THE SECURITIES ACT OF 1933 | ☒ |
Pre-Effective Amendment No. | ☐ |
Post-Effective Amendment No. 374 | ☒ |
THE INVESTMENT COMPANY ACT OF 1940 | ☒ |
Amendment No. 378 | ☒ |
Christopher O. Petersen, Esq.
c/o Columbia Management Investment Advisers, LLC 225 Franklin Street Boston, Massachusetts 02110 |
Ryan C. Larrenaga, Esq.
c/o Columbia Management Investment Advisers, LLC 225 Franklin Street Boston, Massachusetts 02110 |
Class | Ticker Symbol | |
A | CREAX | |
Advisor (Class Adv) | CRERX | |
C | CRECX | |
Institutional (Class Inst) | CREEX | |
Institutional 2 (Class Inst2) | CRRVX | |
Institutional 3 (Class Inst3) | CREYX | |
R | CRSRX |
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A-1 |
2 | Prospectus 2020 |
(a) | This charge is imposed on certain investments of between $1 million and $50 million redeemed within 18 months after purchase, as follows: 1.00% if redeemed within 12 months after purchase, and 0.50% if redeemed more than 12, but less than 18, months after purchase, with certain limited exceptions. |
(b) | This charge applies to redemptions within 12 months after purchase, with certain limited exceptions. |
(c) | Columbia Management Investment Advisers, LLC and certain of its affiliates have contractually agreed to waive fees and/or to reimburse expenses (excluding transaction costs and certain other investment related expenses, interest, taxes, acquired fund fees and expenses, and infrequent and/or unusual expenses) through April 30, 2021, unless sooner terminated at the sole discretion of the Fund’s Board of Trustees. Under this agreement, the Fund’s net operating expenses, subject to applicable exclusions, will not exceed the annual rates of 1.26% for Class A, 1.01% for Class Adv, 2.01% for Class C, 1.01% for Class Inst, 0.89% for Class Inst2, 0.83% for Class Inst3 and 1.51% for Class R. |
■ | you invest $10,000 in the applicable class of Fund shares for the periods indicated, |
Prospectus 2020 | 3 |
■ | your investment has a 5% return each year, and |
■ | the Fund’s total annual operating expenses remain the same as shown in the Annual Fund Operating Expenses table above. |
1 year | 3 years | 5 years | 10 years | |
Class A (whether or not shares are redeemed) | $696 | $956 | $1,235 | $2,030 |
Class Adv (whether or not shares are redeemed) | $103 | $326 | $567 | $1,258 |
Class C (assuming redemption of all shares at the end of the period) | $304 | $635 | $1,091 | $2,357 |
Class C (assuming no redemption of shares) | $204 | $635 | $1,091 | $2,357 |
Class Inst (whether or not shares are redeemed) | $103 | $326 | $567 | $1,258 |
Class Inst2 (whether or not shares are redeemed) | $91 | $284 | $493 | $1,096 |
Class Inst3 (whether or not shares are redeemed) | $85 | $267 | $465 | $1,036 |
Class R (whether or not shares are redeemed) | $154 | $481 | $832 | $1,822 |
4 | Prospectus 2020 |
Prospectus 2020 | 5 |
Year by Year Total Return (%)
as of December 31 Each Year* |
Best and Worst Quarterly Returns
During the Period Shown in the Bar Chart |
||
|
Best | 1st Quarter 2019 | 17.13% |
Worst
|
3rd Quarter 2011 | -14.42% |
* | Year to Date return as of March 31, 2020: -22.29% |
6 | Prospectus 2020 |
Share Class
Inception Date |
1 Year | 5 Years | 10 Years | |
Class A | 11/01/2002 | |||
returns before taxes | 20.65% | 5.14% | 10.01% | |
returns after taxes on distributions | 17.28% | 2.71% | 8.04% | |
returns after taxes on distributions and sale of Fund shares | 14.16% | 3.52% | 7.70% | |
Class Adv returns before taxes | 11/08/2012 | 28.47% | 6.67% | 10.93% |
Class C returns before taxes | 10/13/2003 | 26.11% | 5.59% | 9.82% |
Class Inst returns before taxes | 04/01/1994 | 28.38% | 6.66% | 10.93% |
Class Inst2 returns before taxes | 03/07/2011 | 28.49% | 6.80% | 11.05% |
Class Inst3 returns before taxes | 03/01/2017 | 28.58% | 6.77% | 10.99% |
Class R returns before taxes | 09/27/2010 | 27.77% | 6.12% | 10.35% |
FTSE Nareit Equity REITs Index (reflects no deductions for fees, expenses or taxes) | 26.00% | 7.21% | 11.94% |
Portfolio Manager | Title | Role with Fund | Managed Fund Since | |||
Arthur Hurley, CFA | Senior Portfolio Manager | Portfolio Manager | 2006 |
Online | Regular Mail | Express Mail | By Telephone | |||
columbiathreadneedleus.com/investor/ |
Columbia Management
Investment Services Corp. P.O. Box 219104 Kansas City, MO 64121-9104 |
Columbia Management
Investment Services Corp. c/o DST Asset Manager Solutions, Inc. 430 W 7th Street, Suite 219104 Kansas City, MO 64105-1407 |
800.422.3737 |
Class | Category of eligible account |
For accounts other than
systematic investment plan accounts |
For systematic investment
plan accounts |
Classes A & C | All accounts other than IRAs | $2,000 | $100 |
IRAs | $1,000 | $100 | |
Classes Adv & Inst | All eligible accounts |
$0, $1,000 or $2,000
depending upon the category of eligible investor |
$100 |
Classes Inst2 & R | All eligible accounts | None | N/A |
Prospectus 2020 | 7 |
Class | Category of eligible account |
For accounts other than
systematic investment plan accounts |
For systematic investment
plan accounts |
Class Inst3 | All eligible accounts |
$0, $1,000, $2,000
or $1 million depending upon the category of eligible investor |
$100 (for certain
eligible investors) |
8 | Prospectus 2020 |
■ | overall economic and market conditions; and |
■ | the financial condition and management of a company, including its competitive position, the quality of its balance sheet and earnings, its future prospects, and the potential for growth and stock price appreciation. |
Prospectus 2020 | 9 |
10 | Prospectus 2020 |
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12 | Prospectus 2020 |
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14 | Prospectus 2020 |
Columbia Real Estate Equity Fund | |
Class A | 1.26% |
Class Adv | 1.01% |
Class C | 2.01% |
Class Inst | 1.01% |
Class Inst2 | 0.89% |
Class Inst3 | 0.83% |
Class R | 1.51% |
Prospectus 2020 | 15 |
Portfolio Manager | Title | Role with Fund | Managed Fund Since | |||
Arthur Hurley, CFA | Senior Portfolio Manager | Portfolio Manager | 2006 |
16 | Prospectus 2020 |
■ | compensation and other benefits received by the Investment Manager and other Ameriprise Financial affiliates related to the management/administration of a Columbia Fund and the sale of its shares; |
■ | the allocation of, and competition for, investment opportunities among the Fund, other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates, or Ameriprise Financial itself and its affiliates; |
■ | separate and potentially divergent management of a Columbia Fund and other funds and accounts advised/managed by the Investment Manager and other Ameriprise Financial affiliates; |
■ | regulatory and other investment restrictions on investment activities of the Investment Manager and other Ameriprise Financial affiliates and accounts advised/managed by them; |
■ | insurance and other relationships of Ameriprise Financial affiliates with companies and other entities in which a Columbia Fund invests; and |
■ | regulatory and other restrictions relating to the sharing of information between Ameriprise Financial and its affiliates, including the Investment Manager, and a Columbia Fund. |
Prospectus 2020 | 17 |
18 | Prospectus 2020 |
* | The website references in this prospectus are inactive links and information contained in or otherwise accessible through the referenced websites does not form a part of this prospectus. |
Prospectus 2020 | 19 |
■ | The amount you plan to invest. |
■ | How long you intend to remain invested in the Fund. |
■ | The fees (e.g., sales charge or “load”) and expenses for each share class. |
■ | Whether you may be eligible for a reduction or waiver of sales charges when you buy or sell shares. |
■ | The net asset value (NAV) per share is the price of a share calculated by the Fund every business day. |
■ | The offering price per share is the NAV per share plus any front-end sales charge (or load) that applies. |
20 | Prospectus 2020 |
Prospectus 2020 | 21 |
Share Class |
Eligible Investors(a);
Minimum Initial Investments(b); Conversion Features(c) |
Front-End
Sales Charges(d) |
Contingent Deferred
Sales Charges (CDSCs)(d) |
Sales Charge
Reductions/Waivers |
Maximum Distribution
and/or Service Fees(e) |
similar institutions; (iii) broker-dealers, banks, trust companies and similar institutions that clear Fund share
transactions for their client or customer investment advisory or similar accounts through designated financial intermediaries and their mutual fund trading platforms that have been granted specific written
authorization from the Transfer Agent with respect to Class Adv eligibility apart from selling, servicing or similar agreements; (iv) 501(c)(3) charitable organizations; (v) 529 plans; (vi) health savings accounts;
(vii) investors participating in a fee-based advisory program sponsored by a financial intermediary or other entity that is not compensated by the Fund for those services, other than payments for shareholder servicing
or sub-accounting performed in place of the Transfer Agent; and (viii) commissionable brokerage platforms where the financial intermediary, acting as broker on behalf of its customer, charges the customer a commission
for effecting transactions in Fund shares, provided that the financial intermediary has an agreement with the Distributor that specifically authorizes offering Class Adv shares within such platform.(f)
|
|||||
Class C |
Eligibility: Available to the general public for investment
|
None | 1.00% on certain investments redeemed within one year of purchase(i) |
Waivers: Yes, on Fund distribution reinvestments. For additional waivers, see Choosing a Share Class – CDSC Waivers – Class A, Class C and Class V
|
Distribution Fee: 0.75%
|
22 | Prospectus 2020 |
Share Class |
Eligible Investors(a);
Minimum Initial Investments(b); Conversion Features(c) |
Front-End
Sales Charges(d) |
Contingent Deferred
Sales Charges (CDSCs)(d) |
Sales Charge
Reductions/Waivers |
Maximum Distribution
and/or Service Fees(e) |
anniversary of the Class C shares purchase date.(c) | |||||
Class
Inst |
Eligibility: Available only to certain eligible investors, which are subject to different minimum investment requirements, ranging from $0 to $2,000, including investors who purchase Fund shares through
commissionable brokerage platforms where the financial intermediary holds the shares in an omnibus account and, acting as broker on behalf of its customer, charges the customer a commission for effecting transactions
in Fund shares, provided that the financial intermediary has an agreement with the Distributor that specifically authorizes offering Class Inst shares within such platform; closed to (i) accounts of financial
intermediaries that clear Fund share transactions for their client or customer accounts through designated financial intermediaries and their mutual fund trading platforms that have been given specific written notice
from the Transfer Agent of the termination of their eligibility for new purchases of Class Inst shares and (ii) omnibus group retirement plans, subject to certain exceptions(f)(j)
|
None | None | N/A | None |
Class
Inst2 |
Eligibility: Available only to (i) certain registered investment advisers and family offices that clear Fund share transactions for their client or customer accounts through designated financial
intermediaries and their mutual fund trading platforms that have been granted specific written authorization from the Transfer Agent with respect to Class Inst2 eligibility apart from selling, servicing or similar
agreements; (ii) omnibus retirement plans(j); and (iii) institutional investors that are clients of the Columbia Threadneedle Global Institutional Distribution Team
that invest in Class Inst2 shares for their own account through platforms approved by the Distributor or an affiliate thereof to offer and/or service Class Inst2 shares within such platform.
|
None | None | N/A | None |
Prospectus 2020 | 23 |
Share Class |
Eligible Investors(a);
Minimum Initial Investments(b); Conversion Features(c) |
Front-End
Sales Charges(d) |
Contingent Deferred
Sales Charges (CDSCs)(d) |
Sales Charge
Reductions/Waivers |
Maximum Distribution
and/or Service Fees(e) |
Class
Inst3 |
Eligibility: Available to (i) group retirement plans that maintain plan-level or omnibus accounts with the Fund(j); (ii) institutional investors that are clients of the Columbia Threadneedle Global Institutional Distribution Team that
invest in Class Inst3 shares for their own account through platforms approved by the Distributor or an affiliate thereof to offer and/or service Class Inst3 shares within such platform; (iii) collective trust funds;
(iv) affiliated or unaffiliated mutual funds (e.g., funds operating as funds-of-funds); (v) fee-based platforms of financial intermediaries (or the clearing intermediary they trade through) that have an agreement with
the Distributor or an affiliate thereof that specifically authorizes the financial intermediary to offer and/or service Class Inst3 shares within such platform, provided also that Fund shares are held in an omnibus
account; (vi) commissionable brokerage platforms where the financial intermediary, acting as broker on behalf of its customer, charges the customer a commission for effecting transactions in Fund shares, provided that
the financial intermediary has an agreement with the Distributor that specifically authorizes offering Class Inst3 shares within such platform and that Fund shares are held in an omnibus account; and (vii) bank trust
departments, subject to an agreement with the Distributor that specifically authorizes offering Class Inst3 shares and provided that Fund shares are held in an omnibus account. In each case above where noted that Fund
shares are required to be held in an omnibus account, the Distributor may, in its discretion, determine to waive this requirement.(f)
|
None | None | N/A | None |
Class R | Eligibility: Available only to eligible retirement plans, health savings | None | None | N/A | Series of CFST & CFST I: |
24 | Prospectus 2020 |
Share Class |
Eligible Investors(a);
Minimum Initial Investments(b); Conversion Features(c) |
Front-End
Sales Charges(d) |
Contingent Deferred
Sales Charges (CDSCs)(d) |
Sales Charge
Reductions/Waivers |
Maximum Distribution
and/or Service Fees(e) |
accounts and, in the sole discretion of the Distributor, other types of retirement accounts held through platforms
maintained by financial intermediaries approved by the Distributor
|
distribution fee of 0.50%
|
||||
Class V |
Eligibility: Generally closed to new investors(j)
|
5.75% maximum, declining to 0.00% on investments of $1 million or more |
CDSC on certain investments of between $1 million and $50 million redeemed within 18 months after purchase, charged as
follows:
|
Reductions: Yes, see Choosing a Share Class — Reductions/Waivers of Sales Charges – Class A and Class V Shares Front-End Sales Charge Reductions
|
Service Fee: up to 0.50% |
(a) | For Columbia Government Money Market Fund, new investments must be made in Class A, Class Inst, Class Inst3, or Class R shares, subject to eligibility. Class C shares of Columbia Government Money Market Fund are available as a new investment only to investors in the Distributor's proprietary 401(k) products, provided that such investor is eligible to invest in the class and transact directly with the Fund or the Transfer Agent through a third party administrator or third party recordkeeper. Columbia Government Money Market Fund offers Class Inst2 shares only to facilitate exchanges with other Funds offering such share class. |
(b) | Certain share classes are subject to minimum account balance requirements, as described in Buying, Selling and Exchanging Shares — Transaction Rules and Policies. |
(c) | For more information on the conversion of Class C shares to Class A shares, see Choosing a Share Class - Sales Charges and Commissions - Class C Shares - Conversion to Class A Shares. |
(d) | Actual front-end sales charges and CDSCs vary among the Funds. For more information on applicable sales charges, see Choosing a Share Class — Sales Charges and Commissions, and for information about certain exceptions to these sales charges, see Choosing a Share Class — Reductions/Waivers of Sales Charges. |
(e) | These are the maximum applicable distribution and/or service fees. Except for Class V shares, these fees are paid under the Fund’s Rule 12b-1 plan. Fee rates and fee components (i.e., the portion of a combined fee that is a distribution or service fee) may vary among Funds. Because these fees are paid out of Fund assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than paying other types of distribution and/or service fees. Although Class A shares of certain series of CFST I are subject to a combined distribution and service fee of up to 0.35%, these Funds currently limit the combined fee to 0.25%. Columbia Ultra Short Term Bond Fund pays a distribution and service fee of up to 0.15% on Class A shares. Columbia Government Money Market Fund pays a distribution and service fee of up to 0.10% on Class A shares and up to 0.75% distribution fee on Class C shares. Columbia High Yield Municipal Fund, Columbia Intermediate Municipal Bond Fund and Columbia Tax-Exempt Fund each pay a service fee of up to 0.20% on Class A and Class C shares. Columbia Intermediate Municipal Bond Fund pays a distribution fee of up to 0.65% on Class C shares. For more information on distribution and service fees, see Choosing a Share Class — Distribution and Service Fees. |
(f) | Columbia Ultra Short Term Bond Fund must be purchased through financial intermediaries that, by written agreement with the Distributor, are specifically authorized to sell the Fund’s shares. Class Adv shares of Columbia Ultra Short Term Bond Fund are also available to certain registered investment advisers that clear Fund share transactions for their client accounts through designated financial intermediaries with mutual fund trading platforms that have been granted specific written authorization from the Transfer Agent (apart from selling, servicing or similar agreements) to sell Class Inst2 shares, which are not offered by the Fund. Class Inst3 shares of Columbia Ultra Short Term Bond Fund that were open and funded accounts prior to November 30, 2018 (the conversion date from the former unnamed share class to Class Inst3 shares) are eligible for additional investment; however, any account established after that date must meet the current Class Inst3 eligibility requirements. |
Prospectus 2020 | 25 |
(g) | For Columbia Short Term Municipal Bond Fund, a CDSC of 0.50% is charged on certain investments of $500,000 or more redeemed within 12 months after purchase. The following Funds are not subject to a front-end sales charge or a CDSC on Class A shares: Columbia Government Money Market Fund, Columbia Large Cap Enhanced Core Fund, Columbia Large Cap Index Fund, Columbia Mid Cap Index Fund, Columbia Small Cap Index Fund, Columbia Ultra Short Term Bond Fund and Columbia U.S. Treasury Index Fund. |
(h) | If you are eligible to invest in Class A shares without a front-end sales charge, you should discuss your options with your financial intermediary. For more information, see Choosing a Share Class – Reductions/Waivers of Sales Charges. |
(i) | There is no CDSC on redemptions from Class C shares of Columbia Government Money Market Fund. |
(j) | These share classes are closed to new accounts, or closed to previously eligible investors, subject to certain conditions, as summarized below and described in more detail under Buying, Selling and Exchanging Shares — Buying Shares — Eligible Investors: |
26 | Prospectus 2020 |
■ | depends on the amount you are investing (generally, the larger the investment, the smaller the percentage sales charge), and |
■ | is based on the total amount of your purchase and the value of your account (and any other accounts eligible for aggregation of which you or your financial intermediary notifies the Fund). |
Prospectus 2020 | 27 |
Class A Shares — Front-End Sales Charge — Breakpoint Schedule* | ||||
Breakpoint Schedule For: |
Dollar amount of
shares bought(a) |
Sales
charge as a % of the offering price(b) |
Sales
charge as a % of the net amount invested(b) |
Amount
retained by or paid to financial intermediaries as a % of the offering price |
Fixed Income Funds (except those listed below),
Columbia Multi-Asset Income Fund and Funds-of-Funds (fixed income)* |
$0-$49,999 | 4.75% | 4.99% | 4.00% |
$50,000–$99,999 | 4.25% | 4.44% | 3.50% | |
$100,000–$249,999 | 3.50% | 3.63% | 3.00% | |
$250,000–$499,999 | 2.50% | 2.56% | 2.15% | |
$500,000–$999,999 | 2.00% | 2.04% | 1.75% | |
$1,000,000 or more | 0.00% | 0.00% | 0.00%(c) | |
Tax-Exempt Funds (other than Columbia Short Term Municipal Bond Fund) | $0-$99,999 | 3.00% | 3.09% | 2.50% |
$100,000–$249,999 | 2.50% | 2.56% | 2.15% | |
$250,000–$499,999 | 1.50 % | 1.53% | 1.25% | |
$500,000 or more | 0.00% | 0.00% | 0.00%(c) | |
Columbia Floating Rate Fund,
Columbia Inflation Protected Securities Fund, Columbia Limited Duration Credit Fund, Columbia Mortgage Opportunities Fund, Columbia Quality Income Fund, and Columbia Total Return Bond Fund |
$0-$99,999 | 3.00% | 3.09% | 2.50% |
$100,000–$249,999 | 2.50% | 2.56% | 2.15% | |
$250,000–$499,999 | 2.00% | 2.04% | 1.75% | |
$500,000–$999,999 | 1.50% | 1.52% | 1.25% | |
$1,000,000 or more | 0.00% | 0.00% | 0.00%(c) | |
Columbia Short Term Bond Fund | $0-$99,999 | 1.00% | 1.01% | 0.75% |
$100,000–$249,999 | 0.75% | 0.76% | 0.50% | |
$250,000–$999,999 | 0.50% | 0.50% | 0.40% | |
$1,000,000 or more | 0.00% | 0.00% | 0.00%(c) | |
Columbia Short Term Municipal Bond Fund | $0-$99,999 | 1.00% | 1.01% | 0.75% |
$100,000–$249,999 | 0.75% | 0.76% | 0.50% | |
$250,000–$499,999 | 0.50% | 0.50% | 0.40% | |
$500,000 or more | 0.00% | 0.00% | 0.00%(c) | |
* | The following Funds are not subject to a front-end sales charge or CDSC on Class A shares: Columbia Government Money Market Fund, Columbia Large Cap Enhanced Core Fund, Columbia Large Cap Index Fund, Columbia Mid Cap Index Fund, Columbia Small Cap Index Fund, Columbia Ultra Short Term Bond Fund and Columbia U.S. Treasury Index Fund. "Funds-of-Funds (equity)" includes Columbia Capital Allocation Aggressive Portfolio, Columbia Capital Allocation Moderate Aggressive Portfolio, Columbia Capital Allocation Moderate Conservative Portfolio, Columbia Capital Allocation Moderate Portfolio and Columbia Global Strategic Equity Fund. "Funds-of-Funds (fixed income)" includes Columbia Capital Allocation Conservative Portfolio and Columbia Income Builder Fund. Columbia Balanced Fund, Columbia Flexible Capital Income Fund and Columbia Global Opportunities Fund are treated as equity Funds for purposes of the table. |
(a) | Purchase amounts and account values may be aggregated among all eligible Fund accounts for the purposes of this table. See Choosing a Share Class — Reductions/Waivers of Sales Charges for a discussion of account value aggregation. |
(b) | Because the offering price is calculated to two decimal places, the dollar amount of the sales charge as a percentage of the offering price and your net amount invested for any particular purchase of Fund shares may be higher or lower depending on whether downward or upward rounding was required during the calculation process. Purchase price includes the sales charge. |
(c) | For information regarding cumulative commissions paid to your financial intermediary when you buy $1 million or more of Class A shares of a Taxable Fund or $500,000 or more of Class A shares of a Tax-Exempt Fund, see Class A Shares — Commissions below. |
28 | Prospectus 2020 |
■ | If you purchased Class A shares of any Tax-Exempt Fund (other than Columbia Short Term Municipal Bond Fund) without paying a front-end sales charge because your eligible accounts aggregated $500,000 or more at the time of purchase, you will incur a CDSC of 0.75% if you redeem those shares within 12 months after purchase. Subsequent Class A share purchases that bring your aggregate account value to $500,000 or more will also be subject to a CDSC of 0.75% if you redeem those shares within 12 months after purchase. |
■ | If you purchased Class A shares of Columbia Short Term Municipal Bond Fund without paying a front-end sales charge because your eligible accounts aggregated $500,000 or more at the time of purchase, you will incur a CDSC of 0.50% if you redeem those shares within 12 months after purchase. Subsequent Class A share purchases that bring your aggregate account value to $500,000 or more will also be subject to a CDSC of 0.50% if you redeem those shares within 12 months after purchase. |
■ | If you purchased Class A shares of any Taxable Fund without paying a front-end sales charge because your eligible accounts aggregated between $1 million and $50 million at the time of purchase, you will incur a CDSC if you redeem those shares within 18 months after purchase, which is charged as follows: 1.00% CDSC if shares are redeemed within 12 months after purchase; and 0.50% CDSC if shares are redeemed more than 12, but less than 18, months after purchase. Subsequent Class A share purchases that bring your aggregate account value to $1 million or more (but less than $50 million) will also be subject to a CDSC if you redeem them within 18 months after purchase as described in the previous sentence. |
* | The commission level applies to the applicable asset level; therefore, for example, for a purchase of $5 million, the Distributor would pay a commission of 0.75% on the first $3,999,999 and 0.50% on the balance. |
** | The commission level on purchases of Class A shares of Columbia Short Term Municipal Bond Fund is: 0.50% on purchases of $500,000 to $19,999,999 and 0.25% on purchases of $20 million or more. |
Prospectus 2020 | 29 |
Class A Shares of Taxable Funds — Commission Schedule (Paid by the Distributor to Financial Intermediaries)* | |
Purchase Amount |
Commission Level**
(as a % of net asset value per share) |
$1 million – $2,999,999 | 1.00% |
$3 million – $49,999,999 | 0.50% |
$50 million or more | 0.25% |
* | Not applicable to Funds that do not assess a front-end sales charge. |
** | The commission level applies to the applicable asset level; therefore, for example, for a purchase of $5 million, the Distributor would pay a commission of 1.00% on the first $2,999,999 and 0.50% on the balance. |
■ | Class C share accounts that are Direct-at-Fund Accounts and Networked Accounts for which the Transfer Agent (and not your financial intermediary) sends you Fund account transaction confirmations and statements, convert on or about the 15th day of the month (if the 15th is not a business day, then the next business day thereafter) that they become eligible for automatic conversion provided that the Fund has records that Class C shares have been held for the requisite time period. |
■ | For purposes of determining the month when your Class C shares are eligible for conversion, the start of the holding period is the first day of the month in which your purchase was made. Your financial intermediary may choose a different day of the month to convert Class C shares. Please contact your financial intermediary for more information on calculating the holding period. |
■ | Any shares you received from reinvested distributions on these shares generally will convert to Class A shares at the same time. |
■ | You’ll receive the same dollar value of Class A shares as the Class C shares that were automatically converted. Class C shares that you received from an exchange of Class C shares of another Fund will convert based on the day you bought the original shares. |
30 | Prospectus 2020 |
■ | No sales charge or other charges apply in connection with this automatic conversion, and conversions are free from U.S. federal income tax. |
■ | depends on the amount you are investing (generally, the larger the investment, the smaller the percentage sales charge), and |
■ | is based on the total amount of your purchase and the value of your account (and any other accounts eligible for aggregation of which you notify your financial intermediary or, in the case of Direct-at-Fund Accounts (as defined below), you notify the Fund). |
Prospectus 2020 | 31 |
Class V Shares — Front-End Sales Charge — Breakpoint Schedule | ||||
Breakpoint Schedule For: |
Dollar amount of
shares bought(a) |
Sales
charge as a % of the offering price(b) |
Sales
charge as a % of the net amount invested(b) |
Amount
retained by or paid to Financial Intermediaries as a % of the offering price |
Fixed Income Funds | $0–$49,999 | 4.75% | 4.99% | 4.25% |
$50,000–$99,999 | 4.50% | 4.71% | 3.75% | |
$100,000–$249,999 | 3.50% | 3.63% | 2.75% | |
$250,000–$499,999 | 2.50% | 2.56% | 2.00% | |
$500,000–$999,999 | 2.00% | 2.04% | 1.75% | |
$1,000,000 or more | 0.00% | 0.00% | 0.00%(c) | |
(a) | Purchase amounts and account values are aggregated among all eligible Fund accounts for the purposes of this table. |
(b) | Because the offering price is calculated to two decimal places, the dollar amount of the sales charge as a percentage of the offering price and your net amount invested for any particular purchase of Fund shares may be higher or lower depending on whether downward or upward rounding was required during the calculation process. |
(c) | For more information regarding cumulative commissions paid to your financial intermediary when you buy $1 million or more of Class V shares, see Class V Shares — Commissions below. |
■ | If you purchased Class V shares without a front-end sales charge because your eligible accounts aggregated between $1 million and $50 million at the time of purchase, you will incur a CDSC if you redeem those shares within 18 months after purchase, which is charged as follows: 1.00% CDSC if shares are redeemed within 12 months after purchase, and 0.50% CDSC if shares are redeemed more than 12, but less than 18, months after purchase. |
■ | Subsequent Class V share purchases that bring your aggregate account value to $1 million or more (but less than $50 million) will also be subject to a CDSC if you redeem them within the time periods noted above. |
Class V Shares — Commission Schedule (Paid by the Distributor to Financial Intermediaries) | |
Purchase
Amount |
Commission Level*
(as a % of net asset value per share) |
$1 million – $2,999,999 | 1.00% |
$3 million – $49,999,999 | 0.50% |
$50 million or more | 0.25% |
* | The commission level applies to the applicable asset level; therefore, for example, for a purchase of $5 million, the Distributor would pay a commission of 1.00% on the first $2,999,999 and 0.50% on the balance. |
32 | Prospectus 2020 |
Prospectus 2020 | 33 |
34 | Prospectus 2020 |
Repurchases (Reinstatements) | |
Redeemed Share Class | Corresponding Repurchase Class |
Class A | Class A |
Class C | Class C |
Prospectus 2020 | 35 |
Repurchases (Reinstatements) | |
Redeemed Share Class | Corresponding Repurchase Class |
Class V | Class V |
(a) | The maximum distribution and service fees of Class A shares varies among the Funds, as shown in the table below: |
Funds |
Maximum
Class A Distribution Fee |
Maximum
Class A Service Fee |
Maximum
Class A Combined Total |
Series of CFST and CFST II (other than Columbia
Government Money Market Fund) |
— | — |
0.25%; these Funds pay a
combined distribution and service fee |
36 | Prospectus 2020 |
Funds |
Maximum
Class A Distribution Fee |
Maximum
Class A Service Fee |
Maximum
Class A Combined Total |
Columbia Government Money Market Fund | — | — | 0.10% |
Columbia Ultra Short Term Bond Fund | up to 0.15% | up to 0.15% | 0.15% |
Columbia Balanced Fund, Columbia Contrarian Core Fund, Columbia Disciplined Small Core Fund, Columbia Dividend Income Fund, Columbia Global Technology Growth Fund, Columbia Large Cap Growth Fund, Columbia Mid Cap Growth Fund, Columbia Oregon Intermediate Municipal Bond Fund, Columbia Real Estate Equity Fund, Columbia Small Cap Growth Fund I, Columbia Total Return Bond Fund | up to 0.10% | up to 0.25% |
up to 0.35%; these Funds may
pay distribution and service fees up to a maximum of 0.35% of their average daily net assets attributable to Class A shares (comprised of up to 0.10% for distribution services and up to 0.25% for shareholder liaison services) but currently limit such fees to an aggregate fee of not more than 0.25% for Class A shares |
Columbia Adaptive Risk Allocation Fund, Columbia Bond Fund, Columbia Connecticut Intermediate Municipal Bond Fund, Columbia Corporate Income Fund, Columbia Emerging Markets Fund, Columbia Global Dividend Opportunity Fund, Columbia Global Energy and Natural Resources Fund, Columbia Greater China Fund, Columbia Massachusetts Intermediate Municipal Bond Fund, Columbia Multi-Asset Income Fund, Columbia Multi Strategy Alternatives Fund, Columbia New York Intermediate Municipal Bond Fund, Columbia Pacific/Asia Fund, Columbia Select Large Cap Growth Fund, Columbia Small Cap Value Fund I, Columbia Strategic California Municipal Income Fund, Columbia Strategic Income Fund, Columbia Strategic New York Municipal Income Fund, Columbia U.S. Social Bond Fund, Columbia U.S. Treasury Index Fund | — | 0.25% | 0.25% |
Columbia High Yield Municipal Fund, Columbia Intermediate Municipal Bond Fund, Columbia Tax-Exempt Fund | — | 0.20% | 0.20% |
(b) | The service fees for Class A and Class C shares of certain Funds vary. The annual service fee for Class A and Class C shares of Columbia High Yield Municipal Fund, Columbia Intermediate Municipal Bond Fund and Columbia Tax-Exempt Fund may equal up to 0.20% of the average daily NAV of all shares of such Fund class. The annual distribution fee for Class C shares for Columbia Intermediate Municipal Bond Fund shall be 0.65% of the average daily net assets of the Fund's Class C shares. The Distributor has voluntarily agreed to waive the service fee for Class A and Class C shares of Columbia U.S. Treasury Index Fund so that the service fee does not exceed 0.15% annually. This arrangement may be modified or terminated by the Distributor at any time. |
(c) | Fee amounts noted apply to all Funds other than Columbia Government Money Market Fund, which, for Class A shares, pays distribution and service fees of 0.10%, and for Class C shares pays distribution fees of 0.75%. The payment of the distribution and/or service fees payable by Columbia Government Money Market Fund under its Plan of Distribution has been suspended through November 30, 2020. This arrangement may be modified or terminated at the sole discretion of Columbia Government Money Market Fund’s Board at any time. Compensation paid to financial intermediaries is suspended for the duration of the suspension of payments under Columbia Government Money Market Fund’s Plan of Distribution. |
(d) | The Distributor has voluntarily agreed to waive a portion of the distribution fee for Class C shares of the following Funds so that the distribution fee does not exceed the specified percentage annually: 0.45% for Columbia Connecticut Intermediate Municipal Bond Fund, Columbia Massachusetts Intermediate Municipal Bond Fund, Columbia New York Intermediate Municipal Bond Fund, Columbia Oregon Intermediate Municipal Bond Fund, Columbia Strategic California Municipal Income Fund and Columbia Strategic New York Municipal Income Fund; 0.60% for Columbia Corporate Income Fund and Columbia Short Term Bond Fund; 0.65% for Columbia High Yield Municipal Fund and Columbia Tax-Exempt Fund; and 0.70% for Columbia U.S. Treasury Index Fund. These arrangements may be modified or terminated by the Distributor at any time. |
(e) | Class R shares of series of CFST and CFST I pay a distribution fee pursuant to a Rule 12b-1 plan for Class R shares. The Funds do not have a shareholder service plan for Class R shares. Series of CFST II have a distribution and shareholder service plan for Class R shares, which, prior to the close of business on September 3, 2010, were known as Class R2 shares. For Class R shares of series of CFST II, the maximum fee under the plan reimbursed for distribution expenses is equal on an annual basis to 0.50% of the average daily net assets of the Fund attributable to Class R shares. Of that amount, up to 0.25% may be reimbursed for shareholder service expenses. |
(f) | The shareholder servicing fees for Class V shares are up to 0.50% of average daily net assets attributable to Class V shares for equity Funds and 0.40% for fixed income Funds. In general, the Funds currently limit such fees to a maximum of 0.25% for equity Funds and 0.15% for fixed-income Funds. These fees for Class V shares are not paid pursuant to a Rule 12b-1 plan. See Class V Shareholder Service Fees below for more information. |
Prospectus 2020 | 37 |
38 | Prospectus 2020 |
Prospectus 2020 | 39 |
40 | Prospectus 2020 |
Prospectus 2020 | 41 |
Minimum Account Balance | |
Minimum
Account Balance |
|
For all classes and account types except those listed below |
$250 (None for accounts with
Systematic Investment Plans) |
Individual Retirement Accounts for all classes except those listed below | None |
Class Adv, Class Inst2, Class Inst3 and Class R | None |
42 | Prospectus 2020 |
Prospectus 2020 | 43 |
■ | negative impact on the Fund's performance; |
■ | potential dilution of the value of the Fund's shares; |
■ | interference with the efficient management of the Fund's portfolio, such as the need to maintain undesirably large cash positions, the need to use its line of credit or the need to buy or sell securities it otherwise would not have bought or sold; |
■ | losses on the sale of investments resulting from the need to sell securities at less favorable prices; |
44 | Prospectus 2020 |
■ | increased taxable gains to the Fund's remaining shareholders resulting from the need to sell securities to meet sell orders; and |
■ | increased brokerage and administrative costs. |
Prospectus 2020 | 45 |
46 | Prospectus 2020 |
Prospectus 2020 | 47 |
48 | Prospectus 2020 |
Prospectus 2020 | 49 |
Minimum Initial Investments | ||
Minimum
Initial Investment(a) |
Minimum
Initial Investment for Accounts with Systematic Investment Plans |
|
For all classes and account types except those listed below | $2,000 | $100(b) |
Individual Retirement Accounts for all classes except those listed below | $1,000 | $100(c) |
Group retirement plans | None | N/A |
Class Adv and Class Inst | $0, $1,000 or $2,000(d) | $100(d) |
Class Inst2 and Class R | None | N/A |
50 | Prospectus 2020 |
Minimum Initial Investments | ||
Minimum
Initial Investment(a) |
Minimum
Initial Investment for Accounts with Systematic Investment Plans |
|
Class Inst3 | $0, $1,000, $2,000 or $1 million(e) | $100(e) |
(a) | If your Class A, Class Adv, Class C, Class Inst, Class Inst3 or Class V shares account balance falls below the minimum initial investment amount for any reason, including a market decline, you may be asked to increase it to the minimum initial investment amount or establish a monthly Systematic Investment Plan. If you do not do so, your account will be subject to a $20 annual low balance fee and/or shares may be automatically redeemed and the proceeds mailed to you if the account falls below the minimum account balance. See Buying, Selling and Exchanging Shares — Transaction Rules and Policies above. There is no minimum initial investment in Class A shares for accounts held in an omnibus account on a mutual fund only platform offered through your financial intermediary. |
(b) | Columbia Government Money Market Fund — $2,000 |
(c) | Columbia Government Money Market Fund — $1,000 |
(d) | The minimum initial investment in Class Adv shares is $2,000 ($1,000 for IRAs; $100 for systematic investment plan accounts) for commissionable brokerage platforms where the financial intermediary, acting as broker on behalf of its customers, charges the customer a commission for effecting transactions in Fund shares, provided that the financial intermediary has an agreement with the Distributor that specifically authorizes offering Class Adv shares within such platform; for all other eligible Class Adv share investors (see Buying Shares – Eligible Investors – Class Adv Shares above), there is no minimum initial investment. The minimum initial investment amount for Class Inst shares is $0, $1,000 or $2,000 depending upon the category of eligible investor. See — Class Inst Shares Minimum Initial Investments below. The minimum initial investment amount for systematic investment plan accounts is the same as the amount set forth in the first two rows of the table, as applicable. |
(e) | There is no minimum initial investment in Class Inst3 shares for: group retirement plans that maintain plan-level or omnibus accounts with the Fund; collective trust funds; affiliated or unaffiliated mutual funds (e.g., funds operating as funds-of-funds); fee-based platforms of financial intermediaries (or the clearing intermediary that they trade through) that have an agreement with the Distributor or an affiliate thereof that specifically authorizes the financial intermediary to offer and/or service Class Inst3 shares within such platform and Fund shares are held in an omnibus account; and bank trust departments, subject to an agreement with the Distributor that specifically authorizes offering Class Inst3 shares and provided that Fund shares are held in an omnibus account. The minimum initial investment in Class Inst3 shares is $2,000 ($1,000 for IRAs; $100 for systematic investment plan accounts) for commissionable brokerage platforms where the financial intermediary, acting as broker on behalf of its customer, charges the customer a commission for effecting transactions in Fund shares, provided that the financial intermediary has an agreement with the Distributor that specifically authorizes offering Class Inst3 shares within such platform and Fund shares are held in an omnibus account. The minimum initial investment in Class Inst3 shares is $1 million, unless waived in the discretion of the Distributor, for the following investors: institutional investors that are clients of the Columbia Threadneedle Global Institutional Distribution Team that invest in Class Inst3 shares for their own account through platforms approved by the Distributor or an affiliate thereof to offer and/or service Class Inst3 shares within such platform. The Distributor may, in its discretion, waive the $1 million minimum initial investment required for these Class Inst3 investors. In each case above where noted that Fund shares are required to be held in an omnibus account, the Distributor may, in its discretion, determine to waive this requirement. |
■ | Any health savings account sponsored by a third party platform. |
■ | Any investor participating in an account sponsored by a financial intermediary or other entity (that provides services to the account) that is paid a fee-based advisory fee by the investor and that is not compensated by the Fund for those services, other than payments for shareholder servicing or sub-accounting performed in place of the Transfer Agent. |
■ | Any commissionable brokerage account, if a financial intermediary has received a written approval from the Distributor to waive the minimum initial investment in Class Inst shares. |
Prospectus 2020 | 51 |
■ | Individual retirement accounts (IRAs) on commissionable brokerage platforms where the financial intermediary, acting as broker on behalf of its customer, charges the customer a commission for effecting transactions in Fund shares, provided that the financial intermediary has an agreement with the Distributor that specifically authorizes offering Class Inst shares within such platform. |
■ | Any current employee of Columbia Management Investment Advisers LLC, the Distributor or the Transfer Agent and immediate family members of any of the foregoing who share the same address are eligible to invest in Class Inst shares through an individual retirement account (IRA). If you maintain your account with a financial intermediary, you must contact that financial intermediary each time you seek to purchase shares to notify them that you qualify for Class Inst shares. If Class Inst shares are not available at your financial intermediary, you may consider opening a Direct-at-Fund Account. It is your obligation to advise your financial intermediary or (in the case of Direct-at-Fund Accounts) the Transfer Agent that you qualify for Class Inst shares; be prepared to provide proof thereof. |
■ | Investors (except investors in individual retirement accounts (IRAs)) who purchase Fund shares through commissionable brokerage platforms where the financial intermediary holds the shares in an omnibus account and, acting as broker on behalf of its customer, charges the customer a commission for effecting transactions in Fund shares provided that the financial intermediary has an agreement with the Distributor that specifically authorizes offering Class Inst shares within such platform. |
■ | Any current employee of Columbia Management Investment Advisers LLC, the Distributor or the Transfer Agent and immediate family members of any of the foregoing who share the same address are eligible to invest in Class Inst shares (other than individual retirement accounts (IRAs), for which the minimum initial investment is $1,000). If you maintain your account with a financial intermediary, you must contact that financial intermediary each time you seek to purchase shares to notify them that you qualify for Class Inst shares. If Class Inst shares are not available at your financial intermediary, you may consider opening a Direct-at-Fund Account. It is your obligation to advise your financial intermediary or (in the case of Direct-at-Fund Accounts) the Transfer Agent that you qualify for Class Inst shares; be prepared to provide proof thereof. |
■ | Certain financial institutions and intermediaries, such as insurance companies, trust companies, banks, endowments, investment companies or foundations, buying shares for their own account, including Ameriprise Financial and its affiliates and/or subsidiaries. |
■ | Bank trust departments that assess their clients an asset-based fee. |
■ | Certain other investors as set forth in more detail in the SAI. |
■ | Once the Transfer Agent or your financial intermediary receives your purchase order in “good form,” your purchase will be made at the Fund’s next calculated public offering price per share, which is the NAV per share plus any sales charge that applies (i.e., the trade date). |
■ | Once the Fund receives your purchase request in “good form,” you cannot cancel it after the market closes. |
52 | Prospectus 2020 |
■ | You generally buy Class A and Class V shares at the public offering price per share because purchases of these share classes are generally subject to a front-end sales charge. |
■ | You buy Class Adv, Class C, Class Inst, Class Inst2, Class Inst3 and Class R shares at NAV per share because no front-end sales charge applies to purchases of these share classes. |
■ | Class A shares of Columbia Ultra Short Term Bond Fund are not eligible for purchase by a Direct-at-Fund Account. |
■ | Class Inst shares of Columbia Ultra Short Term Bond Fund are not eligible for purchase by a Direct-at-Fund Account except for any current employee of Columbia Management Investment Advisers LLC, the Distributor or Transfer Agent and immediate family members of the foregoing who share the same address. |
■ | The Distributor and the Transfer Agent reserve the right to cancel your order request if the Fund does not receive payment within two business days of receiving your purchase order request. The Fund will return any payment received for orders that have been cancelled, but no interest will be paid on that money. |
■ | Financial intermediaries are responsible for sending your purchase orders to the Transfer Agent and ensuring that the Fund receives your money on time. |
■ | Shares purchased are recorded on the books of the Fund. The Fund does not issue certificates. |
Prospectus 2020 | 53 |
54 | Prospectus 2020 |
■ | Once the Transfer Agent or your financial intermediary receives your redemption order in “good form,” your shares will be sold at the Fund’s next calculated NAV per share (i.e., the trade date). Any applicable CDSC will be deducted from the amount you're selling and the balance will be remitted to you. |
■ | Once the Fund receives your redemption request in “good form,” you cannot cancel it after the market closes. |
■ | If you sell your shares that are held in a Direct-at-Fund Account, we will normally send the redemption proceeds by mail or electronically transfer them to your bank account the next business day after the trade date. Note that your bank may take up to three business days to post an electronic funds transfer from your account. |
■ | If you sell your shares through a financial intermediary, the Funds will normally send the redemption proceeds to your financial intermediary within two business days after the trade date. |
■ | No interest will be paid on uncashed redemption checks. |
■ | Other restrictions may apply to retirement accounts. For information about these restrictions, contact your retirement plan administrator. |
■ | For broker-dealer and wrap fee accounts: The Fund reserves the right to redeem your shares if your account falls below the Fund's minimum initial investment requirement. The Fund will notify your broker-dealer prior to redeeming shares, and will provide details on how to avoid such redemption. |
■ | Also keep in mind the Funds' Small Account Policy, which is described above in Buying, Selling and Exchanging Shares — Transaction Rules and Policies. |
Prospectus 2020 | 55 |
■ | Exchanges are made at the NAV next calculated (plus any applicable sales charge) after your exchange order is received in “good form” (i.e., the trade date). |
■ | Once the Fund receives your exchange request in “good form,” you cannot cancel it after the market closes. |
■ | The rules for buying shares of a Fund generally apply to exchanges into that Fund, including, if your exchange creates a new Fund account, it must satisfy the minimum investment amount, unless a waiver applies. |
■ | Shares of the purchased Fund may not be used on the same day for another exchange or sale. |
■ | If you exchange shares from Class A shares of Columbia Government Money Market Fund to a non-money market Fund, any further exchanges must be between shares of the same class. For example, if you exchange from Class A shares of Columbia Government Money Market Fund into Class C shares of a non-money market Fund, you may not exchange from Class C shares of that non-money market Fund back to Class A shares of Columbia Government Money Market Fund or Class A shares of any other Fund. |
■ | A sales charge may apply when you exchange shares of a Fund that were not assessed a sales charge at the time you purchased such shares. If you invest through a Direct-at-Fund Account in Columbia Government Money Market Fund, Columbia Large Cap Enhanced Core Fund, Columbia Large Cap Index Fund, Columbia Mid Cap Index Fund, Columbia Small Cap Index Fund, Columbia Ultra Short Term Bond Fund, Columbia U.S. Treasury Index Fund or any other Columbia Fund that does not impose a front-end sales charge and then you exchange into a Fund that does assess a sales charge, your transaction is subject to a front-end sales charge if you exchange into Class A shares and to a CDSC if you exchange into Class C shares of the Columbia Funds. |
■ | If you purchased Class A shares of a Columbia Fund that imposes a front-end sales charge (and you paid any applicable sales charge) and you then exchange those shares into Columbia Government Money Market Fund, Columbia Large Cap Enhanced Core Fund, Columbia Large Cap Index Fund, Columbia Mid Cap Index Fund, Columbia Small Cap Index Fund, Columbia Ultra Short Term Bond Fund, Columbia U.S. Treasury Index Fund or any other Columbia Fund that does not impose a front-end sales charge, you may exchange that amount to Class A of another Fund in the future, including dividends earned on that amount, without paying a sales charge. |
■ | If your shares are subject to a CDSC, you will not be charged a CDSC upon the exchange of those shares. Any CDSC will be deducted when you sell the shares you received from the exchange. The CDSC imposed at that time will be based on the period that begins when you bought shares of the original Fund and ends when you sell the shares of the Fund you received from the exchange. Any applicable CDSC charged will be the CDSC of the original Fund. |
■ | You may make exchanges only into a Fund that is legally offered and sold in your state of residence. Contact the Transfer Agent or your financial intermediary for more information. |
■ | You generally may make an exchange only into a Fund that is accepting investments. |
■ | The Fund may change or cancel your right to make an exchange by giving the amount of notice required by regulatory authorities (generally 60 days for a material change or cancellation). |
■ | Unless your account is part of a tax-advantaged arrangement, an exchange for shares of another Fund is a taxable event, and you may recognize a gain or loss for tax purposes. |
■ | Changing your investment to a different Fund will be treated as a sale and purchase, and you will be subject to applicable taxes on the sale and sales charges on the purchase of the new Fund. |
56 | Prospectus 2020 |
■ | Class Inst shares of a Fund may be exchanged for Class A or Class Inst shares of another Fund. In certain circumstances, the front-end sales charge applicable to Class A shares may be waived on exchanges of Class Inst shares for Class A shares. See Buying, Selling and Exchanging Shares — Buying Shares — Eligible Investors — Class Inst Shares for details. |
■ | Class A shares of Columbia Ultra Short Term Bond Fund are not eligible for exchange by a Direct-at-Fund Account. |
■ | Class Inst shares of Columbia Ultra Short Term Bond Fund are not eligible for exchange by a Direct-at-Fund Account except for any current employee of the Investment Manager, the Distributor or the Transfer Agent and immediate family members of any of the foregoing who share the same address. |
■ | You may generally exchange Class V shares of a Fund for Class A shares of another Fund if the other Fund does not offer Class V shares. Class V shares exchanged into Class A shares cannot be exchanged back into Class V shares. |
Prospectus 2020 | 57 |
■ | It can earn income on its investments. Examples of fund income are interest paid on money market instruments and bonds, and dividends paid on common stocks. |
■ | A mutual fund can also have capital gains if the value of its investments increases. While a fund continues to hold an investment, any gain is generally unrealized. If the fund sells an investment, it generally will realize a capital gain if it sells that investment for a higher price than its adjusted cost basis, and will generally realize a capital loss if it sells that investment for a lower price than its adjusted cost basis. Capital gains and losses are either short-term or long-term, depending on whether the fund holds the securities for one year or less (short-term) or more than one year (long-term). |
Declaration and Distribution Schedule | |
Declarations | Quarterly |
Distributions | Quarterly |
58 | Prospectus 2020 |
■ | The Fund intends to qualify and to be eligible for treatment each year as a regulated investment company. A regulated investment company generally is not subject to tax at the fund level on income and gains from investments that are distributed to shareholders. However, the Fund's failure to qualify for treatment as a regulated investment company would result in Fund-level taxation, and consequently, a reduction in income available for distribution to you and in the NAV of your shares. Even if the Fund qualifies for treatment as a regulated investment company, the Fund may be subject to federal excise tax on certain undistributed income or gains. |
■ | Otherwise taxable distributions generally are taxable to you when paid, whether they are paid in cash or automatically reinvested in additional Fund shares. Dividends paid in January are deemed paid on December 31 of the prior year if the dividend was declared and payable to shareholders of record in October, November, or December of such prior year. |
■ | Distributions of the Fund's ordinary income and net short-term capital gain, if any, generally are taxable to you as ordinary income. Distributions of the Fund's net long-term capital gain, if any, generally are taxable to you as long-term capital gain. Whether capital gains are long-term or short-term is determined by how long the Fund has owned the investments that generated them, rather than how long you have owned your shares. |
■ | From time to time, a distribution from the Fund could constitute a return of capital. A return of capital is a return of an amount of your original investment and is not a distribution of income or capital gain from the Fund. Therefore, a return of capital is not taxable to you so long as the amount of the distribution does not exceed your tax basis in your Fund shares. A return of capital reduces your tax basis in your Fund shares, with any amounts exceeding such basis generally taxable as capital gain. |
■ | If you are an individual and you meet certain holding period and other requirements for your Fund shares, a portion of your distributions may be treated as “qualified dividend income” taxable at the lower net long-term capital gain rates instead of the higher ordinary income rates. Qualified dividend income is income attributable to the Fund's dividends received from certain U.S. and foreign corporations, as long as the Fund meets certain holding period and other requirements for the stock producing such dividends. |
■ | Certain high-income individuals (as well as estates and trusts) are subject to a 3.8% tax on net investment income. For individuals, the 3.8% tax applies to the lesser of (1) the amount (if any) by which the taxpayer's modified adjusted gross income exceeds certain threshold amounts or (2) the taxpayer's “net investment income.” |
Net investment income generally includes for this purpose dividends, including any capital gain dividends, paid by the Fund, and net gains recognized on the sale, redemption or exchange of shares of the Fund. |
■ | Certain derivative instruments when held in the Fund's portfolio subject the Fund to special tax rules, the effect of which may be to, among other things, accelerate income to the Fund, defer Fund losses, cause adjustments in the holding periods of Fund portfolio securities, or convert capital gains into ordinary income, short-term capital losses into long-term capital losses or long-term capital gains into short-term capital gains. These rules could therefore affect the amount, timing and/or character of distributions to shareholders. |
■ | Generally, a Fund realizes a capital gain or loss on an option when the option expires, or when it is exercised, sold or otherwise terminated. However, if an option is a “section 1256 contract,” which includes most traded options on a broad-based index, and the Fund holds such option at the end of its taxable year, the Fund is deemed to sell such option at fair market value at such time and recognize any gain or loss thereon, which is generally deemed to be 60% long-term and 40% short-term capital gain or loss, as described further in the SAI. |
■ | Income and proceeds received by the Fund from sources within foreign countries may be subject to foreign taxes. If at the end of the taxable year more than 50% of the value of the Fund's assets consists of securities of foreign |
Prospectus 2020 | 59 |
corporations, and the Fund makes a special election, you will generally be required to include in your income for U.S. federal income tax purposes your share of the qualifying foreign income taxes paid by the Fund in respect of its foreign portfolio securities. You may be able to claim a foreign tax credit or deduction in respect of this amount, subject to certain limitations. There is no assurance that the Fund will make this election for a taxable year, even if it is eligible to do so. |
■ | A sale, redemption or exchange of Fund shares is a taxable event. This includes redemptions where you are paid in securities. Your sales, redemptions and exchanges of Fund shares (including those paid in securities) usually will result in a taxable capital gain or loss to you, equal to the difference between the amount you receive for your shares (or are deemed to have received in the case of exchanges) and your adjusted tax basis in the shares, which is generally the amount you paid (or are deemed to have paid in the case of exchanges) for them. Any such capital gain or loss generally will be long-term capital gain or loss if you have held your Fund shares for more than one year at the time of sale or exchange. In certain circumstances, capital losses may be converted from short-term to long-term; in other circumstances, capital losses may be disallowed under the “wash sale” rules. |
■ | For sales, redemptions and exchanges of shares that were acquired in a non-qualified account after 2011, the Fund generally is required to report to shareholders and the Internal Revenue Service (IRS) cost basis information with respect to those shares. The Fund uses average cost basis as its default method of calculating cost basis. For more information regarding average cost basis reporting, other available cost basis methods, and selecting or changing to a different cost basis method, please see the SAI, columbiathreadneedleus.com, or contact the Fund at 800.345.6611. If you hold Fund shares through a financial intermediary (e.g., a brokerage firm), you should contact your financial intermediary to learn about its cost basis reporting default method and the reporting elections available to your account. |
■ | The Fund is required by federal law to withhold tax on any taxable or tax-exempt distributions and redemption proceeds paid to you (including amounts paid to you in securities and amounts deemed to be paid to you upon an exchange of shares) if: you have not provided a correct TIN or have not certified to the Fund that withholding does not apply, the IRS has notified us that the TIN listed on your account is incorrect according to its records, or the IRS informs the Fund that you are otherwise subject to backup withholding. |
60 | Prospectus 2020 |
Prospectus 2020 | 61 |
Net asset value,
beginning of period |
Net
investment income |
Net
realized and unrealized gain (loss) |
Total from
investment operations |
Distributions
from net investment income |
Distributions
from net realized gains |
Total
distributions to shareholders |
|
Class A | |||||||
Year Ended 12/31/2019 | $12.07 | 0.21 | 3.11 | 3.32 | (0.21) | (1.41) | (1.62) |
Year Ended 12/31/2018 | $14.02 | 0.18 | (1.17) | (0.99) | (0.19) | (0.77) | (0.96) |
Year Ended 12/31/2017 | $15.37 | 0.22 | 0.56 | 0.78 | (0.22) | (1.91) | (2.13) |
Year Ended 12/31/2016 | $15.30 | 0.22 | 0.54 | 0.76 | (0.23) | (0.46) | (0.69) |
Year Ended 12/31/2015 | $15.95 | 0.21 | 0.42 | 0.63 | (0.21) | (1.07) | (1.28) |
Advisor Class | |||||||
Year Ended 12/31/2019 | $12.34 | 0.26 | 3.19 | 3.45 | (0.25) | (1.41) | (1.66) |
Year Ended 12/31/2018 | $14.32 | 0.23 | (1.21) | (0.98) | (0.23) | (0.77) | (1.00) |
Year Ended 12/31/2017 | $15.65 | 0.29 | 0.55 | 0.84 | (0.26) | (1.91) | (2.17) |
Year Ended 12/31/2016 | $15.56 | 0.30 | 0.52 | 0.82 | (0.27) | (0.46) | (0.73) |
Year Ended 12/31/2015 | $16.20 | 0.31 | 0.36 | 0.67 | (0.24) | (1.07) | (1.31) |
Class C | |||||||
Year Ended 12/31/2019 | $12.06 | 0.10 | 3.12 | 3.22 | (0.11) | (1.41) | (1.52) |
Year Ended 12/31/2018 | $14.02 | 0.06 | (1.16) | (1.10) | (0.09) | (0.77) | (0.86) |
Year Ended 12/31/2017 | $15.37 | 0.11 | 0.56 | 0.67 | (0.11) | (1.91) | (2.02) |
Year Ended 12/31/2016 | $15.30 | 0.11 | 0.53 | 0.64 | (0.11) | (0.46) | (0.57) |
Year Ended 12/31/2015 | $15.95 | 0.09 | 0.42 | 0.51 | (0.09) | (1.07) | (1.16) |
Institutional Class | |||||||
Year Ended 12/31/2019 | $12.10 | 0.25 | 3.12 | 3.37 | (0.25) | (1.41) | (1.66) |
Year Ended 12/31/2018 | $14.05 | 0.22 | (1.17) | (0.95) | (0.23) | (0.77) | (1.00) |
Year Ended 12/31/2017 | $15.40 | 0.25 | 0.57 | 0.82 | (0.26) | (1.91) | (2.17) |
Year Ended 12/31/2016 | $15.33 | 0.26 | 0.54 | 0.80 | (0.27) | (0.46) | (0.73) |
Year Ended 12/31/2015 | $15.98 | 0.24 | 0.43 | 0.67 | (0.25) | (1.07) | (1.32) |
Institutional 2 Class | |||||||
Year Ended 12/31/2019 | $12.06 | 0.22 | 3.15 | 3.37 | (0.27) | (1.41) | (1.68) |
Year Ended 12/31/2018 | $14.01 | 0.24 | (1.18) | (0.94) | (0.24) | (0.77) | (1.01) |
Year Ended 12/31/2017 | $15.36 | 0.29 | 0.56 | 0.85 | (0.29) | (1.91) | (2.20) |
Year Ended 12/31/2016 | $15.29 | 0.29 | 0.53 | 0.82 | (0.29) | (0.46) | (0.75) |
Year Ended 12/31/2015 | $15.94 | 0.31 | 0.38 | 0.69 | (0.27) | (1.07) | (1.34) |
Institutional 3 Class | |||||||
Year Ended 12/31/2019 | $12.19 | 0.26 | 3.16 | 3.42 | (0.28) | (1.41) | (1.69) |
Year Ended 12/31/2018 | $14.15 | 0.25 | (1.19) | (0.94) | (0.25) | (0.77) | (1.02) |
Year Ended 12/31/2017(d) | $15.97 | 0.28 | 0.10 | 0.38 | (0.29) | (1.91) | (2.20) |
62 | Prospectus 2020 |
Net
asset value, end of period |
Total
return |
Total gross
expense ratio to average net assets(a) |
Total net
expense ratio to average net assets(a), (b) |
Net investment
income ratio to average net assets |
Portfolio
turnover |
Net
assets, end of period (000's) |
|
Class A | |||||||
Year Ended 12/31/2019 | $13.77 | 28.04% | 1.29% | 1.28% (c) | 1.47% | 20% | $73,522 |
Year Ended 12/31/2018 | $12.07 | (7.48%) | 1.29% | 1.29% (c) | 1.35% | 18% | $63,934 |
Year Ended 12/31/2017 | $14.02 | 5.07% | 1.28% | 1.28% (c) | 1.41% | 27% | $84,557 |
Year Ended 12/31/2016 | $15.37 | 4.99% | 1.24% | 1.24% (c) | 1.43% | 36% | $115,826 |
Year Ended 12/31/2015 | $15.30 | 4.32% | 1.25% | 1.25% (c) | 1.33% | 32% | $123,136 |
Advisor Class | |||||||
Year Ended 12/31/2019 | $14.13 | 28.47% | 1.04% | 1.04% (c) | 1.81% | 20% | $2,005 |
Year Ended 12/31/2018 | $12.34 | (7.30%) | 1.03% | 1.03% (c) | 1.69% | 18% | $480 |
Year Ended 12/31/2017 | $14.32 | 5.37% | 1.04% | 1.04% (c) | 1.85% | 27% | $539 |
Year Ended 12/31/2016 | $15.65 | 5.28% | 1.00% | 1.00% (c) | 1.86% | 36% | $428 |
Year Ended 12/31/2015 | $15.56 | 4.56% | 1.00% | 1.00% (c) | 1.98% | 32% | $363 |
Class C | |||||||
Year Ended 12/31/2019 | $13.76 | 27.11% | 2.03% | 2.03% (c) | 0.68% | 20% | $4,623 |
Year Ended 12/31/2018 | $12.06 | (8.24%) | 2.04% | 2.04% (c) | 0.47% | 18% | $4,795 |
Year Ended 12/31/2017 | $14.02 | 4.28% | 2.03% | 2.03% (c) | 0.68% | 27% | $13,222 |
Year Ended 12/31/2016 | $15.37 | 4.21% | 1.99% | 1.99% (c) | 0.68% | 36% | $16,965 |
Year Ended 12/31/2015 | $15.30 | 3.53% | 2.00% | 2.00% (c) | 0.56% | 32% | $18,523 |
Institutional Class | |||||||
Year Ended 12/31/2019 | $13.81 | 28.38% | 1.03% | 1.03% (c) | 1.73% | 20% | $162,706 |
Year Ended 12/31/2018 | $12.10 | (7.23%) | 1.04% | 1.04% (c) | 1.63% | 18% | $136,079 |
Year Ended 12/31/2017 | $14.05 | 5.32% | 1.03% | 1.03% (c) | 1.60% | 27% | $167,023 |
Year Ended 12/31/2016 | $15.40 | 5.23% | 0.99% | 0.99% (c) | 1.68% | 36% | $301,531 |
Year Ended 12/31/2015 | $15.33 | 4.57% | 1.00% | 1.00% (c) | 1.56% | 32% | $319,237 |
Institutional 2 Class | |||||||
Year Ended 12/31/2019 | $13.75 | 28.49% | 0.89% | 0.89% | 1.57% | 20% | $1,370 |
Year Ended 12/31/2018 | $12.06 | (7.12%) | 0.89% | 0.89% | 1.81% | 18% | $7,700 |
Year Ended 12/31/2017 | $14.01 | 5.48% | 0.89% | 0.89% | 1.89% | 27% | $8,368 |
Year Ended 12/31/2016 | $15.36 | 5.39% | 0.85% | 0.85% | 1.86% | 36% | $8,580 |
Year Ended 12/31/2015 | $15.29 | 4.74% | 0.85% | 0.85% | 2.05% | 32% | $7,102 |
Institutional 3 Class | |||||||
Year Ended 12/31/2019 | $13.92 | 28.58% | 0.84% | 0.84% | 1.84% | 20% | $44,827 |
Year Ended 12/31/2018 | $12.19 | (7.07%) | 0.85% | 0.85% | 1.88% | 18% | $59,640 |
Year Ended 12/31/2017(d) | $14.15 | 2.38% | 0.84% (e) | 0.84% (e) | 2.13% (e) | 27% | $66,446 |
Prospectus 2020 | 63 |
Net asset value,
beginning of period |
Net
investment income |
Net
realized and unrealized gain (loss) |
Total from
investment operations |
Distributions
from net investment income |
Distributions
from net realized gains |
Total
distributions to shareholders |
|
Class R | |||||||
Year Ended 12/31/2019 | $12.05 | 0.16 | 3.13 | 3.29 | (0.18) | (1.41) | (1.59) |
Year Ended 12/31/2018 | $14.01 | 0.15 | (1.18) | (1.03) | (0.16) | (0.77) | (0.93) |
Year Ended 12/31/2017 | $15.36 | 0.19 | 0.56 | 0.75 | (0.19) | (1.91) | (2.10) |
Year Ended 12/31/2016 | $15.29 | 0.19 | 0.53 | 0.72 | (0.19) | (0.46) | (0.65) |
Year Ended 12/31/2015 | $15.94 | 0.17 | 0.42 | 0.59 | (0.17) | (1.07) | (1.24) |
Notes to Financial Highlights | |
(a) | In addition to the fees and expenses that the Fund bears directly, the Fund indirectly bears a pro rata share of the fees and expenses of any other funds in which it invests. Such indirect expenses are not included in the Fund's reported expense ratios. |
(b) | Total net expenses include the impact of certain fee waivers/expense reimbursements made by the Investment Manager and certain of its affiliates, if applicable. |
(c) | The benefits derived from expense reductions had an impact of less than 0.01%. |
(d) | Institutional 3 Class shares commenced operations on March 1, 2017. Per share data and total return reflect activity from that date. |
(e) | Annualized. |
64 | Prospectus 2020 |
Net
asset value, end of period |
Total
return |
Total gross
expense ratio to average net assets(a) |
Total net
expense ratio to average net assets(a), (b) |
Net investment
income ratio to average net assets |
Portfolio
turnover |
Net
assets, end of period (000's) |
|
Class R | |||||||
Year Ended 12/31/2019 | $13.75 | 27.77% | 1.53% | 1.53% (c) | 1.10% | 20% | $3,726 |
Year Ended 12/31/2018 | $12.05 | (7.78%) | 1.54% | 1.54% (c) | 1.12% | 18% | $5,038 |
Year Ended 12/31/2017 | $14.01 | 4.81% | 1.53% | 1.53% (c) | 1.22% | 27% | $6,735 |
Year Ended 12/31/2016 | $15.36 | 4.73% | 1.49% | 1.49% (c) | 1.21% | 36% | $8,557 |
Year Ended 12/31/2015 | $15.29 | 4.06% | 1.50% | 1.50% (c) | 1.09% | 32% | $9,140 |
Prospectus 2020 | 65 |
■ | Employer-sponsored retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and defined benefit plans). For purposes of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs or SAR-SEPs. |
■ | Shares purchased through an Ameriprise Financial Services investment advisory program (if an Advisory or similar share class for such investment advisory program is not available). |
■ | Shares purchased by third party investment advisors on behalf of their advisory clients through Ameriprise Financial Services’ platform (if an Advisory or similar share class for such investment advisory program is not available). |
■ | Shares purchased through reinvestment of dividends and capital gain distributions when purchasing shares of the same Fund (but not any other fund within the Columbia Funds). |
■ | Shares exchanged from Class C shares of the same fund in the month of or following the 10-year anniversary of the purchase date. To the extent that this prospectus elsewhere provides for a waiver with respect to such shares following a shorter holding period, that waiver will apply to exchanges following such shorter period. To the extent that this prospectus elsewhere provides for a waiver with respect to exchanges of Class C shares for load waived shares, that waiver will also apply to such exchanges. |
■ | Employees and registered representatives of Ameriprise Financial Services or its affiliates and their immediate family members. |
■ | Shares purchased by or through qualified accounts (including IRAs, Coverdell Education Savings Accounts, 401(k)s, 403(b) TSCAs subject to ERISA and defined benefit plans) that are held by a covered family member, defined as an Ameriprise financial advisor and/or the advisor’s spouse, advisor’s lineal ascendant (mother, father, grandmother, grandfather, great grandmother, great grandfather), advisor’s lineal descendant (son, step-son, daughter, step-daughter, grandson, granddaughter, great grandson, great granddaughter) or any spouse of a covered family member who is a lineal descendant. |
A-1 | Prospectus 2020 |
■ | Shares purchased from the proceeds of redemptions within the Columbia Funds, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load (i.e., rights of reinstatement). |
■ | The applicable sales charge on a purchase of Class A shares is determined by taking into account all share classes (except any money market funds and retirement plan share classes) of Columbia Funds held by the shareholder or in an account grouped by Edward Jones with other accounts for the purpose of providing certain pricing considerations ("pricing groups"). This includes all share classes held on the Edward Jones platform and/or held on another platform. The inclusion of eligible Columbia Fund assets in the rights of accumulation calculation is dependent on the shareholder notifying his or her financial advisor of such assets at the time of calculation. |
■ | ROA is determined by calculating the higher of cost or market value (current shares x NAV). |
■ | Through a LOI, shareholders can receive the sales charge and breakpoint discounts for purchases shareholders intend to make over a 13-month period from the date Edward Jones receives the LOI. The LOI is determined by calculating the higher of cost or market value of qualifying holdings at LOI initiation in combination with the value that the shareholder intends to buy over a 13-month period to calculate the front-end sales charge and any breakpoint discounts. Each purchase the shareholder makes during that 13-month period will receive the sales charge and breakpoint discount that applies to the total amount. The inclusion of eligible Columbia Fund assets in the LOI calculation is dependent on the shareholder notifying his or her financial advisor of such assets at the time of calculation. Purchases made before the LOI is received by Edward Jones are not covered under the LOI and will not reduce the sales charge previously paid. Sales charges will be adjusted if LOI is not met. |
■ | Associates of Edward Jones and its affiliates and their family members who are in the same pricing group (as determined by Edward Jones under its policies and procedures) as the associate. This waiver will continue for the remainder of the associate's life if the associate retires from Edward Jones in good-standing. |
■ | Shares purchased in an Edward Jones fee-based program. |
■ | Shares purchased through reinvestment of capital gains distributions and dividend reinvestment. |
■ | Shares purchased from the proceeds of redeemed shares of Columbia Funds so long as the following conditions are met: 1) the proceeds are from the sale of shares within 60 days of the purchase, and 2) the sale and purchase are made in the same share class and the same account or the purchase is made in an individual retirement account with proceeds from liquidations in a non-retirement account. |
Prospectus 2020 | A-2 |
■ | Shares exchanged into Class A shares from another share class so long as the exchange is into the same fund and was initiated at the discretion of Edward Jones. Edward Jones is responsible for any remaining CDSC due to the fund company, if applicable. Any future purchases are subject to the applicable sales charge as disclosed in the prospectus. |
■ | Exchanges from Class C shares to Class A shares of the same fund, generally, in the 84th month following the anniversary of the purchase date or earlier at the discretion of Edward Jones. |
■ | The death or disability of the shareholder |
■ | Systematic withdrawals with up to 10% per year of the account value |
■ | Return of excess contributions from an Individual Retirement Account (IRA) |
■ | Shares sold as part of a required minimum distribution for IRA and retirement accounts if the redemption is taken in or after the year the shareholder reaches qualified age based on applicable IRS regulations |
■ | Shares sold to pay Edward Jones fees or costs in such cases where the transaction is initiated by Edward Jones |
■ | Shares exchanged in an Edward Jones fee-based program |
■ | Shares acquired through NAV reinstatement |
■ | $250 initial purchase minimum |
■ | $50 subsequent purchase minimum |
■ | Edward Jones has the right to redeem at its discretion fund holdings with a balance of $250 or less. The following are examples of accounts that are not included in this policy: |
■ | A fee-based account held on an Edward Jones platform |
■ | A 529 account held on an Edward Jones platform |
■ | An account with an active systematic investment plan or letter of intent (LOI) |
■ | At any time it deems necessary, Edward Jones has the authority to exchange at NAV a shareholder's holdings in a fund to Class A shares. |
■ | Shares purchased through reinvestment of capital gains distributions and dividend reinvestment when purchasing shares of the same fund (but not any other Columbia Fund). |
A-3 | Prospectus 2020 |
■ | Shares purchased by employees and registered representatives of Janney or its affiliates and their family members as designated by Janney. |
■ | Shares purchased from the proceeds of redemptions from another Columbia Fund, provided (1) the repurchase occurs within ninety (90) days following the redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load (i.e., right of reinstatement). |
■ | Employer-sponsored retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and defined benefit plans). For purposes of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs, SAR-SEPs or Keogh plans. |
■ | Shares acquired through a right of reinstatement. |
■ | Class C shares that are no longer subject to a contingent deferred sales charge and are converted to Class A shares of the same fund pursuant to Janney’s policies and procedures. |
■ | Shares sold upon the death or disability of the shareholder. |
■ | Shares sold as part of a systematic withdrawal plan as described in the Fund’s prospectus. |
■ | Shares purchased in connection with a return of excess contributions from an IRA account. |
■ | Shares sold as part of a required minimum distribution for IRA and retirement accounts if the redemption is taken in or after the year the shareholder reaches qualified age based on applicable IRS regulations. |
■ | Shares sold to pay Janney fees but only if the transaction is initiated by Janney. |
■ | Shares acquired through a right of reinstatement. |
■ | Shares exchanged into the same share class of a different fund. |
■ | Breakpoints as described in the Fund’s prospectus. |
■ | Rights of accumulation (“ROA”), which entitle shareholders to breakpoint discounts, will be automatically calculated based on the aggregated holding of Columbia Fund assets held by accounts within the purchaser’s household at Janney. Eligible Columbia Fund assets not held at Janney may be included in the ROA calculation only if the shareholder notifies his or her financial advisor about such assets. |
■ | Letters of intent which allow for breakpoint discounts based on anticipated purchases within the Columbia Funds, over a 13-month time period. Eligible Columbia Fund assets not held at Janney may be included in the calculation of letters of intent only if the shareholder notifies his or her financial advisor about such assets. |
■ | Breakpoints as described in this prospectus. |
■ | Rights of Accumulation (ROA) which entitle shareholders to breakpoint discounts as described in the Fund’s prospectus will be automatically calculated based on the aggregated holding of Columbia Fund assets held by |
Prospectus 2020 | A-4 |
accounts (including 529 program holdings, where applicable) within the purchaser’s household at Merrill Lynch. Eligible Columbia Fund assets not held at Merrill Lynch may be included in the ROA calculation only if the shareholder notifies his or her financial advisor about such assets. |
■ | Letters of Intent (LOI) which allow for breakpoint discounts based on anticipated purchases of Columbia Funds, through Merrill Lynch, over a 13-month period of time (if applicable). |
■ | Employer-sponsored retirement, deferred compensation and employee benefit plans (including health savings accounts) and trusts used to fund those plans, provided that the shares are not held in a commission-based brokerage account and shares are held for the benefit of the plan |
■ | Shares purchased by a 529 Plan (does not include 529 Plan units or 529-specific share classes or equivalents) |
■ | Shares purchased through a Merrill Lynch affiliated investment advisory program |
■ | Shares exchanged due to the holdings moving from a Merrill Lynch affiliated investment advisory program to a Merrill Lynch brokerage (non-advisory) account pursuant to Merrill Lynch’s policies relating to sales load discounts and waivers |
■ | Shares purchased by third party investment advisors on behalf of their advisory clients through Merrill Lynch’s platform |
■ | Shares of funds purchased through the Merrill Edge Self-Directed platform (if applicable) |
■ | Shares purchased through reinvestment of capital gains distributions and dividend reinvestment when purchasing shares of the same Fund (but not any other Columbia Fund) |
■ | Shares exchanged from Class C (i.e., level-load) shares of the same fund pursuant to Merrill Lynch’s policies relating to sales load discounts and waivers |
■ | Employees and registered representatives of Merrill Lynch or its affiliates and their family members |
■ | Directors or Trustees of the Fund, and employees of the Fund’s investment adviser or any of its affiliates, as described in this prospectus |
■ | Eligible shares purchased from the proceeds of redemptions from another Columbia Fund, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load (known as Rights of Reinstatement). Automated transactions (i.e. systematic purchases and withdrawals) and purchases made after shares are automatically sold to pay Merrill Lynch’s account maintenance fees are not eligible for reinstatement |
■ | Death or disability of the shareholder |
■ | Shares sold as part of a systematic withdrawal plan as described in the Fund’s prospectus |
■ | Return of excess contributions from an IRA Account |
■ | Shares sold as part of a required minimum distribution for IRA and retirement accounts pursuant to the Internal Revenue Code |
■ | Shares sold to pay Merrill Lynch fees but only if the transaction is initiated by Merrill Lynch |
■ | Shares acquired through a right of reinstatement |
■ | Shares held in retirement brokerage accounts, that are exchanged for a lower cost share class due to transfer to certain fee based accounts or platforms (applicable to Class A and Class C shares only) |
■ | Shares received through an exchange due to the holdings moving from a Merrill Lynch affiliated investment advisory program to a Merrill Lynch brokerage (non-advisory) account pursuant to Merrill Lynch’s policies relating to sales load discounts and waivers |
A-5 | Prospectus 2020 |
■ | Employer-sponsored retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and defined benefit plans). For purposes of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs, SAR-SEPs or Keogh plans |
■ | Morgan Stanley employee and employee-related accounts according to Morgan Stanley’s account linking rules |
■ | Shares purchased through reinvestment of dividends and capital gains distributions when purchasing shares of the same fund |
■ | Shares purchased through a Morgan Stanley self-directed brokerage account |
■ | Class C (i.e., level-load) shares that are no longer subject to a contingent deferred sales charge and are exchanged for Class A shares of the same fund pursuant to Morgan Stanley Wealth Management’s share class exchange program |
■ | Shares purchased from the proceeds of redemptions from another Columbia Fund, provided (i) the repurchase occurs within 90 days following the redemption, (ii) the redemption and purchase occur in the same account, and (iii) redeemed shares were subject to a front-end or deferred sales charge. |
■ | Shares purchased in an investment advisory program. |
■ | Shares purchased within the Columbia Funds through a systematic reinvestment of capital gains and dividend distributions. |
■ | Employees and registered representatives of Raymond James or its affiliates and their family members as designated by Raymond James. |
Prospectus 2020 | A-6 |
■ | Shares purchased from the proceeds of redemptions within the Columbia Funds, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load (known as Rights of Reinstatement). |
■ | A shareholder in the Fund’s Class C shares will have their shares converted at net asset value to Class A shares (or the appropriate share class) of the Fund if the shares are no longer subject to a CDSC and the conversion is in line with the policies and procedures of Raymond James. |
■ | Death or disability of the shareholder. |
■ | Shares sold as part of a systematic withdrawal plan as described in the Fund’s prospectus. |
■ | Return of excess contributions from an IRA Account. |
■ | Shares sold as part of a required minimum distribution for IRA and retirement accounts due to the shareholder reaching the qualified age based on applicable IRS regulations as described in the Fund’s prospectus. |
■ | Shares sold to pay Raymond James fees but only if the transaction is initiated by Raymond James. |
■ | Shares acquired through a right of reinstatement. |
■ | Breakpoints as described in this prospectus. |
■ | Rights of accumulation which entitle shareholders to breakpoint discounts will be automatically calculated based on the aggregated holding of Columbia Fund assets held by accounts within the purchaser’s household at Raymond James. Eligible Columbia Fund assets not held at Raymond James may be included in the calculation of rights of accumulation only if the shareholder notifies his or her financial advisor about such assets. |
■ | Letters of intent which allow for breakpoint discounts based on anticipated purchases within the Columbia Funds, over a 13-month time period. Eligible Columbia Fund assets not held at Raymond James may be included in the calculation of letters of intent only if the shareholder notifies his or her financial advisor about such assets. |
■ | For employer-sponsored retirement plans held through a commissionable brokerage account, Class A shares are available at NAV (i.e., without a sales charge). For this purpose, employer-sponsored retirement plans include, but are not limited to, 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and defined benefit plans. For purposes of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs, SAR-SEPs or Keogh plans. |
A-7 | Prospectus 2020 |
Columbia Adaptive Retirement 2020 Fund | ||
Class Adv: CARGX | Class Inst3: CARHX | |
Columbia Adaptive Retirement 2025 Fund | ||
Class Adv: CAAHX | Class Inst3: CAIDX | |
Columbia Adaptive Retirement 2030 Fund | ||
Class Adv: CARLX | Class Inst3: CARMX | |
Columbia Adaptive Retirement 2035 Fund | ||
Class Adv: CARJX | Class Inst3: CAIEX | |
Columbia Adaptive Retirement 2040 Fund | ||
Class Adv: CAROX | Class Inst3: CARQX | |
Columbia Adaptive Retirement 2045 Fund | ||
Class Adv: CARPX | Class Inst3: CAIHX | |
Columbia Adaptive Retirement 2050 Fund | ||
Class Adv: CARSX | Class Inst3: CARUX | |
Columbia Adaptive Retirement 2055 Fund | ||
Class Adv: CARFX | Class Inst3: CAIJX | |
Columbia Adaptive Retirement 2060 Fund | ||
Class Adv: CARKX | Class Inst3: CARVX | |
Columbia Adaptive Risk Allocation Fund | ||
Class A: CRAAX | Class Adv: CARRX | Class C: CRACX |
Class Inst: CRAZX | Class Inst2: CRDRX | Class Inst3: CARYX |
Class R: CRKRX | ||
Columbia Balanced Fund | ||
Class A: CBLAX | Class Adv: CBDRX | Class C: CBLCX |
Class Inst: CBALX | Class Inst2: CLREX | Class Inst3: CBDYX |
Class R: CBLRX | ||
Columbia Bond Fund | ||
Class A: CNDAX | Class Adv: CNDRX | Class C: CNDCX |
Class Inst: UMMGX | Class Inst2: CNFRX | Class Inst3: CBFYX |
Class R: CBFRX | Class V: CNDTX | |
Columbia Connecticut Intermediate Municipal Bond Fund | ||
Class A: LCTAX | Class Adv: CCTMX | Class C: LCTCX |
Class Inst: SCTEX | Class Inst3: CCTYX | Class V: GCBAX |
Columbia Contrarian Core Fund | ||
Class A: LCCAX | Class Adv: CORRX | Class C: LCCCX |
Class Inst: SMGIX | Class Inst2: COFRX | Class Inst3: COFYX |
Class R: CCCRX | Class V: SGIEX | |
Columbia Corporate Income Fund | ||
Class A: LIIAX | Class Adv: CIFRX | Class C: CIOCX |
Class Inst: SRINX | Class Inst2: CPIRX | Class Inst3: CRIYX |
Columbia Disciplined Small Core Fund | ||
Class A: LSMAX | Class Adv: CFFRX | Class C: LSMCX |
Class Inst: SMCEX | Class Inst2: CLLRX | Class Inst3: CPFRX |
Class V: SSCEX | ||
Columbia Dividend Income Fund | ||
Class A: LBSAX | Class Adv: CVIRX | Class C: LBSCX |
Class Inst: GSFTX | Class Inst2: CDDRX | Class Inst3: CDDYX |
Class R: CDIRX | Class V: GEQAX | |
Columbia Emerging Markets Fund | ||
Class A: EEMAX | Class Adv: CEMHX | Class C: EEMCX |
Class Inst: UMEMX | Class Inst2: CEKRX | Class Inst3: CEKYX |
Class R: CEMRX | ||
Columbia Global Dividend Opportunity Fund | ||
Class A: CSVAX | Class Adv: CGOLX | Class C: CSRCX |
Class Inst: CSVFX | Class Inst2: CADPX | Class Inst3: CLSYX |
Class R: CSGRX | ||
Columbia Global Energy and Natural Resources Fund | ||
Class A: EENAX | Class Adv: CENRX | Class C: EENCX |
Class Inst: UMESX | Class Inst2: CNRRX | Class Inst3: CGEYX |
Class R: CETRX |
Columbia Solutions Aggressive Portfolio | ||
Columbia Solutions Conservative Portfolio | ||
Columbia Strategic California Municipal Income Fund | ||
Class A: CLMPX | Class Adv: CCARX | Class C: CCAOX |
Class Inst: CCAZX | Class Inst2: CCAUX | Class Inst3: CCXYX |
Columbia Strategic Income Fund | ||
Class A: COSIX | Class Adv: CMNRX | Class C: CLSCX |
Class Inst: LSIZX | Class Inst2: CTIVX | Class Inst3: CPHUX |
Class R: CSNRX | ||
Columbia Strategic New York Municipal Income Fund | ||
Class A: COLNX | Class Adv: CNYEX | Class C: CNYCX |
Class Inst: CNYZX | Class Inst2: CNYRX | Class Inst3: CNTYX |
Columbia Tax-Exempt Fund | ||
Class A: COLTX | Class Adv: CTERX | Class C: COLCX |
Class Inst: CTEZX | Class Inst2: CADMX | Class Inst3: CTEYX |
Columbia Total Return Bond Fund | ||
Class A: LIBAX | Class Adv: CBNRX | Class C: LIBCX |
Class Inst: SRBFX | Class Inst2: CTBRX | Class Inst3: CTBYX |
Class R: CIBRX | ||
Columbia U.S. Social Bond Fund | ||
Class A: CONAX | Class Adv: CONFX | Class C: CONCX |
Class Inst: CONZX | Class Inst2: COVNX | Class Inst3: CONYX |
Columbia U.S. Treasury Index Fund | ||
Class A: LUTAX | Class C: LUTCX | Class Inst: IUTIX |
Class Inst2: CUTRX | Class Inst3: CUTYX |
Columbia Ultra Short Term Bond Fund | ||
Class A: CUSOX | Class Adv: CUSHX | Class Inst: CUSBX |
Class Inst3: CMGUX | ||
Multi-Manager Alternative Strategies Fund | ||
Class Inst: CZAMX | ||
Multi-Manager Directional Alternative Strategies Fund | ||
Class Inst: CDAZX | ||
Multi-Manager Growth Strategies Fund | ||
Class Inst: CZMGX | Class Inst3: CABGX | |
Multi-Manager International Equity Strategies Fund | ||
Class Inst: CMIEX | Class Inst3: CIEEX | |
Multi-Manager Small Cap Equity Strategies Fund | ||
Class Inst: CZMSX | Class Inst3: CSCLX | |
Multi-Manager Total Return Bond Strategies Fund | ||
Class Inst: CTRZX | Class Inst3: CTREX | |
Multisector Bond SMA Completion Portfolio | ||
MBSAX | ||
Overseas SMA Completion Portfolio | ||
OSCBX |
Fund Name and Fiscal Year End: | Shareholder Report: |
March 31 | Annual Report |
Columbia Adaptive Retirement 2020 Fund
Columbia Adaptive Retirement 2025 Fund Columbia Adaptive Retirement 2030 Fund Columbia Adaptive Retirement 2035 Fund Columbia Adaptive Retirement 2040 Fund Columbia Adaptive Retirement 2045 Fund Columbia Adaptive Retirement 2050 Fund Columbia Adaptive Retirement 2055 Fund Columbia Adaptive Retirement 2060 Fund Columbia Pacific/Asia Fund Columbia Select Large Cap Growth Fund Columbia Solutions Aggressive Portfolio Columbia Solutions Conservative Portfolio Multi-Manager Growth Strategies Fund |
|
Multi-Manager Growth Strategies Fund | Semiannual Report |
Fund Name and Fiscal Year End: | Shareholder Report: |
April 30 | Annual Report |
Columbia Bond Fund
Columbia Corporate Income Fund Columbia Multi-Asset Income Fund Columbia Small Cap Value Fund I Columbia Total Return Bond Fund Columbia U.S. Treasury Index Fund Multi-Manager Directional Alternative Strategies Fund |
|
May 31 | Annual Report |
Columbia Adaptive Risk Allocation Fund
Columbia Dividend Income Fund Columbia High Yield Municipal Fund Columbia Multi Strategy Alternatives Fund |
|
July 31 | Annual Report |
Columbia Large Cap Growth Fund
Columbia Oregon Intermediate Municipal Bond Fund Columbia Tax-Exempt Fund Columbia Ultra Short Term Bond Fund Columbia U.S. Social Bond Fund |
|
August 31 | Annual Report |
Columbia Balanced Fund
Columbia Contrarian Core Fund Columbia Disciplined Small Core Fund Columbia Emerging Markets Fund Columbia Global Dividend Opportunity Fund Columbia Global Energy and Natural Resources Fund Columbia Global Technology Growth Fund Columbia Greater China Fund Columbia Mid Cap Growth Fund Columbia Small Cap Growth Fund I Columbia Strategic Income Fund Multi-Manager Alternative Strategies Fund Multi-Manager International Equity Strategies Fund Multi-Manager Small Cap Equity Strategies Fund Multi-Manager Total Return Bond Fund Multisector Bond SMA Completion Portfolio Overseas SMA Completion Portfolio |
|
October 31 | Annual Report |
Columbia Connecticut Intermediate Municipal Bond Fund
Columbia Intermediate Municipal Bond Fund Columbia Massachusetts Intermediate Municipal Bond Fund Columbia New York Intermediate Municipal Bond Fund Columbia Strategic California Municipal Income Fund Columbia Strategic New York Municipal Income Fund |
|
December 31 | Annual Report |
Columbia Real Estate Equity Fund |
|
2 |
|
8 |
|
11 |
|
20 |
|
20 |
|
56 |
|
86 |
|
86 |
|
87 |
|
89 |
|
89 |
|
119 |
|
142 |
|
151 |
|
151 |
|
153 |
|
157 |
|
158 |
|
160 |
|
165 |
|
165 |
|
166 |
|
169 |
|
169 |
|
183 |
|
188 |
|
188 |
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191 |
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194 |
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196 |
|
201 |
|
201 |
|
201 |
|
201 |
|
208 |
|
210 |
|
212 |
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212 |
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213 |
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215 |
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215 |
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216 |
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218 |
|
236 |
|
276 |
|
A-1 |
|
B-1 |
|
C-1 |
|
D-1 |
|
S-1 |
Statement of Additional Information – May 1, 2020 | 1 |
■ | the organization of the Trust; |
■ | the Funds' investments; |
■ | the Funds' investment adviser, investment subadviser(s) (if any) and other service providers, including roles and relationships of Ameriprise Financial and its affiliates, and conflicts of interest; |
■ | the governance of the Funds; |
■ | the Funds' brokerage practices; |
■ | the share classes offered by the Funds; |
■ | the purchase, redemption and pricing of Fund shares; and |
■ | the application of U.S. federal income tax laws. |
1933 Act | Securities Act of 1933, as amended |
1934 Act | Securities Exchange Act of 1934, as amended |
1940 Act | Investment Company Act of 1940, as amended |
Adaptive Retirement Funds | The Funds within the Columbia Funds Complex that include “Adaptive Retirement” within the fund name. |
AlphaSimplex | AlphaSimplex Group, LLC |
Administrative Services Agreement | The Administrative Services Agreement, as amended, if applicable, between the Trust, on behalf of the Funds, and the Investment Manager |
Ameriprise Financial | Ameriprise Financial, Inc. |
AQR | AQR Capital Management, LLC |
Arrowstreet | Arrowstreet Capital, Limited Partnership |
Statement of Additional Information – May 1, 2020 | 2 |
Baillie Gifford | Baillie Gifford Overseas Limited |
Bank of America | Bank of America Corporation |
BMO | BMO Asset Management Corp. |
Board | The Trust’s Board of Trustees |
Boston Partners | Boston Partners Global Investors, Inc. |
Business Day | Any day on which the NYSE is open for business. A business day typically ends at the close of regular trading on the NYSE, usually at 4:00 p.m. Eastern time. If the NYSE is scheduled to close early, the business day will be considered to end as of the time of the NYSE’s scheduled close. The Fund will not treat an intraday unscheduled disruption in NYSE trading or an intraday unscheduled closing as a close of regular trading on the NYSE for these purposes and will price its shares as of the regularly scheduled closing time for that day (typically, 4:00 p.m. Eastern time). Notwithstanding the foregoing, the NAV of Fund shares may be determined at such other time or times (in addition to or in lieu of the time set forth above) as the Fund’s Board may approve or ratify. On holidays and other days when the NYSE is closed, the Fund's NAV is not calculated and the Fund does not accept buy or sell orders. However, the value of the Fund's assets may still be affected on such days to the extent that the Fund holds foreign securities that trade on days that foreign securities markets are open. |
Causeway | Causeway Capital Management LLC |
CEA | Commodity Exchange Act |
CFST | Columbia Funds Series Trust |
CFST I | Columbia Funds Series Trust I |
CFST II | Columbia Funds Series Trust II |
CFTC | The United States Commodity Futures Trading Commission |
CMOs | Collateralized mortgage obligations |
Code | Internal Revenue Code of 1986, as amended |
Codes of Ethics | The codes of ethics adopted by the Funds, the Investment Manager, Columbia Management Investment Distributors, Inc. and/or any sub-adviser, as applicable, pursuant to Rule 17j-1 under the 1940 Act |
Columbia Funds or Columbia Funds Complex | The fund complex, including the Funds, that is comprised of the registered investment companies, including traditional mutual funds, closed-end funds, and ETFs, advised by the Investment Manager or its affiliates |
Columbia Management | Columbia Management Investment Advisers, LLC |
Columbia WAM | Columbia Wanger Asset Management, LLC |
Conestoga | Conestoga Capital Advisors, LLC |
Custodian | JPMorgan Chase Bank, N.A. |
DBRS | DBRS Morningstar |
Distribution Agreement | The Distribution Agreement between the Trust, on behalf of its Funds, and the Distributor |
Distribution Plan(s) | One or more of the plans adopted by the Board pursuant to Rule 12b-1 under the 1940 Act for the distribution of the Funds’ shares |
Distributor | Columbia Management Investment Distributors, Inc. |
DST | DST Asset Manager Solutions, Inc. |
FDIC | Federal Deposit Insurance Corporation |
FHLMC | The Federal Home Loan Mortgage Corporation |
Fitch | Fitch Ratings, Inc. |
FNMA | Federal National Mortgage Association |
The Fund(s) or a Fund | One or more of the open-end management investment companies listed on the front cover of this SAI |
Statement of Additional Information – May 1, 2020 | 3 |
GNMA | Government National Mortgage Association |
Hotchkis & Wiley | Hotchkis & Wiley Capital Management, LLC |
Independent Trustees | The Trustees of the Board who are not “interested persons” (as defined in the 1940 Act) of the Funds |
Interested Trustee | A Trustee of the Board who is currently deemed to be an “interested person” (as defined in the 1940 Act) of the Funds |
Investment Management Services Agreement | The Investment Management Services Agreement, as amended, if applicable, between the Trust, on behalf of its Funds, and the Investment Manager |
Investment Manager | Columbia Management Investment Advisers, LLC |
IRS | United States Internal Revenue Service |
Manulife | Manulife Investment Management (US) LLC |
Management Agreement | The Management Agreements, as amended, if applicable, between the Trust, on behalf of the Funds, and the Investment Manager |
Moody’s | Moody’s Investors Service, Inc. |
