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)
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(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):
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| | 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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| | Fee paid previously with preliminary materials.
| | Check box if any part of the fee is offset as provided by Exchange Act
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paid previously. Identify the previous filing by registration statement
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PIONEER DIVERSIFIED HIGH INCOME FUND, INC. (HNW)
PIONEER FLOATING RATE FUND, INC. (PHD)
PIONEER HIGH INCOME FUND, INC. (PHT)
PIONEER MUNICIPAL HIGH INCOME FUND, INC. (MHI)
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE FUND, INC. (MAV)
60 State Street
Boston, Massachusetts 02109
1-800-859-85081-833-459-3559
NOTICE OF ANNUAL MEETING OF SHAREHOLDERSSTOCKHOLDERS
SCHEDULED FOR SEPTEMBER 18, 2019
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, 2021
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. and Pioneer Municipal High Income Advantage Trust:Fund, Inc.:
The annual meeting of shareholdersstockholders (the "annual meeting") of each of the above
registered investment 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 Wednesday, September 18, 201915, 2021
at 3:2:00 p.m. Eastern time, to consider the following:
1. To elect three Trusteesfour Directors 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, twoFund, Inc., three by the holders of
shares of Common and Preferred SharesStock voting together as a single class, and one
by the holders of shares of Preferred SharesStock voting as a separate class, and
(ii) with respect to each of Pioneer Diversified High Income Trust,Fund, Inc.,
Pioneer Floating Rate TrustFund, Inc. and Pioneer High Income Trust,Fund, Inc., by the
holders of shares of Common Shares.Stock. Each elected TrusteeDirector will serve for a
three-year term or until a successor is elected.
2. To consider any other business that may properly come before the annual
meeting or any adjournments, postponements, continuations, or rescheduling
thereof.
The funds' Board of Directors (the "Board") 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
judgment.
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 10, 2019 are9, 2021 as the record date
for the determination of the stockholders entitled to notice of and to vote at
the annual meeting and any adjournmentadjournments, postponements, continuations, or
postponementrescheduling thereof.
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE MEETING
TO BE HELD ON SEPTEMBER 18, 2019:15, 2021: This Notice and the attached Proxy Statement
are available on the internetInternet at https://vote.proxyonline.com/Pioneer/docs/
pioneerclosedendfunds.pdfwww.eproxyaccess.com/amundi2021.
By Order of each Board of Trustees,Directors,
Christopher J. Kelley, Chief Legal Officer
and Secretary
Boston, Massachusetts
August 5, 2019
-------------------July 28, 2021
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WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING, PLEASE COMPLETEAND IN ORDER TO
FACILITATE TIMELY RECEIPT OF YOUR PROXY VOTE, WE RESPECTFULLY URGE YOU TO SIGN,
DATE AND RETURN THE ENCLOSED PROXY.
This page for your notes.PROXY CARD AS PROMPTLY AS POSSIBLE. VOTING NOW
WILL NOT LIMIT YOUR RIGHT TO CHANGE YOUR VOTE OR TO ATTEND THE ANNUAL MEETING.
22246-13-0721
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)
60 State Street
Boston, Massachusetts 02109
1-800-859-85081-833-459-3559
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 of each fund to
solicit proxies to be voted at the annual meeting of shareholdersstockholders 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 3:00 p.m., Eastern Time, on Wednesday, September 18, 2019,15,
2021, and at any adjournments, postponements, continuations or postponements of a
meetingrescheduling
thereof 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 5, 2019.1, 2021. 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 10, 20199, 2021
(the "record date") are entitled to vote on all of the fund's business at the
annual shareholderstockholder meeting and any adjournments, postponements continuations,
or postponementsrescheduling thereof. Each whole share shall be entitled to one vote and
each fractional share shall be entitled to a proportionate fractional vote.
Shares represented by properly executed proxies, unless revoked before or 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, your shares will be voted FOR each
of the nominees for TrusteeDirector in Proposal 1. If any other business properly
comes before the annual shareholderstockholder 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 John E.
Baumgardner, Jr., Lisa M. JonesCraig C.
MacKay, Thomas J. Perna, Marguerite A. Piret and Lorraine H. MonchakFred J. Ricciardi to the Board
of TrusteesDirectors of each fund.
Mr. MacKay, Mr. Perna, Ms. JonesPiret and Ms. MonchakMr. Ricciardi stand for election as their
terms expire in 2019.2021. Each of Mr. MacKay, Mr. Perna, Ms. JonesPiret and Ms. MonchakMr.
Ricciardi currently serves as a TrusteeDirector of each fund and has served in that
capacity continuously since originally elected or appointed. Ms.
JonesMr. Perna has
served as a TrusteeDirector of 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 2006, and Pioneer Diversified High Income
Fund, Inc. since 2007. Mr. Perna was most recently elected by stockholders in
2018. Ms. Piret has served as a Director of Pioneer High Income Fund, Inc.
since 2002, Pioneer Floating Rate Fund, Inc., Pioneer Municipal High Income
Fund, Inc. and Pioneer Municipal High Income Advantage Fund, Inc. since 2003
and Pioneer Diversified High Income Fund, Inc. since 2007. Ms. Piret was most
recently elected by stockholders in 2018. Mr. Ricciardi has served as a
Director of each fund since 2014 and was most recently elected by shareholdersstockholders
in 2015. Ms. Monchak has served2018. Mr. MacKay was appointed as a Trustee since 2015 and was
most recently elected by shareholders in 2015.
ShareholdersDirector of each fund are also being asked to consider the election of Mr.
Baumgardner. Mr. Bock is retiring as Trustee of each fundin March 2021, and
ishas not standing
for re-election. Mr. Baumgardner is nominated as a Trusteebeen elected by each Board in
anticipation of Mr. Bock's retirement. Mr. Baumgardner is not currently a
Trustee of any of the funds.stockholders. If elected, each of Mr. Baumgardner,MacKay, Mr.
Perna, Ms. JonesPiret and Ms. MonchakMr. Ricciardi shall hold office for a three-year term 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.Directors. The
persons named on the accompanying proxy card intend to vote at the meeting
(unless otherwise directed) for the election of Mr. Baumgardner,MacKay, Mr. Perna, Ms.
JonesPiret and Ms. MonchakMr. Ricciardi as TrusteesDirectors of each fund.
TrusteeDirector Class Designations and Terms of Office
Each fund's Agreement and Declaration of TrustBylaws provides that a majority of the Trustees shall fixDirectors 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 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.
Pursuant to each fund's Agreement and DeclarationArticles of Trust,Incorporation, each fund's Board of
TrusteesDirectors 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, each5
Each 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 in 2020.
Class II Trustees -- Mr. Perna, Ms. Piret and Mr. Ricciardi. Terms
expire in 2021.
Class III Trustees -- Mr. Bock, Ms. Jones and Ms. Monchak. Terms expire
at the upcoming 2019 annual meeting. Ms. Jones and
Ms. Monchak are nominated for election at the
meeting. Mr. Bock is retiring as Trustee and is
not standing for re-election.
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
at the upcoming 2019 annual meeting. Ms. Jones and
Ms. Monchak are nominated for election at the
meeting. Mr. Bock is retiring as Trustee and is
not standing for re-election.
Class II Trustees -- Mr. Friedman, Ms. Graham and Mr. Taubes. Terms
expire in 2020.
Class III Trustees -- Mr. Perna, Ms. Piret and Mr. Ricciardi. Terms
expire in 2021.
Pioneer High Income Trust
Class I Trustees -- Mr. Perna, Ms. Piret and Mr. Ricciardi. Terms
expire in 2021.
Class II Trustees -- Mr. Bock, Ms. Jones and Ms. Monchak. Terms expire
at the upcoming 2019 annual meeting. Ms. Jones and
Ms. Monchak are nominated for election at the
meeting. Mr. Bock is retiring as Trustee and is
not standing for re-election.
Class III Trustees -- Mr. Friedman, Ms. Graham and Mr. Taubes. Terms
expire in 2020.
As discussed above, in anticipation of Mr. Bock's retirement, Mr. Baumgardner is
nominated for election at the upcoming 2019 annual meeting as:
-- a Class III Trustee of Pioneer Diversified High Income Trust (term
expiring in 2022);
-- a Class I Trustee of each of Pioneer Floating Rate Trust, Pioneer
Municipal High Income Trust and Pioneer Municipal High Income
Advantage Trust (term expiring in 2022); and
-- a Class II Trustee of Pioneer High Income Trust (term expiring in
2022).
Pioneer Diversified High Income Fund, Inc.
Class I Directors -- Ms. Durnin, Mr. Friedman and Mr. Taubes -- Terms expire
in 2023.
Class II Directors -- Mr. MacKay, Mr. Perna, Ms. Piret and Mr. Ricciardi. Terms
expire in 2021 at the annual meeting. Each of these Directors
has been nominated for election at the annual meeting.
Class III Directors -- Mr. Baumgardner, Ms. Jones and Ms. Monchak -- Terms
expire in 2022.
Pioneer Floating Rate Fund, Inc.
Class I Directors -- Mr. Baumgardner, Ms. Jones and Ms. Monchak -- Terms
expire in 2022.
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 2021 at the annual meeting. Each of these Directors
has been nominated for election at the annual meeting.
Pioneer Municipal High Income Fund, Inc.
Class I Directors -- Mr. Baumgardner, Ms. Jones and Ms. Monchak -- Terms
expire in 2022.
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 2021 at the annual meeting. Each of these Directors
has been nominated for election at the annual meeting.
Pioneer Municipal High Income Advantage Fund, Inc.
Class I Directors -- Mr. Baumgardner, Ms. Jones and Ms. Monchak -- Terms
expire in 2022.
Class II Directors -- Ms. Durnin, Mr. Friedman and Mr. Taubes -- Terms expire
in 2023.
6
Class III Directors -- Mr. MacKay, Mr. Perna, Ms. Piret and Mr. Ricciardi. Terms
expire in 2021 at the annual meeting. Each of these Directors
has been nominated for election at the annual meeting.
Pioneer High Income Fund, Inc.
Class I Directors -- Mr. MacKay, Mr. Perna, Ms. Piret and Mr. Ricciardi. Terms
expire in 2021 at the annual meeting. Each of these Directors
has been nominated for election at the annual meeting.
Class II Directors -- Mr. Baumgardner, Ms. Jones and Ms. Monchak -- Terms
expire in 2022.
Class III Directors -- Ms. Durnin, Mr. Friedman and Mr. Taubes -- Terms expire
in 2023.
Mr. BockBaumgardner and Ms. Piret are currently designated as the TrusteesDirectors to be elected by
the holders of the Preferred SharesStock of each fund that has issued Preferred
Shares.Stock. As Mr. Bock is retiring and not standing for re-election,noted above, Ms. Piret's term expires at the 2021 annual meeting.
Consequently, holders of Preferred SharesStock of Pioneer Municipal High Income TrustFund,
Inc. and Pioneer Municipal High Income Advantage TrustFund, Inc. are being asked to
consider the election of Mr.
Baumgardnervote as a separate class at the upcoming 20192021 annual meeting.meeting to elect Ms. Piret.
With respect to Pioneer Municipal High Income TrustFund, Inc. and Pioneer Municipal
High Income Advantage TrustFund, Inc. the holders of Common SharesStock and the holders of
Preferred SharesStock are being asked to vote together as a single class at the upcoming 20192021
annual meeting to elect Ms. JonesMr. MacKay, Mr. Perna and Ms. Monchak.Mr. Ricciardi. With respect
to Pioneer Diversified High Income Trust,Fund, Inc., Pioneer Floating Rate TrustFund, Inc.
and Pioneer High Income TrustFund, Inc. the holders of Common SharesStock are being asked
to vote at the upcoming 20192021 annual meeting to elect Mr. MacKay, Mr. Perna, Ms. JonesPiret
and Ms. Monchak.Mr. Ricciardi,
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 Trustees (except Mr.
Baumgardner)Directors
serves as a TrusteeDirector of each of the 4345 U.S. registered funds 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 TrusteeDirector
---------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
--------------------------------------------------------------------------------------------------------
Thomas J. Pioneer Diversified Private investor (2004 --- 2008 Director, Broadridge
Perna (68) High Income Trust:Fund, and 2013 --- present); Chairman Financial Solutions, Inc.
