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28, 2023
02116.
Andrew G. Arnott
President and CEO
John Hancock Investments
This is the formal agenda for your fund'sfund’s shareholder meeting. It tells you what matters will be voted on and the time and place of attending the meeting, should you wish to attend in person.
20, 2024.
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(ii) (iii) INSTRUCTIONS FOR EXECUTING PROXY CARDSINSTRUCTIONS FOR VOTING BY TOUCH-TONE TELEPHONE■Instructions For Voting By Touch-Tone Telephone■■■INSTRUCTIONS FOR VOTING BY INTERNET■■■■
PROXY STATEMENT
ANNUAL MEETING OF SHAREHOLDERSTO BE HELD ON
28, 2023.
Global Shareholder Yield Fund.
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2022 2022 202014, 2017,27, 2023, as the record date for determining shareholders eligible to vote at the Meeting (the "Record Date"“Record Date”). All shareholders of record at the close of business on the Record Date are entitled to one vote for each share (and fractional votes for fractional shares) on all business of the Meeting or any adjournment of the Meeting. On the Record Date, the following number of shares of beneficial interest of each fund were outstanding:18,647,80812,204,66926,011,98621,274,51531,576,98548,343,93535,384,96111,034,238fund'sfund’s shares as of November 14, 2017.27, 2023. Information related to these shareholders may be different as of the Record Date.
of Owner1,537,3558.30%8.3%11,605,64711.77%18.22%2Tax-Advantaged DividendUBS Group AGBAHNHOFSTRASSE 45Zurich, SW 8001 - Switzerland1,958,6075.29%8.2%1First Trust Portfolios LP120 East Liberty DriveWheaton, IL 601871,147,84310.77%9.99%3Morgan Stanley Smith Barney LLC1585 BroadwayNew York, NY 100361,111,70610.0%9.40%4SeptemberDecember 30, 20172016MayDecember 31, 2017September 29, 2017
August 31, 20232
02116.
Rathke.
| Current Position(s) with the |
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Independent Trustees | ||||
Noni L. Ellison (1971) | Trustee since 2022 (A-H) | Senior Vice President, General Counsel & Corporate Secretary, Tractor Supply Company (rural lifestyle retailer) (since 2021); General Counsel, Chief Compliance Officer & Corporate Secretary, Carestream Dental, L.L.C. (2017–2021); Associate General Counsel & Assistant Corporate Secretary, W.W. Grainger, Inc. (global industrial supplier) (2015–2017); Board Member, Goodwill of North Georgia, 2018 (FY2019)–2020 (FY2021); Board Member, Howard University School of Law Board of Visitors (since 2021); Board Member, University of Chicago Law School Board of Visitors (since 2016); Board member, Children’s Healthcare of Atlanta Foundation Board (2021–2023). Trustee of various trusts within the John Hancock Fund Complex | ||
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(since 2022). |
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175 |
Name (Birth Year) |
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FOUR NOMINEES STANDING FOR ELECTION TERM TO EXPIRE IN 2021
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Independent Trustees | |||
Frances G. Rathke (1960) | Trustee since 2020 (A-H) | Director, Audit Committee Chair, Oatly Group AB (plant-based drink company) (since 2021); Director, Audit Committee Chair and Compensation Committee Member, Green Mountain Power Corporation (since 2016); Director, Treasurer and Finance & Audit Committee Chair, Flynn Center for Performing Arts (since 2016); Director and Audit Committee Chair, Planet Fitness (since 2016); Chief Financial Officer and Treasurer, Keurig Green Mountain, Inc. (2003–retired 2015). Trustee of various trusts within the John Hancock Fund Complex | |
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(since 2020). |
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175 |
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Information Concerning Other Trustees
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Independent Trustees | ||||
James R. Boyle (1959) | Trustee since 2015 (A-H)1 | Board Member, United of Omaha Life Insurance Company (since 2022). Board Member, Mutual of Omaha Investor Services, Inc. (since 2022). Foresters Financial, Chief Executive Officer (2018–2022) and board member (2017–2022). Manulife Financial and John Hancock, more than 20 years, retiring in 2012 as Chief Executive Officer, John Hancock and Senior Executive Vice President, Manulife Financial. Trustee of various trusts within the John Hancock Fund Complex (2005–2014 and since 2015). | 175 | |
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William H. Cunningham (1944) | Trustee since: 2011 (B) 1994 (A,F) 2002 (C-D) 2003 (E) 2004 (G) 2007 (H) | Professor, University of Texas, Austin, Texas (since 1971); former Chancellor, University of Texas System and former President of the University of Texas, Austin, Texas; (since 2006), Lincoln National Corporation (insurance); Director, Southwest Airlines (since 2000) Trustee of various trusts within the John Hancock Complex (since 1986) |
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177 |
Grace K. Fey (1946) | Trustee since 2012 (A-H) | Chief Executive Officer, Grace Fey Advisors (since 2007); Director and Executive Vice President, Frontier Capital Management Company (1988–2007); Director, Fiduciary Trust (since 2009). Trustee of various trusts within the John Hancock Complex (since 2008). |
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179 |
Hassell H. McClellan (1945) | Trustee since 2012 (A-H) | Director/Trustee, Virtus Funds Barnes Group Wallace E. Carroll School of Management, Boston College (retired 2013).
Trustee (since 2005) and Chairperson of the Board (since 2017) Complex. | 179 |
Name (Birth Year) | Current Position(s) with the Trusts | Principal Occupation(s) and Other Directorships During the Past 5 Years | Number of Funds in John Hancock |
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Overseen by Trustee |
Independent Trustees | |||||
Gregory A. Russo (1949) | Trustee since: 2011 (B) 2008 (A, C-H) | Director and Audit Committee Chairman Member, Audit Committee and Finance Committee (2011–2020), NCH Healthcare System, Inc. (holding company for multi-entity healthcare system); Director and Member (2014–2018), The Moorings, Inc. (nonprofit continuing care community); Global Vice Chairman, Risk & Regulatory Matters, KPMG LLP (KPMG) (2002–2006); Vice Chairman, Industrial Markets, KPMG (1998–2002) Trustee of
Complex (since 2008) |
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175 |
Name (Birth Year) |
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TRUSTEES NOT STANDING FOR ELECTION; TERM TO EXPIRE IN 2019
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Non-Independent Trustees | |||
Paul Lorentz (1968) | Trustee since 2022 (A-H)2 | Global Head, Manulife Wealth and Asset Management (since 2017); General Manager, Manulife, Individual Wealth Management and Insurance (2013–2017); President, Manulife Investments (2010–2016). Trustee of various trusts within the John Hancock Fund Complex | |
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2022). |
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175 |
(A) Financial Opportunities Fund(B) Hedged Equity & Income Fund(C) Preferred Income Fund(D) Preferred Income Fund II(E) Preferred Income Fund III(F) Premium Dividend Fund(G) Tax-Advantaged Dividend Income Fund(H) Tax-Advantaged Global Shareholder Yield Fund
2
3 "John Hancock retail funds"
Name (Birth Year) | Current Position(s) with the Trusts | Principal Occupation(s) and Other Directorships During the Past 5 Years | Number of Funds in John Hancock Fund Complex Overseen by Trustee |
Independent Trustees | |||
Dean C. Garfield (1968) | Trustee since 2022 (A-H) | Vice President, Netflix, Inc. (since 2019); President & Chief Executive Officer, Information Technology Industry Council (2009–2019); NYU School of Law Board of Trustees (since 2021); Member, U.S. Department of Transportation, Advisory Committee on Automation (since 2021); President of the United States Trade Advisory Council (2010–2018); Board Member, College for Every Student (2017–2021); Board Member, The Seed School of Washington, D.C. (2012–2017); Advisory Board Member of the Block Center for Technology and Society (since 2019). Trustee of various trusts within the John Hancock Fund Complex (since 2022). | 175 |
Name (Birth Year) | Current Position(s) with the Trusts | Principal Occupation(s) and Other Directorships During the Past 5 Years | Number of Funds in John Hancock Fund Complex Overseen by Trustee |
Independent Trustees | |||
Deborah C. Jackson (1952) | Trustee since: 2011 (B) 2008 (A, C-H) | President, Cambridge College, Cambridge, Massachusetts (since 2011); Board of Directors, Amwell Corporation (since 2020); Board of Directors, Massachusetts Women’s Forum (2018–2020); Board of Directors, National Association of Corporate Directors/New England (2015–2020); Chief Executive Officer, American Red Cross of Massachusetts Bay (2002–2011); Board of Directors of Eastern Bank Corporation (since 2001); Board of Directors of Eastern Bank Charitable Foundation (since 2001); Board of Directors of Boston Stock Exchange (2002–2008); Board of Directors of Harvard Pilgrim Healthcare (health benefits company) (2007–2011). Trustee of various trusts within the John Hancock Fund Complex (since 2008). | 177 |
Steven R. Pruchansky (1944) | Trustee since: 2011 (B) 1994 (A) 1992 (F) 2002 (C-D) 2003 (E) 2004 (G) 2007 (H) | Managing Director, Pru Realty (since 2017); Chairman and Chief Executive Officer, Greenscapes of Southwest Florida, Inc. (2014–2020); Director and President, Greenscapes of Southwest Florida, Inc. (until 2000); Member, Board of Advisors, First American Bank (until 2010); Managing Director, Jon James, LLC (real estate) (since 2000); Partner, Right Funding, LLC (2014–2017); Director, First Signature Bank & Trust Company (until 1991); Director, Mast Realty Trust (until 1994); President, Maxwell Building Corp. (until 1991). Trustee (since 1992), Chairperson of the Board (2011–2012), and Vice Chairperson of the Board (since 2012) of various trusts within the John Hancock Fund Complex. | 175 |
