| | IMPORTANT: | | |
| | Shareholders are cordially invited to attend the Annual Meeting (virtually). In order to avoid delay and additional expense, and to assure that your shares are represented, please vote as promptly as possible, even if you plan to attend the Annual Meeting (virtually). Please refer to the website and telephone number indicated on your proxy card for instructions on how to cast your vote. To vote by telephone, please call the toll-free number located on your proxy card and follow the recorded instructions, using your proxy card as a guide. To vote by mail, please complete, sign, date, and mail the enclosed proxy card. No postage is required if you use the accompanying envelope to mail the proxy card in the United States. The proxy is revocable and will not affect your right to vote in person (virtually) if you attend the Annual Meeting and elect to vote in person (virtually). | | |
| | | Registrations | | | Valid Signature | |
Corporate Accounts | | | (1) ABC Corp | | | (1) ABC Corp | |
| (2) ABC Corp | | | (2) John Doe, Treasurer | | ||
| (3) ABC Corp. c/o John Doe, Treasurer | | | (3) John Doe | | ||
| (4) ABC Corp. Profit Sharing Plan | | | (4) John Doe, Trustee | | ||
Partnership Accounts | | | (1) The XYZ partnership | | | (1) Jane B. Smith, Partner | |
| (2) Smith and Jones, limited partnership | | | (2) Jane B. Smith, General Partner | | ||
Trust Accounts | | | (1) ABC Trust | | | (1) John Doe, Trustee | |
| (2) Jane B. Doe, Trustee u/t/d 12/28/78 | | | (2) Jane B. Doe | | ||
Custodial or Estate Accounts | | | (1) John B. Smith, Cust. f/b/o John B. Smith, Jr. UGMA | | | (1) John B. Smith | |
| (2) Estate of John B. Smith | | | (2) John B. Smith, Jr., Executor | |
Proposal | | | Shareholders Entitled to Vote | | |||
1a | | | Elect Donald C. Burke as a Class II trustee of AIO | | | AIO shareholders | |
1b | | | Elect F. Ford Drummond as a Class II trustee of AIO | | | AIO shareholders | |
1c | | | Elect Connie D. McDaniel as a Class II trustee of AIO | | | AIO shareholders | |
1d | | | Elect Philip R. McLoughlin as a Class II trustee of AIO | | | AIO shareholders | |
2a | | | Elect Connie D. McDaniel as a Class I trustee of CBH | | | CBH shareholders | |
2b | | | Elect Philip R. McLoughlin as a Class I trustee of CBH | | | CBH shareholders | |
2c | | | Elect R. Keith Walton as a Class II trustee of CBH | | | CBH shareholders | |
2d | | | Elect Brian T. Zino as a Class I trustee of CBH | | | CBH shareholders | |
Proposal | | | Shareholders Entitled to Vote | | |||
3a | | | Elect Deborah A. DeCotis as a Class III trustee of NCV | | | NCV shareholders | |
3b | | | Elect F. Ford Drummond as a Class III trustee of NCV | | | NCV shareholders of preferred shares | |
3c | | | Elect Connie D. McDaniel as a Class I trustee of NCV | | | NCV shareholders | |
3d | | | Elect Brian T. Zino as a Class III trustee of NCV | | | NCV shareholders | |
4a | | | Elect F. Ford Drummond as a Class III trustee of NCZ | | | NCZ shareholders of preferred shares | |
4b | | | Elect Connie D. McDaniel as a Class III trustee of NCZ | | | NCZ shareholders | |
4c | | | Elect Geraldine M. McNamara as a Class III trustee of NCZ | | | NCZ shareholders | |
4d | | | Elect R. Keith Walton as a Class III trustee of NCZ | | | NCZ shareholders | |
5a | | | Elect Sarah E. Cogan as a Class III trustee of ACV | | | ACV shareholders of preferred shares | |
5b | | | Elect Deborah A. DeCotis as a Class III trustee of ACV | | | ACV shareholders | |
5c | | | Elect Connie D. McDaniel as a Class I trustee of ACV | | | ACV shareholders | |
5d | | | Elect Philip R. McLoughlin as a Class III trustee of ACV | | | ACV shareholders | |
6a | | | Elect Donald C. Burke as a Class II trustee of NFJ | | | NFJ shareholders | |
6b | | | Elect Connie D. McDaniel as a Class I trustee of NFJ | | | NFJ shareholders | |
6c | | | Elect Geraldine M. McNamara as a Class I trustee of NFJ | | | NFJ shareholders | |
6d | | | Elect Brian T. Zino as a Class I trustee of NFJ | | | NFJ shareholders | |
7a | | | Elect Donald C. Burke as a Class II trustee of NIE | | | NIE shareholders | |
7b | | | Elect F. Ford Drummond as a Class II trustee of NIE | | | NIE shareholders | |
7c | | | Elect Connie D. McDaniel as a Class II trustee of NIE | | | NIE shareholders | |
7d | | | Elect Philip R. McLoughlin as a Class II trustee of NIE | | | NIE shareholders | |
8a | | | Elect George R. Aylward as a Class III trustee of VGI | | | VGI shareholders | |
8b | | | Elect F. Ford Drummond as a Class III trustee of VGI | | | VGI shareholders | |
8c | | | Elect Connie D. McDaniel as a Class III trustee of VGI | | | VGI shareholders | |
8d | | | Elect Philip R. McLoughlin as a Class III trustee of VGI | | | VGI shareholders | |
9a | | | Elect George R. Aylward as a Class I trustee of EDF | | | EDF shareholders | |
9b | | | Elect Deborah A. DeCotis as a Class I trustee of EDF | | | EDF shareholders | |
9c | | | Elect John R. Mallin as a Class I trustee of EDF | | | EDF shareholders | |
9d | | | Elect R. Keith Walton as a Class I trustee of EDF | | | EDF shareholders | |
10a | | | Elect Donald C. Burke as a Class I director of ZTR | | | ZTR shareholders | |
10b | | | Elect Sarah E. Cogan as a Class I director of ZTR | | | ZTR shareholders | |
10c | | | Elect Deborah A. DeCotis as a Class I director of ZTR | | | ZTR shareholders | |
Proposal | | | Shareholders Entitled to Vote | | |||
10d | | | Elect Sidney E. Harris as a Class I director of ZTR | | | ZTR shareholders | |
11 | | | Transact such additional business as properly comes before the Annual Meeting | | | AIO, CBH, NCV, NCZ, ACV, NFJ, NIE, VGI, EDF and/or ZTR shareholders | |
| | | Outstanding Common Shares | | | Outstanding Preferred Shares | | ||||||
NCV | | | | | 90,373,569 | | | | | | 4,008,931(a) | | |
NCZ | | | | | 76,115,749 | | | | | | 4,366,501(b) | | |
ACV | | | | | 10,353,920 | | | | | | 1,200,000 | | |
NIE | | | | | 27,708,965 | | | | | | N/A | | |
NFJ | | | | | 94,801,581 | | | | | | N/A | | |
CBH | | | | | 18,258,516 | | | | | | N/A | | |
AIO | | | | | 34,338,682 | | | | | | N/A | | |
| | | Outstanding Common Shares | | | Outstanding Preferred Shares | | ||||||
AIO | | | | | 34,340,972.000 | | | | | | N/A | | |
CBH | | | | | 18,263,597.000 | | | | | | N/A | | |
NCV | | | | | 90,373,569.000 | | | | | | 6,640,000.000(1) | | |
NCZ | | | | | 76,115,749.000 | | | | | | 5,240,000.000(2) | | |
ACV | | | | | 10,370,564.000 | | | | | | 1,200,000.000(3) | | |
NFJ | | | | | 94,801,581.000 | | | | | | N/A | | |
NIE | | | | | 27,708,965.000 | | | | | | N/A | | |
VGI | | | | | 11,313,093.602 | | | | | | N/A | | |
EDF | | | | | 29,028,048.000 | | | | | | N/A | | |
ZTR | | | | | 68,578,328.000 | | | | | | N/A | | |
