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I-1","page_number":2,"box":{"x":70,"y":108,"width":839,"height":11}},{"id":"df3078ad-ee05-48e4-b47d-25690bd6e5ff","block_type":"box","text":"Investment Restrictions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-5","page_number":2,"box":{"x":70,"y":125,"width":839,"height":9}},{"id":"af00d5af-5399-4b09-9fbb-419a4463d90d","block_type":"box","text":"Information on Directors and Officers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-7","page_number":2,"box":{"x":70,"y":141,"width":838,"height":9}},{"id":"21a70ed7-8d68-4419-a64d-8b8962e593bc","block_type":"box","text":"Management, Advisory and Other Service Arrangements . . . . . . . . .","page_number":2,"box":{"x":70,"y":158,"width":469,"height":11}},{"id":"4c13ed4b-c67f-49d6-b4f6-6029ac8432c3","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-18","page_number":2,"box":{"x":545,"y":158,"width":364,"height":8}},{"id":"9b17a0f9-6487-44dc-813f-4e365d2885f7","block_type":"box","text":"Information on Sales Charges and Distribution Related Expenses .","page_number":2,"box":{"x":70,"y":174,"width":469,"height":11}},{"id":"79e70999-9d35-4bac-bfbe-be8804591d72","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 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I-22","page_number":2,"box":{"x":358,"y":207,"width":551,"height":8}},{"id":"7c5a621e-c05f-4892-b6eb-06c65d81376b","block_type":"box","text":"Additional Information. . . . . . . . . . . . . . . . . . .","page_number":2,"box":{"x":68,"y":223,"width":308,"height":9}},{"id":"c8b64ebf-810c-439d-8b35-289d4b24ca00","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-24","page_number":2,"box":{"x":382,"y":223,"width":527,"height":9}},{"id":"cdb93166-a652-4666-aa69-f3e51792b107","block_type":"box","text":"Financial Statements","page_number":2,"box":{"x":70,"y":239,"width":148,"height":9}},{"id":"693be292-e4c6-4dd6-9cac-3bacee7513c2","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 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applicable","page_number":8,"box":{"x":134,"y":461,"width":769,"height":11}},{"id":"73885186-04bf-4763-8e38-aaa3bcb4f8ad","block_type":"box","text":"law and the Fund’s prospectus and statement of additional information, as they may be amended from time to","page_number":8,"box":{"x":102,"y":475,"width":787,"height":12}},{"id":"1301018f-316b-4b85-a308-afeb4806bd77","block_type":"box","text":"time, and without registering as a commodity pool operator under the Commodity Exchange Act.","page_number":8,"box":{"x":101,"y":491,"width":681,"height":11}},{"id":"696e310c-7869-4cd4-ad91-ef891970514c","block_type":"box","text":"(8) Issue senior securities to the extent such issuance would violate applicable law.","page_number":8,"box":{"x":134,"y":513,"width":595,"height":11}},{"id":"79d6fc94-13ed-44e2-884f-79616363ff9c","block_type":"box","text":"The Fund may, notwithstanding any other fundamental investment restriction or policy, invest some or all of its","page_number":8,"box":{"x":101,"y":536,"width":785,"height":11}},{"id":"876fbae4-d673-4b61-97d8-d9beac51ffd6","block_type":"box","text":"assets in a single open-end investment company or series thereof with substantially the same investment objective,","page_number":8,"box":{"x":69,"y":551,"width":826,"height":11}},{"id":"32de540d-a409-492f-8653-fdae85d98336","block_type":"box","text":"restrictions and policies as the Fund. Also, the Fund may purchase securities of other investment companies to the","page_number":8,"box":{"x":69,"y":566,"width":822,"height":11}},{"id":"abf0b60d-00ab-456b-b619-e96e641bcb33","block_type":"box","text":"extent permitted by applicable law.","page_number":8,"box":{"x":69,"y":582,"width":245,"height":10}},{"id":"9757d101-5044-4608-8e35-616b5d2fd1f1","block_type":"box","text":"In addition to the fundamental policies mentioned above, the Directors have adopted the following non","page_number":8,"box":{"x":102,"y":604,"width":734,"height":11}},{"id":"a79b97b5-2a25-47f9-9795-8c3b19b0913a","block_type":"box","text":"fundamental policies which can be changed or amended by action of the Directors without approval of shareholders.","page_number":8,"box":{"x":68,"y":619,"width":828,"height":11}},{"id":"2d5b0597-f688-42d1-8730-3447e8ba3b35","block_type":"box","text":"Again, for purposes of the following limitations, any limitation which involves a maximum percentage shall not be","page_number":8,"box":{"x":68,"y":634,"width":803,"height":12}},{"id":"7c63f79f-81b1-4888-83fe-1ee510b66da1","block_type":"box","text":"considered violated unless an excess over the percentage occurs immediately after and is caused by, an acquisition","page_number":8,"box":{"x":69,"y":649,"width":828,"height":12}},{"id":"d41381f9-1087-4a11-bec2-43aa0ef95252","block_type":"box","text":"or encumbrance of securities or assets of, or borrowings by, the Fund.","page_number":8,"box":{"x":69,"y":664,"width":499,"height":12}},{"id":"dd2ca3fc-5db7-4238-9621-b0457d48385d","block_type":"box","text":"Under its non-fundamental investment restrictions, which may be changed by the Board without shareholder","page_number":8,"box":{"x":102,"y":687,"width":768,"height":11}},{"id":"5b026450-fd05-429a-8e69-78fb7c1274e8","block_type":"box","text":"approval, the Fund may not:","page_number":8,"box":{"x":69,"y":703,"width":197,"height":10}},{"id":"035d53f6-0823-43c3-8b73-33db210ce300","block_type":"box","text":"(a) Purchase securities of other investment companies, except to the extent permitted by the Investment","page_number":8,"box":{"x":102,"y":725,"width":747,"height":11}},{"id":"db306f11-bcec-4546-a7c4-fc27c3eb8a26","block_type":"box","text":"Company Act. 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Any change in the percentage of the Fund’s assets invested","page_number":9,"box":{"x":69,"y":75,"width":824,"height":11}},{"id":"bb4ddef5-2de5-4f37-b027-6260ae3b2d29","block_type":"box","text":"in cer tain securities or other instruments resulting from market fluctuations or other changes in the Fund’s total","page_number":9,"box":{"x":70,"y":90,"width":797,"height":11}},{"id":"f338d379-d6c7-4339-af01-f063173b8735","block_type":"box","text":"assets will not require the Fund to dispose of an investment until BlackRock determines that it is practicable to sell","page_number":9,"box":{"x":69,"y":105,"width":823,"height":11}},{"id":"3d834202-f545-4b6f-8e25-6e07557eeae0","block_type":"box","text":"or close out the investment without undue market or tax consequences.","page_number":9,"box":{"x":69,"y":120,"width":511,"height":11}},{"id":"8b6f727f-7e95-4002-94e6-89c71140b337","block_type":"box","text":"III. Information on Directors and Officers","page_number":9,"box":{"x":69,"y":151,"width":294,"height":8}},{"id":"52d22590-42be-4a11-8390-f1432f78ce4f","block_type":"box","text":"The Board consists of fifteen individuals (each, a “Director”), thir teen of whom are not “interested persons” of","page_number":9,"box":{"x":101,"y":173,"width":790,"height":11}},{"id":"2bb49765-99a2-4788-aa76-2212003629a5","block_type":"box","text":"the Corporation as defined in the Investment Company Act (the “Independent Directors”). 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The Directors also oversee as board members the operations of the other open-end registered investment","page_number":9,"box":{"x":69,"y":249,"width":827,"height":11}},{"id":"cb07cbca-f434-4287-a806-831d5f73198a","block_type":"box","text":"companies included in the BlackRock Multi-Asset Complex.","page_number":9,"box":{"x":69,"y":264,"width":418,"height":11}},{"id":"a8bbef4f-c754-420e-88ad-82a748491e8a","block_type":"box","text":"The Board has overall responsibility for the oversight of the Corporation and the Fund. The Chair of the Board is","page_number":9,"box":{"x":101,"y":286,"width":794,"height":12}},{"id":"ed80858f-454c-42cf-93f8-3788ef492bf4","block_type":"box","text":"an Independent Director, and the Chair of each Board committee (each, a “Committee”) is an Independent Director.","page_number":9,"box":{"x":69,"y":302,"width":823,"height":11}},{"id":"00db9cca-8338-4fef-8c38-6afcbca6a6b8","block_type":"box","text":"The Board has five standing Committees: an Audit Committee, a Governance and Nominating Committee, a","page_number":9,"box":{"x":68,"y":317,"width":766,"height":11}},{"id":"5231aa4e-3e5d-4779-bc6a-490050556563","block_type":"box","text":"Compliance Committee, a Per formance Oversight Committee and an Ad Hoc Topics Committee. The role of the Chair","page_number":9,"box":{"x":69,"y":332,"width":831,"height":11}},{"id":"14102d2e-d940-4a4f-ab17-c512f7322eff","block_type":"box","text":"of the Board is to preside at all meetings of the Board and to act as a liaison with service providers, officers,","page_number":9,"box":{"x":69,"y":347,"width":778,"height":11}},{"id":"c00bc26a-2d6e-4882-81ea-3bbdc15d76ad","block_type":"box","text":"attorneys and other Directors generally between meetings. The Chair of each Committee per forms a similar role with","page_number":9,"box":{"x":69,"y":362,"width":830,"height":11}},{"id":"cb69ac37-e192-4a13-be5b-a62a316d28ce","block_type":"box","text":"respect to the Committee. The Chair of the Board or the Chair of a Committee may also per form such other functions","page_number":9,"box":{"x":69,"y":377,"width":836,"height":11}},{"id":"75d603bd-4eb5-450a-b216-ed051b5f8935","block_type":"box","text":"as may be delegated by the Board or the Committee from time to time. The Independent Directors meet regularly","page_number":9,"box":{"x":69,"y":392,"width":805,"height":12}},{"id":"62a65fd9-860d-46ce-bde3-16d99a48fa7d","block_type":"box","text":"outside the presence of Fund management, in executive session or with other service providers to the Fund. The","page_number":9,"box":{"x":69,"y":407,"width":802,"height":12}},{"id":"880e18ce-ee22-4fe3-a5e9-aaada1eeaa4a","block_type":"box","text":"Board has regular meetings five times a year, and may hold special meetings if required before its next regular","page_number":9,"box":{"x":70,"y":423,"width":788,"height":11}},{"id":"80dd347a-1a5d-4e4d-9cdc-a69ed1b7cc91","block_type":"box","text":"meeting. Each Committee meets regularly to conduct the oversight functions delegated to that Committee by the","page_number":9,"box":{"x":69,"y":438,"width":802,"height":11}},{"id":"248d3593-9c26-48cb-a816-02d691958623","block_type":"box","text":"Board and repor ts its findings to the Board. The Board and each standing Committee conduct annual assessments","page_number":9,"box":{"x":70,"y":453,"width":821,"height":11}},{"id":"5473ca39-8924-4ac4-af31-2b566f3ddd57","block_type":"box","text":"of their oversight function and structure. The Board has determined that the Board’s leadership structure is","page_number":9,"box":{"x":69,"y":468,"width":767,"height":11}},{"id":"fb6c97f4-612d-4486-991d-3caa526ff1b5","block_type":"box","text":"appropriate because it allows the Board to exercise independent judgment over management and to allocate areas of","page_number":9,"box":{"x":69,"y":483,"width":839,"height":11}},{"id":"dd3fa25d-2a68-4542-b941-6afb53041863","block_type":"box","text":"responsibility among Committees and the full Board to enhance effective oversight.","page_number":9,"box":{"x":69,"y":498,"width":593,"height":11}},{"id":"3ec6896e-2778-4973-afa2-f8303480a4a5","block_type":"box","text":"The Board has engaged the Manager to manage the Fund on a day-to-day basis. The Board is responsible for","page_number":9,"box":{"x":101,"y":521,"width":777,"height":11}},{"id":"21ab6e68-b083-47bd-8362-63cb74312e2a","block_type":"box","text":"overseeing the Manager, other service providers, the operations of the Fund and associated risks in accordance with","page_number":9,"box":{"x":69,"y":536,"width":832,"height":11}},{"id":"e021b584-a078-49ab-b30d-a4f758f1ab1d","block_type":"box","text":"the provisions of the Investment Company Act, state law, other applicable laws, the Corporation’s char ter, and the","page_number":9,"box":{"x":68,"y":551,"width":815,"height":11}},{"id":"e89c1b4b-b2cb-4044-b1ff-ff6b198085dc","block_type":"box","text":"Fund’s investment objective and strategies. The Board reviews, on an ongoing basis, the Fund’s per formance,","page_number":9,"box":{"x":70,"y":566,"width":784,"height":11}},{"id":"2c4d725f-a174-4f4a-95ab-17728b7d4f8d","block_type":"box","text":"operations and investment strategies and techniques. The Board also conducts reviews of the Manager and its role","page_number":9,"box":{"x":69,"y":581,"width":823,"height":12}},{"id":"3efc6c7e-b74c-4fed-9b84-c51d4ee0e0bb","block_type":"box","text":"in running the operations of the Fund.","page_number":9,"box":{"x":70,"y":596,"width":266,"height":12}},{"id":"7f8ec377-2657-4033-ba05-26d0dbda8a23","block_type":"box","text":"Day-to-day risk management with respect to the Fund is the responsibility of the Manager or of sub-advisers or","page_number":9,"box":{"x":102,"y":619,"width":785,"height":11}},{"id":"69452179-db8c-403d-b839-c2694265e38b","block_type":"box","text":"other service providers (depending on the nature of the risk), subject to the supervision of the Manager. The Fund is","page_number":9,"box":{"x":69,"y":634,"width":828,"height":12}},{"id":"b4dff18a-b54b-46cb-9a21-93b8653e5257","block_type":"box","text":"subject to a number of risks, including investment, compliance, operational and valuation risks, among others. While","page_number":9,"box":{"x":69,"y":649,"width":832,"height":12}},{"id":"da80f02c-784f-491d-96fd-3cf1ae01cb22","block_type":"box","text":"there are a number of risk management functions per formed by the Manager and the sub-advisers or other service","page_number":9,"box":{"x":68,"y":664,"width":820,"height":12}},{"id":"6b0db5f0-a3cf-4d4a-a5b2-b9e1cb6071b7","block_type":"box","text":"providers, as applicable, it is not possible to eliminate all of the risks applicable to the Fund. Risk oversight forms","page_number":9,"box":{"x":70,"y":680,"width":811,"height":11}},{"id":"04395353-43d7-4059-bde4-f63ee658e2ce","block_type":"box","text":"par t of the Board’s general oversight of the Fund and is addressed as par t of various Board and Committee","page_number":9,"box":{"x":70,"y":695,"width":767,"height":11}},{"id":"e2eaa7d6-120b-47a9-8cc8-9dee32326dff","block_type":"box","text":"activities. The Board, directly or through a Committee, also reviews repor ts from, among others, management, the","page_number":9,"box":{"x":69,"y":710,"width":815,"height":11}},{"id":"22b98ed7-e101-4676-a2b9-4300eae7c9c3","block_type":"box","text":"independent registered public accounting firm for the Fund, sub-advisers and internal auditors for the investment","page_number":9,"box":{"x":70,"y":725,"width":803,"height":11}},{"id":"57947072-dd21-4132-948e-fd2f50062e89","block_type":"box","text":"adviser or its affiliates, as appropriate, regarding risks faced by the Fund and management’s or the service provider’s","page_number":9,"box":{"x":69,"y":740,"width":840,"height":11}},{"id":"c7e4761e-0e8b-4f01-827a-10f44f63440f","block_type":"box","text":"risk functions. The Committee system facilitates the timely and efficient consideration of matters by the Directors,","page_number":9,"box":{"x":69,"y":755,"width":814,"height":11}},{"id":"04a783c4-471e-4d00-a5ac-f60d4fd217b8","block_type":"box","text":"and facilitates effective oversight of compliance with legal and regulatory requirements and of the Fund’s activities","page_number":9,"box":{"x":69,"y":770,"width":817,"height":12}},{"id":"62de6b87-379d-4d3d-b723-1e4d9963cd26","block_type":"box","text":"and associated risks. The Board has appointed a Chief Compliance Officer, who oversees the implementation and","page_number":9,"box":{"x":69,"y":785,"width":812,"height":11}},{"id":"7c481add-2495-4645-9004-18fac9c21d3b","block_type":"box","text":"testing of the Corporation’s compliance program and repor ts to the Board regarding compliance matters for the Fund","page_number":9,"box":{"x":68,"y":801,"width":834,"height":11}},{"id":"b57442a9-533b-4251-8ff7-4344c99b7035","block_type":"box","text":"and its service providers. The Independent Directors have engaged independent legal counsel to assist them in","page_number":9,"box":{"x":69,"y":816,"width":794,"height":11}},{"id":"bd981005-d93b-418d-a79f-f6a81f3a3c85","block_type":"box","text":"per forming their oversight responsibilities.","page_number":9,"box":{"x":70,"y":831,"width":299,"height":11}},{"id":"4475c242-513b-4058-a43a-ddf3e0a1655e","block_type":"box","text":"Audit Committee.","page_number":9,"box":{"x":101,"y":854,"width":122,"height":8}},{"id":"0fab03d3-2eb2-4793-82d5-fa416f59f56b","block_type":"box","text":"The members of the Audit Committee (the “Audit Committee”) are Henry R. Keizer (Chair), Neil","page_number":9,"box":{"x":229,"y":853,"width":673,"height":12}},{"id":"ef72f1a2-83be-4a46-992b-399b0564bdb7","block_type":"box","text":"A. Cotty, Jeffrey Jarczyk, Lori Richards, Kenneth L. Urish and Claire A. Walton, all of whom are Independent Directors.","page_number":9,"box":{"x":68,"y":869,"width":834,"height":11}},{"id":"a5e81b41-5f8f-4371-90b2-4c09ef346b23","block_type":"box","text":"The principal responsibilities of the Audit Committee are to approve, and recommend to the full Board for approval,","page_number":9,"box":{"x":68,"y":884,"width":820,"height":11}},{"id":"3995bd2a-0216-4801-aefb-a388151ca512","block_type":"box","text":"the selection, retention, termination and compensation of the Fund’s independent registered public accounting firm","page_number":9,"box":{"x":68,"y":899,"width":823,"height":11}},{"id":"189c9cd5-7da5-4db9-bd20-4900c8fb352d","block_type":"box","text":"I-7","page_number":9,"box":{"x":481,"y":943,"width":16,"height":9}},{"id":"83b14cc0-d41a-48cd-874d-7683037fae36","block_type":"box","text":"NM1026U-5981080-9/228","page_number":9,"box":{"x":764,"y":970,"width":140,"height":7}},{"id":"03801814-0897-467a-9069-5800497a76db","block_type":"box","text":"(the “Independent Registered Public Accounting Firm”) and to oversee the Independent Registered Public Accounting","page_number":10,"box":{"x":69,"y":45,"width":830,"height":11}},{"id":"d93653c6-79d2-42e3-843c-bee835b3513b","block_type":"box","text":"Firm’s work. The Audit Committee’s responsibilities include, without limitation, to (1) evaluate the qualifications and","page_number":10,"box":{"x":70,"y":60,"width":825,"height":11}},{"id":"7eb8ae85-3f8d-4da5-86b2-d267fc35b2a8","block_type":"box","text":"independence of the Independent Registered Public Accounting Firm; (2) approve all audit engagement terms and","page_number":10,"box":{"x":70,"y":75,"width":807,"height":11}},{"id":"c9a49e0d-39d5-474b-aa79-75511f1b9e22","block_type":"box","text":"fees for the Fund; (3) review the conduct and results of each independent audit of the Fund’s annual financial","page_number":10,"box":{"x":68,"y":90,"width":781,"height":11}},{"id":"5a34aaa9-900f-47b8-bb4d-7df22644a08a","block_type":"box","text":"statements; (4) review any issues raised by the Independent Registered Public Accounting Firm or Fund management","page_number":10,"box":{"x":69,"y":105,"width":834,"height":11}},{"id":"2f22e583-b4ef-44ff-bf3b-220b28b7c779","block_type":"box","text":"regarding the accounting or financial repor ting policies and practices of the Fund and the internal controls of the Fund","page_number":10,"box":{"x":69,"y":120,"width":838,"height":12}},{"id":"cf457302-0724-41a8-9dd5-3c645d5a34c7","block_type":"box","text":"and cer tain service providers; (5) oversee the per formance of the Fund’s Independent Registered Public Accounting","page_number":10,"box":{"x":69,"y":135,"width":825,"height":12}},{"id":"efdcc184-80e4-4146-8cdb-a89d0398b3b6","block_type":"box","text":"Firm; (6) review and discuss with management and the Fund’s Independent Registered Public Accounting Firm the","page_number":10,"box":{"x":70,"y":151,"width":809,"height":11}},{"id":"fd516618-c40d-45ae-a8d8-181ef2700520","block_type":"box","text":"per formance and findings of the Fund’s internal auditors; (7) discuss with Fund management its policies regarding","page_number":10,"box":{"x":70,"y":166,"width":815,"height":11}},{"id":"cf4765b9-eee9-4d7b-beb4-9034b8e19b1d","block_type":"box","text":"risk assessment and risk management as such matters relate to the Fund’s financial repor ting and controls;","page_number":10,"box":{"x":69,"y":181,"width":774,"height":11}},{"id":"3d3f4a72-4955-4e35-af9d-5bb1986c2ed1","block_type":"box","text":"(8) resolve any disagreements between Fund management and the Independent Registered Public Accounting Firm","page_number":10,"box":{"x":69,"y":196,"width":815,"height":11}},{"id":"accc03f3-3d67-4131-8cd3-c9933c85de87","block_type":"box","text":"regarding financial repor ting; and (9) under take such other duties and responsibilities as may from time to time be","page_number":10,"box":{"x":69,"y":211,"width":819,"height":11}},{"id":"09997a61-5f2c-4172-9031-87540e06fa81","block_type":"box","text":"delegated by the Board to the Audit Committee. The Board has adopted a written char ter for the Audit Committee.","page_number":10,"box":{"x":69,"y":226,"width":812,"height":11}},{"id":"16392ae0-73a9-457f-ab8f-e1e3bac3a0f1","block_type":"box","text":"During the fiscal year ended May 31, 2026, the Audit Committee met four times.","page_number":10,"box":{"x":70,"y":241,"width":574,"height":11}},{"id":"abe5af8b-28cf-410a-8b0c-6243fea54cc0","block_type":"box","text":"Governance and Nominating Committee.","page_number":10,"box":{"x":102,"y":264,"width":286,"height":11}},{"id":"56aec7a5-26c7-4cfc-a265-69ab470b0cf1","block_type":"box","text":"The members of the Governance and Nominating Committee (the","page_number":10,"box":{"x":394,"y":264,"width":464,"height":11}},{"id":"bbe29420-f6df-4820-b9f1-3458f72b8135","block_type":"box","text":"“Governance Committee”) are Cynthia A. Montgomery (Chair), Christopher J. Ailman, Susan J. Car ter, Collette Chilton,","page_number":10,"box":{"x":70,"y":279,"width":838,"height":11}},{"id":"aa78cc6e-bbe5-4bfa-a19e-841294f74aa3","block_type":"box","text":"Henry R. Keizer and Marc D. Stern, all of whom are Independent Directors. The principal responsibilities of the","page_number":10,"box":{"x":70,"y":294,"width":786,"height":11}},{"id":"21e5bf62-c148-48ba-9378-d550c162d793","block_type":"box","text":"Governance Committee are to (1) identify individuals qualified to serve as Independent Directors of the Corporation","page_number":10,"box":{"x":69,"y":309,"width":821,"height":11}},{"id":"fe57053a-97e5-4de5-9356-5f82eedba2d1","block_type":"box","text":"and recommend Independent Director nominees for election by shareholders or appointment by the Board; (2) advise","page_number":10,"box":{"x":69,"y":324,"width":835,"height":11}},{"id":"17605237-ea9e-4e4a-8f83-d8015e47bbd0","block_type":"box","text":"the Board with respect to Board composition, procedures and committees (other than the Audit Committee);","page_number":10,"box":{"x":68,"y":340,"width":772,"height":10}},{"id":"980a8e80-ce6d-46a1-96f7-b42cb931a47f","block_type":"box","text":"(3) oversee periodic self-assessments of the Board and committees of the Board (other than the Audit Committee);","page_number":10,"box":{"x":69,"y":355,"width":820,"height":11}},{"id":"5985a026-6646-44c4-a9e5-b2f83548dd78","block_type":"box","text":"(4) review and make recommendations regarding Independent Director compensation; (5) monitor corporate","page_number":10,"box":{"x":69,"y":370,"width":768,"height":11}},{"id":"a025552b-3c0c-4a62-a236-5d31e824e0ec","block_type":"box","text":"governance matters and develop appropriate recommendations to the Board; (6) act as the administrative committee","page_number":10,"box":{"x":68,"y":385,"width":837,"height":11}},{"id":"2a16d373-9994-4e5f-8245-60ba0f911179","block_type":"box","text":"with respect to Board policies and procedures, committee policies and procedures (other than the Audit Committee)","page_number":10,"box":{"x":68,"y":400,"width":827,"height":11}},{"id":"d19affed-a496-4d9d-b56a-0064f6fafd08","block_type":"box","text":"and codes of ethics as they relate to Independent Directors; and (7) under take such other duties and responsibilities","page_number":10,"box":{"x":69,"y":415,"width":836,"height":11}},{"id":"d29ae222-4f52-4bb1-9148-cb48fcf429c9","block_type":"box","text":"as may from time to time be delegated by the Board to the Governance Committee. The Governance Committee may","page_number":10,"box":{"x":69,"y":430,"width":831,"height":11}},{"id":"06be11e9-1f1f-4403-bd56-1baf5fcf4dcf","block_type":"box","text":"consider nominations for Directors made by the Fund’s shareholders as it deems appropriate. Under the","page_number":10,"box":{"x":69,"y":445,"width":744,"height":11}},{"id":"657b162b-96dd-4340-ae50-d395c9a12441","block_type":"box","text":"Corporation’s Amended and Restated Bylaws (“Bylaws”), shareholders must follow cer tain procedures to nominate a","page_number":10,"box":{"x":69,"y":460,"width":832,"height":12}},{"id":"0d34e4a7-5028-4d26-b4dc-84862a84b7b8","block_type":"box","text":"person for election as a Director at a shareholder meeting at which Directors are to be elected. Under these advance","page_number":10,"box":{"x":70,"y":475,"width":833,"height":12}},{"id":"3338e537-a165-4ea5-a247-3b2c7f1afd30","block_type":"box","text":"notice procedures, notice of the proposed nominee to the Secretary of the Corporation must be delivered to or","page_number":10,"box":{"x":69,"y":491,"width":789,"height":11}},{"id":"5bfbac68-cb5d-43e6-a5a0-b658fd880d42","block_type":"box","text":"mailed and received at the principal executive offices of the Corporation not later than the close of business on the","page_number":10,"box":{"x":69,"y":506,"width":822,"height":11}},{"id":"2e7611a6-a478-4450-ba1d-b5a69481c9a4","block_type":"box","text":"fifth day following the day on which notice of the date of the meeting was mailed or public disclosure of the date of","page_number":10,"box":{"x":68,"y":521,"width":819,"height":11}},{"id":"7243efd1-08e5-4898-9aba-3f0413e2dc86","block_type":"box","text":"the meeting was made, whichever first occurs. The Corporation’s Bylaws provide that notice of a proposed","page_number":10,"box":{"x":68,"y":536,"width":758,"height":11}},{"id":"a67ed9fd-f3f2-4574-baba-f0fc8fada6a7","block_type":"box","text":"nomination must include cer tain information about the shareholder and the nominee, as well as cer tain other","page_number":10,"box":{"x":69,"y":551,"width":782,"height":11}},{"id":"efa26302-c275-424b-af93-64a90adba465","block_type":"box","text":"information, including a written consent of the proposed nominee to serve if elected. Reference is made to the","page_number":10,"box":{"x":70,"y":566,"width":789,"height":11}},{"id":"0bc32091-6cc5-4d67-8e6d-7a1d52873ce6","block_type":"box","text":"Corporation’s Bylaws for more details. The Board has adopted a written char ter for the Governance Committee.","page_number":10,"box":{"x":69,"y":581,"width":792,"height":11}},{"id":"8cdf48ed-d7bd-4069-8480-3bbfd4043ef2","block_type":"box","text":"During the fiscal year ended May 31, 2026, the Governance Committee met ten times.","page_number":10,"box":{"x":70,"y":596,"width":617,"height":12}},{"id":"80b4c82b-8c8e-465e-a4c0-f12ebc1e39b3","block_type":"box","text":"Compliance Committee.","page_number":10,"box":{"x":102,"y":619,"width":168,"height":11}},{"id":"78b82aee-5756-49a6-bfde-605943b80dd4","block_type":"box","text":"The members of the Compliance Committee (the “Compliance Committee”) are Claire A.","page_number":10,"box":{"x":276,"y":619,"width":629,"height":11}},{"id":"8f876975-2496-4e2f-bde6-bb3e1b85cd71","block_type":"box","text":"Walton (Chair), Jeffrey Jarczyk, Cynthia A. Montgomery, Donald C. Opatrny, Lori Richards and Kenneth L. Urish, all of","page_number":10,"box":{"x":68,"y":634,"width":828,"height":12}},{"id":"e61bd869-e980-49c1-aabe-53263f2b64aa","block_type":"box","text":"whom are Independent Directors. The Compliance Committee’s purpose is to assist the Board in fulfilling its","page_number":10,"box":{"x":68,"y":649,"width":773,"height":12}},{"id":"886b4dea-a122-4df0-89be-dd54de6416d2","block_type":"box","text":"responsibility to oversee regulatory and fiduciary compliance matters involving the Corporation, the fund-related","page_number":10,"box":{"x":69,"y":664,"width":794,"height":12}},{"id":"cc85d8b4-0590-4048-a610-5d5162e6e3a9","block_type":"box","text":"activities of BlackRock and any sub-adviser and the Corporation’s third-par ty service providers. The Compliance","page_number":10,"box":{"x":69,"y":680,"width":793,"height":11}},{"id":"8e770ae5-feac-4bbb-b3d8-a1b7dc900eba","block_type":"box","text":"Committee’s responsibilities include, without limitation, to (1) oversee the compliance policies and procedures of the","page_number":10,"box":{"x":69,"y":695,"width":835,"height":11}},{"id":"1b458d1f-7427-4c59-91d7-1afff8c691c9","block_type":"box","text":"Corporation and its service providers and recommend changes or additions to such policies and procedures;","page_number":10,"box":{"x":69,"y":710,"width":773,"height":11}},{"id":"af6a3722-6e17-4238-8fc7-ecfba318dd03","block_type":"box","text":"(2) review information on and, where appropriate, recommend policies concerning the Corporation’s compliance with","page_number":10,"box":{"x":69,"y":725,"width":829,"height":11}},{"id":"1e65cb15-aead-4566-8d0e-7ce76d6e4402","block_type":"box","text":"applicable law; (3) review repor ts from, oversee the annual per formance review of, and make cer tain","page_number":10,"box":{"x":69,"y":740,"width":719,"height":11}},{"id":"58bdbc4d-92d2-46bd-b45a-a502c4bd9a90","block_type":"box","text":"recommendations and determinations regarding the Corporation’s Chief Compliance Officer (the “CCO”), including","page_number":10,"box":{"x":69,"y":755,"width":814,"height":11}},{"id":"7658483e-0f94-4dc6-ab7a-0058b523811b","block_type":"box","text":"determining the amount and structure of the CCO’s compensation and recommending such amount and structure to","page_number":10,"box":{"x":69,"y":770,"width":829,"height":12}},{"id":"e248438a-9328-4199-bac7-81257620f2d3","block_type":"box","text":"the full Board for approval and ratification; and (4) under take such other duties and responsibilities as may from time","page_number":10,"box":{"x":68,"y":785,"width":839,"height":12}},{"id":"127646f6-d3ce-4334-bc7e-aa0b4d4f9c00","block_type":"box","text":"to time be delegated by the Board to the Compliance Committee. The Board has adopted a written char ter for the","page_number":10,"box":{"x":68,"y":801,"width":810,"height":11}},{"id":"c8c3269c-1159-457a-ab3d-1781c8c64db9","block_type":"box","text":"Compliance Committee. During the fiscal year ended May 31, 2026, the Compliance Committee met four times.","page_number":10,"box":{"x":69,"y":816,"width":798,"height":11}},{"id":"c5f9d273-cba5-43b0-a23e-4cc64a90a40f","block_type":"box","text":"Per formance Oversight Committee.","page_number":10,"box":{"x":102,"y":838,"width":248,"height":12}},{"id":"fa0e8232-e164-4e3a-b9c2-fb1e82952849","block_type":"box","text":"The members of the Per formance Oversight Committee (the “Per formance","page_number":10,"box":{"x":356,"y":838,"width":531,"height":12}},{"id":"0e56c3d0-dc37-4cd3-b0f0-c16cc34165ed","block_type":"box","text":"Oversight Committee”) are Donald C. Opatrny (Chair), Christopher J. Ailman, Susan J. Car ter, Collette Chilton, Neil A.","page_number":10,"box":{"x":69,"y":854,"width":829,"height":11}},{"id":"21b1926e-33f9-4359-ba36-aac0c04d7a04","block_type":"box","text":"Cotty and Marc D. Stern, all of whom are Independent Directors. The Per formance Oversight Committee’s purpose is","page_number":10,"box":{"x":69,"y":869,"width":832,"height":11}},{"id":"ca4731a2-180b-4fbe-b3f9-be4e2d065044","block_type":"box","text":"to assist the Board in fulfilling its responsibility to oversee the Fund’s investment per formance relative to its agreed","page_number":10,"box":{"x":68,"y":884,"width":832,"height":11}},{"id":"c098ec1d-6566-4b7a-8870-bdcc7c0525a1","block_type":"box","text":"upon per formance objectives and to assist the Independent Directors in their consideration of investment advisory","page_number":10,"box":{"x":69,"y":899,"width":818,"height":11}},{"id":"14acd4a9-7097-4119-8106-247952a699ca","block_type":"box","text":"I-8","page_number":10,"box":{"x":481,"y":943,"width":17,"height":9}},{"id":"72e43af6-e534-4aec-8f35-2fca8d7c701e","block_type":"box","text":"NM1026U-5981080-10/228","page_number":10,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"cc775263-9050-41c1-8322-0afb60c86768","block_type":"box","text":"agreements. The Per formance Oversight Committee’s responsibilities include, without limitation, to (1) review","page_number":11,"box":{"x":69,"y":45,"width":782,"height":11}},{"id":"65e91e00-d3fa-49d2-bbc8-2b87c0a3cf63","block_type":"box","text":"information on, and make recommendations to the full Board in respect of, the Fund’s investment objective, policies","page_number":11,"box":{"x":70,"y":60,"width":829,"height":11}},{"id":"1053c0fa-e5e6-4bfd-8377-71635bcdbe39","block_type":"box","text":"and practices; (2) review information on the Fund’s investment per formance; (3) review information on appropriate","page_number":11,"box":{"x":69,"y":75,"width":816,"height":11}},{"id":"badd95b3-6004-4cdb-86c8-d3ae26e0271e","block_type":"box","text":"benchmarks and competitive universes and unusual or exceptional investment matters; (4) review personnel and","page_number":11,"box":{"x":69,"y":90,"width":803,"height":11}},{"id":"d6eee947-a6a1-4f8e-a415-bfd173e88f3b","block_type":"box","text":"other resources devoted to management of the Fund and evaluate the nature and quality of information furnished to","page_number":11,"box":{"x":69,"y":105,"width":827,"height":11}},{"id":"c725fea4-0edf-4977-9eb0-b26a00d5d518","block_type":"box","text":"the Per formance Oversight Committee; (5) recommend any required action regarding changes in fundamental and","page_number":11,"box":{"x":68,"y":120,"width":811,"height":12}},{"id":"aa367701-ce35-46e5-872e-bceb0742d597","block_type":"box","text":"non-fundamental investment policies and restrictions, fund mergers or liquidations; (6) request and review","page_number":11,"box":{"x":69,"y":135,"width":757,"height":12}},{"id":"5228edc3-b047-494a-80a5-d7a74a467c7d","block_type":"box","text":"information on the nature, extent and quality of services provided to the shareholders; (7) make recommendations to","page_number":11,"box":{"x":70,"y":150,"width":835,"height":12}},{"id":"30404468-138d-4780-a98e-c296d7dd9e41","block_type":"box","text":"the Board concerning the approval or renewal of investment advisory agreements; and (8) under take such other","page_number":11,"box":{"x":68,"y":166,"width":800,"height":11}},{"id":"ce7aea64-f7f1-4adf-9270-373077967e5e","block_type":"box","text":"duties and responsibilities as may from time to time be delegated by the Board to the Per formance Oversight","page_number":11,"box":{"x":69,"y":181,"width":780,"height":11}},{"id":"c3bf05e0-4d19-4254-b3fe-a42012995d66","block_type":"box","text":"Committee. The Board has adopted a written char ter for the Per formance Oversight Committee. During the fiscal year","page_number":11,"box":{"x":69,"y":196,"width":838,"height":11}},{"id":"8011145c-8dfa-43d0-ade2-ba2dcdd1777a","block_type":"box","text":"ended May 31, 2026, the Per formance Oversight Committee met five times.","page_number":11,"box":{"x":69,"y":211,"width":544,"height":11}},{"id":"1997e058-af26-41bb-a708-c26e0882f277","block_type":"box","text":"Ad Hoc Topics Committee.","page_number":11,"box":{"x":101,"y":234,"width":186,"height":11}},{"id":"3b245563-ca84-4caf-9e4b-48a9fe351d32","block_type":"box","text":"The members of the Ad Hoc Topics Committee (the “Ad Hoc Topics Committee”) are","page_number":11,"box":{"x":293,"y":234,"width":598,"height":11}},{"id":"ac75f6a2-1524-4d7f-82ed-9996eeaadedb","block_type":"box","text":"Mark Stalnecker (Chair) and Claire A. Walton, both of whom are Independent Directors, and John M. Perlowski, who","page_number":11,"box":{"x":70,"y":249,"width":819,"height":11}},{"id":"552c5989-45ac-44a5-a543-f40df903b0bd","block_type":"box","text":"serves as an interested Director. The principal responsibilities of the Ad Hoc Topics Committee are to (1) act on","page_number":11,"box":{"x":69,"y":264,"width":796,"height":11}},{"id":"73df26da-70c6-4b63-afe5-9e4938b579b8","block_type":"box","text":"routine matters between meetings of the Board; (2) act on such matters as may require urgent action between","page_number":11,"box":{"x":69,"y":279,"width":788,"height":11}},{"id":"dbac53d0-2b26-40d4-b39c-456f081fe118","block_type":"box","text":"meetings of the Board; and (3) exercise such other authority as may from time to time be delegated to the Ad Hoc","page_number":11,"box":{"x":69,"y":294,"width":813,"height":11}},{"id":"f7cfb03c-89ce-480e-9fae-71efb16903f1","block_type":"box","text":"Topics Committee by the Board. The Board has adopted a written char ter for the Ad Hoc Topics Committee. During","page_number":11,"box":{"x":68,"y":309,"width":816,"height":11}},{"id":"c5deab88-f908-4694-9cdc-897812d78f23","block_type":"box","text":"the fiscal year ended May 31, 2026, the Ad Hoc Topics Committee did not meet.","page_number":11,"box":{"x":68,"y":324,"width":575,"height":11}},{"id":"153a0057-9056-4df7-b317-09ecc6427055","block_type":"box","text":"The Governance Committee has adopted a statement of policy that describes the experience, qualifications,","page_number":11,"box":{"x":101,"y":347,"width":771,"height":11}},{"id":"1180d5c9-3275-4ae8-b462-dcf575ed606a","block_type":"box","text":"skills and attributes that are necessary and desirable for potential Independent Director candidates (the “Statement","page_number":11,"box":{"x":69,"y":362,"width":830,"height":11}},{"id":"0cef3809-38c6-4650-a630-d0093c7e7c33","block_type":"box","text":"of Policy”). The Board believes that each Independent Director satisfied, at the time he or she was initially elected or","page_number":11,"box":{"x":69,"y":377,"width":833,"height":11}},{"id":"071be1de-7f12-48b3-9b9d-443b7d129dde","block_type":"box","text":"appointed a Director, and continues to satisfy, the standards contemplated by the Statement of Policy. Fur thermore,","page_number":11,"box":{"x":69,"y":392,"width":827,"height":12}},{"id":"9be51b49-417f-46aa-83e1-cdd598ff50a5","block_type":"box","text":"in determining that a par ticular Independent Director was and continues to be qualified to serve as a Director, the","page_number":11,"box":{"x":70,"y":407,"width":811,"height":12}},{"id":"f7fcdaad-fbac-43b4-bd90-3a494263d701","block_type":"box","text":"Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that,","page_number":11,"box":{"x":70,"y":423,"width":787,"height":11}},{"id":"aa94fa5f-db73-4bd2-89aa-55c6954101f8","block_type":"box","text":"collectively, the Independent Directors have balanced and diverse experience, skills, attributes and qualifications,","page_number":11,"box":{"x":69,"y":438,"width":807,"height":11}},{"id":"f0699f10-814f-4ea4-9c95-ece848ce864d","block_type":"box","text":"which allow the Board to operate effectively in governing the Corporation and protecting the interests of shareholders.","page_number":11,"box":{"x":68,"y":453,"width":840,"height":11}},{"id":"84256533-7d91-4dcb-876e-2e5f6830364b","block_type":"box","text":"Among the attributes common to all Independent Directors are their ability to review critically, evaluate, question and","page_number":11,"box":{"x":68,"y":468,"width":832,"height":11}},{"id":"06e04a6c-8aba-4bf8-8537-179ce2c14e8d","block_type":"box","text":"discuss information provided to them, to interact effectively with the Fund’s investment adviser, sub-advisers, other","page_number":11,"box":{"x":69,"y":483,"width":823,"height":11}},{"id":"89e9431a-5df0-46a6-a0ca-149fbe344fbd","block_type":"box","text":"service providers, counsel and the Independent Registered Public Accounting Firm, and to exercise effective","page_number":11,"box":{"x":69,"y":498,"width":771,"height":11}},{"id":"b7379e8b-d23d-42e5-b061-212154df4bdd","block_type":"box","text":"business judgment in the per formance of their duties as Directors.","page_number":11,"box":{"x":69,"y":513,"width":475,"height":12}},{"id":"8a45d8b5-1a70-41d1-95f5-b095afeb97c9","block_type":"box","text":"Each Director’s ability to per form his or her duties effectively is evidenced by his or her educational background","page_number":11,"box":{"x":102,"y":536,"width":794,"height":11}},{"id":"ef3a420c-42f9-4497-a766-53734810e628","block_type":"box","text":"or professional training; business, consulting, public service or academic positions; experience from service as a","page_number":11,"box":{"x":69,"y":551,"width":807,"height":11}},{"id":"90a8c7b4-01fb-40a7-be39-3a07ee6b665c","block_type":"box","text":"board member of the Corporation and the other funds in the BlackRock Fund Complexes (and any predecessor","page_number":11,"box":{"x":69,"y":566,"width":787,"height":11}},{"id":"9dbc6247-ec87-48bf-a570-e9a4dd5223a5","block_type":"box","text":"funds), other investment funds, public companies, non-profit entities or other organizations; ongoing commitment to","page_number":11,"box":{"x":68,"y":581,"width":827,"height":12}},{"id":"65123636-5f54-4359-81e3-27564442d298","block_type":"box","text":"and par ticipation in Board and Committee meetings, as well as his or her leadership of standing and","page_number":11,"box":{"x":69,"y":596,"width":717,"height":12}},{"id":"9b988914-bff0-45ee-af70-abd6c1325c00","block_type":"box","text":"ad hoc","page_number":11,"box":{"x":793,"y":597,"width":47,"height":8}},{"id":"7f595543-d2e2-4e86-b328-8245c8cc4065","block_type":"box","text":"committees throughout the years; or other relevant life experiences.","page_number":11,"box":{"x":69,"y":612,"width":483,"height":11}},{"id":"071af5fd-18fe-4032-9809-ec8b9e4e6a81","block_type":"box","text":"The table below discusses some of the experiences, qualifications and skills of each of the Directors that","page_number":11,"box":{"x":101,"y":634,"width":754,"height":11}},{"id":"eeaa62fb-47af-40c6-928e-9206ab4e9870","block_type":"box","text":"suppor t the conclusion that each Director should serve on the Board.","page_number":11,"box":{"x":69,"y":650,"width":494,"height":10}},{"id":"d8b5b72a-8fe2-48a9-abcf-420d5ef89408","block_type":"box","text":"Directors Experience, Qualifications and Skills","page_number":11,"box":{"x":69,"y":678,"width":408,"height":8}},{"id":"dd68b4f3-59c1-4177-b3d4-c83baefd61c4","block_type":"box","text":"Independent Directors","page_number":11,"box":{"x":70,"y":694,"width":156,"height":11}},{"id":"9277e787-9094-41bf-8d3d-748411fc93ba","block_type":"box","text":"Christopher J. Ailman Christopher Ailman has more than 30 years of experience in the financial services","page_number":11,"box":{"x":69,"y":709,"width":781,"height":11}},{"id":"535d76f0-9008-448f-a949-56d70ecf7789","block_type":"box","text":"industry, including most recently serving as Chief Investment Officer of the California","page_number":11,"box":{"x":265,"y":724,"width":604,"height":12}},{"id":"b10a225b-04c9-46fe-8f3d-de524482e612","block_type":"box","text":"State Teachers Retirement System (CalSTRS) from 2000 to June 2024 where he led its","page_number":11,"box":{"x":265,"y":739,"width":623,"height":12}},{"id":"7325d231-f739-4e72-81d2-f764ec88721f","block_type":"box","text":"investment program. Mr. Ailman currently is a principal at Ailman Advisers. In addition, he","page_number":11,"box":{"x":265,"y":755,"width":637,"height":11}},{"id":"bfd22eaa-0d7f-44e4-a945-f2ef2cb2ec67","block_type":"box","text":"has held various roles in the industry, including as member and chair of the asset owner","page_number":11,"box":{"x":265,"y":770,"width":631,"height":11}},{"id":"324262c7-1aae-450f-b73f-a5477dff040a","block_type":"box","text":"committee of the Kroner Center for Financial Research, chairman of the Nor th American","page_number":11,"box":{"x":264,"y":785,"width":626,"height":10}},{"id":"507eec4a-6492-480e-83ba-090660276d6c","block_type":"box","text":"Chapter of the 300 Club of Global CIOs, and co-chair of the Milken Global Capital Markets","page_number":11,"box":{"x":265,"y":800,"width":639,"height":11}},{"id":"95092766-97af-4ada-b298-36c91f49bf1d","block_type":"box","text":"Advisory Council. These positions have provided Mr. Ailman with considerable investment","page_number":11,"box":{"x":264,"y":815,"width":637,"height":11}},{"id":"5bb444bc-25c4-4e2d-a55b-ca5cd17a9efb","block_type":"box","text":"exper tise across asset classes and strategies, and insight and perspective on the","page_number":11,"box":{"x":265,"y":830,"width":586,"height":11}},{"id":"8f0a2475-a069-444c-b990-18382a9123cb","block_type":"box","text":"markets and the economy. In addition, Mr. Ailman serves as a member of the Governance","page_number":11,"box":{"x":265,"y":845,"width":640,"height":11}},{"id":"5d4d037a-0842-463b-817d-70604a961d0e","block_type":"box","text":"Committee and the Per formance Oversight Committee.","page_number":11,"box":{"x":265,"y":860,"width":389,"height":12}},{"id":"3e59bbc9-894d-4a86-bbef-ff74f7ef32ef","block_type":"box","text":"I-9","page_number":11,"box":{"x":481,"y":943,"width":17,"height":9}},{"id":"c16e2246-84b0-4667-b17d-9b535e17fef5","block_type":"box","text":"NM1026U-5981080-11/228","page_number":11,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"2b713431-cdb8-45f5-a780-87793675f45b","block_type":"box","text":"Directors Experience, Qualifications and Skills","page_number":12,"box":{"x":69,"y":49,"width":408,"height":9}},{"id":"3f75076d-160a-4ceb-b113-d7be8d5b1700","block_type":"box","text":"Susan J. Car ter Susan J. Car ter has over 35 years of experience in investment management. She has","page_number":12,"box":{"x":69,"y":65,"width":806,"height":12}},{"id":"5a842e0a-1b06-4233-bd7e-cf9a48c04787","block_type":"box","text":"served as President & Chief Executive Officer of Commonfund Capital, Inc. (“CCI”), a","page_number":12,"box":{"x":265,"y":81,"width":604,"height":11}},{"id":"b3391d0c-fe08-428f-86b2-398232dead77","block_type":"box","text":"registered investment adviser focused on non-profit investors, from 1997 to 2013, Chief","page_number":12,"box":{"x":265,"y":96,"width":632,"height":11}},{"id":"e63e52e5-9287-45c5-b4bc-252b9115ee00","block_type":"box","text":"Executive Officer of CCI from 2013 to 2014 and Senior Advisor to CCI in 2015.","page_number":12,"box":{"x":265,"y":111,"width":562,"height":9}},{"id":"c0eb31bb-4ff7-4dad-ab74-9d842da6a0d8","block_type":"box","text":"Ms. Car ter also served as director of the Pacific Pension Institute from 2014 to 2018,","page_number":12,"box":{"x":265,"y":126,"width":616,"height":10}},{"id":"1b54ca40-80c1-43a2-8c84-2453894ee315","block_type":"box","text":"trustee to the Financial Accounting Foundation from 2017 to 2021, Advisory Board","page_number":12,"box":{"x":264,"y":141,"width":591,"height":11}},{"id":"f91533b5-5118-4e3c-a31b-6406c26b94eb","block_type":"box","text":"Member for the Center for Private Equity and Entrepreneurship at Tuck School of Business","page_number":12,"box":{"x":265,"y":156,"width":641,"height":11}},{"id":"825f6322-ba92-488b-8b31-519ef400818c","block_type":"box","text":"from 1997 to 2021, Advisory Board Member for Bridges Fund Management from 2016 to","page_number":12,"box":{"x":264,"y":171,"width":638,"height":12}},{"id":"cb53de87-fb7a-4f90-a0d8-e5701808e156","block_type":"box","text":"2018, Advisory Board Member for Girls Who Invest from 2015 to 2018 and Board","page_number":12,"box":{"x":265,"y":186,"width":584,"height":12}},{"id":"6109d625-f0e9-4704-9f76-59522a0170d1","block_type":"box","text":"Member thereof from 2018 to 2022, and Practitioner Advisory Board Member for Private","page_number":12,"box":{"x":265,"y":201,"width":630,"height":12}},{"id":"b6d5d8de-8bef-4c7f-b4a8-8aeec7e2b460","block_type":"box","text":"Capital Research Institute (“PCRI”) from 2017 to 2024. She currently serves as Member","page_number":12,"box":{"x":265,"y":217,"width":634,"height":11}},{"id":"93440896-4b24-46ea-97af-de1020564bf3","block_type":"box","text":"of the President’s Counsel for Commonfund. These positions have provided her with","page_number":12,"box":{"x":265,"y":232,"width":599,"height":11}},{"id":"ae0fb2ed-ff48-4781-9d19-f331224e4a96","block_type":"box","text":"insight and perspective on the markets and the economy.","page_number":12,"box":{"x":265,"y":247,"width":407,"height":11}},{"id":"8da669d1-1abd-4579-9610-614f26522d5b","block_type":"box","text":"Collette Chilton Collette Chilton has over 20 years of experience in investment management. She held the","page_number":12,"box":{"x":69,"y":269,"width":837,"height":12}},{"id":"c75676b5-2d4a-4410-ab25-64de38b52cfd","block_type":"box","text":"position of Chief Investment Officer of Williams College from October 2006 to June 2023.","page_number":12,"box":{"x":265,"y":285,"width":638,"height":11}},{"id":"aaa339e0-cdba-449a-a5e3-d3a492ac8c91","block_type":"box","text":"Prior to that she was President and Chief Investment Officer of Lucent Asset Management","page_number":12,"box":{"x":265,"y":300,"width":642,"height":11}},{"id":"13fa011d-22fd-4d33-88ae-5b005a5bf214","block_type":"box","text":"Corporation, where she oversaw approximately $40 billion in pension and retirement","page_number":12,"box":{"x":265,"y":314,"width":601,"height":12}},{"id":"8bd8c9e4-d064-4f2f-a32f-feb947debf99","block_type":"box","text":"savings assets for the company. These positions have provided her with insight and","page_number":12,"box":{"x":265,"y":330,"width":595,"height":11}},{"id":"45d84757-8428-4f56-ad29-329cc0db8310","block_type":"box","text":"perspective on the markets and the economy.","page_number":12,"box":{"x":265,"y":345,"width":323,"height":11}},{"id":"07cb2da3-393e-4095-b90c-bcb703ba1ca9","block_type":"box","text":"Neil A. Cotty Neil A. Cotty has more than 30 years of experience in the financial services industry,","page_number":12,"box":{"x":70,"y":368,"width":798,"height":11}},{"id":"b25e6976-1fc8-4efa-b63a-b0bb990d06cb","block_type":"box","text":"including 19 years at Bank of America Corporation and its affiliates, where he served, at","page_number":12,"box":{"x":265,"y":383,"width":631,"height":11}},{"id":"9540d0f8-6005-4966-9d8c-3d9f4f758b3c","block_type":"box","text":"different times, as the Chief Financial Officer of various businesses including Investment","page_number":12,"box":{"x":265,"y":398,"width":633,"height":11}},{"id":"8e1ecd94-7517-4dc6-a013-2668b54ee331","block_type":"box","text":"Banking, Global Markets, Wealth Management and Consumer and also served ten years","page_number":12,"box":{"x":265,"y":413,"width":628,"height":11}},{"id":"02ef5fbf-e1f3-40bf-8029-0e02ae64efef","block_type":"box","text":"as the Chief Accounting Officer for Bank of America Corporation. 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Mr. Jarczyk has been determined by the Audit Committee to be an","page_number":12,"box":{"x":265,"y":602,"width":627,"height":11}},{"id":"647004ce-583d-41b9-aeee-153976cb7ca1","block_type":"box","text":"audit committee financial exper t, as such term is defined in the applicable Commission","page_number":12,"box":{"x":265,"y":617,"width":623,"height":11}},{"id":"0cda1388-e80f-4f84-8972-4509cc1d0f75","block_type":"box","text":"rules.","page_number":12,"box":{"x":265,"y":633,"width":38,"height":8}},{"id":"26cf7554-bd85-4b04-b517-1780c6ce62cd","block_type":"box","text":"Henry R. Keizer Henry R. Keizer brings over 40 years of executive, financial, operational, strategic and","page_number":12,"box":{"x":70,"y":655,"width":806,"height":11}},{"id":"f85726b3-ca52-43d7-bb4c-3f07090d8a08","block_type":"box","text":"global exper tise gained through his 35 year career at KPMG, a global professional","page_number":12,"box":{"x":264,"y":670,"width":584,"height":11}},{"id":"ba793ea9-b0dd-478a-b574-cc17fb6c5072","block_type":"box","text":"services organization and by his service as a director to both publicly and privately held","page_number":12,"box":{"x":265,"y":686,"width":622,"height":11}},{"id":"a3925d91-d7d7-4715-983a-5d7902ca034e","block_type":"box","text":"organizations. He has extensive experience with issues facing complex, global companies","page_number":12,"box":{"x":265,"y":700,"width":638,"height":12}},{"id":"b9fc7144-617c-4061-85fb-2357cf13f6ce","block_type":"box","text":"and exper tise in financial repor ting, accounting, auditing, risk management, and","page_number":12,"box":{"x":265,"y":715,"width":570,"height":12}},{"id":"63a1d42a-deb0-4e82-8ca5-f01fd8bcf4b1","block_type":"box","text":"regulatory affairs for such companies. Mr. Keizer’s experience also includes service as an","page_number":12,"box":{"x":265,"y":731,"width":642,"height":11}},{"id":"7de8083b-efea-49ef-9808-6acc75b1e68a","block_type":"box","text":"audit committee chair to both publicly and privately held organizations across numerous","page_number":12,"box":{"x":265,"y":746,"width":626,"height":11}},{"id":"b0fb6508-d921-4c66-94c7-a17e6bd87099","block_type":"box","text":"industries including professional services, proper ty and casualty reinsurance, insurance,","page_number":12,"box":{"x":265,"y":761,"width":630,"height":11}},{"id":"8562114f-7130-4a1f-812a-619ac81f3370","block_type":"box","text":"diversified financial services, banking, direct to consumer, business to business and","page_number":12,"box":{"x":265,"y":776,"width":602,"height":11}},{"id":"a435f92c-e441-45bc-986e-7ef3c67f2d0d","block_type":"box","text":"technology. Mr. Keizer is a cer tified public accountant and also served on the board of the","page_number":12,"box":{"x":264,"y":791,"width":643,"height":11}},{"id":"f4571c38-7acd-44c8-9aa6-6c5792665407","block_type":"box","text":"American Institute of Cer tified Public Accountants. Mr. Keizer has been determined by the","page_number":12,"box":{"x":264,"y":806,"width":639,"height":11}},{"id":"910f41dc-0931-42d8-b0a8-7464f2c36483","block_type":"box","text":"Audit Committee to be an audit committee financial exper t, as such term is defined in the","page_number":12,"box":{"x":264,"y":821,"width":641,"height":11}},{"id":"c629abd4-edb4-4c52-9d0c-90cffa6b229a","block_type":"box","text":"applicable Commission rules.","page_number":12,"box":{"x":265,"y":837,"width":208,"height":10}},{"id":"42736aa6-b00c-4d5d-89ca-32f8bffe84aa","block_type":"box","text":"I-10","page_number":12,"box":{"x":476,"y":943,"width":27,"height":9}},{"id":"3c2adfc5-c61e-4840-ac64-cacd4e9d7205","block_type":"box","text":"NM1026U-5981080-12/228","page_number":12,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"d673d808-a113-4ead-9481-81154f7a69f5","block_type":"box","text":"Directors Experience, Qualifications and Skills","page_number":13,"box":{"x":69,"y":49,"width":408,"height":9}},{"id":"4aa42991-8923-456e-bbc5-caaa81b32bdb","block_type":"box","text":"Cynthia A. Montgomery Cynthia A. Montgomery has served for over 20 years on the boards of registered","page_number":13,"box":{"x":69,"y":65,"width":769,"height":12}},{"id":"ccab47d6-1fc2-4d06-86b6-68177cda2e9e","block_type":"box","text":"investment companies, most recently as a member of the boards of cer tain BlackRock","page_number":13,"box":{"x":265,"y":81,"width":621,"height":11}},{"id":"ba24efb3-45fe-4ac7-95ca-ba5059fc43b9","block_type":"box","text":"advised Funds and predecessor funds, including the legacy Merrill Lynch Investment","page_number":13,"box":{"x":265,"y":96,"width":599,"height":11}},{"id":"5831d933-b28b-4439-926a-4fba2a7aac82","block_type":"box","text":"Managers, L.P. (“MLIM”) funds. The Board benefits from Ms. Montgomery’s more than 20","page_number":13,"box":{"x":265,"y":111,"width":641,"height":11}},{"id":"f48801fd-352c-43ea-a4ef-62171ed95e13","block_type":"box","text":"years of academic experience as a professor at Harvard Business School where she","page_number":13,"box":{"x":264,"y":126,"width":602,"height":11}},{"id":"81c411ba-2360-45f7-b4de-9e1bc6812689","block_type":"box","text":"taught courses on corporate strategy and corporate governance. Ms. Montgomery also","page_number":13,"box":{"x":264,"y":141,"width":617,"height":11}},{"id":"31ebb596-c775-48cb-ba6d-9073bb12aa05","block_type":"box","text":"has business management and corporate governance experience through her service on","page_number":13,"box":{"x":265,"y":156,"width":629,"height":11}},{"id":"2a71501b-69ce-4247-9b2b-e2ba9a495f3f","block_type":"box","text":"the corporate boards of a variety of public companies. She has also authored numerous","page_number":13,"box":{"x":264,"y":171,"width":628,"height":11}},{"id":"47ef96b2-4171-4ea5-8ac6-b36c404bacde","block_type":"box","text":"ar ticles and books on these topics.","page_number":13,"box":{"x":265,"y":187,"width":251,"height":10}},{"id":"d5f5f09a-6b67-4255-a1ec-244b58203448","block_type":"box","text":"Donald C. Opatrny Donald C. Opatrny has more than 40 years of business, oversight and executive","page_number":13,"box":{"x":70,"y":209,"width":764,"height":11}},{"id":"43c9b29a-cdfd-4c84-a58a-7af4f193c670","block_type":"box","text":"experience, including through his service as president, director and investment committee","page_number":13,"box":{"x":265,"y":224,"width":642,"height":11}},{"id":"dbdc2db6-dfab-4b65-9d8e-8b80ddf74ba6","block_type":"box","text":"chair for academic and not-for-profit organizations, and his experience as a par tner,","page_number":13,"box":{"x":264,"y":239,"width":593,"height":12}},{"id":"bbf3391f-a4c5-4724-83e3-e1d38eb4d15a","block_type":"box","text":"managing director and advisory director at Goldman Sachs for 32 years. He also has","page_number":13,"box":{"x":265,"y":254,"width":603,"height":12}},{"id":"e3927e9c-d33a-4fbb-9e92-5de085a58ecf","block_type":"box","text":"investment management experience as a board member of Athena Capital Advisors LLC.","page_number":13,"box":{"x":265,"y":269,"width":629,"height":12}},{"id":"c8c1d772-7320-4aab-9230-0129d142ee8d","block_type":"box","text":"Lori Richards Lori Richards has more than 30 years of experience in the financial services industry,","page_number":13,"box":{"x":70,"y":292,"width":804,"height":11}},{"id":"2938ff47-0112-4998-b36e-ce4a21cd7e5f","block_type":"box","text":"most notably as the first Director of the Office of Compliance Inspections and","page_number":13,"box":{"x":265,"y":307,"width":552,"height":11}},{"id":"8f9e9feb-7201-4ce1-b5d5-3be2e9ce367f","block_type":"box","text":"Examinations (“OCIE”) of the Securities and Exchange Commission (“SEC”) from 1995 to","page_number":13,"box":{"x":265,"y":322,"width":636,"height":12}},{"id":"5e4ae981-50c8-4056-a0a0-cdd73c16c0ea","block_type":"box","text":"2009. During 14 years as the Director of OCIE, she led the SEC’s nationwide examination","page_number":13,"box":{"x":265,"y":338,"width":639,"height":11}},{"id":"1bf71432-d7a7-42a3-86cd-17c17621a749","block_type":"box","text":"oversight program for advisers, mutual funds, hedge funds, broker-dealers, stock","page_number":13,"box":{"x":265,"y":353,"width":576,"height":11}},{"id":"ceb64573-2af4-4db0-81ba-17097695291e","block_type":"box","text":"exchanges, and other industry firms. Prior to that, from 1985 to 1995, she held various","page_number":13,"box":{"x":265,"y":368,"width":626,"height":11}},{"id":"495da960-1090-445e-877c-f89fa1753aa8","block_type":"box","text":"roles at the SEC, including Associate Director for Enforcement for the SEC’s Pacific","page_number":13,"box":{"x":265,"y":383,"width":592,"height":11}},{"id":"966b3559-987b-42ab-b3c0-3d8e2dc0c3fa","block_type":"box","text":"Regional Office and executive assistant and senior advisor to then SEC Chairman Ar thur","page_number":13,"box":{"x":265,"y":398,"width":629,"height":11}},{"id":"599450fb-2a5c-4bdd-8945-443f277ff934","block_type":"box","text":"Levitt. More recently, Ms. Richards served as Chief Compliance Officer of the Asset and","page_number":13,"box":{"x":265,"y":413,"width":626,"height":11}},{"id":"21b537f6-1648-499e-9e13-8f538ce84bc5","block_type":"box","text":"Wealth Management global lines of business at JPMorgan Chase & Co. from 2013 to","page_number":13,"box":{"x":264,"y":428,"width":608,"height":12}},{"id":"fb72539a-f551-412c-b4a8-886c86b0928d","block_type":"box","text":"2018 where she led its global compliance program, advised business leaders on","page_number":13,"box":{"x":265,"y":443,"width":575,"height":12}},{"id":"02ea94bf-35c1-4611-8b50-6d83d2d92aa0","block_type":"box","text":"compliance issues, oversaw risk assessment, monitoring, testing and training, and","page_number":13,"box":{"x":264,"y":459,"width":591,"height":11}},{"id":"902f79f3-79d2-4159-8c0d-9e22ca315fe1","block_type":"box","text":"maintained relationships with regulators. In addition, Ms. Richards served as a member","page_number":13,"box":{"x":265,"y":474,"width":627,"height":11}},{"id":"00994b29-cfb9-496a-84f3-325dce8fcf8c","block_type":"box","text":"of the National Adjudicatory Council of the Financial Industry Regulatory Authority","page_number":13,"box":{"x":265,"y":489,"width":578,"height":11}},{"id":"03d7ccc2-5ade-46b8-85df-d98a52d685fd","block_type":"box","text":"(FINRA) from 2019 to 2022 and held the chair and vice chair posts during her tenure.","page_number":13,"box":{"x":265,"y":504,"width":607,"height":11}},{"id":"5c43b966-3dfc-471b-9262-f888e0587e1f","block_type":"box","text":"Prior thereto, from 2010 to 2013, she was a Principal at PricewaterhouseCoopers LLP","page_number":13,"box":{"x":265,"y":519,"width":615,"height":11}},{"id":"212a9fde-e0b8-434e-b217-a154277be1d9","block_type":"box","text":"(“PwC”) and co-leader of its Asset Management Regulatory group. At PwC, she assisted a","page_number":13,"box":{"x":265,"y":534,"width":638,"height":11}},{"id":"ea57126c-9f60-4e9b-9cb4-a706fb3c5953","block_type":"box","text":"broad range of financial services clients in designing and implementing risk management","page_number":13,"box":{"x":265,"y":549,"width":635,"height":11}},{"id":"6a865c1b-ad49-4823-883c-a92763da223b","block_type":"box","text":"and compliance programs, and preparing for new regulatory expectations. These positions","page_number":13,"box":{"x":265,"y":564,"width":642,"height":12}},{"id":"c1e25eaa-9c71-49c1-bdb7-b7b1cf49e621","block_type":"box","text":"have provided her with insight and perspective on the markets and the economy, as well","page_number":13,"box":{"x":265,"y":580,"width":627,"height":11}},{"id":"466596c7-cf02-4365-bcf7-a63e1448e094","block_type":"box","text":"as asset management regulation and compliance. In addition, Ms. Richards serves as a","page_number":13,"box":{"x":265,"y":595,"width":628,"height":11}},{"id":"e3c6693e-e3c2-432a-a5c5-cfc59e697a35","block_type":"box","text":"member of the Audit Committee and the Compliance Committee.","page_number":13,"box":{"x":265,"y":610,"width":460,"height":11}},{"id":"52aa29b2-b3da-4394-99ae-f161357274a1","block_type":"box","text":"Mark Stalnecker Mark Stalnecker has gained a wealth of experience in investing and asset management","page_number":13,"box":{"x":70,"y":632,"width":818,"height":12}},{"id":"55a45274-dd6f-4303-bfa4-abb74ced651f","block_type":"box","text":"from his over 13 years of service as the Chief Investment Officer of the University of","page_number":13,"box":{"x":264,"y":647,"width":603,"height":12}},{"id":"69a69917-aa5e-4eec-939d-14bbc8ba145f","block_type":"box","text":"Delaware as well as from his various positions with First Union Corporation, including","page_number":13,"box":{"x":265,"y":663,"width":606,"height":11}},{"id":"3f4f2e08-f5e1-4b67-add7-c094067d7ae8","block_type":"box","text":"Senior Vice President and State Investment Director of First Investment Advisors. The","page_number":13,"box":{"x":265,"y":678,"width":608,"height":9}},{"id":"c136fc4c-0236-44b6-993d-8ada8e3a0bfa","block_type":"box","text":"Board benefits from his experience and perspective as the Chief Investment Officer of a","page_number":13,"box":{"x":265,"y":693,"width":626,"height":11}},{"id":"a5f6a430-4590-4206-bfac-4d65c3d056b8","block_type":"box","text":"university endowment and from the oversight experience he gained from service on","page_number":13,"box":{"x":265,"y":708,"width":591,"height":11}},{"id":"1fcf5066-d366-472c-a5c6-1595bce44bf1","block_type":"box","text":"various private and non-profit boards.","page_number":13,"box":{"x":264,"y":723,"width":265,"height":11}},{"id":"a4b7dfff-18e5-4491-b571-7f82b22bacc2","block_type":"box","text":"Marc D. Stern Marc D. Stern has more than 30 years of experience in investing and asset management.","page_number":13,"box":{"x":70,"y":746,"width":833,"height":11}},{"id":"82b3f211-cc14-42af-b8bb-15c0655bedd5","block_type":"box","text":"Mr. Stern served as the Chief Executive Officer at Bessemer Trust, a wealth management","page_number":13,"box":{"x":265,"y":761,"width":638,"height":11}},{"id":"3d65ebfa-abf1-428f-af30-c5dc89357be3","block_type":"box","text":"business, for 13 years. During his tenure at Bessemer Trust, Mr. Stern served on the","page_number":13,"box":{"x":265,"y":776,"width":608,"height":11}},{"id":"731e063d-b4cd-4c2e-b5a1-1038ac315a4e","block_type":"box","text":"firm’s board of directors, chaired the board’s trust and investment committee, and led the","page_number":13,"box":{"x":264,"y":791,"width":645,"height":11}},{"id":"fc23b2e9-ab39-4ef6-949e-380aaa8dc5c8","block_type":"box","text":"firm’s executive committee. He also served as Bessemer’s Chief Investment Officer for 8","page_number":13,"box":{"x":264,"y":806,"width":639,"height":9}},{"id":"b5de788b-67f0-4b73-803b-66a4f791be02","block_type":"box","text":"years, where he was Chair of the Investment Policy and Strategy Committee with","page_number":13,"box":{"x":264,"y":821,"width":573,"height":12}},{"id":"cad623fe-5641-4116-9f43-e88525e7bce5","block_type":"box","text":"responsibility for overall asset allocation and investment strategy. Mr. Stern also served","page_number":13,"box":{"x":265,"y":836,"width":625,"height":12}},{"id":"cc082062-50c0-4ef3-aad1-8220d27fc4fc","block_type":"box","text":"as Chair of the Private Clients Investment group at AllianceBernstein. These positions","page_number":13,"box":{"x":265,"y":852,"width":610,"height":11}},{"id":"b69c72ab-bdbd-4d09-8a19-9a59eb8d8cde","block_type":"box","text":"provide Mr. Stern with insight and perspective into investment management, the economy,","page_number":13,"box":{"x":265,"y":867,"width":642,"height":11}},{"id":"3c7e9326-07fd-46f9-9880-2c490d08619c","block_type":"box","text":"and fiduciary governance. Mr. Stern also served as a consultant to the Independent","page_number":13,"box":{"x":265,"y":882,"width":597,"height":11}},{"id":"e60ad2e2-b1ad-4f1c-99c8-2202a8a3b50c","block_type":"box","text":"Directors prior to becoming an Independent Director.","page_number":13,"box":{"x":265,"y":897,"width":372,"height":11}},{"id":"f065bf81-baef-4d1d-a2c0-8464421cd013","block_type":"box","text":"I-11","page_number":13,"box":{"x":476,"y":943,"width":27,"height":9}},{"id":"ef09ceea-e404-4c83-9a14-23414b4eef19","block_type":"box","text":"NM1026U-5981080-13/228","page_number":13,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"6119f593-9583-4b73-9596-acc8a629e54b","block_type":"box","text":"Directors Experience, Qualifications and Skills","page_number":14,"box":{"x":69,"y":49,"width":408,"height":9}},{"id":"2e6483be-fa00-4915-a975-7902b65abfd3","block_type":"box","text":"Kenneth L. Urish Kenneth L. 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None None None","page_number":19,"box":{"x":203,"y":803,"width":668,"height":9}},{"id":"b363cd2a-126b-4c48-80d3-0ec52b5afb35","block_type":"box","text":"John M. Perlowski","page_number":19,"box":{"x":78,"y":818,"width":127,"height":9}},{"id":"f81b7368-494a-4e04-b952-6c3f4676169e","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . None None None","page_number":19,"box":{"x":211,"y":818,"width":660,"height":9}},{"id":"c0b3a353-eccf-4747-a583-5f4174c676e4","block_type":"box","text":"1","page_number":19,"box":{"x":69,"y":843,"width":3,"height":3}},{"id":"0621ff12-e9c4-4404-9aca-e66e5dc4106b","block_type":"box","text":"For the number of BlackRock-advised Funds from which each Director receives compensation, see “Biographical Information” beginning on","page_number":19,"box":{"x":94,"y":843,"width":788,"height":9}},{"id":"323ea54b-b615-41a5-9224-098acd9a61a5","block_type":"box","text":"page I-12.","page_number":19,"box":{"x":94,"y":853,"width":55,"height":9}},{"id":"c08407cd-a838-45ea-8900-c8b3c1462bba","block_type":"box","text":"2","page_number":19,"box":{"x":69,"y":865,"width":3,"height":4}},{"id":"69012737-d66a-4eb6-80fa-0fe36a4afb57","block_type":"box","text":"Compensation includes $695 earned as a consultant to the Independent Directors for the period April 1, 2026 to July 1, 2026.","page_number":19,"box":{"x":93,"y":865,"width":726,"height":9}},{"id":"47406c6d-b905-4d8f-8a58-cdfc621c76cb","block_type":"box","text":"3","page_number":19,"box":{"x":69,"y":878,"width":3,"height":4}},{"id":"fec9840a-1a22-4bc6-a6c0-39537b76dacf","block_type":"box","text":"Chair of the Audit Committee.","page_number":19,"box":{"x":93,"y":878,"width":168,"height":7}},{"id":"e2cfe85b-8ad2-4392-a5fc-c3591b04901f","block_type":"box","text":"4","page_number":19,"box":{"x":68,"y":891,"width":4,"height":3}},{"id":"6b738f1d-7a37-409e-9eef-2323208f8893","block_type":"box","text":"Chair of the Governance Committee.","page_number":19,"box":{"x":93,"y":890,"width":206,"height":8}},{"id":"42f095df-e701-4e44-8328-658d50e5c384","block_type":"box","text":"5","page_number":19,"box":{"x":69,"y":903,"width":3,"height":4}},{"id":"017935ed-9cd5-4cb5-adcb-8536305bad80","block_type":"box","text":"Chair of the Per formance Oversight Committee.","page_number":19,"box":{"x":93,"y":903,"width":269,"height":9}},{"id":"29cd5f28-c7cd-4ad3-bd66-96c7d3b75d60","block_type":"box","text":"I-17","page_number":19,"box":{"x":476,"y":943,"width":26,"height":9}},{"id":"86df98f4-4c13-4a74-8b28-1be01df41176","block_type":"box","text":"NM1026U-5981080-19/228","page_number":19,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"14d2452c-f91b-40e7-b771-cd1e9d9c708c","block_type":"box","text":"6","page_number":20,"box":{"x":69,"y":45,"width":3,"height":4}},{"id":"fbbbce06-5ffc-4a22-9190-433fa910d72b","block_type":"box","text":"Chair of the Board and Chair of the Ad Hoc Topics Committee.","page_number":20,"box":{"x":93,"y":45,"width":352,"height":9}},{"id":"7c5cdd03-4c1f-48d3-b7b0-e81a757451a6","block_type":"box","text":"7","page_number":20,"box":{"x":69,"y":58,"width":3,"height":3}},{"id":"e3723ab2-fbba-43fa-a317-32e2c79d3f0b","block_type":"box","text":"Chair of the Compliance Committee.","page_number":20,"box":{"x":93,"y":58,"width":205,"height":9}},{"id":"359b83cb-ae45-48d3-8f40-d76efd2f6bd6","block_type":"box","text":"IV. Management, Advisory and Other Service Arrangements","page_number":20,"box":{"x":69,"y":86,"width":432,"height":11}},{"id":"6bd384c3-baef-42b6-ba51-5cece92d5010","block_type":"box","text":"Management Agreement","page_number":20,"box":{"x":69,"y":117,"width":180,"height":11}},{"id":"23169db5-1852-4b12-b239-c2a737b71c47","block_type":"box","text":"The Corporation, on behalf of the Fund, has entered into a management agreement with the Manager (the","page_number":20,"box":{"x":101,"y":139,"width":754,"height":11}},{"id":"291897b3-3a31-482e-b212-707c20bfa461","block_type":"box","text":"“Management Agreement”) pursuant to which the Manager provides the Fund with investment advisory and","page_number":20,"box":{"x":70,"y":154,"width":762,"height":12}},{"id":"ebc3f0be-1ece-4e30-915f-d2aae2779008","block_type":"box","text":"management services and receives for its services to the Fund a monthly fee as a percentage of the average daily","page_number":20,"box":{"x":69,"y":169,"width":816,"height":12}},{"id":"e4a69b65-c00b-486c-abed-0b9999f82b87","block_type":"box","text":"net assets of the Fund.","page_number":20,"box":{"x":69,"y":184,"width":164,"height":9}},{"id":"902f51fb-47ba-403b-8c99-f01a627592bd","block_type":"box","text":"BlackRock has contractually agreed to waive the management fee with respect to any por tion of the Fund’s","page_number":20,"box":{"x":102,"y":207,"width":762,"height":11}},{"id":"622f7e17-a7d2-4598-99bf-79cfa756b870","block_type":"box","text":"assets estimated to be attributable to investments in other equity and fixed-income mutual funds and exchange","page_number":20,"box":{"x":69,"y":222,"width":799,"height":12}},{"id":"42763593-79c0-494f-98e5-fbb05eb47cbf","block_type":"box","text":"traded funds managed by BlackRock or its affiliates that have a contractual management fee, through","page_number":20,"box":{"x":68,"y":237,"width":726,"height":12}},{"id":"7fc87a46-4b71-40d8-b188-61c2abe646cd","block_type":"box","text":"June 30, 2028. BlackRock has contractually agreed to waive its management fees by the amount of investment","page_number":20,"box":{"x":69,"y":252,"width":797,"height":12}},{"id":"cd0832f1-4b47-4b26-91c6-93d4eff2fc49","block_type":"box","text":"advisory fees the Fund pays to BlackRock indirectly through its investment in money market funds managed by","page_number":20,"box":{"x":69,"y":268,"width":789,"height":11}},{"id":"70ecc54f-9f6a-4d18-a4e1-8bfebe2531d2","block_type":"box","text":"BlackRock or its affiliates, through June 30, 2028. The contractual agreements may be terminated upon 90 days’","page_number":20,"box":{"x":70,"y":283,"width":810,"height":11}},{"id":"7c675baf-0540-47a2-a691-0243869da4be","block_type":"box","text":"notice by a majority of the Independent Directors or by a vote of a majority of the outstanding voting securities of the","page_number":20,"box":{"x":69,"y":298,"width":830,"height":11}},{"id":"21a48912-d072-4298-8c26-0e52a96ee253","block_type":"box","text":"Fund.","page_number":20,"box":{"x":70,"y":313,"width":36,"height":9}},{"id":"05318795-e8bc-44e4-bce4-e3e62b385e1a","block_type":"box","text":"BlackRock has contractually agreed to waive and/or reimburse fees or expenses of the Fund in order to limit","page_number":20,"box":{"x":102,"y":336,"width":773,"height":11}},{"id":"ea58ad8f-6d5e-4701-a7c4-a36aaf211dc2","block_type":"box","text":"Total Annual Fund Operating Expenses After Fee Waivers and/or Expense Reimbursements (excluding Dividend","page_number":20,"box":{"x":68,"y":351,"width":787,"height":11}},{"id":"67bdd32e-20ef-4efb-9484-cb892e45a28b","block_type":"box","text":"Expense, Interest Expense, Acquired Fund Fees and Expenses and cer tain other Fund expenses) to 1.65% (for","page_number":20,"box":{"x":70,"y":366,"width":785,"height":11}},{"id":"70b18296-5cd1-49c1-aa75-f9001bca6243","block_type":"box","text":"Investor A Shares), 2.39% (for Investor C Shares) and 1.38% (for Institutional Shares) of average daily net assets","page_number":20,"box":{"x":70,"y":381,"width":806,"height":11}},{"id":"4e0ac0b7-65e4-4b32-968e-d4e397dad9af","block_type":"box","text":"through June 30, 2028. This contractual agreement may be terminated upon 90 days’ notice by a majority of the","page_number":20,"box":{"x":68,"y":396,"width":805,"height":11}},{"id":"8328ddfe-b666-498a-93cb-90d3db9cdbfc","block_type":"box","text":"Independent Directors or by a vote of a majority of the outstanding voting securities of the Fund.","page_number":20,"box":{"x":70,"y":411,"width":682,"height":12}},{"id":"19544582-85f9-4435-844a-28c622fb2ae8","block_type":"box","text":"Pursuant to the Management Agreement, the Manager may from time to time, in its sole discretion to the extent","page_number":20,"box":{"x":102,"y":434,"width":800,"height":11}},{"id":"1087e7ad-7626-43ac-9024-6fb11a88019d","block_type":"box","text":"permitted by applicable law, appoint one or more sub-advisers, including, without limitation, affiliates of the Manager,","page_number":20,"box":{"x":70,"y":449,"width":834,"height":11}},{"id":"0ea14678-3f6d-4639-8455-20f2813bd9a5","block_type":"box","text":"to per form investment advisory services with respect to the Fund. In addition, the Manager may delegate cer tain of","page_number":20,"box":{"x":68,"y":464,"width":825,"height":11}},{"id":"ec55b334-9511-4c2a-bf5d-132ad8e9bda2","block_type":"box","text":"its management functions under the Management Agreement to one or more of its affiliates to the extent permitted","page_number":20,"box":{"x":70,"y":479,"width":824,"height":12}},{"id":"03850f3d-3529-4224-8a09-1a5a1ca9d9ec","block_type":"box","text":"by applicable law. The Manager may terminate any or all sub-advisers or such delegation arrangements in its sole","page_number":20,"box":{"x":69,"y":495,"width":808,"height":11}},{"id":"06647eac-61aa-4b7d-9a7d-2f06892bd37e","block_type":"box","text":"discretion at any time to the extent permitted by applicable law.","page_number":20,"box":{"x":69,"y":510,"width":451,"height":11}},{"id":"86c8d546-4919-4e74-ae52-aa1dfc013555","block_type":"box","text":"The table below sets for th information about the total management fees paid by the Fund to the Manager, and","page_number":20,"box":{"x":101,"y":532,"width":787,"height":11}},{"id":"69671962-80bf-4bee-9b5e-255a03a3af95","block_type":"box","text":"the amounts waived and/or reimbursed, for the periods shown.","page_number":20,"box":{"x":68,"y":547,"width":451,"height":11}},{"id":"220cbb5b-ae38-4b9b-9fbc-e0b5bf2c7d0f","block_type":"box","text":"Fees Paid","page_number":20,"box":{"x":586,"y":576,"width":55,"height":7}},{"id":"01fdb404-2c33-4426-aeeb-9f3848d97c79","block_type":"box","text":"to BlackRock","page_number":20,"box":{"x":574,"y":586,"width":79,"height":7}},{"id":"274e0b6c-b4e9-486f-9701-453bbf6fb782","block_type":"box","text":"Fees Waived","page_number":20,"box":{"x":700,"y":576,"width":72,"height":7}},{"id":"868c33a8-8be2-49b6-b9cd-7d42544dcaa4","block_type":"box","text":"by BlackRock","page_number":20,"box":{"x":696,"y":586,"width":80,"height":9}},{"id":"fe0d59ae-0aae-4424-b036-d1dadbf6c235","block_type":"box","text":"Fees Reimbursed","page_number":20,"box":{"x":810,"y":576,"width":99,"height":7}},{"id":"31f0c658-9c71-4d32-822e-d27a7039dc9c","block_type":"box","text":"by BlackRock","page_number":20,"box":{"x":820,"y":586,"width":80,"height":9}},{"id":"8a4e11c5-b248-4f96-843a-17b3099d3521","block_type":"box","text":"Fiscal Year Ended May 31, 2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $53,791,072 $2,739,302 $0","page_number":20,"box":{"x":70,"y":603,"width":798,"height":12}},{"id":"4ea7bf4c-96db-48da-8b2a-4db90af0b891","block_type":"box","text":"Fiscal Year Ended May 31, 2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $53,698,493 $4,272,915 $0","page_number":20,"box":{"x":70,"y":618,"width":798,"height":12}},{"id":"3e87fbd8-ab4a-45ec-bf85-0ccc17dc9e7d","block_type":"box","text":"Fiscal Year Ended May 31, 2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $65,008,587 $4,859,322 $0","page_number":20,"box":{"x":70,"y":633,"width":798,"height":12}},{"id":"f7a7022a-df16-447c-89a3-f418785de9f2","block_type":"box","text":"In addition, pursuant to a Shareholders’ Administrative Services Agreement, BlackRock provides cer tain","page_number":20,"box":{"x":102,"y":658,"width":740,"height":11}},{"id":"d07b363d-e55b-43b1-b410-d9e7f66c709a","block_type":"box","text":"shareholder liaison services in connection with the Corporation’s investor service center. The Corporation, on behalf","page_number":20,"box":{"x":69,"y":673,"width":829,"height":11}},{"id":"38ea7594-1794-4061-bdb8-1c5b304c879c","block_type":"box","text":"of the Fund, reimburses BlackRock for its costs in maintaining the service center, which costs include, among other","page_number":20,"box":{"x":69,"y":688,"width":825,"height":11}},{"id":"f7a64da6-3c8e-4cab-92ba-9d9d13a3db26","block_type":"box","text":"things, employee salaries, leasehold expenses, and other out-of-pocket expenses.","page_number":20,"box":{"x":68,"y":703,"width":585,"height":11}},{"id":"f995c007-833f-4a09-bc2a-b8a77cccd3ce","block_type":"box","text":"For the periods shown, the Corporation, on behalf of the Fund, reimbursed to BlackRock fees for shareholder","page_number":20,"box":{"x":102,"y":726,"width":775,"height":11}},{"id":"6fc164a2-ca52-4ae6-b02d-b0022f95b4a3","block_type":"box","text":"liaison services pursuant to such agreement as 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. . . . $ 7,817 $0","page_number":20,"box":{"x":533,"y":796,"width":345,"height":11}},{"id":"72cd9e34-ea51-49f2-9231-db1d5fc758fd","block_type":"box","text":"Fiscal Year Ended May 31, 2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . .","page_number":20,"box":{"x":70,"y":812,"width":457,"height":11}},{"id":"9b766d2c-67c0-4abd-956d-aa3e4317ed55","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . $ 7,710 $0","page_number":20,"box":{"x":533,"y":811,"width":345,"height":11}},{"id":"8278f4ef-5950-49fe-9c27-56b0d1403d92","block_type":"box","text":"Fiscal Year Ended May 31, 2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . .","page_number":20,"box":{"x":70,"y":827,"width":457,"height":11}},{"id":"4e8f570f-0a1a-42a7-b151-7e89b053b462","block_type":"box","text":"....................","page_number":20,"box":{"x":533,"y":834,"width":157,"height":2}},{"id":"debac5db-8bfb-4154-bf6f-16e1916f3020","block_type":"box","text":"$26,392 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2026.","page_number":21,"box":{"x":69,"y":82,"width":672,"height":12}},{"id":"c9c1ab6d-b274-4aec-bf60-a4e345aba45e","block_type":"box","text":"Number of Other Accounts Managed","page_number":21,"box":{"x":391,"y":111,"width":211,"height":9}},{"id":"c6265d5b-8235-4f0f-a992-6c5ba3d293cd","block_type":"box","text":"and Assets by Account Type","page_number":21,"box":{"x":414,"y":121,"width":165,"height":9}},{"id":"785cb1f6-7c91-4f39-866d-180f9df59962","block_type":"box","text":"Number of Other Accounts and Assets","page_number":21,"box":{"x":656,"y":111,"width":222,"height":7}},{"id":"a3f616ad-88a5-4d97-ad6c-cfb44a900267","block_type":"box","text":"for Which Advisory Fee is Performance-Based","page_number":21,"box":{"x":634,"y":121,"width":265,"height":9}},{"id":"11bacd3f-a183-4c38-aaa9-a375234406e8","block_type":"box","text":"Name of Portfolio 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Pooled","page_number":21,"box":{"x":735,"y":144,"width":74,"height":7}},{"id":"ea0d3bd6-d1cb-43de-8d7e-f3f79943c62d","block_type":"box","text":"Investment","page_number":21,"box":{"x":740,"y":154,"width":64,"height":7}},{"id":"ebb94e63-9793-4890-8efc-66ea47ac5584","block_type":"box","text":"Vehicles","page_number":21,"box":{"x":748,"y":164,"width":48,"height":7}},{"id":"bc8d169f-3763-4abb-9421-c18a458af070","block_type":"box","text":"Other","page_number":21,"box":{"x":852,"y":154,"width":31,"height":7}},{"id":"d6ccaf83-7fcf-44cd-8a1e-98c75092a146","block_type":"box","text":"Accounts","page_number":21,"box":{"x":840,"y":164,"width":54,"height":7}},{"id":"61b8e2d8-2444-4104-b3b2-1aeb92059616","block_type":"box","text":"Mark McKenna 0 2 0 0 2 0","page_number":21,"box":{"x":74,"y":178,"width":797,"height":7}},{"id":"21f43961-18a4-4873-bff0-52ceddcb1665","block_type":"box","text":"$0 $1.77 Billion $0 $0 $1.77 Billion $0","page_number":21,"box":{"x":405,"y":190,"width":469,"height":8}},{"id":"bb4c81da-b9d1-433a-b9fb-577e9fa93470","block_type":"box","text":"Por tfolio Manager Compensation Overview","page_number":21,"box":{"x":69,"y":224,"width":304,"height":11}},{"id":"92cd7e67-3638-40e1-8a52-3cf13bba1638","block_type":"box","text":"The discussion below describes the por tfolio manager’s compensation as of May 31, 2026.","page_number":21,"box":{"x":101,"y":247,"width":656,"height":11}},{"id":"94a68424-68ba-4bae-8ffe-aa801064ff6b","block_type":"box","text":"BlackRock’s financial arrangements with its por tfolio managers, its competitive compensation and its career","page_number":21,"box":{"x":102,"y":269,"width":774,"height":12}},{"id":"bf0f14b0-18ff-4984-98ec-7b0f030ab9b4","block_type":"box","text":"path emphasis at all levels reflect the value senior management places on key resources. Compensation may include","page_number":21,"box":{"x":70,"y":285,"width":837,"height":11}},{"id":"71c908ae-e10c-437d-ba28-3281c1a71c0b","block_type":"box","text":"a variety of components and may vary from year to year based on a number of factors. The principal components of","page_number":21,"box":{"x":69,"y":300,"width":823,"height":11}},{"id":"db6410f2-df73-488b-b264-431834a7af60","block_type":"box","text":"compensation include a base salary, a per formance-based discretionary bonus, par ticipation in various benefits","page_number":21,"box":{"x":69,"y":315,"width":799,"height":11}},{"id":"ac210d94-17e4-44fe-8eb4-0bb2cea55238","block_type":"box","text":"programs and one or more of the incentive compensation programs established by BlackRock.","page_number":21,"box":{"x":70,"y":330,"width":670,"height":11}},{"id":"dcc4ec5a-9974-4a18-8176-d257008e5717","block_type":"box","text":"Base Compensation.","page_number":21,"box":{"x":102,"y":353,"width":148,"height":11}},{"id":"42931dbe-49af-43d7-a524-74dfba8afdff","block_type":"box","text":"Generally, por tfolio managers receive base compensation based on their position with the","page_number":21,"box":{"x":257,"y":353,"width":640,"height":11}},{"id":"c1b1b98c-ac38-470b-9a19-d9ea00c0d7c1","block_type":"box","text":"firm.","page_number":21,"box":{"x":68,"y":368,"width":32,"height":9}},{"id":"1d76d12c-b680-4127-9a8c-4f68aef5e3c8","block_type":"box","text":"Discretionary Incentive Compensation","page_number":21,"box":{"x":69,"y":398,"width":277,"height":11}},{"id":"e455d87b-49fe-43b0-8eb7-a0c664b00ceb","block_type":"box","text":"Generally, discretionary incentive compensation for the Event Driven por tfolio manager is based on a formulaic","page_number":21,"box":{"x":102,"y":421,"width":788,"height":11}},{"id":"1edf1b47-5527-4a5e-80d1-24e6b9357c20","block_type":"box","text":"compensation program. BlackRock’s formulaic por tfolio manager compensation program is based on team revenue","page_number":21,"box":{"x":69,"y":436,"width":822,"height":11}},{"id":"d17d8da1-eaef-4661-ab17-576c55a11303","block_type":"box","text":"and pre-tax investment per formance relative to benchmarks over 1-, 3- and 5-year per formance periods, as","page_number":21,"box":{"x":69,"y":451,"width":762,"height":11}},{"id":"e8ef59b5-0706-4bb4-88f1-c8d19e17e501","block_type":"box","text":"applicable. In most cases, these benchmarks are the same as the benchmark or benchmarks against which the","page_number":21,"box":{"x":69,"y":466,"width":798,"height":11}},{"id":"cab50c8f-4f92-4a13-aa67-974f8d376d46","block_type":"box","text":"per formance of the Fund or other accounts managed by the por tfolio managers are measured. With respect to the","page_number":21,"box":{"x":70,"y":481,"width":813,"height":11}},{"id":"575251ed-1567-4188-9f5d-b72d54eb165b","block_type":"box","text":"por tfolio manager, the benchmark for the Fund and other accounts is ICE BofA 3-Month U.S. Treasury Bill Index.","page_number":21,"box":{"x":70,"y":496,"width":794,"height":12}},{"id":"debe26fe-bf16-40f8-9860-07e8edb36314","block_type":"box","text":"Distribution of Discretionary Incentive Compensation.","page_number":21,"box":{"x":102,"y":519,"width":389,"height":11}},{"id":"9fffa371-5d67-4632-8a6b-b9c8c98259f1","block_type":"box","text":"Discretionary incentive compensation is distributed to","page_number":21,"box":{"x":499,"y":519,"width":383,"height":11}},{"id":"87cb5c85-3fa7-4a32-b46d-eed5e05505c6","block_type":"box","text":"por tfolio managers in a combination of cash, deferred BlackRock, Inc. stock awards, and/or deferred cash awards","page_number":21,"box":{"x":70,"y":534,"width":815,"height":11}},{"id":"1ee9159e-3fbe-427c-94b8-f8b5ae2cc54a","block_type":"box","text":"that notionally track the return of cer tain BlackRock investment products.","page_number":21,"box":{"x":68,"y":549,"width":522,"height":11}},{"id":"3777fe21-071b-4377-942f-86d434fee5cf","block_type":"box","text":"Por tfolio managers receive their annual discretionary incentive compensation in the form of cash. Por tfolio","page_number":21,"box":{"x":102,"y":572,"width":760,"height":11}},{"id":"97871d6f-b28b-4bbb-a475-b4fde870a4e8","block_type":"box","text":"managers whose total compensation is above a specified threshold also receive deferred BlackRock, Inc. stock","page_number":21,"box":{"x":69,"y":587,"width":795,"height":11}},{"id":"cc32aa26-1f6d-45b2-9c70-72215dee72be","block_type":"box","text":"awards annually as par t of their discretionary incentive compensation. Paying a por tion of discretionary incentive","page_number":21,"box":{"x":69,"y":602,"width":805,"height":11}},{"id":"5bcb4035-24da-404e-a4d3-8acde23e3af4","block_type":"box","text":"compensation in the form of deferred BlackRock, Inc. stock puts compensation earned by a por tfolio manager for a","page_number":21,"box":{"x":69,"y":617,"width":822,"height":12}},{"id":"91f9fcb8-e0a6-46f9-85c2-95ed9375db2f","block_type":"box","text":"given year “at risk” based on BlackRock’s ability to sustain and improve its per formance over future periods. In some","page_number":21,"box":{"x":68,"y":632,"width":839,"height":12}},{"id":"ca878090-9d93-4ee3-bd85-ceb518a1851b","block_type":"box","text":"cases, additional deferred BlackRock, Inc. stock may be granted to cer tain key employees as par t of a long-term","page_number":21,"box":{"x":69,"y":647,"width":802,"height":12}},{"id":"b54c55da-5e8c-4235-9c69-8c6c51138b1f","block_type":"box","text":"incentive award to aid in retention, align interests with long-term shareholders and motivate per formance. Deferred","page_number":21,"box":{"x":70,"y":663,"width":820,"height":11}},{"id":"81d257da-1bbc-4c52-9f21-32cde5c44435","block_type":"box","text":"BlackRock, Inc. stock awards are generally granted in the form of BlackRock, Inc. restricted stock units that vest","page_number":21,"box":{"x":70,"y":678,"width":801,"height":11}},{"id":"186fc893-d1da-41f9-b639-cd190bf0ca61","block_type":"box","text":"pursuant to the terms of the applicable plan and, once vested, settle in BlackRock, Inc. common stock. The por tfolio","page_number":21,"box":{"x":70,"y":693,"width":831,"height":11}},{"id":"031ea5ac-4ee5-485c-987f-bfad07825695","block_type":"box","text":"manager of this Fund has deferred BlackRock, Inc. stock awards.","page_number":21,"box":{"x":69,"y":708,"width":463,"height":11}},{"id":"624e313d-6812-42b7-b8bd-cfafb794fe65","block_type":"box","text":"For cer tain por tfolio managers, a por tion of the discretionary incentive compensation is also distributed in the","page_number":21,"box":{"x":102,"y":731,"width":785,"height":11}},{"id":"ea0f3c42-adcf-4129-8d7f-eea11e88f2d0","block_type":"box","text":"form of deferred cash awards that notionally track the returns of select BlackRock investment products they manage,","page_number":21,"box":{"x":68,"y":746,"width":836,"height":11}},{"id":"22ccd144-5eb9-4825-8f60-b67308add52a","block_type":"box","text":"which provides direct alignment of por tfolio manager discretionary incentive compensation with investment product","page_number":21,"box":{"x":68,"y":761,"width":821,"height":11}},{"id":"40a6b84e-800e-461a-81ad-fc8f0b7152cf","block_type":"box","text":"results. Deferred cash awards vest ratably over a number of years and, once vested, settle in the form of cash. Only","page_number":21,"box":{"x":69,"y":776,"width":829,"height":11}},{"id":"9491d504-0ea8-48d3-ad1e-517c5e4cc7e8","block_type":"box","text":"por tfolio managers who manage specified products and whose total compensation is above a specified threshold are","page_number":21,"box":{"x":70,"y":791,"width":835,"height":11}},{"id":"dac8f52a-9adf-4562-9e7c-b8530ba4bf5c","block_type":"box","text":"eligible to par ticipate in the deferred cash award program.","page_number":21,"box":{"x":69,"y":806,"width":414,"height":11}},{"id":"a92985c3-7c00-4e76-8d86-9536e3987fce","block_type":"box","text":"Other Compensation Benefits.","page_number":21,"box":{"x":101,"y":829,"width":218,"height":11}},{"id":"78256f81-24d9-412c-97ff-bfe714401ecd","block_type":"box","text":"In addition to base salary and discretionary incentive compensation, por tfolio","page_number":21,"box":{"x":327,"y":829,"width":552,"height":11}},{"id":"90bcce6d-d6a8-4a14-841e-5dcfa4f23947","block_type":"box","text":"managers may be eligible to receive or par ticipate in one or more of the following:","page_number":21,"box":{"x":69,"y":844,"width":582,"height":11}},{"id":"839b06b8-21bb-401f-b0af-7f7f3c239df1","block_type":"box","text":"Incentive Savings Plans","page_number":21,"box":{"x":102,"y":867,"width":167,"height":11}},{"id":"339ecd96-46b3-429c-a263-03f815d65d00","block_type":"box","text":"— BlackRock, Inc. has created a variety of incentive savings plans in which BlackRock","page_number":21,"box":{"x":274,"y":867,"width":614,"height":11}},{"id":"04f74e76-214c-4571-9737-6a12d7ab6b12","block_type":"box","text":"employees are eligible to par ticipate, including a 401(k) plan, the BlackRock Retirement Savings Plan (RSP), and the","page_number":21,"box":{"x":69,"y":882,"width":831,"height":11}},{"id":"a2d1ffec-653c-4ceb-929f-f5bc78f5193a","block_type":"box","text":"BlackRock Employee Stock Purchase Plan (ESPP). The employer contribution components of the RSP include a","page_number":21,"box":{"x":70,"y":897,"width":785,"height":11}},{"id":"7a8b8afb-32fa-465e-9ed9-e4a56f75d33e","block_type":"box","text":"company match equal to 50% of the first 8% of eligible pay contributed to the plan capped at $5,000 per year, and a","page_number":21,"box":{"x":69,"y":911,"width":830,"height":12}},{"id":"f456e383-a04c-4611-8a53-d92583526bbb","block_type":"box","text":"I-19","page_number":21,"box":{"x":476,"y":943,"width":26,"height":9}},{"id":"121ed608-d022-41db-878f-f8c666860b8f","block_type":"box","text":"NM1026U-5981080-21/228","page_number":21,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"c3b33d09-33aa-4fb3-afd7-ac7d59104cf8","block_type":"box","text":"company retirement contribution equal to 3-5% of eligible compensation up to the Internal Revenue Service limit","page_number":22,"box":{"x":69,"y":45,"width":799,"height":11}},{"id":"fbf8f507-9cae-40b2-a34b-467a8fa09eb1","block_type":"box","text":"($360,000 for 2026). The RSP offers a range of investment options, including registered investment companies and","page_number":22,"box":{"x":69,"y":59,"width":831,"height":12}},{"id":"91308469-1d54-408d-b7d8-5f1b5805579d","block_type":"box","text":"collective investment funds managed by the firm. BlackRock contributions follow the investment direction set by","page_number":22,"box":{"x":69,"y":75,"width":798,"height":11}},{"id":"ea964cde-3bea-4d95-be65-21e26b3b5d5e","block_type":"box","text":"par ticipants for their own contributions or, absent par ticipant investment direction, are invested into a target date","page_number":22,"box":{"x":70,"y":90,"width":809,"height":11}},{"id":"b86c1f5b-5e78-4f6d-a443-c650c844da4b","block_type":"box","text":"fund that corresponds to, or is closest to, the year in which the par ticipant attains age 65. The ESPP allows for","page_number":22,"box":{"x":68,"y":105,"width":793,"height":11}},{"id":"385b39be-927f-424b-be84-6bc293d89288","block_type":"box","text":"investment in BlackRock common stock at a 5% discount on the fair market value of the stock on the purchase date.","page_number":22,"box":{"x":70,"y":120,"width":832,"height":11}},{"id":"35220eda-5888-4a45-ae14-b9192e9cc46b","block_type":"box","text":"Annual par ticipation in the ESPP is limited to the purchase of 1,000 shares of common stock or a dollar value of","page_number":22,"box":{"x":68,"y":135,"width":805,"height":11}},{"id":"9127ab34-357c-4c67-9dc1-ad50103794d5","block_type":"box","text":"$25,000 based on its fair market value on the purchase date. All of the eligible por tfolio managers are eligible to","page_number":22,"box":{"x":69,"y":150,"width":808,"height":12}},{"id":"efe85516-7be3-4458-9b43-590dd8dea46f","block_type":"box","text":"par ticipate in these plans.","page_number":22,"box":{"x":70,"y":166,"width":185,"height":11}},{"id":"bbf377b4-032e-4651-b197-08cc41ceee82","block_type":"box","text":"Por tfolio Manager Beneficial Holdings","page_number":22,"box":{"x":69,"y":196,"width":268,"height":11}},{"id":"1f4322b1-f942-4c17-a717-e5a952511a08","block_type":"box","text":"As of May 31, 2026, the Fund’s most recently completed fiscal year end, the dollar range of securities","page_number":22,"box":{"x":101,"y":218,"width":731,"height":12}},{"id":"eb836418-0750-4199-b39b-13480c0c2688","block_type":"box","text":"beneficially owned by the por tfolio manager in the Fund is shown below:","page_number":22,"box":{"x":69,"y":234,"width":511,"height":11}},{"id":"4b53cfd5-3a97-4a9f-bb63-db9943ddba98","block_type":"box","text":"Portfolio Manager","page_number":22,"box":{"x":69,"y":272,"width":105,"height":9}},{"id":"7e9a0edb-b71b-48b4-a8fb-857bfcc7c107","block_type":"box","text":"Dollar Range of Equity","page_number":22,"box":{"x":759,"y":262,"width":129,"height":9}},{"id":"50ceb918-7da6-4439-b7fa-dd1f46d44ade","block_type":"box","text":"Securities Beneficially Owned","page_number":22,"box":{"x":736,"y":272,"width":173,"height":9}},{"id":"4e4626c1-41b9-4e28-9d17-bcdcfef1973b","block_type":"box","text":"Mark McKenna","page_number":22,"box":{"x":70,"y":290,"width":105,"height":9}},{"id":"a975706b-0723-488e-8762-a31568528e92","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Over $1,","page_number":22,"box":{"x":182,"y":289,"width":638,"height":11}},{"id":"9b7ed1d4-efb7-4e56-a75d-a0923157e5f5","block_type":"box","text":"000,000","page_number":22,"box":{"x":822,"y":290,"width":63,"height":10}},{"id":"31ed21b8-1ec6-45c4-82f2-677b2177a3f2","block_type":"box","text":"Por tfolio Manager Potential Material Conflicts of Interest","page_number":22,"box":{"x":69,"y":321,"width":403,"height":11}},{"id":"a98a1e6c-f55c-49e7-9d80-7f2885f35a1d","block_type":"box","text":"BlackRock has built a professional working environment, firm-wide compliance culture and compliance","page_number":22,"box":{"x":102,"y":344,"width":727,"height":11}},{"id":"3314e472-cf4e-49da-947d-bb95dd4dd282","block_type":"box","text":"procedures and systems designed to protect against potential incentives that may favor one account over another.","page_number":22,"box":{"x":70,"y":359,"width":814,"height":11}},{"id":"7d7daaf7-b377-4b49-b24d-899658c67b78","block_type":"box","text":"BlackRock has adopted policies and procedures that address the allocation of investment oppor tunities, execution of","page_number":22,"box":{"x":70,"y":374,"width":837,"height":11}},{"id":"82feb7dc-21f9-43e2-9af6-aa12d9b25443","block_type":"box","text":"por tfolio transactions, personal trading by employees and other potential conflicts of interest that are designed to","page_number":22,"box":{"x":70,"y":389,"width":810,"height":11}},{"id":"c426e521-4aeb-437a-9716-c57808cd641a","block_type":"box","text":"ensure that all client accounts are treated equitably over time. Never theless, BlackRock furnishes investment","page_number":22,"box":{"x":69,"y":404,"width":782,"height":11}},{"id":"b85a9891-8d6c-4c77-8d21-ad8275e79d32","block_type":"box","text":"management and advisory services to numerous clients in addition to the Fund, and BlackRock may, consistent with","page_number":22,"box":{"x":69,"y":420,"width":830,"height":11}},{"id":"2ec09069-aa99-4453-8d62-2d3d6a9ca98f","block_type":"box","text":"applicable law, make investment recommendations to other clients or accounts (including accounts which are hedge","page_number":22,"box":{"x":69,"y":435,"width":828,"height":11}},{"id":"5e3069a7-ba16-4dec-9960-5557af8d750a","block_type":"box","text":"funds or have per formance or higher fees paid to BlackRock, or in which por tfolio managers have a personal interest","page_number":22,"box":{"x":68,"y":450,"width":834,"height":11}},{"id":"c0e48ecd-dfbf-4bca-afe7-7b439846ef65","block_type":"box","text":"in the receipt of such fees), which may be the same as or different from those made to the Fund. In addition,","page_number":22,"box":{"x":70,"y":465,"width":777,"height":11}},{"id":"281ab0af-0278-4514-a31e-0589f7b3c4e3","block_type":"box","text":"BlackRock, its affiliates and significant shareholders and any officer, director, shareholder or employee may or may","page_number":22,"box":{"x":70,"y":480,"width":821,"height":11}},{"id":"ce61f7a2-3591-424e-8fe1-fe2edef14e8f","block_type":"box","text":"not have an interest in the securities whose purchase and sale BlackRock recommends to the Fund. BlackRock, or","page_number":22,"box":{"x":69,"y":495,"width":819,"height":11}},{"id":"46e060be-bb20-40d0-b38c-8a2629f323a9","block_type":"box","text":"any of its affiliates or significant shareholders, or any officer, director, shareholder, employee or any member of their","page_number":22,"box":{"x":69,"y":510,"width":832,"height":11}},{"id":"af7deca1-210b-4293-ad1c-c8f365cfd73e","block_type":"box","text":"families may take different actions than those recommended to the Fund by BlackRock with respect to the same","page_number":22,"box":{"x":68,"y":525,"width":804,"height":11}},{"id":"13ebffe1-88f4-499b-b696-7954d3265593","block_type":"box","text":"securities. Moreover, BlackRock may refrain from rendering any advice or services concerning securities of","page_number":22,"box":{"x":69,"y":540,"width":760,"height":12}},{"id":"f777227f-010c-407e-95c0-40330f8852d7","block_type":"box","text":"companies of which any of BlackRock’s (or its affiliates’ or significant shareholders’) officers, directors or employees","page_number":22,"box":{"x":69,"y":555,"width":834,"height":12}},{"id":"9f4fa9e0-8cc8-4f4a-8adf-8e3c34906eee","block_type":"box","text":"are directors or officers, or companies as to which BlackRock or any of its affiliates or significant shareholders or the","page_number":22,"box":{"x":69,"y":571,"width":836,"height":11}},{"id":"8bb15967-fd52-4e70-842c-6b2634cc4781","block_type":"box","text":"officers, directors and employees of any of them has any substantial economic interest or possesses material non","page_number":22,"box":{"x":69,"y":586,"width":822,"height":11}},{"id":"0f1e8e2f-a199-4d3a-8862-a7f8def05d42","block_type":"box","text":"public information. Cer tain por tfolio managers also may manage accounts whose investment strategies may at times","page_number":22,"box":{"x":70,"y":601,"width":835,"height":11}},{"id":"f38c7cc6-ad57-46a3-a06c-874c2b76b014","block_type":"box","text":"be opposed to the strategy utilized for the Fund. It should also be noted that Mr. McKenna may be managing hedge","page_number":22,"box":{"x":69,"y":616,"width":821,"height":11}},{"id":"e6847de3-87bc-4231-ae3c-b81f8184ae0a","block_type":"box","text":"fund and/or long only accounts, or may be par t of a team managing hedge fund and/or long only accounts, subject to","page_number":22,"box":{"x":68,"y":631,"width":839,"height":11}},{"id":"6e237c6f-d4e5-420a-9b1a-b7f2f54c38ed","block_type":"box","text":"incentive fees. Mr. McKenna may therefore be entitled to receive a por tion of any incentive fees earned on such","page_number":22,"box":{"x":70,"y":646,"width":797,"height":11}},{"id":"d61afb5d-a481-43cd-9812-6c9a23f5358e","block_type":"box","text":"accounts.","page_number":22,"box":{"x":69,"y":662,"width":67,"height":8}},{"id":"c78b81ad-96f1-44ab-914a-629b46ac2061","block_type":"box","text":"As a fiduciary, BlackRock owes a duty of loyalty to its clients and must treat each client fairly. When BlackRock","page_number":22,"box":{"x":101,"y":684,"width":788,"height":11}},{"id":"9bf3e93b-ec97-4551-b1c4-2477f11e517e","block_type":"box","text":"purchases or sells securities for more than one account, the trades must be allocated in a manner consistent with its","page_number":22,"box":{"x":70,"y":699,"width":839,"height":11}},{"id":"10738d44-b47d-4bc4-a78f-85c22b27d322","block_type":"box","text":"fiduciary duties. BlackRock attempts to allocate investments in a fair and equitable manner among client accounts,","page_number":22,"box":{"x":68,"y":714,"width":823,"height":12}},{"id":"d9d51caf-8315-485d-a738-8ab0f906dc5b","block_type":"box","text":"with no account receiving preferential treatment. To this end, BlackRock has adopted policies that are intended to","page_number":22,"box":{"x":68,"y":729,"width":812,"height":12}},{"id":"83ebb746-8200-4f5b-8881-2b654dcf56fd","block_type":"box","text":"ensure reasonable efficiency in client transactions and provide BlackRock with sufficient flexibility to allocate","page_number":22,"box":{"x":69,"y":744,"width":777,"height":12}},{"id":"383b4ad7-cb22-4c78-8fb9-5ddb6d5aeb74","block_type":"box","text":"investments in a manner that is consistent with the par ticular investment discipline and client base, as appropriate.","page_number":22,"box":{"x":70,"y":760,"width":826,"height":11}},{"id":"4fccf7e5-0a9a-400e-a228-28a49cce8d11","block_type":"box","text":"Custodian","page_number":22,"box":{"x":69,"y":790,"width":72,"height":9}},{"id":"30881daf-1fdc-433e-bdf1-a0ec61bf7412","block_type":"box","text":"The Bank of New York Mellon (“BNY Mellon” or the “Custodian”), which has its principal place of business at","page_number":22,"box":{"x":101,"y":812,"width":776,"height":12}},{"id":"fd521757-c478-4d76-b0de-a931fd050326","block_type":"box","text":"240 Greenwich Street, New York, New York 10286, serves as the custodian for the Fund. The Custodian, among","page_number":22,"box":{"x":69,"y":828,"width":802,"height":11}},{"id":"3e2b075c-539a-45b2-b329-199899331de2","block_type":"box","text":"other responsibilities, maintains a custody account or accounts in the name of the Fund, receives and delivers all","page_number":22,"box":{"x":69,"y":843,"width":808,"height":11}},{"id":"73ff1577-8b59-4217-a429-37bab5b8faa7","block_type":"box","text":"assets for the Fund upon purchase and upon sale or maturity, and collects and receives all income and other","page_number":22,"box":{"x":69,"y":858,"width":778,"height":11}},{"id":"5d2ae99d-fbca-4f60-b1e1-d4f99f8b5385","block_type":"box","text":"payments and distributions on account of the assets of the Fund. On a monthly basis, the Custodian nets the Fund’s","page_number":22,"box":{"x":70,"y":873,"width":832,"height":11}},{"id":"8d31c124-cd3c-497f-a13d-b738156b290a","block_type":"box","text":"daily positive and negative cash balances and calculates a credit (“custody credit”) or a charge based on that net","page_number":22,"box":{"x":69,"y":888,"width":809,"height":11}},{"id":"7211b08e-dc63-4a92-babd-8e654c4c6f8a","block_type":"box","text":"amount. The custodian fees, including the amount of any overdraft charges, may be reduced by that amount of such","page_number":22,"box":{"x":69,"y":903,"width":827,"height":12}},{"id":"fb0b01c4-467a-46df-b5e0-e355b3d7c577","block_type":"box","text":"I-20","page_number":22,"box":{"x":476,"y":943,"width":27,"height":9}},{"id":"98b20fa7-b85e-4b51-bc0b-848cc6c27ad7","block_type":"box","text":"NM1026U-5981080-22/228","page_number":22,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"51fdec6f-23ed-432e-b49d-de75464015e0","block_type":"box","text":"custody credits, and any unused credits at the end of a given month may be carried forward to a subsequent month.","page_number":23,"box":{"x":69,"y":45,"width":830,"height":11}},{"id":"a54e2f1a-6433-49ec-bcd9-cf30703257c2","block_type":"box","text":"Any such credits unused by the end of the Fund’s fiscal year will not expire. Net debits at the end of a given month","page_number":23,"box":{"x":68,"y":60,"width":817,"height":11}},{"id":"b459498a-1217-464e-98ca-429137bc2fa6","block_type":"box","text":"are added to the Fund’s custody bill and paid by the Fund.","page_number":23,"box":{"x":69,"y":75,"width":413,"height":11}},{"id":"099ca3a4-e0b4-4dab-9656-0b2f3c95f77a","block_type":"box","text":"Transfer Agent","page_number":23,"box":{"x":68,"y":105,"width":107,"height":11}},{"id":"81bc8be4-c2ef-4216-8e6c-56e6b86bba97","block_type":"box","text":"BNY Mellon Investment Servicing (US) Inc., which has its principal place of business at 301 Bellevue Parkway,","page_number":23,"box":{"x":102,"y":128,"width":784,"height":11}},{"id":"25c3144b-715b-4356-bf5d-23541efdefaf","block_type":"box","text":"Wilmington, Delaware 19809, serves as the transfer agent and dividend disbursement agent for the Fund.","page_number":23,"box":{"x":68,"y":143,"width":758,"height":11}},{"id":"ede8927d-5813-4586-ac3d-2b1ef3eedbae","block_type":"box","text":"Accounting Services","page_number":23,"box":{"x":68,"y":173,"width":150,"height":11}},{"id":"509460e1-f47a-4f8e-9b6c-7c4cddadb827","block_type":"box","text":"BNY Mellon serves as the accounting services provider for the Fund. BNY Mellon records investment, capital","page_number":23,"box":{"x":102,"y":196,"width":774,"height":11}},{"id":"b9fcfe1d-3bb2-4890-817a-371b19271807","block_type":"box","text":"share and income and expense activities; verifies and transmits trade tickets; maintains accounting ledgers for","page_number":23,"box":{"x":69,"y":211,"width":793,"height":11}},{"id":"8720e1b5-eba7-4693-9a17-88879a69c6be","block_type":"box","text":"investment securities; maintains tax lots; reconciles cash with the Fund’s custodian; repor ts cash balances to the","page_number":23,"box":{"x":70,"y":226,"width":814,"height":11}},{"id":"ffb58cf4-67c2-49ce-8f0c-e89176be79f0","block_type":"box","text":"Manager; prepares cer tain financial statements; calculates expenses, gains, losses and income; controls","page_number":23,"box":{"x":70,"y":241,"width":753,"height":11}},{"id":"449abe2e-bf1a-4fce-ba52-3da207977171","block_type":"box","text":"disbursements; works with independent pricing sources; and computes and repor ts net asset value. In connection","page_number":23,"box":{"x":69,"y":257,"width":815,"height":11}},{"id":"38c30a6e-8bad-4f3a-81e4-b5ffa24b88fd","block_type":"box","text":"with its accounting services, BNY Mellon also provides cer tain administration services.","page_number":23,"box":{"x":68,"y":272,"width":621,"height":11}},{"id":"a2c42165-0d08-4019-9f8c-d8567e279688","block_type":"box","text":"The table below shows the amounts paid by the Fund to BNY Mellon and the Manager for accounting services for","page_number":23,"box":{"x":101,"y":294,"width":806,"height":11}},{"id":"bb733488-8d8a-4cd9-9cc3-ab6e856cce89","block_type":"box","text":"the periods shown.","page_number":23,"box":{"x":68,"y":309,"width":135,"height":11}},{"id":"7d06f48d-918b-4a2b-a61f-8bdab97bbb14","block_type":"box","text":"Fees Paid to BNY Mellon Fees Paid to the Manager","page_number":23,"box":{"x":585,"y":338,"width":324,"height":8}},{"id":"59b5a50d-4456-4240-b7e6-890fcc0c5280","block_type":"box","text":"Fiscal Year Ended May 31, 2026","page_number":23,"box":{"x":70,"y":355,"width":230,"height":11}},{"id":"8aff1a5d-cb3d-42eb-8a13-7203b4ae0c65","block_type":"box","text":"...............................","page_number":23,"box":{"x":307,"y":363,"width":246,"height":1}},{"id":"b6e7ea09-174f-4b53-9585-0b9d47095bdd","block_type":"box","text":"$294,366 $0","page_number":23,"box":{"x":621,"y":355,"width":222,"height":11}},{"id":"d776c4dd-025c-4e78-8c97-ff155dce9009","block_type":"box","text":"Fiscal Year Ended May 31, 2025","page_number":23,"box":{"x":70,"y":370,"width":230,"height":11}},{"id":"2df35aa8-3d3d-48a2-b3e3-c3afaa14f8cb","block_type":"box","text":"...............................","page_number":23,"box":{"x":307,"y":378,"width":246,"height":1}},{"id":"ec67f3c5-3df6-44f1-bf86-f90f41a91a6e","block_type":"box","text":"$297,538 $0","page_number":23,"box":{"x":621,"y":370,"width":222,"height":11}},{"id":"1c9febeb-5ce4-46a7-bc50-37b74682fb11","block_type":"box","text":"Fiscal Year Ended May 31, 2024","page_number":23,"box":{"x":70,"y":386,"width":230,"height":11}},{"id":"9f2b5e3c-07ef-463e-b141-ed95a5ad8088","block_type":"box","text":"...............................","page_number":23,"box":{"x":307,"y":393,"width":246,"height":1}},{"id":"3c77bad6-4cfd-4a30-a254-d10487cae062","block_type":"box","text":"$353,461 $0","page_number":23,"box":{"x":621,"y":385,"width":222,"height":11}},{"id":"bd994a7a-fed7-496a-aba3-4bdb78c744a5","block_type":"box","text":"Credit Agreement","page_number":23,"box":{"x":69,"y":417,"width":129,"height":11}},{"id":"6490b804-2ac5-461a-bd8d-7417339cdd8e","block_type":"box","text":"The Corporation, on behalf of the Fund, along with cer tain other funds managed by the Manager and its affiliates","page_number":23,"box":{"x":101,"y":440,"width":804,"height":11}},{"id":"2c951811-c9be-4e20-b7d9-98aece10a49e","block_type":"box","text":"(“Par ticipating Funds”), is a par ty to a 364-day, $2.4 billion credit agreement with a group of lenders, which facility","page_number":23,"box":{"x":69,"y":454,"width":817,"height":12}},{"id":"ab36cd15-d72e-43a0-b30e-c233eebf1832","block_type":"box","text":"terminates on April 8, 2027, unless otherwise extended or renewed (the “Credit Agreement”). Excluding","page_number":23,"box":{"x":68,"y":470,"width":743,"height":11}},{"id":"2287a870-0583-4185-8a45-b7359524daec","block_type":"box","text":"commitments designated for cer tain Par ticipating Funds, the Par ticipating Funds, including the Fund, can borrow up","page_number":23,"box":{"x":69,"y":485,"width":825,"height":11}},{"id":"4e973449-bd0c-482c-ae54-7977e3bb3277","block_type":"box","text":"to an aggregate commitment amount of $1.75 billion at any time outstanding, subject to asset coverage and other","page_number":23,"box":{"x":68,"y":499,"width":818,"height":12}},{"id":"fa61fdb9-a594-4690-9bdb-4cbd53a77e46","block_type":"box","text":"limitations as specified in the Credit Agreement. The Fund may borrow under the Credit Agreement to meet","page_number":23,"box":{"x":70,"y":515,"width":761,"height":11}},{"id":"43450a40-7814-4113-b900-f8add89ddd7c","block_type":"box","text":"shareholder redemptions and for other lawful purposes. However, the Fund may not borrow under the Credit","page_number":23,"box":{"x":69,"y":530,"width":768,"height":11}},{"id":"981e7da8-be19-4beb-8b39-45f281cb5136","block_type":"box","text":"Agreement for leverage. The Fund may borrow up to the maximum amount allowable under its current Prospectus and","page_number":23,"box":{"x":68,"y":545,"width":838,"height":12}},{"id":"c0305bea-906d-41a6-b7c4-3f604bd60510","block_type":"box","text":"SAI, subject to various other legal, regulatory or contractual limits. Borrowing results in interest expense and other","page_number":23,"box":{"x":69,"y":561,"width":816,"height":11}},{"id":"17ff92a2-f74b-42a3-af0e-211d5d87dc77","block_type":"box","text":"fees and expenses for the Fund which may impact the Fund’s net expenses. The costs of borrowing may reduce the","page_number":23,"box":{"x":68,"y":576,"width":825,"height":11}},{"id":"d093d15a-b4a0-47d3-a61e-b65b1b5cfbf5","block_type":"box","text":"Fund’s return. The Fund is charged its pro rata share of upfront fees and commitment fees on the aggregate","page_number":23,"box":{"x":70,"y":591,"width":771,"height":11}},{"id":"16dc0ec4-4fef-4525-9376-894173066aa6","block_type":"box","text":"commitment amount based on its net assets. If the Fund borrows pursuant to the Credit Agreement, the Fund will be","page_number":23,"box":{"x":69,"y":606,"width":833,"height":11}},{"id":"9f11d625-bc7b-4589-8fb0-7896ef92d6c0","block_type":"box","text":"charged interest at a variable rate.","page_number":23,"box":{"x":69,"y":621,"width":245,"height":11}},{"id":"cf9b4ecd-e611-435b-859d-1b47d7c25a12","block_type":"box","text":"V. Information on Sales Charges and Distribution Related Expenses","page_number":23,"box":{"x":68,"y":651,"width":491,"height":11}},{"id":"f8d32609-4b4f-4f24-a8e4-a8f72bb19fe0","block_type":"box","text":"Set for th below is information on sales charges (including any contingent deferred sales charges (“CDSCs”))","page_number":23,"box":{"x":102,"y":674,"width":773,"height":11}},{"id":"ea63072d-1e8b-4237-a894-70665d2b31d3","block_type":"box","text":"received by the Fund, including the amounts paid to affiliates of BlackRock (“affiliates”) for the periods shown.","page_number":23,"box":{"x":69,"y":689,"width":788,"height":11}},{"id":"5edcbfce-c3dd-4995-86b2-e2edbe9b9f41","block_type":"box","text":"BlackRock Investments, LLC (“BRIL” or the “Distributor”) acts as the Fund’s sole distributor.","page_number":23,"box":{"x":70,"y":704,"width":656,"height":11}},{"id":"da38cc0e-8863-40cd-b615-2b26671e1fac","block_type":"box","text":"Investor A Shares","page_number":23,"box":{"x":656,"y":732,"width":103,"height":8}},{"id":"94399f7e-03ce-494f-a9e6-60dff9722e5f","block_type":"box","text":"Gross","page_number":23,"box":{"x":521,"y":758,"width":32,"height":7}},{"id":"d64d2e61-5418-4edb-86d4-e3d49671e172","block_type":"box","text":"Sales","page_number":23,"box":{"x":521,"y":768,"width":31,"height":7}},{"id":"f719506b-5f4d-4eae-be6d-4b7b3c175ea7","block_type":"box","text":"Charges","page_number":23,"box":{"x":513,"y":778,"width":48,"height":9}},{"id":"33d86670-f393-4106-9a88-4b51a1ca2640","block_type":"box","text":"Collected","page_number":23,"box":{"x":510,"y":789,"width":54,"height":7}},{"id":"f882220f-d55f-4823-b94f-07ab725fd941","block_type":"box","text":"Sales Charges","page_number":23,"box":{"x":598,"y":768,"width":84,"height":9}},{"id":"3717800b-d294-4b29-86b6-d51872f88523","block_type":"box","text":"Retained by","page_number":23,"box":{"x":606,"y":778,"width":69,"height":9}},{"id":"0eebfc43-bc0f-42f0-a25d-90b557bf3b27","block_type":"box","text":"BRIL","page_number":23,"box":{"x":627,"y":789,"width":27,"height":7}},{"id":"fa80d439-e21b-4516-bdf3-4b2482ae9cb4","block_type":"box","text":"Sales Charges","page_number":23,"box":{"x":711,"y":768,"width":84,"height":9}},{"id":"463fbc3e-b046-4908-b496-81085e63b96a","block_type":"box","text":"Paid To","page_number":23,"box":{"x":733,"y":778,"width":41,"height":8}},{"id":"821581ac-f2fc-4d29-a9c5-72e1a6ba5ed2","block_type":"box","text":"Affiliates","page_number":23,"box":{"x":727,"y":788,"width":52,"height":8}},{"id":"b0329316-5871-45c5-8ed8-28c1b907abf9","block_type":"box","text":"CDSCs","page_number":23,"box":{"x":847,"y":748,"width":40,"height":7}},{"id":"0b6a1578-9d00-403b-8c26-0d24bc8134ab","block_type":"box","text":"Received on","page_number":23,"box":{"x":832,"y":758,"width":70,"height":7}},{"id":"54dd99e7-ea4b-4b33-b892-4fe1df026794","block_type":"box","text":"Redemption of","page_number":23,"box":{"x":826,"y":768,"width":84,"height":9}},{"id":"aeacce37-6f87-4bb5-bc31-77cc3abe00a5","block_type":"box","text":"Load-Waived","page_number":23,"box":{"x":832,"y":778,"width":71,"height":8}},{"id":"24be5b3b-18a8-400b-80b7-35e187c098ce","block_type":"box","text":"Shares","page_number":23,"box":{"x":847,"y":789,"width":40,"height":7}},{"id":"d463e455-7b14-4866-bbe1-904970853de2","block_type":"box","text":"Fiscal Year Ended May 31, 2026 . . . . . . . . . . . . . . . . . . . . . $13,861 $1,077 $1,077 $ 482","page_number":23,"box":{"x":70,"y":806,"width":828,"height":11}},{"id":"b1a489bb-f416-4bfa-a728-0108ce34328e","block_type":"box","text":"Fiscal Year Ended May 31, 2025 . . . . . . . . . . . . . . . . . . . . . $16,543 $1,094 $1,094 $ 3,713","page_number":23,"box":{"x":70,"y":821,"width":828,"height":11}},{"id":"75b04224-a71e-4ade-a198-69c58d527481","block_type":"box","text":"Fiscal Year Ended May 31, 2024 . . . . . . . . . . . . . . . . . . . . . $38,461 $2,484 $2,484 $10,064","page_number":23,"box":{"x":70,"y":836,"width":828,"height":12}},{"id":"eeed44dd-fd53-455c-af1e-53f6f9843e7f","block_type":"box","text":"I-21","page_number":23,"box":{"x":476,"y":943,"width":27,"height":9}},{"id":"7273f825-c5c9-4b23-b323-aca66b888ca0","block_type":"box","text":"NM1026U-5981080-23/228","page_number":23,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"6f8fefe0-9b1f-4177-8327-22bdb6598075","block_type":"box","text":"Investor C Shares","page_number":24,"box":{"x":760,"y":49,"width":103,"height":7}},{"id":"0ce373d6-094f-4271-b610-0cf2eac747a1","block_type":"box","text":"CDSCs Received","page_number":24,"box":{"x":713,"y":65,"width":97,"height":7}},{"id":"9d5e32c3-9912-4cb8-96b4-956a30628a29","block_type":"box","text":"by BRIL","page_number":24,"box":{"x":740,"y":75,"width":44,"height":9}},{"id":"5f4c2a46-79cd-4b58-9214-54944a7d1e1f","block_type":"box","text":"CDSCs Paid","page_number":24,"box":{"x":840,"y":65,"width":69,"height":7}},{"id":"8264e0c3-9f12-440b-83f5-1aa255a17e01","block_type":"box","text":"to Affiliates","page_number":24,"box":{"x":841,"y":75,"width":68,"height":7}},{"id":"0b27cd5f-2ac9-4544-86e6-e904cff68d2c","block_type":"box","text":"Fiscal Year Ended May 31, 2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .","page_number":24,"box":{"x":70,"y":93,"width":474,"height":11}},{"id":"2c4df5cc-8105-413a-a20e-fe49898409a3","block_type":"box","text":". . . . . . . . . . . . . . . . . $ 100 $ 100","page_number":24,"box":{"x":550,"y":92,"width":351,"height":10}},{"id":"ed352360-adbb-4d4b-9b08-62de2a948bd8","block_type":"box","text":"Fiscal Year Ended May 31, 2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .","page_number":24,"box":{"x":70,"y":108,"width":474,"height":11}},{"id":"69569038-ed9f-4043-b53d-60bb99fe0d7e","block_type":"box","text":". . . . . . . . . . . . . . . . . $ 433 $ 433","page_number":24,"box":{"x":550,"y":107,"width":351,"height":10}},{"id":"4135d1d2-c1fc-4d31-a6c3-110bc1237d38","block_type":"box","text":"Fiscal Year Ended May 31, 2024 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .","page_number":24,"box":{"x":70,"y":123,"width":474,"height":11}},{"id":"fb51fb17-71b2-4a5a-b857-2c6d4aff9794","block_type":"box","text":". . . . . . . . . . . . . . . . . $2,100 $2,100","page_number":24,"box":{"x":550,"y":122,"width":351,"height":11}},{"id":"09b373d6-fc37-48d2-8218-a04d112145a0","block_type":"box","text":"The table below provides information for the fiscal year ended May 31, 2026 about the 12b-1 fees the Fund paid","page_number":24,"box":{"x":101,"y":147,"width":805,"height":11}},{"id":"416379c1-9cbd-459a-9881-7508b1487ce8","block_type":"box","text":"to BRIL under the Fund’s 12b-1 plan. A por tion of the fees collected by BRIL were paid to affiliates for providing","page_number":24,"box":{"x":68,"y":162,"width":796,"height":11}},{"id":"bbd9d052-a079-4b39-9953-103ebac87829","block_type":"box","text":"shareholder servicing activities for Investor A Shares and for providing shareholder servicing and distribution-related","page_number":24,"box":{"x":69,"y":177,"width":826,"height":11}},{"id":"b9e48d97-3318-41cf-b984-a842b6da342c","block_type":"box","text":"activities and services for Investor C Shares.","page_number":24,"box":{"x":69,"y":192,"width":318,"height":9}},{"id":"6a71fe85-cf56-4a97-97ba-345b3b232b20","block_type":"box","text":"Class Name","page_number":24,"box":{"x":69,"y":220,"width":68,"height":7}},{"id":"e8c52463-ae60-46d9-bc04-6dab8ecac7bc","block_type":"box","text":"Fees Paid to BRIL","page_number":24,"box":{"x":806,"y":220,"width":103,"height":7}},{"id":"81fdf44b-ec39-491e-bc5f-2b39cfb8a199","block_type":"box","text":"Investor A Shares .","page_number":24,"box":{"x":70,"y":238,"width":134,"height":9}},{"id":"b1186107-dfd0-437a-8855-9149aafaad08","block_type":"box","text":"......................................................................","page_number":24,"box":{"x":210,"y":245,"width":564,"height":2}},{"id":"f4ad5315-f4e4-4696-a8d2-6380172f2330","block_type":"box","text":"$249,903","page_number":24,"box":{"x":822,"y":237,"width":71,"height":12}},{"id":"e4e8481e-cd77-4036-9d2f-2e4d3d2f5d68","block_type":"box","text":"Investor C Shares . . .","page_number":24,"box":{"x":70,"y":253,"width":150,"height":9}},{"id":"48cfe3ab-4b26-4b4f-9ca2-1699defb73d2","block_type":"box","text":"....................................................................","page_number":24,"box":{"x":226,"y":261,"width":548,"height":1}},{"id":"4a558070-b69e-459e-afcf-db67d9124ecc","block_type":"box","text":"$177,737","page_number":24,"box":{"x":822,"y":252,"width":71,"height":12}},{"id":"9ce916bc-4c9e-4de8-acfc-5ae16c86607e","block_type":"box","text":"VI. Computation of Offering Price Per Share","page_number":24,"box":{"x":68,"y":285,"width":318,"height":11}},{"id":"608e973b-70e4-4271-9f7e-9eb30869bda5","block_type":"box","text":"An illustration of the computation of the public offering price of the Investor A Shares of the Fund based on the","page_number":24,"box":{"x":101,"y":307,"width":790,"height":12}},{"id":"a3e97ae2-3be2-4a5d-8c7b-e2d2141bc456","block_type":"box","text":"value of the Fund’s Investor A Shares’ net assets and the number of Investor A Shares outstanding on","page_number":24,"box":{"x":68,"y":322,"width":731,"height":12}},{"id":"c0fe02d6-b1de-467b-a4f5-bd22622eae9a","block_type":"box","text":"May 31, 2026, is set for th below.","page_number":24,"box":{"x":70,"y":338,"width":238,"height":11}},{"id":"9824bf44-407e-4c08-9aa7-3439515e2531","block_type":"box","text":"Investor A Shares","page_number":24,"box":{"x":807,"y":366,"width":102,"height":7}},{"id":"cd318a68-468f-4515-ab9c-a76147333b4a","block_type":"box","text":"Net Assets","page_number":24,"box":{"x":70,"y":384,"width":76,"height":9}},{"id":"50049dbb-bd83-4c37-b615-7e60853f6504","block_type":"box","text":".............................................................................","page_number":24,"box":{"x":154,"y":391,"width":621,"height":1}},{"id":"7780d4cf-bb37-4254-95f2-8ffb5e767ae6","block_type":"box","text":"$97,332,915","page_number":24,"box":{"x":810,"y":383,"width":96,"height":11}},{"id":"cc9a9217-fd21-48a9-8192-52a061aa7635","block_type":"box","text":"Number of Shares Outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . . .","page_number":24,"box":{"x":70,"y":399,"width":444,"height":11}},{"id":"dee96b30-6c10-4060-a216-e5ce11566f08","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9,","page_number":24,"box":{"x":521,"y":399,"width":321,"height":10}},{"id":"11df29f3-0a6a-46d5-9e15-534e08d98fca","block_type":"box","text":"699,291","page_number":24,"box":{"x":844,"y":399,"width":62,"height":10}},{"id":"a3a19039-f0c4-4c19-a1d8-92484b6f50ae","block_type":"box","text":"Net Asset Value Per Share (net assets divided by number of shares outstanding) .","page_number":24,"box":{"x":70,"y":414,"width":583,"height":11}},{"id":"022cb198-3b34-49bb-a496-7fda549c2c32","block_type":"box","text":"...............","page_number":24,"box":{"x":659,"y":421,"width":116,"height":2}},{"id":"4f95935a-a4b9-461a-bec8-bcb44f41c782","block_type":"box","text":"$10.04","page_number":24,"box":{"x":854,"y":413,"width":52,"height":11}},{"id":"2a2a42b1-ca82-439b-a1f6-653c496348f2","block_type":"box","text":"Sales Charge (5.25% of offering price; 5.54% of net asset value per share)","page_number":24,"box":{"x":69,"y":429,"width":534,"height":11}},{"id":"261c964d-f6ed-4662-85b9-74307b2cf264","block_type":"box","text":"1","page_number":24,"box":{"x":604,"y":429,"width":4,"height":5}},{"id":"fe527d7b-675b-4f33-9576-68fcd0151c9e","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . 0.55","page_number":24,"box":{"x":611,"y":429,"width":295,"height":9}},{"id":"273be96f-5517-4e11-a1c6-be6fae275b1b","block_type":"box","text":"Offering Price . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .","page_number":24,"box":{"x":69,"y":448,"width":706,"height":12}},{"id":"9bb62416-8ccd-4fdd-ab6b-bdabb1c548c3","block_type":"box","text":"$10.59","page_number":24,"box":{"x":854,"y":448,"width":52,"height":10}},{"id":"998a7ef4-c878-4810-8c6b-9345eb49e75b","block_type":"box","text":"1","page_number":24,"box":{"x":69,"y":481,"width":3,"height":3}},{"id":"0c6d316c-6330-44b7-8688-3d2ba2ecedf8","block_type":"box","text":"Rounded to the nearest one-hundredth percent; assumes maximum sales charge is applicable.","page_number":24,"box":{"x":94,"y":481,"width":541,"height":8}},{"id":"0f3cfbcd-2009-4e72-a889-f5bce20ca2eb","block_type":"box","text":"The offering price for the Fund’s other share classes is equal to the share class’s net asset value computed as","page_number":24,"box":{"x":101,"y":501,"width":796,"height":12}},{"id":"9ddbc465-965d-4bcf-8f0f-c71fb2b3827c","block_type":"box","text":"set for th above for the Investor A Shares. Though not subject to a sales charge, cer tain share classes may be","page_number":24,"box":{"x":69,"y":516,"width":786,"height":12}},{"id":"d05a2d2b-7cee-46e2-a695-02765e434b4d","block_type":"box","text":"subject to a CDSC on redemption. For more information on the purchasing and valuation of shares, please see","page_number":24,"box":{"x":69,"y":532,"width":790,"height":11}},{"id":"f4b0181e-699a-40b5-b24d-31c31c63d1ef","block_type":"box","text":"“Purchase of Shares” and “Pricing of Shares” in Par t II of this SAI.","page_number":24,"box":{"x":70,"y":547,"width":473,"height":11}},{"id":"9f54645e-c466-4692-b629-a9a0211314f3","block_type":"box","text":"VII. Portfolio Transactions and Brokerage","page_number":24,"box":{"x":68,"y":577,"width":302,"height":11}},{"id":"815ea290-a11f-4bad-9f63-a77a9560ac7c","block_type":"box","text":"See “Por tfolio Transactions and Brokerage” in Par t II of this SAI for more information.","page_number":24,"box":{"x":102,"y":600,"width":609,"height":11}},{"id":"afa92362-76b0-4b20-9355-2ccc4b5c7ff7","block_type":"box","text":"Information about the brokerage commissions paid by the Fund for the periods shown is set for th in the following","page_number":24,"box":{"x":102,"y":622,"width":807,"height":12}},{"id":"cc16de87-f993-4fea-aba0-e8290e80d284","block_type":"box","text":"table:","page_number":24,"box":{"x":68,"y":638,"width":39,"height":8}},{"id":"042bffdf-da5d-4d75-9663-60798ff041b3","block_type":"box","text":"Aggregate Brokerage","page_number":24,"box":{"x":620,"y":666,"width":125,"height":9}},{"id":"4b6ca4a9-a005-445a-8d8e-99aacc8961e0","block_type":"box","text":"Commissions Paid","page_number":24,"box":{"x":629,"y":676,"width":106,"height":7}},{"id":"59ea57d6-41f1-42b3-93df-1aa688f23b95","block_type":"box","text":"Brokerage Commission","page_number":24,"box":{"x":775,"y":666,"width":134,"height":9}},{"id":"e50eead3-5fb3-4d85-a87f-f652b895c671","block_type":"box","text":"Paid to Affiliates","page_number":24,"box":{"x":794,"y":676,"width":96,"height":7}},{"id":"e6803a56-4dab-436b-bb4b-da5fbfac744e","block_type":"box","text":"Fiscal Year Ended May 31, 2026 .","page_number":24,"box":{"x":70,"y":694,"width":242,"height":11}},{"id":"6e088e6a-dfa1-4014-9fa8-80bbae5bc25f","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,","page_number":24,"box":{"x":318,"y":693,"width":343,"height":11}},{"id":"b55044f3-7eb2-44ca-8529-7928fd8f9bb0","block_type":"box","text":"202,930 $0","page_number":24,"box":{"x":664,"y":693,"width":187,"height":11}},{"id":"2e9e16c5-12f3-4525-a35b-39adba026b52","block_type":"box","text":"Fiscal Year Ended May 31, 2025 .","page_number":24,"box":{"x":70,"y":709,"width":242,"height":11}},{"id":"7183f226-86b2-4817-8ca5-d5713dd11751","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,","page_number":24,"box":{"x":318,"y":708,"width":343,"height":11}},{"id":"fb9b145c-1f98-4329-b045-7dd3678a7a88","block_type":"box","text":"530,864 $0","page_number":24,"box":{"x":663,"y":708,"width":188,"height":11}},{"id":"88627e41-67a8-4b80-aa27-05b9d2f0234d","block_type":"box","text":"Fiscal Year Ended May 31, 2024 .","page_number":24,"box":{"x":70,"y":724,"width":242,"height":11}},{"id":"2de6d40f-af89-4a25-ae9d-ba40c9d16c1c","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,","page_number":24,"box":{"x":318,"y":723,"width":343,"height":11}},{"id":"0fdf475f-8214-4967-bf17-0e3386ea5c0c","block_type":"box","text":"038,554 $0","page_number":24,"box":{"x":663,"y":723,"width":188,"height":11}},{"id":"706beaba-5bcd-428f-97e1-2b5a4c795c4b","block_type":"box","text":"The following table shows the dollar amount of brokerage commissions paid to brokers for providing Section","page_number":24,"box":{"x":101,"y":748,"width":770,"height":11}},{"id":"2b6ffaa1-2462-4e43-8862-fa662aa38f6f","block_type":"box","text":"28(e) research/brokerage services under Section 28(e) of the Securities Exchange Act of 1934, as amended, and","page_number":24,"box":{"x":69,"y":763,"width":814,"height":11}},{"id":"fa1d8bb4-fb32-406a-8feb-57832de80514","block_type":"box","text":"the approximate dollar amount of the transactions involved for the fiscal year ended May 31, 2026. The provision of","page_number":24,"box":{"x":68,"y":778,"width":829,"height":11}},{"id":"267c9a07-0577-4ddb-9c96-2c0c04ad42c6","block_type":"box","text":"Section 28(e) research/brokerage services was not necessarily a factor in the placement of all brokerage business","page_number":24,"box":{"x":69,"y":793,"width":822,"height":11}},{"id":"15983569-018a-4051-9f9a-f6b16d8eb4ad","block_type":"box","text":"with such brokers.","page_number":24,"box":{"x":68,"y":808,"width":130,"height":9}},{"id":"2a962e78-9614-48b4-97a4-3555cf884acf","block_type":"box","text":"Amount of Commissions","page_number":24,"box":{"x":333,"y":836,"width":141,"height":8}},{"id":"9dd4491e-d9b5-43d8-a0fc-e9de12a15c7d","block_type":"box","text":"Paid to Brokers for Providing","page_number":24,"box":{"x":320,"y":846,"width":168,"height":9}},{"id":"e5c75cbd-0a0d-4abd-b2a0-7e12ae168278","block_type":"box","text":"28(e) Eligible Research Services","page_number":24,"box":{"x":308,"y":857,"width":191,"height":8}},{"id":"c0f14cca-304f-4f61-adc1-d3a05e857f2d","block_type":"box","text":"Amount of Brokerage","page_number":24,"box":{"x":545,"y":846,"width":124,"height":9}},{"id":"179bc368-f778-4e28-855b-b08d776806c9","block_type":"box","text":"Transactions Involved","page_number":24,"box":{"x":544,"y":857,"width":125,"height":7}},{"id":"4fbdabd0-7c9c-4515-9ee5-c0ed44031e2f","block_type":"box","text":"$0 $0","page_number":24,"box":{"x":395,"y":874,"width":221,"height":10}},{"id":"2fddb9ca-1649-4f0b-bf73-a11da7a5dcf3","block_type":"box","text":"I-22","page_number":24,"box":{"x":476,"y":943,"width":27,"height":9}},{"id":"82bf215b-fd8e-4757-a6b3-c6d49e92ba20","block_type":"box","text":"NM1026U-5981080-24/228","page_number":24,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"78556109-0a8d-4ea6-9124-cd4b2347a9ce","block_type":"box","text":"As of May 31, 2026, the Fund held no securities of its regular brokers or dealers (as defined in Rule 10b-1 under","page_number":25,"box":{"x":101,"y":45,"width":808,"height":11}},{"id":"d02bbc37-960e-47a4-8bfc-e79c511f78ed","block_type":"box","text":"the Investment Company Act) or their parents whose shares were purchased during the fiscal year ended","page_number":25,"box":{"x":68,"y":60,"width":748,"height":11}},{"id":"329c4616-7892-4227-8f4d-409e1b4466d1","block_type":"box","text":"May 31, 2026.","page_number":25,"box":{"x":70,"y":75,"width":104,"height":11}},{"id":"5f267c73-14c8-4205-ba26-1f89789bfb11","block_type":"box","text":"Securities Lending","page_number":25,"box":{"x":68,"y":105,"width":135,"height":11}},{"id":"2bc76ffe-e1a6-4d41-85d1-67a4e1bb2f19","block_type":"box","text":"To the extent that the Fund engages in securities lending, the Fund conducts its securities lending pursuant to an","page_number":25,"box":{"x":101,"y":128,"width":807,"height":11}},{"id":"d3ffe365-4d1f-4099-a2fc-8229a05864b2","block_type":"box","text":"exemptive order from the Commission permitting it to lend por tfolio securities to borrowers affiliated with the Fund","page_number":25,"box":{"x":69,"y":143,"width":817,"height":11}},{"id":"8b920e28-00f7-4822-94de-f49b867b98b3","block_type":"box","text":"and to retain an affiliate of the Fund as securities lending agent. To the extent that the Fund engages in securities","page_number":25,"box":{"x":69,"y":158,"width":813,"height":11}},{"id":"553061d6-412a-4e11-acb6-16536159df67","block_type":"box","text":"lending, BlackRock Investment Management, LLC (“BIM”) acts as securities lending agent for the Fund, subject to the","page_number":25,"box":{"x":70,"y":173,"width":838,"height":11}},{"id":"6be22fad-799e-49d5-a153-926c20b89f61","block_type":"box","text":"overall supervision of the Manager, pursuant to a written agreement (the “Securities Lending Agency Agreement”).","page_number":25,"box":{"x":69,"y":188,"width":813,"height":12}},{"id":"2f70d7c6-0b40-412b-8a6e-63abcc48399c","block_type":"box","text":"BIM administers the lending program in accordance with guidelines approved by the Board.","page_number":25,"box":{"x":70,"y":204,"width":646,"height":11}},{"id":"47b1765d-5dd1-4789-8b59-4a5c64470c17","block_type":"box","text":"The Fund retains a por tion of the securities lending income and remits the remaining por tion to BIM as","page_number":25,"box":{"x":101,"y":226,"width":735,"height":11}},{"id":"053b9459-3487-4fbc-abd6-da70da997838","block_type":"box","text":"compensation for its services as securities lending agent. Securities lending income is generally equal to the total of","page_number":25,"box":{"x":69,"y":241,"width":834,"height":11}},{"id":"7203200a-2b99-4b3f-92ad-0bf0a461710a","block_type":"box","text":"income earned from the reinvestment of cash collateral (and excludes collateral investment fees as defined below),","page_number":25,"box":{"x":70,"y":256,"width":822,"height":11}},{"id":"a6c00a0e-af43-4aae-a2d2-f53006cf7a9e","block_type":"box","text":"and any fees or other payments to and from borrowers of securities. As securities lending agent, BIM bears all","page_number":25,"box":{"x":69,"y":271,"width":787,"height":12}},{"id":"e2010b33-1579-4a4c-bec2-1f7594bcea9b","block_type":"box","text":"operational costs directly related to securities lending. The Fund is responsible for fees in connection with the","page_number":25,"box":{"x":69,"y":286,"width":783,"height":12}},{"id":"6ef55d16-4ea5-474e-88b7-ba21c0b0829d","block_type":"box","text":"investment of cash collateral received for securities on loan in a money market fund managed by BlackRock (the","page_number":25,"box":{"x":70,"y":302,"width":800,"height":11}},{"id":"05fb1172-5363-462d-8d7f-b29e68fd674d","block_type":"box","text":"“collateral investment fees”); however, the securities lending agent has agreed to reduce the amount of securities","page_number":25,"box":{"x":70,"y":317,"width":813,"height":11}},{"id":"4b3961a2-721f-436e-bfaf-04eeeb500934","block_type":"box","text":"lending income it receives in order to effectively limit the collateral investment fees a Fund bears to an annual rate of","page_number":25,"box":{"x":70,"y":332,"width":836,"height":11}},{"id":"7a95ce47-5748-481e-8fc6-250f4627a8ca","block_type":"box","text":"0.04%. Such money market fund shares will not be subject to a sales load, distribution fee or service fee.","page_number":25,"box":{"x":69,"y":347,"width":755,"height":11}},{"id":"4af2c79d-581c-4db1-9683-b7494ee0ff2a","block_type":"box","text":"To the extent that the Fund invests cash collateral in a non-government money market fund, the Fund may be","page_number":25,"box":{"x":101,"y":370,"width":776,"height":11}},{"id":"488f5861-6fba-44aa-b5f3-4e51ec948d6d","block_type":"box","text":"subject to a discretionary liquidity fee of up to 2% on all redemptions. Discretionary liquidity fees may be imposed or","page_number":25,"box":{"x":69,"y":385,"width":831,"height":11}},{"id":"40e5e46f-444c-404a-9e3f-27f13551e33e","block_type":"box","text":"terminated at any time at the discretion of the board of directors of the money market fund, or its delegate, if it is","page_number":25,"box":{"x":68,"y":400,"width":812,"height":11}},{"id":"539fea6d-c307-4d8a-80b8-57c248a416d0","block_type":"box","text":"determined that such fee would be, or would not be, respectively, in the best interest of the money market fund.","page_number":25,"box":{"x":69,"y":415,"width":799,"height":11}},{"id":"e70b7e5c-43ec-4ab7-869c-79772bdfbc5e","block_type":"box","text":"Additionally, the Fund will be subject to a mandatory liquidity fee if the money market fund’s total net redemptions on","page_number":25,"box":{"x":68,"y":430,"width":835,"height":11}},{"id":"81219f1e-7bd8-4fe1-ba33-0fffb99704be","block_type":"box","text":"a single day exceed 5% of the money market fund’s net assets, unless the liquidity costs are de minimis (i.e., less","page_number":25,"box":{"x":69,"y":445,"width":818,"height":12}},{"id":"acd0c4ec-fb3a-49c5-9d5b-83e6d1ace0ed","block_type":"box","text":"than one basis point (0.01%)). The money market fund will determine the size of the mandatory liquidity fee by","page_number":25,"box":{"x":68,"y":460,"width":789,"height":12}},{"id":"51c6e003-aca9-492e-9a99-ee343d9ca0ab","block_type":"box","text":"making a good faith estimate of cer tain costs the money market fund would incur if it were to sell a pro rata amount","page_number":25,"box":{"x":69,"y":475,"width":829,"height":12}},{"id":"b7219ea1-9e2e-4dc7-9c9f-1d95bceab18a","block_type":"box","text":"of each security in the por tfolio to satisfy the amount of net redemptions on that day. There is no limit to the size of a","page_number":25,"box":{"x":69,"y":491,"width":839,"height":11}},{"id":"7dfe92e6-9ffd-4215-b7ab-7f8871f83a90","block_type":"box","text":"mandatory liquidity fee. If the money market fund cannot estimate the costs of selling a pro rata amount of each","page_number":25,"box":{"x":69,"y":506,"width":802,"height":11}},{"id":"c5b58d65-02ff-428e-be05-534159d6fa67","block_type":"box","text":"por tfolio security in good faith and suppor ted by data, it is required to apply a default liquidity fee of 1% on the value","page_number":25,"box":{"x":70,"y":521,"width":830,"height":11}},{"id":"c5b6fa5c-e39b-40e0-a000-cb22fc797946","block_type":"box","text":"of shares redeemed on that day. The imposition of any such discretionary or mandatory liquidity fee would reduce the","page_number":25,"box":{"x":69,"y":536,"width":838,"height":11}},{"id":"1df4aa60-b5fb-46fb-b0a5-d46e9d30c8d1","block_type":"box","text":"Fund’s returns on securities lending.","page_number":25,"box":{"x":70,"y":551,"width":258,"height":11}},{"id":"692a06dc-ecc9-4085-8ee1-6a5a434db243","block_type":"box","text":"Under the securities lending program, the Fund is categorized into one of several specific asset classes. The","page_number":25,"box":{"x":102,"y":574,"width":774,"height":11}},{"id":"3b31dda4-d919-4522-8f2d-48fa9be86395","block_type":"box","text":"determination of the Fund’s asset class category (fixed-income, domestic equity, international equity, or fund of","page_number":25,"box":{"x":69,"y":589,"width":794,"height":11}},{"id":"7e0a1157-279c-47a1-9f35-5cfcbc0675e1","block_type":"box","text":"funds), each of which may be subject to a different fee arrangement, is based on a methodology agreed to by the","page_number":25,"box":{"x":68,"y":604,"width":809,"height":11}},{"id":"06b1ee0e-145a-4789-af6d-6aef0bd5dc55","block_type":"box","text":"Corporation and BIM.","page_number":25,"box":{"x":69,"y":619,"width":149,"height":11}},{"id":"2f08510f-8c3d-46e8-a832-88d06d2b48ac","block_type":"box","text":"Pursuant to the securities lending agreement effective January 1, 2026: (i) the Fund retains 81% of securities","page_number":25,"box":{"x":102,"y":642,"width":783,"height":11}},{"id":"38ba1c1c-87e4-4c5e-8c2a-bb59f832ae08","block_type":"box","text":"lending income (which excludes collateral investment fees); and (ii) this amount can never be less than 70% of the","page_number":25,"box":{"x":70,"y":657,"width":815,"height":11}},{"id":"bca79878-3bb7-4ca4-ab5b-b42c4c86868f","block_type":"box","text":"sum of securities lending income plus collateral investment fees.","page_number":25,"box":{"x":69,"y":672,"width":463,"height":11}},{"id":"65c99ee0-0951-446b-9a86-df1478a12c62","block_type":"box","text":"In addition, commencing the business day following the date that the aggregate securities lending income","page_number":25,"box":{"x":102,"y":695,"width":753,"height":11}},{"id":"6548306d-368b-4f37-b175-a177e41e8fab","block_type":"box","text":"earned across the BlackRock Multi-Asset Complex in a calendar year exceeds specified thresholds, the Fund,","page_number":25,"box":{"x":69,"y":710,"width":778,"height":11}},{"id":"d6ef5a63-a45e-498b-ac9d-4c371f9ac42c","block_type":"box","text":"pursuant to the current securities lending agreement, will receive for the remainder of that calendar year securities","page_number":25,"box":{"x":70,"y":725,"width":817,"height":11}},{"id":"47a7e290-ce78-4d94-a132-540cac9018d4","block_type":"box","text":"lending income as follows: (i) 84% of securities lending income (which excludes collateral investment fees); and","page_number":25,"box":{"x":70,"y":740,"width":794,"height":11}},{"id":"d763cd4d-4a4a-4abb-90aa-323d60ce0e4c","block_type":"box","text":"(ii) this amount can never be less than 70% of the sum of securities lending income plus collateral investment fees.","page_number":25,"box":{"x":69,"y":755,"width":825,"height":11}},{"id":"ad2ad454-2e56-401a-8eb0-46408791d090","block_type":"box","text":"Prior to January 1, 2026, the Fund was subject to the same securities lending fee arrangement.","page_number":25,"box":{"x":102,"y":778,"width":683,"height":11}},{"id":"406fa86b-1be3-4cc0-ad42-596cf6e572b8","block_type":"box","text":"The services provided to the Fund by BIM, in the most recent fiscal year ended May 31, 2026, primarily included","page_number":25,"box":{"x":101,"y":801,"width":803,"height":11}},{"id":"0d66d62c-6f57-437c-97b2-8a7628d91a39","block_type":"box","text":"the following:","page_number":25,"box":{"x":68,"y":816,"width":93,"height":11}},{"id":"e450da2a-7173-4df1-a12b-fc81c7b914b1","block_type":"box","text":"(1) selecting borrowers from an approved list of borrowers and executing a securities lending agreement as agent","page_number":25,"box":{"x":69,"y":836,"width":818,"height":11}},{"id":"d01e8a87-a121-4061-95a1-648a8182df5b","block_type":"box","text":"on behalf of the Fund with each such borrower;","page_number":25,"box":{"x":102,"y":851,"width":333,"height":10}},{"id":"a58a87cc-453a-4845-af31-d922a6691597","block_type":"box","text":"(2) negotiating the terms of securities loans, including the amount of fees;","page_number":25,"box":{"x":69,"y":871,"width":538,"height":11}},{"id":"48e01c9f-5137-4999-b87c-8cd082aa1c1b","block_type":"box","text":"(3) directing the delivery of loaned securities;","page_number":25,"box":{"x":69,"y":891,"width":330,"height":12}},{"id":"f02ce325-ca65-451f-a6c7-9eb584a37e0b","block_type":"box","text":"I-23","page_number":25,"box":{"x":476,"y":943,"width":26,"height":9}},{"id":"09a21608-7646-46ae-87aa-3fc809cc5262","block_type":"box","text":"NM1026U-5981080-25/228","page_number":25,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"14e2efac-a19b-4cf8-bffd-19a26b7894ed","block_type":"box","text":"(4) monitoring the daily value of the loaned securities and directing the payment of additional collateral or the return","page_number":26,"box":{"x":69,"y":45,"width":834,"height":11}},{"id":"266a09fa-ef56-4dcb-b56d-56086ee5e969","block_type":"box","text":"of excess collateral, as necessary;","page_number":26,"box":{"x":102,"y":60,"width":246,"height":11}},{"id":"7bf23297-92b0-46dc-869d-82a4fc29b746","block_type":"box","text":"(5) investing cash collateral received in connection with any loaned securities;","page_number":26,"box":{"x":69,"y":80,"width":562,"height":11}},{"id":"a0897d21-3095-4ea7-853a-6bcd1b0fa5d0","block_type":"box","text":"(6) monitoring distributions on loaned securities (for example, interest and dividend activity);","page_number":26,"box":{"x":69,"y":100,"width":665,"height":11}},{"id":"b844846e-c633-4b38-aa9e-c3cd77562958","block_type":"box","text":"(7) in the event of default by a borrower with respect to any securities loan, using the collateral or the proceeds of","page_number":26,"box":{"x":69,"y":120,"width":822,"height":12}},{"id":"57e21769-8b39-4f0f-aa0e-fd5edf1f039a","block_type":"box","text":"the liquidation of collateral to purchase replacement securities of the same issue, type, class and series as that","page_number":26,"box":{"x":101,"y":135,"width":803,"height":11}},{"id":"f1f7fd79-68a5-4da8-9872-8b1123c401ab","block_type":"box","text":"of the loaned securities; and","page_number":26,"box":{"x":102,"y":150,"width":203,"height":11}},{"id":"09795505-5ef0-4278-8403-c48a7d35c5d6","block_type":"box","text":"(8) terminating securities loans and arranging for the return of loaned securities to the Fund at loan termination.","page_number":26,"box":{"x":69,"y":171,"width":808,"height":11}},{"id":"a53d2e14-f92e-4aa5-941d-03c387698619","block_type":"box","text":"The following table shows the dollar amounts of income and fees/compensation related to the securities lending","page_number":26,"box":{"x":101,"y":193,"width":805,"height":12}},{"id":"bbcdfd6b-9196-4c80-9ad7-d32eed75df97","block_type":"box","text":"activities of the Fund during its most recent fiscal year ended May 31, 2026.","page_number":26,"box":{"x":69,"y":208,"width":546,"height":12}},{"id":"f80126bb-f3da-4017-a2ab-0cd369c3393c","block_type":"box","text":"Gross income from securities lending activities","page_number":26,"box":{"x":69,"y":236,"width":343,"height":11}},{"id":"677632f4-c8e1-4459-8d19-0cda5a82d382","block_type":"box","text":"................................................","page_number":26,"box":{"x":416,"y":244,"width":385,"height":1}},{"id":"8e628d03-01d5-480b-a574-39b838687b9b","block_type":"box","text":"7,798,005","page_number":26,"box":{"x":832,"y":236,"width":77,"height":11}},{"id":"dfc22266-4d86-4fa8-be96-73af868f47c2","block_type":"box","text":"Fees and/or compensation for securities lending activities and related services","page_number":26,"box":{"x":70,"y":256,"width":565,"height":11}},{"id":"ee3629ac-593d-46b1-af21-0869a62c8c9b","block_type":"box","text":"Securities lending income paid to BIM for services as securities lending agent . . . . .","page_number":26,"box":{"x":79,"y":271,"width":599,"height":11}},{"id":"0d2fac88-3b8e-43be-a9c6-c8a59ba70555","block_type":"box","text":"............... $","page_number":26,"box":{"x":685,"y":270,"width":145,"height":11}},{"id":"b4c15d95-002f-4bec-8a5d-15a21eba32da","block_type":"box","text":"185,564","page_number":26,"box":{"x":847,"y":271,"width":62,"height":10}},{"id":"49b01594-3a0e-42ba-bce5-d9dda44ef679","block_type":"box","text":"Cash collateral management expenses not included in securities lending income paid to BIM . .","page_number":26,"box":{"x":79,"y":286,"width":673,"height":11}},{"id":"b666622b-9e09-407c-915a-180e1101b547","block_type":"box","text":". . . . . . $ 71,438","page_number":26,"box":{"x":758,"y":285,"width":151,"height":11}},{"id":"1dc5f98f-e046-437a-9b62-4168e3faaf63","block_type":"box","text":"Administrative fees not included in securities lending income paid to BIM . . . .","page_number":26,"box":{"x":78,"y":301,"width":551,"height":11}},{"id":"3e14df74-2ea7-4999-bcfb-889c5e4a75b4","block_type":"box","text":"..................... $ 0","page_number":26,"box":{"x":636,"y":300,"width":273,"height":11}},{"id":"5653df7b-0c49-46f8-aa07-6c253b0afd3c","block_type":"box","text":"Indemnification fees not included in securities lending income paid to BIM . . . . .","page_number":26,"box":{"x":79,"y":316,"width":567,"height":11}},{"id":"994aede1-e34f-4b8b-abda-1108b9973558","block_type":"box","text":"................... $ 0","page_number":26,"box":{"x":652,"y":315,"width":257,"height":11}},{"id":"7fad8880-5373-4e35-abae-555e9533a214","block_type":"box","text":"Rebates (paid to borrowers) . . . . . . . . . . .","page_number":26,"box":{"x":79,"y":331,"width":289,"height":11}},{"id":"f7b3a9d6-2455-44e9-86df-384b30e6b69e","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $6,","page_number":26,"box":{"x":375,"y":331,"width":470,"height":11}},{"id":"a37c22f1-07cd-47b1-baa6-fc900e3700d7","block_type":"box","text":"746,341","page_number":26,"box":{"x":847,"y":331,"width":62,"height":11}},{"id":"39f24475-019e-4b6f-9d50-c236913c1a28","block_type":"box","text":"Other fees not included in securities lending income paid to BIM. . . . . . . . . . .","page_number":26,"box":{"x":79,"y":346,"width":542,"height":12}},{"id":"7ccb02e7-28a1-44b6-ba81-c7f2a909358d","block_type":"box","text":"...................... $ 0","page_number":26,"box":{"x":628,"y":346,"width":281,"height":10}},{"id":"f63b59ae-b4c1-4c82-b85d-53555b167c2f","block_type":"box","text":"Aggregate fees/compensation for securities lending activities","page_number":26,"box":{"x":68,"y":362,"width":455,"height":11}},{"id":"2b9e0881-e4a6-4125-9b45-f9d1d1668b64","block_type":"box","text":"..................................","page_number":26,"box":{"x":530,"y":369,"width":271,"height":1}},{"id":"58a81c7b-c8a6-4150-987d-fc1052c3e512","block_type":"box","text":"$7,003,343","page_number":26,"box":{"x":822,"y":361,"width":87,"height":11}},{"id":"27cc38dc-11c6-41be-941b-3f286ca7ec1b","block_type":"box","text":"Net income from securities lending activities","page_number":26,"box":{"x":69,"y":381,"width":327,"height":11}},{"id":"a402842f-a46f-4249-bf12-9d631309d042","block_type":"box","text":"..................................................","page_number":26,"box":{"x":399,"y":388,"width":402,"height":2}},{"id":"acf69223-d1b9-48bb-b14f-e8547d1f0480","block_type":"box","text":"$ 794,662","page_number":26,"box":{"x":822,"y":380,"width":87,"height":12}},{"id":"9a42a4f3-1881-496d-ba2e-296da8cbce73","block_type":"box","text":"VIII. Additional Information","page_number":26,"box":{"x":68,"y":417,"width":195,"height":9}},{"id":"3683c614-ff93-4fa3-94d4-5218c36f0935","block_type":"box","text":"Independent Registered Public Accounting Firm.","page_number":26,"box":{"x":102,"y":440,"width":352,"height":11}},{"id":"4615a597-361a-4bd3-b46c-e0215a61fc78","block_type":"box","text":"Deloitte & Touche LLP, with offices located at 115 Federal","page_number":26,"box":{"x":461,"y":440,"width":412,"height":10}},{"id":"4c7ada74-c29c-4dc7-8805-b0ead85365f3","block_type":"box","text":"Street, Boston, Massachusetts 02110, serves as the Fund’s independent registered public accounting firm.","page_number":26,"box":{"x":69,"y":455,"width":772,"height":11}},{"id":"bd011016-96fd-4f57-9268-b2d14c3ca590","block_type":"box","text":"Counsel.","page_number":26,"box":{"x":101,"y":478,"width":62,"height":8}},{"id":"2f3d3ffa-6343-4ce9-b484-e6c94a2e36e9","block_type":"box","text":"Ropes & Gray LLP, with offices at 1211 Avenue of the Americas, New York, New York 10036, serves as","page_number":26,"box":{"x":170,"y":477,"width":736,"height":12}},{"id":"dede573d-bef3-4c7d-b566-5e62dd6d077b","block_type":"box","text":"the Fund’s counsel.","page_number":26,"box":{"x":68,"y":493,"width":139,"height":9}},{"id":"52bcb0fb-a93c-410c-8191-ef3a7d0247be","block_type":"box","text":"Description of Shares","page_number":26,"box":{"x":70,"y":523,"width":153,"height":11}},{"id":"e5bdb199-193b-4fd5-befe-e5c6683d8654","block_type":"box","text":"The Corporation is a Maryland corporation incorporated on October 20, 1999 as Merrill Lynch Large Cap Series","page_number":26,"box":{"x":101,"y":546,"width":794,"height":11}},{"id":"ca5c4680-2d87-4d74-8c13-0d790a8092de","block_type":"box","text":"Funds, Inc. Effective September 29, 2006, the Corporation changed its name to BlackRock Large Cap Series Funds,","page_number":26,"box":{"x":70,"y":561,"width":827,"height":11}},{"id":"f793e7f5-1058-4324-bb3c-0b4470c5c23d","block_type":"box","text":"Inc. The Fund is a series of the Corporation, although the Fund may invest in companies with any market","page_number":26,"box":{"x":70,"y":576,"width":744,"height":11}},{"id":"f20330d6-683a-409c-bf32-8888eea40df9","block_type":"box","text":"capitalization. Currently, the Corporation is comprised of three series: BlackRock Advantage Large Cap Value Fund,","page_number":26,"box":{"x":69,"y":591,"width":815,"height":11}},{"id":"04d8be25-95f6-49fe-a7d3-462b40d7a6f0","block_type":"box","text":"BlackRock Advantage Large Cap Core Fund and BlackRock Event Driven Equity Fund. The Corporation has an","page_number":26,"box":{"x":70,"y":606,"width":770,"height":11}},{"id":"a474e2ff-b9c5-4905-9a3c-f54bf9280e91","block_type":"box","text":"authorized capital of 11,650,000,000 shares of Common Stock, par value $0.10 per share. The number of","page_number":26,"box":{"x":69,"y":620,"width":767,"height":12}},{"id":"c2a7e332-95c9-442b-aefe-087851ed0ea7","block_type":"box","text":"authorized shares of each series of the Corporation are as follows:","page_number":26,"box":{"x":69,"y":636,"width":475,"height":11}},{"id":"c7249093-e242-4e2e-b8db-eec52f17ebd6","block_type":"box","text":"Common Stock","page_number":26,"box":{"x":69,"y":675,"width":88,"height":7}},{"id":"370c9b2e-f6a0-4bc3-80e0-697e2900098f","block_type":"box","text":"BlackRock Advantage","page_number":26,"box":{"x":622,"y":665,"width":129,"height":8}},{"id":"bec1be49-1f4e-4aef-a905-5f18b9355c8e","block_type":"box","text":"Large Cap Value Fund","page_number":26,"box":{"x":624,"y":675,"width":125,"height":8}},{"id":"7c4477ab-1b6e-4ab1-b519-623c7ca90294","block_type":"box","text":"BlackRock Advantage","page_number":26,"box":{"x":781,"y":665,"width":128,"height":8}},{"id":"45ae1fb0-81c0-4cf9-91bf-00ebfeb2e07d","block_type":"box","text":"Large Cap Core Fund","page_number":26,"box":{"x":784,"y":675,"width":122,"height":8}},{"id":"437d9fc1-d116-4bfc-aae9-9afcdf359bd6","block_type":"box","text":"Investor A . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .","page_number":26,"box":{"x":70,"y":692,"width":521,"height":9}},{"id":"d77106c2-c39d-4187-b0c1-b7b91e4e21f5","block_type":"box","text":"400,000,000 300,000,000","page_number":26,"box":{"x":645,"y":692,"width":255,"height":11}},{"id":"2f809663-cf3b-4adb-9412-a0808f036710","block_type":"box","text":"Investor C . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .","page_number":26,"box":{"x":70,"y":707,"width":521,"height":9}},{"id":"f35ee3d9-78c6-4f7a-91f5-ab5273443d45","block_type":"box","text":"400,000,000 400,000,000","page_number":26,"box":{"x":645,"y":707,"width":255,"height":11}},{"id":"684edac0-124c-4818-b83b-03ac724a5393","block_type":"box","text":"Institutional . .","page_number":26,"box":{"x":70,"y":723,"width":105,"height":8}},{"id":"047b515b-df29-4c6d-9246-f94ef7af1541","block_type":"box","text":"...................................................","page_number":26,"box":{"x":181,"y":730,"width":410,"height":1}},{"id":"cff34736-a18d-4639-bea5-192ca94c68f5","block_type":"box","text":"400,000,000 400,000,000","page_number":26,"box":{"x":645,"y":723,"width":255,"height":10}},{"id":"a0e6a614-0294-4566-9572-dba2d9d8fd86","block_type":"box","text":"Class R . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .","page_number":26,"box":{"x":69,"y":738,"width":522,"height":9}},{"id":"3746ec89-cf65-4943-8424-68fca3f964f4","block_type":"box","text":"200,000,000 200,000,000","page_number":26,"box":{"x":646,"y":738,"width":254,"height":10}},{"id":"6a43d297-49f9-4803-a470-9ea1bd3b2c78","block_type":"box","text":"Class K . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,","page_number":26,"box":{"x":69,"y":753,"width":574,"height":10}},{"id":"6248f4bc-8fd1-4ac5-ac6b-651545ca7b41","block_type":"box","text":"000,000,000 2,000,000,000","page_number":26,"box":{"x":645,"y":753,"width":255,"height":10}},{"id":"d3646f80-6269-4a62-8091-c017b4b00740","block_type":"box","text":"Common Stock","page_number":26,"box":{"x":166,"y":792,"width":89,"height":7}},{"id":"3444a14b-b0fc-4202-a068-193c3c4ff778","block_type":"box","text":"BlackRock Event","page_number":26,"box":{"x":706,"y":782,"width":99,"height":7}},{"id":"28d767ea-8841-4ead-82d3-400090a0d41e","block_type":"box","text":"Driven Equity Fund","page_number":26,"box":{"x":702,"y":792,"width":107,"height":9}},{"id":"991e8130-232f-43bd-8ca6-2254a84620cb","block_type":"box","text":"Investor A . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 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The 2026 Annual Financial Statements have been","page_number":28,"box":{"x":68,"y":113,"width":833,"height":11}},{"id":"ec3cc904-7a62-4b96-87fb-98ab0c86494d","block_type":"box","text":"audited by Deloitte & Touche LLP. The repor t of Deloitte & Touche LLP is incorporated herein by reference. Such 2026","page_number":28,"box":{"x":69,"y":128,"width":839,"height":11}},{"id":"f0fecac1-85fc-4d27-85de-c1e2c9c785ec","block_type":"box","text":"Annual Financial Statements have been incorporated herein in reliance upon the repor t of such firm given their","page_number":28,"box":{"x":68,"y":143,"width":790,"height":11}},{"id":"7113e51a-d3db-48f8-99cc-594b7f70bb5a","block_type":"box","text":"authority as exper ts in accounting and auditing. Additional copies of the Fund’s annual and semi-annual repor ts to","page_number":28,"box":{"x":69,"y":158,"width":815,"height":11}},{"id":"0057f299-5d53-44fb-8b8f-1adcf9577b71","block_type":"box","text":"shareholders and the Fund’s Annual and Semi-Annual Financial Statements and Additional Information may be","page_number":28,"box":{"x":69,"y":173,"width":785,"height":11}},{"id":"86989c2b-dc9b-4543-9278-fba5ecf77de6","block_type":"box","text":"obtained at no charge by telephoning the Distributor at the telephone number appearing on the front page of this SAI.","page_number":28,"box":{"x":69,"y":188,"width":836,"height":12}},{"id":"198f7b47-cec7-4716-8457-ed8fe884a236","block_type":"box","text":"I-26","page_number":28,"box":{"x":476,"y":943,"width":27,"height":9}},{"id":"bd46bf95-105b-4a7e-a3b5-01a2411b4b3e","block_type":"box","text":"NM1026U-5981080-28/228","page_number":28,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"fb07cda2-7659-4425-8e6f-a276615ced3a","block_type":"box","text":"PART II","page_number":29,"box":{"x":463,"y":45,"width":52,"height":9}},{"id":"0840b48d-93d5-4dd7-bbf7-7ee3433c746f","block_type":"box","text":"Throughout this Statement of Additional Information (“SAI”), each BlackRock-advised fund may be referred to as","page_number":29,"box":{"x":101,"y":67,"width":799,"height":12}},{"id":"fac57ffa-4f56-4614-a63d-32fce16ba21c","block_type":"box","text":"a “Fund” or collectively with others as the “Funds.” Cer tain Funds may also be referred to as “Municipal Funds” if","page_number":29,"box":{"x":69,"y":82,"width":813,"height":12}},{"id":"7457321f-f3db-41e2-8391-7d6d9bee9ce9","block_type":"box","text":"they invest cer tain of their assets in municipal investments described below.","page_number":29,"box":{"x":68,"y":98,"width":546,"height":11}},{"id":"d0bb49d0-d430-48d0-bfa2-1fa7377dc974","block_type":"box","text":"Each Fund is organized either as a Maryland corporation, a Massachusetts business trust or a Delaware","page_number":29,"box":{"x":102,"y":120,"width":745,"height":12}},{"id":"856c8434-7fe1-44eb-8d8a-e9fe1cfed6ac","block_type":"box","text":"statutory trust. In each jurisdiction, nomenclature varies. For ease and clarity of presentation, shares of common","page_number":29,"box":{"x":69,"y":135,"width":805,"height":11}},{"id":"f3383038-429c-4f6f-b4f2-8e1652e445d8","block_type":"box","text":"stock and shares of beneficial interest are referred to herein as “shares” or “Common Stock,” holders of shares of","page_number":29,"box":{"x":69,"y":150,"width":824,"height":11}},{"id":"54fcb3ed-cf41-4622-b4bd-9b69bac76de2","block_type":"box","text":"Common Stock are referred to as “shareholders,” the trustees or directors of each Fund are referred to as","page_number":29,"box":{"x":69,"y":166,"width":761,"height":10}},{"id":"f5285ca5-3a32-4fc8-aa7f-a21319e459a6","block_type":"box","text":"“Directors,” the boards of trustees/directors of each Fund are referred to as the “Board of Directors” or the “Board,”","page_number":29,"box":{"x":70,"y":181,"width":835,"height":11}},{"id":"a1a6e8d6-acab-453b-bba2-c1e0a2f74595","block_type":"box","text":"BlackRock Advisors, LLC, BlackRock Fund Advisors or their respective affiliates is the investment adviser or manager","page_number":29,"box":{"x":70,"y":196,"width":832,"height":11}},{"id":"96876499-8606-46bf-a892-e0a474353490","block_type":"box","text":"of each Fund and is referred to herein as the “Manager” or “BlackRock,” and the investment advisory agreement or","page_number":29,"box":{"x":69,"y":211,"width":826,"height":11}},{"id":"a6ca7787-75e2-49f5-a237-83ad1b905ffd","block_type":"box","text":"management agreement applicable to each Fund is referred to as the “Management Agreement.” Each Fund’s","page_number":29,"box":{"x":69,"y":226,"width":786,"height":11}},{"id":"9b08a1d0-aa9c-4e4c-8c60-dad48e449364","block_type":"box","text":"Ar ticles of Incorporation or Declaration of Trust, together with all amendments thereto, is referred to as its “char ter.”","page_number":29,"box":{"x":68,"y":241,"width":834,"height":11}},{"id":"c33d546c-1a34-4d94-8a5e-d4f980b94ede","block_type":"box","text":"The Investment Company Act of 1940, as amended, is referred to herein as the “Investment Company Act.” The","page_number":29,"box":{"x":68,"y":256,"width":801,"height":11}},{"id":"0dd5a9d4-e779-4191-94ab-d311ca87b5a8","block_type":"box","text":"Securities Act of 1933, as amended, is referred to herein as the “Securities Act.” The Securities and Exchange","page_number":29,"box":{"x":69,"y":271,"width":793,"height":12}},{"id":"1bfbfd60-22b5-4601-b152-a4b559dbfa9a","block_type":"box","text":"Commission is referred to herein as the “Commission” or the “SEC.”","page_number":29,"box":{"x":69,"y":286,"width":492,"height":10}},{"id":"6de8ceac-0add-4c48-811c-3405b0095695","block_type":"box","text":"Cer tain Funds are “feeder” funds (each, a “Feeder Fund”) that invest all or a por tion of their assets in a","page_number":29,"box":{"x":102,"y":309,"width":741,"height":11}},{"id":"9bf69748-c848-430d-83c9-7f556a5a65d7","block_type":"box","text":"corresponding “master” por tfolio (each, a “Master Por tfolio”) of a master limited liability company (each, a “Master","page_number":29,"box":{"x":69,"y":324,"width":824,"height":12}},{"id":"00b3757c-f912-44f9-99a2-5747b8027b15","block_type":"box","text":"LLC”), a mutual fund that has the same objective and strategies as the Feeder Fund. All investments are generally","page_number":29,"box":{"x":70,"y":339,"width":814,"height":12}},{"id":"9ff610e0-79b7-47dc-adbf-8844f27e97f1","block_type":"box","text":"made at the level of the Master Por tfolio. This structure is sometimes called a “master/feeder” structure. A Feeder","page_number":29,"box":{"x":69,"y":355,"width":825,"height":11}},{"id":"a0e7ce0a-da87-4a8f-8c4f-9ddc9b2008eb","block_type":"box","text":"Fund’s investment results will correspond directly to the investment results of the underlying Master Por tfolio in","page_number":29,"box":{"x":70,"y":370,"width":795,"height":11}},{"id":"821c108d-f3d9-42e7-980c-259abd5d734e","block_type":"box","text":"which it invests. For simplicity, this SAI uses the term “Fund” to include both a Feeder Fund and its Master Por tfolio.","page_number":29,"box":{"x":68,"y":385,"width":830,"height":11}},{"id":"6e2c1f45-9cfe-4a67-907a-4f52cf7abe28","block_type":"box","text":"In addition to containing information about the Funds, Par t II of this SAI contains general information about all","page_number":29,"box":{"x":102,"y":407,"width":783,"height":12}},{"id":"ee2acac0-dd9d-4408-b0ca-7d391d9dff85","block_type":"box","text":"funds in the BlackRock-advised fund complex. Cer tain information contained herein may not be relevant to a","page_number":29,"box":{"x":68,"y":423,"width":772,"height":11}},{"id":"74fdd13b-bdc0-437c-847b-471509a12b21","block_type":"box","text":"par ticular Fund.","page_number":29,"box":{"x":70,"y":438,"width":109,"height":11}},{"id":"ab5ac580-d5bb-4310-9556-5a13c2bae924","block_type":"box","text":"INVESTMENT RISKS AND CONSIDERATIONS","page_number":29,"box":{"x":314,"y":467,"width":351,"height":10}},{"id":"171dde86-eeb9-4b48-a6f2-f69110b66b52","block_type":"box","text":"Set for th below are descriptions of some of the types of investments and investment strategies that one or more","page_number":29,"box":{"x":102,"y":490,"width":805,"height":11}},{"id":"0128d8bd-e7d9-4835-8aeb-0f121cdf0840","block_type":"box","text":"of the Funds may use, and the risks and considerations associated with those investments and investment","page_number":29,"box":{"x":69,"y":505,"width":765,"height":11}},{"id":"35c4afa7-1b92-4e7e-8fdc-aa8c19bb85eb","block_type":"box","text":"strategies. Please see each Fund’s prospectuses (the “Prospectus”) and the “Investment Objective and Policies,”","page_number":29,"box":{"x":69,"y":520,"width":811,"height":12}},{"id":"22d6e4ab-a24c-4e2e-b8e7-e9646355a110","block_type":"box","text":"“Investment Objectives and Policies” or “Investment Strategies and Risks of the Fund” section, as applicable, of Par t","page_number":29,"box":{"x":70,"y":535,"width":837,"height":12}},{"id":"749e2fb8-50fa-4264-a139-fa8fb9887aab","block_type":"box","text":"I of this SAI for fur ther information on each Fund’s investment policies and risks. Information contained in this","page_number":29,"box":{"x":70,"y":550,"width":785,"height":11}},{"id":"6ff44707-80e5-47ef-95e1-018e1a02237c","block_type":"box","text":"section about the risks and considerations associated with a Fund’s investments and/or investment strategies","page_number":29,"box":{"x":69,"y":566,"width":791,"height":11}},{"id":"6eccf4b4-d0cf-457c-a6e8-931c253d01ae","block_type":"box","text":"applies only to those Funds specifically identified in Par t I of this SAI as making each type of investment or using","page_number":29,"box":{"x":69,"y":581,"width":805,"height":11}},{"id":"4b64d46b-fb7c-4d9b-a22d-6f1f56248d74","block_type":"box","text":"each investment strategy (each, a “Covered Fund”). Information that does not apply to a Covered Fund does not form","page_number":29,"box":{"x":69,"y":596,"width":835,"height":11}},{"id":"d493575a-9882-4da1-8e6a-fb12e9d605e7","block_type":"box","text":"a par t of that Covered Fund’s SAI and should not be relied on by investors in that Covered Fund. Only information that","page_number":29,"box":{"x":69,"y":611,"width":840,"height":11}},{"id":"a470e020-a64a-4fd3-b9e1-ca776dfb10db","block_type":"box","text":"is clearly identified as applicable to a Covered Fund is considered to form a par t of that Covered Fund’s SAI.","page_number":29,"box":{"x":70,"y":626,"width":770,"height":11}},{"id":"b17004a0-8a95-4d27-826b-e2dd944001c9","block_type":"box","text":"Asset-Backed Securities.","page_number":29,"box":{"x":101,"y":649,"width":183,"height":9}},{"id":"8aded24d-9f45-4692-bcfc-819808cf7e3a","block_type":"box","text":"Asset-backed securities are securities backed by home equity loans, installment sale","page_number":29,"box":{"x":290,"y":649,"width":607,"height":11}},{"id":"f886b3c6-926c-4cac-b0d7-224c52e70223","block_type":"box","text":"contracts, credit card receivables or other assets. Asset-backed securities are “pass-through” securities, meaning","page_number":29,"box":{"x":69,"y":664,"width":814,"height":11}},{"id":"abe01a9f-85cd-4bda-841f-1491a14a9881","block_type":"box","text":"that principal and interest payments — net of expenses — made by the borrower on the underlying assets (such as","page_number":29,"box":{"x":68,"y":679,"width":825,"height":11}},{"id":"12ca682c-f5fc-4875-8f61-298e7f49356c","block_type":"box","text":"credit card receivables) are passed through to a Fund. The value of asset-backed securities, like that of traditional","page_number":29,"box":{"x":69,"y":694,"width":813,"height":11}},{"id":"cb8996e5-d93a-41e2-af81-cb7154fb5a90","block_type":"box","text":"fixed-income securities, typically increases when interest rates fall and decreases when interest rates rise. However,","page_number":29,"box":{"x":68,"y":709,"width":830,"height":11}},{"id":"18ad5ee4-e17f-4063-9318-85a11498d5dd","block_type":"box","text":"asset-backed securities differ from traditional fixed-income securities because of their potential for prepayment. The","page_number":29,"box":{"x":69,"y":724,"width":827,"height":11}},{"id":"3d57aaf1-f098-4dc0-a258-b5bb1ea0ad3b","block_type":"box","text":"price paid by a Fund for its asset-backed securities, the yield the Fund expects to receive from such securities and","page_number":29,"box":{"x":70,"y":739,"width":813,"height":12}},{"id":"d47d284b-e814-4cdb-a3bf-04f9a2926b3f","block_type":"box","text":"the average life of the securities are based on a number of factors, including the anticipated rate of prepayment of","page_number":29,"box":{"x":68,"y":755,"width":818,"height":11}},{"id":"afffc94f-a8e6-4971-9cb3-c7f95edeccf0","block_type":"box","text":"the underlying assets. In a period of declining interest rates, borrowers may prepay the underlying assets more","page_number":29,"box":{"x":68,"y":770,"width":792,"height":11}},{"id":"924b7b2a-0ef8-4fcc-b30e-2c35c1fb2676","block_type":"box","text":"quickly than anticipated, thereby reducing the yield to maturity and the average life of the asset-backed securities.","page_number":29,"box":{"x":69,"y":785,"width":811,"height":11}},{"id":"62b02e2b-3ac6-4a48-8884-61958f9fc4f7","block_type":"box","text":"Moreover, when a Fund reinvests the proceeds of a prepayment in these circumstances, it will likely receive a rate of","page_number":29,"box":{"x":70,"y":800,"width":832,"height":11}},{"id":"61233302-8e0b-4196-ad0b-812e09ca7b68","block_type":"box","text":"interest that is lower than the rate on the security that was prepaid. To the extent that a Fund purchases asset","page_number":29,"box":{"x":70,"y":815,"width":792,"height":11}},{"id":"a91f3f74-f292-4dc0-a1c9-621f0bc38f62","block_type":"box","text":"backed securities at a premium, prepayments may result in a loss to the extent of the premium paid. If a Fund buys","page_number":29,"box":{"x":69,"y":830,"width":825,"height":11}},{"id":"62ea4e2e-7e7b-4614-b6fd-4b52ad5e2f05","block_type":"box","text":"such securities at a discount, both scheduled payments and unscheduled prepayments will increase current and total","page_number":29,"box":{"x":69,"y":846,"width":838,"height":10}},{"id":"801f3610-5f7a-4093-8102-cdeb5735de68","block_type":"box","text":"returns and unscheduled prepayments will also accelerate the recognition of income which, when distributed to","page_number":29,"box":{"x":69,"y":860,"width":793,"height":12}},{"id":"e846d4a3-0983-4cac-9606-e1ccdabd4ebb","block_type":"box","text":"shareholders, will be taxable as ordinary income. In a period of rising interest rates, prepayments of the underlying","page_number":29,"box":{"x":69,"y":875,"width":819,"height":12}},{"id":"3383037c-ee83-4152-aaba-12b520a21635","block_type":"box","text":"assets may occur at a slower than expected rate, creating maturity extension risk. This par ticular risk may effectively","page_number":29,"box":{"x":69,"y":891,"width":834,"height":11}},{"id":"ce26954f-16c0-4d48-93ce-72917a007f62","block_type":"box","text":"change a security that was considered shor t- or intermediate-term at the time of purchase into a longer term security.","page_number":29,"box":{"x":69,"y":906,"width":837,"height":11}},{"id":"7491c67a-e04d-4f99-bce2-023beb9b9d32","block_type":"box","text":"II-1","page_number":29,"box":{"x":478,"y":943,"width":23,"height":9}},{"id":"8a681ae7-0908-4099-bef7-7ce44311ee5f","block_type":"box","text":"NM1026U-5981080-29/228","page_number":29,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"161a0dd9-f1b8-4925-a899-e1649421db07","block_type":"box","text":"Since the value of longer-term securities generally fluctuates more widely in response to changes in interest rates","page_number":30,"box":{"x":69,"y":45,"width":810,"height":11}},{"id":"eb5dd790-6b5a-4f91-abe3-ed0dd9b587af","block_type":"box","text":"than does the value of shor ter-term securities, maturity extension risk could increase the volatility of the Fund. When","page_number":30,"box":{"x":68,"y":60,"width":833,"height":11}},{"id":"2f6dff38-5c77-47c5-86af-03f9ba66cb86","block_type":"box","text":"interest rates decline, the value of an asset-backed security with prepayment features may not increase as much as","page_number":30,"box":{"x":70,"y":75,"width":827,"height":11}},{"id":"9272c096-aed8-4474-b2ae-1466ded0806a","block_type":"box","text":"that of other fixed-income securities, and, as noted above, changes in market rates of interest may accelerate or","page_number":30,"box":{"x":68,"y":90,"width":805,"height":11}},{"id":"e6877d02-c663-4651-995b-f51661cd996b","block_type":"box","text":"retard prepayments and thus affect maturities.","page_number":30,"box":{"x":69,"y":105,"width":333,"height":11}},{"id":"e3366607-ed52-436d-b8f6-416cdf2dfe17","block_type":"box","text":"Asset-Based Securities.","page_number":30,"box":{"x":101,"y":128,"width":173,"height":9}},{"id":"81894a7e-95f2-4005-96f1-d02694212605","block_type":"box","text":"Cer tain Funds may invest in debt, preferred or conver tible securities, the principal","page_number":30,"box":{"x":281,"y":128,"width":582,"height":11}},{"id":"c687ba42-909e-46aa-bc3e-71c42b420767","block_type":"box","text":"amount, redemption terms or conversion terms of which are related to the market price of some natural resource","page_number":30,"box":{"x":69,"y":143,"width":808,"height":11}},{"id":"9eea8f3e-0829-45bd-bae0-d9099feab0a3","block_type":"box","text":"asset such as gold bullion. These securities are referred to as “asset-based securities.” A Fund will purchase only","page_number":30,"box":{"x":69,"y":158,"width":815,"height":11}},{"id":"8cbfbdb9-f6b0-46f0-94c3-7f20973d225b","block_type":"box","text":"asset-based securities that are rated, or are issued by issuers that have outstanding debt obligations rated,","page_number":30,"box":{"x":69,"y":173,"width":769,"height":11}},{"id":"2be772a5-fa2e-4b46-94c4-d82fec3b5102","block_type":"box","text":"investment grade (for example, AAA, AA, A or BBB by S&P Global Ratings (“S&P”) or Fitch Ratings (“Fitch”), or Baa by","page_number":30,"box":{"x":70,"y":188,"width":833,"height":12}},{"id":"7b4bc00e-58e3-44a3-9f71-22fa08f2f077","block_type":"box","text":"Moody’s Investors Service, Inc. (“Moody’s”) or commercial paper rated A-1 by S&P or Prime-1 by Moody’s) or by","page_number":30,"box":{"x":70,"y":203,"width":795,"height":12}},{"id":"b26738e1-d741-489a-a109-1092e033715c","block_type":"box","text":"issuers that the Manager has determined to be of similar creditwor thiness. Obligations ranked in the four th highest","page_number":30,"box":{"x":70,"y":218,"width":824,"height":12}},{"id":"a7d320ce-41a2-4f6a-8102-8d2a5d1a4880","block_type":"box","text":"rating category, while considered “investment grade,” may have cer tain speculative characteristics and may be more","page_number":30,"box":{"x":69,"y":234,"width":832,"height":11}},{"id":"7e43f0f6-860f-472d-b4c7-cd46c4cba298","block_type":"box","text":"likely to be downgraded than securities rated in the three highest rating categories. If an asset-based security is","page_number":30,"box":{"x":70,"y":249,"width":797,"height":11}},{"id":"6f417955-2983-42bd-9146-eebb1eb8eb55","block_type":"box","text":"backed by a bank letter of credit or other similar facility, the Manager may take such backing into account in","page_number":30,"box":{"x":69,"y":264,"width":768,"height":11}},{"id":"e8c61cce-d434-4376-a86d-36cfa55e8c0e","block_type":"box","text":"determining the creditwor thiness of the issuer. While the market prices for an asset-based security and the related","page_number":30,"box":{"x":69,"y":279,"width":819,"height":11}},{"id":"7d1fcba0-19d4-4d09-81fb-f9966e65340b","block_type":"box","text":"natural resource asset generally are expected to move in the same direction, there may not be per fect correlation in","page_number":30,"box":{"x":69,"y":294,"width":829,"height":11}},{"id":"8fd0507a-a0d0-4a02-bd58-22f6f14657e5","block_type":"box","text":"the two price movements. Asset-based securities may not be secured by a security interest in or claim on the","page_number":30,"box":{"x":68,"y":309,"width":780,"height":11}},{"id":"9842db5f-5d4d-4ec6-83ef-392b96289f22","block_type":"box","text":"underlying natural resource asset. The asset-based securities in which a Fund may invest may bear interest or pay","page_number":30,"box":{"x":69,"y":325,"width":815,"height":11}},{"id":"9b75a3ee-c475-47c7-92e1-7b8058472d08","block_type":"box","text":"preferred dividends at below market (or even relatively nominal) rates. Cer tain asset-based securities may be payable","page_number":30,"box":{"x":70,"y":339,"width":837,"height":12}},{"id":"6e36b7aa-c250-44b0-838b-889bdf96aa0c","block_type":"box","text":"at maturity in cash at the stated principal amount or, at the option of the holder, directly in a stated amount of the","page_number":30,"box":{"x":69,"y":355,"width":812,"height":11}},{"id":"62d98774-d4e2-4be7-a836-2ea4c28a7ce7","block_type":"box","text":"asset to which it is related. In such instance, because no Fund presently intends to invest directly in natural resource","page_number":30,"box":{"x":69,"y":370,"width":836,"height":11}},{"id":"a3b21b34-ebb7-4c1c-bff9-1745e68e2cfa","block_type":"box","text":"assets, a Fund would sell the asset-based security in the secondary market, to the extent one exists, prior to","page_number":30,"box":{"x":69,"y":385,"width":778,"height":11}},{"id":"10c2a1d8-79be-4c27-b337-046d31198e46","block_type":"box","text":"maturity if the value of the stated amount of the asset exceeds the stated principal amount and thereby realize the","page_number":30,"box":{"x":69,"y":400,"width":819,"height":11}},{"id":"1e2c0d6c-5311-4caf-bd98-77d278707d4f","block_type":"box","text":"appreciation in the underlying asset.","page_number":30,"box":{"x":69,"y":415,"width":258,"height":11}},{"id":"9b4c8eef-7728-4988-8984-ec82019222f8","block_type":"box","text":"Precious Metal-Related Securities.","page_number":30,"box":{"x":102,"y":438,"width":243,"height":9}},{"id":"12f3d347-e825-4f81-9b47-1161d936ddc6","block_type":"box","text":"A Fund may invest in the equity and other securities of companies that","page_number":30,"box":{"x":351,"y":438,"width":503,"height":11}},{"id":"eeae784f-0eb2-4c94-a4e9-c657b42a593c","block_type":"box","text":"explore for, extract, process or deal in precious metals (","page_number":30,"box":{"x":69,"y":453,"width":398,"height":11}},{"id":"df820aec-ee74-40a2-aacf-419ce4320760","block_type":"box","text":"e.g.","page_number":30,"box":{"x":469,"y":454,"width":25,"height":10}},{"id":"a2e03883-70a6-4d0e-8482-072264b5ff79","block_type":"box","text":", gold, silver and platinum), and in asset-based securities","page_number":30,"box":{"x":497,"y":453,"width":407,"height":11}},{"id":"bee70bdf-dbc2-4de8-b372-63f12f25d650","block_type":"box","text":"indexed to the value of such metals. Such securities may be purchased when they are believed to be attractively","page_number":30,"box":{"x":70,"y":468,"width":801,"height":11}},{"id":"52ce40b9-2701-45f9-8444-edd0398524d9","block_type":"box","text":"priced in relation to the value of a company’s precious metal-related assets or when the values of precious metals","page_number":30,"box":{"x":70,"y":483,"width":815,"height":11}},{"id":"83720839-5c29-4479-8b68-305deb65e8ea","block_type":"box","text":"are expected to benefit from inflationary pressure or other economic, political or financial uncer tainty or instability.","page_number":30,"box":{"x":69,"y":498,"width":815,"height":11}},{"id":"6dd8d9fc-56da-4104-8af3-08f0e80fbbca","block_type":"box","text":"Based on historical experience, during periods of economic or financial instability the securities of companies","page_number":30,"box":{"x":70,"y":513,"width":779,"height":12}},{"id":"8996523b-06f2-4e00-9a51-59e39e7906dc","block_type":"box","text":"involved in precious metals may be subject to extreme price fluctuations, reflecting the high volatility of precious","page_number":30,"box":{"x":70,"y":528,"width":799,"height":12}},{"id":"ecf44c4f-3fe2-49dc-86dd-700c828065bd","block_type":"box","text":"metal prices during such periods. In addition, the instability of precious metal prices may result in volatile earnings of","page_number":30,"box":{"x":69,"y":543,"width":838,"height":12}},{"id":"4b1877e9-3544-42bf-9f57-e84ad195d632","block_type":"box","text":"precious metal-related companies, which may, in turn, adversely affect the financial condition of such companies. The","page_number":30,"box":{"x":70,"y":559,"width":838,"height":11}},{"id":"a24227d0-083c-451e-b7f4-9210b5e0a0b3","block_type":"box","text":"major producers of gold include the Republic of South Africa, Russia, Canada, the United States, Brazil and Australia.","page_number":30,"box":{"x":69,"y":574,"width":835,"height":11}},{"id":"83dc0b94-049c-4198-af60-7a7db97cba64","block_type":"box","text":"Sales of gold by Russia are largely unpredictable and often relate to political and economic considerations rather","page_number":30,"box":{"x":69,"y":589,"width":806,"height":11}},{"id":"db03a35a-d593-4971-8490-c3aae95fe1bc","block_type":"box","text":"than to market forces. Economic, financial, social and political factors within South Africa may significantly affect","page_number":30,"box":{"x":68,"y":604,"width":805,"height":11}},{"id":"eb5c4722-bbe3-49f4-b600-c53a4fca3b0d","block_type":"box","text":"South African gold production.","page_number":30,"box":{"x":69,"y":619,"width":213,"height":11}},{"id":"8d5da2e0-5a7d-49e8-9356-205c33891cc2","block_type":"box","text":"Borrowing and Leverage.","page_number":30,"box":{"x":102,"y":642,"width":179,"height":11}},{"id":"9b177146-e95d-4e55-88bd-f0ee829e9279","block_type":"box","text":"Each Fund may borrow as a temporary measure for extraordinary or emergency","page_number":30,"box":{"x":288,"y":642,"width":563,"height":11}},{"id":"331c92d9-d0a9-4c87-8290-f5f6c1c77477","block_type":"box","text":"purposes, including to meet redemptions or to settle securities transactions. Cer tain Funds will not purchase","page_number":30,"box":{"x":70,"y":657,"width":777,"height":11}},{"id":"45b80122-f6df-4b11-bb12-f629ab0b2961","block_type":"box","text":"securities at any time when borrowings exceed 5% of their total assets, except (a) to honor prior commitments or","page_number":30,"box":{"x":69,"y":672,"width":806,"height":11}},{"id":"5ba7ed23-c153-40fa-9852-f6640c2db772","block_type":"box","text":"(b) to exercise subscription rights when outstanding borrowings have been obtained exclusively for settlements of","page_number":30,"box":{"x":69,"y":687,"width":810,"height":11}},{"id":"d669aaa8-1ecc-46b2-8b3c-38ac532f5f9c","block_type":"box","text":"other securities transactions.","page_number":30,"box":{"x":69,"y":703,"width":207,"height":8}},{"id":"45b50480-06a0-480c-ae38-fdecac290f10","block_type":"box","text":"Cer tain Funds may also borrow in order to make investments, to the extent disclosed in such Fund’s Prospectus.","page_number":30,"box":{"x":102,"y":725,"width":806,"height":11}},{"id":"3b7458eb-28ef-4e8b-be9e-3a0d982e2a12","block_type":"box","text":"The purchase of securities while borrowings are outstanding will have the effect of leveraging the Fund. Such","page_number":30,"box":{"x":68,"y":740,"width":776,"height":11}},{"id":"49fe9b8c-ffc4-4d45-a135-fab0fd84e0d2","block_type":"box","text":"leveraging increases the Fund’s exposure to capital risk, and borrowed funds are subject to interest costs that will","page_number":30,"box":{"x":70,"y":755,"width":813,"height":11}},{"id":"cf86bf40-5091-4b6f-b3c3-7c1388c09321","block_type":"box","text":"reduce net income. The use of leverage by a Fund creates an oppor tunity for greater total return, but, at the same","page_number":30,"box":{"x":69,"y":770,"width":813,"height":12}},{"id":"5c211d54-5713-45bb-97ae-469e66ec0b45","block_type":"box","text":"time, creates special risks. For example, leveraging may exaggerate changes in the net asset value (“NAV”) of Fund","page_number":30,"box":{"x":68,"y":785,"width":823,"height":12}},{"id":"bd4901a7-056d-4ab4-b1c6-2686a9e2430e","block_type":"box","text":"shares and in the yield on the Fund’s por tfolio. Although the principal of such borrowings will be fixed, the Fund’s","page_number":30,"box":{"x":69,"y":801,"width":806,"height":11}},{"id":"c132762c-b970-469c-ba78-3ae5af3df6dd","block_type":"box","text":"assets may change in value during the time the borrowings are outstanding. Borrowings will create interest expenses","page_number":30,"box":{"x":69,"y":816,"width":835,"height":11}},{"id":"5eacfc1f-a4cd-4bae-8e92-d154cf27c3c2","block_type":"box","text":"for the Fund that can exceed the income from the assets purchased with the borrowings. To the extent the income or","page_number":30,"box":{"x":68,"y":831,"width":835,"height":11}},{"id":"94f65111-66ee-48e4-9d2d-1eacc96e215d","block_type":"box","text":"capital appreciation derived from securities purchased with borrowed funds exceeds the interest the Fund will have to","page_number":30,"box":{"x":69,"y":846,"width":838,"height":11}},{"id":"ed8d5636-9f61-4bd5-bed8-3e518cbd16ae","block_type":"box","text":"pay on the borrowings, the Fund’s return will be greater than if leverage had not been used. Conversely, if the income","page_number":30,"box":{"x":70,"y":861,"width":835,"height":11}},{"id":"f43272ad-178c-43b8-bb88-38c714e636b1","block_type":"box","text":"or capital appreciation from the securities purchased with such borrowed funds is not sufficient to cover the cost of","page_number":30,"box":{"x":69,"y":876,"width":825,"height":11}},{"id":"eb26389c-d9bf-4ff8-9171-df8858a655e9","block_type":"box","text":"borrowing, the return to the Fund will be less than if leverage had not been used and, therefore, the amount available","page_number":30,"box":{"x":69,"y":891,"width":837,"height":12}},{"id":"9521d558-bf2c-411b-991a-bd6377633130","block_type":"box","text":"for distribution to shareholders as dividends will be reduced. In the latter case, the Manager in its best judgment","page_number":30,"box":{"x":68,"y":906,"width":805,"height":12}},{"id":"1180a2f1-0221-46b2-84b7-da764f080263","block_type":"box","text":"II-2","page_number":30,"box":{"x":478,"y":943,"width":22,"height":9}},{"id":"5b274fcf-e886-4940-a7f7-ed80cdca9dac","block_type":"box","text":"NM1026U-5981080-30/228","page_number":30,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"f23c6637-1722-4799-a66f-c3684f31d7da","block_type":"box","text":"never theless may determine to maintain the Fund’s leveraged position if it expects that the benefits to the Fund’s","page_number":31,"box":{"x":69,"y":45,"width":813,"height":11}},{"id":"88429bbf-085a-494a-85b9-4074ac9981df","block_type":"box","text":"shareholders of maintaining the leveraged position will outweigh the current reduced return.","page_number":31,"box":{"x":69,"y":60,"width":653,"height":11}},{"id":"1577a721-e06e-4310-9ad0-f5d77bc3afc6","block_type":"box","text":"Cer tain types of borrowings by a Fund may result in the Fund being subject to covenants in credit agreements","page_number":31,"box":{"x":102,"y":82,"width":780,"height":12}},{"id":"5e52d8e1-13cd-43ef-bd9d-ffc09462c0f4","block_type":"box","text":"relating to asset coverage, por tfolio composition requirements and other matters. It is not anticipated that","page_number":31,"box":{"x":69,"y":98,"width":759,"height":11}},{"id":"e9494f6d-61ba-4e61-b3a3-9d5ff39a0f7f","block_type":"box","text":"observance of such covenants would impede the Manager from managing a Fund’s por tfolio in accordance with the","page_number":31,"box":{"x":69,"y":113,"width":822,"height":11}},{"id":"e27f070c-7873-4add-80e3-2ae4aae9b7b1","block_type":"box","text":"Fund’s investment objectives and policies. However, a breach of any such covenants not cured within the specified","page_number":31,"box":{"x":70,"y":128,"width":816,"height":11}},{"id":"0bb7a4c5-cd23-413b-889f-3238be53d12d","block_type":"box","text":"cure period may result in acceleration of outstanding indebtedness and require the Fund to dispose of por tfolio","page_number":31,"box":{"x":69,"y":143,"width":792,"height":11}},{"id":"11d38c0c-8a29-47ae-981d-1145aaea6a97","block_type":"box","text":"investments at a time when it may be disadvantageous to do so.","page_number":31,"box":{"x":70,"y":158,"width":459,"height":11}},{"id":"e7b48e22-46e2-4de2-8c78-a0ab5d22c3e6","block_type":"box","text":"Each Fund may at times borrow from affiliates of the Manager, provided that the terms of such borrowings are","page_number":31,"box":{"x":102,"y":181,"width":786,"height":11}},{"id":"de95651a-73b8-46eb-89f6-d0e69da65e6e","block_type":"box","text":"no less favorable than those available from comparable sources of funds in the marketplace.","page_number":31,"box":{"x":69,"y":196,"width":663,"height":11}},{"id":"917fbe0f-4655-434b-97b2-20cc058ff1d5","block_type":"box","text":"Cash Management.","page_number":31,"box":{"x":102,"y":219,"width":140,"height":11}},{"id":"1c18e4aa-840a-4447-ab48-aa9426e5e445","block_type":"box","text":"Generally, the Manager will employ futures and options on futures to provide liquidity","page_number":31,"box":{"x":249,"y":218,"width":603,"height":12}},{"id":"a4f61f13-9f9c-4c19-9fa1-61dcb01e02d4","block_type":"box","text":"necessary to meet anticipated redemptions or for day-to-day operating purposes. However, if considered appropriate","page_number":31,"box":{"x":69,"y":234,"width":828,"height":11}},{"id":"c4e92f9e-1474-4662-8d5b-25319a359dde","block_type":"box","text":"in the opinion of the Manager, a por tion of a Fund’s assets may be invested in cer tain types of instruments with","page_number":31,"box":{"x":70,"y":249,"width":799,"height":11}},{"id":"9f1d7d53-2844-4cb1-8a0f-119a996d4911","block_type":"box","text":"remaining maturities of 397 days or less for liquidity purposes. Such instruments would consist of: (i) obligations of","page_number":31,"box":{"x":69,"y":264,"width":826,"height":11}},{"id":"980aa34a-982a-44bc-8c95-9fc7ef15904c","block_type":"box","text":"the U.S. Government, its agencies, instrumentalities, authorities or political subdivisions (“U.S. Government","page_number":31,"box":{"x":68,"y":279,"width":772,"height":11}},{"id":"b790a911-a938-4cc2-ac7d-ab688015228a","block_type":"box","text":"Securities”); (ii) other fixed-income securities rated Aa or higher by Moody’s or AA or higher by S&P or, if unrated, of","page_number":31,"box":{"x":69,"y":294,"width":823,"height":11}},{"id":"5aa5a16d-4dea-4280-ae54-96340a05078b","block_type":"box","text":"comparable quality in the opinion of the Manager; (iii) commercial paper; (iv) bank obligations, including negotiable","page_number":31,"box":{"x":69,"y":309,"width":816,"height":11}},{"id":"04e651f0-c102-42c9-88e7-66240e3ce7ec","block_type":"box","text":"cer tificates of deposit, time deposits and bankers’ acceptances; and (v) repurchase agreements. At the time the","page_number":31,"box":{"x":69,"y":324,"width":804,"height":12}},{"id":"cf0ec955-650f-4777-965a-8dce4f07f14c","block_type":"box","text":"Fund invests in commercial paper, bank obligations or repurchase agreements, the issuer or the issuer’s parent must","page_number":31,"box":{"x":70,"y":340,"width":839,"height":11}},{"id":"708c8b29-cb37-405e-a9b3-f289cba1ffea","block_type":"box","text":"have outstanding debt rated Aa or higher by Moody’s or AA or higher by S&P or outstanding commercial paper, bank","page_number":31,"box":{"x":69,"y":355,"width":824,"height":11}},{"id":"c463e567-40ec-44a3-aa7e-c2bed1d18998","block_type":"box","text":"obligations or other shor t-term obligations rated Prime-1 by Moody’s or A-1 by S&P; or, if no such ratings are","page_number":31,"box":{"x":69,"y":370,"width":771,"height":11}},{"id":"1e3fc8e9-cbcf-4204-9d20-ea5019e7ae76","block_type":"box","text":"available, the instrument must be of comparable quality in the opinion of the Manager. For more information on","page_number":31,"box":{"x":69,"y":385,"width":793,"height":11}},{"id":"e73b683b-d4b0-404b-b8b8-c24e5e93408f","block_type":"box","text":"money market instruments, see “Money Market Securities” below.","page_number":31,"box":{"x":69,"y":400,"width":472,"height":11}},{"id":"e6ac0a72-963b-4044-9e9c-3ad8f5f2de56","block_type":"box","text":"Collateralized Debt Obligations.","page_number":31,"box":{"x":102,"y":423,"width":229,"height":11}},{"id":"995c28f1-75b2-4002-b8d4-03d7b47dc417","block_type":"box","text":"Cer tain Funds may invest in collateralized debt obligations (“CDOs”), which","page_number":31,"box":{"x":337,"y":423,"width":534,"height":11}},{"id":"30de6fa3-f93d-4398-94c6-56c427edd3ff","block_type":"box","text":"include collateralized bond obligations (“CBOs”), collateralized loan obligations (“CLOs”) and other similarly","page_number":31,"box":{"x":70,"y":438,"width":764,"height":11}},{"id":"35bd58e3-37da-45c8-bf04-b0df10de568c","block_type":"box","text":"structured securities. CDOs are types of asset-backed securities. A CBO is ordinarily issued by a trust or other","page_number":31,"box":{"x":69,"y":453,"width":787,"height":11}},{"id":"7a351498-3f3d-4ebc-bb1c-8cadd8030e32","block_type":"box","text":"special purpose entity (“SPE”) and is typically backed by a diversified pool of fixed-income securities (which may","page_number":31,"box":{"x":69,"y":468,"width":797,"height":11}},{"id":"88beb483-a6c8-4503-b7c2-02b2037a3979","block_type":"box","text":"include high risk, below investment grade securities) held by such issuer. A CLO is ordinarily issued by a trust or","page_number":31,"box":{"x":70,"y":483,"width":798,"height":11}},{"id":"7bc023c0-d212-4dfc-a5da-6bd0730ac7dd","block_type":"box","text":"other SPE and is typically collateralized by a pool of loans, which may include, among others, domestic and non-U.S.","page_number":31,"box":{"x":69,"y":498,"width":827,"height":11}},{"id":"28dee67e-4e4e-4da4-bb5e-e14f61c75994","block_type":"box","text":"senior secured loans, senior unsecured loans, and subordinate corporate loans, including loans that may be rated","page_number":31,"box":{"x":69,"y":514,"width":814,"height":11}},{"id":"f27f47ff-0fed-4988-b5d6-75959b89a164","block_type":"box","text":"below investment grade or equivalent unrated loans, held by such issuer. Investments in a CLO organized outside of","page_number":31,"box":{"x":69,"y":528,"width":828,"height":12}},{"id":"1d99b13c-e0ba-419f-9d43-0c3eca093368","block_type":"box","text":"the United States may not be deemed to be foreign securities if the CLO is collateralized by a pool of loans, a","page_number":31,"box":{"x":68,"y":543,"width":782,"height":12}},{"id":"59c79f4f-4c95-47e9-a5d8-36550fd50283","block_type":"box","text":"substantial por tion of which are U.S. loans. Although cer tain CDOs may benefit from credit enhancement in the form","page_number":31,"box":{"x":69,"y":559,"width":830,"height":11}},{"id":"66e37983-f751-429d-a8a1-3413ea873cdb","block_type":"box","text":"of a senior-subordinate structure, over-collateralization or bond insurance, such enhancement may not always be","page_number":31,"box":{"x":69,"y":574,"width":803,"height":11}},{"id":"17aea89f-e2ae-4ab8-8adb-07447e93e62b","block_type":"box","text":"present, and may fail to protect a Fund against the risk of loss on default of the collateral. Cer tain CDO issuers may","page_number":31,"box":{"x":70,"y":589,"width":827,"height":11}},{"id":"7e0226b2-7aa9-42c2-9292-67d02477fc1d","block_type":"box","text":"use derivatives contracts to create “synthetic” exposure to assets rather than holding such assets directly, which","page_number":31,"box":{"x":69,"y":604,"width":807,"height":11}},{"id":"1a327705-c522-4491-8357-174f2c515ed2","block_type":"box","text":"entails the risks of derivative instruments described elsewhere in this SAI. CDOs may charge management fees and","page_number":31,"box":{"x":69,"y":619,"width":826,"height":11}},{"id":"7e243e22-932e-4833-8d9a-5d2c1b78865a","block_type":"box","text":"administrative expenses, which are in addition to those of a Fund.","page_number":31,"box":{"x":69,"y":634,"width":469,"height":11}},{"id":"fe90b7bb-2fb8-4dcc-9773-013dd8ba13a8","block_type":"box","text":"For both CBOs and CLOs, the cash flows from the SPE are split into two or more por tions, called tranches,","page_number":31,"box":{"x":102,"y":657,"width":758,"height":11}},{"id":"58d83a50-79f4-4aa0-954b-7829793aac98","block_type":"box","text":"varying in risk and yield. The riskiest por tion is the “equity” tranche, which bears the first loss from defaults from the","page_number":31,"box":{"x":68,"y":672,"width":836,"height":11}},{"id":"a419bab0-4e25-4889-8785-456559ef7e0a","block_type":"box","text":"bonds or loans in the SPE and serves to protect the other, more senior tranches from default (though such protection","page_number":31,"box":{"x":69,"y":687,"width":838,"height":11}},{"id":"4c177e85-cb1c-4e15-b85c-b7cdf229a312","block_type":"box","text":"is not complete). Since it is par tially protected from defaults, a senior tranche from a CBO or CLO typically has higher","page_number":31,"box":{"x":70,"y":702,"width":835,"height":12}},{"id":"b4c9520b-8c9f-4c0e-95b4-03a40a350bdb","block_type":"box","text":"ratings and lower yields than its underlying securities, and may be rated investment grade. Despite the protection","page_number":31,"box":{"x":69,"y":718,"width":808,"height":11}},{"id":"675da621-cf01-49fd-98d3-243d4691a1e5","block_type":"box","text":"from the equity tranche, CBO or CLO tranches can experience substantial losses due to actual defaults, downgrades","page_number":31,"box":{"x":68,"y":732,"width":830,"height":12}},{"id":"1638f804-0088-40d7-8ed7-e32fcd3380d1","block_type":"box","text":"of the underlying collateral by rating agencies, forced liquidation of the collateral pool due to a failure of coverage","page_number":31,"box":{"x":69,"y":748,"width":806,"height":11}},{"id":"c4c8a90a-f0f1-4840-b8fd-b4732ba16ba2","block_type":"box","text":"tests, increased sensitivity to defaults due to collateral default and disappearance of protecting tranches, market","page_number":31,"box":{"x":68,"y":763,"width":809,"height":11}},{"id":"e088d14a-ed75-492b-a98b-8524384608c3","block_type":"box","text":"anticipation of defaults as well as investor aversion to CBO or CLO securities as a class. Interest on cer tain tranches","page_number":31,"box":{"x":69,"y":778,"width":835,"height":11}},{"id":"065785ca-3744-4ebb-a0f7-87f22bad6ab3","block_type":"box","text":"of a CDO may be paid in kind or deferred and capitalized (paid in the form of obligations of the same type rather than","page_number":31,"box":{"x":69,"y":793,"width":835,"height":11}},{"id":"05a9d208-ed13-46d6-8ecf-43105f71ec3b","block_type":"box","text":"cash), which involves continued exposure to default risk with respect to such payments.","page_number":31,"box":{"x":69,"y":808,"width":625,"height":11}},{"id":"92bf6b6b-6b59-40d4-ba53-a7549a528642","block_type":"box","text":"The risks of an investment in a CDO depend largely on the type of the collateral securities and the class of the","page_number":31,"box":{"x":101,"y":831,"width":789,"height":11}},{"id":"697cb911-f30e-4d62-8501-843102a3980d","block_type":"box","text":"CDO in which a Fund invests. Normally, CBOs, CLOs and other CDOs are privately offered and sold, and thus are not","page_number":31,"box":{"x":69,"y":846,"width":830,"height":11}},{"id":"ab5f060a-7329-42ca-8345-16129260b8a5","block_type":"box","text":"registered under the securities laws. However, an active dealer market may exist for CDOs, allowing a CDO to qualify","page_number":31,"box":{"x":69,"y":861,"width":830,"height":11}},{"id":"efc037a0-3d99-4bd3-a1df-9e17824c52ba","block_type":"box","text":"for Rule 144A transactions. In addition to the normal risks associated with fixed-income securities and asset-backed","page_number":31,"box":{"x":68,"y":876,"width":831,"height":9}},{"id":"6b6c593c-a355-412c-af7d-b6688ce79557","block_type":"box","text":"securities generally discussed elsewhere in this SAI, CDOs carry additional risks including, but not limited to: (i) the","page_number":31,"box":{"x":69,"y":891,"width":824,"height":12}},{"id":"6195d8ab-e3ea-4ab6-b1d2-fa555dedf48e","block_type":"box","text":"possibility that distributions from collateral securities will not be adequate to make interest or other payments; (ii) the","page_number":31,"box":{"x":70,"y":906,"width":838,"height":12}},{"id":"3bc84773-eaea-4da5-b5c4-d7f499be8c66","block_type":"box","text":"II-3","page_number":31,"box":{"x":478,"y":943,"width":22,"height":9}},{"id":"6800e9be-1cc3-4671-9d86-bc1ba7382035","block_type":"box","text":"NM1026U-5981080-31/228","page_number":31,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"29457d7a-6c04-4b98-b502-60fd1e82cd8a","block_type":"box","text":"risk that the collateral may default or decline in value or be downgraded, if rated by a nationally recognized statistical","page_number":32,"box":{"x":69,"y":45,"width":832,"height":11}},{"id":"ca0f159d-d790-48ef-b7d4-8252b5aef386","block_type":"box","text":"rating organization (“NRSRO”); (iii) a Fund may invest in tranches of CDOs that are subordinate to other tranches;","page_number":32,"box":{"x":69,"y":60,"width":807,"height":11}},{"id":"1d284604-c851-48b5-8118-8efbd2178e7e","block_type":"box","text":"(iv) the structure and complexity of the transaction and the legal documents could lead to disputes among investors","page_number":32,"box":{"x":69,"y":75,"width":826,"height":11}},{"id":"2b8060cf-c37f-4f20-a384-48c3b33c89d5","block_type":"box","text":"regarding the characterization of proceeds; (v) the investment return achieved by the Fund could be significantly","page_number":32,"box":{"x":69,"y":90,"width":795,"height":11}},{"id":"d709f903-78fd-47dd-b11a-2c1c62ea6fc1","block_type":"box","text":"different than those predicted by financial models; (vi) the lack of a readily available secondary market for CDOs;","page_number":32,"box":{"x":69,"y":105,"width":804,"height":11}},{"id":"2bb447be-d499-4047-86db-b73559b4f041","block_type":"box","text":"(vii) the risk of forced “fire sale” liquidation due to technical defaults such as coverage test failures; and (viii) the","page_number":32,"box":{"x":69,"y":120,"width":805,"height":12}},{"id":"7d5c8a43-9534-4980-b201-adf12442f3e8","block_type":"box","text":"CDO’s manager may per form poorly.","page_number":32,"box":{"x":69,"y":135,"width":257,"height":12}},{"id":"0debe3fb-0e1c-41c8-99f7-b70c8e783f91","block_type":"box","text":"Commercial Paper.","page_number":32,"box":{"x":102,"y":158,"width":136,"height":11}},{"id":"bfffe3b0-0e6f-4979-9078-84c22939fdf9","block_type":"box","text":"Cer tain Funds may purchase commercial paper. Commercial paper purchasable by each","page_number":32,"box":{"x":244,"y":158,"width":626,"height":11}},{"id":"721660b3-85e9-4887-bb79-4cdbbf699908","block_type":"box","text":"Fund includes “Section 4(a)(2) paper,” a term that includes debt obligations issued in reliance on the “private","page_number":32,"box":{"x":70,"y":173,"width":781,"height":11}},{"id":"1007e1be-bc38-41aa-8b8b-3e64cbd2df2d","block_type":"box","text":"placement” exemption from registration afforded by Section 4(a)(2) of the Securities Act. Section 4(a)(2) paper is","page_number":32,"box":{"x":70,"y":188,"width":806,"height":12}},{"id":"eba62a73-8349-4aed-b93b-e190c2b0eb9f","block_type":"box","text":"restricted as to disposition under the Federal securities laws, and is frequently sold (and resold) to institutional","page_number":32,"box":{"x":69,"y":203,"width":792,"height":12}},{"id":"197f0730-a2ef-491e-b57a-61937e900251","block_type":"box","text":"investors such as the Fund through or with the assistance of investment dealers who make a market in the Section","page_number":32,"box":{"x":70,"y":218,"width":820,"height":12}},{"id":"25bcac63-ad60-4448-a239-534f6b3f52a5","block_type":"box","text":"4(a)(2) paper, thereby providing liquidity. Cer tain transactions in Section 4(a)(2) paper may qualify for the registration","page_number":32,"box":{"x":69,"y":234,"width":831,"height":11}},{"id":"ff8694f8-ef3a-46f6-8144-b1e1ea86ab9f","block_type":"box","text":"exemption provided in Rule 144A under the Securities Act. Most Funds can purchase commercial paper rated (at the","page_number":32,"box":{"x":69,"y":249,"width":831,"height":11}},{"id":"64402026-26d5-4f60-8dcc-5ce46dbc9a18","block_type":"box","text":"time of purchase) “A-1” by S&P or “Prime-1” by Moody’s or when deemed advisable by a Fund’s Manager or sub","page_number":32,"box":{"x":68,"y":264,"width":805,"height":11}},{"id":"6753b352-10f8-4a59-9723-706563bada89","block_type":"box","text":"adviser, “high quality” issues rated “A-2”, “Prime-2” or “F-2” by S&P, Moody’s or Fitch, respectively.","page_number":32,"box":{"x":69,"y":279,"width":707,"height":11}},{"id":"d6331fb5-e47c-403c-9e95-8c4cb075d107","block_type":"box","text":"Commercial paper is generally considered to be shor t-term unsecured debt of corporations. Like all fixed income","page_number":32,"box":{"x":102,"y":302,"width":801,"height":11}},{"id":"44809842-de43-4523-98ce-4b5c7e96ab21","block_type":"box","text":"securities, commercial paper prices are susceptible to fluctuations in interest rates. If interest rates rise, commercial","page_number":32,"box":{"x":69,"y":317,"width":836,"height":11}},{"id":"c6a08692-e761-414d-a13f-780dd9b18c2b","block_type":"box","text":"paper prices will decline and vice versa. However, the shor t-term nature of a commercial paper investment generally","page_number":32,"box":{"x":70,"y":332,"width":826,"height":11}},{"id":"37bdb6e7-d9d6-4240-805c-b6304ad588b9","block_type":"box","text":"makes it less susceptible to volatility than many other fixed income securities because interest rate risk typically","page_number":32,"box":{"x":69,"y":347,"width":803,"height":11}},{"id":"38b99c27-2a31-4ccb-892b-2644a777f89c","block_type":"box","text":"increases as maturity lengths increase. Commercial paper tends to yield smaller returns than longer-term corporate","page_number":32,"box":{"x":70,"y":362,"width":822,"height":11}},{"id":"81beac86-f31b-4925-9364-1f17ade90b82","block_type":"box","text":"debt because securities with shor ter maturities typically have lower effective yields than those with longer maturities.","page_number":32,"box":{"x":69,"y":377,"width":835,"height":12}},{"id":"8de67303-a86e-4ed3-ba07-e15a89e67d6f","block_type":"box","text":"Commodity-Linked Derivative Instruments and Hybrid Instruments.","page_number":32,"box":{"x":102,"y":400,"width":483,"height":11}},{"id":"0daa2893-1086-4c42-b012-3a599abbb4ba","block_type":"box","text":"Cer tain Funds seek to gain exposure to the","page_number":32,"box":{"x":591,"y":400,"width":308,"height":11}},{"id":"7722ad45-c542-4a50-8fbc-a15f6b8df57f","block_type":"box","text":"commodities markets primarily through investments in hybrid instruments. Hybrid instruments are either equity or","page_number":32,"box":{"x":69,"y":415,"width":809,"height":11}},{"id":"23b9e22a-d483-426e-8204-771e5c578149","block_type":"box","text":"debt derivative securities with one or more commodity-dependent components that have payment features similar to","page_number":32,"box":{"x":69,"y":430,"width":828,"height":11}},{"id":"97ffbf1e-cd9e-42d9-b451-99534ca9186e","block_type":"box","text":"a commodity futures contract, a commodity option contract, or a combination of both. Therefore, these instruments","page_number":32,"box":{"x":69,"y":445,"width":822,"height":11}},{"id":"03675ef2-8fb0-4934-a4fb-3b0264dacb82","block_type":"box","text":"are “commodity-linked.” They are considered “hybrid” instruments because they have both commodity-like and","page_number":32,"box":{"x":69,"y":461,"width":787,"height":11}},{"id":"389498e7-31a7-4ba3-95f6-988a36508ae1","block_type":"box","text":"security-like characteristics. Hybrid instruments are derivative instruments because at least par t of their value is","page_number":32,"box":{"x":69,"y":475,"width":801,"height":12}},{"id":"55cedfd6-e571-4221-80c7-b7b3c1e7eb33","block_type":"box","text":"derived from the value of an underlying commodity, futures contract, index or other readily measurable economic","page_number":32,"box":{"x":69,"y":491,"width":800,"height":11}},{"id":"b0ced4ca-0de7-42e7-a4d1-d96bd109d3aa","block_type":"box","text":"variable.","page_number":32,"box":{"x":68,"y":506,"width":59,"height":9}},{"id":"2f187969-cf8d-4924-9292-20a9c53f73dc","block_type":"box","text":"The prices of commodity-linked derivative instruments may move in different directions than investments in","page_number":32,"box":{"x":101,"y":528,"width":763,"height":12}},{"id":"2147032c-14d7-4823-b09a-baf9e100e72a","block_type":"box","text":"traditional equity and debt securities when the value of those traditional securities is declining due to adverse","page_number":32,"box":{"x":68,"y":543,"width":783,"height":12}},{"id":"c2a3094b-aa3f-4936-a309-4f0b4d8272b6","block_type":"box","text":"economic conditions. As an example, during periods of rising inflation, debt securities have historically tended to","page_number":32,"box":{"x":69,"y":559,"width":802,"height":11}},{"id":"c5852988-fcf1-4fe0-870d-77e9d486cd31","block_type":"box","text":"decline in value due to the general increase in prevailing interest rates. Conversely, during those same periods of","page_number":32,"box":{"x":69,"y":574,"width":808,"height":11}},{"id":"5083ba88-28bb-442d-b9df-e0a58dabe9dd","block_type":"box","text":"rising inflation, the prices of cer tain commodities, such as oil and metals, have historically tended to increase. Of","page_number":32,"box":{"x":69,"y":589,"width":811,"height":11}},{"id":"dfaa4856-2333-4916-8f0c-a4824e489615","block_type":"box","text":"course, there cannot be any guarantee that these investments will per form in that manner in the future, and at","page_number":32,"box":{"x":69,"y":604,"width":791,"height":11}},{"id":"15709928-296e-4442-b89b-b149b77e2324","block_type":"box","text":"cer tain times the price movements of commodity-linked instruments have been parallel to those of debt and equity","page_number":32,"box":{"x":69,"y":619,"width":819,"height":11}},{"id":"8815a695-3a21-473b-875d-03c67e960eb4","block_type":"box","text":"securities. Commodities have historically tended to increase and decrease in value during different par ts of the","page_number":32,"box":{"x":69,"y":634,"width":795,"height":12}},{"id":"cd86ffbc-2625-49b8-97e4-269ffdb2b0a8","block_type":"box","text":"business cycle than financial assets. Never theless, at various times, commodities prices may move in tandem with","page_number":32,"box":{"x":69,"y":649,"width":822,"height":12}},{"id":"157f0f73-4caa-47a7-9989-9e6174829a6e","block_type":"box","text":"the prices of financial assets and thus may not provide overall por tfolio diversification benefits. Under favorable","page_number":32,"box":{"x":68,"y":664,"width":797,"height":12}},{"id":"25f3cc5f-9ae4-425e-9b73-9a2d58b7dcbc","block_type":"box","text":"economic conditions, the Fund’s investments may be expected to under-per form an investment in traditional","page_number":32,"box":{"x":69,"y":680,"width":772,"height":11}},{"id":"09fe626a-d16f-49d0-9909-37f0de83456c","block_type":"box","text":"securities. Over the long term, the returns on the Fund’s investments are expected to exhibit low or negative","page_number":32,"box":{"x":69,"y":695,"width":773,"height":11}},{"id":"2453dc8b-9807-4acd-a173-1e8cc6ddf57f","block_type":"box","text":"correlation with stocks and bonds.","page_number":32,"box":{"x":69,"y":710,"width":244,"height":9}},{"id":"986fd6a2-12db-46b6-9928-cfd3d488dabb","block_type":"box","text":"Qualifying Hybrid Instruments.","page_number":32,"box":{"x":102,"y":732,"width":212,"height":12}},{"id":"e4abf4b7-2ade-4cef-8fed-9674cb2796a0","block_type":"box","text":"Cer tain Funds may invest in hybrid instruments that qualify for exclusion from","page_number":32,"box":{"x":320,"y":732,"width":552,"height":12}},{"id":"570f5792-3585-4d3d-9e74-76d7116b825e","block_type":"box","text":"regulation under the Commodity Exchange Act and the regulations adopted thereunder. A hybrid instrument that","page_number":32,"box":{"x":69,"y":748,"width":795,"height":11}},{"id":"26ff637d-eaf1-48d2-9b74-1465fd77b5cd","block_type":"box","text":"qualifies for this exclusion from regulation must be “predominantly a security.” A hybrid instrument is considered to","page_number":32,"box":{"x":69,"y":763,"width":822,"height":11}},{"id":"0065e837-f3a2-41a5-973c-f21de9b4c2e5","block_type":"box","text":"be predominantly a security if (a) the issuer of the hybrid instrument receives payment in full of the purchase price of","page_number":32,"box":{"x":69,"y":778,"width":834,"height":11}},{"id":"075d74ed-3b87-428f-82d3-746fc47e2c21","block_type":"box","text":"the hybrid instrument, substantially contemporaneously with delivery of the hybrid instrument; (b) the purchaser or","page_number":32,"box":{"x":68,"y":793,"width":816,"height":11}},{"id":"f95dc063-16d6-4693-8ef1-c255e38af5d5","block_type":"box","text":"holder of the hybrid instrument is not required to make any payment to the issuer in addition to the purchase price","page_number":32,"box":{"x":69,"y":808,"width":817,"height":11}},{"id":"5eae061a-35a8-46b1-9c15-f56c66a46708","block_type":"box","text":"paid under subparagraph (a), whether as margin, settlement payment, or otherwise, during the life of the hybrid","page_number":32,"box":{"x":70,"y":823,"width":793,"height":12}},{"id":"b21d49c0-4d71-487a-b82e-3edb1094f4b1","block_type":"box","text":"instrument or at maturity; (c) the issuer of the hybrid instrument is not subject by the terms of the instrument to","page_number":32,"box":{"x":70,"y":838,"width":798,"height":11}},{"id":"b5570bbb-f561-4925-b849-303dd9ecafa0","block_type":"box","text":"mark-to-market margining requirements; and (d) the hybrid instrument is not marketed as a contract of sale of a","page_number":32,"box":{"x":69,"y":853,"width":797,"height":12}},{"id":"b922750c-5ee4-4138-acbb-af0fafcd8623","block_type":"box","text":"commodity for future delivery (or option on such a contract) subject to applicable provisions of the Commodity","page_number":32,"box":{"x":69,"y":869,"width":783,"height":11}},{"id":"b042982a-11ec-4813-88ef-27ff6427282c","block_type":"box","text":"Exchange Act. Hybrid instruments may be principal protected, par tially protected, or offer no principal protection. A","page_number":32,"box":{"x":70,"y":884,"width":816,"height":11}},{"id":"ef223dc8-4e58-4233-a9d0-9804afc0c301","block_type":"box","text":"principal protected hybrid instrument means that the issuer will pay, at a minimum, the par value of the note at","page_number":32,"box":{"x":70,"y":899,"width":791,"height":11}},{"id":"64195537-2fd7-4564-bdf3-6327d946a88d","block_type":"box","text":"II-4","page_number":32,"box":{"x":478,"y":943,"width":22,"height":9}},{"id":"48a2012e-8917-4018-afa8-c4ab54e3d357","block_type":"box","text":"NM1026U-5981080-32/228","page_number":32,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"25df5f5d-8d15-4870-966c-10b80a64f21c","block_type":"box","text":"maturity. Therefore, if the commodity value to which the hybrid instrument is linked declines over the life of the note,","page_number":33,"box":{"x":69,"y":45,"width":829,"height":11}},{"id":"0ad2db0b-8d50-4faf-a296-fff5cda32e12","block_type":"box","text":"the Fund will receive at maturity the face or stated value of the note. With a principal protected hybrid instrument, the","page_number":33,"box":{"x":68,"y":60,"width":837,"height":11}},{"id":"7c6369af-f467-4ed5-885b-767b59c24a13","block_type":"box","text":"Fund will receive at maturity the greater of the par value of the note or the increase in its value based on the","page_number":33,"box":{"x":70,"y":75,"width":772,"height":11}},{"id":"bbd59ac1-e1fb-44fe-b083-0aefe8d4bae7","block_type":"box","text":"underlying commodity or index. This protection is, in effect, an option whose value is subject to the volatility and price","page_number":33,"box":{"x":69,"y":90,"width":839,"height":11}},{"id":"38d60b0c-be39-4669-bd17-b520ec6c94ab","block_type":"box","text":"level of the underlying commodity. The Manager’s decision whether to use principal protection depends in par t on the","page_number":33,"box":{"x":70,"y":105,"width":835,"height":11}},{"id":"ebf7f328-a9bb-4f8f-9f68-6bf9fd82dc24","block_type":"box","text":"cost of the protection. In addition, the protection feature depends upon the ability of the issuer to meet its obligation","page_number":33,"box":{"x":69,"y":120,"width":833,"height":12}},{"id":"b292746a-b125-4b0e-adbf-5840cf2812c9","block_type":"box","text":"to buy back the security, and, therefore, depends on the creditwor thiness of the issuer. With full principal protection,","page_number":33,"box":{"x":68,"y":135,"width":831,"height":11}},{"id":"498725e2-c514-4bab-b99d-67f0273c5eed","block_type":"box","text":"the Fund will receive at maturity of the hybrid instrument either the stated par value of the hybrid instrument, or","page_number":33,"box":{"x":68,"y":150,"width":795,"height":12}},{"id":"7809f447-9364-44dc-8d9e-862e2d9355ef","block_type":"box","text":"potentially, an amount greater than the stated par value if the underlying commodity, index, futures contract or","page_number":33,"box":{"x":70,"y":166,"width":784,"height":11}},{"id":"2ccf6148-788a-4f44-8498-4a2d5b6da3af","block_type":"box","text":"economic variable to which the hybrid instrument is linked has increased in value. Par tially protected hybrid","page_number":33,"box":{"x":69,"y":181,"width":765,"height":11}},{"id":"17f87a8b-1b72-4d03-8405-932bcbb886d9","block_type":"box","text":"instruments may suffer some loss of principal if the underlying commodity, index, futures contract or economic","page_number":33,"box":{"x":70,"y":196,"width":788,"height":11}},{"id":"943fcce6-8c23-4ec6-aeb9-6612c37564cd","block_type":"box","text":"variable to which the hybrid instrument is linked declines in value during the term of the hybrid