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| SECURITIES AND EXCHANGE COMMISSION |
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| CERTIFIED SHAREHOLDER REPORT OF REGISTERED |
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| MANAGEMENT INVESTMENT COMPANIES |
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| Investment Company Act file number: | (811-23643) |
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| Exact name of registrant as specified in charter: | Putnam ETF Trust |
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| Address of principal executive offices: | 100 Federal Street, Boston, Massachusetts 02110 |
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| Name and address of agent for service: | Stephen Tate, Vice President |
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| | Boston, Massachusetts 02110 |
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| Copy to: | Bryan Chegwidden, Esq. |
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| | 1211 Avenue of the Americas |
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| | Boston, Massachusetts 02199 |
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| Registrant’s telephone number, including area code: | (617) 292-1000 |
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| Date of fiscal year end: | April 30, 2025 |
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| Date of reporting period: | May 1, 2024 – October 31, 2024 |
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| Item 1. Report to Stockholders: |
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| The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940: |
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Putnam BDC Income ETF | |
PBDC | NYSE Arca, Inc.NYSE |
Semi-Annual Shareholder Report | October 31, 2024 |
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This semi-annual shareholder report contains important information about Putnam BDC Income ETF for the period May 1, 2024, to October 31, 2024.
You can find additional information about the Fund at https://www.franklintempleton.com/regulatory-fund-documents. You can also request this information by contacting us at (800) DIAL BEN/342-5236.
WHAT WERE THE FUND COSTS FOR THE LAST SIX MONTHS? (based on a hypothetical $10,000 investment)
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Fund Name | Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment*,† |
Putnam BDC Income ETF | $38 | 0.75% |
* | Reflects fee waivers and/or expense reimbursements, without which expenses would have been higher. |
KEY FUND STATISTICS (as of October 31, 2024)
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Total Net Assets | $108,831,039 |
Total Number of Portfolio Holdings* | 21 |
Portfolio Turnover Rate | 18% |
* | Includes derivatives, if applicable. |
WHAT DID THE FUND INVEST IN? (as of October 31, 2024)
Portfolio Composition (% of Total Net Assets)
Cash and Equivalents, if any, represent the market value weights of cash, derivatives, short-term securities, and other unclassified assets in the portfolio. Holdings and allocations may vary over time. |
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| WHERE CAN I FIND ADDITIONAL INFORMATION ABOUT THE FUND? |
Additional information is available on https://www.franklintempleton.com/regulatory-fund-documents, including its: |
• prospectus • proxy voting information • financial information • holdings • tax information |
Putnam BDC Income ETF | PAGE 1 | 39500-STSR-1224 |
99.80.2
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| Item 3. Audit Committee Financial Expert: |
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| Item 4. Principal Accountant Fees and Services: |
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| Item 5. Audit Committee of Listed Registrants |
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| The registrant’s schedule of investments in unaffiliated issuers is included in the Financial Statements and Other Important Information in Item 7 below. |
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| Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies. |
Putnam
BDC Income ETF
Financial Statements and Other Important Information
Semiannual | October 31, 2024
Table of Contents
| Financial Statements and Other Important Information—Semiannual | franklintempleton.com |
The fund’s portfolio 10/31/24 (Unaudited) |
| INVESTMENT COMPANIES (100.0%)* | Shares | Value |
| Ares Capital Corp. | 620,781 | $13,123,310 |
| Bain Capital Specialty Finance, Inc. | 275,192 | 4,581,947 |
| Barings BDC, Inc. | 301,787 | 2,918,280 |
| Blackstone Secured Lending Fund | 358,783 | 11,168,915 |
| Blue Owl Capital Corp. | 727,924 | 10,947,977 |
| Capital Southwest Corp. | 154,647 | 3,739,364 |
| CION Investment Corp. | 337,557 | 3,952,792 |
| Crescent Capital BDC, Inc. | 245,894 | 4,472,812 |
| Fidus Investment Corp. | 112,171 | 2,187,335 |
| FS KKR Capital Corp. | 342,209 | 6,926,310 |
| Golub Capital BDC, Inc. | 424,316 | 6,424,144 |
| Hercules Capital, Inc. | 376,826 | 7,446,082 |
| Kayne Anderson BDC, Inc. | 61,876 | 1,010,435 |
| Main Street Capital Corp. | 198,813 | 10,207,059 |
| MidCap Financial Investment Corp. | 366,262 | 4,896,923 |
| Morgan Stanley Direct Lending Fund | 171,422 | 3,407,869 |
| New Mountain Finance Corp. | 221,189 | 2,528,190 |
| Palmer Square Capital BDC, Inc. | 33,131 | 528,108 |
| Sixth Street Specialty Lending, Inc. | 276,315 | 5,636,826 |
| Trinity Capital, Inc. | 194,812 | 2,684,511 |
| Total investment companies (cost $103,057,490) | $108,789,189 |
| SHORT-TERM INVESTMENTS (0.3%)* | Shares | Value |
| Putnam Government Money Market Fund Class P 4.62% L | 277,171 | $277,171 |
| Total short-term investments (cost $277,171) | $277,171 |
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| TOTAL INVESTMENTS |
| Total investments (cost $103,334,661) | $109,066,360 |
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| Key to holding’s abbreviations |
| BDC | Business Development Company |
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| Notes to the fund’s portfolio |
| Unless noted otherwise, the notes to the fund’s portfolio are for the close of the fund’s reporting period, which ran from May 1, 2024 through October 31, 2024 (the reporting period). Within the following notes to the portfolio, references to “Putnam Management” represent Putnam Investment Management, LLC, the fund’s investment manager, an indirect wholly-owned subsidiary of Franklin Resources, Inc., and references to “ASC 820” represent Accounting Standards Codification 820 Fair Value Measurements and Disclosures. |
* | Percentages indicated are based on net assets of $108,831,039. |
L | Affiliated company (Note 5). The rate quoted in the security description is the annualized 7-day yield of the fund at the close of the reporting period. |
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| ASC 820 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of the fund’s investments. The three levels are defined as follows: |
| Level 1: Valuations based on quoted prices for identical securities in active markets. |
| Level 2: Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. |
| Level 3: Valuations based on inputs that are unobservable and significant to the fair value measurement. |
| The following is a summary of the inputs used to value the fund’s net assets as of the close of the reporting period: |
| | Valuation inputs |
| Investments in securities: | Level 1 | Level 2 | Level 3 |
| Investment companies | $108,789,189 | $— | $— |
| Short-term investments | 277,171 | — | — |
| Totals by level | $109,066,360 | $— | $— |
The accompanying notes are an integral part of these financial statements.