Effect of the Approval of Proposals 1a Through 10d If each of Proposals 1a through 10d is approved, the respective Trustee nominee (each a “Trustee Nominee” and together, the “Trustee Nominees”) would be elected as a Trustee effective as of the Annual Meeting. Each would begin to serve or continue to serve on the Board as the respective Class I, Class II or Class III Trustee, as applicable, for an additional term of one to three years, depending upon the expiration date of the term of the respective class, and until his or her successor has been duly elected and qualified. Election of AIO Trustees (Proposals 1a Through 1d) At the meeting, holders of AIO Common Shares are entitled to elect four trustees for a term ending in 2027, in each case to serve until the annual meeting of shareholders in that year and until their respective successors are duly elected and qualified. A plurality of votes cast at the meeting by the holders of AIO Common Shares is necessary to elect those trustees, provided a quorum is present. Election of CBH Trustees (Proposals 2a Through 2d) At the meeting, holders of CBH Common Shares are entitled to elect one trustee for a term ending in 2025 and three trustees for a term ending in 2027, in each case to serve until the annual meeting of shareholders in that year and until their respective successors are duly elected and qualified. A plurality of votes cast at the meeting by the holders of CBH Common Shares is necessary to elect those trustees, provided a quorum is present. Election of NCV Trustees (Proposals 3a Through 3d) At the meeting, holders of NCV Common and Preferred Shares, voting as a single class, are entitled to elect one trustee for a term ending in 2025 and two trustees for a term ending in 2027, in each case to serve until the annual meeting of shareholders in that year and until their respective successors are duly elected and qualified. The holders of NCV Preferred Shares, voting as a separate class, are entitled to elect one additional trustee for a term ending in 2027 to serve until the annual meeting of shareholders in that year and until his or her respective successor is duly elected and qualified. A plurality of votes cast at the meeting by the holders of NCV Common Shares and Preferred Shares is necessary to elect those trustees, provided a quorum is present. Election of NCZ Trustees (Proposals 4a Through 4d) At the meeting, holders of NCZ Common and Preferred Shares, voting as a single class, are entitled to elect three trustees for a term ending in 2027, in each case to serve until the annual meeting of shareholders in that year and | |||||||||||||
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
Independent Trustees and Advisory Board Members(4) | | | | | | | | |||
Burke, Donald C. YOB: 1960 Portfolios Overseen: 94 | | | Class II Trustee of AIO since 2023, nominee for term expiring 2027 Class II Trustee of NFJ since 2023, nominee for term expiring 2025 Class II Trustee of NIE since 2023, nominee for term expiring 2027 Class II Trustee of VGI since 2020, term expires at the 2026 Annual Meeting Class II Trustee of EDF since 2022, term expires at the 2025 Annual Meeting Class I Director of ZTR since 2020, nominee for term expiring 2027 Advisory Board Member of CBH, NCV, NCZ and ACV since 2023 | | | Private investor (since 2009). Formerly, President and Chief Executive Officer, BlackRock U.S. Funds (2007 to 2009); Managing Director, BlackRock, Inc. (2006 to 2009); and Managing Director, Merrill Lynch Investment Managers (1990 to 2006). | | | Trustee (since May 2023) and Advisory Board Member (May 2023), Virtus Artificial Intelligence & Technology Opportunities Fund, Virtus Dividend, Interest & Premium Strategy Fund and Virtus Equity & Convertible Income Fund; Advisory Board Member (since May 2023), Virtus Convertible & Income 2024 Target Term Fund, Virtus Convertible & Income Fund, Virtus Convertible & Income Fund II and Virtus Diversified Income & Convertible Fund; Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund; Trustee (2022 to 2023), Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | Investment Trust (13 portfolios) and Virtus Strategy Trust (7 portfolios); Director (2020 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Director (since 2020), Virtus Total Return Fund Inc.; Trustee (since 2020), Virtus Global Multi-Sector Income Fund; Trustee (since 2016), Virtus Mutual Fund Family (45 portfolios), Virtus Variable Insurance Trust (8 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2014) closed-end funds managed by Duff & Phelps Investment Management Co. (3 funds); Director, Avista Corp. (energy company) (since 2011); Trustee, Goldman Sachs Fund Complex (2010 to 2014); and Director, BlackRock Luxembourg and Cayman Funds (2006 to 2010). | |
Cogan, Sarah E. YOB: 1956 Portfolios Overseen: | | | Class III Trustee Class III Trustee of CBH since 2019, term expires at the 2026 Annual Meeting Class II Trustee of NCV since 2019, term expires | | | Retired Partner, Simpson Thacher & Bartlett LLP (“STB”) (law firm) | | | Trustee (since 2022) and Advisory Board Member (2021 to 2022), Virtus Alternative Solutions Trust (4 portfolios), Virtus Mutual Fund Family (45 portfolios) and Virtus Variable Insurance Trust (8 portfolios); Trustee (since 2022), Virtus Stone Harbor | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | at the 2026 Annual Meeting Class I Trustee of NCZ since 2019, term expires at the 2025 Annual Meeting Class III Trustee of ACV since 2019, nominee for term expiring 2027(5) Class III Trustee of NFJ since 2019, term expires at the 2026 Annual Meeting Class III Trustee of NIE since 2019, term expires at the 2025 Annual Meeting Class II Trustee of VGI since 2021, term expires at the 2026 Annual Meeting Class II Trustee of EDF since 2022, term expires at the 2025 Annual Meeting Class I Director of ZTR since 2021, nominee for term expiring 2027 | | | Defense Council, Inc. (since 2013); and formerly, Partner, STB (1989 to 2018). | | | Emerging Markets Income Fund; Trustee (2022 to 2023), Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios) and Virtus Global Multi-Sector Income Fund; Advisory Board Member | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
DeCotis, Deborah A. YOB: 1952 Portfolios Overseen: 91 | | | Class III Class III Trustee of CBH since 2017, term expires at the 2026 Annual Meeting Class III Trustee of NCV since 2011, nominee for term expiring 2027 Class II Trustee of NCZ since 2011, term expires at the 2026 Annual Meeting Class III Trustee of ACV since 2015, nominee for term expiring 2027 Class II Trustee of NFJ since 2011, term expires at the 2025 Annual Meeting Class III Trustee of NIE since 2011, term expires at the 2025 Annual Meeting Class I Trustee of VGI since 2021, term expires at the 2025 Annual Meeting Class I Trustee of EDF since 2022, nominee for term expiring 2027 Class I Director of ZTR since 2021, nominee for term expiring 2027 | | | Director, Cadre Holdings Inc. (since 2022); Advisory Director, Morgan Stanley & Co., Inc. (since 1996); Member, Circle Financial Group (since 2009); Member, Council on Foreign Relations (since 2013); and Trustee, Smith College (since 2017). Formerly, Director, Watford Re (2017 to 2021); Co-Chair Special Projects Committee, Memorial Sloan Kettering (2005 to 2015); and Trustee, Stanford University (2010 to 2015). | | | Trustee (since 2022) and Advisory Board Member (2021 to 2022), Virtus Alternative Solutions Trust (4 portfolios), Virtus Mutual Fund Family (45 portfolios) and Virtus Variable Insurance Trust (8 portfolios); Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund; Trustee (2022 to 2023), Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), and Virtus Global Multi-Sector Income Fund; Advisory Board Member (February 2021 to June 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Director (since 2021), Virtus Total Return Fund Inc.; Trustee (since 2019), Virtus Artificial Intelligence & Technology Opportunities Fund; Trustee (since 2017), Virtus Convertible & Income 2024 Target Term Fund; Trustee (since 2015), Virtus Diversified Income & Convertible Fund; Trustee (since 2014), Virtus Investment Trust (13 | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | portfolios); Trustee (since 2011), Virtus Strategy Trust (7 portfolios); Trustee (since 2011), Virtus Convertible & Income Fund, | |
