*** The following Ivy Funds have a fiscal year ending September 30: Ivy Apollo Multi-Asset Income Fund Ivy Apollo Strategic Income Fund Ivy California Municipal High Income Fund Ivy Cash Management Fund Ivy Corporate Bond Fund Ivy Crossover Credit Fund Ivy Government Securities Fund Ivy International Small Cap Fund Ivy Pictet Emerging Markets Local Currency Debt Fund | Ivy Pictet Targeted Return Bond Fund Ivy PineBridge High Yield Fund Ivy ProShares S&P 500 Dividend Aristocrats Index Fund Ivy ProShares Russell 2000 Dividend Growers Index Fund Ivy ProShares Interest Rate Hedged High Yield Index Fund Ivy ProShares S&P 500 Bond Index Fund Ivy ProShares MSCI ACWI Index Fund |
APPENDIX D GOVERNANCE COMMITTEE CHARTER
InvestEd Portfolios Ivy Funds Ivy High Income Opportunities Fund Ivy Variable Insurance Portfolios
(Adopted by the Board of Trustees on May 16, 2018)
I. PURPOSE The Governance Committee (the “Committee”) is a committee of the Boards of Trustees (collectively, the “Board”) of InvestEd Portfolios, Ivy Funds, Ivy High Income Opportunities Fund, and Ivy Variable Insurance Portfolios (each a “Trust” and collectively, the “Trusts”). The purpose of the Committee is to assist the Board or, as applicable, the Board members who are not “interested persons” of the Trusts, as that term is defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Trustees”), with respect to:
| 1. | Identifying and recommending for nomination candidates to serve as Independent Trustees. |
| 2. | Reviewing periodically the workload and composition of the Board and, as the Committee deems appropriate, making recommendations to the Board regarding the size and composition of the Board. |
| 4. | Reviewing annually and making recommendations to the Board regarding Independent Trustee compensation and related matters. |
| 5. | Overseeing the implementation of the Trusts’ governance practices and policies. |
| 6. | Overseeing the Trusts’ program for compliance under Rule 38a-1 under the 1940 Act and the Trusts’ implementation and enforcement of compliance policies and procedures thereunder (the “Compliance Program”). |
| 7. | Overseeing the Trusts’ Chief Compliance Officer (the “CCO”). |
| 8. | Monitoring and oversight of counsel. |
| 9. | Receiving reports from the respective Code of Ethics Oversight Committees and the Internal Compliance Controls Committees of Waddell & Reed, Inc. (“WRI”), and Waddell & Reed Services Company (“WRSCO”) made by such Committees pursuant to the settlement entered into by WRI, and WRSCO with the U.S. Securities and Exchange Commission. |
II. COMMITTEE MEMBERSHIP
| 1. | Composition. The Committee shall be composed of three or more Independent Trustees. |
| 2. | Compensation. The Board shall determine the compensation of Committee members, including the Chairman of the Committee (the “Chairman”). |
| 3. | Selection and Removal. The Board shall appoint members of the Committee, including the Chairman, for one-year terms. There is no limit on the number of consecutive terms that a Committee member or a Chairman can serve. By a majority vote, the Board may remove or replace members of the Committee and designate a different member as Chairman for any reason at any time. |
III. MEETINGS
| 1. | Meetings. The Committee shall meet at least twice annually, or more frequently as circumstances dictate. Meetings may be called by the Chairman or by a majority of the Committee members upon reasonable notice to the other members of the Committee. Meetings shall be chaired by the Chairman or, in his or her absence, by a member chosen by the Committee. Meetings may be conducted with members present in person or by telephone or other communications facilities that permit all persons participating in the meeting to hear or communicate with each other simultaneously, and the Committee may act by written consent, to the extent permitted by law and by the Bylaws of the Trusts. The presence in person or by telephone of a majority of the Committee members shall constitute a quorum for the transaction of business. If a quorum is not present, the member(s) of the Committee who is/are present may select any other members of the Board to serve on the Committee for such meeting in the place of any absent member. The act of a majority of the members present at a meeting at which a quorum is present shall be the act of the Committee. The Committee may consult with management and representatives of the servicing agents as the Committee deems appropriate and to ask such persons to attend meetings and provide pertinent information as necessary. |
| 2. | Minutes. The Committee shall keep minutes of its meetings and provide copies of such minutes to the Board for its review. |
IV. RESPONSIBILITIES AND DUTIES
| 1. | Candidate Identification and Recommendation. |
| a. | The Committee shall identify and recommend to the Board candidates for selection and nomination as an Independent Trustee. The Committee shall consider recommendations for potential candidates from any source it deems appropriate. |
| b. | The Committee shall evaluate potential candidates’ qualifications for Board membership and their independence from each Trust’s investment adviser and other principal service providers. The Committee shall consider the effect of any relationships delineated in the 1940 Act or other types of relationships, e.g., business, financial or family relationships with the investment adviser(s) or other principal service providers, which might impair independence. In determining potential candidates’ qualifications for Board membership, the Committee may consider the specific experience, education, qualifications and other skills in light of the Trusts’ business and structure, diversity and such other factors as the Committee may consider relevant. |
| c. | The Committee shall nominate candidates for new or vacant Board positions based on its evaluation of which applicants or potential candidates are well qualified to serve and |
protect the interests of each Trust’s shareholders and to promote the effective operation of the Board. A successful candidate must qualify as an Independent Trustee under the 1940 Act and should have certain characteristics, such as a high level of integrity, appropriate experience, and a commitment to fulfill the fiduciary duties inherent in Board membership. The Committee also shall consider the extent to which potential candidates possess sufficiently diverse skill sets that would contribute to the Board’s overall effectiveness.
| 4. | Consideration of Submissions by Shareholders of Potential Nominees. The Committee shall consider potential candidates for nomination identified by one or more shareholders of a Trust. Shareholders can submit recommendations in writing to the attention of the Chairman at an address to be maintained by Trust management for this purpose. |
| 5. | Board Composition. The Committee shall periodically review the workload and composition of the Board to determine whether it may be appropriate to recommend that the Board increase or reduce the number of positions on the Board. |
| 6. | Independent Chairman. The Committee shall nominate candidates to serve as Independent Chairman of the Board (the “Independent Chairman”). The Committee may consider all factors it may determine to be appropriate to fulfilling the role of the Independent Chairman. |
| 7. | Board Compensation. The Committee shall annually review the compensation paid to Independent Trustees, including the appropriateness and amount of any special compensation for specific positions or services, such as service on Board committees, as a Chairman or the Independent Chairman, and shall recommend any proposed changes in compensation paid to the Independent Trustees. The Committee shall periodically review and recommend to the Independent Trustees whether to amend policies relating to Independent Trustees’ investments in the Trusts, retirement age, Trustee Emeritus and deferred fee agreements. |
| 8. | Oversight of the Compliance Program and the CCO. |
| a. | Oversight of Compliance Program. |
| i. | To the extent the Committee deems necessary or appropriate, the Committee shall review and evaluate the CCO’s written reports to the Board, and shall also review any periodic compliance report that the chief compliance officer (or his or her designee) of a service provider to the Trusts has prepared for the Board or the Committee. |
| ii. | The Committee may request from time to time such other reports from the CCO and the Service Providers as the Committee deems necessary or appropriate to fulfilling its responsibilities, including reports regarding the planning, scope and staffing of the CCO’s ongoing oversight and annual review of the adequacy of the Trusts’ and Service Providers’ Compliance Programs and the effectiveness of their implementation. |
| i. | The Committee shall assist the Board in the selection, appointment, review and retention and termination of the Trusts’ CCO. |
| ii. | In connection with the selection of a new CCO, the Committee shall review and evaluate the qualifications of each candidate for appointment as the Trusts’ CCO. |
| iii. | The Committee shall review and evaluate the CCO’s performance, including, when applicable, consideration of the CCO’s effectiveness in devising, implementing, maintaining and updating the Trusts’ Compliance Program and the CCO’s overall performance, including the CCO reporting any material compliance matters to the Independent Chairman of the Board or directly to the Board. |
| iv. | The Committee shall assist the Board in evaluating and approving the compensation paid to the CCO. |
| 9. | Monitoring Counsel. The Committee shall monitor the performance of legal counsel employed by the Trusts, and by the Independent Trustees, and shall be responsible for the supervision of counsel to the Independent Trustees. |
| a. | The Board shall adopt and approve this Charter and may amend it on the Board’s own motion. The Committee shall review this charter annually and recommend to the Board any necessary or appropriate changes thereto. |
| b. | The Committee shall report its activities to the Board on a regular basis and make such recommendations with respect to its functions and other matters as the Committee deems necessary and appropriate |
| c. | The Committee shall, from time to time, recommend to the Board policies concerning Board governance matters, as requested by the Independent Chairman or the Board. |
| d. | The Committee shall coordinate with counsel for the Trusts and the Independent Trustees to establish and carry out a process for an annual evaluation by the Board of the performance of the Board and, as applicable, the various committees of the Board. |
| e. | The Committee shall review, as it deems necessary or appropriate, the responsibilities of the committees of the Board, whether there is a continuing need for each committee, whether there is a need for additional committees and whether committees should be combined or reorganized and shall make recommendations to the Board on these matters. |
| f. | The Committee shall address such other matters as the Board may from time to time refer to the Committee. The Committee shall also authorize and oversee investigations into any matters within the Committee’s scope of responsibilities. In that regard, the Committee shall be empowered to use assets of the Trusts to retain independent counsel, consultants or other professionals to assist in the conduct of any such investigation. |
APPENDIX E FUND SHARES OWNED BY TRUSTEES AND TRUSTEE NOMINEES
The following table shows the amount of securities owned by the Current Trustees and Trustee nominees in the Funds that they are nominated to oversee as of September 30, 2020. If a Fund is not listed next to a Trustee, such Trustee does not own any shares of such Fund. An Independent Trustee may elect to defer a portion of his or her annual compensation, which deferred amount is deemed to be invested in shares of funds within the Fund Complex. The amounts listed below as “owned” shares include any shares in which the Trustee’s deferred compensation is deemed invested by a Trustee.
Trustee | Fund | Dollar Range of Shares Owned | Aggregate Dollar Range of Equity Securities in All Funds Overseen or to be Overseen by Nominee in Fund Complex | Independent Trustees | | | | H. Jeffrey Dobbs | Ivy Emerging Markets Equity Fund | $10,001-$50,000 | Over $100,000 | | Ivy Global Growth Fund | $10,001-$50,000 | | | Ivy Large Cap Growth Fund | $10,001-$50,000 | | | Ivy Science and Technology Fund | $10,001-$50,000 | | Joseph Harroz, Jr.1 | Ivy Variable Portfolios | See note 1 below | Over $100,000 | | Ivy Apollo Multi-Asset Income Fund | Over $100,000 | | | Ivy Apollo Strategic Income Fund | Over $100,000 | | | Ivy International Small Cap Fund | Over $100,000 | | | Ivy Pictet Emerging Markets Local Currency Debt Fund | Over $100,000 | | | Ivy Wilshire Global Allocation Fund | $10,001-$50,000 | | | Ivy Core Equity Fund | $10,001-$50,000 | | | Ivy Emerging Markets Equity Fund | Over $100,000 | | | Ivy Energy Fund | $50,001-$100,000 | | | Ivy Global Equity Income Fund | $10,001-$50,000 | | | Ivy International Core Equity Fund | Over $100,000 | | | Ivy Large Cap Growth Fund | Over $100,000 | | | Ivy Natural Resources Fund | $1-$10,000 | | | Ivy Value Fund | Over $100,000 | | | Ivy Balanced Fund | $10,001-$50,000 | | | Ivy Science and Technology Fund | Over $100,000 | | | Ivy Securian Core Bond Fund | Over $100,000 | | | Ivy Mid Cap Growth Fund | Over $100,000 | | Sandra A. J. Lawrence | Ivy International Core Equity Fund | $50,001-$100,000 | Over $100,000 | | Ivy Mid Cap Growth Fund | Over $100,000 | | | Ivy Science and Technology Fund | Over $100,000 | | Independent Trustee Candidates | | | | Jerome D. Abernathy | None | None | None | Thomas L. Bennett | None | None | None | Ann D. Borowiec | None | None | None | Joseph W. Chow | None | None | None | John A. Fry | None | None | None | Lucinda S. Landreth | None | None | None | Frances A. Sevilla-Sacasa | None | None | None |
Trustee | Fund | Dollar Range of Shares Owned | Aggregate Dollar Range of Equity Securities in All Funds Overseen or to be Overseen by Nominee in Fund Complex | Thomas K. Whitford | None | None | None | Christianna Wood | None | None | None | Janet L. Yeomans | None | None | None | Interested Trustee Candidate | | | | Shawn K. Lytle | None | None | None |
Note 1: Dollar range of shares of the following Portfolios “owned” through deemed investments by Joseph Harroz, Jr.: | | | | | Ivy VIP Small Cap Core | | over $100,000 | | |
APPENDIX F OWNERSHIP OF SHARES Occasionally, the number of shares of the Funds held in “street name” accounts of various securities dealers for the benefit of their clients as well as the number of shares held by other shareholders of record may exceed 5% of the total shares outstanding. As of December 31, 2020, to the best of the knowledge of the Funds, the following shareholders owned of record or beneficially 5% or more of any class of the outstanding voting shares of each Fund: Ivy Funds FUND NAME | CLASS | SHAREHOLDER | CITY | STATE | TOTAL SHARES OWNED | % OF CLASS | CLASS | SHAREHOLDER | CITY | STATE | TOTAL SHARES OWNED | % OF CLASS | IVY ACCUMALTIVE FUND | B | CHARLES SCHWAB & CO. INC. | SAN FRANCISCO | CA | 2,421.937 | 7.04% | | IVY ACCUMULATIVE FUND | | B | CHARLES SCHWAB & CO. INC. | SAN FRANCISCO | CA | 2,421.937 | 7.04% | | B | MICHAEL WILLIAMS | FULTON | NY | 1,994.088 | 5.79% | B | MICHAEL WILLIAMS | FULTON | NY | 1,994.088 | 5.79% | | B | BARBARA GRUBBS | COLUMBIA | SC | 1,730.947 | 5.03% | B | BARBARA GRUBBS | COLUMBIA | SC | 1,730.947 | 5.03% | | B | LISA GODLEWSKI | MUNSTER | IN | 1,798.129 | 5.23% | B | LISA GODLEWSKI | MUNSTER | IN | 1,798.129 | 5.23% | | C | TAMMY NUNN | NASHVILLE | TN | 24,293.282 | 6.14% | C | TAMMY NUNN | NASHVILLE | TN | 24,293.282 | 6.14% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 20,761.188 | 46.08% | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 20,761.188 | 46.08% | | N | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 24,295.432 | 53.92% | N | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 24,295.432 | 53.92% | IVY APOLLO MULTI-ASSET INCOME FUND | A | EDWARD JONES | SAINT LOUIS | MO | 507,130.339 | 6.06% | A | EDWARD JONES | SAINT LOUIS | MO | 507,130.339 | 6.06% | | N | EDWARD JONES | SAINT LOUIS | MO | 118,415.414 | 35.56% | N | EDWARD JONES | SAINT LOUIS | MO | 118,415.414 | 35.56% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 127,103.992 | 13.40% | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 127,103.992 | 13.40% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 53,830.123 | 5.68% | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 53,830.123 | 5.68% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 139,198.277 | 14.68% | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 139,198.277 | 14.68% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 49,682.700 | 5.24% | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 49,682.700 | 5.24% | | C | LPL FINANCIAL | SAN DIEGO | CA | 86,483.184 | 9.12% | C | LPL FINANCIAL | SAN DIEGO | CA | 86,483.184 | 9.12% | | C | STIFEL NICOLAUS & CO INC | ST LOUIS | MO | 53,605.088 | 5.65% | C | STIFEL NICOLAUS & CO INC | ST LOUIS | MO | 53,605.088 | 5.65% | | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 303,476.671 | 95.13% | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 303,476.671 | 95.13% | | N | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 201,520.914 | 60.52% | N | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 201,520.914 | 60.52% | IVY APOLLO STRATEGIC INCOME FUND | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 2,340,338.873 | 6.37% | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 2,340,338.873 | 6.37% | | N | EDWARD JONES | SAINT LOUIS | MO | 106,242.355 | 94.28% | N | EDWARD JONES | SAINT LOUIS | MO | 106,242.355 | 94.28% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 2,340,338.873 | 21.77% | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 2,340,338.873 | 21.77% |
| C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 46,525.644 | 8.59% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 29,872.486 | 5.51% | | C | LPL FINANCIAL | SAN DIEGO | CA | 43,235.668 | 7.98% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 160,254.161 | 92.09% | | Y | AMERITRADE INC | OMAHA | NE | 13,349.011 | 7.67% | IVY ASSET STRATEGY FUND | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 6,855,106.412 | 6.04% | | ALL | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 5,880,267.849 | 5.19% | | ALL | FIRST CLEARING LLC | ST LOUIS | MO | 10,762,127.447 | 9.49% | | ALL | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 7,376,231.638 | 6.50% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 71,489.852 | 5.68% | | R | MASSACHUSETTS MUTUAL LIFE | SPRINGFIELD | MA | 91,577.642 | 7.27% | | Y | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 2,500,247.095 | 53.99% | | A | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 3,257,473.443 | 5.12% | | A | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 4,165,690.029 | 6.55% | | A | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 4,991,417.241 | 7.85% | | A | FIRST CLEARING LLC | ST LOUIS | MO | 6,671,450.335 | 10.49% | | A | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 6,535,816.663 | 10.28% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 49,424.122 | 8.70% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 55,447.397 | 9.76% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 138,175.936 | 24.33% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,144,023.537 | 10.05% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 793,208.822 | 6.97% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 2,303,940.325 | 20.25% | | C | LPL FINANCIAL | SAN DIEGO | CA | 1,081,405.694 | 9.50% | | I | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 1,646,658.248 | 5.57% | | I | FIRST CLEARING LLC | ST LOUIS | MO | 1,603,059.486 | 5.42% | | R | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 75,918.029 | 6.03% |
| R | STATE STREET BANK TR | BOSTON | MA | 64,407.523 | 5.11% | | R | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 393,919.130 | 31.27% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 330,209.562 | 26.22% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 246,605.017 | 5.32% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 353,492.039 | 7.63% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 527,642.952 | 11.39% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 684,722.328 | 84.87% | IVY BALANCED FUND | A | EDWARD JONES | SAINT LOUIS | MO | 3,463,291.982 | 6.41% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 57,727.906 | 12.29% | | R | LINCOLN RETIREMENT SERVICES CO | FORT WAYNE | IN | 28,600.285 | 6.09% | | R | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 58,650.538 | 12.48% | | Y | MID ATLANTIC TRUST | PITTSBURGH | PA | 74,959.361 | 12.42% | | N | EDWARD JONES | SAINT LOUIS | MO | 136,831.223 | 31.56% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 27,735.158 | 5.31% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 28,049.417 | 5.37% | | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 70,400.454 | 13.47% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 129,787.546 | 24.84% | | B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 34,528.629 | 6.61% | | B | LPL FINANCIAL | SAN DIEGO | CA | 49,114.515 | 9.40% | | B | STIFEL NICOLAUS & CO INC | ST LOUIS | MO | 30,745.449 | 5.88% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 786,502.798 | 8.48% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 1,220,034.302 | 13.15% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 1,325,430.355 | 14.29% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 737,106.950 | 7.95% | | C | LPL FINANCIAL | SAN DIEGO | CA | 716,734.690 | 7.73% |
| R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 264,168.775 | 56.23% | | R | AMERICAN UNITED LIFE INS CO | INDIANAPOLIS | IN | 29,272.139 | 6.23% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 59,840.350 | 9.92% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 85,236.236 | 14.13% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 183,136.447 | 30.35% | | Y | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 38,984.421 | 6.46% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 65,455.575 | 10.85% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 211,995.833 | 48.90% | | N | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 52,314.393 | 12.07% | IVY CALIFORNIA MUNICIPAL HIGH INCOME FUND | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 1,000,000.000 | 29.65% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 500,000.000 | 28.20% | | A | DAVID & ESTHER WEISWASSER TRUST | PASADENA | CA | 144,465.247 | 8.15% | | A | GARY A DAPELO LIVING TRUST | MONARCH BEACH | CA | 148,414.116 | 8.37% | | C | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 59.15% | | C | LPL FINANCIAL | SAN DIEGO | CA | 10,663.248 | 6.31% | | C | MICHELLE SILVA | SAN JOSE | CA | 10,685.993 | 6.32% | | I | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 300,000.000 | 23.00% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 22,775.560 | 18.07% | | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 79.35% | IVY CASH MANAGEMENT FUND | ALL | PERSHING LLC | JERSEY CITY | NJ | 541,541,796.960 | 41.38% | | A | PERSHING LLC | JERSEY CITY | NJ | 541,541,796.960 | 41.47% | | B | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 240,000.000 | 59.33% | | B | STANKA CONSULTING | S LAKE TAHOE | CA | 21,360.272 | 5.28% | | B | DEANNA DIX-BROWN | PRATT | KS | 60,974.080 | 15.07% | | B | ALICE J MORRIS | LAKEVILLE | MN | 23,986.366 | 5.93% | | C | ROBERT B WAGNER JR. | LEVITTOWN | PA | 161,980.910 | 6.55% |
| C | THOMAS E DEARING | HUTCHINSON | KS | 151,147.490 | 6.11% | C | THOMAS E DEARING | HUTCHINSON | KS | 151,147.490 | 6.11% | IVY CORE EQUITY FUND | R | PAI TRUST CO INC | DE PERE | WI | 2,968.386 | 9.40% | R | PAI TRUST CO INC | DE PERE | WI | 2,968.386 | 9.40% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 2,884,026.090 | 60.36% | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 2,884,026.090 | 60.36% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 41,146.666 | 16.23% | B | FIRST CLEARING LLC | ST LOUIS | MO | 41,146.666 | 16.23% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 165,230.007 | 5.49% | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 165,230.007 | 5.49% | | R | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 28,256.439 | 89.45% | R | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 28,256.439 | 89.45% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 653,035.262 | 44.63% | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 653,035.262 | 44.63% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 392,341.941 | 26.81% | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 392,341.941 | 26.81% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 151,162.824 | 10.33% | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 151,162.824 | 10.33% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 93,323.047 | 6.38% | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 93,323.047 | 6.38% | | N | WADDELL & REED | SHAWNEE MISSION | KS | 879,897.799 | 9.21% | N | WADDELL & REED | SHAWNEE MISSION | KS | 879,897.799 | 9.21% | IVY CORPORATE BOND FUND | C | WEST SUBURBAN TEACHERS UNION LOCAL | WESTMONT | IL | 33,155.300 | 5.45% | C | WEST SUBURBAN TEACHERS UNION LOCAL | WESTMONT | IL | 33,155.300 | 5.45% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 6,533,614.026 | 75.95% | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 6,533,614.026 | 75.95% | | B | LPL FINANCIAL | SAN DIEGO | CA | 5,864.914 | 23.73% | B | LPL FINANCIAL | SAN DIEGO | CA | 5,864.914 | 23.73% | | | ELIZABETH MCELWEE | TUMWATER | WA | 1,296.700 | 5.25% | B
| ELIZABETH MCELWEE | TUMWATER | WA | 1,296.700 | 5.25% | | C | LPL FINANCIAL | SAN DIEGO | CA | 45,443.138 | 7.46% | C | LPL FINANCIAL | SAN DIEGO | CA | 45,443.138 | 7.46% | | | MARJORIE HYLAND | SCHENECTADY | NY | 30,684.514 | 5.04% | C
| MARJORIE HYLAND | SCHENECTADY | NY | 30,684.514 | 5.04% | | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 39,808.917 | 100.00% | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 39,808.917 | 100.00% | IVY CROSSOVER CREDIT FUND | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 1,983,333.333 | 36.36% | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 1,983,333.333 | 36.36% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 339,533.809 | 6.22% | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 339,533.809 | 6.22% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 1,000,000.000 | 59.32% | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 1,000,000.000 | 59.32% | | I | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 833,333.333 | 24.09% | I | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 833,333.333 | 24.09% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 308,316.181 | 8.91% | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 308,316.181 | 8.91% | | I | LPL FINANCIAL | SAN DIEGO | CA | 224,225.018 | 6.48% | I | LPL FINANCIAL | SAN DIEGO | CA | 224,225.018 | 6.48% | | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 97.55% | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 97.55% | | N | WADDELL & REED | SHAWNEE MISSION | KS | 91,986.804 | 14.75% | N | WADDELL & REED | SHAWNEE MISSION | KS | 91,986.804 | 14.75% |
| N | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 50,000.000 | 24.05% | | N | INVESTED INCOME PORTFOLIO | SHAWNEE MISSION | KS | 14,569.447 | 7.01% | | N | BANK OF NEW YORK MELLON | SHAWNEE MISSION | KS | 45,272.457 | 10.89% | IVY EMERGING MARKETS EQUITY FUND | ALL | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 4,066,196.339 | 5.30% | | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 5,040,569.991 | 6.57% | | ALL | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 6,873,133.698 | 8.97% | | ALL | FIRST CLEARING LLC | ST LOUIS | MO | 4,273,176.619 | 5.57% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 5,410,602.863 | 7.06% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 42,900.024 | 10.60% | | N | EDWARD JONES | SAINT LOUIS | MO | 1,794,006.975 | 15.35% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 3,410,611.064 | 29.18% | | A | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 864,494.671 | 6.55% | | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 1,651.455 | 6.66% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 2,111.256 | 8.51% | | B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 4,375.779 | 17.65% | | B | LPL FINANCIAL | SAN DIEGO | CA | 1,329.552 | 5.36% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 144,616.016 | 5.66% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 565,977.749 | 22.17% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 319,615.573 | 12.52% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 451,129.562 | 17.67% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 163,890.314 | 6.42% | | C | LPL FINANCIAL | SAN DIEGO | CA | 172,831.351 | 6.77% | | I | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,531,087.118 | 5.36% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 3,835,216.883 | 8.13% | | I | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 5,231,797.345 | 11.08% |