Multi-Manager Strategies Funds | Multi-Manager Alternative Strategies Fund, Multi-Manager Directional Alternative Strategies Fund, Multi-Manager Growth Strategies Fund, Multi-Manager International Equity Strategies Fund, Multi-Manager Small Cap Equity Strategies Fund, Multi-Manager Total Return Bond Strategies Fund and Multi-Manager Value Strategies Fund. Shares of the Multi-Manager Strategies Funds are offered only through certain wrap fee programs sponsored and/or managed by Ameriprise Financial, Inc. or its affiliates. |
NASDAQ | National Association of Securities Dealers Automated Quotations system |
NAV | Net asset value per share of a Fund |
NRSRO | Nationally recognized statistical ratings organization (such as, for example, Moody’s, Fitch or S&P) |
NSCC | National Securities Clearing Corporation |
NYSE | New York Stock Exchange |
PGIM | PGIM, Inc., the asset management arm of Prudential Financial, Inc. |
PwC | PricewaterhouseCoopers LLP |
QMA | QMA LLC |
REIT | Real estate investment trust |
REMIC | Real estate mortgage investment conduit |
RIC | A “regulated investment company,” as such term is used in the Code |
S&P | Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (“Standard & Poor’s” and “S&P” are trademarks of The McGraw-Hill Companies, Inc. and have been licensed for use by the Investment Manager. The Columbia Funds are not sponsored, endorsed, sold or promoted by Standard & Poor’s and Standard & Poor’s makes no representation regarding the advisability of investing in the Columbia Funds) |
SAI | This Statement of Additional Information, as amended and supplemented from time-to-time |
SEC | United States Securities and Exchange Commission |
Statement of Additional Information – May 1, 2020 | 4 |
Shares | Shares of a Fund |
Solution Series Funds | Columbia Solutions Aggressive Portfolio, Columbia Solutions Conservative Portfolio, Multisector Bond SMA Completion Portfolio and Overseas SMA Completion Portfolio |
Subadvisory Agreement | The Subadvisory Agreement among the Trust on behalf of the Fund(s), the Investment Manager and a Fund’s investment subadviser(s), as the context may require |
Subsidiary | One or more wholly-owned subsidiaries of a Fund |
TCW | TCW Investment Management Company LLC |
Threadneedle | Threadneedle International Limited |
Transfer Agency Agreement | The Transfer and Dividend Disbursing Agent Agreement between the Trust, on behalf of its Funds, and the Transfer Agent |
Transfer Agent | Columbia Management Investment Services Corp. |
Trustee(s) | One or more members of the Board |
Trust | Columbia Funds Series Trust I, the registered investment company in the Columbia Funds Complex to which this SAI relates |
Voya | Voya Investment Management Co. LLC |
VP – Managed Volatility Funds | Any variable portfolio fund that includes the words “Managed Risk,” “Managed Volatility,” or “U.S. Flexible” as part of the Fund’s name |
Water Island | Water Island Capital, LLC |
WellsCap | Wells Capital Management Incorporated |
* | On July 27, 2017, the head of the United Kingdom’s Financial Conduct Authority announced a desire to phase out the use of LIBOR by the end of 2021. There remains uncertainty regarding the future utilization of LIBOR and the nature of any replacement rate. |
Statement of Additional Information – May 1, 2020 | 5 |
Fund Name: | Referred to as: | |
Columbia Adaptive Retirement 2020 Fund | Adaptive Retirement 2020 Fund | |
Columbia Adaptive Retirement 2025 Fund | Adaptive Retirement 2025 Fund | |
Columbia Adaptive Retirement 2030 Fund | Adaptive Retirement 2030 Fund | |
Columbia Adaptive Retirement 2035 Fund | Adaptive Retirement 2035 Fund | |
Columbia Adaptive Retirement 2040 Fund | Adaptive Retirement 2040 Fund | |
Columbia Adaptive Retirement 2045 Fund | Adaptive Retirement 2045 Fund | |
Columbia Adaptive Retirement 2050 Fund | Adaptive Retirement 2050 Fund | |
Columbia Adaptive Retirement 2055 Fund | Adaptive Retirement 2055 Fund | |
Columbia Adaptive Retirement 2060 Fund | Adaptive Retirement 2060 Fund | |
Columbia Adaptive Risk Allocation Fund | Adaptive Risk Allocation Fund | |
Columbia Balanced Fund | Balanced Fund | |
Columbia Bond Fund | Bond Fund | |
Columbia Connecticut Intermediate Municipal Bond Fund | CT Intermediate Municipal Bond Fund | |
Columbia Contrarian Core Fund | Contrarian Core Fund | |
Columbia Corporate Income Fund | Corporate Income Fund | |
Columbia Disciplined Small Core Fund | Disciplined Small Core Fund | |
Columbia Dividend Income Fund | Dividend Income Fund | |
Columbia Emerging Markets Fund | Emerging Markets Fund | |
Columbia Global Dividend Opportunity Fund | Global Dividend Opportunity Fund | |
Columbia Global Energy and Natural Resources Fund | Global Energy and Natural Resources Fund | |
Columbia Global Technology Growth Fund | Global Technology Growth Fund | |
Columbia Greater China Fund | Greater China Fund | |
Columbia High Yield Municipal Fund | HY Municipal Fund | |
Columbia Intermediate Municipal Bond Fund | Intermediate Municipal Bond Fund | |
Columbia Large Cap Growth Fund | Large Cap Growth Fund | |
Columbia Massachusetts Intermediate Municipal Bond Fund | MA Intermediate Municipal Bond Fund | |
Columbia Mid Cap Growth Fund | Mid Cap Growth Fund | |
Columbia Multi-Asset Income Fund | Multi-Asset Income Fund | |
Columbia Multi Strategy Alternatives Fund | Multi Strategy Alternatives Fund | |
Columbia New York Intermediate Municipal Bond Fund | NY Intermediate Municipal Bond Fund | |
Columbia Oregon Intermediate Municipal Bond Fund | OR Intermediate Municipal Bond Fund | |
Columbia Pacific/Asia Fund | Pacific/Asia Fund | |
Columbia Real Estate Equity Fund | Real Estate Equity Fund | |
Columbia Select Large Cap Growth Fund | Select Large Cap Growth Fund | |
Columbia Small Cap Growth Fund I | Small Cap Growth Fund I | |
Columbia Small Cap Value Fund I | Small Cap Value Fund I | |
Columbia Solutions Aggressive Portfolio | Solutions Aggressive Portfolio | |
Columbia Solutions Conservative Portfolio | Solutions Conservative Portfolio | |
Columbia Strategic California Municipal Income Fund | Strategic CA Municipal Income Fund | |
Columbia Strategic Income Fund | Strategic Income Fund | |
Columbia Strategic New York Municipal Income Fund | Strategic NY Municipal Income Fund | |
Columbia Tax-Exempt Fund | Tax-Exempt Fund | |
Columbia Total Return Bond Fund | Total Return Bond Fund |
Statement of Additional Information – May 1, 2020 | 6 |
Fund Name: | Referred to as: | |
Columbia U.S. Social Bond Fund | U.S. Social Bond Fund | |
Columbia U.S. Treasury Index Fund | U.S. Treasury Index Fund | |
Columbia Ultra Short Term Bond Fund | Ultra Short Term Bond Fund | |
Multi-Manager Alternative Strategies Fund | MM Alternative Strategies Fund | |
Multi-Manager Directional Alternative Strategies Fund | MM Directional Alternative Strategies Fund | |
Multi-Manager Growth Strategies Fund | MM Growth Strategies Fund | |
Multi-Manager International Equity Strategies Fund | MM International Equity Strategies Fund | |
Multi-Manager Small Cap Equity Strategies Fund | MM Small Cap Equity Strategies Fund | |
Multi-Manager Total Return Bond Fund | MM Total Return Bond Strategies Fund | |
Multisector Bond SMA Completion Portfolio | Multisector Bond SMA Completion Portfolio | |
Overseas SMA Completion Portfolio | Overseas SMA Completion Portfolio |
Statement of Additional Information – May 1, 2020 | 7 |
Fund | Fiscal Year End | Prospectus Date |
Date Began
Operations* |
Diversified** | Fund Investment Category*** |
Adaptive Retirement 2020 Fund | March 31 | 8/1/2019 | 10/24/2017 | No | Fund-of-funds – alternative |
Adaptive Retirement 2025 Fund | March 31 | 8/1/2019 | 4/4/2018 | No | Fund-of-funds – alternative |
Adaptive Retirement 2030 Fund | March 31 | 8/1/2019 | 10/24/2017 | No | Fund-of-funds – alternative |
Adaptive Retirement 2035 Fund | March 31 | 8/1/2019 | 4/4/2018 | No | Fund-of-funds – alternative |
Adaptive Retirement 2040 Fund | March 31 | 8/1/2019 | 10/24/2017 | No | Fund-of-funds – alternative |
Adaptive Retirement 2045 Fund | March 31 | 8/1/2019 | 4/4/2018 | No | Fund-of-funds – alternative |
Adaptive Retirement 2050 Fund | March 31 | 8/1/2019 | 10/24/2017 | No | Fund-of-funds – alternative |
Adaptive Retirement 2055 Fund | March 31 | 8/1/2019 | 4/4/2018 | No | Fund-of-funds – alternative |
Adaptive Retirement 2060 Fund | March 31 | 8/1/2019 | 10/24/2017 | No | Fund-of-funds – alternative |
Adaptive Risk Allocation Fund | May 31 | 10/1/2019 | 6/19/2012 | No | Alternative |
Balanced Fund | August 31 | 1/1/2020 | 10/1/1991 | Yes | Equity/Taxable fixed-income |
Bond Fund | April 30 | 9/1/2019 | 1/9/1986 | Yes | Taxable fixed-income |
Contrarian Core Fund | August 31 | 1/1/2020 | 12/14/1992 | Yes | Equity |
Corporate Income Fund | April 30 | 9/1/2019 | 3/5/1986 | Yes | Taxable fixed-income |
CT Intermediate Municipal
Bond Fund |
October 31 | 3/1/2020 | 8/1/1994 | No | Tax-exempt fixed-income |
Disciplined Small Core Fund | August 31 | 1/1/2020 | 12/14/1992 | Yes | Equity |
Dividend Income Fund | May 31 | 10/1/2019 | 3/4/1998 | Yes | Equity |
Emerging Markets Fund | August 31 | 1/1/2020 | 1/2/1998 | Yes | Equity |
Global Dividend Opportunity Fund | August 31 | 1/1/2020 | 11/9/2000 | Yes | Equity |
Global Energy and Natural Resources Fund | August 31 | 1/1/2020 | 12/31/1992 | No | Equity |
Global Technology Growth Fund | August 31 | 1/1/2020 | 11/9/2000 | Yes | Equity |
Greater China Fund | August 31 | 1/1/2020 | 5/16/1997 | No | Equity |
HY Municipal Fund | May 31 | 10/1/2019 | 3/5/1984 | Yes | Tax-exempt fixed-income |
Intermediate Municipal Bond Fund | October 31 | 3/1/2020 | 6/14/1993 | Yes | Tax-exempt fixed-income |
Large Cap Growth Fund | July 31 | 12/1/2019 | 12/14/1990 | Yes | Equity |
MA Intermediate Municipal
Bond Fund |
October 31 | 3/1/2020 | 6/14/1993 | No | Tax-exempt fixed-income |
Mid Cap Growth Fund | August 31 | 1/1/2020 | 11/20/1985 | Yes | Equity |
MM Alternative Strategies Fund | August 31 | 1/1/2020 | 4/23/2012 | No | Alternative |
MM Directional Alternative Strategies Fund | April 30 | 9/1/2019 | 10/17/2016 | No | Alternative |
MM Growth Strategies Fund | March 31 |
8/1/2019 &
12/18/2019 |
4/20/2012 | Yes | Equity |
MM International Equity
Strategies Fund |
August 31 |
12/18/2019 &
1/1/2020 |
5/17/2018 | Yes | Equity |
MM Small Cap Equity
Strategies Fund |
August 31 |
12/18/2019 &
1/1/2020 |
4/20/2012 | Yes | Equity |
Statement of Additional Information – May 1, 2020 | 8 |
Fund | Fiscal Year End | Prospectus Date |
Date Began
Operations* |
Diversified** | Fund Investment Category*** |
MM Total Return Bond
Strategies Fund |
August 31 |
12/18/2019 &
1/1/2020 |
4/20/2012 | Yes | Taxable fixed-income |
Multi-Asset Income Fund | April 30 | 9/1/2019 | 3/27/2015 | Yes | Flexible |
Multisector Bond SMA
Completion Portfolio |
August 31 | 10/28/2019 | 10/29/2019 | No | Taxable fixed-income |
Multi Strategy Alternatives Fund | May 31 | 10/1/2019 | 1/28/2015 | No | Alternative |
NY Intermediate Municipal
Bond Fund |
October 31 | 3/1/2020 | 12/31/1991 | No | Tax-exempt fixed-income |
OR Intermediate Municipal
Bond Fund |
July 31 | 12/1/2019 | 7/2/1984 | Yes | Tax-exempt fixed-income |
Overseas SMA
Completion Portfolio |
August 31 | 9/12/2019 | 9/12/2019 | No | Equity |
Pacific/Asia Fund | March 31 | 8/1/2019 | 12/31/1992 | Yes | Equity |
Real Estate Equity Fund | December 31 | 5/1/2020 | 4/1/1994 | No | Equity |
Select Large Cap Growth Fund | March 31 | 8/1/2019 | 10/1/1997 | Yes | Equity |
Small Cap Growth Fund I | August 31 | 1/1/2020 | 10/1/1996 | Yes | Equity |
Small Cap Value Fund I | April 30 | 9/1/2019 | 7/25/1986 | Yes | Equity |
Solutions Aggressive Portfolio | March 31 | 8/1/2019 | 10/24/2017 | No | Alternative |
Solutions Conservative Portfolio | March 31 | 8/1/2019 | 10/24/2017 | No | Alternative |
Strategic CA Municipal
Income Fund |
October 31 | 3/1/2020 | 6/16/1986 | Yes | Tax-exempt fixed-income |
Strategic Income Fund | August 31 | 1/1/2020 | 4/21/1977 | Yes | Taxable fixed-income |
Strategic NY Municipal
Income Fund |
October 31 | 3/1/2020 | 9/26/1986 | No | Tax-exempt fixed-income |
Tax-Exempt Fund | July 31 | 12/1/2019 | 11/21/1978 | Yes | Tax-exempt fixed-income |
Total Return Bond Fund | April 30 | 9/1/2019 | 12/5/1978 | Yes | Taxable fixed-income |
U.S. Social Bond Fund | July 31 | 12/1/2019 | 3/26/2015 | Yes | Tax-exempt fixed-income |
U.S. Treasury Index Fund | April 30 | 9/1/2019 | 6/4/1991 | Yes | Taxable fixed-income |
Ultra Short Term Bond Fund | July 31 | 12/1/2019 | 3/8/2004 | Yes | Taxable fixed-income |
* | Certain Funds reorganized into series of the Trust. The date of operations for these Funds represents the date on which the predecessor funds began operation. |
** | A “diversified” Fund may not, with respect to 75% of its total assets, invest more than 5% of its total assets in securities of any one issuer or purchase more than 10% of the outstanding voting securities of any one issuer, except obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities and except securities of other investment companies. A “non-diversified” Fund may invest a greater percentage of its total assets in the securities of fewer issuers than a “diversified” fund, which increases the risk that a change in the value of any one investment held by the Fund could affect the overall value of the Fund more than it would affect that of a “diversified” fund holding a greater number of investments. Accordingly, a “non-diversified” Fund’s value will likely be more volatile than the value of a more diversified fund. |
*** | The Fund Investment Category is used as a convenient way to describe Funds in this SAI and should not be deemed a description of the Fund’s principal investment strategies, which are described in the Fund’s prospectus. |
Statement of Additional Information – May 1, 2020 | 9 |
Fund | Effective Date of Name Change | Previous Fund Name |
CT Intermediate Municipal Bond Fund |
May 14, 2019
|
Columbia AMT-Free Connecticut Intermediate Muni Bond Fund |
Disciplined Small Core Fund | April 18, 2016 | Columbia Small Cap Core Fund |
Intermediate Municipal Bond Fund |
May 14, 2019
|
Columbia AMT-Free Intermediate Muni Bond Fund |
MA Intermediate Municipal Bond Fund |
May 14, 2019
|
Columbia AMT-Free Massachusetts Intermediate Muni Bond Fund |
MM Alternative Strategies Fund |
February 28, 2017
October 12, 2016 |
Active Portfolios® Multi-Manager Alternatives Fund
Active Portfolios® Multi-Manager Alternative Strategies Fund |
MM Directional Alternative Strategies Fund | February 28, 2017 | Active Portfolios® Multi-Manager Directional Alternatives Fund |
MM Growth Strategies Fund |
February 28, 2017
|
Active Portfolios® Multi-Manager Growth Fund |
MM Small Cap Equity Strategies Fund | February 28, 2017 | Active Portfolios® Multi-Manager Small Cap Equity Strategies Fund |
MM Total Return Bond Strategies Fund |
February 28, 2017
April 11, 2016 |
Active Portfolios® Multi-Manager Total Return Bond Fund
Active Portfolios® Multi-Manager Core Plus Bond Fund |
Multi Strategy Alternatives Fund |
August 1, 2019
October 1, 2016 |
Columbia Alternative Beta Fund
Columbia Adaptive Alternatives Fund |
NY Intermediate Municipal Bond Fund |
May 14, 2019
|
Columbia AMT-Free New York Intermediate Muni Bond Fund |
OR Intermediate Municipal Bond Fund |
May 14, 2019
|
Columbia AMT-Free Oregon Intermediate Muni Bond Fund |
Strategic CA Municipal Income Fund | January 22, 2018 | Columbia California Tax-Exempt Fund |
Strategic NY Municipal Income Fund | January 22, 2018 | Columbia New York Tax-Exempt Fund |
Total Return Bond Fund | February 19, 2016 | Columbia Intermediate Bond Fund |
Ultra Short Term Bond Fund | December 1, 2018 | CMG Ultra Short Term Bond Fund |
Statement of Additional Information – May 1, 2020 | 10 |
Statement of Additional Information – May 1, 2020 | 11 |
A. | Buy or sell real estate |
A1 – | The Fund may not purchase or sell real estate, except each Fund may: (i) purchase securities of issuers which deal or invest in real estate, (ii) purchase securities which are secured by real estate or interests in real estate and (iii) hold and dispose of real estate or interests in real estate acquired through the exercise of its rights as a holder of securities which are secured by real estate or interests therein. |
A2 – | The Fund will not buy or sell real estate, unless acquired as a result of ownership of securities or other instruments, except this shall not prevent the Fund from investing in: (i) securities or other instruments backed by real estate or interests in real estate, (ii) securities or other instruments of issuers or entities that deal in real estate or are engaged in the real estate business, (iii) real estate investment trusts (REITs) or entities similar to REITs formed under the laws of non-U.S. countries or (iv) real estate or interests in real estate acquired through the exercise of its rights as a holder of securities secured by real estate or interests therein. |
Statement of Additional Information – May 1, 2020 | 12 |
B. | Buy or sell physical commodities |
B1 – | The Fund may not purchase or sell commodities, except that each Fund may to the extent consistent with its investment objective: (i) invest in securities of companies that purchase or sell commodities or which invest in such programs, (ii) purchase and sell options, forward contracts, futures contracts, and options on futures contracts and (iii) enter into swap contracts and other financial transactions relating to commodities.(a) This limitation does not apply to foreign currency transactions including without limitation forward currency contracts. |
B2 – | The Fund may invest up to 25% of its total assets in one or more wholly-owned subsidiaries that may invest in commodities, thereby indirectly gaining exposure to commodities, and may, to the extent consistent with its investment objective, (i) invest in securities of companies that purchase or sell commodities or which invest in such programs, (ii) purchase and sell options, forward contracts, futures contracts, and options on futures contracts and (iii) enter into swap contracts and other financial transactions relating to commodities. This policy does not limit foreign currency transactions including without limitation forward currency contracts. |
B3 – | The Fund will not purchase or sell commodities, except to the extent permitted by applicable law from time to time. |
B4 – | The Fund will not purchase or sell commodities, except to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief, as interpreted or modified by regulatory authority having jurisdiction, from time to time. |
B5 – | The Fund will not purchase or sell commodities, except to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. |
(a) | For purposes of the fundamental investment policy on buying and selling physical commodities above, at the time of the establishment of the restriction for certain Funds, swap contracts on financial instruments or rates were not within the understanding of the term “commodities.” Notwithstanding any federal legislation or regulatory action by the CFTC that subjects such swaps to regulation by the CFTC, these Funds will not consider such instruments to be commodities for purposes of this restriction. |
C. | Issuer Diversification*† |
C1 – | The Fund may not purchase securities (except securities issued or guaranteed by the U.S. Government, its agencies or instrumentalities) of any one issuer if, as a result, more than 5% of its total assets will be invested in the securities of such issuer or it would own more than 10% of the voting securities of such issuer, except that: (i) up to 25% of its total assets may be invested without regard to these limitations and (ii) a Fund’s assets may be invested in the securities of one or more management investment companies to the extent permitted by the 1940 Act, the rules and regulations thereunder, or any applicable exemptive relief. |
C2 – | The Fund may not, as a matter of fundamental policy, purchase securities (except securities issued or guaranteed by the U.S. Government, its agencies or instrumentalities) of any one issuer if, as a result, more than 5% of its total assets will be invested in the securities of such issuer or it would own more than 10% of the voting securities of such issuer, except that: (i) up to 50% of its total assets may be invested without regard to these limitations and (ii) the Fund’s assets may be invested in the securities of one or more management investment companies to the extent permitted by the 1940 Act, the rules and regulations thereunder, or any applicable exemptive relief. |
C3 – | The Fund will not make any investment inconsistent with its classification as a diversified company under the 1940 Act. |
C4 – | The Fund will not purchase securities (except securities issued or guaranteed by the U.S. Government, its agencies or instrumentalities) of any one issuer if, as a result, more than 5% of its total assets will be invested in the securities of such issuer or it would own more than 10% of the voting securities of such issuer, except that: (a) up to 25% of its total assets may be invested without regard to these limitations; and (b) a Fund’s assets may be invested in the securities of one or more management investment companies to the extent permitted by the 1940 Act, the rules and regulations thereunder, or any applicable exemptive relief, as interpreted or modified by regulatory authority having jurisdiction, from time to time. |
C5 – | The Fund will not purchase securities (except securities issued or guaranteed by the U.S. Government, its agencies or instrumentalities) of any one issuer if, as a result, more than 5% of its total assets will be invested in the securities of such issuer or it would own more than 10% of the voting securities of such issuer, except that: (a) up to 25% of its total assets may be invested without regard to these limitations; and (b) a Fund’s assets may be invested in the securities of one or more management investment companies to the extent permitted by the 1940 Act, the rules and regulations thereunder, or any applicable exemptive relief. |
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C6 – | The Fund operates as a diversified company under the 1940 Act. |
* | For purposes of applying the limitation set forth in its issuer diversification policy above, a Fund does not consider futures or swaps central counterparties, where the Fund has exposure to such central counterparties in the course of making investments in futures and securities, to be issuers. |
† | For purposes of applying the limitation set forth in its issuer diversification policy, under certain circumstances, a Fund may treat an investment, if any, in a municipal bond refunded with escrowed U.S. Government securities as an investment in U.S. Government securities. |
D. | Concentration* |
D1 – | The Fund may not purchase any securities which would cause 25% or more of the value of its total assets at the time of purchase to be invested in the securities of one or more issuers conducting their principal business activities in the same industry, provided that: (i) there is no limitation with respect to obligations issued or guaranteed by the U.S. Government, any state or territory of the United States or any of their agencies, instrumentalities or political subdivisions; and (ii) notwithstanding this limitation or any other fundamental investment limitation, assets may be invested in the securities of one or more management investment companies or subsidiaries to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. |
D2 – | The Fund may not purchase any securities which would cause 25% or more of the value of its total assets at the time of purchase to be invested in the securities of one or more issuers conducting their principal business activities in the same industry, provided that: (i) there is no limitation with respect to obligations issued or guaranteed by the U.S. Government, any state or territory of the United States or any of their agencies, instrumentalities or political subdivisions; (ii) notwithstanding this limitation or any other fundamental investment limitation, assets may be invested in the securities of one or more management investment companies or subsidiaries to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief; and (iii) under normal market conditions, the Fund will invest at least 25% of the value of its total assets at the time of purchase in the securities of issuers conducting their principal business activities in the energy and other natural resources groups of industries.(a) |
D3 – | The Fund will invest at least 65% of the value of its total assets in securities of companies principally engaged in the real estate industry. |
D4 – | The Fund will, under normal market conditions, invest at least 25% of the value of its total assets at the time of purchase in the securities of issuers conducting their principal business activities in the technology and related group of industries, provided that: (i) there is no limitation with respect to obligations issued or guaranteed by the U.S. Government, any state or territory of the United States or any of their agencies, instrumentalities or political subdivisions; and (ii) notwithstanding this limitation or any other fundamental investment limitation, assets may be invested in the securities of one or more management investment companies or subsidiaries to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. |
D5 – | The Fund may not purchase any securities which would cause 25% or more of the value of its total assets at the time of purchase to be invested in the securities of one or more issuers conducting their principal business activities in the same industry, provided that: (i) there is no limitation with respect to obligations issued or guaranteed by the U.S. Government, any state, municipality or territory of the United States, or any of their agencies, instrumentalities or political subdivisions; and (ii) notwithstanding this limitation or any other fundamental investment limitation, assets may be invested in the securities of one or more management investment companies or subsidiaries to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. The Fund will consider the concentration policies of any underlying funds in which it invests when evaluating compliance with its concentration policy. |
D6 – | The Fund will not purchase any securities which would cause 25% or more of the value of its total assets at the time of purchase to be invested in the securities of one or more issuers conducting their principal business activities in the same industry, provided that: (i) there is no limitation with respect to obligations issued or guaranteed by the U.S. Government, any state, municipality or territory of the United States or any of their agencies, instrumentalities or political subdivisions; and (ii) notwithstanding this limitation or any other fundamental investment limitation, assets may be invested in the securities of one or more investment companies or subsidiaries to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief, as interpreted or modified by regulatory authority having jurisdiction, from time to time. The Fund will consider the concentration policies of any underlying funds in which it invests when evaluating compliance with its concentration policy. |
D7 – | The Fund will not purchase any securities which would cause 25% or more of the value of its total assets at the time of purchase to be invested in the securities of one or more issuers conducting their principal business activities in the same industry, provided that: (i) there is no limitation with respect to obligations issued or guaranteed by the U.S. |
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* | For purposes of applying the limitation set forth in its concentration policy, above, a Fund will generally use the industry classifications provided by the Global Industry Classification System (GICS) for classification of issuers of equity securities and the classifications provided by the Barclays Capital Aggregate Bond Index for classification of issues of fixed-income securities. To the extent that a Fund’s concentration policy requires the Fund to consider the concentration policies of any underlying funds in which it invests, the Fund will consider the portfolio positions at the time of purchase, which in the case of unaffiliated underlying funds is based on portfolio information made publicly available by them. A Fund does not consider futures or swaps clearinghouses or securities clearinghouses, where the Fund has exposure to such clearinghouses in the course of making investments in futures and securities, to be part of any industry. |
(a) | In determining whether Global Energy and Natural Resources Fund has invested at least 25% of the value of its total assets in the securities of one or more issuers conducting their principal business activities in the energy and other natural resources groups of industries, the Investment Manager currently uses the GICS produced by S&P and MSCI Inc. The Investment Manager currently considers companies in each of the indicated GICS industry groups to be within the energy and other natural resources groups of industries: (i) Energy, (ii) Utilities, and (iii) Materials, but limited to companies in the following GICS industries and sub-industries: the Chemicals industry (companies that primarily produce or distribute industrial and basic chemicals, including the Commodity Chemicals, Diversified Chemicals, Fertilizers & Agriculture Chemicals, Industrial Gases, and Specialty Chemicals sub-industries), the Metals & Mining industry (companies that primarily produce, process, extract, or distribute precious or basic metals or minerals, including the Aluminum, Diversified Metals & Mining, Gold, Precious Metals & Minerals, and Steel sub-industries), and the Paper & Forest Products industry (companies that primarily cultivate or manufacture timber or wood-related products or paper products, including the Forest Products and Paper Products sub-industries). |
E. | Invest 80% |
E1 – | The Fund will, under normal circumstances, invest at least 80% of its total assets in state bonds, subject to applicable state requirements. |
E2 – | Under normal circumstances, the Fund invests at least 80% of net assets in municipal securities that pay interest exempt from federal income tax (including the federal alternative minimum tax) and Connecticut individual income tax. These securities are issued by the State of Connecticut and its political subdivisions, agencies, authorities and instrumentalities, by other qualified issuers (such as Guam, Puerto Rico and the U.S. Virgin Islands) and by mutual funds that invest in such securities. Dividends derived from interest on municipal securities other than such securities will generally be exempt from regular federal income tax (including the federal alternative minimum tax) but subject to Connecticut personal income tax. The Fund may comply with this 80% policy by investing in a partnership, trust or regulated investment company which invests in such securities, in which case the Fund’s investment in such entity shall be deemed to be an investment in the underlying securities in the same proportion as such entity’s investment in such securities bears to its net assets. |
E3 – | As a matter of fundamental policy, under normal circumstances, the Fund invests at least 80% of net assets in municipal securities that pay interest exempt from federal income tax (including the federal alternative minimum tax). These securities are issued by states and their political subdivisions, agencies, authorities and instrumentalities, by other qualified issuers (such as Guam, Puerto Rico and the U.S. Virgin Islands) and by mutual funds that invest in such securities. The Fund may comply with this 80% policy by investing in a partnership, trust, or regulated investment company which invests in such securities, in which case the Fund’s investment in such entity shall be deemed to be an investment in the underlying securities in the same proportion as such entity’s investment in such securities bears to its net assets. |
E4 – | Under normal circumstances, the Fund invests at least 80% of net assets in municipal securities that pay interest exempt from federal income tax (including the federal alternative minimum tax) and Massachusetts individual income tax. These securities are issued by the Commonwealth of Massachusetts and its political subdivisions, agencies, authorities and instrumentalities, by other qualified issuers (such as Guam, Puerto Rico and the U.S. Virgin Islands) and by mutual funds that invest in such securities. Dividends derived from interest on municipal securities other than such securities will generally be exempt from regular federal income tax (including the federal alternative minimum tax) but may be subject to Massachusetts personal income tax. The Fund may comply with this 80% policy by investing in a partnership, trust, or regulated investment company which invests in such securities, in which case the Fund’s investment in such entity shall be deemed to be an investment in the underlying securities in the same proportion as such entity’s investment in such securities bears to its net assets. |
E5 – | As a matter of fundamental policy, under normal circumstances, the Fund invests at least 80% of net assets in municipal securities that pay interest exempt from federal income tax (including the federal alternative minimum tax) and New York State individual income tax. These securities are issued by the State of New York and its political subdivisions, agencies, authorities and instrumentalities and by other qualified issuers (such as Guam, Puerto Rico and the U.S. Virgin Islands). Dividends derived from interest on municipal securities other than such securities will generally be exempt from regular federal income tax (including the federal alternative minimum tax) but may be |
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subject to New York State and New York City personal income tax. The Fund may comply with this 80% policy by investing in a partnership, trust or regulated investment company which invests in such securities, in which case the Fund’s investment in such entity shall be deemed to be an investment in the underlying securities in the same proportion as such entity’s investment in such securities bears to its net assets. | |
E6 – | Under normal circumstances, the Fund invests at least 80% of its net assets in municipal securities issued by the State of Oregon and its political subdivisions, agencies, authorities and instrumentalities. |
E7 – | Under normal circumstances, the Fund invests at least 80% of its net assets in equity securities of companies principally engaged in the real estate industry, including REITs. |
E8 – | Under normal circumstances, the Fund invests at least 80% of its total assets in tax-exempt bonds. |
E9 – | Under normal circumstances, the Fund invests at least 80% of net assets in equity securities (including, but not limited to, common stocks, preferred stocks and securities convertible into common or preferred stocks) of technology companies that may benefit from technological improvements, advancements or developments. |
F. | Act as an underwriter |
F1 – | The Fund may not underwrite any issue of securities issued by other persons within the meaning of the 1933 Act except when it might be deemed to be an underwriter either: (i) in connection with the disposition of a portfolio security; or (ii) in connection with the purchase of securities directly from the issuer thereof in accordance with the Fund’s investment objective. This restriction shall not limit the Fund’s ability to invest in securities issued by other registered investment companies. |
F2 – | The Fund will not underwrite any issue of securities issued by other persons within the meaning of the 1933 Act except when it might be deemed to be an underwriter either: (i) in connection with the disposition of a portfolio security; or (ii) in connection with the purchase of securities directly from the issuer where the Fund later resells such securities. This restriction shall not limit the Fund’s ability to invest in securities issued by other registered investment companies. |
G. | Lending |
G1 – | The Fund may not make loans, except to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. |
G2 – | The Fund will not make loans, except to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief, as interpreted or modified by regulatory authority having jurisdiction, from time to time. |
G3 – | The Fund will not make loans, except to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. |
H. | Borrowing |
H1 – | The Fund may not borrow money except to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. |
H2 – | The Fund will not borrow money except to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief, as interpreted or modified by regulatory authority having jurisdiction, from time to time. |
H3 – | The Fund will not borrow money except to the extent permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. |
I. | Issue senior securities |
I1 – | The Fund may not issue senior securities, except as permitted under the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. |
I2 – | The Fund will not issue senior securities, except as permitted under the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief, as interpreted or modified by regulatory authority having jurisdiction, from time to time. |
I3 – | The Fund will not issue senior securities, except as permitted under the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. |
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■ | Bond Fund may invest up to 25% of its assets in dollar-denominated debt securities issued by foreign governments, companies or other entities. |
■ | Balanced Fund, Contrarian Core Fund and Dividend Income Fund each may invest up to 20% of its net assets in foreign securities. |
■ | Disciplined Small Core Fund, Large Cap Growth Fund, Mid Cap Growth Fund, Small Cap Growth Fund I and Small Cap Value Fund I each may invest up to 20% of its total assets in foreign securities. |
■ | Up to 25% of the net assets of MM Total Return Bond Strategies Fund may be invested in foreign investments, which may include investments in non-U.S. dollar denominated securities, as well as investments in emerging markets securities. |
■ | MM Small Cap Equity Strategies Fund may invest up to 25% of its net assets in foreign investments. |
■ | Ultra Short Term Bond Fund may invest up to 20% of its total assets in dollar-denominated foreign debt securities. |
■ | Each Fund (other than those Funds listed below) may not sell securities short, except as permitted by the 1940 Act, the rules and regulations thereunder and any applicable exemptive relief. |
■ | The following Funds may not sell securities short: Balanced Fund, Bond Fund, Emerging Markets Fund, Global Dividend Opportunity Fund, Global Energy and Natural Resources Fund, Global Technology Growth Fund, Mid Cap Growth Fund, MM Growth Strategies Fund, MM Total Return Bond Strategies Fund, OR Intermediate Municipal Bond Fund, Pacific/Asia Fund, Real Estate Equity Fund, Select Large Cap Growth Fund and Small Cap Growth Fund I. |
■ | Tax-Exempt Fund may not have a short position, unless the Fund owns, or owns rights (exercisable without payment) to acquire, an equal amount of such securities. |
■ | Tax-Exempt Fund may not purchase securities on margin, but may receive short-term credit to clear securities transactions and may make initial or maintenance margin deposits in connection with futures transactions. |
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Type of Investment | Alternative and Fund-of-Funds – Alternative |
Equity
and Flexible |
Funds-of-Funds
– Equity and Fixed Income |
Taxable
Fixed Income(a) |
Tax-Exempt
Fixed Income |
Asset-Backed Securities | • | • | • | • | • |
Bank Obligations (Domestic and Foreign) | • | • | • | • | • |
Collateralized Bond Obligations | • | • | • | • | • |
Commercial Paper | • | • | • | • | • |
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Type of Investment | Alternative and Fund-of-Funds – Alternative |
Equity
and Flexible |
Funds-of-Funds
– Equity and Fixed Income |
Taxable
Fixed Income(a) |
Tax-Exempt
Fixed Income |
Common Stock | • | • | • | • | — |
Convertible Securities | • | • | • | • | • |
Corporate Debt Securities | • | • | • | • | • |
Custody Receipts and Trust Certificates | • | • | • | • | • |
Debt Obligations | • | • | • | • | • |
Depositary Receipts | • | • | • | • | — |
Derivatives | • | • | • | • | • |
Dollar Rolls | • | • | • | • | • |
Exchange-Traded Notes | • | • | • | • | • |
Foreign Currency Transactions | • | • | • | • | • |
Foreign Securities | • | • | • | • | • |
Guaranteed Investment Contracts (Funding Agreements) | • | • | • | • | • |
High-Yield Securities | • | • | • | • | • |
Illiquid Investments | • | • | • | • | • |
Inflation Protected Securities | • | • | • | • | • |
Initial Public Offerings | • | • | • | • | • |
Inverse Floaters | • | • | • | • | • |
Investments in Other Investment Companies (Including ETFs) | • | • | • | • | • |
Listed Private Equity Funds | • | • | • | • | • |
Money Market Instruments | • | • | • | • | • |
Mortgage-Backed Securities | • | • | • | • | • |
Municipal Securities | • | • | • | • | • |
Participation Interests | • | • | • | • | • |
Partnership Securities | • | • | • | • | • |
Preferred Stock | • | • | • | • | • |
Private Placement and Other Restricted Securities | • | • | • | • | • |
Real Estate Investment Trusts | • | • | • | • | • |
Repurchase Agreements | • | • | • | • | • |
Reverse Repurchase Agreements | • | • | • | • | • |
Short Sales(b) | • | • | • | • | • |
Sovereign Debt | • | • | • | • | • |
Standby Commitments | • | • | • | • | • |
U.S. Government and Related Obligations | • | • | • | • | • |
Variable and Floating Rate Obligations | • | • | • | • | • |
Warrants and Rights | • | • | • | • | • |
(a) | Total Return Bond Fund is not authorized to purchase common stock or bank obligations. U.S. Treasury Index Fund is not authorized to purchase asset-backed securities, bank obligations, convertible securities, corporate debt obligations (other than money market instruments), depositary receipts, dollar rolls, foreign currency transactions, foreign securities, guaranteed investment contracts, inverse floaters, high-yield securities, mortgage-backed securities, municipal securities, participation interests, partnership securities, REITs, reverse repurchase agreements, short sales, sovereign debt and standby commitments. Ultra Short Term Bond is not authorized to purchase common stock, foreign currency transactions and short sales. |
(b) | See Fundamental and Non-Fundamental Investment Policies for Funds that are not permitted to sell securities short. |
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■ | A forward foreign currency contract is a derivative (forward contract) in which the underlying reference is a country's or region’s currency. The Fund may agree to buy or sell a country's or region’s currency at a specific price on a specific date in the future. These instruments may fall in value (sometimes dramatically) due to foreign market downswings or foreign currency value fluctuations, subjecting the Fund to foreign currency risk (the risk that Fund performance may be negatively impacted by foreign currency strength or weakness relative to the U.S. dollar, particularly if the Fund exposes a significant percentage of its assets to currencies other than the U.S. dollar). The effectiveness of any currency hedging strategy by a Fund may be reduced by the Fund’s inability to precisely match forward contract amounts and the value of securities involved. Forward foreign currency contracts used for hedging may also limit any potential gain that might result from an increase or decrease in the value of the currency. The Fund may use these instruments to gain leveraged exposure to currencies, which is a speculative investment practice that increases the Fund's risk exposure and the possibility of losses. Unanticipated changes |
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in the currency markets could result in reduced performance for the Fund. When the Fund converts its foreign currencies into U.S. dollars, it may incur currency conversion costs due to the spread between the prices at which it may buy and sell various currencies in the market. |
■ | A forward interest rate agreement is a derivative whereby the buyer locks in an interest rate at a future settlement date. If the interest rate on the settlement date exceeds the lock rate, the buyer pays the seller the difference between the two rates (based on the notional value of the agreement). If the lock rate exceeds the interest rate on the settlement date, the seller pays the buyer the difference between the two rates (based on the notional value of the agreement). The Fund may act as a buyer or a seller. |
■ | A bond (or debt instrument) future is a derivative that is an agreement for the contract holder to buy or sell a bond or other debt instrument, a basket of bonds or other debt instrument, or the bonds or other debt instruments in an index on a specified date at a predetermined price. The buyer (long position) of a bond future is obliged to buy the underlying reference at the agreed price on expiry of the future. |
■ | A commodity-linked future is a derivative that is an agreement to buy or sell one or more commodities (such as crude oil, gasoline and natural gas), basket of commodities or indices of commodity futures at a specific date in the future at a specific price. |
■ | A currency future, also an FX future or foreign exchange future, is a derivative that is an agreement to exchange one currency for another at a specified date in the future at a price (exchange rate) that is fixed on the purchase date. |
■ | An equity future is a derivative that is an agreement for the contract holder to buy or sell a specified amount of an individual equity, a basket of equities or the securities in an equity index on a specified date at a predetermined price. |
■ | An interest rate future is a derivative that is an agreement whereby the buyer and seller agree to the future delivery of an interest-bearing instrument on a specific date at a pre-determined price. Examples include Treasury-bill futures, Treasury-bond futures and Eurodollar futures. |
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■ | A commodity-linked structured note is a derivative (structured investment) that has principal and/or interest payments based on the market price of one or more particular commodities (such as crude oil, gasoline and natural gas), a basket of commodities, indices of commodity futures or other economic variable. If payment of interest on a commodity-linked structured note is linked to the value of a particular commodity, basket of commodities, commodity index or other economic variable, the Fund might receive lower interest payments (or not receive any of the interest due) on its investments if there is a loss of value in the underlying reference. Further, to the extent that the amount of principal to be repaid upon maturity is linked to the value of a particular commodity, basket of commodities, commodity index or other economic variable, the Fund might not receive a portion (or any) of the principal at maturity of the investment or upon earlier exchange. At any time, the risk of loss associated with a particular structured note in the Fund’s portfolio may be significantly higher than the value of the note. A liquid secondary market may not exist for the commodity-linked structured notes held in the Fund’s portfolio, which may make it difficult for the notes to be sold at a price acceptable to the portfolio manager(s) or for the Fund to accurately value them. |
■ | An equity-linked note (ELN) is a derivative (structured investment) that has principal and/or interest payments based on the value of a single equity security, a basket of equity securities or an index of equity securities, and generally has risks similar to these underlying equity securities. ELNs may be leveraged or unleveraged. An ELN typically provides interest income, thereby offering a yield advantage over investing directly in an underlying equity. The Fund may purchase ELNs that trade on a securities exchange or those that trade on the over-the-counter markets, as well as in privately negotiated transactions with the issuer of the ELN. Investments in ELNs are also subject to liquidity risk, which may make ELNs difficult to sell and value. The liquidity of unlisted ELNs is normally determined by the willingness of the issuer to make a market in the ELN. While the Fund will seek to purchase ELNs only from issuers that it believes to be willing and able to repurchase the ELN at a reasonable price, there can be no assurance that the Fund will be able to sell at such a price. Furthermore, such inability to sell may impair the Fund’s ability to enter into other transactions at a time when doing so might be advantageous. The Fund’s investments in ELNs have the potential to lead to significant losses, including the amount the Fund invested in the ELN, because ELNs are subject to the market and volatility risks associated with their underlying equity. In addition, because ELNs |
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often take the form of unsecured notes of the issuer, the Fund would be subject to the risk that the issuer may default on its obligations under the ELN, thereby subjecting the Fund to the further risk of being too concentrated in the securities (including ELNs) of that issuer. However, the Fund typically considers ELNs alongside other securities of the issuer in its assessment of issuer concentration risk. In addition, ELNs may exhibit price behavior that does not correlate with the underlying securities. ELNs may also be subject to leverage risk. The Fund may or may not hold an ELN until its maturity. ELNs also include participation notes. |
■ | A commodity-linked swap is a derivative (swap) that is an agreement where the underlying reference is the market price of one or more particular commodities (such as crude oil, gasoline and natural gas), basket of commodities or indices of commodity futures. |
■ | Contracts for differences are swap arrangements in which the parties agree that their return (or loss) will be based on the relative performance of two different groups or baskets of securities or other instruments. Often, one or both baskets will be an established securities index. The Fund’s return will be based on changes in value of theoretical long futures positions in the securities comprising one basket (with an aggregate face value equal to the notional amount of the contract for differences) and theoretical short futures positions in the securities comprising the other basket. The Fund also may use actual long and short futures positions and achieve similar market exposure by netting the payment obligations of the two contracts. If the short basket outperforms the long basket, the Fund will realize a loss – even in circumstances when the securities in both the long and short baskets appreciate in value. |
■ | A credit default swap (including a swap on a credit default index, sometimes referred to as a credit default swap index) is a derivative and special type of swap where one party pays, in effect, an insurance premium through a stream of payments to another party in exchange for the right to receive a specified return upon the occurrence of a particular credit event by one or more third parties, such as bankruptcy, default or a similar event. A credit default swap may be embedded within a structured note or other derivative instrument. Credit default swaps enable an investor to buy or sell protection against such a credit event (such as an issuer’s bankruptcy, restructuring or failure to make timely payments of interest or principal). Credit default swap indices are indices that reflect the performance of a basket of credit default swaps and are subject to the same risks as credit default swaps. If such a default were to occur, any contractual remedies that the Fund may have may be subject to bankruptcy and insolvency laws, which could delay or limit the Fund's recovery. Thus, if the counterparty under a credit default swap defaults on its obligation to make payments thereunder, as a result of its bankruptcy or otherwise, the Fund may lose such payments altogether, or collect only a portion thereof, which collection could involve costs or delays. The Fund’s return from investment in a credit default swap index may not match the return of the referenced index. Further, investment in a credit default swap index could result in losses if the referenced index does not perform as expected. Unexpected changes in the composition of the index may also affect performance of the credit default swap index. If a referenced index has a dramatic intraday move that causes a material decline in the Fund’s net assets, the terms of the Fund’s credit default swap index may permit the counterparty to immediately close out the transaction. In that event, the Fund may be unable to enter into another credit default swap index or otherwise achieve desired exposure, even if the referenced index reverses all or a portion of its intraday move. |
■ | An inflation rate swap is a derivative typically used to transfer inflation risk from one party to another through an exchange of cash flows. In an inflation rate swap, one party pays a fixed rate on a notional principal amount, while the other party pays a floating rate linked to an inflation index, such as the Consumer Price Index (CPI). |
■ | An interest rate swap is a derivative in which two parties agree to exchange interest rate cash flows, based on a specified notional amount from a fixed rate to a floating rate (or vice versa) or from one floating rate to another. Interest rate swaps can be based on various measures of interest rates, including LIBOR, swap rates, treasury rates and foreign interest rates. |
■ | Total return swaps are derivative swap transactions in which one party agrees to pay the other party an amount equal to the total return of a defined underlying reference during a specified period of time. In return, the other party would make periodic payments based on a fixed or variable interest rate or on the total return of a different underlying reference. |
Statement of Additional Information – May 1, 2020 | 64 |
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Statement of Additional Information – May 1, 2020 | 90 |
Fund |
Assets
(millions) |
Annual rate at
each asset level |
Management Agreement
Effective Date |
Balanced Fund | $0 - $500 | 0.720% | 1/1/2016 |
Dividend Income Fund | >$500 - $1,000 | 0.670% | 10/1/2015 |
>$1,000 - $1,500 | 0.620% | ||
>$1,500 - $3,000 | 0.570% | ||
>$3,000 - $6,000 | 0.550% | ||
>$6,000 - $12,000 | 0.530% | ||
>$12,000 | 0.520% | ||
Bond Fund | $0 - $500 | 0.500% | 9/1/2015 |
Corporate Income Fund | >$500 - $1,000 | 0.495% | 9/1/2015 |
MM Total Return Bond Strategies Fund | >$1,000 - $2,000 | 0.480% | 1/1/2016 |
Total Return Bond Fund | >$2,000 - $3,000 | 0.460% | 9/1/2015 |
>$3,000 - $6,000 | 0.450% | ||
>$6,000 - $7,500 | 0.430% | ||
>$7,500 - $9,000 | 0.415% | ||
>$9,000 - $12,000 | 0.410% | ||
>$12,000 - $20,000 | 0.390% | ||
>$20,000 - $24,000 | 0.380% | ||
>$24,000 - $50,000 | 0.360% | ||
>$50,000 | 0.340% | ||
CT Intermediate Municipal Bond Fund | $0 - $250 | 0.470% | 12/1/2015 |
MA Intermediate Municipal Bond Fund | >$250 - $500 | 0.465% | 3/1/2016 |
NY Intermediate Municipal Bond Fund | >$500 - $1,000 | 0.415% | 3/1/2016 |
OR Intermediate Municipal Bond Fund | >$1,000 - $3,000 | 0.380% | 3/1/2016 |
Strategic CA Municipal Income Fund | >$3,000 - $6,000 | 0.340% | 3/1/2016 |
Strategic NY Municipal Income Fund | >$6,000 - $7,500 | 0.330% | 3/1/2016 |
>$7,500 - $12,000 | 0.320% | ||
>$12,000 | 0.310% | ||
Contrarian Core Fund | $0 - $500 | 0.770% | 1/1/2016 |
Global Dividend Opportunity Fund | >$500 - $1,000 | 0.720% | 1/1/2016 |
Large Cap Growth Fund | >$1,000 - $1,500 | 0.670% | 12/1/2015 |
MM Growth Strategies Fund | >$1,500 - $3,000 | 0.620% | 8/1/2015 |
Select Large Cap Growth Fund | >$3,000 - $6,000 | 0.600% | 8/1/2015 |
>$6,000 - $12,000 | 0.580% | ||
>$12,000 | 0.570% | ||
Disciplined Small Core Fund(c) | $0 - $500 | 0.850% | 7/1/2017 |
>$500 - $1,000 | 0.800% | ||
>$1,000 - $3,000 | 0.750% | ||
>$3,000 - $12,000 | 0.740% | ||
>$12,000 | 0.730% | ||
Emerging Markets Fund(c) | $0 - $500 | 1.100% | 7/1/2017 |
>$500 - $1,000 | 1.060% | ||
>$1,000 - $1,500 | 0.870% | ||
>$1,500 - $3,000 | 0.820% | ||
>$3,000 - $6,000 | 0.770% | ||
>$6,000 - $12,000 | 0.720% | ||
>$12,000 | 0.700% | ||
Global Energy and Natural Resources Fund | $0 - $1,000 | 0.750% | 1/1/2016 |
>$1,000 - $1,500 | 0.670% | ||
>$1,500 - $3,000 | 0.620% | ||
>$3,000 - $6,000 | 0.600% | ||
>$6,000 | 0.580% | ||
Global Technology Growth Fund | $0 - $500 | 0.870% | 1/1/2016 |
>$500 - $1,000 | 0.820% | ||
>$1,000 | 0.770% | ||
Greater China Fund | $0 - $1,000 | 0.950% | 1/1/2016 |
Pacific/Asia Fund | >$1,000 - $1,500 | 0.870% | 8/1/2015 |
>$1,500 - $3,000 | 0.820% | ||
>$3,000 - $6,000 | 0.770% | ||
>$6,000 | 0.720% |
Statement of Additional Information – May 1, 2020 | 91 |
Fund |
Assets
(millions) |
Annual rate at
each asset level |
Management Agreement
Effective Date |
HY Municipal Fund | $0 - $500 | 0.540% | 10/1/2015 |
>$500 - $1,000 | 0.535% | ||
>$1,000 - $2,000 | 0.505% | ||
>$2,000 - $3,000 | 0.480% | ||
>$3,000 - $6,000 | 0.445% | ||
>$6,000 - $7,500 | 0.420% | ||
>$7,500 - $10,000 | 0.410% | ||
>$10,000 - $12,000 | 0.400% | ||
>$12,000 - $15,000 | 0.390% | ||
>$15,000 - $24,000 | 0.380% | ||
>$24,000 - $50,000 | 0.360% | ||
>$50,000 | 0.340% | ||
Intermediate Municipal Bond Fund | $0 - $500 | 0.480% | 3/1/2016 |
Tax-Exempt Fund | >$500 - $1,000 | 0.475% | 12/1/2015 |
U.S. Social Bond Fund(b) | >$1,000 - $2,000 | 0.445% | 12/1/2015 |
>$2,000 - $3,000 | 0.420% | ||
>$3,000 - $6,000 | 0.385% | ||
>$6,000 - $9,000 | 0.360% | ||
>$9,000 - $10,000 | 0.350% | ||
>$10,000 - $12,000 | 0.340% | ||
>$12,000 - $15,000 | 0.330% | ||
>$15,000 - $24,000 | 0.320% | ||
>$24,000 - $50,000 | 0.300% | ||
>$50,000 | 0.290% | ||
Mid Cap Growth Fund | $0 - $500 | 0.820% | 1/1/2016 |
>$500 - $1,000 | 0.770% | ||
>$1,000 - $1,500 | 0.720% | ||
>$1,500 - $3,000 | 0.670% | ||
>$3,000 - $12,000 | 0.660% | ||
>$12,000 | 0.650% | ||
MM Alternative Strategies Fund(a) | $0 - $500 | 1.100% | 1/1/2016 |
>$500 - $1,000 | 1.050% | ||
>$1,000 - $3,000 | 1.020% | ||
>$3,000 - $6,000 | 0.990% | ||
>$6,000 - $12,000 | 0.960% | ||
> $12,000 | 0.950% | ||
MM Directional Alternative Strategies Fund | All assets | 1.60% | 8/17/2016 |
MM International Equity Strategies Fund | $0 - $500 | 0.870% | 3/7/2018 |
>$500 - $1,000 | 0.820% | ||
>$1,000 - $1,500 | 0.770% | ||
>$1,500 - $3,000 | 0.720% | ||
>$3,000 - $6,000 | 0.700% | ||
>$6,000 - $12,000 | 0.680% | ||
>$12,000 | 0.670% | ||
MM Small Cap Equity Strategies Fund(c) | $0 - $500 | 0.870% | 7/1/2017 |
Small Cap Growth Fund I | >$500 - $1,000 | 0.820% | 1/1/2016 |
Small Cap Value Fund I | >$1,000 - $3,000 | 0.770% | 9/1/2015 |
>$3,000 - $12,000 | 0.760% | ||
>$12,000 | 0.750% | ||
Multi-Asset Income Fund | $0 - $500 | 0.660% | 9/1/2015 |
>$500 - $1,000 | 0.625% | ||
>$1,000 - $1,500 | 0.610% | ||
>$1,500 - $3,000 | 0.600% | ||
>$3,000 - $6,000 | 0.570% | ||
>$6,000 - $12,000 | 0.545% | ||
>$12,000 | 0.510% | ||
Multi Strategy Alternatives Fund(a) | $0 - $500 | 0.960% | 10/1/2016 |
>$500 - $1,000 | 0.955% | ||
>$1,000 - $3,000 | 0.950% | ||
>$3,000 - $12,000 | 0.940% | ||
>$12,000 | 0.930% |
Statement of Additional Information – May 1, 2020 | 92 |
Fund |
Assets
(millions) |
Annual rate at
each asset level |
Management Agreement
Effective Date |
Multisector Bond SMA Completion Portfolio | All assets | 0.00% | 8/7/2019 |
Overseas SMA Completion Portfolio | |||
Solutions Aggressive Portfolio | 8/16/2017 | ||
Solutions Conservative Portfolio | |||
Real Estate Equity Fund | $0 - $500 | 0.750% | 5/1/2016 |
>$500 - $1,000 | 0.745% | ||
>$1,000 - $1,500 | 0.720% | ||
>$1,500 - $3,000 | 0.670% | ||
>$3,000 | 0.660% | ||
Strategic Income Fund | $0 - $500 | 0.600% | 3/1/2016 |
>$500 - $1,000 | 0.590% | ||
>$1,000 - $2,000 | 0.575% | ||
>$2,000 - $3,000 | 0.555% | ||
>$3,000 - $6,000 | 0.530% | ||
>$6,000 - $7,500 | 0.505% | ||
>$7,500 - $9,000 | 0.490% | ||
>$9,000 - $10,000 | 0.481% | ||
>$10,000 - $12,000 | 0.469% | ||
>$12,000 - $15,000 | 0.459% | ||
>$15,000 - $20,000 | 0.449% | ||
>$20,000 - $24,000 | 0.433% | ||
>$24,000 - $50,000 | 0.414% | ||
>$50,000 | 0.393% | ||
U.S. Treasury Index Fund(d) | All assets | 0.400% | 9/1/2015 |
Ultra Short Term Bond Fund(e) | All assets | 0.21% | 12/1/2018 |
Asset Category |
Assets
(millions) |
Annual rate at
each asset level |
Management Agreement
Effective Date |
Category 1: Assets invested in affiliated mutual funds, exchange- traded funds and closed-end funds that pay a management services fee (or an investment management services fee, as applicable) to the Investment Manager. | $0 - $500 | 0.060% | 10/1/2015 |
>$500 - $1,000 | 0.055% | ||
>$1,000 - $3,000 | 0.050% | ||
>$3,000 - $12,000 | 0.040% | ||
>$12,000 | 0.030% | ||
Category 2: Assets invested in exchange-traded funds and mutual funds that are not managed by the Investment Manager or its affiliates. | $0 - $500 | 0.160% | |
>$500 - $1,000 | 0.155% | ||
>$1,000 - $3,000 | 0.150% | ||
>$3,000 - $12,000 | 0.140% | ||
>$12,000 | 0.130% | ||
Category 3: Securities, instruments and other assets not described above, including without limitation affiliated mutual funds, exchange-traded funds and closed-end funds that do not pay a management services fee (or an investment management services fee, as applicable) to the Investment Manager, third party closed-end funds, derivatives and individual securities. | $0 - $500 | 0.760% | |
>$500 - $1,000 | 0.745% | ||
>$1,000 - $1,500 | 0.730% | ||
>$1,500 - $3,000 | 0.720% | ||
>$3,000 - $6,000 | 0.690% | ||
>$6,000 - $12,000 | 0.665% | ||
>$12,000 | 0.630% |
Statement of Additional Information – May 1, 2020 | 93 |
Statement of Additional Information – May 1, 2020 | 94 |
Management Services Fees | |||
2019 | 2018 | 2017 | |
For Funds with fiscal period ending May 31 | |||
Adaptive Risk Allocation Fund | $20,194,664 | $17,016,235 | $8,000,497 |
Dividend Income Fund | 68,730,008 | 61,556,409 | 54,720,306 |
HY Municipal Fund | 4,087,884 | 4,167,839 | 4,668,440 |
Multi Strategy Alternatives Fund | 5,026,201 | 4,999,782 | 2,938,737 |
For Funds with fiscal period ending July 31 | |||
Large Cap Growth Fund | 23,352,733 | 24,015,095 | 22,327,952 |
OR Intermediate Municipal Bond Fund | 1,683,285 | 1,936,652 | 2,152,358 |
Tax-Exempt Fund | 14,926,550 | 15,993,714 | 17,289,123 |
U.S. Social Bond Fund | 235,673 | 215,813 | 177,410 |
Ultra Short Term Bond Fund | 2,159,802 | 3,448,775 | 4,331,299 |
For Funds with fiscal period ending August 31 | |||
Balanced Fund | 39,147,898 | 42,313,765 | 37,000,407 |
Contrarian Core Fund | 61,766,499 | 69,747,238 | 62,449,221 |
Disciplined Small Core Fund | 884,008 | 1,553,711 | 2,120,260 |
Emerging Markets Fund | 13,209,425 | 14,851,585 | 13,852,430 |
Global Dividend Opportunity Fund | 3,905,665 | 4,511,286 | 4,563,064 |
Global Energy and Natural Resources Fund | 1,447,280 | 1,797,151 | 1,792,602 |
Global Technology Growth Fund | 11,607,081 | 9,088,664 | 5,448,440 |
Greater China Fund | 1,101,436 | 1,316,857 | 1,044,824 |
Mid Cap Growth Fund | 12,857,303 | 14,133,865 | 13,635,837 |
MM Alternative Strategies Fund | 5,705,412 | 6,324,434 | 6,656,052 |
MM International Equity Strategies Fund | 15,100,870 | 4,352,066(e) | N/A |
MM Small Cap Equity Strategies Fund | 14,241,229 | 10,337,126 | 8,560,553 |
MM Total Return Bond Strategies Fund | 35,866,449 | 35,541,912 | 30,955,796 |
Multisector Bond SMA Completion Portfolio(f) | N/A | N/A | N/A |
Overseas SMA Completion Portfolio(g) | N/A | N/A | N/A |
Small Cap Growth Fund I | 4,852,998 | 4,272,672 | 3,547,326 |
Strategic Income Fund | 24,981,150 | 23,126,723 | 15,719,912(h) |
For Funds with fiscal period ending October 31 | |||
CT Intermediate Municipal Bond Fund | 451,181 | 513,627 | 629,541 |
Intermediate Municipal Bond Fund | 6,098,804 | 7,952,128 | 9,519,597 |
MA Intermediate Municipal Bond Fund | 1,013,279 | 1,077,291 | 1,209,330 |
NY Intermediate Municipal Bond Fund | 1,016,584 | 1,044,632 | 1,183,001 |
Strategic CA Municipal Income Fund | 2,483,919 | 2,389,784 | 2,411,432 |
Strategic NY Municipal Income Fund | 905,523 | 982,344 | 1,028,510 |
For Funds with fiscal period ending December 31 | |||
Real Estate Equity Fund | 2,243,225 | 2,389,889 | 3,484,436 |
(a) | For the period from October 24, 2017 (commencement of operations) to March 31, 2018. |
(b) | For the period from April 4, 2018 (commencement of operations) to March 31, 2019. |
(c) | The Solution Series Funds do not pay a management services fee. |
(d) | For the period from October 17, 2016 (commencement of operations) to April 30, 2017. |
(e) | For the period from May 17, 2018 (commencement of operations) to August 31, 2018. |
(f) | The Fund commenced operations on October 29, 2019, and therefore has no reporting information for periods prior to such date. |
(g) | The Fund commenced operations on September 12, 2019, and therefore has no reporting information for periods prior to such date. |
Statement of Additional Information – May 1, 2020 | 95 |
(h) | The Fund changed its fiscal year end in 2017 from October 31 to August 31. For the fiscal year ended in 2017, the information shown is for the period from November 1, 2016 to August 31, 2017. |
Statement of Additional Information – May 1, 2020 | 96 |
Fund | Current Subadvisers |
Parent
Company/Other Information |
Aggregate Effective Fee Rate |
For Funds with fiscal period ending March 31 | |||
MM Growth Strategies Fund |
Loomis Sayles
(effective December 11, 2013) Los Angeles Capital (effective February 7, 2017) |
A
L |
0.142% |
For Funds with fiscal period ending April 30 | |||
MM Directional Alternative Strategies Fund |
Boston Partners
(since commencement of operations) AQR (since commencement of operations) WellsCap(a) (since November 1, 2018) |
J
B K |
0.857% |
For Funds with fiscal period ending May 31 | |||
Multi Strategy Alternatives Fund |
AQR
(since September 24, 2019) QMA (since September 24, 2019) |
B
S |
0.300%(b)
|
Statement of Additional Information – May 1, 2020 | 97 |
Fund | Current Subadvisers |
Parent
Company/Other Information |
Aggregate Effective Fee Rate |
For Funds with fiscal period ending August 31 | |||
MM Alternative Strategies Fund |
AlphaSimplex
(effective May 23, 2018) AQR (since commencement of operations) Manulife (effective September 13, 2017) TCW (effective March 29, 2017) Water Island (since commencement of operations) |
Q
B M D C |
0.474% |
MM International Equity Strategies Fund |
Arrowstreet
(since commencement of operations) Baillie Gifford (since commencement of operations) Causeway (since commencement of operations) |
N
O P |
0.414% |
MM Small Cap Equity Strategies Fund |
BMO
(effective May 1, 2017) Conestoga (effective October 1, 2012) Hotchkis & Wiley (effective February 13, 2019) JPMIM (effective December 19, 2018) |
H
E F G |
0.306% |
MM Total Return Bond Strategies Fund |
Loomis Sayles
(effective April 11, 2016) PGIM Fixed Income (effective May 16, 2016) TCW (since commencement of operations) Voya (effective December 6, 2018) |
A
I D R |
0.097% |
Statement of Additional Information – May 1, 2020 | 98 |
Statement of Additional Information – May 1, 2020 | 99 |
(a) | The fees shown represent the aggregate amount paid by the Investment Manager, with respect to the Fund, to all non-affiliated subadvisers for 2017, 2018, and 2019, which amounted to 0.130%, 0.144%, and 0.142%, respectively, of the Fund’s daily net assets as of each fiscal year end. |
(b) | The fees shown represent the aggregate amount paid by the Investment Manager, with respect to the Fund, to all non-affiliated subadvisers for 2017, 2018, and 2019, which amounted to 0.451%, 0.830%, and 0.857%, respectively, of the Fund’s daily net assets as of each fiscal year end. |
(c) | The Fund's subadvisers began managing the Fund on September 24, 2019, and therefore has no reporting information for periods prior to such date. |
(d) | The fees shown represent the aggregate amount paid by the Investment Manager, with respect to the Fund, to all non-affiliated subadvisers for 2017, 2018, and 2019 which amounted to 0.606%, 0.484%, and 0.474% respectively, of the Fund’s daily net assets as of each fiscal year end. |
(e) | The fees shown represent the aggregate amount paid by the Investment Manager, with respect to the Fund, to all non-affiliated subadvisers for 2017, 2018, and 2019, which amounted to 0.333%, 0.306%, and 0.306% respectively, of the Fund’s daily net assets as of each fiscal year end. |
(f) | The fees shown represent the aggregate amount paid by the Investment Manager, with respect to the Fund, to all non-affiliated subadvisers for 2017, 2018, and 2019, which amounted to 0.074%, 0.088%, and 0.097% respectively, of the Fund’s daily net assets as of each fiscal year end. |
(g) | The fees shown represent the aggregate amount paid by the Investment Manager, with respect to the Fund, to all non-affiliated subadvisers for 2018, and 2019, which amounted to 0.121% and 0.414%, respectively, of the Fund’s daily net assets as of each fiscal year end. The Fund commenced operations on May 17, 2018, and therefore has no reporting information for periods prior to such date. |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
For Funds with fiscal year ending March 31 – Information is as of March 31, 2019, unless otherwise noted | |||||||
Adaptive
Retirement 2020 Fund |
Joshua Kutin |
42 RICs
7 PIVs 24 other accounts |
$67.69 billion
$12.35 million $1.38 million |
None | None | Columbia Management | Columbia Management |
Alexander Wilkinson |
12 RICs
6 PIVs 1 other account |
$3.27 billion
$0.31 million $0.03 million |
None | None |
Statement of Additional Information – May 1, 2020 | 100 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
Adaptive
Retirement 2025 Fund |
Joshua Kutin |
42 RICs
7 PIVs 24 other accounts |
$67.69 billion
$12.35 million $1.38 million |
None | None | Columbia Management | Columbia Management |
Alexander Wilkinson |
12 RICs
6 PIVs 1 other account |
$3.27 billion
$0.31 million $0.03 million |
None | None | |||
Adaptive
Retirement 2030 Fund |
Joshua Kutin |
42 RICs
7 PIVs 24 other accounts |
$67.70 billion
$12.35 million $1.38 million |
None | None | Columbia Management | Columbia Management |
Alexander Wilkinson |
12 RICs
6 PIVs 1 other account |
$3.27 billion
$0.31 million $0.03 million |
None | None | |||
Adaptive
Retirement 2035 Fund |
Joshua Kutin |
42 RICs
7 PIVs 24 other accounts |
$67.70 billion
$12.35 million $1.38 million |
None | None | Columbia Management | Columbia Management |
Alexander Wilkinson |
12 RICs
6 PIVs 1 other account |
$3.27 billion
$0.31 million $0.03 million |
None | None | |||
Adaptive
Retirement 2040 Fund |
Joshua Kutin |
42 RICs
7 PIVs 24 other accounts |
$67.70 billion
$12.35 million $1.38 million |
None | None | Columbia Management | Columbia Management |
Alexander Wilkinson |
12 RICs
6 PIVs 1 other account |
$3.27 billion
$0.31 million $0.03 million |
None | None | |||
Adaptive
Retirement 2045 Fund |
Joshua Kutin |
42 RICs
7 PIVs 24 other accounts |
$67.70 billion
$12.35 million $1.38 million |
None | None | Columbia Management | Columbia Management |
Alexander Wilkinson |
12 RICs
6 PIVs 1 other account |
$3.27 billion
$0.31 million $0.03 million |
None | None | |||
Adaptive
Retirement 2050 Fund |
Joshua Kutin |
42 RICs
7 PIVs 24 other accounts |
$67.70 billion
$12.35 million $1.38 million |
None | None | Columbia Management | Columbia Management |
Alexander Wilkinson |
12 RICs
6 PIVs 1 other account |
$3.27 billion
$0.31 million $0.03 million |
None | None | |||
Adaptive
Retirement 2055 Fund |
Joshua Kutin |
42 RICs
7 PIVs 24 other accounts |
$67.70 billion
$12.35 million $1.38 million |
None | None | Columbia Management | Columbia Management |
Alexander Wilkinson |
12 RICs
6 PIVs 1 other account |
$3.27 billion
$0.31 million $0.03 million |
None | None |
Statement of Additional Information – May 1, 2020 | 101 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
Adaptive
Retirement 2060 Fund |
Joshua Kutin |
42 RICs
7 PIVs 24 other accounts |
$67.70 billion
$12.35 million $1.38 million |
None | None | Columbia Management | Columbia Management |
Alexander Wilkinson |
12 RICs
6 PIVs 1 other account |
$3.27 billion
$0.31 million $0.03 million |
None | None | |||
MM Growth
Strategies Fund |
Columbia Management:
Thomas Galvin |
5 RICs 2 PIVs 1,293 other accounts |
$3.43 billion $572.60 million $2.62 billion |
None |
None |
Columbia Management |
Columbia Management |
Richard Carter |
5 RICs
2 PIVs 1,294 other accounts |
$3.43 billion
$572.60 million $2.60 billion |
None | None | |||
Todd Herget |
5 RICs
2 PIVs 1,297 other accounts |
$3.43 billion
$572.60 million $2.60 billion |
None | None | |||
Loomis Sayles:
Aziz Hamzaogullari |
20 RICs 16 PIVs 132 other accounts |
$23.31 billion $6.8 billion $21.35 billion |
2 PIVs ($788.54M) |
None |
Loomis Sayles |
Loomis Sayles |
|
MM Growth
Strategies Fund (continued) |
Los Angeles Capital:
Thomas Stevens |
13 RICs 14 PIVs 39 other accounts |
$7.09 billion $5.15 billion $12.65 billion |
1 RIC ($3.55 B) 5 PIVs ($2.09 B) 6 other accounts ($6.84 B) |
None |
Los Angeles Capital |
Los Angeles Capital |
Hal Reynolds |
13 RICs
14 PIVs 39 other accounts |
$7.09 billion
$5.15 billion $12.65 billion |
1 RIC
($3.55 B) 5 PIVs ($2.09 B) 6 other accounts ($6.84 B) |
None | |||
Daniel Allen |
9 RICs
14 PIVs 39 other accounts |
$2.96 billion
$5.15 billion $12.65 billion |
5 PIVs
($2.09 B) 6 other accounts ($6.84 B) |
None | |||
Daniel Arche |
1 RIC
5 PIVs 11 other accounts |
$1.80 billion
$2.49 billion $2.09 billion |
3 PIVs
($1.46 B) |
None |
Statement of Additional Information – May 1, 2020 | 102 |
Statement of Additional Information – May 1, 2020 | 103 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
MM Directional
Alternative Strategies Fund |
Boston Partners:
Joseph Feeney |
7 RICs 6 PIVs 35 other accounts |
$6.46 billion $3.25 billion $3.26 billion |
None |
None |
Boston Partners |
Boston Partners |
Eric Connerly |
1 other
account |
$4.25 billion | None | None | |||
AQR:
Michele Aghassi |
19 RICs 17 PIVs 14 other accounts |
$11.05 billion $8.40 billion $4.88 billion |
14 PIVs ($5.98 B) 4 other accounts ($1.69 B) |
None |
AQR |
AQR |
|
Andrea Frazzini |
36 RICs
27 PIVs 35 other accounts |
$20.10 billion
$14.51 billion $17.83 billion |
24 PIVs
($12.09 B) 9 other accounts ($2.18 B) |
None | |||
Ronen Israel(k) |
27 RICs
57 PIVs 49 other accounts |
$12.96 billion
$22.11 billion $24.84 billion |
52 PIVs
($19.68 B) 16 other accounts ($7.55 B) |
None | |||
Lars Nielsen(k) |
28 RICs
57 PIVs 49 other accounts |
$13.11 billion
$22.11 billion $24.84 billion |
52 PIVs
($19.68 B) 16 other accounts ($7.55 B) |
||||
MM Directional
Alternative Strategies Fund (continued) |
WellsCap:
Harindra de Silva |
19 RICs 22 PIVs 32 other accounts |
$5.82 billion $7.37 billion $6.69 billion |
2 PIVs ($170.34 M) 3 other accounts ($448.00 M) |
None |
WellsCap |
WellsCap |
Dennis Bein |
17 RICs
21 PIVs 27 other accounts |
$5.60 billion
$7.35 billion $6.23 billion |
2 PIVs
($170.34 M) 3 other accounts ($448.00 M) |
None | |||
David Krider |
7 RICs
16 PIVs 8 other accounts |
$2.43 billion
$3.83 billion $1.68 billion |
2 PIVs
($170.34 M) 1 other account ($28.03 M) |
None | |||
Multi–Asset
Income Fund |
Anwiti Bahuguna |
22 RICs
25 PIVs 33 other accounts |
$70.33 billion
$3.25 billion $110.02 million |
None |
$10,001 –
$50,000(b) |
Columbia Management | Columbia Management |
Dan Boncarosky |
7 RICs
25 other accounts |
$5.68 billion
$3.61 million |
None |
$1 –
$10,000(b) |
|||
Small Cap
Value Fund I |
Jeremy Javidi |
1 RIC
1 PIV 9 other accounts |
$329.29 million
$176.74 million $22.77 million |
None |
Over
$1,000,000(a) |
Columbia Management | Columbia Management |
Statement of Additional Information – May 1, 2020 | 104 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
Total Return
Bond Fund |
Gene Tannuzzo |
7 RICs
1 PIV 61 other accounts |
$11.15 billion
$74.61 million $1.05 billion |
None |
$50,001 –
$100,000(a) |
Columbia Management | Columbia Management |
Jason Callan |
12 RICs
21 PIVs 4 other accounts |
$17.29 billion
$37.25 billion $1.52 million |
None | None | |||
U.S. Treasury
Index Fund |
Alan Erickson |
1 RIC
40 other accounts |
$3.96 million
$2.71 billion |
None |
$10,001 –
$50,000(b) |
Columbia Management | Columbia Management |
For Funds with fiscal year ending May 31 – Information is as of May 31, 2019, unless otherwise noted | |||||||
Adaptive Risk
Allocation Fund |
Alexander Wilkinson |
12 RICs
6 PIVs 1 other account |
$0.29 billion
$0.31 million $0.03 million |
None |
$1 –
$10,000(b) |
Columbia
Management; Columbia Management – FoF |
Columbia Management |
Joshua Kutin |
42 RICs
6 PIVs 24 other accounts |
$63.49 billion
$0.31 million $1.34 million |
None |
$100,001 –
$500,000(a) $100,001 – $500,000(b) |
|||
Dividend Income
Fund |
Michael Barclay |
5 RICs
1 PIV 82 other accounts |
$929.57 million
$26.33 million $1.56 billion |
None |
$500,001 –
$1,000,000(a) $100,001 – $500,000(b) |
Columbia Management | Columbia Management |
Scott Davis |
2 RICs
1 PIV 83 other accounts |
$904.82 million
$26.33 million $1.56 billion |
None |
$100,001 –
$500,000(a) $100,001 – $500,000(b) |
|||
Peter Santoro |
5 RICs
1 PIV 60 other accounts |
$2.93 billion
$26.33 million $2.06 billion |
None |
$100,001 –
$500,000(a) $100,001 – $500,000(b) |
|||
HY Municipal
Fund |
Douglas White |
4 RICs
7 other accounts |
$3.15 billion
$6.98 million |
None | None | Columbia Management | Columbia Management |
Catherine Stienstra |
7 RICs
2 PIVs 3 other accounts |
$7.45 billion
$1.78 billion $1.17 million |
None |
$100,001 –
$500,000(a) $50,001 – $100,000(b) |
Statement of Additional Information – May 1, 2020 | 105 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
Multi Strategy Alternatives Fund | Marc Khalamayzer |
5 RICs
6 other accounts |
$72.89 million
$0.43 million |
None |
$10,001 –
$50,000(b) |
Columbia Management | Columbia Management |
Joshua Kutin |
42 RICs
6 PIVs 24 other accounts |
$65.78 billion
$0.31 million $1.34 million |
None |
$100,001 –
$500,000(b) |
|||
Matthew Ferrelli(g) |
1 other
account |
$0.14 million | None | None | |||
Dan Boncarosky(d) |
8 RICs
25 other accounts |
$5.56 billion
$3.37 million |
None |
$1 –
$10,000(b) |
|||
Brian Virginia(d) |
16 RICs
9 other accounts |
$61.98 billion
$2.70 million |
None | None | |||
Corey Lorenzen(d) |
2 RICs
5 other accounts |
$14.83 million
$0.53 million |
None | None | |||
Jason Callan(d) |
13 RICs
13 PIVs 4 other accounts |
$18.74 billion
$6.41 billion $25.15 billion |
None | None | |||
Tom Heuer(d) |
4 RICs
5 other accounts |
$4.30 billion
$2.78 million |
None | None | |||
Ryan Osborn(d) |
3 RICs
6 other accounts |
$4.30 billion
$1.69 million |
None | None | |||
Multi Strategy Alternatives Fund (continued) |
AQR:
Jordan Brooks(i) |
3 RICs 1 PIV |
$216.03 million $47.12 million |
1 PIV ($47.12 M) |
None |
AQR |
AQR |
David Kupersmith(i) |
2 RICS
3 PIVs |
$101.06 million
$647.93 million |
3 PIVs
($647.93 M) |
None | |||
Lars Nielsen(i) |
28 RICs
62 PIVs 50 other accounts |
$13.10 billion
$25.57 billion $25.01 billion |
56 PIVs
($22.94 B) 16 other accounts ($7.37 B) |
None | |||
Ashwin Thapar(i) |
16 RICs
79 PIVs |
$10.65 billion
$30.62 billion |
79 PIVs
($30.62 B) |
None | |||
QMA:
Marco Aiolfi(i) |
7 RICs 1 PIV 1 other account |
$71.66 million $146.99 million $29.70 million |
None |
None |
QMA |
QMA |
|
Yesim Tokat-Acikel(i) |
7 RICs
1 PIV 1 other account |
$71.66 million
$146.99 million $29.70 million |
None | None |
Statement of Additional Information – May 1, 2020 | 106 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
For Funds with fiscal year ending July 31– Information is as of July 31, 2019, unless otherwise noted | |||||||
Large Cap
Growth Fund |
Melda Mergen(e) |
5 RICs
14 other accounts |
$3.47 billion
$549.94 million |
None |
$1 –
$10,000(a) |
Columbia Management | Columbia Management |
Peter Santoro(e) |
5 RICs
1 PIV 57 other accounts |
$19.45 billion
$45.47 million $2.22 billion |
None |
$100,001 –
$500,000(b) |
|||
Tchintcia Barros |
2 RICs
7 other accounts |
$3.50 billion
$319.72 million |
None |
$10,001 –
$50,000(b) |
|||
OR
Intermediate Municipal Bond Fund |
Paul Fuchs |
10 RICs
7 other accounts |
$2.76 billion
$29.95 million |
None | None | Columbia Management | Columbia Management |
Anders Myhran |
15 RICs
2 PIVs 4 other accounts |
$5.04 billion
$1.79 billion $146.70 million |
None | None | |||
Deborah Vargo |
10 RICs
125 other accounts |
$2.76 billion
$1.64 million |
None | None | |||
Tax–Exempt
Fund |
Kimberly Campbell |
1 RICs
11 other accounts |
$52.22 million
$200.41 million |
None |
$100,001 –
$500,000(a) $50,001 – $100,000(b) |
Columbia Management | Columbia Management |
Catherine Stienstra |
7 RICs
2 PIVs 3 other accounts |
$5.02 billion
$1.79 billion $1.32 million |
None |
$100,001 –
$500,000(a) $50,001 – $100,000(b) |
|||
U.S. Social
Bond Fund |
Kimberly Campbell |
1 RIC
11 other accounts |
$3.43 billion
$200.41 million |
None | None | Columbia Management | Columbia Management |
Tom Murphy |
12 RICs
24 PIVs 22 other accounts |
$4.20 billion
$21.79 billion $4.56 billion |
None | None | |||
Malcolm (Mac) Ryerse |
5 other
accounts |
$1.58 million | None |
$10,001 –
$50,000(a) $10,001 – $50,000(b) |
|||
Ultra Short
Term Bond Fund |
Ronald Stahl |
3 RICs
13 PIVs 42 other accounts |
$3.71 billion
$1.96 billion $4.52 billion |
None | None | Columbia Management | Columbia Management |
Greg Liechty |
3 RICs
13 PIVs 43 other accounts |
$3.71 billion
$2.04 billion $4.52 billion |
None | None |
Statement of Additional Information – May 1, 2020 | 107 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
For Funds with fiscal year ending August 31 – Information is as of August 31, 2019, unless otherwise noted | |||||||
Balanced Fund | Guy Pope |
9 RICs
7 PIVs 111 other accounts |
$12.68 billion
$1.46 billion $2.70 billion |
None |
$100,001 –
$500,000(a) $100,001 – $500,000(b) |
Columbia Management | Columbia Management |
Jason Callan |
12 RICs
9 PIVs 3 other accounts |
$17.37 billion
$7.88 billion $1.69 million |
None | None | |||
Gregory Liechty |
3 RICs
12 PIVs 44 other accounts |
$2.45 billion
$1.94 billion $4.29 billion |
None |
$10,001 –
$50,000(b) |
|||
Ronald Stahl |
3 RICs
13 PIVs 42 other accounts |
$2.45 billion
$1.94 billion $4.87 billion |
None |
$100,001 –
$500,000(a) $10,001 – $50,000(b) |
|||
Contrarian
Core Fund |
Guy Pope |
9 RICs
7 PIVs 111 other accounts |
$7.10 billion
$1.46 billion $2.70 billion |
None |
Over
$1,000,000(a) $100,001 – $500,000(b) |
Columbia Management | Columbia Management |
Disciplined
Small Core Fund |
Brian Condon(m) |
22 RICs
2 PIVs 69 other accounts |
$13.56 billion
$108.93 million $7.41 billion |
None |
$100,001 –
$500,000(b) |
Columbia Management | Columbia Management |
Peter Albanese |
16 RICs
2 PIVs 67 other accounts |
$13.50 billion
$108.93 million $7.40 billion |
None |
$10,001 –
$50,000(b) |
|||
Emerging
Markets Fund |
Dara White |
3 RICs
2 PIVs 14 other accounts |
$590.59 million
$430.49 million $1.90 billion |
None |
Over
$1,000,000(a) $100,001 – $500,000(b) |
Columbia Management | Columbia Management |
Robert Cameron |
2 RICs
2 PIVs 14 other accounts |
$481.57 million
$430.49 million $1.11 billion |
None |
$100,001 –
$500,000(b) |
|||
Young Kim |
2 RICs
2 PIVs 12 other accounts |
$481.57 million
$431.51 million $1.16 billion |
None |
$10,001 –
$50,000(a) $50,001 – $100,000(b) |
|||
Perry Vickery |
2 RICs
2 PIVs 13 other accounts |
$481.57 million
$430.49 million $1.17 billion |
None |
$100,001 –
$500,000(a) $10,001 – $50,000(b) |
|||
Derek Lin(f) |
7 other
accounts |
$0.61 million | None | None | |||
Global
Dividend Opportunity Fund |
Jonathan Crown(c) |
2 PIVs
3 other accounts |
$937.51 million
$2.73 billion |
None | None | Threadneedle | Threadneedle |
Georgina Hellyer |
2 PIVs
2 other account |
$937.51 million
$2.70 billion |
None | None(c) |
Statement of Additional Information – May 1, 2020 | 108 |
Statement of Additional Information – May 1, 2020 | 109 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
MM Alternative
Strategies Fund |
AlphaSimplex:
Alexander Healy |
6 RICs 2 PIVs 6 other accounts |
$3.12 billion $714.20 million $550.50 million |
1 PIV ($476.80 M) |
None |
AlphaSimplex |
AlphaSimplex |
Kathryn Kaminski |
2 RICs
2 PIVs 3 other accounts |
$1.95 billion
$714.20 million $498.10 million |
1 PIV
($476.80 M) |
None | |||
Philippe Lüdi |
4 RICs
2 PIVs 3 other accounts |
$2.90 billion
$714.20 million $498.10 million |
1 PIV
($476.80 M) |
None | |||
John Perry |
2 RICs
2 PIVs 3 other accounts |
$1.95 billion
$714.20 million $498.10 million |
1 PIV
($476.80 M) |
None | |||
Robert Rickard |
5 RICs
2 PIVs |
$3.05 billion
$714.20 million |
1 PIV
($476.80 M) |
None | |||
AQR:
Clifford Asness |
29 RICs 38 PIVs 61 other accounts |
$17.29 billion $18.25 billion $29.52 billion |
36 PIVs ($16.53 B) 21 other accounts ($8.88 B) |
None |
AQR |
AQR |
|
John Liew |
18 RICs
29 PIVs 30 other accounts |
$10.40 billion
$12.25 billion $13.90 billion |
28 PIVs
($10.73 B) 10 other accounts ($5.77 B) |
None | |||
Yao Hua Ooi |
11 RICs
40 PIVs 2 other accounts |
$10.40 billion
$19.70 billion $364.00 million |
38 PIVs
($18.65 B) 1 other account ($78 .01 M) |
None | |||
Ari Levine |
5 RICs
37 PIVs 7 other accounts |
$6.14 billion
$16.02 billion $3.80 billion |
34 PIVs
($13.77 B) 2 other accounts ($823 M) |
None |
Statement of Additional Information – May 1, 2020 | 110 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
MM Alternative
Strategies Fund (continued) |
Manulife:
Daniel Janis III |
5 RICs 43 PIVs 15 other accounts |
$7.86 billion $23.57 billion $10.71 billion |
1 other account ($6.82 B) |
None |
Manulife |
Manulife |
Christopher Chapman |
4 RICs
42 PIVs 15 other accounts |
$7.83 billion
$17.91 billion $10.71 billion |
1 other
account ($6.82 B) |
None | |||
Thomas Goggins |
4 RICs
41 PIVs 15 other accounts |
$7.83 billion
$17.86 billion $10.71 billion |
1 other
account ($6.82 B) |
None | |||
Kisoo Park |
4 RICs
43 PIVs 15 other accounts |
$7.83 billion
$23.60 billion $10.71 billion |
1 other
account ($6.82 B) |
None | |||
TCW:
Tad Rivelle |
33 RICs 47 PIVs 220 other accounts |
$113.79 billion $15.62 billion $48.61 billion |
25 PIVs ($3.19 B) 8 other accounts ($4.60 B) |
None |
TCW |
TCW |
|
Stephen Kane |
32 RICs
28 PIVs 204 other accounts |
$107.89 billion
$12.74 billion $42.91 billion |
8 PIVs
($2.41 B) 7 other accounts ($4.41 B) |
None | |||
Laird Landmann |
29 RICs
20 PIVs 195 other accounts |
$107.84 billion
$9.57 billion $38.92 billion |
3 PIVs
($443.50 M) 7 other accounts ($4.41 B) |
None | |||
Bryan Whalen |
31 RICs
40 PIVs 213 other accounts |
$113.77 billion
$12.51 billion $44.88 billion |
20 PIVs
($1.22 B) 8 other accounts ($4.60 B) |
None | |||
Water Island:
Edward Chen |
2 RICs |
$136.00 million |
None |
None |
Water Island |
Water Island |
|
Gregory Loprete | 3 RICs | $549.00 million | None | None | |||
Todd Munn |
4 RICs
1 PIV |
$2.25 billion
$114.00 million |
None | None | |||
Roger P. Foltynowicz |
4 RICs
1 PIV |
$2.25 billion
$114.00 million |
None | None |
Statement of Additional Information – May 1, 2020 | 111 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
MM Intl Equity
Strategies Fund |
Arrowstreet:
Peter Rathjens |
4 RICs
73 PIVs 72 other accounts |
$2.52 billon
$50.44 billion $48.02 billion |
1 RIC
($122.56 M) 31 PIVs ($31.50 B) 9 other accounts ($7.09 B) |
None |
Arrowstreet |
Arrowstreet |
John Capeci |
4 RICs
73 PIVs 72 other accounts |
$2.52 billon
$50.44 billion $48.02 billion |
1 RIC
($122.56 M) 31 PIVs ($31.50 B) 9 other accounts ($7.09 B) |
None | |||
Manolis Liodakis |
4 RICs
73 PIVs 72 other accounts |
$2.52 billon
$50.44 billion $48.02 billion |
1 RIC
($122.56 M) 31 PIVs ($31.50 B) 9 other accounts ($7.09 B) |
None | |||
Baillie Gifford:
Donald Farquharson |
4 RICs
1 PIV 42 other accounts |
$5.49 billion
$1.12 billion $18.45 billion |
6 other
accounts ($3.43 B) |
None |
Baillie Gifford |
Baillie Gifford |
|
Jenny Davis |
4 RICs
35 other accounts |
$5.49 billion
$14.19 billion |
5 other
accounts ($3.18 B) |
None | |||
Angus Franklin |
4 RICs
35 other accounts |
$5.49 billion
$14.19 billion |
5 other
accounts ($3.18 B) |
None | |||
Andrew Stobart |
6 RICs
3 PIVs 45 other accounts |
$8.62 billion
$1.59 billion $19.40 billion |
1 RIC
($159.00 M) 1 PIV ($29.00 M) 5 other accounts ($3.18 B) |
None | |||
Tom Walsh |
4 RICs
35 other accounts |
$5.49 billion
$14.19 billion |
5 other
accounts ($3.18 B) |
None | |||
Toby Ross |
4 RICs
5 PIVs 39 other accounts |
$5.49 billion
$1.59 billion $14.49 billion |
5 other
accounts ($3.18 B) |
None |
Statement of Additional Information – May 1, 2020 | 112 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
MM Intl Equity
Strategies Fund (continued) |
Causeway:
Sarah Ketterer |
16 RICs
24 PIVs 146 other accounts |
$13.48 billion
$5.31 billion $21.42 billion |
9 other
accounts ($2.17 B) |
None |
Causeway |
Causeway |
Harry Hartford |
16 RICs
24 PIVs 99 other accounts |
$13.48 billion
$5.31 billion $21.21 billion |
9 other
accounts ($2.17 B) |
None | |||
James Doyle(l) |
16 RICs
24 PIVs 98 other accounts |
$13.48 billion
$5.31 billion $21.23 billion |
9 other
accounts ($2.17 B) |
None | |||
Conor Muldoon |
16 RICs
24 PIVs 93 other accounts |
$13.48 billion
$5.31 billion $21.21 billion |
9 other
accounts ($2.17 B) |
None | |||
Alessandro Valentini |
16 RICs
24 PIVs 95 other accounts |
$13.48 billion
$5.31 billion $21.21 billion |
9 other
accounts ($2.17 B) |
None | |||
Jonathan Eng |
16 RICs
24 PIVs 95 other accounts |
$13.48 billion
$5.31 billion $21.21 billion |
9 other
accounts ($2.17 B) |
None | |||
Ellen Lee |
16 RICs
24 PIVs 93 other accounts |
$13.48 billion
$5.31 billion $21.21 billion |
9 other
accounts ($2.17 B) |
None | |||
Ellen Lee |
16 RICs
24 PIVs 93 other accounts |
$13.48 billion
$5.31 billion $21.21 billion |
9 other
accounts ($2.17 B) |
None | |||
MM Small Cap
Equity Strategies Fund |
Columbia Management:
Jarl Ginsberg |
4 RICs 1 PIV 82 other accounts |
$2.19 billion $20.28 million $67.97 million |
None |
None |
Columbia Management | Columbia Management |
Christian Stadlinger |
4 RICs
1 PIV 7 other accounts |
$2.19 billion
$20.28 million $71.97 million |
None | None | |||
Conestoga:
Robert Mitchell |
2 RICs 1 PIV 215 other accounts |
$2.82 billion $82.52 million $1.70 billion |
None |
None |
Conestoga |
Conestoga |
|
Joseph Monahan |
2 RICs
1 PIV 215 other accounts |
$2.82 billion
$82.52 million $1.70 billion |
None | None |
Statement of Additional Information – May 1, 2020 | 113 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
MM Small Cap
Equity Strategies Fund (continued) |
Hotchkis &
Wiley: Judd Peters |
17 RICs
12 PIVs 58 other accounts |
$14.94 billion
$1.29 billion $8.76 billion |
1 RIC
($7.59 B) 1 PIV ($44.00 M) 4 other accounts ($1.37 B) |
None |
Hotchkis & Wiley |
Hotchkis & Wiley |
Ryan Thomes |
17 RICs
12 PIVs 58 other accounts |
$14.94 billion
$1.29 billion $8.76 billion |
1 RIC
($7.59 B) 1 PIV ($44.00 M) 4 other accounts ($1.37 B) |
None | |||
BMO:
David Corris |
9 RICs 16 PIVs 131 other accounts |
$1.47 billion $3.43 billion $6.48 billion |
None |
None |
BMO |
BMO |
|
Thomas Lettenberger |
5 RICs
6 PIVs 37 other accounts |
$407.38 million
$401.07 million $637.43 million |
None | None | |||
JPMIM:
Eytan Shapiro |
5 RICs 3 PIVs 1 other account |
$4.21 billion $645.00 million $297.00 million |
None |
None |
JPMIM |
JPMIM |
|
Felise Agranoff |
6 RICs
1 PIVs 2 other accounts |
$10.60 billion
$42.00 million $27.00 million |
None | None | |||
Matthew Cohen |
2 RICs
1 PIV 1 other account |
$3.24 billion
$2.46 billion $1.29 billion |
1 other
account ($1.29 B) |
None |
Statement of Additional Information – May 1, 2020 | 114 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
MM Total
Return Bond Strategies Fund |
Loomis Sayles:
Christopher Harms |
16 RICs 8 PIVs 214 other accounts |
$1.86 billion $6.06 billion $19.58 billion |
None |
None |
Loomis Sayles |
Loomis Sayles |
Clifton Rowe |
6 RICs
208 other accounts |
$1.86 billion
$19.59 billion |
None | None | |||
Kurt Wagner |
16 RICs
16 PIVs 226 other accounts |
$1.86 billion
$14.32 billion $26.05 billion |
2 other
accounts ($3.01 B) |
None | |||
Daniel Conklin(d) | None | None | None | None | |||
PGIM:
Michael Collins |
18 RICs 9 PIVs 49 other accounts |
$74.18 billion $17.89 billion $30.36 billion |
None |
None |
PGIM |
PGIM |
|
Robert Tipp |
27 RICS
20 PIVs 102 other accounts |
$59.59 billion
$1.76 billion $29.18 billion |
1 PIV
($6.16 M) |
None | |||
Richard Piccirillo |
38 RICs
24 PIVs 147 other accounts |
$79.13 billion
$22.70 billion $71.54 billion |
None | None | |||
Gregory Peters |
17 RICs
20 PIVs 69 other accounts |
$74.11 billion
$39.44 billion $41.32 billion |
None | None | |||
TCW:
Tad Rivelle |
33 RICs 47 PIVs 220 other accounts |
$111.68 billion $15.62 billion $48.61 billion |
25 PIVs ($3.19 B) 8 other accounts ($4.60 B) |
None |
TCW |
TCW |
|
Stephen Kane |
32 RICs
28 PIVs 204 other accounts |
$105.79 billion
$12.74 billion $42.91 billion |
8 PIVs
($2.41 B) 7 other accounts ($4.41 B) |
None | |||
Laird Landmann |
29 RICs
20 PIVs 195 other accounts |
$105.74 billion
$9.57 billion $38.92 billion |
3 PIVs
($443.50 M) 7 other accounts ($4.41 B) |
None | |||
Bryan Whalen |
31 RICs
40 PIVs 213 other accounts |
$111.67 billion
$12.50 billion $44.88 billion |
20 PIVs
($1.22 B) 8 other accounts ($4.60 B) |
None |
Statement of Additional Information – May 1, 2020 | 115 |
Statement of Additional Information – May 1, 2020 | 116 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
For Funds with fiscal year ending October 31 – Information is as of October 31, 2019, unless otherwise noted | |||||||
CT
Intermediate Municipal Bond Fund |
Paul Fuchs |
10 RICs
7 other accounts |
$3.03 billion
$19.50 million |
None | None | Columbia Management | Columbia Management |
Anders Myhran |
15 RICs
4 other accounts |
$5.35 billion
$147.36 million |
None | None | |||
Deborah Vargo |
10 RICs
124 other accounts |
$3.03 billion
$1.65 billion |
None | None | |||
Intermediate
Municipal Bond Fund |
Paul Fuchs |
10 RICs
7 other accounts |
$1.89 billion
$19.50 million |
None |
$10,001 –
$50,000(a) $10,001 – $50,000(b) |
Columbia Management | Columbia Management |
Anders Myhran |
15 RICs
4 other accounts |
$4.21 billion
$147.36 million |
None | None | |||
Deborah Vargo |
10 RICs
124 other accounts |
$1.89 billion
$1.65 billion |
None | None | |||
MA
Intermediate Municipal Bond Fund |
Paul Fuchs |
10 RICs
7 other accounts |
$2.91 billion
$19.50 million |
None |
$10,001 –
$50,000(a) |
Columbia Management | Columbia Management |
Anders Myhran |
15 RICs
4 other accounts |
$5.23 billion
$147.36 million |
None | None | |||
Deborah Vargo |
10 RICs
124 other accounts |
$2.91 billion
$1.65 billion |
None |
$10,001-$50,000(a)
|
|||
NY
Intermediate Municipal Bond Fund |
Paul Fuchs |
10 RICs
7 other accounts |
$2.90 billion
$19.50 million |
None | None | Columbia Management | Columbia Management |
Anders Myhran |
15 RICs
4 other accounts |
$5.22 billion
$147.36 million |
None | None | |||
Deborah Vargo |
10 RICs
124 other accounts |
$2.90 billion
$1.65 billion |
None | None | |||
Strategic CA
Municipal Income Fund |
Catherine Stienstra |
7 RICs
4 other accounts |
$8.03 billion
$1.44 million |
None | None | Columbia Management | Columbia Management |
Anders Myhran |
15 RICs
4 other accounts |
$4.86 billion
$147.36 million |
None | None | |||
Douglas White |
4 RICs
6 other accounts |
$3.82 billion
$5.71 million |
None | None |
Statement of Additional Information – May 1, 2020 | 117 |
Other Accounts Managed (excluding the Fund) |
Ownership
of Fund Shares |
Potential
Conflicts of Interest |
Structure
of Compensation |
||||
Fund | Portfolio Manager |
Number
and Type of Account* |
Approximate
Total Net Assets |
Performance–
Based Accounts** |
|||
Strategic NY
Municipal Income Fund |
Catherine Stienstra |
7 RICs
4 other accounts |
$8.42 billion
$1.44 million |
None | None | Columbia Management | Columbia Management |
Anders Myhran |
15 RICs
4 other accounts |
$5.25 billion
$147.36 million |
None | None | |||
Douglas White |
4 RICs
6 other accounts |
$4.21 billion
$5.71 million |
None | None | |||
For Funds with fiscal year ending December 31 – Information is as of December 31, 2019, unless otherwise noted | |||||||
Real Estate
Equity Fund |
Arthur Hurley |
2 RICs
9 other accounts |
$338.59 million
$1.96 million |
None |
$1 –
$10,000(a) |
Columbia Management | Columbia Management |
* | RIC refers to a Registered Investment Company; PIV refers to a Pooled Investment Vehicle. |
** | Number and type of accounts for which the advisory fee paid is based in part or wholly on performance and the aggregate net assets in those accounts. |
(a) | Excludes any notional investments. |
(b) | Notional investments through a deferred compensation account. |
(c) | The Fund is available for sale only in the U.S. The portfolio manager does not reside in the U.S. and therefore does not hold any shares of the Fund. |
(d) | The portfolio manager began managing the Fund after its last fiscal year end. |
(e) | The portfolio manager began managing the Fund after its last fiscal year end; reporting information is provided as of September 30, 2019. |
(f) | The portfolio manager began managing the Fund after its last fiscal year end; reporting information is provided as of December 31, 2019. |
(g) | The portfolio manager began managing the Fund after its last fiscal year end; reporting information is provided as of April 30, 2019. |
(h) | The portfolio manager began managing the Fund on September 12, 2019 (commencement of operations); reporting information is provided as of July 31, 2019. |
(i) | The portfolio manager began managing the Fund on September 24, 2019; reporting information is provided as of August 31, 2019. |
(j) | The portfolio manager began managing the Fund on October 29, 2019 (commencement of operations); reporting information is provided as of August 31, 2019. |
Statement of Additional Information – May 1, 2020 | 118 |
AlphaSimplex: AlphaSimplex and its investment personnel provide investment management services to multiple portfolios for multiple clients. AlphaSimplex may purchase or sell securities for one client portfolio and not another client portfolio, and the performance of securities purchased for one portfolio may vary from the performance of securities purchased for other portfolios. In addition, client account structures may have fee structures, such as performance-based fees, that differ. The firm has adopted and implemented a Statement of Policy and Procedures Regarding Allocation Among Investment Advisory Clients intended to address conflicts of interest relating to the management of multiple accounts, including accounts with multiple fee arrangements, and the allocation of investment opportunities. AlphaSimplex reviews investment decisions for the purpose of ensuring that all accounts with substantially similar investment objectives are treated equitably. The performance of similarly managed accounts is also regularly compared to determine whether there are any unexplained significant discrepancies. Finally, AlphaSimplex has adopted trade allocation procedures that require equitable allocation of trade orders for a particular security among participating accounts. The implementation of these procedures is monitored by AlphaSimplex’s Chief Compliance Officer. |