Chairman of the Inc.: Class II Trustee sinceDirector (2008 --- 2013) and Chief (investor
Board and since 2007. Term expires in Executive Officer (2008 --- 2012), communications and
TrusteeDirector in 2021. Quadriserv, Inc. (technology securities processing
Nominee products for securities lending provider for financial
Pioneer Floating Rate industry); and Senior Executive services industry) (2009
-
Trust:Fund, Inc.: Class III Trustee Vice President, The Bank of New -- present); Director,
Director since 2006. Term expires York (financial and securities Quadriserv, Inc. (2005 ---
expires in 2021. services) (1986 -- 2004) 2013); and
Commissioner, New
Pioneer High Income Jersey State Civil Service
Trust:Fund, Inc.: Class I Trustee Commission (2011 - 2015)--
Director since 2006. Term 2015)
expires in 2021.
Pioneer Municipal
High Income Trust:Fund,
Inc.: Class III TrusteeDirector
since 2006. Term expires
in 2021.
Pioneer Municipal
High Income
Advantage Trust:Fund, Inc.:
Class III TrusteeDirector since
2006. Term expires in
2021.
----------------------------------------------------------------------------------------------------------
John E. N/A Of Counsel, (2019 - present), Chairman, The Lakeville
Baumgardner, Partner (1983-2018) Sullivan & Journal Company, LLC,
Jr. (68)* Cromwell LLP (law firm). (privately-held
community newspaper
Nominee group) (2015-present) )
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8
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by TrusteeDirector
------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
--------------------------------------------------------------------------------------------------------
Benjamin M.------------------------------------------------------------------------------------------------------
John E. Pioneer Diversified William Joseph Maier Professor Trustee, Mellon
Friedman (74)Of Counsel (2019 -- present), Chairman, The Lakeville
Baumgardner, High Income Trust: of Political Economy, Harvard Institutional Funds
TrusteeFund, Partner (1983-2018), Sullivan & Journal Company, LLC,
Jr. (68)* Inc.: Class III Director Cromwell LLP (law firm). (privately-held
Director since 2019. Term expires community newspaper
in 2022. group) (2015-present)
Pioneer Floating Rate
Fund, Inc.: Class I
TrusteeDirector since University (1972 - present) Investment Trust and
2008.2019. Term
expires in Mellon Institutional Funds
2020. Master Portfolio (oversaw
17 portfolios in fund2022.
Pioneer Floating Rate complex) (1989 - 2008)
Trust:High Income
Fund, Inc.: Class II
TrusteeDirector since 2008.2019. Term
expires in 2020.
Pioneer High Income
Trust: Class III Trustee
since 2008. Term expires
in 2020.2022.
Pioneer Municipal
High Income Trust:Fund,
Inc.: Class II TrusteeI Director
since 2008.2019. Term expires
in 2017.2022.
Pioneer Municipal
High Income
Advantage Trust:Fund, Inc.:
Class II TrusteeI Director since
2008.2019. Term expires in
2020.
--------------------------------------------------------------------------------------------------------2022.
----------------------------------------------------------------------------------------------------------
9
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by TrusteeDirector
-------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
--------------------------------------------------------------------------------------------------------
Margaret B.W.---------------------------------------------------------------------------------------------------------
Diane Durnin Pioneer Diversified FoundingManaging Director Vice-- Head of None
Graham (72)(63) High Income Trust: PresidentFund, Product Strategy and
Corporate
TrusteeDirector Inc.: Class I TrusteeDirector Development, BNY Mellon
since Secretary, The Winthrop Group,
2007.2020. Term expires Investment Management
in Inc. (consulting2023. (investment management firm)
(1982 -
2020. present)(2012-2018); Desautels Faculty of
Management, McGill UniversityVice Chairman --
Pioneer Floating Rate (1999 - 2017); and Manager of
Trust:The Dreyfus Corporation (2005
Fund, Inc.: Class II Trustee Research Operations and-- 2018): Executive Vice
Director since 2003.2020. Term President Head of Product, BNY
expires Organizational Learning, Xerox
in 2020. PARC, Xerox's advance research
center (1990-1994)2023. Mellon Investment Management
(2007-2012); Executive Director-
Pioneer High Income Trust:Product Strategy, Mellon Asset
Fund, Inc.: Class III TrusteeManagement (2005-2007);
Director since 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 2020.
Pioneer Municipal
High Income Trust:
Class II Trustee since
2003. Term expires in
2020.2023. Corporation (1994-2000)
Pioneer Municipal
High Income
Advantage Trust:Fund, Inc.:
Class II TrusteeDirector since
2003.2020. Term expires in
2020.
--------------------------------------------------------------------------------------------------------2023.
---------------------------------------------------------------------------------------------------------
10
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by TrusteeDirector
----------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
--------------------------------------------------------------------------------------------------------
Lorraine H.----------------------------------------------------------------------------------------------------
Benjamin M. Pioneer Diversified Chief Investment Officer, 1199 None
Monchak (62)William Joseph Maier Professor Director, Mellon
Friedman (75) High Income Trust: SEIUFund, of Political Economy, Harvard Institutional Funds
(healthcare workers
TrusteeDirector Inc.: Class III TrusteeI Director University (1972 -- present) Investment Trust and
since union pension funds) (20012008. Term expires Mellon Institutional Funds
in 2023. Master Portfolio (oversaw
17 portfolios in fund
Pioneer Floating Rate complex) (1989 - 2015.2008)
Fund, Inc.: Class II
Director since 2008. Term
expires in present); Vice President -
Nominee 2019. International Investments
Group, American International
Pioneer Floating Rate Group, Inc. (insurance
Trust: Class I Trustee company) (1993 - 2001); Vice
since 2015. Term expires President Corporate Finance and
in 2019. Treasury Group, Citibank,
N.A.(1980 - 1986 and 1990 -2023.
Pioneer High Income
1993); Vice President -
Trust:Fund, Inc.: Class II Trustee Asset/Liability ManagementIII
Director since 2015. Term expires Group, Federal Farm Funding
in 2019. Corporation (government-
sponsored issuer of debt
Pioneer Municipal securities) (1988 - 1990);
High Income Trust: Mortgage Strategies Group,
Class I Trustee since Shearson Lehman Hutton, Inc.
2015.2008. Term
expires in (investment bank) (1987 -
2019. 1988); Mortgage Strategies
Group, Drexel Burnham2023.
Pioneer Municipal
Lambert, Ltd. (investment bank)
High Income (1986 - 1987)
Advantage Trust:Fund,
Inc.: Class I
TrusteeII Director
since 2015.2008. Term expires
in 2019.
--------------------------------------------------------------------------------------------------------2023.
Pioneer Municipal
High Income
Advantage Fund, Inc.:
Class II Director since
2008. 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 TrusteeDirector
-----------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
--------------------------------------------------------------------------------------------------------
Marguerite A.---------------------------------------------------------------------------------------------------
Craig C. Pioneer Diversified President and Chief Executive DirectorPartner, England & Company, Board Member of New America
Piret (71) High Income Trust: Officer, Metric Financial Inc.Carver
MacKay (58) High Income Fund, LLC (advisory firm) (2012 -- Bancorp, Inc. Trustee(holding
Director Inc.: Class II TrusteeDirector present); Group Head -- company) and Carver
Nominee since (formerly known as Newbury (closed-end investment
2007.2021. Term expires Leveraged Finance Distribution, Federal Savings Bank, NA
in 2021. Oppenheimer & Company (2017 -- present);
(investment bank) (2006 -- Advisory Council
Pioneer Floating Rate 2012); Group Head -- Private Member, MasterShares
Fund, Inc.: Class III Finance & High Yield Capital ETF (2016 -- 2017);
Director since 2021. Term Markets Origination, SunTrust Advisory Council
expires in 2021. Robinson Humphrey Member, The Deal
(investment bank) (2003 -- (financial market
Pioneer High Income 2006); and Founder and Chief information publisher)
Fund, Inc.: Class I Executive Officer, HNY (2015 -- 2016); Board Co-
Director since 2021. Term Associates, LLC (investment Chairman and Chief
expires in 2021. bank) (1996 -- 2003) Executive Officer, Danis
Transportation Company
Pioneer Municipal (privately-owned
High Income Fund, commercial carrier)
Inc.: Class III Director (2000 -- 2003); Board
since 2021. Term expires Member and Chief
in 2021. Financial Officer,
Customer Access
Pioneer Municipal Resources (privately-
High Income owned teleservices
Advantage Fund, Inc.: company) (1998 -- 2000);
Class III Director since Board Member,
2021. Term expires in Piret Company) (investment company) (2004Federation of Protestant
2021. Welfare Agencies (human
services agency) (1993 --
2021. banking firm) (1981 - present)
present); and Member,
Board
of Governors,
Pioneer Floating Rate Investment Company
Trust: Class III Trustee Institute (2000 - 2006)
since 2003. Term expires
in 2021.
Pioneer High Income
Trust: Class I Trustee
since 2002. Term expires
in 2021.
Pioneer Municipal
High Income Trust:
Class III Trustee since
2003. Term expires in
2021. Elected by
Preferred Shares only.
Pioneer Municipal
High Income
Advantage Trust: Class
III Trustee since 2003.
Term expires in 2021.
Elected by Preferred
Shares only.
--------------------------------------------------------------------------------------------------------Treasurer, Harlem
Dowling Westside Center
(foster care agency)
(1999 -- 2018)
12
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by TrusteeDirector
-----------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------
Independent TrusteesDirectors and Nominees:
--------------------------------------------------------------------------------------------------------
Fred J.-----------------------------------------------------------------------------------------------------
Lorraine H. Pioneer Diversified Consultant (investmentChief Investment Officer, 1199 None
Ricciardi (72)Monchak (64) High Income Trust: company services) (2012 -
TrusteeFund, SEIU Funds (healthcare workers
Director Inc.: Class III Director union pension funds) (2001 --
since 2015. Term expires present); Vice President --
in 2022. International Investments
Group, American International
Pioneer Floating Rate Group, Inc. (insurance
Fund, Inc.: Class I company) (1993 -- 2001); Vice
Director since 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 TrusteeAsset/Liability Management
Director since present)2015. Term Group, Federal Farm Funding
expires in 2022. Corporation (government-
sponsored issuer of debt
Pioneer Municipal securities) (1988 -- 1990);
Executive Vice
2014.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
President, BNY Mellon (financial
2021. and investment company
services) (1969 - 2012);
Pioneer Floating Rate Director, BNY International
Trust: Class III Trustee Financing Corp. (financial
since 2014. Term expires services) (2002 - 2012);
in 2021. Director, Mellon Overseas
Investment Corp. (financial
services) (2009 - 2012);
Pioneer High Income Director, Financial Models
Trust: Class I Trustee (technology) (2005-2007);
since 2014. Term expires Director, BNY Hamilton Funds,
in 2021. Ireland (offshore investment
companies) (2004-2007);
Pioneer Municipal Chairman/Director, AIB/BNY
High Income Trust: Securities Services, Ltd., Ireland
Class III Trustee since (financial services) (1999-2006);
2014. Term expires in Chairman, BNY Alternative
2021. Investment Services, Inc.
(financial services) (2005-2007)
Pioneer Municipal
High Income
Advantage Trust: Class
III Trustee since 2014.
Term expires in 2021.
--------------------------------------------------------------------------------------------------------2022.
------------------------------------------------------------------------------------------------------
13
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by TrusteeDirector
------------------------------------------------------------------------------------------------------
Independent Directors and Nominees:
--------------------------------------------------------------------------------------------------------
Interested Trustees and Nominee*:
--------------------------------------------------------------------------------------------------------
Lisa M. JonesMarguerite A. Pioneer Diversified Chief Financial Officer, American Director CEO and President of None
(57)**New America
Piret (72) High Income Trust: AmundiFund, Ag Energy, Inc. (controlled High Income Fund, Inc.