Financial Statements
Statement of assets and liabilities
10/31/24 (Unaudited)
ASSETS | |
Investment in securities, at value (Note 1): | |
Unaffiliated issuers (identified cost $103,057,490) | $108,789,189 |
Affiliated issuers (identified cost $277,171) (Note 5) | 277,171 |
Interest and other receivables | 362 |
Total assets | 109,066,722 |
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LIABILITIES | |
Payable for investments purchased | 166,576 |
Payable for compensation of Manager (Note 2) | 69,107 |
Total liabilities | 235,683 |
Net assets | $108,831,039 |
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Represented by | |
Paid-in capital (Unlimited shares authorized) (Notes 1 and 4) | $102,530,416 |
Total distributable earnings (Note 1) | 6,300,623 |
Total — Representing net assets applicable to capital shares outstanding | $108,831,039 |
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COMPUTATION OF NET ASSET VALUE | |
Net asset value per share ($108,831,039 divided by 3,275,000 shares) | $33.23 |
The accompanying notes are an integral part of these financial statements.
Statement of operations
Six months ended 10/31/24 (Unaudited)
Investment income | |
Dividends | $5,191,761 |
Interest (including interest income of $8,506 from investments in affiliated issuers) (Note 5) | 8,506 |
Total investment income | 5,200,267 |
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EXPENSES | |
Compensation of Manager (Note 2) | 365,862 |
Fees waived and reimbursed by Manager (Note 2) | (431) |
Total expenses | 365,431 |
Net investment income | 4,834,836 |
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REALIZED AND UNREALIZED GAIN (LOSS) | |
Net realized gain (loss) on: | |
Securities from unaffiliated issuers (Notes 1 and 3) | (748,700) |
Securities from in-kind transactions (Notes 1 and 3) | 1,530,707 |
Total net realized gain | 782,007 |
Change in net unrealized appreciation (depreciation) on: | |
Securities from unaffiliated issuers | (3,087,340) |
Total change in net unrealized depreciation | (3,087,340) |
Net loss on investments | (2,305,333) |
Net increase in net assets resulting from operations | $2,529,503 |
The accompanying notes are an integral part of these financial statements.
Statement of changes in net assets
| Six months ended 10/31/24* | Year ended 4/30/24 |
Increase in net assets | | |
Operations | | |
Net investment income | $4,834,836 | $4,993,203 |
Net realized gain (loss) on investments | 782,007 | (199,995) |
Change in net unrealized appreciation (depreciation) of investments | (3,087,340) | 9,021,202 |
Net increase in net assets resulting from operations | 2,529,503 | 13,814,410 |
Distributions to shareholders (Note 1): | | |
From ordinary income | | |
Net investment income | (4,844,573) | (4,906,801) |
From capital gain on investments | | |
Net realized long-term gain on investments | — | (33,872) |
Proceeds from shares sold (Note 4) | 42,421,521 | 38,882,651 |
Decrease from shares redeemed (Note 4) | (8,390,733) | — |
Total increase in net assets | 31,715,718 | 47,756,388 |
Net assets | | |
Beginning of period | 77,115,321 | 29,358,933 |
End of period | $108,831,039 | $77,115,321 |
NUMBER OF FUND SHARES | | |
Shares outstanding at beginning of period | 2,275,000 | 1,050,000 |
Shares sold (Note 4) | 1,250,000 | 1,225,000 |
Shares redeemed (Note 4) | (250,000) | — |
Shares outstanding at end of period | 3,275,000 | 2,275,000 |
*Unaudited. |
The accompanying notes are an integral part of these financial statements.