Drummond, F. Ford YOB: 1962 Portfolios Overseen: 91 | | | Class II Trustee of AIO since 2019, nominee for term expiring 2027 Class II Trustee of CBH since 2017, term expires at the 2025 Annual Meeting Class III Class III Trustee of NCZ since 2015, nominee for term expiring 2027(5) Class II Trustee of ACV since 2015, term expires at the 2026 Annual Meeting Class III Trustee of NFJ since 2015, term expires at the 2026 Annual Meeting Class II Trustee of NIE since 2015, nominee for term expiring 2027 Class III Trustee of VGI | | | President (since 1998), F.G. Drummond Ranches, Inc. Formerly, Director (1998 to 2008), The Cleveland Bank; and General Counsel (1998 to 2008), BMIHealth Plans (benefits administration). | | | President Elect (since 2023), Oklahoma Cattlemen’s Association; Trustee (since 2022) and Advisory Board Member (2021 to 2022), Virtus Alternative Solutions Trust (4 portfolios), Virtus Mutual Fund Family (45 portfolios), and Virtus Variable Insurance Trust (8 portfolios); Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund; Trustee (2022 to 2023), Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, and Virtus Event Opportunities Trust (2 portfolios); Advisory Board Member (February 2021 to June 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Trustee | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | since 2021, nominee for term expiring 2027 Class III Trustee of EDF since 2022, term expires at the 2026 Annual Meeting Class II Director of ZTR since 2021, term expires at the 2025 Annual Meeting | | | | | | (since 2021), Virtus Global Multi-Sector Income Fund; Director (since 2021),Virtus Total Return Fund Inc.; Chairman, Oklahoma Nature Conservancy (2019 to 2020); Trustee (since 2019), Virtus Artificial Intelligence & Technology Opportunities Fund; Trustee (since 2017), Virtus Convertible & Income 2024 Target Term Fund; Director (since 2015), Texas and Southwestern Cattle Raisers Association; Trustee (since 2015), Virtus Convertible & Income Fund, | |
Harris, Sidney E. YOB: 1949 | | | Class II Trustee of VGI since 2020, term expires | | | Private Investor (since 2021); Dean | | | Trustee (since 2022), Virtus Stone Harbor Emerging | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
Portfolios Overseen: 84 | | | at the 2026 Annual Meeting Class III Trustee of EDF since 2022, term expires at the 2026 Annual Meeting Class I Director of ZTR since 2020, nominee for term expiring 2027 | | | Emeritus (since 2015), Professor (2015 to 2021 and 1997 to 2014), and Dean (1997 to 2004), J. Mack Robinson College of Business, Georgia State University. | | | Markets Income Fund; Trustee (2022 to 2023), Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (7 portfolios); Director (2020 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Director (since 2020), Virtus Total Return Fund Inc.; Trustee (since 2020), Virtus Global Multi-Sector Income Fund; Trustee (since 2019), Mutual Fund Directors Forum; Trustee (since 2017), Virtus Mutual Fund Family (45 portfolios), Virtus Variable Insurance Trust (8 portfolios), and Virtus Alternative Solutions Trust (4 portfolios); Trustee (2013 to 2020) and Honorary Trustee (since 2020), KIPP Metro Atlanta; Director (1999 to 2019), Total System Services, Inc.; Trustee (2004 to 2017), RidgeWorth Funds; Chairman (2012 to 2017), International University of the Grand Bassam | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | Foundation; Trustee (since 2012), International University of the Grand Bassam Foundation; and Trustee (2011 to 2015), Genspring Family Offices, LLC. | |
Mallin, John R. YOB: 1950 Portfolios Overseen: 84 | | | Class II Trustee of VGI since 2020, term expires at the 2026 Annual Meeting Class I Trustee of EDF since 2022, nominee for term expiring 2027 Class II Director of ZTR since 2020, term expires at the 2025 Annual Meeting | | | Partner/Attorney (since 2003), McCarter & English LLP (law firm) Real Property Practice Group; and Member (2014 to 2022), Counselors of Real Estate. | | | Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund; Trustee (2022 to 2023), Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (7 portfolios); Director (2020 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Director (since 2020), Virtus Total Return Fund Inc.; Trustee (since 2020), Virtus Global Multi-Sector Income Fund; Trustee (since 2016), Virtus Mutual Fund Family (45 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2019), 1892 Club, Inc. (non-profit); Director (2013 to 2020), Horizons, Inc. (non-profit); and Trustee (since 1999), Virtus Variable | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | Insurance Trust (8 portfolios). | |
McDaniel, Connie D. YOB: 1958 Portfolios Overseen: 91 | | | Class II Trustee of AIO since 2023, nominee for term expiring 2027 Class I Trustee of CBH since 2023, nominee for term expiring 2027 Class I Trustee of NCV since 2023, nominee for term expiring 2025 Class I Trustee of NCZ since 2023, term expires at the 2024 Annual Meeting; nominee for Class III Trustee of NCZ for term expiring 2027 Class I Trustee of ACV since 2023, nominee for term expiring 2025 Class I Trustee of NFJ since 2023, nominee for term expiring 2027 Class II Trustee of NIE since 2023, nominee for term expiring 2027 Class III Trustee of VGI since 2020, nominee for term expiring 2027 Class II Trustee of EDF since 2022, term expires at the 2025 Annual Meeting Class III Director of ZTR since 2020, term expires at the 2026 Annual Meeting | | | Retired (since 2013). Vice President, Chief of Internal Audit, Corporate Audit Department (2009 to 2013); Vice President Global Finance Transformation (2007 to 2009); and Vice President and Controller (1999 to 2007), The Coca-Cola Company. | | | Vice Chair (since 2024), Trustee (since May 2023) and Advisory Board Member (May 2023), Virtus Artificial Intelligence & Technology Opportunities Fund, Virtus Convertible & Income 2024 Target Term Fund, Virtus Convertible & Income Fund, Virtus