In addition, AlphaSimplex is aware of the potential for a conflict of interest in cases where AlphaSimplex, a related person or any of their employees, buys or sells securities recommended by AlphaSimplex to the clients. AlphaSimplex, in recognition of its fiduciary obligations to its clients and its desire to maintain its high ethical standards, has adopted a Code of Ethics containing provisions designed to prevent improper personal trading, identify conflicts of interest and provide a means to resolve any actual or potential conflict in favor of the client. AlphaSimplex requires all employees to obtain preclearance of personal securities transactions (other than certain exempted transactions as set forth in the Code of Ethics). |
AQR: Each of the portfolio managers is also responsible for managing other accounts in addition to the respective Funds the portfolio manager manages, including other accounts of AQR, or its affiliates. Other accounts may include, without limitation, separately managed accounts for foundations, endowments, pension plans, and high net-worth families; registered investment companies; unregistered investment companies relying on either Section 3(c)(1) or Section 3(c)(7) of the 1940 Act (such companies are commonly referred to as “hedge funds”); foreign investment companies; and may also include accounts or investments managed or made by the portfolio managers in a personal or other capacity (“Proprietary Accounts”). Management of other accounts in addition to the Funds can present certain conflicts of interest, as described below. |
From time to time, potential conflicts of interest may arise between a portfolio manager’s management of the investments of the Funds, on the one hand, and the management of other accounts (including for the purposes of this discussion, Proprietary Accounts), on the other. The other accounts might have similar investment objectives or strategies as the Funds, or otherwise hold, purchase, or sell securities that are eligible to be held, purchased or sold by the Funds. Because of their positions with the Funds, the portfolio managers know the size, timing and possible market impact of the Funds' trades. A potential conflict of interest exists where portfolio managers could use this information to the advantage of other accounts they manage and to the possible detriment of the Funds. |
A number of potential conflicts of interest may arise as a result of AQR’s or the portfolio manager’s management of a number of accounts with similar investment strategies. Often, an investment opportunity may be suitable for both the Funds and other accounts, but may not be available in sufficient quantities for both the Funds and the other accounts to participate fully. Similarly, there may be limited opportunity to sell an investment held by the Funds and another account. In circumstances where the amount of total exposure to a strategy or investment type across accounts is, in the opinion of AQR, capacity constrained, the availability of the strategy or investment type for the Funds and other accounts may be reduced in AQR’s discretion. The Funds may therefore have reduced exposure to a capacity constrained strategy or investment type, which could adversely affect the Funds' return. AQR is not obligated to allocate capacity pro rata and may take its financial interests into account when allocating capacity among the Funds and other accounts. Among other things, capacity constraints in a particular strategy or investment type could cause the Fund to close to all or certain new investors |
Another conflict could arise where different account guidelines and/or differences within particular investment strategies may lead to the use of different investment practices for portfolios with a similar investment strategy. AQR will not necessarily purchase or sell the same instruments at the same time or in the same direction (particularly if different accounts have different strategies), or in the same proportionate amounts for all eligible accounts (particularly if different accounts have materially different amounts of capital under management, different amounts of investable cash available, different investment restrictions, or different risk tolerances). As a result, although AQR manages numerous accounts and/or portfolios with similar or identical investment objectives, or may manage accounts with different objectives that trade in the same instruments, the portfolio decisions relating to these accounts, and the performance resulting from such decisions, may differ from account to account. AQR may, from time to time, implement new trading strategies or participate in new trading strategies for some but not all accounts, including the Funds. Strategies may not be implemented in the same manner among accounts where they are employed, even if the strategy is consistent with the objectives of such accounts. In certain |
Statement of Additional Information – May 1, 2020 | 119 |
circumstances, investment opportunities that are in limited supply and/or have limited return potential in light of administrative costs of pursuing such investments (e.g., IPOS) are only allocated to accounts where the given opportunity is more closely aligned with the applicable strategy and/or trading approach. |
Whenever decisions are made to buy or sell investments by the Funds and one or more other accounts simultaneously, AQR or the portfolio manager may aggregate the purchases and sales of the investments and will allocate the transactions in a manner that it believes to be equitable under the circumstances. To this end, AQR has adopted policies and procedures that are intended to assure that investment opportunities are allocated equitably among accounts over time. As a result of the allocations, there may be instances where the Funds will not participate in a transaction that is allocated among other accounts or the Funds may not be allocated the full amount of the investments sought to be traded. These aggregation and allocation policies could have a detrimental effect on the price or amount of the investments available to the Funds from time to time. Subject to applicable laws and/or account restrictions, AQR may buy, sell or hold securities for other accounts while entering into a different or opposite investment decision for one or more funds. |
To the extent that the Funds holds interests in an issuer that are different (or more senior or junior) than, or potentially adverse to, those held by other accounts, AQR may be presented with investment decisions where the outcome would benefit one account and would not benefit or would harm the other account. This may include, but is not limited to, an account investing in a different security of an issuer’s capital structure than another account, an account investing in the same security but on different terms than another account, an account obtaining exposure to an investment using different types of securities or instruments than another account, an account engaging in short selling of securities that another account holds long, an account voting securities in a different manner than another account, and/or an account acquiring or disposing of its interests at different times than another account. This could have a material adverse effect on, or in some instances could benefit, one or more of such accounts, including accounts that are affiliates of AQR, accounts in which AQR has an interest, or accounts which pay AQR higher fees or a performance fee. These transactions or investments by one or more accounts could dilute or otherwise disadvantage the values, prices, or investment strategies of such accounts. When AQR, on behalf of an account, manages or implements a portfolio decision ahead of, or contemporaneously with, portfolio decisions of another account, market impact, liquidity constraints, or other factors could result in such other account receiving less favorable pricing or trading results, paying higher transaction costs, or being otherwise disadvantaged. In addition, in connection with the foregoing, AQR, on behalf of an account, is permitted to pursue or enforce rights or actions, or refrain from pursuing or enforcing rights or actions, with respect to a particular issuer in which action could materially adversely affect such other account. |
In addition, when the Funds and other accounts hold investments in the same issuer (including at the same place in the capital structure), the Funds may be prohibited by applicable law from participating in restructurings, work-outs or other activities related to its investment in the issuer. As a result, the Funds may not be permitted by law to make the same investment decisions as other accounts in the same or similar situations even if AQR believes it would be in the Funds' best economic interests to do so. The Funds may be prohibited by applicable law from investing in an issuer (or an affiliate) that other accounts are also investing in or currently invest in even if AQR believes it would be in the best economic interests of the Funds to do so. Furthermore, entering into certain transactions that are not deemed prohibited by law when made may potentially lead to a condition that raises regulatory or legal concerns in the future. This may be the case, for example, with issuers that AQR considers to be at risk of default and restructuring or work-outs with debt holders, which may include the Funds and other accounts. In some cases, to avoid the potential of future prohibited transactions, AQR may avoid allocating an investment opportunity to the Funds that it would otherwise recommend, subject to the AQR’s then- current allocation policy and any applicable exemptions. |
In certain circumstances, AQR may be restricted from transacting in a security or instrument because of material nonpublic information received in connection with an investment opportunity that is offered to AQR. In other circumstances, AQR will not participate in an investment opportunity to avoid receiving material nonpublic information that would restrict AQR from transacting in a security or instrument. These restrictions may adversely impact the Funds' performance. |
AQR and the Funds' portfolio managers may also face a conflict of interest where some accounts pay higher fees to AQR than others, as they may have an incentive to favor accounts with the potential for greater fees. For instance, the entitlement to a performance fee in managing one or more accounts may create an incentive for AQR to take risks in managing assets that it would not otherwise take in the absence of such arrangements. Additionally, since performance fees reward AQR for performance in accounts which are subject to such fees, AQR may have an incentive to favor these accounts over those that have only fixed asset-based fees, such as the Funds, with respect to areas such as trading opportunities, trade allocation, and allocation of new investment opportunities. |
AQR has implemented specific policies and procedures (e.g., a code of ethics and trade allocation policies) that seek to address potential conflicts of interest that may arise in connection with the management of the Funds and other accounts and that are designed to ensure that all accounts, including the Funds, are treated fairly and equitably over time. |
Statement of Additional Information – May 1, 2020 | 120 |
Arrowstreet: Arrowstreet offers institutional investors a select range of equity investment strategies: long-only, alpha extension and long/short. |
Arrowstreet’s investment strategies are managed by a cohesive investment team. Individual strategies are not managed by individual investment professionals but rather all strategies are managed by the same team of investment professionals. This team approach to trading is designed to ensure that all research ideas and opinions are shared at the same time among all accounts without systematically favoring any one account over another. Arrowstreet manages a large number of client accounts and, as a result, potential conflicts of interest may arise from time to time. As a result, Arrowstreet has established a number of policies and procedures designed to mitigate and/or eliminate potential conflicts. Arrowstreet has established policies and procedures with respect to trade execution, aggregation and allocation. In addition, Arrowstreet maintains a comprehensive code of ethics addressing potential conflicts that could arise between Arrowstreet and its employees and its clients. |
Arrowstreet believes that its policies and procedures are reasonably designed to address potential conflicts of interest. |
Baillie Gifford: In addition to managing the Fund, individual portfolio managers are commonly responsible for managing other registered investment companies, other pooled investment vehicles and/or other accounts. These other accounts may have similar investment strategies to the Fund. Potential conflicts between the portfolio management of the Fund and the portfolio manager’s other accounts are managed by the Manager using allocation policies and procedures, and internal review processes. The Manager has developed trade allocation systems and controls to ensure that no one client, regardless of type, is intentionally favored at the expense of another. Allocation policies are designed to address potential conflicts in situations where two or more funds or accounts participate in investment decisions involving the same securities. |
BMO: A conflict of interest may arise as a result of a portfolio manager being responsible for multiple accounts, including the Fund, which may have different investment guidelines and objectives. In addition to the Fund, these accounts may include other mutual funds managed on an advisory or subadvisory basis, separate accounts, and collective trust accounts. An investment opportunity may be suitable for a Fund as well as for any of the other managed accounts. However, the investment may not be available in sufficient quantity for all of the accounts to participate fully. In addition, there may be limited opportunity to sell an investment held by a Fund and the other accounts. The other accounts may have similar investment objectives or strategies as the Fund, they may track the same benchmarks or indexes as the Fund tracks, and they may sell securities that are eligible to be held, sold or purchased by the Fund. A portfolio manager may be responsible for accounts that have different advisory fee schedules, which may create the incentive for the portfolio manager to favor one account over another in terms of access to investment opportunities. A portfolio manager also may manage accounts whose investment objectives and policies differ from those of the Fund, which may cause the portfolio manager to effect trading in one account that may have an adverse effect on the value of the holdings within another account, including a Fund. |
To address and manage these potential conflicts of interest, BMO has adopted compliance policies and procedures to allocate investment opportunities and to ensure that each of its clients is treated on a fair and equitable basis. Such policies and procedures include, but are not limited to, trade allocation and trade aggregation policies, cross trading policies, portfolio manager assignment practices, and oversight by investment management, and/or compliance departments. |
Boston Partners: Boston Partners owes its clients a duty of loyalty and monitors situations in which the interests of its advisory clients may be in conflict with its own interests. Boston Partners identifies business practices that may cause a conflict of interest between it and its clients, discloses such conflicts of interest to clients and develops reasonable procedures to mitigate such conflicts. |
Boston Partners has identified the following potential conflicts of interest and the measures it uses to address these matters: |
Equitable Treatment of Accounts
Boston Partners recognizes that potential conflicts may arise from the side-by-side management of registered investment companies and “investment accounts,” which include privately offered funds and separately managed accounts of individuals and institutional investors. Where Boston Partners’ separately managed accounts are charged performance fees, portfolio managers may be inclined to take investment risks that are outside the scope of such client’s investment objectives and strategy. In addition, since Boston Partners’ private investment funds charge performance fees and share those fees with portfolio managers, such portfolio managers may also be inclined to take additional investment risks. Boston Partners maintains a Trade Allocation and Aggregation Policy as well as a Simultaneous Management Policy to ensure that client accounts are treated equitably. The Compliance Department (“CD”) reviews allocations and dispersion regularly, and accounts within the same strategy are precluded from simultaneously holding a security long and short. There are certain circumstances that would permit a long/short portfolio to take a contra position in a security that is held in another strategy. This happens very infrequently and the contra position is generally not related to the fundamental views of the security (i.e. – initiating a long position in a security at year-end to take advantage of tax-loss selling as a short term investment, or initiating a position based solely on its relative weight in the benchmark to manage investment risk). However in certain |
Statement of Additional Information – May 1, 2020 | 121 |
situations, the investment constraints of a strategy, including but not limited to country, region, industry or benchmark, may result in a different investment thesis for the same security. Each situation is fully vetted and approved by the firm’s Chief Investment Officer or his designee. Risk Management performs periodic reviews to ensure the product complies with the investment strategy and defined risk parameters. |
Furthermore, since Boston Partners charges a performance fee on certain accounts, and in particular these accounts may receive “new issues” allocations, Boston Partners has a conflict of interest in allocating new issues to these accounts. Boston Partners maintains an IPO Allocation Policy and the CD assists in, and/or reviews, the allocation of new issues to ensure that IPOS are being allocated among all eligible accounts in an equitable manner. |
Utilizing Brokerage to Advantage Boston Partners
Boston Partners does not place trades through affiliated brokers. Securities trades are executed through brokerage firms with which Boston Partners maintains other advantageous relationships, such as soft dollars. In these cases, the broker may expect commission business in return. Boston Partners has established a Trade Management Oversight Committee to evaluate brokerage services and to review commissions paid to brokers. In addition, Boston Partners maintains a Best Execution Policy and a Soft Dollar Policy to assist in its monitoring efforts. Boston Partners also identifies affiliates of the investment companies for which it acts as investment adviser or sub adviser to ensure it is trading in accordance with applicable rules and regulations. |
Directed Brokerage
Boston Partners faces an inherent conflict since it is in a position to direct client transactions to a broker or dealer in exchange for distribution capacity. Boston Partners maintains policies which prohibit its traders from considering a broker-dealer’s distribution capacity for promoting or selling Boston Partners’ separate account services, mutual funds, or proprietary funds (collectively “Boston Partners’ Services”) during the broker selection process. Nor will Boston Partners compensate any broker either directly or indirectly by directing brokerage transactions to that broker for consideration in selling Boston Partners’ Services. |
Mixed Use Allocations and Use of Soft Dollars to Benefit Adviser
Soft dollar services which have a “mixed use” allocation present a conflict of interest when determining the allocation between those services that primarily benefit Boston Partners’ clients and those that primarily benefit Boston Partners. In addition, a conflict of interest exists when Boston Partners uses soft dollars to pay expenses that would normally be paid by Boston Partners. Boston Partners has developed soft dollar policies which require it to make a good faith allocation of “mixed use” services and to document its analysis. In addition, the CD reviews all requests for soft dollars to ensure inclusion under the safe harbor of Section 28 (e) of the Exchange Act. |
Trade Errors
A conflict arises when an investment adviser requests a broker/dealer to absorb the cost of a trade error in return for increased trading and/or commissions. Boston Partners prohibits correcting a trade error for any quid pro quo with a broker and has procedures for the proper correction of trade errors. |
Principal Transactions
A principal transaction occurs when an investment adviser, acting for the account of itself or an affiliate buys a security from, or sells a security to a client. An inherent conflict of interest exists since an adviser has an opportunity to transfer unwanted securities from its account to a client's account, sell securities to a client’s account at prices above the market, or transfer more favorably priced securities from a client account to its account. Boston Partners generally does not permit the selling of a security from one client account and the purchasing of the same security in another client account if Boston Partners has a principal interest in one of the accounts at the time of the transaction. Additionally, Boston Partners requires that clients give consent by signing subscription agreements to purchase a pooled investment vehicle in which Boston Partners or a related entity has an interest. |
Cross Trades
Cross transactions between clients create an inherent conflict of interest because Boston Partners has a duty to obtain the most favorable price for both the selling client and the purchasing client. Boston Partners generally does not engage in cross trading, however Boston Partners has procedures to ensure that any cross trade is in the best interests of all clients. |
Affiliated Investments
Potential conflicts exist if Boston Partners directs client investments into affiliated vehicles in order to increase the size of these vehicles and thereby increase its compensation by (a) lowering overall expenses of the vehicle, some of which Boston Partners may have responsibility for; (b) permitting greater marketing of the vehicle which will generate greater fee revenue for Boston Partners; or (c) allowing Boston Partners or an affiliate to redeem its investment capital in such vehicle. To mitigate any detriment to the client, Boston Partners has product suitability procedures and will obtain a client’s consent prior to investing client assets in an affiliated vehicle. |
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Proprietary Trading Opportunities
Employees are in a position to take investment opportunities for themselves or Boston Partners before such opportunities are executed on behalf of clients. Employees have a duty to advance Boston Partners’ client interests before Boston Partners interests or their personal interests. Boston Partners must assure that employees do not favor their own or Boston Partners’ accounts. The Code of Ethics (“the Code”) includes procedures on ethical conduct and personal trading, including preclearance and blackout procedures, to which all employees are subject. |
Insider Trading/Non-Public Information
Employees are in a position to learn material nonpublic information. Such employees are in a position to trade in their personal accounts on such information, to the potential disadvantage of client accounts. The Code addresses insider trading including permissible activities. Employees certify, at least annually, that they are in compliance with the Code. |
Boston Partners periodically discusses securities which may be held in client accounts with external investment professionals when sourcing and analyzing investment ideas. These discussions may include but are not limited to economic factors, market outlook, sector and industry views, and general and/or specific information regarding securities. Discussion of specific securities creates a conflict which could disadvantage Boston Partners’ clients if the external parties were to act upon this information, including but not limited to front-running and scalping either particular securities or numerous securities in a similar sector to the extent such information is known about Boston Partners’ holdings. Boston Partners has policies prohibiting discussion of client investments for non-business purposes and has outlined permissible activities as well as certain other prohibitions when sourcing investment ideas for business purposes. |
Value-Added Investors
A senior executive from a public company or a private company that is a hedge fund, broker-dealer, investment adviser, or investment bank, (collectively “VAIs”), may invest in Boston Partners’ private funds. A conflict exists if Boston Partners invests in companies affiliated with a VAI or if a VAI who works at a private company provide material non-public information to Boston Partners or vice versa. Both of these conflicts raise issues with respect to information sharing. Boston Partners has procedures to: i) identify these individuals through its annual outside businesses questionnaire, its annual compliance questionnaire, review of new account start-up documents, and its 5130 and 5131 questionnaires, and ii) monitor conflicts these persons present through its pre-trade compliance system and/or email surveillance. |
Selective Disclosure
Selective disclosure occurs when material information is given to a single investor, or a limited group of investors, and not to all investors at the same time. This practice may allow one set of investors to profit on undisclosed information prior to giving others the same opportunity. In order to prevent this conflict of interest, Boston Partners has procedures regarding the dissemination of account holdings. |
Valuation of Client Accounts
Because Boston Partners calculates its own advisory fees, it has an incentive to over-value such accounts to either increase the fees payable by the client, or to conceal poor performance for an incentive fee. Boston Partners has several safeguards in place to mitigate this conflict. Boston Partners has a policy for the valuation of securities. Boston Partners’ Operations Department (“Operations”) reconciles cash, assets, and prices for all client accounts with the client’s custodian bank’s records on a monthly basis. Finally, as part of Boston Partners annual financial review, external auditors review a sample of client fee invoices. |
Representing Clients
At times, clients may request Boston Partners represent their interests in class action litigation, bankruptcies or other matters. Boston Partners’ expertise lies in investment management and has an inherent conflict of interest if cast in any other role. When possible, Boston Partners’ investment management agreements include provisions that Boston Partners will not act on behalf of the client in class actions, bankruptcies or matters of litigation. |
Outside Business Activities
An employee’s outside business activities may conflict with the employee’s duties to Boston Partners and its clients. Boston Partners requires all employees to disclose any outside employment to the CD, who, in conjunction with the employee’s supervisor and the Director of HR, will identify any potential conflicts. In the event that a resolution to the conflict cannot be reached, the employee may be asked to terminate either his outside employment or his position with Boston Partners. |
Business Gifts and Entertainment
Boston Partners employees periodically give or receive gifts from clients. Boston Partners employees host clients or receive entertainment provided by a client. Such gifts or entertainment may be considered efforts to gain unfair advantage. Boston Partners maintains a gifts and entertainment policy and has developed a “Q&A” guide for employees regarding certain types |
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of gifts and entertainment. Generally, employees are not permitted to give or receive gifts of more than $100 in value, per person, per year. Entertainment that is normal or customary in the industry is considered appropriate. Employees should consult the CD if they are unsure about a particular gift or value of entertainment. |
Illegal or Unethical Behavior
Unethical or illegal conduct by employees damages Boston Partners’ ability to meet its fiduciary duties to clients. Employees are required to report to management any actual or suspected illegal or unethical conduct on the part of other employees of which they become aware or any situations in which they are concerned about the “best course of action.” In addition, employees are required to certify annually that they are in compliance with this Manual. Regardless of whether a government inquiry occurs, Boston Partners views seriously any violation of this Manual. Disciplinary sanctions may be imposed on any employee committing a violation of this Manual. |
Proxy Voting
Boston Partners’ proxy voting authority for its clients, puts it in a position where its interests may conflict with the best interests of its clients when determining how to vote. Boston Partners has a proxy voting policy and has engaged an outside vendor to execute proxies according to this policy. Boston Partners has a procedure to handle conflicts of interest which may arise in voting client securities. |
Consulting Relationships
Boston Partners may purchase software, educational programs and peer group information from consulting firms that represent Boston Partners clients. Due to the lack of payment transparency, these relationships could give rise to improper activity on the part of the investment adviser or the consultant. Products purchased from consultants must serve a legitimate need for Boston Partners’ business and may not be acquired to influence a consultant’s recommendation of Boston Partners. |
Causeway: The portfolio managers who subadvise a portion of the assets of the Fund also manage their own personal accounts and other accounts, including accounts for corporations, pension plans, public retirement plans, sovereign wealth funds, superannuation funds, Taft-Hartley pension plans, endowments and foundations, mutual funds and other collective investment vehicles, charities, private trusts and funds, wrap fee programs, and other institutions (collectively, “Other Accounts”). In managing certain of the Other Accounts, the portfolio managers employ investment strategies similar to those used in subadvising a portion of the Fund, subject to certain variations in investment restrictions, and also manage a portion of a fund which takes short positions in global securities using swap agreements. The portfolio managers purchase and sell securities for the Fund that they also recommend to Other Accounts. The portfolio managers at times give advice or take action with respect to certain accounts that differs from the advice given other accounts with similar investment strategies. Certain of the Other Accounts may pay higher or lower management fee rates than the Fund or pay performance-based fees to Causeway. Causeway is the investment adviser and sponsor of six mutual funds: Causeway International Value Fund, Causeway Global Value Fund, Causeway Emerging Markets Fund, Causeway International Opportunities Fund, Causeway Global Absolute Return Fund, and Causeway International Small Cap Fund (together, the “Causeway Mutual Funds”). Causeway also sponsors and manages certain other comingled vehicles in its international value equity strategy that are offered to institutional investors. Most of the portfolio managers have personal investments in one or more Causeway Funds. Ms. Ketterer and Mr. Hartford each holds (through estate planning vehicles) a controlling voting interest in Causeway’s parent holding company and Messrs. Doyle, Eng, Muldoon, Valentini, and Ms. Lee (directly or through estate planning vehicles) have minority ownership interests in Causeway’s parent holding company. | |
Actual or potential conflicts of interest arise from the portfolio managers’ management responsibilities with respect to the Other Accounts and their own personal accounts. These responsibilities may cause portfolio managers to devote unequal time and attention across client accounts and the differing fees, incentives and relationships with the various accounts provide incentives to favor certain accounts. Causeway has written compliance policies and procedures designed to mitigate or manage these conflicts of interest. These include policies and procedures to seek fair and equitable allocation of investment opportunities (including IPOs and new issues) and trade allocations among all client accounts and policies and procedures concerning the disclosure and use of portfolio transaction information. Causeway also has a Code of Ethics which, among other things, limits personal trading by portfolio managers and other employees of Causeway. There is no guarantee that any such policies or procedures will cover every situation in which a conflict of interest arises. |
Columbia Management: Like other investment professionals with multiple clients, a Fund’s portfolio manager(s) may face certain potential conflicts of interest in connection with managing both the Fund and other accounts at the same time. The Investment Manager and the Funds have adopted compliance policies and procedures that attempt to address certain of the potential conflicts that portfolio managers face in this regard. Certain of these conflicts of interest are summarized below. | |
The management of accounts with different advisory fee rates and/or fee structures, including accounts that pay advisory fees based on account performance (performance fee accounts), may raise potential conflicts of interest for a portfolio manager by creating an incentive to favor higher fee accounts. |
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Potential conflicts of interest also may arise when a portfolio manager has personal investments in other accounts that may create an incentive to favor those accounts. As a general matter and subject to the Investment Manager’s Code of Ethics and certain limited exceptions, the Investment Manager’s investment professionals do not have the opportunity to invest in client accounts, other than the funds. | |
A portfolio manager who is responsible for managing multiple funds and/or accounts may devote unequal time and attention to the management of those Funds and/or accounts. The effects of this potential conflict may be more pronounced where Funds and/or accounts managed by a particular portfolio manager have different investment strategies. | |
A portfolio manager may be able to select or influence the selection of the broker/dealers that are used to execute securities transactions for the Funds. A portfolio manager’s decision as to the selection of broker/dealers could produce disproportionate costs and benefits among the Funds and the other accounts the portfolio manager manages. | |
A potential conflict of interest may arise when a portfolio manager buys or sells the same securities for a Fund and other accounts. On occasions when a portfolio manager considers the purchase or sale of a security to be in the best interests of a Fund as well as other accounts, the Investment Manager’s trading desk may, to the extent consistent with applicable laws and regulations, aggregate the securities to be sold or bought in order to obtain the best execution and lower brokerage commissions, if any. Aggregation of trades may create the potential for unfairness to a Fund or another account if a portfolio manager favors one account over another in allocating the securities bought or sold. The Investment Manager and its Participating Affiliates (including Threadneedle) may coordinate their trading operations for certain types of securities and transactions pursuant to personnel-sharing agreements or similar intercompany arrangements. However, typically the Investment Manager does not coordinate trading activities with a Participating Affiliate with respect to accounts of that Participating Affiliate unless such Participating Affiliate is also providing trading services for accounts managed by the Investment Manager. Similarly, a Participating Affiliate typically does not coordinate trading activities with the Investment Manager with respect to accounts of the Investment Manager unless the Investment Manager is also providing trading services for accounts managed by such Participating Affiliate. As a result, it is possible that the Investment Manager and its Participating Affiliates may trade in the same instruments at the same time, in the same or opposite direction or in different sequence, which could negatively impact the prices paid by the Fund on such instruments. Additionally, in circumstances where trading services are being provided on a coordinated basis for the Investment Manager’s accounts (including the Funds) and the accounts of one or more Participating Affiliates in accordance with applicable law, it is possible that the allocation opportunities available to the Funds may be decreased, especially for less actively traded securities, or orders may take longer to execute, which may negatively impact Fund performance. | |
“Cross trades,” in which a portfolio manager sells a particular security held by a Fund to another account (potentially saving transaction costs for both accounts), could involve a potential conflict of interest if, for example, a portfolio manager is permitted to sell a security from one account to another account at a higher price than an independent third party would pay. The Investment Manager and the Funds have adopted compliance procedures that provide that any transactions between a Fund and another account managed by the Investment Manager are to be made at a current market price, consistent with applicable laws and regulations. | |
Another potential conflict of interest may arise based on the different investment objectives and strategies of a Fund and other accounts managed by its portfolio manager(s). Depending on another account’s objectives and other factors, a portfolio manager may give advice to and make decisions for a Fund that may differ from advice given, or the timing or nature of decisions made, with respect to another account. A portfolio manager’s investment decisions are the product of many factors in addition to basic suitability for the particular account involved. Thus, a portfolio manager may buy or sell a particular security for certain accounts, and not for a Fund, even though it could have been bought or sold for the Fund at the same time. A portfolio manager also may buy a particular security for one or more accounts when one or more other accounts are selling the security (including short sales). There may be circumstances when a portfolio manager’s purchases or sales of portfolio securities for one or more accounts may have an adverse effect on other accounts, including the Funds. | |
To the extent a Fund invests in underlying funds, a portfolio manager will be subject to the potential conflicts of interest described in Potential Conflicts of Interest – Columbia Management – FOF (Fund-of-Funds) below. | |
A Fund’s portfolio manager(s) also may have other potential conflicts of interest in managing the Fund, and the description above is not a complete description of every conflict that could exist in managing the Fund and other accounts. Many of the potential conflicts of interest to which the Investment Manager’s portfolio managers are subject are essentially the same or similar to the potential conflicts of interest related to the investment management activities of the Investment Manager and its affiliates. |
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Columbia Management – FoF (Fund-of-Funds): Management of funds-of-funds differs from that of the other Funds. The portfolio management process is set forth generally below and in more detail in the Funds’ prospectus. | |
Portfolio managers of the fund-of-funds may be involved in determining each funds-of-fund’s allocation among the three main asset classes (equity, fixed income and cash) and the allocation among investment categories within each asset class, as well as each funds-of-fund’s allocation among the underlying funds. |
■ | Because of the structure of the funds-of-funds, the potential conflicts of interest for the portfolio managers may be different than the potential conflicts of interest for portfolio managers who manage other Funds. |
■ | The Investment Manager and its affiliates may receive higher compensation as a result of allocations to underlying funds with higher fees. |
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Conestoga: Like other investment professionals with multiple clients, portfolio managers may face certain potential conflicts of interest in connection with managing both the portion of the Fund’s assets allocated to Conestoga (Conestoga’s Sleeve) and other accounts at the same time. Conestoga has adopted compliance policies and procedures that attempt to address certain of the potential conflicts that Conestoga’s portfolio managers face in this regard. Certain of those conflicts of interest are summarized below. |
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Hotchkis & Wiley: The Portfolio is managed by Hotchkis & Wiley’s investment team (Investment Team). The Investment Team also manages institutional accounts and other mutual funds in several different investment strategies. The portfolios within an investment strategy are managed using a target portfolio; however, each portfolio may have different restrictions, cash flows, tax and other relevant considerations which may preclude a portfolio from participating in certain transactions for that investment strategy. Consequently, the performance of portfolios may vary due to these different considerations. The Investment Team may place transactions for one investment strategy that are directly or indirectly contrary to investment decisions made on behalf of another investment strategy. Hotchkis & Wiley also provides model portfolio investment recommendations to sponsors without execution or additional services. The recommendations are provided on a delayed basis relative to transactions of discretionary accounts. Hotchkis & Wiley may be restricted from purchasing more than a limited percentage of the outstanding shares of a company or otherwise restricted from trading in a company’s securities due to other regulatory limitations. If a company is a viable investment for more than one investment strategy, Hotchkis & Wiley has adopted policies and procedures reasonably designed to ensure that all of its clients are treated fairly and equitably. Additionally, potential and actual conflicts of interest may also arise as a result of Hotchkis & Wiley’s other business activities and Hotchkis & Wiley’s possession of material non‐public information about an issuer, which may have an adverse impact on one group of clients while benefiting another group. In certain situations, Hotchkis & Wiley will purchase different classes of securities of the same company (e.g. senior debt, subordinated debt, and or equity) in different investment strategies which can give rise to conflicts where Hotchkis & Wiley may advocate for the benefit of one class of security which may be adverse to another security that is held by clients of a different strategy. Hotchkis & Wiley seeks to mitigate the impact of these conflicts on a case by case basis. Hotchkis & Wiley utilizes soft dollars to obtain brokerage and research services, which may create a conflict of interest in allocating clients’ brokerage business. Research services may benefit certain accounts more than others. Certain accounts may also pay a less proportionate amount of commissions for research services. If a research product provides both a research and a non‐research function, Hotchkis & Wiley will make a reasonable allocation of the use and pay for the non‐research portion with hard dollars. Hotchkis & Wiley will make decisions involving soft dollars in a manner that satisfies the requirements of Section 28(e) of the Securities Exchange Act of 1934. Different types of accounts and investment strategies may have different fee structures. Additionally, certain accounts pay Hotchkis & Wiley performance based fees, which may vary depending on how well the account performs compared to a benchmark. Because such fee arrangements have the potential to create an incentive for Hotchkis & Wiley to favor such accounts in making investment decisions and allocations, Hotchkis & Wiley has adopted policies and procedures reasonably designed to ensure that all of its clients are treated fairly and equitably, including in respect of allocation decisions, such as initial public offerings. Since accounts are managed to a target portfolio by the Investment Team, adequate time and resources are consistently applied to all accounts in the same investment strategy. Investment personnel of the firm or its affiliates may be permitted to be commercially or professionally involved with an issuer of securities. Any potential conflicts of interest from such involvement would be monitored for compliance with the firm’s Code of Ethics. | |
JPMIM: The potential for conflicts of interest exists when portfolio managers manage other accounts with similar investment objectives and strategies as the Fund (“Similar Accounts”). Potential conflicts may include, for example, conflicts between investment strategies and conflicts in the allocation of investment opportunities. | |
Responsibility for managing JPMorgan’s and its affiliates’ clients’ portfolios is organized according to investment strategies within asset classes. Generally, client portfolios with similar strategies are managed by portfolio managers in the same portfolio management group using the same objectives, approach and philosophy. Underlying sectors or strategy allocations within a larger portfolio are likewise managed by portfolio managers who use the same approach and philosophy as similarly managed portfolios. Therefore, portfolio holdings, relative position sizes and industry and sector exposures tend to be similar across similar portfolios and strategies, which minimizes the potential for conflicts of interest. | |
JPMorgan and/or its affiliates (“JPMorgan Chase”) perform investment services, including rendering investment advice, to varied clients. JPMorgan, JPMorgan Chase and its or their directors, officers, agents, and/or employees may render similar or differing investment advisory services to clients and may give advice or exercise investment responsibility and take such other action with respect to any of its other clients that differs from the advice given or the timing or nature of action taken with respect to another client or group of clients. It is JPMorgan’s policy, to the extent practicable, to allocate, within its reasonable discretion, investment opportunities among clients over a period of time on a fair and equitable basis. One or more of JPMorgan’s other client accounts may at any time hold, acquire, increase, decrease, dispose, or otherwise deal with positions in investments in which another client account may have an interest from time-to-time. | |
JPMorgan, JPMorgan Chase, and any of its or their directors, partners, officers, agents or employees, may also buy, sell, or trade securities for their own accounts or the proprietary accounts of JPMorgan and/or JPMorgan Chase. JPMorgan and/or JPMorgan Chase, within their discretion, may make different investment decisions and other actions with respect to their own proprietary accounts than those made for client accounts, including the timing or nature of such investment decisions or |
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actions. Further, JPMorgan is not required to purchase or sell for any client account securities that it, JPMorgan Chase, and any of its or their employees, principals, or agents may purchase or sell for their own accounts or the proprietary accounts of JPMorgan, or JPMorgan Chase or its clients. | |
JPMorgan and/or its affiliates may receive more compensation with respect to certain Similar Accounts than that received with respect to the Fund or may receive compensation based in part on the performance of certain Similar Accounts. This may create a potential conflict of interest for JPMorgan and its affiliates or the portfolio managers by providing an incentive to favor these Similar Accounts when, for example, placing securities transactions. In addition, JPMorgan or its affiliates could be viewed as having a conflict of interest to the extent that JPMorgan or an affiliate has a proprietary investment in Similar Accounts, the portfolio managers have personal investments in Similar Accounts or the Similar Accounts are investment options in JPMorgan’s or its affiliates’ employee benefit plans. Potential conflicts of interest may arise with both the aggregation and allocation of securities transactions and allocation of investment opportunities because of market factors or investment restrictions imposed upon JPMorgan and its affiliates by law, regulation, contract or internal policies. Allocations of aggregated trades, particularly trade orders that were only partially completed due to limited availability and allocation of investment opportunities generally, could raise a potential conflict of interest, as JPMorgan or its affiliates may have an incentive to allocate securities that are expected to increase in value to favored accounts. Initial public offerings, in particular, are frequently of very limited availability. JPMorgan and its affiliates may be perceived as causing accounts they manage to participate in an offering to increase JPMorgan’s and its affiliates’ overall allocation of securities in that offering. A potential conflict of interest also may be perceived to arise if transactions in one account closely follow related transactions in a different account, such as when a purchase increases the value of securities previously purchased by another account, or when a sale in one account lowers the sale price received in a sale by a second account. If JPMorgan or its affiliates manage accounts that engage in short sales of securities of the type in which the Fund invests, JPMorgan or its affiliates could be seen as harming the performance of the Fund for the benefit of the accounts engaging in short sales if the short sales cause the market value of the securities to fall. | |
As an internal policy matter, JPMorgan or its affiliates may from time to time maintain certain overall investment limitations on the securities positions or positions in other financial instruments JPMorgan or its affiliates will take on behalf of its various clients due to, among other things, liquidity concerns and regulatory restrictions. Such policies may preclude the Fund from purchasing particular securities or financial instruments, even if such securities or financial instruments would otherwise meet the Fund’s objectives. | |
The goal of JPMorgan and its affiliates is to meet their fiduciary obligation with respect to all clients. JPMorgan and its affiliates have policies and procedures that seek to manage conflicts. JPMorgan and its affiliates monitor a variety of areas, including compliance with fund guidelines, review of allocation decisions and compliance with JPMorgan’s Codes of Ethics and JPMorgan Chase and Co.’s Code of Conduct. With respect to the allocation of investment opportunities, JPMorgan and its affiliates also have certain policies designed to achieve fair and equitable allocation of investment opportunities among its clients over time. For example: Orders for the same equity security traded through a single trading desk or system are aggregated on a continual basis throughout each trading day consistent with JPMorgan’s and its affiliates’ duty of best execution for their clients. If aggregated trades are fully executed, accounts participating in the trade will be allocated their pro rata share on an average price basis. Partially completed orders generally will be allocated among the participating accounts on a pro-rata average price basis, subject to certain limited exceptions. For example, accounts that would receive a de minimis allocation relative to their size may be excluded from the order. Another exception may occur when thin markets or price volatility require that an aggregated order be completed in multiple executions over several days. If partial completion of the order would result in an uneconomic allocation to an account due to fixed transaction or custody costs, JPMorgan and its affiliates may exclude small orders until 50% of the total order is completed. Then the small orders will be executed. Following this procedure, small orders will lag in the early execution of the order, but will be completed before completion of the total order. |
Purchases of money market instruments and fixed income securities cannot always be allocated pro-rata across the accounts with the same investment strategy and objective. However, JPMIM and its affiliates attempt to mitigate any potential unfairness by basing non-pro rata allocations traded through a single trading desk or system upon objective predetermined criteria for the selection of investments and a disciplined process for allocating securities with similar duration, credit quality and liquidity in the good faith judgment of JPMIM or its affiliates so that fair and equitable allocation will occur over time. |
Loomis Sayles: Conflicts of interest may arise in the allocation of investment opportunities and the allocation of aggregated orders among the Funds and other accounts managed by the portfolio managers. A portfolio manager potentially could give favorable treatment to some accounts for a variety of reasons, including favoring larger accounts, accounts that pay higher fees, accounts that pay performance-based fees, accounts of affiliated companies and accounts in which the portfolio manager has an interest. Such favorable treatment could lead to more favorable investment opportunities or allocations for |
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some accounts. Loomis Sayles makes investment decisions for all accounts (including institutional accounts, mutual funds, hedge funds and affiliated accounts) based on each account’s availability of other comparable investment opportunities and Loomis Sayles’ desire to treat all accounts fairly and equitably over time. Loomis Sayles maintains trade allocation and aggregation policies and procedures to address these potential conflicts. Conflicts of interest also arise to the extent a portfolio manager short sells a stock in one client account but holds that stock long in other accounts, including the Funds, or sells a stock for some accounts while buying the stock for others, and through the use of “soft dollar arrangements,” which are discussed in Loomis Sayles’ Brokerage Allocation Policies and Procedures and Loomis Sayles’ Trade Aggregation and Allocation Policies and Procedures. |
Los Angeles Capital: Los Angeles Capital has implemented policies and procedures, including brokerage and trade allocation policies and procedures, which the firm believes are reasonably designed to address the potential for conflicts of interest associated with managing portfolios for multiple clients and that seek to treat all clients fairly and equally over time and to mitigate conflicts among accounts. Client accounts are managed independent of one another in accordance with client specific mandates, restrictions, and instructions as outlined in the investment management agreement, and such restrictions and instructions are monitored for compliance with the client’s investment guidelines. This side-by-side management can result in investment positions or actions taken for one client account that differ from those taken in another client account. Accordingly, one client account can engage in short sales of or take a short position in an investment that at the same time is owned or being purchased long by another client account. These positions and actions can adversely affect or benefit different clients at different times. |
The firm manages client accounts have different investment strategies, objectives, restrictions, constraints, launch dates, and overlapping benchmark constituents. Given these customizations and differences, it is possible that Los Angeles Capital may be purchasing or holding a security for one account and simultaneously selling the same security for another account. However, simultaneously purchasing and selling the same security in the same account (“wash trades”) is prohibited. Additionally, it is possible for the Firm to purchase or sell the same security for different accounts during the same trading day but at differing execution prices. The order of account rebalances may work on some occasions to the account’s advantage or disadvantage. |
The decision as to which accounts participate in an investment opportunity will take into account, among other things, the model’s outlook on the account’s strategy, the account’s investment guidelines, and risk metrics. Furthermore, global accounts’ orders are sent to the market simultaneously subject to prevailing market conditions, client flows, and liquidity. Emerging markets account orders are aggregated during account rebalances, but the firm is not required to do so. |
Los Angeles Capital’s proprietary optimization-based technology for trading client portfolios complements the firm’s approach to stock selection and uses real-time market prices to parse the master (“parent”) order lists into a sub-list or “child” order lists, for execution by agency brokers. For accounts traded using the trade optimization technology, real-time market prices are the primary creation determinant in each child order. Therefore, names traded for one account (or group of accounts) may result in different execution prices than a name traded for another account (or group of accounts). The firm’s trade optimization technology is primarily used for U.S. market accounts. As the firm’s trade optimization trading technology is dependent upon robust and consistent market data, Los Angeles Capital does not currently utilize this technology in Developed Asia and Emerging Markets. |
While each client account is managed individually, Los Angeles Capital may, at any given time, purchase and/or sell the same security in a block that is allocated among multiple accounts. There are a number of variables that can influence a decision to aggregate purchases or sales into a block, including but not limited to, order size, liquidity, client trading directives, regulatory limitations, round lot requirements, and cash flows. The firm allocates trades that are submitted in a block prior to placing the trade with the broker. When there is decision making on whether to include or exclude certain accounts from a block transaction, there is always the potential for conflicts of interest. Furthermore, the effect of trade aggregation may work on some occasions to the account’s disadvantage. Los Angeles Capital’s policies and procedures in allocating trades are structured to treat all clients fairly. Los Angeles Capital is not required to aggregate any particular trade. For example, an account with directed brokerage may not participate in certain block trades. |
Los Angeles Capital’s portfolio managers manage accounts that are charged a performance-based fee alongside accounts in the same strategy with asset-based fee schedules. While performance-based fee arrangements may be viewed as creating an incentive to favor certain accounts over others in the allocation of investment opportunities, Los Angeles Capital has designed and implemented procedures to ensure that all clients are treated fairly and equally, and to prevent conflicts from influencing the allocation of investment opportunities. Management and performance fees inure to the benefit of the firm as a whole and not to specific individuals or groups of individuals. Further, Los Angeles Capital employs a quantitative investment process which utilizes the firm’s proprietary investment model technology to identify securities and construct portfolios. |
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The firm’s strategies predominantly invest in liquid common stocks. Based on a variety of factors including the strategy, guidelines, and turnover goals, Los Angeles Capital determines the trading frequency for each account with most accounts trading at least semi-monthly and others less frequently. In a typical week, Los Angeles Capital will begin by trading its U.S. strategy accounts followed by its non-U.S. strategy accounts. An account’s rebalance cycle is dependent on the account’s strategy. Rebalances for U.S. strategy accounts are regularly rotated between traders and generally begin on the same day each week. Non-U.S. strategy account rebalances may be regularly rotated over several days. The firm’s proprietary accounts, which are invested in liquid, benchmark securities, may be traded in rotation with client accounts or on a particular day of the week depending on liquidity, size, model constraints, and resource constraints. |
Los Angeles Capital has adopted a Code of Ethics that includes procedures on ethical conduct and personal trading and requires pre-clearance authorization from both the Trading and Compliance and Regulatory Risk Departments for certain personal security transactions. Nonetheless, because the Code of Ethics in some circumstances would permit employees to invest in the same securities as clients, there is a possibility that employees might benefit from market activity by a client in a security held by an employee. Employee trading is monitored under the Code of Ethics, and is designed to reasonably identify and prevent conflicts of interest between the firm and its clients. |
Investment personnel of Los Angeles Capital or its affiliate may be permitted to be commercially or professionally involved with an issuer of securities. There is a potential risk that Los Angeles Capital personnel may place their own interests (resulting from outside employment/directorships) ahead of the interests of Los Angeles Capital clients. Before engaging in any outside business activity, employees must obtain approval of the CCO as well as other personnel. Any potential conflicts of interest from such involvement are monitored for compliance with Los Angeles Capital’s Code of Ethics. The Code of Ethics also governs employees giving or accepting gifts and entertainment. |
Manulife: When a portfolio manager is responsible for the management of more than one account, the potential arises for the portfolio manager to favor one account over another. The principal types of potential conflicts of interest that may arise are discussed below. For the reasons outlined below, the Fund does not believe that any material conflicts are likely to arise out of a portfolio manager‘s responsibility for the management of the Fund as well as one or more other accounts. Manulife has adopted procedures that are intended to monitor compliance with the policies referred to in the following paragraphs. Generally, the risks of such conflicts of interests are increased to the extent that a portfolio manager has a financial incentive to favor one account over another. Manulife has structured their compensation arrangements in a manner that is intended to limit such potential for conflicts of interests. See ―Compensation of Portfolio Managers below. | |
A portfolio manager could favor one account over another in allocating new investment opportunities that have limited supply, such as initial public offerings and private placements. If, for example, an initial public offering that was expected to appreciate in value significantly shortly after the offering was allocated to a single account, that account may be expected to have better investment performance than other accounts that did not receive an allocation on the initial public offering. Manulife has policies that require a portfolio manager to allocate such investment opportunities in an equitable manner and generally to allocate such investments proportionately among all accounts with similar investment objectives. | |
A portfolio manager could favor one account over another in the order in which trades for the accounts are placed. If a portfolio manager determines to purchase a security for more than one account in an aggregate amount that may influence the market price of the security, accounts that purchased or sold the security first may receive a more favorable price than accounts that made subsequent transactions. The less liquid the market for the security or the greater the percentage that the proposed aggregate purchases or sales represent of average daily trading volume, the greater the potential for accounts that make subsequent purchases or sales to receive a less favorable price. When a portfolio manager intends to trade the same security for more than one account, the policies of Manulife generally require that such trades be “bunched”, which means that the trades for the individual accounts are aggregated and each account receives the same price. There are some types of accounts as to which bunching may not be possible for contractual reasons (such as directed brokerage arrangements). Circumstances may also arise where the trader believes that bunching the orders may not result in the best possible price. Where those accounts or circumstances are involved, Manulife will place the order in a manner intended to result in as favorable a price as possible for such client. | |
A portfolio manager could favor an account if the portfolio manager‘s compensation is tied to the performance of that account rather than all accounts managed by the portfolio manager. If, for example, the portfolio manager receives a bonus based upon the performance of certain accounts relative to a benchmark while other accounts are disregarded for this purpose, the portfolio manager will have a financial incentive to seek to have the accounts that determine the portfolio manager‘s bonus achieve the best possible performance to the possible detriment of other accounts. Similarly, if Manulife receives a performance-based advisory fee, the portfolio manager may favor that account, whether or not the performance of that account directly determines the portfolio manager‘s compensation. The investment performance on specific accounts is not a factor in determining the portfolio manager‘s compensation. Neither the Advisor nor Manulife receives a performance-based fee with respect to any of the accounts managed by the portfolio managers. |
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A portfolio manager could favor an account if the portfolio manager has a beneficial interest in the account, in order to benefit a large client or to compensate a client that had poor returns. For example, if the portfolio manager held an interest in an investment partnership that was one of the accounts managed by the portfolio manager, the portfolio manager would have an economic incentive to favor the account in which the portfolio manager held an interest. Manulife imposes certain trading restrictions and reporting requirements for accounts in which a portfolio manager or certain family members have a personal interest in order to confirm that such accounts are not favored over other accounts. | |
If the different accounts have materially and potentially conflicting investment objectives or strategies, a conflict of interest may arise. For example, if a portfolio manager purchases a security for one account and sells the same security short for another account, such trading pattern could disadvantage either the account that is long or short. In making portfolio manager assignments, Manulife seeks to avoid such potentially conflicting situations. However, where a portfolio manager is responsible for accounts with differing investment objectives and policies, it is possible that the portfolio manager will conclude that it is in the best interest of one account to sell a portfolio security while another account continues to hold or increase the holding in such security. |
PGIM: Like other investment advisers, PGIM Fixed Income is subject to various conflicts of interest in the ordinary course of its business. PGIM Fixed Income strives to identify potential risks, including conflicts of interest, that are inherent in its business, and PGIM Fixed Income conducts annual conflict of interest reviews. When actual or potential conflicts of interest are identified, PGIM Fixed Income seeks to address such conflicts through one or more of the following methods: | |
elimination of the conflict; | |
disclosure of the conflict; or | |
management of the conflict through the adoption of appropriate policies, procedures or other mitigants. | |
PGIM Fixed Income follows the policies of Prudential Financial, Inc. on business ethics, personal securities trading by investment personnel, and information barriers. PGIM Fixed Income has adopted a code of ethics, allocation policies and conflicts of interest policies, among others, and has adopted supervisory procedures to monitor compliance with its policies. PGIM Fixed Income cannot guarantee, however, that its policies and procedures will detect and prevent, or result in the disclosure of, each and every situation in which a conflict may arise. | |
Side-by-Side Management of Accounts and Related Conflicts of Interest. PGIM Fixed Income’s side-by-side management of multiple accounts can create conflicts of interest. Examples are detailed below, followed by a discussion of how PGIM Fixed Income addresses these conflicts. | |
Performance Fees - PGIM Fixed Income manages accounts with asset-based fees alongside accounts with performance-based fees. | |
This side-by-side management may be deemed to create an incentive for PGIM Fixed Income and its investment professionals to favor one account over another. Specifically, PGIM Fixed Income or its affiliates could be considered to have the incentive to favor accounts for which PGIM Fixed Income or an affiliate receives performance fees, and possibly take greater investment risks in those accounts, in order to bolster performance and increase its fees. | |
Affiliated accounts - PGIM Fixed Income manages accounts on behalf of its affiliates as well as unaffiliated accounts. PGIM Fixed Income could be considered to have an incentive to favor accounts of affiliates over others. | |
Large accounts/higher fee strategies - large accounts and clients typically generate more revenue than do smaller accounts or clients and certain of PGIM Fixed Income’s strategies have higher fees than others. As a result, a portfolio manager could be considered to have an incentive when allocating scarce investment opportunities to favor accounts that pay a higher fee or generate more income for PGIM Fixed Income. | |
Long only and long/short accounts - PGIM Fixed Income manages accounts that only allow it to hold securities long as well as accounts that permit short selling. PGIM Fixed Income may, therefore, sell a security short in some client accounts while holding the same security long in other client accounts. These short sales could reduce the value of the securities held in the long only accounts. In addition, purchases for long only accounts could have a negative impact on the short positions. | |
Securities of the same kind or class - PGIM Fixed Income sometimes buys or sells for one client account securities of the same kind or class that are purchased or sold for another client at prices that may be different. PGIM Fixed Income may also, at any time, execute trades of securities of the same kind or class in one direction for an account and in the opposite direction for another account due to differences in investment strategy or client direction. Different strategies trading in the same securities or types of securities may appear as inconsistencies in PGIM Fixed Income’s management of multiple accounts side-by-side. |
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Investment at different levels of an issuer’s capital structure— PGIM Fixed Income may invest client assets in the same issuer, but at different levels in the capital structure. In the event of restructuring or insolvency, PGIM Fixed Income may exercise remedies and take other actions on behalf of the holders of senior debt that are not in the interest of, or are adverse to, other clients that are the holders of junior debt, or vice versa. | |
Financial interests of investment professionals - PGIM Fixed Income investment professionals may invest in certain investment vehicles that it manages, including mutual funds and private funds. Also, certain of these investment vehicles are options under the 401(k) and deferred compensation plans offered by Prudential Financial, Inc. In addition, the value of grants under PGIM Fixed Income’s long-term incentive plan and targeted long-term incentive plan is affected by the performance of certain client accounts. As a result, PGIM Fixed Income investment professionals may have financial interests in accounts managed by PGIM Fixed Income or that are related to the performance of certain client accounts. | |
Non-discretionary accounts - PGIM Fixed Income provides non-discretionary investment advice to some clients and manages others on a discretionary basis. Trades in non-discretionary accounts or accounts where discretion is limited could occur before, in concert with, or after PGIM Fixed Income executes similar trades in its discretionary accounts. The non-discretionary/limited discretion clients may be disadvantaged if PGIM Fixed Income delivers investment advice to them after it initiates trading for the discretionary clients, or vice versa. | |
How PGIM Fixed Income Addresses These Conflicts of Interest. PGIM Fixed Income has developed policies and procedures designed to address the conflicts of interest with respect to its different types of side-by-side management described above. | |
Quarterly Strategy Reviews. Each quarter, the chief investment officer/head of PGIM Fixed Income holds a series of meetings with the senior portfolio manager and team responsible for the management of each of PGIM Fixed Income’s investment strategies. At each meeting, the chief investment officer/head of PGIM Fixed Income and strategy teams review and discuss the investment performance and performance attribution for each client account managed in the applicable strategy. These meetings are also typically attended by PGIM Fixed Income’s chief compliance officer or his designee and head of investment risk management or his designee. | |
Quarterly Senior Management Investment Review. Each quarter, the chief investment officer/head of PGIM Fixed Income reviews the investment performance and performance attribution of each of our strategies during a meeting typically attended by members of PGIM | |
Fixed Income’s senior leadership team, chief compliance officer or his designee, head of investment risk management or his designee and senior portfolio managers. | |
In keeping with PGIM Fixed Income’s fiduciary obligations, its policy with respect to trade aggregation and allocation is to | |
treat all of its client accounts fairly and equitably over time. PGIM Fixed Income’s trade management oversight committee, which | |
generally meets quarterly, is responsible for providing oversight with respect to trade aggregation and allocation. Its | |
compliance group periodically reviews a sampling of new issue allocations and related documentation to confirm | |
compliance with the trade aggregation and allocation procedures. In addition, the compliance and investment risk | |
management groups review forensic reports regarding new issue and secondary trade activity on a quarterly basis. This forensic analysis includes such data as the: (i) number of new issues allocated in the strategy; (ii) size of new issue allocations to each portfolio in the strategy;(iii) profitability of new issue transactions; and (iv) portfolio turnover. The results of these analyses are reviewed and discussed at PGIM Fixed Income’s trade management oversight committee meetings. The procedures above are designed to detect patterns and anomalies in PGIM Fixed Income’s side-by-side management and trading so that it may assess and improve its processes. | |
PGIM Fixed Income has procedures that specifically address its side-by-side management of long/short and long only portfolios. These procedures address potential conflicts that could arise from differing positions between long/short and long only portfolios. In addition, lending opportunities with respect to securities for which the market is demanding a slight premium rate over normal market rates are allocated to long only accounts prior to allocating the opportunities to long/short accounts. | |
Conflicts Related to PGIM Fixed Income’s Affiliations. As an indirect wholly-owned subsidiary of Prudential Financial, Inc., PGIM Fixed Income is part of a diversified, global financial services organization. PGIM Fixed Income is affiliated with many types of U.S. and non-U.S. financial service providers, including insurance companies, broker-dealers, commodity trading advisors, commodity pool operators and other investment advisers. Some of its employees are officers of and/or provide services to some of these affiliates. |
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Conflicts Arising Out of Legal Restrictions. PGIM Fixed Income may be restricted by law, regulation, contract or other constraints as to how much, if any, of a particular security it may purchase or sell on behalf of a client, and as to the timing of such purchase or sale. Sometimes these restrictions apply as a result of its relationship with Prudential Financial, Inc. and its other affiliates. For example, PGIM Fixed Income does not purchase securities issued by Prudential Financial, Inc. for client accounts. In addition, PGIM Fixed Income’s holdings of a security on behalf of its clients are required, under certain regulations, to be aggregated with the holdings of that security by other Prudential Financial, Inc. affiliates. These holdings could, on an aggregate basis, exceed certain reporting or ownership thresholds. Prudential Financial, Inc. tracks these aggregated holdings and may restrict purchases to avoid exceeding crossing such thresholds because of the potential consequences to Prudential Financial, Inc. if such thresholds are exceeded. In addition, PGIM Fixed Income could receive material, non-public information with respect to a particular issuer and, as a result, be unable to execute transactions in securities of that issuer for its clients. For example, PGIM Fixed Income’s bank loan team often invests in private bank loans in connection with which the borrower provides material, non-public information, resulting in restrictions on trading securities issued by those borrowers. PGIM Fixed Income has procedures in place to carefully consider whether to intentionally accept material, non-public information with respect to certain issuers. PGIM Fixed Income is generally able to avoid receiving material, non-public information from its affiliates and other units within PGIM by maintaining information barriers. In some instances, it may create an isolated information barrier around a small number of its employees so that material, non-public information received by such employees is not attributed to the rest of PGIM Fixed Income. | |
Conflicts Related to Outside Business Activity. From time to time, certain of PGIM Fixed Income employees or officers may engage in outside business activity, including outside directorships. Any outside business activity is subject to prior approval pursuant to PGIM Fixed Income’s personal conflicts of interest and outside business activities policy. Actual and potential conflicts of interest are analyzed during such approval process. PGIM Fixed Income could be restricted in trading the securities of certain issuers in client portfolios in the unlikely event that an employee or officer, as a result of outside business activity, obtains material, non-public information regarding an issuer. | |
Conflicts Related to Investment of Client Assets in Affiliated Funds. PGIM Fixed Income may invest client assets in funds that it manages or subadvises for an affiliate. PGIM Fixed Income may also invest cash collateral from securities lending transactions in these funds. These investments benefit both PGIM Fixed Income and its affiliate. | |
PICA General Account. Because of the substantial size of the general accounts of our affiliated insurance companies, trading by these general accounts, including PGIM Fixed Income’s trades on behalf of the accounts, may affect the market prices or limit the availability of the securities or instruments transacted. Although PGIM Fixed Income does not expect that the general accounts will execute transactions that will move a market frequently, and generally only in response to unusual market or issuer events, the execution of these transactions could have an adverse effect on transactions for or positions held by other clients. | |
Conflicts Related to Co-investment by Affiliates. PGIM Fixed Income affiliates may provide initial funding or otherwise invest in vehicles it manages. When an affiliate provides “seed capital” or other capital for a fund, it may do so with the intention of redeeming all or part of its interest at a future point in time or when it deems that sufficient additional capital has been invested in that fund. | |
The timing of a redemption by an affiliate could benefit the affiliate. For example, the fund may be more liquid at the time of the affiliate’s redemption than it is at times when other investors may wish to withdraw all or part of their interests. | |
In addition, a consequence of any withdrawal of a significant amount, including by an affiliate, is that investors remaining in the fund will bear a proportionately higher share of fund expenses following the redemption. | |
PGIM Fixed Income could also face a conflict if the interests of an affiliated investor in a fund it manages diverge from those of the fund or other investors. For example, PGIM Fixed Income affiliates, from time to time, hedge some or all of the risks associated with their investments in certain funds PGIM Fixed Income manages. PGIM Fixed Income may provide assistance in connection with this hedging activity. | |
PGIM Fixed Income believes that these conflicts are mitigated by its allocation policies and procedures, its supervisory review of accounts and its procedures with respect to side-by-side management of long only and long-short accounts. | |
Conflicts Arising Out of Industry Activities. PGIM Fixed Income and its affiliates have service agreements with various vendors that are also investment consultants. Under these agreements, PGIM Fixed Income or its affiliates compensate the vendors for certain services, including software, market data and technology services. PGIM Fixed Income’s clients may also retain these vendors as investment consultants. The existence of these service agreements may provide an incentive for the investment consultants to favor PGIM Fixed Income when they advise their clients. PGIM Fixed Income does not, however, condition its purchase of services from consultants upon their recommending PGIM Fixed Income to their clients. PGIM Fixed Income will provide clients with information about services that it obtains from these consultants upon request. |
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PGIM Fixed Income retains third party advisors and other service providers to provide various services for PGIM Fixed Income as well as for funds that PGIM Fixed Income manages or subadvises. A service provider may provide services to PGIM Fixed Income or one of PGIM Fixed Income’s funds while also providing services to other PGIM units, other PGIM-advised funds, or affiliates of PGIM, and may negotiate rates in the context of the overall relationship. PGIM Fixed Income may benefit from negotiated fee rates offered to its funds and vice versa. There is no assurance, however, that PGIM Fixed Income will be able to obtain advantageous fee rates from a given service provider negotiated by its affiliates based on their relationship with the service provider, or that PGIM Fixed Income will know of such negotiated fee rates. | |
Conflicts Related to Securities Holdings and Other Financial Interests | |
Prudential Financial, PICA, PGIM Fixed Income and other affiliates of PGIM at times have financial interests in, or relationships with, companies whose securities or related instruments PGIM Fixed Income holds, purchases or sells in its client accounts. Certain of these interests and relationships are material to PGIM Fixed Income or to the Prudential enterprise. At any time, these interests and relationships could be inconsistent or in potential or actual conflict with positions held or actions taken by PGIM Fixed Income on behalf of PGIM Fixed Income’s client accounts. For example: |
■ | PGIM Fixed Income invests in the securities of one or more clients for the accounts of other clients. |
■ | PGIM Fixed Income’s affiliates sell various products and/or services to certain companies whose securities PGIM Fixed Income purchases and sells for PGIM Fixed Income clients. |
■ | PGIM Fixed Income invests in the debt securities of companies whose equity is held by its affiliates. |
■ | PGIM Fixed Income’s affiliates hold public and private debt and equity securities of a large number of issuers and may invest in some of the same issuers for other client accounts but at different levels in the capital structure. For example: |
■ | Affiliated accounts can hold the senior debt of an issuer whose subordinated debt is held by PGIM Fixed Income’s clients or hold secured debt of an issuer whose public unsecured debt is held in client accounts. In the event of restructuring or insolvency, the affiliated accounts as holders of senior debt may exercise remedies and take other actions that are not in the interest of, or are adverse to, other clients that are the holders of junior debt. |
■ | To the extent permitted by applicable law, PGIM Fixed Income may also invest client assets in offerings of securities the proceeds of which are used to repay debt obligations held in affiliated accounts or other client accounts. PGIM Fixed Income’s interest in having the debt repaid creates a conflict of interest. PGIM Fixed Income has adopted a refinancing policy to address this conflict. |
■ | Certain of PGIM Fixed Income’s affiliates (as well as directors or officers of its affiliates) are officers or directors of issuers in which PGIM Fixed Income invests from time to time. These issuers may also be service providers to PGIM Fixed Income or its affiliates. |
■ | In addition, PGIM Fixed Income may invest client assets in securities backed by commercial mortgage loans that were originated or are serviced by an affiliate. |
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■ | Elimination of the conflict; |
■ | Disclosure of the conflict; or |
■ | Management of the conflict through the adoption of appropriate policies and procedures. |
■ | Asset-Based Fees vs. Performance-Based Fees; Other Fee Considerations. QMA manages accounts with asset-based fees alongside accounts with performance-based fees. Asset-based fees are calculated based on the value of a client’s portfolio at periodic measurement dates or over specified periods of time. Performance-based fees are generally based on a share of the total return of a portfolio, and may offer greater upside potential to QMA than asset-based fees, depending on how the fees are structured. This side-by-side management could create an incentive for QMA to favor one account over another. Specifically, QMA could have the incentive to favor accounts for which it receives performance fees, and possibly take greater investment risks in those accounts, in order to bolster performance and increase its fees. In addition, since fees are negotiable, one client may be paying a higher fee than another client with similar investment objectives or goals. In negotiating fees, QMA takes into account a number of factors including, but not limited to, the investment strategy, the size of a portfolio being managed, the relationship with the client, and the required level of service. Fees may also differ based on account type. For example, fees for commingled vehicles, including those that QMA subadvises, may differ from fees charged for single client accounts. |
■ | Long Only/Long-Short Accounts. QMA manages accounts that only allow it to hold securities long as well as accounts that permit short selling. QMA may, therefore, sell a security short in some client accounts while holding the same security long in other client accounts, creating the possibility that QMA is taking inconsistent positions with respect to a particular security in different client accounts. |
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■ | Compensation/Benefit Plan Accounts/Other Investments by Investment Professionals. QMA manages certain funds and strategies whose performance is considered in determining long-term incentive plan benefits for certain investment professionals. Investment professionals involved in the management of accounts in these strategies have an incentive to favor them over other accounts they manage in order to increase their compensation. Additionally, QMA’s investment professionals may have an interest in those strategies if the funds are chosen as options in their 401(k) or deferred compensation plans offered by Prudential or if they otherwise invest in those funds directly. |
■ | Affiliated Accounts. QMA manages accounts on behalf of its affiliates as well as unaffiliated accounts. QMA could have an incentive to favor accounts of affiliates over others. |
■ | Non-Discretionary Accounts or Model Portfolios. QMA provides non-discretionary model portfolios to some clients and manages other portfolios on a discretionary basis. When QMA manages accounts on a non-discretionary basis, the investment team will typically deliver a model portfolio to a non-discretionary client at or around the same time as executing discretionary trades in the same strategy. The non-discretionary clients may be disadvantaged if QMA delivers the model investment portfolio to them after it initiates trading for the discretionary clients, or vice versa. |
■ | Large Accounts/Higher Fee Strategies. Large accounts typically generate more revenue than do smaller accounts and certain strategies have higher fees than others. As a result, a portfolio manager has an incentive when allocating scarce investment opportunities to favor accounts that pay a higher fee or generate more income for QMA. |
■ | Securities of the Same Kind or Class. QMA sometimes buys or sells, or directs or recommends that one client buy or sell, securities of the same kind or class that are purchased or sold for another client, at prices that may be different. QMA may also, at any time, execute trades of securities of the same kind or class in one direction for an account and in the opposite direction for another account, due to differences in investment strategy or client direction. Different strategies effecting trading in the same securities or types of securities can appear as inconsistencies in QMA’s management of multiple accounts side-by-side. |
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■ | Conflicts Arising Out of Legal Restrictions. QMA may be restricted by law, regulation, contract or other constraints as to how much, if any, of a particular security it may purchase or sell on behalf of a client, and as to the timing of such purchase or sale. Sometimes, these restrictions apply as a result of QMA’s relationship with Prudential Financial and its other affiliates. For example, QMA’s holdings of a security on behalf of its clients are required, under certain regulations, to be aggregated with the holdings of that security by other Prudential Financial affiliates. These holdings could, on an aggregate basis, exceed certain reporting or ownership thresholds. QMA tracks these aggregate holdings and may restrict purchases to avoid crossing such thresholds because of the potential consequences to Prudential if such thresholds are exceeded. In addition, QMA could receive material, non-public information with respect to a particular issuer from an affiliate and, as a result, be unable to execute purchase or sale transactions in securities of that issuer for its clients. QMA is generally able to avoid receiving material, non-public information from its affiliates by maintaining information barriers to prevent the transfer of information between affiliates. |
■ | QMA, Prudential Financial, Inc., The Prudential Insurance Company of America (PICA) and other affiliates of QMA have financial interests in, or relationships with, companies whose securities QMA holds, purchases or sells in its client accounts. Certain of these interests and relationships are material to QMA or to the Prudential enterprise. At any time, these interests and relationships could be inconsistent or in potential or actual conflict with positions held or actions taken by QMA on behalf of its client accounts. For example, QMA invests in the securities of one or more clients for the accounts of other clients. QMA’s affiliates sell various products and/or services to certain companies whose securities QMA purchases and sells for its clients. QMA’s affiliates hold public and private debt and equity securities of a large number of issuers. QMA invests in some of the same issuers for its client accounts but at different levels in the capital structure. For instance, QMA may invest client assets in the equity of companies whose debt is held by an affiliate. Certain of QMA’s affiliates (as well as directors of QMA’s affiliates) are officers or directors of issuers in which QMA invests from time to time. These issuers may also be service providers to QMA or its affiliates. In general, conflicts related to the financial interests described above are addressed by the fact that QMA makes investment decisions for each client independently considering the best economic interests of such client. |
■ | Certain of QMA’s employees may offer and sell securities of, and interests in, commingled funds that QMA manages or subadvises. Employees may offer and sell securities in connection with their roles as registered representatives of Prudential Investment Management Services LLC (a broker-dealer affiliate), or as officers, agents, or approved persons of other affiliates. There is an incentive for QMA’s employees to offer these securities to investors regardless of whether the investment is appropriate for such investor since increased assets in these vehicles will result in increased advisory fees to QMA. In addition, although sales commissions are not paid for such activities, such sales could result in increased compensation to the employee. To mitigate this conflict, QMA performs suitability checks on new clients as well as on an annual basis with respect to all clients. |
■ | A portion of the long-term incentive grant of some of QMA’s investment professionals will increase or decrease based on the performance of several of QMA’s strategies over defined time periods. Consequently, some of QMA’s portfolio managers from time to time have financial interests in the accounts they advise. To address potential conflicts related to these financial interests, QMA has procedures, including supervisory review procedures, designed to verify that each of its accounts is managed in a manner that is consistent with QMA’s fiduciary obligations, as well as with the account’s investment objectives, investment strategies and restrictions. Specifically, QMA’s chief investment officer will perform a comparison of trading costs between accounts in the strategies whose performance is considered in connection with the long-term incentive grant and other accounts, to verify that such costs are consistent with each other or otherwise in line with expectations. The results of the analysis are discussed at a meeting of QMA's Trade Management Oversight Committee. |
■ | QMA and its affiliates, from time to time, have service agreements with various vendors that are also investment consultants. Under these agreements, QMA or its affiliates compensate the vendors for certain services, including software, market data and technology services. QMA’s clients may also retain these vendors as investment consultants. The existence of service agreements between these consultants and QMA may provide an incentive for the investment |
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consultants to favor QMA when they advise their clients. QMA does not, however, condition its purchase of services from consultants upon their recommending QMA to their clients. QMA will provide clients with information about services that QMA or its affiliates obtain from these consultants upon request. QMA retains third party advisors and other service providers to provide various services for QMA as well as for funds that QMA manages or subadvises. A service provider may provide services to QMA or one of its funds while also providing services to PGIM, Inc. (PGIM), other PGIM-advised funds, or affiliates of PGIM, and may negotiate rates in the context of the overall relationship. QMA may benefit from negotiated fee rates offered to its funds and vice-versa. There is no assurance that QMA will be able to obtain advantageous fee rates from a given service provider negotiated by its affiliates based on their relationship with the service provider, or that it will know of such negotiated fee rates. |
Threadneedle: Threadneedle portfolio managers may manage one or more mutual funds as well as other types of accounts, including proprietary accounts, separate accounts for institutions, and other pooled investment vehicles. Portfolio managers make investment decisions for an account or portfolio based on its investment objectives and policies, and other relevant investment considerations. A portfolio manager may manage a separate account or other pooled investment vehicle whose fees may be materially greater than the management fees paid by the Fund and may include a performance-based fee. Management of multiple funds and accounts may create potential conflicts of interest relating to the allocation of investment opportunities, and the aggregation and allocation of trades. In addition, a portfolio manager’s responsibilities at Threadneedle include working as a securities analyst. This dual role may give rise to conflicts with respect to making investment decisions for accounts that he/she manages versus communicating his/her analyses to other portfolio managers concerning securities that he/she follows as an analyst. | |
Threadneedle has a fiduciary responsibility to all of the clients for which it manages accounts. Threadneedle seeks to provide best execution of all securities transactions and to aggregate securities transactions and then allocate securities to client accounts in a fair and timely manner. Threadneedle has developed policies and procedures, including brokerage and trade allocation policies and procedures, designed to mitigate and manage the potential conflicts of interest that may arise from the management of multiple types of accounts for multiple clients. | |
