SECURITIES AND EXCHANGE COMMISSION
of the Securities Exchange Act of 1934
(Amendment No. )
Virtus Stone Harbor Emerging Markets Total Income Fund
VIRTUS STONE HARBOR EMERGING MARKETS TOTAL INCOME FUND
Greenfield, MA 01301-9668
Secretary
Virtus Stone Harbor Emerging Markets Total Income Fund
| | IMPORTANT: | | |
| | Shareholders are cordially invited to attend the Annual Meeting (virtually). In order to avoid delay and additional expense, and to assure that your shares are represented, please vote as promptly as possible, even if you plan to attend the Annual Meeting (virtually). Please refer to the website indicated on your proxy card for instructions on how to cast your vote. To vote by mail, please complete, sign, date, and mail the enclosed proxy card. No postage is required if you use the accompanying envelope to mail the proxy card in the United States. The proxy is revocable and will not affect your right to vote in person (virtually) if you attend the Annual Meeting and elect to vote in person (virtually). | | |
| | | Registrations | | | Valid Signature | |
Corporate Accounts | | | (1) ABC Corp | | | (1) ABC Corp | |
| (2) ABC Corp | | | (2) John Doe, Treasurer | | ||
| (3) ABC Corp. c/o John Doe, Treasurer | | | (3) John Doe | | ||
| (4) ABC Corp. Profit Sharing Plan | | | (4) John Doe, Trustee | | ||
Partnership Accounts | | | (1) The XYZ partnership | | | (1) Jane B. Smith, Partner | |
| (2) Smith and Jones, limited partnership | | | (2) Jane B. Smith, General Partner | | ||
Trust Accounts | | | (1) ABC Trust | | | (1) John Doe, Trustee | |
| (2) Jane B. Doe, Trustee u/t/d 12/28/78 | | | (2) Jane B. Doe | | ||
Custodial or Estate Accounts | | | (1) John B. Smith, Cust. f/b/o John B. Smith, Jr. UGMA | | | (1) John B. Smith | |
| (2) Estate of John B. Smith | | | (2) John B. Smith, Jr., Executor | |
FOR
JOINT ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON
OCTOBER 11, 2022
Proposal | | | Shareholders Entitled to Vote | | |||
1a | | | Elect Donald C. Burke as a Class II trustee of EDF | | | EDF shareholders | |
1b | | | Elect Sarah E. Cogan as a Class II trustee of EDF | | | EDF shareholders | |
1c | | | Elect Connie D. McDaniel as a Class II trustee of EDF | | | EDF shareholders | |
1d | | | Elect Brian T. Zino as a Class II trustee of EDF | | | EDF shareholders | |
1e | | | Elect F. Ford Drummond as a Class III trustee of EDI | | | EDI shareholders | |
1f | | | Elect Sidney E. Harris as a Class III trustee of EDI | | | EDI shareholders | |
1g | | | Elect Philip R. McLoughlin as a Class III trustee of EDI | | | EDI shareholders | |
1h | | | Elect Geraldine M. McNamara as a Class III trustee of EDI | | | EDI shareholders | |
2 | | | Transact such additional business as properly comes before the Meeting | | | EDF and/or EDI shareholders | |
Background
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
Independent Trustees | | | | | | | | |||
Burke, Donald C. YOB: 1960 Portfolios Overseen: 103 | | | Class II Trustee of EDF since 2022, nominee for term expiring 2025 Class II Trustee of EDI since 2022, term expires at the 2024 Annual Meeting | | | Private investor (since 2009). Formerly, President and Chief Executive Officer, BlackRock U.S. Funds (2007 to 2009); Managing Director, BlackRock, Inc. (2006 to 2009); and Managing Director, Merrill Lynch Investment Managers (1990 to 2006). | | | Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (8 portfolios); Director (2020 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Director (since 2020), Virtus Total Return Fund Inc.; Trustee (since 2020), Virtus Global Multi-Sector Income Fund; Trustee (since 2016), Virtus Mutual Fund Family (61 portfolios), Virtus Variable Insurance Trust (8 portfolios) and Virtus Alternative Solutions Trust (2 portfolios); Director (since 2014) closed-end funds managed by Duff & Phelps Investment Management Co. (3 funds); Director, Avista Corp. (energy company) (since 2011); Trustee, Goldman Sachs Fund Complex (2010 to 2014); and Director, BlackRock Luxembourg and Cayman Funds (2006 to 2010). | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
