SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.    )

Filed by the Registrant  þ                            Filed by a Party other than the Registrant  ¨

Check the appropriate box:

PIMCO Corporate & Income Opportunity Fund

PIMCO Corporate & Income Strategy Fund

PIMCO Dynamic CreditHigh Income Fund

PIMCO Dynamic Income Fund

PIMCO Global StocksPLUS^® & Income Fund

PIMCO High Income Fund

PIMCO Income Opportunity Fund

PIMCO Strategic Income Fund, Inc.

PCM Fund, Inc.

PIMCO California Municipal Income Fund

PIMCO California Municipal Income Fund II

PIMCO California Municipal Income Fund III

PIMCO Municipal Income Fund

PIMCO Municipal Income Fund II

PIMCO Municipal Income Fund III

PIMCO New York Municipal Income Fund

PIMCO New York Municipal Income Fund II

PIMCO New York Municipal Income Fund III

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

PIMCO CORPORATE & INCOME OPPORTUNITY FUNDNOTICE OF ANNUAL MEETING OF SHAREHOLDERS

TO BE HELD ON DECEMBER 18, 2014

PIMCO CORPORATE & INCOME STRATEGY FUND

PIMCO DYNAMIC CREDITHIGH INCOME FUND

PIMCO DYNAMIC INCOME FUND

PIMCO GLOBAL STOCKSPLUS^® & INCOME FUND1633 Broadway

PIMCO HIGH INCOME FUND

PIMCO INCOME OPPORTUNITY FUND

PIMCO STRATEGIC INCOME FUND, INC.

PCM FUND, INC.

PIMCO CALIFORNIA MUNICIPAL INCOME FUND

PIMCO CALIFORNIA MUNICIPAL INCOME FUND II

PIMCO CALIFORNIA MUNICIPAL INCOME FUND III

PIMCO MUNICIPAL INCOME FUND

PIMCO MUNICIPAL INCOME FUND II

PIMCO MUNICIPAL INCOME FUND III

PIMCO NEW YORK MUNICIPAL INCOME FUND

PIMCO NEW YORK MUNICIPAL INCOME FUND II

PIMCO NEW YORK MUNICIPAL INCOME FUND III

1633 Broadway

New York, New York 10019

For proxy information, please call (877) 361-7967

Dear Shareholder:

On behalf ofTo the Boards of Trustees/DirectorsShareholders of PIMCO Corporate &High Income Opportunity Fund PIMCO Corporate & Income Strategy Fund, PIMCO Dynamic Credit Income Fund,(“PHK”) and PIMCO Dynamic Income Fund PIMCO Global StocksPLUS^® & Income Fund, PIMCO High Income Fund, PIMCO Income Opportunity Fund, PIMCO Strategic Income Fund, Inc. (formerly known as PIMCO Strategic Global Government Fund, Inc.(“PDI”), PCM Fund, Inc., PIMCO California Municipal Income Fund, PIMCO California Municipal Income Fund II, PIMCO California Municipal Income Fund III, PIMCO Municipal Income Fund, PIMCO Municipal Income Fund II, PIMCO Municipal Income Fund III, PIMCO New York Municipal Income Fund, PIMCO New York Municipal Income Fund II and PIMCO New York Municipal Income Fund III (each, a “Fund” and, collectively, the “Funds”), we are pleased to invite you to a Joint Special Meeting of Shareholders (the “Special Meeting”) of each Fund to be held on June 9, 2014, at the offices of Pacific Investment Management Company LLC (“PIMCO”), at 1633 Broadway, between West 50th and West 51st Streets, 42^nd Floor, New York, New York 10019 at 9:30 A.M., Eastern Time.

As discussed in more detail in the enclosed Proxy Statement, at the Special Meeting, the shareholders of each Fund will be asked to approve a new Investment Management Agreement (the “Proposed Agreement”) between the

Fund and PIMCO, which currently serves as sub-adviser to each Fund. Upon shareholder approval and effectiveness of the Proposed Agreement with respect to a Fund, PIMCO will become the Fund’s investment manager and begin providing supervisory and administrative services along with the day-to-day portfolio management services it currently provides to the Fund as its sub-adviser. Upon the effectiveness of the Proposed Agreement for a Fund, the current investment management agreement between the Fund and Allianz Global Investors Fund Management LLC (“AGIFM”) and portfolio management agreement between AGIFM and PIMCO will terminate. If the Proposed Agreement is approved by shareholders with respect to a Fund, the Proposed Agreement will become effective for such Fund at a date and time mutually agreeable to the Fund, PIMCO and AGIFM in order to effect an efficient transition for the Fund and its shareholders.

Your vote is important

After considering the proposal, each Fund’s Board of Trustees/Directors unanimously voted to approve the Proposed Agreement for the Fund and to recommend that the shareholders of the Fund vote in favor of the proposal, as more fully described in the accompanying Proxy Statement.

Now it is your turn to review the proposal and vote. For more information about the issues requiring your vote, please refer to the accompanying Proxy Statement.

No matter how many shares you own, your timely vote is important. If you do not expect to attend the Special Meeting, please complete, sign, date and mail the enclosed proxy card(s) promptly in the accompanying postage-prepaid envelope, or give your voting instructions by telephone or via the Internet, in order to avoid the expense of additional mailings or having our proxy solicitor, AST Fund Solutions, LLC, telephone you, and to ensure that the Special Meeting can be held as scheduled. Please call (877) 361-7967 if you have any questions about the Proxy Statement or the proposal, or if you would like additional information.

Thank you in advance for your participation in this Joint Special Meeting of Shareholders.

Sincerely,

Hans W. Kertess

Chairman of the Boards

NOTICE OF JOINT SPECIAL MEETING OF SHAREHOLDERS

TO BE HELD ON JUNE 9, 2014

PIMCO CORPORATE & INCOME OPPORTUNITY FUND

PIMCO CORPORATE & INCOME STRATEGY FUND

PIMCO DYNAMIC CREDIT INCOME FUND

PIMCO DYNAMIC INCOME FUND

PIMCO GLOBAL STOCKSPLUS^® & INCOME FUND

PIMCO HIGH INCOME FUND

PIMCO INCOME OPPORTUNITY FUND

PIMCO STRATEGIC INCOME FUND, INC.

PCM FUND, INC.

PIMCO CALIFORNIA MUNICIPAL INCOME FUND

PIMCO CALIFORNIA MUNICIPAL INCOME FUND II

PIMCO CALIFORNIA MUNICIPAL INCOME FUND III

PIMCO MUNICIPAL INCOME FUND

PIMCO MUNICIPAL INCOME FUND II

PIMCO MUNICIPAL INCOME FUND III

PIMCO NEW YORK MUNICIPAL INCOME FUND

PIMCO NEW YORK MUNICIPAL INCOME FUND II

PIMCO NEW YORK MUNICIPAL INCOME FUND III

1633 Broadway

New York, New York 10019

To the Shareholders of PIMCO Corporate & Income Opportunity Fund, PIMCO Corporate & Income Strategy Fund, PIMCO Dynamic Credit Income Fund, PIMCO Dynamic Income Fund, PIMCO Global StocksPLUS^® & Income Fund, PIMCO High Income Fund, PIMCO Income Opportunity Fund, PIMCO Strategic Income Fund, Inc. (formerly known as PIMCO Strategic Global Government Fund, Inc.), PCM Fund, Inc., PIMCO California Municipal Income Fund, PIMCO California Municipal Income Fund II, PIMCO California Municipal Income Fund III, PIMCO Municipal Income Fund, PIMCO Municipal Income Fund II, PIMCO Municipal Income Fund III, PIMCO New York Municipal Income Fund, PIMCO New York Municipal Income Fund II and PIMCO New York Municipal Income Fund III (each, a “Fund” and, collectively, the “Funds”):

Notice is hereby given that a Joint Specialan Annual Meeting of Shareholders (the “Special Meeting”) of the Fundseach Fund (each, a “Meeting”) will be held at the offices of Pacific Investment Management Company LLC (“PIMCO” or the “Manager”), at 1633 Broadway, between West 50th50^th and West 51st51^st Streets, 42^nd Floor, New York, New York 10019, on June 9,Thursday, December 18, 2014, with the Meeting to be held at 9:10:30 A.M., Eastern Time, for PHK, and 11:30 A.M., Eastern Time, for PDI, for the following purposes, which are more fully described in the accompanying Proxy Statement:

The Board of Trustees/Directors of each Fund unanimously recommends that you vote FOR the proposal specified in 1. above.

The Board of Trustees/DirectorsTrustees of each Fund has fixed the close of business on April 9,October 17, 2014 as the record date for the determination of shareholders entitled to receive notice of, and to vote at, the Specialapplicable Meeting or any adjournment(s) or
postponement(s) thereof. The enclosed proxy is being solicited on behalf of the Board of Trustees/DirectorsTrustees of each Fund.