instrument. However,","page_number":33,"box":{"x":68,"y":211,"width":828,"height":11}},{"id":"c81ccde9-4601-4ebf-9ba8-76b26a2ae6d1","block_type":"box","text":"par tially protected hybrid instruments have a specified limit as to the amount of principal that they may lose.","page_number":33,"box":{"x":70,"y":226,"width":773,"height":11}},{"id":"0b7eb530-1933-4573-9bb9-5c1b7bee1702","block_type":"box","text":"Hybrid Instruments Without Principal Protection.","page_number":33,"box":{"x":102,"y":249,"width":339,"height":11}},{"id":"688e47d2-6c00-4fa1-9d83-9a35c439083f","block_type":"box","text":"Cer tain Funds may invest in hybrid instruments that offer no","page_number":33,"box":{"x":448,"y":249,"width":429,"height":11}},{"id":"dd10c857-f831-4d6c-ad0f-da2faac526c9","block_type":"box","text":"principal protection. At maturity, there is a risk that the underlying commodity price, futures contract, index or other","page_number":33,"box":{"x":70,"y":264,"width":818,"height":11}},{"id":"cbefe98b-6dbd-49be-ad0b-e46b7e8c1b26","block_type":"box","text":"economic variable may have declined sufficiently in value such that some or all of the face value of the hybrid","page_number":33,"box":{"x":69,"y":279,"width":780,"height":11}},{"id":"c84d9da2-2a8f-4e71-846a-434d9161ab3d","block_type":"box","text":"instrument might not be returned. The Manager, at its discretion, may invest in a par tially protected principal","page_number":33,"box":{"x":70,"y":294,"width":773,"height":11}},{"id":"d08b35c4-7c96-4706-b019-35dfc8615a31","block_type":"box","text":"structured note or a note without principal protection. In deciding to purchase a note without principal protection, the","page_number":33,"box":{"x":69,"y":309,"width":832,"height":11}},{"id":"4ca1d2bc-3737-4ac3-9875-f2180d22d1c5","block_type":"box","text":"Manager may consider, among other things, the expected per formance of the underlying commodity futures contract,","page_number":33,"box":{"x":70,"y":324,"width":831,"height":12}},{"id":"129c02a7-d53b-4698-ab2e-68248a8d3cb1","block_type":"box","text":"index or other economic variable over the term of the note, the cost of the note, and any other economic factors that","page_number":33,"box":{"x":70,"y":339,"width":831,"height":12}},{"id":"ce98cc54-0f47-416a-a5bc-0d963ef87e87","block_type":"box","text":"the Manager believes are relevant.","page_number":33,"box":{"x":68,"y":355,"width":247,"height":11}},{"id":"315756af-b562-440d-96b7-56bd1e99681b","block_type":"box","text":"Limitations on Leverage.","page_number":33,"box":{"x":102,"y":377,"width":173,"height":12}},{"id":"04e942f5-a56e-4f2d-8fa0-9d45c7eac7b2","block_type":"box","text":"Some of the hybrid instruments in which a Fund may invest may involve leverage. To","page_number":33,"box":{"x":281,"y":377,"width":598,"height":12}},{"id":"babc1861-c5a4-453f-9841-f0eeeb00089c","block_type":"box","text":"avoid being subject to undue leverage risk, a Fund will seek to limit the amount of economic leverage it has under any","page_number":33,"box":{"x":69,"y":392,"width":840,"height":12}},{"id":"645d776f-9893-438f-a948-74bc7d128dd7","block_type":"box","text":"one hybrid instrument that it buys and the leverage of the Fund’s overall por tfolio. A Fund will not invest in a hybrid","page_number":33,"box":{"x":69,"y":407,"width":816,"height":12}},{"id":"41a2385b-8013-4cc6-abd8-1c0b96b7f87b","block_type":"box","text":"instrument if, at the time of purchase: (i) that instrument’s “leverage ratio” exceeds 300% of the price increase in","page_number":33,"box":{"x":70,"y":423,"width":812,"height":11}},{"id":"30efad3c-daf6-4e1f-b3ef-3fc79afe5854","block_type":"box","text":"the underlying commodity, futures contract, index or other economic variable or (ii) the Fund’s “por tfolio leverage","page_number":33,"box":{"x":68,"y":438,"width":803,"height":11}},{"id":"b5429f66-7c6a-4b97-bf44-9a3b37a6aa17","block_type":"box","text":"ratio” exceeds 150%, measured at the time of purchase. “Leverage ratio” is the expected increase in the value of a","page_number":33,"box":{"x":69,"y":453,"width":826,"height":11}},{"id":"2e2bcf41-fc3a-4986-82e3-d4e242ec686a","block_type":"box","text":"hybrid instrument, assuming a one percent price increase in the underlying commodity, futures contract, index or","page_number":33,"box":{"x":69,"y":468,"width":803,"height":11}},{"id":"d9a32d2b-33b7-4272-9d5c-0535a26914e7","block_type":"box","text":"other economic factor. In other words, for a hybrid instrument with a leverage factor of 150%, a 1% gain in the","page_number":33,"box":{"x":69,"y":483,"width":783,"height":11}},{"id":"e2de5cea-4047-4dc4-994a-1913993fadfa","block_type":"box","text":"underlying economic variable would be expected to result in a 1.5% gain in value for the hybrid instrument.","page_number":33,"box":{"x":69,"y":498,"width":758,"height":11}},{"id":"19fe09d8-66f5-4dbc-a0eb-68b99db817fa","block_type":"box","text":"Conversely, a hybrid instrument with a leverage factor of 150% would suffer a 1.5% loss if the underlying economic","page_number":33,"box":{"x":69,"y":513,"width":818,"height":12}},{"id":"dd2ff401-85a3-478d-a5ce-7d316c7bddc1","block_type":"box","text":"variable lost 1% of its value. “Por tfolio leverage ratio” is defined as the average (mean) leverage ratio of all","page_number":33,"box":{"x":68,"y":528,"width":763,"height":12}},{"id":"a0db4b2f-0d96-4a71-a5ea-6ff108be0496","block_type":"box","text":"instruments in a Fund’s por tfolio, weighted by the market values of such instruments or, in the case of futures","page_number":33,"box":{"x":70,"y":543,"width":787,"height":12}},{"id":"c5d3ee67-d87c-47eb-93fc-20228bd19cc3","block_type":"box","text":"contracts, their notional values. A Fund may at times or from time to time decide not to use leverage in its","page_number":33,"box":{"x":69,"y":559,"width":757,"height":11}},{"id":"4ec65596-f504-4fc9-ab7b-caf821f1d026","block_type":"box","text":"investments or use less leverage than may otherwise be allowable.","page_number":33,"box":{"x":70,"y":574,"width":477,"height":11}},{"id":"4db29d8d-1b25-47c0-a12e-a6a5e0c78266","block_type":"box","text":"Counterpar ty Risk.","page_number":33,"box":{"x":102,"y":597,"width":130,"height":11}},{"id":"adb6f694-bf04-4163-b643-d93164e31cf2","block_type":"box","text":"A significant risk of hybrid instruments is counterpar ty risk. Unlike exchange-traded futures","page_number":33,"box":{"x":238,"y":596,"width":646,"height":12}},{"id":"aac38ee8-2563-469e-a149-73543acc60af","block_type":"box","text":"and options, which are standard contracts, hybrid instruments are customized securities, tailor-made by a specific","page_number":33,"box":{"x":69,"y":612,"width":813,"height":11}},{"id":"0616ad5b-3676-4bd6-81aa-c681b701faa6","block_type":"box","text":"issuer. With a listed futures or options contract, an investor’s counterpar ty is the exchange clearinghouse. Exchange","page_number":33,"box":{"x":70,"y":627,"width":829,"height":11}},{"id":"862bdf19-22dc-4ef8-ac73-1b60221b1d97","block_type":"box","text":"clearinghouses are capitalized by the exchange members and typically have high investment grade ratings (","page_number":33,"box":{"x":69,"y":642,"width":763,"height":11}},{"id":"d003cf10-1324-48c7-b6cf-c504183d36b7","block_type":"box","text":"e.g.","page_number":33,"box":{"x":834,"y":643,"width":25,"height":10}},{"id":"c1a2a7d1-3d39-475d-be14-d11ecdbf3220","block_type":"box","text":",","page_number":33,"box":{"x":861,"y":649,"width":2,"height":3}},{"id":"da8523c1-456e-4026-9a68-87a637f0b7c7","block_type":"box","text":"ratings of AAA or AA by S&P). Therefore, the risk is small that an exchange clearinghouse might be unable to meet its","page_number":33,"box":{"x":69,"y":657,"width":836,"height":11}},{"id":"08cf381e-a909-4f20-b95d-70afdf00d89d","block_type":"box","text":"obligations at maturity. However, with a hybrid instrument, a Fund will take on the counterpar ty credit risk of the","page_number":33,"box":{"x":69,"y":672,"width":795,"height":11}},{"id":"74e89809-448c-4589-8e8b-90608a41594d","block_type":"box","text":"issuer. That is, at maturity of the hybrid instrument, there is a risk that the issuer may be unable to per form its","page_number":33,"box":{"x":70,"y":687,"width":791,"height":11}},{"id":"2284de71-e906-438f-9555-fae5a865af12","block_type":"box","text":"obligations under the structured note.","page_number":33,"box":{"x":69,"y":703,"width":268,"height":11}},{"id":"3eef9666-682a-462a-a4a2-559523f6a7e9","block_type":"box","text":"Convertible Securities.","page_number":33,"box":{"x":102,"y":725,"width":165,"height":9}},{"id":"d30156a0-c52d-496e-a09e-a2a7a3a2af49","block_type":"box","text":"A conver tible security is a bond, debenture, note, preferred stock or other security that","page_number":33,"box":{"x":273,"y":725,"width":619,"height":11}},{"id":"385ae4a5-ae51-4d17-a42d-877288dcc4ae","block_type":"box","text":"may be conver ted into or exchanged for a prescribed amount of common stock or other equity security of the same or","page_number":33,"box":{"x":69,"y":740,"width":839,"height":11}},{"id":"6ac0dbe9-0fbb-4a6d-9185-78a44a900365","block_type":"box","text":"a different issuer within a par ticular period of time at a specified price or formula. A conver tible security entitles the","page_number":33,"box":{"x":69,"y":755,"width":826,"height":11}},{"id":"5ee47744-0707-453a-aabd-70842c48446c","block_type":"box","text":"holder to receive interest paid or accrued on debt or the dividend paid on preferred stock until the conver tible","page_number":33,"box":{"x":69,"y":770,"width":781,"height":11}},{"id":"a7cf9f16-b2d2-47ba-83c4-d0581817adf5","block_type":"box","text":"security matures or is redeemed, conver ted or exchanged. Before conversion, conver tible securities have","page_number":33,"box":{"x":69,"y":785,"width":750,"height":12}},{"id":"64a64102-e0fe-4e97-add7-a49c05d115b0","block_type":"box","text":"characteristics similar to nonconver tible income securities in that they ordinarily provide a stable stream of income","page_number":33,"box":{"x":69,"y":801,"width":819,"height":11}},{"id":"3d31570a-55d2-4e67-aebb-07ea8ad17dbe","block_type":"box","text":"with generally higher yields than those of common stocks of the same or similar issuers, but lower yields than","page_number":33,"box":{"x":68,"y":816,"width":784,"height":11}},{"id":"619efd24-0260-433a-80bc-d1e92fe558e4","block_type":"box","text":"comparable nonconver tible securities. The value of a conver tible security is influenced by changes in interest rates,","page_number":33,"box":{"x":69,"y":831,"width":823,"height":11}},{"id":"f971e09b-9fce-4497-85c4-3006c4a60242","block_type":"box","text":"with investment value declining as interest rates increase and increasing as interest rates decline. The credit","page_number":33,"box":{"x":68,"y":846,"width":780,"height":11}},{"id":"5ea09b74-0666-4d20-a75c-52e23f90794b","block_type":"box","text":"standing of the issuer and other factors also may have an effect on the conver tible security’s investment value.","page_number":33,"box":{"x":69,"y":861,"width":795,"height":11}},{"id":"18b8de8b-7675-45c4-9f47-e03977d86908","block_type":"box","text":"Conver tible securities rank senior to common stock in a corporation’s capital structure but are usually subordinated","page_number":33,"box":{"x":69,"y":876,"width":826,"height":11}},{"id":"fd151850-4787-4d00-906d-ae2f3e7ac421","block_type":"box","text":"to comparable nonconver tible securities. Conver tible securities may be subject to redemption at the option of the","page_number":33,"box":{"x":68,"y":891,"width":811,"height":11}},{"id":"cc8889bc-91c6-47a3-a647-142edfc7ef26","block_type":"box","text":"issuer at a price established in the conver tible security’s governing instrument.","page_number":33,"box":{"x":70,"y":907,"width":563,"height":11}},{"id":"b0d720a3-c470-4f8d-953b-37734da623a0","block_type":"box","text":"II-5","page_number":33,"box":{"x":478,"y":943,"width":22,"height":9}},{"id":"69b5a617-87b6-4b44-b784-8eacbc3b9ef2","block_type":"box","text":"NM1026U-5981080-33/228","page_number":33,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"70124c54-bb69-47e4-9abe-e171efb5bc96","block_type":"box","text":"The characteristics of conver tible securities make them potentially attractive investments for an investment","page_number":34,"box":{"x":101,"y":45,"width":767,"height":11}},{"id":"6e5d68d5-0b00-47e6-ac55-343a021e2b4c","block_type":"box","text":"company seeking a high total return from capital appreciation and investment income. These characteristics include","page_number":34,"box":{"x":69,"y":60,"width":826,"height":11}},{"id":"0c3c3bf1-fbc5-4634-89e6-f7e2a4e5ccbc","block_type":"box","text":"the potential for capital appreciation as the value of the underlying common stock increases, the relatively high yield","page_number":34,"box":{"x":68,"y":75,"width":829,"height":11}},{"id":"71a73d4d-4345-48df-a7e6-762cc3e95003","block_type":"box","text":"received from dividend or interest payments as compared to common stock dividends and decreased risks of decline","page_number":34,"box":{"x":69,"y":90,"width":834,"height":11}},{"id":"6095c366-a755-47e8-b698-e07022b16705","block_type":"box","text":"in value relative to the underlying common stock due to their fixed-income nature. As a result of the conversion","page_number":34,"box":{"x":70,"y":105,"width":788,"height":11}},{"id":"753b0b6d-99e4-423e-97c3-686ce8db71ed","block_type":"box","text":"feature, however, the interest rate or dividend preference on a conver tible security is generally less than would be the","page_number":34,"box":{"x":68,"y":120,"width":839,"height":12}},{"id":"91cb11d1-9e40-4fe3-a29b-778d38ca8abe","block_type":"box","text":"case if the securities were issued in nonconver tible form.","page_number":34,"box":{"x":69,"y":135,"width":409,"height":9}},{"id":"1aeb2e8e-c8d4-48b1-9080-ed385f2dd53e","block_type":"box","text":"In analyzing conver tible securities, the Manager will consider both the yield on the conver tible security relative to","page_number":34,"box":{"x":102,"y":158,"width":802,"height":11}},{"id":"4dbb9c9a-3a2e-4e05-90cd-e47e71b1d8b8","block_type":"box","text":"its credit quality and the potential capital appreciation that is offered by the underlying common stock, among other","page_number":34,"box":{"x":70,"y":173,"width":824,"height":11}},{"id":"151fb359-0881-4915-997a-f5388ae2590d","block_type":"box","text":"things.","page_number":34,"box":{"x":68,"y":188,"width":47,"height":12}},{"id":"d614eb07-ff50-4459-acba-fa7cafa26085","block_type":"box","text":"Conver tible securities are issued and traded in a number of securities markets. Even in cases where a","page_number":34,"box":{"x":102,"y":211,"width":731,"height":9}},{"id":"70d4c822-8554-4186-8c47-eabae27db799","block_type":"box","text":"substantial por tion of the conver tible securities held by a Fund are denominated in U.S. dollars, the underlying equity","page_number":34,"box":{"x":69,"y":226,"width":836,"height":11}},{"id":"8dd19048-4dd9-4c66-8063-bc4354e40db8","block_type":"box","text":"securities may be quoted in the currency of the country where the issuer is domiciled. As a result, fluctuations in the","page_number":34,"box":{"x":69,"y":241,"width":832,"height":11}},{"id":"b53da40e-d9e8-4ed3-a4bc-b0411ccd7a10","block_type":"box","text":"exchange rate between the currency in which the debt security is denominated and the currency in which the share","page_number":34,"box":{"x":69,"y":257,"width":818,"height":11}},{"id":"955e7487-b975-4b33-ac06-d00c734868df","block_type":"box","text":"price is quoted will affect the value of the conver tible security. With respect to conver tible securities denominated in","page_number":34,"box":{"x":70,"y":271,"width":828,"height":12}},{"id":"6943924e-3d4b-4180-9063-49b6a4dd9ca5","block_type":"box","text":"a currency different from that of the underlying equity securities, the conversion price may be based on a fixed","page_number":34,"box":{"x":69,"y":286,"width":786,"height":12}},{"id":"43fb37ee-09fc-43bc-98ca-b7cb535ac5a9","block_type":"box","text":"exchange rate established at the time the security is issued, which may increase the effects of currency risk. As","page_number":34,"box":{"x":69,"y":302,"width":800,"height":11}},{"id":"df5128bd-abb0-4afe-8d31-255bfe0be924","block_type":"box","text":"described below, a Fund is authorized to enter into foreign currency hedging transactions in which it may seek to","page_number":34,"box":{"x":69,"y":317,"width":800,"height":11}},{"id":"c956c612-fb91-48b9-ae51-2ebbf2c6b80d","block_type":"box","text":"reduce the effect of exchange rate fluctuations.","page_number":34,"box":{"x":69,"y":332,"width":337,"height":11}},{"id":"9cd4ccdf-894e-41f1-9125-4ac695a264a9","block_type":"box","text":"Apar t from currency considerations, the value of conver tible securities is influenced by both the yield on","page_number":34,"box":{"x":101,"y":355,"width":741,"height":11}},{"id":"cfb6040b-f990-42d0-bd7f-78bede343595","block_type":"box","text":"nonconver tible securities of comparable issuers and by the value of the underlying common stock. The value of a","page_number":34,"box":{"x":69,"y":370,"width":806,"height":11}},{"id":"4d763c54-ad0c-480e-8e29-e658798b522d","block_type":"box","text":"conver tible security viewed without regard to its conversion feature (","page_number":34,"box":{"x":69,"y":385,"width":485,"height":11}},{"id":"a2c4ac44-7933-4d25-82b3-a8da7726f92e","block_type":"box","text":"i.e.","page_number":34,"box":{"x":557,"y":385,"width":20,"height":9}},{"id":"34904e06-e696-4f45-ada8-3323b1d6b574","block_type":"box","text":", strictly on the basis of its yield) is","page_number":34,"box":{"x":579,"y":385,"width":248,"height":11}},{"id":"81ffaa4b-038e-4a4d-ab17-4e54dff57714","block_type":"box","text":"sometimes referred to as its “investment value.” To the extent interest rates change, the investment value of the","page_number":34,"box":{"x":69,"y":400,"width":808,"height":11}},{"id":"09809d23-be48-4a75-9645-c42833cf83f0","block_type":"box","text":"conver tible security typically will fluctuate. At the same time, however, the value of the conver tible security will be","page_number":34,"box":{"x":69,"y":415,"width":807,"height":11}},{"id":"dce32c0d-ae86-4b56-84d1-7150b9d06c82","block_type":"box","text":"influenced by its “conversion value,” which is the market value of the underlying common stock that would be","page_number":34,"box":{"x":70,"y":430,"width":778,"height":11}},{"id":"a64c0a98-a160-4bcc-993c-b381db879343","block_type":"box","text":"obtained if the conver tible security were conver ted. Conversion value fluctuates directly with the price of the","page_number":34,"box":{"x":69,"y":445,"width":769,"height":11}},{"id":"361534a1-30e4-4212-8654-e8cbc0de5c62","block_type":"box","text":"underlying common stock. If the conversion value of a conver tible security is substantially below its investment value,","page_number":34,"box":{"x":69,"y":460,"width":837,"height":12}},{"id":"941b43f3-8a01-425e-8319-ef62454d25cc","block_type":"box","text":"the price of the conver tible security is governed principally by its investment value. To the extent the conversion value","page_number":34,"box":{"x":68,"y":475,"width":837,"height":12}},{"id":"738d9665-0f80-4a8b-bd55-886647c49e96","block_type":"box","text":"of a conver tible security increases to a point that approximates or exceeds its investment value, the price of the","page_number":34,"box":{"x":69,"y":491,"width":800,"height":11}},{"id":"7395bf4f-2081-4b06-a9eb-65bb69efd10e","block_type":"box","text":"conver tible security will be influenced principally by its conversion value. A conver tible security will sell at a premium","page_number":34,"box":{"x":69,"y":506,"width":828,"height":11}},{"id":"104046ff-ac7d-44a0-942a-48b96100d4a3","block_type":"box","text":"over the conversion value to the extent investors place value on the right to acquire the underlying common stock","page_number":34,"box":{"x":69,"y":521,"width":808,"height":11}},{"id":"6b1a38b2-f5f8-4864-adc5-389b870c4e2c","block_type":"box","text":"while holding a fixed-income security. The yield and conversion premium of conver tible securities issued in Japan and","page_number":34,"box":{"x":68,"y":536,"width":835,"height":11}},{"id":"7b36ab68-34f6-4d58-94b6-df4496ff7827","block_type":"box","text":"the Euromarket are frequently determined at levels that cause the conversion value to affect their market value more","page_number":34,"box":{"x":68,"y":551,"width":836,"height":11}},{"id":"9534bab9-00d1-4525-b8a6-a414418520e5","block_type":"box","text":"than the securities’ investment value.","page_number":34,"box":{"x":68,"y":566,"width":268,"height":9}},{"id":"c8184b80-fe6b-49e2-b59d-2b831dcd15c9","block_type":"box","text":"Holders of conver tible securities generally have a claim on the assets of the issuer prior to the common","page_number":34,"box":{"x":102,"y":589,"width":740,"height":11}},{"id":"057cc6ca-5d96-4e78-85f2-9a3cefe91f94","block_type":"box","text":"stockholders but may be subordinated to other debt securities of the same issuer. A conver tible security may be","page_number":34,"box":{"x":69,"y":604,"width":801,"height":11}},{"id":"c604c8ac-2114-4142-aa70-ed5d31d8a312","block_type":"box","text":"subject to redemption at the option of the issuer at a price established in a char ter provision, indenture or other","page_number":34,"box":{"x":69,"y":619,"width":800,"height":11}},{"id":"f396c6f8-9fd5-46e5-a05a-c5e73b145500","block_type":"box","text":"governing instrument pursuant to which the conver tible security was issued. If a conver tible security held by a Fund is","page_number":34,"box":{"x":68,"y":634,"width":840,"height":12}},{"id":"b8607d01-0d9d-4fe6-91f1-2e9f0d133871","block_type":"box","text":"called for redemption, the Fund will be required to redeem the security, conver t it into the underlying common stock","page_number":34,"box":{"x":69,"y":649,"width":823,"height":12}},{"id":"bcb8f0e2-f3b8-4c22-8d8b-f4a244d60147","block_type":"box","text":"or sell it to a third par ty. Cer tain conver tible debt securities may provide a put option to the holder, which entitles the","page_number":34,"box":{"x":69,"y":665,"width":835,"height":11}},{"id":"629ecf76-f42c-4bf5-9684-5fe6e316f3cf","block_type":"box","text":"holder to cause the security to be redeemed by the issuer at a premium over the stated principal amount of the debt","page_number":34,"box":{"x":69,"y":680,"width":832,"height":11}},{"id":"ed1b41bd-55ba-4454-9f19-7519583d24e5","block_type":"box","text":"security under cer tain circumstances.","page_number":34,"box":{"x":69,"y":695,"width":267,"height":11}},{"id":"75a4d3ae-5d6f-452a-a4e0-42238e64d8a0","block_type":"box","text":"A Fund may also invest in synthetic conver tible securities. Synthetic conver tible securities may include either","page_number":34,"box":{"x":101,"y":718,"width":777,"height":11}},{"id":"1ff65cd5-07f8-4318-94fe-463fd365f100","block_type":"box","text":"Cash-Settled Conver tibles or Manufactured Conver tibles. “Cash-Settled Conver tibles” are instruments that are","page_number":34,"box":{"x":69,"y":732,"width":789,"height":10}},{"id":"d86c1c61-080c-445b-a95e-4530f9a7a84a","block_type":"box","text":"created by the issuer and have the economic characteristics of traditional conver tible securities but may not actually","page_number":34,"box":{"x":69,"y":748,"width":831,"height":11}},{"id":"0606b39f-c396-41c1-a3c0-b094c4654563","block_type":"box","text":"permit conversion into the underlying equity securities in all circumstances. As an example, a private company may","page_number":34,"box":{"x":70,"y":763,"width":819,"height":11}},{"id":"7042ed27-5828-410f-8114-bff4db434017","block_type":"box","text":"issue a Cash-Settled Conver tible that is conver tible into common stock only if the company successfully completes a","page_number":34,"box":{"x":70,"y":778,"width":833,"height":11}},{"id":"86d77fc3-4885-460f-ae0c-8b3651d7d11f","block_type":"box","text":"public offering of its common stock prior to maturity and otherwise pays a cash amount to reflect any equity","page_number":34,"box":{"x":70,"y":793,"width":769,"height":11}},{"id":"a801aa9e-c97c-4429-ae39-6c2f9c0ba461","block_type":"box","text":"appreciation. “Manufactured Conver tibles” are created by the Manager or another par ty by combining separate","page_number":34,"box":{"x":69,"y":808,"width":791,"height":11}},{"id":"5727ad3b-a74e-48ed-8d78-cd0e53938981","block_type":"box","text":"securities that possess one of the two principal characteristics of a conver tible security,","page_number":34,"box":{"x":69,"y":823,"width":627,"height":11}},{"id":"7b7503ef-107d-443d-b0d7-da1305239528","block_type":"box","text":"i.e.","page_number":34,"box":{"x":703,"y":823,"width":20,"height":9}},{"id":"66c76cfa-9436-4fd5-a4cc-c21aabb63f3e","block_type":"box","text":", fixed-income (“fixed","page_number":34,"box":{"x":726,"y":823,"width":151,"height":11}},{"id":"5d0b19b9-4bc2-4cf6-8a8f-6a2d68edba03","block_type":"box","text":"income component”) or a right to acquire equity securities (“conver tibility component”). The fixed-income component","page_number":34,"box":{"x":70,"y":838,"width":830,"height":12}},{"id":"fcb133c0-3a30-4d1b-b89c-c10b818531c1","block_type":"box","text":"is achieved by investing in nonconver tible fixed-income securities, such as nonconver tible bonds, preferred stocks","page_number":34,"box":{"x":70,"y":853,"width":814,"height":12}},{"id":"6f598495-9876-496e-95c5-8ce01f6727b2","block_type":"box","text":"and money market instruments. The conver tibility component is achieved by investing in call options, warrants, or","page_number":34,"box":{"x":69,"y":869,"width":811,"height":11}},{"id":"885cc9f8-b086-45a5-9baf-91663e7cb5cf","block_type":"box","text":"other securities with equity conversion features (“equity features”) granting the holder the right to purchase a","page_number":34,"box":{"x":69,"y":884,"width":779,"height":11}},{"id":"a3184b6d-b193-498b-90cc-93109c294ff5","block_type":"box","text":"II-6","page_number":34,"box":{"x":478,"y":943,"width":22,"height":9}},{"id":"e8f0a5b0-e4eb-4b52-9a5c-8fc3d584726a","block_type":"box","text":"NM1026U-5981080-34/228","page_number":34,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"0a41c815-6fb1-4bd4-8854-66c626e56003","block_type":"box","text":"specified quantity of the underlying stocks within a specified period of time at a specified price or, in the case of a","page_number":35,"box":{"x":69,"y":45,"width":813,"height":11}},{"id":"c49407a3-5ba6-4521-9311-4c4aa3b6adea","block_type":"box","text":"stock index option, the right to receive a cash payment based on the value of the underlying stock index.","page_number":35,"box":{"x":69,"y":60,"width":744,"height":11}},{"id":"c986cf65-e88e-468b-ba6b-6072e8baa99b","block_type":"box","text":"A Manufactured Conver tible differs from traditional conver tible securities in several respects. Unlike a traditional","page_number":35,"box":{"x":101,"y":82,"width":804,"height":11}},{"id":"fe1fc206-cdec-46ea-8539-e05ab7588004","block_type":"box","text":"conver tible security, which is a single security that has a unitary market value, a Manufactured Conver tible is","page_number":35,"box":{"x":69,"y":98,"width":777,"height":11}},{"id":"bbebaa06-46f2-438d-a705-4059d79de3f9","block_type":"box","text":"comprised of two or more separate securities, each with its own market value. Therefore, the total “market value” of","page_number":35,"box":{"x":69,"y":113,"width":832,"height":11}},{"id":"93418ccf-d285-487e-a072-8b7ec5641281","block_type":"box","text":"such a Manufactured Conver tible is the sum of the values of its fixed-income component and its conver tibility","page_number":35,"box":{"x":69,"y":128,"width":781,"height":11}},{"id":"eb478701-90c8-4961-b730-e86fffa51fb4","block_type":"box","text":"component.","page_number":35,"box":{"x":69,"y":144,"width":82,"height":10}},{"id":"ea9b4a1d-9d9f-41de-ba45-cb23fdf646b0","block_type":"box","text":"More flexibility is possible in the creation of a Manufactured Conver tible than in the purchase of a traditional","page_number":35,"box":{"x":102,"y":166,"width":773,"height":11}},{"id":"2dfc5953-6c95-44bd-be98-5f3d4f6f4365","block_type":"box","text":"conver tible security. Because many corporations have not issued conver tible securities, the Manager may combine a","page_number":35,"box":{"x":69,"y":181,"width":833,"height":11}},{"id":"ee5161be-4cd5-4e7c-87e1-f81cc34c6164","block_type":"box","text":"fixed-income instrument and an equity feature with respect to the stock of the issuer of the fixed-income instrument","page_number":35,"box":{"x":68,"y":196,"width":826,"height":11}},{"id":"0433d521-d9dd-42e8-8fec-80d7a7ff61d9","block_type":"box","text":"to create a synthetic conver tible security otherwise unavailable in the market. The Manager may also combine a","page_number":35,"box":{"x":68,"y":211,"width":800,"height":11}},{"id":"fcb31d4e-04a8-4427-b3d0-5f1244d3e072","block_type":"box","text":"fixed-income instrument of an issuer with an equity feature with respect to the stock of a different issuer when the","page_number":35,"box":{"x":68,"y":226,"width":817,"height":11}},{"id":"377edf86-220c-45c2-a4df-32f252a16d61","block_type":"box","text":"Manager believes such a Manufactured Conver tible would better promote a Fund’s objective than alternative","page_number":35,"box":{"x":70,"y":241,"width":772,"height":11}},{"id":"3e04fd3d-26de-4b54-b947-4d762f1b7bec","block_type":"box","text":"investments. For example, the Manager may combine an equity feature with respect to an issuer’s stock with a fixed","page_number":35,"box":{"x":70,"y":256,"width":833,"height":12}},{"id":"05243c34-e810-435d-a215-9b077f56fe22","block_type":"box","text":"income security of a different issuer in the same industry to diversify the Fund’s credit exposure, or with a U.S.","page_number":35,"box":{"x":70,"y":271,"width":790,"height":12}},{"id":"b9f8e913-4188-4716-8099-c6400443aec0","block_type":"box","text":"Treasury instrument to create a Manufactured Conver tible with a higher credit profile than a traditional conver tible","page_number":35,"box":{"x":68,"y":286,"width":815,"height":12}},{"id":"d911f4df-47bf-418a-a9bb-ee4be8910eb4","block_type":"box","text":"security issued by that issuer. A Manufactured Conver tible also is a more flexible investment in that its two","page_number":35,"box":{"x":69,"y":302,"width":764,"height":11}},{"id":"81f6ae6c-61fc-4eb0-973d-32b710a82800","block_type":"box","text":"components may be purchased separately and, upon purchasing the separate securities, “combined” to create a","page_number":35,"box":{"x":69,"y":317,"width":806,"height":11}},{"id":"70dfeea6-8610-4f9a-b2be-d19f89a61c33","block_type":"box","text":"Manufactured Conver tible. For example, the Fund may purchase a warrant for eventual inclusion in a Manufactured","page_number":35,"box":{"x":70,"y":332,"width":818,"height":11}},{"id":"101827a5-346e-4e0e-986a-b5534305034c","block_type":"box","text":"Conver tible while postponing the purchase of a suitable bond to pair with the warrant pending development of more","page_number":35,"box":{"x":69,"y":347,"width":824,"height":11}},{"id":"ca332302-90ab-4cd4-9778-82d1d444eb3b","block_type":"box","text":"favorable market conditions.","page_number":35,"box":{"x":68,"y":362,"width":202,"height":9}},{"id":"c6b3d8a9-885b-47b3-9201-b15c12936048","block_type":"box","text":"The value of a Manufactured Conver tible may respond to cer tain market fluctuations differently from a traditional","page_number":35,"box":{"x":101,"y":385,"width":805,"height":11}},{"id":"4068909c-0a5f-4e81-90db-55d81e544c2a","block_type":"box","text":"conver tible security with similar characteristics. For example, in the event a Fund created a Manufactured Conver tible","page_number":35,"box":{"x":69,"y":400,"width":837,"height":11}},{"id":"31987495-a1df-43db-82b6-471af6090761","block_type":"box","text":"by combining a shor t-term U.S. Treasury instrument and a call option on a stock, the Manufactured Conver tible would","page_number":35,"box":{"x":69,"y":415,"width":839,"height":11}},{"id":"049e50ee-c1bc-45bf-9ae9-e890b42b0b9e","block_type":"box","text":"be expected to outper form a traditional conver tible of similar maturity that is conver tible into that stock during","page_number":35,"box":{"x":69,"y":430,"width":787,"height":11}},{"id":"0ac89b59-32e4-40a9-a8ee-46facd09dbc1","block_type":"box","text":"periods when Treasury instruments outper form corporate fixed-income securities and underper form during periods","page_number":35,"box":{"x":70,"y":445,"width":815,"height":12}},{"id":"f256302e-716b-40b3-bab5-8bdb4c623a92","block_type":"box","text":"when corporate fixed-income securities outper form Treasury instruments.","page_number":35,"box":{"x":68,"y":460,"width":523,"height":12}},{"id":"7f627e61-106f-42bf-b1e2-f8140b6c1931","block_type":"box","text":"Corporate Loans.","page_number":35,"box":{"x":102,"y":483,"width":123,"height":11}},{"id":"ec0d2563-90c0-41e1-93f5-5effccba9608","block_type":"box","text":"Cer tain Funds may invest in corporate loans. Corporate loans are generally non-investment","page_number":35,"box":{"x":231,"y":483,"width":647,"height":11}},{"id":"d20892aa-a56a-4c51-90de-ad29a5bcfe78","block_type":"box","text":"grade floating rate instruments. Usually, they are freely callable at the issuer’s option. Cer tain Funds may invest in","page_number":35,"box":{"x":68,"y":498,"width":817,"height":11}},{"id":"c15b1d79-a47b-43fd-8af8-5741eff05cd2","block_type":"box","text":"fixed and floating rate loans (“Loans”) arranged through private negotiations between a corporate borrower or a","page_number":35,"box":{"x":68,"y":513,"width":794,"height":12}},{"id":"3b5a01a5-dcfa-48a6-acf5-c7ba7924568c","block_type":"box","text":"foreign sovereign entity and one or more financial institutions or institutional investors (“Lenders”). A Fund may invest","page_number":35,"box":{"x":68,"y":528,"width":841,"height":12}},{"id":"1e51ddba-a6f6-4850-b6e1-20614f306cf7","block_type":"box","text":"in such Loans in the form of par ticipations in Loans (“Par ticipations”) and assignments of all or a por tion of Loans","page_number":35,"box":{"x":70,"y":543,"width":818,"height":12}},{"id":"c1e66697-b612-44f8-b0ee-af125e1bf8c6","block_type":"box","text":"from third par ties (“Assignments”). A Fund considers these investments to be investments in debt securities for","page_number":35,"box":{"x":68,"y":559,"width":801,"height":11}},{"id":"70e04203-51b6-4f66-b8f5-ee942ab622c1","block_type":"box","text":"purposes of its investment policies. Par ticipations typically will result in the Fund having a contractual relationship","page_number":35,"box":{"x":70,"y":574,"width":811,"height":11}},{"id":"e19bf74d-1afe-46e8-b581-90ea3cc3533c","block_type":"box","text":"only with the Lender, not with the borrower. The Fund will have the right to receive payments of principal, interest and","page_number":35,"box":{"x":69,"y":589,"width":833,"height":11}},{"id":"a17d7b89-e793-4345-813f-ee76ee1cb1c3","block_type":"box","text":"any fees to which it is entitled only from the Lender selling the Par ticipation and only upon receipt by the Lender of","page_number":35,"box":{"x":69,"y":604,"width":817,"height":11}},{"id":"654266c9-53c8-406e-b2e7-ff77bf8d3f6e","block_type":"box","text":"the payments from the borrower. In connection with purchasing Par ticipations, the Fund generally will have no right to","page_number":35,"box":{"x":68,"y":619,"width":836,"height":11}},{"id":"6dd8a15c-c630-442e-8d94-6b73b8da6be7","block_type":"box","text":"enforce compliance by the borrower with the terms of the loan agreement relating to the Loans, nor any rights of set","page_number":35,"box":{"x":69,"y":634,"width":833,"height":12}},{"id":"ab16de12-934a-40e2-9969-08e06d357483","block_type":"box","text":"off against the borrower, and the Fund may not benefit directly from any collateral suppor ting the Loan in which it has","page_number":35,"box":{"x":69,"y":649,"width":837,"height":12}},{"id":"8a52b29a-1095-4c1e-9e0b-08482e1fc641","block_type":"box","text":"purchased the Par ticipation. As a result, the Fund will assume the credit risk of both the borrower and the Lender","page_number":35,"box":{"x":70,"y":664,"width":809,"height":11}},{"id":"79f5becc-c376-42c7-a485-d5c4aa5969b0","block_type":"box","text":"that is selling the Par ticipation. In the event of the insolvency of the Lender selling the Par ticipation, the Fund may be","page_number":35,"box":{"x":68,"y":680,"width":838,"height":11}},{"id":"f22d1504-b7c7-4963-9400-a8f52e1be08e","block_type":"box","text":"treated as a general creditor of the Lender and may not benefit from any set-off between the Lender and the","page_number":35,"box":{"x":68,"y":695,"width":772,"height":11}},{"id":"b6171e11-0705-4913-93a6-ab462e309165","block_type":"box","text":"borrower. The Fund will acquire Par ticipations only if the Lender interpositioned between the Fund and the borrower is","page_number":35,"box":{"x":69,"y":710,"width":837,"height":11}},{"id":"9a5f0b41-8937-45d9-aa27-8be18996f5b2","block_type":"box","text":"determined by the Fund’s manager to be creditwor thy. When the Fund purchases Assignments from Lenders, the","page_number":35,"box":{"x":69,"y":725,"width":804,"height":11}},{"id":"75768ab7-41fd-46c7-a1c3-ebc3c62687ef","block_type":"box","text":"Fund will acquire direct rights against the borrower on the Loan, and will not have exposure to a counterpar ty’s credit","page_number":35,"box":{"x":70,"y":740,"width":834,"height":11}},{"id":"c9ba397a-a49e-46b4-b318-03a289251eb1","block_type":"box","text":"risk. The Funds may enter into Par ticipations and Assignments on a forward commitment or “when-issued” basis,","page_number":35,"box":{"x":69,"y":755,"width":809,"height":11}},{"id":"b0972416-d475-4fba-b562-7b84ae16ff48","block_type":"box","text":"whereby a Fund would agree to purchase a Par ticipation or Assignment at set terms in the future. For more","page_number":35,"box":{"x":68,"y":770,"width":764,"height":12}},{"id":"f6b57e69-0d01-4e4d-8f5c-c6d552677ba2","block_type":"box","text":"information on forward commitments and when-issued securities, see “When-Issued Securities, Delayed Delivery","page_number":35,"box":{"x":70,"y":785,"width":805,"height":12}},{"id":"26be38b6-c88a-426d-828c-8026412ae165","block_type":"box","text":"Securities and Forward Commitments” below.","page_number":35,"box":{"x":69,"y":801,"width":324,"height":9}},{"id":"70a3cfe7-025a-4664-be50-f522b7c044e4","block_type":"box","text":"A Fund may have difficulty disposing of Assignments and Par ticipations. In cer tain cases, the market for such","page_number":35,"box":{"x":101,"y":823,"width":782,"height":12}},{"id":"95c94033-3363-4c94-8efc-7fca587ade72","block_type":"box","text":"instruments may lack sufficient liquidity, and therefore the Fund anticipates that in such cases such instruments","page_number":35,"box":{"x":70,"y":838,"width":803,"height":11}},{"id":"809401c6-b13c-45fb-86a2-809f95cfe1ef","block_type":"box","text":"could be sold only to a limited number of institutional investors. The lack of a sufficiently liquid secondary market","page_number":35,"box":{"x":69,"y":853,"width":809,"height":12}},{"id":"85718787-4789-44cd-b1d3-873d4d1f8bb8","block_type":"box","text":"may have an adverse impact on the value of such instruments and on the Fund’s ability to dispose of par ticular","page_number":35,"box":{"x":69,"y":869,"width":795,"height":11}},{"id":"0ac70c85-0fc4-49c0-b7bb-92dd23d8c4b2","block_type":"box","text":"Assignments or Par ticipations in response to a specific economic event, such as deterioration in the creditwor thiness","page_number":35,"box":{"x":68,"y":884,"width":841,"height":11}},{"id":"50939916-cc35-4726-a5c3-a0c261ac79cc","block_type":"box","text":"of the borrower.","page_number":35,"box":{"x":69,"y":899,"width":111,"height":9}},{"id":"bf0d3097-97e5-482b-8021-968d140467dc","block_type":"box","text":"II-7","page_number":35,"box":{"x":478,"y":943,"width":22,"height":9}},{"id":"9a85a260-0617-4f0f-9e6b-ed6e7189ec27","block_type":"box","text":"NM1026U-5981080-35/228","page_number":35,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"5478fcc5-496e-4b9e-940f-b1df04997bbc","block_type":"box","text":"Leading financial institutions often act as agent for a broader group of Lenders, generally referred to as a","page_number":36,"box":{"x":102,"y":45,"width":750,"height":11}},{"id":"191bec35-17c1-4474-a721-0b102afb0a8f","block_type":"box","text":"syndicate. The syndicate’s agent arranges the loans, holds collateral and accepts payments of principal and interest.","page_number":36,"box":{"x":69,"y":60,"width":834,"height":11}},{"id":"b6c955cc-c78d-4551-8b0b-d3b334e1fd38","block_type":"box","text":"Failure by the syndicate agent to fulfill its obligations may delay or adversely affect receipt of payment by the Fund.","page_number":36,"box":{"x":70,"y":75,"width":816,"height":11}},{"id":"84a3bce9-97ee-4a25-a193-e0d385584ba8","block_type":"box","text":"The Loans in which the Fund may invest are subject to the risk of loss of principal and income. Although","page_number":36,"box":{"x":101,"y":98,"width":740,"height":11}},{"id":"e7fa19e5-b32b-45c5-a1db-bcee0a87a431","block_type":"box","text":"borrowers frequently provide collateral to secure repayment of these obligations they do not always do so. If they do","page_number":36,"box":{"x":69,"y":113,"width":827,"height":11}},{"id":"fc15f3fc-4b85-49d9-a293-f4dd6a6d1391","block_type":"box","text":"provide collateral, the value of the collateral may not completely cover the borrower’s obligations at the time of a","page_number":36,"box":{"x":70,"y":128,"width":802,"height":11}},{"id":"5ff87a48-a05d-4d91-896b-380319d0b8a7","block_type":"box","text":"default. If a borrower files for protection from its creditors under the U.S. bankruptcy laws, these laws may limit a","page_number":36,"box":{"x":69,"y":143,"width":808,"height":11}},{"id":"cf3f02c8-b695-4e7b-8899-3797c24da4e8","block_type":"box","text":"Fund’s rights to its collateral. In addition, the value of collateral may erode during a bankruptcy case. In the event of","page_number":36,"box":{"x":70,"y":158,"width":827,"height":11}},{"id":"aa303d51-f4a0-46ae-91f0-eaeca2aaf20a","block_type":"box","text":"a bankruptcy, the holder of a Loan may not recover its principal, may experience a long delay in recovering its","page_number":36,"box":{"x":69,"y":173,"width":777,"height":11}},{"id":"40ee0cd9-d38b-4ed7-86c5-58ad53461bd2","block_type":"box","text":"investment and may not receive interest during the delay.","page_number":36,"box":{"x":70,"y":188,"width":406,"height":12}},{"id":"da96abbb-ea85-477b-a0ee-628c0faea911","block_type":"box","text":"Transactions in corporate loans may settle on a delayed basis. As a result, the proceeds from the sale of","page_number":36,"box":{"x":101,"y":211,"width":752,"height":11}},{"id":"181c3e9b-beec-4687-8e04-1c901fb44bc2","block_type":"box","text":"corporate loans may not be readily available to make additional investments or to meet a Fund’s redemption","page_number":36,"box":{"x":69,"y":226,"width":773,"height":11}},{"id":"023ba97f-4222-4fd8-a327-f546d7dc09d4","block_type":"box","text":"obligations. To the extent the extended settlement process gives rise to shor t-term liquidity needs, a Fund may hold","page_number":36,"box":{"x":69,"y":241,"width":824,"height":11}},{"id":"d730428a-e0e2-492d-98c5-71a69fdbf108","block_type":"box","text":"additional cash, sell investments or temporarily borrow from banks and other lenders.","page_number":36,"box":{"x":69,"y":256,"width":610,"height":11}},{"id":"0aab3299-e68b-43a1-8d89-77da40482136","block_type":"box","text":"In cer tain circumstances, Loans may not be deemed to be securities under cer tain federal securities laws.","page_number":36,"box":{"x":102,"y":279,"width":759,"height":11}},{"id":"6198a0d6-45ff-4878-b139-7d3ba5459efb","block_type":"box","text":"Therefore, in the event of fraud or misrepresentation by a borrower or an arranger, Lenders and purchasers of","page_number":36,"box":{"x":68,"y":294,"width":784,"height":11}},{"id":"452335d3-06ce-48a8-a9b5-a3727cd4ae23","block_type":"box","text":"interests in Loans, such as the Funds, may not have the protection of the anti-fraud provisions of the federal","page_number":36,"box":{"x":70,"y":309,"width":772,"height":11}},{"id":"bdf6d74e-9a54-439f-adb2-0090bb6dbacc","block_type":"box","text":"securities laws as would otherwise be available for bonds or stocks. Instead, in such cases, par ties generally would","page_number":36,"box":{"x":69,"y":324,"width":827,"height":12}},{"id":"0f64fbd7-5c28-4746-a9cc-bc02a9c530ed","block_type":"box","text":"rely on the contractual provisions in the Loan agreement itself and common-law fraud protections under applicable","page_number":36,"box":{"x":69,"y":339,"width":815,"height":12}},{"id":"3953806a-1c6f-4cce-81e4-3949743c2585","block_type":"box","text":"state law.","page_number":36,"box":{"x":69,"y":355,"width":67,"height":9}},{"id":"a33952d2-fad4-4dee-a3ce-6e2b544bd08b","block_type":"box","text":"Direct Lending.","page_number":36,"box":{"x":102,"y":377,"width":105,"height":12}},{"id":"bc16b913-2240-41eb-85b6-68fdeb992277","block_type":"box","text":"The Fund may act as the originator for direct loans and engage in direct lending. Direct loans","page_number":36,"box":{"x":213,"y":377,"width":660,"height":12}},{"id":"716e63a6-9167-445d-b174-2338629b4eb2","block_type":"box","text":"between the Fund and a borrower may not be administered by an underwriter or agent bank. The Fund may provide","page_number":36,"box":{"x":69,"y":393,"width":817,"height":11}},{"id":"5caab3e9-610e-447d-8972-b6c583dc8d58","block_type":"box","text":"financing to commercial borrowers directly or through companies acquired (or created) and owned by or otherwise","page_number":36,"box":{"x":68,"y":407,"width":811,"height":12}},{"id":"b538ee20-cd8a-4d2b-aaca-83594ef566a8","block_type":"box","text":"affiliated with the Fund. The terms of the direct loans are negotiated with borrowers in private transactions.","page_number":36,"box":{"x":69,"y":423,"width":764,"height":11}},{"id":"1e22cf53-2e34-45df-8f80-5c4198b58799","block_type":"box","text":"Fur thermore, a direct loan may be secured or unsecured.","page_number":36,"box":{"x":70,"y":438,"width":405,"height":11}},{"id":"b51063ee-ad70-4d15-8ed5-42a7f971b808","block_type":"box","text":"In determining whether to make a direct loan, the Fund will rely primarily upon the creditwor thiness of the","page_number":36,"box":{"x":102,"y":460,"width":750,"height":12}},{"id":"4e3aad67-0a0d-4443-8b28-6f99ccc9cdfd","block_type":"box","text":"borrower and/or any collateral for payment of interest and repayment of principal. The risks associated with direct","page_number":36,"box":{"x":69,"y":475,"width":813,"height":12}},{"id":"210b93a1-df64-4035-8423-2ec678395c1f","block_type":"box","text":"loans are substantially similar to those associated with investing in corporate loans. In making a direct loan, the Fund","page_number":36,"box":{"x":70,"y":491,"width":838,"height":11}},{"id":"c28e7901-6281-4a7d-80ef-667425db3ae5","block_type":"box","text":"is exposed to the risk that the borrower may default or become insolvent and, consequently, that the Fund will lose","page_number":36,"box":{"x":70,"y":506,"width":818,"height":11}},{"id":"f7db1da6-2097-4e7f-8552-3a526fcb7acf","block_type":"box","text":"money on the loan. Fur thermore, direct loans may subject the Fund to liquidity and interest rate risk and cer tain","page_number":36,"box":{"x":69,"y":521,"width":798,"height":11}},{"id":"d1d46cbb-3c2f-42bc-8ee4-4b916d61b61c","block_type":"box","text":"direct loans may be deemed illiquid. Direct loans are not publicly traded and may not have a secondary market. The","page_number":36,"box":{"x":69,"y":536,"width":825,"height":11}},{"id":"ebd6207d-2dba-4053-b14d-e6b1588136f7","block_type":"box","text":"lack of a secondary market for direct loans may have an adverse impact on the ability of the Fund to dispose of a","page_number":36,"box":{"x":70,"y":551,"width":807,"height":11}},{"id":"ad76705a-61de-40b1-ae87-56fb9db74ac4","block_type":"box","text":"direct loan and/or to value the direct loan.","page_number":36,"box":{"x":69,"y":566,"width":301,"height":11}},{"id":"ab664284-1b41-472c-80d2-e010114edd0c","block_type":"box","text":"When engaging in direct lending, the Fund’s per formance may depend, in par t, on the ability of the Fund to","page_number":36,"box":{"x":101,"y":589,"width":762,"height":11}},{"id":"e0b0bf1e-8219-4d51-88d8-b45dd2eb7ea7","block_type":"box","text":"originate loans on advantageous terms. In originating loans, the Fund will compete with a broad spectrum of lenders.","page_number":36,"box":{"x":69,"y":604,"width":833,"height":11}},{"id":"882dce81-35ba-4a6c-b560-c6d2564c748c","block_type":"box","text":"Increased competition for, or a diminishment in the available supply of, qualifying loans could result in lower yields on","page_number":36,"box":{"x":70,"y":619,"width":836,"height":11}},{"id":"ff13bfe6-5130-473f-ab5e-3a2b8f91bc2f","block_type":"box","text":"such loans, which could reduce Fund per formance.","page_number":36,"box":{"x":69,"y":634,"width":362,"height":11}},{"id":"9c99adb5-4c60-4d99-9018-8289319bd0c0","block_type":"box","text":"As par t of its lending activities, the Fund may originate loans to companies that are experiencing significant","page_number":36,"box":{"x":101,"y":657,"width":767,"height":11}},{"id":"3f380def-dc23-4179-8609-246890a1f22b","block_type":"box","text":"financial or business difficulties, including companies involved in bankruptcy or other reorganization and liquidation","page_number":36,"box":{"x":68,"y":672,"width":821,"height":11}},{"id":"c8d9a04a-18a8-4c29-b1fd-baea94f0a953","block_type":"box","text":"proceedings. Although the terms of such financing may result in significant financial returns to the Fund, they involve","page_number":36,"box":{"x":70,"y":687,"width":830,"height":11}},{"id":"e01758b5-fd81-4efe-8f7b-be47c406af77","block_type":"box","text":"a substantial degree of risk. The level of analytical sophistication, both financial and legal, necessary for successful","page_number":36,"box":{"x":69,"y":702,"width":826,"height":12}},{"id":"d061327e-af46-4d8d-9b6c-4a152c10b06a","block_type":"box","text":"financing to companies experiencing significant business and financial difficulties is unusually high.","page_number":36,"box":{"x":68,"y":717,"width":709,"height":12}},{"id":"b2dd574b-b254-4ec0-b1fe-e08a395863ff","block_type":"box","text":"Credit Linked Securities.","page_number":36,"box":{"x":102,"y":740,"width":179,"height":9}},{"id":"83338353-a6a8-4d2a-ba8a-816c91fdd38f","block_type":"box","text":"Among the income producing securities in which a Fund may invest are credit linked","page_number":36,"box":{"x":287,"y":740,"width":596,"height":11}},{"id":"9442460b-f7c6-4bc3-b7ad-77e8c8e5f87b","block_type":"box","text":"securities, which are issued by a limited purpose trust or other vehicle that, in turn, invests in a derivative instrument","page_number":36,"box":{"x":69,"y":755,"width":837,"height":11}},{"id":"a555be6e-b0ca-44cb-935c-25d05c434766","block_type":"box","text":"or basket of derivative instruments, such as credit default swaps, interest rate swaps and other securities, in order","page_number":36,"box":{"x":69,"y":770,"width":823,"height":11}},{"id":"015aea9f-56cc-41ee-bbfd-6916172bf82e","block_type":"box","text":"to provide exposure to cer tain fixed-income markets. For instance, a Fund may invest in credit linked securities as a","page_number":36,"box":{"x":68,"y":785,"width":827,"height":12}},{"id":"4504afc3-224a-43a5-8be4-e5b4df8fd5da","block_type":"box","text":"cash management tool in order to gain exposure to a cer tain market and/or to remain fully invested when more","page_number":36,"box":{"x":69,"y":801,"width":795,"height":11}},{"id":"6ddba363-d912-4da9-b4f3-714f476eae0a","block_type":"box","text":"traditional income producing securities are not available.","page_number":36,"box":{"x":68,"y":816,"width":404,"height":11}},{"id":"99a7748c-2fe7-449c-a73b-ec254762f427","block_type":"box","text":"Like an investment in a bond, investments in these credit linked securities represent the right to receive periodic","page_number":36,"box":{"x":102,"y":839,"width":804,"height":11}},{"id":"01d1c581-28e6-4056-ae37-a6b0702aae33","block_type":"box","text":"income payments (in the form of distributions) and payment of principal at the end of the term of the security.","page_number":36,"box":{"x":70,"y":853,"width":780,"height":12}},{"id":"c60a361e-e4e7-464d-8a3d-932f2fb2ef1d","block_type":"box","text":"However, these payments are conditioned on the issuer’s receipt of payments from, and the issuer’s potential","page_number":36,"box":{"x":102,"y":876,"width":785,"height":11}},{"id":"eee88407-ed7d-455c-a910-d25d9c5d6516","block_type":"box","text":"obligations to, the counterpar ties to the derivative instruments and other securities in which the issuer invests. For","page_number":36,"box":{"x":69,"y":891,"width":821,"height":12}},{"id":"12f54d48-542f-4846-b4c7-2f12475a0ac9","block_type":"box","text":"instance, the issuer may sell one or more credit default swaps, under which the issuer would receive a stream of","page_number":36,"box":{"x":70,"y":906,"width":806,"height":12}},{"id":"14964013-b717-4e57-8345-f23c3b36ad9b","block_type":"box","text":"II-8","page_number":36,"box":{"x":478,"y":943,"width":22,"height":9}},{"id":"a9e5e788-a453-4bda-a160-111583f579e7","block_type":"box","text":"NM1026U-5981080-36/228","page_number":36,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"186e902b-be13-48d8-8a6e-007b183eedb3","block_type":"box","text":"payments over the term of the swap agreements provided that no event of default has occurred with respect to the","page_number":37,"box":{"x":70,"y":45,"width":819,"height":11}},{"id":"c105550b-13c2-45e0-bdc1-0ed1757e5719","block_type":"box","text":"referenced debt obligation upon which the swap is based. If a default occurs, the stream of payments may stop and","page_number":37,"box":{"x":69,"y":60,"width":826,"height":11}},{"id":"f8aab631-3700-40f2-87c6-4f417af754bf","block_type":"box","text":"the issuer would be obligated to pay the counterpar ty the par (or other agreed upon value) of the referenced debt","page_number":37,"box":{"x":68,"y":75,"width":807,"height":11}},{"id":"f5dfd0f0-8ada-4aa1-836a-a08f5695ffa6","block_type":"box","text":"obligation. This, in turn, would reduce the amount of income and principal that a Fund would receive. A Fund’s","page_number":37,"box":{"x":69,"y":90,"width":783,"height":11}},{"id":"5eedc89d-77ce-4ee1-b336-5406393742ce","block_type":"box","text":"investments in these instruments are indirectly subject to the risks associated with derivative instruments, including,","page_number":37,"box":{"x":70,"y":105,"width":833,"height":11}},{"id":"1ef9f1e6-3ffc-45ba-93ac-5bb00e9e616f","block_type":"box","text":"among others, credit risk, default or similar event risk, counterpar ty risk, interest rate risk, leverage risk and","page_number":37,"box":{"x":69,"y":120,"width":771,"height":12}},{"id":"0bbb72e0-e835-449e-9069-ab6b681b9bd9","block_type":"box","text":"management risk. It is also expected that the securities will be exempt from registration under the Securities Act.","page_number":37,"box":{"x":69,"y":135,"width":808,"height":12}},{"id":"ebd6072b-4245-4fb5-838f-09634d4611e8","block_type":"box","text":"Accordingly, there may be no established trading market for the securities and they may constitute illiquid","page_number":37,"box":{"x":68,"y":150,"width":752,"height":12}},{"id":"dfb67a8b-901d-447b-94f3-f02cd980eaf0","block_type":"box","text":"investments.","page_number":37,"box":{"x":70,"y":166,"width":89,"height":9}},{"id":"55847c28-1fa2-4fc6-8a43-bfec6f0974a3","block_type":"box","text":"Debt Securities.","page_number":37,"box":{"x":102,"y":188,"width":116,"height":9}},{"id":"c1c5c0db-9d3c-4bab-bbb6-a1243689affc","block_type":"box","text":"Debt securities, such as bonds, involve credit risk. This is the risk that the issuer will not make","page_number":37,"box":{"x":225,"y":188,"width":677,"height":11}},{"id":"7a6c7084-a58a-400f-b8d4-f9e1fa49704d","block_type":"box","text":"timely payments of principal and interest. The degree of credit risk depends on the issuer’s financial condition and on","page_number":37,"box":{"x":68,"y":203,"width":839,"height":12}},{"id":"8f325740-311d-4d5f-8275-e5f821043a42","block_type":"box","text":"the terms of the debt securities. Changes in an issuer’s credit rating or the market’s perception of an issuer’s","page_number":37,"box":{"x":68,"y":218,"width":787,"height":12}},{"id":"eec69d0e-4f4d-4eec-932b-c4a55bf35ec3","block_type":"box","text":"creditwor thiness may also affect the value of a Fund’s investment in that issuer. Credit risk is reduced to the extent","page_number":37,"box":{"x":69,"y":234,"width":828,"height":11}},{"id":"36856caa-6f8b-4ab1-9965-335e4dd246d5","block_type":"box","text":"a Fund limits its debt investments to U.S. Government Securities.","page_number":37,"box":{"x":69,"y":249,"width":466,"height":9}},{"id":"76be667c-23ec-4e7a-976b-4011e47c6b67","block_type":"box","text":"All debt securities, however, are subject to interest rate risk. This is the risk that the value of the security may","page_number":37,"box":{"x":101,"y":271,"width":784,"height":12}},{"id":"a3ae2705-a7d5-48d7-bc1f-c5f08ae39792","block_type":"box","text":"fall when interest rates rise. If interest rates move sharply in a manner not anticipated by Fund management, a","page_number":37,"box":{"x":68,"y":286,"width":792,"height":12}},{"id":"c2392667-b40f-4d0f-89e6-c316cc0f69a8","block_type":"box","text":"Fund’s investments in debt securities could be adversely affected and the Fund could lose money. In general, the","page_number":37,"box":{"x":70,"y":302,"width":806,"height":11}},{"id":"a32ed290-eb8a-4655-989a-e9945d82bc1f","block_type":"box","text":"market price of debt securities with longer maturities will go up or down more in response to changes in interest","page_number":37,"box":{"x":69,"y":317,"width":800,"height":11}},{"id":"c22fa4d7-c5cb-4613-b046-23b4f14559d3","block_type":"box","text":"rates than will the market price of shor ter-term debt securities.","page_number":37,"box":{"x":69,"y":332,"width":448,"height":11}},{"id":"2b7eea2e-6ed8-4519-8891-2b674d5030a6","block_type":"box","text":"During periods of rising interest rates, the average life of cer tain fixed-income securities is extended because of","page_number":37,"box":{"x":102,"y":355,"width":798,"height":11}},{"id":"13242f82-6918-4938-b7ba-fb283a2e5785","block_type":"box","text":"slower than expected principal payments. This may lock in a below-market interest rate and extend the duration of","page_number":37,"box":{"x":69,"y":370,"width":813,"height":11}},{"id":"d659fe87-18c8-4d8c-9186-73fd4b5cba92","block_type":"box","text":"these fixed-income securities, especially mor tgage-related securities, making them more sensitive to changes in","page_number":37,"box":{"x":68,"y":385,"width":801,"height":11}},{"id":"610c0c7e-2944-4628-a467-5cf185c97700","block_type":"box","text":"interest rates. As a result, in a period of rising interest rates, these securities may exhibit additional volatility and","page_number":37,"box":{"x":70,"y":400,"width":806,"height":11}},{"id":"2b62056d-9e67-4e05-b8f3-8d3958deb467","block_type":"box","text":"lose value. This is known as extension risk.","page_number":37,"box":{"x":70,"y":415,"width":307,"height":9}},{"id":"80c4e27f-3e46-48e9-812a-835f21e419e6","block_type":"box","text":"The value of fixed-income securities in the Funds can be expected to vary inversely with changes in prevailing","page_number":37,"box":{"x":101,"y":438,"width":778,"height":11}},{"id":"3331033b-069b-4507-8217-7ada91ee6e65","block_type":"box","text":"interest rates. Fixed-income securities with longer maturities, which tend to produce higher yields, are subject to","page_number":37,"box":{"x":70,"y":453,"width":798,"height":11}},{"id":"a364afaa-1685-440d-82df-6cde07f3eae0","block_type":"box","text":"potentially greater capital appreciation and depreciation than securities with shor ter maturities. The Funds are not","page_number":37,"box":{"x":70,"y":468,"width":812,"height":11}},{"id":"49242fca-f86f-49b6-99f6-c3b53687fa48","block_type":"box","text":"restricted to any maximum or minimum time to maturity in purchasing individual por tfolio securities, and the average","page_number":37,"box":{"x":69,"y":483,"width":831,"height":11}},{"id":"5feac91b-2dee-469b-b8d8-de2aa266ca90","block_type":"box","text":"maturity of a Fund’s assets will vary.","page_number":37,"box":{"x":69,"y":498,"width":259,"height":11}},{"id":"f98788ef-0e9d-4546-9379-b542e9756ac6","block_type":"box","text":"Floating and Variable Rate Securities","page_number":37,"box":{"x":102,"y":521,"width":260,"height":11}},{"id":"0f28a9f4-d45a-461e-ad84-291c2819fd9a","block_type":"box","text":". Cer tain Funds may invest in debt instruments that pay a variable coupon","page_number":37,"box":{"x":364,"y":521,"width":526,"height":11}},{"id":"f730ca7e-2369-4975-8f23-4c58aac9d6e0","block_type":"box","text":"rate. Securities with floating or variable interest rates can be less sensitive to interest rate changes than securities","page_number":37,"box":{"x":69,"y":536,"width":821,"height":11}},{"id":"aec0321c-aeed-4d89-b668-108fd25d64ac","block_type":"box","text":"with fixed interest rates, but may decline in value if their interest rates do not rise as much, or as quickly, as interest","page_number":37,"box":{"x":68,"y":551,"width":834,"height":11}},{"id":"bcef2d57-5228-4292-b542-efe7f89d7791","block_type":"box","text":"rates in general. Conversely, floating rate securities will not generally increase in value if interest rates decline. The","page_number":37,"box":{"x":69,"y":566,"width":820,"height":11}},{"id":"7a0a1fea-2d0d-41cb-9dbd-2bb0f9ae5db9","block_type":"box","text":"impact of interest rate changes on floating rate investments is typically mitigated by the periodic interest rate reset of","page_number":37,"box":{"x":70,"y":581,"width":838,"height":12}},{"id":"90493cb7-4604-48dd-859b-98439b12db51","block_type":"box","text":"the investments. Benchmark interest rates used for floating and variable rate securities may not accurately track","page_number":37,"box":{"x":68,"y":596,"width":804,"height":12}},{"id":"bad740a5-27ca-41c8-af2f-2d506f310420","block_type":"box","text":"market interest rates.","page_number":37,"box":{"x":69,"y":612,"width":153,"height":9}},{"id":"2301a14e-af35-4296-ac09-9b7e585392ab","block_type":"box","text":"Inflation-Indexed Bonds.","page_number":37,"box":{"x":102,"y":634,"width":169,"height":9}},{"id":"58747f6f-dbc6-4d76-81ef-bc82dacf5661","block_type":"box","text":"Cer tain Funds may invest in inflation-indexed bonds, which are fixed-income securities or","page_number":37,"box":{"x":278,"y":634,"width":632,"height":11}},{"id":"3925e528-b039-4ce0-8a9c-7e857ad7420f","block_type":"box","text":"other instruments whose principal value is periodically adjusted according to the rate of inflation. Two structures are","page_number":37,"box":{"x":69,"y":649,"width":828,"height":12}},{"id":"a37e17c4-a553-44f1-9b68-6b4f082b0273","block_type":"box","text":"common. The U.S. Treasury and some other issuers use a structure that accrues inflation into the principal value of","page_number":37,"box":{"x":69,"y":664,"width":827,"height":12}},{"id":"4e59819a-52e0-4354-bd41-b1a54be75bdd","block_type":"box","text":"the bond. Most other issuers pay out the Consumer Price Index (“CPI”) accruals as par t of a semi-annual coupon.","page_number":37,"box":{"x":68,"y":680,"width":810,"height":11}},{"id":"2d22fe6e-4eb4-43ec-81bb-a53055e988c5","block_type":"box","text":"Inflation-indexed securities issued by the U.S. Treasury have maturities of five, ten or thir ty years, although it is","page_number":37,"box":{"x":102,"y":702,"width":792,"height":12}},{"id":"3fb7aa94-a3fb-4334-adf9-37d4a5f86660","block_type":"box","text":"possible that securities with other maturities will be issued in the future. The U.S. Treasury securities pay interest on","page_number":37,"box":{"x":70,"y":717,"width":833,"height":12}},{"id":"794d3321-5d22-440b-83a7-d64e2fe98f0c","block_type":"box","text":"a semi-annual basis, equal to a fixed percentage of the inflation-adjusted principal amount. For example, if a Fund","page_number":37,"box":{"x":69,"y":732,"width":810,"height":12}},{"id":"ac6ab0a7-50ab-4ae3-b963-a83713a8d6fd","block_type":"box","text":"purchased an inflation-indexed bond with a par value of $1,000 and a 3% real rate of return coupon (payable 1.5%","page_number":37,"box":{"x":70,"y":747,"width":814,"height":12}},{"id":"85d0a337-6d8e-420e-8bbd-559ed20cac2a","block_type":"box","text":"semi-annually), and inflation over the first six months was 1%, the mid-year par value of the bond would be $1,010","page_number":37,"box":{"x":69,"y":762,"width":816,"height":12}},{"id":"a2816ccb-2c27-4444-b81c-25a28e26bac1","block_type":"box","text":"and the first semi-annual interest payment would be $15.15 ($1,010 times 1.5%). If inflation during the second half","page_number":37,"box":{"x":69,"y":777,"width":828,"height":12}},{"id":"e1f8ce44-02c0-4508-a86f-0ca3e3b068c6","block_type":"box","text":"of the year resulted in the whole year’s inflation equaling 3%, the end-of-year par value of the bond would be $1,030","page_number":37,"box":{"x":69,"y":792,"width":828,"height":12}},{"id":"23bc8179-ddc3-490b-abd6-cf35461011aa","block_type":"box","text":"and the second semi-annual interest payment would be $15.45 ($1,030 times 1.5%).","page_number":37,"box":{"x":69,"y":807,"width":610,"height":12}},{"id":"2d3aa96f-1c1e-4bfd-a316-df2656683b0c","block_type":"box","text":"If the periodic adjustment rate measuring inflation falls, the principal value of inflation-indexed bonds will be","page_number":37,"box":{"x":102,"y":831,"width":767,"height":11}},{"id":"727688fa-18d0-420b-ab0c-2c4ee0741b20","block_type":"box","text":"adjusted downward, and, consequently, the interest payable on these securities (calculated with respect to a smaller","page_number":37,"box":{"x":69,"y":846,"width":833,"height":11}},{"id":"1675a83e-9fbb-4f17-895d-2d3038341b8f","block_type":"box","text":"principal amount) will be reduced. Repayment of the original bond principal upon maturity (as adjusted for inflation) is","page_number":37,"box":{"x":70,"y":861,"width":834,"height":11}},{"id":"2e9e9d64-a673-4321-9fc1-427f4ff0286d","block_type":"box","text":"guaranteed in the case of U.S. Treasury inflation-indexed bonds, even during a period of deflation. However, the","page_number":37,"box":{"x":68,"y":876,"width":795,"height":11}},{"id":"4f7457e1-3998-42de-8ac3-5e62102b62af","block_type":"box","text":"current market value of the bonds is not guaranteed, and will fluctuate. Cer tain Funds may also invest in other","page_number":37,"box":{"x":69,"y":891,"width":788,"height":12}},{"id":"08e83fa1-cc09-42f5-bfaf-40ebf7129160","block_type":"box","text":"inflation related bonds which may or may not provide a similar guarantee. If a guarantee of principal is not provided,","page_number":37,"box":{"x":70,"y":906,"width":823,"height":12}},{"id":"3ba28171-ecfe-49dd-b184-4c09c144d1a6","block_type":"box","text":"II-9","page_number":37,"box":{"x":478,"y":943,"width":22,"height":9}},{"id":"00af9b32-7039-4fa1-a968-e6b166ecb2c2","block_type":"box","text":"NM1026U-5981080-37/228","page_number":37,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"9b8deafe-3954-49b4-88d0-3e551356e6a7","block_type":"box","text":"the adjusted principal value of the bond repaid at maturity may be less than the original principal. In addition, if the","page_number":38,"box":{"x":68,"y":45,"width":821,"height":11}},{"id":"14cdb88b-5b6f-40a8-a84c-7e44caa66c7d","block_type":"box","text":"Fund purchases inflation-indexed bonds offered by foreign issuers, the rate of inflation measured by the foreign","page_number":38,"box":{"x":70,"y":60,"width":792,"height":11}},{"id":"631b4c33-5a6c-43f8-ba85-a54e3211e543","block_type":"box","text":"inflation index may not be correlated to the rate of inflation in the United States.","page_number":38,"box":{"x":70,"y":75,"width":570,"height":11}},{"id":"4d681947-f26b-4b1e-8465-9ac0ba224cc7","block_type":"box","text":"The value of inflation-indexed bonds is expected to change in response to changes in real interest rates. Real","page_number":38,"box":{"x":101,"y":98,"width":780,"height":11}},{"id":"3e604f81-d890-48a7-a6f6-b8c191a5d456","block_type":"box","text":"interest rates, in turn, are tied to the relationship between nominal interest rates and the rate of inflation. Therefore,","page_number":38,"box":{"x":70,"y":113,"width":831,"height":11}},{"id":"6698e970-474a-4e28-a3f3-f59d12b79420","block_type":"box","text":"if inflation were to rise at a faster rate than nominal interest rates, real interest rates might decline, leading to an","page_number":38,"box":{"x":70,"y":128,"width":808,"height":11}},{"id":"3585a6fa-6918-49d6-8617-9a3d2898d064","block_type":"box","text":"increase in value of inflation-indexed bonds. In contrast, if nominal interest rates increased at a faster rate than","page_number":38,"box":{"x":70,"y":143,"width":796,"height":10}},{"id":"9736956c-80bb-4ae8-98e9-81aff3fdc9f8","block_type":"box","text":"inflation, real interest rates might rise, leading to a decrease in value of inflation-indexed bonds. There can be no","page_number":38,"box":{"x":70,"y":158,"width":805,"height":11}},{"id":"691a13bf-85f1-4ef4-8627-1fe96f444d3a","block_type":"box","text":"assurance, however, that the value of inflation-indexed bonds will be directly correlated to changes in interest rates.","page_number":38,"box":{"x":69,"y":173,"width":824,"height":11}},{"id":"3733dc53-efe0-4a5b-98b5-bad318dc48d0","block_type":"box","text":"While these securities are expected to be protected from long-term inflationary trends, shor t-term increases in","page_number":38,"box":{"x":101,"y":196,"width":788,"height":11}},{"id":"952a2260-dd7d-4631-99d3-be0d231c6320","block_type":"box","text":"inflation may lead to a decline in value. If interest rates rise due to reasons other than inflation (for example, due to","page_number":38,"box":{"x":70,"y":211,"width":825,"height":11}},{"id":"b5a472b5-360c-4b68-8a52-71458e41bc34","block_type":"box","text":"changes in currency exchange rates), investors in these securities may not be protected to the extent that the","page_number":38,"box":{"x":69,"y":226,"width":784,"height":11}},{"id":"426d4cf8-c8d6-48fe-bf92-ea06002f6089","block_type":"box","text":"increase is not reflected in the bond’s inflation measure.","page_number":38,"box":{"x":70,"y":241,"width":403,"height":9}},{"id":"2f192540-9d3c-42ea-8e22-aeb33a8b379c","block_type":"box","text":"In general, the measure used to determine the periodic adjustment of U.S. inflation-indexed bonds is the","page_number":38,"box":{"x":102,"y":264,"width":746,"height":11}},{"id":"977e3463-e98d-4929-88d0-386fd2f783a7","block_type":"box","text":"Consumer Price Index for Urban Consumers (“CPI-U”), which is calculated monthly by the U.S. Bureau of Labor","page_number":38,"box":{"x":69,"y":279,"width":786,"height":11}},{"id":"6a2c642e-f62c-4e76-b297-4c85677d378e","block_type":"box","text":"Statistics. The CPI-U is a measurement of changes in the cost of living, made up of components such as housing,","page_number":38,"box":{"x":69,"y":294,"width":810,"height":11}},{"id":"2560f2a2-09fd-4cdf-b742-93300e3fc067","block_type":"box","text":"food, transpor tation and energy. Inflation-indexed bonds issued by a foreign government are generally adjusted to","page_number":38,"box":{"x":68,"y":309,"width":809,"height":11}},{"id":"dad6e686-d5c1-44d7-a157-0ee8eaa46e01","block_type":"box","text":"reflect a comparable inflation index, calculated by that government. There can be no assurance that the CPI-U or any","page_number":38,"box":{"x":69,"y":324,"width":830,"height":12}},{"id":"7006a127-2f6e-4657-9667-cff7de4865e9","block_type":"box","text":"foreign inflation index will accurately measure the real rate of inflation in the prices of goods and services. Moreover,","page_number":38,"box":{"x":68,"y":339,"width":833,"height":12}},{"id":"26648451-f952-4adc-9148-3ce25c450dc1","block_type":"box","text":"there can be no assurance that the rate of inflation in a foreign country will be correlated to the rate of inflation in the","page_number":38,"box":{"x":68,"y":355,"width":840,"height":11}},{"id":"282bdc7d-077d-4426-82fa-901a34d77027","block_type":"box","text":"United States.","page_number":38,"box":{"x":70,"y":370,"width":99,"height":9}},{"id":"a8ecbba9-cfe8-4f3f-a217-1ddc86aef273","block_type":"box","text":"Any increase in the principal amount of an inflation-indexed bond will be considered taxable ordinary income,","page_number":38,"box":{"x":101,"y":392,"width":774,"height":12}},{"id":"ddb2430d-0ba4-4d3d-aa9a-6a87069e74cf","block_type":"box","text":"even though investors do not receive their principal until maturity.","page_number":38,"box":{"x":69,"y":408,"width":464,"height":11}},{"id":"824c1e15-57b6-40df-abaa-36c2863a55f1","block_type":"box","text":"Investment Grade Debt Obligations.","page_number":38,"box":{"x":102,"y":430,"width":252,"height":11}},{"id":"8bbbf75a-2432-4602-ade0-ad2f0f017853","block_type":"box","text":"Cer tain Funds may invest in “investment grade securities,” which are","page_number":38,"box":{"x":360,"y":430,"width":493,"height":11}},{"id":"defcdcf2-fdbc-4f71-b566-f77681268148","block_type":"box","text":"securities rated in the four highest rating categories of an NRSRO or deemed to be of equivalent quality by a Fund’s","page_number":38,"box":{"x":69,"y":445,"width":823,"height":12}},{"id":"761b29d9-1460-4580-9bc3-be11c5b0f771","block_type":"box","text":"Manager. Cer tain Funds may invest in debt securities rated Aaa by Moody’s or AAA by S&P. It should be noted that","page_number":38,"box":{"x":70,"y":460,"width":815,"height":12}},{"id":"b2ceea01-0985-4a4e-b18b-e1c304de7bed","block_type":"box","text":"debt obligations rated in the lowest of the top four ratings (","page_number":38,"box":{"x":69,"y":475,"width":420,"height":12}},{"id":"95d696a7-8e05-41f8-bb21-a8253a88d31e","block_type":"box","text":"i.e.","page_number":38,"box":{"x":492,"y":476,"width":20,"height":8}},{"id":"da28194d-a31e-4f15-b64f-72227c7892d8","block_type":"box","text":", “Baa” by Moody’s or “BBB” by S&P) are considered","page_number":38,"box":{"x":514,"y":476,"width":377,"height":11}},{"id":"ab33f1ae-f533-48c0-a687-06657c07409b","block_type":"box","text":"to have some speculative characteristics and are more sensitive to economic change than higher rated securities. If","page_number":38,"box":{"x":68,"y":491,"width":829,"height":11}},{"id":"c96b9a80-3b5e-434f-9d5d-503d4b25f0a2","block_type":"box","text":"an investment grade security of a Fund is subsequently downgraded below investment grade, the Fund’s Manager will","page_number":38,"box":{"x":69,"y":506,"width":836,"height":11}},{"id":"ce217d92-87a2-42dc-96c1-167f227e09dc","block_type":"box","text":"consider such an event in determining whether the Fund should continue to hold the security. Subject to its","page_number":38,"box":{"x":69,"y":521,"width":763,"height":11}},{"id":"0d9febe0-ed44-484c-aa13-eee63dfd9a42","block_type":"box","text":"investment strategies, there is no limit on the amount of such downgraded securities a Fund may hold.","page_number":38,"box":{"x":70,"y":536,"width":731,"height":11}},{"id":"8abc55ef-eef3-45b0-aaf4-811290296109","block_type":"box","text":"See Appendix A to this SAI for a description of applicable securities ratings.","page_number":38,"box":{"x":102,"y":559,"width":536,"height":11}},{"id":"3e16d9ec-b44f-40f9-8336-e603dffe6c9d","block_type":"box","text":"High Yield Investments (“Junk Bonds”).","page_number":38,"box":{"x":102,"y":582,"width":278,"height":11}},{"id":"b07bb379-23f6-4c24-b709-3eff73340048","block_type":"box","text":"Non-investment grade or “high yield” fixed-income or conver tible securities commonly known to investors as","page_number":38,"box":{"x":102,"y":604,"width":767,"height":11}},{"id":"a12d4742-cf08-46a3-85e4-1a0f442014ca","block_type":"box","text":"“junk bonds” are debt securities that are rated below investment grade by the major rating agencies or are securities","page_number":38,"box":{"x":70,"y":619,"width":834,"height":11}},{"id":"f7f1ca01-4e1d-4079-8e2b-aa4f4555420e","block_type":"box","text":"that Fund management believes are of comparable quality. While generally providing greater income and oppor tunity","page_number":38,"box":{"x":68,"y":634,"width":828,"height":12}},{"id":"4a43ad8a-68ac-4e80-b3e1-8865d434aa1e","block_type":"box","text":"for gain, non-investment grade debt securities may be subject to greater risks than securities which have higher credit","page_number":38,"box":{"x":68,"y":649,"width":841,"height":12}},{"id":"a220ca1c-ed8a-4db8-81b9-e5dba803b326","block_type":"box","text":"ratings, including a high risk of default, and their yields will fluctuate over time. High yield securities will generally be","page_number":38,"box":{"x":69,"y":664,"width":827,"height":12}},{"id":"335bcb30-0d03-4e38-bb7e-0bfd0724f159","block_type":"box","text":"in the lower rating categories of recognized rating agencies (rated “Ba” or lower by Moody’s or “BB” or lower by S&P)","page_number":38,"box":{"x":70,"y":680,"width":830,"height":11}},{"id":"d7ec78ff-64c0-409e-8c36-c56da3d1369f","block_type":"box","text":"or will be non-rated. The credit rating of a high yield security does not necessarily address its market value risk, and","page_number":38,"box":{"x":69,"y":695,"width":824,"height":11}},{"id":"542c4c93-f4fd-4e03-8ef7-0103b5127362","block_type":"box","text":"ratings may from time to time change, positively or negatively, to reflect developments regarding the issuer’s financial","page_number":38,"box":{"x":69,"y":710,"width":838,"height":11}},{"id":"2c3ef8da-dbaa-483d-8105-3db902cfba4a","block_type":"box","text":"condition. High yield securities are considered to be speculative with respect to the capacity of the issuer to timely","page_number":38,"box":{"x":69,"y":725,"width":817,"height":11}},{"id":"e49f6cdc-913e-45a5-ae99-0a8b60ae9a1a","block_type":"box","text":"repay principal and pay interest or dividends in accordance with the terms of the obligation and may have more credit","page_number":38,"box":{"x":69,"y":740,"width":837,"height":11}},{"id":"a1e1897e-56ca-4910-8e91-f0a0d7b88268","block_type":"box","text":"risk than higher rated securities.","page_number":38,"box":{"x":69,"y":755,"width":230,"height":11}},{"id":"c981a6b0-bbfa-461b-a7cc-88532390812d","block_type":"box","text":"The major risks in junk bond investments include the following:","page_number":38,"box":{"x":101,"y":778,"width":447,"height":11}},{"id":"3e338a3f-a4dd-413e-8c5e-15a43cd06337","block_type":"box","text":"•","page_number":38,"box":{"x":69,"y":801,"width":6,"height":4}},{"id":"f7d567a2-db83-4eda-a972-a2fec741cd64","block_type":"box","text":"Junk bonds may be issued by less creditwor thy companies. These securities are vulnerable to adverse changes","page_number":38,"box":{"x":101,"y":798,"width":796,"height":11}},{"id":"3be4e7fb-302c-4312-affd-5c6354dcb278","block_type":"box","text":"in the issuer’s industry and to general economic conditions. Issuers of junk bonds may be unable to meet their","page_number":38,"box":{"x":102,"y":813,"width":792,"height":11}},{"id":"2fa175b6-77a5-4332-aef7-d22935fe7be4","block_type":"box","text":"interest or principal payment obligations because of an economic downturn, specific issuer developments or the","page_number":38,"box":{"x":102,"y":828,"width":799,"height":12}},{"id":"e7fa0016-fac5-48ff-806b-08cb1c7bab64","block_type":"box","text":"unavailability of additional financing.","page_number":38,"box":{"x":102,"y":843,"width":256,"height":12}},{"id":"7b04c06a-7a10-4f2f-abcd-de371fea11ba","block_type":"box","text":"•","page_number":38,"box":{"x":69,"y":866,"width":6,"height":5}},{"id":"f1607e0a-c9cb-4ba3-80a5-800f8b49e0c8","block_type":"box","text":"The issuers of junk bonds may have a larger amount of outstanding debt relative to their assets than issuers of","page_number":38,"box":{"x":101,"y":863,"width":797,"height":12}},{"id":"6dbb38b1-e6bc-42b8-a9b5-782520e7cd53","block_type":"box","text":"investment grade bonds. If the issuer experiences financial stress, it may be unable to meet its debt obligations.","page_number":38,"box":{"x":102,"y":879,"width":804,"height":11}},{"id":"67caa108-24cd-452c-b7ca-4f755f7cf40d","block_type":"box","text":"The issuer’s ability to pay its debt obligations also may be lessened by specific issuer developments, or the","page_number":38,"box":{"x":101,"y":894,"width":769,"height":11}},{"id":"626b4c48-cef9-4eaa-b1d8-71f1ecad84c2","block_type":"box","text":"II-10","page_number":38,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"fbf6bd4e-aac7-43ac-a4cf-c72402669f19","block_type":"box","text":"NM1026U-5981080-38/228","page_number":38,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"43d89ddb-cb5f-4dcf-ad3d-3f54c6b2a1a0","block_type":"box","text":"unavailability of additional financing. Issuers of high yield securities are often in the growth stage of their","page_number":39,"box":{"x":102,"y":45,"width":746,"height":11}},{"id":"dc3b6145-a571-4956-8f79-6131062eaa80","block_type":"box","text":"development and/or involved in a reorganization or takeover.","page_number":39,"box":{"x":101,"y":60,"width":432,"height":11}},{"id":"94f9fe9b-1cd8-434a-8f00-ead83420d4d8","block_type":"box","text":"•","page_number":39,"box":{"x":69,"y":83,"width":6,"height":4}},{"id":"1ca74318-49ab-467a-9eeb-b6d96f4c0147","block_type":"box","text":"Junk bonds are frequently ranked junior to claims by other creditors. If the issuer cannot meet its obligations, the","page_number":39,"box":{"x":101,"y":80,"width":808,"height":11}},{"id":"adf869e1-3bce-4a02-a849-a22cea2e9f4c","block_type":"box","text":"senior obligations are generally paid off before the junior obligations, which will potentially limit a Fund’s ability","page_number":39,"box":{"x":102,"y":95,"width":789,"height":11}},{"id":"e2f14710-07cf-40f2-8f33-5203933e46e2","block_type":"box","text":"to fully recover principal or to receive interest payments when senior securities are in default. Thus, investors in","page_number":39,"box":{"x":101,"y":110,"width":796,"height":11}},{"id":"0feef333-ffc4-4d71-b32c-f977bddf0c03","block_type":"box","text":"high yield securities have a lower degree of protection with respect to principal and interest payments than do","page_number":39,"box":{"x":102,"y":125,"width":782,"height":12}},{"id":"b4d54606-b3a4-4bda-9939-6a7fc37bd636","block_type":"box","text":"investors in higher rated securities.","page_number":39,"box":{"x":102,"y":141,"width":249,"height":11}},{"id":"eb593677-c2ec-48d5-9014-99e06d77b3dd","block_type":"box","text":"•","page_number":39,"box":{"x":69,"y":163,"width":6,"height":5}},{"id":"f2c9c7b3-9470-424d-afa4-dbe873da450a","block_type":"box","text":"Junk bonds frequently have redemption features that permit an issuer to repurchase the security from a Fund","page_number":39,"box":{"x":101,"y":161,"width":780,"height":11}},{"id":"561699b0-f238-4f2e-8575-3187cea5c9c6","block_type":"box","text":"before it matures. If an issuer redeems the junk bonds, a Fund may have to invest the proceeds in bonds with","page_number":39,"box":{"x":102,"y":176,"width":784,"height":11}},{"id":"5ebf8d02-f0f3-45ef-b700-c685dc09c905","block_type":"box","text":"lower yields and may lose income.","page_number":39,"box":{"x":102,"y":191,"width":242,"height":11}},{"id":"18b0de34-8124-4e95-b9b4-940c3403a003","block_type":"box","text":"•","page_number":39,"box":{"x":69,"y":214,"width":6,"height":4}},{"id":"e19e6386-4a17-42a6-a06d-09f1483c28bc","block_type":"box","text":"Prices of junk bonds are subject to extreme price fluctuations. Negative economic developments may have a","page_number":39,"box":{"x":102,"y":211,"width":772,"height":11}},{"id":"7bc8a730-6ec1-4f2b-bd25-b977221a6e05","block_type":"box","text":"greater impact on the prices of junk bonds than on those of other higher rated fixed-income securities.","page_number":39,"box":{"x":101,"y":226,"width":729,"height":11}},{"id":"d32d9709-eede-4faf-8b5a-f31d6886fed8","block_type":"box","text":"•","page_number":39,"box":{"x":69,"y":249,"width":6,"height":5}},{"id":"0e7f1539-5a5a-431d-be00-526af6b8c649","block_type":"box","text":"Junk bonds may be less liquid than higher rated fixed-income securities even under normal economic conditions.","page_number":39,"box":{"x":101,"y":246,"width":802,"height":11}},{"id":"365a7c12-d0ff-4a0f-909b-79802d94da85","block_type":"box","text":"Under cer tain economic and/or market conditions, a Fund may have difficulty disposing of cer tain high yield","page_number":39,"box":{"x":102,"y":261,"width":768,"height":12}},{"id":"45a4b7a7-9460-4b98-8465-a25c92e5739b","block_type":"box","text":"securities due to the limited number of investors in that sector of the market. There are fewer dealers in the junk","page_number":39,"box":{"x":102,"y":276,"width":805,"height":12}},{"id":"1b9dc09f-781f-4a3c-bc14-75be5b81a5c5","block_type":"box","text":"bond market, and there may be significant differences in the prices quoted for junk bonds by the dealers, and","page_number":39,"box":{"x":102,"y":292,"width":781,"height":11}},{"id":"01c93bc3-be4c-4295-9083-1576090de712","block_type":"box","text":"such quotations may not be the actual prices available for a purchase or sale. Because junk bonds are less","page_number":39,"box":{"x":102,"y":307,"width":767,"height":11}},{"id":"e7cbf2bb-a451-4d12-9fc7-c0d36a225be1","block_type":"box","text":"liquid than higher rated bonds, judgment may play a greater role in valuing cer tain of a Fund’s por tfolio securities","page_number":39,"box":{"x":102,"y":322,"width":806,"height":11}},{"id":"65bb954b-e904-4af4-aeb7-9e65d0cdebc3","block_type":"box","text":"than in the case of securities trading in a more liquid market.","page_number":39,"box":{"x":101,"y":337,"width":436,"height":11}},{"id":"8de4ee4e-9fea-4986-a26b-319dc24eebcc","block_type":"box","text":"•","page_number":39,"box":{"x":69,"y":360,"width":6,"height":5}},{"id":"3d76108c-be1f-439e-9441-7402f85040f3","block_type":"box","text":"The secondary markets for high yield securities are not as liquid as the secondary markets for higher rated","page_number":39,"box":{"x":101,"y":357,"width":763,"height":11}},{"id":"7d5cca42-e83d-447e-9663-fc94aa3255d1","block_type":"box","text":"securities. The secondary markets for high yield securities are concentrated in relatively few market makers and","page_number":39,"box":{"x":102,"y":372,"width":798,"height":11}},{"id":"9d656d99-e996-4e13-b253-876842631490","block_type":"box","text":"par ticipants in the markets are mostly institutional investors, including insurance companies, banks, other","page_number":39,"box":{"x":102,"y":388,"width":759,"height":11}},{"id":"0bf0f79d-eedb-4473-914d-2f70e43b4c48","block_type":"box","text":"financial institutions and mutual funds. In addition, the trading volume for high yield securities is generally lower","page_number":39,"box":{"x":101,"y":402,"width":798,"height":12}},{"id":"578923e4-ef72-464d-ae8d-51df9c9b7a7b","block_type":"box","text":"than that for higher rated securities and the secondary markets could contract under adverse market or","page_number":39,"box":{"x":101,"y":418,"width":739,"height":11}},{"id":"451aaa7f-49ab-49cc-a951-c380bb00bfcd","block_type":"box","text":"economic conditions independent of any specific adverse changes in the condition of a par ticular issuer. Under","page_number":39,"box":{"x":101,"y":433,"width":792,"height":11}},{"id":"2b684b03-9466-4490-a09b-04e0dfade46f","block_type":"box","text":"cer tain economic and/or market conditions, a Fund may have difficulty disposing of cer tain high yield securities","page_number":39,"box":{"x":101,"y":448,"width":797,"height":11}},{"id":"58b19f0a-2102-4be4-b337-f7db9d26f621","block_type":"box","text":"due to the limited number of investors in that sector of the market. An illiquid secondary market may adversely","page_number":39,"box":{"x":101,"y":463,"width":791,"height":11}},{"id":"7a298511-3d27-417f-8c45-bd2643dc871a","block_type":"box","text":"affect the market price of the high yield security, which may result in increased difficulty selling the par ticular","page_number":39,"box":{"x":102,"y":478,"width":777,"height":11}},{"id":"75c51442-395e-4c1d-b81d-4f7abd072a06","block_type":"box","text":"issue and obtaining accurate market quotations on the issue when valuing a Fund’s assets. Market quotations","page_number":39,"box":{"x":102,"y":493,"width":788,"height":11}},{"id":"20ad4ac2-1846-465e-99c9-543d0b9e0889","block_type":"box","text":"on high yield securities are available only from a limited number of dealers, and such quotations may not be the","page_number":39,"box":{"x":102,"y":508,"width":797,"height":12}},{"id":"34bbe325-5e5a-4c29-9e30-752a8d99578b","block_type":"box","text":"actual prices available for a purchase or sale. When the secondary market for high yield securities becomes","page_number":39,"box":{"x":102,"y":523,"width":769,"height":12}},{"id":"5d76e777-af65-4fe3-a5f3-4f9e06a3f259","block_type":"box","text":"more illiquid, or in the absence of readily available market quotations for such securities, the relative lack of","page_number":39,"box":{"x":102,"y":538,"width":772,"height":12}},{"id":"8f6b159c-1081-444a-9ea4-b76d5a5152ca","block_type":"box","text":"reliable objective data makes it more difficult to value a Fund’s securities, and judgment plays a more impor tant","page_number":39,"box":{"x":102,"y":554,"width":801,"height":11}},{"id":"4307d808-d9a7-4435-a9fd-b7fe3ef9e589","block_type":"box","text":"role in determining such valuations.","page_number":39,"box":{"x":102,"y":569,"width":252,"height":11}},{"id":"36e566ad-94ac-4341-bc90-8354c24b65e7","block_type":"box","text":"•","page_number":39,"box":{"x":69,"y":592,"width":6,"height":4}},{"id":"1e17d542-b7ce-4910-8d66-ec5abbf7444e","block_type":"box","text":"A Fund may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with","page_number":39,"box":{"x":101,"y":589,"width":808,"height":11}},{"id":"d388c487-73ec-42b1-a586-eeeb7e5ea6b8","block_type":"box","text":"a defaulting issuer.","page_number":39,"box":{"x":102,"y":604,"width":134,"height":11}},{"id":"0ae52900-c8e0-4682-b873-0ce378d2a669","block_type":"box","text":"•","page_number":39,"box":{"x":69,"y":627,"width":6,"height":5}},{"id":"1aeb94a5-0a69-4c68-9c8c-015e7c92d8c6","block_type":"box","text":"The junk bond markets may react strongly to adverse news about an issuer or the economy, or to the perception","page_number":39,"box":{"x":101,"y":624,"width":800,"height":11}},{"id":"0daa10bc-da50-45cb-997c-1412bf19acf4","block_type":"box","text":"or expectation of adverse news, whether or not it is based on fundamental analysis. Additionally, prices for high","page_number":39,"box":{"x":102,"y":639,"width":793,"height":12}},{"id":"7d43eb1b-3ec3-4f50-88cb-2bd2f6390624","block_type":"box","text":"yield securities may be affected by legislative and regulatory developments. These developments could adversely","page_number":39,"box":{"x":101,"y":654,"width":808,"height":12}},{"id":"793bb562-47b4-4e03-8476-dd0367f5bf13","block_type":"box","text":"affect a Fund’s NAV and investment practices, the secondary market for high yield securities, the financial","page_number":39,"box":{"x":102,"y":669,"width":756,"height":12}},{"id":"354ec3fd-4a06-4577-9d99-a373f688489b","block_type":"box","text":"condition of issuers of these securities and the value and liquidity of outstanding high yield securities, especially","page_number":39,"box":{"x":101,"y":685,"width":803,"height":11}},{"id":"cd2e6a99-34d9-490d-a2a4-742cd574c7b7","block_type":"box","text":"in a thinly traded market. For example, federal legislation requiring the divestiture by federally insured savings","page_number":39,"box":{"x":102,"y":700,"width":781,"height":11}},{"id":"12a1c74b-16a3-4ed2-b124-6613704760d9","block_type":"box","text":"and loan associations of their investments in high yield bonds and limiting the deductibility of interest by cer tain","page_number":39,"box":{"x":102,"y":715,"width":798,"height":11}},{"id":"ac969d84-e425-4fee-bb83-a309ae2cf797","block_type":"box","text":"corporate issuers of high yield bonds adversely affected the market in the past.","page_number":39,"box":{"x":101,"y":730,"width":566,"height":11}},{"id":"e3db88f8-764f-4940-a46a-854078ff81fd","block_type":"box","text":"•","page_number":39,"box":{"x":69,"y":753,"width":6,"height":5}},{"id":"0a0a845b-e8f9-47ed-9b51-5cff7aa821b4","block_type":"box","text":"The rating assigned by a rating agency evaluates the issuing agency’s assessment of the safety of a non","page_number":39,"box":{"x":101,"y":750,"width":751,"height":11}},{"id":"4bfe28f8-8c93-4ded-bc89-b40023a15d6f","block_type":"box","text":"investment grade security’s principal and interest payments, but does not address market value risk. Because","page_number":39,"box":{"x":102,"y":766,"width":786,"height":11}},{"id":"9f7e56ae-3963-431d-bc05-ec4896580c60","block_type":"box","text":"such ratings of the ratings agencies may not always reflect current conditions and events, in addition to using","page_number":39,"box":{"x":102,"y":780,"width":782,"height":12}},{"id":"97bbc15c-f68a-4a3d-afd2-d4ffc62c2cfd","block_type":"box","text":"recognized rating agencies and other sources, the Manager or sub-adviser per forms its own analysis of the","page_number":39,"box":{"x":102,"y":795,"width":762,"height":12}},{"id":"7560a273-95b6-48fc-bd30-ef3e266c0b32","block_type":"box","text":"issuers whose non-investment grade securities a Fund holds. Because of this, the Fund’s per formance may","page_number":39,"box":{"x":102,"y":811,"width":767,"height":11}},{"id":"609ada2b-8aaf-47aa-a21e-e00d6cd496b3","block_type":"box","text":"depend more on the Manager’s or sub-adviser’s own credit analysis than in the case of mutual funds investing in","page_number":39,"box":{"x":101,"y":826,"width":806,"height":11}},{"id":"04957bf4-d263-418a-95b9-43b6939e6166","block_type":"box","text":"higher-rated securities.","page_number":39,"box":{"x":102,"y":841,"width":161,"height":11}},{"id":"4942a3af-4ff7-4ae6-ab64-8bebae296186","block_type":"box","text":"In selecting non-investment grade securities, the Manager or sub-adviser considers factors such as those","page_number":39,"box":{"x":102,"y":863,"width":751,"height":12}},{"id":"1973405f-6803-4f0f-8f4b-8a60eb3152dc","block_type":"box","text":"relating to the creditwor thiness of issuers, the ratings and per formance of the securities, the protections afforded","page_number":39,"box":{"x":69,"y":879,"width":814,"height":11}},{"id":"234dd487-0b33-425f-95f4-92a4cd5e0318","block_type":"box","text":"the securities and the diversity of the Fund. The Manager or sub-adviser continuously monitors the issuers of non","page_number":39,"box":{"x":68,"y":894,"width":812,"height":11}},{"id":"94644006-a30e-4edc-bc53-ba9984ddcc16","block_type":"box","text":"investment grade securities held by the Fund for their ability to make required principal and interest payments, as","page_number":39,"box":{"x":70,"y":909,"width":808,"height":11}},{"id":"c86650da-57a1-474c-9646-ca4200ba92f1","block_type":"box","text":"II-11","page_number":39,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"1433551e-a004-4968-b8d2-40ed95a2ffbf","block_type":"box","text":"NM1026U-5981080-39/228","page_number":39,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"438d838e-5770-4b28-a59f-4c6d0b28154a","block_type":"box","text":"well as in an effor t to control the liquidity of the Fund so that it can meet redemption requests. If a security’s rating","page_number":40,"box":{"x":68,"y":45,"width":825,"height":11}},{"id":"b30f3d43-d12f-4866-94df-7d1a370428bd","block_type":"box","text":"is reduced below the minimum credit rating that is permitted for a Fund, the Fund’s adviser or sub-adviser will","page_number":40,"box":{"x":70,"y":60,"width":779,"height":11}},{"id":"295c1a56-112f-4d09-b4c3-ea74092cc8f6","block_type":"box","text":"consider whether the Fund should continue to hold the security.","page_number":40,"box":{"x":69,"y":75,"width":451,"height":11}},{"id":"ffe4e456-3a91-4fca-8578-b0df2e38be5c","block_type":"box","text":"In the event that a Fund investing in high yield securities experiences an unexpected level of net redemptions,","page_number":40,"box":{"x":102,"y":98,"width":782,"height":11}},{"id":"98bea8f1-da18-41f4-b79f-0bb3a9ce1b3c","block_type":"box","text":"the Fund could be forced to sell its holdings without regard to the investment merits, thereby decreasing the assets","page_number":40,"box":{"x":68,"y":113,"width":825,"height":11}},{"id":"a421744b-039b-4a91-b12b-7d5c001643fa","block_type":"box","text":"upon which the Fund’s rate of return is based.","page_number":40,"box":{"x":69,"y":128,"width":328,"height":11}},{"id":"36238a8a-2f54-44ed-acf7-206cd23a11df","block_type":"box","text":"The costs attributable to investing in the junk bond markets are usually higher for several reasons, such as","page_number":40,"box":{"x":101,"y":150,"width":764,"height":12}},{"id":"4cdc377a-3518-4f8d-be4b-a3a110d0e708","block_type":"box","text":"higher investment research costs and higher commission costs.","page_number":40,"box":{"x":69,"y":166,"width":455,"height":11}},{"id":"1392f1d6-3908-4b36-b77e-cdd1cbbb0eb4","block_type":"box","text":"Mezzanine Investments.","page_number":40,"box":{"x":102,"y":188,"width":170,"height":9}},{"id":"e07d1e64-481b-49ff-a463-3d3f3d9ff162","block_type":"box","text":"Cer tain Funds, consistent with their restrictions on investing in securities of a specific","page_number":40,"box":{"x":279,"y":188,"width":612,"height":12}},{"id":"7b7ed748-0ca1-41a2-b439-d0a03d2e0cb6","block_type":"box","text":"credit quality, may invest in cer tain high yield securities known as mezzanine investments, which are subordinated","page_number":40,"box":{"x":69,"y":204,"width":813,"height":11}},{"id":"5ddc30d0-5252-4fb5-9ea6-6eb852576c92","block_type":"box","text":"debt securities which are generally issued in private placements in connection with an equity security (","page_number":40,"box":{"x":69,"y":219,"width":729,"height":11}},{"id":"83a0b14b-aef6-4c83-b65e-306cb757ebc5","block_type":"box","text":"e.g.","page_number":40,"box":{"x":800,"y":220,"width":24,"height":10}},{"id":"eb7aa0d7-26cf-4f18-8674-73f9d282d827","block_type":"box","text":", with","page_number":40,"box":{"x":827,"y":219,"width":36,"height":10}},{"id":"c2461b6b-80f9-4156-86b3-de12595ce28a","block_type":"box","text":"attached warrants). Such mezzanine investments may be issued with or without registration rights. Similar to other","page_number":40,"box":{"x":69,"y":234,"width":818,"height":11}},{"id":"1d1fe767-8d13-4fdc-822c-fe5746c229e2","block_type":"box","text":"high yield securities, maturities of mezzanine investments are typically seven to ten years, but the expected average","page_number":40,"box":{"x":69,"y":249,"width":827,"height":11}},{"id":"aca85787-57ea-430d-9b25-74e3fbd19d79","block_type":"box","text":"life is significantly shor ter at three to five years. Mezzanine investments are usually unsecured and subordinate to","page_number":40,"box":{"x":70,"y":264,"width":813,"height":11}},{"id":"31a4f977-4f93-46e7-b242-ff77c18162cd","block_type":"box","text":"other obligations of the issuer.","page_number":40,"box":{"x":69,"y":279,"width":216,"height":11}},{"id":"11838b91-734c-4fff-896a-64bf0cc5b522","block_type":"box","text":"Pay-in-kind Bonds.","page_number":40,"box":{"x":102,"y":302,"width":127,"height":11}},{"id":"f2ac058f-bb3f-413e-b9b9-07ca31b81ec5","block_type":"box","text":"Cer tain Funds may invest in pay-in-kind, or PIK, bonds. PIK bonds are bonds which pay","page_number":40,"box":{"x":236,"y":302,"width":615,"height":11}},{"id":"7b7e06ff-0c2d-4f70-a635-dfd99ec93a68","block_type":"box","text":"interest through the issuance of additional debt or equity securities. Similar to zero coupon obligations, pay-in-kind","page_number":40,"box":{"x":70,"y":317,"width":813,"height":11}},{"id":"545fc12e-04da-4fad-a31c-a032ae63ec5d","block_type":"box","text":"bonds also carry additional risk as holders of these types of securities realize no cash until the cash payment date","page_number":40,"box":{"x":69,"y":332,"width":820,"height":11}},{"id":"a4c37708-c3b0-4538-af9f-1ea0fbfd4cf4","block_type":"box","text":"unless a por tion of such securities is sold and, if the issuer defaults, a Fund may obtain no return at all on its","page_number":40,"box":{"x":69,"y":347,"width":784,"height":11}},{"id":"bf44e0cc-7f90-4b49-a908-de81d78b3184","block_type":"box","text":"investment. The market price of pay-in-kind bonds is affected by interest rate changes to a greater extent, and","page_number":40,"box":{"x":70,"y":362,"width":783,"height":11}},{"id":"539c8b8d-c8f5-4df9-b395-fccf54e907ba","block_type":"box","text":"therefore tends to be more volatile, than that of securities which pay interest in cash. Additionally, current U.S.","page_number":40,"box":{"x":68,"y":377,"width":790,"height":11}},{"id":"781654d6-3238-4b30-ad17-7be98eabcfad","block_type":"box","text":"federal tax law requires the holder of pay-in-kind bonds to accrue income with respect to these securities prior to the","page_number":40,"box":{"x":68,"y":392,"width":831,"height":12}},{"id":"aab78885-451f-4a74-84a2-ea8ff6779c0a","block_type":"box","text":"receipt of cash payments. To maintain its qualification as a regulated investment company and avoid liability for U.S.","page_number":40,"box":{"x":69,"y":407,"width":830,"height":12}},{"id":"18642cdb-49a1-4b17-a886-07b631055275","block_type":"box","text":"federal income and excise taxes, each Fund may be required to distribute income accrued with respect to these","page_number":40,"box":{"x":68,"y":423,"width":798,"height":11}},{"id":"26fb42f2-3aac-494e-928e-0d9d18aa2f03","block_type":"box","text":"securities and may have to dispose of por tfolio securities under disadvantageous circumstances in order to generate","page_number":40,"box":{"x":69,"y":438,"width":835,"height":11}},{"id":"189000c7-ad02-4860-9f4a-cfc37687fe05","block_type":"box","text":"cash to satisfy these distribution requirements.","page_number":40,"box":{"x":69,"y":453,"width":336,"height":11}},{"id":"f5223b93-9950-4a43-b64c-694d25dd38a8","block_type":"box","text":"Supranational Entities.","page_number":40,"box":{"x":102,"y":476,"width":160,"height":10}},{"id":"b4eb0010-d01d-419e-a1cc-48001d8dd116","block_type":"box","text":"A Fund may invest in debt securities of supranational entities. Examples of such entities","page_number":40,"box":{"x":268,"y":475,"width":629,"height":12}},{"id":"21f1cb80-a71b-439c-a94d-f1c24c9f0cab","block_type":"box","text":"include the International Bank for Reconstruction and Development (the World Bank), the European Steel and Coal","page_number":40,"box":{"x":70,"y":491,"width":814,"height":11}},{"id":"3677951a-3259-4d18-b7b9-53fba4a83e69","block_type":"box","text":"Community, the Asian Development Bank and the Inter-American Development Bank. The government members, or","page_number":40,"box":{"x":69,"y":506,"width":817,"height":11}},{"id":"d4042fd1-4ddf-4576-957f-3eda81556124","block_type":"box","text":"“stockholders,” usually make initial capital contributions to the supranational entity and in many cases are","page_number":40,"box":{"x":70,"y":521,"width":759,"height":11}},{"id":"a3e862bc-2d99-4971-9cf8-b0bb5b3f7c3e","block_type":"box","text":"committed to make additional capital contributions if the supranational entity is unable to repay its borrowings. There","page_number":40,"box":{"x":69,"y":536,"width":836,"height":11}},{"id":"a8d82302-3c47-4486-b530-ad0a91525a44","block_type":"box","text":"is no guarantee that one or more stockholders of a supranational entity will continue to make any necessary","page_number":40,"box":{"x":70,"y":551,"width":772,"height":11}},{"id":"0337755a-605c-4788-ac1a-57e00710a9c2","block_type":"box","text":"additional capital contributions. If such contributions are not made, the entity may be unable to pay interest or repay","page_number":40,"box":{"x":69,"y":566,"width":830,"height":11}},{"id":"13d00b4a-2443-4186-b0aa-d7d504b306a6","block_type":"box","text":"principal on its debt securities, and a Fund may lose money on such investments.","page_number":40,"box":{"x":70,"y":582,"width":580,"height":10}},{"id":"4e6528bc-50ce-4cc1-a73b-0c543e303562","block_type":"box","text":"Depositary Receipts (ADRs, EDRs and GDRs).","page_number":40,"box":{"x":102,"y":604,"width":334,"height":11}},{"id":"073c40ea-bc57-480c-aff5-6d3629b629a6","block_type":"box","text":"Cer tain Funds may invest in the securities of foreign issuers in","page_number":40,"box":{"x":442,"y":604,"width":446,"height":11}},{"id":"22db951c-62c2-4e6d-9e09-47959291c296","block_type":"box","text":"the form of Depositary Receipts or other securities conver tible into securities of foreign issuers. Depositary Receipts","page_number":40,"box":{"x":68,"y":619,"width":835,"height":11}},{"id":"e8fa7ecc-1d13-45e1-82e9-19046709453d","block_type":"box","text":"may not necessarily be denominated in the same currency as the underlying securities into which they may be","page_number":40,"box":{"x":69,"y":634,"width":784,"height":12}},{"id":"2fe29ae5-0567-42f5-8e7a-02544c3301d2","block_type":"box","text":"conver ted. The Fund may invest in both sponsored and unsponsored American Depositary Receipts (“ADRs”),","page_number":40,"box":{"x":69,"y":650,"width":781,"height":11}},{"id":"116f43d1-eba2-4729-b19c-bcafcfe7313a","block_type":"box","text":"European Depositary Receipts (“EDRs”), Global Depositary Receipts (“GDRs”) and other similar global instruments.","page_number":40,"box":{"x":70,"y":665,"width":823,"height":11}},{"id":"64c64f91-6909-41d2-8ba0-3fac06561cae","block_type":"box","text":"ADRs typically are issued by an American bank or trust company and evidence ownership of underlying securities","page_number":40,"box":{"x":68,"y":680,"width":804,"height":11}},{"id":"ded56e72-4f5e-4c85-b810-50892fd415d2","block_type":"box","text":"issued by a foreign corporation. EDRs, which are sometimes referred to as Continental Depositary Receipts, are","page_number":40,"box":{"x":70,"y":695,"width":799,"height":11}},{"id":"e0a13dbd-9ef4-4805-ab4d-f2d4fc21fe08","block_type":"box","text":"receipts issued in Europe, typically by foreign banks and trust companies, that evidence ownership of either foreign","page_number":40,"box":{"x":69,"y":710,"width":821,"height":11}},{"id":"deb3eb33-a3ca-488c-be17-a0f1a778a10a","block_type":"box","text":"or domestic underlying securities. GDRs are depositary receipts structured like global debt issues to facilitate trading","page_number":40,"box":{"x":69,"y":725,"width":837,"height":11}},{"id":"4d8331d2-61d5-488e-ad4a-1380dfc2ac30","block_type":"box","text":"on an international basis. In addition to investment risks associated with the underlying issuer, Depositary Receipts","page_number":40,"box":{"x":69,"y":740,"width":825,"height":11}},{"id":"511cc119-2197-402c-bc06-68e168dab4e7","block_type":"box","text":"expose a Fund to additional risks associated with the non-uniform terms that apply to Depositary Receipt programs,","page_number":40,"box":{"x":69,"y":755,"width":825,"height":11}},{"id":"3c336dbc-bfc0-49b9-b4cf-564d627cc8bb","block_type":"box","text":"credit exposure to the depository bank and to the sponsors and other par ties with whom the depository bank","page_number":40,"box":{"x":69,"y":771,"width":780,"height":10}},{"id":"fa8eaed5-0aaa-4ad6-9c1c-736dd8a5d981","block_type":"box","text":"establishes the programs, currency risk and the risk of an illiquid market for Depositary Receipts. Unsponsored ADR,","page_number":40,"box":{"x":69,"y":785,"width":833,"height":12}},{"id":"0506ce6d-9eb2-4dcb-b2ef-7639dad404b9","block_type":"box","text":"EDR and GDR programs are organized independently and without the cooperation of the issuer of the underlying","page_number":40,"box":{"x":70,"y":801,"width":796,"height":11}},{"id":"aae29cb0-a39f-4d0d-9a91-978202c57251","block_type":"box","text":"securities. Unsponsored programs generally expose investors to greater risks than sponsored programs and do not","page_number":40,"box":{"x":69,"y":816,"width":822,"height":11}},{"id":"b02ce570-f783-4643-ade3-3967df9e374f","block_type":"box","text":"provide holders with many of the shareholder benefits that come from investing in a sponsored Depositary Receipt.","page_number":40,"box":{"x":70,"y":831,"width":820,"height":11}},{"id":"4eb067fb-114f-41d9-ba10-7e0e282f9931","block_type":"box","text":"Available information concerning the issuer may not be as current as for sponsored ADRs, EDRs and GDRs, and the","page_number":40,"box":{"x":68,"y":846,"width":827,"height":11}},{"id":"e5be180a-c6e6-4f77-a5b5-4b5c84173cc5","block_type":"box","text":"prices of unsponsored ADRs, EDRs and GDRs may be more volatile than if such instruments were sponsored by the","page_number":40,"box":{"x":70,"y":861,"width":825,"height":11}},{"id":"a8b4d366-1159-44b5-8168-4bf12e80bcb5","block_type":"box","text":"issuer. Depositary Receipts are generally subject to the same risks as the foreign securities that they evidence or","page_number":40,"box":{"x":70,"y":876,"width":810,"height":11}},{"id":"a7a40068-e7c0-451a-970a-9ea111f06093","block_type":"box","text":"into which they may be conver ted. Investments in ADRs, EDRs and GDRs present additional investment","page_number":40,"box":{"x":70,"y":891,"width":737,"height":11}},{"id":"dd57f064-b37d-491c-8b40-988b61f8a546","block_type":"box","text":"considerations as described under “Foreign Investment Risks.”","page_number":40,"box":{"x":69,"y":907,"width":449,"height":11}},{"id":"f4b9c698-3dda-4670-8039-387d36272716","block_type":"box","text":"II-12","page_number":40,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"837329db-9ad0-4a9f-a7da-a2308673bae6","block_type":"box","text":"NM1026U-5981080-40/228","page_number":40,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"6208b837-8f02-4b92-821f-6ec30b3fc055","block_type":"box","text":"Derivatives.","page_number":41,"box":{"x":102,"y":45,"width":84,"height":9}},{"id":"0db9b2c8-a298-41f8-8d26-68ed857b70c7","block_type":"box","text":"General.","page_number":41,"box":{"x":102,"y":67,"width":58,"height":9}},{"id":"958e0658-45a0-491c-af64-19ad7180662b","block_type":"box","text":"Each Fund may use instruments referred to as derivatives, which are financial instruments that derive","page_number":41,"box":{"x":167,"y":67,"width":725,"height":11}},{"id":"e1a72835-2ceb-46f9-8d70-fc970151c3c6","block_type":"box","text":"their value from one or more securities, commodities (such as gold or oil), currencies, interest rates, credit events or","page_number":41,"box":{"x":68,"y":82,"width":836,"height":12}},{"id":"13d2dc1a-638b-4da2-9581-04aa858153b5","block_type":"box","text":"indices (a measure of value or rates, such as the S&P 500 Index or the prime lending rate) or other reference asset.","page_number":41,"box":{"x":70,"y":98,"width":829,"height":11}},{"id":"00e5c4e6-ac53-434b-ab9c-1decb7a8cd73","block_type":"box","text":"Derivatives may allow a Fund to increase or decrease the level of risk to which the Fund is exposed more quickly and","page_number":41,"box":{"x":70,"y":113,"width":830,"height":11}},{"id":"b7e16824-b0b9-433f-ba1a-ad3710c4133b","block_type":"box","text":"efficiently than with other transactions. Cer tain Funds may use derivatives to maintain a por tion of their long and","page_number":41,"box":{"x":69,"y":128,"width":804,"height":11}},{"id":"42b85745-75ea-4927-b538-9af19fcf5138","block_type":"box","text":"shor t positions. Unless otherwise permitted, no Fund may use derivatives to gain exposure to an asset or asset","page_number":41,"box":{"x":69,"y":143,"width":800,"height":11}},{"id":"87e84034-4072-44ab-a815-c41940f6c441","block_type":"box","text":"class it is prohibited by its investment restrictions from purchasing directly. As described below, derivatives can be","page_number":41,"box":{"x":69,"y":158,"width":816,"height":11}},{"id":"611b681e-3a7f-4633-a7e0-0dd730946acf","block_type":"box","text":"used for hedging or speculative purposes. Funds will engage in transaction-level payment netting,","page_number":41,"box":{"x":69,"y":173,"width":691,"height":11}},{"id":"1598f301-64bf-41ac-9cfb-404748e9c3de","block_type":"box","text":"i.e.","page_number":41,"box":{"x":768,"y":173,"width":20,"height":9}},{"id":"b27a453d-88fc-4486-b300-26fd228c8e6c","block_type":"box","text":", the payment","page_number":41,"box":{"x":791,"y":173,"width":96,"height":11}},{"id":"c96e22bd-6826-4946-b511-dbd68d2cd788","block_type":"box","text":"obligations of derivatives contracts are netted against one another with the Fund receiving or paying, as the case may","page_number":41,"box":{"x":69,"y":188,"width":839,"height":12}},{"id":"f76982e3-1ed7-4ae1-bd3f-2845a90b64b9","block_type":"box","text":"be, only the net amount of the two payment streams.","page_number":41,"box":{"x":69,"y":203,"width":378,"height":12}},{"id":"22f1d356-31e0-47c1-b88f-809913c32618","block_type":"box","text":"Hedging.","page_number":41,"box":{"x":102,"y":226,"width":60,"height":11}},{"id":"dde6644d-c2f7-4d5c-bb1c-23ebbb4170e8","block_type":"box","text":"Each Fund may use derivatives for hedging purposes, in which a derivative is used to offset the risks","page_number":41,"box":{"x":169,"y":226,"width":717,"height":11}},{"id":"2f42d6b3-50eb-4755-8d1b-736716701636","block_type":"box","text":"associated with other Fund holdings. Losses on other investments may be substantially reduced by gains on a","page_number":41,"box":{"x":69,"y":241,"width":786,"height":11}},{"id":"4609d025-6554-4165-8320-9817c42fec82","block_type":"box","text":"derivative that reacts in an opposite manner to market movements. Although hedging may reduce losses, it may also","page_number":41,"box":{"x":69,"y":257,"width":834,"height":11}},{"id":"1e1642c8-32c3-440b-9820-0990f018ed24","block_type":"box","text":"reduce or eliminate gains. In addition, hedging may cause losses if the market moves in an unanticipated manner, or","page_number":41,"box":{"x":69,"y":271,"width":834,"height":12}},{"id":"ac28ef61-393a-4ff6-bb2d-8d426e9edf19","block_type":"box","text":"if the cost of the derivative outweighs the benefit of the hedge. The effectiveness of hedging may be reduced by","page_number":41,"box":{"x":70,"y":286,"width":797,"height":12}},{"id":"42cdd904-19fa-44dd-ba08-dd2149d7e9ce","block_type":"box","text":"correlation risk,","page_number":41,"box":{"x":69,"y":302,"width":109,"height":10}},{"id":"010213fa-4a06-4671-b129-ad9c1adcea42","block_type":"box","text":"i.e.","page_number":41,"box":{"x":186,"y":302,"width":20,"height":9}},{"id":"c6a658cd-098c-4129-9f77-a507f0e6ffb9","block_type":"box","text":", the risk that changes in the value of the derivative will not match those of the holdings being","page_number":41,"box":{"x":209,"y":302,"width":669,"height":11}},{"id":"b66335e2-e402-47f9-9a9c-87e3a6f12285","block_type":"box","text":"hedged as expected by a Fund, which may result in additional losses to the Fund. The inability to close or offset","page_number":41,"box":{"x":69,"y":317,"width":797,"height":11}},{"id":"162c800f-8a6b-4808-bf46-934bd2aa4a0c","block_type":"box","text":"derivatives could also reduce the effectiveness of a Fund’s hedging. There is no assurance that a Fund’s hedging will","page_number":41,"box":{"x":69,"y":332,"width":835,"height":11}},{"id":"10ae1ac6-3c80-4b48-afb4-19e87b390e90","block_type":"box","text":"be effective. No Fund is required to use derivatives to hedge.","page_number":41,"box":{"x":69,"y":347,"width":434,"height":11}},{"id":"7dc41e21-7ebb-43ad-bfae-94e69f84cdd5","block_type":"box","text":"Speculation.","page_number":41,"box":{"x":102,"y":370,"width":86,"height":11}},{"id":"d917045b-23a5-47da-916c-9590389c71d3","block_type":"box","text":"Cer tain Funds may also use derivatives for speculative purposes to seek to enhance returns. The","page_number":41,"box":{"x":195,"y":370,"width":694,"height":11}},{"id":"1542e204-2e1c-43f0-a76f-2f7d1bf42d41","block_type":"box","text":"use of a derivative is speculative if the Fund is primarily seeking to achieve gains, rather than offset the risk of other","page_number":41,"box":{"x":69,"y":385,"width":831,"height":11}},{"id":"25c61fd9-707e-4770-815b-bdea5666f9d7","block_type":"box","text":"positions. To the extent a Fund invests in a derivative for speculative purposes, the Fund will be fully exposed to the","page_number":41,"box":{"x":70,"y":400,"width":824,"height":11}},{"id":"46a47b1a-9737-4802-927f-541876d92bbe","block_type":"box","text":"risks of loss of that derivative, which may sometimes be greater than the derivative’s cost, and the potential for loss","page_number":41,"box":{"x":69,"y":415,"width":831,"height":11}},{"id":"843c623f-ebfa-4ca3-a420-b457c61c389f","block_type":"box","text":"in cer tain cases may be unlimited.","page_number":41,"box":{"x":70,"y":430,"width":243,"height":11}},{"id":"be21fb81-5a23-45b6-8eee-461e1c86b16e","block_type":"box","text":"Regulation of Derivatives.","page_number":41,"box":{"x":102,"y":453,"width":180,"height":11}},{"id":"fe78ced2-9573-4b2a-bdee-00d5f2151cdf","block_type":"box","text":"Rule 18f-4 Under the Investment Company Act.","page_number":41,"box":{"x":102,"y":475,"width":333,"height":12}},{"id":"abf97075-f4a1-4446-816f-156d49e5dd69","block_type":"box","text":"Rule 18f-4 under the Investment Company Act permits a Fund to","page_number":41,"box":{"x":442,"y":475,"width":458,"height":12}},{"id":"655ee532-1643-45fe-af7b-d01fb8102693","block_type":"box","text":"enter into Derivatives Transactions (as defined below) and cer tain other transactions notwithstanding the restrictions","page_number":41,"box":{"x":69,"y":491,"width":833,"height":11}},{"id":"6a5ff0cf-41b6-4a3d-8a44-5faac875820c","block_type":"box","text":"on the issuance of “senior securities” under Section 18 of the Investment Company Act. Section 18 of the","page_number":41,"box":{"x":69,"y":506,"width":759,"height":11}},{"id":"ccafd7d8-8c35-475e-9ce9-716670557b08","block_type":"box","text":"Investment Company Act, among other things, prohibits open-end funds, including the Funds, from issuing or selling","page_number":41,"box":{"x":70,"y":521,"width":825,"height":11}},{"id":"6fce15b0-b2f0-4b23-8ff3-bd4935a92ef8","block_type":"box","text":"any “senior security,” other than borrowing from a bank (subject to a requirement to maintain 300% “asset","page_number":41,"box":{"x":69,"y":536,"width":763,"height":11}},{"id":"5db8e01f-5345-4854-81c9-185996e2ff2c","block_type":"box","text":"coverage”).","page_number":41,"box":{"x":69,"y":551,"width":79,"height":11}},{"id":"5c4e113b-28fc-4bb1-854f-c9e763e9ba8d","block_type":"box","text":"Under Rule 18f-4, “Derivatives Transactions” include the following: (1) any swap, security-based swap (including","page_number":41,"box":{"x":102,"y":574,"width":796,"height":11}},{"id":"1b68cc72-a574-4004-b700-651b6664649b","block_type":"box","text":"a contract for differences), futures contract, forward contract, option (excluding purchased options), any combination","page_number":41,"box":{"x":69,"y":589,"width":832,"height":11}},{"id":"35161936-d2d4-441b-b2a8-10d394a2f41e","block_type":"box","text":"of the foregoing, or any similar instrument, under which a Fund is or may be required to make any payment or delivery","page_number":41,"box":{"x":69,"y":604,"width":840,"height":11}},{"id":"24913135-0984-40c6-b2ae-65648329d07e","block_type":"box","text":"of cash or other assets during the life of the instrument or at maturity or early termination, whether as margin or","page_number":41,"box":{"x":69,"y":619,"width":801,"height":11}},{"id":"087e8978-7005-4e32-bbe1-3baa8fb5eaf7","block_type":"box","text":"settlement payment or otherwise; (2) any shor t sale borrowing; (3) reverse repurchase agreements and similar","page_number":41,"box":{"x":69,"y":634,"width":791,"height":12}},{"id":"985fca71-4f91-4335-961a-6525be6f7132","block_type":"box","text":"financing transactions (","page_number":41,"box":{"x":68,"y":649,"width":166,"height":12}},{"id":"b1882a42-c193-4b73-b422-7f53e7484a13","block_type":"box","text":"e.g.","page_number":41,"box":{"x":236,"y":651,"width":25,"height":10}},{"id":"ee836147-2766-4d56-8533-49952417c495","block_type":"box","text":", recourse and non-recourse tender option bonds, and borrowed bonds), if a Fund elects to","page_number":41,"box":{"x":263,"y":649,"width":646,"height":11}},{"id":"9ee271a9-5b49-4176-9f72-78af7ea44214","block_type":"box","text":"treat all of these transactions as Derivatives Transactions under Rule 18f-4; and (4) when-issued or forward-settling","page_number":41,"box":{"x":68,"y":664,"width":825,"height":12}},{"id":"d2a5d1fe-4084-447c-8c6a-74b5cc1445e6","block_type":"box","text":"securities (","page_number":41,"box":{"x":69,"y":680,"width":78,"height":11}},{"id":"8210487c-1601-4d63-abad-92d476c3bba6","block_type":"box","text":"e.g.","page_number":41,"box":{"x":148,"y":681,"width":25,"height":10}},{"id":"465129da-778a-49fe-af46-f1118572916f","block_type":"box","text":", firm and standby commitments, including to-be-announced (“TBA”) commitments, and dollar rolls)","page_number":41,"box":{"x":176,"y":680,"width":704,"height":11}},{"id":"60803500-6552-4140-a275-81c6e811d736","block_type":"box","text":"and non-standard settlement cycle securities, unless such transactions meet the Delayed-Settlement Securities","page_number":41,"box":{"x":69,"y":695,"width":796,"height":11}},{"id":"3b0d9d98-41a6-476b-aeab-2a0bd1e61180","block_type":"box","text":"Provision (as defined below under “—When-Issued Securities, Delayed Delivery Securities and Forward","page_number":41,"box":{"x":69,"y":710,"width":732,"height":11}},{"id":"fd233e76-77ee-4be9-b0ae-3ccd5d4dce76","block_type":"box","text":"Commitments”).","page_number":41,"box":{"x":69,"y":725,"width":115,"height":11}},{"id":"cfd105e0-9277-4361-b803-fea5500a8c45","block_type":"box","text":"Unless a Fund is relying on the Limited Derivatives User Exception (as defined below), the Fund must comply with","page_number":41,"box":{"x":102,"y":748,"width":805,"height":11}},{"id":"72ac91c5-cb0a-445f-a560-46abf782d8d9","block_type":"box","text":"Rule 18f-4 with respect to its Derivatives Transactions. Rule 18f-4, among other things, requires a Fund to adopt and","page_number":41,"box":{"x":70,"y":763,"width":832,"height":11}},{"id":"6a255ff4-72ff-4af3-b398-9ee2028fd34f","block_type":"box","text":"implement a comprehensive written derivatives risk management program (“DRMP”) and comply with a relative or","page_number":41,"box":{"x":70,"y":778,"width":808,"height":11}},{"id":"cead5ea2-a566-4d6b-98a9-fbdabe97aec4","block_type":"box","text":"absolute limit on Fund leverage risk calculated based on value-at-risk (“VaR”). The DRMP is administered by a","page_number":41,"box":{"x":69,"y":793,"width":780,"height":11}},{"id":"acb9e66c-4eef-4b12-b5a5-37f37a65e7c7","block_type":"box","text":"“derivatives risk manager,” who is appointed by the Fund’s Board, including a majority of the independent Directors,","page_number":41,"box":{"x":70,"y":808,"width":824,"height":11}},{"id":"4d4fcc9d-99dc-43da-a655-90cd6b7c7ae6","block_type":"box","text":"and periodically reviews the DRMP and repor ts to the Fund’s Board.","page_number":41,"box":{"x":69,"y":823,"width":482,"height":11}},{"id":"47db69f4-04a1-4325-8b7b-b30082ffe7dc","block_type":"box","text":"Rule 18f-4 provides an exception from the DRMP, VaR limit and cer tain other requirements if a Fund’s","page_number":41,"box":{"x":102,"y":846,"width":724,"height":11}},{"id":"01519ad1-884f-4767-8221-9cc7f837ca90","block_type":"box","text":"“derivatives exposure” is limited to 10% of its net assets (as calculated in accordance with Rule 18f-4) and the Fund","page_number":41,"box":{"x":70,"y":861,"width":830,"height":11}},{"id":"0005f3d1-a223-484f-93e5-c8ae787add34","block_type":"box","text":"adopts and implements written policies and procedures reasonably designed to manage its derivatives risks (the","page_number":41,"box":{"x":69,"y":876,"width":803,"height":11}},{"id":"2074c94b-8df2-4fe9-9985-aa551a054000","block_type":"box","text":"“Limited Derivatives User Exception”).","page_number":41,"box":{"x":70,"y":891,"width":268,"height":11}},{"id":"0e6ee7bf-dd0f-46a6-8bd8-ebf72bbdb698","block_type":"box","text":"II-13","page_number":41,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"0ca4dbff-8677-402c-981c-32ee514e6780","block_type":"box","text":"NM1026U-5981080-41/228","page_number":41,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"d12c276b-c2a8-4846-af47-b6155b05ca8f","block_type":"box","text":"Dodd-Frank Regulations.","page_number":42,"box":{"x":102,"y":45,"width":171,"height":11}},{"id":"c3539327-1219-4231-a1f7-458f4703bc05","block_type":"box","text":"The Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”),","page_number":42,"box":{"x":279,"y":45,"width":575,"height":11}},{"id":"dc55c84e-ddab-4228-a1f6-4d53c842704c","block_type":"box","text":"enacted in July 2010, includes provisions that comprehensively regulate the over-the-counter (“OTC”) derivatives","page_number":42,"box":{"x":69,"y":60,"width":800,"height":11}},{"id":"9f01f307-4da0-4098-ba91-381b939e9422","block_type":"box","text":"markets for the first time. While the Commodity Futures Trading Commission (“CFTC”) and other U.S. regulators have","page_number":42,"box":{"x":69,"y":75,"width":834,"height":11}},{"id":"059f6843-9a1d-4212-b712-14a1608a2a93","block_type":"box","text":"adopted many of the required Dodd-Frank regulations, cer tain regulations have only recently become effective and","page_number":42,"box":{"x":69,"y":90,"width":813,"height":11}},{"id":"0414bcd8-67a8-4491-a39e-9157230ee7d9","block_type":"box","text":"other regulations remain to be adopted. The full impact of Dodd-Frank on the Funds remains uncer tain.","page_number":42,"box":{"x":69,"y":105,"width":733,"height":11}},{"id":"ffec4433-148a-4eea-ae79-8dda30a3e2b3","block_type":"box","text":"Many OTC derivatives dealers are required to register with the CFTC as “swap dealers” and/or with the SEC as","page_number":42,"box":{"x":102,"y":128,"width":789,"height":11}},{"id":"7fb8f25c-6320-4691-a894-12c9f474e424","block_type":"box","text":"“security-based swap dealers”. Registered swap dealers and security-based swap dealers are subject to various","page_number":42,"box":{"x":70,"y":143,"width":797,"height":11}},{"id":"255cc10e-87ae-4203-8126-1c5ed632552d","block_type":"box","text":"regulatory requirements, including, but not limited to, margin, recordkeeping, repor ting, transparency, position limits,","page_number":42,"box":{"x":69,"y":158,"width":833,"height":11}},{"id":"a0af293a-4820-486c-b27f-68c7d165282e","block_type":"box","text":"limitations on conflicts of interest, business conduct standards, minimum capital requirements and other regulatory","page_number":42,"box":{"x":70,"y":173,"width":826,"height":11}},{"id":"b83a4d82-6764-4bab-8e1d-5c0e93c66519","block_type":"box","text":"requirements, which indirectly impact the Funds that enter into transactions with them.","page_number":42,"box":{"x":69,"y":188,"width":618,"height":11}},{"id":"b767d6b7-bc68-47ae-9c82-515b5636a07c","block_type":"box","text":"The CFTC requires that cer tain interest rate swaps and cer tain credit default swaps must be executed in","page_number":42,"box":{"x":101,"y":211,"width":745,"height":11}},{"id":"7dfbae88-efa9-4402-9f2b-e7f7fce06d42","block_type":"box","text":"regulated markets and be submitted for clearing to regulated clearinghouses. The SEC is also expected to impose","page_number":42,"box":{"x":69,"y":226,"width":813,"height":11}},{"id":"494cb58a-2207-44cd-a952-002bb978134e","block_type":"box","text":"similar requirements on cer tain security-based derivatives in the future. OTC derivatives trades submitted for clearing","page_number":42,"box":{"x":69,"y":241,"width":835,"height":11}},{"id":"0a73abc1-c756-429d-ad02-ffa8d411b239","block_type":"box","text":"are subject to minimum initial and variation margin requirements set by the relevant clearinghouse, as well as margin","page_number":42,"box":{"x":69,"y":257,"width":837,"height":11}},{"id":"a1d86448-bfa0-4d6a-b584-bcbe4b327b60","block_type":"box","text":"requirements mandated by the CFTC, SEC and/or federal prudential regulators. In addition, futures commission","page_number":42,"box":{"x":69,"y":271,"width":794,"height":12}},{"id":"d5233eba-47ab-4539-a93a-ae42e1772b2d","block_type":"box","text":"merchants (“FCMs”), who act as clearing members on behalf of customers for cleared OTC derivatives and futures","page_number":42,"box":{"x":69,"y":286,"width":815,"height":12}},{"id":"0d378f6e-cbf2-4bbc-94a6-91cbb27e64eb","block_type":"box","text":"contracts, also have discretion to increase a Fund’s margin requirements for these transactions beyond any","page_number":42,"box":{"x":69,"y":302,"width":770,"height":11}},{"id":"0f9e22f4-b450-4a64-8dff-ae097eee0fe0","block_type":"box","text":"regulatory and clearinghouse minimums subject to any restrictions on such discretion in the documentation between","page_number":42,"box":{"x":69,"y":317,"width":831,"height":11}},{"id":"5f9fb64e-f93d-4e18-acf5-6da632923b60","block_type":"box","text":"the FCM and the customer. These regulatory requirements may make it more difficult and costly for the Funds to","page_number":42,"box":{"x":68,"y":332,"width":804,"height":11}},{"id":"f0c267f5-c525-49dd-abdc-2e4d9c780b9b","block_type":"box","text":"enter into highly tailored or customized transactions, potentially rendering cer tain investment strategies impossible or","page_number":42,"box":{"x":69,"y":347,"width":839,"height":11}},{"id":"3cd30a36-cb88-4f3c-9bea-9b6b05475695","block_type":"box","text":"not economically feasible. If a Fund decides to execute and clear cleared OTC derivatives and/or futures contracts","page_number":42,"box":{"x":69,"y":362,"width":814,"height":11}},{"id":"d4250b64-915c-488d-97a3-f80a59b57c97","block_type":"box","text":"through execution facilities, exchanges or clearinghouses, either indirectly through an executing broker, clearing","page_number":42,"box":{"x":68,"y":377,"width":796,"height":12}},{"id":"52e2b753-06a0-4a87-b856-2b031303436a","block_type":"box","text":"member FCM or as a direct member, a Fund would be required to comply with the rules of the execution facility,","page_number":42,"box":{"x":69,"y":392,"width":793,"height":12}},{"id":"01288109-dedf-4471-8e6f-8ce6726cdaf6","block_type":"box","text":"exchange or clearinghouse and other applicable law.","page_number":42,"box":{"x":69,"y":408,"width":370,"height":11}},{"id":"9b8afe17-36b9-454c-83f3-da951a2650a2","block_type":"box","text":"With respect to cleared OTC derivatives and futures contracts and options on futures, a Fund will not face a","page_number":42,"box":{"x":101,"y":430,"width":766,"height":11}},{"id":"84759ffe-61c9-4ea5-97c2-1517ecfc180d","block_type":"box","text":"clearinghouse directly but rather will do so through a FCM that is registered with the CFTC and/or SEC and that acts","page_number":42,"box":{"x":69,"y":445,"width":826,"height":12}},{"id":"bd42fed0-d4a4-45fa-a5de-57c08c4788f7","block_type":"box","text":"as a clearing member. A Fund may face the indirect risk of the failure of another clearing member customer to meet","page_number":42,"box":{"x":69,"y":460,"width":825,"height":12}},{"id":"6c5bb80d-3e4e-41c4-a3ae-1b63e148232b","block_type":"box","text":"its obligations to its clearing member. Such scenario could arise due to a default by the clearing member on its","page_number":42,"box":{"x":70,"y":475,"width":791,"height":12}},{"id":"a2300bf4-c642-4015-b5ed-b95993beff9e","block_type":"box","text":"obligations to the clearinghouse simultaneously with a customer’s failure to meet its obligations to the clearing","page_number":42,"box":{"x":69,"y":491,"width":793,"height":11}},{"id":"b0988f51-100d-409b-962a-808ce73a3517","block_type":"box","text":"member.","page_number":42,"box":{"x":69,"y":506,"width":60,"height":9}},{"id":"c95d0ebd-3f45-44a9-a7df-50b06918c4ef","block_type":"box","text":"Clearing member FCMs are required to post initial margin to the clearinghouses through which they clear their","page_number":42,"box":{"x":102,"y":529,"width":782,"height":11}},{"id":"add3b068-5d21-41a8-a818-01cb77c1de8c","block_type":"box","text":"customers’ cleared OTC derivatives and futures contracts, instead of using such initial margin in their businesses, as","page_number":42,"box":{"x":69,"y":543,"width":837,"height":12}},{"id":"546675cc-6596-44b3-8630-55d243e959df","block_type":"box","text":"was widely permitted for OTC derivatives before Dodd-Frank. While an FCM may require its customer to post initial","page_number":42,"box":{"x":68,"y":559,"width":811,"height":11}},{"id":"72551601-2920-4e32-9910-e009bac8f3ee","block_type":"box","text":"margin in excess of clearinghouse requirements, and cer tain clearinghouses may share a por tion of their earnings on","page_number":42,"box":{"x":69,"y":574,"width":838,"height":11}},{"id":"8c8d9db4-181a-4b73-959a-e0f2a71283ef","block_type":"box","text":"initial margin with their clearing members, some por tion of the initial margin that is passed through to the","page_number":42,"box":{"x":70,"y":589,"width":754,"height":11}},{"id":"f0aeb709-7b1a-4b88-82d3-0515d75acc7f","block_type":"box","text":"clearinghouse does not generate earnings for the FCM. The inability of FCMs to earn the same levels of returns on","page_number":42,"box":{"x":69,"y":604,"width":815,"height":11}},{"id":"30c6470f-d405-49af-9f69-e97db30b41fe","block_type":"box","text":"initial margin for cleared OTC derivatives as they could earn with respect to non-cleared OTC derivatives may cause","page_number":42,"box":{"x":70,"y":619,"width":817,"height":11}},{"id":"3fe7936a-4a21-4798-a950-b92ff889dc54","block_type":"box","text":"FCMs to charge higher fees, or provide less favorable pricing on cleared OTC derivatives than swap dealers will","page_number":42,"box":{"x":70,"y":634,"width":788,"height":12}},{"id":"590d21d9-2003-4470-ad7a-db2813ea6e51","block_type":"box","text":"provide for non-cleared OTC derivatives. Fur thermore, customers, including the Funds, are subject to additional fees","page_number":42,"box":{"x":70,"y":649,"width":825,"height":12}},{"id":"07c09127-c417-42cd-8ff5-308bc7b47bba","block_type":"box","text":"payable to FCMs with respect to cleared OTC derivatives, which may raise the cost to Funds of clearing as compared","page_number":42,"box":{"x":70,"y":664,"width":829,"height":12}},{"id":"9c8dfe52-6ca3-47f0-b080-67ea32d5bd83","block_type":"box","text":"to trading non-cleared OTC derivatives bilaterally.","page_number":42,"box":{"x":68,"y":680,"width":346,"height":11}},{"id":"4b7f9c45-44fd-4c2d-9afc-482fc7d7e708","block_type":"box","text":"With respect to uncleared swaps, registered swap dealers and security-based swap dealers are required to","page_number":42,"box":{"x":101,"y":703,"width":762,"height":11}},{"id":"8d3b937f-49fe-4878-97f0-1872313ec246","block_type":"box","text":"exchange variation margin with a Fund and may be required by applicable regulations to collect (and in some cases","page_number":42,"box":{"x":69,"y":718,"width":820,"height":11}},{"id":"3119dde0-64b6-418f-80a2-4f033cb0d34b","block_type":"box","text":"exchange) initial margin with a Fund. Both initial and variation margin may be comprised of cash and/or securities,","page_number":42,"box":{"x":69,"y":732,"width":816,"height":12}},{"id":"bf7936f8-337e-4ba9-b838-e9e2118c439c","block_type":"box","text":"subject to applicable regulatory haircuts and other restrictions. Shares of investment companies (other than cer tain","page_number":42,"box":{"x":69,"y":748,"width":825,"height":11}},{"id":"6d0fc552-2446-4a25-b726-98482eb93055","block_type":"box","text":"money market funds) may not be posted as collateral under applicable regulations.","page_number":42,"box":{"x":69,"y":763,"width":590,"height":11}},{"id":"f295c044-38f8-4012-acd5-b71eefe70521","block_type":"box","text":"The CFTC, cer tain foreign regulators, and many futures exchanges have established (and continue to evaluate","page_number":42,"box":{"x":101,"y":785,"width":783,"height":12}},{"id":"29da7322-adeb-4faf-a397-51ce67a8cb2e","block_type":"box","text":"and monitor) speculative position limits (“position limits”) on the maximum speculative position which any person, or","page_number":42,"box":{"x":69,"y":801,"width":833,"height":11}},{"id":"2e3277d3-dc0e-4e45-af6c-c337a073ceaf","block_type":"box","text":"group of persons acting in concer t, may hold or control in par ticular contracts. In addition, U.S. federal position limits","page_number":42,"box":{"x":68,"y":816,"width":837,"height":11}},{"id":"a120a525-1729-42fe-ae72-2e1d194cbf77","block_type":"box","text":"apply to swaps that are economically equivalent to futures contracts on cer tain agricultural, metals and energy","page_number":42,"box":{"x":69,"y":831,"width":789,"height":11}},{"id":"fa121fdd-4bf5-4c79-9c8e-eb7f8a5cad77","block_type":"box","text":"commodities. All positions owned or controlled by the same person or entity, even if in different accounts, must be","page_number":42,"box":{"x":69,"y":846,"width":818,"height":11}},{"id":"016ab115-1b6d-4bf4-ae3b-44fa5c86bd55","block_type":"box","text":"aggregated for purposes of complying with the speculative limits. Thus, even if a Fund does not intend to exceed","page_number":42,"box":{"x":69,"y":861,"width":801,"height":11}},{"id":"ace29c84-f283-479e-8a36-785397b33a67","block_type":"box","text":"applicable position limits, it is possible that different clients managed by the Manager and its affiliates may be","page_number":42,"box":{"x":69,"y":876,"width":791,"height":11}},{"id":"ff100253-1c25-455f-b9f1-6ae1822f5677","block_type":"box","text":"aggregated for this purpose. Therefore, the trading decisions of the Manager may have to be modified and positions","page_number":42,"box":{"x":69,"y":891,"width":827,"height":12}},{"id":"dc382e07-16f4-41ae-bb83-660256a7b0fb","block_type":"box","text":"held by a Fund liquidated in order to avoid exceeding such limits. The modification of investment decisions or the","page_number":42,"box":{"x":69,"y":906,"width":805,"height":12}},{"id":"3686a473-1305-4983-be01-e70a3c4ceed7","block_type":"box","text":"II-14","page_number":42,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"f0422b8a-6243-4c04-9ae6-8560a53c4e0b","block_type":"box","text":"NM1026U-5981080-42/228","page_number":42,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"18dc89bb-80a6-45bc-884f-ee249aec1b87","block_type":"box","text":"elimination of open positions, if it occurs, may adversely affect the profitability of a Fund. A violation of position limits","page_number":43,"box":{"x":69,"y":45,"width":837,"height":11}},{"id":"0bf5bdca-3ab2-4d42-a92d-94fbb343d379","block_type":"box","text":"could also lead to regulatory action materially adverse to a Fund’s investment strategy. A Fund may also be affected","page_number":43,"box":{"x":69,"y":60,"width":827,"height":11}},{"id":"b72a2f66-3738-4696-8f9b-f2b04fb98cfb","block_type":"box","text":"by other regimes, including those of the European Union and United Kingdom, and trading venues that impose","page_number":43,"box":{"x":69,"y":75,"width":785,"height":11}},{"id":"737cc4b5-cfcb-4720-9d16-f160240318c6","block_type":"box","text":"position limits on commodity derivative contracts.","page_number":43,"box":{"x":70,"y":90,"width":350,"height":11}},{"id":"a0e59771-153d-4054-b1c6-4ef102163fa1","block_type":"box","text":"Additional Regulation of Derivatives.","page_number":43,"box":{"x":101,"y":113,"width":256,"height":11}},{"id":"7e91a366-85b9-4402-907b-e4c28f763e5c","block_type":"box","text":"Regulatory bodies outside the U.S. have also passed, proposed, or may","page_number":43,"box":{"x":364,"y":113,"width":513,"height":11}},{"id":"7fbd804a-b351-4dac-80b9-28f2a21d4c5d","block_type":"box","text":"propose in the future, legislation similar to Dodd-Frank or other legislation that could increase the costs of","page_number":43,"box":{"x":70,"y":128,"width":757,"height":11}},{"id":"23174be8-e6ae-4bc0-a086-e60b7bda94b1","block_type":"box","text":"par ticipating in, or otherwise adversely impact the liquidity of, par ticipating in the commodities markets. For example,","page_number":43,"box":{"x":70,"y":143,"width":836,"height":11}},{"id":"660ea18e-13a7-4c98-b44b-68640bfb1207","block_type":"box","text":"the European Market Infrastructure Regulation (Regulation (EU) No 648/2012) (“EMIR”) introduced cer tain","page_number":43,"box":{"x":68,"y":158,"width":762,"height":11}},{"id":"83ff46a9-ebc1-4d2e-b017-f6fe476b5913","block_type":"box","text":"requirements in respect of OTC derivatives including: (i) the mandatory clearing of OTC derivative contracts declared","page_number":43,"box":{"x":69,"y":173,"width":825,"height":11}},{"id":"3f46284e-a62f-423e-b341-9c10ea3e09a3","block_type":"box","text":"subject to the clearing obligation; (ii) risk mitigation techniques in respect of uncleared OTC derivative contracts,","page_number":43,"box":{"x":69,"y":188,"width":798,"height":12}},{"id":"be84cd39-f2ac-4e44-94d6-4408c233d058","block_type":"box","text":"including the mandatory margining of uncleared OTC derivative contracts; and (iii) repor ting and recordkeeping","page_number":43,"box":{"x":70,"y":203,"width":785,"height":12}},{"id":"f6f9e134-4444-42d0-bedb-56677cfb1294","block_type":"box","text":"requirements in respect of all derivatives contracts. By way of fur ther example, the European Union Markets in","page_number":43,"box":{"x":69,"y":218,"width":787,"height":12}},{"id":"58fe4bfe-6cbe-40e4-bdb2-d75b1c50b54c","block_type":"box","text":"Financial Instruments Directive (Directive 2014/65/EU) and Markets in Financial Instruments Regulation (Regulation","page_number":43,"box":{"x":70,"y":234,"width":830,"height":11}},{"id":"42340eab-c832-44fd-b14e-36fcff9c68a1","block_type":"box","text":"(EU) No 600/2014) (together “MiFID II”), which have applied since January 3, 2018, govern the provision of","page_number":43,"box":{"x":69,"y":249,"width":771,"height":11}},{"id":"c07f86da-0bee-45f4-9d05-2ace9fb130fa","block_type":"box","text":"investment services and activities in relation to, as well as the organized trading of, financial instruments such as","page_number":43,"box":{"x":70,"y":264,"width":812,"height":11}},{"id":"a5d60b93-1aa1-461b-bfc9-2a1736016767","block_type":"box","text":"shares, bonds, units in collective investment schemes and derivatives. In par ticular, MiFID II requires European Union","page_number":43,"box":{"x":69,"y":279,"width":839,"height":11}},{"id":"f58dfc3c-2ae1-44bc-94cb-63860870954d","block_type":"box","text":"Member States to apply position limits to the size of a net position a person can hold at any time in commodity","page_number":43,"box":{"x":70,"y":294,"width":793,"height":11}},{"id":"ce4f4fc6-c2d7-44bc-ab60-c1159a070a2d","block_type":"box","text":"derivatives traded on European Union trading venues and in “economically equivalent” OTC contracts. If the","page_number":43,"box":{"x":69,"y":309,"width":765,"height":11}},{"id":"812829b4-81e8-47e7-9047-6d653c802fff","block_type":"box","text":"requirements of EMIR and MiFID II apply, the cost of derivatives transactions is expected to increase.","page_number":43,"box":{"x":69,"y":324,"width":720,"height":11}},{"id":"3e90ff9b-2d6e-4ba5-a1cb-29ebdfaa3c4a","block_type":"box","text":"In addition, regulations adopted by global prudential regulators that are now in effect require cer tain prudentially","page_number":43,"box":{"x":102,"y":347,"width":802,"height":11}},{"id":"a870db00-a20f-4e22-8fe5-1b6608ba185f","block_type":"box","text":"regulated entities and cer tain of their affiliates and subsidiaries (including swap dealers) to include in their","page_number":43,"box":{"x":69,"y":362,"width":762,"height":11}},{"id":"cadf3d3c-b54b-4825-9ca9-54ee449a937e","block_type":"box","text":"derivatives contracts and cer tain other financial contracts, terms that delay or restrict the rights of counterpar ties","page_number":43,"box":{"x":69,"y":377,"width":810,"height":12}},{"id":"5555f582-1dc2-4ce2-8efa-9ab19f194efe","block_type":"box","text":"(such as the Funds) to terminate such contracts, foreclose upon collateral, exercise other default rights or restrict","page_number":43,"box":{"x":69,"y":392,"width":812,"height":12}},{"id":"5a01de9b-8e53-4aaf-829b-af1f0440d326","block_type":"box","text":"transfers of credit suppor t in the event that the prudentially regulated entity and/or its affiliates are subject to","page_number":43,"box":{"x":68,"y":407,"width":787,"height":12}},{"id":"3a714533-289f-4b6d-b859-c5d86185e519","block_type":"box","text":"cer tain types of resolution or insolvency proceedings. Similar regulations and laws have been adopted in non-U.S.","page_number":43,"box":{"x":69,"y":423,"width":810,"height":11}},{"id":"8f276aca-7651-4017-b10c-d0baec30213b","block_type":"box","text":"jurisdictions that may apply to a Fund’s counterpar ties located in those jurisdictions. In par ticular, in the United","page_number":43,"box":{"x":67,"y":438,"width":795,"height":11}},{"id":"73a72dff-4689-4b19-91d0-35cfd8fdc482","block_type":"box","text":"Kingdom and the European Union, governmental authorities could reduce, eliminate or conver t to equity the liabilities","page_number":43,"box":{"x":70,"y":453,"width":835,"height":11}},{"id":"e4c35ac2-6849-4b54-bd70-003269a53e7d","block_type":"box","text":"to a Fund of a counterpar ty experiencing financial difficulties (sometimes referred to as a “bail in”). It is possible that","page_number":43,"box":{"x":68,"y":468,"width":839,"height":11}},{"id":"02f55210-128c-4824-a6f1-57676bfdbb38","block_type":"box","text":"these requirements, as well as potential additional related government regulation, could adversely affect a Fund’s","page_number":43,"box":{"x":68,"y":483,"width":814,"height":11}},{"id":"e8846064-7d91-4455-b5a3-d3715ced5cf3","block_type":"box","text":"ability to terminate existing derivatives contracts, exercise default rights or satisfy obligations owed to it with","page_number":43,"box":{"x":69,"y":498,"width":773,"height":11}},{"id":"4f1c5027-e558-4910-85ec-e7cc7e4c2a4a","block_type":"box","text":"collateral received under such contracts.","page_number":43,"box":{"x":69,"y":514,"width":288,"height":8}},{"id":"bd292549-aafa-41cf-884e-30cf4e4f9866","block_type":"box","text":"Risk Factors in Derivatives.","page_number":43,"box":{"x":102,"y":536,"width":191,"height":9}},{"id":"ac4cfc81-c69f-4236-bd3c-f773c96c5c8f","block_type":"box","text":"There are significant risks that apply generally to derivatives transactions, including:","page_number":43,"box":{"x":101,"y":559,"width":597,"height":11}},{"id":"2397f890-1477-4ff3-b547-3f669d52e5f5","block_type":"box","text":"Correlation Risk","page_number":43,"box":{"x":102,"y":581,"width":114,"height":9}},{"id":"823fc16a-c975-4961-a786-8918b5949d1f","block_type":"box","text":"— the risk that changes in the value of a derivative will not match the changes in the value of","page_number":43,"box":{"x":220,"y":581,"width":668,"height":12}},{"id":"059d52a4-79cf-4fbd-ae0e-89857d1db3ae","block_type":"box","text":"the por tfolio holdings that are being hedged or of the par ticular market or security to which the Fund seeks exposure.","page_number":43,"box":{"x":68,"y":596,"width":837,"height":12}},{"id":"d929d5a9-8e1a-4b0c-bb54-ab3bd3fc38f5","block_type":"box","text":"There are a number of factors which may prevent a derivative instrument from achieving the desired correlation (or","page_number":43,"box":{"x":68,"y":612,"width":818,"height":11}},{"id":"8c5ac349-6195-4938-b70b-9e8ce59a1930","block_type":"box","text":"inverse correlation) with an underlying asset, rate or index, such as the impact of fees, expenses and transaction","page_number":43,"box":{"x":70,"y":627,"width":806,"height":11}},{"id":"8c470953-079c-48c8-9ffa-db2d913f336d","block_type":"box","text":"costs, the timing of pricing, and disruptions or illiquidity in the markets for such derivative instrument.","page_number":43,"box":{"x":69,"y":642,"width":725,"height":11}},{"id":"ce0a1b68-5228-488e-99b0-6f1bb57e253d","block_type":"box","text":"Counterpar ty Risk","page_number":43,"box":{"x":102,"y":665,"width":128,"height":11}},{"id":"eb230e48-1279-45b3-9f5a-e27e61d8c88e","block_type":"box","text":"— the risk that a derivatives transaction counterpar ty will be unable or unwilling to make","page_number":43,"box":{"x":233,"y":665,"width":632,"height":11}},{"id":"fd47cf4c-ca5b-4112-8c65-beeb2a3af41a","block_type":"box","text":"payments or otherwise honor its obligations to a Fund and the related risks of having concentrated exposure to such","page_number":43,"box":{"x":70,"y":680,"width":830,"height":11}},{"id":"acd49597-f2f0-437a-be8c-008a682870fc","block_type":"box","text":"a counterpar ty. In par ticular, derivatives traded in OTC markets often are not guaranteed by an exchange or clearing","page_number":43,"box":{"x":69,"y":695,"width":824,"height":11}},{"id":"0f39cd53-fbcb-426a-84c8-2bde2fb29b60","block_type":"box","text":"corporation and often do not require payment of margin, and to the extent that the Fund has unrealized gains in such","page_number":43,"box":{"x":69,"y":710,"width":834,"height":11}},{"id":"814be486-e291-4d5d-9ec9-5649c9ad1ddd","block_type":"box","text":"instruments or has deposited collateral with its counterpar ties the Fund is at risk that its counterpar ties will become","page_number":43,"box":{"x":70,"y":725,"width":831,"height":11}},{"id":"8aae571e-12ef-4cce-84f6-3a785be36d6c","block_type":"box","text":"bankrupt or otherwise fail to honor their obligations. A Fund will typically attempt to minimize counterpar ty risk by","page_number":43,"box":{"x":69,"y":740,"width":806,"height":11}},{"id":"6900775d-d748-49b7-a37f-ea10ec03a2b3","block_type":"box","text":"engaging in OTC derivatives transactions only with creditwor thy entities that have substantial capital or that have","page_number":43,"box":{"x":69,"y":755,"width":803,"height":11}},{"id":"a6696814-9581-4802-815f-ca404055587c","block_type":"box","text":"provided the Fund with a third-par ty guaranty or other credit suppor t. When a Fund enters into a derivatives","page_number":43,"box":{"x":70,"y":771,"width":760,"height":11}},{"id":"8a58796d-4270-48f4-9264-5d86bfa3b4b8","block_type":"box","text":"transaction that is centrally cleared (whether mandatorily or voluntarily), the Fund is subject to the credit risk of the","page_number":43,"box":{"x":68,"y":785,"width":819,"height":12}},{"id":"a73e79c7-0f75-437f-aec9-9d3295623952","block_type":"box","text":"clearing house and the clearing member through which it holds its cleared position. Credit risk of market par ticipants","page_number":43,"box":{"x":69,"y":801,"width":834,"height":11}},{"id":"5cffd26d-77dd-4c77-b304-96847e99752a","block_type":"box","text":"with respect to derivatives that are centrally cleared is concentrated in a few clearing houses and increasingly fewer","page_number":43,"box":{"x":68,"y":816,"width":826,"height":11}},{"id":"9d734a5a-f3d7-4b88-a211-73092a9eabe4","block_type":"box","text":"clearing members. It is not clear how an insolvency proceeding of a clearing house would be conducted and what","page_number":43,"box":{"x":69,"y":831,"width":805,"height":11}},{"id":"655cd73f-6038-4441-b38e-1e5fe85bb6b5","block_type":"box","text":"impact an insolvency of a clearing house would have on the financial system. Also, a Fund will not be fully protected","page_number":43,"box":{"x":70,"y":846,"width":824,"height":11}},{"id":"9bf56d5e-3fff-431d-94fa-9f2e3cccaa1c","block_type":"box","text":"in the event of the bankruptcy of a Fund’s clearing member because the Fund would be limited to recovering only a","page_number":43,"box":{"x":70,"y":861,"width":816,"height":11}},{"id":"d5ee64ee-de15-494c-a92d-8052632a9b31","block_type":"box","text":"pro rata share of the funds held by the clearing member on behalf of customers by account class for cleared","page_number":43,"box":{"x":70,"y":876,"width":771,"height":11}},{"id":"8683d958-f512-4cee-8acb-42480b5aa76e","block_type":"box","text":"derivatives. Although a clearing member is required to segregate assets from customers with respect to cleared","page_number":43,"box":{"x":69,"y":891,"width":797,"height":12}},{"id":"60230012-0646-4f15-862c-3d7fabe86baa","block_type":"box","text":"derivatives positions from the clearing member’s proprietary assets, if a clearing member does not comply with the","page_number":43,"box":{"x":69,"y":906,"width":822,"height":12}},{"id":"e1fc95e8-6cf9-4f02-ac68-5f491fc9c086","block_type":"box","text":"II-15","page_number":43,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"939ad5a0-1659-4e47-8b5b-20b21ae1d45c","block_type":"box","text":"NM1026U-5981080-43/228","page_number":43,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"c122aff9-48c6-46e1-930a-a22cce9fe5d4","block_type":"box","text":"applicable regulations, or in the event of fraud or misappropriation of customer assets by a clearing member, a Fund","page_number":44,"box":{"x":69,"y":45,"width":829,"height":11}},{"id":"8f9f21f7-299d-45d5-9522-459e212bbe18","block_type":"box","text":"could have only an unsecured creditor claim in an insolvency of the clearing member with respect to the assets held","page_number":44,"box":{"x":69,"y":60,"width":827,"height":11}},{"id":"28b3f3df-e755-4e1d-ad33-8a90da69e9fb","block_type":"box","text":"by the clearing member.","page_number":44,"box":{"x":69,"y":75,"width":169,"height":11}},{"id":"4bff4281-f46f-43c0-a196-0b037d9ebd49","block_type":"box","text":"Credit Risk","page_number":44,"box":{"x":102,"y":98,"width":78,"height":9}},{"id":"1c53c66f-945e-45b3-b1ae-e705efb394f1","block_type":"box","text":"— the risk that the reference entity in a credit default swap or similar derivative will not be able to","page_number":44,"box":{"x":184,"y":98,"width":698,"height":11}},{"id":"385d7cd7-32f8-4922-969a-8ff08c669fdb","block_type":"box","text":"honor its financial obligations.","page_number":44,"box":{"x":69,"y":113,"width":213,"height":11}},{"id":"f5973ffc-5379-46ae-831c-872e44b43f4c","block_type":"box","text":"Currency Risk","page_number":44,"box":{"x":102,"y":135,"width":98,"height":11}},{"id":"e15f11c5-2d7c-4b45-a46f-5fb550f6ed63","block_type":"box","text":"— the risk that changes in the exchange rate between two currencies will adversely affect the","page_number":44,"box":{"x":204,"y":135,"width":669,"height":12}},{"id":"3a1df570-335f-463a-8528-e462a22c6ab0","block_type":"box","text":"value (in U.S. dollar terms) of a derivative.","page_number":44,"box":{"x":68,"y":150,"width":300,"height":11}},{"id":"e103a53f-1b13-42a2-8fc5-fe5c7f86e494","block_type":"box","text":"Illiquidity Risk","page_number":44,"box":{"x":102,"y":173,"width":98,"height":11}},{"id":"2dd32fbd-c862-4e5a-a8da-c583a7909a04","block_type":"box","text":"— the risk that cer tain securities or instruments may be difficult or impossible to sell at the time","page_number":44,"box":{"x":204,"y":173,"width":693,"height":11}},{"id":"b2aee0b5-bb6b-441e-be14-0a820d2cb9cf","block_type":"box","text":"or at the price desired by a Fund in connection with payments of margin, collateral, or settlement payments. There","page_number":44,"box":{"x":69,"y":188,"width":814,"height":12}},{"id":"5131b454-3a4c-4689-9a74-19b71cb48a7c","block_type":"box","text":"can be no assurance that a Fund will be able to unwind or offset a derivative at its desired price, in a secondary","page_number":44,"box":{"x":69,"y":203,"width":799,"height":12}},{"id":"2ebc0e5c-aa07-49a9-a6eb-ab2f371ba0e5","block_type":"box","text":"market or otherwise. It may, therefore, not be possible for the Fund to unwind its position in a derivative without","page_number":44,"box":{"x":69,"y":218,"width":799,"height":12}},{"id":"cddacdd6-b23c-46f8-8019-83823443fc51","block_type":"box","text":"incurring substantial losses (if at all). Cer tain OTC derivatives, including swaps and OTC options, involve substantial","page_number":44,"box":{"x":70,"y":234,"width":824,"height":11}},{"id":"f3d2278e-ef28-4363-bceb-b567d4fb9c29","block_type":"box","text":"illiquidity risk. Illiquidity may also make it more difficult for a Fund to ascer tain a market value for such derivatives. A","page_number":44,"box":{"x":70,"y":249,"width":830,"height":11}},{"id":"48aed90f-4046-4eb7-ba5f-12ea29a4f02b","block_type":"box","text":"Fund will, therefore, acquire illiquid OTC derivatives (i) if the agreement pursuant to which the instrument is","page_number":44,"box":{"x":70,"y":264,"width":762,"height":11}},{"id":"eae3f9f9-895a-4f2d-843b-ad9eb0461e33","block_type":"box","text":"purchased contains a formula price at which the instrument may be terminated or sold, or (ii) for which the Manager","page_number":44,"box":{"x":70,"y":279,"width":827,"height":11}},{"id":"7dd2a200-87d9-49a4-9537-f211d392adb5","block_type":"box","text":"anticipates the Fund can receive on each business day at least two independent bids or offers, unless a quotation","page_number":44,"box":{"x":69,"y":294,"width":816,"height":11}},{"id":"3842df0f-1f6c-4966-b93a-5d983701fcf6","block_type":"box","text":"from only one dealer is available, in which case that dealer’s quotation may be used. The illiquidity of the derivatives","page_number":44,"box":{"x":68,"y":309,"width":831,"height":11}},{"id":"53ea2a2f-cfb3-4808-a4bc-1abb6144e8b1","block_type":"box","text":"markets may be due to various factors, including congestion, disorderly markets, limitations on deliverable supplies,","page_number":44,"box":{"x":69,"y":324,"width":828,"height":12}},{"id":"50eb4d2d-9a26-44b0-a39e-6ecc4630eb8b","block_type":"box","text":"the par ticipation of speculators, government regulation and intervention, and technical and operational or system","page_number":44,"box":{"x":68,"y":339,"width":809,"height":12}},{"id":"24909b87-af3f-4337-b6cb-a938ab1a375c","block_type":"box","text":"failures. In addition, the liquidity of a market in an exchange-traded derivative contract may be adversely affected by","page_number":44,"box":{"x":68,"y":355,"width":826,"height":11}},{"id":"bb6085cc-70d3-41f6-acac-9b1eb3b51eba","block_type":"box","text":"“daily price fluctuation limits” established by the exchanges which limit the amount of fluctuation in an exchange","page_number":44,"box":{"x":70,"y":370,"width":806,"height":11}},{"id":"7195706e-0403-4816-8add-de0f9e71f563","block_type":"box","text":"traded contract price during a single trading day. Once the daily limit has been reached in the contract, no trades may","page_number":44,"box":{"x":68,"y":385,"width":838,"height":11}},{"id":"ce40cb4e-d3e3-467b-a6b4-d5db71cc71c6","block_type":"box","text":"be entered into at a price beyond the limit, thus preventing the liquidation of open positions. Prices have in the past","page_number":44,"box":{"x":69,"y":400,"width":827,"height":11}},{"id":"ffa519a1-27c8-4f46-9964-0b85170e1030","block_type":"box","text":"moved to the daily limit on a number of consecutive trading days with little to no trading. If it is not possible to close","page_number":44,"box":{"x":69,"y":415,"width":828,"height":11}},{"id":"0cb13f03-173e-48a4-80e8-818004d5dc05","block_type":"box","text":"an open derivative position entered into by the Fund, the Fund would continue to be required to make daily cash","page_number":44,"box":{"x":69,"y":430,"width":796,"height":11}},{"id":"ae25a7a7-95f8-4c97-89ea-8dc38c956908","block_type":"box","text":"payments of variation margin in the event of adverse price movements. In such a situation, if the Fund has","page_number":44,"box":{"x":70,"y":445,"width":759,"height":12}},{"id":"294403c4-9e81-4775-8d11-8165ff3e400a","block_type":"box","text":"insufficient cash, it may have to sell por tfolio securities to meet daily variation margin requirements at a time when it","page_number":44,"box":{"x":70,"y":460,"width":837,"height":12}},{"id":"b4ce7d39-425e-403b-a9fe-4804543d04b0","block_type":"box","text":"may be disadvantageous to do so.","page_number":44,"box":{"x":69,"y":476,"width":243,"height":11}},{"id":"2e0c3d40-61bc-4173-a78e-5753774ef1d9","block_type":"box","text":"Index Risk","page_number":44,"box":{"x":102,"y":498,"width":73,"height":9}},{"id":"0ace9546-0422-4bc0-8730-592fca409582","block_type":"box","text":"— if the derivative is linked to the per formance of an index, it will be subject to the risks associated","page_number":44,"box":{"x":179,"y":498,"width":714,"height":11}},{"id":"0e0ee3d7-1cbe-414c-b3f4-86060bfa2f81","block_type":"box","text":"with changes in that index. If the index changes, the Fund could receive lower interest payments or experience a","page_number":44,"box":{"x":68,"y":513,"width":800,"height":12}},{"id":"32af630f-8b0a-4d25-899c-4d3286da505d","block_type":"box","text":"reduction in the value of the derivative to below the price that the Fund paid for such derivative.","page_number":44,"box":{"x":69,"y":528,"width":678,"height":11}},{"id":"3203eb0e-7824-4787-9730-b2021ec414e1","block_type":"box","text":"Legal Risk","page_number":44,"box":{"x":102,"y":551,"width":73,"height":11}},{"id":"fe97a189-76c4-473f-a079-6797905b63c7","block_type":"box","text":"— the risk of insufficient documentation, insufficient capacity or authority of counterpar ty, or legality","page_number":44,"box":{"x":179,"y":551,"width":717,"height":11}},{"id":"e80cbd1a-2ab6-4a7c-ac04-8143c0f2e113","block_type":"box","text":"or enforceability of a contract.","page_number":44,"box":{"x":69,"y":566,"width":211,"height":11}},{"id":"66253cdc-231e-4a7d-ac08-92391582a8b1","block_type":"box","text":"Leverage Risk","page_number":44,"box":{"x":102,"y":589,"width":99,"height":11}},{"id":"aa84807d-dd0b-4473-b040-0c3dad06500d","block_type":"box","text":"— the risk that a Fund’s derivatives transactions can magnify the Fund’s gains and losses.","page_number":44,"box":{"x":205,"y":589,"width":648,"height":11}},{"id":"13c7cca9-d188-402b-ade7-f118f7e6b4f8","block_type":"box","text":"Relatively small market movements may result in large changes in the value of a derivatives position and can result","page_number":44,"box":{"x":70,"y":604,"width":823,"height":11}},{"id":"b0600546-3e99-4d44-88bf-0bd3d1a768e5","block_type":"box","text":"in losses that greatly exceed the amount originally invested.","page_number":44,"box":{"x":70,"y":619,"width":425,"height":11}},{"id":"0f65a2b2-9956-49ef-aba8-67040de708e0","block_type":"box","text":"Market Risk","page_number":44,"box":{"x":102,"y":642,"width":85,"height":9}},{"id":"e69a4f29-af1a-4999-91cf-2b4a0e8227d8","block_type":"box","text":"— the risk that changes in the value of one or more markets or changes with respect to the value of","page_number":44,"box":{"x":191,"y":642,"width":716,"height":11}},{"id":"90cdaa83-1c0c-4ef8-be45-df44cacd63b5","block_type":"box","text":"the underlying asset will adversely affect the value of a derivative. In the event of an adverse movement, a Fund may","page_number":44,"box":{"x":68,"y":657,"width":833,"height":11}},{"id":"812c1f57-2b9d-4cb7-a8c2-cda5d9fc1b7d","block_type":"box","text":"be required to pay substantial additional margin to maintain its position or the Fund’s returns may be adversely","page_number":44,"box":{"x":69,"y":672,"width":794,"height":11}},{"id":"7eb29b50-8853-422c-80d9-e864d066bbe3","block_type":"box","text":"affected.","page_number":44,"box":{"x":69,"y":687,"width":62,"height":9}},{"id":"e932d592-4fc6-48be-9dae-ecd7d34d4f6d","block_type":"box","text":"Operational Risk","page_number":44,"box":{"x":102,"y":710,"width":117,"height":11}},{"id":"4569f197-b844-425d-b6fb-c77981b3ef08","block_type":"box","text":"— the risk related to potential operational issues, including documentation issues, settlement","page_number":44,"box":{"x":223,"y":710,"width":674,"height":11}},{"id":"92ac1c82-5b63-4254-affc-a58975ad0168","block_type":"box","text":"issues, systems failures, inadequate controls and human error.","page_number":44,"box":{"x":70,"y":725,"width":451,"height":11}},{"id":"a0c00637-f3ea-4f9b-81f1-fb412659f0d7","block_type":"box","text":"Valuation Risk","page_number":44,"box":{"x":103,"y":748,"width":99,"height":9}},{"id":"84ff39d9-4dd9-4228-9f9e-fa73ad8e46be","block_type":"box","text":"— the risk that valuation sources for a derivative will not be readily available in the market. This is","page_number":44,"box":{"x":206,"y":748,"width":701,"height":11}},{"id":"dcef513e-82dd-44a3-a9d0-56e351147446","block_type":"box","text":"possible especially in times of market distress, since many market par ticipants may be reluctant to purchase","page_number":44,"box":{"x":70,"y":763,"width":779,"height":11}},{"id":"7c763b3b-0726-4630-b03d-4d35e9bb9f3c","block_type":"box","text":"complex instruments or quote prices for them.","page_number":44,"box":{"x":69,"y":778,"width":329,"height":11}},{"id":"e40867c5-5bc8-4788-8607-c71cbce077f4","block_type":"box","text":"Volatility Risk","page_number":44,"box":{"x":103,"y":801,"width":93,"height":11}},{"id":"25cf66f2-a395-49a2-8f0c-dc8762991f11","block_type":"box","text":"— the risk that the value of derivatives will fluctuate significantly within a shor t time period.","page_number":44,"box":{"x":200,"y":801,"width":652,"height":11}},{"id":"38b3dd12-d24b-4cb0-a602-25647307840b","block_type":"box","text":"Types of Derivatives Transactions.","page_number":44,"box":{"x":103,"y":823,"width":240,"height":11}},{"id":"839d0a04-6a66-4d93-af28-9a1ca68c5206","block_type":"box","text":"A Fund may enter into derivatives transactions in accordance with its investment guidelines and restrictions,","page_number":44,"box":{"x":101,"y":846,"width":771,"height":11}},{"id":"8168c1ca-4b22-45bc-9cae-deb0f679c558","block_type":"box","text":"including the following:","page_number":44,"box":{"x":70,"y":861,"width":159,"height":11}},{"id":"d39b9a6c-690f-4231-9828-1a0c61fde889","block_type":"box","text":"Futures.","page_number":44,"box":{"x":102,"y":884,"width":56,"height":9}},{"id":"0ab9b10c-bf38-4f6e-b6aa-80e970886503","block_type":"box","text":"II-16","page_number":44,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"973a86bf-c398-4349-84f0-88e72ff85356","block_type":"box","text":"NM1026U-5981080-44/228","page_number":44,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"dba18b05-eb33-44c6-a714-da97b201f595","block_type":"box","text":"A Fund may enter into futures contracts (“futures”) and options on futures contracts. Futures are standardized,","page_number":45,"box":{"x":101,"y":45,"width":791,"height":11}},{"id":"771ad4c8-50b5-472c-8006-60535d19d973","block_type":"box","text":"exchange-traded contracts that require a purchaser to take delivery, and a seller to make delivery, of a specified","page_number":45,"box":{"x":69,"y":60,"width":799,"height":11}},{"id":"ca9f2d70-893a-4f49-b21a-5ea61e1ac602","block_type":"box","text":"amount of an asset at a specified future date and price. Upon purchasing or selling a futures contract, a Fund is","page_number":45,"box":{"x":69,"y":75,"width":800,"height":11}},{"id":"f6df3582-5440-466d-a5a9-9b20b55ed546","block_type":"box","text":"required to deposit initial margin equal to a percentage of the contract value. Futures contracts are marked to market","page_number":45,"box":{"x":69,"y":90,"width":838,"height":11}},{"id":"8a361673-51f7-40c2-a197-caff679edaaa","block_type":"box","text":"daily for the duration of the contract, and the Fund will either post additional margin or be entitled to a payment, as","page_number":45,"box":{"x":69,"y":105,"width":820,"height":11}},{"id":"44d46581-fa1d-4f8b-ac03-9e0820c97bf5","block_type":"box","text":"applicable, based on the mark-to-market movement of the contract.","page_number":45,"box":{"x":69,"y":120,"width":478,"height":11}},{"id":"3112cbf1-d557-46e3-858f-336003d299d4","block_type":"box","text":"A Fund may sell a futures contract prior to the completion of its term to limit its risk of loss from a decline in the","page_number":45,"box":{"x":101,"y":143,"width":801,"height":11}},{"id":"36f0606d-711e-48f0-a76b-672d9538f261","block_type":"box","text":"market value of por tfolio holdings correlated with the futures contract. However, in the event the market value of the","page_number":45,"box":{"x":69,"y":158,"width":829,"height":11}},{"id":"564376a8-ca1f-448a-9bfd-a83804b5af4a","block_type":"box","text":"por tfolio holdings correlated with the futures contract increases rather than decreases, a Fund will realize a loss on","page_number":45,"box":{"x":70,"y":173,"width":822,"height":11}},{"id":"c67b92ed-e1d6-43fc-9790-29324daed1e2","block_type":"box","text":"the futures position and a lower return on the por tfolio holdings than would have been realized without the purchase","page_number":45,"box":{"x":68,"y":188,"width":830,"height":12}},{"id":"f85e54f7-96a0-43ac-aa75-68bc8462406b","block_type":"box","text":"of the futures contract.","page_number":45,"box":{"x":69,"y":203,"width":162,"height":9}},{"id":"9af6ab53-c24d-49cd-ac9b-56331955232a","block_type":"box","text":"The purchase of a futures contract may provide a Fund a lower cost alternative to purchasing securities or","page_number":45,"box":{"x":101,"y":226,"width":756,"height":11}},{"id":"15679602-c3c0-4733-8c45-75e39b7b545c","block_type":"box","text":"commodities directly. In the event that such securities or commodities decline in value or a Fund determines not to","page_number":45,"box":{"x":69,"y":241,"width":820,"height":11}},{"id":"f094c850-6fc2-42a8-aee1-2c4b6b7f38cf","block_type":"box","text":"complete an anticipatory hedge transaction relating to a futures contract, however, the Fund may realize a loss","page_number":45,"box":{"x":69,"y":256,"width":789,"height":12}},{"id":"b75825f8-64a5-426a-8701-dfe34c2433dc","block_type":"box","text":"relating to the futures position.","page_number":45,"box":{"x":69,"y":271,"width":219,"height":12}},{"id":"d379d7b6-4b37-4e3d-9d52-4f836776abd1","block_type":"box","text":"Futures contracts are also subject to position limits. In order to comply with position limits, a Fund may be","page_number":45,"box":{"x":102,"y":294,"width":757,"height":11}},{"id":"b94e18e3-a092-4f99-96bb-6d413754da83","block_type":"box","text":"required to liquidate positions or may not be able to fully implement trading instructions. Any such liquidation or","page_number":45,"box":{"x":69,"y":309,"width":797,"height":11}},{"id":"bb08f6c4-09fa-4ca2-9e21-2ab4e87e930f","block_type":"box","text":"limited implementation could result in substantial costs to a Fund. See “—Regulation of Derivatives — Dodd-Frank","page_number":45,"box":{"x":70,"y":324,"width":816,"height":12}},{"id":"72b18847-e253-4039-9681-e08a93429d35","block_type":"box","text":"Regulations” above.","page_number":45,"box":{"x":70,"y":340,"width":140,"height":11}},{"id":"5901f9ec-77dd-47f8-b16d-abea7643563d","block_type":"box","text":"A Fund is also permitted to purchase or sell call and put options on futures contracts, including financial futures","page_number":45,"box":{"x":101,"y":362,"width":799,"height":11}},{"id":"3b957032-a360-4c66-b4f0-96ea2098435c","block_type":"box","text":"and stock indices. Generally, these strategies would be used under the same market and market sector conditions","page_number":45,"box":{"x":69,"y":377,"width":818,"height":12}},{"id":"7366fab7-4dd9-4663-819f-a858b3c36476","block_type":"box","text":"(","page_number":45,"box":{"x":69,"y":393,"width":3,"height":10}},{"id":"1ef29bc3-e0ec-4a40-928e-4394d8556035","block_type":"box","text":"i.e.","page_number":45,"box":{"x":74,"y":393,"width":21,"height":8}},{"id":"e5344d00-494f-4168-bfc7-0d1613a3925d","block_type":"box","text":", conditions relating to specific types of investments) in which the Fund entered into futures transactions. A Fund","page_number":45,"box":{"x":97,"y":392,"width":803,"height":12}},{"id":"83523314-f96b-4809-b3b4-48d8bfeb39e2","block_type":"box","text":"may purchase put options or write call options on futures contracts and stock indices in lieu of selling the underlying","page_number":45,"box":{"x":69,"y":407,"width":830,"height":12}},{"id":"4188cbe2-3fea-4725-a15e-374d3f050b76","block_type":"box","text":"futures contract in anticipation of a decrease in the market value of its securities. Similarly, a Fund can purchase call","page_number":45,"box":{"x":68,"y":423,"width":835,"height":11}},{"id":"92e289af-fd5e-4cb6-93f9-2e756576e8ae","block_type":"box","text":"options, or write put options on futures contracts and stock indices, as a substitute for the purchase of such futures","page_number":45,"box":{"x":69,"y":438,"width":831,"height":11}},{"id":"9bec2da5-f8f7-4213-8c9d-600a712c23f6","block_type":"box","text":"contracts to hedge against the increased cost resulting from an increase in the market value of securities which the","page_number":45,"box":{"x":69,"y":453,"width":826,"height":11}},{"id":"14a533d2-c5ad-446a-abef-ac388089780e","block_type":"box","text":"Fund intends to purchase.","page_number":45,"box":{"x":70,"y":468,"width":183,"height":11}},{"id":"6c74d2a8-0c46-48fa-8ee6-5a030419e2e2","block_type":"box","text":"To maintain greater flexibility, a Fund may invest in instruments which have characteristics similar to futures","page_number":45,"box":{"x":101,"y":491,"width":768,"height":11}},{"id":"dd5135e3-935f-4aec-bdd7-fc223eacac9a","block_type":"box","text":"contracts. These instruments may take a variety of forms, such as debt securities with interest or principal payments","page_number":45,"box":{"x":69,"y":506,"width":835,"height":11}},{"id":"5f875f39-a37a-4d62-b049-fe95a361d3e1","block_type":"box","text":"determined by reference to the value of a security, an index of securities or a commodity at a future point in time. The","page_number":45,"box":{"x":69,"y":521,"width":839,"height":11}},{"id":"40b08702-990a-4a3a-898c-701690c4575b","block_type":"box","text":"risks of such investments could reflect the risks of investing in futures and securities, including volatility and","page_number":45,"box":{"x":69,"y":536,"width":773,"height":11}},{"id":"41fb27a4-cbba-463e-9975-59da991bf0b9","block_type":"box","text":"illiquidity.","page_number":45,"box":{"x":70,"y":551,"width":63,"height":11}},{"id":"40a9da11-835f-4174-a004-63f5d0573745","block_type":"box","text":"Futures contracts and options on futures contracts are subject to significant correlation risk, leverage risk,","page_number":45,"box":{"x":102,"y":574,"width":757,"height":11}},{"id":"cf7db697-0bb8-48ec-a10f-54a8f0df2b0f","block_type":"box","text":"illiquidity risk, market risk and counterpar ty risk with respect to a Fund’s futures broker or the clearinghouse. See","page_number":45,"box":{"x":70,"y":589,"width":807,"height":11}},{"id":"49b5ecd0-8c1d-45c9-aa8d-ed5bfb24a5f3","block_type":"box","text":"“—Risk Factors in Derivatives” above.","page_number":45,"box":{"x":70,"y":604,"width":269,"height":9}},{"id":"fcd2dd29-665d-47ea-8d86-0e49388bb4f0","block_type":"box","text":"Cer tain Funds may invest in futures based on carbon “allowances.” Under cer tain regulatory regimes, a limit is","page_number":45,"box":{"x":102,"y":627,"width":791,"height":11}},{"id":"f1acc1b1-8f95-4afe-8753-aeb2495b67ec","block_type":"box","text":"set by a regulator, such as a government entity, on the total amount of specific greenhouse gases, such as CO2, that","page_number":45,"box":{"x":69,"y":642,"width":838,"height":11}},{"id":"10b4ca5a-444c-4f19-a967-4eb4174147f6","block_type":"box","text":"can be emitted by regulated entities, such as manufacturers or energy producers. The regulator then may issue or","page_number":45,"box":{"x":69,"y":657,"width":814,"height":11}},{"id":"21059239-ffce-4bdd-b3e6-16f7d978c519","block_type":"box","text":"sell individual “emission allowances” to regulated entities, which can then be traded on the open market. Commodity","page_number":45,"box":{"x":69,"y":672,"width":837,"height":11}},{"id":"97026feb-d840-4d31-bef9-6fac02046054","block_type":"box","text":"futures contracts linked to the value of emission allowances are known as “carbon futures.”","page_number":45,"box":{"x":68,"y":687,"width":657,"height":9}},{"id":"7e94b94c-247b-435c-a74d-4ac775decb47","block_type":"box","text":"The price for carbon futures contracts is based on a number of factors, including the supply of and the demand","page_number":45,"box":{"x":101,"y":710,"width":792,"height":11}},{"id":"ef3dfa01-839c-4c74-b751-5ffd3d09b0b9","block_type":"box","text":"for carbon futures contracts. Changes in law, market conditions and expectations, position limits, collateral","page_number":45,"box":{"x":68,"y":725,"width":764,"height":11}},{"id":"4646442d-c076-437a-825f-c3b80e619bde","block_type":"box","text":"requirements, and other factors each can impact the supply of and demand for carbon futures contracts. The market","page_number":45,"box":{"x":69,"y":740,"width":832,"height":11}},{"id":"68148bce-c7a4-4dff-b57c-da53cd6d3b88","block_type":"box","text":"for carbon futures contracts is still developing and may be subject to periods of illiquidity. During such times it may be","page_number":45,"box":{"x":68,"y":755,"width":841,"height":11}},{"id":"940eb052-d375-43cf-8b35-ee6a9415c74f","block_type":"box","text":"difficult or impossible to buy or sell a position at the desired price. Market disruptions or volatility can also make it","page_number":45,"box":{"x":69,"y":770,"width":819,"height":11}},{"id":"8a838bcd-e693-4dab-a23b-26424a5b69d8","block_type":"box","text":"difficult to find a counterpar ty willing to transact at a reasonable price and sufficient size.","page_number":45,"box":{"x":69,"y":785,"width":637,"height":12}},{"id":"6becc0e5-550b-477e-b9e3-a5ffc1bbd3f0","block_type":"box","text":"Swap Agreements.","page_number":45,"box":{"x":102,"y":808,"width":131,"height":11}},{"id":"24af8af2-7f81-4517-bd88-e5724124d2c0","block_type":"box","text":"A Fund may enter into swap agreements for hedging purposes or speculative purposes. Swap agreements are","page_number":45,"box":{"x":101,"y":831,"width":782,"height":11}},{"id":"4157f23b-b9d4-45f2-a2bf-8e5e113dafc1","block_type":"box","text":"OTC contracts entered into primarily by financial institutions and institutional investors which may or may not be","page_number":45,"box":{"x":69,"y":846,"width":796,"height":11}},{"id":"66d2b65d-5d5d-4e33-a377-8cb7a87cec71","block_type":"box","text":"cleared by a central clearinghouse. In a standard “swap” transaction, two par ties agree to exchange the returns","page_number":45,"box":{"x":69,"y":861,"width":799,"height":11}},{"id":"2844ed00-b77b-4665-ac3b-97de01cf184b","block_type":"box","text":"earned or realized from one or more underlying assets or rates of return, which may be adjusted for an interest","page_number":45,"box":{"x":69,"y":876,"width":792,"height":11}},{"id":"589d330a-2701-4aea-b72f-d8ab6ab12083","block_type":"box","text":"factor. The gross returns to be exchanged or “swapped” between the par ties are generally calculated with respect to","page_number":45,"box":{"x":68,"y":891,"width":832,"height":12}},{"id":"01340a6c-044b-41cd-a9d1-7f5d10202902","block_type":"box","text":"a “notional amount,”","page_number":45,"box":{"x":69,"y":907,"width":147,"height":10}},{"id":"8cfbac0d-005e-438b-93f5-3a3448649875","block_type":"box","text":"e.g.","page_number":45,"box":{"x":223,"y":908,"width":25,"height":10}},{"id":"68fcc7c0-6914-416f-80a7-b9067d706484","block_type":"box","text":", the return or increase in value of a par ticular dollar amount invested at a par ticular","page_number":45,"box":{"x":251,"y":906,"width":602,"height":11}},{"id":"14a0a967-0dae-45c3-83ee-a5fb2b972c01","block_type":"box","text":"II-17","page_number":45,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"6ae1c0c2-2ac7-423b-a440-fcf29d895605","block_type":"box","text":"NM1026U-5981080-45/228","page_number":45,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"4b21fa07-12ab-4065-bc55-9ba1aad3df99","block_type":"box","text":"interest rate, in a par ticular foreign currency, or in a “basket” of securities representing a par ticular index. The","page_number":46,"box":{"x":70,"y":45,"width":787,"height":11}},{"id":"e786fe49-eccc-4083-9f40-67c4c28e7e7e","block_type":"box","text":"notional amount of the swap agreement is only used to calculate the obligations that the par ties to a swap","page_number":46,"box":{"x":69,"y":60,"width":762,"height":11}},{"id":"5a9d1c96-ac10-4ead-9d61-c13d153cd399","block_type":"box","text":"agreement have agreed to exchange. A Fund’s obligations (or rights) under a swap agreement will generally be equal","page_number":46,"box":{"x":69,"y":75,"width":828,"height":11}},{"id":"42bb39e2-abdb-45d6-b4c2-94befdc9399d","block_type":"box","text":"only to the net amount to be paid or received under the agreement based on the relative values of the positions held","page_number":46,"box":{"x":69,"y":90,"width":832,"height":11}},{"id":"c3aba67b-37d0-47ce-bf53-75742a0cb89b","block_type":"box","text":"by each par ty to the agreement. Swaps that are not cleared involve substantial counterpar ty risk. A Fund will typically","page_number":46,"box":{"x":69,"y":105,"width":835,"height":11}},{"id":"efbca1ec-ec79-4469-8e61-eca7048da9ae","block_type":"box","text":"attempt to mitigate this counterpar ty risk by entering into swap agreements only with creditwor thy entities that have","page_number":46,"box":{"x":69,"y":120,"width":826,"height":12}},{"id":"443a9426-ec15-429b-9aec-3fc4a86c956e","block_type":"box","text":"substantial capital or that have provided the Fund with a third-par ty guaranty or other credit suppor t. A Fund’s ability","page_number":46,"box":{"x":69,"y":136,"width":827,"height":11}},{"id":"1573d5e9-e20c-41e0-886a-bf396b66a677","block_type":"box","text":"to use swap agreements may be restricted by the tax rules applicable to registered investment companies.","page_number":46,"box":{"x":68,"y":151,"width":763,"height":11}},{"id":"daacf2bc-b1ba-4e27-a25e-35d3fec3a0c5","block_type":"box","text":"Credit Default Swaps and Similar Instruments.","page_number":46,"box":{"x":102,"y":173,"width":329,"height":11}},{"id":"ad4c7570-735c-46e0-9afb-f672323b1618","block_type":"box","text":"Cer tain Funds may enter into credit default swaps and similar","page_number":46,"box":{"x":438,"y":173,"width":439,"height":11}},{"id":"040ff145-d1d2-421c-929d-800226e2480d","block_type":"box","text":"instruments. Credit default swaps are standardized agreements in which the protection “buyer” pays the protection","page_number":46,"box":{"x":70,"y":188,"width":821,"height":12}},{"id":"09ae00ac-d18d-497b-8cba-d8a46c9373ff","block_type":"box","text":"“seller” an up-front payment, or a periodic stream of payments, over the term of the contract, provided generally that","page_number":46,"box":{"x":70,"y":203,"width":831,"height":12}},{"id":"fb25c764-b117-4554-8b72-e030e0c92a80","block_type":"box","text":"no credit event on a reference obligation has occurred. If a credit event occurs, the seller generally must pay the","page_number":46,"box":{"x":69,"y":218,"width":801,"height":12}},{"id":"ca68ebed-a3e5-4b77-b6d8-1cf66c4fd96f","block_type":"box","text":"buyer the difference between the notional amount of the contract and the value of a por tfolio of securities issued by","page_number":46,"box":{"x":69,"y":234,"width":829,"height":11}},{"id":"da186856-bac3-45b1-b655-02204b64af1c","block_type":"box","text":"the reference entity. A Fund may be either the buyer or seller in the transaction. The Funds may enter into credit","page_number":46,"box":{"x":68,"y":249,"width":798,"height":11}},{"id":"b899eb5d-84e0-4420-a0d3-a5e2a2198644","block_type":"box","text":"default swaps that reference the obligations of a single entity (“single-name CDS”) or the obligations of entities that","page_number":46,"box":{"x":69,"y":264,"width":827,"height":11}},{"id":"dd96c17a-8a95-4bde-b2ba-ab8162db712b","block_type":"box","text":"make up an index (“index CDS”). References to “credit default swaps” shall collectively refer to single-name CDS and","page_number":46,"box":{"x":69,"y":279,"width":836,"height":11}},{"id":"774750fc-fbcf-42ea-ae4d-26584709bd3a","block_type":"box","text":"index CDS.","page_number":46,"box":{"x":70,"y":294,"width":75,"height":9}},{"id":"54ba1f06-ab6e-4b89-953c-92df09c73b43","block_type":"box","text":"Credit default swaps have as reference obligations one or more securities or loans that are not currently held by","page_number":46,"box":{"x":102,"y":317,"width":800,"height":11}},{"id":"6ce28537-0a4c-48fa-bb7c-62e75abae3d9","block_type":"box","text":"a Fund. In circumstances in which a Fund does not own the securities or loans that are deliverable under a credit","page_number":46,"box":{"x":69,"y":332,"width":806,"height":9}},{"id":"2467d246-8439-4dcf-9731-256bdf1810e4","block_type":"box","text":"default swap, the Fund is exposed to the risk that deliverable securities will not be available in the market, or will be","page_number":46,"box":{"x":69,"y":347,"width":828,"height":11}},{"id":"6f76c714-e2b8-4dce-935e-1fe9e47aedfb","block_type":"box","text":"available only at unfavorable prices, as would be the case in a so-called “shor t squeeze.” In cer tain instances of","page_number":46,"box":{"x":69,"y":362,"width":804,"height":11}},{"id":"50fc16c4-ea30-4b65-ad97-d0e128f1f12e","block_type":"box","text":"issuer defaults or restructurings, it has been unclear under the standard industry documentation for credit default","page_number":46,"box":{"x":70,"y":377,"width":812,"height":12}},{"id":"8e98ffae-b8c6-4aec-a1a2-587bedff0f55","block_type":"box","text":"swaps whether or not a “credit event” triggering the seller’s payment obligation had occurred. Cer tain initiatives","page_number":46,"box":{"x":69,"y":392,"width":798,"height":12}},{"id":"c9c11bb8-0f48-4cce-bff1-cc084fa59412","block_type":"box","text":"adopted by derivatives market par ticipants, including the International Swaps and Derivatives Association (“ISDA”),","page_number":46,"box":{"x":69,"y":408,"width":819,"height":11}},{"id":"3b86dabd-1581-42e6-ba52-f79ce0e944ac","block_type":"box","text":"are designed to implement uniform settlement terms into standard credit default swap documentation, as well as","page_number":46,"box":{"x":69,"y":423,"width":810,"height":11}},{"id":"4a077de7-5aa7-4879-a252-e19f6e8c70f3","block_type":"box","text":"refine the practices for the transparent conduct of the credit default swap market generally. Among these initiatives","page_number":46,"box":{"x":69,"y":438,"width":821,"height":11}},{"id":"20bf36e5-74da-44bb-b8d7-e47672da3683","block_type":"box","text":"are the ISDA Credit Derivatives Determination Committee and the implementation of market-wide cash settlement","page_number":46,"box":{"x":69,"y":453,"width":811,"height":11}},{"id":"b7e25ba0-b629-44f3-b68a-ce160609839b","block_type":"box","text":"protocols applicable to all market-standard credit default swaps. These initiatives are intended to reduce both the","page_number":46,"box":{"x":70,"y":468,"width":809,"height":11}},{"id":"f22f2c1c-2984-4e56-a7b7-417d135ae244","block_type":"box","text":"uncer tainty as to the occurrence of credit events and the risk of a “shor t squeeze” by providing that the ISDA Credit","page_number":46,"box":{"x":69,"y":483,"width":827,"height":11}},{"id":"8c29f804-fe38-4d5b-8621-d76b1d232b48","block_type":"box","text":"Derivatives Determinations Committee will make determinations as to whether a credit event has occurred, establish","page_number":46,"box":{"x":70,"y":498,"width":834,"height":11}},{"id":"cb5d8e4b-1f46-44fd-a4d8-96148ea3e231","block_type":"box","text":"an auction to determine a settlement price and identify the deliverable securities for purposes of the auction,","page_number":46,"box":{"x":69,"y":513,"width":778,"height":11}},{"id":"b0e52380-fd00-4206-a356-e056db789a52","block_type":"box","text":"although the ISDA Credit Derivatives Determinations Committee may in cer tain limited circumstances refrain from","page_number":46,"box":{"x":69,"y":528,"width":809,"height":12}},{"id":"854ec822-7ece-4c92-8869-31a1755129a6","block_type":"box","text":"doing so. In the event the ISDA Credit Derivatives Determinations Committee cannot reach a timely resolution with","page_number":46,"box":{"x":69,"y":544,"width":815,"height":11}},{"id":"09b119a2-e87b-4879-a8b5-cdec558495ab","block_type":"box","text":"respect to a “credit event” or otherwise does not establish a cash settlement auction, a Fund may not be able to","page_number":46,"box":{"x":69,"y":559,"width":807,"height":11}},{"id":"11a4bbb5-058d-4f20-836f-c29e42f988f2","block_type":"box","text":"realize the full value of the credit default swap upon a default by the reference entity. Fur thermore, a Fund may enter","page_number":46,"box":{"x":69,"y":574,"width":832,"height":11}},{"id":"c2fb48df-8fd1-4b92-9514-36dcc2185f3f","block_type":"box","text":"into cer tain credit default swaps or similar instruments that may not be covered by these initiatives.","page_number":46,"box":{"x":70,"y":589,"width":711,"height":11}},{"id":"e5637342-1da3-4b31-859a-c4c46c5abfdc","block_type":"box","text":"If a Fund is a buyer, it will lose the payments made under the terms of the credit default swap and recover","page_number":46,"box":{"x":102,"y":612,"width":757,"height":11}},{"id":"5b20c4ef-359c-444d-a41d-a5294e0ff4b5","block_type":"box","text":"nothing should no credit event occur. If a Fund is a seller and a credit event occurs, the value of any deliverable","page_number":46,"box":{"x":69,"y":627,"width":794,"height":11}},{"id":"cb8180f8-56d8-4ace-8527-ab101e50880f","block_type":"box","text":"obligation received by the Fund or the amount of cash settlement received by the Fund pursuant to the relevant cash","page_number":46,"box":{"x":69,"y":642,"width":830,"height":11}},{"id":"139b5f1c-3af1-4bb0-8207-8f0e19f6fc44","block_type":"box","text":"settlement auction, together with the up-front or periodic payments previously received, may be less than the amount","page_number":46,"box":{"x":69,"y":657,"width":835,"height":11}},{"id":"40e88ae8-78bb-4385-8bd1-9f278f3c2ab1","block_type":"box","text":"it pays to the buyer, resulting in a loss of value to the Fund. A Fund that sells credit default swaps incurs leveraged","page_number":46,"box":{"x":70,"y":672,"width":817,"height":11}},{"id":"a16d6feb-be42-4ab6-9c00-82ca15ffd34e","block_type":"box","text":"exposure to the credit of one or more reference entities and is subject to many of the same risks it would incur if it","page_number":46,"box":{"x":69,"y":687,"width":820,"height":11}},{"id":"cd2044e9-66e6-45b8-b238-edd7933abeb0","block_type":"box","text":"were holding debt securities issued by the relevant reference entity. However, a Fund will not have any legal recourse","page_number":46,"box":{"x":68,"y":702,"width":833,"height":12}},{"id":"918f4974-0b11-4f28-9949-f57e59c8f47a","block_type":"box","text":"against any reference entity and will not benefit from any collateral securing the reference entity’s debt obligations. In","page_number":46,"box":{"x":69,"y":717,"width":837,"height":12}},{"id":"f21aa642-7613-4622-838a-60f7070390e1","block_type":"box","text":"the event the ISDA Credit Derivatives Determinations Committee does not establish a cash settlement auction and","page_number":46,"box":{"x":68,"y":733,"width":820,"height":9}},{"id":"31677b0f-f7ce-4030-8e89-1635b4d23be2","block_type":"box","text":"identify the relevant deliverable securities or loans, the credit default swap buyer will have broad discretion to select","page_number":46,"box":{"x":70,"y":748,"width":828,"height":11}},{"id":"a70ed756-321d-4256-bb8d-7afb45a9bd89","block_type":"box","text":"which of the reference entity’s debt obligations to deliver to the Fund following a credit event and will likely choose","page_number":46,"box":{"x":68,"y":763,"width":815,"height":11}},{"id":"3ed272e0-9e07-43d2-8b99-3182c1683f71","block_type":"box","text":"the obligations with the lowest market value in order to maximize the payment obligations of the Fund. In addition,","page_number":46,"box":{"x":68,"y":778,"width":814,"height":11}},{"id":"adfde859-a877-454c-8dd6-3660bcc21c0a","block_type":"box","text":"credit default swaps generally trade on the basis of theoretical pricing and valuation models, which may not","page_number":46,"box":{"x":69,"y":793,"width":766,"height":11}},{"id":"3e1df69b-2d2a-4691-8079-50f14029af91","block_type":"box","text":"accurately value such swap positions when established or when subsequently traded or unwound under actual market","page_number":46,"box":{"x":69,"y":808,"width":840,"height":11}},{"id":"94f50fa8-2b06-4a7b-894b-e607f6a3ce8f","block_type":"box","text":"conditions.","page_number":46,"box":{"x":69,"y":823,"width":76,"height":9}},{"id":"9767e812-e0ec-4ecb-8003-0fc3f8c0b3e9","block_type":"box","text":"Dodd-Frank requires that cer tain index CDS be executed in regulated markets and submitted for clearing to","page_number":46,"box":{"x":102,"y":846,"width":762,"height":11}},{"id":"a741accb-6435-446f-a6b4-c8dbab32dd81","block_type":"box","text":"regulated clearinghouses. See “—Derivatives — Regulation of Derivatives — Dodd-Frank Regulations” above. Other","page_number":46,"box":{"x":69,"y":861,"width":824,"height":11}},{"id":"b9e565af-0e83-4678-b671-3029cf7be544","block_type":"box","text":"single-name CDS and index CDS are permitted, although not required, to be cleared through regulated","page_number":46,"box":{"x":69,"y":876,"width":727,"height":11}},{"id":"68cb7e73-95b6-4533-b499-0d82e669d2f4","block_type":"box","text":"clearinghouses. The Funds clear all credit default swaps that are subject to mandatory clearing and may voluntarily","page_number":46,"box":{"x":69,"y":891,"width":819,"height":12}},{"id":"9af1062a-b812-406f-ba98-750a20219a24","block_type":"box","text":"clear some, but not all, of the other credit default swaps not subject to mandatory clearing. The Funds face","page_number":46,"box":{"x":69,"y":906,"width":764,"height":12}},{"id":"aa8339a6-6199-4bbc-a95d-d854de759558","block_type":"box","text":"II-18","page_number":46,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"7e5c7f9a-89a4-474f-b2fa-647166aaa2ad","block_type":"box","text":"NM1026U-5981080-46/228","page_number":46,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"4a9381b1-6f88-4d68-a496-791897db13c4","block_type":"box","text":"counterpar ty risk with respect to the clearinghouse when entering into cleared single-name CDS and cleared index","page_number":47,"box":{"x":69,"y":45,"width":813,"height":11}},{"id":"80afb197-bde0-4f28-aad3-26e1aef04b6f","block_type":"box","text":"CDS. The Funds face significant counterpar ty risk with respect to their counterpar ties to non-cleared credit default","page_number":47,"box":{"x":69,"y":60,"width":813,"height":11}},{"id":"19dbfbcd-71b7-467b-b2cd-ad75187eeae0","block_type":"box","text":"swaps and similar instruments. A Fund typically will enter into non-cleared credit default swaps and similar","page_number":47,"box":{"x":69,"y":75,"width":759,"height":11}},{"id":"17657a59-9fbc-4647-96f9-35284c959291","block_type":"box","text":"instruments with swap dealers and creditwor thy entities that have substantial capital or that have provided the Fund","page_number":47,"box":{"x":70,"y":90,"width":828,"height":11}},{"id":"763b1129-4ac3-4fd1-acd1-359c75a7afd3","block_type":"box","text":"with a third-par ty guaranty or other credit suppor t.","page_number":47,"box":{"x":68,"y":105,"width":355,"height":11}},{"id":"74252ec7-568e-452e-9e20-cdda8a6304d9","block_type":"box","text":"In cer tain instances, a Fund may enter into bespoke credit default swaps or similar instruments either as","page_number":47,"box":{"x":102,"y":128,"width":750,"height":11}},{"id":"71392a26-d7a6-4d9b-a010-c44bcff0d959","block_type":"box","text":"protection buyer or protection seller. While these contracts are similar in their operation to the market-standard credit","page_number":47,"box":{"x":70,"y":143,"width":836,"height":11}},{"id":"6cd9a97b-eb55-462f-a758-73082430dae5","block_type":"box","text":"default swaps described above, they are less standardized and instead have bespoke or tailored features. For","page_number":47,"box":{"x":69,"y":158,"width":785,"height":11}},{"id":"2ffe9d6f-7a1c-4812-809d-86430a32c66c","block_type":"box","text":"example, as compared to market-standard credit defaults, the range of “credit events” triggering settlement of such","page_number":47,"box":{"x":69,"y":173,"width":825,"height":11}},{"id":"cee6b516-988d-4fc3-aa22-3db5be987c88","block_type":"box","text":"bespoke contracts may be narrower or broader, any such triggered contracts are settled by physical delivery of the","page_number":47,"box":{"x":69,"y":188,"width":814,"height":12}},{"id":"e307a305-940b-40b0-baf0-518ffd28ba58","block_type":"box","text":"underlying security or loan to or by the Fund rather than by way of cash settlement, and there may be a wider range of","page_number":47,"box":{"x":69,"y":203,"width":839,"height":12}},{"id":"035d65e8-a803-4dd9-b84c-81a92dbd02d3","block_type":"box","text":"securities as the reference obligations and/or deliverable obligations.","page_number":47,"box":{"x":69,"y":218,"width":495,"height":12}},{"id":"8622bf05-9b93-4847-af0b-9dc242a7f96d","block_type":"box","text":"In addition, credit default swaps and similar instruments generally involve greater risks than if a Fund had","page_number":47,"box":{"x":102,"y":241,"width":752,"height":11}},{"id":"2992596f-7c53-46a7-acb9-af16e959efc8","block_type":"box","text":"invested in the reference obligation directly and are subject to significant credit risk, correlation risk, leverage risk,","page_number":47,"box":{"x":70,"y":256,"width":814,"height":12}},{"id":"9425c97d-ee77-45f7-82d1-568e9501f395","block_type":"box","text":"illiquidity risk and market risk. See “—Risk Factors in Derivatives” above.","page_number":47,"box":{"x":70,"y":272,"width":520,"height":11}},{"id":"33551c5e-4c13-40ac-b4a4-54e2afba1e29","block_type":"box","text":"Interest Rate Swaps, Floors and Caps.","page_number":47,"box":{"x":102,"y":294,"width":273,"height":11}},{"id":"2c0cca98-e9a0-440a-bdc2-a04e01f3aa40","block_type":"box","text":"Cer tain Funds may enter into OTC derivatives in the form of interest rate","page_number":47,"box":{"x":381,"y":294,"width":515,"height":11}},{"id":"540e90bf-4052-4a5d-9702-e0d9af5768d9","block_type":"box","text":"swaps and interest rate caps and floors. As described in fur ther detail below, a Fund may enter into these","page_number":47,"box":{"x":69,"y":309,"width":755,"height":11}},{"id":"cc53de17-ca4a-4974-974a-6697ab54ccb5","block_type":"box","text":"transactions primarily to preserve a return or spread on a par ticular investment or por tion of its holdings, as a","page_number":47,"box":{"x":68,"y":324,"width":788,"height":12}},{"id":"ea011d49-a57c-4b9c-8de4-ced678516b36","block_type":"box","text":"duration management technique, to protect against an increase in the price of securities a Fund anticipates","page_number":47,"box":{"x":69,"y":339,"width":768,"height":12}},{"id":"26325338-417a-433d-b8b9-5610037e5489","block_type":"box","text":"purchasing at a later date, or for speculation to increase returns.","page_number":47,"box":{"x":70,"y":355,"width":461,"height":11}},{"id":"2b6dd232-7244-4e9f-a84a-6f30bda9a448","block_type":"box","text":"Dodd-Frank requires that cer tain interest rate swaps be executed in regulated markets and submitted for","page_number":47,"box":{"x":102,"y":377,"width":748,"height":12}},{"id":"b383235f-0c11-4ddb-99ca-0cdfdf14fa35","block_type":"box","text":"clearing to regulated clearinghouses. See “—Regulation of Derivatives — Dodd-Frank Regulations” above. Other","page_number":47,"box":{"x":69,"y":392,"width":799,"height":12}},{"id":"405f97a1-9bbc-4712-b6a1-fc1168a9263b","block_type":"box","text":"interest rate swaps are permitted, although not required, to be cleared. Most of the interest rate swaps entered into","page_number":47,"box":{"x":70,"y":407,"width":829,"height":12}},{"id":"d509cafb-c303-4143-a62f-df8f56110878","block_type":"box","text":"by the Funds are cleared. The Funds face counterpar ty risk with respect to the clearinghouse when entering into","page_number":47,"box":{"x":69,"y":423,"width":797,"height":11}},{"id":"8e28daa4-40c0-49d9-8fc7-9534176291f0","block_type":"box","text":"cleared interest rate swaps.","page_number":47,"box":{"x":69,"y":438,"width":198,"height":11}},{"id":"529b2c4b-e2be-4334-a4fa-517fddfd905a","block_type":"box","text":"The Funds face significant counterpar ty risk with respect to their counterpar ties to non-cleared interest rate","page_number":47,"box":{"x":101,"y":460,"width":766,"height":12}},{"id":"2c8ff968-0a33-491a-94d3-7304d927b44d","block_type":"box","text":"swaps and interest rate caps and floors. The typical counterpar ties for a Fund’s non-cleared interest rate derivatives","page_number":47,"box":{"x":69,"y":475,"width":829,"height":12}},{"id":"9963641c-e401-4c8f-b98c-026692a000f0","block_type":"box","text":"transactions are swap dealers and other creditwor thy entities that have substantial capital or that have provided the","page_number":47,"box":{"x":68,"y":491,"width":830,"height":11}},{"id":"6ddb12cb-4caf-4e01-94f8-413e3d9a76f5","block_type":"box","text":"Fund with a third-par ty guaranty or other credit suppor t. If the Fund’s counterpar ty defaults on such a transaction, a","page_number":47,"box":{"x":70,"y":506,"width":822,"height":11}},{"id":"72f15223-9ce1-4949-9545-426210fcf1d4","block_type":"box","text":"Fund will have contractual remedies with respect to the transaction but there can be no guarantee that the Fund will","page_number":47,"box":{"x":70,"y":521,"width":824,"height":11}},{"id":"39e3ad24-8a63-4f62-8078-c8f1c68ae89e","block_type":"box","text":"be successful in enforcing such remedies. The market for interest rate swaps is relatively liquid in comparison with","page_number":47,"box":{"x":69,"y":536,"width":819,"height":11}},{"id":"ebc5b16f-03d9-4508-af65-973da42cfbfc","block_type":"box","text":"other similar instruments traded in the interbank market. A Fund may be limited in its ability to enter into cer tain","page_number":47,"box":{"x":69,"y":551,"width":801,"height":11}},{"id":"4ea644b9-c079-4c56-91c0-49e11f8b985d","block_type":"box","text":"interest rate derivatives due to applicable income tax requirements.","page_number":47,"box":{"x":70,"y":566,"width":480,"height":11}},{"id":"1d84d27e-dfe5-4cdf-ae61-20e4858dd36f","block_type":"box","text":"Interest rate swaps are transactions in which each par ty makes periodic interest payments based on a fixed or","page_number":47,"box":{"x":102,"y":589,"width":790,"height":11}},{"id":"8dd1d7af-504b-4215-a3be-22ed1c8dcb5e","block_type":"box","text":"variable interest rate, index or asset in return for periodic payments from its counterpar ty based on a different fixed","page_number":47,"box":{"x":68,"y":604,"width":825,"height":11}},{"id":"3f321d83-ccac-4af9-8e40-84a0573b5d96","block_type":"box","text":"or variable interest rate, index or asset.","page_number":47,"box":{"x":69,"y":619,"width":280,"height":11}},{"id":"f7566a09-2eda-47d0-983a-ee054251e7f1","block_type":"box","text":"The purchase of an interest rate floor entitles the purchaser, to the extent that a specified index falls below a","page_number":47,"box":{"x":101,"y":642,"width":780,"height":11}},{"id":"24968b78-15f9-4014-9596-cc25286cccc7","block_type":"box","text":"predetermined interest rate, to receive payments of interest on a notional principal amount from the par ty selling","page_number":47,"box":{"x":70,"y":657,"width":805,"height":11}},{"id":"3662b601-8707-4d2a-9396-8813e4409cfb","block_type":"box","text":"such interest rate floor.","page_number":47,"box":{"x":69,"y":672,"width":165,"height":9}},{"id":"a59cdbf2-927d-473e-888a-ae286a289cc9","block_type":"box","text":"The purchase of an interest rate cap entitles the purchaser, to the extent that a specified index rises above a","page_number":47,"box":{"x":101,"y":695,"width":780,"height":11}},{"id":"47d181d3-c0f5-4999-92e3-84d98fe8c46b","block_type":"box","text":"predetermined interest rate, to receive payments of interest on a notional principal amount from the par ty selling","page_number":47,"box":{"x":70,"y":710,"width":805,"height":11}},{"id":"695706d1-5c51-4c58-a1ed-78df7e50d3fb","block_type":"box","text":"such interest rate cap.","page_number":47,"box":{"x":69,"y":725,"width":159,"height":11}},{"id":"f03d741c-0ea4-46c3-889f-93d3790a4fe0","block_type":"box","text":"A Fund may enter into an interest rate swap to effectively exchange with another par ty their respective","page_number":47,"box":{"x":101,"y":748,"width":729,"height":11}},{"id":"980f056d-6dd6-409b-94ad-997608d26a29","block_type":"box","text":"commitments to pay or receive interest,","page_number":47,"box":{"x":69,"y":763,"width":282,"height":11}},{"id":"89c66c7f-6955-4cc2-8021-2b456ee491e8","block_type":"box","text":"e.g.","page_number":47,"box":{"x":359,"y":764,"width":24,"height":10}},{"id":"74eb89b4-9e48-4124-b3ff-c81fc1d454f1","block_type":"box","text":", an exchange of fixed rate payments for floating rate payments. For","page_number":47,"box":{"x":386,"y":763,"width":482,"height":11}},{"id":"a44cab23-575a-4bfc-9604-9a6249f6c5a3","block_type":"box","text":"example, if a Fund holds a mor tgage-backed security with an interest rate that is reset only once each year, it may","page_number":47,"box":{"x":69,"y":778,"width":814,"height":11}},{"id":"91e92c99-c959-4b7c-a696-be8e4e659b51","block_type":"box","text":"swap the right to receive interest at this fixed rate for the right to receive interest at a rate that is reset every week.","page_number":47,"box":{"x":69,"y":793,"width":823,"height":11}},{"id":"66709cf3-e540-41ab-8b8d-8e8e3e64e40a","block_type":"box","text":"This would enable a Fund to offset a decline in the value of the mor tgage-backed security due to rising interest rates","page_number":47,"box":{"x":68,"y":808,"width":832,"height":11}},{"id":"539093c8-e0fc-4ec9-8143-861951d58b3e","block_type":"box","text":"but would also limit its ability to benefit from falling interest rates. Conversely, if a Fund holds a mor tgage-backed","page_number":47,"box":{"x":69,"y":823,"width":807,"height":12}},{"id":"67d1c98a-1298-493b-a4b2-efaed9b75ede","block_type":"box","text":"security with an interest rate that is reset every week and it would like to lock in what it believes to be a high interest","page_number":47,"box":{"x":69,"y":839,"width":836,"height":11}},{"id":"40a28afa-73e6-49d3-8f13-5b20160ccaf7","block_type":"box","text":"rate for one year, it may swap the right to receive interest at this variable weekly rate for the right to receive interest","page_number":47,"box":{"x":69,"y":853,"width":826,"height":12}},{"id":"17a15b55-5cc3-4df8-8446-ba7b75f2503d","block_type":"box","text":"at a rate that is fixed for one year. Such a swap would protect the Fund from a reduction in yield due to falling interest","page_number":47,"box":{"x":69,"y":869,"width":840,"height":11}},{"id":"d5048bec-dfe6-4eec-85b5-d639d2a96546","block_type":"box","text":"rates and may permit the Fund to enhance its income through the positive differential between one week and one","page_number":47,"box":{"x":69,"y":884,"width":810,"height":11}},{"id":"31434cb7-15fb-417e-8387-4fb92cb8ca16","block_type":"box","text":"year interest rates, but would preclude it from taking full advantage of rising interest rates.","page_number":47,"box":{"x":68,"y":899,"width":646,"height":11}},{"id":"58412c13-d2d7-469f-b06c-ab34d9701854","block_type":"box","text":"II-19","page_number":47,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"decb58cf-a86c-4db8-8410-5f17385c3da7","block_type":"box","text":"NM1026U-5981080-47/228","page_number":47,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"5732b435-5c07-489c-8f7a-1e6819f8ece2","block_type":"box","text":"Gains from transactions in interest rate swaps distributed to shareholders will be taxable as ordinary income or,","page_number":48,"box":{"x":102,"y":45,"width":798,"height":11}},{"id":"348b04fa-969d-45aa-af10-edcc4cecc8db","block_type":"box","text":"in cer tain circumstances, as long term capital gains to shareholders.","page_number":48,"box":{"x":70,"y":60,"width":490,"height":11}},{"id":"5494c6d1-fc74-4ecd-9991-89dc801bd35c","block_type":"box","text":"Interest rate swaps and interest rate caps and floors may be subject to correlation risk, leverage risk, illiquidity","page_number":48,"box":{"x":102,"y":82,"width":791,"height":12}},{"id":"cf25340a-f09f-436d-b44e-b5430425ca4c","block_type":"box","text":"risk and market risk. See “—Risk Factors in Derivatives” above.","page_number":48,"box":{"x":69,"y":98,"width":454,"height":9}},{"id":"49d0131e-9a70-4233-a0d1-a583094800ba","block_type":"box","text":"Total Return Swaps.","page_number":48,"box":{"x":103,"y":120,"width":139,"height":11}},{"id":"bb40cda0-e90d-4133-81d0-d67d1f7c263e","block_type":"box","text":"Total return swaps are contracts in which one par ty agrees to make periodic payments to","page_number":48,"box":{"x":249,"y":120,"width":634,"height":12}},{"id":"4f74a38e-1acb-4a33-8f46-0c112d51eafe","block_type":"box","text":"the other par ty based on the return of the assets underlying the contract in exchange for periodic payments based on","page_number":48,"box":{"x":68,"y":135,"width":838,"height":12}},{"id":"4505cf71-80c2-4edc-9558-774135efb6ee","block_type":"box","text":"a fixed or variable interest rate or the total return from different underlying assets. The return of the assets","page_number":48,"box":{"x":69,"y":150,"width":764,"height":12}},{"id":"b7d740ea-e629-4f26-84a7-e98de82a2354","block_type":"box","text":"underlying the contract includes both the income generated by the asset and the change in market value of the","page_number":48,"box":{"x":69,"y":166,"width":791,"height":11}},{"id":"0ae06c12-5b52-41c4-8b91-ec41f2d2032e","block_type":"box","text":"asset. The asset underlying the contract may include a specified security, basket of securities or securities indices.","page_number":48,"box":{"x":69,"y":181,"width":821,"height":11}},{"id":"5cfd10de-b70b-45f1-a59b-93f753a17790","block_type":"box","text":"Total return swaps on a specified security, basket of securities or securities indices may sometimes be referred to as","page_number":48,"box":{"x":68,"y":196,"width":838,"height":11}},{"id":"5aaf195b-f3c6-4942-98e2-aa079873e425","block_type":"box","text":"“contracts for difference.”","page_number":48,"box":{"x":70,"y":211,"width":184,"height":9}},{"id":"378ab89a-0664-48da-8716-756f34d974a9","block_type":"box","text":"Total return swaps may be used to obtain exposure to a security or market without owning or taking physical","page_number":48,"box":{"x":101,"y":234,"width":770,"height":11}},{"id":"b95855b1-2122-4888-933a-b9578c368259","block_type":"box","text":"custody of such security or investing directly in such market. Upon entering into a total return swap, a Fund is","page_number":48,"box":{"x":69,"y":249,"width":780,"height":11}},{"id":"a64fda3e-2ac9-47af-abb9-8c16f160c97f","block_type":"box","text":"required to deposit initial margin but the par ties do not exchange the notional amount. As a result, total return swaps","page_number":48,"box":{"x":69,"y":264,"width":839,"height":11}},{"id":"76f58751-bf74-4a3a-82c3-cba76a7d71e5","block_type":"box","text":"may effectively add leverage to the Fund’s por tfolio because the Fund would be subject to investment exposure on","page_number":48,"box":{"x":69,"y":279,"width":816,"height":11}},{"id":"742d9280-6fd1-4e1f-989f-34e38fb93b60","block_type":"box","text":"the notional amount of the swap.","page_number":48,"box":{"x":68,"y":294,"width":235,"height":11}},{"id":"ae153b37-6edf-47fa-ace3-d7641ba3e8bf","block_type":"box","text":"Total return swaps are subject to significant correlation risk, leverage risk, illiquidity risk, market risk and","page_number":48,"box":{"x":101,"y":317,"width":746,"height":11}},{"id":"427e90c1-1a86-4ae1-8a2e-d15db3ab075c","block_type":"box","text":"counterpar ty risk. See “—Risk Factors in Derivatives” above.","page_number":48,"box":{"x":69,"y":332,"width":433,"height":11}},{"id":"2775430d-0c48-4211-bb60-525ea5b10ec7","block_type":"box","text":"Options.","page_number":48,"box":{"x":102,"y":355,"width":57,"height":11}},{"id":"99bde177-b2a1-4b1d-8603-8b408618d1c9","block_type":"box","text":"Options on Securities and Securities Indices.","page_number":48,"box":{"x":102,"y":377,"width":319,"height":11}},{"id":"b8e9ddd5-aaa6-4f81-b5df-82e5f440d153","block_type":"box","text":"A Fund may engage in transactions in options on individual","page_number":48,"box":{"x":427,"y":377,"width":418,"height":12}},{"id":"4b157de7-5de2-4900-9db2-619e67a7575d","block_type":"box","text":"securities, baskets of securities or securities indices, or par ticular measurements of value or rates, such as an index","page_number":48,"box":{"x":69,"y":392,"width":838,"height":11}},{"id":"d877d586-49b8-4b20-bbb4-3f44139924c0","block_type":"box","text":"of the price of treasury securities or an index representative of shor t-term interest rates. Such investments may be","page_number":48,"box":{"x":69,"y":407,"width":820,"height":12}},{"id":"1b7369d1-e022-4c71-8514-8e26e561deaa","block_type":"box","text":"made on exchanges and in the OTC markets. In general, exchange-traded options have standardized exercise prices","page_number":48,"box":{"x":69,"y":423,"width":826,"height":11}},{"id":"8de4064e-2d75-47f1-835f-57a2fafdc9d8","block_type":"box","text":"and expiration dates and require the par ties to post margin against their obligations, and the per formance of the","page_number":48,"box":{"x":69,"y":438,"width":806,"height":11}},{"id":"d588e98d-7c9a-4e0a-9c4e-568cfa6fba98","block_type":"box","text":"par ties’ obligations in connection with such options is guaranteed by the exchange or a related clearing corporation.","page_number":48,"box":{"x":70,"y":453,"width":825,"height":11}},{"id":"430a6861-1e0c-40c2-941c-109eb29888db","block_type":"box","text":"OTC options have more flexible terms negotiated between the buyer and the seller, but are subject to greater credit","page_number":48,"box":{"x":69,"y":468,"width":822,"height":11}},{"id":"ea735ebe-8e5a-4ddf-b6df-2b88acab95ca","block_type":"box","text":"risk. OTC options also involve greater illiquidity risk.","page_number":48,"box":{"x":69,"y":483,"width":366,"height":11}},{"id":"d20baf0d-ed3e-43a0-a90d-a3bb37b8555b","block_type":"box","text":"A Fund may also engage in transactions in options which have additional features that result in different","page_number":48,"box":{"x":101,"y":506,"width":743,"height":11}},{"id":"39f4a41e-e99c-4c01-842a-3d9826ce7e84","block_type":"box","text":"payment structures and/or expirations (commonly referred to as exotic options). For example, barrier options are","page_number":48,"box":{"x":70,"y":521,"width":804,"height":11}},{"id":"8815a11e-e95a-4c2f-b2c2-d101766d47c1","block_type":"box","text":"exotic options that can only be exercised (or automatically expire) if the price of the underlying asset reaches one or","page_number":48,"box":{"x":69,"y":536,"width":827,"height":11}},{"id":"c0cb948b-75e2-43f1-8711-3e023e3236a8","block_type":"box","text":"more predetermined levels on or before expiration. Binary options are another example of exotic options which have","page_number":48,"box":{"x":69,"y":551,"width":827,"height":11}},{"id":"1c177b0a-6764-4ea1-abf4-19a943928f27","block_type":"box","text":"a fixed all-or-nothing payout if one or more predetermined conditions are met. Exotic options are typically traded in","page_number":48,"box":{"x":69,"y":566,"width":812,"height":11}},{"id":"05f6b17f-6bb0-499c-badc-f4ad1ca0ea44","block_type":"box","text":"OTC markets.","page_number":48,"box":{"x":69,"y":581,"width":95,"height":9}},{"id":"7a987eb2-5ffe-4d27-98b0-3421b5db8af7","block_type":"box","text":"There are several risks associated with transactions in options on securities and indexes. For example, there are","page_number":48,"box":{"x":101,"y":604,"width":806,"height":11}},{"id":"540d280a-f94d-45e3-a2fc-2ab9206dc1a7","block_type":"box","text":"significant differences between the securities and options markets that could result in an imper fect correlation","page_number":48,"box":{"x":69,"y":619,"width":791,"height":11}},{"id":"04852ac8-b19e-43f1-b85f-2d4af46f7199","block_type":"box","text":"between these markets, causing a given transaction not to achieve its objectives. In addition, a liquid market for","page_number":48,"box":{"x":69,"y":634,"width":801,"height":12}},{"id":"1211fe7b-bfba-461d-a759-459610cf2a85","block_type":"box","text":"par ticular options, whether traded OTC or on a national securities exchange (“Exchange”) may be absent for reasons","page_number":48,"box":{"x":70,"y":649,"width":831,"height":12}},{"id":"ab222762-2a7b-4226-957a-374ee1962790","block_type":"box","text":"which include the following: there may be insufficient trading interest in cer tain options; restrictions may be imposed","page_number":48,"box":{"x":68,"y":664,"width":833,"height":12}},{"id":"4c93ad63-3bc4-4429-a41f-0d4489a9898d","block_type":"box","text":"by an Exchange on opening transactions or closing transactions or both; trading halts, suspensions or other","page_number":48,"box":{"x":69,"y":680,"width":769,"height":11}},{"id":"ea55057f-ca1e-4768-b937-9922eceafef6","block_type":"box","text":"restrictions may be imposed with respect to par ticular classes or series of options or underlying securities; unusual","page_number":48,"box":{"x":69,"y":695,"width":824,"height":11}},{"id":"05791b98-48e1-40fe-a8d1-de24e13fb573","block_type":"box","text":"or unforeseen circumstances may interrupt normal operations on an Exchange; the facilities of an Exchange or the","page_number":48,"box":{"x":69,"y":710,"width":816,"height":11}},{"id":"e59c9ba5-c2d4-466f-b8bf-f02a02d3b876","block_type":"box","text":"Options Clearing Corporation may not at all times be adequate to handle current trading volume; or one or more","page_number":48,"box":{"x":69,"y":725,"width":796,"height":11}},{"id":"a2d2636b-c8ed-43b5-85cc-56d0ba741a94","block_type":"box","text":"Exchanges could, for economic or other reasons, decide or be compelled at some future date to discontinue the","page_number":48,"box":{"x":70,"y":740,"width":798,"height":11}},{"id":"d2cacfb5-5753-474b-96ab-3f22ac5f4162","block_type":"box","text":"trading of options (or a par ticular class or series of options), in which event the market on that Exchange (or in that","page_number":48,"box":{"x":68,"y":755,"width":822,"height":11}},{"id":"43684f7c-8acc-444c-9137-defd0c06d305","block_type":"box","text":"class or series of options) would cease to exist, although outstanding options that had been issued by the Options","page_number":48,"box":{"x":69,"y":770,"width":818,"height":12}},{"id":"ab2054b1-3cd4-40bf-8799-6c04e9307608","block_type":"box","text":"Clearing Corporation as a result of trades on that Exchange would continue to be exercisable in accordance with their","page_number":48,"box":{"x":69,"y":785,"width":836,"height":12}},{"id":"1c8b398f-4a9b-47c0-9eaf-ed110fc5bc89","block_type":"box","text":"terms.","page_number":48,"box":{"x":68,"y":801,"width":45,"height":9}},{"id":"3d7d4b50-b29b-49dd-954a-dd3e7b746cde","block_type":"box","text":"Each of the options exchanges has established limitations governing the maximum number of call or put options","page_number":48,"box":{"x":102,"y":823,"width":801,"height":12}},{"id":"957141d3-d26f-4724-871b-87e9c1029a90","block_type":"box","text":"on the same asset that may be bought or written by a single investor, whether acting alone or in concer t with others","page_number":48,"box":{"x":69,"y":839,"width":826,"height":11}},{"id":"09a185a8-5af6-4baf-8d9d-5a5414f49af0","block_type":"box","text":"(regardless of whether such options are written on the same or different exchanges or are held or written on one or","page_number":48,"box":{"x":69,"y":853,"width":823,"height":12}},{"id":"27dd8a3b-5642-4b40-bb17-3d71c3bbeb72","block_type":"box","text":"more accounts or through one or more brokers). Under these limitations, option positions of all investment","page_number":48,"box":{"x":69,"y":869,"width":762,"height":11}},{"id":"a7ecd068-5b10-4e1e-bd1c-0c83120ba97b","block_type":"box","text":"companies advised by the Manager are combined for purposes of these limits. Pursuant to these limitations, an","page_number":48,"box":{"x":69,"y":884,"width":798,"height":11}},{"id":"f7004179-f202-4bbf-8bd2-850ccd1c880f","block_type":"box","text":"II-20","page_number":48,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"0be2bc61-91e9-4e58-bc5a-6eba420d60b8","block_type":"box","text":"NM1026U-5981080-48/228","page_number":48,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"445019cc-42a8-4921-8653-25c95fa0d7d3","block_type":"box","text":"exchange