Cogan, Sarah E. YOB: 1956 Portfolios Overseen: 107 | | | Class II Trustee of EDF since 2022, nominee for term expiring 2025 Class II Trustee of EDI since 2022, term expires at the 2024 Annual Meeting | | | Retired Partner, Simpson Thacher & Bartlett LLP (“STB”) (law firm) (since 2019); Director, Girl Scouts of Greater New York (since 2016); Trustee, Natural Resources Defense Council, Inc. (since 2013); and formerly, Partner, STB (1989 to 2018). | | | Trustee (since 2022) and Advisory Board Member (2021 to 2022), Virtus Alternative Solutions Trust (2 portfolios), Virtus Mutual Fund Family (61 portfolios) and Virtus Variable Insurance Trust (8 portfolios); Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, and Virtus Event Opportunities Trust (2 portfolios); Advisory Board Member (February 2021 to June 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Trustee (since 2021), Virtus Global Multi-Sector Income Fund and Virtus Total Return Fund Inc.; Trustee (since 2019), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (8 portfolios); Trustee (since 2019), Virtus Artificial Intelligence & Technology Opportunities Fund, Virtus Convertible & Income 2024 Target Term Fund, Virtus Convertible & Income Fund, Virtus Convertible & Income Fund II, Virtus Diversified Income & Convertible Fund, Virtus Equity & Convertible Income Fund, and Virtus Dividend, Interest & Premium Strategy Fund; and Trustee (since 2019), PIMCO Closed-End Funds(4) (29 portfolios). | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
DeCotis, Deborah A. YOB: 1952 Portfolios Overseen: 107 | | | Class I Trustee of EDF since 2022, term expires at the 2024 Annual Meeting Class I Trustee of EDI since 2022, term expires at the 2023 Annual Meeting | | | Advisory Director, Morgan Stanley & Co., Inc. (since 1996); Member, Circle Financial Group (since 2009); Member, Council on Foreign Relations (since 2013); and Trustee, Smith College (since 2017). Formerly, Director, Watford Re (2017 to 2021); Co-Chair Special Projects Committee, Memorial Sloan Kettering (2005 to 2015); Trustee, Stanford University (2010 to 2015); Principal, LaLoop LLC, a retail accessories company (1999 to 2014); Director, Helena Rubenstein Foundation (1997 to 2010); and Director, Armor Holdings (2002 to 2010). | | | Trustee (since 2022) and Advisory Board Member (2021 to 2022), Virtus Alternative Solutions Trust (2 portfolios), Virtus Mutual Fund Family (61 portfolios) and Virtus Variable Insurance Trust (8 portfolios); Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund; Director, Cadre Holdings Inc. (since 2022); Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, and Virtus Event Opportunities Trust (2 portfolios); Advisory Board Member (February 2021 to June 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Trustee (since 2021), Virtus Global Multi-Sector Income Fund and Virtus Total Return Fund Inc.; Trustee (since 2019), Virtus Artificial Intelligence & Technology Opportunities Fund; Trustee (since 2017), Virtus Convertible & Income 2024 Target Term Fund; Trustee (since 2015), Virtus Diversified Income & Convertible Fund; Trustee (since 2014), Virtus Investment Trust (13 portfolios); Trustee (since 2011), Virtus Convertible & Income Fund, Virtus Convertible & Income Fund II, Virtus Equity & Convertible Income Fund, and Virtus Dividend, Interest & | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | Premium Strategy Fund; and Trustee (since 2011), PIMCO Closed-End Funds(4) (29 portfolios). | |
Drummond, F. Ford YOB: 1962 Portfolios Overseen: 107 | | | Class III Trustee of EDF since 2022, term expires at the 2023 Annual Meeting Class III Trustee of EDI since 2022, nominee for term expiring 2025 | | | Owner/Operator (since 1998), Drummond Ranch; and Director (since 2015), Texas and Southwestern Cattle Raisers Association. Formerly, Chairman, Oklahoma Nature Conservancy (2019 to 2020); Board Member (2006 to 2020) and Chairman (2016 to 2018), Oklahoma Water Resources Board; Director (1998 to 2008), The Cleveland Bank; and General Counsel (1998 to 2008), BMIHealth Plans (benefits administration). | | | Trustee (since 2022) and Advisory Board Member (2021 to 2022), Virtus Alternative Solutions Trust (2 portfolios), Virtus Mutual Fund Family (61 portfolios) and Virtus Variable Insurance Trust (8 portfolios); Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund, The Merger Fund®, The Merger Fund® VL, and Virtus Event Opportunities Trust (2 portfolios); Advisory Board Member (February 2021 to June 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Trustee (since 2021), Virtus Global Multi-Sector