THE SECURITIES ACT OF 1933
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Post-Effective Amendment No. 43
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THE INVESTMENT COMPANY ACT OF 1940
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Amendment No. 45
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(Check Appropriate Box or Boxes)
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Name and Address of Agent for Service:
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with a copy to:
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Britney L. Schnathorst
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Veena K. Jain
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Principal Financial Group
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Drinker Biddle & Reath LLP
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Des Moines, IA 50392
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191 N. Wacker Drive, Suite 3700
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Chicago, IL 60606-1698
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This post-effective amendment designates a new effective date for a previously filed post-effective amendment.
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Fund
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Ticker Symbol
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Principal U.S. Listing Exchange
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Principal Spectrum Preferred Securities Active ETF
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PREF
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BATS Exchange, Inc.
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FUND SUMMARY - Principal Spectrum Preferred Securities Active ETF
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ADDITIONAL INFORMATION ABOUT INVESTMENT STRATEGIES AND RISKS
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PORTFOLIO HOLDINGS INFORMATION
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MANAGEMENT OF THE FUND
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DISTRIBUTOR AND OTHER FUND SERVICE PROVIDERS
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PRICING OF FUND SHARES
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PURCHASE AND SALE OF FUND SHARES
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DIVIDENDS AND DISTRIBUTIONS
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FREQUENT PURCHASES AND REDEMPTIONS
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TAX CONSIDERATIONS
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DISTRIBUTION PLANS AND INTERMEDIARY COMPENSATION
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FUND ACCOUNT INFORMATION
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APPENDIX A - DESCRIPTION OF BOND RATINGS
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ADDITIONAL INFORMATION
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Management Fees
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0.55%
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Other Expenses
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—%
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Total Annual Fund Operating Expenses
(1)
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0.55%
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(1)
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The investment management agreement (the “Management Agreement”) between the Fund and Principal Global Investors, LLC (“PGI”) provides that, for the duration of the Management Agreement, PGI will pay all operating expenses of the Fund, except for the Management Fee, payments made under each Series 12b-1 plan (if or when such fees are imposed), brokerage commissions and other expenses connected to the execution of portfolio transactions, interest expense, taxes, acquired fund fees and expenses, litigation expenses and other extraordinary expenses.
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1 year
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3 years
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Principal Spectrum Preferred Securities Active ETF
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$56
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$176
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Financial Services.
A fund that concentrates investments in financial services companies may be more susceptible to adverse economic or regulatory occurrences affecting financial services companies. Financial companies may be adversely affected in certain market cycles, including periods of rising interest rates, which may restrict the availability and increase the cost of capital, and declining economic conditions, which may cause credit losses due to financial difficulties of borrowers. Because many types of financial companies are especially vulnerable to these economic cycles, the Fund’s investments in these companies may lose significant value during such periods.
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Paul Kim (since 2017), Portfolio Manager
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Daniela Spassova (since 2017), Portfolio Manager
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Roberto Giangregorio (since 2017), Portfolio Manager
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L. Phillip Jacoby, IV (since 2017), Chief Investment Officer and Portfolio Manager
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Manu Krishnan (since 2017), Portfolio Manager
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Mark A. Lieb (since 2017), President and Chief Executive Officer
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INVESTMENT STRATEGIES AND RISKS
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PRINCIPAL SPECTRUM PREFERRED SECURITIES ACTIVE ETF
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Convertible Securities
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Non-Principal
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Emerging Markets
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Non-Principal
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Equity Securities
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Principal
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Small and Medium Market Capitalization Companies
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Non-Principal
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Fixed Income Securities
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Principal
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Foreign Currency
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Principal
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Foreign Securities
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Principal
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Hedging
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Non-Principal
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High Yield Securities
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Principal
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Industry Concentration
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Principal
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Initial Public Offerings (“IPOs”)
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Non-Principal
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Preferred Securities
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Principal
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Real Estate Investment Trusts (REITs)
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Non-Principal
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Real Estate Securities
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Non-Principal
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Securitized Products
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Non-Principal
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Shares May Trade at Prices Different Than NAV
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Principal
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increased social, political, and economic instability;
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a smaller market for these securities and low or nonexistent trading volume that results in a lack of liquidity and greater price volatility;
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lack of publicly available information, including reports of payments of dividends or interest on outstanding securities;
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foreign government policies that may restrict opportunities, including restrictions on investment in issuers or industries deemed sensitive to national interests;
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relatively new capital market structure or market-oriented economy;
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the possibility that recent favorable economic developments may be slowed or reversed by unanticipated political or social events in these countries;
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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
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possible losses through the holding of securities in domestic and foreign custodial banks and depositories.
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Mortgage-backed securities (“MBS”) represent an interest in a pool of underlying mortgage loans secured by real property. MBS are sensitive to changes in interest rates, but may respond to these changes differently from other fixed income securities due to the possibility of prepayment of the underlying mortgage loans. If interest rates fall and the underlying loans are prepaid faster than expected, the fund may have to reinvest the prepaid principal in lower yielding securities, thus reducing the fund’s income. Conversely, rising interest rates tend to discourage refinancings and the underlying loans may be prepaid more slowly than expected, reducing a fund’s potential to reinvest the principal in higher yielding securities and extending the duration of the underlying loans. In addition, when market conditions result in an increase in default rates on the underlying loans and the foreclosure values of the underlying real estate is less than the outstanding amount due on the underlying loan, collection of the full amount of accrued interest and principal on these investments may be doubtful. The risk of such defaults is generally higher in the case of underlying mortgage pools that include sub-prime mortgages (mortgages granted to borrowers whose credit histories would not support conventional mortgages).
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Commercial mortgage-backed securities (“CMBS”) represent an interest in a pool of underlying commercial mortgage loans secured by real property such as retail, office, hotel, multi-family, and industrial properties. Certain CMBS are issued in several classes with different levels of yield and credit protection, and the CMBS class in which a fund invests usually influences the interest rate, credit, and prepayment risks.
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Asset-backed securities (“ABS”) are backed by non-mortgage assets such as company receivables, truck and auto loans, student loans, leases and credit card receivables. ABS entail credit risk. They also may present a risk that, in the event of default, the liquidation value of the underlying assets may be inadequate to pay any unpaid interest or principal.
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Sub-Advisor:
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Spectrum Asset Management, Inc. ("Spectrum"),
2 High Ridge Park, Stamford, CT 06905, founded in 1987, managers portfolios of preferred securities for corporate, pension fund, insurance and endowment clients, open-end and closed-end mutual funds, and separately managed account programs for high net worth individual investors as well as providing volatility mitigation solutions for some client portfolios.
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Fund
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All Assets
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Principal Spectrum Preferred Securities Active ETF
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0.55%
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hire one or more Sub-Advisors;
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change Sub-Advisors; and
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reallocate management fees between itself and Sub-Advisors.
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If market quotations are not readily available for a security owned by a Fund, its fair value is determined using a policy adopted by the Trustees. Fair valuation pricing is subjective and creates the possibility that the fair value determined for a security may differ materially from the value that could be realized upon the sale of the security.
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The Fund's securities may be traded on foreign securities markets that generally complete trading at various times during the day before the close of the NYSE. Foreign securities and currencies are converted to U.S. dollars using the exchange rate in effect at the close of the NYSE.
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The trading of foreign securities generally or in a particular country or countries may not take place on all days the NYSE is open, or may trade on days the NYSE is closed. Thus, the value of the foreign securities held by the Fund may change on days when shareholders are unable to purchase or redeem shares.
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Certain securities issued by companies in emerging market countries may have more than one quoted valuation at any point in time. These may be referred to as local price and premium price. The premium price is often a negotiated price that may not consistently represent a price at which a specific transaction can be effected. The Fund has a policy to value such securities at a price at which those managing the investments of the Fund expect the securities may be sold.
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Note:
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No salesperson, broker-dealer, or other person is authorized to give information or make representations about the Fund other than those contained in this Prospectus. Information or representations not contained in this prospectus may not be relied upon as having been provided or made by the Trust, the Fund, PGI, any Sub-Advisor, or the Distributor.
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the Fund makes distributions,
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you sell your Shares listed on the exchange, and
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you purchase or redeem Creation Units.
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Aaa:
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Obligations rated Aaa are judged to be of the highest quality, subject to the lowest level of credit risk.
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Aa:
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Obligations rated Aa are judged to be of high quality and are subject to very low credit risk.
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A:
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Obligations rated A are considered upper-medium grade and are subject to low credit risk.
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Baa:
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Obligations rated Baa are subject to moderate credit risk. They are considered medium-grade and as such may possess certain speculative characteristics.
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Ba:
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Obligations rated Ba are judged to be speculative and are subject to substantial credit risk.
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B:
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Obligations rated B are considered speculative and are subject to high credit risk.
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Caa:
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Obligations rated Caa are judged to be speculative of poor standing and are subject to very high credit risk.
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Ca:
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Obligations rated Ca are highly speculative and are likely in, or very near, default, with some prospect of recovery of principal and interest.
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C:
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Obligations rated C are the lowest rated class of bonds and are typically in default, with little prospect for recovery of principal or interest.
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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;
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Nature of and provisions of the obligation;
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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.
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AAA:
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Obligations rated ‘AAA’ have the highest rating assigned by S&P Global. The obligor’s capacity to meet its financial commitment on the obligation is extremely strong.
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AA:
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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.
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A:
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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.
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BBB:
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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.
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BB, B, CCC,
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Obligations rated ‘BB’, ‘B’, ‘CCC’, ‘CC’, and ‘C’ are regarded, on balance, as having significant
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CC, and C:
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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.
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BB:
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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.
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B:
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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.
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CCC:
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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.
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CC:
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Obligations rated ‘CC’ are currently highly vulnerable to nonpayment. The ‘CC’ rating is used when a default has not yet occurred but S&P Global expects default to be a virtual certainty, regardless of anticipated time to default.
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C:
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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.
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D:
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Obligations rated ‘D’ are in default, or in breach of an imputed promise. For non-hybrid capital instruments, the ‘D’ rating category is used when payments on an obligation are not made on the date due, unless S&P Global believes that such payments will be made within five business days in the absence of a stated grace period or within the earlier of the stated grace period or 30 calendar days. This rating will also be used upon filing for bankruptcy petition or the taking or similar action and where default is a virtual certainty. If an obligation is subject to a distressed exchange offer the rating is lowered to ‘D’.
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NR:
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Indicates that no rating has been requested, that there is insufficient information on which to base a rating or that S&P Global does not rate a particular type of obligation as a matter of policy.
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A-1:
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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.
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A-2:
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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.
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A-3:
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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.
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B:
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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.
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C:
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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.
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D:
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This rating indicates that the issue is either in default or in breach of an imputed promise. For non-hybrid capital instruments, the ‘D’ rating category is used when payments on an obligation are not made on the date due, unless S&P Global believes that such payments will be made within five business days in the absence of a stated grace period or within the earlier of the stated grace period or 30 calendar days. This rating will also be used upon filing for bankruptcy petition or the taking or similar action and where default is a virtual certainty. If an obligation is subject to a distressed exchange offer the rating is lowered to ‘D’.
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SP-1:
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A strong capacity to pay principal and interest. Issues that possess a very strong capacity to pay debt service is given a "+" designation.
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SP-2:
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A satisfactory capacity to pay principal and interest, with some vulnerability to adverse financial and economic changes over the terms of the notes.
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SP-3:
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A speculative capacity to pay principal and interest.
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AAA:
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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.
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AA:
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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.
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A:
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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.
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BBB:
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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.
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BB:
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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.
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B:
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Highly speculative. ‘B’ ratings indicate that material credit risk is present.
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CCC:
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Substantial credit risk. ‘CCC’ ratings indicate that substantial credit risk is present.
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CC:
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Very high levels of credit risk. ‘CC’ ratings indicate very high levels of credit risk.
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C:
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Exceptionally high levels of credit risk. ‘C’ indicates exceptionally high levels of credit risk.
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D:
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Default. ‘D’ ratings indicate an issuer has entered into bankruptcy filings, administration, receivership, liquidation or which has otherwise ceased business.
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F1:
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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.
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F2:
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Good short-term credit quality. Good intrinsic capacity for timely payment of financial commitments.
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F3:
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Fair short-term credit quality. The intrinsic capacity for timely payment of financial commitments is adequate.
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B:
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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.
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C:
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High short-term default risk. Default is a real possibility.
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RD:
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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.
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D:
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Default. Indicates a broad-based default event for an entity, or the default of a specific short-term obligation.
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RR1:
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Outstanding recovery prospects given default. ‘RR1’ rated securities have characteristics consistent with securities historically recovering 91%-100% of current principal and related interest.
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RR2:
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Superior recovery prospects given default. ‘RR2’ rated securities have characteristics consistent with securities historically recovering 71%-90% of current principal and related interest.
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RR3:
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Good recovery prospects given default. ‘RR3’ rated securities have characteristics consistent with securities historically recovering 51%-70% of current principal and related interest.
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RR4:
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Average recovery prospects given default. ‘RR4’ rated securities have characteristics consistent with securities historically recovering 31%-50% of current principal and related interest.
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RR5:
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Below average recovery prospects given default. ‘RR5’ rated securities have characteristics consistent with securities historically recovering 11%-30% of current principal and related interest.
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RR6:
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Poor recovery prospects given default. ‘RR6’ rated securities have characteristics consistent with securities historically recovering 0%-10% of current principal and related interest.
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TABLE OF CONTENTS
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GENERAL DESCRIPTION OF TRUST AND FUNDS
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EXCHANGE LISTING AND TRADING
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DESCRIPTION OF THE FUNDS' INVESTMENTS AND RISKS
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LEADERSHIP STRUCTURE AND BOARD OF TRUSTEES
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INVESTMENT ADVISORY AND OTHER SERVICES
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INTERMEDIARY COMPENSATION
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PURCHASE AND REDEMPTION OF CREATION UNITS
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CALCULATION OF NAV
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TAX CONSIDERATIONS
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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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CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
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PORTFOLIO MANAGER DISCLOSURE
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APPENDIX A – DESCRIPTION OF BOND RATINGS
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APPENDIX B – FOREIGN MARKET HOLIDAYS
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APPENDIX C – PROXY VOTING POLICIES
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Principal Active Global Dividend Income ETF
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Principal EDGE Active Income ETF
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Principal Healthcare Innovators Index ETF
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Principal Millennials Index ETF
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Principal Price Setters Index ETF
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Principal Shareholder Yield Index ETF
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Principal Spectrum Preferred Securities Active ETF
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Principal U.S. Small Cap Index ETF
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Fund
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Principal U.S. Listing Exchange
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Principal Active Global Dividend Income ETF
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Bats BZX Exchange
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Principal EDGE Active Income ETF
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NYSE Arca
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Principal Healthcare Innovators Index ETF
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The NASDAQ Stock Market LLC
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Principal Millennials Index ETF
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The NASDAQ Stock Market LLC
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Principal Price Setters Index ETF
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The NASDAQ Stock Market LLC
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Principal Shareholder Yield Index ETF
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The NASDAQ Stock Market LLC
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Principal Spectrum Preferred Securities Active ETF
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Bats BZX Exchange
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1)
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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.
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2)
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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.
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3)
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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 the Fund reserves freedom of action to hold and to sell real estate acquired as a result of the Fund’s ownership of securities.