Convertible & Income Fund II, Virtus Diversified Income & Convertible Fund, Virtus Dividend, Interest & Premium Strategy Fund and Virtus Equity & Convertible Income Fund; Vice Chair (since 2024) and Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund; Trustee (2022 to 2023), Virtus Stone Harbor Emerging Markets Total Income Fund; Vice Chair (since 2024) and Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (7 portfolios); Director (2020 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Vice Chair (since 2024) and Director (since | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | 2020), Virtus Total Return Fund Inc.; Vice Chair (since 2024) and Trustee (since 2020), Virtus Global Multi-Sector Income Fund; Director (since 2019), Global Payments Inc.; Chairperson (since 2021), Governance & Nominating Committee, Global Payments Inc; Vice Chair (since 2024) and Trustee (since 2017), Virtus Mutual Fund Family (45 portfolios), Virtus Variable Insurance Trust (8 portfolios), and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2021), North Florida Land Trust; Director (2014 to 2019), Total System Services, Inc.; Member (2011 to 2022) and Chair (2014 to 2016), Georgia State University, Robinson College of Business Board of Advisors; and Trustee (2005 to 2017), RidgeWorth Funds. | |
McLoughlin, Philip R. YOB: 1946 Portfolios Overseen: 94 | | | Class II Trustee of AIO since 2021, nominee for term expiring 2027 Class I Trustee of CBH since 2022, nominee for term expiring 2027 Class I Trustee of NCV since 2022, term expires at the 2025 Annual Meeting | | | Private investor since 2010. | | | Trustee and Chairman (since 2022), Virtus Stone Harbor Emerging Markets Income Fund; Trustee and Chairman (2022 to 2023), Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee and Chairman (since 2021), The Merger Fund®, The Merger | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | Class I Trustee of NCZ from February 2021 to July 2022, Class III Class III Trustee of ACV since 2021, nominee for term expiring 2027 Class II Trustee of NFJ since 2021, term expires at the 2025 Annual Meeting Class II Trustee of NIE since 2021, nominee for term expiring 2027 Class III Trustee of VGI since 2011, nominee for term expiring 2027 Class III Trustee of EDF since 2022, term expires at the 2026 Annual Meeting Class II Director of ZTR since 2016, term expires at the 2025 Annual Meeting | | | | | | Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (7 portfolios); Chairman (since 2023) and Trustee (since 2021), Virtus Artificial Intelligence & Technology Opportunities Fund, Virtus Convertible & Income Fund II, Virtus Diversified Income & Convertible Fund, Virtus Equity & Convertible Income Fund and Virtus Dividend, Interest & Premium Strategy Fund; Chairman (since 2023), Trustee (since 2022) and Advisory Board Member (2021), Virtus Convertible & Income 2024 Target Term Fund and Virtus Convertible & Income Fund; Director and Chairman (since 2016), Virtus Total Return Fund Inc.; Director and Chairman (2016 to 2019), the former Virtus Total Return Fund Inc.; Director and Chairman (2014 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Trustee and Chairman (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Trustee and Chairman (since 2011), | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
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McNamara, Geraldine M. YOB: 1951 Portfolios Overseen: 94 | | | Class I Trustee of AIO since 2023, term expires at the 2026 Annual Meeting Class I Trustee of NCV since 2023, term expires at the 2025 Annual Meeting Class III Trustee of NCZ since 2023, nominee for term expiring 2027 Class I Trustee of ACV since 2023, term expires at the 2025 Annual Meeting Class I Trustee of NFJ since 2023, nominee for term expiring 2027 Class I Trustee of NIE since 2023, term expires | | | Private investor (since 2006); and Managing Director, U.S. Trust Company of New York (1982 to 2006). | | | Trustee (since May 2023) and Advisory Board Member (January 2023 to May 2023), Virtus Convertible & Income Fund, Virtus Convertible & Income Fund II, Virtus Diversified Income & Convertible Fund and Virtus | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | at the 2026 Annual Meeting Class I Trustee of VGI since 2020, term expires at the 2025 Annual Meeting Class III Trustee of EDF since 2022, term expires at the 2026 Annual Meeting Class III Director of ZTR since 2020, term expires at the 2026 Annual Meeting Advisory Board Member of CBH since 2023 | | | | | Income Fund; Trustee (2022 to | | |
Walton, R. Keith YOB: 1964 Portfolios Overseen: 91 | | | Class I Trustee of AIO since 2022, term expires at the 2026 Annual Meeting Class II Trustee of CBH since 2023, nominee for term expiring 2025 | | | Senior Adviser (since 2022), Brightwood Capital LLC; Venture and Operating Partner (2020 to | | | Trustee (since | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | Class II | |||||||
Trustee of NCV since 2022, term expires at the 2026 Annual Meeting Class III Trustee of NCZ since 2023, nominee for term expiring 2027 Class II Trustee of ACV since 2022, term expires at the 2026 Annual Meeting Class III Trustee of NFJ since 2023, term expires at the 2026 Annual Meeting Class I Trustee of NIE | | | | | and Advisory Board Member (2022 to May 2023), Virtus Convertible & Income Fund II and Virtus Dividend, Interest & Premium Strategy Fund; Trustee (since July 2022) and Advisory Board Member (January 2022 to July 2022), Virtus Artificial Intelligence & Technology Opportunities Fund, Virtus Convertible & Income Fund and Virtus Equity & Convertible Income Fund; Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund; Trustee (2022 to 2023), Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2022), Virtus Diversified Income & Convertible Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus | |||||
|
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | | |
YOB: 1952 Portfolios Overseen: | | | Class I Trustee of AIO since 2022, term expires at the 2026 Annual Meeting Class I Trustee of CBH since 2022, nominee for term expiring 2027 Class III Trustee of NCV since 2022, nominee for term expiring 2027 Class I Trustee of NCZ Class I Trustee of ACV | | | | | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | Class I Trustee of NFJ since 2022, nominee for term expiring 2027 Class I Trustee of NIE since 2022, term expires at the 2026 Annual Meeting Class I Trustee of VGI since 2020, term expires at the 2025 Annual Meeting Class II Trustee of EDF since 2022, term expires at the 2025 Annual Meeting Class III Director | | | | | |||
| Opportunities Fund, Virtus Convertible & Income 2024 Target Term Fund, Virtus Convertible & Income Fund, Virtus Convertible & Income Fund II, Virtus Diversified Income & Convertible Fund, Virtus Equity & Convertible Income Fund, and Virtus Dividend, Interest & Premium Strategy Fund; Trustee (since | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | | |
Interested Trustee | | | | | | | | | | | |
