signature: |
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Date: |
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Portfolio Manager
Name: |
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Portfolio Manager
Signature*: |
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Date: |
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Portfolio Manager
Name: |
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