| N | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 50,000.000 | 24.05% | | N | INVESTED INCOME PORTFOLIO | SHAWNEE MISSION | KS | 14,569.447 | 7.01% | | N | BANK OF NEW YORK MELLON | SHAWNEE MISSION | KS | 45,272.457 | 10.89% | IVY EMERGING MARKETS EQUITY FUND | ALL | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 4,066,196.339 | 5.30% | | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 5,040,569.991 | 6.57% | | ALL | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 6,873,133.698 | 8.97% | | ALL | FIRST CLEARING LLC | ST LOUIS | MO | 4,273,176.619 | 5.57% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 5,410,602.863 | 7.06% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 42,900.024 | 10.60% | | N | EDWARD JONES | SAINT LOUIS | MO | 1,794,006.975 | 15.35% | | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 3,410,611.064 | 29.18% | | A | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 864,494.671 | 6.55% | | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 1,651.455 | 6.66% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 2,111.256 | 8.51% | | B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 4,375.779 | 17.65% | | B | LPL FINANCIAL | SAN DIEGO | CA | 1,329.552 | 5.36% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 144,616.016 | 5.66% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 565,977.749 | 22.17% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 319,615.573 | 12.52% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 451,129.562 | 17.67% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 163,890.314 | 6.42% | | C | LPL FINANCIAL | SAN DIEGO | CA | 172,831.351 | 6.77% | | I | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,531,087.118 | 5.36% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 3,835,216.883 | 8.13% | | I | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 5,231,797.345 | 11.08% |
| I | FIRST CLEARING LLC | ST LOUIS | MO | 3,314,139.968 | 7.02% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 4,550,371.392 | 9.64% | | I | LPL FINANCIAL | SAN DIEGO | CA | 3,087,437.319 | 6.54% | | R | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 27,281.768 | 6.74% | | R | STATE STREET BANK TR | BOSTON | MA | 220,703.921 | 54.55% | | R | FRONTIER TRUSTCO | PORTLAND | OR | 25,673.563 | 6.35% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 1,252,369.584 | 78.71% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 1,026,803.832 | 8.78% | | N | IVY MANAGED INTERNTIONAL | MISSION | KS | 1,863,582.208 | 15.94% | IVY ENERGY FUND | ALL | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 2,191,827.002 | 6.44% | | R | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 2,097,330.762 | 59.69% | | N | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 28,532.012 | 6.84% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 5,829.536 | 8.17% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 4,135.272 | 5.79% | | B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 49,705.364 | 69.64% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 126,496.577 | 7.42% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 116,223.899 | 6.82% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 108,264.819 | 6.35% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 337,450.586 | 19.80% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 164,607.145 | 9.66% | | C | LPL FINANCIAL | SAN DIEGO | CA | 188,695.473 | 11.07% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 1,215,418.843 | 34.59% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 225,792.432 | 20.12% | | Y | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 347,213.211 | 30.94% | | Y | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 66,145.647 | 5.89% |
| Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 170,171.471 | 15.16% | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 170,171.471 | 15.16% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 50,104.548 | 12.01% | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 50,104.548 | 12.01% | | N | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 78,920.116 | 18.92% | N | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 78,920.116 | 18.92% | | N | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 78,118.931 | 18.73% | N | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 78,118.931 | 18.73% | | N | FIDELITY MANAGEMENT TRUST CO | COVINGTON | KY | 28,399.845 | 6.81% | N | FIDELITY MANAGEMENT TRUST CO | COVINGTON | KY | 28,399.845 | 6.81% | | N | STATE STREET BANK TR | BOSTON | MA | 53,046.252 | 12.72% | N | STATE STREET BANK TR | BOSTON | MA | 53,046.252 | 12.72% | | N | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 25,290.346 | 6.06% | N | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 25,290.346 | 6.06% | | N | FRONTIER TRUSTCO | PORTLAND | OR | 29,800.853 | 7.14% | N | FRONTIER TRUSTCO | PORTLAND | OR | 29,800.853 | 7.14% | IVY GLOBAL BOND FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 5,224,101.485 | 11.15% | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 5,224,101.485 | 11.15% | | B | MARY DOWNEY | DENVER | CO | 2,016.164 | 5.74% | B | MARY DOWNEY | DENVER | CO | 2,016.164 | 5.74% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 1,344.804 | 5.01% | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 1,344.804 | 5.01% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 5,224,101.485 | 87.86% | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 5,224,101.485 | 87.86% | | B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 4,055.222 | 11.55% | B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 4,055.222 | 11.55% | | B | LPL FINANCIAL | SAN DIEGO | CA | 15,809.284 | 45.02% | B | LPL FINANCIAL | SAN DIEGO | CA | 15,809.284 | 45.02% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 113,009.047 | 19.73% | C | FIRST CLEARING LLC | ST LOUIS | MO | 113,009.047 | 19.73% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 50,526.929 | 8.82% | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 50,526.929 | 8.82% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 65,764.670 | 11.48% | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 65,764.670 | 11.48% | | C | LPL FINANCIAL | SAN DIEGO | CA | 30,351.398 | 5.30% | C | LPL FINANCIAL | SAN DIEGO | CA | 30,351.398 | 5.30% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 1,481,975.507 | 6.52% | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 1,481,975.507 | 6.52% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 24,496.761 | 91.22% | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 24,496.761 | 91.22% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 9,857.558 | 11.17% | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 9,857.558 | 11.17% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 60,296.130 | 68.30% | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 60,296.130 | 68.30% | | Y | OPPENHEIMER & CO INC | NY | NY | 13,366.293 | 15.14% | Y | OPPENHEIMER & CO INC | NY | NY | 13,366.293 | 15.14% | IVY GLOBAL EQUITY INCOME FUND | N | EDWARD JONES | SAINT LOUIS | MO | 134,798.074 | 7.05% | N | EDWARD JONES | SAINT LOUIS | MO | 134,798.074 | 7.05% | | B | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 102,777.779 | 64.36% | B | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 102,777.779 | 64.36% |
| C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 44,603.152 | 6.31% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 39,034.516 | 5.52% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 97,974.387 | 13.86% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 74,525.092 | 10.55% | | R | IVY FUNDS DISTRIBUTOR | MISSION | KS | 22,104.332 | 82.30% | | R | FRONTIER TRUSTCO | PORTLAND | OR | 4,349.186 | 16.19% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 26,066.444 | 17.48% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 89,103.037 | 59.75% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 17,139.084 | 11.49% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 331,859.008 | 17.37% | | N | IVY MANAGED INTERNTIONAL | MISSION | KS | 1,443,531.605 | 75.55% | IVY GLOBAL GROWTH FUND | Y | MID ATLANTIC TRUST | PITTSBURGH | PA | 3,835.243 | 6.56% | | N | EDWARD JONES | SAINT LOUIS | MO | 18,117.178 | 5.18% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 348.746 | 5.77% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 1,317.312 | 21.78% | | B | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 320.326 | 5.30% | | B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 370.098 | 6.12% | | B | ROBERT GEHRKE | MOKENA | IL | 579.488 | 9.58% | | B | ARTHUR CROTEAU | MARCO ISLAND | FL | 347.074 | 5.74% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 8,637.249 | 6.08% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 17,411.206 | 97.95% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 11,579.138 | 19.81% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 19,262.427 | 32.95% | | Y | MILLENNIUM TRUST CO LLC | OAK BROOK | IL | 16,751.956 | 28.65% | | N | IVY MANAGED INTERNTIONAL | MISSION | KS | 322,548.287 | 92.23% | IVY GOVERNMENT MONEY MARKET FUND | ALL | EDWARD JONES | SAINT LOUIS | MO | 28,481,513.104 | 14.75% | | ALL | PERSHING LLC | JERSEY CITY | NJ | 37,499,575.460 | 19.42% | | A | EDWARD JONES | SAINT LOUIS | MO | 28,448,652.394 | 16.47% |
| A | PERSHING LLC | JERSEY CITY | NJ | 37,499,575.460 | 21.71% | | B | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 345,000.000 | 50.37% | | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 123,854.220 | 18.08% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 75,617.342 | 11.04% | | B | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 48,912.769 | 7.14% | | C | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 488,813.871 | 6.39% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 521,901.456 | 6.82% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 425,430.114 | 5.56% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 491,604.920 | 6.42% | | C | LPL FINANCIAL | SAN DIEGO | CA | 519,039.889 | 6.78% | | C | VALA HOLDINGS LTD | PARMA | OH | 686,841.600 | 8.97% | | C | JEFFREY & CAROL FARREN | ALIQUIPPA | PA | 580,314.380 | 7.58% | | N | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 250,000.000 | 100.00% | IVY GOVERNMENT SECURITIES FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 7,566,197.286 | 10.46% | | ALL | INVESTED INCOME PORTFOLIO | SHAWNEE MISSION | KS | 3,728,281.914 | 5.16% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 7,566,197.286 | 25.04% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,251.482 | 10.11% | | B | DEBRA COLVIN | FLORENCE | OR | 2,342.952 | 10.52% | | B | JOHN HETTERICH | WEST ISLIP | NY | 4,125.685 | 18.53% | | C | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 22,091.964 | 5.26% | | C | LPL FINANCIAL | SAN DIEGO | CA | 35,888.442 | 8.55% | | C | STIFEL NICOLAUS & CO INC | ST LOUIS | MO | 38,420.397 | 9.15% | | C | ALAN THOMPSON | SALEM | OR | 39,132.219 | 9.32% | | N | WADDELL & REED | SHAWNEE MISSION | KS | 8,441,254.323 | 9.31% | | N | INVESTED INCOME PORTFOLIO | SHAWNEE MISSION | KS | 3,728,281.914 | 12.34% | | N | INVESTED FIXED INCOME PORTFOLIO | SHAWNEE MISSION | KS | 2,805,025.886 | 9.28% | | N | BANK OF NEW YORK MELLON | SHAWNEE MISSION | KS | 7,269,106.942 | 8.02% |
| A | PERSHING LLC | JERSEY CITY | NJ | 37,499,575.460 | 21.71% | | B | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 345,000.000 | 50.37% | | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 123,854.220 | 18.08% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 75,617.342 | 11.04% | | B | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 48,912.769 | 7.14% | | C | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 488,813.871 | 6.39% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 521,901.456 | 6.82% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 425,430.114 | 5.56% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 491,604.920 | 6.42% | | C | LPL FINANCIAL | SAN DIEGO | CA | 519,039.889 | 6.78% | | C | VALA HOLDINGS LTD | PARMA | OH | 686,841.600 | 8.97% | | C | JEFFREY & CAROL FARREN | ALIQUIPPA | PA | 580,314.380 | 7.58% | | N | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 250,000.000 | 100.00% | IVY GOVERNMENT SECURITIES FUND | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 7,566,197.286 | 10.46% | | ALL | INVESTED INCOME PORTFOLIO | SHAWNEE MISSION | KS | 3,728,281.914 | 5.16% | | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 7,566,197.286 | 25.04% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,251.482 | 10.11% | | B | DEBRA COLVIN | FLORENCE | OR | 2,342.952 | 10.52% | | B | JOHN HETTERICH | WEST ISLIP | NY | 4,125.685 | 18.53% | | C | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 22,091.964 | 5.26% | | C | LPL FINANCIAL | SAN DIEGO | CA | 35,888.442 | 8.55% | | C | STIFEL NICOLAUS & CO INC | ST LOUIS | MO | 38,420.397 | 9.15% | | C | ALAN THOMPSON | SALEM | OR | 39,132.219 | 9.32% | | N | WADDELL & REED | SHAWNEE MISSION | KS | 8,441,254.323 | 9.31% | | N | INVESTED INCOME PORTFOLIO | SHAWNEE MISSION | KS | 3,728,281.914 | 12.34% | | N | INVESTED FIXED INCOME PORTFOLIO | SHAWNEE MISSION | KS | 2,805,025.886 | 9.28% | | N | BANK OF NEW YORK MELLON | SHAWNEE MISSION | KS | 7,269,106.942 | 8.02% |
IVY HIGH INCOME FUND | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 31,128,466.607 | 5.32% | | ALL | FIRST CLEARING LLC | ST LOUIS | MO | 30,304,133.863 | 5.18% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 31,337,598.860 | 5.36% | | R | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 2,971,900.658 | 42.98% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 92,808.165 | 6.04% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 167,606.723 | 10.91% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 291,183.934 | 18.95% | | B | RBC CAPITAL MARKETS CORPORATION | MINNEAPOLIS | MN | 276,852.732 | 18.02% | | B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 79,754.465 | 5.19% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 4,525,334.514 | 7.44% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 10,757,576.587 | 17.68% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 8,723,564.941 | 14.34% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 3,254,299.525 | 5.35% | | C | LPL FINANCIAL | SAN DIEGO | CA | 5,389,771.695 | 8.86% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 13,947,640.201 | 5.81% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 14,629,378.055 | 6.10% | | I | LPL FINANCIAL | SAN DIEGO | CA | 14,131,417.010 | 5.89% | | R | STATE STREET BANK TR | BOSTON | MA | 434,157.072 | 6.28% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 3,197,884.805 | 46.25% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 5,105,698.285 | 26.46% | | Y | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 1,376,791.971 | 7.14% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 1,423,205.312 | 7.38% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 1,598,408.224 | 8.28% | | Y | AMERITRADE INC | OMAHA | NE | 1,265,217.502 | 6.56% |
| N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,267,785.926 | 20.90% | | N | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,684,583.472 | 15.53% | | N | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 2,414,170.915 | 11.13% | | N | STATE STREET BANK TR | BOSTON | MA | 1,066,286.302 | 9.83% | IVY INTERNATIONAL CORE EQUITY FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 7,728,991.948 | 5.26% | | ALL | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 7,800,019.578 | 5.31% | | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 16,184,833.280 | 11.01% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 11,072,293.354 | 7.53% | | N | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 2,967,703.013 | 9.44% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 7,728,991.948 | 24.60% | | A | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 1,134,722.711 | 5.64% | | A | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 1,575,623.149 | 7.83% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 8,775.503 | 21.04% | | B | RBC CAPITAL MARKETS CORPORATION | MINNEAPOLIS | MN | 2,804.698 | 6.72% | | B | LPL FINANCIAL | SAN DIEGO | CA | 2,347.330 | 5.63% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 370,175.346 | 8.03% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 467,964.421 | 10.16% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 587,874.685 | 12.76% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 971,231.516 | 21.08% | | C | LPL FINANCIAL | SAN DIEGO | CA | 324,739.870 | 7.05% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 11,011,110.136 | 13.41% | | I | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 5,079,525.868 | 6.18% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 9,382,200.446 | 11.42% | | R | STATE STREET BANK TR | BOSTON | MA | 420,884.035 | 14.00% |
| N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,267,785.926 | 20.90% | | N | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,684,583.472 | 15.53% | | N | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 2,414,170.915 | 11.13% | | N | STATE STREET BANK TR | BOSTON | MA | 1,066,286.302 | 9.83% | IVY INTERNATIONAL CORE EQUITY FUND | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 7,728,991.948 | 5.26% | | ALL | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 7,800,019.578 | 5.31% | | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 16,184,833.280 | 11.01% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 11,072,293.354 | 7.53% | | N | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 2,967,703.013 | 9.44% | | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 7,728,991.948 | 24.60% | | A | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 1,134,722.711 | 5.64% | | A | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 1,575,623.149 | 7.83% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 8,775.503 | 21.04% | | B | RBC CAPITAL MARKETS CORPORATION | MINNEAPOLIS | MN | 2,804.698 | 6.72% | | B | LPL FINANCIAL | SAN DIEGO | CA | 2,347.330 | 5.63% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 370,175.346 | 8.03% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 467,964.421 | 10.16% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 587,874.685 | 12.76% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 971,231.516 | 21.08% | | C | LPL FINANCIAL | SAN DIEGO | CA | 324,739.870 | 7.05% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 11,011,110.136 | 13.41% | | I | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 5,079,525.868 | 6.18% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 9,382,200.446 | 11.42% | | R | STATE STREET BANK TR | BOSTON | MA | 420,884.035 | 14.00% |
| R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 2,098,417.286 | 69.82% | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 2,098,417.286 | 69.82% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 614,575.095 | 11.69% | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 614,575.095 | 11.69% | | Y | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 510,817.371 | 9.72% | Y | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 510,817.371 | 9.72% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,656,262.600 | 31.51% | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,656,262.600 | 31.51% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 488,149.892 | 9.29% | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 488,149.892 | 9.29% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 907,182.764 | 17.26% | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 907,182.764 | 17.26% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 3,043,801.229 | 9.69% | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 3,043,801.229 | 9.69% | | N | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 2,368,486.278 | 7.54% | N | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 2,368,486.278 | 7.54% | | N | SAXON & CO | PHILADELPHIA | PA | 1,764,114.561 | 5.61% | N | SAXON & CO | PHILADELPHIA | PA | 1,764,114.561 | 5.61% | | N | IVY MANAGED INTERNTIONAL | MISSION | KS | 3,071,158.921 | 9.77% | N | IVY MANAGED INTERNTIONAL | MISSION | KS | 3,071,158.921 | 9.77% | | N | RELIANCE TRUST COMPANY | ATLANTA | GA | 1,871,824.296 | 5.96% | N | RELIANCE TRUST COMPANY | ATLANTA | GA | 1,871,824.296 | 5.96% | IVY INTERNATIONAL SMALL CAP FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 2,440,181.678 | 24.95% | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 2,440,181.678 | 24.95% | | ALL | IVY MANAGED INTERNTIONAL | MISSION | KS | 1,301,571.806 | 13.31% | ALL | IVY MANAGED INTERNTIONAL | MISSION | KS | 1,301,571.806 | 13.31% | | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 812,543.856 | 8.31% | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 812,543.856 | 8.31% | | ALL | AMERITRADE INC | OMAHA | NE | 861,934.604 | 8.81% | ALL | AMERITRADE INC | OMAHA | NE | 861,934.604 | 8.81% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 2,440,181.678 | 56.64% | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 2,440,181.678 | 56.64% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 692,463.534 | 60.25% | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 692,463.534 | 60.25% | | C | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.001 | 79.21% | C | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.001 | 79.21% | | I | AMERITRADE INC | OMAHA | NE | 861,494.396 | 20.64% | I | AMERITRADE INC | OMAHA | NE | 861,494.396 | 20.64% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 4,327.605 | 17.73% | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 4,327.605 | 17.73% | | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 20,080.321 | 82.27% | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 20,080.321 | 82.27% | | N | IVY MANAGED INTERNTIONAL | MISSION | KS | 1,301,571.806 | 30.21% | N | IVY MANAGED INTERNTIONAL | MISSION | KS | 1,301,571.806 | 30.21% | IVY LARGE CAP GROWTH FUND | R | MASSACHUSETTS MUTUAL LIFE | SPRINGFIELD | MA | 31,019.489 | 5.90% | R | MASSACHUSETTS MUTUAL LIFE | SPRINGFIELD | MA | 31,019.489 | 5.90% | | N | EDWARD JONES | SAINT LOUIS | MO | 464,461.857 | 8.74% | N | EDWARD JONES | SAINT LOUIS | MO | 464,461.857 | 8.74% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 2,901,757.799 | 54.62% | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 2,901,757.799 | 54.62% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 17,560.645 | 7.23% | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 17,560.645 | 7.23% |
| B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 12,279.448 | 5.06% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 27,633.096 | 11.38% | | B | WADDELL & REED FINANCIAL INC | MISSION | KS | 72,581.651 | 29.88% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 267,108.165 | 6.64% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 231,130.570 | 5.75% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 320,443.452 | 7.97% | | C | LPL FINANCIAL | SAN DIEGO | CA | 226,347.880 | 5.63% | | I | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 4,959,333.099 | 5.98% | | R | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 222,499.100 | 42.35% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 221,082.351 | 42.08% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 119,314.347 | 10.57% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 82,192.999 | 7.28% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 124,492.788 | 11.03% | | Y | AMERITRADE INC | OMAHA | NE | 248,732.893 | 22.04% | | Y | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 395,660.771 | 35.06% | | N | WADDELL & REED | SHAWNEE MISSION | KS | 398,814.976 | 7.51% | | N | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 270,696.904 | 5.09% | IVY LASALLE GLOBAL REAL ESTATE FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 1,077,419.255 | 11.85% | | R | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 112,314.722 | 98.47% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 1,077,419.255 | 76.43% | | B | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 65,344.554 | 95.57% | | C | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 246,330.076 | 78.54% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 8,163.623 | 8.55% | | | LPL FINANCIAL | SAN DIEGO | CA | 87,011.444 | 91.13% | | N | WADDELL & REED | SHAWNEE MISSION | KS | 128,258.661 | 9.10% |
| B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 12,279.448 | 5.06% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 27,633.096 | 11.38% | | B | WADDELL & REED FINANCIAL INC | MISSION | KS | 72,581.651 | 29.88% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 267,108.165 | 6.64% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 231,130.570 | 5.75% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 320,443.452 | 7.97% | | C | LPL FINANCIAL | SAN DIEGO | CA | 226,347.880 | 5.63% | | I | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 4,959,333.099 | 5.98% | | R | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 222,499.100 | 42.35% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 221,082.351 | 42.08% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 119,314.347 | 10.57% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 82,192.999 | 7.28% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 124,492.788 | 11.03% | | Y | AMERITRADE INC | OMAHA | NE | 248,732.893 | 22.04% | | Y | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 395,660.771 | 35.06% | | N | WADDELL & REED | SHAWNEE MISSION | KS | 398,814.976 | 7.51% | | N | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 270,696.904 | 5.09% | IVY LASALLE GLOBAL REAL ESTATE FUND | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 1,077,419.255 | 11.85% | | R | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 112,314.722 | 98.47% | | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 1,077,419.255 | 76.43% | | B | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 65,344.554 | 95.57% | | C | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 246,330.076 | 78.54% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 8,163.623 | 8.55% | | Y
| LPL FINANCIAL | SAN DIEGO | CA | 87,011.444 | 91.13% | | N | WADDELL & REED | SHAWNEE MISSION | KS | 128,258.661 | 9.10% |
IVY LIMITED-TERM BOND FUND | A | EDWARD JONES | SAINT LOUIS | MO | 2,226,221.414 | 6.06% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 3,206.330 | 7.95% | | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 4,277.615 | 10.61% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 9,195.899 | 22.80% | | B | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 2,255.460 | 5.59% | | B | LINDA FRANCESONCE | HAVERHILL | MA | 2,383.339 | 5.91% | | C | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 914,251.477 | 29.56% | | C | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 271,451.632 | 8.78% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 266,107.328 | 8.61% | | C | LPL FINANCIAL | SAN DIEGO | CA | 185,061.663 | 5.98% | | E | MOLLY J STEADMAN | OVERLAND PARK | KS | 39,338.909 | 5.63% | | E | PHILLIP BAIRRINGTON | BRYAN | TX | 49,069.498 | 7.03% | | E | TIMOTHY F DEGNAN | OAK BROOK | IL | 83,947.013 | 12.02% | | R | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 10,233.742 | 26.21% | | R | MATRIX TRUST COMPANY AS AGENT FOR | DENVER | CO | 28,793.523 | 73.76% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 63,210.206 | 24.62% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 73,297.962 | 28.55% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 21,246.954 | 8.28% | | Y | AMERITRADE INC | OMAHA | NE | 51,085.043 | 19.90% | | N | WADDELL & REED | SHAWNEE MISSION | KS | 578,153.769 | 6.52% | | N | INVESTED INCOME PORTFOLIO | SHAWNEE MISSION | KS | 1,671,825.915 | 18.85% | | N | INVESTED FIXED INCOME PORTFOLIO | SHAWNEE MISSION | KS | 2,476,263.919 | 27.91% | | N | BANK OF NEW YORK MELLON | SHAWNEE MISSION | KS | 2,491,384.227 | 14.04% | IVY MANAGED INTERNATIONAL OPPORTUNITIES FUND | C | MID ATLANTIC TRUST | PITTSBURGH | PA | 13,548.588 | 11.36% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 5,226.075 | 17.72% | | N | EDWARD JONES | SAINT LOUIS | MO | 9,062.126 | 28.82% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 1,237.512 | 15.37% |
| B | NANCY DUDCHIK | BRANFORD | CT | 572.862 | 7.12% | | B | KEVIN TULLAR | HOSPERS | IA | 492.385 | 6.12% | | B | MARK EDWARD JENNINGS | NORMAN | OK | 602.688 | 7.49% | | B | ELSA INTERLANDI | BERLIN | CT | 407.758 | 5.07% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 19,728.171 | 16.54% | | R | IVY FUNDS DISTRIBUTOR | MISSION | KS | 24,271.845 | 82.28% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 3,546.840 | 31.58% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 6,165.383 | 54.89% | | Y | FIRST CLEARING LLC | ST LOUIS | MO | 655.586 | 5.84% | | N | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 22,381.379 | 71.18% | IVY MID CAP GROWTH FUND | ALL | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 10,564,108.080 | 5.62% | | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 13,339,307.071 | 7.10% | | ALL | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 11,373,008.331 | 6.05% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 132,055.224 | 5.40% | | R | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 720,206.324 | 29.47% | | N | EDWARD JONES | SAINT LOUIS | MO | 3,985,882.516 | 24.66% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 21,949.643 | 11.00% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 32,709.825 | 16.39% | | B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 11,084.461 | 5.55% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 657,317.228 | 9.01% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 410,033.806 | 5.62% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 586,316.503 | 8.03% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 369,502.595 | 5.06% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 561,081.289 | 7.69% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 1,382,227.459 | 18.94% | | C | LPL FINANCIAL | SAN DIEGO | CA | 548,455.783 | 7.52% | | C | STIFEL NICOLAUS & CO INC | ST LOUIS | MO | 414,955.129 | 5.69% |