Director Inc.: Class II Director environment and agriculture (closed-end investment
Nominee since 2007. Term expires company) (2016 -- present); company) (2004 --
in 2021. President and Chief Executive present); and Member,
Officer, Metric Financial Inc. Board of Governors,
Pioneer Asset
Trustee,Floating Rate (formerly known as Newbury Investment Company
Fund, Inc.: Class III TrusteePiret Company) (investment Institute (2000 -- 2006)
Director since Management,2003. Term banking firm) (1981 -- 2019)
expires in 2021.
Pioneer High Income
Fund, Inc. (since
President and 2014.: Class I
Director since 2002. Term
expires in September 2014); Director, CEO
Chief Executive 2019. and President of Amundi
Officer2021.
Pioneer Distributor, Inc. (since
Pioneer Floating Rate September 2014); Director, CEO
Nominee Trust: Class I Trustee and President of Amundi
since 2014. Term expires Pioneer Institutional Asset
in 2019. Management, Inc. (since
September 2014); Chair, Amundi
PioneerMunicipal
High Income Pioneer Asset Management
Trust:Fund,
Inc.: Class II Trustee USA, Inc., Amundi PioneerIII Director
since 2014. Term expires Distributor, Inc. and Amundi
in 2019. Pioneer Institutional Asset
Management, Inc. (September
Pioneer Municipal 2014 - 2018); Managing
High Income Trust: Director, Morgan Stanley
Class I Trustee since Investment Management
2014.2003. Term expires
in (2010 - 2013); Director of
2019. Institutional Business, CEO of
International, Eaton Vance2021. Elected by
Preferred Stock only.
Pioneer Municipal
Management (2005 - 2010);
High Income
Advantage Fund, Inc.:
Class III Director of Amundi USA, Inc.
Advantage Trust: Class I (since 2017)
Trustee since
2014.2003. Term expires in
2019.2021. Elected by
Preferred Stock only.
--------------------------------------------------------------------------------------------------------
14
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by TrusteeDirector
-----------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------
Interested TrusteesIndependent Directors and Nominee*Nominees:
-----------------------------------------------------------------------------------------------------
Fred J. Pioneer Diversified Consultant (investment None
Ricciardi (73) High Income Fund, company services) (2012 --
Director Inc.: --------------------------------------------------------------------------------------------------------Class II Director present); Executive Vice
Nominee since 2014. Term expires President, BNY Mellon (financial
in 2021. and investment company
services) (1969 -- 2012);
Pioneer Floating Rate Director, BNY International
Fund, Inc.: Class III Financing Corp. (financial
Director since 2014. Term services) (2002 -- 2012);
expires in 2021. Director, Mellon Overseas
Investment Corp. (financial
Pioneer High Income services) (2009 -- 2012);
Fund, Inc.: Class I Director, Financial Models
Director since 2014. Term (technology) (2005-2007);
expires in 2021. Director, BNY Hamilton Funds,
Ireland (offshore investment
Pioneer Municipal companies) (2004-2007);
High Income Fund, Chairman/Director, AIB/BNY
Inc.: Class III Director Securities Services, Ltd., Ireland
since 2014. Term expires (financial services) (1999-2006);
in 2021. Chairman, BNY Alternative
Investment Services, Inc.
Pioneer Municipal (financial services) (2005-2007)
High Income
Advantage Fund, Inc.:
Class III Director since
2014. Term expires in
2021.
-----------------------------------------------------------------------------------------------------
15
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Director
------------------------------------------------------------------------------------------------------
Independent Directors and Nominees:
------------------------------------------------------------------------------------------------------
Lisa M. Jones Pioneer Diversified Director, CEO and President of Member, Board of
(58)** High Income Fund, Amundi US, Inc. (investment Governors, Investment
Director, Inc.: Class III Director management firm) (since Company Institute (since
President and since 2014. Term expires September 2014); Director, CEO May 2015)
Chief Executive in 2022. and President of Amundi Asset
Officer Management US, Inc. (since
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)
------------------------------------------------------------------------------------------------------
16
Name, Age and
Position Held Term of Office and Other Directorships
With the Fund Length of Service Principal Occupation Held by Director
------------------------------------------------------------------------------------------------------
Independent Directors and Nominees:
------------------------------------------------------------------------------------------------------
Kenneth J. Pioneer Diversified Director and Executive Vice None
Taubes (61)(62)** High Income Trust:Fund, President (since 2008) and Chief
TrusteeDirector Inc.: Class I Trustee sinceDirector Investment Officer, U.S. (since
since 2014. Term expires in 2010) of Amundi Pioneer Asset
2020. Management USA,US, Inc.
in 2023. (investment management firm);
Director and Executive Vice
President
Pioneer Floating Rate President and Chief Investment
Officer,
Trust:Fund, Inc.: Class II TrusteeOfficer, U.S. of Amundi Pioneer (sinceUS
Director since 2014. Term expires(since 2008); Executive Vice
Presidentexpires in 2020.2023. President and Chief Investment
Officer, U.S. of Amundi PioneerAsset
Pioneer High Income Institutional Asset Management Trust:US, Inc. (since
Fund, Inc.: Class III Trustee Inc. (since 2009); Portfolio Manager of
Director since 2014. Term expires Manager of Amundi Pioneer
in 2020.US (since 1999);
expires in 2023. Director of Amundi USA,Holdings US,
Inc. (since 2017)
Pioneer Municipal
High Income Trust:Fund,
Inc.: Class II TrusteeDirector
since 2014. Term expires
in 2020.2023.
Pioneer Municipal
High Income
Advantage Trust:Fund, Inc.:
Class II TrusteeDirector since
2014. Term expires in
2020.
--------------------------------------------------------------------------------------------------------2023.
----------------------------------------------------------------------------------------------------
* Mr. Baumgardner is Of Counsel to Sullivan & Cromwell LLP, which acts as
independent outside legal counsel to the Independent TrusteesDirectors 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.
Responsibilities of the Board of TrusteesDirectors
The Board of TrusteesDirectors 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 the most recent fiscal year of each fund,of Pioneer Diversified High Income
Fund, Inc., Pioneer High Income Fund, Inc., Pioneer Municipal High Income Fund,
Inc. and Pioneer Municipal High Income Advantage Fund, Inc., the Board of
TrusteesDirectors held 610 meetings. During the most recent fiscal year of Pioneer
Floating Rate Fund, Inc., the Board of
17
Directors held 13 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
TrusteesDirectors and applicable committees, if any, held during that fund's most
recent fiscal year.
15
The funds do not have a policy on TrusteeDirector attendance at the annual meeting of
shareholders.stockholders. For each fund, one TrusteeDirector attended the 20182020 annual meeting of
shareholders.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 Governance and Nominating Committee Charter.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, qualifications, attributes
and/or skills apply as to each Trustee:Director: Mr. Baumgardner, legal, investment
management, business and public company experience as aan attorney practicing
investment management, corporate and securities 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 of other organizations; Ms. Monchak, investment, financial and business
experience, including as the chief investment officer of a pension 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,
18
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; 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 fund.
Each fund's Agreement and Declaration of Trust provides thatUnder the Maryland General Corporation Law, 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.
16
Board Committees
The Board of TrusteesDirectors 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 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.
19
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:
4/30/20192021 11/30/20182020 3/31/20192021 4/30/20192021 3/31/2019
--------------------------------------------------------------------------------2021
-------------------------------------------------------------------------------
Pioneer
Pioneer Pioneer Pioneer Pioneer Municipal
Diversified Floating High Municipal High Income
High Income Rate Income High Income Advantage
Trust Trust Trust Trust Trust
--------------------------------------------------------------------------------
Fund, Inc. Fund, Inc. Fund, Inc. Fund, Inc. Fund, Inc.
-------------------------------------------------------------------------------
Audit Committee 8 7 8 8 97 7 7 7
Governance and
Nominating Committee 6 59 10 9 9 9
Independent Directors
Committee 7 6 6 6
Independent Trustees
Committee 6 6 6 67 6
Policy Administration
Committee 4 45 4 4 4
Valuation Committee 5 5 5 5 5
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 17
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.Directors.
Audit Committee: David R. Bock (Chair),Diane Durnin, Benjamin M. Friedman, Craig C. MacKay, Lorraine
H. Monchak and Fred J. Ricciardi.
In connection with Mr. Bock's retirement as Trustee of each Fund, Mr. Ricciardi will succeed Mr. Bock as chair of each fund's Audit Committee.(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 American (Pioneer Diversified High Income Fund, Inc.) listing standards
relating to closed-end funds. The Board of TrusteesDirectors 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'Directors' 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.
20
The Audit Committee charter is available on Amundi Pioneer'sUS's website: amundipioneer.com/us.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.
Each fund's Board of TrusteesDirectors 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, 2018,2020, the Annual Reports for Pioneer High 18
Income
TrustFund, Inc. and Pioneer Municipal High Income Advantage TrustFund, Inc. for the
fiscal year ended March 31, 20192021 and in the Annual Reports for Pioneer
Diversified High Income TrustFund, Inc. and Pioneer Municipal High Income TrustFund, Inc.
for the fiscal year ended April 30, 2019.2021.
The members of each fund's Audit Committee are:
David R. Bock (Chair)Diane Durnin
Benjamin M. Friedman
Craig C. MacKay
Lorraine H. Monchak
Fred 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.
If elected, Mr. Baumgardner will serve on the Governance and Nominating
Committee.Perna.
All members of the Governance and Nominating Committee are independent under
the applicable NYSE and NYSE American 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:
amundipioneer.com/us.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
21
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 and expertise
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 of Directors with respect to attributes such
as race, ethnicity, gender, cultural background, skills 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.
19
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 to high ethical standards; (ii) the nominee's
business acumen and ability to exercise sound judgment in matters that relate
to the 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 of the fund, including those of stockholders and the management
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'22
Directors' oversight of each fund's affairs, based on the 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 Charter 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 20
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.
Any shareholderstockholder 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 lawsBylaws of the fund to be
considered by the Governance and Nominating Committee. 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 TrusteesDirectors 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'sstockholder's
candidate will be treated as a nominee of the shareholderstockholder 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.
23
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.
The Governance and Nominating Committee followed its standard practices in
identifying and recommending Mr. Baumgardner as a nominee. The Chairperson of
the Governance and Nominating Committee solicited suggestions from the
Independent Trustees for nominees to the Board who met the criteria for nominees
set forth in the Governance and Nominating Committee charter and collected
biographical information about the persons suggested. The Governance and
Nominating Committee analyzed the experience and capabilities of the current
Board members as a group, in order to identify a skill set and other
characteristics that would be most complementary in a new Board member. Each
Governance and Nominating Committee member assessed each candidate as to the
characteristics identified. The Governance and Nominating Committee then
recommended to the Independent Trustees Committee that Mr. Baumgardner be
nominated to serve as a Board member and the Independent Trustees Committee,
based on the recommendation of the Governance and Nominating Committee,
nominated Mr. Baumgardner to serve as a Board member.
The Governance and Nominating Committee and the Board noted that Mr. Baumgardner
is Of Counsel to Sullivan & Cromwell LLP, which acts as counsel to the
Independent Trustees of each Pioneer Fund. The aggregate compensation paid to
Sullivan & Cromwell LLP by the Pioneer Funds was approximately $390,748.70 and
$462,056.51 in each of 2018 and 2017.
21
ShareholdersStockholders 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: 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 PioneerUS the
value of securities under certain circumstances and considers other matters
with respect to the valuation of securities, in each case in accordance with
each fund's valuation procedures.
Policy Administration Committee: Margaret B.W. Graham, Thomas J. Perna (Chair), John E. Baumgardner,
Jr., and Marguerite A. Piret.
If elected, Mr. Baumgardner will serve on the Policy Administration Committee.
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.
Oversight of Risk Management
Consistent with its responsibility for oversight of each fund in the interests
of shareholders,stockholders, the Board of TrusteesDirectors has established a framework for the
oversight of various risks relating to the 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, but relies primarily on Amundi PioneerUS 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
24
management functions are carried out may differ from each fund's and each
other's in
22
the 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 shareholders.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 Pioneer,US, 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 PioneerUS and of other service
providers, make periodic reports to the applicable committee or to the Board
with respect to various aspects of risk management. The reports received by the
TrusteesDirectors related to risks typically are summaries of relevant information.