may order the liquidation of positions and may impose other sanctions or restrictions. These position limits","page_number":49,"box":{"x":69,"y":45,"width":837,"height":11}},{"id":"c0c54a5a-9801-4589-83a1-bb906bd36c28","block_type":"box","text":"may restrict the number of listed options that a Fund may buy or sell.","page_number":49,"box":{"x":69,"y":60,"width":491,"height":11}},{"id":"8ed10b28-416f-47dc-a346-6e43eb9d5a48","block_type":"box","text":"Call Options.","page_number":49,"box":{"x":102,"y":83,"width":89,"height":10}},{"id":"26738504-2a6b-4a78-83fc-10ab2d487f31","block_type":"box","text":"A Fund may purchase call options on any of the types of securities or instruments in which it may","page_number":49,"box":{"x":197,"y":82,"width":694,"height":12}},{"id":"76b57a69-7d90-4ff1-be8f-bc1e5e87c2dc","block_type":"box","text":"invest. A purchased call option gives a Fund the right to buy, and obligates the seller to sell, the underlying security at","page_number":49,"box":{"x":70,"y":98,"width":838,"height":11}},{"id":"94c858ad-bebf-473b-ac81-6e95c5491361","block_type":"box","text":"the exercise price at any time during the option period. A Fund also may purchase and sell call options on indices.","page_number":49,"box":{"x":68,"y":113,"width":813,"height":11}},{"id":"5efe9c2b-b459-4205-b244-8ef99f329bcf","block_type":"box","text":"Index options are similar to options on securities except that, rather than taking or making delivery of securities","page_number":49,"box":{"x":70,"y":128,"width":795,"height":11}},{"id":"f97cf474-bef3-423b-898a-adc4a35ff68b","block_type":"box","text":"underlying the option at a specified price upon exercise, an index option gives the holder the right to receive cash","page_number":49,"box":{"x":69,"y":143,"width":807,"height":11}},{"id":"9a8cf704-06d5-4810-a9bc-c66556f325bd","block_type":"box","text":"upon exercise of the option if the level of the index upon which the option is based is greater than the exercise price","page_number":49,"box":{"x":69,"y":158,"width":830,"height":11}},{"id":"3fe71ee3-057f-45a1-aa69-aaaf6e4b00ac","block_type":"box","text":"of the option.","page_number":49,"box":{"x":69,"y":173,"width":93,"height":11}},{"id":"cb2351e1-30e0-41d7-b849-500507d38b30","block_type":"box","text":"A written call option is covered if a Fund holds a call on the same security or index as the call written where the","page_number":49,"box":{"x":101,"y":196,"width":794,"height":11}},{"id":"1de2535b-b3ac-4246-8fe9-a6fe9dcac1c7","block_type":"box","text":"exercise price of the call held is (i) equal to or less than the exercise price of the call written, or (ii) greater than the","page_number":49,"box":{"x":69,"y":211,"width":823,"height":11}},{"id":"db12b79d-4811-4cdb-9198-f21042e47723","block_type":"box","text":"exercise price of the call written provided the difference is maintained by the Fund in assets which are not considered","page_number":49,"box":{"x":69,"y":226,"width":839,"height":11}},{"id":"dcfa8736-0e0c-4c00-8583-d533f33c2f6f","block_type":"box","text":"illiquid investments under the Funds’ Liquidity Program (as defined below) (“liquid assets”) designated on the","page_number":49,"box":{"x":70,"y":241,"width":778,"height":11}},{"id":"740014e5-486c-422d-ad1c-216f71be507b","block_type":"box","text":"Manager’s or the sub-adviser’s books and records to the extent required by Commission guidelines.","page_number":49,"box":{"x":70,"y":256,"width":711,"height":12}},{"id":"21aaeb5c-0db5-4100-a4b7-7d5dcd1ebb55","block_type":"box","text":"A Fund may write (","page_number":49,"box":{"x":101,"y":279,"width":130,"height":11}},{"id":"672637cb-4a1e-42fc-8590-0c6d2594cd09","block_type":"box","text":"i.e.","page_number":49,"box":{"x":233,"y":279,"width":20,"height":9}},{"id":"51a56bad-62d4-4e8f-aa91-91ad211c710d","block_type":"box","text":", sell) covered call options on the securities or instruments in which it may invest and to","page_number":49,"box":{"x":256,"y":279,"width":627,"height":11}},{"id":"15fdc87c-cbb4-409f-be2a-176d2e83e25e","block_type":"box","text":"enter into closing purchase transactions with respect to cer tain of such options. A covered call option is an option in","page_number":49,"box":{"x":69,"y":294,"width":831,"height":11}},{"id":"4105b196-8739-4216-9f3c-59782c4c6ffc","block_type":"box","text":"which a Fund, in return for a premium, gives another par ty a right to buy specified securities owned by the Fund at a","page_number":49,"box":{"x":68,"y":309,"width":827,"height":11}},{"id":"aafa7ebd-3dda-45b9-86eb-78780685d571","block_type":"box","text":"specified future date and price set at the time of the contract. The principal reason for writing call options is the","page_number":49,"box":{"x":69,"y":324,"width":797,"height":12}},{"id":"04ca0d6e-32f6-4326-a3c5-b15f1257088d","block_type":"box","text":"attempt to realize, through the receipt of premiums, a greater return than would be realized on the securities alone.","page_number":49,"box":{"x":69,"y":339,"width":823,"height":12}},{"id":"438a79b9-a4ee-41e0-9afd-0deb7738ec3b","block_type":"box","text":"By writing covered call options, a Fund gives up the oppor tunity, while the option is in effect, to profit from any price","page_number":49,"box":{"x":70,"y":355,"width":823,"height":11}},{"id":"aafa352f-2196-4aaf-b2ec-c2bfd1c95ba9","block_type":"box","text":"increase in the underlying security above the option exercise price. In addition, a Fund’s ability to sell the underlying","page_number":49,"box":{"x":70,"y":370,"width":825,"height":11}},{"id":"aac192b3-d17e-4dc9-aaba-001637b9d467","block_type":"box","text":"security will be limited while the option is in effect unless the Fund enters into a closing purchase transaction. A","page_number":49,"box":{"x":69,"y":385,"width":800,"height":11}},{"id":"272c84aa-bdeb-4f03-84dc-49938dfa28c3","block_type":"box","text":"closing purchase transaction cancels out a Fund’s position as the writer of an option by means of an offsetting","page_number":49,"box":{"x":69,"y":400,"width":792,"height":11}},{"id":"959a5261-6233-43f1-8e69-ad29e12478ba","block_type":"box","text":"purchase of an identical option prior to the expiration of the option it has written. Covered call options also serve as","page_number":49,"box":{"x":70,"y":415,"width":826,"height":11}},{"id":"d60551c8-5fd9-46df-9afb-1ba9ce523efe","block_type":"box","text":"a par tial hedge to the extent of the premium received against the price of the underlying security declining.","page_number":49,"box":{"x":69,"y":430,"width":760,"height":11}},{"id":"56050449-b3f8-4e5c-8915-bb190e9318b3","block_type":"box","text":"A Fund may write","page_number":49,"box":{"x":101,"y":453,"width":120,"height":11}},{"id":"c3d2e514-1da0-4bef-82d4-b8e067bd6222","block_type":"box","text":"(i.e.","page_number":49,"box":{"x":228,"y":453,"width":25,"height":11}},{"id":"110cd5d4-dabd-4f1e-be2c-df733099372c","block_type":"box","text":", sell) uncovered call options on securities or instruments in which it may invest but that","page_number":49,"box":{"x":256,"y":453,"width":628,"height":11}},{"id":"258f8dcc-cb63-43eb-a6d2-fd9d2cca2cef","block_type":"box","text":"are not currently held by the Fund. The principal reason for writing uncovered call options is to realize income without","page_number":49,"box":{"x":69,"y":468,"width":834,"height":11}},{"id":"e63b3643-36c6-4413-b2fd-71a856104ad4","block_type":"box","text":"committing capital to the ownership of the underlying securities or instruments. When writing uncovered call options,","page_number":49,"box":{"x":69,"y":483,"width":830,"height":11}},{"id":"042541fc-faa5-4f12-940c-300edebc9847","block_type":"box","text":"a Fund must deposit and maintain sufficient margin with the broker-dealer through which it made the uncovered call","page_number":49,"box":{"x":69,"y":498,"width":825,"height":11}},{"id":"cc948b18-d781-4994-8b70-896fd3e39db8","block_type":"box","text":"option as collateral to ensure that the securities can be purchased for delivery if and when the option is exercised.","page_number":49,"box":{"x":69,"y":513,"width":818,"height":11}},{"id":"51da082e-5cb0-415e-809d-a440cedabb6d","block_type":"box","text":"During periods of declining securities prices or when prices are stable, writing uncovered calls can be a profitable","page_number":49,"box":{"x":70,"y":528,"width":806,"height":12}},{"id":"b338f6f0-ca1a-44d8-b719-c3d28223cbf5","block_type":"box","text":"strategy to increase a Fund’s income with minimal capital risk. Uncovered calls are riskier than covered calls because","page_number":49,"box":{"x":69,"y":544,"width":839,"height":11}},{"id":"a2363117-52fe-4105-945a-d955d97429b8","block_type":"box","text":"there is no underlying security held by a Fund that can act as a par tial hedge. Uncovered calls have speculative","page_number":49,"box":{"x":68,"y":559,"width":793,"height":11}},{"id":"55a8217b-708e-47e5-9b65-fec7544e10c2","block_type":"box","text":"characteristics and the potential for loss is unlimited. When an uncovered call is exercised, a Fund must purchase","page_number":49,"box":{"x":69,"y":574,"width":814,"height":11}},{"id":"daf4291c-85fd-45c3-a12d-21d5e0a1099c","block_type":"box","text":"the underlying security to meet its call obligation. There is also a risk, especially with preferred and debt securities","page_number":49,"box":{"x":68,"y":589,"width":818,"height":11}},{"id":"0b4a6da5-f5dc-4c8d-a4dc-0114ceef0cd3","block_type":"box","text":"that lack sufficient liquidity, that the securities may not be available for purchase. If the purchase price exceeds the","page_number":49,"box":{"x":68,"y":604,"width":825,"height":11}},{"id":"52dffef4-2c59-49d2-b50b-200bda42b29e","block_type":"box","text":"exercise price, a Fund will lose the difference.","page_number":49,"box":{"x":69,"y":619,"width":326,"height":11}},{"id":"f92334bb-08f4-42e3-87da-b50cc9a944b1","block_type":"box","text":"Put Options.","page_number":49,"box":{"x":102,"y":642,"width":85,"height":11}},{"id":"f9391fe7-c42b-4deb-9ada-b4a0bcecfa68","block_type":"box","text":"A Fund may purchase put options to seek to hedge against a decline in the value of its securities or","page_number":49,"box":{"x":194,"y":642,"width":712,"height":11}},{"id":"0e9dc587-b941-415a-9bcd-7d1305d813c6","block_type":"box","text":"to enhance its return. By buying a put option, a Fund acquires a right to sell the underlying securities or instruments","page_number":49,"box":{"x":68,"y":657,"width":828,"height":11}},{"id":"893eeb2e-5d69-441b-a868-ad56916d6f84","block_type":"box","text":"at the exercise price, thus limiting the Fund’s risk of loss through a decline in the market value of the securities or","page_number":49,"box":{"x":69,"y":672,"width":816,"height":11}},{"id":"00127be1-f532-4398-ad72-180c573ec04c","block_type":"box","text":"instruments until the put option expires. The amount of any appreciation in the value of the underlying securities or","page_number":49,"box":{"x":70,"y":687,"width":820,"height":11}},{"id":"d9447872-6867-4b08-86f2-cff5339abbbb","block_type":"box","text":"instruments will be par tially offset by the amount of the premium paid for the put option and any related transaction","page_number":49,"box":{"x":70,"y":702,"width":826,"height":11}},{"id":"4c4e6582-95d0-4ecb-b3fc-96a0979fca70","block_type":"box","text":"costs. Prior to its expiration, a put option may be sold in a closing sale transaction and profit or loss from the sale","page_number":49,"box":{"x":69,"y":717,"width":815,"height":12}},{"id":"abfc71bc-1a81-4f2a-96d6-3c50232a63b8","block_type":"box","text":"will depend on whether the amount received is more or less than the premium paid for the put option plus the related","page_number":49,"box":{"x":68,"y":732,"width":839,"height":11}},{"id":"dbf53b8d-6a7c-46c7-a6cc-095a5ff19f7c","block_type":"box","text":"transaction costs. A closing sale transaction cancels out a Fund’s position as the purchaser of an option by means of","page_number":49,"box":{"x":68,"y":748,"width":841,"height":11}},{"id":"3326a21f-d79c-46e2-81c1-b4d11a07ba9f","block_type":"box","text":"an offsetting sale of an identical option prior to the expiration of the option it has purchased. A Fund also may","page_number":49,"box":{"x":69,"y":763,"width":785,"height":11}},{"id":"53bdc086-3694-42bd-ae1e-21e7d939b5a5","block_type":"box","text":"purchase uncovered put options.","page_number":49,"box":{"x":70,"y":778,"width":231,"height":11}},{"id":"967ca472-873c-4011-a162-4223436b8e7a","block_type":"box","text":"A Fund also may write (","page_number":49,"box":{"x":101,"y":801,"width":165,"height":11}},{"id":"1753166a-00f5-4396-a984-fa9e37b61edc","block_type":"box","text":"i.e.","page_number":49,"box":{"x":268,"y":801,"width":20,"height":9}},{"id":"db1e8a7e-a7c5-48db-93c0-876e98c54083","block_type":"box","text":", sell) put options on the types of securities or instruments that may be held by the","page_number":49,"box":{"x":291,"y":801,"width":591,"height":11}},{"id":"36b7e8bf-f10e-4bd7-99aa-d61b753d163b","block_type":"box","text":"Fund. A Fund will receive a premium for writing a put option, which increases the Fund’s return.","page_number":49,"box":{"x":70,"y":816,"width":675,"height":11}},{"id":"98d91f4e-84bf-4171-a383-940f62339402","block_type":"box","text":"A Fund also may write (","page_number":49,"box":{"x":101,"y":839,"width":165,"height":10}},{"id":"c09f3d8e-8e9d-4cb7-bb9f-0aa75881186c","block_type":"box","text":"i.e.","page_number":49,"box":{"x":268,"y":839,"width":20,"height":8}},{"id":"29dd0d55-a143-473f-87ab-7ec1e2f7778c","block_type":"box","text":", sell) uncovered put options on securities or instruments in which it may invest but","page_number":49,"box":{"x":291,"y":839,"width":593,"height":10}},{"id":"102f6b83-f010-4549-9fde-0fdca354e3ed","block_type":"box","text":"with respect to which the Fund does not currently have a corresponding shor t position or has not deposited as","page_number":49,"box":{"x":68,"y":854,"width":789,"height":11}},{"id":"3c441f00-15a5-4d07-9dab-fb95bf854340","block_type":"box","text":"collateral cash equal to the exercise value of the put option with the broker-dealer through which it made the","page_number":49,"box":{"x":69,"y":869,"width":773,"height":11}},{"id":"a56ce9c8-94f9-4a2d-86ad-29cdf5008400","block_type":"box","text":"uncovered put option. The principal reason for writing uncovered put options is to receive premium income and to","page_number":49,"box":{"x":69,"y":884,"width":807,"height":11}},{"id":"83870b6c-0fb2-4d44-a535-270e8cb47193","block_type":"box","text":"acquire such securities or instruments at a net cost below the current market value. A Fund has the obligation to buy","page_number":49,"box":{"x":69,"y":899,"width":835,"height":11}},{"id":"9b4e2220-ef02-4312-80e8-97b16936f15e","block_type":"box","text":"II-21","page_number":49,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"5a614a74-b307-42d0-b329-a78cc606788c","block_type":"box","text":"NM1026U-5981080-49/228","page_number":49,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"d0f2dbdf-d91e-4ad0-9a65-e5a0b3b27adc","block_type":"box","text":"the securities or instruments at an agreed upon price if the price of the securities or instruments decreases below","page_number":50,"box":{"x":68,"y":45,"width":818,"height":11}},{"id":"1eeb8f05-d2ca-4edc-9336-a1af1c4b7ff7","block_type":"box","text":"the exercise price. If the price of the securities or instruments increases during the option period, the option will","page_number":50,"box":{"x":68,"y":60,"width":800,"height":11}},{"id":"1e79ecf7-fec3-4f79-88de-0f7ed472d250","block_type":"box","text":"expire wor thless and a Fund will retain the premium and will not have to purchase the securities or instruments at","page_number":50,"box":{"x":69,"y":75,"width":814,"height":11}},{"id":"56ef1c19-d997-411c-9960-97c85df325c7","block_type":"box","text":"the exercise price.","page_number":50,"box":{"x":68,"y":90,"width":130,"height":11}},{"id":"38397771-5219-4540-8775-7ae0d69aaf6d","block_type":"box","text":"Options on Government National Mor tgage Association (“GNMA”) Cer tificates.","page_number":50,"box":{"x":102,"y":113,"width":556,"height":11}},{"id":"88874e09-b80a-4926-863a-1e90f58d27cd","block_type":"box","text":"The following information relates","page_number":50,"box":{"x":664,"y":113,"width":232,"height":11}},{"id":"72c41c8c-6a3c-466b-9dd1-f5cc547a3a9a","block_type":"box","text":"to the unique characteristics of options on GNMA Cer tificates. Since the remaining principal balance of GNMA","page_number":50,"box":{"x":68,"y":128,"width":784,"height":11}},{"id":"577597e9-cee7-41d2-aa82-c4e319b91984","block_type":"box","text":"Cer tificates declines each month as a result of mor tgage payments, a Fund, as a writer of a GNMA call holding GNMA","page_number":50,"box":{"x":69,"y":143,"width":840,"height":11}},{"id":"446f9f08-81cb-4cfe-a7de-625123a8fd16","block_type":"box","text":"Cer tificates as “cover” to satisfy its delivery obligation in the event of exercise, may find that the GNMA Cer tificates","page_number":50,"box":{"x":69,"y":158,"width":827,"height":11}},{"id":"20b03fe4-9985-4811-8e5f-afdd0dc53088","block_type":"box","text":"it holds no longer have a sufficient remaining principal balance for this purpose. Should this occur, a Fund will","page_number":50,"box":{"x":70,"y":173,"width":781,"height":11}},{"id":"9a917739-2147-422b-8f29-06d4a3b06c84","block_type":"box","text":"purchase additional GNMA Cer tificates from the same pool (if obtainable) or other GNMA Cer tificates in the cash","page_number":50,"box":{"x":70,"y":188,"width":803,"height":11}},{"id":"800b4a83-b6c6-4766-aae6-18b4cd81ba5f","block_type":"box","text":"market in order to maintain its “cover.”","page_number":50,"box":{"x":69,"y":204,"width":277,"height":8}},{"id":"9933f1f7-a582-4700-a4d5-3852a9ee2255","block_type":"box","text":"A GNMA Cer tificate held by a Fund to cover an option position in any but the nearest expiration month may cease","page_number":50,"box":{"x":101,"y":226,"width":807,"height":11}},{"id":"24a99de9-fdb0-49c9-a975-da5496f515bf","block_type":"box","text":"to represent cover for the option in the event of a decline in the GNMA coupon rate at which new pools are originated","page_number":50,"box":{"x":68,"y":241,"width":835,"height":11}},{"id":"53f40ddd-3602-4761-950f-809e49b46f11","block_type":"box","text":"under the FHA/VA loan ceiling in effect at any given time. If this should occur, a Fund will no longer be covered, and","page_number":50,"box":{"x":69,"y":256,"width":821,"height":12}},{"id":"1f504a79-0307-4581-b7a0-41eeadb566f8","block_type":"box","text":"the Fund will either enter into a closing purchase transaction or replace such Cer tificate with a cer tificate that","page_number":50,"box":{"x":68,"y":271,"width":784,"height":12}},{"id":"407075ae-50b9-40c7-b97c-1a69ab82421e","block_type":"box","text":"represents cover. When a Fund closes its position or replaces such Cer tificate, it may realize an unanticipated loss","page_number":50,"box":{"x":69,"y":286,"width":820,"height":12}},{"id":"6b6d4824-5bce-471d-a3de-ab70835397c3","block_type":"box","text":"and incur transaction costs.","page_number":50,"box":{"x":69,"y":302,"width":197,"height":9}},{"id":"fdba9d90-5d55-4824-a0ca-c5f47f7011a5","block_type":"box","text":"Options on Swaps (“Swaptions”).","page_number":50,"box":{"x":102,"y":324,"width":235,"height":11}},{"id":"7644acb6-c2fa-46ff-aad0-cdacd64ec78e","block_type":"box","text":"A swaption gives a counterpar ty the option (but not the obligation) to enter into","page_number":50,"box":{"x":343,"y":325,"width":563,"height":11}},{"id":"347bae31-a96d-49cf-a3ff-c6444ecfedc4","block_type":"box","text":"a new swap agreement or to shor ten, extend, cancel or otherwise modify an existing swap agreement, at a","page_number":50,"box":{"x":69,"y":339,"width":763,"height":12}},{"id":"5e3329cc-be99-4fd7-9f59-f90cc17f5677","block_type":"box","text":"designated future time on specified terms. A Fund may write (","page_number":50,"box":{"x":69,"y":355,"width":439,"height":11}},{"id":"ef8eb0b9-992c-403a-9242-6cbc3010227c","block_type":"box","text":"i.e.","page_number":50,"box":{"x":510,"y":355,"width":20,"height":9}},{"id":"daf60f78-b0bb-4cd8-8842-bbb75e759a09","block_type":"box","text":", sell) and purchase put and call swaptions.","page_number":50,"box":{"x":533,"y":355,"width":309,"height":11}},{"id":"ff13bd02-14ed-4847-b49a-1af58cb93b5a","block_type":"box","text":"Depending on the terms of the par ticular option agreement, a Fund will generally incur a greater degree of risk when","page_number":50,"box":{"x":70,"y":370,"width":826,"height":11}},{"id":"3516b5f6-2957-4438-94f0-bbc4d9d79a11","block_type":"box","text":"it writes a swaption than it will incur when it purchases a swaption. When a Fund purchases a swaption, it risks","page_number":50,"box":{"x":70,"y":385,"width":793,"height":11}},{"id":"4ff1857a-ad0d-41ea-b0c8-e7de440933ae","block_type":"box","text":"losing only the amount of the premium it has paid should it decide to let the option expire unexercised. However,","page_number":50,"box":{"x":70,"y":400,"width":802,"height":11}},{"id":"13aeaac3-96f1-4466-9b5d-533ec60f6f18","block_type":"box","text":"when a Fund writes a swaption, upon exercise of the option the Fund will become obligated according to the terms of","page_number":50,"box":{"x":68,"y":415,"width":836,"height":11}},{"id":"929641e0-de28-437d-9427-f407e0ca4f64","block_type":"box","text":"the underlying agreement and the potential for loss may be unlimited. Cer tain swaptions are permitted, although not","page_number":50,"box":{"x":68,"y":430,"width":832,"height":11}},{"id":"c97cdd2a-f96d-41c7-a6ae-9eca6a1ac389","block_type":"box","text":"required, to be cleared.","page_number":50,"box":{"x":69,"y":446,"width":165,"height":10}},{"id":"6df8e36e-c4eb-40bb-9bb4-c1f20051a1db","block_type":"box","text":"A Fund will likely enter into these transactions to preserve a return or spread on a par ticular investment or","page_number":50,"box":{"x":101,"y":468,"width":760,"height":11}},{"id":"7e065622-ad01-4dee-a164-70da21c6ff21","block_type":"box","text":"por tion of its por tfolio or to protect against any increase in the price of securities the Fund anticipates purchasing at","page_number":50,"box":{"x":70,"y":483,"width":830,"height":11}},{"id":"c38613b2-47a3-43a8-9ef9-ff670426a431","block_type":"box","text":"a later date. A Fund generally will use these transactions for hedging purposes, not for speculation.","page_number":50,"box":{"x":69,"y":498,"width":706,"height":11}},{"id":"e06582a4-74fe-4a40-99e6-6681a9bec3be","block_type":"box","text":"Swaptions may be subject to correlation risk, leverage risk, illiquidity risk and market risk. See “—Risk Factors in","page_number":50,"box":{"x":102,"y":521,"width":805,"height":11}},{"id":"d29ef647-2488-4cf3-830a-30ab12415c2e","block_type":"box","text":"Derivatives” above.","page_number":50,"box":{"x":70,"y":536,"width":135,"height":9}},{"id":"6944eff6-a1bd-433b-bf91-41f51e1423ea","block_type":"box","text":"FLEX Options.","page_number":50,"box":{"x":102,"y":559,"width":96,"height":11}},{"id":"79a658f5-02da-4403-83d9-951b9a07eb48","block_type":"box","text":"FLEX Options are customized option contracts available through national securities exchanges that","page_number":50,"box":{"x":206,"y":559,"width":702,"height":11}},{"id":"8b0c8bd5-d7a9-48d7-8270-f43213f92d4f","block_type":"box","text":"are guaranteed for settlement by the Options Clearing Corporation (“OCC”). FLEX Options are listed on a U.S. national","page_number":50,"box":{"x":69,"y":574,"width":839,"height":11}},{"id":"170b5114-8820-4ad4-b803-d2f98f1a9e5f","block_type":"box","text":"securities exchange. FLEX Options provide investors with the ability to customize assets referenced by the options,","page_number":50,"box":{"x":69,"y":589,"width":818,"height":11}},{"id":"015b0cdc-e030-455d-89e9-ae2b0987d30c","block_type":"box","text":"exercise prices, exercise styles (","page_number":50,"box":{"x":69,"y":604,"width":231,"height":11}},{"id":"f2930295-c317-41ea-aa11-8707e55a95c6","block_type":"box","text":"i.e.","page_number":50,"box":{"x":302,"y":604,"width":20,"height":9}},{"id":"f93259c0-8beb-4c05-b9ae-3858297970f9","block_type":"box","text":", American-style, exercisable any time prior to the expiration date, or European","page_number":50,"box":{"x":325,"y":604,"width":561,"height":11}},{"id":"dd54e2e6-951a-4558-afaa-a1b6917d7a72","block_type":"box","text":"style, exercisable only on the option expiration date) and expiration dates, while achieving price discovery in","page_number":50,"box":{"x":69,"y":619,"width":768,"height":11}},{"id":"383dd521-40e9-4b02-af2f-1645ce248cf0","block_type":"box","text":"competitive, transparent auctions markets and avoiding the counterpar ty exposure of OTC options positions. Each","page_number":50,"box":{"x":69,"y":634,"width":812,"height":12}},{"id":"6d90b658-409a-484c-bf17-09901e9e7a5a","block_type":"box","text":"option contract entitles the holder thereof to purchase (for the call options) or sell (for the put options) shares of the","page_number":50,"box":{"x":69,"y":649,"width":830,"height":11}},{"id":"a842e391-0dae-4dff-9eb6-8190ef9ea142","block_type":"box","text":"reference asset at the strike price. A Fund’s por tfolio may include several types of FLEX Options, including both","page_number":50,"box":{"x":69,"y":664,"width":792,"height":12}},{"id":"9a8df336-91ab-46b8-9f29-d655554def86","block_type":"box","text":"purchased and written put and call options (as fur ther described below). The FLEX Options are all European style","page_number":50,"box":{"x":70,"y":680,"width":802,"height":11}},{"id":"46ed8c42-a4b7-478d-9cb1-576d9dd24993","block_type":"box","text":"options, which means that they are exercisable at a predetermined specified price (the “strike price”) only on the","page_number":50,"box":{"x":69,"y":695,"width":806,"height":11}},{"id":"c911ba0d-8b17-4da7-9cdd-ff917b59e7d6","block_type":"box","text":"FLEX Option’s expiration date.","page_number":50,"box":{"x":70,"y":710,"width":211,"height":11}},{"id":"675a9126-87d2-4367-82fb-4e32f7337060","block_type":"box","text":"The OCC guarantees per formance by each of the counterpar ties to the FLEX Options, becoming the “buyer for","page_number":50,"box":{"x":101,"y":732,"width":783,"height":12}},{"id":"f226043b-c5b4-4b94-8a57-a08687761a7b","block_type":"box","text":"every seller and the seller for every buyer”, reducing counterpar ty risk for clearing members and options traders.","page_number":50,"box":{"x":69,"y":748,"width":802,"height":11}},{"id":"442de444-9eaa-4419-8d0d-c3b5ca447617","block_type":"box","text":"Although guaranteed for settlement by the OCC, FLEX Options are still subject to counterpar ty risk with the OCC and","page_number":50,"box":{"x":68,"y":763,"width":826,"height":11}},{"id":"82b6f3b7-bcae-458f-91ad-a90a5426328f","block_type":"box","text":"subject to the risk that the OCC may fail to per form the settlement of the FLEX Options due to bankruptcy or other","page_number":50,"box":{"x":69,"y":778,"width":814,"height":11}},{"id":"b176146f-6a19-4ec4-a0ae-d964b331ea1a","block_type":"box","text":"adverse reasons. A Fund bears the risk that the OCC will be unable or unwilling to per form its obligations under the","page_number":50,"box":{"x":69,"y":793,"width":822,"height":11}},{"id":"70a225f3-907b-4324-8cbe-d8d41866a608","block_type":"box","text":"FLEX Options contracts.","page_number":50,"box":{"x":70,"y":808,"width":166,"height":11}},{"id":"f326edd2-98fd-4cc9-9bb8-cb8cd13a3cb9","block_type":"box","text":"Subject to determination by the Securities Committee of the OCC, adjustments may be made to the FLEX","page_number":50,"box":{"x":102,"y":831,"width":748,"height":11}},{"id":"b66c3060-fbf4-4230-b276-b884de6c2230","block_type":"box","text":"Options for cer tain events (collectively, “Corporate Actions”) specified in the OCC’s by-laws and rules: cer tain stock","page_number":50,"box":{"x":69,"y":846,"width":822,"height":11}},{"id":"577bb632-af95-471d-b143-b040178c3b02","block_type":"box","text":"dividends or distributions, stock splits, reverse stock splits, rights offerings, distributions, reorganizations,","page_number":50,"box":{"x":69,"y":861,"width":759,"height":11}},{"id":"6efb891a-2938-4498-ba03-53ff185c4ba6","block_type":"box","text":"recapitalizations, or reclassifications with respect to an underlying security, or a merger, consolidation, dissolution or","page_number":50,"box":{"x":69,"y":876,"width":833,"height":11}},{"id":"8222fed1-ed6b-4435-a6f3-8eca6de994f8","block_type":"box","text":"liquidation of the issuer of the underlying security. According to the OCC’s by-laws, the nature and extent of any such","page_number":50,"box":{"x":70,"y":891,"width":829,"height":12}},{"id":"082ae04b-5cf4-44e4-8f8c-882df8cc703e","block_type":"box","text":"adjustment is to be determined by the OCC’s Securities Committee, in light of the circumstances known to it at the","page_number":50,"box":{"x":69,"y":906,"width":821,"height":12}},{"id":"9f19c617-7c33-4e05-9be3-251ba7ab60a1","block_type":"box","text":"II-22","page_number":50,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"c06ea97d-cfa6-4a53-8dea-e21473875821","block_type":"box","text":"NM1026U-5981080-50/228","page_number":50,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"a88a315f-ee0a-4283-913d-227ffc36d823","block_type":"box","text":"time such determination is made, based on its judgment as to what is appropriate for the protection of investors and","page_number":51,"box":{"x":68,"y":45,"width":835,"height":11}},{"id":"079bd5a5-389c-4ec6-99e7-136a8f5e65d3","block_type":"box","text":"the public interest, taking into account such factors as fairness to holders and writers (or purchasers and sellers) of","page_number":51,"box":{"x":68,"y":60,"width":829,"height":11}},{"id":"e2d68290-674a-4d74-8695-ef900d3c1c4c","block_type":"box","text":"the affected options, the maintenance of a fair and orderly market in the affected options, consistency of","page_number":51,"box":{"x":68,"y":75,"width":753,"height":11}},{"id":"9379e9f6-ff25-4476-9cca-c790e2b4e52e","block_type":"box","text":"interpretation and practice, efficiency of exercise settlement procedures, and the coordination with other clearing","page_number":51,"box":{"x":70,"y":90,"width":806,"height":11}},{"id":"21fa83c6-a717-453e-9619-98f11148ece0","block_type":"box","text":"agencies of the clearance and settlement of transactions in the underlying interest.","page_number":51,"box":{"x":69,"y":105,"width":593,"height":11}},{"id":"627e8bc9-011d-42bf-8e64-f92e34eeaf8d","block_type":"box","text":"Cer tain Considerations Regarding Options","page_number":51,"box":{"x":135,"y":128,"width":298,"height":11}},{"id":"32f29058-e318-4ef2-a5e3-5f2765cd2575","block_type":"box","text":". The FLEX Options in which each Fund may invest will be options","page_number":51,"box":{"x":435,"y":128,"width":461,"height":11}},{"id":"fc2f4b93-ad24-4a54-876e-cc824511e2fe","block_type":"box","text":"on an exchange-traded fund (“ETF”) or the S&P 500 Index (together with such ETF, a “Reference Asset”). As","page_number":51,"box":{"x":102,"y":143,"width":768,"height":11}},{"id":"a5465028-326f-40ed-a1df-66fe08e2b9ba","block_type":"box","text":"such, the value of a Fund’s FLEX Options will fluctuate with changes in the value of the securities held by the","page_number":51,"box":{"x":102,"y":158,"width":775,"height":11}},{"id":"537abc13-30b2-43e5-9d34-e8922ffe15d4","block_type":"box","text":"ETF, and thus the ETF’s share price. In addition to the value of the ETF, the value of an option, in general, will","page_number":51,"box":{"x":102,"y":173,"width":777,"height":11}},{"id":"005cb671-cbd3-49c9-be69-6120e296d0d8","block_type":"box","text":"reflect, among other things, the time remaining until expiration (the end of the Outcome Period), the relationship","page_number":51,"box":{"x":102,"y":188,"width":799,"height":12}},{"id":"d429fd9b-13be-492e-b46c-9df73e14e767","block_type":"box","text":"of the exercise price to the market price of the Reference Asset, and general market conditions. Options that","page_number":51,"box":{"x":102,"y":203,"width":777,"height":12}},{"id":"196d8775-7501-488a-82a7-489254801dcc","block_type":"box","text":"expire unexercised have no value.","page_number":51,"box":{"x":101,"y":219,"width":240,"height":10}},{"id":"1d6e1299-ae3e-45d1-8403-ed8467241b1a","block_type":"box","text":"The puts and calls on the Reference Asset entitle the purchaser of the option the right to purchase (for a","page_number":51,"box":{"x":134,"y":241,"width":747,"height":11}},{"id":"adc1869a-8d48-47f4-8aaa-b9c175f08ba0","block_type":"box","text":"call option) or sell (for a put option) the Reference Asset at a predetermined specified price (the “strike price”).","page_number":51,"box":{"x":101,"y":256,"width":792,"height":11}},{"id":"e1e5f125-7ed7-47fd-b598-afb2a2846b1a","block_type":"box","text":"When a Fund writes a call on the Reference Asset, it receives a premium and agrees that the purchaser of the","page_number":51,"box":{"x":101,"y":271,"width":786,"height":12}},{"id":"b856a54c-cfc1-4ce0-95ef-09e20303a00e","block_type":"box","text":"call, upon exercise of the call, will receive from the Fund the delivery of a specified number of shares of the ETF","page_number":51,"box":{"x":101,"y":286,"width":798,"height":12}},{"id":"5957949f-9981-43fe-89dd-2450a3913e08","block_type":"box","text":"in exchange for the strike price. When a Fund buys a call on the Reference Asset, it pays a premium and has the","page_number":51,"box":{"x":102,"y":302,"width":802,"height":11}},{"id":"2c27024f-beff-4a9b-b2e8-c283bdd1b4aa","block_type":"box","text":"same rights to such call as indicated above. When a Fund buys a put on the Reference Asset, it pays a premium","page_number":51,"box":{"x":102,"y":317,"width":800,"height":11}},{"id":"495030f8-ee28-4363-b0fe-9eec72cc4d3a","block_type":"box","text":"and has the right to require the seller of the put, upon the Fund’s exercise of the put, to deliver the specified","page_number":51,"box":{"x":102,"y":332,"width":774,"height":11}},{"id":"ad86ed38-759d-4382-8f21-40e99d25272c","block_type":"box","text":"number of shares of the ETF in exchange for the strike price. When a Fund writes a put on the Reference Asset,","page_number":51,"box":{"x":102,"y":347,"width":793,"height":11}},{"id":"7d766f0f-296e-4e02-8745-52330681adb9","block_type":"box","text":"it receives a premium and the purchaser of the put has the right to require the Fund to deliver the specified","page_number":51,"box":{"x":102,"y":362,"width":764,"height":11}},{"id":"5e2175e7-39ee-4b67-add7-315f3ac6636e","block_type":"box","text":"number of shares of the ETF in exchange for the strike price.","page_number":51,"box":{"x":102,"y":377,"width":430,"height":12}},{"id":"f4bdef9c-614c-4c0b-9d75-2db65d00a52b","block_type":"box","text":"Although each Fund will generally utilize FLEX Options that are physically settled, a Fund may also utilize","page_number":51,"box":{"x":134,"y":400,"width":740,"height":11}},{"id":"7f68766f-4669-4bf5-a516-a57853bee4c8","block_type":"box","text":"FLEX Options that are cash-settled. Cash-settled options give the holder the right to receive an amount (or owe","page_number":51,"box":{"x":102,"y":415,"width":787,"height":11}},{"id":"6a49d5e7-a2e1-43c3-b511-30053b8440eb","block_type":"box","text":"an amount) of cash upon the exercise of the option. Gain or loss depends on changes in the value of the ETF’s","page_number":51,"box":{"x":102,"y":430,"width":790,"height":11}},{"id":"98b7f06a-1cce-4247-bb85-9f9a76f0c4f7","block_type":"box","text":"share price relative to the strike price for a given option contract. The amount of cash is equal to the difference","page_number":51,"box":{"x":102,"y":445,"width":793,"height":12}},{"id":"e3f19a7d-37e8-4daa-91b3-b4da787dc6b0","block_type":"box","text":"between the closing price of the ETF’s share price and the exercise price of the option contract times a specified","page_number":51,"box":{"x":102,"y":460,"width":802,"height":12}},{"id":"e6a8c210-bc4a-4a37-904e-e251af4eaba3","block_type":"box","text":"multiple (“multiplier”), which determines the total value for each point of such difference.","page_number":51,"box":{"x":102,"y":475,"width":635,"height":12}},{"id":"c559b523-fe9d-46bc-bb51-e07ca92eb91d","block_type":"box","text":"Risks of Options on the Reference Assets","page_number":51,"box":{"x":135,"y":498,"width":297,"height":11}},{"id":"8f208c36-7dfc-402e-b1e2-a17c000ff6b9","block_type":"box","text":". If a Fund has purchased an option and exercises it before the","page_number":51,"box":{"x":433,"y":498,"width":448,"height":11}},{"id":"68532368-1890-4abe-ad2a-951b75cfc14f","block_type":"box","text":"closing value for that day is available, it runs the risk that the level of the Reference Asset may subsequently","page_number":51,"box":{"x":101,"y":513,"width":777,"height":12}},{"id":"97fc881e-c0ab-4b96-9fa0-ac3d60317bad","block_type":"box","text":"change. If such a change causes the exercised option to fall out of the money, the applicable Fund will be","page_number":51,"box":{"x":101,"y":528,"width":753,"height":12}},{"id":"6e947085-ddef-4cae-b19d-a64f44aff870","block_type":"box","text":"required to pay the difference between the closing Reference Asset value and the exercise price of the option","page_number":51,"box":{"x":102,"y":543,"width":780,"height":12}},{"id":"a527d384-1b30-43ba-9e8c-558c68369aac","block_type":"box","text":"(times the applicable multiplier) to the assigned writer.","page_number":51,"box":{"x":102,"y":559,"width":387,"height":11}},{"id":"eea5cbc5-d650-4082-9351-8a88d853c78c","block_type":"box","text":"Foreign Exchange Transactions.","page_number":51,"box":{"x":102,"y":582,"width":222,"height":11}},{"id":"2031535f-4f49-46cc-bf1e-49e47a1438fc","block_type":"box","text":"A Fund may enter into spot foreign exchange transactions, forward foreign exchange transactions (“FX forwards”)","page_number":51,"box":{"x":101,"y":604,"width":807,"height":11}},{"id":"a73dcd2c-1681-4230-879b-3d48b2ea5bc0","block_type":"box","text":"and currency swaps, purchase and sell currency options, currency futures and related options thereon (collectively,","page_number":51,"box":{"x":69,"y":619,"width":818,"height":11}},{"id":"3f4f827c-aef2-4aa1-b456-8b8ee50d07f0","block_type":"box","text":"“Currency Instruments”) for purposes of hedging against the decline in the value of currencies in which its por tfolio","page_number":51,"box":{"x":70,"y":634,"width":821,"height":12}},{"id":"7ce58298-4094-4588-95df-6b211ad2dd44","block_type":"box","text":"holdings are denominated against the U.S. dollar or, with respect to cer tain Funds, to seek to enhance returns.","page_number":51,"box":{"x":69,"y":649,"width":792,"height":12}},{"id":"ba83d43b-4f14-47af-907e-d6dc321089c8","block_type":"box","text":"Such transactions could be effected to hedge with respect to foreign dollar denominated securities owned by a","page_number":51,"box":{"x":102,"y":672,"width":790,"height":11}},{"id":"98e741ea-90f0-45c9-8331-50e1d648cde3","block_type":"box","text":"Fund, sold by a Fund but not yet delivered, or committed or anticipated to be purchased by a Fund. As an illustration,","page_number":51,"box":{"x":70,"y":687,"width":830,"height":11}},{"id":"5fa35183-ff62-4178-a0ac-375c8cd88260","block_type":"box","text":"a Fund may use such techniques to hedge the stated value in U.S. dollars of an investment in a yen-denominated","page_number":51,"box":{"x":69,"y":702,"width":808,"height":12}},{"id":"d3560fe5-0ad5-4560-8ed8-ab67a3ae20fb","block_type":"box","text":"security. For example, the Fund may purchase a foreign currency put option enabling it to sell a specified amount of","page_number":51,"box":{"x":69,"y":717,"width":824,"height":12}},{"id":"0034ce26-51c2-4626-9d1f-324fe1f5347b","block_type":"box","text":"yen for dollars at a specified price by a future date. To the extent the hedge is successful, a loss in the value of the","page_number":51,"box":{"x":68,"y":732,"width":823,"height":12}},{"id":"19062596-feed-45f6-bfa0-4e35e10d2c71","block_type":"box","text":"yen relative to the dollar will tend to be offset by an increase in the value of the put option. To offset, in whole or in","page_number":51,"box":{"x":68,"y":748,"width":821,"height":11}},{"id":"a0530927-609e-4d2f-9ea6-dd8f223eee76","block_type":"box","text":"par t, the cost of acquiring such a put option, the Fund may also sell a call option which, if exercised, requires it to","page_number":51,"box":{"x":70,"y":763,"width":813,"height":11}},{"id":"d46af914-0105-43ba-a955-0c1e2045ccca","block_type":"box","text":"sell a specified amount of yen for dollars at a specified price by a future date (a technique called a “straddle”). By","page_number":51,"box":{"x":69,"y":778,"width":813,"height":11}},{"id":"74306d61-c46f-4eac-8bdf-28aae63ff4c1","block_type":"box","text":"selling such a call option in this illustration, the Fund gives up the oppor tunity to profit without limit from increases in","page_number":51,"box":{"x":69,"y":793,"width":835,"height":11}},{"id":"54994d9a-024e-4cf3-828b-c294aafce08c","block_type":"box","text":"the relative value of the yen to the dollar. “Straddles” of the type that may be used by a Fund are considered hedging","page_number":51,"box":{"x":68,"y":808,"width":836,"height":11}},{"id":"3f34a13d-5d0e-4bd5-8d78-9d3f314496a4","block_type":"box","text":"transactions. Cer tain Funds have a fundamental investment restriction that restricts currency option strategies.","page_number":51,"box":{"x":68,"y":823,"width":794,"height":12}},{"id":"477efeab-ec88-4ea8-a2a9-44a4f2710722","block_type":"box","text":"Hedging transactions involving Currency Instruments involve substantial risks, including correlation risk. A Fund’s","page_number":51,"box":{"x":102,"y":846,"width":805,"height":11}},{"id":"d839691e-c6bd-48c1-a33e-5761f8752aa0","block_type":"box","text":"use of Currency Instruments to effect hedging strategies is intended to reduce the volatility of the NAV of the Fund’s","page_number":51,"box":{"x":69,"y":861,"width":828,"height":11}},{"id":"52db171b-938b-4172-a272-599fc408dddf","block_type":"box","text":"shares; however, the use of such hedging strategies will not prevent the NAV of the Fund’s shares from fluctuating.","page_number":51,"box":{"x":69,"y":876,"width":819,"height":11}},{"id":"33e7b2b0-49bb-4d11-85e1-f80a3332e803","block_type":"box","text":"Moreover, although Currency Instruments will be used with the intention of hedging against adverse currency","page_number":51,"box":{"x":70,"y":891,"width":773,"height":12}},{"id":"420518c6-8fbb-40ea-a4b2-16e97daf0dfc","block_type":"box","text":"movements, transactions in Currency Instruments involve the risk that anticipated currency movements will not be","page_number":51,"box":{"x":69,"y":906,"width":814,"height":12}},{"id":"846ba9af-5667-42ab-b934-68e5f0e75a19","block_type":"box","text":"II-23","page_number":51,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"33fa88d5-0de1-48d0-9561-10b7c07ada45","block_type":"box","text":"NM1026U-5981080-51/228","page_number":51,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"34f37868-80d5-4d21-bf84-18e23f6061e9","block_type":"box","text":"accurately predicted and that the Fund’s hedging strategies will be ineffective. To the extent that a Fund hedges","page_number":52,"box":{"x":69,"y":45,"width":796,"height":11}},{"id":"171c51fb-bab8-4b33-941c-6f943fc689b5","block_type":"box","text":"against anticipated currency movements that do not occur, the Fund may realize losses and decrease its total return.","page_number":52,"box":{"x":69,"y":60,"width":835,"height":11}},{"id":"8b37d4ca-b874-4c67-af07-608669c5ed8b","block_type":"box","text":"Fur thermore, a Fund will only engage in hedging activities from time to time and may not be engaging in hedging","page_number":52,"box":{"x":70,"y":75,"width":798,"height":11}},{"id":"6587e90c-fc45-4bd2-b239-fdcab7cb509f","block_type":"box","text":"activities when movements in currency exchange rates actually occur.","page_number":52,"box":{"x":69,"y":90,"width":493,"height":11}},{"id":"5bf979a2-1ce7-4166-9be9-25e9a0495312","block_type":"box","text":"In connection with its trading in forward foreign currency contracts, a Fund will contract with a foreign or","page_number":52,"box":{"x":102,"y":113,"width":738,"height":11}},{"id":"141aff14-a5f7-448e-8e08-1660761e0cbb","block_type":"box","text":"domestic bank, or foreign or domestic securities dealer, to make or take future delivery of a specified amount of a","page_number":52,"box":{"x":69,"y":128,"width":814,"height":11}},{"id":"b438e16c-97ce-4856-b0d1-249c8330e5a7","block_type":"box","text":"par ticular currency. There are no limitations on daily price moves in such forward contracts, and banks and dealers","page_number":52,"box":{"x":70,"y":143,"width":819,"height":11}},{"id":"a42b5f5d-79c9-4ca5-94db-e3bc28e6da8f","block_type":"box","text":"are not required to continue to make markets in such contracts. There have been periods during which cer tain banks","page_number":52,"box":{"x":69,"y":158,"width":834,"height":11}},{"id":"77bd6edd-9f6c-45cf-9281-0466b450f54f","block_type":"box","text":"or dealers have refused to quote prices for such forward contracts or have quoted prices with an unusually wide","page_number":52,"box":{"x":69,"y":173,"width":797,"height":11}},{"id":"fcd5fe92-41aa-457e-adec-d85dbc7e9bbb","block_type":"box","text":"spread between the price at which the bank or dealer is prepared to buy and that at which it is prepared to sell.","page_number":52,"box":{"x":69,"y":188,"width":794,"height":11}},{"id":"5c9faf19-9bd9-448a-bdfa-5c38e5ea3142","block_type":"box","text":"Governmental imposition of currency controls might limit any such forward contract trading. With respect to its trading","page_number":52,"box":{"x":69,"y":203,"width":841,"height":12}},{"id":"e239c979-0a3f-4645-bcf5-29982a18b2ae","block_type":"box","text":"of forward contracts, if any, a Fund will be subject to counterpar ty risk. Any such failure to per form by a counterpar ty","page_number":52,"box":{"x":69,"y":218,"width":831,"height":12}},{"id":"f812b664-edc6-4f1d-9d22-210ad6c8ffcf","block_type":"box","text":"would deprive the Fund of any profit potential or force the Fund to cover its commitments for resale, if any, at the","page_number":52,"box":{"x":68,"y":234,"width":805,"height":11}},{"id":"7e4b13bd-9704-45df-8fa6-8df5e9c47981","block_type":"box","text":"then market price and could result in a loss to the Fund.","page_number":52,"box":{"x":68,"y":249,"width":401,"height":11}},{"id":"c4a5470f-cc84-4f57-8c10-60d77b05e80c","block_type":"box","text":"It may not be possible for a Fund to hedge against currency exchange rate movements, even if correctly","page_number":52,"box":{"x":102,"y":271,"width":738,"height":12}},{"id":"f07c77bd-00d2-41a0-ba97-30c1da75f7e3","block_type":"box","text":"anticipated, in the event that (i) the currency exchange rate movement is so generally anticipated that the Fund is not","page_number":52,"box":{"x":69,"y":287,"width":837,"height":11}},{"id":"fec363d0-fac8-4cab-82dc-4a7488ef4389","block_type":"box","text":"able to enter into a hedging transaction at an effective price, or (ii) the currency exchange rate movement relates to a","page_number":52,"box":{"x":69,"y":302,"width":837,"height":11}},{"id":"6fe2b536-12d1-411c-acb1-e93cdf4c12dd","block_type":"box","text":"market with respect to which Currency Instruments are not available and it is not possible to engage in effective","page_number":52,"box":{"x":69,"y":317,"width":800,"height":11}},{"id":"2048d731-c82c-4666-a729-bede3fba88a8","block_type":"box","text":"foreign currency hedging. The cost to a Fund of engaging in foreign currency transactions varies with such factors as","page_number":52,"box":{"x":68,"y":332,"width":829,"height":11}},{"id":"5b80e90d-fc9b-4f46-9aaf-26690bb1efc5","block_type":"box","text":"the currencies involved, the length of the contract period and the market conditions then prevailing. Since","page_number":52,"box":{"x":68,"y":347,"width":753,"height":11}},{"id":"88e8aaeb-bd30-4054-889b-75060dcf2792","block_type":"box","text":"transactions in foreign currency exchange usually are conducted on a principal basis, no fees or commissions are","page_number":52,"box":{"x":68,"y":362,"width":811,"height":11}},{"id":"9305b8e7-2211-4a08-8e60-0ce081834aee","block_type":"box","text":"involved.","page_number":52,"box":{"x":70,"y":377,"width":59,"height":9}},{"id":"d3c79716-42a2-42a3-af93-ad45fa337c12","block_type":"box","text":"A Fund will not hedge a currency in excess of the aggregate market value of the securities that it owns (including","page_number":52,"box":{"x":101,"y":400,"width":803,"height":11}},{"id":"800c53c8-2080-4738-a7db-c70d7c6fea58","block_type":"box","text":"receivables for unsettled securities sales), or has committed to purchase or anticipates purchasing, which are","page_number":52,"box":{"x":69,"y":415,"width":785,"height":11}},{"id":"c402ad93-58b8-435d-ab31-018964090712","block_type":"box","text":"denominated in such currency.","page_number":52,"box":{"x":69,"y":430,"width":216,"height":11}},{"id":"e9a3ec72-3fc6-4ba4-87cf-c0b5bb391a0e","block_type":"box","text":"Spot Transactions and FX Forwards.","page_number":52,"box":{"x":102,"y":453,"width":254,"height":11}},{"id":"af525f50-0970-4bb1-8bda-f6b822f1beac","block_type":"box","text":"FX forwards are OTC contracts to purchase or sell a specified amount of a","page_number":52,"box":{"x":364,"y":453,"width":527,"height":11}},{"id":"99bee454-cf9a-4747-b15f-ba04263ad4ec","block_type":"box","text":"specified currency or multinational currency unit at a specified price and specified future date. Spot foreign exchange","page_number":52,"box":{"x":69,"y":468,"width":834,"height":11}},{"id":"899360b5-6c65-4dfb-8cd6-0eabe8353368","block_type":"box","text":"transactions are similar but are settled in the current, or “spot”, market. A Fund will enter into foreign exchange","page_number":52,"box":{"x":68,"y":483,"width":798,"height":11}},{"id":"1ff5da30-47d2-4553-b1e4-03786947c768","block_type":"box","text":"transactions for purposes of hedging either a specific transaction or a por tfolio position, or, with respect to cer tain","page_number":52,"box":{"x":68,"y":498,"width":817,"height":11}},{"id":"c5584ef3-b7dd-405e-ba7b-2e8629330b53","block_type":"box","text":"Funds, to seek to enhance returns. FX forwards involve substantial currency risk, credit risk and liquidity risk. A Fund","page_number":52,"box":{"x":70,"y":513,"width":830,"height":11}},{"id":"3cca5697-da6f-4536-9615-88aa019ed37b","block_type":"box","text":"may enter into a foreign exchange transaction for purposes of hedging a specific transaction by, for example,","page_number":52,"box":{"x":69,"y":528,"width":774,"height":12}},{"id":"305e359c-f485-467c-9f34-095aed94459e","block_type":"box","text":"purchasing a currency needed to settle a security transaction or selling a currency in which the Fund has received or","page_number":52,"box":{"x":70,"y":544,"width":828,"height":11}},{"id":"c8926e54-e695-4a5a-b40f-62786a934fd8","block_type":"box","text":"anticipates receiving a dividend or distribution. A Fund may enter into a foreign exchange transaction for purposes of","page_number":52,"box":{"x":69,"y":559,"width":830,"height":11}},{"id":"059a3fec-a574-4f36-91a9-f25f46bc9e03","block_type":"box","text":"hedging a por tfolio position by selling forward a currency in which a por tfolio position of the Fund is denominated or","page_number":52,"box":{"x":69,"y":574,"width":826,"height":11}},{"id":"22430bd4-9318-4723-b9c8-5305e1a4054d","block_type":"box","text":"by purchasing a currency in which the Fund anticipates acquiring a por tfolio position in the near future. A Fund may","page_number":52,"box":{"x":69,"y":589,"width":819,"height":11}},{"id":"20bc11c3-9acc-47e1-a4d4-983354204e60","block_type":"box","text":"also hedge a currency by entering into a transaction in a Currency Instrument denominated in a currency other than","page_number":52,"box":{"x":69,"y":604,"width":822,"height":11}},{"id":"7e645094-59e4-4061-91c8-707444ea8cef","block_type":"box","text":"the currency being hedged (a “cross-hedge”). A Fund will only enter into a cross-hedge if the Manager believes that","page_number":52,"box":{"x":68,"y":619,"width":819,"height":11}},{"id":"1373aa85-a772-4e8b-a13f-ba7b6c1fd735","block_type":"box","text":"(i) there is a demonstrably high correlation between the currency in which the cross-hedge is denominated and the","page_number":52,"box":{"x":69,"y":634,"width":814,"height":12}},{"id":"78ad1cf3-f367-44d3-b759-5a1e86f5f0ad","block_type":"box","text":"currency being hedged, and (ii) executing a cross-hedge through the currency in which the cross-hedge is","page_number":52,"box":{"x":69,"y":650,"width":745,"height":11}},{"id":"9d8f6614-9173-4649-8c3d-0f8e01c33e7c","block_type":"box","text":"denominated will be significantly more cost-effective or provide substantially greater liquidity than executing a similar","page_number":52,"box":{"x":69,"y":664,"width":832,"height":12}},{"id":"765b33c9-973a-4de4-80f1-8528f94ce897","block_type":"box","text":"hedging transaction by means of the currency being hedged.","page_number":52,"box":{"x":69,"y":680,"width":428,"height":11}},{"id":"d831ef71-82c6-4b2e-bf7f-c30e7071f959","block_type":"box","text":"A Fund may also engage in proxy hedging transactions to reduce the effect of currency fluctuations on the value","page_number":52,"box":{"x":101,"y":702,"width":797,"height":12}},{"id":"83780870-1854-48b4-8a3d-677283da9091","block_type":"box","text":"of existing or anticipated holdings of por tfolio securities. Proxy hedging is often used when the currency to which the","page_number":52,"box":{"x":69,"y":717,"width":829,"height":12}},{"id":"04c27f08-8f61-4f2b-9ce2-39050c3e48e6","block_type":"box","text":"Fund is exposed is difficult to hedge, or to hedge against the U.S. dollar. Proxy hedging entails entering into a forward","page_number":52,"box":{"x":70,"y":732,"width":838,"height":12}},{"id":"c96bffe8-a0b1-4ae2-a169-d6b6a9366277","block_type":"box","text":"contract to sell a currency whose changes in value are generally considered to be linked to a currency or currencies","page_number":52,"box":{"x":69,"y":748,"width":823,"height":11}},{"id":"7a6ab8c8-1b48-40ac-a435-4ccf3d8ef42f","block_type":"box","text":"in which some or all of the Fund’s securities are, or are expected to be, denominated, and to buy U.S. dollars. Proxy","page_number":52,"box":{"x":70,"y":763,"width":827,"height":11}},{"id":"5b782b37-7947-4f14-9e7e-4b5e712195db","block_type":"box","text":"hedging involves some of the same risks and considerations as other transactions with similar instruments. Currency","page_number":52,"box":{"x":69,"y":778,"width":838,"height":11}},{"id":"04cb09c6-2914-475a-837e-1df92e1ac991","block_type":"box","text":"transactions can result in losses to the Fund if the currency being hedged fluctuates in value to a degree or in a","page_number":52,"box":{"x":68,"y":793,"width":798,"height":11}},{"id":"af36d7e7-f234-4bc6-b6b0-ea1000dba9d1","block_type":"box","text":"direction that is not anticipated. In addition, there is the risk that the perceived linkage between various currencies","page_number":52,"box":{"x":69,"y":808,"width":819,"height":11}},{"id":"d8ec5b22-a788-4673-8e27-65debf2d77b6","block_type":"box","text":"may not be present, including during the par ticular time that a Fund is engaging in proxy hedging.","page_number":52,"box":{"x":69,"y":823,"width":691,"height":12}},{"id":"b5d2e282-7383-40e1-8dcf-ab0b918c85cd","block_type":"box","text":"A Fund may also cross-hedge currencies by entering into forward contracts to sell one or more currencies that","page_number":52,"box":{"x":101,"y":846,"width":785,"height":11}},{"id":"90f904c2-f0eb-48e3-96ae-d2e8809ad026","block_type":"box","text":"are expected to decline in value relative to other currencies to which the Fund has or in which the Fund expects to","page_number":52,"box":{"x":69,"y":861,"width":811,"height":11}},{"id":"8613ca92-7955-4aed-8184-67c072a075a1","block_type":"box","text":"have por tfolio exposure. For example, a Fund may hold both Canadian government bonds and Japanese government","page_number":52,"box":{"x":69,"y":876,"width":828,"height":11}},{"id":"d2ee31b7-3559-40bf-98b9-a5a84ae7ceb5","block_type":"box","text":"bonds, and the Manager or sub-adviser may believe that Canadian dollars will deteriorate against Japanese yen. The","page_number":52,"box":{"x":69,"y":891,"width":829,"height":12}},{"id":"855efecf-c909-41d3-aa1a-5e2e1f0eb917","block_type":"box","text":"Fund would sell Canadian dollars to reduce its exposure to that currency and buy Japanese yen. This strategy would","page_number":52,"box":{"x":70,"y":906,"width":823,"height":12}},{"id":"5acd21b2-9cb7-45c1-a6a7-483aa6b6bb8f","block_type":"box","text":"II-24","page_number":52,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"22fbf111-38be-41dd-bf7a-7484ad11c92b","block_type":"box","text":"NM1026U-5981080-52/228","page_number":52,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"f9380e5f-d7e7-417b-8b9a-4736306b0ea0","block_type":"box","text":"be a hedge against a decline in the value of Canadian dollars, although it would expose the Fund to declines in the","page_number":53,"box":{"x":69,"y":45,"width":818,"height":11}},{"id":"3d52daf9-4f51-4995-9eb4-884c4b7ef24e","block_type":"box","text":"value of the Japanese yen relative to the U.S. dollar.","page_number":53,"box":{"x":68,"y":60,"width":372,"height":11}},{"id":"e47e2d78-ca1e-43cf-893d-01229b8914bf","block_type":"box","text":"Some of the forward non-U.S. currency contracts entered into by the Funds are classified as non-deliverable","page_number":53,"box":{"x":102,"y":82,"width":768,"height":12}},{"id":"6af60cf6-32a3-41e2-882a-a1c91ea00c94","block_type":"box","text":"forwards (“NDFs”). NDFs are cash-settled, shor t-term forward contracts that may be thinly traded or are denominated","page_number":53,"box":{"x":68,"y":98,"width":838,"height":11}},{"id":"b3f03547-f76e-489b-88cd-eb66664ad6f0","block_type":"box","text":"in non-conver tible foreign currency, where the profit or loss at the time at the settlement date is calculated by taking","page_number":53,"box":{"x":70,"y":113,"width":829,"height":11}},{"id":"f3f421ca-5595-4df8-81e0-f3bbb83b45f6","block_type":"box","text":"the difference between the agreed upon exchange rate and the spot rate at the time of settlement, for an agreed","page_number":53,"box":{"x":68,"y":128,"width":806,"height":11}},{"id":"87a7522f-7042-4d86-890c-14c250f6a2e2","block_type":"box","text":"upon notional amount of funds. All NDFs have a fixing date and a settlement date. The fixing date is the date at which","page_number":53,"box":{"x":69,"y":143,"width":839,"height":11}},{"id":"5237307a-f5a3-41a1-a120-335f2465cdc4","block_type":"box","text":"the difference between the prevailing market exchange rate and the agreed upon exchange rate is calculated. The","page_number":53,"box":{"x":68,"y":158,"width":812,"height":11}},{"id":"7683b610-de4f-483e-8715-bd2e8a92ffb3","block_type":"box","text":"settlement date is the date by which the payment of the difference is due to the par ty receiving payment. NDFs are","page_number":53,"box":{"x":69,"y":173,"width":821,"height":11}},{"id":"6c9de6de-6410-4271-a321-a6f3fe9294e7","block_type":"box","text":"commonly quoted for time periods of one month up to two years, and are normally quoted and settled in U.S. dollars.","page_number":53,"box":{"x":69,"y":188,"width":835,"height":11}},{"id":"0cd86024-8de6-4d63-94d8-e4149647b0c6","block_type":"box","text":"They are often used to gain exposure to and/or hedge exposure to foreign currencies that are not internationally","page_number":53,"box":{"x":68,"y":203,"width":802,"height":12}},{"id":"1a6f6544-5a7a-45a7-a51b-8d54e094369a","block_type":"box","text":"traded.","page_number":53,"box":{"x":68,"y":219,"width":49,"height":8}},{"id":"7da4b236-07b2-4a3c-847a-ec8e6b7f230f","block_type":"box","text":"Currency Futures.","page_number":53,"box":{"x":102,"y":241,"width":123,"height":11}},{"id":"da603505-6e70-4ea1-99c6-955f0e01ad16","block_type":"box","text":"A Fund may seek to enhance returns or hedge against the decline in the value of a currency","page_number":53,"box":{"x":232,"y":241,"width":654,"height":11}},{"id":"30b06ffa-98a5-4167-950e-51b46c87e5c3","block_type":"box","text":"through use of currency futures or options on currency futures. Currency futures are similar to forward foreign","page_number":53,"box":{"x":68,"y":256,"width":782,"height":12}},{"id":"bfa987a6-4e91-4b5d-8fcd-86b9156eb88a","block_type":"box","text":"exchange transactions except that futures are standardized, exchange-traded contracts while forward foreign","page_number":53,"box":{"x":69,"y":271,"width":774,"height":12}},{"id":"1299cc9a-beee-4c7e-9332-e40a10599783","block_type":"box","text":"exchange transactions are traded in the OTC market. Currency futures involve substantial currency risk as well as the","page_number":53,"box":{"x":69,"y":286,"width":836,"height":12}},{"id":"ed952fc3-ed37-4908-a36a-5998d6f94cc1","block_type":"box","text":"risks discussed above in “—Futures.”","page_number":53,"box":{"x":69,"y":302,"width":269,"height":9}},{"id":"b0c22ab9-d2be-45d6-b429-c6b4bc30b73a","block_type":"box","text":"Currency Options.","page_number":53,"box":{"x":102,"y":324,"width":125,"height":11}},{"id":"ad42d1ce-57af-4f76-9cba-5a829a7ea3cf","block_type":"box","text":"A Fund may seek to enhance returns or hedge against the decline in the value of a currency","page_number":53,"box":{"x":233,"y":324,"width":654,"height":12}},{"id":"bfb53b1d-f3a8-44e0-9423-21282fb6bd9e","block_type":"box","text":"through the use of currency options. Cer tain Funds have fundamental investment restrictions that permit the","page_number":53,"box":{"x":68,"y":339,"width":776,"height":12}},{"id":"d56c7721-c348-40bf-8d0c-9f85d55ece0a","block_type":"box","text":"purchase of currency options, but prohibit the writing of currency options. Currency options are similar to options on","page_number":53,"box":{"x":70,"y":355,"width":825,"height":11}},{"id":"b14fc516-4afc-452d-b930-16a90c0edfba","block_type":"box","text":"securities. For example, in consideration for an option premium the writer of a currency option is obligated to sell (in","page_number":53,"box":{"x":69,"y":370,"width":827,"height":11}},{"id":"69ef92df-6d08-41fb-9245-c02c9b9bb784","block_type":"box","text":"the case of a call option) or purchase (in the case of a put option) a specified amount of a specified currency on or","page_number":53,"box":{"x":68,"y":385,"width":820,"height":11}},{"id":"3b41b3d7-ba36-4024-91f4-5b967c68e66c","block_type":"box","text":"before the expiration date for a specified amount of another currency. A Fund may engage in transactions in options","page_number":53,"box":{"x":69,"y":400,"width":824,"height":11}},{"id":"6e5aef6b-78ca-4bc7-b089-b7f4c70f595d","block_type":"box","text":"on currencies either on exchanges or OTC markets. Such transactions in options may include exotic options on","page_number":53,"box":{"x":69,"y":415,"width":790,"height":11}},{"id":"0195563f-57ab-4830-9535-d0de258815a7","block_type":"box","text":"currencies, which are typically traded in OTC markets and have additional features that result in different payment","page_number":53,"box":{"x":69,"y":430,"width":813,"height":11}},{"id":"0313f9a2-b174-4859-9547-3cce25a8b10e","block_type":"box","text":"structures and/or expirations. Where a Fund is permitted to write currency options, it may write covered call options","page_number":53,"box":{"x":69,"y":446,"width":826,"height":10}},{"id":"70cec175-a031-4fb3-a692-35fb7fd8dcea","block_type":"box","text":"on up to 100% of the currencies in its por tfolio. See “—Options” above. Currency options involve substantial","page_number":53,"box":{"x":69,"y":460,"width":776,"height":12}},{"id":"4ca6cc70-c26f-4ad4-b61f-161a42d4e850","block_type":"box","text":"currency risk, and may also involve credit, leverage or illiquidity risk.","page_number":53,"box":{"x":69,"y":476,"width":483,"height":11}},{"id":"a0d16923-e7ab-418b-8488-9d835108a258","block_type":"box","text":"Currency Swaps.","page_number":53,"box":{"x":102,"y":498,"width":117,"height":11}},{"id":"1a16269f-b159-4523-8849-68c8200efd30","block_type":"box","text":"A Fund may enter into currency swaps in order to protect against currency fluctuations or to","page_number":53,"box":{"x":225,"y":498,"width":652,"height":11}},{"id":"243f7151-84f8-45df-aac6-c986ffd1998e","block_type":"box","text":"hedge por tfolio positions. Currency swaps are transactions in which one currency is simultaneously bought for a","page_number":53,"box":{"x":69,"y":513,"width":799,"height":12}},{"id":"ca5b19f3-cf99-4b4c-bc15-050435cb9553","block_type":"box","text":"second currency on a spot basis and sold for the second currency on a forward basis. Currency swaps involve the","page_number":53,"box":{"x":69,"y":528,"width":812,"height":12}},{"id":"7aa62933-9716-4aa8-85a9-f88b5a0d026f","block_type":"box","text":"exchange of the rights of a Fund and another par ty to make or receive payments in specified currencies, and typically","page_number":53,"box":{"x":69,"y":543,"width":836,"height":12}},{"id":"dd8aa8e7-083c-49b4-a8bf-5506c526d8c8","block_type":"box","text":"require the delivery of the entire principal value of one designated currency in exchange for the other designated","page_number":53,"box":{"x":69,"y":559,"width":800,"height":11}},{"id":"686d3bfd-2ed0-465b-a6dd-20f85819c599","block_type":"box","text":"currency. As a result, the entire principal value of a currency swap is subject to the risk that the other par ty to the","page_number":53,"box":{"x":69,"y":574,"width":810,"height":11}},{"id":"206b5295-2a3f-409f-8cc1-240c989d6c72","block_type":"box","text":"swap will default on its contractual delivery obligations.","page_number":53,"box":{"x":69,"y":589,"width":393,"height":11}},{"id":"2c5f1903-7dd9-4680-8c9f-5cdf09823050","block_type":"box","text":"Distressed Securities.","page_number":53,"box":{"x":102,"y":612,"width":159,"height":9}},{"id":"e7bd7c01-6107-44c4-a902-6c798d69ea72","block_type":"box","text":"A Fund may invest in securities, including loans purchased in the secondary market, that","page_number":53,"box":{"x":267,"y":612,"width":633,"height":11}},{"id":"7f230975-cbc1-487b-bb35-b60f9f5b8c15","block_type":"box","text":"are the subject of bankruptcy proceedings or otherwise in default or in risk of being in default as to the repayment of","page_number":53,"box":{"x":69,"y":627,"width":834,"height":11}},{"id":"deb1556f-e1e5-4cc0-a16c-19e84c14c459","block_type":"box","text":"principal and/or interest at the time of acquisition by the Fund or that are rated in the lower rating categories by one","page_number":53,"box":{"x":70,"y":642,"width":827,"height":11}},{"id":"1699e04b-6976-4217-90de-dae00218d78e","block_type":"box","text":"or more nationally recognized statistical rating organizations (for example, Ca or lower by Moody’s and CC or lower by","page_number":53,"box":{"x":69,"y":657,"width":835,"height":11}},{"id":"d4537efe-6cba-4672-86f7-c5e5bd3319d9","block_type":"box","text":"S&P or Fitch) or, if unrated, are in the judgment of the Manager of equivalent quality (“Distressed Securities”).","page_number":53,"box":{"x":69,"y":672,"width":784,"height":11}},{"id":"980bec4b-baa5-417f-bf50-e4ea2b5cc043","block_type":"box","text":"Investment in Distressed Securities is speculative and involves significant risks.","page_number":53,"box":{"x":70,"y":687,"width":569,"height":11}},{"id":"b0dc85c2-a366-481c-a639-00a5b689ed42","block_type":"box","text":"A Fund will generally make such investments only when the Manager believes it is reasonably likely that the","page_number":53,"box":{"x":101,"y":710,"width":766,"height":11}},{"id":"d78a0b08-2312-4c67-97d0-5c94f76843e2","block_type":"box","text":"issuer of the Distressed Securities will make an exchange offer or will be the subject of a plan of reorganization","page_number":53,"box":{"x":70,"y":725,"width":795,"height":11}},{"id":"278677dc-fbf3-4354-a196-c61fa506d15e","block_type":"box","text":"pursuant to which the Fund will receive new securities in return for the Distressed Securities. However, there can be","page_number":53,"box":{"x":70,"y":740,"width":826,"height":11}},{"id":"4114c78c-05f2-4aa0-b206-374265afff21","block_type":"box","text":"no assurance that such an exchange offer will be made or that such a plan of reorganization will be adopted. In","page_number":53,"box":{"x":69,"y":755,"width":794,"height":11}},{"id":"09f647e5-7271-4f56-ab2b-83553238a402","block_type":"box","text":"addition, a significant period of time may pass between the time at which a Fund makes its investment in Distressed","page_number":53,"box":{"x":69,"y":770,"width":832,"height":12}},{"id":"912dae10-0bf6-4295-8db5-bb117fb5d9aa","block_type":"box","text":"Securities and the time that any such exchange offer or plan of reorganization is completed. During this period, it is","page_number":53,"box":{"x":69,"y":785,"width":824,"height":12}},{"id":"d1824602-2df5-4480-b907-11dbb8f68474","block_type":"box","text":"unlikely that a Fund will receive any interest payments on the Distressed Securities, the Fund will be subject to","page_number":53,"box":{"x":69,"y":801,"width":789,"height":11}},{"id":"30a12b6b-545a-4b65-a51f-2c9183513342","block_type":"box","text":"significant uncer tainty as to whether or not the exchange offer or plan of reorganization will be completed and the","page_number":53,"box":{"x":69,"y":816,"width":810,"height":11}},{"id":"ecd2737c-6943-4e9a-a2d2-76528912d1ff","block_type":"box","text":"Fund may be required to bear cer tain extraordinary expenses to protect and recover its investment. Therefore, to the","page_number":53,"box":{"x":70,"y":831,"width":831,"height":11}},{"id":"f3696566-dc47-482a-b05b-91d5e38ca50f","block_type":"box","text":"extent the Fund seeks capital appreciation through investment in distressed securities, the Fund’s ability to achieve","page_number":53,"box":{"x":69,"y":846,"width":826,"height":11}},{"id":"e8824ee5-4894-46a6-8128-8559d3f60f78","block_type":"box","text":"current income for its shareholders may be diminished. The Fund also will be subject to significant uncer tainty as to","page_number":53,"box":{"x":69,"y":861,"width":827,"height":11}},{"id":"2675e078-88f3-47c0-9b86-877a7ff2c1e9","block_type":"box","text":"when and in what manner and for what value the obligations evidenced by the distressed securities will eventually be","page_number":53,"box":{"x":68,"y":876,"width":834,"height":11}},{"id":"509825fe-df13-42c1-862c-b1402e24f355","block_type":"box","text":"satisfied (","page_number":53,"box":{"x":69,"y":891,"width":70,"height":11}},{"id":"ae9c00f6-4b00-4830-9123-8e2d36083664","block_type":"box","text":"e.g.","page_number":53,"box":{"x":140,"y":893,"width":25,"height":10}},{"id":"58c5cd87-fe70-47da-8542-bef011439f3c","block_type":"box","text":", through a liquidation of the obligor’s assets, an exchange offer or plan of reorganization involving the","page_number":53,"box":{"x":168,"y":891,"width":729,"height":12}},{"id":"9aab703c-9030-4448-b312-52190aa06f34","block_type":"box","text":"distressed securities or a payment of some amount in satisfaction of the obligation). Even if an exchange offer is","page_number":53,"box":{"x":69,"y":906,"width":807,"height":12}},{"id":"03d6e7a0-20b2-454f-a36d-07e7c12bbc0c","block_type":"box","text":"II-25","page_number":53,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"7429bc42-e628-4550-8e6a-3d692431c562","block_type":"box","text":"NM1026U-5981080-53/228","page_number":53,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"b82059e9-c375-4b3f-a7c2-b66c89408fb4","block_type":"box","text":"made or plan of reorganization is adopted with respect to Distressed Securities held by a Fund, there can be no","page_number":54,"box":{"x":69,"y":45,"width":797,"height":11}},{"id":"d5fd2c72-6f26-4497-b24d-5e12f2912cd3","block_type":"box","text":"assurance that the securities or other assets received by a Fund in connection with such exchange offer or plan of","page_number":54,"box":{"x":69,"y":60,"width":816,"height":11}},{"id":"71b4ca38-c665-4869-8142-2163007a3939","block_type":"box","text":"reorganization will not have a lower value or income potential than may have been anticipated when the investment","page_number":54,"box":{"x":69,"y":75,"width":821,"height":11}},{"id":"9b812149-057b-41bb-965e-12b4fb6642e2","block_type":"box","text":"was made or no value. Moreover, any securities received by a Fund upon completion of an exchange offer or plan of","page_number":54,"box":{"x":68,"y":90,"width":827,"height":11}},{"id":"f6cf81af-f6a3-46dd-a333-092d55451b71","block_type":"box","text":"reorganization may be restricted as to resale. Similarly, if a Fund par ticipates in negotiations with respect to any","page_number":54,"box":{"x":69,"y":105,"width":800,"height":11}},{"id":"387bbf2c-cddb-4e05-bddd-15ba66ccf9c2","block_type":"box","text":"exchange offer or plan of reorganization with respect to an issuer of Distressed Securities, the Fund may be","page_number":54,"box":{"x":69,"y":120,"width":770,"height":12}},{"id":"55de5634-904d-4450-9997-18177675b484","block_type":"box","text":"restricted from disposing of such securities. To the extent that a Fund becomes involved in such proceedings, the","page_number":54,"box":{"x":69,"y":135,"width":809,"height":12}},{"id":"9364d2c3-7454-445f-9b4f-2e273dce4709","block_type":"box","text":"Fund may have a more active par ticipation in the affairs of the issuer than that assumed generally by an investor. The","page_number":54,"box":{"x":70,"y":150,"width":839,"height":12}},{"id":"da7795fb-3b2a-4e65-b20e-9c1e03ed598b","block_type":"box","text":"Fund, however, will not make investments for the purpose of exercising day-to-day management of any issuer’s","page_number":54,"box":{"x":70,"y":166,"width":787,"height":11}},{"id":"27d37f7b-2f4e-4591-acbd-68295b309bfb","block_type":"box","text":"affairs.","page_number":54,"box":{"x":69,"y":181,"width":49,"height":9}},{"id":"02aec695-8032-400f-82f3-7222074daee6","block_type":"box","text":"Environmental, Social and Governance (“ESG”) Integration","page_number":54,"box":{"x":102,"y":203,"width":428,"height":11}},{"id":"824c55ad-a6fd-48e1-8fd9-2365101fdb03","block_type":"box","text":". Although a Fund does not seek to implement a","page_number":54,"box":{"x":531,"y":204,"width":341,"height":11}},{"id":"9db2e5a1-8810-4af9-afca-6a54c6c06eaf","block_type":"box","text":"specific sustainability objective, strategy or process unless disclosed in its Prospectus, Fund management will","page_number":54,"box":{"x":69,"y":218,"width":785,"height":12}},{"id":"365b4a82-4dfb-47e1-a45b-eb9f72314af9","block_type":"box","text":"consider ESG factors as par t of the investment process for the Fund. Fund management views ESG integration as the","page_number":54,"box":{"x":69,"y":234,"width":838,"height":11}},{"id":"844c5d9c-33f7-434b-abbf-4016a48643fa","block_type":"box","text":"practice of incorporating financially material ESG data or information into investment processes with the objective of","page_number":54,"box":{"x":70,"y":249,"width":827,"height":11}},{"id":"76ce6f43-4964-47ff-ade4-ecd50fec0b35","block_type":"box","text":"enhancing risk-adjusted returns. These ESG considerations will vary depending on a Fund’s par ticular investment","page_number":54,"box":{"x":69,"y":264,"width":806,"height":11}},{"id":"a74bd16f-97b2-4930-8bd1-7c2bc5702673","block_type":"box","text":"strategies and may include consideration of third-par ty research as well as consideration of proprietary BlackRock","page_number":54,"box":{"x":69,"y":279,"width":812,"height":11}},{"id":"951deddb-36c3-4c15-a89f-6899fa0d3614","block_type":"box","text":"research across the ESG risks and oppor tunities regarding an issuer. The ESG characteristics utilized in a Fund’s","page_number":54,"box":{"x":69,"y":294,"width":807,"height":11}},{"id":"454a450b-a74e-4e0c-87c5-6b64030b372c","block_type":"box","text":"investment process are anticipated to evolve over time and one or more characteristics may not be relevant with","page_number":54,"box":{"x":70,"y":309,"width":800,"height":11}},{"id":"9d03e2b1-b289-4733-bc47-3df5903277c4","block_type":"box","text":"respect to all issuers that are eligible for investment.","page_number":54,"box":{"x":69,"y":324,"width":377,"height":12}},{"id":"682f8165-e188-4cf1-9397-f2f2b2e51359","block_type":"box","text":"Cer tain of these considerations may affect a Fund’s exposure to cer tain companies or industries. While Fund","page_number":54,"box":{"x":102,"y":347,"width":778,"height":11}},{"id":"bb90e923-1bae-4e5c-841c-56ede0370014","block_type":"box","text":"management views ESG considerations as having the potential to contribute to a Fund’s long-term per formance,","page_number":54,"box":{"x":69,"y":362,"width":800,"height":11}},{"id":"a7861f92-e466-4de7-9f88-7e09c80b8e8d","block_type":"box","text":"there is no guarantee that such results will be achieved.","page_number":54,"box":{"x":68,"y":377,"width":400,"height":12}},{"id":"2863ea4d-ddea-410e-9c4f-249117496ba2","block_type":"box","text":"Equity Securities.","page_number":54,"box":{"x":102,"y":400,"width":127,"height":11}},{"id":"1d598c7b-4de4-429e-bc1e-781ffda08dc9","block_type":"box","text":"Cer tain Funds may invest in equity securities, which include common stock and, for cer tain","page_number":54,"box":{"x":235,"y":400,"width":648,"height":11}},{"id":"94612507-7ef8-4577-ab28-de7499ab6adb","block_type":"box","text":"Funds, preferred stock (including conver tible preferred stock); bonds, stock purchase warrants and rights; equity","page_number":54,"box":{"x":70,"y":415,"width":802,"height":11}},{"id":"58bbc25e-4a1b-4d99-b643-2c36bf37650e","block_type":"box","text":"interests in trusts; general and limited par tnerships and limited liability companies; and depositary receipts. Stock","page_number":54,"box":{"x":70,"y":430,"width":817,"height":11}},{"id":"a60a26b8-b222-43d6-8512-ab5c5792da1f","block_type":"box","text":"markets are volatile. The price of equity securities will fluctuate and can decline and reduce the value of a por tfolio","page_number":54,"box":{"x":69,"y":445,"width":819,"height":11}},{"id":"896fdb01-9604-402b-91ce-79c4760f0db6","block_type":"box","text":"investing in equities. The price of equity securities fluctuates based on changes in a company’s financial condition","page_number":54,"box":{"x":70,"y":460,"width":813,"height":12}},{"id":"af368a8f-9c30-49bb-9ac9-de2e2fd1912b","block_type":"box","text":"and overall market and economic conditions. The value of equity securities purchased by the Fund could decline if the","page_number":54,"box":{"x":69,"y":475,"width":839,"height":12}},{"id":"4dd5f5b8-c56f-4cea-b42e-23637f27dcb2","block_type":"box","text":"financial condition of the companies the Fund invests in decline or if overall market and economic conditions","page_number":54,"box":{"x":68,"y":491,"width":775,"height":11}},{"id":"a95214b3-d50f-4c51-a97c-11062919dcb6","block_type":"box","text":"deteriorate. They may also decline due to factors that affect a par ticular industry or industries, such as labor","page_number":54,"box":{"x":69,"y":506,"width":777,"height":11}},{"id":"e4a8e872-0722-4396-beca-3a73a6b921c7","block_type":"box","text":"shor tages or increase in production costs and competitive conditions within an industry. In addition, they may decline","page_number":54,"box":{"x":69,"y":521,"width":837,"height":11}},{"id":"6264f2bb-ab9c-4bf4-b10b-801efce6468d","block_type":"box","text":"due to general market conditions that are not specifically related to a company or industry, such as real or perceived","page_number":54,"box":{"x":69,"y":536,"width":831,"height":11}},{"id":"c471c1bf-48bf-405c-bb8f-662fbaabacec","block_type":"box","text":"adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency","page_number":54,"box":{"x":69,"y":551,"width":829,"height":11}},{"id":"bd332f65-03df-4e63-8c06-f9f17cf5c0ab","block_type":"box","text":"rates or generally adverse investor sentiment.","page_number":54,"box":{"x":69,"y":566,"width":325,"height":11}},{"id":"05242613-c463-4a8c-8106-cceb81727901","block_type":"box","text":"From time to time cer tain of the Funds may invest in shares of companies through initial public offerings","page_number":54,"box":{"x":102,"y":589,"width":745,"height":11}},{"id":"23374e0c-4712-496f-9d75-0cd32b2a4267","block_type":"box","text":"(“IPOs”). IPOs have the potential to produce, and have in fact produced, substantial gains for cer tain Funds. There is","page_number":54,"box":{"x":69,"y":604,"width":833,"height":11}},{"id":"d85a90bb-d880-42ae-9f86-f6a5822d3447","block_type":"box","text":"no assurance that any Fund will have continued access to profitable IPOs and therefore investors should not rely on","page_number":54,"box":{"x":69,"y":619,"width":824,"height":11}},{"id":"e4b1bea4-d0fe-4c46-883f-302e6c91b3b6","block_type":"box","text":"these past gains as an indication of future per formance. The investment per formance of a Fund during periods when","page_number":54,"box":{"x":68,"y":634,"width":834,"height":12}},{"id":"15a62ea7-7646-4cc8-844a-f7909b462662","block_type":"box","text":"it is unable to invest significantly or at all in IPOs may be lower than during periods when it is able to do so. In","page_number":54,"box":{"x":70,"y":649,"width":782,"height":12}},{"id":"e2d8b7eb-e556-4700-8eb2-f88e1103a053","block_type":"box","text":"addition, as a Fund increases in size, the impact of IPOs on its per formance will generally decrease. Securities","page_number":54,"box":{"x":69,"y":664,"width":790,"height":12}},{"id":"579adc6c-93dc-4602-9953-4a4b857b6dc2","block_type":"box","text":"issued in IPOs are subject to many of the same risks as investing in companies with smaller market capitalizations.","page_number":54,"box":{"x":70,"y":680,"width":823,"height":11}},{"id":"7f647430-4723-4727-8e35-7664a6461b9c","block_type":"box","text":"Securities issued in IPOs have no trading history, and information about the companies may be available for very","page_number":54,"box":{"x":69,"y":695,"width":805,"height":11}},{"id":"0e579b6d-46f9-42e9-9103-43e9ade48b4c","block_type":"box","text":"limited periods. In addition, the prices of securities sold in IPOs may be highly volatile or may decline shor tly after the","page_number":54,"box":{"x":70,"y":710,"width":836,"height":11}},{"id":"cb39ee42-9b64-4c19-9390-1fc7cc026240","block_type":"box","text":"initial public offering.","page_number":54,"box":{"x":70,"y":725,"width":147,"height":11}},{"id":"95a16d92-4e64-423e-8b01-22842bb373ef","block_type":"box","text":"The Funds may invest in companies that have relatively small market capitalizations. These organizations will","page_number":54,"box":{"x":101,"y":748,"width":777,"height":11}},{"id":"799cad21-0536-4af8-b42a-c5a8cac8662a","block_type":"box","text":"normally have more limited product lines, markets and financial resources and will be dependent upon a more limited","page_number":54,"box":{"x":69,"y":763,"width":838,"height":11}},{"id":"5b7052ad-d83d-49bb-ad92-6f9bc62da177","block_type":"box","text":"management group than larger capitalized companies. In addition, it is more difficult to get information on smaller","page_number":54,"box":{"x":69,"y":778,"width":815,"height":11}},{"id":"f329747c-bd5d-444a-9cd1-800e075a0ddc","block_type":"box","text":"companies, which tend to be less well known, have shor ter operating histories, do not have significant ownership by","page_number":54,"box":{"x":69,"y":793,"width":829,"height":11}},{"id":"74e01e98-ed4a-48c4-a223-065e9678f110","block_type":"box","text":"large investors and are followed by relatively few securities analysts. The securities of smaller capitalized companies","page_number":54,"box":{"x":70,"y":808,"width":831,"height":11}},{"id":"14d6d2cf-69b1-4faa-8d0b-ac03b697173d","block_type":"box","text":"are often traded in the OTC markets and may have fewer market makers and wider price spreads. This may result in","page_number":54,"box":{"x":69,"y":823,"width":826,"height":11}},{"id":"72033243-82fc-4d19-b4a6-627617286299","block_type":"box","text":"greater price movements and less ability to sell a Fund’s investment than if the Fund held the securities of larger,","page_number":54,"box":{"x":68,"y":838,"width":810,"height":12}},{"id":"5af1c3f2-6332-48fc-82ac-d85717ff5eca","block_type":"box","text":"more established companies.","page_number":54,"box":{"x":69,"y":854,"width":209,"height":10}},{"id":"852840c1-682b-41f7-ac3f-0373a031ebce","block_type":"box","text":"II-26","page_number":54,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"5ed0be8f-6768-4a9e-bc6d-5b32adf3114b","block_type":"box","text":"NM1026U-5981080-54/228","page_number":54,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"aad7974d-5517-40f2-9d1f-928b65126c08","block_type":"box","text":"For a discussion of the types of equity securities in which your Fund may invest and the risks associated with","page_number":55,"box":{"x":102,"y":45,"width":776,"height":11}},{"id":"4e05980c-255b-4e1e-b8ab-09d931b52277","block_type":"box","text":"investing in such equity securities, see your Fund’s Prospectus. Cer tain of the Funds may also invest in shares of","page_number":55,"box":{"x":70,"y":60,"width":810,"height":11}},{"id":"0582b213-9aee-4347-8318-05b85b93f433","block_type":"box","text":"private companies, which are subject to the risks of “Illiquid Investments” and “Restricted Securities” described","page_number":55,"box":{"x":70,"y":75,"width":799,"height":11}},{"id":"32e74791-0e8a-460a-8b06-4ba8b19584db","block_type":"box","text":"below.","page_number":55,"box":{"x":69,"y":90,"width":43,"height":9}},{"id":"da3dc98c-19d9-423d-8846-c47315082dbb","block_type":"box","text":"Real Estate-Related Securities.","page_number":55,"box":{"x":102,"y":113,"width":219,"height":9}},{"id":"48d6da4b-a1ed-4c8b-9c33-40fcb5f4146d","block_type":"box","text":"Although no Fund may invest directly in real estate, cer tain Funds may invest in","page_number":55,"box":{"x":327,"y":113,"width":565,"height":11}},{"id":"38283308-932a-46ca-922f-6a4735ca54d5","block_type":"box","text":"equity securities of issuers that are principally engaged in the real estate industry. Such investments are subject to","page_number":55,"box":{"x":69,"y":128,"width":822,"height":11}},{"id":"7765c753-55fd-4b5c-8909-fe8de7e15ab7","block_type":"box","text":"cer tain risks associated with the ownership of real estate and with the real estate industry in general. These risks","page_number":55,"box":{"x":69,"y":143,"width":814,"height":11}},{"id":"c13052cf-270a-4af6-aeef-1e32af1f1aff","block_type":"box","text":"include, among others: possible declines in the value of real estate; risks related to general and local economic","page_number":55,"box":{"x":70,"y":158,"width":796,"height":11}},{"id":"2b0a8411-c013-45be-adf0-f3ec32566fc2","block_type":"box","text":"conditions; possible lack of availability of mor tgage funds or other limitations on access to capital; overbuilding; risks","page_number":55,"box":{"x":69,"y":173,"width":836,"height":11}},{"id":"fa14e666-ecd6-463b-a180-d6c6058b10b8","block_type":"box","text":"associated with leverage; market illiquidity; extended vacancies of proper ties; increase in competition, proper ty","page_number":55,"box":{"x":69,"y":188,"width":795,"height":12}},{"id":"bd15867e-5d78-48c7-a6d6-cf3eed3713f7","block_type":"box","text":"taxes, capital expenditures and operating expenses; changes in zoning laws or other governmental regulation; costs","page_number":55,"box":{"x":68,"y":204,"width":828,"height":11}},{"id":"11828a06-0e23-4434-9b0f-bdf870285f1b","block_type":"box","text":"resulting from the clean-up of, and liability to third par ties for damages resulting from, environmental problems;","page_number":55,"box":{"x":69,"y":218,"width":794,"height":12}},{"id":"2c9f5749-9e8f-4d01-98b6-7c4eb21c2509","block_type":"box","text":"tenant bankruptcies or other credit problems; casualty or condemnation losses; uninsured damages from floods,","page_number":55,"box":{"x":68,"y":234,"width":805,"height":11}},{"id":"94bf5b00-d4ea-4dba-9507-62fd2538f29b","block_type":"box","text":"ear thquakes or other natural disasters; limitations on and variations in rents, including decreases in market rates for","page_number":55,"box":{"x":69,"y":249,"width":836,"height":11}},{"id":"e8867259-e95a-46d0-84fe-4a089efbdec5","block_type":"box","text":"rents; investment in developments that are not completed or that are subject to delays in completion; and changes in","page_number":55,"box":{"x":69,"y":264,"width":838,"height":11}},{"id":"7897dfcb-fa8f-4186-a856-60a0d441a768","block_type":"box","text":"interest rates. To the extent that assets underlying a Fund’s investments are concentrated geographically, by proper ty","page_number":55,"box":{"x":70,"y":279,"width":838,"height":11}},{"id":"81723ee5-f2e7-4f58-a69e-e8333528b5ef","block_type":"box","text":"type or in cer tain other respects, the Fund may be subject to cer tain of the foregoing risks to a greater extent.","page_number":55,"box":{"x":68,"y":294,"width":785,"height":11}},{"id":"0601c6f6-6a1d-4128-beb3-ec500d4b6713","block_type":"box","text":"Investments by a Fund in securities of companies providing mor tgage servicing will be subject to the risks associated","page_number":55,"box":{"x":70,"y":309,"width":836,"height":11}},{"id":"6d05fb22-3069-4d8e-80e6-7ce0f7dc9162","block_type":"box","text":"with refinancings and their impact on servicing rights.","page_number":55,"box":{"x":68,"y":324,"width":381,"height":12}},{"id":"6bdc0ca1-8767-4870-b879-3cefe19220ca","block_type":"box","text":"In addition, if a Fund receives rental income or income from the disposition of real proper ty acquired as a result","page_number":55,"box":{"x":102,"y":347,"width":797,"height":11}},{"id":"b32cf16f-6785-4e99-b3c6-96dd699d50f4","block_type":"box","text":"of a default on securities the Fund owns, the receipt of such income may adversely affect the Fund’s ability to retain","page_number":55,"box":{"x":69,"y":362,"width":829,"height":11}},{"id":"29da9552-d1c5-4fdd-b51b-5432478b5b50","block_type":"box","text":"its tax status as a regulated investment company because of cer tain income source requirements applicable to","page_number":55,"box":{"x":70,"y":377,"width":794,"height":12}},{"id":"349a6e13-b0b8-44ea-ad64-169a356e0e1d","block_type":"box","text":"regulated investment companies under the Internal Revenue Code of 1986, as amended (the “Code”).","page_number":55,"box":{"x":69,"y":392,"width":730,"height":12}},{"id":"21b07497-9022-48d2-9e1f-cd7e02b3062e","block_type":"box","text":"Securities of Smaller or Emerging Growth Companies.","page_number":55,"box":{"x":102,"y":415,"width":381,"height":11}},{"id":"b530446a-8dc1-418b-92a5-fad1d796aae2","block_type":"box","text":"Investment in smaller or emerging growth companies","page_number":55,"box":{"x":490,"y":415,"width":376,"height":11}},{"id":"63f3c1f7-43fe-4720-805a-a98f6f056160","block_type":"box","text":"involves greater risk than is customarily associated with investments in more established companies. The securities","page_number":55,"box":{"x":70,"y":430,"width":828,"height":11}},{"id":"f179c7cf-f404-48eb-b0e1-88da2278dc92","block_type":"box","text":"of smaller or emerging growth companies may be subject to more abrupt or erratic market movements than larger,","page_number":55,"box":{"x":69,"y":445,"width":815,"height":12}},{"id":"8d84c50c-97a2-4fcb-8b02-bf18838236a1","block_type":"box","text":"more established companies or the market average in general. These companies may have limited product lines,","page_number":55,"box":{"x":69,"y":461,"width":804,"height":11}},{"id":"21f91dbb-36e2-4e03-9f7a-2fbd87dd957b","block_type":"box","text":"markets or financial resources, or they may be dependent on a limited management group.","page_number":55,"box":{"x":69,"y":475,"width":647,"height":12}},{"id":"9df76188-abda-4c4c-a40a-1ab02b036f3a","block_type":"box","text":"Investments in smaller or emerging growth companies may involve greater risks and thus may be considered","page_number":55,"box":{"x":102,"y":498,"width":773,"height":11}},{"id":"d60201f2-c7c5-459d-b807-47550335c3b8","block_type":"box","text":"speculative. Full development of these companies and trends frequently takes time.","page_number":55,"box":{"x":69,"y":513,"width":597,"height":11}},{"id":"343b0426-cc42-47ee-a28b-ee822ad74595","block_type":"box","text":"Small cap and emerging growth securities will often be traded only in the OTC market or on a regional securities","page_number":55,"box":{"x":102,"y":536,"width":797,"height":11}},{"id":"7747830a-30cd-443c-b5f7-453cb9edf901","block_type":"box","text":"exchange and may not be traded every day or in the volume typical of trading on a national securities exchange. As a","page_number":55,"box":{"x":69,"y":551,"width":832,"height":11}},{"id":"17caf02b-e48a-49e0-9fd0-70cd59a8726d","block_type":"box","text":"result, the disposition by a Fund of por tfolio securities to meet redemptions or otherwise may require the Fund to","page_number":55,"box":{"x":69,"y":566,"width":808,"height":11}},{"id":"489f9fbc-b0e5-4dfc-9c17-d1da5ea1caba","block_type":"box","text":"make many small sales over a lengthy period of time, or to sell these securities at a discount from market prices or","page_number":55,"box":{"x":69,"y":581,"width":825,"height":12}},{"id":"368f1c97-9124-4b55-af1e-79fd9b05bd1b","block_type":"box","text":"during periods when, in Fund management’s judgment, such disposition is not desirable.","page_number":55,"box":{"x":69,"y":597,"width":631,"height":11}},{"id":"f258e602-30e1-4f39-8533-ab00bcaabdab","block_type":"box","text":"The process of selection and continuous supervision by Fund management does not guarantee successful","page_number":55,"box":{"x":101,"y":619,"width":758,"height":11}},{"id":"8aa22ba5-cebf-4895-bbbf-70f1eb5f9cf4","block_type":"box","text":"investment results. Careful initial selection is par ticularly impor tant in this area as many new enterprises have","page_number":55,"box":{"x":70,"y":634,"width":787,"height":11}},{"id":"60ed7a6f-ca57-43b8-9de2-0582e5ebcdb0","block_type":"box","text":"promise but lack cer tain of the fundamental factors necessary to prosper. Investing in small cap and emerging","page_number":55,"box":{"x":70,"y":649,"width":789,"height":12}},{"id":"e9fe17ac-994d-4f39-898b-0627fd9230c1","block_type":"box","text":"growth companies requires specialized research and analysis.","page_number":55,"box":{"x":68,"y":665,"width":442,"height":11}},{"id":"e60338f0-909f-4c00-99ce-75a8120d0008","block_type":"box","text":"Fund management believes that relatively small companies may have the oppor tunity to develop into significant","page_number":55,"box":{"x":102,"y":687,"width":795,"height":11}},{"id":"414ae605-3249-487c-948e-0eb022cb7a45","block_type":"box","text":"business enterprises. A Fund may invest in securities of small issuers in the relatively early stages of business","page_number":55,"box":{"x":69,"y":702,"width":791,"height":12}},{"id":"473267c8-3355-4601-992e-5b76c09fa461","block_type":"box","text":"development that have a new technology, a unique or proprietary product or service, or a favorable market position.","page_number":55,"box":{"x":69,"y":717,"width":823,"height":12}},{"id":"a75484e5-cdb8-45a6-8481-ecde7a17138a","block_type":"box","text":"Equity securities of specific small cap issuers may present different oppor tunities for long-term capital","page_number":55,"box":{"x":102,"y":740,"width":729,"height":11}},{"id":"97ac7f30-ab17-41cc-813d-cbbbe64df173","block_type":"box","text":"appreciation during varying por tions of economic or securities market cycles, as well as during varying stages of their","page_number":55,"box":{"x":69,"y":755,"width":837,"height":11}},{"id":"2c7179fa-5955-4800-9773-d72b66b668d3","block_type":"box","text":"business development. The market valuation of small cap issuers tends to fluctuate during economic or market","page_number":55,"box":{"x":69,"y":770,"width":794,"height":12}},{"id":"aa60cf9b-3671-43cf-8535-0eb17adebbe0","block_type":"box","text":"cycles.","page_number":55,"box":{"x":69,"y":786,"width":46,"height":11}},{"id":"b282125c-1cdf-4fff-aca9-3171530d95a7","block_type":"box","text":"Tracking Stocks","page_number":55,"box":{"x":103,"y":808,"width":110,"height":11}},{"id":"e0afbaf9-05ba-4e66-981c-3599e7b76595","block_type":"box","text":". A tracking stock is a separate class of common stock whose value is linked to a specific","page_number":55,"box":{"x":214,"y":808,"width":640,"height":11}},{"id":"671b0a5c-0582-43f1-88b9-4e874b946e3f","block_type":"box","text":"business unit or operating division within a larger company and is designed to “track” the per formance of such","page_number":55,"box":{"x":69,"y":823,"width":791,"height":12}},{"id":"258b3dc0-2ceb-4358-8faf-045e445c2c1d","block_type":"box","text":"business unit or division. The tracking stock may pay dividends to shareholders independent of the parent company.","page_number":55,"box":{"x":69,"y":838,"width":826,"height":12}},{"id":"5a1e3a29-17fd-4b5d-a3b5-381c91bd4c57","block_type":"box","text":"The parent company, rather than the business unit or division, generally is the issuer of tracking stock. However,","page_number":55,"box":{"x":68,"y":853,"width":801,"height":12}},{"id":"4aae60e5-3668-4586-8bc5-f9e95d3a13ec","block_type":"box","text":"holders of the tracking stock may not have the same rights as holders of the company’s common stock.","page_number":55,"box":{"x":69,"y":869,"width":740,"height":11}},{"id":"c824a242-8f3e-49a3-97a2-b6a6c51706b4","block_type":"box","text":"Exchange-Traded Notes (“ETNs”).","page_number":55,"box":{"x":102,"y":891,"width":245,"height":11}},{"id":"33bb60a7-e36b-4020-8f25-6e18eb925eba","block_type":"box","text":"Cer tain Funds may invest in ETNs. ETNs are generally notes representing","page_number":55,"box":{"x":354,"y":891,"width":521,"height":12}},{"id":"bdfa1fa3-076c-45c7-9897-0ea190b44777","block_type":"box","text":"debt of the issuer, usually a financial institution. ETNs combine aspects of both bonds and ETFs. An ETN’s returns","page_number":55,"box":{"x":69,"y":906,"width":814,"height":12}},{"id":"4954bdad-74b3-4768-8186-8f79d68c5165","block_type":"box","text":"II-27","page_number":55,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"05743cee-8396-4cef-97a7-7863ef702006","block_type":"box","text":"NM1026U-5981080-55/228","page_number":55,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"231f9626-c2c1-4137-916b-d646ebc86290","block_type":"box","text":"are based on the per formance of one or more underlying assets, reference rates or indexes, minus fees and","page_number":56,"box":{"x":69,"y":45,"width":774,"height":11}},{"id":"99979b2f-80f7-4a1b-9d51-a97a1d8f4401","block_type":"box","text":"expenses. Similar to ETFs, ETNs are listed on an exchange and traded in the secondary market. However, unlike an","page_number":56,"box":{"x":69,"y":60,"width":822,"height":11}},{"id":"746d7f1c-5a00-4680-94d4-28e7983e876a","block_type":"box","text":"ETF, an ETN can be held until the ETN’s maturity, at which time the issuer will pay a return linked to the per formance","page_number":56,"box":{"x":70,"y":75,"width":831,"height":11}},{"id":"aab38121-951b-4a56-847f-b2ce3e8421b1","block_type":"box","text":"of the specific asset, index or rate (“reference instrument”) to which the ETN is linked minus cer tain fees. Unlike","page_number":56,"box":{"x":69,"y":90,"width":805,"height":11}},{"id":"4495daf8-e569-4bde-8671-2bf03e71628b","block_type":"box","text":"regular bonds, ETNs do not make periodic interest payments, and principal is not protected.","page_number":56,"box":{"x":69,"y":105,"width":654,"height":11}},{"id":"0db60dea-53ae-4d83-8e59-e2f89eb0c784","block_type":"box","text":"The value of an ETN may be influenced by, among other things, time to maturity, level of supply and demand for","page_number":56,"box":{"x":101,"y":128,"width":794,"height":11}},{"id":"6539e5bf-a726-4ea4-a603-c18cec6a5186","block_type":"box","text":"the ETN, volatility and lack of liquidity in underlying markets, changes in the applicable interest rates, the","page_number":56,"box":{"x":68,"y":143,"width":748,"height":11}},{"id":"1409344c-4f74-4aa0-8261-51c75d6cb027","block_type":"box","text":"per formance of the reference instrument, changes in the issuer’s credit rating and economic, legal, political or","page_number":56,"box":{"x":70,"y":158,"width":789,"height":11}},{"id":"de217089-4055-4546-9eb6-a1697e148205","block_type":"box","text":"geographic events that affect the reference instrument. ETNs are subject to credit risk and the value of the ETN may","page_number":56,"box":{"x":68,"y":173,"width":831,"height":11}},{"id":"3a6be6c9-a90b-43a2-ac0d-dee51c48bb7d","block_type":"box","text":"drop due to a downgrade in an issuer’s credit rating, despite the underlying reference instrument remaining","page_number":56,"box":{"x":69,"y":188,"width":766,"height":12}},{"id":"ad787405-fb24-456e-a1ec-e29d9ac4f10e","block_type":"box","text":"unchanged. When a Fund invests in ETNs, it will bear its propor tionate share of any fees and expenses borne by the","page_number":56,"box":{"x":69,"y":203,"width":828,"height":12}},{"id":"6fc565c0-bd80-47ed-aa47-5c9f37469670","block_type":"box","text":"ETN.","page_number":56,"box":{"x":70,"y":219,"width":30,"height":8}},{"id":"6995ba12-7080-44cc-abd3-bf7b9cbade35","block_type":"box","text":"An ETN that is tied to a reference instrument may not replicate the per formance of the reference instrument.","page_number":56,"box":{"x":101,"y":241,"width":776,"height":11}},{"id":"b2ee63b1-e034-49d1-8151-c4953ad4c199","block_type":"box","text":"ETNs also incur cer tain expenses not incurred by their applicable reference instrument. Some ETNs that use leverage","page_number":56,"box":{"x":70,"y":256,"width":837,"height":12}},{"id":"14c16a34-f173-44aa-bbeb-ad768d9356fc","block_type":"box","text":"may, at times, be illiquid and may be difficult to purchase or sell at a fair price. Levered ETNs are subject to the same","page_number":56,"box":{"x":69,"y":271,"width":840,"height":12}},{"id":"50ee3e52-fe8e-42ac-af3b-e1f15630dae5","block_type":"box","text":"risk as other instruments that use leverage in any form. While leverage allows for greater potential return, the","page_number":56,"box":{"x":69,"y":286,"width":781,"height":12}},{"id":"16f958af-5336-4ea2-a207-b9e078f0ed60","block_type":"box","text":"potential for loss is also greater. Finally, additional losses may be incurred if the investment loses value because, in","page_number":56,"box":{"x":70,"y":302,"width":827,"height":11}},{"id":"d733ebec-9d9b-4b4c-a6e5-dc0b15e13d9a","block_type":"box","text":"addition to the money lost on the investment, the loan still needs to be repaid.","page_number":56,"box":{"x":69,"y":317,"width":560,"height":11}},{"id":"eac332b6-40c6-41c8-8d87-1f52b8bed617","block_type":"box","text":"Because the return on the ETN is dependent on the issuer’s ability or willingness to meet its obligations, the","page_number":56,"box":{"x":102,"y":340,"width":774,"height":11}},{"id":"6fda222d-a415-4809-8457-9443a5ddd8f3","block_type":"box","text":"value of the ETN may change due to a change in the issuer’s credit rating, despite no change in the underlying","page_number":56,"box":{"x":68,"y":355,"width":788,"height":11}},{"id":"8c014530-0d50-409a-8f8f-4d28e1ca1e53","block_type":"box","text":"reference instrument. The market value of ETN shares may differ from the value of the reference instrument. This","page_number":56,"box":{"x":69,"y":370,"width":810,"height":11}},{"id":"9dd21f8e-e130-48ad-a034-13e7086129fa","block_type":"box","text":"difference in price may be due to the fact that the supply and demand in the market for ETN shares at any point in","page_number":56,"box":{"x":69,"y":385,"width":815,"height":11}},{"id":"ed7047f1-7e9f-4716-8504-6566d76e0609","block_type":"box","text":"time is not always identical to the supply and demand in the market for the assets underlying the reference","page_number":56,"box":{"x":68,"y":400,"width":766,"height":11}},{"id":"3ac9e2a5-cd53-4d78-b728-2d294e8060b8","block_type":"box","text":"instrument that the ETN seeks to track.","page_number":56,"box":{"x":70,"y":415,"width":279,"height":9}},{"id":"0d7e98a8-74f5-4425-95e8-b5e284a285e2","block_type":"box","text":"There may be restrictions on the Fund’s right to redeem its investment in an ETN, which are generally meant to","page_number":56,"box":{"x":101,"y":438,"width":791,"height":11}},{"id":"1d3f4ec8-d65b-4ae6-990e-fd6c65eeb8de","block_type":"box","text":"be held until maturity. The Fund’s decision to sell its ETN holdings may be limited by the availability of a secondary","page_number":56,"box":{"x":69,"y":453,"width":818,"height":11}},{"id":"046b3b37-a766-43a2-aff0-50181fca9d3d","block_type":"box","text":"market. An investor in an ETN could lose some or all of the amount invested.","page_number":56,"box":{"x":69,"y":468,"width":547,"height":9}},{"id":"b7ce440a-520c-4faf-bc72-cbc86c1af3eb","block_type":"box","text":"ETNs are also subject to tax risks. The Internal Revenue Service (the “IRS”) may not accept, and a cour t may not","page_number":56,"box":{"x":102,"y":491,"width":807,"height":11}},{"id":"8e18a510-bcab-4bdf-9fe2-6e8e6d4cebe4","block_type":"box","text":"uphold, how the Funds characterize and treat ETNs for tax purposes. The timing and character of income and gains","page_number":56,"box":{"x":69,"y":506,"width":819,"height":11}},{"id":"551c0dab-0e89-4092-9227-593f1b20c25d","block_type":"box","text":"derived by a Fund from investments in ETNs may be affected by future legislation.","page_number":56,"box":{"x":69,"y":521,"width":581,"height":11}},{"id":"3b1ec1de-14a4-4e6a-83ac-507e58a3fb2f","block_type":"box","text":"Foreign Investments.","page_number":56,"box":{"x":102,"y":544,"width":152,"height":11}},{"id":"0795a14c-0324-41a1-8650-1d02ff780988","block_type":"box","text":"Foreign Investment Risks.","page_number":56,"box":{"x":102,"y":566,"width":182,"height":11}},{"id":"11e548a7-e4c7-4f30-bb98-398521521bcb","block_type":"box","text":"Cer tain Funds may invest in foreign securities, including securities from issuers","page_number":56,"box":{"x":291,"y":566,"width":567,"height":11}},{"id":"7c605612-885f-4220-874e-596cbb2f3e00","block_type":"box","text":"located in emerging market countries. These securities may be denominated in U.S. dollars or in a foreign currency.","page_number":56,"box":{"x":70,"y":581,"width":822,"height":12}},{"id":"0ea47ec4-4dcd-4f01-b67e-d1c41888946f","block_type":"box","text":"Investing in foreign securities involves risks not typically associated with investing in securities of companies","page_number":56,"box":{"x":70,"y":596,"width":774,"height":12}},{"id":"4867de11-cd45-4aaf-9b1a-a568aecdc3aa","block_type":"box","text":"organized and operated in the United States that can increase the chances that a Fund will lose money.","page_number":56,"box":{"x":69,"y":612,"width":738,"height":11}},{"id":"785568e6-c42f-4da5-91bb-aa7e225deac3","block_type":"box","text":"Securities issued by cer tain companies organized outside the United States may not be deemed to be foreign","page_number":56,"box":{"x":102,"y":634,"width":782,"height":12}},{"id":"fb46fcf8-33e9-4d8a-8d2f-8387e1363187","block_type":"box","text":"securities (but rather deemed to be U.S. securities) if (i) the company’s principal operations are conducted from the","page_number":56,"box":{"x":69,"y":649,"width":824,"height":12}},{"id":"d583ad55-b452-41d6-b326-e2aff61ecff5","block_type":"box","text":"U.S., (ii) the company’s equity securities trade principally on a U.S. stock exchange, (iii) the company does a","page_number":56,"box":{"x":70,"y":665,"width":771,"height":11}},{"id":"9485aa75-abda-4f62-8f88-2dba2777aa34","block_type":"box","text":"substantial amount of business in the U.S. or (iv) the issuer of securities is included in the Fund’s primary U.S.","page_number":56,"box":{"x":69,"y":680,"width":792,"height":11}},{"id":"1006388b-00c4-4b8f-b099-fd44997defce","block_type":"box","text":"benchmark index.","page_number":56,"box":{"x":69,"y":695,"width":124,"height":9}},{"id":"01474f98-73d8-4dc9-83ea-ec853df7a276","block_type":"box","text":"In addition to equity securities, foreign investments of the Funds may include: (a) debt obligations issued or","page_number":56,"box":{"x":102,"y":717,"width":767,"height":12}},{"id":"6f0ef648-2449-45f8-a54d-51f9046b6a3d","block_type":"box","text":"guaranteed by foreign sovereign governments or their agencies, authorities, instrumentalities or political","page_number":56,"box":{"x":68,"y":732,"width":742,"height":12}},{"id":"efda8bf9-ed8c-4edb-8ec3-86da812bf0d6","block_type":"box","text":"subdivisions, including a foreign state, province or municipality; (b) debt obligations of supranational organizations;","page_number":56,"box":{"x":69,"y":748,"width":818,"height":11}},{"id":"4a6416e1-733d-4440-93d4-a398f9e156ab","block_type":"box","text":"(c) debt obligations of foreign banks and bank holding companies; (d) debt obligations of domestic banks and","page_number":56,"box":{"x":69,"y":763,"width":780,"height":11}},{"id":"c90fc134-70da-4124-9f81-5da33efaf243","block_type":"box","text":"corporations issued in foreign currencies; (e) debt obligations denominated in the Euro; and (f) foreign corporate debt","page_number":56,"box":{"x":69,"y":778,"width":837,"height":11}},{"id":"cc38e180-5bfc-42be-a8fe-a4a945cc99db","block_type":"box","text":"securities and commercial paper. Such securities may include loan par ticipations and assignments, conver tible","page_number":56,"box":{"x":69,"y":793,"width":794,"height":11}},{"id":"82260c2c-32bf-4828-b061-496da14c01aa","block_type":"box","text":"securities and zero-coupon securities.","page_number":56,"box":{"x":69,"y":808,"width":268,"height":11}},{"id":"766cc089-e898-4315-8349-4ff37e0cfc76","block_type":"box","text":"Dividends or interest on, or proceeds from the sale of, foreign securities may be subject to foreign withholding","page_number":56,"box":{"x":102,"y":831,"width":785,"height":11}},{"id":"f609f5d0-39aa-4b5c-aeb6-f172c79870b0","block_type":"box","text":"taxes.","page_number":56,"box":{"x":68,"y":847,"width":42,"height":8}},{"id":"693d602e-71c3-42a8-8698-0e5fccec5bad","block_type":"box","text":"To the extent that the underlying securities or other instruments held by a Fund trade on foreign exchanges or in","page_number":56,"box":{"x":101,"y":869,"width":798,"height":11}},{"id":"c7816b53-f029-46f5-b418-12616afb99be","block_type":"box","text":"foreign markets that are closed when the securities exchange on which the Fund’s shares trade is open, there are","page_number":56,"box":{"x":68,"y":884,"width":815,"height":11}},{"id":"a725dbf6-2921-4d13-9ba4-e40c1c5e551a","block_type":"box","text":"likely to be deviations between the current price of such an underlying security and the last quoted price for the","page_number":56,"box":{"x":70,"y":899,"width":792,"height":11}},{"id":"b8d14193-bd4a-422d-8ba8-d20a7178384b","block_type":"box","text":"II-28","page_number":56,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"a647b869-d2a0-42d9-a8d0-3e78efd7c736","block_type":"box","text":"NM1026U-5981080-56/228","page_number":56,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"1fa07415-685e-45fb-9e13-dbaea7abe4ee","block_type":"box","text":"underlying security (","page_number":57,"box":{"x":69,"y":45,"width":140,"height":11}},{"id":"cfab3a99-8f59-4333-9420-c59a4ad76ff2","block_type":"box","text":"i.e.","page_number":57,"box":{"x":211,"y":45,"width":20,"height":9}},{"id":"e8706261-78e8-47b7-81f0-1d60aa500fe1","block_type":"box","text":", the Fund’s quote from the closed foreign market). The impact of a closed foreign market on a","page_number":57,"box":{"x":234,"y":45,"width":675,"height":11}},{"id":"4bb70b30-915e-4cc4-8e60-c345fe4d4e53","block_type":"box","text":"Fund is likely to be greater where a large por tion of the Fund’s underlying securities or other instruments trade on","page_number":57,"box":{"x":70,"y":60,"width":809,"height":11}},{"id":"bb951ce9-17b5-450d-9191-81ced59ad6e1","block_type":"box","text":"that closed foreign market or when the foreign market is closed for unscheduled reasons. These deviations may","page_number":57,"box":{"x":68,"y":75,"width":800,"height":11}},{"id":"3e94a405-a7d4-449e-99ed-6cd721d3fd7b","block_type":"box","text":"result in premiums or discounts to cer tain Funds’ NAVs that may be greater than those experienced by other ETFs.","page_number":57,"box":{"x":69,"y":90,"width":815,"height":11}},{"id":"4b84e546-885e-4d83-8536-2edc45fdd7d3","block_type":"box","text":"Foreign Market Risk.","page_number":57,"box":{"x":102,"y":113,"width":144,"height":11}},{"id":"51ed5b38-0f4a-4180-9754-8bd4a84abb36","block_type":"box","text":"Funds that may invest in foreign securities offer the potential for more diversification than a","page_number":57,"box":{"x":254,"y":113,"width":652,"height":11}},{"id":"afe339e0-fd7e-4744-95a9-38a9db01bb2b","block_type":"box","text":"Fund that invests only in the United States because securities traded on foreign markets have often (though not","page_number":57,"box":{"x":70,"y":128,"width":797,"height":11}},{"id":"1f8e0c80-6b3e-4254-9c32-72bf37450eac","block_type":"box","text":"always) per formed differently from securities traded in the United States. However, such investments often involve","page_number":57,"box":{"x":69,"y":143,"width":817,"height":11}},{"id":"6558396a-a64f-4f09-be74-048f01aa9674","block_type":"box","text":"risks not present in U.S. investments that can increase the chances that a Fund will lose money. In par ticular, a Fund","page_number":57,"box":{"x":69,"y":158,"width":836,"height":11}},{"id":"8caacbca-d4ae-4d36-a888-81ead165bace","block_type":"box","text":"is subject to the risk that, because there are generally fewer investors on foreign exchanges and a smaller number of","page_number":57,"box":{"x":70,"y":173,"width":835,"height":11}},{"id":"79729da1-c046-4852-b915-753a6420a2bb","block_type":"box","text":"shares traded each day, it may be difficult for the Fund to buy and sell securities on those exchanges. In addition,","page_number":57,"box":{"x":69,"y":188,"width":810,"height":12}},{"id":"b6e576b1-ec17-4b17-8065-69eebe928234","block_type":"box","text":"prices of foreign securities may fluctuate more than prices of securities traded in the United States. Investments in","page_number":57,"box":{"x":70,"y":203,"width":820,"height":12}},{"id":"d9070fb2-e2fa-4f87-a1a8-af8ee815acbb","block_type":"box","text":"foreign markets may also be adversely affected by governmental actions such as the imposition of punitive taxes or","page_number":57,"box":{"x":68,"y":218,"width":826,"height":12}},{"id":"4fef72bb-3847-4934-a947-d01e0ca447d2","block_type":"box","text":"tariffs. In addition, economic conditions, such as volatile currency exchange rates and interest rates, political events,","page_number":57,"box":{"x":68,"y":234,"width":836,"height":11}},{"id":"c2ce4b61-3055-4949-a10f-42589f7a9bdf","block_type":"box","text":"military action and other conditions may, without prior warning, lead to the governments of cer tain countries, or the","page_number":57,"box":{"x":69,"y":249,"width":821,"height":11}},{"id":"b816d08e-7f0f-4029-82e5-0f2f3ed36102","block_type":"box","text":"U.S. Government with respect to cer tain countries, prohibiting or imposing substantial restrictions through capital","page_number":57,"box":{"x":70,"y":264,"width":807,"height":11}},{"id":"a03fed0c-352f-4cff-a22a-fed2198b57f3","block_type":"box","text":"controls and/or sanctions on foreign investing in the capital markets or cer tain industries in those countries. Capital","page_number":57,"box":{"x":69,"y":279,"width":830,"height":11}},{"id":"256818a3-fdb1-487b-a662-369a090bc96e","block_type":"box","text":"controls and/or sanctions may include the prohibition of, or restrictions on, the ability to own or transfer currency,","page_number":57,"box":{"x":69,"y":294,"width":810,"height":11}},{"id":"0762cfe4-8eb3-4631-88e1-32d34552c6d1","block_type":"box","text":"securities, derivatives or other assets and may also include retaliatory actions of one government against another","page_number":57,"box":{"x":69,"y":309,"width":813,"height":11}},{"id":"04b81948-cd04-4836-bd47-4cd3d32976c2","block_type":"box","text":"government, such as seizure of assets. Any of these actions could severely impair a Fund’s ability to purchase, sell,","page_number":57,"box":{"x":68,"y":324,"width":828,"height":12}},{"id":"a55d7c0a-c876-40bc-908b-017446b1aa1f","block_type":"box","text":"transfer, receive, deliver or otherwise obtain exposure to foreign securities and assets, including the ability to","page_number":57,"box":{"x":68,"y":339,"width":782,"height":12}},{"id":"3b41828e-63f6-4663-8d93-6878619ca892","block_type":"box","text":"transfer the Fund’s assets or income back into the United States, and could negatively impact the value and/or","page_number":57,"box":{"x":68,"y":355,"width":796,"height":11}},{"id":"f4a75ac4-9f27-4b6c-803a-a86027c8c530","block_type":"box","text":"liquidity of such assets or otherwise adversely affect a Fund’s operations, causing the Fund to decline in value. Other","page_number":57,"box":{"x":70,"y":370,"width":837,"height":11}},{"id":"e98a1260-c9e1-41ba-acc4-e61cbd2fd505","block_type":"box","text":"potential foreign market risks include exchange controls, difficulties in pricing securities, defaults on foreign","page_number":57,"box":{"x":70,"y":385,"width":768,"height":11}},{"id":"3daab447-9567-41fe-9bdb-4d9c8ea8e031","block_type":"box","text":"government securities, difficulties in enforcing favorable legal judgments in foreign cour ts, and political and social","page_number":57,"box":{"x":68,"y":400,"width":813,"height":11}},{"id":"9ac5cab2-60a3-4b13-9419-875cbf2f8d2f","block_type":"box","text":"conditions, such as diplomatic relations, confiscatory taxation, expropriation, limitation on the removal of funds or","page_number":57,"box":{"x":69,"y":415,"width":814,"height":11}},{"id":"78ae2a09-9c01-4aea-97bb-b56fb23ff9a6","block_type":"box","text":"assets, or imposition of (or change in) exchange control regulations. Legal remedies available to investors in cer tain","page_number":57,"box":{"x":69,"y":430,"width":828,"height":11}},{"id":"1611cc29-1400-4c6f-ba9e-2f0322261750","block_type":"box","text":"foreign countries may be less extensive than those available to investors in the United States or other foreign","page_number":57,"box":{"x":68,"y":445,"width":782,"height":12}},{"id":"471a1289-f0ba-446e-ab17-449e770ee5bc","block_type":"box","text":"countries. In addition, changes in government administrations or economic or monetary policies in the United States","page_number":57,"box":{"x":69,"y":460,"width":830,"height":12}},{"id":"dd14d7ee-1daa-40c2-bcda-0f14e00e5375","block_type":"box","text":"or abroad could result in appreciation or depreciation of por tfolio securities and could favorably or adversely affect a","page_number":57,"box":{"x":69,"y":475,"width":829,"height":12}},{"id":"6d914f74-1acb-4a52-b01e-9ca7d5aa42c2","block_type":"box","text":"Fund’s operations.","page_number":57,"box":{"x":70,"y":491,"width":130,"height":11}},{"id":"f97c0689-9954-4229-b5ea-89d8d63b9fbb","block_type":"box","text":"Foreign Economy Risk.","page_number":57,"box":{"x":102,"y":514,"width":158,"height":11}},{"id":"d5def40d-bb13-4843-a645-fd1d7447d017","block_type":"box","text":"The economies of cer tain foreign markets often do not compare favorably with that of the","page_number":57,"box":{"x":267,"y":513,"width":636,"height":12}},{"id":"5e2db076-0bf7-45c2-8479-393658810282","block_type":"box","text":"United States with respect to such issues as growth of gross national product, reinvestment of capital, resources,","page_number":57,"box":{"x":70,"y":528,"width":812,"height":12}},{"id":"2508f3ac-53f1-4393-ade7-b9c7e1d7a152","block_type":"box","text":"and balance of payments position. Cer tain such economies may rely heavily on par ticular industries or foreign capital","page_number":57,"box":{"x":69,"y":543,"width":835,"height":12}},{"id":"5ebfa8df-fbaf-4555-b88d-70859a2085e2","block_type":"box","text":"and are more vulnerable to diplomatic developments, the imposition of economic sanctions against a par ticular","page_number":57,"box":{"x":69,"y":559,"width":795,"height":11}},{"id":"54dac99a-bb07-48f5-b621-12a36cfb6c2c","block_type":"box","text":"country or countries, changes in international trading patterns, trade barriers, and other protectionist or retaliatory","page_number":57,"box":{"x":69,"y":574,"width":817,"height":11}},{"id":"6e2267ca-53a4-46d5-863e-bed2fc4b9474","block_type":"box","text":"measures.","page_number":57,"box":{"x":69,"y":591,"width":74,"height":7}},{"id":"b0dc3fc1-54f7-43a9-8247-92e2bbb14fd2","block_type":"box","text":"Currency Risk and Exchange Risk.","page_number":57,"box":{"x":102,"y":612,"width":240,"height":11}},{"id":"7bc0d0c8-b35d-4ae2-84fa-5cafab97bbe6","block_type":"box","text":"Because foreign securities generally are denominated and pay dividends or","page_number":57,"box":{"x":349,"y":612,"width":534,"height":11}},{"id":"9f84aa9c-29e1-46a8-ac09-b5f7a0bb6519","block_type":"box","text":"interest in foreign currencies, the value of a Fund that invests in foreign securities as measured in U.S. dollars will be","page_number":57,"box":{"x":70,"y":627,"width":838,"height":11}},{"id":"67c8a5ad-1383-41fd-892f-0c123b855bb7","block_type":"box","text":"affected favorably or unfavorably by changes in exchange rates. Generally, when the U.S. dollar rises in value against","page_number":57,"box":{"x":69,"y":642,"width":833,"height":11}},{"id":"6c43329a-b7f5-4a20-9b8b-fbcd453df419","block_type":"box","text":"a foreign currency, a security denominated in that currency loses value because the currency is wor th fewer U.S.","page_number":57,"box":{"x":69,"y":657,"width":801,"height":11}},{"id":"4a109220-aaf0-45cc-8b52-c4d0b5fa1fd7","block_type":"box","text":"dollars. Conversely, when the U.S. dollar decreases in value against a foreign currency, a security denominated in","page_number":57,"box":{"x":69,"y":672,"width":808,"height":11}},{"id":"c9bb1d9c-4025-4eef-a583-99e45d3cc480","block_type":"box","text":"that currency gains value because the currency is wor th more U.S. dollars. This risk, generally known as “currency","page_number":57,"box":{"x":68,"y":687,"width":816,"height":11}},{"id":"65224d88-eb6a-498f-8969-a75ccec0f9f4","block_type":"box","text":"risk,” means that a stronger U.S. dollar will reduce returns for U.S. investors while a weak U.S. dollar will increase","page_number":57,"box":{"x":69,"y":702,"width":814,"height":12}},{"id":"bcae7e55-a8ea-4b88-9e2e-5ae0e7153b51","block_type":"box","text":"those returns. Currency exchange rates can also be affected unpredictably by intervention by U.S. or foreign","page_number":57,"box":{"x":68,"y":717,"width":771,"height":12}},{"id":"80d42ca2-b277-476d-81c3-5654478d008c","block_type":"box","text":"governments or central banks, or the failure to intervene, or buy currency controls or political developments in the","page_number":57,"box":{"x":68,"y":732,"width":813,"height":12}},{"id":"8f8ce164-a174-43fb-9bab-6ab205087d01","block_type":"box","text":"United States or abroad.","page_number":57,"box":{"x":70,"y":748,"width":172,"height":9}},{"id":"a2a5c5dc-830b-45a2-b20e-29e6e4a7681c","block_type":"box","text":"Governmental Supervision and Regulation/Accounting Standards.","page_number":57,"box":{"x":102,"y":770,"width":466,"height":12}},{"id":"1b0fd3a9-b047-4a74-94d6-5647dc62592b","block_type":"box","text":"Many foreign governments supervise and","page_number":57,"box":{"x":575,"y":770,"width":293,"height":12}},{"id":"fa5e7116-f08a-4686-85d1-42bddb6d1663","block_type":"box","text":"regulate stock exchanges, brokers and the sale of securities less than does the United States. Some countries may","page_number":57,"box":{"x":69,"y":785,"width":828,"height":12}},{"id":"818bb5a0-d005-4b6b-b326-c784736abc0c","block_type":"box","text":"not have laws to protect investors comparable to the U.S. securities laws. For example, some foreign countries may","page_number":57,"box":{"x":69,"y":801,"width":826,"height":11}},{"id":"e9a9367c-bce2-4fdd-990a-cee304b0c5a7","block_type":"box","text":"have no laws or rules against insider trading. Insider trading occurs when a person buys or sells a company’s","page_number":57,"box":{"x":69,"y":816,"width":778,"height":11}},{"id":"561908de-8aa8-44b7-a0c0-9a48936048a2","block_type":"box","text":"securities based on nonpublic information about that company. Accounting standards in other countries are not","page_number":57,"box":{"x":69,"y":831,"width":794,"height":11}},{"id":"7c8b0823-4a2e-421b-acb4-6aa055d84368","block_type":"box","text":"necessarily the same as in the United States. If the accounting standards in another country do not require as much","page_number":57,"box":{"x":69,"y":846,"width":831,"height":11}},{"id":"8b16f694-8881-49e8-b7cc-33a63c8ac499","block_type":"box","text":"detail as U.S. accounting standards, it may be harder for Fund management to completely and accurately determine a","page_number":57,"box":{"x":69,"y":861,"width":840,"height":11}},{"id":"311f429f-38ea-4170-b31a-6b330a1236ed","block_type":"box","text":"company’s financial condition. In addition, the U.S. Government has from time to time in the past imposed","page_number":57,"box":{"x":69,"y":876,"width":760,"height":11}},{"id":"6ac15615-ba88-44e9-8e7f-2554d3ddc943","block_type":"box","text":"restrictions, through penalties and otherwise, on foreign investments by U.S. investors such as the Fund. If such","page_number":57,"box":{"x":69,"y":891,"width":803,"height":12}},{"id":"defe1244-310f-4f85-885c-34e6235c13b5","block_type":"box","text":"restrictions should be reinstituted, it might become necessary for the Fund to invest all or substantially all of its","page_number":57,"box":{"x":69,"y":906,"width":798,"height":12}},{"id":"8ba7e052-eb3d-467b-a5d9-e22d11d0f37a","block_type":"box","text":"II-29","page_number":57,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"4c1a31d8-7f68-468b-87b3-216b6badcc79","block_type":"box","text":"NM1026U-5981080-57/228","page_number":57,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"414ec89c-3721-49e2-b0db-afe86d2f5c8f","block_type":"box","text":"assets in U.S. securities. Also, brokerage commissions and other costs of buying or selling securities often are","page_number":58,"box":{"x":69,"y":45,"width":793,"height":11}},{"id":"977aec90-3502-4d9e-b594-645d26ab0bca","block_type":"box","text":"higher in foreign countries than they are in the United States. This reduces the amount the Fund can earn on its","page_number":58,"box":{"x":69,"y":60,"width":797,"height":11}},{"id":"cb02f658-ebec-4993-a251-225f909984bd","block_type":"box","text":"investments.","page_number":58,"box":{"x":70,"y":75,"width":89,"height":9}},{"id":"e9e4258b-ce64-49b6-a021-8fae5c5bdd2a","block_type":"box","text":"Cer tain Risks of Holding Fund Assets Outside the United States.","page_number":58,"box":{"x":102,"y":98,"width":458,"height":11}},{"id":"4f5660c0-5622-43b7-8861-5a1c3bbfb20d","block_type":"box","text":"A Fund generally holds its foreign securities and","page_number":58,"box":{"x":566,"y":98,"width":341,"height":11}},{"id":"9c2641fe-c7f8-4314-b3e1-492d9ee3e324","block_type":"box","text":"cash in foreign banks and securities depositories. Some foreign banks and securities depositories may be recently","page_number":58,"box":{"x":69,"y":113,"width":819,"height":11}},{"id":"1745ae02-e7a3-4a6b-ba59-c2ea471906a1","block_type":"box","text":"organized or new to the foreign custody business. In addition, there may be limited or no regulatory oversight over","page_number":58,"box":{"x":69,"y":128,"width":813,"height":11}},{"id":"34387233-f050-4226-ba63-77e8080884ec","block_type":"box","text":"their operations. Also, the laws of cer tain countries may put limits on a Fund’s ability to recover its assets if a foreign","page_number":58,"box":{"x":68,"y":143,"width":838,"height":11}},{"id":"e449968b-f75e-40ed-a80d-3abd22ed2d58","block_type":"box","text":"bank or depository or issuer of a security or any of their agents goes bankrupt. In addition, it is often more expensive","page_number":58,"box":{"x":69,"y":158,"width":835,"height":11}},{"id":"8f67c443-8f23-4a4a-a964-a01dd92cb91c","block_type":"box","text":"for a Fund to buy, sell and hold securities in cer tain foreign markets than in the United States. The increased","page_number":58,"box":{"x":68,"y":173,"width":777,"height":11}},{"id":"ee789c38-84a8-4a52-8397-f1a7df8f740b","block_type":"box","text":"expense of investing in foreign markets reduces the amount a Fund can earn on its investments and typically results","page_number":58,"box":{"x":69,"y":188,"width":831,"height":12}},{"id":"982e659e-a98c-45f1-b9e1-669be78509e3","block_type":"box","text":"in a higher operating expense ratio for the Fund as compared to investment companies that invest only in the United","page_number":58,"box":{"x":70,"y":203,"width":828,"height":12}},{"id":"0a95e0e0-3f8c-4004-b6fd-44caea6ed1a5","block_type":"box","text":"States.","page_number":58,"box":{"x":69,"y":219,"width":49,"height":8}},{"id":"88c63792-0794-46de-857c-fd9598f04727","block_type":"box","text":"Publicly Available Information.","page_number":58,"box":{"x":102,"y":241,"width":210,"height":11}},{"id":"425c7d2c-0248-4c63-ad8e-f81cc4aaf069","block_type":"box","text":"In general, less information is publicly available with respect to foreign issuers","page_number":58,"box":{"x":319,"y":241,"width":558,"height":11}},{"id":"1d4dd800-255e-42e0-b5a4-73e1ab394590","block_type":"box","text":"than is available with respect to U.S. companies. Most foreign companies are also not subject to the uniform","page_number":58,"box":{"x":68,"y":256,"width":779,"height":12}},{"id":"98d50af1-7b88-4bb9-939c-b52e009e1053","block_type":"box","text":"accounting and financial repor ting requirements applicable to issuers in the United States. While the volume of","page_number":58,"box":{"x":69,"y":271,"width":793,"height":12}},{"id":"9d880c1c-4843-40c9-b0cb-9602d6fcbfd3","block_type":"box","text":"transactions effected on foreign stock exchanges has increased in recent years, it remains appreciably below that of","page_number":58,"box":{"x":68,"y":286,"width":834,"height":12}},{"id":"d4c295f4-e1a5-4ebb-afde-90087868918f","block_type":"box","text":"the New York Stock Exchange. Accordingly, a Fund’s foreign investments may be less liquid than, and their prices may","page_number":58,"box":{"x":68,"y":302,"width":841,"height":11}},{"id":"77de4b89-667d-4db6-bd73-bd576f9b4144","block_type":"box","text":"be more volatile than, comparable investments in securities in U.S. companies. In addition, there is generally less","page_number":58,"box":{"x":69,"y":317,"width":813,"height":11}},{"id":"7eaa7c68-7cc5-4547-9b02-dfd3c5bd04d8","block_type":"box","text":"government supervision and regulation of securities exchanges, brokers and issuers in foreign countries than in the","page_number":58,"box":{"x":68,"y":332,"width":827,"height":11}},{"id":"f546943b-fd47-427e-a310-3d2e27a2c9a6","block_type":"box","text":"United States.","page_number":58,"box":{"x":70,"y":347,"width":99,"height":9}},{"id":"423cd71b-0316-4509-bb49-4e73e79a1dc5","block_type":"box","text":"Settlement Risk.","page_number":58,"box":{"x":102,"y":370,"width":116,"height":9}},{"id":"5810d8d5-5020-49d0-8b34-747b20b1a7a4","block_type":"box","text":"Settlement and clearance procedures in cer tain foreign markets differ significantly from those","page_number":58,"box":{"x":225,"y":370,"width":669,"height":11}},{"id":"74acb5ef-207e-4735-9256-657249bb070c","block_type":"box","text":"in the United States. Supervisory authorities may also be unable to apply standards which are comparable with those","page_number":58,"box":{"x":70,"y":385,"width":837,"height":11}},{"id":"3cc8909f-6efa-4328-913f-64430d7763ca","block_type":"box","text":"in the United States. Foreign settlement procedures and trade regulations also may involve cer tain risks (such as","page_number":58,"box":{"x":70,"y":400,"width":808,"height":11}},{"id":"20344f69-f380-4811-bde6-b042dda59263","block_type":"box","text":"delays in payment for or delivery of securities) not typically generated by the settlement of U.S. investments.","page_number":58,"box":{"x":69,"y":415,"width":772,"height":11}},{"id":"f06e9f1c-0b74-4fda-8a54-19c48cc69c18","block_type":"box","text":"Communications between the United States and emerging market countries may be unreliable, increasing the","page_number":58,"box":{"x":102,"y":438,"width":781,"height":11}},{"id":"5a24b7b1-6039-4bb2-b18e-0fbbc67c51ce","block_type":"box","text":"risk of delayed settlements or losses of security cer tificates in markets that still rely on physical settlement.","page_number":58,"box":{"x":69,"y":453,"width":771,"height":11}},{"id":"f396c940-c410-4353-9c27-33b052b2edfe","block_type":"box","text":"Settlements in cer tain foreign countries at times have not kept pace with the number of securities transactions;","page_number":58,"box":{"x":69,"y":468,"width":797,"height":11}},{"id":"b35bbc29-78b4-4c6c-b0fd-dac91ecdeaca","block_type":"box","text":"these problems may make it difficult for a Fund to carry out transactions. If a Fund cannot settle or is delayed in","page_number":58,"box":{"x":68,"y":483,"width":802,"height":11}},{"id":"996bf0cc-339c-4463-b278-4cf1df3f189a","block_type":"box","text":"settling a purchase of securities, it may miss attractive investment oppor tunities and cer tain of its assets may be","page_number":58,"box":{"x":69,"y":498,"width":812,"height":11}},{"id":"184fcfca-8d57-4d77-8112-e594df140011","block_type":"box","text":"uninvested with no return earned thereon for some period. If a Fund cannot settle or is delayed in settling a sale of","page_number":58,"box":{"x":69,"y":513,"width":821,"height":12}},{"id":"2a84ba3e-2922-47c6-9747-a7dc92a5da21","block_type":"box","text":"securities, it may lose money if the value of the security then declines or, if it has contracted to sell the security to","page_number":58,"box":{"x":69,"y":528,"width":816,"height":12}},{"id":"711860d0-0ffd-4f14-b6c5-2b8d4363a75d","block_type":"box","text":"another par ty, the Fund could be liable to that par ty for any losses incurred.","page_number":58,"box":{"x":69,"y":543,"width":539,"height":12}},{"id":"dcac2411-290c-45b3-b611-d60504342fc6","block_type":"box","text":"Because of uncer tainties in the operation of settlement systems in individual markets, competing claims may","page_number":58,"box":{"x":102,"y":566,"width":781,"height":11}},{"id":"ada7de06-ee92-41af-a6e6-83f22eccddb7","block_type":"box","text":"arise in respect of securities held by or to be transferred to a Fund. Compensation schemes may not exist or may","page_number":58,"box":{"x":69,"y":581,"width":810,"height":11}},{"id":"66ed64ab-f30e-4428-a5d4-601716301438","block_type":"box","text":"otherwise be limited or inadequate to meet the Fund’s claims in case of such event.","page_number":58,"box":{"x":69,"y":596,"width":601,"height":11}},{"id":"7e6839ed-37c6-489d-9563-7e26a73375ec","block_type":"box","text":"Sovereign Debt.","page_number":58,"box":{"x":102,"y":619,"width":111,"height":11}},{"id":"c0dc0d0e-c5f1-4f1d-9c36-975c0bce0526","block_type":"box","text":"Investment in sovereign debt can involve a high degree of risk. The governmental entity that","page_number":58,"box":{"x":221,"y":619,"width":653,"height":11}},{"id":"2c97713f-a3e1-4db8-9f50-8755c7355d29","block_type":"box","text":"controls the repayment of sovereign debt may not be able or willing to repay the principal and/or interest when due in","page_number":58,"box":{"x":69,"y":634,"width":837,"height":12}},{"id":"0b8749e5-2b86-4dce-978f-c0a25887c553","block_type":"box","text":"accordance with the terms of such debt. A governmental entity’s willingness or ability to repay principal and interest","page_number":58,"box":{"x":69,"y":649,"width":826,"height":12}},{"id":"b44ceb6b-587d-4e11-91ce-6b35b3815b0b","block_type":"box","text":"due in a timely manner may be affected by, among other factors, its cash flow situation, the extent of its foreign","page_number":58,"box":{"x":69,"y":664,"width":798,"height":12}},{"id":"eaeb212d-5c67-4525-90fd-70104c893878","block_type":"box","text":"reserves, the availability of sufficient foreign exchange on the date a payment is due, the relative size of the debt","page_number":58,"box":{"x":69,"y":680,"width":809,"height":11}},{"id":"1db47edb-dee2-4c9a-9de9-ac74c7d2fa8e","block_type":"box","text":"service burden to the economy as a whole, the governmental entity’s policy towards the International Monetary Fund","page_number":58,"box":{"x":69,"y":695,"width":832,"height":11}},{"id":"a8a8d700-f49c-4e42-a138-5d66dbc63708","block_type":"box","text":"and the political constraints to which a governmental entity may be subject. Governmental entities may also be","page_number":58,"box":{"x":69,"y":710,"width":790,"height":11}},{"id":"abada9d9-f3c9-4843-9279-16c9c901a9c6","block_type":"box","text":"dependent on expected disbursements from foreign governments, multilateral agencies and others abroad to reduce","page_number":58,"box":{"x":69,"y":725,"width":831,"height":11}},{"id":"7c431df4-92ce-4955-b9cd-2aa6f38fc4f5","block_type":"box","text":"principal and interest arrearages on their debt. The commitment on the par t of these governments, agencies and","page_number":58,"box":{"x":70,"y":740,"width":805,"height":11}},{"id":"e867d731-7d05-4ec0-83e0-3ea5fa57f801","block_type":"box","text":"others to make such disbursements may be conditioned on the implementation of economic reforms and/or","page_number":58,"box":{"x":69,"y":755,"width":772,"height":11}},{"id":"be87be82-14ab-477e-8c08-3c471ade7533","block_type":"box","text":"economic per formance and the timely service of such debtor’s obligations. Failure to implement such reforms,","page_number":58,"box":{"x":69,"y":770,"width":789,"height":12}},{"id":"0314561e-cc35-484f-880c-3b0e57497c8e","block_type":"box","text":"achieve such levels of economic per formance or repay principal or interest when due may result in the cancellation of","page_number":58,"box":{"x":69,"y":785,"width":839,"height":12}},{"id":"a7fbf4ca-bfb8-483d-a908-30092f1e69bb","block_type":"box","text":"such third par ties’ commitments to lend funds to the governmental entity, which may fur ther impair such debtor’s","page_number":58,"box":{"x":69,"y":801,"width":810,"height":11}},{"id":"2293a430-e2cc-4a8c-b57c-1d7b73ed7528","block_type":"box","text":"ability or willingness to timely service its debts. Consequently, governmental entities may default on their sovereign","page_number":58,"box":{"x":69,"y":816,"width":821,"height":11}},{"id":"96aad70f-c5a5-49cd-9872-d32d8fe9f49d","block_type":"box","text":"debt.","page_number":58,"box":{"x":69,"y":831,"width":34,"height":9}},{"id":"a3bd9e59-ba68-404e-b149-67c55ecb7432","block_type":"box","text":"Holders of sovereign debt may be requested to par ticipate in the rescheduling of such debt and to extend fur ther","page_number":58,"box":{"x":102,"y":853,"width":807,"height":12}},{"id":"a41a2dd1-3afd-4778-bc36-176a1184e8e5","block_type":"box","text":"loans to governmental entities. In the event of a default by a governmental entity, there may be few or no effective","page_number":58,"box":{"x":70,"y":869,"width":814,"height":11}},{"id":"e556d8b9-46d0-4fc7-9452-deb3d9b1c051","block_type":"box","text":"legal remedies for collecting on such debt.","page_number":58,"box":{"x":70,"y":884,"width":300,"height":11}},{"id":"07651690-8fd5-4aa8-8550-c61fa503dae8","block_type":"box","text":"II-30","page_number":58,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"bb25bffa-c0e8-4049-983f-74470bee6753","block_type":"box","text":"NM1026U-5981080-58/228","page_number":58,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"2400574c-7a04-46dd-9609-c9d0134ae3a5","block_type":"box","text":"Withholding Tax Reclaims Risk","page_number":59,"box":{"x":103,"y":45,"width":215,"height":11}},{"id":"4cbad216-e99b-4451-b9c8-eac3452ad013","block_type":"box","text":". A Fund may file claims to recover foreign withholding taxes on dividend and","page_number":59,"box":{"x":318,"y":45,"width":542,"height":11}},{"id":"c9eb552e-06e3-4d54-b1ca-b9d68be96918","block_type":"box","text":"interest income (if any) received from issuers in cer tain countries and capital gains on the disposition of stocks or","page_number":59,"box":{"x":70,"y":60,"width":813,"height":11}},{"id":"528291f7-a53e-4de6-b65e-ce9b6c9d4498","block_type":"box","text":"securities where such withholding tax reclaim is possible. Whether or when a Fund will receive a withholding tax","page_number":59,"box":{"x":69,"y":75,"width":795,"height":11}},{"id":"6979a368-a821-4c19-9b57-bedb3852c68f","block_type":"box","text":"refund is within the control of the tax authorities in such countries. Where a Fund expects to recover withholding","page_number":59,"box":{"x":69,"y":90,"width":799,"height":11}},{"id":"59f5f780-1b26-4d7a-b35b-297027289aae","block_type":"box","text":"taxes, the net asset value of the Fund generally includes accruals for such tax refunds. Each Fund regularly evaluates","page_number":59,"box":{"x":68,"y":105,"width":838,"height":11}},{"id":"ef17e0ef-20ac-428f-8551-c1d5891e552d","block_type":"box","text":"the probability of recovery. If the likelihood of recovery materially decreases, due to, for example, a change in tax","page_number":59,"box":{"x":68,"y":120,"width":807,"height":12}},{"id":"b415c538-8ecb-4074-834e-321ff8afc322","block_type":"box","text":"regulation or approach in the foreign country, accruals in a Fund’s net asset value for such refunds may be written","page_number":59,"box":{"x":69,"y":135,"width":814,"height":12}},{"id":"3fb445c8-b545-4ee5-9632-581e972287df","block_type":"box","text":"down par tially or in full, which will adversely affect the Fund’s net asset value. Shareholders in a Fund at the time an","page_number":59,"box":{"x":69,"y":150,"width":831,"height":12}},{"id":"0ece73d6-c7fa-4eaf-94af-d8774d314f2b","block_type":"box","text":"accrual is written down will bear the impact of the resulting reduction in net asset value regardless of whether they","page_number":59,"box":{"x":69,"y":166,"width":819,"height":11}},{"id":"71b552a0-f94b-434d-8d41-30df491b4e03","block_type":"box","text":"were shareholders during the accrual period. Conversely, if a Fund receives a tax refund that has not been previously","page_number":59,"box":{"x":68,"y":181,"width":833,"height":11}},{"id":"5596e07b-05be-4de0-a8a6-b93eb62fbad0","block_type":"box","text":"accrued, shareholders in the Fund at the time of the successful recovery will benefit from the resulting increase in","page_number":59,"box":{"x":69,"y":196,"width":814,"height":11}},{"id":"20ae9ba2-aabd-49af-ba79-954bc68c2219","block_type":"box","text":"the Fund’s net asset value. Shareholders who sold their shares prior to such time will not benefit from such increase","page_number":59,"box":{"x":68,"y":211,"width":835,"height":11}},{"id":"a26807fe-4b50-4ad7-bbbb-921c51166781","block_type":"box","text":"in the Fund’s net asset value.","page_number":59,"box":{"x":70,"y":226,"width":209,"height":9}},{"id":"d8d4d77d-1fa1-4196-8850-f92fb85fe037","block_type":"box","text":"U.S. Economic Trading Par tners Risk.","page_number":59,"box":{"x":103,"y":249,"width":263,"height":11}},{"id":"0b4b76bc-b6a3-4408-b9ab-67a032393894","block_type":"box","text":"The United States is a significant, and in some cases the most significant,","page_number":59,"box":{"x":372,"y":249,"width":532,"height":11}},{"id":"92ebdee2-e6d3-49d3-b459-681f9b4f1145","block_type":"box","text":"trading par tner of, or foreign investor in, cer tain countries in which a Fund may invest. As a result, economic","page_number":59,"box":{"x":68,"y":264,"width":773,"height":11}},{"id":"b3d29c6b-7003-4817-abde-ab6ea354f723","block_type":"box","text":"conditions of such countries may be par ticularly affected by changes in the U.S. economy. A decrease in U.S. impor ts","page_number":59,"box":{"x":69,"y":279,"width":839,"height":11}},{"id":"2ad1cf22-9853-4577-8750-6bec5cbb92c0","block_type":"box","text":"or expor ts, new trade and financial regulations or tariffs, changes in the U.S. dollar exchange rate or an economic","page_number":59,"box":{"x":69,"y":294,"width":812,"height":11}},{"id":"80525f7f-bdde-4f89-9aa8-f81613f3f705","block_type":"box","text":"slowdown in the United States may have a material adverse effect on a country’s economic conditions and, as a","page_number":59,"box":{"x":69,"y":309,"width":803,"height":11}},{"id":"9d39c032-9a01-4a59-b59f-9318981c18ee","block_type":"box","text":"result, securities to which the Fund has exposure. Circumstances could arise that could prevent the timely payment","page_number":59,"box":{"x":69,"y":324,"width":824,"height":11}},{"id":"c3b608d9-6e83-4a2e-8722-42905af6b78a","block_type":"box","text":"of interest or principal on U.S. Government debt, such as reaching the legislative “debt ceiling.” Such non-payment","page_number":59,"box":{"x":69,"y":339,"width":819,"height":12}},{"id":"4ae2d031-a40c-4cef-b23a-05e32af62bdc","block_type":"box","text":"would result in substantial negative consequences for the U.S. economy and the global financial system.","page_number":59,"box":{"x":68,"y":355,"width":746,"height":11}},{"id":"90aface5-8b70-49d0-95eb-8a405e5947e0","block_type":"box","text":"There are strained relations between the United States and a number of foreign countries, including traditional","page_number":59,"box":{"x":101,"y":377,"width":787,"height":12}},{"id":"1517dcf1-e21c-42dc-8454-eaf20fca5298","block_type":"box","text":"allies, such as cer tain European countries, and historical adversaries, such as Nor th Korea, Iran, China and Russia.","page_number":59,"box":{"x":69,"y":392,"width":827,"height":11}},{"id":"ad8a4f93-d00b-40d4-9a7d-1655f36291dd","block_type":"box","text":"If these relations were to worsen, it could adversely affect U.S. issuers as well as non-U.S. issuers that rely on the","page_number":59,"box":{"x":70,"y":407,"width":817,"height":12}},{"id":"9285c988-76a2-45f0-a438-1adc8865995c","block_type":"box","text":"United States for trade. The United States has also experienced increased internal unrest and discord. If these","page_number":59,"box":{"x":70,"y":423,"width":791,"height":11}},{"id":"d7ed5429-e151-4781-a98a-2500e5280a1b","block_type":"box","text":"trends were to continue, it may have an adverse impact on the U.S. economy and many of the issuers in which a","page_number":59,"box":{"x":68,"y":438,"width":803,"height":11}},{"id":"ba9b952d-cae8-4041-9556-698c7501f6f9","block_type":"box","text":"Fund may invest.","page_number":59,"box":{"x":70,"y":453,"width":117,"height":11}},{"id":"73aecf85-3e14-4074-928c-77e0226012a7","block_type":"box","text":"Funding Agreements.","page_number":59,"box":{"x":102,"y":476,"width":154,"height":11}},{"id":"17e2e610-235f-401a-8b5e-cdca8ffafd47","block_type":"box","text":"Cer tain Funds may invest in Guaranteed Investment Contracts and similar funding","page_number":59,"box":{"x":262,"y":475,"width":584,"height":12}},{"id":"53803add-9020-4299-853f-890e49c7a36d","block_type":"box","text":"agreements. In connection with these investments, a Fund makes cash contributions to a deposit fund of an","page_number":59,"box":{"x":69,"y":491,"width":773,"height":11}},{"id":"42b55248-dda3-4df9-b6c4-0a6d56fdb4d0","block_type":"box","text":"insurance company’s general account. The insurance company then credits to the Fund on a monthly basis","page_number":59,"box":{"x":70,"y":506,"width":761,"height":11}},{"id":"42b66403-1d39-43b6-a1a8-02774bef77e5","block_type":"box","text":"guaranteed interest, which is based on an index. The funding agreements provide that this guaranteed interest will","page_number":59,"box":{"x":68,"y":521,"width":817,"height":11}},{"id":"5e53d3ea-184a-4e9c-9a18-570135a785e0","block_type":"box","text":"not be less than a cer tain minimum rate. The purchase price paid for a funding agreement becomes par t of the","page_number":59,"box":{"x":69,"y":536,"width":794,"height":11}},{"id":"12213f04-ad19-4909-9b50-b26f3f7ef413","block_type":"box","text":"general assets of the insurance company, and the contract is paid from the general assets of the insurance company.","page_number":59,"box":{"x":68,"y":551,"width":839,"height":11}},{"id":"02e4860e-b1ea-495e-9c8f-88ddab18014f","block_type":"box","text":"Generally, funding agreements are not assignable or transferable without the permission of the issuing insurance","page_number":59,"box":{"x":69,"y":566,"width":806,"height":11}},{"id":"911a514f-a5fc-462f-b24c-78dc711a0fed","block_type":"box","text":"companies, and an active secondary market in some funding agreements does not currently exist.","page_number":59,"box":{"x":69,"y":581,"width":700,"height":12}},{"id":"31749a6c-f49a-48d5-8d8c-c7c4e5cdc251","block_type":"box","text":"Guarantees.","page_number":59,"box":{"x":102,"y":604,"width":87,"height":9}},{"id":"991861ce-a447-4bfc-93f5-6bca1e52f355","block_type":"box","text":"A Fund may purchase securities which contain guarantees issued by an entity separate from the","page_number":59,"box":{"x":194,"y":604,"width":685,"height":11}},{"id":"78d948c1-2848-42ee-99ea-dc9b5197b13d","block_type":"box","text":"issuer of the security. Generally, the guarantor of a security (often an affiliate of the issuer) will fulfill an issuer’s","page_number":59,"box":{"x":70,"y":619,"width":797,"height":11}},{"id":"d8ebe1af-59ac-4622-9da7-68680661645d","block_type":"box","text":"payment obligations under a security if the issuer is unable to do so.","page_number":59,"box":{"x":70,"y":634,"width":488,"height":12}},{"id":"c0deb7c4-fad4-43e4-ab2c-4d20a88d8b3a","block_type":"box","text":"Illiquid Investments.","page_number":59,"box":{"x":102,"y":657,"width":146,"height":11}},{"id":"8da0e579-69e4-4e0d-a662-795261a1c119","block_type":"box","text":"Each Fund may not acquire any illiquid investment if, immediately after the acquisition, a","page_number":59,"box":{"x":255,"y":657,"width":630,"height":11}},{"id":"c4cf790c-5674-45cb-9cf5-0fec4ea0dbc4","block_type":"box","text":"Fund would have invested more than 15% of its net assets in illiquid investments. An illiquid investment is any","page_number":59,"box":{"x":70,"y":672,"width":787,"height":11}},{"id":"1609618e-68f8-457f-8a64-5faff5dde7e7","block_type":"box","text":"investment that a Fund reasonably expects cannot be sold or disposed of in current market conditions in seven","page_number":59,"box":{"x":70,"y":687,"width":792,"height":11}},{"id":"48ee3aff-9006-4285-8f2e-befca37cc873","block_type":"box","text":"calendar days or less without the sale or disposition significantly changing the market value of the investment. Liquid","page_number":59,"box":{"x":69,"y":702,"width":834,"height":12}},{"id":"93129be5-3179-413a-bd01-a93fce2d1b18","block_type":"box","text":"investments may become illiquid after purchase by a Fund, par ticularly during periods of market turmoil. There can be","page_number":59,"box":{"x":70,"y":717,"width":838,"height":12}},{"id":"e96c56e1-50b1-46a1-ab86-54841c833e15","block_type":"box","text":"no assurance that a security or instrument that is deemed to be liquid when purchased will continue to be liquid for","page_number":59,"box":{"x":69,"y":732,"width":824,"height":12}},{"id":"456a58fb-ebd7-4913-9d67-45ad683669a0","block_type":"box","text":"as long as it is held by a Fund, and any security or instrument held by the Fund may be deemed an illiquid investment","page_number":59,"box":{"x":69,"y":748,"width":838,"height":11}},{"id":"c6b3bc20-0e14-4924-bf99-a5068b1e9bfc","block_type":"box","text":"pursuant to the Fund’s liquidity risk management program. A Fund’s illiquid investments may reduce the returns of","page_number":59,"box":{"x":70,"y":763,"width":816,"height":11}},{"id":"e83e38b8-6c85-4d94-a913-c360bf965770","block_type":"box","text":"the Fund because it may be difficult to sell the illiquid investments at an advantageous time or price. In addition, if a","page_number":59,"box":{"x":68,"y":778,"width":832,"height":11}},{"id":"3dde133f-cb8a-44aa-bfc6-b7f0cd6a59ed","block_type":"box","text":"Fund is limited in its ability to dispose of illiquid investments during periods when shareholders are redeeming or","page_number":59,"box":{"x":70,"y":793,"width":803,"height":11}},{"id":"4c071145-8b3a-4de9-ab54-3bd23be50754","block_type":"box","text":"selling their shares, or the Fund’s net assets otherwise shrink, the Fund will need to dispose of liquid securities to","page_number":59,"box":{"x":69,"y":808,"width":817,"height":11}},{"id":"b10e6bb9-6cca-469f-8f8b-997e666dae13","block_type":"box","text":"meet redemption requests and illiquid securities will become a larger por tion of the Fund’s holdings. If illiquid","page_number":59,"box":{"x":69,"y":823,"width":781,"height":12}},{"id":"6108c0d2-d799-497c-af52-8a3aad9c9be9","block_type":"box","text":"investments exceed 15% of a Fund’s net assets, the Liquidity Rule (as defined below) and the Liquidity Program (as","page_number":59,"box":{"x":70,"y":838,"width":822,"height":12}},{"id":"0199c088-ce1f-42ce-9675-36b90854f1f2","block_type":"box","text":"defined below) will require that cer tain remedial actions be taken. Illiquid investments may trade at a discount from","page_number":59,"box":{"x":69,"y":853,"width":822,"height":12}},{"id":"f292171b-6ebe-4066-968d-fcf8a9cb3da3","block_type":"box","text":"comparable liquid investments. Investment of a Fund’s assets in illiquid investments may restrict the ability of the","page_number":59,"box":{"x":69,"y":869,"width":813,"height":11}},{"id":"dfc9e804-ae19-45c6-a69d-02612023bd84","block_type":"box","text":"Fund to dispose of its investments in a timely fashion and for a fair price as well as its ability to take advantage of","page_number":59,"box":{"x":70,"y":884,"width":814,"height":11}},{"id":"4e4e6497-4e48-4b79-84ab-e59c010e6fd5","block_type":"box","text":"market oppor tunities. The risks associated with illiquidity will be par ticularly acute where a Fund’s operations require","page_number":59,"box":{"x":69,"y":899,"width":833,"height":11}},{"id":"3b699c1e-ab33-45a1-8f16-f12456415beb","block_type":"box","text":"II-31","page_number":59,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"6ac84767-f41c-4d32-a835-2834d658aad0","block_type":"box","text":"NM1026U-5981080-59/228","page_number":59,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"fdb77ae0-9d0a-4f9b-b2c1-84c8b0d59928","block_type":"box","text":"cash, such as when the Fund redeems shares or pays dividends, and could result in the Fund borrowing to meet","page_number":60,"box":{"x":69,"y":45,"width":801,"height":11}},{"id":"16c69077-af37-405f-9161-8d449f5f0e6c","block_type":"box","text":"shor t-term cash requirements or incurring capital losses on the sale of illiquid investments.","page_number":60,"box":{"x":69,"y":60,"width":651,"height":11}},{"id":"fdee55db-c91a-4dc3-9902-a7f76fd8a559","block_type":"box","text":"Index Funds.","page_number":60,"box":{"x":102,"y":83,"width":91,"height":8}},{"id":"2b6713e5-ad6b-4ac1-825d-564dfe6912e6","block_type":"box","text":"Cash Flows; Expenses.","page_number":60,"box":{"x":102,"y":105,"width":162,"height":11}},{"id":"021b3938-2a3d-48be-a9f7-cb7e6f872a7a","block_type":"box","text":"The ability of each Fund to satisfy its investment objective depends to some extent on","page_number":60,"box":{"x":270,"y":105,"width":613,"height":11}},{"id":"d3d99c44-35e2-4dde-ad07-22a8332ed386","block_type":"box","text":"the Manager’s ability to manage cash flow (primarily from purchases and redemptions and distributions from the","page_number":60,"box":{"x":68,"y":120,"width":803,"height":12}},{"id":"665382f1-3825-45cd-9235-4931efaac15b","block_type":"box","text":"Fund’s investments). The Manager will make investment changes to a Fund’s por tfolio to accommodate cash flow","page_number":60,"box":{"x":70,"y":135,"width":810,"height":12}},{"id":"f37f3562-4355-4d26-a58e-ccb6471ed746","block_type":"box","text":"while continuing to seek to replicate the total return of the Fund’s target index. Investors should also be aware that","page_number":60,"box":{"x":68,"y":150,"width":823,"height":12}},{"id":"1a64e845-0993-4b63-b8d0-b31e98d54cca","block_type":"box","text":"the investment per formance of each index is a hypothetical number which does not take into account brokerage","page_number":60,"box":{"x":68,"y":166,"width":799,"height":11}},{"id":"385a3ac2-fb00-4905-ad59-7541108b4d7f","block_type":"box","text":"commissions and other transaction costs, custody and other costs of investing, and any incremental operating costs","page_number":60,"box":{"x":69,"y":181,"width":831,"height":11}},{"id":"6ddcefe3-2596-42dc-aeee-40e8c1846622","block_type":"box","text":"(","page_number":60,"box":{"x":69,"y":196,"width":3,"height":11}},{"id":"36b69e3d-3954-4487-8d2d-ebea4dd21be9","block_type":"box","text":"e.g.","page_number":60,"box":{"x":74,"y":197,"width":25,"height":10}},{"id":"80112d20-2649-467a-9b78-333972844d2e","block_type":"box","text":", transfer agency and accounting costs) that will be borne by the Funds. Finally, since each Fund seeks to","page_number":60,"box":{"x":101,"y":196,"width":749,"height":11}},{"id":"07c3e610-ec43-4b74-8397-d83ea4d2fbb4","block_type":"box","text":"replicate the total return of its target index, the Manager generally will not attempt to judge the merits of any","page_number":60,"box":{"x":69,"y":211,"width":774,"height":11}},{"id":"f96d4425-46d2-44e4-898e-9ce3b99b8861","block_type":"box","text":"par ticular security as an investment.","page_number":60,"box":{"x":70,"y":226,"width":258,"height":11}},{"id":"acec12ec-d12e-44a4-b670-d3b197cf4273","block_type":"box","text":"Tracking Error Risk","page_number":60,"box":{"x":103,"y":249,"width":132,"height":11}},{"id":"872c356d-5e2d-4923-a865-ccce3788abdb","block_type":"box","text":". A Fund may be subject to tracking error, which is the divergence of the Fund’s per formance","page_number":60,"box":{"x":236,"y":249,"width":658,"height":11}},{"id":"9e688e6a-d1a1-4818-8b29-30f04cd584e7","block_type":"box","text":"from that of the Underlying Index. Tracking error may occur because of differences between the securities and other","page_number":60,"box":{"x":68,"y":264,"width":827,"height":11}},{"id":"407315f0-991d-4ebc-b672-493973ad8542","block_type":"box","text":"instruments held in the Fund’s por tfolio and those included in the Underlying Index, pricing differences (including, as","page_number":60,"box":{"x":70,"y":279,"width":830,"height":11}},{"id":"1e0dcf5a-7dad-449d-9d0a-39e7882f2ea5","block_type":"box","text":"applicable, differences between a security’s price at the local market close and the Fund’s valuation of a security at","page_number":60,"box":{"x":69,"y":294,"width":827,"height":11}},{"id":"7f09a068-fe7b-46f0-a477-4bc872b5f686","block_type":"box","text":"the time of calculation of the Fund’s net asset value), differences in transaction costs incurred by the Fund, the","page_number":60,"box":{"x":68,"y":309,"width":797,"height":11}},{"id":"1a767581-bbc0-471c-8f76-7b160627b7b6","block_type":"box","text":"Fund’s holding of uninvested cash, differences in timing of the accrual of or the valuation of dividends or other","page_number":60,"box":{"x":70,"y":324,"width":787,"height":12}},{"id":"a14508cd-2ec7-48d0-bbc2-ab0326725ac9","block_type":"box","text":"distributions, interest, the requirements to maintain pass-through tax treatment, por tfolio transactions carried out to","page_number":60,"box":{"x":69,"y":339,"width":830,"height":12}},{"id":"617e55ec-b6ed-4e3a-aa6f-e870208f70e0","block_type":"box","text":"minimize the distribution of capital gains to shareholders, changes to the Underlying Index or the costs to the Fund of","page_number":60,"box":{"x":69,"y":355,"width":838,"height":11}},{"id":"3e18b1ff-7e04-4616-ade6-4316aa3fc897","block_type":"box","text":"complying with various new or existing regulatory requirements. These risks may be heightened during times of","page_number":60,"box":{"x":69,"y":370,"width":791,"height":11}},{"id":"a4f16706-2447-4735-a6a6-c59ed356a2a3","block_type":"box","text":"increased market volatility or other unusual market conditions. In addition, tracking error may result because the","page_number":60,"box":{"x":70,"y":385,"width":801,"height":11}},{"id":"8a43e7c2-a2df-4856-809f-e62554df3604","block_type":"box","text":"Fund incurs fees and expenses, while the Underlying Index does not.","page_number":60,"box":{"x":70,"y":400,"width":487,"height":11}},{"id":"39a419f0-7553-44b8-b91a-041941f214ba","block_type":"box","text":"When an issuer is introduced by an index provider into an index tracked by a Fund, the Manager may conduct an","page_number":60,"box":{"x":101,"y":423,"width":799,"height":11}},{"id":"00d2fdec-79b4-462c-bb73-3c051d707d32","block_type":"box","text":"analysis on such issuer’s securities to identify and screen for outlier high risk behavior (such as rapid or unusual","page_number":60,"box":{"x":69,"y":438,"width":803,"height":11}},{"id":"5d4dbe04-b1e7-4bc9-816c-5ffd20e73b17","block_type":"box","text":"price growth that does not appear to be suppor ted by publicly available information on the business and assets of","page_number":60,"box":{"x":70,"y":453,"width":814,"height":11}},{"id":"9a716e00-5388-409f-939b-9c4471f24a80","block_type":"box","text":"the issuer, unusual or significant shor t interest or lending activity, negative sentiment, suspended trading or incorrect","page_number":60,"box":{"x":68,"y":468,"width":838,"height":11}},{"id":"a1741f5b-7b69-46a9-bf61-6e088311a166","block_type":"box","text":"free-float calculations, which could be indicators of possible irregularities, miscalculations or even fraud). If it","page_number":60,"box":{"x":68,"y":483,"width":778,"height":11}},{"id":"62b4e3fa-8fd1-4682-acde-8d412e614ff0","block_type":"box","text":"identifies such behavior, the Manager may, where appropriate, aler t the index provider as to the alleged issue. The","page_number":60,"box":{"x":70,"y":498,"width":816,"height":11}},{"id":"65e91e9f-d979-4347-a45e-32dc62421d4d","block_type":"box","text":"index provider has sole discretion for the determination as to whether to continue to include the issuer’s securities in","page_number":60,"box":{"x":70,"y":513,"width":836,"height":11}},{"id":"54c6c92c-e932-4291-aec8-5e07400bc32c","block_type":"box","text":"the rebalancing of its index. 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Bloomberg has no obligation to take the needs of any par ticular Fund or its par ticipants or any","page_number":62,"box":{"x":70,"y":60,"width":802,"height":11}},{"id":"b5832c9f-ad08-4c40-87bf-ab28221b10b1","block_type":"box","text":"other product or person into consideration in determining, composing or calculating a Bloomberg Index.","page_number":62,"box":{"x":69,"y":75,"width":735,"height":11}},{"id":"675bb756-dca9-4a63-91f0-20a62cdcad28","block_type":"box","text":"ICE BofA Indexes.","page_number":62,"box":{"x":102,"y":98,"width":124,"height":9}},{"id":"cdaa0865-909d-465c-be9e-ca6855fe1701","block_type":"box","text":"No Fund is promoted, sponsored or endorsed by, nor in any way affiliated with Intercontinental","page_number":62,"box":{"x":233,"y":98,"width":670,"height":11}},{"id":"1f82ea0c-e781-41dc-869c-259b44d54397","block_type":"box","text":"Exchange, Inc. and its affiliates (collectively, “ICE”) or Bank of America or its affiliates (collectively, “BofA”). BofA is","page_number":62,"box":{"x":70,"y":113,"width":819,"height":11}},{"id":"a5f2a9db-4669-415c-8bca-69147e63c9c8","block_type":"box","text":"not the issuer or producer of the ICE BofA Indices, and its name is a trademark and service mark of its owner used","page_number":62,"box":{"x":69,"y":128,"width":820,"height":11}},{"id":"8d9deb58-f80b-4079-b684-e2b166624ab9","block_type":"box","text":"under license. Neither ICE nor BofA is responsible for or has reviewed any Fund nor any associated literature or","page_number":62,"box":{"x":69,"y":143,"width":793,"height":11}},{"id":"2fe6390a-d453-4d3f-b975-9158d9046444","block_type":"box","text":"publications and ICE and BofA make no representation or warranty, express or implied, as to their accuracy, or","page_number":62,"box":{"x":70,"y":158,"width":785,"height":11}},{"id":"97677363-0289-4c87-b16e-eda651079a8c","block_type":"box","text":"completeness, or otherwise.","page_number":62,"box":{"x":69,"y":173,"width":202,"height":11}},{"id":"1ba34a57-bf2b-45ca-8a85-7fc32da84cc3","block_type":"box","text":"ICE reserves the right, at any time and without notice, to alter, amend, terminate or in any way change an ICE","page_number":62,"box":{"x":102,"y":196,"width":779,"height":11}},{"id":"20c0981b-11fd-4869-acc6-d8975a8c1d37","block_type":"box","text":"BofA Index. ICE has no obligation to take the needs of any par ticular Fund or its par ticipants or any other product or","page_number":62,"box":{"x":70,"y":211,"width":825,"height":11}},{"id":"483e11fb-4115-4c0b-bfc5-fb5f84a21c67","block_type":"box","text":"person into consideration in determining, composing or calculating an ICE BofA Index.","page_number":62,"box":{"x":70,"y":226,"width":608,"height":11}},{"id":"d225641f-f011-4de0-ad16-69dfca622ed2","block_type":"box","text":"Indexed and Inverse Securities.","page_number":62,"box":{"x":102,"y":249,"width":228,"height":9}},{"id":"302f0e4c-8b2c-4c84-9698-ed900fff8640","block_type":"box","text":"A Fund may invest in securities that provide a potential return based on a","page_number":62,"box":{"x":336,"y":249,"width":523,"height":11}},{"id":"a9b2063c-0949-403f-92a9-1a66c9d98f52","block_type":"box","text":"par ticular index of value or interest rates. For example, a Fund may invest in securities that pay interest based on an","page_number":62,"box":{"x":70,"y":264,"width":831,"height":11}},{"id":"4659e0bc-18da-427a-9515-6b72994dc0b8","block_type":"box","text":"index of interest rates. The principal amount payable upon maturity of cer tain securities also may be based on the","page_number":62,"box":{"x":70,"y":279,"width":814,"height":11}},{"id":"112bccb4-b1ab-476a-a806-898f21ff22e0","block_type":"box","text":"value of the index. To the extent a Fund invests in these types of securities, the Fund’s return on such securities will","page_number":62,"box":{"x":68,"y":294,"width":830,"height":11}},{"id":"662b4c7f-baad-43cf-9bea-341e3fc1e290","block_type":"box","text":"be subject to risk with respect to the value of the par ticular index: that is, if the value of the index falls, the value of","page_number":62,"box":{"x":69,"y":309,"width":827,"height":11}},{"id":"d54b1936-4dbf-4b10-86bf-4b20bd8ee5dc","block_type":"box","text":"the indexed securities owned by the Fund will fall. Interest and principal payable on cer tain securities may also be","page_number":62,"box":{"x":68,"y":324,"width":812,"height":11}},{"id":"cad6d9f1-566d-446d-b229-9136b8859042","block_type":"box","text":"based on relative changes among par ticular indices. A Fund may also invest in so-called “inverse floating obligations”","page_number":62,"box":{"x":69,"y":339,"width":837,"height":12}},{"id":"aa9d9af3-a9fd-4a53-b0bb-b110107b8d23","block_type":"box","text":"or “residual interest bonds” on which the interest rates vary inversely with a floating rate (which may be reset","page_number":62,"box":{"x":69,"y":355,"width":781,"height":11}},{"id":"fd12c886-c370-4c49-8bb8-940a90faf42a","block_type":"box","text":"periodically by a Dutch auction, a remarketing agent, or by reference to a shor t-term tax-exempt interest rate index). A","page_number":62,"box":{"x":70,"y":370,"width":838,"height":11}},{"id":"2b49909a-aa13-4b7c-a721-c925516eca0a","block_type":"box","text":"Fund may purchase synthetically-created inverse floating rate bonds evidenced by custodial or trust receipts.","page_number":62,"box":{"x":70,"y":385,"width":771,"height":11}},{"id":"9f136c20-3aaa-428e-a70b-e62857f294f2","block_type":"box","text":"Generally, income on inverse floating rate bonds will decrease when interest rates increase, and will increase when","page_number":62,"box":{"x":69,"y":400,"width":820,"height":11}},{"id":"28063277-74d7-4565-9e00-512eed63d44c","block_type":"box","text":"interest rates decrease. Such securities have the effect of providing a degree of investment leverage, since they may","page_number":62,"box":{"x":70,"y":415,"width":835,"height":11}},{"id":"c6bd31b2-79ac-451f-9255-4c16ec56d6d6","block_type":"box","text":"increase or decrease in value in response to changes, as an illustration, in market interest rates at a rate that is a","page_number":62,"box":{"x":70,"y":430,"width":817,"height":11}},{"id":"26dea58a-bb3b-447a-923d-a8cfc72a7c5a","block_type":"box","text":"multiple of the rate at which fixed-rate securities increase or decrease in response to such changes. As a result, the","page_number":62,"box":{"x":69,"y":445,"width":829,"height":12}},{"id":"e337ae68-29ef-4546-9547-b96e257ec18c","block_type":"box","text":"market values of such securities will generally be more volatile than the market values of fixed-rate securities. To","page_number":62,"box":{"x":69,"y":460,"width":804,"height":12}},{"id":"1ee34e8b-d241-4991-98bf-f0a595a0cb8d","block_type":"box","text":"seek to limit the volatility of these securities, a Fund may purchase inverse floating obligations that have shor ter-term","page_number":62,"box":{"x":69,"y":475,"width":838,"height":12}},{"id":"9d936331-e399-4d5d-aa8b-18b302e4be65","block_type":"box","text":"maturities or that contain limitations on the extent to which the interest rate may vary. Cer tain investments in such","page_number":62,"box":{"x":69,"y":491,"width":819,"height":11}},{"id":"0b4a8358-9ac7-4635-bae1-98fd8774778d","block_type":"box","text":"obligations may be illiquid. The Manager believes that indexed and inverse floating obligations represent flexible","page_number":62,"box":{"x":69,"y":506,"width":798,"height":11}},{"id":"80ed24b2-902e-4fc9-aeea-7cb178c58c55","block_type":"box","text":"por tfolio management instruments for a Fund that allow the Fund to seek potential investment rewards, hedge other","page_number":62,"box":{"x":70,"y":521,"width":829,"height":11}},{"id":"702c39b0-e5fb-47f7-a3b4-79c460e597a8","block_type":"box","text":"por tfolio positions or vary the degree of investment leverage relatively efficiently under different market conditions. A","page_number":62,"box":{"x":70,"y":536,"width":834,"height":11}},{"id":"81590bbd-68df-424d-86ef-efdce407e98b","block_type":"box","text":"Fund may invest in indexed and inverse securities for hedging purposes or to seek to increase returns. When used for","page_number":62,"box":{"x":70,"y":551,"width":839,"height":11}},{"id":"e10c2571-bd5f-4192-921e-319bb0816c5e","block_type":"box","text":"hedging purposes, indexed and inverse securities involve correlation risk. Fur thermore, where such a security","page_number":62,"box":{"x":69,"y":566,"width":781,"height":11}},{"id":"543d9d75-8b14-4586-8a36-3dc0aa6c8c8d","block_type":"box","text":"includes a contingent liability, in the event of an adverse movement in the underlying index or interest rate, a Fund","page_number":62,"box":{"x":70,"y":581,"width":812,"height":12}},{"id":"f88d266b-4d45-4b13-9cc5-44eedd087709","block_type":"box","text":"may be required to pay substantial additional margin to maintain the position.","page_number":62,"box":{"x":69,"y":597,"width":553,"height":11}},{"id":"31d27917-8d55-45cf-a530-24dccb185275","block_type":"box","text":"The Funds may invest up to 10% of their total assets in leveraged inverse floating rate debt instruments","page_number":62,"box":{"x":101,"y":619,"width":741,"height":11}},{"id":"5159ed70-0a3b-466b-b6e0-9015889ae9f5","block_type":"box","text":"(“inverse floaters”). Inverse floaters are securities the potential of which is inversely related to changes in interest","page_number":62,"box":{"x":69,"y":634,"width":815,"height":12}},{"id":"6e2dd6ec-24b8-41a1-8e58-bf6212bdafdd","block_type":"box","text":"rates. In general, the return on inverse floaters will decrease when shor t-term interest rates increase and increase","page_number":62,"box":{"x":69,"y":649,"width":817,"height":12}},{"id":"af71801c-405c-4e9d-ad5c-060db0d02914","block_type":"box","text":"when shor t-term rates decrease. Municipal tender option bonds, both taxable and tax-exempt, which may include","page_number":62,"box":{"x":68,"y":665,"width":805,"height":11}},{"id":"c59599ae-cabd-4f79-b4dd-e56b47d95ddb","block_type":"box","text":"inverse floating rate debt instruments, (including residual interests thereon) are excluded from this 10% limitation.","page_number":62,"box":{"x":70,"y":680,"width":813,"height":11}},{"id":"823b316f-4436-4944-95a3-38472e26ae15","block_type":"box","text":"Inflation Risk.","page_number":62,"box":{"x":102,"y":702,"width":100,"height":9}},{"id":"19363dfb-abdb-4356-aaee-eb27543a4546","block_type":"box","text":"Like all funds, the Funds are subject to inflation risk. Inflation risk is the risk that the present","page_number":62,"box":{"x":209,"y":702,"width":663,"height":11}},{"id":"b368455f-b9f7-40ea-b7f8-9949f7ae2c1f","block_type":"box","text":"value of assets or income from investments will be less in the future as inflation decreases the value of money. As","page_number":62,"box":{"x":68,"y":717,"width":820,"height":12}},{"id":"b3199635-25f0-4773-a406-b6fd11c12d26","block_type":"box","text":"inflation increases, the present value of a Fund’s assets can decline as can the value of a Fund’s distributions.","page_number":62,"box":{"x":70,"y":732,"width":792,"height":11}},{"id":"d837ee97-5f81-42e2-ade7-df2efc1b9cec","block_type":"box","text":"Inflation rates may change frequently and significantly due to a number of potential factors, including, among others,","page_number":62,"box":{"x":70,"y":748,"width":829,"height":11}},{"id":"3a7a83b9-167d-4a25-a29b-061ff22ba411","block_type":"box","text":"unexpected economic shifts or changes in fiscal or monetary policies.","page_number":62,"box":{"x":69,"y":763,"width":497,"height":11}},{"id":"02d35acb-59e1-440f-8329-b2c499af3002","block_type":"box","text":"Initial Public Offering (“IPO”) Risk.","page_number":62,"box":{"x":102,"y":785,"width":253,"height":12}},{"id":"d961851b-d073-4da4-b952-cecf47308142","block_type":"box","text":"The volume of IPOs and the levels at which the newly issued stocks trade in","page_number":62,"box":{"x":361,"y":785,"width":540,"height":12}},{"id":"135c96fa-a234-4f7e-8f70-3cd69f961dec","block_type":"box","text":"the secondary market are affected by the per formance of the stock market overall. If IPOs are brought to the market,","page_number":62,"box":{"x":68,"y":801,"width":836,"height":11}},{"id":"d0f642da-ff16-42b8-8da1-3ce47c120bfc","block_type":"box","text":"availability may be limited and a Fund may not be able to buy any shares at the offering price, or if it is able to buy","page_number":62,"box":{"x":69,"y":816,"width":815,"height":11}},{"id":"c8467df4-f2b9-423e-b6ea-498f87a7a78a","block_type":"box","text":"shares, it may not be able to buy as many shares at the offering price as it would like. In addition, the prices of","page_number":62,"box":{"x":69,"y":831,"width":795,"height":11}},{"id":"7b14d507-c5d7-4fd6-b0c6-dbd28938357a","block_type":"box","text":"securities involved in IPOs are often subject to greater and more unpredictable price changes than more established","page_number":62,"box":{"x":69,"y":846,"width":829,"height":11}},{"id":"121d02fe-4fbd-4dd3-8f0d-cb4d0b9d92de","block_type":"box","text":"stocks. IPOs have the potential to produce substantial gains. A Fund may hold shares from an IPO for only a shor t","page_number":62,"box":{"x":69,"y":861,"width":814,"height":11}},{"id":"fbeafe54-968a-4f77-8589-5e1760d65bd1","block_type":"box","text":"period of time given possible price volatility. This may result in increased por tfolio turnover and expenses, such as","page_number":62,"box":{"x":70,"y":876,"width":813,"height":11}},{"id":"1c9072cb-7286-4f18-97cc-d15db84f35d8","block_type":"box","text":"commissions and transaction costs, and potentially result in taxable gains that the Fund will subsequently distribute","page_number":62,"box":{"x":69,"y":891,"width":828,"height":12}},{"id":"2f955a47-4c26-4e3e-bc76-f00c448de076","block_type":"box","text":"to shareholders. There is no assurance that any Fund will have access to profitable IPOs and therefore investors","page_number":62,"box":{"x":68,"y":906,"width":802,"height":12}},{"id":"c4cd683d-de3d-4827-93f2-ed5b24e068b7","block_type":"box","text":"II-34","page_number":62,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"bf0ae813-ed08-4848-9ab6-a6f297b04a09","block_type":"box","text":"NM1026U-5981080-62/228","page_number":62,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"ae10a491-a6b2-4acb-9749-5092c080e21a","block_type":"box","text":"should not rely on any past gains from IPOs as an indication of future per formance. The investment per formance of a","page_number":63,"box":{"x":69,"y":45,"width":837,"height":11}},{"id":"52fe1bd6-855b-456a-aeb7-aac052ad2176","block_type":"box","text":"Fund during periods when it is unable to invest significantly or at all in IPOs may be lower than during periods when it","page_number":63,"box":{"x":70,"y":60,"width":832,"height":11}},{"id":"15ea23a7-1453-47ec-93fe-7911b483bf7e","block_type":"box","text":"is able to do so. In addition, as a Fund increases in size, the impact of IPOs on its per formance will generally","page_number":63,"box":{"x":70,"y":75,"width":777,"height":11}},{"id":"9807c902-384e-451d-a58c-c2f249bf4ce6","block_type":"box","text":"decrease. Securities issued in IPOs are subject to many of the same risks as investing in companies with smaller","page_number":63,"box":{"x":69,"y":90,"width":810,"height":11}},{"id":"154042b9-12f0-4176-8918-1861f7d804d7","block_type":"box","text":"market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may","page_number":63,"box":{"x":69,"y":105,"width":823,"height":11}},{"id":"fbd77777-278d-4083-b02a-e09527c46bbd","block_type":"box","text":"be available for very limited periods.","page_number":63,"box":{"x":69,"y":120,"width":257,"height":11}},{"id":"458200cb-0c5e-498a-85ee-32489182f28d","block_type":"box","text":"Investment in Emerging Markets.","page_number":63,"box":{"x":102,"y":143,"width":242,"height":11}},{"id":"34e864c4-e02b-4ee0-8092-22f1b9a87efb","block_type":"box","text":"General.","page_number":63,"box":{"x":102,"y":166,"width":58,"height":9}},{"id":"9151923d-f373-4c24-bb9d-7c4e98cf1ac9","block_type":"box","text":"Cer tain Funds may invest in the securities of issuers domiciled in various countries with emerging capital","page_number":63,"box":{"x":102,"y":188,"width":748,"height":12}},{"id":"6474db2d-4d5b-4013-987a-e54de7e63f74","block_type":"box","text":"markets. Unless otherwise provided in a Fund’s Prospectus, a country with an emerging capital market is any country","page_number":63,"box":{"x":69,"y":204,"width":840,"height":11}},{"id":"0ae8bde5-9a1e-4319-a5bb-91f2ffbef6db","block_type":"box","text":"that is (i) generally recognized to be an emerging market country by the international financial community, such as","page_number":63,"box":{"x":68,"y":218,"width":813,"height":12}},{"id":"b2a464d4-4661-48df-98dd-4c592d722690","block_type":"box","text":"the International Finance Corporation, or determined by the World Bank to have a low, middle or middle upper income","page_number":63,"box":{"x":68,"y":234,"width":836,"height":11}},{"id":"542df163-591f-42b5-a439-ef662332ed9f","block_type":"box","text":"economy; (ii) classified by the United Nations or its authorities to be developing; and/or (iii) included in a broad-based","page_number":63,"box":{"x":69,"y":249,"width":839,"height":11}},{"id":"c22391e9-0cc3-4003-b5ce-5bf1e8486c50","block_type":"box","text":"index that is generally representative of emerging markets. Countries with emerging markets can be found in regions","page_number":63,"box":{"x":70,"y":264,"width":831,"height":11}},{"id":"0cd6fd10-b4c7-4aaa-9830-7f73b4c5ab56","block_type":"box","text":"such as Asia, Latin America, Eastern Europe and Africa.","page_number":63,"box":{"x":69,"y":279,"width":396,"height":11}},{"id":"245c8057-5d0a-48b4-96ba-fa16874cd47c","block_type":"box","text":"Investments in the securities of issuers domiciled in countries with emerging capital markets involve cer tain","page_number":63,"box":{"x":102,"y":302,"width":770,"height":11}},{"id":"e920369e-a60d-4162-a443-ca68f82a206a","block_type":"box","text":"additional risks that do not generally apply to investments in securities of issuers in more developed capital markets,","page_number":63,"box":{"x":69,"y":317,"width":835,"height":11}},{"id":"295e54c4-6374-4580-9497-dd2042df1846","block_type":"box","text":"such as (i) low or non-existent trading volume, resulting in market illiquidity and increased volatility in prices for such","page_number":63,"box":{"x":69,"y":332,"width":828,"height":11}},{"id":"997111b5-158b-4d62-80da-41fb5e4997ef","block_type":"box","text":"securities, as compared to securities of comparable issuers in more developed capital markets; (ii) uncer tain","page_number":63,"box":{"x":69,"y":347,"width":779,"height":11}},{"id":"9b0ce8ed-fbe3-4408-bca8-c627a3e9128b","block_type":"box","text":"national policies and social, political and economic instability, increasing the potential for expropriation of assets,","page_number":63,"box":{"x":69,"y":362,"width":809,"height":11}},{"id":"36a5f244-a574-4503-b965-6fb6df5d28b5","block_type":"box","text":"confiscatory taxation, high rates of inflation or unfavorable diplomatic developments; (iii) possible fluctuations in","page_number":63,"box":{"x":69,"y":377,"width":800,"height":12}},{"id":"68abf23c-802b-4a62-95d2-296014628cc7","block_type":"box","text":"exchange rates, differing legal systems and the existence or possible imposition of exchange controls, custodial","page_number":63,"box":{"x":69,"y":392,"width":800,"height":12}},{"id":"d6df4eab-9e0a-4d22-8c08-204511ab33ff","block_type":"box","text":"restrictions or other foreign or U.S. Governmental laws or restrictions applicable to such investments; (iv) national","page_number":63,"box":{"x":69,"y":407,"width":811,"height":12}},{"id":"ad951af3-1b25-45f8-894f-af291c4c4448","block_type":"box","text":"policies that may limit a Fund’s investment oppor tunities such as restrictions on investment in issuers or industries","page_number":63,"box":{"x":70,"y":423,"width":824,"height":11}},{"id":"90b799f7-e9a5-4c3d-9b07-a4f0a3d980c6","block_type":"box","text":"deemed sensitive to national interests; and (v) the lack or relatively early development of legal structures governing","page_number":63,"box":{"x":69,"y":438,"width":823,"height":11}},{"id":"2dfad99b-2922-4a2f-a0bf-0a05cde72807","block_type":"box","text":"private and foreign investments and private proper ty. In addition to withholding taxes on investment income, some","page_number":63,"box":{"x":70,"y":453,"width":813,"height":11}},{"id":"b592db1b-e192-4fdf-b33e-5ed95cadfd56","block_type":"box","text":"countries with emerging markets may impose differential capital gains taxes on foreign investors.","page_number":63,"box":{"x":69,"y":468,"width":694,"height":11}},{"id":"c1fc8344-28b2-4dda-a3d9-dc9a24ed6557","block_type":"box","text":"Political and economic structures in emerging market countries may be undergoing significant evolution and","page_number":63,"box":{"x":102,"y":491,"width":767,"height":11}},{"id":"5a057a53-2540-4d4b-aa6a-05f1af391591","block_type":"box","text":"rapid development, and these countries may lack the social, political and economic stability characteristic of more","page_number":63,"box":{"x":69,"y":506,"width":814,"height":11}},{"id":"3dc63d1f-6a92-4568-8a71-34e14f560dc2","block_type":"box","text":"developed countries. In such a dynamic environment, there can be no assurance that any or all of these capital","page_number":63,"box":{"x":69,"y":521,"width":792,"height":11}},{"id":"db791dcb-d4c7-4e14-b8f7-c414fbeb31f4","block_type":"box","text":"markets will continue to present viable investment oppor tunities for a Fund. In the past, governments of such nations","page_number":63,"box":{"x":69,"y":536,"width":838,"height":11}},{"id":"39048afb-983f-4151-8241-311b3a2c7964","block_type":"box","text":"have expropriated substantial amounts of private proper ty, and most claims of the proper ty owners have never been","page_number":63,"box":{"x":69,"y":551,"width":828,"height":11}},{"id":"da7e3c8b-a66c-4ca9-86f0-692df29dd98e","block_type":"box","text":"fully settled. There is no assurance that such expropriations will not reoccur. In such an event, it is possible that a","page_number":63,"box":{"x":68,"y":566,"width":816,"height":11}},{"id":"9c8a0854-dc25-42d9-8528-3895331404b0","block_type":"box","text":"Fund could lose the entire value of its investments in the affected market. As a result the risks described above,","page_number":63,"box":{"x":70,"y":581,"width":802,"height":11}},{"id":"5ae3aabc-b6d2-4a32-be0d-872ec9962dac","block_type":"box","text":"including the risks of nationalization or expropriation of assets, may be heightened. In addition, unanticipated political","page_number":63,"box":{"x":70,"y":596,"width":838,"height":12}},{"id":"6fee5f4f-ae7c-4f3f-ae1a-59c859096830","block_type":"box","text":"or social developments may affect the value of investments in these countries and the availability to a Fund of","page_number":63,"box":{"x":69,"y":612,"width":788,"height":11}},{"id":"e8da1fa3-588f-4ee0-8853-3a0e49118c8c","block_type":"box","text":"additional investments. The small size and inexperience of the securities markets in cer tain of these countries and","page_number":63,"box":{"x":69,"y":627,"width":819,"height":11}},{"id":"803362cc-4190-4ef1-b88b-10efefe7a2e3","block_type":"box","text":"the limited volume of trading in securities in these countries may make investments in the countries illiquid and more","page_number":63,"box":{"x":68,"y":642,"width":838,"height":11}},{"id":"ced4030e-44bb-4197-8d54-939a679610ad","block_type":"box","text":"volatile than investments in more established markets.","page_number":63,"box":{"x":68,"y":657,"width":392,"height":9}},{"id":"88cd1707-e2d0-485f-bf3d-fed53af85dc4","block_type":"box","text":"Also, there may be less publicly available information about issuers in emerging markets than would be available","page_number":63,"box":{"x":101,"y":680,"width":805,"height":11}},{"id":"b515ba7f-2df0-4599-b6ca-51af756897c9","block_type":"box","text":"about issuers in more developed capital markets, and such issuers may not be subject to accounting, auditing and","page_number":63,"box":{"x":69,"y":695,"width":818,"height":11}},{"id":"2051cba4-8757-42ab-9dbe-98bdcd8d927b","block_type":"box","text":"financial repor ting standards and requirements comparable to those to which U.S. companies are subject. In cer tain","page_number":63,"box":{"x":68,"y":710,"width":831,"height":11}},{"id":"24024307-53e7-45f6-8fb3-db4fedca9003","block_type":"box","text":"countries with emerging capital markets, repor ting standards vary widely. As a result, traditional investment","page_number":63,"box":{"x":69,"y":725,"width":768,"height":11}},{"id":"9ce3bf8c-5276-46a1-b89b-068bd5f77d46","block_type":"box","text":"measurements used in the United States, such as price/earnings ratios, may not be applicable. Emerging market","page_number":63,"box":{"x":69,"y":740,"width":811,"height":11}},{"id":"43f7a84e-b811-49a2-b6b1-a7a2cb5ec008","block_type":"box","text":"securities may be substantially less liquid than, and more volatile than, those of mature markets, and company","page_number":63,"box":{"x":69,"y":755,"width":795,"height":11}},{"id":"2a442265-30bb-4a86-87c6-9cf0374551c7","block_type":"box","text":"shares may be held by a limited number of persons. This may adversely affect the timing and pricing of the Fund’s","page_number":63,"box":{"x":69,"y":770,"width":814,"height":12}},{"id":"65a1b004-a381-43d9-83fb-82576e8c828e","block_type":"box","text":"acquisition or disposal of securities.","page_number":63,"box":{"x":69,"y":785,"width":257,"height":11}},{"id":"f2fccadc-4046-4f12-8110-78f7b76641e0","block_type":"box","text":"Practices in relation to settlement of securities transactions in emerging markets involve higher risks than those","page_number":63,"box":{"x":102,"y":808,"width":800,"height":11}},{"id":"dd0b075b-6dcc-442b-b95f-23acd84b8c48","block_type":"box","text":"in developed markets, in par t because a Fund will need to use brokers and counterpar ties that are less well","page_number":63,"box":{"x":70,"y":823,"width":769,"height":11}},{"id":"ad361695-54f6-48b7-86b9-3b9c85298db8","block_type":"box","text":"capitalized, and custody and registration of assets in some countries may be unreliable. The possibility of fraud,","page_number":63,"box":{"x":69,"y":838,"width":798,"height":12}},{"id":"083a6237-607e-4325-8e4b-59cf40ec7c83","block_type":"box","text":"negligence, undue influence being exer ted by the issuer or refusal to recognize ownership exists in some emerging","page_number":63,"box":{"x":69,"y":853,"width":819,"height":12}},{"id":"93245882-dc49-4d9c-bd6f-308f429881cd","block_type":"box","text":"markets, and, along with other factors, could result in ownership registration being completely lost. A Fund would","page_number":63,"box":{"x":69,"y":869,"width":804,"height":11}},{"id":"0f685f54-6741-4031-81fe-4df5662037e6","block_type":"box","text":"absorb any loss resulting from such registration problems and may have no successful claim for compensation.","page_number":63,"box":{"x":69,"y":884,"width":794,"height":11}},{"id":"58abb829-2bf9-4a77-b3f4-7c384f841c38","block_type":"box","text":"II-35","page_number":63,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"1203eb43-3797-4514-8ed0-0b24e2109eca","block_type":"box","text":"NM1026U-5981080-63/228","page_number":63,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"ad5ab385-8860-438b-91e1-253ae78481e9","block_type":"box","text":"Investment in non-dollar denominated securities including securities from issuers located in emerging market","page_number":64,"box":{"x":102,"y":45,"width":778,"height":11}},{"id":"1abb9ec8-923d-49e3-8db1-0536a672d1c4","block_type":"box","text":"countries may be on either a currency hedged or unhedged basis, and the Funds may hold from time to time various","page_number":64,"box":{"x":69,"y":60,"width":827,"height":11}},{"id":"02920ab7-2774-4b94-af7c-cef15435b314","block_type":"box","text":"foreign currencies pending investment or conversion into U.S. dollars. Some of these instruments may have the","page_number":64,"box":{"x":68,"y":75,"width":797,"height":11}},{"id":"84e1fb48-1477-4101-a9d4-14790a389e9b","block_type":"box","text":"characteristics of futures contracts. In addition, cer tain Funds may engage in foreign currency exchange transactions","page_number":64,"box":{"x":69,"y":90,"width":832,"height":11}},{"id":"b847cdd8-2f4e-46f3-9673-29ad9f2b5ed9","block_type":"box","text":"to seek to protect against changes in the level of future exchange rates which would adversely affect the Fund’s","page_number":64,"box":{"x":68,"y":105,"width":799,"height":11}},{"id":"a433fed6-aca7-4090-8b25-7fad5ba7acd9","block_type":"box","text":"per formance. These investments and transactions involving foreign securities, currencies, options (including options","page_number":64,"box":{"x":70,"y":120,"width":829,"height":12}},{"id":"06b91bc8-7ba1-4ceb-bd05-dd5fe2d3e28e","block_type":"box","text":"that relate to foreign currencies), futures, hedging and cross-hedging are described under “Derivatives.”","page_number":64,"box":{"x":68,"y":135,"width":740,"height":12}},{"id":"493e29e0-b8bd-4fd0-82cc-2792ac5b99a2","block_type":"box","text":"Risks of Investing in Asia-Pacific Countries.","page_number":64,"box":{"x":102,"y":158,"width":305,"height":11}},{"id":"5a3913a5-d7b2-4ed9-a70f-4e317d8d17fe","block_type":"box","text":"In addition to the risks of foreign investing and the risks of investing","page_number":64,"box":{"x":414,"y":158,"width":485,"height":11}},{"id":"4efe8119-d601-4a17-bc14-05be60d09be7","block_type":"box","text":"in developing markets, the developing market Asia-Pacific countries in which a Fund may invest are subject to cer tain","page_number":64,"box":{"x":70,"y":173,"width":832,"height":11}},{"id":"df5650c8-9e99-4247-9c66-80079abf30e4","block_type":"box","text":"additional or specific risks. Cer tain Funds may make substantial investments in Asia-Pacific countries. In many of","page_number":64,"box":{"x":69,"y":188,"width":808,"height":11}},{"id":"582b31f3-1dfb-471a-8620-3e31b9b8c307","block_type":"box","text":"these markets, there is a high concentration of market capitalization and trading volume in a small number of issuers","page_number":64,"box":{"x":68,"y":203,"width":838,"height":12}},{"id":"16109e1d-9cb8-4f52-82ed-447bdc959b4b","block_type":"box","text":"representing a limited number of industries, as well as a high concentration of investors and financial intermediaries.","page_number":64,"box":{"x":69,"y":218,"width":834,"height":12}},{"id":"9212911f-b358-4d22-8ff6-0d2fcd299229","block_type":"box","text":"Many of these markets also may be affected by developments with respect to more established markets in the","page_number":64,"box":{"x":70,"y":234,"width":791,"height":11}},{"id":"80d3d72c-8480-47df-b04c-e5b3523d2fa2","block_type":"box","text":"region such as in Japan and Hong Kong. Brokers in developing market Asia-Pacific countries typically are fewer in","page_number":64,"box":{"x":69,"y":249,"width":804,"height":11}},{"id":"e175ffbb-4d85-4daf-a032-ebc747ff110e","block_type":"box","text":"number and less well capitalized than brokers in the United States. These factors, combined with the U.S. regulatory","page_number":64,"box":{"x":69,"y":264,"width":833,"height":11}},{"id":"707268d5-5c9b-4091-90e5-e2576ed929b4","block_type":"box","text":"requirements for open-end investment companies and the restrictions on foreign investment discussed below, result","page_number":64,"box":{"x":69,"y":279,"width":830,"height":11}},{"id":"053a469f-5648-4022-a24e-09756ef6947f","block_type":"box","text":"in potentially fewer investment oppor tunities for a Fund and may have an adverse impact on the investment","page_number":64,"box":{"x":70,"y":294,"width":766,"height":11}},{"id":"2d4a52a7-4e44-4d38-ad35-e13c83f690e1","block_type":"box","text":"per formance of the Fund.","page_number":64,"box":{"x":70,"y":309,"width":179,"height":11}},{"id":"8bf27a2f-b8f1-440c-ba65-212c785337e9","block_type":"box","text":"Many of the developing market Asia-Pacific countries may be subject to a greater degree of economic, political","page_number":64,"box":{"x":102,"y":332,"width":784,"height":11}},{"id":"16faa501-0405-4369-98bf-2426b533fffc","block_type":"box","text":"and social instability than is the case in the United States and Western European countries. Such instability may","page_number":64,"box":{"x":69,"y":347,"width":803,"height":11}},{"id":"1067c6f1-963b-4216-bd28-30d88f808d69","block_type":"box","text":"result from, among other things: (i) authoritarian governments or military involvement in political and economic","page_number":64,"box":{"x":69,"y":362,"width":788,"height":11}},{"id":"c01d2104-261c-4e4e-84a9-238a38d732ac","block_type":"box","text":"decision-making, including changes in government through extra-constitutional means; (ii) popular unrest associated","page_number":64,"box":{"x":69,"y":377,"width":827,"height":12}},{"id":"9ca1c231-3a28-492a-8f0c-9ecb5d735636","block_type":"box","text":"with demands for improved political, economic and social conditions; (iii) internal insurgencies; (iv) hostile relations","page_number":64,"box":{"x":68,"y":392,"width":823,"height":12}},{"id":"5c44a4af-31fd-4add-85eb-53b29a85b473","block_type":"box","text":"with neighboring countries; and (v) ethnic, religious and racial disaffection. In addition, the governments of many of","page_number":64,"box":{"x":68,"y":407,"width":822,"height":12}},{"id":"0374df9c-71ed-4aaa-8356-cc79ad3c1426","block_type":"box","text":"such countries, such as Indonesia, have a substantial role in regulating and supervising the economy. Another risk","page_number":64,"box":{"x":69,"y":423,"width":818,"height":11}},{"id":"f99df285-6e6e-4545-a73a-96e2144c911e","block_type":"box","text":"common to most such countries is that the economy is heavily expor t oriented and, accordingly, is dependent upon","page_number":64,"box":{"x":69,"y":438,"width":821,"height":11}},{"id":"bacf2e3d-7db0-470b-bed4-44b7ed6d7243","block_type":"box","text":"international trade. The existence of overburdened infrastructure and obsolete financial systems also presents risks","page_number":64,"box":{"x":70,"y":453,"width":827,"height":11}},{"id":"81cf3bd7-be17-41a0-99b0-2b0da446ed42","block_type":"box","text":"in cer tain countries, as do environmental problems. Cer tain economies also depend to a significant degree upon","page_number":64,"box":{"x":70,"y":468,"width":803,"height":11}},{"id":"31202dfe-7c80-4aa3-9406-b2760d21b6f0","block_type":"box","text":"expor ts of primary commodities and, therefore, are vulnerable to changes in commodity prices that, in turn, may be","page_number":64,"box":{"x":69,"y":483,"width":824,"height":11}},{"id":"dd65359c-f83e-4e31-baed-9f87fb015031","block_type":"box","text":"affected by a variety of factors.","page_number":64,"box":{"x":69,"y":498,"width":220,"height":11}},{"id":"dda3180c-6ea0-4a16-8a93-9803fc34dc95","block_type":"box","text":"The legal systems in cer tain developing market Asia-Pacific countries also may have an adverse impact on the","page_number":64,"box":{"x":101,"y":521,"width":785,"height":11}},{"id":"9dd72868-4ed4-4164-bf08-1e8b4a78b4b7","block_type":"box","text":"Fund. For example, while the potential liability of a shareholder in a U.S. corporation with respect to acts of the","page_number":64,"box":{"x":70,"y":536,"width":789,"height":11}},{"id":"0e6fa910-4f7e-4ffa-91ce-f5dbf06c845f","block_type":"box","text":"corporation is generally limited to the amount of the shareholder’s investment, the notion of limited liability is less","page_number":64,"box":{"x":69,"y":551,"width":814,"height":11}},{"id":"7d010ad1-6e68-4958-96a6-cd4088d77544","block_type":"box","text":"clear in cer tain emerging market Asia-Pacific countries. Similarly, the rights of investors in developing market Asia","page_number":64,"box":{"x":69,"y":566,"width":813,"height":11}},{"id":"1c99dbc2-950e-4bd8-9967-5631f9702be2","block_type":"box","text":"Pacific companies may be more limited than those of shareholders of U.S. corporations. It may be difficult or","page_number":64,"box":{"x":69,"y":581,"width":777,"height":11}},{"id":"d0ade5be-f2a6-41ce-ac43-d931caa0f0f7","block_type":"box","text":"impossible to obtain and/or enforce a judgment in a developing market Asia-Pacific country.","page_number":64,"box":{"x":70,"y":596,"width":652,"height":12}},{"id":"7c9ce1a7-f46e-43ef-84c3-88f3bf062cd4","block_type":"box","text":"Governments of many developing market Asia-Pacific countries have exercised and continue to exercise","page_number":64,"box":{"x":102,"y":619,"width":737,"height":11}},{"id":"c4c8595d-256f-4085-a84f-09a4ce2c3c97","block_type":"box","text":"substantial influence over many aspects of the private sector. In cer tain cases, the government owns or controls","page_number":64,"box":{"x":69,"y":634,"width":803,"height":12}},{"id":"ae08dbb4-d071-4181-b3cf-4d57c3eae62b","block_type":"box","text":"many companies, including the largest in the country. Accordingly, government actions in the future could have a","page_number":64,"box":{"x":69,"y":649,"width":801,"height":12}},{"id":"5a88bf9d-a603-4a67-8ba2-38b1091755cb","block_type":"box","text":"significant effect on economic conditions in developing market Asia-Pacific countries, which could affect private","page_number":64,"box":{"x":69,"y":664,"width":793,"height":12}},{"id":"c0432280-de23-4997-a0f7-20daf604e2ea","block_type":"box","text":"sector companies and a Fund itself, as well as the value of securities in the Fund’s por tfolio. In addition, economic","page_number":64,"box":{"x":69,"y":680,"width":820,"height":11}},{"id":"5625a182-6998-40f1-af15-2901fdf0153e","block_type":"box","text":"statistics of developing market Asia-Pacific countries may be less reliable than economic statistics of more developed","page_number":64,"box":{"x":69,"y":695,"width":839,"height":11}},{"id":"b106c903-7c73-4d71-af64-d21f96c4da6b","block_type":"box","text":"nations.","page_number":64,"box":{"x":69,"y":710,"width":56,"height":9}},{"id":"85276060-b342-40d8-9b90-b7bf9de548ec","block_type":"box","text":"In addition to the relative lack of publicly available information about developing market Asia-Pacific issuers and","page_number":64,"box":{"x":102,"y":732,"width":794,"height":12}},{"id":"0e7676f8-651c-4e1a-83bb-bf3c9a7aca9b","block_type":"box","text":"the possibility that such issuers may not be subject to the same accounting, auditing and financial repor ting","page_number":64,"box":{"x":68,"y":748,"width":773,"height":11}},{"id":"909fd549-f9aa-46fe-ab59-b0df9e402855","block_type":"box","text":"standards as U.S. companies, inflation accounting rules in some developing market Asia-Pacific countries require","page_number":64,"box":{"x":69,"y":763,"width":808,"height":11}},{"id":"c8fb0c1e-ef19-4568-8081-24597071315a","block_type":"box","text":"companies that keep accounting records in the local currency, for both tax and accounting purposes, to restate","page_number":64,"box":{"x":69,"y":778,"width":791,"height":11}},{"id":"830b6e05-04aa-4336-8b23-98fb73f4ed15","block_type":"box","text":"cer tain assets and liabilities on the company’s balance sheet in order to express items in terms of currency of","page_number":64,"box":{"x":69,"y":793,"width":790,"height":11}},{"id":"f0bfec51-0b1f-4d39-95f1-27bc0b2757d7","block_type":"box","text":"constant purchasing power. Inflation accounting may indirectly generate losses or profits for cer tain developing","page_number":64,"box":{"x":69,"y":808,"width":790,"height":11}},{"id":"3fb4f71a-9038-4f0b-9c2c-2e7e54489699","block_type":"box","text":"market Asia-Pacific companies.","page_number":64,"box":{"x":69,"y":823,"width":220,"height":11}},{"id":"ae5f0c4f-276f-4b69-b97b-b398ac4fccaf","block_type":"box","text":"Satisfactory custodial services for investment securities may not be available in some developing Asia-Pacific","page_number":64,"box":{"x":102,"y":846,"width":780,"height":11}},{"id":"1ed68fcc-b869-4046-b416-15dc3f2aaba7","block_type":"box","text":"countries, which may result in the Fund incurring additional costs and delays in providing transpor tation and custody","page_number":64,"box":{"x":69,"y":861,"width":829,"height":11}},{"id":"f5b62ce4-30c6-4aae-a579-66aa2cf07c42","block_type":"box","text":"services for such securities outside such countries.","page_number":64,"box":{"x":69,"y":876,"width":367,"height":9}},{"id":"af536ecd-10cf-41fd-a599-b736b2778a66","block_type":"box","text":"II-36","page_number":64,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"f6e5461e-c72b-485f-a0df-670184ca8c83","block_type":"box","text":"NM1026U-5981080-64/228","page_number":64,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"d7357c37-71c9-4d25-a964-be68362c185a","block_type":"box","text":"Cer tain developing Asia-Pacific countries, such as the Philippines, India and Turkey, are especially large debtors","page_number":65,"box":{"x":102,"y":45,"width":795,"height":11}},{"id":"22a43f03-6b11-45ef-aa56-863160497bc1","block_type":"box","text":"to commercial banks and foreign governments.","page_number":65,"box":{"x":68,"y":60,"width":335,"height":11}},{"id":"bd6bbd19-040b-4075-b4ef-c4ceb8504f90","block_type":"box","text":"Natural disasters in Asia-Pacific countries, and the resulting damage, could have a severe and negative impact","page_number":65,"box":{"x":102,"y":82,"width":788,"height":12}},{"id":"8f352c95-7aa3-4587-809e-1ca2fff38841","block_type":"box","text":"on a Fund’s investment por tfolio and, in the longer term, could impair the ability of issuers in which the Fund invests","page_number":65,"box":{"x":69,"y":98,"width":830,"height":11}},{"id":"23052a20-0bcc-44bf-b2ec-12f9d1f41cd4","block_type":"box","text":"to conduct their businesses in the manner normally conducted.","page_number":65,"box":{"x":68,"y":113,"width":450,"height":11}},{"id":"74fe3874-332b-460b-854e-6e788613f4f2","block_type":"box","text":"Fund management may determine that, notwithstanding otherwise favorable investment criteria, it may not be","page_number":65,"box":{"x":102,"y":135,"width":782,"height":12}},{"id":"d19a5146-a787-446c-89db-3fcef638d336","block_type":"box","text":"practicable or appropriate to invest in a par ticular developing Asia-Pacific country. A Fund may invest in countries in","page_number":65,"box":{"x":70,"y":150,"width":819,"height":12}},{"id":"07173a27-d654-4755-b98a-492ea61e3faa","block_type":"box","text":"which foreign investors, including management of the Fund, have had no or limited prior experience.","page_number":65,"box":{"x":68,"y":166,"width":711,"height":11}},{"id":"22e6c9e3-74f7-43fd-be90-333f6aeac103","block_type":"box","text":"Restrictions on Foreign Investments in Asia-Pacific Countries.","page_number":65,"box":{"x":102,"y":188,"width":435,"height":12}},{"id":"fd7cf19b-ca95-47cd-8886-437a2f55d9c1","block_type":"box","text":"Some developing Asia-Pacific countries prohibit or","page_number":65,"box":{"x":543,"y":188,"width":355,"height":12}},{"id":"8da8cf84-e1dd-4260-b9a2-7275bf0c503c","block_type":"box","text":"impose substantial restrictions on investments in their capital markets, par ticularly their equity markets, by foreign","page_number":65,"box":{"x":70,"y":203,"width":817,"height":12}},{"id":"de750781-9926-46e1-9bb0-dbc02a031f21","block_type":"box","text":"entities such as a Fund. As illustrations, cer tain countries may require governmental approval prior to investments by","page_number":65,"box":{"x":69,"y":219,"width":836,"height":11}},{"id":"016c5702-df05-4b17-a0df-9d31c73d961f","block_type":"box","text":"foreign persons or limit the amount of investment by foreign persons in a par ticular company or limit the investment","page_number":65,"box":{"x":68,"y":234,"width":828,"height":11}},{"id":"74e1bd05-7769-4ddd-8eaa-b7b6fef9835e","block_type":"box","text":"by foreign persons to only a specific class of securities of a company which may have less advantageous terms","page_number":65,"box":{"x":69,"y":249,"width":794,"height":11}},{"id":"1e730e28-7734-43a7-bede-684e11c82433","block_type":"box","text":"(including price and shareholder rights) than securities of the company available for purchase by nationals. There can","page_number":65,"box":{"x":69,"y":264,"width":835,"height":11}},{"id":"58a0fa8c-012f-484e-ace8-ffbdea71a3ee","block_type":"box","text":"be no assurance that a Fund will be able to obtain required governmental approvals in a timely manner. In addition,","page_number":65,"box":{"x":69,"y":279,"width":820,"height":11}},{"id":"f93e5038-b7f5-4a15-a411-71d94827a3b4","block_type":"box","text":"changes to restrictions on foreign ownership of securities subsequent to a Fund’s purchase of such securities may","page_number":65,"box":{"x":69,"y":294,"width":820,"height":11}},{"id":"b2aaf0ca-09b4-43ef-ae6e-c5c0956d2c1c","block_type":"box","text":"have an adverse effect on the value of such shares. Cer tain countries may restrict investment oppor tunities in","page_number":65,"box":{"x":69,"y":309,"width":788,"height":11}},{"id":"af762009-3056-49ed-bd16-0e1a29b45596","block_type":"box","text":"issuers or industries deemed impor tant to national interests.","page_number":65,"box":{"x":70,"y":325,"width":434,"height":10}},{"id":"2f16e355-91e3-4cd6-9f7e-e922a7132cb0","block_type":"box","text":"The manner in which foreign investors may invest in companies in cer tain developing Asia-Pacific countries, as","page_number":65,"box":{"x":101,"y":347,"width":787,"height":11}},{"id":"c19ab209-205b-43bf-9eb1-ae77cfd479e5","block_type":"box","text":"well as limitations on such investments, also may have an adverse impact on the operations of a Fund. For example,","page_number":65,"box":{"x":68,"y":362,"width":833,"height":11}},{"id":"113521fe-091f-4798-8257-bebea1effac3","block_type":"box","text":"a Fund may be required in cer tain of such countries to invest initially through a local broker or other entity and then","page_number":65,"box":{"x":69,"y":377,"width":820,"height":12}},{"id":"4200699d-caee-432f-a143-91e89de6322c","block_type":"box","text":"have the shares purchased re-registered in the name of the Fund. Re-registration may in some instances not be able","page_number":65,"box":{"x":69,"y":392,"width":831,"height":12}},{"id":"7ac1ff52-7e48-40e5-aeea-2fe7ad33b801","block_type":"box","text":"to occur on a timely basis, resulting in a delay during which a Fund may be denied cer tain of its rights as an investor,","page_number":65,"box":{"x":68,"y":407,"width":834,"height":12}},{"id":"d8370a00-3502-4c77-8759-d84d4fe44846","block_type":"box","text":"including rights as to dividends or to be made aware of cer tain corporate actions. There also may be instances where","page_number":65,"box":{"x":70,"y":423,"width":836,"height":11}},{"id":"58db16e4-276f-46cb-bdfa-844bfbca7533","block_type":"box","text":"a Fund places a purchase order but is subsequently informed, at the time of re-registration, that the permissible","page_number":65,"box":{"x":69,"y":438,"width":800,"height":11}},{"id":"d292380e-926b-4523-b200-13187890b792","block_type":"box","text":"allocation of the investment to foreign investors has been filled, depriving the Fund of the ability to make its desired","page_number":65,"box":{"x":69,"y":453,"width":826,"height":11}},{"id":"f97cd4e0-8bd5-4566-aaaa-6a028036725c","block_type":"box","text":"investment at that time.","page_number":65,"box":{"x":70,"y":468,"width":168,"height":9}},{"id":"0a3f6a1e-f2af-4429-886d-f65c7e49dbef","block_type":"box","text":"Substantial limitations may exist in cer tain countries with respect to a Fund’s ability to repatriate investment","page_number":65,"box":{"x":102,"y":491,"width":774,"height":11}},{"id":"e40600b2-7332-4f10-82ba-be41223ede6a","block_type":"box","text":"income, capital or the proceeds of sales of securities by foreign investors. A Fund could be adversely affected by","page_number":65,"box":{"x":70,"y":506,"width":803,"height":11}},{"id":"661a4304-cfb9-419b-bbe0-42df6c537106","block_type":"box","text":"delays in, or a refusal to grant, any required governmental approval for repatriation of capital, as well as by the","page_number":65,"box":{"x":69,"y":521,"width":789,"height":11}},{"id":"1fabdf90-cb4e-43e1-921d-a4569ee86b33","block_type":"box","text":"application to the Fund of any restrictions on investments. It is possible that cer tain countries may impose currency","page_number":65,"box":{"x":69,"y":536,"width":826,"height":11}},{"id":"b52e9b96-6c9f-4aaf-8e69-58d13b2c65f5","block_type":"box","text":"controls or other restrictions relating to their currencies or to securities of issuers in those countries. To the extent","page_number":65,"box":{"x":69,"y":551,"width":818,"height":11}},{"id":"a75b2386-8264-4fdd-ac75-c67b76235c87","block_type":"box","text":"that such restrictions have the effect of making cer tain investments illiquid, securities may not be available for sale","page_number":65,"box":{"x":68,"y":566,"width":826,"height":11}},{"id":"1daacdd9-72ec-49b1-bda0-e3f5b1c610f7","block_type":"box","text":"to meet redemptions. Depending on a variety of financial factors, the percentage of a Fund’s por tfolio subject to","page_number":65,"box":{"x":68,"y":581,"width":800,"height":12}},{"id":"0a7a9ceb-bc48-44fd-887c-6e8c93007915","block_type":"box","text":"currency controls may increase. In the event other countries impose similar controls, the por tion of the Fund’s assets","page_number":65,"box":{"x":69,"y":596,"width":839,"height":12}},{"id":"1059be3a-5390-468a-a62c-143b58896d33","block_type":"box","text":"that may be used to meet redemptions may be fur ther decreased. Even where there is no outright restriction on","page_number":65,"box":{"x":68,"y":612,"width":798,"height":11}},{"id":"9051803d-ae30-4b03-a724-faa79de99793","block_type":"box","text":"repatriation of capital, the mechanics of repatriation may affect cer tain aspects of the operations of a Fund (for","page_number":65,"box":{"x":69,"y":627,"width":795,"height":11}},{"id":"fed9fb4a-d951-43d9-85f6-c95f794f1472","block_type":"box","text":"example, if funds may be withdrawn only in cer tain currencies and/or only at an exchange rate established by the","page_number":65,"box":{"x":69,"y":642,"width":808,"height":11}},{"id":"1bc01a28-729f-4248-98d9-a233469b49f5","block_type":"box","text":"government).","page_number":65,"box":{"x":68,"y":657,"width":92,"height":11}},{"id":"fd6c089d-edbf-4afd-9ec4-61a6205a7743","block_type":"box","text":"In cer tain countries, banks or other financial institutions may be among the leading companies or have actively","page_number":65,"box":{"x":102,"y":680,"width":790,"height":11}},{"id":"60bd77be-67f0-4f7f-818d-bb06f927c837","block_type":"box","text":"traded securities available for investment. The Investment Company Act restricts a Fund’s investments in any equity","page_number":65,"box":{"x":68,"y":695,"width":828,"height":11}},{"id":"03714bbe-a0b6-491a-94af-f8e5dd2bc196","block_type":"box","text":"securities of an issuer that, in its most recent fiscal year, derived more than 15% of its revenues from “securities","page_number":65,"box":{"x":69,"y":710,"width":808,"height":11}},{"id":"e604a95d-b2d4-4e92-9dff-b547aa07fa22","block_type":"box","text":"related activities,” as defined by the rules thereunder. These provisions may restrict a Fund’s investments in cer tain","page_number":65,"box":{"x":69,"y":725,"width":829,"height":11}},{"id":"d4af2084-f5c3-4b5c-8c77-5703ea829942","block_type":"box","text":"foreign banks and other financial institutions.","page_number":65,"box":{"x":68,"y":740,"width":322,"height":11}},{"id":"21d56b7a-1bfc-40fa-a517-52d2f61ab76c","block_type":"box","text":"Political and economic structures in emerging market countries may be undergoing significant evolution and","page_number":65,"box":{"x":102,"y":763,"width":767,"height":11}},{"id":"a8ce6463-6071-47ff-907e-095361c08fc0","block_type":"box","text":"rapid development, and these countries may lack the social, political and economic stability characteristic of more","page_number":65,"box":{"x":69,"y":778,"width":814,"height":11}},{"id":"61798ad2-3f76-4a95-9501-8b2b2291c6cf","block_type":"box","text":"developed countries. Some of these countries may have in the past failed to recognize private proper ty rights and","page_number":65,"box":{"x":69,"y":793,"width":809,"height":11}},{"id":"c744b705-6477-4e3d-87a7-6c4b48b93772","block_type":"box","text":"have at times nationalized or expropriated the assets of private companies. As a result the risks described above,","page_number":65,"box":{"x":69,"y":808,"width":812,"height":11}},{"id":"1f99884a-ae76-41a1-bd9c-9a044dc12bb4","block_type":"box","text":"including the risks of nationalization or expropriation of assets, may be heightened. In addition, unanticipated political","page_number":65,"box":{"x":70,"y":823,"width":838,"height":12}},{"id":"02a76fd7-b1ee-48eb-ad36-d9cf7ff56a31","block_type":"box","text":"or social developments may affect the value of investments in these countries and the availability to a Fund of","page_number":65,"box":{"x":69,"y":838,"width":788,"height":11}},{"id":"530791b2-1494-4377-b681-33243f76f12e","block_type":"box","text":"additional investments in emerging market countries. The small size and inexperience of the securities markets in","page_number":65,"box":{"x":69,"y":853,"width":812,"height":12}},{"id":"3c10b3cc-9cac-44a1-9fc5-3ec8240ee9ca","block_type":"box","text":"cer tain of these countries and the limited volume of trading in securities in these countries may make investments in","page_number":65,"box":{"x":69,"y":869,"width":835,"height":11}},{"id":"3b593215-f052-4a21-bc69-014a8e267f3f","block_type":"box","text":"the countries illiquid and more volatile than investments in Japan or most Western European countries. There may be","page_number":65,"box":{"x":68,"y":884,"width":837,"height":11}},{"id":"bcee322e-b8d4-4a15-9749-f22e6a5f5ee2","block_type":"box","text":"II-37","page_number":65,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"4aa1dac8-815b-41ea-bab4-1189f3c537ff","block_type":"box","text":"NM1026U-5981080-65/228","page_number":65,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"c3d601b0-488d-47ac-b272-a910eacba45b","block_type":"box","text":"little financial or accounting information available with respect to issuers located in cer tain emerging market","page_number":66,"box":{"x":70,"y":45,"width":771,"height":11}},{"id":"1db55776-636a-4e04-9770-cbf0d5d5fa83","block_type":"box","text":"countries, and it may be difficult to assess the value or prospects of an investment in such issuers.","page_number":66,"box":{"x":69,"y":60,"width":711,"height":11}},{"id":"e58c12a6-f4b4-419a-b798-39a7057b1f9b","block_type":"box","text":"The expense ratios of the Funds investing significantly in foreign securities can be expected to be higher than","page_number":66,"box":{"x":101,"y":82,"width":779,"height":12}},{"id":"b6795fdc-4eba-4a83-abef-14f4e249ac53","block_type":"box","text":"those of Funds investing primarily in domestic securities. The costs attributable to investing abroad are usually higher","page_number":66,"box":{"x":68,"y":98,"width":840,"height":11}},{"id":"5aee6792-0beb-441d-a174-d0e3798359c5","block_type":"box","text":"for several reasons, such as the higher cost of custody of foreign securities, higher commissions paid on comparable","page_number":66,"box":{"x":68,"y":113,"width":838,"height":11}},{"id":"c678ff9d-e415-41b0-b036-8bfb730ed585","block_type":"box","text":"transactions on foreign markets and additional costs arising from delays in settlements of transactions involving","page_number":66,"box":{"x":68,"y":128,"width":802,"height":11}},{"id":"ef5c871c-274f-4476-a230-ded86bc0f134","block_type":"box","text":"foreign securities.","page_number":66,"box":{"x":68,"y":143,"width":127,"height":11}},{"id":"d1dbc849-9df4-4662-9c66-cbb9f9d110c9","block_type":"box","text":"Risks of Investments in Russia.","page_number":66,"box":{"x":102,"y":166,"width":224,"height":9}},{"id":"bcdb7210-3421-4191-b24b-f98ba6c5987a","block_type":"box","text":"A Fund may invest a por tion of its assets in securities issued by companies","page_number":66,"box":{"x":332,"y":166,"width":539,"height":11}},{"id":"f9b8ad54-8827-421d-8d21-d5c369526b52","block_type":"box","text":"located in Russia. The Russian securities market suffers from a variety of problems described above in “Investment","page_number":66,"box":{"x":70,"y":181,"width":826,"height":11}},{"id":"8a9fb2c7-d9c6-4cc0-aa17-3084643e286c","block_type":"box","text":"in Emerging Markets” not encountered in more developed markets. The Russian securities market is relatively new,","page_number":66,"box":{"x":70,"y":196,"width":821,"height":11}},{"id":"cd5e5abf-641c-48d8-b339-7e504d5d5fc6","block_type":"box","text":"and a substantial por tion of securities transactions in Russia are privately negotiated outside of stock exchanges.","page_number":66,"box":{"x":69,"y":211,"width":812,"height":11}},{"id":"154d8eee-39fe-443c-91dc-1f52e09380ce","block_type":"box","text":"The inexperience of the Russian securities market and the limited volume of trading in securities in the market may","page_number":66,"box":{"x":68,"y":226,"width":824,"height":11}},{"id":"cbc8a7dc-0b13-465d-948f-11b53033bc41","block_type":"box","text":"make obtaining accurate prices on por tfolio securities from independent sources more difficult than in more","page_number":66,"box":{"x":69,"y":241,"width":771,"height":11}},{"id":"3f543492-8479-4e8c-84df-1041dc9058dc","block_type":"box","text":"developed markets.","page_number":66,"box":{"x":69,"y":257,"width":138,"height":10}},{"id":"d8554134-9d37-456c-b581-9988e90e37f0","block_type":"box","text":"Because of the underdeveloped state of Russia’s securities markets and banking and telecommunication","page_number":66,"box":{"x":102,"y":279,"width":751,"height":11}},{"id":"025a31d2-c231-41a1-b491-9a7e557fd9a6","block_type":"box","text":"systems, settlement, clearing and registration of securities transactions are subject to additional risks. Prior to 