FIDUCIARY/CLAYMORE MLP OPPORTUNITY FUND (NYSE: FMO)
☐ | Preliminary Proxy Statement | |
☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | |
☒ | Definitive Proxy Statement | |
☐ | Definitive Additional Materials | |
☐ | Soliciting Material Pursuant to §240.14a-12 |
☒ | No fee required. |
☐ | Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. |
(1) | Title of each class of securities to which transaction applies: |
(2) | Aggregate number of securities to which transaction applies: |
(3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): |
(4) | Proposed maximum aggregate value of transaction: |
(5) | Total fee paid: |
☐ | Fee paid previously with preliminary materials. |
☐ | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
(1) | Amount Previously Paid: |
(2) | Form, Schedule or Registration Statement No.: |
(3) | Filing Party: |
(4) | Date Filed: |
(a) With respect to each of FMO, GBAB, GGM, and GPM:
(i) To elect, as Class II Trustees, the Trustee nominees named in the accompanying proxy statement (Dr. Jerry B. Farley, Mr. Roman Friedrich III, Mr. Ronald A. Nyberg,) to serve until each Fund’s 2021 annual meeting of shareholders or until their respective successors shall have been elected and qualified.
(b) With respect to GOF only:
(i) To elect, as Class I Trustees, the Trustee nominees named in the accompanying proxy statement (Mr. Randall C. Barnes, Mr. Donald A. Chubb, Jr., Mr. Roman Friedrich III and Ms. Amy J. Lee) to serve until
(a) | With respect to each of GBAB, GGM, and GPM: |
(i) | To elect, as Class II Trustees, the Trustee nominees named in the accompanying proxy statement (Mr. Thomas F. Lydon, Jr. and Mr. Ronald A. Nyberg) to serve until each Fund’s 2024 annual meeting of shareholders or until their respective successors shall have been elected and qualified. |
(b) | With respect to GOF only: |
(i) | To elect, as Class II Trustees, the Trustee nominees named in the accompanying proxy statement (Mr. Thomas F. Lydon, Jr., Mr. Ronald A. Nyberg, Ms. Sandra G. Sponem, and Mr. Ronald E. Toupin, Jr.) to serve until the Fund’s 2023 annual meeting of |
the Fund’s 2020 annual meeting of shareholders or until their respective successors shall have been elected and qualified.
shareholders or until their respective successors shall have been elected and qualified. |
2. | To transact such other business as may properly come before the Annual Meeting or any adjournments, postponements, or delays thereof. |
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD IN THE POSTAGE-PAID ENVELOPE PROVIDED OR VOTE VIA TELEPHONE OR THE INTERNET PURSUANT TO THE INSTRUCTIONS ON THE ENCLOSED PROXY CARD. IN ORDER TO SAVE THE FUNDS ANY ADDITIONAL EXPENSE OF FURTHER SOLICITATION, PLEASE MAIL YOUR PROXY CARD OR VOTE VIA TELEPHONE OR THE INTERNET PROMPTLY.
IF YOU WISH TO ATTEND THE ANNUAL MEETING AND VOTE IN PERSON, YOU WILL BE ABLE TO DO SO. IFHELD IN A VIRTUAL MEETING FORMAT ONLY. FOR ADDITIONAL INFORMATION ON HOW YOU INTEND TOCAN ATTEND AND PARTICIPATE IN THE ANNUAL MEETING, PLEASE SEE INSTRUCTIONS IN PERSON AND YOU ARE A RECORD HOLDER OF A FUND’S SHARES, IN ORDER TO GAIN ADMISSION YOU MUST SHOW PHOTOGRAPHIC IDENTIFICATION, SUCH AS YOUR DRIVER’S LICENSE. IF YOU INTEND TO ATTEND THE ANNUAL MEETING IN PERSON AND YOU HOLD YOUR SHARES THROUGH A BANK, BROKER OR OTHER CUSTODIAN, IN ORDER TO GAIN ADMISSION YOU MUST SHOW PHOTOGRAPHIC IDENTIFICATION, SUCH AS YOUR DRIVER’S LICENSE, AND SATISFACTORY PROOF OF OWNERSHIP OF SHARES OF A FUND, SUCH AS YOUR VOTING INSTRUCTION FORM (OR A COPY THEREOF) OR BROKER’S STATEMENT INDICATING OWNERSHIP AS OF A RECENT DATE. IF YOU HOLD YOUR SHARES IN A BROKERAGE ACCOUNT OR THROUGH A BANK OR OTHER NOMINEE, YOU WILL NOT BE ABLE TO VOTE IN PERSON AT THE ANNUAL MEETING UNLESS YOU HAVE PREVIOUSLY REQUESTED AND OBTAINED A “LEGAL PROXY” FROM YOUR BROKER, BANK OR OTHER NOMINEE AND PRESENT IT AT THE ANNUAL MEETING.
This page intentionally left blank.
FIDUCIARY/CLAYMORE MLP OPPORTUNITY FUND (NYSE: FMO)
GUGGENHEIM TAXABLE MUNICIPAL MANAGED DURATIONBOND & INVESTMENT GRADE DEBT TRUST (NYSE: GBAB)
GUGGENHEIM CREDIT ALLOCATION FUND (NYSE: GGM)
GUGGENHEIM ENHANCED EQUITY INCOME FUND (NYSE: GPM)
GUGGENHEIM STRATEGIC OPPORTUNITIES FUND (NYSE: GOF)
8, 2021
1
The Notice of Annual Meeting, this Proxy Statement and the enclosed proxy card(s) are first being sent to the Funds’ shareholders on or about March 26, 2018.
• Why is a shareholder meeting being held?
•
(a) With respect to each of FMO, GBAB, GGM, and GPM:
(a) | With respect to each of GBAB, GGM, and GPM: |
(b) With respect to GOF only:
(b) | With respect to GOF only: |
•
•
•
2
and investment sub-adviserssub-adviser of the Funds. The Board has approved the nominees named in this Proxy Statement and believes their election is in yourthe best interests as shareholders.
of the shareholders of each Fund.
If you wish to attend
345-7999.
3
vote, your Shares will be voted in accordance with the Board’s recommendation. recommendation (i.e., “FOR” each of the nominees). If any other business is brought before the Annual Meeting, your Shares will be voted atin the proxies’ best judgment or discretion.