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4)
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May not borrow money, except as permitted under the 1940 Act, as amended, and as interpreted, modified or otherwise permitted by regulatory authority having jurisdiction, from time to time.
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5)
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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.
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6)
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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.
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7)
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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.
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8)
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May not act as an underwriter of securities, except to the extent that the Fund may be deemed to be an underwriter in connection with the sale of securities held in its portfolio.
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1)
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Invest more than 15% of its net assets in illiquid securities and in repurchase agreements maturing in more than seven days except to the extent permitted by applicable law or regulatory authority having jurisdiction, from time to time.
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2)
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Pledge, mortgage, or hypothecate its assets, except to secure permitted borrowings. The deposit of underlying securities and other assets in escrow and other collateral arrangements in connection with transactions that involve any future payment obligation, as permitted under the 1940 Act, as amended, and as interpreted, modified or otherwise permitted by any regulatory authority having jurisdiction, from time to time, are not deemed to be pledges, mortgages, hypothecations, or other encumbrances.
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3)
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Invest in companies for the purpose of exercising control or management.
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4)
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Acquire securities of other investment companies in reliance on Section 12(d)(1)(F) or (G) of the 1940 Act, invest more than 10% of its total assets in securities of other investment companies, invest more than 5% of its total assets in the securities of any one investment company, or acquire more than 3% of the outstanding voting securities of any one investment company except in connection with a merger, consolidation, or plan of reorganization and except as permitted by the 1940 Act, SEC rules adopted under the 1940 Act or exemptions granted by the Securities and Exchange Commission. The Fund may purchase securities of closed-end investment companies in the open market where no underwriter or dealer’s commission or profit, other than a customary broker’s commission, is involved.
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1)
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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.
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2)
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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.
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3)
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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 the Fund reserves freedom of action to hold and to sell real estate acquired as a result of the Fund’s ownership of securities.
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4)
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May not borrow money, except as permitted under the 1940 Act, as amended, and as interpreted, modified or otherwise permitted by regulatory authority having jurisdiction, from time to time.
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5)
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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.
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6)
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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.
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7)
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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 applies to the above-listed index funds except to the extent that the related index is also so concentrated.)
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8)
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May not act as an underwriter of securities, except to the extent that the Fund may be deemed to be an underwriter in connection with the sale of securities held in its portfolio.
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1)
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Invest more than 15% of its net assets in illiquid securities and in repurchase agreements maturing in more than seven days except to the extent permitted by applicable law or regulatory authority having jurisdiction, from time to time.
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2)
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Pledge, mortgage, or hypothecate its assets, except to secure permitted borrowings. The deposit of underlying securities and other assets in escrow and other collateral arrangements in connection with transactions that involve any future payment obligation, as permitted under the 1940 Act, as amended, and as interpreted, modified or otherwise permitted by any regulatory authority having jurisdiction, from time to time, are not deemed to be pledges, mortgages, hypothecations, or other encumbrances.
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3)
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Invest in companies for the purpose of exercising control or management.
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4)
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Acquire securities of other investment companies in reliance on Section 12(d)(1)(F) or (G) of the 1940 Act, invest more than 10% of its total assets in securities of other investment companies, invest more than 5% of its total assets in the securities of any one investment company, or acquire more than 3% of the outstanding voting securities of any one investment company except in connection with a merger, consolidation, or plan of reorganization and except as permitted by the 1940 Act, SEC rules adopted under the 1940 Act or exemptions granted by the Securities and Exchange Commission. The Fund may purchase securities of closed-end investment companies in the open market where no underwriter or dealer’s commission or profit, other than a customary broker’s commission, is involved.
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1)
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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.
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2)
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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.
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3)
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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 the Fund reserves freedom of action to hold and to sell real estate acquired as a result of the Fund’s ownership of securities.
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4)
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May not borrow money, except as permitted under the 1940 Act, as amended, and as interpreted, modified or otherwise permitted by regulatory authority having jurisdiction, from time to time.
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5)
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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.
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6)
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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.
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7)
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May not act as an underwriter of securities, except to the extent that the Fund may be deemed to be an underwriter in connection with the sale of securities held in its portfolio.
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1)
|
Invest more than 15% of its net assets in illiquid securities and in repurchase agreements maturing in more than seven days except to the extent permitted by applicable law or regulatory authority having jurisdiction, from time to time.
|
2)
|
Pledge, mortgage, or hypothecate its assets, except to secure permitted borrowings. The deposit of underlying securities and other assets in escrow and other collateral arrangements in connection with transactions that involve any future payment obligation, as permitted under the 1940 Act, as amended, and as interpreted, modified or otherwise permitted by any regulatory authority having jurisdiction, from time to time, are not deemed to be pledges, mortgages, hypothecations, or other encumbrances.
|
3)
|
Invest in companies for the purpose of exercising control or management.
|
4)
|
Invest more than 5% of its total assets in real estate limited partnership interests.
|
5)
|
Acquire securities of other investment companies in reliance on Section 12(d)(1)(F) or (G) of the 1940 Act, invest more than 10% of its total assets in securities of other investment companies, invest more than 5% of its total assets in the securities of any one investment company, or acquire more than 3% of the outstanding voting securities of any one investment company except in connection with a merger, consolidation, or plan of reorganization and except as permitted by the 1940 Act, SEC rules adopted under the 1940 Act or exemptions granted by the Securities and Exchange Commission. The Fund may purchase securities of closed-end investment companies in the open market where no underwriter or dealer’s commission or profit, other than a customary broker’s commission, is involved.
|
•
|
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.
|
•
|
Exchange-Traded Options. An exchange-traded option may be closed out only on an exchange that generally provides a liquid secondary market for an option of the same series. If a liquid secondary market for an exchange-traded option does not exist, it might not be possible to effect a closing transaction with respect to a particular option, with the result that a Fund would have to exercise the option in order to consummate the transaction.
|
•
|
Over the Counter ("OTC") Options. OTC options differ from exchange-traded options in that they are two-party contracts, with price and other terms negotiated between buyer and seller, and generally do not have as much market liquidity as exchange-traded options. An OTC option (an option not traded on an established exchange) may be closed out only by agreement with the other party to the original option transaction. With OTC options, a Fund is at risk that the other party to the transaction will default on its obligations or will not permit the Fund to terminate the transaction before its scheduled maturity. While a Fund will seek to enter into OTC options only with dealers who agree to or are expected to be capable of entering into closing transactions with a Fund, there can be no assurance that a Fund will be able to liquidate an OTC option at a favorable price at any time prior to its expiration. OTC options are not subject to the protections afforded purchasers of listed options by the Options Clearing Corporation or other clearing organizations.
|
•
|
Interest Rate Swaps. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (for example, an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal).
Forms of swap agreements also include interest rate caps, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates exceed a specified rate, or "cap"; interest rate floors, under which, in return for a premium, one party agrees to make payments to the other to the extent that interest rates fall below a specified rate, or "floor"; and interest rate collars, under which a party sells a cap and purchases a floor or vice versa in an attempt to protect itself against interest rate movements exceeding given minimum or maximum levels.
|
•
|
Currency Swaps. A currency swap is an agreement to exchange cash flows on a notional amount based on changes in the relative values of the specified currencies.
|
•
|
Index Swaps. An index swap is an agreement to make or receive payments based on the different returns that would be achieved if a notional amount were invested in a specified basket of securities (such as the S&P 500 Index) or in some other investment (such as U.S. Treasury Securities).
|
•
|
Total Return Swaps. A total return swap is an agreement to make payments of the total return from a specified asset or instrument (or a basket of such instruments) during the specified period, in return for payments equal to a fixed or floating rate of interest or the total return from another specified asset or instrument. Alternatively, a total return swap can be structured so that one party will make payments to the other party if the value of the relevant asset or instrument increases, but receive payments from the other party if the value of that asset or instrument decreases.
|
•
|
Commodity Swap Agreements. Consistent with a Fund's investment objectives and general investment policies, certain of the funds may invest in commodity swap agreements. For example, an investment in a commodity swap agreement may involve the exchange of floating-rate interest payments for the total return on a commodity index. In a total return commodity swap, a Fund will receive the price appreciation of a commodity index, a portion of the index, or a single commodity in exchange for paying an agreed-upon fee. If the commodity swap is for one period, the Fund may pay a fixed fee, established at the outset of the swap. However, if the term of the commodity swap is for more than one period, with interim swap payments, the Fund may pay an adjustable or floating fee. With a "floating" rate, the fee may be pegged to a base rate, such as the London Interbank Offered Rate, and is adjusted each period. Therefore, if interest rates increase over the term of the swap contract, the Fund may be required to pay a higher fee at each swap reset date.
|
•
|
Credit Default Swap Agreements. The "buyer" in a credit default contract is obligated to pay the "seller" a periodic stream of payments over the term of the contract provided that no event of default on an underlying reference obligation has occurred. If an event of default occurs, the seller must pay the buyer the full notional value, or "par value," of the reference obligation in exchange for the reference obligation. A Fund may be either the buyer or seller in a credit default swap transaction. If the Fund is a buyer and no event of default occurs, the Fund will lose its investment and recover nothing. However, if an event of default occurs, the Fund (if the buyer) will receive the full notional value of the reference obligation that may have little or no value. As a seller, the Fund receives a fixed rate of income throughout the term of the contract, which typically is between six months and five years, provided that there is no default event. If an event of default occurs, the seller must pay the buyer the full notional value of the reference obligation. In addition, collateral posting requirements are individually negotiated and there is no regulatory requirement that a counterparty post collateral to secure its obligations or a specified amount of cash, depending upon the terms of the swap, under a credit default swap. Furthermore, there is no requirement that a party be informed in advance when a credit default swap agreement is sold. Accordingly, the Fund may have difficulty identifying the party responsible for payment of its claims. The notional value of credit default swaps with respect to a particular investment is often larger than the total par value of such investment outstanding and, in event of a default, there may be difficulties in making the required deliveries of the reference investments, possibly delaying payments.
|
•
|
Investment Pools. Each Fund may invest in publicly or privately issued interests in investment pools whose underlying assets are credit default, credit-linked, interest rate, currency exchange, equity-linked or other types of swap contracts and related underlying securities or securities loan agreements. The pools’ investment results may be designed to correspond generally to the performance of a specified securities index or “basket” of securities, or sometimes a single security. These types of pools are often used to gain exposure to multiple securities with a smaller investment than would be required to invest directly in the individual securities. They also may be used to gain exposure to foreign securities markets without investing in the foreign securities themselves and/or the relevant foreign market. To the extent that a Fund invests in pools of swaps and related underlying securities or securities loan agreements whose return corresponds to the performance of a foreign securities index or one or more foreign securities, investing in such pools will involve risks similar to the risks of investing in foreign securities. In addition to the risks associated with investing in swaps generally, a Fund bears the risks and costs generally associated with investing in pooled investment vehicles, such as paying the fees and expenses of the pool and the risk that the pool or the operator of the pool may default on its obligations to the holder of interests in the pool, such as a Fund. Interests in privately offered investment pools of swaps may be considered illiquid.
|
•
|
Contracts for Differences. “Contracts for differences” are swap arrangements in which a Fund may agree with a counterparty that its return (or loss) will be based on the relative performance of two different groups or “baskets” of securities. For example, as to one of the baskets, a Fund’s return is based on theoretical long futures positions in the securities comprising that basket, and as to the other basket, the Fund’s return is based on theoretical short futures positions in the securities comprising that other basket. The notional sizes of the baskets will not necessarily be the same, which can give rise to investment leverage. Each Fund may also use actual long and short futures positions to achieve the market exposure(s) as contracts for differences. Each Fund may enter into swaps and contracts for differences for investment return, hedging, risk management and for investment leverage.
|
•
|
Swaptions. A swap option (also known as “swaptions”) is a contract that gives a counterparty the right (but not the obligation) in return for payment of a premium, to enter into a new swap agreement or to shorten, extend, cancel, or otherwise modify an existing swap agreement, at some designated future time on specified terms. The buyer and seller of the swap option agree on the strike price, length of the option period, the term of the swap, notional amount, amortization and frequency of settlement. Each Fund may engage in swap options for hedging purposes or in an attempt to manage and mitigate credit and interest rate risk. Each Fund may write (sell) and purchase put and call swap options. The use of swap options involves risks, including, among others, imperfect correlation between movements of the price of the swap options and the price of the securities, indices or other assets serving as reference instruments for the swap option, reducing the effectiveness of the instrument for hedging or investment purposes.
|
•
|
the frequency of trades and quotations,
|
•
|
the number of dealers and prospective purchasers in the marketplace,
|
•
|
dealer undertakings to make a market,
|
•
|
the nature of the security (including any demand or tender features), and
|
•
|
the nature of the marketplace for trades (including the ability to assign or offset a portfolio's rights and obligations relating to the investment).
|
•
|
Bank Notes are notes issued by local governmental bodies and agencies such as those described above to commercial banks as evidence of borrowings. The purposes for which the notes are issued are varied but they are frequently issued to meet short-term working-capital or capital-project needs. These notes may have risks similar to the risks associated with TANs and RANs.
|
•
|
Bond Anticipation Notes ("BANs") are usually general obligations of state and local governmental issuers which are sold to obtain interim financing for projects that will eventually be funded through the sale of long-term debt obligations or bonds. The ability of an issuer to meet its obligations on its BANs is primarily dependent on the issuer's access to the long-term municipal bond market and the likelihood that the proceeds of such bond sales will be used to pay the principal and interest on the BANs.
|
•
|
Construction Loan Notes are issued to provide construction financing for specific projects. Permanent financing, the proceeds of which are applied to the payment of construction loan notes, is sometimes provided by a commitment by the Government National Mortgage Association ("GNMA") to purchase the loan, accompanied by a commitment by the Federal Housing Administration to insure mortgage advances thereunder. In other instances, permanent financing is provided by commitments of banks to purchase the loan.
|
•
|
Revenue Anticipation Notes ("RANs") are issued by governments or governmental bodies with the expectation that future revenues from a designated source will be used to repay the notes. In general they also constitute general obligations of the issuer. A decline in the receipt of projected revenues, such as anticipated revenues from another level of government, could adversely affect an issuer's ability to meet its obligations on outstanding RANs. In addition, the possibility that the revenues would, when received, be used to meet other obligations could affect the ability of the issuer to pay the principal and interest on RANs.
|
•
|
Tax Anticipation Notes ("TANs") are issued by state and local governments to finance the current operations of such governments. Repayment is generally to be derived from specific future tax revenues. TANs are usually general obligations of the issuer. A weakness in an issuer's capacity to raise taxes due to, among other things, a decline in its tax base or a rise in delinquencies, could adversely affect the issuer's ability to meet its obligations on outstanding TANs.
|
•
|
Traditional Preferred Securities. Traditional preferred securities may be issued by an entity taxable as a corporation and pay fixed or floating rate dividends. However, these claims are subordinated to more senior creditors, including senior debt holders. “Preference” means that a company must pay dividends on its preferred securities before paying any dividends on its common stock, and the claims of preferred securities holders are ahead of common stockholders’ claims on assets in a corporate liquidation. Holders of preferred securities usually have no right to vote for corporate directors or on other matters. Preferred securities share many investment characteristics with both common stock and bonds.