Voya: A portfolio manager may be subject to potential conflicts of interest because the portfolio manager is responsible for other accounts in addition to the Funds. These other accounts may include, among others, other mutual funds, separately managed advisory accounts, commingled trust accounts, insurance separate accounts, wrap fee programs, and hedge funds. |
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Potential conflicts may arise out of the implementation of differing investment strategies for the portfolio manager’s various accounts, the allocation of investment opportunities among those accounts or differences in the advisory fees paid by the portfolio manager’s accounts. | |
A potential conflict of interest may arise as a result of the portfolio manager’s responsibility for multiple accounts with similar investment guidelines. Under these circumstances, a potential investment may be suitable for more than one of the portfolio manager’s accounts, but the quantity of the investment available for purchase is less than the aggregate amount the accounts would ideally devote to the opportunity. Similar conflicts may arise when multiple accounts seek to dispose of the same investment. | |
A portfolio manager may also manage accounts whose objectives and policies differ from those of the Funds. These differences may be such that under certain circumstances, trading activity appropriate for one account managed by the portfolio manager may have adverse consequences for another account managed by the portfolio manager. For example, if an account were to sell a significant position in a security, which could cause the market price of that security to decrease, while a Fund maintained its position in that security. | |
A potential conflict may arise when a portfolio manager is responsible for accounts that have different advisory fees – the difference in the fees may create an incentive for the portfolio manager to favor one account over another, for example, in terms of access to particularly appealing investment opportunities. This conflict may be heightened where an account is subject to a performance-based fee. As part of its compliance program, Voya IM has adopted policies and procedures reasonably designed to address the potential conflicts of interest described above. | |
Finally, a potential conflict of interest may arise because the investment mandates for certain other accounts, such as hedge funds, may allow extensive use of short sales which, in theory, could allow them to enter into short positions in securities where other accounts hold long positions. Voya IM has policies and procedures reasonably designed to limit and monitor short sales by the other accounts to avoid harm to the Funds. |
Water Island: Water Island maintains policies and procedures reasonably designed to detect and minimize potential conflicts of interest inherent in circumstances when a portfolio manager has day-to-day responsibilities for managing multiple portfolios. Other portfolios managed by Water Island may include, without limitation: separately managed accounts, registered investment companies, unregistered investment companies such as pooled investment vehicles and hedge funds, and proprietary accounts. However, no set of policies and procedures can possibly anticipate or relieve all potential conflicts of interest. These conflicts may be real, potential, or perceived. Certain of these conflicts are described below. |
Allocation of Limited Investment Opportunities – If a portfolio manager identifies a limited investment opportunity (including initial public offerings) that may be suitable for multiple funds and/or accounts, the investment opportunity may be allocated among these several funds or accounts, which may limit a client’s ability to take full advantage of the investment opportunity, due to liquidity constraints or other factors. Water Island has adopted trade allocation procedures designed to ensure that allocations of limited investment opportunities are conducted in a fair and equitable manner between client accounts. Nevertheless, investment opportunities may be allocated differently among client accounts due to the characteristics of an account, such as the size of the account, cash position, investment guidelines and restrictions, or risk controls. |
Similar Investment Strategies – Water Island and its portfolio management team may manage multiple portfolios with similar investment strategies. Investment decisions for each portfolio are generally made based on each portfolio’s investment objectives and guidelines, cash availability, current holdings, and risk controls. Purchases or sales of securities for a portfolio may be appropriate for other portfolios with like objectives and may be bought or sold in different amounts and at different times in multiple portfolios. In these cases, transactions are allocated to portfolios in a manner believed fair and equitable across client account portfolios by Water Island’s allocation methodology. Purchase and sale orders for a portfolio may be combined with those of other portfolios in the interest of achieving the most favorable net results for all clients. |
Different Investment Strategies – Water Island and its portfolio management team may manage multiple portfolios with different investment strategies. As such, the potential exists for short sales of securities in certain portfolios while the same security is held long in one or more other portfolios. In an attempt to mitigate the inherent risks of simultaneous management of portfolios with different investment strategies, Water Island has established and implemented procedures to promote fair and equitable treatment of all portfolios. The procedures include monitoring and surveillance of trading activity and supervisory reviews of accounts. Any proposed cross trades must be reviewed and approved by Water Island’s compliance department prior to execution and must comply with Rule 17a-7 under the 1940 Act. |
Differences in Financial Incentives - A conflict of interest may arise where the financial or other benefits available to a portfolio manager or an investment adviser differ among the funds and/or accounts under management. For example, when |
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the structure of an investment adviser’s management fee differs among the funds and/or accounts under its management (such as where certain funds or accounts pay higher management fees or performance-based management fees), a portfolio manager might be motivated to favor certain funds and/or accounts over others. Performance-based fees could also create an incentive for an investment adviser to make investments that are riskier or more speculative. In addition, a portfolio manager might be motivated to favor funds and/or accounts in which the portfolio manager or Water Island has a financial interest. For instance, Water Island may from time to time establish “pilot” or “incubator” funds for the purpose of testing proposed investment strategies or products prior to accepting assets from outside investors. Typically, Water Island or an affiliate supplies the funding for these accounts. Employees of Water Island, including the portfolio manager(s), may also invest in certain pilot accounts. Similarly, the desire to maintain or raise assets under management or to enhance the portfolio manager’s performance record in a particular investment strategy or to derive other rewards, financial or otherwise, could influence a portfolio manager to lend preferential treatment to those funds and/or accounts that could most significantly benefit the portfolio manager. To manage conflicts that arise from management of portfolios that may have differences in financial incentives, performance in portfolios with like strategies is regularly reviewed by management. Moreover, Water Island has adopted a policy to treat pilot accounts in the same manner as client accounts for purposes of trade aggregation and allocation -- neither favoring nor disfavoring them (except that pilot accounts do not participate in initial public offerings). |
Selection of Brokers/Dealers - A portfolio manager may be able to select or influence the selection of the brokers/dealers that are used to execute securities transactions. In addition to executing trades, some brokers/dealers provide Water Island with brokerage and research services (as those terms are defined in Section 28(e) of the Exchange Act), which may result in the payment of higher brokerage fees than might have otherwise been available. These services may be more beneficial to certain accounts than to others. In order to be assured of continuing to receive services considered of value to its clients, |
Water Island has adopted a brokerage allocation policy embodying the concepts of Section 28(e) of the Exchange Act. A portfolio manager’s decision as to the selection of brokers and dealers could yield disproportionate costs and benefits among the accounts that they manage, although the payment of brokerage commissions is always subject to the requirement that Water Island determine in good faith that the commissions are reasonable in relation to the value of the brokerage and research services received. |
Personal Holdings and Transactions – Water Island’s portfolio managers and other employees may have beneficial ownership of holdings in personal accounts that are the same or similar to those held in client accounts. Under limited circumstances, Water Island allows its employees to trade in securities that it recommends to advisory clients, and the actions taken by such individuals on a personal basis may differ from, or be inconsistent with, the nature and timing of advice or actions taken by Water Island for its client accounts. Water Island and its employees may also invest in mutual funds and other pooled investment vehicles that are managed by Water Island. This may result in a potential conflict of interest since Water Island’s employees have knowledge of such funds’ investment holdings, which is non-public information. Water Island has implemented a Code of Ethics which is designed to address and mitigate the possibility that these professionals could place their own interests ahead of those of clients. The Code of Ethics addresses this potential conflict of interest by imposing preclearance and reporting requirements, trading blackout periods, a minimum holding period, supervisory oversight, and other measures designed to reduce conflicts of interest. | |
WellsCap: WellsCap’s Portfolio Managers often provide investment management for separate accounts advised in the same or similar investment style as that provided to mutual funds. While management of multiple accounts could potentially lead to conflicts of interest over various issues such as trade allocation, fee disparities and research acquisition, WellsCap has implemented policies and procedures for the express purpose of ensuring that clients are treated fairly and that potential conflicts of interest are minimized. | |
The Portfolio Managers face inherent conflicts of interest in their day-to-day management of the Funds and other accounts because the Funds may have different investment objectives, strategies and risk profiles than the other accounts managed by the Portfolio Managers. For instance, to the extent that the Portfolio Managers manage accounts with different investment strategies than the Funds, they may from time to time be inclined to purchase securities, including initial public offerings, for one account but not for a Fund. Additionally, some of the accounts managed by the Portfolio Managers may have different fee structures, including performance fees, which are or have the potential to be higher or lower, in some cases significantly higher or lower, than the fees paid by the Funds. The differences in fee structures may provide an incentive to the Portfolio Managers to allocate more favorable trades to the higher-paying accounts. | |
To minimize the effects of these inherent conflicts of interest, WellsCap has adopted and implemented policies and procedures, including brokerage and trade allocation policies and procedures, that they believe address the potential conflicts associated with managing portfolios for multiple clients and are designed to ensure that all clients are treated fairly and equitably. Accordingly, security block purchases are allocated to all accounts with similar objectives in a fair and |
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equitable manner. Furthermore, WellsCap has adopted a Code of Ethics under Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Investment Advisers Act of 1940 (the “Advisers Act”) to address potential conflicts associated with managing the Funds and any personal accounts the Portfolio Managers may maintain. |
AlphaSimplex: All AlphaSimplex investment professionals receive compensation according to a merit-based incentives structure. In addition to receiving competitive base salaries, employees are eligible for performance bonuses, which are based on both individual and firm performance. Performance is assessed on an annual basis by department heads. AlphaSimplex considers a number of factors—including risk-adjusted performance and intellectual contribution—when determining the bonus compensation of its investment professionals. Key professionals who have made significant and lasting contributions to the firm are invited to participate in a supplemental bonus pool reserved for partners of the firm. Partners are awarded claims on specific percentages of the firm’s annual profits. |
The Compensation Committee of the AlphaSimplex Board of Directors approves all bonus and partnership awards based on the recommendations of management. The total bonus pool is comprised of a staff bonus pool, which is generally set at 100% of base salaries, and a separate pool for partners, which is funded with any remainder and allocated among the partners based on their partnership interests. Accordingly, variable compensation makes up a significant portion of total remuneration, particularly for senior managers, whose bonuses can amount to between 100% and 600% of base compensation. To retain talent, AlphaSimplex defers a significant portion of bonus amounts for key professionals for up to three years. The deferred portion of bonuses is invested across all the strategies managed by AlphaSimplex. Finally, as a condition of employment, all AlphaSimplex employees agree to abide by non-compete/non-solicit/non-disclosure agreements. These agreements provide for a 12–36 month non-compete period in the event an employee leaves the firm. |
Portfolio manager compensation is a function of firm-wide profitability. Since AlphaSimplex’s approach to investment management is quantitative and systematic, Fund shareholder interests are less dependent on day-to-day portfolio manager decisions, but more a function of overall model performance over longer time periods. Therefore, strong long-term Fund performance goes hand-in-hand with long-term firm profitability and portfolio manager compensation. |
AQR: The compensation for each of the portfolio managers that is a Principal of AQR is in the form of distributions based on the net income generated by AQR and each Principal’s relative ownership in AQR. Net income distributions are a function of assets under management and performance of the funds and accounts managed by AQR. A Principal’s relative ownership in AQR is based on cumulative research, leadership and other contributions to AQR. There is no direct linkage between assets under management, performance and compensation. However, there is an indirect linkage in that superior performance tends to attract assets and thus increase revenues. Each portfolio manager is also eligible to participate in AQR’s 401(k) retirement plan which is offered to all employees of AQR. |
Arrowstreet: Arrowstreet’s compensation system is designed to attract, motivate and retain talented professionals. Arrowstreet’s compensation structure for investment professionals consists of a competitive base salary and bonus. Bonuses are paid on an annual basis. Bonus targets are set for each individual at each review period, typically the start of every year. | |
Baillie Gifford: Compensation arrangements within the Manager vary depending upon whether the individual is an employee or partner of Baillie Gifford & Co. | |
Employees of Baillie Gifford & Co. | |
A portfolio manager’s compensation generally consists of: | |
— base salary; | |
— a company-wide all staff bonus; | |
— a performance related bonus; and | |
— the standard retirement benefits and health and welfare benefits available to all Baillie Gifford & Co. employees. | |
A portfolio manager’s base salary is determined by the manager’s experience and performance in the role, taking into account the ongoing compensation benchmark analyses, and is generally a fixed amount that may change as a result of an annual review, upon assumption of new duties, or when a market adjustment of the position occurs. | |
A portfolio manager’s performance related bonus is determined by team and individual performance. Team performance will generally be measured on investment performance over a five year basis and is based on performance targets that are set and reviewed annually by the Chief of Investment Staff. | |
Individual performance will be determined by the individual’s line manager at the annual appraisal at which staff are assessed against key competencies and pre-agreed objectives. The bonus is paid on an annual basis. |
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A proportion of the performance related bonus is mandatorily deferred. Currently recipients defer between 20% and 40% of their performance related bonus. Awards will be deferred over a period of three years and will be invested in a range of funds managed by the Baillie Gifford Group. | |
Partners of Baillie Gifford & Co. | |
Angus Franklin and Donald Farquharson are partners of Baillie Gifford & Co. | |
The remuneration of Baillie Gifford & Co. partners comprises Baillie Gifford & Co. partnership profits, which are distributed as: | |
— base salary; and | |
— a share of the partnership profits. | |
The profit share is calculated as a percentage of total partnership profits based on seniority and role within Baillie Gifford & Co. The basis for the profit share is detailed in the Baillie Gifford & Co. Partnership Agreement. | |
The main staff benefits such as pension schemes are not available to partners and therefore partners provide for benefits from their own personal funds. Partners in their first few years additionally receive a bonus. The bonuses are calculated in the same way as those for staff but exclude the deferred element. A proportion of the bonus paid will be retained to be used to buy capital shares in the partnership. |
BMO: Compensation for BMO’s portfolio managers consists of base salary, discretionary performance bonuses, and other benefits. Base salaries are reviewed on an annual basis to ensure alignment with the external market. Discretionary performance bonuses vary according to business and individual performance and are provided in a combination of cash and deferred equity-based awards for employees at higher levels of compensation. Portfolio managers also may have a long-term incentive program consisting of restricted share units or other units linked to the performance of BMO. |
Boston Partners: All investment professionals receive a compensation package comprised of an industry competitive base salary and a discretionary bonus and long-term incentives. Through our bonus program, key investment professionals are rewarded primarily for strong investment performance. |
Typically, bonuses are based upon a combination of one or more of the following four criteria: |
1. Individual Contribution: an evaluation of the professional’s individual contribution based on the expectations established at the beginning of each year; |
2. Product Investment Performance: performance of the investment product(s) with which the individual is involved versus the pre-designed index, based on the excess return; |
3. Investment Team Performance: the financial results of the investment group; and |
4. Firm-wide Performance: the overall financial performance of Boston Partners. |
Boston Partners professional compensation consultants with asset management expertise to annually review our practices to ensure that they remain highly competitive. |
Causeway: Ms. Ketterer and Mr. Hartford, the chief executive officer and president of Causeway, respectively, receive annual salary and are entitled, as controlling owners of the firm’s parent holding company, to distributions of the holding company’s profits based on their ownership interests. They do not receive incentive compensation. The other portfolio managers receive salary and may receive incentive compensation (including potential cash, awards of growth units, or awards of equity units). Portfolio managers also receive, directly or through estate planning vehicles, distributions of profits based on their minority ownership interests in the firm’s parent holding company. Causeway’s Compensation Committee, weighing a variety of objective and subjective factors, determines salary and incentive compensation and, subject to approval of the holding company’s Board of Managers, may award equity units. Portfolios are team-managed and salary and incentive compensation are not based on the specific performance the Fund or any single client account managed by Causeway but take into account the performance of the individual portfolio manager, the relevant team and Causeway’s overall performance and financial results. The performance of stocks selected for Fund and client portfolios within a particular industry or sector over a multi-year period relative to appropriate benchmarks will be relevant for portfolio managers assigned to that industry or sector. Causeway takes into account both quantitative and qualitative factors when determining the amount of incentive compensation awarded, including the following factors: individual research contribution, portfolio and team management contribution, group research contribution, client service and recruiting contribution, and other contributions to client satisfaction and firm development. The assessment of these factors takes into account both current and future risks and different factors can be weighed differently. |
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Columbia Management: Portfolio manager direct compensation is typically comprised of a base salary, and an annual incentive award that is paid either in the form of a cash bonus if the size of the award is under a specified threshold, or, if the size of the award is over a specified threshold, the award is paid in a combination of a cash bonus, an equity incentive award, and deferred compensation. Equity incentive awards are made in the form of Ameriprise Financial restricted stock or, for more senior employees, both Ameriprise Financial restricted stock and stock options. The investment return credited on deferred compensation is based on the performance of specified Columbia Funds, in most cases including the Columbia Funds the portfolio manager manages. | |
Base salary is typically determined based on market data relevant to the employee’s position, as well as other factors including internal equity. Base salaries are reviewed annually, and increases are typically given as promotional increases, internal equity adjustments, or market adjustments. | |
Under the Columbia Management annual incentive plan for investment professionals, awards are discretionary, and the amount of incentive awards for investment team members is variable based on (1) an evaluation of the investment performance of the investment team of which the investment professional is a member, reflecting the performance (and client experience) of the funds or accounts the investment professional manages and, if applicable, reflecting the individual’s work as an investment research analyst, (2) the results of a peer and/or management review of the individual, taking into account attributes such as team participation, investment process followed, communications, and leadership, and (3) the amount of aggregate funding of the plan determined by senior management of Columbia Threadneedle Investments and Ameriprise Financial, which takes into account Columbia Threadneedle Investments revenues and profitability, as well as Ameriprise Financial profitability, historical plan funding levels and other factors. Columbia Threadneedle Investments revenues and profitability are largely determined by assets under management. In determining the allocation of incentive compensation to investment teams, the amount of assets and related revenues managed by the team is also considered. Individual awards are subject to a comprehensive risk adjustment review process to ensure proper reflection in remuneration of adherence to our controls and Code of Conduct. | |
Investment performance for a fund or other account is measured using a scorecard that compares account performance against benchmarks and/or peer groups. Account performance may also be compared to unaffiliated passively managed ETFs, taking into consideration the management fees of comparable passively managed ETFs, when available and as determined by the Investment Manager. Consideration is given to relative performance over the one-, three- and five-year periods, with the largest weighting on the three-year comparison. For individuals and teams that manage multiple strategies and accounts, relative asset size is a key determinant in calculating the aggregate score, with weighting typically proportionate to actual assets. For investment leaders who have group management responsibilities, another factor in their evaluation is an assessment of the group’s overall investment performance. Exceptions to this general approach to bonuses exist for certain teams and individuals. | |
Equity incentive awards are designed to align participants’ interests with those of the shareholders of Ameriprise Financial. Equity incentive awards vest over multiple years, so they help retain employees. | |
Deferred compensation awards are designed to align participants’ interests with the investors in the Columbia Funds and other accounts they manage. The value of the deferral account is based on the performance of Columbia Funds. Employees have the option of selecting from various Columbia Funds for their deferral account, however portfolio managers must (other than by strict exception) allocate a minimum of 25% of their incentive awarded through the deferral program to the Columbia Fund(s) they manage. Deferrals vest over multiple years, so they help retain employees. | |
For all employees the benefit programs generally are the same and are competitive within the financial services industry. Employees participate in a wide variety of plans, including options in Medical, Dental, Vision, Health Care and Dependent Spending Accounts, Life Insurance, Long Term Disability Insurance, 401(k), and a cash balance pension plan. |
Conestoga: Each of the Fund’s portfolio managers is a partner of Conestoga. As such, each portfolio manager receives a share of Conestoga’s annual profits, as specified in the manager’s partnership agreement with Conestoga, from Conestoga’s management of the Fund and all other accounts. |
Hotchkis & Wiley: Hotchkis &Wiley’s portfolio managers are compensated in various forms, which may include a base salary, bonus, profit sharing, and equity ownership. Compensation is used to reward, attract, and retain high quality investment professionals. The portfolio managers are evaluated and accountable at three levels. The first level is individual contribution to the research and decision‐making process, including the quality and quantity of work achieved. The second level is teamwork, generally evaluated through contribution within sector teams. The third level pertains to overall portfolio and firm performance. Fixed salaries and discretionary bonuses for investment professionals are determined by the Chief Executive Officer of Hotchkis &Wiley using tools which may include annual evaluations, compensation surveys, feedback from other employees, and advice from members of Hotchkis &Wiley’s Executive and Compensation Committees. The amount of the bonus is determined by the total amount of Hotchkis &Wiley’s bonus pool available for the year, which is |
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generally a function of revenues. No investment professional receives a bonus that is a pre‐determined percentage of revenues or net income. Compensation is thus subjective rather than formulaic. The majority of the portfolio managers own equity in Hotchkis &Wiley. Hotchkis &Wiley believes that the employee ownership structure of the firm will be a significant factor in ensuring a motivated and stable employee base going forward. Hotchkis &Wiley believes that the combination of competitive compensation levels and equity ownership provides Hotchkis &Wiley with a demonstrable advantage in the retention and motivation of employees. Portfolio managers who own equity in Hotchkis &Wiley receive their pro rata share of Hotchkis &Wiley’s profits. Investment professionals may also receive contributions under Hotchkis &Wiley’s profit sharing/401(k) plan. | |
JPMIM: JPMorgan’s compensation programs are designed to align the behavior of employees with the achievement of its short- and long-term strategic goals, which revolve around client investment objectives. This is accomplished, in part, through a balanced performance assessment process and total compensation program, as well as a clearly defined culture that rigorously and consistently promotes adherence to the highest ethical standards. | |
In determining portfolio manager compensation, JPMorgan uses a balanced discretionary approach to assess performance against four broad categories: (1) business results; (2) risk and control; (3) customers and clients; and (4) people and leadership. | |
These performance categories consider short-, medium- and long-term goals that drive sustained value for clients, while accounting for risk and control objectives. Specifically, portfolio manager performance is evaluated against various factors including the following: (1) blended pre-tax investment performance relative to competitive indices, generally weighted more to the long-term; (2) individual contribution relative to the client’s risk/return objectives; and (3) adherence with JPMorgan’s compliance, risk and regulatory procedures. | |
Feedback from JPMorgan’s risk and control professionals is considered in assessing performance. | |
JPMorgan maintains a balanced total compensation program comprised of a mix of fixed compensation (including a competitive base salary and, for certain employees, a fixed cash allowance), variable compensation in the form of cash incentives, and long-term incentives in the form of equity based and/or fund-tracking incentives that vest over time. Long-term awards comprise of up to 60% of overall incentive compensation, depending on an employee’s pay level. |
Long-term awards are generally in the form of time-vested JPMC Restricted Stock Units (“RSUs”). However, portfolio managers are subject to a mandatory deferral of long-term incentive compensation under JPMorgan’s Mandatory Investor Plan (“MIP”). The MIP provides for a rate of return equal to that of the Fund(s) that the portfolio managers manage, thereby aligning portfolio managers’ pay with that of their client’s experience/return. 100% of the portfolio managers’ long-term incentive compensation is eligible for MIP with 50% allocated to the specific Fund(s) they manage, as determined by their respective manager. The remaining portion of the overall amount is electable and may be treated as if invested in any of the other Funds available in the plan or can take the form of RSUs. |
Loomis Sayles: Loomis Sayles believes that portfolio manager compensation should be driven primarily by the delivery of consistent and superior long-term performance for its clients. Portfolio manager compensation is made up primarily of three main components: base salary, variable compensation and a long-term incentive program. Although portfolio manager compensation is not directly tied to assets under management, a portfolio manager’s base salary and/or variable compensation potential may reflect the amount of assets for which the manager is responsible relative to other portfolio managers. Loomis Sayles also offers a profit sharing plan. Base salary is a fixed amount based on a combination of factors, including industry experience, firm experience, job performance and market considerations. Variable compensation is an incentive-based component and generally represents a significant multiple of base salary. Variable compensation is based on four factors: investment performance, profit growth of the firm, profit growth of the manager’s business unit and personal conduct. Investment performance is the primary component of total variable compensation and generally represents at least 60% of the total for fixed-income managers and 70% of the total for equity managers. The other three factors are used to determine the remainder of variable compensation, subject to the discretion of the Chief Investment Officer (“CIO”) and senior management. The CIO and senior management evaluate these other factors annually. | |
Equity Managers. While mutual fund performance and asset size do not directly contribute to the compensation calculation, investment performance for equity managers is measured by comparing the performance of Loomis Sayles’ institutional composites to the performance of the applicable Morningstar peer group and/or the Lipper universe. Generally speaking the performance of the respective product’s fund is compared against the applicable Morningstar peer group and/or the Lipper universe. To the extent the majority of assets managed in the fund strategy are for institutional separate accounts, the Evestment Alliance institutional peer group will also be used as an additional comparison. In situations where substantially all of the assets for the strategy are institutional, the institutional peer group will be used as the primary method of comparison. A manager’s performance relative to the peer group for the 1, 3 and 5 year periods, (3 and 5 or 10 years for large cap growth, all cap growth and global growth), or since the start of the manager’s tenure, if shorter, is used to calculate |
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the amount of variable compensation payable due to performance. Longer-term performance is typically weighted more than shorter-term performance. In addition, the performance measurement for equity compensation usually incorporates a consistency metric using longer term rolling returns compared to the peer group over a sustained measurement period; however, the exact method may be adjusted to a product’s particular style. If a manager is responsible for more than one product, the rankings of each product are weighted based on relative revenue of accounts represented in each product. An external benchmark is used as a secondary comparison. The external benchmark used for the MM Growth Strategies Fund is the Russell 1000 Growth Index. Mr. Hamzaogullari also receives additional compensation based on revenue and performance hurdles for his strategies, and performance fee based compensation as portfolio manager for a private investment fund. | |
In cases where the institutional peer groups are used, Loomis Sayles believes they represent the most competitive product universe while closely matching the investment styles offered by the Loomis Sayles fund. | |
Fixed-Income Managers. While mutual fund performance and asset size do not directly contribute to the compensation calculation, investment performance for fixed-income managers is measured by comparing the performance of Loomis Sayles’ institutional composite (pre-tax and net of fees) in the manager’s style to the performance of an external benchmark and a customized peer group. The external benchmark used for the investment style utilized by each fund is noted below. The customized peer group is created by Loomis Sayles and is made up of institutional managers in the particular investment style. A manager’s relative performance for the past five years, or seven years for some products, is used to calculate the amount of variable compensation payable due to performance. To ensure consistency, Loomis Sayles analyzes the five or seven year performance on a rolling three year basis. If a manager is responsible for more than one product, the rankings of each product are weighted based on relative revenue size of accounts represented in each product. Loomis Sayles uses both an external benchmark and a customized peer group as a point of comparison for fixed-income manager performance because it believes they represent an appropriate combination of the competitive fixed-income product universe and the investment styles offered by Loomis Sayles. The external benchmark used for the MM Total Return Bond Strategies Fund is the Barclays U.S. Aggregate Index. | |
In addition to the compensation described above, portfolio managers may receive additional compensation based on the overall growth of their strategies. | |
General. Most mutual funds do not directly contribute to a portfolio manager’s overall compensation because Loomis Sayles’ uses the performance of the portfolio manager’s institutional accounts compared to an institutional peer group. However, each fund managed by Loomis Sayles employs strategies endorsed by Loomis Sayles and fits into the product category for the relevant investment style. Loomis Sayles may adjust compensation if there is significant dispersion among the returns of the composite and accounts not included in the composite. | |
Loomis Sayles has developed and implemented two distinct long-term incentive plans to attract and retain investment talent. The plans supplement existing compensation. The first plan has several important components distinguishing it from traditional equity ownership plans: |
■ | the plan grants units that entitle participants to an annual payment based on a percentage of company earnings above an established threshold; |
■ | upon retirement, a participant will receive a multi-year payout for his or her vested units; and |
■ | participation is contingent upon signing an award agreement, which includes a non-compete covenant. |
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Los Angeles Capital: Los Angeles Capital’s portfolio managers participate in a competitive compensation program that is aimed at attracting and retaining talented employees with an emphasis on disciplined risk management, ethics and compliance-centered behavior. No component of Los Angeles Capital’s compensation policy or payment scheme is tied directly to the performance of one or more client portfolios or funds. |
Each of Los Angeles Capital’s portfolio managers receives a base salary fixed from year to year. In addition, the portfolio managers participate in Los Angeles Capital’s profit sharing plan. The aggregate amount of the contribution to Los Angeles Capital’s profit sharing plan is based on overall firm profitability with amounts paid to individual employees based on their relative overall compensation. Each of the portfolio managers also are shareholders of Los Angeles Capital and receive compensation based upon the firm’s overall profits. Certain portfolio managers are also eligible to receive a discretionary bonus from Los Angeles Capital. |
Manulife: Manulife Asset Management has designed its compensation plan to effectively attract, retain and reward top investment talent. The incentive plan is designed to align and reward investment teams that deliver consistent value added performance for the company’s client and partners through world-class investment strategies and solutions. | |
Investment professionals are compensated with a combination of base salary and incentives as detailed below. | |
Base salaries | |
Base salaries are market-based and salary ranges are periodically reviewed. Individual salary adjustments are based on individual performance against mutually-agreed-upon objectives and development of technical skills. | |
Incentives — Short- and Long-Term | |
All investment professionals (including portfolio managers, analysts and traders) are eligible for participation in a short and long term investment incentive plan. These incentives are tied to performance against various objective and subjective measures, including: | |
Investment Performance — Performance of portfolios managed by the investment team. This is the most heavily weighted factor and it is measured relative to an appropriate benchmark or universe over established time periods. | |
Financial Performance — Performance of Manulife Asset Management and its parent corporation. | |
Non-Investment Performance — Derived from the contributions an investment professional brings to Manulife Asset Management. | |
Awards under this plan include: | |
Annual Cash Awards | |
Deferred Incentives — One hundred percent of this portion of the award is invested in strategies managed by the team/individual as well as other Manulife Asset Management strategies. | |
Manulife equity awards — Investment professionals that are considered officers of Manulife receive a portion of their award in Manulife Restricted Share Units (RSUs) or stock options. This plan is based on the value of the underlying common shares of Manulife. |
PGIM: The base salary of an investment professional in the PGIM Fixed Income unit of PGIM is based on market data relative to similar positions as well as the past performance, years of experience and scope of responsibility of the individual. Incentive compensation, including the annual cash bonus, the long-term equity grant and grants under PGIM Fixed Income’s long-term incentive plans, is primarily based on such person’s contribution to PGIM Fixed Income’s goal of providing investment performance to clients consistent with portfolio objectives, guidelines and risk parameters and market-based data such as compensation trends and levels of overall compensation for similar positions in the asset management industry. In addition, an investment professional’s qualitative contributions to the organization and its commercial success are considered in determining incentive compensation. Incentive compensation is not solely based on the performance of, or value of assets in, any single account or group of client accounts. | |
An investment professional’s annual cash bonus is paid from an annual incentive pool. The pool is developed as a percentage of PGIM Fixed Income’s operating income and the percentage used to calculate the pool may be refined by factors such as: | |
- business initiatives; | |
- the number of investment professionals receiving a related peer group compensation; | |
- financial metrics of the business relative to those of appropriate peer groups; and | |
- investment performance of portfolios: (i) relative to appropriate peer groups and/or (ii) as measured against relevant investment indices. |
Statement of Additional Information – May 1, 2020 | 147 |
Long-term compensation consists of Prudential Financial, Inc. restricted stock and grants under the long-term incentive plan and targeted long-term incentive plan. Grants under the long-term incentive plan and targeted long-term incentive plan are participation interests in notional accounts with a beginning value of a specified dollar amount. For the long-term incentive plan, the value attributed to these notional accounts increases or decreases over a defined period of time based, in part, on the performance of investment composites representing a number of PGIM Fixed Income’s investment strategies. With respect to targeted long-term incentive awards, the value attributed to the notional accounts increases or decreases over a defined period of time based on the performance of either (i) a long/short investment composite or (ii) a commingled investment vehicle. An investment composite is an aggregation of accounts with similar investment strategies. The long-term incentive plan is designed to more closely align compensation with investment performance and the growth of PGIM Fixed Income’s business. The targeted long-term incentive plan is designed to align the interests of certain of PGIM Fixed Income’s investment professionals with the performance of a particular long-short composite or commingled investment vehicle. The chief investment officer/head of PGIM Fixed Income also receives (i) performance shares which represent the right to receive shares of Prudential Financial, Inc. common stock conditioned upon, and subject to, the achievement of specified financial performance goals by Prudential Financial, Inc.; (ii) book value units which track the book value per share of Prudential Financial, Inc.; and (iii) Prudential Financial, Inc. stock options. Each of the restricted stock, long-term incentive plan grants, performance shares, book value units and stock options is subject to vesting requirements. | |
QMA: QMA’s investment professionals are compensated through a combination of base salary, a performance-based annual cash incentive bonus and an annual long-term incentive grant. QMA regularly utilizes third party surveys to compare its compensation program against leading asset management firms to monitor competitiveness. An investment professional’s incentive compensation, including both the annual cash bonus and long-term incentive grant, is largely driven by a person’s contribution to QMA’s goal of providing investment performance to clients consistent with portfolio objectives, guidelines and risk parameters, as well as such person’s qualitative contributions to the organization. An investment professional’s long-term incentive grant is currently divided into two components: (i) 80% of the value of the grant is subject to increase or decrease based on the performance of certain QMA strategies, and (ii) 20% of the value of the grant consists of restricted stock of Prudential Financial, Inc. (QMA’s ultimate parent company). The long-term incentive grants are subject to vesting requirements. The incentive compensation of each investment professional is not based solely or directly on the performance of the Fund (or any other individual account managed by QMA) or the value of the assets of the Fund (or any other individual account managed by QMA). | |
The annual cash bonus pool is determined quantitatively based on two primary factors: 1) investment performance of composites representing QMA’s various investment strategies on a 1-year and 3-year basis relative to appropriate market peer groups and the indices against which QMA’s strategies are managed, and 2) business results as measured by QMA’s pretax income. | |
TCW: The overall objective of TCW’s compensation program for portfolio managers is to attract experienced and expert investment professionals and to retain them over the long-term. Compensation is comprised of several components which, in the aggregate, are designed to achieve these objectives and to reward the portfolio managers for their contributions to the successful performance of the accounts they manage. Portfolio managers are compensated through a combination of base salary, fee sharing based compensation (“fee sharing”), bonus and equity incentive participation in TCW’s parent company (“equity incentives”). Fee sharing and equity incentives generally represent most of the portfolio managers’ compensation. In some cases, portfolio managers are eligible for discretionary bonuses. | |
Salary. Salary is agreed to with portfolio managers at the time of employment and is reviewed from time to time. It does not change significantly and often does not constitute a significant part of a portfolio manager’s compensation. | |
Fee Sharing. Fee sharing for investment professionals is based on revenues generated by accounts in the investment strategy area for which the investment professionals are responsible. In most cases, revenues are allocated to a pool and fee sharing compensation is allocated among members of the investment team after the deduction of certain expenses (including compensation over a threshold level) related to the strategy group. The allocations are based on the investment professionals’ contribution to TCW and its clients, including qualitative and quantitative contributions. | |
In general, the same fee sharing percentage is used to compensate a portfolio manager for investment services related to a Fund is generally the same as that used to compensate portfolio managers for other client accounts in the same strategy managed by TCW or an affiliate of TCW (collectively, “the TCW Group”). In some cases, the fee sharing pool includes revenues related to more than one product, in which case each participant in the pool is entitled to fee sharing derived from his or her contributions to all the included products. | |
Investment professionals are not directly compensated for generating performance fees. In some cases, the overall fee sharing pool is subject to fluctuation based on the relative pre-tax performance of the investment strategy composite returns, net of fees and expenses, to that of the benchmark. The measurement of performance relative to the benchmark can be based |
Statement of Additional Information – May 1, 2020 | 148 |
on single year or multiple year metrics, or a combination thereof. The benchmark used is the one associated with the Fund managed by the portfolio manager as disclosed in the prospectus. Benchmarks vary from strategy to strategy but, within a given strategy, the same benchmark applies to all accounts, including the Funds. | |
Discretionary Bonus/Guaranteed Minimums. Discretionary bonuses may be paid out of an investment team’s fee sharing pool, as determined by the supervisor(s) in the department. In other cases where portfolio managers do not receive fee sharing or where it is determined that the combination of salary and fee sharing does not adequately compensate the portfolio manager, discretionary bonuses may be paid by the applicable TCW entity. Also, pursuant to contractual arrangements, some portfolio managers received minimum bonuses. | |
Equity Incentives. Management believes that equity ownership aligns the interests of portfolio managers with the interests of the firm and its clients. Accordingly, TCW Group’s key investment professionals participate in equity incentives through ownership or participation in restricted unit plans that vest over time or unit appreciation plans of TCW’s parent company. The plans include the Fixed Income Retention Plan, Restricted Unit Plan and 2013 Equity Unit Incentive Plan. | |
Under the Fixed Income Retention Plan, certain portfolio managers in the fixed income area were awarded cash and/or partnership units in TCW’s parent company, either on a contractually-determined basis or on a discretionary basis. Awards under this plan were made in 2010 that vest over time. | |
Under the Restricted Unit Plan, certain portfolio managers in the fixed income and equity areas may be awarded partnership units in TCW’s parent company. Awards under this plan have vested over time, subject to satisfaction of performance criteria. | |
Under the 2013 Equity Unit Incentive Plan, certain portfolio managers in the fixed income and equity areas may be awarded options to acquire partnership units in TCW’s parent company with a strike price equal to the fair market value of the option at the date of grant. The options granted under this plan are subject to vesting and other conditions. | |
Other Plans and Compensation Vehicles. Portfolio managers may also elect to participate in the applicable TCW Group’s 401(k) plan, to which they may contribute a portion of their pre- and post-tax compensation to the plan for investment on a tax-deferred basis. |
Threadneedle: Direct compensation is typically comprised of a base salary, a fixed role-based allowance paid monthly alongside salary and an annual incentive award that is paid either in the form of a cash bonus if the size of the award is under a specified threshold or, if the size of the award is over a specified threshold, the award is paid in a combination of a cash bonus, an equity incentive award, and fund-linked deferred compensation compliant with European regulatory requirements in its structure and delivery vehicles. Equity incentive awards are made in the form of Ameriprise Financial restricted stock, or for senior employees outside our fund management teams both Ameriprise Financial restricted stock and stock options. The investment return credited on deferred compensation is based on the performance of specified Threadneedle funds, in most cases including the funds the portfolio manager manages. | |
Base salary is typically determined based on market data relevant to the employee’s position, as well as other factors including internal equity. Base salaries are reviewed annually, and increases are typically given as promotional increases, internal equity adjustments, or market adjustments. | |
Annual incentive awards and pool funding are variable and are designed to reward: |
■ | Investment performance, both at the individual and team levels |
■ | Client requirements, in particular the alignment with clients through a mandatory deferral into the company’s own products, compliant with local regulation in particular the UCITS V requirements |
■ | Team cooperation and values |
Statement of Additional Information – May 1, 2020 | 149 |
Water Island: Investment professionals are compensated with salary and a bonus based on individual performance, both relative and absolute fund performance, and profitability of Water Island. Profit sharing in Water Island may also be included as potential compensation. In addition, Water Island believes employee ownership and the opportunity for all employees to hold ownership interests in Water Island fosters teamwork and encourages longevity in tenure. Ownership shares may be issued to employees based on tenure, position, and contribution to Water Island. Water Island’s policies help |
Statement of Additional Information – May 1, 2020 | 150 |
ensure that the financial interests of its key investment personnel are aligned with its clients’ financial interests. Water Island also expends efforts to help ensure it attracts and retains key investment talent. Its goal is to focus its employees on long-term rather than short-term performance and to encourage employee retention. | |
WellsCap: The compensation structure for WellsCap's Portfolio Managers includes a competitive fixed base salary plus variable incentives, payable annually and over a longer term period. WellsCap participates in third party investment management compensation surveys for market-based compensation information to help support individual pay decisions. In addition to surveys, WellsCap also considers prior professional experience, tenure, seniority and a Portfolio Manager's team size, scope and assets under management when determining his/her fixed base salary. In addition, Portfolio Managers, who meet the eligibility requirements, may participate in Wells Fargo's 401(k) plan that features a limited matching contribution. Eligibility for and participation in this plan is on the same basis for all employees. | |
WellsCap’s investment incentive program plays an important role in aligning the interests of our portfolio managers, investment team members, clients and shareholders. Incentive awards for portfolio managers are determined based on a review of relative investment and business/team performance. Investment performance is generally evaluated for 1, 3, and 5 year performance results, with a predominant weighting on the 3- and 5- year time periods, versus the relevant benchmarks and/or peer groups consistent with the investment style. In the case of each Fund, the benchmark(s) against which the performance of the Fund's portfolio may be compared for these purposes generally are indicated in the "Average Annual Total Returns" table in the prospectus. Once determined, incentives are awarded to portfolio managers annually, with a portion awarded as annual cash and a portion awarded as long term incentive. The long term portion of incentives generally carry a pro-rated vesting schedule over a three year period. For many of our portfolio managers, WellsCap further requires a portion of their annual long-term award be allocated directly into each strategy they manage through a deferred compensation vehicle. In addition, our investment team members who are eligible for long term awards also have the opportunity to invest up to 100% of their awards into investment strategies they support (through a deferred compensation vehicle). |
Statement of Additional Information – May 1, 2020 | 151 |
Statement of Additional Information – May 1, 2020 | 152 |
Sales Charges Paid to Distributor |
Amount Retained by Distributor
After Paying Commissions |
|||||
Fund | 2019 | 2018 | 2017 | 2019 | 2018 | 2017 |
For Funds with fiscal period ending December 31 | ||||||
Real Estate Equity Fund | $41,644 | $33,917 | $46,550 | $6,093 | $5,298 | $7,791 |
(a) | The Fund changed its fiscal year end in 2017 from October 31 to August 31. For the fiscal year ended in 2017, the information shown is for the period from November 1, 2016 to August 31, 2017. |
Distribution Fee* | Service Fee* | Combined Total* | |
Class A | up to 0.10% | 0.25% | Up to 0.25%(a)(b) |
Class A for Multi-Manager Strategies Funds | up to 0.25% | up to 0.25% | 0.25%(c) |
Class Adv | None | None | None |
Class C | 0.75% | 0.25% | 1.00%(b)(d) |
Class Inst | None | None | None |
Class Inst2 | None | None | None |
Class Inst3 | None | None | None |
Class E | 0.10% | 0.25% | 0.35% |
Class R | 0.50% | —(e) | 0.50% |
Class V | None | 0.50%(f) | 0.50%(f) |
(a) | As shown in the table below, the maximum distribution and service fees of Class A shares varies among the Funds. |
Funds |
Class A
Distribution Fee |
Class A
Service Fee |
Class A
Combined Total |
Adaptive Risk Allocation Fund, Bond Fund, Corporate Income Fund, CT Intermediate Municipal Bond Fund, Emerging Markets Fund, Global Dividend Opportunity Fund, Global Energy and Natural Resources Fund, Greater China Fund, MA Intermediate Municipal Bond Fund, Multi-Asset Income Fund, Multi Strategy Alternatives Fund, NY Intermediate Municipal Bond Fund, Pacific/Asia Fund, Select Large Cap Growth Fund, Small Cap Value Fund I, Strategic CA Municipal Income Fund, Strategic Income Fund, Strategic NY Municipal Income Fund, U.S. Social Bond Fund and U.S. Treasury Index Fund | — | 0.25% | 0.25% |
HY Municipal Fund, Intermediate Municipal Bond Fund, and Tax-Exempt Fund | — | 0.20% | 0.20% |
Statement of Additional Information – May 1, 2020 | 153 |
Funds |
Class A
Distribution Fee |
Class A
Service Fee |
Class A
Combined Total |
Balanced Fund, Contrarian Core Fund, Disciplined Small Core Fund, Dividend Income Fund, Global Technology Growth Fund, Large Cap Growth Fund, Mid Cap Growth Fund, OR Intermediate Municipal Bond Fund, Real Estate Equity Fund, Small Cap Growth Fund I and Total Return Bond Fund | up to 0.10% | up to 0.25% | Up to 0.35%; these Funds may pay distribution and service fees up to a maximum of 0.35% of their average daily net assets attributable to Class A shares but currently limit such fees to an aggregate fee of not more than 0.25% |
Ultra Short Term Bond Fund | up to 0.15% | up to 0.15% | up to 0.15% |
(b) | The annual service fee for Class A and Class C shares of HY Municipal Fund, Intermediate Municipal Bond Fund and Tax-Exempt Fund may equal up to 0.20% of the average daily net asset value of all shares of such Fund class. The annual distribution fee for Class C shares for Intermediate Municipal Bond Fund shall be 0.65% of the average daily net assets of the Fund’s Class C shares. The Distributor has voluntarily agreed to waive the Service Fee for Class A and Class C shares of U.S. Treasury Index Fund so that the Service Fee does not exceed 0.15% annually. This arrangement may be modified by the Distributor at any time. |
(c) | Class A shares of Multi-Manager Strategies Funds may pay distribution and service fees up to a maximum of 0.25% of the Fund’s average daily net assets attributable to Class A shares (comprised of up to 0.25% for distribution services and up to 0.25% for shareholder liaison services). |
(d) | The Distributor has voluntarily agreed to waive a portion of the distribution fee for Class C shares of the following Funds so that the distribution fee does not exceed the specified percentage annually: 0.45% for CT Intermediate Municipal Bond Fund, MA Intermediate Municipal Bond Fund, NY Intermediate Municipal Bond Fund, OR Intermediate Municipal Bond Fund, Strategic CA Municipal Income Fund and Strategic NY Municipal Income Fund; 0.60% for Corporate Income Fund; 0.65% for HY Municipal Fund and Tax-Exempt Fund; and 0.70% for U.S. Treasury Index Fund. These arrangements may be modified or terminated by the Distributor at any time. |
(e) | Class R shares pay a distribution fee pursuant to a Fund’s distribution (Rule 12b-1) plan for Class R shares. The Funds do not have a shareholder service plan for Class R shares. |
(f) | The shareholder servicing fees for Class V shares are up to 0.50% of average daily net assets attributable to Class V shares for equity Funds and 0.40% for fixed income Funds. In general, the Funds currently limit such fees to a maximum of 0.25% for equity Funds and 0.15% for fixed income Funds. These fees for Class V shares are not paid pursuant to a Rule 12b-1 plan. See Class V Shares Shareholder Service Fees below for more information. |
* | For Multisector Bond SMA Completion Portfolio and Overseas SMA Completion Portfolio, the Funds may pay at an annual rate a distribution fee of up to 0.25% and a shareholder servicing fee of up to 0.25%, provided that the combined distribution and servicing fee does not exceed a combined total of 0.25% of average daily net assets, pursuant to Rule 12b-1 under the 1940 Act. No distribution or service fees are currently paid by the Funds under the distribution and/or shareholder servicing plans, however, and there are no current plans to impose these fees. Future payments may be made under the distribution and/or shareholder servicing plans without any further shareholder approval. In the event Rule 12b-fees are charged, over time they would increase the cost of an investment in the Funds. |
Statement of Additional Information – May 1, 2020 | 154 |
Statement of Additional Information – May 1, 2020 | 155 |
Fund | Class A | Class C | Class R | Class V |
For Funds with fiscal period ending March 31 | ||||
MM Growth Strategies Fund | $22,672 | N/A | N/A | N/A |
Pacific/Asia Fund | 13,105 | $14,208 | N/A | N/A |
Select Large Cap Growth Fund | 898,672 | 1,039,166 | $58,159 | N/A |
For Funds with fiscal period ending April 30 | ||||
Bond Fund | 123,756 | 47,243 | 3,080 | $12,734 |
Corporate Income Fund | 150,171 | 48,464 | N/A | N/A |
MM Directional Alternative Strategies Fund | 1,629 | N/A | N/A | N/A |
Multi-Asset Income Fund | 4,997 | 11,169 | N/A | N/A |
Small Cap Value Fund I | 627,269 | 123,954 | 17,391 | N/A |
Total Return Bond Fund | 1,707,198 | 228,840 | 9,617 | N/A |
U.S. Treasury Index Fund | 59,057 | 24,223 | N/A | N/A |
For Funds with fiscal period ending May 31 | ||||
Adaptive Risk Allocation Fund | 311,831 | 997,129 | 1,672 | N/A |
Dividend Income Fund | 4,946,456 | 8,247,787 | 557,551 | 198,768 |
HY Municipal Fund | 302,092 | 403,612 | N/A | N/A |
Multi Strategy Alternatives Fund | 9,383 | 6,662 | 40 | N/A |
For Funds with fiscal period ending July 31 | ||||
Large Cap Growth Fund(a) | 4,690,124 | 762,133 | 71,018 | 494,681 |
OR Intermediate Municipal Bond Fund | 99,694 | 86,110 | N/A | N/A |
Tax-Exempt Fund | 5,069,885 | 546,658 | N/A | N/A |
U.S. Social Bond Fund | 21,039 | 15,592 | N/A | N/A |
Ultra Short Term Bond Fund | 20,132 | N/A | N/A | N/A |
For Funds with fiscal period ending August 31 | ||||
Balanced Fund | 6,621,271 | 14,622,823 | 628,198 | N/A |
Contrarian Core Fund | 4,107,841 | 6,052,781 | 653,845 | 374,613 |
Disciplined Small Core Fund | 81,576 | 41,004 | N/A | 115,569 |
Emerging Markets Fund | 631,755 | 176,752 | 42,099 | N/A |
Global Dividend Opportunity Fund | 208,667 | 24,242 | 4,256 | N/A |
Global Energy and Natural Resources Fund | 166,984 | 84,807 | 59,573 | N/A |
Global Technology Growth Fund | 823,154 | 1,322,971 | N/A | N/A |
Greater China Fund | 166,442 | 41,736 | N/A | N/A |
Mid Cap Growth Fund | 2,049,948 | 145,644 | 56,277 | 57,714 |
MM Alternative Strategies Fund | 2,902 | N/A | N/A | N/A |
MM Small Cap Equity Strategies Fund | 8,742 | N/A | N/A | N/A |
MM Total Return Bond Strategies Fund | 30,859 | N/A | N/A | N/A |
Small Cap Growth Fund I | 592,770 | 77,499 | 7,128 | N/A |
Strategic Income Fund | 2,624,834 | 2,831,325 | 40,782 | N/A |
For Funds with fiscal period ending October 31 | ||||
CT Intermediate Municipal Bond Fund | 19,407 | 14,831 | N/A | 14,160 |
Statement of Additional Information – May 1, 2020 | 156 |
Fund | Class A | Class C | Class R | Class V |
Intermediate Municipal Bond Fund | $311,478 | $224,391 | N/A | $17,790 |
MA Intermediate Municipal Bond Fund | 50,610 | 32,894 | N/A | 23,378 |
NY Intermediate Municipal Bond Fund | 42,547 | 78,837 | N/A | 8,860 |
Strategic CA Municipal Income Fund | 835,942 | 227,770 | N/A | N/A |
Strategic NY Municipal Income Fund | 290,934 | 141,283 | N/A | N/A |
For Funds with fiscal period ending December 31 | ||||
Real Estate Equity Fund | 183,272 | 48,788 | $21,091 | N/A |
(a) | The Fund paid distribution and/or service fees of $55,149 for Class E shares for the fiscal year ended 2019. |
Statement of Additional Information – May 1, 2020 | 157 |
Amounts Reimbursed | |||
2019 | 2018 | 2017 | |
For Funds with fiscal period ending March 31 | |||
Adaptive Retirement 2020 Fund | $108,784 | $47,148(a) | N/A |
Adaptive Retirement 2025 Fund | 114,501(b) | N/A | N/A |
Adaptive Retirement 2030 Fund | 106,538 | 48,214(a) | N/A |
Adaptive Retirement 2035 Fund | 113,287(b) | N/A | N/A |
Adaptive Retirement 2040 Fund | 106,387 | 46,232(a) | N/A |
Adaptive Retirement 2045 Fund | 113,294(b) | N/A | N/A |
Adaptive Retirement 2050 Fund | 106,275 | 46,222(a) | N/A |
Adaptive Retirement 2055 Fund | 113,470(b) | N/A | N/A |
Adaptive Retirement 2060 Fund | 106,381 | 46,227(a) | N/A |
MM Growth Strategies Fund | 0 | 0 | $0 |
Pacific/Asia Fund | 104,313 | 2,239 | 0 |
Select Large Cap Growth Fund | 0 | 0 | 0 |
Solutions Aggressive Portfolio | 115,257 | 51,039(a) | N/A |
Solutions Conservative Portfolio | 115,215 | 50,910(a) | N/A |
For Funds with fiscal period ending April 30 | |||
Bond Fund | 637,917 | 578,904 | 784,175 |
Corporate Income Fund | 141,151 | 349,553 | 555,872 |
MM Directional Alternative Strategies Fund | 122,083 | 0 | 268,331(c) |
Multi-Asset Income Fund | 413,261 | 388,054 | 330,226 |
Small Cap Value Fund I | 218,379 | 96,248 | 43,690 |
Total Return Bond Fund | 984,584 | 1,020,718 | 1,085,663 |
U.S. Treasury Index Fund | 1,685,617 | 1,497,321 | 1,625,963 |
For Funds with fiscal period ending May 31 | |||
Adaptive Risk Allocation Fund | 0 | 0 | 0 |
Dividend Income Fund | 0 | 0 | 0 |
HY Municipal Fund | 198,043 | 278,084 | 570,809 |
Multi Strategy Alternatives Fund | 0 | 0 | 183,218 |
For Funds with fiscal period ending July 31 | |||
Large Cap Growth Fund | 0 | 0 | 0 |
OR Intermediate Municipal Bond Fund | 42,894 | 86 | 0 |
Tax-Exempt Fund | 0 | 0 | 0 |
Statement of Additional Information – May 1, 2020 | 158 |
Amounts Reimbursed | |||
2019 | 2018 | 2017 | |
U.S. Social Bond Fund | $217,697 | $222,942 | $207,641 |
Ultra Short Term Bond Fund | 25,752 | 77,707 | 88,030 |
For Funds with fiscal period ending August 31 | |||
Balanced Fund | 0 | 0 | 0 |
Contrarian Core Fund | 0 | 0 | 0 |
Disciplined Small Core Fund | 150,693 | 84,447 | 104,936 |
Emerging Markets Fund | 0 | 0 | 277,910 |
Global Dividend Opportunity Fund | 869,672 | 885,748 | 803,209 |
Global Energy and Natural Resources Fund | 0 | 0 | 0 |
Global Technology Growth Fund | 0 | 0 | 0 |
Greater China Fund | 0 | 0 | 0 |
Mid Cap Growth Fund | 0 | 0 | 0 |
MM Alternative Strategies Fund | 0 | 0 | 0 |
MM International Equity Strategies Fund | 0 | 0(d) | N/A |
MM Small Cap Equity Strategies Fund | 266,244 | 943,335 | 2,192,588 |
MM Total Return Bond Strategies Fund | 468,552 | 0 | 0 |
Multisector Bond SMA Completion Portfolio(e) | N/A | N/A | N/A |
Overseas SMA Completion Portfolio(f) | N/A | N/A | N/A |
Small Cap Growth Fund I | 1,078 | 47,398 | 186,196 |
Strategic Income Fund | 0 | 0 | 0(g) |
For Funds with fiscal period ending October 31 | |||
CT Intermediate Municipal Bond Fund | 121,203 | 124,677 | 201,139 |
Intermediate Municipal Bond Fund | 818,863 | 841,598 | 1,306,973 |
MA Intermediate Municipal Bond Fund | 212,620 | 202,996 | 311,514 |
NY Intermediate Municipal Bond Fund | 315,648 | 318,672 | 430,003 |
Strategic CA Municipal Income Fund | 100,326 | 14,781 | 75,096 |
Strategic NY Municipal Income Fund | 101,161 | 100,551 | 122,135 |
For Funds with fiscal period ending December 31 | |||
Real Estate Equity Fund | 0 | 0 | 0 |
(a) | For the period from October 24, 2017 (commencement of operations) to March 31, 2018. |
(b) | For the period from April 4, 2018 (commencement of operations) to March 31, 2019. |
(c) | For the period from October 17, 2016 (commencement of operations) to April 30, 2017. |
(d) | For the period from May 17, 2018 (commencement of operations) to August 31, 2018. |
(e) | The Fund commenced operations on October 29, 2019, and therefore has no reporting information for periods prior to such date. |
(f) | The Fund commenced operations on September 12, 2019, and therefore has no reporting information for periods prior to such date. |
(g) | The Fund changed its fiscal year end in 2017 from October 31 to August 31. For the fiscal year ended in 2017, the information shown is for the period from November 1, 2016 to August 31, 2017. |
Statement of Additional Information – May 1, 2020 | 159 |
(a) | The Fund changed its fiscal year end in 2017 from October 31 to August 31. For the fiscal year ended in 2017, the information shown is for the period from November 1, 2016 to August 31, 2017. |
Statement of Additional Information – May 1, 2020 | 160 |
Statement of Additional Information – May 1, 2020 | 161 |
Statement of Additional Information – May 1, 2020 | 162 |
Statement of Additional Information – May 1, 2020 | 163 |
Statement of Additional Information – May 1, 2020 | 164 |
Statement of Additional Information – May 1, 2020 | 165 |
Statement of Additional Information – May 1, 2020 | 166 |
Name, address, year of birth |
Position held with Subsidiary
and length of service |
Principal occupation during past five years |
Jonathan C. Cleasby
225 Franklin Street Boston, MA 02110 Born 1977 |
Director since
March 2020 |
Vice President, Ameriprise Financial, Inc.
since March 2020 |
Christopher O. Petersen
5228 Ameriprise Financial Center Minneapolis, MN 55474-2405 Born 1970 |
Director since
January 2015 |
See Fund Governance – Fund Officers. |
Subsidiary |
Assets
(millions) |
Annual rate at
each asset level(a) |
ASGM Offshore Fund, Ltd. | $0 - $500 | 1.100% |
ASMF Offshore Fund, Ltd. | >$500 - $1,000 | 1.050% |
(Subsidiaries of MM Alternative Strategies Fund) | >$1,000 - $3,000 | 1.020% |
>$3,000 - $6,000 | 0.990% | |
>$6,000 - $12,000 | 0.960% | |
>$12,000 | 0.950% | |
CMSAF1 Offshore Fund, Ltd. | $0 - $500 | 0.960% |
CMSAF2 Offshore Fund, Ltd. | >$500 - $1,000 | 0.955% |
CMSAF3 Offshore Fund, Ltd. | >$1,000 - $3,000 | 0.950% |
(Subsidiaries of Multi Strategy Alternatives Fund) | >$3,000 - $12,000 | 0.940% |
>$12,000 | 0.930% |
(a) | When calculating asset levels for purposes of determining fee rate breakpoints, asset levels are based on aggregate net assets of the Fund and the Parent Fund. When calculating the fee payable under this agreement, the annual rates are based on a percentage of the daily net assets of the Fund. |
Statement of Additional Information – May 1, 2020 | 167 |
Statement of Additional Information – May 1, 2020 | 168 |
Statement of Additional Information – May 1, 2020 | 169 |
Name, Address, Year of Birth | Position Held with the Trust and Length of Service |
Principal Occupation(s)
During the Past Five Years and Other Relevant Professional Experience |
Number
of Funds in the Columbia Funds Complex Overseen |
Other Directorships
Held by Trustee During the Past Five Years |
Committee Assignments |
David M. Moffett
c/o Columbia Management Investment Advisers, LLC, 225 Franklin Street, Mail Drop BX32 05228, Boston, MA 02110 1952 |
Trustee
2011 |
Retired; Consultant to Bridgewater and Associates | 68 | Director, CSX Corporation (transportation suppliers); Director, Genworth Financial, Inc. (financial and insurance products and services); Director, Paypal Holdings Inc. (payment and data processing services); Trustee, University of Oklahoma Foundation; former Director, eBay Inc. (online trading community), 2007-2015; and former Director, CIT Bank, CIT Group Inc. (commercial and consumer finance), 2010-2016 | Compliance, Audit, Investment Oversight Committee #1 |
John J. Neuhauser
c/o Columbia Management Investment Advisers, LLC, 225 Franklin Street, Mail Drop BX32 05228, Boston, MA 02110 1943 |
Trustee
1984 |
President, Saint Michael’s College, August 2007-June 2018; Director or Trustee of several non-profit organizations, including University of Vermont Medical Center; Academic Vice President and Dean of Faculties, Boston College, August 1999 - October 2005; University Professor, Boston College, November 2005-August 2007 | 68 | Director, Liberty All-Star Equity Fund and Liberty All-Star Growth Fund (closed-end funds) | Advisory Fees & Expenses, Product and Distribution, Investment Oversight Committee #2 |
Patrick J. Simpson
c/o Columbia Management Investment Advisers, LLC, 225 Franklin Street, Mail Drop BX32 05228, Boston, MA 02110 1944 |
Trustee
2000 |
Of Counsel, Perkins Coie LLP (law firm) since 2015; Partner, Perkins Coie LLP, 1988 -2014 | 68 | Former Director, M Fund, Inc. (M Funds mutual fund family), July 2018–July 2019 | Advisory Fees & Expenses, Audit, Governance, Investment Oversight Committee #1 |
Statement of Additional Information – May 1, 2020 | 170 |
Name, Address, Year of Birth | Position Held with the Funds and Length of Service |
Principal Occupation(s)
During the Past Five Years and Other Relevant Professional Experience |
Number
of Funds in the Columbia Funds Complex Overseen |
Other Directorships
Held by Trustee During the Past Five Years |
Committee Assignments |
J. Kevin Connaughton
c/o Columbia Management Investment Advisers, LLC, 225 Franklin Street, Mail Drop BX32 05228, Boston, MA 02110 1964 |
Independent Trustee Consultant
2016 |
Independent Trustee Consultant, Columbia Funds since March 2016; Member, FINRA National Adjudicatory Council since January 2020; Adjunct Professor of Finance, Bentley University since January 2018; Managing Director and General Manager of Mutual Fund Products, Columbia Management Investment Advisers, LLC, May 2010-February 2015; President, Columbia Funds, 2008-2015; and senior officer of Columbia Funds and affiliated funds, 2003-2015 | 68 | Director, The Autism Project since March 2015; former Member of the Investment Committee, St. Michael’s College, November 2015-February 2020; former Trustee, St. Michael’s College, June 2017-September 2019; former Trustee, New Century Portfolios, January 2015-December 2017; formerly on Board of Governors, Gateway Healthcare, January 2016-December 2017 | Product and Distribution, Advisory Fees & Expenses, Audit, Investment Oversight Committee #2 |
Olive Darragh
c/o Columbia Management Investment Advisers, LLC, 225 Franklin Street, Mail Drop BX32 05228, Boston, MA 02110 1962 |
Independent Trustee Consultant
2019 |
Independent Trustee Consultant, Columbia Funds since June 2019; Managing Director of Darragh Inc. (strategy and talent management consulting firm) since 2010; Founder and CEO, Zolio, Inc. (investment management talent identification platform) since 2004; Partner, Tudor Investments, 2004-2010; Senior Partner, McKinsey & Company, 2001-2004 | 68 | Former Director, University of Edinburgh Business School; former Director, Boston Public Library Foundation | Product and Distribution, Advisory Fees & Expenses, Audit, Compliance, Investment Oversight Committee #1 |
Statement of Additional Information – May 1, 2020 | 171 |
Name, Address, Year of Birth | Position Held with the Funds and Length of Service |
Principal Occupation(s)
During the Past Five Years and Other Relevant Professional Experience |
Number
of Funds in the Columbia Funds Complex Overseen |
Other Directorships
Held by Trustee During the Past Five Years |
Committee Assignments |
Natalie A. Trunow
c/o Columbia Management Investment Advisers, LLC, 225 Franklin Street, Mail Drop BX32 05228, Boston, MA 02110 1967 |
Independent Trustee Consultant
2016 |
Independent Trustee Consultant, Columbia Funds since September 2016; Chief Executive Officer, Millennial Portfolio Solutions LLC (asset management and consulting services) since January 2016; Non-executive Member of the Investment Committee, Sarona Asset Management Inc. (private equity firm) since September 2019; Advisor, Horizon Investments (asset management and consulting services) since August 2018; Advisor, Paradigm Asset Management since November 2016; Director of Investments, Casey Family Programs, April 2016-September 2016; Senior Vice President and Chief Investment Officer, Calvert Investments, August 2008 - January 2016; Section Head and Portfolio Manager, General Motors Asset Management, June 1997-August 2008 | 68 | Director, Health Services for Children with Special Needs, Inc.; Director, Consumer Credit Counseling Services (formerly Guidewell Financial Solutions) | Product and Distribution, Advisory Fees & Expenses, Compliance, Investment Oversight Committee #1 |
* | J. Kevin Connaughton was appointed consultant to the Independent Trustees effective March 1, 2016. Natalie A. Trunow was appointed consultant to the Independent Trustees effective September 1, 2016. Olive Darragh was appointed consultant to the Independent Trustees effective June 10, 2019. |
Statement of Additional Information – May 1, 2020 | 172 |
Name, Address,
Year of Birth |
Position Held
with the Trust and Length of Service |
Principal Occupation(s)
During the Past Five Years and Other Relevant Professional Experience |
Number of
Funds in the Columbia Funds Complex Overseen |
Other Directorships Held by Trustee During the Past Five Years |
Committee
Assignments |
William F. Truscott
c/o Columbia Management Investment Advisers, LLC, 225 Franklin St. Boston, MA 02110 1960 |
Trustee
2012 |
Chief Executive Officer, Global Asset Management, Ameriprise Financial, Inc. since September 2012; Chairman of the Board and President, Columbia Management Investment Advisers, LLC since July 2004 and February 2012, respectively; Chairman of the Board and Chief Executive Officer, Columbia Management Investment Distributors, Inc. since November 2008 and February 2012, respectively; Chairman of the Board and Director, Threadneedle Asset Management Holdings, Sàrl since March 2013 and December 2008, respectively; senior executive of various entities affiliated with Columbia Threadneedle | 185 | Trustee, Columbia Funds since November 2001 | None |
* | Interested person (as defined under the 1940 Act) by reason of being an officer, director, security holder and/or employee of the Investment Manager or Ameriprise Financial. |
Statement of Additional Information – May 1, 2020 | 173 |
Name, Address
and Year of Birth |
Position and Year
First Appointed to Position for any Fund in the Columbia Funds Complex or a Predecessor Thereof |
Principal Occupation(s) During Past Five Years |
Joseph Beranek
5890 Ameriprise Financial Center Minneapolis, MN 55474 Born 1965 |
Treasurer, Chief Accounting Officer (Principal Accounting Officer) (2019) and Principal Financial Officer (2020) | Vice President - Mutual Fund Accounting and Financial Reporting, Columbia Management Investment Advisers, LLC, since December 2018 and March 2017, respectively (previously Vice President – Pricing and Corporate Actions, May 2010 – March 2017). |
Paul B. Goucher
485 Lexington Avenue New York, NY 10017 Born 1968 |
Senior Vice President (2011) and Assistant Secretary (2008) | Senior Vice President and Assistant General Counsel, Ameriprise Financial, Inc. since January 2017 (previously Vice President and Lead Chief Counsel, November 2008 – January 2017 and January 2013 – January 2017, respectively); Vice President, Chief Legal Officer and Assistant Secretary, Columbia Management Investment Advisers, LLC since March 2015 (previously Vice President and Assistant Secretary, May 2010 – March 2015). |
Thomas P. McGuire
225 Franklin Street Boston, MA 02110 Born 1972 |
Senior Vice President and Chief Compliance Officer (2012) | Vice President – Asset Management Compliance, Ameriprise Financial, Inc., since May 2010; Chief Compliance Officer, Ameriprise Certificate Company since September 2010; Chief Compliance Officer, Columbia Acorn/Wanger Funds since December 2015. |
Colin Moore
225 Franklin Street Boston, MA 02110 Born 1958 |
Senior Vice President (2010) | Executive Vice President and Global Chief Investment Officer, Ameriprise Financial, Inc., since July 2013; Executive Vice President and Global Chief Investment Officer, Columbia Management Investment Advisers, LLC since July 2013. |
Ryan C. Larrenaga
225 Franklin Street Boston, MA 02110 Born 1970 |
Senior Vice President (2017), Chief Legal Officer (2017) and Secretary (2015) | Vice President and Chief Counsel, Ameriprise Financial, Inc. since August 2018 (previously Vice President and Group Counsel, August 2011 – August 2018); officer of Columbia Funds and affiliated funds since 2005. |
Daniel J. Beckman
225 Franklin Street Boston, MA 02110 Born 1962 |
Senior Vice President (2020) | Vice President – Head of North America Product, Columbia Management Investment Advisers, LLC (since April 2015); previously, Senior Vice President of Investment Product Management, Fidelity Financial Advisor Solutions, a division of Fidelity Investments (January 2012 – March 2015). |
Michael E. DeFao
225 Franklin Street Boston, MA 02110 Born 1968 |
Vice President (2011) and Assistant Secretary (2010) | Vice President and Chief Counsel, Ameriprise Financial, Inc. since May 2010. |
Lyn Kephart-Strong
5228 Ameriprise Financial Center Minneapolis, MN 55474 Born 1960 |
Vice President (2015) | President, Columbia Management Investment Services Corp. since October 2014; Vice President & Resolution Officer, Ameriprise Trust Company since August 2009. |
Statement of Additional Information – May 1, 2020 | 174 |
Statement of Additional Information – May 1, 2020 | 175 |
Statement of Additional Information – May 1, 2020 | 176 |
Fiscal Period |
Audit
Committee |
Governance
Committee |
Advisory Fees
& Expenses Committee |
Compliance
Committee |
Investment
Oversight Committee |
Product &
Distribution Committee |
For the fiscal year
ending March 31, 2019 |
5 | 5 | 6 | 5 | 10 | 5 |
For the fiscal year
ending April 30, 2019 |
5 | 6 | 7 | 5 | 10 | 5 |
For the fiscal year
ending May 31, 2019 |
4 | 4 | 6 | 4 | 8 | 4 |
For the fiscal year
ending July 31, 2019 |
5 | 5 | 6 | 5 | 11 | 5 |
For the fiscal year
ending August 31, 2019 |
5 | 5 | 6 | 5 | 12 | 5 |
For the fiscal year
ending October 31, 2019 |
4 | 5 | 5 | 4 | 9 | 4 |
For the fiscal year
ending December 31, 2019 |
4 | 5 | 5 | 4 | 10 | 4 |
Statement of Additional Information – May 1, 2020 | 177 |
Fund | Carrig | Hacker | Lukitsh | Moffett | Neuhauser | Simpson |
Adaptive Retirement 2020 Fund | A | A | A | A | A | A |
Adaptive Retirement 2025 Fund | A | A | A | A | A | A |
Adaptive Retirement 2030 Fund | A | A | A | A | A | A |
Adaptive Retirement 2035 Fund | A | A | A | A | A | A |
Adaptive Retirement 2040 Fund | A | A | A | A | A | A |
Adaptive Retirement 2045 Fund | A | A | A | A | A | A |
Adaptive Retirement 2050 Fund | A | A | A | A | A | A |
Adaptive Retirement 2055 Fund | A | A | A | A | A | A |
Adaptive Retirement 2060 Fund | A | A | A | A | A | A |
Adaptive Risk Allocation Fund | A | E | A | A | A | A |
Balanced Fund | D | A | A | A | A | D |
Bond Fund | A | A | A | A | A | A |
Contrarian Core Fund | E(a) | A | A | A | A | A |
Corporate Income Fund | D(a) | A | A | A | A | A |
CT Intermediate Municipal Bond Fund | A | A | A | A | A | A |
Disciplined Small Core Fund | A | A | A | A | A | A |
Dividend Income Fund | E(a) | A | A | A | A | E(a) |
Emerging Markets Fund | A | A | A | A | A | E(a) |
Global Dividend Opportunity Fund | A | A | A | A | A | A |
Global Energy and Natural Resources Fund | A | A | A | A | A | A |
Global Technology Growth Fund | A | A | E | E(a) | A | A |
Greater China Fund | A | A | A | A | A | A |
HY Municipal Fund | A | A | A | A | A | A |
Intermediate Municipal Bond Fund | A | A | A | A | A | A |
Large Cap Growth Fund | E | A | A | A | A | E(a) |
MA Intermediate Municipal Bond Fund | A | A | A | A | A | A |
Mid Cap Growth Fund | A | E | A | A | A | B |
MM Alternative Strategies Fund | A | A | A | A | A | A |
MM Directional Alternative Strategies Fund | A | A | A | A | A | A |
MM Growth Strategies Fund | A | A | A | A | A | A |
MM International Equity Strategies Fund | A | A | A | A | A | A |
MM Small Cap Equity Strategies Fund | A | A | A | A | A | A |
MM Total Return Bond Strategies Fund | A | A | A | A | A | A |
Multi-Asset Income Fund | A | E | A | A | A | A |
Multisector Bond SMA Completion Portfolio | A | A | A | A | A | A |
Multi Strategy Alternatives Fund | A | A | A | A | A | A |
Statement of Additional Information – May 1, 2020 | 178 |
Fund | Carrig | Hacker | Lukitsh | Moffett | Neuhauser | Simpson |
NY Intermediate Municipal Bond Fund | A | A | A | A | A | A |
OR Intermediate Municipal Bond Fund | A | A | A | A | A | A |
Overseas SMA Completion Portfolio | A | A | A | A | A | A |
Pacific/Asia Fund | A | A | A | A | A | A |
Real Estate Equity Fund | A | A | A | A | A | E(a) |
Select Large Cap Growth Fund | A | E | A | A | A | A |
Small Cap Growth Fund I | A | E | A | A | A | A |
Small Cap Value Fund I | A | A | A | A | E | A |
Solutions Aggressive Portfolio | A | A | A | A | A | A |
Solutions Conservative Portfolio | A | A | A | A | A | A |
Strategic CA Municipal Income Fund | A | A | A | A | A | A |
Strategic Income Fund | A | A | A | A | A | A |
Strategic NY Municipal Income Fund | A | A | A | A | A | A |
Tax-Exempt Fund | A | A | A | A | E | A |
Total Return Bond Fund | A | A | A | A | A | A |
U.S. Social Bond Fund | A | A | A | A | A | A |
U.S. Treasury Index Fund | A | A | A | A | A | E(a) |
Ultra Short Term Bond Fund | A | A | A | A | A | E(a) |
Aggregate Dollar Range of Equity Securities in all Funds in the Columbia Funds Complex Overseen by the Trustee | E(a) | E | E | E(a) | E | E(a) |
(a) | Includes the value of compensation payable under a Deferred Compensation Plan that is determined as if the amounts deferred had been invested, as of the date of deferral, in shares of one or more funds in the Columbia Funds Complex overseen by the Trustee as specified by the Trustee. |
Fund | Connaughton | Darragh | Trunow |
Adaptive Retirement 2020 Fund | A | A | A |
Adaptive Retirement 2025 Fund | A | A | A |
Adaptive Retirement 2030 Fund | A | A | A |
Adaptive Retirement 2035 Fund | A | A | A |
Adaptive Retirement 2040 Fund | A | A | A |
Adaptive Retirement 2045 Fund | A | A | A |
Adaptive Retirement 2050 Fund | A | A | A |
Adaptive Retirement 2055 Fund | A | A | A |
Adaptive Retirement 2060 Fund | A | A | A |
Adaptive Risk Allocation Fund | A | A | A |
Balanced Fund | C | A | A |
Bond Fund | A | A | A |
Contrarian Core Fund | E | A | A |
Corporate Income Fund | A | A | A |
CT Intermediate Municipal Bond Fund | A | A | A |
Disciplined Small Core Fund | A | A | A |
Dividend Income Fund | A | A | A |
Emerging Markets Fund | A | A | A |
Global Dividend Opportunity Fund | A | A | A |
Global Energy and Natural Resources Fund | A | A | A |
Statement of Additional Information – May 1, 2020 | 179 |
Fund | Connaughton | Darragh | Trunow |
Global Technology Growth Fund | A | A | A |
Greater China Fund | A | A | A |
HY Municipal Fund | A | A | A |
Intermediate Municipal Bond Fund | A | A | A |
Large Cap Growth Fund | A | A | A |
MA Intermediate Municipal Bond Fund | A | A | A |
Mid Cap Growth Fund | A | A | A |
MM Alternative Strategies Fund | A | A | A |
MM Directional Alternative Strategies Fund | A | A | A |
MM Growth Strategies Fund | A | A | A |
MM International Equity Strategies Fund | A | A | A |
MM Small Cap Equity Strategies Fund | A | A | A |
MM Total Return Bond Strategies Fund | A | A | A |
Multi-Asset Income Fund | A | A | B(a) |
Multisector Bond SMA Completion Portfolio | A | A | A |
Multi Strategy Alternatives Fund | A | A | A |
NY Intermediate Municipal Bond Fund | A | A | A |
OR Intermediate Municipal Bond Fund | A | A | A |
Overseas SMA Completion Portfolio | A | A | A |
Pacific/Asia Fund | A | A | A |
Real Estate Equity Fund | A | A | A |
Select Large Cap Growth Fund | A | A | A |
Small Cap Growth Fund I | A | A | A |
Small Cap Value Fund I | A | A | A |
Solutions Aggressive Portfolio | A | A | A |
Solutions Conservative Portfolio | A | A | A |
Strategic CA Municipal Income Fund | A | A | A |
Strategic Income Fund | A | A | A |
Strategic NY Municipal Income Fund | A | A | A |
Tax-Exempt Fund | A | A | A |
Total Return Bond Fund | A | A | C(a) |
U.S. Social Bond Fund | A | A | A |
U.S. Treasury Index Fund | A | A | A |
Ultra Short Term Bond Fund | A | A | A |
Aggregate Dollar Range of Equity Securities in all Funds in the
Columbia Funds Complex Overseen by the Consultant |
E | A | C(a) |
(a) | Includes the value of compensation payable under a Deferred Compensation Plan that is determined as if the amounts deferred had been invested, as of the date of deferral, in shares of one or more funds in the Columbia Funds Complex overseen by the Consultant as specified by the Consultant. |
Statement of Additional Information – May 1, 2020 | 180 |
Fund | Truscott |
Adaptive Retirement 2020 Fund | A |
Adaptive Retirement 2025 Fund | A |
Adaptive Retirement 2030 Fund | A |
Adaptive Retirement 2035 Fund | A |
Adaptive Retirement 2040 Fund | A |
Adaptive Retirement 2045 Fund | A |
Adaptive Retirement 2050 Fund | A |
Adaptive Retirement 2055 Fund | A |
Adaptive Retirement 2060 Fund | A |
Adaptive Risk Allocation Fund | E |
Balanced Fund | A |
Bond Fund | A |
Contrarian Core Fund | E |
Corporate Income Fund | D |
CT Intermediate Municipal Bond Fund | A |
Disciplined Small Core Fund | A |
Dividend Income Fund | A |
Emerging Markets Fund | E |
Global Dividend Opportunity Fund | A |
Global Energy and Natural Resources Fund | A |
Global Technology Growth Fund | A |
Greater China Fund | A |
HY Municipal Fund | A |
Intermediate Municipal Bond Fund | A |
Large Cap Growth Fund | E |
MA Intermediate Municipal Bond Fund | A |
Mid Cap Growth Fund | A |
MM Alternative Strategies Fund | A |
MM Directional Alternative Strategies Fund | A |
MM Growth Strategies Fund | A |
MM International Equity Strategies Fund | A |
MM Small Cap Equity Strategies Fund | A |
MM Total Return Bond Strategies Fund | A |
Multi-Asset Income Fund | A |
Multisector Bond SMA Completion Portfolio | A |
Multi Strategy Alternatives Fund | B |
NY Intermediate Municipal Bond Fund | A |
OR Intermediate Municipal Bond Fund | A |
Overseas SMA Completion Portfolio | A |
Pacific/Asia Fund | A |
Real Estate Equity Fund | A |
Select Large Cap Growth Fund | E |
Small Cap Growth Fund I | A |
Statement of Additional Information – May 1, 2020 | 181 |
Fund | Truscott |
Small Cap Value Fund I | A |
Solutions Aggressive Portfolio | A |
Solutions Conservative Portfolio | A |
Strategic CA Municipal Income Fund | A |
Strategic Income Fund | E |
Strategic NY Municipal Income Fund | A |
Tax-Exempt Fund | A |
Total Return Bond Fund | C |
U.S. Social Bond Fund | A |
U.S. Treasury Index Fund | C |
Ultra Short Term Bond Fund | A |
Aggregate Dollar Range of Equity Securities in all Funds in the
Columbia Funds Complex Overseen by the Trustee |
E |
Statement of Additional Information – May 1, 2020 | 182 |
Trustee Name |
Total Cash Compensation
from the Columbia Funds Complex Paid to Trustee(a) |
Amount Deferred
from Total Compensation(b) |
Trustee | ||
Janet L. Carrig | $301,000 | $301,000 |
Douglas A. Hacker | $416,000 | $0 |
Nancy T. Lukitsh | $318,500 | $0 |
David M. Moffett | $303,500 | $303,500 |
John J. Neuhauser | $304,000 | $0 |
Patrick J. Simpson | $313,500 | $128,500 |
Anne-Lee Verville(f) | $296,500 | $0 |
Consultant | ||
J. Kevin Connaughton(c) | $287,500 | $0 |
Olive Darragh(d) | $156,333 | $0 |
Natalie A. Trunow(e) | $287,500 | $175,000 |
(a) | Includes any portion of cash compensation Trustees elected to defer during the fiscal period. |
(b) | The Trustees may elect to defer a portion of the total cash compensation payable. Additional information regarding the Deferred Compensation Plan is described below. |
(c) | Mr. Connaughton receives compensation from the Funds for serving as a consultant to the Independent Trustees at an annual rate of $295,000 (effective in 2020). |
(d) | Ms. Darragh was appointed consultant to the Independent Trustees effective June 10, 2019, and as such received no compensation prior to such date. Ms. Darragh receives compensation from the Funds for serving as a consultant to the Independent Trustees at an annual rate of $295,000 (effective in 2020). |
(e) | Ms. Trunow receives compensation from the Funds for serving as a consultant to the Independent Trustees at an annual rate of $295,000 (effective in 2020). |
(f) | Ms. Verville served as Trustee until December 11, 2019, and stopped receiving compensation from the Funds and the Columbia Funds Complex as of such date. |
Statement of Additional Information – May 1, 2020 | 183 |
Statement of Additional Information – May 1, 2020 | 184 |
Statement of Additional Information – May 1, 2020 | 185 |
Fund | Aggregate Compensation from Fund | ||||||||||
Independent Trustees | Consultant to Independent Trustees | ||||||||||
Janet L.
Carrig(a) |
Douglas A.
Hacker |
Nancy T.
Lukitsh |
David M.
Moffett(b) |
John J.
Neuhauser |
Patrick J.
Simpson(c) |
Anne-Lee
Verville(d) |
J. Kevin
Connaughton(e) |
Olive
Darragh(f) |
Natalie A.
Trunow(g) |
||
Amount Deferred | $7,472 | $0 | $0 | $7,410 | $0 | $3,238 | $0 | $0 | N/A | $4,295 | |
Dividend Income Fund | $25,341 | $34,916 | $26,820 | $25,115 | $25,178 | $26,404 | $24,532 | $23,309 | N/A | $23,309 | |
Amount Deferred | $25,341 | $0 | $0 | $25,115 | $0 | $11,003 | $0 | $0 | N/A | $14,568 | |
HY Municipal Fund | $2,972 | $4,097 | $3,144 | $2,948 | $2,953 | $3,095 | $2,880 | $2,738 | N/A | $2,738 | |
Amount Deferred | $2,972 | $0 | $0 | $2,948 | $0 | $1,286 | $0 | $0 | N/A | $1,711 | |
Multi Strategy Alternatives Fund | $2,852 | $3,930 | $3,015 | $2,832 | $2,835 | $2,968 | $2,767 | $2,623 | N/A | $2,623 | |
Amount Deferred | $2,852 | $0 | $0 | $2,832 | $0 | $1,235 | $0 | $0 | N/A | $1,639 | |
For Funds with fiscal period ending July 31 | |||||||||||
Large Cap Growth Fund | $8,592 | $11,834 | $9,085 | $8,524 | $8,537 | $8,944 | $8,326 | $7,893 | $2,404 | $7,893 | |
Amount Deferred | $8,592 | $0 | $0 | $8,524 | $0 | $3,729 | $0 | $0 | $0 | $4,933 | |
OR Intermediate Municipal Bond Fund | $2,195 | $3,024 | $2,321 | $2,177 | $2,180 | $2,285 | $2,127 | $2,020 | $616 | $2,020 | |
Amount Deferred | $2,195 | $0 | $0 | $2,177 | $0 | $950 | $0 | $0 | $0 | $1,262 | |
Tax-Exempt Fund | $8,275 | $11,405 | $8,751 | $8,207 | $8,220 | $8,615 | $8,016 | $7,618 | $2,323 | $7,618 | |
Amount Deferred | $8,275 | $0 | $0 | $8,207 | $0 | $3,581 | $0 | $0 | $0 | $4,761 | |
U.S. Social Bond Fund | $1,567 | $2,159 | $1,657 | $1,554 | $1,557 | $1,631 | $1,518 | $1,443 | $445 | $1,443 | |
Amount Deferred | $1,567 | $0 | $0 | $1,554 | $0 | $678 | $0 | $0 | $0 | $902 | |
Ultra Short Term Bond Fund | $3,434 | $4,729 | $3,630 | $3,407 | $3,411 | $3,573 | $3,328 | $3,152 | $905 | $3,152 | |
Amount Deferred | $3,434 | $0 | $0 | $3,407 | $0 | $1,491 | $0 | $0 | $0 | $1,970 | |
For Funds with fiscal period ending August 31 | |||||||||||
Balanced Fund | $14,882 | $20,627 | $15,753 | $15,017 | $15,041 | $15,503 | $14,669 | $14,331 | $4,211 | $14,331 | |
Amount Deferred | $14,882 | $0 | $0 | $15,017 | $0 | $6,272 | $0 | $0 | $0 | $8,732 | |
Contrarian Core Fund | $21,724 | $30,160 | $22,998 | $21,951 | $21,986 | $22,632 | $21,444 | $20,993 | $5,990 | $20,993 | |
Amount Deferred | $21,724 | $0 | $0 | $21,951 | $0 | $9,098 | $0 | $0 | $0 | $12,803 | |
Disciplined Small Core Fund | $1,663 | $2,304 | $1,760 | $1,678 | $1,681 | $1,732 | $1,639 | $1,601 | $473 | $1,601 | |
Amount Deferred | $1,663 | $0 | $0 | $1,678 | $0 | $702 | $0 | $0 | $0 | $975 | |
Emerging Markets Fund | $3,989 | $5,527 | $4,223 | $4,023 | $4,030 | $4,156 | $3,930 | $3,842 | $1,163 | $3,842 | |
Amount Deferred | $3,989 | $0 | $0 | $4,023 | $0 | $1,684 | $0 | $0 | $0 | $2,339 | |
Global Dividend Opportunity Fund | $2,466 | $3,416 | $2,610 | $2,487 | $2,491 | $2,569 | $2,430 | $2,372 | $701 | $2,372 | |
Amount Deferred | $2,466 | $0 | $0 | $2,487 | $0 | $1,042 | $0 | $0 | $0 | $1,445 | |
Global Energy and Natural Resources Fund | $1,842 | $2,553 | $1,950 | $1,858 | $1,862 | $1,919 | $1,815 | $1,774 | $523 | $1,774 | |
Amount Deferred | $1,842 | $0 | $0 | $1,858 | $0 | $776 | $0 | $0 | $0 | $1,081 | |
Global Technology Growth Fund | $4,197 | $5,793 | $4,440 | $4,229 | $4,236 | $4,371 | $4,131 | $4,003 | $1,233 | $4,003 | |
Amount Deferred | $4,197 | $0 | $0 | $4,229 | $0 | $1,798 | $0 | $0 | $0 | $2,433 | |
Greater China Fund | $1,680 | $2,327 | $1,779 | $1,695 | $1,698 | $1,751 | $1,655 | $1,615 | $484 | $1,615 | |
Amount Deferred | $1,680 | $0 | $0 | $1,695 | $0 | $711 | $0 | $0 | $0 | $984 | |
Mid Cap Growth Fund | $4,850 | $6,719 | $5,133 | $4,896 | $4,903 | $5,052 | $4,782 | $4,665 | $1,377 | $4,665 | |
Amount Deferred | $4,850 | $0 | $0 | $4,896 | $0 | $2,048 | $0 | $0 | $0 | $2,841 | |
MM Alternatives Strategies Fund | $2,485 | $3,445 | $2,631 | $2,507 | $2,512 | $2,589 | $2,449 | $2,395 | $704 | $2,395 | |
Amount Deferred | $2,485 | $0 | $0 | $2,507 | $0 | $1,046 | $0 | $0 | $0 | $1,459 | |
MM International Equity Strategies Fund | $5,186 | $7,176 | $5,488 | $5,230 | $5,239 | $5,402 | $5,109 | $4,976 | $1,491 | $4,976 | |
Amount Deferred | $5,186 | $0 | $0 | $5,230 | $0 | $2,200 | $0 | $0 | $0 | $3,028 | |
MM Small Cap Equity Strategies Fund | $4,869 | $6,717 | $5,153 | $4,897 | $4,907 | $5,073 | $4,784 | $4,628 | $1,435 | $4,628 | |
Amount Deferred | $4,869 | $0 | $0 | $4,897 | $0 | $2,093 | $0 | $0 | $0 | $2,819 | |
MM Total Return Bond Strategies Fund | $16,917 | $23,428 | $17,908 | $17,055 | $17,083 | $17,625 | $16,659 | $16,265 | $4,863 | $16,265 | |
Amount Deferred | $16,917 | $0 | $0 | $17,055 | $0 | $7,153 | $0 | $0 | $0 | $9,905 | |
Multisector Bond SMA Completion Portfolio(i) | $1,945 | $2,607 | $2,054 | $2,001 | $178 | $198 | $1,955 | $1,659 | $1,659 | $1,659 | |
Amount Deferred(i) | $1,945 | $0 | $0 | $2,001 | $0 | $198 | $0 | $0 | $0 | $1,037 | |
Overseas SMA Completion Portfolio(j) | $2,315 | $3,233 | $2,455 | $2,411 | $689 | $689 | $2,355 | $2,235 | $2,235 | $2,235 | |
Amount Deferred(j) | $2,315 | $0 | $0 | $2,411 | $0 | $319 | $0 | $0 | $0 | $1,397 | |
Small Cap Growth Fund I | $2,536 | $3,501 | $2,683 | $2,555 | $2,559 | $2,641 | $2,496 | $2,420 | $742 | $2,420 |
Statement of Additional Information – May 1, 2020 | 186 |
Fund | Aggregate Compensation from Fund | ||||||||||
Independent Trustees | Consultant to Independent Trustees | ||||||||||
Janet L.
Carrig(a) |
Douglas A.
Hacker |
Nancy T.
Lukitsh |
David M.
Moffett(b) |
John J.
Neuhauser |
Patrick J.
Simpson(c) |
Anne-Lee
Verville(d) |
J. Kevin
Connaughton(e) |
Olive
Darragh(f) |
Natalie A.