| I | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 7,515,914.805 | 8.75% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 5,264,385.939 | 6.13% | | I | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 9,229,390.914 | 10.74% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 5,173,976.096 | 6.02% | | I | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 4,629,723.638 | 5.39% | | R | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 122,717.770 | 5.02% | | R | DAVID LERNER ASSOCIATES INC | SYOSSET | NY | 150,344.190 | 6.15% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 596,712.682 | 24.42% | | R | FRONTIER TRUSTCO | PORTLAND | OR | 230,947.524 | 9.45% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 1,188,579.828 | 12.66% | | Y | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 697,062.430 | 7.42% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 2,284,578.652 | 24.33% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 1,763,763.335 | 9.39% | | Y | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 822,444.634 | 8.76% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 603,785.048 | 6.43% | | Y | JOHN HANCOCK TRUST COMPANY LLC | WESTWOOD | MA | 615,023.245 | 6.55% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 898,454.807 | 5.56% | | N | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 3,703,624.218 | 22.92% | | N | SEI PRIVATE TRUST CO | OAKS | PA | 2,384,246.470 | 14.75% | IVY MID CAP INCOME OPPORTUNITIES FUND | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 10,822,648.397 | 14.74% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 13,488,368.569 | 18.37% | | ALL | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 6,021,712.292 | 8.20% | | ALL | LPL FINANCIAL | SAN DIEGO | CA | 5,067,800.631 | 6.90% | | A | EDWARD JONES | SAINT LOUIS | MO | 788,517.135 | 8.56% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 7,482.382 | 15.46% |
| R | MAC & CO | PITTSBURGH | PA | 3,594.730 | 7.43% | | N | EDWARD JONES | SAINT LOUIS | MO | 2,728,046.543 | 53.90% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 663,234.124 | 13.11% | | A | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 969,974.393 | 10.53% | | A | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 532,341.457 | 5.78% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 151,619.509 | 10.82% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 210,931.772 | 15.05% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 203,978.130 | 14.55% | | C | LPL FINANCIAL | SAN DIEGO | CA | 90,115.046 | 6.43% | | C | STIFEL NICOLAUS & CO INC | ST LOUIS | MO | 99,593.523 | 7.10% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 9,181,495.669 | 16.24% | | I | FIRST CLEARING LLC | ST LOUIS | MO | 2,939,805.139 | 5.20% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 13,050,616.767 | 23.08% | | I | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 5,285,125.361 | 9.35% | | I | LPL FINANCIAL | SAN DIEGO | CA | 4,891,331.794 | 8.65% | | R | STATE STREET BANK TR | BOSTON | MA | 17,684.811 | 36.55% | | R | FRONTIER TRUSTCO | PORTLAND | OR | 9,049.404 | 18.70% | | R | MATRIX TRUST COMPANY AS AGENT FOR | DENVER | CO | 3,329.611 | 6.88% | | R | PLANMEMBER OMNIBUS ACCOUNT | CARPINTERIA | CA | 4,486.519 | 9.27% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 435,741.107 | 37.09% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 613,008.390 | 52.18% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 328,123.464 | 6.48% | | N | GWFS EQUITIES INC | GREENWOOD VLG | CO | 761,565.127 | 15.05% | IVY MUNICIPAL BOND | B | MAX G & NORMA L WARD REV TRUST | CLAYTON | KS | 3,814.421 | 16.96% | | N | EDWARD JONES | SAINT LOUIS | MO | 79,294.040 | 96.17% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 1,581.072 | 7.03% |
| R | MAC & CO | PITTSBURGH | PA | 3,594.730 | 7.43% | | N | EDWARD JONES | SAINT LOUIS | MO | 2,728,046.543 | 53.90% | | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 663,234.124 | 13.11% | | A | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 969,974.393 | 10.53% | | A | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 532,341.457 | 5.78% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 151,619.509 | 10.82% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 210,931.772 | 15.05% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 203,978.130 | 14.55% | | C | LPL FINANCIAL | SAN DIEGO | CA | 90,115.046 | 6.43% | | C | STIFEL NICOLAUS & CO INC | ST LOUIS | MO | 99,593.523 | 7.10% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 9,181,495.669 | 16.24% | | I | FIRST CLEARING LLC | ST LOUIS | MO | 2,939,805.139 | 5.20% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 13,050,616.767 | 23.08% | | I | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 5,285,125.361 | 9.35% | | I | LPL FINANCIAL | SAN DIEGO | CA | 4,891,331.794 | 8.65% | | R | STATE STREET BANK TR | BOSTON | MA | 17,684.811 | 36.55% | | R | FRONTIER TRUSTCO | PORTLAND | OR | 9,049.404 | 18.70% | | R | MATRIX TRUST COMPANY AS AGENT FOR | DENVER | CO | 3,329.611 | 6.88% | | R | PLANMEMBER OMNIBUS ACCOUNT | CARPINTERIA | CA | 4,486.519 | 9.27% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 435,741.107 | 37.09% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 613,008.390 | 52.18% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 328,123.464 | 6.48% | | N | GWFS EQUITIES INC | GREENWOOD VLG | CO | 761,565.127 | 15.05% | IVY MUNICIPAL BOND FUND
| B | MAX G & NORMA L WARD REV TRUST | CLAYTON | KS | 3,814.421 | 16.96% | | N | EDWARD JONES | SAINT LOUIS | MO | 79,294.040 | 96.17% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 1,581.072 | 7.03% |
| B | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 4,271.331 | 18.99% | B | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 4,271.331 | 18.99% | | B | JOHN M & PATRICIA R SPECK | CENTERVIEW | MO | 5,228.520 | 23.24% | B | JOHN M & PATRICIA R SPECK | CENTERVIEW | MO | 5,228.520 | 23.24% | | B | ALAN W MARIETTA & JUDITH M MARIETTA | OBERLIN | KS | 1,902.796 | 8.46% | B | ALAN W MARIETTA & JUDITH M MARIETTA | OBERLIN | KS | 1,902.796 | 8.46% | | B | KATHRYN FROST | NAMPA | ID | 1,140.846 | 5.07% | B | KATHRYN FROST | NAMPA | ID | 1,140.846 | 5.07% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 62,831.131 | 6.19% | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 62,831.131 | 6.19% | | | FIRST CLEARING LLC | ST LOUIS | MO | 143,119.330 | 14.09% | C
| FIRST CLEARING LLC | ST LOUIS | MO | 143,119.330 | 14.09% | | Y | WADDELL & REED FINANCIAL INC | MISSION | KS | 36,182.573 | 99.99% | Y | WADDELL & REED FINANCIAL INC | MISSION | KS | 36,182.573 | 99.99% | IVY MUNICIPAL HIGH INCOME FUND | ALL | P DANIEL ORLICH | NAPLES | FL | 10,468,452.397 | 5.29% | ALL | P DANIEL ORLICH | NAPLES | FL | 10,468,452.397 | 5.29% | | A | P DANIEL ORLICH | NAPLES | FL | 10,468,452.397 | 8.54% | A | P DANIEL ORLICH | NAPLES | FL | 10,468,452.397 | 8.54% | | N | EDWARD JONES | SAINT LOUIS | MO | 155,934.434 | 74.21% | N | EDWARD JONES | SAINT LOUIS | MO | 155,934.434 | 74.21% | | N | JP MORGAN SECURITIES LLC | BROOKLYN | NY | 13,762.252 | 6.55% | N | JP MORGAN SECURITIES LLC | BROOKLYN | NY | 13,762.252 | 6.55% | | B | PERSHING LLC | JERSEY CITY | NJ | 18,491.128 | 9.56% | B | PERSHING LLC | JERSEY CITY | NJ | 18,491.128 | 9.56% | | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 33,744.509 | 17.44% | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 33,744.509 | 17.44% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 52,059.582 | 26.91% | B | FIRST CLEARING LLC | ST LOUIS | MO | 52,059.582 | 26.91% | | B | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 11,372.001 | 5.88% | B | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 11,372.001 | 5.88% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 1,625,185.619 | 15.54% | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 1,625,185.619 | 15.54% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 1,621,726.667 | 15.50% | C | FIRST CLEARING LLC | ST LOUIS | MO | 1,621,726.667 | 15.50% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 933,490.472 | 8.92% | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 933,490.472 | 8.92% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 566,266.191 | 5.41% | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 566,266.191 | 5.41% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 7,870,261.921 | 12.41% | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 7,870,261.921 | 12.41% | | I | FIRST CLEARING LLC | ST LOUIS | MO | 3,496,983.100 | 5.51% | I | FIRST CLEARING LLC | ST LOUIS | MO | 3,496,983.100 | 5.51% | | I | LPL FINANCIAL | SAN DIEGO | CA | 3,401,663.972 | 5.36% | I | LPL FINANCIAL | SAN DIEGO | CA | 3,401,663.972 | 5.36% | | Y | AMERITRADE INC | OMAHA | NE | 245,350.563 | 26.20% | Y | AMERITRADE INC | OMAHA | NE | 245,350.563 | 26.20% | | Y | LPL FINANCIAL | SAN DIEGO | CA | 653,018.112 | 69.73% | Y | LPL FINANCIAL | SAN DIEGO | CA | 653,018.112 | 69.73% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 40,416.640 | 19.24% | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 40,416.640 | 19.24% | IVY NATURAL RESOURCES FUND | ALL | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 1,499,966.234 | 7.76% | ALL | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 1,499,966.234 | 7.76% | | ALL | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 1,023,136.029 | 5.30% | ALL | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 1,023,136.029 | 5.30% |
| A | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 646,779.576 | 5.74% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,759.175 | 17.52% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 52,671.926 | 10.95% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 30,349.163 | 6.31% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 41,861.857 | 8.70% | | C | LPL FINANCIAL | SAN DIEGO | CA | 52,472.250 | 10.91% | | I | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 428,781.655 | 7.71% | | I | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 820,838.139 | 14.76% | | R | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 552,096.227 | 61.87% | | R | MG TRUST COMPANY CUST | DENVER | CO | 45,062.095 | 5.05% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 149,980.179 | 16.81% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 106,132.072 | 13.05% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 42,411.514 | 5.21% | | Y | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 471,039.802 | 57.91% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 25,616.439 | 29.21% | | N | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 9,378.379 | 10.69% | | N | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 5,859.841 | 6.68% | | N | DAVID LERNER ASSOCIATES INC | SYOSSET | NY | 13,129.325 | 14.97% | | N | FRONTIER TRUSTCO | PORTLAND | OR | 5,464.363 | 6.23% | | N | RELIANCE TRUST COMPANY | ATLANTA | GA | 6,939.414 | 7.91% | IVY PICTET EMERGING MARKETS LOCAL CURRENCY DEBT FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 2,381,531.409 | 37.84% | | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 516,432.493 | 8.21% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 2,381,531.409 | 100.00% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 287,898.089 | 47.55% | | A | DAVID FUNK & SHIRLENE FUNK | HANSEN | ID | 53,478.762 | 8.83% |
| A | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 646,779.576 | 5.74% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,759.175 | 17.52% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 52,671.926 | 10.95% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 30,349.163 | 6.31% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 41,861.857 | 8.70% | | C | LPL FINANCIAL | SAN DIEGO | CA | 52,472.250 | 10.91% | | I | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 428,781.655 | 7.71% | | I | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 820,838.139 | 14.76% | | R | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 552,096.227 | 61.87% | | R | MG TRUST COMPANY CUST | DENVER | CO | 45,062.095 | 5.05% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 149,980.179 | 16.81% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 106,132.072 | 13.05% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 42,411.514 | 5.21% | | Y | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 471,039.802 | 57.91% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 25,616.439 | 29.21% | | N | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 9,378.379 | 10.69% | | N | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 5,859.841 | 6.68% | | N | DAVID LERNER ASSOCIATES INC | SYOSSET | NY | 13,129.325 | 14.97% | | N | FRONTIER TRUSTCO | PORTLAND | OR | 5,464.363 | 6.23% | | N | RELIANCE TRUST COMPANY | ATLANTA | GA | 6,939.414 | 7.91% | IVY PICTET EMERGING MARKETS LOCAL CURRENCY DEBT FUND | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 2,381,531.409 | 37.84% | | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 516,432.493 | 8.21% | | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 2,381,531.409 | 100.00% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 287,898.089 | 47.55% | | A | DAVID FUNK & SHIRLENE FUNK | HANSEN | ID | 53,478.762 | 8.83% |
| C | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 199,565.690 | 94.56% | C | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 199,565.690 | 94.56% | | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 28,968.714 | 100.00% | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 28,968.714 | 100.00% | IVY PICTET TARGETED RETURN BOND FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 6,323,123.428 | 32.73% | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 6,323,123.428 | 32.73% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 6,323,123.428 | 99.91% | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 6,323,123.428 | 99.91% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 533,333.333 | 27.43% | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 533,333.333 | 27.43% | | A | DAVID FUNK & SHIRLENE FUNK | HANSEN | ID | 101,002.848 | 5.20% | A | DAVID FUNK & SHIRLENE FUNK | HANSEN | ID | 101,002.848 | 5.20% | | C | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 350,000.000 | 76.56% | C | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 350,000.000 | 76.56% | | C | LPL FINANCIAL | SAN DIEGO | CA | 52,495.844 | 11.48% | C | LPL FINANCIAL | SAN DIEGO | CA | 52,495.844 | 11.48% | | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 24,271.845 | 97.27% | Y | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 24,271.845 | 97.27% | IVY PINEBRIDGE HIGH YIELD FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 3,809,536.141 | 26.95% | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 3,809,536.141 | 26.95% | | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,294,831.573 | 9.16% | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,294,831.573 | 9.16% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 3,809,536.141 | 92.07% | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 3,809,536.141 | 92.07% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 550,544.017 | 29.75% | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 550,544.017 | 29.75% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,294,831.573 | 15.89% | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,294,831.573 | 15.89% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 328,046.083 | 7.93% | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 328,046.083 | 7.93% | IVY PROSHARES INTEREST RATE HEDGED HIGH YIELD INDEX FUND | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 900,000.000 | 21.73% | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 900,000.000 | 21.73% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 300,000.000 | 84.83% | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 300,000.000 | 84.83% | | E | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 85.63% | E | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 85.63% | | I | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 400,000.000 | 11.21% | I | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 400,000.000 | 11.21% | | R | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 96.44% | R | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 96.44% | IVY PROSHARES MSCI ACWI INDEX FUND | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 1,375,000.000 | 24.31% | ALL | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 1,375,000.000 | 24.31% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 750,000.000 | 48.86% | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 750,000.000 | 48.86% | | A | AMERITRADE INC | OMAHA | NE | 82,488.797 | 5.37% | A | AMERITRADE INC | OMAHA | NE | 82,488.797 | 5.37% |
| A | DOUGLAS L BASKINS | FORT COLLINS | CO | 97,485.678 | 6.35% | A | DOUGLAS L BASKINS | FORT COLLINS | CO | 97,485.678 | 6.35% | | E | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 67.07% | E | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 67.07% | | I | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 525,000.000 | 13.22% | I | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 525,000.000 | 13.22% | IVY PROSHARES RUSSELL 2000 DIVIDEND GROWERS INDEX FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 1,018,719.620 | 12.05% | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 1,018,719.620 | 12.05% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 1,018,719.620 | 80.84% | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 1,018,719.620 | 80.84% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 120,000.000 | 65.10% | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 120,000.000 | 65.10% | | A | AMERITRADE INC | OMAHA | NE | 14,351.384 | 7.79% | A | AMERITRADE INC | OMAHA | NE | 14,351.384 | 7.79% | | A | AMY TRAWICK | BURKE | VA | 10,940.466 | 5.93% | A | AMY TRAWICK | BURKE | VA | 10,940.466 | 5.93% | | E | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 80,000.000 | 73.60% | E | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 80,000.000 | 73.60% | | N | WADDELL & REED | SHAWNEE MISSION | KS | 87,445.700 | 6.94% | N | WADDELL & REED | SHAWNEE MISSION | KS | 87,445.700 | 6.94% | IVY PROSHARES S&P 500 BOND INDEX FUND | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 300,000.000 | 66.92% | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 300,000.000 | 66.92% | | E | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 53.62% | E | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 53.62% | | E | KIRAN KAMITY | SAN JOSE | CA | 12,814.580 | 6.87% | E | KIRAN KAMITY | SAN JOSE | CA | 12,814.580 | 6.87% | | R | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 95.67% | R | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 100,000.000 | 95.67% | IVY PROSHARES S&P 500 DIVIDEND ARISTOCRATS INDEX FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 5,246,677.006 | 17.12% | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 5,246,677.006 | 17.12% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 5,246,677.006 | 84.61% | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 5,246,677.006 | 84.61% | | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 120,000.000 | 38.43% | A | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 120,000.000 | 38.43% | | A | AMERITRADE INC | OMAHA | NE | 27,763.250 | 8.89% | A | AMERITRADE INC | OMAHA | NE | 27,763.250 | 8.89% | | E | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 80,000.000 | 35.09% | E | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 80,000.000 | 35.09% | | E | STEVEN W HUNT | ALAMO HEIGHTS | TX | 14,106.348 | 6.19% | E | STEVEN W HUNT | ALAMO HEIGHTS | TX | 14,106.348 | 6.19% | | R | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 80,000.000 | 95.96% | R | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 80,000.000 | 95.96% | | N | WADDELL & REED | SHAWNEE MISSION | KS | 347,715.442 | 5.61% | N | WADDELL & REED | SHAWNEE MISSION | KS | 347,715.442 | 5.61% | IVY PZENA INTERNATIONAL VALUE FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 2,919,389.016 | 21.08% | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 2,919,389.016 | 21.08% | | ALL | IVY MANAGED INTERNTIONAL | MISSION | KS | 1,160,926.133 | 8.38% | ALL | IVY MANAGED INTERNTIONAL | MISSION | KS | 1,160,926.133 | 8.38% | | Y | MID ATLANTIC TRUST | PITTSBURGH | PA | 14,452.629 | 25.15% | Y | MID ATLANTIC TRUST | PITTSBURGH | PA | 14,452.629 | 25.15% |
| Y | A FARID BOLOURI | MILWAUKIE | OR | 7,383.944 | 12.85% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 2,919,389.016 | 58.82% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 512.409 | 11.33% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 343.362 | 7.59% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 1,139.259 | 25.19% | | B | AMERITRADE INC | OMAHA | NE | 474.010 | 10.48% | | C | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 3,485.301 | 7.00% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 3,469.173 | 6.97% | | C | LPL FINANCIAL | SAN DIEGO | CA | 5,085.910 | 10.21% | | C | JOYCE MILANI | E NORTHPORT | NY | 3,165.304 | 6.36% | | C | HOWELL IRA STRAUSS | SHARON HILL | PA | 2,960.948 | 5.95% | | C | BRADLEY J GARMS | ROSEMOUNT | MN | 2,691.581 | 5.40% | | C | PAMELA NAGAMI | COVINA | CA | 2,523.935 | 5.07% | | R | IVY FUNDS DISTRIBUTOR | MISSION | KS | 18,534.753 | 98.24% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 4,026.456 | 7.01% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 21,055.880 | 36.63% | | Y | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 8,384.176 | 14.59% | | N | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 472,562.072 | 9.52% | | N | IVY MANAGED INTERNTIONAL | MISSION | KS | 1,160,926.133 | 23.39% | IVY SCIENCE AND TECHNOLOGY FUND | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 5,922,666.449 | 5.52% | | R | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 335,595.737 | 18.43% | | R | MASSACHUSETTS MUTUAL LIFE | SPRINGFIELD | MA | 121,052.582 | 6.65% | | Y | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 447,007.741 | 9.37% | | N | MID ATLANTIC TRUST | PITTSBURGH | PA | 110,034.736 | 5.91% | | N | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 114,827.950 | 6.17% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 21,713.821 | 7.02% | | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 15,918.159 | 5.15% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 33,703.133 | 10.90% |
| Y | A FARID BOLOURI | MILWAUKIE | OR | 7,383.944 | 12.85% | | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 2,919,389.016 | 58.82% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 512.409 | 11.33% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 343.362 | 7.59% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 1,139.259 | 25.19% | | B | AMERITRADE INC | OMAHA | NE | 474.010 | 10.48% | | C | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 3,485.301 | 7.00% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 3,469.173 | 6.97% | | C | LPL FINANCIAL | SAN DIEGO | CA | 5,085.910 | 10.21% | | C | JOYCE MILANI | E NORTHPORT | NY | 3,165.304 | 6.36% | | C | HOWELL IRA STRAUSS | SHARON HILL | PA | 2,960.948 | 5.95% | | C | BRADLEY J GARMS | ROSEMOUNT | MN | 2,691.581 | 5.40% | | C | PAMELA NAGAMI | COVINA | CA | 2,523.935 | 5.07% | | R | IVY FUNDS DISTRIBUTOR | MISSION | KS | 18,534.753 | 98.24% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 4,026.456 | 7.01% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 21,055.880 | 36.63% | | Y | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 8,384.176 | 14.59% | | N | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 472,562.072 | 9.52% | | N | IVY MANAGED INTERNTIONAL | MISSION | KS | 1,160,926.133 | 23.39% | IVY SCIENCE AND TECHNOLOGY FUND | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 5,922,666.449 | 5.52% | | R | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 335,595.737 | 18.43% | | R | MASSACHUSETTS MUTUAL LIFE | SPRINGFIELD | MA | 121,052.582 | 6.65% | | Y | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 447,007.741 | 9.37% | | N | MID ATLANTIC TRUST | PITTSBURGH | PA | 110,034.736 | 5.91% | | N | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 114,827.950 | 6.17% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 21,713.821 | 7.02% | | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 15,918.159 | 5.15% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 33,703.133 | 10.90% |
| B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 42,215.753 | 13.65% | | B | LPL FINANCIAL | SAN DIEGO | CA | 17,251.937 | 5.58% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 593,502.205 | 8.41% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 599,391.295 | 8.50% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 882,307.176 | 12.51% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 376,834.837 | 5.34% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 674,451.066 | 9.56% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 653,634.798 | 9.27% | | C | LPL FINANCIAL | SAN DIEGO | CA | 550,398.934 | 7.80% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,814,324.747 | 6.42% | | R | FIDELITY MANAGEMENT TRUST CO | COVINGTON | KY | 94,149.682 | 5.17% | | R | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 362,205.111 | 19.90% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 589,983.702 | 32.41% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 758,479.528 | 15.89% | | Y | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 516,271.671 | 10.82% | | Y | | GREENWOOD VLG | CO | 327,206.714 | 6.86% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,271,742.091 | 26.65% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 337,912.759 | 7.08% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 392,429.465 | 21.08% | | N | JP MORGAN CHASE BANK | WALNUT CREEK | CA | 166,209.005 | 8.93% | | N | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 564,700.993 | 30.34% | IVY SECURIAN CORE BOND FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 9,864,476.025 | 8.81% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 8,425,597.259 | 7.53% | | A | EDWARD JONES | SAINT LOUIS | MO | 1,787,134.339 | 8.89% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 80,804.216 | 97.10% | | Y | TIAA, FSB | ST. LOUIS | MO | 359,102.120 | 38.51% |
| B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 42,215.753 | 13.65% | | B | LPL FINANCIAL | SAN DIEGO | CA | 17,251.937 | 5.58% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 593,502.205 | 8.41% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 599,391.295 | 8.50% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 882,307.176 | 12.51% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 376,834.837 | 5.34% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 674,451.066 | 9.56% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 653,634.798 | 9.27% | | C | LPL FINANCIAL | SAN DIEGO | CA | 550,398.934 | 7.80% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,814,324.747 | 6.42% | | R | FIDELITY MANAGEMENT TRUST CO | COVINGTON | KY | 94,149.682 | 5.17% | | R | HARTFORD LIFE INSURANCE COMPANY | WINDSOR | CT | 362,205.111 | 19.90% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 589,983.702 | 32.41% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 758,479.528 | 15.89% | | Y | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 516,271.671 | 10.82% | | Y | | GREENWOOD VLG | CO | 327,206.714 | 6.86% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,271,742.091 | 26.65% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 337,912.759 | 7.08% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 392,429.465 | 21.08% | | N | JP MORGAN CHASE BANK | WALNUT CREEK | CA | 166,209.005 | 8.93% | | N | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 564,700.993 | 30.34% | IVY SECURIAN CORE BOND FUND | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 9,864,476.025 | 8.81% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 8,425,597.259 | 7.53% | | A | EDWARD JONES | SAINT LOUIS | MO | 1,787,134.339 | 8.89% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 80,804.216 | 97.10% | | Y | TIAA, FSB | ST. LOUIS | MO | 359,102.120 | 38.51% |
| N | EDWARD JONES | SAINT LOUIS | MO | 1,940,860.599 | 12.15% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 9,864,476.025 | 61.75% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 3,833.541 | 10.31% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 8,264.258 | 22.23% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 3,744.029 | 10.07% | | B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 5,358.559 | 14.42% | | B | KEVIN P VILLALOBOS | CORONA | CA | 2,614.371 | 7.03% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 273,695.508 | 21.51% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 85,844.675 | 6.75% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 276,783.352 | 21.75% | | I | FIRST CLEARING LLC | ST LOUIS | MO | 3,883,660.127 | 5.31% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 8,029,115.635 | 10.98% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 446,859.561 | 47.92% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 53,581.536 | 5.75% | IVY SECURIAN REAL ESTATE SECURITIES FUND | ALL | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 2,809,680.364 | 19.89% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 6,704.776 | 34.89% | | N | EDWARD JONES | SAINT LOUIS | MO | 18,901.538 | 82.57% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 3,139.482 | 12.31% | | B | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 1,346.853 | 5.28% | | B | ROBERT C MCALLISTER & EUGENIE MCALLISTER | CINNCINATI | OH | 3,021.101 | 11.85% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 15,370.090 | 13.05% | | R | STATE STREET BANK TR | BOSTON | MA | 2,663.137 | 13.86% | | R | MG TRUST COMPANY CUST | DENVER | CO | 3,462.813 | 18.02% | | R | FRONTIER TRUSTCO | PORTLAND | OR | 5,103.549 | 26.55% | | Y | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 2,809,680.364 | 98.04% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 3,073.953 | 13.43% |