Financial highlights
(For a common share outstanding throughout the period)
PER-SHARE OPERATING PERFORMANCE | | | |
| Six months ended 10/31/24** | Year ended 4/30/24 | For the period 9/29/22 (commencement of operations) to 4/30/23 |
Net asset value, beginning of period | $33.90 | $27.96 | $25.00 |
Investment operations: | | | |
Net investment income (loss)a | 1.68 | 3.34 | 1.73 |
Net realized and unrealized gain (loss) on investments | (.71) | 5.76 | 2.88 |
Total from investment operations | .97 | 9.10 | 4.61 |
Less distributions: | | | |
From net investment income | (1.64) | (3.14) | (1.60) |
From net realized gain on investments | — | (.02) | (.05) |
Total distributions | (1.64) | (3.16) | (1.65) |
Net asset value, end of period | $33.23 | $33.90 | $27.96 |
Total return at net asset value (%)b | 2.85* | 34.14 | 18.71* |
RATIOS AND SUPPLEMENTAL DATA | | | |
Net assets, end of period (in thousands) | $108,831 | $77,115 | $29,359 |
Ratio of expenses to average net assets (%)c,d | .38* | .75 | .47*f |
Ratio of net investment income (loss) to average net assets (%)d | 4.99* | 10.63 | 6.12* |
Portfolio turnover (%)e | 18* | 38 | 29* |
a | Per share net investment income (loss) has been determined on the basis of the weighted average number of shares outstanding during the period. |
b | Total return assumes dividend reinvestment. |
c | Excludes acquired fund fees and expenses, if any. |
d | Reflects waivers of certain fund expenses in connection with investments in Putnam Government Money Market Fund during the period. As a result of such waivers, the expenses of the fund reflect a reduction of the following amounts (Notes 2 and 5): |
| Percentage of average netassets |
October 31, 2024 | <0.01% |
April 30, 2024 | <0.01 |
April 30, 2023 | <0.01 |
e | Portfolio turnover excludes securities received or delivered in-kind, if any. |
f | Includes one-time proxy cost of 0.03%. |
The accompanying notes are an integral part of these financial statements.
Notes to financial statements 10/31/24 (Unaudited)
Unless otherwise noted, the “reporting period” represents the period from May 1, 2024 through October 31, 2024. The following table defines commonly used references within the Notes to financial statements:
References to | Represent |
1940 Act | Investment Company Act of 1940, as amended |
ETF | Exchange-traded fund |
Franklin Advisers | Franklin Advisers, Inc., a direct wholly-owned subsidiary of Franklin Templeton |
Franklin Templeton | Franklin Resources, Inc. |
Franklin Templeton Services | Franklin Templeton Services, LLC, a wholly-owned subsidiary of Franklin Templeton |
JPMorgan | JPMorgan Chase Bank, N.A. |
OTC | Over-the-counter |
PIL | Putnam Investments Limited, an indirect wholly-owned subsidiary of Franklin Templeton |
Putnam Management | Putnam Investment Management, LLC, the fund’s investment manager, an indirect wholly-owned subsidiary of Franklin Templeton |
SEC | Securities and Exchange Commission |
State Street | State Street Bank and Trust Company |
Putnam BDC Income ETF (the fund) is a non-diversified, open-end series of Putnam ETF Trust (the Trust), a Delaware statutory trust organized under the 1940 Act. The fund is an actively managed ETF. The fund’s investment objective is to seek current income. The fund invests mainly in exchange-traded business development companies (“BDCs”). To qualify as a BDC, a company must be organized under the laws of, and have its principal place of business in, the United States, be registered with the SEC and have elected to be regulated as a BDC under the 1940 Act. BDCs are vehicles whose principal business is to invest in, lend capital to or provide services to privately-held U.S. companies or thinly traded U.S. public companies. Putnam Management will seek BDC investments that contribute to stability of dividend income and return potential. In selecting investments, Putnam Management expects to evaluate a BDC’s credit performance and risk level, potential changes in earnings and dividend levels, the impact of changes in interest rates on the BDC, and differences among BDCs in leverage and balance sheet structures. Given that the fund will invest primarily in BDCs and a significant portion of BDCs have exposure to the financials sector, a significant portion of the fund’s assets will have exposure to the financials sector. Putnam Management may consider, among other factors, a BDC’s valuation, financial strength, growth potential, competitive position in its industry, projected future earnings, cash flows and dividends, and capital policies, as well as overall market conditions, when deciding whether to buy or sell investments. Under normal circumstances, the fund invests at least 80% of the value of its net assets in BDCs. This policy is non-fundamental and may be changed only after 60 days’ notice to shareholders. The fund may invest up to 20% of its assets in real estate investment trusts (REITs), including mortgage REITs. A REIT pools investors’ funds for investment primarily in income-producing real estate properties or real estate-related loans (such as mortgages). The real estate properties in which REITs invest typically include properties such as office buildings, retail and industrial facilities, hotels, apartment buildings and healthcare facilities. The fund will limit its investments in REITs to publicly-traded REITs listed on national securities exchanges. The fund is “non-diversified,” which means it may invest a greater percentage of its assets in fewer issuers than a “diversified” fund.
In the normal course of business, the fund enters into contracts that may include agreements to indemnify another party under given circumstances. The fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be, but have not yet been, made against the fund. However, the fund’s management team expects the risk of material loss to be remote.
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, transfer agent and custodian, who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s Agreement and Declaration of Trust, any claims asserted by a shareholder against or on behalf of the Trust (or its series), including claims against Trustees and Officers, must be brought in courts of the State of Delaware.
Note 1: Significant accounting policies
The fund follows the accounting and reporting guidance in Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946, Financial Services – Investment Companies (ASC 946) and applies the specialized accounting and reporting guidance in U.S. Generally Accepted Accounting Principles (U.S. GAAP), including, but not limited to, ASC 946. The following is a summary of significant accounting policies consistently followed by the fund in the preparation of its financial statements. The preparation of financial statements is in conformity with accounting principles generally accepted in the United States of America and requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and the reported amounts of increases and decreases in net assets from operations. Actual results could differ from those estimates. Subsequent events after the Statement of assets and liabilities date through the date that the financial statements were issued have been evaluated in the preparation of the financial statements.