4
funds Funds are expected to consider and vote on similar matters. In the event that any shareholder present at the Annual Meeting objects to the holding of a joint meeting and moves for the adjournment of his or heran applicable Fund’s meeting to a time immediately after the Annual Meeting so that each Fund’s meeting may be held separately, the persons named as proxies will vote in favor of such adjournment. Shareholders of each Fund will vote separately on the respective proposal relating to theirthe applicable Fund. In any event, an unfavorable vote on any Proposal by the shareholders of one
•
Fund | Number of Shares Outstanding |
GPM | |
GOF | |
5
(a) With respect to each of FMO, GBAB, GGM, and GPM:
(a) | With respect to each of GBAB, GGM, and GPM: |
(b) With respect to GOF only:
(b) | With respect to GOF only: |
Class I | Class II Trustees** | Class III Trustees*** |
Randall C. Barnes | Jerry B. Farley | |
Angela Brock-Kyle | Roman Friedrich III | Sandra G. Sponem |
Donald A. Chubb, Jr. | ||
Ronald E. Toupin, Jr. | ||
Ronald A. Nyberg |
Class I Trustees are expected to next stand for election in 2023. Mr. | |
** | Class II Trustees are standing for election at the Annual Meeting, and are expected to next stand for election in |
6
GOF:
The Trustees of GOF are classified into two classes of Trustees, as follows:
Class I Trustees* | Class II Trustees** |
Jerry B. Farley | |
Angela Brock-Kyle | Thomas F. Lydon Jr. |
Donald A. Chubb, Jr. | Ronald A. Nyberg |
Roman Friedrich III | Sandra G. Sponem |
Amy J. Lee | Ronald E. Toupin, Jr. |
* | Class I Trustees are expected to next stand for election in 2022. Messrs. Chubb and Friedrich will retire from each Board of Trustees effective as of the Annual Meeting in accordance with the Independent Trustees Retirement Policy of the Funds. |
** | Class II Trustees are standing for election at the Annual Meeting, and are expected to next stand for election in |
The Fund Complex consists of U.S. registered investment companies advised or serviced by Guggenheim Funds or its affiliates. The Fund Complex is composed of 11seven closed-end funds (including the Funds), 67 exchange-traded funds and 152150 open-end funds advised or serviced by the Adviser or its affiliates.
7
Name, Address(1) and Age | Position(s) Held with Funds | ||||
Term of | |||||
Office | |||||
and | |||||
Length | |||||
of Time Served | Principal Occupation | ||||
During The Past Five Years | Number of Portfolios in Fund Complex Overseen by Trustee | Other Directorships held by Trustee During the Past Five Years |
INDEPENDENT TRUSTEES: | ||||||
Randall C. Barnes Year of birth: 1951 | Trustee | † | Current: Private Investor (2001-present). | |||
Former: Senior Vice President & | ||||||
Treasurer, PepsiCo, Inc. (1993-1997), | ||||||
President, Pizza Hut International | ||||||
(1991-1993) and Senior Vice President, | ||||||
Strategic Planning and New Business | ||||||
Development, PepsiCo, Inc. (1987-1990). | 157 | Current: Purpose Investments Funds (2013-present). Former: Managed Duration Investment Grade Municipal Fund (2003-2016). | ||||
Angela Brock-Kyle Year of Birth: 1959 | Trustee | † | Current: Founder and Chief Executive Officer, B.O.A.R.D.S. (2013-present). Former: Senior Leader, TIAA (1987-2012). | 156 | Current: Bowhead Insurance GP, LLC (2020-present); and Hunt Companies, Inc (2019-present). Former: Infinity Property & Casualty Corp. (2014-2018). | |
Donald A. | ||||||
Chubb, Jr. | ||||||
* Year of Birth: 1946 | Trustee | † | Current: Retired Former: Business broker and manager of | |||
commercial real estate, Griffith & Blair, Inc. (1997-2017). | 156 | Former: Midland Care, Inc. (2011-2016). | ||||
Jerry B. Year of Birth: 1946 | Trustee | † | Current: President, Washburn University (1997-present). | Current: CoreFirst Bank & Trust (2000-present). Former: Westar Energy, Inc. (2004-2018). | ||
Roman Friedrich III* Year of Birth: 1946 | ||||||
Trustee | † | Current: Founder and | ||||
Roman Friedrich & Company (1998-present). | 156 | Former: Zincore Metals, Inc. (2009-2019). | ||||
Thomas F Lydon, Jr. Year of birth: | ||||||
Trustee | † | Current: | Current: | |||
Former: | ||||||
8
Name, Address(1) and Age | Position(s) Held with Funds | ||||
Term of | |||||
Office | |||||
and | |||||
Length | |||||
of Time Served | Principal Occupation | ||||
During The Past Five Years | Number of Portfolios in Fund Complex Overseen by Trustee | Other Directorships held by Trustee During the Past Five Years |
INDEPENDENT TRUSTEES: (continued) | |||||
Ronald A. Nyberg Year of birth: 1953 | Trustee | † | Current: Of Counsel, Momkus LLP (2016-present). Former: Partner, Nyberg & Cassioppi, LLC (2000-2016); Executive Vice President, General Counsel and Corporate Secretary of Van Kampen Investments (1982-1999). | 157 | Current: PPM Funds (3) (2018- present); Edward Elmhurst Healthcare System (2012- present). Former: Western Asset Inflation-Linked Opportunities & Income Fund (2004-2020); Western Asset Inflation-Linked Income Fund (2003-2020); Managed Duration Investment Grade Municipal Fund (2003-2016). |
Sandra G. Sponem Year of Birth: | Trustee | † | Current: Retired Former: Senior Vice President and Chief | 156 | Current: SPDR Series Trust (81) (2018-present); SPDR Index Shares Funds (30) (2018-present); SSGA Active Trust (14) (2018-present). Former: SSGA Master Trust (1) (2018-2020); |
Ronald | |||||
E Toupin, Jr. | |||||
Year of birth: 1958 | Trustee | † | Current: Portfolio Consultant (2010- present); Member, Governing Council, Former: Member, Executive Committee, Independent Directors Council (2016-2018); Vice President, Manager and | 156 | Former: Western Asset Inflation- Linked Opportunities & Income Fund (2004-2020); Western Asset Inflation-Linked Income Fund (2003- 2020); Managed Duration Investment Grade Municipal Fund (2003-2016). |
