UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
Filed by the Registrant |X|
Filed by a Party other than the Registrant | |
Check the appropriate box:
| | Preliminary Proxy Statement
| | Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
|X| Definitive Proxy Statement
| | Definitive Additional Materials
| | Soliciting Material Pursuant to Sec. 240.14a-12Rule 14a-12
PIONEER DIVERSIFIED HIGH INCOME TRUSTFUND, INC. (HNW)
PIONEER FLOATING RATE TRUSTFUND, INC. (PHD)
PIONEER HIGH INCOME TRUSTFUND, INC. (PHT)
PIONEER MUNICIPAL HIGH INCOME TRUSTFUND, INC. (MHI)
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUSTFUND, INC. (MAV)
PIONEER MUNICIPAL HIGH INCOME OPPORTUNITIES FUND, INC. (MIO)
--------------------------------------------------------------------------------
(Name of Registrant(s) as Specified In Its Charter)
N/A
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
|X| No fee required.
| | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
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(2) Aggregate number of securities to which transaction applies:
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pursuant to Exchange Act Rule 0-11 (set forth the amount on which
the filing fee is calculated and state how it was determined):
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| | Fee paid previously with preliminary materials.
| | Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11 (a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
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PIONEER DIVERSIFIED HIGH INCOME TRUSTFUND, INC. (HNW)
PIONEER FLOATING RATE TRUSTFUND, INC. (PHD)
PIONEER HIGH INCOME TRUSTFUND, INC. (PHT)
PIONEER MUNICIPAL HIGH INCOME TRUSTFUND, INC. (MHI)
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUSTFUND, INC. (MAV)
PIONEER MUNICIPAL HIGH INCOME OPPORTUNITIES FUND, INC. (MIO)
60 State Street
Boston, Massachusetts 02109
1-800-622-32651-833-459-3559
NOTICE OF ANNUAL MEETING OF SHAREHOLDERSSTOCKHOLDERS
SCHEDULED FOR SEPTEMBER 21, 2017
This is the formal agenda for your fund's annual meeting of shareholders. It
tells you the matters upon which you will be asked to vote and the time and
place of the meeting, in case you want to attend in person.15, 2022
To the shareholdersstockholders of Pioneer Diversified High Income Trust,Fund, Inc., Pioneer
Floating Rate Trust,Fund, Inc., Pioneer High Income Trust,Fund, Inc., Pioneer Municipal
High Income TrustFund, Inc., Pioneer Municipal High Income Advantage Fund, Inc. and
Pioneer Municipal High Income Advantage Trust:Opportunities Fund, Inc.:
The annual meeting of shareholdersstockholders (the "annual meeting") of each of the above
registered investment
management companies (each, a "fund" and, collectively, the "funds")
willis scheduled to be held at the offices of Morgan, Lewis & Bockius LLP, One
Federal Street, Boston, Massachusetts 02110, on Thursday, September 21, 201715, 2022 at
2:00 p.m. Eastern time, to consider the following:
1. To elect three TrusteesDirectors of your fund, as named in the attached proxy
statement: (i) with respect to each of Pioneer Municipal High Income TrustFund, Inc.
and Pioneer Municipal High Income Advantage Trust,Fund, Inc., two by the holders of
shares of Common Stock and Preferred SharesStock voting together as a single class,
and one by the holders of shares of Preferred Stock voting as a separate class,
and (ii) with respect to each of Pioneer Diversified High Income Trust,Fund, Inc.,
Pioneer Floating Rate Trust andFund, Inc., Pioneer High Income Trust,Fund, Inc. and Pioneer
Municipal High Income Opportunities Fund, Inc., by the holders of shares of
Common Shares.Stock. Each elected TrusteeDirector will serve for a three-year termuntil the third annual meeting
following his or her election and until ahis or her successor is elected.duly elected
and qualifies.
2. To consider any other business that may properly come before the annual
meeting or any postponements or adjournments thereof.
The Board of Directors (the "Board") of each fund knows of no business other
than that mentioned in this Notice of annual meeting of stockholders that will
be presented for consideration at the annual meeting. If any other matters are
properly presented at the annual meeting, it is the intention of the persons
named as proxies by the Board to vote on such matters in accordance with their
discretion.
Each fund will hold a separate meeting. ShareholdersStockholders of each fund will vote
separately.
YOUR TRUSTEESDIRECTORS RECOMMEND THAT YOU VOTE IN FAVOR OF ALL PROPOSALS.
Shareholders of record as ofThe Board has fixed the close of business on July 12, 2017 are7, 2022 as the record date
for the determination of the stockholders entitled to notice of and to vote at
the annual meeting and any adjournmentpostponements or postponementadjournments thereof.
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE MEETING
TO BE HELD ON SEPTEMBER 21, 2017:15, 2022: This Notice and the attached Proxy Statement
are available on the internetInternet at www.proxyonline.com/docs/pioneerclosedendfunds.www.eproxyaccess.com/amundi2022.
By Order of each Board of Trustees,Directors,
Christopher J. Kelley, Chief Legal Officer and Secretary
Boston, Massachusetts
August 7, 2017
-----------------1, 2022
WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING, PLEASE COMPLETE AND RETURNIN ORDER TO
FACILITATE TIMELY RECEIPT OF YOUR PROXY VOTE, WE RESPECTFULLY URGE YOU TO
SUBMIT VOTING INSTRUCTIONS BY TELEPHONE OR OVER THE INTERNET AS PROMPTLY AS
POSSIBLE. ALTERNATIVELY, YOU MAY SUBMIT VOTING INSTRUCTIONS BY SIGNING, DATING
AND RETURNING THE ENCLOSED PROXY.
This page for your notes.PROXY CARD IN THE ACCOMPANYING POSTAGE-PAID RETURN
ENVELOPE. VOTING NOW WILL NOT LIMIT YOUR RIGHT TO CHANGE YOUR VOTE OR TO ATTEND
THE ANNUAL MEETING.
33065-00-0822
PROXY STATEMENT OF
PIONEER DIVERSIFIED HIGH INCOME TRUSTFUND, INC. (HNW)
PIONEER FLOATING RATE TRUSTFUND, INC. (PHD)
PIONEER HIGH INCOME TRUSTFUND, INC. (PHT)
PIONEER MUNICIPAL HIGH INCOME TRUSTFUND, INC. (MHI)
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUSTFUND, INC. (MAV)
PIONEER MUNICIPAL HIGH INCOME OPPORTUNITIES FUND, INC. (MIO)
60 State Street
Boston, Massachusetts 02109
1-800-622-32651-833-459-3559
ANNUAL MEETING OF SHAREHOLDERSSTOCKHOLDERS
This proxy statement contains the information you should know before voting on
the proposal summarized below.
Each fund will furnish without charge a copy of its most recent annual report
and any more recent semi-annual report to any shareholderstockholder upon request.
ShareholdersStockholders who want to obtain a copy of a fund's reports should direct all
written requests to the attention of the fund, at the address listed above, or
should call the fund at 1-800-710-0935.
INTRODUCTION
This proxy statement is being used by the Board of TrusteesDirectors (the "Board") of
each fund to solicit proxies to be voted at the annual meeting of shareholdersstockholders
(the "annual meeting") of each fund referenced above. Participating in the
meeting are holders of common shares of beneficial interestcommon stock, $0.001 par value per share (the
"Common Shares"Stock") of each fund referenced above and the holders of preferred shares of
beneficial interestpreferred stock, $0.001 par value per share (the "Preferred Shares"Stock") of Pioneer
Municipal High Income TrustFund, Inc. and Pioneer Municipal High Income Advantage
Trust.Fund, Inc. Each meeting willis scheduled to be held at the offices of Morgan, Lewis
& Bockius LLP, One Federal Street, Boston, Massachusetts 02110, at 2:00 p.m.,
Eastern time,Time, on Thursday, September 21, 2017,15, 2022, and at any postponements or
adjournments or postponements of a
meetingthereof to a later date, for the purposes as set forth in the
accompanying notice of annual meeting of shareholders.stockholders. You may call the funds
at 1-800-710-0935 for information on how to obtain directions to be able to
attend the meeting and vote in person.
This proxy statement and the enclosed proxy card are being mailed to
shareholdersstockholders of each fund on or about August 7, 2017.1, 2022. The annual report for
each fund for its most recently completed fiscal year previously was mailed to
shareholders.stockholders.
3
WHO IS ELIGIBLE TO VOTE
ShareholdersStockholders of record of each fund as of the close of business on July 12,
20177, 2022
(the "record date") are entitled to vote on all of the fund's business at the
annual shareholder meeting and any adjournmentspostponements or postponementsadjournments thereof. Each whole share
shall be entitled to one vote and each fractional share shall be entitled to a
proportionate fractional vote. Even if you plan to attend the Meeting, please
sign, date and return the enclosed proxy card, or provide voting instructions
by telephone or over the Internet. If you vote by telephone or over the
Internet, you will be asked to enter a unique code that has been assigned to
you, which is printed on your proxy card. This code is designed to confirm your
identity, provide access into the voting site and confirm that your
instructions are properly recorded. Shares represented by properly executed
proxies, unless revoked before orprior to exercise at the
3
meeting, will be voted
according to the shareholder'sstockholder's instructions. If you sign a proxy card but do
not fill in a vote,provide instructions, your shares will be voted FOR each of the nominees
for TrusteeDirector in Proposal 1. If any other business properly comes before the
annual shareholder meeting, your shares will be voted at the discretion of the persons
named as proxies.
ShareholdersStockholders of each fund will only vote on proposals relating to their fund.
4
PROPOSAL 1
ELECTION OF BOARD OF TRUSTEESDIRECTORS
Introduction
ShareholdersStockholders of each fund are being asked to consider the election of Mr. Friedman, Ms. GrahamJohn E.
Baumgardner, Jr., Lisa M. Jones and Mr. TaubesLorraine H. Monchak to the Board of Trustees of each
fund.
Mr. Baumgardner, Ms. Jones and Ms. Monchak stand for election as their terms
expire in 2022. Each nomineeof Mr. Baumgardner, Ms. Jones and Ms. Monchak currently
serves as a TrusteeDirector of each fund and has served in that capacity continuously
since originally elected or appointed. Mr. Friedman, Ms. GrahamBaumgardner has served as a Director
of Pioneer Diversified High Income Fund, Inc., Pioneer Floating Rate Fund,
Inc., Pioneer High Income Fund, Inc., Pioneer Municipal High Income Fund, Inc.
and Mr. Taubes stand for election as their terms
expire in 2017. Each nomineePioneer Municipal High Income Advantage Fund, Inc. since 2019 and was most
recently elected by shareholdersstockholders of such funds in 2014.2019. Ms. Jones has served as
a Director of Pioneer Diversified High Income Fund, Inc., Pioneer Floating Rate
Fund, Inc., Pioneer High Income Fund, Inc., Pioneer Municipal High Income Fund,
Inc. and Pioneer Municipal High Income Advantage Fund, Inc. since 2014 and was
most recently elected by stockholders of such funds in 2019. Ms. Monchak has
served as a Director of Pioneer Diversified High Income Fund, Inc., Pioneer
Floating Rate Fund, Inc., Pioneer High Income Fund, Inc., Pioneer Municipal
High Income Fund, Inc. and Pioneer Municipal High Income Advantage Fund, Inc.
since 2015 and was most recently elected by stockholders of such funds in 2019.
Each of Mr. Baumgardner, Ms. Jones and Ms. Monchak has served as a Director of
Pioneer Municipal High Income Opportunities Fund, Inc. since 2021, having been
elected by the initial stockholder of the fund in 2021.
If elected, each of Mr. Friedman,Baumgardner, Ms. GrahamJones and Mr. TaubesMs. Monchak shall hold
office for a three-year termuntil the third annual meeting following his or her election and until
his or her successor is elected and qualified.
Each nominee has consented to being named in this proxy statement and indicated
his or her willingness to serve if elected. In the unanticipated event that any
nominee should be unable to serve, the persons named as proxies may vote for
such other person as shall be designated by the fund's Board of Trustees.Board. The persons named
on the accompanying proxy card intend to vote at the meeting (unless otherwise
directed) for the election of Mr. Friedman,Baumgardner, Ms. GrahamJones and Mr. TaubesMs. Monchak as
TrusteesDirectors of each fund.
TrusteeDirector Class Designations and Terms of Office
Each fund's Agreement and Declaration of Trustbylaws ("Bylaws") provides that a majority of the Trustees shall fixBoard may
establish, increase or decrease the number of TrusteesDirectors of the fund, andprovided
that therethe number thereof shall never be at least one and noless than the minimum number required by
the Maryland General Corporation Law (the "MGCL") nor more than fifteen
Trustees.Directors. Each fund currently has nine
Trustees.
The Agreement and Declaration of Trust for each fund provides that the Board of
Trustees shall consist of Trustees divided into three classes, each class to
consist, as nearly as may be possible, of one-third of the total number of
trustees constituting the entire Board of Trustees.ten Directors.
5
Pursuant to each fund's Agreement and Declaration of Trust,charter, each fund's Board of Trustees is divided into three
staggered term classes --- Class I, Class II and Class III. The TrusteesDirectors of only
one class are elected at each annual meeting so that the regular term of only
one class of TrusteesDirectors will expire annually and any particular TrusteeDirector stands
for election only once in each three-year period.
For each fund, eachEach class of TrusteesDirectors will stand for election at the conclusion of its
respective three-year term. Such classification may prevent replacement of a
majority of the TrusteesDirectors for up to a two-year period. Holders of the Preferred
SharesStock of each fund that has Preferred SharesStock outstanding are entitled to elect
two trusteesDirectors of that fund.
5
TrusteeDirector Class Designations and Terms of Office
Currently, the designations and terms of office of each class of TrusteesDirectors of
each fund are as follows:
Pioneer Diversified High Income Trust
Class I Trustees - Mr. Friedman, Ms. Graham and Mr. Taubes. Terms expire at the upcoming 2017 annual meeting.
Each Trustee is nominated for election at the meeting.
Class II Trustees - Mr. Perna, Ms. Piret and Mr. Ricciardi. Terms expire in 2018.
Class III Trustees - Mr. Bock, Ms. Jones and Ms. Monchak. Terms expire in 2019.
Pioneer Floating Rate Trust, Pioneer Municipal High Income Trust and Pioneer Municipal High Income Advantage Trust
Class I Trustees - Mr. Bock, Ms. Jones and Ms. Monchak. Terms expire in 2019.
Class II Trustees - Mr. Friedman, Ms. Graham and Mr. Taubes. Terms expire at the upcoming 2017 annual meeting.
Each Trustee is nominated for election at the meeting.
Class III Trustees - Mr. Perna, Ms. Piret and Mr. Ricciardi. Terms expire in 2018.
Pioneer High Income Trust
Class I Trustees - Mr. Perna, Ms. Piret and Mr. Ricciardi. Terms expire in 2018.
Class II Trustees - Mr. Bock, Ms. Jones and Ms. Monchak. Terms expire in 2019.
Class III Trustees - Mr. Friedman, Ms. Graham and Mr. Taubes. Terms expire at the upcoming 2017 annual meeting.
Each Trustee is nominated for electionPioneer Diversified High Income Fund, Inc.
Class I Directors -- Diane Durnin, Benjamin M. Friedman and Kenneth J.
Taubes -- Terms expire in 2023.
Class II Directors -- Craig C. MacKay, Thomas J. Perna, Marguerite M. Piret and
Fred J. Ricciardi -- Terms expire in 2024.
Class III Directors -- Mr. Baumgardner, Ms. Jones and Ms. Monchak. Terms expire
in 2022 at the annual meeting.
Each of these Directors
has been nominated for election at the annual meeting.
Pioneer Floating Rate Fund, Inc.
Class I Directors -- Mr. BockBaumgardner, Ms. Jones and Ms. Monchak. Terms expire
in 2022 at the annual meeting. Each of these Directors
has been nominated for election at the annual meeting.
Class II Directors -- Ms. Durnin, Mr. Friedman and Mr. Taubes -- Terms expire
in 2023.
Class III Directors -- Mr. MacKay, Mr. Perna, Ms. Piret and Mr. Ricciardi --
Terms expire in 2024.
Pioneer Municipal High Income Fund, Inc.
Class I Directors -- Mr. Baumgardner, Ms. Jones and Ms. Monchak. Terms expire
in 2022 at the annual meeting. Each of these Directors
has been nominated for election at the annual meeting.
Class II Directors -- Ms. Durnin, Mr. Friedman and Mr. Taubes -- Terms expire
in 2023.
Class III Directors -- Mr. MacKay, Mr. Perna, Ms. Piret and Mr. Ricciardi --
Terms expire in 2024.
6
Pioneer Municipal High Income Advantage Fund, Inc.
Class I Directors -- Mr. Baumgardner, Ms. Jones and Ms. Monchak. Terms expire
in 2022 at the annual meeting. Each of these Directors
has been nominated for election at the annual meeting.
Class II Directors -- Ms. Durnin, Mr. Friedman and Mr. Taubes -- Terms expire
in 2023.
Class III Directors -- Mr. MacKay, Mr. Perna, Ms. Piret and Mr. Ricciardi --
Terms expire in 2024.
Pioneer Municipal High Income Opportunities Fund, Inc.
Class I Directors -- Mr. Baumgardner, Ms. Jones and Ms. Monchak. Terms expire
in 2022 at the annual meeting. Each of these Directors
has been nominated for election at the annual meeting.
Class II Directors -- Ms. Durnin, Mr. Friedman and Mr. Taubes -- Terms expire
in 2023.
Class III Directors -- Mr. MacKay, Mr. Perna, Ms. Piret and Mr. Ricciardi --
Terms expire in 2024.
Pioneer High Income Fund, Inc.
Class I Directors -- Mr. MacKay, Mr. Perna, Ms. Piret and Mr. Ricciardi --
Terms expire in 2024.
Class II Directors -- Mr. Baumgardner, Ms. Jones and Ms. Monchak. Terms expire
in 2022 at the annual meeting. Each of these Directors
has been nominated for election at the annual meeting.
Class III Directors -- Ms. Durnin, Mr. Friedman and Mr. Taubes -- Terms expire
in 2023.
Mr. Baumgardner and Ms. Piret are designated as the TrusteesDirectors to be elected by
the holders of the Preferred SharesStock of each fund that has issued Preferred
Shares.Stock. As noted above, neither Mr. Bock's nor Ms. Piret'sBaumgardner's term expires at the upcoming
20172022 annual
meeting. Consequently, holders of Preferred SharesStock of Pioneer Municipal High
Income TrustFund, Inc. and Pioneer Municipal High Income Advantage TrustFund, Inc. are not
being asked to vote as a separate class at the upcoming 20172022 annual meeting.
6meeting to elect Mr.
Baumgardner.