Security valuation Portfolio securities and other investments are valued using policies and procedures adopted by the Board of Trustees (Trustees). The Trustees have formed a Pricing Committee to oversee the implementation of these procedures. Under compliance policies and procedures approved by the Trustees, the Trustees have designated the fund’s investment manager as the valuation designee and has responsibility for oversight of valuation. The investment manager is assisted by the fund’s administrator in performing this responsibility, including leading the cross-functional Valuation Committee (VC). The VC is responsible for making fair value determinations, evaluating the effectiveness of the pricing policies of the fund and reporting to the Trustees.
Investments for which market quotations are readily available are valued at the last reported sales price on their principal exchange, or official closing price for certain markets, and are classified as Level 1 securities under Accounting Standards Codification 820 Fair Value Measurements and Disclosures (ASC 820). If no sales are reported, as in the case of some securities that are traded OTC, a security is valued at the average of the last reported bid and ask prices, the “mid price” (prior to July 22, 2024, the most recent bid price was used), and is generally categorized as a Level 2 security.
Investments in open-end investment companies (excluding exchange-traded funds), if any, which can be classified as Level 1 or Level 2 securities, are valued based on their net asset value. The net asset value of such investment companies equals the total value of their assets less their liabilities and divided by the number of their outstanding shares.
Many securities markets and exchanges outside the U.S. close prior to the scheduled close of the New York Stock Exchange and therefore the closing prices for securities in such markets or on such exchanges may not fully reflect events that occur after such close but before the scheduled close of the New York Stock Exchange. When reliable prices are not readily available for equity securities, such as when the value of a security has been affected by events after the close of the exchange or market on which the security is principally traded, but before the fund calculates its net asset value, on certain days the fund will fair value these securities as determined in accordance with procedures approved by the Trustees. This may include using an independent third-party pricing service to adjust the value of such securities to the latest indications of fair value at 4:00 p.m. (Eastern Time). The number of days on which fair value prices will be used will depend on market activity and it is possible that fair value prices will be used by the fund to a significant extent. These securities, which would generally be classified as level 1 securities, will be transferred to Level 2 on the fair value hierarchy when they are valued at fair value. Securities quoted in foreign currencies, if any, are translated into U.S. dollars at the current exchange rate. Short-term securities with remaining maturities of 60 days or less are valued using an independent pricing service approved by the Trustees, and are classified as Level 2 securities.
To the extent a pricing service or dealer is unable to value a security or provides a valuation that the fund’s investment manager does not believe accurately reflects the security’s fair value, the security will be valued at fair value by the fund’s investment manager, which has been designated as valuation designee pursuant to Rule 2a–5 under the 1940 Act, in accordance with policies and procedures approved by the Trustees. Certain investments, including certain restricted and illiquid securities and derivatives, are also valued at fair value following procedures approved by the Trustees. These valuations consider such factors as significant market or specific security events such as interest rate or credit quality changes, various relationships with other securities, discount rates, U.S. Treasury, U.S. swap and credit yields, index levels, convexity exposures, recovery rates, sales and other multiples
and resale restrictions. These securities are classified as Level 2 or as Level 3 depending on the priority of the significant inputs.
To assess the continuing appropriateness of fair valuations, the Valuation Committee reviews and affirms the reasonableness of such valuations on a regular basis after considering all relevant information that is reasonably available. Such valuations and procedures are reviewed periodically by the Trustees. The fair value of securities is generally determined as the amount that the fund could reasonably expect to realize from an orderly disposition of such securities over a reasonable period of time. By its nature, a fair value price is a good faith estimate of the value of a security in a current sale and does not reflect an actual market price, which may be different by a material amount.
Security transactions and related investment income Security transactions are recorded on the trade date (the date the order to buy or sell is executed). Gains or losses on securities sold are determined on the identified cost basis.
Interest income, net of any applicable withholding taxes, if any, is recorded on the accrual basis. Amortization and accretion of premiums and discounts on debt securities, if any, is recorded on the accrual basis.
Dividend income, net of any applicable withholding taxes, is recognized on the ex-dividend date except that certain dividends from foreign securities, if any, are recognized as soon as the fund is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair value of the securities received. Dividends representing a return of capital or capital gains, if any, are reflected as a reduction of cost and/or as a realized gain.
Lines of credit The fund participates, along with other Putnam funds, in a $320 million syndicated unsecured committed line of credit, provided by State Street ($160 million) and JPMorgan ($160 million), and a $235.5 million unsecured uncommitted line of credit, provided by State Street. Borrowings may be made for temporary or emergency purposes, including the funding of shareholder redemption requests and trade settlements. Interest is charged to the fund based on the fund’s borrowing at a rate equal to 1.25% plus the higher of (1) the Federal Funds rate and (2) the Overnight Bank Funding Rate for the committed line of credit and 1.30% plus the higher of (1) the Federal Funds rate and (2) the Overnight Bank Funding Rate for the uncommitted line of credit. A closing fee equal to 0.04% of the committed line of credit and 0.04% of the uncommitted line of credit has been paid by the participating funds and a $75,000 fee has been paid by the participating funds to State Street as agent of the syndicated committed line of credit. In addition, a commitment fee of 0.21% per annum on any unutilized portion of the committed line of credit is allocated to the participating funds based on their relative net assets and paid quarterly. During the reporting period, the fund had no borrowings against these arrangements.