YOB: Portfolios Overseen: | | | Class III Trustee of AIO since 2021, term expires at the 2025 Annual Meeting Class III Trustee of CBH since 2021, term expires at the 2026 Annual Meeting Class II Trustee of NCV since 2021, term expires at the 2026 Annual Meeting Class II Trustee of NCZ Class II Trustee of ACV since 2021, term expires at the 2026 Annual Meeting Class II Trustee of NFJ Class III Trustee of NIE since 2021, term expires at the 2025 Annual Meeting Class III Trustee of VGI since 2011, nominee for term expiring 2027 Class I Trustee of EDF since 2022, nominee for term expiring 2027 Class II Director of ZTR since 2006, | | | | | Director (since 2023), Stone Harbor Investment Funds plc (21 sub-funds), Stone Harbor Global Funds plc (27 sub-funds) and Virtus Global Funds ICAV (5 portfolios); Trustee, | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | ||
Fund Family | | |||||||||
| | Name of Trustee | | | | Aggregate Compensation from ACV for the Fiscal Year Ended January 31, 2021 | | | | Aggregate Compensation from NIE for the Fiscal Year Ended January 31, 2021 | | | | Aggregate Compensation from NFJ for the Fiscal Year Ended January 31, 2021 | | | | Aggregate Compensation from NCV for the Fiscal Year Ended February 28, 2021 | | | | Aggregate Compensation from NCZ for the Fiscal Year Ended February 28, 2021 | | | | Aggregate Compensation from CBH for the Fiscal Year Ended February 28, 2021 | | | | Aggregate Compensation from AIO for the Fiscal Year Ended February 28, 2021 | | | | Total Compensation from the Funds and Fund Complex(1) Paid to Trustee for the Calendar Year Ended December 31, 2020(2) | | | ||||||||||||||||||||||||
| | Sarah E. Cogan | | | | | $ | 3,072 | | | | | | $ | 7,973 | | | | | | $ | 13,980 | | | | | | $ | 5,164 | | | | | | $ | 3,900 | | | | | | $ | 1,923 | | | | | | $ | 8,870 | | | | | | $ | 470,000 | | | |
| | Deborah A. DeCotis | | | | | $ | 2,948 | | | | | | $ | 7,652 | | | | | | $ | 13,416 | | | | | | $ | 4,954 | | | | | | $ | 3,742 | | | | | | $ | 1,845 | | | | | | $ | 8,510 | | | | | | $ | 535,000 | | | |
| | F. Ford Drummond | | | | | $ | 3,010 | | | | | | $ | 7,813 | | | | | | $ | 13,698 | | | | | | $ | 5,059 | | | | | | $ | 3,821 | | | | | | $ | 1,884 | | | | | | $ | 8,690 | | | | | | $ | 240,000 | | | |
| | Hans W. Kertess | | | | | $ | 2,948 | | | | | | $ | 7,652 | | | | | | $ | 13,416 | | | | | | $ | 4,954 | | | | | | $ | 3,742 | | | | | | $ | 1,845 | | | | | | $ | 8,510 | | | | | | $ | 460,000 | | | |
| | James S. MacLeod | | | | | $ | 3,072 | | | | | | $ | 7,973 | | | | | | $ | 13,980 | | | �� | | | $ | 5,164 | | | | | | $ | 3,900 | | | | | | $ | 1,923 | | | | | | $ | 8,870 | | | | | | $ | 245,000 | | | |
| | Philip R. McLoughlin(3) | | | | | | — | | | | | | | — | | | | | | | — | | | | | | $ | 105 | | | | | | $ | 79 | | | | | | $ | 39 | | | | | | $ | 180 | | | | | | | — | | | |
| | William B. Ogden, IV | | | | | $ | 3,010 | | | | | | $ | 7,813 | | | | | | $ | 13,698 | | | | | | $ | 5,059 | | | | | | $ | 3,821 | | | | | | $ | 1,884 | | | | | | $ | 8,690 | | | | | | $ | 465,000 | | | |
| | Alan Rappaport | | | | | $ | 3,888 | | | | | | $ | 10,093 | | | | | | $ | 17,696 | | | | | | $ | 6,538 | | | | | | $ | 4,938 | | | | | | $ | 2,435 | | | | | | $ | 11,230 | | | | | | $ | 535,000 | | | |
| | Name of Trustee | | | | Aggregate Compensation from ACV for the Fiscal Year Ended January 31, 2021 | | | | Aggregate Compensation from NIE for the Fiscal Year Ended January 31, 2021 | | | | Aggregate Compensation from NFJ for the Fiscal Year Ended January 31, 2021 | | | | Aggregate Compensation from NCV for the Fiscal Year Ended February 28, 2021 | | | | Aggregate Compensation from NCZ for the Fiscal Year Ended February 28, 2021 | | | | Aggregate Compensation from CBH for the Fiscal Year Ended February 28, 2021 | | | | Aggregate Compensation from AIO for the Fiscal Year Ended February 28, 2021 | | | | Total Compensation from the Funds and Fund Complex(1) Paid to Trustee for the Calendar Year Ended December 31, 2020(2) | | | ||||||||||||||||||||||||
| | Davey S. Scoon | | | | | $ | 2,948 | | | | | | $ | 7,652 | | | | | | $ | 13,416 | | | | | | $ | 4,954 | | | | | | $ | 3,742 | | | | | | $ | 1,845 | | | | | | $ | 8,510 | | | | | | $ | 235,000 | | | |
| | Advisory Board Member Brian T. Zino(3) | | | | | | — | | | | | | | — | | | | | | | — | | | | | | $ | 105 | | | | | | $ | 79 | | | | | | $ | 39 | | | | | | $ | 180 | | | | | | | — | | | |
Name and Year of Birth | | | Position(s) held with the of Time Served | | | Principal Occupation(s) During Past 5 Years | |
Batchelar, Peter J. YOB: 1970 | | | Senior Vice President Senior Vice President (since Senior Vice President (since 2022), EDF | | | Senior Vice President, Product Development (since 2017), Vice President, Product Development (2008 to | |
Bradley, W. Patrick YOB: 1972 | | | Executive Vice President, Chief Financial Officer and Treasurer (since 2021), AIO, CBH, NCV, NCZ, ACV, NFJ and NIE Executive Vice President (since Executive Vice President, Chief Financial Officer and Treasurer (since 2022), EDF Executive Vice | | | Executive Vice President, Fund Services (since 2016), Senior Vice President, Fund Services (2010 to 2016) and various officer positions (since | |
Name and Year of Birth | | | Position(s) held with the of Time Served | | | Principal Occupation(s) During Past 5 Years | |
| | | President (since 2016), Senior Vice President (2013 to 2016), Vice President (2012 to 2013), Chief Financial Officer and Treasurer (since 2010), ZTR | | | | |
Branigan, Timothy YOB: 1976 | | | Vice President and Fund Chief Compliance Officer (since 2022), Assistant Vice President and Deputy Fund Chief Compliance Officer (March to May 2022), AIO, CBH, NCV, NCZ, ACV, NFJ, NIE, VGI and ZTR Vice President and Fund Chief Compliance Officer (since 2022), Assistant Vice President and Deputy Fund Chief Compliance Officer (April to May 2022), EDF | | | Various officer positions (since 2019) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc. | |
Fromm, Jennifer YOB: 1973 | | | Vice President (since 2021), Assistant Secretary (2021 to 2022) and Chief Legal Officer, Counsel and Secretary (since 2022), AIO, CBH, NCV, NCZ, ACV, NFJ and NIE Vice President, Chief Legal Officer, Counsel and Secretary (since 2020), VGI and ZTR Vice President, Chief Legal Officer, Counsel and Secretary (since 2022), EDF | | | Vice President (since 2016) and Senior Counsel, Legal (since 2007) and various officer positions (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; and various officer positions (since 2008) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc. | |
Name and Year of Birth | | | Position(s) held with the Fund and Length of Time Served | | | Principal Occupation(s) During Past 5 Years | |