|
•
|
Hybrid or Trust Preferred Securities. Hybrid-preferred securities are debt instruments that have characteristics similar to those of traditional preferred securities (characteristics of both subordinated debt and preferred stock). Hybrid preferred securities may be issued by corporations, generally in the form of interest-bearing instruments with preferred securities characteristics, or by an affiliated trust or partnership of the corporation, generally in the form of preferred interests in subordinated business trusts or similarly structured securities. The hybrid-preferred securities market consists of both fixed and adjustable coupon rate securities that are either perpetual in nature or have stated maturity dates. Hybrid preferred holders generally have claims to assets in a corporate liquidation that are senior to those of traditional preferred securities but subordinate to those of senior debt holders. Certain subordinated debt and senior debt issues that have preferred characteristics are also considered to be part of the broader preferred securities market.
|
•
|
Floating rate preferred securities provide for a periodic adjustment in the interest rate paid on the securities. The terms of such securities provide that interest rates are adjusted periodically based upon an interest rate adjustment index. The adjustment intervals may be regular, and range from daily up to annually, or may be event-based, such as a change in the short-term interest rate. Because of the interest rate reset feature, floating rate securities provide a Fund with a certain degree of protection against rising interest rates, although the interest rates of floating rate securities will participate in any declines in interest rates as well.
|
•
|
U.S. Government Securities - Securities issued or guaranteed by the U.S. government, including treasury bills, notes, and bonds.
|
•
|
U.S. Government Agency Securities - Obligations issued or guaranteed by agencies or instrumentalities of the U.S. government.
|
•
|
U.S. agency obligations include, but are not limited to, the Bank for Cooperatives, Federal Home Loan Banks, and Federal Intermediate Credit Banks.
|
•
|
U.S. instrumentality obligations include, but are not limited to, the Export-Import Bank, Federal Home Loan Mortgage Corporation, and Federal National Mortgage Association.
|
•
|
Bank Obligations - Certificates of deposit, time deposits and bankers' acceptances of U.S. commercial banks having total assets of at least one billion dollars and overseas branches of U.S. commercial banks and foreign banks, which in the opinion of those managing the Fund's investments, are of comparable quality. A Fund may acquire obligations of U.S. banks that are not members of the Federal Reserve System or of the Federal Deposit Insurance Corporation.
|
•
|
Commercial Paper - Short-term promissory notes issued by U.S. or foreign corporations.
|
•
|
Short-term Corporate Debt - Corporate notes, bonds, and debentures that at the time of purchase have 397 days or less remaining to maturity.
|
•
|
Repurchase Agreements - Instruments under which securities are purchased from a bank or securities dealer with an agreement by the seller to repurchase the securities at the same price plus interest at a specified rate.
|
•
|
Taxable Municipal Obligations - Short-term obligations issued or guaranteed by state and municipal issuers which generate taxable income.
|
Name, Address,
and Year of Birth
|
Position(s) Held
with the Trust
|
Length
of Time
Served as
Trustee
|
Principal Occupation(s)
During Past 5 Years
|
Number of
Portfolios
in Fund
Complex
Overseen
by Trustee
|
Other Directorships
Held by Trustee
During Past 5 Years
|
Elizabeth Ballantine
711 High Street
Des Moines, IA 50392
1948
|
Trustee
Member Nominating and Governance Committee
|
Since 2014
|
Principal, EBA Associates
(consulting and investments)
|
128
|
Durango Herald, Inc.;
McClatchy Newspapers, Inc.
|
|
|
|
|
|
|
Leroy T. Barnes, Jr.
711 High Street
Des Moines, IA 50392
1951
|
Trustee
Member, Audit Committee
|
Since 2014
|
Retired
|
128
|
McClatchy Newspapers, Inc.; Herbalife Ltd.; Frontier Communications, Inc.
|
|
|
|
|
|
|
Craig Damos
711 High Street
Des Moines, IA 50392
1954
|
Trustee
Member 15(c) Committee
Member Audit Committee
|
Since 2014
|
President, The Damos Company (consulting services).
|
128
|
Hardin Construction
|
|
|
|
|
|
|
Mark A. Grimmett
711 High Street
Des Moines, IA 50392
1960
|
Trustee
Member 15(c) Committee
Member Executive Committee
Member Nominating and Governance Committee
|
Since 2014
|
Formerly, Executive Vice President and CFO, Merle Norman Cosmetics, Inc. (cosmetics manufacturing)
|
128
|
None
|
|
|
|
|
|
|
Fritz S. Hirsch
711 High Street
Des Moines, IA 50392
1951
|
Trustee
Member 15(c) Committee
Member Operations Committee
|
Since 2014
|
Formerly CEO, MAM USA (manufacturer of infant and juvenile products).
|
128
|
Focus Products Group (housewares); MAM USA
|
|
|
|
|
|
|
Tao Huang
711 High Street
Des Moines, IA 50392
1962
|
Trustee
Member 15(c) Committee
Member Operations
Committee
|
Since 2014
|
Retired
|
128
|
Armstrong World Industries, Inc. (manufacturing)
|
|
|
|
|
|
|
Karen (“Karrie”) McMillan
711 High Street
Des Moines, IA 50392
1961
|
Trustee
Member Operations Committee
|
Since 2014
|
Managing Director, Patomak Global Partners, LLC (financial services consulting). Formerly, General Counsel, Investment Company Institute
|
128
|
None
|
|
|
|
|
|
|
Elizabeth A. Nickels
711 High Street
Des Moines, IA 50392
1962
|
Trustee
Member Audit Committee
|
Since 2015
|
Formerly Executive Director, Herman Miller Foundation; Formerly President Herman Miller Healthcare
|
128
|
Charlotte Russe; Follet Corporation; PetSmart; SpartanNash; Spectrum Health Systems
|
|
|
|
|
|
|
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 Trustee
|
Other
Directorships
Held by
Trustee
During Past
5 Years
|
Michael J. Beer
Des Moines, IA 50392
1961
|
Trustee
Chief Executive Officer
President
Executive Vice President
Member Executive Committee
|
Since 2013 Since 2015 Since 2015
2013-2015
|
Chief Executive Officer, PFD
Executive Director - Funds, PGI (since 2017)
Director, PGI (since 2017)
Director, PFD (since 2015)
VP/Mutual Funds & Broker Dealer, PLIC (2001-2014)
VP/Chief Operating Officer Principal Funds, PLIC (2014-2015)
Executive Director/Principal Funds & Trust, PLIC (since 2015)
President & Chief Executive Officer, PMC (2015-2017)
EVP/Chief Operating Officer, PMC(2008-2015)
Chair, PMC (2015-2017)
Director, PMC (2006-2015)
Director, PSI (2005-2015)
President, PSI (2005-2015)
Chairman, PSS (since 2015)
Director, PSS (2007-2015)
President, PSS (2007-2015)
Executive Vice President, PSS (since 2015)
|
128
|
None
|
|
|
|
|
|
|
Nora M. Everett
Des Moines, IA 50392
1959
|
Chair
Trustee
Member Executive
Committee
|
Since 2013
Since 2013
|
Director, Finisterre
Director, Origin
Chairman, PFA (2010-2015)
Chairman, PFD (2011-2015)
President/RIS, PLIC (since 2015)
Senior Vice President/RIS, PLIC (2008-2015)
Chairman, PMC (2011-2015)
President, PMC (2008-2015)
Director, PSI (2008-2011, and since 2015)
Chief Executive Officer, PSI (2009-2015)
Chairman, PSI (2011-2015)
Chairman, PSS (2011-2015)
|
128
|
None
|
Name, Address
and Year of Birth
|
Position(s) Held
with Trust 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
|
Trustee (since 2013)
Chief Executive Officer (since 2015)
President (since 2015)
Executive Vice President (2013-2015)
Member Executive Committee
|
Chief Executive Officer, PFD
Executive Director - Funds, PGI (since 2017)
Director, PGI (since 2017)
Director, PFD (since 2015)
VP/Mutual Funds & Broker Dealer, PLIC (2001-2014)
VP/Chief Operating Officer Principal Funds, PLIC (2014-2015)
Executive Director/Principal Funds & Trust, PLIC (since 2015)
President & Chief Executive Officer, PMC (2015-2017)
EVP/Chief Operating Officer, PMC(2008-2015)
Chair, PMC (2015-2017)
Director, PMC (2006-2015)
Director, PSI (2005-2015)
President, PSI (2005-2015)
Chairman, PSS (since 2015)
Director, PSS (2007-2015)
President, PSS (2007-2015)
Executive Vice President, PSS (since 2015)
|
|
|
|
Randy L. Bergstrom
Des Moines, IA 50392
1955
|
Assistant Tax Counsel
(since 2013)
|
Counsel, PGI
Counsel, PLIC
|
|
|
|
Jennifer A. Block
Des Moines, IA 50392
1973
|
Counsel (since 2017)
Assistant Counsel (2013-2017)
Assistant Secretary (since 2015)
|
Counsel, PFD (2009-2013)
Counsel, PLIC
Counsel, PMC (2009-2013, 2014-2017)
Counsel, PSI (2009-2013)
Counsel, PSS (2009-2013)
|
|
|
|
Tracy Bollin
Des Moines, IA 50392
1970
|
Chief Financial Officer
(since 2014)
|
Managing Director, PGI (since 2016)
Chief Operating Officer, PMC (2015-2017)
Chief Financial Officer, PFA (2010-2015)
Senior Vice President, PFD (since 2015)
Chief Financial Officer, PFD (2010-2016)
Senior Vice President, PMC (2015-2017)
Chief Financial Officer, PMC (2010-2015)
Director, PMC (2014-2017)
Chief Financial Officer, PSI (2010-2015)
Director, PSS (since 2014)
President, PSS (since 2015)
Chief Financial Officer, PSS (2010-2015)
|
|
|
|
David J. Brown
Des Moines, IA 50392
1960
|
Chief Compliance Officer
(since 2013)
|
Senior Vice President, PFD
Chief Compliance Officer-Funds, PLIC (since 2016)
Vice President/Compliance, PLIC (2004-2016)
Senior Vice President, PMC (through 2017)
Senior Vice President, PSI
Senior Vice President, PSS
|
Nora M. Everett
Des Moines, IA 50392
1959
|
Chair (since 2013)
Trustee (since 2013)
Member Executive Committee
|
Director, Finisterre
Director, Origin
Chairman, PFA (2010-2015)
Chairman, PFD (2011-2015)
President/RIS, PLIC (since 2015)
Senior Vice President/RIS, PLIC (2008-2015)
Chairman, PMC (2011-2015)
President, PMC (2008-2015)
Director, PSI (2008-2011, and since 2015)
Chief Executive Officer, PSI (2009-2015)
Chairman, PSI (2011-2015)
Chairman, PSS (2011-2015)
|
|
|
|
ETF
*
|
Ballantine
|
Barnes
|
Damos
|
Grimmett
|
Hirsch
|
Huang
|
McMillan
|
Nickels
|
Pavelich
|
Principal EDGE Active Income
|
A
|
A
|
A
|
C
|
A
|
A
|
A
|
A
|
A
|
Principal Millennials Index
|
A
|
A
|
A
|
A
|
A
|
A
|
D
|
A
|
A
|
Total Fund Complex
|
E
|
E
|
E
|
E
|
E
|
E
|
E
|
E
|
E
|
*
|
The Principal Active Global Dividend Income ETF and Principal Spectrum Preferred Securities Active ETF were not in operation as of December 31, 2016.
|
|
Beer
|
Everett
|
Total Fund Complex*
|
E
|
E
|
*
|
The Principal Active Global Dividend Income ETF and Principal Spectrum Preferred Securities Active ETF were not in operation as of December 31, 2016.
|
Trustee
|
The Funds
(1)
|
Fund Complex
|
Elizabeth Ballantine
|
$88
|
$252,250
|
Leroy Barnes
|
$90
|
$261,000
|
Craig Damos
|
$94
|
$271,000
|
Mark A. Grimmett
|
$103
|
$297,500
|
Fritz Hirsch
|
$98
|
$281,500
|
Tao Huang
|
$92
|
$266,500
|
Karen ("Karrie") McMillan
|
$90
|
$264,300
|
Elizabeth Nickels
(2)
|
$95
|
$254,133
|
(1)
|
The Principal Active Global Dividend Income ETF, Principal Healthcare Innovators Index ETF, Principal Millennials Index ETF, and Principal Spectrum Preferred Securities Active ETF were not in operation during the period ended June 30, 2016.
|
(2)
|
Trustee’s appointment effective September 16, 2015.
|
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.
|
Fund:
|
Principal Spectrum Preferred Securities Active ETF
|
Fund
|
First $500
Million
|
Next $500
Million
|
Next $500
Million
|
Over $1.5
Billion
|
Principal EDGE Active Income ETF
|
0.75%
|
0.73%
|
0.71%
|
0.70%
|
Principal Healthcare Innovators Index ETF
|
0.42%
|
0.40%
|
0.38%
|
0.37%
|
Principal Millennials Index ETF
|
0.45%
|
0.43%
|
0.41%
|
0.40%
|
Principal Price Setters Index ETF
|
0.40%
|
0.38%
|
0.36%
|
0.35%
|
Principal Shareholder Yield Index ETF
|
0.40%
|
0.38%
|
0.36%
|
0.35%
|
Fund
|
All Assets
|
Principal Active Global Dividend Income ETF
|
0.58%
|
Principal Spectrum Preferred Securities Active ETF
|
0.55%
|
Contractual Limit on Total Annual Fund Operating Expenses
|
||
Fund
|
Limit
|
Expiration
|
Principal EDGE Active Income ETF
|
0.65%
|
3/31/2018
|
Management Fees for Periods Ended June 30
(1)
(amounts in thousands)
|
||
|
2016
|
|
Principal EDGE Active Income ETF
|
$268
|
(2)
|
Principal Price Setters Index ETF
|
$7
|
(3)
|
Principal Shareholder Yield Index ETF
|
$7
|
(3)
|
|
|
|
(1)
Principal Active Global Dividend Income ETF, Principal Healthcare Innovators Index ETF, Principal Millennials Index ETF, and Principal Spectrum Preferred Securities Active ETF had not commenced operations prior to the end of the most recent fiscal year end.
|
||
(2)
Period from June 8, 2015, date operations commenced, through June 30, 2016
|
||
(3)
Period from March 21, 2016, date operations commenced, through June 30, 2016
|
(1)
|
Period from June 8, 2015, date operations commenced, through June 30, 2016
|
(2)
|
Period from March 21, 2016, date operations commenced, through June 30, 2016
|
Fund
|
Sub-Advisor Employed by
the Fund Complex
|
Affiliated Broker
|
2016
Fund's Total
Commissions
Paid
|
% of Fund's Total
Commissions
|
% of Dollar Amount of Fund's Commissionable Transactions
|
||||
Principal EDGE Active Income ETF
|
|||||||||
|
Mellon Capital Management Corporation
|
ConvergEx Execution Solutions, LLC
|
$
|
44
|
|
0.05
|
%
|
0.08
|
%
|
|
Credit Suisse Asset Management , LLC
|
Credit Suisse Securities (USA), LLC
|
1,770
|
|
2.00
|
|
2.55
|
|
|
|
J.P. Morgan Investment Management, Inc.