With respect to Pioneer Municipal High Income Fund, Inc. and Pioneer Municipal
High Income Advantage Fund, Inc. the holders of Common Stock and the holders of
Preferred Stock are being asked to vote together as a single class at the 2022
annual meeting to elect Ms. Jones and Ms. Monchak. With respect to Pioneer
Diversified High Income Fund, Inc., Pioneer Floating Rate Fund, Inc., Pioneer
High Income Fund, Inc. and Pioneer Municipal High Income Opportunities Fund,
Inc. the holders of Common Stock are being asked to vote at the 2022 annual
meeting to elect Mr. Baumgardner, Ms. Jones and Ms. Monchak.
7
Information Regarding Nominees and TrusteesDirectors
The following table sets forth for each nominee and Trustee,Director, his or her
position(s) with each fund, age, address, principal occupation during at least
the past five years and any other board memberships held during at least the
past five years. TrusteesDirectors who are interested persons of a fund within the
meaning of the Investment Company Act of 1940, as amended (the "1940 Act"), are
referred to as Interested Trustees. TrusteesDirectors. Directors who are not interested persons
of a fund are referred to as Independent Trustees.Directors. Each of the TrusteesDirectors
serves as a TrusteeDirector of each of the 4649 U.S. registered investment portfoliosfunds for which Amundi
Pioneer Asset Management US, Inc. ("Amundi Pioneer"US") serves as investment adviser (the
"Pioneer Funds"). The address for all TrusteesDirectors and all officers of each fund
is 60 State Street, Boston, Massachusetts 02109.
7
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Trustee
------------- --------------------------- --------------------------- ---------------------------
Independent Trustees and Nominees:
Thomas J. Perna (66) Pioneer Diversified High Private investor (2004 - Director, Broadridge
Chairman of the Board and Income Trust: Class II 2008 and 2013 - present); Financial Solutions, Inc.
Trustee Trustee since 2007. Term Chairman (2008 - 2013) and (investor communications
expires in 2018. Chief Executive Officer and securities processing
(2008 - 2012), Quadriserv, provider for financial
Pioneer Floating Rate Inc. (technology products services industry) (2009 -
Trust: Class III Trustee for securities lending present); Director,
since 2006. Term expires in industry); and Senior Quadriserv, Inc. (2005 -
2018. Executive Vice President, 2013); and Commissioner,
Pioneer High Income Trust: The Bank of New York New Jersey State Civil
Class I Trustee since 2006. (financial and securities Service Commission (2011 -
Term expires in 2018. services) (1986 - 2004) 2015)
Pioneer Municipal High
Income Trust: Class III
Trustee since 2006. Term
expires in 2018.
Pioneer Municipal High
Income Advantage Trust:
Class III Trustee since
2006. Term expires in 2018.
8
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Trustee
------------- --------------------------- ---------------------------- ---------------------------Director
---------------------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
David R. Bock (73)---------------------------------------------------------------------------------------------------------
Thomas J. Pioneer Diversified Private investor (2004 -- 2008 Director, Broadridge
Perna (71) High Managing Partner, FederalIncome Fund, and 2013 -- present); Chairman Financial Solutions, Inc.
Chairman of the Inc.: Class II Director of New York
Trustee Income Trust: Class III City Capital Advisors Mortgage Trust (publicly-
Trustee(2008 -- 2013) and Chief (investor
Board and since 2007. Term (corporate advisory traded mortgage REIT) (2004
expires Executive Officer (2008 -- 2012), communications and
Director in 2019. services company) (1997 - - 2009, 2012 - present);
2004 and 2008 - present); Director of The Swiss2024. Quadriserv, Inc. (technology securities processing
products for securities lending provider for financial
Pioneer Floating Rate Interim Chiefindustry); and Senior Executive Helvetiaservices industry) (2009
Fund, Inc.
Trust:: Class III Vice President, The Bank of New -- present); Director,
Director since 2006. Term York (financial and securities Quadriserv, Inc. (2005 --
expires in 2024. services) (1986 -- 2004) 2013); and
Commissioner, New
Pioneer High Income Jersey State Civil Service
Fund, Inc.: Class I Trustee Officer, Oxford Analytica, (closed-end fund) (2010 -Commission (2011 --
Director since 2005.2006. Term 2015)
expires in 2024.
Pioneer Municipal
High Income Fund,
Inc.: Class III Director
since 2006. Term expires
in Inc. (privately held present); Director of
2019. research and consulting Oxford Analytica, Inc.
company) (2010); Executive (2008 - present); and2024.
Pioneer Municipal
High Income
Trust: Vice President and ChiefAdvantage Fund, Inc.:
Class III Director of Enterprise
Class II Trustee since
Financial Officer, I-trax, Community Investment, Inc.
2005.2006. Term expires in
2019. Inc. (publicly traded (privately-held affordable
health care services housing finance company)2024.
Pioneer Municipal
High company) (2004 - 2007); and (1985 - 2010)
Income
Trust:Opportunities Fund,
Inc.: Class I Executive Vice President
TrusteeIII Director
since 2005. Term and Chief Financial
expires in 2019. Elected by Officer, Pedestal Inc.
Preferred Shares only. (internet-based mortgage
trading company) (2000 -
Pioneer Municipal High 2002); Private Consultant
Income Advantage Trust: (1995 - 1997); Managing
Class I Trustee since 2005. Director, Lehman Brothers2021. Term expires
in 2019. (1992 - 1995); Executive,
Elected by Preferred Shares The World Bank (1979 - 1992)
only.2024.
---------------------------------------------------------------------------------------------------------
9
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Trustee
------------- --------------------------- --------------------------- ---------------------------Director
-------------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
Benjamin M. Friedman (72)------------------------------------------------------------------------------------------------
John E. Pioneer Diversified Of Counsel (2019 -- present), Chairman, The Lakeville
Baumgardner, High William Joseph Maier Trustee, Mellon
Trustee Income Trust:Fund, Partner (1983-2018), Sullivan & Journal Company, LLC,
Jr. (71)* Inc.: Class I Professor of Political Institutional Funds
TrusteeIII Director Cromwell LLP (law firm). (privately-held
Director since 2008.2019. Term Economy, Harvard University Investment Trust and Mellonexpires community newspaper
Nominee expires in 2017. (1972 - present) Institutional Funds Master
Portfolio (oversaw 172022. group) (2015-present)
Pioneer Floating Rate
portfolios in fund complex)
Trust:Fund, Inc.: Class II Trustee (1989 - 2008)I
Director since 2008.2019. Term
expires in 2017.2022.
Pioneer High Income
Trust:Fund, Inc.: Class III TrusteeII
Director since 2008.2019. Term
expires in 2017.2022.
Pioneer Municipal
High Income Trust:Fund,
Inc.: Class II
TrusteeI Director
since 2008.2019. Term expires
in 2017.2022. Elected by
Preferred Stock only.
Pioneer Municipal
High Income
Advantage Trust:Fund, Inc.:
Class II TrusteeI Director since
2008.2019. Term expires in
2017.2022. Elected by
Preferred Stock only.
Pioneer Municipal
High Income
Opportunities Fund,
Inc.: Class I Director
since 2021. Term expires
in 2022.
-------------------------------------------------------------------------------------------------
10
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Trustee
------------- --------------------------- --------------------------- ---------------------------
Director
-----------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
Margaret B.W. Graham (70)-----------------------------------------------------------------------------------------------
Diane Durnin Pioneer Diversified Managing Director - Head of None
(65) High FoundingIncome Fund, Product Strategy and
Director Vice- None
Income Trust:Inc.: Class I President and Corporate
Trustee Nominee TrusteeDirector Development, BNY Mellon
since 2007.2020. Term Secretary, The Winthrop
expires Investment Management
in 2017. Group, Inc. (consulting2023. (investment management firm)
(1982 - present)(2012-2018); Vice Chairman --
Pioneer Floating Rate Desautels Faculty of
Trust:The Dreyfus Corporation (2005
Fund, Inc.: Class II Trustee Management, McGill-- 2018): Executive Vice
Director since 2003.2020. Term President Head of Product, BNY
expires in University (1999 -
2017. present)2023. Mellon Investment Management
(2007-2012); and Manager of
Research Operations andExecutive Director-
Pioneer High Income Trust: Organizational Learning,Product Strategy, Mellon Asset
Fund, Inc.: Class III TrusteeManagement (2005-2007);
Director since Xerox PARC, Xerox's advance
2002.2020. Term Executive Vice President Head of
expires in 2023. Products, Marketing and Client
Service, Dreyfus Corporation
Pioneer Municipal (investment management firm)
High Income Fund, (2000-2005); Senior Vice
Inc.: Class II Director President Strategic Product and
since 2020. Term expires Business Development, Dreyfus
in 2017. research center (1990-1994)
Pioneer Municipal High
Income Trust: Class II
Trustee since 2003. Term
expires in 2017.2023. Corporation (1994-2000)
Pioneer Municipal
High Income
Advantage Trust:Fund, Inc.:
Class II TrusteeDirector since
2003.2020. Term expires in
2017.2023.
Pioneer Municipal
High Income
Opportunities Fund,
Inc.: Class II Director
since 2021. Term expires
in 2023.
-----------------------------------------------------------------------------------------------
11
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Trustee
------------- --------------------------- --------------------------- ---------------------------Director
---------------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
Lorraine H. Monchak (61)---------------------------------------------------------------------------------------------------
Benjamin M. Pioneer Diversified William Joseph Maier Professor Trustee, Mellon
Friedman (77) High ChiefIncome Fund, of Political Economy, Harvard Institutional Funds
Director Inc.: Class I Director University (1972 -- present) Investment Officer, None
Trustee Income Trust: Class III 1199 SEIUTrust and
since 2008. Term expires Mellon Institutional Funds
(healthcare
Trustee since 2015. Term workers union pension
expires in 2019. funds) (2001 - present);
Vice President -2023. Master Portfolio (oversaw
17 portfolios in fund
Pioneer Floating Rate International Investments
Trust:complex) (1989 - 2008)
Fund, Inc.: Class I Trustee Group, AmericanII
Director since 2015.2008. Term
expires in International Group, Inc.
2019. (insurance company) (1993 -
2001); Vice President2023.
Pioneer High Income
Trust: Corporate Finance andFund, Inc.: Class II TrusteeIII
Director since Treasury Group, Citibank,
2015.2008. Term
expires in 2019. N.A.(1980 - 1986 and 1990 -
1993); Vice President -2023.
Pioneer Municipal
High Asset/Liability Management
Income Trust:Fund,
Inc.: Class I Group, Federal Farm Funding
TrusteeII Director
since 2015.2008. Term Corporation (government- expires
in 2019. sponsored issuer of debt
securities) (1988 - 1990);2023.
Pioneer Municipal
High Mortgage Strategies Group,
Income
Advantage Trust: Shearson Lehman Hutton,Fund, Inc.:
Class I TrusteeII Director since
2015. Inc. (investment bank)2008. Term expires in
2019. (1987 - 1988); Mortgage
Strategies Group, Drexel
Burnham Lambert, Ltd.
(investment bank) (1986 -
1987)2023.
Pioneer Municipal
High Income
Opportunities Fund,
Inc.: Class II Director
since 2021. Term expires
in 2023.
---------------------------------------------------------------------------------------------------
12
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Trustee
------------- --------------------------- --------------------------- ---------------------------Director
---------------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
Marguerite A. Piret (69)------------------------------------------------------------------------------------------------------
Craig C. Pioneer Diversified High President and ChiefPartner, England & Company, Director, of New America
Trustee Income Trust: Class II Executive Officer, NewburyEquitable
MacKay (59) High Income Fund, LLC (advisory firm) (2012 -- Holdings, Inc. Trustee since 2007. Term Piret Company (investment (closed-end investment
expires in 2018. banking firm) (1981 - company) (2004 -(financial
Director Inc.: Class II Director present); Group Head -- services holding
since 2021. Term expires Leveraged Finance Distribution, company) (2022 --
in 2024. Oppenheimer & Company present) and; Board Member
Board(investment bank) (2006 -- of Carver Bancorp, Inc.
Pioneer Floating Rate Governors, Investment
Trust:2012); Group Head -- Private (holding company) and
Fund, Inc.: Class III TrusteeFinance & High Yield Capital Carver Federal Savings
Director since 2021. Term Markets Origination, SunTrust Bank, NA (2017 --
expires in 2024. Robinson Humphrey present); Advisory
(investment bank) (2003 -- Council Member,
Pioneer High Income 2006); and Founder and Chief MasterShares ETF (2016
Fund, Inc.: Class I Executive Officer, HNY -- 2017); Advisory Council
Director since 2021. Term Associates, LLC (investment Member, The Deal
expires in 2024. bank) (1996 -- 2003) (financial market
information publisher)
Pioneer Municipal (2015 -- 2016); Board Co-
High Income Fund, Chairman and Chief
Inc.: Class III Director Executive Officer, Danis
since 2021. Term expires Transportation Company
Institutein 2024. (privately-owned
commercial carrier)
Pioneer Municipal (2000 --- 2003); Board
High Income Member and Chief
Advantage Fund, Inc.: Financial Officer,
Class III Director since 2003.Customer Access
2021. Term expires in 2006)
2018.Resources (privately-
2024. owned teleservices
company) (1998 -- 2000);
Pioneer Municipal Board Member,
High Income Trust:Federation of Protestant
Opportunities Fund, Welfare Agencies (human
Inc.: Class I TrusteeIII Director services agency) (1993 --
since 2002.2021. Term expires present); and Board
in 2018.
Pioneer Municipal High
Income Trust: Class III
Trustee since 2003. Term
expires in 2018. Elected by
Preferred Shares only.
Pioneer Municipal High
Income Advantage Trust:
Class III Trustee since
2003. Term expires in 2018.
Elected by Preferred Shares
only.2024. Treasurer, Harlem
Dowling Westside Center
(foster care agency)
(1999 -- 2018)
------------------------------------------------------------------------------------------------------
13
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Trustee
------------- --------------------------- --------------------------- ---------------------------Director
----------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
Fred J. Ricciardi (70)----------------------------------------------------------------------------------------------
Lorraine H. Pioneer Diversified Chief Investment Officer, 1199 None
Monchak (66) High Consultant (investment None
Trustee Income Trust:Fund, SEIU Funds (healthcare workers
Director Inc.: Class II company services) (2012 -
TrusteeIII Director union pension funds) (2001 --
Nominee since 2014.2015. Term expires present); Executive Vice expiresPresident --
in 2018. President, BNY Mellon
(financial and investment2022. International Investments
Group, American International
Pioneer Floating Rate company services) (1969 -
Trust:Group, Inc. (insurance
Fund, Inc.: Class III Trustee 2012)I company) (1993 -- 2001); Vice
Director BNY
since 2014.2015. Term President Corporate Finance and
expires in 2022. Treasury Group, Citibank,
N.A.(1980 -- 1986 and 1990 --
Pioneer High Income 1993); Vice President --
Fund, Inc.: Class II Asset/Liability Management
Director since 2015. Term Group, Federal Farm Funding
expires in 2022. Corporation (government-
sponsored issuer of debt
Pioneer Municipal securities) (1988 -- 1990);
High Income Fund, Mortgage Strategies Group,
Inc.: Class I Director Shearson Lehman Hutton, Inc.
since 2015. Term expires (investment bank) (1987 --
in 2022. 1988); Mortgage Strategies
Group, Drexel Burnham
Pioneer Municipal Lambert, Ltd. (investment bank)
High Income (1986 -- 1987)
Advantage Fund, Inc.:
Class I Director since
2015. Term expires in
International Financing
2018. Corp. (financial services)
(2002 - 2012); Director,
Pioneer High Income Trust: Mellon Overseas Investment
Class I Trustee since 2014. Corp. (financial services)
Term expires in 2018. (2009 - 2012)2022.
Pioneer Municipal
High Income
Trust:Opportunities Fund,
Inc.: Class III
TrusteeI Director
since 2014.2021. Term expires
in 2018.
Pioneer Municipal High
Income Advantage Trust:
Class III Trustee since
2014. Term expires in 2018.2022.
----------------------------------------------------------------------------------------------
14
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Trustee
------------- --------------------------- --------------------------- ---------------------------Director
----------------------------------------------------------------------------------------------------
Interested TrusteesIndependent Directors and Nominee*:
Lisa M. Jones (55)*Nominees:
-----------------------------------------------------------------------------------------------------
Marguerite A. Pioneer Diversified Chief Financial Officer, American Director of New America
Piret (74) High Chair,Income Fund, Ag Energy, Inc. (controlled High Income Fund, Inc.
Director CEOInc.: Class II Director environment and None
Trustee,agriculture (closed-end investment
since 2007. Term expires company) (2016 -- present); company) (2004 --
in 2024. President and Income Trust: Class III President of Amundi Pioneer
Chief Executive present); and Member,
Officer, Trustee since 2014. Term Asset Management USA,Metric Financial Inc. expires in 2019. (since September 2014);
Chair, Director and CEOBoard of Governors,
Pioneer Floating Rate Amundi(formerly known as Newbury Investment Company
Fund, Inc.: Class III Piret Company) (investment Institute (2000 -- 2006)
Director since 2003. Term banking firm) (1981 -- 2019)
expires in 2024.
Pioneer Asset
Trust:High Income
Fund, Inc.: Class I
Trustee Management, Inc. (sinceDirector since 2014.2002. Term
expires in September 2014); Chair,
2019. Director and CEO of Amundi2024.
Pioneer Distributor, Inc.
PioneerMunicipal
High Income Trust: (since September 2014);Fund,
Inc.: Class II TrusteeIII Director
since Chair, Director, CEO and
2014.2003. Term expires
in 2019. President of Amundi Pioneer
Institutional Asset2024. Elected by
Preferred Stock only.
Pioneer Municipal
High Management,Income
Advantage Fund, Inc. (since
Income Trust::
Class I September 2014); Managing
TrusteeIII Director since
2014.2003. Term Director, Morgan Stanley expires in
2019. Investment Management (2010
- 2013); Director of2024. Elected by
Preferred Stock only.
Pioneer Municipal
High Institutional Business, CEO
Income
Advantage Trust: of International, EatonOpportunities Fund,
Inc.: Class I TrusteeIII Director
since 2014. Vance Management (2005 -2021. Term expires
in 2019. 2010)2024.
-----------------------------------------------------------------------------------------------------
15
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Trustee
------------- --------------------------- --------------------------- ---------------------------Director
------------------------------------------------------------------------------------------------
Independent Directors and Nominees:
------------------------------------------------------------------------------------------------
Fred J. Pioneer Diversified Private investor (2020 -- None
Ricciardi (75) High Income Fund, present); Consultant (investment
Director Inc.: Class II Director company services) (2012 --
since 2014. Term expires 2020); Executive Vice President,
in 2024. BNY Mellon (financial and
investment company services)
Pioneer Floating Rate (1969 -- 2012); Director, BNY
Fund, Inc.: Class III International Financing Corp.
Director since 2014. Term (financial services) (2002 --
expires in 2024. 2012); Director, Mellon
Overseas Investment Corp.