The TrusteesDirectors recognize 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.
It 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.
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, 2019.2021. 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, 2019.2021. The share value of any open-end Pioneer
fund is based on the net asset value of the class of shares on May 31, 2019.2021.
The dollar ranges in this table are in accordance with SEC requirements.
2325
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
-------------------------------------------------------------------------------
INTERESTED TRUSTEEDIRECTORS or NOMINEE
--------------------------------------------------------------------------------
$0(1)
$0(2)NOMINEES
-------------------------------------------------------------------------------
$0 (1)
$0 (2)
Lisa M. Jones $0(3)$0 (3) Over $100,000
$0(4)
$0(5)
--------------------------------------------------------------------------------
$0(1)
$0(2)$0 (4)
$0 (5)
-------------------------------------------------------------------------------
$0 (1)
$0 (2)
Kenneth J. Taubes $0(3)$0 (3) Over $100,000
$0(4)
$0(5)
--------------------------------------------------------------------------------$0 (4)
$0 (5)
-------------------------------------------------------------------------------
INDEPENDENT TRUSTEEDIRECTORS or NOMINEE
--------------------------------------------------------------------------------
$0(1)
$0(2)NOMINEES
-------------------------------------------------------------------------------
$0 (1)
$0 (2)
John E. Baumgardner, Jr. $0(3)$0 (3) Over $100,000
$0(4)
$0(5)
--------------------------------------------------------------------------------
$0(1)
$0(2)$0 (4)
$0 (5)
-------------------------------------------------------------------------------
$0 (1)
$0 (2)
Diane Durnin $0 (3) Over $100,000
$0 (4)
$0 (5)
-------------------------------------------------------------------------------
$0 (1)
$0 (2)
Benjamin M. Friedman $0(3)$0 (3) Over $100,000
$0(4)
$0(5)
--------------------------------------------------------------------------------
$0(1)
$0(2)
Margaret B.W. Graham $0(3) Over$0 (4)
$0 (5)
-------------------------------------------------------------------------------
$0 (1)
$0 (2)
Craig C. MacKay $0 (3) $50,000 - $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 (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 NOMINEE
--------------------------------------------------------------------------------
$0(1)
$0(2)NOMINEES
-------------------------------------------------------------------------------
$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)$0 (3) Over $100,000
$0(4)
$0(5)
--------------------------------------------------------------------------------
$0(1)
$0(2)$0 (4)
$0 (5)
-------------------------------------------------------------------------------
$0 (1)
$0 (2)
Fred J. Ricciardi $0(3)$0 (3) Over $100,000
$0(4)
$0(5)
-------------------------------------------------------------------------------------$0 (4)
$0 (5)
-------------------------------------------------------------------------------
(1) Shares held in Pioneer High Income TrustFund, Inc.
(2) Shares held in Pioneer Municipal High Income TrustFund, Inc.
(3) Shares held in Pioneer Municipal High Income Advantage TrustFund, Inc.
(4) Shares held in Pioneer Floating Rate Trust
(5) Shares held in Pioneer Diversified High Income TrustFund, Inc.
(5) Shares held in Pioneer Floating Rate Fund, Inc.
As of December 31, 2018,2020, 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)27
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 to
25
Pioneer Funds was approximately $631,977 and $752,913 in each of the funds2019
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.2020.
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 TrusteesDirectors and serves until his or her successor is chosen 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 Counsel of
(54)(56) Amundi PioneerUS since January 2008 and Secretary
Secretary and Chief Legal Officer 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 PioneerUS from July 2002 to December 2007
-----------------------------------------------------------------------------------------
Carol B. Hannigan Fund Governance Director of Amundi Pioneer
(58)US since
(60) December 2006 and Assistant Secretary of all
Assistant Secretary all the Pioneer Funds since June 2010; Manager-
Fund Governance of Amundi PioneerUS from December
2003 to November 2006; and Senior Paralegal of
Amundi PioneerUS from January 2000 to November
2003
-----------------------------------------------------------------------------------------
Thomas Reyes Assistant General Counsel of Amundi Pioneer
(56)US since
(58) April 2019 and Assistant Secretary of all the
Assistant Secretary the Pioneer Funds since June 2010; Senior Counsel
of Amundi PioneerUS from May 2013 to April 2019;
Counsel of Amundi PioneerUS from June 2007 to May
2013; and Vice President and Counsel at State
Street Bank from October 2004 to June 2007
-----------------------------------------------------------------------------------------
Mark E. BradleyAnthony J. Koenig, Jr. Senior Vice President --- Fund Treasury of Amundi
(59) Pioneer; and(57) US; Treasurer of all of the Pioneer Funds since
Treasurer since March 2008; Deputy Treasurer of Amundi
Pioneer from March 2004 to February 2008; andMay 2021; Assistant Treasurer of all of the
Pioneer Funds from March 2004January 2021 to FebruaryMay 2021;
and Chief of Staff, US Investment Management of
Amundi US from May 2008 to January 2021
-----------------------------------------------------------------------------------------
Luis I. Presutti Director --- Fund Treasury of Amundi Pioneer;US; and
(54)(56) Assistant Treasurer of all of the Pioneer Funds
Assistant Treasurer
-----------------------------------------------------------------------------------------
2628
---------------------------------------------------------------------------------------
Name, age and position with each fund Principal occupation(s)
-----------------------------------------------------------------------------------------
---------------------------------------------------------------------------------------
Gary Sullivan Senior Manager --- Fund Treasury of Amundi (61) Pioneer;US
(63) since 2012; and Assistant Treasurer of all of the
Assistant Treasurer Pioneer Funds -----------------------------------------------------------------------------------------
David F. Johnson Seniorsince 2002
---------------------------------------------------------------------------------------
Antonio Furtado Fund Oversight Manager --- Fund Treasury of
(39) Amundi (39) PioneerUS since November 2008; Assistant2020; Assistant Treasurer Treasurer of all
Assistant Treasurer of the Pioneer Funds since January 2009;2020; and Client Service Manager -
Institutional Investor Services at State
Street BankSenior
Fund Treasury Analyst from March 2003 to March 2007
-----------------------------------------------------------------------------------------2012 -- 2020
---------------------------------------------------------------------------------------
John Malone Managing Director, Chief Compliance Officer of
(48)(50) Amundi Pioneer Asset Management; Amundi Asset
Chief Compliance Officer Pioneer Asset Management USA, Inc; Amundi
Pioneer Institutional Asset Management,US, Inc.; and the Pioneer Funds
since September 2018; Chief Compliance Officer
of Amundi Pioneer
Distributor US, Inc. since January
2014
--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Kelly K. O'Donnell Vice President AML/OFAC Compliance --- Amundi (48) Pioneer Asset Management USA, Inc; Anti-US; Anti-Money
Laundering Officer Money(50) Laundering Officer of all the Pioneer Funds
Anti-Money Laundering Officer since 2006
--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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,
2019.2021. The amounts paid to the TrusteesDirectors by each fund differ due to (i)
membership on or chairing certain committees of the Board of TrusteesDirectors 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)
-------------------------------------------------------------------------------------------------------------------------------------------------------------
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**
-------------------------------------------------------------------------------------------------------------------------------------------------------------
2729
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)
-------------------------------------------------------------------------------------------------------------------------------------------------------------
Independent Trustees:
--------------------------------------------------------------------------------Directors:
-----------------------------------------------------------------------------
John E. Baumgardner, Jr. $1,809.54* $0.00 $328,500.00
$2,457.09**
-----------------------------------------------------------------------------
Diane Durnin(2) $1,773.42* $0.00 $313,751.00
$2,380.01**
-----------------------------------------------------------------------------
Craig C. McKay(3) $132.89* $0.00 $23,500.00
$161.58**
-----------------------------------------------------------------------------
Benjamin M. Friedman $*2,116.74$1,853.59* $0.00 $291,500.00
$*$343,000.00
$2,530.37**2,194.50
--------------------------------------------------------------------------------
Margaret B.W. Graham $*1,972.64 $0.00 $259,500.00
$**2,041.71
--------------------------------------------------------------------------------
-----------------------------------------------------------------------------
Lorraine H. Monchak $*2,075.08$1,870.07* $0.00 $282,250.00
$*$348,251.00
$2,559.66**2,150.46
--------------------------------------------------------------------------------
-----------------------------------------------------------------------------
Thomas J. Perna $*2,454.57$2,096.14* $0.00 $367,000.00
$*$428,500.00
$2,966.50**2,556.33
--------------------------------------------------------------------------------
-----------------------------------------------------------------------------
Marguerite A. Piret $*2,062.23$1,793.39* $0.00 $279,250.00
$*$322,251.00
$2,424.90**2,135.59
--------------------------------------------------------------------------------
-----------------------------------------------------------------------------
Fred J. Ricciardi $*1,937.40$1,848.88* $0.00 $251,750.00
$*$343,251.00
$2,533.35**2,005.10
--------------------------------------------------------------------------------
-----------------------------------------------------------------------------
(1) As of the fiscal year ended March 31, 2019,2021, there were 4445 U.S. registered
funds in the Pioneer Funds.
(2) Appointed as a Director on January 1, 2020.
(3) Appointed as a Director on March 22, 2021.
* Aggregate compensation from Pioneer High Income Trust.Fund, Inc.
** Aggregate compensation from Pioneer Municipal High Income Advantage Trust.
28
Fund,
Inc.
The following table sets forth certain information with respect to the
compensation of each TrusteeDirector of Pioneer Diversified High Income TrustFund, Inc. and
Pioneer Municipal High Income TrustFund, Inc. for the fiscal year ended April 30,
2019.2021. The amounts paid to the TrusteesDirectors by each fund 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. TheEach 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.
30
Pioneer Diversified High Income TrustFund, Inc. and Pioneer Municipal High Income
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)
------------------------------------------------------------------------------------------------------------------------------------------------------------
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 Trustees:
--------------------------------------------------------------------------------Directors:
----------------------------------------------------------------------------
John E. Baumgardner, Jr. $1,000.00* $0.00 $328,500.00
$2,243.28**
----------------------------------------------------------------------------
Diane Durnin(2) $1,000.00* $0.00 $313,751.00
$2,177.81**
----------------------------------------------------------------------------
Benjamin M. Friedman $*1,000.00$1,000.00* $0.00 $291,500.00
$*$343,000.00
$2,306.00**2,028.78
--------------------------------------------------------------------------------
Margaret B.W. Graham $*1,000.00
----------------------------------------------------------------------------
Craig C. McKay(3) $83.33* $0.00 $259,500.00
$*$23,500.00
$147.32**1,897.15
--------------------------------------------------------------------------------
----------------------------------------------------------------------------
Lorraine H. Monchak $*1,000.00$1,000.00* $0.00 $282,250.00
$*$348,251.00
$2,331.00**1,990.84
--------------------------------------------------------------------------------
----------------------------------------------------------------------------
Thomas J. Perna $*1,000.00$1,000.00* $0.00 $367,000.00
$*$428,500.00
$2,678.03**2,340.40
--------------------------------------------------------------------------------
----------------------------------------------------------------------------
Marguerite A. Piret $*1,000.00$1,000.00* $0.00 $279,250.00
$*$322,251.00
$2,215.93**1,978.06
--------------------------------------------------------------------------------
----------------------------------------------------------------------------
Fred J. Ricciardi $*1,000.00$1,000.00* $0.00 $251,750.00
$*$343,251.00
$2,308.29**1,865.59
--------------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) As of the fiscal year ended April 30, 2019,2021, there were 4445 U.S. registered
funds in the Pioneer Funds.
(2) Appointed as a Director on January 1, 2020.
(3) Appointed as a Director on March 22, 2021.
* Aggregate compensation from Pioneer Diversified High Income Trust.Fund, Inc.
** Aggregate compensation from Pioneer Municipal High Income Trust.
29Fund, Inc.