Name (Birth Year) | Current Position(s) with the Trusts | Principal Occupation(s) and Other Directorships During the Past 5 Years | Number of Funds in John Hancock Fund Complex Overseen by Trustee |
Non-Independent Trustees | |||
Andrew G. Arnott (1971) | Trustee since 2017 (A-H)1 | Global Head of Retail for Manulife (since 2022); Head of Wealth and Asset Management, United States and Europe, for John Hancock and Manulife (2018-2023); Director and Chairman, John Hancock Investment Management LLC (2005-2023, including prior positions); Director and Chairman, John Hancock Variable Trust Advisers LLC (2006-2023, including prior positions); Director and Chairman, John Hancock Investment Management Distributors LLC (2004-2023, including prior positions); President of various trusts within the John Hancock Fund Complex (2007-2023, including prior positions). Trustee of various trusts within the John Hancock Fund Complex (since 2017). | 177 |
the business of William H. Cunningham – Mr. Cunningham has management and operational oversight experience as a former Chancellor and President of a major university. Mr. Cunningham regularly teaches a graduate course in corporate governance at the law school and at the Red McCombs School of Business at The University of Texas at Austin. He also has oversight and corporate governance experience as a current and former director of a number of operating companies, including an insurance company. Steven R. Pruchansky – Mr. Pruchansky has entrepreneurial, executive and financial experience as a senior officer and chief executive About Nominees/about the TrusteesTrustee'sTrustee’s Principal Occupation(s) and Other Directorships set forth above, the following provides further information about each Trustee'sTrustee’s specific experience, qualifications, attributes or skills.skills with respect to each Trust. The information in this section should not be understood to mean that any of the Trustees is an "expert"“expert” within the meaning of the federal securities laws.There are no specific required qualifications for Board membership. skills.skills and expertise. Each Trustee has experience as a Trustee of each fundthe Trusts as well as experience as a Trustee of other John Hancock funds. It is the Trustees'Trustees’ belief that this allows the Board, as a whole, to oversee6eachthe fund and the other funds in the John Hancock Fund Complex in a manner consistent with the best interests of the fund'sfunds' shareholders. When considering potential nominees to fill vacancies on the Board, and as part of its annual self-evaluation, the Board reviews the mix of skills and other relevant experiences of the Trustees.Andrew G. ArnottJames R. Boyle – Through his positions as Executive Vice President of John Hancock Financial Services; DirectorMr. Boyle has high-level executive, financial, operational, governance, regulatory and Executive Vice President of the Advisor and an affiliated investment advisor, John Hancock Investment Management Services, LLC; President of John Hancock Funds, LLC; and President of the John Hancock Fund Complex, Mr. Arnott hasleadership experience in the management of investments, registered investment companies, variable annuities and retirement products, enabling him to provide management input to the Board.Charles L. Bardelis – As a director and former chief executive of an operating company, Mr. Bardelis has experience with a variety of financial staffing, regulatory and operational issues. He also has experience as a director of publicly traded companies.James R. Boyle – Through his former positions as chairman and director of the Advisor, position as a senior executive of Manulife Financial Corporation (MFC), the Advisor's parent company, and positions with other affiliates of the Advisor, Mr. Boyle has experienceservices industry, including in the development and management of registered investment companies, variable annuities, retirement and retirement products, enabling him to provide management input toinsurance products. Mr. Boyle is the Board. He also has experienceformer President and CEO of a large international fraternal life insurance company and is the former President and CEO of multi-line life insurance and financial services companies. Mr. Boyle began his career as a senior executive of healthcare and insurance companies.Certified Public Accountant with Coopers & Lybrand.Peter S. Burgess – As a financial consultant, certified public accountant and a former partner in a major international public accounting firm, Mr. Burgess has experience in the auditing of financial services companies and mutual funds. He also has experience as a director of publicly traded operating companies.AsMs. Fey has significant governance, financial services, and asset management industry expertise based on her extensive non-profit board experience, as well as her experience as a consultant to nonprofitnon-profit and corporate boards, and as a former director and executive of an investment management firm, Ms. Feyfirm.experience in the investment management industry. Shesignificant global executive operational, governance, regulatory, and leadership experience. He also has experience as a director of an operating company.Theron S. Hoffman – As a consultantleader overseeing and as a former senior executive and director of several largeimplementing global public and private companies,policy matters including a global reinsurance company and a large investment management firm, Mr. Hoffman has extensive experience in corporate governance, business operations and new product development. In addition, his prior service as chair of corporate pension trusts has given him experience in the oversight of investment managers.strategic initiatives. a bank, an insurance company, a regional stock exchange, a telemedicine company, and nonprofitnon-profit entities. current director of a public company, and as a former director of several privately held companies, Mr. McClellan has experience in corporate and financial matters. He also has experience as a director of other investment companies not affiliated with the Trust.Trusts.James M. Oates – As a senior officer and director of investment management companies, Mr. Oates has experience in investment management. Mr. Oates previously served as chief executive officer of one bank and president and chief operating officer of another bank. He also has experience as a director of publicly traded companies and investment companies not affiliated with the Trust.officer of an operating services companybusiness in the retail, service and distribution companies and a current and former director of real estate and banking companies. Mr. Pruchansky, an Independent Trustee, servesBoard's Vice Chairperson.auditing of financial statements and related materials. In addition, she has experience as a director of various organizations, including a publicly traded company and a non-profit entity.certified public accountantretired Certified Public Accountant, Mr. Russo served as a partner and former partnerGlobal Vice Chairman in a major independent registered public accounting firm, as well as a member of its geographic boards of directors and International Executive Team. As a result of Mr. Russo hasRusso’s diverse global responsibilities, he possesses accounting, finance and executive experience. He also has experience as a current and former director of various operating entities.experience.
Committee Structure
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The Board has appointed an Independent Trustee as Chairperson. The Chairperson presides at meetings of the Trustees and may call meetings of the Board and any Board committee whenever he deems it necessary. The Chairperson participates in the preparation of the agenda for meetings of the Board and the identification of information to be presented to the Board with respect to matters to be acted upon by the Board. The Chairperson also acts as a liaison with the funds' management, officers, attorneys, and other Trustees generally between meetings. The Chairperson may perform such other functions as may be requested by the Board from time to time. The Board also has also designated a Vice Chairperson to serve in the absence of the Chairperson. Except for any duties specified herein or pursuant to each fund'sTrust’s Declaration of Trust or By-Laws,By-laws, or as assigned by the Board, the designation of a Trustee as Chairperson or Vice Chairperson does not impose on that Trustee any duties, obligations or liability that are greater than the duties, obligations or liability imposed on any other Trustee, generally. The Board has designated a number of standing committees as further described below, each of which has a Chairperson. The Board also may designate working groups or ad hoc committees as it deems appropriate.
Trust.
The current membership of each committee is set forth below.
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compliance with all of the pertinent provisions of Rule 14a-8 under the Exchange Act in order to be considered by the Committee. In evaluating a nominee recommended by a shareholder, the Committee, in addition to the criteria discussed below, may consider the objectives of the shareholder in submitting that nomination and whether such objectives are consistent with the interests of all shareholders.
this proxy statement.
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The Audit Committee assists the Board in reviewing with the independent auditors, at various times throughout the year, matters relating to the Funds'funds' financial reporting. In addition, this Committee oversees the process of each Fund'sfund’s valuation of its portfolio securities, assisted by the Funds'Advisor's Pricing Committee (composed of officers of the Trust)Advisor), which calculates fair value determinations pursuant to procedures established by the Advisor and adopted by the Board.
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Executive Officers That Are Not Trustees
The following table presents information regarding the current principal officers of the funds that are not Trustees. The business address of each officer is 601 Congress200 Berkeley Street, Boston, Massachusetts 02210.