New York, New York

April 21,October 31, 2014

NoIt is important that your shares be represented at the applicable Meeting in person or by proxy, no matter how many shares you own, your timely vote is important.own. If you do not expect to attend the Specialapplicable Meeting, please complete, date, sign date and mailreturn the applicable enclosed proxy card(s) promptlyor proxies in the accompanying postage-prepaid envelope, which requires no postage if mailed in the United States. Please mark and mail your proxy or give your voting instructions by telephone or via the Internet,proxies promptly in order to avoidsave any additional costs of further proxy solicitations and in order for the expense of additional mailings or having our proxy solicitor, AST Fund Solutions, LLC, telephone you, andapplicable Meeting to ensure that the Special Meeting can be held as scheduled. Please call (877) 361-7967 if you have any questions about the Proxy Statement or the proposal, or if you would like additional information.

PIMCO CORPORATE &HIGH INCOME OPPORTUNITY FUND

PIMCO CORPORATE & INCOME STRATEGY FUND

PIMCO DYNAMIC CREDIT INCOME FUND (“PHK”)

PIMCO DYNAMIC INCOME FUND (“PDI”)

PIMCO GLOBAL STOCKSPLUS^® & INCOME FUND1633 Broadway

PIMCO HIGH INCOME FUND

PIMCO INCOME OPPORTUNITY FUND

PIMCO STRATEGIC INCOME FUND, INC.

PCM FUND, INC.

PIMCO CALIFORNIA MUNICIPAL INCOME FUND

PIMCO CALIFORNIA MUNICIPAL INCOME FUND II

PIMCO CALIFORNIA MUNICIPAL INCOME FUND III

PIMCO MUNICIPAL INCOME FUND

PIMCO MUNICIPAL INCOME FUND II

PIMCO MUNICIPAL INCOME FUND III

PIMCO NEW YORK MUNICIPAL INCOME FUND

PIMCO NEW YORK MUNICIPAL INCOME FUND II

PIMCO NEW YORK MUNICIPAL INCOME FUND III

1633 Broadway

New York, New York 10019

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE JOINT SPECIAL MEETINGANNUAL MEETINGS OF SHAREHOLDERS TO BE HELD ON JUNE 9,DECEMBER 18, 2014

This proxy statement (the “Proxy Statement”)Proxy Statement and the Annual ReportReports to Shareholders for the most recently completed fiscal yearyears ended March 31, 2014 for each of the above listed FundsPHK and PDI are also available at us.allianzgi.com/pimco.com/closedendfunds.

PROXY STATEMENT

APRIL 21,October 31, 2014

FOR THE JOINT SPECIALANNUAL MEETING OF SHAREHOLDERS

TO BE HELD ON JUNE 9,DECEMBER 18, 2014

INTRODUCTION

This Proxy Statement is furnished in connection with the solicitation by the Boards of Trustees/Directors (collectively, theTrustees (the “Board”) of the shareholders of PIMCO Corporate & Income Opportunity Fund (“PTY”), PIMCO Corporate & Income Strategy Fund (“PCN”), PIMCO Dynamic CreditHigh Income Fund (“PCI”PHK”), and PIMCO Dynamic Income Fund (“PDI”), PIMCO Global StocksPLUS^® & Income Fund (“PGP”), PIMCO High Income Fund (“PHK”), PIMCO Income Opportunity

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Fund (“PKO”), PIMCO Strategic Income Fund, Inc. (formerly known as PIMCO Strategic Global Government Fund, Inc.) (“RCS”), PCM Fund, Inc. (“PCM”), PIMCO California Municipal Income Fund (“PCQ”), PIMCO California Municipal Income Fund II (“PCK”), PIMCO California Municipal Income Fund III (“PZC”), PIMCO Municipal Income Fund (“PMF”), PIMCO Municipal Income Fund II (“PML”), PIMCO Municipal Income Fund III (“PMX”), PIMCO New York Municipal Income Fund (“PNF”), PIMCO New York Municipal Income Fund II (“PNI”) and PIMCO New York Municipal Income Fund III (“PYN”) (each, a “Fund” and, collectively, the “Funds”) of proxies to be voted at the Joint SpecialAnnual Meeting of Shareholders of the Fundseach Fund and any adjournment(s) or postponement(s) thereof (the “Special Meeting”).thereof. The Specialterm “Meeting” is used throughout this joint Proxy Statement to refer to the Annual Meeting of Shareholders of each Fund, as dictated by the context. Each Meeting will be held at the offices of Pacific Investment Management Company LLC (“PIMCO” or the “Manager”), at 1633 Broadway, between West 50th50^th and West 51st51^st Streets, 42^nd Floor, New York, New York 10019, on June 9,Wednesday, December 18, 2014, with the Meeting to be held at 9:10:30 A.M., Eastern Time.Time, for PHK, and 11:30 A.M., Eastern Time, for PDI.

The Notice of Joint SpecialAnnual Meeting of Shareholders (the “Notice”), this Proxy Statement and the enclosed proxy cards are first being sent to shareholdersShareholders on or about April 21,October 31, 2014.

The Special

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Each Meeting is scheduled as a joint meeting of the holders of all shares of eachthe applicable Fund, which consistsconsist of holders of common shares of beneficial interest (“Common Shares”) of each FundPHK and PDI (the “Common Shareholders”) and holders of preferred shares of beneficial interest (“Preferred Shares” and, together with the Common Shares, the “Shares”) of PTY, PCN, PHK PCQ, PCK, PZC, PMF, PML, PMX, PNF, PNI and PYN (the “Preferred Shareholders” and, together with the Common Shareholders, the “Shareholders”). The Shareholders of each Fund are expected to consider and vote on similar matters. The Shareholders of each Fund will vote separately on the applicable proposal set forth herein (the “Proposal”) and on any other matters that may properly be presented for a vote by the Shareholders of that Fund. The outcome of voting by the Shareholders of one Fund does not affect the outcome for the other Fund.

The Board of each Fund has fixed the close of business on October 17, 2014 as the record date (the “Record Date”) for the determination of Shareholders of each Fund entitled to notice of, and to vote at, the applicable Meeting. The Shareholders of each Fund on the Record Date will be entitled to one vote per share on each matter to which they are entitled to vote and that is to be voted on by Shareholders of the Fund, and a fractional vote with respect to fractional shares, with no cumulative voting rights in the election of Trustees. The following table sets forth the number of shares of common stock (“Common Shares”) and shares of preferred stock (“Preferred Shares” and, together with the Common Shares, the “Shares”) issued and outstanding of each Fund at the Special Meeting. With respect toclose of business on the Proposal, andRecord Date:

The outcome of voting by theCommon and Preferred Shareholders of one Fund does not affect the outcome for the other Funds.

The Board of each Fund has fixed the close of business on April 9, 2014PHK, voting together as the record date (the “Record Date”) for the determination of Shareholders entitled to receive notice of, and to vote at, the Special Meeting. As summarized below, Shareholders of each Funda single class, have the right to vote on:on the election of Craig A. Dawson and the re-election of Bradford K. Gallagher as Trustees of PHK; and the

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Preferred Shareholders of PHK, voting as a separate class, have the right to vote on the re-election of James A. Jacobson as a Trustee of PHK.

PDI:

The Shareholders of PDI, voting as a single class, have the right to vote on the election of Craig A. Dawson, Bradford K. Gallagher and James A. Jacobson as Trustees of PDI.

Summary

Section I of this Proxy Statement contains information relating to the Proposal to approve a new Investment Management Agreement between each Fund and PIMCO. Section II contains additional background information about the Funds, their current and proposed investment manager, and other matters. Section III contains general information about the Special Meeting and shareholder voting.

You may vote by mail by returning a properly executed proxy card, by Internet by going to the website listed on the proxy card, by telephone using the toll-free number listed on the proxy card, or in person by attending the Special Meeting. Shares represented by duly executed and timely delivered proxies will be voted as instructed on the proxy. If you execute and mail the enclosed proxy and no

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choice is indicated for the election of Trustees listed in the attached Notice, your proxy will be voted in favor of the election of all nominees. At any time before it has been voted, your proxy may be revoked in one of the following ways: (i) by timely delivering a signed, written letter of revocation to the Secretary of the applicable Fund at 1633 Broadway, New York, New York 10019, (ii) by properly executing and timely submitting a later-dated proxy vote, or (iii) by attending the Special Meeting and voting in person. Please call (877) 361-79671-(800)-317-8033 for information on how to obtain directions to be able to attend the Special Meeting and vote in person. If any proposal, for a Fund, other than the ProposalProposals set forth herein, properly comes before the Special Meeting, the persons named as proxies will vote on such proposal in their sole discretion.

The principal executive offices of the Funds are located at 1633 Broadway, New York, New York 10019. Allianz Global Investors Fund Management LLC (“AGIFM”) currentlyPIMCO serves as the investment manager of each Fund and retains its affiliate, PIMCO, to serve as the sub-adviser of each Fund. Additional information about AGIFM and PIMCOregarding the Manager may be found under “Information about AGIFM”“Additional Information — Investment Manager” below.

The solicitation will be primarily by mail and “Information about PIMCO,” respectively, below.