Income Fund and Virtus Total Return Fund Inc.; Trustee (since 2019), Virtus Artificial Intelligence & Technology Opportunities Fund; Trustee (since 2017), Virtus Convertible & Income 2024 Target Term Fund; Trustee (since 2015), Virtus Convertible & Income Fund, Virtus Convertible & Income Fund II, Virtus Diversified Income & Convertible Fund, Virtus Dividend, Interest & Premium Strategy Fund and Virtus Equity & Convertible | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | Income Fund; Trustee (since 2014), Virtus Strategy Trust (8 portfolios); Director (since 2011), Bancfirst Corporation; and Trustee (since 2006), Virtus Investment Trust (13 portfolios). | |
Harris, Sidney E. YOB: 1949 Portfolios Overseen: 100 | | | Class III Trustee of EDF since 2022, term expires at the 2023 Annual Meeting Class III Trustee of EDI since 2022, nominee for term expiring 2025 | | | Private Investor (since 2021); Dean Emeritus (since 2015), Professor (2015 to 2021 and 1997 to 2014) and Dean (1997 to 2004), J. Mack Robinson College of Business, Georgia State University. | | | Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (8 portfolios); Director (2020 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Director (since 2020), Virtus Total Return Fund Inc.; Trustee (since 2020), Virtus Global Multi-Sector Income Fund; Trustee (since 2019), Mutual Fund Directors Forum; Trustee (since 2017), Virtus Mutual Fund Family (61 portfolios), Virtus Variable Insurance Trust (8 portfolios), and Virtus Alternative Solutions Trust (2 portfolios); Trustee (2013 to 2020) and Honorary Trustee (since 2020), KIPP Metro Atlanta; Director (1999 to 2019), Total System Services, Inc.; Trustee (2004 to 2017), RidgeWorth Funds; Chairman (2012 to 2017), International University of the Grand Bassam | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | Foundation; Trustee (since 2012), International University of the Grand Bassam Foundation; and Trustee (2011 to 2015), Genspring Family Offices, LLC. | |
Mallin, John R. YOB: 1950 Portfolios Overseen: 100 | | | Class I Trustee of EDF since 2022, term expires at the 2024 Annual Meeting Class I Trustee of EDI since 2022, term expires at the 2023 Annual Meeting | | | Partner/Attorney (since 2003), McCarter & English LLP (law firm) Real Property Practice Group; and Member (since 2014), Counselors of Real Estate. | | | Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (8 portfolios); Director (2020 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Director (since 2020), Virtus Total Return Fund Inc.; Trustee (since 2020), Virtus Global Multi-Sector Income Fund; Trustee (since 2016), Virtus Mutual Fund Family (61 portfolios) and Virtus Alternative Solutions Trust (2 portfolios); Director (since 2019), 1892 Club, Inc. (non-profit); Director (2013 to 2020), Horizons, Inc. (non-profit); and Trustee (since 1999), Virtus Variable Insurance Trust (8 portfolios). | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
McDaniel, Connie D. YOB: 1958 Portfolios Overseen: 100 | | | Class II Trustee of EDF since 2022, nominee for term expiring 2025 Class II Trustee of EDI since 2022, term expires at the 2024 Annual Meeting | | | Retired (since 2013). Vice President, Chief of Internal Audit, Corporate Audit Department (2009 to 2013); Vice President Global Finance Transformation (2007 to 2009); and Vice President and Controller (1999 to 2007), The Coca-Cola Company. | | | Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (8 portfolios); Director (2020 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Director (since 2020), Virtus Total Return Fund Inc.; Trustee (since 2020), Virtus Global Multi-Sector Income Fund; Director (since 2019), Global Payments Inc.; Chairperson (since 2019), Governance & Nominating Committee, Global Payments Inc; Trustee (since 2017), Virtus Mutual Fund Family (61 portfolios), Virtus Variable Insurance Trust (8 portfolios), and Virtus Alternative Solutions Trust (2 portfolios); Director (since 2021), North Florida Land Trust; Director (2014 to 2019), Total System Services, Inc.; Member (since 2011) and Chair (2014 to 2016), Georgia State University, Robinson College of Business Board of Advisors; and Trustee (2005 to 2017), RidgeWorth Funds. | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