Name (Birth Year) | Current Position(s) |
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Kristie M. Feinberg (1975) | President 2022 (A-H) | Head of Wealth & Asset Management, U.S. and |
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Charles A. Rizzo (1957) | Chief Financial Officer since: 2011 (B) 2007 (A, C-H) |
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Salvatore Schiavone (1965) |
| Assistant Vice President, John Hancock Financial Services (since 2007); Vice President, John Hancock Trust Advisers LLC (since 2007); Treasurer of various trusts within the John Hancock Fund Complex (since 2007, including prior positions). | ||
Christopher (Kit) Sechler (1973) | Secretary and Chief Legal Officer since: 2018 (A-H) | Vice President and Deputy Chief Counsel, John Hancock Investment Management (since 2015); Hancock Investment Management; Assistant Secretary of John Hancock Investment Management LLC and John Hancock Variable Legal Officer and Secretary of various trusts within the John Hancock Fund Complex (since 2009, including prior positions). |
Name (Birth Year) | Current Position(s) with the Trusts1 | Principal Occupation(s) During the Past 5 Years | |
Trevor Swanberg (1979) | Chief Compliance Officer since: 2020 (A-H) | Chief Compliance Officer, John Hancock Investment Management LLC and John Hancock Variable Trust Advisers LLC (since 2020); Deputy Chief Compliance Officer, John Hancock Investment Management LLC and John Hancock LLC (2019–2020); Management LLC and John Hancock President, State Street Global Advisors (2015–2016); Chief Compliance Officer of various trusts within the John Hancock Fund positions). |
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Trustee Holdings1 | ||||
Name of Trustee | Financial Opportunities Fund | Amount | Hedged Equity & Income Fund | Amount |
Independent Trustees | ||||
Charles L. Bardelis | $10,001 – $50,000 | 587 | $10,001 – $50,000 | 714 |
Peter S. Burgess | $10,001 – $50,000 | 795 | $10,001 – $50,000 | 1,200 |
William H. Cunningham | $10,001 – $50,000 | 759 | $10,001 – $50,000 | 943 |
Grace K. Fey | $10,001 – $50,000 | 608 | $10,001 – $50,000 | 896 |
Theron S. Hoffman | $10,001 – $50,000 | 801 | $10,001 – $50,000 | 1,187 |
Deborah C. Jackson | $10,001 – $50,000 | 1,188 | $10,001 – $50,000 | 800 |
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Trustee Holdings1 | ||||
Name of Trustee | Financial Opportunities Fund | Amount of Shares | Hedged Equity & Income Fund | Amount of Shares |
Independent Trustees | ||||
James R. Boyle | $10,001-$50,000 | 915 | $10,001-$50,000 | 2,317 |
William H. Cunningham | $10,001-$50,000 | 1,163 | $10,001-$50,000 | 1,753 |
Noni L. Ellison | $10,001-$50,000 | 432 | $10,001-$50,000 | 1,153 |
Grace K. Fey | $10,001-$50,000 | 931 | $10,001-$50,000 | 1,665 |
Dean C. Garfield | None | None | None | None |
Deborah C. Jackson | $10,001-$50,000 | 1,794 | $1-$10,000 | 800 |
Hassell H. McClellan | $10,001-$50,000 | 814 | $10,001-$50,000 | 1,640 |
Steven R. Pruchansky | $1-$10,000 | 220 | $1-$10,000 | 620 |
Frances G. Rathke | $10,001-$50,000 | 453 | $10,001-$50,000 | 1,213 |
Gregory A. Russo | $10,001-$50,000 | 1,634 | $10,001-$50,000 | 2,110 |
Non-Independent Trustees | ||||
Andrew G. Arnott | None | None | None | None |
Paul Lorentz | None | None | None | None |
Name of Trustee | Financial Opportunities | Amount | Hedged Equity & Income | Amount |
Hassell H. McClellan | $10,001 – $50,000 | 531 | $10,001 – $50,000 | 883 |
James M. Oates | $10,001 – $50,000 | 839 | $10,001 – $50,000 | 1,138 |
Steven R. Pruchansky | $10,001 – $50,000 | 996 | $10,001 – $50,000 | 1,705 |
Gregory A. Russo | $10,001 – $50,000 | 1,066 | $10,001 – $50,000 | 1,136 |
Non-Independent Trustees | ||||
Andrew G. Arnott | None | None | None | None |
James R. Boyle | $10,001 – $50,000 | 597 | $10,001 – $50,000 | 1,247 |
Warren A. Thomson | None | None | None | None |
Trustee Holdings1 | ||||
Name of Trustee | Preferred Income Fund | Amount | Preferred Income Fund II | Amount |
Independent Trustees | ||||
Charles L. Bardelis | $10,001 – $50,000 | 518 | $10,001 – $50,000 | 717 |
Peter S. Burgess | $10,001 – $50,000 | 650 | $10,001 – $50,000 | 650 |
William H. Cunningham | $10,001 – $50,000 | 836 | $10,001 – $50,000 | 839 |
Grace K. Fey | $10,001 – $50,000 | 789 | $10,001 – $50,000 | 790 |
Theron S. Hoffman | $10,001 – $50,000 | 843 | $10,001 – $50,000 | 847 |
Deborah C. Jackson | $10,001 – $50,000 | 1,644 | $10,001 – $50,000 | 809 |
Hassell H. McClellan | $10,001 – $50,000 | 675 | $10,001 – $50,000 | 604 |
James M. Oates | $10,001 – $50,000 | 999 | $10,001 – $50,000 | 990 |
Steven R. Pruchansky | $10,001 – $50,000 | 1,584 | $10,001 – $50,000 | 1,714 |
Gregory A. Russo | $10,001 – $50,000 | 1,032 | $10,001 – $50,000 | 1,014 |
Non-Independent Trustees | ||||
Andrew G. Arnott | None | None | None | None |
James R. Boyle | $10,001 – $50,000 | 869 | $10,001 – $50,000 | 888 |
Warren A. Thomson | None | None | None | None |
Trustee Holdings1 | ||||
Name of Trustee | Preferred Income Fund III | Amount | Premium Dividend Fund | Amount |
Independent Trustees | ||||
Charles L. Bardelis | $10,001 – $50,000 | 754 | $10,001 – $50,000 | 1,058 |
Peter S. Burgess | $10,001 – $50,000 | 1,023 | $10,001 – $50,000 | 1,348 |
William H. Cunningham | $10,001 – $50,000 | 963 | $10,001 – $50,000 | 1,274 |
Grace K. Fey | $10,001 – $50,000 | 896 | $10,001 – $50,000 | 1,239 |
Theron S. Hoffman | $10,001 – $50,000 | 964 | $10,001 – $50,000 | 1,325 |
Deborah C. Jackson | $10,001 – $50,000 | 972 | $10,001 – $50,000 | 1,511 |
Hassell H. McClellan | $10,001 – $50,000 | 691 | $10,001 – $50,000 | 914 |
James M. Oates | $10,001 – $50,000 | 1,140 | $10,001 – $50,000 | 1,490 |
Steven R. Pruchansky | $10,001 – $50,000 | 1,935 | $10,001 – $50,000 | 2,236 |
Gregory A. Russo | $10,001 – $50,000 | 1,191 | $10,001 – $50,000 | 1,565 |
Non-Independent Trustees | ||||
Andrew G. Arnott | None | None | None | None |
James R. Boyle | $10,001 – $50,000 | 979 | $10,001 – $50,000 | 1,257 |
Warren A. Thomson | None | None | None | None |
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Trustee Holdings1 | |||||
Name of Trustee | Tax-Advantaged Dividend Income Fund | Amount | Tax-Advantaged Global Shareholder Yield Fund | Amount | All John Hancock |
Independent Trustees | |||||
Charles L. Bardelis | $10,001 – $50,000 | 564 | $1 – $10,000 | 1,099 | Over $100,000 |
Peter S. Burgess | $10,001 – $50,000 | 925 | $10,001 – $50,000 | 1,694 | Over $100,000 |
William H. Cunningham | $10,001 – $50,000 | 838 | $10,001 – $50,000 | 1,373 | Over $100,000 |
Grace K. Fey | $10,001 – $50,000 | 782 | $10,001 – $50,000 | 1,282 | Over $100,000 |
Theron S. Hoffman | $10,001 – $50,000 | 920 | $10,001 – $50,000 | 1,623 | Over $100,000 |
Deborah C. Jackson | $10,001 – $50,000 | 1,297 | $1–$10,000 | 850 | Over $100,000 |
Hassell H. McClellan | $10,001 – $50,000 | 595 | $10,001 – $50,000 | 1,349 | Over $100,000 |
James M. Oates | $10,001 – $50,000 | 873 | $10,001 – $50,000 | 1,496 | Over $100,000 |
Steven R. Pruchansky | $10,001 – $50,000 | 1,663 | $10,001 – $50,000 | 2,855 | Over $100,000 |
Gregory A. Russo | $10,001 – $50,000 | 1,150 | $10,001 – $50,000 | 1,636 | Over $100,000 |
Non-Independent Trustees | |||||
Andrew G. Arnott | None | None | None | None | Over $100,000 |
James R. Boyle | $10,001 – $50,000 | 837 | $10,001 – $50,000 | 1,805 | Over $100,000 |
Warren A. Thomson | None | None | None | None | Over $100,000 |
1Trustee share ownership is provided as of October 31, 2017.2023. The amounts reflect the aggregate dollar range of equity securities beneficially owned by the Trustees in the funds and in all John Hancock funds overseen by each Trustee. The information as to beneficial ownership is based on statements furnished to the funds by the Trustees. Each of the Trustees has all voting and investment powers with respect to the shares indicated.