| N | EDWARD JONES | SAINT LOUIS | MO | 1,940,860.599 | 12.15% | | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 9,864,476.025 | 61.75% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 3,833.541 | 10.31% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 8,264.258 | 22.23% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 3,744.029 | 10.07% | | B | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 5,358.559 | 14.42% | | B | KEVIN P VILLALOBOS | CORONA | CA | 2,614.371 | 7.03% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 273,695.508 | 21.51% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 85,844.675 | 6.75% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 276,783.352 | 21.75% | | I | FIRST CLEARING LLC | ST LOUIS | MO | 3,883,660.127 | 5.31% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 8,029,115.635 | 10.98% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 446,859.561 | 47.92% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 53,581.536 | 5.75% | IVY SECURIAN REAL ESTATE SECURITIES FUND | ALL | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 2,809,680.364 | 19.89% | | R | MID ATLANTIC TRUST | PITTSBURGH | PA | 6,704.776 | 34.89% | | N | EDWARD JONES | SAINT LOUIS | MO | 18,901.538 | 82.57% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 3,139.482 | 12.31% | | B | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 1,346.853 | 5.28% | | B | ROBERT C MCALLISTER & EUGENIE MCALLISTER | CINNCINATI | OH | 3,021.101 | 11.85% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 15,370.090 | 13.05% | | R | STATE STREET BANK TR | BOSTON | MA | 2,663.137 | 13.86% | | R | MG TRUST COMPANY CUST | DENVER | CO | 3,462.813 | 18.02% | | R | FRONTIER TRUSTCO | PORTLAND | OR | 5,103.549 | 26.55% | | Y | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 2,809,680.364 | 98.04% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 3,073.953 | 13.43% |
IVY SMALL CAP CORE FUND | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 2,783,125.545 | 8.48% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 3,032,993.249 | 9.24% | | R | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 253,360.821 | 25.09% | | N | EDWARD JONES | SAINT LOUIS | MO | 1,222,151.633 | 38.67% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 538,234.379 | 17.03% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,400.385 | 8.20% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,941.474 | 6.64% | | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 2,210.972 | 7.56% | | B | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 4,095.908 | 14.00% | | B | LPL FINANCIAL | SAN DIEGO | CA | 4,717.736 | 16.12% | | B | CHARLES & KAREN MAGID | LEXINGTON | MA | 1,769.525 | 6.05% | | C | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 84,180.188 | 6.27% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 92,025.798 | 6.85% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 98,109.522 | 7.30% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 128,835.304 | 9.59% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 173,043.484 | 12.88% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 91,445.586 | 6.81% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 2,298,829.525 | 12.00% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 2,640,046.721 | 13.79% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 601,927.322 | 59.61% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 31,305.882 | 7.23% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 83,713.465 | 19.33% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 42,882.911 | 9.90% | | Y | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 49,051.277 | 11.33% |
IVY SMALL CAP CORE FUND | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 2,783,125.545 | 8.48% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 3,032,993.249 | 9.24% | | R | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 253,360.821 | 25.09% | | N | EDWARD JONES | SAINT LOUIS | MO | 1,222,151.633 | 38.67% | | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 538,234.379 | 17.03% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,400.385 | 8.20% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,941.474 | 6.64% | | B | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 2,210.972 | 7.56% | | B | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 4,095.908 | 14.00% | | B | LPL FINANCIAL | SAN DIEGO | CA | 4,717.736 | 16.12% | | B | CHARLES & KAREN MAGID | LEXINGTON | MA | 1,769.525 | 6.05% | | C | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 84,180.188 | 6.27% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 92,025.798 | 6.85% | | C | UBS FINANCIAL SERVICES INC | JERSEY CITY | NJ | 98,109.522 | 7.30% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 128,835.304 | 9.59% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 173,043.484 | 12.88% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 91,445.586 | 6.81% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 2,298,829.525 | 12.00% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 2,640,046.721 | 13.79% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 601,927.322 | 59.61% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 31,305.882 | 7.23% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 83,713.465 | 19.33% | | Y | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 42,882.911 | 9.90% | | Y | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 49,051.277 | 11.33% |
| Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 56,725.487 | 13.10% | | Y | AMERITRADE INC | OMAHA | NE | 22,552.785 | 5.21% | | Y | MG TRUST COMPANY CUST | DENVER | CO | 52,770.833 | 12.19% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 200,700.563 | 6.35% | | N | RELIANCE TRUST COMPANY | ATLANTA | GA | 314,356.646 | 9.95% | | N | JOHN HANCOCK | VARIOUS | -- | 333,132.164 | 10.54% | IVY SMALL CAP GROWTH FUND | ALL | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 7,984,228.005 | 6.58% | | R | VOYA INSTITUTIONAL TRUST COMPANY | WINDSOR | CT | 1,249,845.142 | 37.72% | | R | MASSACHUSETTS MUTUAL LIFE | SPRINGFIELD | MA | 230,901.871 | 6.97% | | Y | MASSACHUSETTS MUTUAL LIFE | SPRINGFIELD | MA | 387,866.164 | 8.18% | | Y | LISI COMPANIES | TORRANCE | CA | 312,861.513 | 6.60% | | N | EDWARD JONES | SAINT LOUIS | MO | 468,319.813 | 5.82% | | N | NEW HORIZONS BAKING 401K | PHOENIX | AZ | 555,378.860 | 6.90% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 17,505.089 | 9.70% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 15,453.683 | 8.56% | | B | LPL FINANCIAL | SAN DIEGO | CA | 12,731.199 | 7.05% | | C | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 254,423.209 | 5.43% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 482,141.555 | 10.29% | | C | MORGAN STANLEY SMITH BARNEY LLC | NY | NY | 243,596.359 | 5.20% | | C | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 240,424.247 | 5.13% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 442,299.536 | 9.44% | | C | LPL FINANCIAL | SAN DIEGO | CA | 323,674.286 | 6.91% | | I | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,671,374.140 | 6.73% | | I | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 4,542,541.411 | 11.45% | | R | SAMMONS FINANCIAL NETWORK LLC | W DES MOINES | IA | 855,894.689 | 25.83% | | R | RELIANCE TRUST COMPANY | ATLANTA | GA | 197,664.322 | 5.96% | | Y | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 344,870.201 | 7.27% | | Y | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 647,986.121 | 13.67% |
| Y | RELIANCE TRUST COMPANY | ATLANTA | GA | 876,396.342 | 18.48% | Y | RELIANCE TRUST COMPANY | ATLANTA | GA | 876,396.342 | 18.48% | | Y | JOHN HANCOCK TRUST COMPANY LLC | WESTWOOD | MA | 882,438.566 | 18.61% | Y | JOHN HANCOCK TRUST COMPANY LLC | WESTWOOD | MA | 882,438.566 | 18.61% | | N | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 466,516.094 | 5.79% | N | GWFS EQUITIES INC | GREENWOOD VILLAGE | CO | 466,516.094 | 5.79% | | N | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,694,355.207 | 21.04% | N | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,694,355.207 | 21.04% | | N | ARENT FOX 401K PLAN | WASHINGTON | DC | 773,803.836 | 9.61% | N | ARENT FOX 401K PLAN | WASHINGTON | DC | 773,803.836 | 9.61% | | N | KEYBANK NA | CLEVELAND | OH | 434,899.065 | 5.40% | N | KEYBANK NA | CLEVELAND | OH | 434,899.065 | 5.40% | IVY VALUE FUND | ALL | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 4,663,472.353 | 8.95% | ALL | IVY WILSHIRE | SHAWNEE MISSION | KS | 4,663,472.353 | 8.95% | | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 11,013,576.157 | 21.13% | ALL | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 11,013,576.157 | 21.13% | | B | TROY GAINES | NEWPORT NEWS | VA | 1,690.298 | 5.12% | B | TROY GAINES | NEWPORT NEWS | VA | 1,690.298 | 5.12% | | Y | MID ATLANTIC TRUST | PITTSBURGH | PA | 467.704 | 11.37% | Y | MID ATLANTIC TRUST | PITTSBURGH | PA | 467.704 | 11.37% | | N | WADDELL & REED ADVISORS WILSHIRE | SHAWNEE MISSION | KS | 4,663,472.353 | 84.60% | N | IVY WILSHIRE | SHAWNEE MISSION | KS | 4,663,472.353 | 84.60% | | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,681.910 | 8.12% | B | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 2,681.910 | 8.12% | | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,852.014 | 5.61% | B | NATIONAL FINANCIAL SVCS CORP | BOSTON | MA | 1,852.014 | 5.61% | | B | FIRST CLEARING LLC | ST LOUIS | MO | 2,614.293 | 7.91% | B | FIRST CLEARING LLC | ST LOUIS | MO | 2,614.293 | 7.91% | | B | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 6,544.568 | 19.81% | B | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 6,544.568 | 19.81% | | B | STIFEL NICOLAUS & CO INC | ST LOUIS | MO | 1,889.512 | 5.72% | B | STIFEL NICOLAUS & CO INC | ST LOUIS | MO | 1,889.512 | 5.72% | | C | FIRST CLEARING LLC | ST LOUIS | MO | 38,528.717 | 10.73% | C | FIRST CLEARING LLC | ST LOUIS | MO | 38,528.717 | 10.73% | | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 84,119.135 | 23.43% | C | RAYMOND JAMES & ASSOCIATES | ST PETERSBURG | FL | 84,119.135 | 23.43% | | C | LPL FINANCIAL | SAN DIEGO | CA | 30,044.397 | 8.37% | C | LPL FINANCIAL | SAN DIEGO | CA | 30,044.397 | 8.37% | | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 10,948,459.091 | 33.63% | I | AMERICAN ENTERPRISE INVESTMENT SVC | MINNEAPOLIS | MN | 10,948,459.091 | 33.63% | | R | IVY FUNDS DISTRIBUTOR | MISSION | KS | 13,915.094 | 98.74% | R | IVY FUNDS DISTRIBUTOR | MISSION | KS | 13,915.094 | 98.74% | | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 1,555.802 | 37.81% | Y | MERRILL LYNCH PIERCE FENNER & SMITH | JACKSONVILLE | FL | 1,555.802 | 37.81% | | Y | MG TRUST COMPANY CUST | DENVER | CO | 1,950.872 | 47.41% | Y | MG TRUST COMPANY CUST | DENVER | CO | 1,950.872 | 47.41% | | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 382,089.202 | 6.93% | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 382,089.202 | 6.93% | IVY WILSHIRE GLOBAL ALLOCATION FUND | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 5,579.827 | 16.29% | N | CHARLES SCHWAB & CO INC | SAN FRANCISCO | CA | 5,579.827 | 16.29% | | N | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 28,669.725 | 83.71% | N | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 28,669.725 | 83.71% |
InvestEd Portfolios FUND NAME | CLASS | SHAREHOLDER | CITY | STATE | % OF CLASS | INVESTED 90 PORTFOLIO | ALL | ARIZONA STATE BOARD OF INVESTMENT IN ITS CAPACITY AS TRUSTEE OF THE FAMILY COLLEGE SAVINGS PROGRAM TRUST FUND | PHOENIX | AZ | 100.00% | INVESTED 80 PORTFOLIO | ALL | ARIZONA STATE BOARD OF INVESTMENT IN ITS CAPACITY AS TRUSTEE OF THE FAMILY COLLEGE SAVINGS PROGRAM TRUST FUND | PHOENIX | AZ | 100.00% | INVESTED 70 PORTFOLIO | ALL | ARIZONA STATE BOARD OF INVESTMENT IN ITS CAPACITY AS TRUSTEE OF THE FAMILY COLLEGE SAVINGS PROGRAM TRUST FUND | PHOENIX | AZ | 100.00% | INVESTED 60 PORTFOLIO | ALL | ARIZONA STATE BOARD OF INVESTMENT IN ITS CAPACITY AS TRUSTEE OF THE FAMILY COLLEGE SAVINGS PROGRAM TRUST FUND | PHOENIX | AZ | 100.00% | INVESTED 50 PORTFOLIO | ALL | ARIZONA STATE BOARD OF INVESTMENT IN ITS CAPACITY AS TRUSTEE OF THE FAMILY COLLEGE SAVINGS PROGRAM TRUST FUND | PHOENIX | AZ | 100.00% | INVESTED 40 PORTFOLIO | ALL | ARIZONA STATE BOARD OF INVESTMENT IN ITS CAPACITY AS TRUSTEE OF THE FAMILY COLLEGE SAVINGS PROGRAM TRUST FUND | PHOENIX | AZ | 100.00% | INVESTED 30 PORTFOLIO | ALL | ARIZONA STATE BOARD OF INVESTMENT IN ITS CAPACITY AS TRUSTEE OF THE FAMILY COLLEGE SAVINGS | PHOENIX | AZ | 100.00% |
| | PROGRAM TRUST FUND | | | | INVESTED 20 PORTFOLIO | ALL | ARIZONA STATE BOARD OF INVESTMENT IN ITS CAPACITY AS TRUSTEE OF THE FAMILY COLLEGE SAVINGS PROGRAM TRUST FUND | PHOENIX | AZ | 100.00% | INVESTED 10 PORTFOLIO | ALL | ARIZONA STATE BOARD OF INVESTMENT IN ITS CAPACITY AS TRUSTEE OF THE FAMILY COLLEGE SAVINGS PROGRAM TRUST FUND | PHOENIX | AZ | 100.00% | INVESTED 0 PORTFOLIO | ALL | ARIZONA STATE BOARD OF INVESTMENT IN ITS CAPACITY AS TRUSTEE OF THE FAMILY COLLEGE SAVINGS PROGRAM TRUST FUND | PHOENIX | AZ | 100.00% |
Ivy Variable Insurance Portfolios
FUND NAME | CLASS | SHAREHOLDER | CITY | STATE | TOTAL SHARES OWNED | % OF CLASS | IVY VIP ASSET STRATEGY FUND | ALL | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 29,471,823.416 | 40.21% | | I | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 35,001.693 | 94.85% | | I | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 1,900.104 | 5.15% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 29,471,823.416 | 40.23% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 15,600,576.263 | 21.30% | | II | OHIO NATIONAL LIFE INSURANCE CO | CINCINNATI | OH | 13,472,713.462 | 18.39% | IVY VIP BALANCED FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 8,954,573.731 | 22.68% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 25,308,898.715 | 64.10% | | II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 2,775,221.922 | 7.03% | IVY VIP CORE EQUITY FUND | II | BANK OF NEW YORK-MELLON | MISSION | KS | 5,369,494.835 | 10.46% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 11,684,647.778 | 22.77% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 8,358,351.576 | 16.29% | | II | WADDELL & REED INC | MISSION | KS | 11,715,516.138 | 11.42% |
FUND NAME | CLASS | SHAREHOLDER | CITY | STATE | TOTAL SHARES OWNED | % OF CLASS | IVY VIP ASSET STRATEGY
| ALL | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 29,471,823.416 | 40.21% | | I | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 35,001.693 | 94.85% | | I | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 1,900.104 | 5.15% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 29,471,823.416 | 40.23% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 15,600,576.263 | 21.30% | | II | OHIO NATIONAL LIFE INSURANCE CO | CINCINNATI | OH | 13,472,713.462 | 18.39% | IVY VIP BALANCED
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 8,954,573.731 | 22.68% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 25,308,898.715 | 64.10% | | II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 2,775,221.922 | 7.03% | IVY VIP CORE EQUITY
| II | BANK OF NEW YORK-MELLON | MISSION | KS | 5,369,494.835 | 10.46% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 11,684,647.778 | 22.77% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 8,358,351.576 | 16.29% | | II | WADDELL & REED INC | MISSION | KS | 11,715,516.138 | 11.42% |
| II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 9,031,382.376 | 17.60% | IVY VIP CORPORATE BOND FUND | II | BANK OF NEW YORK-MELLON | MISSION | KS | 19,832,443.556 | 17.52% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 12,565,035.016 | 11.10% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 20,714,254.481 | 18.30% | | II | WADDELL & REED INC | MISSION | KS | 43,033,644.568 | 12.67% | IVY VIP ENERGY FUND | ALL | PACIFIC LIFE | NEWPORT BEACH | CA | 7,724,340.374 | 44.11% | | I | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 44,326.774 | 52.11% | | I | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 40,734.234 | 47.89% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 3,267,527.789 | 18.75% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 1,412,392.235 | 8.10% | | II | PACIFIC LIFE | NEWPORT BEACH | CA | 7,724,340.374 | 44.32% | | II | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 2,902,801.265 | 16.66% | IVY VIP GLOBAL BOND FUND | II | JEFFERSON NATIONAL | LOUISVILLE | KY | 271,158.350 | 6.94% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 1,310,358.167 | 33.54% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 1,112,570.658 | 28.48% | | II | GUARDIAN INSURANCE & ANNUITY | BETHLEHEM | PA | 954,812.574 | 24.44% | | II | MIDLAND NATIONAL LIFE INSURANCE | WEST DES MOINES | IA | 198,581.608 | 5.08% | IVY VIP GLOBAL EQUITY INCOME FUND | ALL | WADDELL & REED INC | MISSION | KS | 14,818,622.185 | 28.29% | | II | BANK OF NEW YORK-MELLON | MISSION | KS | 10,541,702.857 | 20.12% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 4,705,984.438 | 8.98% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 2,894,141.362 | 5.52% | | II | WADDELL & REED INC | MISSION | KS | 24,585,421.809 | 23.46% | IVY VIP GLOBAL GROWTH FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 10,360,861.895 | 28.58% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 16,554,924.620 | 45.66% | | II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 7,681,032.099 | 21.19% | IVY VIP GOVERNMENT MONEY MARKET FUND | II | BANK OF NEW YORK-MELLON | MISSION | KS | 13,830,197.480 | 14.41% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 32,383,813.940 | 33.75% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 12,225,952.820 | 12.74% | | II | WADDELL & REED INC | MISSION | KS | 18,641,258.400 | 9.71% |
| II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 9,031,382.376 | 17.60% | IVY VIP CORPORATE BOND
| II | BANK OF NEW YORK-MELLON | MISSION | KS | 19,832,443.556 | 17.52% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 12,565,035.016 | 11.10% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 20,714,254.481 | 18.30% | | II | WADDELL & REED INC | MISSION | KS | 43,033,644.568 | 12.67% | IVY VIP ENERGY
| ALL | PACIFIC LIFE | NEWPORT BEACH | CA | 7,724,340.374 | 44.11% | | I | IVY INVESTMENT MANAGEMENT COMPANY | MISSION | KS | 44,326.774 | 52.11% | | I | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 40,734.234 | 47.89% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 3,267,527.789 | 18.75% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 1,412,392.235 | 8.10% | | II | PACIFIC LIFE | NEWPORT BEACH | CA | 7,724,340.374 | 44.32% | | II | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 2,902,801.265 | 16.66% | IVY VIP GLOBAL BOND
| II | JEFFERSON NATIONAL | LOUISVILLE | KY | 271,158.350 | 6.94% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 1,310,358.167 | 33.54% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 1,112,570.658 | 28.48% | | II | GUARDIAN INSURANCE & ANNUITY | BETHLEHEM | PA | 954,812.574 | 24.44% | | II | MIDLAND NATIONAL LIFE INSURANCE | WEST DES MOINES | IA | 198,581.608 | 5.08% | IVY VIP GLOBAL EQUITY INCOME
| ALL | WADDELL & REED INC | MISSION | KS | 14,818,622.185 | 28.29% | | II | BANK OF NEW YORK-MELLON | MISSION | KS | 10,541,702.857 | 20.12% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 4,705,984.438 | 8.98% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 2,894,141.362 | 5.52% | | II | WADDELL & REED INC | MISSION | KS | 24,585,421.809 | 23.46% | IVY VIP GLOBAL GROWTH
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 10,360,861.895 | 28.58% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 16,554,924.620 | 45.66% | | II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 7,681,032.099 | 21.19% | IVY VIP GOVERNMENT MONEY MARKET
| II | BANK OF NEW YORK-MELLON | MISSION | KS | 13,830,197.480 | 14.41% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 32,383,813.940 | 33.75% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 12,225,952.820 | 12.74% | | II | WADDELL & REED INC | MISSION | KS | 18,641,258.400 | 9.71% |
| II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 5,047,015.790 | 5.26% | IVY VIP GROWTH FUND | II | BANK OF NEW YORK-MELLON | MISSION | KS | 7,361,167.780 | 10.43% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 18,178,112.728 | 25.75% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 5,602,940.417 | 7.94% | | II | WADDELL & REED INC | MISSION | KS | 16,053,428.671 | 11.37% | | II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 15,650,198.973 | 22.17% | IVY VIP HIGH INCOME FUND | ALL | AXA EQUITABLE LIFE INSURANCECOMPANY | JERSEY CITY | NJ | 133,904,872.532 | 51.69% | | I | BANK OF NEW YORK-MELLON | MISSION | KS | 1,541,769.152 | 25.95% | | I | WADDELL & REED INC | MISSION | KS | 3,554,534.154 | 14.96% | | I | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 419,365.366 | 7.06% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 58,153,785.872 | 22.98% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 26,234,899.940 | 10.37% | | II | AXA EQUITABLE LIFE INSURANCECOMPANY | JERSEY CITY | NJ | 133,904,872.532 | 52.90% | IVY VIP INTERNATIONAL CORE EQUITY FUND | II | BANK OF NEW YORK-MELLON | MISSION | KS | 4,784,127.565 | 12.04% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 17,889,923.584 | 45.01% | | II | WADDELL & REED INC | MISSION | KS | 11,157,003.006 | 14.04% | IVY VIP LIMITED-TERM BOND FUND | II | BANK OF NEW YORK-MELLON | MISSION | KS | 20,777,262.936 | 24.20% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 8,547,882.655 | 9.96% | | II | WADDELL & REED INC | MISSION | KS | 47,900,854.825 | 13.95% | IVY VIP MID CAP GROWTH FUND | ALL | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 15,987,746.645 | 40.66% | | I | BANK OF NEW YORK-MELLON | MISSION | KS | 3,494,616.977 | 25.05% | | I | WADDELL & REED INC | MISSION | KS | 8,391,288.320 | 20.05% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 15,987,746.645 | 63.02% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 5,363,284.538 | 21.14% | | II | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 1,450,709.761 | 5.72% | IVY VIP NATURAL RESOURCES FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 3,278,097.680 | 14.46% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 9,775,784.439 | 43.12% | | II | AXA EQUITABLE LIFE INSURANCECOMPANY | JERSEY CITY | NJ | 1,408,838.746 | 6.21% | | II | OHIO NATIONAL LIFE INSURANCE CO | CINCINNATI | OH | 7,329,900.801 | 32.33% | IVY VIP PATHFINDER AGGRESSIVE FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 8,368,999.976 | 60.58% |
| II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 5,047,015.790 | 5.26% | IVY VIP GROWTH
| II | BANK OF NEW YORK-MELLON | MISSION | KS | 7,361,167.780 | 10.43% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 18,178,112.728 | 25.75% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 5,602,940.417 | 7.94% | | II | WADDELL & REED INC | MISSION | KS | 16,053,428.671 | 11.37% | | II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 15,650,198.973 | 22.17% | IVY VIP HIGH INCOME
| ALL | AXA EQUITABLE LIFE INSURANCECOMPANY | JERSEY CITY | NJ | 133,904,872.532 | 51.69% | | I | BANK OF NEW YORK-MELLON | MISSION | KS | 1,541,769.152 | 25.95% | | I | WADDELL & REED INC | MISSION | KS | 3,554,534.154 | 14.96% | | I | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 419,365.366 | 7.06% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 58,153,785.872 | 22.98% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 26,234,899.940 | 10.37% | | II | AXA EQUITABLE LIFE INSURANCECOMPANY | JERSEY CITY | NJ | 133,904,872.532 | 52.90% | IVY VIP INTERNATIONAL CORE EQUITY
| II | BANK OF NEW YORK-MELLON | MISSION | KS | 4,784,127.565 | 12.04% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 17,889,923.584 | 45.01% | | II | WADDELL & REED INC | MISSION | KS | 11,157,003.006 | 14.04% | IVY VIP LIMITED-TERM BOND
| II | BANK OF NEW YORK-MELLON | MISSION | KS | 20,777,262.936 | 24.20% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 8,547,882.655 | 9.96% | | II | WADDELL & REED INC | MISSION | KS | 47,900,854.825 | 13.95% | IVY VIP MID CAP GROWTH
| ALL | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 15,987,746.645 | 40.66% | | I | BANK OF NEW YORK-MELLON | MISSION | KS | 3,494,616.977 | 25.05% | | I | WADDELL & REED INC | MISSION | KS | 8,391,288.320 | 20.05% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 15,987,746.645 | 63.02% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 5,363,284.538 | 21.14% | | II | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 1,450,709.761 | 5.72% | IVY VIP NATURAL RESOURCES
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 3,278,097.680 | 14.46% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 9,775,784.439 | 43.12% | | II | AXA EQUITABLE LIFE INSURANCECOMPANY | JERSEY CITY | NJ | 1,408,838.746 | 6.21% | | II | OHIO NATIONAL LIFE INSURANCE CO | CINCINNATI | OH | 7,329,900.801 | 32.33% | IVY VIP PATHFINDER AGGRESSIVE
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 8,368,999.976 | 60.58% |
| II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 5,132,458.645 | 37.15% | IVY VIP PATHFINDER CONSERVATIVE FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 15,756,093.200 | 74.91% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 5,207,039.744 | 24.76% | IVY VIP PATHFINDER MODERATELY AGGRESSIVE FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 111,793,172.012 | 72.51% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 40,676,764.964 | 26.38% | IVY VIP PATHFINDER MODERATELY CONSERVATIVE FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 27,269,193.712 | 73.56% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 9,653,900.434 | 26.04% | IVY VIP PATHFINDER MODERATE – MANAGED VOLATILITY FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 41,449,233.507 | 32.80% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 84,882,564.740 | 67.16% | IVY VIP PATHFINDER MODERATE FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 95,079,605.899 | 74.55% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 31,369,851.403 | 24.60% | IVY VIP PATHFINDER MODERATELY AGGRESSIVE – MANAGED VOLATILITY FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 1,815,930.390 | 10.32% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 15,715,702.831 | 89.28% | IVY VIP PATHFINDER MODERATELY CONSERVATIVE – MANAGED VOLATILITY FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 8,555,821.948 | 56.30% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 6,641,554.538 | 43.70% | IVY VIP SCIENCE AND TECHNOLOGY FUND | I | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 58,370.524 | 100.00% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 5,404,024.140 | 28.65% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 3,809,880.240 | 20.20% | | II | OHIO NATIONAL LIFE INSURANCE CO | CINCINNATI | OH | 3,557,705.571 | 18.86% | | II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 3,190,139.820 | 16.92% | | II | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 1,332,627.232 | 7.07% |
| II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 5,132,458.645 | 37.15% | IVY VIP PATHFINDER CONSERVATIVE
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 15,756,093.200 | 74.91% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 5,207,039.744 | 24.76% | IVY VIP PATHFINDER MODERATELY AGGRESSIVE
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 111,793,172.012 | 72.51% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 40,676,764.964 | 26.38% | IVY VIP PATHFINDER MODERATELY CONSERVATIVE
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 27,269,193.712 | 73.56% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 9,653,900.434 | 26.04% | IVY VIP PATHFINDER MODERATE – MANAGED VOLATILITY FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 41,449,233.507 | 32.80% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 84,882,564.740 | 67.16% | IVY VIP PATHFINDER MODERATE
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 95,079,605.899 | 74.55% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 31,369,851.403 | 24.60% | IVY VIP PATHFINDER MODERATELY AGGRESSIVE – MANAGED VOLATILITY
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 1,815,930.390 | 10.32% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 15,715,702.831 | 89.28% | IVY VIP PATHFINDER MODERATELY CONSERVATIVE – MANAGED VOLATILITY
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 8,555,821.948 | 56.30% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 6,641,554.538 | 43.70% | IVY VIP SCIENCE AND TECHNOLOGY
| I | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 58,370.524 | 100.00% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 5,404,024.140 | 28.65% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 3,809,880.240 | 20.20% | | II | OHIO NATIONAL LIFE INSURANCE CO | CINCINNATI | OH | 3,557,705.571 | 18.86% | | II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 3,190,139.820 | 16.92% | | II | LINCOLN NATIONAL LIFE INSURANCE CO | FORT WAYNE | IN | 1,332,627.232 | 7.07% |