31
The following table sets forth certain information with respect to the
compensation of each TrusteeDirector of Pioneer Floating Rate TrustFund, Inc. for the
fiscal year ended November 30, 2018.2020. The amounts paid to the TrusteesDirectors by the
fund 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.executive officers, none of whom are employees of the
funds. 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 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)
--------------------------------------------------------------------------------------------------------------------------------------------------------------
Interested Trustees:
--------------------------------------------------------------------------------Directors:
------------------------------------------------------------------------------
Lisa M. Jones $0.00 $0.00 $0.00
--------------------------------------------------------------------------------------------------------------------------------------------------------------
Kenneth J. Taubes $0.00 $0.00 $0.00
--------------------------------------------------------------------------------------------------------------------------------------------------------------
Independent Trustees:
--------------------------------------------------------------------------------Directors:
------------------------------------------------------------------------------
John E. Baumgardner, Jr. $1,958.60 $0.00 $316,812.00
------------------------------------------------------------------------------
Diane Durnin2 $1,459.62 $0.00 $293,808.00
------------------------------------------------------------------------------
Benjamin M. Friedman $2,283.08$1,447.06 $0.00 $289,875.00
--------------------------------------------------------------------------------
Margaret B.W. Graham $2,109.90$330,500.00
------------------------------------------------------------------------------
Craig C. McKay3 $0.00 $256,500.00
--------------------------------------------------------------------------------$0.00 $0.00
------------------------------------------------------------------------------
Lorraine H. Monchak $2,199.25$2,055.18 $0.00 $273,938.00
--------------------------------------------------------------------------------$342,125.00
------------------------------------------------------------------------------
Thomas J. Perna $2,645.38$2,293.41 $0.00 $359,875.00
--------------------------------------------------------------------------------$410,500.00
------------------------------------------------------------------------------
Marguerite A. Piret $2,227.65$1,936.83 $0.00 $279,188.00
--------------------------------------------------------------------------------$310,000.00
------------------------------------------------------------------------------
Fred J. Ricciardi $2,040.26$2,012.30 $0.00 $243,188.00
--------------------------------------------------------------------------------$332,625.00
------------------------------------------------------------------------------
(1) As of the fiscal year ended November 30, 2018,2020, there were 4445 U.S.
registered funds in the Pioneer Funds.
(2) Appointed as a Director on January 1, 2020.
(3) Appointed as a Director on March 22, 2021.
Investment adviser and administrator
Effective January 1, 2021, Amundi Pioneer Asset Management, Inc. changed its
name to Amundi Asset Management US, Inc. ("Amundi US"). Amundi US (the
"Adviser"), whose executive offices are located at 60 State Street, Boston,
Massachusetts 02109, serves as investment adviser and administrator to each
fund.
32
Amundi PioneerUS 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. Amundi is majority owned by
Credit Agricole S.A. As of March 31, 2019,2021, Amundi
had more than $1.6$2.06 trillion in assets under management worldwide. As of March
31, 2019,2021, Amundi PioneerUS (and its U.S. affiliates) had over $84$96 billion in assets
under management.
30
Required vote
In accordance with the Agreement and Declaration of TrustBylaws for each of Pioneer Diversified High Income Trust,Fund,
Inc., Pioneer Floating Rate TrustFund, Inc. and Pioneer High Income Trust,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. Baumgardner,MacKay, Mr. Perna, Ms. JonesPiret and Ms. MonchakMr. Ricciardi are the current
nominees for election as Class III TrusteesII Directors of Pioneer Diversified
High Income Trust,Fund, Inc., Class I TrusteesIII Directors of Pioneer Floating Rate
TrustFund, Inc. and Class II TrusteesI Directors of Pioneer High Income Trust. The three nominees
receiving the greatest number of votes for Class III Trustee of
Pioneer Diversified High Income Trust, Class I Trustee of Pioneer
Floating Rate Trust and Class II 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 the
Common SharesStock and the Preferred SharesStock of eachthe fund will vote on the respective
nominees designated to be elected by such class of shares.
The affirmative vote of a pluralitymajority of all of the votes of the Common Stock and
the Preferred 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 exists,is present, voting together as a
single class, is required to elect each nominee for TrusteeDirector designated to be
elected by the Common Stock and the Preferred SharesStock of the fund.
- Ms. JonesMr. MacKay, Mr. Perna, and Ms. MonchakMr. Ricciardi are the current nominees for
election by the Common Stock and the Preferred Stock of the fund,
voting together as a single class, as Class I TrusteesIII Directors of Pioneer
Municipal High Income TrustFund, Inc. and Pioneer Municipal High Income
Advantage Trust. The two nominees receiving
the greatest number of votes of the Common and Preferred Shares,
voting as a single class, for Class I Trustee of each of Pioneer
Municipal High Income Trust and Pioneer Municipal High Income
Advantage Trust will be elected to the Board of Trustees of such
fund.Fund, Inc. .
The affirmative vote of a pluralitymajority of all of the votes of the Preferred SharesStock
of the fund presententitled to be cast at thea meeting in person or by proxyof stockholders duly called and at
which a quorum is present is required to elect theeach nominee for TrusteeDirector
designated to be elected by the Preferred SharesStock of the fund.
- Mr. BaumgardnerMs. Piret is the current nominee for election by the Preferred SharesStock
only as a Class I TrusteeIII Director of Pioneer Municipal High Income TrustFund,
Inc. and Pioneer Municipal High Income Advantage Trust. The nominee
receiving the greatest number of votes of the Preferred Shares,
voting as a separate class, for Class I Trustee of each of Pioneer
Municipal High Income Trust 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. Baumgardner,MacKay, Mr. Perna, Ms. JonesPiret
and Ms. Monchak.
31Mr. Ricciardi.
33
AUDITOR INFORMATION
Each fund's Board of Trustees,Directors, with the approval and recommendation of the
Audit Committee, has selected Ernst & Young LLP to serve as the independent
registered public accounting firm for the fund's current fiscal year.
Audit fees
The following are aggregate fees billed for professional services rendered by
Ernst & Young 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 Ernst & Young 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.
For the fiscal year For the fiscal year
ended 3/31/2019 ended 3/31/2018
--------------------------------------------------------------------------------
Pioneer High Income Trust $38,500.00 $38,500.00
--------------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage Trust $41,500.00 $38,500.00
--------------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 4/30/2019 ended 4/30/2018
--------------------------------------------------------------------------------
Pioneer Diversified High
Income Trust $38,500.00 $38,500.00
--------------------------------------------------------------------------------
Pioneer Municipal High
Income Trust $41,500.00 $38,500.00
--------------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 11/30/2018 ended 11/30/2017
--------------------------------------------------------------------------------
Pioneer Floating Rate Trust $55,00.00 $55,000.00
--------------------------------------------------------------------------------
32
For the fiscal year For the fiscal year
ended 3/31/2021 ended 3/31/2020
--------------------------------------------------------------------------
Pioneer High Income Fund, Inc. $39,270.00 $38,500.00
--------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage Fund, Inc. $42,330.00 $41,500.00
--------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 4/30/2021 ended 4/30/2020
--------------------------------------------------------------------------
Pioneer Diversified High
Income Fund, Inc. $39,270.00 $38,500.00
--------------------------------------------------------------------------
Pioneer Municipal High
Income Fund, Inc. $42,330.00 $41,500.00
--------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 11/30/2020 ended 11/30/2019
--------------------------------------------------------------------------
Pioneer Floating Rate Fund, Inc. $61,600.00 $55,000.00
--------------------------------------------------------------------------
Audit-related fees
The following are aggregate audit-related fees billed for assurance and related
services by Ernst & Young 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.
For the fiscal year For the fiscal year
ended 3/31/2019 ended 3/31/2018
--------------------------------------------------------------------------------
Pioneer High Income Trust $0.00 $0.00
--------------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage Trust $0.00 $12,000.00
--------------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 4/30/2019 ended 4/30/2018
--------------------------------------------------------------------------------
Pioneer Diversified High
Income Trust $0.00 $0.00
--------------------------------------------------------------------------------
Pioneer Municipal High
Income Trust $0.00 $12,000.00
--------------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 11/30/2018 ended 11/30/2017
--------------------------------------------------------------------------------
Pioneer Floating Rate Trust $0.00 $0.00
--------------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 3/31/2021 ended 3/31/2020
------------------------------------------------------------------------
Pioneer High Income Fund, Inc. $0.00 $0.00
------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage Fund, Inc. $0.00 $0.00
------------------------------------------------------------------------
34
For the fiscal year For the fiscal year
ended 4/30/2021 ended 4/30/2020
--------------------------------------------------------------------------
Pioneer Diversified High
Income Fund, Inc. $0.00 $0.00
--------------------------------------------------------------------------
Pioneer Municipal High
Income Fund, Inc. $0.00 $0.00
--------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 11/30/2020 ended 11/30/2019
--------------------------------------------------------------------------
Pioneer Floating Rate Fund, Inc. $0.00 $0.00
--------------------------------------------------------------------------
Tax fees
The following are aggregate fees billed for professional services, primarily
for tax returns, rendered by Ernst & Young 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.
For the fiscal year For the fiscal year
ended 3/31/2019 ended 3/31/2018
--------------------------------------------------------------------------------
Pioneer High Income Trust $9,739.00 $8,028.00
--------------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage Trust $9,739.00 $8,028.00
--------------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 4/30/2019 ended 4/30/2018
--------------------------------------------------------------------------------
Pioneer Diversified High
Income Trust $10,115.00 $10,115.00
--------------------------------------------------------------------------------
Pioneer Municipal High
Income Trust $9,739.00 $8,028.00
--------------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 11/30/2018 ended 11/30/2017
--------------------------------------------------------------------------------
Pioneer Floating Rate Trust $10,115.00 $10,115.00
--------------------------------------------------------------------------------
33
For the fiscal year For the fiscal year
ended 3/31/2021 ended 3/31/2020
--------------------------------------------------------------------------
Pioneer High Income Fund, Inc. $9,934.00 $9,739.00
--------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage Fund, Inc. $9,934.00 $9,739.00
--------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 4/30/2021 ended 4/30/2020
--------------------------------------------------------------------------
Pioneer Diversified High
Income Fund, Inc. $10,317.00 $10,115.00
--------------------------------------------------------------------------
Pioneer Municipal High
Income Fund, Inc. $9,934.00 $9,739.00
--------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 11/30/2020 ended 11/30/2019
--------------------------------------------------------------------------
Pioneer Floating Rate Fund, Inc. $10,317.00 $9,739.00
--------------------------------------------------------------------------
All other fees
There were no fees billed for other services rendered by Ernst & Young 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, 20192021 and 2018,2020, 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, 20192021
35
and 2018,2020, for Pioneer Diversified High Income TrustFund, Inc. and Pioneer Municipal
High Income 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
November 30, 20182020 and 2017,2019, 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.
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 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
34
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.
36
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.
Aggregate Non-Audit Fees
The aggregate non-audit fees billed by Ernst & Young 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 3/31/2019 ended 3/31/2018
--------------------------------------------------------------------------------
Pioneer High Income Trust $0.00 $0.00
--------------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage Trust $0.00 $0.00
--------------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 4/30/2019 ended 4/30/2018
--------------------------------------------------------------------------------
Pioneer Diversified High
Income Trust $0.00 $0.00
--------------------------------------------------------------------------------
Pioneer Municipal High
Income Trust $0.00 $0.00
--------------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 11/30/2018 ended 11/30/2017
--------------------------------------------------------------------------------
Pioneer Floating Rate Trust $0.00 $0.00
--------------------------------------------------------------------------------
35
For the fiscal year For the fiscal year
ended 3/31/2021 ended 3/31/2020
--------------------------------------------------------------------------
Pioneer High Income Fund, Inc. $0.00 $0.00
--------------------------------------------------------------------------
Pioneer Municipal High Income
Advantage Fund, Inc. $0.00 $0.00
--------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 4/30/2021 ended 4/30/2020
--------------------------------------------------------------------------
Pioneer Diversified High
Income Fund, Inc. $0.00 $0.00
--------------------------------------------------------------------------
Pioneer Municipal High
Income Fund, Inc. $0.00 $0.00
--------------------------------------------------------------------------
For the fiscal year For the fiscal year
ended 11/30/2020 ended 11/30/2019
--------------------------------------------------------------------------
Pioneer Floating Rate Fund, Inc. $0.00 $0.00
--------------------------------------------------------------------------
The Audit Committee of the Board of each fund has considered whether the
provision of services, other than audit services, by Ernst & Young LLP to each
fund and its affiliates is compatible with maintaining Ernst & Young LLP's
independence in performing audit services.