Pioneer High Income (financial services) (2009 --
Fund, Inc.: Class I 2012); Director, Financial
Director since 2014. Term Models (technology) (2005-
expires in 2024. 2007); Director, BNY Hamilton
Funds, Ireland (offshore
Pioneer Municipal investment companies) (2004-
High Income Fund, 2007); Chairman/Director,
Inc.: Class III Director AIB/BNY Securities Services,
since 2014. Term expires Ltd., Ireland (financial services)
in 2024. (1999-2006); Chairman, BNY
Alternative Investment Services,
Pioneer Municipal Inc. (financial services) (2005-
High Income 2007)
Advantage Fund, Inc.:
Class III Director since
2014. Term expires in
2024.
Pioneer Municipal
High Income
Opportunities Fund,
Inc.: Class III Director
since 2021. Term expires
in 2024.
-------------------------------------------------------------------------------------------------
16
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Director
-----------------------------------------------------------------------------------------------
Interested Directors and Nominee:
-----------------------------------------------------------------------------------------------
Lisa M. Jones Pioneer Diversified Director, CEO and President of None
(60)** High Income Fund, Amundi US, Inc. (investment
Director, Inc.: Class III Director management firm) (since
President and since 2014. Term expires September 2014); Director, CEO
Chief Executive in 2022. and President of Amundi Asset
Officer Management US, Inc. (since
Nominee Pioneer Floating Rate September 2014); Director, CEO
Fund, Inc.: Class I and President of Amundi
Director since 2014. Term Distributor US, Inc. (since
expires in 2022. September 2014); Director, CEO
and President of Amundi Asset
Pioneer High Income Management US, Inc. (since
Fund, Inc.: Class II September 2014); Chair, Amundi
Director since 2014. Term US, Inc., Amundi Distributor US,
expires in 2022. Inc. and Amundi Asset
Management US, Inc.
Pioneer Municipal (September 2014 -- 2018);
High Income Fund, Managing Director, Morgan
Inc.: Class I Director Stanley Investment
since 2014. Term expires Management (investment
in 2022. management firm) (2010 --
2013); Director of Institutional
Pioneer Municipal Business, CEO of International,
High Income Eaton Vance Management
Advantage Fund, Inc.: (investment management firm)
Class I Director since (2005 -- 2010); Director of
2014. Term expires in Amundi Holdings US, Inc. (since
2022. 2017)
Pioneer Municipal
High Income
Opportunities Fund,
Inc.: Class I Director
since 2021. Term expires
in 2022.
-----------------------------------------------------------------------------------------------
17
Name, Age and
Position Held Term of Office and Other Directorships
with the Fund Length of Service Principal Occupation Held by Director
----------------------------------------------------------------------------------------------
Interested TrusteesDirectors and Nominee*:Nominee:
----------------------------------------------------------------------------------------------
Kenneth J. Taubes (59)* Pioneer Diversified High Director and Executive Vice None
TrusteeTaubes (64)** High Income Trust: Class IFund, President (since 2008) and TrusteeChief
Director Inc.: Class I Director Investment Officer, U.S. (since
since 2014. Term expires 2010) of Amundi US, Inc.
in 2023. (investment management firm);
Director and Executive Vice
Pioneer Floating Rate President and Chief Investment
Fund, Inc.: Class II Officer, U.S. of Amundi US
Director since 2014. Term (since 2008); Executive Vice
expires in 2023. President and Chief Investment
Officer, NomineeU.S. of Amundi Asset
Pioneer High Income Management US, Inc. (since
Fund, Inc.: Class III 2009); Portfolio Manager of
Director since 2014. Term Amundi US (since 1999);
expires in 2017. U.S. (since 2010)2023. Director of Amundi Holdings US,
Inc. (since 2017)
Pioneer Asset Management
Pioneer Floating Rate USA,Municipal
High Income Fund,
Inc.; Executive Vice
Trust:: Class II Trustee President and ChiefDirector
since 2014. Term expires
in Investment Officer, U.S. of
2017. Amundi Pioneer (since
2008); Executive Vice
Pioneer High Income Trust: President of Amundi Pioneer
Class III Trustee since Institutional Asset
2014. Term expires in 2017. Management, Inc. (since
2009); Portfolio Manager of2023.
Pioneer Municipal
High Amundi Pioneer (since 1999)
Income
Trust:Advantage Fund, Inc.:
Class II TrusteeDirector since
2014. Term expires in
2017.2023.
Pioneer Municipal
High Income
Advantage Trust:Opportunities Fund,
Inc.: Class II TrusteeDirector
since 2014.2021. Term expires
in 2017.2023.
-----------------------------------------------------------------------------------------------
* Mr. Baumgardner is Of Counsel to Sullivan & Cromwell LLP, which acts as
independent outside legal counsel to the Independent Directors of each
Pioneer Fund.
** Ms. Jones and Mr. Taubes are Interested TrusteesDirectors because they are an
officer or director of each fund's investment adviser and certain of its
affiliates.
18
Responsibilities of the Board of TrusteesDirectors
The Board of Trustees is responsible for overseeing each fund's management and operations.
The Chairman of the Board is an Independent Trustee.Director. Independent TrusteesDirectors
constitute at least 75% of the Board.
During each fund'sthe most recent fiscal year of each of Pioneer Diversified High Income
Fund, Inc., Pioneer Municipal High Income Fund, Inc. and Pioneer Municipal High
Income Advantage Fund, Inc., the Board of Trustees held 7 meetings. During the most recent
fiscal year of each of Pioneer Floating Rate Fund, Inc. and Pioneer High Income
Fund, Inc., the Board held 8 meetings. During the most recent fiscal year of
Pioneer Municipal High Income Opportunities Fund, Inc., the Board held 4
meetings. All of the current TrusteesDirectors and committee members of each fund then
serving attended at least 75% of the meetings of the Board of Trustees and applicable
committees, if any, held during that fund's most recent fiscal year.
The funds do not have a policy on TrusteeDirector attendance at the annual meeting of
shareholders.meeting.
For each fund, one TrusteeDirector attended the 20162021 annual meeting of shareholders.
16
stockholders.
The TrusteesDirectors were selected or nominated to join the Board based upon the
following as to each Board member: such person's character and integrity; such
person's judgment, analytical ability, intelligence, and common sense; such
person's experience and previous profit and not-for-profit board membership;
such person's demonstrated willingness to take an independent and questioning
stance toward management; such person's willingness and ability to commit the
time necessary to perform the duties of a Trustee;Director; as to each Independent
Trustee,Director, his or her status as not being an "interested person" as defined
under the 1940 Act; and, as to Ms. Jones and Mr. Taubes, their association with
Amundi Pioneer.US. Each Director also serves on the Boards of Directors of other
exchange-listed closed-end funds, closed-end interval funds, and open-end
funds, all part of the Pioneer Funds complex, and has substantial experience
protecting fund stockholders' interests. As part of their service on the boards
of Pioneer closed-end funds', the nominees regularly evaluate issues unique to
closed-end funds, including the discount at which closed-end funds' shares may
trade relative to their net asset value per share. Each of the Independent
TrusteesDirectors also was selected to join the Board based on the criteria and
principles set forth in the charter of each fund's Governance and Nominating
Committee, Charter.as then in effect. In addition to individual attributes, the value
of diversity is considered. In evaluating a
Trustee'san incumbent Director's prospective
service on the Board, the Trustee'sDirector's experience in, and ongoing contributions
toward, overseeing the fund's business as a TrusteeDirector also are considered.
In addition, the following specific experience,experiences, qualifications, attributes
and/or skills apply as to each Trustee:Director: Mr. Bock, accounting,
financial,Baumgardner, legal, investment
management, business and public company experience as a chief financial officeran attorney practicing
investment management, corporate and an executive officersecurities law and experience as a board
member of other organizations; Ms. Durnin, investment management and investment
company experience as an executive officer of an investment adviser; Mr.
Friedman, academic leadership, economic and finance experience and investment
company board experience; Ms. Graham, academic
leadership,Mr. MacKay, investment, financial and business
experience as a partner in business, financean investment banking firm and management consulting;experience as a board
member
19
of other organizations; Ms. Monchak, investment, financial and business
experience, including as the chief investment officer of a pension fund.fund; Mr.
Perna, accounting, financial, and business experience as an executive officer
and experience as a board member of other organizations; Ms. Piret, accounting,
financial and entrepreneurial experience as an executive, valuation experience
and investment company board experience; Mr. Ricciardi, financial, business and
investment company experience as an executive officer of a financial and
investment company services organization, and experience as a board member of
offshore investment companies and other organizations; Ms. Jones, investment
management experience as an executive and leadership roles with Amundi PioneerUS and
its affiliates,affiliates; and Mr. Taubes, portfolio management experience and leadership
roles with Amundi Pioneer.US. However, in its periodic assessment of the effectiveness
of the Board, the Board considers the complementary skills and experience of
individual TrusteesDirectors primarily in the broader context of the Board's overall
composition so that the Board, as a body, possesses the appropriate (and
appropriately diverse) skills and experience to oversee the business of the
funds.
Each fund's Agreement and Declaration of Trust provides thatfund.
Under the MGCL, the appointment, designation (including in any proxy or
registration statement or other document) of a TrusteeDirector as an expert on any
topic or in any area, or as having experience, attributes or skills in any
area, or any other appointment, designation or identification, shalldoes not impose
on that person any standard of care or liability that is greater than that
imposed on that person as a TrusteeDirector in the absence of the appointment,
designation or identification, and no TrusteeDirector who has special attributes,
skills, experience or expertise, or is appointed, designated, or identified as
aforesaid, shall beis held to a higher standard of care by virtue thereof.
17
Board Committees
The Board of Trustees has five standing committees: the Independent TrusteesDirectors Committee,
the Audit Committee, the Governance and Nominating Committee, the Policy
Administration Committee and the Valuation Committee. Each committee is chaired
by an Independent TrusteeDirector (the "Chairs") and all members of each committee are
Independent Trustees.Directors.
The Chairs of the committees work with the Chairman of the Board and fund
management in setting the agendas for Board meetings. The Chairs of the
committees set the agendas for committee meetings with input from fund
management. As noted below, through the committees, the Independent TrusteesDirectors
consider and address important matters involving the funds, including those
presenting conflicts or potential conflicts of interest for management. The
Independent TrusteesDirectors also regularly meet without the presence of management
and are advised by independent legal counsel. The Board believes that the
committee structure, and delegation to the committees of specified oversight
responsibilities, help the Board more effectively to provide governance and
oversight of the funds' affairs. Mr. Perna, Chairman of the Board, is a member
of each committee except the Audit Committee and the Valuation Committee, of
each of which he is a non-voting, ex-officio member.
20
During the most recent fiscal year for each fund, the Audit, Governance and
Nominating, Independent Trustees,Directors, Policy Administration and Valuation
Committees of each fund held the following meetings:
4/30/2022 11/30/2021 3/31/2022 4/30/2022 3/31/2022 4/30/22
---------------------------------------------------------------------------------------------------
Pioneer Pioneer
Pioneer Pioneer Pioneer Pioneer Municipal Municipal
Diversified Floating High Municipal High Income High Income
High Income Rate Income High Income Advantage Trust Trust Trust Trust Trust
----------- -------- ------- ----------- -----------Opportunities
Fund, Inc. Fund, Inc. Fund, Inc. Fund, Inc. Fund, Inc. Fund, Inc.
---------------------------------------------------------------------------------------------------
Audit Committee 7 6 6 7 7 7 76 6
Governance and
Nominating Committee 3 2 3 34 8 4 4 4 3
Independent TrusteesDirectors
Committee 11 7 11 11 117 8 7 8 5
Policy Administration
Committee 4 5 4 4 4 4 3
Valuation Committee 5 5 5 5 54 4 4 4 4 3
Independent TrusteesDirectors Committee: David R. Bock,John E. Baumgardner, Jr., Diane Durnin,
Benjamin M. Friedman, Margaret
B.W. Graham,Craig C. MacKay, Lorraine H. Monchak, Thomas J. Perna
(Chair), Marguerite A. Piret and Fred J. Ricciardi.
The Independent TrusteesDirectors Committee is comprised of all of the Independent
Trustees.Directors. The Independent TrusteesDirectors Committee serves as the forum for
consideration of a number of issues required to be considered separately by the
Independent TrusteesDirectors under the 1940 Act, including the assessment and review
of each fund's advisory agreement and other related party contracts. The
Independent TrusteesDirectors Committee also considers issues that the Independent
TrusteesDirectors believe it is advisable for them to consider separately from the
Interested Trustees.
18
Directors.
Audit Committee: David R. Bock (Chair), Benjamin M. Friedman, Craig C. MacKay, Lorraine H. Monchak and
Marguerite A. Piret.Fred J. Ricciardi (Chair).
Each fund's Audit Committee is comprised of only Independent TrusteesDirectors who are
"independent" as defined in the applicable New York Stock Exchange ("NYSE") and
NYSE MKTAmerican (Pioneer Diversified High Income Fund, Inc.) listing standards
relating to closed-end funds. The Board of Trustees of each fund has adopted a charter for
the Audit Committee. In accordance with its charter, the purposes of the Audit
Committee are to:
.o Assist the Board of Trustees'Board's oversight and monitoring of: (i) the
integrity of the fund's financial statements; (ii) the fund's
compliance with legal and regulatory requirements;(iii) the
independent registered public accounting firm's
qualifications, performance and independence; and (iv) the
performance of the fund's internal audit function; and
.o Prepare the disclosure required by Item 407(d)(3)(i) of
Regulation S-K to be included in the fund's annual proxy
statement and other filings.
21
The Audit Committee charter is available on Amundi Pioneer'sUS's website: www.us.pioneerinvestments.com.amundi.com/US.
You also can obtain a copy by sending a written request to your fund at the
address listed on this proxy statement. The information contained on Amundi
US's website is not part of, or incorporated by reference in, this proxy
statement.
Each fund's Board of Trustees has determined that the fund has at least one audit committee
financial expert serving on its Audit Committee. Mr. Bock,Ricciardi, an Independent
Trustee,Director, serves on each Audit Committee and has been determined to be an audit
committee financial expert.
Audit Committee Report
The Audit Committee reports that it has (1) reviewed and discussed each fund's
audited financial statements with management; (2) discussed with the
independent registered public accounting firm the matters required to be
discussed with the independent auditors by the Statementapplicable requirements of Auditing Standards
No. 61, as amended, as adopted by the Public Company Accounting
Oversight Board in Rule 3200 T;and the SEC; and (3) received written disclosures and an independencethe
letter from the independent registered public accounting firm required by
Independence
Standards Board Standard No. 1, as adopted byapplicable requirements of the Public Company Accounting Oversight Board
in Rule 3600 T,regarding the independent registered public accounting firm's communications
with the Audit Committee concerning independence, and discussed with the
independent registered public accounting firm that firm's independence. Based
upon the review and discussions referred to above, the Audit Committee
recommended to the Board of TrusteesDirectors that the audited financial statements be
included in the Annual Report for Pioneer Floating Rate TrustFund, Inc. for the
fiscal year ended November 30, 2016,2021, the Annual Reports for Pioneer High Income
TrustFund, Inc. and Pioneer Municipal High Income Advantage TrustFund, Inc. for the
fiscal year ended March 31, 20172022 and in the Annual Reports for Pioneer
Diversified High Income TrustFund, Inc., Pioneer Municipal High Income Fund, Inc.
and Pioneer Municipal High Income TrustOpportunities Fund, Inc. for the fiscal year
ended April 30, 2017.
19
2022.
The members of each fund's Audit Committee are:
David R. Bock (Chair)
Benjamin M. Friedman
Craig C. MacKay
Lorraine H. Monchak
Marguerite A. PiretFred J. Ricciardi (Chair)
Governance and Nominating Committee: Margaret B.W. GrahamJohn E. Baumgardner, Jr. (Chair), Diane
Durnin, and Thomas J. Perna and Fred J. Ricciardi.Perna.
All members of the Governance and Nominating Committee are independent under
the applicable NYSE and NYSE MKTAmerican listing standards relating to closed-end
funds, and are not "interested persons," as defined in the 1940 Act, of each
fund. The Board of each fund has adopted a written charter for the Governance
and Nominating Committee, which is available on Amundi Pioneer'sUS's website:
http://us.pioneerinvestments.com.amundi.com/US. You also can obtain a copy by sending a written request to your
fund at the address listed on this proxy statement.
The Governance and Nominating Committee considers governance matters affecting
the Board and each fund. Among other responsibilities, the Governance and
Nominating Committee reviews the performance of the Independent TrusteesDirectors as a
whole, and reviews
22
and recommends to the Independent TrusteesDirectors Committee any appropriate changes
concerning, among other things, the size and composition of the Board, the
Board's committee structure and the Independent Trustees'Directors' compensation. The
Governance and Nominating Committee also makes recommendations to the
Independent TrusteesDirectors Committee or the Board on matters delegated to it.
In addition, the Governance and Nominating Committee screens potential
candidates for Independent Trustees.Directors. Among other responsibilities, the
Governance and Nominating Committee reviews periodically the criteria for
Independent TrusteesDirectors and the spectrum of desirable experience, expertise and
expertisecharacteristics for Independent TrusteesDirectors as a whole, and reviews periodically
the qualifications and requisite skills of persons currently serving as
Independent TrusteesDirectors and being considered for re-nomination. The Governance
and Nominating Committee also reviews the qualifications of any person
nominated to serve on the Board by a shareholderstockholder or recommended by any
Trustee,Director, management or another person and makes a recommendation as to the
qualifications of such nominated or recommended person to the Independent
TrusteesDirectors and the Board, and reviews periodically the Committee's procedure, if
any, regarding candidates submitted by shareholders.stockholders. The TrusteesGovernance and
Nominating Committee also strives to achieve diversity of the Board with
respect to attributes such as race, ethnicity, gender, cultural background and
professional experience when reviewing candidates for any Board vacancies. The
Directors who are not Independent TrusteesDirectors and the officers of each fund are
nominated and selected by the Board.
The Governance and Nominating Committee does not have specific, minimum
qualifications for nominees, nor has it established specific qualities or
skills that it regards as necessary for one or more of the Independent
TrusteesDirectors to possess (other than qualities or skills that may be required by
applicable law or regulation). However, in evaluating a person as a potential
nominee to serve as an Independent Trustee,Director, the Governance and Nominating
Committee will consider the following general criteria and principles, among
any others that it may deem relevant: (i) the nominee's reputation for
integrity, honesty and adherence 20
to high ethical standards; (ii) the nominee's
business acumen and ability to exercise sound judgment in matters that relate
to the current and long-term objectives of the fund and whether the person is
willing and able to contribute positively to the decision-making process of the
fund; (iii) the nominee's commitment and ability to devote the necessary time
and energy to be an effective Independent Trustee,Director, to understand the fund and
the responsibilities of a trusteedirector of an investment company; (iv) the nominee's
ability to understand the sometimes conflicting interests of the various constituencies offund and the
fundmanagement company, and to act in the interests of all shareholders;stockholders; (v) whether
the absence ofnominee has, or appears to have, a conflict of interest that would impair
his or her ability to represent the interests of all shareholdersstockholders and to
fulfill the responsibilities of a trustee;director; and (vi) the value of diversitythat nominees shall not be
discriminated against on the Board.basis of race, religion, national origin, sex,
sexual orientation, disability or any other basis proscribed by law. The
Governance and Nominating Committee also will consider whether the nominee has
the experience or skills that the Governance and Nominating Committee believes
would maintain or enhance the effectiveness of the Independent Trustees'Directors'
oversight of each fund's affairs, based on the
23
then current composition and skills of the Independent TrusteesDirectors and experience
or skills that may be appropriate in light of changing business conditions and
regulatory or other developments. The Governance and Nominating Committee does
not necessarily place the same emphasis on each criterion.