Hackett, Amy YOB: 1968 | | | Vice President and Assistant Treasurer (since 2021), AIO, CBH, NCV, NCZ, ACV, NFJ and NIE Vice President (since 2013) and Assistant Treasurer (since 2011), VGI Vice President and Assistant Treasurer (since 2022), EDF Vice President (since 2013) and Assistant Treasurer (since 2012), ZTR | | | Vice President (since 2010) and Assistant Vice President (2007 to 2010), Fund Services, Virtus Investment Partners, Inc. and/or certain of its subsidiaries; and various officer positions (since 2007) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc. | |
Krishnan, Suneeta YOB: 1965 | | | Vice President and Assistant Treasurer (since 2021), AIO, CBH, NCV, NCZ, ACV, NFJ and NIE Vice President (since 2018) and Assistant Treasurer (since 2011), VGI Vice President and Assistant Treasurer (since 2022), EDF Vice President (since 2018) and Assistant Treasurer (since 2012), ZTR | | | Vice President (since 2017) and Assistant Treasurer (since 2007), Mutual Fund Administration, Virtus Investment Partners, Inc. and/or certain of its subsidiaries; and various officer positions (since 2009) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc. | |
Rahman, Mahmood YOB: 1967 | | | Assistant Vice President (since 2021), AIO, CBH, NCV, NCZ, ACV, NFJ, NIE, VGI and ZTR Assistant Vice President (since 2022), EDF | | | Vice President (since 2023), Tax Director (since 2020) and Assistant Vice President, Fund Administration (2020 to 2023), Virtus Investment Partners, Inc.; Assistant Vice President (since 2021) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc.; and Assistant Treasurer and Tax Director, Grantham, Mayo, Van Otterloo & Co. LLC | |
Name and Year of Birth | | | Position(s) held with the Fund and Length of Time Served | | | Principal Occupation(s) During Past 5 Years | |
| | | | | | ||
| |||||||
Short, Julia R. YOB: 1972 | | | Senior Vice President Senior Vice President (since Senior Vice President (since 2022), EDF | | | Senior Vice President, Product Development (since 2017), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; Senior Vice President (since |
Investments (2004 to 2017). | | ||||||
Smirl, Richard W. YOB: 1967 | | | Executive Vice President (since 2021), AIO, CBH, NCV, NCZ, ACV, NFJ, NIE, VGI and ZTR Executive Vice President (since 2022), EDF | | | Chief Operating Officer (since 2021), Virtus Investment Partners, Inc.; Executive Vice President (since 2021), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; Executive Vice President (since 2021) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc.; Chief Operating Officer (2018 to 2021), Russell Investments; Executive Director (Jan. to July 2018), State of Wisconsin Investment Board; and Partner and Chief Operating Officer (2004 to 2018), William Blair Investment Management. | |
Thaker, Nikita K. YOB: 1978 | | | Vice President, Controller and Assistant Treasurer (since 2021), AIO, CBH, NCV, NCZ, ACV, NFJ and NIE Vice President and Controller (since 2021) and Assistant Treasurer (since 2017), VGI Vice President, Controller and Assistant Treasurer (since 2022), EDF Vice President and Controller (since 2021) and Assistant Treasurer (since 2013), ZTR | | | Vice President (since 2021) and Assistant Vice President (2016 to 2021), Mutual Fund Administration, Virtus Investment Partners, Inc. and/or certain of its subsidiaries; and various officer positions (since 2013) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc. | |
Name of Trustee | | | Dollar Range of Equity Securities in AIO | | | Dollar Range of Equity Securities in CBH | | | Dollar Range of Equity Securities in NCV | | | Dollar Range of Equity Securities in NCZ | |
Independent Trustees | | | | | | | | | | | |||
Donald C. Burke | | | $10,001 – $50,000 | | | $10,001 – $50,000 | | | $10,001 – $50,000 | | | $10,001 – $50,000 | |
Sarah E. Cogan | | | $10,001 – $50,000 | | | $10,001 – $50,000 | | | $1 – $10,000 | | | $1 – $10,000 | |
Deborah A. DeCotis | | | $10,001 – $50,000 | | | None | | | $1 – $10,000 | | | $1 – $10,000 | |
F. Ford Drummond | | | $1 – $10,000 | | | $1 – $10,000 | | | $1 – $10,000 | | | $1 – $10,000 | |
Sidney E. Harris | | | N/A | | | N/A | | | N/A | | | N/A | |
John R. Mallin | | | N/A | | | N/A | | | N/A | | | N/A | |
Connie D. McDaniel | | | $50,001 – $100,000 | | | None | | | None | | | None | |
Philip R. McLoughlin | | | $1 – $10,000 | | | None | | | $1 – $10,000 | | | None | |
Geraldine M. McNamara | | | None | | | None | | | None | | | None | |
R. Keith Walton | | | None | | | None | | | None | | | None | |
Brian T. Zino | | | $10,001 – $50,000 | | | None | | | $10,001 – $50,000 | | | $1 – $10,000 | |
Interested Trustee | | | | | | | | | | | |||
George R. Aylward | | | Over $100,000 | | | None | | | $10,001 – $50,000 | | | $10,001 – $50,000 | |
Name of Trustee | | | Dollar Range of Equity Securities in ACV | | | Dollar Range of Equity Securities in NFJ | | | Dollar Range of Equity Securities in NIE | | | Dollar Range of Equity Securities in VGI | |
Independent Trustees | | | | | | | | | | | |||
Donald C. Burke | | | $10,001 – $50,000 | | | $10,001 – $50,000 | | | $10,001 – $50,000 | | | $10,001 – $50,000 | |
Sarah E. Cogan | | | $10,001 – $50,000 | | | $10,001 – $50,000 | | | $10,001 – $50,000 | | | $10,001 – $50,000 | |
Deborah A. DeCotis | | | $1 – $10,000 | | | $1 – $10,000 | | | $1 – $10,000 | | | None | |
F. Ford Drummond | | | $50,001 – $100,000 | | | $1 – $10,000 | | | $10,001 – $50,000 | | | $1 – $10,000 | |
Name of Trustee | | | Dollar Range of Equity Securities in ACV | | | Dollar Range of Equity Securities in NFJ | | | Dollar Range of Equity Securities in NIE | | | Dollar Range of Equity Securities in VGI | |
Sidney E. Harris | | | N/A | | | N/A | | | N/A | | | $10,001 – $50,000 | |
John R. Mallin | | | N/A | | | N/A | | | N/A | | | $1 – $10,000 | |
Connie D. McDaniel | | | None | | | None | | | None | | | $10,001 – $50,000 | |
Philip R. McLoughlin | | | None | | | None | | | $10,001 – $50,000 | | | $10,001 – $50,000 | |
Geraldine M. McNamara | | | None | | | None | | | None | | | $1 – $10,000 | |
R. Keith Walton | | | $1 – $10,000 | | | None | | | None | | | $1 – $10,000 | |
Brian T. Zino | | | $10,001 – $50,000 | | | $10,001 – $50,000 | | | $10,001 – $50,000 | | | $10,001 – $50,000 | |
Interested Trustee | | | | | | | | | | | |||
George R. Aylward | | | $50,001 – $100,000 | | | $50,001 – $100,000 | | | $50,001 – $100,000 | | | $10,001 – $50,000 | |
Name of Trustee | | | Dollar Range of Equity Securities in EDF | | | Dollar Range of Equity Securities in ZTR | | | Aggregate Dollar Range of Equity Securities in All Funds Overseen by Trustees in Family of Registered Investment Companies* | |
Independent Trustees | | | | | | | | |||
Donald C. Burke | | | $10,001 – $50,000 | | | $10,001 – $50,000 | | | Over $100,000 | |
Sarah E. Cogan | | | None | | | $10,001 – $50,000 | | | Over $100,000 | |
Deborah A. DeCotis | | | None | | | None | | | Over $100,000 | |
F. Ford Drummond | | | $10,001 – $50,000 | | | $1 – $10,000 | | | Over $100,000 | |
Sidney E. Harris | | | None | | | $10,001 – $50,000 | | | Over $100,000 | |
John R. Mallin | | | $10,001 – $50,000 | | | $1 – $10,000 | | | Over $100,000 | |
Connie D. McDaniel | | | None | | | $10,001 – $50,000 | | | Over $100,000 | |