IVY VIP SECURIAN REAL ESTATE SECURITIES FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 3,108,927.982 | 69.68% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 1,143,788.138 | 25.64% | IVY VIP SMALL CAP CORE FUND | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 1,203,795.985 | 9.11% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 9,355,027.942 | 70.79% | | II | MIDLAND NATIONAL LIFE INSURANCE | WEST DES MOINES | IA | 887,168.502 | 6.71% | IVY VIP SMALL CAP GROWTH FUND | ALL | AXA EQUITABLE LIFE INSURANCECOMPANY | JERSEY CITY | NJ | 9,994,262.498 | 26.00% | | I | BANK OF NEW YORK-MELLON | MISSION | KS | 1,221,579.498 | 25.33% | | I | WADDELL & REED INC | MISSION | KS | 2,971,516.853 | 20.54% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 8,421,592.317 | 25.06% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 6,974,633.360 | 20.75% | | II | AXA EQUITABLE LIFE INSURANCECOMPANY | JERSEY CITY | NJ | 9,994,262.498 | 29.73% | | II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 5,419,969.778 | 16.12% | IVY VIP VALUE FUND | II | BANK OF NEW YORK-MELLON | MISSION | KS | 10,989,837.949 | 15.11% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 8,218,576.278 | 11.30% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 20,555,138.823 | 28.27% | | II | WADDELL & REED INC | MISSION | KS | 23,776,484.339 | 16.35% |
IVY VIP SECURIAN REAL ESTATE SECURITIES
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 3,108,927.982 | 69.68% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 1,143,788.138 | 25.64% | IVY VIP SMALL CAP CORE
| II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 1,203,795.985 | 9.11% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 9,355,027.942 | 70.79% | | II | MIDLAND NATIONAL LIFE INSURANCE | WEST DES MOINES | IA | 887,168.502 | 6.71% | IVY VIP SMALL CAP GROWTH
| ALL | AXA EQUITABLE LIFE INSURANCECOMPANY | JERSEY CITY | NJ | 9,994,262.498 | 26.00% | | I | BANK OF NEW YORK-MELLON | MISSION | KS | 1,221,579.498 | 25.33% | | I | WADDELL & REED INC | MISSION | KS | 2,971,516.853 | 20.54% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 8,421,592.317 | 25.06% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 6,974,633.360 | 20.75% | | II | AXA EQUITABLE LIFE INSURANCECOMPANY | JERSEY CITY | NJ | 9,994,262.498 | 29.73% | | II | UNITED INVESTORS LIFE | BIRMINGHAM | AL | 5,419,969.778 | 16.12% | IVY VIP VALUE
| II | BANK OF NEW YORK-MELLON | MISSION | KS | 10,989,837.949 | 15.11% | | II | NATIONWIDE INVESTMENT SVCS CORP | COLUMBUS | OH | 8,218,576.278 | 11.30% | | II | MINNESOTA LIFE INSURANCE CO | SAINT PAUL | MN | 20,555,138.823 | 28.27% | | II | WADDELL & REED INC | MISSION | KS | 23,776,484.339 | 16.35% |
APPENDIX G TRUSTEE COMPENSATION
The following tables set forth the aggregate compensation, including deferred compensation amounts, paid to each Current Trustee by each Trust during its most recently completed fiscal year. No pension or retirement benefits have been accrued as a part of the Trust’s expenses. Mr. Sanders, as an Interested Trustee, does not receive any compensation from any of the Trusts. The Trustee nominees did not serve as a Trustee of any Trust during the most recently completed fiscal year and therefore did not receive any compensation from the Trusts. Aggregate Compensation for the Fiscal Year Ended March 31, 2020 | Aggregate Compensation for the Fiscal Year Ended March 31, 2020 | | Aggregate Compensation for the Fiscal Year Ended March 31, 2020 | | Current Independent Trustees | | Aggregate Compensation from the Ivy Funds | | | Total Compensation from the Fund Complex | | | Aggregate Compensation from the Ivy Funds | | | Total Compensation from the Fund Complex | | James M. Concannon | | $ | 219,296 | | | $ | 261,250 | | | $ | 219,296 | | | $ | 261,250 | | H. Jeffrey Dobbs | | | 215,045 | | | | 256,264 | | | | 215,045 | | | | 256,264 | | James D. Gressett | | | 232,920 | | | | 277,500 | | | | 232,920 | | | | 277,500 | | Joseph Harroz, Jr. | | | 326,924 | | | | 388,750 | | | | 326,924 | | | | 388,750 | | Glendon E. Johnson, Jr. | | | 243,400 | | | | 290,000 | | | | 243,400 | | | | 290,000 | | Sandra A. J. Lawrence | | | 219,237 | | | | 261,264 | | | | 219,237 | | | | 261,264 | | Frank J. Ross, Jr. | | | 255,990 | | | | 305,000 | | | | 255,990 | | | | 305,000 | | Michael G. Smith | | | 251,798 | | | | 300,000 | | | | 251,798 | | | | 300,000 | | Edward M. Tighe* | | | 251,798 | | | | 300,000 | | | | 251,798 | | | | 300,000 | |
Of the total compensation from the Fund Complex listed above, the following amounts have been deferred: | | | | | James M. Concannon | | | $ 132,500 | | H. Jeffrey Dobbs | | | 0 | | James D. Gressett | | | 37,500 | | Joseph Harroz, Jr. | | | 38,875 | | Glendon E. Johnson, Jr. | | | 0 | | Sandra A. J. Lawrence | | | 0 | | Frank J. Ross, Jr. | | | 0 | | Michael G. Smith | | | 113,125 | | Edward M. Tighe* | | | 120,500 | |
Aggregate Compensation for the Fiscal Year Ended June 30, 2020 Current Independent Trustees | | | | Aggregate Compensation from Ivy Funds | | | Total Compensation from the Fund Complex | | | | | Aggregate Compensation from Ivy Funds | | | Total Compensation from the Fund Complex | | James M. Concannon | | $ | | $ | 257,800 | | | $ | 307,500 | | | $ | | | 257,800 | | | $ | 307,500 | | H. Jeffrey Dobbs | | | | | 251,518 | | | | 300,000 | | | | | | 251,518 | | | | 300,000 | | James D. Gressett | | | | | 243,148 | | | | 290,000 | | | | | | 243,148 | | | | 290,000 | | Joseph Harroz, Jr. | | | | | 322,801 | | | | 385,000 | | | | | | 322,801 | | | | 385,000 | | Glendon E. Johnson, Jr. | | | | | 243,149 | | | | 290,000 | | | | | | 243,149 | | | | 290,000 | | Sandra A. J. Lawrence | | | | | 255,709 | | | | 305,000 | | | | | | 255,709 | | | | 305,000 | | Frank J. Ross, Jr. | | | | | 255,725 | | | | 305,000 | | | | | | 255,725 | | | | 305,000 | | Michael G. Smith | | | | | 251,533 | | | | 300,000 | | | | | | 251,533 | | | | 300,000 | | Edward M. Tighe* | | | | | 251,533 | | | | 300,000 | | | | | | 251,533 | | | | 300,000 | |
Of the total compensation from the Fund Complex listed above, the following amounts have been deferred: | | | | | James M. Concannon | | | $170,000 | |
James D. Gressett | | | 50,000 | | Joseph Harroz, Jr. | | | 38,500 | | Glendon E. Johnson, Jr. | | | 0 | | Sandra A. J. Lawrence | | | 0 | | Frank J. Ross, Jr. | | | 0 | | Michael G. Smith | | | 76,250 | | Edward M. Tighe* | | | 91,000 | |
Aggregate Compensation for the Fiscal Year Ended September 30, 2019 | | | Aggregate Compensation for the Fiscal Year Ended September 30, 2020 | | Aggregate Compensation for the Fiscal Year Ended September 30, 2020 | | Current Independent Trustees | | Aggregate Compensation from the Ivy Funds | | | Total Compensation from the Fund Complex | | | Aggregate Compensation from the Ivy Funds | | | Total Compensation from the Fund Complex | | James M. Concannon | | $ | 238,683 | | | $ | 284,500 | | | $ | 269,284 | | | $ | 321,250 | | H. Jeffrey Dobbs | | | 89,289 | | | | 106,264 | | | | 259,855 | | | | 310,000 | | James D. Gressett | | | 251,673 | | | | 300,000 | | | | 243,093 | | | | 290,000 | | Joseph Harroz, Jr. | | | 325,735 | | | | 388,250 | | | | 322,725 | | | | 385,000 | | Glendon E. Johnson, Jr. | | | 244,970 | | | | 292,000 | | | | 243,093 | | | | 290,000 | | Sandra A. J. Lawrence | | | 89,289 | | | | 106,264 | | | | 264,047 | | | | 315,000 | | Frank J. Ross, Jr. | | | 260,069 | | | | 310,000 | | | | 255,666 | | | | 305,000 | | Michael G. Smith | | | 244,986 | | | | 292,000 | | | | 251,474 | | | | 300,000 | | Edward M. Tighe* | | | 244,986 | | | | 292,000 | | | | 251,474 | | | | 300,000 | |
Of the total compensation from the Fund Complex listed above, the following amounts have been deferred: | | | | | James M. Concannon | | | $145,000175,000 | | H. Jeffrey Dobbs | | | 0 | | James D. Gressett | | | 50,000 | | Joseph Harroz, Jr. | | | 39,62538,500 | | Glendon E. Johnson, Jr. | | | 0 | | Sandra A. J. Lawrence | | | 0 | | Frank J. Ross, Jr. | | | 0 | | Michael G. Smith | | | 150,00039,375 | | Edward M. Tighe* | | | 142,12561,500 | |
Aggregate Compensation for the Fiscal Year Ended December 31, 2019 Current Independent Trustees | | | Aggregate Compensation from Ivy VIP | | Aggregate Compensation from InvestEd | | | Total Compensation from the Fund Complex | | | | Aggregate Compensation from Ivy VIP | | Aggregate Compensation from InvestEd | | | Total Compensation from the Fund Complex | | James M. Concannon | | $ | 43,172 | | $ | 1,835 | | | $ | 280,750 | | | $ | 43,172 | | $ | 1,835 | | | $ | 280,750 | | H. Jeffrey Dobbs | | | 27,869 | | | 1,186 | | | | 181,264 | | | | 27,869 | | | 1,186 | | | | 181,264 | | James D. Gressett | | | 45,387 | | | 1,923 | | | | 295,000 | | | | 45,387 | | | 1,923 | | | | 295,000 | | Joseph Harroz, Jr. | | | 59,126 | | | 2,511 | | | | 384,500 | | | | 59,126 | | | 2,511 | | | | 384,500 | | Glendon E. Johnson, Jr. | | | 44,138 | | | 1,876 | | | | 287,000 | | | | 44,138 | | | 1,876 | | | | 287,000 | | Sandra A. J. Lawrence | | | 27,869 | | | 1,186 | | | | 181,264 | | | | 27,869 | | | 1,186 | | | | 181,264 | | Frank J. Ross, Jr. | | | 46,913 | | | 1,991 | | | | 305,000 | | | | 46,913 | | | 1,991 | | | | 305,000 | | Michael G. Smith | | | 44,899 | | | 1,909 | | | | 292,000 | | | | 44,899 | | | 1,909 | | | | 292,000 | | Edward M. Tighe* | | | 44,899 | | | 1,909 | | | | 292,000 | | | | 44,899 | | | 1,909 | | | | 292,000 | |
Of the total compensation from the Fund Complex listed above, the following amounts have been deferred: | | | | | James M. Concannon | | $ | 160,000 | | H. Jeffrey Dobbs | | | 0 | |
Joseph Harroz, Jr. | | | 39,250 | | Glendon E. Johnson, Jr. | | | 0 | | Sandra A. J. Lawrence | | | 0 | | Frank J. Ross, Jr. | | | 0 | | Michael G. Smith | | | 150,000 | | Edward M. Tighe* | | | 150,000 | |
*Effective January 1, 2021, Mr. Tighe no longer serves as a Trustee of the Trusts.
On April 1, 2010, each of the then-existing series of the Ivy Funds became the successor either to one of the series of Ivy Funds, Inc., organized as a Maryland corporation on January 29, 1992, or to one of the series of Ivy Funds, organized as a Massachusetts business trust on December 21, 1983 (collectively, the “Predecessor Funds”). The board of directors of the Predecessor Funds created an honorary position of Director Emeritus, whereby a director of the Predecessor Funds who attained the age of 75 was required to resign his or her position as director and, unless he or she elected otherwise, to serve as a Director Emeritus, provided the director had served on the board of the Predecessor Funds (or predecessor entity) for at least five years, which need not have been consecutive. A Director Emeritus had no authority or responsibility with respect to the management of the Funds, but did receive fees in recognition of his or her past services, whether or not services were rendered in his or her capacity as Director Emeritus. The Board has eliminated the plan for present and future Board members.
Under the Predecessor Board’s plan, a Director Emeritus received an annual fee in an amount equal to the annual retainer he or she was receiving at the time he or she resigned as a director of the Predecessor Funds. Messrs. William T. Morgan and Paul S. Wise retired as Directors of the Ivy Funds, and both served as Director Emeritus, until their passing in December 2019 and October 2019, respectively.
The following table shows the fees paid to each Director Emeritus, and the portion of that fee paid by the Trust, for the fiscal year ended March 31, 2020.
Director Emeritus | | Total Compensation from the Trust | | Total Compensation from the Fund Complex1 | | Total Compensation from the Trust | | Total Compensation from the Fund Complex1 | William T. Morgan | | $37,572 | | $43,500 | | $37,572 | | $43,500 | Paul S. Wise | | 32,535 | | 36,000 | | 32,535 | | 36,000 |
1 | The fees paid to each Trustee or Director Emeritus are allocated among the Ivy Funds that were in existence at the time the Trustee or Director elected Emeritus status, based on each Fund’s net assets at that time. |
Similarly, the board of the Waddell & Reed Advisors Funds, legacy funds, which merged into Ivy Funds in October 2017 (“WRA FundsFunds”), created an honorary emeritus position for former trustees of those funds (a "WRA Funds Trustee Emeritus"). Under that plan, an incumbent trustee who had attained the age of 70 could elect to serve as a Trustee Emeritus. Alternatively, if a trustee was initially elected on or after May 31, 1993 to the board of the WRA Funds or to the board of trustees of either Ivy VIP or InvestEd Portfolios (each, an “Other Trust”), or as a director of a fund to which the WRA Funds or an Otheranother Trust was the successor, and had attained the age of 78, such trustee was required to resign his or her position as trustee and, unless he or she elected otherwise, serve as Trustee Emeritus. In either case, that trustee must have served as a trustee or director of the WRA Funds or an Other Trust for at least five years, which need not have been consecutive. A WRA Funds Trustee Emeritus receives fees in recognition of his or her past services whether or not services are rendered in his or her Emeritus capacity, but he or she has no authority or responsibility with respect to the management of the Trust. The board of the WRA Funds combined with the Board of the Ivy Funds in 2017; therefore, the only Trustees on the Board of the Ivy Funds who are currently eligible for the position of WRA Funds Trustee Emeritus are those Trustees who were trustees of the WRA Funds on December 31, 2016.
A WRA Funds Trustee Emeritus receives an annual fee in an amount equal to the annual retainer he or she was receiving at the time he or she resigned as a trustee or director. If a WRA Funds Trustee Emeritus was initially elected as a trustee or director to the board of the WRA Funds or an Other Trust before May 31, 1993, such annual fee is payable as long as the trustee or director holds WRA Funds Trustee Emeritus status, which may be for the remainder of his or her lifetime. However, if a WRA Funds Trustee Emeritus was initially elected as a trustee or director to the board of the WRA Funds or an Other Trust on or after May 31, 1993, such WRA Funds Trustee Emeritus receives such annual fee only for a period of three years commencing upon the date the Trustee or Director began his or her emeritus service, or in an equivalent lump sum. A Trustee who takes the position of WRA Funds Trustee Emeritus after January 1, 2017, will only receive an annual fee in an amount equal to the annual retainer he or she received in 2016.
Each of Messrs. Jarold W. Boettcher, John A. Dillingham, Albert W. Herman and Frederick Vogel III serves as a WRA Funds Trustee Emeritus. Mr. Vogel initially was elected to a board of directors of a fund in the Fund Complex before May 31, 1993, and therefore receives an amount equal to the annual retainer he was receiving at the time he resigned as a Director for as long as he holds WRA Funds Trustee Emeritus status, which may be for the remainder of his lifetime. Each of the other WRA Funds Trustee Emeritus initially were elected after May 31, 1993, and each therefore receives an amount equal to the annual retainer he was receiving at the time he resigned as a trustee for three years commencing upon the date he became a WRA Funds Trustee Emeritus. Each of Messrs. William T. Morgan and Paul S. Wise also served as WRA Funds Trustee Emeritus until their passing in December 2019 and October 2019, respectively.
The fees paid to each WRA Funds Trustee Emeritus are allocated among the funds that were in existence at the time the WRA Funds Trustee Emeritus was elected to that status, based on each fund’s net assets at that time. As a result of transactions by which certain Ivy Funds assumed the assets and liabilities of corresponding predecessor WRA Funds, such payments are the responsibility of the corresponding successor Funds.
The following table shows the total fees paid, as well as the portion of those fees paid by the Trust to the current WRA Funds Trustee Emeritus, for the fiscal year ended March 31, 2020:
Director Emeritus | | Total Compensation from the Trust | | Total Compensation from the Fund Complex | | Total Compensation from the Trust | | Total Compensation from the Fund Complex | Jarold W. Boettcher | | $167,836 | | $200,000 | | $167,836 | | $200,000 | John A. Dillingham | | 142,008 | | 170,000 | | 142,008 | | 170,000 | Albert W. Herman | | 85,759 | | 127,500 | | 85,759 | | 127,500 | William T. Morgan | | 37,572 | | 43,500 | | 37,572 | | 43,500 | Frederick Vogel III | | 60,440 | | 78,500 | | 60,440 | | 78,500 | Paul S. Wise | | 32,535 | | 36,000 | | 32,535 | | 36,000 |
APPENDIX H
Form of Proposed New Investment Advisory Agreement
INVESTMENT MANAGEMENT AGREEMENT
AGREEMENT, made by and between [•], a [•] statutory trust (the “Trust”), on behalf of each series of shares of beneficial interest of the Trust that is listed on Exhibit A to this Agreement, as that Exhibit may be amended from time to time (each such series of shares is hereinafter referred to as a “Fund” and, together with other series of shares listed on such Exhibit, the “Funds”), and DELAWARE MANAGEMENT COMPANY, a series of Macquarie Investment Management Business Trust, a Delaware statutory trust (the “Investment Manager”).
WITNESSETH:
WHEREAS, the Trust has been organized and operates as an investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”);
WHEREAS, each Fund engages in the business of investing and reinvesting its assets in securities;
WHEREAS, the Investment Manager is registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), as an investment adviser and engages in the business of providing investment management services; and
WHEREAS, the Trust, on behalf of each Fund, and the Investment Manager desire to enter into this Agreement so that the Investment Manager may provide investment management services to each Fund.
NOW, THEREFORE, in consideration of the mutual covenants herein contained, and each of the parties hereto intending to be legally bound, it is agreed as follows:
1. The Trust hereby employs the Investment Manager to manage the investment and reinvestment of each Fund’s assets and to administer its affairs, subject to the direction of the Trust’s Board of Trustees and officers for the period and on the terms hereinafter set forth. The Investment Manager hereby accepts such employment and agrees during such period to render the services and assume the obligations herein set forth for the compensation herein provided. The Investment Manager shall for all purposes herein be deemed to be an independent contractor, and shall, unless otherwise expressly provided and authorized, have no authority to act for or represent the Trust or the Funds in any way, or in any way be deemed an agent of the Trust or the Funds. The Investment Manager shall regularly make decisions as to what securities and other instruments to purchase and sell on behalf of each Fund and shall effect the purchase and sale of such investments in furtherance of each Fund’s investment objectives and policies and shall furnish the Board of Trustees of the Trust with such information and reports regarding each Fund’s investments as the Investment Manager deems appropriate or as the Trustees of the Trust may reasonably request. Such decisions and services shall include exercising discretion regarding any voting rights, rights to consent to corporate actions and any other rights pertaining to each Fund’s investment securities.
2. The Trust shall conduct its own business and affairs and shall bear the expenses and salaries necessary and incidental thereto, including, but not in limitation of the foregoing, the costs incurred in: the maintenance of its corporate existence; the maintenance of its own books, records and procedures; dealing with its own shareholders; the payment of dividends; transfer of shares, including issuance, redemption and repurchase of shares; preparation of share certificates; reports and notices to shareholders; calling and holding of shareholders’ and trustees’ meetings; miscellaneous office expenses; brokerage commissions; custodian fees; legal, auditing, fund accounting, and financial administration fees; taxes; federal and state registration fees; and other costs and expenses approved by the Board of Trustees. Trustees, officers and employees of the Investment Manager may be directors, trustees, officers and employees of any of the investment companies within the Delaware Investments family of funds (including the Trust). Trustees, officers and employees of the Investment Manager who are directors, trustees, officers and/or employees of these investment companies shall not receive any compensation from such companies for acting in such dual capacity.
In the conduct of the respective businesses of the parties hereto and in the performance of this Agreement, the Trust and Investment Manager may share facilities common to each, which may include legal and accounting personnel, with appropriate proration of expenses between them.
3. (a) Subject to the primary objective of obtaining the best execution, the Investment Manager may place orders for the purchase and sale of portfolio securities and other instruments with such broker/dealers selected by the Investment Manager who provide statistical, factual and financial information and services to the Trust, to the Investment Manager, to any sub-adviser (as defined in Paragraph 5 hereof, a “Sub-Adviser”) or to any other fund or account for which the Investment Manager or any Sub-Adviser provides investment advisory services and/or with broker/dealers who sell shares of the Trust or who sell shares of any other investment company (or series thereof) for which the Investment Manager or any Sub-Adviser provides investment advisory services. Broker/dealers who sell shares of any investment companies or series thereof for which the Investment Manager or Sub-Adviser provides investment advisory services shall only receive orders for the purchase or sale of portfolio securities to the extent that the placing of such orders is in compliance with the rules of the Securities and Exchange Commission (the “SEC”) and Financial Industry Regulatory Authority, Inc. (“FINRA”) and does not take into account such broker/dealer’s promotion or sale of such shares.
(b) Notwithstanding the provisions of subparagraph (a) above and subject to such policies and procedures as may be adopted by the Board of Trustees and officers of the Trust, the Investment Manager may cause a Fund to pay a member of an exchange, broker or dealer an amount of commission for effecting a securities transaction in excess of the amount of commission another member of an exchange, broker or dealer would have charged for effecting that transaction, in such instances where the Investment Manager has determined in good faith that such amount of commission was reasonable in relation to the value of the brokerage and research services provided by such member, broker or dealer, viewed in terms of either that particular transaction or the Investment Manager’s overall responsibilities with respect to the Trust and to other investment companies (or series thereof) and other advisory accounts for which the Investment Manager exercises investment discretion.
4. As compensation for the investment services to be rendered to a particular Fund by the Investment Manager under the provisions of this Agreement, the Trust shall pay monthly to the Investment Manager exclusively from that Fund’s assets, a fee based on the average daily net assets of that Fund during the month. Such fee shall be calculated in accordance with the fee schedule applicable to that Fund as set forth in Exhibit A hereto.
If this Agreement is terminated prior to the end of any calendar month with respect to a particular Fund, the management fee for such Fund shall be prorated for the portion of any month in which this Agreement is in effect with respect to such Fund according to the proportion which the number of calendar days during which the Agreement is in effect bears to the number of calendar days in the month, and shall be payable within 10 calendar days after the date of termination.
5. The Investment Manager may, at its expense, select and contract with one or more investment advisers registered under the Advisers Act (“Sub-Advisers”) to perform some or all of the services for a Fund for which it is responsible under this Agreement. The Investment Manager will compensate any Sub-Adviser for its services to the Fund. The Investment Manager may terminate the services of any Sub-Adviser at any time in its sole discretion, and shall at such time assume the responsibilities of such Sub-Adviser unless and until a successor Sub-Adviser is selected and the requisite approval of the Fund’s shareholders, if required, is obtained. The Investment Manager will continue to have responsibility for all advisory services furnished by any Sub-Adviser.
6. The services to be rendered by the Investment Manager to the Trust under the provisions of this Agreement are not to be deemed to be exclusive. The Investment Manager, its trustees, officers, employees, agents and shareholders may engage in other businesses, may render investment advisory services to other investment companies, or to any other corporation, association, firm or individual, and may render underwriting services to the Trust or to any other investment company, corporation, association, firm or individual, so long as the Investment Manager’s other activities do not impair its ability to render the services provided for in this Agreement.
7. It is understood and agreed that so long as the Investment Manager and/or its advisory affiliates shall continue to serve as the Trust’s investment adviser, other investment companies as may be sponsored or advised by the Investment Manager or its affiliates may have the right permanently to adopt and to use the words “Delaware,”
“Delaware Investments” or “Delaware Group” in their names and in the names of any series or class of shares of such funds.
8. In the absence of willful misfeasance, bad faith, gross negligence, or a reckless disregard of the performance of its duties as the Investment Manager to the Trust, the Investment Manager shall not be subject to liability to the Trust or to any shareholder of the Trust for any action or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security, or otherwise.
9. (a) This Agreement shall be executed and become effective as of the date written below, and shall become effective with respect to a particular Fund as of the effective date set forth in Exhibit A for that Fund, only if approved by the vote of a majority of the outstanding voting securities of that Fund. It shall continue in effect for an initial period of two years for each Fund and may be renewed thereafter only so long as such renewal and continuance is specifically approved at least annually by the Board of Trustees or by the vote of a majority of the outstanding voting securities of that Fund and only if the terms and the renewal hereof have been approved by the vote of a majority of the Trustees of the Trust who are not parties hereto or interested persons of any such party (“Independent Trustees”), cast in person at a meeting called for the purpose of voting on such approval.
(b) This Agreement (and Exhibit A hereto) may be amended without the approval of a majority of the outstanding voting securities of the Fund if the amendment relates solely to a management fee reduction or other change that is permitted or not prohibited under then current federal law, rule, regulation or SEC staff interpretation thereof to be made without shareholder approval. This Agreement may be amended from time to time pursuant to a written agreement executed by the Trust, on behalf of the applicable Fund, and the Investment Manager.
(c) This Agreement may be terminated as to any Fund by the Trust at any time, without the payment of a penalty, on sixty days’ written notice to the Investment Manager of the Trust’s intention to do so, pursuant to action by the Board of Trustees of the Trust or pursuant to the vote of a majority of the outstanding voting securities of the affected Fund. The Investment Manager may terminate this Agreement at any time, without the payment of a penalty, on sixty days’ written notice to the Trust of its intention to do so. Upon termination of this Agreement, the obligations of all the parties hereunder shall cease and terminate as of the date of such termination, except for any obligation to respond for a breach of this Agreement committed prior to such termination, and except for the obligation of the Trust to pay to the Investment Manager the fee provided in Paragraph 4 hereof, prorated to the date of termination. This Agreement shall automatically terminate in the event of its assignment.
10. This Agreement shall extend to and bind the administrators, successors and permitted assigns of the parties hereto.
11. For the purposes of this Agreement, (i) the terms “vote of a majority of the outstanding voting securities”; “interested persons”; and “assignment” shall have the meaning ascribed to them in the 1940 Act, and (ii) references to the SEC and FINRA shall be deemed to include any successor regulators.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be signed by their duly authorized officers as of the [•] day of [•], [•].
DELAWARE MANAGEMENT COMPANY, a series of Macquarie Investment Management a series of Macquarie Investment Management Business Trust
| | | By: | /s/
| Name: | | Title: | | | | [•], | on behalf of the Funds listed on Exhibit A | | | By: | /s/ | Name: | | Title: | |
By: /s/
Name:
Title:
[•],
on behalf of the Funds listed on Exhibit A
By: /s/
Name:
Title:
EXHIBIT A
THIS EXHIBIT to the Investment Management Agreement between [•] and DELAWARE MANAGEMENT COMPANY, a series of Macquarie Investment Management Business Trust (the “Investment Manager”), entered into as of the [•] day of [•], [•] (the “Agreement”) lists the Funds for which the Investment Manager provides investment management services pursuant to this Agreement, along with the management fee rate schedule for each Fund and the date on which the Agreement became effective for each Fund.