|
J.P. Morgan Clearing Corporation
|
2,979
|
|
3.36
|
|
0.55
|
|
|
|
Macquarie Capital Investment Management LLC
|
Macquarie Capital (USA) Inc
|
10,494
|
|
11.85
|
|
14.06
|
|
|
|
Mellon Capital Management Corporation
|
Pershing LLC
|
596
|
|
0.67
|
|
0.21
|
|
|
Total
|
$
|
15,883
|
|
17.93
|
%
|
17.45
|
%
|
||
Principal Shareholder Yield Index ETF
|
|
|
|
|
|||||
|
Mellon Capital Management Corporation
|
Pershing LLC
|
$
|
5
|
|
3.44
|
%
|
1.90
|
%
|
Total
|
$
|
5
|
|
3.44
|
%
|
1.90
|
%
|
•
|
when the Fund announces before the open of trading that all purchases, all redemptions or all purchases and redemptions on that day will be made entirely in cash;
|
•
|
when the securities in the In-Kind Creation Basket may not be available in sufficient quantity for delivery or may not be eligible for transfer through the systems of DTC or the Clearing Process; and
|
•
|
when the AP or its underlying investor is restricted under U.S. or local securities laws or policies from transacting in one or more securities in the In-Kind Creation Basket.
|
ETF
|
Standard Creation
Transaction
Fee *
|
Maximum Variable Charge for Cash Creation **
|
Standard Redemption
Transaction Fee *
|
Maximum Variable Charge for Cash Redemptions **
|
Principal Active Global Dividend Income
|
$500
|
3.00%
|
$500
|
2.00%
|
Principal EDGE Active Income
|
$500
|
3.00%
|
$500
|
2.00%
|
Principal Healthcare Innovators Index
|
$600
|
3.00%
|
$600
|
2.00%
|
Principal Millennials Index
|
$1,000
|
3.00%
|
$1,000
|
2.00%
|
Principal Price Setters Index
|
$500
|
3.00%
|
$500
|
2.00%
|
Principal Shareholder Yield Index
|
$500
|
3.00%
|
$500
|
2.00%
|
Principal Spectrum Preferred Securities Active
|
$250
|
3.00%
|
$250
|
2.00%
|
ETF
|
Percent
of
Ownership
|
Name of Owner
|
Address of Owner
|
Principal Active Global Dividend Income
|
99.41%
|
Bank of New York
|
One Wall Street
|
|
|
|
New York, NY 10286
|
|
|
|
|
Principal EDGE Active Income
|
94.54%
|
Bank of New York
|
One Wall Street
|
|
|
|
New York, NY 10286
|
|
|
|
|
Principal Healthcare Innovators Index
|
80.55%
|
NFS LLC
|
200 Liberty St,
|
|
|
|
One World Financial Center
|
|
|
|
New York, NY 10281-1003
|
|
|
|
|
Principal Healthcare Innovators Index
|
10.46%
|
Merrill Lynch Pierce Fenner & Smith Inc.
|
1 Bryant Park
|
|
|
|
New York, NY 10036
|
|
|
|
|
Principal Millennials Index
|
82.80%
|
NFS LLC
|
200 Liberty St,
|
|
|
|
One World Financial Center
|
|
|
|
New York, NY 10281-1003
|
|
|
|
|
Principal Millennials Index
|
5.73%
|
Pershing LLC
|
One Pershing Plaza
|
|
|
|
Jersey City, NJ 07399
|
|
|
|
|
Principal Price Setters Index
|
80.00%
|
NFS LLC
|
200 Liberty St,
|
|
|
|
One World Financial Center
|
|
|
|
New York, NY 10281-1003
|
|
|
|
|
Principal Price Setters Index
|
12.21%
|
Merrill Lynch Pierce Fenner & Smith Inc.
|
1 Bryant Park
|
|
|
|
New York, NY 10036
|
|
|
|
|
Principal Shareholder Yield Index
|
81.86%
|
NFS LLC
|
200 Liberty St,
|
|
|
|
One World Financial Center
|
|
|
|
New York, NY 10281-1003
|
|
|
|
|
Principal Shareholder Yield Index
|
6.34%
|
Pershing LLC
|
One Pershing Plaza
|
|
|
|
Jersey City, NJ 07399
|
|
|
|
|
Principal Shareholder Yield Index
|
5.75%
|
Goldman Sachs Execution & Clearing
|
30 Hudson Street
|
|
|
|
Jersey City, NJ 07302
|
|
|
Other Accounts Managed
|
|||
|
Total
Number
of Accounts
|
Total Assets
in the
Accounts
|
Number of
Accounts
that base
the Advisory
Fee on
Performance
|
Total Assets
of the Accounts
that base the
Advisory
Fee on
Performance
|
Paul S. Kim:
Principal Active Global Dividend Income ETF, Principal EDGE Active Income ETF, Principal Healthcare Innovators Index ETF, Principal Millennials Index ETF, Principal Price Setters Index ETF, Principal Shareholder Yield Index ETF, and Principal Spectrum Preferred Securities Active ETF
|
|
|
|
|
Registered investment companies
|
1
|
$256.4 million
|
0
|
$0
|
Other pooled investment vehicles
|
0
|
$0
|
0
|
$0
|
Other accounts
|
0
|
$0
|
0
|
$0
|
|
|
|
|
|
Mark R. Nebelung
: Principal Healthcare Innovators Index ETF, Principal Millennials Index ETF, Principal Price Setters Index ETF, and Principal Shareholder Yield Index ETF
|
|
|
|
|
Registered investment companies
|
5
|
$992.5 million
|
0
|
$0
|
Other pooled investment vehicles
|
2
|
$193.3 million
|
0
|
$0
|
Other accounts
|
3
|
$332.3 million
|
0
|
$0
|
|
|
|
|
|
Jeffrey A. Schwarte
: Principal Healthcare Innovators Index ETF, Principal Millennials Index ETF, Principal Price Setters Index ETF, and Principal Shareholder Yield Index ETF
|
|
|
|
|
Registered investment companies
|
18
|
$13.6 billion
|
0
|
$0
|
Other pooled investment vehicles
|
6
|
$27.0 billion
|
0
|
$0
|
Other accounts
|
2
|
$96.7 million
|
0
|
$0
|
|
|
|
|
|
Daniela Spassova:
Principal Active Global Dividend Income ETF, Principal EDGE Active Income ETF, and Principal Spectrum Preferred Securities Active ETF
|
|
|
|
|
Registered investment companies
|
0
|
$0
|
0
|
$0
|
Other pooled investment vehicles
|
0
|
$0
|
0
|
$0
|
Other accounts
|
0
|
$0
|
0
|
$0
|
|
|
|
|
|
Portfolio Manager
|
Trust Funds Managed by Portfolio Manager
(list each fund on its own line)
|
Dollar Range of Securities Owned by the Portfolio Manager
|
Paul S. Kim
|
Principal Active Global Dividend Income ETF
|
None
|
Paul S. Kim
|
Principal EDGE Active Income ETF
|
$50,001 - $100,000
|
Paul S. Kim
|
Principal Healthcare Innovators Index ETF
|
None
|
Paul S. Kim
|
Principal Millennials Index ETF
|
None
|
Paul S. Kim
|
Principal Price Setters Index ETF
|
None
|
Paul S. Kim
|
Principal Shareholder Yield Index ETF
|
None
|
Paul S. Kim
|
Principal Spectrum Preferred Securities Active ETF
|
None
|
Mark R. Nebelung
|
Principal Healthcare Innovators Index ETF
|
None
|
Mark R. Nebelung
|
Principal Millennials Index ETF
|
$10,001 - $50,000
|
Mark R. Nebelung
|
Principal Price Setters Index ETF
|
$50,001 - $100,000
|
Mark R. Nebelung
|
Principal Shareholder Yield Index ETF
|
$50,001 - $100,000
|
Jeffrey A. Schwarte
|
Principal Healthcare Innovators Index ETF
|
$100,001 - $500,000
|
Jeffrey A. Schwarte
|
Principal Millennials Index ETF
|
$100,001 - $500,000
|
Jeffrey A. Schwarte
|
Principal Price Setters Index ETF
|
$100,001 - $500,000
|
Jeffrey A. Schwarte
|
Principal Shareholder Yield Index ETF
|
$100,001 - $500,000
|
Daniela Spassova
|
Principal Active Global Dividend Income ETF
|
None
|
Daniela Spassova
|
Principal EDGE Active Income ETF
|
None
|
Daniela Spassova
|
Principal Spectrum Preferred Securities Active ETF
|
None
|
|
|
Other Accounts Managed
|
||||
|
Total
Number
of Accounts
|
Total Assets
in the
Accounts
|
Number of
Accounts
that base
the Advisory
Fee on
Performance
|
Total Assets
of the Accounts
that base the
Advisory
Fee on
Performance
|
|
Charles D. Averill:
Principal EDGE Active Income ETF
|
|
|
|
|
|
Registered investment companies
|
11
|
|
$16.3 billion
|
0
|
$0
|
Other pooled investment vehicles
|
0
|
|
$0
|
0
|
$0
|
Other accounts
|
0
|
|
$0
|
0
|
$0
|
|
|
|
|
|
|
Daniel R. Coleman:
Principal Active Global Dividend Income ETF
|
|
|
|
|
|
Registered investment companies
|
4
|
|
$11.9 billion
|
0
|
$0
|
Other pooled investment vehicles
|
2
|
|
$91.9 million
|
0
|
$0
|
Other accounts
|
3
|
|
$1.9 billion
|
0
|
$0
|
|
|
|
|
|
|
Todd A. Jablonski
: Principal EDGE Active Income ETF
|
|
|
|
|
|
Registered investment companies
|
11
|
|
$16.3 billion
|
0
|
$0
|
Other pooled investment vehicles
|
0
|
|
$25 million
|
0
|
$0
|
Other accounts
|
0
|
|
$0
|
0
|
$0
|
|
|
|
|
|
|
Cliff Remily:
Principal Active Global Dividend Income ETF
|
|
|
|
|
|
Registered investment companies
|
0
|
|
$0
|
0
|
$0
|
Other pooled investment vehicles
|
0
|
|
$0
|
0
|
$0
|
Other accounts
|
0
|
|
$0
|
0
|
$0
|
|
|
|
|
|
|
Gregory L. Tornga:
Principal EDGE Active Income ETF *
|
|
|
|
|
|
Registered investment companies
|
6
|
|
$9.5 billion
|
0
|
$0
|
Other pooled investment vehicles
|
3
|
|
$849.3 million
|
0
|
$0
|
Other accounts
|
1
|
|
$53.3 million
|
0
|
$0
|
Portfolio Manager
|
Trust Funds Managed by Portfolio Manager
(list each fund on its own line)
|
Dollar Range of Securities Owned by the Portfolio Manager
|
Charles D. Averill
|
Principal EDGE Active Income ETF
|
$10,001 - $50,000
|
Daniel R. Coleman
|
Principal Active Global Dividend Income ETF
|
None
|
Todd A. Jablonski
|
Principal EDGE Active Income ETF
|
None
|
Cliff Remily
|
Principal Active Global Dividend Income ETF
|
None
|
Gregory L. Tornga *
|
Principal EDGE Active Income ETF
|
$10,000 - $50,000
|
|
|
Other Accounts Managed
(Information as of May 31, 2017)
|
|||
|
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
|
Roberto Giangregorio:
Principal Spectrum Preferred Securities Active ETF
|
|
|
|
|
Registered investment companies
|
5
|
$10.1 billion
|
0
|
$0
|
Other pooled investment vehicles
|
31
|
$5.1 billion
|
1
|
$8.0 million
|
Other accounts
|
43
|
$6.4 billion
|
0
|
$0
|
|
|
|
|
|
L. Phillip Jacoby, IV:
Principal Spectrum Preferred Securities Active ETF
|
|
|
|
|
Registered investment companies
|
5
|
$10.1 billion
|
0
|
$0
|
Other pooled investment vehicles
|
31
|
$5.1 billion
|
1
|
$8.0 million
|
Other accounts
|
43
|
$6.4 billion
|
0
|
$0
|
|
|
|
|
|
Manu Krishnan:
Principal Spectrum Preferred Securities Active ETF
|
|
|
|
|
Registered investment companies
|
5
|
$10.1 billion
|
0
|
$0
|
Other pooled investment vehicles
|
31
|
$5.1 billion
|
1
|
$8.0 million
|
Other accounts
|
43
|
$6.4 billion
|
0
|
$0
|
|
|
|
|
|
Mark A. Lieb:
Principal Spectrum Preferred Securities Active ETF
|
|
|
|
|
Registered investment companies
|
5
|
$10.1 billion
|
0
|
$0
|
Other pooled investment vehicles
|
31
|
$5.1 billion
|
1
|
$8.0 million
|
Other accounts
|
43
|
$6.4 billion
|
0
|
$0
|
|
|
|
|
|
•
|
Changes in overall firm assets under management, including those assets in the Fund. (Portfolio managers are not directly incentivized to increase assets (“AUM”), although they are indirectly compensated as a result of an increase in AUM)
|
•
|
Portfolio performance (on a pre-tax basis) relative to benchmarks measured annually. (The relevant benchmark is a custom benchmark composed of 50% BofA Merrill Lynch Fixed Rate Preferred Securities Index / 50% BofA Merrill Lynch US Capital Securities Index.)
|
•
|
Contribution to client servicing
|
•
|
Compliance with firm and/or regulatory policies and procedures
|
•
|
Work ethic
|
•
|
Seniority and length of service
|
•
|
Contribution to overall functioning of organization
|
Portfolio Manager
|
Trust Funds Managed by Portfolio Manager
|
Dollar Range of Securities Owned by the Portfolio Manager
|
Roberto Giangregorio
|
Principal Spectrum Preferred Securities Active ETF
|
None
|
L. Phillip Jacoby, IV
|
Principal Spectrum Preferred Securities Active ETF
|
None
|
Manu Krishnan
|
Principal Spectrum Preferred Securities Active ETF
|
None
|
Mark A. Lieb
|
Principal Spectrum Preferred Securities Active ETF
|
None
|
1
|
For certain structured finance, preferred stock and hybrid securities in which payment default events are either not defined or do not match investor’s expectations for timely payment, the ratings reflect the likelihood of impairment and the expected financial loss in the event of impairment.
|
Aaa:
|
Obligations rated Aaa are judged to be of the highest quality, subject to the lowest level of credit risk.
|
Aa:
|
Obligations rated Aa are judged to be of high quality and are subject to very low credit risk.
|
A:
|
Obligations rated A are considered upper-medium grade and are subject to low credit risk.
|
Baa:
|
Obligations rated Baa are subject to moderate credit risk. They are considered medium-grade and as such may possess certain speculative characteristics.
|
Ba:
|
Obligations rated Ba are judged to be speculative and are subject to substantial credit risk.
|
B:
|
Obligations rated B are considered speculative and are subject to high credit risk.
|
Caa:
|
Obligations rated Caa are judged to be speculative of poor standing and are subject to very high credit risk.
|
Ca:
|
Obligations rated Ca are highly speculative and are likely in, or very near, default, with some prospect of recovery of principal and interest.
|
C:
|
Obligations rated C are the lowest rated class of bonds and are typically in default, with little prospect for recovery of principal or interest.