The Governance and Nominating Committee does not have a formal procedure for
the implementation, or for assessing the effectiveness, of its policy with
regard to the consideration of the value of diversity on the Board in reviewing
potential nominees for Independent Trustee.Director. However, as noted above, in its
periodic assessment of the effectiveness of the Board, the Board considers the
complementary skills and experience of individual TrusteesDirectors in the context of
the Board's overall composition so that the Board, as a body, possesses the
appropriate (and appropriately diverse) skills and experience to oversee the
business of the funds. In addition, as noted above, the Governance and
Nomination Committee Chartercharter provides that nominees shall not be discriminated
against on the basis of race, religion, national origin, sex, sexual
orientation, disability or any other basis proscribed by law.
As long as an existing Independent TrusteeDirector continues, in the opinion of the
other Independent Trustees,Directors, to satisfy these criteria and continues to make
positive contributions to the Board, each fund anticipates that Independent
TrusteesDirectors of the fund would favor the re-nomination of an existing TrusteeDirector
rather than a new candidate. Consequently, while the Governance and Nominating
Committee will evaluate the qualifications of nominees recommended by
shareholdersstockholders to serve as Trustee,Director, the Independent TrusteesDirectors might act upon the
Governance and Nominating Committee's evaluation only if there is a vacancy on
the Board. In the event that a vacancy arises or a change in Board membership
is determined to be advisable, the Governance and Nominating Committee will, in
addition to any shareholderstockholder recommendations, evaluate candidates identified by
other means, including candidates proposed by Independent TrusteesDirectors or
management. While it has not done so in the past, the Governance and Nominating
Committee may retain a consultant to assist the Committee in a search for a
qualified candidate.
21
Any shareholder recommendation must be submitted in compliance with all of the
pertinent provisions of Regulation 14A under the Securities Exchange Act of
1934, as amended (the "Exchange Act"), and the Agreement and Declaration of
Trust and By laws of the fund to be considered by theThe Governance and Nominating Committee.Committee will consider recommendations for board
membership by stockholders. In evaluating a nominee recommended by a
shareholder,stockholder, the Governance and Nominating Committee, in addition to the
criteria discussed above, may consider the objectives of the shareholderstockholder in
submitting that nomination and whether such objectives are consistent with the
interests of all shareholders.stockholders. If the Board determines to include a
shareholder'sstockholder's candidate among the slate of Board nominees, the candidate's name
will be placed on the fund's proxy card. If the
Governance and Nominating Committee, the Independent Trustees or the Board
determines not to include such candidate among the Board's designated nominees
and the shareholder has satisfied the requirements of Rule 14a-8 under the
Exchange Act, the shareholder's candidate will be treated as a nominee of the
shareholder who originally nominated the candidate.
The Governance and Nominating Committee initiated the recommendation of each of
the non-interested nominees to serve as an Independent Trustee.Director.
With respect to the re-nomination of an existing Independent Trustee,Director, the
Governance and Nominating Committee and the Independent TrusteesDirectors Committee use
the criteria and the principles set forth above, as revised from time to time,
to guide the selection process.
Shareholders24
Stockholders may communicate with the members of the Board as a group or
individually. Any such communication should be sent to the Board or an
individual TrusteeDirector c/o the Secretary of the fund at the address on the notice
of this meeting. The Secretary may determine not to forward any communication
to members of the Board that does not relate to the business of a fund.
Valuation Committee: David R. Bock, Benjamin M. Friedman, Craig C. MacKay, Lorraine H.
Monchak,
and Marguerite A. Piret (Chair)., and Fred J. Ricciardi.
The Valuation Committee, among other things, determines with Amundi Pioneerreviews the value of securities under certain circumstancesreports and considers other
matters
with respectinformation provided to the Committee by Amundi US, as the valuation designee
of securities,the funds, and assists the Board in the oversight of Amundi US as the
valuation designee of the funds, in each case in accordance with each fund's
valuation procedures.
Policy Administration Committee: Margaret B.W. Graham (Chair), Thomas J. Perna (Chair), John E. Baumgardner,
Jr., Diane Durnin and Fred J. Ricciardi.Marguerite A. Piret.
The Policy Administration Committee, among other things, oversees and monitors
each fund's compliance with legal and regulatory requirements that are not
directly related to financial reporting, internal financial controls,
independent audits or the performance of the fund's internal audit function.
The Policy Administration Committee also oversees the adoption and
implementation of certain of the funds' policies and procedures.
22
Oversight of Risk Management
Consistent with its responsibility for oversight of each fund in the interests
of shareholders,stockholders, the Board of Trustees oversees risk management of each fund's
investment management and business operations. In performing thishas established a framework for the oversight function, the Board considersof
various risks and risk management practices relating to the funds.funds, including the oversight of the
identification of risks and the management of certain identified risks. The
Board has delegated certain aspects of its risk oversight responsibilities to
the committees.committees, but relies primarily on Amundi US and its affiliates for the
identification and management or mitigation of risks relating to their
management activities on behalf of the funds, as well as to oversee and advise
the Board on the risks that may arise relating to the activities of other fund
service providers.
Each fund faces a number of risks, such as investment risk, counterparty risk,
valuation risk, enterprise risk, reputational risk, cybersecurity risk, risk of
operational failure or lack of business continuity, and legal, compliance and
regulatory risk. The goal of risk management is to identify and address risks,
i.e., events or circumstances that could have material adverse effects on the
business, operations, shareholderstockholder services, investment performance or
reputation of a fund.
Most of the funds' investment management and business operations are carried
out by or through Amundi Pioneer,US, its affiliates, and other service providers (such
as the custodian and fund accounting agent and the transfer agent), each of
which has an independent interest in risk management but whose policies and the
methods by which one or more risk management functions are carried out may
differ from each fund's and each other's in the
25
setting of priorities, the resources available or the effectiveness of relevant
controls. Operational or other failures, including cybersecurity failures, at
any one or more of the funds' service providers could have a material adverse
effect on a fund and its stockholders.
Under the overall supervision of the Board or the applicable committee of the
Board, each fund, or Amundi PioneerUS and the affiliates of Amundi PioneerUS, or other
service providers to each fund employ a variety of processes, procedures and
controls in an effort to identify, address and mitigate risks. Different
processes, procedures and controls are employed with respect to different types
of risks. Various personnel, including the funds' and Amundi Pioneer'sUS's chief
compliance officer and Amundi Pioneer'sUS's chief risk officer and director of internal
audit, as well as various personnel of Amundi Pioneer,US and theof other service
providers, make periodic reports to the applicable committee or to the Board
with respect to various aspects of risk management, and the applicable
committee of the Board review Financial Intermediary Controls and Compliance
Assessment ("FICCA") reports if available.management. The reports received by the
TrusteesDirectors related to risks typically are summaries of relevant information.
The Trustees recognizeBoard recognizes that not all risks that may affect a fund can be
identified, that it may not be practical or cost-effective to eliminate or
mitigate certain risks, that it may be necessary to bear certain risks (such as
investment-related risks) to achieve each fund's goals, that the processes,
procedures and controls employed to address certain risks may be limited in
their effectiveness, and that some risks are simply beyond the control of the
funds or Amundi PioneerUS and its affiliates or other service providers. Because most
of the funds' operations are carried out by various service providers, the
Board's oversight of the risk management processes of those service providers,
including processes to address cybersecurity and other operational failures, is
inherently limited. As a result of the foregoing and other factors, each fund's
ability to manage risk is subject to substantial limitations.
In addition, itIt is important to note that each fund is designed for investors that are
prepared to accept investment risk, including the possibility that as yet
unforeseen risks may emerge in the future.
23
The following table indicates the value of shares that each TrusteeDirector or nominee
beneficially owned in each fund and Pioneer Funds in the aggregate as of May
31, 2017.2022. Beneficial ownership is determined in accordance with Securities
and Exchange Commission ("SEC") rules.SEC Rule
13d-3(d)(1). The share value of any closed-end Pioneer fund is based on its
closing market price on May 31, 2017.2022. The share value of any open-end Pioneer
fund is based on the net asset value of the class of shares on May 31, 2017.2022.
The dollar ranges in this table are in accordance with SEC requirements.
Aggregate Dollar
Range of Equity
Securities in All
Pioneer Funds
Dollar Range of Overseen or to be
Equity Securities Overseen by
Name of Trustee or Nominee in each Fund Trustee or Nominee
-------------------------- ----------------- ------------------
INTERESTED TRUSTEE or NOMINEE
$0 /1/
$0 /2/
Lisa M. Jones $0 /3/ Over $100,000
$0 /4/
$0 /5/
$0 /1/
$0 /2/
Kenneth J. Taubes $0 /3/ Over $100,000
$0 /4/
$0 /5/
2426
Aggregate Dollar
Range of Equity
Securities in All
Pioneer Funds
Dollar Range of Overseen or to be
Equity Securities Overseen by
Name of TrusteeDirectors or NomineeNominees in each Fund TrusteeDirectors or Nominee
-------------------------- ----------------------- ------------------Nominees
-------------------------------------------------------------------------
INDEPENDENT TRUSTEEINTERESTED DIRECTORS or NOMINEENOMINEES
-------------------------------------------------------------------------
$0 /1/(1)
$0 /2/
David R. Bock(2)
$0 /3/(3)
Lisa M. Jones $0 (4) Over $100,000
$0 /4/(5)
$0 /5/(6)
-------------------------------------------------------------------------
$0 /1/(1)
$0 /2/(2)
$0 (3)
Kenneth J. Taubes $0 (4) Over $100,000
$0 (5)
$0 (6)
-------------------------------------------------------------------------
INDEPENDENT DIRECTORS or NOMINEES
-------------------------------------------------------------------------
$0 (1)
$0 (2)
$0 (3)
John E. Baumgardner, Jr. $0 (4) Over $100,000
$0 (5)
$0 (6)
-------------------------------------------------------------------------
$0 (1)
$0 (2)
$0 (3)
Diane Durnin $0 (4) Over $100,000
$0 (5)
$0 (6)
-------------------------------------------------------------------------
$0 (1)
$0 (2)
$0 (3)
Benjamin M. Friedman $0 /3/(4) Over $100,000
$0 /4/(5)
$0 /5/
$10,001 to $50,000 /1/
$1 to $10,000 /2/
Margaret B.W. Graham $1 to $10,000 /3/ Over $100,000
$0 /4/
$0 /5/
$0 /1/
$0 /2/
Lorraine H. Monchak $0 /3/ Over $100,000
$0 /4/
$0 /5/
$0 /1/
$0 /2/
Thomas J. Perna $0 /3/ Over $100,000
$0 /4/
$0 /5/
$0 /1/
$0 /2/
Marguerite A. Piret $0 /3/ Over $100,000
$0 /4/
$0 /5/(6)
-------------------------------------------------------------------------
2527
Aggregate Dollar
Range of Equity
Securities in All
Pioneer Funds
Dollar Range of Overseen or to be
Equity Securities Overseen by
Name of TrusteeDirectors or NomineeNominees in each Fund TrusteeDirectors or Nominee
-------------------------- ----------------- ------------------Nominees
-----------------------------------------------------------------------------
INDEPENDENT TRUSTEEINTERESTED DIRECTORS or NOMINEENOMINEES
-----------------------------------------------------------------------------
$0 /1/(1)
$0 /2/(2)
Craig C. MacKay $0 (3) $50,000 - $100,000
$0 (4)
$0 (5)
$0 (6)
-----------------------------------------------------------------------------
$0 (1)
$0 (2)
$0 (3)
Lorraine H. Monchak $0 (4) Over $100,000
$0 (5)
$0 (6)
-----------------------------------------------------------------------------
$0 (1)
$0 (2)
$0 (3)
Thomas J. Perna $0 (4) Over $100,000
$0 (5)
$10,001 - $50,000 (6)
-----------------------------------------------------------------------------
$0 (1)
$0 (2)
$0 (3)
Marguerite A. Piret $0 (4) Over $100,000
$0 (5)
$0 (6)
-----------------------------------------------------------------------------
$0 (1)
$0 (2)
$0 (3)
Fred J. Ricciardi $0 /3/(4) Over $100,000
$0 /4/(5)
$0 /5/(6)
-----------------------------------------------------------------------------
/1/(1) Shares held in Pioneer High Income Trust
/2/Fund, Inc.
(2) Shares held in Pioneer Municipal High Income Trust
/3/Fund, Inc.
(3) Shares held in Pioneer Municipal High Income Advantage Trust
/4/ Shares held in Pioneer Floating Rate Trust
/5/Fund, Inc.
(4) Shares held in Pioneer Diversified High Income TrustFund, Inc.
(5) Shares held in Pioneer Floating Rate Fund, Inc.
(6) Shares held in Pioneer Municipal High Income Opportunities Fund, Inc.
28
As of December 31, 2016,2021, the Trustees,Directors, any nominee for election as a TrusteeDirector
and the executive officers of each fund owned beneficially in the aggregate
less than 1% of the outstanding shares of each fund.
For each of the funds, during the most recent fiscal year, none of the
TrusteesIndependent Directors or any nominee for election as a Trusteean Independent Director
engaged in the purchase or sale of securities of Amundi Pioneer,US, Amundi, Amundi USA,US,
Inc. or any other entity in a control relationship to Amundi PioneerUS or Amundi
Pioneer Distributor US, Inc.
Compliance with Section 16(a) Reporting Requirements
Section 16(a)Material Relationships of the Exchange Act requires each fund's executive officers,
Trustees and persons who own more than ten percent of a fund's shares ("10%
Shareholders")Independent Directors
Mr. Baumgardner, an Independent Director, is Of Counsel to file reports of ownership and changes in ownership withSullivan & Cromwell
LLP, which acts as independent counsel to the SEC. Executive officers, Trustees and 10% Shareholders are required by SEC
regulations to furnish the fund with copiesIndependent Directors of all Section 16(a) forms they
file. Section 30(h) of
the 1940 Act extendsPioneer Funds. The aggregate compensation paid to Sullivan & Cromwell LLP
by the reporting requirements under
Section 16(a) of the Exchange Act to certain officers of the fund's investment
adviser. Based solely on a review of the copies of these reports furnished toPioneer Funds was approximately $752,913 and $626,073 in each of the funds2020
and representations that no other reports were required to be
filed, each fund believes that during the past fiscal year the filing
requirements applicable to such persons were met.
26
2021.
Executive officers
In addition to Ms. Jones, who serves as the President and Chief Executive
Officer of each fund, the following table provides information with respect to
the other executive officers of the funds. Each executive officer is elected by
the Board of Trustees and serves until his or her successor is chosenelected and qualified or
until his or her resignation or removal by the Board. Each of the executive
officers of the funds is an employee of Amundi US and none of the executive
officers are employees of the funds. The business address of all officers of
the funds is 60 State Street, Boston, Massachusetts 02109.
Name, age and position with each fund Principal occupation(s)
------------------------------------- -------------------------------------
Christopher J. Kelley Vice President and Associate General
(52) Counsel of Amundi Pioneer since
Secretary and Chief Legal Officer January 2008 and Secretary and Chief
Legal Officer of all of the Pioneer
Funds since June 2010; Assistant
Secretary of all of the Pioneer Funds
from September 2003 to May 2010; and
Vice President and Senior Counsel of
Amundi Pioneer from July 2002 to
December 2007
Carol B. Hannigan Fund Governance Director of Amundi
(56) Pioneer since December 2006 and
Assistant Secretary Assistant Secretary of all the
Pioneer Funds since June 2010;
Manager- Fund Governance of Amundi
Pioneer from December 2003 to
November 2006; and Senior Paralegal
of Amundi Pioneer from January 2000
to November 2003
Thomas Reyes Senior Counsel of Amundi Pioneer
(54) since May 2013 and Assistant
Assistant Secretary Secretary of all the Pioneer Funds
since June 2010; Counsel of Amundi
Pioneer from June 2007 to May 2013;
and Vice President and Counsel at
State Street Bank from October 2004
to June 2007
Mark E. Bradley Vice President - Fund Treasury of
(57) Amundi Pioneer; and Treasurer of all
Treasurer of the Pioneer Funds since March
2008; Deputy Treasurer of Amundi
Pioneer from March 2004 to February
2008; and Assistant Treasurer of all
of the Pioneer Funds from March 2004
to February 2008
Luis I. Presutti Director - Fund Treasury of Amundi
(52) Pioneer; and Assistant Treasurer of
Assistant Treasurer all of the Pioneer Funds
Gary Sullivan Fund Accounting Manager - Fund
(59) Treasury of Amundi Pioneer; and
Assistant Treasurer Assistant Treasurer of all of the
Pioneer Funds
27
Name, age and position with each fund Principal occupation(s)
----------------------------------------------------------------------------------------
Christopher J. Kelley Vice President and Associate General Counsel of
(57) Amundi US since January 2008; Secretary and
Secretary and Chief Legal Officer Chief Legal Officer of all of the Pioneer Funds
since June 2010; Assistant Secretary of all of the
Pioneer Funds from September 2003 to May
2010; Vice President and Senior Counsel of
Amundi US from July 2002 to December 2007
----------------------------------------------------------------------------------------
Thomas Reyes Assistant General Counsel of Amundi US since
(59) May 2013 and Assistant Secretary of all the
Assistant Secretary Pioneer Funds since June 2010; Counsel of
Amundi US from June 2007 to May 2013
----------------------------------------------------------------------------------------
Anthony J. Koenig, Jr. Managing Director, Chief Operations Officer and
(58) Fund Treasurer of Amundi US since May 2021;
Treasurer and Chief Financial and Treasurer of all of the Pioneer Funds since May
Accounting Officer 2021; Assistant Treasurer of all of the Pioneer
Funds from January 2021 to May 2021; and
Chief of Staff, US Investment Management of
Amundi US from May 2008 to January 2021
----------------------------------------------------------------------------------------
29
Name, age and position with each fund Principal occupation(s)
------------------------------------- -------------------------------------
David F. Johnson Fund Administration Manager - Fund
(37) Treasury of Amundi Pioneer since
Assistant Treasurer November 2008; Assistant Treasurer of
all of the Pioneer Funds since
January 2009; and Client Service
Manager - Institutional Investor
Services at State Street Bank from
March 2003 to March 2007
Jean M. Bradley Chief Compliance Officer of Amundi
(64) Pioneer and of all the Pioneer Funds
Chief Compliance Officer since March 2010; Chief Compliance
Officer of Amundi Pioneer
Institutional Asset Management, Inc.