Trustee Holdings1 | ||||
Name of Trustee | Preferred Income Fund | Amount of Shares | Preferred Income Fund II | Amount of Shares |
Independent Trustees | ||||
James R. Boyle | $10,001-$50,000 | 1,397 | $10,001-$50,000 | 1,444 |
William H. Cunningham | $10,001-$50,000 | 1,344 | $10,001-$50,000 | 1,365 |
Noni L. Ellison | $10,001-$50,000 | 790 | $10,001-$50,000 | 819 |
Grace K. Fey | $10,001-$50,000 | 1,267 | $10,001-$50,000 | 1,284 |
Dean C. Garfield | None | None | None | None |
Deborah C. Jackson | $10,001-$50,000 | 2,387 | $10,001-$50,000 | 1,162 |
Hassell H. McClellan | $10,001-$50,000 | 1,084 | $10,001-$50,000 | 983 |
Steven R. Pruchansky | $1-$10,000 | 408 | $1-$10,000 | 405 |
Frances G. Rathke | $1-$10,000 | 668 | $1-$10,000 | 692 |
Gregory A. Russo | $10,001-$50,000 | 1,659 | $10,001-$50,000 | 1,649 |
Non-Independent Trustees | ||||
Andrew G. Arnott | None | None | None | None |
Paul Lorentz | None | None | None | None |
Trustee Holdings1 | ||||
Name of Trustee | Preferred Income Fund III | Amount of Shares | Premium Dividend Fund | Amount of Shares |
Independent Trustees | ||||
James R. Boyle | $10,001-$50,000 | 1,588 | $10,001-$50,000 | 2,126 |
William H. Cunningham | $10,001-$50,000 | 1,563 | $10,001-$50,000 | 2,123 |
Noni L. Ellison | $10,001-$50,000 | 879 | $10,001-$50,000 | 1,185 |
Grace K. Fey | $10,001-$50,000 | 1,454 | $10,001-$50,000 | 2,065 |
Dean C. Garfield | None | None | None | None |
Deborah C. Jackson | $10,001-$50,000 | 1,274 | $10,001-$50,000 | 2,510 |
Hassell H. McClellan | $10,001-$50,000 | 1,121 | $10,001-$50,000 | 1,523 |
Steven R. Pruchansky | $1-$10,000 | 459 | $1-$10,000 | 525 |
Frances G. Rathke | $1-$10,000 | 756 | $1-$10,000 | 908 |
Gregory A. Russo | $10,001-$50,000 | 1,932 | $10,001-$50,000 | 2,608 |
Non-Independent Trustees | ||||
Andrew G. Arnott | None | None | None | None |
Paul Lorentz | None | None | None | None |
Trustee Holdings1 | |||||
Name of Trustee | Tax-Advantaged Dividend Income Fund | Amount of Shares | Tax-Advantaged Global Shareholder Yield Fund | Amount of Shares | All John Hancock Funds Overseen |
Independent Trustees | |||||
James R. Boyle | $10,001-$50,000 | 1,354 | $10,001-$50,000 | 3,478 | Over $100,000 |
William H. Cunningham | $10,001-$50,000 | 1,355 | $10,001-$50,000 | 2,645 | Over $100,000 |
Noni L. Ellison | $10,001-$50,000 | 650 | None | None | Under $100,000 |
Grace K. Fey | $10,001-$50,000 | 1,265 | $10,001-$50,000 | 2,470 | Over $100,000 |
Dean C. Garfield | None | None | None | None | None |
Deborah C. Jackson | $10,001-$50,000 | 1,905 | $1-$10,000 | 850 | Over $100,000 |
Hassell H. McClellan | $10,001-$50,000 | 962 | $10,001-$50,000 | 2,599 | Over $100,000 |
Trustee Compensation Independent Trustees Financial Opportunties Fund Hedged Equity & Income Fund Total Compensation Charles L. Bardelis $4,000 $4,000 $370,000 Peter S. Burgess $4,000 $4,000 $390,000 William H. Cunningham $4,000 $4,000 $370,000 Grace K. Fey $4,000 $4,000 $370,000 Theron S. Hoffman $4,000 $4,000 $370,000 Deborah C. Jackson $4,000 $4,000 $370,000 Hassell H. McClellan $4,000 $4,000 $370,000 James M. Oates $4,000 $4,000 $510,000 Steven R. Pruchansky $4,000 $4,000 $370,000 Gregory A. Russo $4,000 $4,000 $390,000 Non-Independent Trustee James R. Boyle $4,000 $4,000 $350,000fund'sfund’s executive officers, Trustees and persons who own more than 10% of a fund'sfund’s shares ("(“10% Shareholders"Shareholders”) to file reports of ownership and changes in ownership with the Securities and Exchange Commission ("SEC"(“SEC”). Executive officers, Trustees and 10% Shareholders are also required by SEC regulations to furnish each fund with copies of all Section 16(a) forms they file. Based solely on a review of the copies of these reports furnished to the funds and representations that no other reports were required to be filed, each fund believes that, during the past fiscal year, its executive officers, Trustees and 10% Shareholders complied with all applicable Section 16(a) filing requirements.13Trustees and Mr. Boyle.Trustees. Trustees are also reimbursed for travel and other out-of-pocket expenses. Each Independent Trustee and Mr. Boyle receives in the aggregate from each fund and the other closed-end funds in the John Hancock Fund Complex an annual retainer of $40,000.and Mr. Boyle for their services for each fund'sfund’s most recently completed fiscal year.20162022
All Funds in the
John Hancock
Fund Complex1
Independent Trustees | Preferred Income Fund | Preferred Income Fund II | Preferred Income Fund III | Total Compensation All Funds in the John Hancock Fund Complex1 |
Peter S. Burgess2 | $0 | $0 | $0 | $49,000 |
William H. Cunningham | $4,000 | $4,000 | $4,000 | $620,000 |
Noni L. Ellison | $6,000 | $6,000 | $6,000 | $592,500 |
Grace K. Fey | $4,000 | $4,000 | $4,000 | $720,000 |
Dean C. Garfield | $6,000 | $6,000 | $6,000 | $592,500 |
Deborah C. Jackson | $4,000 | $4,000 | $4,000 | $550,000 |
Patricia Lizarraga3 | $6,000 | $6,000 | $6,000 | $592,500 |
Hassell H. McClellan | $4,000 | $4,000 | $4,000 | $909,000 |
Steven R. Pruchansky | $4,000 | $4,000 | $4,000 | $460,000 |
Frances G. Rathke | $4,000 | $4,000 | $4,000 | $460,000 |
Gregory A. Russo | $4,000 | $4,000 | $4,000 | $480,000 |
Independent Trustees | Premium Dividend Fund | Tax-Advantaged Dividend Income Fund | Tax-Advantaged Global Shareholder Yield Fund | Total Compensation All Funds in the John Hancock Fund Complex1 |
James R. Boyle | $4,000 | $4,000 | $4,000 | $455,000 |
Peter S. Burgess2 | $4,000 | $4,000 | $4,000 | $22,000 |
William H. Cunningham | $4,000 | $4,000 | $4,000 | $530,000 |
Noni L. Ellison | $4,000 | $4,000 | $4,000 | $435,000 |
Grace K. Fey | $4,000 | $4,000 | $4,000 | $630,000 |
Dean C. Garfield | $4,000 | $4,000 | $4,000 | $435,000 |
Deborah C. Jackson | $4,000 | $4,000 | $4,000 | $535,000 |
Patricia Lizarraga3 | $4,000 | $4,000 | $4,000 | $413,000 |
Hassell H. McClellan | $4,000 | $4,000 | $4,000 | $826,000 |
Steven R. Pruchansky | $4,000 | $4,000 | $4,000 | $455,000 |
Frances G. Rathke | $4,000 | $4,000 | $4,000 | $455,000 |
Gregory A. Russo | $4,000 | $4,000 | $4,000 | $475,000 |
Aggregate Compensation for
Independent Trustees | Preferred Income Fund | Preferred Income Fund II | Preferred Income Fund III | Total Compensation |