Please read the Proxy Statement before voting oncost of soliciting proxies for a Fund will be borne by PIMCO. Certain officers of the Proposal for your Fund. Please call (877) 361-7967 if you have any questions aboutFunds and certain officers and employees of the Proxy StatementManager or the Proposal, or if you would likeits affiliates (none of whom will receive additional information.

PIMCO (and not the Funds) will bear allcompensation therefor) may solicit proxies by telephone, mail, e-mail and personal interviews. Any out-of-pocket expenses associatedincurred in connection with the Special Meeting. The proxy materials sent to each Shareholdersolicitation will include that Shareholder’s unique control number needed to vote his, her or its Shares. If you need additional copiesbe borne by PIMCO.

Unless a Fund receives contrary instructions, only one copy of this Proxy Statement please call (877) 361-7967.

Each Fund’s most recent annualwill be mailed to a given address where two or more Shareholders share that address and semi-annual reports to Shareholders are available at no cost. Youalso share the same surname. Additional copies of the Proxy Statement will be delivered promptly upon request. Requests may read, print, or request mail delivery of a copy of such reports through our website at us.allianzgi.com/closedendfunds. You may also request reports by calling (877) 361-7967 or by writingbe sent to the Funds atSecretary of the Fund c/o Pacific Investment Management Company LLC, 1633 Broadway, New York, New York 10019.

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I. PROPOSAL: APPROVAL OF THE PROPOSED INVESTMENT MANAGEMENT AGREEMENT

Overview

The following questions and answers provide an overviewAs of the Proposal on which you are being asked to vote. Please readRecord Date, the remainder of this Proxy Statement for additional information and further details about the ProposalTrustees, nominees and the Board’sofficers of each Fund as a group and PIMCO’s rationale for recommending itindividually beneficially owned less than one percent (1%) of each Fund’s outstanding Shares and, to Shareholders. Your vote is important.the knowledge of the Funds, no person beneficially owned more than five percent (5%) of the outstanding Shares of PDI, and the following entities beneficially owned more than five percent (5%) of a class of PHK

QUESTIONS AND ANSWERS

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While AGIFM has served the Funds well for many years, the proposal to replace AGIFM with PIMCO as the Funds’ investment manager and assume responsibility for supervisory and administrative services for the Funds is a natural next step in the broader PIMCO/Allianz Global Investors reorganization effort initiated in 2012. Following the proposed transition, PIMCO will assume sole management responsibility for the Funds and AGIFM will continue to serve as manager/administrator for numerous other closed- and open-end funds managed within the Allianz Global Investors pillar of the Allianz asset management business.

As described below, the Board and PIMCO also believe that the Proposal will benefit Shareholders of each Fund.

PROPOSAL: ELECTION OF TRUSTEES

In accordance with each Fund’s Amended and Restated Agreement and Declaration of Trust (each, a “Declaration”), the Trustees have been divided into the following three classes (each a “Class”): Class I, Class II and Class III. Each Fund’s Nominating Committee has recommended Craig A. Dawson, Bradford K. Gallagher and James A. Jacobson (the “nominees”) for election or re-election, as applicable, as Trustees by Shareholders of the applicable Fund.

PHK. With respect to PHK, the term of office of the Class II Trustees will expire at the Meeting; the term of office of the Class III Trustees will expire at the annual meeting of Shareholders for the 2015-2016 fiscal year (i.e., the annual meeting for the fiscal year running from March 1, 2015 through February 29, 2016); and the term of office of the Class I Trustees will expire at the annual meeting of Shareholders for the 2016-2017 fiscal year (i.e., the annual meeting for the fiscal year running from March 1, 2016 through February 28, 2017). Currently, Bradford K. Gallagher, James A. Jacobson and Craig A. Dawson are Class II Trustees. On March 10, 2014, the Board of PHK appointed Craig A. Dawson to serve as a Class II Trustee, which appointment became effective at the close of business on September 5, 2014. Pursuant to the Fund’s Bylaws, as a Trustee appointed to fill a vacancy on the Fund’s Board, Mr. Dawson must stand for election at the Meeting, which is the next annual meeting of Shareholders of the Fund following such appointment. The Nominating Committee has recommended to the Board that Mr. Dawson be nominated for election and Mr. Gallagher be nominated for re-election by the Common Shareholders and Preferred Shareholders, voting as a single class, as Class II Trustees at the Meeting and that Mr. Jacobson be nominated for re-election by the Preferred Shareholders, voting as a separate class, as a Class II Trustee at the Meeting. Consistent with the Fund’s Declaration, if re-elected, the nominees shall hold office for terms coinciding with the Classes of Trustees to which they have been designated. Therefore, if elected or re-elected, as applicable, at the Meeting,

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Messrs. Dawson, Gallagher and Jacobson will serve terms consistent with the Class II Trustees, which will expire at the Fund’s annual meeting of Shareholders for the 2017-2018 fiscal year (i.e., the annual meeting for the fiscal year running from March 1, 2017 through February 28, 2018).

PDI. With respect to PDI, the term of office of the Class II Trustees will expire at the Meeting; the term of office of the Class III Trustees will expire at the annual meeting of Shareholders for the 2015-2016 fiscal year (i.e., the annual meeting for the fiscal year running from March 1, 2015 through February 29, 2016); and the term of office of the Class I Trustees will expire at the annual meeting of Shareholders for the 2016-2017 fiscal year (i.e., the annual meeting for the fiscal year running from March 1, 2016 through February 28, 2017). Currently, Bradford K. Gallagher, James A. Jacobson and Craig A. Dawson are Class II Trustees. On March 10, 2014, the Board of PDI appointed Craig A. Dawson to serve as a Class II Trustee, which appointment became effective at the close of business on September 5, 2014. Pursuant to the Fund’s Bylaws, as a Trustee appointed to fill a vacancy on the Fund’s Board, Mr. Dawson must stand for election at the Meeting, which is the next annual meeting of Shareholders of the Fund following such appointment. The Nominating Committee has recommended to the Board that Messrs. Dawson, Gallagher and Jacobson be nominated for election by the Common Shareholders as Class II Trustees at the Meeting. Consistent with the rationale behindFund’s Declaration, if elected, the broader Allianz Global Investors/PIMCO restructuring mentioned above,nominees shall hold office for terms coinciding with the proposed PIMCO-only management structureClasses of Trustees to which they have been designated. Therefore, if elected at the Meeting, Messrs. Dawson, Gallagher and Jacobson will serve terms consistent with the Class II Trustees, which will expire at the Fund’s annual meeting of Shareholders for the Funds aligns2017-2018 fiscal year (i.e., the annual meeting for the fiscal year running from March 1, 2017 through February 28, 2018).

All members of the Board of each Fund are and will remain, if elected, “Continuing Trustees,” as such term is defined in the Declaration of the applicable Fund, having either served as Trustee since the inception of the Fund or for thirty-six months, or having been nominated by at least a majority of the Continuing Trustees then members of the Board.

At any annual meeting of Shareholders, any Trustee elected to fill a vacancy that has arisen since the preceding annual meeting of Shareholders (whether or not such vacancy has been filled by election of a new Trustee by the Board) shall hold office for a term that coincides with the “two pillar” approach adopted by Allianz with respect to other PIMCO and Allianz Global Investors products globally. In this regard, we believe that the change will facilitate clearer branding and marketingremaining term of the FundsClass of Trustees to which such office was previously assigned, if such vacancy arose other than by an increase in the number of Trustees, and will helpuntil his or her successor shall be elected and shall qualify. In the event such vacancy arose due to avoid potential confusion among intermediaries, analysts and investors asan increase in the number of Trustees, any Trustee so elected to whether the Funds are PIMCO and/or Allianz Global Investors products.

Currently, each Fund pays an investment management fee under its existing investment management agreement with AGIFM (each, a “Current Agreement,” and, together, the “Current Agreements”), which covers portfolio management services and certain administrative services provided by AGIFM. AGIFM, in turn, retains PIMCO as sub-adviser pursuant to a portfolio management agreement for each Fund between AGIFM and PIMCO (each, a “Portfolio Management Agreement,” and, together, the “Portfolio Management Agreements”) to provide the portfolio management services required under each Current Agreement, and AGIFM compensates PIMCO forfill such services out of the investment management fees it receives under the Fund’s Current Agreement. In addition to the management fee it pays under its Current Agreement, each Fund directly bears expenses for other administrative services and costs, including expenses associated with various third-party service providers, such as audit, custodial, legal, transfer agency, printing and other services required by the Funds.

In contrast, under the Proposed Agreement, each Fund would pay PIMCO a management fee that covers the portfolio management and administrative services covered under the Current Agreement, and PIMCO, at its expense, would be required to procure most other supervisory and administrative services required by the Funds that are currently paid for or incurred by the Funds directly outside of the Current Agreements (such fees and expenses, “Operating Expenses”). Operating Expenses include, but are not limited to, expenses of most third-party services providers (e.g., audit, custodial, legal, transfer agency, printing) and other expenses, such as those associated with

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insurance,vacancy at an annual meeting shall hold office for a term which coincides with that of the Class of Trustee to which such office has been apportioned and until his or her successor shall be elected and shall qualify.