Trunow(g) |
||
Amount Deferred | $2,536 | $0 | $0 | $2,555 | $0 | $1,087 | $0 | $0 | $0 | $1,471 | |
Strategic Income Fund | $10,121 | $13,980 | $10,709 | $10,195 | $10,228 | $10,541 | $9,958 | $9,676 | $2,973 | $9,676 | |
Amount Deferred | $10,121 | $0 | $0 | $10,195 | $0 | $4,323 | $0 | $0 | $0 | $5,883 | |
For Funds with fiscal period ending October 31 | |||||||||||
CT Intermediate Municipal Bond Fund | $1,631 | $2,256 | $1,726 | $1,644 | $1,647 | $1,699 | $1,606 | $1,565 | $847 | $1,565 | |
Amount Deferred | $1,631 | $0 | $0 | $1,644 | $0 | $692 | $0 | $0 | $0 | $952 | |
Intermediate Municipal Bond Fund | $4,025 | $5,576 | $4,261 | $4,058 | $4,065 | $4,193 | $3,964 | $3,871 | $2,028 | $3,871 | |
Amount Deferred | $4,025 | $0 | $0 | $4,058 | $0 | $1,699 | $0 | $0 | $0 | $2,359 | |
MA Intermediate Municipal Bond Fund | $1,864 | $2,579 | $1,973 | $1,879 | $1,882 | $1,942 | $1,835 | $1,789 | $970 | $1,789 | |
Amount Deferred | $1,864 | $0 | $0 | $1,879 | $0 | $790 | $0 | $0 | $0 | $1,089 | |
NY Intermediate Municipal Bond Fund | $1,862 | $2,577 | $1,971 | $1,878 | $1,881 | $1,940 | $1,834 | $1,788 | $973 | $1,788 | |
Amount Deferred | $1,862 | $0 | $0 | $1,878 | $0 | $790 | $0 | $0 | $0 | $1,088 | |
Strategic CA Municipal Income Fund | $2,480 | $3,432 | $2,624 | $2,500 | $2,504 | $2,583 | $2,442 | $2,380 | $1,296 | $2,380 | |
Amount Deferred | $2,480 | $0 | $0 | $2,500 | $0 | $1,051 | $0 | $0 | $0 | $1,449 | |
Strategic NY Municipal Income Fund | $1,819 | $2,518 | $1,926 | $1,834 | $1,837 | $1,895 | $1,792 | $1,747 | $944 | $1,747 | |
Amount Deferred | $1,819 | $0 | $0 | $1,834 | $0 | $771 | $0 | $0 | $0 | $1,063 | |
For Funds with fiscal period ending December 31 | |||||||||||
Real Estate Equity Fund | $2,024 | $2,805 | $2,142 | $2,041 | $2,044 | $2,108 | $1,993 | $1,950 | $1,051 | $1,950 | |
Amount Deferred | $2,024 | $0 | $0 | $2,041 | $0 | $853 | $0 | $0 | $0 | $1,187 |
(a) | As of December 31, 2019, the value of Ms. Carrig’s account under the deferred compensation plan was $2,837,415. |
(b) | As of December 31, 2019, the value of Mr. Moffett's account under the deferred compensation plan was $1,660,804. |
(c) | As of December 31, 2019, the value of Mr. Simpson’s account under the deferred compensation plan was $3,144,034. |
(d) | As of December 31, 2019, the value of Ms. Verville’s account under the deferred compensation plan was $696,612. Ms. Verville served as Trustee until December 11, 2019, and stopped receiving compensation from the Funds and the Columbia Funds Complex as of such date. |
(e) | Mr. Connaughton receives compensation from the Funds for serving as a consultant to the Independent Trustees at an annual rate of $295,000 (effective in 2020). |
(f) | Ms. Darragh was appointed consultant to the Independent Trustees effective June 10, 2019, and as such received no compensation prior to such date. Ms. Darragh receives compensation from the Funds for serving as a consultant to the Independent Trustees at an annual rate of $295,000 (effective in 2020). |
(g) | Ms. Trunow receives compensation from the Funds for serving as a consultant to the Independent Trustees at an annual rate of $295,000 (effective in 2020). As of December 31, 2019, the value of Ms. Trunow’s account under the deferred compensation plan was $526,336. |
(h) | For the period from April 4, 2018 (commencement of operations) to March 31, 2019. |
(i) | The Fund commenced operations on October 29, 2019. The compensation shown for the Fund is the estimated amount that will be paid from October 29, 2019 to August 31, 2020. |
(j) | The Fund commenced operations on September 12, 2019. The compensation shown for the Fund is the estimated amount that will be paid from September 12, 2019 to August 31, 2020. |
Statement of Additional Information – May 1, 2020 | 187 |
Statement of Additional Information – May 1, 2020 | 188 |
Statement of Additional Information – May 1, 2020 | 189 |
Statement of Additional Information – May 1, 2020 | 190 |
Statement of Additional Information – May 1, 2020 | 191 |
Total Brokerage Commissions | |||
Fund | 2019 | 2018 | 2017 |
Pacific/Asia Fund | $206,439 | $263,091 | $483,636 |
Select Large Cap Growth Fund | 811,887 | 1,102,634 | 1,601,142 |
Solutions Aggressive Portfolio | 1,758 | 1,192(a) | N/A |
Solutions Conservative Portfolio | 982 | 617(a) | N/A |
For Funds with fiscal period ending April 30 | |||
Bond Fund | 13,808 | 18,020 | 18,287 |
Corporate Income Fund | 41,866 | 65,595 | 69,484 |
MM Directional Alternative Strategies Fund | 255,527 | 1,248,899 | 930,710(c) |
Multi-Asset Income Fund | 14,579 | 25,991 | 21,643 |
Small Cap Value Fund I | 976,383 | 982,446 | 1,212,265 |
Total Return Bond Fund | 88,497 | 136,340 | 225,810 |
U.S. Treasury Index Fund | 0 | 0 | 0 |
For Funds with fiscal period ending May 31 | |||
Adaptive Risk Allocation Fund | 682,735 | 837,004 | 627,857 |
Dividend Income Fund | 1,509,891 | 1,113,679 | 1,356,544 |
HY Municipal Fund | 0 | 0 | 0 |
Multi Strategy Alternatives Fund | 6,121 | 684 | 17,770 |
For Funds with fiscal period ending July 31 | |||
Large Cap Growth Fund | 636,838 | 695,098 | 926,115 |
OR Intermediate Municipal Bond Fund | 0 | 0 | 0 |
Tax-Exempt Fund | 16,916 | 6,588 | 4,550 |
U.S. Social Bond Fund | 895 | 608 | 332 |
Ultra Short Term Bond Fund | 836 | 0 | 0 |
For Funds with fiscal period ending August 31 | |||
Balanced Fund | 1,819,013 | 2,256,479 | 1,764,194 |
Contrarian Core Fund | 4,366,882 | 5,436,332 | 4,479,950 |
Disciplined Small Core Fund | 173,284 | 317,511 | 382,628 |
Emerging Markets Fund | 1,450,471 | 1,865,245 | 2,969,418 |
Global Dividend Opportunity Fund | 289,796 | 377,938 | 459,504 |
Global Energy and Natural Resources Fund | 59,177 | 133,855 | 103,062 |
Global Technology Growth Fund | 492,888 | 445,772 | 379,605 |
Greater China Fund | 65,501 | 91,431 | 139,256 |
Mid Cap Growth Fund | 0 | 716,940 | 2,081,806 |
MM Alternative Strategies Fund | 563,219 | 699,813 | 1,110,334 |
MM International Equity Strategies Fund | 846,057 | 598,581(d) | N/A |
MM Small Cap Equity Strategies Fund | 1,986,911 | 2,079,508 | 1,730,634 |
MM Total Return Bond Strategies Fund | 455,450 | 429,963 | 420,658 |
Multisector Bond SMA Completion Portfolio(e) | N/A | N/A | N/A |
Overseas SMA Completion Portfolio(f) | N/A | N/A | N/A |
Small Cap Growth Fund I | 541,477 | 841,767 | 1,207,610 |
Strategic Income Fund | 399,284 | 302,150 | 262,921(g) |
For Funds with fiscal period ending October 31 | |||
CT Intermediate Municipal Bond Fund | 0 | 0 | 0 |
Statement of Additional Information – May 1, 2020 | 192 |
Total Brokerage Commissions | |||
Fund | 2019 | 2018 | 2017 |
Intermediate Municipal Bond Fund | $0 | $0 | $0 |
MA Intermediate Municipal Bond Fund | 0 | 0 | 0 |
NY Intermediate Municipal Bond Fund | 0 | 0 | 0 |
Strategic CA Municipal Income Fund | 5,773 | 1,760 | 0 |
Strategic NY Municipal Income Fund | 2,092 | 740 | 0 |
For Funds with fiscal period ending December 31 | |||
Real Estate Equity Fund | 99,784 | 72,072 | 275,028 |
(a) | For the period from October 24, 2017 (commencement of operations) to March 31, 2018. |
(b) | For the period from April 4, 2018 (commencement of operations) to March 31, 2019. |
(c) | For the period from October 17, 2016 (commencement of operations) to April 30, 2017. |
(d) | For the period from May 17, 2018 (commencement of operations) to August 31, 2018. |
(e) | The Fund commenced operations on October 29, 2019, and therefore has no reporting information for periods prior to such date. |
(f) | The Fund commenced operations on September 12, 2019, and therefore has no reporting information for periods prior to such date. |
(g) | The Fund changed its fiscal year end in 2017 from October 31 to August 31. For the fiscal year ended in 2017, the information shown is for the period from November 1, 2016 to August 31, 2017. |
Statement of Additional Information – May 1, 2020 | 193 |
Brokerage directed for research | ||
Fund | Amount of Transactions | Amount of Commissions Imputed or Paid |
For Funds with fiscal period ending March 31 | ||
Adaptive Retirement 2020 Fund | $0 | $0 |
Adaptive Retirement 2025 Fund | 0(a) | 0(a) |
Adaptive Retirement 2030 Fund | 9,640 | 0 |
Adaptive Retirement 2035 Fund | 558(a) | 0(a) |
Adaptive Retirement 2040 Fund | 0 | 0 |
Adaptive Retirement 2045 Fund | 558(a) | 0(a) |
Adaptive Retirement 2050 Fund | 0 | 0 |
Adaptive Retirement 2055 Fund | 558(a) | 0(a) |
Adaptive Retirement 2060 Fund | 0 | 0 |
MM Growth Strategies Fund | 1,647,341,882 | 136,423 |
Pacific/Asia Fund | 63,958,517 | 64,328 |
Select Large Cap Growth Fund | 2,029,360,877 | 267,182 |
Solutions Aggressive Portfolio | 0 | 0 |
Solutions Conservative Portfolio | 0 | 0 |
For Funds with fiscal period ending April 30 | ||
Bond Fund | 0 | 0 |
Corporate Income Fund | 0 | 0 |
MM Directional Alternative Strategies Fund | 186,656,543 | 54,715 |
Multi-Asset Income Fund | 8,649,851 | 5,419 |
Small Cap Value Fund I | 263,954,225 | 454,918 |
Total Return Bond Fund | 0 | 0 |
U.S. Treasury Index Fund | 0 | 0 |
For Funds with fiscal period ending May 31 | ||
Adaptive Risk Allocation Fund | 62,677,796 | 26,936 |
Dividend Income Fund | 2,501,016,439 | 367,349 |
HY Municipal Fund | 0 | 0 |
Multi Strategy Alternatives Fund | 0 | 0 |
For Funds with fiscal period ending July 31 | ||
Large Cap Growth Fund | 1,911,341,944 | 237,123 |
OR Intermediate Municipal Bond Fund | 0 | 0 |
Tax-Exempt Fund | 0 | 0 |
Statement of Additional Information – May 1, 2020 | 194 |
Brokerage directed for research | ||
Fund | Amount of Transactions | Amount of Commissions Imputed or Paid |
U.S. Social Bond Fund | $0 | $0 |
Ultra Short Term Bond Fund | 0 | 0 |
For Funds with fiscal period ending August 31 | ||
Balanced Fund | 2,980,764,246 | 497,471 |
Contrarian Core Fund | 7,326,462,028 | 1,214,278 |
Disciplined Small Core Fund | 60,213,426 | 29,768 |
Emerging Markets Fund | 507,608,037 | 563,257 |
Global Dividend Opportunity Fund | 87,133,461 | 28,164 |
Global Energy and Natural Resources Fund | 55,786,240 | 21,410 |
Global Technology Growth Fund | 322,060,770 | 98,712 |
Greater China Fund | 37,958,262 | 31,862 |
Mid Cap Growth Fund | 0 | 0 |
MM Alternative Strategies Fund | 883,596,212 | 87,841 |
MM International Equity Strategies Fund | 255,134,885 | 308,478 |
MM Small Cap Equity Strategies Fund | 1,308,508,042 | 1,264,580 |
MM Total Return Bond Strategies Fund | 0 | 0 |
Multisector Bond SMA Completion Portfolio(c) | N/A | N/A |
Overseas SMA Completion Portfolio(d) | N/A | N/A |
Small Cap Growth Fund I | 839,664,640 | 195,711 |
Strategic Income Fund | 966,227 | 325 |
For Funds with fiscal period ending October 31 | ||
CT Intermediate Municipal Bond Fund | 0 | 0 |
Intermediate Municipal Bond Fund | 0 | 0 |
MA Intermediate Municipal Bond Fund | 0 | 0 |
NY Intermediate Municipal Bond Fund | 0 | 0 |
Strategic CA Municipal Income Fund | 0 | 0 |
Strategic NY Municipal Income Fund | 0 | 0 |
For Funds with fiscal period ending December 31 | ||
Real Estate Equity Fund | 48,399,728 | 17,043 |
(a) | For the period from April 4, 2018 (commencement of operations) to March 31, 2019. |
(b) | For the period from May 17, 2018 (commencement of operations) to August 31, 2018. |
(c) | The Fund commenced operations on October 29, 2019, and therefore has no reporting information for periods prior to such date. |
(d) | The Fund commenced operations on September 12, 2019, and therefore has no reporting information for periods prior to such date. |
Statement of Additional Information – May 1, 2020 | 195 |
Statement of Additional Information – May 1, 2020 | 196 |
Fund | Issuer |
Value of securities owned
at end of fiscal period |
Total Return Bond Fund | Citigroup Commercial Mortgage Trust | $2,197,472 |
Citigroup Mortgage Loan Trust, Inc. | $18,634,931 | |
Credit Suisse Mortgage Capital Certificates | $16,681,584 | |
Credit Suisse Mortgage Capital Certificates OA LLC | $8,902,630 | |
Credit Suisse Mortgage Trust | $2,450,006 | |
Credit Suisse ABS Trust | $3,338,846 | |
The Goldman Sachs Group, Inc. | $7,219,099 | |
JPMorgan Chase & Co. | $2,881,252 | |
JPMorgan Resecuritization Trust | $856,483 | |
Morgan Stanley | $3,423,209 | |
Morgan Stanley Bank of America Merrill Lynch Trust | $2,475,235 | |
Morgan Stanley Resecuritization Pass-Through Trust | $4,559,000 | |
U.S. Treasury Index Fund | None | N/A |
For Funds with fiscal period ending May 31, 2019 | ||
Adaptive Risk Allocation Fund | None | N/A |
Dividend Income Fund | JPMorgan Chase & Co. | $454,460,215 |
PNC Financial Services Group, Inc.(The) | $161,791,365 | |
HY Municipal Fund | None | N/A |
Multi Strategy Alternatives Fund | None | N/A |
For Funds with fiscal period ending July 31, 2019 | ||
Large Cap Growth Fund | Citigroup, Inc. | $38,853,360 |
OR Intermediate Municipal Bond Fund | None | N/A |
Tax-Exempt Fund | None | N/A |
U.S. Social Bond Fund | None | N/A |
Ultra Short Term Bond Fund | Citigroup, Inc. | $8,019,008 |
GS Mortgage Securities Corp. II | $1,352,590 | |
The Goldman Sachs Group, Inc. | $8,044,384 | |
JPMorgan Chase Bank | $6,988,023 | |
Morgan Stanley | $6,006,150 | |
PNC Bank NA | $6,006,474 | |
For Funds with fiscal period ending August 31, 2019 | ||
Balanced Fund | Citigroup, Inc. | $113,736,212 |
Citigroup Mortgage Loan Trust, Inc. | $16,842,952 | |
GS Mortgage Securities Trust | $21,779,853 | |
The Goldman Sachs Group, Inc. | $13,889,655 | |
JPMorgan Chase & Co. | $131,327,077 | |
JPMorgan Chase Commercial Mortgage Securities Trust | $403,866 | |
Morgan Stanley | $72,186,920 | |
Morgan Stanley Capital I Trust | $5,937,497 | |
PNC Bank NA | $5,957,522 | |
Contrarian Core Fund | Citigroup, Inc. | $240,251,111 |
JPMorgan Chase & Co. | $274,091,142 | |
Morgan Stanley | $148,998,888 | |
Disciplined Small Core Fund | None | N/A |
Emerging Markets Fund | None | N/A |
Global Dividend Opportunity Fund | None | N/A |
Global Energy and Natural Resources Fund | None | N/A |
Statement of Additional Information – May 1, 2020 | 197 |
Fund | Issuer |
Value of securities owned
at end of fiscal period |
Global Technology Growth Fund | None | N/A |
Greater China Fund | None | N/A |
Mid Cap Growth Fund | Raymond James & Associates | $28,556,992 |
MM Alternative Strategies Fund | Bear Stearns Alt-A Trust | $774,344 |
Bear Stearns Mortgage Funding Trust | $1,784,804 | |
Bear Stearns Trust | $75,157 | |
Citigroup, Inc. | $400,621 | |
Citigroup Mortgage Loan Trust, Inc. | $1,192,589 | |
Credit Suisse First Boston Corp. | $3,622 | |
Credit Suisse Mortgage Capital Certificates | $180,224 | |
Credit Suisse Commercial Mortgage Trust | $695,122 | |
Eaton Vance CLO Ltd. | $310,000 | |
GS Mortgage Securities Trust | $247,477 | |
The Goldman Sachs Group, Inc. | $1,715,901 | |
JPMorgan Chase & Co. | $1,920,756 | |
JPMorgan Chase & Co., Subordinated | $274,504 | |
JPMorgan Chase Commercial Mortgage Securities Trust | $1,318,930 | |
JPMorgan Mortgage Acquisition Corp | $3,077,629 | |
JPMorgan Alternative Loan Trust | $390,618 | |
Lehman XS Trust | $731,556 | |
Morgan Stanley | $805,180 | |
Morgan Stanley Bank of America Merrill Lynch Trust | $1,063,288 | |
Morgan Stanley Capital I Trust | $384,597 | |
Morgan Stanley Mortgage Loan Trust | $77,357 | |
Raymond James Financial, Inc. (subsidiary) | $243,250 | |
MM International Equity Strategies Fund | Credit Suisse Group AG | $6,505,205 |
MM Small Cap Equity Strategies Fund | Legg Mason, Inc. (subsidiary) | $1,298,687 |
Stifel Financial Corp. | $4,434,020 | |
Westwood Holdings Group, Inc. | $905,850 |
Statement of Additional Information – May 1, 2020 | 198 |
Fund | Issuer |
Value of securities owned
at end of fiscal period |
MM Total Return Bond Strategies Fund | Citigroup, Inc. | $34,988,283 |
Citigroup Commercial Mortgage Trust | $25,537,359 | |
Citigroup Mortgage Loan Trust, Inc. | $1,552,185 | |
Credit Suisse Group AG | $5,245,061 | |
Credit Suisse AG, Subordinated | $1,149,818 | |
Credit Suisse Group Funding Guernsey Ltd. | $5,132,637 | |
Credit Suisse Mortgage Capital Certificates | $9,904,594 | |
Credit Suisse Mortgage Capital Trust | $14,920,812 | |
GS Mortgage Securities Trust | $43,958,324 | |
GS Mortgage-Backed Securities Corp. | $1,184,307 | |
The Goldman Sachs Group, Inc. | $35,608,250 | |
Jefferies Group LLC | $700,401 | |
Jefferies Group LLC/Capital Finance, Inc. | $685,560 | |
JPMorgan Alternative Loan Trust | $6,009,451 | |
JPMorgan Chase & Co. | $74,174,015 | |
JPMorgan Chase Bank NA | $2,766,112 | |
JPMorgan Chase Commercial Mortgage Securities Trust | $14,443,040 | |
JPMorgan Mortgage Trust | $39,024,792 | |
JPMorgan Resecuritization Trust | $233,995 | |
Lehman XS Trust | $5,394,150 | |
Merrill Lynch First Franklin Mortgage Loan Trust | $12,626,665 | |
Banc of America Merrill Lynch Commercial Mortgage, Inc. | $4,472,522 | |
Morgan Stanley | $41,585,208 | |
Morgan Stanley Bank of America Merrill Lynch Trust | $15,895,121 | |
Morgan Stanley Capital I Trust | $15,799,984 | |
Morgan Stanley Resecuritization Trust | $6,311,480 | |
Nuveen Finance LLC | $1,141,405 | |
PNC Bank NA | $2,054,174 | |
PNC Financial Services Group, Inc.(The) | $6,203,152 | |
Raymond James Financial, Inc. | $2,122,355 | |
The Charles Schwab Corp. | $4,420,857 | |
Stifel Financial Corp. | $1,789,016 | |
Multisector Bond SMA Completion Portfolio | N/A | N/A |
Overseas SMA Completion Portfolio | N/A | N/A |
Small Cap Growth Fund I | None | N/A |
Strategic Income Fund | Citigroup, Inc. | $5,716,233 |
Citigroup Mortgage Loan Trust, Inc. | $10,834,415 | |
Credit Suisse Group | $10,606,405 | |
Credit Suisse Commercial Mortgage Trust | $4,790,185 | |
Credit Suisse Mortgage Capital Certificates | $16,440,290 | |
The Goldman Sachs Group, Inc. | $30,821,239 | |
JPMorgan Chase & Co. | $22,319,418 | |
Morgan Stanley | $10,318,281 | |
Morgan Stanley Resecuritization Trust | $8,671,778 |
Statement of Additional Information – May 1, 2020 | 199 |
Fund | Issuer |
Value of securities owned
at end of fiscal period |
For Funds with fiscal period ending October 31, 2019 | ||
CT Intermediate Municipal Bond Fund | None | N/A |
Intermediate Municipal Bond Fund | None | N/A |
MA Intermediate Municipal Bond Fund | None | N/A |
NY Intermediate Municipal Bond Fund | None | N/A |
Strategic CA Municipal Income Fund | None | N/A |
Strategic NY Municipal Income Fund | None | N/A |
For Funds with fiscal period ending December 31, 2019 | ||
Real Estate Equity Fund | None | N/A |
Statement of Additional Information – May 1, 2020 | 200 |
Fund | Predecessor Fund | For periods prior to: | ||
Ultra Short Term Bond Fund | CMG Ultra Short Term Bond Fund, a series of Columbia Funds Institutional Trust | November 23, 2009 |
Statement of Additional Information – May 1, 2020 | 201 |
■ | For equity, alternative and flexible funds (other than the equity funds identified below) and funds-of-funds (equity and fixed income), a complete list of Fund portfolio holdings as of month-end is posted approximately, but no earlier than, 15 calendar days after such month-end. |
■ | For Columbia Small Cap Growth Fund I and Columbia Variable Portfolio – Small Company Growth Fund, a complete list of Fund portfolio holdings as of month-end is posted approximately, but no earlier than, 30 calendar days after such month-end. |
■ | For fixed-income Funds (other than money market funds), a complete list of Fund portfolio holdings as of calendar quarter-end is posted approximately, but no earlier than, 30 calendar days after such quarter-end. |
■ | For money market Funds, a complete list of Fund portfolio holdings as of month-end is posted no later than five business days after such month-end. Such month-end holdings are continuously available on the website for at least six months, together with a link to an SEC webpage where a user of the website may obtain access to the Fund’s most recent 12 months of publicly available filings on Form N-MFP. Money market Fund portfolio holdings information posted on the website, at minimum, includes with respect to each holding, the name of the issuer, the category of investment (e.g., Treasury debt, government agency debt, asset backed commercial paper, structured investment vehicle note), the CUSIP number (if any), the principal amount, the maturity date (as determined under Rule 2a-7 for purposes of calculating weighted average maturity), the final maturity date (if different from the maturity date previously described), coupon or yield and the value. The money market Funds will also disclose on the website its overall weighted average maturity, weighted average life maturity, percentage of daily liquid assets, percentage of weekly liquid assets and daily inflows and outflows. |
Statement of Additional Information – May 1, 2020 | 202 |
Statement of Additional Information – May 1, 2020 | 203 |
Statement of Additional Information – May 1, 2020 | 204 |
Identity of Recipient | Conditions/restrictions on use of information |
Frequency of
Disclosure |
||
Fidelity National Information Services, Inc. | Used as portfolio accounting system. | Daily | ||
Goldman Sachs Asset Management, L.P., as agent to KPMG LLP | Holdings by Columbia Contrarian Core Fund and Columbia High Yield Bond Fund in certain audit clients of KPMG LLP to assist the accounting firm in complying with its regulatory obligations relating to independence of its audit clients. | Monthly | ||
Harte-Hanks, Inc. | Used for printing of prospectuses, factsheets, annual and semi-annual reports. | As Needed | ||
IHS Markit, Ltd. | Used for an asset database for analytics and investor reporting. | As Needed | ||
Imagine! Print Solutions | Used for commercial printing. | As Needed | ||
Institutional Shareholder Services Inc. (ISS) | Used for proxy voting administration and research on proxy matters. | Daily | ||
Intex Solutions Inc. | Used to provide mortgage analytics. | Periodic | ||
Investment Company Institute (ICI) | Disclosure of Form N-PORT data. | As Needed | ||
Investment Technology Group, Inc. | Used to evaluate and assess trading activity, execution and practices. | Quarterly | ||
Investortools, Inc. | Used for municipal bond analytics, research and decision support. | As Needed | ||
JDP Marketing Services | Used to write or edit Columbia Fund shareholder reports, quarterly fund commentaries, and communications, including shareholder letters and management’s discussion of Columbia Fund performance. | As Needed | ||
John Roberts, Inc. | Used for commercial printing. | As Needed | ||
Kendall Press | Used for commercial printing. | As Needed | ||
KPMG US LLP | Used to provide tax services. | Daily | ||
Kynex, Inc. | Used to provide portfolio attribution reports for the Columbia Convertible Securities Fund. Used also for portfolio analytics. | Daily | ||
Malaspina Communications, LLC | Used to facilitate writing management’s discussion of Columbia Fund performance for Columbia Fund shareholder reports and periodic marketing communications. | Monthly | ||
Merrill Corporation | Used for printing of prospectuses, factsheets, annual and semi-annual reports. | As Needed | ||
Morningstar Investment Services, LLC | Used for independent research and ranking of funds. Used also for statistical analysis. | As Needed | ||
MSCI, Inc. | Used as a hosted risk analytics platform designed for research, investment oversight and strategy development. | Daily | ||
NASDAQ | Used to evaluate and assess trading activity, execution and practices. | Daily | ||
R. R. Donnelley & Sons Co. | Used to provide printing prospectuses, factsheets, annual and semi-annual reports. Used for commercial printing. | As Needed |
Statement of Additional Information – May 1, 2020 | 205 |
Identity of Recipient | Conditions/restrictions on use of information |
Frequency of
Disclosure |
||
RegEd, Inc. | Used to review external and certain internal communications prior to dissemination. | Daily | ||
Sustainalytics US, Inc. | Used for reviewing the impact of Columbia U.S. Social Bond Fund's municipal investments and providing ESG ratings. | Quarterly | ||
S.W.I.F.T. Scrl. | Used to send trade messages via SWIFT to custodians. | Daily | ||
Thomson Reuters Corp. | Used for statistical analysis. | As Needed | ||
Visions, Inc. | Used for commercial printing. | As Needed | ||
Wilshire Associates, Inc. | Used to provide performance attribution reporting. | Daily |
Statement of Additional Information – May 1, 2020 | 206 |
Identity of Recipient | Conditions/restrictions on use of information |
Frequency of
Disclosure |
||
eVestment Alliance, LLC | Used by certain subadvisers for updating databases. | Quarterly | ||
FactSet Research Systems, Inc. | Used by certain subadvisers for analytical and statistical information. | Daily | ||
Fidelity Corporate Actions Solutions, Inc. | Used by certain subadvisers for corporate actions management. | Daily | ||
Financial Recovery Technologies LLC | Used by certain subadvisers for class action monitoring services. | Quarterly | ||
Flextrade Systems Inc. | Used by certain subadvisers as an execution management system. | Daily | ||
FX Connect, LLC | Used by certain subadvisers for foreign exchange derivatives reconciliation. | Daily | ||
Global Trading Analytics, LLC | Used by certain subadvisers for transaction cost analysis and other analytics. | Daily | ||
ICE Data Services Inc. | Used by certain subadvisers for data and pricing. Used by certain subadvisers for liquidity reporting. | Daily | ||
IHS Markit Ltd. | Used by certain subadvisers for confirmation and settlement of bank loan trades. Used by certain subadvisers for matching credit default swaps and interest rate swaps. | Daily | ||
Infinit-O Global, Ltd. | Used by certain subadvisers for portfolio accounting systems. | Daily | ||
Instinet Holdings Inc. | Used by certain subadvisers as an execution management system. | Daily | ||
Institutional Shareholder Services, Inc. | Used by certain subadvisers for proxy voting administration and research services. | Daily | ||
Narrative Science Inc. | Used by certain subadvisers for updating attribution commentary. | Monthly | ||
Nex Group plc | Used by certain subadvisers for daily reconciliations on collateral management. | Daily | ||
Northern Trust Co. | Used by certain subadvisers for back-office operations. | Daily | ||
Omgeo LLC | Used by certain subadvisers for trade execution and SWIFT transactions. | Daily | ||
RELX Group | Used by certain subadvisers for compliance services. | Weekly | ||
Seismic Software, Inc. | Used by certain subadvisers to automate quarterly updates. | Quarterly | ||
Simcorp A/S | Used by certain subadvisers for portfolio accounting systems. | Daily | ||
SS&C Technologies, Inc. | Used by certain subadvisers for portfolio accounting systems. Used by certain subadvisers for SWIFT messages from custodians to facilitate automated reconciliation. | Daily | ||
State Street Bank and Trust Company | Used by certain subadvisers for middle office functions. | Daily | ||
State Street Corp. | Used by certain subadvisers for order management and compliance. | Daily or Ad hoc |
Statement of Additional Information – May 1, 2020 | 207 |
Identity of Recipient | Conditions/restrictions on use of information |
Frequency of
Disclosure |
||
Trade Informatics LLC | Used by certain subadvisers for transaction cost analysis and other analytics. | Daily | ||
Tradeweb Markets LLC | Used by certain subadvisers for confirming TBAs, treasuries, and discount notes. | Daily | ||
VERMEG Co. | Used by certain subadvisers for management of swap counterparty exposure. | Daily | ||
Virtu ITG LLC | Used by certain subadvisers for transaction cost analysis and other analytics. | Daily |
Statement of Additional Information – May 1, 2020 | 208 |
■ | ADP Broker-Dealer, Inc. |
■ | American Enterprise Investment Services Inc.* |
■ | American United Life Insurance Co. |
■ | Ameriprise Financial Services, LLC* |
■ | Ascensus, Inc. |
■ | Avantax Investment Services, Inc. |
■ | AXA Advisors |
■ | AXA Equitable Life Insurance |
■ | Bank of America, N.A. |
■ | BB&T Securities LLC |
■ | Benefit Plan Administrators |
■ | Benefit Trust |
■ | BMO Harris Bank (f/k/a Marshall & Illsley Trust Company) |
■ | BNY Mellon, N.A. |
■ | Charles Schwab & Co., Inc. |
■ | Charles Schwab Trust Co. |
■ | City National Bank |
■ | Conduent HR Services LLC |
■ | Davenport & Company |
■ | Daily Access Concepts, Inc. |
■ | Digital Retirement Solutions |
■ | Edward D. Jones & Co., LP |
■ | ExpertPlan |
■ | Fidelity Brokerage Services, Inc. |
■ | Fidelity Investments Institutional Operations Co. |
■ | First Mercantile Trust Co. |
■ | Genworth Life and Annuity Insurance Company |
■ | Genworth Life Insurance Co. of New York |
■ | Goldman Sachs & Co. |
■ | GWFS Equities, Inc. |
■ | Hartford Life Insurance Company |
■ | Hewitt Associates LLC |
■ | ICMA Retirement Corporation |
■ | Janney Montgomery Scott, Inc. |
■ | JJB Hilliard Lyons |
■ | John Hancock Life Insurance Company (USA) |
■ | John Hancock Life Insurance Company of New York |
■ | John Hancock Trust Company |
■ | JP Morgan Securities LLC |
■ | Lincoln Life & Annuity Company of New York |
■ | Lincoln National Life Insurance Company |
■ | Lincoln Retirement Services |
■ | LPL Financial Corporation |
■ | Massachusetts Mutual Life Insurance Company |
■ | Mercer HR Services, LLC |
■ | Merrill Lynch, Pierce, Fenner & Smith Incorporated |
■ | Mid Atlantic Capital Corporation |
■ | Minnesota Life Insurance Co. |
■ | Morgan Stanley Smith Barney |
■ | MSCS Financial Services Division of Broadridge Business Process Outsourcing LLC |
■ | National Financial Services |
■ | Nationwide Investment Services |
■ | Newport Retirement Services, Inc. |
■ | New York State Deferred Compensation Plan |
■ | Oppenheimer & Co., Inc. |
■ | Plan Administrators, Inc. |
■ | PNC Bank |
■ | Principal Life Insurance Company of America |
■ | Prudential Insurance Company of America |
■ | Prudential Retirement Insurance & Annuity Company |
■ | Pershing LLC |
■ | Raymond James & Associates |
■ | RBC Capital Markets |
■ | Reliance Trust |
■ | Robert W. Baird & Co., Inc. |
■ | Sammons Retirement Solutions |
■ | SEI Private Trust Company |
■ | Standard Insurance Company |
■ | Stifel Nicolaus & Co. |
■ | TD Ameritrade Clearing, Inc./TD Ameritrade Inc. |
■ | TD Ameritrade Trust Company |
■ | The Retirement Plan Company |
■ | Teachers Insurance and Annuity Association of America |
■ | Transamerica Advisors Life Insurance Company |
■ | Transamerica Advisors Life Insurance Company of New York |
■ | Transamerica Financial Life Insurance Company |
■ | T. Rowe Price Group, Inc. |
■ | UBS Financial Services, Inc. |
■ | Unified Trust Company, N.A. |
■ | US Bank NA |
■ | Vanguard Group, Inc. |
■ | Vanguard Marketing Corp |
■ | VALIC Retirement Services Company |
■ | Voya Retirement Insurance and Annuity Company |
■ | Voya Institutional Plan Services, LLP |
■ | Voya Investments Distributors, LLC |
■ | Voya Financial Partners, LLC |
■ | Wells Fargo Clearing Services, LLC |
■ | Wells Fargo Advisors |
■ | Wells Fargo Bank, N.A. |
* | Ameriprise Financial affiliate |
Statement of Additional Information – May 1, 2020 | 209 |
■ | Advisor Group |
■ | Ameriprise Financial Services, LLC* |
■ | Bank of America, N.A. |
■ | Cetera Financial Group, Inc. |
■ | Citigroup Global Markets Inc./Citibank |
■ | Commonwealth Financial Network |
■ | Lincoln Financial Advisors Corp. |
■ | LPL Financial Corporation |
■ | Merrill Lynch, Pierce, Fenner & Smith Incorporated |
■ | Morgan Stanley Smith Barney |
■ | Northwestern Mutual Investment Services, LLC |
■ | PNC Investments |
■ | Raymond James & Associates, Inc. |
■ | Raymond James Financial Services, Inc. |
■ | UBS Financial Services Inc. |
■ | Unified Trust Company, N.A. |
■ | US Bancorp Investments, Inc. |
■ | Wells Fargo Advisors |
Statement of Additional Information – May 1, 2020 | 210 |
■ | Wells Fargo Advisors Financial Network, LLC |
■ | Wells Fargo Clearing Services, LLC |
* | Ameriprise Financial affiliate |
Statement of Additional Information – May 1, 2020 | 211 |
Statement of Additional Information – May 1, 2020 | 212 |
Statement of Additional Information – May 1, 2020 | 213 |
Statement of Additional Information – May 1, 2020 | 214 |
Statement of Additional Information – May 1, 2020 | 215 |
Statement of Additional Information – May 1, 2020 | 216 |
Statement of Additional Information – May 1, 2020 | 217 |
Statement of Additional Information – May 1, 2020 | 218 |
Statement of Additional Information – May 1, 2020 | 219 |
Statement of Additional Information – May 1, 2020 | 220 |
Statement of Additional Information – May 1, 2020 | 221 |
Statement of Additional Information – May 1, 2020 | 222 |
Statement of Additional Information – May 1, 2020 | 223 |
Statement of Additional Information – May 1, 2020 | 224 |
Statement of Additional Information – May 1, 2020 | 225 |
Statement of Additional Information – May 1, 2020 | 226 |
Statement of Additional Information – May 1, 2020 | 227 |
Statement of Additional Information – May 1, 2020 | 228 |
Statement of Additional Information – May 1, 2020 | 229 |
Statement of Additional Information – May 1, 2020 | 230 |
Statement of Additional Information – May 1, 2020 | 231 |
Statement of Additional Information – May 1, 2020 | 232 |
Statement of Additional Information – May 1, 2020 | 233 |
Statement of Additional Information – May 1, 2020 | 234 |
Statement of Additional Information – May 1, 2020 | 235 |
Fund | Class |
Percentage of Class
Beneficially Owned |
Adaptive Retirement 2030 Fund | Class Adv | 71.57% |
Adaptive Retirement 2035 Fund | Class Adv | 21.35% |
Adaptive Risk Allocation Fund | Class Inst2 | 4.71% |
Multi-Asset Income Fund | Class Inst | 38.45% |
Select Large Cap Growth Fund | Class Inst2 | 1.52% |
U.S. Social Bond Fund | Class Inst | 3.38% |
Statement of Additional Information – May 1, 2020 | 236 |
Statement of Additional Information – May 1, 2020 | 237 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE AGGRESSIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 8.99% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF IT CUSTOMER 4800 DEER LAKE DR E JACKSONVILLE FL 32246-6484 |
Class A | 8.47% | 25.34% | |
Class C | 17.08% | |||
Class Inst | 8.91% | |||
Class Inst3 | 68.38% | |||
MID ATLANTIC TRUST COMPANY FBO
1251 WATERFRONT PL STE 525 PITTSBURGH PA 15222-4228 |
Class R | 8.55% | N/A | |
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1965 |
Class A | 10.59% | N/A | |
Class C | 13.66% | |||
Class Inst | 15.01% | |||
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class A | 9.41% | N/A | |
Class Adv | 20.12% | |||
Class C | 8.03% | |||
Class Inst2 | 31.40% | |||
NATIONWIDE TRUST COMPANY
C/O IPO PORTFOLIO ACCOUNTING PO BOX 182029 COLUMBUS OH 43218-2029 |
Class Inst2 | 32.61% | N/A | |
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 29.53% | N/A | |
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 5.50% | N/A | |
RELIANCE TRUST COMPANY FBO
PO BOX 28004 ATLANTA GA 30358-0004 |
Class R | 21.00% | N/A | |
TD AMERITRADE TRUST COMPANY
PO BOX 17748 DENVER CO 80217-0748 |
Class A | 8.43% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class C | 9.44% | N/A | |
Class Inst | 14.08% | |||
VANGUARD FDUCIARY TRUST CO
PO BOX 2600 ATTN: OUTSIDE FUNDS VALLEY FORGE PA 19482-2600 |
Class Adv | 18.17% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class A | 5.76% | N/A | |
Class C | 11.00% |
Statement of Additional Information – May 1, 2020 | 238 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
ASCENSUS TRUST COMPANY FBO
PO BOX 10758 FARGO ND 58106-0758 |
Class C | 18.34% | N/A | |
Class Inst2 | 5.48% | |||
Class R | 49.81% | |||
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY A/C FBO CUSTOMERS ATTN MUTUAL FUND DEPT 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class Inst | 14.85% | N/A | |
Class Inst2 | 8.78% | |||
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3729 |
Class A | 8.31% | N/A | |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class A | 7.04% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF IT CUSTOMER 4800 DEER LAKE DR E JACKSONVILLE FL 32246-6484 |
Class A | 22.01% | 71.67% | |
Class C | 9.41% | |||
Class Inst | 11.64% | |||
Class Inst3 | 99.21% | |||
Class V | 19.61% | |||
MID ATLANTIC TRUST COMPANY FBO
1251 WATERFRONT PL STE 525 PITTSBURGH PA 15222-4228 |
Class R | 50.18% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class A | 8.95% | N/A | |
Class Adv | 25.43% | |||
Class Inst | 14.97% | |||
Class Inst2 | 80.93% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 23.69% | N/A | |
Class C | 6.84% | |||
RELIANCE TRUST COMPANY FBO
PO BOX 28004 ATLANTA GA 30358-0004 |
Class Adv | 49.20% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class Inst | 9.63% | N/A | |
Corporate Income Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 28.60% | N/A |
Class C | 59.31% | |||
Class Inst | 40.33% | |||
BAND & CO C/O US BANK NA
1555 N RIVERCENTER DR STE 302 MILWAUKEE WI 53212-3958 |
Class Inst | 16.71% | N/A | |
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY A/C FBO CUSTOMERS ATTN MUTUAL FUND DEPT 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class Inst2 | 11.89% | N/A | |
COLUMBIA MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN 50807 AMERIPRISE FINANCIAL CTR MINNEAPOLIS MN 55474-0508 |
N/A | N/A | 37.71% (a) | |
COLUMBIA THERMOSTAT FUND
ATTN STEVEN SWINHART 225 FRANKLIN ST FL 25 BOSTON MA 02110-2888 |
Class Inst3 | 10.98% | N/A |
Statement of Additional Information – May 1, 2020 | 239 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3729 |
Class A | 10.28% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION AGGRESSIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 6.37% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE AGGRESSIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 23.10% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE CONSERVATIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 5.63% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 14.30% | N/A | |
JPMCB NA CUST FOR
COLUMBIA INCOME BUILDER FUND 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 34.35% | N/A | |
JPMCB NA CUST FOR SOUTH CAROLINA
529 PLAN COLUMBIA 529 70% EQUITY PORTFOLIO 4 CHASE METROTECH CTR 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst | 10.50% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF IT CUSTOMER 4800 DEER LAKE DR E JACKSONVILLE FL 32246-6484 |
Class A | 6.59% | N/A | |
Class Adv | 19.14% | |||
Class C | 8.44% | |||
Class Inst | 21.34% | |||
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class A | 5.80% | N/A | |
Class Adv | 7.68% | |||
Class Inst2 | 70.88% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 57.83% | N/A | |
Class C | 7.86% | |||
Class Inst2 | 14.00% | |||
RELIANCE TRUST COMPANY FBO
PO BOX 28004 ATLANTA GA 30358-0004 |
Class Adv | 11.61% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class A | 5.95% | N/A | |
MM Directional Alternative Strategies Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 98.39% | 100.00% |
Class Inst | 100.00% | |||
Multi-Asset Income Fund |
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY A/C FBO CUSTOMERS ATTN MUTUAL FUND DEPT 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class A | 10.74% | N/A |
Statement of Additional Information – May 1, 2020 | 240 |
Statement of Additional Information – May 1, 2020 | 241 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
UMB BANK NA
CUST IRA FBO JEFFREY L KNIGHT 15 SYLVAN LN WESTON MA 02493-1027 |
Class Inst | 7.79% | N/A | |
Small Cap Value Fund I |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 13.78% | N/A |
Class C | 22.39% | |||
Class Inst | 13.44% | |||
CAPITAL BANK & TRUST CO TRUSTEE FBO
C/O FASCORE LLC 8515 E ORCHARD RD # 2T2 GREENWOOD VLG CO 80111-5002 |
Class R | 41.14% | N/A | |
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY A/C FBO CUSTOMERS ATTN MUTUAL FUND DEPT 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class A | 6.64% | N/A | |
Class Inst2 | 22.30% | |||
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3729 |
Class Inst3 | 5.45% | N/A | |
JPMCB NA CUST FOR
COLUMBIA INCOME BUILDER FUND 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 49.23% | N/A | |
LINCOLN RETIREMENT SERVICES CO
FBO PO BOX 7876 FORT WAYNE IN 46801-7876 |
Class Inst | 5.85% | N/A | |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class C | 6.95% | N/A | |
MATRIX TRUST COMPANY CUST. FBO
717 17TH ST STE 1300 DENVER CO 80202-3304 |
Class R | 14.44% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF IT CUSTOMER 4800 DEER LAKE DR E JACKSONVILLE FL 32246-6484 |
Class A | 6.59% | N/A | |
Class Adv | 17.82% | |||
Class C | 10.68% | |||
Class Inst | 37.27% | |||
Class Inst3 | 22.21% | |||
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1965 |
Class C | 7.51% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class A | 8.64% | N/A | |
Class Adv | 23.66% | |||
Class Inst2 | 49.20% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 10.65% | N/A | |
Class C | 7.37% | |||
Class R | 7.10% | |||
PIMS/PRUDENTIAL RETIREMENT
AS NOMINEE FOR THE TTEE/CUST PL ELDORADO RESORTS, INC. 100 W LIBERTY ST STE 1150 RENO NV 89501-1960 |
Class Adv | 31.10% | N/A |
Statement of Additional Information – May 1, 2020 | 242 |
Statement of Additional Information – May 1, 2020 | 243 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
JPMCB NA CUST FOR SOUTH CAROLINA
529 PLAN COLUMBIA 529 70% EQUITY PORTFOLIO 4 CHASE METROTECH CTR 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst | 21.02% | N/A | |
LANCE HUMPHREY TRUSTEE FBO
C/O FASCORE LLC HUMPHREY COMPANY PROFIT SHARING 8515 E ORCHARD RD # 2T2 GREENWOOD VLG CO 80111-5002 |
Class R | 7.70% | N/A | |
MATRIX TRUST COMPANY CUST. FBO
717 17TH ST STE 1300 DENVER CO 80202-3304 |
Class R | 18.37% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF IT CUSTOMER 4800 DEER LAKE DR E JACKSONVILLE FL 32246-6484 |
Class C | 8.40% | N/A | |
Class Inst | 27.84% | |||
MID ATLANTIC TRUST COMPANY FBO
1251 WATERFRONT PL STE 525 PITTSBURGH PA 15222-4228 |
Class R | 8.25% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class Adv | 68.69% | N/A | |
Class Inst2 | 42.07% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 15.26% | N/A | |
Class C | 8.61% | |||
Class Inst2 | 13.16% | |||
Class R | 12.00% | |||
SHAWN NALLY TTEE FBO
C/O FASCORE LLC SHAWN R NALLY DDS PSP 8515 E ORCHARD RD # 2T2 GREENWOOD VLG CO 80111-5002 |
Class R | 5.81% | N/A | |
STATE STREET BANK AND TRUST AS
TRUSTEE AND/OR CUSTODIAN FBO ADP ACCESS PRODUCT 1 LINCOLN ST BOSTON MA 02111-2901 |
Class Adv | 5.48% | N/A | |
WELLS FARGO BANK FBO
1525 WEST WT HARRIS BLVD CHARLOTTE NC 28288-1076 |
Class Inst2 | 5.24% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 5.70% | N/A | |
U.S. Treasury Index Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 8.12% | N/A |
Class Inst | 5.37% | |||
COLUMBIA THERMOSTAT FUND
ATTN STEVEN SWINHART 225 FRANKLIN ST FL 25 BOSTON MA 02110-2888 |
Class Inst3 | 42.16% | N/A | |
FIIOC FBO
RETIREMENT PLAN 100 MAGELLAN WAY COVINGTON KY 41015-1987 |
Class A | 5.45% | N/A | |
COLUMBIA MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN 50807 AMERIPRISE FINANCIAL CTR MINNEAPOLIS MN 55474-0508 |
N/A | N/A | 59.66% (a) |
Statement of Additional Information – May 1, 2020 | 244 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
J P MORGAN SECURITIES LLC OMNIBUS
ACCOUNT FOR THE EXCLUSIVE BENEFIT OF CUSTOMERS 4 CHASE METROTECH CENTER 3RD FL MUTUAL FUND DEPARTMENT BROOKLYN NY 11245-0003 |
Class C | 8.38% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE AGGRESSIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 12.09% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE CONSERVATIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 14.41% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 18.28% | N/A | |
JPMCB NA CUST FOR COLUMBIA CAPITAL
ALLOCATION CONSERVATIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 7.53% | N/A | |
JPMCB NA CUST FOR SOUTH CAROLINA
529 PLAN COLUMBIA 529 70% EQUITY PORTFOLIO 4 CHASE METROTECH CTR 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst | 75.17% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF IT CUSTOMER 4800 DEER LAKE DR E JACKSONVILLE FL 32246-6484 |
Class A | 49.98% | N/A | |
Class Inst2 | 87.60% | |||
MID ATLANTIC TRUST COMPANY FBO
1251 WATERFRONT PL STE 525 PITTSBURGH PA 15222-4228 |
Class A | 6.33% | N/A | |
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class C | 53.51% | N/A | |
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 8.66% | N/A | |
STIFEL NICOLAUS & CO INC
EXCLUSIVE BENEFIT OF CUSTOMERS 501 N BROADWAY SAINT LOUIS MO 63102-2188 |
Class C | 7.48% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 6.96% | N/A |
Statement of Additional Information – May 1, 2020 | 245 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
Adaptive Risk Allocation Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 80.64% | 89.49% |
Class C | 63.96% | |||
Class Inst | 93.51% | |||
ASCENSUS TRUST COMPANY FBO
PO BOX 10758 FARGO ND 58106-0758 |
Class R | 21.02% | N/A | |
CAPINCO
C/O US BANK NA PO BOX 1787 MILWAUKEE WI 53201-1787 |
Class Adv | 14.45% | N/A | |
Class Inst3 | 99.98% | |||
CHARLES SCHWAB & CO INC
CUST A/C FOR THE EXCLUSIVE BENEFIT ATTENTION MUTUAL FUNDS 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class Adv | 11.63% | N/A | |
Class Inst2 | 36.42% | |||
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET NEW YORK NY 10281-1003 |
Class Adv | 25.36% | N/A | |
Class Inst2 | 25.14% | |||
NATIONWIDE TRUST COMPANY
C/O IPO PORTFOLIO ACCOUNTING PO BOX 182029 COLUMBUS OH 43218-2029 |
Class Inst2 | 6.35% | N/A | |
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 47.32% | N/A | |
Class Inst2 | 10.69% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class R | 49.92% | N/A | |
STATE STREET BANK AND TRUST AS
TRUSTEE AND/OR CUSTODIAN FBO ADP ACCESS PRODUCT 1 LINCOLN ST BOSTON MA 02111-2901 |
Class R | 9.84% | N/A | |
STIFEL NICOLAUS & CO INC
EXCLUSIVE BENEFIT OF CUSTOMERS 501 N BROADWAY SAINT LOUIS MO 63102-2188 |
Class C | 7.35% | N/A | |
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 21.34% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class R | 12.35% | N/A | |
Dividend Income Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 19.40% | N/A |
Class C | 16.44% | |||
Class Inst | 19.24% | |||
CHARLES SCHWAB & CO INC
CUST A/C FOR THE EXCLUSIVE BENEFIT ATTENTION MUTUAL FUNDS 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class A | 7.01% | N/A | |
Class Inst2 | 29.29% | |||
Class V | 7.21% |
Statement of Additional Information – May 1, 2020 | 246 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
DCGT AS TTEE AND /OR CUST
FBO PLIC VARIOUS RETIREMENT PLANS OMNIBUS ATTN NPIO TRADE DESK 711 HIGH ST DES MOINES IA 50392-0001 |
Class R | 5.31% | N/A | |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class Inst3 | 9.29% | N/A | |
EQUITABLE LIFE FOR SA
ON BEHALF OF VARIOUS 401K EXPEDITER PLANS 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104-0101 |
Class R | 48.41% | N/A | |
ING NATIONAL TRUST
ONE ORANGE WAY WINDSOR CT 06095-4773 |
Class R | 14.55% | N/A | |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class C | 5.10% | N/A | |
Class Inst | 9.06% | |||
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS 4800 DEER LAKE DR E JACKSONVILLE FL 32246-6484 |
Class A | 10.09% | N/A | |
Class C | 15.65% | |||
Class Inst | 10.44% | |||
Class Inst3 | 52.63% | |||
Class V | 16.29% | |||
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1965 |
Class C | 9.46% | N/A | |
Class Inst | 9.30% | |||
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET NEW YORK NY 10281-1003 |
Class A | 22.31% | N/A | |
Class Adv | 53.74% | |||
Class C | 7.23% | |||
Class Inst | 11.34% | |||
Class Inst2 | 36.51% | |||
Class Inst3 | 14.04% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 23.32% | N/A | |
Class C | 6.73% | |||
Class Inst2 | 9.40% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 9.56% | N/A | |
Class Inst | 15.15% | |||
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 8.22% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class C | 5.16% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 13.57% | N/A |
Statement of Additional Information – May 1, 2020 | 247 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
HY Municipal Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 29.97% | N/A |
Class C | 25.59% | |||
Class Inst | 10.15% | |||
CHARLES SCHWAB & CO INC
CUST A/C FOR THE EXCLUSIVE BENEFIT ATTENTION MUTUAL FUNDS 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class Inst2 | 25.04% | N/A | |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class A | 5.96% | N/A | |
Class Inst3 | 88.20% | |||
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class Adv | 8.16% | N/A | |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS 4800 DEER LAKE DR E JACKSONVILLE FL 32246-6484 |
Class A | 9.69% | 35.37% | |
Class C | 7.68% | |||
Class Inst | 47.60% | |||
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1965 |
Class A | 12.99% | N/A | |
Class C | 12.40% | |||
Class Inst | 10.06% | |||
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET NEW YORK NY 10281-1003 |
Class Adv | 36.04% | N/A | |
Class Inst2 | 15.01% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 52.02% | N/A | |
Class Inst2 | 40.30% | |||
Class Inst3 | 9.46% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class A | 8.17% | N/A | |
Class C | 16.21% | |||
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 19.56% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class A | 6.65% | N/A | |
Class C | 5.69% | |||
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class A | 8.78% | N/A | |
Class C | 17.92% | |||
Multi Strategy Alternatives Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 97.93% | 96.45% |
Class C | 82.57% | |||
Class Inst | 99.44% | |||
CHARLES SCHWAB & CO INC
CUST A/C FOR THE EXCLUSIVE BENEFIT ATTENTION MUTUAL FUNDS 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class Inst2 | 73.34% | N/A |
Statement of Additional Information – May 1, 2020 | 248 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
COLUMBIA MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN 50807 AMERIPRISE FINANCIAL CTR MINNEAPOLIS MN 55474-0508 |
Class Adv | 6.24% | N/A(a) | |
Class R | 100.00% | |||
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION AGGRESSIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 19.99% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION CONSERVATIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 19.99% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE AGGRESSIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 19.99% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE CONSERVATIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 19.99% | N/A | |
JPMCB NA CUST FOR COLUMBIA CAPITAL
ALLOCATION MODERATE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 19.99% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET NEW YORK NY 10281-1003 |
Class C | 13.88% | N/A | |
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 79.02% | N/A | |
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 22.65% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class Adv | 6.32% | N/A |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
Large Cap Growth Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 62.05% | 38.09% |
Class C | 36.78% | |||
Class Inst | 13.18% | |||
ASCENSUS TRUST COMPANY FBO
PO BOX 10758 FARGO ND 58106-0758 |
Class R | 20.93% | N/A | |
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCT FBO CUSTOMERS ATTENTION MUTUAL FUND 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class C | 16.95% | N/A | |
Class Inst | 8.59% | |||
Class Inst2 | 39.15% |
Statement of Additional Information – May 1, 2020 | 249 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
FIIOC FBO
100 MAGELLAN WAY # KW1C COVINGTON KY 41015-1987 |
Class Inst2 | 6.88% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION AGGRESSIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 5.53% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE AGGRESSIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 15.11% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 5.61% | N/A | |
JPMCB NA CUST FOR
COLUMBIA GLOBAL STRATEGIC EQUITY PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 5.89% | N/A | |
KAREN SORCI & MARIO SORCI TTEES FBO
C/O FASCORE LLC ANESTHESIA EQUIPMENT SUPPLY INC 8515 E ORCHARD RD # 2T2 GREENWOOD VLG CO 80111-5002 |
Class Inst2 | 6.76% | N/A | |
MATRIX TRUST COMPANY CUST FBO
717 17TH ST STE 1300 DENVER CO 80202-3304 |
Class R | 8.35% | N/A | |
MID ATLANTIC TRUST COMPANY FBO
1251 WATERFRONT PL STE 525 PITTSBURGH PA 15222-4228 |
Class R | 5.69% | N/A | |
MLP FENNER & SMITH INC
FBO SOLE BENEFIT OF ITS CUSTOMERS 4800 DEER LAKE DR EAST JACKSONVILLE FL 32246-6484 |
Class Adv | 18.28% | N/A | |
Class C | 6.38% | |||
Class Inst3 | 49.79% | |||
Class R | 49.79% | |||
Class V | 24.20% | |||
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class Adv | 41.00% | N/A | |
Class Inst2 | 21.89% | |||
PAI TRUST COMPANY, INC.
1300 ENTERPRISE DR DE PERE WI 54115-4934 |
Class R | 5.38% | N/A | |
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 28.96% | N/A | |
Class Inst2 | 7.33% | |||
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 11.48% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class C | 10.08% | N/A |
Statement of Additional Information – May 1, 2020 | 250 |
Statement of Additional Information – May 1, 2020 | 251 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCT FBO CUSTOMERS ATTENTION MUTUAL FUND 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class Inst2 | 9.92% | N/A | |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class A | 13.56% | N/A | |
Class Inst3 | 86.91% | |||
MLP FENNER & SMITH INC
FBO SOLE BENEFIT OF ITS CUSTOMERS 4800 DEER LAKE DR EAST JACKSONVILLE FL 32246-6484 |
Class C | 8.54% | N/A | |
Class Inst | 42.64% | |||
MORI & CO
922 WALNUT ST MAILSTOP KANSAS CITY MO 64106-1802 |
Class Inst3 | 7.08% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class Adv | 51.26% | N/A | |
Class Inst2 | 9.05% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 46.20% | N/A | |
Class Inst2 | 69.67% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 7.45% | N/A | |
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 10.46% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 5.80% | N/A | |
U.S. Social Bond Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 17.63% | N/A |
Class C | 24.93% | |||
Class Inst | 35.68% | |||
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCT FBO CUSTOMERS ATTENTION MUTUAL FUND 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class Inst2 | 14.51% | N/A | |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class A | 5.75% | N/A | |
Class C | 12.83% | |||
Class Inst3 | 99.74% | |||
MLP FENNER & SMITH INC
FBO SOLE BENEFIT OF ITS CUSTOMERS 4800 DEER LAKE DR EAST JACKSONVILLE FL 32246-6484 |
Class A | 17.66% | N/A | |
Class C | 15.82% | |||
Class Inst | 24.03% | |||
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1965 |
Class A | 24.51% | N/A | |
Class C | 10.28% | |||
Class Inst | 8.78% |
Statement of Additional Information – May 1, 2020 | 252 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class Adv | 54.93% | N/A | |
Class Inst2 | 73.42% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 44.14% | N/A | |
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 8.91% | N/A | |
Class Inst | 5.96% | |||
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 8.66% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class A | 19.33% | N/A | |
Class C | 9.30% | |||
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 9.44% | N/A | |
Class Inst | 18.02% | |||
Ultra Short Term Bond Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 99.18% | 25.66% |
Class Inst | 88.17% | |||
COLUMBIA MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN 50807 AMERIPRISE FINANCIAL CTR MINNEAPOLIS MN 55474-0508 |
Class Adv | 38.25% | 29.49% (a) | |
JPMCB NA CUST FOR SOUTH CAROLINA
529 PLAN COLUMBIA 529 70% EQUITY PORTFOLIO 4 CHASE METROTECH CTR 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 40.36% | N/A | |
MLP FENNER & SMITH INC
FBO SOLE BENEFIT OF ITS CUSTOMERS 4800 DEER LAKE DR EAST JACKSONVILLE FL 32246-6484 |
Class Inst3 | 59.47% | 43.45% | |
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 61.75% | N/A | |
RBC CAPITAL MARKETS, LLC
MUTUAL FUND OMNIBUS PROCESSING OMNIBUS ATTN MUTUAL FUND OPS MANAGER 510 MARQUETTE AVE S MINNEAPOLIS MN 55402-1110 |
Class Inst | 10.54% | N/A |
Statement of Additional Information – May 1, 2020 | 253 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
ASCENSUS TRUST COMPANY FBO
PO BOX 10758 FARGO ND 58106-0758 |
Class Inst3 | 7.32% | N/A | |
Class R | 5.81% | |||
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCOUNT FOR THE EXCLUSIVE BENEFIT OF CUSTOMERS ATTN: MUTUAL FUNDS 101 MONTGOMERY STREET SAN FRANCISCO CA 94104-4151 |
Class Adv | 6.25% | N/A | |
Class Inst2 | 18.37% | |||
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class Inst3 | 19.38% | N/A | |
FIIOC FBO
100 MAGELLAN WAY # KW1C COVINGTON KY 41015-1987 |
Class R | 6.53% | N/A | |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class Inst | 7.49% | N/A | |
MATRIX TRUST COMPANY AS AGENT
35 IRON POINT CIR STE 300 FOLSOM CA 95630-8589 |
Class Inst3 | 7.28% | N/A | |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class C | 5.88% | N/A | |
Class Inst | 15.79% | |||
Class Inst3 | 11.47% | |||
Class R | 10.62% | |||
MID ATLANTIC TRUST COMPANY FBO
1251 WATERFRONT PL STE 525 PITTSBURGH PA 15222-4228 |
Class Inst3 | 11.44% | N/A | |
Class R | 8.26% | |||
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1901 |
Class C | 6.42% | N/A | |
Class Inst | 6.58% | |||
NATIONAL FINANCIAL SERVICES LLC
FBO CUSTOMERS MUTUAL FUNDS 499 WASHINGTON BLVD JERSEY CITY NJ 07310-1995 |
Class Adv | 11.83% | N/A | |
Class Adv | 35.21% | |||
Class Inst2 | 22.32% | |||
Class Inst3 | 8.22% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 45.91% | N/A | |
Class C | 5.30% | |||
Class Inst2 | 13.47% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 6.26% | N/A | |
Class Inst | 9.48% | |||
RELIANCE TRUST COMPANY FBO
MASSMUTUAL REGISTERED PRODUCT PO BOX 28004 ATLANTA GA 30358-0004 |
Class Inst3 | 10.38% | N/A | |
STATE STREET BANK
FBO ADP ACCESS PRODUCT 1 LINCOLN ST BOSTON MA 02111-2901 |
Class Inst3 | 7.11% | N/A | |
Class R | 51.57% | |||
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 10.08% | N/A |
Statement of Additional Information – May 1, 2020 | 254 |
Statement of Additional Information – May 1, 2020 | 255 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
NATIONWIDE TRUST COMPANY/FSB
C/O IPO PORTFOLIO ACCOUNTING PO BOX 182029 COLUMBUS OH 43218-2029 |
Class Inst2 | 20.96% | N/A | |
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 20.50% | N/A | |
Class C | 8.75% | |||
PIMS/PRUDENTIAL RETIREMENT
AS NOMINEE FOR THE TTEE/CUST 3280 VIRGINIA BEACH BLVD VIRGINIA BCH VA 23452-5724 |
Class Adv | 5.27% | N/A | |
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 5.42% | N/A | |
Class Inst | 6.39% | |||
SAMMONS FINANCIAL NETWORK LLC
4546 CORPORATE DR STE 100 WEST DES MOINES IA 50266-5911 |
Class R | 51.41% | N/A | |
STANDARD INSURANCE COMPANY
1100 SW 6TH AVE ATTN: SEP ACCT PORTLAND OR 97204-1093 |
Class Adv | 6.57% | N/A | |
STIFEL NICOLAUS & CO INC
EXCLUSIVE BENEFIT OF CUSTOMERS 501 N BROADWAY SAINT LOUIS MO 63102-2188 |
Class C | 6.69% | N/A | |
Class Inst | 7.83% | |||
TIAA FSB CUST/TTEE FBO
RETIREMENT PLANS FOR WHICH TIAA ACTS AS RECORDKEEPER ATTN TRUST OPERATIONS 211 N BROADWAY STE 1000 SAINT LOUIS MO 63102-2748 |
Class Inst3 | 9.71% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 11.17% | N/A | |
Disciplined Small Core Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE MINNEAPOLIS MN 55402-2405 |
Class Adv | 22.14% | N/A |
Class C | 20.56% | |||
Class Inst | 20.02% | |||
ASCENSUS TRUST COMPANY FBO
PO BOX 10758 FARGO ND 58106-0758 |
Class Adv | 30.31% | N/A | |
Class Inst2 | 24.03% | |||
Class Inst3 | 36.08% | |||
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCOUNT FOR THE EXCLUSIVE BENEFIT OF CUSTOMERS ATTN: MUTUAL FUNDS 101 MONTGOMERY STREET SAN FRANCISCO CA 94104-4151 |
Class Inst | 11.67% | N/A | |
DCGT AS TTEE AND/OR CUST
FBO PLIC VARIOUS RETIREMENT PLANS OMNIBUS ATTN NPIO TRADE DESK 711 HIGH ST DES MOINES IA 50392-0001 |
Class Adv | 40.94% | N/A | |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class Inst3 | 49.48% | N/A |
Statement of Additional Information – May 1, 2020 | 256 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class C | 16.84% | N/A | |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class Adv | 10.89% | N/A | |
Class C | 18.99% | |||
Class Inst | 6.15% | |||
Class V | 26.13% | |||
NATIONAL FINANCIAL SERVICES LLC
FBO CUSTOMERS MUTUAL FUNDS 499 WASHINGTON BLVD JERSEY CITY NJ 07310-1995 |
Class Adv | 13.25% | N/A | |
Class Adv | 17.04% | |||
Class Inst | 11.65% | |||
Class Inst2 | 21.61% | |||
Class Inst3 | 10.52% | |||
Class V | 5.24% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 8.29% | N/A | |
Class Adv | 8.42% | |||
Class Inst2 | 25.50% | |||
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 24.65% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class Inst | 8.28% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class Adv | 6.26% | N/A | |
Class C | 17.10% | |||
Emerging Markets Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE MINNEAPOLIS MN 55402-2405 |
Class Adv | 66.88% | N/A |
Class C | 59.81% | |||
Class Inst | 19.27% | |||
ASCENSUS TRUST COMPANY FBO
PO BOX 10758 FARGO ND 58106-0758 |
Class C | 6.04% | N/A | |
Class R | 6.03% | |||
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCOUNT FOR THE EXCLUSIVE BENEFIT OF CUSTOMERS ATTN: MUTUAL FUNDS 101 MONTGOMERY STREET SAN FRANCISCO CA 94104-4151 |
Class Inst | 14.72% | N/A | |
Class Inst2 | 37.66% | |||
COMERICA BANK FBO CALHOUN
PO BOX 75000 MSC 3446 DETROIT MI 48275-0001 |
Class Inst | 24.69% | N/A | |
FIIOC FBO
100 MAGELLAN WAY # KW1C COVINGTON KY 41015-1987 |
Class R | 8.49% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION AGGRESSIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 7.06% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE AGGRESSIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 13.58% | N/A |
Statement of Additional Information – May 1, 2020 | 257 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 5.65% | N/A | |
JPMCB NA CUST FOR
COLUMBIA GLOBAL STRATEGIC EQUITY PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 7.83% | N/A | |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class Inst | 6.42% | N/A | |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class Adv | 39.67% | 26.47% | |
Class Inst | 11.92% | |||
Class Inst3 | 49.59% | |||
Class R | 49.64% | |||
MID ATLANTIC TRUST COMPANY FBO
1251 WATERFRONT PL STE 525 PITTSBURGH PA 15222-4228 |
Class R | 7.49% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FBO CUSTOMERS MUTUAL FUNDS 499 WASHINGTON BLVD JERSEY CITY NJ 07310-1995 |
Class Adv | 36.12% | N/A | |
Class Inst2 | 42.79% | |||
Class Inst3 | 7.30% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 13.03% | N/A | |
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 7.73% | N/A | |
STATE STREET BANK
FBO ADP ACCESS PRODUCT 1 LINCOLN ST BOSTON MA 02111-2901 |
Class R | 7.40% | N/A | |
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 7.84% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class Inst | 7.22% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 5.51% | N/A | |
Global Dividend Opportunity Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE MINNEAPOLIS MN 55402-2405 |
Class Adv | 5.20% | N/A |
Class C | 7.74% | |||
ASCENSUS TRUST COMPANY FBO
PO BOX 10758 FARGO ND 58106-0758 |
Class R | 5.57% | N/A |
Statement of Additional Information – May 1, 2020 | 258 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCOUNT FOR THE EXCLUSIVE BENEFIT OF CUSTOMERS ATTN: MUTUAL FUNDS 101 MONTGOMERY STREET SAN FRANCISCO CA 94104-4151 |
Class Adv | 8.34% | N/A | |
Class C | 5.77% | |||
Class Inst | 5.90% | |||
FIIOC FBO
100 MAGELLAN WAY # KW1C COVINGTON KY 41015-1987 |
Class Adv | 69.00% | N/A | |
Class R | 32.47% | |||
JPMCB NA CUST FOR
COLUMBIA GLOBAL STRATEGIC EQUITY PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 38.34% | N/A | |
JPMCB NA CUST FOR
COLUMBIA INCOME BUILDER FUND 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 60.36% | N/A | |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class C | 11.06% | N/A | |
MATRIX TRUST COMPANY CUST FBO
717 17TH ST STE 1300 DENVER CO 80202-3304 |
Class R | 29.96% | N/A | |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class Adv | 7.18% | N/A | |
MID ATLANTIC TRUST COMPANY FBO
1251 WATERFRONT PL STE 525 PITTSBURGH PA 15222-4228 |
Class R | 32.00% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FBO CUSTOMERS MUTUAL FUNDS 499 WASHINGTON BLVD JERSEY CITY NJ 07310-1995 |
Class Adv | 8.22% | N/A | |
Class Adv | 10.29% | |||
Class Inst2 | 17.38% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 5.65% | N/A | |
Class Adv | 6.50% | |||
Class C | 11.41% | |||
Class Inst2 | 54.97% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 9.41% | N/A | |
STATE STREET BANK
FBO ADP ACCESS PRODUCT 1 LINCOLN ST BOSTON MA 02111-2901 |
Class Adv | 13.99% | N/A | |
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 27.50% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class C | 8.07% | N/A |
Statement of Additional Information – May 1, 2020 | 259 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class Adv | 5.25% | N/A | |
Global Energy and Natural Resources Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE MINNEAPOLIS MN 55402-2405 |
Class Adv | 60.00% | N/A |
Class C | 35.00% | |||
Class Inst | 7.62% | |||
ASCENSUS TRUST COMPANY FBO
PO BOX 10758 FARGO ND 58106-0758 |
Class Inst2 | 16.78% | N/A | |
Class Inst3 | 5.83% | |||
Class R | 5.21% | |||
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCOUNT FOR THE EXCLUSIVE BENEFIT OF CUSTOMERS ATTN: MUTUAL FUNDS 101 MONTGOMERY STREET SAN FRANCISCO CA 94104-4151 |
Class Inst | 29.18% | N/A | |
Class Inst2 | 13.67% | |||
HARTFORD LIFE INS. CO.
SEPARATE ACCOUNT ATTN UIT OPERATIONS PO BOX 2999 HARTFORD CT 06104-2999 |
Class R | 14.10% | N/A | |
JOHN HANCOCK LIFE INS CO USA
601 CONGRESS ST ST4 TRADING OPS BOSTON MA 02210-2805 |
Class Inst2 | 7.13% | N/A | |
JPMCB NA CUST FOR
COLUMBIA GLOBAL STRATEGIC EQUITY PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 77.13% | N/A | |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class C | 6.78% | N/A | |
Class Inst | 8.00% | |||
MASSACHUSETTS MUTUAL LIFE INS CO
1295 STATE ST SPRINGFIELD MA 01111-0001 |
Class Inst3 | 9.74% | N/A | |
Class R | 28.26% | |||
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class Adv | 8.82% | N/A | |
Class C | 10.73% | |||
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1901 |
Class C | 7.22% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FBO CUSTOMERS MUTUAL FUNDS 499 WASHINGTON BLVD JERSEY CITY NJ 07310-1995 |
Class Inst | 14.25% | N/A | |
Class Inst2 | 37.19% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 85.90% | N/A | |
Class C | 9.60% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 6.74% | N/A |
Statement of Additional Information – May 1, 2020 | 260 |
Statement of Additional Information – May 1, 2020 | 261 |
Statement of Additional Information – May 1, 2020 | 262 |
Statement of Additional Information – May 1, 2020 | 263 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
DCGT AS TTEE AND/OR CUST
FBO PLIC VARIOUS RETIREMENT PLANS OMNIBUS ATTN NPIO TRADE DESK 711 HIGH ST DES MOINES IA 50392-0001 |
Class R | 6.48% | N/A | |
FIIOC FBO
100 MAGELLAN WAY # KW1C COVINGTON KY 41015-1987 |
Class Inst2 | 5.20% | N/A | |
GREAT-WEST TRUST COMPANY LLC TTEE F
EMPLOYEE BENEFITS CLIENTS 401K 8515 E ORCHARD RD # 2T2 GREENWOOD VLG CO 80111-5002 |
Class Adv | 5.85% | N/A | |
Class Inst2 | 8.49% | |||
MATRIX TRUST COMPANY CUST FBO
717 17TH ST STE 1300 DENVER CO 80202-3304 |
Class Adv | 8.42% | N/A | |
Class Inst2 | 6.57% | |||
Class R | 10.69% | |||
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class Adv | 37.20% | N/A | |
Class Inst3 | 74.66% | |||
Class R | 39.26% | |||
Class V | 12.44% | |||
MID ATLANTIC TRUST COMPANY FBO
1251 WATERFRONT PL STE 525 PITTSBURGH PA 15222-4228 |
Class R | 6.50% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FBO CUSTOMERS MUTUAL FUNDS 499 WASHINGTON BLVD JERSEY CITY NJ 07310-1995 |
Class Adv | 10.68% | N/A | |
Class Inst | 13.41% | |||
Class Inst2 | 34.94% | |||
Class Inst3 | 14.37% | |||
Class V | 7.47% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 27.27% | N/A | |
Class C | 5.31% | |||
RELIANCE TRUST COMPANY FBO
MASSMUTUAL REGISTERED PRODUCT PO BOX 28004 ATLANTA GA 30358-0004 |
Class Inst2 | 9.02% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 10.84% | N/A | |
MM Alternative Strategies Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE MINNEAPOLIS MN 55402-2405 |
Class Adv | 99.78% | 100.00% |
Class Inst | 100.00% | |||
MM International Equity Strategies Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE MINNEAPOLIS MN 55402-2405 |
Class Inst | 100.00% | 100.00% |
MM Small Cap Equity Strategies Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE MINNEAPOLIS MN 55402-2405 |
Class Adv | 99.90% | 100.00% |
Class Inst | 100.00% | |||
MM Total Return Bond Strategies Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE MINNEAPOLIS MN 55402-2405 |
Class Adv | 99.90% | 100.00% |
Class Inst | 100.00% | |||
Small Cap Growth Fund I |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE MINNEAPOLIS MN 55402-2405 |
Class Adv | 23.57% | N/A |
Class C | 25.56% | |||
Class Inst | 11.95% | |||
ASCENSUS TRUST COMPANY FBO
PO BOX 10758 FARGO ND 58106-0758 |
Class R | 6.38% | N/A |
Statement of Additional Information – May 1, 2020 | 264 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
BAND & CO C/O US BANK NA
1555 N RIVERCENTER DRIVE STE 302 PO BOX 1787 MILWAUKEE WI 53212-3958 |
Class Inst | 9.85% | N/A | |
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCOUNT FOR THE EXCLUSIVE BENEFIT OF CUSTOMERS ATTN: MUTUAL FUNDS 101 MONTGOMERY STREET SAN FRANCISCO CA 94104-4151 |
Class Inst | 8.05% | N/A | |
DCGT AS TTEE AND/OR CUST
FBO PLIC VARIOUS RETIREMENT PLANS OMNIBUS ATTN NPIO TRADE DESK 711 HIGH ST DES MOINES IA 50392-0001 |
Class R | 7.49% | N/A | |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class Inst3 | 6.00% | N/A | |
FPS TRUST COMPANY
9200 E MINERAL AVE STE 225 CENTENNIAL CO 80112-3592 |
Class R | 15.79% | N/A | |
JPMCB NA CUST FOR
COLUMBIA CAPITAL ALLOCATION MODERATE AGGRESSIVE PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 12.57% | N/A | |
JPMCB NA CUST FOR
COLUMBIA GLOBAL STRATEGIC EQUITY PORTFOLIO 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 30.62% | N/A | |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class Inst | 8.26% | N/A | |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class Adv | 11.29% | N/A | |
Class C | 7.66% | |||
NATIONAL FINANCIAL SERVICES LLC
FBO CUSTOMERS MUTUAL FUNDS 499 WASHINGTON BLVD JERSEY CITY NJ 07310-1995 |
Class Adv | 7.66% | N/A | |
Class Adv | 51.92% | |||
Class Inst2 | 19.79% | |||
Class Inst3 | 11.89% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 40.85% | N/A | |
Class C | 6.11% | |||
Class Inst2 | 13.53% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 7.53% | N/A | |
RELIANCE TRUST COMPANY FBO
MASSMUTUAL REGISTERED PRODUCT PO BOX 28004 ATLANTA GA 30358-0004 |
Class R | 41.74% | N/A |
Statement of Additional Information – May 1, 2020 | 265 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
STATE STREET BANK
FBO ADP ACCESS PRODUCT 1 LINCOLN ST BOSTON MA 02111-2901 |
Class R | 6.51% | N/A | |
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 9.92% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class C | 5.61% | N/A | |
VANGUARD FDUCIARY TRUST CO
PO BOX 2600 ATTN: OUTSIDE FUNDS VALLEY FORGE PA 19482-2600 |
Class Inst2 | 52.95% | N/A | |
Class Inst3 | 18.48% | |||
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 23.33% | N/A | |
Class Inst | 6.92% | |||
Strategic Income Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE MINNEAPOLIS MN 55402-2405 |
Class Adv | 48.04% | 28.25% |
Class C | 32.19% | |||
Class Inst | 28.50% | |||
ASCENSUS TRUST COMPANY FBO
PO BOX 10758 FARGO ND 58106-0758 |
Class R | 13.01% | N/A | |
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCOUNT FOR THE EXCLUSIVE BENEFIT OF CUSTOMERS ATTN: MUTUAL FUNDS 101 MONTGOMERY STREET SAN FRANCISCO CA 94104-4151 |
Class Adv | 7.87% | N/A | |
Class Inst2 | 33.75% | |||
DCGT AS TTEE AND/OR CUST
FBO PLIC VARIOUS RETIREMENT PLANS OMNIBUS ATTN NPIO TRADE DESK 711 HIGH ST DES MOINES IA 50392-0001 |
Class R | 10.94% | N/A | |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class Inst3 | 32.31% | N/A | |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class Inst | 8.62% | N/A | |
MATRIX TRUST COMPANY CUST FBO
717 17TH ST STE 1300 DENVER CO 80202-3304 |
Class R | 8.92% | N/A | |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class Adv | 5.27% | N/A | |
Class C | 8.29% | |||
Class Inst | 16.15% | |||
Class Inst3 | 31.54% | |||
Class R | 11.70% | |||
MID ATLANTIC TRUST COMPANY FBO
1251 WATERFRONT PL STE 525 PITTSBURGH PA 15222-4228 |
Class Inst3 | 11.03% | N/A | |
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1901 |
Class C | 11.76% | N/A | |
Class Inst | 13.01% |
Statement of Additional Information – May 1, 2020 | 266 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
NATIONAL FINANCIAL SERVICES LLC
FBO CUSTOMERS MUTUAL FUNDS 499 WASHINGTON BLVD JERSEY CITY NJ 07310-1995 |
Class Adv | 5.84% | N/A | |
Class Adv | 27.36% | |||
Class Inst2 | 34.06% | |||
Class Inst3 | 5.87% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 66.49% | N/A | |
Class Inst2 | 18.45% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS HOUSE ACCT FIRM ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class C | 7.04% | N/A | |
Class Inst | 6.94% | |||
STATE STREET BANK
FBO ADP ACCESS PRODUCT 1 LINCOLN ST BOSTON MA 02111-2901 |
Class R | 12.99% | N/A | |
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 7.69% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class C | 6.08% | N/A | |
Class Inst | 10.16% | |||
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 15.40% | N/A | |
Class Inst | 8.90% |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
CT Intermediate Municipal Bond Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 16.12% | N/A |
Class C | 28.87% | |||
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY ACCT FBO CUSTOMERS ATTENTION MUTUAL FUND 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class A | 6.39% | N/A | |
COLUMBIA MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN 50807 AMERIPRISE FINANCIAL CTR MINNEAPOLIS MN 55474-0508 |
Class Inst3 | 6.33% | N/A(a) | |
JOHN J BOWLER TOD
26 CENTER HILL RD PLEASANT VALLEY CT 06063-4100 |
Class C | 5.28% | N/A | |
KELLY F SHACKELFORD
PO BOX 672 NEW CANAAN CT 06840-0672 |
Class V | 17.92% | N/A | |
LPL FINANCIAL
FBO CUSTOMER ACCOUNTS 9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class C | 18.45% | N/A |
Statement of Additional Information – May 1, 2020 | 267 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS 4800 DEER LAKE DR E JACKSONVILLE FL 32246-6484 |
Class V | 14.70% | 74.03% | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTN FUND ADMINISTRATION 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class A | 31.03% | 74.03% | |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DRIVE EAST 3RD FLOOR JACKSONVILLE FL 32246-6484 |
Class Inst | 87.12% | 74.03% | |
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1901 |
Class C | 8.17% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class A | 9.27% | N/A | |
Class Adv | 67.68% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 31.09% | N/A | |
Class Inst3 | 93.67% | |||
Class V | 5.57% | |||
ROBERT MARONA &
MARIANN MARONA JT WROS 34 GREAT HILL DR BETHEL CT 06801-1880 |
Class C | 6.24% | N/A | |
THOMAS L DERIENZO
682 BUCKS HILL RD SOUTHBURY CT 06488-1951 |
Class A | 7.94% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST UBSFSI 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class C | 8.68% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class A | 11.88% | N/A | |
Class C | 19.17% | |||
Intermediate Municipal Bond Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 48.44% | N/A |
Class C | 27.65% | |||
CHARLES SCHWAB & CO INC
ATTN MUTUAL FUNDS 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class V | 5.89% | N/A | |
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY A/C FBO CUSTOMERS ATTN MUTUAL FUND DEPT 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class Inst2 | 37.40% | N/A | |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class A | 6.01% | N/A | |
Class Inst3 | 58.88% |
Statement of Additional Information – May 1, 2020 | 268 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
J P MORGAN SECURITIES LLC OMNIBUS
ACCOUNT FOR THE EXCLUSIVE BENEFIT OF CUSTOMERS 4 CHASE METROTECH CENTER 3RD FL MUTUAL FUND DEPARTMENT BROOKLYN NY 11245-0003 |
Class Inst3 | 8.05% | N/A | |
JOHN J ALMEIDA TR
JOHN J ALMEIDA REVOCABLE TRUST U/A DATED MAY 15 1997 27 TOPMAST CT JAMESTOWN RI 02835-2227 |
Class V | 9.67% | N/A | |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS 4800 DEER LAKE DR E JACKSONVILLE FL 32246-6484 |
Class V | 11.57% | 66.38% | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF ITS CUSTOMERS 4800 DEER LAKE DR E FL 2 JACKSONVILLE FL 32246-6484 |
Class A | 11.53% | 66.38% | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF ITS CUSTOMERS 4800 DEER LAKE DR E FL 2 JACKSONVILLE FL 32246-6484 |
Class C | 17.16% | 66.38% | |
MERRILL LYNCH PIERCE FENNER & SMITH
N/O RICHARD R ANTONELLI ATTN STOCK POWERS 400 ATRIUM DR SOMERSET NJ 08873-4162 |
Class V | 5.08% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF ITS CUSTOMERS 4800 DEER LAKE DR E FL 2 JACKSONVILLE FL 32246-6484 |
Class Inst | 80.58% | 66.38% | |
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1901 |
Class A | 5.95% | N/A | |
Class C | 11.45% | |||
MORI & CO
922 WALNUT ST MAILSTOP TBTS 2 KANSAS CITY MO 64106-1802 |
Class Inst3 | 23.58% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class Adv | 60.39% | N/A | |
Class C | 5.79% | |||
Class Inst2 | 52.72% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 31.82% | N/A | |
Class C | 5.45% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class A | 5.81% | N/A | |
SEI PRIVATE TRUST COMPANY
C/O FIRST HORIZON ATTN MUTUAL FUND ADMIN 1 FREEDOM VALLEY DR OAKS PA 19456-9989 |
Class Inst3 | 5.75% | N/A |
Statement of Additional Information – May 1, 2020 | 269 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 6.30% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST UBSFSI 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class C | 5.17% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class A | 5.36% | N/A | |
Class C | 14.68% | |||
MA Intermediate Municipal Bond Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 9.54% | N/A |
Class C | 60.99% | |||
COLUMBIA MGMT INVESTMENT ADVSR LLC
ATTN KATRINA MACBAIN 50807 AMERIPRISE FINANCIAL CTR MINNEAPOLIS MN 55474-0508 |
Class Inst3 | 6.85% | N/A(a) | |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class Inst3 | 93.15% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTN FUND ADMINISTRATION 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class A | 6.03% | 76.11% | |
Class C | 10.88% | |||
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DRIVE EAST 3RD FLOOR JACKSONVILLE FL 32246-6484 |
Class Inst | 91.53% | 76.11% | |
Class V | 35.92% | |||
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class A | 12.36% | N/A | |
Class Adv | 68.09% | |||
Class V | 6.41% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 31.60% | N/A | |
Class Inst2 | 89.27% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class A | 48.75% | N/A | |
Class C | 21.30% | |||
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 8.37% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class A | 11.37% | N/A | |
NY Intermediate Municipal Bond Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 31.89% | N/A |
Class C | 9.22% |
Statement of Additional Information – May 1, 2020 | 270 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class Inst3 | 66.02% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTN FUND ADMINISTRATION 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class A | 19.45% | 70.88% | |
Class C | 31.71% | |||
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DRIVE EAST 3RD FLOOR JACKSONVILLE FL 32246-6484 |
Class Inst | 81.78% | 70.88% | |
Class V | 22.95% | |||
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1901 |
Class A | 12.06% | N/A | |
Class C | 15.32% | |||
MORI & CO
922 WALNUT ST MAILSTOP TBTS 2 KANSAS CITY MO 64106-1802 |
Class Inst3 | 25.84% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class A | 10.54% | N/A | |
Class Adv | 54.55% | |||
Class Inst2 | 95.75% | |||
PAUL E HOWARD &
JUDITH A HOWARD JTWROS PO BOX 649 SCHOHARIE NY 12157-0649 |
Class V | 6.25% | N/A | |
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class A | 6.78% | N/A | |
Class Adv | 44.97% | |||
Class C | 8.60% | |||
Class Inst3 | 6.64% | |||
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 11.71% | N/A | |
Strategic CA Municipal Income Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 29.90% | 29.98% |
Class C | 25.74% | |||
Class Inst | 33.36% | |||
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY A/C FBO CUSTOMERS ATTENTION MUTUAL FUNDS 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class Inst2 | 85.01% | N/A | |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class Inst3 | 98.90% | N/A | |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class Inst | 10.86% | N/A |
Statement of Additional Information – May 1, 2020 | 271 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTN FUND ADMINISTRATION 4800 DEER LAKE DR E FL 2 JACKSONVILLE FL 32246-6484 |
Class A | 13.39% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTN FUND ADMINISTRATION 4800 DEER LAKE DR E FL 2 JACKSONVILLE FL 32246-6484 |
Class C | 29.82% | N/A | |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DRIVE EAST 3RD FLOOR JACKSONVILLE FL 32246-6484 |
Class Inst | 34.76% | N/A | |
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1901 |
Class A | 6.53% | N/A | |
Class Inst | 6.66% | |||
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class Adv | 80.44% | N/A | |
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 19.41% | N/A | |
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 13.76% | N/A | |
UBS WM USA
SPEC CDY A/C EXCL BEN CUST UBSFSI 1000 HARBOR BLVD WEEHAWKEN NJ 07086-6761 |
Class A | 5.92% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class A | 8.29% | N/A | |
Class C | 18.35% | |||
Strategic NY Municipal Income Fund |
AMERICAN ENTERPRISE INVESTMENT SVC
707 2ND AVE S MINNEAPOLIS MN 55402-2405 |
Class A | 24.61% | N/A |
Class C | 15.07% | |||
Class Inst | 32.20% | |||
CHARLES SCHWAB & CO INC
SPECIAL CUSTODY A/C FBO CUSTOMERS ATTN MUTUAL FUND DEPT 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class Inst2 | 91.73% | N/A | |
EDWARD D JONES & CO
FOR THE BENEFIT OF CUSTOMERS 12555 MANCHESTER RD SAINT LOUIS MO 63131-3710 |
Class Inst3 | 31.56% | N/A | |
J P MORGAN SECURITIES LLC OMNIBUS
ACCOUNT FOR THE EXCLUSIVE BENEFIT OF CUSTOMERS 4 CHASE METROTECH CENTER 3RD FL MUTUAL FUND DEPARTMENT BROOKLYN NY 11245-0003 |
Class Inst | 9.55% | N/A |
Statement of Additional Information – May 1, 2020 | 272 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class Inst | 8.31% | N/A | |
LPL FINANCIAL
FBO CUSTOMER ACCOUNTS 9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class C | 6.47% | N/A | |
MERRILL LYNCH PIERCE FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class Inst | 29.40% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTN FUND ADMINISTRATION 4800 DEER LAKE DR E FL 2 JACKSONVILLE FL 32246-6484 |
Class A | 7.75% | N/A | |
MERRILL LYNCH PIERCE FENNER & SMITH
FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTN FUND ADMINISTRATION 4800 DEER LAKE DR E FL 2 JACKSONVILLE FL 32246-6484 |
Class C | 26.03% | N/A | |
MORGAN STANLEY SMITH BARNEY LLC
FOR THE EXCLUSIVE BENE OF ITS CUST 1 NEW YORK PLZ FL 12 NEW YORK NY 10004-1901 |
Class A | 5.86% | N/A | |
Class C | 11.34% | |||
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class Adv | 6.43% | N/A | |
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class A | 6.20% | N/A | |
Class Adv | 93.21% | |||
Class C | 9.80% | |||
Class Inst3 | 67.07% | |||
RAYMOND JAMES
FBO OMNIBUS FOR MUTUAL FUNDS ATTN: COURTNEY WALLER 880 CARILLON PKWY ST PETERSBURG FL 33716-1100 |
Class Inst | 6.09% | N/A | |
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 8.02% | N/A | |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class A | 5.56% | N/A | |
Class C | 13.35% |
Statement of Additional Information – May 1, 2020 | 273 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
ASCENSUS TRUST COMPANY FBO
PO BOX 10758 FARGO ND 58106-0758 |
Class C | 7.66% | N/A | |
C/O BMO HARRIS SWP
SEI PRIVATE TRUST COMPANY 1 FREEDOM VALLEY DR OAKS PA 19456-9989 |
Class Inst | 36.97% | N/A | |
CAPITAL BANK & TRUST CO TTEE FBO
8515 E ORCHARD RD # 2T2 GREENWOOD VLG CO 80111-5002 |
Class R | 19.33% | N/A | |
CHARLES SCHWAB & CO INC
CUST A/C FOR THE EXCLUSIVE BENEFIT ATTENTION MUTUAL FUNDS 101 MONTGOMERY ST SAN FRANCISCO CA 94104-4151 |
Class C | 12.12% | N/A | |
Class Inst | 10.76% | |||
Class Inst2 | 16.20% | |||
JPMCB NA CUST FOR
COLUMBIA INCOME BUILDER FUND 4 CHASE METROTECH CENTER 3RD FLOOR BROOKLYN NY 11245-0003 |
Class Inst3 | 62.79% | N/A | |
KLEIN HERSH INTERNATIONAL TTEE FBO
KLEIN HERSH INTERNATIONAL 401K C/O FASCORE LLC 8515 E ORCHARD RD # 2T2 GREENWOOD VLG CO 80111-5002 |
Class Inst2 | 10.73% | N/A | |
LPL FINANCIAL
9785 TOWNE CENTRE DR SAN DIEGO CA 92121-1968 |
Class C | 5.22% | N/A | |
MERRILL LYNCH, PIERCE, FENNER
& SMITH INC FOR THE SOLE BENEFIT OF ITS CUSTOMERS ATTENTION SERVICE TEAM 4800 DEER LAKE DR E FL 3 JACKSONVILLE FL 32246-6484 |
Class Adv | 15.20% | N/A | |
Class C | 10.29% | |||
Class Inst3 | 35.09% | |||
Class R | 38.71% | |||
MICHAEL CASEY TTEE FBO
C/O FASCORE LLC MICHAEL S CASEY DMD 401K PSP 8515 E ORCHARD RD # 2T2 GREENWOOD VLG CO 80111-5002 |
Class Inst2 | 7.76% | N/A | |
MID ATLANTIC TRUST COMPANY FBO
1251 WATERFRONT PL STE 525 PITTSBURGH PA 15222-4228 |
Class R | 6.47% | N/A | |
NATIONAL FINANCIAL SERVICES LLC
FEBO CUSTOMERS MUTUAL FUNDS 200 LIBERTY STREET 1WFC NEW YORK NY 10281-1003 |
Class Adv | 9.56% | N/A | |
Class Inst2 | 15.51% | |||
PERSHING LLC
1 PERSHING PLZ JERSEY CITY NJ 07399-0002 |
Class Adv | 68.71% | N/A | |
Class C | 6.57% | |||
Class Inst2 | 6.98% | |||
S GOLDBERG H MATRI & M BERMAN TTEE
C/O FASCORE LLC COLE SCHOTZ MEISEL FORMAN & LEONARD 8515 E ORCHARD RD # 2T2 GREENWOOD VLG CO 80111-5002 |
Class Inst2 | 21.71% | N/A | |
TD AMERITRADE INC FOR THE
EXCLUSIVE BENEFIT OF OUR CLIENTS PO BOX 2226 OMAHA NE 68103-2226 |
Class Inst2 | 12.94% | N/A |
Statement of Additional Information – May 1, 2020 | 274 |
Fund | Shareholder Name and Address | Share Class |
Percentage
of Class |
Percentage of Fund
(if greater than 25%) |
WELLS FARGO CLEARING SERVICES LLC
SPECIAL CUSTODY ACCT FOR THE EXCLUSIVE BENEFIT OF CUSTOMER 2801 MARKET ST SAINT LOUIS MO 63103-2523 |
Class C | 7.43% | N/A |
(a) | Combination of all share classes of Columbia Management initial capital and/or affiliated funds-of-funds’ investments. |
(b) | Reporting information for the fund is as of November 30, 2019. |
Statement of Additional Information – May 1, 2020 | 275 |
Statement of Additional Information – May 1, 2020 | 276 |
Statement of Additional Information – May 1, 2020 | A-1 |
Statement of Additional Information – May 1, 2020 | A-2 |
Statement of Additional Information – May 1, 2020 | A-3 |
Long-Term Rating | Short-Term Rating |
AAA | F1+ |
AA+ | F1+ |
AA | F1+ |
AA– | F1+ |
A+ | F1 or F1+ |
A | F1 or F1+ |
A– | F2 or F1 |
BBB+ | F2 or F1 |
BBB | F3 or F2 |
BBB– | F3 |
BB+ | B |
BB | B |
BB– | B |
B+ | B |
B | B |
B– | B |
CCC+ / CCC / CCC– | C |
CC | C |
C | C |
RD / D | RD / D |
Statement of Additional Information – May 1, 2020 | A-4 |
Statement of Additional Information – May 1, 2020 | A-5 |
■ | There is a missed interest payment, principal payment, or preferred dividend payment, as applicable, on a rated obligation which is unlikely to be recovered. |
■ | The rated entity files for protection from creditors, is placed into receivership, or is closed by regulators such that a missed payment is likely to result. |
■ | The rated entity seeks and completes a distressed exchange, where existing rated obligations are replaced by new obligations with a diminished economic value. |
Statement of Additional Information – May 1, 2020 | A-6 |
■ | There is a missed interest payment, principal payment, or preferred dividend payment, as applicable, on a rated obligation which is unlikely to be recovered. |
■ | The rated entity files for protection from creditors, is placed into receivership, or is closed by regulators such that a missed payment is likely to result. |
■ | The rated entity seeks and completes a distressed exchange, where existing rated obligations are replaced by new obligations with a diminished economic value. |
Statement of Additional Information – May 1, 2020 | A-7 |
Statement of Additional Information – May 1, 2020 | B-1 |
■ | effectively exercise their voting rights across the full range of business normally associated with general meetings of a company in line with market best practice (e.g. the election of individual directors, discharge authorities, capital authorities, auditor appointment, major or related party transactions etc). |
■ | place items on the agenda of general meetings, and to propose resolutions subject to reasonable limitations; |
■ | call a meeting of shareholders for the purpose of transacting the legitimate business of the company; and |
■ | Clear, consistent and effective reporting to shareholders is undertaken at regular intervals and that they remain aware of shareholder sentiment on major issues to do with the business, its strategy and performance. Where significant shareholder dissent is emerging or apparent (e.g. through the voting levels seen at General Meetings), boards should act to address that. |
■ | Boards should also allow a reasonable opportunity for the shareholders at a general meeting to ask questions about or make comments on the management of the company, and to ask the external auditor questions related to the audit. |
Statement of Additional Information – May 1, 2020 | B-2 |
Statement of Additional Information – May 1, 2020 | B-3 |
■ | subject to proper oversight by the board and regular review (e.g. audit, shareholder approval); |
■ | clearly justified and not be detrimental to the long-term interests of the company; |
■ | undertaken in the normal course of business; |
■ | undertaken on fully commercial terms; |
■ | In line with best practice; and |
■ | In the interests of all shareholders. |
Statement of Additional Information – May 1, 2020 | B-4 |
Statement of Additional Information – May 1, 2020 | B-5 |
1. | Clear, simple and understandable; |
2. | Balanced and proportionate, in respect of structure, deliverables, opportunity and the market; |
3. | Aligned with the long-term strategy, related key performance indicators and risk management discipline; |
4. | Linked robustly to the delivery of performance; |
5. | Delivering outcomes that reflect value creation and the shareholder ‘experience’; and |
6. | Structured to avoid pay for failure or the avoidance of accountability to shareholders. |
Statement of Additional Information – May 1, 2020 | B-6 |
Statement of Additional Information – May 1, 2020 | B-7 |
■ | the inability or perceived inability of a government authority to collect sufficient tax or other revenues to meet its payment obligations; |
■ | natural disasters and ecological or environmental concerns; |
■ | the introduction of constitutional or statutory limits on a tax-exempt issuer’s ability to raise revenues or increase taxes; |
■ | the inability of an issuer to pay interest on or to repay principal or securities in which the funds invest during recessionary periods; and |
■ | economic or demographic factors that may cause a decrease in tax or other revenues for a government authority or for private operators of publicly financed facilities. |
Statement of Additional Information – May 1, 2020 | C-1 |
Statement of Additional Information – May 1, 2020 | C-2 |
Statement of Additional Information – May 1, 2020 | C-3 |
Statement of Additional Information – May 1, 2020 | C-4 |
Statement of Additional Information – May 1, 2020 | C-5 |
Statement of Additional Information – May 1, 2020 | C-6 |
Statement of Additional Information – May 1, 2020 | C-7 |
Statement of Additional Information – May 1, 2020 | C-8 |
Statement of Additional Information – May 1, 2020 | C-9 |
Statement of Additional Information – May 1, 2020 | C-10 |
Statement of Additional Information – May 1, 2020 | C-11 |
Statement of Additional Information – May 1, 2020 | C-12 |
Statement of Additional Information – May 1, 2020 | C-13 |
Statement of Additional Information – May 1, 2020 | D-1 |
Statement of Additional Information – May 1, 2020 | D-2 |
■ | Current or retired fund Board members, officers or employees of the funds or Columbia Management or its affiliates(b); |
■ | Current or retired Ameriprise Financial Services, LLC (Ameriprise Financial Services) financial advisors and employees of such financial advisors(b); |
■ | Registered representatives and other employees of affiliated or unaffiliated financial intermediaries (and their immediate family members and related trusts or other entities owned by the foregoing) having a selling agreement with the Distributor(b); |
■ | Registered broker-dealer firms that have entered into a dealer agreement with the Distributor may buy Class A shares without paying a front-end sales charge for their investment account only; |
■ | Portfolio managers employed by subadvisers of the funds(b); |
■ | Partners and employees of outside legal counsel to the funds or to the funds’ directors or trustees who regularly provide advice and services to the funds, or to their directors or trustees; |
■ | Direct rollovers (i.e., rollovers of fund shares and not reinvestments of redemption proceeds) from qualified employee benefit plans, provided that the rollover involves a transfer to Class A shares in the same fund; |
■ | Employees or partners of Columbia Wanger Asset Management, LLC; |
■ | Separate accounts established and maintained by an insurance company which are exempt from registration under Section 3(c)(11); |
■ | At a fund’s discretion, front-end sales charges may be waived for shares issued in plans of reorganization, such as mergers, asset acquisitions and exchange offers, to which the fund is a party; |
■ | Purchases by registered representatives and employees (and their immediate family members and related trusts or other entities owned by the foregoing (referred to as “Related Persons”)) of Ameriprise Financial Services and its affiliates; provided that with respect to employees (and their Related Persons) of an affiliate of Ameriprise Financial, such persons must make purchases through an account held at Ameriprise Financial or its affiliates. |
■ | Through or under a wrap fee product or other investment product sponsored by a financial intermediary that charges an account management fee or other managed agency/asset allocation accounts or programs involving fee-based compensation arrangements that have or that clear trades through a financial intermediary that has a selling agreement with the Distributor; |
■ | Through state sponsored college savings plans established under Section 529 of the Internal Revenue Code; |
■ | Through banks, trust companies and thrift institutions, acting as fiduciaries; or |
Statement of Additional Information – May 1, 2020 | S-1 |
■ | Through “employee benefit plans” created under Section 401(a), 401(k), 457 and 403(b), and qualified deferred compensation plans, that have a plan level or omnibus account maintained with the Fund or the Transfer Agent and transact directly with the Fund or the Transfer Agent through a third-party administrator or third-party recordkeeper. This waiver does not apply to accounts held through commissionable brokerage platforms. |
* | Any shareholder with a Direct-at-Fund account (i.e., shares held directly with the Fund through the Transfer Agent) that is eligible to purchase shares without a front-end sales charge by virtue of having qualified for a previous waiver may continue to purchase shares without a front-end sales charge if they no longer qualify under a category described in the prospectus or in this section. Otherwise, you must qualify for a front-end sales charge waiver described in the prospectus or in this section. |
(a) | The Funds no longer accept investments from new or existing investors in Class E shares, except by existing Class E and former Class F shareholders who opened and funded their account prior to September 22, 2006 that may continue to invest in Class E shares (Class F shares automatically converted to Class E shares on July 17, 2017). See the prospectus offering Class E shares of Large Cap Growth Fund (a series of CFST I) for details. |
(b) | Including their spouses or domestic partners, children or step-children, parents, step-parents or legal guardians, and their spouse’s or domestic partner’s parents, step-parents, or legal guardians. |
■ | In the event of the shareholder’s death; |
■ | For which no sales commission or transaction fee was paid to an authorized financial intermediary at the time of purchase; |
■ | Purchased through reinvestment of dividend and capital gain distributions; |
■ | That result from required minimum distributions taken from retirement accounts upon the shareholder’s attainment of the qualified age based on applicable IRS regulations; |
■ | That result from returns of excess contributions made to retirement plans or individual retirement accounts, so long as the financial intermediary returns the applicable portion of any commission paid by the Distributor; |
■ | For Class A shares: initially purchased by an employee benefit plan; |
■ | For Class C, Class E, and Class V shares: initially purchased by an employee benefit plan that are not connected with a plan level termination; |
■ | In connection with the fund’s Small Account Policy (as described in the prospectus); and |
■ | Issued in connection with plans of reorganization, including but not limited to mergers, asset acquisitions and exchange offers, to which the fund is a party and at the fund’s discretion. |
■ | Any client of Bank of America or one of its subsidiaries buying shares through an asset management company, trust, fiduciary, retirement plan administration or similar arrangement with Bank of America or the subsidiary. |
■ | Any employee (or family member of an employee) of Bank of America or one of its subsidiaries. |
■ | Any investor buying shares through a Columbia Management state tuition plan organized under Section 529 of the Internal Revenue Code. |
■ | Any trustee or director (or family member of a trustee or director) of a fund distributed by the Distributor. |
■ | Other than for the Multi-Manager Strategies Funds, any shareholder (as well as any family member of a shareholder or person listed on an account registration for any account of the shareholder) who holds Class Inst shares of a fund distributed by the Distributor is eligible to purchase Class Inst shares of other funds distributed by the Distributor, subject to a minimum initial investment of $2,000 ($1,000 for IRAs). If the account in which the shareholder holds Class Inst shares is not eligible to purchase additional Class Inst shares, the shareholder may purchase Class Inst shares in an account maintained directly with the Transfer Agent, subject to a minimum initial investment of $2,000 ($1,000 for IRAs). |
Statement of Additional Information – May 1, 2020 | S-2 |
Statement of Additional Information – May 1, 2020 | S-3 |
Exhibit
Number |
Exhibit Description |
Filed Herewith or
Incorporated by Reference |
Information About the Filing that Includes the Document Incorporated by Reference | ||||
Registrant
that Made the Filing |
File No.
of Such Registrant |
Type of
Filing |
Exhibit of
Document in that Filing |
Filing
Date |
|||
(a)(1) | Second Amended and Restated Agreement and Declaration of Trust, effective August 10, 2005 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #40 on Form N-1A | (a)(1) | 9/16/2005 |
(a)(2) | Amendment No. 1 to Second Amended and Restated Agreement and Declaration of Trust, effective September 19, 2005 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #40 on Form N-1A | (a)(2) | 9/16/2005 |
(a)(3) | Amendment No. 2 to Second Amended and Restated Agreement and Declaration of Trust, effective December 13, 2017 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #313 on Form N-1A | (a)(3) | 1/16/2018 |
(a)(4) | Amendment No. 3 to Second Amended and Restated Agreement and Declaration of Trust, effective March 7, 2018 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #318 on Form N-1A | (a)(4) | 3/29/2018 |
(a)(5) | Amendment No. 4 to Second Amended and Restated Agreement and Declaration of Trust, effective December 13, 2018 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #342 on Form N-1A | (a)(5) | 12/21/2018 |
(a)(6) | Amendment No. 5 to Second Amended and Restated Agreement and Declaration of Trust, effective June 12, 2019 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #351 on Form N-1A | (a)(6) | 6/21/2019 |
(a)(7) | Amendment No. 6 to Second Amended and Restated Agreement and Declaration of Trust, effective December 11, 2019 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #369 on Form N-1A | (a)(7) | 12/20/2019 |
(b) | Amended and Restated By-laws of the Registrant | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #248 on Form N-1A | (b) | 12/22/2015 |
(c) | Not Applicable. | ||||||
(d)(1) | Amended and Restated Management Agreement, as of April 25, 2016, between Columbia Management Investment Advisers, LLC, Columbia Funds Variable Insurance Trust and the Registrant | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #257 on Form N-1A | (d)(1) | 4/27/2016 |
(d)(1)(i) | Schedule A and Schedule B, as of July 1, 2019, to the Management Agreement between Columbia Management Investment Advisers, LLC, Columbia Funds Variable Insurance Trust and the Registrant, amended and restated as of April 25, 2016 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #353 on Form N-1A | (d)(1)(i) | 7/29/2019 |
(d)(2) | Amended and Restated Management Agreement, as of October 25, 2016, between Columbia Management Investment Advisers, LLC, Columbia Funds Variable Insurance Trust and the Registrant | Incorporated by Reference | Columbia Funds Variable Insurance Trust | 033-14954 | Post-Effective Amendment #68 on Form N-1A | (d)(2) | 10/31/2016 |
(d)(2)(i) | Schedule A and Schedule B, as of August 7, 2019, to the Management Agreement between Columbia Management Investment Advisers, LLC, Columbia Funds Variable Insurance Trust and the Registrant, as of October 25, 2016 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #357 on Form N-1A | (d)(2)(i) | 9/3/2019 |
Exhibit
Number |
Exhibit Description |
Filed Herewith or
Incorporated by Reference |
Information About the Filing that Includes the Document Incorporated by Reference | ||||
Registrant
that Made the Filing |
File No.
of Such Registrant |
Type of
Filing |
Exhibit of
Document in that Filing |
Filing
Date |
|||
(h)(3)(i) | Restated Schedule A, effective August 7, 2019, to the Amended and Restated Fee Waiver and Expense Cap Agreement, effective July 1, 2016, by and among Columbia Management Investment Advisers, LLC, Columbia Management Investment Distributors, Inc., Columbia Management Investment Services Corp., the Registrant and Columbia Funds Variable Insurance Trust | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #360 on Form N-1A | (h)(3)(i) | 9/24/2019 |
(h)(4) | Agreement and Plan of Reorganization, dated October 9, 2012 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #175 on Form N-1A | (h)(8) | 5/30/2013 |
(h)(5) | Agreement and Plan of Reorganization, dated December 20, 2010 | Incorporated by Reference | Columbia Funds Variable Series Trust II | 333-146374 | Post-Effective Amendment #15 on Form N-1A | (h)(9) | 4/29/2011 |
(h)(6) | Agreement and Plan of Reorganization, dated December 17, 2015 | Incorporated by Reference | Columbia Funds Series Trust | 333-208706 | Registration Statement on Form N-14 | (4) | 12/22/2015 |
(h)(7) | Amended and Restated Credit Agreement, as of December 3, 2019 | Incorporated by Reference | Columbia Funds Series Trust II | 333-131683 | Post-Effective Amendment #206 on Form N-1A | (h)(7) | 12/20/2019 |
(h)(8) | Master Inter-Fund Lending Agreement, dated May 1, 2018 | Incorporated by Reference | Columbia Funds Series Trust II | 333-131683 | Post-Effective Amendment #179 on Form N-1A | (h)(11) | 5/25/2018 |
(h)(8)(i) | Schedule A and Schedule B to the Master Inter-Fund Lending Agreement, dated July 1, 2019 | Incorporated by Reference | Columbia Funds Series Trust | 333-208706 | Post-Effective Amendment #184 on Form N-1A | (h)(8)(i) | 7/29/2019 |
(i)(1) | Opinion of Counsel of Ropes & Gray LLP | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #40 on Form N-1A | (i) | 9/16/2005 |
(i)(2) | Opinion of Counsel of Ropes & Gray LLP | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #68 on Form N-1A | (i)(2) | 1/16/2008 |
(i)(3) | Opinion of Counsel of Ropes & Gray LLP | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #81 on Form N-1A | (i)(3) | 11/25/2008 |
(i)(4) | Opinion of Counsel of Ropes & Gray LLP | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #95 on Form N-1A | (i)(4) | 11/20/2009 |
(i)(5) | Opinion of Counsel of Ropes & Gray LLP | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #143 on Form N-1A | (i)(5) | 3/14/2012 |
(i)(6) | Opinion of Counsel of Ropes & Gray LLP, with respect to Columbia Adaptive Risk Allocation Fund | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #153 on Form N-1A | (i)(6) | 6/15/2012 |
(i)(7) | Opinion of Counsel of Ropes & Gray LLP, with respect to Columbia Multi Strategy Alternatives Fund | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #219 on Form N-1A | (i)(8) | 1/27/2015 |
(i)(8) | Opinion of Counsel of Ropes & Gray LLP, with respect to Columbia Multi-Asset Income Fund and Columbia U.S. Social Bond Fund | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #223 on Form N-1A | (i)(9) | 3/24/2015 |
Exhibit
Number |
Exhibit Description |
Filed Herewith or
Incorporated by Reference |
Information About the Filing that Includes the Document Incorporated by Reference | ||||
Registrant
that Made the Filing |
File No.
of Such Registrant |
Type of
Filing |
Exhibit of
Document in that Filing |
Filing
Date |
|||
(i)(9) | Opinion of Counsel of Ropes & Gray LLP, with respect to Multi-Manager Directional Alternative Strategies Fund | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #276 on Form N-1A | (i)(10) | 9/30/2016 |
(i)(10) | Opinion of Counsel of Ropes & Gray LLP, with respect to Columbia Adaptive Retirement 2020 Fund, Columbia Adaptive Retirement 2030 Fund, Columbia Adaptive Retirement 2040 Fund, Columbia Adaptive Retirement 2050 Fund, Columbia Adaptive Retirement 2060 Fund, Columbia Solutions Aggressive Portfolio and Columbia Solutions Conservative Portfolio | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #308 on Form N-1A | (i)(11) | 10/20/2017 |
(i)(11) | Opinion of Counsel of Ropes & Gray LLP, with respect to Columbia Adaptive Retirement 2025 Fund, Columbia Adaptive Retirement 2035 Fund, Columbia Adaptive Retirement 2045 Fund and Columbia Adaptive Retirement 2055 Fund | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #313 on Form N-1A | (i)(12) | 1/16/2018 |
(i)(12) | Opinion of Counsel of Ropes & Gray LLP, with respect to Multi-Manager International Equity Strategies Fund | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #324 on Form N-1A | (i)(13) | 5/4/2018 |
(i)(13) | Opinion of Counsel of Ropes & Gray LLP, with respect to Overseas SMA Completion Portfolio | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #357 on Form N-1A | (i)(13) | 9/3/2019 |
(i)(14) | Opinion of Counsel of Ropes & Gray LLP, with respect to Multisector Bond SMA Completion Portfolio | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #364 on Form N-1A | (i)(14) | 10/25/2019 |
(j)(1) | Consent of Morningstar, Inc. | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #21 on Form N-1A | 11(b) | 8/30/1996 |
(j)(2) | Consent of PricewaterhouseCoopers LLP | Filed herewith | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #374 on Form N-1A | (j)(2) | 4/27/2020 |
(k) | Omitted Financial Statements: Not Applicable. | ||||||
(l) | Initial Capital Agreement: Not Applicable. | ||||||
(m)(1) | Amended and Restated Distribution Plan, as of August 7, 2019 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #357 on Form N-1A | (m)(1) | 9/3/2019 |
(m)(2) | Amended and Restated Shareholder Servicing Plan, as of August 7, 2019, for certain Fund share classes of the Registrant | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #357 on Form N-1A | (m)(2) | 9/3/2019 |
(m)(3) | Amended and Restated Shareholder Services Plan, as of June 14, 2017, for Registrant’s Class V (formerly known as Class T) | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #299 on Form N-1A | (m)(3) | 7/28/2017 |
Exhibit
Number |
Exhibit Description |
Filed Herewith or
Incorporated by Reference |
Information About the Filing that Includes the Document Incorporated by Reference | ||||
Registrant
that Made the Filing |
File No.