2013,","page_number":66,"box":{"x":69,"y":294,"width":839,"height":11}},{"id":"606606e9-1536-45d1-b1d5-c80a48983110","block_type":"box","text":"there was no central registration system for equity share registration in Russia and registration was carried out either","page_number":66,"box":{"x":68,"y":309,"width":838,"height":11}},{"id":"2936d181-79d1-4417-9e03-e6908147edb4","block_type":"box","text":"by the issuers themselves or by registrars located throughout Russia. These registrars may not have been subject to","page_number":66,"box":{"x":69,"y":325,"width":831,"height":11}},{"id":"794161e9-6d98-4d06-96b3-0bfd3d783022","block_type":"box","text":"effective state supervision or licensed with any governmental entity. In 2013, Russia established the National","page_number":66,"box":{"x":69,"y":339,"width":783,"height":12}},{"id":"c36a3b6b-24e3-405d-828d-138db1c271e8","block_type":"box","text":"Settlement Depository (“NSD”) as a recognized central securities depository, and title to Russian equities held","page_number":66,"box":{"x":69,"y":355,"width":790,"height":11}},{"id":"9a4be812-4698-405f-83e2-cae29f34dbd5","block_type":"box","text":"through the NSD is now based on the records of the NSD and not on the records of the local registrars. Although the","page_number":66,"box":{"x":68,"y":370,"width":833,"height":11}},{"id":"57720a62-e65c-42f9-938f-41b410163cf6","block_type":"box","text":"implementation of the NSD has enhanced the efficiency and transparency of the Russian securities market, loss still","page_number":66,"box":{"x":70,"y":385,"width":831,"height":11}},{"id":"c4de5ecc-1266-4846-af19-2cfb7064fda6","block_type":"box","text":"can occur. Additionally, issuers and registrars remain prominent in the validation and approval of documentation","page_number":66,"box":{"x":69,"y":400,"width":797,"height":11}},{"id":"efdb82a7-d7dd-419c-8cf9-e48f93cba7cb","block_type":"box","text":"requirements for corporate action processing in Russia, and, because the documentation requirements and approval","page_number":66,"box":{"x":69,"y":415,"width":832,"height":11}},{"id":"8dd992fb-9e84-465e-974e-4087eef2d55b","block_type":"box","text":"criteria vary between registrars and issuers, there remain inconsistent market standards in the Russian market with","page_number":66,"box":{"x":69,"y":430,"width":827,"height":11}},{"id":"7591901f-5800-46c1-9cd6-cc2a74415a6e","block_type":"box","text":"respect to the completion and submission of corporate action elections. To the extent that a Fund suffers a loss","page_number":66,"box":{"x":69,"y":445,"width":800,"height":11}},{"id":"a0914ca0-3525-4625-8498-5b600921a0c1","block_type":"box","text":"relating to title or corporate actions relating to its por tfolio securities, it may be difficult for the Fund to enforce its","page_number":66,"box":{"x":69,"y":460,"width":813,"height":12}},{"id":"77a41994-47ba-4634-8a1c-68f4ce10a1fb","block_type":"box","text":"rights or otherwise remedy the loss. Russian securities laws may not recognize foreign nominee accounts held with a","page_number":66,"box":{"x":69,"y":475,"width":836,"height":12}},{"id":"06ab7f1d-be5b-49dc-9ae5-14a2538a8c3d","block_type":"box","text":"custodian bank, and as a result the custodian may be considered the ultimate owner of securities held on behalf of","page_number":66,"box":{"x":69,"y":491,"width":824,"height":11}},{"id":"b8d775a9-5d0c-4752-87bb-7fe04a3a921c","block_type":"box","text":"their clients. A Fund also may experience difficulty in obtaining and/or enforcing judgments in Russia.","page_number":66,"box":{"x":68,"y":506,"width":723,"height":11}},{"id":"63a8347c-b559-42fd-aff7-725d45b31d7a","block_type":"box","text":"In addition, Russia continues to asser t its influence in the region through economic and military measures, as it","page_number":66,"box":{"x":102,"y":528,"width":801,"height":12}},{"id":"fa0b28c2-446a-4136-9a31-11a5bf78e3f0","block_type":"box","text":"did with Georgia in the summer of 2008 and the Ukraine in 2014 and 2022. Russia launched a large-scale invasion","page_number":66,"box":{"x":69,"y":543,"width":826,"height":12}},{"id":"7edcf9c0-b3a1-464a-bf67-6ffeb2db3e8b","block_type":"box","text":"of Ukraine on February 24, 2022. The extent and duration of the military action, resulting sanctions and resulting","page_number":66,"box":{"x":69,"y":559,"width":809,"height":11}},{"id":"956c9b13-5f26-4775-9268-1257bafdd12f","block_type":"box","text":"future market disruptions, including declines in its stock markets and the value of the ruble against the U.S. dollar,","page_number":66,"box":{"x":68,"y":574,"width":821,"height":11}},{"id":"b8e0a510-07c1-4591-898c-1678f0e7523e","block_type":"box","text":"are impossible to predict. Any such disruptions caused by Russian military action or other actions (including","page_number":66,"box":{"x":69,"y":589,"width":770,"height":11}},{"id":"dbc983e0-5ced-45b0-b176-49e169552021","block_type":"box","text":"cyberattacks and espionage) or resulting actual and threatened responses to such activity, including purchasing and","page_number":66,"box":{"x":69,"y":604,"width":827,"height":11}},{"id":"4bbf0524-33a9-450b-938f-e66e4bd1bc05","block_type":"box","text":"financing restrictions, boycotts or changes in consumer or purchaser preferences, sanctions, tariffs or cyberattacks","page_number":66,"box":{"x":68,"y":619,"width":824,"height":11}},{"id":"bdd67068-01f0-4c40-982f-85f689012d00","block_type":"box","text":"on the Russian government, Russian companies or Russian individuals, including politicians, may impact Russia’s","page_number":66,"box":{"x":69,"y":634,"width":814,"height":12}},{"id":"2d0ff330-3d97-40ea-9693-45e8d56e43f2","block_type":"box","text":"economy and Russian issuers of securities in which the Fund invests. Actual and threatened responses to such","page_number":66,"box":{"x":69,"y":649,"width":795,"height":12}},{"id":"3b1314c0-6161-4727-93b4-734c91faf2f4","block_type":"box","text":"activity, including purchasing restrictions, sanctions, tariffs or cyberattacks on the Russian government or Russian","page_number":66,"box":{"x":69,"y":664,"width":814,"height":12}},{"id":"67deca17-2b24-4db3-8c77-5447d688c34e","block_type":"box","text":"companies, may impact Russia’s economy and Russian issuers of securities in which the Fund invests. Actual and","page_number":66,"box":{"x":69,"y":680,"width":816,"height":11}},{"id":"b7bdfc15-d6dd-4096-a834-81a834096966","block_type":"box","text":"threatened responses to such military action may also impact the markets for cer tain Russian commodities, such as","page_number":66,"box":{"x":68,"y":695,"width":836,"height":11}},{"id":"4d226657-acca-4f20-9c14-4ddd345b3a5b","block_type":"box","text":"oil and natural gas, as well as other sectors of the Russian economy, and may likely have collateral impacts on such","page_number":66,"box":{"x":69,"y":710,"width":829,"height":11}},{"id":"e9d23562-2a5b-4b8f-94d1-642d508c77c8","block_type":"box","text":"sectors globally.","page_number":66,"box":{"x":69,"y":725,"width":112,"height":11}},{"id":"befcced6-b2b1-4a6d-94d3-57f2e537f615","block_type":"box","text":"Governments in the United States and many other countries (collectively, the “Sanctioning Bodies”) have","page_number":66,"box":{"x":102,"y":748,"width":745,"height":11}},{"id":"096d3dfe-8201-4c72-9ed0-17e31abd32c3","block_type":"box","text":"imposed economic sanctions, which can consist of prohibiting cer tain securities trades, cer tain private transactions","page_number":66,"box":{"x":70,"y":763,"width":826,"height":11}},{"id":"8328c6ec-7ead-4c53-9199-3d1dc4bfaecb","block_type":"box","text":"in the energy sector, asset freezes and prohibition of all business, against cer tain Russian individuals, including","page_number":66,"box":{"x":70,"y":778,"width":799,"height":11}},{"id":"3b7e04d3-fc42-4c41-8981-ba72611123de","block_type":"box","text":"politicians, and Russian corporate and banking entities. The Sanctioning Bodies, or others, could also institute","page_number":66,"box":{"x":70,"y":793,"width":788,"height":11}},{"id":"9f4a8911-8971-4a42-af39-64ead99dc3d8","block_type":"box","text":"broader sanctions on Russia, including banning Russia from global payments systems that facilitate cross-border","page_number":66,"box":{"x":69,"y":808,"width":807,"height":11}},{"id":"a5257b94-6713-494d-bac5-9a6d09ef8c7b","block_type":"box","text":"payments. These sanctions, or even the threat of fur ther sanctions, may result in the decline of the value and","page_number":66,"box":{"x":70,"y":823,"width":782,"height":11}},{"id":"79c7d44b-7e80-4ed0-9677-4a1e4506ea35","block_type":"box","text":"liquidity of Russian securities, a weakening of the ruble or other adverse consequences to the Russian economy.","page_number":66,"box":{"x":70,"y":838,"width":802,"height":12}},{"id":"5d66dd50-c05d-4da2-9860-af7ef263b83c","block_type":"box","text":"These sanctions have resulted and may continue to result in the immediate freeze of Russian securities and/or","page_number":66,"box":{"x":68,"y":853,"width":797,"height":12}},{"id":"5105c1ae-4091-4651-b0fb-f2dfb1b8551f","block_type":"box","text":"funds invested in prohibited assets, impairing the ability of a Fund to buy, sell, receive or deliver those securities","page_number":66,"box":{"x":68,"y":869,"width":804,"height":11}},{"id":"f349716e-efcc-4a6a-a31e-286087f68d44","block_type":"box","text":"and/or assets. Sanctions could also result in Russia taking counter measures or retaliatory actions which may","page_number":66,"box":{"x":69,"y":884,"width":791,"height":11}},{"id":"5ddf5e12-6c2e-4ad6-b750-1f57a1b6204f","block_type":"box","text":"fur ther impair the value and liquidity of Russian securities.","page_number":66,"box":{"x":68,"y":899,"width":417,"height":11}},{"id":"daa4f7ec-dde9-407f-919f-17b556ee3753","block_type":"box","text":"II-38","page_number":66,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"9d91259d-5ba4-4a91-9b9e-da994ba3f671","block_type":"box","text":"NM1026U-5981080-66/228","page_number":66,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"eadf6ed1-dd6e-4f4b-85bc-358daf36eeaa","block_type":"box","text":"Risks of Investing in Saudi Arabia.","page_number":67,"box":{"x":102,"y":45,"width":241,"height":11}},{"id":"2e164caf-740c-42f6-8cfb-d2e7e9fbaf43","block_type":"box","text":"The ability of foreign investors (such as a Fund) to invest in Saudi Arabian","page_number":67,"box":{"x":350,"y":45,"width":523,"height":11}},{"id":"23dd80d1-103a-4e15-8ad7-bff57023a7ac","block_type":"box","text":"issuers is new and untested. Such ability could be restricted or revoked by the Saudi Arabian government at any time,","page_number":67,"box":{"x":70,"y":60,"width":838,"height":11}},{"id":"5233defb-5a1a-4380-89f5-2bb4010efc41","block_type":"box","text":"and unforeseen risks could materialize due to foreign ownership in such securities. In addition, the Capital Market","page_number":67,"box":{"x":69,"y":75,"width":814,"height":11}},{"id":"16ddbb32-f65c-4aa8-8052-a5ea14d422c1","block_type":"box","text":"Authority (“CMA”) places investment limitations on the ownership of Saudi Arabian issuers by foreign investors,","page_number":67,"box":{"x":68,"y":90,"width":793,"height":11}},{"id":"ceaa5d3b-cbd5-412f-a299-7c861840d94c","block_type":"box","text":"including a limitation on a Fund’s ownership of any single issuer listed on the Saudi Arabian Stock Exchange, which","page_number":67,"box":{"x":70,"y":105,"width":819,"height":11}},{"id":"0c5daed8-1f93-4b5a-818d-b624474c9f93","block_type":"box","text":"may prevent a Fund from investing in accordance with its strategy and contribute to tracking error against the","page_number":67,"box":{"x":69,"y":120,"width":777,"height":12}},{"id":"128a77f4-7dd0-44b6-86b5-611d0ff3014c","block_type":"box","text":"Underlying Index. These restrictions may be changed or new restrictions, such as licensing requirements, special","page_number":67,"box":{"x":70,"y":136,"width":803,"height":11}},{"id":"c2a45863-17d6-4b21-8737-eef68f58b0a6","block_type":"box","text":"approvals or additional foreign taxes, may be instituted at any time. A Fund may not be able to obtain or maintain any","page_number":67,"box":{"x":69,"y":150,"width":837,"height":12}},{"id":"7c613029-693c-46ff-b6ee-d021107f90fb","block_type":"box","text":"such licenses or approvals and may not be able to buy and sell securities at full value. Major disruptions or","page_number":67,"box":{"x":69,"y":166,"width":765,"height":11}},{"id":"92892753-8a75-4df5-8e45-feeca4aed159","block_type":"box","text":"regulatory changes could occur in the Saudi Arabian market, any of which could negatively impact a Fund. These risks","page_number":67,"box":{"x":69,"y":181,"width":838,"height":11}},{"id":"f82599db-5047-4819-a144-0d59be4812c8","block_type":"box","text":"may be exacerbated, compared to more developed markets, given the limited history of foreign investment in the","page_number":67,"box":{"x":69,"y":196,"width":805,"height":11}},{"id":"b7c364c4-9ee1-4030-bc32-823c83584c79","block_type":"box","text":"Saudi Arabian market. Investments in Saudi Arabia may also be subject to loss due to expropriation or nationalization","page_number":67,"box":{"x":69,"y":211,"width":837,"height":11}},{"id":"dfc95d87-5fee-45e4-b634-dfedda1562d1","block_type":"box","text":"of assets and proper ty or the imposition of restrictions on additional foreign investments and repatriation of capital.","page_number":67,"box":{"x":69,"y":226,"width":826,"height":11}},{"id":"3b4b68f3-db1b-42d2-b33d-18765733db36","block_type":"box","text":"Such heightened risks may include, among others, restrictions on and government intervention in international trade,","page_number":67,"box":{"x":69,"y":241,"width":834,"height":11}},{"id":"f6bd9cdc-5fe5-4f9c-9205-7d73ea267263","block_type":"box","text":"confiscatory taxation, political instability, including authoritarian and/or military involvement in governmental decision","page_number":67,"box":{"x":69,"y":256,"width":835,"height":12}},{"id":"cc5d7c6f-3472-41ca-b4da-ef2c5192fbf2","block_type":"box","text":"making, armed conflict, crime and instability as a result of religious, ethnic and/or socioeconomic unrest. Saudi","page_number":67,"box":{"x":69,"y":271,"width":797,"height":12}},{"id":"26988e5d-610c-4ff1-9e6b-e16dbe8f1ad5","block_type":"box","text":"Arabia has privatized, or has begun the process of privatizing, cer tain entities and industries. Newly privatized","page_number":67,"box":{"x":68,"y":286,"width":781,"height":12}},{"id":"09ec8e0e-75fd-4f40-ba2b-65e66d16cecc","block_type":"box","text":"companies may face strong competition from government-sponsored competitors that have not been privatized. In","page_number":67,"box":{"x":69,"y":302,"width":811,"height":11}},{"id":"15e8b25d-77f9-43f4-9efe-fd65402734df","block_type":"box","text":"some instances, investors in newly privatized entities have suffered losses due to the inability of the newly privatized","page_number":67,"box":{"x":69,"y":317,"width":833,"height":11}},{"id":"899d3ac0-1852-45c2-a554-9d6ae76d2820","block_type":"box","text":"entities to adjust quickly to a competitive environment or changing regulatory and legal standards or, in some cases,","page_number":67,"box":{"x":69,"y":332,"width":831,"height":11}},{"id":"4c243115-8290-4244-913c-7a0fed3eab21","block_type":"box","text":"due to re-nationalization of such privatized entities. There is no assurance that similar losses will not recur. Fur ther,","page_number":67,"box":{"x":69,"y":347,"width":823,"height":11}},{"id":"3122bfd4-55d5-4d64-9a2d-2083cb5744fa","block_type":"box","text":"under income tax laws imposed by the Depar tment of Zakat and Income Tax, dividends paid by a Saudi Arabian","page_number":67,"box":{"x":69,"y":362,"width":791,"height":11}},{"id":"df17e46b-f859-48fe-95e9-11d23ebb5ac3","block_type":"box","text":"company to foreign stockholders are generally subject to a 5% withholding tax (different tax rates may apply pursuant","page_number":67,"box":{"x":69,"y":377,"width":835,"height":12}},{"id":"efcb408e-e504-482b-873b-5fb04e40ccb7","block_type":"box","text":"to an applicable treaty). Saudi Arabia is highly reliant on income from the sale of petroleum and trade with other","page_number":67,"box":{"x":68,"y":392,"width":799,"height":12}},{"id":"c6065535-43e4-48b8-ae54-f0f7edf717c9","block_type":"box","text":"countries involved in the sale of petroleum, and its economy is therefore vulnerable to changes in foreign currency","page_number":67,"box":{"x":69,"y":407,"width":815,"height":12}},{"id":"6850aa0c-7d43-4438-ab54-735511df21cd","block_type":"box","text":"values and the market for petroleum. As global demand for petroleum fluctuates, Saudi Arabia may be significantly","page_number":67,"box":{"x":68,"y":423,"width":818,"height":11}},{"id":"1a2c3171-9ef7-4ec7-9ff8-12417b3262cc","block_type":"box","text":"impacted.","page_number":67,"box":{"x":70,"y":438,"width":67,"height":11}},{"id":"8019a038-61d0-4d97-a38c-c03094bbe7bf","block_type":"box","text":"Like most Middle Eastern governments, the government of Saudi Arabia exercises substantial influence over","page_number":67,"box":{"x":102,"y":460,"width":773,"height":12}},{"id":"41790257-fa72-4163-8a31-0527fc1edd45","block_type":"box","text":"many aspects of the private sector. Although liberalization in the wider economy is underway, in many areas it has","page_number":67,"box":{"x":69,"y":475,"width":812,"height":12}},{"id":"f39127c5-2115-4a53-bc58-2a282527b4f2","block_type":"box","text":"lagged significantly: restrictions on foreign ownership persist, and the government has an ownership stake in many","page_number":67,"box":{"x":70,"y":491,"width":818,"height":11}},{"id":"d1ca6bd6-3581-44ad-addf-f224bcbc0360","block_type":"box","text":"key industries. The situation is exacerbated by the fact that Saudi Arabia is governed by an absolute monarchy. Saudi","page_number":67,"box":{"x":69,"y":506,"width":836,"height":11}},{"id":"268fd1eb-329b-4730-85e4-b37c58a316d7","block_type":"box","text":"Arabia has historically experienced strained relations with economic par tners worldwide, including other countries in","page_number":67,"box":{"x":68,"y":521,"width":826,"height":11}},{"id":"2a6cbfb3-a7dc-4df8-a50d-c2c001d90e8c","block_type":"box","text":"the Middle East due to geopolitical events. Incidents involving a Middle Eastern country’s or the region’s security,","page_number":67,"box":{"x":68,"y":536,"width":809,"height":11}},{"id":"ee7053e9-2335-4b90-b17c-38a85dda39fd","block_type":"box","text":"including terrorism, may cause uncer tainty in their markets and may adversely affect its economy and a Fund’s","page_number":67,"box":{"x":70,"y":551,"width":790,"height":11}},{"id":"aefe9f84-c1ba-4030-8ba8-6dd0f05c5bc2","block_type":"box","text":"investments. Governmental actions in the future could have a significant effect on economic conditions in Saudi","page_number":67,"box":{"x":70,"y":566,"width":798,"height":11}},{"id":"c611eb4b-19bb-42fa-9392-0dffc5ea58ae","block_type":"box","text":"Arabia, which could affect private sector companies and a Fund, as well as the value of securities in a Fund’s","page_number":67,"box":{"x":68,"y":581,"width":781,"height":11}},{"id":"4459195b-acf6-4071-ba5a-db6f0e432053","block_type":"box","text":"por tfolio. Any economic sanctions on Saudi Arabian individuals or Saudi Arabian corporate entities, or even the threat","page_number":67,"box":{"x":70,"y":596,"width":836,"height":12}},{"id":"34ee758f-b85e-4dff-b688-08ff13c73ce6","block_type":"box","text":"of sanctions, may result in the decline of the value and liquidity of Saudi Arabian securities, a weakening of the Saudi","page_number":67,"box":{"x":69,"y":612,"width":837,"height":11}},{"id":"93243816-3f23-4f87-8334-d1b3b2b2e80a","block_type":"box","text":"riyal or other adverse consequences to the Saudi Arabian economy. In addition, Saudi Arabia’s economy relies heavily","page_number":67,"box":{"x":69,"y":627,"width":838,"height":11}},{"id":"645d12f1-eeaa-4871-9c5d-3e2321eae277","block_type":"box","text":"on cheap, foreign labor, and changes in the availability of this labor supply could have an adverse effect on the","page_number":67,"box":{"x":69,"y":642,"width":790,"height":11}},{"id":"6628c79b-a0c6-42bf-a0fe-8d5c4544ab23","block_type":"box","text":"economy.","page_number":67,"box":{"x":69,"y":659,"width":65,"height":9}},{"id":"681c4d14-e937-479e-980c-0f79be731a22","block_type":"box","text":"The securities markets in Saudi Arabia may not be as developed as those in other countries. As a result,","page_number":67,"box":{"x":101,"y":680,"width":747,"height":11}},{"id":"30eaaac4-820a-4ea5-90dc-f3c02c5da823","block_type":"box","text":"securities markets in Saudi Arabia are subject to greater risks associated with market volatility, lower market","page_number":67,"box":{"x":69,"y":695,"width":776,"height":11}},{"id":"bad77d58-5fd6-4ea5-8814-c7e2add0f611","block_type":"box","text":"capitalization, lower trading volume, illiquidity, inflation, greater price fluctuations, uncer tainty regarding the existence","page_number":67,"box":{"x":69,"y":710,"width":836,"height":11}},{"id":"eb8a234c-b195-4c23-901f-3a7f8f3e77b2","block_type":"box","text":"of trading markets, governmental control and heavy regulation of labor and industry. Shares of cer tain Saudi Arabian","page_number":67,"box":{"x":69,"y":725,"width":830,"height":11}},{"id":"fc7ea99c-5a0e-42d1-bb20-9c9a5f9d2b0c","block_type":"box","text":"companies tend to trade less frequently than those of companies on exchanges in more developed markets. Such","page_number":67,"box":{"x":69,"y":740,"width":813,"height":11}},{"id":"3b88a14f-48c5-41b1-a7ef-e1867800c072","block_type":"box","text":"infrequent trading may adversely affect the pricing of these securities and a Fund’s ability to sell these securities in","page_number":67,"box":{"x":70,"y":755,"width":822,"height":11}},{"id":"99cc64d8-03ec-4080-87c0-327753597202","block_type":"box","text":"the future. Current regulations in Saudi Arabian markets may require a Fund to execute trades of securities through a","page_number":67,"box":{"x":68,"y":770,"width":837,"height":12}},{"id":"04444836-3e31-43fa-87df-3b223d14b003","block_type":"box","text":"single broker. As a result, the Manager will have less flexibility to choose among brokers on behalf of a Fund than is","page_number":67,"box":{"x":69,"y":785,"width":826,"height":12}},{"id":"9056236a-0319-4ade-b61d-1abfa3c601a3","block_type":"box","text":"typically the case for investment managers.","page_number":67,"box":{"x":68,"y":801,"width":309,"height":11}},{"id":"9ccc0d4a-a971-41e3-9a58-acb533fbb8e4","block_type":"box","text":"Although the political situation in Saudi Arabia is largely stable, Saudi Arabia has historically experienced political","page_number":67,"box":{"x":101,"y":823,"width":806,"height":12}},{"id":"20f20e58-4889-4a2c-bb24-3d0dc338a9b5","block_type":"box","text":"instability, and there remains the possibility that the stability will not hold in the future or that instability in the larger","page_number":67,"box":{"x":70,"y":838,"width":828,"height":12}},{"id":"ef0dab6e-eb1f-4524-824c-f08747a5155e","block_type":"box","text":"Middle East region could adversely impact the economy of Saudi Arabia. Instability may be caused by military","page_number":67,"box":{"x":70,"y":853,"width":777,"height":12}},{"id":"917c62b7-466b-4781-9493-01ad3d81d7d6","block_type":"box","text":"developments, government interventions in the marketplace, terrorism, extremist attitudes, attempted social or","page_number":67,"box":{"x":69,"y":869,"width":796,"height":11}},{"id":"006da1dc-6af8-44c3-994d-5c1d09588b4b","block_type":"box","text":"political reforms, religious differences, or other factors. Additionally, anti-Western views held by cer tain groups in the","page_number":67,"box":{"x":70,"y":884,"width":830,"height":11}},{"id":"cc42f527-3737-4d34-acf9-3019c02b69c8","block_type":"box","text":"Middle East may influence government policies regarding foreign investment. Fur ther developments in U.S. relations","page_number":67,"box":{"x":70,"y":899,"width":827,"height":11}},{"id":"17950bd5-b8b0-4846-a76d-c7a67bf13948","block_type":"box","text":"II-39","page_number":67,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"074569eb-d9e8-4438-a626-c6565f3ac00f","block_type":"box","text":"NM1026U-5981080-67/228","page_number":67,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"02402e46-00ed-45b2-b523-bbae461a58f1","block_type":"box","text":"with Saudi Arabia and other Middle-Eastern countries may affect these attitudes and policies. The U.S. is a","page_number":68,"box":{"x":68,"y":45,"width":764,"height":11}},{"id":"33776fd4-a152-41f2-a72a-a7b9d75ab993","block_type":"box","text":"significant, and in some cases the most significant, trading par tner of, or foreign investor in, Saudi Arabia. As a","page_number":68,"box":{"x":69,"y":60,"width":795,"height":11}},{"id":"4e37598e-a50e-4d9b-a827-f7a9578f15e5","block_type":"box","text":"result, economic conditions of Saudi Arabia may be par ticularly affected by changes in the U.S. economy. A decrease","page_number":68,"box":{"x":69,"y":75,"width":835,"height":11}},{"id":"4f23e04e-a1a9-4cbd-a105-f1a2e31b3c48","block_type":"box","text":"in U.S. impor ts or expor ts, new trade and financial regulations or tariffs, changes in the U.S. dollar exchange rate or","page_number":68,"box":{"x":70,"y":90,"width":829,"height":11}},{"id":"93d2d474-850b-4b0b-be36-de9b00d9a654","block_type":"box","text":"an economic slowdown in the U.S. may have a material adverse effect on the economic conditions of Saudi Arabia","page_number":68,"box":{"x":69,"y":105,"width":815,"height":11}},{"id":"21680a0f-7400-40cd-b728-5de14660c10f","block_type":"box","text":"and, as a result, securities to which the Fund has exposure. Political instability in Nor th Africa and the larger Middle","page_number":68,"box":{"x":69,"y":120,"width":825,"height":12}},{"id":"7479a488-e3e0-4035-93e8-c8868b0ee62b","block_type":"box","text":"East region has caused significant disruptions to many industries. Continued political and social unrest in these","page_number":68,"box":{"x":70,"y":135,"width":797,"height":12}},{"id":"0d6cdb89-39ee-4c21-b952-f3c33a20ed83","block_type":"box","text":"areas may negatively affect the value of securities in a Fund’s por tfolio.","page_number":68,"box":{"x":69,"y":150,"width":510,"height":12}},{"id":"cfc3f228-b68f-4185-b2b3-28f3d1a69990","block_type":"box","text":"Cer tain issuers located in Saudi Arabia may operate in, or have dealings with, countries subject to sanctions","page_number":68,"box":{"x":102,"y":173,"width":773,"height":11}},{"id":"69009766-472d-4790-9b50-3432e7a59e93","block_type":"box","text":"and/or embargoes imposed by the U.S. Government and the United Nations and/or countries identified by the U.S.","page_number":68,"box":{"x":69,"y":188,"width":820,"height":12}},{"id":"38516f0c-4917-49f9-90c6-8130752b5ddc","block_type":"box","text":"Government as state sponsors of terrorism. As a result, an issuer may sustain damage to its reputation if it is","page_number":68,"box":{"x":69,"y":203,"width":787,"height":12}},{"id":"632bccb5-c081-489c-a7d4-2a65676d473e","block_type":"box","text":"identified as an issuer which operates in, or has dealings with, such countries. A Fund, as an investor in such issuers","page_number":68,"box":{"x":70,"y":218,"width":837,"height":12}},{"id":"85029b06-6e52-4f41-9a8b-c963f72b21ec","block_type":"box","text":"will be indirectly subject to those risks.","page_number":68,"box":{"x":68,"y":234,"width":277,"height":11}},{"id":"291c757c-c602-4169-839b-6662585e7e3d","block_type":"box","text":"Risks of Investing in Venezuela.","page_number":68,"box":{"x":102,"y":256,"width":223,"height":12}},{"id":"399210e7-f52f-452f-a616-6dfadb5a8f4d","block_type":"box","text":"Investment in Venezuela may subject a Fund to legal, regulatory, political,","page_number":68,"box":{"x":332,"y":257,"width":521,"height":11}},{"id":"b96281f1-ac13-4646-8755-61a93caa3285","block_type":"box","text":"currency, security, expropriation and/or nationalization of assets and economic risk specific to Venezuela. Venezuela","page_number":68,"box":{"x":69,"y":271,"width":829,"height":12}},{"id":"1e5c4985-eeeb-4d4a-a311-3da4fb66a3d0","block_type":"box","text":"is extremely well endowed with natural resources, including oil and natural gas, and its economy is heavily dependent","page_number":68,"box":{"x":70,"y":287,"width":837,"height":11}},{"id":"7450a7ec-e1e5-4b91-ba2d-2e2ca65170f4","block_type":"box","text":"on expor t of natural resources to key trading par tners. Any act of terrorism, an armed conflict or a breakdown of a","page_number":68,"box":{"x":69,"y":302,"width":813,"height":11}},{"id":"6c9c0506-ed2c-499c-8b15-4fc325bd5833","block_type":"box","text":"key trading relationship that disrupts the production or expor t of natural resources will likely negatively affect the","page_number":68,"box":{"x":69,"y":317,"width":804,"height":11}},{"id":"07a7ce4d-1cbb-4c47-87ee-535a666467c5","block_type":"box","text":"Venezuelan economy. The government continues to control key sectors of the economy, including upstream oil and","page_number":68,"box":{"x":68,"y":332,"width":816,"height":11}},{"id":"92547e8c-81a4-40ae-bf1f-a5d5de66fc62","block_type":"box","text":"gas production, and has sought to increase its role in key sectors, such as telecommunications and steel.","page_number":68,"box":{"x":68,"y":347,"width":758,"height":11}},{"id":"2f172673-39de-4b2f-b8d9-de68fed7f6de","block_type":"box","text":"Meanwhile, ambiguities in the investment environment remain, such as continued high levels of bureaucracy and","page_number":68,"box":{"x":70,"y":362,"width":803,"height":11}},{"id":"4f781ce3-aa32-4b0f-858c-73f2e51e8421","block_type":"box","text":"corruption, large macroeconomic imbalances, and political and policy uncer tainty. Friction continues between the","page_number":68,"box":{"x":69,"y":377,"width":804,"height":12}},{"id":"c200228b-a2e0-4ead-9a01-c1980b7ff5eb","block_type":"box","text":"governments of the U.S. and Venezuela. The U.S. has imposed economic sanctions, which consist of asset freezes","page_number":68,"box":{"x":68,"y":392,"width":822,"height":12}},{"id":"770dcc73-eb13-4410-9623-157a59f13d3c","block_type":"box","text":"and sectoral sanctions, on cer tain Venezuelan individuals and Venezuelan corporate entities, and on the Venezuelan","page_number":68,"box":{"x":69,"y":408,"width":827,"height":10}},{"id":"ca6ce44d-71df-4160-9759-61bdee445ed7","block_type":"box","text":"government. The U.S. could also institute broader sanctions on Venezuela. The U.S. has also taken military action","page_number":68,"box":{"x":68,"y":423,"width":814,"height":11}},{"id":"887ea44f-42b4-4d0d-b129-e37e4576ed76","block_type":"box","text":"against Venezuela in an effor t to effect regime change. Military action, sanctions, or even the threat of fur ther","page_number":68,"box":{"x":69,"y":438,"width":787,"height":11}},{"id":"2fd016a3-68ce-489d-9813-e1e64acadd56","block_type":"box","text":"military action and sanctions, may result in the decline of the value and liquidity of Venezuelan securities, a","page_number":68,"box":{"x":69,"y":453,"width":766,"height":11}},{"id":"49c15892-411f-4d44-af95-65a7e9e54683","block_type":"box","text":"weakening of the bolivar or other adverse consequences to the Venezuelan economy. These sanctions impair the","page_number":68,"box":{"x":68,"y":468,"width":804,"height":11}},{"id":"3599e43c-3dda-436a-9346-b7bc944bb690","block_type":"box","text":"ability of a Fund to buy, sell, receive or deliver those securities and/or assets. Additional sanctions against Venezuela","page_number":68,"box":{"x":69,"y":483,"width":838,"height":11}},{"id":"b9e4adfa-4a1c-4239-99f5-6e7f3a7fc27c","block_type":"box","text":"may in the future be imposed by the U.S. or other countries. These factors, among others, can have a negative","page_number":68,"box":{"x":69,"y":498,"width":790,"height":11}},{"id":"b6ece9d6-c4b7-4d6b-b65b-24b8b0f0ce7a","block_type":"box","text":"impact on a Fund’s investments.","page_number":68,"box":{"x":70,"y":514,"width":230,"height":10}},{"id":"8e86750f-1a1c-4883-991f-01c18a79a3ac","block_type":"box","text":"Brady Bonds.","page_number":68,"box":{"x":102,"y":536,"width":92,"height":11}},{"id":"b01c4c70-e9ac-4a6d-94b4-5bd2ba7d12e0","block_type":"box","text":"Cer tain Funds may invest in Brady Bonds. A Fund’s emerging market debt securities may include","page_number":68,"box":{"x":201,"y":536,"width":689,"height":11}},{"id":"cf1c86a0-32e3-4e62-b896-c8149c341ec3","block_type":"box","text":"emerging market governmental debt obligations commonly referred to as Brady Bonds. Brady Bonds are securities","page_number":68,"box":{"x":69,"y":551,"width":815,"height":11}},{"id":"827b4b64-6931-40c8-8220-1f0df39c5743","block_type":"box","text":"created through the exchange of existing commercial bank loans to sovereign entities for new obligations in","page_number":68,"box":{"x":69,"y":566,"width":766,"height":11}},{"id":"f04727d6-9da3-44bf-bf0d-548c83b30840","block_type":"box","text":"connection with debt restructurings under a debt restructuring plan introduced by former U.S. Secretary of the","page_number":68,"box":{"x":69,"y":581,"width":784,"height":12}},{"id":"452eb63c-9a16-48cb-8aa7-994e632de3b6","block_type":"box","text":"Treasury, Nicholas F. Brady (the “Brady Plan”). Brady Plan debt restructurings have been implemented in a number of","page_number":68,"box":{"x":68,"y":596,"width":837,"height":12}},{"id":"390c1187-77a7-430e-93bc-ea4abcc472b5","block_type":"box","text":"countries, including: Argentina, Bolivia, Brazil, Bulgaria, Costa Rica, the Dominican Republic, Ecuador, Jordan, Mexico,","page_number":68,"box":{"x":69,"y":612,"width":839,"height":11}},{"id":"e41157f8-7583-4b84-ab67-143b0925ed7d","block_type":"box","text":"Niger, Nigeria, Panama, Peru, the Philippines, Poland, Uruguay, Venezuela, and Vietnam. Beginning in the early","page_number":68,"box":{"x":70,"y":627,"width":786,"height":11}},{"id":"bf464b13-49a7-489f-bd54-cc9dc28b3c9f","block_type":"box","text":"2000s, cer tain countries began retiring their Brady Bonds, including Brazil, Colombia, Mexico, the Philippines, and","page_number":68,"box":{"x":69,"y":642,"width":814,"height":11}},{"id":"494c78c2-a021-48d3-ad0c-385fe743f2cc","block_type":"box","text":"Venezuela.","page_number":68,"box":{"x":68,"y":657,"width":75,"height":9}},{"id":"368acf02-e12a-4421-be0a-292104060639","block_type":"box","text":"Brady Bonds may be collateralized or uncollateralized, are issued in various currencies (primarily the U.S. dollar)","page_number":68,"box":{"x":102,"y":680,"width":798,"height":11}},{"id":"da2960f6-fe6a-4695-9fb4-ee12f500ebd8","block_type":"box","text":"and are actively traded in the OTC secondary market. Brady Bonds are not considered to be U.S. Government","page_number":68,"box":{"x":69,"y":695,"width":780,"height":11}},{"id":"e95dcecb-1621-446d-bc07-08abf9bb55e7","block_type":"box","text":"Securities. U.S. dollar-denominated, collateralized Brady Bonds, which may be fixed rate par bonds or floating rate","page_number":68,"box":{"x":69,"y":710,"width":812,"height":11}},{"id":"768b15e6-796e-4ec6-82eb-a28dfb5ba133","block_type":"box","text":"discount bonds, are generally collateralized in full as to principal by U.S. Treasury zero-coupon bonds having the","page_number":68,"box":{"x":69,"y":725,"width":796,"height":11}},{"id":"7b4a90e2-09be-4082-b252-e4c391720530","block_type":"box","text":"same maturity as the Brady Bonds. Interest payments on these Brady Bonds generally are collateralized on a one","page_number":68,"box":{"x":69,"y":740,"width":812,"height":11}},{"id":"2f35875c-2ed1-4c31-bbba-a80f209d92b0","block_type":"box","text":"year or longer rolling-forward basis by cash or securities in an amount that, in the case of fixed rate bonds, is equal","page_number":68,"box":{"x":68,"y":755,"width":823,"height":11}},{"id":"87db27fc-f14c-4712-80b8-8cd571a142ab","block_type":"box","text":"to at least one year of interest payments or, in the case of floating rate bonds, initially is equal to at least one year’s","page_number":68,"box":{"x":68,"y":770,"width":833,"height":12}},{"id":"01facc89-646f-4bf3-aed0-567c1efb848d","block_type":"box","text":"interest payments based on the applicable interest rate at that time and is adjusted at regular intervals thereafter.","page_number":68,"box":{"x":70,"y":785,"width":816,"height":12}},{"id":"85ea0de3-03bc-4f60-b059-b327f0e1bb5f","block_type":"box","text":"Cer tain Brady Bonds are entitled to “value recovery payments” in cer tain circumstances, which in effect constitute","page_number":68,"box":{"x":69,"y":801,"width":818,"height":11}},{"id":"3b6b3e44-9f24-4e1b-b16a-7a83ba7a4bff","block_type":"box","text":"supplemental interest payments but generally are not collateralized. Brady Bonds are often viewed as having three or","page_number":68,"box":{"x":69,"y":816,"width":835,"height":11}},{"id":"86058a9e-b649-4041-8878-6f9f7f1d93fd","block_type":"box","text":"four valuation components: (i) the collateralized repayment of principal at final maturity; (ii) the collateralized interest","page_number":68,"box":{"x":68,"y":831,"width":832,"height":11}},{"id":"7c1d42a9-8a7b-400f-a96a-4648c95afd9e","block_type":"box","text":"payments; (iii) the uncollateralized interest payments; and (iv) any uncollateralized repayment of principal at maturity","page_number":68,"box":{"x":70,"y":846,"width":828,"height":11}},{"id":"1f2acfdb-8834-4e1c-8477-84df4d307a4f","block_type":"box","text":"(the uncollateralized amounts constitute the “residual risk”).","page_number":68,"box":{"x":69,"y":861,"width":430,"height":11}},{"id":"b7ccf6b0-90eb-4fbc-8c90-4f13ff62dc81","block_type":"box","text":"Brady Bonds involve various risk factors described above associated with investing in foreign securities, including","page_number":68,"box":{"x":102,"y":884,"width":807,"height":11}},{"id":"dd2177fe-7fa6-4dbf-93ae-717589c7b602","block_type":"box","text":"the history of defaults with respect to commercial bank loans by public and private entities of countries issuing Brady","page_number":68,"box":{"x":68,"y":899,"width":838,"height":11}},{"id":"f11eaccb-f110-41b2-9606-02c302517a7d","block_type":"box","text":"II-40","page_number":68,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"7b046dfb-c2aa-48c8-b29e-8e5856e3e8fd","block_type":"box","text":"NM1026U-5981080-68/228","page_number":68,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"77ac8f0d-a1fa-44ca-ad2e-5a64a2eb280c","block_type":"box","text":"Bonds. In light of the residual risk of Brady Bonds and, among other factors, the history of defaults, investments in","page_number":69,"box":{"x":70,"y":45,"width":819,"height":11}},{"id":"dcb4bb45-ad79-4179-a524-d5012f4a18ea","block_type":"box","text":"Brady Bonds are considered speculative. There can be no assurance that Brady Bonds in which the Funds may invest","page_number":69,"box":{"x":70,"y":60,"width":835,"height":11}},{"id":"d21eb516-ddf9-405e-866d-71d1d2355120","block_type":"box","text":"will not be subject to restructuring arrangements or to requests for new credit, which may cause the Funds to suffer a","page_number":69,"box":{"x":68,"y":75,"width":841,"height":11}},{"id":"7a1e70e8-3946-4e78-924e-66018a2d9c45","block_type":"box","text":"loss of interest or principal on any of its holdings.","page_number":69,"box":{"x":70,"y":90,"width":351,"height":11}},{"id":"6eed1667-7e85-4e6e-be69-591c789a345e","block_type":"box","text":"China Investments Risk.","page_number":69,"box":{"x":102,"y":113,"width":171,"height":9}},{"id":"6c0b7d86-892b-49ab-9b10-e6b121729091","block_type":"box","text":"Investments in securities of companies domiciled in the People’s Republic of China (“China” or the “PRC”),","page_number":69,"box":{"x":102,"y":135,"width":763,"height":11}},{"id":"935b1254-5e46-4a08-bb36-0852805a8f57","block_type":"box","text":"including cer tain Hong Kong-listed and U.S.-listed securities, involve a high degree of risk and special considerations","page_number":69,"box":{"x":70,"y":150,"width":830,"height":12}},{"id":"a1a3ac89-077b-4770-b233-a91dc1966dc2","block_type":"box","text":"not typically associated with investing in the U.S. securities markets. Such heightened risks include, among others,","page_number":69,"box":{"x":69,"y":166,"width":821,"height":11}},{"id":"290433da-b6d5-4b61-8d6b-8c8714106232","block_type":"box","text":"an authoritarian government, popular unrest associated with demands for improved political, economic and social","page_number":69,"box":{"x":69,"y":181,"width":809,"height":11}},{"id":"f5153934-ad66-419a-aa0e-349c0573137a","block_type":"box","text":"conditions, the impact of regional conflict on the economy and hostile relations with other countries.","page_number":69,"box":{"x":69,"y":196,"width":713,"height":11}},{"id":"8e8eccc7-d3b8-4c41-96d9-8a1f99db47e9","block_type":"box","text":"Military conflicts, either in response to internal social unrest or conflicts with other countries, could disrupt","page_number":69,"box":{"x":102,"y":218,"width":762,"height":12}},{"id":"5240c7a0-3d3f-44fa-abe4-fa7e85d6d1aa","block_type":"box","text":"economic development. The Chinese economy is vulnerable to the long-running disagreements and religious and","page_number":69,"box":{"x":69,"y":234,"width":800,"height":11}},{"id":"e87684fa-1bb4-43c0-86d4-ca81d3554a28","block_type":"box","text":"nationalist disputes with Tibet and the Xinjiang region. Since 1997, there have been tensions between the Chinese","page_number":69,"box":{"x":69,"y":249,"width":820,"height":11}},{"id":"9a017fa8-0aad-4323-a3c3-68bab3314bd1","block_type":"box","text":"government and many people in Hong Kong who perceive China as tightening control over Hong Kong’s semi","page_number":69,"box":{"x":68,"y":264,"width":777,"height":11}},{"id":"084167ff-a706-4c3a-8674-3772a39a4dcf","block_type":"box","text":"autonomous liberal political, economic, legal, and social framework. Protests and unrest have increased tensions","page_number":69,"box":{"x":69,"y":279,"width":809,"height":11}},{"id":"5debd210-63c4-4e2f-a83e-f43de764c7df","block_type":"box","text":"even fur ther. Due to the interconnected nature of the Hong Kong and Chinese economies, this instability in Hong","page_number":69,"box":{"x":69,"y":294,"width":805,"height":11}},{"id":"02becbfa-e040-4183-ac6b-128ca84b7209","block_type":"box","text":"Kong may cause uncer tainty in the Hong Kong and Chinese markets. China has a complex territorial dispute","page_number":69,"box":{"x":70,"y":309,"width":770,"height":11}},{"id":"38c5edc7-3e8d-437b-8176-b4ad4e740e87","block_type":"box","text":"regarding the sovereignty of Taiwan and has made threats of invasion. Taiwan-based companies and individuals are","page_number":69,"box":{"x":69,"y":324,"width":821,"height":12}},{"id":"8197b0eb-2fd3-4124-a152-f56f74c88c81","block_type":"box","text":"significant investors in China. The continuing hostility between China and Taiwan may have an adverse impact on the","page_number":69,"box":{"x":69,"y":339,"width":831,"height":12}},{"id":"89364156-4e13-45d8-a0fc-cc0eb749cdcb","block_type":"box","text":"value of the Fund’s investments in China or Taiwan, may cause a suspension in a Fund’s ability to trade in cer tain","page_number":69,"box":{"x":68,"y":355,"width":812,"height":11}},{"id":"ddc3285f-135b-4d17-84a5-d0411897f4d8","block_type":"box","text":"securities or other assets or may otherwise make such investments impracticable or impossible. Any escalation of","page_number":69,"box":{"x":69,"y":370,"width":818,"height":11}},{"id":"7bc62654-74bf-43ee-8b2d-1ae98c00b55a","block_type":"box","text":"hostility between China and Taiwan would likely have a significant adverse impact on the value of the Fund’s","page_number":69,"box":{"x":69,"y":385,"width":769,"height":11}},{"id":"5452dda6-9bad-4795-b1c6-44aa775c1bc2","block_type":"box","text":"investments in both countries and the region. In addition, China has strained international relations with Japan, India,","page_number":69,"box":{"x":70,"y":400,"width":836,"height":11}},{"id":"12a79a0a-7ef5-4c61-9af1-64efa568af4d","block_type":"box","text":"the Philippines and other neighbors due to territorial disputes, historical animosities and other defense concerns.","page_number":69,"box":{"x":68,"y":415,"width":810,"height":11}},{"id":"3b88a451-f207-4f23-9b17-8f3a859077d7","block_type":"box","text":"Frictions between China and the Philippines in the South China Sea pose a risk of escalation potentially leading to","page_number":69,"box":{"x":70,"y":430,"width":813,"height":11}},{"id":"69cbc072-5d4b-454f-9f2e-e0200919e24d","block_type":"box","text":"military conflict. Additionally, China is alleged to have par ticipated in state-sponsored cyberattacks against foreign","page_number":69,"box":{"x":69,"y":445,"width":811,"height":12}},{"id":"833bae58-7c95-4671-b5a5-3b921af16903","block_type":"box","text":"companies and foreign governments. Actual and threatened responses to such activity and strained international","page_number":69,"box":{"x":69,"y":460,"width":804,"height":12}},{"id":"312a3351-058b-454a-9c93-b4c22697f969","block_type":"box","text":"relations, including purchasing restrictions, sanctions, tariffs or cyberattacks on the Chinese government or Chinese","page_number":69,"box":{"x":69,"y":475,"width":829,"height":12}},{"id":"2ed768c6-ba65-42c0-b720-9ff1754591e9","block_type":"box","text":"companies, may impact China’s economy and Chinese issuers of securities in which a Fund invests. China could be","page_number":69,"box":{"x":69,"y":491,"width":825,"height":11}},{"id":"7ba19314-a3c1-4e4a-b602-90f0333427e1","block_type":"box","text":"affected by military events on the Korean peninsula or internal instability within Nor th Korea. These situations may","page_number":69,"box":{"x":69,"y":506,"width":819,"height":11}},{"id":"5b7aae43-337e-4080-bb7c-03faacdbdac7","block_type":"box","text":"cause uncer tainty in the Chinese market and may adversely affect the per formance of the Chinese economy.","page_number":69,"box":{"x":69,"y":521,"width":776,"height":11}},{"id":"3e2822ee-87ce-458a-8bd4-f9adac446737","block_type":"box","text":"The Chinese government has implemented economic reforms in order to liberalize trade policy, promote foreign","page_number":69,"box":{"x":101,"y":543,"width":792,"height":12}},{"id":"966a718a-901c-4414-8f66-e39d51c03fa7","block_type":"box","text":"investment in the economy, reduce government control of the economy and develop market mechanisms. However,","page_number":69,"box":{"x":70,"y":559,"width":818,"height":11}},{"id":"d8b22e02-f3c8-4b7c-88be-8a3a9311bafd","block_type":"box","text":"the Chinese government still exercises substantial influence over many aspects of the private sector and may own or","page_number":69,"box":{"x":68,"y":574,"width":835,"height":11}},{"id":"3cde86ec-bdc8-42e1-b52a-8b9c3da01deb","block_type":"box","text":"control many companies. Chinese companies, such as those in the financial services or technology sectors, and","page_number":69,"box":{"x":69,"y":589,"width":802,"height":11}},{"id":"f05770d7-df82-4dea-b2d5-cb0295acc783","block_type":"box","text":"potentially other sectors in the future, are subject to the risk that Chinese authorities can intervene in their","page_number":69,"box":{"x":70,"y":604,"width":763,"height":11}},{"id":"0b3f58c7-8fb6-4c79-9475-bd488cd06b36","block_type":"box","text":"operations and structure. The Chinese government continues to maintain a major role in economic policymaking and","page_number":69,"box":{"x":69,"y":619,"width":829,"height":11}},{"id":"f5d43ca2-b181-4fdf-b1b5-d19e54fa6103","block_type":"box","text":"investing in China involves risk of loss due to expropriation, nationalization, confiscation of assets and proper ty or","page_number":69,"box":{"x":70,"y":634,"width":813,"height":12}},{"id":"d86704d5-07ed-4c3f-b8b9-1683c9a12e2e","block_type":"box","text":"the imposition of restrictions on foreign investments and on repatriation of capital invested.","page_number":69,"box":{"x":68,"y":649,"width":653,"height":12}},{"id":"6621627c-3dec-4869-b6ec-8c3e4c786799","block_type":"box","text":"The Chinese government may intervene in the Chinese financial markets, such as by the imposition of trading","page_number":69,"box":{"x":101,"y":672,"width":783,"height":11}},{"id":"3da10a04-f4b6-4d01-914b-d165b75f615a","block_type":"box","text":"restrictions, a ban on “naked” shor t selling or the suspension of shor t selling for cer tain stocks. This may affect","page_number":69,"box":{"x":69,"y":687,"width":805,"height":11}},{"id":"33781a48-db46-4bb3-a07a-5fa404f9ec13","block_type":"box","text":"market price and liquidity of these stocks, and may have an unpredictable impact on the investment activities of the","page_number":69,"box":{"x":69,"y":702,"width":827,"height":11}},{"id":"8ef9f7af-1c19-4f51-a7fd-aba61ea4cdae","block_type":"box","text":"Funds. Fur thermore, such market interventions may have a negative impact on market sentiment which may in turn","page_number":69,"box":{"x":70,"y":718,"width":821,"height":11}},{"id":"33a95a38-88fb-43fc-b4ad-e83c5f0d8c20","block_type":"box","text":"affect the per formance of the securities markets and as a result the per formance of the Funds.","page_number":69,"box":{"x":69,"y":732,"width":683,"height":11}},{"id":"e85eee2e-4348-41c4-9602-f1d7c26c5ea9","block_type":"box","text":"In addition, there is less regulation and monitoring of Chinese securities markets and the activities of investors,","page_number":69,"box":{"x":102,"y":755,"width":797,"height":11}},{"id":"d8941378-8a39-4bbf-af8d-df74acb33095","block_type":"box","text":"brokers and other par ticipants than in the United States. Accordingly, issuers of securities in China, including","page_number":69,"box":{"x":69,"y":770,"width":779,"height":12}},{"id":"7c828c48-c87c-48ed-b659-07e460afdf4b","block_type":"box","text":"Chinese companies that are listed on U.S. exchanges, are not subject to the same degree of regulation as are U.S.","page_number":69,"box":{"x":69,"y":785,"width":822,"height":12}},{"id":"fbb8c268-ba27-4e66-94c8-dabef6bcf74c","block_type":"box","text":"issuers with respect to such matters as insider trading rules, tender offer regulation, accounting standards or auditor","page_number":69,"box":{"x":70,"y":801,"width":836,"height":11}},{"id":"301c24d1-adce-4a19-a1e6-62914e820dbd","block_type":"box","text":"oversight, stockholder proxy requirements and the requirements mandating timely and accurate disclosure of","page_number":69,"box":{"x":69,"y":816,"width":778,"height":11}},{"id":"8fa32e9a-c48e-451b-b103-84f23317eef0","block_type":"box","text":"information. Securities markets in China are in the process of change and fur ther development. This may lead to","page_number":69,"box":{"x":70,"y":831,"width":803,"height":11}},{"id":"1078cce7-6a7a-4506-9043-5642db7419a4","block_type":"box","text":"trading volatility, difficulty in the settlement and recording of transactions and difficulty in interpreting and applying","page_number":69,"box":{"x":68,"y":846,"width":816,"height":11}},{"id":"29e0dbe1-6b94-468c-b715-fc58db53a290","block_type":"box","text":"the relevant regulation. Custodians may not be able to offer the level of service and safe-keeping in relation to the","page_number":69,"box":{"x":68,"y":861,"width":816,"height":11}},{"id":"f0efbedc-0976-42ff-9a11-b9386ff305c6","block_type":"box","text":"settlement and administration of securities in China that is customary in more developed markets. In par ticular,","page_number":69,"box":{"x":69,"y":876,"width":798,"height":11}},{"id":"9928ebe0-df1c-4a12-ae2d-5d1780339c14","block_type":"box","text":"there is a risk that a Fund may not be recognized as the owner of securities that are held on behalf of the Fund by a","page_number":69,"box":{"x":68,"y":891,"width":826,"height":12}},{"id":"89b59fcc-c070-49f2-8270-5e6f48195776","block_type":"box","text":"sub-custodian.","page_number":69,"box":{"x":69,"y":907,"width":102,"height":8}},{"id":"3e63bea2-e850-4c94-8f62-41c7a79b946d","block_type":"box","text":"II-41","page_number":69,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"61cd1d53-aca0-4803-8ac4-28085e0a153c","block_type":"box","text":"NM1026U-5981080-69/228","page_number":69,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"0dc3b0dc-1340-4917-a2fb-1d9144fcbc62","block_type":"box","text":"There may be significant obstacles to obtaining information necessary for investigations into or litigation against","page_number":70,"box":{"x":101,"y":45,"width":801,"height":11}},{"id":"d1334712-3eac-41c6-9f8d-2feb1fcb6e28","block_type":"box","text":"Chinese companies, and shareholders may have limited legal remedies. The Funds do not select investments based","page_number":70,"box":{"x":69,"y":60,"width":829,"height":11}},{"id":"56613abd-4784-4e32-9609-e8e8a5c34132","block_type":"box","text":"on investor protection considerations.","page_number":70,"box":{"x":69,"y":75,"width":268,"height":11}},{"id":"52d60786-f4d2-4da8-a5fb-81ac2969570f","block_type":"box","text":"The Chinese government historically took positions that prevented the U.S. Public Company Accounting Oversight","page_number":70,"box":{"x":101,"y":98,"width":806,"height":11}},{"id":"519a9718-1a73-4486-9b6c-ca26a8c28061","block_type":"box","text":"Board (“PCAOB”) from inspecting the audit work and practices of accounting firms in mainland China and Hong Kong","page_number":70,"box":{"x":70,"y":113,"width":829,"height":11}},{"id":"847f58c7-5ff9-4d16-9f9c-06a5cf3d4d32","block_type":"box","text":"for compliance with U.S. law and professional standards. On August 26, 2022, the PCAOB signed a Statement of","page_number":70,"box":{"x":68,"y":128,"width":810,"height":11}},{"id":"54a069ba-e863-4c19-be10-b631f2625507","block_type":"box","text":"Protocol with the China Securities Regulatory Commission and the Ministry of Finance of the PRC, which marked the","page_number":70,"box":{"x":69,"y":143,"width":829,"height":11}},{"id":"d67d7c61-e518-45fe-99e1-272852233da9","block_type":"box","text":"first step toward opening access for the PCAOB to inspect and investigate registered public accounting firms","page_number":70,"box":{"x":68,"y":158,"width":774,"height":11}},{"id":"bba4dbe3-9c61-47a5-849d-314a01068463","block_type":"box","text":"headquar tered in mainland China and Hong Kong completely in accordance with U.S. law. However, as this","page_number":70,"box":{"x":69,"y":173,"width":760,"height":11}},{"id":"f120d4cf-7c05-4382-bbcb-1acb5e3ee0eb","block_type":"box","text":"development is relatively recent, the implementation of the Statement of Protocol remains to be tested. Audits","page_number":70,"box":{"x":69,"y":188,"width":788,"height":11}},{"id":"ed20552b-c048-4031-bd9e-3ecec85a072f","block_type":"box","text":"per formed by PCAOB-registered accounting firms in mainland China and Hong Kong may be less reliable than those","page_number":70,"box":{"x":70,"y":203,"width":822,"height":12}},{"id":"e81b1b25-35c4-4fed-8ccb-3de1d0e3fc8f","block_type":"box","text":"per formed by firms subject to PCAOB inspection. Accordingly, information about the Chinese securities in which the","page_number":70,"box":{"x":70,"y":218,"width":821,"height":12}},{"id":"8b710830-d206-4601-bd12-b54774bb8e87","block_type":"box","text":"Funds invest may be less reliable or complete. Under amendments to the Sarbanes-Oxley Act enacted in December","page_number":70,"box":{"x":70,"y":234,"width":820,"height":11}},{"id":"6f8f3fe1-31f4-4eed-9f18-9e66dc576849","block_type":"box","text":"2020, which requires that the PCAOB be permitted to inspect the accounting firm of a U.S.-listed Chinese issuer,","page_number":70,"box":{"x":69,"y":249,"width":805,"height":11}},{"id":"23827d8a-6715-4134-8c9d-21b0d1b10ef8","block_type":"box","text":"Chinese companies with securities listed on U.S. exchanges may be delisted if the PCAOB is unable to inspect the","page_number":70,"box":{"x":69,"y":264,"width":816,"height":11}},{"id":"c38e5d97-0be8-4732-8c79-aab82bb590e5","block_type":"box","text":"accounting firm.","page_number":70,"box":{"x":69,"y":279,"width":112,"height":11}},{"id":"d350b859-8bbc-4c42-be18-c72a37e196dc","block_type":"box","text":"The Renminbi (“RMB”) is currently not a freely conver tible currency and is subject to foreign exchange control","page_number":70,"box":{"x":101,"y":302,"width":780,"height":11}},{"id":"0633f07a-63b7-45c3-bd30-3b3c18b24860","block_type":"box","text":"policies and repatriation restrictions imposed by the Chinese government. The imposition of currency controls may","page_number":70,"box":{"x":70,"y":317,"width":815,"height":11}},{"id":"a257cb35-6347-4878-8a56-84c6a88107f8","block_type":"box","text":"negatively impact per formance and liquidity of the Funds as capital may become trapped in the PRC. The Funds could","page_number":70,"box":{"x":69,"y":332,"width":837,"height":11}},{"id":"b3e01e99-acac-4f51-a38d-2d2759000487","block_type":"box","text":"be adversely affected by delays in, or a refusal to grant, any required governmental approval for repatriation of","page_number":70,"box":{"x":69,"y":347,"width":787,"height":11}},{"id":"eac49ae8-e764-4502-8493-36da98341528","block_type":"box","text":"capital, as well as by the application to the Funds of any restrictions on investments. Investing in entities either in, or","page_number":70,"box":{"x":69,"y":362,"width":837,"height":11}},{"id":"73a4599b-a594-41ac-a3e7-899315880f01","block_type":"box","text":"which have a substantial por tion of their operations in, the PRC may require the Funds to adopt special procedures,","page_number":70,"box":{"x":68,"y":377,"width":825,"height":11}},{"id":"7356206e-a40b-4a5d-b8a6-d9d781be0421","block_type":"box","text":"seek local government approvals or take other actions, each of which may involve additional costs and delays to the","page_number":70,"box":{"x":69,"y":392,"width":828,"height":12}},{"id":"da0651b6-260d-4c40-b07a-ee47e85bfc43","block_type":"box","text":"Funds. The Fund may also incur costs in connection with conversions between U.S. dollars and RMB, as well as in","page_number":70,"box":{"x":70,"y":408,"width":812,"height":11}},{"id":"816e6990-5dfd-4c0a-8eb8-5cc7538ba088","block_type":"box","text":"connection with conversions between the two separate types of RMB, the onshore RMB (“CNY”) and the offshore","page_number":70,"box":{"x":69,"y":423,"width":808,"height":11}},{"id":"abb31f75-9fb5-42fd-88e5-f36b802a9dff","block_type":"box","text":"RMB (“CNH”).","page_number":70,"box":{"x":70,"y":438,"width":97,"height":11}},{"id":"535ecbad-ebf8-4849-b7eb-969408623e1e","block_type":"box","text":"Many Chinese companies listed on U.S. exchanges use variable interest entities or “VIEs” in their structure as a","page_number":70,"box":{"x":102,"y":460,"width":802,"height":12}},{"id":"07498087-937e-4fec-a0ef-435d3cd3d2ff","block_type":"box","text":"result of foreign ownership restrictions. In a VIE structure, a Chinese operating company establishes a shell company","page_number":70,"box":{"x":69,"y":475,"width":837,"height":12}},{"id":"7a4ddb3f-0e88-4ba6-8071-2dfd841e4536","block_type":"box","text":"in another jurisdiction to issue stock to public shareholders. When a VIE structure is used by a Chinese company to","page_number":70,"box":{"x":70,"y":491,"width":822,"height":11}},{"id":"2169ac66-2f26-461e-a083-24cfaf0bf72f","block_type":"box","text":"list its stock in the U.S., instead of owning the equity securities of the Chinese company, the U.S.-listed shell","page_number":70,"box":{"x":70,"y":506,"width":775,"height":11}},{"id":"88dd5524-e6bb-4bfc-ae3a-8a1adc784e00","block_type":"box","text":"company directly or indirectly enters into contracts with the Chinese operating company under Chinese law. These","page_number":70,"box":{"x":69,"y":521,"width":809,"height":11}},{"id":"595931d8-06a7-4272-b632-98de21761e98","block_type":"box","text":"contracts provide the U.S.-listed shell company with only economic exposure to the Chinese company and do not","page_number":70,"box":{"x":69,"y":536,"width":803,"height":11}},{"id":"760d819e-8206-4f72-b3c3-2064dfb8263d","block_type":"box","text":"represent equity ownership in the operating company.","page_number":70,"box":{"x":69,"y":551,"width":380,"height":11}},{"id":"2840d187-ef21-4d24-bae7-b80875e7f43d","block_type":"box","text":"While VIEs are a longstanding practice that is well known to Chinese officials and regulators, they have not been","page_number":70,"box":{"x":101,"y":574,"width":801,"height":11}},{"id":"8e50f899-db4d-4692-97d2-27c19333eddc","block_type":"box","text":"formally recognized under Chinese law. The Chinese government has provided guidance to and placed restrictions on","page_number":70,"box":{"x":68,"y":589,"width":833,"height":11}},{"id":"f9f54304-6eb8-4b6a-9a5d-96092438089b","block_type":"box","text":"Chinese-based companies raising capital offshore, including through VIEs. In 2023, the China Securities Regulatory","page_number":70,"box":{"x":69,"y":604,"width":825,"height":11}},{"id":"cad58bc2-de26-4fe3-87aa-e91580577c75","block_type":"box","text":"Commission (“CSRC”) released new rules that permit the use of VIE structures, provided they abide by Chinese laws","page_number":70,"box":{"x":69,"y":619,"width":832,"height":11}},{"id":"96788783-6b1f-4f5c-bf53-1662aa4aef55","block_type":"box","text":"and register with the CSRC. The rules, however, may cause Chinese companies to undergo greater scrutiny and add","page_number":70,"box":{"x":69,"y":634,"width":826,"height":12}},{"id":"835b5c90-11ef-49f0-a1ed-a317502ae7fb","block_type":"box","text":"costs to VIE structures. Intervention, rulemaking or guidance by the Chinese government with respect to VIE","page_number":70,"box":{"x":69,"y":649,"width":770,"height":12}},{"id":"115622f5-f72c-421f-9e52-5ec6886086e8","block_type":"box","text":"structures or the non-enforcement of VIE-related contractual rights could significantly affect the operating company’s","page_number":70,"box":{"x":69,"y":664,"width":829,"height":12}},{"id":"913c72c3-d0e9-4c30-9a5a-856937e13418","block_type":"box","text":"business in China, the enforceability of the U.S.-listed shell company’s contractual arrangements with the Chinese","page_number":70,"box":{"x":69,"y":680,"width":815,"height":11}},{"id":"c0810ef3-605d-46b1-aedd-509d506163d5","block_type":"box","text":"company and the value of the U.S.-listed stock. Fur ther, the VIE contractual arrangement would likely be subject to","page_number":70,"box":{"x":69,"y":695,"width":815,"height":11}},{"id":"196d6629-5ab2-4241-9ed8-8c140e9f27d7","block_type":"box","text":"Chinese law and jurisdiction, and remedies available to the U.S.-listed shell company are uncer tain and could be","page_number":70,"box":{"x":69,"y":710,"width":802,"height":11}},{"id":"32f2cdcd-336f-4eea-8342-6d9676b082dd","block_type":"box","text":"ineffective. In addition to the risk of government intervention, investments through a VIE structure are subject to the","page_number":70,"box":{"x":70,"y":725,"width":828,"height":11}},{"id":"dbc81ba1-a45b-4942-bdee-0178a0366a51","block_type":"box","text":"risk that the China-based company (or its officers, directors, or Chinese equity owners) may breach those contractual","page_number":70,"box":{"x":69,"y":740,"width":833,"height":11}},{"id":"655e0271-f505-45d1-8335-1206cc7037d6","block_type":"box","text":"arrangements, or Chinese law changes in a way that adversely affects the enforceability of these arrangements, or","page_number":70,"box":{"x":69,"y":755,"width":819,"height":11}},{"id":"612ea1db-04e6-48c0-9e0b-19349b26ea77","block_type":"box","text":"those contracts are otherwise not enforceable under Chinese law, in which case the Fund may suffer significant","page_number":70,"box":{"x":68,"y":770,"width":798,"height":12}},{"id":"5312d53a-0284-4b32-8eea-477ecb314492","block_type":"box","text":"losses on its investments through a VIE structure with little or no recourse available. Any change in the operations of","page_number":70,"box":{"x":70,"y":785,"width":833,"height":12}},{"id":"9ee29a5a-d392-4753-af27-7803f37d5371","block_type":"box","text":"entities in a VIE structure, the status of VIE contractual arrangements or the legal or regulatory environment in China,","page_number":70,"box":{"x":69,"y":801,"width":837,"height":11}},{"id":"c923381b-7159-449e-876a-026189e075f2","block_type":"box","text":"generally or with respect to specific industries, could result in significant, and possibly permanent and/or total,","page_number":70,"box":{"x":68,"y":816,"width":792,"height":11}},{"id":"c3789895-fb61-463f-b198-15a8a15cdc52","block_type":"box","text":"losses to a Fund.","page_number":70,"box":{"x":70,"y":831,"width":120,"height":9}},{"id":"99f69db6-25a9-422c-8d90-3869c81f2b5e","block_type":"box","text":"While the Chinese economy has experienced past periods of rapid growth, there is no assurance that such","page_number":70,"box":{"x":101,"y":853,"width":760,"height":12}},{"id":"855804be-7cc3-49c2-9615-e27dc38c5d70","block_type":"box","text":"growth rates will recur. Other economic challenges for China include indebtedness, weak consumer demand, trade","page_number":70,"box":{"x":68,"y":869,"width":815,"height":11}},{"id":"bbef2118-6c76-4045-9077-3274a7a8393f","block_type":"box","text":"tensions, and an aging population. China continues to face pressure from its trading par tners over its expor ting of its","page_number":70,"box":{"x":68,"y":884,"width":837,"height":11}},{"id":"aec636ae-01f1-4dbd-993b-88aeb55e1ad3","block_type":"box","text":"excess industrial capacity and overall approach to economic management. China’s economy is heavily dependent on","page_number":70,"box":{"x":69,"y":899,"width":830,"height":11}},{"id":"ec598dcc-ec1f-475d-bcde-7959f53a286d","block_type":"box","text":"II-42","page_number":70,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"1965d793-88c3-45a8-bf9f-22b27e6da2cd","block_type":"box","text":"NM1026U-5981080-70/228","page_number":70,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"71f5f914-69f9-4c63-8e57-c38242c19934","block_type":"box","text":"expor t growth. Reduction in spending on Chinese products and services, supply chain diversification, institution of","page_number":71,"box":{"x":69,"y":45,"width":815,"height":11}},{"id":"858e0a41-a000-4022-9aba-2f166513952f","block_type":"box","text":"additional tariffs, sanctions or other trade barriers (including as a result of heightened trade tensions between China","page_number":71,"box":{"x":69,"y":60,"width":832,"height":11}},{"id":"28d21cb5-dd32-4eaf-b856-93cb9d209308","block_type":"box","text":"and the United States or in response to actual or alleged Chinese cyber activity) or a downturn in any of the","page_number":71,"box":{"x":69,"y":75,"width":765,"height":11}},{"id":"8d9f2a23-7902-4658-a172-ecf1b654025d","block_type":"box","text":"economies of China’s key trading par tners may have an adverse impact on the Chinese economy and the companies","page_number":71,"box":{"x":69,"y":90,"width":833,"height":11}},{"id":"b48ced25-f863-49f7-bd00-b1107a8c101e","block_type":"box","text":"in which a Fund invests. Cer tain Chinese companies (which may change from time to time) are directly or indirectly","page_number":71,"box":{"x":70,"y":105,"width":816,"height":11}},{"id":"092ee93b-7f84-4ffe-9993-bfed68086143","block_type":"box","text":"subject to economic or trade restrictions imposed by the U.S. or other governments due to national security, human","page_number":71,"box":{"x":69,"y":120,"width":824,"height":12}},{"id":"3aa737d1-19b9-4c9b-a56c-88e8aea603f6","block_type":"box","text":"rights or other concerns of such government. For example, cer tain foreign technology companies are subject to U.S.","page_number":71,"box":{"x":69,"y":135,"width":825,"height":12}},{"id":"3f07f432-6c63-4cee-88f6-e9fe90d91569","block_type":"box","text":"expor t controls as those companies are believed to pose a risk to U.S. interests. The U.S. also bans impor ts of","page_number":71,"box":{"x":69,"y":150,"width":798,"height":11}},{"id":"dce564d7-9ad8-42d2-bc5f-70f7580c0c4b","block_type":"box","text":"goods produced in cer tain regions of China or by cer tain Chinese companies due to concerns about forced labor.","page_number":71,"box":{"x":68,"y":166,"width":805,"height":11}},{"id":"8a7a330c-c329-45be-9544-d955934411a8","block_type":"box","text":"Such restrictions may have unanticipated and adverse effects on the Chinese economy and companies. Any action","page_number":71,"box":{"x":69,"y":181,"width":817,"height":11}},{"id":"813cfff6-6a4d-4135-bfc9-cd509de07929","block_type":"box","text":"that targets Chinese financial markets or securities exchanges could inter fere with orderly trading, delay settlement","page_number":71,"box":{"x":68,"y":196,"width":825,"height":11}},{"id":"c7dcd281-8fd3-47d3-bc7d-774f75255cc6","block_type":"box","text":"or cause market disruptions. Cer tain companies may be subject to economic or trade restrictions (but not investment","page_number":71,"box":{"x":69,"y":211,"width":839,"height":11}},{"id":"20bac7c7-c384-49e0-a677-dce2ff053b87","block_type":"box","text":"restrictions) imposed by the U.S. or other governments due to national security, human rights or other concerns of","page_number":71,"box":{"x":69,"y":226,"width":815,"height":11}},{"id":"e4f47fb9-67e5-4a50-8660-e4a53085b746","block_type":"box","text":"such government. So long as these restrictions do not include restrictions on investments, the Fund may invest in","page_number":71,"box":{"x":69,"y":241,"width":812,"height":11}},{"id":"cd0da1e1-d28e-481d-bbe9-9af91d511d12","block_type":"box","text":"such companies.","page_number":71,"box":{"x":69,"y":257,"width":119,"height":10}},{"id":"f1e9c852-ee88-420b-8805-d6c8d3e323c2","block_type":"box","text":"The tax laws and regulations in the PRC are subject to change, including the issuance of authoritative guidance","page_number":71,"box":{"x":101,"y":279,"width":792,"height":11}},{"id":"763d13b8-c190-4106-9839-88da7a026314","block_type":"box","text":"or enforcement, possibly with retroactive effect. The interpretation, applicability and enforcement of such laws by PRC","page_number":71,"box":{"x":69,"y":294,"width":840,"height":11}},{"id":"ee8dad1e-def0-4ccc-b08d-74205d23da2a","block_type":"box","text":"tax authorities are not as consistent and transparent as those of more developed nations, and may vary over time","page_number":71,"box":{"x":68,"y":309,"width":815,"height":11}},{"id":"7f9ffa9a-3428-498d-b892-a9489c523eb9","block_type":"box","text":"and from region to region. The application and enforcement of PRC tax rules could have a significant adverse effect","page_number":71,"box":{"x":69,"y":324,"width":823,"height":12}},{"id":"2be939c6-9ac4-4691-a32d-999782fd609a","block_type":"box","text":"on a Fund and its investors, par ticularly in relation to capital gains withholding tax imposed upon non-residents. In","page_number":71,"box":{"x":69,"y":340,"width":812,"height":11}},{"id":"7e4cb343-927f-4fa8-a7b6-4321f27ac0d2","block_type":"box","text":"addition, the accounting, auditing and financial repor ting standards and practices applicable to Chinese companies","page_number":71,"box":{"x":69,"y":355,"width":821,"height":11}},{"id":"ce0d0499-7c77-4ff0-a94e-d5f78f9197b4","block_type":"box","text":"may be less rigorous, and may result in significant differences between financial statements prepared in accordance","page_number":71,"box":{"x":69,"y":370,"width":832,"height":11}},{"id":"c917af06-273c-475b-8c73-b506c9be4509","block_type":"box","text":"with PRC accounting standards and practice and those prepared in accordance with international accounting","page_number":71,"box":{"x":68,"y":385,"width":773,"height":11}},{"id":"081be30f-3e86-4e66-a12e-034a34c3400c","block_type":"box","text":"standards.","page_number":71,"box":{"x":69,"y":400,"width":74,"height":9}},{"id":"8b34ac45-7a38-460d-8634-207de4f6c2ac","block_type":"box","text":"From time to time and in recent years, China has experienced outbreaks of infectious illnesses and the country","page_number":71,"box":{"x":102,"y":423,"width":794,"height":11}},{"id":"b72e005b-2388-4d0c-8c74-0db9a0d47811","block_type":"box","text":"may be subject to other public health threats, infectious illnesses, diseases or similar issues in the future. Any","page_number":71,"box":{"x":69,"y":438,"width":792,"height":11}},{"id":"4d953896-547c-4dc9-9c8c-4227276848ed","block_type":"box","text":"spread of an infectious illness, public health threat or similar issue could reduce consumer demand or economic","page_number":71,"box":{"x":69,"y":453,"width":803,"height":11}},{"id":"10200bfe-f240-4a65-943e-5c542af93b80","block_type":"box","text":"output, result in market closures, travel restrictions or quarantines, and generally have a significant impact on the","page_number":71,"box":{"x":69,"y":468,"width":811,"height":11}},{"id":"66535de6-69de-44a1-b611-16ee75f739aa","block_type":"box","text":"Chinese economy, which in turn could adversely affect a Fund’s investments.","page_number":71,"box":{"x":69,"y":483,"width":548,"height":11}},{"id":"4958be2a-5dba-44cd-8f53-0c58d6e998db","block_type":"box","text":"Risk of Investing through Stock Connect.","page_number":71,"box":{"x":102,"y":506,"width":288,"height":11}},{"id":"ac253f44-c61d-4caa-ad95-486d8bcae633","block_type":"box","text":"General","page_number":71,"box":{"x":102,"y":529,"width":55,"height":8}},{"id":"56791f6a-da54-40ed-8287-01548da0a10c","block_type":"box","text":". China A-shares are equity securities of companies domiciled in China that trade on Chinese stock","page_number":71,"box":{"x":158,"y":528,"width":704,"height":12}},{"id":"7ea8bc82-edec-45fa-8b85-08ac7d7e1b56","block_type":"box","text":"exchanges such as the Shanghai Stock Exchange (“SSE”), the Shenzhen Stock Exchange (“SZSE”) and the Beijing","page_number":71,"box":{"x":69,"y":544,"width":815,"height":11}},{"id":"6f035252-b8f2-496c-ace3-d04a261a5d32","block_type":"box","text":"Stock Exchange (“BSE”) (“A-shares”). Foreign investment in A-shares on the SSE and SZSE is not permitted, other","page_number":71,"box":{"x":69,"y":559,"width":815,"height":11}},{"id":"f0ea46c4-8658-4995-841f-505022aa92f7","block_type":"box","text":"than pursuant to available exceptions, such as through a qualified foreign investor approved pursuant to the relevant","page_number":71,"box":{"x":68,"y":574,"width":833,"height":11}},{"id":"22161e80-6a87-4093-95d4-a59b73907672","block_type":"box","text":"mainland China laws and regulations as may be promulgated and/or amended from time to time (“QFI”).","page_number":71,"box":{"x":69,"y":589,"width":744,"height":11}},{"id":"6e9208e8-22d9-4d19-b3d2-446c64577a31","block_type":"box","text":"Investment in eligible exchange traded funds and A-shares listed and traded on the SSE or SZSE (“Stock","page_number":71,"box":{"x":102,"y":612,"width":745,"height":11}},{"id":"a975296a-a4e1-4035-8cd1-11fbe602c807","block_type":"box","text":"Connect Securities”) is also permitted through the Shanghai-Hong Kong Stock Connect program or the Shenzhen","page_number":71,"box":{"x":69,"y":627,"width":807,"height":11}},{"id":"cb0a0e2b-0881-4fb9-ba44-ebeeb38252b6","block_type":"box","text":"Hong Kong Stock Connect program, as applicable (each, a “Stock Connect” and collectively, “Stock Connects”). Each","page_number":71,"box":{"x":70,"y":642,"width":834,"height":11}},{"id":"6ce7c823-5cdb-4c63-830d-6cd9baadefe9","block_type":"box","text":"Stock Connect is a securities trading and clearing links program established by The Stock Exchange of Hong Kong","page_number":71,"box":{"x":69,"y":657,"width":812,"height":11}},{"id":"fc7ed8b4-921a-440b-aad3-3ef469b4966f","block_type":"box","text":"Limited (“SEHK”), the Hong Kong Securities Clearing Company Limited (“HKSCC”), the SSE or SZSE, as applicable,","page_number":71,"box":{"x":70,"y":672,"width":819,"height":11}},{"id":"126c4316-08d3-4850-9898-1bd163923912","block_type":"box","text":"and China Securities Depository and Clearing Corporation Limited (“CSDCC”) that aims to provide mutual stock","page_number":71,"box":{"x":69,"y":687,"width":793,"height":11}},{"id":"e363f761-d55a-45db-b1b9-8636f39b2212","block_type":"box","text":"market access between the PRC and Hong Kong by permitting investors to trade and settle shares on each market","page_number":71,"box":{"x":69,"y":702,"width":818,"height":12}},{"id":"f9305860-35a2-4265-be62-abc8bc63927c","block_type":"box","text":"through their local securities brokers. Under Stock Connects, a Fund’s trading of Stock Connect Securities listed on","page_number":71,"box":{"x":68,"y":717,"width":824,"height":12}},{"id":"45967b7d-6a8d-453d-92d3-ef870b170bd7","block_type":"box","text":"the SSE or SZSE, as applicable, would be effectuated through its Hong Kong broker and a securities trading service","page_number":71,"box":{"x":68,"y":732,"width":827,"height":12}},{"id":"97d7872a-2d04-47a2-819a-9b2aa8ec9683","block_type":"box","text":"company established by SEHK.","page_number":71,"box":{"x":69,"y":748,"width":219,"height":11}},{"id":"44dcc751-ed9c-46c3-a403-b8a70ab24c13","block_type":"box","text":"Although no individual investment quotas or licensing requirements apply to investors in Stock Connect, trading","page_number":71,"box":{"x":101,"y":770,"width":794,"height":12}},{"id":"1f9b6903-9edc-40d4-8d96-79f06296feaa","block_type":"box","text":"through a Stock Connect’s Nor thbound Trading Link is subject to daily investment quota limitations which require that","page_number":71,"box":{"x":68,"y":786,"width":839,"height":11}},{"id":"e59a5c4c-878a-4993-bc8a-51517b8f9f8f","block_type":"box","text":"buy orders for Stock Connect Securities be rejected once the daily quota is exceeded (although a Fund will be","page_number":71,"box":{"x":69,"y":801,"width":779,"height":11}},{"id":"a322516b-146a-4847-882d-2d1fcb4c55f5","block_type":"box","text":"permitted to sell their Stock Connect Securities regardless of the quota). These limitations may restrict a Fund from","page_number":71,"box":{"x":70,"y":816,"width":824,"height":11}},{"id":"565fd8a0-f4a5-495b-9749-76b0f6653db8","block_type":"box","text":"investing in Stock Connect Securities on a timely basis, which could affect the Fund’s ability to effectively pursue its","page_number":71,"box":{"x":70,"y":831,"width":827,"height":11}},{"id":"7db33c1f-f601-489e-a4d7-12eb513df956","block_type":"box","text":"investment strategy. Investment quotas are also subject to change. Investment in Stock Connect Securities through a","page_number":71,"box":{"x":70,"y":846,"width":837,"height":11}},{"id":"56408c9f-1f5a-4ff8-bf56-f772627afe91","block_type":"box","text":"Stock Connect is subject to trading, clearance and settlement procedures that could pose risks to a Fund. Stock","page_number":71,"box":{"x":69,"y":861,"width":802,"height":11}},{"id":"8d0eabd7-c9ca-469b-82b4-ee9ed1fcc36a","block_type":"box","text":"Connect Securities purchased through Stock Connects generally may not be sold or otherwise transferred other than","page_number":71,"box":{"x":69,"y":876,"width":831,"height":11}},{"id":"02f21b8b-dc4c-4a29-a337-0a03e636e5d9","block_type":"box","text":"through Stock Connects in accordance with applicable rules. For example, the PRC regulations require that in order","page_number":71,"box":{"x":68,"y":891,"width":821,"height":12}},{"id":"18d73d88-722a-45b3-b8d4-5bb4c47a43f1","block_type":"box","text":"for an investor to sell any Stock Connect Securities on a cer tain trading day, there must be sufficient Stock Connect","page_number":71,"box":{"x":68,"y":906,"width":829,"height":12}},{"id":"3da52ba7-bbe2-4e50-9a4b-3779f200f440","block_type":"box","text":"II-43","page_number":71,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"ac84a9f4-47e6-45b3-92fc-3e8c444c9e81","block_type":"box","text":"NM1026U-5981080-71/228","page_number":71,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"bbbda8cf-5512-485e-af55-7793af0db88e","block_type":"box","text":"Securities in the investor’s account before the market opens on that day. If there are insufficient Stock Connect","page_number":72,"box":{"x":69,"y":45,"width":797,"height":11}},{"id":"8fba9852-6f5d-41ab-a1b4-86b60175d740","block_type":"box","text":"Securities in the investor’s account, the sell order will be rejected by the SSE or SZSE, as applicable. SEHK carries","page_number":72,"box":{"x":69,"y":60,"width":820,"height":11}},{"id":"4857a75e-53e5-4fdd-b1d9-62df80cf7d65","block_type":"box","text":"out pre-trade checking on sell orders of cer tain stocks listed on the SSE market (“SSE Securities”) or SZSE market","page_number":72,"box":{"x":69,"y":75,"width":820,"height":11}},{"id":"daf29a22-3493-4db2-b8af-3599b0727fdd","block_type":"box","text":"(“SZSE Securities”) of its par ticipants (","page_number":72,"box":{"x":69,"y":90,"width":278,"height":11}},{"id":"1f090989-894a-42b0-8571-d58932325d0a","block_type":"box","text":"i.e.","page_number":72,"box":{"x":349,"y":90,"width":21,"height":9}},{"id":"48826ce1-bc0e-4bb8-9988-7778b901bca3","block_type":"box","text":", stock brokers) to ensure that this requirement is satisfied. While shares","page_number":72,"box":{"x":372,"y":90,"width":524,"height":11}},{"id":"e66c3875-f819-42c2-a535-b48733ff565e","block_type":"box","text":"must be designated as eligible to be traded under a Stock Connect, those shares may also lose such designation,","page_number":72,"box":{"x":69,"y":105,"width":815,"height":11}},{"id":"b5700c36-ba58-4335-b1ad-c51cb6dc34db","block_type":"box","text":"and if this occurs, such shares may be sold but cannot be purchased through a Stock Connect. In addition, Stock","page_number":72,"box":{"x":69,"y":120,"width":810,"height":12}},{"id":"a05408cf-b353-4408-852d-70d4e8b96f56","block_type":"box","text":"Connects will only operate on days when both the Chinese and Hong Kong markets are open for trading, and banking","page_number":72,"box":{"x":69,"y":135,"width":834,"height":12}},{"id":"7654cba1-a206-42da-a373-ea25a0a26c18","block_type":"box","text":"services are available in both markets on the corresponding settlement days. Therefore, an investment in Stock","page_number":72,"box":{"x":69,"y":150,"width":799,"height":12}},{"id":"40179bfc-6f28-4da0-a416-463606dc61c1","block_type":"box","text":"Connect Securities through a Stock Connect may subject a Fund to a risk of price fluctuations on days when the","page_number":72,"box":{"x":69,"y":166,"width":797,"height":11}},{"id":"61b41d47-1933-4ba9-ab15-22a97dfd0d65","block_type":"box","text":"Chinese market is open, but a Stock Connect is not trading. Moreover, day (turnaround) trading is not permitted on","page_number":72,"box":{"x":69,"y":181,"width":818,"height":11}},{"id":"e0a9dfc7-cbe7-4922-a5ce-3e3415abfbb6","block_type":"box","text":"the Stock Connect Securities market. If an investor buys Stock Connect Securities on day “T,” the investor will only","page_number":72,"box":{"x":68,"y":196,"width":820,"height":11}},{"id":"61e2ee2c-92d9-4355-8545-19522f6291fb","block_type":"box","text":"be able to sell the Stock Connect Securities on or after day T+1. Fur ther, since all trades of Stock Connect Securities","page_number":72,"box":{"x":69,"y":211,"width":836,"height":11}},{"id":"ecd0b35f-f9bd-44b5-b0c6-70dd7888368f","block_type":"box","text":"must be settled in RMB, investors must have timely access to a reliable supply of offshore RMB, which cannot be","page_number":72,"box":{"x":69,"y":226,"width":811,"height":11}},{"id":"a6844465-ad67-4c1b-8447-3312bd55ed32","block_type":"box","text":"guaranteed. There is also no assurance that RMB will not be subject to devaluation. Any devaluation of RMB could","page_number":72,"box":{"x":68,"y":241,"width":815,"height":11}},{"id":"49e92e93-ffab-4af9-92e4-3c54aceee4e7","block_type":"box","text":"adversely affect a Fund’s investments. If a Fund holds a class of shares denominated in a local currency other than","page_number":72,"box":{"x":69,"y":256,"width":824,"height":11}},{"id":"9f06785c-27e7-4d2b-b157-75eaac531a03","block_type":"box","text":"RMB, the Fund will be exposed to currency exchange risk if the Fund conver ts the local currency into RMB for","page_number":72,"box":{"x":70,"y":271,"width":777,"height":12}},{"id":"df5b6f8a-a031-4582-b282-2e44b86678de","block_type":"box","text":"investments in Stock Connect Securities. A Fund may also incur conversion costs.","page_number":72,"box":{"x":70,"y":287,"width":582,"height":11}},{"id":"0e4c0410-1c73-4ee8-aa85-30e2637f243a","block_type":"box","text":"Stock Connect Securities held through the nominee structure under a Stock Connect will be held through HKSCC","page_number":72,"box":{"x":102,"y":309,"width":802,"height":11}},{"id":"43ccf517-bae3-44e8-9b00-eff2df2f7160","block_type":"box","text":"as nominee on behalf of investors. The precise nature and rights of a Fund as the beneficial owner of the SSE","page_number":72,"box":{"x":69,"y":324,"width":784,"height":12}},{"id":"4406a5b8-e380-4f7b-840a-35d2933047bf","block_type":"box","text":"Securities or SZSE Securities through HKSCC as nominee is not well defined under the PRC laws. There is a lack of a","page_number":72,"box":{"x":69,"y":339,"width":837,"height":12}},{"id":"b4a7713e-ff20-4efa-ac5b-d4473706712d","block_type":"box","text":"clear definition of, and distinction between, legal ownership and beneficial ownership under the PRC laws and there","page_number":72,"box":{"x":69,"y":355,"width":822,"height":11}},{"id":"04896845-ec26-489f-b742-e5cf787ea214","block_type":"box","text":"have been few cases involving a nominee account structure in the PRC cour ts. The exact nature and methods of","page_number":72,"box":{"x":69,"y":370,"width":802,"height":11}},{"id":"742cddee-3212-4607-80ad-d88e2fcde652","block_type":"box","text":"enforcement of the rights and interests of a Fund under the PRC laws is also uncer tain. In the unlikely event that","page_number":72,"box":{"x":69,"y":385,"width":805,"height":11}},{"id":"7603e842-8c6c-4cce-bbf0-7ed7678f95e2","block_type":"box","text":"HKSCC becomes subject to winding up proceedings in Hong Kong, there is a risk that the SSE Securities or SZSE","page_number":72,"box":{"x":70,"y":400,"width":807,"height":11}},{"id":"de8dfe76-129c-4559-ac5f-84924f47d3c9","block_type":"box","text":"Securities may not be regarded as held for the beneficial ownership of a Fund or as par t of the general assets of","page_number":72,"box":{"x":69,"y":415,"width":805,"height":11}},{"id":"530b4931-5f21-4c77-a607-3df7b1d916ed","block_type":"box","text":"HKSCC available for general distribution to its creditors. Notwithstanding the fact that HKSCC does not claim","page_number":72,"box":{"x":70,"y":430,"width":774,"height":11}},{"id":"7fc5256e-252d-4204-b54a-91f0b9432a70","block_type":"box","text":"proprietary interests in the SSE Securities or SZSE Securities held in its omnibus stock account in the CSDCC, the","page_number":72,"box":{"x":70,"y":445,"width":816,"height":11}},{"id":"58408d66-7839-48f3-8107-be8d65e84d8c","block_type":"box","text":"CSDCC as the share registrar for SSE- or SZSE-listed companies will still treat HKSCC as one of the shareholders","page_number":72,"box":{"x":69,"y":460,"width":808,"height":12}},{"id":"121c3911-5a71-4da4-b85c-832e312d1593","block_type":"box","text":"when it handles corporate actions in respect of such SSE Securities or SZSE Securities. HKSCC monitors the","page_number":72,"box":{"x":68,"y":475,"width":779,"height":11}},{"id":"4b205b9d-ec7b-44c2-b76c-334ed370c4ea","block_type":"box","text":"corporate actions affecting SSE Securities and SZSE Securities and keeps par ticipants of Central Clearing and","page_number":72,"box":{"x":69,"y":491,"width":788,"height":11}},{"id":"6ffd21fb-f4b4-46e7-8ddd-a3b1c7fdbd53","block_type":"box","text":"Settlement System (“CCASS”) informed of all such corporate actions that require CCASS par ticipants to take steps in","page_number":72,"box":{"x":69,"y":506,"width":839,"height":11}},{"id":"150fd565-fd1d-43cd-a102-355c46f4c2d4","block_type":"box","text":"order to par ticipate in them. Investors may only exercise their voting rights by providing their voting instructions to","page_number":72,"box":{"x":69,"y":521,"width":811,"height":11}},{"id":"f725b9c3-b7c2-4ca6-a45e-d8f086d07980","block_type":"box","text":"HKSCC through par ticipants of CCASS. All voting instructions from CCASS par ticipants will be consolidated by","page_number":72,"box":{"x":70,"y":536,"width":783,"height":11}},{"id":"7f5afc27-0d2f-4055-9d4d-985c8c2eac4f","block_type":"box","text":"HKSCC, who will then submit a combined single voting instruction to the relevant SSE- or SZSE-listed company. As a","page_number":72,"box":{"x":70,"y":551,"width":826,"height":11}},{"id":"f41da468-2d3b-48c0-93c3-d85848c89075","block_type":"box","text":"result, a Fund may suffer difficulties or delays in enforcing its rights in SSE Securities or SZSE Securities.","page_number":72,"box":{"x":69,"y":566,"width":752,"height":11}},{"id":"c4c4bd0e-c769-4dbc-8770-623dc580c98c","block_type":"box","text":"Hong Kong’s Investor Compensation Fund is established to pay compensation to investors of any nationality who","page_number":72,"box":{"x":102,"y":589,"width":804,"height":11}},{"id":"e9b52fd2-402f-4cb4-bdc0-568ca9a81166","block_type":"box","text":"suffer pecuniary losses as a result of default of a licensed intermediary or authorized financial institution in relation","page_number":72,"box":{"x":69,"y":604,"width":826,"height":11}},{"id":"29842f09-10c4-4bee-a0cb-253c8ac837e6","block_type":"box","text":"to exchange-traded products in Hong Kong. For defaults occurring on or after January 1, 2020, Hong Kong’s","page_number":72,"box":{"x":68,"y":619,"width":769,"height":11}},{"id":"a785a073-77d5-4f7f-b4bc-a5ac49363380","block_type":"box","text":"Investor Compensation Fund covers investors’ losses in relation to securities (i) that are traded on the SSE or the","page_number":72,"box":{"x":70,"y":634,"width":809,"height":11}},{"id":"bceb2cdb-c131-4e51-828d-5e2fe2e46b2d","block_type":"box","text":"SZSE and (ii) in respect of which an order for sale or purchase is permitted to be routed through the Nor thbound","page_number":72,"box":{"x":69,"y":649,"width":801,"height":12}},{"id":"db2916d0-f36e-48ee-827e-985029e06837","block_type":"box","text":"Trading Link of a Stock Connect. On the other hand, since a Fund carries out Nor thbound trading through securities","page_number":72,"box":{"x":68,"y":664,"width":822,"height":12}},{"id":"d9ce1d5f-0cd0-4345-9828-1f8ed1b2d0c3","block_type":"box","text":"brokers in Hong Kong but not PRC brokers, it is not protected by the China Securities Investor Protection Fund in the","page_number":72,"box":{"x":69,"y":680,"width":829,"height":11}},{"id":"3e0ae173-2ef1-4e73-8573-cb83fe896cca","block_type":"box","text":"PRC.","page_number":72,"box":{"x":69,"y":695,"width":32,"height":9}},{"id":"04e62390-dec6-4cfa-b6af-79514bcbcfb0","block_type":"box","text":"Market par ticipants are able to par ticipate in Stock Connects subject to meeting cer tain information technology","page_number":72,"box":{"x":102,"y":717,"width":796,"height":12}},{"id":"7b8ad7f7-be4c-4d0f-aaec-d9815d4df180","block_type":"box","text":"capability, risk management and other requirements as may be specified by the relevant exchange and/or clearing","page_number":72,"box":{"x":69,"y":732,"width":815,"height":12}},{"id":"d87db55b-a120-450f-b0c6-ee62cecffba5","block_type":"box","text":"house. Fur ther, the “connectivity” in Stock Connects requires routing of orders across the border of Hong Kong and","page_number":72,"box":{"x":69,"y":748,"width":822,"height":11}},{"id":"d185e6b9-9634-444f-8b40-caf5514a85a4","block_type":"box","text":"the PRC. This requires the development of new information technology systems on the par t of SEHK and exchange","page_number":72,"box":{"x":68,"y":763,"width":818,"height":11}},{"id":"77bf50d8-0fe9-4d3e-b698-4a8f722402ec","block_type":"box","text":"par ticipants. There is no assurance that the systems of SEHK and market par ticipants will function properly or will","page_number":72,"box":{"x":70,"y":778,"width":813,"height":11}},{"id":"137e2324-2b1d-4383-8bd8-6dc77978e298","block_type":"box","text":"continue to be adapted to changes and developments in both markets. In the event that the relevant systems fail to","page_number":72,"box":{"x":69,"y":793,"width":827,"height":11}},{"id":"38e6c3b6-d007-4d77-83b9-74c378afee96","block_type":"box","text":"function properly, trading in Stock Connect Securities through Stock Connects could be disrupted.","page_number":72,"box":{"x":68,"y":808,"width":695,"height":11}},{"id":"9cbf34bd-0a26-4014-9c92-b64b2e5ee855","block_type":"box","text":"The Shanghai-Hong Kong Stock Connect program launched in November 2014 and the Shenzhen-Hong Kong","page_number":72,"box":{"x":101,"y":831,"width":772,"height":11}},{"id":"2025a6bd-f327-4a24-be1d-e5d9ebf0624d","block_type":"box","text":"Stock Connect program launched in December 2016. Each program does not have an extensive operating history.","page_number":72,"box":{"x":69,"y":846,"width":810,"height":11}},{"id":"b5fe0caf-9996-4200-b943-3fc5c7969c36","block_type":"box","text":"New or revised regulations may be issued from time to time by the regulators and stock exchanges in China and","page_number":72,"box":{"x":70,"y":861,"width":798,"height":11}},{"id":"f83a336f-ee5c-468e-b3ea-5552c324b36a","block_type":"box","text":"Hong Kong in connection with operations, legal enforcement and cross-border trades under Stock Connects. In","page_number":72,"box":{"x":70,"y":876,"width":786,"height":11}},{"id":"8b3b21f9-d85f-4aa1-83fb-fd73bb0f1ed1","block_type":"box","text":"addition, there can be no assurance that Stock Connect will not be discontinued. A Fund may be adversely affected","page_number":72,"box":{"x":69,"y":891,"width":821,"height":11}},{"id":"1f44ab3c-81fe-4c06-a124-9e63b99d9c30","block_type":"box","text":"as a result of such changes. Fur thermore, the securities regimes and legal systems of China and Hong Kong differ","page_number":72,"box":{"x":69,"y":906,"width":819,"height":12}},{"id":"ef2bcb79-ad91-4f2a-9192-b9631cb18866","block_type":"box","text":"II-44","page_number":72,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"70e29291-43a8-42a7-aad7-74a9234894b1","block_type":"box","text":"NM1026U-5981080-72/228","page_number":72,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"cb825e0b-f1d1-41be-96a4-83a4abe24b2c","block_type":"box","text":"significantly and issues may arise from the differences on an on-going basis. In the event that the relevant systems","page_number":73,"box":{"x":69,"y":45,"width":823,"height":11}},{"id":"7c6cfb3e-625b-4afb-8420-05e99ab7d560","block_type":"box","text":"fail to function properly, trading in both markets through Stock Connects could be disrupted and a Fund’s ability to","page_number":73,"box":{"x":68,"y":60,"width":814,"height":11}},{"id":"7c4f089d-dc7b-49aa-9503-9ab1ac56e032","block_type":"box","text":"achieve its investment objective may be adversely affected. In addition, a Fund’s investments in Stock Connect","page_number":73,"box":{"x":69,"y":75,"width":793,"height":11}},{"id":"21780e43-393c-45be-bd46-16690e26cc5f","block_type":"box","text":"Securities through Stock Connects are generally subject to Chinese securities regulations and listing rules, among","page_number":73,"box":{"x":69,"y":90,"width":815,"height":11}},{"id":"fa2b4981-39b6-402d-a279-5e88fda58f8b","block_type":"box","text":"other restrictions. Fur ther, different fees, costs and taxes are imposed on foreign investors acquiring Stock Connect","page_number":73,"box":{"x":69,"y":105,"width":828,"height":11}},{"id":"a5b94852-adf0-4cd8-aa4b-d04b6ac02539","block_type":"box","text":"Securities through Stock Connects, and these fees, costs and taxes may be higher than comparable fees, costs and","page_number":73,"box":{"x":69,"y":120,"width":831,"height":12}},{"id":"96f6dd16-c5d2-4a5e-b394-0a54f0e058ef","block_type":"box","text":"taxes imposed on owners of other securities providing similar investment exposure.","page_number":73,"box":{"x":68,"y":135,"width":596,"height":12}},{"id":"2a629dfe-8fe8-4a95-a369-921033561fd1","block_type":"box","text":"Suspension Risk.","page_number":73,"box":{"x":102,"y":158,"width":122,"height":11}},{"id":"11b725e4-3357-4c2c-9980-2ffb18048326","block_type":"box","text":"SSE Securities and SZSE Securities may only be bought from, or sold to, a Fund at times when","page_number":73,"box":{"x":231,"y":158,"width":675,"height":11}},{"id":"766d46c2-db1e-4fd2-ad51-a3f73a154fc6","block_type":"box","text":"the relevant SSE Securities and SZSE Securities may be sold or purchased on the relevant Chinese stock exchange.","page_number":73,"box":{"x":68,"y":173,"width":829,"height":11}},{"id":"87e0e079-e5e6-495f-a58e-ac0975042169","block_type":"box","text":"The SSE Securities and SZSE Securities markets have a higher propensity for trading suspensions than many other","page_number":73,"box":{"x":68,"y":188,"width":823,"height":12}},{"id":"7902cb26-d52f-43ad-a1f2-09ac672eaea2","block_type":"box","text":"global equity markets. Each of the SEHK, SSE and SZSE reserves the right to suspend trading of SSE Securities and","page_number":73,"box":{"x":68,"y":203,"width":831,"height":12}},{"id":"5fc7176a-c24d-4716-9d3b-0be139397f58","block_type":"box","text":"SZSE Securities purchased on the Stock Connects if necessary for ensuring an orderly and fair market and ensuring","page_number":73,"box":{"x":69,"y":218,"width":828,"height":12}},{"id":"29f6a6ce-9867-4517-af21-334fd06b740b","block_type":"box","text":"that risks are managed prudently. Consent from the relevant regulator would be sought before a suspension of","page_number":73,"box":{"x":68,"y":234,"width":791,"height":11}},{"id":"c4c033f1-7bf4-497b-b146-e12d9cd1389c","block_type":"box","text":"Nor thbound trading is triggered. The relevant PRC government authority may also impose “circuit breakers” and other","page_number":73,"box":{"x":70,"y":249,"width":837,"height":11}},{"id":"54b19f3f-3fb5-4230-bc6a-f0840ebd29d8","block_type":"box","text":"measures to halt or suspend Nor thbound trading. Where a suspension in the Nor thbound trading through Stock","page_number":73,"box":{"x":69,"y":264,"width":796,"height":11}},{"id":"85de0ffe-18b7-45cb-8141-c95423a7565e","block_type":"box","text":"Connect is effected, the Fund’s ability to access the PRC market will be adversely affected. Trading suspensions in","page_number":73,"box":{"x":69,"y":279,"width":820,"height":11}},{"id":"6b2d30ba-7c37-4e01-b092-107b831b6175","block_type":"box","text":"cer tain stocks could lead to greater market execution risk and costs for a Fund. The SSE and SZSE currently apply a","page_number":73,"box":{"x":69,"y":294,"width":829,"height":11}},{"id":"222d3cc9-d564-4da8-bd19-76a5f4cce574","block_type":"box","text":"daily price limit, generally set at 10%, of the amount of fluctuation permitted in the prices of the relevant SSE","page_number":73,"box":{"x":69,"y":309,"width":778,"height":11}},{"id":"d994ac84-b131-44c9-bb3a-4923be282a03","block_type":"box","text":"Securities and SZSE Securities during a single trading day. The daily price limit refers to price movements only and","page_number":73,"box":{"x":69,"y":324,"width":815,"height":12}},{"id":"2ef6b8f0-3e9e-41b5-b4a7-140ab5272abd","block_type":"box","text":"does not restrict trading within the relevant limit. There can be no assurance that a liquid market on an exchange will","page_number":73,"box":{"x":69,"y":340,"width":833,"height":11}},{"id":"b9558035-297f-4e09-b9f9-8a205ec9907a","block_type":"box","text":"exist for any par ticular SSE Security or SZSE Security or for any par ticular time.","page_number":73,"box":{"x":69,"y":355,"width":563,"height":11}},{"id":"f640f0ca-f8b6-4c98-929b-789eb710ca76","block_type":"box","text":"Risk of Investing in the China Interbank Bond Market through Bond Connect.","page_number":73,"box":{"x":102,"y":377,"width":542,"height":12}},{"id":"f652922b-c9af-41b5-aa4e-92de3e0ce16a","block_type":"box","text":"A Fund may invest directly in the","page_number":73,"box":{"x":650,"y":377,"width":230,"height":11}},{"id":"557afeb0-4ba7-454d-9cd5-0f57f67e617a","block_type":"box","text":"domestic bond market in the PRC (the “China Interbank Bond Market”) through the nor thbound trading of Bond","page_number":73,"box":{"x":69,"y":392,"width":791,"height":12}},{"id":"9178e7b1-0c39-4e2d-b1cf-e170524d5ffb","block_type":"box","text":"Connect (“Bond Connect”). Bond Connect is an initiative launched in July 2017 for mutual bond market access","page_number":73,"box":{"x":69,"y":407,"width":790,"height":12}},{"id":"a17609c5-a228-4d52-b537-5fd59f2bac03","block_type":"box","text":"between the PRC and Hong Kong, established by the China Foreign Exchange Trade System & National Interbank","page_number":73,"box":{"x":69,"y":423,"width":803,"height":11}},{"id":"fe9560fe-1b7e-4e12-a26d-1f5afd02aebd","block_type":"box","text":"Funding Centre (“CFETS”), China Central Depository & Clearing Co., Ltd (“CDCC”), Shanghai Clearing House (“SCH”),","page_number":73,"box":{"x":70,"y":438,"width":832,"height":11}},{"id":"871c9db8-c5a3-42d2-bb48-c4458e4c3590","block_type":"box","text":"Hong Kong Exchanges and Clearing Limited (“HKEX”) and Central Moneymarkets Unit (“CMU”). Under the prevailing","page_number":73,"box":{"x":70,"y":453,"width":821,"height":11}},{"id":"b1a12863-3123-423b-ad14-8b99a15c7861","block_type":"box","text":"regulations in the PRC, eligible foreign investors are allowed to invest in the bonds circulated in the China Interbank","page_number":73,"box":{"x":69,"y":468,"width":825,"height":11}},{"id":"7d12c9a6-290f-4088-964d-524a409a22c0","block_type":"box","text":"Bond Market through Bond Connect. Eligible foreign investors may submit trade requests for bonds circulated in the","page_number":73,"box":{"x":70,"y":483,"width":825,"height":11}},{"id":"33f03b86-b16e-4780-a976-edc62c7c31f3","block_type":"box","text":"China Interbank Bond Market through offshore electronic bond trading platforms (such as Tradeweb), which will in","page_number":73,"box":{"x":69,"y":498,"width":809,"height":11}},{"id":"8d959deb-9880-4990-877b-9271b6e43a2b","block_type":"box","text":"turn transmit their requests for quotation to CFETS. CFETS will send the requests for quotation to a number of","page_number":73,"box":{"x":68,"y":513,"width":786,"height":11}},{"id":"e7d9f35e-aae2-4019-9f5f-2e6edb7224a9","block_type":"box","text":"approved onshore dealers (including market makers and others engaged in the market making business) in the PRC.","page_number":73,"box":{"x":69,"y":529,"width":830,"height":11}},{"id":"80b44b2f-4040-4883-9718-1a5a41baef52","block_type":"box","text":"The approved onshore dealer(s) will respond to the requests for quotation via CFETS and CFETS will send their","page_number":73,"box":{"x":68,"y":543,"width":788,"height":12}},{"id":"1058ae11-fb92-4e16-86e9-346f1edc6177","block_type":"box","text":"responses to those eligible foreign investors through the same offshore electronic bond trading platforms. Once the","page_number":73,"box":{"x":69,"y":559,"width":827,"height":11}},{"id":"4fdb8fb2-2e33-4b14-b03f-866e2291cf94","block_type":"box","text":"eligible foreign investor accepts the quotation, the trade is concluded on CFETS.","page_number":73,"box":{"x":69,"y":574,"width":570,"height":11}},{"id":"46e3d5b9-203a-4058-bbfc-807db3d69331","block_type":"box","text":"The settlement and custody of bonds traded in the China Interbank Bond Market under Bond Connect will be","page_number":73,"box":{"x":101,"y":596,"width":773,"height":12}},{"id":"38fd3265-4641-4c28-bf2b-347870097115","block_type":"box","text":"effected through the settlement and custody link between CMU, as an offshore custody agent, and CDCC and SCH,","page_number":73,"box":{"x":69,"y":612,"width":823,"height":11}},{"id":"ae609137-6ed8-40a0-ae66-6b323e4d414c","block_type":"box","text":"as onshore custodians and clearing institutions in the PRC. Under the settlement link, CDCC or SCH will effect gross","page_number":73,"box":{"x":69,"y":627,"width":832,"height":11}},{"id":"49c32c03-445f-4ad7-a81a-1adce929db68","block_type":"box","text":"settlement of confirmed trades onshore and CMU will process bond settlement instructions from CMU members on","page_number":73,"box":{"x":69,"y":642,"width":822,"height":11}},{"id":"2ef3eb73-b46a-429b-bb0d-579ae1290dc9","block_type":"box","text":"behalf of eligible foreign investors in accordance with its relevant rules. Since the introduction in August 2018 of","page_number":73,"box":{"x":69,"y":657,"width":804,"height":11}},{"id":"9a855a17-048f-4588-85e5-3fe7751d034f","block_type":"box","text":"delivery versus payment (DVP) settlement in respect of Bond Connect, the movement of cash and securities is","page_number":73,"box":{"x":69,"y":672,"width":787,"height":11}},{"id":"b20881ab-8e53-4006-b1b1-d268b771ef06","block_type":"box","text":"carried out simultaneously on a real-time basis. Pursuant to the prevailing regulations in the PRC, CMU, as the","page_number":73,"box":{"x":69,"y":687,"width":788,"height":11}},{"id":"beef5a4c-4ad4-46dc-a2f5-863777eeb87b","block_type":"box","text":"offshore custody agent recognized by the Hong Kong Monetary Authority, will open omnibus nominee accounts with","page_number":73,"box":{"x":69,"y":702,"width":820,"height":12}},{"id":"e1e34944-e138-4308-9e18-ea0c90e3ec1c","block_type":"box","text":"the onshore custody agent recognized by the People’s Bank of China (","page_number":73,"box":{"x":68,"y":717,"width":500,"height":12}},{"id":"a7fbf1f5-210f-47bc-9969-0d19173dfe3f","block_type":"box","text":"i.e.","page_number":73,"box":{"x":570,"y":718,"width":20,"height":8}},{"id":"4d7e739e-da85-4f83-873e-adee92eb4ca9","block_type":"box","text":", CDCC and SCH). All bonds traded by","page_number":73,"box":{"x":593,"y":718,"width":267,"height":11}},{"id":"9781a111-9974-4ab5-a356-def388e67adb","block_type":"box","text":"eligible foreign investors through Bond Connect will be registered in the name of CMU, which will hold such bonds as","page_number":73,"box":{"x":69,"y":732,"width":832,"height":12}},{"id":"4bdc697f-ee68-4f4d-a28c-837e400e1f7e","block_type":"box","text":"a nominee owner. Therefore, a Fund will be exposed to custody risks with respect to CMU. In the remote event of a","page_number":73,"box":{"x":69,"y":748,"width":819,"height":11}},{"id":"a8a7d522-fae6-411b-89a6-4fb162e9f1f4","block_type":"box","text":"CDCC or SCH default, CMU’s liabilities in Bond Connect bonds under its market contracts with clearing par ticipants","page_number":73,"box":{"x":69,"y":763,"width":822,"height":11}},{"id":"34e4cf41-6c8f-4354-b7bc-5fc2361c406b","block_type":"box","text":"will be limited to assisting clearing par ticipants in pursuing their claims against CDCC or SCH. The Fund may suffer","page_number":73,"box":{"x":68,"y":778,"width":822,"height":11}},{"id":"8de13067-5b1f-4b62-b9f9-e790d689b90c","block_type":"box","text":"delay in the recovery process or may not fully recover its losses from CDCC or SCH. In addition, as the relevant","page_number":73,"box":{"x":69,"y":793,"width":793,"height":11}},{"id":"8039483d-01c4-4893-b368-79da08a71fd8","block_type":"box","text":"filings, registration with the People’s Bank of China, and account opening have to be carried out by third par ties,","page_number":73,"box":{"x":68,"y":808,"width":802,"height":11}},{"id":"f5eaa387-ece5-44ca-bd0a-3c130a9f8ffb","block_type":"box","text":"including CMU, CDCC, SCH, and CFETS, a Fund is subject to the risks of default or errors on the par t of such third","page_number":73,"box":{"x":70,"y":823,"width":812,"height":12}},{"id":"f2344385-41a1-4c89-b67d-2b3dee2422df","block_type":"box","text":"par ties.","page_number":73,"box":{"x":70,"y":839,"width":52,"height":10}},{"id":"38b0ab78-d664-4934-8585-3d54e22c274b","block_type":"box","text":"The precise nature and rights of a Fund as the beneficial owner of the bonds traded in the China Interbank Bond","page_number":73,"box":{"x":101,"y":861,"width":799,"height":11}},{"id":"e79c4a4e-7801-4e60-bef3-2b448f9c00e9","block_type":"box","text":"Market through CMU as nominee is not well-defined under PRC law. There is a lack of a clear definition of, and","page_number":73,"box":{"x":70,"y":876,"width":785,"height":11}},{"id":"a8e18d67-594f-4231-be34-32dcbc6b9767","block_type":"box","text":"distinction between, legal ownership and beneficial ownership under PRC law and there have been few cases","page_number":73,"box":{"x":69,"y":891,"width":776,"height":12}},{"id":"a397be18-b8dc-4f5b-8e52-8d79d08698d5","block_type":"box","text":"II-45","page_number":73,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"8286ca67-9941-4d4c-b2fe-e8b7c1902185","block_type":"box","text":"NM1026U-5981080-73/228","page_number":73,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"b874c0f3-c3ef-44b2-a5eb-33d1b3702236","block_type":"box","text":"involving a nominee account structure in the PRC cour ts. The exact nature and methods of enforcement of the rights","page_number":74,"box":{"x":70,"y":45,"width":830,"height":11}},{"id":"e0480141-201e-4ee7-876c-fe065b553e13","block_type":"box","text":"and interests of a Fund under PRC law are also uncer tain.","page_number":74,"box":{"x":69,"y":60,"width":412,"height":9}},{"id":"12200932-01cb-4de4-a67b-0cbea28cbc12","block_type":"box","text":"Market volatility and potential lack of liquidity due to low trading volume of cer tain bonds in the China Interbank","page_number":74,"box":{"x":102,"y":82,"width":793,"height":12}},{"id":"35db69ea-10a1-4417-97eb-46b2e1157f6c","block_type":"box","text":"Bond Market may result in prices of cer tain bonds traded on such market fluctuating significantly. A Fund investing in","page_number":74,"box":{"x":70,"y":98,"width":832,"height":11}},{"id":"d198922f-84e7-4131-9012-b2a21b94c5b9","block_type":"box","text":"such market is therefore subject to liquidity and volatility risks. The bid-ask spreads of the prices of such securities","page_number":74,"box":{"x":69,"y":113,"width":821,"height":11}},{"id":"0a87efb8-bf40-49d7-b989-06603cc62513","block_type":"box","text":"may be large, and a Fund may therefore incur significant costs and may suffer losses when selling such investments.","page_number":74,"box":{"x":69,"y":128,"width":836,"height":11}},{"id":"2e57925d-4846-471f-bb86-4c59563fa1dc","block_type":"box","text":"The bonds traded in the China Interbank Bond Market may be difficult or impossible to sell, which may impact a","page_number":74,"box":{"x":68,"y":143,"width":798,"height":11}},{"id":"2e9f7e11-dd2d-46da-8a3e-c13cab2348a9","block_type":"box","text":"Fund’s ability to acquire or dispose of such securities at their expected prices.","page_number":74,"box":{"x":70,"y":158,"width":556,"height":11}},{"id":"d14ebf63-cf73-4f3d-8116-4e389637c4d7","block_type":"box","text":"Investing in the China Interbank Bond Market through Bond Connect is also subject to regulatory risks. The","page_number":74,"box":{"x":102,"y":181,"width":762,"height":11}},{"id":"01ecee2a-4caf-40c2-9c67-271a9d59cef2","block_type":"box","text":"relevant rules and regulations are subject to change, which may have potential retrospective effect, and there can be","page_number":74,"box":{"x":69,"y":196,"width":835,"height":11}},{"id":"278363e8-affc-49d6-8d66-63ad5ce662bb","block_type":"box","text":"no assurance that Bond Connect will not be discontinued or abolished. Fur thermore, the securities regimes and legal","page_number":74,"box":{"x":69,"y":211,"width":835,"height":11}},{"id":"fd2e6c1f-72bb-4479-a1d4-25971a35316a","block_type":"box","text":"systems of China and Hong Kong differ significantly and issues may arise based on these differences. In the event","page_number":74,"box":{"x":69,"y":226,"width":820,"height":11}},{"id":"74b9757c-9cb7-4c55-bf89-d9d6d8f1464c","block_type":"box","text":"that the relevant authorities suspend account opening or trading on the China Interbank Bond Market, a Fund’s ability","page_number":74,"box":{"x":68,"y":241,"width":840,"height":11}},{"id":"47885a95-e039-40a0-839f-a353a4221d98","block_type":"box","text":"to invest in the China Interbank Bond Market will be adversely affected and limited. In such event, the Fund’s ability","page_number":74,"box":{"x":68,"y":256,"width":826,"height":11}},{"id":"116d3fc9-582b-48cf-b6bb-5aa1ffdc07ff","block_type":"box","text":"to achieve its investment objective will be negatively affected and, after exhausting other trading alternatives, the","page_number":74,"box":{"x":68,"y":271,"width":808,"height":12}},{"id":"40c0ddc8-c44d-4c4d-9ed0-94e662691588","block_type":"box","text":"Fund may suffer substantial losses as a result. Fur ther, if Bond Connect is not operating, a Fund may not be able to","page_number":74,"box":{"x":70,"y":286,"width":826,"height":12}},{"id":"6201c6c3-c6c0-47d7-9f43-2d83be816bd8","block_type":"box","text":"acquire or dispose of bonds through Bond Connect in a timely manner, which could adversely affect the Fund’s","page_number":74,"box":{"x":69,"y":302,"width":789,"height":11}},{"id":"511d37c3-e2ae-44d7-bf5d-9232b3860b51","block_type":"box","text":"per formance.","page_number":74,"box":{"x":70,"y":317,"width":93,"height":11}},{"id":"ca697c62-a01a-4466-bd42-d4f6c2ed16a6","block_type":"box","text":"Trading through Bond Connect is per formed through newly developed trading platforms and operational systems.","page_number":74,"box":{"x":101,"y":339,"width":803,"height":12}},{"id":"41348525-05b5-483f-91d1-07890e239822","block_type":"box","text":"There is no assurance that such systems will function properly or will continue to be adapted to changes and","page_number":74,"box":{"x":68,"y":355,"width":776,"height":11}},{"id":"08f2166f-eaf8-4790-b64e-3ef525e4de91","block_type":"box","text":"developments in the market. In the event that the relevant systems fail to function properly, trading through Bond","page_number":74,"box":{"x":69,"y":370,"width":806,"height":11}},{"id":"1b23b127-aaba-4072-8605-9a248907dcec","block_type":"box","text":"Connect may be disrupted. A Fund’s ability to trade through Bond Connect (and hence to pursue its investment","page_number":74,"box":{"x":69,"y":385,"width":791,"height":11}},{"id":"bc3136af-8b87-4877-9538-439a38fec908","block_type":"box","text":"strategy) may therefore be adversely affected. In addition, where a Fund invests in the China Interbank Bond Market","page_number":74,"box":{"x":69,"y":400,"width":827,"height":11}},{"id":"08ed47cf-45ec-40cb-89aa-e77b0ce736fd","block_type":"box","text":"through Bond Connect, it may be subject to risks of delays inherent in the order placing and/or settlement systems.","page_number":74,"box":{"x":68,"y":415,"width":827,"height":11}},{"id":"74abe7c9-89ce-4fc5-a812-4ebd58b9f9ad","block_type":"box","text":"Bond Connect trades are settled in Chinese currency, the RMB, which is currently restricted and not freely","page_number":74,"box":{"x":102,"y":438,"width":755,"height":11}},{"id":"2c91c748-6103-4832-8ae3-20cc48a4842b","block_type":"box","text":"conver tible. As a result, a Fund will be exposed to currency risk, and it cannot be guaranteed that investors will have","page_number":74,"box":{"x":69,"y":453,"width":830,"height":11}},{"id":"f0d8015f-7f7e-4c27-ab9f-21e5a133cd01","block_type":"box","text":"timely access to a reliable supply of RMB.","page_number":74,"box":{"x":68,"y":468,"width":298,"height":11}},{"id":"3f1a881e-38e6-46fb-acd9-7977834f1a0b","block_type":"box","text":"Tax Risk – Withholding Income Tax Risk","page_number":74,"box":{"x":103,"y":491,"width":277,"height":11}},{"id":"7ea54b94-868b-4356-b363-a9e21da76de9","block_type":"box","text":".","page_number":74,"box":{"x":381,"y":498,"width":2,"height":2}},{"id":"91bd0b33-8019-46b7-9336-e6acbbcb656c","block_type":"box","text":"According to PRC tax regulations, a 10% withholding income tax is imposed on PRC sourced dividends and","page_number":74,"box":{"x":101,"y":513,"width":758,"height":12}},{"id":"b8912e5d-b22e-4091-a6af-b2852cffcd13","block_type":"box","text":"interests from non-government bonds paid to a non-PRC tax resident enterprise, unless the rate is reduced under an","page_number":74,"box":{"x":70,"y":528,"width":828,"height":12}},{"id":"d3cebbdf-3acd-441c-840a-f6906a43a57c","block_type":"box","text":"applicable tax treaty. From a technical perspective, withholding income tax is also applicable to capital gains realized","page_number":74,"box":{"x":69,"y":544,"width":831,"height":11}},{"id":"5e87c451-0469-43bc-b86c-114544a9ea2a","block_type":"box","text":"by foreign investors on the disposal of PRC equity interests.","page_number":74,"box":{"x":69,"y":559,"width":425,"height":11}},{"id":"3e8317eb-b75d-4651-9813-1e7fa16d2cdf","block_type":"box","text":"There are however cer tain tax exemptions available, some temporary in nature, highlighted below.","page_number":74,"box":{"x":101,"y":582,"width":697,"height":11}},{"id":"18be84c0-a5e6-412e-b12e-e23ef564c976","block_type":"box","text":"On November 14, 2014, the Ministry of Finance (“MoF”), China Securities Regulatory Commission and the State","page_number":74,"box":{"x":102,"y":604,"width":803,"height":11}},{"id":"4e80dbc8-ed2a-4238-b313-636e41d490a5","block_type":"box","text":"Taxation Administration (“STA”), acting with State Council’s approval, jointly released Circular 79, which temporarily","page_number":74,"box":{"x":68,"y":619,"width":822,"height":11}},{"id":"0d5c580e-ad90-475e-9541-254cd596f65a","block_type":"box","text":"exempts Qualified Foreign Institutional Investors (“QFIIs”) and Renminbi Qualified Foreign Institutional Investors","page_number":74,"box":{"x":69,"y":634,"width":794,"height":12}},{"id":"6feb5680-9884-4e7b-b90b-628366cf7c13","block_type":"box","text":"(“RQFIIs”) from tax on capital gains derived from the trading of shares and other equity interest investments on or","page_number":74,"box":{"x":69,"y":649,"width":812,"height":12}},{"id":"cf675e24-033a-45bd-aaab-7480afda757d","block_type":"box","text":"after November 17, 2014. Subsequently, Circulars 81 and 127 were issued to temporarily exempt tax on capital","page_number":74,"box":{"x":69,"y":664,"width":800,"height":12}},{"id":"da59b1fa-c6ca-4712-a947-45809d2df3ef","block_type":"box","text":"gains derived from trading of equity securities of companies domiciled in the PRC that trade on Chinese stock","page_number":74,"box":{"x":68,"y":680,"width":783,"height":11}},{"id":"6645976b-9654-4a21-a2b7-a3b94d0c537e","block_type":"box","text":"exchanges (“A-Shares”) through the Shanghai-Hong Kong Stock Connect program or the Shenzhen-Hong Kong Stock","page_number":74,"box":{"x":69,"y":695,"width":825,"height":11}},{"id":"fa3bc5bf-1b67-49d8-900a-5c4837d23144","block_type":"box","text":"Connect program, as applicable (each, a “Stock Connect” and collectively, “Stock Connects”). The duration of the","page_number":74,"box":{"x":69,"y":710,"width":809,"height":11}},{"id":"1fca2a57-0919-45f4-a18d-969450996f6f","block_type":"box","text":"temporary exemptions is not stated in the circulars and is subject to termination by the PRC tax authorities with or","page_number":74,"box":{"x":68,"y":725,"width":818,"height":11}},{"id":"5ddc65f6-e7bf-4b7c-9235-416254c065ea","block_type":"box","text":"without notice.","page_number":74,"box":{"x":68,"y":740,"width":103,"height":9}},{"id":"a6ced25e-767e-4911-8823-ac64ca50f2a0","block_type":"box","text":"On November 22, 2018, the MoF and STA jointly issued Circular 108 which states that foreign institutional","page_number":74,"box":{"x":102,"y":763,"width":759,"height":11}},{"id":"f61b8340-b913-49a1-9614-f8b6d62d6554","block_type":"box","text":"investors are temporarily exempt from withholding income tax with respect to interest income on bonds derived from","page_number":74,"box":{"x":70,"y":778,"width":827,"height":11}},{"id":"763cf82c-8191-4265-a97e-013f178ed03a","block_type":"box","text":"the PRC bond market from November 7, 2018 to November 6, 2021. On November 22, 2021, the MoF and STA","page_number":74,"box":{"x":68,"y":793,"width":798,"height":10}},{"id":"c7fe9d41-9672-4ee2-9a07-0ec303965eed","block_type":"box","text":"issued Public Notice 34 to extend the temporary exemption from November 7, 2021 to December 31, 2025. On","page_number":74,"box":{"x":70,"y":808,"width":798,"height":11}},{"id":"899cf084-0ae2-4afd-80db-1fb9d7cb0ee9","block_type":"box","text":"January 15, 2026, it was announced via Public Notice No. 5 of 2026 that the exemption was extended through","page_number":74,"box":{"x":69,"y":823,"width":792,"height":12}},{"id":"e112d6aa-e54a-4f62-aff8-621995e0b457","block_type":"box","text":"December 31, 2027.","page_number":74,"box":{"x":70,"y":838,"width":147,"height":11}},{"id":"1b29bc4c-a49d-4dcc-a2d9-1f6e84222ba7","block_type":"box","text":"Value Added Tax (“VAT”) Risk —","page_number":74,"box":{"x":103,"y":861,"width":225,"height":11}},{"id":"eaba255a-2e62-4d7e-a268-b55514f22bc8","block_type":"box","text":"From May 1, 2016, VAT applies to cer tain income derived by the Fund, including","page_number":74,"box":{"x":333,"y":861,"width":569,"height":11}},{"id":"ec3f599f-7562-4a4e-97f4-e3d4702e75b8","block_type":"box","text":"PRC sourced interest income on non-government bonds and trading gains.","page_number":74,"box":{"x":69,"y":876,"width":528,"height":11}},{"id":"8a5946d5-fe29-4c44-96bf-26b6c53b7aea","block_type":"box","text":"There are however cer tain tax exemptions available, some temporary in nature, highlighted below.","page_number":74,"box":{"x":101,"y":899,"width":697,"height":11}},{"id":"61e250f6-c696-4e3d-9c2f-a0d69f45005e","block_type":"box","text":"II-46","page_number":74,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"0cb14a7b-2b74-4125-a897-fa5769a2011e","block_type":"box","text":"NM1026U-5981080-74/228","page_number":74,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"2a1b74d3-dc68-47dc-9d89-081f7b34df72","block_type":"box","text":"VAT exemptions currently apply to capital gains from trading of QFII and RQFII products, A-Shares traded on the","page_number":75,"box":{"x":101,"y":45,"width":789,"height":11}},{"id":"63f840ea-6af4-4c5c-af74-e2c3dc37f9f4","block_type":"box","text":"Stock Connects and debt securities traded in the China Interbank Bond Market.","page_number":75,"box":{"x":69,"y":60,"width":565,"height":9}},{"id":"158a68ba-cad3-47fe-b595-56a3a1322485","block_type":"box","text":"On November 7, 2018, the MoF and STA jointly issued Circular 108 which states that foreign institutional","page_number":75,"box":{"x":102,"y":82,"width":749,"height":12}},{"id":"21fbb1ce-eef1-468d-9f4a-4502153c6ceb","block_type":"box","text":"investors are temporarily exempt from VAT with respect to interest income on bonds derived from the PRC bond","page_number":75,"box":{"x":70,"y":98,"width":791,"height":11}},{"id":"1b5f171b-ed44-44b4-9cbe-2afcd7e5d172","block_type":"box","text":"market from November 7, 2018 to November 6, 2021. On November 22, 2021, the MoF and STA jointly issued Public","page_number":75,"box":{"x":69,"y":113,"width":840,"height":11}},{"id":"974e5a8c-d809-489d-b51c-26815589bf08","block_type":"box","text":"Notice 34 to extend the temporary exemption from November 7, 2021 to December 31, 2025. However, on","page_number":75,"box":{"x":70,"y":128,"width":766,"height":11}},{"id":"07e4fd8a-22be-4075-b75a-aca1de2597ed","block_type":"box","text":"July 31, 2025, the MoF and STA jointly issued Public Notice No 4 of 2025, stating that VAT will apply with respect to","page_number":75,"box":{"x":69,"y":143,"width":826,"height":11}},{"id":"d8c5758d-f472-49bf-8c2b-0dc14bc21bbf","block_type":"box","text":"interest income derived from treasury bonds, local government bonds and financial bonds issued on or after","page_number":75,"box":{"x":70,"y":158,"width":772,"height":11}},{"id":"f59ec1fb-3cbe-47fc-86df-a718bfca0a00","block_type":"box","text":"August 8, 2025. It is understood that Public Notice No 4 of 2025 does not supersede the afore-mentioned exemption","page_number":75,"box":{"x":68,"y":173,"width":840,"height":11}},{"id":"5f76d25c-8940-4711-a562-1d47d8f94c2c","block_type":"box","text":"for foreign institutional investors. This exemption was extended through December 31, 2027.","page_number":75,"box":{"x":68,"y":188,"width":665,"height":12}},{"id":"a79e29d7-b423-4941-888c-088571631785","block_type":"box","text":"Any changes in PRC tax law, future clarifications thereof, and/or subsequent retroactive enforcement by the PRC","page_number":75,"box":{"x":101,"y":211,"width":801,"height":11}},{"id":"a13d47d7-6be3-4eff-bfd5-eb85ec044473","block_type":"box","text":"tax authorities may result in a loss which could be material to the Fund. There is a risk the PRC tax authorities may","page_number":75,"box":{"x":68,"y":226,"width":821,"height":11}},{"id":"4ea5210a-187d-414c-97e5-35658e507adc","block_type":"box","text":"withdraw the temporary tax exemptions in the future and seek to collect taxes realized on the sale of A-Shares or","page_number":75,"box":{"x":68,"y":241,"width":808,"height":11}},{"id":"b604ba30-d577-4565-bda0-58dfd6473fcc","block_type":"box","text":"PRC sourced interest income on non-government bonds received by the Fund without giving any prior notice. If the","page_number":75,"box":{"x":69,"y":256,"width":810,"height":12}},{"id":"9236eb61-4215-4dea-b191-53abbb86ba29","block_type":"box","text":"temporary tax exemptions are withdrawn, any taxes may be directly borne by or indirectly passed on to the Fund and","page_number":75,"box":{"x":68,"y":272,"width":829,"height":11}},{"id":"35857aa0-b6fc-4c95-80ee-d0bc714d7a4a","block_type":"box","text":"may result in a substantial impact to its net asset value. As with any net asset value adjustment, investors may be","page_number":75,"box":{"x":69,"y":287,"width":819,"height":11}},{"id":"112329ae-9c07-4d76-84be-309abfa4ad10","block_type":"box","text":"advantaged or disadvantaged depending on when the investors purchased and/or sold the shares of the Fund. There","page_number":75,"box":{"x":69,"y":302,"width":833,"height":11}},{"id":"90cde732-9247-4025-8b9c-e40fdf737c37","block_type":"box","text":"will be no retrospective restatement of the Fund’s net asset value.","page_number":75,"box":{"x":68,"y":317,"width":474,"height":11}},{"id":"8adedd3b-8671-47ec-b729-9d7b14af7d6b","block_type":"box","text":"BlackRock will keep the provisioning policy for tax liability under review and may, in its discretion from time to","page_number":75,"box":{"x":102,"y":339,"width":777,"height":12}},{"id":"8bbc8555-f6d1-4967-aa22-e79d32d73418","block_type":"box","text":"time, make a provision for potential tax liabilities if in its opinion such provision is warranted or as fur ther clarified by","page_number":75,"box":{"x":68,"y":355,"width":836,"height":11}},{"id":"87c5e882-6524-4307-a74c-df297505ec1d","block_type":"box","text":"the PRC in notifications.","page_number":75,"box":{"x":68,"y":370,"width":171,"height":9}},{"id":"4601730e-39f7-476b-a75a-345d267f31dc","block_type":"box","text":"Investment in Other Investment Companies.","page_number":75,"box":{"x":102,"y":392,"width":320,"height":11}},{"id":"7cbabc70-d82d-4dfa-a02e-fb3f40ccb896","block_type":"box","text":"Each Fund may, subject to applicable law, invest in other","page_number":75,"box":{"x":429,"y":393,"width":402,"height":11}},{"id":"9553fc6d-3c40-4e5a-a6e5-36c034a0ac51","block_type":"box","text":"investment companies (including investment companies managed by BlackRock and its affiliates), including money","page_number":75,"box":{"x":70,"y":407,"width":818,"height":12}},{"id":"c48b2f46-d334-418c-9b27-22ba8a530327","block_type":"box","text":"market funds and ETFs, which are typically open-end funds or unit investment trusts listed on a stock exchange.","page_number":75,"box":{"x":69,"y":423,"width":797,"height":11}},{"id":"a24fd6ab-4890-45b6-bdd8-2a271284dda8","block_type":"box","text":"Under Section 12(d)(1)(A) of the Investment Company Act, however, a Fund may invest up to 10% of its total assets","page_number":75,"box":{"x":70,"y":438,"width":822,"height":11}},{"id":"0a48a9d3-5b65-47d1-b102-5decb05d7424","block_type":"box","text":"in securities of other investment companies (measured at the time of such investment). In addition, under Section","page_number":75,"box":{"x":70,"y":453,"width":814,"height":11}},{"id":"e400e34b-398d-406c-939b-30ab432ec700","block_type":"box","text":"12(d)(1)(A) of the Investment Company Act a Fund may not acquire securities of an investment company if such","page_number":75,"box":{"x":70,"y":468,"width":793,"height":11}},{"id":"70ca88a3-8abc-42c8-9a9c-44e4b107b379","block_type":"box","text":"acquisition would cause the Fund to own more than 3% of the total outstanding voting stock of such investment","page_number":75,"box":{"x":69,"y":483,"width":796,"height":11}},{"id":"97ed9c29-33da-4618-b229-626f469fab5d","block_type":"box","text":"company and a Fund may not invest in another investment company if such investment would cause more than 5% of","page_number":75,"box":{"x":69,"y":498,"width":837,"height":11}},{"id":"7f091914-07b7-4b32-8ae5-cd76b295158f","block_type":"box","text":"the value of the Fund’s total assets to be invested in securities of such investment company. (These limits do not","page_number":75,"box":{"x":68,"y":513,"width":812,"height":11}},{"id":"4321a8b8-ff54-4b8b-ac8e-92c10139ff3c","block_type":"box","text":"restrict a Feeder Fund from investing all of its assets in shares of its Master Por tfolio.) In addition to the restrictions","page_number":75,"box":{"x":69,"y":528,"width":829,"height":12}},{"id":"ae5e1c94-62f2-440d-85e6-1252533aee6d","block_type":"box","text":"on investing in other investment companies discussed above, under Section 12(d)(1)(C) of the Investment Company","page_number":75,"box":{"x":69,"y":543,"width":827,"height":12}},{"id":"7fad4a02-69d3-484e-8df2-adb23f2c3734","block_type":"box","text":"Act a Fund may not invest in a registered closed-end investment company if such investment would cause the Fund","page_number":75,"box":{"x":68,"y":559,"width":821,"height":11}},{"id":"a2f9dba0-44c6-46a4-a56a-25779ac0ec36","block_type":"box","text":"and other BlackRock-advised investment companies to own more than 10% of the total outstanding voting stock of","page_number":75,"box":{"x":69,"y":574,"width":817,"height":11}},{"id":"d4a1487e-00cd-4f94-b8a5-1bbb2e1edca3","block_type":"box","text":"such closed-end investment company. Pursuant to Section 12(d)(1)(G) of the Investment Company Act, these","page_number":75,"box":{"x":69,"y":589,"width":776,"height":11}},{"id":"ea51b0dd-a637-47bb-ab1a-b0a830757360","block_type":"box","text":"percentage limitations do not apply to investments in affiliated investment companies, including ETFs, subject to","page_number":75,"box":{"x":70,"y":604,"width":802,"height":11}},{"id":"bd6807ef-231f-4450-ad14-b98694c00709","block_type":"box","text":"cer tain conditions. In addition, a Fund may be able to rely on cer tain rules under the Investment Company Act to","page_number":75,"box":{"x":69,"y":619,"width":801,"height":11}},{"id":"64e77f57-05db-455e-879c-2ff1ccb618f4","block_type":"box","text":"invest in shares of money market funds or other investment companies beyond the statutory limits noted above, but","page_number":75,"box":{"x":70,"y":634,"width":829,"height":11}},{"id":"31d958a2-42b0-4f8a-bba0-79821e1d3281","block_type":"box","text":"subject to cer tain conditions.","page_number":75,"box":{"x":69,"y":650,"width":206,"height":10}},{"id":"910b1148-9b15-4b1f-a240-cc4b34004274","block_type":"box","text":"As with other investments, investments in other investment companies are subject to market and selection risk.","page_number":75,"box":{"x":101,"y":672,"width":799,"height":11}},{"id":"228ceba0-1170-4dbf-b0ac-94a0abf56b73","block_type":"box","text":"Shares of investment companies, such as closed-end fund investment companies, that trade on an exchange","page_number":75,"box":{"x":102,"y":695,"width":779,"height":11}},{"id":"46cbb118-ed96-44f7-9969-78866c52cbf3","block_type":"box","text":"may at times be acquired at market prices representing premiums to their NAVs. In addition, investment companies","page_number":75,"box":{"x":69,"y":710,"width":824,"height":11}},{"id":"68411abd-2e25-4e40-a9e2-770bed22f7b9","block_type":"box","text":"held by a Fund that trade on an exchange could trade at a discount from NAV, and such discount could increase while","page_number":75,"box":{"x":69,"y":725,"width":836,"height":11}},{"id":"1136cd46-fa11-49a2-b2e6-ea19562b2a86","block_type":"box","text":"the Fund holds the shares. If the market price of shares of an exchange-traded investment company decreases below","page_number":75,"box":{"x":68,"y":740,"width":839,"height":11}},{"id":"8554c947-2168-4c65-8d1d-9ffde6b06313","block_type":"box","text":"the price that the Fund paid for the shares and the Fund were to sell its shares of such investment company at a","page_number":75,"box":{"x":68,"y":755,"width":806,"height":11}},{"id":"cbff2bf7-3f68-4ad2-9785-8f7c1e738c03","block_type":"box","text":"time when the market price is lower than the price at which it purchased the shares, the Fund would experience a","page_number":75,"box":{"x":68,"y":771,"width":810,"height":10}},{"id":"64b26b59-dde7-4c49-b75e-c7b0f24066e9","block_type":"box","text":"loss.","page_number":75,"box":{"x":70,"y":786,"width":31,"height":8}},{"id":"bdbe9b46-796d-4bf5-b3b8-64b5028ced80","block_type":"box","text":"In addition, if a Fund acquires shares in investment companies, including affiliated investment companies,","page_number":75,"box":{"x":102,"y":808,"width":758,"height":11}},{"id":"cf3750ab-b160-4f1e-9c98-c44c0ac5a07f","block_type":"box","text":"shareholders would bear both their propor tionate share of expenses in the Fund and, indirectly, the expenses of such","page_number":75,"box":{"x":69,"y":823,"width":837,"height":11}},{"id":"586e0f2c-3050-467d-bcab-6cb93d8c8897","block_type":"box","text":"investment companies. Such expenses, both at the Fund level and acquired investment company level, would include","page_number":75,"box":{"x":70,"y":838,"width":835,"height":11}},{"id":"a80d91d1-8cc2-4e57-b039-eb13fc3fd359","block_type":"box","text":"management and advisory fees, unless such fees have been waived by BlackRock. Please see the relevant Fund’s","page_number":75,"box":{"x":69,"y":853,"width":816,"height":12}},{"id":"c1369778-711f-46f6-b9a1-3be02ca98304","block_type":"box","text":"Prospectus to determine whether any such management and advisory fees have been waived by BlackRock.","page_number":75,"box":{"x":69,"y":869,"width":768,"height":11}},{"id":"fe470240-70a9-438b-8811-16f55cf990e8","block_type":"box","text":"Investments by a Fund in wholly owned investment entities created under the laws of cer tain countries will not be","page_number":75,"box":{"x":70,"y":884,"width":807,"height":11}},{"id":"f27f6953-be9a-4436-8e80-8de76d3e578e","block_type":"box","text":"deemed an investment in other investment companies. Pursuant to guidance issued by the staff of the Commission,","page_number":75,"box":{"x":69,"y":899,"width":830,"height":11}},{"id":"54313b6a-5f04-452c-9b15-e83adb461c47","block_type":"box","text":"II-47","page_number":75,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"693c37e4-bde9-47e1-bc6a-0fe16ea974d6","block_type":"box","text":"NM1026U-5981080-75/228","page_number":75,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"98243bac-e086-456f-85b1-93c18f6b5769","block_type":"box","text":"fees and expenses of money market funds used for the investment of cash collateral received in connection with","page_number":76,"box":{"x":68,"y":45,"width":804,"height":11}},{"id":"ee7d4703-5d78-4ce8-92f3-063643e76370","block_type":"box","text":"loans of Fund securities are not treated as “acquired fund fees and expenses,” which are fees and expenses","page_number":76,"box":{"x":70,"y":60,"width":778,"height":11}},{"id":"a7644089-92bc-4fd2-bc91-7f19d5c90d95","block_type":"box","text":"charged by other investment companies and pooled investment vehicles in which a Fund invests a por tion of its","page_number":76,"box":{"x":69,"y":75,"width":796,"height":11}},{"id":"193ce851-eeaa-4418-aab4-04d11ab2038f","block_type":"box","text":"assets.","page_number":76,"box":{"x":69,"y":91,"width":51,"height":8}},{"id":"f0bd6942-c50a-4e5e-9fc4-d8aa381aa8be","block_type":"box","text":"To the extent shares of a Fund are held by another fund, the ability of the Fund itself to purchase other funds","page_number":76,"box":{"x":101,"y":113,"width":776,"height":11}},{"id":"f52d88c3-37a8-44ab-b4d9-bd746439edb1","block_type":"box","text":"may be limited. In addition, a fund-of-funds (","page_number":76,"box":{"x":69,"y":128,"width":313,"height":11}},{"id":"7a011838-c9bd-4173-88ee-042723c8adc5","block_type":"box","text":"e.g.","page_number":76,"box":{"x":384,"y":129,"width":24,"height":10}},{"id":"cb20d19a-1b5a-4b2d-964f-43e4be48e294","block_type":"box","text":", an investment company that seeks to meet its investment objective","page_number":76,"box":{"x":411,"y":128,"width":491,"height":11}},{"id":"c0af2273-344a-4920-8f75-37a95c4a7d1b","block_type":"box","text":"by investing significantly in other investment companies) may be limited in its ability to purchase underlying funds if","page_number":76,"box":{"x":69,"y":143,"width":823,"height":11}},{"id":"da6ba342-20c1-4101-82c0-abdb2c2f50d0","block_type":"box","text":"such underlying funds themselves own shares of underlying funds.","page_number":76,"box":{"x":69,"y":158,"width":472,"height":11}},{"id":"69122c63-0720-4586-98ca-95f8cd35e6f2","block_type":"box","text":"A number of publicly traded closed-end investment companies have been organized to facilitate indirect foreign","page_number":76,"box":{"x":101,"y":181,"width":790,"height":11}},{"id":"cd32b143-6286-41c3-a6ff-6121cf971172","block_type":"box","text":"investment in developing countries, and cer tain of such countries, such as Thailand, South Korea, Chile and Brazil,","page_number":76,"box":{"x":70,"y":196,"width":818,"height":11}},{"id":"e27af8bc-e3f7-4b61-b80a-87cf14b7b1ff","block_type":"box","text":"have specifically authorized such funds. There also are investment oppor tunities in cer tain of such countries in","page_number":76,"box":{"x":69,"y":211,"width":791,"height":11}},{"id":"fff704b4-f507-44d8-a030-564a07ea45a8","block_type":"box","text":"pooled vehicles that resemble open-end investment companies. The restrictions on investments in securities of","page_number":76,"box":{"x":70,"y":226,"width":795,"height":11}},{"id":"8b49b891-1258-4eb9-9ad6-39cf02816abd","block_type":"box","text":"investment companies set for th above may limit oppor tunities for a Fund to invest indirectly in cer tain developing","page_number":76,"box":{"x":70,"y":241,"width":807,"height":11}},{"id":"aec100c6-999c-4364-9c26-50e3264226f5","block_type":"box","text":"countries.","page_number":76,"box":{"x":69,"y":257,"width":69,"height":8}},{"id":"ff0e5652-c86b-4b27-9a1a-d2320eaad6a0","block_type":"box","text":"Issuer Insolvency Risk.","page_number":76,"box":{"x":102,"y":279,"width":166,"height":11}},{"id":"42b317ae-0f74-4167-96d8-21154a1a569b","block_type":"box","text":"Cer tain Funds’ potential exposure to financially or operationally troubled issuers involves","page_number":76,"box":{"x":275,"y":279,"width":631,"height":11}},{"id":"4292bbeb-417d-4f90-b1cf-c73d0e929080","block_type":"box","text":"a high degree of credit and market risk, which may be heightened during an economic downturn or recession. Should","page_number":76,"box":{"x":69,"y":294,"width":832,"height":11}},{"id":"a1daddcd-73b6-49ca-a0d3-d7dbda66b6c0","block_type":"box","text":"an issuer of securities held by a Fund become involved in a bankruptcy proceeding, reorganization or financial","page_number":76,"box":{"x":69,"y":309,"width":781,"height":11}},{"id":"60a68480-5647-402f-80e9-2931a1dde2f6","block_type":"box","text":"restructuring, a wide variety of considerations make an evaluation of the outcome of the Fund’s exposure to the","page_number":76,"box":{"x":69,"y":324,"width":797,"height":12}},{"id":"e69fe304-46e1-427d-a5d7-f0cdb2fc9407","block_type":"box","text":"issuer uncer tain.","page_number":76,"box":{"x":70,"y":340,"width":118,"height":8}},{"id":"dfc07a36-822c-4d07-9d6c-51038bc0620a","block_type":"box","text":"During the period of a bankruptcy proceeding, reorganization or financial restructuring, it is unlikely that a Fund","page_number":76,"box":{"x":102,"y":362,"width":788,"height":11}},{"id":"458181fa-94bb-41c7-a506-e3f39c8c0b01","block_type":"box","text":"will receive any interest payments on the securities of the issuer. A Fund will be subject to significant uncer tainty as","page_number":76,"box":{"x":68,"y":377,"width":827,"height":12}},{"id":"dff45af1-1c6e-4841-b237-8bce4b968f77","block_type":"box","text":"to whether the reorganization or restructuring will be completed, and the Fund may bear cer tain extraordinary","page_number":76,"box":{"x":68,"y":393,"width":779,"height":11}},{"id":"72c9e67e-6887-4f5f-a58e-1a90826041c6","block_type":"box","text":"expenses to protect and recover its investment. A Fund will also be subject to significant uncer tainty as to when and","page_number":76,"box":{"x":69,"y":407,"width":829,"height":12}},{"id":"35bc4bff-2d98-4336-b401-b5e063d18f9a","block_type":"box","text":"in what manner and for what value the obligations evidenced by the securities of the issuer held by the Fund will","page_number":76,"box":{"x":70,"y":423,"width":797,"height":11}},{"id":"f7f7fd4b-695b-49c1-8776-d43455c3cb4b","block_type":"box","text":"eventually be satisfied.","page_number":76,"box":{"x":69,"y":438,"width":162,"height":11}},{"id":"ef7080cd-d549-4be1-a922-23872750f8eb","block_type":"box","text":"Even if a plan of reorganization or restructuring is adopted with respect to the securities of the issuer held by the","page_number":76,"box":{"x":102,"y":460,"width":805,"height":12}},{"id":"879a475e-5615-45bf-9469-47bac1dc43b7","block_type":"box","text":"Fund, there can be no assurance that the securities or other assets received by a Fund in connection with such plan","page_number":76,"box":{"x":70,"y":476,"width":827,"height":11}},{"id":"54df8b0a-80f9-4117-82bc-240debbba6bc","block_type":"box","text":"of reorganization or restructuring will not have a lower value or income potential than may have been anticipated or","page_number":76,"box":{"x":69,"y":491,"width":819,"height":11}},{"id":"19525363-d7ca-485e-a6e4-415c9c1008fd","block_type":"box","text":"no value. A Fund may be unable to enforce its claims or rights in any collateral or may have its claims or security","page_number":76,"box":{"x":69,"y":506,"width":802,"height":11}},{"id":"e7f12453-3337-4349-a30b-8fc6e4419b61","block_type":"box","text":"interest in any collateral challenged, disallowed or subordinated to the claims or security interests of other creditors.","page_number":76,"box":{"x":70,"y":521,"width":830,"height":11}},{"id":"05b1ea27-4625-4c11-809f-fb00dfc87b08","block_type":"box","text":"In addition, amendments to the U.S. Bankruptcy Code or other relevant laws could alter the expected outcome or","page_number":76,"box":{"x":70,"y":536,"width":805,"height":11}},{"id":"2d224f7a-66f0-460a-9927-fa7abe111a0c","block_type":"box","text":"introduce greater uncer tainty regarding the outcome of the Fund’s securities holdings in the issuer. In a bankruptcy","page_number":76,"box":{"x":70,"y":551,"width":820,"height":11}},{"id":"76687f22-4200-47c3-a701-fefb7f56745e","block_type":"box","text":"proceeding, a reorganization or restructuring, the securities of the issuer held by a Fund could be re-characterized or","page_number":76,"box":{"x":70,"y":566,"width":828,"height":11}},{"id":"4f5fd6c7-e391-485d-8c51-5395f21096d6","block_type":"box","text":"a Fund may receive different securities or other assets, including equity securities. These types of equity securities","page_number":76,"box":{"x":69,"y":581,"width":820,"height":12}},{"id":"487b83b4-649b-4524-92d7-84ba9a9bd97b","block_type":"box","text":"include, but are not limited to: common stock; preferred stock (including conver tible preferred stock); bonds, notes","page_number":76,"box":{"x":70,"y":596,"width":820,"height":12}},{"id":"2a39ca92-aee2-460c-9a0b-60ee77352963","block_type":"box","text":"and debentures conver tible into common or preferred stock; stock purchase warrants and rights; equity interests in","page_number":76,"box":{"x":69,"y":612,"width":824,"height":11}},{"id":"863ce894-e0ad-465a-90a8-bc9b204eba9d","block_type":"box","text":"trusts; and depositary receipts. Equity securities are subject to changes in value, and their value may be more","page_number":76,"box":{"x":68,"y":627,"width":788,"height":11}},{"id":"2342dcfb-e1fd-4c0f-bf50-032d790a97b3","block_type":"box","text":"volatile than those of other asset classes. Holders of equity securities are subject to more risk than holders of debt","page_number":76,"box":{"x":68,"y":642,"width":826,"height":11}},{"id":"605b7a5b-e423-4d1f-981f-5712f5fcd4e8","block_type":"box","text":"securities because the status of equity holders is subordinate to debtholders in an issuer’s capital structure. The","page_number":76,"box":{"x":69,"y":657,"width":809,"height":11}},{"id":"16b396e8-5a98-49d0-bd6f-78f0e6452344","block_type":"box","text":"value of equity securities received by a Fund could decline if the financial condition of the issuer deteriorates or if","page_number":76,"box":{"x":68,"y":672,"width":809,"height":11}},{"id":"ff90a141-eea0-4516-ac5a-cfc168fb7b2b","block_type":"box","text":"overall market and economic conditions, or conditions within the issuer’s region or industry, deteriorate.","page_number":76,"box":{"x":69,"y":687,"width":741,"height":11}},{"id":"ecc60b6d-daa0-4b03-b745-b057c502d4e6","block_type":"box","text":"To the extent that a Fund receives other assets in connection with a bankruptcy proceeding, reorganization or","page_number":76,"box":{"x":101,"y":710,"width":780,"height":11}},{"id":"1c555c39-df6c-4f68-b1c4-2f00b8bee62e","block_type":"box","text":"financial restructuring, the Fund may also be subject to additional risks associated with the assets received. One","page_number":76,"box":{"x":68,"y":725,"width":807,"height":11}},{"id":"7aea1f3f-2aea-4db2-a1ad-ff8060c62c7b","block_type":"box","text":"example of assets that a Fund could receive is an interest in one or more loans made to the issuer as par t of a","page_number":76,"box":{"x":69,"y":740,"width":795,"height":11}},{"id":"2beac7a5-0ab0-4419-9e09-efeb0ea3ba30","block_type":"box","text":"workout agreed to by a consor tium of lienholders and creditors of the issuer. A Fund may receive such interests in","page_number":76,"box":{"x":68,"y":755,"width":814,"height":11}},{"id":"e8fe1533-85f3-4b95-8ac5-808f50487c96","block_type":"box","text":"loans to the extent permitted by the Investment Company Act.","page_number":76,"box":{"x":70,"y":770,"width":439,"height":11}},{"id":"ca1f272e-94b8-4aed-8139-7fecfa5ad35c","block_type":"box","text":"Securities or other assets received in a reorganization or restructuring typically entail a higher degree of risk than","page_number":76,"box":{"x":102,"y":793,"width":806,"height":11}},{"id":"a0401654-803e-4aa9-a91d-d9940eddbee9","block_type":"box","text":"investments in securities of issuers that have not undergone a reorganization or restructuring and may be subject to","page_number":76,"box":{"x":70,"y":808,"width":829,"height":11}},{"id":"de092925-6f1b-420e-b4e0-d120190be83b","block_type":"box","text":"heavy selling or downward pricing pressure after completion of the reorganization or restructuring. The post","page_number":76,"box":{"x":69,"y":823,"width":767,"height":12}},{"id":"994f44db-5bfd-4da2-96a9-bafc22312e3b","block_type":"box","text":"reorganization/restructuring assets and securities may also be illiquid and difficult to sell or value. If a Fund","page_number":76,"box":{"x":69,"y":838,"width":771,"height":12}},{"id":"55070585-ae73-4afc-95c9-25ed795cbcf7","block_type":"box","text":"par ticipates in negotiations with respect to a plan of reorganization or restructuring with respect to securities of the","page_number":76,"box":{"x":70,"y":853,"width":823,"height":12}},{"id":"4105f193-3321-4425-b6d3-ac02840f44f6","block_type":"box","text":"issuer held by a Fund, the Fund also may be restricted from disposing such securities for a period of time. If a Fund","page_number":76,"box":{"x":70,"y":869,"width":822,"height":11}},{"id":"06aefd32-fc7f-43db-9d76-1e9316a88dec","block_type":"box","text":"becomes involved in such proceedings, the Fund may have more active par ticipation in the affairs of the issuer than","page_number":76,"box":{"x":69,"y":884,"width":828,"height":11}},{"id":"55dd9690-eda3-47ef-a46e-24f92b52a573","block_type":"box","text":"that assumed generally by an investor.","page_number":76,"box":{"x":68,"y":899,"width":274,"height":11}},{"id":"9b8c213e-638f-4957-8218-ab60b1e87f40","block_type":"box","text":"II-48","page_number":76,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"f728f30d-181e-48bb-8a74-3e9ad1c94a4d","block_type":"box","text":"NM1026U-5981080-76/228","page_number":76,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"ac8ec839-a554-4e6c-959e-27962fb4ddf6","block_type":"box","text":"Lease Obligations.","page_number":77,"box":{"x":102,"y":45,"width":133,"height":11}},{"id":"2559e702-76fb-4fc7-9869-c59d014048cd","block_type":"box","text":"A Fund may hold par ticipation cer tificates in a lease, an installment purchase contract, or a","page_number":77,"box":{"x":241,"y":45,"width":653,"height":11}},{"id":"9db1fd8a-03af-4ee7-bf06-02ee1330cd58","block_type":"box","text":"conditional sales contract (“lease obligations”). The Manager will monitor the credit standing of each borrower and","page_number":77,"box":{"x":69,"y":60,"width":816,"height":11}},{"id":"ab59e338-af1d-4cd8-99c7-393b5ea58c99","block_type":"box","text":"each entity providing credit suppor t and/or a put option relating to lease obligations.","page_number":77,"box":{"x":69,"y":75,"width":602,"height":11}},{"id":"77a2f638-f6e8-4d6c-b716-00b2711fe2d3","block_type":"box","text":"Life Settlement Investments.","page_number":77,"box":{"x":102,"y":98,"width":210,"height":9}},{"id":"525c8446-ea0e-4d1b-b960-ffca94125a5a","block_type":"box","text":"A Fund may invest in life settlements, which are sales to third par ties, such as the","page_number":77,"box":{"x":318,"y":98,"width":589,"height":11}},{"id":"98d17ad4-ca8f-4ca9-927c-2f4a7b679880","block_type":"box","text":"Fund, of existing life insurance contracts for more than their cash surrender value but less than the net benefits to be","page_number":77,"box":{"x":70,"y":113,"width":838,"height":11}},{"id":"2fd68ebb-c8a8-4874-8871-026267c913ed","block_type":"box","text":"paid under the policies. When a Fund acquires such a contract, it pays the policy premiums in return for the expected","page_number":77,"box":{"x":70,"y":128,"width":834,"height":11}},{"id":"cc46924c-4121-4178-a87b-af1418c9bf57","block_type":"box","text":"receipt of the net benefit as the beneficiary under the policy. Investments in these contracts involve cer tain risks,","page_number":77,"box":{"x":69,"y":143,"width":808,"height":11}},{"id":"28068150-87d0-4b0b-aa00-1d944caa2683","block_type":"box","text":"including liquidity risk, credit risk of the insurance company, and inaccurate estimations of life expectancy of the","page_number":77,"box":{"x":70,"y":158,"width":797,"height":11}},{"id":"d8134226-7e77-4fcd-baaf-b7a3eacc4dec","block_type":"box","text":"insured individuals (viators). These policies may be considered illiquid because they are bought and sold in a","page_number":77,"box":{"x":70,"y":173,"width":775,"height":11}},{"id":"7103fbe5-1c85-48c7-aaa4-67d05372b210","block_type":"box","text":"secondary market through life settlement agents. Also, in the event of a bankruptcy of the insurance carrier for a","page_number":77,"box":{"x":69,"y":188,"width":805,"height":12}},{"id":"3b12e58a-6690-466f-9dbd-0c2dd6bbab3d","block_type":"box","text":"policy, the Fund may receive reduced or no benefits under the contract. A Fund seeks to minimize credit risk by","page_number":77,"box":{"x":70,"y":203,"width":789,"height":12}},{"id":"a0e3e5e5-ddf2-4abf-91f9-e075c2b31ed9","block_type":"box","text":"investing in policies issued by a diverse range of highly-rated insurance carriers. Fur thermore, a Fund may encounter","page_number":77,"box":{"x":70,"y":218,"width":829,"height":12}},{"id":"2ca7bc80-7211-4d1f-a4c1-d70df3fa8c4b","block_type":"box","text":"losses on its investments if there is an inaccurate estimation of the life expectancies of viators. A Fund intends to","page_number":77,"box":{"x":70,"y":234,"width":813,"height":11}},{"id":"6083adba-3482-4ea5-8141-a818ac534d72","block_type":"box","text":"reduce this life expectancy risk by investing only in contracts where the life expectancy was reviewed by an","page_number":77,"box":{"x":69,"y":249,"width":758,"height":11}},{"id":"04684742-d225-4804-9ca9-03d057353f09","block_type":"box","text":"experienced actuary, as well as by diversifying its investments across viators of varying ages and medical profiles. In","page_number":77,"box":{"x":69,"y":264,"width":832,"height":11}},{"id":"c88555d1-f9cd-401c-a658-7e4e1fa3c7b1","block_type":"box","text":"addition, it is unclear whether the income from life settlements is qualifying income for purposes of the IRS 90%","page_number":77,"box":{"x":69,"y":279,"width":800,"height":11}},{"id":"70fc0b26-8e29-40ab-9555-ff861c604239","block_type":"box","text":"gross income test a Fund must satisfy each year to qualify as a regulated investment company. A Fund intends to","page_number":77,"box":{"x":68,"y":294,"width":809,"height":11}},{"id":"f65565c9-dac7-492b-83b8-a7c7793c7764","block_type":"box","text":"monitor its investments to ensure that the Fund remains qualified as a regulated investment company.","page_number":77,"box":{"x":69,"y":309,"width":730,"height":11}},{"id":"3aaaf892-ae81-4b6b-9307-df403a45ea44","block_type":"box","text":"Liquidity Risk Management.","page_number":77,"box":{"x":102,"y":332,"width":202,"height":11}},{"id":"ba311e5f-03cb-445f-acf6-82662535294e","block_type":"box","text":"Rule 22e-4 under the Investment Company Act (the “Liquidity Rule”) requires open","page_number":77,"box":{"x":311,"y":332,"width":591,"height":11}},{"id":"68639243-2522-4954-ac2c-4f49b1b32871","block_type":"box","text":"end funds, such as the Funds, to adopt a liquidity risk management program and enhance disclosures regarding fund","page_number":77,"box":{"x":69,"y":347,"width":835,"height":11}},{"id":"6a1c9bb8-6a95-4c13-9f32-998f88a8bd9b","block_type":"box","text":"liquidity. As required by the Liquidity Rule, the Funds have implemented a liquidity risk management program (the","page_number":77,"box":{"x":70,"y":362,"width":803,"height":11}},{"id":"4659e81c-c118-40d3-910b-df8587fc45e1","block_type":"box","text":"“Liquidity Program”), and the Boards of Directors of the Funds, including a majority of the independent Directors,","page_number":77,"box":{"x":70,"y":377,"width":801,"height":12}},{"id":"0b31f4b8-e185-4271-83be-158a3680015f","block_type":"box","text":"have appointed the Manager as the liquidity risk program administrator of the Liquidity Program. Under the Liquidity","page_number":77,"box":{"x":69,"y":392,"width":822,"height":12}},{"id":"1f3e0130-bedc-41c3-8f2c-3c27934135b4","block_type":"box","text":"Program, the Manager assesses, manages, and periodically reviews each Fund’s liquidity risk and classifies each","page_number":77,"box":{"x":69,"y":407,"width":808,"height":12}},{"id":"b143a65c-7757-4e89-afb4-24bc152381f1","block_type":"box","text":"investment held by a Fund as a “highly liquid investment,” “moderately liquid investment,” “less liquid investment” or","page_number":77,"box":{"x":70,"y":423,"width":838,"height":11}},{"id":"4d721ba9-4d5c-48b4-8a4d-e392e053c4ea","block_type":"box","text":"“illiquid investment.” The Liquidity Rule defines “liquidity risk” as the risk that a Fund could not meet requests to","page_number":77,"box":{"x":70,"y":438,"width":804,"height":11}},{"id":"d61cb76b-d815-4339-b38d-a86502314f4d","block_type":"box","text":"redeem shares issued by the Fund without significant dilution of the remaining investors’ interests in the Fund. The","page_number":77,"box":{"x":69,"y":453,"width":821,"height":11}},{"id":"91f65151-aa2d-4382-aa6a-00dce14f70e8","block_type":"box","text":"liquidity of a Fund’s por tfolio investments is determined based on relevant market, trading and investment-specific","page_number":77,"box":{"x":70,"y":468,"width":815,"height":11}},{"id":"bb668f30-2b32-4b46-8992-1282e862611a","block_type":"box","text":"considerations under the Liquidity Program. To the extent that an investment is deemed to be an illiquid investment","page_number":77,"box":{"x":69,"y":483,"width":823,"height":11}},{"id":"97242096-4091-491e-b7b0-8b2e6ef57c0e","block_type":"box","text":"or a less liquid investment, a Fund can expect to be exposed to greater liquidity risk.","page_number":77,"box":{"x":69,"y":498,"width":601,"height":11}},{"id":"6fac5f53-9418-43d5-9b6b-e79423a73581","block_type":"box","text":"Master Limited Partnerships.","page_number":77,"box":{"x":102,"y":521,"width":211,"height":11}},{"id":"e15c454a-eaf5-468f-8018-915dd4afaeb3","block_type":"box","text":"Cer tain Funds may invest in publicly traded master limited par tnerships (“MLPs”)","page_number":77,"box":{"x":320,"y":521,"width":577,"height":11}},{"id":"e9b39004-f12d-4aa5-b42e-83b609564805","block_type":"box","text":"which are limited par tnerships or limited liability companies taxable as par tnerships. MLPs may derive income and","page_number":77,"box":{"x":68,"y":536,"width":816,"height":11}},{"id":"fae3ed96-43f6-40ff-9a8d-8cfdf2b57a1e","block_type":"box","text":"gains from the exploration, development, mining or production, processing, refining, transpor tation (including","page_number":77,"box":{"x":68,"y":551,"width":777,"height":11}},{"id":"e7212202-7467-46d6-b16d-bc5fcaa641a1","block_type":"box","text":"pipelines transpor ting gas, oil, or products thereof), or the marketing of any mineral or natural resources. MLPs","page_number":77,"box":{"x":70,"y":566,"width":792,"height":11}},{"id":"a4cabfc4-342b-4f8d-b845-ffbb88f3ca4b","block_type":"box","text":"generally have two classes of owners, the general par tner and limited par tners. When investing in an MLP, a Fund","page_number":77,"box":{"x":68,"y":581,"width":811,"height":12}},{"id":"c0a676d0-1333-485e-be94-81caee9d2c1e","block_type":"box","text":"intends to purchase publicly traded common units issued to limited par tners of the MLP. The general par tner is","page_number":77,"box":{"x":70,"y":596,"width":791,"height":12}},{"id":"79f181bb-0f03-4792-b0d1-08c183ad5023","block_type":"box","text":"typically owned by a major energy company, an investment fund, the direct management of the MLP or is an entity","page_number":77,"box":{"x":68,"y":612,"width":812,"height":11}},{"id":"58df43e7-aecf-4882-bf4f-4cfbcb0076fe","block_type":"box","text":"owned by one or more of such par ties. The general par tner may be structured as a private or publicly traded","page_number":77,"box":{"x":69,"y":627,"width":770,"height":11}},{"id":"f3a59cb8-2e41-48ad-bc51-819b0deef5cc","block_type":"box","text":"corporation or other entity. The general par tner typically controls the operations and management of the MLP through","page_number":77,"box":{"x":69,"y":642,"width":833,"height":11}},{"id":"abeddc1b-dffd-42cc-9e83-9be33b07be91","block_type":"box","text":"an up to 2% equity interest in the MLP plus, in many cases, ownership of common units and subordinated units.","page_number":77,"box":{"x":69,"y":657,"width":799,"height":11}},{"id":"5ec95b9c-5e10-455d-9816-d0f4e1444e20","block_type":"box","text":"Limited par tners own the remainder of the par tnership, through ownership of common units, and have a limited role","page_number":77,"box":{"x":70,"y":672,"width":825,"height":11}},{"id":"c5649c2d-fbec-471d-b96b-7c22b5777f7a","block_type":"box","text":"in the par tnership’s operations and management.","page_number":77,"box":{"x":70,"y":687,"width":352,"height":11}},{"id":"1e3e56cb-803f-4b05-8ea4-4a562ff12312","block_type":"box","text":"MLPs are typically structured such that common units and general par tner interests have first priority to receive","page_number":77,"box":{"x":102,"y":710,"width":794,"height":11}},{"id":"63ab52fe-3a62-4507-ad65-320796da90f2","block_type":"box","text":"quar terly cash distributions up to an established minimum amount (“minimum quar terly distributions” or “MQD”).","page_number":77,"box":{"x":69,"y":725,"width":809,"height":11}},{"id":"6470f60f-a5ba-4405-91ee-570420e65251","block_type":"box","text":"Common and general par tner interests also accrue arrearages in distributions to the extent the MQD is not paid.","page_number":77,"box":{"x":69,"y":740,"width":804,"height":11}},{"id":"bf223796-e21b-4b82-9c3c-122e338ddbf0","block_type":"box","text":"Once common and general par tner interests have been paid, subordinated units receive distributions of up to the","page_number":77,"box":{"x":69,"y":755,"width":808,"height":11}},{"id":"69ed29e9-c593-4eef-a423-fffe4fef4e0d","block_type":"box","text":"MQD; however, subordinated units do not accrue arrearages. Distributable cash in excess of the MQD paid to both","page_number":77,"box":{"x":70,"y":770,"width":816,"height":12}},{"id":"7ae1ee9e-90c8-4d99-852d-0844b84bbc6e","block_type":"box","text":"common and subordinated units is distributed to both common and subordinated units generally on a pro rata basis.","page_number":77,"box":{"x":69,"y":786,"width":831,"height":11}},{"id":"f96d5a7b-9318-4c28-a033-63d00a89f0ac","block_type":"box","text":"The general par tner is also eligible to receive incentive distributions if the general par tner operates the business in a","page_number":77,"box":{"x":68,"y":801,"width":835,"height":11}},{"id":"10f503ca-67fe-41d1-a459-22dc99b96e85","block_type":"box","text":"manner which results in distributions paid per common unit surpassing specified target levels. As the general par tner","page_number":77,"box":{"x":69,"y":816,"width":838,"height":11}},{"id":"10b1fe24-3072-46b5-9d8f-fbc98f7c2c70","block_type":"box","text":"increases cash distributions to the limited par tners, the general par tner receives an increasingly higher percentage of","page_number":77,"box":{"x":70,"y":831,"width":839,"height":11}},{"id":"06aff3e1-bc00-4558-8de9-bcaa513ec780","block_type":"box","text":"the incremental cash distributions. A common arrangement provides that the general par tner can reach a tier where","page_number":77,"box":{"x":68,"y":846,"width":828,"height":11}},{"id":"7155d680-996a-43d5-a848-2f90d8cbbd1b","block_type":"box","text":"it receives 50% of every incremental dollar paid to common and subordinated unit holders. These incentive","page_number":77,"box":{"x":70,"y":861,"width":761,"height":11}},{"id":"f0d48543-980c-4b29-bc01-5657e6c0ebdf","block_type":"box","text":"distributions encourage the general par tner to streamline costs, increase capital expenditures and acquire assets in","page_number":77,"box":{"x":69,"y":876,"width":830,"height":11}},{"id":"e40f8fa5-f276-4bc9-b17e-3bf2001762bf","block_type":"box","text":"order to increase the par tnership’s cash flow and raise the quar terly cash distribution in order to reach higher tiers.","page_number":77,"box":{"x":69,"y":891,"width":824,"height":12}},{"id":"a44f5b82-023f-4fe5-812a-df1fe150d847","block_type":"box","text":"Such results benefit all security holders of the MLP.","page_number":77,"box":{"x":69,"y":906,"width":366,"height":12}},{"id":"49083a75-1335-413f-871e-49e16df2d46f","block_type":"box","text":"II-49","page_number":77,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"e29a1746-f199-4cb6-8e39-9d408e29a3c3","block_type":"box","text":"NM1026U-5981080-77/228","page_number":77,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"dc3af458-4aeb-4377-8914-649ade1a1c16","block_type":"box","text":"MLP common units represent a limited par tnership interest in the MLP. Common units are listed and traded on","page_number":78,"box":{"x":102,"y":45,"width":790,"height":11}},{"id":"b7095aca-0820-4d36-9379-46e9aa059098","block_type":"box","text":"U.S. securities exchanges, with their value fluctuating predominantly based on prevailing market conditions and the","page_number":78,"box":{"x":70,"y":60,"width":820,"height":11}},{"id":"b9ea13fa-a2c6-4f3e-8fe0-aab4ff796daa","block_type":"box","text":"success of the MLP. Cer tain Funds intend to purchase common units in market transactions. Unlike owners of","page_number":78,"box":{"x":69,"y":75,"width":787,"height":11}},{"id":"d5cd3518-3616-431a-8c6d-f9d863730b87","block_type":"box","text":"common stock of a corporation, owners of common units have limited voting rights and have no ability to annually","page_number":78,"box":{"x":69,"y":90,"width":810,"height":11}},{"id":"14a6af94-abad-4ee6-a66b-eaf2d26eb222","block_type":"box","text":"elect directors. In the event of liquidation, common units have preference over subordinated units, but not over debt","page_number":78,"box":{"x":69,"y":105,"width":828,"height":11}},{"id":"4c206eb0-35a6-4f64-9f2b-f1151fd4efc5","block_type":"box","text":"or preferred units, to the remaining assets of the MLP.","page_number":78,"box":{"x":69,"y":120,"width":387,"height":12}},{"id":"8df4c5af-6954-474b-90a1-55713cdcba52","block_type":"box","text":"Merger Transaction Risk.","page_number":78,"box":{"x":102,"y":143,"width":183,"height":11}},{"id":"15f55c6b-fdf0-4b35-8009-f542090512f1","block_type":"box","text":"A Fund may buy stock of the target company in an announced merger transaction prior","page_number":78,"box":{"x":291,"y":143,"width":616,"height":11}},{"id":"b1f511ba-88d4-4fd4-ad5a-f58f2a8ea819","block_type":"box","text":"to the consummation of such transaction. In that circumstance, a Fund would expect to receive an amount (whether","page_number":78,"box":{"x":68,"y":158,"width":827,"height":11}},{"id":"2b966c46-70dc-4fd6-bf7a-bc0fdab8aa52","block_type":"box","text":"in cash, stock of the acquiring company or a combination of both) in excess of the purchase price paid by the Fund","page_number":78,"box":{"x":70,"y":173,"width":816,"height":11}},{"id":"b012577e-569a-4d5e-8bee-a5afa4f66215","block_type":"box","text":"for the target company’s stock. However, a Fund is subject to the risk that the merger transaction may be canceled,","page_number":78,"box":{"x":68,"y":188,"width":825,"height":12}},{"id":"fe96a756-d667-48ef-a1f8-c8bd1456ccf9","block_type":"box","text":"delayed or restructured, in which case a Fund’s holding of the target company’s stock may not result in any profit for","page_number":78,"box":{"x":69,"y":203,"width":832,"height":12}},{"id":"f25b3331-d697-456a-b26a-c35c756f5c84","block_type":"box","text":"the Fund and may lose significant value.","page_number":78,"box":{"x":68,"y":218,"width":286,"height":12}},{"id":"a6cf853e-9263-408f-ba36-759bf6fe1119","block_type":"box","text":"Money Market Obligations of Domestic Banks, Foreign Banks and Foreign Branches of U.S. Banks.","page_number":78,"box":{"x":102,"y":241,"width":723,"height":11}},{"id":"c8b5c7de-9d16-4833-b0e2-fda2be234c14","block_type":"box","text":"Cer tain","page_number":78,"box":{"x":831,"y":241,"width":50,"height":9}},{"id":"c57e8b37-3994-4894-b7f8-e893f8361760","block_type":"box","text":"Funds may purchase bank obligations, such as cer tificates of deposit, notes, bankers’ acceptances and time","page_number":78,"box":{"x":70,"y":256,"width":778,"height":12}},{"id":"d222a244-ba2c-4359-898d-799b418e2ffe","block_type":"box","text":"deposits, including instruments issued or suppor ted by the credit of U.S. or foreign banks or savings institutions","page_number":78,"box":{"x":69,"y":271,"width":802,"height":12}},{"id":"3587b048-43e6-463b-97d0-8572439ea8a6","block_type":"box","text":"having total assets at the time of purchase in excess of $1 billion. These obligations may be general obligations of","page_number":78,"box":{"x":69,"y":286,"width":820,"height":12}},{"id":"0871e2db-4cd0-4e12-b6ea-5d2cefca2ea8","block_type":"box","text":"the parent bank or may be limited to the issuing branch or subsidiary by the terms of a specific obligation or by","page_number":78,"box":{"x":68,"y":302,"width":794,"height":11}},{"id":"33aa4549-9da0-4b4f-8529-87fac55bd741","block_type":"box","text":"government regulation. The assets of a bank or savings institution will be deemed to include the assets of its","page_number":78,"box":{"x":68,"y":317,"width":781,"height":11}},{"id":"8d57ef72-e6d6-4949-aaa8-2e88f35e1c05","block_type":"box","text":"domestic and foreign branches for purposes of a Fund’s investment policies. Investments in shor t-term bank","page_number":78,"box":{"x":69,"y":332,"width":776,"height":11}},{"id":"42edfdf7-b1f8-4fd9-9190-81c7b6ac2eff","block_type":"box","text":"obligations may include obligations of foreign banks and domestic branches of foreign banks, and also foreign","page_number":78,"box":{"x":69,"y":347,"width":785,"height":11}},{"id":"7418bfef-2859-44ee-8ed7-393433ef2de7","block_type":"box","text":"branches of domestic banks.","page_number":78,"box":{"x":69,"y":362,"width":205,"height":9}},{"id":"e186468b-c0d9-42c2-b2fd-a1a906d36a54","block_type":"box","text":"To the extent consistent with their investment objectives, a Fund may invest in debt obligations of domestic or","page_number":78,"box":{"x":101,"y":385,"width":785,"height":11}},{"id":"2f6ad353-ef11-46ed-88c0-3ef5de0b461d","block_type":"box","text":"foreign corporations and banks, and may acquire commercial obligations issued by Canadian corporations and","page_number":78,"box":{"x":68,"y":400,"width":787,"height":11}},{"id":"2c57b19e-1c97-461e-838f-0317cfd8f7eb","block_type":"box","text":"Canadian counterpar ts of U.S. corporations, as well as Europaper, which is U.S. dollar-denominated commercial","page_number":78,"box":{"x":69,"y":415,"width":797,"height":11}},{"id":"de3229f5-0aa2-4a57-b276-e80eb31d3f04","block_type":"box","text":"paper of a foreign issuer.","page_number":78,"box":{"x":70,"y":430,"width":176,"height":11}},{"id":"0234f131-568d-4579-bee3-0b23ca3ca289","block_type":"box","text":"Money Market Securities.","page_number":78,"box":{"x":102,"y":453,"width":188,"height":11}},{"id":"63611f01-ea21-418f-a82c-9c15b1ebbbde","block_type":"box","text":"Cer tain Funds may invest in a broad range of shor t-term, high quality, U.S. dollar","page_number":78,"box":{"x":296,"y":453,"width":578,"height":11}},{"id":"dc94656b-46c8-4fd9-bb7f-f11cf474319a","block_type":"box","text":"denominated instruments, such as government, bank, commercial and other obligations that are available in the","page_number":78,"box":{"x":69,"y":468,"width":802,"height":11}},{"id":"795afed2-c7fd-4099-934d-3f1cf1c839f7","block_type":"box","text":"money markets. In par ticular, the Funds may invest in:","page_number":78,"box":{"x":69,"y":483,"width":386,"height":11}},{"id":"a30fb8ed-5d49-4ff5-82e2-6a259d8b6a96","block_type":"box","text":"(a) U.S. dollar-denominated obligations issued or suppor ted by the credit of U.S. or foreign banks or savings","page_number":78,"box":{"x":69,"y":503,"width":779,"height":12}},{"id":"268fc2f3-ea30-4970-900d-93a023aef698","block_type":"box","text":"institutions with total assets in excess of $1 billion (including obligations of foreign branches of such banks);","page_number":78,"box":{"x":102,"y":518,"width":776,"height":12}},{"id":"aa39b812-beff-4269-86cf-c984f5eb1a2b","block_type":"box","text":"(b) high quality commercial paper and other obligations issued or guaranteed by U.S. and foreign corporations and","page_number":78,"box":{"x":69,"y":538,"width":821,"height":12}},{"id":"246f424e-0a6f-4f23-ba1d-10c8f3f88fec","block_type":"box","text":"other issuers rated (at the time of purchase) A-2 or higher by S&P, Prime-2 or higher by Moody’s or F-2 or higher","page_number":78,"box":{"x":102,"y":554,"width":795,"height":11}},{"id":"be7a4e13-94a7-4397-8870-b8d2dd6a82e2","block_type":"box","text":"by Fitch, as well as high quality corporate bonds rated (at the time of purchase) A or higher by those rating","page_number":78,"box":{"x":102,"y":569,"width":757,"height":11}},{"id":"74135dcc-5f9d-49dc-b5e0-c70fa2729032","block_type":"box","text":"agencies;","page_number":78,"box":{"x":102,"y":584,"width":66,"height":11}},{"id":"7c0f8190-4d25-4005-a95c-092628d3b0be","block_type":"box","text":"(c) unrated notes, paper and other instruments that are of comparable quality to the instruments described in","page_number":78,"box":{"x":69,"y":604,"width":792,"height":11}},{"id":"586fcdef-93b7-4e02-b553-9a6b04428114","block_type":"box","text":"(b) above as determined by the Fund’s Manager;","page_number":78,"box":{"x":102,"y":619,"width":344,"height":11}},{"id":"d3325043-a764-4bf2-95f1-4a5fecfded6d","block_type":"box","text":"(d) asset-backed securities (including interests in pools of assets such as mor tgages, installment purchase","page_number":78,"box":{"x":69,"y":639,"width":776,"height":12}},{"id":"b4573454-ccdc-44ee-8c27-ad792f2b8485","block_type":"box","text":"obligations and credit card receivables);","page_number":78,"box":{"x":102,"y":655,"width":283,"height":11}},{"id":"97045e61-6151-4443-86ed-a1241cf4326e","block_type":"box","text":"(e) securities issued or guaranteed as to principal and interest by the U.S. Government or by its agencies or","page_number":78,"box":{"x":69,"y":675,"width":778,"height":11}},{"id":"9fb7126c-38af-415a-a3aa-95941cce2a2e","block_type":"box","text":"authorities and related custodial receipts;","page_number":78,"box":{"x":102,"y":690,"width":296,"height":11}},{"id":"502fb4c9-bb48-4f55-b330-ae41519e5df5","block_type":"box","text":"(f) dollar-denominated securities issued or guaranteed by foreign governments or their political subdivisions,","page_number":78,"box":{"x":69,"y":710,"width":782,"height":11}},{"id":"949fd481-5547-4d54-b8bd-1ed20446c3fd","block_type":"box","text":"agencies or authorities;","page_number":78,"box":{"x":102,"y":725,"width":166,"height":11}},{"id":"43733a07-6e5f-43ae-9171-0a026436e9bb","block_type":"box","text":"(g) funding agreements issued by highly-rated U.S. insurance companies;","page_number":78,"box":{"x":69,"y":745,"width":528,"height":11}},{"id":"fa4a5293-fe4c-4523-a793-f51229e09959","block_type":"box","text":"(h) securities issued or guaranteed by state or local governmental bodies;","page_number":78,"box":{"x":69,"y":766,"width":534,"height":11}},{"id":"6ccae1d4-26a7-4110-b7e2-7da9484b212f","block_type":"box","text":"(i) repurchase agreements relating to the above instruments;","page_number":78,"box":{"x":69,"y":786,"width":447,"height":11}},{"id":"1e5a655b-890c-491a-bb75-6ee2e23f71d5","block_type":"box","text":"(j) municipal bonds and notes whose principal and interest payments are guaranteed by the U.S. Government or","page_number":78,"box":{"x":69,"y":806,"width":812,"height":11}},{"id":"20c2695c-b7c0-49fc-a4c6-df386a632144","block_type":"box","text":"one of its agencies or authorities or which otherwise depend directly or indirectly on the credit of the United","page_number":78,"box":{"x":102,"y":821,"width":766,"height":11}},{"id":"d55b1573-a152-4933-a195-f3ee57930e32","block_type":"box","text":"States;","page_number":78,"box":{"x":102,"y":836,"width":49,"height":10}},{"id":"72c3689a-c54b-4070-a16a-70bffea5998d","block_type":"box","text":"(k) fixed and variable rate notes and similar debt instruments rated MIG-2, VMIG-2 or Prime-2 or higher by Moody’s,","page_number":78,"box":{"x":69,"y":856,"width":829,"height":11}},{"id":"d9c907e2-955b-4dd0-8b26-ae249c1007f7","block_type":"box","text":"SP-2 or A-2 or higher by S&P, or F-2 or higher by Fitch;","page_number":78,"box":{"x":102,"y":871,"width":379,"height":11}},{"id":"90928497-0447-4e8c-b8f5-56a8710a5889","block_type":"box","text":"(l) tax-exempt commercial paper and similar debt instruments rated Prime-2 or higher by Moody’s, A-2 or higher by","page_number":78,"box":{"x":69,"y":891,"width":826,"height":12}},{"id":"75711801-77de-4df6-9328-46eb93cde5bf","block_type":"box","text":"S&P, or F-2 or higher by Fitch;","page_number":78,"box":{"x":102,"y":906,"width":207,"height":12}},{"id":"6d574d72-e738-4a58-83d9-10d8ee931fdb","block_type":"box","text":"II-50","page_number":78,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"078b0ef1-f9c2-4dcd-b361-397c761b4209","block_type":"box","text":"NM1026U-5981080-78/228","page_number":78,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"ed6ce660-eea4-4725-bca5-69a97f924e38","block_type":"box","text":"(m) municipal bonds rated A or higher by Moody’s, S&P or Fitch;","page_number":79,"box":{"x":69,"y":45,"width":458,"height":11}},{"id":"580ececb-4325-4cdf-9df2-57711845a60a","block_type":"box","text":"(n) unrated notes, paper or other instruments that are of comparable quality to the instruments described above, as","page_number":79,"box":{"x":69,"y":65,"width":837,"height":11}},{"id":"71dc9dd4-ea24-4967-8af3-15fcfcb911e1","block_type":"box","text":"determined by the Fund’s Manager under guidelines established by the Board; and","page_number":79,"box":{"x":101,"y":80,"width":589,"height":11}},{"id":"f995bede-6df0-420c-a665-e0ce16251ebb","block_type":"box","text":"(o) municipal bonds and notes which are guaranteed as to principal and interest by the U.S. Government or an","page_number":79,"box":{"x":69,"y":100,"width":795,"height":11}},{"id":"ceda7505-d614-463d-8d20-eb134cd21aaa","block_type":"box","text":"agency or instrumentality thereof or which otherwise depend directly or indirectly on the credit of the United","page_number":79,"box":{"x":102,"y":115,"width":764,"height":11}},{"id":"07240567-a03b-4bf4-982b-6745fa4b296f","block_type":"box","text":"States.","page_number":79,"box":{"x":102,"y":130,"width":49,"height":9}},{"id":"2b9a28c2-117d-42d6-a91a-f2b0ae3dc342","block_type":"box","text":"Mortgage-Related Securities.","page_number":79,"box":{"x":102,"y":153,"width":213,"height":11}},{"id":"2c66d464-96c2-44d6-8f5c-815f1631669b","block_type":"box","text":"Mor tgage-Backed Securities.","page_number":79,"box":{"x":102,"y":176,"width":203,"height":11}},{"id":"3ea6f9b6-ddfb-4b04-9cce-40f98f074702","block_type":"box","text":"Mor tgage-backed securities represent interests in pools of mor tgages in which","page_number":79,"box":{"x":312,"y":176,"width":560,"height":11}},{"id":"c7b04c91-4392-4c67-b6fa-bbc94f3cbf3c","block_type":"box","text":"payments of both principal and interest on the securities are generally made monthly, in effect “passing through”","page_number":79,"box":{"x":70,"y":191,"width":805,"height":11}},{"id":"410b8e67-a458-403a-889d-11c56e2e7506","block_type":"box","text":"monthly payments made by borrowers on the residential or commercial mor tgage loans that underlie the securities","page_number":79,"box":{"x":69,"y":206,"width":819,"height":11}},{"id":"4d584692-1032-4874-8fa8-02065ef9693c","block_type":"box","text":"(net of any fees paid to the issuer or guarantor of the securities). Mor tgage-backed securities differ from other forms","page_number":79,"box":{"x":69,"y":221,"width":832,"height":11}},{"id":"90b357ff-3e66-48e0-b036-b232c21395ab","block_type":"box","text":"of debt securities, which normally provide for periodic payment of interest in fixed amounts with principal payments at","page_number":79,"box":{"x":69,"y":236,"width":838,"height":11}},{"id":"6eaebaec-d186-4df2-b321-232f240f48c6","block_type":"box","text":"maturity or specified call dates.","page_number":79,"box":{"x":69,"y":251,"width":222,"height":11}},{"id":"6460ddea-2fb3-4793-a4ba-577665ad5ada","block_type":"box","text":"Mor tgage-backed securities are subject to the general risks associated with investing in real estate securities;","page_number":79,"box":{"x":102,"y":274,"width":785,"height":11}},{"id":"870e4b12-5551-4bce-80cc-33773e331266","block_type":"box","text":"that is, they may lose value if the value of the underlying real estate to which a pool of mor tgages relates declines. In","page_number":79,"box":{"x":68,"y":289,"width":838,"height":11}},{"id":"5d60d920-d079-4d2b-b250-16694ff36dca","block_type":"box","text":"addition, investments in mor tgage-backed securities involve cer tain specific risks. These risks include the failure of a","page_number":79,"box":{"x":69,"y":304,"width":836,"height":11}},{"id":"e1bf1200-3852-4218-b838-a55ae79e5d04","block_type":"box","text":"par ty to meet its commitments under the related operative documents, adverse interest rate changes and the effects","page_number":79,"box":{"x":70,"y":319,"width":837,"height":12}},{"id":"a66358ec-38ea-41a1-9709-0b215545875d","block_type":"box","text":"of prepayments on mor tgage cash flows. Mor tgage-backed securities are “pass-through” securities, meaning that","page_number":79,"box":{"x":69,"y":334,"width":810,"height":12}},{"id":"5843fd8c-6790-4725-b441-8790b4dea9f7","block_type":"box","text":"principal and interest payments made by the borrower on the underlying mor tgages are passed through to a Fund.","page_number":79,"box":{"x":70,"y":350,"width":811,"height":11}},{"id":"fa1882b5-cfd5-4cc3-923c-b7e9d0f5f700","block_type":"box","text":"Accordingly, the value of mor tgage-backed securities in which a Fund invests may be par ticularly sensitive to changes","page_number":79,"box":{"x":68,"y":365,"width":837,"height":11}},{"id":"c5636a53-b23d-4dac-a4b4-0f16cc4f2131","block_type":"box","text":"in prevailing interest rates, and, like other fixed income investments, the ability of a Fund to utilize these instruments","page_number":79,"box":{"x":70,"y":380,"width":834,"height":11}},{"id":"6d2d5c61-95b1-4e1e-81f9-c591a08fb60f","block_type":"box","text":"successfully may depend in par t upon the ability of the Manager to forecast interest rates and other economic factors","page_number":79,"box":{"x":69,"y":395,"width":840,"height":11}},{"id":"232aea37-db0d-42e1-b2f1-523840afc08a","block_type":"box","text":"correctly. The value of mor tgage-backed securities, like that of traditional fixed-income securities, typically increases","page_number":79,"box":{"x":69,"y":410,"width":827,"height":11}},{"id":"12213190-ab6e-4d41-9187-697ee2170cdd","block_type":"box","text":"when interest rates fall and decreases when interest rates rise. However, mor tgage-backed securities differ from","page_number":79,"box":{"x":68,"y":425,"width":805,"height":11}},{"id":"ec938b8b-60e4-4af1-8610-648f8f3c0aa0","block_type":"box","text":"traditional fixed-income securities because of their potential for prepayment without penalty. The price paid by a Fund","page_number":79,"box":{"x":68,"y":440,"width":834,"height":11}},{"id":"2be9f7dc-871f-41b9-b04d-57504075ecf0","block_type":"box","text":"for its mor tgage-backed securities, the yield the Fund expects to receive from such securities and the weighted","page_number":79,"box":{"x":68,"y":455,"width":791,"height":12}},{"id":"2ce2341e-4d6c-4b47-a107-44971896d54a","block_type":"box","text":"average life of the securities are based on a number of factors, including the anticipated rate of prepayment of the","page_number":79,"box":{"x":69,"y":470,"width":816,"height":12}},{"id":"c7647da3-1f3e-4b39-a8b7-c2d048fdd216","block_type":"box","text":"underlying mor tgages. In a period of declining interest rates, borrowers may prepay the underlying mor tgages more","page_number":79,"box":{"x":69,"y":486,"width":819,"height":11}},{"id":"21783d47-5535-4349-89be-cc1dc1f4ed02","block_type":"box","text":"quickly than anticipated, thereby reducing the yield to maturity and the average life of the mor tgage-backed","page_number":79,"box":{"x":69,"y":501,"width":761,"height":11}},{"id":"c2c1b5ae-d96d-4a82-9607-4484ac59688f","block_type":"box","text":"securities. Moreover, when a Fund reinvests the proceeds of a prepayment in these circumstances, it will likely","page_number":79,"box":{"x":69,"y":516,"width":791,"height":11}},{"id":"181d37a5-77be-4418-9cd8-e993f5e55907","block_type":"box","text":"receive a rate of interest that is lower than the rate on the security that was prepaid.","page_number":79,"box":{"x":69,"y":531,"width":602,"height":11}},{"id":"041f224a-5757-4651-924b-eae652128d89","block_type":"box","text":"To the extent that a Fund purchases mor tgage-backed securities at a premium, mor tgage foreclosures and","page_number":79,"box":{"x":101,"y":554,"width":761,"height":11}},{"id":"713421d4-2aeb-47d9-b487-a50f358d8b6e","block_type":"box","text":"principal prepayments may result in a loss to the extent of the premium paid. If a Fund buys such securities at a","page_number":79,"box":{"x":70,"y":569,"width":800,"height":11}},{"id":"0e083b8b-1c78-4ed4-a283-122aae90924e","block_type":"box","text":"discount, both scheduled payments of principal and unscheduled prepayments will increase current and total returns","page_number":79,"box":{"x":69,"y":584,"width":833,"height":11}},{"id":"740bf963-37f9-4751-b57c-ea292763013a","block_type":"box","text":"and will accelerate the recognition of income, which, when distributed to shareholders, will be taxable as ordinary","page_number":79,"box":{"x":69,"y":599,"width":809,"height":11}},{"id":"d762a8c2-9897-4476-b69a-13ce196dd2b8","block_type":"box","text":"income. In a period of rising interest rates, prepayments of the underlying mor tgages may occur at a slower than","page_number":79,"box":{"x":70,"y":614,"width":801,"height":11}},{"id":"7e129469-aa25-400a-bd6b-0029904524c1","block_type":"box","text":"expected rate, creating maturity extension risk. This par ticular risk may effectively change a security that was","page_number":79,"box":{"x":69,"y":629,"width":778,"height":11}},{"id":"71fed785-f016-44ac-a1a0-467095389fa1","block_type":"box","text":"considered shor t- or intermediate-term at the time of purchase into a long-term security. Since the value of long-term","page_number":79,"box":{"x":69,"y":644,"width":831,"height":12}},{"id":"6ff9441e-371c-4a30-a576-62ad16ad2f91","block_type":"box","text":"securities generally fluctuates more widely in response to changes in interest rates than that of shor ter-term","page_number":79,"box":{"x":69,"y":659,"width":773,"height":12}},{"id":"b10f012d-2cec-41d8-a5d6-b654d345e643","block_type":"box","text":"securities, maturity extension risk could increase the inherent volatility of the Fund. Under cer tain interest rate and","page_number":79,"box":{"x":69,"y":675,"width":818,"height":11}},{"id":"96587ee4-06e1-46e1-b5b3-2ff86388d171","block_type":"box","text":"prepayment scenarios, a Fund may fail to recoup fully its investment in mor tgage-backed securities notwithstanding","page_number":79,"box":{"x":70,"y":690,"width":822,"height":11}},{"id":"9602cca2-951b-4847-b633-1d6a4314def6","block_type":"box","text":"any direct or indirect governmental or agency guarantee.","page_number":79,"box":{"x":69,"y":705,"width":399,"height":11}},{"id":"7f0fcdc1-e6fc-430c-9c80-612d6c546b37","block_type":"box","text":"There are currently three types of mor tgage pass-through securities: (1) those issued by the U.S. Government or","page_number":79,"box":{"x":101,"y":727,"width":802,"height":12}},{"id":"cc2e929e-5452-4e50-9910-e372e199b9ce","block_type":"box","text":"one of its agencies or instrumentalities, such as the Government National Mor tgage Association (“Ginnie Mae”), the","page_number":79,"box":{"x":69,"y":743,"width":830,"height":11}},{"id":"876f6f29-60b6-44e9-8cd6-4cccf9b0ef07","block_type":"box","text":"Federal National Mor tgage Association (“Fannie Mae”) and the Federal Home Loan Mor tgage Corporation (“Freddie","page_number":79,"box":{"x":70,"y":758,"width":818,"height":11}},{"id":"37190482-caf6-45a3-91df-f537516cd41b","block_type":"box","text":"Mac”); (2) those issued by private issuers that represent an interest in or are collateralized by pass-through","page_number":79,"box":{"x":70,"y":773,"width":766,"height":11}},{"id":"b4b27dee-d5dd-4cc6-8277-68e456e18dd4","block_type":"box","text":"securities issued or guaranteed by the U.S. Government or one of its agencies or instrumentalities; and (3) those","page_number":79,"box":{"x":69,"y":788,"width":808,"height":11}},{"id":"7917c7da-b919-4a83-92de-d30761daf7ed","block_type":"box","text":"issued by private issuers that represent an interest in or are collateralized by whole mor tgage loans or pass-through","page_number":79,"box":{"x":70,"y":803,"width":825,"height":11}},{"id":"15e440e8-4728-4d93-a856-1274a86d0096","block_type":"box","text":"securities without a government guarantee but that usually have some form of private credit enhancement.","page_number":79,"box":{"x":69,"y":818,"width":761,"height":11}},{"id":"8edab490-826f-4b1a-b1fc-f1f18d07a978","block_type":"box","text":"Ginnie Mae is a wholly owned U.S. Government corporation within the Depar tment of Housing and Urban","page_number":79,"box":{"x":102,"y":841,"width":743,"height":11}},{"id":"5745c863-8a7f-4934-8dbb-7c8fcfff47b9","block_type":"box","text":"Development. Ginnie Mae is authorized to guarantee, with the full faith and credit of the U.S. Government, the timely","page_number":79,"box":{"x":70,"y":856,"width":831,"height":11}},{"id":"b1f45e51-5316-4462-941e-f3922910225b","block_type":"box","text":"payment of principal and interest on securities issued by the institutions approved by Ginnie Mae (such as savings","page_number":79,"box":{"x":70,"y":871,"width":815,"height":11}},{"id":"4ec9923b-dcc3-454b-909d-00f49a230630","block_type":"box","text":"and loan institutions, commercial banks and mor tgage banks), and backed by pools of Federal Housing","page_number":79,"box":{"x":69,"y":886,"width":737,"height":12}},{"id":"03c4e6b9-9884-4f70-81e3-d65c3e2ff73f","block_type":"box","text":"Administration (“FHA”)-insured or Veterans’ Administration (“VA”)-guaranteed mor tgages. Pass-through cer tificates","page_number":79,"box":{"x":68,"y":901,"width":814,"height":12}},{"id":"760d6562-05fc-4987-bb1b-415149df82a9","block_type":"box","text":"II-51","page_number":79,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"5183d1fa-7946-4ed8-81f7-c7ffb12b46c9","block_type":"box","text":"NM1026U-5981080-79/228","page_number":79,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"7bc32f95-c3b5-4b32-a7df-aa3f5f054af0","block_type":"box","text":"guaranteed by Ginnie Mae (such cer tificates are also known as “Ginnie Maes”) are guaranteed as to the timely","page_number":80,"box":{"x":68,"y":45,"width":794,"height":11}},{"id":"b242474f-6929-4ea8-819c-26aebcf9f24c","block_type":"box","text":"payment of principal and interest by Ginnie Mae, whose guarantee is backed by the full faith and credit of the United","page_number":80,"box":{"x":70,"y":60,"width":828,"height":11}},{"id":"f9cdc61d-0dea-4673-8ac0-e9f52c7878b3","block_type":"box","text":"States. Ginnie Mae cer tificates also are suppor ted by the authority of Ginnie Mae to borrow funds from the U.S.","page_number":80,"box":{"x":69,"y":75,"width":798,"height":11}},{"id":"7a2d8cd1-2ca1-470b-bacd-1d6abc427537","block_type":"box","text":"Treasury Depar tment to make payments under its guarantee. Mor tgage-related securities issued by Fannie Mae","page_number":80,"box":{"x":68,"y":90,"width":798,"height":11}},{"id":"5290b514-a46c-49c2-955e-1414a1fb660f","block_type":"box","text":"include Fannie Mae guaranteed Mor tgage Pass-Through Cer tificates (also known as “Fannie Maes”), which are","page_number":80,"box":{"x":70,"y":105,"width":788,"height":11}},{"id":"3b908d27-3721-4d62-8b32-54a7ef0bcfd6","block_type":"box","text":"guaranteed as to timely payment of principal and interest by Fannie Mae. They are not backed by or entitled to the full","page_number":80,"box":{"x":68,"y":120,"width":840,"height":12}},{"id":"c2d5c969-0770-4499-9dad-8cb7303c994d","block_type":"box","text":"faith and credit of the United States, but are suppor ted by the right of Fannie Mae to borrow from the U.S. Treasury","page_number":80,"box":{"x":68,"y":135,"width":825,"height":12}},{"id":"d2b8033c-b1c5-4830-91b9-d48ef66513ef","block_type":"box","text":"Depar tment. Fannie Mae was established as a federal agency in 1938 and in 1968 was char tered by Congress as a","page_number":80,"box":{"x":70,"y":150,"width":830,"height":12}},{"id":"1cac7e61-06b1-4a80-b133-825fe1172409","block_type":"box","text":"private shareholder-owned company. Mor tgage-related securities issued by Freddie Mac include Freddie Mac","page_number":80,"box":{"x":70,"y":166,"width":770,"height":11}},{"id":"0ae1061b-4712-44af-a480-38f0e9249d5c","block_type":"box","text":"Mor tgage Par ticipation Cer tificates (also known as “Freddie Macs” or “PCs”). Freddie Mac is a stockholder-owned","page_number":80,"box":{"x":70,"y":181,"width":812,"height":11}},{"id":"562dfa7e-fc18-4a70-8edc-ae788f6cc0a3","block_type":"box","text":"corporation char tered by Congress in 1970. Freddie Macs are not guaranteed by the United States or by any Federal","page_number":80,"box":{"x":69,"y":196,"width":829,"height":11}},{"id":"fad33892-f353-4cae-91e8-b578377fc045","block_type":"box","text":"Home Loan Banks and do not constitute a debt or obligation of the United States or of any Federal Home Loan Bank.","page_number":80,"box":{"x":70,"y":211,"width":832,"height":11}},{"id":"fedc84a4-a2d9-41da-86d6-3b7f248d3832","block_type":"box","text":"Freddie Macs entitle the holder to timely payment of interest, which is guaranteed by Freddie Mac. Freddie Mac","page_number":80,"box":{"x":70,"y":226,"width":792,"height":11}},{"id":"c76aa5f7-a6c3-4ee7-9ab2-3e354e23d523","block_type":"box","text":"guarantees either ultimate collection or timely payment of all principal payments on the underlying mor tgage loans.","page_number":80,"box":{"x":68,"y":241,"width":819,"height":11}},{"id":"65dc2c9f-964e-4484-9413-886806a4ae52","block_type":"box","text":"While Freddie Mac generally does not guarantee timely payment of principal, Freddie Mac may remit the amount due","page_number":80,"box":{"x":68,"y":256,"width":829,"height":12}},{"id":"4eeefeae-74fb-4370-9384-6dca0b0a7cbe","block_type":"box","text":"on account of its guarantee of ultimate payment of principal at any time after default on an underlying mor tgage, but","page_number":80,"box":{"x":69,"y":271,"width":829,"height":12}},{"id":"d15ec3bf-e7f7-4835-a855-ed3dff6064f2","block_type":"box","text":"in no event later than one year after it becomes payable.","page_number":80,"box":{"x":70,"y":286,"width":401,"height":12}},{"id":"e50de698-282e-4e58-97bd-3c4c61899573","block_type":"box","text":"Private mor tgage pass-through securities are structured similarly to Ginnie Mae, Fannie Mae, and Freddie Mac","page_number":80,"box":{"x":102,"y":309,"width":786,"height":11}},{"id":"5ff216e9-46ef-4b09-bf4e-ecfedc85ee0f","block_type":"box","text":"mor tgage pass-through securities and are issued by originators of and investors in mor tgage loans, including","page_number":80,"box":{"x":69,"y":324,"width":777,"height":12}},{"id":"6e4b8be9-fc0a-4cb5-8cb5-ac84d323b46c","block_type":"box","text":"depository institutions, mor tgage banks, investment banks and special purpose subsidiaries of the foregoing.","page_number":80,"box":{"x":69,"y":339,"width":782,"height":12}},{"id":"c338460a-c6fd-4adf-8032-963497601603","block_type":"box","text":"Pools created by private mor tgage pass-through issuers generally offer a higher rate of interest than government","page_number":80,"box":{"x":102,"y":362,"width":802,"height":11}},{"id":"8e300e66-287c-4d15-aae5-90b63f9f024e","block_type":"box","text":"and government-related pools because there are no direct or indirect government or agency guarantees of payments","page_number":80,"box":{"x":69,"y":377,"width":828,"height":12}},{"id":"393924f5-d960-4d09-be4d-61f247cf6e13","block_type":"box","text":"in the private pools. However, timely payment of interest and principal of these pools may be suppor ted by various","page_number":80,"box":{"x":70,"y":392,"width":814,"height":12}},{"id":"c7a44d3f-cbf1-460e-9bf9-8223a0ba55f6","block_type":"box","text":"forms of insurance or guarantees, including individual loan, title, pool and hazard insurance and letters of credit. The","page_number":80,"box":{"x":68,"y":407,"width":833,"height":12}},{"id":"0ee6dd21-25be-4256-8f7a-9b7414123e7d","block_type":"box","text":"insurance and guarantees are issued by governmental entities, private insurers and the mor tgage poolers. The","page_number":80,"box":{"x":70,"y":423,"width":789,"height":11}},{"id":"ac126ecb-c84e-44ff-8f34-e80363051629","block_type":"box","text":"insurance and guarantees and the creditwor thiness of the issuers thereof will be considered in determining whether","page_number":80,"box":{"x":70,"y":438,"width":827,"height":11}},{"id":"60eff427-074c-4c75-a8a8-274c443bf7e3","block_type":"box","text":"a mor tgage-related security meets a Fund’s investment quality standards. There can be no assurance that the private","page_number":80,"box":{"x":69,"y":453,"width":838,"height":11}},{"id":"8666a6ff-51a0-4fef-bd4b-1dcbcea35696","block_type":"box","text":"insurers or guarantors can meet their obligations under the insurance policies or guarantee arrangements. Private","page_number":80,"box":{"x":70,"y":468,"width":810,"height":11}},{"id":"2420d425-fe4b-48f6-b246-e050424c7bbe","block_type":"box","text":"mor tgage pass-through securities may be bought without insurance or guarantees if, through an examination of the","page_number":80,"box":{"x":69,"y":483,"width":820,"height":11}},{"id":"3174cba8-c66b-471d-96a2-868de3f3d113","block_type":"box","text":"loan experience and practices of the originator/servicers and poolers, the Manager determines that the securities","page_number":80,"box":{"x":70,"y":498,"width":812,"height":11}},{"id":"a64bd1c7-d8ee-4ea6-85dd-e7f5e343fe45","block_type":"box","text":"meet a Fund’s quality standards. Any mor tgage-related securities that are issued by private issuers have some","page_number":80,"box":{"x":69,"y":514,"width":790,"height":11}},{"id":"f52c997a-1e3b-4cfb-8a94-1b4e301dae76","block_type":"box","text":"exposure to subprime loans as well as to the mor tgage and credit markets generally.","page_number":80,"box":{"x":69,"y":529,"width":604,"height":11}},{"id":"bf199d79-7854-4fe4-a4d4-fb06fde9ed62","block_type":"box","text":"In addition, mor tgage-related securities that are issued by private issuers are not subject to the underwriting","page_number":80,"box":{"x":102,"y":551,"width":774,"height":11}},{"id":"b004982b-bc94-43a7-8c6f-aeacf7fe045a","block_type":"box","text":"requirements for the underlying mor tgages that are applicable to those mor tgage-related securities that have a","page_number":80,"box":{"x":69,"y":566,"width":791,"height":11}},{"id":"a6a9a01e-0f60-4f31-b88d-1b4f4c7f384e","block_type":"box","text":"government or government-sponsored entity guarantee. As a result, the mor tgage loans underlying private mor tgage","page_number":80,"box":{"x":68,"y":582,"width":832,"height":11}},{"id":"9231c4a3-dd21-46c1-a1c8-78ad63a90463","block_type":"box","text":"related securities may, and frequently do, have less favorable collateral, credit risk or other underwriting","page_number":80,"box":{"x":69,"y":596,"width":742,"height":12}},{"id":"2494d6cd-a1d6-4576-9a46-b009607b43d8","block_type":"box","text":"characteristics than government or government-sponsored mor tgage-related securities and have wider variances in a","page_number":80,"box":{"x":69,"y":612,"width":831,"height":11}},{"id":"0f0de92d-9e49-4ff0-b3fe-ab85524c394a","block_type":"box","text":"number of terms including interest rate, term, size, purpose and borrower characteristics. Privately issued pools more","page_number":80,"box":{"x":69,"y":627,"width":840,"height":11}},{"id":"0078a319-f291-420a-854b-93069f8adb86","block_type":"box","text":"frequently include second mor tgages, high loan-to-value mor tgages and manufactured housing loans. The coupon","page_number":80,"box":{"x":68,"y":642,"width":809,"height":11}},{"id":"a8f3d546-f617-454d-93e8-c5e18d52492c","block_type":"box","text":"rates and maturities of the underlying mor tgage loans in a private-label mor tgage-related securities pool may vary to","page_number":80,"box":{"x":69,"y":657,"width":828,"height":11}},{"id":"c2e9da51-714a-4e5e-9870-c89b565190b7","block_type":"box","text":"a greater extent than those included in a government guaranteed pool, and the pool may include subprime mor tgage","page_number":80,"box":{"x":69,"y":672,"width":830,"height":11}},{"id":"5679330b-e058-45ee-9102-1466a6e030d7","block_type":"box","text":"loans. Subprime loans refer to loans made to borrowers with weakened credit histories or with a lower capacity to","page_number":80,"box":{"x":70,"y":687,"width":810,"height":11}},{"id":"e22dd314-24f1-4b88-aad4-73efcee8418f","block_type":"box","text":"make timely payments on their loans. For these reasons, the loans underlying these securities have had in many","page_number":80,"box":{"x":69,"y":703,"width":804,"height":11}},{"id":"7a1d7fb4-3df7-4e8d-beab-830f1987d103","block_type":"box","text":"cases higher default rates than those loans that meet government underwriting requirements.","page_number":80,"box":{"x":69,"y":717,"width":669,"height":12}},{"id":"04d8edde-dc3c-4740-bff3-c1d98d22204b","block_type":"box","text":"The risk of non-payment is greater for mor tgage-related securities that are backed by mor tgage pools that","page_number":80,"box":{"x":101,"y":740,"width":754,"height":11}},{"id":"7ba541d0-647f-49fb-b576-4ea24c580591","block_type":"box","text":"contain subprime loans, but a level of risk exists for all loans. Market factors adversely affecting mor tgage loan","page_number":80,"box":{"x":69,"y":755,"width":795,"height":11}},{"id":"dd57c564-81ad-461a-bacc-4851b7aa5738","block_type":"box","text":"repayments may include a general economic turndown, high unemployment, a general slowdown in the real estate","page_number":80,"box":{"x":69,"y":771,"width":812,"height":11}},{"id":"fe1a3493-4bf1-413c-861f-9c6d3dec64e5","block_type":"box","text":"market, a drop in the market prices of real estate, or an increase in interest rates resulting in higher mor tgage","page_number":80,"box":{"x":69,"y":785,"width":788,"height":12}},{"id":"42352655-3f00-4155-ada0-8a4adc80370c","block_type":"box","text":"payments by holders of adjustable rate mor tgages.","page_number":80,"box":{"x":70,"y":801,"width":361,"height":11}},{"id":"367273cc-96df-4fc6-8583-acb8ed580eef","block_type":"box","text":"Privately issued mor tgage-related securities are not traded on an exchange and there may be a limited market","page_number":80,"box":{"x":102,"y":823,"width":784,"height":12}},{"id":"a901cf9d-73b5-4260-9977-5d2b02e07e03","block_type":"box","text":"for the securities, especially when there is a perceived weakness in the mor tgage and real estate market sectors.","page_number":80,"box":{"x":68,"y":838,"width":813,"height":12}},{"id":"e0efad0a-175a-4dfd-8ed2-48217c616ba6","block_type":"box","text":"Without an active trading market, mor tgage-related securities held in a Fund’s por tfolio may be par ticularly difficult to","page_number":80,"box":{"x":68,"y":853,"width":837,"height":12}},{"id":"909519eb-0b2f-4de3-8e51-2e2c2acbe999","block_type":"box","text":"value because of the complexities involved in assessing the value of the underlying mor tgage loans.","page_number":80,"box":{"x":68,"y":869,"width":714,"height":11}},{"id":"c5f408c4-b33e-4325-b830-df0abeb354cc","block_type":"box","text":"Collateralized Mor tgage Obligations (“CMOs”).","page_number":80,"box":{"x":102,"y":891,"width":328,"height":12}},{"id":"d009a438-2405-4685-a4ac-4808dad4dfbb","block_type":"box","text":"CMOs are debt obligations collateralized by residential or","page_number":80,"box":{"x":437,"y":891,"width":407,"height":12}},{"id":"175438b9-025d-457e-9d98-fa65257feada","block_type":"box","text":"commercial mor tgage loans or residential or commercial mor tgage pass-through securities. Interest and prepaid","page_number":80,"box":{"x":69,"y":907,"width":800,"height":11}},{"id":"bc6fb592-f5c3-45db-bbc7-91c7ec3f4201","block_type":"box","text":"II-52","page_number":80,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"7a8f4ed9-469b-4dab-8759-4f6e0feff24c","block_type":"box","text":"NM1026U-5981080-80/228","page_number":80,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"891e460b-c0de-4dd6-a202-4bf76f19223e","block_type":"box","text":"principal are generally paid monthly. CMOs may be collateralized by whole mor tgage loans or private mor tgage pass","page_number":81,"box":{"x":70,"y":45,"width":827,"height":11}},{"id":"5b18d557-9599-48d0-a074-9334065f6019","block_type":"box","text":"through securities but are more typically collateralized by por tfolios of mor tgage pass-through securities guaranteed","page_number":81,"box":{"x":68,"y":60,"width":826,"height":11}},{"id":"120ae714-df3d-4c2b-9276-34b3228e1099","block_type":"box","text":"by Ginnie Mae, Freddie Mac, or Fannie Mae. The issuer of a series of CMOs may elect to be treated as a Real Estate","page_number":81,"box":{"x":69,"y":75,"width":833,"height":11}},{"id":"550c9898-01f0-408a-b6f7-111a4efa6b9a","block_type":"box","text":"Mor tgage Investment Conduit (“REMIC”). All future references to CMOs also include REMICs.","page_number":81,"box":{"x":70,"y":90,"width":661,"height":11}},{"id":"8e597bfa-0ba3-4c6f-84f3-071f2674fcf5","block_type":"box","text":"CMOs are structured into multiple classes, often referred to as a “tranche,” each issued at a specific adjustable","page_number":81,"box":{"x":102,"y":113,"width":803,"height":11}},{"id":"ca3ef6f0-448c-45dc-9461-91733182b70c","block_type":"box","text":"or fixed interest rate, and bearing a different stated maturity date and each must be fully retired no later than its final","page_number":81,"box":{"x":69,"y":128,"width":837,"height":11}},{"id":"01dd0dc5-c447-46aa-a616-03acf68f16fc","block_type":"box","text":"distribution date. Actual maturity and average life will depend upon the prepayment experience of the collateral, which","page_number":81,"box":{"x":69,"y":143,"width":838,"height":11}},{"id":"c9c1fe7b-0a8c-4f9b-be9c-a3f50dbe43a4","block_type":"box","text":"is ordinarily unrelated to the stated maturity date. CMOs often provide for a modified form of call protection through a","page_number":81,"box":{"x":70,"y":158,"width":836,"height":11}},{"id":"18c23ac6-fe73-446d-b29e-ef0d7b09fd8d","block_type":"box","text":"de facto breakdown of the underlying pool of mor tgages according to how quickly the loans are repaid. Monthly","page_number":81,"box":{"x":69,"y":173,"width":791,"height":11}},{"id":"b389d825-7323-49c5-b780-133ee4ff943e","block_type":"box","text":"payment of principal received from the pool of underlying mor tgages, including prepayments, is first returned to","page_number":81,"box":{"x":70,"y":188,"width":792,"height":12}},{"id":"e6588fdc-4861-4628-886e-40dce9dddc11","block_type":"box","text":"investors holding the shor test maturity class. Investors holding the longer maturity classes usually receive principal","page_number":81,"box":{"x":70,"y":204,"width":820,"height":11}},{"id":"edc5fbee-d38f-42d3-ae4f-e30ced4158d6","block_type":"box","text":"only after the first class has been retired. An investor may be par tially protected against a sooner than desired return","page_number":81,"box":{"x":69,"y":218,"width":836,"height":12}},{"id":"ff498007-e831-4ed7-b753-eafbf525c4c1","block_type":"box","text":"of principal because of the sequential payments.","page_number":81,"box":{"x":69,"y":234,"width":346,"height":11}},{"id":"94ff873a-b7de-4eb1-897b-6575a210b3c4","block_type":"box","text":"Cer tain issuers of CMOs are not considered investment companies pursuant to a rule adopted by the","page_number":81,"box":{"x":102,"y":256,"width":723,"height":11}},{"id":"f311f3e8-112b-4c2f-bff0-0d7f08ad3b84","block_type":"box","text":"Commission, and a Fund may invest in the securities of such issuers without the limitations imposed by the","page_number":81,"box":{"x":69,"y":271,"width":768,"height":12}},{"id":"6fcff4d3-60f7-4c80-9efa-ec64671881da","block_type":"box","text":"Investment Company Act on investments by a Fund in other investment companies. In addition, in reliance on an","page_number":81,"box":{"x":70,"y":287,"width":800,"height":11}},{"id":"e1d66167-e604-4a27-ad87-5e0c66c82ff6","block_type":"box","text":"earlier Commission interpretation, a Fund’s investments in cer tain other qualifying CMOs, which cannot or do not rely","page_number":81,"box":{"x":69,"y":302,"width":836,"height":11}},{"id":"755c4768-20fb-416f-9772-f01e1498098d","block_type":"box","text":"on the rule, are also not subject to the limitation of the Investment Company Act on acquiring interests in other","page_number":81,"box":{"x":69,"y":317,"width":793,"height":11}},{"id":"67eb29bd-018e-478d-b3ce-a8c4ea09b242","block_type":"box","text":"investment companies. In order to be able to rely on the Commission’s interpretation, these CMOs must be","page_number":81,"box":{"x":70,"y":332,"width":767,"height":11}},{"id":"05dbe696-ec2d-42e7-bf29-d46cd046c21e","block_type":"box","text":"unmanaged, fixed asset issuers, that: (1) invest primarily in mor tgage-backed securities; (2) do not issue redeemable","page_number":81,"box":{"x":69,"y":347,"width":838,"height":11}},{"id":"b014ec94-8345-4024-ba5b-103ace35aa60","block_type":"box","text":"securities; (3) operate under general exemptive orders exempting them from all provisions of the Investment","page_number":81,"box":{"x":69,"y":362,"width":773,"height":11}},{"id":"ac9ce89f-fdad-40ae-a721-5226b7fb8440","block_type":"box","text":"Company Act; and (4) are not registered or regulated under the Investment Company Act as investment companies.","page_number":81,"box":{"x":69,"y":377,"width":821,"height":12}},{"id":"68e713c2-84a4-433d-8178-7313accd71f4","block_type":"box","text":"To the extent that a Fund selects CMOs that cannot rely on the rule or do not meet the above requirements, the Fund","page_number":81,"box":{"x":68,"y":392,"width":836,"height":12}},{"id":"e42e5626-1f69-4053-aa8b-0004dc7c5471","block_type":"box","text":"may not invest more than 10% of its assets in all such entities and may not acquire more than 3% of the voting","page_number":81,"box":{"x":69,"y":407,"width":795,"height":12}},{"id":"96469d47-29fd-47ef-bf91-db4db012ac7f","block_type":"box","text":"securities of any single such entity.","page_number":81,"box":{"x":69,"y":423,"width":248,"height":11}},{"id":"bcd1a54f-4e2e-427a-a3ac-3346945f9b8d","block_type":"box","text":"A Fund may also invest in, among other things, parallel pay CMOs, sequential pay CMOs, and floating rate CMOs.","page_number":81,"box":{"x":101,"y":445,"width":807,"height":12}},{"id":"4147e8f6-2886-4e02-8c66-e6ad75ad3f3b","block_type":"box","text":"Parallel pay CMOs are structured to provide payments of principal on each payment date to more than one class,","page_number":81,"box":{"x":69,"y":460,"width":805,"height":12}},{"id":"f6c849a1-c19c-43e4-a216-95ce9bfea82e","block_type":"box","text":"concurrently on a propor tionate or dispropor tionate basis. These simultaneous payments are taken into account in","page_number":81,"box":{"x":69,"y":476,"width":819,"height":11}},{"id":"000fa19b-1fde-447f-9922-6bb54c73a7ae","block_type":"box","text":"calculating the final distribution date of each class. Sequential pay CMOs generally pay principal to only one class at","page_number":81,"box":{"x":69,"y":491,"width":829,"height":11}},{"id":"9fcdade6-4fc0-41cc-aa7a-4804d4d006ab","block_type":"box","text":"a time while paying interest to several classes. A wide variety of REMIC Cer tificates may be issued in the parallel pay","page_number":81,"box":{"x":69,"y":506,"width":835,"height":11}},{"id":"86c4e677-71e8-461b-bf3f-44287edfee7b","block_type":"box","text":"or sequential pay structures. These securities include accrual cer tificates (also known as “Z-Bonds”), which only","page_number":81,"box":{"x":69,"y":521,"width":802,"height":11}},{"id":"e1ca074e-0c78-4e0d-844b-f198fc07ccd0","block_type":"box","text":"accrue interest at a specified rate until all other cer tificates having an earlier final distribution date have been retired","page_number":81,"box":{"x":69,"y":536,"width":833,"height":11}},{"id":"0a8e0480-a729-42de-b3c4-fc146ac09a7a","block_type":"box","text":"and are conver ted thereafter to an interest-paying security. Floating rate CMOs are securities whose coupon rate","page_number":81,"box":{"x":69,"y":551,"width":801,"height":11}},{"id":"185611ab-c9b7-4509-aa02-e4ab2e66b7f4","block_type":"box","text":"fluctuates according to some formula related to an existing market index or rate. Typical indices would include the","page_number":81,"box":{"x":68,"y":566,"width":813,"height":11}},{"id":"26f7745d-4977-4128-915d-9b068b41842f","block_type":"box","text":"eleventh district cost-of-funds index (“COFI”), one-year Treasury yields, and ten-year Treasury yields.","page_number":81,"box":{"x":69,"y":581,"width":708,"height":11}},{"id":"5ff58db1-3e1d-4e81-88f1-4b16312b6a79","block_type":"box","text":"Classes of CMOs also include planned amor tization classes (“PACs”) and targeted amor tization classes","page_number":81,"box":{"x":102,"y":604,"width":742,"height":11}},{"id":"a8b618d8-6dfd-4d8c-8f67-43f778a71d0c","block_type":"box","text":"(“TACs”). PAC bonds generally require payments of a specified amount of principal on each payment date. The","page_number":81,"box":{"x":69,"y":619,"width":784,"height":11}},{"id":"a44bcea5-2c00-4bea-b918-060f335f378c","block_type":"box","text":"scheduled principal payments for PAC Cer tificates generally have the highest priority on each payment date after","page_number":81,"box":{"x":69,"y":634,"width":800,"height":12}},{"id":"49688831-96b7-4e4a-bb74-9aa52c94aa59","block_type":"box","text":"interest due has been paid to all classes entitled to receive interest currently. Shor tfalls, if any, are added to the","page_number":81,"box":{"x":70,"y":649,"width":802,"height":12}},{"id":"d12988be-baf4-4466-81c6-a43627f323b5","block_type":"box","text":"amount payable on the next payment date. The PAC Cer tificate payment schedule is taken into account in calculating","page_number":81,"box":{"x":69,"y":664,"width":834,"height":12}},{"id":"841dd173-c190-421e-a2a5-82c967ea7675","block_type":"box","text":"the final distribution date of each class of PAC. In order to create PAC tranches, one or more tranches generally must","page_number":81,"box":{"x":68,"y":680,"width":835,"height":11}},{"id":"753da0b1-f5a1-440a-ba14-bbe7c4966dd7","block_type":"box","text":"be created that absorb most of the volatility in the underlying mor tgage assets. These tranches (often called","page_number":81,"box":{"x":69,"y":695,"width":772,"height":11}},{"id":"3f8c97d9-c134-4e98-9279-260f77775da3","block_type":"box","text":"“suppor ts” or “companion” tranches) tend to have market prices and yields that are more volatile than the PAC","page_number":81,"box":{"x":70,"y":710,"width":792,"height":11}},{"id":"a2cbffc0-bab0-4819-a359-fa4ddbe0b5e8","block_type":"box","text":"classes.","page_number":81,"box":{"x":69,"y":725,"width":57,"height":9}},{"id":"ffc4cc0d-dd1d-40de-a836-2c3b259d2152","block_type":"box","text":"TACs are similar to PACs in that they require that specified amounts of principal be applied on each payment","page_number":81,"box":{"x":101,"y":748,"width":774,"height":11}},{"id":"8f3e6711-9ecb-4b8b-a0db-042cfabc4a5e","block_type":"box","text":"date to one or more classes of REMIC Cer tificates. A PAC’s payment schedule, however, remains in effect as long as","page_number":81,"box":{"x":69,"y":763,"width":835,"height":11}},{"id":"55cbb810-7961-4f38-81b5-d8726239dfa5","block_type":"box","text":"prepayment rates on the underlying mor tgages do not exceed cer tain ranges. In contrast, a TAC provides investors","page_number":81,"box":{"x":70,"y":778,"width":815,"height":11}},{"id":"c1bb83df-8f3d-4e33-9a51-6757edcc4d1e","block_type":"box","text":"with protection, to a cer tain level, against either faster than expected or slower than expected prepayment rates, but","page_number":81,"box":{"x":68,"y":793,"width":833,"height":11}},{"id":"2083f389-073d-4b6a-bd2d-6bb4e8b45ce2","block_type":"box","text":"not both. TACs thus provide more cash flow stability than a regular sequential paying class, but less than a PAC. TACs","page_number":81,"box":{"x":69,"y":808,"width":839,"height":11}},{"id":"0dededea-6b0e-4ae6-9ba6-81adecce6c31","block_type":"box","text":"also tend to have market prices and yields that are more volatile than PACs.","page_number":81,"box":{"x":69,"y":823,"width":541,"height":11}},{"id":"c656bf82-f129-4d5f-a7ad-8fa5e953cd1e","block_type":"box","text":"Adjustable Rate Mor tgage Securities.","page_number":81,"box":{"x":101,"y":846,"width":265,"height":11}},{"id":"e130fb36-bb02-474f-b6eb-1b49f30e3a1d","block_type":"box","text":"Adjustable rate mor tgage securities (“ARMs”) are pass-through securities","page_number":81,"box":{"x":372,"y":846,"width":523,"height":11}},{"id":"76b9743b-c062-46c9-bb10-101c141b1708","block_type":"box","text":"collateralized by mor tgages with adjustable rather than fixed rates. ARMs eligible for inclusion in a mor tgage pool","page_number":81,"box":{"x":69,"y":861,"width":807,"height":11}},{"id":"43182006-e648-4ae4-9e15-5adfe3ee37f0","block_type":"box","text":"generally provide for a fixed initial mor tgage interest rate for a set number of scheduled monthly payments. After that","page_number":81,"box":{"x":68,"y":876,"width":835,"height":11}},{"id":"24387aaa-3ce5-4a38-93d1-ec41ab032532","block_type":"box","text":"schedule of payments has been completed, the interest rates are subject to periodic adjustment based on changes","page_number":81,"box":{"x":69,"y":891,"width":824,"height":12}},{"id":"d687f0a6-ccd9-4e45-a2da-ba4d888e8e50","block_type":"box","text":"to a designated benchmark index.","page_number":81,"box":{"x":68,"y":907,"width":241,"height":11}},{"id":"c90afdd5-6e95-476f-88f9-87e38e4c2ca5","block_type":"box","text":"II-53","page_number":81,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"56f8efee-0b30-40ee-8716-b082d2dc5869","block_type":"box","text":"NM1026U-5981080-81/228","page_number":81,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"0f35ad68-0004-4ca2-a588-a62de6644a6a","block_type":"box","text":"ARMs contain maximum and minimum rates beyond which the mor tgage interest rate may not vary over the","page_number":82,"box":{"x":101,"y":45,"width":767,"height":11}},{"id":"ae1038d3-7c6f-4fe8-b494-740e3831f1d8","block_type":"box","text":"lifetime of the security. In addition, cer tain ARMs provide for additional limitations on the maximum amount by which","page_number":82,"box":{"x":70,"y":60,"width":828,"height":11}},{"id":"bfe01125-f9fb-4be6-9ce2-e984a7702209","block_type":"box","text":"the mor tgage interest rate may adjust for any single adjustment period. In the event that market rates of interest rise","page_number":82,"box":{"x":68,"y":75,"width":837,"height":11}},{"id":"be3ccee4-94db-46a8-956c-160c46aafc29","block_type":"box","text":"more rapidly to levels above that of the ARM’s maximum rate, the ARM’s coupon may represent a below market rate","page_number":82,"box":{"x":69,"y":90,"width":830,"height":11}},{"id":"4b9772bd-19cb-4c3b-8f4b-5959778d3d2d","block_type":"box","text":"of interest. In these circumstances, the market value of the ARM security will likely have fallen.","page_number":82,"box":{"x":69,"y":105,"width":676,"height":11}},{"id":"10950671-3aab-4196-b0b2-0f60df875f15","block_type":"box","text":"Cer tain ARMs contain limitations on changes in the required monthly payment. In the event that a monthly","page_number":82,"box":{"x":102,"y":128,"width":757,"height":11}},{"id":"7a1d7ad5-2908-414a-94b5-b6300c386900","block_type":"box","text":"payment is not sufficient to pay the interest accruing on an ARM, any such excess interest is added to the principal","page_number":82,"box":{"x":70,"y":143,"width":822,"height":11}},{"id":"cec2deb7-2924-43a5-9f84-a44f88116d4b","block_type":"box","text":"balance of the mor tgage loan, which is repaid through future monthly payments. If the monthly payment for such an","page_number":82,"box":{"x":69,"y":158,"width":823,"height":11}},{"id":"564b8b50-ec62-4f1b-971a-53535afa74a1","block_type":"box","text":"instrument exceeds the sum of the interest accrued at the applicable mor tgage interest rate and the principal","page_number":82,"box":{"x":70,"y":173,"width":782,"height":11}},{"id":"85b111ce-789f-49a3-9759-1499a2c1a55e","block_type":"box","text":"payment required at such point to amor tize the outstanding principal balance over the remaining term of the loan, the","page_number":82,"box":{"x":70,"y":188,"width":838,"height":12}},{"id":"c185556b-2ad8-4672-be10-ca9efe89dbd6","block_type":"box","text":"excess is then used to reduce the outstanding principal balance of the ARM.","page_number":82,"box":{"x":69,"y":203,"width":544,"height":12}},{"id":"5a3afe47-d628-49a7-a4c3-1ed36842b79f","block_type":"box","text":"CMO Residuals.","page_number":82,"box":{"x":102,"y":226,"width":112,"height":9}},{"id":"8f79c2bd-1290-491c-a819-baba17839bca","block_type":"box","text":"CMO residuals are derivative mor tgage securities issued by agencies or