Fund Name | Effective Date | Management Fee Schedule (as a percentage of average daily net assets) Annual Rate | | | | Ivy Accumulative Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% of net assets | | | Over $1 billion and up to $2 billion | 0.65% of net assets | | | Over $2 billion and up to $3 billion | 0.60% of net assets | | | Over $3 billion | 0.55% of net assets
| Ivy Apollo Multi-Asset Income Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% of net assets | | | Over $1 billion and up to $2 billion | 0.65% of net assets | | | Over $2 billion and up to $3 billion | 0.61% of net assets | | | In excess of $3 billion | 0.58% of net assets
| Ivy Apollo Strategic Income Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.68% of net assets | | | Over $1 billion and up to $2 billion | 0.62% of net assets | | | Over $2 billion and up to $3 billion | 0.58% of net assets | | | In excess of $3 billion | 0.57% of net assets
| Ivy Asset Strategy Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% of net assets | | | Over $1 billion and up to $2 billion | 0.65% of net assets | | | Over $2 billion and up to $3 billion | 0.60% of net assets | | | Over $3 billion and up to $28 billion | 0.55% of net assets | | | Over $28 billion and up to $53 billion | 0.545% of net assets | | | In excess of $53 billion | 0.54% of net assets
| Ivy Balanced Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% of net assets | | | Over $1 billion and up to $2 billion | 0.65% of net assets | | | Over $2 billion and up to $3 billion | 0.60% of net assets | | | Over $3 billion and up to $5 billion | 0.55% of net assets | | | Over $5 billion and up to $10 billion | 0.54% of net assets | | | In excess of $10 billion | 0.53% of net assets | Ivy California Municipal High Income Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.525% of net assets | | | Over $500 million and up to $1 billion | 0.50% of net assets | | | Over $1 billion and up to $1.5 billion | 0.45% of net assets | | | Over $1.5 billion and up to $5 billion | 0.40% of net assets | | | Over $5 billion and up to $10 billion | 0.395% of net assets | | | Over $10 billion and up to $15 billion | 0.39% of net assets | | | In excess of $15 billion | 0.385% of net assets
| Ivy Cash Management Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.35% of net assets | | | Over $1 billion | 0.30% of net assets
| Ivy Core Equity Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% of net assets | | | Over $1 billion and up to $2 billion | 0.65% of net assets | | | Over $2 billion and up to $3 billion | 0.60% of net assets | | | Over $3 billion and up to $5 billion | 0.55% of net assets | | | Over $5 billion and up to $6 billion | 0.525% of net assets | | | Over $6 billion and up to $10 billion | 0.50% of net assets | | | In excess of $10 billion | 0.49% of net assets | Ivy Corporate Bond Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.475% of net assets | | | Over $1 billion and up to $1.5 billion | 0.45% of net assets | | | Over $1.5 billion | 0.40% of net assets |
Fund Name | Effective Date | Management Fee Schedule (as a percentage of average daily net assets) Annual Rate | Ivy Corporate Bond Fund | [•][•],[•] | Net AssetsFee
Up to $1 billion 0.475% of net assets
Over $1 billion and up to $1.5 billion 0.45% of net assets
Over $1.5 billion 0.40% of net assets
| Ivy Crossover Credit Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.50% of net assets | | | Over $500 million and up to $1 billion | 0.45% of net assets | | | Over $1 billion and up to $2.5 billion | 0.425% of net assets | | | Over $2.5 billion and up to $5 billion | 0.40% of net assets | | | In excess of $5 billion | 0.375%
| Ivy Emerging Markets Equity Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 1.00% of net assets | | | Over $500 million and up to $1 billion | 0.85% of net assets | | | Over $1 billion and up to $2 billion | 0.83% of net assets | | | Over $2 billion and up to $3 billion | 0.80% of net assets | | | Over $3 billion and up to $5 billion | 0.76% of net assets | | | Over $5 billion and up to $10 billion | 0.755% of net assets | | | In excess of $10 billion | 0.75% of net assets
| Ivy Energy Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% of net assets | | | Over $1 billion and up to $2 billion | 0.83% of net assets | | | Over $2 billion and up to $3 billion | 0.80% of net assets | | | Over $3 billion and up to $5 billion | 0.76% of net assets | | | Over $5 billion and up to $10 billion 0.755% | 0.75% of net assets | | | In excess of $10 billion 0.75% | 0.74% of net assets | Ivy Global Bond Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.625% of net assets | | | Over $500 million and up to $1 billion | 0.60% of net assets | | | Over $1 billion and up to $1.5 billion | 0.55% of net assets | | | Over $1.5 billion and up to $5 billion | 0.50% of net assets | | | Over $5 billion and up to $10 billion | 0.49% of net assets | | | In excess of $10 billion | 0.48% of net assets
| Ivy Global Equity Income Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% of net assets | | | Over $1 billion and up to $2 billion | 0.65% of net assets | | | Over $2 billion and up to $3 billion | 0.60% of net assets | | | Over $3 billion and up to $5 billion | 0.55% of net assets | | | Over $5 billion and up to $10 billion | 0.545% of net assets | | | In excess of $10 billion | 0.54% of net assets
| Ivy Global Growth Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% of net assets | | | Over $1 billion and up to $2 billion | 0.83% of net assets | | | Over $2 billion and up to $3 billion | 0.80% of net assets | | | Over $3 billion and up to $5 billion | 0.70% of net assets | | | Over $5 billion and up to $10 billion | 0.695% of net assets | | | In excess of $10 billion | 0.69% of net assets | Ivy Government Money Market Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.35% of net assets | | | In excess of $1 billion | 0.30% of net assets
| Ivy Government Securities Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.50% of net assets | | | Over $500 million and up to $1 billion | 0.45% of net assets | | | Over $1 billion and up to $1.5 billion | 0.40% of net assets In excess of
| | | Over $1.5 billion | 0.35% of net assets | Ivy High Income Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.625% of net assets | | | Over $500 million and up to $1 billion | 0.60% of net assets | | | Over $1 billion and up to $1.5 billion | 0.55% of net assets | | | Over $1.5 billion and up to $10 billion | 0.50% of net assets | | | Over $10 billion and up to $20 billion | 0.49% of net assets | | | In excess of $20 billion | 0.48% of net assets
| Ivy International Small Cap Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 1.00% of net assets | | | Over $1 billion and up to $2 billion | 0.95% of net assets | | | Over $2 billion and up to $5 billion | 0.90% of net assets | | | In excess of $5 billion | 0.85% of net assets |
Fund Name | Effective Date | Management Fee Schedule (as a percentage of average daily net assets) Annual Rate | Ivy International Core Equity Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion �� | 0.85% of net assets | | | Over $1 billion and up to $2 billion | 0.83% of net assets | | | Over $2 billion and up to $3 billion | 0.80% of net assets | | | Over $3 billion and up to $5 billion | 0.70% of net assets | | | Over $5 billion and up to $10 billion | 0.69% of net assets | | | In excess of $10 billion | 0.68% of net assets
| Ivy Large Cap Growth Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% of net assets | | | Over $1 billion and up to $2 billion | 0.65% of net assets | | | Over $2 billion and up to $3 billion | 0.60% of net assets | | | Over $3 billion and up to $5 billion | 0.55% of net assets | | | Over $5 billion and up to $10 billion | 0.545% of net assets | | | In excess of $10 billion | 0.54% of net assets
| Ivy LaSalle Global Real Estate Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.95% of net assets | | | Over $1 billion and up to $2 billion | 0.92% of net assets | | | Over $2 billion and up to $3 billion | 0.87% of net assets | | | Over $3 billion and up to $5 billion | 0.84% of net assets | | | Over $5 billion and up to $10 billion 0.825% | 0.82% of net assets | | | In excess of $10 billion | 0.80% of net assets
| Ivy Limited-Term Bond Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.50% of net assets | | | Over $500 million and up to $1 billion | 0.45% of net assets | | | Over $1 billion and up to $1.5 billion | 0.40% of net assets | | | Over $1.5 billion and up to $5 billion | 0.35% of net assets | | | Over $5 billion and up to $10 billion | 0.34% of net assets | | | In excess of $10 billion | 0.33% of net assets
| Ivy Managed International Opportunities Fund | [•][•],[•] | A cash fee computed each day on the net assets of the Fund at the annual rate of 0.05% of net assets.
| Ivy Mid Cap Growth Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% of net assets | | | Over $1 billion and up to $2 billion | 0.83% of net assets | | | Over $2 billion and up to $3 billion | 0.80% of net assets | | | Over $3 billion and up to $5 billion | 0.76% of net assets | | | Over $5 billion and up to $10 billion | 0.73% of net assets | | | Over $10 billion and up to $15 billion | 0.70% of net assets | | | In excess of $10$15 billion | 0.67% of net assets
| Ivy Mid Cap Income Opportunities Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% of net assets | | | Over $1 billion and up to $2 billion | 0.83% of net assets | | | Over $2 billion and up to $3 billion | 0.80% of net assets | | | Over $3 billion and up to $5 billion | 0.76% of net assets | | | Over $5 billion and up to $10 billion | 0.73% of net assets | | | Over $10 billion and up to $15 billion | 0.70% of net assets | | | In excess of $10$15 billion | 0.67% of net assets
| Ivy Municipal Bond Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.525% of net assets | | | Over $500 million and up to $1 billion | 0.50% of net assets | | | Over $1 billion and up to $1.5 billion | 0.45% of net assets | | | Over $1.5 billion and up to $5 billion | 0.40% of net assets | | | Over $5 billion and up to $10 billion | 0.395% of net assets | | | Over $10 billion and up to $15 billion | 0.39% of net assets | | | In excess of $10$15 billion | 0.385% of net assets
| Ivy Municipal High Income Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.525% of net assets | | | Over $500 million and up to $1 billion | 0.50% of net assets | | | Over $1 billion and up to $1.5 billion | 0.45% of net assets | | | Over $1.5 billion and up to $5 billion | 0.40% of net assets | | | Over $5 billion and up to $10 billion | 0.395% of net assets | | | Over $10 billion and up to $15 billion | 0.39% of net assets | | | In excess of $10$15 billion | 0.385% of net assets |
Fund Name | Effective Date | Management Fee Schedule (as a percentage of average daily net assets) Annual Rate | Ivy Natural Resources Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% of net assets | | | Over $1 billion and up to $2 billion | 0.83% of net assets | | | Over $2 billion and up to $3 billion | 0.80% of net assets | | | Over $3 billion and up to $5 billion | 0.76% of net assets | | | Over $5 billion and up to $10 billion | 0.73% of net assets | | | In excess of $10 billion | 0.70% of net assets
| Ivy Pictet Emerging Markets Local Currency Debt Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.75% of net assets | | | Over $1 billion and up to $2 billion | 0.725% of net assets | | | Over $2 billion and up to $5 billion | 0.70% of net assets | | | Over $5 billion and up to $10 billion | 0.675% of net assets | | | In excess of $10 billion | 0.65% of net assets
| Ivy Pictet Targeted Return Bond Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.90% of net assets | | | Over $1 billion and up to $2 billion | 0.85% of net assets | | | Over $2 billion and up to $5 billion | 0.80% of net assets | | | In excess of $5 billion | 0.75% of net assets
| Ivy PineBridge High Yield Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.625% of net assets | | | Over $500 million and up to $1 billion | 0.60% of net assets | | | Over $1 billion and up to $1.5 billion | 0.55% of net assets | | | Over $1.5 billion and up to $10 billion | 0.50% of net assets | | | Over $10 billion and up to $20 billion | 0.49% of net assets In excess of
| | | Over $20 billion | 0.48% of net assets
| Ivy ProShares Interest Rate Hedged High Yield Index Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.50% of net assets | | | Over $1 billion and up to $2 billion | 0.48% of net assets | | | Over $2 billion and up to $5 billion | 0.46% of net assets | | | In excess of $5 billion | 0.45% of net assets
| Ivy ProShares MSCI ACWI Index Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.45% of net assets | | | Over $1 billion and up to $2 billion | 0.43% of net assets | | | Over $2 billion and up to $5 billion | 0.41% of net assets | | | In excess of $5 billion | 0.40% of net assets
| Ivy ProShares Russell 2000 Dividend Growers Index Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.40% of net assets | | | Over $1 billion and up to $2 billion | 0.38% of net assets | | | Over $2 billion and up to $5 billion | 0.36% of net assets | | | In excess of $5 billion | 0.35% of net assets
| Ivy ProShares S&P 500 Bond Index Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.20% of net assets | | | Over $1 billion and up to $2 billion | 0.18% of net assets | | | Over $2 billion and up to $5 billion | 0.16% of net assets | | | In excess of $5 billion | 0.15% of net assets | Ivy ProShares S&P 500 Dividend Aristocrats Index Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.35% of net assets | | | Over $1 billion and up to $2 billion | 0.33% of net assets | | | Over $2 billion and up to $5 billion | 0.31% of net assets | | | In excess of $5 billion | 0.30% of net assets
| Ivy Pzena International Value Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 1.00% of net assets | | | Over $500 million and up to $1 billion | 0.85% of net assets | | | Over $1 billion and up to $2 billion | 0.83% of net assets | | | Over $2 billion and up to $3 billion | 0.80% of net assets | | | Over $3 billion and up to $5 billion | 0.76% of net assets | | | Over $5 billion and up to $10 billion | 0.73% of net assets | | | In excess of $10 billion | 0.70% of net assets
| Ivy Science and Technology Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% of net assets | | | Over $1 billion and up to $2 billion | 0.83% of net assets | | | Over $2 billion and up to $3 billion | 0.80% of net assets | | | Over $3 billion and up to $8 billion | 0.76% of net assets | | | Over $8 billion and up to $13 billion | 0.755% of net assets | | | In excess of $13 billion | 0.75% of net assets |
Fund Name | Effective Date | Management Fee Schedule (as a percentage of average daily net assets) Annual Rate | Ivy Securian Core Bond Fund | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.525% of net assets | | | Over $500 million and up to $1 billion | 0.50% of net assets | | | Over $1 billion and up to $1.5 billion | 0.45% of net assets | | | Over $1.5 billion and up to $5 billion | 0.40% of net assets | | | Over $5 billion and up to $10 billion | 0.395% of net assets | | | In excess of $10 billion | 0.39% of net assets
| Ivy Securian Real Estate Securities Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.90% of net assets | | | Over $1 billion and up to $2 billion | 0.87% of net assets | | | Over $2 billion and up to $3 billion | 0.84% of net assets | | | Over $3 billion and up to $5 billion | 0.80% of net assets | | | Over $5 billion and up to $10 billion | 0.76% of net assets | | | In excess of $10 billion | 0.72% of net assets
| Ivy Small Cap Core Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% of net assets | | | Over $1 billion and up to $2 billion | 0.83% of net assets | | | Over $2 billion and up to $3 billion | 0.80% of net assets | | | Over $3 billion and up to $5 billion | 0.76% of net assets | | | Over $5 billion and up to $10 billion | 0.73% of net assets | | | In excess of $10 billion
| 0.72% of net assets
| Ivy Small Cap Growth Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% of net assets | | | Over $1 billion and up to $2 billion | 0.83% of net assets | | | Over $2 billion and up to $3 billion | 0.80% of net assets | | | Over $3 billion and up to $5 billion | 0.76% of net assets | | | Over $5 billion and up to $10 billion | 0.73% of net assets | | | In excess of $10 billion | 0.72% of net assets | Ivy Value Fund | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% of net assets | | | Over $1 billion and up to $2 billion | 0.65% of net assets | | | Over $2 billion and up to $3 billion | 0.60% of net assets | | | Over $3 billion and up to $5 billion | 0.55% of net assets | | | Over $5 billion and up to $10 billion | 0.545% of net assets | | | In excess of $10 billion | 0.54% of net assets
| Ivy Wilshire Global Allocation Fund | [•][•],[•] | Predecessor Strategy | | | | Net Assets | Fee | | | Up to $1 billion | 0.70% of net assets | | | Over $1 billion and up to $2 billion | 0.65% of net assets | | | Over $2 billion and up to $3 billion | 0.60% of net assets | | | Over $3 billion | 0.55% of net assets | | | | | | | Successor Strategy | | | | | | | | Net Assets | Fee | | | Up to $500 million | 0.06% of net assets | | | Over $500 million and up to $1 billion | 0.05% of net assets | | | Over $1 billion and up to $2 billion | 0.04% of net assets | | | Over $2 billion | 0.03% of net assets | Ivy VIP Asset Strategy*Strategy | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% | | | Over $1 billion and up to $2 billion | 0.65% | | | Over $2 billion and up to $3 billion | 0.60% In excess of
| | | Over $3 billion | 0.55% | Ivy VIP Balanced*Balanced | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% | | | Over $1 billion and up to $2 billion | 0.65% | | | Over $2 billion and up to $3 billion | 0.60% In excess of
| | | Over $3 billion | 0.55% | Ivy VIP Core Equity*Equity | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% | | | Over $1 billion and up to $2 billion | 0.65% | | | Over $2 billion and up to $3 billion | 0.60% In excess of
| | | Over $3 billion | 0.55% |
Fund Name | Effective Date | Management Fee Schedule (as a percentage of average daily net assets) Annual Rate | Ivy VIP Corporate Bond*Bond | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.475% | | | Over $1 billion and up to $1.5 billion | 0.450% | | | Over 1.5$1.5 billion | 0.400% | Ivy VIP Energy*Energy | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% | | | Over $1 billion and up to $2 billion | 0.83% | | | Over $2 billion and up to $3 billion | 0.80% | | | Over $3 billion | 0.76%
| Ivy VIP Global Bond*Bond | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.625% | | | Over $500 million and up to $1 billion 06.00% | 0.600% | | | Over $1 billion and up to $1.5 billion | 0.550% | | | Over $1.5 billion | 0.500%
| Ivy VIP Global Equity Income*Income | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% | | | Over $1 billion and up to $2 billion | 0.65% | | | Over $2 billion and up to $3 billion | 0.60% | | | Over $3 billion | 0.55%
| Ivy VIP Global Growth*Growth | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% | | | Over $1 billion and up to $2 billion | 0.83% | | | Over $2 billion and up to $3 billion | 0.80% | | | Over $3 billion | 0.76%
| Ivy VIP Government Money Market*Market | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.35% | | | Over $1 billion | 0.30%
| Ivy VIP Growth*Growth | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% | | | Over $1 billion and up to $2 billion | 0.65% | | | Over $2 billion and up to $3 billion | 0.60% | | | Over $3 billion | 0.55%
| Ivy VIP High Income*Income | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.625% | | | Over $500 million and up to $1 billion | 0.600% | | | Over $1 billion and up to $1.5 billion | 0.550% | | | Over $1.5 billion | 0.500%
| Ivy VIP Limited-Term Bond*Bond | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.50% | | | Over $500 million and up to $1 billion | 0.45% | | | Over $1 billion and up to $1.5 billion | 0.40% | | | Over $1.5 billion | 0.35%
| Ivy VIP Mid Cap Growth*Growth | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% | | | Over $1 billion and up to $2 billion | 0.83% | | | Over $2 billion and up to $3 billion | 0.80% | | | Over $3 billion | 0.76%
| Ivy VIP Science and Technology*Technology | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% | | | Over $1 billion and up to $2 billion | 0.83% | | | Over $2 billion and up to $3 billion | 0.80% | | | Over $3 billion | 0.76%
| Ivy VIP Small Cap Growth*Growth | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% | | | Over $1 billion and up to $2 billion | 0.83% | | | Over $2 billion and up to $3 billion | 0.80% | | | Over $3 billion | 0.76%
| Ivy VIP Value*Value | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.70% | | | Over $1 billion and up to $2 billion | 0.65% | | | Over $2 billion and up to $3 billion | 0.60% | | | Over $3 billion | 0.55%
| Ivy VIP Pathfinder Aggressive*Aggressive | [•][•],[•] | Net Assets | Fee | | | All net assets | 0.00% |
Fund Name | Effective Date | Management Fee Schedule (as a percentage of average daily net assets) Annual Rate | Ivy VIP Pathfinder Moderately Aggressive*Aggressive | [•][•],[•] | Net Assets | Fee | | | All net assets | 0.00% | Ivy VIP Pathfinder Moderate*Moderate
| [•][•],[•] | Net Assets | Fee | | | All net assets | 0.00% | Ivy VIP Pathfinder Moderately Conservative*Conservative | [•][•],[•] | Net Assets | Fee | | | All net assets | 0.00% | Ivy VIP Pathfinder Conservative*Conservative | [•][•],[•] | Net Assets | Fee | | | All net assets | 0.00% | Ivy VIP International Core Equity | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% | | | Over $1 billion and up to $2 billion | 0.83% | | | Over $2 billion and up to $3 billion | 0.80% | | | Over $3 billion | 0.76% | Ivy VIP Natural Resources | [•][•],[•] | Net Assets | Fee | | | Up to $1 billion | 0.85% | | | Over $1 billion and up to $2 billion | 0.83% | | | Over $2 billion and up to $3 billion | 0.80% | | | Over $billion$3 billion and up to $5 billion | 0.76% | | | Over $5 billion and up to $10 billion | 0.73% | | | Over $10 billion | 0.70%
| Ivy VIP Pathfinder Moderate – Managed Volatility | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.20% | | | Over $500 million and up to $1 billion | 0.17% | | | Over $1 billion | 0.15% | Ivy VIP Pathfinder Moderately Aggressive – Managed Volatility | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.20% | | | Over $500 million and up to $1 billion | 0.17% | | | Over $1 billion | 0.15% | Ivy VIP Pathfinder Moderately Conservative – Managed Volatility | [•][•],[•] | Net Assets | Fee | | | Up to $500 million | 0.20% | | | Over $500 million and up to $1 billion | 0.17% | | | Over $1 billion | 0.15% | Ivy VIP Securian Real Estate Securities | [•][•],[•] | Net Fund Assets | Fee | | | Up to $1 billion | 0.90% | | | Over $1 billion and up to $2 billion | 0.87% | | | Over $2 billion and up to $3 billion | 0.84% | | | Over $3 billion | 0.80% | Ivy VIP Small Cap Core | [•][•],[•] | Net Fund Assets | Fee | | | Up to $1 billion | 0.85% | | | Over $1 billion and up to $2 billion | 0.83% | | | Over $2 billion and up to $3 billion | 0.80% | | | Over $3 billion | 0.76% | InvestEd 90 Portfolio | [•][•],[•] | Delaware Management Company will not receive, and will not have any right to, reimbursement from any Fund of Management Fees pursuant to this Investment Management Agreement. | InvestEd 80 Portfolio | [•][•],[•] | Delaware Management Company will not receive, and will not have any right to, reimbursement from any Fund of Management Fees pursuant to this Investment Management Agreement. | InvestEd 70 Portfolio | [•][•],[•] | Delaware Management Company will not receive, and will not have any right to, reimbursement from any Fund of Management Fees pursuant to this Investment Management Agreement. | InvestEd 60 Portfolio | [•][•],[•] | Delaware Management Company will not receive, and will not have any right to, reimbursement from any Fund of Management Fees pursuant to this Investment Management Agreement. | InvestEd 50 Portfolio | [•][•],[•] | Delaware Management Company will not receive, and will not have any right to, reimbursement from any Fund of Management Fees pursuant to this Investment Management Agreement. | InvestEd 40 Portfolio | [•][•],[•] | Delaware Management Company will not receive, and will not have any right to, reimbursement from any Fund of Management Fees pursuant to this Investment Management Agreement. | InvestEd 30 Portfolio | [•][•],[•] | Delaware Management Company will not receive, and will not have any right to, reimbursement from any Fund of Management Fees pursuant to this Investment Management Agreement. | InvestEd 20 Portfolio | [•][•],[•] | Delaware Management Company will not receive, and will not have any right to, reimbursement from any Fund of Management Fees pursuant to this Investment Management Agreement. |
Fund Name | Effective Date | Management Fee Schedule (as a percentage of average daily net assets) Annual Rate | InvestEd 10 Portfolio | [•][•],[•] | Delaware Management Company will not receive, and will not have any right to, reimbursement from any Fund of Management Fees pursuant to this Investment Management Agreement. | InvestEd 0 Portfolio | [•][•],[•] | Delaware Management Company will not receive, and will not have any right to, reimbursement from any Fund of Management Fees pursuant to this Investment Management Agreement. |
* | If a Fund’s net assets are less than $25 million, Delaware Management Company has agreed to voluntarily waive the management fee, subject to its right to change or modify this waiver
|
APPENDIX I
Ownership Structure of DMC and DMC’s Executive Officers and Directors
Delaware Management Company (“DMC”) is one of six series of Macquarie Investment Management Business Trust (“MIMBT”), a Delaware statutory trust. MIMBT is a wholly-owned subsidiary of Delaware Investments Management Company, LLC, which is a wholly-owned subsidiary of Macquarie Management Holdings, Inc., which is a wholly-owned subsidiary of Macquarie Affiliated Managers (USA) Inc., which is a wholly-owned subsidiary of Macquarie Affiliated Managers Holdings (USA) Inc., which is a wholly-owned subsidiary of Macquarie FG Holdings Inc., which is a wholly-owned subsidiary of Macquarie Asset Management US Holdings Pty Limited, which is a wholly-owned subsidiary of Macquarie Asset Management Holdings Pty Limited, which is a wholly-owned subsidiary of Macquarie Group Limited (“Macquarie Group”), the ultimate parent company of MIMBT.
Effective September 15, 2020, the principal executive officers and directors of MIMBT were as follows:
Name | Position | Brian Lawrence Murray | SVP, Global Chief Compliance Officer | David Forrester Connor | SVP, General Counsel, Secretary | Shawn Keith Lytle | Chief Executive Officer, President, Trustee | Roger Allen Early | EVP | Richard Salus | SVP | Stephen Hoban | Chief Financial Officer | John Leonard | EVP Global Chair of Equities | David Brenner | SVP Chief Administration Officer | Brett Lewthwaite | EVP, Chief Investment Officer |
The principal business address of MIMBT and the foregoing individuals is 610 Market Street, Philadelphia, PA 19106.