since January 2012; Chief Compliance
Officer of Vanderbilt Capital
Advisors, LLC since July 2012;
Director of Adviser and Portfolio
Compliance at Amundi Pioneer since
October 2005; and Senior Compliance
Officer for Columbia Management
Advisers, Inc. from October 2003 to
October 2005
Kelly K. O'Donnell Vice President - Head of Investor
(46) Services Group of Amundi Pioneer and
Anti-Money Laundering Officer Anti-Money Laundering Officer of all
the Pioneer Funds since 2006
Name, age and position with each fund Principal occupation(s)
---------------------------------------------------------------------------------------
Luis I. Presutti Director -- Fund Treasury of Amundi US since
(57) 1999; and Assistant Treasurer of all of the
Assistant Treasurer Pioneer Funds since 1999
---------------------------------------------------------------------------------------
Gary Sullivan Senior Manager -- Fund Treasury of Amundi US
(64) since 2012; and Assistant Treasurer of all of the
Assistant Treasurer Pioneer Funds since 2002
---------------------------------------------------------------------------------------
Antonio Furtado Fund Oversight Manager -- Fund Treasury of
(40) Amundi US since 2020; Assistant Treasurer of all
Assistant Treasurer of the Pioneer Funds since 2020; and Senior
Fund Treasury Analyst from 2012 - 2020
---------------------------------------------------------------------------------------
Michael Melnick Vice President - Deputy Fund Treasurer of
(51) Amundi US since May 2021; Assistant Treasurer
Assistant Treasurer of all of the Pioneer Funds since July 2021;
Director of Regulatory Reporting of Amundi US
from 2001 -- 2021; and Director of Tax of Amundi
US from 2000 - 2001
---------------------------------------------------------------------------------------
John Malone Managing Director, Chief Compliance Officer of
(51) Amundi US Asset Management; Amundi Asset
Chief Compliance Officer Management US, Inc.; and the Pioneer Funds
since September 2018; Chief Compliance Officer
of Amundi Distributor US, Inc. since January 2014
---------------------------------------------------------------------------------------
Brandon Austin Director, Financial Security -- Amundi Asset
(50) Management; Anti-Money Laundering Officer of
Anti-Money Laundering Officer all the Pioneer Funds since March 2022 Director
of Financial Security of Amundi US since July
2021; Vice President, Head of BSA, AML and
OFAC, Deputy Compliance Manager, Cr[]dit
Agricole Indosuez Wealth Management
(investment management firm) (2013 -- 2021)
---------------------------------------------------------------------------------------
30
Compensation of TrusteesDirectors and executive officers
The following table sets forth certain information with respect to the
compensation of each TrusteeDirector of Pioneer High Income TrustFund, Inc. and Pioneer
Municipal High Income Advantage TrustFund, Inc. for the fiscal year ended March 31,
2017.2022. The amounts paid to the TrusteesDirectors by each fund differ due to (i)
membership on or chairing certain committees of the Board of Trustees and other
responsibilities assigned to specific Trustees,Directors, and (ii) attendance at
meetings. Each fund does not pay any salary or other compensation to its
officers.executive officers, none of whom are employees of the funds. The funds'
executive officers, who are also officers or employees of Amundi US or its
affiliates, are compensated by Amundi US or its affiliates.
Pioneer High Income TrustFund, Inc. and Pioneer Municipal High Income Advantage
Trust:Fund, Inc.:
Pension or
Retirement Total
Benefits Compensation
Aggregate Accrued as from the Fund
Compensation Part of and Other
Name of TrusteeDirector from each Fund Fund Expenses Pioneer Funds/1/
--------------- -------------- ------------- ---------------Funds(1)
----------------------------------------------------------------------------
Interested Trustees:Directors:
----------------------------------------------------------------------------
Lisa M. Jones $0.00* $0.00 $0.00
$0.00**
----------------------------------------------------------------------------
Kenneth J. Taubes $0.00* $0.00 $0.00
$0.00**
----------------------------------------------------------------------------
Independent Directors:
----------------------------------------------------------------------------
John E. Baumgardner, Jr. $1,806.55* $0.00 $291,525.00
$2,157.63**
----------------------------------------------------------------------------
Diane Durnin $1,796.73* $0.00 $288,628.00
$2,143.82**
----------------------------------------------------------------------------
Craig C. MacKay $1,788.14* $0.00 $286,150.00
$2,131.60**
----------------------------------------------------------------------------
Benjamin M. Friedman $1,909.04* $0.00 $322,819.00
$2,305.10**
----------------------------------------------------------------------------
Lorraine H. Monchak $1,927.55* $0.00 $328,422.00
$2,331.62**
----------------------------------------------------------------------------
Thomas J. TaubesPerna $2,150.23* $0.00 $396,025.00
$2,651.35**
----------------------------------------------------------------------------
Marguerite A. Piret $1,840.52* $0.00 $301,922.00
$2,206.46**
----------------------------------------------------------------------------
Fred J. Ricciardi $1,869.87* $0.00 $310,922.00
$2,248.88**
----------------------------------------------------------------------------
(1) As of the fiscal year ended March 31, 2022, there were 49 U.S. registered
funds in the Pioneer Funds.
* Aggregate compensation from Pioneer High Income Fund, Inc.
** Aggregate compensation from Pioneer Municipal High Income Advantage Fund,
Inc.
31
The following table sets forth certain information with respect to the
compensation of each Director of Pioneer Diversified High Income Fund, Inc.,
Pioneer Municipal High Income Fund, Inc. and Pioneer Municipal High Income
Opportunities Fund, Inc. for the fiscal year ended April 30, 2022. The amounts
paid to the Directors differ due to (i) membership on or chairing certain
committees of the boards of Directors and other responsibilities assigned to
specific Directors, and (ii) attendance at meetings. Each fund does not pay any
salary or other compensation to its executive officers, none of whom are
employees of the funds. The funds' executive officers, who are also officers or
employees of Amundi US or its affiliates, are compensated by Amundi US or its
affiliates.
Pioneer Diversified High Income Fund, Inc., Pioneer Municipal High Income Fund,
Inc. and Pioneer Municipal High Income Opportunities Fund, Inc.:
Pension or
Retirement Total
Benefits Compensation
Aggregate Accrued as from the Fund
Compensation Part of and Other
Name of Director from each Fund Fund Expenses Pioneer Funds(1)
-----------------------------------------------------------------------------
Interested Directors:
-----------------------------------------------------------------------------
Lisa M. Jones $0.00* $0.00 $0.00
$0.00**
$0.00***
-----------------------------------------------------------------------------
Kenneth J. Taubes $0.00* $0.00 $0.00
$0.00**
$0.00***
-----------------------------------------------------------------------------
Independent Directors:
-----------------------------------------------------------------------------
John E. Baumgardner, Jr. $1,000.00* $0.00 $0.00*$291,525.00
$2,009.85**
$1,174.23***
-----------------------------------------------------------------------------
Diane Durnin $1,000.00* $0.00 $288,628.00
$1,997.84**
$1,171.54***
-----------------------------------------------------------------------------
Benjamin M. Friedman $1,000.00* $0.00 $322,819.00
$2,138.58**
$1,234.90***
-----------------------------------------------------------------------------
Craig C. MacKay $1,000.00* $0.00 $286,150.00
$1,987.24**
$1,171.54***
-----------------------------------------------------------------------------
Lorraine H. Monchak $1,000.00* $0.00 $328,422.00
$2,161.71**
$1,243.69***
-----------------------------------------------------------------------------
2832
Pension or
Retirement Total
Benefits Compensation
Aggregate Accrued as from the Fund
Compensation Part of and Other
Name of TrusteeDirector from each Fund Fund Expenses Pioneer Funds/1/
--------------- -------------- ------------- ---------------Funds(1)
--------------------------------------------------------------------------
Independent Trustees:
David R. Bock $2,190.21* $0.00 $268,063.00
$2,349.34**
Benjamin M. Friedman $2,210.09* $0.00 $271,625.00
$2,368.20**
Margaret B.W. Graham $2,051.53* $0.00 $242,000.00
$2,186.75**
Lorraine H. Monchak $2,056.39* $0.00 $242,938.00
$2,192.99**Directors:
--------------------------------------------------------------------------
Thomas J. Perna $2,475.87*$1,000.00* $0.00 $321,188.00
$2,669.57*$396,025.00
$2,440.60**
$1,361.53***
--------------------------------------------------------------------------
Marguerite A. Piret $2,158.86*$1,000.00* $0.00 $262,063.00
$2,309.79*$301,922.00
$2,052.49**
$1,195.18***
--------------------------------------------------------------------------
Fred J. Ricciardi $1,957.27*$1,000.00* $0.00 $224,375.00
$2,078.96*$310,922.00
$2,089.53**
$1,213.45***
--------------------------------------------------------------------------
/1/(1) As of the fiscal year ended March 31, 2017,April 30, 2022, there were 4649 U.S. registered
investment portfoliosfunds in the Pioneer Funds.
* Aggregate compensation from Pioneer Diversified High Income Trust.Fund, Inc.
** Aggregate compensation from Pioneer Municipal High Income Advantage Trust.
29
Fund, Inc.
*** Aggregate compensation from Pioneer Municipal High Income Opportunities
Fund, Inc.
The following table sets forth certain information with respect to the
compensation of each TrusteeDirector of Pioneer Diversified High Income Trust and
Pioneer Municipal High Income TrustFloating Rate Fund, Inc. for the
fiscal year ended AprilNovember 30, 2017.2021. The amounts paid to the TrusteesDirectors differ
due to (i) membership on or chairing certain committees of the boards of
TrusteesDirectors and other responsibilities assigned to specific Trustees,Directors, and (ii)
attendance at meetings. The fund does not pay any salary or other compensation
to its officers.
Pioneer Diversified High Income Trust and Pioneer Municipal High Income Trust:executive officers, none of whom are employees of the fund. The fund's
executive officers, who are also officers or employees of Amundi US or its
affiliates, are compensated by Amundi US or its affiliates.
Pioneer Floating Rate Fund, Inc.:
Pension or
Retirement Total
Benefits Compensation
Aggregate Accrued as from the Fund
Compensation Part of and Other
Name of Director from each Fund Fund Expenses Pioneer Funds(1)
------------------------------------------------------------------------
Interested Directors:
------------------------------------------------------------------------
Lisa M. Jones $0.00 $0.00 $0.00
------------------------------------------------------------------------
Kenneth J. Taubes $0.00 $0.00 $0.00
------------------------------------------------------------------------
33
Pension or
Retirement Total
Benefits Compensation
Aggregate Accrued as from the Fund
Compensation Part of and Other
Name of TrusteeDirector from each Fund Fund Expenses Pioneer Funds/1/
--------------- -------------- ------------- ---------------Funds(1)
----------------------------------------------------------------------------
Interested Trustees:
Lisa M. Jones $ 0.00*Independent Directors:
----------------------------------------------------------------------------
John E. Baumgardner, Jr. $1,148.23 $0.00 $ 0.00
$ 0.00**
Kenneth J. Taubes $ 0.00*$303,000.00
----------------------------------------------------------------------------
Diane Durnin $1,138.27 $0.00 $ 0.00
$ 0.00**
Independent Trustees:
David R. Bock $1,000.00* $0.00 $268,063.00
$2,049.36**$297,251.00
----------------------------------------------------------------------------
Benjamin M. Friedman $1,000.00*$1,158.06 $0.00 $271,625.00
$2,063.70**
Margaret B.W. Graham $1,000.00*$325,000.00
----------------------------------------------------------------------------
Craig C. MacKay(2) $583.33 $0.00 $242,000.00
$1,922.44**$166,646.00
----------------------------------------------------------------------------
Lorraine H. Monchak $1,000.00*$1,161.29 $0.00 $242,938.00
$1,927.37**$330,751.00
----------------------------------------------------------------------------
Thomas J. Perna $1,000.00*$1,204.38 $0.00 $321,188.00
$2,298.05**$404,500.00
----------------------------------------------------------------------------
Marguerite A. Piret $1,000.00*$1,148.09 $0.00 $262,063.00
$2,018.26**$304,251.00
----------------------------------------------------------------------------
Fred J. Ricciardi $1,000.00*$1,158.20 $0.00 $224,375.00
$1,838.55**$316,251.00
----------------------------------------------------------------------------
/1/ As of the fiscal year ended April 30, 2017, there were 46 U.S. registered
investment portfolios in the Pioneer Funds.
* Aggregate compensation from Pioneer Diversified High Income Trust.
** Aggregate compensation from Pioneer Municipal High Income Trust.
30
The following table sets forth certain information with respect to the
compensation of each Trustee of Pioneer Floating Rate Trust for the fiscal year
ended November 30, 2016. The amounts paid to the Trustees differ due to
(i) membership on or chairing certain committees of the boards of Trustees and
other responsibilities assigned to specific Trustees, and (ii) attendance at
meetings. The fund does not pay any salary or other compensation to its
officers.
Pioneer Floating Rate Trust:
Pension or
Retirement Total
Benefits Compensation
Aggregate Accrued as from the Fund
Compensation Part of and Other
Name of Trustee from Fund Fund Expenses Pioneer Funds/1/
--------------- ------------ ------------- ---------------
Interested Trustees:
Lisa M. Jones $ 0.00 $0.00 $ 0.00
Kenneth J. Taubes $ 0.00 $0.00 $ 0.00
Independent Trustees:
David R. Bock $2,319.82 $0.00 $251,750.00
Benjamin M. Friedman $2,314.96 $0.00 $251,000.00
Margaret B.W. Graham $2,136.35 $0.00 $223,500.00
Lorraine H. Monchak $2,129.81 $0.00 $222,479.00
Thomas J. Perna $2,611.59 $0.00 $296,750.00
Marguerite A. Piret $2,254.99 $0.00 $241,750.00
Fred J. Ricciardi $2,016.42 $0.00 $205,000.00
/1/(1) As of the fiscal year ended November 30, 2016,2021, there were 4649 U.S.
registered investment portfoliosfunds in the Pioneer Funds.
(2) Appointed as a Director on March 22, 2021.
Investment adviser and administrator
Amundi PioneerUS (the "Adviser"), whose executive offices are located at 60 State
Street, Boston, Massachusetts 02109, serves as investment adviser and
administrator to each fund. Prior to January 1, 2021, Amundi US was known as
Amundi Pioneer Asset Management, Inc.
Amundi US is an indirect, wholly owned subsidiary of Amundi and Amundi's wholly
owned subsidiary, Amundi USA,Holdings US, Inc. Amundi, one of the world's largest
asset managers, is headquartered in Paris, France. As of June 30, 2017,March 31, 2022, Amundi
had more than $1.5$2.2 trillion in assets under management worldwide. As of June 30, 2017,March
31, 2022, Amundi PioneerUS (and its U.S. affiliates) had over $74$101 billion in assets
under management.
31
On July 3, 2017, Amundi acquired Pioneer Investments, a group of asset
management companies located throughout the world, including each fund's
investment adviser. Prior to July 3, 2017, Pioneer Investments was owned by
Pioneer Global Asset Management S.p.A., a wholly owned subsidiary of UniCredit
S.p.A. ("UniCredit"). Prior to July 3, 2017, each fund's investment adviser was
named Pioneer Investment Management, Inc.
Planned redemptions of auction preferred shares
On July 13, 2017, the Adviser announced that each of Pioneer Municipal High
Income Advantage Trust and Pioneer Municipal High Income Trust intends to
redeem all of their outstanding auction preferred shares (APS) at the
liquidation preference per share (sometimes referred to as "at par") of each
series of APS, together with accrued and unpaid dividends, if any, as of the
redemption date.
Each fund's Board of Trustees has approved a refinancing plan expected to
result in the redemption of all of each fund's outstanding APS. The redemption
of each fund's APS is subject to the successful negotiation of the new
financing, the satisfaction of certain notice and regulatory requirements, and
the closing conditions of the new financing. Specific information related to
the redemption process and timeframes will be released by the funds separately.
The Adviser expects the redemptions to be completed by the end of 2017.
After the refinancing is completed, each fund will continue to employ financial
leverage for investment purposes. The Adviser does not expect the refinancing
to reduce either fund's leverage outstanding.
Required vote
In accordance with the Agreement and Declaration of TrustBylaws for each of Pioneer Diversified High Income Trust,Fund,
Inc., Pioneer Floating Rate Trust andFund, Inc., Pioneer High Income Trust,Fund, Inc. and
Pioneer Municipal High Income Opportunities Fund, Inc., the affirmative vote of
a pluralitymajority of all of the votes of the Common SharesStock of the fund present in person or by proxyentitled to be
cast at thea meeting of stockholders duly called and at which a quorum existsis present
is required to elect each nominee for Trustee.
.Director.
- Mr. Friedman,Baumgardner, Ms. GrahamJones and Mr. TaubesMs. Monchak are the current nominees
for election as Class I TrusteesIII Directors of Pioneer Diversified High
Income Trust,Fund, Inc.;
34
Class II TrusteesI Directors of Pioneer Floating Rate TrustFund, Inc. and Pioneer
Municipal High Income Opportunities Fund; and Class III TrusteesII Directors of
Pioneer High Income Trust. The three nominees receiving the greatest
number of votes for Class I Trustee of Pioneer Diversified High Income
Trust, Class II Trustee of Pioneer Floating Rate Trust and Class III
Trustee of Pioneer High Income Trust will be elected to the Board of
Trustees of such fund.Fund, Inc.
In accordance with the Agreement and Declaration of TrustBylaws for each of Pioneer Municipal High Income TrustFund,
Inc. and Pioneer Municipal High Income Advantage Trust,Fund, Inc., the holders of
Common SharesStock and Preferred SharesStock of eachthe fund will vote on the respective
nominees designated to be elected by such class of shares.
. Mr. Friedman,The affirmative vote of a majority of all of the votes of the Common Stock and
Preferred Stock of the fund entitled to be cast at a meeting of stockholders
duly called and at which a quorum is present, voting together as a single
class, is required to elect each nominee for Director designated to be elected
by the Common Stock and Preferred Stock of the fund.
- Ms. GrahamJones and Mr. TaubesMs. Monchak are the current nominees for election by
the Common Stock and Preferred Stock of the fund, voting together as
a single class, as Class II TrusteesI Directors of Pioneer Municipal High
Income TrustFund, Inc. and Pioneer Municipal High Income Advantage Trust.Fund,
Inc.
The three nominees
receivingaffirmative vote of a majority of all of the greatest number
32
of votes of the CommonPreferred Stock
of the fund entitled to be cast at a meeting of stockholders duly called and at
which a quorum is present is required to elect each nominee for Director
designated to be elected by the Preferred Shares, votingStock of the fund.
- Mr. Baumgardner is the current nominee for election by the Preferred
Stock only as a single class,
for Class II Trustee of eachI Director of Pioneer Municipal High Income
TrustFund, Inc. and Pioneer Municipal High Income Advantage Trust will be elected to the
Board of Trustees of such fund.Fund, Inc.