instrumentalities of the","page_number":82,"box":{"x":221,"y":226,"width":682,"height":11}},{"id":"4cb197db-d51e-4700-9547-e90476f455e3","block_type":"box","text":"U.S. Government or by private originators of, or investors in, mor tgage loans, including savings and loan","page_number":82,"box":{"x":70,"y":241,"width":740,"height":11}},{"id":"7b34f4bd-68ab-4ffe-9bd0-e6a05800f898","block_type":"box","text":"associations, homebuilders, mor tgage banks, commercial banks, investment banks, and special purpose entities of","page_number":82,"box":{"x":69,"y":256,"width":829,"height":12}},{"id":"fe39e36d-0f67-468c-b4e5-2e1c1fc56700","block_type":"box","text":"the foregoing. The cash flow generated by the mor tgage assets underlying a series of CMOs is applied first to make","page_number":82,"box":{"x":68,"y":271,"width":826,"height":12}},{"id":"f06fb279-7c6e-4b15-810f-9222b667d657","block_type":"box","text":"required payments of principal and interest on the CMOs and second to pay the related administrative expenses and","page_number":82,"box":{"x":69,"y":286,"width":831,"height":12}},{"id":"4654755d-f12d-47f9-88f2-6da1dd376f39","block_type":"box","text":"any management fees of the issuer. The residual in a CMO structure generally represents the interest in any excess","page_number":82,"box":{"x":69,"y":302,"width":827,"height":11}},{"id":"fbe5aa55-e58a-4468-8741-cf9a6b034538","block_type":"box","text":"cash flow remaining after making the foregoing payments. Each payment of such excess cash flow to a holder of the","page_number":82,"box":{"x":69,"y":317,"width":829,"height":11}},{"id":"e81f8e83-7243-4c66-a1a4-0686d4a9f494","block_type":"box","text":"related CMO residual represents income and/or a return of capital. The amount of residual cash flow resulting from a","page_number":82,"box":{"x":69,"y":332,"width":838,"height":11}},{"id":"ee1d6d97-73e4-4e87-bed9-13d830974bbb","block_type":"box","text":"CMO will depend on, among other things, the characteristics of the mor tgage assets, the coupon rate of each class","page_number":82,"box":{"x":69,"y":347,"width":825,"height":11}},{"id":"2562995c-f267-4142-b22e-26722754e513","block_type":"box","text":"of CMO, prevailing interest rates, the amount of administrative expenses and the prepayment experience on the","page_number":82,"box":{"x":69,"y":362,"width":798,"height":11}},{"id":"fed017f9-1f19-415d-acdd-da5e5fc09b8f","block_type":"box","text":"mor tgage assets. In par t, the yield to maturity on the CMO residuals is extremely sensitive to prepayments on the","page_number":82,"box":{"x":69,"y":377,"width":813,"height":12}},{"id":"a79f4e1f-817c-483c-8519-fa036bcb0338","block_type":"box","text":"related underlying mor tgage assets, in the same manner as an interest-only class of stripped mor tgage-related","page_number":82,"box":{"x":69,"y":392,"width":790,"height":12}},{"id":"0031f995-0d58-473c-815a-ad2e89ff0ae2","block_type":"box","text":"securities. In addition, if a series of a CMO includes a class that bears interest at an adjustable rate, the yield to","page_number":82,"box":{"x":69,"y":407,"width":805,"height":12}},{"id":"4e20a8a6-f827-4f51-b011-56169037c9c9","block_type":"box","text":"maturity on the related CMO residual will also be extremely sensitive to changes in the level of the index upon which","page_number":82,"box":{"x":69,"y":423,"width":828,"height":11}},{"id":"6ae84154-9bba-4097-bc82-1636fd11159d","block_type":"box","text":"interest rate adjustments are based. In cer tain circumstances, a Fund may fail to recoup fully its initial investment in","page_number":82,"box":{"x":70,"y":438,"width":831,"height":11}},{"id":"83b12d47-9ca0-482c-ac99-30fb239576c6","block_type":"box","text":"a CMO residual.","page_number":82,"box":{"x":69,"y":453,"width":112,"height":9}},{"id":"9d371ca2-ab8f-4c95-83bb-e72da2c87923","block_type":"box","text":"CMO residuals are generally purchased and sold by institutional investors through one or more investment","page_number":82,"box":{"x":102,"y":476,"width":758,"height":11}},{"id":"0aa92f5f-c67a-47d7-b0d6-60c359f0b5de","block_type":"box","text":"banking firms acting as brokers or dealers. Transactions in CMO residuals are generally completed only after careful","page_number":82,"box":{"x":69,"y":491,"width":827,"height":11}},{"id":"8d2a2eb1-56cc-44a2-8385-0c2b60df0c3d","block_type":"box","text":"review of the characteristics of the securities in question. In addition, CMO residuals may or, pursuant to an","page_number":82,"box":{"x":69,"y":506,"width":769,"height":11}},{"id":"8fe6f857-bff4-4f7a-92c4-06291f422a92","block_type":"box","text":"exemption therefrom, may not have been registered under the Securities Act. Residual interests generally are junior","page_number":82,"box":{"x":69,"y":521,"width":825,"height":11}},{"id":"0b468c8e-37d0-4f29-b30c-d135b4ac55ff","block_type":"box","text":"to, and may be significantly more volatile than, “regular” CMO and REMIC interests. CMO residuals, whether or not","page_number":82,"box":{"x":68,"y":536,"width":820,"height":11}},{"id":"7e655c5a-596d-446b-a071-fb3c7c5bd342","block_type":"box","text":"registered under the Securities Act, may be subject to cer tain restrictions on transferability.","page_number":82,"box":{"x":69,"y":551,"width":650,"height":11}},{"id":"6f7a383a-5ced-4dc9-ae64-e84b83eeb39a","block_type":"box","text":"Stripped Mor tgage-Backed Securities.","page_number":82,"box":{"x":102,"y":574,"width":267,"height":11}},{"id":"534ec2e5-5c72-48a8-9283-361a0667a1ac","block_type":"box","text":"A Fund may invest in stripped mor tgage-backed securities (“SMBSs”)","page_number":82,"box":{"x":375,"y":574,"width":493,"height":11}},{"id":"f6c54d2e-79bc-4adc-8696-1090c047e2cd","block_type":"box","text":"issued by agencies or instrumentalities of the United States. SMBSs are derivative multi-class mor tgage-backed","page_number":82,"box":{"x":70,"y":589,"width":798,"height":11}},{"id":"fbd85405-92df-49b0-b896-c89cb9a83ec7","block_type":"box","text":"securities. SMBS arrangements commonly involve two classes of securities that receive different propor tions of the","page_number":82,"box":{"x":69,"y":604,"width":826,"height":11}},{"id":"89236f5d-76d8-4a65-83aa-87783ca00193","block_type":"box","text":"interest and principal distributions on a pool of mor tgage assets. A common variety of SMBS is where one class (the","page_number":82,"box":{"x":70,"y":619,"width":832,"height":11}},{"id":"e0620cd8-b72b-4c0b-a42b-b1423d5a1766","block_type":"box","text":"principal only or PO class) receives some of the interest and most of the principal from the underlying assets, while","page_number":82,"box":{"x":70,"y":634,"width":821,"height":12}},{"id":"f7cd99d2-2996-447c-b7a3-fcdd0032aa42","block_type":"box","text":"the other class (the interest only or IO class) receives most of the interest and the remainder of the principal. In the","page_number":82,"box":{"x":68,"y":649,"width":826,"height":12}},{"id":"72599fe0-2f72-4d53-8e08-e58fa682a3c6","block_type":"box","text":"most extreme case, the IO class receives all of the interest, while the PO class receives all of the principal. While a","page_number":82,"box":{"x":69,"y":664,"width":822,"height":11}},{"id":"0211878e-fad6-44eb-b4fb-648d69114b5a","block_type":"box","text":"Fund may purchase securities of a PO class, a Fund is more likely to purchase the securities of an IO class. The yield","page_number":82,"box":{"x":70,"y":680,"width":834,"height":11}},{"id":"8926b735-628d-454c-81bd-6fb365db63ab","block_type":"box","text":"to maturity of an IO class is extremely sensitive to the rate of principal payments (including prepayments) on the","page_number":82,"box":{"x":68,"y":695,"width":800,"height":11}},{"id":"84492219-315a-4533-82f9-ae5b9440ad2e","block_type":"box","text":"related underlying assets, and a rapid rate of principal prepayments in excess of that considered in pricing the","page_number":82,"box":{"x":69,"y":710,"width":786,"height":11}},{"id":"c635bbea-22ae-4681-9ec4-d3e66a0c591f","block_type":"box","text":"securities will have a material adverse effect on an IO security’s yield to maturity. If the underlying mor tgage assets","page_number":82,"box":{"x":69,"y":725,"width":823,"height":11}},{"id":"d90aef47-39ab-4411-a4c6-5f827694c077","block_type":"box","text":"experience greater than anticipated payments of principal, a Fund may fail to recoup fully its initial investment in IOs.","page_number":82,"box":{"x":69,"y":740,"width":832,"height":11}},{"id":"88e655cd-c502-414b-a86c-172b6a8e13b4","block_type":"box","text":"In addition, there are cer tain types of IOs that represent the interest por tion of a par ticular class as opposed to the","page_number":82,"box":{"x":70,"y":755,"width":824,"height":11}},{"id":"77fd3bfb-aeda-4c74-9f62-22ff7994c9bb","block_type":"box","text":"interest por tion of the entire pool. The sensitivity of this type of IO to interest rate fluctuations may be increased","page_number":82,"box":{"x":70,"y":770,"width":800,"height":11}},{"id":"61df1cb7-3b8e-4cc9-aa1d-a81ee080ce1f","block_type":"box","text":"because of the characteristics of the principal por tion to which they relate. As a result of the above factors, a Fund","page_number":82,"box":{"x":69,"y":785,"width":818,"height":12}},{"id":"d9f5df19-c4a6-4590-a64b-c8cbb59cf685","block_type":"box","text":"generally will purchase IOs only as a component of so called “synthetic” securities. This means that purchases of IOs","page_number":82,"box":{"x":68,"y":801,"width":840,"height":11}},{"id":"fa5970a1-7599-4d84-92a7-24c5cd0c2355","block_type":"box","text":"will be matched with cer tain purchases of other securities, such as POs, inverse floating rate CMOs or fixed rate","page_number":82,"box":{"x":68,"y":816,"width":802,"height":11}},{"id":"63178f5b-3cf0-4e35-a8fc-e34cc4980979","block_type":"box","text":"securities; as interest rates fall, presenting a greater risk of unanticipated prepayments of principal, the negative","page_number":82,"box":{"x":69,"y":831,"width":805,"height":11}},{"id":"66d7f383-88e1-433e-82dd-b3c234a11055","block_type":"box","text":"effect on a Fund because of its holdings of IOs should be diminished somewhat because of the increased yield on","page_number":82,"box":{"x":69,"y":846,"width":814,"height":11}},{"id":"41c93afd-694a-473d-a42d-bdbdd8faed16","block_type":"box","text":"the inverse floating rate CMOs or the increased appreciation on the POs or fixed rate securities.","page_number":82,"box":{"x":68,"y":861,"width":683,"height":11}},{"id":"2a2d5818-499b-48c8-821b-fa017a603af5","block_type":"box","text":"Tiered Index Bonds.","page_number":82,"box":{"x":103,"y":884,"width":138,"height":9}},{"id":"ab82501e-ccad-4ef4-a5ec-41faefb2b6b7","block_type":"box","text":"Tiered index bonds are forms of mor tgage-related securities. The interest rate on a tiered","page_number":82,"box":{"x":247,"y":884,"width":638,"height":11}},{"id":"9328db01-8f58-4b57-8feb-e9da80e64b46","block_type":"box","text":"index bond is tied to a specified index or market rate. So long as this index or market rate is below a predetermined","page_number":82,"box":{"x":70,"y":899,"width":825,"height":11}},{"id":"cf4e227e-023f-47c6-a3c8-f02e5127e6db","block_type":"box","text":"II-54","page_number":82,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"7b55e1df-f039-408d-9431-2abd3b42bf6d","block_type":"box","text":"NM1026U-5981080-82/228","page_number":82,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"68f1b53a-c5d4-4784-bb59-dfba82c50752","block_type":"box","text":"“strike” rate, the interest rate on the tiered index bond remains fixed. If, however, the specified index or market rate","page_number":83,"box":{"x":70,"y":45,"width":827,"height":11}},{"id":"0c7cf2e4-5f93-47d8-9752-92021236eff0","block_type":"box","text":"rises above the “strike” rate, the interest rate of the tiered index bond will decrease. Thus, under these","page_number":83,"box":{"x":69,"y":60,"width":738,"height":10}},{"id":"e883fafb-084d-4572-8953-5429ab14ee81","block_type":"box","text":"circumstances, the interest rate on a tiered index bond, like an inverse floater, will move in the opposite direction of","page_number":83,"box":{"x":69,"y":75,"width":828,"height":11}},{"id":"c63ca2e3-83be-4f9f-afec-554e8ed12ee5","block_type":"box","text":"prevailing interest rates, with the result that the price of the tiered index bond may be considerably more volatile than","page_number":83,"box":{"x":70,"y":90,"width":836,"height":11}},{"id":"f686c479-e63b-4d63-ad1a-944db5bd5910","block_type":"box","text":"that of a fixed-rate bond.","page_number":83,"box":{"x":68,"y":105,"width":174,"height":9}},{"id":"237ffb49-c2ad-4695-b654-6804808fa0ac","block_type":"box","text":"TBA Commitments.","page_number":83,"box":{"x":103,"y":128,"width":133,"height":9}},{"id":"9756deb4-5393-442b-9585-32883ed114e3","block_type":"box","text":"Cer tain Funds may enter into “to be announced” or “TBA” commitments. TBA commitments","page_number":83,"box":{"x":243,"y":128,"width":653,"height":11}},{"id":"c9f1cdd5-b3c3-450b-9ab6-8554e58ea8ee","block_type":"box","text":"are forward agreements for the purchase or sale of securities, including mor tgage-backed securities for a fixed price,","page_number":83,"box":{"x":69,"y":143,"width":834,"height":11}},{"id":"e1a788c6-24c4-46b5-96d0-838ef8e0a489","block_type":"box","text":"with payment and delivery on an agreed upon future settlement date. The specific securities to be delivered are not","page_number":83,"box":{"x":68,"y":158,"width":825,"height":11}},{"id":"56b688ad-6332-4f1a-84a0-36f60a137aa9","block_type":"box","text":"identified at the trade date. However, delivered securities must meet specified terms, including issuer, rate and","page_number":83,"box":{"x":70,"y":173,"width":793,"height":11}},{"id":"183f3243-1ea9-41ee-8026-4890f8355d61","block_type":"box","text":"mor tgage terms. When the Fund enters into a TBA commitment for the sale of mor tgage-backed securities for a fixed","page_number":83,"box":{"x":69,"y":188,"width":833,"height":12}},{"id":"6c29cef9-e858-4e12-97c9-63cf2c854264","block_type":"box","text":"price, with payment and delivery on an agreed upon future settlement date (which may be referred to as having a","page_number":83,"box":{"x":70,"y":203,"width":804,"height":12}},{"id":"ab1b9dfa-21ee-4838-bb3f-1a692b01ccfa","block_type":"box","text":"shor t position in such TBA securities), the Fund may or may not hold the types of mor tgage-backed securities","page_number":83,"box":{"x":69,"y":218,"width":779,"height":12}},{"id":"d6d1ac57-23da-4934-9843-e296a1e9a1c1","block_type":"box","text":"required to be delivered. See “—When-Issued Securities, Delayed Delivery Securities and Forward Commitments”","page_number":83,"box":{"x":69,"y":234,"width":810,"height":11}},{"id":"bee58b8e-6a95-48c8-96a3-9c9bcd6069a6","block_type":"box","text":"below.","page_number":83,"box":{"x":69,"y":249,"width":43,"height":9}},{"id":"dd719baf-a73e-4816-b4f2-d0bf4c0fe26a","block_type":"box","text":"Mor tgage Dollar Rolls.","page_number":83,"box":{"x":102,"y":272,"width":157,"height":11}},{"id":"fa27c4c0-3553-4277-90c4-1ad90ccc4106","block_type":"box","text":"Cer tain Funds may invest in mor tgage dollar rolls. In a mor tgage dollar roll transaction, a","page_number":83,"box":{"x":266,"y":272,"width":634,"height":11}},{"id":"e1685b2b-6e57-419e-b811-8ff8030fbaac","block_type":"box","text":"Fund sells mor tgage-backed securities for delivery in the current month and simultaneously contracts to repurchase","page_number":83,"box":{"x":70,"y":286,"width":825,"height":12}},{"id":"df669a6b-d9c7-425f-afc1-6d1e35fc7977","block_type":"box","text":"substantially similar securities on a specified future date. The securities that are repurchased will bear the same","page_number":83,"box":{"x":69,"y":302,"width":805,"height":11}},{"id":"d481909a-e363-4b9e-af0d-fc4c27471a96","block_type":"box","text":"interest rate and a similar maturity as those sold, but pools of mor tgages collateralizing those securities may have","page_number":83,"box":{"x":70,"y":317,"width":817,"height":11}},{"id":"19178f63-a2eb-4a33-85a4-61e9083c92a0","block_type":"box","text":"different prepayment histories than those sold. During the period between the sale and repurchase, a Fund will not","page_number":83,"box":{"x":69,"y":332,"width":820,"height":11}},{"id":"22774b86-d3a8-42b2-9667-de9a77b792f6","block_type":"box","text":"be entitled to receive interest and principal payments on the securities sold. Proceeds of the sale will be invested in","page_number":83,"box":{"x":69,"y":347,"width":827,"height":11}},{"id":"31249eee-f9d5-4114-a079-5135e9e8c5dd","block_type":"box","text":"additional instruments for the Fund, and the income from these investments will generate income for the Fund. If","page_number":83,"box":{"x":69,"y":362,"width":806,"height":11}},{"id":"ae185678-2193-43fb-9615-c95fbde75ef1","block_type":"box","text":"such income does not exceed the income, capital appreciation and gain or loss that would have been realized on the","page_number":83,"box":{"x":69,"y":377,"width":833,"height":12}},{"id":"d8685f65-9451-4cc1-8487-b68f9c7ef814","block_type":"box","text":"securities sold as par t of the dollar roll, the use of this technique will diminish the investment per formance of a Fund","page_number":83,"box":{"x":69,"y":392,"width":836,"height":11}},{"id":"7becb129-e2c0-47ee-91ae-c591c98af746","block_type":"box","text":"compared with what the per formance would have been without the use of dollar rolls.","page_number":83,"box":{"x":69,"y":407,"width":607,"height":11}},{"id":"356196cb-515e-4811-bea0-342255228164","block_type":"box","text":"Each mor tgage dollar roll transaction is accounted for as a sale or purchase of a por tfolio security and a","page_number":83,"box":{"x":102,"y":430,"width":744,"height":11}},{"id":"4b481c36-6064-49ae-99fd-304f5590891d","block_type":"box","text":"subsequent purchase or sale of a substantially similar security in the forward market. Transactions in mor tgage","page_number":83,"box":{"x":69,"y":445,"width":796,"height":12}},{"id":"f4bb8e8f-2570-457e-bf30-e579d2965368","block_type":"box","text":"dollar rolls may increase trading costs and por tfolio turnover.","page_number":83,"box":{"x":69,"y":460,"width":433,"height":12}},{"id":"96201681-275b-4e40-9e33-7b468b2808bb","block_type":"box","text":"In the event the buyer of the securities under a mor tgage dollar roll files for bankruptcy or becomes insolvent, a","page_number":83,"box":{"x":102,"y":483,"width":795,"height":11}},{"id":"30ac4459-29f7-410f-bbed-352dab889660","block_type":"box","text":"Fund’s use of the proceeds of the current sale por tion of the transaction may be restricted pending a determination","page_number":83,"box":{"x":70,"y":498,"width":824,"height":11}},{"id":"99bcace9-593d-4e3d-aa8d-80001d0a74fd","block_type":"box","text":"by the other par ty, or its trustee or receiver, whether to enforce the Fund’s obligation to purchase the similar","page_number":83,"box":{"x":69,"y":513,"width":774,"height":12}},{"id":"003bcac1-8605-481f-b8b6-f4868c7a66a2","block_type":"box","text":"securities in the forward transaction.","page_number":83,"box":{"x":69,"y":528,"width":261,"height":9}},{"id":"5574289c-743a-4586-b074-164060d945cc","block_type":"box","text":"A Fund may engage in dollar roll transactions to enhance returns. Successful use of mor tgage dollar rolls may","page_number":83,"box":{"x":101,"y":551,"width":785,"height":11}},{"id":"bd9abf60-8d37-4d33-b9ed-38768ceb8d79","block_type":"box","text":"depend upon the Manager’s ability to correctly predict interest rates and prepayments. Dollar rolls involve the risk","page_number":83,"box":{"x":69,"y":566,"width":812,"height":11}},{"id":"8b322535-0b93-48ff-8bdb-6fd67319d7a0","block_type":"box","text":"that the market value of the securities subject to a Fund’s forward purchase commitment may decline below, or the","page_number":83,"box":{"x":68,"y":581,"width":824,"height":11}},{"id":"a49d7c11-6025-48e6-99fe-07586117be96","block_type":"box","text":"market value of the securities subject to a Fund’s forward sale commitment may increase above, the exercise price","page_number":83,"box":{"x":69,"y":596,"width":824,"height":12}},{"id":"6fb44ca0-31c5-4cbe-a516-89e189df32e4","block_type":"box","text":"of the forward commitment. Dollar rolls are speculative techniques that can be deemed to involve leverage. There is","page_number":83,"box":{"x":69,"y":612,"width":828,"height":11}},{"id":"c6227d4f-722f-43da-9087-aa378aa1b5d3","block_type":"box","text":"no assurance that dollar rolls can be successfully employed.","page_number":83,"box":{"x":69,"y":627,"width":430,"height":11}},{"id":"5b604e8f-3ff1-467a-9989-44a1ee0a996e","block_type":"box","text":"Rule 18f-4 under the Investment Company Act permits a Fund to enter into when-issued or forward-settling","page_number":83,"box":{"x":102,"y":649,"width":759,"height":12}},{"id":"a7d7578a-2039-47fb-bfc1-89b69f3d8192","block_type":"box","text":"securities (","page_number":83,"box":{"x":69,"y":665,"width":78,"height":11}},{"id":"5efa37d3-bc01-4ed6-a3e6-4e16b763e27b","block_type":"box","text":"e.g.","page_number":83,"box":{"x":148,"y":666,"width":25,"height":10}},{"id":"5bdbf392-bbb4-4608-bbf1-e8e8de12aa11","block_type":"box","text":", dollar rolls and firm and standby commitments, including TBA commitments) and non-standard","page_number":83,"box":{"x":176,"y":664,"width":681,"height":12}},{"id":"f10d7944-3091-4091-9375-0b02193370f5","block_type":"box","text":"settlement cycle securities notwithstanding the limitation on the issuance of senior securities in Section 18 of the","page_number":83,"box":{"x":69,"y":680,"width":813,"height":11}},{"id":"c25befe9-16e9-45d9-8020-907a4ec0403c","block_type":"box","text":"Investment Company Act, provided that the transaction meets the Delayed-Settlement Securities Provision (as","page_number":83,"box":{"x":70,"y":695,"width":783,"height":11}},{"id":"32d45de8-c25d-4844-87b0-21feb5b39874","block_type":"box","text":"defined below under “—When-Issued Securities, Delayed Delivery Securities and Forward Commitments”). If a when","page_number":83,"box":{"x":69,"y":710,"width":832,"height":11}},{"id":"06f1cf17-73ae-4d05-953a-d87823c9403a","block_type":"box","text":"issued, forward-settling or non-standard settlement cycle security does not satisfy the Delayed-Settlement Securities","page_number":83,"box":{"x":70,"y":725,"width":830,"height":11}},{"id":"ce44bc0b-bc96-41cb-9a43-cc849f2c4403","block_type":"box","text":"Provision, then it is treated as a Derivatives Transaction under Rule 18f-4. See “—Derivatives — Regulation of","page_number":83,"box":{"x":69,"y":740,"width":788,"height":11}},{"id":"c82f59b6-0545-428e-997c-375fd15dc0c5","block_type":"box","text":"Derivatives — Rule 18f-4 under the Investment Company Act” above.","page_number":83,"box":{"x":70,"y":755,"width":489,"height":11}},{"id":"0b3319e9-a2d4-48b8-bc75-d2f7b39d5410","block_type":"box","text":"Net Interest Margin (NIM) Securities.","page_number":83,"box":{"x":102,"y":778,"width":260,"height":11}},{"id":"8101defb-303a-40fe-a830-1f4b57efa0fc","block_type":"box","text":"A Fund may invest in net interest margin (“NIM”) securities. These","page_number":83,"box":{"x":368,"y":778,"width":473,"height":11}},{"id":"5158bb2a-51c8-4728-adc6-c42db8e86b08","block_type":"box","text":"securities are derivative interest-only mor tgage securities structured off home equity loan transactions. NIM","page_number":83,"box":{"x":69,"y":793,"width":768,"height":11}},{"id":"5ef543eb-ab32-4234-a59b-109e4c51fb9c","block_type":"box","text":"securities receive any “excess” interest computed after paying coupon costs, servicing costs and fees and any credit","page_number":83,"box":{"x":69,"y":808,"width":836,"height":11}},{"id":"b92f4a74-023f-4614-a5cf-3c5dd82f0967","block_type":"box","text":"losses associated with the underlying pool of home equity loans. Like traditional stripped mor tgage-backed","page_number":83,"box":{"x":70,"y":823,"width":760,"height":12}},{"id":"efc0b417-583d-499f-b267-e5d03b23c841","block_type":"box","text":"securities, the yield to maturity on a NIM security is sensitive not only to changes in prevailing interest rates but also","page_number":83,"box":{"x":69,"y":839,"width":832,"height":11}},{"id":"2138759b-92cb-400c-aa21-f764af439604","block_type":"box","text":"to the rate of principal payments (including prepayments) on the underlying home equity loans. NIM securities are","page_number":83,"box":{"x":68,"y":853,"width":810,"height":12}},{"id":"ded4fd80-0c7f-4ff6-b014-b25930b58f96","block_type":"box","text":"highly sensitive to credit losses on the underlying collateral and the timing in which those losses are taken.","page_number":83,"box":{"x":69,"y":869,"width":764,"height":11}},{"id":"ace1ae2d-aaa7-4476-8778-778055ca4bf6","block_type":"box","text":"Municipal Investments.","page_number":83,"box":{"x":102,"y":891,"width":169,"height":11}},{"id":"481b71f7-cb04-4716-a901-1c8634f7d2f0","block_type":"box","text":"II-55","page_number":83,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"2d63970d-9623-4341-b59f-1cdfa03d88ac","block_type":"box","text":"NM1026U-5981080-83/228","page_number":83,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"21baa3e0-32a0-49ea-9d08-37b39b81f5e8","block_type":"box","text":"Cer tain Funds may invest in obligations issued by or on behalf of states, territories and possessions of the","page_number":84,"box":{"x":102,"y":45,"width":763,"height":11}},{"id":"de327cd5-6573-40b9-bb0c-79be3f84ae4b","block_type":"box","text":"United States and the District of Columbia and their political subdivisions, agencies and instrumentalities, the","page_number":84,"box":{"x":70,"y":60,"width":783,"height":11}},{"id":"60c40887-a134-4a68-bbb1-93ca0a8b49e7","block_type":"box","text":"payments from which, in the opinion of bond counsel to the issuer, are excludable from gross income for U.S. federal","page_number":84,"box":{"x":70,"y":75,"width":833,"height":11}},{"id":"53fd07ee-e3a8-4c8f-bfe8-833d73770434","block_type":"box","text":"income tax purposes (“Municipal Bonds”). Cer tain of the Municipal Funds may also invest in Municipal Bonds that","page_number":84,"box":{"x":70,"y":90,"width":813,"height":11}},{"id":"9295b215-e0a8-42ec-8e58-a9c35458dbd8","block_type":"box","text":"pay interest excludable from gross income for purposes of state and local income taxes of the designated state and/","page_number":84,"box":{"x":70,"y":105,"width":836,"height":11}},{"id":"2dc30ba3-8a29-44bf-8488-dc11e3490732","block_type":"box","text":"or allow the value of a Fund’s shares to be exempt from state and local taxes of the designated state (“State","page_number":84,"box":{"x":69,"y":120,"width":779,"height":12}},{"id":"6bdd0948-caaa-431f-b503-84bd5ab795e7","block_type":"box","text":"Municipal Bonds”). The Municipal Funds may also invest in securities not issued by or on behalf of a state or territory","page_number":84,"box":{"x":70,"y":135,"width":838,"height":11}},{"id":"3bcc3bc9-7517-4baf-ba79-c2746bb6e803","block_type":"box","text":"or by an agency or instrumentality thereof, if the Manager believes such securities to pay interest excludable from","page_number":84,"box":{"x":69,"y":150,"width":810,"height":12}},{"id":"fdec7191-17e5-4207-a4cf-d2f07b267cc5","block_type":"box","text":"gross income for purposes of U.S. federal income tax and state and local income taxes of the designated state and/","page_number":84,"box":{"x":68,"y":166,"width":834,"height":11}},{"id":"4ba2ea61-2b9b-4e42-9ade-41120135cb68","block_type":"box","text":"or state and local personal proper ty taxes of the designated state (“Non-Municipal Tax-Exempt Securities”). Non","page_number":84,"box":{"x":69,"y":181,"width":801,"height":11}},{"id":"5c874e4e-102f-41e0-b6bc-0b2c688b167f","block_type":"box","text":"Municipal Tax-Exempt Securities could include trust cer tificates or other instruments evidencing interest in one or","page_number":84,"box":{"x":70,"y":196,"width":807,"height":11}},{"id":"0afee50a-e31f-457e-bfb2-6a235ea5e3dc","block_type":"box","text":"more long-term municipal securities. Non-Municipal Tax-Exempt Securities also may include securities issued by other","page_number":84,"box":{"x":69,"y":211,"width":837,"height":11}},{"id":"61264e0a-913e-4798-ae6f-bf8f370d7406","block_type":"box","text":"investment companies that invest in municipal bonds, to the extent such investments are permitted by applicable","page_number":84,"box":{"x":70,"y":226,"width":809,"height":11}},{"id":"42b5414a-213a-4446-8715-917eb3a22954","block_type":"box","text":"law. Non-Municipal Tax-Exempt Securities that pay interest excludable from gross income for U.S. federal income tax","page_number":84,"box":{"x":70,"y":241,"width":826,"height":11}},{"id":"f263d151-b6ce-469e-9898-448b90e0242b","block_type":"box","text":"purposes will be considered “Municipal Bonds” for purposes of a Municipal Fund’s investment objective and policies.","page_number":84,"box":{"x":70,"y":256,"width":834,"height":11}},{"id":"0e956209-1309-45c4-a636-d5abcd355bf0","block_type":"box","text":"Non-Municipal Tax-Exempt Securities that pay interest excludable from gross income for purposes of U.S. federal","page_number":84,"box":{"x":70,"y":271,"width":800,"height":12}},{"id":"fa1b72d6-f55b-4eec-9186-ff91294ea9ac","block_type":"box","text":"income tax and state and local income taxes of a designated state and/or allow the value of a Fund’s shares to be","page_number":84,"box":{"x":70,"y":286,"width":819,"height":12}},{"id":"cf8e7664-9ca7-49c2-bc0e-27709c1a812d","block_type":"box","text":"exempt from state and local personal proper ty taxes of that state will be considered “State Municipal Bonds” for","page_number":84,"box":{"x":69,"y":302,"width":805,"height":11}},{"id":"38cf653a-d8a2-4aca-9e78-3da05aab338d","block_type":"box","text":"purposes of the investment objective and policies of each of California Municipal Oppor tunities Fund, New Jersey","page_number":84,"box":{"x":70,"y":317,"width":805,"height":11}},{"id":"aaa5bf9e-fcdf-4bf8-b3cc-5c04a8a93c26","block_type":"box","text":"Municipal Bond Fund, New York Municipal Oppor tunities Fund and Pennsylvania Municipal Bond Fund.","page_number":84,"box":{"x":70,"y":332,"width":721,"height":11}},{"id":"72140ba6-d614-42f7-8176-09431b183cb8","block_type":"box","text":"Risk Factors and Special Considerations Relating to Municipal Bonds.","page_number":84,"box":{"x":102,"y":355,"width":495,"height":11}},{"id":"006f2251-d932-4dcb-a0c7-434f93d5aba0","block_type":"box","text":"The risks and special considerations","page_number":84,"box":{"x":603,"y":355,"width":260,"height":11}},{"id":"6eab58a0-4ac7-41db-96ac-b42d06e1c17c","block_type":"box","text":"involved in investment in Municipal Bonds vary with the types of instruments being acquired. Investments in Non","page_number":84,"box":{"x":70,"y":370,"width":806,"height":11}},{"id":"ab9e3123-2af2-4e36-b098-e0336da77e12","block_type":"box","text":"Municipal Tax-Exempt Securities may present similar risks, depending on the par ticular product. Cer tain municipal","page_number":84,"box":{"x":70,"y":385,"width":810,"height":11}},{"id":"0fe65ab1-ab68-45d9-8785-1f7eddd1783b","block_type":"box","text":"instruments in which a Fund may invest may be characterized as derivatives.","page_number":84,"box":{"x":70,"y":400,"width":544,"height":11}},{"id":"4a783921-342d-4c48-bb8c-3475a4ba635e","block_type":"box","text":"The value of Municipal Bonds generally may be affected by uncer tainties in the municipal markets as a result of","page_number":84,"box":{"x":101,"y":423,"width":799,"height":11}},{"id":"bb82b469-6a1c-4429-8988-2811e7942c57","block_type":"box","text":"legislation or litigation, including legislation or litigation that changes the taxation of Municipal Bonds or the rights of","page_number":84,"box":{"x":70,"y":438,"width":829,"height":11}},{"id":"95a2af79-404a-4aea-9db5-21eac5248dc9","block_type":"box","text":"Municipal Bond holders in the event of a bankruptcy. Municipal bankruptcies are rare and cer tain provisions of the","page_number":84,"box":{"x":70,"y":453,"width":814,"height":11}},{"id":"2e5fb5fd-7a6f-4f10-a29d-5424268adddf","block_type":"box","text":"U.S. Bankruptcy Code governing such bankruptcies are unclear. Fur ther, the application of state law to Municipal","page_number":84,"box":{"x":70,"y":468,"width":802,"height":11}},{"id":"f50c8c94-a051-4ab9-b1cd-9522816c4db4","block_type":"box","text":"Bond issuers could produce varying results among the states or among Municipal Bond issuers within a state. These","page_number":84,"box":{"x":70,"y":483,"width":834,"height":11}},{"id":"3e26159f-1c5b-464a-8582-f082a4653d51","block_type":"box","text":"uncer tainties could have a significant impact on the prices of the Municipal Bonds in which a Fund invests.","page_number":84,"box":{"x":69,"y":498,"width":761,"height":11}},{"id":"264863b0-9d29-4f0c-85c0-5b15bd80e0c1","block_type":"box","text":"II-56","page_number":84,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"0d90f28e-78d8-4f75-b96d-fb305d9a0bbb","block_type":"box","text":"NM1026U-5981080-84/228","page_number":84,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"8a453247-e405-43df-9faa-79fbf7c8c10f","block_type":"box","text":"Description of Municipal Bonds.","page_number":85,"box":{"x":70,"y":45,"width":224,"height":11}},{"id":"49767a97-7071-4b03-8e65-e4e5699fc904","block_type":"box","text":"Municipal Bonds include debt obligations issued to obtain funds for various public purposes, including the","page_number":85,"box":{"x":102,"y":67,"width":754,"height":12}},{"id":"8cbd1d5d-b3f3-449c-ba29-c7585f1b7460","block_type":"box","text":"construction of a wide range of public facilities, refunding of outstanding obligations and obtaining funds for general","page_number":85,"box":{"x":69,"y":82,"width":824,"height":12}},{"id":"79925173-3cd4-4957-a36f-48d76d74b859","block_type":"box","text":"operating expenses and loans to other public institutions and facilities. In addition, cer tain types of bonds are issued","page_number":85,"box":{"x":69,"y":98,"width":836,"height":11}},{"id":"a6c9fb25-1a8f-4c0c-9527-07e728f957a4","block_type":"box","text":"by or on behalf of public authorities to finance various privately owned or operated facilities, including cer tain","page_number":85,"box":{"x":69,"y":113,"width":776,"height":11}},{"id":"26405a98-7809-49bf-a627-3e471c34674c","block_type":"box","text":"facilities for the local furnishing of electric energy or gas, sewage facilities, solid waste disposal facilities and other","page_number":85,"box":{"x":68,"y":128,"width":822,"height":11}},{"id":"bd346c10-a27c-4581-bcd7-0430b07421f3","block_type":"box","text":"specialized facilities. Such obligations are included within the term Municipal Bonds if the interest paid thereon is","page_number":85,"box":{"x":69,"y":143,"width":810,"height":11}},{"id":"1a7cac02-8670-4652-973b-72f2a8e90570","block_type":"box","text":"excluded from gross income for U.S. federal income tax purposes and any applicable state and local taxes. Other","page_number":85,"box":{"x":69,"y":158,"width":808,"height":11}},{"id":"25c43b4e-7773-464f-be18-d7b1fc9cd166","block_type":"box","text":"types of private activity bonds, the proceeds of which are used for the construction, equipment or improvement of","page_number":85,"box":{"x":68,"y":173,"width":812,"height":11}},{"id":"448d2e42-5658-4104-a740-6747beaea0f0","block_type":"box","text":"privately operated industrial or commercial facilities, may constitute Municipal Bonds, although the current U.S.","page_number":85,"box":{"x":70,"y":188,"width":792,"height":12}},{"id":"20422003-e257-42dc-ade4-27867f1dee2a","block_type":"box","text":"federal tax laws place substantial limitations on the size of such issues. The interest on Municipal Bonds may bear a","page_number":85,"box":{"x":68,"y":203,"width":835,"height":12}},{"id":"b98cbc17-4792-499c-b94a-95dddb3c5179","block_type":"box","text":"fixed rate or be payable at a variable or floating rate. The two principal classifications of Municipal Bonds are “general","page_number":85,"box":{"x":68,"y":218,"width":840,"height":12}},{"id":"8e5e1aad-6f0b-4a84-857d-c57331482594","block_type":"box","text":"obligation” and “revenue” or “special obligation” bonds, which latter category includes private activity bonds (“PABs”)","page_number":85,"box":{"x":69,"y":234,"width":838,"height":11}},{"id":"18d75821-81a5-4acf-bb42-424061eed496","block_type":"box","text":"(or “industrial development bonds” under pre-1986 law).","page_number":85,"box":{"x":69,"y":249,"width":401,"height":11}},{"id":"87e37f77-36e8-4722-8796-1ec3828137df","block_type":"box","text":"General Obligation Bonds.","page_number":85,"box":{"x":102,"y":272,"width":184,"height":11}},{"id":"7473eb0a-78fc-428b-baef-362a8b2ba8f4","block_type":"box","text":"General obligation bonds are secured by the issuer’s pledge of its full faith, credit and","page_number":85,"box":{"x":292,"y":271,"width":613,"height":12}},{"id":"8a0b9192-ee97-4e31-acc1-2c1159e3c2aa","block_type":"box","text":"taxing power for the payment of principal and interest. The taxing power of any governmental entity may be limited,","page_number":85,"box":{"x":68,"y":286,"width":816,"height":12}},{"id":"0c503cb6-7c27-4d0c-812b-f25cfaeb686c","block_type":"box","text":"however, by provisions of its state constitution or laws, and an entity’s creditwor thiness will depend on many factors,","page_number":85,"box":{"x":69,"y":302,"width":834,"height":11}},{"id":"ba975f4d-97e1-48eb-a918-7b0c515b21db","block_type":"box","text":"including potential erosion of its tax base due to population declines, natural disasters, declines in the state’s","page_number":85,"box":{"x":70,"y":317,"width":786,"height":11}},{"id":"4346e77c-e928-42ea-8a85-895cc7a20992","block_type":"box","text":"industrial base or inability to attract new industries, economic limits on the ability to tax without eroding the tax base,","page_number":85,"box":{"x":70,"y":332,"width":835,"height":11}},{"id":"6eb177d6-4b77-4d83-a281-e315aa06d82f","block_type":"box","text":"state legislative proposals or voter initiatives to limit ad valorem real proper ty taxes and the extent to which the entity","page_number":85,"box":{"x":69,"y":347,"width":840,"height":11}},{"id":"da835d0f-19a0-4eb8-9e10-1ef1386afa66","block_type":"box","text":"relies on federal or state aid, access to capital markets or other factors beyond the state’s or entity’s control.","page_number":85,"box":{"x":69,"y":362,"width":782,"height":11}},{"id":"2cd38a7c-d0fc-4062-b461-a41efbb7813d","block_type":"box","text":"Accordingly, the capacity of the issuer of a general obligation bond as to the timely payment of interest and the","page_number":85,"box":{"x":68,"y":377,"width":791,"height":12}},{"id":"607dbdf7-9057-47e0-b244-7b1a67c313fe","block_type":"box","text":"repayment of principal when due is affected by the issuer’s maintenance of its tax base.","page_number":85,"box":{"x":69,"y":392,"width":630,"height":12}},{"id":"14c26cbd-ea30-445b-bc95-c0d579b60388","block_type":"box","text":"Revenue Bonds.","page_number":85,"box":{"x":102,"y":415,"width":114,"height":9}},{"id":"10e85f63-9df1-4dbf-97b0-f3d188f86759","block_type":"box","text":"Revenue bonds are payable only from the revenues derived from a par ticular facility or class of","page_number":85,"box":{"x":223,"y":415,"width":676,"height":11}},{"id":"e43caf6f-9ea5-4366-8c22-56f735495f13","block_type":"box","text":"facilities or, in some cases, from the proceeds of a special excise tax or other specific revenue source such as","page_number":85,"box":{"x":68,"y":430,"width":791,"height":11}},{"id":"2381ba43-a563-43f4-afed-ab7c4fa2c259","block_type":"box","text":"payments from the user of the facility being financed; accordingly, the timely payment of interest and the repayment","page_number":85,"box":{"x":70,"y":445,"width":824,"height":12}},{"id":"fdf3f343-26e1-4ed3-b7fb-2a350af73420","block_type":"box","text":"of principal in accordance with the terms of the revenue or special obligation bond is a function of the economic","page_number":85,"box":{"x":69,"y":460,"width":798,"height":12}},{"id":"58adaf06-5da5-428d-a2d2-65178005160c","block_type":"box","text":"viability of such facility or such revenue source.","page_number":85,"box":{"x":68,"y":475,"width":336,"height":12}},{"id":"caf22c27-541a-4987-af47-b3f851208e82","block_type":"box","text":"Revenue bonds issued by state or local agencies to finance the development of low-income, multi-family housing","page_number":85,"box":{"x":102,"y":498,"width":801,"height":11}},{"id":"113e5dcc-906e-44a5-8a0f-79ff05ecdc41","block_type":"box","text":"involve special risks in addition to those associated with municipal bonds generally, including that the underlying","page_number":85,"box":{"x":70,"y":514,"width":800,"height":11}},{"id":"9bdc229a-85c6-455d-9c6f-15be041eece7","block_type":"box","text":"proper ties may not generate sufficient income to pay expenses and interest costs. Such bonds are generally non","page_number":85,"box":{"x":70,"y":528,"width":810,"height":12}},{"id":"ae3603ca-d35c-44f0-a5f8-2c0ca77f1e83","block_type":"box","text":"recourse against the proper ty owner, may be junior to the rights of others with an interest in the proper ties, may pay","page_number":85,"box":{"x":69,"y":543,"width":830,"height":12}},{"id":"90b49199-ebb7-40dc-8d6c-7dbf34eaa729","block_type":"box","text":"interest that changes based in par t on the financial per formance of the proper ty, may be prepayable without penalty","page_number":85,"box":{"x":70,"y":559,"width":828,"height":11}},{"id":"4d87be51-0927-4dba-a06f-b22b3f504411","block_type":"box","text":"and may be used to finance the construction of housing developments which, until completed and rented, do not","page_number":85,"box":{"x":69,"y":574,"width":804,"height":11}},{"id":"227bd49b-c037-4af2-a904-fdec1cb37f40","block_type":"box","text":"generate income to pay interest. Increases in interest rates payable on senior obligations may make it more difficult","page_number":85,"box":{"x":68,"y":589,"width":830,"height":11}},{"id":"c0fbc58c-bfa7-41c2-9aee-77fb3bf4fc21","block_type":"box","text":"for issuers to meet payment obligations on subordinated bonds.","page_number":85,"box":{"x":68,"y":604,"width":457,"height":11}},{"id":"805e37ca-41a4-407a-bb3c-3bd28fd2491d","block_type":"box","text":"PABs.","page_number":85,"box":{"x":102,"y":627,"width":38,"height":9}},{"id":"17cf32c4-800d-484b-8364-9766580deac0","block_type":"box","text":"PABs are, in most cases, tax-exempt securities issued by states, municipalities or public authorities to","page_number":85,"box":{"x":147,"y":627,"width":730,"height":11}},{"id":"03263e1c-4f75-488a-8fbc-c26b4104e270","block_type":"box","text":"provide funds, usually through a loan or lease arrangement, to a private entity for the purpose of financing","page_number":85,"box":{"x":70,"y":642,"width":755,"height":11}},{"id":"65dd1bc2-efa8-462d-a106-bde15a1fdbb2","block_type":"box","text":"construction or improvement of a facility to be used by the entity. Such bonds are secured primarily by revenues","page_number":85,"box":{"x":69,"y":657,"width":797,"height":11}},{"id":"99cb7e84-5c20-4102-ab8a-4e0eadb460d6","block_type":"box","text":"derived from loan repayments or lease payments due from the entity, which may or may not be guaranteed by a","page_number":85,"box":{"x":69,"y":672,"width":793,"height":11}},{"id":"9243c70a-3ad1-461c-91c7-02532c96bf0e","block_type":"box","text":"parent company or otherwise secured. PABs generally are not secured by a pledge of the taxing power of the issuer of","page_number":85,"box":{"x":70,"y":687,"width":840,"height":11}},{"id":"e7c218a7-d407-49e1-a97e-56b0f1e58550","block_type":"box","text":"such bonds. Therefore, an investor should understand that repayment of such bonds generally depends on the","page_number":85,"box":{"x":69,"y":702,"width":789,"height":12}},{"id":"5bca4a91-0c90-4694-b56c-0538e3670c56","block_type":"box","text":"revenues of a private entity and be aware of the risks that such an investment may entail. The continued ability of an","page_number":85,"box":{"x":69,"y":717,"width":832,"height":12}},{"id":"e6df97c8-3a07-40df-8550-4853338f59a2","block_type":"box","text":"entity to generate sufficient revenues for the payment of principal and interest on such bonds will be affected by","page_number":85,"box":{"x":69,"y":732,"width":802,"height":12}},{"id":"f8913b2b-759a-4031-960c-82ddd55cab7e","block_type":"box","text":"many factors including the size of the entity, its capital structure, demand for its products or services, competition,","page_number":85,"box":{"x":69,"y":748,"width":819,"height":11}},{"id":"931d61d0-a20a-463c-9a71-e335b961929a","block_type":"box","text":"general economic conditions, government regulation and the entity’s dependence on revenues for the operation of","page_number":85,"box":{"x":68,"y":763,"width":816,"height":11}},{"id":"73424c06-628e-4da0-bd51-07e622ff7245","block_type":"box","text":"the par ticular facility being financed.","page_number":85,"box":{"x":68,"y":778,"width":258,"height":11}},{"id":"e7fb44aa-b88d-4e71-8f71-05bf831c23d5","block_type":"box","text":"Moral Obligation Bonds.","page_number":85,"box":{"x":102,"y":801,"width":169,"height":11}},{"id":"8883031e-15a7-43c5-a574-7cabd36e860c","block_type":"box","text":"“Moral obligation” bonds are normally issued by special purpose public authorities. If an","page_number":85,"box":{"x":278,"y":801,"width":628,"height":11}},{"id":"2ea8e4a2-072d-42d5-be23-726c770e3ff8","block_type":"box","text":"issuer of moral obligation bonds is unable to meet its obligations, the repayment of such bonds becomes a moral","page_number":85,"box":{"x":70,"y":816,"width":809,"height":11}},{"id":"ee6c5353-a95f-45c6-9aec-10bf7400b377","block_type":"box","text":"commitment but not a legal obligation of the state or municipality that created the special purpose public authority","page_number":85,"box":{"x":69,"y":831,"width":816,"height":11}},{"id":"59ec84aa-bfce-464a-8965-06c617a3cfb6","block_type":"box","text":"that issued the bonds.","page_number":85,"box":{"x":68,"y":846,"width":160,"height":9}},{"id":"340c6fba-b8d9-4fb3-8c3e-b8eca91b357b","block_type":"box","text":"Municipal Notes.","page_number":85,"box":{"x":102,"y":869,"width":118,"height":11}},{"id":"cecf52b3-891b-43af-94f9-04a6897481e3","block_type":"box","text":"Municipal notes are shor ter term municipal debt obligations. They may provide interim financing","page_number":85,"box":{"x":227,"y":869,"width":683,"height":11}},{"id":"66a36070-89d7-4563-9ab9-28ee5f52163c","block_type":"box","text":"in anticipation of tax collection, bond sales or revenue receipts. If there is a shor tfall in the anticipated proceeds,","page_number":85,"box":{"x":70,"y":884,"width":807,"height":11}},{"id":"3ba16c66-ee72-4d66-85d4-d86e4c93a8a4","block_type":"box","text":"repayment on the note may be delayed or the note may not be fully repaid, and a Fund may lose money.","page_number":85,"box":{"x":69,"y":899,"width":739,"height":11}},{"id":"71b35127-4695-4ed0-8e76-183fa76e2134","block_type":"box","text":"II-57","page_number":85,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"2d3f6a53-05d7-4b0d-ad37-e78a7fbf8385","block_type":"box","text":"NM1026U-5981080-85/228","page_number":85,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"38f54423-60aa-4c36-92a5-6d5ba19b251b","block_type":"box","text":"Municipal Commercial Paper.","page_number":86,"box":{"x":102,"y":45,"width":205,"height":11}},{"id":"dce74a51-7ee2-4ae2-b149-6e8a50f7873d","block_type":"box","text":"Municipal commercial paper is generally unsecured and issued to meet shor t-term","page_number":86,"box":{"x":314,"y":45,"width":586,"height":11}},{"id":"e3f8e942-5d10-4e06-a6a9-a41484c6105f","block_type":"box","text":"financing needs. The lack of security presents some risk of loss to a Fund since, in the event of an issuer’s","page_number":86,"box":{"x":68,"y":60,"width":767,"height":11}},{"id":"56739fdd-1556-456a-ad11-53dc1a03d4cc","block_type":"box","text":"bankruptcy, unsecured creditors are repaid only after the secured creditors out of the assets, if any, that remain.","page_number":86,"box":{"x":69,"y":75,"width":803,"height":11}},{"id":"25e207df-93e4-43cb-8e05-12da28e3e743","block_type":"box","text":"Municipal Lease Obligations.","page_number":86,"box":{"x":102,"y":98,"width":203,"height":11}},{"id":"64548fe5-6e9c-48a2-83db-de87e85229d3","block_type":"box","text":"Also included within the general category of Municipal Bonds are cer tificates of","page_number":86,"box":{"x":311,"y":98,"width":566,"height":11}},{"id":"d21ac7da-0150-4dd2-ab86-e84a89d20ce7","block_type":"box","text":"par ticipation (“COPs”) issued by government authorities or entities to finance the acquisition or construction of","page_number":86,"box":{"x":70,"y":113,"width":791,"height":11}},{"id":"ee28536e-8ba7-4848-a8ea-3d8ca4f13217","block_type":"box","text":"equipment, land and/or facilities. The COPs represent par ticipations in a lease, an installment purchase contract or a","page_number":86,"box":{"x":69,"y":128,"width":840,"height":11}},{"id":"de41bd8d-bdcc-405a-9d75-c32fa4d17b51","block_type":"box","text":"conditional sales contract (hereinafter collectively called “lease obligations”) relating to such equipment, land or","page_number":86,"box":{"x":69,"y":143,"width":800,"height":11}},{"id":"862a2834-3a78-4957-b401-791936f6a552","block_type":"box","text":"facilities. Municipal leases, like other municipal debt obligations, are subject to the risk of non-payment. Although","page_number":86,"box":{"x":68,"y":158,"width":809,"height":11}},{"id":"6269ccab-c041-4127-a551-eb2c9b8e05c1","block_type":"box","text":"lease obligations do not constitute general obligations of the issuer for which the issuer’s unlimited taxing power is","page_number":86,"box":{"x":70,"y":173,"width":820,"height":11}},{"id":"9ae687bf-cf56-418c-bf12-ca9272c7cc68","block_type":"box","text":"pledged, a lease obligation is frequently backed by the issuer’s covenant to budget for, appropriate and make the","page_number":86,"box":{"x":70,"y":188,"width":808,"height":12}},{"id":"f5d23d96-06c4-43bf-8fba-5e05e8dd6ecb","block_type":"box","text":"payments due under the lease obligation. However, cer tain lease obligations contain “non-appropriation” clauses,","page_number":86,"box":{"x":70,"y":204,"width":809,"height":11}},{"id":"f132d098-c145-4bdc-9386-6c406c301967","block_type":"box","text":"which provide that the issuer has no obligation to make lease or installment purchase payments in future years","page_number":86,"box":{"x":68,"y":218,"width":795,"height":12}},{"id":"19a25a0d-2804-422d-99a1-b7ede0568d77","block_type":"box","text":"unless money is appropriated for such purpose on a yearly basis. Although “non-appropriation” lease obligations are","page_number":86,"box":{"x":69,"y":234,"width":829,"height":11}},{"id":"93f665d4-9d55-486b-b3b6-2aa678fc9e36","block_type":"box","text":"secured by the leased proper ty, disposition of the proper ty in the event of foreclosure might prove difficult. These","page_number":86,"box":{"x":69,"y":249,"width":810,"height":11}},{"id":"488ac41e-2843-42b5-8652-6574bbcf19a0","block_type":"box","text":"securities represent a type of financing that has not yet developed the depth of marketability associated with more","page_number":86,"box":{"x":69,"y":264,"width":817,"height":11}},{"id":"4a84738f-dd57-4955-9c90-e08308b30e6b","block_type":"box","text":"conventional securities. Cer tain investments in lease obligations may be illiquid.","page_number":86,"box":{"x":69,"y":279,"width":572,"height":11}},{"id":"2b057327-0bdf-45c9-a062-5a0776ad43da","block_type":"box","text":"The ability of issuers of municipal leases to make timely lease payments may be adversely impacted in general","page_number":86,"box":{"x":101,"y":302,"width":791,"height":11}},{"id":"5661d837-899b-41d3-bb8f-53ca6ab47164","block_type":"box","text":"economic downturns and as relative governmental cost burdens are allocated and reallocated among federal, state","page_number":86,"box":{"x":69,"y":317,"width":822,"height":11}},{"id":"05a39b63-f91e-419f-a3a2-972c955caf56","block_type":"box","text":"and local governmental units. Such non-payment would result in a reduction of income to a Fund and could result in a","page_number":86,"box":{"x":69,"y":332,"width":837,"height":11}},{"id":"9a874aa5-bfe9-48bf-871f-d86e457a019c","block_type":"box","text":"reduction in the value of the municipal lease experiencing non-payment and a potential decrease in the NAV of a","page_number":86,"box":{"x":69,"y":347,"width":798,"height":11}},{"id":"8f350dae-cd63-4357-bd3d-e3f19e358921","block_type":"box","text":"Fund. Issuers of municipal securities might seek protection under the bankruptcy laws. In the event of bankruptcy of","page_number":86,"box":{"x":70,"y":362,"width":828,"height":11}},{"id":"1e2d4f84-ecb7-45c2-bcaf-e70776958664","block_type":"box","text":"such an issuer, a Fund could experience delays and limitations with respect to the collection of principal and interest","page_number":86,"box":{"x":69,"y":377,"width":833,"height":11}},{"id":"c6ee8d61-49c6-466b-8db9-d0b087fc0197","block_type":"box","text":"on such municipal leases and a Fund may not, in all circumstances, be able to collect all principal and interest to","page_number":86,"box":{"x":69,"y":393,"width":807,"height":11}},{"id":"c0a0802d-e72a-40b9-9c0b-8d2c530ca865","block_type":"box","text":"which it is entitled. To enforce its rights in the event of a default in lease payments, a Fund might take possession of","page_number":86,"box":{"x":68,"y":407,"width":835,"height":12}},{"id":"9ec78608-30df-4c98-bffb-7d0634ae38a2","block_type":"box","text":"and manage the assets securing the issuer’s obligations on such securities, which may increase a Fund’s operating","page_number":86,"box":{"x":69,"y":423,"width":828,"height":11}},{"id":"3fe23d8b-025f-487c-9cd8-d247691db74b","block_type":"box","text":"expenses and adversely affect the NAV of a Fund. When the lease contains a non-appropriation clause, however, the","page_number":86,"box":{"x":69,"y":438,"width":829,"height":11}},{"id":"758ebc47-a749-4189-9c05-bf7a772a28ee","block_type":"box","text":"failure to pay would not be a default and a Fund would not have the right to take possession of the assets. Any","page_number":86,"box":{"x":68,"y":453,"width":793,"height":11}},{"id":"74eaff27-d035-4aa4-99ad-6fdf02608685","block_type":"box","text":"income derived from a Fund’s ownership or operation of such assets may not be tax-exempt. In addition, a Fund’s","page_number":86,"box":{"x":70,"y":468,"width":810,"height":11}},{"id":"e1ad34f2-f803-4411-91f9-1bbc3c9f52d7","block_type":"box","text":"intention to qualify as a “regulated investment company” under the Code, may limit the extent to which a Fund may","page_number":86,"box":{"x":70,"y":483,"width":820,"height":11}},{"id":"8c9361cb-95c3-4b3c-99aa-90b82ebf6045","block_type":"box","text":"exercise its rights by taking possession of such assets, because as a regulated investment company a Fund is","page_number":86,"box":{"x":69,"y":498,"width":790,"height":11}},{"id":"22d7a077-e1b2-4da9-98b7-ee9cf31a9bd7","block_type":"box","text":"subject to cer tain limitations on its investments and on the nature of its income.","page_number":86,"box":{"x":69,"y":513,"width":574,"height":11}},{"id":"22e101c9-b32c-42ad-87ff-b44714273199","block_type":"box","text":"Tender Option Bonds.","page_number":86,"box":{"x":103,"y":536,"width":150,"height":11}},{"id":"b19c9e03-7f30-4c39-8e55-ad8e04338f50","block_type":"box","text":"Cer tain Funds may invest in residual inverse floating rate interest tender option bonds","page_number":86,"box":{"x":260,"y":536,"width":613,"height":11}},{"id":"f6abac40-7a14-4aad-a7fb-525cc6504c73","block_type":"box","text":"(“TOB Residuals”), which are derivative interests in Municipal Bonds. The TOB Residuals in which the Funds will","page_number":86,"box":{"x":69,"y":551,"width":796,"height":11}},{"id":"f5847602-f028-45be-a84b-535521bc69c4","block_type":"box","text":"invest pay interest or income that, in the opinion of counsel to the issuer, is exempt from regular U.S. federal income","page_number":86,"box":{"x":70,"y":566,"width":834,"height":11}},{"id":"3102e256-0113-4397-ab55-73cb2a58e989","block_type":"box","text":"tax. BlackRock will not conduct its own analysis of the tax status of the interest or income paid by TOB Residuals","page_number":86,"box":{"x":68,"y":581,"width":807,"height":11}},{"id":"ac75ca52-0cd4-4c39-87ee-6d3019c43469","block_type":"box","text":"held by the Funds, but will rely on the opinion of counsel to the issuer. Although volatile, TOB Residuals typically offer","page_number":86,"box":{"x":69,"y":596,"width":836,"height":12}},{"id":"3dfacf60-15be-4772-a710-8170e5d641b7","block_type":"box","text":"the potential for yields exceeding the yields available on fixed rate Municipal Bonds with comparable credit quality.","page_number":86,"box":{"x":68,"y":612,"width":814,"height":11}},{"id":"6301200f-5c92-4607-a274-8cb2e4afff82","block_type":"box","text":"The Funds may invest in TOB Residuals for the purpose of using economic leverage.","page_number":86,"box":{"x":68,"y":627,"width":598,"height":11}},{"id":"8d5b618e-afe7-4a24-a956-769164438a81","block_type":"box","text":"TOB Residuals represent beneficial interests in a special purpose trust formed for the purpose of holding","page_number":86,"box":{"x":101,"y":649,"width":751,"height":12}},{"id":"c66e8a82-f455-4ebb-8bef-b8075a7cc477","block_type":"box","text":"Municipal Bonds contributed by one or more funds (a “TOB Trust”). A TOB Trust typically issues two classes of","page_number":86,"box":{"x":70,"y":664,"width":786,"height":12}},{"id":"cc1db2ff-ce1b-4aae-95a1-9046c63fbabe","block_type":"box","text":"beneficial interests: shor t-term floating rate interests (“TOB Floaters”), which are sold to third-par ty investors, and","page_number":86,"box":{"x":69,"y":680,"width":813,"height":11}},{"id":"667b77c4-6775-4b89-bf9d-500c75bd2c34","block_type":"box","text":"TOB Residuals, which are generally issued to the fund(s) that transferred Municipal Bonds to the TOB Trust. The","page_number":86,"box":{"x":68,"y":695,"width":799,"height":11}},{"id":"daa927b5-7b1c-4025-8bb0-4d731cb04c06","block_type":"box","text":"Funds may invest in both TOB Floaters and TOB Residuals. TOB Floaters may have first priority on the cash flow from","page_number":86,"box":{"x":70,"y":710,"width":830,"height":11}},{"id":"9634aa19-6230-4c58-be70-b9a3d2f4718a","block_type":"box","text":"the Municipal Bonds held by the TOB Trust and are enhanced with a liquidity suppor t arrangement from a third-par ty","page_number":86,"box":{"x":68,"y":725,"width":828,"height":11}},{"id":"3b00fc10-1dd3-4f18-9d57-c11cf1de8997","block_type":"box","text":"Liquidity Provider (defined below) which allows holders to tender their position at par (plus accrued interest). A Fund,","page_number":86,"box":{"x":70,"y":740,"width":826,"height":11}},{"id":"3d13b99b-6263-497a-b496-46637c731d1a","block_type":"box","text":"as a holder of TOB Residuals, is paid the residual cash flow from the TOB Trust. A Fund that contributes the","page_number":86,"box":{"x":69,"y":755,"width":768,"height":11}},{"id":"37594868-aa67-45e2-89ce-4ff66be89545","block_type":"box","text":"Municipal Bonds to the TOB Trust is paid the cash received by the TOB Trust from the sale of the TOB Floaters, less","page_number":86,"box":{"x":70,"y":770,"width":825,"height":11}},{"id":"db4acd25-1b52-4126-9844-d62f588d6a12","block_type":"box","text":"cer tain transaction costs, and typically will invest the cash to purchase additional Municipal Bonds or other","page_number":86,"box":{"x":69,"y":786,"width":764,"height":11}},{"id":"663c8344-c7ed-4ced-9642-07fb3b1aea4a","block_type":"box","text":"investments permitted by its investment policies. If a Fund ever purchases all or a por tion of the TOB Floaters sold by","page_number":86,"box":{"x":70,"y":801,"width":838,"height":11}},{"id":"43004113-dd30-4fed-a9de-2e220acee449","block_type":"box","text":"the TOB Trust, it may surrender those TOB Floaters together with a propor tionate amount of TOB Residuals to the","page_number":86,"box":{"x":68,"y":816,"width":810,"height":11}},{"id":"40d1ea96-8b5e-4de0-bba0-345f234dc225","block_type":"box","text":"TOB Trust in exchange for a propor tionate amount of the Municipal Bonds owned by the TOB Trust.","page_number":86,"box":{"x":68,"y":831,"width":704,"height":11}},{"id":"c45d8010-f2c4-4299-96b2-905a4d025a27","block_type":"box","text":"Other BlackRock-advised funds may contribute Municipal Bonds to a TOB Trust into which a Fund has contributed","page_number":86,"box":{"x":102,"y":853,"width":804,"height":12}},{"id":"c6110442-7214-4bee-b48b-399486741aa6","block_type":"box","text":"Municipal Bonds. If multiple BlackRock-advised funds par ticipate in the same TOB Trust, the economic rights and","page_number":86,"box":{"x":70,"y":869,"width":805,"height":11}},{"id":"d011d7dd-a2d6-4879-aae1-7d49e98c5688","block_type":"box","text":"obligations under the TOB Residual will generally be shared among the funds ratably in propor tion to their","page_number":86,"box":{"x":69,"y":884,"width":752,"height":11}},{"id":"f7440915-afc4-4192-8b3f-2950743f384a","block_type":"box","text":"par ticipation in the TOB Trust.","page_number":86,"box":{"x":70,"y":899,"width":211,"height":11}},{"id":"26a2089f-aeaa-42c2-be15-588a8b8030d0","block_type":"box","text":"II-58","page_number":86,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"cbedf74f-3eb9-4bc3-83fb-0c0f00df38e8","block_type":"box","text":"NM1026U-5981080-86/228","page_number":86,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"456ca13d-bcb2-4161-a36e-dd02d2e5023b","block_type":"box","text":"The Municipal Bonds transferred to a TOB Trust typically are high grade Municipal Bonds. In cer tain cases, when","page_number":87,"box":{"x":101,"y":45,"width":802,"height":11}},{"id":"31a06b01-d96d-4c6d-800a-4106fe40b576","block_type":"box","text":"Municipal Bonds transferred are lower grade Municipal Bonds, the TOB Trust transaction includes a credit","page_number":87,"box":{"x":70,"y":60,"width":753,"height":11}},{"id":"f1ddd45a-32e7-4da9-8ae2-9110d24c3195","block_type":"box","text":"enhancement feature that provides for the timely payment of principal and interest on the bonds to the TOB Trust by","page_number":87,"box":{"x":69,"y":75,"width":829,"height":11}},{"id":"464ad15d-9679-42d9-aeda-d7b948ff397a","block_type":"box","text":"a credit enhancement provider. The TOB Trust would be responsible for the payment of the credit enhancement fee","page_number":87,"box":{"x":69,"y":90,"width":819,"height":11}},{"id":"55f3ab9a-b09a-4663-9fc4-0cb46ff629f3","block_type":"box","text":"and a Fund, as a TOB Residual holder, would be responsible for reimbursement of any payments of principal and","page_number":87,"box":{"x":69,"y":105,"width":802,"height":11}},{"id":"7307386d-df10-4fb4-b90b-a3f6d5ae620b","block_type":"box","text":"interest made by the credit enhancement provider.","page_number":87,"box":{"x":70,"y":120,"width":357,"height":11}},{"id":"ec5c566c-3cc3-406d-a4b3-9f9b46813130","block_type":"box","text":"The TOB Residuals held by a Fund generally provide the Fund with the right to cause the holders of a propor tional","page_number":87,"box":{"x":101,"y":143,"width":807,"height":11}},{"id":"b9f5c664-37c3-46db-8ac4-cf4e8c082de1","block_type":"box","text":"share of the TOB Floaters to tender their notes to the TOB Trust at par plus accrued interest. Thereafter, the Fund","page_number":87,"box":{"x":69,"y":158,"width":810,"height":11}},{"id":"ce31639a-ff65-4fc8-9a42-d2e92a3a689d","block_type":"box","text":"may withdraw a corresponding share of the Municipal Bonds from the TOB Trust. This transaction, in effect, creates","page_number":87,"box":{"x":69,"y":173,"width":825,"height":11}},{"id":"8ec9e321-a842-497f-8b2a-bae8f62a06b7","block_type":"box","text":"exposure for the Fund to the entire return of the Municipal Bonds in the TOB Trust, with a net cash investment by the","page_number":87,"box":{"x":69,"y":188,"width":834,"height":11}},{"id":"592d81de-17b3-4c35-a8b0-19088b14b124","block_type":"box","text":"Fund that is less than the value of the Municipal Bonds in the TOB Trust. This multiplies the positive or negative","page_number":87,"box":{"x":70,"y":203,"width":797,"height":12}},{"id":"eb6220c9-df04-4d95-b3f0-8f6f8854b0c0","block_type":"box","text":"impact of the Municipal Bonds’ return within the Fund (thereby creating leverage). The leverage within a TOB Trust","page_number":87,"box":{"x":70,"y":218,"width":809,"height":12}},{"id":"e3fbe3f7-37d9-4a55-9b39-303fe094e635","block_type":"box","text":"depends on the value of the Municipal Bonds deposited in the TOB Trust relative to the value of the TOB Floaters it","page_number":87,"box":{"x":69,"y":234,"width":820,"height":11}},{"id":"79da35a1-4049-4c0d-9ea7-51565ef0aa3f","block_type":"box","text":"issues.","page_number":87,"box":{"x":70,"y":249,"width":49,"height":9}},{"id":"e33630bc-123f-4fec-9d03-3b4930b45487","block_type":"box","text":"A Fund may invest in highly leveraged TOB Residuals. A TOB Residual generally is considered highly leveraged if","page_number":87,"box":{"x":101,"y":271,"width":795,"height":12}},{"id":"e619683a-8153-4708-b004-3fa20d75826f","block_type":"box","text":"the principal amount of the TOB Floaters issued by the related TOB Trust exceeds 75% of the principal amount of the","page_number":87,"box":{"x":68,"y":286,"width":833,"height":12}},{"id":"4a57e501-1157-4047-9614-ddb7de83694e","block_type":"box","text":"Municipal Bonds owned by the TOB Trust.","page_number":87,"box":{"x":70,"y":302,"width":293,"height":11}},{"id":"54493b24-4e5e-439c-80de-7bde46a763f7","block_type":"box","text":"The TOB Trust may be collapsed without the consent of a Fund upon the occurrence of tender option termination","page_number":87,"box":{"x":101,"y":324,"width":802,"height":11}},{"id":"85cac8be-7078-4ced-8864-eb8103fa7f04","block_type":"box","text":"events (“TOTEs”) and mandatory termination events (“MTEs”), as defined in the TOB Trust agreements. TOTEs","page_number":87,"box":{"x":69,"y":339,"width":788,"height":12}},{"id":"cda9671e-81eb-4ef6-8769-745d05c22433","block_type":"box","text":"include the bankruptcy or default of the issuer of the Municipal Bonds held in the TOB Trust, a substantial downgrade","page_number":87,"box":{"x":70,"y":355,"width":836,"height":11}},{"id":"7e69b7ce-1781-4c7b-a3f9-1011c6dfd53c","block_type":"box","text":"in the credit quality of the issuer of the Municipal Bonds held in the TOB Trust, failure of any scheduled payment of","page_number":87,"box":{"x":70,"y":370,"width":819,"height":11}},{"id":"e2b36595-7480-4498-ac43-ac6eebfcf934","block_type":"box","text":"principal or interest on the Municipal Bonds, and a judgment or ruling that interest on the Municipal Bonds is subject","page_number":87,"box":{"x":70,"y":385,"width":833,"height":11}},{"id":"de1094b4-639b-4831-a327-24371f801c2b","block_type":"box","text":"to U.S. federal income taxation. MTEs may include, among other things, a failed remarketing of the TOB Floaters, the","page_number":87,"box":{"x":68,"y":400,"width":834,"height":11}},{"id":"255204ae-2f6d-4c99-b2a5-aa781d7e2e53","block_type":"box","text":"inability of the TOB Trust to obtain renewal of the liquidity suppor t agreement, and a substantial decline in the market","page_number":87,"box":{"x":70,"y":415,"width":838,"height":11}},{"id":"4c213655-c984-4f39-b468-6d41f022a94f","block_type":"box","text":"value of the Municipal Bonds held in the TOB Trust. Upon the occurrence of a TOTE or an MTE, a TOB Trust would be","page_number":87,"box":{"x":68,"y":430,"width":831,"height":11}},{"id":"67716cef-cd2a-42ef-bb1f-bf25e6136b64","block_type":"box","text":"liquidated with the proceeds applied first to any accrued fees owed to the trustee of the TOB Trust, the remarketing","page_number":87,"box":{"x":70,"y":445,"width":823,"height":12}},{"id":"db26a2ea-1bbd-4286-bcc8-b9dbf1ec0052","block_type":"box","text":"agent of the TOB Floaters and the Liquidity Provider (defined below). In the case of an MTE, after the payment of fees,","page_number":87,"box":{"x":69,"y":460,"width":839,"height":12}},{"id":"55baf4f8-a865-4c8f-9bc8-86000851d205","block_type":"box","text":"the holders of the TOB Floaters would be paid senior to the TOB Residual holders (","page_number":87,"box":{"x":68,"y":475,"width":589,"height":12}},{"id":"fd5066cc-4a1f-428a-8e33-7dd7d15b9198","block_type":"box","text":"i.e.","page_number":87,"box":{"x":659,"y":476,"width":21,"height":8}},{"id":"9c79ed0c-3949-4226-95bc-ced9969f482c","block_type":"box","text":", the Fund). In contrast, in the","page_number":87,"box":{"x":682,"y":476,"width":211,"height":11}},{"id":"2d998371-79b6-497b-84aa-efaa74539736","block_type":"box","text":"case of a TOTE, after payment of fees, the holders of TOB Floaters and the TOB Residual holders would be paid pro","page_number":87,"box":{"x":69,"y":491,"width":822,"height":11}},{"id":"e4e19f7b-fc50-471c-abd3-aa566185c733","block_type":"box","text":"rata in propor tion to the respective face values of their cer tificates.","page_number":87,"box":{"x":69,"y":506,"width":479,"height":11}},{"id":"3f9a06ea-54f2-4846-9dbc-f81f4fc0475d","block_type":"box","text":"A Fund may invest in a TOB Trust on either a non-recourse or recourse basis. TOB Trusts are typically suppor ted","page_number":87,"box":{"x":101,"y":529,"width":797,"height":11}},{"id":"0ec69c51-418a-4fdc-a36f-9c89f82bacaf","block_type":"box","text":"by a liquidity facility provided by a third-par ty bank or other financial institution (the “Liquidity Provider”) that allows","page_number":87,"box":{"x":69,"y":543,"width":815,"height":12}},{"id":"ffa8bdda-9472-4431-8c61-2facedbdde80","block_type":"box","text":"the holders of the TOB Floaters to tender their TOB Floaters in exchange for payment of par plus accrued interest on","page_number":87,"box":{"x":68,"y":559,"width":828,"height":11}},{"id":"af5edf1a-09de-4f41-8876-161cf2655500","block_type":"box","text":"any business day (subject to the non-occurrence of a TOTE described above). Depending on the structure of the TOB","page_number":87,"box":{"x":69,"y":574,"width":828,"height":11}},{"id":"647ef660-136d-4255-81d3-6029a48f64a1","block_type":"box","text":"Trust, the Liquidity Provider may purchase the tendered TOB Floaters, or the TOB Trust may draw upon a loan from","page_number":87,"box":{"x":68,"y":589,"width":815,"height":11}},{"id":"eab59f37-0290-44ed-9c03-177a1fdaf5d9","block_type":"box","text":"the Liquidity Provider to purchase the tendered TOB Floaters.","page_number":87,"box":{"x":68,"y":604,"width":434,"height":11}},{"id":"abda2eb6-46a7-475b-afda-a406eae3a1e8","block_type":"box","text":"When a Fund invests in TOB Trusts on a non-recourse basis, and the Liquidity Provider is required to make a","page_number":87,"box":{"x":101,"y":627,"width":772,"height":11}},{"id":"cf2adc63-a036-480c-b571-58eb140cf860","block_type":"box","text":"payment under the liquidity facility, the Liquidity Provider will typically liquidate all or a por tion of the Municipal Bonds","page_number":87,"box":{"x":70,"y":642,"width":831,"height":11}},{"id":"3f127ecb-b61c-4b05-b11e-e4374c5d32c2","block_type":"box","text":"held in the TOB Trust and then fund the balance, if any, of the amount owed under the liquidity facility over the","page_number":87,"box":{"x":69,"y":657,"width":785,"height":11}},{"id":"801f57ac-1fca-4186-a1ae-7a1aa739c317","block_type":"box","text":"liquidation proceeds (the “Liquidation Shor tfall”). If a Fund invests in a TOB Trust on a recourse basis, it will typically","page_number":87,"box":{"x":70,"y":672,"width":831,"height":11}},{"id":"748a12ad-c6a2-4ff8-a903-640f3769069f","block_type":"box","text":"enter into a reimbursement agreement with the Liquidity Provider pursuant to which the Fund is required to reimburse","page_number":87,"box":{"x":69,"y":687,"width":836,"height":11}},{"id":"454f4688-3e84-412e-8be4-e67e1c30d54c","block_type":"box","text":"the Liquidity Provider the amount of any Liquidation Shor tfall. As a result, if the Fund invests in a recourse TOB Trust,","page_number":87,"box":{"x":68,"y":702,"width":836,"height":11}},{"id":"77ade74a-2629-4290-9f2a-c38c28b72911","block_type":"box","text":"the Fund will bear the risk of loss with respect to any Liquidation Shor tfall. If multiple BlackRock-advised funds","page_number":87,"box":{"x":68,"y":717,"width":788,"height":12}},{"id":"ad447977-32d4-4c73-93b4-67104f41c58a","block_type":"box","text":"par ticipate in any such TOB Trust, these losses will be shared ratably, in propor tion to their par ticipation in the TOB","page_number":87,"box":{"x":70,"y":733,"width":823,"height":11}},{"id":"2ac87f22-d1c2-4608-8f88-739478c706c7","block_type":"box","text":"Trust.","page_number":87,"box":{"x":68,"y":748,"width":39,"height":9}},{"id":"04eae0a5-c1d9-4a84-b5af-89a7134989fe","block_type":"box","text":"Under accounting rules, Municipal Bonds of a Fund that are deposited into a TOB Trust are investments of the","page_number":87,"box":{"x":102,"y":770,"width":784,"height":12}},{"id":"576c0808-9539-47c0-91ff-dc2cd3d22ce7","block_type":"box","text":"Fund and are presented on the Fund’s Schedule of Investments and outstanding TOB Floaters issued by a TOB Trust","page_number":87,"box":{"x":70,"y":785,"width":830,"height":12}},{"id":"e3493609-e01b-423f-8d68-d7f5040f452b","block_type":"box","text":"are presented as liabilities in the Fund’s Statement of Assets and Liabilities. Interest income from the underlying","page_number":87,"box":{"x":69,"y":801,"width":806,"height":11}},{"id":"696a8e02-9fa6-477f-88b6-c1fc1c4e1b51","block_type":"box","text":"Municipal Bonds is recorded by a Fund on an accrual basis. Interest expense incurred on the TOB Floaters and other","page_number":87,"box":{"x":70,"y":816,"width":831,"height":11}},{"id":"17decd51-ae7c-4c97-a1f8-99d1ff352275","block_type":"box","text":"expenses related to remarketing, administration, trustee and other services to a TOB Trust are repor ted as expenses","page_number":87,"box":{"x":69,"y":831,"width":837,"height":11}},{"id":"c5766c27-89fe-49fd-84c2-ecee4d349b21","block_type":"box","text":"of a Fund. In addition, under accounting rules, loans made to a TOB Trust sponsored by a Fund may be presented as","page_number":87,"box":{"x":69,"y":846,"width":832,"height":11}},{"id":"5d0ccae8-8135-4d2a-be80-e588b3c5bf14","block_type":"box","text":"loans of the Fund in the Fund’s financial statements even if there is no recourse to the Fund’s assets.","page_number":87,"box":{"x":70,"y":861,"width":728,"height":9}},{"id":"e1dac349-eb55-4f91-8c29-e948b64437d3","block_type":"box","text":"For TOB Floaters, generally, the interest rate earned will be based upon the market rates for Municipal Bonds","page_number":87,"box":{"x":102,"y":884,"width":776,"height":11}},{"id":"acc9570b-913f-4c0e-bdec-c656e73a45ec","block_type":"box","text":"with maturities or remarketing provisions that are comparable in duration to the periodic interval of the tender option.","page_number":87,"box":{"x":68,"y":899,"width":837,"height":11}},{"id":"6cf67b42-e6e8-4786-96c0-84111c196cf6","block_type":"box","text":"II-59","page_number":87,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"7a051606-633e-42e2-bed0-8dead1979f81","block_type":"box","text":"NM1026U-5981080-87/228","page_number":87,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"b1bcb901-8e2e-4e0b-9f34-12cb499526ce","block_type":"box","text":"Since the tender option feature has a shor ter term than the final maturity or first call date of the underlying Municipal","page_number":88,"box":{"x":69,"y":45,"width":836,"height":11}},{"id":"7822476e-a7ce-40d7-ac9d-54d617f2b894","block_type":"box","text":"Bonds deposited in the TOB Trust, the holder of the TOB Floaters relies upon the terms of the agreement with the","page_number":88,"box":{"x":70,"y":60,"width":809,"height":11}},{"id":"94cb315b-622c-4a8b-be50-a083fb309d3b","block_type":"box","text":"financial institution furnishing the liquidity facility as well as the credit strength of that institution. The risk associated","page_number":88,"box":{"x":68,"y":75,"width":836,"height":11}},{"id":"87f0143e-c033-4c9b-9075-c1b7e44469c9","block_type":"box","text":"with TOB Floaters, however, may be increased in the current market environment as a result of recent downgrades to","page_number":88,"box":{"x":68,"y":90,"width":835,"height":11}},{"id":"ca494df6-c16d-4ed7-b05a-0fff375f73c4","block_type":"box","text":"the credit ratings, and thus the perceived reliability and creditwor thiness, of many major financial institutions, some","page_number":88,"box":{"x":68,"y":105,"width":827,"height":11}},{"id":"d98c7fb3-29db-434a-a37b-760a5f413355","block_type":"box","text":"of which sponsor and/or provide liquidity suppor t to TOB Trusts. This in turn may reduce the desirability of TOB","page_number":88,"box":{"x":69,"y":120,"width":790,"height":11}},{"id":"40a4cc5c-6c73-4fcb-9555-52508f69099c","block_type":"box","text":"Floaters as investments, which could impair the viability or availability of TOB Trusts.","page_number":88,"box":{"x":70,"y":135,"width":599,"height":11}},{"id":"42ff78c3-9525-4cfd-bdb5-d783689bef7e","block_type":"box","text":"Rule 18f-4 under the Investment Company Act permits a Fund to enter into TOB Trust transactions, reverse","page_number":88,"box":{"x":102,"y":158,"width":762,"height":11}},{"id":"0423dca5-5c4f-4b80-b641-87e92e9b748b","block_type":"box","text":"repurchase agreements and similar financing transactions (e.g., borrowed bonds) notwithstanding the limitation on","page_number":88,"box":{"x":69,"y":173,"width":818,"height":11}},{"id":"45716be7-9d93-45cf-a07a-59f05d22da4c","block_type":"box","text":"the issuance of senior securities in Section 18 of the Investment Company Act, provided that the Fund either","page_number":88,"box":{"x":68,"y":188,"width":778,"height":11}},{"id":"4ca0274a-cbe7-4e1a-a549-40cff8d64fe2","block_type":"box","text":"(i) complies with the 300% asset coverage ratio with respect to such transactions and any other borrowings in the","page_number":88,"box":{"x":69,"y":203,"width":811,"height":12}},{"id":"36b37466-9a2b-4d7e-8122-e7918c3f5b56","block_type":"box","text":"aggregate, or (ii) treats such transactions as Derivatives Transactions under Rule 18f-4. See “—Derivatives —","page_number":88,"box":{"x":69,"y":218,"width":786,"height":12}},{"id":"f510191b-0264-4b5f-88fd-8ad35df2f92c","block_type":"box","text":"Regulation of Derivatives — Rule 18f-4 under the Investment Company Act” above.","page_number":88,"box":{"x":70,"y":234,"width":588,"height":11}},{"id":"a157a925-0934-46e3-8672-e5ba80f7aaa2","block_type":"box","text":"Developments in the TOB Trust Market.","page_number":88,"box":{"x":102,"y":256,"width":279,"height":11}},{"id":"237807d7-8b21-461b-9939-2c227e6434dd","block_type":"box","text":"In response to the restrictions imposed by section 619 of the Dodd-Frank Wall Street Reform and Consumer","page_number":88,"box":{"x":102,"y":279,"width":771,"height":11}},{"id":"8abf95c2-9592-42c8-8186-169e0fbd25b0","block_type":"box","text":"Protection Act (the “Volcker Rule”), market par ticipants have developed a structure for TOB Trusts designed to","page_number":88,"box":{"x":69,"y":294,"width":786,"height":11}},{"id":"695f97ed-3c5e-4aa2-8039-6cc1c6716ade","block_type":"box","text":"ensure that no banking entity is sponsoring the TOB Trust for purposes of the Volcker Rule. Specifically, a Fund will","page_number":88,"box":{"x":69,"y":309,"width":816,"height":11}},{"id":"feaf651b-4581-4561-896b-a1cdf64f7d92","block_type":"box","text":"establish, structure and “sponsor” the TOB Trusts in which it holds TOB Residuals. In such a structure, cer tain","page_number":88,"box":{"x":69,"y":324,"width":791,"height":11}},{"id":"47c63917-3271-4b1a-9fe8-298601d15096","block_type":"box","text":"responsibilities that previously belonged to the sponsor bank will be per formed by, or on behalf of, a Fund. A Fund","page_number":88,"box":{"x":69,"y":339,"width":812,"height":12}},{"id":"c0ac7980-c3cd-4d51-bc41-bb7ba51c1eb6","block_type":"box","text":"may utilize service providers in meeting these responsibilities. It is possible that regulators could take positions that","page_number":88,"box":{"x":69,"y":355,"width":832,"height":11}},{"id":"968f4dba-cf57-4970-843a-641ab18da123","block_type":"box","text":"could limit the market for such structured TOB Trust transactions or a Fund’s ability to hold TOB Residuals. Under","page_number":88,"box":{"x":69,"y":370,"width":810,"height":11}},{"id":"b7245cc7-acf4-46e1-827b-205bbb86cc00","block_type":"box","text":"this TOB Trust structure, a Fund has cer tain additional duties and responsibilities, which may give rise to cer tain","page_number":88,"box":{"x":68,"y":385,"width":803,"height":11}},{"id":"5678c9e7-1c2a-4941-b547-44e7c98ced42","block_type":"box","text":"additional risks including, but not limited to, compliance, securities law and operational risks.","page_number":88,"box":{"x":69,"y":400,"width":665,"height":11}},{"id":"206d646b-57c8-42e3-b603-70c0d36543e5","block_type":"box","text":"Under this structure, service providers to a TOB Trust, such as administrators, liquidity providers, trustees, and","page_number":88,"box":{"x":102,"y":423,"width":793,"height":11}},{"id":"df520110-1f60-4869-b166-0858b890556c","block_type":"box","text":"remarketing agents, act at the direction of, and as agent of, a Fund as the TOB Residual holder. Similar to the","page_number":88,"box":{"x":69,"y":438,"width":783,"height":11}},{"id":"e4fe658c-a076-45c1-864d-a5ca099d639e","block_type":"box","text":"traditional tender option bond structure, a Fund deposits Municipal Bonds into the TOB Trust in exchange for TOB","page_number":88,"box":{"x":68,"y":453,"width":808,"height":11}},{"id":"46dc8806-aaf5-43c0-a0fa-a82015f8bf55","block_type":"box","text":"Residuals, the TOB Trust then issues and sells TOB Floaters to third-par ty investors, and the proceeds of the sale of","page_number":88,"box":{"x":70,"y":468,"width":830,"height":11}},{"id":"70b12a7e-e02b-4372-b4d9-304c7e85abd1","block_type":"box","text":"the TOB Floaters is distributed to such TOB Residual holders (","page_number":88,"box":{"x":68,"y":483,"width":442,"height":11}},{"id":"eea8ee6a-d0f1-46ec-bd43-fe9e83eaea72","block_type":"box","text":"i.e.","page_number":88,"box":{"x":512,"y":483,"width":20,"height":9}},{"id":"1e121fc7-811b-4eb0-b90c-0262fd3c6aab","block_type":"box","text":", the Fund). Tendered TOB Floaters continue to be","page_number":88,"box":{"x":535,"y":483,"width":352,"height":11}},{"id":"6dfd8daa-4a5b-49ba-b774-9391a881ee4f","block_type":"box","text":"suppor ted by a remarketing agent and a liquidity facility. However, the remarketing agent does not purchase tendered","page_number":88,"box":{"x":69,"y":498,"width":836,"height":11}},{"id":"cf179bd4-dac8-4584-aa20-97f7d45c419b","block_type":"box","text":"TOB Floaters for its own account in the event of a failed remarketing, which may increase the likelihood that a TOB","page_number":88,"box":{"x":68,"y":513,"width":816,"height":12}},{"id":"5f57a9dc-dadf-4ce2-a919-39870c4a15b3","block_type":"box","text":"Trust will need to be collapsed and liquidated in order to purchase the tendered TOB Floaters. In the event of a failed","page_number":88,"box":{"x":68,"y":528,"width":835,"height":11}},{"id":"16d4d18d-1fab-4766-a802-5fc04236605b","block_type":"box","text":"remarketing of TOB Floaters, the Liquidity Provider, at its option, may advance a loan to the TOB Trust the proceeds","page_number":88,"box":{"x":69,"y":543,"width":822,"height":12}},{"id":"ca995ad1-af7b-4ba8-8d43-41fd6da07e73","block_type":"box","text":"of which would be used by the TOB Trust to purchase the tendered TOB Floaters. The Liquidity Provider is not","page_number":88,"box":{"x":69,"y":559,"width":777,"height":11}},{"id":"fd2c93bd-fd64-4951-828c-3418394e1483","block_type":"box","text":"obligated to advance such a loan. The TOB Trust would be the borrower with respect to any such loan. Any loans","page_number":88,"box":{"x":69,"y":574,"width":800,"height":11}},{"id":"ca1076e7-a06d-423e-86f9-89620c7bb7c8","block_type":"box","text":"made by a Liquidity Provider will be secured by the purchased TOB Floaters held by the TOB Trust.","page_number":88,"box":{"x":69,"y":589,"width":696,"height":11}},{"id":"1db93066-96fd-4b18-8d6f-3334a9ee1951","block_type":"box","text":"Similar to the traditional structure for TOB Trusts, a Fund may hold either non-recourse TOB Residuals or","page_number":88,"box":{"x":102,"y":612,"width":745,"height":11}},{"id":"5f364f25-63f9-4886-9323-a5bef8cb8a79","block_type":"box","text":"recourse TOB Residuals under this structure. In the event of a Liquidation Shor tfall, there would generally be no","page_number":88,"box":{"x":69,"y":627,"width":797,"height":11}},{"id":"d8829c58-bf0a-405e-bf27-a3ef8830f5c1","block_type":"box","text":"contractual recourse to the Fund’s assets if the Fund holds a non-recourse TOB Residual. However, as described","page_number":88,"box":{"x":69,"y":642,"width":803,"height":10}},{"id":"1dd3b7ba-961b-4cab-85a6-5076c02b2961","block_type":"box","text":"above, a Fund would bear the risk of loss with respect to any Liquidation Shor tfall if it holds a recourse TOB Residual.","page_number":88,"box":{"x":69,"y":657,"width":838,"height":11}},{"id":"0a5b453e-1091-42e6-ab88-83c917a9f074","block_type":"box","text":"The SEC and various federal banking and housing agencies adopted credit risk retention rules for securitizations","page_number":88,"box":{"x":101,"y":680,"width":801,"height":11}},{"id":"657d3e06-e0cf-4320-8f35-509f55008b58","block_type":"box","text":"(the “Risk Retention Rules”), which took effect in December 2016. The Risk Retention Rules require the sponsor of a","page_number":88,"box":{"x":69,"y":695,"width":838,"height":11}},{"id":"7911f864-c34c-4dba-8622-726647413ec3","block_type":"box","text":"TOB Trust to retain at least 5% of the credit risk of the underlying assets suppor ting the TOB Trust’s Municipal","page_number":88,"box":{"x":68,"y":710,"width":787,"height":11}},{"id":"9151aaaf-0fcc-4c72-9614-547906a8c9b7","block_type":"box","text":"Bonds. The Risk Retention Rules may adversely affect the Fund’s ability to engage in TOB Trust transactions or","page_number":88,"box":{"x":70,"y":725,"width":791,"height":11}},{"id":"ba8d6e30-fcd5-45c4-84b2-9f13f4e6abc0","block_type":"box","text":"increase the costs of such transactions in cer tain circumstances.","page_number":88,"box":{"x":70,"y":740,"width":466,"height":9}},{"id":"d74fce9c-4049-4957-a23e-adbe5d2998f2","block_type":"box","text":"TOB Trust transactions constitute an impor tant component of the municipal bond market. Accordingly,","page_number":88,"box":{"x":101,"y":763,"width":726,"height":11}},{"id":"457a78e6-0fea-40c3-b648-235cb6e774f1","block_type":"box","text":"implementation of the Volcker Rule may adversely impact the municipal market, including through reduced demand","page_number":88,"box":{"x":70,"y":778,"width":816,"height":11}},{"id":"215f9372-020d-4348-95d7-977b51249dfc","block_type":"box","text":"for and liquidity of municipal bonds and increased financing costs for municipal issuers. Any such developments","page_number":88,"box":{"x":68,"y":793,"width":799,"height":11}},{"id":"a303ae94-2f91-4848-bfeb-00e146ad167a","block_type":"box","text":"could adversely affect the Funds. The ultimate impact of these rules on the TOB market and the overall municipal","page_number":88,"box":{"x":69,"y":808,"width":807,"height":11}},{"id":"1844ceab-f26d-4da4-a902-1104767f4a84","block_type":"box","text":"market is not yet cer tain.","page_number":88,"box":{"x":69,"y":823,"width":178,"height":11}},{"id":"4f57dbd5-964f-430b-95f4-eb429c35a524","block_type":"box","text":"Yields.","page_number":88,"box":{"x":103,"y":846,"width":45,"height":9}},{"id":"d8ef3586-9d52-45e9-9212-eb45725e8485","block_type":"box","text":"Yields on Municipal Bonds are dependent on a variety of factors, including the general condition of the","page_number":88,"box":{"x":154,"y":846,"width":730,"height":11}},{"id":"37cbe761-a67d-4b63-890b-8d6cd10aea4a","block_type":"box","text":"money market and of the municipal bond market, the size of a par ticular offering, the financial condition of the","page_number":88,"box":{"x":69,"y":861,"width":788,"height":11}},{"id":"35b948c9-0036-47cf-8f75-bb0bdae743aa","block_type":"box","text":"issuer, the maturity of the obligation and the rating of the issue. The ability of a Fund to achieve its investment","page_number":88,"box":{"x":70,"y":876,"width":787,"height":11}},{"id":"7b1f472b-ce47-4e40-9f7d-a0dbede28e77","block_type":"box","text":"objective is also dependent on the continuing ability of the issuers of the securities in which the Fund invests to meet","page_number":88,"box":{"x":69,"y":891,"width":838,"height":12}},{"id":"af4c5d2a-ddb0-417a-9f82-77fd3e0e5b41","block_type":"box","text":"their obligations for the payment of interest and principal when due. There are variations in the risks involved in","page_number":88,"box":{"x":68,"y":906,"width":794,"height":12}},{"id":"d0748814-5bde-42f0-bf43-11a0e7bcf0d4","block_type":"box","text":"II-60","page_number":88,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"66e25c48-6964-452c-ac7e-299c95e084a8","block_type":"box","text":"NM1026U-5981080-88/228","page_number":88,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"dc933dc2-adbe-46e4-9a84-3f5db4048afe","block_type":"box","text":"holding Municipal Bonds, both within a par ticular classification and between classifications, depending on numerous","page_number":89,"box":{"x":69,"y":45,"width":831,"height":11}},{"id":"85e45c57-ed93-433e-9564-31205f853eb5","block_type":"box","text":"factors. Fur thermore, the rights of owners of Municipal Bonds and the obligations of the issuer of such Municipal","page_number":89,"box":{"x":68,"y":60,"width":806,"height":11}},{"id":"72a19345-30a4-41d2-a3ba-68be91d24253","block_type":"box","text":"Bonds may be subject to applicable bankruptcy, insolvency and similar laws and cour t decisions affecting the rights","page_number":89,"box":{"x":70,"y":75,"width":823,"height":11}},{"id":"d65fd7c8-684e-48cb-9880-ca38cf3dcc70","block_type":"box","text":"of creditors generally and to general equitable principles, which may limit the enforcement of cer tain remedies.","page_number":89,"box":{"x":69,"y":90,"width":790,"height":11}},{"id":"2724c263-264e-4434-afca-3c59180efaaa","block_type":"box","text":"Variable Rate Demand Obligations (“VRDOs”).","page_number":89,"box":{"x":103,"y":113,"width":323,"height":11}},{"id":"8587a802-1e46-4ad8-8725-a1bc34c39152","block_type":"box","text":"VRDOs are tax-exempt obligations that contain a floating or","page_number":89,"box":{"x":432,"y":113,"width":422,"height":11}},{"id":"e0691394-e44c-41c1-aae9-986b3765599e","block_type":"box","text":"variable interest rate adjustment formula and a right of demand on the par t of the holder thereof to receive payment","page_number":89,"box":{"x":68,"y":128,"width":830,"height":11}},{"id":"5305adb0-6aec-4231-867d-9225bc6844a0","block_type":"box","text":"of the unpaid principal balance plus accrued interest upon a shor t notice period not to exceed seven days.","page_number":89,"box":{"x":69,"y":143,"width":759,"height":11}},{"id":"0e4a7609-313d-49c7-8cae-3328dc34dfd6","block_type":"box","text":"There is the possibility that because of default or insolvency the demand feature of VRDOs may not be honored.","page_number":89,"box":{"x":101,"y":166,"width":798,"height":11}},{"id":"b1ab0024-cfab-48f7-b398-899b6e00cc1d","block_type":"box","text":"The interest rates are adjustable at periodic intervals to some prevailing market rate for similar investments, such","page_number":89,"box":{"x":68,"y":181,"width":815,"height":11}},{"id":"f734c628-3a0e-4afe-9337-135dae9bbdd2","block_type":"box","text":"adjustment formula being calculated to maintain the market rate of the VRDOs at approximately the par value of the","page_number":89,"box":{"x":69,"y":196,"width":826,"height":11}},{"id":"74875ee6-6b87-4c68-965e-411fdc1b1df2","block_type":"box","text":"VRDOs on the adjustment date. The adjustments typically are based upon the Securities Industry and Financial","page_number":89,"box":{"x":68,"y":211,"width":791,"height":11}},{"id":"2062e1c4-f2c1-4a9c-8857-d725d2b35ae5","block_type":"box","text":"Markets Association (“SIFMA”) Index.","page_number":89,"box":{"x":70,"y":226,"width":264,"height":11}},{"id":"3615b46a-a4ab-4f16-8cd6-18d69c0eaf49","block_type":"box","text":"Because of the interest rate adjustment formula on VRDOs, VRDOs are not comparable to fixed rate securities.","page_number":89,"box":{"x":102,"y":249,"width":791,"height":11}},{"id":"9318a38d-c07a-4725-a305-4d6ad89797b8","block_type":"box","text":"During periods of declining interest rates, a Fund’s yield on a VRDO will decrease and its shareholders will forego the","page_number":89,"box":{"x":70,"y":264,"width":833,"height":11}},{"id":"c233ac9d-ea06-4e1e-87bd-03450412e5ee","block_type":"box","text":"oppor tunity for capital appreciation. During periods of rising interest rates, however, a Fund’s yield on a VRDO will","page_number":89,"box":{"x":69,"y":279,"width":808,"height":11}},{"id":"cedb2c8b-2645-448a-896e-234820d5921f","block_type":"box","text":"increase and the Fund’s shareholders will have a reduced risk of capital depreciation.","page_number":89,"box":{"x":70,"y":294,"width":608,"height":11}},{"id":"15849ee0-e9fb-4b81-a1b8-6b53db1f588b","block_type":"box","text":"Transactions in Financial Futures Contracts on Municipal Indexes.","page_number":89,"box":{"x":103,"y":317,"width":465,"height":11}},{"id":"666b122f-4f89-44d8-8a83-1b83bed41b9b","block_type":"box","text":"The Municipal Funds and cer tain other funds","page_number":89,"box":{"x":574,"y":317,"width":318,"height":11}},{"id":"77f472f1-712b-42c0-8b9b-78313ac47b63","block_type":"box","text":"deal in financial futures contracts based on a long-term municipal bond index developed by the Chicago Board of","page_number":89,"box":{"x":69,"y":332,"width":803,"height":11}},{"id":"56186664-12c3-450b-8ba7-20a833c1cc8d","block_type":"box","text":"Trade (“CBT”) and The Bond Buyer (the “Municipal Bond Index”). The Municipal Bond Index is comprised of 40 long","page_number":89,"box":{"x":68,"y":347,"width":825,"height":11}},{"id":"30344653-5102-48ba-a8e4-8c782072f19e","block_type":"box","text":"term, actively traded tax-exempt municipal revenue and general obligation bonds. Each bond included in the Municipal","page_number":89,"box":{"x":68,"y":362,"width":840,"height":11}},{"id":"ff9e1c79-c0ff-4767-94b2-a2a0cccc925c","block_type":"box","text":"Bond Index must be rated A or higher by Moody’s or S&P and must have a remaining maturity of 19 years or more.","page_number":89,"box":{"x":70,"y":377,"width":815,"height":12}},{"id":"9c5d0288-1709-4c3b-8b2f-4ea2bee9a28e","block_type":"box","text":"Twice a month new issues satisfying the eligibility requirements are added to, and an equal number of old issues are","page_number":89,"box":{"x":68,"y":392,"width":836,"height":12}},{"id":"70e4d7a7-47ec-4175-86d4-87e3d1017229","block_type":"box","text":"deleted from, the Municipal Bond Index. The value of the Municipal Bond Index is computed daily according to a","page_number":89,"box":{"x":69,"y":407,"width":796,"height":12}},{"id":"b88cfce8-5861-413d-98ee-cd5777f0379d","block_type":"box","text":"formula based on the price of each bond in the Municipal Bond Index, as evaluated by six dealer-to-dealer brokers.","page_number":89,"box":{"x":68,"y":423,"width":816,"height":11}},{"id":"3d90cc9e-d5b0-49e6-bd4e-f123207bf987","block_type":"box","text":"The Municipal Bond Index futures contract is traded only on the CBT. Like other contract markets, the CBT","page_number":89,"box":{"x":101,"y":445,"width":756,"height":11}},{"id":"dac5348e-e173-40e3-8019-957cc5b7b9df","block_type":"box","text":"assures per formance under futures contracts through a clearing corporation, a nonprofit organization managed by the","page_number":89,"box":{"x":69,"y":460,"width":839,"height":12}},{"id":"60497369-b1a4-467f-a1e3-8d14dacbf9bb","block_type":"box","text":"exchange membership that is also responsible for handling daily accounting of deposits or withdrawals of margin.","page_number":89,"box":{"x":69,"y":475,"width":808,"height":12}},{"id":"b25561fb-8185-47a7-acb7-952a6da0aefa","block_type":"box","text":"The par ticular municipal bonds comprising the index underlying the Municipal Bond Index financial futures","page_number":89,"box":{"x":101,"y":498,"width":753,"height":11}},{"id":"da421fd2-591d-4445-ac55-33745ec56d7d","block_type":"box","text":"contract may vary from the bonds held by a Municipal Fund. As a result, a Municipal Fund’s ability to hedge","page_number":89,"box":{"x":69,"y":513,"width":764,"height":12}},{"id":"67b5a455-dd35-416f-8df8-d4b1e66576a4","block_type":"box","text":"effectively all or a por tion of the value of its Municipal Bonds through the use of such financial futures contracts will","page_number":89,"box":{"x":69,"y":528,"width":826,"height":12}},{"id":"d88937c3-bf71-4aa4-9f51-dda7ecf306ad","block_type":"box","text":"depend in par t on the degree to which price movements in the index underlying the financial futures contract","page_number":89,"box":{"x":69,"y":543,"width":774,"height":12}},{"id":"5a21c32e-da83-4aec-8e0f-a73ee0a27a50","block_type":"box","text":"correlate with the price movements of the Municipal Bonds held by the Fund. The correlation may be affected by","page_number":89,"box":{"x":69,"y":559,"width":801,"height":11}},{"id":"b75c6762-97a1-4fa4-a5c5-cc8334731612","block_type":"box","text":"disparities in the average maturity, ratings, geographical mix or structure of a Municipal Fund’s investments as","page_number":89,"box":{"x":69,"y":574,"width":788,"height":11}},{"id":"c42f1696-dc50-48e0-8885-603a8d402d52","block_type":"box","text":"compared to those comprising the Municipal Bond Index and general economic or political factors. In addition, the","page_number":89,"box":{"x":69,"y":589,"width":812,"height":11}},{"id":"4b57d60e-cbcb-4667-becf-0591775b2e6b","block_type":"box","text":"correlation between movements in the value of the Municipal Bond Index may be subject to change over time as","page_number":89,"box":{"x":69,"y":604,"width":799,"height":11}},{"id":"64b77f62-25cf-4efa-84de-463943cb292c","block_type":"box","text":"additions to and deletions from the Municipal Bond Index alter its structure. The correlation between futures","page_number":89,"box":{"x":69,"y":619,"width":772,"height":11}},{"id":"96ec6585-10cb-4c31-9fb2-12e3f9b9a278","block_type":"box","text":"contracts on U.S. Government Securities and the Municipal Bonds held by a Municipal Fund may be adversely","page_number":89,"box":{"x":69,"y":634,"width":782,"height":11}},{"id":"eac83067-fd60-419c-9fcb-cf4a821e755f","block_type":"box","text":"affected by similar factors and the risk of imper fect correlation between movements in the prices of such futures","page_number":89,"box":{"x":69,"y":649,"width":806,"height":12}},{"id":"918ab110-be69-436a-9a72-6070161dc22a","block_type":"box","text":"contracts and the prices of Municipal Bonds held by a Municipal Fund may be greater. Municipal Bond Index futures","page_number":89,"box":{"x":69,"y":664,"width":823,"height":12}},{"id":"4f6b2bc9-ea4f-44bf-a6f2-8751d2771290","block_type":"box","text":"contracts were approved for trading in 1985. Trading in such futures contracts may tend to be less liquid than trading","page_number":89,"box":{"x":69,"y":680,"width":837,"height":11}},{"id":"efbdf1f7-139c-42a7-941f-0e807ecc7359","block_type":"box","text":"in other futures contracts. The trading of futures contracts also is subject to cer tain market risks, such as inadequate","page_number":89,"box":{"x":70,"y":695,"width":839,"height":11}},{"id":"e95f9d66-6a8a-4068-a237-cc5cafe4a65a","block_type":"box","text":"trading activity, which could at times make it difficult or impossible to liquidate existing positions.","page_number":89,"box":{"x":68,"y":710,"width":693,"height":11}},{"id":"0fc4a378-1030-4e15-9c5e-49d52b70caae","block_type":"box","text":"Call Rights.","page_number":89,"box":{"x":102,"y":733,"width":79,"height":11}},{"id":"4d294101-a334-465c-abfd-9f3bdaeb3f09","block_type":"box","text":"A Fund may purchase a Municipal Bond issuer’s right to call all or a por tion of such Municipal Bond","page_number":89,"box":{"x":187,"y":732,"width":708,"height":12}},{"id":"a2eff89f-a82d-4329-859f-d1ebcfc7fc3d","block_type":"box","text":"for mandatory tender for purchase (a “Call Right”). A holder of a Call Right may exercise such right to require a","page_number":89,"box":{"x":68,"y":748,"width":790,"height":11}},{"id":"2874b0f6-cccb-4300-920c-18c03579c24b","block_type":"box","text":"mandatory tender for the purchase of related Municipal Bonds, subject to cer tain conditions. A Call Right that is not","page_number":89,"box":{"x":69,"y":763,"width":827,"height":11}},{"id":"edc2ead5-942b-413d-a3d0-c25b0bc2f15a","block_type":"box","text":"exercised prior to maturity of the related Municipal Bond will expire without value. The economic effect of holding","page_number":89,"box":{"x":69,"y":778,"width":805,"height":11}},{"id":"9b79260a-6f23-4873-aea6-177c1198403f","block_type":"box","text":"both the Call Right and the related Municipal Bond is identical to holding a Municipal Bond as a non-callable security.","page_number":89,"box":{"x":69,"y":793,"width":833,"height":11}},{"id":"582efb45-8257-44e0-988d-8a10850d8700","block_type":"box","text":"Cer tain investments in such obligations may be illiquid.","page_number":89,"box":{"x":69,"y":808,"width":393,"height":11}},{"id":"df3ddc48-31ef-4aa1-a06a-c3310eadc0a3","block_type":"box","text":"Municipal Interest Rate Swap Transactions.","page_number":89,"box":{"x":102,"y":831,"width":307,"height":11}},{"id":"67c33abb-ace0-4a03-8318-1f4a8439effc","block_type":"box","text":"In order to hedge the value of a Fund against interest rate","page_number":89,"box":{"x":417,"y":831,"width":411,"height":11}},{"id":"cfd6cd16-dfab-437e-8230-aa1baae19240","block_type":"box","text":"fluctuations or to enhance a Fund’s income, a Fund may enter into interest rate swap transactions such as Municipal","page_number":89,"box":{"x":68,"y":846,"width":835,"height":11}},{"id":"a2886110-f928-413f-87f1-67a1d75ec76e","block_type":"box","text":"Market Data AAA Cash Curve swaps (“MMD Swaps”) or Securities Industry and Financial Markets Association","page_number":89,"box":{"x":70,"y":861,"width":781,"height":11}},{"id":"d8247f28-9af3-4061-adf1-a3cf97fe424f","block_type":"box","text":"Municipal Swap Index swaps (“SIFMA Swaps”). To the extent that a Fund enters into these transactions, the Fund","page_number":89,"box":{"x":70,"y":876,"width":808,"height":11}},{"id":"45b12ca7-4f4e-4369-9cc1-5fa3a364b951","block_type":"box","text":"expects to do so primarily to preserve a return or spread on a par ticular investment or por tion of its por tfolio or to","page_number":89,"box":{"x":69,"y":891,"width":814,"height":11}},{"id":"0e9ab18e-a350-4940-ae58-cdb3f88597f3","block_type":"box","text":"protect against any increase in the price of securities the Fund anticipates purchasing at a later date. A Fund intends","page_number":89,"box":{"x":70,"y":906,"width":832,"height":12}},{"id":"b1425d1f-cfa5-4d14-866b-945240fad8af","block_type":"box","text":"II-61","page_number":89,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"c387f74a-f155-4f8d-8e0a-9bb8af3faa69","block_type":"box","text":"NM1026U-5981080-89/228","page_number":89,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"48f4c464-f0d2-4957-a670-21673eb47c8d","block_type":"box","text":"to use these transactions primarily as a hedge rather than as a speculative investment. However, a Fund also may","page_number":90,"box":{"x":68,"y":45,"width":817,"height":11}},{"id":"23ea96e8-cd1d-49dd-b247-a535deee7e44","block_type":"box","text":"invest in MMD Swaps and SIFMA Swaps to enhance income or gain or to increase the Fund’s yield, for example,","page_number":90,"box":{"x":70,"y":60,"width":797,"height":11}},{"id":"3d6e53b5-56b6-4864-b519-39f4b69de844","block_type":"box","text":"during periods of steep interest rate yield curves (","page_number":90,"box":{"x":69,"y":75,"width":356,"height":11}},{"id":"52d3bf43-3859-4538-ae6e-7c89724f5b22","block_type":"box","text":"i.e.","page_number":90,"box":{"x":427,"y":75,"width":20,"height":9}},{"id":"4b3bbcc1-71c6-49df-b91f-239932da688d","block_type":"box","text":", wide differences between shor t-term and long-term interest","page_number":90,"box":{"x":449,"y":75,"width":433,"height":11}},{"id":"d86bb421-95ed-42b5-b438-d50ddc86f0ca","block_type":"box","text":"rates).","page_number":90,"box":{"x":69,"y":90,"width":44,"height":11}},{"id":"33f97d71-0456-4b17-8012-563590d44d97","block_type":"box","text":"A Fund may purchase and sell SIFMA Swaps in the SIFMA swap market. In a SIFMA Swap, a Fund exchanges with","page_number":90,"box":{"x":101,"y":113,"width":807,"height":11}},{"id":"bcd09241-d277-4838-96fc-d558299b650a","block_type":"box","text":"another par ty their respective commitments to pay or receive interest (","page_number":90,"box":{"x":69,"y":128,"width":503,"height":11}},{"id":"c246debc-cbd1-4066-ad44-3c243f922e18","block_type":"box","text":"e.g.","page_number":90,"box":{"x":574,"y":129,"width":25,"height":10}},{"id":"1ad73b6d-4baa-4980-8b63-166d42387702","block_type":"box","text":", an exchange of fixed rate payments for","page_number":90,"box":{"x":601,"y":128,"width":286,"height":11}},{"id":"ff81f6f4-069b-4730-8ed9-17ae7f6896dc","block_type":"box","text":"floating rate payments linked to the SIFMA Municipal Swap Index). Because the underlying index is a tax-exempt","page_number":90,"box":{"x":68,"y":143,"width":798,"height":11}},{"id":"904a9be8-82c6-4370-8a29-9958a5b9d1b1","block_type":"box","text":"index, SIFMA Swaps may reduce cross-market risks incurred by a Fund and increase a Fund’s ability to hedge","page_number":90,"box":{"x":70,"y":158,"width":778,"height":11}},{"id":"9886d7a9-cbe3-411d-ae2c-31b57236aabc","block_type":"box","text":"effectively. SIFMA Swaps are typically quoted for the entire yield curve, beginning with a seven day floating rate index","page_number":90,"box":{"x":69,"y":173,"width":833,"height":11}},{"id":"f5265f61-eb73-40bb-9d3c-9662266e4c9a","block_type":"box","text":"out to 30 years. The duration of a SIFMA Swap is approximately equal to the duration of a fixed-rate Municipal Bond","page_number":90,"box":{"x":69,"y":188,"width":823,"height":11}},{"id":"986d4b1c-6062-466e-8106-b0fa1aa73faf","block_type":"box","text":"with the same attributes as the swap (","page_number":90,"box":{"x":68,"y":204,"width":275,"height":10}},{"id":"9d930b91-4586-44a8-bfba-2d549b5156cf","block_type":"box","text":"e.g.","page_number":90,"box":{"x":345,"y":205,"width":24,"height":10}},{"id":"d89881c0-af01-4f04-872f-8250e0ff7626","block_type":"box","text":", coupon, maturity, call feature).","page_number":90,"box":{"x":372,"y":203,"width":224,"height":12}},{"id":"3647afe1-87be-4014-a73b-1e79f5cc8edf","block_type":"box","text":"A Fund may also purchase and sell MMD Swaps, also known as MMD rate locks. An MMD Swap permits a Fund","page_number":90,"box":{"x":101,"y":226,"width":797,"height":11}},{"id":"32e3f45f-1426-4011-badd-e872c7a51443","block_type":"box","text":"to lock in a specified municipal interest rate for a por tion of its por tfolio to preserve a return on a par ticular","page_number":90,"box":{"x":68,"y":241,"width":770,"height":11}},{"id":"eefaa9ba-f4fa-435a-b122-881abf35b9eb","block_type":"box","text":"investment or a por tion of its por tfolio as a duration management technique or to protect against any increase in the","page_number":90,"box":{"x":70,"y":256,"width":832,"height":12}},{"id":"424fc3f0-6177-4111-b7f5-4045199867dc","block_type":"box","text":"price of securities to be purchased at a later date. By using an MMD Swap, a Fund can create a synthetic long or","page_number":90,"box":{"x":70,"y":271,"width":805,"height":12}},{"id":"762f51b0-06ac-4a2b-934f-14779d595e41","block_type":"box","text":"shor t position, allowing the Fund to select the most attractive par t of the yield curve. An MMD Swap is a contract","page_number":90,"box":{"x":69,"y":286,"width":808,"height":12}},{"id":"edc12bed-b390-4389-bca4-0683c84660aa","block_type":"box","text":"between a Fund and an MMD Swap provider pursuant to which the par ties agree to make payments to each other on","page_number":90,"box":{"x":69,"y":302,"width":832,"height":11}},{"id":"b0c342a7-2406-4747-b6e0-8867413a5e40","block_type":"box","text":"a notional amount, contingent upon whether the Municipal Market Data AAA General Obligation Scale is above or","page_number":90,"box":{"x":69,"y":317,"width":804,"height":11}},{"id":"dc689ab3-7403-416a-9e08-080ebfb7a1c8","block_type":"box","text":"below a specified level on the expiration date of the contract. For example, if a Fund buys an MMD Swap and the","page_number":90,"box":{"x":69,"y":332,"width":803,"height":11}},{"id":"9f34be1e-ebb3-4315-95df-d013592c3070","block_type":"box","text":"Municipal Market Data AAA General Obligation Scale is below the specified level on the expiration date, the","page_number":90,"box":{"x":70,"y":347,"width":763,"height":11}},{"id":"1473f7fc-0b1c-4c32-a6c3-fc275aae0723","block_type":"box","text":"counterpar ty to the contract will make a payment to the Fund equal to the specified level minus the actual level,","page_number":90,"box":{"x":69,"y":362,"width":797,"height":11}},{"id":"fdd3a5cf-f3ca-4caa-9df1-fa16b557012f","block_type":"box","text":"multiplied by the notional amount of the contract. If the Municipal Market Data AAA General Obligation Scale is above","page_number":90,"box":{"x":69,"y":377,"width":836,"height":12}},{"id":"2723fb40-92c2-42df-a9de-690b0fbd6ca1","block_type":"box","text":"the specified level on the expiration date, a Fund will make a payment to the counterpar ty equal to the actual level","page_number":90,"box":{"x":68,"y":392,"width":816,"height":12}},{"id":"8b6249c0-769a-4a80-b7e7-b9388bedf42d","block_type":"box","text":"minus the specified level, multiplied by the notional amount of the contract.","page_number":90,"box":{"x":69,"y":407,"width":537,"height":12}},{"id":"07a83aa9-852f-4430-aeed-5ec53e7130ac","block_type":"box","text":"In connection with investments in SIFMA and MMD Swaps, there is a risk that municipal yields will move in the","page_number":90,"box":{"x":102,"y":430,"width":788,"height":11}},{"id":"a63777fc-abcd-427d-a9f3-3dc225acfa6e","block_type":"box","text":"opposite direction than anticipated by a Fund, which would cause the Fund to make payments to its counterpar ty in","page_number":90,"box":{"x":69,"y":446,"width":821,"height":10}},{"id":"786076b8-d675-42d8-94bf-89993eb150f7","block_type":"box","text":"the transaction that could adversely affect the Fund’s per formance.","page_number":90,"box":{"x":68,"y":460,"width":482,"height":12}},{"id":"126161ac-b722-4a12-bdb9-e6341173f589","block_type":"box","text":"Insured Municipal Bonds.","page_number":90,"box":{"x":102,"y":483,"width":179,"height":11}},{"id":"8c78bbb4-d5e8-4b71-a7f1-fb5cbd6d33a8","block_type":"box","text":"Bonds purchased by a Fund may be covered by insurance that guarantees that interest","page_number":90,"box":{"x":288,"y":483,"width":619,"height":11}},{"id":"eee1adcd-97bf-40f2-b285-128615577f01","block_type":"box","text":"payments on the bond will be made on time and the principal will be repaid when the bond matures. Either the issuer","page_number":90,"box":{"x":70,"y":498,"width":835,"height":11}},{"id":"37b85052-2991-4a72-8f5e-119cfea089d5","block_type":"box","text":"of the bond or the Fund purchases the insurance. Insurance is expected to protect the Fund against losses caused by","page_number":90,"box":{"x":69,"y":513,"width":840,"height":12}},{"id":"e45cfc5e-466f-4cc0-b2c7-834b7f36ef90","block_type":"box","text":"a bond issuer’s failure to make interest or principal payments. However, insurance does not protect the Fund or its","page_number":90,"box":{"x":69,"y":528,"width":818,"height":12}},{"id":"5455bdb4-32ba-4e38-bfd1-fa395d1f56bf","block_type":"box","text":"shareholders against losses caused by declines in a bond’s market value. Also, the Fund cannot be cer tain that any","page_number":90,"box":{"x":69,"y":544,"width":829,"height":11}},{"id":"a0bf7f86-f973-4e02-af78-5860ffe03731","block_type":"box","text":"insurance company does not make these payments. In addition, if the Fund purchases the insurance, it may pay the","page_number":90,"box":{"x":70,"y":559,"width":827,"height":11}},{"id":"a5b7ef6d-4562-45ba-bcac-60da583ad5a4","block_type":"box","text":"premiums, which will reduce the Fund’s yield. The Fund seeks to use only insurance companies with claims paying","page_number":90,"box":{"x":70,"y":574,"width":815,"height":11}},{"id":"85ebdf47-9e49-44bb-8922-a0de7bf796e9","block_type":"box","text":"ability, financial strength, or equivalent ratings of at least investment grade. However, if insurance from insurers with","page_number":90,"box":{"x":69,"y":589,"width":829,"height":11}},{"id":"2bd15528-e684-431d-8a91-c2142f34fab9","block_type":"box","text":"these ratings is not available, the Fund may use insurance companies with lower ratings or stop purchasing","page_number":90,"box":{"x":68,"y":604,"width":767,"height":11}},{"id":"568f0a17-1f9e-4429-9ca3-1722acffa426","block_type":"box","text":"insurance or insured bonds. If a bond’s insurer fails to fulfill its obligations or loses its credit rating, the value of the","page_number":90,"box":{"x":70,"y":619,"width":827,"height":11}},{"id":"99f80b63-c8fe-442c-8fd2-ebe7a672bb01","block_type":"box","text":"bond could drop.","page_number":90,"box":{"x":69,"y":634,"width":118,"height":11}},{"id":"41b4492a-79a6-4d52-8f95-ebc738623b46","block_type":"box","text":"Build America Bonds.","page_number":90,"box":{"x":102,"y":657,"width":150,"height":9}},{"id":"8ffa049d-1974-4577-b2e3-812718c04628","block_type":"box","text":"If a Fund holds Build America Bonds, the Fund may be eligible to receive a U.S. federal","page_number":90,"box":{"x":259,"y":657,"width":616,"height":11}},{"id":"64afe696-adbc-42c8-9f44-1c967f1c7a80","block_type":"box","text":"income tax credit; however, the issuer of a Build America Bond may instead elect to receive a cash payment directly","page_number":90,"box":{"x":70,"y":672,"width":825,"height":11}},{"id":"24111794-23e5-4d4e-8695-76c9559a37d2","block_type":"box","text":"from the federal government in lieu of holders such as the fund receiving a tax credit. The interest on Build America","page_number":90,"box":{"x":68,"y":687,"width":824,"height":11}},{"id":"4922ff9d-fd6b-420e-a824-07135f2be665","block_type":"box","text":"Bonds is taxable for U.S. federal income tax purposes. If the Fund does receive tax credits from Build America Bonds","page_number":90,"box":{"x":70,"y":702,"width":833,"height":11}},{"id":"6fe971e6-0a7b-49eb-88ec-80f68127ecb1","block_type":"box","text":"or other tax credit bonds on one or more specified dates during the fund’s taxable year, and the Fund satisfies the","page_number":90,"box":{"x":69,"y":717,"width":815,"height":12}},{"id":"598cf15e-42e4-4d57-aed0-e1b28ecdb1e6","block_type":"box","text":"minimum distribution requirement, the Fund may elect for U.S. federal income tax purposes to pass through to","page_number":90,"box":{"x":69,"y":732,"width":788,"height":12}},{"id":"03e8c8f8-aeb0-46af-a522-4f24ac5de5cd","block_type":"box","text":"shareholders tax credits otherwise allowable to the Fund for that year with respect to such bonds. A tax credit bond","page_number":90,"box":{"x":69,"y":748,"width":823,"height":11}},{"id":"1b1e790c-2f4e-4fcd-8c08-c09364460632","block_type":"box","text":"is defined in the Code as a “qualified tax credit bond” (which includes a qualified forestry conservation bond, a new","page_number":90,"box":{"x":70,"y":763,"width":825,"height":11}},{"id":"037f7202-e645-41c4-9d9b-4fbe9d72e5ea","block_type":"box","text":"clean renewable energy bond, a qualified energy conservation bond, or a qualified zone academy bond, each of which","page_number":90,"box":{"x":69,"y":778,"width":837,"height":11}},{"id":"f1946767-c4c9-4c55-95d2-6f6f832e0b4d","block_type":"box","text":"must meet cer tain requirements specified in the Code), a “Build America Bond” (which includes cer tain qualified","page_number":90,"box":{"x":69,"y":793,"width":802,"height":11}},{"id":"90cccc72-586e-4409-91cf-0bd31bbe3d5b","block_type":"box","text":"bonds issued before January 1, 2011) or cer tain other specified bonds. If the Fund were to so elect, a shareholder","page_number":90,"box":{"x":69,"y":808,"width":821,"height":11}},{"id":"25a86a81-cff4-4795-ada6-ddb6724571c4","block_type":"box","text":"would be required to include in income and would be entitled to claim as a tax credit an amount equal to a","page_number":90,"box":{"x":68,"y":823,"width":760,"height":11}},{"id":"45188371-b050-4450-8dcd-c98830e790c1","block_type":"box","text":"propor tionate share of such credits, and such amount would be subject to withholding provisions of the Code.","page_number":90,"box":{"x":70,"y":838,"width":782,"height":12}},{"id":"4ce7e8c2-d41e-4d44-9103-7c2efff11244","block_type":"box","text":"Cer tain limitations may apply on the extent to which the credit may be claimed.","page_number":90,"box":{"x":69,"y":854,"width":563,"height":11}},{"id":"9fccf5a3-4707-468a-9ada-caf189af77b8","block_type":"box","text":"Tax-Exempt Municipal Investments.","page_number":90,"box":{"x":103,"y":876,"width":246,"height":11}},{"id":"5dd2c4c8-6ec2-4036-bf6e-21f595cbea8d","block_type":"box","text":"Cer tain Funds may hold tax-exempt municipal investments which may be in","page_number":90,"box":{"x":355,"y":876,"width":534,"height":11}},{"id":"a14f4112-f0fe-4ff7-9d72-faa7ca00fa8d","block_type":"box","text":"the form of tender option bonds, variable rate demand obligations, par ticipations, beneficial interests in a trust,","page_number":90,"box":{"x":68,"y":891,"width":798,"height":12}},{"id":"1a9de479-cc09-42c5-9917-4b55ad061a98","block_type":"box","text":"par tnership interests or other forms. These investments are described in greater detail above in this section. Some","page_number":90,"box":{"x":70,"y":906,"width":823,"height":12}},{"id":"50835e64-7a7a-4e94-9dfd-ad981247f505","block_type":"box","text":"II-62","page_number":90,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"c29f2e2e-239d-4adf-a1e9-1392cb406e3c","block_type":"box","text":"NM1026U-5981080-90/228","page_number":90,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"e55c06c4-5cc4-4fe0-8b3f-b49326d013df","block_type":"box","text":"of the structures used by cer tain Funds include interests in long-term fixed-rate municipal debt obligations, held by a","page_number":91,"box":{"x":69,"y":45,"width":830,"height":11}},{"id":"72844d5b-6103-41c1-9285-d81d3f3fc469","block_type":"box","text":"trustee or custodian, that are coupled with tender option, demand and other features when the tax-exempt municipal","page_number":91,"box":{"x":68,"y":60,"width":832,"height":11}},{"id":"8105ab97-e4a0-4f27-8b98-5602db5857a0","block_type":"box","text":"investments are created. Together, these features entitle the holder of the interest to tender (or put) the underlying","page_number":91,"box":{"x":70,"y":75,"width":819,"height":11}},{"id":"0eee4231-9f9f-44ee-87f7-846f9de227c2","block_type":"box","text":"municipal debt obligation to a third par ty at periodic intervals and to receive the principal amount thereof.","page_number":91,"box":{"x":69,"y":90,"width":752,"height":11}},{"id":"b79aeee2-10f7-4fd5-8d2c-36ef500d4bd5","block_type":"box","text":"In some cases, municipal debt obligations are represented by custodial receipts evidencing rights to receive","page_number":91,"box":{"x":102,"y":113,"width":770,"height":11}},{"id":"a482f339-9568-4eed-bf59-a6b4c077a3d6","block_type":"box","text":"specific future interest payments, principal payments, or both, on the underlying securities held by the custodian.","page_number":91,"box":{"x":69,"y":128,"width":806,"height":11}},{"id":"38cb727e-b3be-4d4a-9d87-b4c9c9007e8b","block_type":"box","text":"Under such arrangements, the holder of the custodial receipt has the option to tender the underlying securities at","page_number":91,"box":{"x":70,"y":143,"width":809,"height":11}},{"id":"69b2f4a3-0d94-4d22-94f5-4235b7b1359d","block_type":"box","text":"their face value to the sponsor (","page_number":91,"box":{"x":68,"y":158,"width":228,"height":11}},{"id":"5591d3ae-082b-4dfe-9d3b-4c4b453a760a","block_type":"box","text":"e.g.","page_number":91,"box":{"x":297,"y":160,"width":25,"height":9}},{"id":"e58a7f90-90d9-42c1-9142-8d8eb7dddc0e","block_type":"box","text":", a Fund, or a bank or broker-dealer or other financial institution), which is paid","page_number":91,"box":{"x":325,"y":158,"width":557,"height":11}},{"id":"03f5479c-872d-4aca-986a-90a8c9a93f32","block_type":"box","text":"periodic fees equal to the difference between the securities’ fixed coupon rate and the rate that would cause the","page_number":91,"box":{"x":70,"y":173,"width":803,"height":11}},{"id":"429f4a61-6914-41a8-8007-5d3da682ac7b","block_type":"box","text":"securities, coupled with the tender option, to trade at par on the date of a rate adjustment.","page_number":91,"box":{"x":69,"y":188,"width":648,"height":11}},{"id":"9315d6c6-d380-4483-b70d-a927431dd0d3","block_type":"box","text":"A par ticipation interest gives the Fund an undivided interest in a Municipal Bond in the propor tion the Fund’s","page_number":91,"box":{"x":101,"y":211,"width":775,"height":11}},{"id":"11c5a54b-6d9f-404a-9c02-fc2c3bc0912b","block_type":"box","text":"par ticipation bears to the total principal amount of the Municipal Bond, and typically provides for a repurchase","page_number":91,"box":{"x":70,"y":226,"width":785,"height":11}},{"id":"36d50ab4-7ecf-49d0-9778-1b0e666203f8","block_type":"box","text":"feature for all or any par t of the full principal amount of the par ticipation interest, plus accrued interest. Trusts and","page_number":91,"box":{"x":68,"y":241,"width":821,"height":11}},{"id":"fecf1e25-4ee9-43d1-afa2-d15fe5516ac5","block_type":"box","text":"par tnerships are typically used to conver t long-term fixed rate high quality bonds of a single state or municipal issuer","page_number":91,"box":{"x":70,"y":256,"width":833,"height":12}},{"id":"8659d6ee-1d81-4f31-b2a5-fa66ee52f8a8","block_type":"box","text":"into variable or floating rate demand instruments.","page_number":91,"box":{"x":70,"y":271,"width":351,"height":12}},{"id":"ddfb5229-3590-4001-adf6-b040dadd8c0a","block_type":"box","text":"The Municipal Bond Funds may hold par ticipation interests and custodial receipts for municipal debt obligations","page_number":91,"box":{"x":101,"y":294,"width":797,"height":11}},{"id":"fa61f848-4771-4c81-bf94-b8d63fb80484","block_type":"box","text":"which give the holder the right to receive payment of principal subject to the conditions described above. The IRS has","page_number":91,"box":{"x":68,"y":309,"width":836,"height":11}},{"id":"cfce701f-0f89-4ca7-aeb3-5df0ddeccc8e","block_type":"box","text":"not ruled on whether the interest received on tax-exempt municipal investments in the form of par ticipation interests","page_number":91,"box":{"x":69,"y":324,"width":831,"height":11}},{"id":"c3892cd2-29bb-427d-9eef-21f3f788d03a","block_type":"box","text":"or custodial receipts is tax-exempt, and accordingly, purchases of any such interests or receipts are based on the","page_number":91,"box":{"x":69,"y":339,"width":809,"height":12}},{"id":"81b3a7d2-c766-49aa-8ce8-39bb2c27d4ed","block_type":"box","text":"opinions of counsel to the sponsors of such derivative securities. Neither a Fund nor its investment adviser or sub","page_number":91,"box":{"x":69,"y":355,"width":818,"height":11}},{"id":"b564ca64-d201-4b44-ac83-9acf5cd0b936","block_type":"box","text":"advisers will review the proceedings related to the creation of any tax-exempt municipal investments or the basis for","page_number":91,"box":{"x":69,"y":370,"width":828,"height":11}},{"id":"05ccc2e4-c788-471e-b83d-9a9a6ba2b873","block_type":"box","text":"such opinions.","page_number":91,"box":{"x":69,"y":385,"width":102,"height":11}},{"id":"6724f1c5-1e59-4751-aff4-da8b91a82e57","block_type":"box","text":"Operational and Technology Risks.","page_number":91,"box":{"x":102,"y":408,"width":250,"height":11}},{"id":"5f0d7c1e-c7fc-4e6d-9a34-b5e4f71fd3d4","block_type":"box","text":"The Fund and the entities with which it interacts directly or indirectly are","page_number":91,"box":{"x":358,"y":408,"width":512,"height":11}},{"id":"5b7f343c-0697-4e32-a38d-c7d2a6388399","block_type":"box","text":"susceptible to operational and technology risks, including those related to human errors, processing errors,","page_number":91,"box":{"x":69,"y":423,"width":766,"height":11}},{"id":"ea67add8-a4d5-4aff-92bf-85758b5c1360","block_type":"box","text":"communication errors, systems failures, cybersecurity incidents, and the use of ar tificial intelligence and machine","page_number":91,"box":{"x":69,"y":438,"width":812,"height":11}},{"id":"87e95518-60d5-47d7-9db0-8c441ecc6e66","block_type":"box","text":"learning (“AI”), which may result in losses for the Fund and its shareholders or impair the Fund’s operations. These","page_number":91,"box":{"x":70,"y":453,"width":820,"height":11}},{"id":"cb9ab701-f424-4066-af77-16d6a8818590","block_type":"box","text":"entities include, but are not limited to, the Fund’s adviser, administrator, distributor, other service providers (e.g.,","page_number":91,"box":{"x":69,"y":468,"width":807,"height":11}},{"id":"9640fc45-dce4-444a-b3e7-ee1d3527a8a0","block_type":"box","text":"index and benchmark providers, accountants, custodians, and transfer agents), financial intermediaries,","page_number":91,"box":{"x":70,"y":483,"width":741,"height":11}},{"id":"9e6e2457-abc2-43a4-b103-1f85dc05012c","block_type":"box","text":"counterpar ties, market makers, Authorized Par ticipants, listing exchanges, other financial market operators, and","page_number":91,"box":{"x":69,"y":498,"width":802,"height":11}},{"id":"1c8868d2-3ea2-445e-aa5a-55517eeee233","block_type":"box","text":"governmental authorities, as applicable. Operational and technology risks for the issuers in which the Fund invests","page_number":91,"box":{"x":68,"y":513,"width":818,"height":12}},{"id":"290696e6-7f4e-4d4c-b39f-5f0eea532ebb","block_type":"box","text":"could also result in material adverse consequences for such issuers and may cause the Fund’s investments in such","page_number":91,"box":{"x":69,"y":528,"width":827,"height":12}},{"id":"919ded6d-eff9-4365-9309-db5be525fca8","block_type":"box","text":"issuers to lose value. The Fund may incur substantial costs in order to mitigate operational and technology risks.","page_number":91,"box":{"x":70,"y":544,"width":803,"height":11}},{"id":"52210846-cf84-4a23-b24d-223240041b46","block_type":"box","text":"Cybersecurity incidents can result from deliberate attacks or unintentional events against an issuer in which the","page_number":91,"box":{"x":102,"y":566,"width":796,"height":11}},{"id":"de5ce1e3-ab24-4ec7-abec-25dcde43eeb5","block_type":"box","text":"Fund invests, the Fund or any of its service providers. They include, but are not limited to, gaining unauthorized","page_number":91,"box":{"x":70,"y":581,"width":790,"height":12}},{"id":"fe53cf0b-9813-4bd0-9b91-51a87e13f4bd","block_type":"box","text":"access to systems, misappropriating assets or sensitive information, corrupting or destroying data, and causing","page_number":91,"box":{"x":69,"y":596,"width":800,"height":12}},{"id":"2f05b942-98fc-4796-b38c-e54d1708bfce","block_type":"box","text":"operational disruption. Geopolitical tension may increase the scale and sophistication of deliberate attacks,","page_number":91,"box":{"x":69,"y":612,"width":768,"height":11}},{"id":"19536fb2-4c89-4b96-84de-14a78e12571c","block_type":"box","text":"par ticularly those from nation states or from entities with nation state backing. Cybersecurity incidents may result in","page_number":91,"box":{"x":70,"y":627,"width":827,"height":11}},{"id":"55d539b3-f646-4d7a-af25-dafde7764a07","block_type":"box","text":"any of the following: financial losses; inter ference with the Fund’s ability to calculate its NAV; disclosure of","page_number":91,"box":{"x":69,"y":642,"width":760,"height":11}},{"id":"ffa89e33-1146-4235-9db9-1383f50b6aae","block_type":"box","text":"confidential information; impediments to trading; submission of erroneous trades by the Fund or erroneous","page_number":91,"box":{"x":69,"y":657,"width":763,"height":11}},{"id":"5a5104a7-f797-4a73-b6f3-a9346f38b32a","block_type":"box","text":"subscription or redemption orders; the inability of the Fund or its service providers to transact business; violations of","page_number":91,"box":{"x":69,"y":672,"width":835,"height":11}},{"id":"b34173da-4d63-409d-8079-ed98d8badc5a","block_type":"box","text":"applicable privacy and other laws; regulatory fines; penalties; reputational damage; reimbursement or other","page_number":91,"box":{"x":69,"y":687,"width":766,"height":11}},{"id":"63f6686f-b592-490c-a982-adc590d77fad","block_type":"box","text":"compensation costs; and other legal and compliance expenses. Fur thermore, cybersecurity incidents may render","page_number":91,"box":{"x":69,"y":703,"width":804,"height":11}},{"id":"37f2ba53-50a5-4ab2-8f32-b0056e6f0114","block_type":"box","text":"records of the Fund, including records relating to its assets and transactions, shareholder ownership of Fund shares,","page_number":91,"box":{"x":69,"y":717,"width":833,"height":12}},{"id":"fbce084e-4579-4ca5-815d-1308f4edc3b3","block_type":"box","text":"and other data integral to the Fund’s functioning, inaccessible, inaccurate or incomplete. Power outages, natural","page_number":91,"box":{"x":69,"y":732,"width":800,"height":12}},{"id":"635cbd8e-06b7-44a6-ab39-978dd2d04015","block_type":"box","text":"disasters, equipment malfunctions and processing errors that threaten information and technology systems relied","page_number":91,"box":{"x":69,"y":748,"width":812,"height":11}},{"id":"1f2704c2-f71b-48c2-9f44-9970b0f28051","block_type":"box","text":"upon by the Fund or its service providers, as well as market events that occur at a pace that overloads these","page_number":91,"box":{"x":69,"y":763,"width":777,"height":11}},{"id":"a3c0f06a-bc49-4a45-9a38-0cd2d2fa9328","block_type":"box","text":"systems, may also disrupt business operations or impact critical data. Recent advances in AI technology pose risks","page_number":91,"box":{"x":69,"y":778,"width":824,"height":11}},{"id":"5633541f-6e03-4d0a-90e8-76b6070b4bd6","block_type":"box","text":"to the Fund and its por tfolio investments. These advancements could harm the Fund and its por tfolio investments by","page_number":91,"box":{"x":68,"y":793,"width":836,"height":11}},{"id":"fbe66698-0e6c-42fc-baf4-b82de84921d7","block_type":"box","text":"reducing the demand for both the technology and software offerings of the Fund’s por tfolio investments. Additionally,","page_number":91,"box":{"x":69,"y":808,"width":833,"height":11}},{"id":"55055565-f956-4796-a6f7-471728fbc569","block_type":"box","text":"these advancements could significantly disrupt the Fund’s por tfolio investments and subject them to increased","page_number":91,"box":{"x":68,"y":823,"width":793,"height":12}},{"id":"d90c5777-cbd7-4fa9-ada8-21e57413d1d6","block_type":"box","text":"competition, which could have a material adverse effect on business, financial condition, and results of operations.","page_number":91,"box":{"x":69,"y":838,"width":822,"height":11}},{"id":"6115bf2e-1924-4adf-915d-786c02c17ab5","block_type":"box","text":"AI technology advancements, including efficiency improvements, without related increases in the adoption and","page_number":91,"box":{"x":68,"y":853,"width":787,"height":12}},{"id":"fc8dbbc8-45c5-4e19-910d-5bd11f5119db","block_type":"box","text":"development of such technologies, could also negatively impact demand for, and the valuation of, digital","page_number":91,"box":{"x":69,"y":869,"width":742,"height":11}},{"id":"fc100934-7daa-4835-a49a-8a2df8f58e99","block_type":"box","text":"infrastructure assets.","page_number":91,"box":{"x":70,"y":884,"width":151,"height":9}},{"id":"233e3bed-2648-4310-af9d-0df47b75ea8c","block_type":"box","text":"II-63","page_number":91,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"abb5da01-c98e-45c7-8886-1e02f150007b","block_type":"box","text":"NM1026U-5981080-91/228","page_number":91,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"87c80a31-999e-4eca-b7a6-6aabc024ed3e","block_type":"box","text":"The Fund and its por tfolio investments could be exposed to the risks of AI technology if third-par ty service","page_number":92,"box":{"x":101,"y":45,"width":755,"height":11}},{"id":"f9407483-a8f0-4dfb-a1ad-150936e19412","block_type":"box","text":"providers or any counterpar ties, whether or not known to the Fund, also use AI technology in their business activities.","page_number":92,"box":{"x":70,"y":60,"width":835,"height":11}},{"id":"7d10bf0f-eaf3-4efb-ae80-5e33c4ff4efd","block_type":"box","text":"The Fund and its service providers may not be in a position to control the use of AI technology in third-par ty products","page_number":92,"box":{"x":68,"y":75,"width":833,"height":11}},{"id":"68c10717-6e7f-423a-bc71-c866a8209159","block_type":"box","text":"or services.","page_number":92,"box":{"x":69,"y":90,"width":82,"height":9}},{"id":"44ce552a-69a6-4b85-860a-f35e93223cc0","block_type":"box","text":"Use of AI technology could include the input of confidential information in contravention of applicable policies,","page_number":92,"box":{"x":102,"y":113,"width":781,"height":11}},{"id":"a4528481-6cbe-47d3-8086-4abec9061c62","block_type":"box","text":"contractual or other obligations or restrictions, resulting in such confidential information becoming accessible by","page_number":92,"box":{"x":69,"y":128,"width":801,"height":11}},{"id":"d12d5d11-977f-4610-8941-10113167850a","block_type":"box","text":"other third-par ty AI technology applications and users.","page_number":92,"box":{"x":69,"y":143,"width":383,"height":11}},{"id":"63dd3dc6-7055-4235-ac2c-8b49b5ae17db","block_type":"box","text":"Independent of its context of use, AI technology is generally highly reliant on the collection and analysis of large","page_number":92,"box":{"x":102,"y":166,"width":795,"height":11}},{"id":"74c352cd-767d-4780-9362-b0fa7ac9b4d2","block_type":"box","text":"amounts of data, may incorporate biased or inaccurate data, and it is not possible or practicable to incorporate all","page_number":92,"box":{"x":69,"y":181,"width":813,"height":11}},{"id":"b9409537-80c2-440c-9fb9-7cdea44b87e9","block_type":"box","text":"relevant data into the models that AI technology utilizes to operate. Cer tain data in such models will inevitably","page_number":92,"box":{"x":69,"y":196,"width":785,"height":11}},{"id":"6975e7ac-5b65-4a1b-9673-5d41a604c9bc","block_type":"box","text":"contain a degree of inaccuracy and error, or could otherwise be inadequate or flawed, which would be likely to","page_number":92,"box":{"x":69,"y":211,"width":782,"height":11}},{"id":"c24c556f-65d5-4c2a-b539-d9227e4c9057","block_type":"box","text":"degrade the effectiveness of AI technology. The output or results of any such AI technologies may therefore be","page_number":92,"box":{"x":69,"y":226,"width":787,"height":11}},{"id":"1a06bfce-89d4-4db3-adaf-dca8ae743d11","block_type":"box","text":"incomplete, erroneous, distor ted, or misleading. Fur ther, AI tools may lack transparency as to how data is utilized","page_number":92,"box":{"x":70,"y":241,"width":809,"height":11}},{"id":"89391570-5476-4f42-8d42-c254b71d654d","block_type":"box","text":"and how outputs are generated. AI technologies may also allow the unintended introduction of vulnerabilities into","page_number":92,"box":{"x":69,"y":256,"width":805,"height":12}},{"id":"9f0b1898-6979-405e-b2df-d98cefd8373f","block_type":"box","text":"infrastructures and applications. To the extent that the Fund or its por tfolio investments are exposed to the risks of","page_number":92,"box":{"x":70,"y":271,"width":822,"height":11}},{"id":"dc209403-e47d-4e18-8897-663c4e65dbd9","block_type":"box","text":"AI technology use, any such inaccuracies or errors could have adverse impacts on the Fund or its investments.","page_number":92,"box":{"x":68,"y":287,"width":789,"height":11}},{"id":"57c0f5d3-af50-4f80-a337-cd06205d5033","block_type":"box","text":"Regulations related to AI technology could also impose cer tain obligations and costs related to monitoring and","page_number":92,"box":{"x":102,"y":309,"width":786,"height":11}},{"id":"b53deb1c-da4e-485f-8ea2-48a199ac8f03","block_type":"box","text":"compliance. For example, in April 2023, the Federal Trade Commission, U.S. Depar tment of Justice, Consumer","page_number":92,"box":{"x":69,"y":324,"width":791,"height":11}},{"id":"298966e4-da48-4a8b-86a8-35b07c7d8250","block_type":"box","text":"Financial Protection Bureau, and U.S. Equal Employment Oppor tunity Commission released a joint statement on","page_number":92,"box":{"x":70,"y":340,"width":796,"height":11}},{"id":"9c45b475-31cb-4d4f-ac22-68695c91a094","block_type":"box","text":"ar tificial intelligence demonstrating interest in monitoring the development and use of automated systems and","page_number":92,"box":{"x":69,"y":355,"width":788,"height":11}},{"id":"f2de0b04-591e-4cf7-9e43-391039113708","block_type":"box","text":"enforcement of their respective laws and regulations. In October 2023, an executive order established new standards","page_number":92,"box":{"x":69,"y":370,"width":839,"height":11}},{"id":"318d5cae-46ef-4daa-bc32-09e4a0079a69","block_type":"box","text":"for AI safety and security. In addition to the U.S. regulatory framework, in 2024, the EU adopted the Ar tificial","page_number":92,"box":{"x":68,"y":385,"width":773,"height":11}},{"id":"f3aba22c-52ad-4412-8598-6039d40cdad1","block_type":"box","text":"Intelligence Act, which applies to cer tain AI technology and the data used to train, test, and deploy them, which may","page_number":92,"box":{"x":70,"y":400,"width":826,"height":11}},{"id":"3add5c96-f264-4856-bd0f-80092b35b9f3","block_type":"box","text":"create additional compliance burdens, higher administrative costs, and significant penalties should the Fund, the","page_number":92,"box":{"x":69,"y":415,"width":805,"height":11}},{"id":"61f0a837-1c1a-40ca-8a52-f21e880027fc","block_type":"box","text":"adviser, or the Fund’s por tfolio investments fail to comply.","page_number":92,"box":{"x":69,"y":430,"width":412,"height":11}},{"id":"0f8c2e53-21a4-4f52-aae5-26bd22ad2e34","block_type":"box","text":"AI technology and its applications, including in the investment and financial sectors, continue to develop rapidly,","page_number":92,"box":{"x":101,"y":453,"width":797,"height":11}},{"id":"6cd2d78e-62f6-4bff-b5f8-e68c4acc3d3d","block_type":"box","text":"and it is impossible to predict the future risks that may arise from such developments. The full extent of current or","page_number":92,"box":{"x":69,"y":468,"width":817,"height":11}},{"id":"1635b02c-988e-44b1-8b42-67489208afaa","block_type":"box","text":"future risks related thereto is not possible to predict, and the Fund may not be able to anticipate, prevent, mitigate,","page_number":92,"box":{"x":68,"y":483,"width":824,"height":11}},{"id":"7b3c1b51-cd7c-479a-a6fa-10125d1c1d49","block_type":"box","text":"or remediate all of the potential risks, challenges, or impacts of such changes.","page_number":92,"box":{"x":69,"y":498,"width":561,"height":11}},{"id":"54e6d776-45e7-413b-8837-80dd8579b4cb","block_type":"box","text":"While the Fund’s service providers are required to have appropriate operational, information security and","page_number":92,"box":{"x":101,"y":521,"width":747,"height":11}},{"id":"f48488c3-c897-4152-88ec-8e33a1b2561b","block_type":"box","text":"cybersecurity risk management policies and procedures, their methods of risk management may differ from those of","page_number":92,"box":{"x":69,"y":536,"width":830,"height":11}},{"id":"f7ffd8f7-6b9a-4e20-9b97-fcd8361bcbe0","block_type":"box","text":"the Fund in the setting of priorities, the personnel and resources available or the effectiveness of relevant controls.","page_number":92,"box":{"x":68,"y":551,"width":823,"height":11}},{"id":"6d35b150-5e37-4122-a095-dd65acdb5d70","block_type":"box","text":"The Fund and its adviser seek to reduce these risks through controls, procedures and oversight, including","page_number":92,"box":{"x":68,"y":566,"width":755,"height":11}},{"id":"ad990692-a773-4d5b-9f9a-6d8c719c5a41","block_type":"box","text":"establishing business continuity plans and risk management systems. However, there are inherent limitations in such","page_number":92,"box":{"x":69,"y":582,"width":838,"height":11}},{"id":"f7bde0b9-5135-4e72-8e99-1642897f3def","block_type":"box","text":"plans and systems, including the possibility that cer tain risks that may affect the Fund have not been identified or","page_number":92,"box":{"x":70,"y":596,"width":812,"height":12}},{"id":"b83d49c1-ca6b-45ff-ba05-778028d953c0","block_type":"box","text":"may emerge in the future; that such plans and systems may not completely eliminate the occurrence or mitigate the","page_number":92,"box":{"x":69,"y":612,"width":828,"height":11}},{"id":"847b0f7c-3365-4d29-83cd-19aaa98344e8","block_type":"box","text":"effects of operational or information security disruptions or failures or of cybersecurity incidents; or that prevention","page_number":92,"box":{"x":69,"y":627,"width":819,"height":11}},{"id":"c5bead14-b79d-41b8-8b62-feb8c3aa7384","block_type":"box","text":"and remediation effor ts will not be successful or that incidents will go undetected. The Fund cannot control the","page_number":92,"box":{"x":69,"y":642,"width":792,"height":11}},{"id":"bdebbb20-f380-444e-9943-68a151888eee","block_type":"box","text":"systems, information security or other cybersecurity of the issuers in which it invests or its service providers,","page_number":92,"box":{"x":69,"y":657,"width":775,"height":11}},{"id":"c551a8df-3cf1-424b-973c-655215790e26","block_type":"box","text":"counterpar ties, and other third par ties whose activities affect the Fund.","page_number":92,"box":{"x":69,"y":672,"width":510,"height":11}},{"id":"8ea5cac4-4e04-4b61-8fd1-34191cfc2115","block_type":"box","text":"Lastly, the regulatory climate governing cybersecurity and data protection is developing quickly and may vary","page_number":92,"box":{"x":102,"y":695,"width":771,"height":11}},{"id":"a244fb22-e355-4060-a0ac-1d9063515a72","block_type":"box","text":"considerably across jurisdictions. Regulators continue to develop new rules and standards related to cybersecurity","page_number":92,"box":{"x":69,"y":710,"width":816,"height":11}},{"id":"c26a3ccb-fad1-40f2-80e4-b2c4f85a6fba","block_type":"box","text":"and data protection. Compliance with evolving regulations can be demanding and costly, requiring substantial","page_number":92,"box":{"x":69,"y":725,"width":778,"height":11}},{"id":"34c67079-1cb4-49a6-bd16-9ba1f1febc3b","block_type":"box","text":"resources to monitor and implement required changes.","page_number":92,"box":{"x":69,"y":740,"width":391,"height":11}},{"id":"3e9233a8-7ed1-46fa-b10b-fb050485f88b","block_type":"box","text":"Participation Notes.","page_number":92,"box":{"x":102,"y":763,"width":145,"height":11}},{"id":"d421ce0d-9e1f-477f-9883-de44e10f982a","block_type":"box","text":"A Fund may buy par ticipation notes from a bank or broker-dealer (“issuer”) that entitle the","page_number":92,"box":{"x":253,"y":763,"width":641,"height":11}},{"id":"c5e289ac-c6a7-4b59-b81c-ececcde492ed","block_type":"box","text":"Fund to a return measured by the change in value of an identified underlying security or basket of securities","page_number":92,"box":{"x":70,"y":778,"width":766,"height":11}},{"id":"824a01f3-2181-4449-b833-108f8b7b2d53","block_type":"box","text":"(collectively, the “underlying security”). Par ticipation notes are typically used when a direct investment in the","page_number":92,"box":{"x":69,"y":793,"width":772,"height":11}},{"id":"f65a3212-0389-43d8-9518-66c33a1b6867","block_type":"box","text":"underlying security is restricted due to country-specific regulations.","page_number":92,"box":{"x":69,"y":808,"width":475,"height":11}},{"id":"84db9b5c-9d65-48fa-a441-72e92d772ddc","block_type":"box","text":"The Fund is subject to counterpar ty risk associated with each issuer. Investment in a par ticipation note is not","page_number":92,"box":{"x":101,"y":831,"width":782,"height":11}},{"id":"fbf28b18-7e8e-4fbb-9e06-aaf38fcf42b6","block_type":"box","text":"the same as investment in the constituent shares of the company. A par ticipation note represents only an obligation","page_number":92,"box":{"x":68,"y":846,"width":831,"height":11}},{"id":"ea78ef0b-9ed1-4884-9f63-bd1890e02b5b","block_type":"box","text":"of the issuer to provide the Fund the economic per formance equivalent to holding shares of an underlying security. A","page_number":92,"box":{"x":69,"y":861,"width":831,"height":11}},{"id":"235ab1e7-79ca-45e0-a831-124205ba84a5","block_type":"box","text":"par ticipation note does not provide any beneficial or equitable entitlement or interest in the relevant underlying","page_number":92,"box":{"x":70,"y":876,"width":789,"height":11}},{"id":"4745622a-3fe5-4a41-9907-214397e6b47b","block_type":"box","text":"security. In other words, shares of the underlying security are not in any way owned by the Fund. However, each","page_number":92,"box":{"x":69,"y":891,"width":791,"height":12}},{"id":"61a93df6-6ae8-46b1-ae46-60565d99f330","block_type":"box","text":"par ticipation note synthetically replicates the economic benefit of holding shares in the underlying security. Because","page_number":92,"box":{"x":70,"y":906,"width":827,"height":12}},{"id":"37ec1a81-a6f3-475e-a72f-35fd8824630f","block_type":"box","text":"II-64","page_number":92,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"30ac1324-6c02-4ff6-aed7-8d0fcbdf0ad6","block_type":"box","text":"NM1026U-5981080-92/228","page_number":92,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"d9084317-8f59-4ca9-a01a-bec0d8cd6015","block_type":"box","text":"a par ticipation note is an obligation of the issuer, rather than a direct investment in shares of the underlying security,","page_number":93,"box":{"x":69,"y":45,"width":834,"height":11}},{"id":"73619d9c-7ef9-484c-8340-b84773de7f11","block_type":"box","text":"a Fund may suffer losses potentially equal to the full value of the par ticipation note if the issuer fails to per form its","page_number":93,"box":{"x":69,"y":60,"width":822,"height":11}},{"id":"db3bd217-3e7f-4161-9fb8-98cfebf8a4ae","block_type":"box","text":"obligations. A Fund attempts to mitigate that risk by purchasing only from issuers determined to be creditwor thy.","page_number":93,"box":{"x":69,"y":75,"width":801,"height":11}},{"id":"a7b2d76c-c886-420f-af4d-ebd77900d260","block_type":"box","text":"The counterpar ty may, but is not required to, purchase the shares of the underlying security to hedge its","page_number":93,"box":{"x":101,"y":98,"width":743,"height":11}},{"id":"7a71eb64-8783-4139-a8ea-8fbdde1f8850","block_type":"box","text":"obligation. A Fund may, but is not required to, purchase credit protection against the default of the issuer. When the","page_number":93,"box":{"x":69,"y":113,"width":826,"height":11}},{"id":"666e4644-6ae6-4ba1-97c5-bf47156b3792","block_type":"box","text":"par ticipation note expires or a Fund exercises the par ticipation note and closes its position, the Fund receives a","page_number":93,"box":{"x":70,"y":128,"width":799,"height":11}},{"id":"9bdec2f2-7d4c-40cf-82ad-a09fded3c69d","block_type":"box","text":"payment that is based upon the then-current value of the underlying security conver ted into U.S. dollars (less","page_number":93,"box":{"x":70,"y":143,"width":776,"height":11}},{"id":"8c2f2479-35c0-44b1-b89e-b80c0914e93e","block_type":"box","text":"transaction costs). The price, per formance and liquidity of a par ticipation note are all linked directly to the underlying","page_number":93,"box":{"x":68,"y":158,"width":834,"height":11}},{"id":"a82f8fb8-f6cf-4c39-8c88-43e6d6b126df","block_type":"box","text":"security. A Fund’s ability to redeem or exercise a par ticipation note generally is dependent on the liquidity in the local","page_number":93,"box":{"x":69,"y":173,"width":834,"height":11}},{"id":"98c5b193-e63f-4cef-9984-b6eed3d38eba","block_type":"box","text":"trading market for the security underlying the par ticipation note.","page_number":93,"box":{"x":68,"y":188,"width":454,"height":12}},{"id":"fba8b020-b1b0-4734-9729-b130e2da621d","block_type":"box","text":"Portfolio Turnover Rates.","page_number":93,"box":{"x":102,"y":211,"width":181,"height":9}},{"id":"8efd8a83-58aa-4fcf-9286-cd235aef6842","block_type":"box","text":"A Fund’s annual por tfolio turnover rate will not be a factor preventing a sale or","page_number":93,"box":{"x":289,"y":211,"width":558,"height":11}},{"id":"2082cc14-e49d-4a2b-94ec-92829047b61f","block_type":"box","text":"purchase when the Manager believes investment considerations warrant such sale or purchase. Although cer tain","page_number":93,"box":{"x":70,"y":226,"width":804,"height":11}},{"id":"6cacd8d7-fe69-478d-bad8-6d840f0074ea","block_type":"box","text":"Funds will use an approach to investing that is largely a passive, indexing approach, such Funds may engage in a","page_number":93,"box":{"x":70,"y":241,"width":806,"height":11}},{"id":"40bc84d6-fab1-45b3-acb8-eee05849a8a7","block_type":"box","text":"substantial number of por tfolio transactions. With respect to these Funds, the rate of por tfolio turnover will be a","page_number":93,"box":{"x":69,"y":256,"width":800,"height":11}},{"id":"14b73e69-4ff5-409d-80b4-a1c1ebbf5cce","block_type":"box","text":"limiting factor when the Manager considers whether to purchase or sell securities for a Fund only to the extent that","page_number":93,"box":{"x":70,"y":271,"width":818,"height":12}},{"id":"d00c68da-cdb9-4d52-8ad3-e0290251076b","block_type":"box","text":"the Manager will consider the impact of transaction costs on a Fund’s tracking error. Por tfolio turnover may vary","page_number":93,"box":{"x":68,"y":286,"width":800,"height":12}},{"id":"4bfddd19-a410-4c38-b597-a9851a694e1f","block_type":"box","text":"greatly from year to year as well as within a par ticular year. High por tfolio turnover (","page_number":93,"box":{"x":68,"y":302,"width":595,"height":11}},{"id":"c010f2fa-a6c0-4b3b-959c-14d75b343350","block_type":"box","text":"i.e.","page_number":93,"box":{"x":665,"y":302,"width":20,"height":9}},{"id":"f3b5d41e-96f3-4549-8492-0f38802a5286","block_type":"box","text":", 100% or more) may result in","page_number":93,"box":{"x":687,"y":302,"width":210,"height":11}},{"id":"e7a9db90-df7b-481d-85d8-e7c2c61e9ec4","block_type":"box","text":"increased transaction costs to a Fund, including brokerage commissions, dealer mark-ups and other transaction","page_number":93,"box":{"x":70,"y":317,"width":797,"height":11}},{"id":"bbdb9cd7-d6cb-432a-9044-81cab660f258","block_type":"box","text":"costs on the sale of the securities and reinvestment in other securities. The sale of a Fund’s securities may result in","page_number":93,"box":{"x":69,"y":332,"width":832,"height":11}},{"id":"6c71a1cb-a09e-423d-9d8a-5d6b4c58320f","block_type":"box","text":"the recognition of capital gain or loss. Given the frequency of sales, such gain or loss will likely be shor t-term capital","page_number":93,"box":{"x":68,"y":347,"width":831,"height":11}},{"id":"9fc91950-7831-43ef-a063-4affe80714f2","block_type":"box","text":"gain or loss. These effects of higher than normal por tfolio turnover may adversely affect a Fund’s per formance.","page_number":93,"box":{"x":68,"y":362,"width":795,"height":11}},{"id":"66b0a666-7d52-4a73-909f-438d3d69c037","block_type":"box","text":"Preferred Stock.","page_number":93,"box":{"x":102,"y":385,"width":118,"height":9}},{"id":"ed31e07d-34f1-42e2-ac14-7a52d122472f","block_type":"box","text":"Cer tain Funds may invest in preferred stocks. Preferred stock has a preference over common","page_number":93,"box":{"x":226,"y":385,"width":665,"height":11}},{"id":"35151e07-be67-4fae-9fe1-07c307f64186","block_type":"box","text":"stock in liquidation (and generally dividends as well) but is subordinated to bond holders and other creditors in all","page_number":93,"box":{"x":69,"y":400,"width":808,"height":11}},{"id":"e56ced59-18a6-4495-8f33-664b4b5a9a90","block_type":"box","text":"respects. As a general rule, the market value of preferred stock with a fixed dividend rate and no conversion element","page_number":93,"box":{"x":69,"y":415,"width":834,"height":11}},{"id":"3333996b-f8c6-4b13-820b-37af7c1bfa36","block_type":"box","text":"varies inversely with interest rates and perceived credit risk, while the market price of conver tible preferred stock","page_number":93,"box":{"x":68,"y":430,"width":808,"height":11}},{"id":"c8e1affc-bda0-45dd-9544-9a8e175deb14","block_type":"box","text":"generally also reflects some element of conversion value. Because preferred stock is junior to debt securities and","page_number":93,"box":{"x":68,"y":445,"width":813,"height":12}},{"id":"432c7c3a-4715-4e3f-b6f1-9878d96ccb37","block_type":"box","text":"other obligations of the issuer, deterioration in the credit quality of the issuer will cause greater changes in the value","page_number":93,"box":{"x":69,"y":460,"width":831,"height":12}},{"id":"cedf99c2-855c-403e-b801-9f53240b1b02","block_type":"box","text":"of a preferred stock than in a more senior debt security with similar stated yield characteristics. Unlike interest","page_number":93,"box":{"x":69,"y":475,"width":791,"height":12}},{"id":"1f9b8d86-55cb-4849-bf2c-03db5f2d4228","block_type":"box","text":"payments on debt securities, preferred stock dividends are payable only if declared by the issuer’s board of directors.","page_number":93,"box":{"x":70,"y":491,"width":838,"height":11}},{"id":"545b751e-ac15-4e4a-b707-fd721dfc275c","block_type":"box","text":"Preferred stock also may be subject to optional or mandatory redemption provisions.","page_number":93,"box":{"x":69,"y":506,"width":604,"height":11}},{"id":"14c0998c-236d-4125-9c2a-b57864682430","block_type":"box","text":"Tax-Exempt Preferred Shares.","page_number":93,"box":{"x":103,"y":528,"width":207,"height":11}},{"id":"f7130cfd-88a5-4403-836e-054358b67c83","block_type":"box","text":"Cer tain Funds may invest in preferred interests of other investment funds that pay","page_number":93,"box":{"x":316,"y":528,"width":588,"height":12}},{"id":"bf993712-d949-481d-a455-6e6c5b2b71b0","block_type":"box","text":"dividends that are exempt from regular U.S. federal income tax. Such funds in turn invest in municipal bonds and","page_number":93,"box":{"x":69,"y":543,"width":806,"height":12}},{"id":"ccdf9a17-c442-47f9-ad1d-16d02d9490c6","block_type":"box","text":"other assets that pay interest or make distributions that are exempt from regular U.S. federal income tax, such as","page_number":93,"box":{"x":69,"y":559,"width":814,"height":11}},{"id":"6a520723-1819-4d89-a5e9-9af20de09ffa","block_type":"box","text":"revenue bonds issued by state or local agencies to fund the development of low-income, multi-family housing.","page_number":93,"box":{"x":69,"y":574,"width":780,"height":11}},{"id":"e1f92a29-7a8a-430e-8719-d76579abcd4a","block_type":"box","text":"Investment in such tax-exempt preferred shares involves many of the same issues as investing in other investment","page_number":93,"box":{"x":70,"y":589,"width":820,"height":11}},{"id":"ccc0de95-d60c-43c6-b365-e452580e20f7","block_type":"box","text":"companies. These investments also have additional risks, including illiquid investments risk, the absence of","page_number":93,"box":{"x":69,"y":604,"width":772,"height":11}},{"id":"fddf8963-6e6b-4556-a7b7-945915f8fe7c","block_type":"box","text":"regulation governing investment practices, capital structure and leverage, affiliated transactions and other matters,","page_number":93,"box":{"x":69,"y":619,"width":821,"height":11}},{"id":"d3226a39-ec97-4ccb-bbf9-8428affb56af","block_type":"box","text":"and concentration of investments in par ticular issuers or industries. The Municipal Bond Funds will treat investments","page_number":93,"box":{"x":69,"y":634,"width":834,"height":11}},{"id":"c630bc00-90f2-4fae-ac6a-0c0364fe75b3","block_type":"box","text":"in tax-exempt preferred shares as investments in municipal bonds.","page_number":93,"box":{"x":70,"y":649,"width":474,"height":11}},{"id":"8bd07a37-e47b-41ac-9576-14dd7f6a1d3e","block_type":"box","text":"Trust Preferred Securities.","page_number":93,"box":{"x":103,"y":672,"width":184,"height":9}},{"id":"c95dd894-9e7c-4a3b-a1d0-38b98cd528b3","block_type":"box","text":"Cer tain Funds may invest in trust preferred securities. Trust preferred securities are","page_number":93,"box":{"x":294,"y":672,"width":599,"height":11}},{"id":"77fa2ab8-6589-41fc-a63d-ce4a35aede24","block_type":"box","text":"typically issued by corporations, generally in the form of interest bearing notes with preferred securities","page_number":93,"box":{"x":68,"y":687,"width":737,"height":11}},{"id":"1a0bd282-999e-4996-adf7-8be0a75740a3","block_type":"box","text":"characteristics, or by an affiliated business trust of a corporation, generally in the form of beneficial interests in","page_number":93,"box":{"x":69,"y":702,"width":796,"height":12}},{"id":"f05bbb82-7406-42a1-ae67-705d2ede53e6","block_type":"box","text":"subordinated debentures or similarly structured securities. The trust preferred securities market consists of both","page_number":93,"box":{"x":69,"y":717,"width":805,"height":12}},{"id":"42eb0664-e840-485e-94fb-a8e4a97a8eb2","block_type":"box","text":"fixed and adjustable coupon rate securities that are either perpetual in nature or have stated maturity dates.","page_number":93,"box":{"x":68,"y":732,"width":773,"height":12}},{"id":"ffdfb577-9bdd-4c38-ac0d-c5b4737e3259","block_type":"box","text":"Trust preferred securities are typically junior and fully subordinated liabilities of an issuer and benefit from a","page_number":93,"box":{"x":101,"y":755,"width":770,"height":11}},{"id":"1a417434-a863-4dec-947d-2b80b03025eb","block_type":"box","text":"guarantee that is junior and fully subordinated to the other liabilities of the guarantor. In addition, trust preferred","page_number":93,"box":{"x":68,"y":770,"width":801,"height":12}},{"id":"adc0dbf8-5057-44b2-9879-3297951b1a97","block_type":"box","text":"securities typically permit an issuer to defer the payment of income for five years or more without triggering an event","page_number":93,"box":{"x":69,"y":785,"width":830,"height":12}},{"id":"8d93ead1-6960-44d5-807f-5726032d5074","block_type":"box","text":"of default. Because of their subordinated position in the capital structure of an issuer, the ability to defer payments","page_number":93,"box":{"x":69,"y":801,"width":822,"height":11}},{"id":"ed847c9d-cab1-49d2-a3a3-e8caf4835efb","block_type":"box","text":"for extended periods of time without default consequences to the issuer, and cer tain other features (such as","page_number":93,"box":{"x":68,"y":816,"width":777,"height":11}},{"id":"c646a84d-f6eb-45b2-988e-79e7bd72ffa4","block_type":"box","text":"restrictions on common dividend payments by the issuer or ultimate guarantor when full cumulative payments on the","page_number":93,"box":{"x":69,"y":831,"width":831,"height":11}},{"id":"d861c6aa-587d-4baa-9282-fc22913c1493","block_type":"box","text":"trust preferred securities have not been made), these trust preferred securities are often treated as close","page_number":93,"box":{"x":68,"y":846,"width":757,"height":11}},{"id":"f19bb254-97c7-41a2-82f0-402ff36d04aa","block_type":"box","text":"substitutes for traditional preferred securities, both by issuers and investors.","page_number":93,"box":{"x":69,"y":861,"width":548,"height":11}},{"id":"a4ea8762-5c62-4ba3-aa2f-a4c46d6e8fa6","block_type":"box","text":"Trust preferred securities include but are not limited to trust originated preferred securities (“TOPRS","page_number":93,"box":{"x":101,"y":884,"width":715,"height":11}},{"id":"4ded6061-479a-4fd0-845e-2d575ab50b4c","block_type":"box","text":"®","page_number":93,"box":{"x":817,"y":884,"width":5,"height":5}},{"id":"79bd111f-7858-4fd3-8ead-08ca6ea51a30","block_type":"box","text":"”); monthly","page_number":93,"box":{"x":824,"y":884,"width":77,"height":11}},{"id":"3b594140-750f-4bea-af2d-e530a1fae2d5","block_type":"box","text":"income preferred securities (“MIPS","page_number":93,"box":{"x":70,"y":899,"width":248,"height":11}},{"id":"c23f3d4d-c407-41be-b71e-437deebdb22a","block_type":"box","text":"®","page_number":93,"box":{"x":319,"y":899,"width":6,"height":5}},{"id":"19327af2-5ce9-4618-b284-3d117f6559d2","block_type":"box","text":"”); quar terly income bond securities (“QUIBS","page_number":93,"box":{"x":326,"y":899,"width":317,"height":11}},{"id":"a48c0491-40d1-42ab-8ace-514b94e3ddd6","block_type":"box","text":"®","page_number":93,"box":{"x":644,"y":899,"width":6,"height":5}},{"id":"2d978ff1-9ae3-453f-9374-1511aaf8d3b7","block_type":"box","text":"” ); quar terly income debt securities","page_number":93,"box":{"x":652,"y":899,"width":255,"height":11}},{"id":"59d9b071-c0fb-4270-90c3-7b9feaab0435","block_type":"box","text":"II-65","page_number":93,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"cb13262d-587d-43df-93cf-2ef19dcb02af","block_type":"box","text":"NM1026U-5981080-93/228","page_number":93,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"c3792e80-f2f3-4439-842f-de60ce57e3d2","block_type":"box","text":"(“QUIDS","page_number":94,"box":{"x":69,"y":45,"width":57,"height":11}},{"id":"5f8ed082-60be-47a6-86ee-ef8643987872","block_type":"box","text":"®","page_number":94,"box":{"x":127,"y":45,"width":6,"height":4}},{"id":"7221b547-7b1b-48fd-ad0e-a14004fb0515","block_type":"box","text":"”); quar terly income preferred securities (“QUIPS","page_number":94,"box":{"x":135,"y":45,"width":346,"height":11}},{"id":"dbe9e737-a6c0-4c1d-9ea6-413b4b6e94d0","block_type":"box","text":"SM","page_number":94,"box":{"x":482,"y":45,"width":11,"height":4}},{"id":"d3b2be59-a15c-4ed9-90de-bdb6dd57f3e8","block_type":"box","text":"”); corporate trust securities (“CORTS","page_number":94,"box":{"x":495,"y":45,"width":267,"height":11}},{"id":"7688eb43-0aec-4e0b-95ac-905bc832dcc2","block_type":"box","text":"®","page_number":94,"box":{"x":762,"y":45,"width":6,"height":4}},{"id":"4995dda9-0d5b-492b-bf55-af869b416a69","block_type":"box","text":"”); public income","page_number":94,"box":{"x":770,"y":45,"width":118,"height":11}},{"id":"df5f472a-80f2-486c-9338-492928e99fa9","block_type":"box","text":"notes (“PINES","page_number":94,"box":{"x":69,"y":60,"width":99,"height":11}},{"id":"b0adeba4-3724-4d73-ad88-6d7cd1cccddf","block_type":"box","text":"®","page_number":94,"box":{"x":169,"y":60,"width":6,"height":5}},{"id":"aa9b70aa-4109-4999-87e0-51a015fc06e6","block_type":"box","text":"”); and other trust preferred securities.","page_number":94,"box":{"x":177,"y":60,"width":275,"height":11}},{"id":"0979c8b2-045c-403f-aafc-7669deafc590","block_type":"box","text":"Trust preferred securities are typically issued with a final maturity date, although some are perpetual in nature.","page_number":94,"box":{"x":101,"y":82,"width":790,"height":12}},{"id":"42b6a8bd-3f11-498b-ba2e-ece5c735a657","block_type":"box","text":"In cer tain instances, a final maturity date may be extended and/or the final payment of principal may be deferred at","page_number":94,"box":{"x":70,"y":98,"width":825,"height":11}},{"id":"e6f37c4c-0b6a-4a46-bfc9-70dc82cd4c81","block_type":"box","text":"the issuer’s option for a specified time without default. No redemption can typically take place unless all cumulative","page_number":94,"box":{"x":68,"y":113,"width":827,"height":11}},{"id":"bb3cec1f-4f3e-4133-a68e-29aa784d1044","block_type":"box","text":"payment obligations have been met, although issuers may be able to engage in open-market repurchases without","page_number":94,"box":{"x":70,"y":128,"width":808,"height":11}},{"id":"0342f721-7ff2-474b-8c43-13ec03fa77c6","block_type":"box","text":"regard to whether all payments have been paid.","page_number":94,"box":{"x":69,"y":143,"width":338,"height":11}},{"id":"c922ab79-ff16-448b-8f44-fb6eafe2cc16","block_type":"box","text":"Many trust preferred securities are issued by trusts or other special purpose entities established by operating","page_number":94,"box":{"x":102,"y":166,"width":784,"height":11}},{"id":"9e7e89c3-70db-44f4-9ef8-90fecf50f2af","block_type":"box","text":"companies and are not a direct obligation of an operating company. At the time the trust or special purpose entity","page_number":94,"box":{"x":69,"y":181,"width":811,"height":11}},{"id":"a9686f07-90d6-4645-a84a-37472c7abb71","block_type":"box","text":"sells such preferred securities to investors, it purchases debt of the operating company (with terms comparable to","page_number":94,"box":{"x":69,"y":196,"width":817,"height":11}},{"id":"7de7843e-1f7c-4604-9bd4-bc688a4fccc7","block_type":"box","text":"those of the trust or special purpose entity securities), which enables the operating company to deduct for tax","page_number":94,"box":{"x":68,"y":211,"width":785,"height":11}},{"id":"b5527d29-35c9-4750-8125-63652e7b13a4","block_type":"box","text":"purposes the interest paid on the debt held by the trust or special purpose entity. The trust or special purpose entity","page_number":94,"box":{"x":70,"y":226,"width":830,"height":11}},{"id":"5b82d90e-1783-4881-aa61-88ca9ff6f594","block_type":"box","text":"is generally required to be treated as transparent for U.S. federal income tax purposes such that the holders of the","page_number":94,"box":{"x":70,"y":241,"width":819,"height":11}},{"id":"25e14151-9793-4386-8efc-1b75b39c317f","block_type":"box","text":"trust preferred securities are treated as owning beneficial interests in the underlying debt of the operating company.","page_number":94,"box":{"x":68,"y":256,"width":827,"height":12}},{"id":"f62431e4-504e-4518-aa29-114c5c87bf96","block_type":"box","text":"Accordingly, payments on the trust preferred securities are treated as interest rather than dividends for U.S. federal","page_number":94,"box":{"x":68,"y":271,"width":824,"height":12}},{"id":"09438f83-4914-4256-ad2d-98747feff5ef","block_type":"box","text":"income tax purposes. The trust or special purpose entity in turn would be a holder of the operating company’s debt","page_number":94,"box":{"x":70,"y":286,"width":819,"height":12}},{"id":"2da0fd64-25f8-4ecf-82b0-87f1c096940e","block_type":"box","text":"and would have priority with respect to the operating company’s earnings and profits over the operating company’s","page_number":94,"box":{"x":69,"y":302,"width":817,"height":11}},{"id":"8b07d213-bcae-4fd7-94c3-27c9a40e2380","block_type":"box","text":"common shareholders, but would typically be subordinated to other classes of the operating company’s debt.","page_number":94,"box":{"x":69,"y":317,"width":778,"height":11}},{"id":"e2a1b9db-f721-4961-9293-753aafaaafb3","block_type":"box","text":"Typically a preferred share has a rating that is slightly below that of its corresponding operating company’s senior","page_number":94,"box":{"x":68,"y":332,"width":811,"height":11}},{"id":"f375db5a-450f-48e4-b93a-bb636bdf9343","block_type":"box","text":"debt securities.","page_number":94,"box":{"x":69,"y":347,"width":109,"height":9}},{"id":"c3ba3ffb-feac-4c75-bff6-8728393cddf2","block_type":"box","text":"Real Estate Investment Trusts (“REITs”).","page_number":94,"box":{"x":102,"y":370,"width":300,"height":11}},{"id":"2fde74e6-0b2a-4b27-baa2-b505ad7bb5fc","block_type":"box","text":"In pursuing its investment strategy, a Fund may invest in shares of","page_number":94,"box":{"x":409,"y":370,"width":473,"height":11}},{"id":"9555c60b-a6d8-49ad-8672-7caddaf50d03","block_type":"box","text":"REITs. REITs possess cer tain risks which differ from an investment in common stocks. REITs are financial vehicles","page_number":94,"box":{"x":70,"y":385,"width":814,"height":11}},{"id":"4bbbd492-71c2-460d-bd94-8e0ccf28c806","block_type":"box","text":"that pool investor’s capital to purchase or finance real estate. REITs may concentrate their investments in specific","page_number":94,"box":{"x":68,"y":400,"width":814,"height":11}},{"id":"8cc8c741-5c5b-47ec-b902-51d0cb33557b","block_type":"box","text":"geographic areas or in specific proper ty types,","page_number":94,"box":{"x":68,"y":415,"width":329,"height":11}},{"id":"2e4d7fe7-1775-4e8e-9f40-7e75376a3e0c","block_type":"box","text":"i.e.","page_number":94,"box":{"x":405,"y":415,"width":20,"height":9}},{"id":"d7af4f3a-1344-4bf1-b0a2-d8be210ee846","block_type":"box","text":", hotels, shopping malls, residential complexes and office","page_number":94,"box":{"x":428,"y":415,"width":411,"height":11}},{"id":"33d85441-e9ba-4f0a-8493-a03f534ef28f","block_type":"box","text":"buildings.","page_number":94,"box":{"x":69,"y":430,"width":66,"height":11}},{"id":"afcf7c4d-c8c5-45c4-bf71-f7f5a96c3621","block_type":"box","text":"REITs are subject to management fees and other expenses, and so a Fund that invests in REITs will bear its","page_number":94,"box":{"x":102,"y":453,"width":768,"height":11}},{"id":"50844bc8-c688-4ee4-a3c0-d70dcff4b354","block_type":"box","text":"propor tionate share of the costs of the REITs’ operations. There are three general categories of REITs: Equity REITs,","page_number":94,"box":{"x":70,"y":468,"width":824,"height":11}},{"id":"2c00a5c4-9ab5-46ec-802c-1b89f43ba16e","block_type":"box","text":"Mor tgage REITs and Hybrid REITs. Equity REITs invest primarily in direct fee ownership or leasehold ownership of real","page_number":94,"box":{"x":70,"y":483,"width":829,"height":11}},{"id":"40c9b936-b52c-4441-9e83-24d461d7b7b5","block_type":"box","text":"proper ty, which derive most of their income from rents. Mor tgage REITs invest mostly in mor tgages on real estate,","page_number":94,"box":{"x":70,"y":498,"width":813,"height":11}},{"id":"0c16515b-5207-46ef-9e3c-a3cc83986b19","block_type":"box","text":"which may secure construction, development or long-term loans; the main source of their income is mor tgage","page_number":94,"box":{"x":68,"y":513,"width":782,"height":12}},{"id":"dde40dc2-9d8c-4ca7-a0cc-9b875c205e67","block_type":"box","text":"interest payments. Hybrid REITs hold both ownership and mor tgage interests in real estate.","page_number":94,"box":{"x":70,"y":529,"width":649,"height":11}},{"id":"aad8553b-a616-413a-91a9-9e03c6da5e8f","block_type":"box","text":"Investing in REITs involves cer tain unique risks in addition to those risks associated with investing in the real","page_number":94,"box":{"x":102,"y":551,"width":776,"height":11}},{"id":"4e299b95-a2c5-4f17-ba77-ca4ce863cabd","block_type":"box","text":"estate industry in general. The market value of REIT shares and the ability of the REITs to distribute income may be","page_number":94,"box":{"x":69,"y":566,"width":822,"height":11}},{"id":"39999de8-96a5-4084-970b-9e9ed0693aaa","block_type":"box","text":"adversely affected by several factors, including rising interest rates, changes in the national, state and local","page_number":94,"box":{"x":69,"y":581,"width":769,"height":12}},{"id":"b0b2b6af-1d51-41fb-ae63-6989c4e8be0f","block_type":"box","text":"economic climate and real estate conditions, occupancy and rental rates, perceptions of prospective tenants of the","page_number":94,"box":{"x":69,"y":596,"width":822,"height":12}},{"id":"b7493921-b81d-4e3d-a463-46a9411e7dea","block_type":"box","text":"safety, convenience and attractiveness of the proper ties, the ability of the owners to provide adequate management,","page_number":94,"box":{"x":69,"y":612,"width":831,"height":11}},{"id":"bda65064-fb15-4bfe-ae9e-3e1d14dcaf56","block_type":"box","text":"maintenance and insurance, the cost of complying with the Americans with Disabilities Act, increased competition","page_number":94,"box":{"x":69,"y":627,"width":810,"height":11}},{"id":"071522f2-aacc-4ce7-9698-6064fdfe4345","block_type":"box","text":"from new proper ties, the impact of present or future environmental legislation and compliance with environmental","page_number":94,"box":{"x":68,"y":642,"width":812,"height":11}},{"id":"7fd9c4aa-0e09-41ce-89e0-1f4bfb4586eb","block_type":"box","text":"laws, failing to maintain their exemptions from registration under the Investment Company Act, changes in real estate","page_number":94,"box":{"x":70,"y":657,"width":838,"height":11}},{"id":"218622c1-6ae5-4667-ba8f-10a337ee7c8a","block_type":"box","text":"taxes and other operating expenses, adverse changes in governmental rules and fiscal policies, adverse changes in","page_number":94,"box":{"x":68,"y":672,"width":826,"height":11}},{"id":"5c47f5a2-2ea4-4686-b135-57208264f655","block_type":"box","text":"zoning laws and other factors beyond the control of the issuers of the REITs. To the extent that assets underlying a","page_number":94,"box":{"x":69,"y":687,"width":817,"height":11}},{"id":"8e6ca90b-2413-437f-a11c-52ac6fa07ff2","block_type":"box","text":"REIT are concentrated geographically, by proper ty type, or in cer tain other respects, these risks may be heightened.","page_number":94,"box":{"x":70,"y":703,"width":822,"height":11}},{"id":"074c0496-0775-4c9c-ada8-547180f19a63","block_type":"box","text":"In addition, distributions received by a Fund from REITs may consist of dividends, capital gains and/or return of","page_number":94,"box":{"x":70,"y":717,"width":792,"height":12}},{"id":"3fb99b60-f894-4e95-969a-0191db941b8e","block_type":"box","text":"capital. As REITs generally pay a higher rate of dividends (on a pre-tax basis) than operating companies, to the extent","page_number":94,"box":{"x":69,"y":732,"width":834,"height":12}},{"id":"cf963fd4-177f-47a3-af19-79702af3a7bf","block_type":"box","text":"application of the Fund’s investment strategy results in the Fund investing in REIT shares, the percentage of the","page_number":94,"box":{"x":69,"y":748,"width":798,"height":11}},{"id":"deae11f6-e1fd-4e1d-a9e1-7c89a3daee99","block_type":"box","text":"Fund’s dividend income received from REIT shares will likely exceed the percentage of the Fund’s por tfolio which is","page_number":94,"box":{"x":70,"y":763,"width":818,"height":11}},{"id":"e8c50975-0a6c-4bcf-9174-8fb70ea308db","block_type":"box","text":"comprised of REIT shares. Ordinary REIT dividends received by the Fund and distributed to the Fund’s shareholders","page_number":94,"box":{"x":69,"y":778,"width":821,"height":11}},{"id":"4c5a6701-465d-4736-94ac-215e8b258d98","block_type":"box","text":"will generally be taxable as ordinary income and will not constitute “qualified dividend income.” However, a non","page_number":94,"box":{"x":68,"y":793,"width":797,"height":11}},{"id":"363c8cef-5d5f-4a75-a1d8-f7d4f64fae3a","block_type":"box","text":"corporate taxpayer who is a direct REIT shareholder may claim a 20% “qualified business income” deduction for","page_number":94,"box":{"x":69,"y":808,"width":798,"height":11}},{"id":"bb3f2568-9ff2-4768-8aee-099bacf259b8","block_type":"box","text":"ordinary REIT dividends, and a regulated investment company may repor t dividends as eligible for this deduction to","page_number":94,"box":{"x":69,"y":823,"width":820,"height":12}},{"id":"3232611a-8f36-48bc-951d-7e99296f5316","block_type":"box","text":"the extent the regulated investment company’s income is derived from ordinary REIT dividends (reduced by allocable","page_number":94,"box":{"x":68,"y":838,"width":831,"height":12}},{"id":"d95a81fa-6c03-4a1d-930b-d710a108d3b2","block_type":"box","text":"regulated investment company expenses). A shareholder may treat the dividends as such provided the regulated","page_number":94,"box":{"x":69,"y":854,"width":801,"height":11}},{"id":"3d81853e-43a6-4f0d-a00c-731a6e31cf4f","block_type":"box","text":"investment company and the shareholder satisfy applicable holding period requirements.","page_number":94,"box":{"x":70,"y":869,"width":631,"height":11}},{"id":"880ad103-22f1-4fd8-a879-433a2b220c90","block_type":"box","text":"REITs (especially mor tgage REITs) are also subject to interest rate risk. Rising interest rates may cause REIT","page_number":94,"box":{"x":102,"y":891,"width":772,"height":12}},{"id":"e3b88038-3b9b-4c99-bce3-527549706b4c","block_type":"box","text":"investors to demand a higher annual yield, which may, in turn, cause a decline in the market price of the equity","page_number":94,"box":{"x":70,"y":906,"width":790,"height":12}},{"id":"b0cab7e4-7304-4346-b023-e61a810d0eb6","block_type":"box","text":"II-66","page_number":94,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"d822af7c-df7a-40dd-a979-5e1d29645f59","block_type":"box","text":"NM1026U-5981080-94/228","page_number":94,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"c00c3f2f-d6a6-4d5b-82ca-94d33c051f64","block_type":"box","text":"securities issued by a REIT. Rising interest rates also generally increase the costs of obtaining financing, which could","page_number":95,"box":{"x":69,"y":45,"width":834,"height":11}},{"id":"de07fbbc-9960-4775-ba72-9d4589d234bf","block_type":"box","text":"cause the value of a Fund’s REIT investments to decline. During periods when interest rates are declining, mor tgages","page_number":95,"box":{"x":69,"y":60,"width":837,"height":11}},{"id":"cc5c5280-5b3a-41fa-8c1d-2ed0d4d5997a","block_type":"box","text":"are often refinanced. Refinancing may reduce the yield on investments in mor tgage REITs. In addition, since REITs","page_number":95,"box":{"x":69,"y":75,"width":812,"height":11}},{"id":"61a6aa0d-7ed9-404e-b009-752133edb911","block_type":"box","text":"depend on payment under their mor tgage loans and leases to generate cash to make distributions to their","page_number":95,"box":{"x":69,"y":90,"width":759,"height":11}},{"id":"cb427fb4-58ef-4220-91be-26adeb020d69","block_type":"box","text":"shareholders, investments in REITs may be adversely affected by defaults on such mor tgage loans or leases.","page_number":95,"box":{"x":69,"y":105,"width":778,"height":11}},{"id":"6bdab10c-7db9-4204-837e-4f91044f2013","block_type":"box","text":"Investing in cer tain REITs, which often have small market capitalizations, may also involve the same risks as","page_number":95,"box":{"x":102,"y":128,"width":773,"height":11}},{"id":"be655a17-04fa-42ec-9ca9-bfd70b362d2d","block_type":"box","text":"investing in other small capitalization companies. REITs may have limited financial resources and their securities may","page_number":95,"box":{"x":70,"y":143,"width":836,"height":11}},{"id":"c91f11d8-c010-42b4-ac54-37b17424c0a3","block_type":"box","text":"trade less frequently and in limited volume and may be subject to more abrupt or erratic price movements than larger","page_number":95,"box":{"x":68,"y":158,"width":839,"height":11}},{"id":"a2d92e17-5292-4e25-8060-818eb1a2559c","block_type":"box","text":"company securities. Historically, small capitalization stocks, such as REITs, have been more volatile in price than the","page_number":95,"box":{"x":69,"y":173,"width":832,"height":11}},{"id":"a783f143-82ae-4d5f-9115-5628c64f0626","block_type":"box","text":"larger capitalization stocks such as those included in the S&P 500 Index. The management of a REIT may be subject","page_number":95,"box":{"x":70,"y":188,"width":832,"height":12}},{"id":"7b163726-bca9-48d8-99a2-f0c22d5aa882","block_type":"box","text":"to conflicts of interest with respect to the operation of the business of the REIT and may be involved in real estate","page_number":95,"box":{"x":68,"y":203,"width":815,"height":12}},{"id":"b325bba9-55ad-44ac-af24-ecfbc8a1ba91","block_type":"box","text":"activities competitive with the REIT. REITs may own proper ties through joint ventures or in other circumstances in","page_number":95,"box":{"x":69,"y":219,"width":804,"height":11}},{"id":"f464edfe-00f9-4211-b60f-9a5a3475e00e","block_type":"box","text":"which the REIT may not have control over its investments. REITs may incur significant amounts of leverage.","page_number":95,"box":{"x":68,"y":234,"width":761,"height":11}},{"id":"0eb96152-f512-405a-99cd-346b325ad574","block_type":"box","text":"Market Risks/Recent Market Events.","page_number":95,"box":{"x":102,"y":256,"width":275,"height":11}},{"id":"ebb45cf5-b494-403d-b922-44efc41b0ce6","block_type":"box","text":"Securities may decline in value due to factors affecting securities","page_number":95,"box":{"x":383,"y":256,"width":466,"height":12}},{"id":"b3906a40-e2eb-4bd2-be48-acf94708f500","block_type":"box","text":"markets generally or par ticular industries represented in the markets. The value of a security may decline due to","page_number":95,"box":{"x":69,"y":271,"width":801,"height":12}},{"id":"aaa91ff2-f87c-44fd-b2af-44ff89fe50a9","block_type":"box","text":"general market conditions, economic trends or events that are not specifically related to a company or to factors that","page_number":95,"box":{"x":68,"y":286,"width":837,"height":12}},{"id":"b5e19db1-dba5-4120-a6cc-b28f7572a5d3","block_type":"box","text":"affect a par ticular industry or industries, or factors that affect a par ticular issuer or issuers, exchange, country,","page_number":95,"box":{"x":69,"y":302,"width":795,"height":11}},{"id":"6161ae85-a427-43b4-8e51-27154058c6b3","block_type":"box","text":"group of countries, region, market, industry, group of industries, sector or asset class. The success of a Fund’s","page_number":95,"box":{"x":68,"y":317,"width":796,"height":11}},{"id":"b0ac3677-13c0-46f7-9824-fa0d60ccbd69","block_type":"box","text":"activities could be affected by interest rates, availability of credit, inflation rates, economic uncer tainty, changes in","page_number":95,"box":{"x":69,"y":332,"width":817,"height":11}},{"id":"119a1a5c-df96-422d-afc5-dd82f2ba7482","block_type":"box","text":"laws, trade barriers, economic sanctions, currency exchange controls, and local, regional or global events such as","page_number":95,"box":{"x":70,"y":347,"width":812,"height":11}},{"id":"df17c7f6-6edb-4637-816d-7aa9852ca32b","block_type":"box","text":"war, acts of terrorism, natural and environmental disasters, the spread of infectious illness or other public health","page_number":95,"box":{"x":68,"y":362,"width":807,"height":11}},{"id":"b401b2b3-ede7-46ac-8410-c8328dfad5fe","block_type":"box","text":"issues, recessions, or other events could have a significant impact on a Fund and its investments. During a general","page_number":95,"box":{"x":70,"y":377,"width":822,"height":12}},{"id":"d68c07ac-1851-4bc3-a17e-39f2ea08fd19","block_type":"box","text":"economic downturn in the securities markets, multiple asset classes may be negatively affected. These factors may","page_number":95,"box":{"x":69,"y":392,"width":828,"height":12}},{"id":"78137d49-03ef-4686-ae1b-4348eedca7ee","block_type":"box","text":"affect the level and volatility of securities prices and the liquidity of a Fund’s investments, which could impair the","page_number":95,"box":{"x":69,"y":407,"width":804,"height":12}},{"id":"3f3c89e5-7b60-4f20-a1fe-6a2c919d62bc","block_type":"box","text":"Fund’s profitability or result in losses. A Fund may maintain substantial trading positions that can be adversely","page_number":95,"box":{"x":70,"y":423,"width":787,"height":11}},{"id":"ef2cd6cd-a002-4bf5-8e0a-13a397e114be","block_type":"box","text":"affected by the level of volatility in the financial markets; the larger the positions, the greater the potential for loss.","page_number":95,"box":{"x":69,"y":438,"width":819,"height":11}},{"id":"eee71a94-809e-4d45-b66a-45f43b595bae","block_type":"box","text":"Unpredictable or unstable market conditions may result in reduced oppor tunities to find suitable investments to","page_number":95,"box":{"x":70,"y":453,"width":796,"height":11}},{"id":"f2f02d53-5a3b-4fe0-9e4f-2efa80a7b193","block_type":"box","text":"deploy capital or make it more difficult to exit and realize value from a Fund’s existing investments. It is impor tant to","page_number":95,"box":{"x":69,"y":468,"width":832,"height":11}},{"id":"5b40b277-4997-425b-942b-6d01bb1a7865","block_type":"box","text":"understand that a Fund can incur material losses even if it reacts quickly to difficult market conditions and there can","page_number":95,"box":{"x":69,"y":483,"width":831,"height":11}},{"id":"ecef2e26-32cf-4119-9cc9-5b9bd3bae99a","block_type":"box","text":"be no assurance that a Fund will not suffer material adverse effects from broad and rapid changes in market","page_number":95,"box":{"x":69,"y":498,"width":776,"height":11}},{"id":"aab3460f-0ff8-4627-873d-7f2bab6a3be6","block_type":"box","text":"conditions.","page_number":95,"box":{"x":69,"y":514,"width":76,"height":8}},{"id":"a7fc0d38-b6f3-4b03-8b34-9380a22890ab","block_type":"box","text":"Periods of unusually high volatility in the financial markets and restrictive credit conditions, sometimes limited to","page_number":95,"box":{"x":102,"y":536,"width":802,"height":11}},{"id":"c3c87a06-98ea-4daf-879c-afe842b92cc7","block_type":"box","text":"a par ticular sector or a geography, can occur. Some countries, including the United States, have adopted and/or are","page_number":95,"box":{"x":69,"y":551,"width":829,"height":11}},{"id":"75ca3b8e-33ca-4ad7-a9f3-72c18fe906be","block_type":"box","text":"considering the adoption of more protectionist trade policies, a move away from the tighter financial industry","page_number":95,"box":{"x":69,"y":566,"width":775,"height":11}},{"id":"7468c4fb-fc29-4698-ae67-697f4ff7f613","block_type":"box","text":"regulations that followed the financial crisis of 2008, and/or substantially reducing corporate taxes. The exact shape","page_number":95,"box":{"x":69,"y":581,"width":833,"height":12}},{"id":"f4f6f033-9f40-45ea-9346-2d833b048496","block_type":"box","text":"of these policies is still being considered, but the equity and debt markets may react strongly to expectations of","page_number":95,"box":{"x":69,"y":596,"width":799,"height":12}},{"id":"492e2a3f-bef3-4f28-b44b-4ae7dd64e4d7","block_type":"box","text":"change, which could increase volatility, especially if the market’s expectations are not borne out. A rise in","page_number":95,"box":{"x":69,"y":612,"width":751,"height":11}},{"id":"c8aeea1d-a9c0-4c0a-b924-a5bea7743ffd","block_type":"box","text":"protectionist trade policies, and the possibility of changes to some international trade agreements, could affect the","page_number":95,"box":{"x":70,"y":627,"width":822,"height":11}},{"id":"f2720fe3-1792-46c1-ab26-3b9fa78997f5","block_type":"box","text":"economies of many nations in ways that cannot necessarily be foreseen at the present time. In addition, geopolitical","page_number":95,"box":{"x":69,"y":642,"width":831,"height":11}},{"id":"bb0d4b21-1b57-45ec-b4d5-ccb3d8b68e7a","block_type":"box","text":"and other risks, including environmental and public health, may add to instability in world economies and markets","page_number":95,"box":{"x":69,"y":657,"width":810,"height":11}},{"id":"b4baf1fb-decf-4624-993a-003bf2352893","block_type":"box","text":"generally. Economies and financial markets throughout the world are increasingly interconnected. As a result, whether","page_number":95,"box":{"x":68,"y":672,"width":841,"height":11}},{"id":"c3a948f0-e70a-4d3a-b28f-6f8571021e30","block_type":"box","text":"or not a Fund invests in securities of issuers located in or with significant exposure to countries experiencing","page_number":95,"box":{"x":69,"y":687,"width":775,"height":11}},{"id":"68ebe4b8-faac-47ee-8e32-7c77b56c1ca6","block_type":"box","text":"economic, political and/or financial difficulties, the value and liquidity of the Fund’s investments may be negatively","page_number":95,"box":{"x":69,"y":702,"width":818,"height":12}},{"id":"923242da-581a-43d3-b583-fc498a56a018","block_type":"box","text":"affected by such events.","page_number":95,"box":{"x":69,"y":717,"width":173,"height":12}},{"id":"112eabac-bda7-4183-b219-b024a42c0dce","block_type":"box","text":"Governments and regulators may take actions that affect the regulation of the Fund or the instruments in which","page_number":95,"box":{"x":102,"y":740,"width":795,"height":11}},{"id":"72271f4b-ad4c-4fa3-9319-787dcaf5d264","block_type":"box","text":"the Fund invests, or the issuers of such instruments, in ways that are unforeseeable. Future legislation or regulation","page_number":95,"box":{"x":68,"y":755,"width":830,"height":11}},{"id":"f4d7a701-c954-419e-a887-b1c120c45774","block_type":"box","text":"or other governmental actions could limit or preclude the Fund’s abilities to achieve its investment objectives or","page_number":95,"box":{"x":69,"y":771,"width":796,"height":11}},{"id":"f2ac9a94-be03-4faa-b642-929bbc8fb642","block_type":"box","text":"otherwise adversely impact an investment in the Fund. Recent policy initiatives under taken by the U.S. government","page_number":95,"box":{"x":69,"y":786,"width":820,"height":11}},{"id":"7e9ada4c-7246-496b-bff6-9a6ca44c7c73","block_type":"box","text":"have the potential to impact international relations, trade agreements and the overall regulatory environment in ways","page_number":95,"box":{"x":69,"y":801,"width":833,"height":11}},{"id":"f38dbd1d-909b-49b6-9f0e-c95f5653b3fa","block_type":"box","text":"that could create uncer tainty and instability in domestic and global markets and could adversely affect the","page_number":95,"box":{"x":68,"y":816,"width":759,"height":11}},{"id":"241850d4-ef8a-4426-be0f-b7bcfb143819","block_type":"box","text":"investment per formance of the Fund. In par ticular, actions taken by the U.S. government in respect of international","page_number":95,"box":{"x":70,"y":831,"width":819,"height":11}},{"id":"958a6f98-e44a-455c-9a1c-01cd71cb1e8e","block_type":"box","text":"trade relations could lead to trade wars, increased costs for impor ted goods, disruptions in supply chains, reduced","page_number":95,"box":{"x":68,"y":846,"width":821,"height":11}},{"id":"e7848bd4-365b-4469-bcea-201d46d8f57b","block_type":"box","text":"foreign investment, and instability in regions where the Fund invests. Political and diplomatic events within the United","page_number":95,"box":{"x":68,"y":861,"width":837,"height":11}},{"id":"85fc76a6-7c4f-4e4d-a16c-a5bb83b62a41","block_type":"box","text":"States, including a contentious domestic political environment, changes in political par ty control of one or more","page_number":95,"box":{"x":69,"y":876,"width":795,"height":11}},{"id":"a6e7a1d9-3925-4647-983c-bef7c18f8685","block_type":"box","text":"branches of the U.S. Government, the U.S. Government’s inability at times to agree on a long-term budget and deficit","page_number":95,"box":{"x":69,"y":891,"width":836,"height":12}},{"id":"2c5fccbb-6ff3-4d1b-8205-6f30c7b6615e","block_type":"box","text":"reduction plan, the threat of a U.S. Government shutdown, and disagreements over, or threats not to increase, the","page_number":95,"box":{"x":69,"y":906,"width":817,"height":12}},{"id":"aa4ef9dd-6d87-4f95-bc99-53189e84c355","block_type":"box","text":"II-67","page_number":95,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"4e19e2d1-09d7-4f72-871b-452168b922eb","block_type":"box","text":"NM1026U-5981080-95/228","page_number":95,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"1a30ebb9-d50d-448c-89ab-62f5b2d2c5c9","block_type":"box","text":"U.S. Government’s borrowing limit (or “debt ceiling”), as well as political and diplomatic events abroad, may affect","page_number":96,"box":{"x":70,"y":45,"width":816,"height":11}},{"id":"101afa41-b5e9-4531-8826-a9bf6e136fb1","block_type":"box","text":"investor and consumer confidence and may adversely impact financial markets and the broader economy, perhaps","page_number":96,"box":{"x":70,"y":60,"width":813,"height":11}},{"id":"19d9d93e-d27f-4cb5-9daf-af27354f18a0","block_type":"box","text":"suddenly and to a significant degree. A downgrade of the ratings of U.S. Government debt obligations, or concerns","page_number":96,"box":{"x":69,"y":75,"width":815,"height":11}},{"id":"88066573-b2b8-45a6-ba33-525eb204bd83","block_type":"box","text":"about the U.S. Government’s credit quality in general, could have a substantial negative effect on the U.S. and global","page_number":96,"box":{"x":69,"y":90,"width":836,"height":11}},{"id":"f9899a79-66e4-4476-8bfe-6383f98efe40","block_type":"box","text":"economies. For example, concerns about the U.S. Government’s credit quality may cause increased volatility in the","page_number":96,"box":{"x":69,"y":105,"width":820,"height":11}},{"id":"e034a915-3d3b-4a27-b412-1f4acfd933b0","block_type":"box","text":"stock and bond markets, higher interest rates, reduced prices and liquidity of U.S. Treasury securities, and/or","page_number":96,"box":{"x":69,"y":120,"width":785,"height":12}},{"id":"82586f45-f4a3-46f1-9784-dd796e06fa16","block_type":"box","text":"increased costs of various kinds of debt. Moreover, although the U.S. Government has honored its credit obligations,","page_number":96,"box":{"x":70,"y":135,"width":832,"height":12}},{"id":"c87f870c-11ae-4c8a-8c82-c2618487abf3","block_type":"box","text":"there remains a possibility that the United States could default on its obligations. The consequences of such an","page_number":96,"box":{"x":68,"y":150,"width":799,"height":12}},{"id":"7fa35267-6ad4-48e0-91e9-94cc4bd45a12","block_type":"box","text":"unprecedented event are impossible to predict, but it is likely that a default by the United States would be highly","page_number":96,"box":{"x":69,"y":166,"width":802,"height":11}},{"id":"8da0f460-c1ef-4d05-9bcd-ea45f1edd40b","block_type":"box","text":"disruptive to the U.S. and global securities markets and could significantly impair the value of the Fund’s","page_number":96,"box":{"x":69,"y":181,"width":746,"height":11}},{"id":"5eba71a5-9aac-4c07-8d08-992d4a23a6ee","block_type":"box","text":"investments.","page_number":96,"box":{"x":70,"y":196,"width":89,"height":9}},{"id":"3c1bcae8-c3be-4c9b-87fb-d495d3b9b160","block_type":"box","text":"The COVID-19 pandemic resulted in significant market volatility, exchange suspensions and closures, declines in","page_number":96,"box":{"x":101,"y":218,"width":802,"height":12}},{"id":"7270593c-f20f-40e1-b11a-3d6b78cdbc67","block_type":"box","text":"global financial markets, higher default rates, supply chain disruptions, and a substantial economic downturn in","page_number":96,"box":{"x":68,"y":234,"width":796,"height":11}},{"id":"171571c6-f440-46ef-ae36-900bda585cdd","block_type":"box","text":"economies throughout the world. The impact of this coronavirus, and other epidemics and pandemics that may arise","page_number":96,"box":{"x":69,"y":249,"width":830,"height":11}},{"id":"56d5d2ae-9a71-4e25-afa2-ce621dc6679d","block_type":"box","text":"in the future, could affect the economies of many nations, individual companies and the market in general in ways","page_number":96,"box":{"x":70,"y":264,"width":813,"height":11}},{"id":"a4bbbcc5-e904-4080-b406-71df1082f434","block_type":"box","text":"that cannot necessarily be foreseen at the present time. These health crises may be shor t term or long term, and","page_number":96,"box":{"x":68,"y":279,"width":812,"height":11}},{"id":"14c76ee8-ac17-457f-93f1-6461a73bd860","block_type":"box","text":"may exacerbate other pre-existing political, social and economic risks, disrupt normal market conditions and","page_number":96,"box":{"x":69,"y":294,"width":771,"height":11}},{"id":"0dca9a9b-a239-4030-a1f5-365df7621c9a","block_type":"box","text":"operations, and negatively impact per formance. In addition, the impact of infectious diseases in emerging developing","page_number":96,"box":{"x":69,"y":309,"width":837,"height":11}},{"id":"fa6d2994-9951-4f63-bc4b-79fabfd7d1f7","block_type":"box","text":"or emerging market countries may be greater due to less established health care systems.","page_number":96,"box":{"x":69,"y":325,"width":646,"height":11}},{"id":"5c865018-3951-486d-b823-594e3a48dfaf","block_type":"box","text":"Legal and Regulatory Risks.","page_number":96,"box":{"x":102,"y":347,"width":197,"height":11}},{"id":"05b34ff7-3b70-4278-9e2b-6e4cc56561fa","block_type":"box","text":"The Manager is par t of a larger firm with multiple business lines active in multiple","page_number":96,"box":{"x":305,"y":347,"width":583,"height":11}},{"id":"cc9cfbf4-cce4-458a-b99c-9c8fe0ceb9f1","block_type":"box","text":"jurisdictions that are governed by a multitude of legal systems and regulatory regimes, some of which are new and","page_number":96,"box":{"x":67,"y":362,"width":819,"height":11}},{"id":"1de27d9f-9cd8-4912-ae77-5c581acb10a1","block_type":"box","text":"evolving. As a result, the Funds and the Manager and its affiliates are subject to extensive and sophisticated legal,","page_number":96,"box":{"x":69,"y":377,"width":820,"height":12}},{"id":"bedab451-ba78-4096-bbb3-763ba8fe1203","block_type":"box","text":"tax and regulatory risks, including changing laws and regulations, developing interpretations of such laws and","page_number":96,"box":{"x":68,"y":392,"width":781,"height":12}},{"id":"f95b52e1-7936-41f9-b5b7-a4ab2b93f68a","block_type":"box","text":"regulations, as well as existing laws, and increased scrutiny by regulators and law enforcement authorities.","page_number":96,"box":{"x":69,"y":407,"width":763,"height":12}},{"id":"31786b74-0acd-443d-9bc2-7f7f7f2197d4","block_type":"box","text":"Unexpected economic, political, regulatory and diplomatic events within the United States and abroad can trigger new","page_number":96,"box":{"x":70,"y":423,"width":838,"height":11}},{"id":"14ff234a-d7bc-4f97-8801-689e47ad26ad","block_type":"box","text":"and complex regulations that the Manager and/or the Funds may need to comply with. The implementation of","page_number":96,"box":{"x":69,"y":438,"width":781,"height":11}},{"id":"a5f11946-2d2c-421c-89d6-4187e1a7182c","block_type":"box","text":"changes to comply with current and/or new regulations applicable to the Funds and/or the Manager could have a","page_number":96,"box":{"x":69,"y":453,"width":807,"height":11}},{"id":"977b4117-59f3-4ea8-a68c-d60642d5fe8d","block_type":"box","text":"material adverse effect on the Funds (including by imposing material costs on the Funds, reducing profit margins,","page_number":96,"box":{"x":69,"y":468,"width":807,"height":11}},{"id":"315d04b5-22ee-439c-8d8c-01d357c9aff1","block_type":"box","text":"reducing investment oppor tunities or by otherwise restricting the Funds and/or the Manager).","page_number":96,"box":{"x":69,"y":483,"width":666,"height":11}},{"id":"99043ac5-c39c-4426-b44d-414f309bc5b4","block_type":"box","text":"Tariff and Trade Policy Risks.","page_number":96,"box":{"x":103,"y":506,"width":202,"height":11}},{"id":"0d5e3338-cf2e-4448-9355-b2bd1c053e47","block_type":"box","text":"Some countries, including the U.S., have adopted more protectionist trade policies.","page_number":96,"box":{"x":312,"y":506,"width":593,"height":11}},{"id":"99efe504-fce9-465c-a94a-87304cf3141d","block_type":"box","text":"The U.S. government recently altered its approach to international trade policy, resulting in significant impacts on","page_number":96,"box":{"x":68,"y":521,"width":806,"height":11}},{"id":"b4d87f50-ac84-466b-a10c-cf31089f5784","block_type":"box","text":"international trade relations, cer tain tax and immigration policies, and other aspects of the national and international","page_number":96,"box":{"x":70,"y":536,"width":833,"height":11}},{"id":"7d7e13fc-546b-4d0b-a8b7-bac780aa81bc","block_type":"box","text":"political and financial landscape. The rise in protectionist trade policies, slowing economic growth, changes to some","page_number":96,"box":{"x":70,"y":551,"width":827,"height":11}},{"id":"b7a0ff37-08ce-446f-8165-172f4231f06b","block_type":"box","text":"major international trade agreements, risks associated with trade agreements between the U.S. and the European","page_number":96,"box":{"x":69,"y":566,"width":814,"height":11}},{"id":"49402aad-3266-4eb2-8133-b115b9c4fa77","block_type":"box","text":"Union, and the risks associated with trade negotiations between the U.S. and China, could affect the economies of","page_number":96,"box":{"x":70,"y":581,"width":821,"height":12}},{"id":"d84764e1-9285-46bd-ad34-16da3a3ca518","block_type":"box","text":"many nations in ways that cannot necessarily be foreseen at the present time.","page_number":96,"box":{"x":69,"y":596,"width":559,"height":12}},{"id":"eacc83ab-83b6-4d53-ade8-cb3785a7dc3c","block_type":"box","text":"Global trade disruption, significant introductions of trade barriers, and bilateral trade frictions, together with any","page_number":96,"box":{"x":102,"y":619,"width":796,"height":11}},{"id":"7e902efb-ea9d-408f-b4f1-a7a0da643e56","block_type":"box","text":"future downturns in the global economy resulting therefrom, could adversely affect the financial per formance of a","page_number":96,"box":{"x":68,"y":634,"width":809,"height":12}},{"id":"a40e4652-4363-489a-913e-3a091efa0023","block_type":"box","text":"Fund and its investments. Trade policy may be an ongoing source of instability, potentially resulting in significant","page_number":96,"box":{"x":70,"y":649,"width":799,"height":12}},{"id":"7a52ab31-f6fa-45d9-aefa-2f3ceec7ffda","block_type":"box","text":"currency fluctuations and/or having other adverse effects on international markets, international trade agreements,","page_number":96,"box":{"x":69,"y":664,"width":823,"height":12}},{"id":"458454e5-51f5-413b-833e-c5bfdeec888c","block_type":"box","text":"and/or other existing cross-border cooperation arrangements (whether economic, tax, fiscal, legal, regulatory, or","page_number":96,"box":{"x":69,"y":680,"width":801,"height":11}},{"id":"a79237b4-40aa-48d0-9bcd-c8f204b1d3bb","block_type":"box","text":"otherwise). To the extent trade disputes escalate globally, there could be additional significant impacts on the","page_number":96,"box":{"x":69,"y":695,"width":783,"height":11}},{"id":"d76c1732-9560-4102-a15f-6ab350d8429c","block_type":"box","text":"sectors or industries in which a Fund invests and other adverse impacts on a Fund’s overall per formance.","page_number":96,"box":{"x":69,"y":710,"width":753,"height":11}},{"id":"162ca157-6958-44f5-b8b8-ee5768f7b91b","block_type":"box","text":"Geographic Risks","page_number":96,"box":{"x":102,"y":733,"width":123,"height":11}},{"id":"b661ee53-0f5a-48e7-aa43-4e07d03db22b","block_type":"box","text":". Some of the companies in which the Fund invests may be located in, or otherwise connected","page_number":96,"box":{"x":226,"y":732,"width":671,"height":12}},{"id":"a832a04a-8a28-415d-a067-04e41c4ddd0d","block_type":"box","text":"to, par ts of the world affected by natural disasters such as severe heat, ear thquakes, tornadoes, volcanic eruptions,","page_number":96,"box":{"x":68,"y":748,"width":835,"height":11}},{"id":"9bbd80eb-320b-4ad4-81ad-acf419d041ad","block_type":"box","text":"wildfires, droughts, floods, hurricanes or tsunamis, and are economically sensitive to environmental events. In","page_number":96,"box":{"x":68,"y":763,"width":787,"height":11}},{"id":"74354db6-9fea-4110-b31a-6675599406ff","block_type":"box","text":"addition, issuers may be impacted by security concerns with respect to a country or region, such as war and other","page_number":96,"box":{"x":69,"y":778,"width":814,"height":11}},{"id":"2592ac20-04a8-45cf-a501-fde26d17826f","block_type":"box","text":"types of conflict, terrorism, strained international relations and territorial disputes. Any of these events may adversely","page_number":96,"box":{"x":68,"y":793,"width":840,"height":11}},{"id":"f51aa712-3f3a-4d49-a93f-9e4c23737023","block_type":"box","text":"affect the issuers, markets and economies to which a Fund is exposed, which may adversely affect the value of the","page_number":96,"box":{"x":69,"y":808,"width":824,"height":11}},{"id":"b8330a91-21af-4aba-a639-1acb54e10991","block_type":"box","text":"Fund.","page_number":96,"box":{"x":70,"y":823,"width":36,"height":9}},{"id":"ee18f039-5337-44e7-8bf0-4ac3c50d266f","block_type":"box","text":"Reference Rate Replacement Risk.","page_number":96,"box":{"x":102,"y":846,"width":255,"height":11}},{"id":"bb8fb377-49d6-48c1-a2c6-97f50b0a9a7d","block_type":"box","text":"A Fund’s investments, payment obligations and financing terms may be","page_number":96,"box":{"x":363,"y":846,"width":508,"height":11}},{"id":"c865f3d7-3630-4df5-aa24-80f8f4e63f1b","block_type":"box","text":"based on floating rates, such as the Secured Overnight Financing Rate (“SOFR”), Sterling Overnight Interbank Average","page_number":96,"box":{"x":69,"y":861,"width":839,"height":11}},{"id":"9690547c-0899-4dfe-9b40-65e8604b36bf","block_type":"box","text":"Rate (“SONIA”), and other similar types of reference rates (“Reference Rates”). The elimination of a Reference Rate","page_number":96,"box":{"x":70,"y":876,"width":825,"height":11}},{"id":"f9673f12-29d8-45d1-982a-ba3d073e7193","block_type":"box","text":"or any other changes or reforms to the determination or supervision of a Reference Rate could have an adverse","page_number":96,"box":{"x":69,"y":891,"width":797,"height":12}},{"id":"24ef8c7d-19d7-45f4-9fb1-bcabb74eb973","block_type":"box","text":"impact on the market for, or value of, any instruments (including debt instruments and cer tain derivative instruments)","page_number":96,"box":{"x":70,"y":906,"width":837,"height":12}},{"id":"1bfc4abe-e0a6-477c-ad9d-f348bf9632bb","block_type":"box","text":"II-68","page_number":96,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"3ff0b670-4c45-412f-9762-82a4902f3679","block_type":"box","text":"NM1026U-5981080-96/228","page_number":96,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"37ebe693-78bf-4dc4-9382-9424352528bf","block_type":"box","text":"or payments linked to those Reference Rates. In addition, any substitute Reference Rate and any pricing adjustments","page_number":97,"box":{"x":69,"y":45,"width":837,"height":11}},{"id":"9ac247f0-26fb-4eac-8115-dc0f97661d13","block_type":"box","text":"imposed by a regulator or by counterpar ties or otherwise may adversely affect a Fund’s per formance and/or net","page_number":97,"box":{"x":70,"y":60,"width":800,"height":11}},{"id":"1b640bf8-624e-4231-a079-ed40e5a90b0e","block_type":"box","text":"asset value. The London Interbank Offered Rate (“LIBOR”) had historically been used extensively in the U.S. and","page_number":97,"box":{"x":69,"y":75,"width":800,"height":11}},{"id":"e3c71d9f-6b14-440b-b6ce-49ab87386179","block_type":"box","text":"globally as a “benchmark” or “reference rate” for various commercial and financial contracts, including corporate and","page_number":97,"box":{"x":68,"y":90,"width":836,"height":11}},{"id":"a2a5df2e-1fa8-44af-92e8-44a9f08e1086","block_type":"box","text":"municipal bonds, bank loans, asset-backed and mor tgage-related securities, interest rate swaps and other","page_number":97,"box":{"x":69,"y":105,"width":761,"height":11}},{"id":"434aefb7-7ada-4ce2-936e-3511459c15bb","block_type":"box","text":"derivatives. Instruments in which a Fund may have historically paid interest at floating rates based on LIBOR or may","page_number":97,"box":{"x":69,"y":120,"width":824,"height":12}},{"id":"fc6c2758-c0ab-4e21-ba76-2c0aa218f00b","block_type":"box","text":"have been subject to interest caps or floors based on LIBOR. The Funds and issuers of instruments in which a Fund","page_number":97,"box":{"x":69,"y":135,"width":825,"height":11}},{"id":"1d0b25b5-f994-4128-a613-dc614194e09d","block_type":"box","text":"invests may have also historically obtained financing at floating rates based on LIBOR. In connection with the global","page_number":97,"box":{"x":70,"y":150,"width":822,"height":12}},{"id":"f691a093-56d0-45b5-8798-40b426cb93da","block_type":"box","text":"transition away from LIBOR led by regulators and market par ticipants as a result of benchmark reforms, LIBOR was","page_number":97,"box":{"x":68,"y":166,"width":822,"height":11}},{"id":"99f7c182-d780-4a77-a61d-1f989f71de69","block_type":"box","text":"last published on a representative basis at the end of June 2023. Alternative Reference Rates to LIBOR have been","page_number":97,"box":{"x":70,"y":181,"width":817,"height":11}},{"id":"f744a9f4-85f6-44b5-a51d-387151c65a6a","block_type":"box","text":"established in most major currencies and markets in these alternative rates are continuing to develop (","page_number":97,"box":{"x":69,"y":196,"width":736,"height":11}},{"id":"0d9bf11f-2299-4cc9-bf62-facea3e04ebf","block_type":"box","text":"e.g.","page_number":97,"box":{"x":807,"y":197,"width":25,"height":10}},{"id":"5cb13e42-554b-4fb3-b592-353e8cb294ed","block_type":"box","text":", SOFR for","page_number":97,"box":{"x":835,"y":196,"width":70,"height":10}},{"id":"d33836a3-1cb8-400a-8e72-7b89a61a6538","block_type":"box","text":"USD-LIBOR and SONIA for GBP-LIBOR). While the transition from LIBOR has gone relatively smoothly, residual risks","page_number":97,"box":{"x":70,"y":211,"width":814,"height":11}},{"id":"c88ac8f6-bb0c-4c77-b75e-8860ccb3e690","block_type":"box","text":"associated with the transition may remain that may impact markets or par ticular investments and, as such, the full","page_number":97,"box":{"x":69,"y":226,"width":820,"height":11}},{"id":"6e819b32-973c-4d7b-af1c-1e0d3c31df48","block_type":"box","text":"impact of the transition on the Funds or the financial instruments in which the Funds invest cannot yet be fully","page_number":97,"box":{"x":70,"y":241,"width":784,"height":11}},{"id":"9387c549-99f8-4c29-b602-5d45037236ef","block_type":"box","text":"determined.","page_number":97,"box":{"x":69,"y":257,"width":84,"height":8}},{"id":"e82e1414-ebad-4e9a-b95d-211ef86278dc","block_type":"box","text":"SOFR is intended to be a broad measure of the cost of borrowing funds overnight in transactions that are","page_number":97,"box":{"x":102,"y":279,"width":750,"height":11}},{"id":"a8a0dfc1-1e3b-47a0-81cd-f27dd45a0225","block_type":"box","text":"collateralized by U.S. Treasury securities. SOFR is calculated based on transaction-level repo data collected from","page_number":97,"box":{"x":69,"y":294,"width":803,"height":11}},{"id":"39c6d87e-b51c-4548-b49d-a72b65f5da64","block_type":"box","text":"various sources. For each trading day, SOFR is calculated as a volume-weighted median rate derived from such data.","page_number":97,"box":{"x":68,"y":309,"width":831,"height":11}},{"id":"ab67d968-5a26-474e-81f1-2c4c26ff86a7","block_type":"box","text":"Because SOFR is a financing rate based on overnight secured funding transactions, it differs fundamentally from","page_number":97,"box":{"x":70,"y":324,"width":801,"height":12}},{"id":"4391aa9c-6491-46ea-9076-341f75362748","block_type":"box","text":"LIBOR. LIBOR is intended to be an unsecured rate that represents interbank funding costs for different shor t-term","page_number":97,"box":{"x":70,"y":339,"width":810,"height":12}},{"id":"9b4b4cfa-4cda-403c-9306-030793855fc4","block_type":"box","text":"maturities or tenors. It is a forward-looking rate reflecting expectations regarding interest rates for the applicable","page_number":97,"box":{"x":69,"y":355,"width":803,"height":11}},{"id":"1e751696-2d21-4e92-8ff7-c1340fe5f265","block_type":"box","text":"tenor. Thus, LIBOR is intended to be sensitive, in cer tain respects, to bank credit risk and to term interest rate risk.","page_number":97,"box":{"x":68,"y":370,"width":825,"height":11}},{"id":"9424fd3e-8fc9-41a1-8f19-01be71924040","block_type":"box","text":"In contrast, SOFR is a secured overnight rate reflecting the credit of U.S. Treasury securities as collateral. Thus, it is","page_number":97,"box":{"x":70,"y":385,"width":828,"height":11}},{"id":"6e4f73dd-e919-4093-b3c7-da3a49afc00c","block_type":"box","text":"largely insensitive to credit-risk considerations and to shor t-term interest rate risks. SOFR is a transaction-based rate,","page_number":97,"box":{"x":70,"y":400,"width":838,"height":11}},{"id":"7f835361-790e-4bb0-bd1d-5a1749c25933","block_type":"box","text":"and it has been more volatile than other benchmark or market rates, such as three-month LIBOR, during cer tain","page_number":97,"box":{"x":69,"y":415,"width":796,"height":11}},{"id":"ac989a59-ab32-457d-9139-1f07a76a75f8","block_type":"box","text":"periods. For these reasons, among others, there is no assurance that SOFR, or rates derived from SOFR, will per form","page_number":97,"box":{"x":70,"y":430,"width":836,"height":11}},{"id":"b7c051a8-f4c4-4d1a-bc80-4add22ac8d9d","block_type":"box","text":"in the same or similar way as LIBOR would have per formed at any time, and there is no assurance that SOFR-based","page_number":97,"box":{"x":70,"y":445,"width":824,"height":11}},{"id":"32211cf0-b7af-48db-928e-52f8ae4c88ce","block_type":"box","text":"rates will be a suitable substitute for LIBOR. SOFR has a relatively limited history, having been first published in April","page_number":97,"box":{"x":69,"y":460,"width":830,"height":12}},{"id":"42e1e2a3-9615-42f3-a602-01a1ce8b7535","block_type":"box","text":"2018. The future per formance of SOFR, and SOFR-based Reference Rates, cannot be predicted based on SOFR’s","page_number":97,"box":{"x":69,"y":475,"width":809,"height":11}},{"id":"56a330c2-12c0-4620-aff4-3ee7f8bcf6ff","block_type":"box","text":"history or otherwise. Levels of SOFR in the future may bear little or no relation to historical levels of SOFR, LIBOR or","page_number":97,"box":{"x":69,"y":491,"width":827,"height":11}},{"id":"c274ef02-7c7b-4178-b68b-b2b1c151b1bb","block_type":"box","text":"other rates. There can also be no assurance that SOFR will not be discontinued or fundamentally altered in a manner","page_number":97,"box":{"x":69,"y":506,"width":835,"height":11}},{"id":"401c9bf0-9a23-4636-9d59-0c3acdf4b955","block_type":"box","text":"that is materially adverse to the interests of the Fund.","page_number":97,"box":{"x":68,"y":521,"width":384,"height":11}},{"id":"f2d9eb02-e615-4247-985f-7c2048f9b4cd","block_type":"box","text":"In addition, interest rates or other types of rates and indices which are classified as “benchmarks” have been","page_number":97,"box":{"x":102,"y":543,"width":782,"height":12}},{"id":"346fd037-3b90-4b4a-8189-03a4bc2211da","block_type":"box","text":"the subject of ongoing national and international regulatory reform, including under the European Union (“EU”)","page_number":97,"box":{"x":68,"y":559,"width":786,"height":11}},{"id":"144934bc-638b-41c6-ad78-294ba2fe110d","block_type":"box","text":"regulation on indices used as benchmarks in financial instruments and financial contracts (known as the","page_number":97,"box":{"x":69,"y":574,"width":746,"height":11}},{"id":"edcfe25e-c455-497d-aaa1-d1ee8abb15d5","block_type":"box","text":"“Benchmarks Regulation”). The Benchmarks Regulation has been enacted into United Kingdom (“UK”) law by vir tue","page_number":97,"box":{"x":70,"y":589,"width":822,"height":11}},{"id":"c8cfe199-fd9a-4b92-92b1-d94a16d16f65","block_type":"box","text":"of the EU (Withdrawal) Act 2018 (as amended), subject to amendments made by the Benchmarks (Amendment and","page_number":97,"box":{"x":69,"y":604,"width":821,"height":11}},{"id":"bdc90415-c7ee-4118-873a-b4071ff242d1","block_type":"box","text":"Transitional Provision) (EU Exit) Regulations 2019 (SI 2019/657) and other statutory instruments. Following the","page_number":97,"box":{"x":68,"y":619,"width":799,"height":11}},{"id":"7f2715fb-c13a-4507-ba33-fb185dadf6ea","block_type":"box","text":"implementation of these reforms, the manner of administration of benchmarks has changed and may fur ther change","page_number":97,"box":{"x":70,"y":634,"width":830,"height":12}},{"id":"5ca9478f-e533-4922-b51c-50af6efe3c13","block_type":"box","text":"in the future, with the result that relevant benchmarks may per form differently than in the past, the use of","page_number":97,"box":{"x":70,"y":649,"width":757,"height":12}},{"id":"71c5aea1-f36d-43d6-9335-f7615303a61f","block_type":"box","text":"benchmarks that are not compliant with the new standards by cer tain supervised entities may be restricted, and","page_number":97,"box":{"x":69,"y":665,"width":802,"height":11}},{"id":"8ceaf310-41e7-4df6-91c8-7a5432158b64","block_type":"box","text":"cer tain benchmarks may be eliminated entirely. Such changes could cause increased market volatility and disruptions","page_number":97,"box":{"x":69,"y":680,"width":840,"height":11}},{"id":"9e6fa406-75a9-41bf-9142-4f6ad48ea9bb","block_type":"box","text":"in liquidity for instruments that rely on or are impacted by such benchmarks. Additionally, there could be other","page_number":97,"box":{"x":70,"y":695,"width":782,"height":11}},{"id":"454519bd-4c2c-49e0-9bb1-04fe076d1ef5","block_type":"box","text":"consequences which cannot be predicted.","page_number":97,"box":{"x":69,"y":710,"width":298,"height":11}},{"id":"3860d97c-a0a4-4c7f-bfe6-3cf42c08df41","block_type":"box","text":"Repurchase Agreements and Purchase and Sale Contracts.","page_number":97,"box":{"x":102,"y":733,"width":432,"height":11}},{"id":"585ff7ea-61d5-480b-ad0f-8f3988030c37","block_type":"box","text":"Under repurchase agreements and purchase and","page_number":97,"box":{"x":541,"y":733,"width":347,"height":11}},{"id":"03904b0e-bfc0-4d38-862a-d399fa1290a6","block_type":"box","text":"sale contracts, the other par ty agrees, upon entering into the contract with a Fund, to repurchase a security sold to","page_number":97,"box":{"x":69,"y":748,"width":821,"height":11}},{"id":"329ff8db-ffd6-4e3e-ac37-63ac946f10f6","block_type":"box","text":"the Fund at a mutually agreed-upon time and price in a specified currency, thereby determining the yield during the","page_number":97,"box":{"x":68,"y":763,"width":815,"height":11}},{"id":"5a910fd8-3975-49f5-8e01-8a250bee3a01","block_type":"box","text":"term of the agreement.","page_number":97,"box":{"x":68,"y":778,"width":164,"height":11}},{"id":"3269e9a1-ce3f-4ea9-8196-25c042cff1e9","block_type":"box","text":"A purchase and sale contract differs from a repurchase agreement in that the contract arrangements stipulate","page_number":97,"box":{"x":101,"y":801,"width":788,"height":11}},{"id":"18c40bae-a83f-429c-810c-02b06e66819e","block_type":"box","text":"that securities are owned by the Fund and the purchaser receives any interest on the security paid during the period.","page_number":97,"box":{"x":68,"y":816,"width":831,"height":11}},{"id":"a3d55aa6-1450-4668-aaf3-37f6f29e7f63","block_type":"box","text":"In the case of repurchase agreements, the prices at which the trades are conducted do not reflect accrued interest","page_number":97,"box":{"x":70,"y":831,"width":821,"height":11}},{"id":"be7473b6-fae9-42cd-8302-cfe38840abf5","block_type":"box","text":"on the underlying obligation; whereas, in the case of purchase and sale contracts, the prices take into account","page_number":97,"box":{"x":69,"y":846,"width":790,"height":11}},{"id":"9d1acc24-f6e3-46c8-81d7-3df455c7c8d3","block_type":"box","text":"accrued interest. A Fund may enter into “tri-par ty” repurchase agreements. In “tri-par ty” repurchase agreements, an","page_number":97,"box":{"x":69,"y":861,"width":827,"height":11}},{"id":"88e304a5-462d-4bd8-8a46-58a836232bc7","block_type":"box","text":"unaffiliated third-par ty custodian maintains accounts to hold collateral for the Fund and its counterpar ties and,","page_number":97,"box":{"x":69,"y":876,"width":788,"height":11}},{"id":"0b82e88c-5748-4b11-b516-23a98ebccc53","block_type":"box","text":"therefore, the Fund may be subject to the credit risk of those custodians.","page_number":97,"box":{"x":68,"y":891,"width":522,"height":11}},{"id":"389ee60a-370a-4652-a89b-559ee77a47e8","block_type":"box","text":"II-69","page_number":97,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"a54d0ae2-4354-4574-b834-fb1649e2cd04","block_type":"box","text":"NM1026U-5981080-97/228","page_number":97,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"de8ab313-5e3a-4c5e-904b-b03318d14c05","block_type":"box","text":"Some repurchase agreements and purchase and sale contracts are structured to result in a fixed rate of return","page_number":98,"box":{"x":102,"y":45,"width":792,"height":11}},{"id":"04dd3b86-1ac9-41e6-8e9a-8db882e50d12","block_type":"box","text":"insulated from market fluctuations during the term of the agreement, although such return may be affected by","page_number":98,"box":{"x":70,"y":60,"width":784,"height":11}},{"id":"2ac4a7d1-a635-48ae-95c7-d73ca6e538e8","block_type":"box","text":"currency fluctuations. However, in the event of a default under a repurchase agreement or under a purchase and