|
*
|
By their terms, hybrid securities allow for the omission of scheduled dividends, interest, or principal payments, which can potentially result in impairment if such an omission occurs. Hybrid securities may also by subject to contractually allowable write-downs of principal that could result in impairment. Together the hybrid indicator, the long-term obligation rating assigned to a hybrid security is an expression of the relative credit risk associated with that security.
|
•
|
Likelihood of default - capacity and willingness of the obligor to meet its financial commitment on an obligation in accordance with the terms of the obligation;
|
•
|
Nature of and provisions of the obligation;
|
•
|
Protection afforded by, and relative position of, the obligation in the event of bankruptcy, reorganization, or other arrangement under the laws of bankruptcy and other laws affecting creditor's rights.
|
AAA:
|
Obligations rated ‘AAA’ have the highest rating assigned by S&P Global Ratings. The obligor’s capacity to meet its financial commitment on the obligation is extremely strong.
|
AA:
|
Obligations rated ‘AA’ differ from the highest-rated issues only in small degree. The obligor’s capacity to meet its financial commitment on the obligation is very strong.
|
A:
|
Obligations rated ‘A’ have a strong capacity to meet financial commitment on the obligation although they are somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligations in higher-rated categories.
|
BBB:
|
Obligations rated ‘BBB’ exhibit adequate protection parameters; however, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to meet financial commitment on the obligation.
|
BB, B, CCC,
|
Obligations rated ‘BB’, ‘B’, ‘CCC’, ‘CC’, and ‘C’ are regarded, on balance, as having significant
|
CC, and C:
|
speculative characteristics. ‘BB’ indicates the lowest degree of speculation and ‘C’ the highest degree of speculation. While such obligations will likely have some quality and protective characteristics, these may be outweighed by large uncertainties or major risk exposures to adverse conditions.
|
BB:
|
Obligations rated ‘BB’ are less vulnerable to nonpayment than other speculative issues. However it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions which could lead to the obligor’s inadequate capacity to meet its financial commitment on the obligation.
|
B:
|
Obligations rated ‘B’ are more vulnerable to nonpayment than ‘BB’ but the obligor currently has the capacity to meet its financial commitment on the obligation. Adverse business, financial, or economic conditions will likely impair this capacity.
|
CCC:
|
Obligations rated ‘CCC’ are currently vulnerable to nonpayment and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitment on the obligation. If adverse business, financial, or economic conditions occur, the obligor is not likely to have the capacity to meeting its financial commitment on the obligation.
|
CC:
|
Obligations rated ‘CC’ are currently highly vulnerable to nonpayment. The ‘CC’ rating is used when a default has not yet occurred but S&P Global expects default to be a virtual certainty, regardless of anticipated time to default.
|
C:
|
The rating ‘C’ is highly vulnerable to nonpayment, the obligation is expected to have lower relative seniority or lower ultimate recovery compared to higher rated obligations.
|
D:
|
Obligations rated ‘D’ are in default, or in breach of an imputed promise. For non-hybrid capital instruments, the ‘D’ rating category is used when payments on an obligation are not made on the date due, unless S&P Global believes that such payments will be made within five business days in the absence of a stated grace period or within the earlier of the stated grace period or 30 calendar days. This rating will also be used upon filing for bankruptcy petition or the taking or similar action and where default is a virtual certainty. If an obligation is subject to a distressed exchange offer the rating is lowered to ‘D’.
|
NR:
|
Indicates that no rating has been requested, that there is insufficient information on which to base a rating or that S&P Global does not rate a particular type of obligation as a matter of policy.
|
A-1:
|
This is the highest category. The obligor’s capacity to meet its financial commitment on the obligation is strong. Within this category, certain obligations are designated with a plus sign (+). This indicates that the obligor’s capacity to meet its financial commitment on these obligations is extremely strong.
|
A-2:
|
Issues carrying this designation are somewhat more susceptible to the adverse effects of the changes in circumstances and economic conditions than obligations in higher rating categories. However, the obligor’s capacity to meet its financial commitment on the obligation is satisfactory.
|
A-3:
|
Issues carrying this designation exhibit adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet it financial commitment on the obligation.
|
B:
|
Issues rated ‘B’ are regarded as vulnerable and have significant speculative characteristics. The obligor has capacity to meet financial commitments; however, it faces major ongoing uncertainties which could lead to obligor’s inadequate capacity to meet its financial obligations.
|
C:
|
This rating is assigned to short-term debt obligations that are currently vulnerable to nonpayment and is dependent upon favorable business, financial, and economic conditions to meet its financial commitment on the obligation.
|
D:
|
This rating indicates that the issue is either in default or in breach of an imputed promise. For non-hybrid capital instruments, the ‘D’ rating category is used when payments on an obligation are not made on the date due, unless S&P Global believes that such payments will be made within five business days in the absence of a stated grace period or within the earlier of the stated grace period or 30 calendar days. This rating will also be used upon filing for bankruptcy petition or the taking or similar action and where default is a virtual certainty. If an obligation is subject to a distressed exchange offer the rating is lowered to ‘D’.
|
SP-1:
|
A strong capacity to pay principal and interest. Issues that possess a very strong capacity to pay debt service is given a "+" designation.
|
SP-2:
|
A satisfactory capacity to pay principal and interest, with some vulnerability to adverse financial and economic changes over the terms of the notes.
|
SP-3:
|
A speculative capacity to pay principal and interest.
|
AAA:
|
Highest credit quality. ‘AAA’ ratings denote the lowest expectation of credit risk. They are assigned only in case of exceptionally strong capacity for payment of financial commitments. This capacity is highly unlikely to be adversely affected by foreseeable events.
|
AA:
|
Very high credit quality. ‘AA’ ratings denote expectations of very low credit risk. They indicate very strong capacity for timely payment of financial commitments. This capacity is not significantly vulnerable to foreseeable events.
|
A:
|
High credit quality. ‘A’ ratings denote low expectation of credit risk. The capacity for timely payment of financial commitments is considered strong. This capacity may, nevertheless, be more vulnerable to adverse business or economic conditions than is the case for higher ratings.
|
BBB:
|
Good credit quality. ‘BBB’ ratings indicate that expectations of credit risk are currently low. The capacity for payment of financial commitments is considered adequate, but adverse business or economic conditions are more likely to impair this capacity.
|
BB:
|
Speculative. ‘BB’ ratings indicate an elevated vulnerability to credit risk, particularly in the event of adverse changes in business or economic conditions over time; however, business or financial alternatives may be available to allow financial commitments to be met.
|
B:
|
Highly speculative. ‘B’ ratings indicate that material credit risk is present.
|
CCC:
|
Substantial credit risk. ‘CCC’ ratings indicate that substantial credit risk is present.
|
CC:
|
Very high levels of credit risk. ‘CC’ ratings indicate very high levels of credit risk.
|
C:
|
Exceptionally high levels of credit risk. ‘C’ indicates exceptionally high levels of credit risk.
|
D:
|
Default. ‘D’ ratings indicate an issuer has entered into bankruptcy filings, administration, receivership, liquidation or which has otherwise ceased business.
|
F1:
|
Highest short-term credit quality. Indicates the strongest intrinsic capacity for timely payment of financial commitments; may have an added “+” to denote any exceptionally strong credit feature.
|
F2:
|
Good short-term credit quality. Good intrinsic capacity for timely payment of financial commitments.
|
F3:
|
Fair short-term credit quality. The intrinsic capacity for timely payment of financial commitments is adequate.
|
B:
|
Speculative short-term credit quality. Minimal capacity for timely payment of financial commitments, plus heightened vulnerability to near term adverse changes in financial and economic conditions.
|
C:
|
High short-term default risk. Default is a real possibility.
|
RD:
|
Restricted default. Indicates an entity that has defaulted on one or more of its financial commitments, although it continues to meet other financial obligations. Typically applicable to entity ratings only.
|
D:
|
Default. Indicates a broad-based default event for an entity, or the default of a specific short-term obligation.
|
RR1:
|
Outstanding recovery prospects given default. ‘RR1’ rated securities have characteristics consistent with securities historically recovering 91%-100% of current principal and related interest.
|
RR2:
|
Superior recovery prospects given default. ‘RR2’ rated securities have characteristics consistent with securities historically recovering 71%-90% of current principal and related interest.
|
RR3:
|
Good recovery prospects given default. ‘RR3’ rated securities have characteristics consistent with securities historically recovering 51%-70% of current principal and related interest.
|
RR4:
|
Average recovery prospects given default. ‘RR4’ rated securities have characteristics consistent with securities historically recovering 31%-50% of current principal and related interest.
|
RR5:
|
Below average recovery prospects given default. ‘RR5’ rated securities have characteristics consistent with securities historically recovering 11%-30% of current principal and related interest.
|
RR6:
|
Poor recovery prospects given default. ‘RR6’ rated securities have characteristics consistent with securities historically recovering 0%-10% of current principal and related interest.
|
2017 Bank (B) and Exchange (E) Holidays for Guide to Custody in World Markets
|
||||||||||||||||||||||||
T
Participant in TARGET, the pan-European real-time gross settlement system for the euro (EUR). Institutional EUR movements can occur on local bank holidays when TARGET is open. However, the recipient account will not be credited until the local bank re-opens.
|
||||||||||||||||||||||||
State Street makes every effort to maintain current information.
|
||||||||||||||||||||||||
However, due to the complexities and changing conditions inherent in the custody practices of each market, we cannot guarantee that this section is complete or accurate in every respect.
|
||||||||||||||||||||||||
Published: December 30, 2016
|
||||||||||||||||||||||||
MARKET
|
|
JAN
|
FEB
|
MAR
|
APR
|
MAY
|
JUN
|
JUL
|
AUG
|
SEP
|
OCT
|
NOV
|
DEC
|
CLOSED
|
||||||||||
Iceland
|
B
|
|
|
|
13,14,17,20
|
|
1,25
|
|
5
|
|
|
7
|
|
|
|
|
25,26
|
|
SS
|
|||||
Iceland
|
E
|
|
|
|
13,14,17,20
|
|
1,25
|
|
5
|
|
|
7
|
|
|
|
|
25,26
|
|
SS
|
|||||
India
|
B
|
26
|
|
24
|
13,28
|
|
4,14
|
|
1,10
|
|
26
|
|
|
15,17,25
|
|
|
2,19,20
|
|
|
1,25
|
|
SS
|
||
India
|
E
|
26
|
|
24
|
13
|
|
4,14
|
|
1
|
|
26
|
|
|
15,25
|
|
|
2,19,20
|
|
|
25
|
|
SS
|
||
Indonesia
|
B
|
2
|
|
|
28
|
|
14,24
|
|
1,11,25
|
|
1,25**,26**,27-30
|
|
|
17
|
|
1,21**
|
|
|
|
1,25,26
|
|
SS
|
||
Indonesia
|
E
|
2
|
|
|
28
|
|
14,24
|
|
1,11,25
|
|
1,26-30
|
|
|
17
|
|
1,21
|
|
|
|
1,25,26
|
|
SS
|
||
Ireland
T
|
B
|
|
|
|
|
|
|
|
|
|
|
|
|
SS
|
||||||||||
Ireland
|
E
|
2
|
|
|
|
14,17
|
|
1
|
|
5
|
|
|
|
|
|
|
22*25,26,29*
|
|
SS
|
|||||
Israel
|
B
|
|
|
12
|
|
10*,11,12*,
13*,16*,17
|
|
1*,2,30*,31
|
|
|
|
1
|
|
20*,21
|
|
4*,5,8*-11*,12
|
|
|
|
FS
|
||||
Israel
|
E
|
|
|
12
|
|
10,11,12*,
13*,16,17
|
|
1,2,30,31
|
|
|
|
1
|
|
20,21
|
|
4,5,8*-10*,11,12
|
|
|
|
FS
|
||||
Italy
T
|
B
|
|
|
|
14^,17
|
|
1
|
|
|
|
|
|
|
|
25,26
|
|
SS
|
|||||||
Italy
|
E
|
|
|
|
14,17
|
|
1
|
|
|
|
15
|
|
|
|
|
25,26
|
|
SS
|
||||||
Ivory Coast
|
B
|
|
|
|
17
|
|
1,25
|
|
5,21**,26**
|
|
|
7,15
|
|
1**
|
|
|
1,15
|
1**,25
|
|
SS
|
||||
Ivory Coast
|
E
|
|
|
|
17
|
|
1,25
|
|
5,21**,26**
|
|
|
7,15
|
|
1**
|
|
|
1,15
|
1**,25
|
|
SS
|
||||
Jamaica
|
B
|
2
|
|
|
1
|
|
14,17
|
|
23
|
|
|
|
1,7
|
|
|
16
|
|
|
25,26
|
|
SS
|
|||
Jamaica
|
E
|
2
|
|
|
1
|
|
14,17
|
|
23
|
|
|
|
1,7
|
|
|
16
|
|
|
25,26
|
|
SS
|
|||
Japan
|
B
|
2,3,9
|
|
|
2
|
|
|
3,4,5
|
|
|
17
|
|
11
|
|
18
|
|
9
|
|
3,23
|
|
SS
|
|||
Japan
|
E
|
2,3,9
|
|
|
20
|
|
|
3,4,5
|
|
|
17
|
|
11
|
|
18
|
|
9
|
|
3,23
|
|
SS
|
|||
Jordan
|
B
|
1
|
|
|
|
|
1,25
|
|
25**-28**
|
|
|
31**
|
|
1**-4**,21**
|
|
|
30**
|
25
|
|
FS
|
||||
Jordan
|
E
|
1
|
|
|
|
|
1,25
|
|
25**-28**
|
|
|
31**
|
|
1**-4**,21**
|
|
|
30**
|
25
|
|
FS
|
||||
Kazakhstan
|
B
|
2,3
|
|
|
8,21,22,23
|
|
|
1,8,9
|
|
|
6
|
|
30
|
|
1**
|
|
|
|
1,18,19
|
|
SS
|
|||
Kazakhstan
|
E
|
2,3
|
|
|
8,21,22,23
|
|
|
1,8,9
|
|
|
6
|
|
30
|
|
1**
|
|
|
|
1,18,19
|
|
SS
|
2017 Bank (B) and Exchange (E) Holidays for Guide to Custody in World Markets
|
||||||||||||||||||||||||
T
Participant in TARGET, the pan-European real-time gross settlement system for the euro (EUR). Institutional EUR movements can occur on local bank holidays when TARGET is open. However, the recipient account will not be credited until the local bank re-opens.
|
||||||||||||||||||||||||
State Street makes every effort to maintain current information.
|
||||||||||||||||||||||||
However, due to the complexities and changing conditions inherent in the custody practices of each market, we cannot guarantee that this section is complete or accurate in every respect.