Philip R. McLoughlin | | | None | | | $50,001 – $100,000 | | | Over $100,000 | |
Geraldine M. McNamara | | | None | | | $1 – $10,000 | | | Over $100,000 | |
R. Keith Walton | | | None | | | $10,001 – $50,000 | | | Over $100,000 | |
Brian T. Zino | | | $10,001 – $50,000 | | | $10,001 – $50,000 | | | Over $100,000 | |
Interested Trustee | | | | | | | | |||
George R. Aylward | | | None | | | $50,001 – $100,000 | | | Over $100,000 | |
Fund | | | Fiscal Year Ended | | | Audit Fees | | |||
NIE | | | January 31, 2021 | | | | $ | 66,503 | | |
| | | January 31, 2020 | | | | $ | 64,192 | | |
NFJ | | | January 31, 2021 | | | | $ | 78,671 | | |
| | | January 31, 2020 | | | | $ | 75,937 | | |
ACV | | | January 31, 2021 | | | | $ | 75,993 | | |
| | | January 31, 2020 | | | | $ | 73,352 | | |
NCV | | | February 29, 2020 | | | | $ | 83,356 | | |
| | | February 28, 2021 | | | | $ | 80,459 | | |
NCZ | | | February 29, 2020 | | | | $ | 83,356 | | |
| | | February 28, 2021 | | | | $ | 80,459 | | |
CBH | | | February 29, 2020 | | | | $ | 77,182 | | |
| | | February 28, 2021 | | | | $ | 74,500 | | |
AIO | | | February 28, 2021 | | | | $ | 72,520 | | |
| | | February 29, 2020 | | | | $ | 70,000 | | |
Fund | | | Fiscal Year Ended | | | Audit-Related Fees | | |||
NIE | | | January 31, 2021 | | | | $ | 0 | | |
| | | January 31, 2020 | | | | $ | 0 | | |
NFJ | | | January 31, 2021 | | | | $ | 0 | | |
| | | January 31, 2020 | | | | $ | 0 | | |
ACV | | | January 31, 2021 | | | | $ | 0 | | |
| | | January 31, 2020 | | | | $ | 0 | | |
NCV | | | February 28, 2021 | | | | $ | 17,738 | | |
| | | February 29, 2020 | | | | $ | 17,738 | | |
NCZ | | | February 28, 2021 | | | | $ | 17,738 | | |
| | | February 29, 2020 | | | | $ | 30,238 | | |
CBH | | | February 28, 2021 | | | | $ | 0 | | |
| | | February 29, 2020 | | | | $ | 0 | | |
AIO | | | February 28, 2021 | | | | $ | 0 | | |
| | | February 29, 2020 | | | | $ | 0 | | |
| | Name of Trustee | | | | Aggregate Compensation from AIO | | | | Aggregate Compensation from CBH | | | | Aggregate Compensation from NCV | | | | Aggregate Compensation from NCZ | | | ||||||||||||
| | Donald C. Burke(1) | | | | | $ | 1,575 | | | | | | $ | 397 | | | | | | $ | 815 | | | | | | $ | 611 | | | |
| | Sarah E. Cogan | | | | | $ | 5,979 | | | | | | $ | 1,502 | | | | | | $ | 3,152 | | | | | | $ | 2,361 | | | |
| | Deborah A. DeCotis | | | | | $ | 5,979 | | | | | | $ | 1,502 | | | | | | $ | 3,152 | | | | | | $ | 2,361 | | | |
| | F. Ford Drummond | | | | | $ | 6,210 | | | | | | $ | 1,559 | | | | | | $ | 3,276 | | | | | | $ | 2,453 | | | |
| | Connie D. McDaniel(2) | | | | | $ | 1,790 | | | | | | $ | 451 | | | | | | $ | 927 | | | | | | $ | 694 | | | |
| | Philip R. McLoughlin | | | | | $ | 6,636 | | | | | | $ | 1,667 | | | | | | $ | 3,492 | | | | | | $ | 2,615 | | | |
| | Geraldine M. McNamara(3) | | | | | $ | 5,993 | | | | | | $ | 1,505 | | | | | | $ | 3,159 | | | | | | $ | 2,366 | | | |
| | Alan Rappaport(4) | | | | | $ | 610 | | | | | | $ | 152 | | | | | | $ | 326 | | | | | | $ | 244 | | | |
| | R. Keith Walton(5) | | | | | $ | 6,119 | | | | | | $ | 1,537 | | | | | | $ | 3,224 | | | | | | $ | 2,415 | | | |
| | Brian T. Zino | | | | | $ | 7,203 | | | | | | $ | 1,809 | | | | | | $ | 3,800 | | | | | | $ | 2,846 | | | |
| | Name of Trustee | | | | Aggregate Compensation from ACV | | | | Aggregate Compensation from NFJ | | | | Aggregate Compensation from NIE | | | | Total Compensation from the Funds and Fund Complex(6) | | | ||||||||||||
| | Donald C. Burke(1) | | | | | $ | 511 | | | | | | $ | 3,206 | | | | | | $ | 1,525 | | | | | | $ | 463,000 | | | |
| | Sarah E. Cogan | | | | | $ | 1,928 | | | | | | $ | 11,931 | | | | | | $ | 5,618 | | | | | | $ | 393,030 | | | |
| | Deborah A. DeCotis | | | | | $ | 1,928 | | | | | | $ | 11,931 | | | | | | $ | 5,618 | | | | | | $ | 380,000 | | | |
Fund | | | Fiscal Year Ended | | | Tax Fees | | |||
NIE | | | January 31, 2021 | | | | $ | 12,000 | | |
| | | January 31, 2020 | | | | $ | 16,652 | | |
NFJ | | | January 31, 2021 | | | | $ | 12,000 | | |
| | | January 31, 2020 | | | | $ | 18,803 | | |
ACV | | | January 31, 2021 | | | | $ | 12,000 | | |
| | | January 31, 2020 | | | | $ | 18,803 | | |
NCV | | | February 28, 2021 | | | | $ | 12,000 | | |
| | | February 29, 2020 | | | | $ | 18,060 | | |
NCZ | | | February 28, 2021 | | | | $ | 12,000 | | |
| | | February 29, 2020 | | | | $ | 18,060 | | |
CBH | | | February 28, 2021 | | | | $ | 12,000 | | |
| | | February 29, 2020 | | | | $ | 18,025 | | |
AIO | | | February 28, 2021 | | | | $ | 12,000 | | |
| | | February 29, 2020 | | | | $ | 16,652 | | |
| | Name of Trustee | | | | Aggregate Compensation from ACV | | | | Aggregate Compensation from NFJ | | | | Aggregate Compensation from NIE | | | | Total Compensation from the Funds and Fund Complex(6) | | | ||||||||||||
| | F. Ford Drummond | | | | | $ | 2,002 | | | | | | $ | 12,388 | | | | | | $ | 5,830 | | | | | | $ | 381,250 | | | |
| | Connie D. McDaniel(2) | | | | | $ | 581 | | | | | | $ | 3,643 | | | | | | $ | 1,732 | | | | | | $ | 413,750 | | | |
| | Philip R. McLoughlin | | | | | $ | 2,141 | | | | | | $ | 13,267 | | | | | | $ | 6,253 | | | | | | $ | 633,750 | | | |
| | Geraldine M. McNamara(3) | | | | | $ | 1,932 | | | | | | $ | 11,956 | | | | | | $ | 5,631 | | | | | | $ | 491,397 | | | |
| | Alan Rappaport(4) | | | | | $ | 196 | | | | | | $ | 1,209 | | | | | | $ | 559 | | | | | | $ | 3,297 | | | |
| | R. Keith Walton(5) | | | | | $ | 1,973 | | | | | | $ | 12,217 | | | | | | $ | 5,754 | | | | | | $ | 400,353 | | | |
| | Brian T. Zino | | | | | $ | 2,322 | | | | | | $ | 14,363 | | | | | | $ | 6,761 | | | | | | $ | 415,000 | | | |
Fund | | | Fiscal Year Ended | | | Aggregate Non-Audit Fees for Fund | | | Non-Audit Fees for Accounting Affiliates | | | Aggregate Non-Audit Fees | | |||||||||
NIE | | | January 31, 2021 | | | | $ | 12,000 | | | | | $ | 1,409,502 | | | | | $ | 1,421,502 | | |
| | | January 31, 2020 | | | | $ | 16,652 | | | | | $ | 963,218 | | | | | $ | 979,870 | | |
NFJ | | | January 31, 2021 | | | | $ | 12,000 | | | | | $ | 1,409,502 | | | | | | 1,421,502 | | |
| | | January 31, 2020 | | | | $ | 18,803 | | | | | $ | 963,218 | | | | | $ | 982,021 | | |
ACV | | | January 31, 2021 | | | | $ | 12,000 | | | | | $ | 1,409,502 | | | | | $ | 1,421,502 | | |
| | | January 31, 2020 | | | | $ | 18,803 | | | | | $ | 963,218 | | | | | $ | 982,021 | | |
NCV** | | | February 28, 2021 | | | | $ | 29,738 | | | | | $ | — | | | | | $ | 29,738 | | |
| | | February 29, 2020 | | | | $ | 35,798 | | | | | $ | 945,480 | | | | | $ | 981,278 | | |
Fund | | | Fiscal Year Ended | | | Aggregate Non-Audit Fees for Fund | | | Non-Audit Fees for Accounting Affiliates | | | Aggregate Non-Audit Fees | | |||||||||
NCZ** | | | February 28, 2021 | | | | $ | 29,738 | | | | | $ | — | | | | | $ | 29,738 | | |
| | | February 29, 2020 | | | | $ | 48,298 | | | | | $ | 932,980 | | | | | $ | 981,278 | | |
CBH** | | | February 28, 2021 | | | | $ | 12,000 | | | | | $ | — | | | | | $ | 12,000 | | |
| | | February 29, 2020 | | | | $ | 18,052 | | | | | $ | 963,218 | | | | | $ | 981,243 | | |