of Such Registrant |
Type of
Filing |
Exhibit of
Document in that Filing |
Filing
Date |
|||
(p)(16) | Code of Ethics of Causeway Capital Management LLC (a subadviser of Multi-Manager International Equity Strategies Fund), effective June 3, 2019 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #356 on Form N-1A | (p)(16) | 8/27/2019 |
(p)(17) | Code of Ethics of AlphaSimplex Group, LLC (a subadviser of Multi-Manager Alternative Strategies Fund) | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #327 on Form N-1A | (p)(20) | 5/23/2018 |
(p)(18) | Code of Ethics of Voya Investment Management Co. LLC (a subadviser of Multi-Manager Total Return Bond Strategies Fund), effective July 1, 2019 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #366 on Form N-1A | (p)(18) | 11/27/2019 |
(p)(19) | Code of Ethics of J.P. Morgan Investment Management Inc. (a subadviser of Multi-Manager Small Cap Equity Strategies Fund), effective February 1, 2005, last revised January 30, 2019 | Incorporated by Reference | Columbia Funds Variable Series Trust II | 333-146374 | Post-Effective Amendment #70 on Form N-1A | (p)(10) | 5/20/2019 |
(p)(20) | Code of Ethics of Hotchkis and Wiley Capital Management, LLC (a subadviser of Multi-Manager Small Cap Equity Strategies Fund), as of August 15, 2017 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #344 on Form N-1A | (p)(21) | 2/13/2019 |
(p)(21) | Code of Ethics of QMA LLC, (a subadviser of Columbia Multi Strategy Alternatives Fund), effective August 2019 | Filed herewith | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #374 on Form N-1A | (p)(21) | 4/27/2020 |
(q)(1) | Trustees’ Power of Attorney, dated January 1, 2018 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #315 on Form N-1A | (q)(1) | 2/1/2018 |
(q)(2) | Power of Attorney for Christopher O. Petersen, dated February 16, 2015 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #221 on Form N-1A | (q)(7) | 2/27/2015 |
(q)(3) | Power of Attorney for Michael G. Clarke, dated May 23, 2016 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #261 on Form N-1A | (q)(3) | 5/27/2016 |
(q)(4) | Power of Attorney for Joseph Beranek, dated January 3, 2020 | Incorporated by Reference | Columbia Funds Series Trust I | 2-99356 | Post-Effective Amendment #371 on Form N-1A | (q)(4) | 1/10/2020 |
(a) | Columbia Management, a wholly owned subsidiary of Ameriprise Financial, Inc., performs investment advisory services for the Registrant and certain other clients. Information regarding the business of Columbia Management and the directors and principal officers of Columbia Management is also included in the Form ADV filed by Columbia Management with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-25943), which information is incorporated herein by reference. In addition to their position with Columbia Management, certain directors and officers of Columbia Management also hold various positions with, and engage in business for, Ameriprise Financial, Inc. or its other subsidiaries. |
(b) | Alpha Simplex Group, LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Alpha Simplex Group, LLC and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Alpha Simplex Group, LLC and is incorporated herein by reference. Information about the business of Alpha Simplex Group, LLC and the directors and principal executive officers of Alpha Simplex Group, LLC is also included in the Form ADV filed by Alpha Simplex Group, LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-62448), which information is incorporated herein by reference. |
(c) | AQR Capital Management, LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of AQR Capital Management, LLC and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by AQR Capital Management, LLC and is incorporated herein by reference. Information about the business of AQR Capital Management, LLC and the directors and principal executive officers of AQR Capital Management, LLC is also included in the Form ADV filed by AQR Capital Management, LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-55543), which information is incorporated herein by reference. |
(d) | Arrowstreet Capital, Limited Partnership performs investment management services for the Registrant and certain other clients. Information regarding the business of Arrowstreet Capital, Limited Partnership and certain of its officers is set forth |
in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Arrowstreet Capital, Limited Partnership and is incorporated herein by reference. Information about the business of Arrowstreet Capital, Limited Partnership and the directors and principal executive officers of Arrowstreet Capital, Limited Partnership is also included in the Form ADV filed by Arrowstreet Capital, Limited Partnership with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-56633), which information is incorporated herein by reference. |
(e) | Baillie Gifford Overseas Limited performs investment management services for the Registrant and certain other clients. Information regarding the business of Baillie Gifford Overseas Limited and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Baillie Gifford Overseas Limited and is incorporated herein by reference. Information about the business of Baillie Gifford Overseas Limited and the directors and principal executive officers of Baillie Gifford Overseas Limited is also included in the Form ADV filed by Baillie Gifford Overseas Limited with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-21051), which information is incorporated herein by reference. |
(f) | Boston Partners Global Investors, Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of Boston Partners Global Investors, Inc. and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Boston Partners Global Investors, Inc. and is incorporated herein by reference. Information about the business of Boston Partners Global Investors, Inc. and the directors and principal executive officers of Boston Partners Global Investors, Inc. is also included in the Form ADV filed by Boston Partners Global Investors, Inc. with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-61786), which information is incorporated herein by reference. |
(g) | BMO Asset Management Corp. performs investment management services for the Registrant and certain other clients. Information regarding the business of BMO Asset Management Corp. and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by BMO Asset Management Corp. and is incorporated herein by reference. Information about the business of BMO Asset Management Corp. and the directors and principal executive officers of BMO Asset Management Corp. is also included in the Form ADV filed by BMO Asset Management Corp. with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-35533), which information is incorporated herein by reference. |
(h) | Causeway Capital Management LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Causeway Capital Management LLC and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Causeway Capital Management LLC and is incorporated herein by reference. Information about the business of Causeway Capital Management LLC and the directors and principal executive officers of Causeway Capital Management LLC is also included in the Form ADV filed by Causeway Capital Management LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-60343), which information is incorporated herein by reference. |
(i) | Conestoga Capital Advisors, LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Conestoga Capital Advisors, LLC and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Conestoga Capital Advisors, LLC and is incorporated herein by reference. Information about the business of Conestoga Capital Advisors, LLC and the directors and principal executive officers of Conestoga Capital Advisors, LLC is also included in the Form ADV filed by Conestoga Capital Advisors, LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-60133), which information is incorporated herein by reference. |
(j) | Hotchkis and Wiley Capital Management, LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Hotchkis and Wiley Capital Management, LLC and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Hotchkis and Wiley Capital Management, LLC and is incorporated herein by reference. Information about the business of Hotchkis and Wiley Capital Management, LLC and the directors and principal executive officers of Hotchkis and Wiley Capital Management, LLC is also included in the Form ADV filed by Hotchkis and Wiley Capital Management, LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-60512), which information is incorporated herein by reference. |
(k) | J.P. Morgan Investment Management Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of J.P. Morgan Investment Management Inc. and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by J.P. Morgan Investment Management Inc. and is incorporated herein by reference. Information about the business of J.P. Morgan Investment Management Inc. and the directors and principal executive officers of J.P. Morgan Investment Management Inc. is also included in the Form ADV filed by J.P. Morgan Investment Management Inc. with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-21011), which information is incorporated herein by reference. |
(l) | Loomis, Sayles and Company, L.P. performs investment management services for the Registrant and certain other clients. Information regarding the business of Loomis, Sayles and Company, L.P. and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Loomis, Sayles and Company, L.P. and is incorporated herein by reference. Information about the business of Loomis, Sayles and Company, L.P. and the directors and principal executive officers of Loomis, Sayles and Company, L.P. is also included in the Form ADV filed by Loomis, Sayles and Company, L.P. with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-170), which information is incorporated herein by reference. |
(m) | Los Angeles Capital Management and Equity Research, Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of Los Angeles Capital Management and Equity Research, Inc. and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Los Angeles Capital Management and Equity Research, Inc. and is incorporated herein by reference. Information about the business of Los Angeles Capital Management and Equity Research, Inc. and the directors and principal executive officers of Los Angeles Capital Management and Equity Research, Inc. is also included in the Form ADV filed by Los Angeles Capital Management and Equity Research, Inc. with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-60934), which information is incorporated herein by reference. |
(n) | Manulife Investment Management (US) LLC (formerly known as Manulife Asset Management (US) LLC) performs investment management services for the Registrant and certain other clients. Information regarding the business of Manulife Investment Management (US) LLC and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Manulife Investment Management (US) LLC and is incorporated herein by reference. Information about the business of Manulife Investment Management (US) LLC and the directors and principal executive officers of Manulife Investment Management (US) LLC is also included in the Form ADV filed by Manulife Investment Management (US) LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-42023), which information is incorporated herein by reference. |
(o) | PGIM, Inc. performs investment management services for the Registrant and certain other clients. Information regarding the business of PGIM, Inc. and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by PGIM, Inc. and is incorporated herein by reference. Information about the business of PGIM, Inc. and the directors and principal executive officers of PGIM, Inc. is also included in the Form ADV filed by PGIM, Inc. with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-22808), which information is incorporated herein by reference. |
(p) | QMA LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of QMA LLC and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by QMA LLC and is incorporated herein by reference. Information about the business of QMA LLC and the directors and principal executive officers of QMA LLC is also included in the Form ADV filed by QMA LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-62692), which information is incorporated herein by reference. |
(q) | TCW Investment Management Company LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of TCW Investment Management Company LLC and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by TCW Investment Management Company LLC and is incorporated herein by reference. Information about the business of TCW Investment Management Company LLC and the directors and principal executive officers of TCW Investment Management Company LLC is also included in the Form ADV filed by TCW Investment Management Company LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-29075), which information is incorporated herein by reference. |
(r) | Threadneedle International Limited performs investment management services for the Registrant and certain other clients. Information regarding the business of Threadneedle International Limited and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Threadneedle International Limited and is incorporated herein by reference. Information about the business of Threadneedle International Limited and the directors and principal executive officers of Threadneedle International Limited is also included in the Form ADV filed by Threadneedle International Limited with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-63196), which information is incorporated herein by reference. |
(s) | Voya Investment Management Co. LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Voya Investment Management Co. LLC and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Voya Investment Management Co. LLC and is incorporated herein by reference. Information about the business of Voya Investment |
Management Co. LLC and the directors and principal executive officers of Voya Investment Management Co. LLC is also included in the Form ADV filed by Voya Investment Management Co. LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-9046), which information is incorporated herein by reference. |
(t) | Water Island Capital, LLC performs investment management services for the Registrant and certain other clients. Information regarding the business of Water Island Capital, LLC and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Water Island Capital, LLC and is incorporated herein by reference. Information about the business of Water Island Capital, LLC and the directors and principal executive officers of Water Island Capital, LLC is also included in the Form ADV filed by Water Island Capital, LLC with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-57341), which information is incorporated herein by reference. |
(u) | Wells Capital Management Incorporated performs investment management services for the Registrant and certain other clients. Information regarding the business of Wells Capital Management Incorporated and certain of its officers is set forth in the Prospectus(es) and Statement of Additional Information of the Registrant’s series subadvised by Wells Capital Management Incorporated and is incorporated herein by reference. Information about the business of Wells Capital Management Incorporated and the directors and principal executive officers of Wells Capital Management Incorporated is also included in the Form ADV filed by Wells Capital Management Incorporated with the SEC pursuant to the Investment Advisers Act of 1940 (File No. 801-21122), which information is incorporated herein by reference. |
(a) | Columbia Management Investment Distributors, Inc. acts as principal underwriter for the following investment companies, including the Registrant: |
Columbia Acorn Trust; Columbia Funds Series Trust; Columbia Funds Series Trust I; Columbia Funds Series Trust II; Columbia Funds Variable Series Trust II; Columbia Funds Variable Insurance Trust and Wanger Advisors Trust. |
(b) | As to each director, principal officer or partner of Columbia Management Investment Distributors, Inc. |
Name and
Principal Business Address* |
Position and Offices
with Principal Underwriter |
Positions and Offices with Registrant | ||
William F. Truscott | Chief Executive Officer and Director | Board Member, Senior Vice President | ||
Scott E. Couto | President and Director | None | ||
Michael S. Mattox | Chief Financial Officer | None | ||
Michael E. DeFao | Vice President, Chief Legal Officer and Assistant Secretary | Vice President and Assistant Secretary | ||
Stephen O. Buff | Vice President, Chief Compliance Officer | None | ||
James Bumpus | Vice President – National Sales Manager | None | ||
Thomas A. Jones | Vice President and Head of Strategic Relations | None | ||
Gary Rawdon | Vice President – Sales Governance and Administration | None | ||
Leslie A. Walstrom | Vice President and Head of North America Marketing | None | ||
Daniel J. Beckman | Vice President and Head of North America Product and Director | None | ||
Marc Zeitoun | Chief Operating Officer, North American Distribution | None | ||
Thomas R. Moore | Secretary | None | ||
Paul B. Goucher | Vice President and Assistant Secretary | Senior Vice President and Assistant Secretary | ||
Amy L. Hackbarth | Vice President and Assistant Secretary | None | ||
Mark D. Kaplan | Vice President and Assistant Secretary | None | ||
Nancy W. LeDonne | Vice President and Assistant Secretary | None | ||
Ryan C. Larrenaga | Vice President and Assistant Secretary | Senior Vice President, Chief Legal Officer and Secretary | ||
Joseph L. D’Alessandro | Vice President and Assistant Secretary | Assistant Secretary | ||
Christopher O. Petersen | Vice President and Assistant Secretary |
President and
Principal Executive Officer |
||
Shweta J. Jhanji | Vice President and Treasurer | None | ||
Michael Tempesta | Anti-Money Laundering Officer and Identity Theft Prevention Officer | None | ||
Kevin Wasp | Ombudsman | None | ||
Kristin Weisser | Conflicts Officer | None |
* | The principal business address of Columbia Management Investment Distributors, Inc. is 225 Franklin Street, Boston, MA 02110. |
(c) | Not Applicable. |
■ | Registrant, 225 Franklin Street, Boston, MA, 02110; |
■ | Registrant’s investment adviser and administrator, Columbia Management Investment Advisers, LLC, 225 Franklin Street, Boston, MA 02110; |
■ | Registrant’s subadviser, Alpha Simplex Group, LLC, 255 Main Street, Cambridge, MA 02142; |
■ | Registrant’s subadviser, Arrowstreet Capital, Limited Partnership, 200 Clarendon Street, 30th Floor, Boston, MA 02116; |
■ | Registrant’s subadviser, AQR Capital Management, LLC, Two Greenwich Plaza, 3rd Floor, Greenwich, CT 06830; |
■ | Registrant’s subadviser, Baillie Gifford Overseas Limited, Calton Square, 1 Greenside Row, Edinburgh, EH1 3AN; |
■ | Registrant’s subadviser, Boston Partners Global Investors, Inc., One Grand Central Place, 60 East 42nd Street, Suite 1550, New York, NY 10165; |
■ | Registrant’s subadviser, BMO Asset Management, Corp., 115 South LaSalle Street, 11th Floor, Chicago, IL, 60603; |
■ | Registrant’s subadviser, Causeway Capital Management LLC, 11111 Santa Monica Blvd., 15th Floor, Los Angeles, CA 90025; |
■ | Registrant’s subadviser, Conestoga Capital Advisors, LLC, 550 East Swedesford Road, Suite 120, Wayne, PA 19087; |
■ | Registrant’s subadviser, Hotchkis and Wiley Capital Management, LLC, 601 South Figueroa Street, Los Angeles, CA 90017; |
■ | Registrant’s subadviser, J.P. Morgan Investment Management Inc., 270 Park Avenue, New York, NY 10017; |
■ | Registrant’s subadviser, Loomis, Sayles and Company, L.P., One Financial Center, Boston, MA 02111; |
■ | Registrant’s subadviser, Los Angeles Capital Management and Equity Research, Inc., 1150 Santa Monica Blvd., Suite 200, Los Angeles, CA 90025; |
■ | Registrant’s subadviser, Manulife Investment Management (US) LLC, 197 Clarendon St # 4, Boston, MA 02116; |
■ | Registrant’s subadviser, PGIM, Inc./Prudential Financial, Inc., 655 Broad Street, Newark, NJ 07102; |
■ | Registrant’s subadviser, QMA LLC, Gateway Center Two, 100 Mulberry Street, Newark, NJ 07102; |
■ | Registrant’s subadviser, TCW Investment Management Company LLC, 865 South Figueroa Street, Suite 1800, Los Angeles, CA 90017; |
■ | Registrant’s subadviser, Threadneedle International Limited, Cannon Place, 78 Cannon Street, London EC4N 6AG, United Kingdom; |
■ | Registrant’s subadviser, Voya Investment Management Co. LLC, 230 Park Avenue, New York, NY, 10169; |
■ | Registrant’s subadviser, Water Island Capital, LLC, 41 Madison Avenue, 42nd floor, New York, NY 10010; |
■ | Registrant’s subadviser, Wells Capital Management Incorporated, 525 Market Street, San Francisco, CA 94105; |
■ | Registrant’s former provider of advisory service as delegated by former subadviser, DGHM, Real Estate Management Services Group, LLC, 1100 Fifth Avenue South, Suite 305, Naples, FL 34102; |
■ | Registrant’s former subadviser, Dalton, Greiner, Hartman, Maher & Co., 565 Fifth Avenue, Suite 2101, New York, NY 10017; |
■ | Registrant’s former subadviser, EAM Investors, LLC, 2533 South Coast Highway 101, Suite 240, Cardiff-by-the-Sea, CA 92007; |
■ | Registrant’s former subadviser, Eaton Vance Management, Two International Place, Boston, MA 02110; |
■ | Registrant’s former subadviser, Federated Investment Management Company, Federated Investors Tower, 1001 Liberty Avenue, Pittsburgh, PA 15222-3779; |
■ | Registrant’s former subadviser, Nordea Investment Management North America, Inc., 1211 Avenue of the Americas, 23rd Floor, New York, NY; |
■ | Registrant’s former subadviser, RS Investment Management Co. LLC, One Bush Street, Suite 900, San Francisco, CA 94104; |
■ | Registrant’s former subadviser, Wasatch Advisors Inc, 505 Wakara Way, 3rd Floor, Salt Lake City, UT 84108; |
■ | Registrant’s principal underwriter, Columbia Management Investment Distributors, Inc., 225 Franklin Street, Boston, MA, 02110; |
■ | Registrant’s transfer agent, Columbia Management Investment Services Corp., 225 Franklin Street, Boston, MA, 02110; |
■ | Registrant’s sub-transfer agent, DST Asset Manager Solutions, Inc., 2000 Crown Colony Dr., Quincy, MA 02169; |
■ | Registrant’s custodian, JP Morgan Chase Bank, N.A., 1 Chase Manhattan Plaza 19th Floor, New York, NY 10005; and |
■ | Registrant’s former custodian, State Street Bank and Trust Company, State Street Financial Center, One Lincoln Street, Boston, MA 02111. |
COLUMBIA FUNDS SERIES TRUST I | |
By: | /s/ Christopher O. Petersen |
Christopher O. Petersen
President |
Signature | Capacity | Signature | Capacity |
/s/ Christopher O. Petersen |
President
(Principal Executive Officer) |
/s/ Nancy T. Lukitsh* | Trustee |
Christopher O. Petersen | Nancy T. Lukitsh | ||
/s/ Michael G. Clarke* |
Chief Financial Officer,
Principal Financial Officer and Senior Vice President |
/s/ David M. Moffett* | Trustee |
Michael G. Clarke | David M. Moffett | ||
/s/ Joseph Beranek* |
Treasurer, Chief
Accounting Officer (Principal Accounting Officer) and Principal Financial Officer |
/s/ John J. Neuhauser* | Trustee |
Joseph Beranek | John J. Neuhauser | ||
/s/ Douglas A. Hacker* | Chair of the Board | /s/ Patrick J. Simpson* | Trustee |
Douglas A. Hacker | Patrick J. Simpson | ||
/s/ Janet L. Carrig* | Trustee | /s/ William F. Truscott* | Trustee |
Janet L. Carrig | William F. Truscott |
* |
By:
Name: |
/s/ Joseph D’Alessandro | |
Joseph D’Alessandro**
Attorney-in-fact |
|||
** | Executed by Joseph D’Alessandro on behalf of Michael G. Clarke pursuant to a Power of Attorney, dated May 23, 2016 and incorporated by reference to Post-Effective Amendment No. 261 to Registration Statement No. 2-99356 of the Registrant on Form N-1A (Exhibit (q)(3)), filed with the Commission on May 27, 2016, on behalf of Joseph Beranek pursuant to a Power of Attorney, dated January 3, 2020, and incorporated by reference to Post-Effective Amendment No. 371 to Registration Statement No. 2-99356 of the Registrant on Form N-1A (Exhibit (q)(4)), filed with the Commission on January 10, 2020 and on behalf of each of the Trustees pursuant to a Trustees Power of Attorney, dated January 1, 2018, and incorporated by reference to Post-Effective Amendment No. 315 to Registration Statement No. 2-99356 of the Registrant on Form N-1A (Exhibit (q)(1)), filed with the Commission on February 1, 2018. |
(d)(9)(iii) | Amendment No. 3, dated March 11, 2020, to the Subadvisory Agreement between Columbia Management Investment Advisers, LLC and Loomis Sayles and Company, L.P. |
(d)(16)(i) | Amendment No. 1, dated March 11, 2020, to the Subadvisory Agreement between Columbia Management Investment Advisers, LLC and Baillie Gifford Overseas Limited |
(j)(2) | Consent of Independent Registered Public Accounting Firm, PricewaterhouseCoopers LLP |
(p)(5) | Code of Ethics of TCW Investment Management Company LLC, dated December 16, 2019 |
(p)(7) | Code of Ethics of Conestoga Capital Advisors, LLC, dated January 2020 |
(p)(9) | Code of Ethics of BMO Asset Management Corp., dated October 2019 |
(p)(11) | Code of Ethics of Wells Capital Management, Inc., effective January 2, 2020 |
(p)(13) | Code of Ethics of Manulife Asset Management LLC, effective April 1, 2019 |
(p)(21) | Code of Ethics of QMA LLC, effective August 2019 |
AMENDMENT NO. 3
TO THE SUBADVISORY AGREEMENT
This Amendment No. 3 (the “Amendment”), made and entered into as of March 11, 2020, is made a part of the Subadvisory Agreement between Columbia Management Investment Advisers, LLC, a Minnesota limited liability company (“Investment Manager”) and Loomis, Sayles & Company, L.P., a Delaware limited partnership (“Subadviser”), dated December 4, 2013, as amended March 9, 2016 and December 11, 2019 (the “Agreement”).
WHEREAS, Investment Manager and Subadviser desire to amend the Agreement, including Schedule A thereto.
NOW, THEREFORE, the parties, intending to be legally bound, agree as follows:
1. |
Schedule A. Schedule A to the Agreement shall be, and hereby is, deleted and replaced with the Schedule A attached hereto. |
|
[REMAINDER OF THIS PAGE HAS BEEN LEFT BLANK INTENTIONALLY]
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their officers designated below as of the day and year first above written.
AMENDMENT NO. 3
TO THE SUBADVISORY AGREEMENT
SCHEDULE A
[SCHEDULE LISTING FUND(S) AND FEE RATE(S) OMITTED]
AMENDMENT NO. 1
TO THE SUBADVISORY AGREEMENT
This Amendment No. 1 (the “Amendment”), made and entered into as of March 11, 2020, is made a part of the Subadvisory Agreement between Columbia Management Investment Advisers, LLC, a Minnesota limited liability company (“Investment Manager”) and Baillie Gifford Overseas Limited, a company incorporated in Scotland under Registered Number 084807 and having its registered office at Calton Square, 1 Greenside Row, Edinburgh, Scotland (“Subadviser”), dated March 7, 2018 (the “Agreement”).
WHEREAS, Investment Manager and Subadviser desire to amend the Agreement.
NOW, THEREFORE, the parties, intending to be legally bound, agree as follows:
1. |
The following shall be, and is hereby added as Section 22 to the Agreement: |
Delegation. Subadviser may delegate some or all of its duties under this Agreement to affiliated or unaffiliated subadvisers (each a “Subadviser-Delegatee”); provided, however, that (i) Subadviser provides written notice to Investment Manager, (ii) any delegation of advisory duties is subject to and conditioned on the Fund Boards’ and/or Fund shareholder’s approval pursuant to Section 15 of the 1940 Act, (iii) no additional charges, fees or other compensation will be paid for such services, (iv) Subadviser hereby agrees to advise Investment Manager of any changes required to be made to the disclosure in the Fund’s registration statement relating to the Fund’s portfolio managers provided by Subadviser or any Subadviser-Delegatee, and (v) Subadviser always remains liable to the Investment Manager and the Fund for its obligations hereunder regardless whether services hereunder are provided by Subadviser or any Subadviser-Delegatee. To the extent that such delegation occurs, references to the provision of services by Subadviser herein shall be deemed to include reference to any Subadviser-Delegatee, as the context may require.
[REMAINDER OF THIS PAGE HAS BEEN LEFT BLANK INTENTIONALLY]
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their officers designated below as of the day and year first above written.
Date:March 11, 2020
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the incorporation by reference in this Registration Statement on Form N-1A of Columbia Funds Series Trust I of our reports dated February 24, 2020, relating to the financial statements and financial highlights, which appear in the Annual Reports on Form N-CSR of the funds indicated in Appendix A for the year ended December 31, 2019. We also consent to the references to us under the headings "Financial Highlights", "Independent Registered Public Accounting Firm" and "Organization and Management of Wholly-Owned Subsidiaries" in such Registration Statement.
/s/PricewaterhouseCoopers LLP Minneapolis, Minnesota
April 24, 2020
Appendix A
Fund Name
Columbia Real Estate Equity Fund
December 16, 2019
Table of Contents |
|
General Principles |
1 |
Personal Investment Transactions |
3 |
Overview |
3 |
Covered Transactions/Covered Accounts |
3 |
Pre-clearance of Covered Transactions |
4 |
Pre-clearance Process |
4 |
Prohibited Transactions |
6 |
Exempt Securities |
9 |
Exemptive Relief |
16 |
|
|
Reporting |
17 |
Personal Investment Reporting |
17 |
Reporting on Opening, Changing or Closing a Covered Account |
|
|
17 |
Required Certifications |
18 |
|
|
Policy Statement on Insider Trading |
20 |
What You Should Do If You Have Questions About Inside |
|
Information? |
20 |
TCW Policy on Insider Trading |
21 |
Trading Prohibition |
21 |
Communication Prohibition |
22 |
What is Material Information? |
22 |
What is Non-Public Information? |
23 |
Examples of How TCW Personnel Could Obtain Inside Information |
|
and What You Should Do In These Cases |
23 |
Board of Directors Seats or Observation Rights |
24 |
Deal-Specific Information |
24 |
Participation in Rapid Fire Capital Infusions |
26 |
Overview |
26 |
What Should You Do? |
26 |
What Are The Ramifications For Participating In A Rapid Fire |
|
Capital Infusion? |
26 |
Creditors' Committees |
28 |
Information about TCW Products |
28 |
i
Contacts with Public Companies |
29 |
Expert Networks |
29 |
What Is The Effect Of Receiving Inside Information? |
30 |
Does TCW Monitor Trading Activities? |
30 |
Penalties and Enforcement by SEC and Private Litigants |
31 |
Ethical Wall Procedures |
31 |
Identification of the Walled-In Individual or Group |
31 |
Isolation of Information |
32 |
Restrictions on Communications |
32 |
Restrictions on Access to Information |
33 |
Trading Activities by Persons within the Wall |
33 |
Termination of Ethical Wall Procedures |
33 |
Maintenance of Restricted List |
35 |
Exemptions |
35 |
|
|
Gifts & Entertainment: Anti-Corruption Policy |
36 |
Gifts |
36 |
Entertainment or Similar Expenditures |
37 |
Gifts, Entertainment, Payments & Preferential Treatment |
37 |
Foreign Corrupt Practices Act (FCPA) |
44 |
Statement of Purpose |
45 |
Scope |
45 |
Prohibited Conduct |
45 |
Health or Safety Exception |
46 |
Third Party Representatives |
46 |
Red Flag Reporting |
48 |
Mandatory Reporting |
49 |
Books and Records |
49 |
|
|
Outside Business Activities |
50 |
General |
50 |
Obtaining Approval/Reporting |
51 |
|
|
Political Activities & Contributions |
52 |
Introduction |
52 |
General Rules |
52 |
Fundraising and Soliciting Political Contributions |
52 |
ii
Rules Governing Firm Contributions and Activities |
53 |
Federal Elections |
53 |
Contributions to State and Local Candidates and Committees 53 |
|
Political Activities on Firm Premises and Using Firm Resources |
|
|
54 |
Federal, State, and Local Elections |
54 |
Rules for Individuals |
55 |
Responsibility for Personal Contribution Limits |
55 |
Pre-Approval of all Political Contributions and Volunteer |
|
Activity |
55 |
New Hires |
56 |
Participation in Public Affairs |
56 |
|
|
Other Employee Conduct |
57 |
Personal Loans |
57 |
Taking Advantage of a Business Opportunity That Rightfully |
|
Belongs To the Firm |
57 |
Disclosure of a Direct or Indirect Interest in a Transaction |
|
|
57 |
Corporate Property or Services |
58 |
Use of TCW Stationery |
58 |
Giving Advice to Clients |
58 |
|
|
Confidentiality |
59 |
Sanctions |
60 |
Reporting Illegal or Suspicious Activity - |
|
"Whistleblower Policy" |
61 |
Policy |
61 |
Procedure |
61 |
|
|
Glossary |
63 |
|
|
iii
General Principles
The TCW Group, Inc. is the parent of several companies that provide investment advisory services. As used in this Code of Ethics or Code, the "Firm" or "TCW" refers to The TCW Group, Inc., TCW Advisors, and controlled affiliates.
This Code is based on the principle that the officers, directors and employees of the Firm owe a fiduciary duty to the Firm's clients. In consideration of this you must:
∙Protect the interests of the Firm's clients before looking after your own.
∙If you know that an investment team is considering a transaction in a security, don't trade that security.
∙Never use opportunities provided for the Firm's clients by brokers or others for your personal benefit.
∙Avoid actual or apparent conflicts of interest in conducting your personal investing.
∙Never trade on the basis of client information, or otherwise use client information for personal benefit.
∙Maintain the confidentiality of all client financial and other confidential information. Loose lips sink ships.
∙Comply with all applicable securities laws and Firm policies, including this Code.
∙Communicate with clients or prospective clients candidly.
∙Exercise independent judgment when making investment decisions.
∙Treat all clients fairly.
In addition to the above fiduciary requirements, Officers, directors and employees of the Firm are prohibited from violating the laws of the United States, including but not limited to, the applicable federal and state securities laws. These provisions prohibit any manipulative conduct in connection with transactions in Securities in the marketplace:
∙Employing any device, scheme or artifice to defraud;
∙Making any untrue statement of a material fact, or omitting to state a material fact necessary in order to make the statements made not misleading, in connection with the offer, purchase, or sale of Securities; or
1
∙Engaging in any action, transaction, practice or course of business that would operate as a fraud or deceit upon any person.
When in doubt, call the General Counsel, the Chief Compliance Officer, or any member of the Compliance or Legal Department before taking action. We are here to help. The reputation that TCW has built through decades of hard work can be destroyed by a single action. As an Access Person, you are responsible for safeguarding the reputation of TCW.
Violations of this Code constitute grounds for disciplinary actions, including immediate dismissal.
2
Personal Investment Transactions
Overview
The first part of this policy restricts your personal investment activities to avoid actual or apparent conflicts of interest with investment activities on behalf of clients of the Firm. The second part addresses reporting requirements for personal investing. You must conduct your personal investment activities in compliance with these rules.
Any questions about this policy should be addressed to the Administrator of the Code of Ethics at extension 0467 or ace@tcw.com.
All Securities trading by Access Persons and Covered Persons is monitored and reviewed. If patterns arise or it is determined that trading during the course of normal operations is of such a level as to interfere with the Person's work performance or responsibilities, create any actual or apparent conflict of interest, negatively impact the operations of TCW or violate any Firm policy, limits may be imposed. The Person may be notified by his/her supervisor, or such other appropriate officer(s) that there is a trading issues, and that trading restrictions and/or other disciplinary action, as appropriate, may be implemented.
Every Covered Person should be familiar with the requirements of this policy. Contact the Administrator of the Code of Ethics to send each Covered Person a copy of this policy.
Covered Transactions/Covered Accounts
This policy covers investment activities ("Covered Transactions")
(i)by any Access Person or Covered Person in a Covered Account, or
(ii)in any account in which any Access Person has a "beneficial interest".
An Access Person has a "beneficial interest" in an account if that Access Person:
∙has benefits substantially equivalent to owning the Securities or the account,
∙can obtain ownership of the Securities in the account within 60 days, or
3
∙can vote or dispose of the Securities in the account.
Any account of an Access Person or Covered Person is a "Covered Account." Covered Accounts include any personal trading account in which you have a beneficial interest. A representative list of such accounts includes:
−Brokerage accounts (i.e. individual, joint, trust, custodial); Individual Retirement Accounts (all types); DRIPs, profit sharing, and any other account/vehicle that have the ability to trade any non-exempt investment product.
−401(k) and 529 Plans accounts that provide the ability to trade any non-exempt investment product.
o Please note: If the accounts hold MetWest or TCW funds, these accounts require reporting as well.
o Accounts held directly at mutual funds are exempt unless the account holds MetWest or TCW funds.
−A relative's brokerage account for which the Access Person can effect trades, or an estate for which the Access Person makes investment decisions as executor.
−Direct investments in private funds.
Violations of this policy by a Covered Person will be treated as violations by you.
Pre-clearance of Covered Transactions
Generally, all trading by Access Persons and Covered Persons requires pre-clearance. Exempt securities are listed in this Code of Ethics.
Pre-clearance Process
Pre-clearance is required for any non-exempt security. For example:
•Stocks
•Options
•ETFs, Closed-end Funds
•Private placements/securities/funds
•Any other investment product not listed on the Exempt securities list in the Code of Ethics
Pre-clearance expires at 1:00 p.m. Los Angeles time (4:00 p.m. New York time) on the next business day after approval has been received. If your
4
order has not been executed by the next business day after approval, it should be canceled and a new pre-clearance obtained.
For marketable securities and Private Placement pre-clearance, log on to StarCompliance and file the required preclearance form at https://tcw-ng.starcompliance.com/Auth/Login
Outside Fiduciary Accounts require special procedures. Contact the Administrator of the Code of Ethics.
5
Prohibited Transactions
The following activities are prohibited and pre-clearance will generally not be available.
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Prohibited |
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Exceptions/Limitations |
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Consequences/Comments |
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Transaction |
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Transacting in a |
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Exception: Permitted |
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Portfolio managers may |
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Security that the |
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once the Firm's |
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accumulate a position |
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Firm is trading for |
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trading is completed |
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in a particular |
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its clients |
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or cancelled |
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security over a period |
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of time. During such |
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accumulation period, |
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permission to trade in |
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such a security will |
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generally not be |
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granted. |
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Transacting in a |
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security that the |
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Access Person knows |
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is under |
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consideration for |
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trading by the Firm |
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for its clients |
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Acquiring any |
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Exception: Permitted |
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Security in an IPO |
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if the Security is an |
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Exempt Security. See |
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chart below. |
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Acquiring an |
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Exception: TCW sub- |
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See Prohibited Third- |
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interest in a 3rd |
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advised ETFs are |
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Party Mutual Fund List |
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party registered |
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permitted, but, as |
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under Forms on myTCW. |
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investment company |
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with all ETFs, must |
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advised or sub- |
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still be pre-cleared |
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advised by the Firm |
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and reported as stated |
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below. |
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6
Additional Restrictions for Certain Investment Personnel
In addition to the foregoing prohibited transactions, the following are prohibited for the Investment Personnel indicated below.
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Prohibited Transaction |
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Applies to |
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Consequences/Comments |
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Profiting from the |
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∙ |
Portfolio |
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Transactions will be |
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purchase and sale, or |
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Managers |
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matched using a LIFO |
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sale and purchase, of |
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∙ |
Securities |
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system. |
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the same (or |
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Profits from the sale |
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Analysts and |
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equivalent) Securities |
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or purchase of a |
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Researchers |
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within 60 calendar |
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security obtained |
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∙ |
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Securities |
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within 60 days of the |
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Traders who |
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exercise of written |
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provide |
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call or put options |
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information or |
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are subject to the |
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advice to a |
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rule prohibiting such |
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portfolio |
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transactions for |
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manager |
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Investment Personnel. |
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∙ |
Members of |
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All profits of |
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Investment |
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prohibited trades are |
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Compliance |
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subject to |
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disgorgement |
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Exceptions: |
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∙ |
Exempt Securities |
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∙ |
ETFs (Though exempt |
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from this rule, ETFs |
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still must be pre- |
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cleared through |
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StarCompliance) |
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Purchasing or selling |
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∙ |
Prohibited for |
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∙ |
All prohibited |
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a Security in the 5 |
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portfolio |
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transactions will |
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business days BEFORE |
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managers and any |
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generally be |
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that Security is |
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other investment |
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reversed; and |
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bought or sold on |
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professional in |
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∙ |
all profits are |
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behalf of a Firm |
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their product |
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subject to |
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client (except for |
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group, including |
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disgorgement. |
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account rebalancings |
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traders, |
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7
8
to maintain |
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Analysts, |
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∙ Stock |
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proportions after cash |
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managing funds |
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transactions |
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receipts, redemptions, |
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for the |
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resulting from |
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or the like, that do |
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registered |
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the forced |
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not involve any |
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investment |
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exercise of a |
|
investment decision), |
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company |
|
call or put |
|
in any |
∙ |
Members of |
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option that you |
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∙ |
|
|
have written |
||
Covered Account, or |
|
Investment |
|
||
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∙ |
Outside Fiduciary |
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Compliance |
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Account |
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Purchasing or selling |
∙ |
Prohibited for |
∙ |
All prohibited |
|
any Security in a |
|
any Analyst or |
|
transactions must be |
|
manner inconsistent |
|
Researcher |
|
reversed; and |
|
with any |
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|
∙ |
all profits are |
|
recommendation made by |
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|
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subject to |
||
that research analyst |
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disgorgement. |
||
less than 30 days |
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||
prior to the proposed |
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purchase or sale |
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Recommending any |
∙ |
Prohibited for |
∙ |
All prohibited |
|
Security for purchase |
|
any portfolio |
|
transactions must be |
|
by the Firm, including |
|
manager, |
|
reversed; and |
|
writing a research |
|
Researcher or |
∙ |
all profits are |
|
report advocating for |
|
Analyst, unless |
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|
subject to |
|||
the purchase of a |
|
they have held |
|
||
|
|
disgorgement. |
|||
Security, where such |
|
such Security |
|
||
|
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|
|||
individual also holds |
|
for at least |
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|
such Security in a |
|
three months |
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Covered Account. |
|
prior to the |
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recommendation |
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or drafting of |
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the research |
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report. |
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|
Exempt Securities
Pre-clearance is generally not required for Exempt Securities. The following table identifies Exempt Securities and summarizes any pre- clearance and reporting requirements that apply.
9
Types |
of |
Exempt |
Pre- |
Reporting |
Limitations/Comm |
|||
Securities |
|
|
|
clearance |
Required? |
ents |
||
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Required? |
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||
U.S. |
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Government |
No |
No |
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Securities |
(including |
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|
||||
agency obligations) |
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|||||
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|
|||||
Investment-grade rated |
No |
Yes |
|
|||||
Securities |
issued |
by |
|
|
|
|||
any |
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|
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State, |
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Commonwealth |
|
or |
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|
|||
territory |
of |
|
the |
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|
||
United |
States, |
or |
any |
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|
|
||
political |
subdivision |
|
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|
||||
or |
taxing |
authority |
|
|
|
|||
thereof |
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|||
Bank |
certificates |
of |
No |
No |
|
|||
deposit |
|
or |
time |
|
|
|
||
deposits |
|
|
|
|
|
|
||
|
|
|
|
|||||
Bankers' Acceptances |
No |
No |
|
|||||
|
|
|
|
|||||
Investment grade debt |
No |
Yes |
Ask the Legal |
|||||
instruments with a |
|
|
|
Department for |
||||
term of 13 months or |
|
|
clarification if |
|||||
less, including |
|
|
|
|
any questions. |
|||
commercial paper, |
|
|
|
|
||||
fixed-rate notes and |
|
|
|
|||||
repurchase agreements |
|
|
|
|||||
|
|
|
|
|
|
|||
Shares in money |
|
|
No |
No |
|
|||
market mutual funds |
|
|
|
|||||
or a fund that |
|
|
|
|
|
|||
appears on the exempt |
|
|
|
|||||
list. |
|
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|
|
10
Shares in open-end |
No |
No* |
See Prohibited |
investment companies |
|
|
Third-Party |
not advised or sub- |
|
*MetWest and |
Mutual Fund List |
advised by the Firm. |
|
under Forms on |
|
(ETFs and closed-end |
|
TCW funds |
myTCW. |
|
require |
|
|
funds are not exempt |
|
|
|
|
reporting |
|
|
and require pre- |
|
|
|
|
|
|
|
clearance) |
|
|
|
|
|
|
|
Investments in the |
|
|
|
S&P 500 CIT product |
|
|
|
within the TCW 401(k) |
|
|
|
Plan |
|
|
|
|
|
|
|
Shares of unit |
No |
No |
|
investment trusts |
|
|
|
that are invested |
|
|
|
exclusively in mutual |
|
|
|
funds not advised by |
|
|
|
the Firm. |
|
|
|
|
|
|
|
Futures and Non- |
No |
Yes |
|
Financial Commodities |
|
|
|
|
|
|
|
Municipal bonds |
No |
Yes |
No |
traded in the market |
|
|
|
|
|
|
|
11
Trades in Non- |
The Account |
The Account |
Periodic sample |
Discretionary |
must first |
must first |
reviews of |
Accounts which you, |
be |
be certified |
statements of |
your spouse, your |
certified |
as Non- |
non- |
domestic partner, or |
as Non- |
Discretionar |
discretionary |
your significant |
Discretiona |
y by |
accounts will be |
other established. |
ry by |
Compliance – |
conducted. |
|
Compliance |
Contact the |
|
|
– Contact |
Administrato |
|
|
the |
r of the |
|
|
Administrat |
Code of |
|
|
or of the |
Ethics. If |
|
|
Code of |
designated |
|
|
Ethics. If |
as Non- |
|
|
designated |
Discretionar |
|
|
as Non- |
y, no |
|
|
Discretiona |
reporting of |
|
|
ry, no pre- |
trades |
|
|
clearance |
required. |
|
|
of trades |
|
|
|
required. |
|
|
|
|
|
|
Dividends reinvested |
No |
Yes |
|
through a Dividend |
|
|
|
Reinvestment Plan |
|
|
|
(DRIP) |
|
|
|
[Note: Securities |
|
|
|
purchased or sold in |
|
|
|
a DRIP still needs |
|
|
|
pre-clearance] |
|
|
|
|
|
|
|
12
13
14
Direct Purchase Plans |
Prior |
Yes |
|
|
|
|
approval |
|
|
|
|
required to |
|
|
|
|
enter plan. |
|
|
|
|
Transaction |
|
|
|
|
s pursuant |
|
|
|
|
to an |
|
|
|
|
approved |
|
|
|
|
plan will |
|
|
|
|
not require |
|
|
|
|
pre- |
|
|
|
|
clearance. |
|
|
|
|
|
|
|
Interests in Firm- |
No |
No |
|
|
sponsored Private |
|
|
|
|
Placements that are |
|
|
|
|
∙ |
Estate planning |
|
|
|
|
transfers |
|
|
|
∙ |
Court-ordered |
|
|
|
|
transfers |
|
|
|
|
|
|
|
|
MetWest or TCW Fund |
No |
Yes |
Compliance with |
|
in a Firm or Non-Firm |
|
|
frequent trading |
|
Account |
|
|
rules required. |
|
|
|
|
|
|
Securities where the |
No |
Yes |
|
|
Firm acts as an |
|
|
|
|
adviser or |
|
|
|
|
distributor for the |
|
|
|
|
investment, offered |
|
|
|
|
in: |
|
|
|
|
∙ |
A hedge fund; |
|
|
|
∙ |
Private Placement; |
|
|
|
|
or |
|
|
|
∙ |
Other Limited |
|
|
|
|
Offerings |
|
|
|
|
|
|
|
|
15
Direct investments in |
No |
No |
|
Cryptocurrencies or |
|
|
|
Digital Currencies. |
|
|
|
Investment products |
|
|
|
derived from |
|
|
|
cryptocurrencies or |
|
|
|
digital currencies |
|
|
|
are not exempt. |
|
|
|
|
|
|
|
Exemptive Relief
To seek approval for a Code of Ethics exemption, contact the Administrator of the Code of Ethics. The Administrator of the Code of Ethics will require a written statement indicating the basis for the requested approval, and coordinate obtaining the approval of the Approving Officers. The Approving Officers have no obligation to grant any requested approval or exemption.
The Approving Officers also may, under appropriate circumstances, grant exemption from Access Person status to any person.
16
Reporting
Personal Investment Reporting
TCW receives automated feeds from many major brokers ("Linked Brokers"). If your broker is not a Linked Broker, you must ensure that TCW receives duplicate broker statements. The Administrator of the Code of Ethics can inform you if your broker is a Linked Broker, and set up your account for automated feed. If your broker is not a Linked Broker, the Administrator of the Code of Ethics can assist you with a release letter ("407 letter") to allow TCW to receive duplicate statements. Corporate actions such as mergers, purchases and sales, spin-offs, stock splits, stock-on-stock dividends and like activities must also be reported unless made through an account with a Linked Broker. In addition, Access Persons must timely file all reports for all transactions as provided in the tables below. Transactions that must be reported include opening, closing or changing Covered Accounts.
Reporting on Opening, Changing or Closing a Covered Account
Brokerage Accounts: You must use the StarCompliance, http://tcw.starcompliance.com, system to enter information about each Covered Account:
|
|
Activity |
Comments |
|
|
Exceptions |
|
∙ |
Upon becoming an |
Updates must occur |
|
You are not |
|
|
|
Access Person |
within 30 days of the |
|
required to |
|
|
∙ |
Upon opening a new |
event |
|
report or enter |
|
|
|
|
information for: |
|||
|
|
Covered Account |
|
|
||
|
|
|
|
∙ |
Outside |
|
|
|
while you are an |
|
|
||
|
|
Access Person |
|
|
|
Fiduciary |
|
|
|
|
|
|
Accounts |
|
|
|
|
|
∙ |
Accounts that |
|
|
|
|
|
|
can only |
|
|
|
|
|
|
invest in open |
|
|
|
|
|
|
end mutual |
|
|
|
|
|
|
funds |
|
|
|
|
|
|
|
17
∙ Upon closing, or |
Updates must occur |
N/A |
making any change |
within 30 days of the |
|
to a Covered |
event |
|
Account while you |
|
|
are an Access |
|
|
Person |
|
|
|
|
|
Separate Accounts: You must obtain pre-clearance from your group head and the Approving Officers to open a personal separately managed account at the Firm.
Required Certifications
Reports are filed online at http://tcw.starcompliance.com.
If you will not be able to file a report on time, contact the Administrator of the Code of Ethics prior to the filing due date.
|
Certification |
|
|
When Due |
|
|
Additional |
|
|
|
|
|
|
Requirements |
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Initial Holdings Report |
|
Within 10 days |
|
Include all |
|||
|
|
|
|
after becoming an |
|
securities except |
||
|
|
|
|
Access Person |
|
Exempt Securities |
||
|
|
|
|
|
|
|
Include all |
|
|
|
|
|
|
|
|
Covered Accounts. |
|
|
|
|
|
|
|
|
Holdings must be |
|
|
|
|
|
|
|
|
current no |
|
|
|
|
|
|
|
|
earlier than 45 |
|
|
|
|
|
|
|
|
days before you |
|
|
|
|
|
|
|
|
became an Access |
|
|
|
|
|
|
|
|
Person |
|
|
|
|
|
|
|
|||
|
Quarterly Report of |
|
By each January 15, |
|
Must be filed |
|||
|
Personal Investment |
|
April 15, July 15 |
|
even if there |
|||
|
Transactions |
|
and October 15 |
|
were no |
|||
|
|
|
|
|
|
|
transactions |
|
|
|
|
|
|
|
|
during the |
|
|
|
|
|
|
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period. |
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18
Annual Holdings Report |
By January 31 of |
Same as Initial |
|
each year |
report, except |
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that holdings |
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must be current |
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as of December 31 |
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of the prior |
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year. |
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Annual Certificate of |
By January 31 of |
|
Compliance |
each year |
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Report on Outside |
4th quarter of each |
|
Activities (Includes, |
year |
|
among other activities, |
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Directorships, |
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Officerships, Creditor |
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Committees, Board |
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Observation Rights and |
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Employment) |
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19
Confidentiality
Policy Statement on Insider Trading
Members of the Firm occasionally come into possession of material, non-public information or "inside information". Various laws, court decisions, and general ethical standards impose duties with respect to the use of this inside information.
The SEC rules provide that any purchase or sale of a security while "having awareness" of inside information is illegal regardless of whether the information was a motivating factor in making a trade.
Courts may attribute one employee's knowledge of inside information to other employees that trade in the affected security, even if no actual communication of this knowledge occurred. Thus, by buying or selling a particular Security in the normal course of business, Firm personnel other than those with actual knowledge of inside information could inadvertently subject the Firm to liability.
The risks in this area can be significantly reduced through the use of a combination of trading restrictions and information barriers designed to confine material non-public information to a given individual, group or department (see defined term "Ethical Walls").
See the Reference Table below if you have any questions on this Policy or who to consult in certain situations.
What You Should Do If You Have Questions About Inside Information?
Topic |
You |
Should Contact: |
|
|
|
If you have a question about: |
The |
Legal Department |
∙The Insider Trading Policy in general
∙Whether information is "material" or "non-public"
∙If you have a question about whether you have received inside information on a Firm commingled
20
Confidentiality |
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||
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|
Topic |
|
You Should Contact: |
|
|
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|
fund (e.g. |
partnerships, trusts, |
|
|
mutual funds) |
|
|
∙ |
Whether you have received material |
||
|
non-public information about a |
||
|
public company |
|
|
∙ |
Obtaining |
deal-specific |
|
|
information |
(pre-clearance |
is |
|
required) |
|
|
∙ |
Sitting on a Creditors' Committee |
|
|
|
(preapproval is required) |
|
|
∙ Need to |
have an Ethical Wall |
|
|
|
established |
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|
∙ |
Terminating an Ethical Wall |
|
|
∙ |
Section 13/16 issues |
|
|
∙ |
Who is "within" or "outside" an |
|
|
|
Ethical Wall |
|
|
|
|
|
|
∙ |
If you wish to serve on a Board |
Administrator of the Code of |
|
|
of Directors, serve as an |
Ethics |
|
|
alternate on a Board, serve as a |
|
|
|
Board Observer or sit on a |
|
|
|
Creditors Committee (Pre-approval |
|
|
|
is required) |
|
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|
In the event of inadvertent or non- |
The Legal Department |
|
|
intentional |
disclosure of material |
|
non-public information
TCW Policy on Insider Trading
Trading Prohibition
∙No Access Person of the Firm, either for themselves or on behalf of clients or others, may buy or sell a security (i.e., stock, bonds, convertibles, options, warrants or derivatives tied to a company's securities) while in possession of material, non-public
21
Confidentiality
information about the company (except as listed in Deal-Specific Information below).
∙This applies in the case of both publicly traded and private companies.
∙This means that you may not buy or sell such securities for yourself or anyone, including your spouse, domestic partner, relative, friend, or client and you may not recommend that anyone else buy or sell a security of a company on the basis of inside information regarding that company.
If you believe you have received oral or written material, non- public information, you should not discuss the information with anyone except the Legal Department. Do not discuss the information with your supervisor, department head or any other individual who
Communication Prohibition
No Access Person may communicate material, non-public information to others who have no official need to know. This is known as "tipping," which also is a violation of the insider trading laws, even if you as the "tipper" did not personally benefit. Therefore, you should not discuss such information acquired on the job with your spouse, domestic partner or with friends, relatives, clients, or anyone else inside or outside of the Firm except on a need-to-know basis relative to your duties at the Firm.
Remember that TCW Mutual Funds are publicly traded entities and you may be privy to material non-public information regarding those entities. Communicating such information in violation of the Firm's policies is illegal.
The prohibition on sharing material, non-public information extends to affiliates such as the Carlyle entities.
What is Material Information?
Information (whether positive or negative) is material:
∙When a reasonable investor would consider it important in making an investment decision or
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Confidentiality
∙When it could reasonably be expected to have an effect on the price of a company's securities.
Some examples of Material Information are:
∙Earnings results, changes in previously released earnings estimates, liquidity problems, dividend changes, defaults,
∙Projections, major capital investment plans,
∙Significant labor disputes,
∙Significant merger, tender offers, secondary offerings, rights offerings, spin-off, joint venture, stock buy backs, stock splits or acquisition proposals or agreements,
∙New product releases, price changes, schedule changes,
∙Significant accounting changes, credit rating changes, write- offs or charges,
∙Major technological discoveries, breakthroughs or failures,
∙Major contract awards or cancellations, significant regulatory developments (e.g. FDA approvals),
∙Governmental investigations, major litigation or disposition of litigation, or
∙Extraordinary management developments or changes.
Because no clear or "bright line" definition of what is material exists, assessments sometimes require a fact-specific inquiry. If you have questions about whether information is material, direct the questions to the Legal Department.
What is Non-Public Information?
Non-public information is information that:
∙Has not been disseminated broadly to investors in the marketplace, such as a press release or publication in the Wall Street Journal or other generally circulated publication; or
∙Has not become available to the general public through a public filing with the SEC or some other governmental agency, Bloomberg, or release by Standard & Poor's or Reuters.
Examples of How TCW Personnel Could Obtain Inside Information and What You Should Do In These Cases
Examples of how a person could come into possession of inside information include:
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Confidentiality
Board of Directors Seats or Observation Rights
∙Most public companies have restrictions on trading by Board members except during trading window periods.
∙Anyone who wishes to serve on a Board of Directors or as a Board Observer must seek pre-approval and complete the Outside Business Activity Form that is posted on myTCW and submit it to the Administrator of the Code of Ethics who will coordinate the approval process.
∙If approval is granted, the Administrator of the Code of Ethics will notify the Legal Department so that the appropriate Ethical Wall and/or restricted securities listing can be made.
Portfolio Managers:
∙Sitting on Boards of public companies in connection with an equity or fixed income position that they manage; or
∙Having the intent to control or work with others to attempt to influence or control a company.
∙Working with expert network consultants who were recent employees of a company involving a major transaction.
Should be mindful of:
∙SEC filing obligations under Section 16 of the Exchange Act
∙"Short swing profits" restrictions and penalties related to purchases and sales of shares held in client accounts within a 6-month period.
The Legal Department should be consulted in these situations.
Deal-Specific Information
Employees may receive inside information for legitimate purposes such as:
∙In the context of a direct investment, secondary transaction or participation in a transaction for a client account
∙In the context of forming a confidential relationship
∙Receiving "private" information through on-line services such as Intralinks.
This "deal-specific information" may be used by the department to which it was given for the purpose for which it was given. This type of situation typically arises in:
24
Confidentiality
∙mezzanine financings,
∙loan participations, bank debt financings,
∙venture capital financing,
∙purchases of distressed securities,
∙oil and gas investments, and
∙purchases of substantial blocks of stock from insiders.
It should be assumed that inside information is transmitted whenever:
∙A confidentiality agreement is entered into;
∙An oral agreement is made or an expectation exists that you will maintain the information as confidential; or
∙There is a pattern or practice of sharing confidences so that the recipient knows or reasonably should know that the provider expects the information to be kept confidential, such pattern or practice is sufficient to form a confidential relationship.
There is a presumed duty of trust and confidence when a person receives material non-public information from his or her spouse, parent, child, or sibling.
Remember that even if the transaction for which the deal-specific information is received involves securities that are not publicly traded, the issuer may have other classes of traded securities, and the receipt of inside information can affect the ability of other product groups at the Firm to trade in those securities.
If you are to receive any deal-specific information or material, non- public information on a company (whether domestic or foreign), contact the Legal Department, who then will implement the appropriate Ethical Wall and trading procedures.
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Confidentiality
Participation in Rapid Fire Capital Infusions
Overview
From time to time, public companies may seek rapid-fire capital infusions of capital from institutional investors. In the past, these have involved investment banks contacting potential investors, often over the weekends, on a pre-announcement basis.
What Should You Do?
If you work with marketable security strategies and you receive a call to participate in an offering before it is publicly announced, please contact the Legal Department, General Counsel or Chief Compliance Officer. Do not ask the name of the company that is the subject of the financing or agree to any confidentiality or standstill agreements. Otherwise, you may restrict trading in your and other portfolios and the Firm. Your email should include the contact information for the person who contacted you.
What Are The Ramifications For Participating In A Rapid Fire Capital Infusion?
Historically, the Firm's marketable securities strategies have not received material non-public information and have relied solely on public information. Some of the ramifications of your participating in a rapid fire capital infusion are:
∙Your accounts will be restricted for the company in question as soon as you learn about the name of the company, even if you decide not to participate. There is no ability to preview the names because just knowing about the potential transaction is in itself material non-public information.
∙A restriction in a name could last for a period of time and that period cannot be predicted in advance. In many cases, it may be a fairly short period (a week or so).
∙You will need to be available or designate someone in your portfolio management group to be fully available at night and possibly over the weekend to consider the transaction(s).
If your group decides to participate in the offering, the Legal Department will work with your group to implement appropriate Ethical
26
Confidentiality
Wall procedures with the goal of ensuring that others at the Firm who do not have the information will not be frozen in their trading securities of the issuer. The shares of the company at issue will be restricted in accounts managed by your group and possibly others at the Firm until after the terms of the financing (or other material non-public information) are publicly announced.
27
Confidentiality
Creditors' Committees
Members of the Firm may be asked to participate on a Creditors' Committee which is given access to inside information. Since this could affect the Firm's ability to trade in securities in the company, before agreeing to sit on any Creditors' Committee, contact the Administrator of the Code of Ethics who will obtain any necessary approvals and notify the Legal Department so that the appropriate Ethical Wall can be established and/or restricted securities listings can be made.
Information about TCW Products
Employees could come into possession of inside information about the Firm's limited partnerships, trusts, and mutual funds that is not generally known to their investors or the public. The following could be considered inside information:
∙Plans with respect to dividends, closing down a fund or changes in portfolio management personnel
∙Buying or selling securities in a Firm product with knowledge of an imminent change in dividends or
∙A large-scale buying or selling program or a sudden shift in allocation that was not generally known
Disclosing holdings of the TCW Mutual Funds on a selective basis could also be viewed as an improper disclosure of non-public information and should not be done. The Firm currently discloses holdings of the TCW Mutual Funds to the general public and investors through tcw.com on a monthly basis. This disclosure may occur on or prior to the 15th calendar day following the end of that month (or, if the 15th calendar day is not a business day, the next business day thereafter). Disclosure of these funds' holdings at other times, where a general disclosure has not yet been made through tcw.com, requires special confidentiality procedures and must be pre-cleared with the Legal Department (See the Marketing and Communications Policy for further information concerning portfolio holdings disclosure).
In the event of inadvertent or unintentional disclosure of material non-public information, the person making the disclosure should immediately contact the Legal Department or General Counsel. The Legal Department should notify the Administrator of the Code of Ethics
28
Confidentiality
of this type of inside information so that appropriate restrictions can be put in place.
Contacts with Public Companies
Contacts with public companies are an important part of the Firm's research efforts coupled with publicly available information. Difficult legal issues arise when an employee becomes aware of material, non-public information through a company contact. This could happen, for example, if a company's Chief Financial Officer prematurely discloses quarterly results, or if an investor-relations representative makes a selective disclosure of adverse news to a handful of investors. In such situations, the Firm must make a judgment regarding its further trading conduct.
If an issue arises in this area, a research analyst's notes could become subject to scrutiny. Research analyst's notes have become increasingly the target of plaintiffs' attorneys in securities class actions.
The SEC has declared publicly that they will take strict action against what they see as "selective disclosures" by corporate insiders to securities analysts, even when the corporate insider was getting no personal benefit and was trying to correct market misinformation. Analysts and portfolio managers who have private discussions with management of a company should be clear about whether they desire to obtain inside information and become restricted or not receive such information.
If an analyst or portfolio manager receives what he or she believes is inside information and if you feel you received it in violation of a corporate insider's fiduciary duty or for his or her personal benefit, you should not trade and should discuss the situation with the Legal Department.
Expert Networks
The Firm may, from time to time, execute agreements with companies that provide access to a group of professionals, specialized information or research services ("Expert Networks"). In such circumstances, Expert Networks are engaged to provide authorized TCW employees with information that may be helpful in TCW understanding an industry, legislative initiatives, and many other important topical areas. However, TCW is mindful of the fact that Expert
29
Confidentiality
Networks present significant legal, compliance and regulatory risks concerning the receipt and transmission of materially non-public information. Given this inherent risk, TCW requires that the compliance policies of each Expert Network are reviewed and approved by our Compliance Department prior to entering into an agreement for services. Furthermore, the Firm requires that each employee who wishes to participate in an Expert Network read and confirm their understanding of the Firm Expert Network Guidelines, as well as complete an Insider Trading training module to ensure that they understand the Firm policies regarding material non-public information and insider trading.
What Is The Effect Of Receiving Inside Information?
Any person actually receiving inside information is subject to the trading and communication prohibitions discussed above. However, restrictions may extend to other persons and departments within the company. In the event of receipt of inside information by an employee, the Firm generally will:
Establish an Ethical Wall around the individual or a select group or department, and/or place a "firm wide restriction" on securities in the affected company that would bar any purchases or sales of the securities by any department or person within the Firm, whether for a client or personal account unless there is specific approval from the Compliance or Legal Departments.
In connection with the Ethical Wall protocol, those persons falling within the Ethical Wall would be subject to the trading prohibition and, except for need-to-know communications to others within the Ethical Wall, the communication prohibition discussed above. The breadth of the Ethical Wall and the persons included within it will be determined on a case-by-case basis. In these circumstances, the Ethical Wall procedures are designed to "isolate" the inside information and restrict access to it to an individual or select group to allow the remainder of the Firm not to be affected by it.
In any case where an Ethical Wall is imposed, the Ethical Wall procedures discussed below must be strictly observed. Each Group Head is responsible for ensuring that members of his or her group abide by these Ethical Wall procedures in every instance.
Does TCW Monitor Trading Activities?
30
Confidentiality
Yes, TCW monitors trading activities through one or more of the following:
∙Conducts reviews of trading in public securities listed on the Restricted Securities List.
∙Surveys client account transactions that may violate laws against insider trading and, when necessary, investigates such trades
∙Conducts monitoring of the Ethical Walls.
∙Reviews personal securities trading to identify insider trading, other violations of the law or violations of the Firm's policies.
∙Obtains securities holding and transaction reports as required by SEC rules and regulations.
Penalties and Enforcement by SEC and Private Litigants
Insider trading violations subject both the Firm and the individuals involved to severe civil and criminal penalties and could result in damaging the reputation of the Firm. Violations constitute grounds for disciplinary sanctions, including dismissal.
The SEC pursues all cases of insider trading regardless of size and parties involved. Penalties for violations are severe for both the individual and possibly his or her employer. The regulators, the market and the Firm view violations seriously and there can be significant fines, jail time and lawsuits.
Ethical Wall Procedures
The SEC has long recognized that procedures designed to isolate inside information to specific individuals or groups can be a legitimate means of curtailing attribution of knowledge of such inside information to an entire company. These types of procedures are known as Ethical Wall procedures. In those situations where the Firm believes inside information can be isolated, the following Ethical Wall procedures would apply. These Ethical Wall procedures are designed to "quarantine" or "isolate" the individuals or select group of persons with the inside information within the Ethical Wall.
Identification of the Walled-In Individual or Group
31
Confidentiality
The persons subject to the Ethical Wall will be identified by name or group designation. If the Ethical Wall procedures are applicable simply because of someone serving on a Board of Directors of a public company in a personal capacity, the Ethical Wall likely will apply exclusively to that individual, although in certain circumstances expanding the wall may be appropriate. When the information is received as a result of being on a Creditors' Committee, serving on a Board in a capacity related to the Firm's investment activities, or receiving deal-specific information, the walled-in group generally will refer to the group associated with the deal and, in some cases, related groups or groups that are highly interactive with that group. Determination of the breadth of the Ethical Wall is fact-specific and must be made by the Legal Department, the General Counsel, or the Chief Compliance Officer. Therefore, as noted above, advising them if you come into possession of material, non-public information is important. If you are in a group where you expect to continuously receive material non-public information as part of its strategy, a global Ethical Wall may be required to be imposed on the department.
Isolation of Information
Fundamental to the concept of an Ethical Wall is that the inside information be effectively quarantined to the walled-in group. The two basic procedures that must be followed to accomplish this are as follows: restrictions on communications and restrictions on access to information.
Restrictions on Communications
Communications regarding the inside information of the subject company should only be held with persons within the walled-in group on a need-to-know basis or with the General Counsel, the Legal Department or Chief Compliance Officer. Communications should be discreet and should not be held in the halls, in the lunchroom or on cellular phones. In some cases using code names for the subject company as a precautionary measure may be appropriate.
If persons outside of the group are aware of your access to information and ask you about the target company, they should be told simply that you are not at liberty to discuss it. On occasion, discussing the matter with someone at the Firm outside of the group may be desirable. However, no such communications should be held without first receiving the prior clearance of the General Counsel, the Legal Department, or the Chief Compliance Officer. In such case,
32
Confidentiality
the person outside of the group and possibly his or her entire department, thereby will be designated as "inside the wall" and will be subject to all Ethical Wall restrictions in this policy.
Restrictions on Access to Information
The files, computer files and offices where confidential information is physically stored generally should be made inaccessible to persons not within the walled-in group.
Trading Activities by Persons within the Wall
Persons within the Ethical Wall are prohibited from buying or selling securities in the subject company, whether on behalf of the Firm or clients or in personal transactions except:
∙Where the affected persons have received deal-specific information, the persons are permitted to use the information to consummate the deal for which deal-specific information was given (Note that if the transaction is a secondary trade (vs. a
direct company issuance), the Legal Department should be consulted to determine any disclosure obligations to the counterparty, and
∙In connection with a client directed liquidation of an account in full provided that no confidential information has been shared with the client. The liquidating portfolio manager should confirm to the Administrator of the Code of Ethics in connection with such liquidation that no confidential information was shared with the client.
Termination of Ethical Wall Procedures
When the information that is the subject of the Ethical Wall has been publicly disseminated, a confidentiality agreement expires and information is no longer being provided or if the information has become stale, the person who contacted the Legal or Compliance Department to have the Ethical Wall established must notify the Legal Department as to whether the Ethical Wall can be terminated. This is particularly true if the information was received in an isolated circumstance such as an inadvertent disclosure to an analyst or receipt of deal-specific information.
Persons who by reason of an ongoing relationship or position with the company are exposed more frequently to the receipt of such
33
Confidentiality
information (e.g., being a member of the Board of Directors or on a Creditors' Committee) would be subject ordinarily to the Ethical Wall procedures on a continuing basis and may be permitted to trade only during certain "window periods" when the company permits such "access" persons to trade.
34
Confidentiality
Certain Operational Procedures
The following are certain operational procedures that will be followed to ensure communication of insider trading policies to Firm employees and enforcement thereof by the Firm.
Maintenance of Restricted List
The Restricted Securities List is updated as needed by the Administrator of the Code of Ethics, who distributes it as necessary. The Administrator of the Code of Ethics also updates an annotated copy of the list and maintains the history of each item that has been deleted. This annotated Restricted Securities List is available to the General Counsel and the Chief Compliance Officer, as well as any additional persons, which either of them may approve.
The Restricted Securities List restricts issuers (i.e., companies) and not just specific securities issued by the issuer. The list of ticker symbols on the Restricted Securities List should not be considered the complete list – the key is that you are restricted as to the company or a derivative that is tied to the company. This is of particular importance to the strategies which may invest in securities listed on foreign exchanges.
The Restricted Securities List must be checked before each trade. If an order is not completed on one day, then the open order should be checked against the Restricted Securities List every day it is open beyond the approved period that was given (e.g., the waiver you received was for a specific period, such as one day).
Exemptions
Once an issuer is placed on the Restricted Securities List, any purchase or sale specified on the list (whether a personal trade or on behalf of a client account) must be cleared with the Administrator of the Code of Ethics.
35
Confidentiality
Gifts & Entertainment: Anti-Corruption Policy
Access Persons may provide reasonable Gifts and Entertainment for the bona fide purpose of promoting, demonstrating, or explaining Firm services, including fostering strong client relationships.
Where possible, or as required in this Policy, you should notify your department head before, or after, providing or accepting any Gifts or Entertainment, even if no other approval is required. As discussed below, Access Persons may also be required to obtain approval when giving or receiving certain Gifts and Entertainment. Unless otherwise specified below, if approvals are required, you must submit your request through StarCompliance for approval by the Administrator of the Code of Ethics. Access Persons must obtain prior written approval from the Administrator of the Code of Ethics where required. The Administrator of the Code of Ethics shall elevate the request in the event of high risk or higher value gifts, or as otherwise necessary or appropriate. Notwithstanding the foregoing, in light of the impromptu nature of some Entertainment, approval for Access Persons providing entertainment may on occasion be after the fact. After the fact approval shall not be deemed a violation of this Policy where (1) approval prior to such impromptu Entertainment was not feasible, and (2) the provision of such Entertainment or the value of such Entertainment does not violate applicable U.S. or local laws. However, to the extent feasible, any required approvals should be obtained before accepting or giving Gifts or Entertainment. It is the Access Person's responsibility to seek prior approval from the Administrator of the Code of Ethics for Gifts and Entertainment which can be reasonably anticipated in advance of travel, events, meetings, conferences, or other similar circumstances where Gifts or Entertainment may be given or received. Repeated reliance on the impromptu nature of giving or receiving Gifts or Entertainment may be considered a violation of this Policy and may result in disciplinary action.
Gifts
A "Gift" is anything of value given or received without paying its reasonable fair value (e.g. merchandise, cash, gift cards, favors, credit, special discounts on goods or services, free services, loans of goods or money, tickets to sports or entertainment events, trips and hotel expenses where Access Persons are not present as attendees). Entertainment (as defined below) is not a Gift.
36
Confidentiality
∙A Gift must only be provided as a courtesy or token of regard or esteem ("Token Gift").
∙Any Token Gifts should be appropriate under the circumstances, not be excessive in value (generally, not more than $100) and involve no element of concealment.
∙Gifts of cash or cash equivalents are prohibited.
You may not give or accept a Gift if you know, or have reason to know, that it is not permitted under the applicable laws.
Entertainment or Similar Expenditures
"Entertainment" generally means the attendance by you and your hosts or guests at a meal, sporting event, theater production, or comparable event and also might include travel to, or accommodation expenses at, a conference or an out-of-town event.
∙Business Entertainment (including meals, sporting events, theater productions, or comparable events) may only be provided if (i) a legitimate business purpose exists for such entertainment and (ii) such entertainment is reasonable and not excessive (e.g., 3 days of golf for a 1-day seminar is excessive and not reasonable).
∙You may never pay or accept payment of Entertainment or similar expenditures if they are not commensurate with local custom or practice or if you know or have reason to know that they are not permitted under the applicable laws.
Access Persons are required to follow the approval process set forth below, and in this Policy, to obtain the requisite approvals, if any, before or after giving or receiving Gifts or Entertainment.
Gifts, Entertainment, Payments & Preferential Treatment
Gifts or Entertainment may create an actual or apparent conflict of interest, which could affect (or appear to affect) the recipients' independent business judgment. Therefore, the Policy establishes reasonable limits and procedures relating to giving and receiving Gifts and Entertainment.
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Confidentiality
If approval is required, Access Persons should request approval through StarCompliance, and wait for a decision before taking any action. The Administrator of the Code of Ethics shall review the submission with your department head and the Approving Officers, as appropriate. Registered Persons are required to log gifts & entertainment given or received in StarCompliance. Refer to the table below which describes the Gifts & Entertainment for which a log may be required. If you have any doubt about whether a Gift or Entertainment requires approval, you should err on the side of caution and seek approval. Notwithstanding the foregoing, in light of the impromptu nature of some Entertainment, approval for Access Persons providing entertainment may on occasion be after the fact. After the fact approval shall not be deemed a violation of this Policy where (1) approval prior to such impromptu Entertainment was not feasible, and (2) the provision of such Entertainment or the value of such Entertainment does not violate applicable U.S. or local laws. However, to the extent feasible, any required approvals should be obtained before accepting or giving Gifts or Entertainment. It is the Access Person's responsibility to seek prior approval from the Administrator of the Code of Ethics for Gifts and Entertainment which can be reasonably anticipated in advance of travel, events, meetings, conferences, or other similar circumstances where Gifts or Entertainment may be given or received. Repeated reliance on the impromptu nature of giving or receiving Gifts or Entertainment may be considered a violation of this Policy and may result in disciplinary action.
Gifts Provided By the Firm/Access Persons
Type of Gift To Be Given |
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Approval Required |
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Cash |
Gifts |
(including |
gift |
Prohibited |
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cards) |
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Token Gifts (e.g. bottles of |
No Approval Required |
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wine, |
fruit |
baskets, |
books) |
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under $100 (unless given to a |
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Foreign Official |
or |
Domestic |
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Official) |
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Gifts in excess of $100 that |
Pre-Approval Required |
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seem |
appropriate |
under |
the |
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circumstances |
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Confidentiality
Personal |
Charitable |
Gifts given |
Pre-Approval Required |
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where the recipient has a known |
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business relationship with or a |
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connection to a client or |
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potential client of the Firm |
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Gifts to Foreign Officials or |
Pre-Approval Required |
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Domestic |
Officials |
(regardless |
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of value) |
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Charitable Gifts given on behalf |
Pre-Approval Required. |
The |
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of the Firm |
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Charitable |
Contribution request |
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form must be completed before |
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making the Gift. |
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Gifts by TCW Funds Distributors |
No Approval Required, But Each |
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LLC |
(formerly, TCW Brokerage |
Individual |
Must |
Maintain |
Their |
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Services), a limited-purpose |
Own |
Log |
On |
StarCompliance |
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broker-dealer |
("TFD") |
Showing: |
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aggregating |
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ornaments) or promotional items |
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limit. However, all other gifts |
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doubt if something meets the "de |
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minimis" standard, then the gift |
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Gifts by TFD Registered Persons |
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aggregating more than $100 per |
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year that do not relate to the |
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employer. Examples of gifts not |
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relating to the business of the |
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Entertainment and Hospitality Provided by the Firm/Access Persons
Amount |
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Approval Required |
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$250 or less per person and $2,500 or less |
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in aggregate per event |
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Greater than $250 per person or $2,500 or |
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more in aggregate per event |
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Attendance |
and |
participation |
at |
No Approval Required |
educational or industry sponsored events |
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purchasing a table at an industry |
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conference) |
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If provided to Unions or Union Officers |
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Required. |
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The Request Form for |
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Approval for |
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Gift/Entertainment |
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must be completed |
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before making the |
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entertainment. In |
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addition, an LM-10 |
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Information Report is |
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required to be |
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completed, approved |
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by an officer and |
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submitted to the |
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Administrator of the |
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Code of Ethics and to |
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the Legal Department |
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for each occurrence. |
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If provided to a Foreign Official or |
Pre-Approval Required |
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Domestic Official |
(regardless of value) |
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Note that for public pension plans, and in some cases other clients, Gifts or Entertainment may have to be disclosed by the Firm in response to client questionnaires and may reflect unfavorably on the Firm in obtaining business. Receipt of Gifts may even lead to disqualification. Therefore, discretion and restraint is advised.
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Gifts and Entertainment Received by Firm Personnel
You should not accept Gifts that are of excessive value (generally, $100 or more) or inappropriate under the circumstances. Access Persons are required to report any gift that they receive worth more than $100 to the Administrator of the Code of Ethics.
If a Gift has a value over $100 and is not approved as being otherwise appropriate, you should (i) reject the Gift, (ii) give the Gift to the Administrator of the Code of Ethics who will return it to the person giving the Gift (you may include a cover note), or (iii) if returning the Gift could affect friendly relations between a third party and the Firm, give it to the Administrator of the Code of Ethics, which will donate it to charity.
If the host of an event is personally present at the event, the event will be considered Entertainment; otherwise, it will be considered a Gift. You should not accept any invitation for Entertainment that is excessive or inappropriate under the circumstances. There may be some circumstances where it is difficult to reject an invitation or provision of hospitality or Entertainment. Where rejecting such an invitation or provision of hospitality could affect friendly relations between a third party and the Firm, use your best judgment and promptly report the entertainment or hospitality to the Administrator of the Code of Ethics. The Administrator of the Code of Ethics shall review such situation with your department head and the Approving Officers, as appropriate. No absolute rules exist, so good judgment must be exercised, considering the context, circumstances, and frequency of the Entertainment or hospitality. For example, approval might be required for an out-of-town sporting event, but not for a business conference in the same venue.
In light of the nature of Gift-giving and the impromptu nature of some Entertainment, approval for Access Persons accepting such items may often be after the fact. However, to the extent feasible, any required approvals should be obtained before accepting Gifts or Entertainment. Where prior approval is not possible with respect to impromptu Gifts or Entertainment, the Access Persons receiving such Gift or Entertainment must seek approval as soon as is reasonably practicable. If such Gift or Entertainment received is impermissible under U.S. or local laws, then the Administrator for the Code of Ethics may require the Access Persons to return the Gifts or reimburse such Entertainment received.
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Type |
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Approval required |
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Received |
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Cash |
Gifts |
(including |
gift |
Prohibited |
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cards) |
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Solicitation |
by Access |
Persons |
Prohibited |
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of |
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from |
clients, |
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suppliers, |
brokers, |
business |
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partners, |
or |
potential |
business |
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partners |
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Appropriate Gifts with value of |
No Approval Required |
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$100 or less* |
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Tickets(s) to attend an industry |
No Approval Required |
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conference or seminar paid by a |
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vendor or other third party |
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(note that payment of airfare, |
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accommodations, meals and |
other |
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expenses paid by such vendor or |
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third party would still require |
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approval, |
unless |
exempted per |
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the Speaker Exemption below) |
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Gifts believed to have a value |
Approval Required |
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in excess of $100, that seem |
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appropriate |
under |
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the |
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circumstances* |
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Gifts given to a wide group of |
No Approval Required |
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recipients |
(e.g. closing |
dinner |
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Gifts, holiday Gifts)* |
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Gifts received from the same |
Approval Required |
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donor more than twice in a |
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calendar year* |
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Entertainment |
on |
a |
personal |
Approval Required |
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basis, involving a small group |
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of people, more than twice in |
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one calendar year |
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Entertainment |
over |
$250 per |
Approval Required |
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event* |
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Out-of-town accommodations and |
No Approval Required |
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airfare |
for |
business |
conference |
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or other industry event paid by |
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sponsor as speaker expenses, or |
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on the same basis as other |
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attendees |
(the |
"Speaker |
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Exemption") |
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Other |
out-of-town |
travel |
Approval Required |
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expenses, other than on a |
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business |
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trip |
or |
industry |
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conference that is customary and |
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usual for business purposes |
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*For Investment Personnel only:
∙All Gifts and Entertainment, of any value, received from broker/dealers must be reported in StarCompliance.
∙All Gifts received from broker/dealers with a value in excess of $100/person are prohibited and should be returned to the broker/dealer or turned over to Compliance for appropriate disposition.
∙If an Investment Personnel is granted approval to accept entertainment with a value in excess of $250 per event from a broker/dealer, that person must personally pay the amount in excess of $250 and must maintain records indicating such payment.
Foreign Corrupt Practices Act (FCPA)
The FCPA permits small payments to low-level Foreign Officials (typically in countries with pervasive corruption) to expedite or secure the performance of non-discretionary government action (e.g., processing governmental papers, providing police protection, and providing mail service) under limited circumstances ("Facilitating Payments"). Nevertheless, because such payments may be illegal under the local law of the foreign country involved and/or other applicable anti-corruption laws and rules, such as the Bribery Act, this Policy prohibits Firm Personnel from making such payments, regardless of whether such payments would be permissible under the FCPA.
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Confidentiality
Statement of Purpose
TCW (the "Firm") is committed to complying with all applicable anti- corruption laws and rules, including, but not limited to, the U.S Foreign Corrupt Practices Act of 1977, as amended (the "FCPA"), the U.S. Travel Act (the "Travel Act"), the U.K. Bribery Act of 2010 (the "Bribery Act") and any laws enacted pursuant to the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions (the "OECD Convention"). The purpose of this Anti-Corruption Policy (the "Policy") is to ensure compliance with all applicable anti-corruption laws and rules.
Of course, no policy can anticipate every possible situation that might arise. As such, Firm Personnel (defined below) are encouraged to discuss any questions that they may have relating to the Policy with their supervisor, Firm contact or the Legal or Compliance Departments. When in doubt, Firm Personnel should seek guidance.
Scope
This Policy is mandatory and applies to all directors, officers and employees of the Firm and any persons engaged to act on behalf of the Firm, including agents, representatives, temporary agency personnel, consultants, and contract-based personnel, wherever located (collectively referred to as "Firm Personnel"). Violations of this Policy may result in disciplinary action, up to and including termination of employment and referral to regulatory and criminal authorities.
Prohibited Conduct
Firm Personnel shall not, directly or indirectly, make, offer, or authorize any gift, payment or other inducement for the benefit of any person, including a Foreign Official or Domestic Official, with the intent that the recipient misuse his/her position to aid the Firm in obtaining, retaining, or directing business.
"Foreign Official" includes government officials, political party leaders, candidates for public office, employees of state-owned enterprises (such as state-owned banks or pension plans), employees of public international organizations (such as the World Bank or the International Monetary Fund), and close relatives or agents of any of the foregoing. Because U.S. regulators have a very broad view of
45
Confidentiality
what constitutes a "Foreign Official," Firm Personnel should err on the side of caution by treating counter-parties as Foreign Officials when in doubt.
"Domestic Official" means any officer or employee of any government entity, department, agency, or instrumentality (federal, state, or local) in the U.S., candidates for public office, and close relatives or agents of any of the foregoing.
For purposes of this Policy, Foreign Official and Domestic Official also includes individuals who have actual influence in the award of business and any person or entity hired to review or accept bids for a government entity.
All payments, whether large or small, are prohibited if they are, in substance, bribes or kickbacks, including, cash payments, gifts, and the provision of hospitality and entertainment expenses. Personal funds (your own or a third party's) must not be used to accomplish what is otherwise prohibited by this Policy.
Firm Personnel are also prohibited from requesting, agreeing to accept, or accepting Gifts from any third party in exchange for or as a reward for improper or unapproved performance of their job responsibilities.
Health or Safety Exception
Facilitating Payments are permitted in rare circumstances when the health or safety of Firm Personnel (or anyone else) is at risk. If a payment is made pursuant to this limited exception, Firm Personnel must report the payment and circumstances to the Legal Department as soon as possible after the health or safety of the individual(s) is no longer at risk. The payment must also be accurately recorded in the Firm's books and records.
Third Party Representatives
Under the FCPA and other anti-bribery laws, the Firm may be held responsible for the misconduct of its agents, representatives, business partners, consultants, contractors or any other third party engaged to act on the Firm's behalf (collectively "Third Party Representatives"). As such, prior to entering into an agreement with any Third Party Representative regarding business outside the United States, the Firm shall perform anti-corruption related due diligence and obtain from the Third Party Representative appropriate assurances
46
Confidentiality
of compliance in accordance with this Policy. The Legal Department is required to approve all engagements with Third Party Representatives. Any anti-corruption compliance issue that comes to the attention of any Firm Personnel must be reported to the General Counsel and addressed before proceeding with the relevant transaction or doing business with or through a Third Party Representative.
Firm Personnel should be alert to the activities of any Third Party Representative with whom they interact and promptly report any suspicious activity to the Legal Department. Firm Personnel should be especially alert to Third Party Representatives who are located in or interact with individuals in countries with high levels of corruption (the United States Department of Justice and Transparency International maintain internet-accessible lists of countries where corruption is a concern). Firm Personnel must consult with the Legal Department whenever encountering a situation involving any anti- corruption issue, including a Red Flag, or any other similar situation.
It is important for Firm Personnel to identify and report anti- corruption compliance issues in the ordinary course of business. To this end, the following shall apply to all Firm Personnel:
a. Familiarize yourself with the examples of Red Flags listed in this Policy; Attend anti-corruption training as applicable so you can identify the types of situations that may raise Red Flags or other compliance concerns that are not enumerated in this Policy;
b. Be vigilant in detecting Red Flags; it is prohibited to "consciously avoid" or "close your eyes" to a violation or to a Red Flag;
c. Look out for Red Flags both before and during a relationship with any transaction partner; and
d. If you have information concerning a potential Red Flag, contact the General Counsel immediately.
No Firm Personnel who in good faith provides information regarding a possible Red Flag will suffer any retaliation or adverse employment decision as a consequence of such report.
The existence of a Red Flag does not necessarily mean that a violation has occurred or will occur. However, once a Red Flag arises, Firm Personnel must report the Red Flag to the Legal Department who will oversee a reasonable inquiry into the circumstances surrounding the Red Flag. Upon request, other Firm Personnel will cooperate with
47
Confidentiality
and assist in the review of the Red Flag. The extent of this inquiry will depend on the facts of the particular situation and the degree of risk involved.
Red Flag Reporting
Firm Personnel are required to promptly report to the General Counsel any situations that raise anti-corruption compliance Red Flags. All Firm Personnel are expected to be alert to any Red Flags or other situations that may indicate any compliance issues. The existence of a Red Flag requires additional diligence to address potential problems before a transaction may go forward. Red Flags include (but are not limited to):
∙A request for reimbursement of extraordinary, poorly documented, or last minute expenses;
∙A request for payment in cash, to a numbered account, or to an account in the name of someone other than the appropriate counterparty;
∙A request for payment in a country other than the one in which the transaction is taking place or counterparty is located, especially if it is a country with limited banking transparency;
∙An unreasonable request (taking into consideration the circumstances of the request, including the size of payment and the timing of the request) for payment in advance or prior to an award of a contract, license, concession, or other business;
∙A refusal by a party to certify that requirements and prohibitions of this corruption laws and rules;
it will comply with the Policy, applicable anti-
∙A refusal, if asked, to disclose owners, partners, or principals;
∙Use of shell or holding companies that obscure an entity's ownership without credible explanation;
∙As measured by local customs or standards, or under circumstances particular to the party's environment, the party's business seems understaffed, ill equipped, or inconveniently located to undertake its proposed relationship with the Firm;
∙The party, under the circumstances, appears to have insufficient know-how or experience to provide the services the Firm needs; and
∙In the case of engaging a Third Party Representative, the potential Third Party Representative:
48
Confidentiality
o has an employee or a family member of an employee in a government position, particularly if the family member is or could be in a position to direct business to the Firm;
ois insolvent or has significant financial difficulties that would reasonably be expected to impact its dealings with the Firm;
o displays ignorance of or indifference to local laws and regulations;
ois unable to provide appropriate business references; o lacks transparency in expenses and accounting records;
o is the subject of credible rumors or media reports of inappropriate payments; or
o requests payment that is disproportionate to the services provided.
Mandatory Reporting
Firm Personnel and Third Party Representatives are required to promptly report to the General Counsel or Chief Compliance Officer any instance in which they believe that they, or any other Firm Personnel or Third Party Representative may have violated this Policy. All suspected violations of this Policy, including minor violations, should be reported. For example, a failure to obtain pre-approval before giving Gifts in excess of $100 should be reported. In addition, Firm Personnel and Third Party Representatives must alert the General Counsel or Chief Compliance Officer if anyone solicits improper Gifts, payments or other inducements from them, including any request made by a Foreign Official or Domestic Official for a payment that would be prohibited under this Policy or any other actions taken to induce such a payment.
Firm Personnel may also report suspected violations of this Policy as specified in the Firm's Whistleblower Policy.
Books and Records
The Firm is required to maintain books and records that accurately reflect the Firm's transactions, use of Firm assets, and other similar information. The Firm is also required to maintain the internal accounting controls necessary to maintain proper control over the Firm's actions. The Firm should not create any undisclosed or unrecorded accounts for any purpose. False or artificial entries are not to be made in the books and records of the Firm for any reason.
49
Confidentiality
Outside Business Activities
General
The Firm discourages employees from holding outside employment, including consulting. In addition, an employee may not engage in outside employment that:
∙interferes, competes, or conflicts with the interests of the Firm or gives an appearance of a conflict of interest.
o Employment in the securities brokerage industry is prohibited.
o Employees must abstain from negotiating, approving, or voting on any transaction between the Firm and any outside organization with which they are affiliated, except in the ordinary course of providing services for the Firm and on a fully disclosed basis.
∙encroaches on normal working time or otherwise impairs performance,
∙implies Firm sponsorship or support of an outside organization, or
∙adversely reflects directly or indirectly on the Firm.
A conflict of interest may arise if an employee is engaged in an outside business activity ("OBA") or receives any compensation for outside services that may be inconsistent with the Firm's business interests. Examples of OBAs may include, but are not limited to, the following:
∙Outside employment
∙Serving in any capacity of any non-affiliated company or institution
∙Accepting appointment as a fiduciary, including executor, trustee, guardian, conservator or general partner, except for the employee or immediate family for estate planning and other non-commercial and personal purposes
∙Honorariums, public speaking appearances or instruction courses at educational institutions
∙Providing investment advice, or any other financial services to, any person, organization or association, including any that are exclusively charitable, fraternal, religious, civic and are recognized as tax exempt
50
Confidentiality
Obtaining Approval/Reporting
All employees are required to obtain pre-approval before engaging in any OBA by submitting an Outside Business Activity request through StarCompliance. The Administrator of the Code of Ethics will then coordinate the approval and reporting process.
In addition, all employees are required to submit an initial Outside Business Activity request upon their hire through StarCompliance if they have any OBA. Each employee that has disclosed an OBA must submit an updated request upon material changes to the activity or role involved. All employees will also complete the Report on Outside Business Activity annually.
51
Confidentiality
Political Activities & Contributions
Introduction
In the U.S., both federal and state laws impose restrictions on certain kinds of political contributions and activities. These laws apply not only to U.S. citizens, but also to foreign nationals and both U.S. and foreign corporations and other institutions. Accordingly, the Firm has adopted policies and procedures concerning political contributions and activities regarding federal, state, and local candidates, officials and political parties.
This policy applies to the Firm and all employees, and in some cases to affiliates, consultants, placement agents and solicitors working for the Firm. Failure to comply with these rules could result in civil or criminal penalties for the Firm and the individuals involved or loss of business for the Firm.
These policies are intended to comply with these laws and regulations and to avoid any appearance of impropriety. These policies are not intended to otherwise interfere with an individual's right to participate in the political process. If you have any questions about political contributions or activities, contact the Administrator of the Code of Ethics.
General Rules
All persons are prohibited from making or soliciting political contributions where the purpose is to assist the Firm in obtaining or retaining business.
No employee shall apply pressure, direct or implied, on any other employee that infringes upon an individual's right to decide whether, to whom, in what capacity, or in what amount or extent, to engage in political activities.
All persons are prohibited from doing indirectly or through another person anything prohibited by these policies and procedures or to avoid a required review for approval.
Fundraising and Soliciting Political Contributions
52
Confidentiality
Firm officers, directors or other personnel may not make political solicitations under the auspices of the Firm, unless authorized in writing by the General Counsel who will maintain a copy. Use of Firm letterhead, email signature blocks, logos or other identifiers of TCW is prohibited.
Any solicitation or invitations to fundraisers by a Firm officer, director or other personnel on behalf of candidates, party committees or political committees must:
∙originate from the individual's home address,
∙make clear that the solicitation is not sponsored by the Firm, and
∙make clear that the contribution is voluntary on the part of the person being solicited.
Rules Governing Firm Contributions and Activities
Federal Elections
The Firm is prohibited from:
∙making or facilitating contributions to federal candidates from corporate treasury funds,
∙making or facilitating contributions or donations to federal political party committees and making donations to state and local political party committees if the committees use the funds for federal election activities,
∙using, or allowing the use of, corporate facilities, resources, or employees for federal political activities other than for making corporate communications to its officers, directors, stockholders, and their families, and
∙making partisan communications to its "rank and file" employees or to the public at large.
Contributions to State and Local Candidates and Committees
The limitations on corporate political contributions and activities vary significantly from state to state. All Firm employees must obtain pre-clearance from the General Counsel prior to:
∙using the Firm's funds for any political contributions to state or local candidates, or
53
Confidentiality
∙making any political contribution in the Firm's name.
Political Activities on Firm Premises and Using Firm Resources
Federal, State, and Local Elections
All employees are prohibited from:
∙Using Firm resources for political activities, including the use of photocopier paper for political flyers, or Firm-provided refreshments at a political event, and
∙directing subordinates to participate in federal, state, and/or local fundraising or other political activities, except where those subordinates have voluntarily agreed to participate in such activities. Any employee considering the use of the services of a subordinate employee (whether or not in the same reporting line) for political activities must inform the subordinate that his or her participation is strictly voluntary and that he or she may decline to participate without the risk of retaliation or any adverse job action.
Federal law and Firm policy allow an individual to engage in limited personal, volunteer political activities on company premises on behalf of a federal candidate if:
∙the individual obtains approval before the activities occur. Contact the Administrator of the Code of Ethics to request approval.
∙the political activities are isolated and incidental (they may not exceed 1 hour per week or 4 hours per month),
∙the activities do not prevent the individual from completing normal work or interfere with the Firm's normal activity,
∙the activities do not raise the overhead of the Firm (for example, result in phone charges, postage or delivery charges, use of Firm materials), and
∙the activities do not involve services performed by other employees (including secretaries, assistants, or other subordinates) unless the other employees voluntarily engage in the political activities.
TCW follows the above policy for activities related to state and local elections.
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Confidentiality
Rules for Individuals
Responsibility for Personal Contribution Limits
Federal law and the laws of many states and localities establish contribution limits for individuals. Each employee is responsible for knowing and remaining within those limits.
Pre-Approval of all Political Contributions and Volunteer Activity
Each TCW employee, and their spouse, domestic partner and relative or significant other sharing the same house, must submit a Political Contribution Request Form to the Administrator of the Code of Ethics and obtain pre-approval before:
∙making or soliciting any Contribution to a current holder or candidate for a state, local or federal elected office, or a campaign committee, political party committee, proposition, referendum, initiative, other political committee or organization (example: Republican, Democratic Governors Association or Super PAC) or inaugural committee. A Contribution includes anything of value given or paid to:
o influence any election for federal, state or local office;
o pay any debt incurred in connection with such election; or
opay any transition or inaugural expenses incurred by the successful candidate for state or local office.
∙volunteering their services to a political campaign, political party committee, proposition, referendum, initiative, political action committee ("PAC") or political organization.
Access Persons are required to affirm after the end of each calendar quarter that they have reported all political contributions and volunteer services they, and each of their spouse, domestic partner and relative or significant other sharing the same house, have provided during the quarter.
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Confidentiality
New Hires
TCW considers all employees to be Covered Associates. New hires may not be made without the prior review of their political contributions and activities by Compliance. Human Resources will gather information on any new hire and provide this to Compliance for review. This information shall include information about the political contributions or activities of the new hire or his/her spouses, domestic partners and relatives or significant others sharing the same house. Legal and Compliance can exempt individuals or categories of employees from this review.
Participation in Public Affairs
The Firm encourages its employees to be involved in public affairs and political processes. Normally, participation in public affairs takes place outside of regular business hours. If participation in public affairs requires corporate time, or you wish to accept an appointive office, or you want to run for elective office, contact the Administrator of the Code of Ethics in order to request approval.
You must campaign on your own time. You may not use Firm property or services without proper reimbursement to the Firm.
Employees participating in political activities do so as individuals and not as representatives of the Firm. You may not:
∙use either the Firm's name or its address in material you mail or fundraising, and
∙identify the Firm in any advertisements or literature, except as necessary biographical information.
56
Confidentiality
Other Employee Conduct
Personal Loans
You may not borrow from clients or from Firm vendors or service providers, except those who engage in lending in the usual course of their business and then only on terms offered to others in similar circumstances, without special treatment. This prohibition does not preclude borrowing from individuals related to you by blood or marriage.
Taking Advantage of a Business Opportunity That Rightfully Belongs To the Firm
Employees must not take for their own advantage a business opportunity that rightfully belongs to the Firm. Whenever the Firm has been actively soliciting a business opportunity, or the opportunity has been offered to it, or the Firm's funds, facilities, or personnel have been used in pursuing the opportunity, that opportunity rightfully belongs to the Firm and not to employees who may be in a position to divert the opportunity for their own benefits.
Examples of improperly taking advantage of a corporate opportunity include:
∙selling information to which an employee has access because of his/her position,
∙acquiring any property interest or right when the Firm is known to be interested in the property in question,
∙receiving a commission or fee on a transaction that would otherwise accrue to the Firm, and
∙diverting business or personnel from the Firm.
Disclosure of a Direct or Indirect Interest in a Transaction
If you or any family member have any interest in a transaction (whether on behalf of a client or the Firm), that interest must be disclosed, in writing, to the General Counsel or the Chief Compliance Officer to allow assessment of potential conflicts of interest.
You do not need to report any interest that is otherwise reported in accordance with the Personal Investment Transactions Policy.
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Confidentiality
Example of an interest that should be disclosed: conducting TCW business with a vendor or service provider who is related to you or for which your parent, spouse, or child is an officer should be disclosed.
Corporate Property or Services
You may not purchase or acquire corporate property or use of the services of other employees for personal purposes. For example, you may not use inside counsel for personal legal advice absent approval from the General Counsel or use of outside counsel for that advice at the Firm's expense.
Use of TCW Stationery
You may not use corporate stationery for personal correspondence or other non-job-related purposes.
Giving Advice to Clients
The Firm cannot practice law or provide legal advice.
∙Avoid statements that might be interpreted as legal advice; and
∙Avoid giving clients advice on tax matters, the preparation of tax returns, or investment decisions, except as appropriate in the performance of a fiduciary or advisory responsibility, or as otherwise required in the ordinary course of your duties.