McLoughlin, Philip R. YOB: 1946 Portfolios Overseen: 110 | | | Class III Trustee of EDF since 2022, term expires at the 2023 Annual Meeting Class III Trustee of EDI since 2022, nominee for term expiring 2025 | | | Private investor since 2010. | | | Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (8 portfolios); Trustee (since 2021), Virtus Artificial Intelligence & Technology Opportunities Fund, Virtus Convertible & Income Fund II, Virtus Diversified Income & Convertible Fund, Virtus Equity & Convertible Income Fund and Virtus Dividend, Interest & Premium Strategy Fund; Trustee (since 2022) and Advisory Board Member (2021), Virtus Convertible & Income 2024 Target Term Fund and Virtus Convertible & Income Fund; Director and Chairman (since 2016), Virtus Total Return Fund Inc.; Director and Chairman (2016 to 2019), the former Virtus Total Return Fund Inc.; Director and Chairman (2014 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Trustee and Chairman (since 2013), Virtus Alternative Solutions Trust (2 portfolios); Trustee and Chairman (since 2011), Virtus Global Multi-Sector Income Fund; Chairman and | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | Trustee (since 2003), Virtus Variable Insurance Trust (8 portfolios); Director (since 1995), closed-end funds managed by Duff & Phelps Investment Management Co. (3 funds); Director (1991 to 2019) and Chairman (2010 to 2019), Lazard World Trust Fund (closed-end investment firm in Luxembourg); and Trustee (since 1989) and Chairman (since 2002), Virtus Mutual Fund Family (61 portfolios). | |
McNamara, Geraldine M. YOB: 1951 Portfolios Overseen: 103 | | | Class III Trustee of EDF since 2022, term expires at the 2023 Annual Meeting Class III Trustee of EDI since 2022, nominee for term expiring 2025 | | | Private investor (since 2006); and Managing Director, U.S. Trust Company of New York (1982 to 2006). | | | Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (8 portfolios); Director (2020 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Director (since 2020), Virtus Total Return Fund Inc.; Trustee (since 2020), Virtus Global Multi-Sector Income Fund; Trustee (since 2016) Virtus Alternative Solutions Trust (2 portfolios); Trustee (since 2015), Virtus Variable Insurance Trust (8 portfolios); Director (since 2003), closed-end funds managed by Duff & Phelps Investment Management Co. | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | (3 funds); and Trustee (since 2001), Virtus Mutual Fund Family (61 portfolios). | |
Walton, R. Keith YOB: 1964 Portfolios Overseen: 107 | | | Class I Trustee of EDF since 2022, term expires at the 2024 Annual Meeting Class I Trustee of EDI since 2022, term expires at the 2023 Annual Meeting | | | Venture and Operating Partner (since 2020), Plexo Capital, LLC; Venture Partner (since 2019) and Senior Adviser (2018 to 2019), Plexo, LLC; and Partner (since 2006), Global Infrastructure Partners. Formerly, Managing Director (2020 to 2021), Lafayette Square Holding Company LLC; Senior Adviser (2018 to 2019), Vatic Labs, LLC; Executive Vice President, Strategy (2017 to 2019), Zero Mass Water, LLC; and Vice President, Strategy (2013 to 2017), Arizona State University. | | | Trustee (since 2022) and Advisory Board Member (January 2022 to July 2022), Virtus Artificial Intelligence & Technology Opportunities Fund, Virtus Convertible & Income Fund and Virtus Equity & Convertible Income Fund; Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2022), Virtus Diversified Income & Convertible Fund; Advisory Board Member (since 2022), Virtus Convertible & Income 2024 Target Term Fund, Virtus Convertible & Income Fund II and Virtus Dividend, Interest & Premium Strategy Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (8 portfolios); Trustee (since 2020) Virtus Alternative Solutions Trust (2 portfolios), Virtus Variable Insurance Trust (8 portfolios) and Virtus Mutual Fund Family (61 portfolios); Director (since 2017), certain funds advised by Bessemer Investment Management LLC; Director | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | (2016 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Trustee (since 2016), Virtus Global Multi-Sector Income Fund; Director (2006 to 2019), Systematica Investments Limited Funds; Director (2006 to 2017), BlueCrest Capital Management Funds; Trustee (2014 to 2017), AZ Service; Director (since 2004), Virtus Total Return Fund Inc.; and Director (2004 to 2019), the former Virtus Total Return Fund Inc. | |