Recommendation
For the reasons set forth above, the TrusteesDirectors of your fund unanimously
recommend that shareholdersstockholders vote FOR each of Mr. Friedman,Baumgardner, Ms. GrahamJones and Mr. Taubes.Ms.
Monchak.
35
AUDITOR INFORMATION
Prior to July 3, 2017,Each fund's Board, with the Adviser was an indirect, wholly owned subsidiary of
UniCredit. On that date, UniCredit completed the sale of its Pioneer
Investments business, which included the Adviser, to Amundi (the
"Transaction"). As a resultapproval and recommendation of the Transaction,Audit Committee,
has selected Ernst & Young LLP to serve as the Adviser became an indirect,
wholly-owned subsidiary of Amundi. Amundi is controlled by Credit Agricole S.A.
Amundi is headquartered in Paris, France, and, as of June 30, 2017, Amundi had
more than $1.5 trillion in assets under management worldwide.
Deloitte & Touche LLP, each fund's previous independent registered public
accounting firm informed the Audit Committee and the Board that it would no
longer be independent with respect to the funds upon the completion of the
Transaction as a result of certain services being provided to Amundi and Credit
Agricole, and, accordingly, that it intended to resign as each fund's
independent registered public accounting firm upon the completion of the
Transaction. Deloitte & Touche LLP's resignation was effective on July 3, 2017,
when the Transaction was completed.
During the periods as to which Deloitte & Touche LLP has served as each fund's
independent registered public accounting firm, including each fund's two most
recent fiscal years preceding the fiscal year ended June 30, 2017, Deloitte &
Touche LLP's reports on each fund's financial statements have not contained an
adverse opinion or disclaimer of opinion and have not been qualified or
modified as to uncertainty, audit scope or accounting principles. Further,
there have been no disagreements with Deloitte & Touche LLP on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure, which, if not resolved to the satisfaction of Deloitte &
Touche LLP, would have caused Deloitte & Touche LLP to make reference to the
subject matter of the disagreement in connection with its report on the
financial statements. In addition, there have been no reportable events of the
kind described in Item 304(a)(1)(v) of Regulation S-K under the Securities
Exchange Act of 1934.
Effective immediately following the completion of the Transaction on July 3,
2017, the Board, acting upon the recommendation of the Audit Committee, with
respect to each Fund, engaged a new independent registered public accounting
firm, Ernst & Young LLP ("EY"), for the fund's current fiscal year ending November 30,
2017 (for Pioneer Floating Rate Trust), March 31, 2018 (for Pioneer High Income
Trust and Pioneer Municipal High Income Advantage Trust) or April 30, 2018 (for
Pioneer Diversified High Income Trust and Pioneer Municipal High Income Trust),
as applicable.
33
Prior to its engagement, EY had advised each fund's Audit Committee that EY had
identified the following matters, in each case relating to services rendered by
other member firms of Ernst & Young Global Limited, all of which are located
outside the United States, to UniCredit and certain of its subsidiaries during
the period commencing July 1, 2016, that it determined to be inconsistent with
the auditor independence rules set forth by the SEC: (a) project management
support services to UniCredit in the Czech Republic, Germany, Italy, Serbia and
Slovenia in relation to twenty-two projects, that were determined to be
inconsistent with Rule 2-01(c)(4)(vi) of Regulation S-X (management functions);
(b) two engagements for UniCredit in Italy where fees were contingent/success
based and that were determined to be inconsistent with Rule 2-01(c)(5) of
Regulation S-X (contingent fees); (c) four engagements where legal and expert
services were provided to UniCredit in the Czech Republic and Germany, and
twenty engagements where the legal advisory services were provided to UniCredit
in Austria, Czech Republic, Italy and Poland, that were determined to be
inconsistent with Rule 2-01(c)(4)(ix) and (x) of Regulation S-X (legal and
expert services); and (d) two engagements for UniCredit in Italy involving
assistance in the sale of certain assets, that were determined to be
inconsistent with Rule 2-01(c)(4)(viii) of Regulation S-X (broker-dealer,
investment advisor or investment banking services). None of the foregoing
services involved a fund, any of the other funds in the Pioneer Family of Funds
or any other Pioneer entity sold by UniCredit in the Transaction.
EY advised the Audit Committee that it had considered the matters described
above and had concluded that such matters would not impair EY's ability to
exercise objective and impartial judgment in connection with the audits of the
financial statements of each fund under the SEC and Public Company Accounting
Oversight Board independence rules, and that a reasonable investor with
knowledge of all relevant facts and circumstances would reach the same
conclusion. Management and the Audit Committee considered these matters and
discussed the matters with EY and, based upon EY's description of the matters
and statements made by EY, Management and the Audit Committee believe that EY
will be capable of exercising objective and impartial judgment in connection
with the audits of the financial statements of each fund, and Management
further believes that a reasonable investor with knowledge of all relevant
facts and circumstances would reach the same conclusion.year.
Audit fees
The following are aggregate fees billed for professional services rendered by
DeloitteErnst & ToucheYoung LLP for the two most recently completed fiscal years for its
audit of each fund's annual financial statements and fees related to services
that are normally provided by DeloitteErnst & ToucheYoung LLP in connection with statutory
and regulatory filings for the two most recent fiscal years. All of these
services were pre-approved by the Audit Committee of each fund pursuant to
Regulation S-X.
34
For the fiscal year For the fiscal year
ended 3/31/20172022 ended 3/31/2016
------------------- -------------------2021
----------------------------------------------------------------------------
Pioneer High Income Trust $49,954.00 $47,063.00Fund, Inc. $39,270.00 $39,270.00
----------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage Trust $48,714.00 $45,823.00Fund, Inc. $42,330.00 $42,330.00
----------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 4/30/20172022 ended 4/30/2016
------------------- -------------------2021
----------------------------------------------------------------------------
Pioneer Diversified High
Income Trust $53,954.00 $51,063.00Fund, Inc. $39,270.00 $39,270.00
----------------------------------------------------------------------------
Pioneer Municipal High
Income Trust $51,534.00 $48,643.00Fund, Inc. $42,330.00 $42,330.00
----------------------------------------------------------------------------
Pioneer Municipal High Income
Opportunities Fund, Inc.* $52,000.00 $0
----------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 11/30/20162021 ended 11/30/2015
------------------- -------------------2020
----------------------------------------------------------------------------
Pioneer Floating Rate Trust $76,738.00 $76,700.00Fund, Inc. $61,600.00 $61,600.00
----------------------------------------------------------------------------
* Pioneer Municipal High Income Opportunities Fund, Inc. commenced
operations on August 6, 2021.
Audit-related fees
The following are aggregate audit-related fees billed for assurance and related
services by DeloitteErnst & ToucheYoung LLP to each fund that are related to agreed upon
procedures related to the ratings of each fund's Preferred SharesStock (if any) for
the two most recent fiscal years. All of these services were approvedpre-approved by
the Audit Committee of each fund pursuant to Regulation S-X.
36
For the fiscal year For the fiscal year
ended 3/31/20172022 ended 3/31/2016
------------------- -------------------2021
---------------------------------------------------------------------------
Pioneer High Income Trust $231.00 $ 203.00Fund, Inc. $0.00 $0.00
---------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage Trust $231.00 $5,204.00Fund, Inc. $0.00 $0.00
---------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 4/30/20172022 ended 4/30/2016
------------------- -------------------2021
---------------------------------------------------------------------------
Pioneer Diversified High
Income Trust $232.00 $ 204.00Fund, Inc. $0.00 $0.00
---------------------------------------------------------------------------
Pioneer Municipal High
Income Trust $232.00 $5,204.00Fund, Inc. $0.00 $0.00
---------------------------------------------------------------------------
Pioneer Municipal High Income
Opportunities Fund, Inc.* $0.00 $0.00
---------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 11/30/20162021 ended 11/30/2015
------------------- -------------------2020
---------------------------------------------------------------------------
Pioneer Floating Rate Trust $231.00 $ 203.00Fund, Inc. $0.00 $0.00
---------------------------------------------------------------------------
* Pioneer Municipal High Income Opportunities Fund, Inc. commenced operations
on August 6, 2021.
Tax fees
The following are aggregate fees billed for professional services, primarily
for tax returns, rendered by DeloitteErnst & ToucheYoung LLP for tax compliance, tax advice
and tax planning to each fund for the two most recent fiscal years. All of
these services were pre-approved by the Audit Committee of each fund pursuant
to Regulation S-X.
35
For the fiscal year For the fiscal year
ended 3/31/2022 ended 3/31/2021
------------------------------------------------------------------------
Pioneer High Income Fund, Inc. $9,400.00 $9,934.00
------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage Fund, Inc. $9,400.00 $9,934.00
------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 4/30/2022 ended 4/30/2021
------------------------------------------------------------------------
Pioneer Diversified High
Income Fund, Inc. $9,500.00 $10,317.00
------------------------------------------------------------------------
Pioneer Municipal High
Income Fund, Inc. $9,400.00 $9,934.00
------------------------------------------------------------------------
Pioneer Municipal High Income
Opportunities Fund, Inc.* $11,350.00 $0.00
------------------------------------------------------------------------
37
For the fiscal year For the fiscal year
ended 3/31/201711/30/2021 ended 3/31/2016
------------------- -------------------11/30/2020
--------------------------------------------------------------------------
Pioneer High Income Trust $9,904.00 $9,876.00
Pioneer Municipal High Income Advantage Trust $9,904.00 $9,876.00
For the fiscal year For the fiscal year
ended 4/30/2017 ended 4/30/2016
------------------- -------------------
Pioneer Diversified High Income Trust $9,904.00 $9,876.00
Pioneer Municipal High Income Trust $9,904.00 $9,876.00
For the fiscal year For the fiscal year
ended 11/30/2016 ended 11/30/2015
------------------- -------------------
Pioneer Floating Rate Trust $9,904.00 $9,876.00Fund, Inc. $10,317.00 $10,317.00
--------------------------------------------------------------------------
* Pioneer Municipal High Income Opportunities Fund, Inc. commenced
operations on August 6, 2021.
All other fees
There were no fees billed for other services rendered by DeloitteErnst & ToucheYoung LLP to
the funds.
Affiliates' Fees for Non-Audit Services Required to be Pre-Approved
Each fund's Audit Committee is required to pre-approve services to affiliates
as defined by SEC rules to the extent that the services relate directly to the
operations or financial reporting of the fund. Affiliates include the fund's
investment adviser and any entity controlling, controlled by, or under common
control with the adviser that provides ongoing services to the fund
(hereinafter referred to as "affiliates" of the fund). For the fiscal years
ended March 31, 20172022 and 2016,2021, for Pioneer High Income TrustFund, Inc. and Pioneer
Municipal High Income Advantage Trust,Fund, Inc., there were no services provided to
an affiliate that required the fund's Audit Committee pre-approval. For the
fiscal years ended April 30, 20172022 and 2016,2021, for Pioneer Diversified High Income
TrustFund, Inc., Pioneer Municipal High Income Fund, Inc. and Pioneer Municipal High
Income Trust,Opportunities Fund, Inc., there were no services provided to an
affiliate that required the fund's Audit Committee pre-approval. For the fiscal
years ended November 30, 20162021 and 2015,2020, for Pioneer Floating Rate Trust,Fund, Inc.,
there were no services provided to an affiliate that required the fund's Audit
Committee pre-approval.
General Audit Committee Approval Policy
.o For all projects, each of the officers of the funds and the funds'
independent registered public accounting firm will make an
assessment to determine that any proposed projects will not impair
independence.
.o Potential services will be classified into the four non-restricted
service categories and the "Approval of Audit, Audit-Related, Tax
and Other Services" Policy will be applied. Any services outside the
specific pre-approved service subcategories set forth above must
specifically be approved by the Audit Committee.
36
.o At least quarterly, the Audit Committee shall review a report
summarizing the services by service category, including fees,
provided by the independent registered public accounting firm as set
forth in the above policy.
The charter of each Audit Committee requires that the Audit Committee shall
approve (a) all audit and non-audit services to be provided to each fund and
(b) all non-audit services to be provided by the fund's independent public
accounting firm to Amundi PioneerUS and any entity controlling, controlled by or under
common control with the investment adviser that provides ongoing services to
the fund ("Covered Service Providers") if the engagement
38
relates directly to the operations and financial reporting of the fund. The
Audit Committee may delegate, to the extent permitted by law, pre-approval
responsibilities to one or more members of the Audit Committee who shall report
to the full Audit Committee.
NoThe Audit Committee may not approve non-audit services that the Audit Committee
believes may impair the independence of the independent registered public
accounting firm. Permissible non-audit services include any professional
services (including tax services) that are not prohibited services as described
below provided to the fund by the independent registered public accounting
firm, other than those provided to a fund in connection with an audit or a
review of the financial statements of the fund. Permissible non-audit services
may not include (a) bookkeeping or other services related to the accounting
records or financial statements of the fund; (b) financial information systems
design and implementation; (c) appraisal or valuation services, fairness
opinions or contribution-in-kind reports; (d) actuarial services; (e) internal
audit outsourcing services; (f) management functions or human resources; (g)
broker or dealer, investment adviser or investment banking services; (h) legal
services and expert services unrelated to the audit; and (i) any other service
the Public Company Accounting Oversight Board determines, by regulation, is
impermissible.
Pre-approval by the Audit Committee of any permissible non-audit services is
not required so long as: (a) the aggregate amount of all such permissible
non-audit services provided to a fund, Amundi PioneerUS and any Covered Service
Provider constitutes not more than 5% of the total amount of revenues paid to
the independent registered public accounting firm during the fiscal year in
which the permissible non-audit services are provided to (i) the fund, (ii)
Amundi PioneerUS and (iii) any Covered Service Provider during the fiscal year in
which services are provided that would not have to be approved by the Audit
Committee; (b) the permissible non-audit services were not recognized by the
fund at the time of the engagement to be non-audit services; and (c) such
services are promptly brought to the attention of the Audit Committee and
approved by the Audit Committee (or its delegate(s)) prior to completion of the
audit.
37
Aggregate Non-Audit Fees
The aggregate non-audit fees billed by DeloitteErnst & ToucheYoung LLP for services rendered
to each fund and its affiliates, as previously defined, were as follows.
For the fiscal year For the fiscal year
ended 3/31/20172022 ended 3/31/2016
------------------- -------------------2021
-------------------------------------------------------------------------
Pioneer High Income TrustFund, Inc. $0.00 $0.00
-------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage TrustFund, Inc. $0.00 $0.00
-------------------------------------------------------------------------
39
For the fiscal year For the fiscal year
ended 4/30/20172022 ended 4/30/2016
------------------- -------------------2021
--------------------------------------------------------------------------
Pioneer Diversified High
Income TrustFund, Inc. $0.00 $0.00
--------------------------------------------------------------------------
Pioneer Municipal High
Income TrustFund, Inc. $0.00 $0.00
--------------------------------------------------------------------------
Pioneer Municipal High Income
Opportunities Fund, Inc.* $0.00 $0.00
--------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 11/30/20162021 ended 11/30/2015
------------------- -------------------2020
--------------------------------------------------------------------------
Pioneer Floating Rate TrustFund, Inc. $0.00 $0.00
$0.00--------------------------------------------------------------------------
* Pioneer Municipal High Income Opportunities Fund, Inc. commenced
operations on August 6, 2021.
The Audit Committee of the Board of each fund has considered whether the
provision of services, other than audit services, by DeloitteErnst & ToucheYoung LLP to each
fund and its affiliates is compatible with maintaining DeloitteErnst & ToucheYoung LLP's
independence in performing audit services.
Representatives of DeloitteErnst & ToucheYoung LLP will be available at the shareholderstockholder
meeting, (either in person or via telephone), will have the opportunity to make a statement should they desire to do
so, and will be available to answer questions.
3840
INFORMATION CONCERNING THE MEETINGS
Outstanding shares and quorum
As of the record date, July 12, 2017,7, 2022, the following shares of Common Stock and
Preferred Shares
of beneficial interestStock were outstanding for each fund:
Common SharesStock Preferred Shares
------------- ----------------Stock
-------------------------------------------------------------------------
Pioneer Diversified High Income
Trust 8,332,790Fund, Inc. 8,334,759.000 None
Pioneer Floating Rate Trust 24,738,174Fund, Inc. 12,374,933.000 None
Pioneer High Income Trust 29,231,771Fund, Inc. 35,149,449.000 None
Pioneer Municipal High Income
Advantage Trust 23,889,020Fund, Inc. 23,914,439.000 1800 Series A 3,0002021
VMTP
Variable Rate
MuniFund Term
Preferred Shares
Series B 3,0002021
Pioneer Municipal High Income
Trust 22,771,349Fund, Inc. 22,771,349.000 1450 Series A 2,0002021
VMTP
Preferred -- Variable
Rate MuniFund Term
Preferred Shares
Series B 2,0402021
Pioneer Municipal High Income
Opportunities Fund, Inc. 16,885,273.000 None
Only shareholdersstockholders of record as of the close of business on the record date are
entitled to notice of and to vote at the meeting. The holdersWith respect to matters to be
voted on by the Common Stock and Preferred Stock of one-third ofa fund voting together as a
single class, the outstanding shares of
each fund entitled to votepresence in person or by proxy counted together,of stockholders entitled to
cast a majority of the votes entitled to be cast at the meeting (without regard
to class) on such matters shall constitute a quorum for the transaction of
business withon such matters. With respect to matters to be voted on by the
Preferred Stock of a fund voting as a separate class, the presence in person or
by proxy of stockholders entitled to cast a majority of the votes entitled to
be cast at the meeting by holders of stock of such fund.class on such matters shall
constitute a quorum for the transaction of business on such matters.
41
Ownership of shares of the funds
To the knowledge of each fund, as of the record date, the following persons
owned of record or beneficially 5% or more of a class of the outstanding shares
of each class of a fund:
Pioneer Diversified High Income Fund, Inc.
To the best of the fund's knowledge, as of July 7, 2022, Cede & Co., a nominee
for participants in the Depository Trust Company, P.O. Box 20, Bowling Green
Station, New York, NY 10004, held of record 8,333,699.000 shares, equal to
approximately 99.99% of the fund's outstanding Common Stock, including the
shares shown below:
Record HolderName and Address
of Beneficial Owner Share Class Number of Shares % of Class
------------- ----------- ---------------- ---------------------------------------------------------------------------------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004First Trust Portfolios L.P.
First Trust Advisors L.P.
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, Illinois 60187 Common 8,330,697 99.97%
Pioneer Floating Rate Trust
Record Holder1,622,385 19.47%(1)
-----------------------------------------------------------------------
(1) Based on Schedule 13G filed by First Trust Portfolios L.P., First Trust
Advisors L.P. and The Charger Corporation on January 21, 2022.
Pioneer Floating Rate Fund, Inc.