Charles L. Bardelis | $4,000 | $4,000 | $4,000 | $373,000 |
Peter S. Burgess | $4,000 | $4,000 | $4,000 | $393,000 |
William H. Cunningham | $4,000 | $4,000 | $4,000 | $373,000 |
Grace K. Fey | $4,000 | $4,000 | $4,000 | $393,000 |
Theron S. Hoffman | $4,000 | $4,000 | $4,000 | $373,000 |
Deborah C. Jackson | $4,000 | $4,000 | $4,000 | $373,000 |
Hassell H. McClellan | $4,000 | $4,000 | $4,000 | $513,000 |
James M. Oates | $4,000 | $4,000 | $4,000 | $352,000 |
Steven R. Pruchansky | $4,000 | $4,000 | $4,000 | $373,000 |
Gregory A. Russo | $4,000 | $4,000 | $4,000 | $351,000 |
Non-Independent Trustee | ||||
James R. Boyle | $4,000 | $4,000 | $4,000 | $353,000 |
1 None of these funds has2022.
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Aggregate Compensation for the Fiscal Year Ended October 31, 2017
Independent Trustees | Premium Dividend Fund | Tax-Advantaged Dividend Income Fund | Tax-Advantaged Global Shareholder Yield Fund | Total Compensation |
Charles L. Bardelis | $4,000 | $4,000 | $4,000 | $374,000 |
Peter S. Burgess | $4,000 | $4,000 | $4,000 | $394,000 |
William H. Cunningham | $4,000 | $4,000 | $4,000 | $374,000 |
Grace K. Fey | $4,000 | $4,000 | $4,000 | $394,000 |
Theron S. Hoffman | $4,000 | $4,000 | $4,000 | $374,000 |
Deborah C. Jackson | $4,000 | $4,000 | $4,000 | $374,000 |
Hassell H. McClellan | $4,000 | $4,000 | $4,000 | $514,000 |
James M. Oates | $4,000 | $4,000 | $4,000 | $353,000 |
Steven R. Pruchansky | $4,000 | $4,000 | $4,000 | $374,000 |
Gregory A. Russo | $4,000 | $4,000 | $4,000 | $352,000 |
Non-Independent Trustee | ||||
James R. Boyle | $4,000 | $4,000 | $4,000 | $354,000 |
1 None of these funds has a pension or retirement plan for any of its Trustees or officers.
Peter S. Burgess
Chairperson**
William H. Cunningham
Hassell H. McClellan
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The following tables set forth the aggregate fees billed by PwC for the funds'funds’ two most recently completed fiscal years for professional services rendered for (i) the audit of the funds'funds’ annual financial statements and the review of financial statements included in the funds'funds’ reports to shareholders, (ii) assurance and related services that are reasonably related to the performance of the audit or review of the funds'funds’ financial statements, (iii) tax compliance, tax advice or tax planning and (iv) all other services provided by PwC other than (i), (ii) and (iii). None of the services described below were approved by the Audit Committee pursuant to the "de“de minimis exception"exception” from the pre-approval requirement set forth in Rule 2-01(c)(7)(i)(C) of Regulation S-X under the Securities Act of 1933, as amended.
Act.
Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees | |||||
2016 | 2015 | 2016 | 2015 | 2016 | 2015 | 2016 | 2015 | |
Financial Opportunities Fund | $35,721 | $20,749 | $1,000 | $0 | $6,397 | $3,500 | $112 | $114 |
Hedged Equity & Income Fund | $43,611 | $42,560 | $525 | $0 | $3,647 | $3,500 | $112 | $210 |
Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees | |||||
2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | |
Financial Opportunities Fund | $46,611 | $44,192 | $1,805 | $6,747 | $4,110 | $3,914 | $163 | $289 |
Hedged Equity & Income Fund | $51,788 | $49,154 | $5 | $212 | $4,192 | $3,992 | $163 | $289 |
Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees | |||||
2017 | 2016 | 2017 | 2016 | 2017 | 2016 | 2017 | 2016 | |
Preferred Income Fund | $42,869 | $41,695 | $0 | $0 | $3,747 | $3,648 | $832 | $111 |
Preferred Income Fund II | $42,869 | $41,695 | $0 | $0 | $4,497 | $3,648 | $832 | $111 |
Preferred Income Fund III | $42,869 | $41,695 | $0 | $0 | $3,747 | $3,648 | $832 | $111 |
Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees | |||||
2023 | 2022 | 2023 | 2022 | 2023 | 2022 | 2023 | 2022 | |
Preferred Income Fund | $55,552 | $54,196 | $5 | $212 | $6,566 | $4,110 | $0 | $362 |
Preferred Income Fund II | $55,552 | $54,196 | $5 | $212 | $5,253 | $4,110 | $0 | $362 |
Preferred Income Fund III | $55,552 | $54,196 | $5 | $212 | $5,253 | $4,110 | $0 | $362 |
Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees | |||||
2017 | 2016 | 2017 | 2016 | 2017 | 2016 | 2017 | 2016 | |
Premium Dividend Fund | $44,699 | $43,526 | $0 | $0 | $3,725 | $3,647 | $832 | $109 |
Tax-Advantaged Dividend Income Fund | $37,841 | $36,868 | $0 | $0 | $3,725 | $3,647 | $832 | $109 |
Tax-Advantaged Global Shareholder Yield Fund | $39,763 | $38,789 | $0 | $0 | $4,475 | $3,647 | $832 | $109 |
Audit Fees | Audit-Related Fees | Tax Fees | All Other Fees | |||||
2023 | 2022 | 2023 | 2022 | 2023 | 2022 | 2023 | 2022 | |
Premium Dividend Fund | $47,032 | $46,045 | $12 | $5 | $5,253 | $4,110 | $0 | $163 |
Tax-Advantaged Dividend Income Fund | $47,032 | $46,045 | $12 | $5 | $5,253 | $4,110 | $0 | $163 |
Tax-Advantaged Global Shareholder Yield Fund | $46,490 | $45,527 | $12 | $5 | $5,253 | $4,110 | $0 | $163 |
Fund | Fiscal Year Ended | Fiscal Year Ended |
Financial Opportunities Fund | $6,509 | $3,614 |
Hedged Equity & Income Fund | $3,759 | $3,710 |
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Fund | Fiscal Year Ended December 31, 2022 | Fiscal Year Ended December 31, 2021 |
Financial Opportunities Fund | $4,273 | $4,203 |
Hedged Equity & Income Fund | $4,355 | $4,281 |
Fund | Fiscal Year Ended July 31, 2023 | Fiscal Year Ended July 31, 2022 |
Preferred Income Fund | $6,566 | $4,472 |
Preferred Income Fund II | $5,253 | $4,472 |
Preferred Income Fund III | $5,253 | $4,472 |
Fund | Fiscal Year Ended October 31, 2023 | Fiscal Year Ended October 31, 2022 |
Premium Dividend Fund | $5,253 | $4,273 |
Tax-Advantaged Dividend Income Fund | $5,253 | $4,273 |
Tax-Advantaged Global Shareholder Yield Fund | $5,253 | $4,273 |
Fund | Fiscal Year Ended | Fiscal Year Ended |
Preferred Income Fund | $4,579 | $3,759 |
Preferred Income Fund II | $5,329 | $3,759 |
Preferred Income Fund III | $4,579 | $3,759 |
Fund | Fiscal Year Ended | Fiscal Year Ended |
Premium Dividend Fund | $4,557 | $3,709 |
Tax-Advantaged Dividend Income Fund | $4,557 | $3,709 |
Tax-Advantaged Global Shareholder Yield Fund | $5,307 | $3,709 |
The following table sets forth the aggregate non-audit fees billed by PwC for services rendered to the Advisor and the Advisor Affiliates for the funds'funds’ last two fiscal years.
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December 31, | $ |
December 31, | $ |
July 31, | $ |
July 31, | $ |
October 31, | $ |
October 31, | $ |
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MISCELLANEOUS
Voting Procedures
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confirm that shareholders'shareholders’ instructions have been recorded properly. If a shareholder is voting via the Internet, he or she should understand that there may be costs associated with electronic access, such as usage charges from Internet access providers and telephone companies, the costs of which the shareholder must bear.
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December 13, 2018JOHN HANCOCK FUNDS AUDIT COMMITTEE CHARTERDecember 10, 2019
December 8, 2020
December 7, 2021
December 15, 2022
1. Number of Committee Members. The Committee shall consist of at least three Trustees of the Trust, none of whom is an "interested person"“interested person” (as defined in the Investment Company Act of 1940, as amended (the "1940 Act"“1940 Act”), of the Trust (an "Independent Trustee"“Independent Trustee”).
1"
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c. To the extent required by the NYSE, each Committee member must be financially literate, as such qualification is interpreted by the Board in its business judgment, or must become financially literate within a reasonable period of time after his or her appointment to the Committee.d. At least one Committee member must have accounting or related financial management expertise, as the Board interprets such qualification in its business judgment. The Board may presume that a person who satisfies the definition of "audit committee financial expert" (discussed below) has such expertise.e. Unless otherwise permitted by the Board, no member of the Committee may serve on the audit committee of more than two other public companies (other than another John Hancock fund).
4. Audit Committee Financial Expert. The Board shall determine annually whether any member of the Committee is an "audit committee financial expert," as defined in Item 3 of Form N-CSR. The designation of a person as an "audit committee financial expert," within the meaning of the rules under Section 407 of the Sarbanes-Oxley Act of 2002, shall not impose any greater responsibility or liability on that person than the responsibility and liability imposed on such person as a Committee member, nor shall it decrease the duties and obligations of other Committee members or the Board.