Representatives of Ernst & Young 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.
3637
INFORMATION CONCERNING THE MEETINGS
Outstanding shares and quorum
As of the record date, July 10, 2019,9, 2021, the following Common and Preferred SharesStock
of beneficial interest were outstanding for each fund:
Common Shares Preferred Shares
--------------------------------------------------------------------------------
Pioneer Diversified High Income Trust 8,332,790 None
Pioneer Floating Rate Trust 24,738,174 None
Pioneer High Income Trust 29,231,771 None
Pioneer Municipal High Income
Advantage Trust 23,889,020Common Stock Preferred Stock
------------------------------------------------------------------------
Pioneer Diversified High Income
Fund, Inc 8,332,790.000 None
Pioneer Floating Rate Fund, Inc 12,370,269.000 None
Pioneer High Income Fund, Inc 29,272,486.000 None
Pioneer Municipal High Income
Advantage Fund, Inc 23,906,692.000 1800 Series 2021 1,600
VMTP
Variable Rate
Munifund
Term
Preferred
Shares
Pioneer Municipal High Income Trust 22,771,349 Series 2021 1,250
VMTP
Preferred -
Variable Rate
Munifund Term
Preferred Shares
Series 2021
Pioneer Municipal High Income
Fund, Inc 22,771,349.000 1450 Series 2021
VMTP Preferred --
Variable Rate
Munifund Term
Preferred Shares
Series 2021
Only shareholdersstockholders of record as of 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 the 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 withat the fund's
meeting. With respect to matters to be voted on 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 at the fund's meeting.
Ownership of shares of the funds
Pioneer Diversified High Income Fund, Inc.
To the knowledgebest of each fund,the fund's knowledge, as of July 9, 2021, Cede & Co., a nominee
for participants in the record date, the following persons
ownedDepository Trust Company, P.O. Box 20, Bowling Green
Station, New York, NY 10004, held of record or beneficially 5% or more of a class8,329,462.000 shares, equal to
approximately 99.97% of the fund's outstanding Common Stock, including the
shares of each class of a fund:
Pioneer Diversified High Income Trust
Record Holder Share Class Number of Shares % of Class
--------------------------------------------------------------------------------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004 Common 8,330,523 99.97%
--------------------------------------------------------------------------------
37
Pioneer Floating Rate Trust
Record Holder Share Class Number of Shares % of Class
--------------------------------------------------------------------------------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004 Common 24,736,550 99.99%
--------------------------------------------------------------------------------
Pioneer High Income Trust
Record Holder Share Class Number of Shares % of Class
--------------------------------------------------------------------------------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004 Common 29,175,831 99.88%
--------------------------------------------------------------------------------
Pioneer Municipal High Income Advantage Trust
Record Holder Share Class Number of Shares % of Class
--------------------------------------------------------------------------------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004 Common 23,885,241 99.96%
--------------------------------------------------------------------------------
Series 2021
Bank of New York VMTP Preferred -
Mellon/Wells Fargo Variable Rate
Bank N.A. Munifund Term
One Wall Street Preferred Shares
New York, NY 10286 Series 2021 1,600 100.00%
--------------------------------------------------------------------------------
Pioneer Municipal High Income Trust
Record Holder Share Class Number of Shares % of Class
--------------------------------------------------------------------------------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004 Common 22,759,530 99.96%
--------------------------------------------------------------------------------
Series 2021
Bank of New York VMTP Preferred -
Mellon/Wells Fargo Variable Rate
Bank N.A. Munifund Term
One Wall Street Preferred Shares
New York, NY 10286 Series 2021 1,250 100.00%
--------------------------------------------------------------------------------
shown below:
38
ShareholderName and Address
of Beneficial Owner Share Class Number of Shares % of Class
----------------------------------------------------------------------------
Karpus Investment
Management
183 Sully's Trail
Pittsford, New York 14534 Common 1,570,811 18.85%(1)
----------------------------------------------------------------------------
SIT Investment Associates, Inc.
3300 IDS Center
80 South Eighth Street
Minneapolis, MN 55402 Common 946,217 11.36%(2)
----------------------------------------------------------------------------
First Trust Portfolios L.P.
First Trust Advisors L.P.
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, Illinois 60187 Common 980,584 11.77%(3)
----------------------------------------------------------------------------
(1) Based on 13G filed by Karpus Management, Inc. on May 12, 2021.
(2) Based on 13G filed by SIT Investment Associates, Inc. on February 12, 2021.
(3) Based on 13G filed by First Trust Portfolios L.P., First Trust Advisors
L.P. and The Charger Corporation on July 8, 2021.
Pioneer Floating Rate Fund, Inc.
To the best of the fund's knowledge, as of July 9, 2021, 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 12,369,022.000 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
----------------------------------------------------------------------------
First Trust Portfolios L.P.
First Trust Advisors L.P.
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, Illinois 60187 Common 2,534,374 10.24%(1)
----------------------------------------------------------------------------
Saba Capital Management, L.P.
405 Lexington Avenue,
58th Floor
New York, NY 10174 Common 768,633 6.20%(2)
----------------------------------------------------------------------------
(1) Based on 13G filed by First Trust Portfolios L.P., First Trust Advisors
L.P. and The Charger Corporation on April 7, 2021.
(2) Based on 13G filed by Saba Capital Management, L.P. on February 12, 2021.
39
Pioneer High Income Fund, Inc.
To the best of the fund's knowledge, as of July 9, 2020, 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 29,219,875.000 shares, equal to
approximately 99.87% 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
--------------------------------------------------------------------------
First Trust Portfolios L.P.
First Trust Advisors L.P.
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, Illinois 60187 Common 4,022,915 13.90%(1)
--------------------------------------------------------------------------
(1) Based on 13G filed by First Trust Portfolios L.P., First Trust Advisors
L.P. and The Charger Corporation on February 1, 2021.
Pioneer Municipal High Income Advantage Fund, Inc.
To the best of the fund's knowledge, as of July 9, 2021, 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 23,890,562.000 shares, equal to
approximately 99.93% 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
--------------------------------------------------------------------------
First Trust Portfolios L.P.
First Trust Advisors L.P.
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, Illinois 60187 Common 1,684,149 7.09%(1)
--------------------------------------------------------------------------
(1) Based on 13G filed by First Trust Portfolios L.P., First Trust Advisors
L.P. and The Charger Corporation on January 19, 2021.
To the best of the fund's knowledge, as of July 9, 2021, 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.
40
Pioneer Municipal High Income Fund, Inc.
To the best of the fund's knowledge, as of July 9, 2021, 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 22,759,339.000 shares, equal to
approximately 99.97% 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
--------------------------------------------------------------------------
First Trust Portfolios L.P.
First Trust Advisors L.P.
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, Illinois 60187 Common 2,857,752 12.59%(1)
--------------------------------------------------------------------------
(1) Based on 13G filed by First Trust Portfolios L.P., First Trust Advisors
L.P. and The Charger Corporation on January 29, 2021.
To the best of the fund's knowledge, as of July 9, 2021, 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.
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 20202022 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 20192021 annual meeting, or on or
before April 6, 2020.1, 2022. A proposal that is not to be included in a fund's proxy
statement may be made at the 20202022 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 before the anniversary date of the mailing of the fund's proxy
materials for the 20192021 annual meeting provided, however, that in the event that
the date of the mailing of the notice for the 20202022 annual meeting for a fund is
advanced or delayed by more than thirty (30) days from the anniversary date of
the mailing of the notice for the 20192021 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 20202022 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 20202022 annual meeting or the
10th day following the day on which public announcement of the date of mailing
of the notice for the 20202022 meeting is first made by
41
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.
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. and Pioneer
Municipal High Income Advantage TrustFund, Inc. currently expect to hold the next
annual shareholders'stockholders' meeting on or about September 16, 2020,14, 2022, 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 shareholderstockholder who has given his or her proxy to someone generally has the
power to revoke that proxy at any time prior to its exercise 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 use their best judgment in connection with the
transaction of such other business as may properly come before the meeting or
any adjournment or postponement thereof.
Only shareholdersstockholders of record as of the record date are entitled to notice of and
to vote at the meeting.
39
For each of Pioneer Diversified High Income Trust,Fund, Inc., Pioneer Floating Rate
TrustFund, Inc. and Pioneer High Income Trust: one-third ofFund, 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-thirdFund, Inc.: with respect to matters to be voted on by the
Common Stock and the Preferred Stock of a fund voting together as a single
class, the outstanding Common and Preferred Shares
of 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 by holders of stock of
such fund on such matters shall constitute a quorum for the transaction of
business at the fund's meeting; with respect to matters to be voted on 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 class on such matters shall
constitute a quorum for the transaction of business at the fund's meeting.
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" indicates on the proxy card that it does not have
discretionary authority to vote on
42
a proposal and has not received instructions from the beneficial owner.
InHowever, because the eventfunds understand that a broker or nominee may exercise
discretionary voting power with respect to Proposal 1, and there are no other
proposals expected to come before the meeting 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. InAt the event thatdiscretion 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.is present. Abstentions and "broker non-votes" are
not considered "votes cast" and, therefore, do not constitute a 40
vote "FOR" a
proposal. Thus, abstentionsAbstentions and "broker non-votes"broker non-votes will have no effect on the results
of the voting foron Proposal 1. However, because the election of Trustees infunds 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 TrusteesDirectors intend 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 in the enclosed proxy toas proxies will vote the proxy in accordance withat 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, at the 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
43
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 AST Fund Solutions,Di Costa Partners, LLC to assist in the
proxy solicitation. The cost of its services for all solicitations covered by this
proxy statement is estimated at approximately $80,000.$55,000.
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 shareholderstockholder 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 transfer 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 5, 2019
41
This page for your notes.
42
This page for your notes.
43
This page for your notes.July 28, 2021
44
This page for your notes.
45
This page for your notes.
46
22246-13-0721
22246-11-0719
AMUNDILOGO: Amundi
=====================
Asset Management
PO Box 211230, Eagan, MN 55121-9985
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.
[LAPTOP IMAGE] VOTE ONLINE
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 855-672-4278
3. Follow the simple instructions.
PLEASE DETACH AT PERFORATION BEFORE MAILING.
--------------------------------------------------------------------------------
-- PIONEER ==========
============== PROXY CARD
ASSET MANAGEMENT ==========DIVERSIFIED HIGH INCOME FUND, INC. --
-- PIONEER FLOATING RATE FUND, INC. --
-- PIONEER HIGH INCOME TRUST
SIGN, DATE AND VOTE ON THE REVERSE SIDE
[ARROW]
YOUR VOTE IS IMPORTANT NO MATTER HOW PROXY VOTING OPTIONS
MANY SHARES YOU OWN. THE MATTER WE ARE
SUBMITTING FOR YOUR CONSIDERATION IS [ENVELOPE IMAGE] 1. MAIL your signed and voted proxy back in
SIGNIFICANT TO THE FUND AND TO YOU AS A the postage paid envelope provided
FUND SHAREHOLDER. PLEASE TAKE THE TIME
TO READ PROXY STATEMENT AND CAST YOUR [KEYBOARD & 2. ONLINE at https://vote.proxyonline.com
PROXY VOTE TODAY! MOUSE IMAGE] using your proxy voting number found below
[PHONE IMAGE] 3. PHONE dial toll-free (888) 227-9349 to
reach an automated touchtone voting line
[HEADSET IMAGE] 4. LIVE with a live operator when you call
toll-free (800) 859-8508 Monday through
Friday 9 a.m. to 10 p.m. Eastern time
CONTROL NUMBER [ARROW] SAMPLE
FUND, INC. --
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ONSTOCKHOLDERS
SEPTEMBER 18, 201915, 2021
This proxy is solicited on behalf of the Board of TrusteesDirectors of Pioneer 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 High Income
Trustthe Fund scheduled to be
held on September 18, 2019,15, 2021 at 3:2:00 p.m. (Eastern time)Time) at the offices of
Morgan, Lewis & Bockius LLP, One Federal Street, Boston, MassachusettsMA 02110 and any
adjournedadjournments, postponements, continuations or postponed session or sessionsrescheduling 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 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 adjournment, postponement,
continuation, or rescheduling 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.