Federal taxes It is the policy of the fund to distribute all of its taxable income within the prescribed time period and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended (the Code), applicable to regulated investment companies. It is also the intention of the fund to distribute an amount sufficient to avoid imposition of any excise tax under Section 4982 of the Code.
The fund is subject to the provisions of Accounting Standards Codification 740 Income Taxes (ASC 740). ASC 740 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The fund did not have a liability to record for any unrecognized tax benefits in the accompanying financial statements. No provision has been made for federal taxes on income, capital gains or unrealized appreciation on securities held nor for excise tax on income and capital gains. Each of the fund’s federal tax returns for the prior periods remains subject to examination by the Internal Revenue Service.
Pursuant to federal income tax regulations applicable to regulated investment companies, the fund has elected to defer certain capital losses of $108,697 recognized during the period between November 1, 2023 and April 30, 2024 to its fiscal year ending April 30, 2025 .
Tax cost of investments includes adjustments to net unrealized appreciation (depreciation) which may not necessarily be final tax cost basis adjustments, but closely approximate the tax basis unrealized gains and losses that may be realized and distributed to shareholders. The aggregate identified cost on a tax basis is $103,429,310, resulting in gross unrealized appreciation and depreciation of $6,141,899 and $504,849, respectively, or net unrealized appreciation of $5,637,050.
Distributions to shareholders Distributions to shareholders from net investment income, if any, are recorded by the fund on the ex-dividend date. Distributions from capital gains, if any, are recorded on the ex-dividend date and paid at least annually. The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Dividend sources are estimated at the time of declaration. Actual results may vary. Any non-taxable return of capital cannot be determined until final tax calculations are completed after the end of the fund’s fiscal year. Reclassifications are made to the fund’s capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations.
Expenses of the Trust Expenses directly charged or attributable to any fund will be paid from the assets of that fund. Generally, expenses of the Trust will be allocated among and charged to the assets of each fund on a basis that the Trustees deem fair and equitable, which may be based on the relative assets of each fund or the nature of the services performed and relative applicability to each fund.
Note 2: Management fee, administrative services and other transactions
The fund pays its investment manager an annual all-inclusive management fee of 0.75% based on the fund’s average daily net assets computed and paid monthly. The management fee covers investment management services and all of the fund’s organizational and other operating expenses with certain exceptions, including but not limited to: payments under distribution plans, interest, taxes, brokerage commissions and other transaction costs, fund proxy expenses, litigation expenses, extraordinary expenses and acquired fund fees and expenses.
For the reporting period, the management fee represented an effective rate (excluding the impact from any expense waivers in effect) of 0.377% of the fund’s average net assets.
Effective July 15, 2024, Franklin Advisers was retained by Putnam Management as a sub-adviser for the fund pursuant to a new sub-advisory agreement between Putnam Management and Franklin Advisers. Pursuant to the agreement, Franklin Advisers provides certain advisory and related services. Putnam Management pays a monthly fee to Franklin Advisers based on the costs of Franklin Advisers in providing these services to the fund, which may include a mark-up not to exceed 15% over such costs.
The fund invests in Putnam Government Money Market Fund, an open-end management investment company managed by Franklin Advisers. Management fees paid by the fund are reduced by an amount equal to the management fees paid by Putnam Government Money Market Fund with respect to assets invested by the fund in Putnam Government Money Market Fund. During the reporting period, management fees paid were reduced by $431 relating to the fund’s investment in Putnam Government Money Market Fund.
During the reporting period, PIL was authorized by the Trustees to manage a separate portion of the assets of the fund as determined by Putnam Management from time to time. PIL did not manage any portion of the assets of the fund during the reporting period. Effective November 1, 2024, PIL, and its investment professionals, merged into Franklin Templeton Investment Management Limited (FTIML), an affiliate of the investment manager, and FTIML became a sub-advisor to the fund. If Putnam Management were to engage the services of FTIML or PIL, Putnam Management would pay a monthly sub-management fee to FTIML or PIL for its services at an annual rate of 0.25% of the average net assets of the portion of the fund managed by FTIML or PIL.
Effective June 1, 2024, Franklin Templeton Services provides certain administrative services to the fund. The fee for those services is paid by the fund’s investment manager based on the costs incurred by Franklin Templeton Services and is not an additional expense of the fund.
The fund has adopted a distribution and service plan pursuant to Rule 12b–1 under the 1940 Act that authorizes the fund to pay distribution fees in connection with the sale and distribution of its shares and service fees in connection with the provision of ongoing shareholder support services. No Rule 12b–1 fees are currently paid by the fund.
Note 3: Purchases and sales of securities
During the reporting period, the cost of purchases and the proceeds from sales, excluding short-term investments and in-kind transactions, were as follows:
| Cost of purchases | Proceeds from sales |
Investments in securities (Long-term) | $20,895,332 | $17,103,458 |
U.S. government securities (Long-term) | — | — |
Total | $20,895,332 | $17,103,458 |
Portfolio securities received or delivered through in-kind transactions were $37,939,097 and $7,482,927, respectively.