The principal business address of MIMBT’s parent companies are as follows:
Name | Address | Delaware Investments Management Company, LLC | 100 Independence, 610 Market Street, Philadelphia, PA 19106 | Macquarie Management Holdings, Inc. | 100 Independence, 610 Market Street, Philadelphia, PA 19106 | Macquarie Affiliated Managers (USA) Inc. | 125 West 55th Street, New York, NY 10019 | Macquarie Affiliated Managers Holdings (USA) Inc. | 125 West 55th Street, New York, NY 10019 | Macquarie FG Holdings Inc. | 125 West 55th Street, New York, NY 10019 | Macquarie Equities (US) Holdings Pty Limited | 125 West 55th Street, New York, NY 10019 | Macquarie Group (US) Holdings No. 1 Pty Limited | Level 6, 50 Martin Place, Sydney, New South Wales, 2000Australia | Macquarie Corporate International Holdings Pty Limited | Level 6, 50 Martin Place, Sydney, New South Wales, 2000Australia | Macquarie Corporate Holdings Pty Limited | Level 6, 50 Martin Place, Sydney, New South Wales, 2000Australia | Macquarie Financial Holdings Pty Limited | Level 6, 50 Martin Place, Sydney, New South Wales, 2000Australia | Macquarie Group Limited | Level 6, 50 Martin Place, Sydney NSW 2000, Australia |
APPENDIX J
Information Regarding DMC’s Other Investment Company Clients
The following table sets forth information regarding other registered investment companies or series thereof (other than the Trusts and the Funds) managed in all or in part by DMC.
DMC-Managed Fund | Effective Fee Rate based on Net Assets as of November 30, 2020 | Net Assets as of November 30, 2020 ($) | DMC has contractually agreed to waive all or a portion of its investment advisory fees and/or pay/reimburse expenses to cap total expenses at a specified amount as of September 30, 2020 (Yes/No)* | Delaware Strategic Allocation Fund | 0.65% | 244,334,947 | Yes | Delaware Total Return Fund | 0.65% | 553,824,002 | Yes | Delaware Wealth Builder Fund | 0.65% | 400,058,404 | Yes | Delaware Floating Rate Fund | 0.50% | 115,018,714 | Yes | Delaware Floating Rate II Fund | 0.50% | 55,480,503 | Yes | Delaware Corporate Bond Fund | 0.48% | 1,220,657,567 | Yes | Delaware Investment Grade Fund | 0.50% | 259,914,362 | Yes | Delaware Emerging Markets Fund | 1.14% | 5,728,643,403 | Yes | Delaware Emerging Markets Debt Corporate Fund | 0.75% | 69,318,013 | Yes | Delaware International Fund | 0.85% | 287,558,394 | Yes | Delaware International Value Equity Fund | 0.85% | 318,977,155 | Yes | Delaware International Small Cap Fund | 0.85% | 115,046,067 | Yes | Delaware Healthcare Fund | 0.82% | 1,228,928,452 | No | Delaware Fund for Income | 0.65% | 429,963,422 | Yes | Delaware High-Yield Opportunities Fund | 0.65% | 171,866,183 | Yes | Delaware National High-Yield Municipal Bond Fund | 0.51% | 1,425,828,921 | Yes | Delaware Diversified Income Fund | 0.46% | 3,696,373,172 | Yes | Delaware Growth Equity Fund | 0.65% | 611,749,531 | Yes | Delaware Select Growth Fund | 0.75% | 364,694,260 | Yes | Delaware U.S. Growth Fund | 0.57% | 2,729,434,114 | Yes | Delaware Covered Call Strategy Fund | 0.80% | 155,825,078 | Yes | Delaware Equity Income Fund | 0.65% | 315,948,893 | Yes | Delaware Growth and Income Fund | 0.60% | 1,083,139,391 | Yes | Delaware Value Fund | 0.51% | 10,440,029,289 | No | Delaware Smid Cap Growth Fund | 0.69% | 4,398,608,538 | No | Delaware Mid Cap Value Fund | 0.75% | 78,179,497 | Yes | Delaware Opportunity Fund | 0.75% | 666,357,390 | Yes | Delaware Extended Duration Bond Fund | 0.54% | 580,671,111 | Yes | Delaware Strategic Income Fund | 0.55% | 44,989,849 | Yes | Delaware Strategic Income II Fund | 0.55% | 94,260,607 | Yes | Delaware Tax-Free California Fund | 0.55% | 84,660,163 | Yes | Delaware Minnesota High-Yield Municipal Bond Fund | 0.55% | 202,510,630 | Yes | Delaware Tax-Free Minnesota Fund | 0.54% | 585,498,302 | Yes |
DMC-Managed Fund | Effective Fee Rate based on Net Assets as of November 30, 2020 | Net Assets as of November 30, 2020 ($) | DMC has contractually agreed to waive all or a portion of its investment advisory fees and/or pay/reimburse expenses to cap total expenses at a specified amount as of September 30, 2020 (Yes/No)* | Delaware Tax-Free Minnesota Intermediate Fund | 0.50% | 89,526,928 | Yes | Delaware Tax-Free USA Intermediate Fund | 0.50% | 590,019,535 | Yes | Delaware Tax-Free USA Fund | 0.55% | 632,761,536 | Yes | Delaware Tax-Free New Jersey Fund | 0.55% | 30,988,345 | Yes | Delaware Tax-Free New York Fund | 0.55% | 89,460,750 | Yes | Delaware Tax-Free Pennsylvania Fund | 0.55% | 441,565,075 | Yes | Delaware Tax-Free Arizona Fund | 0.50% | 81,404,165 | Yes | Delaware Tax-Free Colorado Fund | 0.55% | 225,123,732 | Yes | Delaware Tax-Free Idaho Fund | 0.55% | 110,033,958 | Yes | Delaware Tax-Free Oregon Fund | 0.55% | 42,033,615 | Yes | Delaware Hedged U.S. Equity Opportunities Fund | 1.15% | 75,974,073 | Yes | Delaware Premium Income Fund | 0.80% | 60,285,678 | Yes | Delaware Limited Duration Bond Fund | 0.50% | 171,444,091 | Yes | Delaware Limited-Term Diversified Income Fund | 0.50% | 447,187,074 | Yes | Delaware Small Cap Core Fund | 0.65% | 5,939,522,299 | No | Delaware Small Cap Growth Fund | 0.75% | 114,983,867 | Yes | Delaware Small Cap Value Fund | 0.65% | 4,684,380,657 | No | Delaware Special Situations Fund | 0.75% | 321,364,775 | Yes | Delaware Investments Ultrashort Fund | 0.30% | 90,492,257 | Yes | Delaware Global Listed Real Assets Fund | 0.75% | 105,259,276 | Yes | Delaware International Opportunities Bond Fund | 0.75% | 26,109,521 | Yes | Delaware Global Equity Fund | 0.85% | 285,941,356 | Yes | Delaware VIP Total Return Series | 0.65% | 52,952,954 | Yes | Delaware VIP Investment Grade Series | 0.50% | 59,846,034 | Yes | Delaware VIP Emerging Markets Series | 1.24% | 658,361,437 | Yes | Delaware VIP International Series | 0.85% | 156,466,235 | Yes | Delaware VIP Fund for Income Series | 0.65% | 97,067,023 | Yes | Delaware VIP High Yield Series | 0.65% | 193,404,725 | Yes | Delaware VIP Diversified Income Series | 0.58% | 2,682,671,397 | Yes | Delaware VIP Growth Equity Series | 0.65% | 100,917,959 | Yes | Delaware VIP U.S. Growth Series | 0.65% | 428,912,956 | No | Delaware VIP Equity Income Series | 0.65% | 109,993,147 | Yes | Delaware VIP Growth and Income Series | 0.65% | 452,598,878 | Yes | Delaware VIP Value Series | 0.63% | 762,312,339 | No | Delaware VIP Opportunity Series | 0.75% | 82,120,851 | Yes | Delaware VIP Smid Cap Core Series | 0.74% | 619,438,677 | No | Delaware VIP REIT Series | 0.75% | 377,561,427 | Yes | Delaware VIP Limited Duration Bond Series | 0.50% | 29,871,724 | Yes | Delaware VIP Limited-Term Diversified Income Series | 0.48% | 1,388,935,388 | Yes | Delaware VIP Small Cap Value Series | 0.71% | 1,234,821,322 | No | Delaware VIP Special Situations Series | 0.75% | 204,074,734 | Yes |
DMC-Managed Fund | Effective Fee Rate based on Net Assets as of November 30, 2020 | Net Assets as of November 30, 2020 ($) | DMC has contractually agreed to waive all or a portion of its investment advisory fees and/or pay/reimburse expenses to cap total expenses at a specified amount as of September 30, 2020 (Yes/No)* | Delaware Enhanced Global Dividend & Income Fund | 0.95% | 124,876,294 | No | Delaware Investments Dividend & Income Fund, Inc. | 0.55% | 73,575,681 | No | Delaware Investments Colorado Municipal Income Fund, Inc. | 0.40% | 73,862,517 | No | Delaware Investments National Municipal Income Fund | 0.40% | 66,432,258 | No | Delaware Investments Minnesota Municipal Income Fund II, Inc. | 0.40% | 171,769,276 | No |
* | For these Funds, DMC has contractually agreed to waive all or a portion of its investment advisory fees and/or pay/reimburse expenses to cap total expenses at a specified amount as disclosed in each Fund’s current prospectus and/or SAI. |
APPENDIX K
Fees Paid to IICO and its Affiliates
The following table provides the fees paid by each Fund to IICO and IICO’s affiliates during its most recent fiscal year. All fees are shown net of any applicable waivers and reimbursements.
None of the following Trusts paid affiliated brokerage fees during the most recent fiscal year.
IVY FUNDS — FYE: March 31, 2020
Fund Name | FYE | Advisory Fee Paid to IICO** | Shareholder Servicing Fee Paid to WISC | Out-of-Pocket Expenses of WISC | Accounting and Administrative Services Fees Paid to WISC | Distribution and Service Fees Paid (or Accrued) to IDI* - Class A | Distribution and Service Fees Paid (or Accrued) to IDI* - Class B | Distribution and Service Fees Paid (or Accrued) to IDI* - Class C | Distribution and Service Fees Paid (or Accrued) to IDI* - Class E | Distribution and Service Fees Paid (or Accrued) to IDI* - Class R | Distribution and Service Fees Paid (or Accrued) to IDI* - Class Y | Ivy Asset Strategy Fund | 3/31/20 | $ 18,978,586 | $ 2,291,333 | ��$ 2,823,511 | $ 274,761 | $ 3,483,288 | $ 343,545 | $ 5,003,742 | $ 92,164 | $ 202,116 | $ 344,912 | Ivy Balanced Fund | 3/31/20 | $ 16,661,373 | $ 2,503,639 | $ 1,305,034 | $ 274,761 | $ 3,210,792 | $ 311,607 | $ 3,253,761 | $ 574 | $ 64,600 | $ 53,166 | Ivy Core Equity Fund | 3/31/20 | $ 25,879,641 | $ 4,105,121 | $ 1,299,893 | $ 274,761 | $ 7,360,880 | $ 64,043 | $ 482,713 | $ 35,018 | $ 2,897 | $ 61,033 | Ivy Emerging Markets Equity Fund | 3/31/20 | $ 15,859,734 | $ 716,377 | $ 753,146 | $ 278,473 | $ 788,086 | $ 14,523 | $ 625,464 | $ 748 | $ 65,286 | $ 103,788 | Ivy Energy Fund | 3/31/20 | $ 2,248,285 | $ 85,319 | $ 202,876 | $ 102,559 | $ 243,372 | $ 7,099 | $ 186,656 | $ 207 | $ 70,950 | $ 31,061 | Ivy Global Bond Fund | 3/31/20 | $ 2,946,682 | $ 16,693 | $ 107,779 | $ 141,731 | $ 497,896 | $ 8,134 | $ 72,996 | $ - | $ 3,436 | $ 2,289 | Ivy Global Equity Income Fund | 3/31/20 | $ 5,277,536 | $ 945,895 | $ 360,415 | $ 210,492 | $ 894,578 | $ 36,143 | $ 164,991 | $ 13,163 | $ 3,365 | $ 17,008 | Ivy Global Growth Fund | 3/31/20 | $ 7,977,979 | $ 1,140,747 | $ 380,725 | $ 236,384 | $ 1,135,752 | $ 7,361 | $ 76,682 | $ 433 | $ 6,208 | $ 10,120 | Ivy Government Money Market Fund | 3/31/20 | $ 552,575 | $ 246,292 | $ 122,752 | $ 69,147 | $ - | $ 10,030 | $ 85,042 | $ - | $ - | $ - | Ivy High Income Fund | 3/31/20 | $ 25,428,387 | $ 4,715,560 | $ 2,161,342 | $ 278,473 | $ 4,616,932 | $ 314,584 | $ 6,156,326 | $ 22,701 | $ 295,077 | $ 525,797 | Ivy International Core Equity Fund | 3/31/20 | $ 35,511,594 | $ 921,577 | $ 974,348 | $ 278,473 | $ 1,263,382 | $ 24,294 | $ 1,292,436 | $ 17,931 | $ 476,811 | $ 817,440 | Ivy Large Cap Growth Fund | 3/31/20 | $ 28,195,786 | $ 2,593,487 | $ 1,302,315 | $ 274,761 | $ 5,550,920 | $ 79,737 | $ 841,693 | $ 53,415 | $ 89,702 | $ 87,130 | Ivy LaSalle Global Real Estate Fund | 3/31/20 | $ 1,226,674 | $ 38,706 | $ 21,584 | $ 69,790 | $ 42,539 | $ 7,861 | $ 40,272 | $ - | $ 26,332 | $ 13,011 | Ivy Limited-Term Bond Fund | 3/31/20 | $ 5,420,307 | $ 1,282,168 | $ 346,444 | $ 274,761 | $ 941,504 | $ 24,357 | $ 371,614 | $ 13,422 | $ 2,649 | $ 16,581 | Ivy Managed International Opportunities Fund | 3/31/20 | $ 76,816 | $ - | $ 44,096 | $ 44,067 | $ 154,265 | $ 2,533 | $ 20,380 | $ 1,282 | $ 3,117 | $ 774 | Ivy Mid Cap Growth Fund | 3/31/20 | $ 37,182,326 | $ 2,204,286 | $ 1,273,814 | $ 274,761 | $ 4,243,554 | $ 117,358 | $ 1,944,992 | $ 32,568 | $ 308,950 | $ 701,805 | Ivy Mid Cap Income Opportunities Fund | 3/31/20 | $ 6,002,890 | $ 173,400 | $ 176,796 | $ 211,218 | $ 382,133 | $ - | $ 190,522 | $ - | $ 17,300 | $ 42,039 | Ivy Municipal Bond Fund | 3/31/20 | $ 4,132,387 | $ 352,425 | $ 89,514 | $ 216,927 | $ 1,177,756 | $ 9,294 | $ 177,307 | $ - | $ - | $ 1,256 | Ivy Municipal High Income Fund | 3/31/20 | $ 5,930,309 | $ 403,623 | $ 250,570 | $ 267,336 | $ 1,652,385 | $ 46,098 | $ 950,499 | $ - | $ - | $ 15,855 | Ivy Natural Resources Fund | 3/31/20 | $ 2,699,748 | $ 739,208 | $ 495,592 | $ 113,537 | $ 450,497 | $ 8,803 | $ 126,789 | $ 8,096 | $ 63,131 | $ 37,472 | Ivy Pzena International Value Fund | 3/31/20 | $ 2,121,709 | $ 335,120 | $ 113,997 | $ 99,544 | $ 167,579 | $ 1,799 | $ 16,574 | $ - | $ 1,407 | $ 3,343 | Ivy Science and Technology Fund | 3/31/20 | $ 60,828,604 | $ 7,155,849 | $ 3,126,100 | $ 274,761 | $ 10,499,624 | $ 324,757 | $ 5,223,081 | $ 99,510 | $ 656,006 | $ 1,082,007 | Ivy Securian Core Bond Fund | 3/31/20 | $ 5,225,974 | $ 267,100 | $ 171,894 | $ 268,586 | $ 486,014 | $ 14,340 | $ 126,732 | $ 9,270 | $ 7,579 | $ 19,265 | Ivy Securian Real Estate Securities Fund | 3/31/20 | $ 3,387,755 | $ 703,584 | $ 220,212 | $ 138,807 | $ 415,518 | $ 13,535 | $ 44,197 | $ 8,026 | $ 3,539 | $ 221,006 | Ivy Small Cap Core Fund | 3/31/20 | $ 5,863,079 | $ 317,608 | $ 212,800 | $ 188,972 | $ 417,895 | $ 12,849 | $ 309,242 | $ 534 | $ 92,995 | $ 32,959 | Ivy Small Cap Growth Fund | 3/31/20 | $ 21,157,537 | $ 1,724,156 | $ 1,092,213 | $ 278,473 | $ 2,622,488 | $ 52,810 | $ 766,269 | $ 26,132 | $ 307,687 | $ 330,176 | Ivy Value Fund | 3/31/20 | $ 7,516,296 | $ 1,354,259 | $ 333,502 | $ 273,038 | $ 877,846 | $ 14,220 | $ 126,726 | $ 505 | $ 1,634 | $ 593 | Total | $ 354,290,569 | $ 37,333,532 | $ 19,763,264 | $ 5,689,354 | $ 53,577,475 | $ 1,871,714 | $ 28,677,698 | $ 435,699 | $ 2,772,774 | $ 4,571,886 |
*Please note that Class I and Class N shares are not covered under the Distribution and Service Plan adopted by the Funds pursuant to Rule 12b-1.
** | For Funds managed solely by IICO, IICO has voluntarily agreed to waive its management fee for any day that the Fund’s net assets are less than $25 million, subject to IICO’s right to change or modify this waiver. |
Fund Name | FYE | Advisory Fee Paid to IICO** | Shareholder Servicing Fee Paid to WISC | Out-of-Pocket Expenses of WISC | Accounting and Administrative Services Fees Paid to WISC | Distribution and Service Fees Paid (or Accrued) to IDI* - Class A | Distribution and Service Fees Paid (or Accrued) to IDI* - Class B | Distribution and Service Fees Paid (or Accrued) to IDI* - Class C | Distribution and Service Fees Paid (or Accrued) to IDI* - Class E | Distribution and Service Fees Paid (or Accrued) to IDI* - Class R | Distribution and Service Fees Paid (or Accrued) to IDI* - Class Y | Ivy Asset Strategy Fund | 3/31/20 | $ 18,978,586 | $ 2,291,333 | $ 2,823,511 | $ 274,761 | $ 3,483,288 | $ 343,545 | $ 5,003,742 | $ 92,164 | $ 202,116 | $ 344,912 | Ivy Balanced Fund | 3/31/20 | $ 16,661,373 | $ 2,503,639 | $ 1,305,034 | $ 274,761 | $ 3,210,792 | $ 311,607 | $ 3,253,761 | $ 574 | $ 64,600 | $ 53,166 | Ivy Core Equity Fund | 3/31/20 | $ 25,879,641 | $ 4,105,121 | $ 1,299,893 | $ 274,761 | $ 7,360,880 | $ 64,043 | $ 482,713 | $ 35,018 | $ 2,897 | $ 61,033 | Ivy Emerging Markets Equity Fund | 3/31/20 | $ 15,859,734 | $ 716,377 | $ 753,146 | $ 278,473 | $ 788,086 | $ 14,523 | $ 625,464 | $ 748 | $ 65,286 | $ 103,788 | Ivy Energy Fund | 3/31/20 | $ 2,248,285 | $ 85,319 | $ 202,876 | $ 102,559 | $ 243,372 | $ 7,099 | $ 186,656 | $ 207 | $ 70,950 | $ 31,061 | Ivy Global Bond Fund | 3/31/20 | $ 2,946,682 | $ 16,693 | $ 107,779 | $ 141,731 | $ 497,896 | $ 8,134 | $ 72,996 | $ - | $ 3,436 | $ 2,289 | Ivy Global Equity Income Fund | 3/31/20 | $ 5,277,536 | $ 945,895 | $ 360,415 | $ 210,492 | $ 894,578 | $ 36,143 | $ 164,991 | $ 13,163 | $ 3,365 | $ 17,008 | Ivy Global Growth Fund | 3/31/20 | $ 7,977,979 | $ 1,140,747 | $ 380,725 | $ 236,384 | $ 1,135,752 | $ 7,361 | $ 76,682 | $ 433 | $ 6,208 | $ 10,120 | Ivy Government Money Market Fund | 3/31/20 | $ 552,575 | $ 246,292 | $ 122,752 | $ 69,147 | $ - | $ 10,030 | $ 85,042 | $ - | $ - | $ - | Ivy High Income Fund | 3/31/20 | $ 25,428,387 | $ 4,715,560 | $ 2,161,342 | $ 278,473 | $ 4,616,932 | $ 314,584 | $ 6,156,326 | $ 22,701 | $ 295,077 | $ 525,797 | Ivy International Core Equity Fund | 3/31/20 | $ 35,511,594 | $ 921,577 | $ 974,348 | $ 278,473 | $ 1,263,382 | $ 24,294 | $ 1,292,436 | $ 17,931 | $ 476,811 | $ 817,440 | Ivy Large Cap Growth Fund | 3/31/20 | $ 28,195,786 | $ 2,593,487 | $ 1,302,315 | $ 274,761 | $ 5,550,920 | $ 79,737 | $ 841,693 | $ 53,415 | $ 89,702 | $ 87,130 | Ivy LaSalle Global Real Estate Fund | 3/31/20 | $ 1,226,674 | $ 38,706 | $ 21,584 | $ 69,790 | $ 42,539 | $ 7,861 | $ 40,272 | $ - | $ 26,332 | $ 13,011 | Ivy Limited-Term Bond Fund | 3/31/20 | $ 5,420,307 | $ 1,282,168 | $ 346,444 | $ 274,761 | $ 941,504 | $ 24,357 | $ 371,614 | $ 13,422 | $ 2,649 | $ 16,581 | Ivy Managed International Opportunities Fund | 3/31/20 | $ 76,816 | $ - | $ 44,096 | $ 44,067 | $ 154,265 | $ 2,533 | $ 20,380 | $ 1,282 | $ 3,117 | $ 774 | Ivy Mid Cap Growth Fund | 3/31/20 | $ 37,182,326 | $ 2,204,286 | $ 1,273,814 | $ 274,761 | $ 4,243,554 | $ 117,358 | $ 1,944,992 | $ 32,568 | $ 308,950 | $ 701,805 | Ivy Mid Cap Income Opportunities Fund | 3/31/20 | $ 6,002,890 | $ 173,400 | $ 176,796 | $ 211,218 | $ 382,133 | $ - | $ 190,522 | $ - | $ 17,300 | $ 42,039 | Ivy Municipal Bond Fund | 3/31/20 | $ 4,132,387 | $ 352,425 | $ 89,514 | $ 216,927 | $ 1,177,756 | $ 9,294 | $ 177,307 | $ - | $ - | $ 1,256 | Ivy Municipal High Income Fund | 3/31/20 | $ 5,930,309 | $ 403,623 | $ 250,570 | $ 267,336 | $ 1,652,385 | $ 46,098 | $ 950,499 | $ - | $ - | $ 15,855 | Ivy Natural Resources Fund | 3/31/20 | $ 2,699,748 | $ 739,208 | $ 495,592 | $ 113,537 | $ 450,497 | $ 8,803 | $ 126,789 | $ 8,096 | $ 63,131 | $ 37,472 | Ivy Pzena International Value Fund | 3/31/20 | $ 2,121,709 | $ 335,120 | $ 113,997 | $ 99,544 | $ 167,579 | $ 1,799 | $ 16,574 | $ - | $ 1,407 | $ 3,343 | Ivy Science and Technology Fund | 3/31/20 | $ 60,828,604 | $ 7,155,849 | $ 3,126,100 | $ 274,761 | $ 10,499,624 | $ 324,757 | $ 5,223,081 | $ 99,510 | $ 656,006 | $ 1,082,007 | Ivy Securian Core Bond Fund | 3/31/20 | $ 5,225,974 | $ 267,100 | $ 171,894 | $ 268,586 | $ 486,014 | $ 14,340 | $ 126,732 | $ 9,270 | $ 7,579 | $ 19,265 |
IVY FUNDS — FYE: June 30, 2020
Fund Name | FYE | Advisory Fee Paid to IICO** | Shareholder Servicing Fee Paid to WISC | Out-of-Pocket Expenses of WISC | Accounting and Administrative Services Fees Paid to WISC | Distribution and Service Fees Paid (or Accrued) to IDI* - Class A | Distribution and Service Fees Paid (or Accrued) to IDI* - Class B | Distribution and Service Fees Paid (or Accrued) to IDI* - Class C | FYE | Advisory Fee Paid to IICO** | Shareholder Servicing Fee Paid to WISC | Out-of-Pocket Expenses of WISC | Accounting and Administrative Services Fees Paid to WISC | Distribution and Service Fees Paid (or Accrued) to IDI* - Class A | Distribution and Service Fees Paid (or Accrued) to IDI* - Class B | Distribution and Service Fees Paid (or Accrued) to IDI* - Class C | Distribution and Service Fees Paid (or Accrued) to IDI* - Class E | Distribution and Service Fees Paid (or Accrued) to IDI* - Class R | Distribution and Service Fees Paid (or Accrued) to IDI* - Class Y | Ivy Accumulative Fund | 6/30/20 | $ 9,440,331 | $ 1,109,722 | $ 402,982
| $ 271,208 | $ 2,770,061 | $ 6,434 | $ 30,055 | | Ivy Wilshire Global Allocation Fund | 6/30/20 | $ 262,752 | $ 599 | $ 435,124 | $ 174,942 | $ 1,869,009 | $ 26,719 | $ 92,627 | | Ivy Securian Real Estate Securities Fund | | 3/31/20 | $ 3,387,755 | $ 703,584 | $ 220,212 | $ 138,807 | $ 415,518 | $ 13,535 | $ 44,197 | $ 8,026 | $ 3,539 | $ 221,006 | Ivy Small Cap Core Fund | | 3/31/20 | $ 5,863,079 | $ 317,608 | $ 212,800 | $ 188,972 | $ 417,895 | $ 12,849 | $ 309,242 | $ 534 | $ 92,995 | $ 32,959 | Ivy Small Cap Growth Fund | | 3/31/20 | $ 21,157,537 | $ 1,724,156 | $ 1,092,213 | $ 278,473 | $ 2,622,488 | $ 52,810 | $ 766,269 | $ 26,132 | $ 307,687 | $ 330,176 | Ivy Value Fund | | 3/31/20 | $ 7,516,296 | $ 1,354,259 | $ 333,502 | $ 273,038 | $ 877,846 | $ 14,220 | $ 126,726 | $ 505 | $ 1,634 | $ 593 | Total | Total | $ 9,703,083 | $ 1,110,321 | $ 838,106 | $ 446,150 | $ 4,639,070 | $ 33,153 | $ 122,682 | Total | $ 354,290,569 | $ 37,333,532 | $ 19,763,264 | $ 5,689,354 | $ 53,577,475 | $ 1,871,714 | $ 28,677,698 | $ 435,699 | $ 2,772,774 | $ 4,571,886 |
* Please note that Class I and Class N shares are not covered under the Distribution and Service Plan adopted by the Funds pursuant to Rule 12b-1.