Zino, Brian T. YOB: 1952 Portfolios Overseen: 107 | | | Class II Trustee of EDF since 2022, nominee for term expiring 2025 Class II Trustee of EDI since 2022, term expires at the 2024 Annual Meeting | | | Retired. Various roles at J. & W. Seligman & Co. Incorporated (1982 to 2009) including President (1994 to 2009). | | | Trustee (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund; Trustee (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust (13 portfolios) and Virtus Strategy Trust (8 portfolios); Trustee (since 2022) and Advisory Board Member (2021), Virtus Artificial Intelligence & Technology Opportunities Fund, Virtus Convertible & Income 2024 Target Term Fund, Virtus Convertible & Income Fund, Virtus Convertible & Income Fund II, Virtus Diversified Income & Convertible Fund, Virtus Equity & Convertible Income Fund, and Virtus Dividend, Interest & Premium Strategy Fund; Trustee (since | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | 2020) Virtus Alternative Solutions Trust (2 portfolios), Virtus Variable Insurance Trust (8 portfolios) and Virtus Mutual Fund Family (61 portfolios); Director (2016 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Trustee (since 2016), Virtus Global Multi-Sector Income Fund; Director (since 2014), Virtus Total Return Fund Inc.; Director (2014 to 2019), the former Virtus Total Return Fund Inc.; Trustee (since 2011), Bentley University; Director (1986 to 2009) and President (1994 to 2009), J&W Seligman Co. Inc.; Director (1998 to 2009), Chairman (2002 to 2004) and Vice Chairman (2000 to 2002), ICI Mutual Insurance Company; Member, Board of Governors of ICI (1998 to 2008). | |
Interested Trustee | | | | | | | | | ||
Aylward, George R.* YOB: 1964 Portfolios Overseen: 112 | | | Class I Trustee of EDF since 2022, term expires at the 2024 Annual Meeting Class I Trustee of EDI since 2022, term expires at the 2023 Annual Meeting | | | Director, President and Chief Executive Officer (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; and various senior officer positions with Virtus affiliates (since 2005). | | | Trustee, President and Chief Executive Officer (since 2022), Virtus Stone Harbor Emerging Markets Income Fund and Virtus Stone Harbor Emerging Markets Total Income Fund; Member, Board of Governors of the Investment Company Institute (since 2021); Trustee and President (since 2021), The Merger Fund®, The Merger Fund® VL, Virtus Event Opportunities Trust (2 portfolios), Virtus Investment Trust | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | (13 portfolios) and Virtus Strategy Trust (8 portfolios); Trustee, President and Chief Executive Officer (since 2021), Virtus Artificial Intelligence & Technology Opportunities Fund, Virtus Convertible & Income 2024 Target Term Fund, Virtus Convertible & Income Fund, Virtus Convertible & Income Fund II, Virtus Diversified Income & Convertible Fund, Virtus Equity & Convertible Income Fund, and Virtus Dividend, Interest & Premium Strategy Fund; Chairman and Trustee (since 2015), Virtus ETF Trust II (5 portfolios); Director, President and Chief Executive Officer (2014 to 2021), Duff & Phelps Select MLP and Midstream Energy Fund Inc.; Trustee and President (since 2013), Virtus Alternative Solutions Trust (2 portfolios); Director (since 2013), Virtus Global Funds, PLC (5 portfolios); Trustee (since 2012) and President (since 2010), Virtus Variable Insurance Trust (8 portfolios); Trustee, President and Chief Executive Officer (since 2011), Virtus Global Multi-Sector Income Fund; Trustee and President (since 2006) and Executive Vice President (2004 to 2006), Virtus Mutual Fund Family (61 portfolios); Director, President and Chief Executive Officer (since 2006), Virtus Total | |
Name, Year of Birth and Number of Portfolios in Funds Complex Overseen by Trustee(1)(2) | | | Term of Office and Length of Time Served(3) | | | Principal Occupation(s) During Past Five Years | | | Other Directorships/ Trusteeships Held by Trustee During the Past Five Years | |
| | | | | | | | | Return Fund Inc.; and Director, President and Chief Executive Officer (2006 to 2019), the former Virtus Total Return Fund Inc. | |
https://www.virtus.com/assets/files/17c/audit-committee-charter.pdf.
https://www.virtus.com/assets/files/17b/gov-nom-committee-charter.pdf.