sale","page_number":98,"box":{"x":69,"y":75,"width":837,"height":11}},{"id":"9638eeb6-8d27-46eb-8cec-302e2268bbc1","block_type":"box","text":"contract, instead of the contractual fixed rate, the rate of return to the Fund would be dependent upon intervening","page_number":98,"box":{"x":69,"y":90,"width":812,"height":11}},{"id":"89d890ff-e531-4b2f-8f01-59ff035bffd7","block_type":"box","text":"fluctuations of the market values of the securities underlying the contract and the accrued interest on those","page_number":98,"box":{"x":68,"y":105,"width":770,"height":11}},{"id":"cbc8a058-9b3e-41b0-a5ec-2697932f732c","block_type":"box","text":"securities. In such event, the Fund would have rights against the seller for breach of contract with respect to any","page_number":98,"box":{"x":69,"y":120,"width":802,"height":12}},{"id":"3ddddc0e-2d17-4c39-8a9b-a77daf8a29fb","block_type":"box","text":"losses arising from market fluctuations following the default.","page_number":98,"box":{"x":70,"y":135,"width":430,"height":12}},{"id":"0e3ded0c-6232-4106-860c-dc13b04aabdc","block_type":"box","text":"Both types of agreement usually cover shor t periods, such as less than one week, although they may have","page_number":98,"box":{"x":102,"y":158,"width":759,"height":11}},{"id":"1ea65f39-d6b7-4213-9295-6d544e769e96","block_type":"box","text":"longer terms, and may be construed to be collateralized loans by the purchaser to the seller secured by the","page_number":98,"box":{"x":70,"y":173,"width":765,"height":11}},{"id":"94abe254-b510-44b2-b1cd-a9e1124acf15","block_type":"box","text":"securities transferred to the purchaser. In the case of a repurchase agreement, as a purchaser, a Fund’s Manager or","page_number":98,"box":{"x":69,"y":188,"width":835,"height":12}},{"id":"8cf78576-15b2-4c7d-9d55-d7c846b81060","block_type":"box","text":"sub-adviser will monitor the creditwor thiness of the seller, and a Fund will require the seller to provide additional","page_number":98,"box":{"x":69,"y":203,"width":799,"height":11}},{"id":"79cb43e6-2e4d-4893-a071-ea54b301a951","block_type":"box","text":"collateral if the market value of the securities falls below the repurchase price at any time during the term of the","page_number":98,"box":{"x":69,"y":218,"width":801,"height":12}},{"id":"ff93e595-c203-4716-aff4-e65f043188c9","block_type":"box","text":"repurchase agreement. The Fund does not have this right to seek additional collateral as a purchaser in the case of","page_number":98,"box":{"x":69,"y":234,"width":826,"height":11}},{"id":"9eb252d2-ab97-4985-8a00-f03bc4c2b044","block_type":"box","text":"purchase and sale contracts. The Fund’s Manager or sub-adviser will mark-to-market daily the value of the securities.","page_number":98,"box":{"x":70,"y":249,"width":831,"height":11}},{"id":"b083b65e-b814-4929-a9a0-25505c06046c","block_type":"box","text":"Securities subject to repurchase agreements (other than tri-par ty repurchase agreements) and purchase and sale","page_number":98,"box":{"x":69,"y":264,"width":810,"height":11}},{"id":"d05c4128-0ec8-49b8-bda6-966f30e61f9b","block_type":"box","text":"contracts will be held by the Fund’s custodian (or sub-custodian) in the Federal Reserve/Treasury book-entry system","page_number":98,"box":{"x":69,"y":279,"width":829,"height":11}},{"id":"4d395bcc-93c3-4c30-a3dd-7b21e5faceae","block_type":"box","text":"or by another authorized securities depository.","page_number":98,"box":{"x":69,"y":294,"width":329,"height":11}},{"id":"b58ceca8-5774-4f24-a16a-cece511a29d6","block_type":"box","text":"In the event of default by the seller under a repurchase agreement construed to be a collateralized loan, the","page_number":98,"box":{"x":102,"y":317,"width":770,"height":11}},{"id":"192e85ab-e5e3-4600-aa53-f07726a01a1e","block_type":"box","text":"underlying securities are not owned by the Fund but only constitute collateral for the seller’s obligation to pay the","page_number":98,"box":{"x":69,"y":332,"width":805,"height":11}},{"id":"0bba7038-993b-46e1-ac90-feec8651035c","block_type":"box","text":"repurchase price. Therefore, the Fund may suffer time delays and incur costs or possible losses in connection with","page_number":98,"box":{"x":69,"y":347,"width":819,"height":11}},{"id":"4fe1dd8e-9a98-4542-9005-c98152e11757","block_type":"box","text":"disposition of the collateral. If the seller becomes insolvent and subject to liquidation or reorganization under","page_number":98,"box":{"x":69,"y":362,"width":778,"height":11}},{"id":"6414bcd4-150a-4a82-846f-01855e3f91c5","block_type":"box","text":"applicable bankruptcy or other laws, a Fund’s ability to dispose of the underlying securities may be restricted. Finally,","page_number":98,"box":{"x":69,"y":377,"width":832,"height":12}},{"id":"31564b38-822f-4637-ac33-56069cafbdf0","block_type":"box","text":"it is possible that a Fund may not be able to substantiate its interest in the underlying securities. To minimize this","page_number":98,"box":{"x":70,"y":393,"width":810,"height":11}},{"id":"567ad6c8-e91e-4e4a-befb-575995c9fb7c","block_type":"box","text":"risk, the securities underlying the repurchase agreement will be held by the applicable custodian at all times in an","page_number":98,"box":{"x":69,"y":408,"width":812,"height":11}},{"id":"1e6196ed-b0b6-40b8-9299-149480d013b3","block_type":"box","text":"amount at least equal to the repurchase price, including accrued interest. If the seller fails to repurchase the","page_number":98,"box":{"x":69,"y":423,"width":778,"height":11}},{"id":"223cf3b1-9e35-48f0-b845-00e9903f9ba5","block_type":"box","text":"securities, a Fund may suffer a loss to the extent proceeds from the sale of the underlying securities are less than","page_number":98,"box":{"x":69,"y":438,"width":817,"height":11}},{"id":"2b5f1b81-98b2-4f91-a2ef-5eeada76e994","block_type":"box","text":"the repurchase price.","page_number":98,"box":{"x":68,"y":453,"width":151,"height":11}},{"id":"30ce48f0-eab2-4613-b517-26431a59609c","block_type":"box","text":"In any repurchase transaction to which a Fund is a par ty, collateral for a repurchase agreement may include cash","page_number":98,"box":{"x":102,"y":475,"width":805,"height":12}},{"id":"546c30ca-11e9-4a81-9273-eef3ce251978","block_type":"box","text":"items and obligations issued by the U.S. Government or its agencies or instrumentalities. For cer tain Funds, however,","page_number":98,"box":{"x":70,"y":491,"width":837,"height":11}},{"id":"bcf48e61-3c47-4309-86c6-6622ab6e7a80","block_type":"box","text":"collateral may include instruments other than cash items and obligations issued by the U.S. Government or its","page_number":98,"box":{"x":69,"y":506,"width":788,"height":11}},{"id":"9716ffc5-7504-47f6-83ca-4b352b24b4f9","block_type":"box","text":"agencies or instrumentalities, including securities that the Fund could not hold directly under its investment","page_number":98,"box":{"x":69,"y":521,"width":767,"height":11}},{"id":"f48e6aa2-2974-446f-a082-32dd5ce1426e","block_type":"box","text":"strategies without the repurchase obligation.","page_number":98,"box":{"x":69,"y":536,"width":317,"height":11}},{"id":"4753e4f2-0ff9-4df3-b42f-c15ef3dfd565","block_type":"box","text":"The type of collateral underlying repurchase agreements may also pose cer tain risks for a Fund. Lower quality","page_number":98,"box":{"x":101,"y":559,"width":782,"height":11}},{"id":"7dd30eb1-e307-4bc2-acfe-d836f186332a","block_type":"box","text":"collateral and collateral with longer maturities may be subject to greater price fluctuations than higher quality","page_number":98,"box":{"x":69,"y":574,"width":776,"height":11}},{"id":"174ea045-ffee-4c48-8c21-2a660b73666f","block_type":"box","text":"collateral and collateral with shor ter maturities. If the repurchase agreement counterpar ty were to default, lower","page_number":98,"box":{"x":69,"y":589,"width":799,"height":11}},{"id":"97d8edf9-64b9-4ce1-b83a-1ba8c0260dce","block_type":"box","text":"quality collateral may be more difficult to liquidate than higher quality collateral. Should the counterpar ty default and","page_number":98,"box":{"x":69,"y":604,"width":829,"height":11}},{"id":"56fb542e-b2c4-4e02-b491-847dc895ec3d","block_type":"box","text":"the amount of collateral not be sufficient to cover the counterpar ty’s repurchase obligation, a Fund would retain the","page_number":98,"box":{"x":68,"y":619,"width":825,"height":11}},{"id":"81ac77d5-2165-437a-9c05-77048560e969","block_type":"box","text":"status of an unsecured creditor of the counterpar ty (","page_number":98,"box":{"x":69,"y":634,"width":374,"height":11}},{"id":"bfa04d5e-d912-450b-9455-59c7070e257e","block_type":"box","text":"i.e.","page_number":98,"box":{"x":445,"y":634,"width":20,"height":9}},{"id":"66300dde-1325-40e4-9dfd-5e3346e6dc6d","block_type":"box","text":", the position the Fund would normally be in if it were to hold,","page_number":98,"box":{"x":468,"y":634,"width":434,"height":11}},{"id":"33456d6f-09c8-4a7e-89ad-0b7899507fb1","block_type":"box","text":"pursuant to its investment policies, other unsecured debt securities of the defaulting counterpar ty) with respect to","page_number":98,"box":{"x":70,"y":649,"width":813,"height":12}},{"id":"aebd11c4-9a10-4b57-aeff-5091206a0fa6","block_type":"box","text":"the amount of the shor tfall. As an unsecured creditor, a Fund would be at risk of losing some or all of the principal","page_number":98,"box":{"x":68,"y":664,"width":816,"height":12}},{"id":"25e5a682-a140-4244-98e9-f10d6457f097","block_type":"box","text":"and income involved in the transaction.","page_number":98,"box":{"x":69,"y":680,"width":278,"height":9}},{"id":"ec2ed720-2155-4477-b476-09831343b095","block_type":"box","text":"Regulations adopted by global prudential regulators require cer tain bank-regulated counterpar ties and cer tain of","page_number":98,"box":{"x":102,"y":702,"width":800,"height":12}},{"id":"9dafcc5d-470b-41ae-aa7f-cefe3c72437a","block_type":"box","text":"their affiliates to include in cer tain financial contracts, including many repurchase agreements and purchase and sale","page_number":98,"box":{"x":68,"y":717,"width":840,"height":12}},{"id":"516d0503-d05f-4a90-8c56-3c8c710b6d68","block_type":"box","text":"contracts, terms that delay or restrict the rights of counterpar ties, such as a Fund, to terminate such agreements,","page_number":98,"box":{"x":69,"y":732,"width":814,"height":12}},{"id":"b27408a2-6f6b-4322-87ea-657f9abf527f","block_type":"box","text":"take foreclosure action, exercise other default rights or restrict transfers of credit suppor t in the event that the","page_number":98,"box":{"x":68,"y":748,"width":790,"height":11}},{"id":"6063654c-cd8b-45d1-815a-0ca38ba4786d","block_type":"box","text":"counterpar ty and/or its affiliates are subject to cer tain types of resolution or insolvency proceedings. It is possible","page_number":98,"box":{"x":69,"y":763,"width":818,"height":11}},{"id":"be8b3a57-7366-4700-9398-2b5dc45cd0db","block_type":"box","text":"that these requirements, as well as potential additional government regulation and other developments in the","page_number":98,"box":{"x":68,"y":778,"width":783,"height":11}},{"id":"8dabcfb4-c2ba-4ea9-91e1-5d2f91e7e6fd","block_type":"box","text":"market, could adversely affect a Fund’s ability to terminate existing repurchase agreements and purchase and sale","page_number":98,"box":{"x":69,"y":793,"width":821,"height":11}},{"id":"e3eac737-6f92-4490-a7a0-be338d8f1a79","block_type":"box","text":"contracts or to realize amounts to be received under such agreements. The SEC has also finalized rules that will","page_number":98,"box":{"x":69,"y":808,"width":800,"height":11}},{"id":"16505530-adda-4e87-9249-355ee88bdf12","block_type":"box","text":"require cer tain transactions involving U.S. Treasuries, including repurchase agreements, to be centrally cleared.","page_number":98,"box":{"x":69,"y":823,"width":796,"height":12}},{"id":"e83ffa6a-a341-452b-baba-bbbbcba580d6","block_type":"box","text":"Compliance with these rules is expected to be required by the middle of 2027. Although the impact of these rules on","page_number":98,"box":{"x":69,"y":838,"width":834,"height":12}},{"id":"9855aa60-9fbc-4412-ba6e-269a20cd8031","block_type":"box","text":"the Funds is difficult to predict, they may reduce the availability or increase the costs of such transactions and may","page_number":98,"box":{"x":68,"y":853,"width":824,"height":12}},{"id":"d674df92-6931-4d18-9dc5-c5734c96d1af","block_type":"box","text":"adversely affect a Fund’s per formance.","page_number":98,"box":{"x":69,"y":869,"width":279,"height":11}},{"id":"ad4a9a4e-bc1b-4ace-9840-f2510919e38b","block_type":"box","text":"Restricted Securities.","page_number":98,"box":{"x":102,"y":891,"width":157,"height":9}},{"id":"49da6b77-eaed-47b4-bd8a-688751489556","block_type":"box","text":"A Fund may invest in or hold securities that are not registered under the Securities Act","page_number":98,"box":{"x":265,"y":891,"width":617,"height":12}},{"id":"6c81b62f-9811-42a6-8053-2cc9a8ad787d","block_type":"box","text":"(“restricted securities”), which may include securities in private companies and Rule 144A Securities. Restricted","page_number":98,"box":{"x":69,"y":906,"width":801,"height":12}},{"id":"56ed5f3e-29f3-44b4-9ae4-4b58230e45c6","block_type":"box","text":"II-70","page_number":98,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"48db6343-55d7-4587-9ad0-b0679c84fd56","block_type":"box","text":"NM1026U-5981080-98/228","page_number":98,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"354dc602-1b3a-41f8-89cd-2ff58a2c498e","block_type":"box","text":"securities may be sold in private placement transactions between issuers and their purchasers, including through","page_number":99,"box":{"x":69,"y":45,"width":808,"height":11}},{"id":"2a8a20f4-6825-46bd-8c6e-70e24a545629","block_type":"box","text":"private negotiated transactions between the issuer and their purchasers, such as the Funds, and may be neither","page_number":99,"box":{"x":70,"y":60,"width":802,"height":11}},{"id":"4883ee03-c0aa-41d5-92d3-49cf0fe1d998","block_type":"box","text":"listed on an exchange nor traded in other established markets. In many cases, privately placed securities may not be","page_number":99,"box":{"x":70,"y":75,"width":834,"height":11}},{"id":"96c86ad4-7bfb-4ae1-9c64-740b1180d810","block_type":"box","text":"freely transferable under the laws of the applicable jurisdiction or due to contractual restrictions on resale. Some of","page_number":99,"box":{"x":68,"y":90,"width":825,"height":11}},{"id":"b19fa051-8058-4df3-9193-29dac91992a6","block_type":"box","text":"these securities are new and complex, and trade only among institutions; the markets for these securities are still","page_number":99,"box":{"x":68,"y":105,"width":815,"height":11}},{"id":"349f825f-a8de-42e0-9d6f-c9c420a16425","block_type":"box","text":"developing, and may not function as efficiently as established markets. Typically, investments in private companies","page_number":99,"box":{"x":69,"y":120,"width":821,"height":12}},{"id":"1a6a8950-7e0e-4ad7-baf8-339bbf1f62cb","block_type":"box","text":"are in restricted securities that are not traded in public markets and subject to substantial holding periods, so that a","page_number":99,"box":{"x":69,"y":136,"width":831,"height":11}},{"id":"1928f875-e40f-41fb-a31a-2a4356a2405b","block_type":"box","text":"Fund may not be able to resell some of its holdings for extended periods, which may be several years. There can be","page_number":99,"box":{"x":70,"y":150,"width":824,"height":12}},{"id":"457e3776-e57e-44bd-a4d7-14daec125326","block_type":"box","text":"no assurance that a Fund will be able to realize the value of such restricted securities in a timely manner or at all. As","page_number":99,"box":{"x":69,"y":166,"width":834,"height":11}},{"id":"62dc1520-e753-44cd-9c5c-05cbfa875951","block_type":"box","text":"a result of the absence of a public trading market and the potential bespoke nature on cer tain transactions,","page_number":99,"box":{"x":69,"y":181,"width":769,"height":11}},{"id":"730e4b0f-9b1e-40af-a02b-81a9d4d87367","block_type":"box","text":"restricted securities may be deemed to be illiquid investments or less liquid investments and may be more difficult to","page_number":99,"box":{"x":69,"y":196,"width":838,"height":11}},{"id":"ded3c70f-da1a-4519-9895-c7128d40e989","block_type":"box","text":"value than publicly traded securities. To the extent that restricted securities may be resold in privately negotiated","page_number":99,"box":{"x":68,"y":211,"width":805,"height":11}},{"id":"9965f076-bb3a-4b32-aef5-386ff433a5c8","block_type":"box","text":"transactions, the prices realized from the sales, due to lack of liquidity, could be less than those originally paid by the","page_number":99,"box":{"x":68,"y":226,"width":840,"height":11}},{"id":"2c8f38f9-98c2-4da7-95ca-e3ad05b84254","block_type":"box","text":"Fund or less than their fair market value. The amount of any discount may vary depending on the security type, the","page_number":99,"box":{"x":70,"y":241,"width":815,"height":11}},{"id":"541e95e6-dd83-47ff-8f8a-abf3896ae8d4","block_type":"box","text":"character of the issuer, which par ty (if any) will bear the expenses of registering the restricted security, and prevailing","page_number":99,"box":{"x":69,"y":256,"width":835,"height":12}},{"id":"8345f517-542c-4200-9ba2-cf0c84ac3520","block_type":"box","text":"market conditions. In addition, issuers whose securities are not publicly traded or who are not otherwise publicly","page_number":99,"box":{"x":69,"y":272,"width":803,"height":11}},{"id":"31dca6eb-0a3d-45ee-9704-c0a7cbebc495","block_type":"box","text":"listed may not be subject to the disclosure and other investor protection requirements that may be applicable if their","page_number":99,"box":{"x":70,"y":286,"width":830,"height":12}},{"id":"edbe8a31-cda5-4e35-826a-3bcc9db929a0","block_type":"box","text":"securities were publicly traded. If any privately placed securities held by a Fund are required to be registered under","page_number":99,"box":{"x":69,"y":302,"width":817,"height":11}},{"id":"cc6c108e-0067-4d8b-af1d-549db6f89125","block_type":"box","text":"the securities laws of one or more jurisdictions before being resold, the Fund may be required to bear the expenses","page_number":99,"box":{"x":68,"y":317,"width":825,"height":11}},{"id":"c8444c49-ea07-4682-a23a-44330d5d2879","block_type":"box","text":"of registration. Where registration is required for restricted securities, a considerable time period may elapse","page_number":99,"box":{"x":69,"y":332,"width":777,"height":11}},{"id":"4ddcc3c3-5d1e-4c6e-bde5-e13149025f6a","block_type":"box","text":"between the time the Fund decides to sell the security and the time it is actually permitted to sell the security under","page_number":99,"box":{"x":69,"y":347,"width":828,"height":11}},{"id":"ef755504-0a19-4d65-84c0-7744e7874368","block_type":"box","text":"an effective registration statement. If during such period, adverse market conditions were to develop, the Fund might","page_number":99,"box":{"x":69,"y":362,"width":834,"height":11}},{"id":"bb327667-75d9-4c3a-be6f-13cd039077c4","block_type":"box","text":"obtain less favorable pricing terms than when it decided to sell the security. In addition, the Fund may be deemed to","page_number":99,"box":{"x":69,"y":377,"width":828,"height":12}},{"id":"e92f760e-2ba1-49cb-9d35-03c69bb5a888","block_type":"box","text":"be an “underwriter” for purposes of the Securities Act when selling restricted securities. If so, the Fund may be liable","page_number":99,"box":{"x":69,"y":392,"width":836,"height":12}},{"id":"74d57b4f-6fab-4160-9fd8-88f45f1d3034","block_type":"box","text":"to purchasers of the restricted securities if the registration statement prepared by the issuer, or the corresponding","page_number":99,"box":{"x":68,"y":407,"width":819,"height":12}},{"id":"a9f6dd5b-b16f-4497-b895-93cb3c19be4d","block_type":"box","text":"prospectus, is materially inaccurate or misleading. Transactions in restricted securities may entail other transaction","page_number":99,"box":{"x":70,"y":423,"width":822,"height":11}},{"id":"ad1938fb-85dd-4944-a391-aab35da0fa3a","block_type":"box","text":"costs that are higher than those for transactions in unrestricted securities. Cer tain of the Fund’s investments in","page_number":99,"box":{"x":69,"y":438,"width":798,"height":11}},{"id":"61d11b0a-cdb9-4c6c-a898-2038236b42cf","block_type":"box","text":"private placements may consist of direct investments and may include investments in smaller, less seasoned","page_number":99,"box":{"x":70,"y":453,"width":780,"height":11}},{"id":"86d50631-5ed1-4496-ad1c-41e9786d8a90","block_type":"box","text":"issuers, which may involve greater risks. Issuers of restricted securities may not be subject to SEC repor ting","page_number":99,"box":{"x":70,"y":468,"width":773,"height":11}},{"id":"64552890-989c-4946-9421-0dd4bd5feee0","block_type":"box","text":"requirements, may not be required to maintain their accounting records in accordance with generally accepted","page_number":99,"box":{"x":69,"y":483,"width":784,"height":11}},{"id":"cf00d685-6865-4f2b-9f89-2590d4912603","block_type":"box","text":"accounting principles, and may not be required to maintain effective internal controls over financial repor ting. As a","page_number":99,"box":{"x":69,"y":498,"width":816,"height":11}},{"id":"c35bd069-dfc3-4374-983e-159cbc20457f","block_type":"box","text":"result, BlackRock may not have timely or accurate information about the business, financial condition and results of","page_number":99,"box":{"x":69,"y":513,"width":828,"height":11}},{"id":"3ba96b86-87ff-4e61-83c6-ed56fd8be1e2","block_type":"box","text":"operations of such issuers, and investments in securities of such issuers may involve a high degree of business and","page_number":99,"box":{"x":69,"y":528,"width":831,"height":12}},{"id":"c445b549-b7c1-42b3-ba0f-2fdf05805104","block_type":"box","text":"financial risk and may result in substantial losses to the Fund. Such issuers may also have limited product lines,","page_number":99,"box":{"x":68,"y":543,"width":804,"height":12}},{"id":"bca9fa9c-4952-4700-b6b9-480eb521366a","block_type":"box","text":"markets or financial resources, or they may be dependent on a limited management group.","page_number":99,"box":{"x":69,"y":559,"width":647,"height":11}},{"id":"e44fcc6b-eaca-4395-b08a-8f89cbdc807c","block_type":"box","text":"Cer tain restricted securities may represent limited investment oppor tunities and each shareholder’s","page_number":99,"box":{"x":102,"y":581,"width":714,"height":11}},{"id":"9ae51e83-38a8-4ace-8112-97e52a6c59bc","block_type":"box","text":"propor tionate investment exposure to such limited investment oppor tunities may be reduced propor tionately as the","page_number":99,"box":{"x":70,"y":597,"width":823,"height":11}},{"id":"22fb3c25-9e9b-4bf2-b9aa-b45f4c48ba3c","block_type":"box","text":"Fund’s net assets grow from new or additional investments made in the Fund by other shareholders. The issuer of a","page_number":99,"box":{"x":70,"y":612,"width":826,"height":11}},{"id":"f5327a2f-173f-4ed4-83bc-a9891d4d8fc8","block_type":"box","text":"private placement may later register those shares for public sale in an IPO, but there is no guarantee that an IPO will","page_number":99,"box":{"x":70,"y":627,"width":830,"height":11}},{"id":"819db28e-550a-46f3-82fe-f879a5f3224a","block_type":"box","text":"ever be completed. Even after an IPO, there may be a limited trading market for securities of that issuer, including","page_number":99,"box":{"x":69,"y":642,"width":812,"height":11}},{"id":"1f4110f3-8fa7-4f9d-8d0b-27a303b86e6e","block_type":"box","text":"any direct investment by a Fund, or the Fund may be subject to contractual limitations on its ability to resell its","page_number":99,"box":{"x":69,"y":657,"width":787,"height":11}},{"id":"fd47edaf-609b-40a1-bc79-ee71866c50a5","block_type":"box","text":"existing securities following an IPO. The inability of an applicable issuer of a restricted security to complete an IPO or","page_number":99,"box":{"x":69,"y":672,"width":833,"height":11}},{"id":"31380c32-480f-4eed-8af2-802c8f44d95c","block_type":"box","text":"offer other liquidity oppor tunities to the Fund and other investors will extend the holding period of a Fund’s","page_number":99,"box":{"x":69,"y":687,"width":759,"height":11}},{"id":"915a8e39-bb3e-4455-8fbd-7d5c00c69933","block_type":"box","text":"investments, potentially indefinitely, and may adversely affect the value of the investments. In making investments in","page_number":99,"box":{"x":70,"y":702,"width":833,"height":12}},{"id":"242fce17-1c3b-4426-8a36-eef588610383","block_type":"box","text":"such securities, a Fund may obtain access to material nonpublic information, which may restrict the Fund’s ability to","page_number":99,"box":{"x":69,"y":717,"width":828,"height":12}},{"id":"1420e7cd-976e-40c1-828a-37218e2b3858","block_type":"box","text":"conduct por tfolio transactions in such securities. The activity of identifying, completing, and realizing upon attractive","page_number":99,"box":{"x":69,"y":732,"width":827,"height":12}},{"id":"de1409ca-94af-4f50-92b0-e5ed7985584f","block_type":"box","text":"investments in restricted securities is highly competitive and involves a high degree of uncer tainty. A Fund will be","page_number":99,"box":{"x":70,"y":748,"width":804,"height":11}},{"id":"ddfe5fb4-ec72-432d-88b1-3acf2f644834","block_type":"box","text":"competing for investments against other similarly situated investors. It is possible that competition for appropriate","page_number":99,"box":{"x":69,"y":763,"width":816,"height":11}},{"id":"61fb9e18-fb3e-42f9-aa15-ffc344edad7e","block_type":"box","text":"investment oppor tunities may increase, thus potentially reducing the number of investment oppor tunities available to","page_number":99,"box":{"x":70,"y":778,"width":835,"height":11}},{"id":"cc3f42ed-9d7d-4357-a2c4-ce16fb647619","block_type":"box","text":"a Fund and adversely affecting the terms upon which investments can be made. There is no assurance that","page_number":99,"box":{"x":69,"y":793,"width":768,"height":11}},{"id":"31bc63c1-0888-41b7-aae4-abc0f5152786","block_type":"box","text":"investment oppor tunities for restricted securities will be available at any given time or at a level desired by a Fund,","page_number":99,"box":{"x":70,"y":808,"width":815,"height":11}},{"id":"ba544e3f-40f5-4dbd-ac5a-48ccebcf9277","block_type":"box","text":"especially as that Fund grows in size.","page_number":99,"box":{"x":69,"y":823,"width":264,"height":12}},{"id":"4835a37e-a0cf-4593-b985-d8cd37d3defc","block_type":"box","text":"There may not be a readily available market value for a Fund’s restricted securities (in par ticular, restricted","page_number":99,"box":{"x":101,"y":846,"width":762,"height":11}},{"id":"d282bd39-f628-4976-970b-7ba570557eea","block_type":"box","text":"securities issued by private companies) and thus they may be considered “illiquid”. Each Fund values restricted","page_number":99,"box":{"x":69,"y":861,"width":795,"height":11}},{"id":"0bf32ca1-52c7-4f66-8bd6-019ca0abe7b8","block_type":"box","text":"securities in accordance with BlackRock’s valuation policies and procedures, which are designed to value","page_number":99,"box":{"x":69,"y":876,"width":751,"height":11}},{"id":"89760082-5736-4078-bca6-d801e645dc0c","block_type":"box","text":"investments such that they accurately reflect fair value. Due to the inherent uncer tainty and subjectivity of","page_number":99,"box":{"x":70,"y":891,"width":755,"height":11}},{"id":"97fffbda-dc03-45de-9654-1dff1eaf9e92","block_type":"box","text":"determining the fair value of investments that do not have a readily available market value, the fair value of a Fund’s","page_number":99,"box":{"x":69,"y":906,"width":830,"height":12}},{"id":"71e41bb3-baa9-4d9c-be44-0fc13759722b","block_type":"box","text":"II-71","page_number":99,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"51debf55-072d-4bc0-af99-1e5ba1220e0e","block_type":"box","text":"NM1026U-5981080-99/228","page_number":99,"box":{"x":764,"y":970,"width":147,"height":7}},{"id":"b86c1c45-b968-44da-bab3-3866a8b1d500","block_type":"box","text":"private investments may differ significantly from the values that would have been used had a readily available market","page_number":100,"box":{"x":70,"y":45,"width":835,"height":11}},{"id":"5a52d66d-929a-4e28-9599-b87792d8c1bf","block_type":"box","text":"value existed for such investments and may differ materially from the amounts the Fund may realize on any","page_number":100,"box":{"x":68,"y":60,"width":766,"height":11}},{"id":"f435086e-d762-4d23-9026-3021fd9add4e","block_type":"box","text":"dispositions of such investments. Differences in the value of the Fund’s private investments could result in the","page_number":100,"box":{"x":69,"y":75,"width":792,"height":11}},{"id":"dbce9c3c-abc6-4e82-a86b-9db0a30b7606","block_type":"box","text":"Fund’s shareholder transactions being effected at a NAV that does not accurately reflect the underlying value of the","page_number":100,"box":{"x":70,"y":90,"width":821,"height":11}},{"id":"2cd71cdf-aa1b-4e8b-92d5-0e5b21e135b9","block_type":"box","text":"Fund’s por tfolio, potentially resulting in the dilution of shareholder interests and increasing oppor tunities for","page_number":100,"box":{"x":70,"y":105,"width":771,"height":11}},{"id":"5c58d605-7651-4e59-8710-9deb9630a99e","block_type":"box","text":"shareholder arbitrage. The values used by the Fund to price its restricted securities may also differ from those used","page_number":100,"box":{"x":69,"y":120,"width":826,"height":12}},{"id":"ea7d21c7-1bbe-4030-8eec-0afe595d95a5","block_type":"box","text":"by other investment companies and investors to price the same restricted securities. In addition, the impact of","page_number":100,"box":{"x":69,"y":135,"width":790,"height":11}},{"id":"572a74ad-21e3-4bc1-b3dd-48b2ddb3bdce","block_type":"box","text":"changes in the market environment and other events on the fair values of a Fund’s investments that have no readily","page_number":100,"box":{"x":69,"y":150,"width":828,"height":12}},{"id":"a834f7ab-3921-4a5a-8021-9f6cafdd7828","block_type":"box","text":"available market values may differ from the impact of such changes on the readily available market values for the","page_number":100,"box":{"x":69,"y":166,"width":810,"height":11}},{"id":"44c5b233-55f2-4fa6-aacf-276511e6854a","block_type":"box","text":"Fund’s other investments. A Fund’s NAV could be adversely affected if the Fund’s determinations regarding the fair","page_number":100,"box":{"x":70,"y":181,"width":818,"height":11}},{"id":"4e21822f-078b-4f19-8e78-699279c2ec74","block_type":"box","text":"value of the Fund’s investments were materially higher than the investment’s actual market or fair value or the values","page_number":100,"box":{"x":68,"y":196,"width":839,"height":11}},{"id":"f4254fde-2b85-4caf-aa0f-a5f129f0cb76","block_type":"box","text":"that the Fund ultimately realizes upon the disposal of such investments.","page_number":100,"box":{"x":68,"y":211,"width":514,"height":11}},{"id":"2f5565cb-67e1-40ce-beb7-25bcefe70467","block_type":"box","text":"See also risks discussed under “Illiquid Investments.”","page_number":100,"box":{"x":102,"y":234,"width":385,"height":11}},{"id":"5ca82442-da1c-4301-a607-e956f5d60cc5","block_type":"box","text":"Reverse Repurchase Agreements.","page_number":100,"box":{"x":102,"y":257,"width":246,"height":10}},{"id":"dcb154b4-22ed-452b-9238-ef562910af49","block_type":"box","text":"A Fund may enter into reverse repurchase agreements with the same par ties","page_number":100,"box":{"x":354,"y":257,"width":548,"height":11}},{"id":"0dece75e-a5cb-435d-b038-505fc22e9f40","block_type":"box","text":"with whom it may enter into repurchase agreements. Under a reverse repurchase agreement, a Fund sells securities","page_number":100,"box":{"x":68,"y":272,"width":830,"height":11}},{"id":"e5e62871-1d6c-4581-81ca-720380ac1c06","block_type":"box","text":"to another par ty and agrees to repurchase them at a par ticular date and price. A Fund may enter into a reverse","page_number":100,"box":{"x":68,"y":287,"width":793,"height":11}},{"id":"6f681723-c996-42d7-9c96-2c79f7180247","block_type":"box","text":"repurchase agreement when it is anticipated that the interest income to be earned from the investment of the","page_number":100,"box":{"x":69,"y":302,"width":784,"height":11}},{"id":"06f2fe7d-528d-4c14-8e30-e1e6c05723a8","block_type":"box","text":"proceeds of the transaction is greater than the interest expense of the transaction.","page_number":100,"box":{"x":70,"y":317,"width":591,"height":11}},{"id":"8c401555-70a9-4848-89f8-324a58f8d6d6","block_type":"box","text":"The use of reverse repurchase agreements may be regarded as leveraging and, therefore, speculative.","page_number":100,"box":{"x":101,"y":339,"width":730,"height":12}},{"id":"9f5285c9-3ee1-4405-aa48-7380815cecba","block_type":"box","text":"Fur thermore, reverse repurchase agreements involve the risks that (i) the interest income earned in the investment","page_number":100,"box":{"x":70,"y":355,"width":822,"height":11}},{"id":"8868d002-6f55-4485-a3bd-9ee1aeaa69f3","block_type":"box","text":"of the proceeds will be less than the interest expense, (ii) the market value of the securities retained in lieu of sale","page_number":100,"box":{"x":69,"y":370,"width":821,"height":11}},{"id":"6edcab1b-9c27-4329-b5ef-f95bd62931cc","block_type":"box","text":"by a Fund may decline below the price of the securities the Fund has sold but is obligated to repurchase, (iii) the","page_number":100,"box":{"x":69,"y":385,"width":801,"height":11}},{"id":"3dd605c2-df75-4d02-84c9-783e55ba9899","block_type":"box","text":"market value of the securities sold will decline below the price at which the Fund is required to repurchase them and","page_number":100,"box":{"x":69,"y":400,"width":830,"height":11}},{"id":"84960733-19df-42a9-9f68-8ab84606a0e7","block_type":"box","text":"(iv) the securities will not be returned to the Fund.","page_number":100,"box":{"x":69,"y":415,"width":354,"height":11}},{"id":"85ba86b2-f388-47ed-a91e-75f638887852","block_type":"box","text":"In addition, if the buyer of securities under a reverse repurchase agreement files for bankruptcy or becomes","page_number":100,"box":{"x":102,"y":438,"width":769,"height":11}},{"id":"5563a1b8-a4a2-4856-b41a-5bda2bd4d5ab","block_type":"box","text":"insolvent, such buyer or its trustee or receiver may receive an extension of time to determine whether to enforce a","page_number":100,"box":{"x":70,"y":453,"width":815,"height":11}},{"id":"5c3ca8b8-03ca-4307-ae0c-57111d7b308e","block_type":"box","text":"Fund’s obligations to repurchase the securities and the Fund’s use of the proceeds of the reverse repurchase","page_number":100,"box":{"x":70,"y":468,"width":782,"height":11}},{"id":"68ab22cf-2200-47a7-a37d-34baf9f6ba5c","block_type":"box","text":"agreement may effectively be restricted pending such decision.","page_number":100,"box":{"x":69,"y":483,"width":449,"height":11}},{"id":"9624a39b-bdc1-4083-aaba-92ba8dcc934d","block_type":"box","text":"Rule 18f-4 under the Investment Company Act permits a Fund to enter into reverse repurchase agreements and","page_number":100,"box":{"x":102,"y":506,"width":794,"height":11}},{"id":"b877fc94-c52d-4136-9e2c-6cc48ac8bc2d","block_type":"box","text":"similar financing transactions (","page_number":100,"box":{"x":69,"y":521,"width":218,"height":11}},{"id":"e891f8cd-6986-4760-8952-53139bcaacb6","block_type":"box","text":"e.g.","page_number":100,"box":{"x":289,"y":522,"width":24,"height":10}},{"id":"c576eeaf-52af-46f2-bea2-9a33e590e3d1","block_type":"box","text":", recourse and non-recourse tender option bonds, borrowed bonds) notwithstanding","page_number":100,"box":{"x":316,"y":521,"width":594,"height":11}},{"id":"d1e33b8e-c1ec-40a1-aa95-5aae61e15213","block_type":"box","text":"the limitation on the issuance of senior securities in Section 18 of the Investment Company Act, provided that the","page_number":100,"box":{"x":68,"y":536,"width":813,"height":11}},{"id":"5a36cbe0-90aa-4e79-b735-0e2c2a274ca4","block_type":"box","text":"Fund either (i) complies with the 300% asset coverage ratio with respect to all such transactions and any other","page_number":100,"box":{"x":70,"y":551,"width":789,"height":11}},{"id":"0d70c8d9-6cb4-4ba6-8912-00d6e4dc746f","block_type":"box","text":"borrowings in the aggregate, or (ii) treats all such transactions as Derivatives Transactions under Rule 18f-4. See “—","page_number":100,"box":{"x":69,"y":566,"width":836,"height":11}},{"id":"b1fa617e-332d-49cc-85a3-4bbfb38ee4fe","block_type":"box","text":"Derivatives — Regulation of Derivatives — Rule 18f-4 under the Investment Company Act” above. The SEC has also","page_number":100,"box":{"x":70,"y":581,"width":824,"height":12}},{"id":"6f03fad7-eba1-4d4d-a680-d524a04c084e","block_type":"box","text":"finalized rules that will require cer tain transactions involving U.S. Treasuries, including reverse repurchase","page_number":100,"box":{"x":68,"y":596,"width":758,"height":12}},{"id":"3b0224de-2612-4a07-9529-46047831fbb1","block_type":"box","text":"agreements, to be centrally cleared. Compliance with these rules is expected to be required by the middle of 2027.","page_number":100,"box":{"x":69,"y":612,"width":822,"height":11}},{"id":"732ec179-c725-49d8-94a0-8d5b02d0b3ee","block_type":"box","text":"Although the impact of these rules on the Funds is difficult to predict, they may reduce the availability or increase the","page_number":100,"box":{"x":68,"y":627,"width":838,"height":11}},{"id":"9367269b-e364-4950-b4d4-963537ad2b08","block_type":"box","text":"costs of such transactions and may adversely affect a Fund’s per formance.","page_number":100,"box":{"x":69,"y":642,"width":538,"height":11}},{"id":"880ba134-1f68-4c36-be84-c6caa3259422","block_type":"box","text":"Additionally, regulations adopted by global prudential regulators require cer tain bank-regulated counterpar ties","page_number":100,"box":{"x":101,"y":665,"width":780,"height":11}},{"id":"5f97fc22-9da3-498c-b281-8c3bae0eeb53","block_type":"box","text":"and cer tain of their affiliates to include in cer tain financial contracts, including many reverse repurchase agreements,","page_number":100,"box":{"x":69,"y":680,"width":838,"height":11}},{"id":"8583f857-a1b4-4c29-97de-7ecfc7de6e09","block_type":"box","text":"terms that delay or restrict the rights of counterpar ties, such as a Fund, to terminate such agreements, take","page_number":100,"box":{"x":68,"y":695,"width":775,"height":11}},{"id":"b1cc7a3d-f510-406b-8324-1251bab866a6","block_type":"box","text":"foreclosure action, exercise other default rights or restrict transfers of credit suppor t in the event that the","page_number":100,"box":{"x":68,"y":710,"width":754,"height":11}},{"id":"dc45862f-f3bc-452e-97dd-7b56bc7035e0","block_type":"box","text":"counterpar ty and/or its affiliates are subject to cer tain types of resolution or insolvency proceedings. It is possible","page_number":100,"box":{"x":69,"y":725,"width":818,"height":11}},{"id":"d87f871e-22dc-4569-aff2-f0dfb0474c45","block_type":"box","text":"that these requirements, as well as potential additional government regulation and other developments in the","page_number":100,"box":{"x":68,"y":740,"width":783,"height":11}},{"id":"691dc1c2-6703-487b-8ae6-1e2a0c4425cc","block_type":"box","text":"market, could adversely affect a Fund’s ability to terminate existing reverse repurchase agreements or to realize","page_number":100,"box":{"x":69,"y":755,"width":800,"height":11}},{"id":"844f84f9-e788-4a4a-ad7e-1b9521fae1cd","block_type":"box","text":"amounts to be received under such agreements.","page_number":100,"box":{"x":69,"y":771,"width":345,"height":11}},{"id":"326e0d8a-ed3a-4931-924d-0780ee870c1b","block_type":"box","text":"Rights Offerings and Warrants to Purchase.","page_number":100,"box":{"x":102,"y":793,"width":316,"height":11}},{"id":"4a07b098-d89f-4382-957c-d8cf9471a238","block_type":"box","text":"Cer tain Funds may par ticipate in rights offerings and may purchase","page_number":100,"box":{"x":424,"y":793,"width":481,"height":11}},{"id":"6981a3a4-00d2-4d66-8d4b-d93aaa34a4a0","block_type":"box","text":"warrants, which are privileges issued by corporations enabling the owners to subscribe to and purchase a specified","page_number":100,"box":{"x":68,"y":808,"width":822,"height":11}},{"id":"eb93f95b-1a66-4b4e-98c4-de68ad2ee8c8","block_type":"box","text":"number of shares of the corporation at a specified price during a specified period of time. Subscription rights","page_number":100,"box":{"x":69,"y":823,"width":776,"height":12}},{"id":"efef747f-40c5-4d41-8cec-ec2e825f0c92","block_type":"box","text":"normally have a shor t life span to expiration. The purchase of rights or warrants involves the risk that a Fund could","page_number":100,"box":{"x":69,"y":838,"width":817,"height":12}},{"id":"b0a2bc16-fff7-46fc-af8d-542f164ae643","block_type":"box","text":"lose the purchase value of a right or warrant if the right to subscribe to additional shares is not exercised prior to the","page_number":100,"box":{"x":70,"y":853,"width":833,"height":12}},{"id":"d48b0931-87e3-4481-830a-b1aa9de99eed","block_type":"box","text":"rights’ and warrants’ expiration. Also, the purchase of rights and/or warrants involves the risk that the effective price","page_number":100,"box":{"x":69,"y":869,"width":835,"height":11}},{"id":"8077a5bd-eefd-44ac-8942-186636d97933","block_type":"box","text":"paid for the right and/or warrant added to the subscription price of the related security may exceed the value of the","page_number":100,"box":{"x":70,"y":884,"width":821,"height":11}},{"id":"bfae2f87-ce8d-43de-8087-c4b357f4c961","block_type":"box","text":"subscribed security’s market price such as when there is no movement in the level of the underlying security. Buying","page_number":100,"box":{"x":69,"y":899,"width":830,"height":11}},{"id":"febf2863-9f49-4090-8c02-d864ee7a7032","block_type":"box","text":"II-72","page_number":100,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"26a66c24-3ec5-403c-a9f4-3f6643e420b4","block_type":"box","text":"NM1026U-5981080-100/228","page_number":100,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"ae4d6015-fcba-4bf7-8f0c-ba0014c72252","block_type":"box","text":"a warrant does not make the Fund a shareholder of the underlying stock. The warrant holder has no voting or","page_number":101,"box":{"x":69,"y":45,"width":777,"height":11}},{"id":"199fd92e-047c-45b9-a530-f3d455af9b41","block_type":"box","text":"dividend rights with respect to the underlying stock. A warrant does not carry any right to assets of the issuer, and for","page_number":101,"box":{"x":69,"y":60,"width":839,"height":11}},{"id":"5e9a0c26-6e72-4a31-a3d6-ced72fc63c03","block_type":"box","text":"this reason investments in warrants may be more speculative than other equity-based investments.","page_number":101,"box":{"x":68,"y":75,"width":708,"height":11}},{"id":"e0aca914-520b-4074-919f-c6821e02b10c","block_type":"box","text":"Rule 144A Securities.","page_number":101,"box":{"x":102,"y":98,"width":159,"height":9}},{"id":"659a47d9-6591-4a97-be69-f5918a9e4d97","block_type":"box","text":"A Fund may purchase securities that can be offered and sold only to “qualified","page_number":101,"box":{"x":266,"y":98,"width":560,"height":11}},{"id":"cd56aed6-f268-4767-b52c-3d7985ba384d","block_type":"box","text":"institutional buyers” pursuant to Rule 144A under the Securities Act. See “Restricted Securities” above.","page_number":101,"box":{"x":70,"y":113,"width":741,"height":11}},{"id":"57b5f251-85f3-4d34-803b-c77fc91995e4","block_type":"box","text":"Securities Lending.","page_number":101,"box":{"x":101,"y":135,"width":139,"height":11}},{"id":"6d417f90-4bfc-4918-a194-0f07302bebd8","block_type":"box","text":"Each Fund may lend por tfolio securities to cer tain borrowers that BlackRock determines to","page_number":101,"box":{"x":247,"y":135,"width":645,"height":11}},{"id":"f4fef631-9a0b-4da2-b8e4-819f1d4d8c22","block_type":"box","text":"be creditwor thy, including borrowers affiliated with BlackRock. The borrowers provide collateral that is maintained in","page_number":101,"box":{"x":69,"y":150,"width":825,"height":12}},{"id":"d9d7d5e1-d720-4454-a113-46ffed4accbd","block_type":"box","text":"an amount at least equal to the current market value of the securities loaned. No securities loan shall be made on","page_number":101,"box":{"x":69,"y":166,"width":817,"height":11}},{"id":"78112a77-dbce-4186-9399-97d6c54b3ad0","block_type":"box","text":"behalf of a Fund if, as a result, the aggregate value of all securities loans of the par ticular Fund exceeds one-third of","page_number":101,"box":{"x":69,"y":181,"width":831,"height":11}},{"id":"4af11808-426f-46e3-bb5a-90934a82f74c","block_type":"box","text":"the value of such Fund’s total assets (including the value of the collateral received). A Fund may terminate a loan at","page_number":101,"box":{"x":68,"y":196,"width":827,"height":11}},{"id":"b147ec4f-260e-40bb-ba8c-325568a6151c","block_type":"box","text":"any time and obtain the return of the securities loaned. Each Fund receives, by way of substitute payment, the value","page_number":101,"box":{"x":69,"y":211,"width":829,"height":11}},{"id":"85b5c0ee-d78c-4eae-8ff3-9fb8eab97779","block_type":"box","text":"of any interest or cash or non-cash distributions paid on the loaned securities that it would have otherwise received if","page_number":101,"box":{"x":69,"y":226,"width":838,"height":11}},{"id":"b9d81e4b-6d13-485a-8abf-6b3f8743df57","block_type":"box","text":"the securities were not on loan.","page_number":101,"box":{"x":68,"y":241,"width":225,"height":9}},{"id":"29ed2b13-a3c1-4002-b336-e3987ea6558e","block_type":"box","text":"With respect to loans that are collateralized by cash, the borrower may be entitled to receive a fee based on the","page_number":101,"box":{"x":101,"y":264,"width":799,"height":11}},{"id":"82e8e31d-e160-48d0-9043-e1abe97bc2fd","block_type":"box","text":"amount of cash collateral. The Funds are compensated by any positive difference between the amount earned on the","page_number":101,"box":{"x":69,"y":279,"width":835,"height":11}},{"id":"a44e3092-c259-4bb5-b728-b7616e687b57","block_type":"box","text":"reinvestment of cash collateral and the fee paid to the borrower. In the case of collateral other than cash, a Fund is","page_number":101,"box":{"x":69,"y":294,"width":824,"height":11}},{"id":"02385e71-b874-4ba3-a314-a68f41ddbf99","block_type":"box","text":"compensated by a fee paid by the borrower equal to a percentage of the market value of the loaned securities. Any","page_number":101,"box":{"x":69,"y":309,"width":821,"height":11}},{"id":"f44b0318-0074-426b-8d20-617e461f5ca7","block_type":"box","text":"cash collateral received by the Fund for such loans, and uninvested cash, may be reinvested in cer tain shor t-term","page_number":101,"box":{"x":69,"y":324,"width":810,"height":11}},{"id":"89b20d66-496b-4fae-9ea5-dccaa6bcd19d","block_type":"box","text":"instruments either directly on behalf of the Fund or through one or more joint accounts or money market funds,","page_number":101,"box":{"x":70,"y":339,"width":789,"height":12}},{"id":"ca6763b2-45a8-4d93-ad59-5c23e8111b9c","block_type":"box","text":"including those affiliated with BlackRock; such investments are subject to investment risk.","page_number":101,"box":{"x":70,"y":355,"width":643,"height":11}},{"id":"2308252f-6921-4405-be42-1100b95fa5cb","block_type":"box","text":"Securities lending involves exposure to cer tain risks, including operational risk (","page_number":101,"box":{"x":102,"y":377,"width":568,"height":12}},{"id":"83974fe3-fe40-43f2-9671-701947817824","block_type":"box","text":"i.e.","page_number":101,"box":{"x":672,"y":377,"width":20,"height":9}},{"id":"4e9e1ea8-c931-4acd-9c2b-28a7376d6842","block_type":"box","text":", the risk of losses resulting","page_number":101,"box":{"x":695,"y":377,"width":198,"height":12}},{"id":"4ae810b6-e9d9-4d7a-bb74-b12cd8d9f146","block_type":"box","text":"from problems in the settlement and accounting process), “gap” risk (","page_number":101,"box":{"x":68,"y":392,"width":501,"height":12}},{"id":"a3b82e58-5008-4b85-afd4-81665e2490a5","block_type":"box","text":"i.e.","page_number":101,"box":{"x":571,"y":393,"width":20,"height":8}},{"id":"d39c6ef5-3bda-4a7e-9007-77fb47d40c43","block_type":"box","text":", the risk of a mismatch between the return","page_number":101,"box":{"x":594,"y":392,"width":307,"height":11}},{"id":"795dba41-4380-42a5-b89f-7166b6ca5f2f","block_type":"box","text":"on cash collateral reinvestments and the fees each Fund has agreed to pay a borrower), foreign exchange risk (","page_number":101,"box":{"x":69,"y":407,"width":794,"height":12}},{"id":"e0b92529-ecee-4e02-8533-5d5c3b61624e","block_type":"box","text":"i.e.","page_number":101,"box":{"x":865,"y":408,"width":20,"height":8}},{"id":"79555c52-7593-46d2-a59d-d087d08140ea","block_type":"box","text":",","page_number":101,"box":{"x":888,"y":415,"width":2,"height":3}},{"id":"0413bf37-15d8-47a7-aa2f-a058fdebc59b","block_type":"box","text":"the risk of a shor tfall at default when a cash collateral investment is denominated in a currency other than the","page_number":101,"box":{"x":68,"y":423,"width":788,"height":11}},{"id":"8d9b9242-9ddf-4472-93e5-3793f8138d94","block_type":"box","text":"currency of the assets being loaned due to movements in foreign exchange rates), and credit, legal, counterpar ty and","page_number":101,"box":{"x":69,"y":438,"width":837,"height":11}},{"id":"b4c19193-189f-4fa1-b14e-76fddee97713","block_type":"box","text":"market risks (including the risk that market events, including but not limited to corporate actions, could lead a Fund","page_number":101,"box":{"x":69,"y":453,"width":822,"height":11}},{"id":"d07c103d-76ea-43e9-a748-6ee6ad2c740c","block_type":"box","text":"to lend securities that are trading at a premium due to increased demand, or to recall loaned securities or to lend","page_number":101,"box":{"x":68,"y":468,"width":811,"height":11}},{"id":"73dca285-a8ce-44ed-9fd5-b1361bb34450","block_type":"box","text":"less or not at all, which could lead to reduced securities lending revenue). If a Fund were to lend out securities that","page_number":101,"box":{"x":70,"y":483,"width":820,"height":11}},{"id":"848f1192-9f45-4c57-9df5-882892dac406","block_type":"box","text":"are subject to a corporate action and commit to the borrower a par ticular election as determined by the Fund’s","page_number":101,"box":{"x":69,"y":498,"width":790,"height":11}},{"id":"726ddbdf-02c6-4fa3-b492-9cff32bd7674","block_type":"box","text":"investment adviser, the benefit the Fund would receive in respect of committing to such election may or may not be","page_number":101,"box":{"x":70,"y":513,"width":820,"height":12}},{"id":"449d99a7-b0d8-4647-8f33-861f32a91245","block_type":"box","text":"less than the benefit the Fund would have received from making a different election in such corporate action. If a","page_number":101,"box":{"x":70,"y":528,"width":805,"height":12}},{"id":"dd1cd3bb-a2ae-4a7b-8669-046ae77576c9","block_type":"box","text":"securities lending counterpar ty were to default, a Fund would be subject to the risk of a possible delay in receiving","page_number":101,"box":{"x":69,"y":543,"width":816,"height":12}},{"id":"956c32ca-1160-42e6-af52-ca94aba15968","block_type":"box","text":"collateral or in recovering the loaned securities, or to a possible loss of rights in the collateral. In the event a","page_number":101,"box":{"x":69,"y":559,"width":775,"height":11}},{"id":"3fe93ace-8e27-4e64-9ffb-0520d6b790ed","block_type":"box","text":"borrower does not return a Fund’s securities as agreed, the Fund’s ability to par ticipate in a corporate action event","page_number":101,"box":{"x":69,"y":574,"width":821,"height":11}},{"id":"967726ec-4676-42f3-8e8d-87e70e08a62f","block_type":"box","text":"may be impacted, or the Fund may experience losses if the proceeds received from liquidating the collateral do not at","page_number":101,"box":{"x":69,"y":589,"width":838,"height":11}},{"id":"8bc1c740-9f21-4082-9a49-bd7579fb0dec","block_type":"box","text":"least equal the value of the loaned security at the time the collateral is liquidated, plus the transaction costs incurred","page_number":101,"box":{"x":70,"y":604,"width":837,"height":11}},{"id":"85a55086-9c53-42a0-a075-ef4199ccde22","block_type":"box","text":"in purchasing replacement securities. This latter event could trigger adverse tax consequences for a Fund. A Fund","page_number":101,"box":{"x":70,"y":619,"width":808,"height":11}},{"id":"25cf2e65-3d8e-48d0-9143-c02530a731fa","block_type":"box","text":"could lose money if its shor t-term investment of the collateral declines in value over the period of the loan. Substitute","page_number":101,"box":{"x":69,"y":634,"width":839,"height":11}},{"id":"4c15f66f-028a-40f4-a64a-2544524332b9","block_type":"box","text":"payments received by a Fund representing dividends paid on securities loaned out by the Fund will not be considered","page_number":101,"box":{"x":70,"y":650,"width":832,"height":11}},{"id":"102432e8-79de-4b16-bf85-834af2e8c5f6","block_type":"box","text":"qualified dividend income, and distributions by the Fund of such substitute payments will not constitute qualified","page_number":101,"box":{"x":69,"y":664,"width":801,"height":12}},{"id":"d6b5c367-6980-43fe-8847-e9a31334c347","block_type":"box","text":"dividend income. Additionally, substitute payments received by a Fund representing qualified REIT dividends paid on","page_number":101,"box":{"x":69,"y":680,"width":823,"height":11}},{"id":"aef43a66-01e9-49d3-b66f-81d38b02761a","block_type":"box","text":"REIT securities loaned out by the Fund will not be considered qualified REIT dividends, and distributions by the Fund","page_number":101,"box":{"x":70,"y":695,"width":823,"height":11}},{"id":"e56c474f-a82f-49f9-be5a-0cae4a049162","block_type":"box","text":"of such substitute payments will not be eligible for a 20% deduction currently available for ordinary REIT dividends","page_number":101,"box":{"x":69,"y":710,"width":812,"height":11}},{"id":"56f70d2d-a636-469d-ba16-35d171db4afc","block_type":"box","text":"paid to non-corporate shareholders provided cer tain other requirements are satisfied. The securities lending agent","page_number":101,"box":{"x":70,"y":725,"width":814,"height":11}},{"id":"0c03eebb-7fb1-4022-962d-066121c297bc","block_type":"box","text":"will take into account the tax effects on shareholders caused by these differences in connection with a Fund’s","page_number":101,"box":{"x":68,"y":740,"width":787,"height":11}},{"id":"64df6fc9-4c7b-437e-a83f-c6d009b475f4","block_type":"box","text":"securities lending program. Substitute payments received on tax-exempt securities loaned out will not be tax-exempt","page_number":101,"box":{"x":69,"y":755,"width":828,"height":11}},{"id":"96afd041-a95c-4ba0-931d-63522df7206c","block_type":"box","text":"income. There could also be changes in the status of issuers under applicable laws and regulations, including tax","page_number":101,"box":{"x":70,"y":770,"width":809,"height":12}},{"id":"185973f5-b6c2-4432-8fd2-473a3c7ab77a","block_type":"box","text":"regulations, that may impact the regulatory or tax treatment of loaned securities and could, for example, result in a","page_number":101,"box":{"x":69,"y":785,"width":821,"height":12}},{"id":"be36d11d-9942-4577-a076-9cf6e1b43e96","block_type":"box","text":"delay in the payment of dividend equivalent payments owed to a Fund (as permitted by applicable law).","page_number":101,"box":{"x":69,"y":801,"width":731,"height":11}},{"id":"53ecb020-1feb-498f-abe9-fa65e1d1027a","block_type":"box","text":"Regulations adopted by global prudential regulators require cer tain bank-regulated counterpar ties and cer tain of","page_number":101,"box":{"x":102,"y":823,"width":800,"height":12}},{"id":"00acbd09-a73a-492f-835d-34759d3d9887","block_type":"box","text":"their affiliates to include in cer tain financial contracts, including many securities lending agreements, terms that","page_number":101,"box":{"x":68,"y":838,"width":802,"height":12}},{"id":"cb102043-6f54-41c0-b2ac-033a8e33ca1c","block_type":"box","text":"delay or restrict the rights of counterpar ties, such as the Fund, to terminate such agreements, foreclose upon","page_number":101,"box":{"x":69,"y":853,"width":783,"height":12}},{"id":"9e466ec8-0414-4205-a72b-8056218d565d","block_type":"box","text":"collateral, exercise other default rights or restrict transfers of credit suppor t in the event that the counterpar ty and/or","page_number":101,"box":{"x":69,"y":869,"width":839,"height":11}},{"id":"49d42d3e-adf8-4652-b0b1-cd280b739927","block_type":"box","text":"its affiliates are subject to cer tain types of resolution or insolvency proceedings. It is possible that these","page_number":101,"box":{"x":70,"y":884,"width":747,"height":11}},{"id":"c168b381-55a7-441d-b453-b184aa96371b","block_type":"box","text":"requirements, as well as potential additional government regulation and other developments in the market, could","page_number":101,"box":{"x":69,"y":899,"width":806,"height":11}},{"id":"48c8188a-c029-469d-a5e0-19e127df0836","block_type":"box","text":"II-73","page_number":101,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"fe9fb6d2-3fa3-4f94-b929-2568a7728c11","block_type":"box","text":"NM1026U-5981080-101/228","page_number":101,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"99176853-2c4d-43a8-ae16-16f6a4bb8fc4","block_type":"box","text":"adversely affect the Fund’s ability to terminate existing securities lending agreements or to realize amounts to be","page_number":102,"box":{"x":69,"y":45,"width":808,"height":11}},{"id":"35282850-06cf-468f-bd39-f6076244d5f4","block_type":"box","text":"received under such agreements. Prudential regulation may also favor lenders that can provide additional protections,","page_number":102,"box":{"x":69,"y":60,"width":839,"height":11}},{"id":"17313d57-f192-4d3a-ac4b-de179e415e30","block_type":"box","text":"such as liens that are exercisable in connection with a lender default, to borrowers. Cer tain Funds expect to provide","page_number":102,"box":{"x":69,"y":75,"width":827,"height":11}},{"id":"fa60bc29-a5ce-429d-b436-7de2c15355e8","block_type":"box","text":"additional protections to borrowers, where permitted pursuant to a Fund’s investment policies and if BlackRock","page_number":102,"box":{"x":69,"y":90,"width":794,"height":11}},{"id":"4eb66f77-19ac-4ea4-b4e5-b70b025e8830","block_type":"box","text":"believes doing so is in the best interest of the Fund.","page_number":102,"box":{"x":69,"y":105,"width":371,"height":11}},{"id":"1b7c838c-e1ce-4d93-ab39-70f672a0ee73","block_type":"box","text":"The SEC has adopted a rule that will require repor ting and public disclosure of securities loan transaction","page_number":102,"box":{"x":101,"y":128,"width":753,"height":11}},{"id":"400f3ab7-8d8b-45c4-a2f4-9356091fe67c","block_type":"box","text":"information (not including par ty names); this may include, but is not limited to, information about securities loans","page_number":102,"box":{"x":70,"y":143,"width":808,"height":11}},{"id":"ebe1ade9-a6a2-46f0-abc0-9684b05db7b3","block_type":"box","text":"entered into in connection with shor t sales. Compliance with this rule is expected to be required in late 2028,","page_number":102,"box":{"x":69,"y":158,"width":784,"height":11}},{"id":"f86671ad-0e2e-40f0-b61a-ee3dd309d3f7","block_type":"box","text":"although in response to the outcome of a legal challenge against the rule, the SEC may amend the rule and/or delay","page_number":102,"box":{"x":69,"y":173,"width":833,"height":11}},{"id":"0bd1f29d-66b8-464d-b010-c25d022cfb3f","block_type":"box","text":"the current expected compliance date.","page_number":102,"box":{"x":68,"y":188,"width":273,"height":11}},{"id":"a139cef9-63bc-4771-94bc-51d56154470a","block_type":"box","text":"Short Sales.","page_number":102,"box":{"x":101,"y":211,"width":89,"height":9}},{"id":"01de1537-375c-4c75-b68b-487b41338d25","block_type":"box","text":"Cer tain Funds may make shor t sales of securities, either as a hedge against potential declines in","page_number":102,"box":{"x":196,"y":211,"width":696,"height":11}},{"id":"f64570b0-b2c2-419b-9ce0-c5d892b1f9a5","block_type":"box","text":"value of a por tfolio security or to realize appreciation when a security that the Fund does not own declines in value.","page_number":102,"box":{"x":68,"y":226,"width":821,"height":11}},{"id":"8f4edd34-9043-402c-8d6b-0b88c235bece","block_type":"box","text":"Cer tain Funds have a fundamental investment restriction prohibiting shor t sales of securities unless they are","page_number":102,"box":{"x":69,"y":241,"width":778,"height":11}},{"id":"09a9c827-d7a1-469d-9f06-7180aa4196e2","block_type":"box","text":"“against-the-box.” In a shor t sale “against-the-box,” at the time of the sale, the Fund owns or has the immediate and","page_number":102,"box":{"x":70,"y":256,"width":831,"height":12}},{"id":"66e1b509-ffd4-44b4-8c22-17f5d8bfa197","block_type":"box","text":"unconditional right to acquire the identical security at no additional cost. When a Fund makes a shor t sale, it borrows","page_number":102,"box":{"x":69,"y":272,"width":837,"height":11}},{"id":"c63fded2-6ea2-4929-9839-e606e281f90d","block_type":"box","text":"the security sold shor t and delivers it to the broker-dealer through which it made the shor t sale. A Fund may have to","page_number":102,"box":{"x":68,"y":287,"width":828,"height":11}},{"id":"24f79b2c-1f99-4416-aa06-8ba8a637bcc7","block_type":"box","text":"pay a fee to borrow par ticular securities and is often obligated to turn over any payments received on such borrowed","page_number":102,"box":{"x":70,"y":302,"width":829,"height":11}},{"id":"435f3c9a-977d-4af0-871d-19da6108f55b","block_type":"box","text":"securities to the lender of the securities.","page_number":102,"box":{"x":69,"y":317,"width":289,"height":9}},{"id":"50407965-d16f-43b2-b3fb-ed45572f6378","block_type":"box","text":"A Fund secures its obligation to replace the borrowed security by depositing collateral with the broker-dealer,","page_number":102,"box":{"x":101,"y":340,"width":772,"height":11}},{"id":"77567013-2fe7-4f4e-99ca-dc1e6e778daa","block_type":"box","text":"usually in cash, U.S. Government Securities or other liquid securities similar to those borrowed. With respect to","page_number":102,"box":{"x":69,"y":355,"width":795,"height":11}},{"id":"3ea0fa5c-c03f-43fb-b94d-6da16693704f","block_type":"box","text":"uncovered shor t positions, a Fund is required to deposit similar collateral with its custodian, if necessary, to the","page_number":102,"box":{"x":69,"y":370,"width":801,"height":11}},{"id":"4cc75f9f-f929-4f11-b6a5-f351d9987545","block_type":"box","text":"extent that the value of both collateral deposits in the aggregate is at all times equal to at least 100% of the current","page_number":102,"box":{"x":69,"y":385,"width":830,"height":11}},{"id":"ef7761c8-93a1-40ed-87d1-96038bb1bb58","block_type":"box","text":"market value of the security sold shor t. Depending on arrangements made with the broker-dealer from which the Fund","page_number":102,"box":{"x":69,"y":400,"width":839,"height":11}},{"id":"4b2565f3-01ca-4983-abe8-a7c4d3a9d0ce","block_type":"box","text":"borrowed the security, regarding payment received by the Fund on such security, a Fund may not receive any","page_number":102,"box":{"x":69,"y":415,"width":770,"height":11}},{"id":"b932b28a-4395-48ba-b6ff-ec687f5fd086","block_type":"box","text":"payments (including interest) on its collateral deposited with such broker-dealer.","page_number":102,"box":{"x":70,"y":430,"width":568,"height":11}},{"id":"5b0e967c-04a7-4462-8b57-565965880d2d","block_type":"box","text":"Because making shor t sales in securities that it does not own exposes a Fund to the risks associated with those","page_number":102,"box":{"x":102,"y":453,"width":806,"height":11}},{"id":"d0c34329-b9dc-4d11-acd5-547a2de682ad","block_type":"box","text":"securities, such shor t sales involve speculative exposure risk. A Fund will incur a loss as a result of a shor t sale if","page_number":102,"box":{"x":69,"y":468,"width":817,"height":11}},{"id":"af8634e9-2d8c-4043-92c0-0fe26fb1fc98","block_type":"box","text":"the price of the security increases between the date of the shor t sale and the date on which the Fund replaces the","page_number":102,"box":{"x":68,"y":483,"width":819,"height":11}},{"id":"7045873e-a64b-4aa7-946f-4268b38937f3","block_type":"box","text":"borrowed security. As a result, if a Fund makes shor t sales in securities that increase in value, it will likely","page_number":102,"box":{"x":69,"y":498,"width":758,"height":11}},{"id":"c9ec88e4-9185-4161-8849-e76a3aa4426e","block_type":"box","text":"underper form similar mutual funds that do not make shor t sales in securities. A Fund will realize a gain on a shor t","page_number":102,"box":{"x":69,"y":513,"width":817,"height":12}},{"id":"18d97675-f019-471f-9099-e536f403a6b2","block_type":"box","text":"sale if the security declines in price between those dates. There can be no assurance that a Fund will be able to","page_number":102,"box":{"x":69,"y":528,"width":800,"height":12}},{"id":"a8d0ee1e-f05b-460e-86cc-68f2e9d55b5c","block_type":"box","text":"close out a shor t sale position at any par ticular time or at an acceptable price. Although a Fund’s gain is limited to","page_number":102,"box":{"x":69,"y":544,"width":818,"height":11}},{"id":"98426279-1394-4b36-923d-8e93d1a6956c","block_type":"box","text":"the price at which it sold the security shor t, its potential loss is limited only by the maximum attainable price of the","page_number":102,"box":{"x":68,"y":559,"width":821,"height":11}},{"id":"381ac612-66c6-4de6-b427-845738485356","block_type":"box","text":"security, less the price at which the security was sold and may, theoretically, be unlimited.","page_number":102,"box":{"x":69,"y":574,"width":640,"height":11}},{"id":"34d6ebae-13e7-448f-b15e-e7818c20e2fc","block_type":"box","text":"A Fund may also make shor t sales “against the box” without being subject to such limitations.","page_number":102,"box":{"x":101,"y":597,"width":673,"height":11}},{"id":"8434a1f6-a91e-45c7-aba8-bdfbd535bc26","block_type":"box","text":"A Fund must comply with Rule 18f-4 under the Investment Company Act with respect to its shor t sale","page_number":102,"box":{"x":101,"y":619,"width":721,"height":11}},{"id":"d9802247-a309-4fab-a268-5ee0cdba922b","block_type":"box","text":"borrowings, which are considered Derivatives Transactions under the Rule. See “—Derivatives — Regulation of","page_number":102,"box":{"x":69,"y":634,"width":791,"height":12}},{"id":"50590cfd-f7ae-4b05-810b-4dbd7b7d7065","block_type":"box","text":"Derivatives — Rule 18f-4 under the Investment Company Act” above.","page_number":102,"box":{"x":70,"y":649,"width":489,"height":12}},{"id":"0d2bcb35-12de-4672-b2c6-0ccc622bfd1a","block_type":"box","text":"Shor t sales are also subject to cer tain SEC regulations and cer tain European Union and United Kingdom","page_number":102,"box":{"x":102,"y":672,"width":745,"height":11}},{"id":"2eecae1d-08c3-44ea-b0ae-8d8d29fcee0d","block_type":"box","text":"regulations (under which there are restrictions on net shor t sales in cer tain securities). If the SEC or regulatory","page_number":102,"box":{"x":69,"y":687,"width":793,"height":11}},{"id":"5d51d303-cb99-4fea-a213-2be2655ef58b","block_type":"box","text":"authorities in other jurisdictions were to adopt additional restrictions regarding shor t sales, they could restrict a","page_number":102,"box":{"x":69,"y":703,"width":796,"height":11}},{"id":"59f5e6ab-073e-4288-bb48-60cde0b2c379","block_type":"box","text":"Fund’s ability to engage in shor t sales in cer tain circumstances, and the Fund may be unable to execute its","page_number":102,"box":{"x":70,"y":718,"width":766,"height":11}},{"id":"e58a8ec2-5f5a-4b4e-a5d8-d146635c921e","block_type":"box","text":"investment strategy as a result. In response to market events, the SEC and regulatory authorities in other","page_number":102,"box":{"x":70,"y":733,"width":754,"height":11}},{"id":"85da3ebe-53fb-4448-b1f2-3d2ce046b368","block_type":"box","text":"jurisdictions may adopt (and in cer tain cases, have adopted) bans or other restrictions on shor t sales of cer tain","page_number":102,"box":{"x":67,"y":748,"width":800,"height":11}},{"id":"5566a93d-4971-4bd2-ba6c-33c99b85541e","block_type":"box","text":"securities or on derivatives and other hedging instruments used to achieve a similar economic effect. Such bans or","page_number":102,"box":{"x":69,"y":763,"width":823,"height":11}},{"id":"67cbb53b-7b24-4019-ae95-33e24ca7446c","block_type":"box","text":"other restrictions may make it impossible for a Fund to execute cer tain investment strategies and may have a","page_number":102,"box":{"x":69,"y":778,"width":782,"height":11}},{"id":"e32e2944-1015-477c-a496-cde30c8fc6ab","block_type":"box","text":"material adverse effect on the Fund’s ability to generate returns.","page_number":102,"box":{"x":69,"y":793,"width":460,"height":11}},{"id":"7b01ecb3-22a9-4ba7-b2e3-ee2d27ac8502","block_type":"box","text":"Special Purpose Acquisition Companies.","page_number":102,"box":{"x":101,"y":816,"width":293,"height":11}},{"id":"4e9b3aa2-cdd1-4648-a0a4-9c13d7f56ff3","block_type":"box","text":"A Fund may invest in stock, warrants, rights and other interests issued","page_number":102,"box":{"x":400,"y":816,"width":504,"height":11}},{"id":"8171538f-2aff-479d-a7e3-28cc2140c1d0","block_type":"box","text":"by special purpose acquisition companies (“SPACs”) or similar special purpose entities that pool funds to seek","page_number":102,"box":{"x":69,"y":831,"width":791,"height":11}},{"id":"7bc25ce6-71cf-40dd-bf80-3780654ac4ac","block_type":"box","text":"potential acquisition oppor tunities, including the “founder’s” shares and warrants described below. A SPAC is a","page_number":102,"box":{"x":70,"y":846,"width":793,"height":11}},{"id":"6facf4a5-1cfa-40c9-8833-00bbb813cab5","block_type":"box","text":"publicly traded company that raises investment capital via an IPO for the purpose of identifying and acquiring one or","page_number":102,"box":{"x":70,"y":861,"width":824,"height":11}},{"id":"8e300838-e978-49fb-91e0-ddac7c21f079","block_type":"box","text":"more operating businesses or assets. In connection with forming a SPAC, the SPAC’s sponsors acquire “founder’s”","page_number":102,"box":{"x":69,"y":876,"width":821,"height":11}},{"id":"b2be08da-3768-4f1c-a358-1317c4dda8f3","block_type":"box","text":"shares, generally for nominal consideration, and warrants that will result in the sponsors owning a specified","page_number":102,"box":{"x":69,"y":891,"width":768,"height":12}},{"id":"32870f2b-83be-4682-b0e7-3d6b9995d825","block_type":"box","text":"percentage (typically 20%) of the SPAC’s outstanding common stock upon completion of the IPO. At the time a SPAC","page_number":102,"box":{"x":70,"y":906,"width":826,"height":12}},{"id":"774a8619-d944-4dc6-8b40-1e76c798ffd8","block_type":"box","text":"II-74","page_number":102,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"1fa4c870-d9c5-4f20-99bb-6e1aea7572e6","block_type":"box","text":"NM1026U-5981080-102/228","page_number":102,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"0197d48d-cd78-4bf2-9783-ae6ae1c2dd1c","block_type":"box","text":"conducts an IPO, it has selected a management team but has not yet identified a specific acquisition oppor tunity.","page_number":103,"box":{"x":69,"y":45,"width":809,"height":11}},{"id":"2c7b4b52-fc06-48d6-b1b3-5e7256da0310","block_type":"box","text":"Unless and until an acquisition is completed, a SPAC generally invests its assets in U.S. Government securities,","page_number":103,"box":{"x":70,"y":60,"width":797,"height":11}},{"id":"20d2d732-9752-414b-b9de-d359d2a56dc4","block_type":"box","text":"money market securities and cash. If an acquisition that meets the requirements for the SPAC is not completed","page_number":103,"box":{"x":69,"y":75,"width":795,"height":11}},{"id":"ced8848c-ca07-4e6f-b20f-7dada3d8cb76","block_type":"box","text":"within a pre-established period of time, the invested funds are returned to the SPAC’s public shareholders, the","page_number":103,"box":{"x":68,"y":90,"width":788,"height":11}},{"id":"a01bfeeb-d68f-4908-8072-79b12e0f0cbd","block_type":"box","text":"warrants expire, and the “founder’s” shares and such warrants become wor thless. Because SPACs and similar","page_number":103,"box":{"x":68,"y":105,"width":794,"height":11}},{"id":"2d416ab9-dd99-4279-ba78-c820c449f4b3","block_type":"box","text":"entities are in essence “blank check” companies without operating histories or ongoing business operations (other","page_number":103,"box":{"x":69,"y":120,"width":820,"height":12}},{"id":"a3608878-91d6-4c4d-83ab-061f71b4063b","block_type":"box","text":"than identifying and pursuing acquisitions), the potential for the long-term capital appreciation of their securities is","page_number":103,"box":{"x":68,"y":135,"width":815,"height":12}},{"id":"b3ef0564-7686-46e8-af00-49531b1dcb9e","block_type":"box","text":"par ticularly dependent on the ability of the SPAC’s management to identify and complete a profitable acquisition.","page_number":103,"box":{"x":70,"y":150,"width":802,"height":12}},{"id":"3c31812d-d18a-40b3-a511-53217073779b","block_type":"box","text":"There is no guarantee that the SPACs in which a Fund invests will complete an acquisition or that any acquisitions","page_number":103,"box":{"x":68,"y":166,"width":812,"height":11}},{"id":"c9269b90-4ee1-4537-a425-e860b0ae2d38","block_type":"box","text":"completed by the SPACs in which the Fund invests will be profitable. Some SPACs may pursue acquisitions only within","page_number":103,"box":{"x":69,"y":181,"width":838,"height":11}},{"id":"e8549081-b2e5-4782-843e-27290eb058d5","block_type":"box","text":"cer tain industries or regions, which may ultimately lead to an increase in the volatility of their prices following the","page_number":103,"box":{"x":69,"y":196,"width":806,"height":11}},{"id":"50c52b3e-dadc-4f64-b635-42dd22621141","block_type":"box","text":"acquisition. In addition, some of these securities may be considered illiquid and/or subject to restrictions on resale.","page_number":103,"box":{"x":69,"y":211,"width":828,"height":11}},{"id":"422a658d-2fe6-427c-ae14-ca671fc589a6","block_type":"box","text":"Standby Commitment Agreements.","page_number":103,"box":{"x":101,"y":234,"width":255,"height":11}},{"id":"87b3f0fe-3b05-4251-bbd9-a074caf7934d","block_type":"box","text":"Standby commitment agreements commit a Fund, for a stated period of","page_number":103,"box":{"x":362,"y":234,"width":511,"height":11}},{"id":"f1e78772-47e0-4a75-893d-3b77e8fdabf1","block_type":"box","text":"time, to purchase a stated amount of securities that may be issued and sold to that Fund at the option of the issuer.","page_number":103,"box":{"x":68,"y":249,"width":834,"height":11}},{"id":"5e080c67-a106-40bb-9ac5-1c2e8ff381e3","block_type":"box","text":"The price of the security is fixed at the time of the commitment. At the time of entering into the agreement, a Fund is","page_number":103,"box":{"x":68,"y":264,"width":834,"height":11}},{"id":"7164bcd6-f2b4-4c39-83d1-c9b5ec57790c","block_type":"box","text":"paid a commitment fee, regardless of whether or not the security is ultimately issued. A Fund will enter into such","page_number":103,"box":{"x":70,"y":279,"width":802,"height":11}},{"id":"c900f266-64b5-4f7b-aa15-1b71cbb89543","block_type":"box","text":"agreements for the purpose of investing in the security underlying the commitment at a price that is considered","page_number":103,"box":{"x":69,"y":294,"width":793,"height":11}},{"id":"ea5babb1-91b7-482f-bcfd-04884bee8932","block_type":"box","text":"advantageous to the Fund.","page_number":103,"box":{"x":69,"y":309,"width":188,"height":11}},{"id":"17be2d56-00ef-4369-9278-cf82adf15675","block_type":"box","text":"There can be no assurance that the securities subject to a standby commitment will be issued, and the value of","page_number":103,"box":{"x":101,"y":332,"width":800,"height":11}},{"id":"b45a7009-cdd1-4e82-8e23-f862d1dddf08","block_type":"box","text":"the security, if issued, on the delivery date may be more or less than its purchase price. Since the issuance of the","page_number":103,"box":{"x":68,"y":347,"width":816,"height":11}},{"id":"d9f4178e-f620-4525-9ef9-5e864fd83857","block_type":"box","text":"security underlying the commitment is at the option of the issuer, the Fund may bear the risk of a decline in the value","page_number":103,"box":{"x":69,"y":362,"width":835,"height":11}},{"id":"0b6fc5cc-3183-4b7b-914a-8e8e148f0022","block_type":"box","text":"of such security and may not benefit from an appreciation in the value of the security during the commitment period.","page_number":103,"box":{"x":69,"y":377,"width":828,"height":12}},{"id":"86685a2a-d88f-4af1-965e-456d4f6b3ddc","block_type":"box","text":"The purchase of a security pursuant to a standby commitment agreement and the related commitment fee will","page_number":103,"box":{"x":101,"y":400,"width":785,"height":11}},{"id":"423efd61-32b7-4832-8689-107e66c86bd0","block_type":"box","text":"be recorded on the date on which the security can reasonably be expected to be issued, and the value of the security","page_number":103,"box":{"x":69,"y":415,"width":837,"height":11}},{"id":"397ad3e3-0017-4b7c-a8f8-56e742c69de3","block_type":"box","text":"thereafter will be reflected in the calculation of a Fund’s NAV. The cost basis of the security will be adjusted by the","page_number":103,"box":{"x":68,"y":430,"width":815,"height":11}},{"id":"e798d791-fe84-442e-93c0-895d440aa657","block_type":"box","text":"amount of the commitment fee. In the event the security is not issued, the commitment fee will be recorded as","page_number":103,"box":{"x":69,"y":445,"width":792,"height":11}},{"id":"c6c5d5b1-bb71-49e1-b649-8726aee20638","block_type":"box","text":"income on the expiration date of the standby commitment.","page_number":103,"box":{"x":70,"y":460,"width":415,"height":12}},{"id":"44678c68-bcbc-4054-9a56-d00b7185e0c6","block_type":"box","text":"Standby commitments will only be entered into with dealers, banks and broker-dealers which, in the Manager’s","page_number":103,"box":{"x":102,"y":483,"width":789,"height":11}},{"id":"8616dcbb-4722-41c1-81f2-81c7120ca806","block_type":"box","text":"or sub-adviser’s opinion, present minimal credit risks. A Fund will acquire standby commitments solely to facilitate","page_number":103,"box":{"x":69,"y":498,"width":814,"height":11}},{"id":"268c52c9-cff9-4e3b-96e9-841ef29e099d","block_type":"box","text":"por tfolio liquidity and not to exercise its rights thereunder for trading purposes. Standby commitments will be valued","page_number":103,"box":{"x":70,"y":513,"width":827,"height":12}},{"id":"048f49bf-2c6a-4679-973d-5ebf8778cf77","block_type":"box","text":"at zero in determining NAV. Accordingly, where a Fund pays directly or indirectly for a standby commitment, its cost","page_number":103,"box":{"x":69,"y":528,"width":815,"height":12}},{"id":"f64322cc-bd40-42bf-bd65-da4e1e05be86","block_type":"box","text":"will be reflected as an unrealized loss for the period during which the commitment is held by such Fund and will be","page_number":103,"box":{"x":68,"y":543,"width":817,"height":12}},{"id":"7bb28291-3d22-4780-9fc5-59dae223dea7","block_type":"box","text":"reflected as a realized gain or loss when the commitment is exercised or expires.","page_number":103,"box":{"x":69,"y":559,"width":578,"height":11}},{"id":"8eac2ea9-4221-4fc6-a241-6e39e44ca8cf","block_type":"box","text":"Stripped Securities.","page_number":103,"box":{"x":101,"y":581,"width":143,"height":11}},{"id":"3982c7cd-d6b2-4c30-80a6-456196f5a423","block_type":"box","text":"Stripped securities are created when the issuer separates the interest and principal","page_number":103,"box":{"x":251,"y":581,"width":596,"height":11}},{"id":"23e75503-6867-4498-b097-fae23b03ce53","block_type":"box","text":"components of an instrument and sells them as separate securities. In general, one security is entitled to receive the","page_number":103,"box":{"x":69,"y":596,"width":839,"height":12}},{"id":"52a7d538-ad48-4a78-a6cd-0837c887f318","block_type":"box","text":"interest payments on the underlying assets (the interest only or “IO” security) and the other to receive the principal","page_number":103,"box":{"x":70,"y":612,"width":818,"height":11}},{"id":"c6b02318-76e4-4d41-befc-47fb20127dfd","block_type":"box","text":"payments (the principal only or “PO” security). Some stripped securities may receive a combination of interest and","page_number":103,"box":{"x":70,"y":627,"width":813,"height":11}},{"id":"90d715aa-d841-4c70-ba57-3ad35642828b","block_type":"box","text":"principal payments. The yields to maturity on IOs and POs are sensitive to the expected or anticipated rate of","page_number":103,"box":{"x":70,"y":642,"width":777,"height":11}},{"id":"9b11fcb2-8428-4609-851f-69b9139ca04a","block_type":"box","text":"principal payments (including prepayments) on the related underlying assets, and principal payments may have a","page_number":103,"box":{"x":70,"y":657,"width":802,"height":11}},{"id":"173177be-c0c9-4bce-93ef-75b0c4fa44d2","block_type":"box","text":"material effect on yield to maturity. If the underlying assets experience greater than anticipated prepayments of","page_number":103,"box":{"x":69,"y":672,"width":794,"height":11}},{"id":"aa52b840-a26e-459c-9b3c-b4aafa841630","block_type":"box","text":"principal, a Fund may not fully recoup its initial investment in IOs. Conversely, if the underlying assets experience less","page_number":103,"box":{"x":70,"y":687,"width":837,"height":11}},{"id":"4bd9b371-a1be-4795-b998-97cea7a31cf8","block_type":"box","text":"than anticipated prepayments of principal, the yield on POs could be adversely affected. Stripped securities may be","page_number":103,"box":{"x":68,"y":702,"width":823,"height":11}},{"id":"e45229a7-2e01-4d9f-bcda-766895e4b564","block_type":"box","text":"highly sensitive to changes in interest rates and rates of prepayment.","page_number":103,"box":{"x":69,"y":717,"width":494,"height":12}},{"id":"bd7d3f66-e9c1-4a01-afed-303f04d55084","block_type":"box","text":"Structured Notes.","page_number":103,"box":{"x":101,"y":740,"width":130,"height":9}},{"id":"bdd939a5-d687-4593-bcf7-b260b349adea","block_type":"box","text":"Structured notes and other related instruments purchased by a Fund are generally privately","page_number":103,"box":{"x":237,"y":740,"width":650,"height":11}},{"id":"b786c231-ba95-4c00-927c-47ea69514c7a","block_type":"box","text":"negotiated debt obligations where the principal and/or interest is determined by reference to the per formance of a","page_number":103,"box":{"x":69,"y":755,"width":818,"height":11}},{"id":"75e4f0ae-2a6b-424a-87f9-75eb499d2641","block_type":"box","text":"specific asset, benchmark asset, market or interest rate (“reference measure”). Issuers of structured notes generally","page_number":103,"box":{"x":69,"y":770,"width":839,"height":12}},{"id":"d5c02a2e-76a8-449d-9a07-ef367c73a7d1","block_type":"box","text":"include corporations and banks. The interest rate or the principal amount payable upon maturity or redemption may","page_number":103,"box":{"x":70,"y":786,"width":821,"height":11}},{"id":"29644408-9b4b-4330-9247-f4930ec398eb","block_type":"box","text":"increase or decrease, depending upon changes in the value of the reference measure. The terms of a structured note","page_number":103,"box":{"x":70,"y":801,"width":839,"height":11}},{"id":"7d3f2c25-6b37-438f-9d6c-ae4fd01d7a9b","block_type":"box","text":"may provide that, in cer tain circumstances, no principal is due at maturity and, therefore, may result in a loss of","page_number":103,"box":{"x":69,"y":816,"width":801,"height":11}},{"id":"3720c1ff-286e-4853-8c46-d6ac53283733","block_type":"box","text":"invested capital by a Fund. The interest and/or principal payments that may be made on a structured product may","page_number":103,"box":{"x":70,"y":831,"width":813,"height":11}},{"id":"7369d09e-0036-43c0-b9e9-e14583057685","block_type":"box","text":"vary widely, depending on a variety of factors, including the volatility of the reference measure.","page_number":103,"box":{"x":68,"y":846,"width":673,"height":11}},{"id":"19dde7d2-e1e3-40af-abfb-c763394a29cd","block_type":"box","text":"Structured notes may be positively or negatively indexed, so the appreciation of the reference measure may","page_number":103,"box":{"x":102,"y":869,"width":768,"height":11}},{"id":"9a762a94-0f4b-4713-b2d5-6df5b14bf590","block_type":"box","text":"produce an increase or a decrease in the interest rate or the value of the principal at maturity. The rate of return on","page_number":103,"box":{"x":70,"y":884,"width":821,"height":11}},{"id":"8acc5136-00bb-43a3-8c1b-26f90801c729","block_type":"box","text":"II-75","page_number":103,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"3bda1809-189b-4e0c-8714-f8c69b7d8ea2","block_type":"box","text":"NM1026U-5981080-103/228","page_number":103,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"1040cbd3-b44b-4b83-a5ef-4348dc6c3931","block_type":"box","text":"structured notes may be determined by applying a multiplier to the per formance or differential per formance of","page_number":104,"box":{"x":69,"y":45,"width":787,"height":11}},{"id":"aa457981-89bd-4416-a1ca-6ad5b39a50e6","block_type":"box","text":"reference measures. Application of a multiplier involves leverage that will serve to magnify the potential for gain and","page_number":104,"box":{"x":69,"y":60,"width":827,"height":11}},{"id":"77e5e58c-d08f-4047-a8ce-4de268a8f34f","block_type":"box","text":"the risk of loss.","page_number":104,"box":{"x":68,"y":75,"width":110,"height":9}},{"id":"2b19b36f-bc3f-4467-ac66-700fe0a9226c","block_type":"box","text":"The purchase of structured notes exposes a Fund to the credit risk of the issuer of the structured product.","page_number":104,"box":{"x":101,"y":98,"width":759,"height":11}},{"id":"9317a22e-7c8a-4aef-9764-5390d736eb59","block_type":"box","text":"Structured notes may also be more volatile, less liquid, and more difficult to price accurately than less complex","page_number":104,"box":{"x":69,"y":113,"width":795,"height":11}},{"id":"456a8110-9bb8-4029-ae21-0d36f32f80c2","block_type":"box","text":"securities and instruments or more traditional debt securities. The secondary market for structured notes could be","page_number":104,"box":{"x":69,"y":128,"width":819,"height":11}},{"id":"079ea73e-57a9-4093-a3d9-79de15326a17","block_type":"box","text":"illiquid making them difficult to sell when the Fund determines to sell them. The possible lack of a liquid secondary","page_number":104,"box":{"x":70,"y":143,"width":821,"height":11}},{"id":"10986ac7-e9f5-4841-9482-c80ec30df2c3","block_type":"box","text":"market for structured notes and the resulting inability of the Fund to sell a structured note could expose the Fund to","page_number":104,"box":{"x":69,"y":158,"width":827,"height":11}},{"id":"a4c62c52-3d83-4015-8407-b29a8ecdd039","block_type":"box","text":"losses and could make structured notes more difficult for the Fund to value accurately.","page_number":104,"box":{"x":70,"y":173,"width":618,"height":11}},{"id":"29bb4ae1-67cc-4c2f-9247-9f0ccc82e618","block_type":"box","text":"Taxability Risk.","page_number":104,"box":{"x":103,"y":196,"width":109,"height":11}},{"id":"67d4a51a-2f9b-4839-9ead-f07592a38df7","block_type":"box","text":"Cer tain of the Funds intend to minimize the payment of taxable income to shareholders by","page_number":104,"box":{"x":218,"y":196,"width":644,"height":11}},{"id":"93806b34-daa8-481d-85be-755b4042efee","block_type":"box","text":"investing in tax-exempt or municipal securities in reliance at the time of purchase on an opinion of bond counsel to","page_number":104,"box":{"x":70,"y":211,"width":817,"height":11}},{"id":"17817523-ab94-45d6-acdb-cb4afc398006","block_type":"box","text":"the issuer and, in the case of derivative securities, sponsors’ counsel, that the interest paid on those securities will","page_number":104,"box":{"x":68,"y":226,"width":827,"height":11}},{"id":"b445ecb8-ca3c-414e-b59f-b4c45a8d7488","block_type":"box","text":"be excludable from gross income for U.S. federal income tax purposes. Such securities, however, may be determined","page_number":104,"box":{"x":69,"y":241,"width":835,"height":11}},{"id":"1ebc426a-463e-43b2-850a-897a27513a1e","block_type":"box","text":"to pay, or have paid, taxable income subsequent to the Fund’s acquisition of the securities. In that event, the IRS","page_number":104,"box":{"x":68,"y":256,"width":809,"height":11}},{"id":"bc54b3cb-c84d-4125-82db-a1a5f237fd27","block_type":"box","text":"may demand that the Fund pay U.S. federal income taxes on the affected interest income, and, if the Fund agrees to","page_number":104,"box":{"x":69,"y":271,"width":832,"height":12}},{"id":"6ef59401-f802-4fc8-a896-4d1009f35717","block_type":"box","text":"do so, the Fund’s yield could be adversely affected. In addition, the treatment of dividends previously paid or to be","page_number":104,"box":{"x":69,"y":286,"width":816,"height":12}},{"id":"8d99333d-ab6b-4509-a894-b30424affaf5","block_type":"box","text":"paid by the Fund as “exempt interest dividends” could be adversely affected, subjecting the Fund’s shareholders to","page_number":104,"box":{"x":70,"y":302,"width":822,"height":11}},{"id":"bd0e72ba-7885-407f-b8f5-d896a3af87d9","block_type":"box","text":"increased U.S. federal income tax liabilities. If the interest paid on any tax-exempt or municipal security held by the","page_number":104,"box":{"x":70,"y":317,"width":818,"height":11}},{"id":"9f0dc1dd-eb67-46d8-99db-c67d56e851ca","block_type":"box","text":"Fund is subsequently determined to be taxable, the Fund will dispose of that security as soon as reasonably","page_number":104,"box":{"x":70,"y":332,"width":771,"height":11}},{"id":"0aab9d59-e5ff-47a0-ae97-20e9d3783b34","block_type":"box","text":"practicable. In addition, future laws, regulations, rulings or cour t decisions may cause interest on municipal","page_number":104,"box":{"x":70,"y":347,"width":765,"height":11}},{"id":"b647249c-7656-4d16-91f3-be52eb56ce99","block_type":"box","text":"securities to be subject, directly or indirectly, to U.S. federal income taxation or interest on state municipal securities","page_number":104,"box":{"x":69,"y":362,"width":834,"height":11}},{"id":"4b70446c-d4b0-4108-854c-0c00199db752","block_type":"box","text":"to be subject to state or local income taxation, or the value of state municipal securities to be subject to state or","page_number":104,"box":{"x":68,"y":377,"width":807,"height":11}},{"id":"327c86c9-3216-4432-a50d-a642ee539715","block_type":"box","text":"local intangible personal proper ty tax, or may otherwise prevent the Fund from realizing the full current benefit of the","page_number":104,"box":{"x":70,"y":392,"width":830,"height":12}},{"id":"30867fa6-0fa5-4e54-9a6f-3eda96af68df","block_type":"box","text":"tax-exempt status of such securities. Any such change could also affect the market price of such securities, and thus","page_number":104,"box":{"x":68,"y":407,"width":838,"height":12}},{"id":"4b55a0dd-9c77-4fe9-b338-5f6d3118e4e3","block_type":"box","text":"the value of an investment in the Fund.","page_number":104,"box":{"x":68,"y":423,"width":278,"height":9}},{"id":"fec8ca1d-eba3-4996-91fb-4f25bbb680ca","block_type":"box","text":"Temporary Defensive Measures.","page_number":104,"box":{"x":103,"y":445,"width":230,"height":11}},{"id":"19020bb4-8893-4aba-8cbb-5f8ba0f734d6","block_type":"box","text":"As a temporary defensive measure, including to respond to adverse market,","page_number":104,"box":{"x":339,"y":445,"width":542,"height":12}},{"id":"df4ec92a-8b32-4c92-a229-daa73c0762f9","block_type":"box","text":"economic, political or other conditions, a Fund may depar t from its principal investment strategies and may invest","page_number":104,"box":{"x":69,"y":460,"width":811,"height":12}},{"id":"5ab3329d-48ce-48fe-b716-250f9c1cba68","block_type":"box","text":"without limitation in cash, high quality money market instruments, or other shor t term investments. Cer tain Funds","page_number":104,"box":{"x":68,"y":476,"width":813,"height":11}},{"id":"60b866ff-8c51-4bea-821f-3d4b8cee80c0","block_type":"box","text":"may also invest in cash and other such instruments pending investment or to meet anticipated redemption requests.","page_number":104,"box":{"x":69,"y":491,"width":833,"height":11}},{"id":"7774f9df-cef5-471b-aa11-7c1a48c78d70","block_type":"box","text":"High quality money market instruments include U.S. Government obligations, U.S. Government agency obligations,","page_number":104,"box":{"x":70,"y":506,"width":813,"height":11}},{"id":"2fdac712-7bbd-418e-89c8-157070cb3497","block_type":"box","text":"dollar denominated obligations of foreign issuers, bank obligations, including U.S. subsidiaries and branches of","page_number":104,"box":{"x":69,"y":521,"width":795,"height":11}},{"id":"5584f584-260a-4adb-85fc-300d29aad77f","block_type":"box","text":"foreign banks, corporate obligations, commercial paper, repurchase agreements and obligations of supranational","page_number":104,"box":{"x":68,"y":536,"width":806,"height":11}},{"id":"90d833e4-87a4-45fa-b57d-57dd74e70803","block_type":"box","text":"organizations. Generally, such obligations will mature within one year from the date of settlement but may mature","page_number":104,"box":{"x":69,"y":551,"width":808,"height":11}},{"id":"72fd3aeb-58e2-443a-907b-547a11f5ce8c","block_type":"box","text":"within two years from the date of settlement. Temporary defensive measures may affect a Fund’s ability to achieve","page_number":104,"box":{"x":68,"y":566,"width":820,"height":11}},{"id":"cb5f4982-69a9-4e00-b018-f6aabd188f56","block_type":"box","text":"its investment objective.","page_number":104,"box":{"x":70,"y":582,"width":171,"height":10}},{"id":"39cc3438-23cc-46e2-98c8-8e8a3c4999b7","block_type":"box","text":"U.S. Government Obligations.","page_number":104,"box":{"x":102,"y":604,"width":213,"height":11}},{"id":"ddb1342c-243f-4c7d-aea6-713819e41fcf","block_type":"box","text":"A Fund may purchase obligations issued or guaranteed by the U.S. Government","page_number":104,"box":{"x":321,"y":604,"width":566,"height":11}},{"id":"f585ce1c-8f7d-435b-a837-f77d37ff5037","block_type":"box","text":"and U.S. Government agencies and instrumentalities. Obligations of cer tain agencies and instrumentalities of the","page_number":104,"box":{"x":69,"y":619,"width":810,"height":11}},{"id":"a4485c07-0a27-4feb-b53d-1accc2aaf364","block_type":"box","text":"U.S. Government are suppor ted by the full faith and credit of the U.S. Treasury. Others are suppor ted by the right of","page_number":104,"box":{"x":70,"y":634,"width":826,"height":12}},{"id":"9878139e-2502-409c-af1e-41fb9c54601e","block_type":"box","text":"the issuer to borrow from the U.S. Treasury; and still others are suppor ted only by the credit of the agency or","page_number":104,"box":{"x":68,"y":649,"width":779,"height":12}},{"id":"b5a3b5d9-b1ea-48cc-b254-77ad3aadca32","block_type":"box","text":"instrumentality issuing the obligation. No assurance can be given that the U.S. Government will provide financial","page_number":104,"box":{"x":70,"y":664,"width":798,"height":12}},{"id":"d7f3b3f7-c77b-4fc9-ab2c-f3a811548dfe","block_type":"box","text":"suppor t to U.S. Government-sponsored instrumentalities if it is not obligated to do so by law. Cer tain U.S. Treasury","page_number":104,"box":{"x":69,"y":680,"width":822,"height":11}},{"id":"d0251a2a-22c8-4830-9124-b9810a880c2e","block_type":"box","text":"and agency securities may be held by trusts that issue par ticipation cer tificates (such as Treasury income growth","page_number":104,"box":{"x":69,"y":695,"width":809,"height":11}},{"id":"c3127274-5838-4fca-955f-f4a0a91f9ab7","block_type":"box","text":"receipts and cer tificates of accrual on Treasury cer tificates). These cer tificates, as well as Treasury receipts and","page_number":104,"box":{"x":69,"y":710,"width":805,"height":11}},{"id":"3d8dfdab-bb92-46d4-9466-b56a7eb8ef61","block_type":"box","text":"other stripped securities, represent beneficial ownership interests in either future interest payments or the future","page_number":104,"box":{"x":69,"y":725,"width":807,"height":11}},{"id":"2d4ddc15-d54e-47f4-b0df-9d997cfe487c","block_type":"box","text":"principal payments on U.S. Government obligations. These instruments are issued at a discount to their “face value”","page_number":104,"box":{"x":70,"y":740,"width":832,"height":11}},{"id":"f6ffeae6-ee1f-4853-8c98-372ce31a163c","block_type":"box","text":"and may (par ticularly in the case of stripped mor tgage-backed securities) exhibit greater price volatility than ordinary","page_number":104,"box":{"x":69,"y":755,"width":829,"height":11}},{"id":"fbd57224-5e36-41a8-b03a-b65365a7dd97","block_type":"box","text":"debt securities because of the manner in which their principal and interest are returned to investors.","page_number":104,"box":{"x":69,"y":770,"width":716,"height":11}},{"id":"cd64ec19-b09a-40d1-9d99-5743e1a2fcda","block_type":"box","text":"Examples of the types of U.S. Government obligations that may be held by the Funds include U.S. Treasury Bills,","page_number":104,"box":{"x":102,"y":793,"width":800,"height":11}},{"id":"ffb2c0c0-34e1-40a6-aa64-05b70becdf77","block_type":"box","text":"Treasury Notes and Treasury Bonds and the obligations of the Federal Housing Administration, Farmers Home","page_number":104,"box":{"x":68,"y":808,"width":785,"height":11}},{"id":"29ca47e7-93d6-4fcf-ade8-77d451a6e305","block_type":"box","text":"Administration, Expor t-Impor t Bank of the United States, Small Business Administration, Ginnie Mae, Fannie Mae,","page_number":104,"box":{"x":68,"y":823,"width":813,"height":11}},{"id":"e62c061f-4f7d-4c8e-ba31-e3952d1962f3","block_type":"box","text":"Federal Financing Bank, General Services Administration, Student Loan Marketing Association, Central Bank for","page_number":104,"box":{"x":70,"y":838,"width":794,"height":12}},{"id":"42dbbb13-509d-482b-89d2-bf31e41a9026","block_type":"box","text":"Cooperatives, Federal Home Loan Banks, Freddie Mac, Federal Intermediate Credit Banks, Federal Land Banks, Farm","page_number":104,"box":{"x":69,"y":854,"width":835,"height":10}},{"id":"3df829a9-d983-446f-a38f-8273a67c3a4b","block_type":"box","text":"Credit Banks System, Maritime Administration, Tennessee Valley Authority and Washington D.C. Armory Board. The","page_number":104,"box":{"x":69,"y":869,"width":818,"height":11}},{"id":"78397425-0d3e-44d4-8e59-f003cd02bd94","block_type":"box","text":"Funds may also invest in mor tgage-related securities issued or guaranteed by U.S. Government agencies and","page_number":104,"box":{"x":70,"y":884,"width":777,"height":11}},{"id":"22cbd967-ec44-4b7b-a004-bed3dfd28f81","block_type":"box","text":"instrumentalities, including such instruments as obligations of Ginnie Mae, Fannie Mae and Freddie Mac.","page_number":104,"box":{"x":70,"y":899,"width":749,"height":11}},{"id":"97f64844-57bd-4f7e-b363-964c7cac8777","block_type":"box","text":"II-76","page_number":104,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"6d30cc59-3dcc-4c0b-bc2e-0b86c2dc00e2","block_type":"box","text":"NM1026U-5981080-104/228","page_number":104,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"bc13cf83-070d-4a95-b5e6-410f89a1d833","block_type":"box","text":"U.S. Treasury Obligations.","page_number":105,"box":{"x":103,"y":45,"width":183,"height":11}},{"id":"cd24ab74-9450-45e5-8bea-6fd5ea04ca24","block_type":"box","text":"Treasury obligations may differ in their interest rates, maturities, times of issuance","page_number":105,"box":{"x":292,"y":45,"width":593,"height":11}},{"id":"2f64e50b-1e24-4adc-8660-5e875b56229f","block_type":"box","text":"and other characteristics. Obligations of U.S. Government agencies and authorities are suppor ted by varying degrees","page_number":105,"box":{"x":69,"y":60,"width":835,"height":11}},{"id":"7dbd6252-8657-4ce0-990e-87ae951e02cf","block_type":"box","text":"of credit but generally are not backed by the full faith and credit of the U.S. Government. No assurance can be given","page_number":105,"box":{"x":69,"y":75,"width":827,"height":11}},{"id":"05ff9d04-1137-4290-94c8-8bdd59e90125","block_type":"box","text":"that the U.S. Government will provide financial suppor t to its agencies and authorities if it is not obligated by law to","page_number":105,"box":{"x":68,"y":90,"width":823,"height":11}},{"id":"bb1c342b-9339-4282-b487-11f995e6bc02","block_type":"box","text":"do so.","page_number":105,"box":{"x":69,"y":105,"width":42,"height":9}},{"id":"81198978-1c76-4e29-8fe6-07345d9d7f5d","block_type":"box","text":"U.S. Treasury Rolls","page_number":105,"box":{"x":102,"y":128,"width":139,"height":11}},{"id":"34ab64bc-ee07-4bcb-a11c-4c8bc8740a1f","block_type":"box","text":".","page_number":105,"box":{"x":241,"y":135,"width":3,"height":2}},{"id":"1d1d3b61-9a89-48a5-9780-5d853657db29","block_type":"box","text":"Cer tain Funds may invest in U.S. Treasury rolls. In a U.S. Treasury roll transaction, the Fund","page_number":105,"box":{"x":250,"y":128,"width":656,"height":11}},{"id":"e94dfcff-b3fb-49f9-aef1-26793ad56c80","block_type":"box","text":"sells a treasury security to a counterpar ty with a simultaneous agreement to repurchase the same security at an","page_number":105,"box":{"x":69,"y":143,"width":804,"height":11}},{"id":"94b2662f-e8d4-4681-b3d9-64ab554246cf","block_type":"box","text":"agreed upon price and future settlement date. U.S. Treasury roll transactions may incrementally adjust the average","page_number":105,"box":{"x":69,"y":158,"width":820,"height":11}},{"id":"2dbf2f39-fedd-44b6-889e-ef219763f994","block_type":"box","text":"maturity of a Fund’s por tfolio and increase the interest yield on the Fund’s por tfolio by extending the average maturity","page_number":105,"box":{"x":69,"y":173,"width":840,"height":11}},{"id":"99fa876e-d29b-4102-9f92-7131a7479e85","block_type":"box","text":"of the por tfolio in a normal yield curve environment. During the period before the settlement date of a U.S. Treasury","page_number":105,"box":{"x":69,"y":188,"width":828,"height":12}},{"id":"76becb51-0cc8-4c01-a9bf-ce614fe906bc","block_type":"box","text":"roll, a Fund continues to earn interest on the securities it is selling; however, it does not earn interest on the","page_number":105,"box":{"x":69,"y":204,"width":775,"height":11}},{"id":"9734cf8b-cc4e-489e-a941-efb6be3f2958","block_type":"box","text":"securities it is purchasing until after the settlement date. A Fund could suffer an oppor tunity loss if the counterpar ty","page_number":105,"box":{"x":69,"y":218,"width":829,"height":12}},{"id":"39be6619-7c91-450d-82c4-fd4d1d424f49","block_type":"box","text":"to the U.S. Treasury roll transaction failed to per form its obligations on the settlement date.","page_number":105,"box":{"x":68,"y":234,"width":657,"height":11}},{"id":"1e7d2a14-947b-43f6-acab-fcc6e472f2e0","block_type":"box","text":"The market value of the securities that a Fund is required to purchase may decline below the agreed upon","page_number":105,"box":{"x":101,"y":256,"width":756,"height":12}},{"id":"6ac8ab9d-a475-48d8-9ff3-671407f3b4ea","block_type":"box","text":"purchase price of those securities. U.S. Treasury rolls are speculative techniques that can be deemed to involve","page_number":105,"box":{"x":70,"y":271,"width":800,"height":12}},{"id":"6652aec5-f1ee-421d-bebc-50f2481d84ce","block_type":"box","text":"leverage. There is no assurance that U.S. Treasury rolls can be successfully employed.","page_number":105,"box":{"x":70,"y":286,"width":617,"height":12}},{"id":"bf4cac36-5017-4e62-9316-6be7e673b536","block_type":"box","text":"Utility Industries.","page_number":105,"box":{"x":102,"y":309,"width":124,"height":11}},{"id":"dc46a5dd-0832-4f56-9a0e-25235896a82f","block_type":"box","text":"Risks that are intrinsic to the utility industries include difficulty in obtaining an adequate return","page_number":105,"box":{"x":233,"y":309,"width":674,"height":11}},{"id":"e648eef8-e6cf-4559-b9f6-63a0e18b989b","block_type":"box","text":"on invested capital, difficulty in financing large construction programs during an inflationary period, restrictions on","page_number":105,"box":{"x":69,"y":324,"width":812,"height":12}},{"id":"c250c906-c36a-445c-9761-65f6fbac5fe4","block_type":"box","text":"operations and increased cost and delays attributable to environmental considerations and regulation, difficulty in","page_number":105,"box":{"x":69,"y":339,"width":812,"height":12}},{"id":"03314030-9c44-426e-80ec-134b964549ea","block_type":"box","text":"raising capital in adequate amounts on reasonable terms in periods of high inflation and unsettled capital markets,","page_number":105,"box":{"x":69,"y":355,"width":821,"height":11}},{"id":"7564c9eb-b9db-43eb-8b98-42ec4f0875be","block_type":"box","text":"technological innovations that may render existing plants, equipment or products obsolete, the potential impact of","page_number":105,"box":{"x":68,"y":370,"width":815,"height":11}},{"id":"674bdea0-09c3-46d4-bf0e-946666608ef7","block_type":"box","text":"natural or man-made disasters, increased costs and reduced availability of cer tain types of fuel, occasional reduced","page_number":105,"box":{"x":69,"y":385,"width":827,"height":11}},{"id":"b896f51e-241c-404d-a81f-83f2e086af86","block_type":"box","text":"availability and high costs of natural gas for resale, the effects of energy conservation, the effects of a national","page_number":105,"box":{"x":69,"y":400,"width":795,"height":11}},{"id":"cb765a95-a567-405e-9703-f0f6b3a617bf","block_type":"box","text":"energy policy and lengthy delays and greatly increased costs and other problems associated with the design,","page_number":105,"box":{"x":69,"y":415,"width":774,"height":11}},{"id":"9abe6e39-b9be-400e-b3b5-585d018e8646","block_type":"box","text":"construction, licensing, regulation and operation of nuclear facilities for electric generation, including, among other","page_number":105,"box":{"x":69,"y":430,"width":817,"height":11}},{"id":"a2d17c17-f728-4a99-8340-247086211ee6","block_type":"box","text":"considerations, the problems associated with the use of radioactive materials and the disposal of radioactive wastes.","page_number":105,"box":{"x":69,"y":445,"width":839,"height":11}},{"id":"f1e3a5f9-0e2b-407c-9c9b-7446a63aa077","block_type":"box","text":"There are substantial differences among the regulatory practices and policies of various jurisdictions, and any given","page_number":105,"box":{"x":68,"y":460,"width":827,"height":12}},{"id":"39f6f3b3-476c-41c4-b48c-e3e8a3fb80cc","block_type":"box","text":"regulatory agency may make major shifts in policy from time to time. There is no assurance that regulatory","page_number":105,"box":{"x":69,"y":475,"width":761,"height":12}},{"id":"1aa8789d-be6a-4577-af3f-5fbbee8a79f0","block_type":"box","text":"authorities will, in the future, grant rate increases or that such increases will be adequate to permit the payment of","page_number":105,"box":{"x":69,"y":491,"width":821,"height":11}},{"id":"a51ea2b2-456b-46c4-b659-00bdcf0238b3","block_type":"box","text":"dividends on common stocks issued by a utility company. Additionally, existing and possible future regulatory","page_number":105,"box":{"x":69,"y":506,"width":777,"height":11}},{"id":"1c366f67-2833-4548-9d32-6bfce3224dfc","block_type":"box","text":"legislation may make it even more difficult for utilities to obtain adequate relief. Cer tain of the issuers of securities","page_number":105,"box":{"x":70,"y":521,"width":820,"height":11}},{"id":"3b3249e4-f0b7-4123-8308-dce056298726","block_type":"box","text":"held in the Fund’s por tfolio may own or operate nuclear generating facilities. Governmental authorities may from time","page_number":105,"box":{"x":69,"y":536,"width":835,"height":11}},{"id":"3eaeddc8-1887-454b-a258-7676a346b143","block_type":"box","text":"to time review existing policies and impose additional requirements governing the licensing, construction and","page_number":105,"box":{"x":68,"y":551,"width":778,"height":11}},{"id":"822bc80f-25f2-4bfa-b0fe-5e489a09890a","block_type":"box","text":"operation of nuclear power plants. Prolonged changes in climatic conditions can also have a significant impact on","page_number":105,"box":{"x":69,"y":566,"width":808,"height":11}},{"id":"cc511c2b-78ac-4d3b-8ebc-754a52444e96","block_type":"box","text":"both the revenues of an electric and gas utility as well as the expenses of a utility, par ticularly a hydro-based electric","page_number":105,"box":{"x":69,"y":581,"width":831,"height":12}},{"id":"e4589739-5239-43a5-b8d7-8d3a2bd7bf5d","block_type":"box","text":"utility.","page_number":105,"box":{"x":69,"y":597,"width":39,"height":11}},{"id":"1ab854bb-4124-4c30-be1c-257648868aab","block_type":"box","text":"Companies in the utilities sector may be adversely affected by changes in exchange rates, domestic and","page_number":105,"box":{"x":102,"y":619,"width":744,"height":11}},{"id":"0fb82156-4324-43d6-ba7c-0e54f17860bd","block_type":"box","text":"international competition, and governmental limitations on rates charged to customers. The value of regulated utility","page_number":105,"box":{"x":70,"y":634,"width":828,"height":12}},{"id":"cefd9802-e628-492f-9706-fa9b5102e9cb","block_type":"box","text":"debt securities and, to a lesser extent, equity securities, tends to have an inverse relationship to the movement of","page_number":105,"box":{"x":69,"y":649,"width":817,"height":12}},{"id":"736355b6-0ddf-4717-b66b-2ae04b1a2e78","block_type":"box","text":"interest rates and therefore may lead to volatility in per formance.","page_number":105,"box":{"x":70,"y":664,"width":464,"height":12}},{"id":"007b3b73-3c18-416e-9d16-be4fc9fd833e","block_type":"box","text":"Utility companies in the United States and in foreign countries are generally subject to regulation. In the United","page_number":105,"box":{"x":102,"y":687,"width":789,"height":11}},{"id":"408376bf-3771-4711-8810-c62e0ae48e6d","block_type":"box","text":"States, most utility companies are regulated by state and/or federal authorities. Such regulation is intended to","page_number":105,"box":{"x":69,"y":702,"width":790,"height":12}},{"id":"dca1c085-45a8-4e77-ac3a-5c01ab9f89d7","block_type":"box","text":"ensure appropriate standards of service and adequate capacity to meet public demand. Generally, prices are also","page_number":105,"box":{"x":69,"y":717,"width":811,"height":12}},{"id":"a867b77b-7b55-4d33-84d1-420fd39db676","block_type":"box","text":"regulated in the United States and in foreign countries with the intention of protecting the public while ensuring that","page_number":105,"box":{"x":69,"y":732,"width":824,"height":12}},{"id":"0a517ec0-5c3d-41c6-b8cf-002a2579e2ca","block_type":"box","text":"the rate of return earned by utility companies is sufficient to allow them to attract capital in order to grow and","page_number":105,"box":{"x":68,"y":748,"width":781,"height":11}},{"id":"e7cc734d-60f2-48d5-b0ee-38c34cf904f7","block_type":"box","text":"continue to provide appropriate services. There can be no assurance that such pricing policies or rates of return will","page_number":105,"box":{"x":69,"y":763,"width":826,"height":11}},{"id":"516b7130-8053-4a6a-b427-7728c6e8c873","block_type":"box","text":"continue in the future.","page_number":105,"box":{"x":69,"y":778,"width":156,"height":9}},{"id":"e2b64943-449c-4efc-b5c2-bac927fcb4c9","block_type":"box","text":"The nature of regulation of the utility industries continues to evolve both in the United States and in foreign","page_number":105,"box":{"x":101,"y":801,"width":763,"height":11}},{"id":"5750434f-1134-4f52-855e-207b3a4cde3f","block_type":"box","text":"countries. In recent years, changes in regulation in the United States increasingly have allowed utility companies to","page_number":105,"box":{"x":69,"y":816,"width":820,"height":11}},{"id":"ea03ed36-54ef-43ad-9238-4dbf61fc57f5","block_type":"box","text":"provide services and products outside their traditional geographic areas and lines of business, creating new areas of","page_number":105,"box":{"x":70,"y":831,"width":834,"height":11}},{"id":"15675893-e844-4f66-844f-1dab9c59ffc0","block_type":"box","text":"competition within the industries. In some instances, utility companies are operating on an unregulated basis.","page_number":105,"box":{"x":69,"y":846,"width":784,"height":11}},{"id":"c42d5fda-82ed-44d6-94b6-39e007dbdb1c","block_type":"box","text":"Because of trends toward deregulation and the evolution of independent power producers as well as new entrants to","page_number":105,"box":{"x":70,"y":861,"width":830,"height":11}},{"id":"03869e10-9f5a-4aa8-9c2f-f08c928ff655","block_type":"box","text":"the field of telecommunications, non-regulated providers of utility services have become a significant par t of their","page_number":105,"box":{"x":68,"y":876,"width":809,"height":11}},{"id":"189ecba9-d69b-4bd2-8012-037019e074ab","block_type":"box","text":"respective industries. The Manager believes that the emergence of competition and deregulation will result in cer tain","page_number":105,"box":{"x":69,"y":891,"width":834,"height":12}},{"id":"09e8ba1e-c6e8-4666-a992-7cc62750089d","block_type":"box","text":"utility companies being able to earn more than their traditional regulated rates of return, while others may be forced","page_number":105,"box":{"x":69,"y":906,"width":825,"height":12}},{"id":"e6f97a1b-e0aa-4b26-8875-bf5595bd2728","block_type":"box","text":"II-77","page_number":105,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"59d130db-6571-4e3c-9867-f2ee512a691b","block_type":"box","text":"NM1026U-5981080-105/228","page_number":105,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"5d3c5d42-aec2-4317-9adc-4e5f51ade1d6","block_type":"box","text":"to defend their core business from increased competition and may be less profitable. Reduced profitability, as well as","page_number":106,"box":{"x":68,"y":45,"width":840,"height":11}},{"id":"3e23507d-aa0c-4bb0-acd4-50f94ceec5aa","block_type":"box","text":"new uses of funds (such as for expansion, operations or stock buybacks) could result in cuts in dividend payout","page_number":106,"box":{"x":69,"y":60,"width":796,"height":11}},{"id":"d0a36ca3-9fab-45ef-b1b2-ecd0672f59e5","block_type":"box","text":"rates. As deregulation allows utility companies to diversify outside of their original geographic regions and their","page_number":106,"box":{"x":69,"y":75,"width":790,"height":11}},{"id":"528447aa-7613-4cd6-9d88-28d5473badb7","block_type":"box","text":"traditional lines of business, utility companies may engage in riskier ventures. Therefore, deregulation may eliminate","page_number":106,"box":{"x":68,"y":90,"width":831,"height":11}},{"id":"2e025796-cebe-4bfd-bf45-79ab602031cf","block_type":"box","text":"restrictions on the maximum level of profits of cer tain utility companies, but may also subject these companies to","page_number":106,"box":{"x":69,"y":105,"width":812,"height":11}},{"id":"35bac133-bdc8-45cc-b0f5-43e48ce6c4c3","block_type":"box","text":"greater risk of loss. The Manager seeks to take advantage of favorable investment oppor tunities that may arise from","page_number":106,"box":{"x":68,"y":120,"width":833,"height":12}},{"id":"9f5483f3-c516-4a9e-9ced-4e2e7bdb1028","block_type":"box","text":"these structural changes. Of course, there can be no assurance that favorable developments will occur in the future.","page_number":106,"box":{"x":68,"y":135,"width":831,"height":12}},{"id":"6e3d4737-ad27-458f-959d-277a7151b841","block_type":"box","text":"Foreign utility companies are also subject to regulation, although such regulations may or may not be","page_number":106,"box":{"x":102,"y":158,"width":720,"height":11}},{"id":"b1f7e74f-d558-47ca-b6f4-73843f14ea70","block_type":"box","text":"comparable to those in the United States. Foreign utility companies may be more heavily regulated by their respective","page_number":106,"box":{"x":69,"y":173,"width":838,"height":11}},{"id":"22f79bd1-154a-4664-af0b-cd0ff4e99f53","block_type":"box","text":"governments than utilities in the United States and, as in the United States, generally are required to seek","page_number":106,"box":{"x":68,"y":188,"width":762,"height":12}},{"id":"28ca7409-25ed-4c3c-9a7a-afcae2423ec6","block_type":"box","text":"government approval for rate increases. In addition, many foreign utilities use fuels that may cause more pollution","page_number":106,"box":{"x":68,"y":203,"width":815,"height":12}},{"id":"ca73d7b6-c698-4b5d-9b80-a168ec947fb2","block_type":"box","text":"than those used in the United States, which may require such utilities to invest in pollution control equipment to","page_number":106,"box":{"x":68,"y":219,"width":801,"height":11}},{"id":"30802479-c7b8-4652-ae47-f259a0b73a42","block_type":"box","text":"meet any proposed pollution restrictions. Foreign regulatory systems vary from country to country and may evolve in","page_number":106,"box":{"x":69,"y":234,"width":828,"height":11}},{"id":"65837341-399c-4a12-a8f0-48b8862f72c2","block_type":"box","text":"ways different from regulation in the United States.","page_number":106,"box":{"x":68,"y":249,"width":365,"height":11}},{"id":"1a617eff-9c6a-45bd-ba76-2554e6c33a8f","block_type":"box","text":"A Fund’s investment policies are designed to enable it to capitalize on evolving investment oppor tunities","page_number":106,"box":{"x":101,"y":272,"width":745,"height":11}},{"id":"cf4e2d2f-e943-441d-86b9-73a647750389","block_type":"box","text":"throughout the world. For example, the rapid growth of cer tain foreign economies will necessitate expansion of","page_number":106,"box":{"x":68,"y":286,"width":790,"height":12}},{"id":"2d6654a6-fbc2-4113-9684-53264e0571e9","block_type":"box","text":"capacity in the utility industries in those countries. Although many foreign utility companies currently are government","page_number":106,"box":{"x":69,"y":302,"width":833,"height":11}},{"id":"3b1c0072-575f-4860-bcbb-6e1f3f39c6fe","block_type":"box","text":"owned, thereby limiting current investment oppor tunities for a Fund, the Manager believes that, in order to attract","page_number":106,"box":{"x":69,"y":317,"width":810,"height":11}},{"id":"8e0afede-016e-44d8-99cc-2674e5c2bad3","block_type":"box","text":"significant capital for growth, foreign governments are likely to seek global investors through the privatization of their","page_number":106,"box":{"x":69,"y":332,"width":831,"height":11}},{"id":"83de056a-f17b-4b73-88b0-0c53904a082a","block_type":"box","text":"utility industries. Privatization, which refers to the trend toward investor ownership of assets rather than government","page_number":106,"box":{"x":69,"y":347,"width":828,"height":11}},{"id":"ed617b3c-8574-4ffd-a2fe-3901f0552ba2","block_type":"box","text":"ownership, is expected to occur in newer, faster-growing economies and in mature economies. Of course, there is no","page_number":106,"box":{"x":69,"y":362,"width":832,"height":11}},{"id":"3ca9fb53-3b72-4a07-bcee-83ec542abcf0","block_type":"box","text":"assurance that such favorable developments will occur or that investment oppor tunities in foreign markets will","page_number":106,"box":{"x":69,"y":377,"width":786,"height":12}},{"id":"dfdce3d3-54a1-43fc-a293-87836a28616f","block_type":"box","text":"increase.","page_number":106,"box":{"x":70,"y":393,"width":63,"height":8}},{"id":"37052962-5008-4d41-852c-9bb96911439e","block_type":"box","text":"The revenues of domestic and foreign utility companies generally reflect the economic growth and development","page_number":106,"box":{"x":101,"y":415,"width":793,"height":11}},{"id":"883aa848-79ec-4131-895a-fcc4de5b6e59","block_type":"box","text":"in the geographic areas in which they do business. The Manager will take into account anticipated economic growth","page_number":106,"box":{"x":70,"y":430,"width":821,"height":11}},{"id":"bcabda28-153e-4e09-8cc4-dcf034ff60e3","block_type":"box","text":"rates and other economic developments when selecting securities of utility companies.","page_number":106,"box":{"x":69,"y":445,"width":619,"height":12}},{"id":"bc8b9f1c-7eec-4955-909e-cae2f7040db9","block_type":"box","text":"Electric.","page_number":106,"box":{"x":102,"y":468,"width":54,"height":9}},{"id":"1bb8853d-faf5-40a3-ac8d-909e7c3310f9","block_type":"box","text":"The electric utility industry consists of companies that are engaged principally in the generation,","page_number":106,"box":{"x":163,"y":468,"width":684,"height":11}},{"id":"ca9324f2-16fc-4e98-b547-2b772033317d","block_type":"box","text":"transmission and sale of electric energy, although many also provide other energy-related services. In the past,","page_number":106,"box":{"x":68,"y":483,"width":793,"height":11}},{"id":"e173f672-6387-4baf-8570-7e593d552115","block_type":"box","text":"electric utility companies, in general, have been favorably affected by lower fuel and financing costs and the full or","page_number":106,"box":{"x":69,"y":498,"width":814,"height":11}},{"id":"48f8c9f6-f59c-4f5b-969c-8be43d2fadb4","block_type":"box","text":"near completion of major construction programs. In addition, many of these companies have generated cash flows in","page_number":106,"box":{"x":69,"y":513,"width":833,"height":12}},{"id":"410d8643-e725-4d3a-aee3-529d52432f0b","block_type":"box","text":"excess of current operating expenses and construction expenditures, permitting some degree of diversification into","page_number":106,"box":{"x":69,"y":528,"width":821,"height":12}},{"id":"57f9fbbe-c56f-4537-a81c-3965511d9fa9","block_type":"box","text":"unregulated businesses. Some electric utilities have also taken advantage of the right to sell power outside of their","page_number":106,"box":{"x":69,"y":543,"width":823,"height":12}},{"id":"8593246f-addc-4aac-bd5f-a83d48ac32e7","block_type":"box","text":"traditional geographic areas. Electric utility companies have historically been subject to the risks associated with","page_number":106,"box":{"x":68,"y":559,"width":803,"height":11}},{"id":"2a0cc031-b9d4-498c-8797-7dda76f0ebf9","block_type":"box","text":"increases in fuel and other operating costs, high interest costs on borrowings needed for capital construction","page_number":106,"box":{"x":70,"y":574,"width":778,"height":11}},{"id":"fb34ceca-4d67-4517-99e9-476bbd9d1ddc","block_type":"box","text":"programs, costs associated with compliance with environmental and safety regulations and changes in the regulatory","page_number":106,"box":{"x":70,"y":589,"width":836,"height":11}},{"id":"5b2c1203-d660-4ae0-8498-9e84b4d33b68","block_type":"box","text":"climate. As interest rates declined, many utilities refinanced high cost debt and in doing so improved their fixed","page_number":106,"box":{"x":69,"y":604,"width":793,"height":11}},{"id":"72b03c90-24dc-40aa-8aee-69a0aab8ed13","block_type":"box","text":"charges coverage. Regulators, however, lowered allowed rates of return as interest rates declined and thereby","page_number":106,"box":{"x":69,"y":619,"width":786,"height":11}},{"id":"7ba11f24-4fb9-4bb8-bebe-b6a887e8842d","block_type":"box","text":"caused the benefits of the rate declines to be shared wholly or in par t with customers. In a period of rising interest","page_number":106,"box":{"x":69,"y":634,"width":819,"height":12}},{"id":"3147b5b0-8aa9-4fa5-ab6e-3f0da09df8d7","block_type":"box","text":"rates, the allowed rates of return may not keep pace with the utilities’ increased costs. The construction and","page_number":106,"box":{"x":69,"y":649,"width":775,"height":12}},{"id":"12ca6de6-ffc3-47ad-9031-1b6e61c3b482","block_type":"box","text":"operation of nuclear power facilities are subject to strict scrutiny by, and evolving regulations of, the Nuclear","page_number":106,"box":{"x":69,"y":664,"width":770,"height":12}},{"id":"f03a48c9-69e7-4b36-a47d-89d7df543c0e","block_type":"box","text":"Regulatory Commission and state agencies which have comparable jurisdiction. Strict scrutiny might result in higher","page_number":106,"box":{"x":70,"y":680,"width":826,"height":11}},{"id":"39229df5-8680-4dcf-80de-acda3daef8c6","block_type":"box","text":"operating costs and higher capital expenditures, with the risk that the regulators may disallow inclusion of these","page_number":106,"box":{"x":69,"y":695,"width":800,"height":11}},{"id":"e445d293-6028-416b-8e18-7df03c2d0418","block_type":"box","text":"costs in rate authorizations or the risk that a company may not be permitted to operate or complete construction of a","page_number":106,"box":{"x":69,"y":710,"width":836,"height":11}},{"id":"de225e6e-fdff-4800-b29b-a18ee75640d0","block_type":"box","text":"facility. In addition, operators of nuclear power plants may be subject to significant costs for disposal of nuclear fuel","page_number":106,"box":{"x":68,"y":725,"width":826,"height":11}},{"id":"48085338-c643-46dd-81d0-c5f64717f3d4","block_type":"box","text":"and for decommissioning such plants.","page_number":106,"box":{"x":69,"y":740,"width":270,"height":11}},{"id":"879c69d3-f8ba-4f50-9631-874729bcd79d","block_type":"box","text":"The rating agencies look closely at the business profile of utilities. Ratings for companies are expected to be","page_number":106,"box":{"x":101,"y":763,"width":776,"height":11}},{"id":"aebc2979-096c-4c30-a3d3-43463115878c","block_type":"box","text":"impacted to a greater extent in the future by the division of their asset base. Electric utility companies that focus","page_number":106,"box":{"x":70,"y":778,"width":802,"height":11}},{"id":"e0517885-58eb-4456-b39a-d5316ad64dc1","block_type":"box","text":"more on the generation of electricity may be assigned less favorable ratings as this business is expected to be","page_number":106,"box":{"x":69,"y":793,"width":791,"height":11}},{"id":"e6cc11d5-4173-4b25-8e62-124eb93e67d5","block_type":"box","text":"competitive and the least regulated. On the other hand, companies that focus on transmission and distribution, which","page_number":106,"box":{"x":69,"y":808,"width":839,"height":11}},{"id":"960f0db9-df14-4e34-8f9b-9c3a0a503574","block_type":"box","text":"is expected to be the least competitive and the more regulated par t of the business, may see higher ratings given the","page_number":106,"box":{"x":70,"y":823,"width":838,"height":12}},{"id":"b12b1365-7f15-4c15-92dd-05b923beed86","block_type":"box","text":"greater predictability of cash flow.","page_number":106,"box":{"x":68,"y":838,"width":239,"height":12}},{"id":"6cda8387-4142-4a9d-8991-45f3f651aa40","block_type":"box","text":"A number of states are considering or have enacted deregulation proposals. The introduction of competition into","page_number":106,"box":{"x":101,"y":861,"width":801,"height":11}},{"id":"4d6f6160-2bef-44dc-8107-2459287aaecb","block_type":"box","text":"the industry as a result of such deregulation has at times resulted in lower revenue, lower credit ratings, increased","page_number":106,"box":{"x":68,"y":876,"width":821,"height":11}},{"id":"66e28800-9eae-4dc2-afa5-9d81ae5cc153","block_type":"box","text":"default risk, and lower electric utility security prices. Such increased competition may also cause long-term contracts,","page_number":106,"box":{"x":69,"y":891,"width":835,"height":12}},{"id":"ddffbc88-8038-4db5-884d-c077ea3eec4a","block_type":"box","text":"which electric utilities previously entered into to buy power, to become “stranded assets” which have no economic","page_number":106,"box":{"x":68,"y":907,"width":815,"height":11}},{"id":"f447bae8-0b0f-49e7-a91d-01534ad4bc59","block_type":"box","text":"II-78","page_number":106,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"9ce7bc61-37b0-4642-8a5c-9c6dbce6fb2c","block_type":"box","text":"NM1026U-5981080-106/228","page_number":106,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"d12d3814-5c71-40cd-9e27-3178b6f81679","block_type":"box","text":"value. Any loss associated with such contracts must be absorbed by ratepayers and investors. In addition, some","page_number":107,"box":{"x":68,"y":45,"width":803,"height":11}},{"id":"ac253d57-7528-45f0-8000-818e6dd2a87d","block_type":"box","text":"electric utilities have acquired electric utilities overseas to diversify, enhance earnings and gain experience in","page_number":107,"box":{"x":69,"y":60,"width":777,"height":11}},{"id":"018582e2-0782-4c2f-a365-9bdd0910aa9a","block_type":"box","text":"operating in a deregulated environment. In some instances, such acquisitions have involved significant borrowings,","page_number":107,"box":{"x":69,"y":75,"width":819,"height":11}},{"id":"0742eb46-5bc6-484d-949d-16b3cc43cb4c","block_type":"box","text":"which have burdened the acquirer’s balance sheet. There is no assurance that current deregulation proposals will be","page_number":107,"box":{"x":68,"y":90,"width":835,"height":11}},{"id":"47b0437b-cd28-4e45-b67c-88b268e2a49a","block_type":"box","text":"adopted. However, deregulation in any form could significantly impact the electric utilities industry.","page_number":107,"box":{"x":69,"y":105,"width":700,"height":11}},{"id":"ae48351b-115d-49ed-9eaf-f090c8773b51","block_type":"box","text":"Telecommunications.","page_number":107,"box":{"x":103,"y":128,"width":147,"height":9}},{"id":"9affe94c-4e0f-4fcb-b5be-afb8f4e50d9c","block_type":"box","text":"The telecommunications industry today includes both traditional telephone companies, with","page_number":107,"box":{"x":256,"y":128,"width":652,"height":11}},{"id":"f9edcb14-8701-4b32-af15-8e01e0b9c92c","block_type":"box","text":"a history of broad market coverage and highly regulated businesses, and cable companies, which began as small,","page_number":107,"box":{"x":69,"y":143,"width":813,"height":11}},{"id":"5cb2fca9-0d1d-4f28-b0f7-4e9d03ffb4f7","block_type":"box","text":"lightly regulated businesses focused on limited markets. Today these two historically different businesses are","page_number":107,"box":{"x":70,"y":158,"width":782,"height":11}},{"id":"a4aed6b3-b33e-4496-b39c-303527e89383","block_type":"box","text":"converging in an industry that is trending toward larger, competitive national and international markets with an","page_number":107,"box":{"x":69,"y":173,"width":786,"height":11}},{"id":"142fd7da-bd70-42cf-86db-dbf34c99459a","block_type":"box","text":"emphasis on deregulation. Companies that distribute telephone services and provide access to the telephone","page_number":107,"box":{"x":69,"y":188,"width":784,"height":12}},{"id":"92744ba2-dd9a-4e01-8173-585e6869e06d","block_type":"box","text":"networks still comprise the greatest por tion of this segment, but non-regulated activities such as wireless telephone","page_number":107,"box":{"x":69,"y":203,"width":830,"height":12}},{"id":"55aadf94-3396-4dd7-afa1-fafa664b4064","block_type":"box","text":"services, paging, data transmission and processing, equipment retailing, computer software and hardware and","page_number":107,"box":{"x":69,"y":218,"width":790,"height":12}},{"id":"da3e90bd-d01e-48da-808f-f43a0b315c8f","block_type":"box","text":"internet services are becoming increasingly significant components as well. In par ticular, wireless and internet","page_number":107,"box":{"x":70,"y":234,"width":788,"height":11}},{"id":"d3962769-483e-4f85-a984-f8acc9d471f1","block_type":"box","text":"telephone services continue to gain market share at the expense of traditional telephone companies. The presence","page_number":107,"box":{"x":68,"y":249,"width":825,"height":11}},{"id":"77e00b12-3d2a-45d7-8b20-4f7f68ab43f6","block_type":"box","text":"of unregulated companies in this industry and the entry of traditional telephone companies into unregulated or less","page_number":107,"box":{"x":69,"y":264,"width":823,"height":11}},{"id":"90df7f32-198e-4374-8fe8-2fa3a2f9507f","block_type":"box","text":"regulated businesses provide significant investment oppor tunities with companies that may increase their earnings","page_number":107,"box":{"x":69,"y":279,"width":821,"height":11}},{"id":"6171c2a9-6877-458f-be1e-1b6c91207ab5","block_type":"box","text":"at faster rates than had been allowed in traditional regulated businesses. Still, increasing competition, technological","page_number":107,"box":{"x":69,"y":294,"width":830,"height":11}},{"id":"e5c20f5b-a3df-43da-88c5-e629d335d4ef","block_type":"box","text":"innovations and other structural changes could adversely affect the profitability of such utilities and the growth rate","page_number":107,"box":{"x":70,"y":309,"width":821,"height":11}},{"id":"0ca7cdd9-9c60-4ff3-aeb5-5721c6ae2282","block_type":"box","text":"of their dividends. Given mergers and proposed legislation and enforcement changes, it is likely that both traditional","page_number":107,"box":{"x":69,"y":324,"width":827,"height":12}},{"id":"56eb24eb-2321-4e44-910c-c347d0234103","block_type":"box","text":"telephone companies and cable companies will continue to provide an expanding range of utility services to both","page_number":107,"box":{"x":68,"y":339,"width":804,"height":12}},{"id":"04adb773-dfb6-450a-9047-e382c84474a0","block_type":"box","text":"residential, corporate and governmental customers.","page_number":107,"box":{"x":69,"y":355,"width":367,"height":11}},{"id":"a96d86c7-2060-425c-9c62-f2997e3676e0","block_type":"box","text":"Gas.","page_number":107,"box":{"x":102,"y":377,"width":31,"height":9}},{"id":"ea917a28-00db-4fcd-822d-2bc3421fb101","block_type":"box","text":"Gas transmission companies and gas distribution companies are undergoing significant changes. In the","page_number":107,"box":{"x":139,"y":377,"width":740,"height":12}},{"id":"2fd7568c-abce-4366-9879-3adaf5d6f31d","block_type":"box","text":"United States, interstate transmission companies are regulated by the Federal Energy Regulatory Commission, which","page_number":107,"box":{"x":70,"y":392,"width":834,"height":12}},{"id":"00f5367a-8ad1-4ac8-acc0-95f71ed3a09f","block_type":"box","text":"is reducing its regulation of the industry. Many companies have diversified into oil and gas exploration and","page_number":107,"box":{"x":70,"y":407,"width":756,"height":12}},{"id":"3b2f4347-f323-4d5c-9c28-8bf1d7332d7f","block_type":"box","text":"development, making returns more sensitive to energy prices. In the recent decade, gas utility companies have been","page_number":107,"box":{"x":69,"y":423,"width":831,"height":11}},{"id":"80cc60f0-0822-4a2e-b647-37d3e72da22f","block_type":"box","text":"adversely affected by disruptions in the oil industry and have also been affected by increased concentration and","page_number":107,"box":{"x":69,"y":438,"width":801,"height":11}},{"id":"d6349f81-4112-4577-bdef-dac6eaebb7e5","block_type":"box","text":"competition. In the opinion of the Manager, however, environmental considerations could improve the gas industry","page_number":107,"box":{"x":69,"y":453,"width":815,"height":11}},{"id":"5bd910c4-f1b7-4ab3-9832-16a0468990cd","block_type":"box","text":"outlook in the future. For example, natural gas is the cleanest of the hydrocarbon fuels, and this may result in","page_number":107,"box":{"x":69,"y":468,"width":782,"height":11}},{"id":"49d5cab7-4f2c-4e6a-817a-a65bb922dafb","block_type":"box","text":"incremental shifts in fuel consumption toward natural gas and away from oil and coal, even for electricity generation.","page_number":107,"box":{"x":70,"y":483,"width":829,"height":11}},{"id":"935ba507-daa0-4f35-9d26-633cf87b6954","block_type":"box","text":"However, technological or regulatory changes within the industry may delay or prevent this result.","page_number":107,"box":{"x":70,"y":498,"width":691,"height":11}},{"id":"f9a07ef6-a947-46a5-9ad9-8a0a4aa2d199","block_type":"box","text":"Water.","page_number":107,"box":{"x":103,"y":521,"width":42,"height":9}},{"id":"f484974a-845e-4594-b01a-d797af069e0d","block_type":"box","text":"Water supply utilities are companies that collect, purify, distribute and sell water. In the United States and","page_number":107,"box":{"x":151,"y":521,"width":754,"height":11}},{"id":"f564d1af-6f9d-41ab-ba62-1cfee4ed4052","block_type":"box","text":"around the world the industry is highly fragmented because most of the supplies are owned by local authorities.","page_number":107,"box":{"x":69,"y":536,"width":796,"height":11}},{"id":"0a574e5b-1843-4615-93c3-4d06168bdee3","block_type":"box","text":"Companies in this industry are generally mature and are experiencing little or no per capita volume growth. In the","page_number":107,"box":{"x":69,"y":551,"width":806,"height":11}},{"id":"d744e1d2-e1d1-4798-b057-d7e56df5d914","block_type":"box","text":"opinion of the Manager, there may be oppor tunities for cer tain companies to acquire other water utility companies","page_number":107,"box":{"x":69,"y":566,"width":814,"height":11}},{"id":"ec21f413-8958-4f42-9a17-80f42db051ce","block_type":"box","text":"and for foreign acquisition of domestic companies. The Manager believes that favorable investment oppor tunities","page_number":107,"box":{"x":69,"y":581,"width":808,"height":12}},{"id":"fc9760ea-0d62-46c4-8c59-afb8592aa2af","block_type":"box","text":"may result from consolidation of this segment. As with other utilities, however, increased regulation, increased costs","page_number":107,"box":{"x":69,"y":596,"width":832,"height":12}},{"id":"d3a18d75-8145-4ba3-bc51-8616a1e551c4","block_type":"box","text":"and potential disruptions in supply may adversely affect investments in water supply utilities.","page_number":107,"box":{"x":69,"y":612,"width":662,"height":11}},{"id":"4f7e9d11-16c6-466f-bc5f-9f7ca2672401","block_type":"box","text":"Utility Industries Generally.","page_number":107,"box":{"x":103,"y":634,"width":186,"height":11}},{"id":"929a01b1-9a31-41b9-8aa1-f1726100b18d","block_type":"box","text":"There can be no assurance that the positive developments noted above, including","page_number":107,"box":{"x":296,"y":634,"width":584,"height":12}},{"id":"7ab21002-e298-4df1-bcfa-1fbf0e8d5f28","block_type":"box","text":"those relating to privatization and changing regulation, will occur or that risk factors other than those noted above will","page_number":107,"box":{"x":68,"y":649,"width":837,"height":12}},{"id":"33f25c04-d242-44de-8e82-e1cd239bf3c0","block_type":"box","text":"not develop in the future.","page_number":107,"box":{"x":69,"y":664,"width":178,"height":11}},{"id":"096bae26-3757-4f8c-9161-921b975a9b95","block_type":"box","text":"When-Issued Securities, Delayed Delivery Securities and Forward Commitments.","page_number":107,"box":{"x":103,"y":687,"width":585,"height":11}},{"id":"49436968-8274-40c2-a686-31cd8234343c","block_type":"box","text":"A Fund may purchase or sell","page_number":107,"box":{"x":694,"y":687,"width":200,"height":11}},{"id":"4e73ad2e-05ff-4b1b-8989-da0fba768a16","block_type":"box","text":"securities that it is entitled to receive on a when-issued basis. A Fund may also purchase or sell securities on a","page_number":107,"box":{"x":69,"y":703,"width":795,"height":10}},{"id":"9e2b93bb-ed14-4183-ade0-c65adbe4e021","block_type":"box","text":"delayed delivery basis or through a forward commitment (including on a TBA (to be announced) basis). These","page_number":107,"box":{"x":69,"y":717,"width":777,"height":12}},{"id":"6ddda9ef-7e90-469c-86fe-32669ebb6ef3","block_type":"box","text":"transactions involve the purchase or sale of securities by a Fund at an established price with payment and delivery","page_number":107,"box":{"x":68,"y":732,"width":820,"height":12}},{"id":"a45754ee-0c84-484a-b604-26fc92fa7a88","block_type":"box","text":"taking place in the future. The Fund enters into these transactions to obtain what is considered an advantageous","page_number":107,"box":{"x":68,"y":748,"width":807,"height":11}},{"id":"4d121912-56d4-4969-9baf-4a297740c51b","block_type":"box","text":"price to the Fund at the time of entering into the transaction.","page_number":107,"box":{"x":70,"y":763,"width":430,"height":11}},{"id":"1e0d1f6d-5cfa-4997-84fe-8a1324d3490e","block_type":"box","text":"Pursuant to recommendations of the Treasury Market Practices Group, which is sponsored by the Federal","page_number":107,"box":{"x":102,"y":785,"width":750,"height":12}},{"id":"002d9c6e-9b3d-4885-b6fb-1f764e378511","block_type":"box","text":"Reserve Bank of New York, a Fund or its counterpar ty generally will be required to post collateral when entering into","page_number":107,"box":{"x":70,"y":801,"width":823,"height":11}},{"id":"71a3e012-3b59-433d-a278-d25197a3af3d","block_type":"box","text":"cer tain forward-settling transactions, including without limitation TBA transactions. FINRA rules have also been","page_number":107,"box":{"x":69,"y":816,"width":788,"height":11}},{"id":"6b32c4ed-b62d-46c4-bd14-bdd1c4948ac7","block_type":"box","text":"implemented that include mandatory margin requirements for the TBA market with limited exceptions. The","page_number":107,"box":{"x":70,"y":831,"width":755,"height":11}},{"id":"8abff34b-1f1a-4e7d-8fa8-028f38b5d5e1","block_type":"box","text":"collateralization of TBA trades is intended to mitigate counterpar ty credit risk between trade and settlement, but","page_number":107,"box":{"x":69,"y":846,"width":799,"height":11}},{"id":"b6472e86-f328-428e-93f3-1282535203f6","block_type":"box","text":"could increase the cost of TBA transactions and impose added operational complexity.","page_number":107,"box":{"x":69,"y":861,"width":614,"height":11}},{"id":"162d1a8d-530c-4c66-99d1-60a5677ea1a6","block_type":"box","text":"There can be no assurance that a security purchased on a when-issued basis will be issued or that a security","page_number":107,"box":{"x":101,"y":884,"width":780,"height":11}},{"id":"ff804785-e02a-417b-a38b-2086eecb81fa","block_type":"box","text":"purchased or sold on a delayed delivery basis or through a forward commitment will be delivered. Also, the value of","page_number":107,"box":{"x":70,"y":899,"width":823,"height":11}},{"id":"548a1d4e-5932-445d-a076-7d6ffe0a9279","block_type":"box","text":"II-79","page_number":107,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"060c80d1-9445-4c4c-8789-0224ae96b751","block_type":"box","text":"NM1026U-5981080-107/228","page_number":107,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"2bed4532-4473-45d5-910f-fab37c7ae426","block_type":"box","text":"securities in these transactions on the delivery date may be more or less than the price paid by the Fund to purchase","page_number":108,"box":{"x":69,"y":45,"width":838,"height":11}},{"id":"43730e2f-c804-47ac-b37c-ef9b80c9e10f","block_type":"box","text":"the securities. The Fund will lose money if the value of the security in such a transaction declines below the purchase","page_number":108,"box":{"x":68,"y":60,"width":839,"height":11}},{"id":"4d31a46f-926c-4f55-95ec-59c18088f916","block_type":"box","text":"price and will not benefit if the value of the security appreciates above the sale price during the commitment period.","page_number":108,"box":{"x":70,"y":75,"width":824,"height":11}},{"id":"e7da4849-5491-467e-ac3e-3e591a04e2da","block_type":"box","text":"If deemed advisable as a matter of investment strategy, a Fund may dispose of or renegotiate a commitment","page_number":108,"box":{"x":102,"y":98,"width":776,"height":11}},{"id":"06423377-ed45-4f03-b921-5d6b514acde9","block_type":"box","text":"after it has been entered into, and may sell securities it has committed to purchase before those securities are","page_number":108,"box":{"x":69,"y":113,"width":795,"height":11}},{"id":"f8f2d0f3-2e23-4de7-af3b-918ee308a0a8","block_type":"box","text":"delivered to the Fund on the settlement date. In these cases the Fund may realize a taxable capital gain or loss.","page_number":108,"box":{"x":69,"y":128,"width":799,"height":11}},{"id":"bc582a0a-0ba1-48d8-9121-8f48d5f87182","block_type":"box","text":"When a Fund engages in when-issued, TBA or forward commitment transactions, it relies on the other par ty to","page_number":108,"box":{"x":101,"y":150,"width":784,"height":12}},{"id":"ddfb1667-78a9-4207-a4b5-e3757779e7f2","block_type":"box","text":"consummate the trade. Failure of such par ty to do so may result in the Fund’s incurring a loss or missing an","page_number":108,"box":{"x":69,"y":166,"width":772,"height":11}},{"id":"37aff2e6-4071-4d07-b68b-14d98da68834","block_type":"box","text":"oppor tunity to obtain a price considered to be advantageous.","page_number":108,"box":{"x":69,"y":181,"width":434,"height":11}},{"id":"8b8d6674-a00c-486b-8620-626db3396349","block_type":"box","text":"The market value of the securities underlying a commitment to purchase securities, and any subsequent","page_number":108,"box":{"x":101,"y":203,"width":745,"height":12}},{"id":"df24329e-c3e4-4c7f-97bc-8ed0024eadf1","block_type":"box","text":"fluctuations in their market value, is taken into account when determining the market value of a Fund star ting on the","page_number":108,"box":{"x":68,"y":218,"width":831,"height":12}},{"id":"0a72004e-97c4-47a4-92f4-e0ad4633cbd2","block_type":"box","text":"day the Fund agrees to purchase the securities. The Fund does not earn interest on the securities it has committed","page_number":108,"box":{"x":69,"y":234,"width":823,"height":11}},{"id":"9fbe20c7-6adc-4c93-8a38-b44acab442f2","block_type":"box","text":"to purchase until they are paid for and delivered on the settlement date.","page_number":108,"box":{"x":68,"y":249,"width":514,"height":11}},{"id":"f2a57172-dc25-4e36-9c82-ff4c998b4c34","block_type":"box","text":"Rule 18f-4 under the Investment Company Act permits a Fund to enter into when-issued or forward-settling","page_number":108,"box":{"x":102,"y":271,"width":759,"height":12}},{"id":"64bc84fe-1688-4796-aa87-69aa6ddd1d1a","block_type":"box","text":"securities (","page_number":108,"box":{"x":69,"y":287,"width":78,"height":11}},{"id":"044f141b-5171-41a9-b39b-942a4092a15a","block_type":"box","text":"e.g.","page_number":108,"box":{"x":148,"y":288,"width":25,"height":10}},{"id":"15a5196f-12b5-4802-ad19-027b1f891a5f","block_type":"box","text":", firm and standby commitments, including TBA commitments, and dollar rolls) and non-standard","page_number":108,"box":{"x":176,"y":286,"width":686,"height":12}},{"id":"1828a92f-b6d5-484d-bade-d5c5ce6faf09","block_type":"box","text":"settlement cycle securities notwithstanding the limitation on the issuance of senior securities in Section 18 of the","page_number":108,"box":{"x":69,"y":302,"width":813,"height":11}},{"id":"c0d6d593-145c-46b8-ab3d-7c6573d3a368","block_type":"box","text":"Investment Company Act, provided that the Fund intends to physically settle the transaction and the transaction will","page_number":108,"box":{"x":70,"y":317,"width":822,"height":11}},{"id":"fb0819fc-1f7a-415e-bb36-ee34f66cc701","block_type":"box","text":"settle within 35 days of its trade date (the “Delayed-Settlement Securities Provision”). If a when-issued, forward","page_number":108,"box":{"x":69,"y":332,"width":802,"height":11}},{"id":"89df72d5-72d6-4c07-8c0f-931e070e3eb3","block_type":"box","text":"settling or non-standard settlement cycle security does not satisfy the Delayed-Settlement Securities Provision, then","page_number":108,"box":{"x":69,"y":347,"width":826,"height":11}},{"id":"8891f6be-8431-4124-b9bf-c9563b912be8","block_type":"box","text":"it is treated as a Derivatives Transaction under Rule 18f-4. See “—Derivatives — Regulation of Derivatives — Rule","page_number":108,"box":{"x":70,"y":362,"width":816,"height":11}},{"id":"d09f4328-3bd5-49e1-85d3-8b19b0071b01","block_type":"box","text":"18f-4 under the Investment Company Act” above.","page_number":108,"box":{"x":70,"y":377,"width":349,"height":11}},{"id":"419a1916-fe02-49c8-a9d7-5d5a0dd911c3","block_type":"box","text":"Regulations adopted by global prudential regulators require cer tain bank-regulated counterpar ties and cer tain of","page_number":108,"box":{"x":102,"y":400,"width":800,"height":11}},{"id":"3db44d9c-06f6-4a5c-932e-7ba8af699082","block_type":"box","text":"their affiliates to include in cer tain financial contracts, including many agreements with respect to when-issued, TBA","page_number":108,"box":{"x":68,"y":415,"width":829,"height":11}},{"id":"4b4e2801-5251-4ea2-a60c-db8ffb5e8285","block_type":"box","text":"and forward commitment transactions, terms that delay or restrict the rights of counterpar ties, such as a Fund, to","page_number":108,"box":{"x":69,"y":430,"width":814,"height":11}},{"id":"2a159f12-0b8e-4643-96f3-8d42655b9dd0","block_type":"box","text":"terminate such agreements, foreclose upon collateral, exercise other default rights or restrict transfers of credit","page_number":108,"box":{"x":68,"y":445,"width":799,"height":12}},{"id":"1150eb76-c61f-4c58-b405-d280fd809113","block_type":"box","text":"suppor t in the event that the counterpar ty and/or its affiliates are subject to cer tain types of resolution or insolvency","page_number":108,"box":{"x":69,"y":460,"width":836,"height":12}},{"id":"b4aa11cc-0f2b-40e3-b3d8-56da361fe965","block_type":"box","text":"proceedings. It is possible that these requirements, as well as potential additional government regulation and other","page_number":108,"box":{"x":70,"y":476,"width":824,"height":11}},{"id":"2d8e0318-3f96-49b4-8d13-aa2bc275ab6b","block_type":"box","text":"developments in the market, could adversely affect a Fund’s ability to terminate existing agreements with respect to","page_number":108,"box":{"x":69,"y":491,"width":829,"height":11}},{"id":"b6545582-6eaa-424d-9ea7-f6bf64cc1230","block_type":"box","text":"these transactions or to realize amounts to be received under such agreements.","page_number":108,"box":{"x":68,"y":506,"width":573,"height":11}},{"id":"458e5f27-a34a-48f1-b08b-1cebebfdfa0b","block_type":"box","text":"Yields and Ratings.","page_number":108,"box":{"x":103,"y":529,"width":139,"height":11}},{"id":"372145a1-f8fc-4761-a193-36254d4e5b70","block_type":"box","text":"The yields on cer tain obligations are dependent on a variety of factors, including general","page_number":108,"box":{"x":247,"y":528,"width":628,"height":12}},{"id":"85ffde20-a339-434f-b596-b61b4c9327e0","block_type":"box","text":"market conditions, conditions in the par ticular market for the obligation, the financial condition of the issuer, the size","page_number":108,"box":{"x":69,"y":543,"width":834,"height":12}},{"id":"5d79c654-0101-4e70-a9bb-19730da4d885","block_type":"box","text":"of the offering, the maturity of the obligation and the ratings of the issue. The ratings of Moody’s, Fitch and S&P","page_number":108,"box":{"x":69,"y":559,"width":799,"height":11}},{"id":"f1dd6557-aceb-4b60-a024-b81d7444034d","block_type":"box","text":"represent their respective opinions as to the quality of the obligations they under take to rate. Ratings, however, are","page_number":108,"box":{"x":69,"y":574,"width":824,"height":11}},{"id":"2512c9b4-89d8-46c5-b9b5-76f3f430af00","block_type":"box","text":"general and are not absolute standards of quality. Consequently, obligations with the same rating, maturity and","page_number":108,"box":{"x":68,"y":589,"width":792,"height":11}},{"id":"3137642d-60e9-4631-9811-d9fd5022bdc1","block_type":"box","text":"interest rate may have different market prices. Subsequent to its purchase by a Fund, a rated security may cease to","page_number":108,"box":{"x":70,"y":604,"width":827,"height":11}},{"id":"eea0bd77-088a-4978-b8be-05297b38524a","block_type":"box","text":"be rated. A Fund’s Manager or sub-adviser will consider such an event in determining whether the Fund should","page_number":108,"box":{"x":69,"y":619,"width":786,"height":11}},{"id":"e99cf7f8-2433-4458-8701-0133d1928fe7","block_type":"box","text":"continue to hold the security.","page_number":108,"box":{"x":69,"y":634,"width":204,"height":11}},{"id":"7a328aeb-954e-494e-bc3f-29f51bcd82ca","block_type":"box","text":"Zero Coupon Securities.","page_number":108,"box":{"x":102,"y":657,"width":175,"height":11}},{"id":"7a434f2d-8efd-40d2-8294-ed6dddc95572","block_type":"box","text":"Zero coupon securities are securities that are sold at a discount to par value and do","page_number":108,"box":{"x":283,"y":657,"width":601,"height":11}},{"id":"a9c0fde3-c6cf-4aa1-97fd-fb363977a983","block_type":"box","text":"not pay interest during the life of the security. The discount approximates the total amount of interest the security will","page_number":108,"box":{"x":69,"y":672,"width":837,"height":11}},{"id":"89693bd6-1182-4ca6-af6f-967da0c73c07","block_type":"box","text":"accrue and compound over the period until maturity at a rate of interest reflecting the market rate of the security at","page_number":108,"box":{"x":69,"y":687,"width":822,"height":11}},{"id":"410e43c4-9a27-494f-bd5b-aeb1dc6f4124","block_type":"box","text":"the time of issuance. Upon maturity, the holder of a zero coupon security is entitled to receive the par value of the","page_number":108,"box":{"x":68,"y":702,"width":814,"height":11}},{"id":"06cef97a-6872-49dc-b427-87d07d37d03b","block_type":"box","text":"security.","page_number":108,"box":{"x":69,"y":718,"width":57,"height":11}},{"id":"306532ef-cfd0-4ff8-902d-384d56992228","block_type":"box","text":"While interest payments are not made on such securities, holders of such securities are deemed to have","page_number":108,"box":{"x":101,"y":740,"width":749,"height":11}},{"id":"580540cb-8cbc-4f77-82e1-211e9df10f30","block_type":"box","text":"received income (“phantom income”) annually, notwithstanding that cash may not be received currently. The effect of","page_number":108,"box":{"x":69,"y":755,"width":835,"height":11}},{"id":"5e9c965f-3b27-433d-8427-43dc3ea62a95","block_type":"box","text":"owning instruments that do not make current interest payments is that a fixed yield is earned not only on the original","page_number":108,"box":{"x":69,"y":770,"width":833,"height":12}},{"id":"be9505b2-8408-4052-9888-dc14856f3b6d","block_type":"box","text":"investment but also, in effect, on all discount accretion during the life of the obligations. This implicit reinvestment of","page_number":108,"box":{"x":70,"y":785,"width":836,"height":12}},{"id":"f06a4b04-a865-4cc9-a1a1-79b254f2cca0","block_type":"box","text":"earnings at a fixed rate eliminates the risk of being unable to invest distributions at a rate as high as the implicit","page_number":108,"box":{"x":69,"y":801,"width":804,"height":11}},{"id":"576803df-6cba-4717-989b-ce64c5d51bf7","block_type":"box","text":"yield on the zero coupon bond, but at the same time eliminates the holder’s ability to reinvest at higher rates in the","page_number":108,"box":{"x":68,"y":816,"width":824,"height":11}},{"id":"db0776c8-be5f-4fc4-926d-d74e8c8fa310","block_type":"box","text":"future. For this reason, some of these securities may be subject to substantially greater price fluctuations during","page_number":108,"box":{"x":68,"y":831,"width":805,"height":11}},{"id":"ff63ad9b-e8b4-48a6-be9b-5c06ec088524","block_type":"box","text":"periods of changing market interest rates than are comparable securities that pay interest currently. Longer term zero","page_number":108,"box":{"x":70,"y":846,"width":837,"height":11}},{"id":"f464c2d0-9abc-4607-9b62-e5f6e9ff29cf","block_type":"box","text":"coupon bonds are more exposed to interest rate risk than shor ter term zero coupon bonds. These investments","page_number":108,"box":{"x":69,"y":861,"width":791,"height":11}},{"id":"2838bb34-bd84-4dc9-beeb-298c62d513de","block_type":"box","text":"benefit the issuer by mitigating its need for cash to meet debt service, but also require a higher rate of return to","page_number":108,"box":{"x":69,"y":876,"width":800,"height":11}},{"id":"bcc3d333-b04a-4682-bf50-c6c387e0d727","block_type":"box","text":"attract investors who are willing to defer receipt of cash.","page_number":108,"box":{"x":69,"y":891,"width":400,"height":12}},{"id":"bbac6cd0-f083-4176-b798-3441e9b2c830","block_type":"box","text":"II-80","page_number":108,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"ba96afa4-4620-4819-b5e4-f666eb253af6","block_type":"box","text":"NM1026U-5981080-108/228","page_number":108,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"3b2f02bb-9a17-437f-b00a-acb6a595ffa5","block_type":"box","text":"A Fund accrues income with respect to these securities for U.S. federal income tax and accounting purposes","page_number":109,"box":{"x":101,"y":45,"width":775,"height":11}},{"id":"545c03a9-75ba-4181-a471-76f67a36d502","block_type":"box","text":"prior to the receipt of cash payments. Zero coupon securities may be subject to greater fluctuation in value and less","page_number":109,"box":{"x":70,"y":60,"width":827,"height":11}},{"id":"ced4c420-4fb8-4ae4-aa7e-fe062d30b2a1","block_type":"box","text":"liquidity in the event of adverse market conditions than comparably rated securities that pay cash interest at regular","page_number":109,"box":{"x":70,"y":75,"width":826,"height":11}},{"id":"c53b8a07-9ea9-4ef0-870f-90de6950ab8d","block_type":"box","text":"intervals.","page_number":109,"box":{"x":70,"y":90,"width":64,"height":9}},{"id":"cd74a539-0887-4bd0-8e90-4144b02b9a5f","block_type":"box","text":"Fur ther, to maintain its qualification for pass-through treatment under the U.S. federal tax laws, a Fund is","page_number":109,"box":{"x":102,"y":113,"width":749,"height":11}},{"id":"2c46250a-e1a4-4582-9af0-6dc38b1cd69b","block_type":"box","text":"required to distribute income to its shareholders and, consequently, may have to dispose of other, more liquid","page_number":109,"box":{"x":69,"y":128,"width":784,"height":11}},{"id":"244d2bad-884a-4f45-b852-a98430c3a9bb","block_type":"box","text":"por tfolio securities under disadvantageous circumstances or may have to leverage itself by borrowing in order to","page_number":109,"box":{"x":70,"y":143,"width":799,"height":11}},{"id":"5a530de2-7d7c-40ec-beed-e5870e108892","block_type":"box","text":"generate the cash to satisfy these distributions. The required distributions may result in an increase in a Fund’s","page_number":109,"box":{"x":68,"y":158,"width":799,"height":11}},{"id":"329e7cb3-900e-4a1a-9758-0fa5190fe827","block_type":"box","text":"exposure to zero coupon securities.","page_number":109,"box":{"x":69,"y":173,"width":253,"height":11}},{"id":"a43439b3-8b88-47c2-a962-bfe9f77d4066","block_type":"box","text":"In addition to the above-described risks, there are cer tain other risks related to investing in zero coupon","page_number":109,"box":{"x":102,"y":196,"width":740,"height":11}},{"id":"8f61f083-3f35-413f-9989-664f598e912c","block_type":"box","text":"securities. During a period of severe market conditions, the market for such securities may become even less liquid.","page_number":109,"box":{"x":69,"y":211,"width":829,"height":11}},{"id":"779bc657-e4b1-44b6-bb00-3bc8f589bc09","block_type":"box","text":"In addition, as these securities do not pay cash interest, a Fund’s investment exposure to these securities and their","page_number":109,"box":{"x":70,"y":226,"width":829,"height":11}},{"id":"1f36088c-b740-487c-a91b-8fdc60ea1fa7","block_type":"box","text":"risks, including credit risk, will increase during the time these securities are held in the Fund’s por tfolio.","page_number":109,"box":{"x":69,"y":241,"width":741,"height":11}},{"id":"a2447938-4366-443f-b740-5146104ed3e2","block_type":"box","text":"Suitability. (All Funds)","page_number":109,"box":{"x":101,"y":264,"width":161,"height":11}},{"id":"3d570d34-dd2d-42bb-bb1c-92b2e279c5b6","block_type":"box","text":"The economic benefit of an investment in any Fund depends upon many factors beyond the control of the Fund,","page_number":109,"box":{"x":101,"y":286,"width":793,"height":12}},{"id":"2415a177-a4e7-447a-b1b9-764d89f31291","block_type":"box","text":"the Manager and its affiliates. Each Fund should be considered a vehicle for diversification and not as a balanced","page_number":109,"box":{"x":68,"y":302,"width":811,"height":11}},{"id":"3330afbf-a1e5-413c-b824-455319323184","block_type":"box","text":"investment program. The suitability for any par ticular investor of a purchase of shares in a Fund will depend upon,","page_number":109,"box":{"x":70,"y":317,"width":810,"height":11}},{"id":"b6d5276b-fd5e-46b3-bfac-2d4b7fbfca9f","block_type":"box","text":"among other things, such investor’s investment objectives and such investor’s ability to accept the risks associated","page_number":109,"box":{"x":69,"y":332,"width":826,"height":11}},{"id":"21917a5d-c267-4d1c-ab02-0aa2dcb698cf","block_type":"box","text":"with investing in securities, including the risk of loss of principal.","page_number":109,"box":{"x":68,"y":347,"width":460,"height":11}},{"id":"dd2b8dab-64c7-4b2d-a901-1c4b3fbc4b38","block_type":"box","text":"Investment Restrictions. (All Funds)","page_number":109,"box":{"x":102,"y":370,"width":264,"height":11}},{"id":"fbc7ae76-9b9b-4fec-a1b4-c9f81caf5c6e","block_type":"box","text":"See “Investment Restrictions” or “Investment Policies,” as applicable in each Fund’s SAI for the specific","page_number":109,"box":{"x":102,"y":392,"width":745,"height":11}},{"id":"a4af553f-2007-49e5-b2af-465ca362da6a","block_type":"box","text":"fundamental and non-fundamental investment restrictions adopted by each Fund. In addition to those investment","page_number":109,"box":{"x":68,"y":407,"width":807,"height":12}},{"id":"08dbf6e7-5e28-4e8d-acf4-5c192c0044f9","block_type":"box","text":"restrictions, each Fund is also subject to the restrictions discussed below.","page_number":109,"box":{"x":69,"y":423,"width":528,"height":11}},{"id":"798ce338-67b5-415d-9766-5b0336f74136","block_type":"box","text":"Each Fund’s investments will be limited in order to allow the Fund to qualify as a “regulated investment","page_number":109,"box":{"x":102,"y":445,"width":735,"height":12}},{"id":"19236e91-b7a9-43cd-9b61-28856edf34f0","block_type":"box","text":"company” for purposes of the Code. See “Dividends and Taxes — Taxes” or “Taxes.” To qualify, among other","page_number":109,"box":{"x":69,"y":460,"width":775,"height":12}},{"id":"7a0ccf95-9581-42f1-a2c3-d5dd42b90820","block_type":"box","text":"requirements, each Fund will limit its investments so that, at the close of each quar ter of the taxable year, (i) at least","page_number":109,"box":{"x":69,"y":475,"width":837,"height":12}},{"id":"86d38704-2f14-44be-ac81-85e760414902","block_type":"box","text":"50% of the market value of each Fund’s assets is represented by cash, securities of other regulated investment","page_number":109,"box":{"x":69,"y":491,"width":799,"height":11}},{"id":"66413f9a-319c-4865-8cb3-3b557778bc28","block_type":"box","text":"companies, U.S. Government Securities and other securities, with such other securities limited, in respect of any one","page_number":109,"box":{"x":69,"y":506,"width":837,"height":11}},{"id":"4825bc8e-389a-4172-b88a-1a62d8fbadc3","block_type":"box","text":"issuer, to an amount not greater in value than 5% of the Fund’s assets and not greater than 10% of the outstanding","page_number":109,"box":{"x":70,"y":521,"width":825,"height":11}},{"id":"eaad5652-7956-4685-bc48-c4cdb50dea00","block_type":"box","text":"voting securities of such issuer and (ii) not more than 25% of the value of its assets is invested in the securities","page_number":109,"box":{"x":68,"y":536,"width":802,"height":11}},{"id":"ff814648-2008-45ab-a81a-d22b74252573","block_type":"box","text":"(other than U.S. Government Securities or securities of other regulated investment companies) of any one issuer, any","page_number":109,"box":{"x":69,"y":551,"width":837,"height":11}},{"id":"9a6f4cda-8cd5-4151-8768-2bfc26e5a434","block_type":"box","text":"two or more issuers that the Fund controls and that are determined to be engaged in the same or similar trades or","page_number":109,"box":{"x":68,"y":566,"width":819,"height":11}},{"id":"924b9752-a48d-4990-8518-1de89686c47c","block_type":"box","text":"businesses or related trades or businesses or in the securities of one or more qualified publicly traded par tnerships","page_number":109,"box":{"x":69,"y":581,"width":828,"height":11}},{"id":"1cd00f58-5dac-48de-ae49-e60c620f6701","block_type":"box","text":"(","page_number":109,"box":{"x":69,"y":597,"width":3,"height":10}},{"id":"8dfb3854-9b75-4183-b629-ce4533be5c7b","block_type":"box","text":"i.e.","page_number":109,"box":{"x":74,"y":597,"width":21,"height":8}},{"id":"861eae7b-f47c-4167-8401-0be9055ccb94","block_type":"box","text":", par tnerships that are traded on an established securities market or tradable on a secondary market, other than","page_number":109,"box":{"x":97,"y":597,"width":806,"height":11}},{"id":"5cba3c7d-9648-4a1e-bab1-5626c9389e91","block_type":"box","text":"par tnerships that derive 90% of their income from interest, dividends, capital gains and other traditionally permitted","page_number":109,"box":{"x":70,"y":612,"width":824,"height":11}},{"id":"14a982d0-e3f7-4117-be7d-35c7090bd742","block_type":"box","text":"mutual fund income). For purposes of this restriction, the Municipal Funds generally will regard each state and each","page_number":109,"box":{"x":69,"y":627,"width":824,"height":11}},{"id":"af348b31-36f6-4486-819b-a2f0067c55df","block_type":"box","text":"of its political subdivisions, agencies or instrumentalities and each multi-state agency of which the state is a member","page_number":109,"box":{"x":69,"y":642,"width":838,"height":11}},{"id":"99a19dc8-2bac-4508-baf0-98ba16814268","block_type":"box","text":"as a separate issuer. Each public authority that issues securities on behalf of a private entity generally will also be","page_number":109,"box":{"x":69,"y":657,"width":815,"height":11}},{"id":"1f8446d0-b88e-4bf8-b557-bc10d6cf11ab","block_type":"box","text":"regarded as a separate issuer, except that if the security is backed only by the assets and revenues of a non","page_number":109,"box":{"x":69,"y":672,"width":781,"height":11}},{"id":"280b5408-71aa-4aa2-b7dc-1704a02bfa7a","block_type":"box","text":"government entity, then the entity with the ultimate responsibility for the payment of interest and principal may be","page_number":109,"box":{"x":68,"y":687,"width":810,"height":11}},{"id":"1cf3621a-2661-45f8-9f22-3278619d3a4a","block_type":"box","text":"regarded as the sole issuer.","page_number":109,"box":{"x":69,"y":703,"width":198,"height":11}},{"id":"4db40517-27f8-4676-a412-13a41c320cf5","block_type":"box","text":"Foreign government securities (unlike U.S. Government Securities) are not exempt from the 5%, 10% and 25%","page_number":109,"box":{"x":102,"y":725,"width":784,"height":11}},{"id":"0f64f537-ae2a-4652-ba7f-7b56b944fa8d","block_type":"box","text":"diversification requirements of the Code discussed above and the securities of each foreign government issuer are","page_number":109,"box":{"x":69,"y":740,"width":819,"height":11}},{"id":"05de9ac0-8150-4284-8e7c-aec096997699","block_type":"box","text":"considered to be obligations of a single issuer. These tax-related limitations may be changed by the Directors of a","page_number":109,"box":{"x":69,"y":755,"width":811,"height":11}},{"id":"a3ca9c61-d961-4a21-8584-db4e50257637","block_type":"box","text":"Fund to the extent necessary to comply with changes to the U.S. federal tax requirements. A Fund that is","page_number":109,"box":{"x":70,"y":770,"width":747,"height":12}},{"id":"05d26cca-037e-4499-85a7-8e0880bc3d11","block_type":"box","text":"“diversified” under the Investment Company Act must satisfy the foregoing 5% and 10% requirements with respect to","page_number":109,"box":{"x":70,"y":785,"width":834,"height":12}},{"id":"f08e7874-343c-4e3e-bd83-eaebe8c733dc","block_type":"box","text":"75% of its total assets.","page_number":109,"box":{"x":69,"y":801,"width":165,"height":9}},{"id":"d4678a46-ac40-4024-83b5-50e97fcd3a7d","block_type":"box","text":"II-81","page_number":109,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"2c369ed6-271b-409f-b2ba-c423eeb3da3e","block_type":"box","text":"NM1026U-5981080-109/228","page_number":109,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"a2c849f5-6d52-4b05-9d20-0543916d5e8b","block_type":"box","text":"MANAGEMENT AND OTHER SERVICE ARRANGEMENTS","page_number":110,"box":{"x":268,"y":45,"width":442,"height":10}},{"id":"d2da05b1-6d52-4fb9-8044-46d35893e980","block_type":"box","text":"Directors and Officers","page_number":110,"box":{"x":69,"y":76,"width":159,"height":8}},{"id":"f8209f69-8ec1-4279-b7e7-927923593d8e","block_type":"box","text":"See “Information on Directors and Officers, ‘—Biographical Information,’ ‘— Share Ownership’ and ‘—","page_number":110,"box":{"x":102,"y":98,"width":733,"height":11}},{"id":"89d0b3c8-ee1f-4e8a-8193-b24dabc371ea","block_type":"box","text":"Compensation of Directors’” or “Information on Trustees and Officers, ‘—Biographical Information,’ ‘— Share","page_number":110,"box":{"x":69,"y":113,"width":783,"height":12}},{"id":"86665b7a-c4cc-40d1-871c-22722870c4d9","block_type":"box","text":"Ownership’ and ‘— Compensation of Trustees’,” as applicable, in Par t I of each Fund’s SAI for biographical and","page_number":110,"box":{"x":69,"y":128,"width":795,"height":12}},{"id":"2aaa6795-f29e-49fa-ae03-950924c1eab5","block_type":"box","text":"cer tain other information relating to the Directors and officers of your Fund, including Directors’ compensation.","page_number":110,"box":{"x":69,"y":143,"width":789,"height":12}},{"id":"d59ce181-f68b-4084-b5b2-ec380643a220","block_type":"box","text":"Management Arrangements","page_number":110,"box":{"x":69,"y":174,"width":202,"height":11}},{"id":"88e341f3-0654-493e-b1f5-01c0bf1562d0","block_type":"box","text":"Management Services.","page_number":110,"box":{"x":102,"y":197,"width":162,"height":11}},{"id":"2d114a03-af63-476e-ad48-1ea202201b09","block_type":"box","text":"The Manager provides each Fund with investment advisory and management services.","page_number":110,"box":{"x":270,"y":197,"width":615,"height":11}},{"id":"e07acadc-fbbf-46e1-9dea-03fabf4d6ff7","block_type":"box","text":"Subject to the oversight of the Board of Directors, the Manager is responsible for the actual management of a Fund’s","page_number":110,"box":{"x":69,"y":212,"width":836,"height":11}},{"id":"26ab2a1c-4059-4c8c-9606-16706a1760c7","block_type":"box","text":"por tfolio and reviews the Fund’s holdings in light of its own research analysis and that from other relevant sources.","page_number":110,"box":{"x":70,"y":227,"width":820,"height":11}},{"id":"dca48d37-5b96-4d66-979f-73dcc438d593","block_type":"box","text":"The responsibility for making decisions to buy, sell or hold a par ticular security rests with the Manager. The Manager","page_number":110,"box":{"x":68,"y":242,"width":832,"height":11}},{"id":"f285fa40-b02b-4fae-8e7c-2ee1247213a9","block_type":"box","text":"per forms cer tain of the other administrative services and provides all the office space, facilities, equipment and","page_number":110,"box":{"x":70,"y":257,"width":801,"height":11}},{"id":"92afefe6-6716-422e-bdf7-060ce759f7a9","block_type":"box","text":"necessary personnel for management of each Fund.","page_number":110,"box":{"x":69,"y":272,"width":370,"height":11}},{"id":"718f66cd-90ee-4964-87bf-4dd4358095ab","block_type":"box","text":"Each Feeder Fund invests all or a por tion of its assets in shares of a Master Por tfolio. To the extent a Feeder","page_number":110,"box":{"x":102,"y":295,"width":778,"height":11}},{"id":"d87c52df-3f89-4fa2-aa12-e51b77c78018","block_type":"box","text":"Fund invests all of its assets in a Master Por tfolio, it does not invest directly in por tfolio securities and does not","page_number":110,"box":{"x":70,"y":310,"width":800,"height":11}},{"id":"280ed08e-760b-4e87-8165-9d460ff85572","block_type":"box","text":"require management services. For such Feeder Funds, por tfolio management occurs at the Master Por tfolio level.","page_number":110,"box":{"x":69,"y":325,"width":810,"height":11}},{"id":"7846bf3a-0189-4478-a788-2979a271f97f","block_type":"box","text":"Management Fee.","page_number":110,"box":{"x":102,"y":348,"width":126,"height":11}},{"id":"30da6bdd-2c74-4b94-b52f-1c045c326403","block_type":"box","text":"Each Fund has entered into a Management Agreement with the Manager pursuant to which","page_number":110,"box":{"x":235,"y":348,"width":646,"height":11}},{"id":"fa0ef647-6d14-41b4-b9c9-ea38233f4f90","block_type":"box","text":"the Manager receives for its services to the Fund monthly compensation at an annual rate based on the average daily","page_number":110,"box":{"x":68,"y":363,"width":841,"height":11}},{"id":"f7f3cbc3-4027-4211-b71b-22c73a4b207a","block_type":"box","text":"net assets of the Fund. For information regarding the fees paid by your Fund to the Manager for the Fund’s last three","page_number":110,"box":{"x":69,"y":378,"width":833,"height":11}},{"id":"49f06c9d-fe30-463e-982d-334137e4bc3c","block_type":"box","text":"fiscal years or other applicable periods, see “Management, Advisory and Other Service Arrangements —","page_number":110,"box":{"x":68,"y":393,"width":746,"height":11}},{"id":"ebc9450e-a3c1-4beb-9242-dbc4787f108f","block_type":"box","text":"Management Agreement” or “Management and Advisory Arrangements,” as applicable, in Par t I of each Fund’s SAI.","page_number":110,"box":{"x":70,"y":408,"width":825,"height":11}},{"id":"8442f697-530f-4f07-a6b5-de7f22ecbc1f","block_type":"box","text":"For Funds that do not have an administrator, each Management Agreement obligates the Manager to provide","page_number":110,"box":{"x":102,"y":431,"width":774,"height":11}},{"id":"d8109ef2-7d00-475b-9671-b29afdaf7730","block_type":"box","text":"management services and to pay all compensation of and furnish office space for officers and employees of a Fund","page_number":110,"box":{"x":69,"y":446,"width":826,"height":11}},{"id":"4ea7bab6-1110-444a-8423-74f080e6eefc","block_type":"box","text":"in connection with investment and economic research, trading and investment management of the Fund, as well as","page_number":110,"box":{"x":70,"y":461,"width":820,"height":11}},{"id":"7e932c46-01e1-4205-9c78-f2092ac5a2fa","block_type":"box","text":"the fees of all Directors of the Fund who are interested persons of the Fund. Each Fund pays all other expenses","page_number":110,"box":{"x":68,"y":476,"width":797,"height":11}},{"id":"39668d0d-4f99-420f-83c0-c111b625b8de","block_type":"box","text":"incurred in the operation of that Fund, including among other things: taxes; expenses for legal and auditing services;","page_number":110,"box":{"x":70,"y":491,"width":830,"height":12}},{"id":"6e0535f0-1292-46b8-ae75-a90ab717b9a8","block_type":"box","text":"costs of preparing, printing and mailing proxies, shareholder repor ts, prospectuses and statements of additional","page_number":110,"box":{"x":69,"y":506,"width":802,"height":12}},{"id":"8f6aa9cc-0af6-4b72-9db6-96b4ab38f6c3","block_type":"box","text":"information, except to the extent paid by BlackRock Investments, LLC (“BRIL” or the “Distributor”); charges of the","page_number":110,"box":{"x":70,"y":521,"width":809,"height":12}},{"id":"1e6ea96f-4524-425a-825b-75493dee3dd9","block_type":"box","text":"custodian and sub-custodian, and the transfer agent; expenses of redemption of shares; Commission fees; expenses","page_number":110,"box":{"x":69,"y":537,"width":838,"height":11}},{"id":"27d0c09c-fa5f-4914-9c31-9a36659dec83","block_type":"box","text":"of registering the shares under Federal, state or foreign laws; fees and expenses of Directors who are not interested","page_number":110,"box":{"x":69,"y":552,"width":830,"height":11}},{"id":"ff856b4e-d6f2-49e0-b262-d9c6694bb220","block_type":"box","text":"persons of a Fund as defined in the Investment Company Act; accounting and pricing costs (including the daily","page_number":110,"box":{"x":70,"y":567,"width":784,"height":11}},{"id":"bfdf494c-039a-49de-b176-dba151dc1b79","block_type":"box","text":"calculations of NAV); insurance; interest; brokerage costs; litigation and other extraordinary or non-recurring","page_number":110,"box":{"x":69,"y":582,"width":767,"height":11}},{"id":"0dc0e2fe-04bd-4082-93db-cf7a93cb8328","block_type":"box","text":"expenses; and other expenses properly payable by the Fund. Cer tain accounting services are provided to each Fund","page_number":110,"box":{"x":69,"y":597,"width":825,"height":11}},{"id":"a40cff24-1f16-424e-9c2e-515607a403c4","block_type":"box","text":"by State Street Bank and Trust Company (“State Street”), The Bank of New York Mellon (“BNY Mellon”) or JPMorgan","page_number":110,"box":{"x":69,"y":612,"width":827,"height":11}},{"id":"fd1e97d8-acfb-4864-bb1b-e32a46fba127","block_type":"box","text":"Chase Bank, N.A. (“JPM”) pursuant to an agreement between State Street, BNY Mellon or JPM, as applicable, and","page_number":110,"box":{"x":69,"y":627,"width":814,"height":12}},{"id":"65bb69b0-874c-4d33-a627-ccda8051f217","block_type":"box","text":"each Fund. Each Fund pays a fee for these services. The Distributor pays cer tain promotional expenses of the Funds","page_number":110,"box":{"x":69,"y":642,"width":832,"height":12}},{"id":"57f70353-5e41-4549-9b32-0352c9472237","block_type":"box","text":"incurred in connection with the offering of shares of the Funds. Cer tain expenses are financed by each Fund pursuant","page_number":110,"box":{"x":70,"y":658,"width":839,"height":11}},{"id":"f8ba7e91-feb7-4400-b3c6-7ea718d3205a","block_type":"box","text":"to distribution plans in compliance with Rule 12b-1 under the Investment Company Act. See “Purchase of Shares —","page_number":110,"box":{"x":68,"y":673,"width":828,"height":11}},{"id":"92d3c532-45c1-432f-bc93-54b152be20de","block_type":"box","text":"Distribution and/or Shareholder Servicing Plans.”","page_number":110,"box":{"x":70,"y":688,"width":350,"height":11}},{"id":"99b670dd-0c71-43ea-b5a2-a9853ff9c7bb","block_type":"box","text":"Sub-Advisory Fee.","page_number":110,"box":{"x":102,"y":711,"width":124,"height":11}},{"id":"51f71ccb-3345-4c9e-9eb5-403442afb636","block_type":"box","text":"The Manager of cer tain Funds has entered into one or more sub-advisory agreements (the","page_number":110,"box":{"x":232,"y":710,"width":643,"height":12}},{"id":"2bbf3e8c-09ab-49dd-bbc4-f0cf116afc2b","block_type":"box","text":"“Sub-Advisory Agreements”) with the sub-adviser or sub-advisers identified in each such Fund’s Prospectus (the “Sub","page_number":110,"box":{"x":70,"y":726,"width":839,"height":11}},{"id":"bac75d00-d86d-4837-859f-4a5605f9533b","block_type":"box","text":"Adviser”) pursuant to which the Sub-Adviser provides sub-advisory services to the Manager with respect to the Fund.","page_number":110,"box":{"x":68,"y":741,"width":830,"height":11}},{"id":"57d90be9-80a5-4bf3-ad29-84f5906cab77","block_type":"box","text":"Organization of the Manager.","page_number":110,"box":{"x":102,"y":763,"width":204,"height":12}},{"id":"6e8ef19b-b0ff-4804-8f30-57a335fbebc2","block_type":"box","text":"BlackRock Advisors, LLC is a Delaware limited liability company and BlackRock","page_number":110,"box":{"x":313,"y":763,"width":560,"height":12}},{"id":"67e528f8-47b7-4b1a-91a6-f3552e78bea8","block_type":"box","text":"Fund Advisors is a California corporation. Each Manager is an indirect, majority-owned subsidiary of BlackRock, Inc.","page_number":110,"box":{"x":70,"y":778,"width":819,"height":12}},{"id":"012b540e-75ff-4a6d-ad7f-a74e4ce5008c","block_type":"box","text":"BlackRock, Inc., through its subsidiaries and divisions, provides (i) investment management services to individuals","page_number":110,"box":{"x":70,"y":794,"width":817,"height":11}},{"id":"566181dd-086f-44b9-824e-0d7521808c23","block_type":"box","text":"and institutional investors through separate account management, non-discretionary advisory programs and","page_number":110,"box":{"x":69,"y":809,"width":768,"height":11}},{"id":"0cddba4e-5b41-4421-b69d-2dc2378ced21","block_type":"box","text":"commingled investment vehicles; (ii) risk management services, investment accounting and trade processing tools;","page_number":110,"box":{"x":69,"y":824,"width":821,"height":11}},{"id":"c3a6cc21-0367-4861-8e5e-50274b5e1073","block_type":"box","text":"(iii) transition management services, and (iv) securities lending services.","page_number":110,"box":{"x":69,"y":839,"width":517,"height":11}},{"id":"45fab9b0-f8f8-4b89-b003-3e353c04ba73","block_type":"box","text":"Duration and Termination.","page_number":110,"box":{"x":102,"y":862,"width":182,"height":9}},{"id":"0777da4a-af85-49cf-a5cb-a6f1d04f42bf","block_type":"box","text":"Unless earlier terminated as described below, each Management Agreement and each","page_number":110,"box":{"x":292,"y":862,"width":613,"height":11}},{"id":"bb1493ad-0215-4a34-99f8-ac87b5374741","block_type":"box","text":"Sub-Advisory Agreement will remain in effect for an initial two year period and from year to year thereafter if approved","page_number":110,"box":{"x":69,"y":877,"width":835,"height":11}},{"id":"e741c5d7-74ec-4b74-9503-600810a9e1b3","block_type":"box","text":"annually (a) by the Board of Directors or by a vote of a majority of the outstanding voting securities of a Fund and","page_number":110,"box":{"x":69,"y":892,"width":803,"height":11}},{"id":"e18e7fe1-9cb0-4677-88d7-750440eccaf4","block_type":"box","text":"(b) by a majority of the Directors of the Fund who are not par ties to such agreement or interested persons (as defined","page_number":110,"box":{"x":69,"y":907,"width":839,"height":11}},{"id":"1cbf74e4-2bef-466c-abe8-08755718fb2c","block_type":"box","text":"II-82","page_number":110,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"626d46b7-cfa9-4bc6-9de2-aa29dc92a149","block_type":"box","text":"NM1026U-5981080-110/228","page_number":110,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"3053a9a0-ef99-4932-a486-8301390fdd6c","block_type":"box","text":"in the Investment Company Act) of any such par ty. Each Management Agreement automatically terminates on","page_number":111,"box":{"x":70,"y":45,"width":778,"height":11}},{"id":"4bb03cde-80ba-4e4c-b1d3-907f35148776","block_type":"box","text":"assignment and may be terminated without penalty on 60 days’ written notice at the option of either par ty thereto or","page_number":111,"box":{"x":69,"y":60,"width":832,"height":11}},{"id":"d2887fd9-27f6-4c29-bdff-9c3eb99ca66e","block_type":"box","text":"by the vote of the shareholders of the applicable Fund.","page_number":111,"box":{"x":69,"y":75,"width":388,"height":11}},{"id":"aadb192d-26c1-4f6c-89ba-3085e7d5e170","block_type":"box","text":"Other Service Arrangements","page_number":111,"box":{"x":69,"y":105,"width":205,"height":11}},{"id":"5bb03610-5af8-44e5-9472-9480be78f37e","block_type":"box","text":"Administrative Services and Administrative Fee.","page_number":111,"box":{"x":101,"y":128,"width":338,"height":9}},{"id":"ff419b1c-76b6-4bc3-a96e-818050f0848c","block_type":"box","text":"Cer tain Funds have entered into an administration agreement","page_number":111,"box":{"x":446,"y":128,"width":439,"height":11}},{"id":"6e3c2f7c-f4d5-46f7-9d8a-a12bfa306a16","block_type":"box","text":"(the “Administration Agreement”) with an administrator identified in the Fund’s Prospectus and Par t I of the Fund’s","page_number":111,"box":{"x":69,"y":143,"width":818,"height":11}},{"id":"fe8c4fe9-f307-4620-919f-519ad0baae4f","block_type":"box","text":"SAI (each an “Administrator”). For its services to a Fund, the Administrator receives monthly compensation at the","page_number":111,"box":{"x":69,"y":158,"width":808,"height":11}},{"id":"addf799a-e8a1-4550-9350-85b143a2b8eb","block_type":"box","text":"annual rate set for th in each applicable Fund’s Prospectus. For information regarding any administrative fees paid by","page_number":111,"box":{"x":69,"y":173,"width":833,"height":11}},{"id":"37f48c3e-f4ba-4f94-88c6-771bf6eb6a56","block_type":"box","text":"your Fund to the Administrator for the periods indicated, see “Management, Advisory and Other Service","page_number":111,"box":{"x":68,"y":188,"width":738,"height":12}},{"id":"b89ef070-a7f5-4c57-a23d-89306f5af5bc","block_type":"box","text":"Arrangements — Administration Agreement” or “Management and Advisory Arrangements,” as applicable, in Par t I of","page_number":111,"box":{"x":68,"y":203,"width":839,"height":12}},{"id":"a425580d-d53e-4776-a871-c7877598d90b","block_type":"box","text":"that Fund’s SAI.","page_number":111,"box":{"x":68,"y":219,"width":113,"height":8}},{"id":"220aa009-2b34-4121-902e-b799730b0f00","block_type":"box","text":"For Funds that have an Administrator, the Administration Agreement obligates the Administrator to provide","page_number":111,"box":{"x":102,"y":241,"width":755,"height":11}},{"id":"f40ce0f9-3137-4aea-96c9-91e91ed6398e","block_type":"box","text":"cer tain administrative services to the Fund and to pay, or cause its affiliates to pay, for maintaining its staff and","page_number":111,"box":{"x":69,"y":256,"width":800,"height":12}},{"id":"36e0b52d-8c23-43e2-bc3e-8c175e3c43ec","block_type":"box","text":"personnel and to provide office space, facilities and necessary personnel for the Fund. Each Administrator is also","page_number":111,"box":{"x":70,"y":271,"width":809,"height":12}},{"id":"e7ca481d-9080-45c3-b497-8f9946306a45","block_type":"box","text":"obligated to pay, or cause its affiliates to pay, the fees of those officers and Directors of the Fund who are affiliated","page_number":111,"box":{"x":69,"y":286,"width":826,"height":12}},{"id":"a0771c57-09fa-499b-9395-e31b50155869","block_type":"box","text":"persons of the Administrator or any of its affiliates.","page_number":111,"box":{"x":70,"y":302,"width":362,"height":11}},{"id":"ee89171e-ccbb-494a-91f3-5ed93c53bf8a","block_type":"box","text":"Duration and Termination of Administration Agreement.","page_number":111,"box":{"x":102,"y":324,"width":390,"height":12}},{"id":"424291e0-e82e-4c40-bfb6-9d0ede6a104f","block_type":"box","text":"Unless earlier terminated as described below, each","page_number":111,"box":{"x":499,"y":325,"width":364,"height":10}},{"id":"ae2bdfe0-5b3b-420f-9309-ae8506491246","block_type":"box","text":"Administration Agreement with BlackRock will continue for an initial two year period and from year to year if approved","page_number":111,"box":{"x":68,"y":339,"width":832,"height":12}},{"id":"4e5e9314-8eaf-490a-afa3-d802b6ab0b73","block_type":"box","text":"annually (a) by the Board of Directors of each applicable Fund or by a vote of a majority of the outstanding voting","page_number":111,"box":{"x":69,"y":355,"width":802,"height":11}},{"id":"5cc0e009-b2c1-47ed-8182-7d5b5fc78f47","block_type":"box","text":"securities of such Fund and (b) by a majority of the Directors of the Fund who are not par ties to such contract or","page_number":111,"box":{"x":69,"y":370,"width":800,"height":11}},{"id":"35a05a40-4176-492f-8c6a-a946d09c8d1d","block_type":"box","text":"interested persons (as defined in the Investment Company Act) of any such par ty. Such contract is not assignable","page_number":111,"box":{"x":70,"y":385,"width":810,"height":11}},{"id":"614c7767-ccb8-4853-9e4a-af802fcc25da","block_type":"box","text":"and may be terminated without penalty on written notice at the option of either par ty thereto or by the vote of the","page_number":111,"box":{"x":69,"y":400,"width":805,"height":11}},{"id":"eabe3df9-04dc-4cc3-b65a-9da33da75d20","block_type":"box","text":"shareholders of the Fund.","page_number":111,"box":{"x":69,"y":415,"width":181,"height":9}},{"id":"fa88aee3-f95b-4283-967c-95c79a546a28","block_type":"box","text":"Transfer Agency Services.","page_number":111,"box":{"x":103,"y":438,"width":180,"height":11}},{"id":"b1998434-5373-4d94-a7b7-838b831d4354","block_type":"box","text":"BNY Mellon Investment Servicing (US) Inc. (in this capacity, the “Transfer Agent”), a","page_number":111,"box":{"x":291,"y":438,"width":595,"height":11}},{"id":"19926d08-ff51-4e92-afe6-9e146e6a5fd6","block_type":"box","text":"subsidiary of The Bank of New York Mellon Corporation, acts as each Fund’s Transfer Agent pursuant to a Transfer","page_number":111,"box":{"x":69,"y":453,"width":816,"height":11}},{"id":"be4b5cde-8749-4b6f-bfcc-4b5a52b1e05c","block_type":"box","text":"Agency, Dividend Disbursing Agency and Shareholder Servicing Agency Agreement (the “Transfer Agency Agreement”)","page_number":111,"box":{"x":68,"y":468,"width":833,"height":11}},{"id":"db339781-e6d0-440b-889f-f56b1e9cd172","block_type":"box","text":"with the Funds. Pursuant to the Transfer Agency Agreement, the Transfer Agent is responsible for the issuance,","page_number":111,"box":{"x":68,"y":483,"width":792,"height":11}},{"id":"49ee00b5-0e09-49c1-8a8d-7e908790d5e7","block_type":"box","text":"transfer and redemption of shares and the opening and maintenance of shareholder accounts. Each Fund pays the","page_number":111,"box":{"x":68,"y":498,"width":819,"height":11}},{"id":"de116294-b410-4adf-8e01-37c480575ce2","block_type":"box","text":"Transfer Agent a fee for the services it receives based on the type of account and the level of services required. Each","page_number":111,"box":{"x":68,"y":513,"width":839,"height":12}},{"id":"6840ccbf-038b-437b-89de-52203be16334","block_type":"box","text":"Fund reimburses the Transfer Agent’s reasonable out-of-pocket expenses and pays a fee of 0.10% of account assets","page_number":111,"box":{"x":70,"y":528,"width":831,"height":12}},{"id":"d17b6589-158a-40eb-b79e-d02c4acfc997","block_type":"box","text":"for cer tain accounts that par ticipate in cer tain fee-based programs sponsored by the Manager or its affiliates. For","page_number":111,"box":{"x":68,"y":543,"width":813,"height":12}},{"id":"3bc61fc5-800a-4254-9942-efcd4367f34f","block_type":"box","text":"purposes of each Transfer Agency Agreement, the term “account” includes a shareholder account maintained directly","page_number":111,"box":{"x":70,"y":559,"width":836,"height":11}},{"id":"bc9e1124-2197-4022-8c69-f67dff672176","block_type":"box","text":"by the Transfer Agent and any other account representing the beneficial interest of a person in the relevant share","page_number":111,"box":{"x":69,"y":574,"width":806,"height":11}},{"id":"1130b59b-38dc-4428-9d76-779af1dad9c2","block_type":"box","text":"class on a recordkeeping system.","page_number":111,"box":{"x":69,"y":589,"width":238,"height":11}},{"id":"e4101554-62d6-47d5-962d-d2435f677644","block_type":"box","text":"Independent Registered Public Accounting Firm.","page_number":111,"box":{"x":102,"y":612,"width":338,"height":11}},{"id":"084c1a24-09ad-49ba-b896-45275f8c7139","block_type":"box","text":"The Audit Committee of each Fund, the members of which are","page_number":111,"box":{"x":446,"y":612,"width":441,"height":10}},{"id":"cef24e41-1822-4176-9909-26c5f7657d7d","block_type":"box","text":"non-interested Directors of the Fund, has selected an independent registered public accounting firm for that Fund that","page_number":111,"box":{"x":69,"y":627,"width":840,"height":11}},{"id":"6a58afc8-f22b-480c-98bd-aa64a3f50f41","block_type":"box","text":"audits the Fund’s financial statements. Please see the inside back cover page of your Fund’s Prospectus and Par t I","page_number":111,"box":{"x":69,"y":642,"width":823,"height":11}},{"id":"56948566-fe15-4efd-8fbb-953834a6af6e","block_type":"box","text":"of this SAI for information on your Fund’s independent registered public accounting firm.","page_number":111,"box":{"x":69,"y":657,"width":627,"height":11}},{"id":"73d2dfb5-adef-4391-90aa-4c9fb35a67d4","block_type":"box","text":"Custodian Services.","page_number":111,"box":{"x":102,"y":680,"width":141,"height":9}},{"id":"5381f926-804c-43e6-982d-a57195f36786","block_type":"box","text":"The name and address of the custodian (the “Custodian”) of each Fund are provided on the","page_number":111,"box":{"x":249,"y":680,"width":654,"height":11}},{"id":"4d1b1804-1c64-4fee-a263-d8ec21219cb7","block_type":"box","text":"inside back cover page of the Fund’s Prospectus. The Custodian is responsible for safeguarding and controlling the","page_number":111,"box":{"x":70,"y":695,"width":820,"height":11}},{"id":"e8023c45-f305-4913-8ab8-903cb8ed9537","block_type":"box","text":"Fund’s cash and securities, handling the receipt and delivery of securities and collecting interest and dividends on","page_number":111,"box":{"x":70,"y":710,"width":814,"height":11}},{"id":"28566ae6-8c9c-4715-b879-d1436a561f57","block_type":"box","text":"the Fund’s investments. The Custodian is authorized to establish separate accounts in foreign currencies and to","page_number":111,"box":{"x":68,"y":725,"width":802,"height":11}},{"id":"28cd00c9-65e0-4a6b-9e25-f91e72eaf3dc","block_type":"box","text":"cause foreign securities owned by the Fund to be held in its offices outside the United States and with cer tain foreign","page_number":111,"box":{"x":69,"y":740,"width":839,"height":11}},{"id":"a77c7ef5-4bb3-4868-b2b1-0b9940e0e9a7","block_type":"box","text":"banks and securities depositories. A Fund also may use special purpose custodian banks from time to time for","page_number":111,"box":{"x":69,"y":755,"width":792,"height":11}},{"id":"46a537c8-e6c2-49ad-a57d-f9bd7fc548bb","block_type":"box","text":"cer tain assets.","page_number":111,"box":{"x":69,"y":771,"width":106,"height":8}},{"id":"f30265aa-1160-4b0c-9d58-bba8611d3837","block_type":"box","text":"For cer tain Feeder Funds, the Custodian also acts as the custodian of the Master Por tfolio’s assets.","page_number":111,"box":{"x":102,"y":793,"width":716,"height":10}},{"id":"4d3c5f15-4bac-45c8-9050-9f7ebf4110c4","block_type":"box","text":"Generally, overdraft charges, if any, are treated as interest expense. With respect to cer tain Funds, on a monthly","page_number":111,"box":{"x":102,"y":816,"width":803,"height":11}},{"id":"2cc98a42-7b99-48ea-9c53-192d0e3e281a","block_type":"box","text":"basis the Custodian nets the Fund’s daily positive and negative cash balances and calculates a credit (“custody","page_number":111,"box":{"x":69,"y":831,"width":799,"height":11}},{"id":"feacae7a-f8b2-4417-b989-960576464a1b","block_type":"box","text":"credit”) or a charge based on that net amount. With respect to such Funds, the custodian fees, including the amount","page_number":111,"box":{"x":69,"y":846,"width":834,"height":11}},{"id":"27d7a8e4-0391-4e43-8632-0e382278c27e","block_type":"box","text":"of any overdraft charges, may be reduced by the amount of such custody credits, and any unused credits at the end","page_number":111,"box":{"x":69,"y":861,"width":826,"height":11}},{"id":"0a47eabf-3f10-488b-bf0b-058d7a2bb5b3","block_type":"box","text":"of a given month may be carried forward to a subsequent month. Any such credits unused by the end of a Fund’s","page_number":111,"box":{"x":69,"y":876,"width":807,"height":11}},{"id":"05f711e7-5c29-45da-8a6f-11d5f1388ddc","block_type":"box","text":"fiscal year will not expire. Net debits at the end of a given month are added to the Fund’s custody bill and paid by the","page_number":111,"box":{"x":68,"y":891,"width":836,"height":12}},{"id":"af7aed51-ebcf-4e28-b856-16be205b6d2e","block_type":"box","text":"Fund.","page_number":111,"box":{"x":70,"y":907,"width":36,"height":8}},{"id":"5a32d18c-d417-4fec-a879-852a542c0dbd","block_type":"box","text":"II-83","page_number":111,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"fda2d4e1-63fa-4811-a82a-6a6e88630a0f","block_type":"box","text":"NM1026U-5981080-111/228","page_number":111,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"d57eb796-0b50-4764-869a-4386c64a4aa0","block_type":"box","text":"Accounting Services.","page_number":112,"box":{"x":101,"y":45,"width":148,"height":11}},{"id":"18b086ec-c08d-4ab5-91c2-d3a953d3b3a8","block_type":"box","text":"Each Fund has entered into an agreement with State Street, BNY Mellon or JPM, pursuant","page_number":112,"box":{"x":256,"y":45,"width":641,"height":11}},{"id":"c63eba53-b78e-4343-a465-a49dc35faea8","block_type":"box","text":"to which State Street, BNY Mellon or JPM provides cer tain accounting and administrative services to the Fund. Each","page_number":112,"box":{"x":68,"y":60,"width":829,"height":11}},{"id":"7e9ae225-c2ae-41c8-bf22-3073eba77f01","block_type":"box","text":"Fund pays a fee for these services. State Street, BNY Mellon or JPM provides similar accounting services to the","page_number":112,"box":{"x":70,"y":75,"width":797,"height":11}},{"id":"c6586970-7b12-42be-b564-efe7b2642212","block_type":"box","text":"Master LLCs.","page_number":112,"box":{"x":70,"y":90,"width":91,"height":9}},{"id":"ebdd6b48-299d-44af-8a49-aa58863abe30","block_type":"box","text":"See “Management, Advisory and Other Service Arrangements — Accounting Services” or “Management and","page_number":112,"box":{"x":102,"y":113,"width":771,"height":11}},{"id":"a9487ee7-944b-4a27-bfc6-a16a23d46fa1","block_type":"box","text":"Advisory Arrangements — Accounting Services,” as applicable, in Par t I of each Fund’s SAI for information on the","page_number":112,"box":{"x":68,"y":128,"width":810,"height":11}},{"id":"0f1be85e-7c9a-4460-8599-077c35e5c2b6","block_type":"box","text":"amounts paid by your Fund and, if applicable, Master LLC to State Street, BNY Mellon or JPM and the Manager or, if","page_number":112,"box":{"x":69,"y":143,"width":828,"height":11}},{"id":"8d89969e-06b8-4906-9bf4-2fc4a419f9bf","block_type":"box","text":"applicable, the Administrator for the periods indicated.","page_number":112,"box":{"x":69,"y":158,"width":386,"height":11}},{"id":"57e68da6-d102-41c5-bc8d-474adef1fe78","block_type":"box","text":"Distribution Expenses.","page_number":112,"box":{"x":102,"y":181,"width":158,"height":11}},{"id":"11643cc0-afc9-41f7-b5eb-c6fcd44d9fa3","block_type":"box","text":"Each Fund has entered into a distribution agreement with the Distributor in connection","page_number":112,"box":{"x":267,"y":181,"width":614,"height":11}},{"id":"7487fd1b-e14c-4424-9da2-09cf82be6003","block_type":"box","text":"with the continuous offering of each class of shares of the Fund (the “Distribution Agreements”). 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shareholders, prospective shareholders, consultants,","page_number":116,"box":{"x":69,"y":299,"width":818,"height":11}},{"id":"e3c36ddc-8f81-4f52-b487-7aee987792e1","block_type":"box","text":"and third-par ty data providers upon request, as soon as such data is available.","page_number":116,"box":{"x":69,"y":314,"width":562,"height":11}},{"id":"a0aa8c95-1c00-4f2f-ad26-91fb42b5868e","block_type":"box","text":"Contact Information.","page_number":116,"box":{"x":102,"y":337,"width":144,"height":9}},{"id":"8ac61d02-e2b5-4ba5-b083-082bf3615afc","block_type":"box","text":"For information about por tfolio holdings and characteristics, BlackRock fund shareholders","page_number":116,"box":{"x":253,"y":337,"width":639,"height":11}},{"id":"467bed1d-3e7c-49cb-8382-c01def129342","block_type":"box","text":"and prospective investors should call the number set out on the back cover of the Prospectus.","page_number":116,"box":{"x":69,"y":352,"width":672,"height":11}},{"id":"58d098c8-a2a4-47e0-a1ca-5405a7ca2c8f","block_type":"box","text":"Compensation.","page_number":116,"box":{"x":102,"y":375,"width":105,"height":11}},{"id":"2d7e596a-09ad-4597-a3ec-eb4fc340cfdf","block_type":"box","text":"Neither a Fund, a service provider nor any of their affiliated persons (as that term is defined in","page_number":116,"box":{"x":215,"y":375,"width":672,"height":11}},{"id":"05b76bab-c725-42b5-83e7-411a21e18f59","block_type":"box","text":"the Investment Company Act) shall receive compensation in any form in connection with the disclosure of information","page_number":116,"box":{"x":68,"y":390,"width":837,"height":11}},{"id":"b15e27dc-e9f4-4521-bbec-3c118fa510cf","block_type":"box","text":"about such Fund’s Por tfolio Holdings or Por tfolio 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Such other funds or accounts may offer exposure to strategies that are identical or","page_number":117,"box":{"x":69,"y":536,"width":808,"height":11}},{"id":"944e3b04-aead-470e-935a-aae4a6387b4b","block_type":"box","text":"substantially similar to those of a Fund but with different fees and expenses, governance and structures, and/or","page_number":117,"box":{"x":69,"y":551,"width":803,"height":11}},{"id":"7f341fa1-c1f0-482d-849c-6b28c59b4ef4","block_type":"box","text":"services provided by BlackRock","page_number":117,"box":{"x":69,"y":566,"width":224,"height":11}},{"id":"590c43df-e7c7-41fe-9509-92456376323b","block_type":"box","text":".","page_number":117,"box":{"x":295,"y":574,"width":2,"height":1}},{"id":"ab4e026f-e675-41f9-9e81-21e94d849e62","block_type":"box","text":"BlackRock is also a major par ticipant in the global currency, equities, swap and fixed","page_number":117,"box":{"x":304,"y":566,"width":603,"height":11}},{"id":"fe87c00f-8c53-4192-a412-a4040cd1c5ac","block_type":"box","text":"income markets, in each case, for the accounts of clients and, in some cases, on a proprietary basis. 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In some cases, this system may adversely affect the size or price of the assets purchased or sold for a","page_number":117,"box":{"x":69,"y":831,"width":835,"height":11}},{"id":"800eb050-c485-409c-a261-10734053acf1","block_type":"box","text":"Fund. In addition, transactions in investments by one or more other accounts managed by BlackRock may have the","page_number":117,"box":{"x":70,"y":846,"width":817,"height":11}},{"id":"9e8edcde-30a6-4fa0-a85b-4af5fa60158e","block_type":"box","text":"effect of diluting or otherwise disadvantaging the values, prices or investment strategies of a Fund, par ticularly, but","page_number":117,"box":{"x":69,"y":861,"width":823,"height":11}},{"id":"b806ca9d-0eb1-4d6f-984c-69ae3c98a7df","block_type":"box","text":"not limited to, with respect to small capitalization, emerging market or less liquid strategies. This may occur with","page_number":117,"box":{"x":69,"y":876,"width":803,"height":11}},{"id":"4d71e0be-0b15-4893-a28b-4f48c58328ac","block_type":"box","text":"respect to BlackRock-advised accounts when investment decisions regarding a Fund are based on research or other","page_number":117,"box":{"x":69,"y":891,"width":827,"height":12}},{"id":"fb2315a0-4367-47fd-a794-05491a4b3478","block_type":"box","text":"information that is also used to suppor t decisions for other accounts. When BlackRock implements a por tfolio","page_number":117,"box":{"x":70,"y":906,"width":785,"height":11}},{"id":"64af7b9c-65e4-42ad-96e0-3415f101d90e","block_type":"box","text":"II-89","page_number":117,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"87ec94e9-586a-4fd0-bf91-9ca4b966517d","block_type":"box","text":"NM1026U-5981080-117/228","page_number":117,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"7d7692a9-213e-43b6-add1-e169a2adf046","block_type":"box","text":"decision or strategy on behalf of another account ahead of, or contemporaneously with, similar decisions or","page_number":118,"box":{"x":69,"y":45,"width":767,"height":11}},{"id":"9e57f6e4-932e-49ee-a076-4ce09eab3f0f","block_type":"box","text":"strategies for a Fund, market impact, liquidity constraints, or other factors could result in the Fund receiving less","page_number":118,"box":{"x":69,"y":60,"width":802,"height":11}},{"id":"f29719ab-7f95-4035-b81a-999ef945c0e0","block_type":"box","text":"favorable trading results and the costs of implementing such decisions or strategies could be increased or the Fund","page_number":118,"box":{"x":68,"y":75,"width":827,"height":11}},{"id":"548e6c73-6b1a-43b9-8504-9fedbdd20f7b","block_type":"box","text":"could otherwise be disadvantaged. BlackRock may, in cer tain cases, elect to implement internal policies and","page_number":118,"box":{"x":69,"y":90,"width":776,"height":11}},{"id":"b9c93331-fb63-4bd2-b838-1a679b4513c7","block_type":"box","text":"procedures designed to limit such consequences, which may cause a Fund to be unable to engage in cer tain","page_number":118,"box":{"x":70,"y":105,"width":774,"height":11}},{"id":"cdb52a13-81cc-4637-9ef3-f32a52522583","block_type":"box","text":"activities, including purchasing or disposing of securities, when it might otherwise be desirable for it to do so.","page_number":118,"box":{"x":69,"y":120,"width":781,"height":12}},{"id":"f8bc14ee-f233-4b78-9e29-74748d6abd11","block_type":"box","text":"Conflicts may also arise because por tfolio decisions regarding a Fund may benefit other accounts managed by","page_number":118,"box":{"x":69,"y":135,"width":787,"height":12}},{"id":"83b6766a-2819-45c0-b325-27cda07aab05","block_type":"box","text":"BlackRock. For example, the sale of a long position or establishment of a shor t position by a Fund may impair the","page_number":118,"box":{"x":70,"y":150,"width":809,"height":12}},{"id":"a525dc7e-f0eb-4b61-8061-dd7de64fa909","block_type":"box","text":"price of the same security sold shor t by (and therefore benefit) BlackRock or its other accounts or funds, and the","page_number":118,"box":{"x":70,"y":166,"width":805,"height":11}},{"id":"84fa78c1-01c9-4b98-8c53-359e6f257943","block_type":"box","text":"purchase of a security or covering of a shor t position in a security by a Fund may increase the price of the same","page_number":118,"box":{"x":70,"y":181,"width":797,"height":11}},{"id":"c234db6f-8610-4988-ba0e-278a44902c66","block_type":"box","text":"security held by (and therefore benefit) BlackRock or its other accounts or funds.","page_number":118,"box":{"x":69,"y":196,"width":573,"height":11}},{"id":"b4369cff-6e50-46d6-af21-253d5a750e90","block_type":"box","text":"BlackRock, on behalf of other client accounts, on the one hand, and a Fund, on the other hand, may invest in or","page_number":118,"box":{"x":102,"y":218,"width":797,"height":12}},{"id":"4bab2ef7-efee-4594-ae5d-3b585fd9a58a","block_type":"box","text":"extend credit to different par ts of the capital structure of a single issuer. BlackRock may pursue rights, provide","page_number":118,"box":{"x":69,"y":234,"width":791,"height":11}},{"id":"9c1e41ff-5ddb-49b6-924e-b12e61a67a7e","block_type":"box","text":"advice or engage in other activities, or refrain from pursuing rights, providing advice or engaging in other activities, on","page_number":118,"box":{"x":69,"y":249,"width":835,"height":11}},{"id":"a3face27-c7fa-4445-ad95-1eec681a87a1","block_type":"box","text":"behalf of other clients with respect to an issuer in which a Fund has invested, and such actions (or refraining from","page_number":118,"box":{"x":69,"y":264,"width":812,"height":11}},{"id":"2c488a25-e1e7-4dd2-88d5-ae8024179880","block_type":"box","text":"action) may have a material adverse effect on the Fund. In situations in which clients of BlackRock (including the","page_number":118,"box":{"x":69,"y":279,"width":803,"height":11}},{"id":"896633ba-cfa9-4a9c-9bcd-86f667785f48","block_type":"box","text":"Funds) hold positions in multiple par ts of the capital structure of an issuer, BlackRock may not pursue cer tain","page_number":118,"box":{"x":70,"y":294,"width":783,"height":11}},{"id":"12d756a1-fb7b-495f-a43c-a37999b782b3","block_type":"box","text":"actions or remedies that may be available to a Fund, as a result of legal and regulatory requirements or otherwise.","page_number":118,"box":{"x":69,"y":309,"width":818,"height":11}},{"id":"ce5f64a7-8a9f-4a02-a883-602159bdbc08","block_type":"box","text":"BlackRock addresses these and other potential conflicts of interest based on the facts and circumstances of","page_number":118,"box":{"x":70,"y":324,"width":777,"height":11}},{"id":"6e2fdcba-8828-4a72-b6f3-2344552c70df","block_type":"box","text":"par ticular situations. For example, BlackRock may determine to rely on information barriers between different","page_number":118,"box":{"x":70,"y":339,"width":780,"height":12}},{"id":"6f85bf8f-9051-4e94-b067-b5b18f4b2230","block_type":"box","text":"business units or por tfolio management teams. BlackRock may also determine to rely on the actions of similarly","page_number":118,"box":{"x":69,"y":355,"width":802,"height":11}},{"id":"12f21479-6abe-424c-b6d1-d273a11210bf","block_type":"box","text":"situated holders of loans or securities rather than, or in connection with, taking such actions itself on behalf of the","page_number":118,"box":{"x":69,"y":370,"width":817,"height":11}},{"id":"1a4ad4cd-679b-4590-a36b-b9660425ae93","block_type":"box","text":"Funds.","page_number":118,"box":{"x":70,"y":385,"width":44,"height":9}},{"id":"9f0025a3-8b2d-4326-83a2-e832cd5d058d","block_type":"box","text":"In addition, to the extent permitted by applicable law, cer tain Funds may invest their assets in other funds","page_number":118,"box":{"x":102,"y":407,"width":755,"height":12}},{"id":"6d9678a9-ca81-4037-86e0-404f2e9bec1c","block_type":"box","text":"advised by BlackRock, including funds that are managed by one or more of the same por tfolio managers, which could","page_number":118,"box":{"x":69,"y":423,"width":836,"height":11}},{"id":"d62d0f85-d217-4d89-b535-991594431333","block_type":"box","text":"result in conflicts of interest relating to asset allocation, timing of Fund purchases and redemptions, and increased","page_number":118,"box":{"x":69,"y":438,"width":821,"height":11}},{"id":"ba11ba20-8895-4bf8-8e5e-e3d13b4ee36f","block_type":"box","text":"remuneration and profitability for BlackRock and/or its personnel, including por tfolio managers.","page_number":118,"box":{"x":69,"y":453,"width":679,"height":11}},{"id":"cb13585e-8d71-41b1-bd2d-daef7a7bf333","block_type":"box","text":"Third par ties, including service providers to BlackRock or the Fund, may sponsor events (including, but not","page_number":118,"box":{"x":101,"y":476,"width":760,"height":11}},{"id":"04288460-337d-4fc4-9fbc-b1f43ee109d0","block_type":"box","text":"limited to, marketing and promotional activities and presentations, educational training programs and conferences)","page_number":118,"box":{"x":70,"y":491,"width":818,"height":11}},{"id":"acb33197-9796-4ee7-92e0-4ab092036104","block_type":"box","text":"for registered representatives, other professionals and individual investors. There is a potential conflict of interest as","page_number":118,"box":{"x":68,"y":506,"width":836,"height":11}},{"id":"3abea451-1181-4f9d-8aa1-16d42bbc1253","block_type":"box","text":"such sponsorships may defray the costs of such activities to BlackRock, and may provide an incentive to BlackRock","page_number":118,"box":{"x":69,"y":521,"width":825,"height":11}},{"id":"6725c2e8-0032-45bf-a9ea-6d962b1dc93c","block_type":"box","text":"to retain such third par ties to provide services to the Fund.","page_number":118,"box":{"x":68,"y":536,"width":421,"height":11}},{"id":"9c09f2f5-3e44-4457-a9d9-c72ab266780c","block_type":"box","text":"In cer tain circumstances, BlackRock, on behalf of the Funds, may seek to buy from or sell securities to another","page_number":118,"box":{"x":102,"y":559,"width":794,"height":11}},{"id":"06041b4c-a840-4ff2-8c10-8062e27a81d8","block_type":"box","text":"fund or account advised by BlackRock. BlackRock may (but is not required to) effect purchases and sales between","page_number":118,"box":{"x":68,"y":574,"width":817,"height":11}},{"id":"aacec711-e762-424b-915b-88db8141e443","block_type":"box","text":"BlackRock clients (“cross trades”), including the Funds, if BlackRock believes such transactions are appropriate","page_number":118,"box":{"x":70,"y":589,"width":797,"height":11}},{"id":"993c4899-332f-4354-9df5-05447588144b","block_type":"box","text":"based on each par ty’s investment objectives and guidelines, subject to applicable law and regulation. There may be","page_number":118,"box":{"x":69,"y":604,"width":826,"height":11}},{"id":"15f21992-3073-4bcc-8c41-9c1a87fcc22a","block_type":"box","text":"potential conflicts of interest or regulatory issues relating to these transactions which could limit BlackRock’s","page_number":118,"box":{"x":70,"y":619,"width":780,"height":11}},{"id":"d325abd7-bfe8-4e8c-98e2-2100527c687c","block_type":"box","text":"decision to engage in these transactions for the Funds. BlackRock may have a potentially conflicting division of","page_number":118,"box":{"x":69,"y":634,"width":791,"height":12}},{"id":"47b4e0dc-d303-4315-8806-a82e03f6f43a","block_type":"box","text":"loyalties and responsibilities to the par ties in such transactions.","page_number":118,"box":{"x":70,"y":650,"width":457,"height":11}},{"id":"9e12fdb5-5f36-4a66-89eb-a29aa2184a3b","block_type":"box","text":"BlackRock and its clients may pursue or enforce rights with respect to an issuer in which a Fund has invested,","page_number":118,"box":{"x":102,"y":672,"width":784,"height":11}},{"id":"b1232b66-ea03-47b4-8250-70c785d7ad6c","block_type":"box","text":"and those activities may have an adverse effect on the Fund. As a result, prices, availability, liquidity and terms of the","page_number":118,"box":{"x":69,"y":687,"width":840,"height":11}},{"id":"915d24a3-2f59-48e3-964c-902b567270b5","block_type":"box","text":"Fund’s investments may be negatively impacted by the activities of BlackRock or its clients, and transactions for the","page_number":118,"box":{"x":70,"y":702,"width":827,"height":12}},{"id":"b0ebd9bc-5826-4512-9c76-c5cf60a8c1a6","block_type":"box","text":"Fund may be impaired or effected at prices or terms that may be less favorable than would otherwise have been the","page_number":118,"box":{"x":70,"y":717,"width":828,"height":12}},{"id":"5a723589-e4ec-409f-a020-875fcaa6dc13","block_type":"box","text":"case.","page_number":118,"box":{"x":69,"y":735,"width":37,"height":7}},{"id":"afe3fb73-b067-434f-a1ea-99af23920758","block_type":"box","text":"The results of a Fund’s investment activities may differ significantly from the results achieved by BlackRock for","page_number":118,"box":{"x":101,"y":755,"width":791,"height":11}},{"id":"bab11e29-0eb7-4a0a-ad7e-2198ffe1017b","block_type":"box","text":"its proprietary accounts or other accounts (including investment companies or collective investment vehicles) that it","page_number":118,"box":{"x":70,"y":771,"width":824,"height":11}},{"id":"b302e90e-a279-49c5-9e46-35c2cc6c21bd","block_type":"box","text":"manages or advises. It is possible that one or more accounts managed or advised by BlackRock and such other","page_number":118,"box":{"x":69,"y":786,"width":798,"height":11}},{"id":"b241ad16-304b-4fc0-aa7c-45985b58b16a","block_type":"box","text":"accounts will achieve investment results that are substantially more or less favorable than the results achieved by a","page_number":118,"box":{"x":69,"y":801,"width":828,"height":11}},{"id":"0cf53d3e-b3a4-4edc-9526-2dd8f79ae778","block_type":"box","text":"Fund. Moreover, it is possible that a Fund will sustain losses during periods in which one or more proprietary or other","page_number":118,"box":{"x":70,"y":816,"width":835,"height":11}},{"id":"3a21cf99-65e7-4964-87f5-a4c311c68630","block_type":"box","text":"accounts managed or advised by BlackRock achieve significant profits. The opposite result is also possible.","page_number":118,"box":{"x":69,"y":831,"width":767,"height":11}},{"id":"ecb7d80c-6bad-4e97-97b3-94c0828bea97","block_type":"box","text":"From time to time, a Fund may be restricted from purchasing or selling securities, or from engaging in other","page_number":118,"box":{"x":102,"y":853,"width":766,"height":12}},{"id":"baf12118-b599-46b6-a2ba-7f5e5c246b94","block_type":"box","text":"investment activities because of regulatory, legal or contractual requirements applicable to BlackRock or other","page_number":118,"box":{"x":70,"y":869,"width":786,"height":11}},{"id":"2186fcba-6490-4841-9e11-475db6e2ebc3","block_type":"box","text":"accounts managed or advised by BlackRock, and/or the internal policies of BlackRock designed to comply with such","page_number":118,"box":{"x":69,"y":884,"width":828,"height":11}},{"id":"0a77a185-19db-431e-8e23-4d0401cd99b3","block_type":"box","text":"requirements. As a result, there may be periods, for example, when BlackRock will not initiate or recommend cer tain","page_number":118,"box":{"x":69,"y":899,"width":831,"height":11}},{"id":"79d9be4e-4370-44df-8419-3281f3abf2dd","block_type":"box","text":"II-90","page_number":118,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"1ecb441c-b38a-421c-bc9a-da7c23794bc5","block_type":"box","text":"NM1026U-5981080-118/228","page_number":118,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"9575b273-3411-4f78-9c88-f5beaec51083","block_type":"box","text":"types of transactions in cer tain securities or instruments with respect to which BlackRock is per forming services or","page_number":119,"box":{"x":68,"y":45,"width":825,"height":11}},{"id":"1cef1d45-bd68-47e9-88e1-18dc3b13a9eb","block_type":"box","text":"when position limits have been reached. For example, the investment activities of BlackRock for its proprietary","page_number":119,"box":{"x":68,"y":60,"width":790,"height":11}},{"id":"369303d2-b8b5-4df6-95c1-e7d3241d71ed","block_type":"box","text":"accounts and accounts under its management may limit the investment oppor tunities for a Fund in cer tain emerging","page_number":119,"box":{"x":69,"y":75,"width":830,"height":11}},{"id":"e43ec8e8-41ad-4810-abe3-661064bb3079","block_type":"box","text":"and other markets in which limitations are imposed upon the amount of investment, in the aggregate or in individual","page_number":119,"box":{"x":69,"y":90,"width":827,"height":11}},{"id":"1d3e53d8-53a1-44d4-9729-fd1badb31f2a","block_type":"box","text":"issuers, by affiliated foreign investors.","page_number":119,"box":{"x":70,"y":105,"width":271,"height":11}},{"id":"15210021-45c9-429e-8104-2dbe89ff8d4d","block_type":"box","text":"In connection with its management of a Fund, BlackRock may have access to cer tain fundamental analysis and","page_number":119,"box":{"x":102,"y":128,"width":792,"height":11}},{"id":"e8b980f2-f634-4042-b46d-6d63e7db860a","block_type":"box","text":"proprietary technical models developed by BlackRock. BlackRock will not be under any obligation, however, to effect","page_number":119,"box":{"x":70,"y":143,"width":826,"height":11}},{"id":"8aec8429-4943-4466-99c9-2ddb524abb8a","block_type":"box","text":"transactions on behalf of a Fund in accordance with such analysis and models. In addition, BlackRock will not have","page_number":119,"box":{"x":68,"y":158,"width":821,"height":11}},{"id":"0963089a-f659-4d8e-a319-a3d753e723ec","block_type":"box","text":"any obligation to make available any information regarding its proprietary activities or strategies, or the activities or","page_number":119,"box":{"x":69,"y":173,"width":821,"height":11}},{"id":"4fb872e0-085b-4f47-8567-e788f9bfbeea","block_type":"box","text":"strategies used for other accounts managed by them, for the benefit of the management of a Fund and it is not","page_number":119,"box":{"x":69,"y":188,"width":793,"height":12}},{"id":"fdb1aa8b-bbd8-4603-a292-bce575e650fa","block_type":"box","text":"anticipated that BlackRock will have access to such information for the purpose of managing the Fund. The","page_number":119,"box":{"x":69,"y":203,"width":762,"height":12}},{"id":"2b400de0-75a4-48f8-976b-52d890071f42","block_type":"box","text":"proprietary activities or por tfolio strategies of BlackRock, or the activities or strategies used for accounts managed by","page_number":119,"box":{"x":70,"y":218,"width":839,"height":12}},{"id":"7bc59014-a331-48ae-ab45-e5beb5cd7606","block_type":"box","text":"BlackRock or other client accounts could conflict with the transactions and strategies employed by BlackRock in","page_number":119,"box":{"x":70,"y":234,"width":795,"height":11}},{"id":"4807e6f4-8901-4e6f-8288-5904836effcf","block_type":"box","text":"managing a Fund.","page_number":119,"box":{"x":69,"y":249,"width":124,"height":11}},{"id":"6cc69e3b-dc20-4478-bae6-72f8abe63aaa","block_type":"box","text":"The Funds may be included in investment models developed by BlackRock for use by clients and financial","page_number":119,"box":{"x":101,"y":271,"width":751,"height":12}},{"id":"1dc0b5fa-d8d9-493d-b8ae-5fe6b7279564","block_type":"box","text":"advisors. To the extent clients invest in these investment models and increase the assets under management of the","page_number":119,"box":{"x":69,"y":286,"width":830,"height":12}},{"id":"8973f200-3ec9-4006-a801-f7e731404a2d","block_type":"box","text":"Funds, the investment management fee amounts paid by the Funds to BlackRock may also increase. The net asset","page_number":119,"box":{"x":70,"y":302,"width":820,"height":11}},{"id":"c6f21b8f-f6ce-4304-ac63-9a0ce2eb37c6","block_type":"box","text":"value and liquidity of a Fund may be impacted by purchases and sales of the Fund by model-driven investment","page_number":119,"box":{"x":68,"y":317,"width":785,"height":11}},{"id":"0a49f6b0-b87d-4484-93fd-08259201bca4","block_type":"box","text":"por tfolios, as well as by BlackRock itself and by its advisory clients.","page_number":119,"box":{"x":70,"y":332,"width":481,"height":11}},{"id":"92cb8f8c-55f1-4a3e-9022-f16dc22986d5","block_type":"box","text":"In addition, cer tain principals and cer tain employees of a Fund’s investment adviser are also principals or","page_number":119,"box":{"x":102,"y":355,"width":754,"height":11}},{"id":"5a759afe-58a2-4b7a-a3cf-59cf1f1d25f1","block_type":"box","text":"employees of other business units or entities within BlackRock. As a result, these principals and employees may","page_number":119,"box":{"x":69,"y":370,"width":804,"height":11}},{"id":"3e9e5421-2cec-496e-a7de-4ec2bbf2625e","block_type":"box","text":"have obligations to such other business units or entities or their clients and such obligations to other business units","page_number":119,"box":{"x":69,"y":385,"width":831,"height":11}},{"id":"280c9d57-db51-485c-baae-76cbf1e6a7c7","block_type":"box","text":"or entities or their clients may be a consideration of which investors in a Fund should be aware.","page_number":119,"box":{"x":69,"y":400,"width":680,"height":11}},{"id":"ffee2f43-586b-472e-8676-e975de6d0351","block_type":"box","text":"BlackRock may enter into transactions and invest in securities, instruments and currencies on behalf of a Fund","page_number":119,"box":{"x":102,"y":423,"width":791,"height":11}},{"id":"0b3c79b5-71b5-4e12-bda5-0664ae0e5c7a","block_type":"box","text":"in which clients of BlackRock, or, to the extent permitted by the Commission and applicable law, BlackRock, serves","page_number":119,"box":{"x":70,"y":438,"width":820,"height":11}},{"id":"fd0bb727-a807-4a75-a981-345442a42c0a","block_type":"box","text":"as the counterpar ty, principal or issuer. In such cases, such par ty’s interests in the transaction will be adverse to the","page_number":119,"box":{"x":69,"y":453,"width":837,"height":11}},{"id":"d3533cc1-8565-408e-967c-6c845c8742d0","block_type":"box","text":"interests of the Fund, and such par ty may have no incentive to assure that the Fund obtains the best possible prices","page_number":119,"box":{"x":70,"y":468,"width":832,"height":11}},{"id":"f37f775a-57d2-4253-a712-463883eab1de","block_type":"box","text":"or terms in connection with the transactions. In addition, the purchase, holding and sale of such investments by a","page_number":119,"box":{"x":69,"y":483,"width":813,"height":11}},{"id":"57cb9cba-d3fa-492c-b575-e5b37179084e","block_type":"box","text":"Fund may enhance the profitability of BlackRock.","page_number":119,"box":{"x":70,"y":498,"width":344,"height":11}},{"id":"e01d6be5-3d75-4f50-83ab-c6d873b01b80","block_type":"box","text":"BlackRock may also create, write or issue derivatives for clients, the underlying securities, currencies or","page_number":119,"box":{"x":102,"y":521,"width":741,"height":11}},{"id":"2f83a334-69f8-47ee-b0ec-9c3aff7e9a0a","block_type":"box","text":"instruments of which may be those in which a Fund invests or which may be based on the per formance of the Fund.","page_number":119,"box":{"x":70,"y":536,"width":824,"height":11}},{"id":"68e4aae4-3b7a-4452-b941-10a9a8c123df","block_type":"box","text":"Additionally, an affiliate of BlackRock will create, write or issue options, which may be based on the per formance of","page_number":119,"box":{"x":68,"y":551,"width":825,"height":11}},{"id":"3556e7c1-fc28-4a74-b96d-faab66f4fd85","block_type":"box","text":"cer tain Funds. BlackRock has entered into an arrangement with Markit Indices Limited, the index provider for","page_number":119,"box":{"x":69,"y":566,"width":777,"height":11}},{"id":"8528f60c-a9f6-4f1b-a8f8-ed49898e78ba","block_type":"box","text":"underlying fixed-income indexes used by cer tain iShares ETFs, related to derivative fixed-income products that are","page_number":119,"box":{"x":69,"y":581,"width":810,"height":12}},{"id":"e9ad89aa-b3cc-4147-aec6-7c9a90dcd796","block_type":"box","text":"based on such iShares ETFs. Trading activity in these derivative products could also potentially lead to greater","page_number":119,"box":{"x":69,"y":597,"width":784,"height":11}},{"id":"e8d7e888-3420-4b19-9687-780b973eca2e","block_type":"box","text":"liquidity for such products, increased purchase activity with respect to these iShares ETFs and increased assets","page_number":119,"box":{"x":70,"y":612,"width":798,"height":11}},{"id":"ad5d9708-5b8a-43ff-ab5d-0de86eb71eac","block_type":"box","text":"under management for BlackRock.","page_number":119,"box":{"x":69,"y":627,"width":243,"height":11}},{"id":"e246ed0a-62e4-46de-aecf-b08836a70855","block_type":"box","text":"A Fund may, subject to applicable law, purchase investments that are the subject of an underwriting or other","page_number":119,"box":{"x":101,"y":649,"width":773,"height":12}},{"id":"79a2e23d-f436-469d-a55b-b9bedf1944dd","block_type":"box","text":"distribution by BlackRock and may also enter into transactions with other clients of BlackRock where such other","page_number":119,"box":{"x":69,"y":664,"width":797,"height":12}},{"id":"61036cb3-435c-4b98-a0c9-956cd0f7aa5f","block_type":"box","text":"clients have interests adverse to those of the Fund. At times, these activities may cause business units or entities","page_number":119,"box":{"x":69,"y":680,"width":817,"height":11}},{"id":"ce0b9f85-ef33-44c6-9119-5cc55c879c9a","block_type":"box","text":"within BlackRock to give advice to clients that may cause these clients to take actions adverse to the interests of the","page_number":119,"box":{"x":68,"y":695,"width":837,"height":11}},{"id":"f5ae2c70-7d2a-47e7-a4c0-8c057a662a8b","block_type":"box","text":"Fund. To the extent such transactions are permitted, a Fund will deal with BlackRock on an arms-length basis.","page_number":119,"box":{"x":70,"y":710,"width":781,"height":11}},{"id":"4503d716-b53f-41ec-9ea5-acf9177280a9","block_type":"box","text":"To the extent authorized by applicable law, BlackRock may act as broker, dealer, agent, lender or adviser or in","page_number":119,"box":{"x":101,"y":733,"width":779,"height":11}},{"id":"5c62e5e3-2d72-485f-854a-fb4f653d6704","block_type":"box","text":"other commercial capacities for a Fund. It is anticipated that the commissions, mark-ups, mark-downs, financial","page_number":119,"box":{"x":69,"y":748,"width":795,"height":11}},{"id":"732805b1-557e-4234-bb2e-1c6d7fd7476b","block_type":"box","text":"advisory fees, underwriting and placement fees, sales fees, financing and commitment fees, brokerage fees, other","page_number":119,"box":{"x":69,"y":763,"width":821,"height":11}},{"id":"2776d871-ccac-4869-abce-7c4c36497fb9","block_type":"box","text":"fees, compensation or profits, rates, terms and conditions charged by BlackRock will be in its view commercially","page_number":119,"box":{"x":68,"y":778,"width":802,"height":11}},{"id":"4e71d155-9f0b-4144-87bd-f8edb074dc2e","block_type":"box","text":"reasonable, although BlackRock, including its sales personnel, will have an interest in obtaining fees and other","page_number":119,"box":{"x":69,"y":793,"width":792,"height":11}},{"id":"a052af1a-3d64-4f67-8c5a-46902525c16d","block_type":"box","text":"amounts that are favorable to BlackRock and such sales personnel, which may have an adverse effect on the Funds.","page_number":119,"box":{"x":69,"y":808,"width":832,"height":11}},{"id":"5be7c485-083c-43a3-9162-22327965ab6a","block_type":"box","text":"Index based funds may use an index provider that is affiliated with another service provider of the Fund or BlackRock","page_number":119,"box":{"x":70,"y":823,"width":833,"height":11}},{"id":"e8a9a0ee-7625-4ada-a066-c9583e72797a","block_type":"box","text":"that acts as a broker, dealer, agent, lender or in other commercial capacities for a Fund or BlackRock.","page_number":119,"box":{"x":68,"y":838,"width":726,"height":12}},{"id":"9603b657-cbc2-4db9-b183-1bd49b5c4b34","block_type":"box","text":"Subject to applicable law, BlackRock (and its personnel and other distributors) will be entitled to retain fees and","page_number":119,"box":{"x":102,"y":861,"width":796,"height":11}},{"id":"39ce5424-e224-4df7-b47a-2a0f2edd77a6","block_type":"box","text":"other amounts that they receive in connection with their service to the Funds as broker, dealer, agent, lender, adviser","page_number":119,"box":{"x":69,"y":876,"width":837,"height":11}},{"id":"77600171-3156-4aa8-9e11-e64fad539221","block_type":"box","text":"or in other commercial capacities. 