Name, Address(1) and Age | Position(s) Held with Funds | Term of Office and Length of Time Served | Number of Portfolios in Fund Complex Overseen by Trustee | Other Directorships held by Trustee During the Past Five Years |
INTERESTED TRUSTEE: | |||||||
9
Amy J. Lee** Year of birth: 1961 | Interested | † | Current: Interested | ||||
funds in the Fund Complex (2014-present); | |||||||
Vice President, certain other funds in the | |||||||
Fund Complex (2007-present); Senior | |||||||
Managing Director, Guggenheim Investments (2012-present). Former: President and Chief Executive Officer, certain other funds in the Fund Complex (2017- 2019); Vice President, Associate General Counsel and Assistant Secretary, Security Benefit Life Insurance Company and Security Benefit Corporation (2004-2012). | 156 | None |
(1) | The business address of each Trustee is Guggenheim Investments, 227 West Monroe Street, 7th Floor, Chicago, Illinois 60606. |
* | Mr. |
** | Ms. Lee is deemed to be an “interested person” of the Funds under the 1940 Act by reason of her position with the Adviser and/or affiliates of the Adviser. |
† | Each Trustee is generally expected to serve a term as set forth herein under “Composition of the Board of Trustees.” Each Trustee has served as a Trustee of each respective Fund since the year shown below: |
GBAB | GGM | GPM | GOF | |
Independent Trustees | ||||
Barnes | 2010 | 2013 | 2005 | 2007 |
Brock-Kyle | 2019 | 2019 | 2019 | 2019 |
Chubb | 2014 | 2014 | 2014 | 2014 |
Farley | 2014 | 2014 | 2014 | 2014 |
Friedrich | 2010 | 2013 | 2011 | 2010 |
Lydon | 2019 | 2019 | 2019 | 2019 |
Nyberg | 2010 | 2013 | 2005 | 2007 |
Sponem | 2019 | 2019 | 2019 | 2019 |
Toupin | 2010 | 2013 | 2005 | 2007 |
Interested Trustee | ||||
Lee | 2018 | 2018 | 2018 | 2018 |
FMO | GBAB | GGM | GPM | GOF | |
Independent Trustees | |||||
Barnes | 2004 | 2010 | 2013 | 2005 | 2007 |
Chubb | 2014 | 2014 | 2014 | 2014 | 2014 |
Farley | 2014 | 2014 | 2014 | 2014 | 2014 |
Friedrich | 2011 | 2010 | 2013 | 2011 | 2010 |
Karn | 2004 | 2010 | 2013 | 2011 | 2010 |
Nyberg | 2004 | 2010 | 2013 | 2005 | 2007 |
Oliverius | 2014 | 2014 | 2014 | 2014 | 2014 |
Toupin | 2004 | 2010 | 2013 | 2005 | 2007 |
Interested Trustee | |||||
Lee | 2018 | 2018 | 2018 | 2018 | 2018 |
10
Randall C. Barnes. Mr. Barnes has served as a trustee of certain funds in the Fund Complex since 2004. Through his service as a Trustee of the Funds and a trustee of other funds in the Fund Complex, as well as Chair of the Valuation Oversight Committee, his service on other registered investment company boards, prior employment experience as President of Pizza Hut International and as Treasurer of PepsiCo, Inc. and his personal investment experience. Mr. Barnes is experienced in financial, accounting, regulatory and investment matters.
Angela Brock-Kyle. Ms. Brock-Kyle has served as a trustee of certain funds in the Fund Complex since 2016. Through her service as a trustee of other funds in the Fund Complex, prior employment experience, including at TIAA where she spent 25 years in leadership roles, and her experience serving on the boards of public, private and non-profit organizations, including service as audit committee chair and as a member of governance and nominating committees, Ms. Brock-Kyle is experienced in financial, accounting, governance and investment matters.
The Board has determined that Dr. Farley is an “audit committee financial expert” as defined by the SEC.
Robert B. Karn III. Mr. Karn has served as a trustee of certain funds in the Fund Complex since 2004. Through his service as a Trustee of the Funds and as chairperson of the Audit Committee, his service on other public and private company boards, his experience as an accountant and consultant, and his prior experience, including Managing Partner of the Financial and Economic Consulting Practice of the St. Louis office of Arthur Andersen, LLP, Mr. Karn is experienced in accounting, financial, investment and regulatory matters. Mr. Karn will retire from the Board of Trustees effective as of the Annual Meeting in accordance with the Independent Trustees Retirement Policy of the Funds.
11
Ronald A. Nyberg. Mr. Nyberg has served as a trustee of certain funds in the Fund Complex since 2003. Through his service as a Trustee of the Funds and a trustee of other funds in the Fund Complex, as chairpersonwell as Chair of the Nominating & Governance Committee, his service on other registered investment company boards, his professional training and experience as an attorney and his former experience as partner of athe law firm, Momkus McCluskey Roberts LLC, and his prior employment experience, includingNyberg & Cassioppi, LLC, and Executive Vice President and General Counsel of Van Kampen Investments, an asset management firm, Mr. Nyberg is experienced in financial, regulatory and governance matters.
Maynard F. Oliverius. Mr. OliveriusSandra G. Sponem. Ms. Sponem has served as a trustee of certain funds in the Fund Complex since 1998.2016. Through hisher service as a Trusteetrustee of other funds in the Fund Complex, her service as Chair of the FundsAudit Committee, her service on other registered investment company boards, her prior employment experience, including as Chief Financial Officer of Piper Jaffray Companies, Inc. (now Piper Sandler Companies) and his prior experienceits predecessor, U.S. Bancorp Piper Jaffray, Inc., and as Senior Vice President and Chief ExecutiveFinancial Officer of Stormont-Vail HealthCareM.A. Mortenson Company, a construction and service onreal estate development company, her Certified Public Accountant designation and previously held securities licenses and extensive knowledge of accounting and finance and the Board of Trustees of the American Hospital Association, Mr. Oliveriusfinancial services industry, Ms. Sponem is experienced in accounting, financial, governance and regulatoryinvestment matters.
The Board has determined that Ms. Sponem is an “audit committee financial expert” as defined by the SEC.