AIO** | | | February 28, 2021 | | | | $ | 12,000 | | | | | $ | — | | | | | $ | 12,000 | | |
| | | February 29, 2020 | | | | $ | 16,652 | | | | | $ | 963,218 | | | | | $ | 979,870 | | |
| | Name of Trustee | | | | Aggregate Compensation from VGI | | | | Aggregate Compensation from EDF | | | | Aggregate Compensation from ZTR | | | | Total Compensation from the Funds and Fund Complex(1) | | | ||||||||||||
| | Donald C. Burke | | | | | $ | 1,794 | | | | | | $ | 1,383 | | | | | | $ | 8,618 | | | | | | $ | 453,000 | | | |
| | Sarah E. Cogan | | | | | $ | 1,801 | | | | | | $ | 1,401 | | | | | | $ | 8,646 | | | | | | $ | 387,500 | | | |
| | Deborah A. DeCotis | | | | | $ | 1,778 | | | | | | $ | 1,370 | | | | | | $ | 8,543 | | | | | | $ | 387,500 | | | |
| | F. Ford Drummond | | | | | $ | 1,778 | | | | | | $ | 1,365 | | | | | | $ | 8,547 | | | | | | $ | 387,500 | | | |
| | Sidney E. Harris | | | | | $ | 1,704 | | | | | | $ | 1,272 | | | | | | $ | 8,221 | | | | | | $ | 340,000 | | | |
| | John R. Mallin | | | | | $ | 1,653 | | | | | | $ | 1,206 | | | | | | $ | 7,998 | | | | | | $ | 340,000 | | | |
| | Connie D. McDaniel | | | | | $ | 1,848 | | | | | | $ | 1,436 | | | | | | $ | 8,862 | | | | | | $ | 402,500 | | | |
| | Philip R. McLoughlin | | | | | $ | 1,953 | | | | | | $ | 1,543 | | | | | | $ | 9,334 | | | | | | $ | 635,000 | | | |
| | Geraldine M. McNamara | | | | | $ | 1,780 | | | | | | $ | 1,372 | | | | | | $ | 8,555 | | | | | | $ | 503,897 | | | |
| | R. Keith Walton | | | | | $ | 1,814 | | | | | | $ | 1,406 | | | | | | $ | 8,704 | | | | | | $ | 396,603 | | | |
| | Brian T. Zino | | | | | $ | 1,807 | | | | | | $ | 1,401 | | | | | | $ | 8,677 | | | | | | $ | 422,500 | | | |
Fund | | | Auditor | | | Fiscal Year Ended | | | Audit Fees | | | Audit- Related Fees* | | | Tax Fees** | | | All Other Fees | | |||||||||||||||
AIO | | | | | PwC | | | | January 31, 2024 | | | | $ | 43,588 | | | | | $ | 2,914 | | | | | $ | 8,104 | | | | | $ | 0 | | |
AIO | | | | | PwC | | | | January 31, 2023 | | | | $ | 42,525 | | | | | $ | 1,424 | | | | | $ | 14,864 | | | | | $ | 0 | | |
CBH | | | | | PwC | | | | January 31, 2024 | | | | $ | 47,355 | | | | | $ | 2,914 | | | | | $ | 8,104 | | | | | $ | 0 | | |
CBH | | | | | PwC | | | | January 31, 2023 | | | | $ | 46,200 | | | | | $ | 1,424 | | | | | $ | 10,668 | | | | | $ | 0 | | |
NCV | | | | | PwC | | | | January 31, 2024 | | | | $ | 47,355 | | | | | $ | 2,914 | | | | | $ | 8,104 | | | | | $ | 0 | | |
NCV | | | | | PwC | | | | January 31, 2023 | | | | $ | 46,200 | | | | | $ | 18,424 | | | | | $ | 9,873 | | | | | $ | 0 | | |
NCZ | | | | | PwC | | | | January 31, 2024 | | | | $ | 47,355 | | | | | $ | 2,914 | | | | | $ | 8,104 | | | | | $ | 0 | | |
NCZ | | | | | PwC | | | | January 31, 2023 | | | | $ | 46,200 | | | | | $ | 18,424 | | | | | $ | 7,779 | | | | | $ | 0 | | |
ACV | | | | | PwC | | | | January 31, 2024 | | | | $ | 43,588 | | | | | $ | 2,914 | | | | | $ | 10,604 | | | | | $ | 0 | | |
ACV | | | | | PwC | | | | January 31, 2023 | | | | $ | 42,525 | | | | | $ | 1,424 | | | | | $ | 24,705 | | | | | $ | 0 | | |
NFJ | | | | | PwC | | | | January 31, 2024 | | | | $ | 43,588 | | | | | $ | 2,914 | | | | | $ | 10,604 | | | | | $ | 0 | | |
NFJ | | | | | PwC | | | | January 31, 2023 | | | | $ | 42,525 | | | | | $ | 1,424 | | | | | $ | 27,717 | | | | | $ | 0 | | |
NIE | | | | | PwC | | | | January 31, 2024 | | | | $ | 43,588 | | | | | $ | 2,914 | | | | | $ | 10,604 | | | | | $ | 0 | | |
NIE | | | | | PwC | | | | January 31, 2023 | | | | $ | 42,525 | | | | | $ | 1,424 | | | | | $ | 16,326 | | | | | $ | 0 | | |
VGI | | | | | PwC | | | | November 30, 2023 | | | | $ | 33,881 | | | | | $ | 7,931 | | | | | $ | 3,504 | | | | | $ | 0 | | |
VGI | | | | | PwC | | | | November 30, 2022 | | | | $ | 33,055 | | | | | $ | 4,724 | | | | | $ | 4,078 | | | | | $ | 0 | | |
EDF | | | | | PwC | | | | November 30, 2023 | | | | $ | 43,153 | | | | | $ | 0 | | | | | $ | 0 | | | | | $ | 0 | | |
EDF | | | | | Deloitte | | | | November 30, 2022 | | | | $ | 55,900 | | | | | $ | 0 | | | | | $ | 5,000 | | | | | $ | 0 | | |
ZTR | | | | | PwC | | | | November 30, 2023 | | | | $ | 33,881 | | | | | $ | 7,931 | | | | | $ | 5,147 | | | | | $ | 0 | | |
ZTR | | | | | PwC | | | | November 30, 2022 | | | | $ | 33,050 | | | | | $ | 4,724 | | | | | $ | 4,078 | | | | | $ | 1,500 | | |
Title of Class | | | Name and Address of Beneficial Ownership | | | No. of Shares | | | Percent of Class | | ||||||
Preferred Shares of ACV | | | Metropolitan Life Insurance Co/NY One MetLife Way Whippany, NJ 07981 | | | | | 1,200,000 | | | | | | 100%(1) | | |
Common Shares of CBH | | | Punch & Associates Investment Management Inc. 7701 France Ave South, Suite 300 Edina, MN 55435 | | | | | 1,247,027 | | | | | | 6.83% | | |
Common Shares of CBH | | | Morgan Stanley 1585 Broadway New York, NY 10036 | | | | | 1,152,609 | | | | | | 6.31% | | |
Common Shares of EDF | | | First Trust Portfolios L.P. First Trust Advisors L.P. The Charger Corporation 120 East Liberty Drive, Suite 400 Wheaton, IL 60187 | | | | | 4,737,018 | | | | | | 16.32% | | |
Preferred Shares of NCV | | | Metropolitan Life Insurance Company 200 Park Ave New York, NY 10166 | | | | | 2,580,000 | | | | | | 38.86%(1) | | |
Preferred Shares of NCV | | | RiverNorth Capital Management LLC 325 N. LaSalle Street, Suite 645 Chicago, IL 60654 | | | | | 342,884 | | | | | | 5.16%(1) | | |
Common Shares of NCV | | | Morgan Stanley 1585 Broadway New York, NY 10036 | | | | | 5,363,123 | | | | | | 5.93% | | |
Title of Class | | | Name and Address of Beneficial Ownership | | | No. of Shares | | | Percent of Class | | ||||||
Preferred Shares of NCZ | | | Metropolitan Life Insurance Company 200 Park Ave New York, NY 10166 | | | | | 820,000 | | | | | | 15.65%(1) | | |
Preferred Shares of NCZ | | | Fidelity National Financial, Inc. 601 Riverside Ave Jacksonville, FL 32204 | | | | | 475,000 | | | | | | 9.06%(1) | | |
Common Shares of NCZ | | | Morgan Stanley 1585 Broadway New York, NY 10036 | | | | | 7,683,500 | | | | | | 10.09% | | |
Common Shares of NFJ | | | Morgan Stanley 1585 Broadway New York, NY 10036 | | | | | 6,331,011 | | | | | | 6.68% | | |
Common Shares of VGI | | | SIT Investment Associates Inc 3300 IDS Center 80 South Eighth Street Minneapolis, MN 55402 | | | | | 1,466,443 | | | | | | 12.96% | | |
Common Shares of VGI | | | 1607 Capital Partners, LLC 13 S. 13th Street, Suite 400 Richmond, VA 23219 | | | | | 586,724 | | | | | | 5.19% | | |
Common Shares of ZTR | | | SIT Investment Associates Inc 3300 IDS Center 80 South Eighth Street Minneapolis, MN 55402 | | | | | 4,020,721 | | | | | | 5.86% | | |
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the Joint Annual Meeting of Shareholders to be held virtually at the following Website: www.meetnow.global/MSJQNWR on June 3, 2024 at 3:30 p.m. Eastern Time and at any and all adjournments thereof (the “Meeting”), to vote all shares of preferred stock of Virtus |
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