The following table summarizes the nominees who will stand for re-election or election, as applicable, at the Meeting, the respective Classes of Trustees to which they have been designated and the expiration of their respective terms if re-elected or elected:

Under this classified Board structure, generally only those Trustees in a single Class may be replaced in any one year, and it would require a minimum of two years to change a majority of the Board under normal circumstances. This structure, which may be regarded as an “anti-takeover” provision, may make it more difficult for a Fund’s Shareholders to change the majority of Trustees of the Fund and, thus, promotes the continuity of management.

Unless authority is withheld, it is the intention of the persons named in the enclosed proxy solicitations and mailings for shareholder meetings, New York Stock Exchange listing and related fees, tax services, valuation services and other services requireda Fund to vote each proxy for the Funds’ daily operations.persons listed above for that Fund. Each of the nominees has indicated he or she will serve if elected, but if he or she should be unable to serve for a Fund, the proxy holders may vote in favor of such substitute nominee as the Board may designate (or, alternatively, the Board may determine to leave a vacancy).

Trustees and Officers

The Board and PIMCO believe that the proposed new “unified” fee structure would be beneficial for Common Shareholders because it provides a unified management fee (including Operating Expenses) structure that is essentially fixed, making it more predictable under ordinary circumstances in comparison to the current fee and expense structure, under which the Funds’ Operating Expenses (including certain third-party fees and expenses) not covered by the Current Agreements can vary over time. The proposed unified fee structure also generally insulates the Funds and Common Shareholders from increases in applicable third-party and certain other expenses because PIMCO, rather than the Funds, would bear the risk of such increases (while at the same time PIMCO would benefit from any reductions in such expenses).

Because the proposed unified fee arrangement under the Proposed Agreement covers a greater amount of supervisory and administrative services and related costs than under the Current Agreements, the proposed contractual management fee rates under the Proposed Agreement for each Fund are higher than the management fee rates currently imposed under the corresponding Current Agreement (except for PDI and PCI, whose proposed management fee rates are the same under the Proposed Agreement and the corresponding Current Agreements). However, in determining the proposed unified management fee rate to be paid to PIMCO by each Fund under the Proposed Agreement, PIMCO reviewed the Fund’s total expenses, including its current contractual management fee and other expenses currently borne by the Fund outside of the applicable Current Agreement, and the Fund’s leverage outstanding during calendar year 2013. Based on this review, PIMCO proposed a management fee rate that PIMCO estimates will result in the Fund’s total expenses paid by Common Shareholders being lower under the Proposed Agreement than under the corresponding Current Agreement (based on calendar year 2013 expenses). PIMCO therefore estimates that the proposed new arrangement will result in an overall savings to Common Shareholdersbusiness of each Fund is managed under ordinary circumstances. In developing the proposed fee structure for each Fund other than PDI and PCI, PIMCO, after discussions withdirection of the Fund’s Board determined a 20% reductionof Trustees. Subject to the provisions of each Fund’s actual Operating Expenses for calendar year 2013, converted that amountDeclaration, its Bylaws and applicable state law, the Trustees have all powers necessary and convenient to basis pointscarry out this responsibility, including the election and rounded toremoval of the next lowest half or whole basis point in arriving at a proposed unified fee rate for the Fund. With respect to PDI and PCI, PIMCO, after discussions with the Board, determined to propose a unified management fee rate under theFund’s officers.

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Proposed Agreement atBoard Leadership Structure — Currently, and assuming the same rate that is currently charged undernominees are elected as proposed, the Current Agreements for those Funds, such that PIMCO will bear all Operating Expenses for those Funds under the proposed new unified fee structure with no increase in the fee rate charged under the current non-unified fee structure.

The proposed fee rates are designed to allow the Funds and their Common Shareholders to share up front in operational efficiencies PIMCO will attempt to realize with respect to the Funds’ Operating Expenses as a resultBoard of the proposed transition. The anticipated savings toTrustees of each Fund are reflected in the “Operating Expenses” table below.

There is no assurance that a Fund’s total expenses paid under the Proposed Agreementconsists and will not exceed what the Fund would incur under its Current Agreement in certain circumstances, including if the Fund’s Operating Expenses (which are currently borne by the Fund outsidecontinue to consist of its Current Agreement and would be borne by PIMCO under the Proposed Agreement) decline in future periods. Also, the proposed unified fee rates under the Proposed Agreement would be charged for applicable Funds on assets attributable to preferred shares and/or certain other formseight Trustees, six of leverage that may be obtained and utilized by a Fund. Under the Proposed Agreement, because a Fund’s outstanding leverage on which the fee is charged may vary, a Fund’s total expenses paid by Common Shareholders could be higher or lower under the Proposed Agreement than is estimated and could exceed what a Fund would incur under its Current Agreement.

The Funds would be required to directly bear certain expenses outside of the Proposed Agreement which the Funds also directly bear under the Current Agreements, including fees and expenses of the Trustees/Directors whowhom are not “interested persons” (within the meaning of Section 2(a)(19) of the 1940 Act) of the Fund or of the Manager (the “Independent Trustees”). An Independent Trustee serves as Chairman of the Trustees and is selected by a vote of the majority of the Independent Trustees. The Chairman presides at meetings of the Board and acts as a liaison with service providers, officers, attorneys and other Trustees generally between meetings, and performs such other functions as may be requested by the Board from time to time.

The Board of Trustees of each Fund meets regularly four times each year to discuss and consider matters concerning the Funds, (each, an “Independent Trustee/Director” and collectively,also holds special meetings to address matters arising between regular meetings. The Independent Trustees regularly meet outside the “Independent Trustees/Directors”) as definedpresence of management and are advised by independent legal counsel. Regular meetings generally take place in-person; other meetings may take place in-person or by telephone.

The Board of Trustees has established four standing Committees to facilitate oversight of the management of the Funds: the Audit Oversight Committee, the Nominating Committee, the Valuation Committee and the Compensation Committee. The functions and role of each Committee are described below under “— Board Committees and Meetings.” The membership of each Committee consists of all of the Independent Trustees, which the Board believes allows them to participate in the Investment Company Actfull range of 1940, as amendedthe Board’s oversight duties.

The Board reviews its leadership structure periodically and has determined that this leadership structure, including an Independent Chairman, a supermajority of Independent Trustees and Committee membership limited to Independent Trustees, is appropriate in light of the characteristics and circumstances of each Fund. In reaching this conclusion, the Board considered, among other things, the predominant role of the Manager in the day-to-day management of Fund affairs, the extent to which the work of the Board is conducted through the Committees, the number of portfolios overseen by the Board that are advised by the Manager or have an investment adviser that is an affiliated person of the Manager (the “1940 Act”“Fund Complex”), and their counsel, interest expensethe variety of asset classes those portfolios include, the net assets of each Fund and other expenses associated with incurring leverage, fees and expenses of any underlying funds or pooled vehicles in which a Fund invests, dividend and interest expense associated with short positions, other portfolio transaction expenses and extraordinary legal expenses, among others. These categories of expenses will be variable under both the Current and Proposed Agreements, and may result in higher or lower total expenses for a Fund in comparison to calendar year 2013 or other periods, but would not be expected to differ as between the current and proposed fee and expense structures.

It is noted that Preferred Shareholders of applicable Funds do not bear any portion of a Fund’s management fees or other expenses and therefore should not be impacted economicallyportfolios overseen by the proposed new feeBoard in the Fund Complex and expense structure.the management and other service arrangements of each Fund and such other portfolios. The Board also believes that its structure, including the presence of two Trustees who are executives with the Manager or Manager-affiliated entities, facilitates an efficient flow of information concerning the management of each Fund to the Independent Trustees.

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Risk Oversight — Each of the Funds has retained the Manager to provide investment advisory services and administrative services. The tables below are intendedManager is principally responsible for the management of risks that may arise from Fund investments and operations. Some employees of the Manager serve as the Funds’ officers, including the Funds’ principal executive officer and principal financial and accounting officer, chief compliance officer and chief legal officer. The Manager employs processes, procedures and controls to help you understand howidentify and manage different types of risks that may affect the fees and expenses paidFunds. The Board oversees the performance of these functions by the Funds would differ under each Current AgreementManager, both directly and through the Committee structure it has established. The Board receives from the Manager a wide range of reports, both on a regular and as-needed basis, relating to the Funds’ activities and to the actual and potential risks of the Funds. These include reports on investment and market risks, custody and valuation of Fund assets, compliance with applicable laws, and the Proposed Agreement (i.e., giving effectFunds’ financial accounting and reporting. In addition, the Board meets periodically with the individual portfolio managers of the Funds or their delegates to receive reports regarding the portfolio management of the Funds and their performance, including their investment risks. The Board has emphasized to the unified fee structure)Manager the importance of maintaining vigorous risk-management programs and procedures.