To the best of the fund's knowledge, as of July 7, 2022, Cede & Co., a nominee
for participants in the Depository Trust Company, P.O. Box 20, Bowling Green
Station, New York, NY 10004, held of record 12,372,708.000 shares, equal to
approximately 99.99% of the fund's outstanding Common Stock, including the
shares shown below:
Name and Address
of Beneficial Owner Share Class Number of Shares % of Class
------------- ----------- ---------------- ----------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004-----------------------------------------------------------------------
First Trust Portfolios L.P.
First Trust Advisors L.P.
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, Illinois 60187 Common 24,736,218 99.99%
Pioneer High Income Trust
Record Holder1,877,849 15.17%(1)
----------------------------------------------------------------------
(1) Based on Schedule 13G filed by First Trust Portfolios L.P., First Trust
Advisors L.P. and The Charger Corporation on July 6, 2022.
Pioneer High Income Fund, Inc.
To the best of the fund's knowledge, as of July 7, 2022, Cede & Co., a nominee
for participants in the Depository Trust Company, P.O. Box 20, Bowling Green
Station, New York, NY 10004, held of record 29,289,771.000 shares, equal to
approximately 99.90% of the fund's outstanding Common Stock, including the
shares shown below:
42
Name and Address
of Beneficial Owner Share Class Number of Shares % of Class
------------- ----------- ---------------- ----------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004----------------------------------------------------------------------------
First Trust Portfolios L.P.
First Trust Advisors L.P.
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, Illinois 60187 Common 29,166,822 99.78%4,749,514 16.19%(1)
----------------------------------------------------------------------------
39
(1) Based on Schedule 13G filed by First Trust Portfolios L.P., First Trust
Advisors L.P. and The Charger Corporation on January 14, 2022.
Pioneer Municipal High Income Advantage Fund, Inc.
To the best of the fund's knowledge, as of July 7, 2022, Cede & Co., a nominee
for participants in the Depository Trust Company, P.O. Box 20, Bowling Green
Station, New York, NY 10004, held of record 23,899,504.000 shares, equal to
approximately 99.97% of the fund's outstanding Common Stock, including the
shares shown below:
Record HolderName and Address
of Beneficial Owner Share Class Number of Shares % of Class
------------- ----------- ---------------- --------------------------------------------------------------------------------------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004First Trust Portfolios L.P.
First Trust Advisors L.P.
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, Illinois 60187 Common 23,878,569 99.91%
Cross Point Capital, LLC
6230 Fairview Road
Suite 210
Charlotte, NC 28244 Series A 3,000 100.00%
Cross Point Capital, LLC
6230 Fairview Road
Suite 210
Charlotte, NC 28244 Series B 3,000 100.00%3,015,591 12.61%(1)
----------------------------------------------------------------------------
(1) Based on Schedule 13G filed by First Trust Portfolios L.P., First Trust
Advisors L.P. and The Charger Corporation on January 20, 2022.
To the best of the fund's knowledge, as of July 7, 2022, Wells Fargo & Company,
420 Montgomery Street, San Francisco, CA 94104 and Wells Fargo Municipal
Capital Strategies, LLC, 30 Hudson Yards, New York, New York 10001, held of
record 1,800 shares, equal to 100% of the fund's outstanding Series 2021 VMTP
Preferred -- Variable Rate MuniFund Term Preferred Shares Series 2021.
Pioneer Municipal High Income Fund, Inc.
To the best of the fund's knowledge, as of July 7, 2022, Cede & Co., a nominee
for participants in the Depository Trust Company, P.O. Box 20, Bowling Green
Station, New York, NY 10004, held of record 22,759,308.000 shares, equal to
approximately 99.97% of the fund's outstanding Common Stock, including the
shares shown below:
43
Record HolderName and Address
of Beneficial Owner Share Class Number of Shares % of Class
------------- ----------- ---------------- -----------------------------------------------------------------------------------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004First Trust Portfolios L.P.
First Trust Advisors L.P.
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, Illinois 60187 Common 22,758,898 99.95%
Cross Point Capital, LLC
6230 Fairview Road
Suite 210
Charlotte, NC 28244 Series A 2,000 100.00%
Cross Point Capital, LLC
6230 Fairview Road
Suite 210
Charlotte, NC 28244 Series B 2,040 100.00%3,262,785 14.33%(1)
-------------------------------------------------------------------------
Shareholder(1) Based on Schedule 13G filed by First Trust Portfolios L.P., First Trust
Advisors L.P. and The Charger Corporation on January 18, 2022.
To the best of the fund's knowledge, as of July 7, 2022, Wells Fargo & Company,
420 Montgomery Street, San Francisco, CA 94104 and Wells Fargo Municipal
Capital Strategies, LLC, 30 Hudson Yards, New York, New York 10001, held of
record 1,450 shares, equal to 100% of the fund's outstanding Series 2021 VMTP
Preferred -- Variable Rate MuniFund Term Preferred Shares Series 2021.
Pioneer Municipal High Income Opportunities Fund, Inc.
To the best of the fund's knowledge, as of July 7, 2022, Cede & Co., a nominee
for participants in the Depository Trust Company, P.O. Box 20, Bowling Green
Station, New York, NY 10004, held of record 16,877,689.000 shares, equal to
approximately 99.97% of the fund's outstanding Common Stock.
Stockholder proposals
Under Rule 14a-8 of the Exchange Act (relating to shareholderstockholder proposals), any
shareholderstockholder proposal that may properly be included in your fund's proxy
statement for the 20182023 annual meeting, must be received by the Secretary of the
fund at the fund's principal offices at 60 State Street, Boston, Massachusetts
02109 at least 120 calendar days prior to the anniversary of the date of
mailing of the fund's proxy statement for the 20172022 annual meeting, or on or
before April 9, 2018.3, 2023. A proposal or nomination that is not to be included in a
fund's proxy statement may be made at the 20182023 annual meeting for such fund
only if it is received by the Secretary of the fund at the fund's principal
offices at 60 State Street, Boston, Massachusetts 02109 not more than 120150 days
and at least 90120 days (i.e., April 3, 2023) before the anniversary date of the
mailing of the fund's proxy materials for the 20172022 annual meeting provided,
however, that in the event that the date of the mailing of the notice for the
20182023 annual meeting for a fund is advanced or delayed by more than thirty (30)
days from the 40
anniversary date of the mailing of the notice for the 20172022 annual
meeting, notice by a shareholderstockholder to be timely must be so delivered not earlier
than the close of business on the 120th150th day prior to the date of mailing of the notice
for the 20182023
annual meeting and not later than the close of business on the later of the
90th120th day prior to the date of mailing of the notice for the 20182023 annual meeting, as originally convened,
or the 10th day following the day on which public announcement of the date of
mailing of the notice for the 20182023 meeting is first made by the fund. The
funds' By-lawsBylaws require that certain information must be provided by the
shareholderstockholder to the fund when notice of a nominee for election as a TrusteeDirector or
proposal is submitted to the fund.
44
The submission by a shareholderstockholder of a proposal for inclusion in a proxy
statement does not guarantee that it will be included. Each of Pioneer
Diversified High Income Trust,Fund, Inc., Pioneer Floating Rate Trust,Fund, Inc., Pioneer
High Income Trust,Fund, Inc., Pioneer Municipal High Income TrustFund, Inc., Pioneer
Municipal High Income Advantage Fund, Inc. and Pioneer Municipal High Income
Advantage TrustOpportunities Fund, Inc. currently expect to hold the next annual shareholders'stockholders'
meeting on or about September 19, 2018,14, 2023, which date is subject to change.
ShareholderStockholder proposals are subject to certain regulations under the federal
securities laws.
Proxies, quorum and voting at the meeting
Any shareholderStockholders who has given hisexecute proxies or her proxy to someoneprovide voting instructions by telephone or
the Internet generally hashave the power to revoke that proxythem at any time prior to its exercisebefore a vote
is taken on a proposal by executing a superseding proxy or by submitting a
notice of revocation to the Secretary of the fund. In addition, although mere
attendance at the meeting will not revoke a proxy, a shareholderstockholder present at the
meeting may withdraw his or her proxy and vote in person.at the meeting. All properly
executed and unrevoked proxies received in time for the meeting will be voted
in accordance with the instructions contained in the proxies. If no instruction
is given, the persons named as proxies will vote the shares represented thereby
in favor of Proposal 1, as described above, and will usevote in their best judgmentdiscretion
in connection with the transaction of such other business as may properly come
before the meeting or any adjournmentpostponements or postponementadjournments thereof.
Only shareholdersstockholders of record as of the close of business on the record date are
entitled to notice of and to vote at the meeting.
For each of Pioneer Diversified High Income Trust,Fund, Inc., Pioneer Floating Rate
Trust
andFund, Inc., Pioneer High Income Trust: one-third ofFund, Inc. and Pioneer Municipal High Income
Opportunities Fund, Inc.: the outstanding shares of the fund
entitled to vote, presentpresence in person or represented by proxy constitutesof stockholders
entitled to cast a majority of the votes entitled to be cast at the meeting by
holders of stock of such fund shall constitute a quorum for the transaction of
business at the meeting.
For each of Pioneer Municipal High Income TrustFund, Inc. and Pioneer Municipal High
Income Advantage Trust: one-third ofFund, Inc.: with respect to matters to be voted on by the
outstanding Common Stock and Preferred SharesStock of a fund voting together as a single class,
the fund entitled to vote, presentpresence in person or represented by proxy counted together, constitutesof stockholders entitled to cast a majority
of the votes entitled to be cast at the meeting (without regard to class) on
such matters shall constitute a quorum for the transaction of business on such
matters; with respect to matters to be voted on by the Preferred Stock of a
fund voting as a separate class, the presence in person or by proxy of
stockholders entitled to cast a majority of the votes entitled to be cast at
the meeting.meeting by holders of stock of such class on such matters shall constitute
a quorum for the transaction of business on such matters.
Abstentions and "broker non-votes" will be treated as present for purposes of
determining a quorum. "Broker non-votes" occur when a broker or nominee holding
shares in "street name" indicatesdoes not vote on a proposal because the proxy card that itbroker or
nominee does not have discretionary authority to vote on a proposalvoting power for that particular item and
has not received instructions from the beneficial owner. 41However, because the
funds understand that a broker or nominee may
45
Inexercise discretionary voting power with respect to Proposal 1, and there are
no other proposals expected to come before the eventmeeting for which a broker or
nominee would not have discretionary voting authority, the funds do not
anticipate that there will be any "broker non-votes" at the time any sessionmeeting.
The meeting with respect to one or more funds may, by action of the chair of
the meeting is calledand without any action by stockholders, be adjourned from time to
order a
quorum is not present in persontime with respect to one or by proxy,more matters to be considered at the persons named as proxies may
vote those proxies that have been received to adjourn the shareholder meeting to a
later date and time and at a place announced at the meeting, whether or not a
quorum is present with respect to such matter, and the meeting may be held as
adjourned without further notice. Innotice other than announcement at the eventmeeting and
provided that the new meeting date is not more than 120 days from the original
record date. At the discretion of the chair, if a quorum is present but sufficient votes in favor of
the proposal have not been received, the persons named as proxies may propose
one or more adjournments of the shareholder meeting to permit further
solicitation of proxies with
respect to sucha proposal and the meeting may be
held as adjourned without further notice. Any such adjournment will require the
affirmative vote of more than one half of the shares of the fund present in
person or by proxy on the motion for adjournment at the session of the meeting to be adjourned. The persons named as proxies will vote those proxies which
they are entitled to vote in favor of any such proposal, or that abstained, in
favor of such an adjournment and will vote those proxies required to be voted
against any such proposal against any such adjournment. Unless a proxy is
otherwise limited in this regard, any shares present and entitled to voteconsidered at the meeting, that are represented by broker non-votes may, at the discretion of
the proxies named therein, be voted in favor of such an adjournment. A
shareholdera vote may be taken on
one or more of the proposals in the proxy
statementproposal prior to such adjournment if sufficient votes for its approval have
been received and it is otherwise appropriate.adjournment. Such vote will be considered final
regardless of whether the meeting is adjourned to permit additional
solicitation with respect to any other
proposal. The meeting may be postponed prior to the meeting. If the meeting is
postponed, the funds will give notice of the postponed meeting to shareholders.stockholders.
On any matter submitted to a vote of shareholdersstockholders each whole share shall be
entitled to one vote as to any matter on which it is entitled to vote and each
fractional share shall be entitled to a proportionate fractional vote.
As discussed more fully under Proposal 1 above, nominees must be elected by a
pluralitymajority of all the votes entitled to be cast in person or by proxy at thea meeting of stockholders duly
called and at which a quorum exists. Abstentions and "broker non-votes"is present. Because the required vote for Proposal
1 is based on the number of votes the fund's stockholders are not considered "votes
cast" and, therefore, do not constitute aentitled to cast
rather than on the number of votes cast, failure to vote "FOR" a proposal. Thus,your shares (including
failure to give voting instructions to your broker, bank or other nominee),
abstentions and "broker non-votes" will have nothe same effect on theas voting
for"AGAINST" the election of Trustees inthe directors. However, because the funds understand
that a broker or nominee may exercise discretionary voting power with respect
to Proposal 1, because only votes "FOR"and there are considered inno other proposals expected to come before the
meeting for which a pluralitybroker or nominee would not have discretionary voting
requirement.authority, the funds do not anticipate that there will be any "broker
non-votes" at the meeting.
Other business
While the meeting has been called to transact any business that may properly
come before it, the only matters that the Trustees intendBoard intends to present are those
matters stated in the attached notice of annual meeting of shareholders.stockholders.
However, if any additional matters properly come before the annual stockholder
meeting, and on all matters incidental to the conduct of the meeting, it is the intention of the
persons named as proxies will vote in the enclosed proxy to vote the proxy in accordance with their judgmentdiscretion on such matters unless
instructed to the contrary.
Method of solicitation and expenses
The cost of preparing, printing and mailing the enclosed proxy statement,
accompanying notice of annual meeting of shareholdersstockholders and the accompanying
proxy card for each fund will be borne by that fund. In addition to soliciting
proxies by mail, Amundi PioneerUS may, 42
at the
46
fund's expense, have one or more of the fund's officers, representatives or
compensated third-party agents, including Amundi PioneerUS and Amundi Pioneer
Distributor US,
Inc., aid in the solicitation of proxies by personal interview or telephone and
may request brokerage houses and other custodians, nominees and fiduciaries to
forward proxy soliciting material to the beneficial owners of the shares held
of record by such persons. Each fund has retained Broadridge
Financial Solutions, Inc.Di Costa Partners, LLC to
assist in the proxy solicitation. The cost of their services for all solicitations
covered by this proxy statement is estimated at approximately $80,000.$68,000.
Each fund may also arrange to have votes recorded by telephone, the internet or
other electronic means. The voting procedures used in connection with such
voting methods are designed to authenticate shareholders'stockholders' identities, to allow
shareholdersstockholders to authorize the voting of their shares in accordance with their
instructions and to confirm that their instructions have been properly
recorded. If these procedures were subject to a successful legal challenge,
such votes would not be counted at the shareholder meeting. Each fund is
unaware of any such challenge at this time. In the case of telephone voting, shareholdersstockholders would be called at the
phone number the sub-transfertransfer agent, American Stock Transfer & Trust Company, has
in its records for their accounts, and would be asked for their Social Security
number or other identifying information. The shareholdersstockholders would then be given
an opportunity to authorize proxies to vote their shares at the meeting in
accordance with their instructions. In the case of automated telephone and
internet voting, shareholdersstockholders would be required to provide their Social
Security number or other identifying information and would receive a
confirmation of their instructions.
Persons holding shares as nominees will be reimbursed by the fund, upon
request, for the reasonable expenses of mailing soliciting materials to the
principals of the accounts.
August 7, 2017
431, 2022
47
This page for your notes.
4448
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4549
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4650
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51
22246-09-0717This page for your notes.
52
PIONEER DIVERSIFIED HIGH INCOME TRUST PROXYThis page for your notes.
53
This page for your notes.
54
33065-00-0822
LOGO: Amundi
=====================
Asset Management
PO Box 211230, Eagan, MN 55121-9984
VOTE BY MAIL
1. Read the proxy statement.
[ENVELOPE IMAGE] 2. Check the appropriate box(es) on the reverse side of
the proxy card.
3. Sign, date and return the proxy card in the
envelope provided.
VOTE ONLINE
[LAPTOP IMAGE] 1. Read the proxy statement and have the proxy card at
hand.
2. Go to www.proxyvotenow.com/amundi
3. Follow the simple instructions.
[PHONE IMAGE] VOTE BY PHONE
1. Read the proxy statement and have the proxy card
at hand.
2. Call toll-free 855-276-6786
3. Follow the simple instructions.
PLEASE DETACH AT PERFORATION BEFORE MAILING.
--------------------------------------------------------------------------------
(FUND NAME PRINTS HERE)
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELDSTOCKHOLDERS
SEPTEMBER 21, 201715, 2022
This proxy is solicited on behalf of the Board of TrusteesDirectors of Pioneer
Diversified High Income Trust.the
above-named Fund ("Fund"). I (we), the undersigned holder(s) of common
shares of
beneficial interest,common stock of the Fund, having received notice of the meeting and management's proxy
statement, therefore, and revoking all prior proxies, hereby appoint Lisa M. Jones,
Christopher J. Kelley and Thomas Reyes, and each of them, my (our) attorneys
(with full power of substitution in them and each of them) for and in my
(our) name(s) to attend the Annual Meeting of ShareholdersStockholders (the "Meeting") of
Pioneer Diversified High Income Trustthe Fund scheduled to be held on September 21, 2017,15, 2022 at 2:00 p.m. (Eastern time)Eastern Time
at the offices of Morgan, Lewis & Bockius LLP, One Federal Street, Boston, MassachusettsMA
02110 and any adjournedpostponements or postponed
session or sessionsadjournments thereof, and to vote and act upon
the following matters (as more fully described in the accompanying proxy
statement) in respect of all common shares of beneficial interestcommon stock of Pioneer Diversified High Income Trustthe Fund which I (we) will be entitled to vote or act upon, with all the powers I (we)
would possess if personally present. This proxy will be valid until the
sooner of one year from the date indicated on the reverse side and the
completion of the Meeting (including any postponements or adjournments
thereof).
IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER
BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING. THE SHARES OF COMMON STOCK
REPRESENTED BY THIS PROXY WILL BE VOTED AS DIRECTED BY THE UNDERSIGNED.
CONTROL NUMBER ___________
AUTHORIZED SIGNATURE(S)
THIS SECTION MUST BE COMPLETED FOR YOUR VOTE TO BE COUNTED.
______________________________________________________________
______________________________________________________________
Signature(s) and Title(s), if applicable Sign in the box above
Date
______________________________________________________________
Note: In signing, please write name(s) exactly as they appear on this proxy.
When signing as attorney, executor, administrator, or other fiduciary, please
give your full title as such. Joint owners should each sign personally.