Name, Address(1) and Age | Title | Term of | |
Office and | |||
Length | |||
Principal Occupation | |||
During the Past Five Years |
Brian E. Binder Year of birth: 1972 | President and Chief Executive Officer | Since 2018 | Current: President and Chief Executive Officer, |
certain other funds in the Fund Complex | |||
(2018-present); President, Chief | |||
Executive Officer, | |||
Director and Chief Administrative Officer, | |||
Guggenheim Investments | |||
Former: Managing Director and President, | |||
Deutsche Funds, and Head of US Product, | |||
Trading and Fund Administration, Deutsche Asset | |||
Management | |||
Director, Head of Business Management and | |||
Consulting, Invesco Ltd. (2010-2012). |
12
Bryan Stone Year of birth: 1979 | Vice President | Since 2014 | Current: Vice President, certain other funds in |
the Fund Complex (2014-present); Managing | |||
Director, Guggenheim Investments | |||
(2013-present). | |||
Former: Senior Vice President, Neuberger | |||
Berman Group LLC (2009-2013); Vice President, | |||
Morgan Stanley (2002-2009). |
Name, Address(1) and Age | Title | Term of Office and Length Of Time Served(2 | Principal Occupation During the Past Five Years |
Joanna Catalucci | |||
Year of birth: 1966 | Chief Compliance Officer | ||
Since 2012 | |||
Current: Chief Compliance Officer, certain funds in the Fund | |||
Complex | |||
Former: Anti-Money Laundering Compliance Officer, certain funds in the Fund Complex (2016-2020); Chief Compliance Officer & Secretary, | |||
certain other funds in the Fund Complex | |||
Officer, Security Investors, LLC and certain | |||
affiliates (2010-2012); Chief Compliance Officer | |||
and Senior Vice President, Rydex Advisors, LLC | |||
and certain affiliates (2010-2011). | |||
John Sullivan Year of birth: 1955 | Chief Financial Officer, Chief Accounting Officer and Treasurer | Since 2010 | Current: Chief Financial Officer, Chief |
Financial | Accounting Officer and Treasurer of certain funds | ||
in the Fund Complex (2010-present); | |||
Managing Director, Guggenheim Investments | |||
Accounting | (2010-present). | ||
Former: Managing Director and Chief | |||
Compliance Officer, each of the funds in the Van | |||
Kampen Investments fund complex (2004-2010); | |||
Managing Director and Head of Fund Accounting | |||
and Administration, Morgan Stanley Investment | |||
Management (2002-2004); Chief Financial | |||
Officer and Treasurer, Van Kampen Funds (1996-2004). | |||
Mark E. Mathiasen Year of birth: 1978 | Secretary | Since 2007 | Current: Secretary, certain other funds in the Fund |
Complex (2007-present); Managing Director, | |||
Guggenheim Investments (2007-present). | |||
Michael P. Megaris | |||
Year of birth: 1984 | |||
Assistant Secretary | Since | Current: | |
Secretary, certain other funds in the Fund Complex | |||
James Howley Year of birth: 1972 | Assistant Treasurer | Since 2007 | Current: Managing Director, Guggenheim Investments (2004-present); Assistant Treasurer, certain other funds in the Fund Complex (2006-present). Former: Manager, Mutual Fund Administration of Van Kampen Investments, Inc. (1996-2004). |
Kimberly Scott Year of Birth: 1974 | Assistant Treasurer | Since 2012 | Current: Director, Guggenheim Investments (2012-present); Assistant Treasurer, certain other funds in the Fund Complex (2012-present). Former: Financial Reporting Manager for Invesco, Ltd. (2010-2011); Vice President/Assistant Treasurer, Mutual Fund Administration for Van Kampen Investments, Inc./Morgan Stanley Investment Management |
Name, Address(1) and Age | Title | Term of Office and Length Of Time Served(2 |
Glenn McWhinnie Year of birth: 1969 | Assistant Treasurer | Since 2016 | Current: Vice President, Guggenheim Investments |
(2009-present); Assistant Treasurer, | |||
Former: Tax Compliance Manager, Ernst & | |||
Young LLP (1996-2009). |
Assistant Treasurer | Since 2017 | Current: Vice President, Guggenheim Investments | |
other funds in the Fund Complex | |||
Former: Assistant Treasurer of Henderson Global | |||
Funds and Manager of US Fund Administration, | |||
Henderson Global Investors (North America) Inc. | |||
of US Fund Administration, HGINA | |||
Administration, Cortland Capital Market Services, | |||
LLC (2013-2014); Experienced Associate, | |||
PricewaterhouseCoopers LLP (2012-2013). |
(1) | The business address of each officer of the Funds is Guggenheim Investments, 227 West Monroe Street, 7th Floor, Chicago, Illinois |
(2) | Officers serve at the pleasure of the Board and until his or her successor is appointed and qualified or until his or her resignation or removal. The year set forth above is the earliest year in which the officer was appointed as an officer of any Fund. |
The primary responsibility of the Board is to represent the interests of the Funds and to provide oversight of the management of the Funds. The Funds’ day-to-day operations are managed by the Adviser, the applicable Sub-Adviser and other service providers who have been approved by the Board. The Board is currently comprised of nineten Trustees, eightnine of whom (including the chairperson) are Independent Trustees. Generally, the Board acts by majority vote of all the Trustees, including a majority vote of the Independent Trustees if required by applicable law.
The Board may at any time and in its discretion change this leadership structure.
15
behalf of and with the full authority of the Board of Trustees when necessary in the intervalseach an Independent Trustee. In between meetings of the full Board, the Executive Committee generally may exercise all the powers of Trustees.
the full Board in the management of the business of the Funds. Mr. Toupin serves as Chair of the Executive Committee. However, the Executive Committee cannot, among other things, authorize dividends or distributions on shares, amend the bylaws or recommend to the shareholders any action which requires shareholder approval.
Funds’ independent registered public accounting firm. The Audit Committee is governed by a written charter (the “Audit Committee Charter”). The Audit Committee Charter is available under “News & Literature” on each fund’sFund’s page at www.guggenheiminvestments.com/products/cef.
cef.
Audit Committee are Randall C. Barnes, Angela Brock-
16
The Nominating and Governance Committee is governed by a written charter (the “Nominating and Governance Committee Charter”). The Nominating and Governance Committee Charter is available under “News & Literature” on each fund’sFund’s page at www.guggenheiminvestments.com/products/cef.
The purpose of the Nominating and Governance Committee is to review matters pertaining to the composition, committees, and operations of the Board. The Nominating and Governance Committee (i) evaluates and recommends allis responsible for recommending qualified candidates for election or appointment as members ofto the Board in the event that a position is vacated or created. The Nominating and recommendsGovernance Committee would consider recommendations by shareholders if a vacancy were to exist and shall assess shareholder recommendations in the appointment of members and chairs of each committee of thesame manner as it reviews its own candidates. The Board (ii) reviews policy matters affecting the operation of the Board and committees of the Board, and (iii) periodically evaluates the effectiveness of the Board and committees of the Board.
does not have a standing compensation committee.
17
experience and views among its members, and considers this a factor in evaluating the composition of the Board, but has not adopted any specific policy in this regard.
To have a candidate considered by the Nominating and Governance Committee, a shareholder must submit the recommendation in writing and must include the information required by the “Procedures for Shareholders to Submit Nominee Candidates” that are set forth as Appendix B to the Nominating and Governance Committee Charter. Shareholder recommendations must be sent to the Funds’ Secretary, c/o Guggenheim Funds Investment Advisors, LLC, 227 West Monroe Street, 7th Floor, Chicago, Illinois 60606.