In addition, the Board has appointed a Chief Compliance Officer (“CCO”). The “Contractual Management Fee Rates” table showsCCO oversees the contractual management fee rates under the Current Agreementsdevelopment of compliance policies and the proposed contractual management fee rates under the Proposed Agreement.

The “Operating Expenses” table shows each Fund’s actual aggregate Operating Expenses (expressed in dollars) incurred during calendar year 2013 and compares, for each Fund, the actual aggregate Operating Expenses incurred by the Fund in calendar year 2013 plus its management fee paid to AGIFM under the Current Agreements in calendar year 2013 (i.e., essentially the same fees and expensesprocedures that are proposedreasonably designed to be covered in return forminimize the unified fee rate under the Proposed Agreement) to estimatesrisk of violations of the aggregate management fee (which includesfederal securities laws (“Compliance Policies”). The CCO reports directly to the Fund’s Operating Expenses)Independent Trustees, interacts with individuals within the Manager’s organization and provides presentations to the Board at its quarterly meetings and an annual report on the application of the Compliance Policies. The Board periodically discusses relevant risks affecting the Funds with the CCO at these meetings. The Board has approved the Compliance Policies and reviews the CCO’s reports. Further, the Board annually reviews the sufficiency of the Compliance Policies, as well as the appointment and compensation of the CCO.

The Board recognizes that the Fund would have paid PIMCO under the Proposed Agreement if the Proposed Agreement and unified fee had been in place for calendar year 2013, taking into account the effectsreports it receives concerning risk management matters are, by their nature, typically summaries of the Fund’s leverage outstanding for calendar year 2013. The “Operating Expenses” table doesrelevant information. Moreover, the Board recognizes that not reflect fees and expenses paid byall risks that may affect the Funds during calendar year 2013can be identified in advance; that wouldit may not be covered under the unified fee rate, as discussed above.

The “Effective Management Fees and Annual Expenses” table compares the effective management fee rates and total annual expense ratios for each Fund under the Current Agreements for calendar year 2013 and estimates under the Proposed Agreement for the same period, taking into account the effects of the Fund’s leverage outstanding for calendar year 2013 (unless otherwise noted).

As discussed below, the management fees with respectpractical or cost-effective to eliminate or mitigate certain Funds are, and would continuerisks; that it may be necessary to be under the Proposed Agreement, calculated based on the Fund’s average daily “net assets,” which include assets attributable to preferred shares outstanding, while the management fees with respect tobear certain other Funds are, and under the Proposed Agreement would continue to be, calculated based on the average daily “total managed assets,” which include assets attributable to preferred shares and other types of leveragerisks (such as borrowings, reverse repurchase agreements and/or dollar rolls). Additional information aboutinvestment-related risks) in seeking to achieve the Current AgreementsFunds’ investment objectives; and Proposed Agreementthat the processes, procedures and controls employed to address certain risks may be found under “Description of the Current Agreements” and “Description of the Proposed Agreement,” respectively,limited in this Proxy Statement. Please see “Description of the Proposed Agreement—Annual Expenses andPro Forma Annual Expenses” for additional information regarding fees and expenses under the Current and Proposed Agreements.their effectiveness.

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Contractual Management Fee RatesInformation Regarding Trustees and Nominees.

The following table provides information concerning the Trustees/Nominees of the Funds.

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Operating Expenses

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Effective Management Fees and Annual Expenses

(expressed as a percentage of net assets attributable to Common Shares)

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Telephone Voting: You may give your voting instructions over the telephone by calling the phone number listed on your proxy card. If you have any questions regarding the Proxy Statement or the Proposal please call (877) 361-7967. When receiving your instructions by telephone, the representative may ask you for your full name and address to confirm that you have received the Proxy Statement in the mail. If the information you provide matches the information provided to AST Fund Solutions, LLC (“AST Fund Solutions”) by the applicable Fund, then a representative can record your instructions over the phone and transmit them to the official tabulator.

As the Special Meeting date approaches, you may receive a call from a representative of AST Fund Solutions if your vote has not yet been received.

Voting by Mail: If you wish to participate in the Special Meeting, but do not wish to give a proxy by telephone or via the Internet, you can still complete, sign and mail the proxy card received with the Proxy Statement by following the instructions on the proxy card, or you can attend the Special Meeting and vote in person.

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The Board’s and PIMCO’s Rationale for the Proposal

Background. AGIFM and PIMCO are affiliates that are part of the global asset management business of Allianz; each is a direct or indirect subsidiary of AAM. Effective January 1, 2012, Allianz reorganized its asset management business under AAM to give better visibility to its two main brands, PIMCO and Allianz Global Investors, and to better enable each asset management business to serve its clients worldwide. Among other significant changes resulting from this reorganization was the establishment of a U.S. registered broker-dealer subsidiary of PIMCO in the United States, known as PIMCO Investments LLC (“PIMCO Investments”), which now distributes all funds managed and administered exclusively by PIMCO in the United States. PIMCO Investments assumed this role from another Allianz affiliate that previously distributed both Allianz Global Investors funds and products and funds and products managed and administered exclusively by PIMCO. PIMCO, through non-U.S. PIMCO affiliates, has also assumed responsibility for distributing PIMCO funds and products outside of the United States. Allianz developed this new approach in an effort to move away from a family of boutiques model to a clear “two pillar” structure (i.e., with Allianz Global Investors and PIMCO as the two pillars). The reorganization was also designed to allow for clearer branding and product differentiation between PIMCO and Allianz Global Investors for intermediaries, clients and the investing public to allow for greater focus and exposure for the breadth and strength of products of both the PIMCO and Allianz Global Investors brands worldwide.

While AGIFM has served the Funds well for many years, the proposal to replace AGIFM with PIMCO as the Funds’ investment manager and assume responsibility for supervisory and administrative services for the Funds is a natural next step in the broader PIMCO/Allianz Global Investors reorganization effort initiated in 2012. Following the proposed transition, PIMCO will assume sole management responsibility for the Funds and AGIFM will continue to serve as manager/administrator for numerous other closed- and open-end funds managed within the Allianz Global Investors pillar of the Allianz asset management business.

Operational and Administrative Efficiencies. The Board and PIMCO believe that the Funds’ Shareholders will benefit by moving to a PIMCO-only management structure due, in part, to the operational and administrative efficiencies that are expected to result from the transition. In coming to this conclusion, the Board and PIMCO considered, among other things, the following factors:

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Unified Fee. In addition to the expected benefits of the operational and administrative efficiencies described above, the Board and PIMCO also expect that the “unified” fee structure will provide benefits to the Common Shareholders, including, among others:

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Description of the Current Agreements

AGIFM currently serves as the investment manager for each Fund pursuant to the applicable Current Agreement. The Board of each Fund (other than PDI and PCI), including a majority of the Independent Trustees/Directors of each Fund, most recently approved the continuation of each Fund’s Current Agreement on June 25, 2013. The Current Agreement for PDI was last approved by the Board on March 10-11, 2014, and the Current Agreement for PCI was last approved by the Board on December 12, 2012. The following chart provides the date of the Current Agreement with respect to each Fund and the date such agreement was last submitted to such Fund’s Shareholders for approval. The Current Agreement for each Fund (other than PCM and RCS) was last submitted to the Fund’s sole initial Shareholder in connection with such Fund’s organization. The Current Agreements for PCM and RCS were last submitted to Shareholders in connection with AGIFM becoming the investment manager of those Funds in 2008.

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PIMCO formerly served as the investment manager to PCM and RCS pursuant to separate investment management agreements with those Funds. The investment management agreements between PIMCO and PCM and PIMCO and RCS were terminated on April 23, 2008 and June 10, 2008, respectively, in connection with AGIFM becoming the investment manager, and PIMCO becoming the sub-adviser, to those Funds. Between June 10, 2008 and August 27, 2008, AGIFM and PIMCO served as the investment manager and sub-adviser, respectively, to RCS pursuant to an interim investment management agreement and an interim portfolio management agreement, respectively.

Services. Under the terms of each Current Agreement, AGIFM, subject to the supervision of the Board, is obligated to furnish continuously an investment program for the applicable Fund, to make investment decisions on behalf of the applicable Fund, to place all orders for the purchase and sale of portfolio securities, and to provide administrative services reasonably necessary for the operation of the applicable Fund, including but not limited to furnishing office space and equipment, providing bookkeeping and clerical services (excluding determination of net asset value and shareholder accounting services) and paying all salaries, fees and expenses of the officers and Trustees/Directors of the applicable Fund who are affiliated with AGIFM. Each Current Agreement provides that AGIFM may alternatively, at its expense, select and contract with portfolio managers to perform investment management services for the

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applicable Fund, in which case

The following table states the obligationdollar range of AGIFM under a Current Agreement with respect to the investment management of a Fund is to determine and review with the portfolio manager the investment policiesequity securities beneficially owned as of the Fund. In such cases, the portfolio manager shall have the obligationRecord Date by each Trustee and nominee of furnishing continuously an investment program, making investment decisions and placing trades for the Fund, adhering to applicable investment objectives, policies and restrictions, and placing all orders for the purchase and sale of portfolio securities and other investments for the Fund. AGIFM (and not the Fund) is responsible for compensating any such portfolio manager under the Current Agreements. AGIFM, with the Board’s approval, has entered into such agreements (i.e.,the Portfolio Management Agreements) with PIMCO with respect to each Fund as discussed in more detail below.