--------------------------------------------
Signature(s) [Title(s) if applicable] Date
--------------------------------------------
Signature100138_091522_HNW-MIO-PHD-PHT
Important Notice Regarding the Availability of joint owner, if any Date
--------------------------------------------------------------------------------
(up triangle) FOLD HERE (up triangle)Proxy Materials for the Annual
Meeting of Stockholders to be held on September 15, 2022.
The Proxy Statement for this Meeting is available at
www.eproxyaccess.com/amundi2022
YOUR VOTE IS VERY IMPORTANT.IMPORTANT NO MATTER HOW MANY SHARES YOU OWN.
PLEASE COMPLETE,CAST YOUR VOTE TODAY!
YOUR SIGNATURE IS REQUIRED FOR YOUR VOTE TO BE COUNTED.
--------------------------
IF YOU ARE NOT VOTING BY PHONE OR INTERNET, PLEASE SIGN AND DATE THIS PROXY CARD
ON THE REVERSE SIDE AND RETURN IT PROMPTLY IN THE ENCLOSED PROXY CARD PROMPTLY
THE COMMON SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE
VOTED AS DIRECTED BY THE UNDERSIGNED. IF THE PROXY IS SIGNED BUT NO DIRECTION
IS GIVEN, THIS PROXY WILL BE VOTED FOR THE PROPOSAL.ENVELOPE.
PLEASE DETACH AT PERFORATION BEFORE MAILING.
--------------------------------------------------------------------------------
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEESDIRECTORS OF PIONEER DIVERSIFIED HIGH
INCOME TRUSTTHE FUND AND SHOULD BE
RETURNED AS SOON AS POSSIBLE IN THE ENVELOPE PROVIDED. THE BOARD RECOMMENDS THAT
YOU VOTE IN FAVOR OF THE FOLLOWING PROPOSAL:PROPOSAL.
IF NO SPECIFICATION IS MADE, THIS PROXY SHALL BE VOTED FOR THE PROPOSAL. If any
other matters properly come before the Meeting to be voted on, the proxy holders
will vote, act and consent on those matters in accordance with the views of
management.
TO VOTE, MARK BLOCKSBOX(ES) BELOW IN BLUE OR BLACK INK: [_]INK AS FOLLOWS: [X]
1. To elect three Class I trusteesDirectors of Pioneer FOR WITHHOLD FOR ALL
Diversified High Income Trust,the Fund, as named in the ALL ALL EXCEPT
attached proxy statement,
each to serve onuntil the Board
of Trusteesthird annual meeting following his or her
election and until their successors have beenhis or her successor is duly elected and qualified. The nominees for trustee
are:
01. Benjamin M. Friedman 02. Margaret B.W.qualifies:
FOR AGAINST ABSTAIN
(01) John E. Baumgardner, Jr. [_] [_] [_]
(02) Lisa M. Jones [_] [_] [_]
(03) Lorraine H. Monchak [_] [_] [_]
Graham 03. Kenneth J. Taubes
2. To withhold authority to vote "FOR"consider any individual nominee, markor other business that may properly come before the
"FOR ALL EXCEPT" box
and write the nominee's number(s) on the line
provided below.
---------------------------------------------------
YOUR VOTE IS IMPORTANT.annual meeting or any postponements or adjournments thereof.
PLEASE COMPLETE, SIGN, DATE AND RETURN YOURTHIS PROXY TODAYCARD PROMPTLY IN THE
ENCLOSED POSTAGE-PAID ENVELOPE OR VOTE BY INTERNET OR PHONE. IF YOU CAN FIND THE PROXY STATEMENTVOTE
BY INTERNET OR PHONE YOU DO NOT NEED TO RETURN THIS CARD.
100138_091522_HNW-MIO-PHD-PHT
LOGO: Amundi
=====================
Asset Management
PO Box 211230, Eagan, MN 55121-9984
VOTE BY MAIL
1. Read the proxy statement.
[ENVELOPE IMAGE] 2. Check the appropriate box(es) on the reverse side of
the proxy card.
3. Sign, date and return the proxy card in the
envelope provided.
VOTE ONLINE
AT:
[www.proxyonline.com/docs/pioneerclosedendfunds.]
PIONEER FLOATING RATE TRUST PROXY[LAPTOP IMAGE] 1. Read the proxy statement and have the proxy card at
hand.
2. Go to www.proxyvotenow.com/amundi
3. Follow the simple instructions.
[PHONE IMAGE] VOTE BY PHONE
1. Read the proxy statement and have the proxy card
at hand.
2. Call toll-free 855-276-6786
3. Follow the simple instructions.
PLEASE DETACH AT PERFORATION BEFORE MAILING.
--------------------------------------------------------------------------------
(FUND NAME PRINTS HERE)
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELDSTOCKHOLDERS
SEPTEMBER 21, 201715, 2022
This proxy is solicited on behalf of the Board of TrusteesDirectors of Pioneer Floating
Rate Trust.the above-named
Fund ("Fund"). I (we), the undersigned holder(s) of common shares of beneficial
interest,common and/or
preferred stock of the Fund, having received notice of the meeting and management's proxy
statement, therefore, and revoking all prior proxies, hereby appoint Lisa M. Jones,
Christopher J. Kelley and Thomas Reyes, and each of them, my (our) attorneys
(with full power of substitution in them and each of them) for and in my (our)
name(s) to attend the Annual Meeting of ShareholdersStockholders (the "Meeting") of Pioneer
Floating Rate Trustthe Fund
scheduled to be held on September 21, 2017,15, 2022 at 2:00 p.m. (Eastern
time)Eastern Time at the
offices of Morgan, Lewis & Bockius LLP, One Federal Street, Boston, MassachusettsMA 02110 and
any adjournedpostponements or postponed session or sessionsadjournments thereof, and to vote and act upon the
following matters (as more fully described in the accompanying proxy statement)
in respect of all common shares of beneficial interestcommon and/or preferred stock of Pioneer Floating Rate Trustthe Fund which I (we) will be
entitled to vote or act upon, with all the powers I
(we) would possess if personally present. This proxy will be valid until the
sooner of one year from the date indicated on the reverse side and the
completion of the Meeting (including any postponements or adjournments thereof).
IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS
AS MAY PROPERLY COME BEFORE THE MEETING. THE SHARES OF COMMON AND/OR PREFERRED
STOCK REPRESENTED BY THIS PROXY WILL BE VOTED AS DIRECTED BY THE UNDERSIGNED.
CONTROL NUMBER ___________
AUTHORIZED SIGNATURE(S)
THIS SECTION MUST BE COMPLETED FOR YOUR VOTE TO BE COUNTED.
______________________________________________________________
______________________________________________________________
Signature(s) and Title(s), if applicable Sign in the box above
Date
______________________________________________________________
Note: In signing, please write name(s) exactly as they appear on this proxy.
When signing as attorney, executor, administrator, or other fiduciary, please
give your full title as such. Joint owners should each sign personally.
--------------------------------------------
Signature(s) [Title(s) if applicable] Date
--------------------------------------------
Signature100138_091522_MAV-MHI
Important Notice Regarding the Availability of joint owner, if any Date
--------------------------------------------------------------------------------
(up triangle) FOLD HERE (up triangle)Proxy Materials for the Annual
Meeting of Stockholders to be held on September 15, 2022.
The Proxy Statement for this Meeting is available at
www.eproxyaccess.com/amundi2022
YOUR VOTE IS VERY IMPORTANT.IMPORTANT NO MATTER HOW MANY SHARES YOU OWN.
PLEASE COMPLETE,CAST YOUR VOTE TODAY!
YOUR SIGNATURE IS REQUIRED FOR YOUR VOTE TO BE COUNTED.
--------------------------
IF YOU ARE NOT VOTING BY PHONE OR INTERNET, PLEASE SIGN AND DATE THIS PROXY CARD
ON THE REVERSE SIDE AND RETURN IT PROMPTLY IN THE ENCLOSED PROXY CARD PROMPTLY
THE COMMON SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE
VOTED AS DIRECTED BY THE UNDERSIGNED. IF THE PROXY IS SIGNED BUT NO DIRECTION
IS GIVEN, THIS PROXY WILL BE VOTED FOR THE PROPOSAL.ENVELOPE.
PLEASE DETACH AT PERFORATION BEFORE MAILING.
--------------------------------------------------------------------------------
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEESDIRECTORS OF PIONEER FLOATING RATE TRUSTTHE FUND AND SHOULD BE
RETURNED AS SOON AS POSSIBLE IN THE ENVELOPE PROVIDED. THE BOARD RECOMMENDS THAT
YOU VOTE IN FAVOR OF THE FOLLOWING PROPOSAL:PROPOSAL.
If no specification is made, this proxy shall be voted FOR the proposal. If any
other matters properly come before the Meeting to be voted on, the proxy holders
will vote, act and consent on those matters in accordance with the views of
management.
TO VOTE, MARK BLOCKSBOX(ES) BELOW IN BLUE OR BLACK INK: [_]INK AS FOLLOWS: [X]
1. To elect three Class II trusteesDirectors of Pioneer FOR WITHHOLD FOR ALL
Floating Rate Trust,the Fund, as named in the attached ALL ALL EXCEPT
proxy statement,
each to serve onuntil the Board of
Trusteesthird annual meeting following his or her
election and until theirhis or her successor has beenis duly elected and qualified. The nominees for trustee
are:
01. Benjamin M. Friedman 02. Margaret B.W.qualifies:
FOR AGAINST ABSTAIN
(01) John E. Baumgardner, Jr. [_] [_] [_]
(to be voted on by shares of Preferred Stock only
of Pioneer Municipal High Income Fund, Inc. and
Pioneer Municipal High Income Advantage
Fund, Inc.)
(02) Lisa M. Jones [_] [_] [_]
(03) Lorraine H. Monchak [_] [_] [_]
Graham 03. Kenneth J. Taubes
2. To withhold authority to vote "FOR"consider any individual nominee, markor other business that may properly come before the
"FOR ALL EXCEPT" box
and write the nominee's number(s) on the line
provided below.
---------------------------------------------------
YOUR VOTE IS IMPORTANT.annual meeting or any postponements or adjournments thereof.
PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY TODAY
YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
[www.proxyonline.com/docs/pioneerclosedendfunds.]
PIONEER HIGH INCOME TRUST PROXY
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD SEPTEMBER 21, 2017
This proxy is solicited on behalf of the Board of Trustees of Pioneer High
Income Trust. I (we), the undersigned holder(s) of common shares of beneficial
interest, having received notice of the meeting and management's proxy
statement therefore, and revoking all prior proxies, hereby appoint Lisa M.
Jones, Christopher J. Kelley and Thomas Reyes, and each of them, my (our)
attorneys (with full power of substitution in them and each of them) for and in
my (our) name(s) to attend the Annual Meeting of Shareholders of Pioneer High
Income Trust to be held on September 21, 2017, at 2:00 p.m. (Eastern time) at
the offices of Morgan, Lewis & Bockius LLP, One Federal Street, Boston,
Massachusetts 02110, and any adjourned or postponed session or sessions
thereof, and to vote and act upon the following matters (as more fully
described in the accompanying proxy statement) in respect of all common shares
of beneficial interest of Pioneer High Income Trust which I (we) will be
entitled to vote or act upon, with all the powers I (we) would possess if
personally present.
IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER
BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING. THE SHARES REPRESENTED BY
THIS PROXY WILL BE VOTED AS DIRECTED BY THE UNDERSIGNED.
Note: In signing, please write name(s)
exactly as they appear on this proxy. When
signing as attorney, executor,
administrator or other fiduciary, please
give your full title as such. Joint owners
should each sign personally.
--------------------------------------------
Signature(s) [Title(s) if applicable] Date
--------------------------------------------
Signature of joint owner, if any Date
--------------------------------------------------------------------------------
(up triangle) FOLD HERE (up triangle)
YOUR VOTE IS VERY IMPORTANT.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD PROMPTLY THE COMMON SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE
VOTED AS DIRECTED BY THE UNDERSIGNED. IF THE PROXY IS SIGNED BUT NO DIRECTION
IS GIVEN, THIS PROXY WILL BE VOTED FOR THE PROPOSAL.
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF PIONEER HIGH INCOME TRUST
AND SHOULD BE RETURNED AS SOON AS POSSIBLE IN THE
ENCLOSED POSTAGE-PAID ENVELOPE PROVIDED. THE BOARD
RECOMMENDS THATOR VOTE BY INTERNET OR PHONE. IF YOU VOTE
IN FAVOR OF THE FOLLOWING PROPOSAL:BY INTERNET OR PHONE YOU DO NOT NEED TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK: [_]
1. To elect three Class III trustees of Pioneer High FOR WITHHOLD FOR ALL
Income Trust, as named in the attached proxy ALL ALL EXCEPT
statement, to serve on the Board of Trustees
until their successor has been duly elected and
qualified. The nominees for trustee are:
01. Benjamin M. Friedman 02. Margaret B.W. [_] [_] [_]
Graham 03. Kenneth J. Taubes
To withhold authority to vote "FOR" any
individual nominee, mark the "FOR ALL EXCEPT" box
and write the nominee's number(s) on the line
provided below.
---------------------------------------------------
YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY TODAY
YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
[www.proxyonline.com/docs/pioneerclosedendfunds.]
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST PROXY
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD SEPTEMBER 21, 2017
This proxy is solicited on behalf of the Board of Trustees of Pioneer Municipal
High Income Advantage Trust. I (we), the undersigned holder(s) of shares of
beneficial interest, having received notice of the meeting and management's
proxy statement therefore, and revoking all prior proxies, hereby appoint Lisa
M. Jones, Christopher J. Kelley and Thomas Reyes, and each of them, my (our)
attorneys (with full power of substitution in them and each of them) for and in
my (our) name(s) to attend the Annual Meeting of Shareholders of Pioneer
Municipal High Income Advantage Trust to be held on September 21, 2017, at 2:00
p.m. (Eastern time) at the offices of Morgan, Lewis & Bockius LLP, One Federal
Street, Boston, Massachusetts 02110, and any adjourned or postponed session or
sessions thereof, and to vote and act upon the following matters (as more fully
described in the accompanying proxy statement) in respect of all shares of
beneficial interest of Pioneer Municipal High Income Advantage Trust which I
(we) will be entitled to vote or act upon, with all the powers I (we) would
possess if personally present.
IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER
BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING. THE SHARES REPRESENTED BY
THIS PROXY WILL BE VOTED AS DIRECTED BY THE UNDERSIGNED.
Note: In signing, please write name(s)
exactly as they appear on this proxy. When
signing as attorney, executor,
administrator or other fiduciary, please
give your full title as such. Joint owners
should each sign personally.
--------------------------------------------
Signature(s) [Title(s) if applicable] Date
--------------------------------------------
Signature of joint owner, if any Date
--------------------------------------------------------------------------------
(up triangle) FOLD HERE (up triangle)
YOUR VOTE IS VERY IMPORTANT.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD PROMPTLY
THE SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE VOTED AS
DIRECTED BY THE UNDERSIGNED. IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN,
THIS PROXY WILL BE VOTED FOR THE PROPOSAL.
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF PIONEER MUNICIPAL HIGH
INCOME ADVANTAGE TRUST AND SHOULD BE RETURNED AS SOON AS POSSIBLE IN THE
ENVELOPE PROVIDED. THE BOARD RECOMMENDS THAT YOU VOTE IN FAVOR OF THE FOLLOWING
PROPOSAL:
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK: [_]
1. To elect three Class II trustees of Pioneer FOR WITHHOLD FOR ALL
Municipal High Income Advantage Trust, as named ALL ALL EXCEPT
in the attached proxy statement, to serve on the
Board of Trustees until their successor has been
duly elected and qualified. The nominees for
trustee are:
01. Benjamin M. Friedman 02. Margaret B.W. [_] [_] [_]
Graham 03. Kenneth J. Taubes
To withhold authority to vote "FOR" any
individual nominee, mark the "FOR ALL EXCEPT" box
and write the nominee's number(s) on the line
provided below.
---------------------------------------------------
YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY TODAY
YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
[www.proxyonline.com/docs/pioneerclosedendfunds.]
PIONEER MUNICIPAL HIGH INCOME TRUST PROXY
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD SEPTEMBER 21, 2017
This proxy is solicited on behalf of the Board of Trustees of Pioneer Municipal
High Income Trust. I (we), the undersigned holder(s) of shares of beneficial
interest, having received notice of the meeting and management's proxy
statement therefore, and revoking all prior proxies, hereby appoint Lisa M.
Jones, Christopher J. Kelley and Thomas Reyes, and each of them, my (our)
attorneys (with full power of substitution in them and each of them) for and in
my (our) name(s) to attend the Annual Meeting of Shareholders of Pioneer
Municipal High Income Trust to be held on September 21, 2017, at 2:00 p.m.
(Eastern time) at the offices of Morgan, Lewis & Bockius LLP, One Federal
Street, Boston, Massachusetts 02110, and any adjourned or postponed session or
sessions thereof, and to vote and act upon the following matters (as more fully
described in the accompanying proxy statement) in respect of all shares of
beneficial interest of Pioneer Municipal High Income Trust which I (we) will be
entitled to vote or act upon, with all the powers I (we) would possess if
personally present.
IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER
BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING. THE SHARES REPRESENTED BY
THIS PROXY WILL BE VOTED AS DIRECTED BY THE UNDERSIGNED.
Note: In signing, please write name(s)
exactly as they appear on this proxy. When
signing as attorney, executor,
administrator or other fiduciary, please
give your full title as such. Joint owners
should each sign personally.
--------------------------------------------
Signature(s) [Title(s) if applicable] Date
--------------------------------------------
Signature of joint owner, if any Date
--------------------------------------------------------------------------------
(up triangle) FOLD HERE (up triangle)
YOUR VOTE IS VERY IMPORTANT.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD PROMPTLY
THE SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE VOTED AS
DIRECTED BY THE UNDERSIGNED. IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN,
THIS PROXY WILL BE VOTED FOR THE PROPOSAL.
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF PIONEER MUNICIPAL HIGH
INCOME TRUST AND SHOULD BE RETURNED AS SOON AS POSSIBLE IN THE ENVELOPE
PROVIDED. THE BOARD RECOMMENDS THAT YOU VOTE IN FAVOR OF THE FOLLOWING PROPOSAL:
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK: [_]
1. To elect three Class II trustees of Pioneer FOR WITHHOLD FOR ALL
Municipal High Income Trust, as named in the ALL ALL EXCEPT
attached proxy statement, to serve on the Board
of Trustees until their successor has been duly
elected and qualified. The nominees for trustee
are:
01. Benjamin M. Friedman 02. Margaret B.W. [_] [_] [_]
Graham 03. Kenneth J. Taubes
To withhold authority to vote "FOR" any
individual nominee, mark the "FOR ALL EXCEPT" box
and write the nominee's number(s) on the line
provided below.
---------------------------------------------------
YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY TODAY
YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
[www.proxyonline.com/docs/pioneerclosedendfunds.]
CARD.
100138_091522_MAV-MHI