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Confidentiality
Confidentiality
All information relating to past, current, and prospective clients is confidential and is not to be discussed with anyone outside the organization under any circumstance. All employees and on-site long term temporary employees and consultants will be required to sign and adhere to a Confidentiality Agreement. You should report violations of the Confidentiality Agreement to the Chief Compliance Officer.
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Sanctions
Sanctions
The Firm may impose such sanctions it deems appropriate upon discovering a violation of this Code, including, but not limited to, an oral or written reprimand, supplemental training, a reversal of a transaction and disgorgement of profits, demotion, and suspension or termination of employment.
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Reporting Illegal or Suspicious Activity - "Whistleblower Policy"
Policy
The Firm is committed to compliance with the law and its policies in all of its operations. The Firm's employees can provide early identification of significant issues that arise with compliance with policies and the law. The Firm's policy is to create an environment in which its employees can report these issues in good faith without fear of reprisal.
The Firm requires that all employees report activity that is illegal or does not comply with the Firm's policies and procedures ("Compliance Issues"), including this Code. Reports about Compliance Issues will be held confidentially by the Firm except in limited circumstances. The Firm expects the exercise of the Whistleblower Policy to be used responsibly. If an employee believes that a policy is not being followed because it is being overlooked, one first step could be to bring the issue to the attention of the party charged with the operation of the policy. If, however, you believe that a policy is not being followed and feel uncomfortable bringing it to the attention of the person involved, you may follow the other procedures set forth in this policy.
Procedure
In some cases, an employee should be able to resolve issues or concerns with their manager or, if appropriate, other management senior to their manager. However, this may fail or the employee may have legitimate reasons to choose not to notify management. In such cases, the Firm has established a system for employees to report Compliance Issues.
An employee who has a good faith belief that a Compliance Issue may occur or is occurring is required to come forward and report under this policy. "Good faith" means that the employee believes that they are disclosing information that is truthful, but it does not require that a reported concern is correct.
The report should be made to the General Counsel and may be made in person, in writing (including email) or via the whistleblower line at (213) 244-0055. The whistleblower line is only directly accessible by the General Counsel. Reports may also be made anonymously via the whistleblower line or the whistleblower drop box located in the dining
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room on the 21st floor of the Los Angeles office and in the Town Hall pantry in the New York office; however, the Firm encourages employees to identify themselves when making a report to facilitate follow-up communication. When making a report, employees should state in as much detail as possible the facts that raised a concern.
The General Counsel will consult with others, who may include the Chief Compliance Officer and outside counsel, about the investigation as appropriate. Depending on the nature of the matters covered by the report, an investigation may be conducted by an officer or manager, the Chief Compliance Officer, the General Counsel or an external party.
The Firm understands the importance of maintaining confidentiality of the reporting employee. The identity of the employee making the report will be kept confidential, except to the extent that disclosure may be required by law, a governmental agency, or self-regulatory organization, or as an essential part of completing the investigation. The employee making the report will be advised if confidentiality cannot be maintained. To the extent practicable, employees will be kept apprised of the Firm's response to their reports.
The Chief Compliance Officer will follow up to assure that the investigation is completed, that any Compliance Issue is addressed, and that no acts of retribution or retaliation occur against the person reporting violations or cooperating in an investigation in good faith.
Each quarter (or more frequently as necessary), the General Counsel will provide TCW's Board of Directors with an update regarding the status of each report received under this policy during the preceding quarter. Employees may also contact the California Office of the Attorney General's whistleblower hotline at (800) 952-5225. The Attorney General refers calls received on its whistleblower hotline to an appropriate governmental authority for review and possible investigation
Submitting a report that is known to be false is a violation of this Reporting of Illegal or Suspicious Activity Policy.
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Glossary
A
Access Person(s) - Includes all of the Firm's directors, officers, and employees, except those who (i) do not devote substantially all working time to the activities of the Firm, and (ii) do not have access to information about the day-to-day investment activities of the Firm. A consultant, temporary employee, or other person may be considered an Access Person depending on various factors, including length of service, nature of duties, and access to Firm information.
Account - A separate account and/or a commingled fund (e.g., limited partnership, trust, mutual fund, REIT, and CBO/CDO/CLO).
Administrator of the Code of Ethics – Shall be a member of the Compliance Department, as designated by the Chief Compliance Officer.
Approving Officers - One of the Chief Operating Officer or the Head of Investment Technology in addition to one of the General Counsel or the Chief Compliance Officer.
B
Beneficial Interest – an interest of an Access Person in a security or account of another person under which they (i) can obtain benefits substantially equivalent to owning the security,
(ii)can obtain ownership of the security immediately or within 60 days, or (iii) can vote or dispose of the security.
C
CBO - Collateralized bond obligation.
CDO - Collateralized debt obligation. A security backed by a pool of bonds, loans, and other assets.
Chief Compliance Officer - The Chief Compliance Officer of TCW. For purposes of this policy, the term Chief Compliance Officer shall include persons authorized by the Chief Compliance Officer to handle certain matters under this Code of Ethics policy.
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CLO - Collateralized loan obligation.
Code of Ethics or Code - This Code of Ethics.
Compliance Issue - activity that is illegal or does not comply with the Firm's formal written policies and procedures
Contribution – includes anything of value given or paid to (i) influence any election for federal, state or local office, (ii) pay any debt incurred in connection with such election, or (iii) pay transition or inaugural expenses incurred by the successful candidate for state or local office.
Covered Account – Any account of an Access Person or Covered Person is a "Covered Account." Covered Accounts include any personal trading account in which you have a beneficial interest. A non- exhaustive or a representative list of such accounts include:
−Brokerage accounts (i.e. individual, joint, trust, custodial); Individual Retirement Accounts (all types); DRIPs, profit sharing, and any other account/vehicle that have the ability to trade any non-exempt investment product.
−401(k) and 529 Plans accounts that provide the ability to trade any non-exempt investment product.
o Please note: If the accounts hold MetWest or TCW funds, these accounts require reporting as well.
o Accounts held directly at mutual funds are exempt unless the account holds MetWest or TCW funds.
−A relative's brokerage account for which the Access Person can effect trades, or an estate for which the Access Person makes investment decisions as executor.
−Direct investments in private funds.
Covered Person – Spouse, minor child, relative or significant other sharing a house with an Access Person, or any other person, when the Access Person has a "beneficial interest" in the person's accounts or securities.
Covered Transaction – A transaction in a Covered Account.
D
Direct Purchase Plan - An investment service that allows individuals to purchase a security directly from a company or
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through a transfer agent. Not all companies offer Direct Purchase Plans and the plans often have restrictions on when an individual can purchase.
E
Entertainment - Generally means the attendance by you and your guests at a meal, sporting event, theater production, or comparable event where the expenses are paid by a business relation who invited you, and also might include payment of travel to, or accommodation expenses at, a conference or an out- of-town event.
ETF - Exchange Traded Fund. A fund that tracks an index but can be traded like a stock.
Ethical Walls or Informational Barriers - The conscientious use of a combination of trading restrictions and information barriers designed to confine material non-public information to a given individual, group, or department.
Exchange Act - Securities Exchange Act of 1934, as amended.
Exempt Securities - Those Securities described in the subsection Exempt Securities in the Personal Investment Transactions Policy.
F
Firm or TCW - The TCW Group of companies.
Firm Personnel - All directors, officers and employees of the Firm and any persons engaged to act on behalf of the Firm, including agents, representatives, temporary agency personnel, consultants, and contract-based personnel, wherever located.
Foreign Official - Includes (i) government officials, (ii) political party leaders, (iii) candidates for office, (iv) employees of state-owned enterprises (such as state-owned banks or pension plans), and (v) relatives or agents of a Foreign Official if a payment is made to such relative or agent of a Foreign Official with the knowledge or intent that it ultimately would benefit the Foreign Official.
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G
General Counsel - The General Counsel of TCW. For purposes of this policy, the term General Counsel shall include persons authorized by the General Counsel to handle certain matters under this Code of Ethics policy.
Gift - Anything of value received without paying its reasonable fair value (e.g., favors, credit, special discounts on goods or services, free services, loans of goods or money, tickets to sports or entertainment events, trips and hotel expenses). If something falls within the definition of Entertainment, it does not fall within the category of Gifts.
I
IPO - Initial public offering. An offering of securities registered under the Securities Act, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the Exchange Act.
Inside information - Material, non-public information.
Investment Compliance - The support group for certain trading areas that, among others, checks proposed trades and open trades against investment restrictions.
Investment Personnel - Includes (i) any portfolio manager or securities analyst or securities trader who provides information or advice to a portfolio manager or who helps execute a portfolio manager's decision, and (ii) a member of the Investment Compliance Department.
L
Limited Offering - An offering that is exempt from registration under the Securities Act pursuant to Sections 4(2) or 4(6), or pursuant to Rules 504, 505, or 506 or under the Securities Act. Note that a CBO or CDO is considered a Limited Offering or Private Placement.
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Linked Broker – A broker that provides account information by automatic feed to StarCompliance.
LM-10 Information Report - Report required for reporting gifts or entertainment to labor unions or union officials.
M
Material Information - Information that a reasonable investor would consider important in making an investment decision. Generally, this is information the disclosure of which could reasonably be expected to have an effect on the price of a company's securities.
MetWest - Metropolitan West Asset Management, LLC, a U.S.- registered investment advisor and direct subsidiary of The TCW Group, Inc.
MetWest Mutual Funds - Metropolitan West Funds, each of its series, and any other proprietary, registered, open-end investment companies (mutual funds) advised by MetWest.
N
Non-Discretionary Accounts - Accounts for which the individual does not directly or indirectly make or influence the investment decisions.
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O
Outside Fiduciary Accounts - Certain fiduciary accounts outside of the Firm for which an individual has received the Firm's approval to act as fiduciary and that the Firm has determined qualify to be treated as Outside Fiduciary Accounts under this Code of Ethics.
P
Private Placements - An offering that is exempt from registration under the Securities Act pursuant to Sections 4(2) or 4(6), or pursuant to Rules 504, 505, or 506 or under the Securities Act. Note that a CBO or CDO is considered a Limited Offering or Private Placement.
R
REIT - Real estate investment trust.
Registered Person(s) - Any person having a securities license (e.g., Series 6, 7, 24, etc.) with TFD.
Restricted Securities List - A list of the securities for which the Firm is generally limited firm-wide from engaging in transactions.
Rule 10b5-1 Plan - A rule established by the Securities Exchange Commission (SEC) that allows insiders of publicly traded corporations to set up a trading plan for selling stocks they own. Rule 10b5-1 allows major holders to sell a predetermined number of shares at a predetermined time.
S
SEC - Securities and Exchange Commission.
Securities - Includes any interest or instrument commonly known as a security, including stocks, bonds, ETFs, shares of mutual funds, and other investment companies (including money market funds and their equivalents), options, warrants, financial commodities, a derivative linked to a specific security or other derivative products and interests in privately placed offerings
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and limited partnerships, including hedge funds. Does not include cryptocurrencies or digital currencies.
Securities Act - Securities Act of 1933, as amended.
T
TAMCO - TCW Asset Management Company LLC, a U.S.-registered investment advisor and direct subsidiary of The TCW Group, Inc.
TCW or Firm - The TCW Group of companies.
TCW Advisor - Includes TAMCO, TIMCO, MetWest and any other U.S. federally registered advisors directly or indirectly controlled by The TCW Group, Inc.
TCW Funds - TCW Funds, Inc., each of its series, and any other proprietary, registered, open-end investment companies (mutual funds) advised by TIMCO
TCW Mutual Funds – Collectively, the TCW Funds, MetWest Mutual Funds, and TSI and any other registered investment company advised by TIMCO, MetWest or any other affiliate, unless otherwise indicated.
TFD or TCW Funds Distributors LLC – A limited-purpose broker- dealer (formerly, TCW Brokerage Services).
TIMCO - TCW Investment Management Company LLC, a U.S.-registered investment advisor and direct subsidiary of The TCW Group, Inc.
TSI - TCW Strategic Income Fund, Inc., a registered, closed-end investment company advised by TIMCO.
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CONESTOGA CAPITAL ADVISORS, LLC
Code of Ethics
____________________________________________________________________________________
1.GOVERNING STANDARDS
This Code of Ethics (the "Code") has been adopted by Conestoga Capital Advisors, LLC ("CCA"), the Conestoga Small Cap Fund and Conestoga SMid Cap Fund ("the Funds") to comply with Rule 204A-1 under the Investment Advisers Act of 1940 ("Advisers Act") and Rule 17j-1 under the Investment Company Act of 1940, as amended (the "1940 Act"). The Code, which has been designed to identify potential conflicts of interests that may exist when employees execute transactions on behalf of their personal accounts or those over which they maintain beneficial ownership, contains procedures that have been reasonably designed to prevent and detect fraudulent, deceptive or manipulative acts by Access Persons (as defined below) of CCA and the Funds.
2.GENERAL PRINCIPLES:
At all times, CCA and its officers, directors, partners, and employees must comply with the spirit and the letter of the Federal Securities Laws and the rules governing the capital markets. The CCO administers the Code. All questions regarding the Code should be directed to the CCO. All officers, directors, partners, and employees must cooperate to the fullest extent reasonably requested by the CCO to enable (i) CCA to comply with all applicable Federal Securities Laws and (ii) the CCO to discharge his duties under the Manual.
CCA requires that all officers, directors, partners, and employees act with integrity, competence, dignity and in an ethical manner when dealing with the public, clients, prospects, third-party service providers, employers and fellow employees. It is the explicit policy of CCA that officers, directors, partners, and employees should at all times:
A.place the interest of their clients first;
B.conduct all personal securities transactions in a manner consistent with the Code of Ethics;
C.avoid any actual or potential conflict of interest or any abuse of the individual's position of trust and responsibility; and
D.adhere to the fundamental standard that CCA personnel should not take inappropriate advantage of their positions.
3.DEFINITIONS
Access Person means any director, officer, trustee, general partner, managing member, or Advisory Person (as defined below) of CCA.
Advisory Person means (1) any employee of CCA (or of any company in a control relationship to CCA) who, in connection with his or her regular functions or duties, makes, participates in, or obtains information regarding the purchase or sale of a security (as defined in this Code) by any CCA Client (including the Funds), or whose functions relate to the making of any recommendations with respect to such purchases or sales; and (2) any natural person in a control relationship to CCA who obtains information concerning recommendations made to the Funds with regard to the purchase or sale of a security by the Funds.
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Beneficial ownership shall be interpreted in the same manner as it would be under Rule 16a-1(a)(2) in determining whether a person is subject to the provision of Section 16 of the Securities Exchange Act of 1934, and the rules and regulations thereunder, which generally encompasses those situations in which the beneficial owner has the right to enjoy some direct or indirect "pecuniary interest" (i.e., some economic benefit) from the ownership of a security. It also includes securities held by members of an Access Person's immediate family sharing the same household; provided however, this presumption may be rebutted. The term immediate family means any child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law and includes adoptive relationships. Any report of beneficial ownership required thereunder shall not be construed as an admission that the person making the report has any direct or indirect beneficial ownership in the Covered Securities to which the report relates.
Chief Compliance Officer means, with respect to CCA, that person who is responsible for the development of CCA's supervisory procedures, for the prevention and detection of insider trading, and for monitoring Access Person's reporting and certification requirements. At the current time, Duane R. D'Orazio has been appointed by CCA as Chief Compliance Officer ("CCO").
Control has the same meaning as that set forth in Section 2(a)(9) of the 1940 Act. Section 2(a)(9) provides that "control" means the power to exercise a controlling influence over the management or policies of a company, unless such power is solely the result of an official position with such company. Any person who owns beneficially, either directly or through one or more controlled companies, more than 25 percent of the voting securities of a company shall be presumed to control such company. Any person who does not so own more than 25 percent of the voting securities of any company shall be presumed not to control such company.
Covered Security shall have the meaning set forth in Section 2(a)(36) of the 1940 Act, and generally includes all securities, whether publicly or privately traded, and any option, future, forward contract or other obligation involving a security or index thereof, including an instrument whose value is derived or based on any of the above (i.e., a derivative). The term Covered Security also includes any separate security, which is convertible into or exchangeable for, or which confers a right to purchase such security. A Covered Security does not include: (a) direct obligations of the Government of the United States; (b) bankers' acceptances, bank certificates of deposit, commercial paper and high quality short-term debt instruments, including repurchase agreements, (c) shares of registered open-end investment companies (i.e., mutual funds), except that the Funds shall be considered a Covered Security for the purpose of this Code of Ethics, or (d) such other securities as may be excepted under the provisions of Rule 17j-1.
Funds mean any investment companies registered under the 1940 Act that are advised by CCA, including the Conestoga Small Cap Fund and Conestoga SMid Cap Fund.
Independent Director means a director of CCA or the Funds who is not an "interested person" of CCA or the Funds within the meaning of Section 2(a)(19) of the 1940 Act.
Interested Director means a director of CCA or the Funds who is an "interested person" of CCA or the Funds within the meaning of Section 2(a)(19) of the 1940 Act.
Non-Covered Security shall mean those securities not included in the definition of a Covered Security, such as: (a) direct obligations of the Government of the United States; (b) bankers' acceptances, bank certificates of deposit, commercial paper and high quality short-term debt instruments, including repurchase agreements, (c) shares of registered open-end investment companies (i.e., mutual funds) other than the Funds, or (d) such other securities as may be excepted under the provisions of Rule 17j-1.
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Portfolio Manager means an employee of CCA who is primarily responsible for the day-to-day management of CCA's Client portfolios.
Purchase or Sale for purposes of this Code and each Appendix hereto includes, among other things, the writing of an option to purchase or sell a security.
Review Officer means, with respect to the pre-clearance of all Access Persons' personal securities transactions, Head Trader, or in his absence, the Managing Partner-Research.
A Limited Offering means an offering that is exempt from registration under the Securities Act of 1933 ("Securities Act") pursuant to Section 4(2) or Section 4(6) or pursuant to Rule 504, Rule 505, or Rule 506 under the Securities Act.
An Initial Public Offering means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act.
A security held or to be acquired means: (1) any security which, within the most recent 15 days: (a) is or has been held by CCA's Clients; or (b) is or has been considered by CCA or the Funds for purchase by CCA's Clients; and (ii) any option to purchase or sell, and any security convertible into or exchangeable for, a security described in clause (1) above.
4.LEGAL REQUIREMENTS
Rule 17j-1 under the 1940 Act makes it unlawful for CCA, as investment adviser to the Funds, or any affiliated person of CCA in connection with the purchase or sale by such person of a security held or to be acquired by the Funds:
A.To employ any device, scheme or artifice to defraud the Funds;
B.To make any untrue statement of a material fact or omit to state to the Funds a material fact necessary in order to make the statements made, in light of the circumstances under which they are made, not misleading;
C.To engage in any act, practice, or course of business which operates or would operate as a fraud or deceit upon a client portfolio or the Funds; or
D.To engage in any manipulative practice with respect to a client portfolio or the Funds.
5.SUBSTANTIVE RESTRICTIONS
A.Blackout Period & Inappropriate Advantage. The price paid or received by the CCA client (including the Funds) for any investment should not be affected by a buying or selling interest on the part of an Access Person, or otherwise result in an inappropriate advantage to the Access Person. Thus, to that end:
1.No Access Person shall enter an order for the purchase or sale of a Covered Security on the day during which a CCA Client has a pending buy or sell order in that same Covered Security or in the 15 days following the day in which the CCA Client's order is executed or withdrawn. Such personal transactions will not be pre-cleared. CCA shall maintain a Restriction List that tracks Client transactions to monitor this restriction period.
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2.In order for an Access Person to buy or sell a Covered Security, the CCO must determine that it is clear that, in view of the nature of the investment and the market for such investment, the order of the Access Person will not affect the price paid or received by a CCA Client.
3.No Access Person shall enter an order in any related personal account for the purchase or sale of a security that a CCA Client is considered an insider.
4.When a security is liquidated from a CCA Strategy, Access Person's are not permitted to purchase the security for a period of six months.
B.Disclosure of Interested Transactions. No Access Person shall recommend any transactions with respect to a Covered Security by a CCA Client without first disclosing his or her interest, if any, in such Covered Securities or the issuer thereof, including without limitation:
1.Any direct or indirect Beneficial Ownership of any Covered Securities of such issuer;
2.Any contemplated transaction by such Access Person in such Covered Securities;
3.Any position with the issuer of the Covered Securities or its affiliates; and
4.Any present or proposed business relationship between the issuer of the Covered Securities or its affiliates and such Access Person or any entity in which such Access Person has a significant interest.
C.Initial Public Offerings ("IPOs"). No Access Person shall acquire, directly or indirectly, any Beneficial Ownership in any IPO with respect to any security without first obtaining prior approval of the CCO in order to preclude any possibility of their profiting improperly from their positions on behalf of a CCA Client. The CCO shall (a) obtain from such Access Person full details of the proposed transaction (including written certification that the investment opportunity did not arise by virtue of the Access Person's activities on behalf of a CCA Client; and (b) conclude, after consultation with a Portfolio Manager(s) (who has no personal interest in the issuer of the IPO) of the relevant CCA Clients that might be eligible to receive the IPO, that no CCA Client has a foreseeable interest in purchasing such security. A record of such approval by the CCO and the reasons supporting those decisions shall be kept as required in Section 9.F.
D.Limited Offerings. No Access Person shall acquire, directly or indirectly, Beneficial Ownership of any security in a Limited Offering without first obtaining the prior written approval of CCA's CCO, which CCO: (a) has been provided by such Access Person with full details of the proposed transaction (including written certification that the investment opportunity did not arise by virtue of the Access Person's activities on behalf of a CCA Client, and (b) has concluded, after consultation with a Portfolio Manager(s) (who has no personal interest in the issuer involved in the private placement) of the relevant CCA Clients that might be eligible to receive the Limited Offering, that no CCA Client has a foreseeable interest in purchasing such security. A record of such approval by the CCO and the reasons supporting those decisions must be kept as required in Section 9.F.
E.Watch List. CCA's investment management personnel will maintain a Watch List of Covered
Securities that CCA is actively evaluating for purchase or sale in Client accounts, including the Funds, or about which CCA might have received Material Non-Public Information. Personal transactions in Covered Securities that are associated with any issuers on the Watch List will not
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be pre-cleared. The Watch List will be maintained at CCA's office in Wayne, PA, and updated as necessary, by the CCO. CCA will retain copies of all Watch Lists and their effective dates.
F.Short-Term Trading Ban. Access Persons are prohibited from profiting in the purchase and sale,
or sale and purchase, of any security within thirty (30) calendar days, whether or not the security is also held by a CCA Client.1 This provision is designed to prohibit potential scalping and frontrunning and to minimize the possibility that an Access Person will attempt to capitalize inappropriately on the market impact of trades in securities that may be held by CCA Clients. Any profits realized by an Access Person on any inadvertent short-term trades may be required to be disgorged after review by the CCO.
G.Acceptance or Giving of Gifts and Entertainment. Access Persons must not accept or give gifts and entertainment of more than a de minimus value (currently $250 or less) from any entity doing business with or on behalf of the Funds or CCA, unless pre-approved by the CCO.
a.Gifts and Entertainment Given to Union Officials. Any gift or entertainment provided by CCA to a labor union or a union official in excess of $250 per fiscal year must be reported on Department Labor Form LM-10 within 90 days following the end of CCA's fiscal year.
Consequently, Access Persons must obtain approval before giving any gifts or entertainment to labor unions or union officials.
b.Gifts and Entertainment Given to Foreign Governments and "Government Instrumentalities." The Foreign Corrupt Practices Act ("FCPA") prohibits the direct or indirect giving of, or a promise to give, "things of value" in order to corruptly obtain a business benefit from an officer, employee, or other "instrumentality" of a foreign government. Companies that are owned, even partly, by a foreign government may be considered an "instrumentality" of that government. In particular, government investments in foreign financial institutions may make the FCPA applicable to those institutions. Individuals acting in an official capacity on behalf of a foreign government or a foreign political party
The FCPA includes provisions that may permit the giving of gifts and entertainment under certain circumstances, including certain gifts and entertainment that are lawful under the written laws and regulations of the recipient's country, as well as bona-fide travel costs for certain legitimate business purposes. However the availability of these exceptions is limited and is dependent on the relevant facts and circumstances.
Civil and criminal penalties for violating the FCPA can be severe. CCA and its employees must comply with the spirit and the letter of the FCPA at all times. Access Persons must obtain written pre-clearance from the CCO prior to giving anything of value that might be subject to the FCPA except food and beverages that are provided during a legitimate business meeting and that are clearly not lavish or excessive.
c.Gifts and Entertainment Given to ERISA Plan Fiduciaries. CCA is prohibited from giving gifts or entertainment with an aggregate value exceeding $250 per year to any ERISA plan fiduciary. Consequently, Access Persons must obtain approval from the CCO before giving any gifts or entertainment to ERISA plan fiduciaries.
1In the event of a financial hardship, an employee may provide supporting documentation to request approval from the CCO to sell a security within the thirty (30) day holding period.
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d.Gifts and Entertainment Given to State and Local Pension Officials. CCA must be mindful that myriad state and municipal regulations exist around the exchange of gifts and entertainment with such officials. Accordingly, Employees must consult with the CCO before providing any gifts or entertainment in connection with the solicitation of state and municipal pension, and similar plans.
e.Acceptance of Gifts or Entertainment by Fund Advisory Personnel. The receipt of gifts or entertainment by fund advisory personnel, among others, may violate section 17(e)(1) of the 1940 Act. The prohibition in section 17(e)(1) generally applies whenever fund advisory personnel, acting as agent accept from any source any compensation (other than regular salary or wages from the fund) for the purchase or sale of any property to or for the fund.
In order for the Company to assess whether fund advisory personnel's acceptance of gifts or entertainment would be for the purchase or sale of any property to or for the fund, CCA requires fund advisory personnel to seek pre-approval from the CCO before accepting any gifts or entertainment.
H.Service on Boards. Access Persons shall not serve on the boards of directors of publicly traded companies, or in any similar capacity, absent the prior approval of such service by the CCO following the receipt of a written request for such approval. Approval by the CCO shall only be granted after a determination has been made that an Access Person's board service would be consistent with the interests of CCA's Clients and the Funds shareholders. In the event such a request is approved, procedures shall be developed to avoid potential conflicts of interest and language will be added to CCA's disclosure brochure regarding such conflicts. Three examples of potential conflicts of interest regarding such service: (1) conflicting fiduciary duties to the company and to CCA's Clients and Fund shareholders that have invested in the company; (2) the receipt of options or other rights with respect to securities of the company that might influence investment decisions concerning CCA's Clients; and (3) the receipt of material, nonpublic information about the company.
6.EXEMPTIONS
The restrictions noted above shall not apply to the following transactions unless the CCO determines that such transactions violate the provisions enumerated in Section 2 of this Code:
A.purchases, sales or other transactions effected in any account over which an Access Person has no direct or indirect influence or control. For example, presuming that such relatives do not reside in the same household as the Employee, accounts of family members outside of the immediate family would not be subject to review;
B.purchases that are part of an automatic dividend reinvestment plan (DRIP);
In making this determination for accounts managed by a third-party investment adviser on a discretionary basis, the CCO may ask for supporting documentation, such as a copy of the discretionary account management agreement, and/or a written certification from an unaffiliated investment adviser. Employees who claim they have no direct or indirect influence or control over an account are also required to complete the attached Exhibit C Exempt Accounts Certification upon commencement of their employment and on an annual basis thereafter.
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From time to time, CCA's CCO may exempt certain transactions from the restrictions noted above on a trade-by-trade basis after careful review and consideration of the particular situation. A record of any exceptions to CCA's Substantive Restrictions noted above shall be properly documented by the CCO.
7.PROCEDURES
A.Pre-Clearance. All Access Persons are required to obtain pre-approval to place a personal securities transaction for a Covered Security from CCA's Review Officer via MyComplianceOffice. CCA's primary Review Officer is John E. Schipper ("Schipper"), or in his absence, Duane R. D'Orazio ("D'Orazio"). Schipper is responsible for pre-approving D'Orazio's transactions and vice-versa. Once pre-approval is granted to an Access Person, such Access Person may only transact in that security for the remainder of the day. If the Access Person wishes to transact in that security the following day, they must again obtain pre-approval from the Review Officer.
B.Reporting. In order to provide CCA with information to enable it to determine with reasonable assurance whether the provisions of Rule 17j-1 of the 1940 Act and Rule 204A-1 of the Advisers Act are being observed by its Access Persons, each Access Person of CCA shall submit the following reports through MyComplianceOffice to the CCO showing all transactions in securities in which the person has, or by reason of such transaction acquires, any direct or indirect Beneficial Ownership except for exempt transactions listed in Section 6 above.
An Independent Director of CCA or the Funds, who would be required to make a report solely by reason of being a Fund director, need not make an initial holdings report under paragraph (d)(1)(i) of Rule 17j-1 and an annual holdings report under paragraph (d)(1)(iii) of Rule 17j-1. Additionally, an Independent Director need not make a quarterly transaction report under paragraph (d)(1)(ii) of this Rule 17j-1, unless the director knew or, in the ordinary course of fulfilling his or her official duties as a Fund director, should have known that during the 15-day period immediately before or after the director's transaction in a Covered Security, the Funds purchased or sold the Covered Security, or the Funds or its investment adviser considered purchasing or selling the Covered Security.
1.Initial Holdings Report. Via MyComplianceOffice), every Access Person must report to the CCO no later than ten (10) days after that person becomes an Access Person, the following information (which information must be current as of a date no more than 45 days prior to the date the person becomes an Access Person): (a) the title, number of shares and principal amount of each Covered Security in which the Access Person had any direct or indirect Beneficial Ownership when the person became an Access Person; (b) the name of any broker, dealer or bank with whom the Access Person maintained an account in which any securities, including Covered Securities, held for the direct or indirect benefit of the Access Person as of the date the person became an Access Person; and (c) the date the report is submitted by the Access Person.
2.Quarterly Transaction Reports. Quarterly personal securities transaction reports shall be submitted by Access Persons on the form provided in Exhibit A (or via MyComplianceOffice) not later than ten (10) days after the end of the most recent calendar quarter in which a transaction was effected. No such periodic report needs to be made if information contained in duplicate broker trade confirmations or account statements of the Access Person are received by the CCO no later than thirty (30) days after the end of each calendar quarter and/or if CCA
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maintains all of an Access Person's personal trading information in other of its required books and records (i.e., securities transaction journal).
The quarterly transaction reports shall contain at least the following information for each transaction in a Covered Security in which the Access Person had any direct or indirect beneficial ownership: (a) the date of the transaction, the title, the interest rate and maturity date (if applicable), the number of shares and the principal amount of each Covered Security involved; (b) the nature of the transaction (i.e., purchase, sale or any other type of acquisition or disposition); (c) the price of the Covered Security at which the transaction was effected; (d) the name of the broker, dealer or bank with or through which the transaction was effected; and
(e)the date that the report is submitted. Access Persons shall be reminded that they must also report transactions by members of the Access Person's immediate family including spouse, children and other members of the household in accounts over which the Access Person has direct or indirect influence or control.
On a quarterly basis Access Persons must also disclose, through MyComplianceOffice, the name of any account established by the Access Person during the quarter in which any securities, including Covered Securities, were held for the direct or indirect benefit of the Access Person and include: (a) the name of the broker, dealer or bank with whom the Access Person established the account; (b) the date the account was established; and (c) the date that the report is submitted by the Access Person.
3.Annual Holdings Report. On an annual basis, Access Persons shall report the following information in MyComplianceOffice (which information must be current as of a date no more than 45 days before the report is submitted): (a) the title, number of shares and principal amount of each Covered Security in which the Access Person had any direct or indirect beneficial ownership; (b) the name of any broker, dealer or bank with whom the Access Person maintains an account in which any securities are held for the direct or indirect benefit of the Access Person; and (c) the date that the report is submitted.
C.Notification; Annual Certification. The CCO shall notify each Access Person of CCA who may be required to make reports pursuant to this Code, that such person is subject to reporting requirements and shall deliver a copy of this Code to each such person. The CCO shall annually obtain written assurances in MyComplianceOffice from each Access Person that he or she is aware of his or her obligations under this Code and has complied with the Code and with its reporting requirements. The annual certification shall be completed online through MyComplianceOffice within ten (10) days after calendar year end.
D.Duplicate Copies. A form brokerage letter is attached to this Code as Exhibit B. In order to help ensure that duplicate brokerage confirmations are received for all accounts pertaining to a particular Access Person, such Access Person may complete and send a brokerage letter similar to Exhibit B to each bank, broker or dealer maintaining an account on behalf of the Access Person.
E.Disclaimer of Beneficial Ownership. Any report under this Section 7 may contain a statement that the report shall not be construed as an admission by the person making such report that he or she has any direct or indirect beneficial ownership in the security to which the report relates.
8.REPORTING VIOLATIONS
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Improper actions by CCA or its Access Persons could have severe negative consequences for CCA, its Clients, and its Access Persons. Impropriety, or even the appearance of impropriety, could negatively impact all Access Persons, including people who had no involvement in the problematic activities.
Access Persons must promptly report any improper or suspicious activities, including any suspected violations of the Code, to the CCO. Issues can be reported to the CCO in person, or by telephone, email, or written letter. Reports of potential issues may be made anonymously. Any reports of potential problems will be thoroughly investigated by the CCO, who will report directly to CCA's management on the matter. Any problems identified during the review will be addressed in ways that reflect CCA's fiduciary duty to its Clients.
An Access Person's identification of a material compliance issue will be viewed favorably by the CCA's management. Retaliation against any Access Person who reports a violation of the Code in good faith is strictly prohibited and will be cause for corrective action, up to and including dismissal. If an Access Person believes that he or she has been retaliated against, he or she should notify a Managing Partner directly.
A. Whistleblower
For the avoidance of doubt, nothing in this Manual prohibits Employees/Supervised-Persons from reporting potential violations of federal law or regulation to any governmental agency or entity, including but not limited to the Department of Justice, the SEC, or any agency's inspector general, or from making other disclosures that are protected under the whistleblower provisions of federal law or regulation. Employees/Supervised-Persons do not need prior authorization from their supervisor, the Board of Managers, the CCO, or any other person or entity affiliated with CCA to make any such reports or disclosures and do not need to notify CCA that they have made such reports or disclosures. Additionally, nothing in this Manual prohibits Employees/Supervised-Persons from recovering an award pursuant to a whistleblower program of a government agency or entity.
9.REVIEW AND ENFORCEMENT
A.Report Review.
1.The CCO shall review the reports required by Section 7 for compliance with this Code. The Section 7 reports of the CCO will be reviewed by another Managing Partner. The CCO shall keep all reports confidential except as disclosure thereof to CCA or the Funds' Board of Directors, Regulators, or other appropriate persons may be reasonable and necessary to accomplish the purposes of this Code.
2.If the CCO determines that a violation of the Code may have occurred, before making a final determination that a material violation has been committed by an individual, the CCO may give such person an opportunity to supply additional information regarding the matter in question.
B.Enforcement.
1.If any violation of this Code is determined to have occurred, the Compliance Officer may impose sanctions and take such other actions as he or she deems appropriate, including, among other things, requiring that the trades in question be reversed, requiring the disgorgement of profits or gifts, issuing a letter of caution or warning, issuing a suspension of personal trading rights or suspension of employment (with or without compensation), imposing a fine, making
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a civil referral to the SEC, making a criminal referral, and/or terminating employment for cause. All sanctions and other actions taken shall be in accordance with applicable employment laws and regulations. Any profits or gifts forfeited shall be paid to the applicable CCA Client or Fund's shareholders or given to a charity, as the CCO shall determine is appropriate.
2.If the CCO determines that a material violation of this Code has occurred, he shall promptly report the violation and any enforcement action taken to CCA's management. If management determines that the material violation may involve a fraudulent, deceptive or manipulative act,
CCA will report its findings to the Fund's Board pursuant to Rule 17j-1.
3.No person shall participate in a determination of whether he or she has committed a violation of this Code or in the imposition of any sanction against himself or herself.
C.Reporting to Board. At least annually, CCA shall furnish to the Fund's Board a written report that:
(a) describes any issues arising under the Code or procedures since the last report to the Fund's
Board, including, but not limited to, information about material violations of the Code or procedures and sanctions imposed in response to the material violations; and (b) certifies in the form provided in Exhibit I that CCA has adopted procedures reasonably necessary to prevent Access Persons from violating the Code.
9.RECORDS
CCA shall maintain records in the manner and to the extent set forth below, which records shall be available for appropriate examination by representatives of the Securities and Exchange Commission or the Fund's Board.
A.A copy of this Code and any other code which is, or at any time within the past five years has been, in effect shall be preserved in an easily accessible place;
B.A record of any violation of this Code and of any action taken as a result of such violation shall be preserved in an easily accessible place for a period of not less than five years following the end of the fiscal year in which the violation occurs, the first two years in an appropriate office of CCA;
C.A copy of each report made pursuant to this Code by an Access Person, including any information provided in lieu of reports, shall be preserved by CCA for at least five years after the end of the fiscal year in which the report is made or the information is provided, the first two years in an easily accessible place;
D.A list of all persons who are, or within the past five years have been, required to make reports pursuant to this Code, or who are or were responsible for reviewing these reports, shall be maintained in an easily accessible place;
E.A copy of each report under Section 8.C. of this Code to the Fund's Board shall be preserved by
CCA for at least five years after the end of the fiscal year in which the record is made, the first two years in an easily accessible place; and
F.CCA shall preserve a record of any decision, and the reasons supporting the decision, to approve the acquisition by Access Persons of securities under Section 5.C. and 5.D. of this Code for at
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least five years after the end of the fiscal year in which the approval is granted, the first two years in an easily accessible place.
G.Any other information as may be required by Rule 17j-1(f) under the 1940 Act and Rule 204A-1 under the Investment Advisers Act of 1940.
10.CONFIDENTIALITY
All reports of securities transactions and any other information filed with CCA pursuant to this Code shall be treated as confidential, except that the same may be disclosed to CCA management, the Fund's Board, any regulatory or self-regulatory authority or agency upon its request, or as required by law or court or administrative order.
11.AMENDMENT
CCA may, from time to time, amend this Code, and/or adopt such interpretations of this Code as it deems appropriate provided, however, the Conestoga Fund's Board, including a majority of the Independent Directors must approve any material change to this Code within six (6) months after adoption of the
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EXHIBIT A
Conestoga Capital Advisors, LLC
Personal Securities Report
For the calendar quarter ending ____________________
(month/day/year)
As an employee or director of Conestoga Capital Advisors, LLC, I am disclosing the following information regarding my personal securities holdings to comply with the company's Code of Ethics. I further understand that the Code of Ethics does not require me to report (1) securities issued or guaranteed by the United States Government, its agencies or instrumentalities; (2) bankers acceptances; (3) bank certificates of deposits; (4) commercial paper; (5) and shares of registered open-end investment companies, other than the Funds.
CHECK ONE OF THE FOLLOWING:
☐A. I certify that I have no personal securities holdings that require reporting for the year ending
____________.
Signature ________________ _________ |
Date ________________ |
Print Name ________________________
☐B. I certify that the following personal securities holdings which require reporting by me are accurate and complete for the
year ending ________________
Signature __________________________ |
Date __________________ |
Print Name ________________________
☐C. All purchases and sales have been reported via duplicate monthly statements which are on file with compliance information at Conestoga Capital Advisors.
Signature ________________________ |
Date ___________________ |
Print Name _______________________
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EXHIBIT B
FORM OF BROKERAGE LETTER
<DATE>
<NAME OF CUSTODIAN> <ADDRESS>
<CITY, STATE ZIP>
Re: |
Account No. |
_______________________________ |
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Account Name |
_______________________________ |
Dear <NAME>,
As of <DATE>, please send to the Chief Compliance Officer of CCA a duplicate confirmation of each transaction in the above named account and monthly brokerage account statements for the above named account.
Please mail the confirmations and account statements to:
Conestoga Capital Advisors, LLC Attn: Chief Compliance Officer 550 E. Swedesford Rd. Suite 120 Wayne, PA
19087
If you have any questions or concerns, please feel free to give me a call at (484) 654-1380.
Thank you for your immediate attention to this matter.
Sincerely,
Duane R. D'Orazio
cc:Chief Compliance Officer
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EXHIBIT C
Exempt Accounts Certification
Dear Duane D'Orazio,
In accordance with Rule 204A-1 under the Investment Advisers Act of 1940 (the "Rule"), I am considered to be an "access person" of Conestoga Capital Advisors, LLC ("CCA") and subject to the Rule's terms and conditions. The Rule requires periodic reporting of my personal securities transactions and holdings to be made to CCA. However, as specified in the Rule, I am not required to submit any report with respect to securities held in accounts over which I have "no direct or indirect influence or control."
I have retained a trustee or third-party manager (the "Manager") to manage certain of my accounts. Following is a list of the accounts over which I have no direct or indirect influence or control (the "Accounts"):
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relative, etc.) |
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By signing below, I acknowledge and certify that:
∙I have no direct or indirect influence or control over the Accounts;
∙If my control over the Accounts should change in any way, I will immediately notify you in writing of such a change and will provide any required information regarding holdings and transactions in the Accounts pursuant to the Rule; and
∙I agree to provide reports of holdings and/or transactions (including, but not limited to, duplicate account statements and trade confirmations) made in the Accounts at the request of CCA's Chief
Compliance Officer.
Access persons completing this certification on an annual basis, also acknowledge and certify the following:
∙I did not direct or suggest any purchases or sales of specific securities for the Accounts during the period <Month YEAR to Month YEAR>;
∙Any discussions with the Manager about my Accounts related to general guidelines involving my investment objectives, risk tolerance and investment timeline.
Name: ______________________________________________
Signature: ______________________________________________
Date:______________________________________________
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EXHIBIT I
ANNUAL CERTIFICATION OF CCA
The undersigned hereby certifies on behalf of Conestoga Capital Advisors, LLC ("CCA") to the Board of Trustees of the Conestoga Funds pursuant to Rule 17j-1(c)(2)(ii)(B) under the Investment Company Act of 1940, and pursuant to Section 8.C. of CCA's Code of Ethics, that CCA has adopted procedures that are reasonably necessary to prevent Access Persons from violating the Code of Ethics.
Date: _____________ |
Signature:___________________________________ |
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Print Name:___________________________________ |
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(Chief Compliance Officer) |
Page 15
BMO Wealth Management US
Unified Code of Ethics
BMO Asset Management Corp.
BMO Delaware Trust Co.
BMO Harris Bank N.A.
BMO Harris Financial Advisors, Inc.
BMO Investment Distributors, LLC
BMO Family Office, LLC
BMO Funds, Inc.
Stoker Ostler Wealth Advisors, Inc.
Taplin, Canida & Habacht, LLC
Effective October 30, 2019
BMO U.S. Wealth Management
Unified Code of Ethics
Unified Code of Ethics
Effective: |
October 30, 2019 |
Updated: |
October 30, 2019 |
Review Date: |
October 30, 2019 |
Content Owner: |
WMUS Chief Compliance Officers/Compliance Team Leads |
I.Introduction
Persons Covered by the Code
Any Access Person and any Bank and Trust employee of certain divisions of BMO Harris Bank N.A. and BMO Delaware Trust Company is a "Covered Employee" subject to this Code of Ethics (Code).
All Covered Employees are required to abide by the Code and all policies and procedures applicable to those Covered Employees. Together, the Code and the compliance-based policies and procedures set forth the standards of business conduct for Covered Employees and also specify personal securities transaction procedures designed to prevent unethical trading practices.
Compliance implemented and maintains the Code pursuant to regulatory requirements applicable to BMO Wealth Management U.S. (WMUS), which includes the following entities:
∙BMO Asset Management Corp.;
∙BMO Delaware Trust Co.;
∙BMO Harris Bank N.A.;
∙BMO Harris Financial Advisors, Inc.;
∙BMO Investment Distributors, LLC;
∙BMO Family Office, LLC;
∙BMO Funds, Inc.;
∙Stoker Ostler Wealth Advisors, Inc.; and
∙Taplin, Canida & Habacht, LLC.
These regulatory requirements indicate the areas that the Code should cover or address along with supporting practices as they relate to the business activities of WMUS.
The Code outlines the broad requirements and considerations relating to sound and ethical business conduct and practices that Covered Employees must observe.
An important tenant to this Code is that it strives to implement and give substance to the fundamental fiduciary principles and the laws that govern investment managers and securities related activities. WMUS is committed to upholding its fiduciary responsibilities to clients, including the duties of honesty, good faith and fair dealing, and acting in the clients' best interests while avoiding or disclosing conflicts of interest. This Code reflects the highest standards of professional conduct and the ethical behavior required to merit WMUS clients' trust and confidence.
v2019.1 |
pg. 1 |
BMO U.S. Wealth Management
Unified Code of Ethics
The Code:
∙Protects clients by deterring misconduct;
∙Educates persons covered by the Code regarding WMUS expectations and the laws governing their conduct;
∙Reminds persons covered by the Code that they are in a position of trust and must act in accordance with this position of trust and responsibility;
∙Protects WMUS reputation;
∙Guards against violations of the securities laws, rules and regulations; and
∙Establishes procedures for Covered Employees to follow so that WMUS may determine whether persons covered by the Code are complying with BMO's Code of Conduct.
It is a WMUS goal that the Code be a clear statement of WMUS' purpose and values and a guiding and evolving document to meet these high standards. The Code summarizes the values, principles, and business practices that guide WMUS' business conduct. It also addresses conduct related to securities rules and regulations by focusing on fiduciary duty, personal securities transactions, insider trading, gifts and business entertainment, conflicts of interest, antitrust, and employment practices. The WMUS' respective entity's compliance based policies (Compliance Manuals), where applicable, address other topics, controls, and procedures. The Compliance Manuals are available through each respective entity's compliance departments.
II.Definitions and Applicability
Definitions
Access Person includes any Employee of WMUS:
1.who has access to non-public information regarding WMUS purchases or sales of securities, or non-public information regarding the portfolio holdings of any fund or account; or
2.who is involved in making securities recommendations for WMUS or who has access to such recommendations that are non-public.
All employees and contractors of WMUS and any other WMUS affiliated employees that Compliance determines fall under either of the two categories referenced directly above are Access Persons unless it can be clearly demonstrated that they do not.
All WMUS Investment Advisor and Broker/Dealer employees, contractors, associated persons, and any affiliated employees that Compliance deems as such, are Access Persons of their respective entities. For regulatory purposes, each entity that is registered with the SEC as an Investment Adviser maintains its own list of Access Persons.
Immediate family living in a Covered Employee's household, including any relative by blood or marriage, and any domestic partner or significant other (collectively, Immediate Family), are not considered Access Persons, however, the Code does extend to their personal brokerage accounts, transactions and holdings.
Brokerage Accounts include those accounts for which a Covered Employee or Immediate Family has control over even if the account is not in the Covered Employee's or Immediate Family member's name. Examples include where a Covered Employee or Immediate Family member has power of attorney over
v2019.1 |
pg. 2 |
BMO U.S. Wealth Management
Unified Code of Ethics
an account, is a trustee of an account, or has control over a business brokerage account (e.g., Corporation, LLC, LP).
Compliance includes the Business Unit Compliance Officer, Chief Compliance Officer, Compliance Team Lead, Director of Central Wealth Compliance or their delegates.
Financial Support shall mean any individual for which a covered employee provides greater than 50% of the individual's living expenses.
Material information includes any information that a reasonable investor would consider in making an investment decision.
Non-public information is information that has not been disseminated in a manner that would make it generally available to investors.
Temporary Exemption from the Code
The Chief Compliance Officer (CCO) or Compliance Team Lead (CTL) of each WMUS entity may use his or her discretion to grant temporary exemption from the Code to Covered Employees for an approved leave of absence, provided the Covered Employees are not involved in the day-to-day activities of WMUS during their leave. The CCOs/CTLs should structure exceptions as narrowly as is reasonably practicable with the appropriate safeguards designed to prevent abuse of the exception.
Accounts and Securities Covered by the Code
Except for the exempted account types described below, Covered Employees must disclose all personal securities accounts in which they have direct or indirect beneficial ownership (i.e., an economic interest). A Covered Employee has beneficial ownership in any securities held by:
∙Member(s) of the Covered Employee's Immediate Family sharing the same household; or
∙Others for whom the Covered Employee provides financial support.
Covered Employees may only hold personal securities accounts at firms listed on the Approved Broker List maintained by Central Wealth Compliance (CWC).*
The following account types are exempt from the disclosure requirement:
∙401(k) accounts including BMO 401k accounts and 403(b) retirement plan accounts;
∙Direct to mutual fund accounts;
∙529 plans;
∙Pension funds;
∙Deferred compensation plans;
∙Employee Stock Purchase Plans (ESPP);
∙Dividend Reinvestment Plans; and
∙Any other employer sponsored retirement plans.
*Covered Employees must disclose discretionary (managed) accounts but such accounts are not required to be held at an approved broker and transactions in such accounts are exempt from the reporting requirements set forth in this Code.
v2019.1 |
pg. 3 |
BMO U.S. Wealth Management
Unified Code of Ethics
All securities in non-discretionary disclosable personal securities accounts are reportable with the exception of the following:
∙Direct obligations of the Government of the United States;
∙Bankers' acceptances, bank certificates of deposit, commercial paper and high quality short- term debt instruments, including repurchase agreements (high quality short-term debt instrument is defined as any instrument having a maturity at issuance of fewer than 366 days and which is rated in one of the highest two rating categories by a nationally recognized statistical rating organization, or which is unrated but is of comparable quality);
∙Shares issued by open-end U.S. registered investment companies (i.e., mutual funds); and
∙Shares issued by money market funds.
No Covered Employee may acquire a security in a private placement without submitting a case for Compliance approval through the Managing Conflicts of Interest (MCOI) link: https://gtscmcoi.bmogc.net . Covered Employees who own securities acquired in a private placement may not discuss such investment with Clients or solicit Clients to invest in such security.
No Covered Employee may:
∙Acquire a Security in an initial public offering (IPO);
∙Make a wrongful arrangement or a wrongful quid pro quo of any kind with clients in exchange for IPO allocations; and
∙Share in profits or losses with a client who receives an IPO allocation or allocations.
Please contact CWC regarding any questions on accounts or securities.
Roles and Responsibilities
As noted in the introduction, WMUS has an overarching fiduciary duty to its clients. All Covered Employees must understand and uphold that duty. Neither WMUS nor its employees may engage in fraudulent, deceptive or manipulative conduct.
Below is a set of basic principles that apply to all Covered Employees. It is not an exhaustive list of all detailed rules, regulations, and legal requirements that may apply. These general principles govern all conduct, whether or not the conduct is also covered by more specific standards and procedures. Failure to comply with any aspect of this Code, including these principles, may result in disciplinary action, including termination of employment. These general principles include:
∙Placing, at all times, the interests of clients first. Covered Employees must avoid serving their own personal interests ahead of the interests of WMUS clients.
∙Conducting all personal securities transactions in such a manner as to be consistent with the Code and to avoid any actual or potential conflict of interest or any abuse of a Covered Employee's position of trust and responsibility.
∙Not taking inappropriate advantage of their positions.
∙Maintaining as confidential all information concerning the identity of security holdings and financial circumstances of clients.
∙Conducting business with honesty, integrity, and professionalism.
∙Observing and engaging in the proper standards of market conduct.
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pg. 4 |
BMO U.S. Wealth Management
Unified Code of Ethics
∙Acting with due skill, care and diligence.
∙Refraining from any deliberate acts, omissions or business practices that one could reasonably expect to cause harm to one or more clients.
∙Avoiding making any untrue statement, omitting material facts or otherwise being misleading, including the use or misuse of false rumors.
III.Code Principles and Requirements
Standards of Business Conduct
WMUS is committed to conducting its business in accordance with best practices and within regulatory rules, regulations and legal requirements, in a manner that identifies and manages conflicts of interest appropriately and seeks to avoid even the appearance of a conflict of interest. These practices are essential for maintaining client confidence, WMUS' reputation, and the regulatory licenses upon which WMUS businesses depend. Covered Employees must observe a high standard of business and personal ethics and exercise proper judgement in conducting WMUS' business.
Compliance with Laws and Regulations
Covered Employees may not engage in any activity that might involve BMO, including WMUS and its employees, in a violation of applicable laws or regulations. Covered Employees must adhere to legal standards and prohibitions applicable to their assigned duties and conduct themselves accordingly. Compliance, and where appropriate, the services of WMUS internal legal counsel, are available for advice and consultation.
Prohibitions
Covered Employees must not:
∙Defraud a client in any manner;
∙Mislead a client, including making a statement that omits material facts;
∙Engage in any act, practice, or course of conduct that operates or would operate as a fraud or deceit upon a client, including inappropriate conduct like front-running, scalping, insider trading or other misuses of confidential client information;
∙Engage in any manipulative practice with respect to a client; and
∙Engage in any manipulative practice with respect to securities.
Other Policies and Procedures
Covered Employees must adhere to all applicable WMUS entities' Compliance Manuals, applicable Lines of Business (LOB) policies, and the BMO Code of Conduct.
Conflicts of Interest
WMUS entities, as fiduciaries, must act in the best interests of their clients and make full and fair disclosure of any material facts, particularly where WMUS interests may conflict with clients' interests. To accomplish this, WMUS will disclose all material facts concerning any potential conflict that may arise with respect to any client.
Senior Management of WMUS, Compliance and Legal are closely involved in discharging WMUS duties regarding conflicts of interest. Each line of business must also monitor and report any new conflicts or potential conflicts that have, or may have, arisen in the course of normal business. In addition, Covered Employees must try to avoid situations that have even the appearance of conflict or impropriety.
v2019.1 |
pg. 5 |
BMO U.S. Wealth Management
Unified Code of Ethics
BMO created a Managing Conflicts of Interest Operating Directive regarding disclosure of conflicts of interest, including outside business activities. The Managing Conflicts of Interest Operating Directive takes into account circumstances, of which BMO is or should be aware, that may give rise to a conflict of interest as a result of the structure and business activities of BMO affiliates, including WMUS. See Other Outside Business Activities section below for further details. Also, please refer to WMUS entities' Compliance Manuals or applicable LOB policies for additional information and requirements.
Material Non-Public Information
In the course of normal business activities, Covered Employees may receive confidential information concerning clients and potential clients. To maintain client confidence and trust, this information must be handled with integrity and discretion. As a general rule, confidential information pertaining to a client of WMUS should never be communicated to anyone other than the authorized individual(s) of WMUS who need to know, and where appropriate, to the participants involved in a specific transaction.
A judgment concerning who needs to know about particular client information depends on the facts and circumstances, and should be discussed by the Covered Employee with his or her supervisor and Compliance as appropriate. Examples of persons within WMUS who may need to know include senior management and compliance staff.
In the event a Covered Employee communicates confidential client information, the Covered Employee should advise the recipient of the information's confidential nature, that it is being given solely for the purpose of fulfilling his or her responsibilities with the client, and it is not to be disclosed in any other form to any other person.
In accordance with insider trading laws and SEC rules, Covered Employees may not transact in a security while in the possession of material non-public information about the security. Additionally, Covered Employees should not disseminate or tip such information to others who may trade the security. A Covered Employee who has reason to believe that he or she, or a customer, is in possession of inside information should contact Compliance or Legal immediately, prior to taking any action.
Please refer to the BMO Operating Directive: Personal Trading in Securities and the Prevention of Insider Trading, and WMUS individual entities' policies for additional information on the prevention of insider trading.
Personal Securities Trading
WMUS entities have adopted principles governing personal investment activity which apply to all Covered Employees. All Covered Employees, except for those specifically identified as non-preclear, must pre-clear transactions that are not subject to the exemption set forth below.
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pg. 6 |
BMO U.S. Wealth Management
Unified Code of Ethics
Pre-clearance is not required on personal securities transactions if such transactions meet both of the following conditions:
∙Less than 2,000 shares of the security is proposed to be bought or sold; and
∙The security proposed to be bought or sold has a market capitalization of 5 Billion Dollars or more.
Notwithstanding the two bullets above, all proposed transactions with market values greater than 1 million dollars must be pre-cleared (i.e., the amount proposed to be bought or sold is greater than $1 million dollars).
Except for private placements, pre-clearance approval expires at the close of regular trading on the same trading day as the day of approval. This is true for all other types of orders, including market and limit orders. If approval expires prior to execution, a Covered Employee must submit another pre-clearance request and obtain approval to continue with the transaction. Failure to cancel an order that executes after the expiration of a pre-clearance request is a violation of this Code of Ethics.
Covered Employees cannot modify an existing pre-clearance request. I instead, the Covered Employee should submit an entirely new pre-clearance request.
Compliance may reject or rescind an approved pre-clearance request. Upon notification of rescission, Covered Employees must cancel all open orders immediately and must keep knowledge of the recession confidential.
Gifts and Business Entertainment
The potential for a conflict of interest occurs when personal interests of Covered Employees interfere or could potentially interfere with their responsibilities to WMUS and its clients. Covered Employees should never encourage a quid pro quo ("favor for favor") business transaction or feel beholden to a person or firm. The overriding principle is that Covered Employees should not accept inappropriate gifts, favors, entertainment, special accommodations, or other items or gestures of material value that could be construed to lead to an actual or perceived conflict of interest. Similarly, Covered Employees should not offer gifts, favors, entertainment, or other items or gestures of value that could be viewed as excessive or lavish or aimed at influencing decision making. Please refer to BMO's Anti-Bribery and Anti- Corruption Operating Directive regarding BMO's Gifts and Business Entertainment policy. In addition, see the Compliance Manuals or applicable LOB policy for each WMUS entity for further guidance regarding gifts and entertainment.
Political Contributions
Neither BMO nor any director, officer, or employee, including all Covered Employees, may make any payment of any kind, either directly or indirectly, to any official of any government or government instrumentality, or to any political party or official, or any candidate for any political office, for the purpose of influencing an act or decision in order to help BMO obtain or retain business from, or direct business to, any person.
All activities of BMO and its employees, including all Covered Employees, must comply with the provisions of any applicable laws and may require pre-approval from Compliance. Covered Employees are responsible for being familiar with the laws governing the jurisdiction in which they wish to make a
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political contribution. Covered Employees, unless specifically exempted, must preclear all political contributions through Managing Conflicts of Interest (MCOI) link: https://gtscmcoi.bmogc.net
Where applicable, please refer to the US Political Contribution Preclearance Operating Directive, Corporate Political Activity Operating Directive, and Political Contributions (Pay-to-Play) policies in the Compliance Manuals or applicable LOB policy of each WMUS entity for additional information and requirements.
Confidentiality
Covered Employees may not disclose or use confidential information (or remove confidential information from any premises of BMO) for any purpose other than in the performance of their duties for BMO.
Please refer to BMO Financial Groups Information Security Manual for Business (ISM) for what is considered confidential and additional information and requirements. The ISM can be located on BMO Financial Groups Global Information & Technology Risk Management intranet page.
Service on a Board of Directors - Public or Private Company
Because of the potential for conflicts of interest and insider trading issues, Covered Employees must obtain pre-approval from their manager and Compliance, prior to accepting a position on a private organization's board of directors (including the boards of non-profit entities) or serving as a director of a public company. Covered Employees must represent to their managers and to Compliance that the opportunity of the position arose as a result of activities unrelated to their position at WMUS' entities, and that the position and the time dedicated to the position will not create a conflict of interest.
Please refer to the Managing Conflicts of Interest Operating Directive along with each WMUS entity's Compliance Manual or applicable LOB policy regarding disclosure of conflicts of interest, including outside business activities.
Marketing and Promotional Activities
All oral and written statements, including those made to clients, prospective clients, client representatives, or the media by Covered Employees, must be professional, accurate, balanced, and not misleading in any material manner. Please refer to each entity's Compliance Manual or applicable LOB policy for additional information regarding marketing and promotional activities.
Corporate Opportunities and Resources
Covered Employees have a duty to advance BMO's legitimate interests when the opportunity to do so arises and to use corporate resources exclusively for that purpose. Covered Employees may not use corporate opportunities and resources for personal gain. All BMO employees, including all Covered Employees, are prohibited from using company property, information, resources or their company position for personal gain or personal advancement.
Improper Influence or Conduct on Audits
Covered Employees and persons acting under their direction may not take any action to coerce, manipulate, mislead, hinder, obstruct or fraudulently influence any external auditor, internal auditor or regulator engaged in the performance of an audit or examination of BMO's activities. Covered Employees are required to cooperate fully with any such audit or exam.
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The following is a non-exhaustive list of actions that might constitute improper influence:
∙Offering any form of financial incentive to an auditor including future employment or contracts for non-audit services;
∙Knowingly providing an auditor with any misleading data, information or analysis;
∙Seeking or threatening to have an audit engagement cancelled or partner removed because the auditor/partner objects to the firms accounting methods or other practices;
∙Knowingly altering, tampering or destroying company documents;
∙Knowingly withholding pertinent information; and
∙Knowingly providing incomplete information.
Compliance Procedures
Certification of Compliance with the Code
Initial Certification - WMUS is required to provide all newly Covered Employees with a copy of the Code and each Covered Employee must certify within the appropriate Code of Ethics system that they:
∙Received a copy of the Code;
∙Read and understand all provisions of the Code;
∙Agree to comply with the terms of the Code; and
∙Received and completed all certifications to the best of their knowledge.
Acknowledgment of Amendments - Compliance must provide Covered Employees with notice of any material amendments to the Code.
Annual Certification Covered Employees must certify at least annually that they have read, understand and have complied with the Code as well as other compliance-based firm policies to which they are subject.
If Covered Employees are unable to make such a representation, they are required to immediately report any violations to Compliance.
Certification Requirements
Initial and Annual Holdings Reports - WMUS Compliance requires Covered Employees to submit to Compliance, a report of all holdings in covered securities (covered securities are all securities in personal securities accounts other than those listed on page 3) in which Covered Employees or their Immediate Family have any direct or indirect beneficial ownership, within 10 days of becoming an Covered Employee.
Covered Employees must also initially disclose their account(s) holding the covered securities.
∙For newly designated Covered Employees, the holdings information must be current as of a date no more than 45 days before the person became a Covered Employee.
∙Covered Employees must disclose initial account and holdings information in the appropriate Code of Ethics system.
∙Compliance will confirm completion of the initial holdings report for each new Covered Employee within 10 days of hire.
Then on an annual basis thereafter, Covered Employees must report their holdings in covered securities and certify to the accuracy of these holdings.
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Quarterly Brokerage Accounts Report - WMUS requires Covered Employees to disclose in the appropriate Code of Ethics system the following information about any personal securities account opened during the quarter:
∙Name of the entity (i.e., broker, dealer, or bank) with whom the Covered Employee established the account;
∙Account ID and name (registration); and
∙Date the account was established.
Covered Employees that are associated persons of WMUS entities that are FINRA member firms (e.g., BHFA) must obtain prior consent to open any personal securities account. If applicable, Covered Employees should contact CWC to obtain this consent.
Quarterly Transaction Reports - Within 30 calendar days of the end of each calendar quarter, each Covered Employee is required to certify to all transactions in covered securities during the quarter in the appropriate Code of Ethics system. The following information is required when completing quarterly transaction certifications:
∙Account(s) in which the transaction(s) occurred;
∙Security name and/or ticker;
∙Date of the transaction (trade date);
∙Security type (e.g., equity, fixed income, option);
∙Nature of the transaction (e.g., buy, sell, cover);
∙Price of security at which the transaction was effected; and
∙Number of shares.
Every Covered Employee shall certify quarterly regardless of whether reportable transactions occurred during the quarter.
Confidentiality of Reports WMUS and Compliance assures Covered Employees that their transactions and holdings reports will be maintained in confidence, except to the extent necessary to implement and enforce the provisions of the Code or to comply with requests for information from regulatory or government agencies.
Disclosure
Form ADV Disclosure
Investment Advisors are required to include in their Form ADV Part 2A a description of the Code and a statement that the firm will provide a copy of the Code to any client or prospective client upon request.
Accuracy of Disclosure
Securities regulations and other laws impose public disclosure requirements on BMO and WMUS entities and require them to regularly file reports, financial information disclosures, and make other submissions to various regulators. Such reports and submissions must comply with all applicable legal requirements and may not contain misstatements or omit material facts.
Covered Employees who are directly or indirectly involved in preparing such reports and submissions, or who regularly communicate with the press, investors and analysts concerning BMO and WMUS, must ensure, within the scope of the Covered Employee's job activities, that such reports, submissions, and communications are full, fair, timely, accurate and understandable, and meet applicable legal
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requirements. This applies to all public disclosures, oral statements, visual presentations, press conferences and media calls concerning BMO and WMUS and BMO's subsidiaries or affiliates, its financial performance and similar matters.
Administration and Enforcement of the Code
Training and Education
Compliance is responsible for training and Covered Employees are required to attend reading applicable materials.
educating Covered Employees regarding the Code. All and/or complete any required training sessions, including
Staff Awareness
It is important that all Covered Employees fully understand their responsibilities as outlined in the Code. Covered Employees should contact Compliance if they do not understand any of the responsibilities outlined in this Code.
Review
Compliance is required to review, at least annually, the adequacy of the Code and the effectiveness of its implementation.
Reporting to the Board of Directors
Compliance will report their annual review of the Code to each WMUS legal entity's Board of Directors, if applicable. Compliance will also escalate and report any material Code violations to the respective Board of Directors, if applicable.
Reporting Violations of the Code
All Covered Employees must report violations of WMUS' Code promptly to their respective Compliance Officer. Covered Employees are required to report "apparent" or "suspected" violations in addition to actual or known violations of the Code. Covered Employees should also refrain from any action or transaction that might lead to the appearance of a violation.
Retaliation
BMO protects from retaliation any Covered Employee that reports in good faith any practices or actions that they believe to be inappropriate or inconsistent with the Code or other WMUS compliance policies. BMO prohibits retaliation against an individual for reporting a violation and such an act constitutes a further violation of the Code.
Type of Reporting Covered Employees are required to Report:
∙Noncompliance with or violation of applicable laws, rules, and regulations;
∙Fraud or illegal acts involving any aspect of WMUS' business;
∙Material misstatements in regulatory filings, internal books and records, and clients' records or reports;
∙Activity that is harmful to clients;
∙Breach of fiduciary duty; and
∙Deviations from required controls and procedures that safeguard clients and WMUS.
This list is not exhaustive and does not limit the types of reporting required.
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Confidentiality - Such reports will be treated confidentially to the extent permitted by law and will be investigated promptly and appropriately.
Alternate Designee - In the event that Compliance is unreachable, Covered Employees may report violations to any member of the executive management team (provided that Compliance is subsequently notified of the reported violation(s)) or the BMO Ombudsman's Office.
Advice - Covered Employees should seek advice from Compliance with respect to any action or transaction that might violate the Code.
Sanctions
Any violation of the Code may result in disciplinary action that WMUS deems appropriate, including, but not limited to:
∙A verbal or written warning;
∙Disgorgement of profits;
∙Suspension of personal trading rights;
∙Suspension of employment (with or without compensation);
∙Demotion; and
∙Termination of employment.
In addition, WMUS may require the Covered Employee to reverse any personal trade at issue and forfeit any profit or absorb any loss from the trade. Violations of the Code may result in referral to civil or criminal authorities where appropriate.
Questions related to the Code and appeals
Covered Employees should contact Compliance regarding ethics-related questions.
Covered Employees can appeal any decision made pursuant to the Code. CWC will work with the appropriate entity CCO/CTL on a case by case basis to review the appeal request. Decisions regarding appeals are final.
Records Maintenance and Retention
CWC will maintain the following records in a readily accessible place:
∙A copy of this Code of Ethics (beginning with v2019.1) and each subsequent Code that has been in effect at any time within the CWC record retention policy. Versions prior to v2019.1 are maintained by each respective WMUS CCO.
∙A record of any violation of the Code and any action taken as a result of such violation during the applicable quarter in which the violation occurred.
∙A record of all acknowledgments of receipt of the Code and amendments for each person who is currently or has been a Covered Employee within CWC record retention policy.
∙Holdings and transactions reports made pursuant to this Code, including brokerage confirmations and account statements made in lieu of these reports.
∙A list of the names of persons who are currently or have been Covered Employees of WMUS.
∙A record of any decision and supporting reasons to approve the acquisition of securities by Covered Employees in limited or initial public offerings.
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All applicable documentation relating to the Code, record retention, or personal trading, shall be maintained in accordance with the CWC record retention policy.
Annual Review
This Code may be revised as needed to accommodate any changes in practices consistent with applicable regulations. Compliance, with the assistance of the lines of business, will review this Code annually pursuant to regulatory requirements requiring WMUS to have written policies and procedures in place to detect and prevent violations of the federal securities laws and to review policies at least annually to ensure that they remain adequate and effective.
Cross References
BMO's Code of Conduct
Operating Directive: Managing Employee Conflicts of Interest
Operating Directive: Personal Trading in Securities and the Prevention of Insider Trading
Anti-Bribery and Anti-Corruption Operating Directive
Operating Directive: Corporate Political Activity
US Political Contribution Preclearance Operating Directive
Information Security Manual and Replacement Management Standards
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Business Policy: WFAM COMP – 177 – WFAM Code of Ethics
Wells Fargo Asset Management Code of Ethics
Supplemental to the Risk Management Framework
Published Month January 2, 2020
Purpose
WFAM has adopted this Code pursuant to Rule 17j-1 under the 1940 Act, Financial Industry Regulatory Authority ("FINRA") Rules 3110, 3210, 3280, and Section 204A of the Investment Advisers Act of 1940, as amended (the "Advisers Act"), and Rule 204A-1 thereunder. This Code establishes standards of business conduct and outlines the policies and procedures that Reporting Persons (as defined in Appendix A) must follow to prevent fraudulent, manipulative or improper practices or transactions. This Code is maintained and enforced by the WFAM Chief Compliance Officer ("CCO"), the Code of Ethics Team Manager ("Code Manager"), and the Code of Ethics Team ("Code Team") within WFAM.
Areas Primarily Affected
This Wells Fargo Asset Management ("WFAM") Code of Ethics (the, or this "Code") applies to employees, directors, and officers of the following entities, which entities may be referred to collectively herein as "WFAM":
1.Wells Capital Management Inc., a Securities and Exchange Commission ("SEC") registered investment adviser based in San Francisco, California.
2.Wells Capital Management Singapore, an SEC registered investment adviser based in Singapore that is a separately identifiable department of Wells Fargo Bank, N.A.
3.Wells Fargo Asset Management International, an SEC and Financial Conduct Authority ("FCA") registered investment adviser based in London, England.
4.Wells Fargo Asset Management (International) Limited, an SEC and FCA registered investment adviser based in London, England.
5.Wells Fargo Funds Management LLC ("WFFM"), an SEC registered investment adviser that is a wholly owned subsidiary of Wells Fargo & Company primarily based in San Francisco, California.
6.Wells Fargo Funds Distributor LLC ("the Distributor" or "WFFD"), a limited purpose broker-dealer, registered with and regulated by Financial Industry Regulatory Authority ("FINRA") and the SEC that is a wholly owned subsidiary of Wells Fargo & Company ("WFC" or "Wells Fargo & Co.") primarily based in San Francisco, California.
7.Wells Fargo Asset Management Luxembourg S.A. ("WFAML") is a Luxembourg management company authorized by the Luxembourg Commission de Surveillance du Secteur Financier
("CSSF") pursuant to chapter 15 of the Law of 17 December 2010 relating to undertakings for collective investment, as may be amended from time to time ("Law of 2010"), managing Undertakings for Collective Investment in Transferable Securities ("UCITS") governed by Directive
2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities, as may be amended from time to time ("UCITS Directive").
Non-WFAM entities that are affiliated persons of WFAM, as defined in the Investment Company Act of 1940 (the "1940 Act") may be referred to collectively herein as "Non-WFAM Entities."
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Business Policy: WFAM COMP – 177 – WFAM Code of Ethics
1. Overview
1.1 Code of Ethics
WFAM has adopted this Code pursuant to Rule 17j-1 under the 1940 Act, Financial Industry Regulatory Authority ("FINRA") Rules 3110, 3210, 3280, and Section 204A of the Investment Advisers Act of 1940, as amended (the "Advisers Act"), and Rule 204A-1 thereunder. This Code establishes standards of business conduct and outlines the policies and procedures that Reporting Persons (as defined in Appendix A) must follow to prevent fraudulent, manipulative or improper practices or transactions. This Code is maintained and enforced by the WFAM Chief Compliance Officer ("CCO"), the Code of Ethics Team Manager ("Code Manager"), and the Code of Ethics Team ("Code Team") within WFAM. Note: See the Definitions located in Appendix A for definitions of capitalized terms that are not otherwise defined in the Code.
1.2 Standards of Business Conduct
Reporting Persons must always observe the highest standards of business conduct and follow all applicable laws and regulations. Reporting Persons may never:
▪Use any device, scheme or artifice to defraud a client;
▪Make any untrue statement of a material fact to a client or mislead a client by omitting to state a material fact;
▪Engage in any act, practice or course of business that would defraud or deceive a client;
▪Engage in any manipulative practice with respect to a client;
▪Engage in any inappropriate trading practices, including price manipulation; or
▪Engage in any transaction or series of transactions that may give the appearance of impropriety.
This Code does not attempt to identify all possible fraudulent, manipulative or improper practices or transactions, and literal compliance with each of its specific provisions will not shield Reporting Persons from liability for personal trading or other conduct that violates a fiduciary duty to clients.
1.3 Applicability of this Code of Ethics
"Reporting Persons" are subject to all provisions of this Code, except for Section 2.5.B. "Investment Professionals" are subject to all provisions of this Code, including Section 2.5.B. Please refer to Appendix A for the definitions of these terms. If you have any questions regarding whether you are a Reporting Person or an Investment Professional, please contact the Code Manager or Code Team. Compliance maintains a shared mailbox (COE@wellsfargo.com) for requests, assistance, and ad-hoc issues.
Important Note: All references to "Reporting Persons" and "Investment Professionals" in the guidelines, prohibitions, restrictions, and duties set forth in this Code should be interpreted to also refer, as the context requires, to Immediate Family Members (as defined in Appendix A) of such persons. "You" or "your" should be interpreted to refer, as the context requires, to Reporting Persons or Investment Professionals and/or the Immediate Family Members of such persons.
1.4 Reporting Person Duties
As a Reporting Person, you are expected to:
▪Be ethical;
▪Act professionally;
▪Exercise independent judgment;
▪Comply with all applicable Federal Securities Laws;
▪Avoid, mitigate or appropriately resolve conflicts of interest, and situations which create the perception of a conflict of interest. A conflict of interest exists when financial or other incentives motivate a Reporting Person to place their or Wells Fargo's interest ahead of a WFAM client. For more information on conflicts of interest, see the Wells Fargo Conflicts of Interest Policy and Section 2.1 of this Code;
▪Promptly report violations or suspected violations of the Code and/or any WFAM compliance policy to the relevant CCO or WFAM Compliance Department; and
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Business Policy: WFAM COMP – 177 – WFAM Code of Ethics
▪Cooperate fully, honestly and in a timely manner with any relevant CCO or WFAM Compliance Department investigation or inquiry.
Reporting Persons are required to submit all requests and reports to the Code Team via the FIS Protegent PTA ("PTA") transaction monitoring system ("TMS").
In addition to PTA, Reporting Persons can utilize the shared Compliance mailbox (COE@wellsfargo.com) for requests, assistance and ad-hoc issues.
Training for PTA will be provided to Reporting Persons by the Code Team.
All Reporting Persons, as a condition of employment, must acknowledge in writing (or electronically) receipt of this Code and certify, within 30 calendar days of becoming subject to the Code and annually thereafter, that they have read, understand, and will comply with the WFAM Code. Violations of the Code may result in disciplinary actions, including disgorgement, fines and even termination, as determined by the Code Manager and/or senior management.
In addition to this Code, Reporting Persons must comply with separate personal conduct policies (located on WFAM Connect) regarding the following:
▪Wells Fargo Conflicts of Interest and Outside Business Activities;
▪WFAM Firewall Compliance;
▪WFAM Information Barriers & Non-Public Information Compliance Policy ;
▪WFAM Gifts and Entertainment; and
▪WFAM Political Contributions and Solicitation of Contributions and Payments.
All Reporting Persons must disclose if they or an Immediate Family Member (i) have a beneficial financial interest in, or (ii) act as a proprietor, partner, member, director, trustee, officer, employee or consultant of a WFAM competitor, vendor, service provider, broker, intermediary or client, or a company seeking to become one.
All Reporting Persons must disclose if they or an Immediate Family Member (i) have a beneficial financial interest in, or (ii) act as a proprietor, partner, member, director, trustee, officer, or employee with access to material non-public information of a company or organization with publicly-traded debt or equity.
All Reporting Persons must also comply with policies outlined in the Handbook for Wells Fargo Team Members and the Wells Fargo Code of Ethics and Business Conduct located on Teamworks.
The Code and your fiduciary obligations generally require you to put the interests of WFAM clients ahead of your own. The Code Manager and/or any relevant CCO may review and take appropriate action concerning instances of conduct that, while not necessarily violating the letter of the Code, give the appearance of impropriety. Note: See Appendix B for Relevant Compliance Department Staff list.
1.5 Reporting Persons' Obligation to Report Violations
Reporting Persons are expected to report any concerns regarding ethical business conduct, suspected or actual violations of the Code, or any non-compliance with applicable laws, rules, or regulations to the Code Manager or to a member of the WFAM Compliance Department. Reporting Persons may instead contact the Ethics Line (800-382-7250 or https://www.reportlineweb.com/wfelreport) where a report can be made anonymously. Reports will be treated confidentially to the extent reasonably possible and will be investigated promptly and appropriately. No retaliation may be taken against a Reporting Person for providing information in good faith about such violations or concerns.
Examples of violations or concerns that Reporting Persons are expected to report include, but are not limited to:
▪Fraud or illegal acts involving any aspect of our business;
▪Concerns about accounting, auditing, or internal accounting control matters;
▪Material misstatements in reports;
▪Any activity that is prohibited by the Code; and
▪Deviations from required controls and procedures that safeguard clients, WFAM, and Wells Fargo.
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1.6 WFAM's Duties and Responsibilities to Reporting Persons
To help Reporting Persons comply with this Code, the Code Manager will:
▪Identify and maintain current listings of Reporting Persons and Investment Professionals;
▪Notify Reporting Persons and Investment Professionals in writing of their status as such and the Code requirements;
▪Make a copy of the Code available and require initial and annual certifications that Reporting Persons have read, understand, and will comply with the Code;
▪Make available a revised copy of the Code if there are any amendments to it (and, to the extent possible, prior to their effectiveness) and require Reporting Persons to certify in writing (or electronically) receipt, understanding, and compliance with the revised Code;
▪Periodically compare reported Reportable Personal Securities Transactions with portfolio transaction reports of the WFAM Accounts. Before WFAM determines if a Reporting Person has violated the Code on the basis of this comparison, the Code Team will give the Reporting Person an opportunity to provide an explanation;
▪From time to time, provide training sessions to facilitate compliance with and understanding of the Code and keep records of such sessions and the Reporting Persons in attendance; and
▪Review the Code at least once a year to assess its adequacy and effectiveness.
1.7 Annual Reports and Certifications
No less frequently than annually, the relevant CCO or his or her designee shall submit to the Wells Fargo Funds' and the Wells Fargo Funds Distributor Boards of Trustees (collectively, the "Boards") a written report on behalf of the Covered Companies:
▪Describing any issues arising under the Code relating to the particular Covered Company since the last report to the Boards, including, but not limited to, information about material violations of or waivers from the Code and any sanctions imposed in response to material violations, and
▪Certifying that the Code contains procedures reasonably necessary to prevent Reporting Persons from violating it.
1.8 Recordkeeping
This Code, a record of each violation of the Code and any action taken as a result of the violation, a copy of each report and certification/acknowledgment made by a Reporting Person pursuant to the Code, lists of all persons required to make and/or review reports under the Code, and a copy of any pre-clearance given or requested pursuant to Section 3 of the Code shall be preserved with the applicable Covered Company's records, as appropriate, for the periods and in the manner required by the rules noted in Section 1.1 above.. To the extent appropriate and permissible, these records may be kept electronically.
2. Reportable Personal Securities Transactions
2.1 Resolving Conflicts of Interest
When engaging in Reportable Personal Securities Transactions, there might be conflicts between the interests of a WFAM client or a WFAM Account and a Reporting Person's personal interests. Any conflicts that arise in connection with such Reportable Personal Securities Transactions must be resolved in a manner that does not inappropriately benefit the Reporting Person or adversely affect WFAM clients or WFAM Accounts. Reporting Persons shall always place the financial interests of the WFAM clients and WFAM Accounts before personal financial and business interests.
Examples of inappropriate resolutions of conflicts are:
▪Taking an investment opportunity away from a WFAM Account to benefit a portfolio or personal account in which a Reporting Person has Beneficial Ownership;
▪Using your position to take advantage of available investments for yourself;
▪Front running a WFAM Account by trading in Securities (or Equivalent Securities) ahead of the WFAM Account;
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Business Policy: WFAM COMP – 177 – WFAM Code of Ethics
▪Taking advantage of information or using WFAM Account portfolio assets to affect the market in a way that personally benefits you or a portfolio or personal account in which you have Beneficial Ownership; and
▪Engaging in any other behavior determined by the CCO to be, or to have the appearance of, an inappropriate resolution of a conflict.
2.2 Reporting Reportable Personal Securities Accounts and Transactions
Reporting Persons must report all Reportable Personal Securities Accounts (see definitions in Appendix
A)to the Code Team via the applicable TMS (see Section 1.4) along with the Reportable Personal Securities holdings and transactions of Reportable Personal Securities Transactions in those accounts. Reportable Personal Securities Accounts include accounts of Immediate Family Members and accounts in which a Reporting Person is a Beneficial Owner. There are three types of reports: (1) an initial holdings report that is filed upon becoming a Reporting Person or establishing any Reportable Personal Securities Account, (2) a quarterly transaction report, and (3) an annual holdings report.
Each broker-dealer, bank, or fund company, where a Reporting Person has a Reportable Personal Securities Account will receive a request for the WFAM Compliance Department to receive copies of all account statements and confirmations from such accounts. The Code Team will make this request after the accounts are reported via the TMS. All accounts that have the ability to hold Reportable Securities must be included even if the account does not have holdings of Securities at the time of reporting.
1. Initial Holdings Report. Within 10 business days of becoming a Reporting Person:
▪All Reportable Personal Securities Accounts and Managed Accounts, including broker name and account number information must be reported by each Reporting Person to the Code of Team via the TMS.
▪A recent statement (electronic or paper) for each Reportable Personal Securities Account and Managed Account must be submitted by each Reporting Person to the Code Team.
▪All holdings of Reportable Securities in Reportable Personal Securities Accounts and Managed Accounts must be inputted by each Reporting Person into an Initial Holdings Report via the applicable TMS. The information in the report must be current as of a date no more than 45 calendar days prior to the date of becoming a Reporting Person.
2.Quarterly Transactions Reports. Within 30 calendar days of each calendar quarter end:
▪Each Reporting Person must supply to the Code Team a report via the TMS showing all Reportable Securities trades made in the Reporting Person's Reportable Personal Securities
Accounts during the quarter. A request for this report will be generated by the TMS with notification of due dates sent to Reporting Persons via email and a report must be submitted by each Reporting Person even if there were not any Reportable Securities trades transacted during the quarter.
▪Each Reporting Person must certify as to the correctness and completeness of this report.
▪This report and certification must be submitted to the Code Team by the business day immediately before the weekend or holiday if the 30th day falls on a weekend or holiday.
▪Managed Accounts are not subject to the quarterly transactions reports requirement.
3.Annual Holdings Reports. Within 30 calendar days of each calendar year end:
▪All holdings of Reportable Securities in all Reportable Personal Securities Accounts must be reported by each Reporting Person to the Code Team via the TMS. The information in the report must be current as of a date no more than 45 calendar days prior to when you submit the report.
▪Each Reporting Person must certify as to the correctness and completeness of this report.
▪This report and certification must be submitted to the Code Team by the business day immediately before the weekend or holiday if the 30th day falls on a weekend or holiday.
▪Managed Accounts are not subject to the annual holdings report requirement.
Any report under this Section may contain a statement that the report shall not be construed as an admission by the Reporting Person making such a report that he or she has any direct or indirect Beneficial Ownership in the Reportable Securities to which the report relates.
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2.3 New Accounts
Each Reporting Person must submit a request for pre-approval of a Reportable Personal Securities Account or Managed Account (including those of Immediate Family Members) to the Code Team within 10 business days of receiving the account number or prior to executing a transaction requiring pre- clearance, whichever occurs first. All new accounts opened are required to be at one of the approved brokers on the WFAM Approved Broker List. This requirement is not applicable to Managed Accounts. In addition, pursuant to FINRA Rule 3210, all Reporting Persons that are associated with WFFD (including those accounts where Reporting Persons have a beneficial interest) must obtain approval from WFFD Compliance when opening a Reportable Personal Securities Account or Managed Account (including those of Immediate Family Members) at another broker dealer. This FINRA rule does not apply to the following types of accounts:
▪Accounts that exclusively hold unit investment trusts;
▪Accounts that exclusively hold municipal fund securities;
▪Qualified tuition programs (529 accounts); and
▪Non-Reportable Accounts and accounts that exclusively hold non-reportable securities.
2.4 Confidentiality
WFAM will use reasonable efforts to ensure that the reports submitted to the Code Team as required by this Code are kept confidential. Reports required to be submitted pursuant to the Code will be selectively reviewed by members of the Code Team and possibly senior executives or legal counsel on a periodic basis to seek to identify improper trading activity or patterns of trading and to otherwise seek to verify compliance with this Code. Data and information may be provided to Reportable Fund officers and trustees, and will be provided to government authorities upon request or others if required to do so by law or court order.
2.5Trading Restrictions and Prohibitions
A.Reporting Persons. All Reporting Persons (including Investment Professionals) and their Immediate Family Members must comply with the following trading restrictions and prohibitions:
▪All Reporting Persons must pre-clear transactions of certain Reportable Securities in Reportable Personal Security Accounts, (including those of Immediate Family Members and accounts for which the Reporting Person is a Beneficial Owner) as described in the table that follows in Section 2.7.
▪60-Day Holding Period for Reportable Fund Shares (open-end and closed-end) Except as noted below, Reporting Persons are required to hold shares of most of the Reportable Funds for at least 60 days. This restriction applies without regard to tax lot considerations. Reporting Persons are prohibited from selling any Reportable Fund shares for 60 days from the date of the most recent purchase. If it is necessary to sell Reportable Fund shares before the 60-day holding period has passed, Reporting Persons must obtain advance written approval from the CCO or the Code Manager. The 60-day holding period does not apply to transactions pursuant to Automatic Investment Plans. The 60-day holding period does not apply to the Adjustable Rate Government Fund, Conservative Income Fund, Ultra Short-Term Income Fund, Ultra Short-Term Municipal Income Fund, and the money market funds.
▪IPOs, Private Placements and Initial Coin Offerings
Reporting Persons are generally prohibited from purchasing shares in an IPO (an Initial Public Offering (as defined in Appendix A). Reporting Persons must get written approval from the Code Manager before acquiring shares in an IPO, or selling shares that were acquired in an IPO prior to becoming a Reporting Person. Reporting Persons may, subject to pre-clearance requirements, purchase shares in a Private Placement or acquire virtual "coins" or "tokens" in an Initial Coin Offering ("ICO") that is conducted as a Private Placement as long as the position will be less than a 10% voting interest in the issuer, or 10% of the ICO, and is
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otherwise permitted under the Policy on Directorships and Other Outside Employment as set forth in the Wells Fargo Code of Ethics and Business Conduct.
Reporting Persons who have been pre-cleared to purchase shares in a Private Placement or acquire virtual "coins" or "tokens" in a private placement that is an ICO must disclose that investment to the Code Team when they are involved in the subsequent consideration of an investment in the issuer, "coins" or "tokens" by WFAM for a client, and WFAM's decision to purchase such Reportable Securities must be independently reviewed by Reporting Persons with no personal interest in the issuer, "coins" or "tokens". To obtain pre-approval please complete the Private Securities Transaction Request Form in the applicable TMS' noted in Section 1.4.
▪WFC Derivatives
Reporting Persons must comply with the policies outlined in the Wells Fargo Code of Ethics and
Business Conduct which states, "You may not invest or engage in derivative or hedging transactions involving Securities issued by Wells Fargo & Co, including but not limited to options contracts (other than employee stock options), puts, calls, short sales, futures contracts, or other similar transactions regardless of whether you have material inside information."
▪Exchange Traded Funds ("ETFs")
All Reporting Persons must disclose and report all holdings in ETFs. However, purchases or sales of ETFs that follow the following broad based indices do not require pre-clearance: Dow Jones Industrial Average, NASDAQ 100, Russell 2000, Russell 3000, S&P 100, S&P 500, S&P Midcap 400, S&P Europe 350, FTSE 100, FTSE Mid 250, FTSE 350, Hang Seng 100, Deutscher Aktien Index (DAX 30), S&P/TSX 60, Wilshire 5000 and Nikkei 225. ETFs that do not follow these indices must be pre-cleared. See Appendix D for list of ETF's that are not subject to pre- clearance or the 60 day holding period.
▪Wells Fargo Closed-End Funds
Reporting Persons may not participate in a tender offer made by a closed-end Wells Fargo Fund under the terms of which the number of shares to be purchased is limited to less than all of the outstanding shares of such closed-end Wells Fargo Fund.
▪No Reporting Person may purchase or sell shares of any closed-end Wells Fargo Fund within 60 days of the later of:
▪The initial closing of the issuance of shares of such fund; or
▪The final closing of the issuance of shares in connection with an overallotment option.
▪Reporting Persons may purchase or sell shares of closed-end Wells Fargo Funds only during the 10-day period following the release of dividend announcements to the public for such fund, which typically occurs on or about the first of the month. Certain Reporting Persons, who shall be notified by the Legal Department, are required to make filings with the SEC in connection with their purchases and sales of shares of closed-end Wells Fargo Funds.
▪Investment Clubs
Reporting Persons may not participate in the activities of an Investment Club without the prior approval from the Code Team. Remember that guidelines, prohibitions, restrictions, and duties set forth in this Code should be interpreted to also refer, as the context requires, to Immediate Family Members. Transactions for an Investment Club would need to be pre- cleared and reported as applicable.
▪Personal Transactions
Reporting Persons are prohibited from executing or processing through a Covered Company's direct access software (TA2000 or any other similar software):
▪Reporting Persons' own personal transactions;
▪Transactions for Immediate Family Members; or
▪Transactions for accounts of other persons for which the Reporting Person or his/her Immediate Family Member have been given investment discretion.
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This provision does not exclude you from trading directly with a broker/dealer or using a broker/dealer's software. The foregoing also does not prohibit you from executing or processing transactions in WFC Securities granted to you as compensation through an online program designated by WFC for such purpose.
▪Attempts to Manipulate the Market
Reporting Persons must not execute any transactions intended to raise, lower, or maintain the price of any Reportable Security or to create a false appearance of active trading.
▪Excessive Trading
Excessive Trading in Reportable Personal Securities Accounts is strongly discouraged and Reportable Personal Securities Accounts will be monitored by the Code Team for Excessive Trading activity and may be reported to the relevant CCO. Additional restrictions may be imposed by the Code Team if Excessive Trading is noted in a Reportable Personal Securities Account.
▪Currency Accounts (including Cryptocurrencies)
Reporting Persons do not need to report accounts established to hold foreign currency or cryptocurrencies, provided no Reportable Securities can be held in the account.
▪Volcker Rule
The "Volcker Rule" is a section of the Dodd-Frank Wall Street Reform and Consumer Protection Act that with certain exceptions, (i) prohibits banks and their affiliates from engaging in proprietary trading, and (ii) prohibits banks and their affiliates from investing in or sponsoring hedge funds and private equity funds (i.e., funds that are exempt from registration under Section 3(c)(1) or Section 3(c)(7) of the 1940 Act), also known as Covered Funds. Many foreign funds are also considered Covered Funds under the Volcker Rule. The Volcker Rule contains a number of exemptions and exclusions from the general prohibitions on proprietary trading and sponsoring and investing in Covered Funds. One such exemption is known as the
"Asset Management Exemption." Wells Fargo may sponsor a Covered Fund pursuant to the
Asset Management Exemption so long as it meets certain conditions. One of the conditions is that no Reporting Person or director may acquire or retain an ownership interest in a Covered Fund, unless such Reporting Person or director acquired the ownership interest while directly engaged in providing investment advisory, commodity trading advisory or other services to the Covered Fund. These other services include providing investment advice or investment management services to the fund, and providing such services that enable the provision of investment advice or investment management, including but not limited to:
▪Oversight and risk management;
▪Deal origination;
▪Due Diligence; or
▪Administrative or other support services.
Additionally, any permissible investments cannot be financed by Wells Fargo. Reporting Persons are responsible for not investing in a Covered Fund, except when permitted under the conditions applicable to the Asset Management Exemption. The investors in a Covered Fund will be periodically checked to confirm no impermissible Reporting Persons ownership exists. Reporting Persons looking to make a purchase (initial or subsequent) in a Covered Fund must obtain pre-approval from the Code Team before making the transaction. Please consult your TMS' request form for Private Placements for additional guidance.
B.Investment Professionals. All Investment Professionals and their Immediate Family Members must comply with the following additional trading restrictions and prohibitions:
▪Investment Professionals' trades are subject to a 15-day blackout restriction:
There is a "15-day blackout" on inappropriate purchases or sales of Reportable Securities bought or sold by a WFAM Account. This means that purchases and sales of a Reportable
Security (or Equivalent Reportable Security) ("blackout security") during the 7-day periods
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immediately preceding and immediately following the date the WFAM Account trades in the blackout security ("blackout window") are subject to review by the Code Team in order to determine if the purchase or sale is inappropriate. In such review, any Reportable Personal Securities Transactions in a blackout security during a blackout window will be evaluated and investigated by the Code Team based on each situation. This will include a review of the Investment Professional's role within WFAM and his or her reason(s) for buying or selling. Penalties on trades determined to have been inappropriate may range from no action to potential disgorgement of profits or payment of avoided losses (see Section 3 for Code violations and penalties) or more serious penalties. A blackout security that is inappropriately purchased during a blackout window may be subject to mandatory divestment. Similarly, inappropriate sales of a blackout security during a blackout window may subject the Investment Professional to penalties.
In the case of a purchase and subsequent mandatory divestment at a higher price, any profits derived upon divestment may be subject to disgorgement; penalties may include a requirement that disgorged profits be donated to charity, with no tax deduction claimed by the Investment Professional. In the case of a sale, penalties may include a requirement that an amount equal to the avoided loss be donated to charity, with no tax deduction claimed by the Investment Professional.
For example, if a WFAM Account trades in a blackout security on July 7, July 15 (the 8th day following the trade date) would be the 1st day Investment Professionals may engage in a Reportable Personal Securities Transaction involving that blackout security. Any purchases and sales in the blackout security made on or after June 30 through July 14, even if pre-cleared, could be subject to mandatory divestment and/or penalties. Purchases and sales in the security made on or before June 29 (the 8th day before the trade date) would not be within the blackout window.
The Code Team has full discretion to determine whether any purchase or sale of a blackout security during a blackout window is "inappropriate" based on each situation.
▪Investment Professionals who are Research Analysts may not trade personally any Reportable Security that they cover until 2 business days after the publication of a research note.
2.6How to Pre-Clear Reportable Personal Securities Transactions
Reporting Persons must follow the steps below to pre-clear trades for themselves and their Immediate Family Members:
1.Request Authorization. A request for authorization of a transaction that requires pre-clearance must be entered using PTA (see Section 1.4). Email requests submitted to the respective mailbox noted in Appendix B will only be processed for those Reporting Persons who are on formal leave of absence or on paid time off ("PTO"). Reporting Persons may only request pre- clearance for market orders or same day limit orders. Verbal pre-clearance requests are not permitted.