The purpose of the Contracts Review Committee is to assist the Board in overseeing the evaluation of certain contracts to which a Fund is or is proposed to be a party to ensure that the interests of the Fund and its shareholders are served by the terms of these contracts. The Committee’s primary function is to oversee the process of evaluating existing investment advisory and subadvisory agreements, administration agreements, and distribution agreements. In addition, at its discretion or at the request of the Board, the Committee reviews and makes recommendations to the Board with respect to any contract to which a Fund is or is proposed to be a party.
18
Fund | Fiscal Year End | Board Meetings | Audit Committee Meetings | Nominating and Governance Meetings | Contract Review Committee Meetings | Valuation Oversight Committee Meetings |
GBAB | 5/31/2020 | 6 | 6 | 2 | 2 | 4 |
GGM | 5/31/2020 | 6 | 6 | 2 | 2 | 4 |
GPM | 12/31/2020 | 6 | 5 | 2 | 2 | 4 |
GOF | 5/31/2020 | 6 | 6 | 2 | 2 | 4 |
Nominating | Contract | Valuation | ||||
Fiscal | Audit | and | Review | Oversight | ||
Year | Board | Committee | Governance | Committee | Committee | |
Fund | End | Meetings | Meetings | Meetings | Meetings | Meetings* |
FMO | 11/30/2017 | 5 | 7 | 2 | 2 | 4 |
GBAB | 5/31/2017 | 5 | 8 | 2 | 2 | 2 |
GGM | 5/31/2017 | 4 | 8 | 2 | 2 | 2 |
GPM | 12/31/2017 | 4 | 6 | 2 | 2 | 4 |
GOF | 5/31/2017 | 4 | 8 | 2 | 2 | 2 |
Each Trustee attended at least 75% of the meetings of the Board (and any committee thereof on which he or she serves) held during the portion of each Fund’s fiscal year ended in 2017. It is the Funds’ policy to encourage Trustees to attend annual shareholders’ meetings.
2020.
The Board requires officers of the Funds to report to the Board and its committees on a variety of matters at regular and special meetings of the Board and its committees, as applicable, including matters relating to risk management. The Audit Committee also receives reports from the Funds’ independent registered public accounting firm on internal control and financial reporting matters. On at least a quarterly basis, the Board meets with the Funds’ Chief Compliance Officer, including separate meetings with the Independent Trustees in executive session, to discuss compliance matters and, on at least an annual basis, receives a report from the Chief Compliance Officer regarding the adequacy of the policies and procedures of the Funds and certain service providers and the effectiveness of the Funds’ compliance program.their implementation. The Board, with the assistance of Fund management, reviews investment policies and risks in connection with its review of the Funds’ performance. In addition, the Board receives reports from the Adviser and respective Sub-Adviser,
19
as applicable, on the investments and securities trading of the Funds. With respect to valuation, the BoardValuation Oversight Committee oversees a valuationpricing committee comprised of Fund officers and Adviser personnel andof the Adviser. The Board has approved Fair Valuationvaluation procedures applicable to valuing the Funds’ portfolio securities. Thesecurities and other assets, which the Valuation Oversight Committee reviewsand the Funds’ valuation procedures, evaluates pricing services that are being used for the Funds, and receives reports relating to actions taken by Guggenheim’s Valuation Committee.Audit Committee periodically review. The Board also requires the Adviser and Sub-Adviser, as applicable, to report to the Board on other matters relating to risk management on a regular and as-needed basis.
The Board recognizes that not all risks that may affect the Funds can be identified, that it may not be practical or cost-effective to eliminate or mitigate certain risks, that it may be necessary to bear certain risks (such as investment-related risks) to seek to achieve the Funds’ investment objectives, and that the
Aggregate | ||||||
dollar range | ||||||
of equity | ||||||
securities in | ||||||
all funds in | ||||||
the Fund | ||||||
Complex | ||||||
Overseen by | ||||||
FMO | GBAB | GGM | GPM(1) | GOF | the Trustee | |
Independent Trustees | ||||||
Barnes | Over | None | Over | None | Over | Over |
$100,000 | $100,000 | $100,000 | $100,000 | |||
Chubb | $1-$10,001 | $10,001- | $10,001- | $10,001- | $10,001- | Over |
$50,000 | $50,000 | $50,000 | $50,000 | $100,000 | ||
Farley | None | None | None | None | None | Over |
$100,000 | ||||||
Friedrich | None | None | $10,001- | None | $10,001- | Over |
$50,000 | $50,000 | $100,000 | ||||
Karn | $10,001- | None | $10,001- | $10,001- | None | Over |
$50,000 | $50,000 | $50,000 | $100,000 | |||
Nyberg | $10,001- | $10,001- | $10,001 | $10,001- | $10,001- | Over |
$50,000 | $50,000 | $50,000 | $50,000 | $50,000 | $100,000 | |
Oliverius | $1-$10,001 | None | None | Over | Over | Over |
$100,000 | $100,000 | $100,000 | ||||
Toupin | $10,001- | $10,001- | $10,001- | $50,001- | $10,001- | Over |
$50,000 | $50,000 | $50,000 | $100,000 | $50,000 | $100,000 | |
Interested Trustee | ||||||
Lee | None | None | None | None | None | $10,001- |
$50,000 |
Dollar Range of Equity Securities in GBAB | Dollar Range of Equity Securities in GGM | Dollar Range of Equity Securities in GPM | Dollar Range of Equity Securities in GOF | Aggregate dollar range of equity securities in all funds in the Fund Complex Overseen by the Trustee | |
Independent Trustees | |||||
Barnes | None | Over | None | Over | Over |
$100,000 | $100,000 | $100,000 | |||
Brock-Kyle | $10,001- | None | None | None | $50,001- |
$50,000 | $100,000 | ||||
Chubb | Over | $1- | $10,001- | $10,001- | Over |
$100,000 | $10,000 | $50,000 | $50,000 | $100,000 | |
Farley | None | None | None | None | Over |
$100,000 | |||||
Friedrich | None | $50,001- | None | Over | Over |
$100,000 | $100,000 | $100,000 | |||
Lydon | None | None | None | None | Over |
$100,000 | |||||
Nyberg | $10,001- | $1- | $10,001- | $10,001- | Over |
$50,000 | $10,000 | $50,000 | $50,000 | $100,000 | |
Sponem | None | None | None | None | Over |
$100,000 | |||||
Toupin | $50,001- | $50,001- | Over | $50,001- | Over |
$100,000 | $100,000 | $100,000 | $100,000 | $100,000 | |
Interested Trustee | |||||
Lee | None | None | None | None | Over $100,000 |
20
Trustee Compensation
Retirement | ||||
Benefits | Estimated | Total | ||
Aggregate | Accrued | Annual | Compensation | |
Compensation | as Part | Benefits | From | |
from each | of Fund | Upon | the Fund | |
Trustee | Fund | Expenses(1) | Retirement(1) | Complex(2) |
Randall C. Barnes | † | None | None | $ |
Angela Brock-Kyle | † | None | None | $310,510 |
Donald A. Chubb, Jr | † | None | None | $ |
Jerry B. Farley | † | None | None | $ |
Roman Friedrich III | † | None | None | $ |
† | None | None | $ | |
Ronald A. Nyberg | † | None | None | $ |
† | None | None | $ | |
Ronald E. Toupin, Jr | † | None | None | $ |
(1) | The Funds do not accrue or pay retirement or pension benefits to Trustees as of the date hereof. |