100089_0921_HNW-PHD-PHT
Important Notice Regarding the Availability of Proxy Materials for the Annual
Meeting of Stockholders to be held on September 15, 2021.
The proxy statement for this meeting is available at
www.eproxyaccess.com/amundi2021
YOUR VOTE IS IMPORTANT.IMPORTANT NO MATTER HOW MANY SHARES YOU OWN.
PLEASE COMPLETE, SIGN, DATE AND RETURNCAST YOUR PROXY
TODAY YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
https://vote.proxyonline.com/Pioneer/docs/PioneerClosedEndFunds.pdf
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
==========
PIONEER HIGH INCOME TRUST PROXY CARD
==========
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. ------------------------------------------
SIGNATURE(s) [TITLE(s) IF APPLICABLE] 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 OF JOINT OWNER, IF ANY DATE
-----------------------------------------------------------------------------
TO VOTE, MARK ONE CIRCLE IN BLUE OR BLACK INK. Example: []
VOTE TODAY!
YOUR SIGNATURE IS REQUIRED FOR YOUR VOTE TO BE COUNTED.
--------------------------
PLEASE DETACH AT PERFORATION BEFORE MAILING.
--------------------------------------------------------------------------------
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEESDIRECTORS OF PIONEER 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 BOX(ES) BELOW IN BLUE OR BLACK INK AS FOLLOWS: [X]
===========================================================================================================1. To elect four Directors of the Fund, as named in the proxy statement, FOR ALL WITHHOLD FOR ALL
each to serve for a three-year term or until a successor is elected: ALL ALL EXCEPT
===========================================================================================================EXCEPT*
1. To elect three Class II trustees of Pioneer High Income Trust, as named in the
attached proxy statement, each to serve on the Board of Trustees until his or her O O O
successor has been duly elected and qualified. The nominees for trustee are:
===========================================================================================================
CLASS II
a) Lisa M. Jones
b) Lorraine H. Monchak
c) John E. Baumgardner, Jr.
To withhold authority to vote "FOR" any individual nominee, mark the "FOR
ALL EXCEPT" box and write the nominee's letter(s) on the line provided
below.
-------------------------------------------------------------------------[ ] [ ] [ ]
(01) Craig C. MacKay
(02) Thomas J. Perna
(03) Fred J. Ricciardi
(04) Marguerite A. Piret
YOUR VOTE IS VERY IMPORTANT.*To withhold authority to vote "FOR" any individual nominee, mark the "FOR
ALL EXCEPT" box and write the nominee(s) number on the line below.
----------------
2. To consider any or other business that may properly come before the annual
meeting or any adjournments, postponements, continuations, or rescheduling
thereof.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSEDTHIS PROXY CARD PROMPTLY IN THE COMMON SHARES OF BENEFICIAL INTEREST REPRESENTEDENCLOSED
POSTAGE-PAID ENVELOPE OR VOTE BY INTERNET OR PHONE. IF YOU VOTE BY INTERNET OR
PHONE YOU DO NOT NEED TO RETURN THIS PROXY WILL BE
VOTED AS DIRECTEDCARD.
100089_0921_HNW-PHD-PHT
LOGO: Amundi
=====================
Asset Management
PO Box 211230, Eagan, MN 55121-9985
VOTE BY THE SIGNATORY.
IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN, THIS PROXY WILL BE VOTED FOR
THE PROPOSAL.
THANK YOU FOR VOTING
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
AMUNDIMAIL
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.
[LAPTOP IMAGE] VOTE ONLINE
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 855-672-4278
3. Follow the simple instructions.
PLEASE DETACH AT PERFORATION BEFORE MAILING.
--------------------------------------------------------------------------------
-- PIONEER ==========
============== PROXY CARD
ASSET MANAGEMENT ==========MUNICIPAL HIGH INCOME FUND, INC. --
-- PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST
SIGN, DATE AND VOTE ON THE REVERSE SIDE
[ARROW]
YOUR VOTE IS IMPORTANT NO MATTER HOW PROXY VOTING OPTIONS
MANY SHARES YOU OWN. THE MATTER WE ARE
SUBMITTING FOR YOUR CONSIDERATION IS [ENVELOPE IMAGE] 1. MAIL your signed and voted proxy back in
SIGNIFICANT TO THE FUND AND TO YOU AS A the postage paid envelope provided
FUND SHAREHOLDER. PLEASE TAKE THE TIME
TO READ PROXY STATEMENT AND CAST YOUR [KEYBOARD & 2. ONLINE at https://vote.proxyonline.com
PROXY VOTE TODAY! MOUSE IMAGE] using your proxy voting number found below
[PHONE IMAGE] 3. PHONE dial toll-free (888) 227-9349 to
reach an automated touchtone voting line
[HEADSET IMAGE] 4. LIVE with a live operator when you call
toll-free (800) 859-8508 Monday through
Friday 9 a.m. to 10 p.m. Eastern time
CONTROL NUMBER [ARROW] SAMPLE
FUND, INC. --
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ONSTOCKHOLDERS
SEPTEMBER 18, 201915, 2021
This proxy is solicited on behalf of the Board of TrusteesDirectors of Pioneer
Municipal High Income Advantage Trust.the above-named
Fund ("Fund"). I (we), the undersigned holder(s) of common shares of beneficial interest,common and/or
preferred stock, 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 Municipal High Income Advantage Trustthe
Fund scheduled to be held on September 18, 2019,15, 2021 at 3:2:00 p.m. (Eastern time)Time) at
the offices of Morgan, Lewis & Bockius LLP, One Federal Street, Boston, MassachusettsMA
02110, and any adjournedadjournments, postponements, continuations or postponed
session or sessionsrescheduling
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 Municipal High Income Advantage
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 adjournment, postponement, continuation, or rescheduling
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.
100089_0921_MHI-MAV
Important Notice Regarding the Availability of Proxy Materials for the Annual
Meeting of Stockholders to be held on September 15, 2021.
The proxy statement for this meeting is available at
www.eproxyaccess.com/amundi2021
YOUR VOTE IS IMPORTANT.IMPORTANT NO MATTER HOW MANY SHARES YOU OWN.
PLEASE COMPLETE, SIGN, DATE AND RETURNCAST YOUR PROXY
TODAY YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
https://vote.proxyonline.com/Pioneer/docs/PioneerClosedEndFunds.pdf
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
==========
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST PROXY CARD
==========
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. ------------------------------------------
SIGNATURE(s) [TITLE(s) IF APPLICABLE] 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 OF JOINT OWNER, IF ANY DATE
-----------------------------------------------------------------------------
TO VOTE, MARK ONE CIRCLE IN BLUE OR BLACK INK. Example: []
VOTE TODAY!
YOUR SIGNATURE IS REQUIRED FOR YOUR VOTE TO BE COUNTED.
--------------------------
PLEASE DETACH AT PERFORATION BEFORE MAILING.
--------------------------------------------------------------------------------
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEESDIRECTORS OF PIONEER MUNICIPAL HIGH
INCOME ADVANTAGE 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 BOX(ES) BELOW IN BLUE OR BLACK INK AS FOLLOWS: [X]
===========================================================================================================1. To elect four Directors of the Fund, as named in the proxy statement, each FOR WITHHOLD FOR ALL
to serve for a three-year term or until a successor is elected: ALL ALL EXCEPT
===========================================================================================================EXCEPT*
1. To elect two Class I trustees[ ] [ ] [ ]
(01) Craig C. MacKay
(02) Thomas J. Perna
(03) Fred J. Ricciardi
(04) Marguerite A. Piret (to be voted on by shares of Preferred Stock
only of Pioneer Municipal High Income Fund, Inc. and Pioneer
Municipal High Income Advantage Trust,
as named in the attached proxy statement, each to serve on the Board of O O O
Trustees until his or her successor has been duly elected and qualified. The
nominees for trustee are:
===========================================================================================================
CLASS I
a) Lisa M. Jones
b) Lorraine H. Monchak
To withhold authority to vote "FOR" any individual nominee, mark the "FOR
ALL EXCEPT" box and write the nominee's letter(s) on the line provided
below.
-------------------------------------------------------------------------Fund, Inc.)
YOUR VOTE IS VERY IMPORTANT.*To withhold authority to vote "FOR" any individual nominee, mark the "FOR
ALL EXCEPT" box and write the nominee(s) number on the line below.
----------------
2. To consider any or other business that may properly come before the annual
meeting or any adjournments, postponements, continuations, or rescheduling
thereof.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSEDTHIS PROXY CARD PROMPTLY THE COMMON SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE
VOTED AS DIRECTED BY THE SIGNATORY.
IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN, THIS PROXY WILL BE VOTED FOR
THE PROPOSAL.
THANK YOU FOR VOTING
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
AMUNDI PIONEER ==========
============== PROXY CARD
ASSET MANAGEMENT ==========
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST
SIGN, DATE AND VOTE ON THE REVERSE SIDE
[ARROW]
YOUR VOTE IS IMPORTANT NO MATTER HOW PROXY VOTING OPTIONS
MANY SHARES YOU OWN. THE MATTER WE ARE
SUBMITTING FOR YOUR CONSIDERATION IS [ENVELOPE IMAGE] 1. MAIL your signed and voted proxy back in
SIGNIFICANT TO THE FUND AND TO YOU AS A the postage paid envelope provided
FUND SHAREHOLDER. PLEASE TAKE THE TIME
TO READ PROXY STATEMENT AND CAST YOUR [KEYBOARD & 2. ONLINE at https://vote.proxyonline.com
PROXY VOTE TODAY! MOUSE IMAGE] using your proxy voting number found below
[PHONE IMAGE] 3. PHONE dial toll-free (888) 227-9349 to
reach an automated touchtone voting line
[HEADSET IMAGE] 4. LIVE with a live operator when you call
toll-free (800) 859-8508 Monday through
Friday 9 a.m. to 10 p.m. Eastern time
CONTROL NUMBER [ARROW] SAMPLE
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON SEPTEMBER 18, 2019
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
Variable Rate Munifund Term Preferred Shares ("preferred 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 18, 2019, at 3:00 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 preferred 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.
YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY
TODAY YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
https://vote.proxyonline.com/Pioneer/docs/PioneerClosedEndFunds.pdf
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
==========
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST PROXY CARD
==========
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. ------------------------------------------
SIGNATURE(s) [TITLE(s) IF APPLICABLE] 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 OF JOINT OWNER, IF ANY DATE
-----------------------------------------------------------------------------
TO VOTE, MARK ONE CIRCLE IN BLUE OR BLACK INK. Example: []
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 ENCLOSED
POSTAGE-PAID ENVELOPE PROVIDED. THE BOARD RECOMMENDS THATOR VOTE BY INTERNET OR PHONE. IF YOU VOTE IN FAVOR OF THE FOLLOWING
PROPOSAL:
===========================================================================================================
FOR WITHHOLD FOR ALL
ALL ALL EXCEPT
===========================================================================================================
1. To elect three Class I trustees of Pioneer Municipal High Income Advantage
Trust, as named in the attached proxy statement, each to serve on the Board of O O O
Trustees until his or her successor has been duly elected and qualified. The
nominees for trustee are:
===========================================================================================================
CLASS I
a) Lisa M. Jones
b) Lorraine H. Monchak
c) John E. Baumgardner, Jr.
To withhold authority to vote "FOR" any individual nominee, mark the "FOR
ALL EXCEPT" box and write the nominee's letter(s) on the line provided
below.
-------------------------------------------------------------------------
YOUR VOTE IS VERY IMPORTANT.