Name and Year of Birth | | | Position(s) held with the Fund and Length of Time Served | | | Principal Occupation(s) During Past 5 Years | |
Batchelar, Peter J. YOB: 1970 | | | Senior Vice President (since 2022), EDF and EDI | | | Senior Vice President, Product Development (since 2017), Vice President, Product Development (2008 to 2017) and various officer positions (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2008) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc. | |
Bradley, W. Patrick YOB: 1972 | | | Executive Vice President, Chief Financial Officer and Treasurer (since 2022), EDF and EDI | | | Executive Vice President, Fund Services (since 2016), Senior Vice President, Fund Services (2010 to 2016) and various officer positions (since 2004), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2006) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc.; Member (since 2022), BNY Mellon Asset Servicing Client Advisory Board. | |
Branigan, Timothy YOB: 1976 | | | Vice President and Fund Chief Compliance Officer (since 2022), Assistant Vice President and Deputy Fund Chief Compliance Officer (April to May 2022), EDF and EDI | | | Various officer positions (since 2019) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc. | |
Fromm, Jennifer YOB: 1973 | | | Vice President, Chief Legal Officer, Counsel and Secretary (since 2022), EDF and EDI | | | Vice President (since 2016) and Senior Counsel, Legal (since 2007) and various officer positions (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2008) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc. | |
Name and Year of Birth | | | Position(s) held with the Fund and Length of Time Served | | | Principal Occupation(s) During Past 5 Years | |
Short, Julia R. YOB: 1972 | | | Senior Vice President (since 2022), EDF and EDI | | | Senior Vice President, Product Development (since 2017), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2017) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc.; and Managing Director, Product Manager, RidgeWorth Investments (2004 to 2017). | |
Smirl, Richard W. YOB: 1967 | | | Executive Vice President (since 2022), EDF and EDI | | | Executive Vice President, Product Management (since 2021), and Executive Vice President and Chief Operating Officer (since 2021), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2021) of various registered funds advised by subsidiaries of Virtus Investment Partners, Inc.; Chief Operating Officer (2018 to 2021), Russell Investments; Executive Director (Jan. to July 2018), State of Wisconsin Investment Board; and Partner and Chief Operating Officer (2004 to 2018), William Blair Investment Management. | |
Alan Brott, Chairman
Heath B. McLendon
Patrick Sheehan
Glenn Marchak
Bruce Speca
Name of Trustee | | | Dollar Range of Equity Securities in EDF | | | Dollar Range of Equity Securities in EDI | | | Aggregate Dollar Range of Equity Securities in All Funds Overseen by Trustees in Family of Registered Investment Companies* | |
Independent Trustees | | | | | | | | |||
Donald C. Burke | | | None | | | None | | | Over $100,000 | |
Sarah E. Cogan | | | None | | | None | | | Over $100,000 | |
Deborah A. DeCotis | | | None | | | None | | | Over $100,000 | |
F. Ford Drummond | | | $1 – $10,000 | | | $1 – $10,000 | | | Over $100,000 | |
Sidney E. Harris | | | None | | | None | | | Over $100,000 | |
John R. Mallin | | | None | | | None | | | Over $100,000 | |
Connie D. McDaniel | | | None | | | None | | | Over $100,000 | |
Philip R. McLoughlin | | | None | | | None | | | Over $100,000 | |
Geraldine M. McNamara | | | None | | | None | | | Over $100,000 | |
R. Keith Walton | | | None | | | None | | | Over $100,000 | |
Brian T. Zino | | | None | | | None | | | Over $100,000 | |
Interested Trustee | | | | | | | | | | |
George R. Aylward | | | None | | | None | | | Over $100,000 | |
Name of Trustee | | | Aggregate Compensation from EDF | | | Aggregate Compensation from EDI | | | Total Compensation from the Funds and Stone Harbor Fund Complex(1) | | |||||||||
Alan Brott | | | | $ | 5,595 | | | | | $ | 3,881 | | | | | $ | 89,000 | | |
Glenn Marchak | | | | $ | 5,281 | | | | | $ | 3,663 | | | | | $ | 84,000 | | |
Heath B. McLendon | | | | $ | 5,281 | | | | | $ | 3,663 | | | | | $ | 84,000 | | |
Patrick Sheehan | | | | $ | 5,281 | | | | | $ | 3,663 | | | | | $ | 84,000 | | |
Bruce Speca | | | | $ | 5,281 | | | | | $ | 3,663 | | | | | $ | 84,000 | | |
Name of Trustee | | | Aggregate Compensation from EDF | | | Aggregate Compensation from EDI | | | Total Compensation from the Funds and Virtus Fund Complex(1) | | |||||||||
Donald C. Burke | | | | | N/A | | | | | | N/A | | | | | $ | 408,667 | | |
Sarah E. Cogan | | | | | N/A | | | | | | N/A | | | | | $ | 302,500 | | |
Deborah A. DeCotis | | | | | N/A | | | | | | N/A | | | | | $ | 293,333 | | |
F. Ford Drummond | | | | | N/A | | | | | | N/A | | | | | $ | 297,917 | | |
Sidney E. Harris | | | | | N/A | | | | | | N/A | | | | | $ | 316,667 | | |