Compensation. As compensation for AGIFM’s services rendered, and, foron an aggregate basis, of any registered investment companies overseen by the facilities furnished and for the expenses borne by AGIFM, each Fund pays AGIFM a management fee under the applicable Current Agreement. The management fees are accrued daily and paid monthly, at the annual rates set forthTrustees in the table below.“family of investment companies,” including the Funds.

To the knowledge of the Funds, as of the Record Date, Trustees and nominees who are Independent Trustees or Independent Nominees and their immediate family members did not own securities of an investment adviser or principal underwriter of the Funds or a person (other than a registered investment company) directly or indirectly controlling, controlled by, or under common control with an investment adviser or principal underwriter of the Funds.

Compensation. Each of the Independent Trustees also serves as a trustee of PIMCO Municipal Income Fund, PIMCO California Municipal Income Fund,

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PIMCO New York Municipal Income Fund, PIMCO Municipal Income Fund II, PIMCO California Municipal Income Fund II, PIMCO New York Municipal Income Fund II, PIMCO Municipal Income Fund III, PIMCO California Municipal Income Fund III, PIMCO New York Municipal Income Fund III, PIMCO Corporate & Income Strategy Fund, PIMCO Corporate & Income Opportunity Fund, PIMCO Income Opportunity Fund, PIMCO Income Strategy Fund, PIMCO Income Strategy Fund II, PIMCO Global StocksPLUS^®& Income Fund, PCM Fund, Inc., PIMCO Strategic Income Fund, Inc. and PIMCO Dynamic Credit Income Fund, each a closed-end fund for which the Manager serves as investment manager (together with the Funds, the “PIMCO Closed-End Funds”), as well as PIMCO Managed Accounts Trust, an open-end investment company with multiple series for which the Manager serves as investment manager (together with the PIMCO Closed-End Funds, the “PIMCO-Managed Funds”).

In addition, each of the Independent Trustees also serves as a trustee of AllianzGI Convertible & Income Fund, AllianzGI Convertible & Income Fund II, AllianzGI NFJ Dividend, Interest & Premium Strategy Fund, AllianzGI Equity & Convertible Income Fund, Allianz Funds Multi-Strategy Trust and Premier Multi-Series VIT (together, the “Allianz-Managed Funds”), for which Allianz Global Investors Fund Management LLC (“AGIFM”), an affiliate of PIMCO that served as the investment manager of the PIMCO-Managed Funds prior to the close of business on September 5, 2014 (see “Additional Information — Investment Manager” below), serves as investment adviser.

As indicated below, certain of the officers of the Funds are affiliated with the Manager.

Prior to the close of business on September 5, 2014, including during the periods covered in the table below, each of the PIMCO-Managed Funds and Allianz-Managed Funds held joint meetings of their Boards of Trustees whenever possible, and each Trustee, other than any Trustee who was a director, officer, partner or employee of the Manager, AGIFM or any entity controlling, controlled by or under common control with the Manager or AGIFM, received annual compensation of $250,000 for service on the Boards of all of the PIMCO-Managed Funds and Allianz-Managed Funds, payable quarterly. The Independent Chairman of the Boards received an additional $75,000 per year, payable quarterly. The Audit Oversight Committee Chairman received an additional $50,000 annually, payable quarterly. Trustees were also reimbursed for meeting-related expenses.

During periods prior to September 5, 2014, each Trustee’s compensation and other costs in connection with joint meetings were allocated among the

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PIMCO-Managed Funds and Allianz-Managed Funds, as applicable, on the basis of fixed percentages as between such groups of Funds. Trustee compensation and other costs were then further allocatedpro rata among the individual funds within each grouping based on the complexity of issues relating to each such fund and relative time spent by the Trustees in addressing them, and on each such fund’s relative net assets.

Trustees do not currently, nor did they prior to September 5, 2014, receive any pension or retirement benefits from the Funds or the Fund Complex.

The following table provides information concerning the compensation paid to the Trustees and nominees for the fiscal years ended March 31, 2014 for PHK and PDI. For the calendar year ended December 31, 2013, the Trustees received the compensation set forth in the table below for serving as Trustees of the Funds and other funds in the same Fund Complex as the Funds. Each officer and each Trustee who is a director, officer, partner, member or employee of the Manager, or of any entity controlling, controlled by or under common control with the Manager, including any Interested Trustee, serves without any compensation from the Funds.

Compensation Table

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Subsequent to September 5, 2014, in connection with a new investment management agreement between the PIMCO-Managed Funds and the Manager and the termination of the investment management agreement between the PIMCO-Managed Funds and AGIFM (see “Additional Information — Investment Manager” below), each of the PIMCO-Managed Funds began holding, and are expected to continue to hold, joint meetings of their Boards of Trustees whenever possible, but will generally no longer hold joint meetings with the Allianz-Managed Funds. Under the new Board structure, each Independent Trustee currently receives annual compensation of $225,000 for his or her service on the Boards of the PIMCO-Managed Funds, payable quarterly. The Independent Chairman of the Boards receives an additional $75,000 per year, payable quarterly. The Audit Oversight Committee Chairman receives an additional $50,000 annually, payable quarterly. Trustees are also reimbursed for meeting-related expenses.

Each Trustee’s compensation for his or her service as a Trustee on the Boards of the PIMCO-Managed Funds and other costs in connection with joint meetings of such Funds are allocated among the PIMCO-Managed Funds, as applicable, on the basis of fixed percentages as between PMAT and PIMCO Closed-End Funds. Trustee compensation and other costs will then be further allocated pro rata among the individual funds within each grouping based on each such fund’s relative net assets.

The Funds have no employees. The Funds’ officers, Mr. Dawson and Mr. Maney are compensated by the Manager or one of its affiliates, as applicable.

Trustee Qualifications — The Board has determined that each Trustee is qualified to serve as such based on several factors (none of which alone is decisive). Each Trustee, with the exception of Mr. Dawson, has served in such role for several years, and is knowledgeable about the Funds’ business and service provider arrangements, and has also served for several years as trustee or director to a number of other investment companies advised by the Manager and its affiliates. Among the factors the Board considered when concluding that an individual is qualified to serve on the Board were the following: (i) the individual’s business and professional experience and accomplishments; (ii) the individual’s ability to work effectively with other members of the Board; (iii) the individual’s prior experience, if any, serving on the boards of public companies (including, where relevant, other investment companies) and other complex

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enterprises and organizations; and (iv) how the individual’s skills, experiences and attributes would contribute to an appropriate mix of relevant skills and experience on the Board.

In respect of each current Trustee, the individual’s substantial professional accomplishments and prior experience, including, in some cases, in fields related to the operations of the Funds, were a significant factor in the determination by the Board that the individual is qualified to serve as a Trustee of the Funds. The following is a summary of various qualifications, experiences and skills of each Trustee (in addition to business experience during the past five years set forth in the table above) that contributed to the Board’s conclusion that an individual is qualified to serve on the Board. References to qualifications, experiences and skills are not intended to hold out the Board or individual Trustees as having any special expertise or experience, and shall not impose any greater responsibility or liability on any such person or on the Board by reason thereof.

Hans W. Kertess — Mr. Kertess has substantial executive experience in the investment management industry. He is the president of a financial advisory company, H. Kertess & Co., and formerly served as a Managing Director of Royal Bank of Canada Capital Markets. He has significant expertise in the investment banking industry.

Craig A. Dawson — Mr. Dawson has substantial executive experience in the investment management industry. Mr. Dawson is a Managing Director at PIMCO and Head of Strategic Business Management. In that role he is in charge of guiding PIMCO’s new business initiatives. Prior to taking on this position, Mr. Dawson was in charge of PIMCO’s Munich office and head of European product management. Mr. Dawson also serves as a Director of a number of PIMCO’s European investment vehicles and affiliates. Because of his familiarity with PIMCO and its affiliates, Mr. Dawson serves as an important information resource for the Independent Trustees and as a facilitator of communication with PIMCO.

Deborah A. DeCotis — Ms. DeCotis has substantial senior executive experience in the investment banking industry, having served as a Managing Director for Morgan Stanley. She has extensive board experience and experience in oversight of investment management functions through her experience as a former Director of the Helena Rubenstein Foundation, Stanford Graduate School of Business and Armor Holdings.

Bradford K. Gallagher — Mr. Gallagher has substantial executive and board experience in the financial services and investment management industries. He has served as director to several other investment companies.

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Having served on the Operating Committee of Fidelity Investments and as a Managing Director and President of Fidelity Investments Institutional Services Company, he provides the Funds with significant asset management industry expertise. He also brings significant securities industry experience, having served as a developer and founder of several enterprises and private investment vehicles.