|
||||||||||||||||||||||||
Published: December 30, 2016
|
||||||||||||||||||||||||
MARKET
|
|
JAN
|
FEB
|
MAR
|
APR
|
MAY
|
JUN
|
JUL
|
AUG
|
SEP
|
OCT
|
NOV
|
DEC
|
CLOSED
|
||||||||||
Kenya
Kenya
|
B
|
2
|
|
|
|
14,17
|
|
1
|
|
1,27**
|
|
|
|
|
20
|
|
|
12,25,26
|
|
SS
|
||||
E
|
2
|
|
|
|
14,17
|
|
1
|
|
1,27**
|
|
|
|
|
20
|
|
|
12,25,26
|
|
SS
|
|||||
Korea, Republic of
Korea, Republic of
|
B
|
27,30
|
|
|
|
|
1,3,5
|
|
6
|
|
|
15
|
|
|
3,4-6,9
|
|
|
20,25
|
|
SS
|
||||
E
|
27,30
|
|
|
|
|
1,3,5
|
|
6
|
|
|
15
|
|
|
3,4-6,9
|
|
|
20,25,29
|
|
SS
|
|||||
Kuwait
Kuwait
|
B
|
|
|
|
|
|
|
|
|
|
|
|
|
FS
|
||||||||||
E
|
|
|
|
|
|
|
|
|
|
|
|
|
FS
|
|||||||||||
Latvia
T
Latvia
|
B
|
|
|
|
13*,14,17
|
|
1,4
|
|
22*,23
|
|
|
|
|
|
|
25,26
|
|
SS
|
||||||
E
|
|
|
|
14,17
|
|
1,4,5,25
|
|
23
|
|
|
|
|
|
|
25,26
|
|
SS
|
|||||||
Lebanon
Lebanon
|
B
|
2,6
|
|
9,14
|
|
|
14,25
|
|
1,25
|
|
26**,27**
|
|
|
15
|
|
1**,2**,21**,30**
|
|
17*,20
|
|
1**,25
|
|
SS
|
||
E
|
2,6
|
|
9
|
|
|
14,17
|
|
1
|
|
|
|
15
|
|
1**,2**,21**,30**
|
|
20
|
|
25
|
|
SS
|
||||
Lithuania
T
Lithuania
|
B
|
|
16
|
|
|
17
|
|
1
|
|
|
6
|
15
|
|
|
|
22
|
|
25,26
|
|
SS
|
||||
E
|
|
16
|
|
|
14,17
|
|
1,25
|
|
|
6
|
15
|
|
|
|
22
|
|
25,26
|
|
SS
|
|||||
Luxembourg
T
Luxembourg
|
B
|
|
|
|
14,17
|
|
1
|
|
|
|
|
|
|
1
|
|
25,26
|
|
SS
|
||||||
E
|
|
|
|
14,17
|
|
1
|
|
|
|
|
|
|
1
|
|
25,26
|
|
SS
|
|||||||
Malawi^
Malawi^
|
B
|
2,16
|
|
|
3
|
|
14,17
|
|
1,15
|
|
25**,26**
|
|
6
|
|
|
|
|
25,26
|
|
SS
|
||||
E
|
2,16
|
|
|
3
|
|
14,17
|
|
1,15
|
|
25**,26**
|
|
6
|
|
|
|
|
25,26
|
|
SS
|
|||||
Malaysia
Malaysia
|
B
|
2,27*,30
|
|
1,9
|
|
|
|
1,10
|
|
12,26**,27**
|
|
|
31
|
|
1**,21
|
18**
|
|
|
1,25
|
|
SS
|
|||
E
|
2,27*,30
|
|
1,9
|
|
|
|
1,10
|
|
12,26**,27**
|
|
|
31
|
|
1**,21
|
18**
|
|
|
1,25
|
|
SS
|
||||
Mali^
Mali^
|
B
|
|
|
|
17
|
|
1,25
|
|
5,21**,26**
|
|
|
7,15
|
|
1**
|
|
1,15
|
|
1**,25
|
|
SS
|
||||
E
|
|
|
|
17
|
|
1,25
|
|
5,21**,26**
|
|
|
7,15
|
|
1**
|
|
1,15
|
|
1**,25
|
|
SS
|
|||||
Mauritius
Mauritius
|
B
|
2
|
|
1,9,24
|
|
29
|
|
|
1
|
|
26**
|
|
|
|
|
19
|
|
1,2
|
|
25
|
|
SS
|
||
E
|
2
|
|
1,9,24
|
|
29
|
|
|
1
|
|
26**
|
|
|
|
|
19
|
|
1,2
|
|
25
|
|
SS
|
|||
Mexico
Mexico
|
B
|
|
6
|
|
20
|
|
13,14
|
|
1
|
|
|
|
|
|
|
2,20
|
|
12,25
|
|
SS
|
||||
E
|
|
6
|
|
20
|
|
13,14
|
|
1
|
|
|
|
|
|
|
2,20
|
|
12,25
|
|
SS
|
2017 Bank (B) and Exchange (E) Holidays for Guide to Custody in World Markets
|
|||||||||||||||||||||||||
T
Participant in TARGET, the pan-European real-time gross settlement system for the euro (EUR). Institutional EUR movements can occur on local bank holidays when TARGET is open. However, the recipient account will not be credited until the local bank re-opens.
|
|||||||||||||||||||||||||
State Street makes every effort to maintain current information.
|
|||||||||||||||||||||||||
However, due to the complexities and changing conditions inherent in the custody practices of each market, we cannot guarantee that this section is complete or accurate in every respect.
|
|||||||||||||||||||||||||
Published: December 30, 2016
|
|||||||||||||||||||||||||
MARKET
|
|
JAN
|
FEB
|
MAR
|
APR
|
MAY
|
JUN
|
JUL
|
AUG
|
SEP
|
OCT
|
NOV
|
DEC
|
CLOSED
|
|||||||||||
Slovenia
T
Slovenia
|
B
|
2
|
|
8
|
|
|
17,27
|
1,2
|
|
|
|
15
|
|
|
31
|
|
1
|
|
25,26
|
|
SS
|
||||
E
|
2
|
|
8
|
|
|
14,17,27
|
1,2
|
|
|
|
15
|
|
|
31
|
|
1
|
|
25,26
|
|
SS
|
|||||
South Africa
South Africa
|
B
|
2
|
|
|
21
|
|
14,17,27
|
1
|
|
16
|
|
|
9
|
|
25
|
|
|
|
25,26
|
|
SS
|
||||
E
|
2
|
|
|
21
|
|
14,17,27
|
1
|
|
16
|
|
|
9
|
|
25
|
|
|
|
25,26
|
|
SS
|
|||||
Spain
T
Spain
|
B
|
|
|
|
14,17^
|
1
|
|
|
|
|
|
|
|
25
|
|
SS
|
|||||||||
E
|
|
|
|
14,17
|
1
|
|
|
|
|
|
|
|
25
|
|
SS
|
||||||||||
Sri Lanka
Sri Lanka
|
B
|
12
|
|
10,24
|
|
|
10,13,14
|
1,10,11
|
|
8,26
|
|
|
7
|
|
1,5
|
|
5,18
|
|
3
|
|
1,25
|
|
SS
|
||
E
|
12,20
|
|
10,17,24
|
|
|
10,13,14
|
1,10,11
|
|
8,26
|
|
|
7
|
|
1,5
|
|
5,18
|
|
3
|
|
1,25
|
|
SS
|
|||
Srpska, Republic of
Srpska, Republic of
|
B
|
2,6
|
|
|
|
|
1,2
|
|
|
|
|
|
|
|
|
SS
|
|||||||||
E
|
2,6,9
|
|
|
|
14,17
|
1,2,9
|
|
|
|
|
|
|
21
|
|
|
SS
|
|||||||||
Swaziland^
Swaziland^
|
B
|
2
|
|
|
|
14,17,19,25
|
1,5
|
|
|
|
|
6
|
|
|
|
25,26
|
|
SS
|
|||||||
E
|
2
|
|
|
|
14,17,19,25
|
1,5
|
|
|
|
|
6
|
|
|
|
25,26
|
|
SS
|
||||||||
Sweden
Sweden
|
B
|
5*,6
|
|
|
|
13*,14,17
|
1,24*,25
|
|
6,23
|
|
|
|
|
|
3*
|
|
25,26
|
|
SS
|
||||||
E
|
5*,6
|
|
|
|
13*,14,17
|
1,24*,25
|
|
6,23
|
|
|
|
|
|
3*
|
|
25,26
|
|
SS
|
|||||||
Switzerland
Switzerland
|
B
|
2
|
|
|
|
14,17
|
1,25
|
|
5
|
|
|
1
|
|
|
|
|
25,26
|
|
SS
|
||||||
E
|
2
|
|
|
|
14,17
|
1,25
|
|
5
|
|
|
1
|
|
|
|
|
25,26
|
|
SS
|
|||||||
Taiwan
Taiwan
|
B
|
2,27,30,31
|
|
1,27,28
|
|
|
3,4
|
1,29,30
|
|
|
|
|
|
4,9,10
|
|
|
|
SS
|
|||||||
E
|
2,25-27,30,31
|
|
1,27,28
|
|
|
3,4
|
1,29,30
|
|
|
|
|
|
4,9,10
|
|
|
|
SS
|
||||||||
Tanzania
Tanzania
|
B
|
12
|
|
|
|
7,14,17,26
|
1
|
|
25**
|
|
7,26**,27**
|
|
8
|
|
1**
|
|
|
|
15**,25,26
|
|
SS
|
||||
E
|
12
|
|
|
|
7,14,17,26
|
1
|
|
25**
|
|
7,26**,27**
|
|
8
|
|
1**
|
|
|
|
15**,25,26
|
|
SS
|
|||||
Thailand
Thailand
|
B
|
2,3
|
|
13
|
|
|
6,13,14
|
1,5,10
|
|
|
10
|
|
14
|
|
|
23
|
|
|
5,11
|
|
SS
|
||||
E
|
2,3
|
|
13
|
|
|
6,13,14
|
1,5,10
|
|
|
10
|
|
14
|
|
|
23
|
|
|
5,11
|
|
SS
|
|||||
Togo^
|
B
|
|
|
|
17
|
1,25
|
|
5,21**,26**
|
|
|
7,15
|
|
1**
|
|
|
1,15
|
|
1**,25
|
|
SS
|
|||||
Togo^
|
E
|
|
|
|
17
|
1,25
|
|
5,21**,26**
|
|
|
7,15
|
|
1**
|
|
|
1,15
|
|
1**,25
|
|
SS
|
|||||
Tunisia
Tunisia
|
B
|
|
|
20
|
|
|
1
|
|
24**-26**
|
|
25
|
|
|
1**,2**,21**
|
|
|
|
1**
|
|
SS
|
|||||
E
|
|
|
20
|
|
|
1
|
|
24**-26**
|
|
25
|
|
|
1**,2**,21**
|
|
|
|
1**
|
|
SS
|
KEY:
|
B: Bank holidays
|
E: Exchange holidays
|
|
FS: Friday and Saturday
|
SS: Saturday and Sunday
|
|
*
Early closing
|
** Date is approximate
|
^ See holiday exceptions
|
# Late opening
|
SETTLEMENT PERIODS GREATER THAN SEVEN DAYS FOR YEAR 2017 *
|
||||
|
Beginning of Settlement Period
|
End of Settlement
Period
|
Number of Days in Settlement Period
|
|
Australia
|
12/19/2017
|
12/27/2017
|
8
|
|
|
12/20/2017
|
12/28/2017
|
8
|
|
|
12/21/2017
|
1/2/2018
|
12
|
|
China
|
1/24/2017
|
2/6/2017
|
13
|
|
|
1/25/2017
|
2/7/2017
|
13
|
|
|
1/26/2017
|
2/8/2017
|
13
|
|
|
3/29/2017
|
4/6/2017
|
8
|
|
|
3/30/2017
|
4/7/2017
|
8
|
|
|
3/31/2017
|
4/10/2017
|
10
|
|
|
9/27/2017
|
10/9/2017
|
12
|
|
|
9/28/2017
|
10/10/2017
|
12
|
|
|
9/29/2017
|
10/11/2017
|
12
|
|
Germany
|
12/22/2017
|
1/2/2018
|
8
|
|
Ireland
|
12/19/2017
|
12/27/2017
|
8
|
|
|
12/20/2017
|
12/28/2017
|
8
|
|
|
12/21/2017
|
1/2/2018
|
12
|
|
Israel
|
4/5/2017
|
4/18/2017
|
13
|
|
|
4/6/2017
|
4/19/2017
|
13
|
|
|
4/7/2017
|
4/20/2017
|
13
|
|
|
4/25/2017
|
5/3/2017
|
8
|
|
|
4/26/2017
|
5/4/2017
|
8
|
|
|
4/27/2017
|
5/5/2017
|
8
|
|
|
9/14/2017
|
9/25/2017
|
11
|
|
|
9/18/2017
|
9/26/2017
|
8
|
|
|
9/19/2017
|
9/27/2017
|
8
|
|
|
9/28/2017
|
10/16/2017
|
18
|
|
|
10/2/2017
|
10/17/2017
|
15
|
|
|
10/3/2017
|
10/18/2017
|
15
|
|
|
12/7/2017
|
12/18/2017
|
11
|
|
|
12/11/2017
|
12/19/2017
|
8
|
|
Japan
|
4/28/2017
|
5/8/2017
|
9
|
|
|
5/1/2017
|
5/9/2017
|
8
|
|
|
5/2/2017
|
5/10/2017
|
8
|
|
New Zealand
|
4/10/2017
|
4/18/2017
|
8
|
|
Norway
|
4/7/2017
|
4/18/2017
|
11
|
|
|
4/10/2017
|
4/19/2017
|
9
|
|
|
4/11/2017
|
4/20/2017
|
9
|
|
Qatar
|
6/20/2017
|
6/28/2017
|
8
|
|
|
6/21/2017
|
6/29/2017
|
8
|
|
|
6/22/2017
|
7/2/2017
|
10
|
|
Russia
|
12/29/2017
|
1/8/2018
|
9
|
|
South Africa
|
4/7/2017
|
4/18/2017
|
11
|
|
|
4/10/2017
|
4/19/2017
|
9
|
|
|
4/11/2017
|
4/20/2017
|
9
|
|
|
4/12/2017
|
4/21/2017
|
9
|
|
|
4/13/2017
|
4/24/2014
|
11
|
|
SETTLEMENT PERIODS GREATER THAN SEVEN DAYS FOR YEAR 2017 *
|
||||
|
Beginning of Settlement Period
|
End of Settlement
Period
|
Number of Days in Settlement Period
|
|
|
4/20/2017
|
4/28/2017
|
8
|
|
|
4/21/2017
|
5/2/2017
|
10
|
|
|
4/24/2017
|
5/3/2017
|
9
|
|
|
4/25/2017
|
5/4/2017
|
9
|
|
|
4/26/2017
|
5/5/2017
|
9
|
|
|
4/28/2017
|
5/10/2017
|
10
|
|
|
6/12/2017
|
6/20/2017
|
8
|
|
|
6/13/2017
|
6/21/2017
|
8
|
|
|
6/14/2017
|
6/22/2017
|
8
|
|
|
6/15/2017
|
6/23/2017
|
8
|
|
|
8/2/2017
|
8/10/2017
|
8
|
|
|
8/3/2017
|
8/11/2017
|
8
|
|
|
8/4/2017
|
8/14/2017
|
10
|
|
|
8/7/2017
|
8/15/2017
|
8
|
|
|
8/8/2017
|
8/16/2017
|
8
|
|
|
9/18/2017
|
9/26/2017
|
8
|
|
|
9/19/2017
|
9/27/2017
|
8
|
|
|
9/20/2017
|
9/28/2017
|
8
|
|
|
9/21/2017
|
9/29/2017
|
8
|
|
|
9/22/2017
|
10/2/2017
|
10
|
|
|
12/18/2017
|
12/27/2017
|
9
|
|
|
12/19/2017
|
12/28/2017
|
9
|
|
|
12/20/2017
|
12/29/2017
|
9
|
|
|
12/21/2017
|
1/1/2018
|
11
|
|
|
12/22/2017
|
1/2/2018
|
11
|
|
South Korea
|
9/29/2017
|
10/10/2017
|
10
|
|
|
10/2/2017
|
10/11/2017
|
9
|
|
Spain
|
4/7/2017
|
4/18/2017
|
11
|
|
|
4/10/2017
|
4/19/2017
|
9
|
|
|
4/11/2017
|
4/20/2017
|
9
|
|
Sweden
|
4/10/2017
|
4/18/2017
|
8
|
|
|
4/11/2017
|
4/19/2017
|
8
|
|
|
4/12/2017
|
4/20/2017
|
8
|
|
United Arab Emirates
|
6/20/2017
|
6/28/2017
|
8
|
|
|
6/21/2017
|
6/29/2017
|
8
|
|
|
6/22/2017
|
7/3/2017
|
11
|
|
|
8/28/2017
|
9/5/2017
|
8
|
|
|
8/29/2017
|
9/6/2017
|
8
|
|
|
8/30/2017
|
9/7/2017
|
8
|
|
United Kingdom
|
12/30/2016
|
1/9/2017
|
10
|
|
|
4/11/2017
|
4/19/2017
|
8
|
|
|
4/12/2017
|
4/20/2017
|
8
|
|
|
5/8/2017
|
5/16/2017
|
8
|
|
|
5/10/2017
|
5/18/2017
|
8
|
|
|
5/11/2017
|
5/19/2017
|
8
|
|
|
5/23/2017
|
5/31/2017
|
8
|
|
SETTLEMENT PERIODS GREATER THAN SEVEN DAYS FOR YEAR 2017 *
|
||||
|
Beginning of Settlement Period
|
End of Settlement
Period
|
Number of Days in Settlement Period
|
|
|
5/24/2017
|
6/1/2017
|
8
|
|
|
12/21/2017
|
1/2/2018
|
12
|
|
|
12/22/2017
|
1/3/2018
|
12
|
|
|
12/30/2016
|
1/9/2017
|
10
|
|
Vietnam
|
2/14/2018
|
2/22/2018
|
8
|
|
|
•
|
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 contacted:
|
|
|
Date:
|
|
Yes / No
|
|
|
Name of individual contacted:
|
|
|
Date:
|
|
8. Portfolio Manager Signature:
|
|
|
Date:
|
|
|
Portfolio Manager Name:
|
|
|
|
|
|
Portfolio Manager Signature*:
|
|
|
Date:
|
|
|
Portfolio Manager Name:
|
|
(a)
|
(i)
|
Certificate of Trust -- Filed as Exhibit 99.(a)(i) on 02/06/2015 (Accession No. 0001572661-15-000008)
|
|
|
(ii)
|
Agreement and Declaration of Trust Instrument -- Filed as Exhibit 99.(a)(ii) on 02/06/2015 (Accession No. 0001572661-15-000008)
|
|
(b)
|
By-laws effective 12/15/2015 -- Filed as Exhibit 99.(b) on 02/24/2016 (Accession No. 0001572661-16-000073)
|
||
(c)
|
Agreement and Declaration of Trust; Articles II, VII and IX, and By-Laws; Articles 2, 3, 9 and 10 -- Filed as Exhibit
99.(a)(ii) on 02/06/2015 (Accession No. 0001572661-15-000008)
|
||
(d)
|
Investment Advisory Agreement
|
||
|
(i)
|
Management Agreement with Principal Management Corporation dated 07/08/2015 -- Filed as Exhibit 99.(d)(i) on 10/27/2015 (Accession No. 0001572661-15-000049)