(2) | The amounts shown in this column represent the aggregate compensation paid by all of the funds in the Fund Complex for the calendar year ended December 31, |
† | The amount of aggregate compensation payable by each Fund for the calendar year ended December 31, |
FMO | GBAB | GGM | GPM | GOF | GBAB | GGM | GPM | GOF | |
Independent Trustees | |||||||||
Barnes | $17,054 | $15,351 | $9,802 | $12,806 | $15,112 | $9,754 | $6,171 | $8,544 | $13,279 |
Brock-Kyle | $9,847 | $6,232 | $8,635 | $13,407 | |||||
Chubb | $17,382 | $15,646 | $9,991 | $13,053 | $15,403 | $9,754 | $6,171 | $8,544 | $13,279 |
Farley | $17,887 | $16,132 | $10,321 | $13,599 | $15,913 | $10,011 | $6,343 | $8,791 | $13,633 |
Friedrich | $18,037 | $16,236 | $10,368 | $13,545 | $15,984 | $9,929 | $6,286 | $8,707 | $13,520 |
Karn | $17,860 | $16,045 | $10,226 | $13,245 | $15,765 | ||||
Lydon | $9,941 | $6,290 | $8,713 | $13,535 | |||||
Nyberg | $17,710 | $15,941 | $10,179 | $13,299 | $15,694 | $9,936 | $6,286 | $8,703 | $13,527 |
Oliverius | $17,382 | $15,646 | $9,991 | $13,053 | $15,403 | ||||
Sponem | $10,808 | $6,842 | $9,481 | $14,717 | |||||
Toupin | $20,989 | $18,893 | $12,064 | $15,762 | $18,600 | $12,296 | $7,778 | $10,766 | $16,740 |
21
The holders of the Shares will have equal voting rights (i.e., one vote per Share).
22
23
Shareholders who execute proxy cards or record voting instructions via telephone or the Internet may revoke them at any time before they are voted by filing with the Secretary of the Funds a written notice of revocation, by delivering (including via telephone or the Internet) a duly executed proxy bearing a later date or by attending the Annual Meeting and voting in person.voting. Merely attending the Annual Meeting, however, will not revoke any previously submitted proxy.
345-7999.
24
www.guggenheiminvestments.com.
Investment Adviser and Investment Sub-Advisers
Sub-Adviser
Advisory Research, Inc. (“ARI”), a Delaware corporation, acts as investment sub-adviser to FMO pursuant to an investment sub-advisory agreement among FMO, the Adviser and ARI. ARI is a wholly-owned subsidiary of Piper Jaffray Companies. The ARI MLP & Energy Infrastructure Team (“MLP Team”) is located at 8235 Forsyth Boulevard, Saint Louis, Missouri 63105. As of December 31, 2017, the MLP Team at Advisory Research, Inc. managed approximately $3.8 billion in MLP and energy infrastructure assets for open and closed end mutual funds, public and corporate pension plans, endowments and foundations and private wealth individuals.
25
Independent Registered Public Accounting Firm
.
.
.
.
26
that directly related to the operations and financial reporting of the Fund are set forth on Annex A.A
.
below reformatted for this Proxy.
•
•
•
•
•
•
•
•
•
•
o Preparation of Federal and state income tax returns, including extensions
o Preparation of calculations of taxable income, including fiscal year tax designations
o Preparation of annual Federal excise tax returns (if applicable)
o Preparation of calendar year excise distribution calculations
o Calculation of tax equalization on an as-needed basis
o Preparation of the estimated excise distribution calculations on an as-needed basis
o Preparation of quarterly Federal, state and local and franchise tax estimated tax payments on an as-needed basis
27
o | Preparation of Federal and state income tax returns, including extensions |
o | Preparation of calculations of taxable income, including fiscal year tax designations |
o | Preparation of annual Federal excise tax returns (if applicable) |
o | Preparation of calendar year excise distribution calculations |
o | Calculation of tax equalization on an as-needed basis |
o | Preparation of monthly/quarterly estimates of tax undistributed position for closed-end funds |
o | Preparation of the estimated excise distribution calculations on an as-needed basis |
o | Preparation of calendar year shareholder reporting designations on Form 1099 |
o | Preparation of quarterly Federal, state and local and franchise tax estimated tax payments on an as-needed basis |
o | Preparation of state apportionment calculations to properly allocate Fund taxable income among the states for state tax filing purposes |
o | Assistance with management’s identification of passive foreign investment companies (PFICs) for tax purposes |
o Preparation of state apportionment calculations to properly allocate Fund taxable income among the states for state tax filing purposes
o Provision of tax compliance services in India for Funds with direct investments in India
o Assistance with management’s identification of passive foreign investment companies (PFICs) for tax purposes
•
o Assistance with determining ownership changes which impact a Fund’s utilization of loss carryforwards
o Assistance with calendar year shareholder reporting designations on Form 1099
o Assistance with corporate actions and tax treatment of complex securities and structured products
o Assistance with IRS ruling requests and calculation of deficiency dividends
o Conduct training sessions for the Adviser’s internal tax resources
o Assistance with Federal, state, local and international tax planning and advice regarding the tax consequences of proposed or actual transactions
o Tax services related to amendments to Federal, state and local returns and sales and use tax compliance
o RIC qualification reviews
o Tax distribution analysis and planning
o Tax authority examination services
o Tax appeals support services
o Tax accounting methods studies
o Fund merger, reorganization and liquidation support services
o Tax compliance, planning and advice services and related projects
o | Assistance with determining ownership changes which impact a Fund’s utilization of loss carryforwards |
o | Assistance with corporate actions and tax treatment of complex securities and structured products |
o | Assistance with IRS ruling requests and calculation of deficiency dividends |
o | Conduct training sessions for the Adviser’s internal tax resources |
o | Assistance with Federal, state, local and international tax planning and advice regarding the tax consequences of proposed or actual transactions |
o | Tax services related to amendments to Federal, state and local returns and sales and use tax compliance |
o | RIC qualification reviews |
o | Tax distribution analysis and planning |
o | Tax authority examination services |
o | Tax appeals support services |
o | Tax accounting methods studies |
o | Fund merger, reorganization and liquidation support services |
o | Tax compliance, planning and advice services and related projects |
o | Assistance with out of state residency status |
o | Provision of tax compliance services in India for Funds with direct investments in India |
28
be submitted to the Principal/Chief Accounting Officer (“CAO”) of the Trust by the independent auditor using the pre-approval request form attached as Appendix C to the Audit Committee Charter. The Trust’s CAO will determine whether such services are included within the list of services that have received the general pre-approval of the Committee.