James A. Jacobson — Mr. Jacobson has substantial executive and board experience in the financial services industry. He served for more than 15 years as a senior executive at a New York Stock Exchange (the “NYSE”) specialist firm. He has also served on the NYSE Board of Directors, including terms as Vice Chair. As such, he provides significant expertise on matters relating to portfolio brokerage and trade execution. He also provides the Funds with significant financial expertise, serves as the Audit Oversight Committee’s Chair and has been determined by the Board to be an “audit committee financial expert.” He has expertise in investment company matters through his service as a trustee of another fund family.

John C. Maney — Mr. Maney has substantial executive and board experience in the investment management industry. He has served in a variety of senior-level positions with investment advisory firms affiliated with the Manager. Because of his familiarity with the Manager and affiliated entities, he serves as an important information resource for the Independent Trustees and as a facilitator of communication with Allianz Asset Management of America L.P., PIMCO’s U.S. parent company.

William B. Ogden, IV — Mr. Ogden has substantial senior executive experience in the investment banking industry. He served as Managing Director at Citigroup, where he established and led the firm’s efforts to raise capital for, and provide mergers and acquisition advisory services to, asset managers and investment advisers. He also has significant expertise with fund products through his senior-level responsibility for originating and underwriting a broad variety of such products.

Alan Rappaport — Mr. Rappaport has substantial senior executive experience in the financial services industry. He formerly served as Chairman and President of the Private Bank of Bank of America and as Vice Chairman of U.S. Trust. He is currently an Advisory Director of an investment firm.

Board Committees and Meetings.

Audit Oversight Committee. The Board of each Fund has established an Audit Oversight Committee in accordance with Section 3(a)(58)(A) of the

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In additionSecurities Exchange Act of 1934, as amended (the “Exchange Act”). Each Fund’s Audit Oversight Committee currently consists of Messrs. Gallagher, Jacobson, Kertess, Ogden, Rappaport and Ms. DeCotis, each of whom is an Independent Trustee. Mr. Jacobson is the Chairman of each Fund’s Audit Oversight Committee. Each Fund’s Audit Oversight Committee provides oversight with respect to the investment management fees paid byinternal and external accounting and auditing procedures of each Fund under its Current Agreement as described above,and, among other things, determines the selection of the independent registered public accounting firm for each Fund currently directly bears expenses for other administrativeand considers the scope of the audit, approves all audit and permitted non-audit services proposed to be performed by those auditors on behalf of each Fund, and costs outside of its Current Agreement, including expenses associated with various third-party service providers, such as audit, custodial, legal, transfer agency, printing and otherapproves non-audit services requiredto be performed by the Funds.auditors for certain affiliates, including the Manager and entities in a control relationship with the Manager that provide services to each Fund where the engagement relates directly to the operations and financial reporting of the Fund. The fees and expenses for theseCommittee considers the possible effect of those services are currently included inon the independence of the Funds’ independent registered public accounting firm. Each member of each Fund’s total expenses and are borne by the Common Shareholders of the Fund.

Term/Termination/Amendment. Each Current Agreement took full force and effectAudit Oversight Committee is “independent,” as to the applicable Fundindependence for an initial two-year period, and has been subject thereafter to annual approval in accordance with the 1940 Act (i.e., approval by the Board of Trustees/Directors, or a majority of the Fund’s outstanding voting securities and, in either event, by the vote cast in person by a majority of the Independent Trustees/Directors). Each Current Agreement can also be terminated without penalty at any time (i) by the applicable Fund (either by vote of a majority of the Fund’s outstanding voting securities or by vote of a majority of Trustees/Directors); or (ii) by AGIFM, in each case on 60 days’ written notice delivered to the other party. Additionally, each Current Agreement terminates automatically in the event of its assignment (asaudit committee members is defined in the 1940 Act). A Current Agreement may not be materially amended unless such material amendment is approved at a meeting by the affirmative vote of a majoritycurrently applicable listing standards of the outstanding voting securities ofNYSE, on which the applicable Fund, and by the vote, cast in person at a meeting called for the purpose of voting on such approval, of a majority of the Independent Trustees/Directors of the applicable Fund.

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If the Proposal is approved with respect to a Fund, the Fund’s Current Agreement will be terminated in connection with the effectiveness of the Fund’s Proposed Agreement.

Liability. Each Current Agreement provides that, in the absence of willful misfeasance, bad faith or gross negligence on the part of AGIFM, or reckless disregard of its obligations and duties under the applicable Current Agreement, AGIFM, including its officers, directors and partners, will not be subject to any liability to the applicable Fund, or to any shareholder, officer, partner or Trustee/Director thereof, for any act or omission in the course of, or in connection with, rendering services under such Current Agreement.

Description of the Portfolio Management Agreements

PIMCO currently serves as the sub-adviserCommon Shares of each Fund pursuant to the applicable Portfolio Management Agreement between AGIFM and PIMCO. If the Proposal is approved with respect to a Fund, the Fund’s Portfolio Management Agreement will terminate in connection with the effectiveness of the Fund’s Proposed Agreement and the Fund will no longer have a sub-adviser. It is expected that, following the approval of the Proposed Agreement, the same PIMCO investment professionals who are currently responsible for managing each Fund’s portfolio will continue to do so in PIMCO’s capacity as investment manager under the Proposed Agreement. For additional information regarding the terms of the Portfolio Management Agreements, please refer toAppendix B.listed.

Description of the Proposed Agreement

At an in-person meeting held on March 10-11, 2014, theThe Board of each Fund includinghas adopted a written charter for its Audit Oversight Committee. A copy of the written charter for each Fund, as amended through September 5, 2014, is attached to this Proxy Statement as Exhibit A. A report of the Audit Oversight Committee of PHK and PDI, dated May 22, 2014, is attached to this Proxy Statement as Exhibit C-1.

Nominating Committee. The Board of each Fund has a Nominating Committee composed solely of Independent Trustees/Directors, unanimously approved, subjectTrustees, currently consisting of Messrs. Gallagher, Jacobson, Kertess, Ogden, Rappaport and Ms. DeCotis. The Nominating Committee is responsible for reviewing and recommending qualified candidates to the approvalBoard in the event that a position is vacated or created or when Trustees are to be nominated for election by shareholders. The Nominating Committee of the Shareholders of the applicableeach Fund the Proposed Agreement between the Fund and PIMCO,has adopted a form ofcharter, which is attached to this Proxy Statement asExhibit B.

Each member of each Fund’s Nominating Committee is “independent,” as independence for nominating committee members is defined in the currently applicable listing standards of the NYSE, on which the Common Shares of each Fund are listed.

Qualifications, Evaluation and Identification of Trustee/Nominees. The Nominating Committee of each Fund requires that Trustee candidates have a college degree or equivalent business experience. When evaluating candidates,

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each Fund’s Nominating Committee may take into account a wide variety of factors including, but not limited to: (i) availability and commitment of a candidate to attend meetings and perform his or her responsibilities on the Board, (ii) relevant industry and related experience, (iii) educational background, (iv) financial expertise, (v) an assessment of the candidate’s ability, judgment and expertise and (vi) overall Board composition. The process of identifying nominees involves the consideration of candidates recommended by one or more of the following sources: (i) the Fund’s current Trustees, (ii) the Fund’s officers, (iii) the Fund’s Shareholders and (iv) any other source the Committee deems to be appropriate. The Nominating Committee of each Fund may, but is not required to, retain a third party search firm at a Fund’s expense to identify potential candidates.

Consideration of Candidates Recommended by Shareholders. The Nominating Committee of each Fund will review and consider nominees recommended by Shareholders to serve as Trustees, provided that the recommending Shareholder follows the “Procedures for Shareholders to Submit Nominee Candidates for the PIMCO Sponsored Closed-End Funds,” which are set forth as Appendix A.B to the Funds’ Nominating Committee Charter. Among other requirements, these procedures provide that the recommending Shareholder must submit any recommendation in writing to the Fund, to the attention of the Fund’s Secretary, at the address of the principal executive offices of the Fund and that such submission must be received at such offices not less than 45 days nor more than 75 days prior to the date of the Board or shareholder meeting at which the nominee would be elected. Any recommendation must include certain biographical and other information regarding the candidate and the recommending Shareholder, and must include a written and signed consent of the candidate to be named as a nominee and to serve as a Trustee if elected. The foregoing description of the Proposed Agreement belowrequirements is qualified in its entirety by referenceonly a summary. Please refer to Appendix B to the actual termsNominating Committee Charter for each Fund, which is attached to this Proxy Statement asExhibit B for details.

The Nominating Committee has full discretion to reject nominees recommended by Shareholders, and there is no assurance that any such person properly recommended and considered by the Committee will be nominated for election to the Board of each Fund.

Diversity. The Nominating Committee takes diversity of a particular nominee and overall diversity of the formBoard into account when considering and evaluating nominees for Trustee. While the Committee has not adopted a particular definition of agreementdiversity, when considering a nominee’s and the Board’s diversity, the Committee generally considers the manner inAppendix A.