|
|
|
(ii)
|
Amended and Restated Management Agreement with Principal Management Corporation dated 09/21/2016 -- Filed as Exhibit 99.(d)(ii) on 10/27/2016 (Accession No. 0001572661-16-000234)
|
|
|
(iii)
|
Form of Amended and Restated Management Agreement with Principal Management Corporation dated 05/08/2017 -- Filed as Exhibit 99.(d)(iii) on 05/08/2017 (Accession No. 0001572661-17-000113)
|
|
|
(iv)
|
Sub-Advisory Agreement with Edge Asset Management, Inc. dated 07/08/2015 -- Filed as Exhibit 99.(d)(ii) on 10/27/2015 (Accession No. 0001572661-15-000049)
|
|
|
(v)
|
Sub-Advisory Agreement with Principal Global Investors, LLC dated 07/08/2015 -- Filed as Exhibit 99.(d)(iii) on 10/27/2015 (Accession No. 0001572661-15-000049)
|
|
|
(vi)
|
Amended and Restated Sub-Advisory Agreement with Principal Global Investors, LLC dated 09/21/2016 -- Filed as Exhibit 99.(d)(v) on 10/27/2016 (Accession No. 0001572661-16-000234)
|
|
(e)
|
(i)
|
a.
|
Distribution Agreement with ALPS Distributors, Inc. dated 05/01/2015 -- Filed as Exhibit 99.(e)(i) on 10/27/2015 (Accession No. 0001572661-15-000049)
|
|
|
b.
|
Distribution Agreement Amendment No. 1 with ALPS Distributors, Inc. dated 02/23/2016 -- Filed as Exhibit 99.(e)(i)b on 05/05/2016 (Accession No. 0001572661-16-000132)
|
|
|
c.
|
Distribution Agreement Amendment No. 2 with ALPS Distributors, Inc. dated 08/15/2016 -- Filed as Exhibit 99.(e)(i)c on 09/19/2016 (Accession No. 0001572661-16-000207)
|
|
|
d.
|
Distribution Agreement Amendment No. 3 with ALPS Distributors, Inc. dated 09/21/2016 -- Filed as Exhibit 99.(e)(i)d on 10/27/2016 (Accession No. 0001572661-16-000234)
|
|
|
e.
|
Distribution Agreement Amendment No. 4 with ALPS Distributors, Inc. dated 05/08/2017 -- Filed as Exhibit 99.(e)(i)e on 05/08/2017 (Accession No. 0001572661-17-000113)
|
|
|
f.
|
Distribution/Advertising and Sales Material Review Agreement Amendment No. 4 with ALPS Distributors, Inc. dated 05/08/2017 -- Filed as Exhibit 99.(e)(i)f on 05/08/2017 (Accession No. 0001572661-17-000113)
|
|
(ii)
|
Form of Authorized Participant Agreement -- Filed as Exhibit 99.(e)(ii) on 04/21/2015 (Accession No. 0001572661-15-000016)
|
|
(f)
|
Bonus, profit sharing or pension plans -- N/A
|
||
(g)
|
(i)
|
Custodian Agreement with State Street Bank and Trust Company dated 05/21/2015 -- Filed as Exhibit 99.(g) on 10/27/2015 (Accession No. 0001572661-15-000049)
|
|
|
(ii)
|
Custodian Agreement Amendment (letter) dated 03/11/2016 -- Filed as Exhibit 99.(g)(ii) on 08/18/2016 (Accession No. 0001572661-16-000191)
|
|
|
(iii)
|
Custodian Agreement Amendment (letter) dated 08/11/2016 - Filed as Exhibit 99.(g)(iii) on 10/27/2016 (Accession No. 0001572661-16-000234)
|
|
|
(iv)
|
Custodian Agreement Amendment (letter) dated 09/19/2016 - Filed as Exhibit 99.(g)(iv) on 10/27/2016 (Accession No. 0001572661-16-000234)
|
|
|
(v)
|
Custodian Agreement Amendment (letter) dated __________ **
|
|
(h)
|
(i)
|
a.
|
Transfer Agency and Service Agreement with State Street Bank and Trust Company dated 05/21/2015 -- Filed as Exhibit 99.(h)(ii) on 10/27/2015 (Accession No. 0001572661-15-000049)
|
|
|
b.
|
Letter Amendment to Transfer Agency and Service Agreement with State Street Bank and Trust Company dated 03/11/2016 -- Filed as Exhibit 99.(h)(i)b on 05/08/2016 (Accession No. 0001572661-16-000132)
|
|
(ii)
|
Contractual Fee Waiver Agreement dated 03/31/2017 - Filed as Exhibit 99.(h)(ii) on 05/08/2017 (Accession No. 0001572661-16-000234)
|
|
(i)
|
Legal Opinion *
|
||
(j)
|
(i)
|
Consent of Independent Registered Public Accounting Firm *
|
|
(ii)
|
Rule 485(b) Opinion *
|
|
|
(iii)
|
Powers of Attorney -- Filed as Exhibit 99.(j)(ii) on 02/06/2015 (Accession No. 0001572661-15-000008), as Exhibit 99.(j)(iii) for E. A. Nickels on 10/27/2015 (Accession No. 0001572661-15-000049)
|
|
(k)
|
Omitted Financial Statements -- N/A
|
||
(l)
|
(i)
|
Letter of Investment Intent dated May 21, 2015 -- Filed as Exhibit 99.(l) on 06/18/2015 (Accession No. 0001572661-15-000022)
|
|
|
(ii)
|
Letter of Investment Intent dated March 21, 2016 -- Filed as Exhibit 99.(l)(ii) on 05/05/2016 (Accession No. 0001572661-16-000132)
|
|
|
(iii)
|
Letter of Investment Intent dated August 19, 2016 -- Filed as Exhibit 99.(l)(iii) on 09/19/2016 (Accession No. 0001572661-16-000207)
|
|
|
(iv)
|
Letter of Investment Intent dated September 21, 2016 - Filed as Exhibit 99(l)(iv) on 10/27/2016 (Accession No. 0001572661-16-000234)
|
|
|
(v)
|
Letter of Investment Intent dated ___________________ **
|
|
|
(vi)
|
Letter of Investment Intent dated ___________________ **
|
|
(m)
|
Form of Distribution Plan and Agreement Pursuant to Rule 12b-1 with respect to shares of the Registrant **
|
||
(n)
|
Plan Pursuant to Rule 18f-3 under the 1940 Act -- N/A
|
||
(o)
|
Reserved.
|
||
(p)
|
(i)
|
Code of Ethics of Registrant dated 01/01/2016 -- Filed as Exhibit 99.(p)(i) on 02/24/2016 (Accession No. 0001572661-16-000073)
|
|
|
(ii)
|
Code of Ethics of Principal Global Investors, LLC dated 01/01/2015 -- Filed as Exhibit 99.(p)(iii) on 02/24/2016 (Accession No. 0001572661-16-000073)
|
|
|
(iii)
|
Code of Ethics of Spectrum Asset Management, Inc. dated 01/01/2011 *
|
|
NAME
|
OFFICE WITH INVESTMENT ADVISOR (PGI)
|
|
|
|
|
Aleda Anderson
|
Director - Strategy and Operations
|
|
|
|
|
Madelyn Antoncic
|
Executive Director - Investments
|
|
|
|
|
Robert F. Baur
|
Executive Director - Chief Global Economist
|
|
|
|
*
|
Michael J. Beer
|
Director and Executive Director - Funds
|
|
|
|
*
|
Randy L. Bergstrom
|
Counsel
|
|
|
|
|
David M. Blake
|
Director and Senior Executive Director - Fixed Income
|
|
|
|
*
|
Jennifer A. Block
|
Counsel
|
|
|
|
|
Jill M. Blosser
|
Assistant Vice President and Chief Accounting Officer
|
|
|
|
|
Randy D. Bolin
|
Vice President and Associate General Counsel
|
|
|
|
*
|
Tracy W. Bollin
|
Managing Director - Fund Operations
|
|
|
|
*
|
David J. Brown
|
Chief Compliance Officer - Funds
|
|
|
|
|
Anne R. Cook
|
Counsel
|
|
|
|
|
Andrew Dion
|
Managing Director and Chief Operating Officer - Global Fixed Income
|
|
|
|
|
Andrew Donohue
|
Chief Compliance Officer - PGI
|
|
|
|
|
Catherine M. Drexler
|
Counsel and Assistant Secretary
|
|
|
|
|
Todd E. Everett
|
Senior Managing Director - Real Estate
|
|
|
|
|
Louis E. Flori
|
Vice President - Capital Markets
|
|
|
|
*
|
Gina L. Graham
|
Vice President and Treasurer
|
|
|
|
|
Patrick G. Halter
|
Director and Chief Operating Officer
|
|
|
|
|
Melinda L. Hanrahan
|
Managing Director - Global Equities
|
|
|
|
|
Monica L. Haun
|
Managing Director - Boutique Operations
|
|
|
|
|
Christopher J. Henderson
|
Vice President and Associate General Counsel
|
|
|
|
|
Timothy A. Hill
|
Executive Director - Funds
|
|
|
|
|
Jeffrey A. Hiller
|
Managing Director - Senior Compliance Consultant
|
|
|
|
|
Jill M. Hittner
|
Director and Executive Director - Chief Financial Officer PGI
|
|
|
|
|
Shannon G. Holz
|
Counsel
|
|
|
|
|
Daniel J. Houston
|
Director
|
|
|
|
|
Todd Jablonski
|
Chief Investment Officer - Edge Asset Management
|
|
NAME
|
OFFICE WITH INVESTMENT ADVISOR (PGI)
|
|
|
|
|
George Jamgochian
|
Executive Director - Investments
|
|
|
|
|
Jaime M. Kiehn
|
Managing Director - Product Specialist
|
|
|
|
|
Paul S. Kim
|
Managing Director - ETF Strategy
|
|
|
|
*
|
Carolyn F. Kolks
|
Counsel
|
|
|
|
|
Alan P. Kress
|
Counsel
|
|
|
|
|
Alison Kurth
|
Counsel
|
|
|
|
|
Justin T. Lange
|
Counsel
|
|
|
|
|
Julia M. Lawler
|
Senior Executive Director - Investments
|
|
|
|
|
James P. McCaughan
|
Chairman and Chief Executive Officer
|
|
|
|
|
Adrienne L. McFarland
|
Counsel
|
|
|
|
|
Barbara A. McKenzie
|
Director and Senior Executive Director - Investments
|
|
|
|
|
Amy M. McNally
|
Global Head Risk Management - PGI
|
|
|
|
|
Alex P. Montz
|
Counsel
|
|
|
|
|
Andrea Kyle Muller
|
Executive Director - Institutional Business
|
|
|
|
|
Brian S. Ness
|
Executive Director - Operations & IT
|
|
|
|
|
Charles Nichols
|
Counsel
|
|
|
|
|
Joelle L. Palmer
|
Counsel
|
|
|
|
|
Karen A. Pearston
|
Vice President and Associate General Counsel
|
|
|
|
|
Colin D. Pennycooke
|
Counsel
|
|
|
|
|
Thomas R. Pospisil
|
Assistant General Counsel
|
|
|
|
|
Christopher J. Reddy
|
Executive Director - Product & Marketing
|
|
|
|
*
|
Teri Root
|
Deputy Chief Compliance Officer
|
|
|
|
|
Kelly D. Rush
|
Chief Investment Officer Global RE Securities
|
|
|
|
|
Mustafa Sagun
|
Chief Investment Officer - PGI Equities
|
|
|
|
|
Charles M. Schneider
|
Counsel
|
|
|
|
|
Mary E. Schwarze
|
Counsel
|
|
|
|
|
Karen E. Shaff
|
Executive Vice President, General Counsel, Secretary, and Director
|
|
|
|
*
|
Adam U. Shaikh
|
Counsel
|
|
|
|
|
Bridget C. Shapansky
|
Counsel
|
|
|
|
|
Ellen W. Shumway
|
Senior Executive Director - Strategy and Investments
|
|
|
|
|
Debra Svoboda Epp
|
Assistant General Counsel
|
|
|
|
|
JoEllen J. Watts
|
Counsel
|
|
|
|
|
Kenneth Kirk West
|
Executive Director - Investments
|
|
|
|
*
|
Dan L. Westholm
|
Assistant Vice President/Treasury
|
|
|
|
|
Jared A. Yepsen
|
Counsel
|
|
|
|
|
Douglas E. Younkin
|
Head Institutional Distribution and RM
|
NAME*
|
|
POSITIONS AND OFFICES
WITH PRINCIPAL UNDERWRITER (ALPS)
|
|
POSITIONS AND OFFICES
WITH THE FUND
|
Edmund J. Burke
|
|
Director
|
|
None
|
Jeremy O. May
|
|
President, Director
|
|
None
|
Thomas A. Carter
|
|
Executive Vice President, Director
|
|
None
|
Bradley J. Swenson
|
|
Senior Vice President, Chief Operating Officer
|
|
None
|
Robert J. Szydlowski
|
|
Senior Vice President, Chief Technology Officer
|
|
None
|
Aisha J. Hunt
|
|
Senior Vice President, General Counsel and Assistant Secretary
|
|
None
|
Eric T. Parsons
|
|
Vice President, Controller and Assistant Treasurer
|
|
None
|
Randall D. Young**
|
|
Secretary
|
|
None
|
Gregg Wm. Givens**
|
|
Vice President, Treasurer and Assistant Secretary
|
|
None
|
Douglas W. Fleming**
|
|
Assistant Treasurer
|
|
None
|
Steven Price
|
|
Senior Vice President, Chief Compliance Officer
|
|
None
|
Liza Orr
|
|
Vice President, Senior Counsel
|
|
None
|
Jed Stahl
|
|
Vice President, Senior Counsel
|
|
None
|
Troy A. Duran
|
|
Senior Vice President, Chief Financial Officer
|
|
None
|
James Stegall
|
|
Vice President
|
|
None
|
Gary Ross
|
|
Senior Vice President
|
|
None
|
Kevin Ireland
|
|
Senior Vice President
|
|
None
|
Mark Kiniry
|
|
Senior Vice President
|
|
None
|
Tison Cory
|
|
Vice President, Intermediary Operations
|
|
None
|
Hilary Quinn
|
|
Vice President
|
|
None
|
Jennifer Craig
|
|
Assistant Vice President
|
|
None
|
*
|
Except as otherwise noted, the principal business address for each of the above directors and executive officers is 1290 Broadway, Suite 1100, Denver, Colorado 80203.