John R. Mallin | | | | | N/A | | | | | | N/A | | | | | $ | 316,667 | | |
Connie D. McDaniel | | | | | N/A | | | | | | N/A | | | | | $ | 356,250 | | |
Philip R. McLoughlin | | | | | N/A | | | | | | N/A | | | | | $ | 671,917 | | |
Geraldine M. McNamara | | | | | N/A | | | | | | N/A | | | | | $ | 438,250 | | |
R. Keith Walton | | | | | N/A | | | | | | N/A | | | | | $ | 316,667 | | |
Brian T. Zino | | | | | N/A | | | | | | N/A | | | | | $ | 345,833 | | |
AND THE FUNDS
| | | EDF | | | EDI* | | ||||||||||||||||||
| | | Fiscal year ended November 30, 2021 | | | Fiscal year ended November 30, 2020 | | | Fiscal year ended November 30, 2021 | | | Fiscal year ended November 30, 2020 | | ||||||||||||
Audit Fees | | | | $ | 55,900 | | | | | $ | 55,900 | | | | | $ | 55,900 | | | | | $ | 55,900 | | |
Audit-Related Fees* | | | | $ | 0 | | | | | $ | 0 | | | | | $ | 0 | | | | | $ | 0 | | |
Tax Fees** | | | | $ | 5,000 | | | | | $ | 5,000 | | | | | $ | 5,000 | | | | | $ | 5,000 | | |
All Other Fees | | | | $ | 0 | | | | | $ | 0 | | | | | $ | 0 | | | | | $ | 0 | | |
Title of Class | | | Name and Address of Beneficial Ownership | | | No. of Shares | | | Percent of Class | | ||||||
Common Shares of EDF | | | First Trust Portfolios L.P. First Trust Advisors L.P. The Charger Corporation 120 East Liberty Drive, Suite 400 Wheaton, Illinois 60187 | | | | | 1,770,060 | | | | | | 10.38% | | |
Common Shares of EDF | | | Morgan Stanley Smith Barney LLC 1585 Broadway New York, New York 10036 | | | | | 961,243 | | | | | | 5.64% | | |
Common Shares of EDI | | | First Trust Portfolios L.P. First Trust Advisors L.P. The Charger Corporation 120 East Liberty Drive, Suite 400 Wheaton, Illinois 60187 | | | | | 1,781,869 | | | | | | 17.85% | | |
Common Shares of EDI | | | James E. Craige 300 First Stamford PL 4TH FL Stamford, Connecticut 06902 | | | | | 805,610 | | | | | | 8.07% | | |
Secretary
Virtus Stone Harbor Emerging Markets Income Fund
Virtus Stone Harbor Emerging Markets Total Income Fund
EVERY VOTE IS IMPORTANT EASY VOTING OPTIONS: Please detach at perforation before mailing. PROXY CARD VIRTUS STONE HARBOR EMERGING MARKETS INCOME FUND JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON OCTOBER 11, 2022 THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES. The undersigned hereby appoints Jennifer Fromm, George R. Aylward and Kevin Carr, and each of them with full power of substitution and revocation, as proxies to represent the undersigned at the Joint Annual Meeting of Shareholders to be held virtually at the following Website: www.meetnow.global/MNWCLQ4 on October 11, 2022 at 3:30 p.m. Eastern Time and at any and all adjournments thereof (the “Meeting”), to vote all shares of Virtus Stone Harbor Emerging Markets Income Fund, which the undersigned would be entitled to vote, with all powers the undersigned would possess if personally present, in accordance with the instructions indicated herein. To participate in the Virtual Meeting enter the 14-digit control number from the shaded box on this card. A majority of the proxies present and acting at the Meeting in person or by substitute (or, if only one shall be so present, then that one) shall have and may exercise all of the power and authority of said proxies hereunder. This proxy is solicited on behalf of the Board of Trustees of Virtus Stone Harbor Emerging Markets Income Fund. This proxy card when properly executed will be voted in the manner directed herein by the undersigned shareholder, and in the discretion of such proxies, upon any and all other matters as may properly come before the Meeting or any adjournment thereof. If no direction is made, this proxy will be voted “FOR” the Proposals. The undersigned hereby acknowledges receipt of the accompanying Notice of Joint Annual Meeting and Joint Proxy Statement for the Meeting. VOTE VIA THE INTERNET: www.proxy-direct.com To change the address on your account, please check the box at right and indicate your new address in the address space below. Please note that changes to the registered name(s) on the account may not be submitted via this method. EDF_32901_081722 PLEASE MARK, SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY IN THE ENCLOSED ENVELOPE. xxxxxxxxxxxxxx code VOTE BY MAIL Vote, sign and date this Proxy Card and return in the postage-paid envelope VOTE ON THE INTERNET Log on to: www.proxy-direct.com or scan the QR code Follow the on-screen instructions available 24 hours VIRTUAL MEETING at the following Website: www.meetnow.global/MNWCLQ4 on October 11 at 3:30 p.m. Eastern Time To participate in the Virtual Meeting, enter the 14-digit control number from the shaded box on this card. |