C. Operations
1. Meetings and Actions by Written Consent. The Committee shall meet as often as it deems appropriate. Meetings may be called and notice given by the Committee Chair or a majority of the Committee members. Committee members may attend meetings in person or by telephone. The Committee may act by written consent to the extent permitted by law and the Trust's governing documents. The Committee shall maintain minutes or other records of its meetings and activities and report to the Board on any action it takes not later than the next following Board meeting.
2. Delegation to Subcommittees. The Committee may delegate any portion of its authority, including the authority to grant preapprovals of audit and permitted non-audit services, to a subcommittee of one or more members.
3. Appointment of Chair. As noted above, one member of the Committee shall be appointed as Chair by the Board. The Chair shall be responsible for leadership of the Committee, including scheduling meetings or reviewing and approving the schedule for them, preparing agendas or reviewing and approving them before the meetings, presiding over the meetings, and making reports to the Board, as appropriate.
4. Executive Sessions. The Committee may meet privately and may admit non-members by invitation. The Committee shall meet with Officers of the Trust and the Independent Auditor in separate executive sessions as the Committee deems appropriate, and may meet with internal legal counsel and compliance personnel of the Adviser and with representatives of the Trust's service providers, to discuss matters that relate to the areas for which the Committee has responsibility.
5. Required Vote and Quorum. The affirmative vote of a majority of the members of the Committee participating in any meeting of the Committee is necessary for the adoption of any resolution. No resolution may be adopted unless at least 50% of the Committee members are present at the meeting in person or by telephone.
6. Appropriate Resources and Authority. The Committee shall have the resources and authority appropriate to discharge its responsibilities, including the authority to retain special counsel and other advisers, experts or consultants, at the Trust's expense, as it determines necessary or appropriate to carry out its duties. The Committee shall have direct access to such officers of, and service providers to, the Trust, including subadvisers to the Trusts, as it deems desirable.
7. Review of Charter. The Committee shall review and assess the adequacy of this Charter at least annually and, where necessary, will recommend changes to the Board for its approval. The Board may amend this Charter at any time in response to recommendations from the Committee or on its own motion.
8. Performance Evaluation. The Committee shall undertake and review with the Board an annual performance evaluation of the Committee. The performance evaluation by the Committee shall be conducted in such manner as the Committee deems appropriate. The report to the Board may take the form of an oral report by the Committee Chair or by any other member of the Committee or by counsel to the Independent Trustees if designated by the Committee to make this report.
D. Duties and Powers of the Committee
To carry out its purposes, the Committee shall:
1. Selection of Independent Auditor
a. Approve and recommend to the Board for its ratification and approval the selection, retention or termination of the Independent Auditor (or any other public accounting firm engaged for the purpose of performing other audit, review or attest services for a Trust). b. Periodically review and evaluate the lead partner and other senior members of the Independent Auditor's team and confirm the regular rotation of the lead audit partner and reviewing partner as required by Section 203 of the Sarbanes-Oxley Act. c. Review and evaluate matters potentially affecting the capabilities of the Independent Auditor, and in that connection obtain an understanding of the Independent Auditor's quality control and independence procedures and results of review by third parties. d. Approve the engagement of the Independent Auditor to provide an annual audit of and report on the Trust's financial statements. e. Preapprove all other audit services provided by the Independent Auditor to the Trust. f. Preapprove all non-audit services provided by the Independent Auditor to the Trust, the Adviser or any entity controlling, controlled by or under common control with the Adviser (an "Adviser Affiliate") that provides ongoing services to the Trust, if the engagement relates directly to the operations and financial reporting of the Trust. g. Develop, to the extent it deems appropriate, policies and procedures for preapproval of the Independent Auditor to provide non-audit services. h. Consider
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the controls applied by the Independent Auditor and any measures taken by Officers of the Trust in an effort to assure that all items requiring preapproval by the Committee are timely identified and referred to the Committee. i. Review the performance of the Independent Auditor. j. Review and preapprove the fees proposed to be charged to the Trust by the Independent Auditor for audit and non-audit services as set forth in the Schedule of General Pre-Approved Audit, Audit-Related, Tax and Other Non-Audit Services. k. Obtain and review, at least annually, a report by the Independent Auditor describing: the firm's independence, the firm's internal quality-control procedures; any material issues raised by the most recent internal quality-control review, or peer review, of the firm, or by any inquiry or investigation by governmental or professional authorities, within the preceding five years, respecting one or more independent audits carried out by the firm, and any steps taken to deal with any such issues; and all relationships between the Independent Auditor and the Trust, including the disclosures required by any applicable Independence Standards Board Standard or the PCAOB, or any similar accounting or auditing standards organization. The Committee shall engage in an active dialogue with the Independent Auditor concerning any disclosed relationships or services that might impact the objectivity and independence of the auditor. l. Set clear hiring policies for the Trust and the Adviser for employees or former employees of the Independent Auditor. m. Periodically consider whether there should be a regular rotation of the independent audit firm.
2. Evaluation of Independence
a. Review and evaluate matters potentially affecting the independence of the Independent Auditor, and in that connection:
i. Receive from the Independent Auditor a formal written statement delineating the relationships between the Independent Auditor and the Trust and its affiliates.
aa. Consider whether the type and/or annual total monetary amount of non-audit services provided by the Trust's Independent Auditor to the Adviser or any Adviser Affiliate that provides ongoing services to the Trust, are inconsistent with maintaining the independence of the Independent Auditor.
b. Recommend that the full Board take such action as the Committee deems appropriate regarding matters relating to the independence and performance of the Independent Auditor including, if appropriate, replacement of the Independent Auditor.
3. Oversight of Audit Process
a. Review the arrangements for and scope of the annual audit, interim reviews and any special audits.
b. Review with Officers of the Trust and/or the Independent Auditor:
i. Significant current financial reporting issues and practices.
ii. Significant matters arising in the preparation of and the quality, accuracy or fairness of the annual and interim financial statements and reports, and assess whether the financial statements and reports reflect appropriate accounting policies.
- Judgments about the quality, not just the acceptability, of accounting principles and financial disclosure practices used or proposed to be adopted by the Trust and, particularly, about the preferability and objectivity of its accounting principles and underlying estimates.
c. Inquire of Officers of the Trust and the Independent Auditor regarding:
i. Significant risks to or exposure of the Trust relating to deficiencies in internal controls over financial reporting and the steps that Officers of the Trust have taken to minimize such risks or exposure.
ii. Significant tax positions elected by the Trust and their effect on amounts distributed and reported to shareholders for federal personal income tax purposes.
iii. Pricing and valuation matters generally, and specifically with respect to:
aa. Procedures used to assess the securities valuations provided by external pricing sources, particularly where such valuations are not based on prices last quoted in organized markets.
bb. Procedures established by the Board to value securities at "fair value" as determined in good faith, the Independent Auditor conclusions as to the reasonableness of the procedures, Officers of the Trust's adherence to established "fair value" procedures.
iv. Audit adjustments recorded in the annual financial statements and adjustments not recorded because their effects were considered immaterial, both individually and in the aggregate, to the financial statements taken as a whole, with a view to gaining an understanding of Trust Officers' and the Independent Auditor's concept of materiality.
v. Accounting for unusual transactions.
vi. Any Securities and Exchange Commission ("SEC") staff comments on the Trust's SEC reports, including, in particular, any accounting or disclosure compliance comments.
d. Receive from the Independent Auditor one or more reports on the matters specified in Rule 2-07 of Regulation S-X, "Communications with Audit Committees," and in applicable PCAOB requirements including:
i. All critical accounting policies and practices to be used.
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ii. All alternative treatments within generally accepted accounting principles for policies and practices related to material items, including ramifications of the use of alternative disclosures and treatments and the reasonableness of quality of accounting principles adopted.
iii. Other material written communications between the Independent Auditor and Officers of the Trust, such as any management letter or schedule of unadjusted differences.
iv. All non-audit services provided to the Adviser or an Adviser Affiliate that were not preapproved by the Committee.
e. Review and discuss with Officers of the Trust and the Independent Auditor the results of annual audits and related comments, with particular focus on the following items:
i. The Independent Auditor's audit of the Trust's annual financial statements, including footnotes and its report thereon, and any significant audit findings, including any adjustments to the financial statements recommended by the Independent Auditor.
ii. The Independent Auditor's judgement regarding the reasonableness and quality of significant estimates made by Officers of the Trust.
iii. The Independent Auditor's views as to the adequacy of disclosures in the Trust's financial statements in relation to generally accepted accounting principles.
iv. Any serious difficulties or disputes with Officers of the Trust encountered during the course of the audit.
v. Any significant changes to the audit plan.
vi. The form of report on financial statements that the Independent Auditor proposes to render to the Board and shareholders.
vii. Other matters related to the conduct of the audit that are to be communicated to the Committee under generally accepted auditing standards as required by any audit oversight agency (e.g., the PCAOB).