** | For Funds managed solely by IICO, IICO has voluntarily agreed to waive its management fee for any day that the Fund’s net assets are less than $25 million, subject to IICO’s right to change or modify this waiver. |
IVY FUNDS — FYE: June 30, 2020
Fund Name | FYE | Advisory Fee Paid to IICO** | Shareholder Servicing Fee Paid to WISC | Out-of-Pocket Expenses of WISC | Accounting and Administrative Services Fees Paid to WISC | Distribution and Service Fees Paid (or Accrued) to IDI* - Class A | Distribution and Service Fees Paid (or Accrued) to IDI* - Class B | Distribution and Service Fees Paid (or Accrued) to IDI* - Class C | Ivy Accumulative Fund | 6/30/20 | $ 9,440,331 | $ 1,109,722 | $ 402,982
| $ 271,208 | $ 2,770,061 | $ 6,434 | $ 30,055 | Ivy Wilshire Global Allocation Fund | 6/30/20 | $ 262,752 | $ 599 | $ 435,124 | $ 174,942 | $ 1,869,009 | $ 26,719 | $ 92,627 | Total | $ 9,703,083 | $ 1,110,321 | $ 838,106 | $ 446,150 | $ 4,639,070 | $ 33,153 | $ 122,682 |
*Please note that Class I and Class N shares are not covered under the Distribution and Service Plan adopted by the Funds pursuant to Rule 12b-1.
** | For Funds managed solely by IICO, IICO has voluntarily agreed to waive its management fee for any day that the Fund’s net assets are less than $25 million, subject to IICO’s right to change or modify this waiver. |
IVY FUNDS — FYE: September 30, 20192020
Fund Name | FYE | Advisory Fee Paid to IICO** | Shareholder Servicing Fee Paid to WISC | Out-of-Pocket Expenses of WISC | Accounting and Administrative Services Fees Paid to WISC | Distribution and Service Fees Paid (or Accrued) to IDI* - Class A | Distribution and Service Fees Paid (or Accrued) to IDI* - Class B | Distribution and Service Fees Paid (or Accrued) to IDI* - Class C | Distribution and Service Fees Paid (or Accrued) to IDI* - Class E | Distribution and Service Fees Paid (or Accrued) to IDI* - Class R | Distribution and Service Fees Paid (or Accrued) to IDI* - Class Y | FYE | Advisory Fee Paid to IICO** | Shareholder Servicing Fee Paid to WISC | Out-of-Pocket Expenses of WISC | Accounting and Administrative Services Fees Paid to WISC | Distribution and Service Fees Paid (or Accrued) to IDI* - Class A | Distribution and Service Fees Paid (or Accrued) to IDI* - Class B | Distribution and Service Fees Paid (or Accrued) to IDI* - Class C | Distribution and Service Fees Paid (or Accrued) to IDI* - Class Y | Ivy Apollo Multi-Asset Income Fund | 9/30/2019 | $ 3,049,111 | $ 180,936 | $ 90,960 | $ 137,423 | $ 302,769 | $ - | $ 149,176 | $ - | $ 12,778 | 9/30/2020 | $ 2,457,358 | $ 153,672 | $ 77,490 | $ 122,767 | $ 257,399 | $ - | $ 122,849 | $ 8,823 | Ivy Apollo Strategic Income Fund | 9/30/2019 | $ 2,870,886 | $ 124,948 | $ 49,857 | $ 140,115 | $ 295,045 | $ - | $ 58,282 | $ - | $ 17,798 | 9/30/2020 | $ 2,478,565 | $ 117,633 | $ 46,330 | $ 135,189 | $ 283,962 | $ - | $ 55,382 | $ 16,483 | Ivy California Municipal High Income Fund | 9/30/2019 | $ 35,990 | $ 726 | $ 353 | $ 27,716 | $ 26,720 | $ - | $ 17,996 | $ - | $ 2,557 | 9/30/2020 | $ 58,766 | $ 657 | $ 638 | $ 28,235 | $ 34,440 | $ - | $ 19,265 | $ 2,622 | Ivy Cash Management Fund | 9/30/2019 | $ 4,368,661 | $ 2,908,953 | $ 1,183,321 | $ 255,924 | $ - | $ 5,899 | $ 13,255 | $ - | $ - | 9/30/2020 | $ 4,790,132 | $ 1,879,485 | $ 892,654 | $ 256,198 | $ - | $ 3,382 | $ 11,551 | $ - | Ivy Corporate Bond Fund | 9/30/2019 | $ 4,339,651 | $ 1,392,877 | $ 289,684 | $ 231,672 | $ 866,630 | $ 6,235 | $ 38,329 | $ 615 | $ 1,229 | $ 613 | 9/30/2020 | $ 4,185,767 | $ 1,275,317 | $ 227,500 | $ 229,436 | $ 861,685 | $ 3,557 | $ 38,330 | $ 670 | Ivy Crossover Credit Fund | 9/30/2019 | $ 67,632 | $ 1,226 | $ 17 | $ 29,721 | $ 28,976 | $ - | $ - | $ 1,236 | $ 2,466 | $ 2,476 | 9/30/2020 | $ 124,823 | $ 952 | $ 14 | $ 35,099 | $ 34,797 | $ - | $ 2,683 | Ivy Government Securities Fund | 9/30/2019 | $ 1,624,173 | $ 176,871 | $ 70,739 | $ 114,309 | $ 170,593 | $ 2,587 | $ 11,721 | $ 621 | $ 1,242 | $ 619 | 9/30/2020 | $ 1,684,328 | $ 203,162 | $ 61,583 | $ 119,672 | $ 199,612 | $ 1,825 | $ 15,148 | $ - | Ivy International Small Cap Fund | 9/30/2019 | $ 1,303,898 | $ 20,306 | $ 7,984 | $ 69,507 | $ 38,956 | $ - | $ 17,525 | $ - | $ 5,179 | 9/30/2020 | $ 1,283,899 | $ 16,362 | $ 5,835 | $ 69,303 | $ 38,058 | $ - | $ 15,787 | $ 1,892 | Ivy Pictet Emerging Markets Local Currency Debt Fund | 9/30/2019 | $ 719,147 | $ 19,719 | $ 6,062 | $ 69,419 | $ 26,376 | $ - | $ 19,213 | $ 4,269 | $ 8,460 | $ 6,977 | 9/30/2020 | $ 497,440 | $ 14,769 | $ 2,816 | $ 63,805 | $ 20,935 | $ - | $ 18,301 | $ 6,429 | Ivy Pictet Targeted Return Bond Fund | 9/30/2019 | $ 1,666,227 | $ 143,788 | $ 36,608 | $ 92,555 | $ 53,613 | $ - | $ 40,624 | $ - | $ 8,694 | 9/30/2020 | $ 1,442,934 | $ 135,369 | $ 31,261 | $ 80,396 | $ 57,197 | $ - | $ 42,779 | $ 8,896 | Ivy PineBridge High Yield Fund | 9/30/2019 | $ 460,600 | $ 2,341 | $ 1,316 | $ 51,806 | $ 21,060 | $ - | $ 2,422 | $ - | 9/30/2020 | $ 576,097 | $ 864 | $ 2,607 | $ 60,564 | $ 32,008 | $ - | $ - | Total | Total | $ 20,505,976 | $ 4,972,691 | $ 1,736,901 | $ 1,220,167 | $ 1,830,738 | $ 14,721 | $ 366,121 | $ 6,741 | $ 15,819 | $ 57,691 | Total | $ 19,580,109 | $ 3,798,242 | $ 1,348,728 | $ 1,200,664 | $ 1,820,093 | $ 8,764 | $ 339,392 | $ 48,498 |
* Please note that Class I and Class N shares are not covered under the Distribution and Service Plan adopted by the Funds pursuant to Rule 12b-1.
** | For Funds managed solely by IICO, IICO has voluntarily agreed to waive its management fee for any day that the Fund’s net assets are less than $25 million, subject to IICO’s right to change or modify this waiver. |
IVY FUNDS (PROSHARES) — FYE: September 30, 20192 020
Fund Name | FYE | Advisory Fee Paid to IICO | Shareholder Servicing Fee Paid to WISC | Out-of-Pocket Expenses of WISC | Accounting and Administrative Services Fees Paid to WISC | Distribution and Service Fees Paid (or Accrued) to IDI* - Class A | Distribution and Service Fees Paid (or Accrued) to IDI* - Class E | Distribution and Service Fees Paid (or Accrued) to IDI* - Class R | FYE | Advisory Fee Paid to IICO | Shareholder Servicing Fee Paid to WISC | Out-of-Pocket Expenses of WISC | Accounting and Administrative Services Fees Paid to WISC | Distribution and Service Fees Paid (or Accrued) to IDI* - Class A | Distribution and Service Fees Paid (or Accrued) to IDI* - Class E | Distribution and Service Fees Paid (or Accrued) to IDI* - Class R | Ivy ProShares Interest Rate Hedged High Yield Index Fund | 9/30/2019 | $ 156,596 | $ 2,448 | $ 14 | $ 43,737 | $ 7,602 | $ 2,745 | $ 4,840 | 9/30/2020 | $ 84,272 | $ 2,311 | $ 2 | $ 36,995 | $ 7,396 | $ 2,590 | $ 4,630 | Ivy ProShares MSCI ACWI Index Fund | 9/30/2019 | $ 180,596 | $ 5,628 | $ 28 | $ 60,080 | $ 36,201 | $ 1,242 | $ 11,267 | 9/30/2020 | $ 243,838 | $ 4,218 | $ 1 | $ 62,854 | $ 42,223 | $ 824 | $ - | Ivy ProShares Russell 2000 Dividend Growers Index Fund | 9/30/2019 | $ 524,153 | $ 5,208 | $ 22,988 | $ 66,357 | $ 4,961 | $ 1,071 | $ 4,279 | 9/30/2020 | $ 388,678 | $ 3,534 | $ 20,311 | $ 55,171 | $ 4,260 | $ 905 | $ - | Ivy ProShares S&P 500 Bond Index Fund | 9/30/2019 | $ 174,667 | $ 2,540 | $ 10 | $ 59,058 | $ 7,698 | $ 2,472 | $ 5,077 | 9/30/2020 | $ 273,937 | $ 2,805 | $ 8,266 | $ 66,934 | $ 10,213 | $ 3,170 | $ 5,597 | Ivy ProShares S&P 500 Dividend Aristocrats Index Fund | 9/30/2019 | $ 1,255,395 | $ 2,386 | $ 12 | $ 128,934 | $ 5,343 | $ 4,181 | $ 4,843 | 9/30/2020 | $ 1,368,402 | $ 39,554 | $ 48,422 | $ 127,971 | $ 7,646 | $ 3,160 | $ 5,257 | Total | Total | $ 2,291,407 | $ 18,210 | $ 23,052 | $ 358,166 | $ 61,805 | $ 11,711 | $ 30,306 | Total | $ 2,359,127 | $ 52,422 | $ 77,002 | $ 349,925 | $ 71,738 | $ 10,649 | $ 15,484 |
* Please note that Class I and Class N shares are not covered under the Distribution and Service Plan adopted by the Funds pursuant to Rule 12b-1.
IVY VARIABLE INSURANCE PORTFOLIOS — FYE: December 31, 2019
Fund Name | FYE | Advisory Fee Paid to IICO | Out-of-Pocket Expenses of WISC | Accounting and Administrative Services Paid to WISC | Distribution and Service Fees Paid to IDI* – Class II | FYE | Advisory Fee Paid to IICO | Out-of-Pocket Expenses of WISC | Accounting and Administrative Services Paid to WISC | Distribution and Service Fees Paid to IDI* – Class II | Ivy VIP Asset Strategy | 12/31/2019 | $ 5,391,373 | $ 30,205 | $ 199,809 | $ 1,925,037 | 12/31/2019 | $ 5,391,373 | $ 30,205 | $ 199,809 | $ 1,925,037 | Ivy VIP Balanced | 12/31/2019 | $ 2,304,300 | $ 11,025 | $ 96,285 | $ 822,965 | 12/31/2019 | $ 2,304,300 | $ 11,025 | $ 96,285 | $ 822,965 | Ivy VIP Core Equity | 12/31/2019 | $ 4,814,859 | $ - | $ 165,564 | $ 1,419,742 | 12/31/2019 | $ 4,814,859 | $ - | $ 165,564 | $ 1,419,742 | Ivy VIP Corporate Bond | 12/31/2019 | $ 2,637,936 | $ 15,845 | $ 144,936 | $ 1,388,388 | 12/31/2019 | $ 2,637,936 | $ 15,845 | $ 144,936 | $ 1,388,388 | Ivy VIP Energy | 12/31/2019 | $ 354,200 | $ 3,763 | $ 27,903 | $ 103,664 | 12/31/2019 | $ 354,200 | $ 3,763 | $ 27,903 | $ 103,664 | Ivy VIP Global Bond | 12/31/2019 | $ - | $ 2,710 | $ 13,657 | $ 53,924 | 12/31/2019 | $ - | $ 2,710 | $ 13,657 | $ 53,924 | Ivy VIP Global Equity Income | 12/31/2019 | $ 2,062,313 | $ 9,430 | $ 92,815 | $ 736,540 | 12/31/2019 | $ 2,062,313 | $ 9,430 | $ 92,815 | $ 736,540 | Ivy VIP Global Growth | 12/31/2019 | $ 1,233,276 | $ - | $ 63,013 | $ 248,224 | 12/31/2019 | $ 1,233,276 | $ - | $ 63,013 | $ 248,224 | Ivy VIP Government Money Market | 12/31/2019 | $ 757,658 | $ 7,376 | $ 82,394 | $ - | 12/31/2019 | $ 757,658 | $ 7,376 | $ 82,394 | $ - | Ivy VIP Growth | 12/31/2019 | $ 5,295,420 | $ 22,039 | $ 191,518 | $ 1,891,222 | 12/31/2019 | $ 5,295,420 | $ 22,039 | $ 191,518 | $ 1,891,222 | Ivy VIP High Income | 12/31/2019 | $ 5,460,798 | $ 26,865 | $ 213,797 | $ 2,113,996 | 12/31/2019 | $ 5,460,798 | $ 26,865 | $ 213,797 | $ 2,113,996 | Ivy VIP International Core Equity | 12/31/2019 | $ 6,016,020 | $ 18,774 | $ 167,323 | $ 1,769,418 | 12/31/2019 | $ 6,016,020 | $ 18,774 | $ 167,323 | $ 1,769,418 | Ivy VIP Limited-Term Bond | 12/31/2019 | $ 2,620,515 | $ 13,342 | $ 134,132 | $ 1,318,436 | 12/31/2019 | $ 2,620,515 | $ 13,342 | $ 134,132 | $ 1,318,436 | Ivy VIP Mid Cap Growth | 12/31/2019 | $ 4,006,627 | $ - | $ 134,944 | $ 712,711 | 12/31/2019 | $ 4,006,627 | $ - | $ 134,944 | $ 712,711 | Ivy VIP Natural Resources | 12/31/2019 | $ 756,407 | $ 6,484 | $ 43,436 | $ 222,474 | 12/31/2019 | $ 756,407 | $ 6,484 | $ 43,436 | $ 222,474 | Ivy VIP Science and Technology | 12/31/2019 | $ 4,441,484 | $ 17,815 | $ 140,778 | $ 1,304,776 | 12/31/2019 | $ 4,441,484 | $ 17,815 | $ 140,778 | $ 1,304,776 | Ivy VIP Securian Real Estate Securities | 12/31/2019 | $ 298,007 | $ 3,804 | $ 26,802 | $ 91,977 | 12/31/2019 | $ 298,007 | $ 3,804 | $ 26,802 | $ 91,977 | Ivy VIP Small Cap Core | 12/31/2019 | $ 1,649,233 | $ 7,091 | $ 70,422 | $ 485,070 | 12/31/2019 | $ 1,649,233 | $ 7,091 | $ 70,422 | $ 485,070 | Ivy VIP Small Cap Growth | 12/31/2019 | $ 3,224,525 | $ - | $ 123,909 | $ 828,740 | 12/31/2019 | $ 3,224,525 | $ - | $ 123,909 | $ 828,740 | Ivy VIP Value | 12/31/2019 | $ 3,386,206 | $ 14,204 | $ 131,184 | $ 1,209,359 | 12/31/2019 | $ 3,386,206 | $ 14,204 | $ 131,184 | $ 1,209,359 | Ivy VIP Pathfinder Aggressive | 12/31/2019 | N/A | $ 3,270 | $ 24,190 | $ - | 12/31/2019 | N/A | $ 3,270 | $ 24,190 | $ - | Ivy VIP Pathfinder Conservative | 12/31/2019 | N/A | $ 934 | $ 27,637 | $ - | 12/31/2019 | N/A | $ 934 | $ 27,637 | $ - | Ivy VIP Pathfinder Moderate | 12/31/2019 | N/A | $ 18,724 | $ 119,309 | $ - | 12/31/2019 | N/A | $ 18,724 | $ 119,309 | $ - | Ivy VIP Pathfinder Moderate - Managed Volatility | 12/31/2019 | $ 1,282,891 | $ 16,110 | $ 114,992 | $ - | 12/31/2019 | $ 1,282,891 | $ 16,110 | $ 114,992 | $ - | Ivy VIP Pathfinder Moderately Aggressive | 12/31/2019 | N/A | $ 21,965 | $ 146,671 | $ - | 12/31/2019 | N/A | $ 21,965 | $ 146,671 | $ - | Ivy VIP Pathfinder Moderately Aggressive - Managed Volatility | 12/31/2019 | $ 181,655 | $ 3,653 | $ 26,864 | $ - | 12/31/2019 | $ 181,655 | $ 3,653 | $ 26,864 | $ - | Ivy VIP Pathfinder Moderately Conservative | 12/31/2019 | N/A | $ 6,874 | $ 52,577 | $ - | 12/31/2019 | N/A | $ 6,874 | $ 52,577 | $ - | Ivy VIP Pathfinder Moderately Conservative - Managed Volatility | 12/31/2019 | $ 156,660 | $ 3,468 | $ 25,597 | $ - | 12/31/2019 | $ 156,660 | $ 3,468 | $ 25,597 | $ - | Total | Total | $ 58,332,363 | $ 285,770 | $ 2,802,458 | $ 18,646,663 | Total | $ 58,332,363 | $ 285,770 | $ 2,802,458 | $ 18,646,663 |
* Please note that Class I shares are not covered under the Distribution and Service Plan adopted by the Funds pursuant to Rule 12b-1.
INVESTED PORTFOLIOS — FYE: December 31, 2019
Fund Name | FYE | Advisory Fee Paid to IICO* | Shareholder Servicing Fee Paid to WISC** | Out-of-Pocket Expenses of WISC** | Accounting and Administrative Services Fees Paid to WISC** | Distribution and Service Fees Paid (or Accrued) to W&R *** | InvestEd 90 Portfolio | 12/31/2019 | $ - | $ - | $ - | $ - | $ 67,698 | InvestEd 80 Portfolio | 12/31/2019 | $ - | $ - | $ - | $ - | $ - | InvestEd 70 Portfolio | 12/31/2019 | $ - | $ - | $ - | $ - | $ 296,585 | InvestEd 60 Portfolio | 12/31/2019 | $ - | $ - | $ - | $ - | $ 203,127 | InvestEd 50 Portfolio | 12/31/2019 | $ - | $ - | $ - | $ - | $ - | InvestEd 40 Portfolio | 12/31/2019 | $ - | $ - | $ - | $ - | $ 195,399 | InvestEd 30 Portfolio | 12/31/2019 | $ - | $ - | $ - | $ - | $ - | InvestEd 20 Portfolio | 12/31/2019 | $ - | $ - | $ - | $ - | $ 270,434 | InvestEd 10 Portfolio | 12/31/2019 | $ - | $ - | $ - | $ - | $ - | InvestEd 0 Portfolio | 12/31/2019 | $ - | $ - | $ - | $ - | $ 124,334 | Total | $ - | $ - | $ - | $ - | $ 1,157,577 |
* Effective May 1, 2005, IICO contractually eliminated the management fee.
** | Effective January 1, 2006, the fee payable to WISC under the Administrative and Shareholder Servicing Agreement and the Accounting Services Agreement was contractually eliminated. After that date, the Portfolios no longer pay any administrative and shareholder servicing fees or accounting services fees to WISC (or any out-of-pocket expenses of WISC). |
*** | InvestEd 10 Portfolio, InvestEd 30 Portfolio, InvestEd 50 Portfolio and InvestEd 80 Portfolio had not commenced operations as of December 31, 2019, and therefore did not pay or accrue any service or distribution fees. Waddell & Reed served as the distributor of each Portfolio then in existence for the fiscal year ended December 31, 2019. The amount above reflectreflects the fees paid (or accrued) as service fees and distribution fees to Waddell & Reed by each Portfolio then in existence under the Plan. |
APPENDIX L
Trustees and Officers of the Ivy Funds, Ivy VIP, and InvestEd and Their Affiliations with IICO and DMC
The following table provides a list of the Trustees and certain Officers for the Funds as well as their affiliations with IICO and DMC. Please note that the address for each of the individuals below is 6300 Lamar Avenue, Overland Park, KS 66202.
Name | Position with Trust | Officer, Employee, Director, General Partner, or Shareholder of IICO | Other Material Interest in IICO or its Affiliates | Owns Securities in IICO Affiliate | Officer, Employee, Director, General Partner, or Shareholder of DMC | Other Material Interests in DMC or its Affiliates | Owns Securities in DMC Affiliate | James M. Concannon | Trustee | No | No | [No]No | []No | []No | []No | H. Jeffrey Dobbs | Trustee | No | No | [No]No | []No | []No | []No | James D. Gressett | Trustee | No | No | [No]No | []No | []No | []No | Joseph Harroz, Jr. | Chairman and Trustee | No | No | [No]No | []No | []No | []No | Glendon E. Johnson, Jr. | Trustee | No | No | [No]No | []No | []No | []No | Sandra A.J. Lawrence | Trustee | No | No | [No]No | []No | []No | []No | Frank J. Ross, Jr. | Trustee | No | No | [No]No | []No | []No | []No | Michael G. Smith | Trustee | No | No | [No]No | []No | []No | []No | Philip J. Sanders | Trustee and President | Yes - President, CEO and Chairman, IICO (2016 to present) | Yes - CEO of WDR (2016 to present) | [Yes]Yes | []No | []No | []No | Jennifer K. Dulski | Secretary | Yes - Senior Vice President and Associate General Counsel of IICO (2018 to present) | Yes - Senior Vice President and Associate General Counsel of Waddell & Reed and IDI (2018 to present) | [Yes]Yes | []No | []No | []No | Joseph W. Kauten | Vice President, Treasurer, and Principal Financial Officer | Yes - Vice President of IICO (2016 to present) | Yes - Senior Vice President of Waddell & Reed Services Company (2014 to present) | Yes | No | No | [Yes] | [] | [] | []No | Scott J. Schneider | Vice President, Chief Compliance Officer | Yes - Vice President of IICO (2006 to present) | No | [Yes]No | []No | []No | []No | Philip A. Shipp | Assistant Secretary | No | Yes - Vice President of Waddell & Reed and IDI (2010 to present) | [Yes]Yes | []No | []No | []No |
APPENDIX M
[TO BE UPDATED ON A PER FUND BASIS; IVY TO PROVIDE]
The Funds’ Current Investment Advisory Agreements
The following table lists for each Fund the effective date of its Current Investment Advisory Agreement, the date the Agreement was last submitted to shareholders for approval, and the reason for such submission.
Trust Name | Date of Current Advisory Agreement | Date Current Advisory Agreement was Last Submitted to Shareholder Vote | Purpose of Last Submission of Current Advisory Agreement to Shareholder Vote | Date of Last Approval by Board of Trustees of Continuance of Current Advisory Agreement | Ivy Funds | [November 13, 2008],2008, as amended [November 5, 2018]February 21, 2019 | []* | [Original Approval]Approval | August 12, 2020 | Ivy Variable Insurance Portfolios (Subadvised) | [July 29, 2016],2016, as amended [April 30, 2018]November 5, 2018 | []* | [Original Approval]Approval | August 12, 2020 | Ivy Variable Insurance Portfolios (Non-Subadvised) | [July 29, 2016],2016, as amended [AprilApril 30, 2018]2018 | []* | [Original Approval]Approval | August 12, 2020 | InvestEd Portfolios | [October 1, 2016],2016, as amended [AugustAugust 12, 2020]2020 | []* | [Original Approval]Approval | August 12, 2020 |
* | In general, each Current Investment Advisory Agreement was last approved by shareholders (or, to the extent applicable, the initial shareholder) of the relevant Fund either in connection with the initial approval of such agreement or in connection with a later amendment requiring such approval. |
APPENDIX N
FEES FOR AUDIT AND OTHER SERVICES
The following tables show the fees billed by Deloitte & Touche for audit and other services provided to the Trusts for the Trusts and fiscal years as indicated:
| March 31, 2020 | March 31, 2019 | Audit Fees(1) | $526,500 | $513,550 | Audit-Related Fees(2) | 0 | 0 | Tax Fees(3) | 145,875 | 208,873 | All Other Fees(4) | 71,445 | 199,009 | Total | $743,820 | $921,432 |
| June 30, 2020 | June 30, 2019 | Audit Fees(1) | $30,800 | $30,000 | Audit-Related Fees(2) | 0 | 0 | Tax Fees(3) | 21,180 | 29,440 | All Other Fees(4) | 3,905 | 11,891 | Total | $55,885 | $71,331 |
| September 30, 2020 | September 30, 2019 | September 30, 2020 | September 30, 2019 | Audit Fees(1) | $433,100 | $422,700 | $433,100 | $422,700 | Audit-Related Fees(2) | 0 | 0 | 0 | 0 | Tax Fees(3) | 87,360 | 73,440 | 87,360 | 73,440 | All Other Fees(4) | 7,854 | 4,977 | 7,854 | 4,977 | Total | $528,314 | $501,117 | $528,314 | $501,117 |
| December 31, 2019 | December 31, 2018 | December 31, 2019 | December 31, 2018 | Audit Fees(1) | $418,300 | $403,250 | $418,300 | $403,250 | Audit-Related Fees(2) | 0 | 0 | 0 | 0 | Tax Fees(3) | 153,170 | 171,479 | 153,170 | 171,479 | All Other Fees(4) | 34,116 | 46,611 | 34,116 | 46,611 | Total | $605,586 | $621,340 | $605,586 | $621,340 |
| December 31, 2019 | December 31, 2018 | December 31, 2019 | December 31, 2018 | Audit Fees(1) | $52,200 | $51,000 | $52,200 | $51,000 | Audit-Related Fees(2) | 0 | 0 | 0 | 0 | Tax Fees(3) | 22,560 | 21,900 | 22,560 | 21,900 | All Other Fees(4) | 16,044 | 5,406 | 16,044 | 5,406 | Total | $90,804 | $78,306 | $90,804 | $78,306 |
* | Ivy Funds with a March 31 fiscal year end, as set forth in Appendix C. |
** ***
| Ivy Funds with a June 30 fiscal year end, as set forth in Appendix C. |
*** Ivy Funds with a September 30 fiscal year end, as set forth in Appendix C.
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