Services. Pursuant to the Proposed Agreement, PIMCO shall provide to which each Fund investment guidance and policy directionnominee’s professional experience, education, expertise in connection with the management of the Fund, including oral and written research, analysis, advice and statistical and economic data and information. Consistent with the investment objective(s), policies and restrictions applicable to each Fund, PIMCO will determine the securities and other assets to be purchased or sold or other techniques to be utilized (including, but not limited to, the incurrence of leverage and securities lending) by the Fund and will determine what portion ofmatters that are

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relevant to the oversight of the Funds (e.g., investment management, distribution, accounting, trading, compliance, legal), general leadership experience, and life experience are complementary and, as a whole, contribute to the ability of the Board to oversee the Funds.

Valuation Committee. The Board of each Fund has a Valuation Committee currently consisting of Messrs. Gallagher, Jacobson, Kertess, Ogden, Rappaport and Ms. DeCotis. Mr. Ogden is the Chair of each Fund’s Valuation Committee. The Valuation Committee has been delegated responsibility by the Board for overseeing determination of the fair value of each Fund’s portfolio securities on behalf of the Board in accordance with the Fund’s valuation procedures. The Valuation Committee reviews and approves procedures for the fair valuation of each Fund’s portfolio securities and periodically reviews information from the Manager regarding fair value and liquidity determinations made pursuant to Board-approved procedures, and makes related recommendations to the full Board and assists the full Board in resolving particular fair valuation and other valuation matters.

Compensation Committee. The Board of each Fund has a Compensation Committee currently consisting of Messrs. Gallagher, Jacobson, Kertess, Ogden, Rappaport and Ms. DeCotis. The Compensation Committee meets as the Board deems necessary to review and make recommendations regarding compensation payable to the Trustees of the Fund shall be investedwho are not directors, officers, partners or employees of the Manager or any entity controlling, controlled by or under common control with the Manager.

Meetings. With respect to PHK, during the fiscal year ended March 31, 2014, the Board of Trustees held four regular meetings and two special meetings. The Audit Oversight Committee met in securitiesseparate session three times, the Nominating Committee met in separate session twice, the Valuation Committee met in separate session five times and the Compensation Committee met in separate session once. Each Trustee (other than Mr. Dawson, who was not a Trustee of the Fund prior to September 5, 2014) attended in person or other assets,via teleconference at least 75% of the regular meetings of the Board and what portion, if any, should bemeetings of the committees on which such Trustee served for PHK that were held uninvested. Underduring the Proposed Agreement,fiscal year ended March 31, 2014. Mr. Dawson has attended all of the meetings of the Board since his appointment as a Trustee.

With respect to PDI, during the fiscal year ended March 31, 2014, the Board of Trustees held four regular meetings and three special meetings. The Audit Oversight Committee met in separate session twice, the Nominating Committee met in separate session twice, the Valuation Committee met in separate session five times and the Compensation Committee met in separate session once. Each

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Trustee (other than Mr. Dawson, who was not a Trustee of the Fund prior to September 5, 2014) attended in person or via teleconference at least 75% of the regular meetings of the Board and meetings of the committees on which such Trustee served for PDI that were held during the fiscal year ended March 31, 2014. Mr. Dawson has attended all of the meetings of the Board since his appointment as a Trustee.

The Trustees generally do not attend the annual shareholder meetings.

Shareholder Communications with the Board of Trustees. The Board of Trustees of each Fund will have the benefit of the investment analysis and research, the review of current economic conditions and trends and the consideration of long-range investment policy generally available to investment advisory clients of PIMCO. If the Proposed Agreement is approved, PIMCO intends for the same teams of investment professionals to continue to manage each Fund’s investment portfolio and, as such, it is not expected that the day-to-day portfolio management services providedhas adopted procedures by which Shareholders may send communications to the Funds will change. Unlike the Current Agreements, the Proposed Agreement does not contemplate that PIMCO will select and contract with third-party portfolio managers for the Funds.

In addition, under the terms of the Proposed Agreement, subjectBoard. Shareholders may mail written communications to the general supervisionBoard to the attention of the Board of Trustees/Directors,Trustees, [name of Fund], c/o Joshua D. Ratner, Vice President, Secretary and Chief Legal Officer (“CLO”), PIMCO shall provide or cause to be furnished all supervisory and administrative and other services reasonably necessary for the operation of each Fund, including but not limited to the following:

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In addition, under the Proposed Agreement, PIMCO will procure, at its own expense, the following services, and will bear expenses associated with the following for each Fund, which expenses are currently borne directly by the Funds:

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The Funds (and not PIMCO) will be responsible for certain fees and expenses that are not covered by the unified fee under the Proposed Agreement, which the Funds also directly bear under the Current Agreements. These include, for each Fund, fees and expenses, including travel expenses, and fees and expenses of legal counsel retained for their benefit, of Trustees/Directors who are not officers, employees, partners, shareholders or members of PIMCO or its subsidiaries or affiliates; the salaries and other compensation or expenses, including travel expenses, of the Fund’s executive officers and employees, if any, who are not officers, directors, shareholders, members, partners or employees of PIMCO or its subsidiaries or affiliates; taxes and governmental fees, if any, levied against the Fund; brokerage fees and commissions, and other portfolio transaction expenses incurred by or for the Fund; expenses of the Fund’s securities lending (if any), including any securities lending agent fees, as governed by a separate securities lending agreement; costs, including interest expenses, of borrowing money or engaging in other types of leverage financing; costs, including dividend and/or interest expenses and other costs associated with the Fund’s issuance, offering, redemption and maintenance of Preferred Shares, commercial paper or other senior securities for the purpose of incurring leverage; fees and expenses of any underlying funds or other pooled vehicles in which the Fund invests; dividend and interest expenses on short positions taken by the Fund; organizational and offering expenses of the Fund, including with respect to Share offerings following the Fund’s initial offering, and expenses associated with tender offers and other Share repurchases and redemptions; extraordinary legal costs; and expenses of the Fund which are capitalized in accordance with generally accepted accounting principles.

Compensation. Under the Proposed Agreement, as compensation for PIMCO’s services rendered, and for the facilities furnished and for the expenses borne by PIMCO, each Fund will pay PIMCO a management fee, accrued daily and paid monthly, at the annual rates set forth in the table below.

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As is the case with the Current Agreements, the Proposed Agreement provides that the assets on which the management fee will be charged include assets attributable to any Preferred Shares issued by a Fund and, with respect to certain Funds, other forms of leverage that may be outstanding (such as through reverse repurchase agreements, dollar rolls and/or borrowings). The types of leverage upon which the management fee will be charged for each Fund (which varies from Fund to Fund as noted in the footnotes to the table above) will be the same under the Proposed Agreement as it is for the Fund under its Current Agreement. However, the contractual management fee rates under the Proposed Agreement are higher for each Fund than under its Current Agreement (except for PDI and PCI, whose proposed management fee rates are the same under the

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Proposed Agreement and the corresponding Current Agreements) because the unified fee rates under the Proposed Agreement cover the Fund’s Operating Expenses (including certain third-party fees and expenses), which are currently paid for or incurred by the Funds directly outside of the Current Agreements and therefore are not included in the management fee rates under the Current Agreements. Therefore, in general, total expenses payable by Common Shareholders under the Proposed Agreement will vary more with increases and decreases in applicable leverage incurred by a Fund than under the Current Agreements (except with respect to PDI and PCI).

As under the Current Agreements, because the fees to be received by PIMCO under the Proposed Agreement are based on assets attributable to any Preferred Shares, and, with respect to PCI, PDI, PGP, PKO and PCM, certain other forms of leverage (such as reverse repurchase agreements, dollar rolls and/or borrowings) that may be outstanding, PIMCO has a financial incentive for the Funds to issue or maintain Preferred Shares, or, in the case of PCI, PDI, PGP, PKO and PCM, use and/or increase other forms of leverage, which may result in a conflict of interest between PIMCO and the Common Shareholders of the applicable Fund, and this incentive will be greater with respect to each Fund (other than PDI and PCI) under the Proposed Agreement in comparison to the Current Agreements. However, as always, PIMCO will use leverage for the Funds solely as it determines to be in the best interests of the Funds from an investment perspective and without regard to the level of compensation its receives.

Comparison of Fees and Expenses Under the Current Agreements and the Proposed Agreement. The following table provides a comparison of the aggregate fees (expressed in dollars) paid to AGIFM under the CurrentAgreement for each Fund to the aggregate fees that PIMCO would have received under the Proposed Agreement for such Fund if the Proposed Agreement had been in place for the year ended December 31, 2013. The table also compares each Fund’s total expenses (expressed in dollars) incurred during the year ended December 31, 2013 with estimates of total expenses that the Fund would have incurred under the Proposed Agreement and unified fee structure during the same period, assuming that the unified fee was imposed on assets attributable to preferred shares and/or other forms of leverage outstanding, as applicable, during the year ended December 31, 2013.

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