The fund may purchase or sell investments from or to other Putnam funds in the ordinary course of business, which can reduce the fund’s transaction costs, at prices determined in accordance with SEC requirements and policies approved by the Trustees. During the reporting period, purchases or sales of long-term securities from or to other Putnam funds, if any, did not represent more than 5% of the fund’s total cost of purchases and/or total proceeds from sales.
Note 4: Capital shares
Shares of the fund are listed and traded on NYSE Arca, Inc., and individual fund shares may only be bought and sold in the secondary market through a broker or dealer at market price. These transactions, which do not involve the fund, are made at market prices that may vary throughout the day, rather than at net asset value (NAV). Shares of the fund may trade at a price greater than the fund’s NAV (premium) or less than the fund’s NAV (discount). An investor may incur costs attributable to the difference between the highest price a buyer is willing to pay to purchase shares (bid) and the lowest price a seller is willing to accept for shares (ask) when buying or selling fund shares in the secondary market (the “bid-ask spread”). The fund will issue and redeem shares in large blocks of 25,000 shares called “Creation Units” on a continuous basis, at NAV, with authorized participants who have entered into agreements with the fund’s distributor. The fund will generally issue and redeem Creation Units in return for a designated portfolio of securities (and an amount of cash) that the fund specifies each day. The fund generally imposes a transaction fee on investors purchasing or redeeming Creation Units. Investors transacting in Creation Units for cash may also pay an additional variable charge to compensate the fund for certain transaction costs and market impact expenses relating to investing in portfolio securities. Such variable charges, if any, are included in Other capital in the Statement of changes in net assets.
Note 5: Affiliated transactions
Transactions during the reporting period with any company which is under common ownership or control were as follows:
Name of affiliate | Fair value as of 4/30/24 | Purchase cost | Sale proceeds | Investment income | Shares outstanding and fair value as of 10/31/24 |
Short-term investments | | | | | |
Putnam Government Money Market Fund Class P † | $351,125 | $7,937,318 | $8,011,272 | $8,506 | $277,171 |
Total Short-term investments | $351,125 | $7,937,318 | $8,011,272 | $8,506 | $277,171 |
† Management fees paid by the fund are reduced by an amount equal to the management fees paid by Putnam Government Money Market Fund with respect to assets invested by the fund in Putnam Government Money Market Fund (Note 2). There were no realized or unrealized gains or losses during the period. |
Note 6: Market, credit and other risks
In the normal course of business, the fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the contracting party to the transaction to perform (credit risk). The fund may be exposed to additional credit risk that an institution or other entity with which the fund has unsettled or open transactions will default.
Changes in and disagreements with accountants
Not applicable
Results of any shareholder votes
Not applicable
Remuneration paid to directors, officers, and others
Not applicable. Remuneration paid to directors, officers, and others is included as part of the all-inclusive management fee and not paid directly by the fund.
Board approval of management and subadvisory agreements (Unaudited)
At its meeting on September 27, 2024, the Board of Trustees of your fund, including all of the Trustees who are not “interested persons” (as this term is defined in the Investment Company Act of 1940, as amended (the “1940 Act”)) of the Putnam mutual funds, closed-end funds and exchange-traded funds (collectively, the “funds”) (the “Independent Trustees”), approved a new Sub-Advisory Agreement (the “New FTIML Sub-Advisory Agreement”) between Putnam Investment Management, LLC (“Putnam Management”) and its affiliate, Franklin Templeton Investment Management Limited (“FTIML”). Putnam Management and FTIML are each direct or indirect, wholly-owned subsidiaries of Franklin Resources, Inc. (“Franklin Templeton”). (Because FTIML is an affiliate of Franklin Advisers and Franklin Advisers remains fully responsible for all services provided by FTIML, the Trustees did not attempt to evaluate FTIML as a separate entity.)
The Board of Trustees, with the assistance of its Contract Committee (which consists solely of Independent Trustees) and its independent legal counsel (as that term is defined in Rule 0-1(a)(6)(i) under the 1940 Act), requested and evaluated all information it deemed reasonably necessary under the circumstances in connection with its review of the New FTIML Sub-Advisory Agreement. At its September 2024 meeting, the Contract Committee met with representatives of Putnam Management and Franklin Templeton, and separately in executive session, to consider the information provided. At the September Trustees’ meetings, the Contract Committee also met in executive session with the other Independent Trustees to discuss its observations and recommendations. Throughout this process, the Contract Committee was assisted by the members of the Board of Trustees’ independent staff and by independent legal counsel for the Independent Trustees.
Considerations in connection with the Trustees’ approval of the New FTIML Sub-Advisory Agreement
The Trustees considered the proposed New FTIML Sub-Advisory Agreement in connection with the planned November 1, 2024 merger (the “Merger”) of Putnam Investments Limited (“PIL”), an affiliate of Putnam Management and a sub-adviser to your fund prior to the Merger, with and into FTIML. In connection with the Merger, PIL investment professionals would become employees of FTIML, and, upon consummation of the Merger, PIL would cease to exist as a separate legal entity. The Trustees noted that Franklin Templeton viewed the Merger as a further step in the integration of the legacy Putnam and Franklin Templeton organizations, offering potential operational efficiencies and enhanced investment resources for the funds. The Trustees also considered, among other factors, that:
• The Merger and the New FTIML Sub-Advisory Agreement would not result in any reduction or material change in the nature or the level of the sub-advisory services provided to the funds;
• The PIL portfolio managers who are responsible for the day-to-day management of the applicable funds would be the same immediately prior to, and immediately after, the Merger, and these investment personnel would have access to the same research and other resources to support their respective investment advisory functions and operate under the same conditions both immediately before and after the Merger;
• Despite a change in the sub-advisory fee structure for certain funds, the New FTIML Sub-Advisory Agreement would not result in an increase in the advisory fee rates payable by each fund, as Putnam Management would be responsible for overseeing the investment advisory services provided to the applicable funds by FTIML under the New FTIML Sub-Advisory Agreement and would compensate FTIML for such services out of the fees it receives under each fund’s Management Contract with Putnam Management (each, a “Current Management Contract”); and
• The terms of the New FTIML Sub-Advisory Agreement were substantially similar to those under the previous Sub-Management Contract between Putnam Management and PIL (the “PIL Sub-Management Contract”).