PLEASE COMPLETE, SIGN, DATE ANDBY INTERNET OR
PHONE YOU DO NOT NEED TO RETURN THE ENCLOSED PROXY CARD PROMPTLY
THE PREFERRED SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE
VOTED AS DIRECTED BY THE SIGNATORY.
IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN, THIS PROXY WILL BE VOTED FOR
THE PROPOSAL.
THANK YOU FOR VOTING
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
AMUNDI PIONEER ==========
============== PROXY CARD
ASSET MANAGEMENT ==========
PIONEER MUNICIPAL HIGH INCOME TRUST
SIGN, DATE AND VOTE ON THE REVERSE SIDE
[ARROW]
YOUR VOTE IS IMPORTANT NO MATTER HOW PROXY VOTING OPTIONS
MANY SHARES YOU OWN. THE MATTER WE ARE
SUBMITTING FOR YOUR CONSIDERATION IS [ENVELOPE IMAGE] 1. MAIL your signed and voted proxy back in
SIGNIFICANT TO THE FUND AND TO YOU AS A the postage paid envelope provided
FUND SHAREHOLDER. PLEASE TAKE THE TIME
TO READ PROXY STATEMENT AND CAST YOUR [KEYBOARD & 2. ONLINE at https://vote.proxyonline.com
PROXY VOTE TODAY! MOUSE IMAGE] using your proxy voting number found below
[PHONE IMAGE] 3. PHONE dial toll-free (888) 227-9349 to
reach an automated touchtone voting line
[HEADSET IMAGE] 4. LIVE with a live operator when you call
toll-free (800) 859-8508 Monday through
Friday 9 a.m. to 10 p.m. Eastern time
CONTROL NUMBER [ARROW] SAMPLE
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON SEPTEMBER 18, 2019
This proxy is solicited on behalf of the Board of Trustees of Pioneer
Municipal 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
Municipal High Income Trust to be held on September 18, 2019, at 3:00 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 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.
YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY
TODAY YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
https://vote.proxyonline.com/Pioneer/docs/PioneerClosedEndFunds.pdf
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
==========
PIONEER MUNICIPAL HIGH INCOME TRUST PROXY CARD
==========
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. ------------------------------------------
SIGNATURE(s) [TITLE(s) IF APPLICABLE] 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 OF JOINT OWNER, IF ANY DATE
-----------------------------------------------------------------------------
TO VOTE, MARK ONE CIRCLE IN BLUE OR BLACK INK. Example: []
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:
===========================================================================================================
FOR WITHHOLD FOR ALL
ALL ALL EXCEPT
===========================================================================================================
1. To elect two Class I trustees of Pioneer Municipal High Income Trust, as named
in the attached proxy statement, each to serve on the Board of Trustees until his O O O
or her successor has been duly elected and qualified. The nominees for trustee
are:
===========================================================================================================
CLASS I
a) Lisa M. Jones
b) Lorraine H. Monchak
To withhold authority to vote "FOR" any individual nominee, mark the "FOR
ALL EXCEPT" box and write the nominee's letter(s) on the line provided
below.
-------------------------------------------------------------------------
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 SIGNATORY.
IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN, THIS PROXY WILL BE VOTED FOR
THE PROPOSAL.
THANK YOU FOR VOTING
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
AMUNDI PIONEER ==========
============== PROXY CARD
ASSET MANAGEMENT ==========
PIONEER MUNICIPAL HIGH INCOME TRUST
SIGN, DATE AND VOTE ON THE REVERSE SIDE
[ARROW]
YOUR VOTE IS IMPORTANT NO MATTER HOW PROXY VOTING OPTIONS
MANY SHARES YOU OWN. THE MATTER WE ARE
SUBMITTING FOR YOUR CONSIDERATION IS [ENVELOPE IMAGE] 1. MAIL your signed and voted proxy back in
SIGNIFICANT TO THE FUND AND TO YOU AS A the postage paid envelope provided
FUND SHAREHOLDER. PLEASE TAKE THE TIME
TO READ PROXY STATEMENT AND CAST YOUR [KEYBOARD & 2. ONLINE at https://vote.proxyonline.com
PROXY VOTE TODAY! MOUSE IMAGE] using your proxy voting number found below
[PHONE IMAGE] 3. PHONE dial toll-free (888) 227-9349 to
reach an automated touchtone voting line
[HEADSET IMAGE] 4. LIVE with a live operator when you call
toll-free (800) 859-8508 Monday through
Friday 9 a.m. to 10 p.m. Eastern time
CONTROL NUMBER [ARROW] SAMPLE
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON SEPTEMBER 18, 2019
This proxy is solicited on behalf of the Board of Trustees of Pioneer
Municipal High Income Trust. I (we), the undersigned holder(s) of Variable Rate
Munifund Term Preferred Shares ("preferred 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 18, 2019, at 3:00 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 preferred 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.
YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY
TODAY YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
https://vote.proxyonline.com/Pioneer/docs/PioneerClosedEndFunds.pdf
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
==========
PIONEER MUNICIPAL HIGH INCOME TRUST PROXY CARD
==========
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. ------------------------------------------
SIGNATURE(s) [TITLE(s) IF APPLICABLE] 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 OF JOINT OWNER, IF ANY DATE
-----------------------------------------------------------------------------
TO VOTE, MARK ONE CIRCLE IN BLUE OR BLACK INK. Example: []
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:
===========================================================================================================
FOR WITHHOLD FOR ALL
ALL ALL EXCEPT
===========================================================================================================
1. To elect three Class I trustees of Pioneer Municipal High Income Trust, as named
in the attached proxy statement, each to serve on the Board of Trustees until his O O O
or her successor has been duly elected and qualified. The nominees for trustee
are:
===========================================================================================================
CLASS I
a) Lisa M. Jones
b) Lorraine H. Monchak
c) John E. Baumgardner, Jr.
To withhold authority to vote "FOR" any individual nominee, mark the "FOR
ALL EXCEPT" box and write the nominee's letter(s) on the line provided
below.
-------------------------------------------------------------------------
YOUR VOTE IS VERY IMPORTANT.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD PROMPTLY
THE PREFERRED SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE
VOTED AS DIRECTED BY THE SIGNATORY.
IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN, THIS PROXY WILL BE VOTED FOR
THE PROPOSAL.
THANK YOU FOR VOTING
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
AMUNDI PIONEER ==========
============== PROXY CARD
ASSET MANAGEMENT ==========
PIONEER FLOATING RATE TRUST
SIGN, DATE AND VOTE ON THE REVERSE SIDE
[ARROW]
YOUR VOTE IS IMPORTANT NO MATTER HOW PROXY VOTING OPTIONS
MANY SHARES YOU OWN. THE MATTER WE ARE
SUBMITTING FOR YOUR CONSIDERATION IS [ENVELOPE IMAGE] 1. MAIL your signed and voted proxy back in
SIGNIFICANT TO THE FUND AND TO YOU AS A the postage paid envelope provided
FUND SHAREHOLDER. PLEASE TAKE THE TIME
TO READ PROXY STATEMENT AND CAST YOUR [KEYBOARD & 2. ONLINE at https://vote.proxyonline.com
PROXY VOTE TODAY! MOUSE IMAGE] using your proxy voting number found below
[PHONE IMAGE] 3. PHONE dial toll-free (888) 227-9349 to
reach an automated touchtone voting line
[HEADSET IMAGE] 4. LIVE with a live operator when you call
toll-free (800) 859-8508 Monday through
Friday 9 a.m. to 10 p.m. Eastern time
CONTROL NUMBER [ARROW] SAMPLE
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON SEPTEMBER 18, 2019
This proxy is solicited on behalf of the Board of Trustees of Pioneer
Floating Rate 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
Floating Rate Trust to be held on September 18, 2019, at 3:00 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 Floating Rate 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.
YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY
TODAY YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
https://vote.proxyonline.com/Pioneer/docs/PioneerClosedEndFunds.pdf
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
==========
PIONEER FLOATING RATE TRUST PROXY CARD
==========
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. ------------------------------------------
SIGNATURE(s) [TITLE(s) IF APPLICABLE] 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 OF JOINT OWNER, IF ANY DATE
-----------------------------------------------------------------------------
TO VOTE, MARK ONE CIRCLE IN BLUE OR BLACK INK. Example: []
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF PIONEER FLOATING RATE
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:
===========================================================================================================
FOR WITHHOLD FOR ALL
ALL ALL EXCEPT
===========================================================================================================
1. To elect three Class III trustees of Pioneer Diversified High Income Trust, as
named in the attached proxy statement, each to serve on the Board of Trustees O O O
until his or her successor has been duly elected and qualified. The nominees for
trustee are:
===========================================================================================================
CLASS I
a) Lisa M. Jones
b) Lorraine H. Monchak
c) John E. Baumgardner, Jr.
To withhold authority to vote "FOR" any individual nominee, mark the "FOR
ALL EXCEPT" box and write the nominee's letter(s) on the line provided
below.
-------------------------------------------------------------------------
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 SIGNATORY.
IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN, THIS PROXY WILL BE VOTED FOR
THE PROPOSAL.
THANK YOU FOR VOTING
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
AMUNDI PIONEER ==========
============== PROXY CARD
ASSET MANAGEMENT ==========
PIONEER DIVERSIFIED HIGH INCOME TRUST
SIGN, DATE AND VOTE ON THE REVERSE SIDE
[ARROW]
YOUR VOTE IS IMPORTANT NO MATTER HOW PROXY VOTING OPTIONS
MANY SHARES YOU OWN. THE MATTER WE ARE
SUBMITTING FOR YOUR CONSIDERATION IS [ENVELOPE IMAGE] 1. MAIL your signed and voted proxy back in
SIGNIFICANT TO THE FUND AND TO YOU AS A the postage paid envelope provided
FUND SHAREHOLDER. PLEASE TAKE THE TIME
TO READ PROXY STATEMENT AND CAST YOUR [KEYBOARD & 2. ONLINE at https://vote.proxyonline.com
PROXY VOTE TODAY! MOUSE IMAGE] using your proxy voting number found below
[PHONE IMAGE] 3. PHONE dial toll-free (888) 227-9349 to
reach an automated touchtone voting line
[HEADSET IMAGE] 4. LIVE with a live operator when you call
toll-free (800) 859-8508 Monday through
Friday 9 a.m. to 10 p.m. Eastern time
CONTROL NUMBER [ARROW] SAMPLE
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON SEPTEMBER 18, 2019
This proxy is solicited on behalf of the Board of Trustees of Pioneer
Diversified 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 Diversified High Income Trust to be held on September 18, 2019, at 3:00
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 Diversified 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.
YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY
TODAY YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
https://vote.proxyonline.com/Pioneer/docs/PioneerClosedEndFunds.pdf
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]
==========
PIONEER DIVERSIFIED HIGH INCOME TRUST PROXY CARD
==========
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. ------------------------------------------
SIGNATURE(s) [TITLE(s) IF APPLICABLE] 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 OF JOINT OWNER, IF ANY DATE
-----------------------------------------------------------------------------
TO VOTE, MARK ONE CIRCLE IN BLUE OR BLACK INK. Example: []
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF PIONEER DIVERSIFIED 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:
===========================================================================================================
FOR WITHHOLD FOR ALL
ALL ALL EXCEPT
===========================================================================================================
1. To elect three Class III trustees of Pioneer Diversified High Income Trust, as
named in the attached proxy statement, each to serve on the Board of Trustees O O O
until his or her successor has been duly elected and qualified. The nominees for
trustee are:
===========================================================================================================
CLASS III
a) Lisa M. Jones
b) Lorraine H. Monchak
c) John E. Baumgardner, Jr.
To withhold authority to vote "FOR" any individual nominee, mark the "FOR
ALL EXCEPT" box and write the nominee's letter(s) on the line provided
below.
-------------------------------------------------------------------------
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 SIGNATORY.
IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN, THIS PROXY WILL BE VOTED FOR
THE PROPOSAL.
THANK YOU FOR VOTING
[PROXY ID NUMBER HERE] [BAR CODE HERE] [CUSIP HERE]CARD.
100089_0921_MHI-MAV