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BlackRock will not have any obligation to allow its credit to be used in connection with a Fund’s","page_number":120,"box":{"x":69,"y":136,"width":793,"height":11}},{"id":"60a5f381-3952-4e35-9e82-fa152d5bc764","block_type":"box","text":"establishment of its business relationships, nor is it expected that the Fund’s counterpar ties will rely on the credit of","page_number":120,"box":{"x":69,"y":150,"width":835,"height":12}},{"id":"86f4e9d4-277d-4aef-b819-bfdd81e3d817","block_type":"box","text":"BlackRock in evaluating the Fund’s creditwor thiness.","page_number":120,"box":{"x":70,"y":166,"width":374,"height":11}},{"id":"20f4c43b-5688-44af-a9d5-754d8adf14ae","block_type":"box","text":"BlackRock Investment Management, LLC (“BIM”) or BlackRock Institutional Trust Company, N.A. (“BTC”), as","page_number":120,"box":{"x":102,"y":188,"width":768,"height":12}},{"id":"625491d3-9aea-4637-9115-68a4c4242856","block_type":"box","text":"applicable, each an affiliate of BlackRock, pursuant to SEC exemptive relief, acts as securities lending agent to, and","page_number":120,"box":{"x":69,"y":203,"width":829,"height":12}},{"id":"93c53bfd-c860-40e4-bc43-d9a4c6c809ad","block_type":"box","text":"receives a share of securities lending revenues from, the Funds. BlackRock will also receive compensation for","page_number":120,"box":{"x":69,"y":218,"width":785,"height":12}},{"id":"37a95f06-d651-468c-9684-8212e78d3f1e","block_type":"box","text":"managing the reinvestment of the cash collateral from securities lending. There are potential conflicts of interests in","page_number":120,"box":{"x":69,"y":234,"width":829,"height":11}},{"id":"339dc3e2-90e2-47e6-99e6-d7e0f1f588a7","block_type":"box","text":"managing a securities lending program, including but not limited to: (i) BlackRock as securities lending agent may","page_number":120,"box":{"x":69,"y":249,"width":809,"height":11}},{"id":"d06c4018-43cb-4557-a28d-0b950a51d226","block_type":"box","text":"have an incentive to, among other things, increase or decrease the amount of securities on loan or to lend par ticular","page_number":120,"box":{"x":69,"y":264,"width":833,"height":11}},{"id":"abcad035-8ff0-4b7b-8753-679a5e320db8","block_type":"box","text":"securities in order to generate additional risk-adjusted revenue for BlackRock and its affiliates; and (ii) BlackRock as","page_number":120,"box":{"x":69,"y":279,"width":829,"height":11}},{"id":"66ca9e5f-ed92-4cdb-935f-6b735ed94dee","block_type":"box","text":"securities lending agent may have an incentive to allocate loans to clients that would provide more revenue to","page_number":120,"box":{"x":69,"y":294,"width":783,"height":11}},{"id":"bb5db63e-3226-4a3a-b4c7-15efabc68ca7","block_type":"box","text":"BlackRock. As described fur ther below, BlackRock seeks to mitigate this conflict by providing its securities lending","page_number":120,"box":{"x":70,"y":309,"width":814,"height":11}},{"id":"18285f05-1948-41c0-ac83-645aa14ca3a8","block_type":"box","text":"clients with equal lending oppor tunities over time in order to approximate pro rata allocation.","page_number":120,"box":{"x":69,"y":325,"width":660,"height":11}},{"id":"08fbb1fe-dbe0-4030-919a-4555fcfb6556","block_type":"box","text":"As par t of its securities lending program, BlackRock indemnifies the Funds and cer tain other clients and/or","page_number":120,"box":{"x":101,"y":347,"width":767,"height":11}},{"id":"ea454bff-48cd-4988-bce9-0b51f0e30314","block_type":"box","text":"funds against a shor tfall in collateral in the event of borrower default. On a regular basis, BlackRock calculates the","page_number":120,"box":{"x":68,"y":362,"width":820,"height":11}},{"id":"7ae98974-36f7-49dc-bacf-cedfd1737008","block_type":"box","text":"potential dollar exposure of collateral shor tfall resulting from a borrower default (“shor tfall risk”) in the securities","page_number":120,"box":{"x":70,"y":377,"width":806,"height":12}},{"id":"82d47697-2fe4-446c-bfb3-cd75bd6e0efd","block_type":"box","text":"lending program. BlackRock establishes program-wide borrower limits (“credit limits”) to actively manage borrower","page_number":120,"box":{"x":70,"y":393,"width":816,"height":11}},{"id":"44dc5157-f814-473b-92d9-aa0c6d4db315","block_type":"box","text":"specific credit exposure. BlackRock oversees the risk model that calculates projected collateral shor tfall values using","page_number":120,"box":{"x":69,"y":407,"width":838,"height":12}},{"id":"29ff84f9-db5f-4e9e-aedf-56d182dcaf01","block_type":"box","text":"loan-level factors such as loan and collateral type and market value as well as specific borrower credit","page_number":120,"box":{"x":70,"y":423,"width":727,"height":11}},{"id":"cc093a3e-2f68-4320-9168-d5e5ed6110c5","block_type":"box","text":"characteristics. When necessary, BlackRock may adjust securities lending program attributes by restricting eligible","page_number":120,"box":{"x":69,"y":438,"width":815,"height":11}},{"id":"cdae3e98-753e-4f7e-9bbb-d321fe501e0e","block_type":"box","text":"collateral or reducing borrower credit limits. As a result, the management of program-wide exposure as well as","page_number":120,"box":{"x":69,"y":453,"width":786,"height":11}},{"id":"0aa7511d-27ba-47f8-a6e1-b266e0619360","block_type":"box","text":"BlackRock-specific indemnification exposure may affect the amount of securities lending activity BlackRock may","page_number":120,"box":{"x":70,"y":468,"width":796,"height":11}},{"id":"895b02e8-8a15-40a0-bcee-507a5fdcde43","block_type":"box","text":"conduct at any given point in time by reducing the volume of lending oppor tunities for cer tain loans (including by","page_number":120,"box":{"x":69,"y":483,"width":799,"height":11}},{"id":"729624d0-0a21-45b8-953a-c5dfbb7e8315","block_type":"box","text":"asset type, collateral type and/or revenue profile).","page_number":120,"box":{"x":69,"y":498,"width":356,"height":11}},{"id":"313854b9-aca7-4575-8e27-0405e5d71548","block_type":"box","text":"BlackRock may decline to make a securities loan on behalf of a Fund, discontinue lending on behalf of a Fund or","page_number":120,"box":{"x":102,"y":521,"width":801,"height":11}},{"id":"320b8d05-a452-42ed-902b-2e3c3c243b73","block_type":"box","text":"terminate a securities loan on behalf of a Fund for any reason, including but not limited to regulatory requirements","page_number":120,"box":{"x":68,"y":536,"width":817,"height":11}},{"id":"ba72beba-d548-4ae3-8bfa-20bc8b3e7033","block_type":"box","text":"and/or market rules, liquidity considerations, or credit considerations, which may impact Funds by reducing or","page_number":120,"box":{"x":69,"y":551,"width":784,"height":11}},{"id":"62dcee7f-25dd-41ff-99dd-ff9fe716c752","block_type":"box","text":"eliminating the volume of lending oppor tunities for cer tain types of loans, loans in par ticular markets, loans of","page_number":120,"box":{"x":69,"y":566,"width":789,"height":11}},{"id":"4e5e3a75-a2cf-4801-b39e-8fa9a213d125","block_type":"box","text":"par ticular securities or types of securities, or for loans overall. In addition, some borrowers may prefer cer tain","page_number":120,"box":{"x":70,"y":581,"width":783,"height":11}},{"id":"1331115e-6174-462a-8fd3-0559a7584dbc","block_type":"box","text":"BlackRock lenders that provide additional protections against lender default that are favored by their prudential","page_number":120,"box":{"x":70,"y":596,"width":790,"height":12}},{"id":"61b4266c-dd43-472c-a54f-91642ffa3b93","block_type":"box","text":"regulation.","page_number":120,"box":{"x":69,"y":612,"width":73,"height":11}},{"id":"73f1ab39-e489-44c1-9802-5c92307ee46e","block_type":"box","text":"BlackRock uses a predetermined systematic process in order to approximate pro rata allocation over time. In","page_number":120,"box":{"x":102,"y":634,"width":777,"height":11}},{"id":"f0b2c170-163a-4c18-889a-c05a5b8e2dc7","block_type":"box","text":"order to allocate a loan to a por tfolio: (i) BlackRock as a whole must have sufficient lending capacity pursuant to the","page_number":120,"box":{"x":69,"y":649,"width":830,"height":12}},{"id":"e052d509-52bf-45c0-b295-4bb3850af422","block_type":"box","text":"various program limits (","page_number":120,"box":{"x":68,"y":665,"width":168,"height":11}},{"id":"ae3cb07e-a3cc-47fd-a194-e9edbd52cc25","block_type":"box","text":"i.e.","page_number":120,"box":{"x":238,"y":665,"width":20,"height":8}},{"id":"67302bf1-01ff-4873-bcd3-8debf049fbc5","block_type":"box","text":"indemnification exposure limit and borrower credit limits); (ii) the lending por tfolio must","page_number":120,"box":{"x":265,"y":664,"width":621,"height":12}},{"id":"ae3bad33-049e-4caa-ad64-1e3f008296cf","block_type":"box","text":"hold the asset at the time a loan oppor tunity arrives; and (iii) the lending por tfolio must also have enough inventory,","page_number":120,"box":{"x":69,"y":680,"width":827,"height":11}},{"id":"48dc8d00-4a97-4d29-bb38-2055ccee4ef5","block_type":"box","text":"either on its own or when aggregated with other por tfolios into one single market delivery, to satisfy the loan request.","page_number":120,"box":{"x":69,"y":695,"width":836,"height":11}},{"id":"f16155f4-d350-49e1-8e83-b08769d2a054","block_type":"box","text":"In doing so, BlackRock seeks to provide equal lending oppor tunities for all por tfolios, independent of whether","page_number":120,"box":{"x":70,"y":710,"width":780,"height":11}},{"id":"54f396f3-03ad-418e-8d98-5cc915b429a2","block_type":"box","text":"BlackRock indemnifies the por tfolio. Equal oppor tunities for lending por tfolios does not guarantee equal outcomes.","page_number":120,"box":{"x":70,"y":725,"width":820,"height":11}},{"id":"2d446c11-f559-4951-a01d-0e504db4ba87","block_type":"box","text":"Specifically, shor t and long-term outcomes for individual clients may vary due to asset mix, asset/liability spreads on","page_number":120,"box":{"x":69,"y":740,"width":834,"height":11}},{"id":"4579dcba-7b2a-4cf7-8aaf-8cf1742f90f4","block_type":"box","text":"different securities, and the overall limits imposed by the firm.","page_number":120,"box":{"x":69,"y":755,"width":444,"height":11}},{"id":"f68dd9e7-b754-4774-b7ac-b97ffa602417","block_type":"box","text":"Purchases and sales of securities and other assets for a Fund may be aggregated with orders for other","page_number":120,"box":{"x":102,"y":778,"width":734,"height":11}},{"id":"807bb20d-f18f-4da4-8f46-7fb77d8dd67d","block_type":"box","text":"BlackRock client accounts, including with accounts that pay different transaction costs solely due to the fact that they","page_number":120,"box":{"x":70,"y":793,"width":840,"height":11}},{"id":"5f7eaca7-f3e6-4813-89da-5b444bde7c1c","block_type":"box","text":"have different research payment arrangements. BlackRock, however, is not required to aggregate orders if por tfolio","page_number":120,"box":{"x":69,"y":808,"width":822,"height":11}},{"id":"a087bca4-2396-4487-8553-db51b62a37d3","block_type":"box","text":"management decisions for different accounts are made separately, or if they determine that aggregating is not","page_number":120,"box":{"x":69,"y":823,"width":788,"height":12}},{"id":"6c2f81d1-3897-41c4-a078-ff2a64f54bc5","block_type":"box","text":"practicable or required, or in cases involving client direction.","page_number":120,"box":{"x":70,"y":839,"width":426,"height":11}},{"id":"e882ecfa-d16c-4451-aeaa-3bcf70479044","block_type":"box","text":"Prevailing trading activity frequently may make impossible the receipt of the same price or execution on the","page_number":120,"box":{"x":102,"y":861,"width":763,"height":11}},{"id":"f050e89d-25b4-49fa-a978-51307c738dda","block_type":"box","text":"entire volume of securities purchased or sold. When this occurs, the various prices may be averaged, and the Funds","page_number":120,"box":{"x":69,"y":876,"width":828,"height":11}},{"id":"60ef29ce-69b7-4311-868b-34ef5033dfcd","block_type":"box","text":"will be charged or credited with the average price. Thus, the effect of the aggregation may operate on some","page_number":120,"box":{"x":68,"y":891,"width":767,"height":12}},{"id":"4f6740c5-c0ef-4c79-bb10-302776eb9d22","block_type":"box","text":"II-92","page_number":120,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"b13dd5c1-d69b-4f16-99c0-60cdc38b2c07","block_type":"box","text":"NM1026U-5981080-120/228","page_number":120,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"94f0e889-ed2e-43ca-ae06-a36442484ac9","block_type":"box","text":"occasions to the disadvantage of the Funds. In addition, under cer tain circumstances, the Funds will not be charged","page_number":121,"box":{"x":69,"y":45,"width":828,"height":11}},{"id":"cfcd6b21-a5e6-4d69-b56f-e44053278c08","block_type":"box","text":"the same commission or commission equivalent rates in connection with an aggregated order.","page_number":121,"box":{"x":68,"y":60,"width":672,"height":11}},{"id":"cd8401a4-067a-4338-ac21-65c3260f71cc","block_type":"box","text":"As discussed in the section below entitled “Por tfolio Transactions and Brokerage—Transactions in Por tfolio","page_number":121,"box":{"x":101,"y":82,"width":767,"height":12}},{"id":"89cb212d-2924-41af-97f8-26bbe1c9c9d4","block_type":"box","text":"Securities,” BlackRock, unless prohibited by applicable law, may cause a Fund or account to pay a broker or dealer a","page_number":121,"box":{"x":69,"y":98,"width":832,"height":11}},{"id":"1b2b28cf-8dfc-4b52-813a-857f6ec1cf04","block_type":"box","text":"commission for effecting a transaction that exceeds the amount another broker or dealer would have charged for","page_number":121,"box":{"x":69,"y":113,"width":805,"height":11}},{"id":"2c7dff16-ce0e-4355-bd9a-53e4d578a356","block_type":"box","text":"effecting the same transaction in recognition of the value of brokerage and research services provided by that broker","page_number":121,"box":{"x":69,"y":128,"width":836,"height":11}},{"id":"c9cb12a2-bf4c-44a9-a188-198a492132b4","block_type":"box","text":"or dealer. Under MiFID II, EU investment managers, including BlackRock International Limited (“BIL”) which acts as a","page_number":121,"box":{"x":69,"y":143,"width":831,"height":11}},{"id":"8425826f-06be-4a2a-b19a-ae831ddb4b0e","block_type":"box","text":"sub-adviser to cer tain Funds, pay for research from brokers and dealers directly out of their own resources, rather","page_number":121,"box":{"x":69,"y":158,"width":812,"height":11}},{"id":"52b360f5-13e3-4d4e-8fcf-379aa0dc8ba2","block_type":"box","text":"than through client commissions.","page_number":121,"box":{"x":68,"y":173,"width":237,"height":11}},{"id":"d2128470-6b9d-4536-b35c-e6db6c1f56bd","block_type":"box","text":"Subject to applicable law, BlackRock may select brokers that furnish BlackRock, the Funds, other BlackRock","page_number":121,"box":{"x":102,"y":196,"width":770,"height":11}},{"id":"56b3e24f-2e5a-4f29-af62-3d8abacaaf54","block_type":"box","text":"client accounts or personnel, directly or through correspondent relationships, with research or other appropriate","page_number":121,"box":{"x":69,"y":211,"width":797,"height":11}},{"id":"d8fea7f4-9982-4551-96c5-f883c204ccf5","block_type":"box","text":"services which provide, in BlackRock’s view, appropriate assistance to BlackRock in the investment decision making","page_number":121,"box":{"x":69,"y":226,"width":830,"height":11}},{"id":"60febe6d-b8af-48bb-9821-c6f9aa1d06f2","block_type":"box","text":"process (including with respect to futures, fixed-price offerings and OTC transactions). Such research or other","page_number":121,"box":{"x":70,"y":241,"width":780,"height":11}},{"id":"bd603dab-31ae-48a3-b23a-e54af419447e","block_type":"box","text":"services may include, to the extent permitted by law, research repor ts on companies, industries and securities;","page_number":121,"box":{"x":69,"y":257,"width":795,"height":10}},{"id":"420be368-18dc-4fa9-a3fb-70c55ea3a8ad","block_type":"box","text":"economic and financial data; financial publications; proxy analysis; trade industry seminars; computer data bases;","page_number":121,"box":{"x":69,"y":271,"width":815,"height":12}},{"id":"6cd67293-3530-4636-93fe-e7dcecd97bde","block_type":"box","text":"research-oriented software and other services and products.","page_number":121,"box":{"x":69,"y":286,"width":430,"height":11}},{"id":"4d0bd26c-1072-4dc4-9f6a-b52cab76d3a9","block_type":"box","text":"Research or other services obtained in this manner may be used in servicing any or all of the Funds and other","page_number":121,"box":{"x":102,"y":309,"width":785,"height":11}},{"id":"73b71ead-981f-48ef-94ed-7919366d85c0","block_type":"box","text":"BlackRock client accounts, including in connection with BlackRock client accounts other than those that pay","page_number":121,"box":{"x":70,"y":325,"width":768,"height":11}},{"id":"14da0df1-1bf4-422d-8bea-5f7b8748ee2b","block_type":"box","text":"commissions to the broker relating to the research or other service arrangements. Such products and services may","page_number":121,"box":{"x":69,"y":340,"width":826,"height":11}},{"id":"2c833e20-8f12-4159-afe3-7c21bbc3c42c","block_type":"box","text":"dispropor tionately benefit other BlackRock client accounts relative to the Funds based on the amount of brokerage","page_number":121,"box":{"x":69,"y":355,"width":818,"height":11}},{"id":"c43561ac-2bf3-4bcf-a254-b8be12ded0f3","block_type":"box","text":"commissions paid by the Funds and such other BlackRock client accounts. For example, research or other services","page_number":121,"box":{"x":69,"y":370,"width":821,"height":11}},{"id":"ce47becf-80ea-494e-8c4b-e9d67828fb53","block_type":"box","text":"that are paid for through one client’s commissions may not be used in managing that client’s account. In addition,","page_number":121,"box":{"x":68,"y":385,"width":815,"height":11}},{"id":"d217381e-0a0c-4e05-b596-c341cf0c2dc9","block_type":"box","text":"other BlackRock client accounts may receive the benefit, including dispropor tionate benefits, of economies of scale","page_number":121,"box":{"x":69,"y":400,"width":824,"height":11}},{"id":"45fa703b-8a6b-4c87-bfce-322c84d6ddd3","block_type":"box","text":"or price discounts in connection with products and services that may be provided to the Funds and to such other","page_number":121,"box":{"x":69,"y":415,"width":804,"height":11}},{"id":"841091e7-bfc8-4619-ae12-a4ed07287df0","block_type":"box","text":"BlackRock client accounts. To the extent that BlackRock uses soft dollars, it will not have to pay for those products","page_number":121,"box":{"x":70,"y":430,"width":819,"height":11}},{"id":"c44adf10-6cf1-4d14-8fc5-2d9824bae67e","block_type":"box","text":"and services itself.","page_number":121,"box":{"x":69,"y":445,"width":134,"height":9}},{"id":"c37849e3-43ae-41e0-b9ca-590a12eb6ff4","block_type":"box","text":"BlackRock, unless prohibited by applicable law, may endeavor to execute trades through brokers who, pursuant","page_number":121,"box":{"x":102,"y":468,"width":793,"height":11}},{"id":"5a85d1a9-7aaf-4132-8ed0-c417959d4341","block_type":"box","text":"to such arrangements, provide research or other services in order to ensure the continued receipt of research or","page_number":121,"box":{"x":68,"y":483,"width":805,"height":11}},{"id":"051bdc74-16e2-410c-ab88-aacc8da1018c","block_type":"box","text":"other services BlackRock believes are useful in its investment decision-making process. BlackRock may from time to","page_number":121,"box":{"x":69,"y":498,"width":833,"height":11}},{"id":"1ebc9d5e-2b92-4291-b10a-7779852f6e16","block_type":"box","text":"time choose not to engage in the above described arrangements to varying degrees. BlackRock, unless prohibited by","page_number":121,"box":{"x":68,"y":514,"width":836,"height":11}},{"id":"8aed22b6-3f30-461e-bc99-a22e36e41436","block_type":"box","text":"applicable law, may also enter into commission sharing arrangements under which BlackRock may execute","page_number":121,"box":{"x":69,"y":529,"width":760,"height":11}},{"id":"2b3bded2-f126-4008-9714-42e9b944387d","block_type":"box","text":"transactions through a broker-dealer and request that the broker-dealer allocate a por tion of the commissions or","page_number":121,"box":{"x":68,"y":543,"width":803,"height":12}},{"id":"eafb87b3-f2a8-48da-80d7-68a12d579f6b","block_type":"box","text":"commission credits to another firm that provides research to BlackRock. To the extent that BlackRock engages in","page_number":121,"box":{"x":69,"y":559,"width":807,"height":11}},{"id":"69248850-63c4-4d63-9c65-0d950b06d658","block_type":"box","text":"commission sharing arrangements, many of the same conflicts related to traditional soft dollars may exist.","page_number":121,"box":{"x":69,"y":574,"width":760,"height":11}},{"id":"12aa7482-e5e6-42d1-884a-7a24018a2d6e","block_type":"box","text":"BlackRock may utilize cer tain electronic crossing networks (“ECNs”) (including, without limitation, ECNs in which","page_number":121,"box":{"x":102,"y":597,"width":799,"height":11}},{"id":"3728408e-130f-47d9-ab10-96835191c40a","block_type":"box","text":"BlackRock has an investment or other interest, to the extent permitted by applicable law) in executing client","page_number":121,"box":{"x":70,"y":612,"width":767,"height":11}},{"id":"8cd50135-af62-410b-b1d0-e07772ee0129","block_type":"box","text":"securities transactions for cer tain types of securities. These ECNs may charge fees for their services, including","page_number":121,"box":{"x":69,"y":627,"width":794,"height":11}},{"id":"c153a809-dde8-4d7b-864b-5b2adda33bcf","block_type":"box","text":"access fees and transaction fees. The transaction fees, which are similar to commissions or markups/ markdowns,","page_number":121,"box":{"x":69,"y":642,"width":825,"height":11}},{"id":"a8ceb0b3-243a-45b4-b08d-b9e05dee36d8","block_type":"box","text":"will generally be charged to clients and, like commissions and markups/markdowns, would generally be included in","page_number":121,"box":{"x":68,"y":657,"width":821,"height":11}},{"id":"14a40667-23c0-4f2e-8d07-c7b5bc4d6254","block_type":"box","text":"the cost of the securities purchased. Access fees may be paid by BlackRock even though incurred in connection with","page_number":121,"box":{"x":68,"y":672,"width":833,"height":11}},{"id":"05aa92a9-a07f-4125-8086-a091b3fd6627","block_type":"box","text":"executing transactions on behalf of clients, including the Funds. In cer tain circumstances, ECNs may offer volume","page_number":121,"box":{"x":69,"y":687,"width":812,"height":11}},{"id":"67c369a7-6245-48f3-b9bd-2c7f0f2a482d","block_type":"box","text":"discounts that will reduce the access fees typically paid by BlackRock. BlackRock will only utilize ECNs consistent","page_number":121,"box":{"x":69,"y":702,"width":809,"height":11}},{"id":"e7d61593-bb08-4966-89d0-421a11edfa6b","block_type":"box","text":"with its obligation to seek to obtain best execution in client transactions.","page_number":121,"box":{"x":68,"y":718,"width":519,"height":11}},{"id":"bacfb239-da18-478c-aa99-583ad21517cd","block_type":"box","text":"BlackRock owns a minority interest in, and is a member of, Members Exchange (“MEMX”), a newly created U.S.","page_number":121,"box":{"x":102,"y":740,"width":793,"height":11}},{"id":"5ae2d644-cb45-4724-b892-eb7b1478266c","block_type":"box","text":"stock exchange. Transactions for a Fund may be executed on MEMX if third par ty brokers select MEMX as the","page_number":121,"box":{"x":69,"y":755,"width":782,"height":11}},{"id":"5b9b1cc5-e7b4-4f22-8dcc-50ce9cbd711d","block_type":"box","text":"appropriate venue for execution of orders placed by BlackRock traders on behalf of client por tfolios.","page_number":121,"box":{"x":69,"y":770,"width":710,"height":11}},{"id":"10d150d6-f4a4-4292-8bd6-af621f8305c4","block_type":"box","text":"BlackRock has adopted policies and procedures designed to prevent conflicts of interest from influencing proxy","page_number":121,"box":{"x":102,"y":793,"width":792,"height":11}},{"id":"bf1c79a3-f85a-4134-9c49-dee8a0c7bc88","block_type":"box","text":"voting decisions that it makes on behalf of advisory clients, including the Funds, and to help ensure that such","page_number":121,"box":{"x":68,"y":808,"width":784,"height":11}},{"id":"05d85939-6075-45d5-9ad1-de76602031a2","block_type":"box","text":"decisions are made in accordance with BlackRock’s fiduciary obligations to its clients. Never theless, notwithstanding","page_number":121,"box":{"x":69,"y":823,"width":837,"height":12}},{"id":"c7713c67-fc32-4774-bdc1-0f84d4e4049c","block_type":"box","text":"such proxy voting policies and procedures, actual proxy voting decisions of BlackRock may have the effect of favoring","page_number":121,"box":{"x":69,"y":838,"width":835,"height":12}},{"id":"2646318f-8f0f-4705-a537-037d52e066dc","block_type":"box","text":"the interests of other clients or businesses of other divisions or units of BlackRock, provided that BlackRock believes","page_number":121,"box":{"x":68,"y":853,"width":837,"height":11}},{"id":"a14277b9-cc1a-48f9-8a21-0a4e7385033f","block_type":"box","text":"such voting decisions to be in accordance with its fiduciary obligations. For a more detailed discussion of these","page_number":121,"box":{"x":69,"y":869,"width":795,"height":11}},{"id":"c0ff9d0e-e0e2-4f46-918c-89fe7bf75002","block_type":"box","text":"policies and procedures, see “Proxy Voting Policies and Procedures.”","page_number":121,"box":{"x":70,"y":884,"width":490,"height":11}},{"id":"b0bb5596-53b8-4ab2-a97a-b0d706b3c175","block_type":"box","text":"II-93","page_number":121,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"deb33720-f64e-4f5e-8912-32686a2428b6","block_type":"box","text":"NM1026U-5981080-121/228","page_number":121,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"32b5871d-567b-401f-9b37-4d6296714cb4","block_type":"box","text":"It is also possible that, from time to time, BlackRock and/or its advisory clients (including other funds and","page_number":122,"box":{"x":102,"y":45,"width":757,"height":11}},{"id":"a4c982f6-7a1e-4006-8221-479620d342f2","block_type":"box","text":"separately managed accounts) may, subject to compliance with applicable law, purchase and hold shares of a Fund.","page_number":122,"box":{"x":69,"y":60,"width":825,"height":11}},{"id":"be1366fe-00fd-4eb6-9b26-38818f22cdab","block_type":"box","text":"Increasing a Fund’s assets may enhance investment flexibility and diversification and may contribute to economies of","page_number":122,"box":{"x":70,"y":75,"width":837,"height":11}},{"id":"4586058a-1304-4782-aaa8-d8fc12a6b187","block_type":"box","text":"scale that tend to reduce the Fund’s expense ratio. BlackRock reserves the right, subject to compliance with","page_number":122,"box":{"x":69,"y":90,"width":774,"height":11}},{"id":"3b71fdf0-c048-46ed-9c40-4c489f17c41d","block_type":"box","text":"applicable law, to redeem at any time some or all of the shares of a Fund acquired for its own accounts. A large","page_number":122,"box":{"x":69,"y":105,"width":796,"height":11}},{"id":"a5ac2dfb-dfed-4488-b1e2-e744c219e25a","block_type":"box","text":"redemption of shares of a Fund by BlackRock could significantly reduce the asset size of the Fund, which might have","page_number":122,"box":{"x":69,"y":120,"width":830,"height":12}},{"id":"d2b02df7-ad2f-4f1b-bfc3-9094075678a4","block_type":"box","text":"an adverse effect on the Fund’s investment flexibility, por tfolio diversification and expense ratio. BlackRock seeks to","page_number":122,"box":{"x":69,"y":135,"width":831,"height":11}},{"id":"0aa37526-29e9-4566-86e3-7add5e4df072","block_type":"box","text":"consider the effect of redemptions on a Fund and other shareholders in deciding whether to redeem its shares but is","page_number":122,"box":{"x":69,"y":150,"width":834,"height":12}},{"id":"2d659922-d8c2-41ab-a5d6-b2aea9f1e57f","block_type":"box","text":"not obligated to do so and may elect not to do so.","page_number":122,"box":{"x":69,"y":166,"width":355,"height":11}},{"id":"1a94e4dd-b42f-49d1-963a-55e0f450ff36","block_type":"box","text":"It is possible that a Fund may invest in securities of, or engage in transactions with, companies in which","page_number":122,"box":{"x":102,"y":188,"width":742,"height":12}},{"id":"a1dee462-0252-408c-828e-1a758ae17c67","block_type":"box","text":"BlackRock has significant debt or equity investments or other interests. A Fund may also invest in issuances (such as","page_number":122,"box":{"x":70,"y":203,"width":838,"height":12}},{"id":"01d2edfa-c549-4133-901e-0e4ab917416d","block_type":"box","text":"structured notes) by entities for which BlackRock provides and is compensated for cash management services","page_number":122,"box":{"x":69,"y":218,"width":788,"height":12}},{"id":"6f098a64-9fc1-4422-ba99-0a4c651f820d","block_type":"box","text":"relating to the proceeds from the sale of such issuances. In making investment decisions for a Fund, BlackRock is","page_number":122,"box":{"x":69,"y":234,"width":816,"height":11}},{"id":"64911830-4471-4887-b92b-999991505481","block_type":"box","text":"not permitted to obtain or use material non-public information acquired by any unit of BlackRock, in the course of","page_number":122,"box":{"x":69,"y":249,"width":806,"height":11}},{"id":"e5ab9c31-bc45-4c92-9d5f-622e2463e217","block_type":"box","text":"these activities. In addition, from time to time, the activities of BlackRock may limit a Fund’s flexibility in purchases","page_number":122,"box":{"x":68,"y":264,"width":822,"height":11}},{"id":"9b749d1f-c364-4aa0-9813-d3d3c1b3a572","block_type":"box","text":"and sales of securities. As indicated below, BlackRock may engage in transactions with companies in which","page_number":122,"box":{"x":69,"y":279,"width":766,"height":11}},{"id":"bbf7bf3f-8f77-48e2-898a-ff217aeeab9c","block_type":"box","text":"BlackRock-advised funds or other clients of BlackRock have an investment.","page_number":122,"box":{"x":70,"y":294,"width":533,"height":9}},{"id":"46a2aac3-476f-4cd9-935b-f24ac797b0e1","block_type":"box","text":"BlackRock and its personnel and other financial service providers may have interests in promoting sales of the","page_number":122,"box":{"x":102,"y":317,"width":789,"height":11}},{"id":"b7440418-645c-41df-b186-73fccadcdf2c","block_type":"box","text":"Funds. With respect to BlackRock and its personnel, the remuneration and profitability relating to services to and","page_number":122,"box":{"x":70,"y":332,"width":805,"height":11}},{"id":"cafb9a35-d45f-4f6c-915d-e78226a78728","block_type":"box","text":"sales of the Funds or other products may be greater than remuneration and profitability relating to services to and","page_number":122,"box":{"x":69,"y":347,"width":813,"height":11}},{"id":"017ce49e-00f8-4132-aaff-10256d98df6a","block_type":"box","text":"sales of cer tain funds or other products that might be provided or offered. BlackRock and its sales personnel may","page_number":122,"box":{"x":69,"y":362,"width":814,"height":11}},{"id":"f76936e8-a507-46b3-a0b0-ca54b54bcdde","block_type":"box","text":"directly or indirectly receive a por tion of the fees and commissions charged to the Funds or their shareholders.","page_number":122,"box":{"x":69,"y":377,"width":788,"height":12}},{"id":"d8f12ec3-908f-4bc7-b189-6979085b83b9","block_type":"box","text":"BlackRock and its advisory or other personnel may also benefit from increased amounts of assets under","page_number":122,"box":{"x":70,"y":392,"width":745,"height":12}},{"id":"4f1aedf7-3aaf-4ac6-b3b7-0c09ebd37b04","block_type":"box","text":"management. Fees and commissions may also be higher than for other products or services, and the remuneration","page_number":122,"box":{"x":69,"y":407,"width":822,"height":12}},{"id":"1de5f33e-a094-4a64-bd9e-192a087d58ac","block_type":"box","text":"and profitability to BlackRock and such personnel resulting from transactions on behalf of or management of the","page_number":122,"box":{"x":69,"y":423,"width":801,"height":11}},{"id":"e6544f11-6fc9-4936-b977-e0b8709d9e69","block_type":"box","text":"Funds may be greater than the remuneration and profitability resulting from other funds or products.","page_number":122,"box":{"x":70,"y":438,"width":711,"height":11}},{"id":"d628979b-a0ca-453e-8c9d-ce1eb8c6e2c4","block_type":"box","text":"BlackRock may provide valuation assistance to cer tain clients with respect to cer tain securities or other","page_number":122,"box":{"x":102,"y":461,"width":741,"height":11}},{"id":"d14e3fb1-e047-474e-b24d-548611fe811a","block_type":"box","text":"investments and the valuation recommendations made for such clients’ accounts may differ from the valuations for","page_number":122,"box":{"x":70,"y":475,"width":823,"height":12}},{"id":"0c04305d-5113-48e1-9286-4f66465cbde0","block_type":"box","text":"the same securities or investments assigned by a Fund’s pricing vendors, especially if such valuations are based on","page_number":122,"box":{"x":68,"y":491,"width":829,"height":11}},{"id":"1cc1c18d-7d13-441b-9334-35b0c0d6b252","block_type":"box","text":"broker-dealer quotes or other data sources unavailable to the Fund’s pricing vendors. While BlackRock will generally","page_number":122,"box":{"x":69,"y":506,"width":825,"height":11}},{"id":"87c04f49-b3e0-4b4c-a7a5-c644851cecf1","block_type":"box","text":"communicate its valuation information or determinations to a Fund’s pricing vendors and/or fund accountants, there","page_number":122,"box":{"x":69,"y":521,"width":830,"height":11}},{"id":"1de2f24d-44ce-416b-a3f3-93d787b872e2","block_type":"box","text":"may be instances where the Fund’s pricing vendors or fund accountants assign a different valuation to a security or","page_number":122,"box":{"x":69,"y":536,"width":824,"height":11}},{"id":"d0b9133a-eef8-416b-9c4e-190fd35ad68b","block_type":"box","text":"other investment than the valuation for such security or investment determined or recommended by BlackRock.","page_number":122,"box":{"x":69,"y":551,"width":792,"height":11}},{"id":"2551965e-9032-4f45-b394-7ad7853c8672","block_type":"box","text":"As disclosed in more detail in “Pricing of Shares—Determination of Net Asset Value” in this SAI, when market","page_number":122,"box":{"x":101,"y":574,"width":784,"height":11}},{"id":"dd0ed7a8-532d-49c4-b98a-79491ba17880","block_type":"box","text":"quotations are not readily available or are believed by BlackRock to be unreliable, a Fund’s investments are valued at","page_number":122,"box":{"x":69,"y":589,"width":837,"height":11}},{"id":"25a9720e-c337-42a9-9c3a-d651e98d27e2","block_type":"box","text":"fair value by BlackRock. BlackRock has been designated as the Fund’s valuation designee pursuant to Rule 2a-5","page_number":122,"box":{"x":68,"y":604,"width":803,"height":11}},{"id":"5ae1a440-783c-46bd-9647-e67d6c620686","block_type":"box","text":"under the Investment Company Act and acts through BlackRock’s Rule 2a-5 Committee (the “2a-5 Committee”), with","page_number":122,"box":{"x":69,"y":619,"width":831,"height":11}},{"id":"8bc7c323-062f-4d7c-b0d7-d2a969f6a0fc","block_type":"box","text":"assistance from other BlackRock pricing committees and in accordance with BlackRock’s policies and procedures","page_number":122,"box":{"x":69,"y":634,"width":811,"height":12}},{"id":"cf9f957e-feed-437f-862b-6c613cbad4e6","block_type":"box","text":"(the “Valuation Procedures”). When determining a “fair value price,” the 2a-5 Committee seeks to determine the","page_number":122,"box":{"x":69,"y":649,"width":802,"height":12}},{"id":"21d8438a-a689-4f43-9c85-5d6ad382ba3c","block_type":"box","text":"price that a Fund might reasonably expect to receive from the current sale of that asset or liability in an arm’s-length","page_number":122,"box":{"x":70,"y":664,"width":829,"height":12}},{"id":"3e977c3e-2829-4b99-84b4-97d9c97aa8ce","block_type":"box","text":"transaction. The price generally may not be determined based on what a Fund might reasonably expect to receive for","page_number":122,"box":{"x":68,"y":680,"width":832,"height":11}},{"id":"3f7d9c1e-7639-41f0-82c8-3644c34c37ce","block_type":"box","text":"selling an asset or liability at a later time or if it holds the asset or liability to maturity. While fair value determinations","page_number":122,"box":{"x":69,"y":695,"width":837,"height":11}},{"id":"1e5110f7-4c13-4439-b36a-27b11ef4f899","block_type":"box","text":"will be based upon all available factors that BlackRock deems relevant at the time of the determination, and may be","page_number":122,"box":{"x":68,"y":710,"width":829,"height":11}},{"id":"405762e3-6f2e-4b97-a301-831ed41295a4","block_type":"box","text":"based on analytical values determined by BlackRock using proprietary or third par ty valuation models, fair value","page_number":122,"box":{"x":69,"y":725,"width":796,"height":11}},{"id":"f0b7ebed-fc77-4500-b0d3-02b075dc189f","block_type":"box","text":"represents only a good faith approximation of the value of an asset or liability. The fair value of one or more assets or","page_number":122,"box":{"x":69,"y":740,"width":839,"height":11}},{"id":"9e607714-b06b-4ce1-b951-ec0ae4a6850a","block_type":"box","text":"liabilities may not, in retrospect, be the price at which those assets or liabilities could have been sold during the","page_number":122,"box":{"x":70,"y":755,"width":800,"height":11}},{"id":"ddbb15a5-2b9a-4068-aba9-54025a68f0f9","block_type":"box","text":"period in which the par ticular fair values were used in determining a Fund’s NAV. As a result, a Fund’s sale or","page_number":122,"box":{"x":70,"y":770,"width":779,"height":12}},{"id":"5667fe7b-a5b1-4505-bbb9-a930874bbb2e","block_type":"box","text":"redemption of its shares at NAV, at a time when a holding or holdings are valued by the 2a-5 Committee at fair value,","page_number":122,"box":{"x":69,"y":785,"width":834,"height":12}},{"id":"7cdfa836-eafd-4aed-a44b-70f4bae179e6","block_type":"box","text":"may have the effect of diluting or increasing the economic interest of existing shareholders and may affect the","page_number":122,"box":{"x":69,"y":801,"width":788,"height":11}},{"id":"77b3329a-b81b-4758-b9fc-00d0f8495bcb","block_type":"box","text":"amount of revenue received by BlackRock with respect to services for which it receives an asset-based fee.","page_number":122,"box":{"x":69,"y":816,"width":765,"height":11}},{"id":"8efecdd1-2b98-4ef8-a2de-5bdef7ac17f3","block_type":"box","text":"To the extent permitted by applicable law, a Fund may invest all or some of its shor t term cash investments in","page_number":122,"box":{"x":101,"y":838,"width":784,"height":11}},{"id":"c8314932-6b3b-4d44-8fb5-011fe52946ce","block_type":"box","text":"any money market fund or similarly-managed private fund advised or managed by BlackRock. 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As a result of","page_number":123,"box":{"x":69,"y":60,"width":839,"height":11}},{"id":"526957f3-8a12-44e2-9284-1e20cd751371","block_type":"box","text":"differing trading and investment strategies or constraints, positions may be taken by directors, officers and","page_number":123,"box":{"x":69,"y":75,"width":764,"height":11}},{"id":"8b10756a-455d-47fb-937e-b08061418592","block_type":"box","text":"employees of BlackRock that are the same, different from or made at different times than positions taken for the","page_number":123,"box":{"x":69,"y":90,"width":809,"height":11}},{"id":"8433f47f-b42e-445b-811e-fe9657fecad0","block_type":"box","text":"Fund. To lessen the possibility that a Fund will be adversely affected by this personal trading, the Fund, BRIL and","page_number":123,"box":{"x":70,"y":105,"width":802,"height":11}},{"id":"5121d740-c1ff-4d14-afb1-b905a3407c80","block_type":"box","text":"BlackRock each have adopted a Code of Ethics in compliance with Section 17(j) of the Investment Company Act that","page_number":123,"box":{"x":70,"y":120,"width":828,"height":11}},{"id":"0c8c74b9-7aed-4718-a3e0-444efb61eb26","block_type":"box","text":"restricts securities trading in the personal accounts of investment professionals and others who normally come into","page_number":123,"box":{"x":69,"y":135,"width":825,"height":12}},{"id":"fee14413-a3fb-43a5-bf9e-c6df81e23dfb","block_type":"box","text":"possession of information regarding the Fund’s por tfolio transactions. Each Code of Ethics is also available on the","page_number":123,"box":{"x":70,"y":150,"width":816,"height":12}},{"id":"f3c10090-dea2-4062-9d1c-2391ee4fbbf2","block_type":"box","text":"EDGAR Database on the Commission’s Internet site at http://www.sec.gov, and copies may be obtained, after paying","page_number":123,"box":{"x":70,"y":166,"width":836,"height":11}},{"id":"5c38525e-2bfe-49e9-af7a-baf6dd58de1b","block_type":"box","text":"a duplicating fee, by e-mail at publicinfo@sec.gov.","page_number":123,"box":{"x":69,"y":181,"width":352,"height":11}},{"id":"fe7e6779-dffc-41c7-b96b-1b204eec1a2b","block_type":"box","text":"BlackRock will not purchase securities or other proper ty from, or sell securities or other proper ty to, a Fund,","page_number":123,"box":{"x":102,"y":203,"width":768,"height":12}},{"id":"091b431a-78cb-40ad-aa7c-b714b1487252","block_type":"box","text":"except that the Fund may in accordance with rules or guidance adopted under the Investment Company Act engage in","page_number":123,"box":{"x":69,"y":219,"width":836,"height":11}},{"id":"e8323018-0ff3-43e4-8d19-e053dc54e95f","block_type":"box","text":"transactions with another Fund or accounts that are affiliated with the Fund as a result of common officers, directors,","page_number":123,"box":{"x":68,"y":234,"width":839,"height":10}},{"id":"806f4e50-1f97-4d04-9657-f897ed950e6e","block_type":"box","text":"or investment advisers or pursuant to exemptive orders granted to the Funds and/or BlackRock by the Commission.","page_number":123,"box":{"x":69,"y":249,"width":824,"height":11}},{"id":"44627f9d-5eb0-4cab-8b11-91fd40122ec0","block_type":"box","text":"These transactions would be effected in circumstances in which BlackRock determined that it would be appropriate","page_number":123,"box":{"x":68,"y":264,"width":824,"height":11}},{"id":"d39326b8-f1c0-4943-b060-5dfe67726b7d","block_type":"box","text":"for the Fund to purchase and another client of BlackRock to sell, or the Fund to sell and another client of BlackRock","page_number":123,"box":{"x":68,"y":279,"width":826,"height":11}},{"id":"6d30c81d-7afe-4cbf-9e0f-406c4ce9e2b0","block_type":"box","text":"to purchase, the same security or instrument on the same day. From time to time, the activities of a Fund may be","page_number":123,"box":{"x":68,"y":294,"width":810,"height":11}},{"id":"5846560f-ee57-4b19-978c-c53623f66d00","block_type":"box","text":"restricted because of regulatory requirements applicable to BlackRock and/or BlackRock’s internal policies designed","page_number":123,"box":{"x":69,"y":309,"width":834,"height":11}},{"id":"1efe08ee-f440-480a-8883-a8f4fe01148c","block_type":"box","text":"to comply with, limit the applicability of, or that otherwise relate to such requirements. A client not advised by","page_number":123,"box":{"x":68,"y":324,"width":782,"height":11}},{"id":"a2cd8db1-d40e-434c-a612-45d301eabbff","block_type":"box","text":"BlackRock would not be subject to some of those considerations. There may be periods when BlackRock may not","page_number":123,"box":{"x":70,"y":339,"width":807,"height":12}},{"id":"4c010961-5496-40e3-8e6a-979c247bf71d","block_type":"box","text":"initiate or recommend cer tain types of transactions, or may otherwise restrict or limit its advice regarding cer tain","page_number":123,"box":{"x":70,"y":355,"width":804,"height":11}},{"id":"e944f84d-2227-41f5-990b-1c727a058c3a","block_type":"box","text":"securities or instruments issued by or related to companies for which BlackRock is per forming advisory or other","page_number":123,"box":{"x":69,"y":370,"width":799,"height":11}},{"id":"770c0760-6ec0-4033-bcd1-0bb3e6bd9b84","block_type":"box","text":"services or has proprietary positions. For example, when BlackRock is engaged to provide advisory or risk","page_number":123,"box":{"x":69,"y":385,"width":755,"height":11}},{"id":"091fd8be-94ac-4ea9-a7ef-8f48ddd3dc00","block_type":"box","text":"management services for a company, BlackRock may be prohibited from or limited in purchasing or selling securities","page_number":123,"box":{"x":69,"y":400,"width":831,"height":11}},{"id":"1aec631e-2232-4fff-84af-4d7891c90274","block_type":"box","text":"of that company on behalf of a Fund, par ticularly where such services result in BlackRock obtaining material non","page_number":123,"box":{"x":69,"y":415,"width":806,"height":11}},{"id":"7601bb49-a484-43de-8cbf-5a6b8c54ccc7","block_type":"box","text":"public information about the company (","page_number":123,"box":{"x":70,"y":430,"width":276,"height":11}},{"id":"b4bf56b5-37a4-4168-9abd-7d6e39959901","block_type":"box","text":"e.g.","page_number":123,"box":{"x":348,"y":432,"width":25,"height":9}},{"id":"73fa8555-51d4-4111-8dd3-64a6998cd561","block_type":"box","text":", in connection with par ticipation in a creditors’ committee). Moreover,","page_number":123,"box":{"x":376,"y":430,"width":499,"height":11}},{"id":"4eeeca48-986d-4c77-8c27-47e054921919","block_type":"box","text":"applicable provisions of the Investment Company Act or other regulatory considerations may restrict a Fund or","page_number":123,"box":{"x":69,"y":445,"width":784,"height":12}},{"id":"964e7220-b4eb-4d3f-9248-3e098055fb2e","block_type":"box","text":"BlackRock from effecting cer tain por tfolio transactions or taking other actions in respect of an investment on behalf","page_number":123,"box":{"x":70,"y":460,"width":827,"height":12}},{"id":"55e95953-c092-4887-9e3f-233284d1092d","block_type":"box","text":"of a Fund, including where BlackRock and/or clients advised by BlackRock already have an interest in such issuer or","page_number":123,"box":{"x":69,"y":475,"width":830,"height":12}},{"id":"6819b60a-136b-4a49-a6fd-6b4ca2ac80a4","block_type":"box","text":"the investment. Similar situations could arise if personnel of BlackRock serve as directors of companies the","page_number":123,"box":{"x":68,"y":491,"width":773,"height":11}},{"id":"2c13db7c-784d-4068-b90e-d7e78f1dfe54","block_type":"box","text":"securities of which the Funds wish to purchase or sell. However, if permitted by applicable law, and where consistent","page_number":123,"box":{"x":69,"y":506,"width":832,"height":11}},{"id":"d9e77263-2e3f-449d-af13-d950cece3ae0","block_type":"box","text":"with BlackRock’s policies and procedures (including the necessary implementation of appropriate information","page_number":123,"box":{"x":68,"y":521,"width":781,"height":11}},{"id":"407246a7-03fb-412f-b0dc-05edc7127123","block_type":"box","text":"barriers), the Funds may purchase securities or instruments that are issued by such companies, are the subject of","page_number":123,"box":{"x":69,"y":536,"width":819,"height":11}},{"id":"6d134778-cd0b-419d-8370-13f962c3443f","block_type":"box","text":"an advisory or risk management assignment by BlackRock, or where personnel of BlackRock are directors or officers","page_number":123,"box":{"x":69,"y":551,"width":832,"height":11}},{"id":"eeba07c2-9bab-4492-b725-4b8d5135a1d3","block_type":"box","text":"of the issuer.","page_number":123,"box":{"x":69,"y":566,"width":92,"height":9}},{"id":"6f09cafc-ccfe-4985-8285-e8f65058cca6","block_type":"box","text":"BlackRock has adopted and implemented policies and procedures that are designed to address potential","page_number":123,"box":{"x":102,"y":589,"width":748,"height":11}},{"id":"0ffa4a59-3e31-4bbe-9b8c-4d2a3a85ae90","block_type":"box","text":"conflicts that arise in connection with the advisory services BlackRock provides to Funds and other clients. Cer tain","page_number":123,"box":{"x":69,"y":604,"width":819,"height":11}},{"id":"1dec3462-eb77-4212-aee1-cf3c09afd973","block_type":"box","text":"BlackRock advisory personnel may take views, and make decisions or recommendations, that are different than or","page_number":123,"box":{"x":70,"y":619,"width":817,"height":11}},{"id":"074db2db-2add-4b07-9145-298815e36016","block_type":"box","text":"opposite those of other BlackRock advisory personnel. Cer tain por tfolio management teams within BlackRock may","page_number":123,"box":{"x":69,"y":634,"width":818,"height":12}},{"id":"deeff493-aab7-40bb-8c7a-1b3c6c81342c","block_type":"box","text":"make decisions or take (or refrain from taking) actions with respect to clients they advise in a manner different than","page_number":123,"box":{"x":69,"y":649,"width":827,"height":12}},{"id":"87952b89-cec0-4945-bda0-bf6239235d01","block_type":"box","text":"or adverse to the decisions made or the actions taken (or not taken) by the Funds’ por tfolio management teams. The","page_number":123,"box":{"x":69,"y":664,"width":835,"height":12}},{"id":"c30e8485-bcc3-4838-a1a6-91ee1775bf94","block_type":"box","text":"various por tfolio management teams may not share information with each other, including as a result of cer tain","page_number":123,"box":{"x":68,"y":680,"width":797,"height":11}},{"id":"df9a7ec0-0e81-4c8c-9348-1a201b179ce4","block_type":"box","text":"information barriers and other policies, and will not have any obligation or other duty to do so.","page_number":123,"box":{"x":70,"y":695,"width":667,"height":11}},{"id":"cc3eacb7-cc85-44b2-a2be-82ee71151eef","block_type":"box","text":"BlackRock has established cer tain information barriers and other policies to address the sharing of information","page_number":123,"box":{"x":102,"y":717,"width":794,"height":12}},{"id":"c39ea720-4628-4348-b0d4-75483121f8f1","block_type":"box","text":"between different businesses within BlackRock, including with respect to personnel responsible with managing","page_number":123,"box":{"x":69,"y":732,"width":791,"height":12}},{"id":"cf6848b7-44bc-4b38-93e3-ab483d9a1823","block_type":"box","text":"por tfolios and voting proxies with respect to cer tain index equity por tfolios versus those responsible for managing","page_number":123,"box":{"x":70,"y":748,"width":812,"height":11}},{"id":"6e336132-3ac0-40b0-ad07-8108612b1671","block_type":"box","text":"por tfolios and voting proxies with respect to all other por tfolios. As a result of information barriers, cer tain units of","page_number":123,"box":{"x":70,"y":763,"width":818,"height":11}},{"id":"d9c20711-b147-4857-adb7-f293a67676ae","block_type":"box","text":"BlackRock generally will not have access, or will have limited access, to cer tain information and personnel, including","page_number":123,"box":{"x":70,"y":778,"width":830,"height":11}},{"id":"f953b80e-0773-4e5f-861f-bb6c46bee77b","block_type":"box","text":"senior personnel, in other units of BlackRock, and generally will not manage the Funds with the benefit of information","page_number":123,"box":{"x":69,"y":793,"width":835,"height":11}},{"id":"1b09a961-a990-4737-bb06-35147a3e83b1","block_type":"box","text":"possessed by such other units. Therefore, BlackRock may not be able to review potential investments for the Funds","page_number":123,"box":{"x":70,"y":808,"width":824,"height":11}},{"id":"1631472c-1333-4c60-bd25-3dbde861c89d","block_type":"box","text":"with the benefit of information held by cer tain areas of BlackRock.","page_number":123,"box":{"x":68,"y":823,"width":472,"height":11}},{"id":"767d2b13-6e4d-4bee-a4cd-73ed90fc3b1c","block_type":"box","text":"BlackRock may determine to move cer tain personnel, businesses, or business units from one side of an","page_number":123,"box":{"x":102,"y":846,"width":744,"height":11}},{"id":"a84488df-168a-46ba-b424-755ce5f433e9","block_type":"box","text":"information barrier to the other side of the information barrier. In connection therewith, BlackRock personnel,","page_number":123,"box":{"x":70,"y":861,"width":775,"height":11}},{"id":"3b23db07-33e7-4c21-952f-021d155bbc32","block_type":"box","text":"businesses, and business units that were moved will no longer have access to the information and personnel from","page_number":123,"box":{"x":69,"y":876,"width":818,"height":11}},{"id":"a1be7c5b-59e8-479c-b873-416f951ebaae","block_type":"box","text":"the side of the information barrier from which they were moved. Information obtained in connection with such","page_number":123,"box":{"x":68,"y":891,"width":779,"height":11}},{"id":"2b052916-109d-449f-9765-fddcf65cf28f","block_type":"box","text":"changes to information barriers may limit or restrict the ability of BlackRock to engage in or otherwise effect","page_number":123,"box":{"x":69,"y":906,"width":771,"height":12}},{"id":"56f0a25e-99d4-4417-976f-357e8eb2ab6c","block_type":"box","text":"II-95","page_number":123,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"adaf1641-2b4e-4ad3-8179-2801bbc635ca","block_type":"box","text":"NM1026U-5981080-123/228","page_number":123,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"9c15e9e5-2fc2-41b0-a033-7b573cc19c95","block_type":"box","text":"transactions on behalf of the Funds (including purchasing or selling securities that BlackRock may otherwise have","page_number":124,"box":{"x":68,"y":45,"width":812,"height":11}},{"id":"28a72591-dd03-45c4-a498-a9b2332d18e7","block_type":"box","text":"purchased or sold for a client in the absence of a change to an information barrier). Information barriers may not","page_number":124,"box":{"x":70,"y":60,"width":803,"height":11}},{"id":"40f14d70-057c-463f-aeaf-0c818353e106","block_type":"box","text":"have their intended impact due to, for example, changes in applicable law or inadver tent crossings of the barriers,","page_number":124,"box":{"x":69,"y":75,"width":813,"height":11}},{"id":"37a9a2cf-bc3d-4ce2-b838-ade15932c6c9","block_type":"box","text":"and actions by personnel on one side of a barrier may impact the potential actions of personnel on the other side of","page_number":124,"box":{"x":69,"y":90,"width":829,"height":11}},{"id":"0eec532c-77c9-484b-a262-0f14ea532a75","block_type":"box","text":"a barrier.","page_number":124,"box":{"x":69,"y":105,"width":62,"height":9}},{"id":"00c51345-3c84-4f14-a04c-db6b942ff226","block_type":"box","text":"Although the information barriers are intended to allow for independent por tfolio management decision-making","page_number":124,"box":{"x":101,"y":128,"width":788,"height":11}},{"id":"0e2a6075-3c5a-4a84-a0f4-5a284979d515","block_type":"box","text":"and proxy voting among cer tain BlackRock businesses, the investment activities of BlackRock for BlackRock clients,","page_number":124,"box":{"x":69,"y":143,"width":827,"height":11}},{"id":"11556d43-80a7-46a1-a8f4-1f53866f0065","block_type":"box","text":"as well as BlackRock’s proprietary accounts, may nonetheless limit the investment strategies and rights of other","page_number":124,"box":{"x":69,"y":158,"width":805,"height":11}},{"id":"95824c5e-2d40-4a75-a6fc-785c807cea14","block_type":"box","text":"clients (including the Fund). As BlackRock’s assets under management increases, BlackRock clients may face greater","page_number":124,"box":{"x":69,"y":173,"width":840,"height":11}},{"id":"53ee51a5-f1af-4842-820b-b743c36542e0","block_type":"box","text":"negative impacts due to ownership restrictions and limitations imposed by laws, regulations, rules, regulators, or","page_number":124,"box":{"x":69,"y":188,"width":806,"height":12}},{"id":"273f8ba0-bf54-4ff2-b0ba-e4b9e7322670","block_type":"box","text":"issuers. For example, in cer tain circumstances where a BlackRock client invests in securities issued by companies","page_number":124,"box":{"x":70,"y":204,"width":818,"height":11}},{"id":"b6f85f26-abb5-4c52-9ba0-6539fe9b39fc","block_type":"box","text":"that operate in cer tain industries (","page_number":124,"box":{"x":68,"y":219,"width":244,"height":11}},{"id":"6456a52a-983b-48d1-9c07-49af495f78c2","block_type":"box","text":"e.g.","page_number":124,"box":{"x":314,"y":220,"width":25,"height":10}},{"id":"d0aa034d-4746-46ae-a230-8b153a58bcc8","block_type":"box","text":", banking, insurance, and utilities) or in cer tain emerging or international","page_number":124,"box":{"x":342,"y":219,"width":515,"height":11}},{"id":"daf2205a-cc60-4faf-a5ae-8afde5a9f4a9","block_type":"box","text":"markets, or are subject to regulatory or corporate ownership restrictions (","page_number":124,"box":{"x":69,"y":234,"width":523,"height":11}},{"id":"808837ad-9b03-4f32-8975-02a899ced79c","block_type":"box","text":"e.g.","page_number":124,"box":{"x":594,"y":235,"width":25,"height":10}},{"id":"a1311788-0a72-4f3e-b8f7-884b11a0037a","block_type":"box","text":", with mechanisms such as poison pills","page_number":124,"box":{"x":621,"y":234,"width":280,"height":11}},{"id":"e6288d3c-a88a-4119-81a0-2a844cef3018","block_type":"box","text":"in place to prevent takeovers), or where a BlackRock client invests in cer tain futures and derivatives, there may be","page_number":124,"box":{"x":70,"y":249,"width":816,"height":11}},{"id":"0275f656-f61a-4d45-985b-ec75e01d2849","block_type":"box","text":"limits on the aggregate amount invested by BlackRock for its clients and BlackRock’s proprietary accounts that may","page_number":124,"box":{"x":70,"y":264,"width":825,"height":11}},{"id":"f14721cb-e187-4ea1-8a98-4f5eccae6ae9","block_type":"box","text":"not be exceeded without the grant of a license or other regulatory or corporate approval, order, consent, relief, waiver","page_number":124,"box":{"x":69,"y":279,"width":837,"height":11}},{"id":"047e05fb-024e-4940-87a3-cf56834c3406","block_type":"box","text":"or non-disapproval or, if exceeded, may cause BlackRock or its clients to be subject to enforcement actions,","page_number":124,"box":{"x":69,"y":294,"width":769,"height":11}},{"id":"af47e6c4-4a3d-4fc5-872d-33ff6a16eab2","block_type":"box","text":"disgorgement of share ownership or profits, regulatory restrictions, complex compliance repor ting, increased","page_number":124,"box":{"x":69,"y":309,"width":775,"height":11}},{"id":"5d02d8c9-5f16-4436-b63f-d587398c887a","block_type":"box","text":"compliance costs or suffer disadvantages or business restrictions. In light of cer tain restrictions, BlackRock may also","page_number":124,"box":{"x":69,"y":324,"width":839,"height":12}},{"id":"b732cfec-90c9-4939-9a79-942b64fd7522","block_type":"box","text":"seek to make indirect investments (","page_number":124,"box":{"x":69,"y":340,"width":255,"height":10}},{"id":"50d0bfb1-32df-4e07-9fc4-d26e72dc5e08","block_type":"box","text":"e.g.","page_number":124,"box":{"x":326,"y":341,"width":24,"height":10}},{"id":"c038ffd3-6e5f-41ba-8f54-3064ee6b0e6c","block_type":"box","text":", using derivatives) on behalf of its clients to receive exposure to cer tain","page_number":124,"box":{"x":353,"y":339,"width":514,"height":12}},{"id":"8d8a479b-c596-49c9-9c16-a49c75ddd289","block_type":"box","text":"securities in excess of the applicable ownership restrictions and limitations when legally permitted that will expose","page_number":124,"box":{"x":69,"y":355,"width":817,"height":11}},{"id":"0af9e162-fd2c-412f-8f38-fc15df45f1a4","block_type":"box","text":"such clients to additional costs and additional risks, including any risks associated with investing in derivatives.","page_number":124,"box":{"x":69,"y":370,"width":795,"height":11}},{"id":"1d6868fd-02cc-48f4-b040-0a8e929ac2c5","block_type":"box","text":"There may be limited availability of derivatives that provide indirect exposure to an impacted security. BlackRock","page_number":124,"box":{"x":68,"y":385,"width":799,"height":11}},{"id":"5912803d-f343-450c-b1e2-1ad0bca3b486","block_type":"box","text":"clients can be subject to more than one ownership limitation depending on each client’s holdings, and each","page_number":124,"box":{"x":69,"y":400,"width":767,"height":11}},{"id":"af720170-947d-4bd6-b9e5-9f6b2b20046f","block_type":"box","text":"ownership limitation can impact multiple securities held by the client. Cer tain clients or shareholders may have their","page_number":124,"box":{"x":69,"y":415,"width":829,"height":11}},{"id":"367ede61-30d3-46fc-a1e8-999f90fd23d3","block_type":"box","text":"own overlapping obligations to monitor their compliance with ownership limitations across their investments.","page_number":124,"box":{"x":69,"y":430,"width":772,"height":11}},{"id":"42aefeca-5337-40e6-aaf2-238ef5d8a5ee","block_type":"box","text":"If cer tain aggregate ownership thresholds are reached either through the actions of BlackRock or a BlackRock","page_number":124,"box":{"x":102,"y":453,"width":783,"height":11}},{"id":"60776a30-b8c2-488c-9ab0-d8f9b3c1275d","block_type":"box","text":"client or as a result of corporate actions by the issuer, the ability of BlackRock on behalf of clients to purchase or","page_number":124,"box":{"x":69,"y":468,"width":808,"height":11}},{"id":"d0f292ba-128b-4edf-8b3a-e8d3254365d7","block_type":"box","text":"dispose of investments, or exercise rights (including voting) or under take business transactions, may be restricted by","page_number":124,"box":{"x":69,"y":483,"width":837,"height":11}},{"id":"81a60911-7d6f-425a-8be6-53f4c99b183a","block_type":"box","text":"law, regulation, rule, or organizational documents or otherwise impaired. For example, to meet the requirements of","page_number":124,"box":{"x":70,"y":498,"width":818,"height":11}},{"id":"8fef6513-1bab-4cbf-b9ed-c2ecafc5503b","block_type":"box","text":"an ownership limitation or restriction, a client may be unable to purchase or directly hold a security the client would","page_number":124,"box":{"x":69,"y":514,"width":821,"height":10}},{"id":"c692c4a4-fa55-46c1-aaed-57be1f0b741d","block_type":"box","text":"otherwise purchase or hold. The limitation or restriction may be based on the holdings of other BlackRock clients","page_number":124,"box":{"x":69,"y":528,"width":806,"height":12}},{"id":"10d96570-7cf2-4dbb-a535-56e867814188","block_type":"box","text":"instead of the specific client being restricted. For index funds, this means a fund may not be able to track its index as","page_number":124,"box":{"x":70,"y":543,"width":839,"height":12}},{"id":"0ba8c886-e19e-43e2-9708-c9e8d4333424","block_type":"box","text":"closely as it would if it was not subject to an ownership limitation or restriction because the fund cannot acquire the","page_number":124,"box":{"x":69,"y":559,"width":826,"height":11}},{"id":"8108a0b5-7857-4d91-a2df-76b1a0ae7590","block_type":"box","text":"amount of the impacted security included in its index. BlackRock on behalf of its clients may limit purchases, sell","page_number":124,"box":{"x":69,"y":574,"width":807,"height":11}},{"id":"575c228d-f178-42ec-9547-5bbf888f1db6","block_type":"box","text":"existing investments, utilize indirect investments, utilize information barriers, or otherwise restrict, forgo, or limit the","page_number":124,"box":{"x":69,"y":589,"width":830,"height":11}},{"id":"fd309d48-de0c-4af6-acd4-0929973fae8a","block_type":"box","text":"exercise of rights (including transferring, outsourcing, or limiting voting rights or forgoing the right to receive","page_number":124,"box":{"x":69,"y":604,"width":765,"height":11}},{"id":"66c47d74-9f17-4e26-b0b0-8189029b54bb","block_type":"box","text":"dividends) when BlackRock, in its sole discretion, deems it appropriate in light of potential regulatory or other","page_number":124,"box":{"x":69,"y":619,"width":781,"height":11}},{"id":"b8cc4e0a-1b15-4662-9665-1b6c5da963d6","block_type":"box","text":"restrictions on ownership or other consequences resulting from reaching investment thresholds. These types of","page_number":124,"box":{"x":69,"y":634,"width":796,"height":12}},{"id":"01bec8b2-45a0-4807-a18c-02bf0a53a534","block_type":"box","text":"restrictions could negatively impact a client’s per formance or ability to meet its investment objective.","page_number":124,"box":{"x":69,"y":649,"width":720,"height":12}},{"id":"f488c703-819f-4b0c-a841-8561ff16f4e8","block_type":"box","text":"When BlackRock or a BlackRock client is subject to an ownership limitation, BlackRock may in its discretion seek","page_number":124,"box":{"x":101,"y":672,"width":807,"height":11}},{"id":"8bdd5765-0d27-487f-80f6-86c6e5b2bf9e","block_type":"box","text":"permission from the applicable issuers or regulators to exceed the limitation. However, there is no guarantee that","page_number":124,"box":{"x":70,"y":687,"width":810,"height":11}},{"id":"1d4f6133-496c-4a72-8667-990de5aafe3d","block_type":"box","text":"permission will be granted, or that, once granted, it will not be modified or revoked at a later date with minimal or no","page_number":124,"box":{"x":70,"y":702,"width":829,"height":12}},{"id":"9dba0fe6-629b-4c10-a8cd-fc985f219d34","block_type":"box","text":"notice. The issuer and/or regulator may also require that BlackRock on behalf of itself and its clients take or refrain","page_number":124,"box":{"x":69,"y":717,"width":824,"height":12}},{"id":"37a33085-5fd3-44d3-af66-bf57f3c93331","block_type":"box","text":"from taking cer tain actions in connection with the approval, order, consent, relief or non-disapproval, which BlackRock","page_number":124,"box":{"x":68,"y":732,"width":841,"height":12}},{"id":"a1d259b9-692d-43cc-a399-32b17ea45492","block_type":"box","text":"may accept if it believes the benefits outweigh the costs and may limit BlackRock from taking actions that it","page_number":124,"box":{"x":69,"y":748,"width":770,"height":11}},{"id":"91d6edad-b032-4190-a424-329f3aeda485","block_type":"box","text":"otherwise would take. In those circumstances where ownership thresholds or limitations must be observed,","page_number":124,"box":{"x":69,"y":763,"width":769,"height":11}},{"id":"6904b9d1-3a21-4c39-b8b9-efa22a822dea","block_type":"box","text":"BlackRock seeks to allocate limited investment oppor tunities equitably among clients, taking into consideration","page_number":124,"box":{"x":70,"y":778,"width":794,"height":11}},{"id":"b63d1adb-932f-42e5-8c9d-f72beaf1f060","block_type":"box","text":"benchmark weight and investment strategy. BlackRock may adopt cer tain controls designed to prevent the","page_number":124,"box":{"x":69,"y":793,"width":757,"height":11}},{"id":"90e32b87-9020-44eb-b0f0-b8abdbb45fa7","block_type":"box","text":"occurrence of a breach of any applicable ownership threshold or limits, including, for example, when ownership in","page_number":124,"box":{"x":69,"y":808,"width":807,"height":11}},{"id":"2103904c-4121-4c70-8a86-437f634ed3b6","block_type":"box","text":"cer tain securities nears an applicable threshold, BlackRock may limit additional purchases in such securities or, with","page_number":124,"box":{"x":69,"y":823,"width":833,"height":11}},{"id":"eecb8b95-6371-401f-8d79-a92d7dd133cb","block_type":"box","text":"respect to ETFs, remove such securities from the list of Deposit Securities to be delivered to the Fund in connection","page_number":124,"box":{"x":69,"y":838,"width":827,"height":11}},{"id":"ae4ee9fa-a96e-480d-8866-671d5af3ad9d","block_type":"box","text":"with purchases of Creation Units of such Fund. If client holdings of an issuer exceed an applicable threshold and","page_number":124,"box":{"x":68,"y":853,"width":803,"height":12}},{"id":"10d626f9-2879-4c78-9463-1b08a06b0659","block_type":"box","text":"BlackRock is unable to obtain relief to enable the continued holding of such investments, it may be necessary to","page_number":124,"box":{"x":70,"y":869,"width":802,"height":11}},{"id":"8cc57bae-5022-4f71-a5a2-4a8016b33512","block_type":"box","text":"reduce these positions to meet the applicable limitations and BlackRock or such client may be subject to regulatory","page_number":124,"box":{"x":69,"y":884,"width":826,"height":11}},{"id":"784f622e-892f-4900-bc41-c5c75bc006c1","block_type":"box","text":"actions. In these cases, the investments will be sold in a manner that BlackRock deems fair and equitable over time.","page_number":124,"box":{"x":69,"y":899,"width":834,"height":11}},{"id":"576bcf12-4c24-42d4-bdb5-291514565715","block_type":"box","text":"II-96","page_number":124,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"e922e6b1-ad65-43c3-b1c9-5cb50d54f602","block_type":"box","text":"NM1026U-5981080-124/228","page_number":124,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"81f2e840-8785-49e3-9c12-9556149a04d5","block_type":"box","text":"Ownership limitations are highly complex. It is possible that, despite BlackRock’s intent to either comply with or","page_number":125,"box":{"x":102,"y":45,"width":795,"height":11}},{"id":"710b1ae7-abf2-478d-823a-7667a5f79ff8","block_type":"box","text":"be granted permission to exceed ownership limitations, it may inadver tently breach a limit or violate the corporate or","page_number":125,"box":{"x":69,"y":60,"width":831,"height":11}},{"id":"45452738-4240-4bf4-8c07-6c43e7570b3d","block_type":"box","text":"regulatory approval, order, consent, relief or non-disapproval that was obtained.","page_number":125,"box":{"x":69,"y":75,"width":566,"height":11}},{"id":"ac891f90-3493-4eda-8478-91d2fb3e6d57","block_type":"box","text":"In addition to the foregoing, other ownership thresholds may trigger repor ting requirements to governmental and","page_number":125,"box":{"x":102,"y":98,"width":798,"height":11}},{"id":"9f44688a-04fa-4565-bf8c-8790a0785ce4","block_type":"box","text":"regulatory authorities, and such repor ts may entail the disclosure of the identity of a client or BlackRock’s intended","page_number":125,"box":{"x":69,"y":113,"width":823,"height":11}},{"id":"eabe1e72-0c2a-47e5-ac6c-fd514fdd8368","block_type":"box","text":"strategy with respect to such security or asset.","page_number":125,"box":{"x":69,"y":128,"width":333,"height":11}},{"id":"1ba1bcbf-911a-439a-8475-7a38d041638b","block_type":"box","text":"BlackRock may maintain securities indices. To the extent permitted by applicable laws, the Funds may seek to","page_number":125,"box":{"x":102,"y":151,"width":785,"height":11}},{"id":"6e45753d-5a15-47d2-a1c8-3f8f768f11d5","block_type":"box","text":"license and use such indices as par t of their investment strategy. Index based funds that seek to track the","page_number":125,"box":{"x":70,"y":166,"width":760,"height":11}},{"id":"a332207c-bea0-463a-85b7-cd1d8278d94a","block_type":"box","text":"per formance of securities indices also may use the name of the index or index provider in the fund name. Index","page_number":125,"box":{"x":70,"y":181,"width":796,"height":11}},{"id":"354dadef-45af-4e1f-b350-bacb25e65628","block_type":"box","text":"providers, including BlackRock (to the extent permitted by applicable law), may be paid licensing fees for use of their","page_number":125,"box":{"x":70,"y":196,"width":830,"height":11}},{"id":"b7e971f4-0141-4f0d-ab90-91ee1a935148","block_type":"box","text":"index or index name. In instances where BlackRock charges a unitary management fee, BlackRock may have a","page_number":125,"box":{"x":70,"y":211,"width":788,"height":11}},{"id":"3f3a9f61-3067-4b18-81ff-699f80b4ad44","block_type":"box","text":"financial incentive to use a BlackRock index that is less costly to BlackRock than a third par ty index. BlackRock may","page_number":125,"box":{"x":68,"y":226,"width":829,"height":11}},{"id":"1c3f2bb5-6aff-4ec5-9b2a-ce9e71ea3d05","block_type":"box","text":"benefit from the Funds using BlackRock indices by creating increasing acceptance in the marketplace for such","page_number":125,"box":{"x":69,"y":241,"width":784,"height":11}},{"id":"58823600-61c4-4484-b336-18e5e1c2757f","block_type":"box","text":"indices. BlackRock is not obligated to license its indices to a Fund and the Funds are under no obligation to use","page_number":125,"box":{"x":70,"y":257,"width":797,"height":11}},{"id":"4602096f-70d3-4204-9466-f4bd7a1d2200","block_type":"box","text":"BlackRock indices. Any Fund that enters into a license for a BlackRock index cannot be assured that the terms of any","page_number":125,"box":{"x":70,"y":271,"width":837,"height":12}},{"id":"dcee2338-be7f-4f43-8036-696bf72ae86f","block_type":"box","text":"index licensing agreement with BlackRock will be as favorable as those terms offered to other licensees.","page_number":125,"box":{"x":70,"y":286,"width":746,"height":12}},{"id":"e3c41d5e-cd1e-456e-8665-03059d00fc48","block_type":"box","text":"BlackRock may enter into contractual arrangements with third-par ty service providers to a Fund (","page_number":125,"box":{"x":102,"y":309,"width":686,"height":11}},{"id":"8315e1ba-364d-48ab-b572-86b823403f0a","block_type":"box","text":"e.g.","page_number":125,"box":{"x":790,"y":311,"width":25,"height":9}},{"id":"050f6bf9-2c8d-41f1-905b-5ddc0b62f9ae","block_type":"box","text":", custodians,","page_number":125,"box":{"x":817,"y":309,"width":90,"height":11}},{"id":"d542ca04-7fd4-4760-9976-2bbc6b193df8","block_type":"box","text":"administrators and index providers) pursuant to which BlackRock receives fee discounts or concessions in","page_number":125,"box":{"x":69,"y":324,"width":756,"height":11}},{"id":"d3444dd1-2eb6-4303-beb1-13ac7d963e83","block_type":"box","text":"recognition of BlackRock’s overall relationship with such service providers. BlackRock may also enter into contractual","page_number":125,"box":{"x":69,"y":339,"width":836,"height":12}},{"id":"e10f1bde-6ce5-47ff-8e3c-36e516bc6007","block_type":"box","text":"arrangements with such service providers pursuant to which BlackRock incurs additional costs if the service","page_number":125,"box":{"x":69,"y":355,"width":772,"height":11}},{"id":"71bcbdc8-14b0-4031-ad7b-a7a187db7b68","block_type":"box","text":"provider’s services are terminated with respect to a Fund. To the extent that BlackRock is responsible for paying","page_number":125,"box":{"x":70,"y":370,"width":800,"height":11}},{"id":"a385f282-3ce2-490a-a2d1-9689a50fcb76","block_type":"box","text":"service providers out of its fees that it receives from the Funds, the benefits of lower fees, including any fee","page_number":125,"box":{"x":69,"y":385,"width":771,"height":11}},{"id":"eb731eb1-cd8b-4e35-b0dc-150266cbcf7a","block_type":"box","text":"discounts or concessions, or any additional savings, may accrue, in whole or in par t, to BlackRock, which could result","page_number":125,"box":{"x":69,"y":400,"width":839,"height":11}},{"id":"b6346aed-2ae9-4822-9972-bffc53694efc","block_type":"box","text":"in conflicts of interest relating to the use or termination of service providers to a Fund. In addition, conflicts of","page_number":125,"box":{"x":70,"y":415,"width":785,"height":11}},{"id":"bec6250e-8163-4632-8a39-d01c5034db06","block_type":"box","text":"interest may arise with respect to contractual arrangements with third-par ty service providers to a Fund, or the","page_number":125,"box":{"x":70,"y":430,"width":786,"height":11}},{"id":"2d788b32-de53-4cdd-8156-2ba4fcea4656","block_type":"box","text":"selection of such providers, par ticularly in circumstances where BlackRock is negotiating on behalf of both funds that","page_number":125,"box":{"x":69,"y":445,"width":837,"height":12}},{"id":"c263fa2e-0d37-48c6-b23d-57241fc8ee31","block_type":"box","text":"have a unitary management fee and those that do not or different service providers have different fee structures.","page_number":125,"box":{"x":69,"y":460,"width":809,"height":12}},{"id":"4f338b85-cc19-4331-bbdd-86a69ded1de9","block_type":"box","text":"Conflicts of interest may arise as a result of simultaneous investment management of multiple client accounts","page_number":125,"box":{"x":102,"y":483,"width":788,"height":11}},{"id":"a0ccf7d6-7fd3-4324-a52d-d9911a25b88f","block_type":"box","text":"by BlackRock’s investment professionals. For example, differences in the advisory fee structure may create the","page_number":125,"box":{"x":69,"y":498,"width":795,"height":11}},{"id":"fcb8f9fc-0e7b-4d23-a60e-2f542bda6c5d","block_type":"box","text":"appearance of actual or potential conflicts of interest because such differences could create pecuniary incentives for","page_number":125,"box":{"x":69,"y":513,"width":835,"height":11}},{"id":"db68d0a2-190a-474c-acde-92b04152cc81","block_type":"box","text":"BlackRock to favor one client account over another.","page_number":125,"box":{"x":70,"y":528,"width":363,"height":9}},{"id":"faee9c5d-6167-4608-9342-fe0fd8cbd581","block_type":"box","text":"BlackRock owns or has an ownership interest in cer tain trading, por tfolio management, operations and/or","page_number":125,"box":{"x":102,"y":551,"width":757,"height":11}},{"id":"dd809a07-4f18-4955-a6f6-ad3b7bdbdcb7","block_type":"box","text":"information systems used by Fund service providers. These systems are, or will be, used by a Fund service provider","page_number":125,"box":{"x":70,"y":566,"width":826,"height":11}},{"id":"6be03eca-a843-4f41-81c2-f06d7cbd4c73","block_type":"box","text":"in connection with the provision of services to accounts managed by BlackRock and funds managed and sponsored","page_number":125,"box":{"x":70,"y":581,"width":822,"height":12}},{"id":"653cd3b1-0969-49d2-a7ec-32d4d59fff39","block_type":"box","text":"by BlackRock, including the Funds, that engage the service provider (typically the custodian). A Fund’s service","page_number":125,"box":{"x":69,"y":597,"width":782,"height":11}},{"id":"f6781866-96b9-46e5-b770-b99262953aaf","block_type":"box","text":"provider remunerates BlackRock for the use of the systems. A Fund service provider’s payments to BlackRock for the","page_number":125,"box":{"x":70,"y":612,"width":835,"height":11}},{"id":"cca43785-b3a9-4804-88f8-256fa081e434","block_type":"box","text":"use of these systems may enhance the profitability of BlackRock.","page_number":125,"box":{"x":69,"y":627,"width":465,"height":11}},{"id":"5f3b6074-b46d-4f68-a904-5c0d4d06fd58","block_type":"box","text":"BlackRock’s receipt of fees from a service provider in connection with the use of systems provided by BlackRock","page_number":125,"box":{"x":102,"y":649,"width":804,"height":12}},{"id":"e286ff70-d971-49a2-94e8-d156a060cd56","block_type":"box","text":"may create an incentive for BlackRock to recommend that a Fund enter into or renew an arrangement with the service","page_number":125,"box":{"x":69,"y":664,"width":840,"height":12}},{"id":"34fc3360-63cd-432f-be37-1a09fb485928","block_type":"box","text":"provider.","page_number":125,"box":{"x":70,"y":680,"width":58,"height":11}},{"id":"922a1115-2e1f-460d-b8d6-e668ba0c4912","block_type":"box","text":"In recognition of a BlackRock client’s overall relationship with BlackRock, BlackRock may offer special pricing","page_number":125,"box":{"x":102,"y":702,"width":778,"height":12}},{"id":"f65ebdae-1ba9-44c2-bf9b-629a549ea76f","block_type":"box","text":"arrangements for cer tain services provided by BlackRock. Any such special pricing arrangements will not affect Fund","page_number":125,"box":{"x":69,"y":717,"width":831,"height":12}},{"id":"5827dfc0-1ed8-4774-b232-ea25f7b5d270","block_type":"box","text":"fees and expenses applicable to such client’s investment in a Fund.","page_number":125,"box":{"x":68,"y":732,"width":485,"height":11}},{"id":"f863485a-c67d-4779-b88d-ddd27f5661dd","block_type":"box","text":"Present and future activities of BlackRock and its directors, officers and employees, in addition to those","page_number":125,"box":{"x":102,"y":755,"width":742,"height":11}},{"id":"7a0ab297-8ad3-402d-a996-26101c52c0df","block_type":"box","text":"described in this section, may give rise to additional conflicts of interest.","page_number":125,"box":{"x":69,"y":770,"width":517,"height":12}},{"id":"62ce90bf-1729-4f2c-9a1f-7387ec5e861b","block_type":"box","text":"PURCHASE OF SHARES","page_number":125,"box":{"x":395,"y":800,"width":188,"height":10}},{"id":"870cd7dd-017e-4a91-98d6-866a07c9ba8e","block_type":"box","text":"Most BlackRock-advised open-end funds offer multiple classes of shares under a plan adopted under Rule 18f-3","page_number":125,"box":{"x":102,"y":823,"width":800,"height":11}},{"id":"1bb7e0dc-6e3f-45ac-b8e2-f44be28c1530","block_type":"box","text":"under the Investment Company Act. Investor A Shares are sold to investors choosing the initial sales charge","page_number":125,"box":{"x":69,"y":838,"width":771,"height":11}},{"id":"f66d7cad-c322-4181-979e-aeb2e8d81475","block_type":"box","text":"alternative, except that Investor A Shares of Index Funds (defined below) and BlackRock Shor t Obligations Fund are","page_number":125,"box":{"x":69,"y":853,"width":822,"height":11}},{"id":"56323d90-7d97-4fde-b2bd-ae997881e0b4","block_type":"box","text":"generally not subject to an initial sales charge, and Investor C Shares are sold to investors choosing the deferred","page_number":125,"box":{"x":68,"y":868,"width":809,"height":11}},{"id":"0c78e691-8f39-439b-b402-832d0b3abaf3","block_type":"box","text":"sales charge alternative. Investor P Shares are available only to cer tain investors purchasing shares of Funds","page_number":125,"box":{"x":69,"y":883,"width":781,"height":11}},{"id":"77253935-0bfb-4e61-8aa9-39221d48c132","block_type":"box","text":"through registered representatives of an insurance company’s broker-dealer that has entered into an agreement with","page_number":125,"box":{"x":68,"y":898,"width":833,"height":11}},{"id":"a39c641e-5493-408b-8b08-d55ca2296e15","block_type":"box","text":"II-97","page_number":125,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"75197055-d5e8-4726-b6c7-e53a4d67210b","block_type":"box","text":"NM1026U-5981080-125/228","page_number":125,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"1837b817-d023-473a-8eb5-b807c897c10b","block_type":"box","text":"the Distributor to offer such shares. Institutional Shares are sold to cer tain eligible investors without a sales charge.","page_number":126,"box":{"x":68,"y":45,"width":833,"height":11}},{"id":"7db3eeae-73c9-46e9-8f08-237b28ea7217","block_type":"box","text":"Cer tain Funds offer Class R Shares, which are available only to cer tain employer-sponsored retirement plans and are","page_number":126,"box":{"x":69,"y":60,"width":835,"height":11}},{"id":"ba01d706-128e-462e-83f0-8a86dea3206b","block_type":"box","text":"sold without a sales charge. Cer tain Funds offer Class G Shares, which are available only to investors on eligible","page_number":126,"box":{"x":69,"y":75,"width":804,"height":11}},{"id":"1de6c1f6-d999-4998-8eed-f321f5eeec95","block_type":"box","text":"platforms, which are platforms where clients invest in the Fund through a single omnibus account in the name of a","page_number":126,"box":{"x":70,"y":90,"width":816,"height":11}},{"id":"4d31fee2-9c5b-4726-8293-695a67e58a4f","block_type":"box","text":"financial intermediary that meets an initial investment minimum of $2 billion. In addition, cer tain Funds offer Service","page_number":126,"box":{"x":68,"y":104,"width":835,"height":12}},{"id":"ef65eebd-e0ec-4ac4-a718-17960d0908fb","block_type":"box","text":"Shares, BlackRock Shares and/or Class K Shares that are available only to cer tain eligible investors. Please see the","page_number":126,"box":{"x":69,"y":120,"width":834,"height":12}},{"id":"d6f3715c-3d8e-4769-8de7-372ece66c53e","block_type":"box","text":"appropriate Prospectus for your Fund to determine which classes are offered by your Fund and under what","page_number":126,"box":{"x":69,"y":135,"width":757,"height":11}},{"id":"26d3f0b8-4c90-4679-bc7e-473368355261","block_type":"box","text":"circumstances. Each class has different exchange privileges. See “Shareholder Services — Exchange Privilege.”","page_number":126,"box":{"x":69,"y":150,"width":802,"height":12}},{"id":"a17ff3be-48a5-4c72-ad9d-7ad8e665357a","block_type":"box","text":"The applicable offering price for purchase orders is based on the NAV of a Fund next determined after receipt of","page_number":126,"box":{"x":101,"y":173,"width":799,"height":11}},{"id":"23b3a44b-565b-4d5c-a389-4ff0bf650a90","block_type":"box","text":"the purchase order by a dealer or other financial intermediary (“Selling Dealer”) that has been authorized by the","page_number":126,"box":{"x":68,"y":188,"width":798,"height":12}},{"id":"33531319-52a6-4e48-9770-996eeaf0c823","block_type":"box","text":"Distributor by contract to accept such orders. In addition, with respect to the affiliated underlying funds in which","page_number":126,"box":{"x":70,"y":203,"width":795,"height":12}},{"id":"7183873f-2a44-4698-b86e-f0789402f11b","block_type":"box","text":"target date funds advised by BlackRock or its affiliates (“BlackRock Target Date Funds”) invest, the applicable","page_number":126,"box":{"x":68,"y":218,"width":786,"height":12}},{"id":"06e6fd18-1e90-4dc4-a45b-bf9c8d56770c","block_type":"box","text":"offering price of each affiliated underlying fund is based on the NAV of such affiliated underlying fund next determined","page_number":126,"box":{"x":69,"y":234,"width":839,"height":11}},{"id":"53c9f40f-570e-4d16-96e4-a55a1521dafa","block_type":"box","text":"after a purchase order is received, or deemed to be received upon receipt by a Selling Dealer, by the BlackRock","page_number":126,"box":{"x":69,"y":249,"width":795,"height":11}},{"id":"70dea68c-7c53-401f-ae28-9339a2a87960","block_type":"box","text":"Target Date Funds that allocate a por tion of such purchase order to such affiliated underlying fund. As to purchase","page_number":126,"box":{"x":68,"y":264,"width":819,"height":11}},{"id":"9b13af25-84d4-4f95-8ce2-19314116a7d3","block_type":"box","text":"orders received by Selling Dealers or BlackRock Target Date Funds prior to the close of business on the New York","page_number":126,"box":{"x":69,"y":279,"width":808,"height":11}},{"id":"5296c9f8-8ad2-4a37-a0da-69eaa2ab8ae0","block_type":"box","text":"Stock Exchange (“NYSE”) (generally, the NYSE closes at 4:00 p.m. Eastern time), on the day the order is placed,","page_number":126,"box":{"x":69,"y":294,"width":803,"height":11}},{"id":"1432ff88-ca06-4223-804f-4b60197aefc4","block_type":"box","text":"including orders received after the close of business on the previous day, the applicable offering price is based on","page_number":126,"box":{"x":70,"y":309,"width":812,"height":11}},{"id":"07cfc555-0a64-46d5-8f94-24d7414a0608","block_type":"box","text":"the NAV determined as of the close of business on the NYSE on that day. If the purchase orders are not received by","page_number":126,"box":{"x":68,"y":324,"width":828,"height":11}},{"id":"812c9436-6f4d-4824-bffc-d6400ffea1d0","block_type":"box","text":"the Selling Dealer or a BlackRock Target Date Fund before the close of business on the NYSE, such orders are","page_number":126,"box":{"x":68,"y":339,"width":788,"height":12}},{"id":"70694c58-0964-45f8-a28b-00408bc2e2e6","block_type":"box","text":"deemed received on the next business day. It is the responsibility of brokers to transmit purchase orders and","page_number":126,"box":{"x":69,"y":355,"width":779,"height":11}},{"id":"461d6c49-e3af-40f2-937b-804619a7dafd","block_type":"box","text":"payment on a timely basis. Generally, if payment is not received within the period described in the Prospectuses, the","page_number":126,"box":{"x":70,"y":370,"width":830,"height":11}},{"id":"14977706-bbd7-419f-9a0c-90281863062c","block_type":"box","text":"order will be canceled, notice thereof will be given, and the broker and its customers will be responsible for any loss","page_number":126,"box":{"x":69,"y":385,"width":828,"height":11}},{"id":"d790e25f-cf6e-4dff-95bc-1642574ab563","block_type":"box","text":"to the Fund or its shareholders. Orders of less than $500 may be mailed by a broker to the Transfer Agent.","page_number":126,"box":{"x":68,"y":399,"width":762,"height":12}},{"id":"244d88ab-f6cf-45c6-a88f-3a570d47bc55","block_type":"box","text":"The minimum investment for the initial purchase of shares is set for th in the Prospectus for each Fund. The","page_number":126,"box":{"x":101,"y":423,"width":768,"height":11}},{"id":"f194ff96-fd6c-41cf-b5db-180ac8de7c40","block_type":"box","text":"minimum initial investment for employees of a Fund, a Fund’s Manager, Sub-Advisers or BRIL or employees of their","page_number":126,"box":{"x":69,"y":438,"width":819,"height":11}},{"id":"df2c6f1c-6c78-4b67-a033-1f6a6b0b3390","block_type":"box","text":"affiliates is $100, unless payment is made through a payroll deduction program in which case the minimum","page_number":126,"box":{"x":69,"y":452,"width":769,"height":12}},{"id":"a76ca0ce-dff6-4d8a-9a1e-3aeafd73ad26","block_type":"box","text":"investment is $25.","page_number":126,"box":{"x":70,"y":467,"width":132,"height":11}},{"id":"6ac3602b-658a-47fe-9b51-8da8b1622c52","block_type":"box","text":"Each Fund has lower investment minimums for other categories of shareholders eligible to purchase Institutional","page_number":126,"box":{"x":102,"y":491,"width":802,"height":11}},{"id":"551c50f2-4bc3-4cac-aad5-00b5de326d94","block_type":"box","text":"Shares, including selected fee-based programs. Each Fund may permit a lower initial investment for cer tain investors","page_number":126,"box":{"x":69,"y":506,"width":833,"height":11}},{"id":"be20a824-4846-43c6-bfcd-ccac4007b9fa","block_type":"box","text":"if their purchase, combined with purchases by other investors received together by the Fund, meets the minimum","page_number":126,"box":{"x":70,"y":521,"width":806,"height":11}},{"id":"0b703ffc-380e-4bf7-b20a-b2e703cf744f","block_type":"box","text":"investment requirement. Each Fund may reject any purchase order, modify or waive the minimum initial or","page_number":126,"box":{"x":70,"y":536,"width":751,"height":11}},{"id":"679c49ff-f56b-48d9-8412-0b811664c7f4","block_type":"box","text":"subsequent investment requirements and suspend and resume the sale of any share class of any Fund at any time.","page_number":126,"box":{"x":69,"y":551,"width":826,"height":11}},{"id":"ba93e3b1-1535-446b-80cf-3884c05eb846","block_type":"box","text":"Financial intermediaries may, in connection with a change in account type or otherwise in accordance with a","page_number":126,"box":{"x":102,"y":574,"width":768,"height":11}},{"id":"b23ceb35-17fc-499a-b3e8-fd2fbf7d13a0","block_type":"box","text":"financial intermediary’s policies and procedures, exchange shares of a Fund from one class of shares to another","page_number":126,"box":{"x":68,"y":589,"width":807,"height":11}},{"id":"fffe45c1-3a79-4b74-9dee-5da02e908d82","block_type":"box","text":"class of shares of the same Fund, provided that the exchanged shares are not subject to a contingent deferred sales","page_number":126,"box":{"x":69,"y":604,"width":836,"height":11}},{"id":"97b779cb-780a-4c46-95c1-8ca75095e902","block_type":"box","text":"charge (“CDSC”) and that shareholders meet eligibility requirements of the new share class. Please speak to your","page_number":126,"box":{"x":69,"y":619,"width":814,"height":11}},{"id":"60864844-73ba-4a79-b2b5-beabb8986ada","block_type":"box","text":"financial intermediary for information about specific policies and procedures applicable to your account.","page_number":126,"box":{"x":68,"y":634,"width":740,"height":11}},{"id":"112186e2-4db4-4347-9133-c31bc3e3f30e","block_type":"box","text":"Each Fund or the Distributor may suspend the continuous offering of the Fund’s shares of any class at any time","page_number":126,"box":{"x":102,"y":657,"width":795,"height":11}},{"id":"b12da699-cef6-4897-9a90-1c68b33b8b40","block_type":"box","text":"in response to conditions in the securities markets or otherwise and may resume offering the shares from time to","page_number":126,"box":{"x":70,"y":672,"width":813,"height":11}},{"id":"9927e8a1-6bdf-44cd-9a0c-2814bce3a1a4","block_type":"box","text":"time. Any order may be rejected by a Fund or the Distributor. Neither the Distributor, the securities dealers nor other","page_number":126,"box":{"x":68,"y":687,"width":827,"height":11}},{"id":"ee8ec85e-1c39-462a-9cb7-e5f961330c22","block_type":"box","text":"financial intermediaries are permitted to withhold placing orders to benefit themselves by a price change.","page_number":126,"box":{"x":68,"y":702,"width":750,"height":12}},{"id":"7ddd0405-ec9d-479d-926d-836baa053473","block_type":"box","text":"The term “purchase,” as used in the Prospectus and this SAI, refers to (i) a single purchase by an individual,","page_number":126,"box":{"x":101,"y":725,"width":776,"height":11}},{"id":"c891ee5b-2c1d-4f75-9bb5-6cc617ab0853","block_type":"box","text":"(ii) concurrent purchases by an individual, his or her spouse and their children purchasing shares for his, her or their","page_number":126,"box":{"x":69,"y":740,"width":831,"height":11}},{"id":"d7e0f6ed-b118-4317-a1bc-7323e0665696","block_type":"box","text":"own account, and (iii) single purchases by a trustee or other fiduciary purchasing shares for a single trust estate or","page_number":126,"box":{"x":69,"y":755,"width":822,"height":11}},{"id":"cec7c8f1-7c2d-412a-b32a-09de90ac3ad9","block_type":"box","text":"single fiduciary account although more than one beneficiary may be involved. The term “purchase” also includes","page_number":126,"box":{"x":69,"y":770,"width":802,"height":12}},{"id":"fcffc358-a42c-4543-b88a-08de151d76ec","block_type":"box","text":"purchases by any “company,” as that term is defined in the Investment Company Act, but does not include purchases","page_number":126,"box":{"x":70,"y":785,"width":839,"height":12}},{"id":"1c2dc54e-46cd-47bf-b48d-ff0314b215ee","block_type":"box","text":"by (i) any company that has not been in existence for at least six months, (ii) a company that has no purpose other","page_number":126,"box":{"x":69,"y":801,"width":819,"height":11}},{"id":"90ecdc74-510d-4b72-b505-ce368a6d0179","block_type":"box","text":"than the purchase of shares of a Fund or shares of other registered investment companies at a discount, or (iii) any","page_number":126,"box":{"x":68,"y":816,"width":827,"height":11}},{"id":"bcdb04ff-cb23-431e-ac27-aeadd9dbd9fb","block_type":"box","text":"group of individuals whose sole organizational nexus is that its par ticipants are credit cardholders of a company,","page_number":126,"box":{"x":68,"y":831,"width":803,"height":11}},{"id":"4ae82e93-55a9-4674-b832-1ffeb1c94664","block_type":"box","text":"policyholders of an insurance company, customers of either a bank or broker-dealer or clients of an investment","page_number":126,"box":{"x":70,"y":846,"width":788,"height":11}},{"id":"881434db-0bdf-4e00-9995-0f7454de78c1","block_type":"box","text":"adviser.","page_number":126,"box":{"x":69,"y":861,"width":53,"height":9}},{"id":"06eced94-e976-4cc0-8817-dd4027884372","block_type":"box","text":"With cer tain limited exceptions, the Funds are generally available only to investors residing in the United States","page_number":126,"box":{"x":101,"y":884,"width":795,"height":11}},{"id":"b6e9d36a-0ed2-4ecb-975d-6cbff71ab526","block_type":"box","text":"and may not be distributed by a foreign financial intermediary. Under this policy, in order to accept new accounts or","page_number":126,"box":{"x":69,"y":899,"width":821,"height":11}},{"id":"52c56b7f-1d4f-420d-ac7c-60446f7cb6d1","block_type":"box","text":"II-98","page_number":126,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"966de756-6a8c-45f1-b11c-27d1f5b6e87f","block_type":"box","text":"NM1026U-5981080-126/228","page_number":126,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"d733a0cc-11f6-41dc-be98-b90dddd89a5a","block_type":"box","text":"additional investments (including by way of exchange from another Fund) into existing accounts, a Fund generally","page_number":127,"box":{"x":69,"y":45,"width":803,"height":11}},{"id":"8828c470-6ada-49c6-8925-6ef17f3f935b","block_type":"box","text":"requires that (i) a shareholder that is a natural person be a U.S. citizen or resident alien, in each case residing within","page_number":127,"box":{"x":69,"y":60,"width":834,"height":11}},{"id":"f037ab2c-de77-492c-a767-25b730d952f6","block_type":"box","text":"the United States or a U.S. territory (including APO/FPO/DPO addresses), and have a valid U.S. taxpayer","page_number":127,"box":{"x":68,"y":75,"width":747,"height":11}},{"id":"a4ae84c3-6a72-4ffb-9d6d-40d32659f0f5","block_type":"box","text":"identification number, and (ii) a financial intermediary or a shareholder that is an entity be domiciled in the United","page_number":127,"box":{"x":70,"y":90,"width":809,"height":11}},{"id":"4deea507-5769-4d9d-bd12-18d8015c12aa","block_type":"box","text":"States and have a valid U.S. taxpayer identification number or be domiciled in a U.S. territory and have a valid U.S.","page_number":127,"box":{"x":69,"y":105,"width":819,"height":11}},{"id":"f253c4fd-fa5c-4c68-ba39-5d6c67f700e8","block_type":"box","text":"taxpayer identification number or IRS Form W-8. Any existing account that is updated to reflect a non-U.S. address will","page_number":127,"box":{"x":68,"y":120,"width":840,"height":12}},{"id":"4080f033-08f0-442f-993a-cf67e746ff21","block_type":"box","text":"also be restricted from making additional investments.","page_number":127,"box":{"x":69,"y":135,"width":388,"height":12}},{"id":"96cc6a2f-4b4a-447b-b908-f7975f9a75eb","block_type":"box","text":"In-Kind Purchases","page_number":127,"box":{"x":102,"y":158,"width":127,"height":9}},{"id":"04abafde-0afe-4440-9b93-6d40a29ac4c9","block_type":"box","text":". Payment for shares of a Fund may, at the discretion of BlackRock, be made in the form of","page_number":127,"box":{"x":230,"y":158,"width":649,"height":11}},{"id":"40420a63-8ee8-4cf5-b702-fa20207d11bf","block_type":"box","text":"securities that are permissible investments for the Fund and that meet the investment objective, policies and","page_number":127,"box":{"x":69,"y":173,"width":779,"height":11}},{"id":"dee987d3-b959-4133-a781-d23bd7665e79","block_type":"box","text":"limitations of the Fund as described herein. In connection with an in-kind securities payment, the Fund may require,","page_number":127,"box":{"x":70,"y":188,"width":820,"height":11}},{"id":"40064ae1-ceb8-49b5-838a-005eb65c41ff","block_type":"box","text":"among other things, that the securities: (i) be valued on the day of purchase in accordance with the pricing methods","page_number":127,"box":{"x":69,"y":203,"width":827,"height":12}},{"id":"756064d4-151f-46f0-8bc7-91c4827185f4","block_type":"box","text":"used by the Fund; (ii) be accompanied by satisfactory assurance that the Fund will have good and marketable title to","page_number":127,"box":{"x":69,"y":218,"width":831,"height":12}},{"id":"ce13bb14-f973-4f83-b65c-dcffd45f151e","block_type":"box","text":"such securities; (iii) not be subject to any restrictions upon resale by the Fund; (iv) be in proper form for transfer to","page_number":127,"box":{"x":69,"y":234,"width":817,"height":11}},{"id":"2b841fb3-fb91-4ae5-bec3-8a2939712cca","block_type":"box","text":"the Fund; and (v) be accompanied by adequate information concerning the basis and other tax matters relating to the","page_number":127,"box":{"x":68,"y":249,"width":837,"height":11}},{"id":"ac8f3687-d1de-473b-b740-413e26c84648","block_type":"box","text":"securities. All dividends, interest, subscription or other rights per taining to such securities shall become the proper ty","page_number":127,"box":{"x":69,"y":264,"width":835,"height":11}},{"id":"de070865-4bcd-450b-91ce-e1677205a3ce","block_type":"box","text":"of the Fund engaged in the in-kind purchase transaction and must be delivered to the Fund by the investor upon","page_number":127,"box":{"x":69,"y":279,"width":795,"height":11}},{"id":"42bdcb3d-d34a-4d67-a5e0-fdddfd6eb8c8","block_type":"box","text":"receipt from the issuer. Shares purchased in exchange for securities generally cannot be redeemed until the transfer","page_number":127,"box":{"x":69,"y":294,"width":833,"height":11}},{"id":"268104bc-db7d-4f4e-9b46-7fdc869ee094","block_type":"box","text":"has settled.","page_number":127,"box":{"x":69,"y":309,"width":83,"height":9}},{"id":"051b069a-1bf2-440b-be0c-bef5b20ff3ea","block_type":"box","text":"Institutional Shares","page_number":127,"box":{"x":69,"y":340,"width":142,"height":8}},{"id":"d6f8a669-c018-4b20-941e-c44b9d9b35a4","block_type":"box","text":"Institutional Shares may be purchased at NAV without a sales charge. Only cer tain investors are eligible to","page_number":127,"box":{"x":102,"y":362,"width":759,"height":11}},{"id":"e9e14b66-9bfb-438e-ad6a-7908317ba011","block_type":"box","text":"purchase Institutional Shares. Investors who are eligible to purchase Institutional Shares should purchase","page_number":127,"box":{"x":70,"y":377,"width":756,"height":12}},{"id":"6b399ae6-887f-4e44-b4a3-9d5063274d6e","block_type":"box","text":"Institutional Shares because they are not subject to any sales charge and have lower ongoing expenses than","page_number":127,"box":{"x":70,"y":392,"width":775,"height":12}},{"id":"69afa270-2a7e-4375-b892-3b1a79319082","block_type":"box","text":"Investor A, Investor A1, Investor C, Investor P, Class R or Service Shares. A Fund may in its discretion waive or modify","page_number":127,"box":{"x":70,"y":407,"width":839,"height":12}},{"id":"1860579f-3aca-421d-b9b9-90fa9b676407","block_type":"box","text":"any minimum investment amount, may reject any order for any class of shares and may suspend and resume the","page_number":127,"box":{"x":69,"y":423,"width":807,"height":11}},{"id":"ac6d953d-8a91-4d3e-87b4-adaafe75092d","block_type":"box","text":"sale of shares of any Fund at any time.","page_number":127,"box":{"x":69,"y":438,"width":276,"height":11}},{"id":"1ee29424-b317-42b7-80bc-d4d913f57d9d","block_type":"box","text":"Eligible Institutional Share Investors.","page_number":127,"box":{"x":102,"y":460,"width":259,"height":12}},{"id":"dd605155-d01b-4b41-a128-62e32ec139ee","block_type":"box","text":"Institutional Shares of the Funds may be purchased by customers of broker","page_number":127,"box":{"x":369,"y":460,"width":540,"height":12}},{"id":"dbdcdcae-f609-4776-afcc-83328f39f39e","block_type":"box","text":"dealers and agents that have established a servicing relationship with the Fund on behalf of their customers. These","page_number":127,"box":{"x":69,"y":475,"width":826,"height":12}},{"id":"2151ed8b-653b-4478-9577-d8f156383af2","block_type":"box","text":"broker-dealers and agents may impose additional or different conditions on the purchase or redemption of Fund","page_number":127,"box":{"x":69,"y":491,"width":796,"height":11}},{"id":"fc2fda59-5e5a-4702-a098-3f96e39bee18","block_type":"box","text":"shares by their customers and may charge their customers transaction, account or other fees on the purchase and","page_number":127,"box":{"x":69,"y":506,"width":819,"height":11}},{"id":"4c3a9325-61fa-4b7e-b2b8-31aef2bf9e2c","block_type":"box","text":"redemption of Fund shares. Each broker-dealer or agent is responsible for transmitting to its customers a schedule of","page_number":127,"box":{"x":69,"y":521,"width":840,"height":11}},{"id":"c13b5062-aab0-4415-8acf-e953c8ae021f","block_type":"box","text":"any such fees and information regarding any additional or different conditions regarding purchases and redemptions.","page_number":127,"box":{"x":69,"y":536,"width":833,"height":11}},{"id":"980f4cb6-9ab8-4a7a-8fa8-4b49fc2c70c9","block_type":"box","text":"Shareholders who are customers of such broker-dealers or agents should consult them for information regarding","page_number":127,"box":{"x":69,"y":551,"width":802,"height":11}},{"id":"d50eb33f-6a58-4737-bc4a-a6146d6c925b","block_type":"box","text":"these fees and conditions.","page_number":127,"box":{"x":68,"y":566,"width":189,"height":9}},{"id":"6b55f9cd-09a0-417d-bd77-ffb9d0587bfb","block_type":"box","text":"Payment for Institutional Shares must normally be made in Federal funds or other funds immediately available by","page_number":127,"box":{"x":102,"y":589,"width":805,"height":11}},{"id":"340d8dcc-c8ff-44c3-82fc-2551c7655d03","block_type":"box","text":"4 p.m. (Eastern time) on the first business day following receipt of the order. Payment may also, in the discretion of","page_number":127,"box":{"x":69,"y":604,"width":825,"height":11}},{"id":"a02c052a-5bd1-43c2-b381-5c0399c21a26","block_type":"box","text":"cer tain Funds, be made in the form of securities that are permissible investments for such Funds. If payment for a","page_number":127,"box":{"x":69,"y":619,"width":817,"height":11}},{"id":"c4443ad4-44f2-4c84-8edb-cd40c45184c3","block_type":"box","text":"purchase order is not received by the prescribed time, an investor may be liable for any resulting losses or expenses","page_number":127,"box":{"x":70,"y":634,"width":831,"height":12}},{"id":"460277bf-52c4-45a2-b7b8-8394a685ebff","block_type":"box","text":"incurred by the Fund.","page_number":127,"box":{"x":70,"y":650,"width":147,"height":11}},{"id":"af8baa03-b104-409b-94f4-2ed5c8c5ae0d","block_type":"box","text":"Cer tain of the Funds offer Institutional Shares as described in each such Fund’s Prospectus. In addition, the","page_number":127,"box":{"x":102,"y":672,"width":774,"height":11}},{"id":"160c8095-7853-484c-83af-7ff1556d1535","block_type":"box","text":"following investors may purchase Institutional Shares: employees, officers and directors/trustees of BlackRock, Inc.,","page_number":127,"box":{"x":68,"y":687,"width":834,"height":11}},{"id":"e281a6ef-285c-41f1-8e3e-6f41ee42306f","block_type":"box","text":"BlackRock Funds, Bank of America Corporation (“BofA Corp.”), Barclays PLC or their respective affiliates and","page_number":127,"box":{"x":70,"y":702,"width":773,"height":11}},{"id":"8035669a-541f-407f-af24-8a8c2d868002","block_type":"box","text":"immediate family members of such persons, individuals and “Institutional Investors” with a minimum initial","page_number":127,"box":{"x":70,"y":717,"width":762,"height":12}},{"id":"e632781d-92b8-4a43-8694-75a31fa71303","block_type":"box","text":"investment of $2 million who may purchase shares of a Fund through a financial intermediary that has entered into","page_number":127,"box":{"x":70,"y":732,"width":821,"height":12}},{"id":"06e0db54-2033-4bd8-9c66-8bfa74076b92","block_type":"box","text":"an agreement with the Distributor to purchase such shares (“Institutional Investors” include, but are not limited to,","page_number":127,"box":{"x":69,"y":748,"width":819,"height":11}},{"id":"05707f61-04e7-41d7-826f-4030c25949aa","block_type":"box","text":"endowments, foundations, family offices, local, city, and state governmental institutions, corporations, and insurance","page_number":127,"box":{"x":69,"y":763,"width":836,"height":11}},{"id":"2d48656e-b4e5-4af0-81a4-2da23eeab748","block_type":"box","text":"company separate accounts); employer-sponsored retirement plans (which, for this purpose, do not include SEP IRAs,","page_number":127,"box":{"x":69,"y":778,"width":837,"height":11}},{"id":"7bf83e26-2b86-4661-992b-879260be460d","block_type":"box","text":"SIMPLE IRAs or SARSEPs), state sponsored 529 college savings plans, collective trust funds, investment companies","page_number":127,"box":{"x":69,"y":793,"width":832,"height":11}},{"id":"50d45daf-6c27-440f-b549-fdfec93b475e","block_type":"box","text":"or other pooled investment vehicles, unaffiliated thrifts and unaffiliated banks and trust companies, each of which","page_number":127,"box":{"x":69,"y":808,"width":815,"height":11}},{"id":"4ae282ae-d141-4a38-b484-3cb3ee578b7b","block_type":"box","text":"may purchase shares of the Fund through a financial intermediary that has entered into an agreement with the","page_number":127,"box":{"x":69,"y":823,"width":789,"height":12}},{"id":"9b46e17c-bc1e-49e4-884a-bdca6404538b","block_type":"box","text":"Distributor to purchase such shares; clients investing through a self-directed IRA brokerage account program","page_number":127,"box":{"x":70,"y":838,"width":772,"height":12}},{"id":"48ce5664-0ebc-4575-89c6-b50d5c2025e4","block_type":"box","text":"sponsored by a retirement plan record-keeper, provided that such program offers only mutual fund options and that","page_number":127,"box":{"x":69,"y":853,"width":822,"height":12}},{"id":"4c016fbf-8dc6-45e0-95f9-88b88a4e65fb","block_type":"box","text":"the program maintains an account with the Fund on an omnibus basis; clients of financial intermediaries that:","page_number":127,"box":{"x":68,"y":869,"width":783,"height":11}},{"id":"955c84ee-69f6-46bd-a1bd-e29c69f825ed","block_type":"box","text":"(i) charge such clients a fee for advisory, investment consulting, or similar services or (ii) have entered into an","page_number":127,"box":{"x":69,"y":884,"width":785,"height":11}},{"id":"a6e53e54-31d9-472e-8385-886eeb8cf59a","block_type":"box","text":"agreement with the Distributor to offer Institutional Shares through a no-load program or investment platform, in each","page_number":127,"box":{"x":69,"y":899,"width":838,"height":11}},{"id":"92ae69d9-ca13-47d9-88e7-e50784b7586e","block_type":"box","text":"II-99","page_number":127,"box":{"x":473,"y":943,"width":32,"height":9}},{"id":"79285f30-ef91-4bc8-8a87-dcaa263ed4f3","block_type":"box","text":"NM1026U-5981080-127/228","page_number":127,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"391d8cbf-0d07-4a8b-a748-31250a4c785d","block_type":"box","text":"case, with no minimum initial investment; clients investing through financial intermediaries that have entered into an","page_number":128,"box":{"x":69,"y":45,"width":831,"height":11}},{"id":"87be58de-e918-4588-93fb-be2fa5d2eb89","block_type":"box","text":"agreement with the Distributor to offer such shares on a platform that charges a transaction based sales","page_number":128,"box":{"x":69,"y":60,"width":751,"height":11}},{"id":"686c6e94-e8a8-484f-8b5f-c78038218a86","block_type":"box","text":"commission outside of the Fund, with a minimum initial investment of $1,000; tax-qualified accounts for insurance","page_number":128,"box":{"x":69,"y":74,"width":817,"height":12}},{"id":"f68b6af6-3eaa-4a7a-9d8f-e2d8d68db9dd","block_type":"box","text":"agents that are registered representatives of an insurance company’s broker-dealer that has entered into an","page_number":128,"box":{"x":69,"y":90,"width":773,"height":11}},{"id":"d8b8c245-3145-4471-9197-c8f9e977e19a","block_type":"box","text":"agreement with the Distributor to offer Institutional Shares, and the family members of such persons, with a","page_number":128,"box":{"x":69,"y":105,"width":771,"height":11}},{"id":"11c25a45-3d04-4f0a-8081-7789e84c00d4","block_type":"box","text":"minimum initial investment of $1,000; trust depar tment clients of Bank of America, N.A. and its affiliates for whom","page_number":128,"box":{"x":69,"y":120,"width":822,"height":11}},{"id":"9c2428c1-4ec9-4db5-a163-822d893b8a9c","block_type":"box","text":"they (i) act in a fiduciary capacity (excluding par ticipant directed employee benefit plans), (ii) otherwise have","page_number":128,"box":{"x":68,"y":135,"width":771,"height":12}},{"id":"60c2e3df-3b42-4e9c-aaec-98fe8030c136","block_type":"box","text":"investment discretion, or (iii) act as custodian for at least $2 million in assets; and holders of cer tain BofA Corp.","page_number":128,"box":{"x":70,"y":150,"width":801,"height":11}},{"id":"2ebbcfd6-7703-4258-92b1-fb8d4749778b","block_type":"box","text":"sponsored unit investment trusts (UITs) who reinvest dividends received from such UITs in shares of a Fund.","page_number":128,"box":{"x":69,"y":166,"width":770,"height":11}},{"id":"cabd346e-37e5-469a-9cd2-e286b24d95e1","block_type":"box","text":"Purchase Privileges of Cer tain Persons.","page_number":128,"box":{"x":102,"y":188,"width":280,"height":12}},{"id":"0e2b42e9-a906-4f80-9cda-115070063db7","block_type":"box","text":"Employees, officers, directors/trustees of BlackRock, Inc., BlackRock","page_number":128,"box":{"x":389,"y":188,"width":496,"height":11}},{"id":"d3d325c9-4d12-4f9f-aa5b-aa0393af82ba","block_type":"box","text":"Funds, BofA Corp. or their respective affiliates; and any trust, pension, profit-sharing or other benefit plan for such","page_number":128,"box":{"x":70,"y":203,"width":812,"height":12}},{"id":"6dcf16cb-f9a6-403f-87de-b48f2234c9ab","block_type":"box","text":"persons may purchase Institutional Shares at lower investment minimums than stated in each Fund’s Prospectus. A","page_number":128,"box":{"x":70,"y":219,"width":828,"height":11}},{"id":"39a81f89-7000-4999-82c3-34f15844547a","block_type":"box","text":"Fund realizes economies of scale and reduction of sales-related expenses by vir tue of the familiarity of these persons","page_number":128,"box":{"x":70,"y":234,"width":838,"height":11}},{"id":"45dd3ed4-19ed-4e67-99ce-677b1859a2a9","block_type":"box","text":"with the Fund. Employees, directors, and board members of other funds wishing to purchase shares of a Fund must","page_number":128,"box":{"x":68,"y":249,"width":826,"height":11}},{"id":"e4797959-2ff9-4cc2-8626-ebf26e08b7bc","block_type":"box","text":"satisfy the Fund’s suitability standards.","page_number":128,"box":{"x":69,"y":264,"width":279,"height":11}},{"id":"94393702-964c-4f35-ad24-a76c9b1b088c","block_type":"box","text":"Initial Sales Charge Alternative — Investor A Shares","page_number":128,"box":{"x":69,"y":294,"width":382,"height":11}},{"id":"ec0e9b37-a68b-48cc-ba11-30b8a63c1b5a","block_type":"box","text":"Investors who prefer an initial sales charge alternative may elect to purchase Investor A Shares. Investor A1","page_number":128,"box":{"x":102,"y":317,"width":770,"height":11}},{"id":"eed45b5f-cb47-436f-a28b-7e6646c2fe00","block_type":"box","text":"Shares are offered only (i) for purchase by cer tain employer-sponsored retirement plans and fee-based programs that","page_number":128,"box":{"x":69,"y":332,"width":837,"height":11}},{"id":"1668b145-1308-42bd-9483-ce367148e3ce","block_type":"box","text":"have been previously approved by cer tain Funds, and (ii) to cer tain investors who currently hold Investor A1 Shares","page_number":128,"box":{"x":69,"y":347,"width":819,"height":11}},{"id":"dd564ba7-9968-4c4d-b9da-1bcf99366727","block_type":"box","text":"for dividend and capital gain reinvestment only. The Investor A1 initial sales charge does not apply to the transactions","page_number":128,"box":{"x":68,"y":362,"width":840,"height":11}},{"id":"114e2761-d00f-4090-9b0d-caec6920233b","block_type":"box","text":"described in (i) and (ii). For ease of reference, Investor A, Investor A1 and Investor P (discussed below) Shares are","page_number":128,"box":{"x":69,"y":377,"width":815,"height":11}},{"id":"ba72fda7-fbbf-48f7-8381-60abebd2c563","block_type":"box","text":"sometimes referred to herein as “front-end load shares.” Investor A Shares of Index Funds (defined below) and","page_number":128,"box":{"x":69,"y":392,"width":791,"height":11}},{"id":"6fd8b64c-7273-42da-8986-e87a4c7e59f0","block_type":"box","text":"BlackRock Shor t Obligations Fund generally are not subject to an initial sales charge or front-end load.","page_number":128,"box":{"x":70,"y":407,"width":727,"height":12}},{"id":"b1160e36-4106-4b87-87b8-6ec573573f41","block_type":"box","text":"Investors qualifying for significantly reduced initial sales charges may find the initial sales charge alternative","page_number":128,"box":{"x":102,"y":430,"width":770,"height":11}},{"id":"5503ba1f-5239-4bff-868f-90d876539d88","block_type":"box","text":"par ticularly attractive because similar sales charge reductions are not available with respect to the deferred sales","page_number":128,"box":{"x":70,"y":445,"width":812,"height":12}},{"id":"e20acc74-1ace-4295-b3c9-90cfea8e3926","block_type":"box","text":"charges imposed in connection with investments in Investor C Shares (sometimes referred to herein as “CDSC","page_number":128,"box":{"x":69,"y":460,"width":791,"height":12}},{"id":"07573cd6-ac69-4ec7-b43a-42b86bc12743","block_type":"box","text":"shares”). Investors who do not qualify for reduced initial sales charges and who expect to maintain their investment","page_number":128,"box":{"x":69,"y":475,"width":826,"height":12}},{"id":"4ff32185-c497-43e6-aefe-73e7d3fc2404","block_type":"box","text":"for an extended period of time also may elect to purchase Investor A Shares, because over time the accumulated","page_number":128,"box":{"x":68,"y":491,"width":808,"height":11}},{"id":"d1148e52-4501-4afb-aaa2-17fccb30492a","block_type":"box","text":"ongoing service and distribution fees on CDSC shares may exceed the front-end load shares’ initial sales charge and","page_number":128,"box":{"x":69,"y":506,"width":834,"height":11}},{"id":"7861f7ff-8567-42c2-82af-8fd1d1309ac3","block_type":"box","text":"service fee. Although some investors who previously purchased Institutional Shares may no longer be eligible to","page_number":128,"box":{"x":69,"y":521,"width":798,"height":11}},{"id":"cb39f087-b32f-49e9-b195-963803480dbf","block_type":"box","text":"purchase Institutional Shares of other Funds, those previously purchased Institutional Shares, together with all","page_number":128,"box":{"x":70,"y":536,"width":789,"height":11}},{"id":"717ecec8-a54d-49ab-88bf-bebda258e56d","block_type":"box","text":"BlackRock front-end load and CDSC share holdings, will count toward a right of accumulation that may qualify the","page_number":128,"box":{"x":70,"y":551,"width":805,"height":11}},{"id":"b2c1e82d-481f-4250-843a-e074c2e9cc21","block_type":"box","text":"investor for a reduced initial sales charge on new initial sales charge purchases. In addition, the ongoing CDSC","page_number":128,"box":{"x":70,"y":566,"width":792,"height":11}},{"id":"33f0bba3-cd4f-4024-8668-328ddbde1f72","block_type":"box","text":"shares service and distribution fees will cause CDSC shares to have higher expense ratios, pay lower dividends and","page_number":128,"box":{"x":69,"y":581,"width":826,"height":12}},{"id":"e6136a24-6ba6-4c2b-a460-5e9448675915","block_type":"box","text":"have lower total returns than the initial sales charge shares. The ongoing front-end load shares’ service fees will","page_number":128,"box":{"x":69,"y":596,"width":802,"height":12}},{"id":"ff6cbdbf-0a3a-49c1-8418-28c8689fcf55","block_type":"box","text":"cause Investor A, Investor A1, Investor P and Service Shares to have a higher expense ratio, pay lower dividends and","page_number":128,"box":{"x":69,"y":612,"width":834,"height":11}},{"id":"737f6dac-0f43-4e89-95e9-41a7a843223b","block_type":"box","text":"have a lower total return than Institutional Shares.","page_number":128,"box":{"x":69,"y":627,"width":358,"height":9}},{"id":"90e97386-997d-4b62-8a16-38376ff34405","block_type":"box","text":"See “Information on Sales Charges and Distribution Related Expenses” in Par t I of each Fund’s SAI for","page_number":128,"box":{"x":102,"y":649,"width":734,"height":12}},{"id":"bd47cecf-82e1-4712-a6e1-665d800c1831","block_type":"box","text":"information about amounts paid to the Distributor in connection with Investor A and Investor A1 Shares for the","page_number":128,"box":{"x":70,"y":664,"width":785,"height":11}},{"id":"c3c74d12-d338-4680-b77a-9a6169a02838","block_type":"box","text":"periods indicated.","page_number":128,"box":{"x":70,"y":680,"width":124,"height":11}},{"id":"86647cab-4653-4481-951f-6f9477dd7b78","block_type":"box","text":"The Distributor may reallow discounts to selected securities dealers and other financial intermediaries and retain","page_number":128,"box":{"x":101,"y":702,"width":806,"height":11}},{"id":"3ed02deb-e690-4b78-9b92-d443cd855517","block_type":"box","text":"the balance over such discounts. At times the Distributor may reallow the entire sales charge to such dealers. Since","page_number":128,"box":{"x":68,"y":718,"width":830,"height":11}},{"id":"f8ebe939-416d-43fc-9b22-c2f24c45ee08","block_type":"box","text":"securities dealers and other financial intermediaries selling front-end load shares of a Fund will receive a concession","page_number":128,"box":{"x":69,"y":732,"width":832,"height":12}},{"id":"64525039-74d9-4abe-b671-5e7cf38a60f0","block_type":"box","text":"equal to most of the sales charge, they may be deemed to be underwriters under the Securities Act.","page_number":128,"box":{"x":69,"y":748,"width":714,"height":11}},{"id":"45d24dbc-8707-415c-a0b4-e15c458a8f5e","block_type":"box","text":"Initial Sales Charge — Investor P Shares","page_number":128,"box":{"x":69,"y":778,"width":297,"height":11}},{"id":"8a4be281-763b-464e-8594-18ae1f68250f","block_type":"box","text":"Cer tain Funds offer Investor P Shares as described in each such Fund’s Prospectus, Investor P Shares are","page_number":128,"box":{"x":102,"y":801,"width":761,"height":11}},{"id":"344ffdf4-b899-45c0-9c2d-ed086ebfb4d5","block_type":"box","text":"available for purchase only through registered representatives of an insurance company’s broker-dealer that has","page_number":128,"box":{"x":69,"y":816,"width":800,"height":11}},{"id":"47589f77-3ff4-4ea0-9a8d-0a5e322dfeda","block_type":"box","text":"entered into an agreement with the Distributor to offer such shares and are subject to an initial sales charge. The","page_number":128,"box":{"x":69,"y":831,"width":812,"height":11}},{"id":"c0a05178-d514-4147-b5d5-8174921d4005","block_type":"box","text":"ongoing front-end load shares’ service fees will cause Investor P Shares to have a higher expense ratio, pay lower","page_number":128,"box":{"x":69,"y":846,"width":813,"height":11}},{"id":"f9493d9a-64e2-40a3-9a25-80666cdac06b","block_type":"box","text":"dividends and have a lower total return than Investor A Shares of the same Fund.","page_number":128,"box":{"x":69,"y":861,"width":578,"height":9}},{"id":"a7ffdd81-66b3-45a1-a2ff-645ab59ef485","block_type":"box","text":"See “Information on Sales Charges and Distribution Related Expenses” in Par t I of each Fund’s SAI for","page_number":128,"box":{"x":102,"y":884,"width":734,"height":11}},{"id":"b434a664-5978-4b85-8619-473af1830e8f","block_type":"box","text":"information about amounts paid to the Distributor in connection with Investor P Shares for the periods indicated.","page_number":128,"box":{"x":70,"y":899,"width":800,"height":11}},{"id":"90f12e51-a938-4cb0-b103-6fccb64d2f8b","block_type":"box","text":"II-100","page_number":128,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"4f26f1c7-1d60-40a2-8a81-4469dcb7aad1","block_type":"box","text":"NM1026U-5981080-128/228","page_number":128,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"8350cd55-551e-49e7-aa53-d708c3e1628f","block_type":"box","text":"The Distributor may reallow discounts to selected securities dealers and other financial intermediaries and retain","page_number":129,"box":{"x":101,"y":45,"width":806,"height":11}},{"id":"13ab665d-d328-4d3a-8f4b-b9bbc3169d28","block_type":"box","text":"the balance over such discounts. At times the Distributor may reallow the entire sales charge to such dealers. Since","page_number":129,"box":{"x":68,"y":60,"width":830,"height":11}},{"id":"d5685595-a1d8-45ff-8864-ecb4c284b742","block_type":"box","text":"securities dealers and other financial intermediaries selling front-end load shares of a Fund will receive a concession","page_number":129,"box":{"x":69,"y":75,"width":832,"height":11}},{"id":"5a5f2d70-bcac-4306-affb-33a6d328fb74","block_type":"box","text":"equal to most of the sales charge, they may be deemed to be underwriters under the Securities Act.","page_number":129,"box":{"x":69,"y":90,"width":714,"height":11}},{"id":"433c87da-e000-447c-b1c8-0a9caf610665","block_type":"box","text":"Reduced Initial Sales Charges","page_number":129,"box":{"x":69,"y":120,"width":219,"height":11}},{"id":"2f153eb4-1d86-445f-a3ff-4148990620b9","block_type":"box","text":"Cer tain investors may be eligible for a reduction in or waiver of a sales load due to the nature of the investors","page_number":129,"box":{"x":102,"y":143,"width":782,"height":11}},{"id":"73b213ba-b572-4f09-b19a-de51a13fcc49","block_type":"box","text":"and/or the reduced sales effor ts necessary to obtain their investments. Financial intermediaries may, in connection","page_number":129,"box":{"x":69,"y":158,"width":827,"height":11}},{"id":"6c7c1a10-f63f-47da-b168-6b98f4205212","block_type":"box","text":"with a change in account type or otherwise in accordance with a financial intermediary’s policies and procedures,","page_number":129,"box":{"x":68,"y":173,"width":809,"height":11}},{"id":"cc08e995-bca3-4c84-a0ba-3b8643f39645","block_type":"box","text":"exchange shares of a Fund from one class of shares to another class of shares of the same Fund provided that the","page_number":129,"box":{"x":69,"y":188,"width":823,"height":12}},{"id":"28a025fe-a9cd-4fff-92c9-cd002b605b2e","block_type":"box","text":"exchanged shares are not subject to a contingent deferred sales charge and that shareholders meet the eligibility","page_number":129,"box":{"x":69,"y":203,"width":812,"height":12}},{"id":"3156160f-9c7b-4331-b2ac-b16c2f94959b","block_type":"box","text":"requirements of the new share class. Cer tain sales load reductions and waivers may be available to customers of","page_number":129,"box":{"x":69,"y":218,"width":813,"height":12}},{"id":"58177eea-89a1-4460-a90e-0edd9f9d2632","block_type":"box","text":"cer tain financial intermediaries, as described under “Intermediary-Defined Sales Charge Waiver Policies” in the","page_number":129,"box":{"x":69,"y":234,"width":793,"height":11}},{"id":"595b3de4-4b33-4992-b31f-9ef0b8d5f1b9","block_type":"box","text":"Fund’s Prospectus. Please speak to your financial intermediary for more information.","page_number":129,"box":{"x":70,"y":249,"width":603,"height":11}},{"id":"9d25cb07-f7f0-431c-86cd-c97d36093820","block_type":"box","text":"Reinvested Dividends.","page_number":129,"box":{"x":102,"y":272,"width":156,"height":8}},{"id":"8c3dd3cf-c416-4c73-b2b3-4029a99dd16d","block_type":"box","text":"No sales charges are imposed upon shares issued as a result of the automatic","page_number":129,"box":{"x":265,"y":271,"width":566,"height":12}},{"id":"18926f20-26c5-4edd-830e-beb90bb8800a","block_type":"box","text":"reinvestment of dividends.","page_number":129,"box":{"x":69,"y":286,"width":186,"height":10}},{"id":"8725fa85-97c8-4fad-951f-e7fb8b76d8ab","block_type":"box","text":"Right of Accumulation.","page_number":129,"box":{"x":102,"y":309,"width":158,"height":11}},{"id":"17cdb364-8a38-4beb-aa89-7a53d642597b","block_type":"box","text":"Investors have a “right of accumulation” under which any of the following may be","page_number":129,"box":{"x":267,"y":309,"width":574,"height":11}},{"id":"3c8e6743-045b-4760-bcf2-56947d96d0be","block_type":"box","text":"combined with the amount of the current purchase in determining whether an investor qualifies for a breakpoint and","page_number":129,"box":{"x":69,"y":324,"width":826,"height":12}},{"id":"7f243008-9bff-4e07-9d05-2de92a358796","block_type":"box","text":"a reduced front-end sales charge: (i) the current value of an investor’s existing Investor A, Investor A1, Investor C,","page_number":129,"box":{"x":69,"y":339,"width":810,"height":12}},{"id":"503391ae-da79-4263-9296-dd021c51a544","block_type":"box","text":"Investor P, Institutional, Class K and Premier Shares in most BlackRock Funds, (ii) the current value of an investor’s","page_number":129,"box":{"x":70,"y":355,"width":825,"height":11}},{"id":"5580d293-e3c2-4ab3-a388-3d73ec28e558","block_type":"box","text":"existing shares of cer tain unlisted closed-end management investment companies sponsored and advised by","page_number":129,"box":{"x":69,"y":370,"width":780,"height":11}},{"id":"247feac6-8921-486d-a35a-8e520e301e34","block_type":"box","text":"BlackRock or its affiliates (“Eligible Unlisted BlackRock Closed-End Funds”) and (iii) the investment in the BlackRock","page_number":129,"box":{"x":70,"y":385,"width":828,"height":11}},{"id":"90bef20c-e4f7-4d37-bfba-1d3768399cf7","block_type":"box","text":"CollegeAdvantage 529 Program by the investor or by or on behalf of the investor’s spouse and children. Financial","page_number":129,"box":{"x":69,"y":400,"width":804,"height":11}},{"id":"0d9dafc3-31c4-44f2-bcd6-56866e613ae6","block_type":"box","text":"intermediaries may value current holdings of their customers differently for purposes of determining whether an","page_number":129,"box":{"x":70,"y":415,"width":794,"height":11}},{"id":"9f554db8-5aeb-4ebd-8b62-7d02649ab193","block_type":"box","text":"investor qualifies for a breakpoint and a reduced front-end sales charge, although customers of the same financial","page_number":129,"box":{"x":70,"y":430,"width":814,"height":11}},{"id":"6b97a610-ea82-467a-b744-e5838b118f2f","block_type":"box","text":"intermediary will be treated similarly. In order to use this right, the investor must aler t BlackRock to the existence of","page_number":129,"box":{"x":70,"y":445,"width":828,"height":12}},{"id":"29bc6099-8ef8-43f2-a7d6-ff75ef1cb1c5","block_type":"box","text":"any previously purchased shares. Cer tain funds employ a “passive” management approach and attempt to match the","page_number":129,"box":{"x":69,"y":460,"width":838,"height":12}},{"id":"bc1b233a-c515-4cf0-8d27-c2730eec333c","block_type":"box","text":"per formance of a target index as closely as possible before the deduction of Fund expenses (“Index Funds”).","page_number":129,"box":{"x":70,"y":475,"width":776,"height":12}},{"id":"eda13fed-0039-41be-b169-4ecc3d2ce731","block_type":"box","text":"Although Investor A Shares of Index Funds and BlackRock Shor t Obligations Fund generally are not subject to a sales","page_number":129,"box":{"x":68,"y":491,"width":835,"height":11}},{"id":"65cf2e6f-252c-414a-9c55-04d1e4fd7282","block_type":"box","text":"charge, an investor’s existing Investor A, Investor A1, Investor C, Investor P, Institutional, Class K and Premier Shares","page_number":129,"box":{"x":69,"y":506,"width":839,"height":11}},{"id":"fb23ce99-412d-4ec2-932d-2144721c002d","block_type":"box","text":"in the Index Funds and BlackRock Shor t Obligations Fund may be combined with the amount of an investor’s current","page_number":129,"box":{"x":70,"y":521,"width":829,"height":11}},{"id":"415cb77b-3d41-46d3-8a1e-099df257972a","block_type":"box","text":"purchase in determining whether an investor qualifies for a breakpoint and a reduced front-end sales charge.","page_number":129,"box":{"x":70,"y":536,"width":774,"height":11}},{"id":"48ec8590-6ca9-46e8-a06d-b1572604d5ff","block_type":"box","text":"Letter of Intent.","page_number":129,"box":{"x":102,"y":559,"width":109,"height":9}},{"id":"f0aac8ba-09c2-4d26-b765-be183fa77e3e","block_type":"box","text":"An investor may qualify for a reduced front-end sales charge immediately by signing a “Letter of","page_number":129,"box":{"x":217,"y":559,"width":681,"height":11}},{"id":"adb46e40-4c88-4b0b-872a-0ed56c649e9b","block_type":"box","text":"Intent” stating the investor’s intention to make one or more of the following investments within the next 13 months","page_number":129,"box":{"x":70,"y":574,"width":820,"height":11}},{"id":"1fbe06d2-cfca-46e7-8650-8d1f62f2220e","block_type":"box","text":"which would, if bought all at once, qualify the investor for a reduced sales charge: (i) buy a specified amount of","page_number":129,"box":{"x":68,"y":589,"width":792,"height":11}},{"id":"1dc16da9-25c3-4451-be00-ea2621a58818","block_type":"box","text":"Investor A, Investor C, Investor P, Institutional, Class K and/or Premier Shares, (ii) make an investment in one or","page_number":129,"box":{"x":70,"y":604,"width":802,"height":11}},{"id":"f6035b17-6602-485c-80da-ff421071f047","block_type":"box","text":"more Eligible Unlisted BlackRock Closed-End Funds and/or (iii) make an investment through the BlackRock","page_number":129,"box":{"x":69,"y":619,"width":760,"height":11}},{"id":"9a0bd03d-8afd-42b0-a527-03444ff7274b","block_type":"box","text":"CollegeAdvantage 529 Program in one or more BlackRock Funds. The initial investment must meet the minimum","page_number":129,"box":{"x":69,"y":634,"width":800,"height":12}},{"id":"57e4509b-d549-4996-9a95-bed493249c13","block_type":"box","text":"initial purchase requirement. The 13-month Letter of Intent period commences on the day that the Letter of Intent is","page_number":129,"box":{"x":70,"y":649,"width":826,"height":12}},{"id":"0c818c97-0779-4ead-9246-1c62d2be05bf","block_type":"box","text":"received by the Fund. The market value of current holdings in the BlackRock Funds (including Investor A, Investor C,","page_number":129,"box":{"x":69,"y":664,"width":822,"height":12}},{"id":"aea49ce7-600a-4d07-9996-afa68906df00","block_type":"box","text":"Investor P, Institutional, Class K and Premier Shares, Eligible Unlisted BlackRock Closed-End Funds and the","page_number":129,"box":{"x":70,"y":680,"width":764,"height":11}},{"id":"2fa82a98-49ca-4459-9faf-af1830613a5b","block_type":"box","text":"BlackRock CollegeAdvantage 529 Program Class A and Class C Units) as of the date of commencement that are","page_number":129,"box":{"x":70,"y":695,"width":800,"height":11}},{"id":"5cc04a1b-f540-4e4c-ac45-3163fef3fb54","block_type":"box","text":"eligible under the Right of Accumulation may be counted towards the sales charge reduction. The investor must notify","page_number":129,"box":{"x":69,"y":710,"width":838,"height":11}},{"id":"f66f80f6-d0e2-4138-bcc4-bb891110e2be","block_type":"box","text":"the Fund of (i) any current holdings in the BlackRock Funds, Eligible Unlisted BlackRock Closed-End Funds and/or the","page_number":129,"box":{"x":68,"y":725,"width":835,"height":11}},{"id":"7b9e5250-0a87-4738-b4da-6af335cb46b5","block_type":"box","text":"BlackRock CollegeAdvantage 529 Program that should be counted towards the sales charge reduction and (ii) any","page_number":129,"box":{"x":70,"y":740,"width":811,"height":11}},{"id":"e68ac90e-8028-43c6-a5e4-a93c6b18e661","block_type":"box","text":"subsequent purchases that should be counted towards the Letter of Intent. During the term of the Letter of Intent,","page_number":129,"box":{"x":69,"y":755,"width":814,"height":11}},{"id":"c8745e99-9b47-4dea-8b67-73546a555728","block_type":"box","text":"the Fund will hold Investor A Shares and/or Investor P Shares, as applicable, representing up to 5% of the indicated","page_number":129,"box":{"x":68,"y":770,"width":827,"height":12}},{"id":"e9093cc9-5b64-48b1-bfa2-a11e0d8be2ff","block_type":"box","text":"amount in an escrow account for payment of a higher sales load if the full amount indicated in the Letter of Intent is","page_number":129,"box":{"x":69,"y":785,"width":827,"height":12}},{"id":"0562e1a6-94ee-4058-89eb-dbff3882b6f6","block_type":"box","text":"not purchased. If the full amount indicated is not purchased within the 13-month period, and the investor does not","page_number":129,"box":{"x":69,"y":801,"width":817,"height":11}},{"id":"17e29c17-735e-46a2-ac9c-2e8bab1b9de2","block_type":"box","text":"pay the higher sales load within 20 days, the Fund will redeem enough of the Investor A Shares and/or Investor P","page_number":129,"box":{"x":70,"y":816,"width":807,"height":11}},{"id":"8a8ed92a-e5f6-4c9d-b9b5-e79bd22f5c47","block_type":"box","text":"Shares, as applicable, held in escrow to pay the difference.","page_number":129,"box":{"x":69,"y":831,"width":423,"height":11}},{"id":"fd8a9534-3a3c-47ab-8373-ab11384cdad3","block_type":"box","text":"Placement Fees.","page_number":129,"box":{"x":102,"y":854,"width":116,"height":8}},{"id":"09c46bb3-db20-4df9-bbf5-2cca6e6c5bfa","block_type":"box","text":"BlackRock may pay placement fees to dealers on purchases of Investor A and Investor P Shares of all Funds,","page_number":129,"box":{"x":102,"y":876,"width":777,"height":11}},{"id":"30baa035-9820-4229-b787-7b1a7a9316cd","block_type":"box","text":"which may depend on the policies, procedures and trading platforms of your financial intermediary.","page_number":129,"box":{"x":68,"y":891,"width":704,"height":12}},{"id":"1def0645-73d0-4ab1-a91a-64444f709b12","block_type":"box","text":"II-101","page_number":129,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"98aa9195-f82e-4b68-8c00-fd70e2b6b0c1","block_type":"box","text":"NM1026U-5981080-129/228","page_number":129,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"ab614413-e6b0-4036-8b91-263584ee45f6","block_type":"box","text":"Except as noted below, these placement fees may be up to the following amounts for Investor A Shares:","page_number":130,"box":{"x":102,"y":45,"width":741,"height":11}},{"id":"a115ae95-1d7c-47a8-832e-e759cbdf0051","block_type":"box","text":"$1 million but less than $3 million . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":72,"width":361,"height":10}},{"id":"d1efac42-5bed-466d-ad7b-b73f6415591f","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.00%","page_number":130,"box":{"x":535,"y":72,"width":288,"height":9}},{"id":"bafb52a1-0c9c-4b57-9cda-3a7ae1c3c0a0","block_type":"box","text":"$3 million but less than $15 million . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":87,"width":361,"height":10}},{"id":"428ad461-f189-45d1-bf11-cd0b89ad44b9","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.50%","page_number":130,"box":{"x":535,"y":88,"width":288,"height":8}},{"id":"7c9ac3f9-f9ef-4395-8155-82f76fef87c4","block_type":"box","text":"$15 million and above . . . . . . . . . . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":102,"width":345,"height":10}},{"id":"08c55b4c-eeb9-4a85-8b0a-3aa9ca880571","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.25%","page_number":130,"box":{"x":518,"y":103,"width":305,"height":9}},{"id":"dc895466-63ef-4d09-82ef-3c9f8f549042","block_type":"box","text":"With respect to Investor A Shares of BlackRock Global Allocation Fund, Inc., BlackRock Dynamic High Income","page_number":130,"box":{"x":101,"y":126,"width":776,"height":12}},{"id":"6f943460-3376-4275-9c4e-b9f183053bf2","block_type":"box","text":"Por tfolio (for shares purchased prior to July 1, 2020) and BlackRock Multi-Asset Income Por tfolio (for shares","page_number":130,"box":{"x":69,"y":142,"width":774,"height":11}},{"id":"ec8a1e8b-fb24-4c44-805e-7327e3aa87c7","block_type":"box","text":"purchased prior to July 1, 2020) of BlackRock Funds II, BlackRock Credit Relative Value Fund of BlackRock Funds IV","page_number":130,"box":{"x":70,"y":157,"width":824,"height":11}},{"id":"b4bf5e13-4004-4b69-9481-49d7c9314265","block_type":"box","text":"and BlackRock Event Driven Equity Fund, the placement fees may be up to the following amounts:","page_number":130,"box":{"x":69,"y":172,"width":695,"height":11}},{"id":"ad7ee8d2-9965-4f74-a128-3dcf91f3946b","block_type":"box","text":"$250,000 but less than $3 million . . . . . . . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":199,"width":410,"height":11}},{"id":"79748c40-2281-488f-a6f9-a2c73bf2e7cc","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . 1.00%","page_number":130,"box":{"x":583,"y":200,"width":240,"height":9}},{"id":"94909a11-43c6-4812-97c2-c0ab1493c3d8","block_type":"box","text":"$3 million but less than $15 million . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":214,"width":361,"height":11}},{"id":"b08e2269-1e9b-4075-8150-de697bdd2cbd","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.50%","page_number":130,"box":{"x":535,"y":215,"width":288,"height":9}},{"id":"c84276cc-42b1-4ba0-aaf8-6a8bcda41436","block_type":"box","text":"$15 million and above . . . . . . . . . . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":229,"width":345,"height":11}},{"id":"9f27a9b5-913c-42c8-a545-93bd30dad382","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.25%","page_number":130,"box":{"x":518,"y":230,"width":305,"height":9}},{"id":"040f4f00-d0bd-4c02-891b-8ed2ff8fa443","block_type":"box","text":"With respect to Investor A Shares of BlackRock Systematic Multi-Strategy Fund of BlackRock Funds IV, BlackRock","page_number":130,"box":{"x":101,"y":254,"width":806,"height":11}},{"id":"fc21c6c6-2898-402f-80c6-0d3466fa97f3","block_type":"box","text":"Advantage CoreAlpha Bond Fund of BlackRock Funds VI, BlackRock Tactical Oppor tunities Fund of BlackRock Funds","page_number":130,"box":{"x":68,"y":269,"width":821,"height":11}},{"id":"4b9fad5e-e172-4bc0-8dfe-56eee52ef55d","block_type":"box","text":"SM","page_number":130,"box":{"x":890,"y":269,"width":11,"height":5}},{"id":"4571fba5-8686-4a41-b719-c2b9c3956489","block_type":"box","text":",","page_number":130,"box":{"x":903,"y":276,"width":2,"height":3}},{"id":"f8936336-e533-4d83-ba01-08043f86b86d","block_type":"box","text":"BlackRock High Yield Por tfolio, BlackRock Core Bond Por tfolio and BlackRock Sustainable High Yield Bond Fund of","page_number":130,"box":{"x":70,"y":284,"width":816,"height":11}},{"id":"c6f602b6-c713-41c4-9c4e-2bef57e88650","block_type":"box","text":"BlackRock Funds V, BlackRock Securitized Income Fund of Managed Account Series II and BlackRock Strategic Global","page_number":130,"box":{"x":70,"y":299,"width":835,"height":11}},{"id":"0b57d5d2-9488-4f69-af47-039ae904a123","block_type":"box","text":"Bond Fund, Inc., the placement fees may be up to the following amounts:","page_number":130,"box":{"x":70,"y":314,"width":520,"height":12}},{"id":"a96cb7c6-32c2-41f8-8889-3e20e4e7cb59","block_type":"box","text":"$1 million but less than $3 million . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":341,"width":361,"height":11}},{"id":"0086141a-51d6-402a-ab74-196b543102e8","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.75%","page_number":130,"box":{"x":535,"y":342,"width":288,"height":9}},{"id":"1e89b4c8-90e4-4dcf-a69d-40d7606c3587","block_type":"box","text":"$3 million but less than $15 million . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":356,"width":361,"height":11}},{"id":"843a572d-feb5-417d-94ee-1fd1e5b250de","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.50%","page_number":130,"box":{"x":535,"y":357,"width":288,"height":9}},{"id":"a9b0f590-823e-41cd-9cd8-6f75483bbcb9","block_type":"box","text":"$15 million and above . . . . . . . . . . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":372,"width":345,"height":10}},{"id":"f8c3a128-85ab-4d38-9fa8-3972fb3d1f0b","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.25%","page_number":130,"box":{"x":518,"y":372,"width":305,"height":9}},{"id":"9309527f-33ff-464f-97f8-f8f28d53326b","block_type":"box","text":"With respect to Investor A Shares of BlackRock Mor tgage-Backed Securities Fund and BlackRock Impact","page_number":130,"box":{"x":101,"y":396,"width":743,"height":11}},{"id":"c4f2ea62-b5d5-4949-bd77-bc780c0afc4d","block_type":"box","text":"Mor tgage Fund of BlackRock Funds V, the placement fees may be up to the following amounts:","page_number":130,"box":{"x":70,"y":411,"width":674,"height":12}},{"id":"6fdf3070-f81a-4266-92fb-018ab4d0f48a","block_type":"box","text":"$1 million but less than $3 million . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":438,"width":361,"height":11}},{"id":"64564572-02f7-4cd0-9721-8639ff27d48e","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.50%","page_number":130,"box":{"x":535,"y":439,"width":288,"height":9}},{"id":"565db2cb-953e-41f5-bbfc-f96e3d7a8ab0","block_type":"box","text":"$3 million but less than $15 million . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":453,"width":361,"height":11}},{"id":"8d559979-f791-4b42-975e-35bd60254253","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.25%","page_number":130,"box":{"x":535,"y":454,"width":288,"height":9}},{"id":"4c14fda9-46dc-45a4-be7a-240aa61ffcba","block_type":"box","text":"$15 million and above . . . . . . . . . . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":469,"width":345,"height":10}},{"id":"65604f69-ca7a-4705-b68c-0119ceaf5c2c","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.15%","page_number":130,"box":{"x":518,"y":469,"width":305,"height":9}},{"id":"1a4e7a04-5193-41b3-b429-21c2c38ece42","block_type":"box","text":"With respect to Investor A Shares of BlackRock Managed Income Fund of BlackRock Funds II, the placement fees","page_number":130,"box":{"x":101,"y":493,"width":808,"height":11}},{"id":"16509ab1-659e-4ebf-85c9-b1a3a5f9cee2","block_type":"box","text":"may be up to the following amounts:","page_number":130,"box":{"x":69,"y":508,"width":257,"height":12}},{"id":"19f141b1-f1fb-4e63-a3f9-9beda9fdaeea","block_type":"box","text":"$250,000 but less than $3 million . . . . . . . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":535,"width":410,"height":11}},{"id":"09c87574-5312-4eee-94e5-e246b33bee27","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . 0.50%","page_number":130,"box":{"x":583,"y":536,"width":240,"height":9}},{"id":"4ae3c946-b4ff-43f3-bac8-66922c2e8858","block_type":"box","text":"$3 million but less than $15 million . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":550,"width":361,"height":11}},{"id":"58d6127b-4920-4bb5-89b3-0abbdf783a6b","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.25%","page_number":130,"box":{"x":535,"y":551,"width":288,"height":9}},{"id":"5d6a9316-19e2-42fc-9b92-e3cfe7a50861","block_type":"box","text":"$15 million and above . . . . . . . . . . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":566,"width":345,"height":10}},{"id":"a67a89dc-2d67-4d44-a655-49f5b631c712","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.15%","page_number":130,"box":{"x":518,"y":566,"width":305,"height":9}},{"id":"623d9d0d-5c3c-462f-921d-7efb9e8cba5e","block_type":"box","text":"With respect to Investor A Shares of BlackRock Inflation Protected Bond Por tfolio of BlackRock Funds V, the","page_number":130,"box":{"x":101,"y":590,"width":768,"height":11}},{"id":"f3a4685a-d62c-409e-944b-5b26b358da14","block_type":"box","text":"placement fees may be up to the following amounts:","page_number":130,"box":{"x":70,"y":605,"width":371,"height":12}},{"id":"cb975dc7-8890-436d-ae27-c0abde64237d","block_type":"box","text":"$1 million but less than $3 million . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":632,"width":361,"height":11}},{"id":"6f99ffb3-69cf-4e33-8c85-344bf0382bd2","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.15%","page_number":130,"box":{"x":535,"y":633,"width":288,"height":9}},{"id":"6e3015d3-1d17-4b24-9ffa-d384e3261d18","block_type":"box","text":"$3 million but less than $15 million . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":647,"width":361,"height":11}},{"id":"375b4b28-14de-4fc4-8dd1-2cb3f961ac82","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.10%","page_number":130,"box":{"x":535,"y":648,"width":288,"height":9}},{"id":"19edaa8e-b29f-4435-9f5e-588a4f20559b","block_type":"box","text":"$15 million and above . . . . . . . . . . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":663,"width":345,"height":10}},{"id":"8ba0e964-6ad8-49ca-a1b1-b0ba691dbe8b","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.05%","page_number":130,"box":{"x":518,"y":663,"width":305,"height":9}},{"id":"f2bb8399-5df4-4d05-bd18-c3221d9ac146","block_type":"box","text":"With respect to Investor A Shares of BlackRock Low Duration Bond Por tfolio, BlackRock Floating Rate Income","page_number":130,"box":{"x":101,"y":687,"width":778,"height":11}},{"id":"a5f04faf-1165-4c52-b278-f736768ce9e4","block_type":"box","text":"Por tfolio, BlackRock Income Fund and BlackRock Strategic Income Oppor tunities Por tfolio of BlackRock Funds V, the","page_number":130,"box":{"x":69,"y":702,"width":830,"height":12}},{"id":"d134e777-fe6b-46be-b195-8145ec3e0c2f","block_type":"box","text":"placement fees may be up to the following amounts:","page_number":130,"box":{"x":70,"y":717,"width":371,"height":12}},{"id":"4663fa95-94ad-4799-ad60-2ede89474c4b","block_type":"box","text":"$500,000 but less than $3 million . . . . . . . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":744,"width":410,"height":12}},{"id":"d3786bb1-af8f-45b9-a9b8-7964def132e0","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . 0.75%","page_number":130,"box":{"x":583,"y":745,"width":240,"height":9}},{"id":"9bd9d86b-1297-4a74-80d5-15af0123bd6c","block_type":"box","text":"$3 million but less than $15 million . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":760,"width":361,"height":10}},{"id":"33e18899-ee8f-448c-b884-c1988d759cd2","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.50%","page_number":130,"box":{"x":535,"y":760,"width":288,"height":9}},{"id":"f051ff9c-49c5-400a-aab6-c42aae5a7b8c","block_type":"box","text":"$15 million and above . . . . . . . . . . . . . . . . . . . . . . .","page_number":130,"box":{"x":167,"y":775,"width":345,"height":10}},{"id":"83f24c6e-627f-48f6-ad54-80ee8d9c1893","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.25%","page_number":130,"box":{"x":518,"y":775,"width":305,"height":9}},{"id":"8eef5189-6bc3-4242-aa23-255f07abdfe5","block_type":"box","text":"With respect to Investor A Shares of BlackRock Shor t Duration Muni Fund of BlackRock Municipal Bond Fund,","page_number":130,"box":{"x":101,"y":799,"width":779,"height":11}},{"id":"c1c15fd9-ab64-4db3-adfc-c308740df304","block_type":"box","text":"Inc. (for shares purchased prior to March 18, 2019), the placement fees may be up to the following amounts:","page_number":130,"box":{"x":70,"y":814,"width":780,"height":12}},{"id":"ea9b661f-8792-48f7-af54-70d9df00c181","block_type":"box","text":"$250,000 and above . . . .","page_number":130,"box":{"x":167,"y":841,"width":182,"height":12}},{"id":"c3e3f321-a6b0-43f0-a78a-8441c3e87672","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.50%","page_number":130,"box":{"x":355,"y":842,"width":468,"height":9}},{"id":"79e0b2e4-69ce-4ef3-a163-62c81290148e","block_type":"box","text":"II-102","page_number":130,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"00474985-f9eb-4ede-b45f-290ab5e10b00","block_type":"box","text":"NM1026U-5981080-130/228","page_number":130,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"41d34a7d-a800-43b5-8dcf-913704cef0eb","block_type":"box","text":"With respect to Investor A Shares of BlackRock Shor t Duration Muni Fund of BlackRock Municipal Bond Fund,","page_number":131,"box":{"x":101,"y":45,"width":779,"height":11}},{"id":"6fc43967-278a-4f82-afcc-afb49cc53a40","block_type":"box","text":"Inc. (for shares purchased on or after March 18, 2019 and prior to July 1, 2020), the placement fees may be up to","page_number":131,"box":{"x":70,"y":60,"width":819,"height":11}},{"id":"e065dca3-5475-495e-a6ee-ac607bce80ae","block_type":"box","text":"the following amounts:","page_number":131,"box":{"x":68,"y":75,"width":161,"height":11}},{"id":"00495991-e527-4f49-96ef-2879a018b814","block_type":"box","text":"$100,000 and above . . . .","page_number":131,"box":{"x":167,"y":102,"width":182,"height":11}},{"id":"57bd4b04-c721-4888-9178-ae9a63620828","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.25%","page_number":131,"box":{"x":355,"y":103,"width":468,"height":9}},{"id":"1e0ba786-13ff-4f59-a12b-a5486e0a7012","block_type":"box","text":"With respect to Investor A Shares of BlackRock Shor t Duration Muni Fund of BlackRock Municipal Bond Fund,","page_number":131,"box":{"x":101,"y":126,"width":779,"height":11}},{"id":"f9ba91d7-7151-442d-9271-06943308d224","block_type":"box","text":"Inc. (for shares purchased on or after July 1, 2020), the placement fees may be up to the following amounts:","page_number":131,"box":{"x":70,"y":142,"width":775,"height":11}},{"id":"ebbbebd6-ca66-4575-8237-e966f3a543bc","block_type":"box","text":"$250,000 and above . . . .","page_number":131,"box":{"x":167,"y":169,"width":182,"height":11}},{"id":"2d3b1128-b533-45c8-adb5-07be42cdac8c","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.25%","page_number":131,"box":{"x":355,"y":169,"width":468,"height":9}},{"id":"b3f655f6-84f3-42f4-b651-40f697dd47ea","block_type":"box","text":"With respect to Investor A Shares of BlackRock Strategic Municipal Oppor tunities Fund of BlackRock Municipal","page_number":131,"box":{"x":101,"y":193,"width":788,"height":12}},{"id":"ef8df81b-936c-4e23-b1d5-2f8d67cdb424","block_type":"box","text":"Series Trust, BlackRock California Municipal Oppor tunities Fund of BlackRock California Municipal Series Trust,","page_number":131,"box":{"x":69,"y":208,"width":792,"height":11}},{"id":"bc63c286-55af-41d7-8b81-e6c85b7ff4ee","block_type":"box","text":"BlackRock New York Municipal Oppor tunities Fund, BlackRock New Jersey Municipal Bond Fund and BlackRock","page_number":131,"box":{"x":70,"y":224,"width":787,"height":11}},{"id":"64ca4c4b-cf17-4988-984f-953c89ed2afe","block_type":"box","text":"Pennsylvania Municipal Bond Fund of BlackRock Multi-State Municipal Series Trust and BlackRock National Municipal","page_number":131,"box":{"x":69,"y":239,"width":834,"height":11}},{"id":"85371fa3-252c-4a33-977e-b6a8d735bfca","block_type":"box","text":"Fund of BlackRock Municipal Bond Fund, Inc., the placement fees may be up to the following amounts:","page_number":131,"box":{"x":70,"y":254,"width":729,"height":11}},{"id":"9cf7c10b-c836-4340-90f4-8647d26c3d7b","block_type":"box","text":"$250,000 but less than $4 million . . . . . . . . . . . . . . . . . . . .","page_number":131,"box":{"x":167,"y":281,"width":410,"height":11}},{"id":"2ee3c089-6795-4b4a-9490-4f317a7f6724","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . 1.00%","page_number":131,"box":{"x":583,"y":282,"width":240,"height":8}},{"id":"aa7f3a03-a633-4691-b70e-b451f9258ad4","block_type":"box","text":"$4 million but less than $10 million . . . . . . . . . . . . .","page_number":131,"box":{"x":167,"y":296,"width":361,"height":10}},{"id":"4383484c-4857-4a12-a527-f3d2b2624218","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.50%","page_number":131,"box":{"x":535,"y":297,"width":288,"height":9}},{"id":"a88d09c0-2aee-4ed3-8de2-e333a717b715","block_type":"box","text":"$10 million and above . . . . . . . . . . . . . . . . . . . . . . .","page_number":131,"box":{"x":167,"y":311,"width":345,"height":11}},{"id":"bb4f54c3-4800-483c-b100-9c6a3d7a6a8d","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.25%","page_number":131,"box":{"x":518,"y":312,"width":305,"height":9}},{"id":"9a039167-82b3-4e73-83fc-5bd08e589124","block_type":"box","text":"With respect to Investor A Shares of BlackRock Dynamic High Income Por tfolio (for shares purchased on or after","page_number":131,"box":{"x":101,"y":336,"width":801,"height":11}},{"id":"e4b2b198-67c0-450a-b0ee-4605ec5ecefb","block_type":"box","text":"July 1, 2020) and BlackRock Multi-Asset Income Por tfolio (for shares purchased on or after July 1, 2020) of","page_number":131,"box":{"x":69,"y":351,"width":769,"height":11}},{"id":"c1987d03-0c78-40b5-b510-db3c64835154","block_type":"box","text":"BlackRock Funds II, BlackRock Total Return Fund of BlackRock Bond Fund, Inc. and BlackRock Balanced Fund, Inc.,","page_number":131,"box":{"x":70,"y":366,"width":818,"height":10}},{"id":"80d5c0f3-87dd-433f-800e-31ee8c2f967d","block_type":"box","text":"the placement fees may be up to the following amounts:","page_number":131,"box":{"x":68,"y":381,"width":401,"height":11}},{"id":"6f9c5121-abba-4963-b32c-77a9d66358e3","block_type":"box","text":"$250,000 but less than $3 million . . . . . . . . . . . . . . . . . . . .","page_number":131,"box":{"x":167,"y":408,"width":410,"height":11}},{"id":"77b31dde-b200-4890-b44c-a58e6a29db6b","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . 0.75%","page_number":131,"box":{"x":583,"y":409,"width":240,"height":9}},{"id":"bf905906-5b57-4dcd-8681-7d03339f597e","block_type":"box","text":"$3 million but less than $15 million . . . . . . . . . . . . .","page_number":131,"box":{"x":167,"y":423,"width":361,"height":11}},{"id":"d000a3a3-d12b-49f0-8ff4-c6a5a91b9976","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.50%","page_number":131,"box":{"x":535,"y":424,"width":288,"height":9}},{"id":"b4addfd0-7d60-438b-ad43-f271223d2dd2","block_type":"box","text":"$15 million and above . . . . . . . . . . . . . . . . . . . . . . .","page_number":131,"box":{"x":167,"y":438,"width":345,"height":11}},{"id":"b22a25b6-ffb1-42d4-84df-654a968984a5","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.25%","page_number":131,"box":{"x":518,"y":439,"width":305,"height":9}},{"id":"b0b984c7-f891-4b73-a8d1-47e1b994ac4d","block_type":"box","text":"With respect to Investor P Shares of BlackRock LifePath","page_number":131,"box":{"x":101,"y":463,"width":398,"height":11}},{"id":"ee0ff58e-d6fc-4aba-b1e7-e7741d6b6d08","block_type":"box","text":"®","page_number":131,"box":{"x":500,"y":463,"width":6,"height":5}},{"id":"9f28df7f-0b9d-4b5d-9f1c-6ef7bd007a3c","block_type":"box","text":"Index 2030 Fund, BlackRock 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a","page_number":131,"box":{"x":69,"y":899,"width":811,"height":11}},{"id":"908d4a54-3330-4b4b-9f00-aca5d1347d47","block_type":"box","text":"II-103","page_number":131,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"2b9ffe34-9a28-4877-abba-c529a1e20c11","block_type":"box","text":"NM1026U-5981080-131/228","page_number":131,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"0ac7ccfd-a334-4f9e-8de4-7bde7d5bed92","block_type":"box","text":"fee-based program (such as a wrap account) under which they pay advisory fees to a broker-dealer or other financial","page_number":132,"box":{"x":68,"y":45,"width":827,"height":11}},{"id":"ed3202d2-d91f-43f3-8a5b-14a28e089e00","block_type":"box","text":"institution; (f) financial intermediaries who have entered into an agreement with the Distributor and have been","page_number":132,"box":{"x":70,"y":60,"width":782,"height":11}},{"id":"2af9fd9d-6f3a-42bf-8d8f-6bacb5352787","block_type":"box","text":"approved by the Distributor to offer Fund shares to self-directed investment brokerage accounts that may or may not","page_number":132,"box":{"x":69,"y":75,"width":830,"height":11}},{"id":"b577dbc4-ba5b-458d-ae32-7cdffc8fc3b7","block_type":"box","text":"charge a transaction fee; (g) state sponsored 529 college savings plans and rollovers of such 529 plans into Roth","page_number":132,"box":{"x":69,"y":90,"width":815,"height":11}},{"id":"d0214754-82e1-430d-9602-2a24364748d9","block_type":"box","text":"IRAs as permitted under the Internal Revenue Code; (h) with respect to Investor A Shares only, accounts opened","page_number":132,"box":{"x":70,"y":105,"width":799,"height":11}},{"id":"4b375148-73c4-4fd0-9f58-6886a7cb13ed","block_type":"box","text":"directly with a Fund that do not have a financial intermediary associated with the account; and (i) persons","page_number":132,"box":{"x":69,"y":120,"width":752,"height":11}},{"id":"74cffbcf-2859-44fc-92ba-1d3c69f09ffd","block_type":"box","text":"involuntarily liquidated from a Fund, 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The following persons associated with the Funds, the Fund’s Manager,","page_number":132,"box":{"x":69,"y":150,"width":812,"height":12}},{"id":"87f25713-0f52-451b-b4aa-8cae82a1a9b6","block_type":"box","text":"Sub-Advisers, Transfer Agent, Distributor, fund accounting agents, Barclays PLC and their affiliates may buy Investor A","page_number":132,"box":{"x":69,"y":166,"width":840,"height":11}},{"id":"d3c6d451-50fd-4cc8-906c-042e1c82bd08","block_type":"box","text":"or Investor P Shares of each of the Funds without paying a sales charge to the extent permitted by these firms","page_number":132,"box":{"x":69,"y":181,"width":788,"height":11}},{"id":"2baefcd9-0f82-46e0-acae-20f1f74502c6","block_type":"box","text":"including: (a) officers, directors and par tners; (b) employees and retirees; (c) employees or registered representatives","page_number":132,"box":{"x":70,"y":196,"width":838,"height":11}},{"id":"cf3610b0-7c72-414b-af6c-3c41b3fe0fd5","block_type":"box","text":"of firms who have entered into selling agreements to distribute shares of BlackRock-advised funds; (d) immediate","page_number":132,"box":{"x":69,"y":211,"width":810,"height":11}},{"id":"2ae3a877-df0a-45da-87bb-f166a5bae63a","block_type":"box","text":"family members of such persons (“immediate family members” shall be defined as the investor, the investor’s","page_number":132,"box":{"x":68,"y":226,"width":787,"height":11}},{"id":"dd0de0c5-3b98-4d9a-8b10-f1e833eb7fea","block_type":"box","text":"spouse or domestic par tner, children, parents and siblings); and (e) any trust, pension, profit-sharing or other benefit","page_number":132,"box":{"x":69,"y":241,"width":834,"height":11}},{"id":"48b27046-d04a-474e-a85c-8ff3cbdbc485","block_type":"box","text":"plan for any of the persons set for th in (a) through (d). 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The availability of Investor A or Investor P Shares sales charge waivers may depend upon the policies,","page_number":132,"box":{"x":69,"y":332,"width":783,"height":11}},{"id":"fae4a3cb-2834-40b8-a24d-3cd7ea76b31d","block_type":"box","text":"procedures and trading platforms of your financial intermediary; consult your financial adviser.","page_number":132,"box":{"x":70,"y":347,"width":668,"height":11}},{"id":"90788998-83a3-4d7e-9753-19987fe37f2f","block_type":"box","text":"If you invest $1,000,000 ($250,000 for BlackRock Dynamic High Income Por tfolio, BlackRock Multi-Asset","page_number":132,"box":{"x":102,"y":369,"width":754,"height":12}},{"id":"0f2cde3c-8bcc-4719-8e5e-96f4ec1e158c","block_type":"box","text":"Income Por tfolio and BlackRock Managed Income Fund of BlackRock Funds II, BlackRock Credit Relative Value Fund","page_number":132,"box":{"x":70,"y":385,"width":823,"height":11}},{"id":"12b59a3e-2061-42af-a929-170501a0d609","block_type":"box","text":"of BlackRock Funds IV, BlackRock Total Return Fund of BlackRock Bond Fund, Inc., BlackRock Global Allocation Fund,","page_number":132,"box":{"x":69,"y":400,"width":833,"height":10}},{"id":"b0eed5c7-3164-4e06-8822-2ba2f14ab167","block_type":"box","text":"Inc., BlackRock National Municipal Fund of BlackRock Municipal Bond Fund, Inc., BlackRock Shor t Duration Muni","page_number":132,"box":{"x":70,"y":415,"width":802,"height":11}},{"id":"d77bfe91-2700-449f-b88c-1dd96b45c802","block_type":"box","text":"Fund of BlackRock Municipal Bond Fund, Inc., BlackRock Strategic Municipal Oppor tunities Fund of BlackRock","page_number":132,"box":{"x":70,"y":430,"width":781,"height":11}},{"id":"23429a7e-233e-42b8-9b9b-ce5ba0cc84b9","block_type":"box","text":"Municipal Series Trust, BlackRock California Municipal Oppor tunities Fund of BlackRock California Municipal Series","page_number":132,"box":{"x":70,"y":445,"width":819,"height":11}},{"id":"7b8ddbaa-af4f-4a42-972c-334f8e42fa3e","block_type":"box","text":"Trust, BlackRock New York Municipal Oppor tunities Fund, BlackRock New Jersey Municipal Bond Fund and BlackRock","page_number":132,"box":{"x":68,"y":460,"width":835,"height":12}},{"id":"f665128d-c3ff-471d-bbeb-38daf9630480","block_type":"box","text":"Pennsylvania Municipal Bond Fund of BlackRock Multi-State Municipal Series Trust, BlackRock Event Driven Equity","page_number":132,"box":{"x":69,"y":475,"width":813,"height":12}},{"id":"21ec3be5-7a68-48af-8f72-b8ecd709d0e8","block_type":"box","text":"Fund and BlackRock Balanced Fund, Inc., and $500,000 for BlackRock Low Duration Bond Por tfolio, BlackRock","page_number":132,"box":{"x":70,"y":490,"width":792,"height":11}},{"id":"00cf1fd4-6738-4b69-8e72-5780eb9022fc","block_type":"box","text":"Floating Rate Income Por tfolio, BlackRock Income Fund and BlackRock Strategic Income Oppor tunities Por tfolio of","page_number":132,"box":{"x":70,"y":506,"width":813,"height":11}},{"id":"0e750d16-b0df-49eb-9c4f-9338c64deabe","block_type":"box","text":"BlackRock Funds V) or more in Investor A or Investor P Shares, as applicable, you may not pay an initial sales charge.","page_number":132,"box":{"x":70,"y":521,"width":837,"height":11}},{"id":"b747c007-efce-4f20-95d3-9a7364b17f58","block_type":"box","text":"However, if you redeem your Investor A or Investor P Shares, as applicable, within 18 months after purchase (a","page_number":132,"box":{"x":70,"y":536,"width":790,"height":11}},{"id":"2e28f1e3-6369-49c1-a54d-ef919b897085","block_type":"box","text":"shor ter holding period may apply depending on the Fund), you may be charged a deferred sales charge.","page_number":132,"box":{"x":69,"y":551,"width":736,"height":11}},{"id":"30892569-7e86-481a-98e5-85160526088a","block_type":"box","text":"A deferred sales charge of up to 1.00% may apply to cer tain redemptions of Investor A Shares of the Index","page_number":132,"box":{"x":101,"y":574,"width":763,"height":11}},{"id":"ec8bd566-2270-4fd8-9a78-10a9c59d20d7","block_type":"box","text":"Funds and BlackRock Shor t Obligations Fund purchased in an exchange transaction for Investor A Shares of a","page_number":132,"box":{"x":70,"y":589,"width":782,"height":11}},{"id":"29fa4581-6dfd-4372-96ee-bb99fad877ed","block_type":"box","text":"por tfolio advised by BlackRock or its affiliates where no initial sales charge was paid at the time of purchase of such","page_number":132,"box":{"x":70,"y":604,"width":832,"height":11}},{"id":"1e875c47-7ea7-47da-b4a1-7dd09853c9eb","block_type":"box","text":"fund (an “Investor A Load-Waived BlackRock Por tfolio”) as par t of an investment of $1,000,000 (lesser amounts may","page_number":132,"box":{"x":68,"y":618,"width":839,"height":12}},{"id":"94b21d3d-b26f-4a0c-9166-722167a6c2f7","block_type":"box","text":"apply depending on the Investor A Load-Waived BlackRock Por tfolio) or more. The Investor A Shares deferred sales","page_number":132,"box":{"x":69,"y":634,"width":817,"height":12}},{"id":"ddf69d61-af41-4c7f-bf78-259558904dc1","block_type":"box","text":"charge is only charged upon redemptions of Investor A Shares within 18 months after you originally acquired such","page_number":132,"box":{"x":69,"y":649,"width":811,"height":12}},{"id":"6f019687-dca8-47b3-94ca-fe9b133fa76e","block_type":"box","text":"Investor A Shares of the Investor A Load-Waived BlackRock Por tfolio (a shor ter holding period may apply depending","page_number":132,"box":{"x":70,"y":664,"width":818,"height":12}},{"id":"8d859339-1a37-4b1a-8006-4252c19d12b2","block_type":"box","text":"on the Investor A Load-Waived BlackRock Por tfolio), unless you qualify for a waiver. There is no deferred sales charge","page_number":132,"box":{"x":69,"y":680,"width":836,"height":11}},{"id":"c925554d-98a6-44e0-b4bf-fbd8b3414bc2","block_type":"box","text":"charged on redemptions if you have owned your Investor A Shares for more than 18 months (or for a shor ter holding","page_number":132,"box":{"x":69,"y":695,"width":830,"height":11}},{"id":"b8dc96c6-1b7f-41fc-bd35-796fa9f81bcd","block_type":"box","text":"period, as applicable) (as measured from your original purchase of Investor A Shares that you exchanged into","page_number":132,"box":{"x":70,"y":710,"width":778,"height":11}},{"id":"737b2727-926e-40bc-97ec-749f9a1ba720","block_type":"box","text":"Investor A Shares of the Index Fund or BlackRock Shor t Obligations Fund).","page_number":132,"box":{"x":70,"y":725,"width":526,"height":11}},{"id":"53042f22-f6a4-4c88-abcb-8961c389aa3b","block_type":"box","text":"The deferred sales charge on Investor A or Investor P Shares, as applicable, is not charged in connection with:","page_number":132,"box":{"x":101,"y":748,"width":788,"height":11}},{"id":"513f9ef1-d0de-48f4-b7fc-2db759a145f4","block_type":"box","text":"(a) redemptions of Investor A or Investor P Shares purchased through cer tain employer-sponsored retirement plans","page_number":132,"box":{"x":69,"y":763,"width":819,"height":11}},{"id":"fb168ced-33e9-4c42-a60a-f2807eb66800","block_type":"box","text":"and rollovers of current investments in a Fund through such plans; (b) exchanges described in “Exchange Privilege”","page_number":132,"box":{"x":69,"y":778,"width":820,"height":11}},{"id":"735d84c9-4d0e-4d9d-b9f8-7279dc009baa","block_type":"box","text":"below; (c) redemptions made in connection with minimum required distributions from IRA and 403(b)(7) accounts due","page_number":132,"box":{"x":69,"y":793,"width":837,"height":11}},{"id":"0d54afa0-af2c-4dd6-8309-301da4a1e884","block_type":"box","text":"to the shareholder reaching the applicable age triggering such distributions; (d) redemptions made with respect to","page_number":132,"box":{"x":68,"y":808,"width":812,"height":11}},{"id":"8da3cf1a-5ea3-49f2-aead-9023651b9d00","block_type":"box","text":"cer tain retirement plans sponsored by a Fund, BlackRock or its affiliates; (e) redemptions (i) within one year of a","page_number":132,"box":{"x":69,"y":823,"width":803,"height":11}},{"id":"2923fe1e-c3a8-4828-9f59-2503876f0a1d","block_type":"box","text":"shareholder’s death or, if later, the receipt of a cer tified probate settlement (including in connection with the","page_number":132,"box":{"x":69,"y":838,"width":772,"height":12}},{"id":"2000cd17-1051-459d-b0e5-ffa71f48a794","block_type":"box","text":"distribution of account assets to a beneficiary of the decedent) or (ii) in connection with a shareholder’s disability (as","page_number":132,"box":{"x":69,"y":853,"width":835,"height":12}},{"id":"6754ace1-4136-44a4-afbc-138fbb55dcdb","block_type":"box","text":"defined in the Code) subsequent to the purchase of Investor A or Investor P Shares; (f) involuntary redemptions of","page_number":132,"box":{"x":69,"y":869,"width":814,"height":11}},{"id":"75e98a3d-c681-4fd2-b5a3-cf6186a31f62","block_type":"box","text":"Investor A or Investor P Shares in accounts with low balances; (g) cer tain redemptions made pursuant to the","page_number":132,"box":{"x":70,"y":884,"width":772,"height":11}},{"id":"b4dc2c89-c6f7-416f-a120-649ca5534f36","block_type":"box","text":"Systematic Withdrawal Plan (described below); (h) redemptions related to the payment of BNY Mellon Investment","page_number":132,"box":{"x":69,"y":899,"width":805,"height":11}},{"id":"9fd89139-b7fd-4a72-b080-37a016478d10","block_type":"box","text":"II-104","page_number":132,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"0a45e3dc-1148-45c1-85ae-71753079660c","block_type":"box","text":"NM1026U-5981080-132/228","page_number":132,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"cebc06a6-b125-48a2-9e96-bac1f96fe304","block_type":"box","text":"Servicing Trust Company custodial IRA fees; and (i) redemptions when a shareholder can demonstrate hardship, in","page_number":133,"box":{"x":69,"y":45,"width":817,"height":11}},{"id":"65c53638-de3f-492b-be01-4603e0f63b15","block_type":"box","text":"the absolute discretion of a Fund.","page_number":133,"box":{"x":68,"y":60,"width":239,"height":9}},{"id":"55bc79ea-2fe3-4ea5-81d5-e86ffeae48a5","block_type":"box","text":"With respect to cer tain employer-sponsored retirement plans, if a dealer waives its right to receive a placement","page_number":133,"box":{"x":101,"y":82,"width":794,"height":12}},{"id":"318e008d-bd42-4d97-9e37-fea011eba2c8","block_type":"box","text":"fee, the Fund may, at its own discretion, waive the CDSC related to purchases of $1,000,000 ($250,000 for","page_number":133,"box":{"x":68,"y":97,"width":776,"height":12}},{"id":"a5cc6fd4-e84d-4e64-9059-3ab60055aa30","block_type":"box","text":"BlackRock Dynamic High Income Por tfolio, BlackRock Multi-Asset Income Por tfolio and BlackRock Managed Income","page_number":133,"box":{"x":70,"y":113,"width":821,"height":11}},{"id":"f38786fe-f6b7-4e3b-b7c0-5d77328fe891","block_type":"box","text":"Fund of BlackRock Funds II, BlackRock Credit Relative Value Fund of BlackRock Funds IV, BlackRock Total Return","page_number":133,"box":{"x":70,"y":128,"width":800,"height":10}},{"id":"20fc4df9-294c-4d9e-be8d-c2a6dddf66df","block_type":"box","text":"Fund of BlackRock Bond Fund, Inc., BlackRock Global Allocation Fund, Inc., BlackRock National Municipal Fund of","page_number":133,"box":{"x":70,"y":143,"width":806,"height":11}},{"id":"2e79b7e1-90d0-4d6f-87f7-daff8da364ff","block_type":"box","text":"BlackRock Municipal Bond Fund, Inc., BlackRock Shor t Duration Muni Fund of BlackRock Municipal Bond Fund, Inc.,","page_number":133,"box":{"x":70,"y":158,"width":823,"height":11}},{"id":"6c5d0636-cf99-40cd-8d4b-345eb139fc66","block_type":"box","text":"BlackRock Strategic Municipal Oppor tunities Fund of BlackRock Municipal Series Trust, BlackRock California","page_number":133,"box":{"x":70,"y":173,"width":770,"height":11}},{"id":"8ad6a953-1c83-46a9-926b-1e2c4f3af91f","block_type":"box","text":"Municipal Oppor tunities Fund of BlackRock California Municipal Series Trust, BlackRock New York Municipal","page_number":133,"box":{"x":70,"y":188,"width":766,"height":11}},{"id":"981e1083-cded-43b1-acfb-e7d5fa5148a8","block_type":"box","text":"Oppor tunities Fund, BlackRock New Jersey Municipal Bond Fund and BlackRock Pennsylvania Municipal Bond Fund of","page_number":133,"box":{"x":69,"y":203,"width":837,"height":12}},{"id":"bed6be7a-db53-465e-a7dc-e80713b2365d","block_type":"box","text":"BlackRock Multi-State Municipal Series Trust, BlackRock Event Driven Equity Fund and BlackRock Balanced Fund,","page_number":133,"box":{"x":70,"y":219,"width":805,"height":11}},{"id":"e5a92968-0502-4725-9e1d-57346283217d","block_type":"box","text":"Inc., and $500,000 for BlackRock Low Duration Bond Por tfolio, BlackRock Floating Rate Income Por tfolio, BlackRock","page_number":133,"box":{"x":70,"y":233,"width":832,"height":12}},{"id":"6dc98daa-dcce-467b-9d27-d98f216fe32d","block_type":"box","text":"Income Fund and BlackRock Strategic Income Oppor tunities Por tfolio of BlackRock Funds V) or more of Investor A or","page_number":133,"box":{"x":70,"y":249,"width":828,"height":11}},{"id":"709a0c93-1a21-43c7-9338-70ce0e47383d","block_type":"box","text":"Investor P Shares. This may depend upon the policies, procedures and trading platforms of your financial","page_number":133,"box":{"x":70,"y":264,"width":746,"height":11}},{"id":"db3e34ec-202c-4049-9663-cb6cda1bdb56","block_type":"box","text":"intermediary; consult your financial adviser.","page_number":133,"box":{"x":70,"y":279,"width":307,"height":11}},{"id":"283b50cc-4754-4f40-bfed-b3730d74db44","block_type":"box","text":"Investor A and Investor P Shares are also available at NAV to investors that, for regulatory reasons, are required","page_number":133,"box":{"x":102,"y":302,"width":799,"height":11}},{"id":"8dfeb895-221d-4af8-ae1e-57fdd0ff187e","block_type":"box","text":"to transfer investment positions from a foreign registered investment company advised by BlackRock or its affiliates","page_number":133,"box":{"x":68,"y":317,"width":829,"height":11}},{"id":"f4384689-1819-4857-9f79-9f3df2f045ab","block_type":"box","text":"to a U.S. registered BlackRock-advised fund.","page_number":133,"box":{"x":68,"y":332,"width":317,"height":11}},{"id":"b631572d-ce97-48c1-bc6e-f8b7a44d62a7","block_type":"box","text":"Acquisition of Cer tain Investment Companies.","page_number":133,"box":{"x":101,"y":355,"width":326,"height":11}},{"id":"8deb4d5c-85fd-498d-a2f4-8bf67edb469e","block_type":"box","text":"Investor A and Investor P Shares may be offered at NAV in","page_number":133,"box":{"x":434,"y":355,"width":413,"height":11}},{"id":"3e1a5b7c-1e5b-488d-9059-6058e3ab192d","block_type":"box","text":"connection with the acquisition of the assets of, or merger or consolidation with, a personal holding company or a","page_number":133,"box":{"x":69,"y":370,"width":811,"height":11}},{"id":"602bb7da-eb34-443a-a025-b730f21595c1","block_type":"box","text":"public or private investment company.","page_number":133,"box":{"x":70,"y":385,"width":266,"height":11}},{"id":"b3692454-15b9-4bc8-b8bb-6d3daa9f5ebb","block_type":"box","text":"Purchases Through Cer tain Financial Intermediaries.","page_number":133,"box":{"x":102,"y":408,"width":372,"height":11}},{"id":"261c8d11-45f1-41ed-beee-c43e3878f1d3","block_type":"box","text":"Reduced sales charges may be applicable for purchases of","page_number":133,"box":{"x":481,"y":407,"width":421,"height":12}},{"id":"919b3814-4048-4abd-a939-f92713197c71","block_type":"box","text":"Investor A, Investor A1 or Investor P Shares of a Fund through cer tain financial advisers, selected securities dealers","page_number":133,"box":{"x":70,"y":423,"width":825,"height":11}},{"id":"c1ab2235-0ab1-45ef-b3c2-1f9f6ea61a34","block_type":"box","text":"and other financial intermediaries that meet and adhere to standards established by the Manager from time to time.","page_number":133,"box":{"x":69,"y":438,"width":830,"height":11}},{"id":"6c2c0775-4e0b-41f8-bc73-8af9d119e2c9","block_type":"box","text":"Deferred Sales Charge Alternative — Investor C Shares","page_number":133,"box":{"x":69,"y":468,"width":405,"height":11}},{"id":"24db9f57-5f2a-41d9-b7ca-78f537944b91","block_type":"box","text":"Investors choosing the deferred sales charge alternative should consider Investor C Shares if they are uncer tain","page_number":133,"box":{"x":102,"y":491,"width":799,"height":11}},{"id":"5ba91c12-5f74-4e51-b892-80eb4359d2b7","block_type":"box","text":"as to the length of time they intend to hold their assets in a Fund. If you select Investor C Shares, you do not pay an","page_number":133,"box":{"x":69,"y":506,"width":828,"height":11}},{"id":"44453ef6-d5c6-42fa-85e9-e36096ea0d26","block_type":"box","text":"initial sales charge at the time of purchase. A Fund will not accept a purchase order of $500,000 or more for","page_number":133,"box":{"x":70,"y":520,"width":778,"height":12}},{"id":"f9148018-c97b-45d8-9f36-064139e147f0","block_type":"box","text":"Investor C Shares (may be lower on funds that have set a lower breakpoint for NAV). Your financial intermediary may","page_number":133,"box":{"x":70,"y":536,"width":826,"height":11}},{"id":"d58b5889-1c8c-49c1-b36e-24d7c64ccaa3","block_type":"box","text":"set a lower maximum for Investor C Shares.","page_number":133,"box":{"x":69,"y":551,"width":311,"height":9}},{"id":"983b83ba-a498-4852-9ea5-2f73ec95c717","block_type":"box","text":"Investor C Shares are not available in accounts opened or held directly with a Fund that do not have a financial","page_number":133,"box":{"x":102,"y":574,"width":789,"height":11}},{"id":"010c2648-1265-4727-94d5-fef4ee28645c","block_type":"box","text":"intermediary associated with the account.","page_number":133,"box":{"x":70,"y":589,"width":297,"height":11}},{"id":"e2f98899-301e-4754-b7c9-4eb5e11d2c3c","block_type":"box","text":"If you select Investor C Shares, you do not pay an initial sales charge at the time of purchase.","page_number":133,"box":{"x":102,"y":612,"width":669,"height":11}},{"id":"5f744679-c0db-4f34-9911-a950b1480a68","block_type":"box","text":"The deferred sales charge alternatives may be par ticularly appealing to investors who do not qualify for the","page_number":133,"box":{"x":101,"y":634,"width":763,"height":12}},{"id":"a4ab7677-6664-4ccc-bec6-9c35346aca26","block_type":"box","text":"reduction in initial sales charges. CDSC shares are subject to ongoing service fees and distribution fees; however,","page_number":133,"box":{"x":69,"y":649,"width":815,"height":12}},{"id":"0b468625-9a49-4fe3-850b-cd8c053fcb52","block_type":"box","text":"these fees potentially may be offset to the extent any return is realized on the additional funds initially invested in","page_number":133,"box":{"x":68,"y":664,"width":813,"height":12}},{"id":"cbce22a0-d6ec-4c50-b6cb-927821d8bb07","block_type":"box","text":"CDSC shares.","page_number":133,"box":{"x":69,"y":680,"width":97,"height":9}},{"id":"fe62be96-9292-4672-ac72-d2e5be64c239","block_type":"box","text":"BlackRock compensates financial advisers and other financial intermediaries for selling CDSC shares at the time","page_number":133,"box":{"x":102,"y":702,"width":804,"height":12}},{"id":"df042098-d578-433d-afde-bd7d23c2d9fa","block_type":"box","text":"of purchase from its own funds. Proceeds from the CDSC and the distribution fee are paid to the Distributor and are","page_number":133,"box":{"x":69,"y":717,"width":827,"height":11}},{"id":"f1bdd94e-2e22-4cdc-8e16-7d49e9f4b5ae","block_type":"box","text":"used by the Distributor to defray the expenses of securities dealers or other financial intermediaries related to","page_number":133,"box":{"x":69,"y":732,"width":786,"height":12}},{"id":"e04edd5d-f16b-4595-b910-c7b2c175ecb3","block_type":"box","text":"providing distribution-related services to each Fund in connection with the sale of the CDSC shares. The combination","page_number":133,"box":{"x":70,"y":748,"width":831,"height":11}},{"id":"63a7a05f-5dc0-4c70-ab1f-1ef05a46c92e","block_type":"box","text":"of the CDSC and the ongoing distribution fee facilitates the ability of each Fund to sell the CDSC shares without a","page_number":133,"box":{"x":69,"y":763,"width":809,"height":11}},{"id":"49e54932-2756-4032-a1be-70b008070110","block_type":"box","text":"sales charge being deducted at the time of purchase. See “Distribution and/or Shareholder Servicing Plans” below.","page_number":133,"box":{"x":69,"y":778,"width":824,"height":11}},{"id":"ff8f003d-1d97-4956-94d9-0c9022afe868","block_type":"box","text":"Imposition of the CDSC and the distribution fee on CDSC shares is limited by FINRA (as defined below) asset-based","page_number":133,"box":{"x":70,"y":793,"width":822,"height":11}},{"id":"7b2a1962-f884-4f72-9683-55a57a612680","block_type":"box","text":"sales charge rule. See “Limitations on the Payment of Deferred Sales Charges” below.","page_number":133,"box":{"x":69,"y":808,"width":618,"height":11}},{"id":"6402df83-ee23-4b4c-adb1-bc05a510d080","block_type":"box","text":"Dealers will generally immediately receive commissions equal to 1.00% of the Investor C Shares sold by them","page_number":133,"box":{"x":102,"y":831,"width":782,"height":11}},{"id":"8686c7bf-5f78-4ee7-a597-449dbba62b75","block_type":"box","text":"plus ongoing fees under the Fund’s Distribution and Service Plan. Dealers may not receive a commission in","page_number":133,"box":{"x":70,"y":846,"width":764,"height":11}},{"id":"6bac6c23-8d3a-4d5a-b4a4-3c2b9f8ff33b","block_type":"box","text":"connection with sales of Investor C Shares to cer tain employer-sponsored retirement plans sponsored by the Fund,","page_number":133,"box":{"x":69,"y":861,"width":820,"height":11}},{"id":"2a21f5ff-0016-4e81-9e21-cefa9c78482b","block_type":"box","text":"BlackRock or its affiliates, but may receive fees under the Distribution and Service Plan. These commissions and","page_number":133,"box":{"x":70,"y":876,"width":806,"height":11}},{"id":"6d61acae-8c7a-4995-9f9e-77c86b4898cb","block_type":"box","text":"payments may be different than the reallowances, placement fees and commissions paid to dealers in connection","page_number":133,"box":{"x":70,"y":891,"width":813,"height":11}},{"id":"d0348235-93f8-469b-9c6d-b08044896c9a","block_type":"box","text":"II-105","page_number":133,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"68bac366-2869-4b24-9cac-1271459ebe2f","block_type":"box","text":"NM1026U-5981080-133/228","page_number":133,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"b75e64d8-2f43-4cfe-8600-73f44c0b3d35","block_type":"box","text":"with sales of Investor A, Investor A1 and Investor P Shares. These may depend upon the policies, procedures and","page_number":134,"box":{"x":68,"y":45,"width":811,"height":11}},{"id":"f8796802-1bef-466b-bb8e-123d8240eaae","block_type":"box","text":"trading platforms of your financial intermediary; consult your financial adviser.","page_number":134,"box":{"x":68,"y":60,"width":554,"height":11}},{"id":"48c7ba58-1bb9-431a-8831-4e254cfcfd42","block_type":"box","text":"Each Fund has adopted an automatic conversion feature for Investor C Shares. Effective November 23, 2020,","page_number":134,"box":{"x":102,"y":82,"width":783,"height":11}},{"id":"3b4dd94a-5219-4ef8-9ce5-1c37e35beafa","block_type":"box","text":"Investor C Shares held for approximately eight years will be conver ted into Investor A Shares, as set for th in each","page_number":134,"box":{"x":70,"y":98,"width":808,"height":11}},{"id":"efadc247-5b9f-41cc-9c4e-0b48c886bfea","block_type":"box","text":"Fund’s Prospectus. In addition, accounts that do not have a financial intermediary associated with them are not","page_number":134,"box":{"x":70,"y":113,"width":797,"height":11}},{"id":"24e5c70a-895f-40ba-8688-976167fb99b5","block_type":"box","text":"eligible to hold Investor C Shares, and any Investor C Shares held in such accounts will be automatically conver ted to","page_number":134,"box":{"x":69,"y":128,"width":837,"height":11}},{"id":"8c7894aa-b1d4-4ecc-b6c2-233481869c85","block_type":"box","text":"Investor A Shares.","page_number":134,"box":{"x":70,"y":143,"width":128,"height":9}},{"id":"5e9f7a90-2d09-47d0-adfe-c0ab62624967","block_type":"box","text":"Conversion of Investor C Shares to Investor A Shares","page_number":134,"box":{"x":102,"y":166,"width":378,"height":9}},{"id":"ee2eee30-faa5-4f37-ac06-3f707c856839","block_type":"box","text":"Effective November 23, 2020 (the “Effective Date”), approximately eight years after purchase, Investor C Shares","page_number":134,"box":{"x":102,"y":188,"width":804,"height":12}},{"id":"b2560984-4edd-4206-a9be-a981a7593de3","block_type":"box","text":"of each Fund will conver t automatically into Investor A Shares of that Fund (the “Investor C 8-Year Conversion”).","page_number":134,"box":{"x":69,"y":203,"width":794,"height":12}},{"id":"5f51d2b4-6c38-4fd3-9497-5bc22ca7d079","block_type":"box","text":"Cer tain funds (the “Predecessor Funds”) were reorganized into new Funds (the “Successor Funds”) pursuant to","page_number":134,"box":{"x":69,"y":218,"width":794,"height":12}},{"id":"8d442d2b-5a1e-442d-b388-cabb76d7649e","block_type":"box","text":"reorganizations which occurred in September 2018. The holding period for Investor C Shares of Successor Funds","page_number":134,"box":{"x":69,"y":234,"width":806,"height":11}},{"id":"f0ae19b1-c254-4822-98e8-e5e8bd4d2b5f","block_type":"box","text":"includes the period such shares were held in the respective Predecessor Fund. It is the financial intermediary’s","page_number":134,"box":{"x":70,"y":249,"width":793,"height":11}},{"id":"3ac84333-958f-498c-a268-6b8703bf5cca","block_type":"box","text":"responsibility to ensure that the shareholder is credited with the proper holding period. As of the Effective Date,","page_number":134,"box":{"x":69,"y":264,"width":796,"height":11}},{"id":"1363eeec-871e-422b-bded-ef3772e664ce","block_type":"box","text":"cer tain financial intermediaries, including group retirement recordkeeping platforms, may not have been tracking","page_number":134,"box":{"x":69,"y":279,"width":802,"height":11}},{"id":"fac78b2c-5526-4739-ac03-be000e7ca933","block_type":"box","text":"such holding periods and therefore may not be able to process such conversions. In such instances, Investor C","page_number":134,"box":{"x":69,"y":294,"width":793,"height":11}},{"id":"666a143f-627a-465c-a458-59544547a535","block_type":"box","text":"Shares held as of the Effective Date will automatically conver t to Investor A Shares approximately eight years after","page_number":134,"box":{"x":69,"y":309,"width":817,"height":11}},{"id":"b507f0ba-3921-4549-96f2-ba2f242a7590","block_type":"box","text":"the Effective Date. If, as of November 23, 2028 (eight years after the Effective Date), a financial intermediary has","page_number":134,"box":{"x":68,"y":324,"width":814,"height":12}},{"id":"4e303843-e8b7-4f22-aa07-2f10aba4e68b","block_type":"box","text":"not implemented systems or procedures to track holding periods commencing from the Effective Date, shareholders","page_number":134,"box":{"x":69,"y":339,"width":828,"height":12}},{"id":"6d15b80c-4880-4738-82a0-8233a2d655b6","block_type":"box","text":"holding Investor C Shares through such financial intermediary will no longer be eligible to hold Investor C Shares and","page_number":134,"box":{"x":69,"y":355,"width":832,"height":11}},{"id":"27b2abd3-5c13-4f4a-be07-373fd730773c","block_type":"box","text":"any such shares will conver t to Investor A Shares as soon as reasonably practicable after such date.","page_number":134,"box":{"x":69,"y":370,"width":718,"height":11}},{"id":"e553ae02-df4a-4e70-95b7-b531b5aee785","block_type":"box","text":"In addition, accounts that do not have a financial intermediary associated with them are not eligible to hold","page_number":134,"box":{"x":102,"y":392,"width":764,"height":12}},{"id":"d207a75d-0621-4f4b-b2c6-edf20c2e759b","block_type":"box","text":"Investor C Shares, and any Investor C Shares held in such accounts will be automatically conver ted into Investor A","page_number":134,"box":{"x":70,"y":408,"width":816,"height":11}},{"id":"dcbf7651-87b0-4205-ab3a-92b8bda37db9","block_type":"box","text":"Shares (the “Investor C Direct Accounts Conversion” and together with the Investor C 8-Year Conversion, the","page_number":134,"box":{"x":69,"y":423,"width":772,"height":11}},{"id":"8a2b0f3e-2c6e-4470-be44-76fd0bfa7b0d","block_type":"box","text":"“Investor C Conversions”).","page_number":134,"box":{"x":70,"y":438,"width":186,"height":11}},{"id":"78262c16-2044-494a-8eab-c7c6f6913a1a","block_type":"box","text":"The Investor C Conversions will occur at least once each month (on the “Investor C Conversion Date”) on the","page_number":134,"box":{"x":101,"y":460,"width":776,"height":11}},{"id":"b75e7472-62d8-4fda-954f-cefb569f3535","block_type":"box","text":"basis of the relative NAV of the shares of the two applicable classes on the Investor C Conversion Date, without the","page_number":134,"box":{"x":69,"y":475,"width":824,"height":11}},{"id":"66840cd4-1851-450e-91b6-9fe3ebf58dd3","block_type":"box","text":"imposition of any sales load, fee or other charge. The Investor C Conversions will not be deemed a purchase or sale","page_number":134,"box":{"x":70,"y":491,"width":827,"height":11}},{"id":"daad90fb-f815-4ad4-bfab-a059a390c403","block_type":"box","text":"of the shares for U.S. federal income tax purposes. Shares acquired through reinvestment of dividends on Investor C","page_number":134,"box":{"x":69,"y":506,"width":833,"height":11}},{"id":"4d4f303c-d805-4c18-8399-ade20bc2b54d","block_type":"box","text":"Shares will also conver t automatically to Investor A Shares, as set for th in each Fund’s Prospectus. The Investor C","page_number":134,"box":{"x":69,"y":521,"width":818,"height":11}},{"id":"85d3f7be-155b-4197-b007-7ecfbd41cf07","block_type":"box","text":"Conversion Date for dividend reinvestment shares will be calculated taking into account the length of time the shares","page_number":134,"box":{"x":69,"y":536,"width":836,"height":11}},{"id":"50d2bc63-6e13-4e15-817c-6fd72910913e","block_type":"box","text":"underlying the dividend reinvestment shares were outstanding.","page_number":134,"box":{"x":69,"y":551,"width":445,"height":11}},{"id":"3df62e62-1ab6-482a-8e45-d7e85daad654","block_type":"box","text":"Contingent Deferred Sales Charge — Investor C Shares","page_number":134,"box":{"x":102,"y":574,"width":396,"height":11}},{"id":"d0c31a18-0962-4ea6-8a00-206210cda503","block_type":"box","text":"Investor C Shares that are redeemed within one year of purchase may be subject to a 1.00% CDSC charged as a","page_number":134,"box":{"x":102,"y":596,"width":804,"height":12}},{"id":"563ec1b9-15f1-42a8-8468-38f61add1bb7","block_type":"box","text":"percentage of the dollar amount subject thereto. In determining whether an Investor C Shares CDSC is applicable to","page_number":134,"box":{"x":70,"y":612,"width":826,"height":11}},{"id":"b0be7faa-b71a-4959-8c0b-a729753e06e7","block_type":"box","text":"a redemption, the calculation will be determined in the manner that results in the lowest possible rate being charged.","page_number":134,"box":{"x":69,"y":627,"width":837,"height":11}},{"id":"8f9848f7-748e-4feb-b2c4-8828e15296f8","block_type":"box","text":"The charge will be assessed on an amount equal to the lesser of the proceeds of redemption or the cost of the","page_number":134,"box":{"x":68,"y":642,"width":795,"height":11}},{"id":"89d16cbf-dac0-47d6-a6ef-015677f87de4","block_type":"box","text":"shares being redeemed. Accordingly, no CDSC will be imposed on increases in NAV above the initial purchase price of","page_number":134,"box":{"x":69,"y":657,"width":840,"height":11}},{"id":"59ed0e9c-e5b6-4b9e-bcc4-faea34fb7b36","block_type":"box","text":"Investor C Shares. In addition, no CDSC will be assessed on Investor C Shares acquired through reinvestment of","page_number":134,"box":{"x":70,"y":672,"width":804,"height":11}},{"id":"d1e767c5-8734-4630-9cc9-86068abd301f","block_type":"box","text":"dividends. It will be assumed that the redemption is first of shares held for over one year or shares acquired","page_number":134,"box":{"x":69,"y":687,"width":772,"height":11}},{"id":"f67cff1a-7c97-4fd9-a33d-f991de04d949","block_type":"box","text":"pursuant to reinvestment of dividends and then of shares held longest during the one-year period. A transfer of","page_number":134,"box":{"x":70,"y":702,"width":790,"height":12}},{"id":"a4a5b8e8-52ba-4a08-ad38-4642b8f144ec","block_type":"box","text":"shares from a shareholder’s account to another account will be assumed to be made in the same order as a","page_number":134,"box":{"x":69,"y":717,"width":776,"height":9}},{"id":"5d9b4ace-6ff4-4082-99af-351d9d6fcfcc","block_type":"box","text":"redemption.","page_number":134,"box":{"x":69,"y":733,"width":83,"height":10}},{"id":"b081b6e8-98f5-449e-a723-6ab2a9ebef1f","block_type":"box","text":"See “Information on Sales Charges and Distribution Related Expenses” in Par t I of each Fund’s SAI for","page_number":134,"box":{"x":102,"y":755,"width":734,"height":11}},{"id":"129b75d7-b787-4da3-8fab-4f4adcfed866","block_type":"box","text":"information about amounts paid to the Distributor in connection with CDSC shares for the periods indicated.","page_number":134,"box":{"x":70,"y":770,"width":769,"height":11}},{"id":"590cc9a5-47a3-4747-b11f-82ff49df700d","block_type":"box","text":"Investor C Shares — Contingent Deferred Sales Charge Waivers and Reductions","page_number":134,"box":{"x":102,"y":793,"width":572,"height":11}},{"id":"1d07adf9-c811-431b-b123-acd71c7c2c85","block_type":"box","text":"The CDSC on Investor C Shares is not charged in connection with: (1) redemptions of Investor C Shares","page_number":134,"box":{"x":101,"y":816,"width":740,"height":11}},{"id":"fd06c5ad-48ba-4ba8-9a23-0b3cf5623482","block_type":"box","text":"purchased through cer tain employer-sponsored retirement plans and fee-based programs previously approved by","page_number":134,"box":{"x":70,"y":831,"width":802,"height":11}},{"id":"f23ebc95-c32c-4389-984d-d57857b89214","block_type":"box","text":"cer tain Funds and rollovers of current investments in the Fund through such plans; (2) exchanges described in","page_number":134,"box":{"x":69,"y":846,"width":786,"height":11}},{"id":"5e2326f8-6691-4674-9d08-494de09548cc","block_type":"box","text":"“Exchange Privilege” below; (3) redemptions made in connection with minimum required distributions due to the","page_number":134,"box":{"x":70,"y":861,"width":797,"height":11}},{"id":"2972db83-3d78-42a4-be9b-e4199c038d20","block_type":"box","text":"shareholder reaching age 72 from IRA and 403(b)(7) accounts; (4) redemptions made with respect to cer tain","page_number":134,"box":{"x":69,"y":876,"width":776,"height":11}},{"id":"cd3918fc-2b15-41aa-ad62-7d944f50e5d6","block_type":"box","text":"retirement plans sponsored by the Fund, BlackRock or its affiliates; (5) redemptions in connection with a","page_number":134,"box":{"x":69,"y":891,"width":747,"height":11}},{"id":"e5a773c7-0336-4dc1-adf3-49872593517a","block_type":"box","text":"shareholder’s death as long as the waiver request is made within one year of death or, if later, reasonably promptly","page_number":134,"box":{"x":69,"y":906,"width":822,"height":12}},{"id":"b2000cd3-9381-4cc7-9364-9eb892336832","block_type":"box","text":"II-106","page_number":134,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"60c1fce7-86c5-4e23-b0ff-a4d09b962e05","block_type":"box","text":"NM1026U-5981080-134/228","page_number":134,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"8672f0a8-e3fd-431f-9cc1-915dc86b8a05","block_type":"box","text":"following completion of probate (including in connection with the distribution of account assets to a beneficiary of the","page_number":135,"box":{"x":68,"y":45,"width":836,"height":11}},{"id":"147590a3-9af0-4e9b-9ceb-e34a617f6d07","block_type":"box","text":"decedent) or disability (as defined in the Code) subsequent to the purchase of Investor C Shares; (6) withdrawals","page_number":135,"box":{"x":69,"y":60,"width":806,"height":11}},{"id":"15920f37-8b67-4ece-b6bf-7a7a9092311f","block_type":"box","text":"resulting from shareholder disability (as defined in the Code) as long as the disability arose subsequent to the","page_number":135,"box":{"x":69,"y":75,"width":786,"height":11}},{"id":"7e1f8cd3-ed6e-4471-81a7-c14d41ced2af","block_type":"box","text":"purchase of the shares; (7) involuntary redemptions of Investor C Shares in accounts with low balances as described","page_number":135,"box":{"x":70,"y":90,"width":834,"height":11}},{"id":"be48296a-973e-4844-924a-e42d62706044","block_type":"box","text":"in “Redemption of Shares” below; (8) redemptions made pursuant to a systematic withdrawal plan, subject to the","page_number":135,"box":{"x":70,"y":105,"width":809,"height":11}},{"id":"f9213a93-943a-4329-b603-5d3fd7093715","block_type":"box","text":"limitations set for th under “Systematic Withdrawal Plan” below; (9) redemptions related to the payment of BNY","page_number":135,"box":{"x":70,"y":120,"width":791,"height":11}},{"id":"2c0c8f8b-c24a-4de9-b3b1-17e3f63c4174","block_type":"box","text":"Mellon Investment Servicing Trust Company custodial IRA fees; and (10) redemptions when a shareholder can","page_number":135,"box":{"x":70,"y":135,"width":784,"height":12}},{"id":"a3a85128-ef16-4090-9906-fee862f9c01d","block_type":"box","text":"demonstrate hardship, in the absolute discretion of the Fund. In addition, no CDSC is charged on Investor C Shares","page_number":135,"box":{"x":69,"y":150,"width":824,"height":12}},{"id":"f543d72f-61b5-4615-99d0-7cfb86b5ed8a","block_type":"box","text":"acquired through the reinvestment of dividends or distributions.","page_number":135,"box":{"x":69,"y":166,"width":451,"height":11}},{"id":"13e7fc46-14cc-44e0-b0c2-18b1b4012c12","block_type":"box","text":"Cer tain CDSC waivers and reductions on Investor C Shares may be available to customers of cer tain financial","page_number":135,"box":{"x":102,"y":188,"width":781,"height":11}},{"id":"acf237cf-b840-46d5-a164-6ca4abfa8113","block_type":"box","text":"intermediaries, as described under “Intermediary-Defined Sales Charge Waiver Policies” in the Fund’s Prospectus.","page_number":135,"box":{"x":70,"y":203,"width":813,"height":12}},{"id":"af9563a0-d2e5-4dd5-b45c-5441a3ff99b0","block_type":"box","text":"Please speak to your financial intermediary for more information.","page_number":135,"box":{"x":69,"y":218,"width":462,"height":12}},{"id":"33284abf-a42e-46ad-9b2c-50256db8dd64","block_type":"box","text":"Class R Shares","page_number":135,"box":{"x":69,"y":249,"width":110,"height":9}},{"id":"18ad2d76-94c1-46f7-a2f8-2e7fdd2c167d","block_type":"box","text":"Cer tain of the Funds offer Class R Shares as described in each such Fund’s Prospectus. Class R Shares are","page_number":135,"box":{"x":102,"y":271,"width":775,"height":11}},{"id":"1aee1dcd-c29d-4356-9a7e-abc4065e6d13","block_type":"box","text":"available only to cer tain employer-sponsored retirement plans. Class R Shares are not subject to an initial sales","page_number":135,"box":{"x":69,"y":287,"width":799,"height":11}},{"id":"0af5f4ed-a612-4235-99b6-d4aa97024bdc","block_type":"box","text":"charge or a CDSC but are subject to an ongoing distribution fee of 0.25% per year and an ongoing service fee of","page_number":135,"box":{"x":69,"y":302,"width":801,"height":11}},{"id":"b4a83843-6ab2-48ea-8e36-d8f80dfed7fa","block_type":"box","text":"0.25% per year. Distribution fees are used to suppor t the Fund’s marketing and distribution effor ts, such as","page_number":135,"box":{"x":69,"y":317,"width":772,"height":11}},{"id":"d549ae33-32d6-4136-bc10-3de657773e68","block_type":"box","text":"compensating financial advisers and other financial intermediaries, adver tising and promotion. Service fees are used","page_number":135,"box":{"x":69,"y":332,"width":836,"height":11}},{"id":"193e41b4-fc02-45db-99b3-ccd728001c23","block_type":"box","text":"to compensate securities dealers and other financial intermediaries for service activities.","page_number":135,"box":{"x":68,"y":347,"width":636,"height":11}},{"id":"c056aa37-1bf7-48d5-bd20-00a6747a3e13","block_type":"box","text":"If Class R Shares are held over time, these fees may exceed the maximum sales charge that an investor would","page_number":135,"box":{"x":102,"y":370,"width":791,"height":11}},{"id":"1f93de03-4a6f-432e-b735-0a25fb684a12","block_type":"box","text":"have paid as a shareholder of one of the other share classes.","page_number":135,"box":{"x":69,"y":385,"width":440,"height":11}},{"id":"7eb9d617-7f6b-410a-9070-234044cc4872","block_type":"box","text":"Class K Shares","page_number":135,"box":{"x":69,"y":415,"width":109,"height":9}},{"id":"54d729b0-0e16-4e0a-ac13-a617117a8747","block_type":"box","text":"Cer tain Funds offer Class K Shares as described in each such Fund’s Prospectus. Class K Shares are available","page_number":135,"box":{"x":102,"y":438,"width":797,"height":11}},{"id":"7fd0d400-940b-428f-b065-366195c70c01","block_type":"box","text":"only to (i) cer tain employee benefit plans, such as health savings accounts, and cer tain employer-sponsored","page_number":135,"box":{"x":69,"y":453,"width":772,"height":11}},{"id":"32c2f9c2-ccc8-4772-b84b-55a6e399579e","block_type":"box","text":"retirement plans (not including SEP IRAs, SIMPLE IRAs and SARSEPs) (collectively, “Employer-Sponsored Retirement","page_number":135,"box":{"x":69,"y":468,"width":827,"height":11}},{"id":"008fab1f-ee1e-47c9-872d-aeb564795e04","block_type":"box","text":"Plans”), (ii) collective trust funds, investment companies and other pooled investment vehicles, each of which may","page_number":135,"box":{"x":69,"y":483,"width":817,"height":11}},{"id":"542d6e5a-7130-47bd-9a1e-01d971bda313","block_type":"box","text":"purchase shares of the Fund through a financial intermediary that has entered into an agreement with the Distributor","page_number":135,"box":{"x":70,"y":498,"width":834,"height":11}},{"id":"828809ba-cc26-4be6-b0e1-e31dc7b5cf3d","block_type":"box","text":"to purchase such shares, (iii) “Institutional Investors,” which include but are not limited to, endowments,","page_number":135,"box":{"x":68,"y":514,"width":748,"height":10}},{"id":"40e256c7-a65e-4939-ba5d-920d5cdc63a9","block_type":"box","text":"foundations, family offices, banks and bank trusts, local, city, and state governmental institutions, corporations and","page_number":135,"box":{"x":68,"y":528,"width":828,"height":12}},{"id":"e782dc5d-eb2b-4fd2-b65f-a56718c4f91c","block_type":"box","text":"insurance company separate accounts, each of which may purchase shares of the Fund through a financial","page_number":135,"box":{"x":70,"y":543,"width":760,"height":12}},{"id":"abfc2c6c-5ee8-4367-aaf0-8838afa39ae8","block_type":"box","text":"intermediary that has entered into an agreement with the Distributor to purchase such shares, (iv) clients of private","page_number":135,"box":{"x":70,"y":559,"width":823,"height":11}},{"id":"18ffdc07-42b9-4503-b939-5cc9cdb97ff1","block_type":"box","text":"banks that purchase shares of the Fund through a financial intermediary that has entered into an agreement with the","page_number":135,"box":{"x":69,"y":574,"width":836,"height":11}},{"id":"df7ab488-caa1-400d-93d6-d42b568f6f46","block_type":"box","text":"Distributor to sell such shares; (v) fee-based advisory platforms of a financial intermediary that (a) has specifically","page_number":135,"box":{"x":70,"y":589,"width":814,"height":11}},{"id":"40059bea-95cc-49bc-a337-2eda90110df2","block_type":"box","text":"acknowledged in a written agreement with the Distributor and/or its affiliate(s) that the financial intermediary shall","page_number":135,"box":{"x":69,"y":604,"width":817,"height":11}},{"id":"2ce9ba27-48b0-4023-91df-c53b2040b79b","block_type":"box","text":"offer such shares to fee-based advisory clients through an omnibus account held at the Fund or (b) transacts in the","page_number":135,"box":{"x":69,"y":619,"width":823,"height":11}},{"id":"bef870ad-f5ee-4507-8ad0-e30d732d6000","block_type":"box","text":"Fund’s shares through another intermediary that has executed such an agreement and (vi) any other investors who","page_number":135,"box":{"x":70,"y":634,"width":818,"height":12}},{"id":"96e1b9a2-0081-44af-a4d1-85d3d530f59f","block_type":"box","text":"met the eligibility criteria for BlackRock Shares or Class K Shares prior to August 15, 2016 and have continually held","page_number":135,"box":{"x":69,"y":649,"width":833,"height":12}},{"id":"115bc159-008b-4c7e-b3ec-5843902fa609","block_type":"box","text":"Class K Shares of the Fund or the respective Predecessor Fund in the same account since August 15, 2016. The","page_number":135,"box":{"x":69,"y":664,"width":807,"height":12}},{"id":"49ef998a-96ea-4af6-be9a-e210c99d2fa8","block_type":"box","text":"agreement referenced in (iv) above shall appear in a supplemental agreement to any selling, sub-transfer agent, or","page_number":135,"box":{"x":69,"y":680,"width":817,"height":11}},{"id":"c6222ed2-322d-4d2e-8957-a3f8f0504f66","block_type":"box","text":"distribution and marketing agreement.","page_number":135,"box":{"x":69,"y":695,"width":270,"height":11}},{"id":"3d2d2066-e52b-43f3-a988-69e32c7ed5d9","block_type":"box","text":"Class K Shares are also available to employees, officers and directors/trustees of BlackRock, Inc. and","page_number":135,"box":{"x":102,"y":717,"width":734,"height":12}},{"id":"a339baa8-6412-453a-b49b-bbdb6e9fcc7e","block_type":"box","text":"BlackRock Funds and immediate family members of such persons, if they open an account directly with BlackRock.","page_number":135,"box":{"x":70,"y":732,"width":817,"height":12}},{"id":"b3cf2fc2-18cd-42b6-9cee-5e4433854d79","block_type":"box","text":"Eligible individuals who would like to conver t existing holdings to Class K Shares must contact BlackRock.","page_number":135,"box":{"x":70,"y":748,"width":753,"height":11}},{"id":"4c268e5e-59cf-4d37-9741-ff2b1e459f17","block_type":"box","text":"Class G Shares","page_number":135,"box":{"x":69,"y":778,"width":110,"height":9}},{"id":"11df545c-a98d-4ca9-ab03-eed315cced23","block_type":"box","text":"Cer tain Funds offer Class G Shares, which are available only to investors on eligible platforms. Eligible platforms","page_number":135,"box":{"x":102,"y":801,"width":804,"height":11}},{"id":"3b199dfc-ed84-410e-a442-7d4ed7f6d102","block_type":"box","text":"are those where clients invest in the Fund through a single omnibus account in the name of a financial intermediary","page_number":135,"box":{"x":69,"y":816,"width":826,"height":11}},{"id":"6f9d7f8e-dc64-45d8-b77f-c7af495b833f","block_type":"box","text":"that meets an initial investment minimum of $2 billion. For clients investing through such eligible platforms, the Fund","page_number":135,"box":{"x":68,"y":830,"width":836,"height":12}},{"id":"0958f7c2-be61-489a-b9c7-311f4d25ab6e","block_type":"box","text":"does not impose investment minimums on any individual investor. Financial intermediaries may impose separate","page_number":135,"box":{"x":69,"y":846,"width":803,"height":11}},{"id":"65fe1ab4-4801-4c8f-b3c5-73d4c5783afe","block_type":"box","text":"eligibility requirements.","page_number":135,"box":{"x":69,"y":861,"width":164,"height":11}},{"id":"9796f57d-27a6-4b04-9f9f-98fda8123f83","block_type":"box","text":"II-107","page_number":135,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"eccd34d8-24ec-4b63-a798-9be8c910e0d4","block_type":"box","text":"NM1026U-5981080-135/228","page_number":135,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"41de1b76-5aee-4c7e-af2a-9a926b7638d8","block_type":"box","text":"Service Shares","page_number":136,"box":{"x":68,"y":45,"width":109,"height":9}},{"id":"73e4f566-f6b9-4633-a981-038fda51e69c","block_type":"box","text":"Cer tain Funds offer Service Shares, which are available only to cer tain investors, including: (i) cer tain financial","page_number":136,"box":{"x":102,"y":67,"width":788,"height":12}},{"id":"237f8787-5138-4cba-b89b-f6b8ef3d61b4","block_type":"box","text":"institutions, such as banks and brokerage firms, acting on behalf of their customers; (ii) cer tain persons who were","page_number":136,"box":{"x":70,"y":82,"width":815,"height":12}},{"id":"6d5fae38-6df2-4cdd-a9c6-d6ec12746d04","block_type":"box","text":"shareholders of the Compass Capital Group of Funds at the time of its combination with The PNC","page_number":136,"box":{"x":69,"y":98,"width":693,"height":11}},{"id":"def9b532-2700-4ed0-95d7-24743cd0a369","block_type":"box","text":"®","page_number":136,"box":{"x":763,"y":98,"width":6,"height":4}},{"id":"81275823-678f-4930-be34-2169afb1b1ce","block_type":"box","text":"Fund in 1996; and","page_number":136,"box":{"x":775,"y":98,"width":130,"height":10}},{"id":"90c79d99-d874-4cad-b265-91776850db64","block_type":"box","text":"(iii) par ticipants in the Capital Directions","page_number":136,"box":{"x":69,"y":113,"width":287,"height":11}},{"id":"c12af6dc-e1ac-47ed-b4d7-c5445d022990","block_type":"box","text":"SM","page_number":136,"box":{"x":357,"y":113,"width":11,"height":5}},{"id":"fc999f02-4677-4c83-ac01-cf66032d94d8","block_type":"box","text":"asset allocation program. Service Shares are not subject to an initial sales","page_number":136,"box":{"x":374,"y":113,"width":534,"height":11}},{"id":"198b13d7-e183-45e8-bca8-da9ccbfea299","block_type":"box","text":"charge or a CDSC but are subject to an ongoing service fee as set for th in the applicable Fund’s Prospectus.","page_number":136,"box":{"x":69,"y":128,"width":776,"height":11}},{"id":"3944bbcc-c6be-4266-bae1-de7c6088e217","block_type":"box","text":"BlackRock Shares","page_number":136,"box":{"x":69,"y":158,"width":133,"height":9}},{"id":"f46c2784-281c-4432-b96a-e0c862676668","block_type":"box","text":"Cer tain Funds offer BlackRock Shares, which are available only to cer tain investors. BlackRock Shares are","page_number":136,"box":{"x":102,"y":181,"width":760,"height":11}},{"id":"bff122d1-9890-4673-93ee-cdabd177a448","block_type":"box","text":"offered without a sales charge to institutional and individual investors, registered investment advisers and cer tain","page_number":136,"box":{"x":69,"y":196,"width":813,"height":11}},{"id":"00fe8ec1-d290-4767-b797-111f98146462","block_type":"box","text":"fee-based programs.","page_number":136,"box":{"x":68,"y":211,"width":145,"height":11}},{"id":"0c2eea4e-d878-46e0-b324-b0c984631219","block_type":"box","text":"Distribution and/or Shareholder Servicing Plans","page_number":136,"box":{"x":69,"y":241,"width":348,"height":11}},{"id":"fd7d65b1-ed29-4976-b87b-e86be455fcbe","block_type":"box","text":"Each Fund has adopted a plan (each, a “Plan”) pursuant to Rule 12b-1 under the Investment Company Act with","page_number":136,"box":{"x":102,"y":264,"width":790,"height":11}},{"id":"be952fb1-efbe-4343-9a9c-9dfbe3a09fc5","block_type":"box","text":"respect to cer tain share classes that allows the Fund to pay distribution fees for the sale of its shares and","page_number":136,"box":{"x":69,"y":279,"width":761,"height":11}},{"id":"3194c8f1-42b5-480a-b054-82d77e2b3abf","block_type":"box","text":"shareholder servicing fees for cer tain services provided to its shareholders.","page_number":136,"box":{"x":69,"y":294,"width":541,"height":11}},{"id":"3437d6b2-f2bf-4525-a2c4-13fad2375e34","block_type":"box","text":"Pursuant to the Plans, a Fund may pay BRIL and/or BlackRock, or any other affiliate or significant shareholder of","page_number":136,"box":{"x":102,"y":317,"width":803,"height":11}},{"id":"e811b869-bf9f-43af-8aea-6184197cd24d","block_type":"box","text":"BlackRock, fees for distribution and sales suppor t services with respect to Investor A, Investor A1, Investor C,","page_number":136,"box":{"x":70,"y":332,"width":783,"height":11}},{"id":"4b53505a-6557-4ee5-af98-771f9e526bf8","block_type":"box","text":"Investor P, Service and Class R Shares. Currently, as described fur ther below, only Investor C and Class R Shares","page_number":136,"box":{"x":70,"y":347,"width":809,"height":11}},{"id":"1cb0dd7d-8033-4234-a173-33764f6f4d38","block_type":"box","text":"bear the expense of distribution fees under a Plan.","page_number":136,"box":{"x":69,"y":362,"width":360,"height":11}},{"id":"8ccb00b7-9ce2-4975-bc4c-e2c1975032d0","block_type":"box","text":"Each Fund has entered into a distribution agreement with BRIL under which BRIL, as agent, offers shares of","page_number":136,"box":{"x":102,"y":385,"width":770,"height":11}},{"id":"f92db78f-c6b3-41bc-9cb1-cf4b439a02c6","block_type":"box","text":"each Fund on a continuous basis. BRIL has agreed to use appropriate effor ts to effect sales of the shares, but it is","page_number":136,"box":{"x":69,"y":400,"width":824,"height":11}},{"id":"8125f44d-abce-437c-ab74-808dd6970fd9","block_type":"box","text":"not obligated to sell any par ticular amount of shares. BRIL’s principal business address is 50 Hudson Yards, New","page_number":136,"box":{"x":69,"y":415,"width":812,"height":11}},{"id":"44c22ea5-a3ce-465f-90b9-74660f440706","block_type":"box","text":"York, NY 10001. BRIL is an affiliate of BlackRock.","page_number":136,"box":{"x":68,"y":430,"width":355,"height":11}},{"id":"301ab1f3-9f03-4c64-ae44-71d7baa9e505","block_type":"box","text":"Pursuant to the Plans, each Fund may also pay shareholder servicing fees (also referred to as general","page_number":136,"box":{"x":102,"y":453,"width":727,"height":11}},{"id":"8c9f8346-0324-4192-b6ff-3df3171cc19d","block_type":"box","text":"shareholder liaison services fees) to affiliated and unaffiliated brokers, dealers, financial institutions, insurance","page_number":136,"box":{"x":69,"y":468,"width":799,"height":11}},{"id":"86a8c3cd-c237-45da-9304-efb996980509","block_type":"box","text":"companies, retirement plan record-keepers and other financial intermediaries (including BlackRock, BRIL and their","page_number":136,"box":{"x":69,"y":483,"width":813,"height":11}},{"id":"0691a614-0a99-4808-b44c-24bc4f113784","block_type":"box","text":"affiliates) (collectively, “Service Organizations”) for cer tain suppor t services rendered by Service Organizations to","page_number":136,"box":{"x":69,"y":498,"width":809,"height":11}},{"id":"6ede4d2b-c273-46ce-8179-0c21f33f67f1","block_type":"box","text":"their customers (“Customers”) who are the beneficial owners of Investor A, Investor A1, Investor C, Investor P,","page_number":136,"box":{"x":68,"y":513,"width":786,"height":11}},{"id":"82a79358-2e23-4271-a45e-11e7ecb5b65d","block_type":"box","text":"Service and Class R Shares of a Fund. Such services are intended to supplement the services provided by the","page_number":136,"box":{"x":69,"y":528,"width":789,"height":12}},{"id":"2748f486-a2d1-46b0-bcca-f2c85f49d413","block_type":"box","text":"Fund’s Administrators and Transfer Agent to the Fund’s shareholders of record.","page_number":136,"box":{"x":70,"y":543,"width":562,"height":12}},{"id":"7071ef9f-7f5e-4ef9-9ca8-56d0cf06a901","block_type":"box","text":"The suppor t services provided by Service Organizations are general shareholder liaison services, which include,","page_number":136,"box":{"x":101,"y":566,"width":798,"height":11}},{"id":"c9fd7261-e170-4b45-9f08-d3bb2ac1c70b","block_type":"box","text":"but are not limited to: (i) answering Customer inquiries regarding account status and history, the manner in which","page_number":136,"box":{"x":69,"y":581,"width":808,"height":12}},{"id":"31b15fa7-152e-412f-bbb1-36f8c2a37bf1","block_type":"box","text":"purchases, exchanges and redemptions or repurchases of shares may be effected and cer tain other matters","page_number":136,"box":{"x":70,"y":596,"width":776,"height":12}},{"id":"9c3ed6be-4ccd-4fa1-aa4a-c198aabf10cc","block_type":"box","text":"per taining to the Customers’ investments; and (ii) assisting Customers in designating and changing dividend options,","page_number":136,"box":{"x":70,"y":612,"width":835,"height":11}},{"id":"9414c4c6-b39b-4e04-9d6f-f8e9a1b50817","block_type":"box","text":"account designations and addresses. The shareholder servicing fees payable pursuant to the Plans are paid to","page_number":136,"box":{"x":69,"y":627,"width":791,"height":11}},{"id":"ded47417-9c76-49c1-8bd5-8639902d4781","block_type":"box","text":"compensate Service Organizations for the administration and servicing of shareholder accounts and are not costs","page_number":136,"box":{"x":69,"y":642,"width":813,"height":11}},{"id":"9cf87fcb-ebbc-4800-9ce0-5fb65176acb0","block_type":"box","text":"which are primarily intended to result in the sale of the Fund’s shares.","page_number":136,"box":{"x":68,"y":657,"width":501,"height":11}},{"id":"a40b37f2-0d2c-4cbb-9c2f-0c4b81fd18ca","block_type":"box","text":"Payments under the Plans are based on a percentage of average daily net assets attributable to the shares in","page_number":136,"box":{"x":102,"y":680,"width":783,"height":11}},{"id":"404e4d14-241c-4ffc-be1b-b478d1df7492","block_type":"box","text":"the applicable share class regardless of the amount of expenses incurred. As a result, payments under the Plans","page_number":136,"box":{"x":68,"y":695,"width":810,"height":11}},{"id":"bc5f4ee6-26f6-49f5-a821-deb6069eb04e","block_type":"box","text":"may be more or less than expenses incurred in connection with providing distribution and/or shareholder services","page_number":136,"box":{"x":69,"y":710,"width":813,"height":11}},{"id":"8addd244-8f64-40dd-894f-d2e8156ef6bf","block_type":"box","text":"with respect to the related class. Information with respect to the payments under the Plans and expenses incurred in","page_number":136,"box":{"x":68,"y":725,"width":836,"height":11}},{"id":"8d1666a8-c3a6-40aa-a1ef-c128883ae99c","block_type":"box","text":"providing services with respect to the related class is presented to the Directors for their consideration quar terly.","page_number":136,"box":{"x":70,"y":740,"width":805,"height":11}},{"id":"2fddeeed-9a74-4a1f-80de-5e037d468078","block_type":"box","text":"Payments under the Plans consist of the shareholder servicing fees and the distribution fees. Expenses with respect","page_number":136,"box":{"x":69,"y":755,"width":832,"height":11}},{"id":"ce6fc262-b99f-4453-9d4c-c9b7f6dd5d81","block_type":"box","text":"to providing distribution and/or shareholder services with respect to a class may consist of Service Organization","page_number":136,"box":{"x":68,"y":770,"width":803,"height":12}},{"id":"92242c8f-5e65-4578-a415-09ef1d3f4151","block_type":"box","text":"financial adviser compensation, branch office and regional operation center selling and transaction processing","page_number":136,"box":{"x":68,"y":785,"width":788,"height":12}},{"id":"026838b9-491d-4987-94a6-c76822c572f1","block_type":"box","text":"expenses, adver tising, sales promotion and marketing expenses. Payments under the Plans with respect to one","page_number":136,"box":{"x":69,"y":801,"width":798,"height":11}},{"id":"dd35e9d8-8eac-4aa3-a262-761cbae646d1","block_type":"box","text":"class will not be used to finance the expenditures of another class. Sales personnel may receive different","page_number":136,"box":{"x":69,"y":816,"width":755,"height":11}},{"id":"a0a0f81b-faeb-4217-8f93-3378b2856512","block_type":"box","text":"compensation for selling different classes of shares.","page_number":136,"box":{"x":69,"y":831,"width":375,"height":11}},{"id":"de209e92-a63f-44bf-b0ed-65a13b767a43","block_type":"box","text":"Each Plan is subject to the provisions of Rule 12b-1 under the Investment Company Act. In their consideration of","page_number":136,"box":{"x":102,"y":853,"width":803,"height":12}},{"id":"0af4d265-fa64-41b4-94e6-bc99dd36b0d9","block_type":"box","text":"a Plan, the Directors must consider all factors they deem relevant, including information as to the benefits of the Plan","page_number":136,"box":{"x":69,"y":869,"width":839,"height":11}},{"id":"46d82034-3513-4b22-b76c-89d596825d37","block_type":"box","text":"to the Fund and the related class of shareholders. In approving a Plan in accordance with Rule 12b-1, the non","page_number":136,"box":{"x":68,"y":884,"width":788,"height":11}},{"id":"3f3982ec-5cd9-4f54-b72b-0a41de45ba7c","block_type":"box","text":"interested Directors concluded that there is reasonable likelihood that the Plan will benefit the Fund and its related","page_number":136,"box":{"x":70,"y":899,"width":818,"height":9}},{"id":"f1004261-dc8f-4727-80d6-bfc1e5126a08","block_type":"box","text":"II-108","page_number":136,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"1b13f94e-3243-4945-8899-da5dbad8e4e7","block_type":"box","text":"NM1026U-5981080-136/228","page_number":136,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"37c1fbe2-2dbd-4505-9105-bae43067e49c","block_type":"box","text":"class of shareholders. The Plan provides, among other things, that: (i) the Board of Directors shall receive quar terly","page_number":137,"box":{"x":69,"y":45,"width":824,"height":11}},{"id":"a3e8e201-9a39-4ad1-bc56-59dcda0037f1","block_type":"box","text":"repor ts regarding the amounts expended under the Plan and the purposes for which such expenditures were made;","page_number":137,"box":{"x":69,"y":60,"width":821,"height":11}},{"id":"038c35fc-b062-4673-937c-19a5b79021d7","block_type":"box","text":"(ii) the Plan will continue in effect for so long as its continuance is approved at least annually by the Board of","page_number":137,"box":{"x":69,"y":75,"width":778,"height":11}},{"id":"5ca8fbc3-c473-493b-a29f-330005d5b7d2","block_type":"box","text":"Directors, including the directors who are not “interested persons” of the Fund (as defined in the Investment","page_number":137,"box":{"x":70,"y":90,"width":773,"height":11}},{"id":"9a6d12a7-bbd9-40d0-a03e-afa9f16d6086","block_type":"box","text":"Company Act) and who have no direct or indirect financial interest in the operation of the Plan or any agreement","page_number":137,"box":{"x":69,"y":105,"width":796,"height":11}},{"id":"6da56b62-a3da-47b2-b12d-e4c0f35688a7","block_type":"box","text":"entered into in connection with the Plan (the “12b-1 Directors”), acting in person at a meeting called for said purpose","page_number":137,"box":{"x":69,"y":120,"width":837,"height":12}},{"id":"6af04f82-ff9d-4d46-8aef-e719868de976","block_type":"box","text":"in accordance with Rule 12b-1 under the Investment Company Act; (iii) any material amendment thereto must be","page_number":137,"box":{"x":70,"y":135,"width":801,"height":11}},{"id":"42691c8f-fe6a-4c74-9af8-0c955dd20d87","block_type":"box","text":"approved by the Board of Directors, including the 12b-1 Directors, acting in person at a meeting called for said","page_number":137,"box":{"x":69,"y":150,"width":787,"height":12}},{"id":"3187e6f6-87a7-4e3d-ab8e-6a84a67b0d80","block_type":"box","text":"purpose; (iv) any amendment to increase materially the costs which any class of shares may bear for distribution","page_number":137,"box":{"x":70,"y":166,"width":802,"height":11}},{"id":"3831fec4-38b4-472d-bdf5-e1d07ab4c724","block_type":"box","text":"services pursuant to the Plan shall be effective only upon approval by a vote of a majority of the outstanding shares","page_number":137,"box":{"x":69,"y":181,"width":826,"height":11}},{"id":"030cf0a6-036e-4d91-b368-2f702cf25d4a","block_type":"box","text":"of such class and by a majority of the Board of Directors, including the 12b-1 Directors, acting in person at a meeting","page_number":137,"box":{"x":69,"y":196,"width":836,"height":11}},{"id":"2715fb2a-aa08-4ae4-bb22-e645035a56f5","block_type":"box","text":"called for said purpose; and (v) while the Plan remains in effect, the selection and nomination of the Fund’s Directors","page_number":137,"box":{"x":69,"y":211,"width":836,"height":11}},{"id":"40e95fab-d1d4-49a6-96e8-3e044d3773e3","block_type":"box","text":"who are not “interested persons” of the Fund shall be committed to the discretion of the Fund’s non-interested","page_number":137,"box":{"x":68,"y":226,"width":792,"height":11}},{"id":"c8b37250-bfda-4b0a-b77d-d82a777b77c4","block_type":"box","text":"Directors. Rule 12b-1 fur ther requires that each Fund preserve copies of each Plan and any repor t made pursuant to","page_number":137,"box":{"x":70,"y":241,"width":831,"height":11}},{"id":"ca3ae3f4-30d0-4d32-ba95-17b2ad2f5272","block_type":"box","text":"such Plan for a period of not less than six years from the date of the Plan or such repor t, the first two years in an","page_number":137,"box":{"x":69,"y":256,"width":807,"height":11}},{"id":"3293a1e0-89a5-43d5-9325-6fb44773df47","block_type":"box","text":"easily accessible place.","page_number":137,"box":{"x":69,"y":272,"width":167,"height":11}},{"id":"0716ba98-7f26-4173-a2f1-b4fb5a208c40","block_type":"box","text":"Each Plan is terminable as to any class of shares without penalty at any time by a vote of a majority of the 12b-1","page_number":137,"box":{"x":102,"y":294,"width":804,"height":11}},{"id":"ff84ca27-1a49-4ea9-b45f-16f9f3a3982b","block_type":"box","text":"Directors, or by vote of the holders of a majority of the shares of such class.","page_number":137,"box":{"x":70,"y":309,"width":542,"height":11}},{"id":"08728ca3-5dee-47ef-a405-47197e8ea472","block_type":"box","text":"See “Information on Sales Charges and Distribution Related Expenses” in Par t I of each Fund’s SAI for","page_number":137,"box":{"x":102,"y":332,"width":734,"height":11}},{"id":"0c32c813-b7ae-4d68-be48-da01259db76c","block_type":"box","text":"information relating to the fees paid by your Fund to the Distributor under each Plan during the Fund’s most recent","page_number":137,"box":{"x":70,"y":347,"width":814,"height":11}},{"id":"5d22e017-9630-43ac-9603-cd5b0bb791ed","block_type":"box","text":"fiscal year.","page_number":137,"box":{"x":68,"y":362,"width":75,"height":11}},{"id":"b0938082-e873-4d2d-98fc-31017637a10b","block_type":"box","text":"Limitations on the Payment of Deferred Sales Charges","page_number":137,"box":{"x":69,"y":392,"width":396,"height":11}},{"id":"42dcec92-e19b-4bd6-8888-f5da974550dc","block_type":"box","text":"The maximum sales charge rule in the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”)","page_number":137,"box":{"x":101,"y":415,"width":777,"height":11}},{"id":"ca6715fa-1fec-4a9c-a6db-9c33af9b3161","block_type":"box","text":"imposes a limitation on cer tain asset-based sales charges such as the distribution fee borne by Class R Shares, and","page_number":137,"box":{"x":70,"y":430,"width":835,"height":11}},{"id":"79c67327-fb1c-4940-9810-1b14ef47fa87","block_type":"box","text":"the distribution fee and the CDSC borne by the Investor C Shares. This limitation does not apply to the shareholder","page_number":137,"box":{"x":68,"y":445,"width":822,"height":11}},{"id":"58290027-e504-4447-8e49-886923e3ac33","block_type":"box","text":"servicing fee. The maximum sales charge rule is applied separately to each class and limits the aggregate of","page_number":137,"box":{"x":69,"y":460,"width":778,"height":12}},{"id":"1d659b53-6ab6-431c-bf6d-a8cb4d9a4892","block_type":"box","text":"distribution fee payments and CDSCs payable by a Fund to (1) 6.25% of eligible gross sales of Investor C and Class R","page_number":137,"box":{"x":69,"y":475,"width":840,"height":12}},{"id":"2b6fbf73-a64e-43ad-88a6-e7c21a2ff064","block_type":"box","text":"Shares, computed separately (excluding shares issued pursuant to dividend reinvestments and exchanges), plus","page_number":137,"box":{"x":69,"y":491,"width":803,"height":11}},{"id":"e7d5a3bd-aa52-466f-a5d0-9e4257c7a4cf","block_type":"box","text":"(2) interest on the unpaid balance for the respective class, computed separately, at the prime rate plus 1% (the","page_number":137,"box":{"x":69,"y":506,"width":794,"height":11}},{"id":"cdbc301d-aaa4-4fe8-9db1-f8deca5b5909","block_type":"box","text":"unpaid balance being the maximum amount payable minus amounts received from the payment of the distribution fee","page_number":137,"box":{"x":69,"y":521,"width":839,"height":11}},{"id":"86d84c79-4fd4-40bb-9e6b-d965bb5b7aa0","block_type":"box","text":"and the CDSC). See “Information on Sales Charges and Distribution Related Expenses” in Par t I of each Fund’s SAI","page_number":137,"box":{"x":69,"y":536,"width":824,"height":11}},{"id":"a9cacdc9-85c3-4118-91d5-4a215910da9f","block_type":"box","text":"for comparative information as of your Fund’s most recent fiscal year end with respect to, if applicable, the Investor C","page_number":137,"box":{"x":68,"y":551,"width":839,"height":11}},{"id":"67c78b4c-2677-4e1c-abd0-80814bff4587","block_type":"box","text":"and Class R Shares of your Fund.","page_number":137,"box":{"x":69,"y":566,"width":236,"height":11}},{"id":"673c016f-3534-490f-b71e-b84877e21e51","block_type":"box","text":"Other Payments by the Fund","page_number":137,"box":{"x":69,"y":597,"width":206,"height":11}},{"id":"b86df97e-0ef3-4de3-9d60-4f55b373f2d9","block_type":"box","text":"In addition to shareholder servicing fees that a Fund may pay to a Service Organization pursuant to the Plan and","page_number":137,"box":{"x":102,"y":619,"width":800,"height":11}},{"id":"fd9ea5b2-012a-4327-a1f5-a61545f9586e","block_type":"box","text":"fees the Fund pays to its Transfer Agent, BlackRock, on behalf of a Fund, may enter into non-Plan agreements with","page_number":137,"box":{"x":68,"y":634,"width":816,"height":12}},{"id":"fe1b8948-96a8-460a-8ed1-83f03591f5ab","block_type":"box","text":"Service Organizations pursuant to which the Fund will pay a Service Organization for administrative, networking,","page_number":137,"box":{"x":69,"y":649,"width":794,"height":12}},{"id":"acae6a8b-4399-421b-b8be-a77defa79f03","block_type":"box","text":"recordkeeping, sub-transfer agency, sub-accounting and/or shareholder services. These non-Plan payments are","page_number":137,"box":{"x":69,"y":664,"width":792,"height":12}},{"id":"d6066915-4f37-4392-ac87-669c02228369","block_type":"box","text":"generally based on either (1) a percentage of the average daily net assets of Fund shareholders serviced by a Service","page_number":137,"box":{"x":68,"y":680,"width":841,"height":11}},{"id":"5fd8a02f-568a-4fdd-89a5-0a5cc75e9b52","block_type":"box","text":"Organization or (2) a fixed dollar amount for each account serviced by a Service Organization. The aggregate amount","page_number":137,"box":{"x":69,"y":695,"width":831,"height":11}},{"id":"701c4d17-d5cf-40b6-aa85-f48467d1a5ea","block_type":"box","text":"of these payments may be substantial.","page_number":137,"box":{"x":69,"y":710,"width":276,"height":11}},{"id":"3de418de-1b69-4671-b5a6-162cda220ab0","block_type":"box","text":"Additional Payments by BlackRock","page_number":137,"box":{"x":68,"y":740,"width":256,"height":11}},{"id":"bf69ac96-7a36-43ee-a0b4-7d179c4c9e3c","block_type":"box","text":"From time to time, BlackRock, BRIL and/or their affiliates (referred to in this section collectively as “BlackRock”)","page_number":137,"box":{"x":102,"y":763,"width":803,"height":11}},{"id":"e2bbc0a3-48bf-4d50-b69a-6ef671722abe","block_type":"box","text":"may compensate Service Organizations for the sale and distribution of shares of a Fund, for services to a Fund and","page_number":137,"box":{"x":69,"y":778,"width":823,"height":11}},{"id":"d2cd2ad8-674a-4cf1-b4b4-0df004854523","block_type":"box","text":"its shareholders and/or for data provision or technology suppor t. A Service Organization may per form these","page_number":137,"box":{"x":70,"y":793,"width":768,"height":11}},{"id":"4a70d89b-e687-4f91-8991-1bb4e68caa9b","block_type":"box","text":"obligations itself or may arrange for a third par ty to per form them. These payments, which are not made pursuant to","page_number":137,"box":{"x":69,"y":808,"width":830,"height":11}},{"id":"307ec5dc-8aae-4c45-90e5-90e5fe668935","block_type":"box","text":"a Plan or otherwise paid by a Fund, are referred to as “Additional Payments” herein.","page_number":137,"box":{"x":69,"y":823,"width":599,"height":11}},{"id":"8e16bb50-5868-4fca-a88e-f41911056b25","block_type":"box","text":"Additional Payments are made from BlackRock’s own assets (which may come directly or indirectly from fees","page_number":137,"box":{"x":101,"y":846,"width":776,"height":11}},{"id":"685efc88-23c1-4b11-83d0-a69010d637c4","block_type":"box","text":"paid by a Fund to BlackRock for various services, such as investment advisory services). These payments are not an","page_number":137,"box":{"x":70,"y":861,"width":832,"height":11}},{"id":"46b98dc2-2cd6-4679-873d-f8468f616b11","block_type":"box","text":"additional charge to a Fund or its shareholders and do not change the price paid by shareholders for the purchase of","page_number":137,"box":{"x":69,"y":876,"width":833,"height":11}},{"id":"ce2efafd-b900-42d7-8e6a-f007ee4abe43","block_type":"box","text":"a Fund’s shares or the amount a Fund receives as proceeds from such purchases. Additional Payments made to","page_number":137,"box":{"x":69,"y":891,"width":802,"height":11}},{"id":"d62d8376-8648-4055-869d-40d597af69a8","block_type":"box","text":"Service Organizations are in addition to any distribution or shareholder servicing fees paid under any Plan of any","page_number":137,"box":{"x":69,"y":906,"width":802,"height":12}},{"id":"d298f58c-21b1-4507-8646-35e8e358d767","block_type":"box","text":"II-109","page_number":137,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"230da6e5-8a44-4fa1-b0dd-91f30b85d493","block_type":"box","text":"NM1026U-5981080-137/228","page_number":137,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"f1087eea-522f-4eec-a28c-8f6b2ecf8490","block_type":"box","text":"Fund, any sales charges, commissions or other concessions described in the Prospectuses or this SAI, and any","page_number":138,"box":{"x":70,"y":45,"width":796,"height":11}},{"id":"8089bbd8-d34a-4fcb-84dc-5de00f922476","block_type":"box","text":"administrative, networking, recordkeeping, sub-transfer agency or sub-accounting fees payable by a Fund. Pursuant to","page_number":138,"box":{"x":69,"y":60,"width":836,"height":11}},{"id":"606795c0-b050-4d28-ac2c-daeb904a7c67","block_type":"box","text":"applicable FINRA regulations, the details of cer tain of these payments, including the Service Organizations receiving","page_number":138,"box":{"x":69,"y":75,"width":828,"height":11}},{"id":"d4a38342-e0cd-4830-975e-97be2758ca2f","block_type":"box","text":"such payments in connection with the sale and distribution of Fund shares, are required to be disclosed. While FINRA","page_number":138,"box":{"x":69,"y":90,"width":837,"height":11}},{"id":"d5b23f12-4878-4e76-a5f9-52a98d6a2c3a","block_type":"box","text":"regulations limit the sales charges that shareholders may bear, there are no limits with regard to the amounts that","page_number":138,"box":{"x":69,"y":105,"width":818,"height":11}},{"id":"dae3e845-273c-40a8-ad5e-a991f446b865","block_type":"box","text":"BlackRock may pay out of its own assets.","page_number":138,"box":{"x":70,"y":120,"width":294,"height":11}},{"id":"d8c41126-32dd-4641-9c7d-f7c3b0dcc157","block_type":"box","text":"Additional Payments may be made as a fixed dollar amount, may be based on the number of Customer accounts","page_number":138,"box":{"x":101,"y":143,"width":803,"height":11}},{"id":"b8ad8f62-a681-41de-9d93-2909858dfa7c","block_type":"box","text":"maintained by a Service Organization, may be based on a percentage of the value of shares sold to, or held by,","page_number":138,"box":{"x":69,"y":158,"width":792,"height":11}},{"id":"af77ed6d-36af-465f-a589-102acdb543b4","block_type":"box","text":"Customers of the Service Organization involved, or may be calculated on another basis.","page_number":138,"box":{"x":69,"y":173,"width":623,"height":11}},{"id":"b4c2a9ae-885d-4ce4-91f3-d6cef84def62","block_type":"box","text":"BlackRock negotiates Additional Payments with each Service Organization on an individual basis. Additional","page_number":138,"box":{"x":102,"y":196,"width":765,"height":11}},{"id":"5ce3ca08-ce31-4bbd-bfbc-af6835d7e39d","block_type":"box","text":"Payments may be different for different Service Organizations, and some Service Organizations may be paid pursuant","page_number":138,"box":{"x":69,"y":211,"width":841,"height":11}},{"id":"2842d6e2-05e5-42ba-82af-229dcffc71ca","block_type":"box","text":"to more than one of the calculations described above. Not all Service Organizations receive Additional Payments.","page_number":138,"box":{"x":68,"y":226,"width":806,"height":11}},{"id":"2ce66ae5-db73-4aaa-8a00-baa4b34c038c","block_type":"box","text":"Sales-based payments primarily create incentives to make new sales of shares of the Fund, and asset-based","page_number":138,"box":{"x":69,"y":241,"width":776,"height":11}},{"id":"fc0c2c60-4953-46b2-922a-afda9aee254a","block_type":"box","text":"payments primarily create incentives to retain previously sold shares of the Fund. The level of payments made to","page_number":138,"box":{"x":70,"y":256,"width":802,"height":11}},{"id":"629f0d27-fadd-46ff-b129-fb57efcaf3b7","block_type":"box","text":"these Service Organizations in any year will vary and may be limited to specific Funds or share classes. In cer tain","page_number":138,"box":{"x":68,"y":271,"width":811,"height":12}},{"id":"c43645b1-dc5f-4267-81dd-29dd35492ad0","block_type":"box","text":"cases, these payments may be subject to cer tain minimum payment levels.","page_number":138,"box":{"x":69,"y":287,"width":538,"height":11}},{"id":"b5514c51-ea8b-4183-a8df-d46289ae32f0","block_type":"box","text":"The aggregate amount of Additional Payments made by BlackRock may be substantial and may be significant to","page_number":138,"box":{"x":101,"y":309,"width":795,"height":11}},{"id":"82ae6121-03d6-4778-9f04-5c4ebdb366bd","block_type":"box","text":"cer tain Service Organizations. The categories of Additional Payments listed below are not mutually exclusive. The","page_number":138,"box":{"x":69,"y":324,"width":807,"height":12}},{"id":"a68366b0-8b5b-45d2-bdcd-6d4bc6f8f44c","block_type":"box","text":"same Service Organization, or one or more of its affiliates, may receive payments under more than one category of","page_number":138,"box":{"x":69,"y":339,"width":823,"height":12}},{"id":"f049f689-a50a-4d24-80cc-7617b9990f3b","block_type":"box","text":"Additional Payments. Such payments may be different for different Service Organizations and for different types of","page_number":138,"box":{"x":68,"y":355,"width":819,"height":11}},{"id":"73b941fd-a18c-4154-a7d4-e5698c8ad50c","block_type":"box","text":"Funds.","page_number":138,"box":{"x":70,"y":370,"width":44,"height":9}},{"id":"eb45992d-a0ed-4228-8f94-b54e208caa7d","block_type":"box","text":"A. Distribution and Marketing Suppor t","page_number":138,"box":{"x":101,"y":392,"width":270,"height":12}},{"id":"123f61a0-4551-4481-ad46-c8fc44a58673","block_type":"box","text":"Additional Payments may be made by BlackRock for distribution and marketing suppor t activities. These","page_number":138,"box":{"x":101,"y":415,"width":740,"height":11}},{"id":"6f133f55-da9a-4693-8cde-7f99d0b149a1","block_type":"box","text":"payments may take the form of, among other things, “due diligence” payments for a Service Organization’s","page_number":138,"box":{"x":70,"y":430,"width":764,"height":11}},{"id":"a74a658e-7e23-4aba-96e4-98ff10c94947","block_type":"box","text":"examination of a Fund; payments for providing extra employee training and information relating to a Fund; fees for","page_number":138,"box":{"x":69,"y":445,"width":811,"height":12}},{"id":"c25fcd63-90dc-4c12-9443-b04fb2dede6a","block_type":"box","text":"access (in some cases on a preferential basis) to the Service Organization’s registered representatives,","page_number":138,"box":{"x":69,"y":460,"width":742,"height":12}},{"id":"93ce5cc5-644b-4f43-a517-c5bc3364e30e","block_type":"box","text":"salespersons or other personnel, including at sales meetings and conferences; “shelf space” payments for placing","page_number":138,"box":{"x":69,"y":475,"width":820,"height":12}},{"id":"76a2d7d1-deba-4284-9eda-6b9822ff81f1","block_type":"box","text":"the Fund on the Service Organization’s platform(s); “listing” fees for the placing of the Fund on a dealer’s list (which","page_number":138,"box":{"x":68,"y":491,"width":829,"height":11}},{"id":"d2f4381f-070d-48b4-bc70-44489119c190","block_type":"box","text":"may be a preferred or recommended list) of mutual funds available for purchase by its Customers or in cer tain sales","page_number":138,"box":{"x":69,"y":506,"width":830,"height":11}},{"id":"0b4df392-370c-45b0-9ad7-064f7d87da56","block_type":"box","text":"programs from time to time; fees for providing assistance in promoting the sale of the Fund’s shares (which may","page_number":138,"box":{"x":70,"y":521,"width":803,"height":11}},{"id":"0f0f144f-c919-4d02-918c-dcf0a9840cf4","block_type":"box","text":"include promotions in communications with the Service Organization’s Customers, registered representatives,","page_number":138,"box":{"x":70,"y":536,"width":783,"height":11}},{"id":"8cba3915-7d5d-4469-a301-c22f7a9d37a3","block_type":"box","text":"salespersons and/or other personnel); payments for the sale of shares and/or the maintenance of share balances;","page_number":138,"box":{"x":69,"y":551,"width":823,"height":11}},{"id":"de706419-7c72-48dd-8c88-3abf0d8ba982","block_type":"box","text":"transaction fees (also referred to as “ticket charges”); and payments for infrastructure suppor t. These payments","page_number":138,"box":{"x":68,"y":566,"width":805,"height":11}},{"id":"d8fab71b-a1a1-4361-95bf-858c96dc1514","block_type":"box","text":"normally will not exceed the sum of (a) 0.25% of such year’s Fund sales by that Service Organization, and (b) 0.21%","page_number":138,"box":{"x":69,"y":581,"width":828,"height":12}},{"id":"7f901ce7-8fa6-4bc6-8740-877780904932","block_type":"box","text":"of the assets attributable to that Service Organization invested in a Fund.","page_number":138,"box":{"x":69,"y":596,"width":523,"height":12}},{"id":"58998c36-710a-47f7-9928-312a015c7e78","block_type":"box","text":"B. Shareholder Services","page_number":138,"box":{"x":102,"y":619,"width":172,"height":9}},{"id":"7209ab0e-568a-4632-9a3a-bf96c71e8bc1","block_type":"box","text":"Many Fund shares are owned or held by Service Organizations for the benefit of their Customers. In these","page_number":138,"box":{"x":102,"y":642,"width":754,"height":11}},{"id":"7d427da1-f6a4-4cd3-8dd3-0c28414188f9","block_type":"box","text":"situations, a Fund may not maintain accounts in the name of the Customers and Service Organizations may per form","page_number":138,"box":{"x":69,"y":657,"width":830,"height":11}},{"id":"29118d6f-470b-49b4-acd0-8cde31d0629c","block_type":"box","text":"some of the functions for these Customers’ accounts that the Transfer Agent would have per formed if the accounts","page_number":138,"box":{"x":69,"y":672,"width":823,"height":11}},{"id":"f7186f76-698e-4d1b-9e4b-ba26c6d80277","block_type":"box","text":"had been in the Customers’ names on the Fund’s books. Such services include sub-accounting services, shareholder","page_number":138,"box":{"x":69,"y":687,"width":839,"height":11}},{"id":"77b99184-bfac-4c09-b964-7677045882e1","block_type":"box","text":"servicing and transaction processing services and are sometimes referred to as “recordkeeping,” “sub-transfer","page_number":138,"box":{"x":69,"y":702,"width":796,"height":12}},{"id":"a5fb6eed-9f8e-4678-9db4-f64d008641aa","block_type":"box","text":"agency,” “sub-accounting,” “networking” and/or “administrative” services. Additional Payments may exceed amounts","page_number":138,"box":{"x":69,"y":718,"width":837,"height":11}},{"id":"5a5a6107-29ba-412a-a940-b8431a42c758","block_type":"box","text":"that would be earned on these assets by the Transfer Agent for the per formance of these or similar services. These","page_number":138,"box":{"x":68,"y":732,"width":828,"height":12}},{"id":"ba23728b-7862-448c-a36e-46c8b97585c4","block_type":"box","text":"Additional Payments made by BlackRock are in addition to any transfer agent, shareholder servicing and transaction","page_number":138,"box":{"x":68,"y":748,"width":827,"height":11}},{"id":"b9fa80a4-1456-42f1-9e4d-df0578503840","block_type":"box","text":"processing fees paid by a Fund, as applicable.","page_number":138,"box":{"x":70,"y":763,"width":328,"height":11}},{"id":"4e547ac7-2d26-425f-baa4-7e3854372363","block_type":"box","text":"C. Data Provision and Technology Suppor t","page_number":138,"box":{"x":102,"y":786,"width":299,"height":11}},{"id":"cc083505-bf6c-4d97-8f0c-05ffa6563ade","block_type":"box","text":"BlackRock may make Additional Payments to Service Organizations for the provision of cer tain analytical or other","page_number":138,"box":{"x":102,"y":808,"width":805,"height":11}},{"id":"369bab8c-ac00-47b3-aa64-3f5b01c34bee","block_type":"box","text":"data services relating to the Funds, such as statistical information regarding sales of the Funds, or technology","page_number":138,"box":{"x":69,"y":823,"width":788,"height":12}},{"id":"e7cb625c-deeb-4f34-8706-ee9675275f8d","block_type":"box","text":"suppor t. Such Additional Payments are generally made as a fixed dollar amount, and not based on assets or sales.","page_number":138,"box":{"x":69,"y":838,"width":821,"height":12}},{"id":"218ff8d9-3084-4f96-927b-5a6c3f23a914","block_type":"box","text":"D. 