V.B.3.
29
approvalpre-approval exception under Rule 2-01(c)(7)(i)(C) of Regulation S-X promulgated by the SEC.
.
manner, except as follows: a Form 3 filing (relating to an initial statement of beneficial ownership of securities for each Fund) for Perry Hollowell, a portfolio manager of GPM, was inadvertently delayed.
30
Fund’s principal executive offices. Such notice must include certain information about the proponent and the proposal, or in the case of a nomination, the nominee. A copy of each Fund’s By-Laws, which includes the provisions regarding the requirements for shareholder nominations and proposals, may be obtained by writing to the Secretary of the Fund at 227 West Monroe Street, 7th Floor, Chicago, Illinois 60606. Any shareholder considering making a nomination or other proposal should carefully review and comply with those provisions of the Fund’s By-Laws.
31
Failure of a quorum to be present at the Annual Meeting may result in an adjournment. The chair of the Annual Meeting may also move for an adjournment of to permit further solicitation of proxies with respect to a Proposal if he or she determines that adjournment and further solicitation are reasonable and in the best interests of the applicable Fund’s shareholders. Any adjourned meeting or meetings may be held without the necessity of another notice.
8, 2021
32
Annex A
Non-Audit Fees | |||||||
Fiscal | Audit | Audit | Total | ||||
Fund | Year End | Fees | Related | Tax | Other | Non-Audit | Total |
FMO | 11/30 | $50,331 | $0 | $145,795 | $0 | $145,795 | $196,126 |
GBAB | 5/31 | $51,370 | $0 | $10,633 | $0 | $10,633 | $62,003 |
GGM | 5/31 | $42,314 | $21,550 | $10,633 | $0 | $32,183 | $74,497 |
GPM | 12/31 | $26,222 | $7,700 | $8,441 | $0 | $16,141 | $42,363 |
GOF | 5/31 | $63,651 | $29,750 | $13,378 | $0 | $43,128 | $106,779 |
Non-Audit Fees | |||||||
Fiscal | Audit | Audit | Total | ||||
Fund | Year End | Fees | Related | Tax | Other | Non-Audit | Total |
FMO | 11/30 | $48,901 | $7,700 | $124,100 | $0 | $131,800 | $180,701 |
GBAB | 5/31 | $49,867 | $0 | $10,323 | $0 | $10,323 | $60,190 |
GGM | 5/31 | $46,075 | $0 | $10,323 | $0 | $10,323 | $56,398 |
GPM | 12/31 | $25,451 | $3,950 | $8,195 | $0 | $12,145 | $37,596 |
GOF | 5/31 | $65,640 | $22,050 | $12,988 | $0 | $35,038 | $100,678 |
A-1
This page intentionally left blank.
Annex B
Principal Shareholders
Shareholder Name | Class | Share | Percentage | |
Fund | and Address | of Shares | Holdings | Owned |
FMO | First Trust Portfolios L.P., | Common | 2,960,726 | 8.37% |
First Trust Advisors L.P., | ||||
and The Charger Corporation | ||||
120 East Liberty Drive, | ||||
Suite 400 | ||||
Wheaton, IL 60187 | ||||
GBAB | Guggenheim Capital, LLC: | Common | 1,177,888 | 6.76% |
227 West Monroe Street, | ||||
Chicago, IL 60606 | ||||
Guggenheim Partners, LLC: | ||||
227 West Monroe Street, | ||||
Chicago, IL 60606 | ||||
GI Holdco II LLC: | ||||
330 Madison Avenue, | ||||
New York, NY 10017 | ||||
GI Holdco LLC: | ||||
330 Madison Avenue, | ||||
New York, NY 10017 | ||||
Guggenheim Partners | ||||
Investment Management | ||||
Holdings, LLC: | ||||
330 Madison Avenue, | ||||
New York, NY 10017 | ||||
Guggenheim Partners | ||||
Investment Management, LLC: | ||||
100 Wilshire Boulevard, | ||||
5th Floor, | ||||
Santa Monica, CA 904011 | ||||
GGM | First Trust Portfolios L.P., | Common | 1,384,250 | 18.79% |
First Trust Advisors L.P., and | ||||
The Charger Corporation | ||||
120 East Liberty Drive, | ||||
Suite 400 | ||||
Wheaton, IL 60187 | ||||
GPM | Advisors Asset | Common | 2,607,923 | 5.42% |
Management, Inc. | ||||
18925 Base Camp Road | ||||
Monument, CO 80132 | ||||
GOF | Morgan Stanley and | Common | 1,362,283 | 6.0% |
Morgan Stanley Smith Barney, | ||||
LLC | ||||
1585 Broadway | ||||
New York, NY 10036 |
Annex A
Fund | Fiscal Year End | Audit Fees | Non-Audit Fees | Total | |||
Audit Related | Tax | Other | Total Non-Audit | ||||
GBAB | 5/31 | $69,276 | $0 | $10,952 | $0 | $10,952 | $80,228 |
GGM | 5/31 | $75,089 | $0 | $10,952 | $0 | $10,952 | $86,041 |
GPM | 12/31 | $27,350 | $0 | $8,694 | $0 | $8,694 | $36,044 |
GOF | 5/31 | $97,616 | $0 | $13,779 | $0 | $13,779 | $111,395 |
Fund | Fiscal Year End | Audit Fees | Non-Audit Fees | Total | |||
Audit Related | Tax | Other | Total Non-Audit | ||||
GBAB | 5/31 | $67,586 | $0 | $10,633 | $0 | $10,633 | $78,219 |
GGM | 5/31 | $73,258 | $0 | $10,633 | $0 | $10,633 | $83,891 |
GPM | 12/31 | $26,683 | $0 | $8,441 | $0 | $8,441 | $35,124 |
GOF | 5/31 | $95,235 | $0 | $13,378 | $0 | $13,378 | $108,613 |
This page intentionally left blank.