4. Review of Matters Related to the Valuation of Portfolio Securities
Review matters related to valuation of portfolio securities, including valuation policies, and oversee valuation process including fair value determinations, use of pricing vendors and pricing committee procedures and membership. The Committee shall report and make recommendations to the Board regarding approval of valuation policies, pricing committee actions, fair value determinations, and related matters.
5. Oversight of Internal Controls
a. Consider and review with Officers of the Trust and the Independent Auditor:
i. The adequacy of the internal controls, including computerized information system controls and controls over the daily net asset valuation process (including valuation of securities), and the Independent Auditor's letter as to the adequacy of such controls as required by Form N-SAR.
ii. The adequacy of internal controls at servicing agents employed on behalf of the Trust, including significant comments contained in service auditors' reports on those controls.
iii. Recommendations of the Independent Auditor on internal controls maintained both by the Trust and its service providers, together with responses of Officers of the Trust, including the status of previous audit recommendations.
iv. Any reports prepared by Officers of the Trust dealing with internal controls.
b. Review the Trust's principal executive officer and principal financial officer required certifications on Form N-CSR and Form N-Q, any significant deficiencies in the design or operation of internal control over financial reporting or material weaknesses therein and any reported evidence of fraud involving Officers of the Trust or other employees who have a significant role in the Trust's internal control over financial reporting.
c. Inquire, to the extent the Committee deems appropriate, with respect to the integrity of the Trust's financial statements, as to the adequacy of internal controls of third-party service providers such as custodians, transfer agents and accounting and other recordkeeping service agents.
d. Meet periodically with representatives of internal audit personnel of the Adviser or the Adviser's Affiliates and discuss the results of any audit of the services provided to the Trust by the Adviser and the Adviser Affiliates. The Committee shall:
i. Review the scope of the internal audit work as it relates to services provided to the Trust by the Adviser and the Adviser Affiliates.
ii. Review the results of internal audits performed that relate to operations and financial reporting of the Trust.
6. Review of Financial Statements
a. Review with counsel legal and regulatory matters that may have a material impact on the Trust's financial statements, related compliance policies and programs and reports received from regulators.
b. Review at least annually the Trust's Disclosure Controls and Procedures relating to the Trust's financial statements.
c. The financial statements of each open-end fund overseen by the Committee shall be made available to the Chairman of the Audit Committee for his or her review prior to issuance and for discussion with Officers of the Trust and the Independent Auditor, as the Chairman considers appropriate, and the results of such review and discussion shall be reported by the Chairman to the Committee.
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7. Oversight of Closed-End John Hancock Funds
In addition to the matters noted above, with respect to any closed-end John Hancock Fund (a "Closed-End Fund"), the1
a. Meet periodically, including separately, with the Independent Auditor and with Management to, as appropriate, review, to the extent required by applicable law or regulation, the form and substance of a Closed-End Fund's financial statements and reports, including such fund's disclosures under "Management's Discussion of Fund Performance" and to discuss any matters of importance relating to the Closed-End Funds' financial statements, including any unusual adjustments to such statements recorded by Officers of the Trust or any adjustments recommended by the Independent Auditors, or other results of an audit. Consider whether it will recommend to the Board that the financial statements be included in a Closed-End Fund's annual or semi-annual report and if so recommended, release the financial statements for publication in the annual or semi-annual report pursuant to the Committee's delegated authority from the Board, subject to the Board's right to review and ratify such financial statements following publication. The financial statements so released shall be made available to the Board no later than its next meeting following their release.
b. Discuss guidelines and policies to govern the process by which financial risk assessment and financial risk management is undertaken including the Trust's's major risk exposure and other steps management has taken to monitor and control such exposure. The Committee is not the primary body responsible for oversight of risk assessment and risk management, which is primarily the role of the Contract, Legal and Risk Committee.
c. Prepare an annual Committee report for inclusion where necessary in a Closed-End Fund's proxy statement relating to its annual meeting of security holders, or in any other filing required by the SEC's rules.
d. Discuss generally the types of information to be disclosed in press releases concerning dividends, as well as financial information provided to analysts and rating agencies (if any), and the type of presentations to be made.
e. Each Committee member will have the qualifications set forth in B.3. above.
f. Discuss with Officers of the Trust any notice to an exchange of a violation of the exchanges' corporate governance listing standards.
8. Review of Other MattersCharter
a. Review with the full Board any issues that arise with respect to the quality or integrity of the Trust's financial statements and the performance and independence of the independent auditors.
b. In coordination with the Trust's Compliance Committee, review and report to the Board on the Trust's compliance with legal and reporting requirements. The Compliance Committee has primary responsibility for these requirements except for those that relate directly to accounting, internal accounting controls, auditing matters and financial reporting. To the extent these responsibilities are delegated to another committee of the Board, the Committee will coordinate the review and reporting with this committee.
c. In coordination with the Trust's Contracts, Legal and Risk Committee, review and report to the Board on the Trust's significant risks and exposure of the Trust to deficiencies in internal controls over financial reporting. The Contract, Legal and Risk Committee has primary responsibility for these requirements except for those that relate directly to accounting, internal accounting controls, auditing matters and financial reporting. To the extent these responsibilities are delegated to another committee of the Board, the Committee will coordinate the review and reporting with this committee.
d. Review and report to the Board the Committee's recommendation regarding approval of matters related to the declaration of dividends and distributions for each Trust that is an open end investment company.
e. Perform other tasks assigned to it from time to time by the Board and report findings and recommendations to the Board, as appropriate.
f. Regularly report to the Board of Trustees regarding the activities of the Committee.
E. Complaints
The Committee shall follow the procedures below for the receipt, retention and treatment of complaints regarding accounting, internal accounting controls, and auditing matters relating to the Trust ("Complaints").
The Committee will request the Adviser to establish procedures that are acceptable to the Chief Compliance Officer of the Trust (the "CCO") for the anonymous submission of Complaints by employees of the Adviser and its affiliates. Complaints by other parties may be submitted to the Committee Chair or to the CCO, who will then forward the Complaint to the Committee Chair. The CCO will provide a report to the Committee each quarter regarding Complaints received during the prior quarter.
The Committee Chair may convene a special meeting of the Committee (which may be telephonic) to review a Complaint or may defer review until the next regularly scheduled quarterly Committee meeting. The Committee will evaluate the Complaint, determine the appropriate action to be taken in response to the Complaint, and review any action taken by the Adviser and its affiliates to address the Complaint. In evaluating the Complaint, the Committee may conduct an investigation or request another party, including outside legal counsel or other persons not affiliated with the Adviser, to conduct an investigation of the Complaint.
The Committee shall report to the full Board its responses to all Complaints and any actions taken to address the Complaints.
Except as necessary to carry out its duties under this section, the Committee will seek to keep all Complaints and the identity of the party submitting the Complaint confidential to the extent reasonably possible.
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ATTACHMENT 2
JOHN HANCOCK FUNDS1NOMINATING AND GOVERNANCE COMMITTEE CHARTER
Overall Role and Responsibility
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8.
1"John Hancock Funds" includes each trust and series thereof listed in Appendix A, as may be amended from time to time (each individually, a "Trust," and collectively, the "Trusts," and each series thereof, a "Portfolio" or "Fund," and collectively, the "Portfolios" or "Funds").
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candidate'scandidate’s other qualifications demonstrate the appropriate level of fitness to serve."audit“audit committee financial expert"expert” as that term is defined in Item 3 of Form N-CSR.Trustee'sTrustee’s contribution to the Board and any committee on which he or she serves.person'sperson’s character, integrity, judgment, skill and experience with investment companies and other organizations of comparable purpose, complexity and size and subject to similar legal restrictions and oversight; the interplay of the candidate'scandidate’s experience with the experience of other Board members; and the extent to which the candidate would be a desirable addition to the Board and any Committees thereof. Other factors that the Committee may take into consideration include a person'sperson’s availability and commitment to attend meetings and perform his or her responsibilities; whether or not the person has or had any relationships that might impair or appear to impair his or her independence, such as any business, financial or family relationships with Fund management, the investment adviser and/or any subadviser of the Funds, as applicable, Fund service providers, or their affiliates or with Fund shareholders. The Committee will strive to achieve a group that reflects a diversity of experiences in respect of industries, professions and other experiences, and that is diversified as to thought, gender, race, ethnic background and geographic origin.Trust'sTrust’s disclosure documents. Recommendations from management may be submitted to the Committee Chair. All recommendations shall include all information relating to such person that is required to be disclosed in solicitations of proxies for the election of Board members and as specified in the relevant Trust'sTrust’s By-Laws, and must be accompanied by a written consent of the proposed candidate to stand for election if nominated for the Board and to serve if elected by shareholders.shareholder'sshareholder’s candidate among the slate of its designated nominees, the candidate'scandidate’s name will be placed on the Trust'sTrust’s proxy card. If the Board determines not to include such candidate among its designated nominees, and the shareholder has satisfied the requirements of Rule 14a-8, the shareholder'sshareholder’s candidate will be treated as a nominee of the shareholder who originally nominated the candidate. In that case, the candidate will not be named on the proxy card distributed with the Trust'sTrust’s proxy statement.