EVERY VOTE IS IMPORTANT Important Notice Regarding the Availability of Proxy Materials for the Joint Annual Shareholder Meeting to Be Held virtually on October 11, 2022 The Joint Proxy Statement is available at: https://www.proxy-direct.com/vir-32901 IF YOU VOTE BY INTERNET, PLEASE DO NOT MAIL YOUR CARD Please detach at perforation before mailing. TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposals The Board of Trustees recommends a vote “FOR” the following nominees in proposals 1a, 1b, 1c and 1d. 1a. Election of Trustee (Class II): FOR WITHHOLD 01. Donald C. Burke 1b. Election of Trustee (Class II): FOR WITHHOLD 01. Sarah E. Cogan 1c. Election of Trustee (Class II): FOR WITHHOLD 01. Connie D. McDaniel 1d. Election of Trustee (Class II): FOR WITHHOLD 01. Brian T. Zino 2. Transact such other business as may properly come before the Annual Meeting, or any adjournments, postponements or delays thereof. B Authorized Signatures ─ This section must be completed for your vote to be counted. ─ Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) ─ Please print date below Signature 1 ─ Please keep signature within the box Signature 2 ─ Please keep signature within the box Scanner bar code xxxxxxxxxxxxxx EDF 32901 xxxxxxxx / / |
EVERY VOTE IS IMPORTANT EASY VOTING OPTIONS: Please detach at perforation before mailing. PROXY CARD VIRTUS STONE HARBOR EMERGING MARKETS TOTAL INCOME FUND JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON OCTOBER 11, 2022 THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES. The undersigned hereby appoints Jennifer Fromm, George R. Aylward and Kevin Carr, and each of them with full power of substitution and revocation, as proxies to represent the undersigned at the Joint Annual Meeting of Shareholders to be held virtually at the following Website: www.meetnow.global/MNWCLQ4 on October 11, 2022 at 3:30 p.m. Eastern Time and at any and all adjournments thereof (the “Meeting”), to vote all shares of Virtus Stone Harbor Emerging Markets Total Income Fund, which the undersigned would be entitled to vote, with all powers the undersigned would possess if personally present, in accordance with the instructions indicated herein. To participate in the Virtual Meeting enter the 14-digit control number from the shaded box on this card. A majority of the proxies present and acting at the Meeting in person or by substitute (or, if only one shall be so present, then that one) shall have and may exercise all of the power and authority of said proxies hereunder. This proxy is solicited on behalf of the Board of Trustees of Virtus Stone Harbor Emerging Markets Total Income Fund. This proxy card when properly executed will be voted in the manner directed herein by the undersigned shareholder, and in the discretion of such proxies, upon any and all other matters as may properly come before the Meeting or any adjournment thereof. If no direction is made, this proxy will be voted “FOR” the Proposals. The undersigned hereby acknowledges receipt of the accompanying Notice of Joint Annual Meeting and Joint Proxy Statement for the Meeting. VOTE VIA THE INTERNET: www.proxy-direct.com To change the address on your account, please check the box at right and indicate your new address in the address space below. Please note that changes to the registered name(s) on the account may not be submitted via this method. EDI_32901_081722 PLEASE MARK, SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY IN THE ENCLOSED ENVELOPE. xxxxxxxxxxxxxx code VOTE BY MAIL Vote, sign and date this Proxy Card and return in the postage-paid envelope VOTE ON THE INTERNET Log on to: www.proxy-direct.com or scan the QR code Follow the on-screen instructions available 24 hours VIRTUAL MEETING at the following Website: www.meetnow.global/MNWCLQ4 on October 11 at 3:30 p.m. Eastern Time To participate in the Virtual Meeting, enter the 14-digit control number from the shaded box on this card. |
EVERY VOTE IS IMPORTANT Important Notice Regarding the Availability of Proxy Materials for the Joint Annual Shareholder Meeting to Be Held virtually on October 11, 2022 The Joint Proxy Statement is available at: https://www.proxy-direct.com/vir-32901 IF YOU VOTE BY INTERNET, PLEASE DO NOT MAIL YOUR CARD Please detach at perforation before mailing. TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposals The Board of Trustees recommends a vote “FOR” the following nominees in proposals 1e, 1f, 1g and 1h. 1e. Election of Trustee (Class III): FOR WITHHOLD 01. F. Ford Drummond 1f. Election of Trustee (Class III): FOR WITHHOLD 01. Sidney E. Harris 1g. Election of Trustee (Class III): FOR WITHHOLD 01. Philip R. McLoughlin 1h. Election of Trustee (Class III): FOR WITHHOLD 01. Geraldine M. McNamara 2. Transact such other business as may properly come before the Annual Meeting, or any adjournments, postponements or delays thereof. B Authorized Signatures ─ This section must be completed for your vote to be counted. ─ Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) ─ Please print date below Signature 1 ─ Please keep signature within the box Signature 2 ─ Please keep signature within the box Scanner bar code xxxxxxxxxxxxxx EDI 32901 xxxxxxxx / / |