The Trustees also considered that, prior to the Merger, counsel to Putnam Management and FTIML had provided a legal opinion that the Merger and the appointment of FTIML as sub-adviser to the funds would not result in an “assignment” under the 1940 Act of the PIL Sub-Management Contract and that the New FTIML Sub-Advisory Agreement did not require shareholder approval.
In addition, the Trustees considered that, in connection with their review of your fund’s Current Management Contract and the PIL Sub-Management Contract over the course of several months ending in June 2023, they had considered information regarding the nature, extent and quality of the services provided to the fund, the fund’s performance, the fund’s management fees and expense ratios, the profitability of Putnam Management and its affiliates in providing services to the fund, whether there had been economies of scale with respect to the management of the fund and other benefits received by Putnam Management and its affiliates as a result of their relationships with the fund. Because, other than the parties to the contract, the revised sub-advisory fee structure for certain funds, and certain other non-substantive changes to contractual terms, the New FTIML Sub-Advisory Agreement was substantially similar to the PIL Sub-Management Contract, the Trustees relied to a considerable extent on their approval of the PIL Sub-Management Contract in connection with their consideration of the New FTIML Sub-Advisory Agreement.
The Trustees also considered information received as part of the review process ending in June 2024 in connection with their consideration of a new Sub-Advisory Agreement for your fund (the “Franklin Advisers Sub-Advisory Agreement”) between Putnam Management and Franklin Advisers, Inc., an affiliate of Putnam Management and FTIML, including updated information regarding the profitability of Putnam Management and its affiliates, potential economies of scale, other benefits received by Putnam Management and its affiliates as a result of their relationships with the funds, and the performance and expenses of the funds. The Trustees also considered other information received in connection with their review of the Franklin Advisers Sub-Advisory Agreement, including certain performance information for Franklin Templeton’s fixed income and investment solutions investment strategies and information regarding the revenues, expenses and profitability of Franklin Templeton’s global investment management business and its U.S. registered investment company business, which included the financial results of FTIML.
Board of Trustees’ Conclusions
After considering the factors described above and those described below under the heading “Considerations and conclusions in connection with the Trustees’ June 2024 Subadvisory Agreement approval,” as well as other factors, the Board of Trustees, including all of the Independent Trustees, concluded that the fees payable under the New FTIML Sub-Advisory Agreement represented reasonable compensation in light of the nature and quality of the services that would be provided to the funds, and determined to approve the New FTIML Sub-Advisory Agreement for your fund. These conclusions were based on a comprehensive consideration
of all information provided to the Trustees and were not the result of any single factor.
Considerations and conclusions in connection with the Trustees’ June 2024 Subadvisory Agreement approval
At its meeting on June 28, 2024, the Board of Trustees of your fund, including all of the Independent Trustees, approved the Franklin Advisers Sub-Advisory Agreement. Franklin Advisers and Putnam Management are each direct or indirect, wholly-owned subsidiaries of Franklin Templeton.
The Trustees considered the proposed Franklin Advisers Sub-Advisory Agreement in connection with an internal reorganization (the “Reorganization”) whereby the fixed income and Investment Solutions investment operations of Putnam Management were combined with those of Franklin Advisers. Pursuant to the Franklin Advisers Sub-Advisory Agreement, Putnam Management retained Franklin Advisers as sub-adviser for each Putnam equity fund so that, following the Reorganization, the Putnam Management fixed income investment personnel that moved to Franklin Advisers pursuant to the Reorganization (the “Fixed Income Personnel”) could continue to provide certain services that they had historically provided to the Putnam equity funds, including, as applicable, cash management services, currency trading services and portfolio management services (the “Services”). After the Reorganization and the effectiveness of the Franklin Advisers Sub-Advisory Agreement, Putnam Management remains the investment adviser to your fund and the other equity funds pursuant to the Current Management Contracts, and PIL continues to serve as a sub-adviser to your fund and other Putnam funds pursuant to the PIL Sub-Management Contract. The Current Management Contracts and PIL Sub-Management Contract remain in effect until June 30, 2025, unless the contracts are sooner terminated or continued pursuant to their terms.
In connection with the review process, the Independent Trustees’ independent legal counsel (as that term is defined in Rule 0-1(a)(6)(i) under the 1940 Act) met with representatives of Putnam Management and Franklin Templeton to discuss the contract review materials that would be furnished to the Contract Committee. The Board of Trustees, with the assistance of its Contract Committee (which consists solely of Independent Trustees) and its independent legal counsel, requested and evaluated all information it deemed reasonably necessary under the circumstances in connection with its review of the Franklin Advisers Sub-Advisory Agreement. Over the course of several months ending in June 2024, the Contract Committee met on a number of occasions with representatives of Putnam Management and Franklin Templeton, and separately in executive session, to consider the information provided. Throughout this process, the Contract Committee was assisted by the members of the Board of Trustees’ independent staff and by independent legal counsel for the Independent Trustees.