|
**
|
The principal business address for Messrs. Young, Givens and Fleming is 333 W. 11
th
Street, 5
th
Floor, Kansas City, Missouri 64105.
|
SIGNATURES
|
|
|
|
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Fund certifies that it meets all of the requirement for effectiveness of this registration statement under rule 485(b) under the Securities Act and has duly caused this registration statement to be signed on its behalf by the undersigned, duly authorized, in the city of Des Moines and State of Iowa, on the 6th day of July, 2017.
|
|
|
|
|
Principal Exchange-Traded Funds
|
|
(Registrant)
|
|
/s/ M. J. Beer
_____________________________________
M. J. Beer
Director, President and Chief Executive Officer
|
|
|
Attest:
/s/ Beth Wilson
______________________________________
Beth Wilson
Vice President and Secretary
|
|
Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.
|
|||
Signature
|
Title
|
Date
|
|
|
|
|
|
/s/ M. J. Beer
__________________________
M. J. Beer
|
Director, President and
Chief Executive Officer
(Principal Executive Officer)
|
July 6, 2017
|
|
|
|
||
/s/ T. W. Bollin
__________________________
T. W. Bollin
|
Chief Financial Officer
(Principal Financial Officer)
|
July 6, 2017
|
|
|
|
|
|
/s/ S. L. Reece
__________________________
S. L. Reece
|
Vice President and Controller
(Controller)
|
July 6, 2017
|
|
|
|
||
(E. Ballantine)*
__________________________
E. Ballantine
|
Trustee
|
July 6, 2017
|
|
|
|
||
(L. T. Barnes)*
__________________________
L. T. Barnes
|
Trustee
|
July 6, 2017
|
|
|
|
||
(C. Damos)*
__________________________
C. Damos
|
Trustee
|
July 6, 2017
|
|
|
|
||
(N. M. Everett)*
__________________________
N. M. Everett
|
Trustee
|
July 6, 2017
|
|
|
|
||
(M. A. Grimmett)*
__________________________
M. A. Grimmett
|
Trustee
|
July 6, 2017
|
|
|
|
||
(F. S. Hirsch)*
__________________________
F. S. Hirsch
|
Trustee
|
July 6, 2017
|
|
|
|
||
(T. Huang)*
__________________________
T. Huang
|
Trustee
|
July 6, 2017
|
|
|
|
||
(K. McMillan)*
__________________________
K. McMillan
|
Trustee
|
July 6, 2017
|
|
|
|
||
(E. A. Nickels)*
__________________________
E. A. Nickels
|
Trustee
|
July 6, 2017
|
|
|
|
||
|
|
|
|
*
Pursuant to Power of Attorney appointing M. J. Beer
Previously Filed as Ex-99(j)(ii) on February 6, 2015 (Accession No. 0001572661-15-000008), for E. A. Nickels on October 27, 2015 (Accession No. 0001572661-15-000049)
|
Principal Exchange-Traded Funds
711 High Street, Des Moines, IA 50392
515 247 5111 tel
|
|
RE:
|
Registration Statement on Form N-1A
|
Principal Exchange-Traded Funds
711 High Street, Des Moines, IA 50392
515 247 5111 tel
|
|
RE:
|
Principal Exchange-Traded Funds
|
I.
|
Statement of Purpose and General Principles
|
II.
|
Definitions
|
III.
|
Rules for Personal Transactions
|
IV.
|
Personal Securities Transaction Reporting
|
V.
|
Campaign Contributions
|
VI.
|
Sanctions for Violation of the Code of Ethics
|
VII.
|
Monitoring of Personal Securities Transactions
|
VIII.
|
Certification of Compliance with the Code
|
IX.
|
Books and Records to be Maintained
|
X.
|
Whom Do I Contact?
|
•
|
own or engage in transactions involving Securities (as defined below) that are owned or are being purchased or sold or are being considered for purchase or sale for the accounts of clients of SAMI;
|
•
|
participate in other business activities outside of SAMI which may cause, or appear to cause, conflicts of interest.
|
•
|
The duty at all times to place the interests of clients first;
|
•
|
The requirement that all personal securities transactions be conducted in such a manner as to be consistent with the Code of Ethics and to avoid any actual or potential conflict of interest or any abuse of an employee’s position of trust and responsibility;
|
•
|
The principle that investment adviser personnel should not take inappropriate advantage of their positions;
|
•
|
The fiduciary principle that information concerning the identity of security holdings and financial circumstances of clients is confidential; and
|
•
|
The principle that independence in the investment decision-making process is paramount.
|
•
|
defraud clients in any way;
|
•
|
mislead clients, including making a statement that omits material facts;
|
•
|
engage in any act, practice or course of conduct which operates or would operate as a fraud or deceit upon such client;
|
•
|
engage in any manipulative practice with respect to a client; or
|
•
|
engage in any manipulative practice with respect to securities, including price manipulation.
|
•
|
in addition to Securities in a person’s own account(s), Securities owned by members of the person’s immediate family (including any relative by blood or marriage living in the employee’s household) sharing the same household;
|
•
|
a domestic partner;
|
•
|
any account in which he or she has a direct or indirect beneficial interest (such as a trust);
|
•
|
a partner’s proportionate interest in the portfolio of Securities held by a partnership (e.g. an investment club); and
|
•
|
Securities a person might acquire or dispose of through the exercise or conversion of any derivative security (e.g. an option, whether presently exercisable or not).
|
•
|
Options on securities, on indexes, and on currencies;
|
•
|
All types of limited partnerships;
|
•
|
Foreign unit trusts and foreign mutual funds; and
|
•
|
Private investment funds, hedge funds, and investment clubs.
|
•
|
Holdings in direct obligations of the Government of the United States;
|
•
|
Bankers’ acceptances, bank, thrift, credit union deposits, commercial paper and high quality short-term debt instruments, including repurchase agreements;
|
•
|
Shares of money market funds;
|
•
|
Shares issued by open-end funds other than reportable funds; and
|
•
|
Shares issued by unit investment trusts that are invested exclusively in one or more open-end funds, none of which are reportable funds.
|
•
|
Open-end investment company shares
other than
shares of investment companies advised by the firm or its affiliates or sub-advised by the firm;
|
•
|
Purchases or sales of direct obligations of the U.S. Government or Government agencies; bankers’ acceptances, bank certificates of deposit, commercial paper and high quality short-term debt instruments, including repurchase agreements;
|
•
|
Purchases or sales affected in any account over which the party has no direct or indirect influence or control (e.g., assignment of management discretion in writing to another party). Employees will be assumed to have influence or control over transactions in managed accounts they Beneficially Own unless they have certified otherwise in their Initial Holdings Report, Quarterly Transaction and Annual Holdings Reports:
|
•
|
Purchases or sales that are non-volitional on the part of either the individual involved or a managed fund or managed account client, for example, securities obtained through inheritance or gift, assignment of options or exercise of an option at expiration;
|
•
|
Purchases which are part of an automatic dividend reinvestment plan or similar automatic periodic investment process or when issued pro rata to all holders of a class of securities, such as stock splits, stock dividends or the exercise of rights, warrants or tender offers. However, these transactions should be reported by Access Persons in their Quarterly Transaction and Annual Holdings Reports once acknowledgement of the transaction is received.
|
•
|
list of all securities accounts (including those accounts which hold shares
|
•
|
a list of all securities Beneficially Owned by the Access Person with the exception of those exempt securities outlined in Section II above;
|
•
|
Include title and exchange ticker symbol or CUSIP number;
|
•
|
type of security;
|
•
|
the number of shares held in each security; and
|
•
|
the principal amount (dollar value of initial investment) of each security Beneficially Owned;
|
•
|
the date the report is submitted.
|
•
|
the date of each transaction, the title and exchange ticker symbol or CUSIP number and number of shares, and the principal amount of each security involved;
|
•
|
the nature of each transaction, that is, purchase, sale or any other type of acquisition or disposition;
|
•
|
the transaction price for each transaction; AND
|
•
|
the name of the broker, dealer or bank through whom each transaction was effected;
|
•
|
the date the report was submitted.
|
•
|
the name of the broker, dealer or bank with whom the access person established the account;
|
•
|
the date the account was established and
|
•
|
the date the report is submitted.
|
•
|
list of all securities accounts (including those accounts which hold shares
|
•
|
a list of all securities Beneficially Owned by the Access Person with the exception of those exempt securities outlined in Section II above;
|
•
|
Include title and exchange ticker symbol or CUSIP number;
|
•
|
type of security;
|
•
|
the number of shares held in each security; and
|
•
|
the principal amount (dollar value of initial investment) of each security Beneficially Owned;
|
•
|
The date the report is submitted.
|
V.
|
Campaign Contributions
|
1.
|
Covered Associates per SEC Pay-to-Play Rules
|
•
|
President and CEO: Mark Lieb
|
•
|
Executive Directors: Matthew Byer and L. Phillip Jacoby
|
2.
|
Pre-clearance Approval and Certification Requirements
|
•
|
State and local candidate
|
◦
|
Contribution made by the Covered Associate’s spouse and minor children must also be pre-cleared for candidates in CT, IL, KY, NJ, NM, OH, and PA.
|
•
|
Federal candidate currently holding a state or local office, such as a Governor running for U.S. Senate.
|
◦
|
If the federal candidate is
not
a current state or local government official, there are no issues related to pay-to-play and pre-clearance is not required.
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Political Action Committee (PAC)
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◦
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Please note contributions to PrinPac are exempt from pre-clearance. See Section B. for details
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State or Local Political Party
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b.
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How to Pre-clear
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Employee Information
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Name of Candidate
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•
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Campaign Office Title
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Campaign Jurisdiction (State/County/City)
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Contribution Description
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Contribution Amount
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c.
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Review of Pre-clearance
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SEC Pay-to-Play De Minimis Contribution Exception for Covered Associates:
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State and Local Municipality Pay-to-Play Rules
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Current governmental client restrictions and/or reporting requirements
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d.
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Certification Acknowledgement
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A.
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Political Action Committee (PAC) Contributions
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A.
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Third-Party Placement Agents and Solicitors
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•
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formal warning;
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restriction of trading privileges;
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•
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disgorgement of trading profits;
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fines; AND/OR
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suspension or termination of employment.
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the harm to a client’s or Fund’s interest;
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•
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the extent of unjust enrichment;
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the frequency of occurrence;
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the degree to which there is personal benefit from unique knowledge obtained through employment with a Fund, investment adviser or underwriter;
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the degree of perception of a conflict of interest;
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evidence of fraud, violation of law, or reckless disregard of a regulatory requirement; and/or
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the level of accurate, honest and timely cooperation from the person subject to the Code.
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Number of
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Nature of
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Shares or
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Dollar Amount
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Broker/Dealer/
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Transaction
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Date of
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Principal
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Of
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Bank through
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(Purchase
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Security
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Transaction
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Amount
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Transaction
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Whom Effected
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Sale, Other)
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Price
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◦
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I hereby represent that all my reportable personal securities transactions executed during the prior calendar quarter are listed in the monthly statements of the brokerage accounts being furnished to SAMI’s Compliance Department and that I have had no other reportable transactions.
To the extent I have advised that any of my accounts are managed on a fully discretionary basis by independent managers, I hereby certify that neither I nor any member of my immediate family (as defined in the “Code”) have or will exercise any investment discretion over the account(s)
.
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◦
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I hereby represent that certain personal securities transactions that took place during the prior calendar quarter are not reflected in the monthly statements of the brokerage accounts and that I have listed such transactions on the attached Personal Securities Transaction Report.
To the extent I have advised that any of my accounts are managed on a fully discretionary basis by independent managers, I hereby certify that neither I nor any member of my immediate family (as defined in the “Code”) have or will exercise any investment discretion over the account
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Number of
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Nature of
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Shares or
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Dollar Amount
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Broker/Dealer/
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Transaction
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Date of
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Principal
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of
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Bank through
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(Purchase
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Security
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Transaction
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Amount
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Transaction
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Whom Effected
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Sale, Other)
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Price
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Number of
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Nature of
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Shares or
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Dollar Amount
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Broker/Dealer/
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Transaction
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Date of
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Principal
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of
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Bank through
|
(Purchase
|
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Security
|
Transaction
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Amount
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Transaction
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Whom Effected
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Sale, Other)
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Price
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