Fund | Shareholder Name and Address | Class of Shares | Share Holdings | Percentage Owned |
GGM | First Trust Portfolios L.P., First Trust Advisors L.P., and | Common | 1,008,678 | 11.70% |
The Charger Corporation | ||||
120 East Liberty Drive, Suite 400 | ||||
Wheaton, IL 60187 | ||||
GPM | Karpus Management, Inc. | Common | 4,838,871 | 10.01% |
183 Sully’s Trail | ||||
Pittsford, New York 14534 |
This page intentionally left blank.
PROXY TABULATOR | |||
P.O. BOX 9112 | |||
FARMINGDALE, NY 11735 | SCAN TO VIEW MATERIALS & VOTE |
To vote by Internet 1) Read the Proxy Statement and have the proxy card below at hand. 2) Go to website www.proxyvote.com or scan the QR Barcode above 3) Follow the instructions provided on the website. | ||
To vote by Telephone 1) Read the Proxy Statement and have the proxy card below at hand. 2) Call 1-800-690-6903 3) Follow the instructions. | ||
To vote by Mail 1) Read the Proxy Statement. 2) Check the appropriate boxes on the proxy card below. 3) Sign and date the proxy card. 4) Return the proxy card in the envelope provided. Vote at the Virtual Annual Meeting To attend and vote at the virtual meeting, please register at https://viewproxy.com/Guggenheim/broadridgevsm/ |
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: | ||
D32973-P48962 | KEEP THIS PORTION FOR YOUR RECORDS | |
DETACH AND RETURN THIS PORTION ONLY |
1. | To elect Trustees in the following manner: | ||||
Class II Nominees to serve until | |||||
meeting or until a successor is elected and | |||||
qualified: | For | Against | Abstain | ||
1a. | ☐ | ☐ | ☐ | ||
1b. | |||||
Ronald A. Nyberg | ☐ | ☐ | ☐ | ||
Signature [PLEASE SIGN WITHIN BOX] | Date | Signature [Joint Owners] | Date |
PROXY TABULATOR P.O. BOX 9112 FARMINGDALE, NY 11735 | SCAN TO VIEW MATERIALS & VOTE |
To vote by Internet 1) Read the Proxy Statement and have the proxy card below at hand. 2) Go to website www.proxyvote.com or scan the QR Barcode above 3) Follow the instructions provided on the website. | ||
To vote by Telephone 1) Read the Proxy Statement and have the proxy card below at hand. 2) Call 1-800-690-6903 3) Follow the instructions. | ||
To vote by Mail 1) Read the Proxy Statement. 2) Check the appropriate boxes on the proxy card below. 3) Sign and date the proxy card. 4) Return the proxy card in the envelope provided. Vote at the Virtual Annual Meeting To attend and vote at the virtual meeting, please register at https://viewproxy.com/Guggenheim/broadridgevsm/ |
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: | ||
D32975-P48962 | KEEP THIS PORTION FOR YOUR RECORDS | |
1. | To elect Trustees in the following manner: | ||||
Class II Nominees to serve until | |||||
meeting or until a successor is elected and | |||||
qualified: | For | Against | Abstain | ||
1a. | ☐ | ☐ | ☐ | ||
1b. | |||||
Ronald A. Nyberg | ☐ | ☐ | ☐ | ||
Signature [PLEASE SIGN WITHIN BOX] | Date | Signature [Joint Owners] | Date |
PROXY TABULATOR P.O. BOX 9112 FARMINGDALE, NY 11735 | SCAN TO VIEW MATERIALS & VOTE |
To vote by Internet 1) Read the Proxy Statement and have the proxy card below at hand. 2) Go to website www.proxyvote.com or scan the QR Barcode above 3) Follow the instructions provided on the website. | ||
To vote by Telephone 1) Read the Proxy Statement and have the proxy card below at hand. 2) Call 1-800-690-6903 3) Follow the instructions. | ||
To vote by Mail 1) Read the Proxy Statement. 2) Check the appropriate boxes on the proxy card below. 3) Sign and date the proxy card. 4) Return the proxy card in the envelope provided. Vote at the Virtual Annual Meeting To attend and vote at the virtual meeting, please register at https://viewproxy.com/Guggenheim/broadridgevsm/ |
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: | ||
D32977-P48962 | KEEP THIS PORTION FOR YOUR RECORDS | |
DETACH AND RETURN THIS PORTION ONLY |
1. | To elect Trustees in the following manner: | ||||
Class II Nominees to serve until | |||||
meeting or until a successor is elected and | |||||
qualified: | For | Against | Abstain | ||
1a. | ☐ | ☐ | ☐ | ||
1b. | |||||
Ronald A. Nyberg | ☐ | ☐ | ☐ | ||
Signature [PLEASE SIGN WITHIN BOX] | Date | Signature [Joint Owners] | Date |
PROXY TABULATOR P.O. BOX 9112 FARMINGDALE, NY 11735 | SCAN TO VIEW MATERIALS & VOTE |
To vote by Internet 1) Read the Proxy Statement and have the proxy card below at hand. 2) Go to website www.proxyvote.com or scan the QR Barcode above 3) Follow the instructions provided on the website. | ||
To vote by Telephone 1) Read the Proxy Statement and have the proxy card below at hand. 2) Call 1-800-690-6903 3) Follow the instructions. | ||
To vote by Mail 1) Read the Proxy Statement. 2) Check the appropriate boxes on the proxy card below. 3) Sign and date the proxy card. 4) Return the proxy card in the envelope provided. Vote at the Virtual Annual Meeting To attend and vote at the virtual meeting, please register at https://viewproxy.com/Guggenheim/broadridgevsm/ |
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: | ||
D32979-P48962 | KEEP THIS PORTION FOR YOUR RECORDS | |
DETACH AND RETURN THIS PORTION ONLY |
1. | To elect Trustees in the following manner: | ||||
Class II Nominees to serve until 2023 annual | |||||
meeting or until a successor is elected and | |||||
qualified: | For | Against | Abstain | ||
1a. | Thomas F. Lydon, Jr. | ☐ | ☐ | ☐ | |
1b. | |||||
☐ | ☐ | ☐ | |||
1c. | Sandra G. Sponem | ☐ | ☐ | ☐ | |
1d. | ☐ | ☐ | ☐ |
Signature [PLEASE SIGN WITHIN BOX] | Date | Signature [Joint Owners] | Date |