2.Have The Request Reviewed and Approved. After receiving the electronic request, PTA will notify Reporting Persons if the trade has been approved or denied. For Reporting Persons on leave of absence or PTO, email responses will be sent with the approval or denial.
3.Trading in Foreign Markets. A request for pre-clearance of a transaction in a local foreign market that has already closed for the day may be granted with authorization to trade on the following day because of time considerations. Approval will only be valid for that following trading day in that local foreign market.
4.Approval of Transactions
▪The Request May be Refused. The Code Manager may refuse to authorize a Reporting
Person's Reportable Personal Securities Transaction and need not give an explanation for the refusal. Reasons for refusing your Reportable Personal Securities Transactions may be confidential.
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▪Authorizations Expire. Any transaction authorization is effective until the close of business of the same trading day for which the authorization is granted (unless the authorization is revoked earlier). If the order for the transaction is not executed within that period, you must obtain a new advance authorization before placing a new transaction order.
2.7Summary of What Reporting Persons and their Immediate Family Need to Report Quarterly and Pre-Clear
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2.8 Wells Fargo & C. Securities
Reporting Persons are prohibited from engaging in any transaction in Wells Fargo & Co. securities that is not in compliance with applicable requirements of the Wells Fargo Team Member Code of Ethics and Business Conduct set forth under the heading "Avoid Conflicts of Interest—Personal Trading and Investment—Derivative and Hedging Transactions in Securities Issued by Wells Fargo" as may be amended from time to time. A copy of this policy is available on the Wells Fargo & Co. website at: http://portal.teamworks.wellsfargo.com/1/Ethics/Pages/COE.aspx
2.9 Ban on Short-Term Trading Profits
There is a ban on short-term trading profits. Reporting Persons are not permitted to buy and sell, or sell and buy, the same pre-clearable Reportable Security (or Equivalent Security) within 60 calendar days and make a profit; this will be considered short-term trading.
▪This prohibition applies without regard to tax lot.
▪Short sales are subject to the 60-day profit ban.
If a Reporting Person makes a profit on an involuntary call of an option, those profits are excluded from this ban; however, buying and selling options within 60 calendar days resulting in profits is prohibited. Settlement/expiration date on the opening option transaction must be at least 60 days out.
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Sales or purchases made at the original purchase or sale price or at a loss are not prohibited during the 60 calendar day profit holding period.
Reporting Persons may be required to disgorge any profits the Reporting Person makes from any sale before the 60-day period expires.
The ban on short-term trading profits does not apply to transactions that involve:
▪Reportable Securities not requiring pre-clearance (e.g., open-end investment companies that are not Reportable Funds, although they typically impose their own restrictions on short-term trading);
▪Same-day sales of Reportable Securities acquired through the exercise of employee stock options or other WFC Securities granted to you as compensation or through the delivery (constructive or otherwise) of previously owned employer stock to pay the exercise price and tax withholding;
▪Commodities, futures (including currency futures), options on futures and options on currencies;
▪Automated purchases and sales that were done as part of an Automatic Investment Plan. However, any self-directed purchases or sales outside the pre-set schedule or allocation of the Automatic Investment Plan, or other changes to the pre-set schedule or allocation of the Automatic Investment Plan, within a 60-day period, are subject to the 60-day ban on short term profit; or
▪Adjustable Rate Government Fund, Conservative Income Fund, Ultra Short-Term Income Fund, Ultra Short-Term Municipal Income Fund, and the money market funds.
2.10Employee Compensation Related Accounts
1. 401(k) Plans
Initial Holding Report: Completed in PTA
▪Reporting Persons who have an established Wells Fargo 401(k) plan with a non-zero balance are required to report their 401(k) balances in Reportable Funds or Reportable Securities as part of the Initial Holdings Reporting process.
▪401(k) Plans that are external to Wells Fargo are required to be reported if, regardless of the balance, the plan is capable of holding Reportable Funds or Reportable Securities.
Quarterly Transaction Report: Completed in PTA
▪Reporting Persons are required to report self-directed transactions in Reportable Funds or Reportable Securities in Wells Fargo 401(k) plans that occurred outside of the previously reported investment allocations. This reporting may be made on behalf of the Reporting Person by the 401(k) plan administration area to the WFAM Compliance Department.
▪Reporting Persons are required to report transactions in Reportable Funds or Reportable Securities in 401(k) plans held outside of Wells Fargo.
▪Reporting Persons are not required to report bi-weekly payroll contributions, periodic company matches, or profit sharing contributions.
Annual Holdings Report: Completed PTA
▪Reporting Persons are required to update their holdings in Wells Fargo 401(k) plans in their Annual Holdings Report. This update may be made on behalf of the Reporting Person by the 401(k) plan administration area to the WFAM Department.
▪If an external 401(k) account holds Reportable Funds or Reportable Securities, Reporting Persons are required to update these holdings in their Annual Holdings Report.
2.Wells Fargo Employee Stock Options & Vested Stock Awards
Initial Holdings Report:
▪Reporting Persons are not required to report the grant or vesting of WFC restricted share rights in the Initial Holdings Report.
▪Following the delivery of an Initial Holding Report, when Reporting Persons' restricted share rights in WFC stock awarded under the Reporting Persons' Long Term Incentive Compensation Plan ("LTICP") vest and shares of WFC stock are thereupon delivered to a
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brokerage account, including the shareowner services account, Reporting Persons are required to report the account holding such shares of WFC stock as a new Reportable Personal Securities Account within the time period specified in Section 2.2, if such account was not previously reported.
▪Reporting Persons are required to report subsequent vested, restricted share rights and shares delivered to any such Reportable Personal Securities Account, including a shareowner services account.
Quarterly Transaction Report:
▪All Reporting Person-directed transactions in LTICP holdings are reportable on the Quarterly Transaction Report, i.e., exercising of WFC options.
▪The exercise of employee stock options is a reportable transaction.
▪Reporting Persons are required to report shares of WFC stock delivered to any Reportable Personal Security Accounts, including a shareowner services account upon vesting of restricted share rights, in Quarterly Transaction Reports, and any prior or subsequent transactions in WFC stock during the reporting period.
▪Reporting Person are not otherwise required to report the grant or vesting of WFC restricted share rights or the vesting of WFC employee stock options.
Annual Holdings Report:
▪Reporting Persons are required to report shares of WFC stock delivered upon vesting or restricted share rights and held in Reportable Personal Security Accounts, such as a shareowner services account.
▪Reporting Persons are not required to report holdings of restricted share rights or employee stock options in LTICP.
Pre-Clearance:
▪Pre-clearance is not required prior to the sale of LTICP restricted shares.
▪The exercise of stock options from LTICP is not pre-clearable in the TMS; however, Reporting Persons are requested to inform the Code Team via an email to COE@wellsfargo.com of the transaction details, as exercising of the options will create an alert in PTA.
3.Wells Fargo Employee Stock Purchase Plan ("ESPP")
Initial Holdings Report:
▪An ESPP is a Reportable Personal Securities Account and must be included in a Reporting
Person's Initial Holding Report.
Quarterly Transaction Report:
▪Sales of shares acquired under an ESPP are reportable on the Quarterly Transaction Report.
Annual Holdings Report:
▪Reporting Persons are required to update holdings within ESPP accounts in the Annual Holdings Report.
Pre-Clearance:
▪Transactions in an ESPP (WFC stock) do not require pre-clearance.
4.Wells Fargo Health Savings Account ("HSA")
Initial Holdings Report:
▪Wells Fargo HSAs are reportable when the balance reaches the threshold that allows the Reporting Person to invest in Reportable Funds.
Quarterly Transaction Report:
▪Sales of shares of Reportable Funds within a Reporting Person's HSA are reportable on the
Quarterly Transaction Report.
Annual Holdings Report:
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▪Reporting Persons are required to update holdings of balances invested in Reportable Funds within a Reporting Person's HSA in the Annual Holdings Report.
Pre-Clearance:
▪Transactions in an HSA account do not require pre-clearance.
5.Wells Fargo Deferred Compensation Plans
Wells Fargo Deferred Compensation Plans are not reportable accounts.
3. Code Violations
3.1 Investigating Code Violations
The Code Manager or designee is responsible for investigating any suspected violation of the Code. This includes not only instances of violations against the letter of the Code, but also any instances that may give the appearance of impropriety. Reporting Persons are expected to respond to Code Manager inquiries promptly. The Code Manager is responsible for reviewing the results of any investigation of any reported or suspected violation of the Code. The Code Manager will report the results of each investigation to the CCO, as well as the WFAM Ethics Committee. Violations of the Code may also be reported to the Reporting Person's supervisor and human resources as well.
3.2 Penalties
The Code Manager is responsible for deciding whether a violation is minor, substantive or serious. In determining the seriousness of a violation of this Code, the Code Manager will consider the following factors, among others and will escalate as needed to the WFAM CCO:
▪The degree of willfulness of the violation;
▪The severity of the violation;
▪The extent, if any, to which a Reporting Person profited or benefited from the violation;
▪The adverse effect, if any, of the violation on a Covered Company or a WFAM Account; and
▪The Reporting Person's history of prior violation(s) of the Code.
For purposes of imposing sanctions, violations generally will be counted on a rolling 24 month period. However, the Code Manager (in consultation with the CCO) reserves the right to impose a more severe sanction/penalty depending on the severity of the violation and/or taking into consideration violations dating back more than 24 months.
Any serious offense as described below will be reported to the Wells Fargo Fund Board. All minor and substantive violations will be reported to the Board at least annually
Minor Offenses:
Minor offenses may include, but are not limited to, the following: failure to timely submit quarterly transaction reports, failure to timely complete assigned training, failure to submit signed acknowledgments of Code forms and certifications, excessive (i.e., more than three) late submissions of such documents, and conflicting pre-clear request dates versus actual trade dates or other pre- clearance request errors, or Reportable Securities not covered by the blackout period.
Substantive Offenses:
Substantive offenses may include, but are not limited to, the following: unauthorized purchase/sale of Securities as outlined in this Code, violations of short-term trading for profit (60-day rule), failure to request pre-clearance of transactions as required by the Code, failure to timely report a reportable brokerage account, and violations of the 15-day blackout period.
Serious Offenses:
Engaging in insider trading or related illegal and prohibited activities such as "front running" and "scalping," and repeated violations or a flagrant violation of the Code are considered a "serious offense."
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3.3 Penalties
Depending on the severity of the infraction, a violation of this Code may result in the following, subject to applicable law: an informational memorandum; a warning; a fine, deduction from wages, disgorgement of profit or other payment; a personal trading ban; referral of the matter to Human Resources; termination of employment; or referral to civil or criminal authorities. Dismissal and/or Referral to Authorities.
Repeated violations or a flagrant violation of the Code may result in immediate dismissal from employment. In addition, the Code Manager, the CCO, the WFAM Ethics Committee and/or senior management may determine that a single flagrant violation of the law, such as insider trading, will result in immediate dismissal and referral to authorities.
3.4 Exceptions to the Code
The Code Manager is responsible for enforcing the Code. The CCO or Code Manager (or his or her designee) may grant certain exceptions to the Code, provided any requests and any approvals granted must be submitted and obtained, respectively, in advance and in writing. The CCO or Code Manager (or his or her designee) may refuse to authorize any request for exception under the Code and is not required to furnish any explanation for the refusal.
Related Information
Related Regulation
▪Rule 17j-1 of the Investment Company Act of 1940
▪Financial Industry Regulatory Authority Rules 3110, 3210, 3280
▪Section 204A of the Investment Advisers Act of 1940
▪Rule 204A-1 of Investment Advisers Act of 1940
Related Policies or Resources
WFAM Gifts and Entertainment Policy
WFAM Political Contributions Policy
Wells Fargo Code of Ethics and Business Conduct
Appendix A
Definitions
General Note:
The definitions and terms used in the Code are intended to mean the same as they do under the 1940 Act and applicable other Federal Securities Laws. If a definition hereunder conflicts with the definition in the 1940 Act or other Federal Securities Laws, or if a term used in the Code is not defined, you should follow the definitions and meanings in the 1940 Act or other Federal Securities Laws, as applicable.
Automatic Investment Plan A program that allows a person to purchase or sell Reportable Securities, automatically and on a regular basis in accordance with a pre-determined schedule and allocation, without any further action by the person. An Automatic Investment Plan includes a SIP (systematic
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Immediate Family Member Any of the following persons, including any such relations through adoption, who reside in the same household with you:
▪ |
spouse |
▪ |
grandparent |
▪ |
mother-in-law |
▪ |
domestic partner |
▪ |
grandchild |
▪ |
father-in-law |
▪ |
parent |
▪ |
brother |
▪ |
daughter-in-law |
▪ |
stepparent |
▪ |
sister |
▪ |
son-in-law |
▪ |
child |
▪ |
sister-in-law |
|
|
▪ |
stepchild |
▪ |
brother-in-law |
|
|
|
Immediate Family Member also includes any other relationship that |
|
the CCO determines could lead to possible conflicts of interest, |
|
diversions of corporate opportunity, or appearances of impropriety. |
|
All references to "Reporting Persons" and "Investment Professionals" in |
|
the guidelines, prohibitions, restrictions and duties set forth in this |
|
Code should be interpreted to also refer, as the context requires, to |
|
Immediate Family Members of such persons. |
Investment Club |
An investment club is a group of people who pool their money to make |
|
investments. Usually, investment clubs are organized as partnerships |
|
and, after the members study different investments, the group decides |
|
to buy or sell based on a majority vote of the members. Club meetings |
|
may be educational and/or each member may actively participate in |
|
investment decisions. |
Investment Professional Any Reporting Person who is a portfolio manager, trader or analyst employed (including as a temporary or contract employee) by WFAM, and any other person designated by the CCO or designee as such given his or her access to current portfolio or trading information for clients.
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|
All references to "Investment Professionals" in the guidelines, |
|
prohibitions, restrictions and duties set forth in this Code should be |
|
interpreted to also refer, as the context requires, to Immediate Family |
|
Members of Investment Professionals. The Code Manager is |
|
responsible for maintaining a list of all Investment Professionals and |
|
notifying such Investment Professionals of their status. |
IPO |
An initial public offering, or the first sale of a company's securities to |
|
public investors. Specifically, it is an offering of securities registered |
|
under the Securities Act of 1933, the issuer of which, immediately |
|
before registration, was not subject to the reporting requirements of |
|
Section 13 or Section 15(d) of the Securities Exchange Act of 1934. |
Managed Account |
Any account for which the holder gives, in writing, his/her broker or |
|
someone else (other than another Reporting Person) the authority to |
|
buy and sell Reportable Securities, either absolutely or subject to |
|
certain restrictions, other than pre-approval by any Reportable |
|
Person. In other words, the holder gives up the right to decide what |
|
Reportable Securities are bought or sold for the account. This includes |
|
accounts known as "Robo Advisor" accounts where account |
|
investments and reallocations are done through an automated |
|
platform. |
Non-Public Information
Private Placement
Purchase or Sale of a Security
Reportable Fund
Any information that is not generally available to the general public in widely disseminated media reports, SEC filings, public reports, prospectuses, or similar publications or sources.
An offering, including an ICO, that is exempt from registration under Section 4(2) or 4(6) of the Securities Act of 1933, as amended, or Rule 504, Rule 505 or Rule 506 thereunder.
In addition to any acquisition or disposition of a Reportable Security
for value, a Purchase or Sale of a Reportable Security includes, among other things, the receipt or giving of a gift or writing of an option to purchase or sell a Reportable Security.
Reportable Fund means (i) any investment company registered under the 1940 Act, for which a Covered Company serves as an investment adviser as defined in Section 2(a)(20) of that Act, which includes a sub-adviser, or (ii) any investment company registered under the 1940 Act, as amended, whose investment adviser or sub-adviser or principal underwriter controls a Covered Company, is controlled by a Covered Company, or is under common control with a Covered Company; provided, however, that Reportable Fund shall not include an investment company that holds itself out as a money market fund. For purposes of this definition, "control" has the same meaning as it does in Section 2(a) (9) of the 1940 Act. A list of all Reportable Funds shall be maintained and made available for reference under "Reportable Funds" under the "Code of Ethics" tab in the WFAM Compliance Department InvestNet web page.
Reporting Person |
Reporting Person means (i) any employee, officer or director, and any |
|
other persons designated by the CCO or designee, as having access to |
|
current trading information for clients, of WFAM, and (ii) any employee |
|
(including all temporary or contract employees), officer or director of |
|
any Non-WFAM Entities who supports any WFAM business functions |
|
and has access to WFAM systems that contain Non-Public Information |
|
regarding WFAM client holdings or transactions, and any other person |
|
designated by the CCO or designee as such given his or her access to |
|
current portfolio or trading information for clients. |
Page 19 of 24.
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Business Policy: WFAM COMP – 177 – WFAM Code of Ethics
|
All references to "Reporting Persons" in the guidelines, prohibitions, |
|
restrictions and duties set forth in this Code should be interpreted to |
|
also refer, as the context requires, to Immediate Family Members of |
|
Reporting Persons. The Code Manager is responsible for maintaining a |
|
list of all Reporting Persons and notifying such Reporting Persons of |
|
their status. |
Reportable Personal |
Any account that holds Reportable Securities of which you have |
Securities Account |
Beneficial Ownership, other than a Managed Account that holds |
|
Reportable Securities and has previously been approved by the Code |
|
Manager over which you have no direct influence or Control. A |
|
Reportable Personal Securities Account is not limited to Reportable |
|
Securities accounts maintained at brokerage firms, but also includes |
|
holdings of Reportable Securities owned directly by you or an |
|
Immediate Family Member or held through a retirement plan of Wells |
|
Fargo or any other employer. All Reportable Personal Securities |
|
Accounts opened or reported after 1/1/2020 are required to be on the |
|
WFAM Approved Broker List. The accounts reported after 1/1/2020 |
|
not on WFAM Approved Broker List must be moved to one of the |
|
approved brokers timely. This requirement is not applicable to |
|
Managed Accounts. Exceptions may be granted by the Code of Ethics |
|
Manager. |
Reportable Personal |
A Purchase or Sale of a Reportable Security, of which you acquire or |
Securities Transaction |
relinquish Beneficial Ownership. |
Reportable Security/Securities |
Any security as defined under Section 2(a)(36) of the 1940 Act or |
|
Section 202(a)(18) of the Advisers Act, except that it does not include |
|
direct obligations of the U.S. Government, bankers' acceptances, bank |
|
certificates of deposit, commercial paper, High Quality Short-Term |
|
Debt Instruments, including repurchase agreements, shares issued by |
|
affiliated or unaffiliated money market mutual funds, or shares issued |
|
by open-end registered investment companies other than the |
|
Reportable Funds or shares issued by unit investment trusts that are |
|
invested exclusively in one or more open-end registered investment |
|
companies none of which are Reportable Funds. "Reportable Security" |
|
includes any security issued by closed-end funds and ETFs. |
WFAM Accounts |
Accounts of investment advisory and sub-advisory clients of Covered |
|
Companies, including but not limited to registered and unregistered |
|
investment companies. |
Appendix B
Compliance Department Staff List
Please consult WFAM Connect for a current list of compliance staff designated to monitoring the Code of Ethics, as wells as for additional Code of Ethics resources including links to PTA. For Reporting Persons with no access to the above systems, please contact the Code Team at COE@wellsfargo.com.
Appendix C
Reportable Funds
Please consult the following link for a list of WFAM Reportable Funds:
https://wellscap.ptaconnect.com/pta/openDocument.do?st=T376-RNOQYRTQ-RIDI-QL31-7SBY- V91VJY6E&name=281_1400097842793.PDF&path=//PTANAS01/Clients/WELLSCA P/docs/&st=T376- RNOQ-YRTQ-RIDI-QL31-7SBY-V91V-JY6E.
Page 20 of 24.
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Business Policy: WFAM COMP – 177 – WFAM Code of Ethics
Appendix D
Ticker |
Name |
Issuer |
||
DIA |
SPDR Dow Jones Industrial Average ETF Trust |
State Street Global |
||
Advisors |
||||
|
|
|||
IYY |
iShares Dow Jones US ETF |
BlackRock |
||
|
|
|
|
|
QQQ |
Invesco QQQ Trust |
Invesco |
||
|
|
|
|
|
PSQ |
ProShares Short QQQ |
ProShares |
||
|
|
|
|
|
QQQE |
Direxion NASDAQ 100 Index |
Direxion |
||
|
|
|
|
|
SPSM |
SPDR Portfolio Small Cap ETF |
State Street Global |
||
Advisors |
||||
|
|
|||
|
|
|
|
|
VTWO |
Vanguard Russell 2000 ETF |
Vanguard |
||
|
|
|
|
|
IWM |
iShares Russell 2000 ETF |
BlackRock |
||
RWM |
ProShares Short Russell 2000 |
Proshares |
||
IWV |
iShares Russell 3000 |
BlackRock |
||
SPTM |
SPDR Portfolio Total Stock Market ETF |
State Street Global |
||
Advisors |
||||
|
|
|||
|
|
|
|
|
VTHR |
Vanguard Russell 3000 ETF |
Vanguard |
||
|
|
|
|
|
OEF |
iShares S&P 100 |
BlackRock |
||
|
|
|
|
|
SH |
ProShares Short S&P 500 |
ProShares |
||
|
|
|
|
|
SPXB |
ProShares S&P 500 Bond ETF |
ProShares |
||
|
|
|
|
|
SPY |
SPDR S&P 500 ETF Trust |
Standard and Poor's |
||
Financial Services |
||||
|
|
|||
IVV |
iShares Core S&P 500 |
BlackRock |
||
VOO |
Vanguard S&P 500 |
Vanguard |
||
VXXB |
iPath Series B S$P 500 Vix Short-Term Futures ETN |
Barclays Capital |
|
|
SPDN |
Direxion Daily S&P 500 Bear 1X Shares |
Direxion |
|
|
|
|
|
|
|
RSP |
Invesco S&P 500 Equal Weight ETF |
Invesco |
|
|
|
|
|
|
|
PBP |
Invesco S&P 500 BuyWrite ETF |
Invesco |
|
|
|
|
|
|
|
MIDU |
Direxion Daily S&P MidCap 400 |
Direxion |
|
|
|
|
|
|
|
MYY |
Proshares Short S&P MidCap 400 |
Proshares |
|
|
|
|
|
|
|
MZZ |
UltraShort MidCap 400 Proshares |
Proshares |
|
|
|
|
|
|
Page 21 of 24.
Corporate and business policies or procedures may not be duplicated outside of the Policy Library; only direct links may be used.
Business Policy: WFAM COMP – 177 – WFAM Code of Ethics
IEV |
iShares Europe ETF |
BlackRock |
ISF |
iShares Core FTSE 100 |
BlackRock |
H4ZB |
HSBC FTSE 100 UCITS ETF |
HSBC |
|
|
|
VMID |
FTSE 250 UCITS ETF |
Vanguard |
|
|
|
MIDD |
iShares FTSE 250 UCITS ETF |
BlackRock |
|
|
|
S250 LN |
Invseco FTSE 250 UCITS ETF |
Invesco |
|
|
|
EWU |
iShares MSCI United Kingdom ETF |
BlackRock |
|
|
|
EWH |
iShares Core Hang Seng Index ETF |
BlackRock |
|
|
|
WKN |
iShares DAX ETF |
BlackRock |
|
|
|
XIU |
iShares S&P TSX 60 Index |
BlackRock |
HXT |
Horizons S&P/TSX 60 Index ETF |
Horizons |
VTI |
Vanguard Total Stock Market ETF |
Vanguard |
1329 |
iShares Core Nikkei 225 ETF |
BlackRock |
TYBS |
Direxion Daily 20 Year Treasury Bear 1X |
Direxion |
|
|
|
TYNS |
Direxion Daily 7-10 Year Treasury Bear 1X |
Direxion |
|
|
|
TBT |
UltraShort Barclays 20+ Year Treasury |
ProShares |
|
|
|
SHY |
iShares 1-3 Year Treasury Bond ETF |
BlackRock |
|
|
|
TLT |
iShares 20+ Year Treasury Bond ETF |
BlackRock |
|
|
|
IEF |
iShares 7-10 Year Treasury Bond ETF |
BlackRock |
|
|
|
STIP |
iShares 0-5 Year TIPS Bond ETF |
BlackRock |
GVI |
iShares Intermediate Government Credit Bond ETF |
BlackRock |
TLH |
iShares 10-20 Year Treasury Bond ETF |
BlackRock |
FXA |
Invesco CurrencyShares Australian Dollar Trust |
Invesco |
FXB |
Invesco CurrencyShares British Pound Sterling Trust |
Invesco |
|
|
|
FXC |
Invesco CurrencyShares Canadian Dollar Trust |
Invesco |
|
|
|
FXCH |
Invesco CurrencyShare Chinese Renminbi Trust |
Invesco |
|
|
|
FXE |
Invesco CurrencyShare Euro Trust |
Invesco |
|
|
|
FXY |
Invesco CurrencyShare Japanese Yen Trust |
Invesco |
|
|
|
FXSG |
Invesco CurrencyShare Singapore Trust |
Invesco |
|
|
|
FXSG |
Invesco CurrencyShare Swedish Krona Trust |
Invesco |
|
|
|
Page 22 of 24.
Corporate and business policies or procedures may not be duplicated outside of the Policy Library; only direct links may be used.
Business Policy: WFAM COMP – 177 – WFAM Code of Ethics
Page 23 of 24.
Corporate and business policies or procedures may not be duplicated outside of the Policy Library; only direct links may be used.
Business Policy: WFAM COMP – 177 – WFAM Code of Ethics
JJG |
iPath Series B Bloomberg Grains Subindex Total Return ETN |
Barclay Capital |
JJC |
iPath Series B Bloomberg Copper Subindex Total Return ETN |
Barclay Capital |
COW |
iPath Series B Bloomberg Livestock Subindex Total Return ETN |
Barclay Capital |
|
|
|
BAL |
iPath Series B Bloomberg Cotton Subindex Total Return ETN |
Barclay Capital |
|
|
|
DGZ |
DB Gold Short ETN |
DWS |
|
|
|
OILK |
ProShares K-1 Free Crude Oil Strategy ETF |
ProShares |
|
|
|
IAU |
iShares Gold Trust |
iShares |
|
|
|
CMDY |
iShares Bloomberg Roll Select Commodity Strategy ETF |
iShares |
|
|
|
Page 24 of 24.
Corporate and business policies or procedures may not be duplicated outside of the Policy Library; only direct links may be used.
Global Code of Ethics
.
Every day we make individual choices which reflect on the collective reputation of the Manulife and John Hancock brands. Our global standards for business ethics and our well-regarded reputation for integrity differentiate our brands in the marketplace and have been critical factors in our past as well as our future success. We are proud of Manulife Asset Management's culture of doing business the right way and we want to underscore the need to continue to conduct our business in this manner.
To this end, Manulife Asset Management has adopted this Global Code of Ethics to promote compliance with applicable law as well as to address certain potential and actual conflicts of interests which can arise between our personal investment decisions and the interests of our clients. This Global Code of Ethics has been designed to reflect our values as a global organization and demonstrate the importance of the trust our clients have placed in Manulife Asset Management and the duties we owe to our clients.
Christopher Conkey
Code Version: April 1, 2019
. |
2 |
|
PART 1: Purpose & Applicability
1.1Purpose
1.2Code ApplicabilityMAM Associates & Access Persons
1.3Report Changes to Access Person Status
1.4Code Certification
1.5Reporting Violations of the Code as well as Manulife and MAM Policies
1.6Supervisory Oversight & Personal Liability
PART 2: Principles of Business Conduct
2.1General Principles of Business Conduct
2.2Personal Trading & Conflicts of Interests
2.3Confidential Investment Information
2.4False Rumors
2.5Outside Business Activities
2.6Other MAM & Manulife Compliance Requirements
PART 3: Personal Investing Restrictions
& Limitations
3.1What Securities are Subject to the Code's Personal Trading Restrictions & Requirements?
3.2Restrictions on Securities under Active Consideration
3.3Restrictions on Manulife Securities
3.4Preclearance Approval Requirement
3.5Special Pre-Clearance Approval Requirement for Level 3 Access Persons Only
3.615 Day Blackout Period Rule
3.7Affiliated Mutual Fund Profit Ban30 Day Rule
3.8Short-Term Profit Ban60 Day Rule
3.9Limit Orders and Special Orders
3.10Investment Clubs
3.11Discouraging Excessive Trading
3.12Additional RestrictionsHong Kong-Based Access Persons Only
.
PART 4: Level 1 Access Persons Additional Personal Investing Restrictions
4.1Initial Public Offering Ban
4.2Investment Team Hold Until Sold Rule
4.3Investment Team Enhanced Trade Blackout Rule for Certain Level 1 Access Persons
4.4Preclearance of Significant Personal Securities Positions
4.5Disclosure of Personal Investment Conflicts & Limited Offering Independent Review
4.61% & 5% Security Ownership Disclosure & Prohibitions
PART 5: Initial & Periodic Reporting
5.1Requirement to Report All Securities Accounts
5.2Duplicate Transaction Confirmations & Statements
5.3USA-Based Access Person Preferred Brokerage Account Requirement
5.4Initial Holdings Report & Certification
5.5Quarterly Transaction Report & Certification
5.6Reporting of Gifts, Donations & Inheritances
5.7Annual Holdings Report & Certification
5.8Method of Reporting & Certifications
PART 6: Code Administration
6.1No Liability for Loses
6.2Penalties for Code Violations
6.3Exemptions & Appeals
6.4Code Amendments
6.5Code Interpretation & Administration
6.6Recordkeeping
Appendix A: Code Definitions
Appendix B: Code Adoption Dates
Appendix C: Chart: Reportable Securities & Pre-Clearable Securities
3
PART 1 PURPOSE & APPLICABILITY
1.1Purpose
Manulife Asset Management1 (MAM) has adopted this Code of Ethics (Code) to promote compliance with applicable law by MAM and MAM Associates and to prevent those abuses in the investment management business that can arise when certain conflicts of interest exist between personnel of an investment advisor and its clients. By adopting and enforcing this Code, we strengthen the trust and confidence entrusted in us by demonstrating that at MAM, client interests come first.
1.2Code ApplicabilityMAM Associates & Access Persons
This Code applies to MAM Associates. MAM Associates are: (i) any partner, officer, director (or other person occupying a similar status or performing similar functions) of MAM; (ii) an employee of MAM;
(iii)any person who provides investment advice on behalf of MAM and is subject to the supervision and control of MAM; (iv) any person meeting the definition of Access Person; and (v) any other person who the Code Administrator deems a MAM Associate.2
Additionally, MAM Associates who have access to certain investment information and the investment decision-making process are further classified by the Code Administrator into one of following three Access Person levels and as a result are responsible for complying with the personal trading restrictions and obligations of their access designation level.
1Refer to APPENDIX B for a list of MAM entities who have adopted this Code of Ethics.
2The Code Administrator or Chief Compliance Officer may modify the requirements of this Code for those MAM Associates whose tenure at MAM is expected not to exceed
90days (for instance contractors, co-ops and interns) or in instances where a person is subject to another code of ethics or fiduciary duty and where the modification is not otherwise specifically prohibited by law.
Access Person Level 1
Any MAM Associate who, in connection with his/her regular functions or duties, makes or participates in making recommendations regarding the purchase or sale of securities for MAM- advised Client accounts or provide direct administrative support to a MAM Associate who makes or participates in the recommendations.
Examples: Portfolio Managers, Analysts, Traders and Certain Administrative Staff
Access Person Level 2
Any MAM Associate who, in connection with his/her regular functions or duties: (i) has regular access to nonpublic information regarding any Clients' purchase or sale of securities or non- public information regarding the portfolio holdings of any MAM-advised Client account (ii) is involved in making client securities recommendations, or
(iii)has regular access to such recommendations that are nonpublic.
Examples: Certain Compliance, Legal, Investment Operations, Administration, Client Services & Products, Private Client Group, Sales/Marketing, Technology Resources, and MMF Personnel as well as Administrative Staff Supporting Level 2 Access Persons
Access Person Level 3
A MAM Associate who, in connection with his/her regular functions or duties, has periodic access to non-public information regarding any clients' purchase or sale of securities, or non-public information regarding the portfolio holdings of any account advised by MAM
Examples: Certain Business Financial Analysts, Technical Associates, Technical Resource Associates, Legal Staff, Client Services and Products Staff as well as Administrative Staff Supporting Level 3 Access Persons
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
4 |
|
1.3Report Changes to Access Person Status
The Code Administrator is responsible for classifying MAM Associates as Access Persons based on the Code Administrator's understanding of the MAM Associates current role. If a MAM Associate has a level of investment access different than their assigned category, or the MAM Associate is promoted or changes duties and as a result should more appropriately be included in a different category, it is the MAM Associates responsibility to immediately notify the Code Administrator.
1.4Code Certification
Each MAM Associate must provide a written (or electronic) acknowledgement of their initial receipt of the Code and any amendments to the Code, copies of which are to be provided by the Code Administrator, and a certification that they have read and understood the Code and will comply with the applicable provisions of the Code (including any amendments to the Code).
Additionally, annually each MAM Associate is required to certify that he or she has read and understands the Code, acknowledges the applicable Code provisions, and represents that he or she has complied with (or has disclosed any failure to comply with) the applicable Code requirements during the past year.
1.5Reporting Violations of the Code as well as Manulife & MAM Policies
Any MAM Associate who knows or has reason to believe that the Code or a Manulife or MAM policy has been or may be violated must bring such actual or potential violation to the immediate attention of the
Chief Compliance Officer.
A MAM Associate must speak with their manager, a member of the Human Resources Department, Law
Department or the Chief Compliance Officer if he or
she has:
•a doubt about a particular compliance situation;
•a question or concern about a business practice; or
•a question about potential conflicts of interest.
It is a violation of the Code for a MAM Associate to deliberately fail to report a violation or deliberately withhold relevant or material information concerning a violation of the Code or a Manulife or MAM policy.
No person will be subject to penalty or reprisal for reporting in good faith suspected violations of the Code or a Manulife or MAM policy by others.
Additionally, unethical, unprofessional, illegal, fraudulent or other questionable behavior may also be anonymously reported by calling the confidential toll free Manulife Ethics Hotline at 1-866-294-9534 or by visiting the website: www.ManulifeEthics.com.
1.6Supervisory Oversight & Personal Liability
All MAM Associates with managerial responsibility are responsible for the reasonable supervision of their staff to prevent and detect violations of the Code and applicable rules and regulations. Failure to perform adequate oversight can result in the manager being held personally liable by regulators for violations of the Securities Laws and the Code.
***
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
5 |
|
PART 2 |
PRINCIPLES OF BUSINESS |
|
CONDUCT |
||
|
2.1General Principles of Business Conduct
Each MAM Associate is expected to adhere to a high standard of professional and ethical conduct and should be sensitive to situations that may give rise to an actual conflict or the appearance of a conflict with our Clients' interests, or have the potential to cause damage to MAM or a MAM Affiliates' reputation. To this end, each MAM Associate must act with integrity, honesty and in an ethical manner. The following General Principles of Business Conduct govern the activities of MAM and every MAM Associate as well as the interpretation and administration of this Code:
•We have a fiduciary duty at all times to place the interests of our Clients first.
•All personal securities transactions must be conducted consistent with the provisions of the Code that apply and in such a manner as to avoid any actual or potential conflict of interest and any other abuse of trust or responsibility.
•We should not take inappropriate advantage of our position or engage in any fraudulent or manipulative practice (such as front-running or manipulative market timing) with respect to Client accounts.
•We must treat as confidential any non-public or confidential information concerning the identity of security holdings and financial circumstances of Clients.
•We must comply with all applicable laws including applicable domestic and foreign Securities Laws.
Adherence to the General Principles of Business Conduct and other provisions of this Code is a condition of employment at MAM. Additionally, while the Code contains specific restrictions and limitations designed to prevent certain defined types of conflicts, MAM recognizes that not every potential conflict of interest can be anticipated by the Code. Therefore, it is critical that the Code's General Principles of Business Conduct be followed in the absence of a specific Code requirement or limitation.
Additionally as described in Section 6.2 "Penalties for Code Violations", failure to comply with the General Principles of Business Conduct (above) or any provision of the Code may result in disciplinary action, including termination of employment.
Compliance Tip - Ask First, Act Second
It is critical that any MAM Associate who is in doubt about the applicability of the Code in a given situation seek a determination from the Code Administrator or the Chief Compliance Officer about the propriety of the conduct in advance.
2.2Personal Trading & Conflicts of Interests
The Code represents a balancing of important interests. On the one hand, as an investment adviser, MAM owes a duty of undivided loyalty to its Clients, and must avoid even the appearance of a conflict that might be perceived as abusing the trust Clients have placed in MAM. On the other hand, MAM does not want to prevent conscientious professionals from investing for their own accounts where conflicts do not exist or are immaterial to investment decisions affecting the Clients.
When conflicting interests cannot be reconciled, the Code makes clear that, first and foremost, MAM Associates owe a fiduciary duty to MAM's Clients. In most cases, this means that the affected MAM Associates will be required to forego conflicting securities transactions. In some cases, personal investments will be permitted, but only in a manner, which, because of the circumstances and applicable controls, cannot reasonably be perceived as adversely affecting Client portfolios or taking unfair advantage of the client relationship.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
6 |
|
2.3Confidential Investment Information
Information acquired by a MAM Associate in connection with their duties for MAM, including information regarding actual or contemplated
investment decisions, non-public portfolio composition, research, research recommendations, firm activities, or Client interests, is confidential and may not be used in any way that might be contrary to, or in conflict with the interests of Clients or MAM. Additionally, MAM Associates are reminded that certain Clients have specifically required their relationship with MAM to be treated confidentially.
2.4False Rumors
The Securities Laws prohibit the deliberate or reckless use of manipulative devices or activities with an intention to affect the securities markets, including the intentional creation or spreading of false or unfounded rumors or other information. Accordingly, a MAM Associate may not communicate information regarding companies, Securities, or markets that he or she knows to be false.
2.5Outside Business Activities
In addition to other Manulife policies with respect to outside business activities, MAM Associates may only serve on outside investment committees or be employed by, serve as an officer of, or serve on boards of trustees and directors of business and non- business entities (including charitable boards) with the approval of the MAM Associate's manager and the Chief Compliance Officer or MAM General Counsel.3
2.6Other MAM & Manulife Compliance Requirements
In addition to the Code, MAM Associates must comply with all compliance-oriented requirements applicable to them, including business unit policies as well as the MAM and Manulife policies listed in the column to the right.
3Unless serving at the direction of MAM, MAM Associates who engage in outside business and charitable activities are not acting in their capacity as a MAM Associate and may not use MAM's name in connection with those activities.
Manulife Code of Business Conduct & Ethics
The Code of Business Conduct and Ethics provides standards for ethical behavior when representing Manulife and conducting Manulife's business.
Insider Trading & Market Abuse Policies
The MAM and Manulife insider trading and market abuse policies address important topics, such as: the identification and reporting of material non-public information, the Investment Division's information barrier, MAM's "restricted list", and the various prohibitions on sharing and misusing material-non- public information. The policies specifically prohibit the unlawful use and sharing of material non-public information.
Portfolio Holdings Disclosure & Confidentiality
Policies
Non-public information about MAM client portfolio holdings as well as other client information cannot be shared or disclosed except in accordance with these policies.
Manulife Anti-Fraud Policy
This policy requires the prompt reporting of any suspicion or allegation of fraud, fraudulent activity, or dishonest activity in relation to Manulife.
Manulife Electronic Communications Guidelines
This policy contains various limitations and restrictions on the use of email, and other forms of electronic communications.
Manulife Conflict of Interest & MAM Gift Policies
These policies address standards and disclosure requirements related to the giving and receiving of gifts and entertainment. For the protection of the MAM Associate and MAM, the appearance of a possible conflict of interest must be avoided.
MAM Anti-Bribery and PaytoPlay Policies
These policies are designed to prevent bribery, kickbacks and similar unlawful schemes. Specifically, these policies limit or prohibit certain types of gift, entertainment and political donation practices in order for MAM to comply with certain government regulations. For instance, the Pay-to Play Policy restricts certain types of personal political donations in the U.S. A. and also requires the reporting of certain U.S.A. donations by certain MAM Associates.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
7 |
|
PART 3 |
PERSONAL INVESTING |
||
RESTRICTIONS |
& LIMITATIONS |
||
|
The following personal investing restrictions and limitations are designed to prevent certain defined types of conflict of interests. MAM recognizes that not every potential conflict of interest can be anticipated by the Code. Therefore, it is critical that the Code's General Principles of Business Conduct be followed in the absence of a specific requirement or limitation. It is critical that any MAM Associate who is in doubt about the applicability of the Code in a given situation seek a determination from the Code Administrator or the Chief Compliance Officer about the propriety of the conduct in advance.
3.1What Securities are Subject to the Code's Personal Trading Restrictions & Requirements?
Securities in which the Access Person has a Beneficial Interest are subject to the Code's personal trading restrictions and requirements. An Access Person is deemed to have a Beneficial Interest in any Security where the Access Person controls or has the opportunity to directly or indirectly profit or share in the profit derived from a transaction in the Security. An Access Person is presumed to have a Beneficial Interest in the following Securities:
•Securities owned by an Access Person in his or her name.
•Securities owned by Household Family Members.
•Securities owned by an Access Person indirectly through an account or investment vehicle for his or her benefit, such as an IRA/RRSP/RESP/ ISA/SIPP, family trust or family partnership.
•Securities in which the Access Person has a joint ownership interest, such as Securities owned in a joint brokerage account.
•Securities over which the Access Person has discretion or gives advice (other than MAM Client accounts). This includes Securities owned by trusts, private foundations or other charitable accounts for which the Access Person has investment discretion.
3.2Restriction on Securities under Active Consideration
All MAM Associates (including all Access Persons) may not purchase, sell, or otherwise dispose of any Security in which the MAM Associate has (or as a result of such transaction will establish) Beneficial Interest if the MAM Associate at the time of the transaction has actual knowledge that (i) the Security (if it is a Pre-Clearable Security) is under Active Consideration for Purchase or Sale by or on behalf of MAM or any Client or (ii) the Security is on the MAM Restricted Trading List.
Beneficial Interest & Household Family Member Reminder
Please note that if a specific Code provision (including a personal investing restriction or limitation, pre-clearance obligation or reporting obligation) applies to the Access Person, it also applies to all Securities and Securities accounts over which the Access Person has a Beneficial Interest.
Access Persons are presumed to have a Beneficial Interest in the personal Securities holdings and accounts of Household Family Members. The definition of Household Family Member includes an Access Person's spouse, significant other, minor children or other family members who also share the same household with the Access Person.
3.3Restrictions on Manulife Securities
Manulife's Insider Trading & Reporting Policy prohibits Manulife employees from speculating in MFC Securities. Speculation includes the purchase or sale of Manulife Securities with the intention of reselling or buying back in a relatively short period of time in the expectation of a rise or fall in the market price of such securities, buying or selling options, or short selling. Please refer to the Manulife Insider Trading and Reporting Policy for additional restrictions and requirements on Manulife Securities transactions.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
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3.4Pre-Clearance Approval Requirement
Level 1 and Level 2 Access Persons may not purchase, sell or otherwise acquire or dispose of any Security in which he or she has (or as a result of such transaction will establish) a Beneficial Interest without obtaining advance written (or electronic) pre-clearance approval for such transaction from the Code Administrator, Chief Compliance Officer, or the Personal Trading & Reporting System unless the Security transaction is exempt from this Code's pre- clearance requirement. Refer to APPENDIX C of the Code for a list of Securities and Securities transactions exempt from the pre-clearance requirement.
A preclearance approval is valid only for the day it is granted unless an exception is granted by the Chief Compliance Officer or Code Administrator.
Additionally, successfully obtaining pre-clearance approval for a transaction does not mean an Access Person cannot be found to be in violation of a specific applicable personal investing restriction or limitation of the Code or the Code's General Principles of Business Conduct.
3.5Special Pre-Clearance Approval Requirement for Level 3 Access Persons
Level 3 Access Persons are exempt from the pre- clearance requirements of Section 3.4. However, Level 3 Access Person's may not acquire a Beneficial Ownership in any Security in an Initial Public Offering or a Limited Offering or acquire or dispose of a Beneficial Interest in a Closed-End Investment Company advised by a Manulife Affiliate without obtaining advance written (or electronic) approval from the Chief Compliance Officer.
Pre-Clearance Reminder:
Household Family Members
Access Persons (Level 1 and 2) are required to obtain pre-clearance approval for all Securities transaction of persons who qualify as a Household Family Member of the Access Person (unless the transaction is exempt from the pre- clearance requirement. Refer to Code APPENDIX C for pre-clearance exemptions).
3.615 Day Blackout Period Rule
Level 1 and Level 2 Access Persons may not purchase, sell or otherwise acquire or dispose of any Pre-Clearable Security in which he or she has (or as a result of such transaction will establish) a Beneficial Interest if that Same Pre-Clearable Security traded in a Client account 15 calendar days before such transaction (or will trade in a Client account 15 days following such transaction) unless (1) the Access Person has no actual knowledge that the Same Pre- Clearable Security is under Active Consideration for Purchase or Sale by a Client and (2) the transaction can satisfy one of the following exceptions:
•De Minimis Trading Exception: MAM may permit the transaction if all of the Access Person's aggregate total same-day pre- clearance requests for the Same Pre-Clearable Security have a transaction market value of less than $25,000 USD and (in the case of equities) the same day transactions in the Pre-Clearable Security total no more than 500 equity shares.
•Market Cap Securities Exception: MAM may permit the transaction if the individual preclearance request is in the Securities of an issuer whose market capitalization is at least $5 billion USD or more.
Level 1 Access Persons should refer to Part 4 of the Code (Level 1 Access Persons Additional Restrictions) to determine if a Level 1 Access Person may rely on the exceptions (above) to the 15 Day Blackout Period Rule.
If a MAM Client account trades in a Pre-Clearable Security within 15 calendar days before or after an Access Person obtains pre-clearance approval of a trade, the Access Person may be required to demonstrate that he or she did not know that the same Security was under Active Consideration for Purchase or Sale for a Client account.
The Chief Compliance Officer, in his or her sole discretion, may exempt or exclude an individual or class of Access Person transactions and/or Client accounts from the 15 Day Blackout Period Rule so long as the Chief Compliance Officer documents the rationale for granting the exemption or exclusion.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
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3.7Affiliated Mutual Fund Profit Ban 30 Day Rule
All Access Persons (including Household Family Members) are prohibited from directly or indirectly profiting from a discretionary purchase and sale of an Affiliated Mutual Fund actively managed by the Access Person's MAM entity within 30 calendar days.
3.8Short-Term Profit Ban60 Day Rule
Level 1 and 2 Access Persons (including Household Family Members), cannot directly or indirectly profit from a discretionary purchase and sale of the same Pre-Clearable Security within 60 calendar days. However, Pre-Clearable Securities whose issuer's market capitalization is $5 Billion USD or more at the time of the transaction are exempt from this 60 Day Rule. Note: a voluntary transaction related to a derivative Security (including options) which results in a profit is permitted so long as the voluntary transaction occurs more than 60 calendar days after the initial related transaction event.
3.9Limit Orders and Special Orders
Due to the 1-day pre-clearance trade window outlined in Section 3.4, multi-day special orders, such as "good until canceled orders" or "limit orders," are prohibited for Level 1 and 2 Access Persons.4 However, Access Persons (and Household Family Members) may place day orders, (i.e., orders that automatically expire at the end of the trading day session). Be sure to check the status of all orders at the end of the trading day and cancel any orders that have not been executed. Please note that if a trade order is left open beyond the pre-clearance window and it is executed outside of the window, the transaction will constitute a Code violation.
3.10Investment Clubs
Access Persons (including Household Family Members) are prohibited from participating or holding an interest in any Investment Club.
4 The Code Administrator or Chief Compliance Officer may provide an Access Person with a transaction-specific exemption in special limited circumstances (e.g., subscription offerings with an uncertain trade execution date, special employment transaction with limited exercise trade windows).
Securities Transactions Exempted from the Affiliated Mutual Fund 30-Day Profit Ban and 60-Day Short Term Profit Ban
The following Securities activities are exempted from both the 60-Day Short Term Profit & Affiliated Mutual Fund 30-Day Profit Ban:
•All money market fund transactions
•Automatic Investment Plan transactions (including payroll deduction purchases)
•Dividend reinvestment purchase transactions
•Issuer Pro Rata Discretionary Transactions
•Involuntary issuer transactions (e.g., stock dividends, stock splits/ reverse splits or other similar reorganizations or distributions, call of a debt security, and spin-offs of shares to existing holders)
•Automatic purchases into a default investment option by a retirement plan
•Other involuntary purchase or sales activity not at the direction of the Access Person or the Access Person's Household Family Member
Gifts and Donations
Please note that giving gifts and donations of Securities are considered "sales" and are not exempt from 30/60 day profit bans.
Exemptions
The Chief Compliance Officer, in his or her sole discretion, may grant a hardship exemption from 30/60 day profit ban (such as profitable sales motivated by the need to pay for unexpected medical expenses).
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
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3.11Discouraging Excessive Trading
While active personal trading may not in and of itself raise issues under the Securities Laws, MAM believes that a very high volume of personal trading by an Access Person can be time consuming and can increase the possibility of actual or apparent conflicts with portfolio transactions. Accordingly, an unusually high level of discretionary personal trading activity by an Access Person is strongly discouraged and may be subjected to enhanced scrutiny by MAM. The Chief Compliance Officer may impose limitations on the number of Pre-Clearable Securities trades permitted during a given period for certain Access Persons.
3.12Additional RestrictionsHong Kong-Based Access Persons Only
Hong Kong-based Access Persons (and Household Family Members) are prohibited from the following additional activities: (i) short selling any Security, (ii) delay of personal transaction settlement beyond the normal settlement time for the relevant market and (iii) cross trades between Access Persons and Client accounts.
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LEVEL 1 ACCESS PERSONS
PART 4 ADDITIONAL PERSONAL INVESTING RESTRICTIONS
In addition to the personal investing restrictions and requirements for Access Persons in Part 3 of this Code, Level 1 Access Persons (including their Household Family Members) are subject to the following additional restrictions and requirements.5
4.1Initial Public Offering Ban
Level 1 Access Persons may not directly or indirectly acquire a Beneficial Interest in a Security through an Initial Public Offering (IPO). Consequently, Level 1 Access Persons (including Household Family Members) must wait to purchase newly-issued IPO Securities until the next business (trading) day following the offering date of the IPO.
4.2Investment Team Hold Until Sold Rule
A Level 1 Access Person associated with an Investment Team (including Household Family Members) is not permitted to sell a Pre-Clearable Security holding in which they have a Beneficial Interest if (i) the Same Pre-Clearable Security is held in a Client account managed by the Access Person's Investment Team and (ii) the Access Person (or Household Family Member) purchased the Pre- Clearable Security after the date of the Code's initial adoption (Refer to APPENDIX B for initial adoption dates) or the date the person was named to the relevant Investment Team (which ever date is later).
5 The Chief Compliance Officer may grant individual exceptions to Sections 4.1, 4.2, and/or 4.3 under limited hardship circumstances where the Chief Compliance Officer concludes that no material conflict of interest is present. For instance in the case of an IPO, a Level 1 Access Person may request and exemption from the IPO prohibition for certain investments that do not create a potential conflict of interest, such as: (1) Securities of a mutual bank or mutual insurance company received as compensation in a demutualization and other similar non-voluntary stock acquisitions; (2) fixed rights offerings; or (3) a family member's participation as a form of employment
compensation in their employer's IPO. The Chief Compliance Officer may also exclude an individual or class of Client accounts from the application of Sections 4.2 and 4.3 so long as the Chief Compliance Officer documents the rationale for the exemption or exclusion.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
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4.3Investment Team Enhanced Trade Blackout Rule for Certain Level 1 Access Persons
Level 1 Access Persons who are members of an Investment Team (including Household Family Members) may not purchase, sell or otherwise acquire or dispose of any Pre-Clearable Security in which he or she has (or as a result of such transaction will establish) a Beneficial Interest if that Same Pre- Clearable Security traded 15 calendar days before such transaction or will trade 15 days following such transaction in a Client account managed by the Level 1 Access Person's Investment Team. Note: the De Minimis and Market Cap exceptions outlined in Section
3.6are not available for the types of transactions described above in this Section 4.3.
All Level 1 Access Persons who are members of an Investment Team must affirmatively assert as part of the pre-clearance trade approval process, that the Same Pre-Clearable Security is not under Active Consideration for Purchase or Sale for a Client account managed by the Level 1 Access Person's Investment Team.
4.4Pre-Clearance of a Significant Personal Securities Position
In addition to the pre-clearance requirements of Section 3.4, a Level 1 Access Person (including Household Family Members) must obtain advance written trade approval from the MAM Chief Investment OfficerFixed Income or the Chief Investment OfficerEquity (or their designee) for any discretionary transaction (or series of transactions) which establishes a Beneficial Interest in a Pre-Clearable Security valued at $100,000 USD or more ("Significant Positions"). Additionally, any discretionary transaction which increases or decreases an established Significant Position must be approved in the same manner.
4.5Disclosure of Personal Investment Conflicts & Limited Offering Independent Review
A Level 1 Access Person cannot recommend or participate in the investment decision-making process involving a particular Security for a Client account if the Access Person also maintains a Beneficial Interest in the same issuer's Securities unless the Access Person has disclosed the Beneficial Interest to the primary portfolio manager for the relevant Client account or relevant MAM Chief Investment Officer. Following any initial oral disclosure, the Access Person is required to make the same disclosure in writing to the primary portfolio manager and either (i) the Chief Compliance Officer or (ii) the relevant MAM Chief Investment Officer.
In addition to the disclosure requirements (above), an Access Person with a Beneficial Interest in a Limited Offering (a.k.a., a private placement) is required to ensure that any final investment decision (for a Client account) involving the same issuer as the Limited Offering is subjected to an independent review by other MAM investment personnel that do not hold a Beneficial Interest in the same issuer's Securities.
4.61% and 5% Security Ownership Disclosure & Prohibitions
Any Level 1 Access Person with a Beneficial Interest of 1% of more of an issuer or a class or series of an issuer's Securities must disclose such a fact in writing to the Chief Compliance Officer.
If a Level 1 Access Person holds a Beneficial Interest of 1% or more of an issuer or a class or series of an issuer's Securities then the same Access Person is prohibited from recommending or participating in the investment decision to purchase or sell the same issuer's securities for a Client account.
If a Level 1 Access Person serving as a portfolio manager or analyst holds a Beneficial Interest of 5% or more of an issuer or a class or series of the issuer's Securities then the MAM entity the Access Person is associated with is prohibited from purchasing the same issuer's Securities for a Client account.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
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PART 5 INITIAL AND PERIODIC REPORTING
The following requirements allow MAM to monitor and verify Access Person compliance with requirements the Code. All Access Persons must initially and periodically thereafter make disclosures and compliance certifications regarding Securities holdings, Securities accounts and Securities transactions in which the Access Person has a Beneficial Interest in (this includes disclosures, holdings and transaction information for Household Family Members).
5.1Requirement to Report Securities Accounts
All Access Persons are required to report the name of broker, dealer, bank, or other entity with which the Access Person maintains an account in which any Securities are or can be held for the Access Person's Beneficial Interest (including accounts of Household Family Members).
Access Persons are required to report all Securities accounts within 10 days of initially being designated an Access Person. After this initial report of Securities accounts, any Securities accounts opened in the future time must be reported no later than 10 calendar days following the opening of the account or prior to the first discretionary transaction in the account. To comply with the MAM Insider Trading Policy you are also required to inform any broker/dealer when you open a new Securities account that you are employed by a financial institution and also whether you are registered with a broker-dealer.6
Hong Kong-based Access Persons (and their Household Family Members) must obtain approval from the Code Administrator prior to opening any brokerage account.
6Brokers and dealers are subject to certain rules designed to prevent favoritism toward an Access Person's accounts. Access Persons may not accept negotiated commission rates that you believe may be more favorable than the broker grants to accounts with similar characteristics.
5.2Duplicate Transaction Confirmations & Statements
Each Access Person must arrange for the Code Administrator to receive duplicate copies of trade confirmations of Reportable Securities transactions and, if requested7 by the Code Administrator, periodic account statements for any Reportable Securities accounts in which the Access Person has a Beneficial Interest in if the account holds, or has the ability to hold, Reportable Securities (this requirement also applies to the Securities confirmations and statements of Household Family Members).
Compliance Tip - What Securities Accounts Do I Need to Report?
Any account (including a Household Family Member's account) that holds or can hold a Security. For instance here is a non-exclusive list of commonly reported Securities accounts:
•Brokerage Accounts
•Mutual Fund Only Accounts
•Custodial Securities Accounts
•Manulife GSOP Plan Accounts
•Certain 529 Plans (plans affiliated with or plans with investment options managed by Manulife or Manulife affiliated entity)
•IRA Accounts
•Stock Purchase Plans
•Transfer Agent Accounts
•Variable Life or Annuity Insurance Policies with underlying Affiliated Mutual Fund investment options
•Manulife Loan Program Mutual Fund Account
•John Hancock Unified 401k Plan/Manulife RPS
•Registered Retirement Savings Plan (RRSP)/RESP/TFSA
•Uncertificated Book Entry Securities
•Physical possession of certificated Securities
•Employee Stock Option Accounts
•UK Individual Savings Accounts (ISA)
•UK Self Invested Pension Plans (SIPP)
7The Code Administrator may rely on the operating groups of Manulife/John Hancock for administration of trading activity limitations and monitoring of market timing policies for Manulife Affiliated Funds. To the extent the Code Administrator has ready access to Securities transaction and holdings through a Manulife Affiliate, the Code Administrator is not required to obtain duplicate confirmations or statements for such accounts.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
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5.3USA-Based Access Person Preferred Brokerage Account Requirement
All USA-based Access Persons who became employees of MAM or a MAM Affiliate after March 1, 2008 are required to maintain all Reportable Securities accounts established after March 1, 2008 (including the Securities accounts of Household Family Members) at one of MAM's Preferred Brokers unless the Securities account has been qualified by the Code Administrator as an Exempt Securities Account. A current list of MAM's Preferred Brokers can be found on the Personal Trading & Reporting System website or by contacting the Code Administrator. Upon designation as an Access Person, a person has 45 calendar days to (i) qualify any non-compliant Securities account as an Exempt Securities Account or (ii) transfer all assets to a MAM Preferred Broker and close the non- compliant account.
5.4Initial Holdings Report & Certification
After reporting all Securities accounts (Refer to Section 5.1), new Access Persons must file an Initial Holdings Report.8 This Initial Holdings Report is due within 10 calendar days after the person became an Access Person and the submitted information must be current as of a date no more than 45 calendar days prior to the date the person became an Access Person.
An Access Person must submit with his or her Initial Holdings Report a certification that he or she: (i) has read and understands the Code; (ii) recognizes that he or she is subject to the Code; (iii) agrees to comply with the Code requirements applicable to their designated access level; and (iv) has disclosed or reported all required Reportable Securities holdings and all Securities accounts in which they have a Beneficial Interest (including Household Family Member accounts).
5.5Quarterly Transaction Report & Certification
All Access Persons must file a Quarterly Transaction Report that discloses certain information about each Reportable Security transaction in which they have (or as a result of the transaction acquired) a Beneficial Interest (including transactions for Household Family Members) during the quarter covered by the Quarterly Transaction Report.9
Each Access Person's Quarterly Transaction Report is due within 30 calendar days after the end of each calendar quarter. Each Access Person's Quarterly Transaction Report must also include a certification that the submitted Quarterly Transaction Report includes all information required to be reported. In connection with the Quarterly Transaction Report Certification, all Access Persons are also required to certify to the accuracy of the listing of Securities accounts displayed in Personal Trading & Reporting System or by alternative method as permitted by Section 5.8 of the Code.
Compliance Reminder: Automatic Pre- Population of Transaction and Holdings Data in the Personal Trading & Reporting System
As a convenience to certain Access Persons, Code Administration works with certain brokers to obtain Securities transaction and holding data to pre-populate Quarterly Transaction and Annual Holdings Reports in the Personal Trading
&Reporting System. The pre-populated data may contain omissions or inaccuracies. It is each Access Person's responsibility to contact the Code Administrator to correct any inaccurate transaction or holdings data prior to submitting a report or certification.
8The Initial Holdings Report will contain: (i) the title and type of each Reportable Security in which the Access Person has any Beneficial Interest; (ii) the exchange ticker symbol or CUSIP number and the number of shares or principal amount of each Reportable Security (each as applicable); (iii) the name of any broker, dealer, bank, or other entity with which the Access Person maintains an account in which any Securities are or can be held for the Access Person's direct or indirect Beneficial Interest; and (v) the date the report is submitted by the Access Person.
9The Quarterly Transaction Report will include the following information: (i) the date of the transaction ("trade date"); (ii) the title of the Reportable Security; (iii) the exchange ticker symbol or CUSIP number, the interest rate and maturity date, the number of shares or principal amount of each Reportable Security, the type of transaction or acquisition, the price at which the transaction was effected (each as applicable); (iv) the name of any broker, dealer, bank, or other entity with or through which the transaction was effected; and (v) the date the report is submitted by the Access Person.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
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5.6Reporting of Gifts, Donations & Inheritances
An Access Person's gift or donation of a Pre-Clearable Security is considered a "sale" event for Level 1 and 2 Access Persons (this includes gifts or donations by Household Family Members) and therefore requires pre-clearance approval prior to making the gift or donation. Additionally, any approved gift or donation event of a Reportable Security must be accurately reflected in the next Quarterly Transaction Report (Refer to Section 5.5).
The receipt of a gift or an inheritance of Reportable Securities should be promptly reported to the Code Administrator to ensure the new holding is accurately accounted for. Note: the receipt of a gift or inheritance does not require pre-clearance approval from Compliance.
5.7Annual Holdings Report & Certification
All Access Persons must file an Annual Holdings Report.10 The Annual Holdings Report is due within 45 calendar days of December 31st and must be current as of a date no more than 45 calendar days prior to the date this information is filed. Each Access Person must submit each Annual Holdings Report with a certification that he or she: (i) has read and understands the Code; (ii) recognizes that he or she is subject to the Code; (iii) has complied with (or has disclosed any failure to comply with) the Code's requirements applicable to their designated access level; and (iv) has reported all violations of the Code and all required Reportable Securities holdings and Securities accounts for which the Access Person holds a Beneficial Interest (including the applicable holdings and accounts of Household Family Members).
5.8Method of Reporting & Certifications
Access Persons are expected to use the intranet- based Personal Trading & Reporting System, to make their required Securities account disclosures, Initial and Annual Holdings Reports, Quarterly Transaction reports and related certifications.11 An Access Person that fails to make a required report or certification by the specified deadline will, at a minimum, be prohibited from engaging in discretionary personal trading until the reporting/certification requirement is satisfied and may give rise to other sanctions (this prohibition also applies to any Securities account or Securities of which the Access Person has a Beneficial Interest, including the Securities accounts and Securities of Household Family Members). The timing of the deadlines for each reporting obligations are set by various regulations adopted under the Securities Laws. Compliance may establish earlier deadlines than specified in this Part 5 to ensure compliance with the Securities Laws.
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10The Annual Holdings Report will include: (i) the title and type of each Reportable Security in which they have Beneficial Interest; (ii) the exchange ticker symbol or CUSIP number (as applicable) and the number of shares or principal amount of each Reportable Security (as applicable); (iii) the name of any broker, dealer, bank, or other entity with which the Access Person maintains an account in which any Securities are or can be held for the Access Person's direct or indirect benefit; and (iv) the date the report is submitted by the Access Person.
11Access Person's without access to the Personal Trading & Reporting System will use other methods for reporting and certification as directed by the Code Administrator or Chief Compliance Officer.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
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PART 6 CODE ADMINISTRATION
6.1No Liability for Losses
MAM and Manulife Affiliates and/or any MAM Clients will not be liable for any losses incurred or profits avoided by any Access Persons or Household Family Member resulting from the implementation or enforcement of the Code. Access Persons must understand that their ability (as well as the ability of the Household Family Members) to buy and sell Securities may be limited by the Code and that trading activity by MAM, MAM Clients, and/or other Manulife Affiliates may affect the timing of when an Access Person (as well as Household Family Members) can buy or sell a particular Security.
6.2Penalties for Code Violations
Penalties for violating the Securities Laws can be severe, both for the individuals involved and their employers. A person can be subject to penalties even if he or she does not personally benefit from the violation. Penalties may include civil injunctions, payment of profits made or losses avoided ("disgorgement"), jail sentences, fines for the person committing the violation, and fines for the employer or other controlling person.
In addition, any violation of the Code is subject to the imposition of sanctions by MAM as may be deemed appropriate under the circumstances by MAM. These sanctions could include, without limitation, bans on personal trading, disgorgement of trading profits, and personnel action, including termination of employment, where appropriate. Refer to MAM's Fine and Sanction Guidelines for further information.
6.3Exemptions & Appeals
Exemptions from Code provisions may be granted by the Chief Compliance Officer where warranted by applicable facts and circumstances, if permitted by law, and if the CCO determines and exemption would be in accord with the spirit of the General Principles of the Code and the Securities Laws. Access Persons may direct their request for an exemption to the Code Administrator or Chief Compliance Officer. The Chief Compliance Officer is also authorized to modify the personal trading provisions of this Code as it applies to a specific MAM Associate where local law would prohibit the application of a specific provision.
If Access Person believes that a Code-related request has been incorrectly denied by the Chief Compliance Officer, or that a Code-related action is not warranted, an Access Person may make a written appeal of the decision or action within 30-days of the decision or action to the Ethics Oversight Committee. Code Administration will arrange an appropriate forum or communication for the consideration of appeals.
6.4Code Amendments
The Chief Compliance Officer is permitted to approve non-material amendments to the Code and the Ethics Oversight Committee (or MAM Board, if applicable) is responsible for approving any material amendments. For certain MAM Affiliated Mutual Fund clients, the respective Board of Trustees of the Affiliated Mutual Fund must approve any material changes to the code of MAM within six (6) months of the adoption of the material change in accordance with the requirements of Rule 17j-1 under the Investment Company Act of 1940.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
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6.5Code Interpretation & Administration
The Chief Compliance Officer has general administrative responsibility for the Code and is responsible for establishing policies and procedures for the administration of the Code; monitoring and testing for Code compliance; ensuring Code training is provided to Access Persons; granting exceptions or exemptions to any provision of the Code, on an individual or a class basis; appointing one or more Code Administrators and defining the scope of his or her authority and day-today responsibilities (in addition to those specified in the Code); oversight of the Code Administrator's Code activities; considering and recommending material amendments to the Code to the Ethics Oversight Committee (or MAM Board, if applicable); and reviewing and considering any decisions made by the Code Administrator at the request of a MAM Associate or involving ordinary sanctions imposed related to Code violations.
Ethics Oversight Committee (or MAM Board, if applicable) retains the ultimate discretion as to the interpretation the Code's provisions in any given situation, rendering material sanctions for violations of the Code, and rendering final judgments on any Access Person's appeal of any decision or ordinary sanction imposed by the Chief Compliance Officer.
6.6Recordkeeping
The Chief Compliance Officer or Code Administrator maintains or causes to be maintained, the following records: (1) a copy of the Code or any predecessor MAM code of ethics which has been in effect during the most recent 5-year period; (2) a record of any violation of the Code, or any predecessor MAM code of ethics, and of any action taken as a result of such violation in the 5-year period following the end of the fiscal year in which the violation took place; (3) a list of all persons currently or within the most recent 5-year period who were required to make reports pursuant to the Code (or any predecessor Code) and the person(s) who were responsible for reviewing these reports; (4) copies of all acknowledgements of each person's receipt of the Code, Initial and Annual Holdings Reports, Quarterly Transaction Reports, and duplicate brokerage confirmations and Securities account statements (as applicable) filed during the most recent 5-year period; and (5) a record of the approval of, and rationale supporting, the acquisition of Securities by Access Persons in an Initial Public Offering or Limited Offering for at least 5 years after the end of the fiscal year in which the approval is granted. 12
Code records will be maintained for the first 2 years in an office of MAM (in paper or accessible electronically) and in an easily accessible place for the time period as required by any applicable regulations thereafter. 13
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12 In reviewing a pre-clearance request for a Limited Offering or IPO the Chief Compliance Officer may consider the following factors: (1) whether the investment opportunity should be or can be reserved for MAM clients; (2) is it being offered because of a relationship to MAM or position within MAM; and (3) any other relevant factors in the sole discretion of the Chief Compliance Officer. The Chief Compliance Officer or Code Administrator will document the rationale for any approval decision.
13 Code records for MAM Hong Kong will be maintained for at least 7 years and maintained in an easily accessible place.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
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Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
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Appendix A |
Definitions of Italicized Code of Ethics Terms (Continued) |
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Ethics Oversight Committee |
The Ethics Oversight Committee is an ad hoc or standing compliance committee composed of |
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relevant MAM Chief Compliance Officer and certain MAM senior management. |
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An Exempt ETF is an exchange-traded fund that has as its underlying tracking instrument the S&P |
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100, S&P Midcap 400, S&P 500, Hang Seng Index, Hang Seng China Enterprises Index, TSX 60, |
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Exempt ETF |
EAFE, FTSE 100, and Nikkei 225. Exempt ETFs also include options and futures contracts on the |
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S&P 100, S&P Midcap 400, S&P 500, TSX 60, EAFE, FTSE 100, and Nikkei 225. Exempt ETF |
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transactions do not require advance pre-clearance approval. Refer to APPENDIX C for further |
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information on reporting Exempt ETF transactions and holdings. |
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With written approval from Code Administrator, a US-based Access Persons (and Household |
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Family Members) subject to the Preferred Broker Requirement of Section 5.3 are permitted to |
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maintain a Securities account with an entity other than with a Preferred Broker, if the Securities |
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account can meet one of the following exemptions: (i) it contains only Securities that can't be |
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transferred; (ii) it exists solely for products or services that one of the Preferred Brokers cannot |
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provide; (iii) it exists solely because your spouse's or significant other's employer prohibits external |
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covered accounts; (iv) it is managed by a third-party registered investment adviser; (v) it is |
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Exempt Securities Accounts |
restricted to trading interests in 529 College Savings Plans; (vi) it is associated with an ESOP |
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(employee stock option plan) or an ESPP (employee stock purchase plan); (vii) it is required by a |
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direct purchase plan, a dividend reinvestment plan, or an Automatic Investment Plan with a public |
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company in which regularly scheduled investments are made or planned; (viii) it is a Mutual Fund |
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only account; (ix) it is required by a trust agreement; (x) it is associated with an estate of which the |
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Access Person is the executor, but not a beneficiary, and involvement with the account is |
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temporary; (xi) transferring the account would be inconsistent with other applicable rules; or (xii) |
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other exception approved by the Code Administrator. |
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High Quality Short Term |
Any instrument that has a maturity at issuance of less than 366 days and that is rated in one of the |
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two highest rating categories by a nationally recognized rating organization(e.g., S&P, Moody's, |
||
Debt Instrument |
||
Fitch, A.M. Best). |
||
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||
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|
An Access Person's spouse, "significant other," minor children, or other family member who also |
|
|
shares the same household with the Access Person. An Access Person's "significant other" is |
|
|
defined as a person who (i) shares the same household with the Access Person; (ii) shares living |
|
|
expenses with the Access Person; and (iii) is in a committed personal relationship with the Access |
|
Household Family Member |
Person and there is an intention to remain in the relationship indefinitely. |
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||
|
The CCO or Code Administrator, after reviewing all the pertinent facts and circumstances, may |
|
|
determine, if not prohibited by applicable law, that an indirect Beneficial Interest over Securities |
|
|
held by members of the Access Person's Household Family Members does not exist or is too |
|
|
remote for purposes of the Code's requirements. |
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An offering of Securities registered under the U.S. Securities Act of 1933 (or comparable non-U.S. |
|
Initial Public Offering |
registration statute or regime), the issuer of which, immediately before the registration, was not |
|
subject to the reporting requirements of Sections 13 or 15(d) of the U.S. Securities Exchange Act |
||
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||
|
of 1934 (or comparable non-U.S. compulsory reporting requirements). |
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Investment Club |
A group of people who pool their assets in order to make joint decisions (typically a vote) on which |
|
Securities to buy, hold or sell. |
||
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||
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Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
19 |
14In reliance on the Prudential SEC no-action letter, certain MAM SEC-registered investment advisers may include in the definition of "MAM Associate" any person of a MAM Affiliate who is involved, directly, or indirectly, in MAM's investment advisory activities.
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
20 |
Appendix A |
Definitions of Italicized Code of Ethics Terms (Continued) |
|
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|
Purchases or other acquisitions or dispositions of Securities resulting from the discretionary |
|
Pro Rata Discretionary |
exercise of rights acquired from an issuer as part of a pro rata distribution to all holders of a class of |
|
Transactions |
Securities of the issuer. (e.g., discretionary participation in takeovers, rights & tender/exchange |
|
|
offerings) |
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|
Reportable Security |
All Securities except those Securities listed as exempt from the Initial and Annual Holdings Report |
|
and Quarterly Transaction Report requirements on APPENDIX C of the Code. |
||
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||
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For an equity Security, the Same Pre-Clearable Security would include all other equity securities of |
|
Same Pre-Clearable Security |
the same issuer or, other instrument whose value is derived from the value of the issuer's equity |
|
Securities. For a debt Security, the Same Pre-Clearable Security would include all other debt |
||
|
||
|
instruments of the same issuer as well as any instrument whose value is derived from the credit, |
|
|
value or reference to the issuer's debt. |
|
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A "security" as defined by Section 1(1) of the Ontario Securities Act, the Hong Kong Securities and |
|
|
Futures Ordinance, Section 3(a)(10) or the Investment Advisers Act of 1940. Examples include but |
|
|
are not limited to: any note, stock, treasury stock, security future, bond, debenture, evidence of |
|
|
indebtedness, mutual funds, closed-end funds, unit investment trusts, REITS, ETFs, commodity |
|
|
funds, broker cds, certificate of interest or participation in any profit-sharing agreement, collateral- |
|
|
trust certificate, pre-organization certificate or subscription, transferable share, investment contract, |
|
|
security-based swap, voting-trust certificate, certificate of deposit for a security, fractional undivided |
|
|
interest in oil, gas, or other mineral rights, any put, call, straddle, option, or privilege on any |
|
Security (Securities) |
"security" (including a certificate of deposit) or on any group or index of securities (including any |
|
interest therein or based on the value thereof), or any put, call, straddle, option, or privileged |
||
|
||
|
entered into on a national securities exchange related to foreign currency, or, in general, any |
|
|
interest or instrument commonly known as a "security", or any certificate of interest or participation |
|
|
in, temporary or interim certificate for, receipt for, guarantee of, or warrant or right to subscribe to or |
|
|
purchase any of the foregoing. References to a Security also includes any warrant for, option in, or |
|
|
"security" or other instrument immediately convertible into or whose value is derived from that |
|
|
"security" and any instrument or right which is equivalent to that "security." The definition of Security |
|
|
applies regardless of the registration status or domicile of registration of the Security (i.e., the term |
|
|
Security includes both private placements/limited partnership interests and publicly-traded securities |
|
|
as well as domestic and foreign Securities). For purposes of this Code, the definition of Securities |
|
|
also includes other instruments and interests labeled as reportable on APPENDIX C of this Code. |
|
|
|
|
|
The Securities Laws include various domestic and foreign securities-related laws, statutes and |
|
|
rules/regulations that govern MAM's investment management activities and includes: Ontario |
|
Securities Laws |
Securities Act, UK Financial Services Authority regulations, the Securities and Futures Ordinance of |
|
Hong Kong, Securities and Futures Act (Singapore), the Securities Act of 1933 (US), the Securities |
||
|
Exchange Act of 1934 (US), the Sarbanes-Oxley Act of 2002 (US), the Investment Company Act of |
|
|
1940 (US), the Investment Advisers Act of 1940 (US), Title V of the Gramm-Leach-Bliley Act (US), |
|
|
and the Bank Secrecy Act (US) (as it applies to funds and investment advisers). |
|
|
|
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
21 |
Appendix B |
Code of Ethics Initial Adoption and Amendment Dates |
|||||
|
|
|
|
|
|
|
Manulife Asset Management (US) LLC |
Initially Adopted January |
12, |
2012, |
Amended |
Effective |
Date |
September 1, 2013 |
|
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|
|
|
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|
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|
|
|
Manulife Asset Management (North America) Limited |
Initially Adopted February |
22, |
2012, |
Amended |
Effective |
Date |
November 1, 2013 |
|
|
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|
|
|
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|
|
|
Manulife Asset Management Limited |
Initially Adopted February |
22, |
2012, |
Amended |
Effective |
Date |
November 1, 2013 |
|
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|
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|
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|
|
|
||
Manulife Asset Management (Europe) Limited |
Initially Adopted September 1, 2013 |
|
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|
||
|
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|
||
Manulife General Account (Hong Kong) Ltd) |
Initially Adopted February 1, 2017 |
|
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|
||
(MANGA) |
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Manulife Investment (Shanghai) Limited Company |
Initially Adopted March 3, 2017 |
|
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|
||
Manulife Overseas Investment Fund Management |
Initially Adopted February 1, 2018 |
|
|
|
||
(Shanghai) Limited Company. P.S. |
|
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|
|
|
|
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
22 |
|
Reportable |
|
|
|
APPENDIX C |
Security: |
Reportable |
|
|
Initial and |
Security: |
|
||
Securities Reporting & Pre-Clearance |
|
|||
Annual |
Quarterly |
Pre-Clearable Security? |
||
|
||||
Manulife Asset Management Code of Ethics |
Holdings |
Transaction |
|
|
Reports |
Reports |
|
||
|
|
|||
|
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|
|
|
Unless otherwise indicated on this chart, (i) all |
Does the Access |
Does the Access |
Does the Access Person need |
|
Securities positions must be reported initially and |
Person need to |
Person need to |
to obtain pre-clearance |
|
annually thereafter, (ii) all Securities transactions must |
report the |
report |
approval prior to transacting in |
|
receive advance pre-clearance approval, and (iii) all |
following types of |
transactions in |
the following types of |
|
Securities transactions must be reported quarterly. |
Securities |
the following |
Securities? |
|
|
holdings? |
types of |
|
|
(italicized terms are defined in the Code) |
|
Securities? |
Note: Level 3 Access Persons |
|
|
|
|
are only required to obtain pre- |
|
|
|
|
clearance approval for |
|
|
|
|
transactions involving IPOs, |
|
|
|
|
Limited Offerings, and Closed- |
|
|
|
|
End Investment Companies |
|
|
|
|
advised by a Manulife Affiliate |
|
|
|
|
|
|
Government Securities |
|
|
|
|
Direct Obligations of the Government of the US or UK |
No |
No |
No |
|
|
|
|
|
|
State, Province or Municipal Bonds |
Yes |
Yes |
Yes |
|
|
|
|
|
|
Direct Obligations of the Governments of Canada, |
Yes |
Yes |
No |
|
Japan, Germany, France or Italy |
|
|
|
|
|
|
|
|
|
Money Market Instruments/Commodities/Currency |
|
|
|
|
Bankers Acceptances |
No |
No |
No |
|
|
|
|
|
|
Bank Certificates of Deposit |
No |
No |
No |
|
|
|
|
|
|
Brokerage Certificates of Deposit |
Yes |
Yes |
No |
|
|
|
|
|
|
Commercial Paper |
No |
No |
No |
|
|
|
|
|
|
High Quality Short-Term Debt Instruments |
No |
No |
No |
|
|
|
|
|
|
Repurchase Agreements |
No |
No |
No |
|
|
|
|
|
|
Money Market Funds (including Money Market |
No |
No |
No |
|
Affiliated Mutual Funds) |
|
|
|
|
|
|
|
|
|
Physical Commodities and Options and Futures on |
No |
No |
No |
|
Commodities (not commodity ETFs or closed-end |
|
|
|
|
funds) |
|
|
|
|
|
|
|
|
|
Foreign and Domestic Currency Holdings/ |
No |
No |
No |
|
Transactions (including currency options and futures) |
|
|
|
|
|
|
|
|
|
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
23 |
|||
|
|
|
APPENDIX C |
Reportable |
Reportable |
|
|
Securities Reporting & Pre-Clearance |
Security: |
|
||
Security: Quarterly |
|
|||
(Continued) |
Initial and |
Pre-Clearable Security? |
||
Transaction |
||||
|
Annual |
|
||
|
Reports |
|
||
Manulife Asset Management Code of Ethics |
Holdings |
|
||
|
|
|||
|
Reports |
|
|
|
Unless otherwise indicated on this chart, (i) all |
Does the |
Does the Access |
Does the Access Person need to |
|
Securities positions must be reported initially and |
Access Person |
Person need to report |
obtain pre-clearance approval |
|
annually thereafter, (ii) all Securities transactions must |
need to report |
transactions in the |
prior to transacting in the following |
|
the following |
following types of |
types of Securities? |
||
receive advance pre-clearance approval, and (iii) all |
||||
types of |
Securities? |
|
||
Securities transactions must be reported quarterly. |
|
|||
Securities |
|
|
||
|
|
|
||
(italicized terms are defined in the Code) |
holdings? |
|
Note: Level 3 Access Persons are |
|
|
|
only required to obtain pre- |
||
|
|
|
||
|
|
|
clearance approval for |
|
|
|
|
transactions involving IPOs, |
|
|
|
|
Limited Offerings, and Closed-End |
|
|
|
|
Investment Companies advised by |
|
|
|
|
a Manulife Affiliate |
|
|
|
|
|
|
Issuer Event Transactions / Automatic Investment Plans |
|
|
||
Dividend Reinvestment Plan Automatic Transactions |
Yes |
No |
No |
|
|
|
|
|
|
Issuer Direct Stock Plan Automatic Transactions |
Yes |
No |
No |
|
|
|
|
|
|
Issuer Direct Stock Plan Non-Automatic Transactions |
Yes |
Yes |
Yes. A pre-cleared transaction |
|
(discretionary transactions) |
instruction is valid until executed |
|||
|
|
|||
|
|
|
by the Plan. |
|
Investment Company Securities |
|
|
|
|
Closed-End Investment Companies |
Yes |
Yes |
Yes |
|
|
|
|
||
Exchange Traded Funds (ETFs) and Exchange Traded |
Yes |
Yes |
Yes, however, Exempt ETFs do |
|
Notes |
not need to be pre-cleared (Refer |
|||
|
|
|||
|
|
|
to definition in Code) |
|
Money Market Funds (including Money Market |
No |
No |
No |
|
Affiliated Mutual Funds) |
|
|
|
|
Mutual Funds* (non-affiliated) |
No |
No |
No |
|
|
|
|
||
* Affiliated Mutual Funds |
Yes |
Yes |
No |
|
* Affiliated Mutual Funds interests held by or |
|
Yes, however do not |
|
|
through the Manulife Registered Pension Plan |
|
report automatic |
|
|
(RPS), Manulife Registered Retirement Savings |
|
transactions/rebalanc |
|
|
|
es (in accordance |
|
||
Plan (RRSP), John Hancock Unified 401k Plan, |
Yes |
No |
||
with a predetermined |
||||
other employer-sponsored retirement plan, |
|
|
||
|
schedule/ allocation) |
|
||
529/RESP plan, or any other account. |
|
|
||
|
on the Quarterly |
|
||
|
|
|
||
|
|
Transaction Report |
|
|
* Affiliated Mutual Funds held through a variable |
Yes (report |
Yes, however do not |
|
|
(annuity or life) insurance product separate |
Affiliated |
report automatic |
|
|
account/unit investment trust |
Mutual Fund |
transactions/rebalanc |
|
|
|
unit values) |
es (in accordance |
No |
|
|
|
with a predetermined |
||
|
|
|
||
|
|
schedule/ allocation) |
|
|
|
|
on the Quarterly |
|
|
|
|
Transaction Report |
|
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
25 |
|
APPENDIX C |
Reportable |
Reportable |
|
|
Securities Reporting & Pre-Clearance |
Security: |
Security: |
|
|
(Continued) |
Initial and |
Quarterly |
Pre-Clearable Security? |
|
|
Annual |
Transaction |
|
|
Manulife Asset Management Code of Ethics |
Holdings |
Reports |
|
|
|
Reports |
|
|
|
Unless otherwise indicated on this chart, (i) all |
Does the |
Does the |
Does the Access Person need to |
|
Securities positions must be reported initially and |
||||
Access Person |
Access Person |
obtain pre-clearance approval prior to |
||
annually thereafter, (ii) all Securities transactions must |
||||
need to report |
need to report |
transacting in the following types of |
||
receive advance pre-clearance approval, and (iii) all |
||||
the following |
transactions in |
Securities? |
||
Securities transactions must be reported quarterly. |
||||
types of |
the following |
|
||
|
|
|||
(italicized terms are defined in the Code) |
Securities |
types of |
Note: Level 3 Access Persons are |
|
holdings? |
Securities? |
only required to obtain pre-clearance |
||
|
||||
|
|
|
approval for transactions involving |
|
|
|
|
IPOs, Limited Offerings, and Closed- |
|
|
|
|
End Investment Companies advised |
|
|
|
|
by a Manulife Affiliate |
|
Employee Compensation Instruments |
|
|
|
|
MFC Shares in the MFC Global Share Ownership |
Yes |
PurchasesNo |
No |
|
Plan (GSOP) |
SalesYes |
|||
|
|
|||
|
|
|
|
|
MFC Restricted Share Units (RSU), Deferred Share |
No |
No |
No |
|
Units (DSU), or Performance Share Units (PSU) |
||||
|
|
|
||
|
|
|
|
|
Options Acquired from MFC or Other Public |
|
|
Grants - No. You do not need to |
|
Company Employer as Part of Employee |
|
|
pre-clear a MFC option grant but do |
|
Compensation (MFC Solium Account options) |
|
|
need to report the grant in your |
|
|
Yes |
Yes |
quarterly transaction report. |
|
|
|
|||
|
|
|
Exercising Options - Yes. You do |
|
|
|
|
need to pre-clear a sale or exercise |
|
|
|
|
of these employment-related options. |
|
|
|
|
|
|
Employer Phantom Stock/Phantom Option Interest |
|
|
|
|
(granted as compensation to employee, only |
No |
No |
No |
|
employer can redeem interest and interest is |
||||
|
|
|
||
non-transferrable) |
|
|
|
|
|
|
|
|
|
Gifts / Blind Trusts / Managed Accounts |
|
|
|
|
Gifts, Inheritances, or Donations of Reportable |
|
|
Securities Gifts & Inheritances |
|
Securities (received or given) |
Yes |
Yes |
Received - No |
|
|
|
|||
|
|
|
Securities Given or Donated - Yes |
|
|
|
|
|
|
No Direct or Indirect Control Over Account |
|
|
No* |
|
(Securities held in, purchased/sold for an |
|
|
*However, you must report initial and |
|
account where a person does not have direct or |
|
|
annual holdings in (as well as pre- |
|
indirect influence or investment/ proxy voting |
No* |
No* |
clear and report quarterly |
|
control, e.g., Blind Trusts, Certain Managed |
transactions for) a Managed Account |
|||
Accounts) |
|
|
unless the Access Person has |
|
|
|
|
obtained a specific written pre- |
|
|
|
|
clearance or reporting exemption |
|
|
|
|
from the Code Administrator. |
Complete definitions for italicized terms may be found in APPENDIX A of the Code. |
26 |
|
QMA Compliance Manual
II. Employee Conduct B. Investment Adviser Code of Ethics
Location: II. Employee Conduct
(from: Feb 1 2019)
Policy Statement:
All employees are expected to comply with the law and to meet high ethical standards when acting on behalf of QMA and in their personal conduct. The Code of Conduct prescribed for all employees is outlined in Prudential's Ethics Policy, "Making the Right Choices." In some instances, this policy may apply to the actions of household members. Failure to adhere to the standards of this policy, both in letter and spirit, may lead to serious disciplinary action, up to and including termination.
QMA, along with other Prudential investment advisers, adopted an Investment Adviser Code of Ethics in January, 2005, most recently amended January, 2009, which is applicable to all associates acting in an investment advisory capacity on behalf of any investment advisers within the enterprise. (See attached Code below)
Rule 204A-1 of the Advisers Act requires each federally registered investment adviser to adopt a written code of ethics designed to prevent fraud by reinforcing the principles that govern the conduct of investment advisory firms and their personnel. The Code of Conduct must also set forth specific requirements relating to personal securities trading activity including reporting transactions and holdings.
Responsibility:
All QMA associates are encouraged to read the Company's Ethics Policy, "Making the Right Choices"
Associates must communicate all situations that compromise the ethical standards of the company as well as any concerns in ethical behavior to any one (or more) of the following for resolution:
1.Management in your organization
2.Human resources contact
3.Compliance and/or legal contact
01/23/20 |
1 |
QMA Compliance Manual
4.Business ethics contact
5.Global Business Ethics and Integrity hotline (800-752-7024)
If you have knowledge of or concern about an ethical, legal, or regulatory violation, you can raise your concerns without fear. Prudential will not engage in, nor tolerate retaliatory, threatening or harassing acts against any associate for reporting suspected unethical or illegal behaviors or practices.
Monitoring:
Annual IA Questionnaire: To ensure compliance with the guidelines outlined in the company's ethics statement, QMA Compliance and the Ethics Office administer an annual Investment Advisor/Conflicts of Interest Questionnaire. The first part of this questionnaire is geared at preparing the QMA businesses' annual investment advisory registration (Form ADV) filings with the SEC. These filings require that certain questions be answered on behalf of each investment advisor entity, its officers and associated employees. The second part of this questionnaire includes questions aimed at understanding both actual and apparent conflicts of interest, and fulfills associates' disclosure requirements as outlined in Prudential's Code of Ethics, "Making the Right Choices". All QMA employees are required to complete the Investment Advisor Questionnaire during the annual distribution; however associates have a responsibility to adhere to Prudential's values and guidelines and disclose any potential conflicts as they arise.
Annual Certification: Annually, all associates receive an electronic request to assert to their understanding of the Investment Adviser Code of Ethics, among other policies. The Corporate Compliance unit coordinates the annual process and maintains the required records.
New Hire Investment Advisor Questionnaire: Based on the annual investment advisor questionnaire, this form intends to identify actual or potential conflicts between PGIM employees' personal lives and their employment with PGIM or related area. Unlike the annual questionnaire, this version is administered as new hires and transfers into PGIM attend PGIM Compliance Orientation (New Hire training).
Training: This policy and its requirements are covered in New Hire compliance training (QMA Compliance Orientation). QMA Compliance maintains logs of all attendees of new hire and annual training. QMA Compliance will follow up with new hires to ensure the timely receipt (typically within 10 business days following the training session) of the new hire acknowledgement forms. Corporate Compliance maintains the new hire (hard copy) and annual (electronic) certifications signed by associates.
Related Documents
01/23/20 |
2 |
QMA Compliance Manual
Prudential's Policies & Principles Manual
IA Code of Ethics 1-10-18
Location: II. Employee Conduct >> II. Employee Conduct B. Investment Adviser Code of Ethics
(from: Sep 4 2018)
Quantitative Management Associates
INVESTMENT ADVISER CODE OF ETHICS
INTRODUCTION
Rule 204A-1 under the Advisers Act requires each federally registered investment adviser to adopt a written code of ethics (the "Code") designed to prevent fraud by reinforcing the principles that govern the conduct of investment advisory firms and their personnel. In addition, the Code must set forth specific requirements relating to personal securities trading activity including reporting transactions and holdings.
Generally, the Code applies to directors, officers and employees acting in an investment advisory capacity who are known as Supervised Persons and, in some cases, also as Access Persons of the adviser. Supervised Persons covered by more than one code of ethics meeting the requirements of Rule 204A-1 will be subject to the code of the primary entity with which the Supervised Person is associated.
Employees identified as Supervised and Access Persons must comply with the Code. Compliance is responsible for notifying each individual who is subject to the Code. Supervised Persons must be provided and must acknowledge receipt of this Code and any amendments to the Code. They must also comply with the federal securities laws.
GENERAL ETHICAL STANDARDS
Prudential holds its employees to the highest ethical standards. Maintaining high standards requires a total commitment to sound ethical principles and Prudential's values. It also requires nurturing a business culture that supports decisions and actions based on what is right, not simply what is expedient.
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QMA Compliance Manual
It is the responsibility of management to make the Company's ethical standards clear. At every level, employees must set the right example in their daily conduct. Prudential expects employees to be honest and forthright and to use good judgment. We expect them to deal fairly with customers, suppliers, competitors, and one another. We expect them to avoid taking unfair advantage of others through manipulation, concealment, abuse of confidential information or misrepresentation. Moreover, employees must understand the expectations of the Company and apply these guidelines to analogous situations or seek guidance if they have questions about conduct in given circumstances.
It is each employee's responsibility to ensure that we:
∙Nurture a company culture that is highly moral and make decisions based on what is right.
∙Build lasting customer relationships by offering only those products and services that are appropriate to customers' needs and provide fair value.
∙Maintain an environment where employees conduct themselves with courage, integrity, honesty and fair dealing at all times.
∙Ensure no individual's personal success or business group's bottom line is more important than preserving the name and goodwill of Prudential.
∙Regularly monitor and work to improve our ethical work environment.
Because Ethics is not a science, there may be gray areas. We encourage individuals to ask for help in making the right decisions. Business Management, Business Ethics Officers, and our Human Resources, Law and Compliance and Enterprise Ethics professionals are all available for guidance at any time.
INVESTMENT ADVISER FIDUCIARY STANDARDS
Investment advisers frequently are fiduciaries for clients. Fiduciary status may exist under contract; common law; state law; or federal laws, such as the Investment Advisers Act of 1940, the Investment Company Act of 1940 and ERISA.
Whenever a Prudential adviser acts in a fiduciary capacity, it will endeavor to consistently put the client's interest ahead of the firm's. It will disclose actual and potential meaningful conflicts of interest. It will manage actual conflicts in accordance with applicable legal standards. If applicable legal standards do not permit management of a conflict, the adviser will avoid the conflict. Adviser personnel will not engage in fraudulent, deceptive or manipulative conduct. Advisers will act with appropriate care, skill and diligence.
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QMA Compliance Manual
Advisory personnel are required to know when an adviser is acting as a fiduciary with respect to the work they are doing. In such cases, advisory personnel are expected to comply with all fiduciary standards applicable to the firm in performing their duties. In addition, they must also put the client's interest ahead of their own personal interest. An employee's fiduciary duty is a personal obligation. While advisory personnel may rely upon subordinates to perform many tasks that are part of their responsibilities, they are personally responsible for fiduciary obligations even if carried out through subordinates.
Employees should be aware that failure to adhere to the standards under this Code might lead to disciplinary action up to and including termination of employment.
REPORTING VIOLATIONS OF THE CODE
It is the responsibility of each Supervised Person and Access Person to promptly report any violations of this Code to his/her Chief Compliance Officer. The investment adviser will provide disclosure of issues to clients upon request.
INCORPORATED POLICIES
In addition to this document, the following policies are also considered part of this Code:
∙U.S. Information Barrier Standards
♦It is each Supervised and Access Person's responsibility to know whether their investment management unit is subject to the information barrier restrictions under the U.S. Information Barrier Standards.Compliance will provide training to inform employees of their obligations.
∙Personal Securities Trading Standards
♦All investment advisory personnel are subject to the Personal Securities Trading Standards and must comply with all requirements therein unless otherwise notified by Compliance.
ADDITIONAL RESOURCES
Although not part of this Code, the Prudential Code of Conduct, titled Making the Right Choices, applies to all Prudential employees, including those affiliated with an investment adviser. In addition to the Code, employees in the investment advisory business are also subject to all applicable compliance manuals, policies and procedures. If you have any questions as to your requirements under the Code or as to which registered investment adviser(s) you are affiliated with, you should contact your business unit compliance officer.
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