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that the selection of a new or additional Trustee is in the best interests of the relevant Trust. In the event that a vacancy arises or a change in Board membership is determined to be advisable, the Committee will, in addition to any shareholder recommendations, consider candidates identified by other means as discussed in this Annex A.
[FUND NAME]
PO Box 43131
Providence, RI 02940-3131
YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY
EASY VOTING OPTIONS:
| VOTE ON THE INTERNET Log on to: www.proxy-direct.com or scan the QR code Follow the on-screen instructions available 24 hours |
APPENDIX A
List of John Hancock Fund Trusts
Call 1-800-337-3503 Follow the recorded instructions available 24 hours | ||||
VOTE BY MAIL Vote, sign and date this Proxy Card and return in the postage-paid envelope |
Please detach at perforation before mailing.
PROXY | [FUND NAME] |
Annual Meeting of Shareholders
February 20, 2024
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES.
The undersigned, revoking previous proxies, hereby appoint(s) Andrew G. Arnott, Jay Aronowitz, Sarah M. Coutu, Thomas Dee, Phil Fontana, Khimmara Greer, Kinga Kapuscinski, Nicholas Kolokithas, Edward Macdonald, Mara C.S. Moldwin, Harsha Pulluru, Charles A. Rizzo, Salvatore Schiavone, Betsy Anne Seel, Christopher Sechler, and Steven Sunnerberg, or any one or more of them, proxies and attorneys of the undersigned, each with full power of substitution, to vote all common shares of [Fund Name], which the undersigned is entitled to vote at the Annual Meeting of Shareholders of the Fund to be held on February 20, 2024, at the offices of the Fund, 200 Berkeley Street, Boston, Massachusetts 02116, at 2:00 p.m., Eastern Time, and at any adjournments thereof. All powers may be exercised by a majority of said proxy holders or substitutes voting or acting or, if only one votes and acts, then by that one. Receipt of the Notice of the Annual Meeting of Shareholders and the accompanying Proxy Statement is hereby acknowledged.
When this proxy is properly executed, the shares to which this proxy relates will be voted as specified. If no specification is made, this proxy will be voted for the nominees named in the proxy statement. The persons named as proxies have discretionary authority, which they intend to exercise in favor of the proposal referred to and according to their best judgment as to any other matters which may properly come before the meeting.
VOTE VIA THE TELEPHONE: 1-800-337-3503 | ||||||||
JHI_33613_CJ_100423
PLEASE MARK, SIGN, DATE ON THE REVERSE SIDE AND RETURN THE PROXY CARD USING THE ENCLOSED ENVELOPE.
xxxxxxxxxxxxxx | code |
YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY.
Important Notice Regarding the Availability of Proxy Materials for the
Annual Meeting of Shareholders to Be Held on February 20, 2024.
The Proxy Statement and Proxy Card for this meeting are available free of charge at:
https://www.proxy-direct.com/jhi-33613
IF YOU VOTE ON THE INTERNET OR BY TELEPHONE,
YOU NEED NOT RETURN THIS PROXY CARD
Please detach at perforation before mailing.
TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS Example: |
A | Proposal THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR EACH OF THE NOMINEES. | |||||||||||
1. | To elect two (2) Trustees to each serve for a three-year term ending at the 2027 Annual Meeting of Shareholders: | |||||||||||
FOR ALL | WITHHOLD ALL | FOR ALL EXCEPT | ||||||||||
01. Noni L. Ellison | 02. Frances G. Rathke | ☐ | ☐ | ☐ | ||||||||
INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark the box “FOR ALL EXCEPT” and write the nominee’s number on the line provided below. | ||||||||||||
2. | To transact such other business as may properly come before the meeting or any adjournment of the meeting. | |||||||||||
B | Authorized Signatures — This section must be completed for your vote to be counted.— Sign and Date Below | |||||||||||
Note: Please sign exactly as your name(s) appear(s) on this proxy card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, | ||||||||||||
executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. |
Date (mm/dd/yyyy) — Please print date below | Signature 1 — Please keep signature within the box | Signature 2 — Please keep signature within the box | ||||||
/ / |
Scanner bar code |
xxxxxxxxxxxxxx | JHI 33613 | xxxxxxxx |
[FUND NAME]
PO Box 43131
Providence, RI 02940-3131
IMPORTANT PROXY INFORMATION | ||||||||
Your Vote Counts! | ||||||||
PLEASE USE THE 14-DIGIT CONTROL NUMBER & 8-DIGITSECURITY CODE LISTED IN THE BOXES BELOW WHEN REQUESTING MATERIAL VIA THE TELEPHONE & INTERNET. | ||||||||
When you are ready to vote, you can use the same Control Number & Security Code to record your vote. | ||||||||
Shareholder Meeting Notice – THIS IS NOT A PROXY – Please read carefully for voting instructions. | ||
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As a shareholder, it is important for you to vote!
On the appropriate link below.
This communication is NOT a form for voting and presents only an overview of the more complete proxy materials that are available to you on the Internet or Investors Trustby mail. We encourage you to access and review all of the important information contained in the proxy materials before voting.
The President’s Letter, Notice of Annual Meeting of Shareholders and Proxy Statement John Hancock Proxy Statement 8 Funds are available at:
https://www.proxy-direct.com/jhi-33613Link Closed End Fund Proxy Statement (2 Fund) as of 11-28-17.pdf Closed End Fund Proxy Statement (8 Fund) as of 11-28-17.pdf You may need Adobe Acrobat
If you want to viewreceive a paper copy of the documents listed above. To download Adobe Reader, click the address below http://www.adobe.com/products/acrobat/readstep.html Home Contact Us · Security · Privacy Policy Help © 2017 - Computershare. All Rights Reserved.
ONLINE MATERIAL ACCESS AND PAPER COPY REQUESTS CAN BE MADE UTILIZING ONE OF THE THREE METHODS BELOW.
YOU CAN ALSO USE ONE OF THESE THREE METHODS TO ELECT A PERMANENT DELIVERY PREFERENCE FOR FUTURE MEETINGS.
EASY ONLINE ACCESS – REQUEST BY INTERNET Log on to the | ||
On this site you can | ||
Just follow the steps outlined on this secure website. |
TELEPHONE REQUESTS - CALL 1-877-816-5331 Obtain paper copies of the Proxy Statement and/or Form of Proxy with an option to set future delivery preference by touch tone phone. Call toll free from the U.S. or Canada at NO CHARGE to you. | ||||
E-MAIL REQUEST AT: proxymaterials@computershare.com: Email us to request Proxy Materials for the | ||||
- Provide only your | ||||
- If you | ||||
JHI_33613_NA_100423_C-J
The following matters will be considered at the Meeting:
1. | To elect two (2) Trustees to each serve for a three-year term ending at the 2027 Annual Meeting of Shareholders;); and |
2. | To transact such other business as may properly come before the meeting or any adjournment of the meeting. |
The Board of Trustees recommends that shareholders vote FOR each nominee to the Board of Trustees identified in the Proxy Statement.
If you wish to attend and vote at the Meeting, please bring this notice and proper identification with you to the Meeting.
Directions to attend the Annual Meeting where you may vote in person can be found on our website,
http://www.jhinvestments.com/proxy-information
Please refer to the Proxy Materials for further details on the proposals.
Common Questions about Notice and Access
Why am I receiving a Notice of Internet Availability instead of a Proxy card and Proxy statement?
Your funds have elected to utilize a distribution model authorized by the Securities and Exchange Commission in 2007. This model, known as Notice and Access, allows mutual funds and public companies to send you a Notice instead of a full set of printed proxy materials. As a shareholder, you can select the means by which you access those proxy materials. You can view the materials electronically via the Internet, or request a full set of printed materials for this Shareholder Meeting and all future meetings, or you can make that choice on a case by case basis.
How do I access the materials, set my preference for future shareholder meeting materials and record my vote?
On the front side of this Notice are easy to follow instructions on how to access Proxy materials electronically or request a full set of printed materials. Once you are on the website or ordering on the phone, you can also make your selection for future meetings.
When you are ready to vote, electronic voting is available by Internet or Touch Tone Phone by using the Control Number and Security Code on the front of this Notice. The Touch Tone voting phone number is different from the ordering phone number and is displayed on the website. If you want to vote via Mail, you will need to request a paper copy of the materials to receive a Proxy Card and Return Envelope.
If I request printed proxy materials, how long will it take for me to receive them?
The SEC rule requires that the materials be sent via first class mail within three business days of receipt of your request.
JHI_33613_NA_100423_C-J