At the Board of Trustees’ June 2024 meeting, the Contract Committee met in executive session to discuss and consider its recommendations with respect to the approval of the Franklin Advisers Sub-Advisory Agreement. At that meeting, the Contract Committee also met in executive session with the other Independent Trustees to discuss its observations and recommendation.
The Trustees considered that, under the Franklin Advisers Sub-Advisory Agreement, the Fixed Income Personnel would provide any necessary Services to the applicable equity funds in their capacity as employees of Franklin Advisers under generally the same terms and conditions related to the equity funds as such services were previously provided by the Fixed Income Personnel in their capacity as employees of Putnam Management under the Current Management Contracts. The Trustees also considered that Putnam Management would be responsible for overseeing the Services provided to the equity funds by Franklin Advisers under the Franklin Advisers Sub-Advisory Agreement and would compensate Franklin Advisers for such services out of the fees it receives under the Current Management Contracts. The Trustees further noted Putnam Management’s and Franklin Templeton’s representations that Franklin Advisers’ appointment as sub-adviser to the equity funds would not result in any material change in the nature or level of investment advisory services provided to the equity funds and that the management fee rates paid by the equity funds would not increase as a result of the Franklin Advisers Sub-Advisory Agreement. In addition, the Trustees considered that counsel to Franklin Advisers and Putnam Management had provided a legal opinion that shareholder approval of the Franklin Advisers Sub-Advisory Agreement was not required under the 1940 Act.
The Trustees considered that, in connection with their review of your fund’s Current Management Contract and PIL Sub-Management Contract over the course of several months ending in June 2023, they had considered information regarding the nature, extent and quality of the services provided to the fund, the fund’s performance, the fund’s management fees and expense ratios, the profitability of Putnam Management and its affiliates in providing services to the fund, whether there had been economies of scale with respect to the management of the fund and other benefits received by Putnam Management and its affiliates as a result of their relationships with the fund. As part of the review process in connection with the consideration of the Franklin Advisers Sub-Advisory Agreement, the Trustees received and reviewed updated information regarding the profitability of Putnam Management and its affiliates, potential economies of scale, other benefits received by Putnam Management and its affiliates as a result of their relationships with the funds, and the performance and expenses of the funds. The Trustees also received, in connection with their review of the Franklin Advisers Sub-Advisory Agreement, certain performance information for Franklin Advisers’ fixed income and Investment Solutions investment strategies and information regarding the revenues, expenses and profitability of Franklin Templeton’s global investment management business and its U.S. registered investment company business, which includes the financial results of Franklin Advisers. Given the scope of the Services to be provided pursuant to the Franklin Advisers Sub-Advisory Agreement, the fact that the Franklin Advisers Sub-Advisory Agreement would maintain the current level of services received by your fund, and the fact that the Franklin Advisers Sub-Advisory Agreement would not impact the fees payable by the fund, since Putnam Management would be responsible for the payment of fees under the Franklin Advisers Sub-Advisory Agreement, the Trustees considered, but did not rely to a significant extent on the information provided to them described in this paragraph in connection with their consideration of the Franklin Advisers Sub-Advisory Agreement.
Board of Trustees’ Conclusion
After considering the factors described above, as well as other factors, the Board of Trustees, including all of the Independent Trustees, concluded that the fees payable under the Franklin Advisers Sub-Advisory Agreement represented reasonable compensation in light of the nature and quality of the services that would continue to be provided to the equity funds, and determined to approve the Franklin Advisers Sub-Advisory Agreement for your fund. This conclusion was based on a comprehensive consideration of all information provided to the Trustees and was not the result of any single factor.
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© 2024 Franklin Templeton. All rights reserved. | 39500-SFSOI 12/24 |
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| Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies. |
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| Included in Item 7 above. |
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| Item 9. Proxy Disclosure for Open-End Management Investment Companies. |
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| Included in Item 7 above. |
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| Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies. |
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| Included in Item 7 above. |
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| Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract. |
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| Included in Item 7 above. |
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| Item 12. Disclosure of Proxy Voting Policies and Procedures For Closed-End Management Investment Companies: |
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| Item 13. Portfolio Managers of Closed-End Investment Companies |
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| Item 14. Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers: |
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| Item 15. Submission of Matters to a Vote of Security Holders: |
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| Item 16. Controls and Procedures: |
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| (a) The registrant’s principal executive officer and principal financial officer have concluded, based on their evaluation of the effectiveness of the design and operation of the registrant’s disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the design and operation of such procedures are generally effective to provide reasonable assurance that information required to be disclosed by the registrant in this report is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms. |
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| (b) Changes in internal control over financial reporting: Not applicable |
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| Item 17. Disclosures of Securities Lending Activities for Closed-End Investment Companies: |
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| Item 18. Recovery of Erroneously Awarded Compensation. |
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| Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. |
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| By (Signature and Title): |
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| Jeffrey White Principal Accounting Officer |
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| Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. |
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| By (Signature and Title): |
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| Jonathan S. Horwitz Principal Executive Officer |
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| By (Signature and Title): |
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| Jeffrey White Principal Financial Officer |