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Service Organizations may charge their Customers additional fees in connection with the","page_number":142,"box":{"x":69,"y":618,"width":794,"height":11}},{"id":"78601c07-5037-473b-bdf9-570097413743","block_type":"box","text":"purchase or redemption of Fund shares or for account-related services which are in addition to the sales and other","page_number":142,"box":{"x":70,"y":633,"width":818,"height":11}},{"id":"b8c84690-9e84-47b0-a4e7-64c59d50a6df","block_type":"box","text":"charges described in the Fund’s Prospectus and this SAI. Such charges may vary among Service Organizations but in","page_number":142,"box":{"x":69,"y":648,"width":836,"height":11}},{"id":"d2b04e6d-ea84-49ba-ad46-a70939943b21","block_type":"box","text":"all cases will be retained by the Service Organization and will not be remitted to a Fund or BlackRock.","page_number":142,"box":{"x":69,"y":663,"width":723,"height":12}},{"id":"3f003b27-3003-4920-aff2-0dd17e88989f","block_type":"box","text":"Shareholders should consider whether such incentives exist when evaluating any recommendations from a","page_number":142,"box":{"x":102,"y":686,"width":759,"height":11}},{"id":"00c28858-fe1f-496e-bfdc-ea1cca355654","block_type":"box","text":"Service Organization to purchase or sell shares of a Fund and when considering which share class is most","page_number":142,"box":{"x":69,"y":701,"width":760,"height":11}},{"id":"14b60c8d-7524-439b-9dd5-6712c97298ed","block_type":"box","text":"appropriate.","page_number":142,"box":{"x":69,"y":716,"width":84,"height":11}},{"id":"9adc6831-7da6-4116-87b8-180da9607fbf","block_type":"box","text":"You should consult with your Service Organization, and review carefully any disclosure by the Service","page_number":142,"box":{"x":160,"y":716,"width":738,"height":11}},{"id":"90e3cedd-1e65-4a83-8167-85e31c270415","block_type":"box","text":"Organization, as to compensation received by it or its affiliates and for more information about the payments","page_number":142,"box":{"x":69,"y":731,"width":795,"height":11}},{"id":"0b6fbd81-ace6-4a38-8535-652c4aaceb7b","block_type":"box","text":"described above.","page_number":142,"box":{"x":69,"y":746,"width":122,"height":9}},{"id":"e32c28f5-888e-4e86-949d-f7148170470a","block_type":"box","text":"REDEMPTION OF SHARES","page_number":142,"box":{"x":385,"y":776,"width":208,"height":10}},{"id":"335a6503-7bd0-4120-b721-cdc3ed7602eb","block_type":"box","text":"Shares normally will be redeemed for cash upon receipt of a request in proper form, although each Fund retains","page_number":142,"box":{"x":102,"y":799,"width":798,"height":11}},{"id":"62546ab9-d8a7-41f2-b8c2-d5cade58ae8d","block_type":"box","text":"the right to redeem some or all of its shares in kind (valued in the same way as they would be valued for purposes of","page_number":142,"box":{"x":68,"y":814,"width":836,"height":11}},{"id":"7679bab5-4c33-47a3-91ef-6d622c1594b6","block_type":"box","text":"computing a Fund’s NAV), by delivery of securities and other assets selected from the Fund’s por tfolio holdings at the","page_number":142,"box":{"x":69,"y":829,"width":840,"height":11}},{"id":"94f26782-3281-4527-91ef-7b1d263f4272","block_type":"box","text":"Manager’s discretion. In kind payment means payment will be made in por tfolio securities and other assets rather","page_number":142,"box":{"x":70,"y":844,"width":814,"height":11}},{"id":"e43c5534-10b3-44a5-9317-72688f48a77b","block_type":"box","text":"than cash. Redemptions in kind may be used in applicable circumstances, generally if the relevant shareholder is","page_number":142,"box":{"x":68,"y":859,"width":809,"height":11}},{"id":"7752d997-6f1d-40a2-ad51-c2281c346427","block_type":"box","text":"able to accept securities in kind, and may also be used in stressed market conditions. If this occurs, the redeeming","page_number":142,"box":{"x":69,"y":874,"width":827,"height":12}},{"id":"b930e725-0e8a-485d-87be-fabb54ff86d8","block_type":"box","text":"shareholder might incur brokerage or other transaction costs to conver t the securities and other assets to cash. Each","page_number":142,"box":{"x":69,"y":890,"width":839,"height":11}},{"id":"f86035a6-afd7-4259-82c1-abb01e620b8d","block_type":"box","text":"Fund has elected, however, to be governed by Rule 18f-1 under the Investment Company Act so that the Fund is","page_number":142,"box":{"x":70,"y":904,"width":797,"height":12}},{"id":"e4e57b6d-7ea3-418e-9787-edbc30576f66","block_type":"box","text":"II-114","page_number":142,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"4373fbb1-cfdf-4640-abc6-989cea3b0f80","block_type":"box","text":"NM1026U-5981080-142/228","page_number":142,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"733bd253-6b25-49aa-ac5c-a19952a60705","block_type":"box","text":"obligated to redeem its shares solely in cash up to the lesser of $250,000 or 1% of its NAV during any 90-day period","page_number":143,"box":{"x":69,"y":44,"width":833,"height":12}},{"id":"58291838-d3a7-4ae3-afd8-edb21d37554a","block_type":"box","text":"for any shareholder of the Fund.","page_number":143,"box":{"x":68,"y":60,"width":227,"height":11}},{"id":"bcd451ad-d979-4493-a19c-5e881a175296","block_type":"box","text":"The redemption price is the NAV per share next determined after the initial receipt of proper notice of","page_number":143,"box":{"x":101,"y":82,"width":722,"height":11}},{"id":"8317cbef-684f-4940-8a18-f73b1a6280ec","block_type":"box","text":"redemption. The value of shares of each Fund at the time of redemption may be more or less than your cost at the","page_number":143,"box":{"x":69,"y":98,"width":818,"height":11}},{"id":"d055e8d7-05b3-44f8-b4d2-396d1104e34c","block_type":"box","text":"time of purchase, depending in par t on the market value of the securities held by the Fund at such time. Except for","page_number":143,"box":{"x":68,"y":113,"width":821,"height":11}},{"id":"8e2971be-cea8-4b03-bfc7-c88702e71ddf","block_type":"box","text":"any CDSC that may be applicable, there will be no redemption charge if your redemption request is sent directly to","page_number":143,"box":{"x":69,"y":128,"width":815,"height":11}},{"id":"603882b9-6fe9-4691-8b45-df606f2f3b32","block_type":"box","text":"the Transfer Agent. If you are liquidating your holdings you will receive all dividends reinvested through the date of","page_number":143,"box":{"x":68,"y":143,"width":812,"height":11}},{"id":"36d7b54e-30eb-4d60-b706-f480e7e77d59","block_type":"box","text":"redemption.","page_number":143,"box":{"x":69,"y":158,"width":83,"height":11}},{"id":"95866176-b00d-4e79-a3d7-1b36ef663782","block_type":"box","text":"The right to redeem shares may be suspended or payment upon redemption may be delayed for more than seven","page_number":143,"box":{"x":101,"y":181,"width":807,"height":11}},{"id":"604ac1ba-3428-45ff-9b47-fd5412c8fb54","block_type":"box","text":"days only (i) for any period during which trading on the NYSE is restricted as determined by the Commission or during","page_number":143,"box":{"x":69,"y":196,"width":835,"height":11}},{"id":"65b40fff-14d8-4a53-825f-0cac0d8f0c6b","block_type":"box","text":"which the NYSE is closed (other than customary weekend and holiday closings), (ii) for any period during which an","page_number":143,"box":{"x":68,"y":211,"width":811,"height":11}},{"id":"4c94ed99-7c89-47d2-a642-b7a66885ee7b","block_type":"box","text":"emergency exists, as defined by the Commission, as a result of which disposal of por tfolio securities or","page_number":143,"box":{"x":69,"y":226,"width":741,"height":11}},{"id":"382767a5-7dd0-4957-9383-9c1886d2c4bf","block_type":"box","text":"determination of the NAV of a Fund is not reasonably practicable, or (iii) for such other periods as the Commission","page_number":143,"box":{"x":69,"y":241,"width":813,"height":11}},{"id":"212fc521-0abc-463a-977e-a9d0d7b0dc8b","block_type":"box","text":"may by order permit for the protection of shareholders of the Fund. (A Fund may also suspend or postpone the","page_number":143,"box":{"x":69,"y":256,"width":787,"height":11}},{"id":"61243ede-d32c-46c3-ada0-c243e4202705","block_type":"box","text":"recordation of the transfer of its shares upon the occurrence of any of the foregoing conditions.)","page_number":143,"box":{"x":69,"y":271,"width":685,"height":12}},{"id":"eccf7562-85c8-4ba7-aaac-1ea83e65ac13","block_type":"box","text":"Each Fund, with other investment companies advised by the Manager, has entered into a joint committed line of","page_number":143,"box":{"x":102,"y":294,"width":798,"height":11}},{"id":"6a14f1dc-f4e6-49f5-b70f-a2d24fd9a672","block_type":"box","text":"credit with a syndicate of banks that is intended to provide the Fund with a temporary source of cash to be used to","page_number":143,"box":{"x":69,"y":309,"width":820,"height":11}},{"id":"5776590c-5e3c-4743-8ef1-b0dcbb83bbaf","block_type":"box","text":"meet redemption requests from shareholders in extraordinary or emergency circumstances.","page_number":143,"box":{"x":69,"y":324,"width":653,"height":12}},{"id":"df416f60-1d14-47b4-8638-c39cb8f2c677","block_type":"box","text":"Each Fund may redeem shares involuntarily to reimburse the Fund for any loss sustained by reason of the failure","page_number":143,"box":{"x":102,"y":347,"width":803,"height":11}},{"id":"381cb819-9683-4a52-8395-308884eb0343","block_type":"box","text":"of a shareholder to make full payment for shares purchased by the shareholder or to collect any charge relating to a","page_number":143,"box":{"x":69,"y":362,"width":827,"height":11}},{"id":"9fa0c410-bd52-4c55-bcc2-706cbe67fe63","block_type":"box","text":"transaction effected for the benefit of a shareholder. Each Fund reserves the express right to redeem shares of the","page_number":143,"box":{"x":68,"y":377,"width":824,"height":12}},{"id":"9d211b7d-375d-4198-825c-9e4e0153f9f0","block_type":"box","text":"Fund involuntarily at any time if the Fund’s Board of Directors determines, in its sole discretion, that failure to do so","page_number":143,"box":{"x":70,"y":392,"width":825,"height":12}},{"id":"bcdb16dc-6d18-42e9-b4a8-cd72aa5177dd","block_type":"box","text":"may have adverse consequences to the holders of shares in the Fund. Upon such redemption the holders of shares","page_number":143,"box":{"x":69,"y":407,"width":825,"height":12}},{"id":"515d4d2e-ca50-4803-b85e-bc1db2354170","block_type":"box","text":"so redeemed shall have no fur ther right with respect thereto other than to receive payment of the redemption price.","page_number":143,"box":{"x":69,"y":423,"width":823,"height":11}},{"id":"0b8dad4c-8bb1-4faa-8775-342869df19ed","block_type":"box","text":"Redemption","page_number":143,"box":{"x":69,"y":453,"width":86,"height":11}},{"id":"201e40dc-44b8-4413-89ae-1678f3a0ab05","block_type":"box","text":"Investor A, Investor A1, Investor C, Institutional and Class R Shares","page_number":143,"box":{"x":70,"y":476,"width":481,"height":10}},{"id":"743dd533-ff1f-49fe-8e05-bad19564a8f1","block_type":"box","text":"Redeem by Telephone:","page_number":143,"box":{"x":102,"y":498,"width":162,"height":11}},{"id":"c639ef9e-e532-4df5-aec6-d1236210cc1f","block_type":"box","text":"You may sell Investor Shares, excluding Investor P Shares, held at BlackRock by","page_number":143,"box":{"x":270,"y":498,"width":571,"height":11}},{"id":"64caad09-511a-471f-9cbe-a95adb2ca9b4","block_type":"box","text":"telephone request if cer tain conditions are met and if the amount being sold is less than (i) $100,000 for payments","page_number":143,"box":{"x":68,"y":513,"width":829,"height":12}},{"id":"78df3487-51fe-4407-b50f-d1b57535e9ab","block_type":"box","text":"by check or (ii) $250,000 for payments through the Automated Clearing House Network (“ACH”) or wire transfer.","page_number":143,"box":{"x":69,"y":528,"width":798,"height":12}},{"id":"6a92c3d0-310f-4d19-aec3-d03aacb9f050","block_type":"box","text":"Cer tain redemption requests, such as those in excess of these amounts, and those where (i) the Fund does not have","page_number":143,"box":{"x":69,"y":543,"width":838,"height":12}},{"id":"efa93d71-72a3-4c89-9784-454b87d56d57","block_type":"box","text":"verified banking information on file; or (ii) the proceeds are not paid to the record owner at the record address, must","page_number":143,"box":{"x":68,"y":559,"width":831,"height":11}},{"id":"b9b83e0e-a843-4437-acb3-cb2baee53fb5","block_type":"box","text":"be in writing with a medallion signature guarantee provided by any “eligible guarantor institution” as defined in Rule","page_number":143,"box":{"x":69,"y":574,"width":822,"height":11}},{"id":"b1597f11-3d03-4e12-9ffd-167ba7e51115","block_type":"box","text":"17Ad-15 under the Securities Exchange Act of 1934 (the “Exchange Act”), whose existence and validity may be","page_number":143,"box":{"x":70,"y":589,"width":791,"height":11}},{"id":"a9ecae6b-8b6f-4828-9e6d-fa3cf0717852","block_type":"box","text":"verified by the Transfer Agent through the use of industry publications. For Institutional Shares, cer tain redemption","page_number":143,"box":{"x":68,"y":604,"width":818,"height":11}},{"id":"6800a52f-420f-483f-8d90-746303594616","block_type":"box","text":"requests may require written instructions with a medallion signature guarantee. Call (800) 441-7762 for details. You","page_number":143,"box":{"x":69,"y":619,"width":829,"height":11}},{"id":"f93d29b5-f06a-4529-af82-5b3909bfe08d","block_type":"box","text":"can obtain a medallion signature guarantee stamp from a bank, securities dealer, securities broker, credit union,","page_number":143,"box":{"x":69,"y":634,"width":803,"height":12}},{"id":"cb558602-78c5-46e5-b7c7-d280cd543e0d","block_type":"box","text":"savings and loan association, national securities exchange or registered securities association. The three recognized","page_number":143,"box":{"x":69,"y":650,"width":834,"height":11}},{"id":"7d599e04-3e8e-4925-8269-6d107c717c9d","block_type":"box","text":"medallion programs are Securities Transfer Agent Medallion Program, Stock Exchanges Medallion Program and New","page_number":143,"box":{"x":69,"y":664,"width":825,"height":12}},{"id":"385b1b5a-7501-4a19-bff7-843961040968","block_type":"box","text":"York Stock Exchange, Inc. Medallion Signature Program. Signature guarantees which are not a par t of these programs","page_number":143,"box":{"x":68,"y":680,"width":840,"height":11}},{"id":"1f174ce6-7a19-4e7c-b6b2-900b95bcb613","block_type":"box","text":"will not be accepted. A notary public seal will not be acceptable. Generally, a properly signed written request with any","page_number":143,"box":{"x":68,"y":695,"width":835,"height":11}},{"id":"64e2b009-4588-45e3-ba0a-d8772862a9c6","block_type":"box","text":"required signature guarantee is all that is required for a redemption. In some cases, however, other documents may","page_number":143,"box":{"x":69,"y":710,"width":828,"height":11}},{"id":"13ef772a-b50d-4196-9ddb-d94684f5f6de","block_type":"box","text":"be necessary. Additional documentary evidence of authority is required by the Transfer Agent in the event redemption","page_number":143,"box":{"x":69,"y":725,"width":835,"height":11}},{"id":"403b1989-b488-4441-a04b-a65bf01e7c4a","block_type":"box","text":"is requested by a corporation, par tnership, trust, fiduciary, executor or administrator.","page_number":143,"box":{"x":70,"y":740,"width":603,"height":11}},{"id":"d40911a7-be6c-4746-a0c8-174492890c45","block_type":"box","text":"If you make a redemption request before a Fund has collected payment for the purchase of shares, the Fund","page_number":143,"box":{"x":102,"y":763,"width":774,"height":11}},{"id":"ae8e6d0c-59e7-4c6f-abe7-c2dfd9fc23d8","block_type":"box","text":"may delay mailing your proceeds. This delay will usually not exceed ten days. A Fund, its Administrators and the","page_number":143,"box":{"x":69,"y":778,"width":795,"height":11}},{"id":"83c4fd8e-08ee-47d3-86b9-aadd47ea7c2d","block_type":"box","text":"Distributor will employ reasonable procedures to confirm that instructions communicated by telephone are genuine.","page_number":143,"box":{"x":70,"y":793,"width":821,"height":11}},{"id":"82b5e1a8-6519-4539-b92f-5a40dda3326b","block_type":"box","text":"Telephone redemption requests will not be honored if: (i) the accountholder is deceased, (ii) the proceeds are to be","page_number":143,"box":{"x":68,"y":808,"width":823,"height":11}},{"id":"99b710f0-9fcf-4e63-8a98-8c252c5f835e","block_type":"box","text":"sent to someone other than the shareholder of record, (iii) a Fund does not have verified information on file, (iv) the","page_number":143,"box":{"x":69,"y":823,"width":823,"height":11}},{"id":"5e7aa084-f72e-4de7-a7d4-abd44e1d02f4","block_type":"box","text":"request is by an individual other than the accountholder of record, (v) the account is held by joint tenants who are","page_number":143,"box":{"x":69,"y":838,"width":809,"height":11}},{"id":"c7055332-3e31-4ada-bd9c-9e3d60780330","block_type":"box","text":"divorced, (vi) the address on the account has changed within the last 30 days or share cer tificates have been issued","page_number":143,"box":{"x":69,"y":853,"width":833,"height":12}},{"id":"55542a92-3071-4fcf-aa58-de9ec9116f13","block_type":"box","text":"on the account, or (vii) to protect against fraud, if the caller is unable to provide the account number, the name and","page_number":143,"box":{"x":69,"y":869,"width":821,"height":11}},{"id":"f64f13e2-1f0f-4eb8-89e0-006811a822fb","block_type":"box","text":"address registered on the account and the social security number registered on the account. The Fund and its","page_number":143,"box":{"x":69,"y":884,"width":785,"height":11}},{"id":"82bd9019-9c46-4f64-ba88-433178bb343a","block_type":"box","text":"service providers will not be liable for any loss, liability, cost or expense for acting upon telephone instructions that","page_number":143,"box":{"x":69,"y":899,"width":820,"height":11}},{"id":"b92b7e3b-22e9-4c72-b797-27b762133f34","block_type":"box","text":"II-115","page_number":143,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"04a1d4ed-1309-4bc0-a49b-398e44a0c268","block_type":"box","text":"NM1026U-5981080-143/228","page_number":143,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"4c554545-d389-405d-841b-0f0edc20088e","block_type":"box","text":"are reasonably believed to be genuine in accordance with such procedures. Before telephone requests will be","page_number":144,"box":{"x":69,"y":45,"width":782,"height":11}},{"id":"861ae130-d6e2-46e5-9c99-493562e3b5c2","block_type":"box","text":"honored, signature approval from all shareholders of record on the account must be obtained. The Fund may refuse a","page_number":144,"box":{"x":69,"y":60,"width":838,"height":11}},{"id":"20f518cb-0561-486b-b29d-029032035e53","block_type":"box","text":"telephone redemption request if it believes it is advisable to do so. During periods of substantial economic or market","page_number":144,"box":{"x":68,"y":75,"width":837,"height":11}},{"id":"168d213a-7037-4cfc-a80e-45102a901275","block_type":"box","text":"change, telephone redemptions may be difficult to complete. Please find below alternative redemption methods.","page_number":144,"box":{"x":69,"y":90,"width":800,"height":11}},{"id":"f1414af6-c375-46a3-9a25-7ffdf7e52541","block_type":"box","text":"Redemption orders for Institutional Shares placed prior to 4:00 p.m. (Eastern time) on a business day will be","page_number":144,"box":{"x":102,"y":113,"width":776,"height":11}},{"id":"95b92781-cf7f-452d-9177-fc009d74e69e","block_type":"box","text":"priced at the NAV determined that day. If redemption orders are received by 4:00 p.m. (Eastern time) on a business","page_number":144,"box":{"x":70,"y":128,"width":823,"height":11}},{"id":"91b9f6da-d3b6-48e2-8071-af3a68bb0ade","block_type":"box","text":"day, payment for redeemed Institutional Shares will normally be wired in Federal Funds on the next business day. If","page_number":144,"box":{"x":69,"y":143,"width":820,"height":11}},{"id":"86d65dac-3e44-48f7-81c6-3fe1736c612c","block_type":"box","text":"the Federal Reserve Bank of Philadelphia is not open on the business day following receipt of the redemption order,","page_number":144,"box":{"x":68,"y":158,"width":826,"height":11}},{"id":"31087a83-dcea-4fb1-932d-b060c4cdaf34","block_type":"box","text":"the redemption order will be accepted and processed the next succeeding business day when the Federal Reserve","page_number":144,"box":{"x":68,"y":173,"width":817,"height":11}},{"id":"ca16966c-768d-45b9-80a1-331e7f937ca1","block_type":"box","text":"Bank of Philadelphia is open, provided that the Fund’s custodian is also open for business.","page_number":144,"box":{"x":70,"y":188,"width":648,"height":11}},{"id":"b63ee8fd-ff4e-4340-a37a-091b75892004","block_type":"box","text":"Redeem by VRU:","page_number":144,"box":{"x":102,"y":211,"width":120,"height":11}},{"id":"02a862b5-ef11-4353-98f0-857bccce3579","block_type":"box","text":"Investor class shares, excluding Investor P Shares, may also be redeemed by use of a Fund’s","page_number":144,"box":{"x":229,"y":211,"width":667,"height":11}},{"id":"3dee6def-595c-4ef9-a066-b2e81909061c","block_type":"box","text":"automated voice response unit service (“VRU”). Payment for Investor class shares redeemed by VRU may be made","page_number":144,"box":{"x":69,"y":226,"width":820,"height":11}},{"id":"dc5eccb7-a24b-4d71-b38a-b52bb3c810ef","block_type":"box","text":"for non-retirement accounts in amounts up to $25,000, either through check, ACH or wire.","page_number":144,"box":{"x":68,"y":241,"width":644,"height":11}},{"id":"c4439313-f862-46c3-91b5-7c0e17135b41","block_type":"box","text":"Redeem by Internet:","page_number":144,"box":{"x":102,"y":264,"width":147,"height":11}},{"id":"d60d5406-0f60-438f-9a56-5a0b4737314b","block_type":"box","text":"Cer tain Investor and Institutional class shares may also be redeemed by logging onto the","page_number":144,"box":{"x":255,"y":264,"width":637,"height":11}},{"id":"57ce8fcb-cee0-4446-8fc4-83d164fd61b5","block_type":"box","text":"BlackRock website at www.blackrock.com. Proceeds from Internet redemptions may be sent via check, ACH or wire to","page_number":144,"box":{"x":70,"y":279,"width":836,"height":11}},{"id":"60b29abc-6482-46e5-8acc-eb8eaff279e0","block_type":"box","text":"the bank account of record. Payment for shares redeemed by Internet may be made for non-retirement accounts up","page_number":144,"box":{"x":68,"y":294,"width":823,"height":11}},{"id":"bd368791-f4ad-4f9a-a6be-f7895c5b5546","block_type":"box","text":"to $100,000 per account per day, either through check, ACH or wire. Different maximums may apply to cer tain","page_number":144,"box":{"x":68,"y":309,"width":789,"height":11}},{"id":"e94713f5-cf5b-4cad-81b9-522e3d3916be","block_type":"box","text":"institutional investors.","page_number":144,"box":{"x":70,"y":325,"width":155,"height":8}},{"id":"7ca214b2-ea39-4160-bef7-d68c6b1717a8","block_type":"box","text":"Redeem in Writing:","page_number":144,"box":{"x":102,"y":347,"width":137,"height":11}},{"id":"c0b034e9-2613-4c46-9dd2-b8b432584524","block_type":"box","text":"If you hold shares with the Transfer Agent you may redeem such shares without charge by","page_number":144,"box":{"x":247,"y":347,"width":639,"height":11}},{"id":"319f2b51-0e5b-4dbf-b494-5993450c2da8","block_type":"box","text":"writing to BlackRock, P.O. Box 534429, Pittsburgh, Pennsylvania 15253-4429. Redemption requests delivered other","page_number":144,"box":{"x":68,"y":362,"width":831,"height":11}},{"id":"4b67066f-ae29-4fd4-a7c8-788f455ade75","block_type":"box","text":"than by mail should be sent to BlackRock, Attention: 534429, 1350 Penn Avenue Suite 102, Pittsburgh,","page_number":144,"box":{"x":68,"y":377,"width":745,"height":12}},{"id":"0f700c11-1265-45f3-b3d0-42834c00cf92","block_type":"box","text":"Pennsylvania 15222. If you hold share cer tificates issued by your Fund, the letter must be accompanied by","page_number":144,"box":{"x":69,"y":392,"width":764,"height":12}},{"id":"5acd881c-e87c-4bc8-96dd-e89ba618126f","block_type":"box","text":"cer tificates for the shares. All shareholders on the account must sign the letter. A medallion signature guarantee will","page_number":144,"box":{"x":69,"y":407,"width":831,"height":12}},{"id":"7ffb360f-ab3f-4918-9480-dc20d535f1f8","block_type":"box","text":"generally be required but may be waived in cer tain limited circumstances. You can obtain a medallion signature","page_number":144,"box":{"x":68,"y":423,"width":794,"height":11}},{"id":"383800f3-df6c-4ea6-8f95-834c68eca723","block_type":"box","text":"guarantee stamp from a bank, securities dealer, securities broker, credit union, savings and loan association,","page_number":144,"box":{"x":68,"y":438,"width":782,"height":11}},{"id":"4edf545a-f62d-4203-879c-e85831f6f392","block_type":"box","text":"national securities exchange or registered securities association. A notary public seal will not be acceptable. If you","page_number":144,"box":{"x":69,"y":453,"width":817,"height":11}},{"id":"c7dbdfef-5845-4d1a-b606-dbaa0bac8c37","block_type":"box","text":"hold stock cer tificates, return the cer tificates with the letter. Proceeds from redemptions may be sent via check, ACH","page_number":144,"box":{"x":69,"y":468,"width":836,"height":11}},{"id":"bd0f077c-1ea4-4c42-8de5-1c299b842167","block_type":"box","text":"or wire to the bank account of record.","page_number":144,"box":{"x":69,"y":483,"width":266,"height":9}},{"id":"50dc3ffb-abaf-47a2-829e-8c415e735ee2","block_type":"box","text":"Redemptions of Investor P Shares, Service Shares, Class G Shares, Class K Shares and BlackRock Shares may","page_number":144,"box":{"x":102,"y":506,"width":802,"height":11}},{"id":"feb518e1-41f4-41a6-8bcf-6ce2197d2f68","block_type":"box","text":"be made in the manner and amounts described in the Prospectuses.","page_number":144,"box":{"x":69,"y":521,"width":489,"height":11}},{"id":"b6537995-bda3-4af4-9328-6480131863d4","block_type":"box","text":"The Funds or the Transfer Agent may temporarily suspend telephone transactions at any time.","page_number":144,"box":{"x":101,"y":543,"width":668,"height":12}},{"id":"f4177615-6f85-462a-9d15-8f1881bff67f","block_type":"box","text":"If you redeem shares directly with the Transfer Agent, payments will generally be mailed within one business day","page_number":144,"box":{"x":102,"y":566,"width":800,"height":11}},{"id":"894abc9b-a9df-48ad-9a12-a0d62c7468d9","block_type":"box","text":"of receipt of the proper notice of redemption. A Fund may delay the mailing of a redemption check until good payment","page_number":144,"box":{"x":69,"y":581,"width":838,"height":12}},{"id":"cf63d10f-7a43-47b2-9dcf-100d324c1a8d","block_type":"box","text":"(that is, cash, Federal funds or cer tified check drawn on a U.S. bank) has been collected for the purchase of Fund","page_number":144,"box":{"x":69,"y":596,"width":811,"height":11}},{"id":"3b4894b9-1558-4a79-b1ed-0bc978b32253","block_type":"box","text":"shares, which delay will usually not exceed 10 days. If your account is held directly with the Transfer Agent and","page_number":144,"box":{"x":69,"y":612,"width":789,"height":11}},{"id":"084c47d5-c6f8-4005-86fd-190bca7fa905","block_type":"box","text":"contains a fractional share balance following a redemption, the fractional share balance will be automatically","page_number":144,"box":{"x":69,"y":627,"width":775,"height":11}},{"id":"3a6baa83-0246-4ce0-aaa8-64b01aad6ef7","block_type":"box","text":"redeemed by the Fund.","page_number":144,"box":{"x":69,"y":642,"width":162,"height":11}},{"id":"a386db90-ab73-49df-9784-2b7bb598462d","block_type":"box","text":"Note on Low Balance Accounts.","page_number":144,"box":{"x":102,"y":665,"width":223,"height":8}},{"id":"e99fe0bd-7bc1-411f-98cc-18e9c5075713","block_type":"box","text":"Because of the high cost of maintaining smaller shareholder accounts,","page_number":144,"box":{"x":332,"y":664,"width":503,"height":12}},{"id":"8572c8bc-6a73-48e1-a9ef-ddf6ddd3e3d8","block_type":"box","text":"BlackRock has set a minimum balance of $500 in each Fund position you hold within your account (“Fund","page_number":144,"box":{"x":70,"y":679,"width":752,"height":12}},{"id":"368806da-8dc6-4ccf-a41d-eb0c7aa91321","block_type":"box","text":"Minimum”), and may redeem the shares in your account if the NAV of those shares in your account falls below $500","page_number":144,"box":{"x":70,"y":694,"width":829,"height":12}},{"id":"c4494988-07f2-4413-84fd-fdd764f87537","block_type":"box","text":"for any reason, including market fluctuation.","page_number":144,"box":{"x":68,"y":710,"width":313,"height":11}},{"id":"266fc75d-8729-4b6d-a909-08fe0d485c99","block_type":"box","text":"You will be notified that the value of your account is less than the Fund Minimum before the Fund makes any","page_number":144,"box":{"x":101,"y":732,"width":775,"height":12}},{"id":"fdead387-cc3a-418c-8e9f-acc21037bd93","block_type":"box","text":"involuntary redemption. This notification will provide you with a 90 calendar day period to make an additional","page_number":144,"box":{"x":70,"y":748,"width":773,"height":11}},{"id":"714a577c-58f4-4515-943a-9ed1cd0aed6d","block_type":"box","text":"investment in order to bring the value of your account to at least $500 before the Fund makes an involuntary","page_number":144,"box":{"x":70,"y":762,"width":776,"height":12}},{"id":"953e2de1-ebfc-4107-81f6-fbead69137ab","block_type":"box","text":"redemption. This involuntary redemption will not charge any deferred sales charge, and may not apply to accounts of","page_number":144,"box":{"x":69,"y":778,"width":834,"height":11}},{"id":"d24ccedb-c56f-48cb-be61-621bcab0f981","block_type":"box","text":"cer tain employer-sponsored retirement plans (not including IRAs), qualified state tuition plan (529 Plan) accounts,","page_number":144,"box":{"x":69,"y":793,"width":811,"height":11}},{"id":"72a94b31-d5a1-442c-9d0a-a5b251c7eba8","block_type":"box","text":"and select fee-based programs at your financial intermediary.","page_number":144,"box":{"x":69,"y":808,"width":435,"height":11}},{"id":"ef0a4a19-07f5-4138-9661-976c9021fa30","block_type":"box","text":"Redemptions in Kind:","page_number":144,"box":{"x":102,"y":831,"width":153,"height":11}},{"id":"2948fe61-032a-4d93-9faa-84b530f7df6c","block_type":"box","text":"Each Fund reserves the right to honor any request for redemption by making payment in","page_number":144,"box":{"x":263,"y":831,"width":624,"height":11}},{"id":"1f2d1d98-8529-47a4-ac2e-1364847d3903","block_type":"box","text":"whole or in par t by delivering securities valued in the same way as they would be valued for purposes of computing a","page_number":144,"box":{"x":68,"y":846,"width":833,"height":11}},{"id":"d4b748df-66e2-4c88-891a-123ae8329722","block_type":"box","text":"Fund’s NAV, except that each Fund is obligated to redeem shares solely in cash up to the lesser of $250,000 or 1%","page_number":144,"box":{"x":70,"y":860,"width":825,"height":12}},{"id":"93e0e4e4-ece6-4f7d-b0fb-87f004e968da","block_type":"box","text":"of the Fund’s NAV during any 90-day period for any one shareholder. Redemptions in excess of those amounts will","page_number":144,"box":{"x":69,"y":876,"width":811,"height":11}},{"id":"9e9e1af8-6402-4b2a-966b-85e23be23680","block_type":"box","text":"normally be paid in cash but may be paid wholly or par tly by a distribution in kind of securities.","page_number":144,"box":{"x":69,"y":891,"width":672,"height":11}},{"id":"6d9a1f33-9457-488b-808e-eb3afd3ed2d3","block_type":"box","text":"II-116","page_number":144,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"fe0fc5da-f56f-4521-969c-b81cb9fff547","block_type":"box","text":"NM1026U-5981080-144/228","page_number":144,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"88f5b2ef-e377-425d-9f44-7181adb599f3","block_type":"box","text":"The specific security or securities to be distributed will be determined by the Manager and could include a pro","page_number":145,"box":{"x":101,"y":45,"width":787,"height":11}},{"id":"0f3abe36-02f4-49a0-bcee-c3f99a95b185","block_type":"box","text":"rata representation of the Fund’s por tfolio or a non-pro-rata representation of the Fund’s por tfolio depending upon","page_number":145,"box":{"x":69,"y":60,"width":812,"height":11}},{"id":"34ab4cc6-8e9a-4b54-ba3d-1f3f4b23c5bd","block_type":"box","text":"various circumstances and subject to the Funds’ policies and procedures and any applicable laws or regulations. In","page_number":145,"box":{"x":68,"y":75,"width":822,"height":11}},{"id":"cac018e2-678b-4e68-a182-c1f258f34091","block_type":"box","text":"effecting such redemption in kind, the Manager may select securities to distribute to the redeeming shareholder by","page_number":145,"box":{"x":69,"y":90,"width":822,"height":11}},{"id":"61589cc6-8589-4da5-ba02-6060874fe5bc","block_type":"box","text":"considering cer tain factors, including, without limitation, the por tfolio management team’s model or optimal por tfolio,","page_number":145,"box":{"x":69,"y":105,"width":838,"height":11}},{"id":"c6e62854-7a98-4f51-8b86-873a48fac8f3","block_type":"box","text":"risk management considerations, compliance considerations, the active positioning of a Fund post-redemption, the","page_number":145,"box":{"x":69,"y":120,"width":818,"height":12}},{"id":"3adec148-5109-485a-a121-d8d933a5fa43","block_type":"box","text":"liquidity of the securities, and the tax basis of the securities. There is no assurance that BlackRock will select to","page_number":145,"box":{"x":70,"y":135,"width":801,"height":11}},{"id":"0de8dd71-693a-487a-af95-f2ef65dfd680","block_type":"box","text":"retain those securities that will per form the best. An Index Fund may deviate from pro rata redemptions but will seek","page_number":145,"box":{"x":69,"y":150,"width":832,"height":12}},{"id":"9e20a9eb-b5e7-4597-aa8c-fab09eed6244","block_type":"box","text":"for the securities and other assets to be distributed to be deemed to be a fair representation of por tfolio holdings","page_number":145,"box":{"x":68,"y":166,"width":812,"height":11}},{"id":"b162d413-e05f-4517-9379-7a8ccf3871d3","block_type":"box","text":"and the interests of the remaining shareholders in the Index Fund to not be diluted.","page_number":145,"box":{"x":69,"y":181,"width":594,"height":11}},{"id":"f51dec6c-b026-432e-b00c-f7901bef715f","block_type":"box","text":"The Funds may effect redemptions in kind in an effor t to, among other considerations: (a) manage the por tfolio","page_number":145,"box":{"x":101,"y":203,"width":795,"height":12}},{"id":"4d9fe16a-2265-4687-826a-68f5c4898804","block_type":"box","text":"efficiently or for any other por tfolio management purpose, and (b) externalize cer tain transaction costs that would","page_number":145,"box":{"x":69,"y":218,"width":810,"height":12}},{"id":"178028fb-471e-4953-b908-0faff9a072c9","block_type":"box","text":"otherwise be borne by a Fund in connection with redemption activity or por tfolio turnover. Redemptions in kind may","page_number":145,"box":{"x":69,"y":234,"width":820,"height":11}},{"id":"596825fc-291a-4c84-8494-4659854b4640","block_type":"box","text":"reduce the need for the Fund to maintain shor t-term cash reserves, reduce Fund transaction costs, reduce the need","page_number":145,"box":{"x":69,"y":249,"width":828,"height":10}},{"id":"73ba2ace-a669-468a-98a9-394c54c0db36","block_type":"box","text":"for the Fund to sell its investments at inoppor tune times, and lower Fund capital gain recognition, all of which may be","page_number":145,"box":{"x":68,"y":264,"width":838,"height":11}},{"id":"af17d74c-4c70-493f-bdc7-75391e63cab4","block_type":"box","text":"considerations when determining whether to effect a redemption in kind. However, there can be no assurance that","page_number":145,"box":{"x":69,"y":279,"width":817,"height":11}},{"id":"8a7bbf31-729e-4683-bef0-defc1d070072","block_type":"box","text":"redemptions in kind can or will be effected when they would be beneficial to a Fund, and it may be impractical or","page_number":145,"box":{"x":69,"y":294,"width":802,"height":11}},{"id":"cbb1f889-2f9e-4a9c-97be-ba5fd10485ec","block_type":"box","text":"impossible to effect redemptions in kind with many or substantially all of the Fund’s shareholders because of, among","page_number":145,"box":{"x":70,"y":309,"width":837,"height":11}},{"id":"cf7331ce-fdfd-4b2b-af7e-132c5c8fdaf7","block_type":"box","text":"other things, how they hold their Fund shares or the small value of the redemptions.","page_number":145,"box":{"x":69,"y":324,"width":598,"height":12}},{"id":"bc167bc1-3583-4dab-a76f-6d3d9c611747","block_type":"box","text":"In some circumstances, in order to meet Fund liquidity needs, for optimization of the Fund’s por tfolio, or a","page_number":145,"box":{"x":102,"y":347,"width":756,"height":11}},{"id":"77fbaf7c-801f-4f9a-92e6-b4131be5acdd","block_type":"box","text":"combination thereof, a Fund, in its discretion, may accept large purchase orders from one or more financial","page_number":145,"box":{"x":69,"y":362,"width":764,"height":11}},{"id":"bbd3ece2-fdf7-4b0f-aa65-50faaa3e619d","block_type":"box","text":"institutions that are willing, upon redemption of their investment in the Fund, to receive their redemption proceeds in","page_number":145,"box":{"x":70,"y":377,"width":830,"height":12}},{"id":"b5363a2b-d45f-4078-a7df-6c365c01e2b3","block_type":"box","text":"kind rather than in cash. A Fund’s ability to pay these redemption proceeds in kind relieves the Fund of the need of","page_number":145,"box":{"x":69,"y":392,"width":821,"height":12}},{"id":"3026c16f-88e6-4c76-b67c-3b6cf31d7b44","block_type":"box","text":"the Fund to sell the securities that are distributed in kind and incur brokerage and other transaction costs associated","page_number":145,"box":{"x":68,"y":408,"width":837,"height":11}},{"id":"e7e647b7-4240-4ca4-a55e-2ce83385b223","block_type":"box","text":"with such sale, and may have the effect of reducing the amount of taxable gains the Fund would otherwise be","page_number":145,"box":{"x":68,"y":423,"width":784,"height":11}},{"id":"bfd12aef-c8f6-4545-88f1-c11b20382ecf","block_type":"box","text":"required to distribute to shareholders. A Fund’s ability to engage in such transactions is subject to, among other","page_number":145,"box":{"x":69,"y":438,"width":801,"height":11}},{"id":"7f9ab5d7-b7cc-4e64-842f-1de203ea2f46","block_type":"box","text":"things, limitations on frequency of redemptions in kind under the Fund’s policies and availability of shareholders able","page_number":145,"box":{"x":68,"y":453,"width":835,"height":11}},{"id":"68621ba1-67b9-4c38-b001-999bf0d61379","block_type":"box","text":"to transact in kind, and there is no assurance that the Fund can or will effect any redemptions in kind. Financial","page_number":145,"box":{"x":68,"y":468,"width":796,"height":11}},{"id":"d07d0b7b-99ce-46e1-bf9f-11b8e5b7f8a2","block_type":"box","text":"institutions that par ticipate in the transactions described in this sub-section do not receive a fee from the Fund for","page_number":145,"box":{"x":70,"y":483,"width":816,"height":11}},{"id":"c672c67c-19f6-4735-923f-237cb1e1e55f","block_type":"box","text":"doing so. The Funds’ shor t-term trading policy shall not apply to the transactions described in this sub-section.","page_number":145,"box":{"x":69,"y":498,"width":788,"height":11}},{"id":"355fea11-296b-4cc8-8748-44158f7cdd26","block_type":"box","text":"If you receive securities through a redemption in kind, and desire to conver t them to cash, you may pay taxes","page_number":145,"box":{"x":102,"y":521,"width":779,"height":11}},{"id":"2a88f847-af63-4e92-9da0-8b3d20d7cb21","block_type":"box","text":"and brokerage and other transaction costs to dispose of the securities. You may also receive less for the securities","page_number":145,"box":{"x":69,"y":536,"width":823,"height":11}},{"id":"c12dd38a-6370-47fd-a31b-73497d0416d4","block_type":"box","text":"than the price at which they were valued for purposes of effecting the redemption. There may also be a risk that","page_number":145,"box":{"x":68,"y":551,"width":800,"height":11}},{"id":"51de4b1a-92b2-49fc-b567-85c223b59390","block_type":"box","text":"redemption in kind activity could negatively impact the market value of the securities distributed in kind and, in turn,","page_number":145,"box":{"x":69,"y":566,"width":826,"height":11}},{"id":"2ff6ae3e-5024-4019-9ccc-5c1ae2f667cf","block_type":"box","text":"the NAV of the corresponding Fund.","page_number":145,"box":{"x":68,"y":581,"width":251,"height":12}},{"id":"6ae9bf8e-af4d-4fc2-af7a-fa3d4f605a43","block_type":"box","text":"Repurchase","page_number":145,"box":{"x":69,"y":612,"width":85,"height":11}},{"id":"0baa90fa-e988-450a-a94e-dc6d75964cec","block_type":"box","text":"A Fund normally will accept orders to repurchase shares from Selling Dealers for their customers. Shares will be","page_number":145,"box":{"x":101,"y":634,"width":800,"height":12}},{"id":"83b69a26-8610-4770-abda-4af222c08f3e","block_type":"box","text":"priced at the NAV of the Fund next determined after receipt of the repurchase order by a Selling Dealer that has been","page_number":145,"box":{"x":70,"y":649,"width":833,"height":12}},{"id":"e537764a-bc8c-4efa-96b4-9f29bf22b92c","block_type":"box","text":"authorized by the Distributor by contract to accept such orders. As to repurchase orders received by Selling Dealers","page_number":145,"box":{"x":69,"y":665,"width":822,"height":11}},{"id":"fef3e609-a36c-4560-acc8-d5e055f251cd","block_type":"box","text":"prior to the close of business on the NYSE (generally, the NYSE closes at 4:00 p.m. Eastern time), on the day the","page_number":145,"box":{"x":70,"y":680,"width":809,"height":11}},{"id":"53c2172e-7eb1-4f2b-90da-5d12dbff9e3c","block_type":"box","text":"order is placed, which includes orders received after the close of business on the previous day, the repurchase price","page_number":145,"box":{"x":69,"y":695,"width":831,"height":11}},{"id":"24acd384-b9fa-41cd-bf6b-e164ee5fc5d8","block_type":"box","text":"is the NAV determined as of the close of business on the NYSE on that day. If the orders for repurchase are not","page_number":145,"box":{"x":70,"y":710,"width":796,"height":11}},{"id":"51bf8d20-7c4e-4ac9-93b5-fd805ab0bbaa","block_type":"box","text":"received by the Selling Dealer before the close of business on the NYSE, such orders are deemed received on the","page_number":145,"box":{"x":69,"y":725,"width":812,"height":11}},{"id":"d2043fe7-1de0-456b-8549-1cabe601299a","block_type":"box","text":"next business day.","page_number":145,"box":{"x":69,"y":740,"width":130,"height":11}},{"id":"3148ec0d-6492-40a6-9fc5-4db10823005f","block_type":"box","text":"These repurchase arrangements are for your convenience and do not involve a charge by the Fund (other than","page_number":145,"box":{"x":101,"y":763,"width":783,"height":11}},{"id":"403d7c33-8262-45d1-a8eb-ffbd72cf9f17","block_type":"box","text":"any applicable CDSC or redemption fee). However, Selling Dealers may charge a processing fee in connection with","page_number":145,"box":{"x":69,"y":778,"width":813,"height":11}},{"id":"dbf98e08-c2d4-407a-82c0-9435e9cf543c","block_type":"box","text":"such transactions. In addition, securities firms that do not have selected dealer agreements with the Distributor may","page_number":145,"box":{"x":69,"y":793,"width":832,"height":11}},{"id":"35924069-50ed-4c9c-a558-79811a565b2e","block_type":"box","text":"impose a transaction charge for transmitting the notice of repurchase to the Fund. Each Fund reserves the right to","page_number":145,"box":{"x":70,"y":808,"width":814,"height":11}},{"id":"1086936c-75ea-411e-93e1-1bcfb4829b07","block_type":"box","text":"reject any order for repurchase. A shareholder whose order for repurchase is rejected by a Fund, however, may","page_number":145,"box":{"x":69,"y":823,"width":788,"height":11}},{"id":"67d46d51-0131-4219-b55b-d80babe1e3fd","block_type":"box","text":"redeem shares as set out above.","page_number":145,"box":{"x":69,"y":839,"width":235,"height":8}},{"id":"575aba66-69dd-4067-8e77-9c7b6306f302","block_type":"box","text":"II-117","page_number":145,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"046ae4fb-55de-4972-b405-e70f505d621b","block_type":"box","text":"NM1026U-5981080-145/228","page_number":145,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"374a9b90-66a5-4cc5-b0b1-63d3d8bdb66b","block_type":"box","text":"Reinstatement Privilege — Investor A and Investor P Shares","page_number":146,"box":{"x":69,"y":45,"width":440,"height":11}},{"id":"67ed1ccf-345e-4945-b72f-385981cdbdbe","block_type":"box","text":"Upon redemption of Investor A, Investor A1, Investor P or Institutional Shares, as applicable, shareholders may","page_number":146,"box":{"x":102,"y":67,"width":791,"height":11}},{"id":"4cbf5408-260f-424c-bb6e-a0e2f2cb37be","block_type":"box","text":"reinvest all or a por tion of their redemption proceeds (after paying any applicable CDSC) in Investor A or Investor P","page_number":146,"box":{"x":69,"y":82,"width":815,"height":12}},{"id":"8f796bfd-563c-486f-bb24-c729550e4562","block_type":"box","text":"Shares of the same or another BlackRock fund without paying a front-end sales charge. This right may be exercised","page_number":146,"box":{"x":69,"y":98,"width":822,"height":11}},{"id":"66ea6ead-f98e-40ac-82c8-8d7a68f0fa58","block_type":"box","text":"within 90 days of the redemption, provided that the Investor A or Investor P Shares, as applicable, of that fund is","page_number":146,"box":{"x":68,"y":113,"width":806,"height":11}},{"id":"efda3a90-23e5-479f-82ec-5f85864accd1","block_type":"box","text":"currently open to new investors or the shareholder has a current account in that closed fund. Shares will be","page_number":146,"box":{"x":69,"y":128,"width":768,"height":11}},{"id":"7b933a66-b6c7-40d6-a0e5-50962385339b","block_type":"box","text":"purchased at the NAV calculated at the close of trading on the day the request is received in good order. To exercise","page_number":146,"box":{"x":70,"y":143,"width":827,"height":11}},{"id":"ce466985-9e94-42fc-9d87-7b94eeb7a503","block_type":"box","text":"this privilege, the Transfer Agent must receive written notification from the shareholder of record or the registered","page_number":146,"box":{"x":68,"y":158,"width":809,"height":11}},{"id":"e00ab49f-5c2b-434e-9d30-29a3d6e93a11","block_type":"box","text":"representative of record, at the time of purchase. Investors should consult a tax advisor concerning the tax","page_number":146,"box":{"x":69,"y":173,"width":764,"height":11}},{"id":"2fb2973a-67eb-486a-9907-27d19d0290d8","block_type":"box","text":"consequences of exercising this reinstatement privilege.","page_number":146,"box":{"x":69,"y":188,"width":400,"height":12}},{"id":"d432c68f-93f0-408a-b88c-8ac1b0e4772e","block_type":"box","text":"SHAREHOLDER SERVICES","page_number":146,"box":{"x":384,"y":218,"width":210,"height":9}},{"id":"4f589a37-6f40-4571-8318-b13a9783e9d6","block_type":"box","text":"Each Fund offers one or more of the shareholder services described below that are designed to facilitate","page_number":146,"box":{"x":102,"y":241,"width":747,"height":11}},{"id":"6a6ec9b9-c4da-4f36-b323-81506566c536","block_type":"box","text":"investment in its shares. You can obtain more information about these services from each Fund by calling the","page_number":146,"box":{"x":70,"y":256,"width":781,"height":11}},{"id":"5a4a40b4-4108-455b-b267-8f66c55cefba","block_type":"box","text":"telephone number on the cover page, or from the Distributor, your financial adviser, your selected securities dealer or","page_number":146,"box":{"x":68,"y":271,"width":836,"height":11}},{"id":"035d4eb7-8c5f-4d10-9ae2-bbaa9564d7ea","block_type":"box","text":"other financial intermediary. Cer tain of these services are available only to U.S. investors.","page_number":146,"box":{"x":69,"y":286,"width":641,"height":11}},{"id":"e958d4b4-05f9-46b4-a796-abbe1b547410","block_type":"box","text":"Investment Account","page_number":146,"box":{"x":69,"y":316,"width":146,"height":9}},{"id":"1fa04be3-55ff-41e9-8f17-ea745f4c1929","block_type":"box","text":"If your account is maintained at the Transfer Agent (an “Investment Account”) you will receive statements, at","page_number":146,"box":{"x":102,"y":339,"width":774,"height":11}},{"id":"d6ce5639-faf1-4cc7-80c2-e74ae47cba33","block_type":"box","text":"least quar terly, from the Transfer Agent. These statements will serve as confirmations for automatic investment","page_number":146,"box":{"x":70,"y":354,"width":796,"height":11}},{"id":"e3ef2648-5faa-4d08-ad05-14addcd78a41","block_type":"box","text":"purchases and the reinvestment of dividends. The statements also will show any other activity in your Investment","page_number":146,"box":{"x":70,"y":369,"width":807,"height":11}},{"id":"484391dc-26c0-4b60-8944-783d6a57abbc","block_type":"box","text":"Account since the last statement. You also will receive separate confirmations for each purchase or sale transaction","page_number":146,"box":{"x":68,"y":384,"width":830,"height":11}},{"id":"3204a076-0c9e-402f-95b5-8acb85c191ae","block_type":"box","text":"other than automatic investment purchases and the reinvestment of dividends. If your Investment Account is held at","page_number":146,"box":{"x":69,"y":399,"width":829,"height":11}},{"id":"b6d94456-6573-4dac-a9a2-d44a2d8fd057","block_type":"box","text":"the Transfer Agent you may make additions to it at any time by mailing a check directly to the Transfer Agent. Each","page_number":146,"box":{"x":68,"y":414,"width":815,"height":12}},{"id":"6a80857d-2767-4438-bcb4-5c4663061108","block_type":"box","text":"Fund limits purchases by personal check to $500,000 per trade. You may also maintain an account through a","page_number":146,"box":{"x":70,"y":429,"width":781,"height":12}},{"id":"96759244-70b8-4119-8ea4-b4e5c24f6009","block_type":"box","text":"selected securities dealer or other financial intermediary. If you transfer shares out of an account maintained with a","page_number":146,"box":{"x":69,"y":445,"width":825,"height":11}},{"id":"99e3fd68-8e61-4978-bcd1-3e1bf726be7a","block_type":"box","text":"selected securities dealer or other financial intermediary, an Investment Account in your name may be opened","page_number":146,"box":{"x":69,"y":460,"width":785,"height":11}},{"id":"6b667956-198f-4a83-9191-1038fa30efbf","block_type":"box","text":"automatically at the Transfer Agent.","page_number":146,"box":{"x":69,"y":475,"width":251,"height":11}},{"id":"38af8728-50cd-4d85-8ec8-a251ad1d801c","block_type":"box","text":"You may transfer Fund shares from a selected securities dealer or other financial intermediary to another","page_number":146,"box":{"x":101,"y":498,"width":750,"height":11}},{"id":"cff7c44c-43b9-44f3-bf03-bc8fc0da46c9","block_type":"box","text":"securities dealer or other financial intermediary that has entered into an agreement with the Distributor. Cer tain","page_number":146,"box":{"x":69,"y":513,"width":797,"height":11}},{"id":"7f2f7020-80e9-4c17-934f-2f42e556af52","block_type":"box","text":"shareholder services may not be available for the transferred shares. All future trading of these assets must be","page_number":146,"box":{"x":69,"y":528,"width":797,"height":11}},{"id":"ef73c7fb-8318-4520-972d-d0863fc836e2","block_type":"box","text":"coordinated by the new firm. If you wish to transfer your shares to a securities dealer or other financial intermediary","page_number":146,"box":{"x":69,"y":543,"width":826,"height":11}},{"id":"d96e051c-1d4f-4b4b-a71f-c83c828aa87b","block_type":"box","text":"that has not entered into an agreement with the Distributor, you must either (i) redeem your shares, paying any","page_number":146,"box":{"x":68,"y":558,"width":792,"height":11}},{"id":"ff4452a0-b1f1-4b14-a7e1-7ea2948538d4","block_type":"box","text":"applicable CDSC or (ii) continue to maintain an Investment Account at the Transfer Agent for those shares. You also","page_number":146,"box":{"x":69,"y":573,"width":824,"height":11}},{"id":"85430abf-552e-4efe-8702-7dbd09b591a0","block_type":"box","text":"may request that the new securities dealer or other financial intermediary maintain the shares in an account at the","page_number":146,"box":{"x":69,"y":588,"width":820,"height":11}},{"id":"b9004251-37a8-44c9-9242-2f7b3f14c742","block_type":"box","text":"Transfer Agent registered in the name of the securities dealer or other financial intermediary for your benefit whether","page_number":146,"box":{"x":68,"y":603,"width":833,"height":12}},{"id":"295b33f2-732f-4b73-8163-a735164ef2c2","block_type":"box","text":"the securities dealer or other financial intermediary has entered into a selected dealer agreement or not. In the","page_number":146,"box":{"x":68,"y":618,"width":795,"height":12}},{"id":"51b4a387-abaa-4869-abda-bc839af1d1a7","block_type":"box","text":"interest of economy and convenience and because of the operating procedures of each Fund, share cer tificates will","page_number":146,"box":{"x":70,"y":634,"width":822,"height":11}},{"id":"c720250e-7da7-4435-96bc-c15835b68359","block_type":"box","text":"not be issued physically. Shares are maintained by each Fund on its register maintained by the Transfer Agent and","page_number":146,"box":{"x":69,"y":649,"width":814,"height":11}},{"id":"b3db3660-0cbd-46d0-9b50-89a4ef7c675e","block_type":"box","text":"the holders thereof will have the same rights and ownership with respect to such shares as if cer tificates had been","page_number":146,"box":{"x":68,"y":664,"width":822,"height":11}},{"id":"d5b0053a-8be8-44ce-874c-71bf89927bdb","block_type":"box","text":"issued.","page_number":146,"box":{"x":70,"y":679,"width":49,"height":9}},{"id":"9d6bad93-8e5c-464b-b72e-3a73708bd4fe","block_type":"box","text":"If you are considering transferring a tax-deferred retirement account, such as an individual retirement account,","page_number":146,"box":{"x":102,"y":702,"width":785,"height":11}},{"id":"d32c5ebe-a941-421a-b0b4-49e6b5ceda2e","block_type":"box","text":"from one selected securities dealer to another securities dealer or other financial intermediary, you should be aware","page_number":146,"box":{"x":68,"y":717,"width":830,"height":11}},{"id":"e8ac182b-0fa2-41ad-ac14-973884029aeb","block_type":"box","text":"that if the new firm will not take delivery of shares of the Fund, you must either redeem the shares (paying any","page_number":146,"box":{"x":68,"y":732,"width":790,"height":11}},{"id":"e2d6571c-8de9-435a-af93-bb224c252c94","block_type":"box","text":"applicable CDSC) so that the cash proceeds can be transferred to the account at the new firm, or you must continue","page_number":146,"box":{"x":69,"y":747,"width":831,"height":11}},{"id":"8c71de9a-6d25-4050-9276-a0cc01a89a5a","block_type":"box","text":"to maintain a retirement account at the original selected securities dealer for those shares.","page_number":146,"box":{"x":68,"y":762,"width":652,"height":11}},{"id":"944381cf-b837-46ca-b01c-2c38d9e69e22","block_type":"box","text":"Exchange Privilege","page_number":146,"box":{"x":69,"y":792,"width":138,"height":11}},{"id":"df20443b-122b-49d3-baa3-ce91ac6100c8","block_type":"box","text":"U.S. shareholders of Investor A, Investor A1, Investor C, Investor P, Class K, Institutional and Class G Shares of","page_number":146,"box":{"x":102,"y":815,"width":797,"height":11}},{"id":"98226c5e-4e44-4215-a351-054f601f7a05","block_type":"box","text":"each Fund have an exchange privilege with cer tain other Funds. However, Investor A1 Shares may only exchange out.","page_number":146,"box":{"x":69,"y":830,"width":832,"height":11}},{"id":"f1b1aeeb-8c9a-41c0-8b83-9f2ff740e34e","block_type":"box","text":"The minimum amount for exchanges of Investor class shares is $1,000, although you may exchange less than","page_number":146,"box":{"x":68,"y":845,"width":788,"height":12}},{"id":"606785a9-f62a-4bc5-9b25-41a33ea04a0b","block_type":"box","text":"$1,000 if you already have an account in the Fund into which you are exchanging. You may only exchange into a","page_number":146,"box":{"x":69,"y":860,"width":796,"height":12}},{"id":"53980453-b0d0-45a5-b589-6200fc44b856","block_type":"box","text":"share class and a Fund that are open to new investors or in which you have a current account if the class or fund is","page_number":146,"box":{"x":69,"y":875,"width":824,"height":12}},{"id":"68ede623-0c29-4142-93d8-e681b753f99f","block_type":"box","text":"closed to new investors. Before effecting an exchange, you should obtain a currently effective prospectus of the fund","page_number":146,"box":{"x":69,"y":891,"width":835,"height":11}},{"id":"409a6cf2-f4d7-44f3-aad1-77685c82e5ab","block_type":"box","text":"II-118","page_number":146,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"50fa4768-f642-4132-91ce-46fbb6b0cb01","block_type":"box","text":"NM1026U-5981080-146/228","page_number":146,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"dd1eb5f9-5756-4ef6-9694-ff7fa4fe51f6","block_type":"box","text":"into which you wish to make the exchange. Exercise of the exchange privilege is treated as a sale of the exchanged","page_number":147,"box":{"x":70,"y":45,"width":820,"height":11}},{"id":"1fcee6ba-dd79-4a63-920f-59d48e17433f","block_type":"box","text":"shares and a purchase of the acquired shares for U.S. federal income tax purposes.","page_number":147,"box":{"x":69,"y":60,"width":600,"height":11}},{"id":"ce9b1316-e63c-4489-bcbe-ef5e90716c2c","block_type":"box","text":"Exchanges of Investor A, Investor A1, Investor P, Class K, Institutional and Class G Shares.","page_number":147,"box":{"x":102,"y":82,"width":648,"height":12}},{"id":"58bd2830-89ae-4e34-88e5-1beeb78bda61","block_type":"box","text":"Institutional Shares","page_number":147,"box":{"x":757,"y":83,"width":137,"height":8}},{"id":"e9bc4586-9612-457e-8d98-8e4061bcf9c5","block_type":"box","text":"are exchangeable with Institutional Shares of other Funds. Investor A and Investor A1 Shares are exchangeable for","page_number":147,"box":{"x":69,"y":98,"width":817,"height":11}},{"id":"5cbff19d-d81c-47cb-89e8-6d3f51b73419","block_type":"box","text":"Investor A Shares of other Funds to the extent such shares are offered by your financial intermediary. Investor P","page_number":147,"box":{"x":70,"y":113,"width":798,"height":11}},{"id":"9d1dfbdd-99f9-4cc1-8890-18fda6054133","block_type":"box","text":"Shares are exchangeable for Investor P Shares of other Funds, to the extent such shares are offered by your financial","page_number":147,"box":{"x":69,"y":128,"width":838,"height":11}},{"id":"bb898e30-fbd2-42d7-8c7f-b4a9becc3e26","block_type":"box","text":"intermediary. Class K Shares are exchangeable for Class K Shares of other Funds. Class G Shares are exchangeable","page_number":147,"box":{"x":70,"y":143,"width":834,"height":11}},{"id":"f3a69423-3d00-4eec-8941-53594e912f5e","block_type":"box","text":"for Class G Shares of other Funds.","page_number":147,"box":{"x":68,"y":158,"width":246,"height":9}},{"id":"9b054091-37ef-4040-ab3d-ef798bc27e5f","block_type":"box","text":"Exchanges of Institutional Shares outstanding for Institutional Shares of a second fund or for shares of a money","page_number":147,"box":{"x":102,"y":181,"width":800,"height":11}},{"id":"ce722408-44b3-428e-a534-2b4436dcd550","block_type":"box","text":"market fund are effected on the basis of relative NAV per Institutional Share. Exchanges of Investor A or Investor A1","page_number":147,"box":{"x":69,"y":196,"width":826,"height":11}},{"id":"c50f9a10-800c-4a76-a2f4-057209ba7e92","block_type":"box","text":"Shares outstanding (“outstanding Investor A Shares”) for Investor A Shares of a second fund, or for shares of a","page_number":147,"box":{"x":69,"y":211,"width":795,"height":11}},{"id":"6e31ca12-c46a-4410-add9-2f056ba2c97e","block_type":"box","text":"money market fund (“new Investor A Shares”) are effected on the basis of relative NAV per share. Exchanges of","page_number":147,"box":{"x":69,"y":226,"width":797,"height":11}},{"id":"71083261-4de5-4326-9e68-96295f505762","block_type":"box","text":"Investor P Shares outstanding for Investor P Shares of a second fund are effected on the basis of relative NAV per","page_number":147,"box":{"x":70,"y":241,"width":814,"height":11}},{"id":"738ef46b-630f-4e21-9d10-c670f226f9f3","block_type":"box","text":"share. Exchanges of Class K Shares outstanding for Class K Shares of a second fund, or for shares of a money","page_number":147,"box":{"x":69,"y":256,"width":796,"height":12}},{"id":"790d0522-2cd5-4484-9355-3616026b95fa","block_type":"box","text":"market fund are effected on the basis of relative NAV per share. Exchanges of Class G Shares outstanding for Class","page_number":147,"box":{"x":69,"y":271,"width":828,"height":12}},{"id":"e2dc228f-80af-4fc9-b018-79b7795b2840","block_type":"box","text":"G Shares of a second fund are effected on the basis of relative NAV per share.","page_number":147,"box":{"x":69,"y":286,"width":561,"height":11}},{"id":"6d109229-6b23-45bb-b9a0-0126651186f4","block_type":"box","text":"Exchanges of Investor C Shares.","page_number":147,"box":{"x":102,"y":309,"width":229,"height":11}},{"id":"9eb6ba1d-73e6-456a-8a50-d353fd858f03","block_type":"box","text":"Shareholders of cer tain Funds with Investor C Shares outstanding (“outstanding","page_number":147,"box":{"x":338,"y":309,"width":570,"height":11}},{"id":"cf65c463-6bf7-4c0c-8293-f43d3756969d","block_type":"box","text":"Investor C Shares”) may exchange their shares for Investor C Shares of a second Fund (“new Investor C Shares”) or","page_number":147,"box":{"x":70,"y":324,"width":827,"height":12}},{"id":"52356cde-6f41-4d18-b144-cbd5b073ac9c","block_type":"box","text":"for shares of a money market fund (“new money market fund Shares”) on the basis of relative NAV per share, without","page_number":147,"box":{"x":68,"y":339,"width":839,"height":12}},{"id":"dc516d64-5bb6-429a-9f1a-13f1abc4e44a","block_type":"box","text":"the payment of any CDSC. Cer tain Funds impose different CDSC schedules. For purposes of computing the CDSC","page_number":147,"box":{"x":68,"y":355,"width":811,"height":11}},{"id":"ef07310b-d6cf-4752-9b3c-f0a941eed706","block_type":"box","text":"upon redemption of new Investor C Shares or new money market fund Shares, as applicable, the time you held both","page_number":147,"box":{"x":69,"y":370,"width":827,"height":11}},{"id":"447ffa18-11fb-4847-9f64-57f1e7c57a2e","block_type":"box","text":"the exchanged Investor C Shares and the new Investor C Shares or new money market fund Shares will count","page_number":147,"box":{"x":68,"y":385,"width":781,"height":11}},{"id":"18184feb-b63a-443a-8e24-467f1de9a7bd","block_type":"box","text":"towards the holding period of the new Investor C Shares or new money market fund Shares.","page_number":147,"box":{"x":68,"y":400,"width":654,"height":11}},{"id":"5c1eb2e2-05ba-4bef-80c9-5de7dd76ad7b","block_type":"box","text":"Exchanges of Service Shares.","page_number":147,"box":{"x":102,"y":423,"width":211,"height":11}},{"id":"ace5f98f-0d8a-437e-80bb-572b6941f0b4","block_type":"box","text":"Service Shares can be exchanged for Service Shares of Funds that are covered by","page_number":147,"box":{"x":319,"y":423,"width":588,"height":11}},{"id":"8b38d6d2-467f-4b32-b2e9-f3084ed0a802","block_type":"box","text":"selected dealer agreements with the Distributor.","page_number":147,"box":{"x":69,"y":438,"width":342,"height":11}},{"id":"224fb84a-982d-4f0a-a8fb-24273f77c572","block_type":"box","text":"Exchanges for Shares of a Money Market Fund.","page_number":147,"box":{"x":102,"y":460,"width":335,"height":12}},{"id":"373f5295-1d4b-4ba9-92b0-8c43dfc89708","block_type":"box","text":"You may exchange any class of Investor class shares, excluding","page_number":147,"box":{"x":443,"y":460,"width":455,"height":12}},{"id":"54695f86-d784-42b9-b94f-d6db8c112eba","block_type":"box","text":"Investor P Shares, for shares of an affiliated money market fund. If you exchange into BlackRock Summit Cash","page_number":147,"box":{"x":70,"y":475,"width":788,"height":12}},{"id":"8cb15270-5188-46cb-ac0a-a78aa007df46","block_type":"box","text":"Reserves Fund (“Summit”), a series of BlackRock Financial Institutions Series Trust, you will receive one of two","page_number":147,"box":{"x":70,"y":491,"width":793,"height":11}},{"id":"866039d5-8a77-4768-b5cb-6c882e414734","block_type":"box","text":"classes of shares: exchanges of Investor A, Investor A1 and Institutional Shares of a Fund will receive Investor A","page_number":147,"box":{"x":69,"y":506,"width":802,"height":11}},{"id":"de5dc450-551e-4656-8c2b-4a694debdfe3","block_type":"box","text":"Shares of Summit and exchanges of Investor C Shares of a Fund will receive Investor C Shares of Summit. You may","page_number":147,"box":{"x":69,"y":521,"width":824,"height":11}},{"id":"da9d9571-5b70-47cb-804e-a4c45f9e8102","block_type":"box","text":"exchange Investor A Shares of Summit back into Investor A or Institutional Shares of a Fund, if you are eligible to","page_number":147,"box":{"x":69,"y":536,"width":805,"height":11}},{"id":"b55e2f72-e2a2-4cfe-a0bc-ed27901e488f","block_type":"box","text":"hold such shares. You may exchange Investor C Shares of Summit back into Investor C Shares of a Fund and, in the","page_number":147,"box":{"x":69,"y":551,"width":827,"height":11}},{"id":"ecd2e6f9-16a0-4692-afd8-c8a06a47570a","block_type":"box","text":"event of such an exchange, the period of time that you held Investor C Shares of Summit will count toward","page_number":147,"box":{"x":69,"y":566,"width":758,"height":11}},{"id":"97d353ee-eff5-4edc-b27e-da6f06a4a210","block_type":"box","text":"satisfaction of the holding period requirement for purposes of reducing any CDSC. Investor C Shares of Summit are","page_number":147,"box":{"x":69,"y":581,"width":822,"height":12}},{"id":"2d5cd536-5aa5-4f8c-a0ee-ff19525e2216","block_type":"box","text":"subject to a distribution fee at an annual rate of 0.75% of average daily net assets of such Investor C Shares.","page_number":147,"box":{"x":69,"y":596,"width":782,"height":12}},{"id":"8e88d865-15f3-419a-9820-335186b2b317","block_type":"box","text":"Exchanges of Investor C Shares of a money market fund other than Summit for Investor C Shares of a Fund will be","page_number":147,"box":{"x":70,"y":612,"width":814,"height":11}},{"id":"8e890b0a-9f2a-46a0-8d51-ac4cc3233073","block_type":"box","text":"exercised at NAV. However, a CDSC may be charged in connection with any subsequent redemption of the Investor C","page_number":147,"box":{"x":69,"y":627,"width":830,"height":11}},{"id":"03ef0ffc-6579-4199-b4e6-58d8de2bc6c1","block_type":"box","text":"Shares of the Fund received in the exchange. In determining the holding period for calculating the CDSC payable on","page_number":147,"box":{"x":69,"y":642,"width":821,"height":11}},{"id":"26693c50-7c47-4910-a1e2-336e6c5cd9cb","block_type":"box","text":"redemption of Investor C Shares of the Fund received in the exchange, the holding period of the money market fund","page_number":147,"box":{"x":69,"y":657,"width":823,"height":11}},{"id":"7f7813dc-58e6-459d-8f7d-37a4e168cd20","block_type":"box","text":"Investor C Shares originally held will be added to the holding period of the Investor C Shares acquired through","page_number":147,"box":{"x":70,"y":672,"width":781,"height":11}},{"id":"adb17e94-b46b-4d59-a2e2-abd54564b8cb","block_type":"box","text":"exchange.","page_number":147,"box":{"x":69,"y":687,"width":70,"height":11}},{"id":"7789508f-434c-4ae4-b115-3fcd8c5e60b3","block_type":"box","text":"Exchanges by Par ticipants in Cer tain Programs.","page_number":147,"box":{"x":102,"y":710,"width":337,"height":11}},{"id":"f9927c62-45cb-4473-b587-bdba97c3cd74","block_type":"box","text":"The exchange privilege may be modified with respect to cer tain","page_number":147,"box":{"x":445,"y":710,"width":448,"height":11}},{"id":"874c0d57-698e-498f-860a-99c5fc53912b","block_type":"box","text":"par ticipants in mutual fund advisory programs and other fee-based programs sponsored by the Manager, an affiliate","page_number":147,"box":{"x":70,"y":725,"width":828,"height":11}},{"id":"78597b24-bd6e-4a7a-a72b-1b86f4663467","block_type":"box","text":"of the Manager, or selected securities dealers or other financial intermediaries that have an agreement with the","page_number":147,"box":{"x":69,"y":740,"width":796,"height":11}},{"id":"b651cec4-668a-4264-98a3-deaf6eb3a86d","block_type":"box","text":"Distributor. See “Fee-Based Programs” below.","page_number":147,"box":{"x":70,"y":755,"width":324,"height":11}},{"id":"405e89ad-1c0f-443d-a0fd-3d00c51389e5","block_type":"box","text":"Exercise of the Exchange Privilege.","page_number":147,"box":{"x":102,"y":778,"width":245,"height":11}},{"id":"4f5b7635-c8b9-42a1-a940-2c8dc68717cb","block_type":"box","text":"To exercise the exchange privilege, you should contact your financial adviser","page_number":147,"box":{"x":353,"y":778,"width":543,"height":11}},{"id":"0a46ece6-e4e5-4841-940e-ee7aec617c34","block_type":"box","text":"or the Transfer Agent, who will advise each Fund of the exchange. If you do not hold share cer tificates, you may","page_number":147,"box":{"x":69,"y":793,"width":794,"height":11}},{"id":"883d0f0d-fd42-4bab-9a02-cc03d7d6c2ae","block_type":"box","text":"exercise the exchange privilege by wire through your securities dealer or other financial intermediary. Each Fund","page_number":147,"box":{"x":69,"y":808,"width":795,"height":11}},{"id":"ab387275-f995-45e2-b6b5-facb8a10f1cf","block_type":"box","text":"reserves the right to require a properly completed exchange application.","page_number":147,"box":{"x":69,"y":823,"width":512,"height":12}},{"id":"4823a0e9-9d48-4be7-85fc-2bbecc6cecb3","block_type":"box","text":"A shareholder who wishes to make an exchange may do so by sending a written request to the Fund c/o the","page_number":147,"box":{"x":101,"y":846,"width":772,"height":11}},{"id":"49852660-700f-4076-bf66-7901b3349723","block_type":"box","text":"Transfer Agent at the following address: P.O. Box 534429, Pittsburgh, Pennsylvania 15253-4429. Shareholders are","page_number":147,"box":{"x":68,"y":861,"width":824,"height":11}},{"id":"8cad72f8-1af6-4fc8-921d-9b0e005093c9","block_type":"box","text":"automatically provided with telephone exchange privileges when opening an account, unless they indicate on the","page_number":147,"box":{"x":69,"y":876,"width":801,"height":11}},{"id":"45c0ee2b-4025-4f15-8408-bbf27e765c4f","block_type":"box","text":"Application that they do not wish to use this privilege. To add this feature to an existing account that previously did","page_number":147,"box":{"x":68,"y":891,"width":817,"height":12}},{"id":"5b908dcd-3c62-4b3d-a7e0-052b3b5782a3","block_type":"box","text":"not provide this option, a Telephone Exchange Authorization Form must be filed with the Transfer Agent. This form is","page_number":147,"box":{"x":69,"y":906,"width":826,"height":12}},{"id":"a5179d03-7854-4ce6-9b90-8bdf079185b0","block_type":"box","text":"II-119","page_number":147,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"2394b211-d199-4681-9f06-5ca8019e2e6b","block_type":"box","text":"NM1026U-5981080-147/228","page_number":147,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"cffdc3e7-3df4-4ba1-8ca8-524667dc36ad","block_type":"box","text":"available from the Transfer Agent. Once this election has been made, the shareholder may simply contact the Fund by","page_number":148,"box":{"x":69,"y":45,"width":840,"height":11}},{"id":"29ab1a6a-7332-46b0-a1df-da0358642387","block_type":"box","text":"telephone at (800) 441-7762 to request the exchange. During periods of substantial economic or market change,","page_number":148,"box":{"x":68,"y":60,"width":811,"height":11}},{"id":"93300486-5f4f-4d7e-b3ca-0838c9af9a25","block_type":"box","text":"telephone exchanges may be difficult to complete and shareholders may have to submit exchange requests to the","page_number":148,"box":{"x":68,"y":75,"width":815,"height":11}},{"id":"4ef2a28e-874b-4648-b73c-23f0770bf0b4","block_type":"box","text":"Transfer Agent in writing.","page_number":148,"box":{"x":68,"y":90,"width":175,"height":11}},{"id":"02f95d51-8c85-4612-930d-68cd269a323f","block_type":"box","text":"If the exchanging shareholder does not currently own shares of the investment por tfolio whose shares are being","page_number":148,"box":{"x":102,"y":113,"width":800,"height":11}},{"id":"a79e1672-a341-489f-8de0-55069b420d13","block_type":"box","text":"acquired, a new account will be established with the same registration, dividend and capital gain options and broker","page_number":148,"box":{"x":69,"y":128,"width":828,"height":11}},{"id":"31fbd196-3c88-4bbd-a3b1-c710e612ddfd","block_type":"box","text":"of record as the account from which shares are exchanged, unless otherwise specified in writing by the shareholder","page_number":148,"box":{"x":69,"y":143,"width":826,"height":11}},{"id":"ef187e1e-3597-4c98-bcfd-5e84af4b0a91","block_type":"box","text":"with all signatures guaranteed by an eligible guarantor institution as defined below. In order to par ticipate in the","page_number":148,"box":{"x":68,"y":158,"width":797,"height":11}},{"id":"1fd569c5-28cc-45db-a0ca-5d9730ec60ed","block_type":"box","text":"Automatic Investment Program or establish a Systematic Withdrawal Plan for the new account, however, an","page_number":148,"box":{"x":68,"y":173,"width":763,"height":11}},{"id":"a44e6ef4-e0ba-48f2-812f-0e840c966c4a","block_type":"box","text":"exchanging shareholder must file a specific written request.","page_number":148,"box":{"x":69,"y":188,"width":424,"height":12}},{"id":"920dc539-9ff2-4f6f-b1ae-ccaa802f894e","block_type":"box","text":"Any share exchange must satisfy the requirements relating to the minimum initial investment requirement, and","page_number":148,"box":{"x":101,"y":211,"width":790,"height":11}},{"id":"f01c0f7f-95a4-4c21-bac8-ae775bfba5e8","block_type":"box","text":"must be legally available for sale in the state of the investor’s residence. For U.S. federal income tax purposes, a","page_number":148,"box":{"x":69,"y":226,"width":808,"height":11}},{"id":"a1d98a4b-72aa-4a1e-9af5-84bf3abef6f2","block_type":"box","text":"share exchange is a taxable event and, accordingly, a capital gain or loss may be realized. Before making an","page_number":148,"box":{"x":69,"y":241,"width":771,"height":11}},{"id":"d61958fc-e401-445f-82ce-3db54e434d1c","block_type":"box","text":"exchange request, shareholders should consult a tax or other financial adviser and should consider the investment","page_number":148,"box":{"x":69,"y":256,"width":819,"height":12}},{"id":"24452cc8-c9f2-4e0e-a26f-1dcd3d40cac1","block_type":"box","text":"objective, policies and restrictions of the investment por tfolio into which the shareholder is making an exchange.","page_number":148,"box":{"x":69,"y":271,"width":802,"height":12}},{"id":"39c83820-2a42-451f-9894-1c65c66c695d","block_type":"box","text":"Brokers may charge a fee for handling exchanges.","page_number":148,"box":{"x":70,"y":286,"width":354,"height":12}},{"id":"56e66148-f50d-4586-b8c4-a18646750239","block_type":"box","text":"The Funds reserve the right to suspend, modify or terminate the exchange privilege at any time. Notice will be","page_number":148,"box":{"x":101,"y":309,"width":782,"height":11}},{"id":"4c5a906a-7bfa-49b3-adaf-b21d7f3e7144","block_type":"box","text":"given to shareholders of any material modification or termination except where notice is not required. The Funds","page_number":148,"box":{"x":68,"y":324,"width":800,"height":12}},{"id":"c9dd72d2-ac16-4ffd-a536-09d52e038ca6","block_type":"box","text":"reserve the right to reject any telephone exchange request. Telephone exchanges may be subject to limitations as to","page_number":148,"box":{"x":69,"y":340,"width":831,"height":11}},{"id":"3f92e2ae-d314-4f00-b87b-55f7e553b2c9","block_type":"box","text":"amount or frequency, and to other restrictions that may be established from time to time to ensure that exchanges","page_number":148,"box":{"x":69,"y":355,"width":818,"height":11}},{"id":"6cdfb06c-e593-448b-8189-c084441f4cf7","block_type":"box","text":"do not operate to the disadvantage of any por tfolio or its shareholders.","page_number":148,"box":{"x":69,"y":370,"width":506,"height":11}},{"id":"061ff6a9-d32e-4017-a14b-66df3f01ceb3","block_type":"box","text":"The Funds, the Administrators and BRIL will employ reasonable procedures to confirm that instructions","page_number":148,"box":{"x":101,"y":392,"width":733,"height":12}},{"id":"07a08d95-aa73-4fff-b51c-5cd1d8a5c0f1","block_type":"box","text":"communicated by telephone are genuine. The Funds, the Administrators and BRIL will not be liable for any loss,","page_number":148,"box":{"x":69,"y":407,"width":793,"height":12}},{"id":"75689e21-5a00-4847-bfa6-ed4bb8c08c98","block_type":"box","text":"liability, cost or expense for acting upon telephone instructions reasonably believed to be genuine in accordance with","page_number":148,"box":{"x":70,"y":423,"width":832,"height":11}},{"id":"50179dac-4146-4479-b128-89190a15d71b","block_type":"box","text":"such procedures. By use of the exchange privilege, the investor authorizes the Fund’s Transfer Agent to act on","page_number":148,"box":{"x":69,"y":438,"width":785,"height":11}},{"id":"2bb892fc-0967-4dfb-b5a8-a32ca58b2364","block_type":"box","text":"telephonic or written exchange instructions from any person representing himself to be the investor and believed by","page_number":148,"box":{"x":68,"y":453,"width":825,"height":11}},{"id":"8879b9ba-8b11-4c5a-af3b-f52676cd853e","block_type":"box","text":"the Fund’s Transfer Agent to be genuine. The records of the Fund’s Transfer Agent per taining to such instructions are","page_number":148,"box":{"x":68,"y":468,"width":837,"height":11}},{"id":"55749157-1714-4298-a7cb-b7fd17b924cc","block_type":"box","text":"binding. The exchange privilege may be modified or terminated at any time upon 60 days’ notice to affected","page_number":148,"box":{"x":69,"y":483,"width":767,"height":11}},{"id":"2a2e1cfb-8528-4c14-94de-ab7d5ab1b39a","block_type":"box","text":"shareholders. The exchange privilege is only available in states where the exchange may legally be made.","page_number":148,"box":{"x":69,"y":498,"width":750,"height":11}},{"id":"998d6d80-2f03-44cc-b107-328826ec64a5","block_type":"box","text":"Each Fund reserves the right to limit the number of times an investor may exercise the exchange privilege.","page_number":148,"box":{"x":102,"y":521,"width":757,"height":11}},{"id":"3ba32c1c-a381-453e-9027-80bbefba8530","block_type":"box","text":"Cer tain Funds may suspend the continuous offering of their shares to the general public at any time and may resume","page_number":148,"box":{"x":69,"y":536,"width":837,"height":11}},{"id":"6213e6f0-0673-4d13-8e52-dcc100847d93","block_type":"box","text":"such offering from time to time. The exchange privilege is available only to U.S. shareholders in states where the","page_number":148,"box":{"x":69,"y":551,"width":805,"height":11}},{"id":"8a0c3f43-33ce-4704-bfe6-0db043ce5adb","block_type":"box","text":"exchange legally may be made. The exchange privilege may be applicable to other new mutual funds whose shares","page_number":148,"box":{"x":69,"y":566,"width":817,"height":11}},{"id":"f1dcda1f-fc0f-4bce-a419-ca4fd3583ea3","block_type":"box","text":"may be distributed by the Distributor.","page_number":148,"box":{"x":69,"y":582,"width":262,"height":10}},{"id":"c857806e-fca5-4a38-a6ca-14dc038fb9e8","block_type":"box","text":"Participation in Fee-Based Programs","page_number":148,"box":{"x":69,"y":612,"width":266,"height":11}},{"id":"e507fa30-8f63-4626-b2ec-307e1ba675f4","block_type":"box","text":"If you par ticipate in cer tain fee-based programs offered by BlackRock or an affiliate of BlackRock, or selected","page_number":148,"box":{"x":102,"y":634,"width":780,"height":12}},{"id":"a4150b96-ef54-476f-9102-0347d0d16cbb","block_type":"box","text":"securities dealers or other financial intermediaries that have agreements with the Distributor or in cer tain fee-based","page_number":148,"box":{"x":69,"y":649,"width":826,"height":12}},{"id":"da3d26b3-e072-443d-9a11-05469bedc3ba","block_type":"box","text":"programs in which BlackRock par ticipates, you may be able to buy Institutional Shares, including by exchanges from","page_number":148,"box":{"x":70,"y":664,"width":825,"height":12}},{"id":"c0f6827a-e0f3-4ed3-8b18-447c231437a8","block_type":"box","text":"other share classes. Sales charges on the shares being exchanged may be reduced or waived under cer tain","page_number":148,"box":{"x":69,"y":680,"width":770,"height":11}},{"id":"08207f58-911d-4a0d-9d8f-cf5e168edeac","block_type":"box","text":"circumstances. You generally cannot transfer shares held through a fee-based program into another account. Instead,","page_number":148,"box":{"x":69,"y":695,"width":837,"height":11}},{"id":"365816e9-bc6c-4f2c-90b0-8d9ab2ab3a60","block_type":"box","text":"if you choose to leave the fee-based program, you may have to redeem your shares held through the program and","page_number":148,"box":{"x":70,"y":710,"width":808,"height":11}},{"id":"aa2f5609-6686-4498-bcb0-db249a79cafb","block_type":"box","text":"purchase shares of another class, which may be subject to distribution and service fees. This may be a taxable event","page_number":148,"box":{"x":70,"y":725,"width":838,"height":11}},{"id":"e783b0b1-1361-4a7f-8c52-5103d02e2cff","block_type":"box","text":"and you may pay any applicable sales charges or redemption fee. Please speak to your financial intermediary for","page_number":148,"box":{"x":69,"y":740,"width":804,"height":11}},{"id":"1beb7b2a-c63c-4a1e-ac86-b3200361aecb","block_type":"box","text":"information about specific policies and procedures applicable to your account.","page_number":148,"box":{"x":70,"y":755,"width":555,"height":11}},{"id":"9f0b27df-87a0-431a-a0aa-02b0d2f2b02d","block_type":"box","text":"Generally, upon termination of a fee-based program, the shares may be liquidated or the shares can be held in","page_number":148,"box":{"x":102,"y":778,"width":788,"height":11}},{"id":"9e5c6b46-5275-41c5-85b1-605b36d21ffc","block_type":"box","text":"an account. In cer tain circumstances, when a shareholder chooses to continue to hold the shares, whatever share","page_number":148,"box":{"x":69,"y":793,"width":817,"height":10}},{"id":"2049efec-4aee-411b-92bc-114a58752734","block_type":"box","text":"class was held in the program can be held after termination. Shares that have been held for less than specified","page_number":148,"box":{"x":69,"y":808,"width":796,"height":11}},{"id":"2e12f7a9-caf5-4752-87a3-2e61036e8074","block_type":"box","text":"periods within the program may be subject to a fee upon redemption. Shareholders that held Investor A or","page_number":148,"box":{"x":70,"y":823,"width":754,"height":12}},{"id":"89caf8a7-7916-4b87-b63e-6168c23c1987","block_type":"box","text":"Institutional Shares in the program may be eligible to purchase additional shares of the respective share class of a","page_number":148,"box":{"x":70,"y":838,"width":820,"height":12}},{"id":"7a6cbd22-a699-44fc-85ed-0348ddf288de","block_type":"box","text":"Fund, but may be subject to upfront sales charges with respect to Investor A Shares. Additional purchases of","page_number":148,"box":{"x":70,"y":853,"width":777,"height":12}},{"id":"ef209928-d847-4799-8adb-a2487fd3e5b5","block_type":"box","text":"Institutional Shares are permitted only if you have an existing position at the time of purchase or are otherwise","page_number":148,"box":{"x":70,"y":869,"width":791,"height":11}},{"id":"1e11d7fb-0781-4de7-9107-a6ea2c7ba833","block_type":"box","text":"eligible to purchase Institutional Shares. Please speak to your financial intermediary for more information.","page_number":148,"box":{"x":69,"y":884,"width":756,"height":11}},{"id":"8462852d-37a8-4b76-a5b5-c12133378e7e","block_type":"box","text":"II-120","page_number":148,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"229fc7a7-43cc-442a-bce8-511f99418900","block_type":"box","text":"NM1026U-5981080-148/228","page_number":148,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"c3f8d929-826e-4363-bdaf-11552d17db0b","block_type":"box","text":"Cer tain financial intermediaries may, in connection with a change in account type (for example, due to leaving a","page_number":149,"box":{"x":102,"y":45,"width":793,"height":11}},{"id":"5586b15e-50ac-452f-960b-54a3eec5960d","block_type":"box","text":"fee-based program or upon termination of the fee-based program) or otherwise in accordance with the financial","page_number":149,"box":{"x":68,"y":60,"width":791,"height":11}},{"id":"b73d61c6-e7b2-47b0-bfa1-efab64dac9d4","block_type":"box","text":"intermediary’s policies and procedures, exchange the share class held in the program for another share class of the","page_number":149,"box":{"x":70,"y":75,"width":830,"height":11}},{"id":"9ce867fc-1ae7-4206-9518-35423ecd0c14","block_type":"box","text":"same fund, provided that the exchanged shares are not subject to a sales charge and the shareholder meets the","page_number":149,"box":{"x":69,"y":90,"width":807,"height":11}},{"id":"ac3edca6-e4df-4a2c-bd80-1c0e6cbffafd","block_type":"box","text":"eligibility requirements of the new share class. Please speak to your financial intermediary for information about","page_number":149,"box":{"x":69,"y":105,"width":801,"height":11}},{"id":"fec0b1a4-0485-45bd-8fe4-860088e01b1d","block_type":"box","text":"specific policies and procedures applicable to your account.","page_number":149,"box":{"x":69,"y":120,"width":424,"height":11}},{"id":"62b7dc3c-5d9e-4ef3-8d51-a099ed96e731","block_type":"box","text":"Details about the features of each fee-based program and the relevant charges, terms and conditions are","page_number":149,"box":{"x":102,"y":143,"width":752,"height":11}},{"id":"11bd4c74-d2be-4c6e-ba66-3f17f4298b90","block_type":"box","text":"included in the client agreement for each fee-based program and are available from your financial professional,","page_number":149,"box":{"x":70,"y":158,"width":789,"height":11}},{"id":"dd0d23b7-a5f5-4d94-abb4-33f42d0f7564","block_type":"box","text":"selected securities dealer or other financial intermediary. Please speak to your financial intermediary for more","page_number":149,"box":{"x":69,"y":173,"width":785,"height":11}},{"id":"14e7002a-36a3-4243-9bd9-28425e8508b5","block_type":"box","text":"information.","page_number":149,"box":{"x":70,"y":188,"width":83,"height":9}},{"id":"c99f9f8c-f0aa-488a-8e0a-0c3b55f84b9d","block_type":"box","text":"Retirement and Education Savings Plans","page_number":149,"box":{"x":69,"y":219,"width":296,"height":11}},{"id":"f752e5c4-888d-4bd9-9972-8da74b55f650","block_type":"box","text":"Individual retirement accounts and other retirement and education savings plans are available from your financial","page_number":149,"box":{"x":102,"y":241,"width":805,"height":11}},{"id":"acbc8d08-5838-47ae-8e3d-c6f1eb43741d","block_type":"box","text":"intermediary. Under these plans, investments may be made in a Fund (other than a Municipal Fund) and cer tain of","page_number":149,"box":{"x":70,"y":256,"width":815,"height":11}},{"id":"378e2b00-bf88-4a7d-afd0-96303abfc02a","block_type":"box","text":"the other mutual funds sponsored by the Manager or its affiliates as well as in other securities. There may be fees","page_number":149,"box":{"x":68,"y":271,"width":819,"height":12}},{"id":"c4600c70-66ce-44dc-a54c-fc174e37df5e","block_type":"box","text":"associated with investing through these plans. Information with respect to these plans is available on request from","page_number":149,"box":{"x":69,"y":286,"width":820,"height":12}},{"id":"b993c25e-1643-4500-88eb-136d3e467028","block_type":"box","text":"your financial intermediary.","page_number":149,"box":{"x":68,"y":302,"width":191,"height":11}},{"id":"b6904c9f-cce3-4a94-a90d-ee7a44a20bbf","block_type":"box","text":"Dividends received in each of the plans referred to above are exempt from U.S. federal taxation until distributed","page_number":149,"box":{"x":102,"y":324,"width":796,"height":11}},{"id":"09410fe3-8930-442f-bf30-16460fe903af","block_type":"box","text":"from the plans and, in the case of Roth IRAs and education savings plans, may be exempt from taxation when","page_number":149,"box":{"x":68,"y":339,"width":784,"height":12}},{"id":"ac75a712-a3ec-4dc6-b457-052405b7dc99","block_type":"box","text":"distributed as well. Investors considering par ticipation in any retirement or education savings plan should review","page_number":149,"box":{"x":69,"y":355,"width":801,"height":11}},{"id":"bb7aa3b8-feba-4fed-843b-9826d130fc3d","block_type":"box","text":"specific tax laws relating to the plan and should consult their attorneys or tax advisors with respect to the","page_number":149,"box":{"x":69,"y":370,"width":753,"height":11}},{"id":"e1277e53-8efa-4ee2-8a74-eec46b15add9","block_type":"box","text":"establishment and maintenance of any such plan.","page_number":149,"box":{"x":69,"y":385,"width":354,"height":11}},{"id":"1d2c7db1-4356-4160-b1bf-14aca406c4fd","block_type":"box","text":"Automatic Investment Plans","page_number":149,"box":{"x":68,"y":415,"width":207,"height":9}},{"id":"f9f827e8-2eb4-4475-8230-0e03a6a2df5b","block_type":"box","text":"Investor class shareholders and cer tain Service Share shareholders who were shareholders of the Compass","page_number":149,"box":{"x":102,"y":438,"width":773,"height":11}},{"id":"f334745f-8c7f-4731-b3ba-c3109103157a","block_type":"box","text":"Capital Group of Funds at the time of its combination with The PNC","page_number":149,"box":{"x":69,"y":453,"width":477,"height":11}},{"id":"b1273c1e-9b70-432f-add0-d1cf5c37dd78","block_type":"box","text":"®","page_number":149,"box":{"x":547,"y":453,"width":6,"height":5}},{"id":"b60d347b-315f-402b-9371-8f299c5835bc","block_type":"box","text":"Fund in 1996 may arrange for periodic","page_number":149,"box":{"x":559,"y":453,"width":272,"height":11}},{"id":"061b3fc3-f3af-4d24-95fd-569f62f3ccdb","block_type":"box","text":"investments in that Fund through automatic deductions from a checking or savings account. The minimum pre","page_number":149,"box":{"x":70,"y":468,"width":787,"height":11}},{"id":"4c8c5ac8-b40b-4214-9118-1147aef46b16","block_type":"box","text":"authorized investment amount is $50. If you buy shares of a Fund through cer tain accounts, no minimum charge to","page_number":149,"box":{"x":69,"y":482,"width":822,"height":12}},{"id":"0cf8080a-41b6-4ecc-9d60-0a7871ff7dde","block_type":"box","text":"your bank account is required. Contact your financial adviser or other financial intermediary for more information.","page_number":149,"box":{"x":68,"y":498,"width":805,"height":11}},{"id":"70473dcb-b330-41b5-8f7e-fedcfcedec73","block_type":"box","text":"Automatic Dividend Reinvestment Plan","page_number":149,"box":{"x":68,"y":529,"width":285,"height":8}},{"id":"73fdc2e1-7d20-4c38-b9a9-b475613cbc4a","block_type":"box","text":"Each Fund will distribute substantially all of its net investment income and net realized capital gains, if any, to","page_number":149,"box":{"x":102,"y":551,"width":782,"height":11}},{"id":"050e81ed-e1c3-49b1-9970-3686d243ce27","block_type":"box","text":"shareholders. All distributions are automatically reinvested at NAV in the form of additional full and fractional shares","page_number":149,"box":{"x":69,"y":566,"width":828,"height":11}},{"id":"66ee5e08-6ce9-4a62-af1f-9223d0413e5a","block_type":"box","text":"of the same class of shares of the relevant Fund unless a shareholder elects otherwise or as otherwise set for th in a","page_number":149,"box":{"x":69,"y":581,"width":839,"height":9}},{"id":"fc853f91-986d-4e6c-9740-1feaaee230ba","block_type":"box","text":"Fund’s prospectus. Such election, or any revocation thereof, must be made in writing to the Transfer Agent, and will","page_number":149,"box":{"x":70,"y":596,"width":822,"height":12}},{"id":"f3d4b85f-d1b7-49a2-afc3-a7e00f65cdf6","block_type":"box","text":"become effective with respect to dividends paid after its receipt by the Transfer Agent.","page_number":149,"box":{"x":69,"y":612,"width":614,"height":11}},{"id":"482ad87b-5355-4843-b30a-9db921ba4bac","block_type":"box","text":"Systematic Withdrawal Plans","page_number":149,"box":{"x":68,"y":642,"width":214,"height":11}},{"id":"0f09921d-59e8-47ba-9c20-b053ff2cf50f","block_type":"box","text":"Shareholders may receive regular distributions from their accounts via a Systematic Withdrawal Plan (“SWP”).","page_number":149,"box":{"x":102,"y":664,"width":780,"height":12}},{"id":"4594f4e9-fd82-423a-a6b7-577321e9ae04","block_type":"box","text":"Upon commencement of the SWP, the account must have a current value of $10,000 or more in a Fund.","page_number":149,"box":{"x":70,"y":679,"width":742,"height":12}},{"id":"7897d955-9672-4983-a6ba-9eee0acc2853","block_type":"box","text":"Shareholders may elect to receive automatic cash payments of $50 or more at any interval. You may choose any day","page_number":149,"box":{"x":69,"y":694,"width":834,"height":12}},{"id":"d010d50f-0a96-4271-850f-c8c7b97e8335","block_type":"box","text":"for the withdrawal. If no day is specified, the withdrawals will be processed on the 25th day of the month or, if such","page_number":149,"box":{"x":68,"y":710,"width":823,"height":11}},{"id":"28645568-d78a-40a9-ba0c-1d630c2a8050","block_type":"box","text":"day is not a business day, on the prior business day and are paid promptly thereafter. An investor may utilize the SWP","page_number":149,"box":{"x":69,"y":725,"width":840,"height":11}},{"id":"05118504-d80c-40dc-aaa8-52eb62aca563","block_type":"box","text":"by completing the Systematic Withdrawal Plan Application Form which may be obtained by visiting our website at","page_number":149,"box":{"x":69,"y":740,"width":800,"height":11}},{"id":"d618f32c-c379-4a0f-bd93-5af1d962cbfd","block_type":"box","text":"www.blackrock.com.","page_number":149,"box":{"x":68,"y":755,"width":142,"height":9}},{"id":"ae0914cc-0c9f-477f-b764-5176d125a45b","block_type":"box","text":"Shareholders should realize that if withdrawals exceed income dividends their invested principal in the account","page_number":149,"box":{"x":102,"y":778,"width":789,"height":11}},{"id":"fd373682-56eb-4caa-87c6-97f603690998","block_type":"box","text":"will be depleted. To par ticipate in the SWP, shareholders must have their dividends automatically reinvested.","page_number":149,"box":{"x":68,"y":793,"width":774,"height":11}},{"id":"5e2ec321-137c-444a-b365-d0d4c6c99f70","block_type":"box","text":"Shareholders may change or cancel the SWP at any time, upon written notice to the Fund, or by calling the Fund at","page_number":149,"box":{"x":69,"y":808,"width":815,"height":11}},{"id":"e43226d9-4fba-4843-9b12-6ee066c094aa","block_type":"box","text":"(800) 441-7762. Purchases of additional Investor A or Investor P Shares of the Fund concurrently with withdrawals","page_number":149,"box":{"x":69,"y":823,"width":817,"height":11}},{"id":"fe1b179d-1e14-4c72-8e8f-aac25e2c194f","block_type":"box","text":"may be disadvantageous to investors because of the sales charges involved and, therefore, are discouraged. No","page_number":149,"box":{"x":69,"y":838,"width":803,"height":12}},{"id":"9988ea7d-68ca-4507-b594-6e173d46cad5","block_type":"box","text":"CDSC will be assessed on redemptions of Investor C Shares made through the SWP that do not exceed 12% of the","page_number":149,"box":{"x":69,"y":853,"width":820,"height":12}},{"id":"e0830b50-c1a5-4f62-a62f-496d23cf06b5","block_type":"box","text":"original investment on an annualized basis. For example, monthly, quar terly and semi-annual SWP redemptions of","page_number":149,"box":{"x":69,"y":869,"width":810,"height":11}},{"id":"fbd2de51-1832-4ce2-ac09-b1b0db821ffe","block_type":"box","text":"II-121","page_number":149,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"fc62cca6-e310-480e-867e-4a458c185d9d","block_type":"box","text":"NM1026U-5981080-149/228","page_number":149,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"19255e1b-5e65-4dd3-8e65-d876b9816187","block_type":"box","text":"Investor C Shares will not be subject to the CDSC if they do not exceed 1% (monthly), 3% (quar terly) and 6% (semi","page_number":150,"box":{"x":70,"y":45,"width":816,"height":11}},{"id":"be3d88cc-8352-4abb-bc1e-e11fa40727f7","block_type":"box","text":"annually), respectively, of an account’s NAV on the redemption date. SWP redemptions of Investor C Shares in excess","page_number":150,"box":{"x":69,"y":60,"width":840,"height":11}},{"id":"1f207c58-0a66-4d1a-8353-8e0480863fbb","block_type":"box","text":"of this limit are still subject to the applicable CDSC.","page_number":150,"box":{"x":69,"y":75,"width":367,"height":11}},{"id":"704ba064-c3ad-450c-aa05-8534c3998ae8","block_type":"box","text":"For this reason, a shareholder may not par ticipate in the Automatic Investment Plan described above (see “How","page_number":150,"box":{"x":102,"y":98,"width":798,"height":11}},{"id":"ef3a3b6a-b9cc-4197-bbac-699d6283ed3a","block_type":"box","text":"to Buy, Sell, Exchange and Transfer Shares” or “How to Buy, Sell and Exchange Shares,” as applicable, in the Fund’s","page_number":150,"box":{"x":68,"y":113,"width":834,"height":11}},{"id":"30f2d8d1-f7d4-4a2c-be4b-25c462dc9eb2","block_type":"box","text":"Prospectus) and the SWP at the same time.","page_number":150,"box":{"x":69,"y":128,"width":311,"height":11}},{"id":"c39ecd8e-e83a-404b-ba46-8e89ff263e97","block_type":"box","text":"Dividend Allocation Plan","page_number":150,"box":{"x":69,"y":158,"width":176,"height":9}},{"id":"2c48903f-3314-4345-8a2c-0422db08f2d6","block_type":"box","text":"The Dividend Allocation Plan, as applicable, allows shareholders to elect to have all their dividends and any other","page_number":150,"box":{"x":101,"y":181,"width":807,"height":11}},{"id":"19dad37b-110a-42fb-9fdf-ede15e116ffd","block_type":"box","text":"distributions from any Eligible Fund (which means funds so designated by the Distributor from time to time)","page_number":150,"box":{"x":69,"y":196,"width":763,"height":11}},{"id":"7af7741a-44e0-441c-89b1-a609da824822","block_type":"box","text":"automatically invested at NAV in one other such Eligible Fund designated by the shareholder, provided the account","page_number":150,"box":{"x":69,"y":211,"width":814,"height":11}},{"id":"d9d62f1b-fb17-4154-b907-0c0819527aec","block_type":"box","text":"into which the dividends and distributions are directed is initially funded with the requisite minimum amount.","page_number":150,"box":{"x":70,"y":226,"width":771,"height":11}},{"id":"66f31aca-ab4e-427f-840d-246c6481601a","block_type":"box","text":"PRICING OF SHARES","page_number":150,"box":{"x":406,"y":256,"width":167,"height":9}},{"id":"b0ec1bcb-8b17-4363-9373-811a6a69b9e3","block_type":"box","text":"Determination of Net Asset Value","page_number":150,"box":{"x":69,"y":286,"width":243,"height":9}},{"id":"120ff224-1db7-49d1-937e-4a38a7778d95","block_type":"box","text":"Valuation of Shares.","page_number":150,"box":{"x":101,"y":309,"width":145,"height":9}},{"id":"0c78207d-9081-41e6-bd20-1c1c1366778d","block_type":"box","text":"The NAV for each class of shares of each Fund is generally calculated as of the close of","page_number":150,"box":{"x":252,"y":309,"width":626,"height":11}},{"id":"c672b120-b099-41f8-905c-3f3e0ddc917e","block_type":"box","text":"regular trading hours on the NYSE (currently 4:00 p.m. Eastern Time) on each business day the NYSE is open.","page_number":150,"box":{"x":69,"y":324,"width":785,"height":11}},{"id":"01c93ddd-a691-45c9-b2c7-4965b9dd40b3","block_type":"box","text":"Valuation of assets held by a Fund is as follows:","page_number":150,"box":{"x":68,"y":339,"width":343,"height":11}},{"id":"726d51df-f06a-4be8-bf15-108b7af2dd05","block_type":"box","text":"Equity Investments.","page_number":150,"box":{"x":102,"y":362,"width":143,"height":11}},{"id":"04999c0e-800e-4520-aed2-17d94116962b","block_type":"box","text":"Equity securities traded on a recognized securities exchange (","page_number":150,"box":{"x":252,"y":362,"width":439,"height":11}},{"id":"eff8ce65-cabd-4ad5-8e1b-852a71fbdd48","block_type":"box","text":"e.g.","page_number":150,"box":{"x":693,"y":363,"width":25,"height":10}},{"id":"8814a42c-e1d2-41d8-aa9f-affcb1266dbf","block_type":"box","text":", NYSE), on separate","page_number":150,"box":{"x":720,"y":362,"width":147,"height":11}},{"id":"679207d6-6d85-434d-a9aa-e0c44111a86a","block_type":"box","text":"trading boards of a securities exchange or through a market system that provides contemporaneous transaction","page_number":150,"box":{"x":68,"y":377,"width":799,"height":11}},{"id":"8c943a8c-262f-4847-bdbb-8036fa0c415b","block_type":"box","text":"pricing information (each, an “Exchange”) are valued using information obtained via independent pricing services,","page_number":150,"box":{"x":70,"y":392,"width":808,"height":11}},{"id":"c582c990-8043-4769-aa5e-14397641524c","block_type":"box","text":"generally at the Exchange closing price or if an Exchange closing price is not available, the last traded price on that","page_number":150,"box":{"x":68,"y":407,"width":820,"height":11}},{"id":"c739bc01-9e47-4b0e-91e4-c7b220585a1b","block_type":"box","text":"Exchange prior to the time as of which the assets or liabilities are valued. However, under cer tain circumstances,","page_number":150,"box":{"x":70,"y":422,"width":805,"height":11}},{"id":"95aa9121-21f6-4c92-ad02-95289eeff545","block_type":"box","text":"other means of determining current market value may be used. If an equity security is traded on more than one","page_number":150,"box":{"x":69,"y":437,"width":793,"height":11}},{"id":"a6884d40-9c6a-4247-bf05-1c3ab0ed7a18","block_type":"box","text":"Exchange, the current market value of the security where it is primarily traded generally will be used. In the event that","page_number":150,"box":{"x":70,"y":452,"width":836,"height":11}},{"id":"e89be6e8-1f75-48cc-8564-1af305d35cc0","block_type":"box","text":"there are no sales involving an equity security held by a Fund on a day on which the Fund values such security, the","page_number":150,"box":{"x":68,"y":468,"width":815,"height":11}},{"id":"bff650ab-7f97-4391-9314-1c3c23039722","block_type":"box","text":"last bid (long positions) or ask (shor t positions) price, if available, will be used as the value of such security. If a Fund","page_number":150,"box":{"x":70,"y":482,"width":837,"height":12}},{"id":"912fe7d4-bab0-4401-b6f9-1c783ee990ab","block_type":"box","text":"holds both long and shor t positions in the same security, the last bid price will be applied to securities held long and","page_number":150,"box":{"x":69,"y":498,"width":832,"height":11}},{"id":"f5e1eb6d-0fdb-4d2b-b90a-780b2822f16c","block_type":"box","text":"the last ask price will be applied to securities sold shor t. If no bid or ask price is available on a day on which a Fund","page_number":150,"box":{"x":68,"y":513,"width":828,"height":11}},{"id":"99ec2f0d-2dda-4ba9-9efe-ec80e3468881","block_type":"box","text":"values such security, the prior day’s price will be used, unless BlackRock determines that such prior day’s price no","page_number":150,"box":{"x":68,"y":528,"width":819,"height":11}},{"id":"4cfafdda-a868-4e70-90eb-ed3c28b800f1","block_type":"box","text":"longer reflects the fair value of the security, in which case such asset would be treated as a Fair Value Asset (as","page_number":150,"box":{"x":70,"y":543,"width":798,"height":11}},{"id":"2a895b3a-457e-458b-a8f1-85b296c6e82a","block_type":"box","text":"defined below).","page_number":150,"box":{"x":69,"y":558,"width":106,"height":11}},{"id":"24344623-e689-4d1d-81ea-3cfc4ca5fcfd","block_type":"box","text":"Fixed-Income Investments.","page_number":150,"box":{"x":102,"y":581,"width":194,"height":9}},{"id":"f0ba14fc-3621-4732-979f-eed5c0d9a523","block_type":"box","text":"Fixed-income securities are generally valued using prices provided by dealers or","page_number":150,"box":{"x":304,"y":581,"width":565,"height":11}},{"id":"3af53210-d5d0-45f2-acab-a24790f8784a","block_type":"box","text":"prices (including evaluated prices) supplied by the Fund’s approved independent third-par ty pricing services, each in","page_number":150,"box":{"x":70,"y":596,"width":825,"height":11}},{"id":"9bb600f0-1d68-4543-bc61-a83278df1185","block_type":"box","text":"accordance with the Valuation Procedures. The pricing services may use valuation models that utilize cer tain inputs","page_number":150,"box":{"x":69,"y":611,"width":823,"height":11}},{"id":"5b10dc1c-9ba5-419f-b5cd-04839147122f","block_type":"box","text":"and assumptions to derive values, including transaction data (","page_number":150,"box":{"x":69,"y":626,"width":443,"height":11}},{"id":"28a9cde3-2ea4-4a2e-82cd-4b5974f078c9","block_type":"box","text":"e.g.","page_number":150,"box":{"x":514,"y":628,"width":24,"height":9}},{"id":"585a49aa-9547-410c-802a-3607f5697045","block_type":"box","text":", recent representative bids and offers), credit","page_number":150,"box":{"x":541,"y":626,"width":328,"height":11}},{"id":"e809beab-f854-4753-9f87-5eb77cf426d8","block_type":"box","text":"quality information, perceived market movements, news, and other relevant information and by other methods, which","page_number":150,"box":{"x":69,"y":641,"width":834,"height":11}},{"id":"486f9a41-54b1-4046-ac64-0c798887a563","block_type":"box","text":"may include consideration of: yields or prices of securities of comparable quality, coupon, maturity and type;","page_number":150,"box":{"x":69,"y":656,"width":769,"height":11}},{"id":"2c25dfc5-0190-482c-ba3e-ed508a9fb74b","block_type":"box","text":"indications as to values from dealers; general market conditions; and/or other factors and assumptions. Pricing","page_number":150,"box":{"x":70,"y":671,"width":797,"height":12}},{"id":"838d186f-dd64-463f-bc2e-8c73a02d6eee","block_type":"box","text":"services generally value fixed-income securities assuming orderly transactions of an institutional round lot size, but","page_number":150,"box":{"x":69,"y":686,"width":821,"height":12}},{"id":"0c5c39c6-d171-44b3-8b4c-869c14a9af99","block_type":"box","text":"the Fund may hold or transact in such securities in smaller, odd lot sizes. Odd lots of securities in cer tain asset","page_number":150,"box":{"x":68,"y":702,"width":798,"height":11}},{"id":"d5e94a69-2f17-46b7-ac7b-495637e52372","block_type":"box","text":"classes may trade at lower prices than institutional round lots, and the value ultimately realized when the securities","page_number":150,"box":{"x":69,"y":717,"width":825,"height":11}},{"id":"84ca0762-5be1-41dd-a314-dd750c79f84d","block_type":"box","text":"are sold could differ from the prices used by a Fund. The amor tized cost method of valuation may be used with","page_number":150,"box":{"x":69,"y":732,"width":791,"height":11}},{"id":"a6b1fda8-7a3b-4fb4-baad-9b9476cb8879","block_type":"box","text":"respect to debt obligations with 60 days or less remaining to maturity unless such method does not represent fair","page_number":150,"box":{"x":69,"y":747,"width":814,"height":11}},{"id":"8637b4b1-f497-4ce5-b1b9-e25725f60a3a","block_type":"box","text":"value. Cer tain fixed-income investments, including asset-backed and mor tgage related securities, may be valued","page_number":150,"box":{"x":68,"y":762,"width":802,"height":11}},{"id":"43029ba9-e336-4847-8a72-dc7cef088e7d","block_type":"box","text":"based on valuation models that consider the estimated cash flows of each tranche of the issuer, establish a","page_number":150,"box":{"x":69,"y":777,"width":773,"height":11}},{"id":"abeee9c4-5a94-43ab-b62b-9642efaf59db","block_type":"box","text":"benchmark yield and develop an estimated tranche specific spread to the benchmark yield based on the unique","page_number":150,"box":{"x":69,"y":792,"width":795,"height":12}},{"id":"e8645680-5c0a-4e85-9f5b-860e73b35f7f","block_type":"box","text":"attributes of the tranche.","page_number":150,"box":{"x":69,"y":807,"width":176,"height":9}},{"id":"1ee96999-ca12-4483-a809-f6caa3ac8dbb","block_type":"box","text":"Options, Futures, Swaps and Other Derivatives.","page_number":150,"box":{"x":101,"y":830,"width":344,"height":11}},{"id":"cd97c6b2-3840-453e-9ec6-d41942d925f7","block_type":"box","text":"Exchange-traded equity options (except ETF options, equity","page_number":150,"box":{"x":453,"y":830,"width":416,"height":11}},{"id":"d6f37903-f409-423a-a808-ecf5e2b965c6","block_type":"box","text":"index options or those that are customized) for which market quotations are readily available are valued at the mean","page_number":150,"box":{"x":70,"y":845,"width":829,"height":11}},{"id":"947f885a-d7ca-4a88-ab77-c9b1ab0f86ba","block_type":"box","text":"of the last bid and ask prices as quoted on the Exchange or the board of trade on which such options are traded. In","page_number":150,"box":{"x":69,"y":860,"width":824,"height":12}},{"id":"774b7db8-46db-42be-8c19-416fa2eeaf38","block_type":"box","text":"the event that there is no mean price available for an exchange-traded equity option held by a Fund on a day on which","page_number":150,"box":{"x":68,"y":875,"width":838,"height":12}},{"id":"46ebdbd8-e1fe-483b-b0ec-85b5040a9509","block_type":"box","text":"the Fund values such option, the last bid (long positions) or ask (shor t positions) price, if available, will be used as","page_number":150,"box":{"x":68,"y":891,"width":820,"height":11}},{"id":"6634221c-deb5-49e5-8025-7ae9e1e492db","block_type":"box","text":"the value of such option. If no bid or ask price is available on a day on which a Fund values such option, the prior","page_number":150,"box":{"x":68,"y":906,"width":808,"height":11}},{"id":"f3f44f6f-2dd0-47a0-bdc2-53b162e03f05","block_type":"box","text":"II-122","page_number":150,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"01d46272-d5e0-457c-b30c-a2049c26c8ef","block_type":"box","text":"NM1026U-5981080-150/228","page_number":150,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"7909cd67-2df0-4727-af36-da4eed104a95","block_type":"box","text":"day’s price will be used, unless BlackRock determines that such prior day’s price no longer reflects the fair value of","page_number":151,"box":{"x":69,"y":45,"width":824,"height":11}},{"id":"593c3fb7-1063-449d-babf-6921d38b01ae","block_type":"box","text":"the option, in which case such option will be treated as a Fair Value Asset. Customized exchange-traded equity","page_number":151,"box":{"x":68,"y":60,"width":789,"height":11}},{"id":"77b5c44c-96df-4c74-8689-33537d81b931","block_type":"box","text":"options, ETF options, equity index options and OTC derivatives, may be valued using a mathematical model which","page_number":151,"box":{"x":69,"y":75,"width":807,"height":11}},{"id":"d7969f22-f8c0-49b3-95d8-732ca989a014","block_type":"box","text":"may incorporate a number of market data factors. Financial futures contracts and options thereon, which are traded","page_number":151,"box":{"x":69,"y":90,"width":824,"height":11}},{"id":"83ab0d20-b9b8-43a7-b6b8-632d1f06896c","block_type":"box","text":"on exchanges, are valued at their last sale price or settle price as of the close of such exchanges. Swap agreements","page_number":151,"box":{"x":69,"y":105,"width":833,"height":11}},{"id":"d58f991c-1dee-4b52-8038-ebf49a0cb021","block_type":"box","text":"and other derivatives are generally valued daily based upon quotations from market makers or by a pricing service in","page_number":151,"box":{"x":69,"y":120,"width":830,"height":12}},{"id":"968d0b43-73ca-445b-8bc0-3c80048a3d7c","block_type":"box","text":"accordance with the Valuation Procedures.","page_number":151,"box":{"x":69,"y":136,"width":301,"height":8}},{"id":"28539946-3d60-42c7-99d4-b799b2b9af34","block_type":"box","text":"Underlying Funds.","page_number":151,"box":{"x":102,"y":158,"width":128,"height":11}},{"id":"722e33e0-75ac-44d5-9bb5-82b6e85f8df3","block_type":"box","text":"Shares of underlying open-end funds that are not traded on an exchange (including money","page_number":151,"box":{"x":237,"y":158,"width":640,"height":11}},{"id":"a5fd788d-7463-43be-82c6-dc6544dae2de","block_type":"box","text":"market funds) are valued at NAV. Shares of underlying exchange-traded closed-end funds or other ETFs will be valued","page_number":151,"box":{"x":69,"y":173,"width":830,"height":11}},{"id":"30260187-0e66-4baa-b32d-947ede09ea17","block_type":"box","text":"at their most recent closing price.","page_number":151,"box":{"x":69,"y":188,"width":238,"height":12}},{"id":"5dd8b1b0-db24-4fe1-9223-0861c231d05f","block_type":"box","text":"General Valuation Information.","page_number":151,"box":{"x":101,"y":211,"width":220,"height":9}},{"id":"d5d171dd-440d-416d-8f87-6bbb5319f72c","block_type":"box","text":"Prices obtained from independent third-par ty pricing services, broker-dealers or","page_number":151,"box":{"x":328,"y":211,"width":564,"height":11}},{"id":"12455062-3aac-4f47-9d3e-4f30b57b1221","block_type":"box","text":"market makers to value each Fund’s securities and other assets and liabilities are based on information available at","page_number":151,"box":{"x":69,"y":226,"width":831,"height":9}},{"id":"4aaa2c36-6753-4275-82bc-4f0b95cda816","block_type":"box","text":"the time the Fund values its assets and liabilities. In the event that a pricing service quotation is revised or updated","page_number":151,"box":{"x":68,"y":241,"width":828,"height":11}},{"id":"a98a85b2-2ac1-4a9d-ab10-6b5b5be8c061","block_type":"box","text":"subsequent to the day on which the Fund valued such security, the revised pricing service quotation generally will be","page_number":151,"box":{"x":69,"y":257,"width":829,"height":11}},{"id":"137ca35c-411f-48a8-ac91-495a1cd05b0c","block_type":"box","text":"applied prospectively. Such determination will be made considering per tinent facts and circumstances surrounding","page_number":151,"box":{"x":69,"y":271,"width":817,"height":12}},{"id":"59b64044-c985-4519-a356-c36fb2ea1d59","block_type":"box","text":"the revision.","page_number":151,"box":{"x":68,"y":287,"width":87,"height":9}},{"id":"4bb0ed23-4a25-4959-9494-aad2ad388662","block_type":"box","text":"In determining the market value of por tfolio investments, the Fund may employ independent third-par ty pricing","page_number":151,"box":{"x":102,"y":309,"width":784,"height":11}},{"id":"e50ecfe3-3763-4be7-ad5b-fedfc88bee29","block_type":"box","text":"services, which may use, without limitation, evaluated pricing methods that take into consideration market indexes,","page_number":151,"box":{"x":69,"y":325,"width":823,"height":11}},{"id":"e5a6d87b-1aeb-4656-b452-086c02b27496","block_type":"box","text":"matrices, yield curves and other specified inputs and assumptions. This may result in the assets being valued at a","page_number":151,"box":{"x":69,"y":339,"width":818,"height":12}},{"id":"c05c52db-10c7-41a4-8259-e3b0743c15b3","block_type":"box","text":"price different from the price that would have been determined had the evaluated pricing method not been used. The","page_number":151,"box":{"x":70,"y":355,"width":832,"height":11}},{"id":"a428e8d8-f701-4ec2-b56c-944f82631f54","block_type":"box","text":"price the Fund could receive upon the sale of any par ticular por tfolio investment may differ from the Fund’s valuation","page_number":151,"box":{"x":70,"y":370,"width":832,"height":11}},{"id":"8012fbed-307d-4330-8129-afe767b98f5e","block_type":"box","text":"of the investment, par ticularly for assets that trade in thin or volatile markets or that are valued using a fair valuation","page_number":151,"box":{"x":69,"y":385,"width":834,"height":11}},{"id":"d9530d49-16ae-441c-93be-605c6ae330a0","block_type":"box","text":"methodology or a price provided by an independent pricing service. As a result, the price received upon the sale of an","page_number":151,"box":{"x":69,"y":400,"width":837,"height":11}},{"id":"43e2ca77-f971-400e-9ddf-5f60f3272057","block_type":"box","text":"investment may be less than the value ascribed by the Fund, and the Fund could realize a greater than expected loss","page_number":151,"box":{"x":70,"y":415,"width":833,"height":11}},{"id":"878ec37b-6825-4bac-a036-beb883089e9d","block_type":"box","text":"or lesser than expected gain upon the sale of the investment. The Fund’s ability to value its investment may also be","page_number":151,"box":{"x":69,"y":430,"width":827,"height":11}},{"id":"2b590eeb-090c-4d44-abd0-efef5af5fbb5","block_type":"box","text":"impacted by technological issues and/or errors by pricing services or other third-par ty service providers.","page_number":151,"box":{"x":70,"y":446,"width":741,"height":11}},{"id":"05b9e025-7a2b-437e-a743-825732111b78","block_type":"box","text":"In the event that application of the methods of valuation discussed above result in a price for a security which is","page_number":151,"box":{"x":102,"y":468,"width":800,"height":11}},{"id":"1843975b-769e-4df0-a878-4a264df772c5","block_type":"box","text":"deemed not to be representative of the fair market value of such security, the security will be valued by, under the","page_number":151,"box":{"x":69,"y":483,"width":811,"height":11}},{"id":"e269c677-1f0b-409f-9ba5-5679d78da402","block_type":"box","text":"direction of or in accordance with a method approved by BlackRock, the Fund’s valuation designee, as reflecting fair","page_number":151,"box":{"x":69,"y":498,"width":827,"height":11}},{"id":"d4bc0722-5f76-47a9-9b9b-b010c500ae9f","block_type":"box","text":"value. All other assets and liabilities (including securities for which market quotations are not readily available) held","page_number":151,"box":{"x":68,"y":513,"width":824,"height":12}},{"id":"14edcef7-4bee-4605-8393-3d81dfed77b4","block_type":"box","text":"by a Fund (including restricted securities and private market investments, as applicable) are valued at fair value as","page_number":151,"box":{"x":69,"y":528,"width":817,"height":12}},{"id":"20c39a9f-60e9-424d-8497-9c660f5c982b","block_type":"box","text":"determined in good faith by BlackRock pursuant to the Valuation Procedures. Any assets and liabilities which are","page_number":151,"box":{"x":69,"y":543,"width":802,"height":12}},{"id":"6db2c8cb-64af-41b0-8bec-f127dd45bbab","block_type":"box","text":"denominated in a foreign currency are translated into U.S. dollars at the prevailing market rates.","page_number":151,"box":{"x":69,"y":559,"width":685,"height":11}},{"id":"c73e4910-dce3-46fc-b1f0-f4cba5fed9a4","block_type":"box","text":"Cer tain of the securities acquired by the Funds may be traded on foreign exchanges or OTC markets on days on","page_number":151,"box":{"x":102,"y":581,"width":795,"height":12}},{"id":"dd64a730-5f81-4785-a18e-295fe460bcdf","block_type":"box","text":"which a Fund’s NAV is not calculated. In such cases, the NAV of a Fund’s shares may be significantly affected on","page_number":151,"box":{"x":68,"y":596,"width":805,"height":12}},{"id":"21329ce5-f0ef-4a64-a3a8-2d90ebb0a9f4","block_type":"box","text":"days when investors can neither purchase nor redeem shares of the Fund.","page_number":151,"box":{"x":69,"y":612,"width":529,"height":11}},{"id":"ca9ead1a-3cef-440f-a665-acc974786ccc","block_type":"box","text":"Fair Value.","page_number":151,"box":{"x":102,"y":634,"width":74,"height":9}},{"id":"bfb36a11-3115-4eef-9c7f-74e1575c020d","block_type":"box","text":"When market quotations are not readily available or are believed by BlackRock to be unreliable, a","page_number":151,"box":{"x":183,"y":634,"width":693,"height":11}},{"id":"89366ccc-21eb-4531-9ec2-1bd953809a44","block_type":"box","text":"Fund’s investments are valued at fair value (“Fair Value Assets”). Fair Value Assets are valued by BlackRock in","page_number":151,"box":{"x":70,"y":649,"width":785,"height":12}},{"id":"6c5b48a8-9d50-491e-9310-93b81ebdd1a8","block_type":"box","text":"accordance with the Valuation Procedures. Pursuant to Rule 2a-5 under the Investment Company Act, the Board of","page_number":151,"box":{"x":69,"y":664,"width":816,"height":12}},{"id":"86bbe49c-fa21-46ef-8adc-5beb1e6c5a4c","block_type":"box","text":"Directors has designated BlackRock as the valuation designee for the respective Funds for which it serves as","page_number":151,"box":{"x":70,"y":680,"width":779,"height":11}},{"id":"890abbac-b4e1-4a8e-9630-c5964da40100","block_type":"box","text":"investment adviser. BlackRock may reasonably conclude that a market quotation is not readily available or is","page_number":151,"box":{"x":70,"y":695,"width":773,"height":11}},{"id":"bd7affdd-8006-4aa5-b903-997d3c31c5cc","block_type":"box","text":"unreliable if, among other things, a security or other asset or liability does not have a price source due to its","page_number":151,"box":{"x":69,"y":710,"width":772,"height":11}},{"id":"a8fcd9ec-6476-4fba-b524-d37c374a2fd6","block_type":"box","text":"complete lack of trading, if BlackRock believes a market quotation from a broker-dealer or other source is unreliable","page_number":151,"box":{"x":69,"y":725,"width":826,"height":11}},{"id":"69105ee9-9350-483f-ae76-1889591bc158","block_type":"box","text":"(","page_number":151,"box":{"x":69,"y":740,"width":3,"height":11}},{"id":"ef8a8072-7d69-4c7c-a106-79e61d37b812","block_type":"box","text":"e.g.","page_number":151,"box":{"x":74,"y":742,"width":25,"height":9}},{"id":"208c8fa0-d657-4a06-9714-ea843ea3111f","block_type":"box","text":", where it varies significantly from a recent trade, or no longer reflects the fair value of the security or other asset","page_number":151,"box":{"x":101,"y":740,"width":806,"height":11}},{"id":"3d680c67-c0b8-4adb-b052-4f32e2756da1","block_type":"box","text":"or liability subsequent to the most recent market quotation), or where the security or other asset or liability is only","page_number":151,"box":{"x":69,"y":755,"width":813,"height":11}},{"id":"40434674-fa43-4114-aa38-8eab69397c77","block_type":"box","text":"thinly traded or due to the occurrence of a significant event subsequent to the most recent market quotation. For this","page_number":151,"box":{"x":68,"y":770,"width":837,"height":12}},{"id":"99e25059-ac4c-412c-9959-18bd508bb1fa","block_type":"box","text":"purpose, a “significant event” is deemed to occur if BlackRock determines, in its reasonable business judgment, that","page_number":151,"box":{"x":70,"y":785,"width":838,"height":12}},{"id":"35a05c79-9274-45a1-a063-59f63c8de2c5","block_type":"box","text":"an event has occurred after the close of trading for an asset or liability but prior to or at the time of pricing a Fund’s","page_number":151,"box":{"x":69,"y":801,"width":824,"height":11}},{"id":"c4115286-3831-4baa-8e05-345919b0f733","block_type":"box","text":"assets or liabilities, is likely to cause a material change to the last exchange closing price or closing market price of","page_number":151,"box":{"x":69,"y":816,"width":828,"height":11}},{"id":"1c07c3a6-6ed3-4e66-bfde-f88210d72931","block_type":"box","text":"one or more assets held by, or liabilities of, the Fund. On any day the NYSE is open and a foreign market or the","page_number":151,"box":{"x":69,"y":831,"width":793,"height":11}},{"id":"bd6bb6a7-7415-4a99-a037-bef7e2a185f9","block_type":"box","text":"primary exchange on which a foreign asset or liability is traded is closed, such asset or liability will be valued using","page_number":151,"box":{"x":70,"y":846,"width":819,"height":11}},{"id":"294819c3-0ed4-4ac1-afce-cde36a00ef33","block_type":"box","text":"the prior day’s price, provided that BlackRock is not aware of any significant event or other information that would","page_number":151,"box":{"x":68,"y":861,"width":810,"height":11}},{"id":"a4e920b1-d971-43ce-92fc-762c3f69e186","block_type":"box","text":"cause such price to no longer reflect the fair value of the asset or liability, in which case such asset or liability would","page_number":151,"box":{"x":69,"y":876,"width":828,"height":11}},{"id":"d4844251-a9d9-4a74-bf36-c9f01f8c1008","block_type":"box","text":"be treated as a Fair Value Asset. For cer tain foreign assets, a third-par ty vendor supplies evaluated, systematic fair","page_number":151,"box":{"x":69,"y":891,"width":822,"height":12}},{"id":"2ef6f704-eef8-436e-bd96-5e9039be79f4","block_type":"box","text":"value pricing based upon the movement of a proprietary multi-factor model after the relevant foreign markets have","page_number":151,"box":{"x":68,"y":906,"width":814,"height":12}},{"id":"9669716a-379c-469e-8bb5-818a08e90803","block_type":"box","text":"II-123","page_number":151,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"f83569e3-12c7-4280-aef6-272163f95e10","block_type":"box","text":"NM1026U-5981080-151/228","page_number":151,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"7f6c00a3-453e-49c2-a61e-4f73a831338e","block_type":"box","text":"closed. This systematic fair value pricing methodology is designed to correlate the prices of foreign assets in one or","page_number":152,"box":{"x":69,"y":45,"width":827,"height":11}},{"id":"b6172783-0283-4e19-8511-e8d8dd008ee8","block_type":"box","text":"more non-U.S. markets following the close of the local markets to the prices that might have prevailed as of a Fund’s","page_number":152,"box":{"x":69,"y":60,"width":834,"height":11}},{"id":"4dd71bcd-3934-42dc-87ed-0462e65c410b","block_type":"box","text":"pricing time.","page_number":152,"box":{"x":70,"y":75,"width":85,"height":11}},{"id":"ee934950-5989-44d3-947a-fdacd58a0d27","block_type":"box","text":"BlackRock’s Rule 2a-5 Committee is responsible for reviewing and approving methodologies by investment type","page_number":152,"box":{"x":102,"y":98,"width":794,"height":11}},{"id":"bce44e02-ae74-434c-9a56-89f37fb21692","block_type":"box","text":"and significant inputs used in the fair valuation of Fund assets or liabilities. In addition, the Funds’ accounting agent","page_number":152,"box":{"x":69,"y":113,"width":829,"height":11}},{"id":"5a3feb9c-ad87-490c-aef8-02ba15dcd62b","block_type":"box","text":"assists BlackRock by periodically endeavoring to confirm the prices it receives from all third-par ty pricing services,","page_number":152,"box":{"x":69,"y":128,"width":813,"height":11}},{"id":"69b082b5-ca19-4ed2-867f-8db51a4c9e67","block_type":"box","text":"index providers and broker-dealers. BlackRock regularly evaluates the values assigned to the securities and other","page_number":152,"box":{"x":70,"y":143,"width":808,"height":11}},{"id":"ce74a4b4-dc96-4792-9721-70ed44880338","block_type":"box","text":"assets and liabilities of the Funds.","page_number":152,"box":{"x":69,"y":158,"width":245,"height":9}},{"id":"be66f456-1cf2-421d-906e-835073347f2a","block_type":"box","text":"When determining the price for a Fair Value Asset, BlackRock will seek to determine the price that a Fund might","page_number":152,"box":{"x":101,"y":181,"width":795,"height":11}},{"id":"8e36f564-9abc-44e1-852d-f077e3b4b7fa","block_type":"box","text":"reasonably expect to receive from the current sale of that asset or liability in an arm’s-length transaction on the date","page_number":152,"box":{"x":69,"y":196,"width":832,"height":11}},{"id":"725aedea-e345-4608-9e57-83c61262313c","block_type":"box","text":"on which the asset or liability is being valued, and does not seek to determine the price a Fund might reasonably","page_number":152,"box":{"x":69,"y":211,"width":805,"height":11}},{"id":"fb553c57-cfbc-4d06-bb64-58e4274d8fa1","block_type":"box","text":"expect to receive for selling an asset or liability at a later time or if it holds the asset or liability to maturity. Fair value","page_number":152,"box":{"x":69,"y":226,"width":834,"height":11}},{"id":"d9130ef4-34f4-453e-aa07-175eb86864cc","block_type":"box","text":"determinations will be based upon all available factors that BlackRock deems relevant at the time of the","page_number":152,"box":{"x":69,"y":241,"width":744,"height":11}},{"id":"956ce1ff-c91b-4866-a95c-4398b78edf89","block_type":"box","text":"determination, and may be based on analytical values determined by BlackRock using proprietary or third-par ty","page_number":152,"box":{"x":69,"y":257,"width":791,"height":11}},{"id":"01aafb4b-1b57-4995-827a-277c9ea01f1d","block_type":"box","text":"valuation models.","page_number":152,"box":{"x":68,"y":272,"width":125,"height":8}},{"id":"74a9acde-5bd9-4845-8702-93da67962012","block_type":"box","text":"Fair value represents a good faith approximation of the value of an asset or liability. When determining the fair","page_number":152,"box":{"x":102,"y":294,"width":785,"height":11}},{"id":"92b87359-760e-41d9-b0b3-8545b5a13590","block_type":"box","text":"value of an investment, one or more fair value methodologies may be used (depending on cer tain factors, including","page_number":152,"box":{"x":68,"y":309,"width":822,"height":11}},{"id":"b401a13c-decc-4fd8-9ea5-1fa4651106c8","block_type":"box","text":"the asset type). For example, the investment may be initially priced based on the original cost of the investment or,","page_number":152,"box":{"x":68,"y":324,"width":820,"height":12}},{"id":"f20bc81b-18c4-452b-9028-375a00c73c14","block_type":"box","text":"alternatively, using proprietary or third-par ty models that may rely upon one or more unobservable inputs. Prices of","page_number":152,"box":{"x":69,"y":339,"width":818,"height":12}},{"id":"b1527395-5e1b-4d01-9d60-1bae288df895","block_type":"box","text":"actual, executed or historical transactions in the relevant investment (or comparable instruments) or, where","page_number":152,"box":{"x":69,"y":355,"width":766,"height":11}},{"id":"4991a663-8ecd-4cde-841f-bb8b3217802d","block_type":"box","text":"appropriate, an appraisal by a third-par ty experienced in the valuation of similar instruments, may also be used as a","page_number":152,"box":{"x":69,"y":370,"width":828,"height":11}},{"id":"543d29a6-2f3d-40e1-81d4-0c9fad68ecfc","block_type":"box","text":"basis for establishing the fair value of an investment.","page_number":152,"box":{"x":69,"y":385,"width":378,"height":11}},{"id":"0f9b5a13-1129-459e-8a17-5f38dedc6b96","block_type":"box","text":"The fair value of one or more assets or liabilities may not, in retrospect, be the price at which those assets or","page_number":152,"box":{"x":101,"y":407,"width":784,"height":12}},{"id":"9475acee-0753-41a9-b47d-e7c841bc640d","block_type":"box","text":"liabilities could have been sold during the period in which the par ticular fair values were used in determining a Fund’s","page_number":152,"box":{"x":70,"y":423,"width":836,"height":11}},{"id":"d3afb8d2-d7e7-484e-b0ab-e52d7a038229","block_type":"box","text":"NAV. As a result, a Fund’s sale or redemption of its shares at NAV, at a time when a holding or holdings are valued at","page_number":152,"box":{"x":70,"y":438,"width":834,"height":11}},{"id":"56360adb-75c6-490c-9fb4-029b106b011b","block_type":"box","text":"fair value, may have the effect of diluting or increasing the economic interest of existing shareholders.","page_number":152,"box":{"x":68,"y":453,"width":728,"height":11}},{"id":"488d519c-265b-4b69-9a4f-57a704249a57","block_type":"box","text":"Each Fund’s annual audited financial statements, which are prepared in accordance with accounting principles","page_number":152,"box":{"x":102,"y":475,"width":786,"height":12}},{"id":"b3e0bda4-46b0-41e9-83b4-24cb2ada3370","block_type":"box","text":"generally accepted in the United States of America (“US GAAP”), follow the requirements for valuation set for th in","page_number":152,"box":{"x":68,"y":491,"width":809,"height":11}},{"id":"3d32478a-8861-4c29-8527-6932d20a8070","block_type":"box","text":"Financial Accounting Standards Board Accounting Standards Codification Topic 820, “Fair Value Measurements and","page_number":152,"box":{"x":70,"y":506,"width":821,"height":11}},{"id":"f3b4a1fd-3915-47c0-9042-616521fbd4a9","block_type":"box","text":"Disclosures” (“ASC 820”), which defines and establishes a framework for measuring fair value under US GAAP and","page_number":152,"box":{"x":70,"y":521,"width":818,"height":11}},{"id":"ba3d4ccc-f4ff-4171-bb60-2eca6806b5b3","block_type":"box","text":"expands financial statement disclosure requirements relating to fair value measurements.","page_number":152,"box":{"x":69,"y":536,"width":641,"height":11}},{"id":"18701979-2b27-40b5-ab48-fa50b2e165ad","block_type":"box","text":"Generally, ASC 820 and other accounting rules applicable to funds and various assets in which they invest are","page_number":152,"box":{"x":102,"y":559,"width":786,"height":11}},{"id":"b7ced8d6-8189-4b6f-8ccf-65063fcf47a9","block_type":"box","text":"evolving. Such changes may adversely affect a Fund. For example, the evolution of rules governing the determination","page_number":152,"box":{"x":69,"y":574,"width":832,"height":11}},{"id":"8277508f-3866-49e0-9bf5-243b05a2a2a4","block_type":"box","text":"of the fair market value of assets or liabilities, to the extent such rules become more stringent, would tend to","page_number":152,"box":{"x":69,"y":589,"width":780,"height":11}},{"id":"9cc277d0-0dd0-4a63-9004-87be355e5d72","block_type":"box","text":"increase the cost and/or reduce the availability of third-par ty determinations of fair market value. This may in turn","page_number":152,"box":{"x":70,"y":604,"width":810,"height":11}},{"id":"360a9129-9fc3-4ac0-a025-2ccf5f3d8e35","block_type":"box","text":"increase the costs associated with selling assets or affect their liquidity due to a Fund’s inability to obtain a third","page_number":152,"box":{"x":70,"y":619,"width":810,"height":11}},{"id":"17ed261f-1710-4bef-8861-66c1d010e598","block_type":"box","text":"par ty determination of fair market value.","page_number":152,"box":{"x":70,"y":634,"width":285,"height":11}},{"id":"f2c42d94-da27-41d4-863e-bdd247a3b2f9","block_type":"box","text":"Computation of Offering Price Per Share","page_number":152,"box":{"x":69,"y":665,"width":292,"height":11}},{"id":"09d44e47-cb1f-4c98-81a6-d4e71bc57275","block_type":"box","text":"See “Computation of Offering Price Per Share” in Par t I of a Fund’s SAI for an illustration of the computation of","page_number":152,"box":{"x":102,"y":687,"width":791,"height":11}},{"id":"5639a52d-6f27-4aaa-a62d-7eff7b1bf2e3","block_type":"box","text":"the offering price for shares of your Fund.","page_number":152,"box":{"x":68,"y":702,"width":295,"height":12}},{"id":"7d77a044-dfa8-4c8a-9892-047666d64066","block_type":"box","text":"PORTFOLIO TRANSACTIONS AND BROKERAGE","page_number":152,"box":{"x":303,"y":732,"width":373,"height":10}},{"id":"2b641d42-1598-420e-a540-95981a03aa27","block_type":"box","text":"Transactions in Portfolio Securities","page_number":152,"box":{"x":68,"y":762,"width":257,"height":9}},{"id":"44f618b5-2531-4907-8bb9-57fa378f4245","block_type":"box","text":"Subject to policies established by the Board of Directors, BlackRock is primarily responsible for the execution of","page_number":152,"box":{"x":102,"y":785,"width":798,"height":11}},{"id":"d739d778-3334-4de3-af00-13fdc1e3fbec","block_type":"box","text":"a Fund’s por tfolio transactions and the allocation of brokerage. BlackRock does not execute transactions through any","page_number":152,"box":{"x":69,"y":800,"width":839,"height":11}},{"id":"fb47a138-09e3-4da6-a22e-6704fa598b26","block_type":"box","text":"par ticular broker or dealer, but seeks to obtain the best net results for the Fund, taking into account cer tain factors","page_number":152,"box":{"x":70,"y":815,"width":822,"height":11}},{"id":"7ddeb345-cb8f-4923-a889-52977cd4f247","block_type":"box","text":"set out below. While BlackRock generally seeks reasonable trade execution costs, a Fund does not necessarily pay","page_number":152,"box":{"x":69,"y":830,"width":820,"height":11}},{"id":"05af4d81-e997-44c6-baa5-a7d2882d9c7b","block_type":"box","text":"the lowest spread or commission available, and payment of the lowest commission or spread is not necessarily","page_number":152,"box":{"x":68,"y":845,"width":798,"height":11}},{"id":"fb94b7b0-0f44-4f8c-8e0b-4a0ef44fde3c","block_type":"box","text":"consistent with obtaining the best price and execution in par ticular transactions. Subject to applicable legal","page_number":152,"box":{"x":69,"y":860,"width":765,"height":12}},{"id":"6315868f-6295-4e80-a5e6-2ce8aceeb115","block_type":"box","text":"requirements, BlackRock may select a broker based par tly upon brokerage or research services provided to","page_number":152,"box":{"x":69,"y":876,"width":768,"height":11}},{"id":"ad61e5a0-fca4-4630-a648-6da43a78d589","block_type":"box","text":"BlackRock and its clients, including a Fund. In return for such services, BlackRock may cause a Fund to pay a higher","page_number":152,"box":{"x":70,"y":891,"width":830,"height":11}},{"id":"affecc1b-f519-4dc7-9e2d-cff72907a4b9","block_type":"box","text":"II-124","page_number":152,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"372a4c20-1fb0-4adb-a656-3c4c8876e7b5","block_type":"box","text":"NM1026U-5981080-152/228","page_number":152,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"14d6f94a-6038-441b-b0d6-2c8c8cb578e0","block_type":"box","text":"commission than other brokers would charge if BlackRock determines in good faith that the commission is","page_number":153,"box":{"x":69,"y":45,"width":760,"height":11}},{"id":"19863707-3812-46f9-8704-aff85bb6ec23","block_type":"box","text":"reasonable in relation to the services provided.","page_number":153,"box":{"x":69,"y":60,"width":336,"height":11}},{"id":"36ec8416-562c-4e06-882d-f7764c38b5a7","block_type":"box","text":"In the case of Feeder Funds, because each Feeder Fund generally invests exclusively in beneficial interests of a","page_number":153,"box":{"x":102,"y":82,"width":794,"height":12}},{"id":"ac74f9b6-e070-457a-9357-0aeb59a183d4","block_type":"box","text":"Master Por tfolio, it is expected that all transactions in por tfolio securities will be entered into by the Master Por tfolio.","page_number":153,"box":{"x":70,"y":98,"width":835,"height":11}},{"id":"f3156151-ec4e-4b4e-b977-6f303d53759e","block_type":"box","text":"In selecting brokers or dealers to execute por tfolio transactions, the Manager and sub-advisers seek to obtain","page_number":153,"box":{"x":102,"y":120,"width":784,"height":12}},{"id":"59aefa46-c765-420e-8ce1-2e97521fe77a","block_type":"box","text":"the best price and most favorable execution for a Fund, taking into account a variety of factors including: (i) the size,","page_number":153,"box":{"x":68,"y":135,"width":829,"height":12}},{"id":"9c95daad-af89-4a72-9a10-591d7cd95b38","block_type":"box","text":"nature and character of the security or instrument being traded and the markets in which it is purchased or sold;","page_number":153,"box":{"x":69,"y":150,"width":802,"height":12}},{"id":"28d43b1a-0112-47b2-9dda-0048aa4e3198","block_type":"box","text":"(ii) the desired timing of the transaction; (iii) BlackRock’s knowledge of the expected commission rates and spreads","page_number":153,"box":{"x":69,"y":166,"width":826,"height":11}},{"id":"62ef8ceb-b54f-4c4d-8b5b-07752475f6ec","block_type":"box","text":"currently available; (iv) the activity existing and expected in the market for the par ticular security or instrument,","page_number":153,"box":{"x":69,"y":181,"width":789,"height":11}},{"id":"02dc6b43-ba53-426c-9717-d06cd85d9c73","block_type":"box","text":"including any anticipated execution difficulties; (v) the full range of brokerage services provided; (vi) the broker’s or","page_number":153,"box":{"x":70,"y":196,"width":818,"height":11}},{"id":"09c38acb-67d6-488f-9ff6-0fb1c66bd438","block_type":"box","text":"dealer’s capital; (vii) the quality of research and research services provided; (viii) the reasonableness of the","page_number":153,"box":{"x":69,"y":211,"width":769,"height":11}},{"id":"07ceb33f-d512-45de-b35c-4e5514b29789","block_type":"box","text":"commission, dealer spread or its equivalent for the specific transaction; and (ix) BlackRock’s knowledge of any actual","page_number":153,"box":{"x":69,"y":226,"width":837,"height":11}},{"id":"c92ea2f4-eccf-4b86-9d14-3736196d9aa4","block_type":"box","text":"or apparent operational problems of a broker or dealer.","page_number":153,"box":{"x":69,"y":241,"width":391,"height":11}},{"id":"b2482803-1d48-44d5-a5a9-7f1d6b54d439","block_type":"box","text":"Section 28(e) of the Exchange Act (“Section 28(e)”) permits an investment adviser, under cer tain circumstances","page_number":153,"box":{"x":102,"y":264,"width":801,"height":11}},{"id":"76681963-f30d-471c-8d9b-e9215f3603cf","block_type":"box","text":"to cause an account to pay a broker or dealer a commission for effecting a transaction that exceeds the amount","page_number":153,"box":{"x":68,"y":279,"width":802,"height":11}},{"id":"4ac83ba9-ee93-4443-b882-97bdbf808886","block_type":"box","text":"another broker or dealer would have charged for effecting the same transaction in recognition of the value of","page_number":153,"box":{"x":69,"y":294,"width":775,"height":11}},{"id":"33feed86-2839-4dc4-be46-a054dba5031d","block_type":"box","text":"brokerage and research services provided by that broker or dealer. This includes commissions paid on riskless","page_number":153,"box":{"x":69,"y":309,"width":790,"height":11}},{"id":"18cd0fbc-1090-499a-8ba0-c811f6776b35","block_type":"box","text":"principal transactions under cer tain conditions. Brokerage and research services include: (1) furnishing advice as to","page_number":153,"box":{"x":70,"y":324,"width":827,"height":12}},{"id":"fa8a094d-a229-4a57-89bc-51769708b98c","block_type":"box","text":"the value of securities, including pricing and appraisal advice, credit analysis, risk measurement analysis,","page_number":153,"box":{"x":68,"y":339,"width":753,"height":12}},{"id":"bad8ed00-c1c4-45e2-b954-5d6a12baf1a2","block_type":"box","text":"per formance and other analysis, as well as the advisability of investing in, purchasing or selling securities, and the","page_number":153,"box":{"x":70,"y":355,"width":818,"height":11}},{"id":"06bf8e5b-5e69-4f1f-9543-1efe943a3f7c","block_type":"box","text":"availability of securities or purchasers or sellers of securities; (2) furnishing analyses and repor ts concerning issuers,","page_number":153,"box":{"x":69,"y":370,"width":837,"height":11}},{"id":"e6ba8f8c-3c3a-4915-a820-4ea1781b6bad","block_type":"box","text":"industries, securities, economic factors and trends, por tfolio strategy, and the per formance of accounts; and","page_number":153,"box":{"x":70,"y":385,"width":775,"height":11}},{"id":"6e3176bd-ef32-4c15-807e-39867862b6c8","block_type":"box","text":"(3) effecting securities transactions and per forming functions incidental to securities transactions (such as","page_number":153,"box":{"x":69,"y":400,"width":764,"height":11}},{"id":"c537d3d0-656a-4b32-b3c2-3962aa4ad869","block_type":"box","text":"clearance, settlement, and custody). BlackRock believes that access to independent investment research is","page_number":153,"box":{"x":69,"y":415,"width":770,"height":11}},{"id":"cb5f2162-9aeb-4258-a33e-016c5309431f","block_type":"box","text":"beneficial to its investment decision-making processes and, therefore, to the Funds.","page_number":153,"box":{"x":69,"y":430,"width":599,"height":11}},{"id":"627dd8ef-281a-4e0c-8867-2dfca7c581dc","block_type":"box","text":"BlackRock, unless prohibited by applicable law, may par ticipate in client commission arrangements under which","page_number":153,"box":{"x":102,"y":453,"width":796,"height":11}},{"id":"2d5cafa3-424a-4ef8-a164-30e8fd64f5f9","block_type":"box","text":"BlackRock may execute transactions through a broker-dealer and request that the broker-dealer allocate a por tion of","page_number":153,"box":{"x":70,"y":468,"width":829,"height":11}},{"id":"931af6df-6e62-48cb-a927-0896d15ae52f","block_type":"box","text":"the commissions or commission credits to another firm that provides research to BlackRock. BlackRock believes that","page_number":153,"box":{"x":68,"y":483,"width":839,"height":11}},{"id":"41fbc69b-4cb0-4634-88e2-404b2dcb2e92","block_type":"box","text":"research services obtained through soft dollar or commission sharing arrangements enhance its investment decision","page_number":153,"box":{"x":69,"y":498,"width":839,"height":11}},{"id":"7fa8af0d-fd26-40f8-9e6b-fadc5567422e","block_type":"box","text":"making capabilities, thereby increasing the prospects for higher investment returns. BlackRock will engage only in","page_number":153,"box":{"x":69,"y":513,"width":809,"height":12}},{"id":"0036f2bd-7a69-4071-9fa9-d05d51608073","block_type":"box","text":"soft dollar or commission sharing transactions that comply with the requirements of Section 28(e). Cer tain Funds","page_number":153,"box":{"x":69,"y":528,"width":808,"height":12}},{"id":"4e114720-f2d5-433d-bb0a-eb2cc87a3e6e","block_type":"box","text":"may be subject to additional regulations, including MiFID II. Under MiFID II, EU investment managers, including BIL,","page_number":153,"box":{"x":69,"y":544,"width":818,"height":11}},{"id":"448b537d-2f68-4abc-b456-e4f188d4a6d8","block_type":"box","text":"pay for any research out of their own resources and not through soft dollars or commission sharing arrangements.","page_number":153,"box":{"x":70,"y":559,"width":813,"height":11}},{"id":"ae3cb3d9-9347-4642-ad17-4fff1d97a916","block_type":"box","text":"BlackRock regularly evaluates the soft dollar products and services utilized, as well as the overall soft dollar and","page_number":153,"box":{"x":70,"y":574,"width":801,"height":11}},{"id":"0883fc09-0e7d-44fc-b616-31fa8e7bbb40","block_type":"box","text":"commission sharing arrangements to ensure that trades are executed by firms that are regarded as best able to","page_number":153,"box":{"x":69,"y":589,"width":802,"height":11}},{"id":"96d8d90a-6400-4a7c-8b2b-eb52cb9e789b","block_type":"box","text":"execute trades for client accounts, while at the same time providing access to the research and other services","page_number":153,"box":{"x":69,"y":604,"width":790,"height":11}},{"id":"533e44ae-6056-4fe5-80e6-5a15ee236360","block_type":"box","text":"BlackRock views as impactful to its trading results.","page_number":153,"box":{"x":70,"y":619,"width":361,"height":11}},{"id":"d8dab596-488c-41de-8889-a5708910794f","block_type":"box","text":"BlackRock, unless prohibited by applicable law, may utilize soft dollars and related services, including research","page_number":153,"box":{"x":102,"y":642,"width":791,"height":11}},{"id":"46a58dbc-50d7-4755-b564-9f63b92aee47","block_type":"box","text":"(whether prepared by the broker-dealer or prepared by a third-par ty and provided to BlackRock by the broker-dealer)","page_number":153,"box":{"x":69,"y":657,"width":819,"height":11}},{"id":"832ce640-d9be-485e-8b12-920cae4ea1e9","block_type":"box","text":"and execution or brokerage services within applicable rules and BlackRock’s policies to the extent that such","page_number":153,"box":{"x":69,"y":672,"width":772,"height":11}},{"id":"6b3d0e17-4764-4d80-a25e-a24b41a39530","block_type":"box","text":"permitted services do not compromise BlackRock’s ability to seek to obtain best execution. In this regard, the","page_number":153,"box":{"x":70,"y":687,"width":785,"height":11}},{"id":"9963a34d-7c69-418a-88ea-ccff9b56f148","block_type":"box","text":"por tfolio management investment and/or trading teams may consider a variety of factors, including the degree to","page_number":153,"box":{"x":70,"y":702,"width":806,"height":12}},{"id":"cf47e72e-2d81-4970-88d0-e76f4a878a38","block_type":"box","text":"which the broker-dealer: (a) provides access to company management; (b) provides access to their analysts;","page_number":153,"box":{"x":68,"y":718,"width":772,"height":11}},{"id":"16ca2860-ddce-4fc2-a67d-535bea3649fa","block_type":"box","text":"(c) provides meaningful/insightful research notes on companies or other potential investments; (d) facilitates calls on","page_number":153,"box":{"x":69,"y":732,"width":838,"height":12}},{"id":"ee5044d6-a174-41a8-84f8-1ec70b570d25","block_type":"box","text":"which meaningful or insightful ideas about companies or potential investments are discussed; (e) facilitates","page_number":153,"box":{"x":68,"y":748,"width":769,"height":11}},{"id":"584a6a7b-6f2f-4ead-a7c9-e595fe505a19","block_type":"box","text":"conferences at which meaningful or insightful ideas about companies or potential investments are discussed; or","page_number":153,"box":{"x":69,"y":763,"width":801,"height":11}},{"id":"c535be6d-99ea-422d-8dad-02843c42b796","block_type":"box","text":"(f) provides research tools such as market data, financial analysis, and other third-par ty related research and","page_number":153,"box":{"x":69,"y":778,"width":778,"height":11}},{"id":"350d7923-5e13-41a9-9ae5-346739c30c80","block_type":"box","text":"brokerage tools that aid in the investment process.","page_number":153,"box":{"x":69,"y":793,"width":363,"height":11}},{"id":"03a07ae0-5293-4613-841c-9d6d6fb830ae","block_type":"box","text":"Research-oriented services for which BlackRock, unless prohibited by applicable law, might pay with Fund","page_number":153,"box":{"x":102,"y":816,"width":749,"height":11}},{"id":"a232e703-4c93-43a0-ad6b-3aacd764c4a7","block_type":"box","text":"commissions may be in written form or through direct contact with individuals and may include information as to","page_number":153,"box":{"x":69,"y":831,"width":799,"height":11}},{"id":"f87f792b-742e-4ec0-a96b-c29e18cc10a8","block_type":"box","text":"par ticular companies or industries and securities or groups of securities, as well as market, economic, or","page_number":153,"box":{"x":70,"y":846,"width":752,"height":11}},{"id":"d0a754bf-700b-4588-8ca6-b66d9c6baa7a","block_type":"box","text":"institutional advice and statistical information, political developments and technical market information that assists","page_number":153,"box":{"x":70,"y":861,"width":823,"height":11}},{"id":"567ef046-558c-4ddb-9c45-68e0f4eb0901","block_type":"box","text":"in the valuation of investments. Except as noted immediately below, research services furnished by brokers may be","page_number":153,"box":{"x":70,"y":876,"width":822,"height":11}},{"id":"b37c6e0b-2996-4c20-8242-1525e57b3f7c","block_type":"box","text":"used in servicing some or all client accounts and not all services may be used in connection with the Fund or account","page_number":153,"box":{"x":69,"y":891,"width":840,"height":12}},{"id":"cd825a31-db6d-4392-866a-5f39ff68620d","block_type":"box","text":"that paid commissions to the broker providing such services. In some cases, research information received from","page_number":153,"box":{"x":68,"y":906,"width":805,"height":12}},{"id":"d64c705a-9f51-43ce-ad9f-2f461d4edbeb","block_type":"box","text":"II-125","page_number":153,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"9f42e233-a8ac-4cbf-bb1b-708bfcbbde21","block_type":"box","text":"NM1026U-5981080-153/228","page_number":153,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"f1ceebfa-7088-4e71-a4aa-7f47922b65f7","block_type":"box","text":"brokers by mutual fund management personnel, or personnel principally responsible for BlackRock’s individually","page_number":154,"box":{"x":69,"y":45,"width":798,"height":11}},{"id":"7e0f15c8-fe27-46cb-8e3a-8e7840b7a6dc","block_type":"box","text":"managed por tfolios, is not necessarily shared by and between such personnel. Any investment advisory or other fees","page_number":154,"box":{"x":69,"y":60,"width":836,"height":11}},{"id":"37c22e8d-4409-45c0-bba6-0c2de59adeef","block_type":"box","text":"paid by a Fund to BlackRock are not reduced as a result of BlackRock’s receipt of research services. In some cases,","page_number":154,"box":{"x":70,"y":75,"width":832,"height":11}},{"id":"56136caa-0aa1-4364-be78-51d1826fb496","block_type":"box","text":"BlackRock may receive a service from a broker that has both a “research” and a “non-research” use. When this","page_number":154,"box":{"x":70,"y":90,"width":798,"height":11}},{"id":"085179c3-c7d8-472a-bad1-fc748344db9a","block_type":"box","text":"occurs BlackRock makes a good faith allocation, under all the circumstances, between the research and non","page_number":154,"box":{"x":69,"y":105,"width":780,"height":11}},{"id":"e075c0e9-592f-4ccd-bab8-b2fa3b385ec5","block_type":"box","text":"research uses of the service. The percentage of the service that is used for research purposes may be paid for with","page_number":154,"box":{"x":69,"y":120,"width":827,"height":12}},{"id":"3c28724e-0dc5-490f-a865-9cf1f69c64c9","block_type":"box","text":"client commissions, while BlackRock will use its own funds to pay for the percentage of the service that is used for","page_number":154,"box":{"x":69,"y":135,"width":821,"height":12}},{"id":"156cae3f-b609-49a6-b88f-9c2fec053621","block_type":"box","text":"non-research purposes. In making this good faith allocation, BlackRock faces a potential conflict of interest, but","page_number":154,"box":{"x":69,"y":150,"width":797,"height":12}},{"id":"ddfbc1fe-cd51-4eb9-ac4e-8e5cda13d7bf","block_type":"box","text":"BlackRock believes that its allocation procedures are reasonably designed to ensure that it appropriately allocates","page_number":154,"box":{"x":70,"y":166,"width":815,"height":11}},{"id":"c07392bf-7153-46b4-b8bb-0b928f6c05ef","block_type":"box","text":"the anticipated use of such services to their research and non-research uses.","page_number":154,"box":{"x":68,"y":181,"width":555,"height":11}},{"id":"55850808-cecf-4ef3-8963-df4ca9b2a195","block_type":"box","text":"Under MiFID II, investment managers in the EU, including BIL, are not able to use soft dollars to pay for research","page_number":154,"box":{"x":102,"y":203,"width":802,"height":12}},{"id":"98248c4b-8797-4891-a8af-7850f74fb254","block_type":"box","text":"from brokers. Investment managers in the EU are required to either pay for research out of their own profit and loss","page_number":154,"box":{"x":68,"y":218,"width":825,"height":12}},{"id":"e1ef1507-f103-449c-b3b1-27dec93e8c27","block_type":"box","text":"or agree with clients to have research costs paid by clients through research payment accounts that are directly","page_number":154,"box":{"x":69,"y":234,"width":798,"height":11}},{"id":"9f3f6065-4204-4987-b122-d6efb7c43756","block_type":"box","text":"funded or funded by a specific client research charge collected alongside execution commissions, provided that the","page_number":154,"box":{"x":68,"y":249,"width":824,"height":11}},{"id":"b98ff7dc-4847-4fb9-be30-4063ae79ae9b","block_type":"box","text":"payments for research are unbundled from the payments for execution. BIL will pay for any research out of its own","page_number":154,"box":{"x":70,"y":264,"width":812,"height":11}},{"id":"62d9d32c-bbe6-494b-81ac-2800a98ab51d","block_type":"box","text":"resources and not through soft dollars or commission sharing arrangements.","page_number":154,"box":{"x":69,"y":279,"width":547,"height":11}},{"id":"d6c9e2fb-553b-470c-98d6-1a52a8a0f1bb","block_type":"box","text":"Payments of commissions to brokers who are affiliated persons of the Fund, or the Master Por tfolio with respect","page_number":154,"box":{"x":102,"y":302,"width":804,"height":11}},{"id":"4b455302-4d13-472d-8b30-6e02e8a4a850","block_type":"box","text":"to the Feeder Fund (or affiliated persons of such persons), will be made in accordance with Rule 17e-1 under the","page_number":154,"box":{"x":68,"y":317,"width":806,"height":11}},{"id":"995f7e91-18b8-4e36-b228-f9fb4833bba3","block_type":"box","text":"Investment Company Act. Subject to policies established by the Board of Directors of the Master Por tfolio, BlackRock","page_number":154,"box":{"x":70,"y":332,"width":836,"height":11}},{"id":"cbeb6e34-84e3-44ce-bba3-5d7d4626e6e1","block_type":"box","text":"is primarily responsible for the execution of the Master Por tfolio’s por tfolio transactions and the allocation of","page_number":154,"box":{"x":70,"y":347,"width":777,"height":11}},{"id":"282931df-dc7d-43f4-869e-64a1c5383d87","block_type":"box","text":"brokerage.","page_number":154,"box":{"x":69,"y":362,"width":74,"height":11}},{"id":"3e4344d2-3cb3-4d9a-8132-a69a87943ff5","block_type":"box","text":"From time to time, a Fund may purchase new issues of securities in a fixed price offering. In these situations,","page_number":154,"box":{"x":102,"y":385,"width":781,"height":11}},{"id":"81ef3acc-7592-445e-ac50-ae106fa80045","block_type":"box","text":"the broker may be a member of the selling group that will, in addition to selling securities, provide BlackRock with","page_number":154,"box":{"x":68,"y":400,"width":810,"height":11}},{"id":"06c28033-a829-421b-aa1c-e0c3c8bb4b3f","block_type":"box","text":"research services. FINRA has adopted rules expressly permitting these types of arrangements under cer tain","page_number":154,"box":{"x":69,"y":415,"width":771,"height":11}},{"id":"948e9171-a742-4788-98a8-2617cca9db7a","block_type":"box","text":"circumstances. Generally, the broker will provide research “credits” in these situations at a rate that is higher than","page_number":154,"box":{"x":69,"y":430,"width":818,"height":11}},{"id":"2c1ccb91-b3db-4551-a2e7-fdcaff3bb82c","block_type":"box","text":"that available for typical secondary market transactions. These arrangements may not fall within the safe harbor of","page_number":154,"box":{"x":68,"y":445,"width":821,"height":12}},{"id":"9f3ea61d-2926-412e-b7a0-d433ff4df7fa","block_type":"box","text":"Section 28(e).","page_number":154,"box":{"x":69,"y":460,"width":99,"height":11}},{"id":"50d6fd59-9c47-4a9f-9412-95bee6f1e661","block_type":"box","text":"BlackRock does not consider sales of shares of the mutual funds it advises as a factor in the selection of","page_number":154,"box":{"x":102,"y":483,"width":755,"height":9}},{"id":"8b913016-86d0-4f68-bc33-e4fc34716b72","block_type":"box","text":"brokers or dealers to execute por tfolio transactions for a Fund; however, whether or not a par ticular broker or dealer","page_number":154,"box":{"x":69,"y":498,"width":828,"height":11}},{"id":"c5b755bc-b26a-4cce-a59c-f8515f34086e","block_type":"box","text":"sells shares of the mutual funds advised by BlackRock neither qualifies nor disqualifies such broker or dealer to","page_number":154,"box":{"x":69,"y":513,"width":799,"height":11}},{"id":"a952d0ac-c1b4-44fd-ba84-8af4e1995e15","block_type":"box","text":"execute transactions for those mutual funds.","page_number":154,"box":{"x":69,"y":528,"width":319,"height":9}},{"id":"d28fce00-8693-4dd1-bf83-fc58cf154ef3","block_type":"box","text":"Each Fund anticipates that its brokerage transactions involving foreign securities generally will be conducted","page_number":154,"box":{"x":102,"y":551,"width":770,"height":11}},{"id":"4380dea4-cf07-43d7-8f36-8a22819c8ad9","block_type":"box","text":"primarily on the principal stock exchanges of the applicable country. Foreign equity securities may be held by a Fund","page_number":154,"box":{"x":70,"y":566,"width":825,"height":11}},{"id":"5e9156ba-b7b1-4589-9174-4a67041bd025","block_type":"box","text":"in the form of depositary receipts, or other securities conver tible into foreign equity securities. Depositary receipts","page_number":154,"box":{"x":70,"y":581,"width":816,"height":12}},{"id":"72920f75-4264-41cb-afee-ca21ddc2022c","block_type":"box","text":"may be listed on stock exchanges, or traded in OTC markets in the United States or Europe, as the case may be.","page_number":154,"box":{"x":69,"y":597,"width":805,"height":11}},{"id":"e98367e2-e084-47e5-a416-b8c9a5857d62","block_type":"box","text":"American Depositary Receipts, like other securities traded in the United States, will be subject to negotiated","page_number":154,"box":{"x":68,"y":612,"width":773,"height":11}},{"id":"efcf66d1-cea9-4315-bcdf-8a0dafa1560d","block_type":"box","text":"commission rates. Because the shares of each Fund are redeemable on a daily basis in U.S. dollars, each Fund","page_number":154,"box":{"x":69,"y":627,"width":798,"height":11}},{"id":"dc9b84b8-a741-4cb0-822e-6d317cfb190a","block_type":"box","text":"intends to manage its por tfolio so as to give reasonable assurance that it will be able to obtain U.S. dollars to the","page_number":154,"box":{"x":70,"y":642,"width":812,"height":11}},{"id":"dbd25db3-6c85-4c48-88b1-c2b6394a9788","block_type":"box","text":"extent necessary to meet anticipated redemptions. Under present conditions, it is not believed that these","page_number":154,"box":{"x":69,"y":657,"width":754,"height":11}},{"id":"94045aae-9d73-4473-a8d7-cf6d456ba0ce","block_type":"box","text":"considerations will have a significant effect on a Fund’s por tfolio strategies.","page_number":154,"box":{"x":69,"y":672,"width":540,"height":11}},{"id":"64199d9d-3c0f-4dd7-b833-5e6a48c8cf54","block_type":"box","text":"See “Por tfolio Transactions and Brokerage” in the SAI for information about the brokerage commissions paid by","page_number":154,"box":{"x":102,"y":695,"width":798,"height":11}},{"id":"0c9250f2-b5c9-428b-842b-605025e855c7","block_type":"box","text":"your Fund, including commissions paid to affiliates, if any, for the periods indicated.","page_number":154,"box":{"x":68,"y":710,"width":597,"height":11}},{"id":"8d059fdb-8fa9-49b8-b342-5fbcefcd0dde","block_type":"box","text":"Each Fund may invest in cer tain securities traded in the OTC market and intends to deal directly with the dealers","page_number":154,"box":{"x":102,"y":733,"width":802,"height":11}},{"id":"41967a62-5a4f-4b54-ac72-ff76d48584d6","block_type":"box","text":"who make a market in the par ticular securities, except in those circumstances in which better prices and execution","page_number":154,"box":{"x":68,"y":748,"width":822,"height":11}},{"id":"70e65a79-e482-44cb-9b2e-877aff7cd423","block_type":"box","text":"are available elsewhere. Under the Investment Company Act, persons affiliated with a Fund and persons who are","page_number":154,"box":{"x":69,"y":763,"width":804,"height":11}},{"id":"f1b5cff1-76cb-427a-821d-f3e083a8ffcd","block_type":"box","text":"affiliated with such affiliated persons are prohibited from dealing with the Fund as principal in the purchase and sale","page_number":154,"box":{"x":69,"y":778,"width":832,"height":11}},{"id":"b092e192-51b8-4f8a-a791-7edcea9a2e44","block_type":"box","text":"of securities unless a permissive order allowing such transactions is obtained from the Commission. Since","page_number":154,"box":{"x":69,"y":793,"width":762,"height":11}},{"id":"c34e980c-abe0-48e0-83d1-9cdcb1c9166f","block_type":"box","text":"transactions in the OTC market usually involve transactions with the dealers acting as principal for their own","page_number":154,"box":{"x":68,"y":808,"width":770,"height":11}},{"id":"ca636ac6-c2a9-4ee0-a47f-ee7aadd835ff","block_type":"box","text":"accounts, the Funds will not deal with affiliated persons in connection with such transactions. However, an affiliated","page_number":154,"box":{"x":69,"y":823,"width":828,"height":11}},{"id":"e314c96b-2bf6-43fd-97e0-9176c87245da","block_type":"box","text":"person of a Fund may serve as its broker in OTC transactions conducted on an agency basis provided that, among","page_number":154,"box":{"x":70,"y":838,"width":814,"height":12}},{"id":"2158d109-798a-4907-89a9-f0d899dccf4c","block_type":"box","text":"other things, the fee or commission received by such affiliated broker is reasonable and fair compared to the fee or","page_number":154,"box":{"x":69,"y":853,"width":825,"height":12}},{"id":"f5e3587f-5abc-4f0f-8d8d-333a447a7a36","block_type":"box","text":"commission received by non-affiliated brokers in connection with comparable transactions.","page_number":154,"box":{"x":69,"y":869,"width":645,"height":11}},{"id":"4a3673e1-0da7-4c4d-87e6-03a62b3efb0a","block_type":"box","text":"OTC issues, including most fixed-income securities such as corporate debt and U.S. Government Securities, are","page_number":154,"box":{"x":102,"y":891,"width":797,"height":12}},{"id":"3de81286-3fab-477b-ae42-4682abfe6a02","block_type":"box","text":"normally traded on a “net” basis without a stated commission, through dealers acting for their own account and not","page_number":154,"box":{"x":69,"y":906,"width":826,"height":12}},{"id":"3924df49-76c8-4bb9-a7ef-0a8df7071635","block_type":"box","text":"II-126","page_number":154,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"8a050616-2f59-462e-ab34-1687f60c1891","block_type":"box","text":"NM1026U-5981080-154/228","page_number":154,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"2c87a03e-a846-47a0-adf6-2c1dcd86cf37","block_type":"box","text":"as brokers. The Funds will primarily engage in transactions with these dealers or deal directly with the issuer unless a","page_number":155,"box":{"x":69,"y":45,"width":839,"height":11}},{"id":"17101627-3753-4057-96fe-d0ecac847dc7","block_type":"box","text":"better price or execution could be obtained by using a broker. Prices paid to a dealer with respect to both foreign and","page_number":155,"box":{"x":69,"y":60,"width":833,"height":11}},{"id":"35edc7a3-5964-4f2d-b9ba-1fa790c1db13","block_type":"box","text":"domestic securities will generally include a “spread,” which is the difference between the prices at which the dealer","page_number":155,"box":{"x":69,"y":75,"width":826,"height":11}},{"id":"a269b6a8-c939-49d9-ac58-3a7c1bff102b","block_type":"box","text":"is willing to purchase and sell the specific security at the time, and includes the dealer’s normal profit.","page_number":155,"box":{"x":70,"y":90,"width":730,"height":11}},{"id":"d7015bfd-3376-4fb1-a479-ef8407521886","block_type":"box","text":"Purchases of money market instruments by a Fund are made from dealers, underwriters and issuers. The Funds","page_number":155,"box":{"x":102,"y":113,"width":800,"height":11}},{"id":"92da8a0c-8707-4542-b51f-cd7c5b816b0d","block_type":"box","text":"do not currently expect to incur any brokerage commission expense on such transactions because money market","page_number":155,"box":{"x":69,"y":128,"width":807,"height":11}},{"id":"d022e679-e968-4292-a8ac-d7f93f076905","block_type":"box","text":"instruments are generally traded on a “net” basis with dealers acting as principal for their own accounts without a","page_number":155,"box":{"x":70,"y":143,"width":812,"height":11}},{"id":"47f07680-14af-4120-909f-60b5e43c14d3","block_type":"box","text":"stated commission. The price of the security, however, usually includes a profit to the dealer. Each money market","page_number":155,"box":{"x":69,"y":158,"width":807,"height":11}},{"id":"599545fc-520f-4ce3-af3f-1ab1d2fef9d2","block_type":"box","text":"fund intends to purchase only securities with remaining maturities of 397 days or less as determined in accordance","page_number":155,"box":{"x":68,"y":173,"width":827,"height":11}},{"id":"f7a0e697-c19e-44dd-9fe7-ef83b87d987a","block_type":"box","text":"with the rules of the Commission. As a result, the por tfolio turnover rates of a money market fund will be relatively","page_number":155,"box":{"x":68,"y":188,"width":817,"height":11}},{"id":"eeed0ad9-3563-4f67-a9a6-df7836a6c236","block_type":"box","text":"high. However, because brokerage commissions will not normally be paid with respect to investments made by a","page_number":155,"box":{"x":69,"y":204,"width":802,"height":11}},{"id":"053a8364-acaa-44b8-867c-4d455355bf59","block_type":"box","text":"money market fund, the turnover rates should not adversely affect the Fund’s NAVs or net income.","page_number":155,"box":{"x":69,"y":218,"width":700,"height":12}},{"id":"9369504a-9261-448d-84f6-7d1fab4e9d0d","block_type":"box","text":"Securities purchased in underwritten offerings include a fixed amount of compensation to the underwriter,","page_number":155,"box":{"x":102,"y":241,"width":756,"height":11}},{"id":"f4ea54a3-26a8-4503-967f-e672f96241a6","block_type":"box","text":"generally referred to as the underwriter’s concession or discount. When offered securities are purchased or sold","page_number":155,"box":{"x":68,"y":256,"width":804,"height":12}},{"id":"c2652ecc-e381-4f1b-9617-4b88a971d084","block_type":"box","text":"directly from or to an issuer, no commissions or discounts are paid except where required by local markets.","page_number":155,"box":{"x":69,"y":271,"width":766,"height":12}},{"id":"bef54637-e06c-49fa-9a7a-f8e07a37de7c","block_type":"box","text":"The Manager or sub-advisers may seek to obtain an under taking from issuers of commercial paper or dealers","page_number":155,"box":{"x":101,"y":294,"width":780,"height":11}},{"id":"279e3778-c104-48c8-9581-8e61b8b81a57","block_type":"box","text":"selling commercial paper to consider the repurchase of such securities from a Fund prior to maturity at their original","page_number":155,"box":{"x":69,"y":309,"width":826,"height":11}},{"id":"e43eaeff-942d-4667-b5f0-8e77dd8c6c5c","block_type":"box","text":"cost plus interest (sometimes adjusted to reflect the actual maturity of the securities), if it believes that a Fund’s","page_number":155,"box":{"x":69,"y":324,"width":806,"height":11}},{"id":"1b69ee4d-3114-4187-8092-c17c1c296911","block_type":"box","text":"anticipated need for liquidity makes such action desirable. Any such repurchase prior to maturity reduces the","page_number":155,"box":{"x":69,"y":339,"width":776,"height":12}},{"id":"ad4e9444-a225-4ee4-a9df-789640ccae82","block_type":"box","text":"possibility that a Fund would incur a capital loss in liquidating commercial paper, especially if interest rates have","page_number":155,"box":{"x":70,"y":355,"width":800,"height":11}},{"id":"b1eee08d-ccdc-4d28-a5a8-c02a489a2252","block_type":"box","text":"risen since acquisition of such commercial paper.","page_number":155,"box":{"x":69,"y":370,"width":352,"height":11}},{"id":"03663b8e-2121-4628-8717-264704f9fe50","block_type":"box","text":"Investment decisions for each Fund and for other investment accounts managed by the Manager or sub-advisers","page_number":155,"box":{"x":102,"y":392,"width":800,"height":12}},{"id":"1fe2ea04-7154-49d4-be85-624679be08a9","block_type":"box","text":"are made independently of each other in light of differing conditions. BlackRock allocates investments among client","page_number":155,"box":{"x":69,"y":407,"width":824,"height":12}},{"id":"ad3e9b7d-00e9-4fdd-8717-14e6334623c1","block_type":"box","text":"accounts in a fair and equitable manner over time. A variety of factors will be considered in making such allocations.","page_number":155,"box":{"x":69,"y":423,"width":828,"height":11}},{"id":"469d2dea-77a1-4898-9d46-5e54d5e5d75a","block_type":"box","text":"These factors include: (i) investment objectives or strategies for par ticular accounts, including sector, industry,","page_number":155,"box":{"x":68,"y":438,"width":788,"height":11}},{"id":"4dde9212-e9b2-4954-b199-7e3b8b322a3d","block_type":"box","text":"country or region and capitalization weightings, (ii) tax considerations of an account, (iii) risk or investment","page_number":155,"box":{"x":69,"y":453,"width":759,"height":11}},{"id":"518a5846-31da-4fed-8a7a-5e642fca8825","block_type":"box","text":"concentration parameters for an account, (iv) supply or demand for a security at a given price level, (v) size of","page_number":155,"box":{"x":69,"y":468,"width":780,"height":11}},{"id":"0263e0e2-c2e1-47a7-abca-1f26e8766335","block_type":"box","text":"available investment, (vi) cash availability and liquidity requirements for accounts, (vii) regulatory restrictions,","page_number":155,"box":{"x":69,"y":483,"width":777,"height":11}},{"id":"0b09e1d8-138d-4e67-af60-999d191b7354","block_type":"box","text":"(viii) minimum investment size of an account, (ix) relative size of account, and (x) such other factors as may be","page_number":155,"box":{"x":69,"y":498,"width":788,"height":11}},{"id":"1566b08a-3d59-4ad6-a771-d62bbe1f52a9","block_type":"box","text":"approved by BlackRock’s general counsel. Moreover, investments may not be allocated to one client account over","page_number":155,"box":{"x":69,"y":514,"width":811,"height":11}},{"id":"a1523f0c-d113-4392-ac17-00e919ffa8ff","block_type":"box","text":"another based on any of the following considerations: (i) to favor one client account at the expense of another, (ii) to","page_number":155,"box":{"x":69,"y":528,"width":829,"height":12}},{"id":"0f04eeff-d306-4967-a9f4-cf2c208a4037","block_type":"box","text":"generate higher fees paid by one client account over another or to produce greater per formance compensation to","page_number":155,"box":{"x":68,"y":543,"width":808,"height":12}},{"id":"af6c611f-37b5-41a7-bb8f-bdadaea59262","block_type":"box","text":"BlackRock, (iii) to develop or enhance a relationship with a client or prospective client, (iv) to compensate a client for","page_number":155,"box":{"x":70,"y":559,"width":832,"height":11}},{"id":"83114c6d-a738-4cc6-b6b2-7c278f95b5fd","block_type":"box","text":"past services or benefits rendered to BlackRock or to induce future services or benefits to be rendered to BlackRock,","page_number":155,"box":{"x":70,"y":574,"width":836,"height":11}},{"id":"bc45c0e9-aeab-4c75-836d-4191c4993f75","block_type":"box","text":"or (v) to manage or equalize investment per formance among different client accounts.","page_number":155,"box":{"x":69,"y":589,"width":613,"height":11}},{"id":"51b46863-ca1f-4d47-97bb-f711deea6af4","block_type":"box","text":"Equity securities will generally be allocated among client accounts within the same investment mandate on a pro","page_number":155,"box":{"x":102,"y":612,"width":802,"height":11}},{"id":"315c178c-25aa-4c18-9983-553287b6f976","block_type":"box","text":"rata basis. All allocations of equity securities will be subject, where relevant, to share minimums established for","page_number":155,"box":{"x":69,"y":627,"width":800,"height":11}},{"id":"380c574b-c46d-48ba-9281-5885ad41fea5","block_type":"box","text":"accounts and compliance constraints.","page_number":155,"box":{"x":69,"y":642,"width":269,"height":11}},{"id":"80129990-e997-4708-8d88-8d8e053aebcf","block_type":"box","text":"Initial public offerings of securities may be over-subscribed and subsequently trade at a premium in the","page_number":155,"box":{"x":102,"y":664,"width":736,"height":12}},{"id":"76e6c519-a6a2-4dc1-ad5f-73e45be2c974","block_type":"box","text":"secondary market. In these situations, the supply of securities available for client accounts is often less than the","page_number":155,"box":{"x":69,"y":680,"width":808,"height":11}},{"id":"72b4a419-79d6-41c0-bb60-b28391123a9a","block_type":"box","text":"amount of securities the accounts would otherwise take. In order to allocate these investments fairly and equitably","page_number":155,"box":{"x":69,"y":695,"width":821,"height":11}},{"id":"77e8141e-77df-41dd-842b-bb12e0c61a7d","block_type":"box","text":"among client accounts over time, each por tfolio manager or a member of his or her respective investment team will","page_number":155,"box":{"x":69,"y":710,"width":823,"height":11}},{"id":"cc47336f-8da7-4165-b976-d06ed4e877a1","block_type":"box","text":"indicate to BlackRock’s trading desk their level of interest in a par ticular offering with respect to eligible client","page_number":155,"box":{"x":70,"y":725,"width":783,"height":11}},{"id":"3c56fedc-ef05-40d5-9792-5f1f7ef6009b","block_type":"box","text":"accounts for which that team is responsible. Initial public offerings of U.S. equity securities will be identified as","page_number":155,"box":{"x":69,"y":740,"width":793,"height":11}},{"id":"9ea84423-4940-4b6d-852f-0c729e93d3fd","block_type":"box","text":"eligible for par ticular client accounts that are managed by por tfolio teams who have indicated interest in the offering","page_number":155,"box":{"x":69,"y":755,"width":831,"height":11}},{"id":"ed558b47-3dae-422e-a6ba-0ea1861186ed","block_type":"box","text":"based on market capitalization of the issuer of the security and the investment mandate of the client account and in","page_number":155,"box":{"x":69,"y":770,"width":828,"height":11}},{"id":"7eecee63-c85f-4a75-83b1-b8e2bf72d381","block_type":"box","text":"the case of international equity securities, the country where the offering is taking place and the investment mandate","page_number":155,"box":{"x":68,"y":785,"width":839,"height":12}},{"id":"defff630-b105-434f-b852-6af793c36ab5","block_type":"box","text":"of the client account. Generally, shares received during the initial public offering will be allocated among par ticipating","page_number":155,"box":{"x":69,"y":801,"width":835,"height":11}},{"id":"69edcdfe-3053-4c2f-af79-50a0c5ff921d","block_type":"box","text":"client accounts within each investment mandate on a pro rata basis. In situations where supply is too limited to be","page_number":155,"box":{"x":69,"y":816,"width":819,"height":11}},{"id":"1a819187-5f5b-4531-97f4-9f7d11b5cabe","block_type":"box","text":"allocated among all accounts for which the investment is eligible, por tfolio managers may rotate such investment","page_number":155,"box":{"x":69,"y":831,"width":808,"height":11}},{"id":"d2ae6713-6dde-4e2a-a387-7ff3b3e5e6a3","block_type":"box","text":"oppor tunities among one or more accounts so long as the rotation system provides for fair access for all client","page_number":155,"box":{"x":69,"y":846,"width":791,"height":11}},{"id":"829fa384-55dd-43ca-b798-dea3002f271f","block_type":"box","text":"accounts over time. Other allocation methodologies that are considered by BlackRock to be fair and equitable to","page_number":155,"box":{"x":69,"y":861,"width":799,"height":11}},{"id":"3a35650c-eb73-480d-a27c-cb81ce6f7c88","block_type":"box","text":"clients may be used as well.","page_number":155,"box":{"x":69,"y":876,"width":200,"height":11}},{"id":"5293b9ac-6f0d-48a4-86ba-796902f1ae02","block_type":"box","text":"II-127","page_number":155,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"39326152-0017-48a1-8582-39d49f0b1104","block_type":"box","text":"NM1026U-5981080-155/228","page_number":155,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"e3f01c90-5adb-4d34-97c1-1e60dfa95e18","block_type":"box","text":"Because different accounts may have differing investment objectives and policies, BlackRock may buy and sell","page_number":156,"box":{"x":102,"y":45,"width":789,"height":11}},{"id":"640ceb4e-bea0-45a2-9986-c803396be5a2","block_type":"box","text":"the same securities at the same time for different clients based on the par ticular investment objective, guidelines","page_number":156,"box":{"x":68,"y":60,"width":815,"height":11}},{"id":"1dac4392-0f6c-40c3-9472-d8ca5a6bae03","block_type":"box","text":"and strategies of those accounts. For example, BlackRock may decide that it may be entirely appropriate for a growth","page_number":156,"box":{"x":69,"y":75,"width":835,"height":11}},{"id":"a3415b0d-dbea-4620-b389-8d49dd088b31","block_type":"box","text":"fund to sell a security at the same time a value fund is buying that security. To the extent that transactions on behalf","page_number":156,"box":{"x":68,"y":90,"width":833,"height":11}},{"id":"b1919e18-400d-4634-b61c-7f96d544d611","block_type":"box","text":"of more than one client of BlackRock or its affiliates during the same period may increase the demand for securities","page_number":156,"box":{"x":69,"y":105,"width":829,"height":11}},{"id":"362c303a-ad5e-4b42-a145-15acdd5c9cce","block_type":"box","text":"being purchased or the supply of securities being sold, there may be an adverse effect on price. For example, sales","page_number":156,"box":{"x":69,"y":120,"width":825,"height":12}},{"id":"b4a47559-b035-41c8-bb7f-6c06f3302fac","block_type":"box","text":"of a security by BlackRock on behalf of one or more of its clients may decrease the market price of such security,","page_number":156,"box":{"x":69,"y":135,"width":806,"height":11}},{"id":"e45a7f4e-ce7b-4511-b745-15dac9901c16","block_type":"box","text":"adversely impacting other BlackRock clients that still hold the security. If purchases or sales of securities arise for","page_number":156,"box":{"x":69,"y":150,"width":814,"height":12}},{"id":"7cee0d68-627a-47f8-af1d-2108a0ae8bdf","block_type":"box","text":"consideration at or about the same time that would involve a Fund or other clients or funds for which BlackRock or an","page_number":156,"box":{"x":69,"y":166,"width":836,"height":9}},{"id":"e1821cc2-3e79-4860-9595-ea1a0a2da6a9","block_type":"box","text":"affiliate act as investment manager, transactions in such securities will be made, insofar as feasible, for the","page_number":156,"box":{"x":69,"y":181,"width":773,"height":11}},{"id":"c4d08fb4-059e-483e-8707-661e3855b136","block_type":"box","text":"respective funds and clients in a manner deemed equitable to all.","page_number":156,"box":{"x":69,"y":196,"width":467,"height":11}},{"id":"1c7ef6d3-08a0-4c79-9523-65823acc9c83","block_type":"box","text":"In cer tain instances, BlackRock may find it efficient for purposes of seeking to obtain best execution, to","page_number":156,"box":{"x":102,"y":218,"width":741,"height":12}},{"id":"9ca7b797-228f-4bf1-b2c0-08c1251cf0d3","block_type":"box","text":"aggregate cer tain contemporaneous purchases or sale orders of its advisory accounts. In general, all","page_number":156,"box":{"x":69,"y":234,"width":721,"height":11}},{"id":"bc1d522f-a37d-4c4b-aaa9-6af8a337b3c4","block_type":"box","text":"contemporaneous trades for client accounts under management by the same por tfolio manager or investment team","page_number":156,"box":{"x":69,"y":249,"width":824,"height":11}},{"id":"80307262-3262-435f-863b-3853e0b65c29","block_type":"box","text":"will be aggregated in a single order if the trader believes the aggregated trade would provide each client with an","page_number":156,"box":{"x":68,"y":264,"width":795,"height":11}},{"id":"d247008e-0cf0-4a75-9599-2768f7ed2f5d","block_type":"box","text":"oppor tunity to achieve a more favorable execution at a potentially lower execution cost. The costs associated with an","page_number":156,"box":{"x":69,"y":279,"width":834,"height":11}},{"id":"03e40248-e240-456c-9b15-2a59ccfc4013","block_type":"box","text":"aggregated order will be shared pro rata among the clients in the aggregated order. Generally, if an order for a","page_number":156,"box":{"x":69,"y":294,"width":783,"height":11}},{"id":"d84714f2-90c5-4ac9-9bb0-2bebee6ea828","block_type":"box","text":"par ticular por tfolio manager or management team is filled at several different prices through multiple trades, all","page_number":156,"box":{"x":70,"y":309,"width":796,"height":11}},{"id":"b03084ee-e792-4706-bf79-59a3f2cb21df","block_type":"box","text":"accounts par ticipating in the order will receive the average price except in the case of cer tain international markets","page_number":156,"box":{"x":69,"y":324,"width":821,"height":12}},{"id":"f5784bd6-0d8d-43fc-a715-26d645f09fdb","block_type":"box","text":"where average pricing is not permitted. While in some cases this practice could have a detrimental effect upon the","page_number":156,"box":{"x":68,"y":339,"width":819,"height":12}},{"id":"b03f11c4-ce05-4bf4-ace6-43ba42383441","block_type":"box","text":"price or value of the security as far as a Fund is concerned, in other cases it could be beneficial to the Fund.","page_number":156,"box":{"x":70,"y":355,"width":771,"height":11}},{"id":"4a7757c7-a5e3-48f5-b2fb-adb87de880b7","block_type":"box","text":"Transactions effected by BlackRock on behalf of more than one of its clients during the same period may increase","page_number":156,"box":{"x":68,"y":370,"width":815,"height":11}},{"id":"ae991589-fac3-46e3-aa1d-9a6f98772ae6","block_type":"box","text":"the demand for securities being purchased or the supply of securities being sold, causing an adverse effect on price.","page_number":156,"box":{"x":68,"y":385,"width":835,"height":11}},{"id":"075498a8-0a22-4adb-bf93-cafe76c6f4d0","block_type":"box","text":"The trader will give the aggregated order to the broker-dealer that the trader has identified as being able to provide","page_number":156,"box":{"x":68,"y":400,"width":817,"height":11}},{"id":"4ab44a4e-a279-4f8e-b080-49982980c0ca","block_type":"box","text":"the best execution of the order. Orders for purchase or sale of securities will be placed within a reasonable amount","page_number":156,"box":{"x":68,"y":415,"width":823,"height":11}},{"id":"3a92ed51-4ea9-497b-98f1-16744e6743a1","block_type":"box","text":"of time of the order receipt and aggregated orders will be kept aggregated only long enough to execute the order.","page_number":156,"box":{"x":69,"y":430,"width":803,"height":11}},{"id":"be932eec-d21f-4ec5-835d-a380d397e414","block_type":"box","text":"A Fund will not purchase securities during the existence of any underwriting or selling group relating to such","page_number":156,"box":{"x":101,"y":453,"width":767,"height":11}},{"id":"72949abe-b691-4309-8cf3-5e139b1688d0","block_type":"box","text":"securities of which BlackRock, BRIL or any affiliated person (as defined in the Investment Company Act) thereof is a","page_number":156,"box":{"x":69,"y":468,"width":826,"height":11}},{"id":"122b1280-d82f-441f-868e-6444372cd1ca","block_type":"box","text":"member except pursuant to procedures adopted by the Board of Directors in accordance with Rule 10f-3 under the","page_number":156,"box":{"x":69,"y":483,"width":816,"height":11}},{"id":"0e581a64-7752-4ef6-9d0c-63ee2158fa7f","block_type":"box","text":"Investment Company Act. In no instance will por tfolio securities be purchased from or sold to BlackRock, BRIL or any","page_number":156,"box":{"x":70,"y":498,"width":833,"height":11}},{"id":"e18a9741-c899-46bf-a828-753c67ab3f17","block_type":"box","text":"affiliated person of the foregoing entities except as permitted by Commission exemptive order or by applicable law.","page_number":156,"box":{"x":69,"y":513,"width":818,"height":12}},{"id":"ed1e3002-3ece-4e1b-97d5-df6fa1cef4c2","block_type":"box","text":"A Fund’s purchase and sale orders for securities may be combined with those of other investment companies,","page_number":156,"box":{"x":101,"y":536,"width":786,"height":11}},{"id":"524f883a-df78-4b22-83e8-0b079cc7c941","block_type":"box","text":"clients or accounts that BlackRock manages or advises. If purchases or sales of por tfolio securities of a Fund and","page_number":156,"box":{"x":69,"y":551,"width":814,"height":11}},{"id":"59f6f188-d40d-42b2-b40f-1b68a7517c11","block_type":"box","text":"one or more other accounts managed or advised by BlackRock are considered at or about the same time,","page_number":156,"box":{"x":69,"y":566,"width":751,"height":11}},{"id":"cbc4da54-6f37-4834-a317-f6f536d8f1de","block_type":"box","text":"transactions in such securities are allocated among the Fund and the other accounts in a manner deemed equitable","page_number":156,"box":{"x":68,"y":582,"width":829,"height":11}},{"id":"94bef7e5-c8ac-44d3-8133-0323a97855e9","block_type":"box","text":"to all by BlackRock. In some cases, this procedure could have a detrimental effect on the price or volume of the","page_number":156,"box":{"x":68,"y":596,"width":799,"height":12}},{"id":"da6d401d-a9fb-4c16-bbda-767bce6cb30c","block_type":"box","text":"security as far as a Fund is concerned. However, in other cases, it is possible that the ability to par ticipate in volume","page_number":156,"box":{"x":69,"y":612,"width":834,"height":11}},{"id":"d38469a2-bdd9-4ea1-a9c7-eed3c1da5ed4","block_type":"box","text":"transactions and to negotiate lower transaction costs will be beneficial to the Fund. BlackRock may deal, trade and","page_number":156,"box":{"x":68,"y":627,"width":820,"height":11}},{"id":"2193f6e9-c715-4efd-8b2e-30170c4984e2","block_type":"box","text":"invest for its own account in the types of securities in which a Fund may invest. BlackRock may, from time to time,","page_number":156,"box":{"x":70,"y":642,"width":812,"height":11}},{"id":"9381c786-8ede-4da5-9f86-84ef38b95260","block_type":"box","text":"effect trades on behalf of and for the account of a Fund with brokers or dealers that are affiliated with BFA, in","page_number":156,"box":{"x":69,"y":657,"width":781,"height":10}},{"id":"418dd7c3-6dfc-439b-b4cf-a509f1dc6868","block_type":"box","text":"conformity with the Investment Company Act and Commission rules and regulations. Under these provisions, any","page_number":156,"box":{"x":69,"y":672,"width":805,"height":11}},{"id":"5f37792d-0e9b-464f-8d4f-781a3bd5589b","block_type":"box","text":"commissions paid to affiliated brokers or dealers must be reasonable and fair compared to the commissions charged","page_number":156,"box":{"x":69,"y":687,"width":840,"height":11}},{"id":"0fd912ea-cefb-473c-abb4-f9fc79fc9241","block_type":"box","text":"by other brokers or dealers in comparable transactions. A Fund will not deal with affiliates in principal transactions","page_number":156,"box":{"x":69,"y":702,"width":815,"height":11}},{"id":"bf73e8a8-565b-4b7b-9a3a-3bbb96a39b41","block_type":"box","text":"unless permitted by applicable Commission rules or regulations, or by Commission exemptive order.","page_number":156,"box":{"x":69,"y":718,"width":713,"height":11}},{"id":"e68b6655-fc15-4abd-93e1-c5d9902b3907","block_type":"box","text":"Portfolio Turnover","page_number":156,"box":{"x":69,"y":748,"width":129,"height":9}},{"id":"17f5568f-211d-4993-a942-a9c80dac6ddd","block_type":"box","text":"The por tfolio turnover rate is calculated by dividing the lesser of a Fund’s annual sales or purchases of por tfolio","page_number":156,"box":{"x":101,"y":770,"width":798,"height":12}},{"id":"7aa0f2d1-9be8-48c3-ad35-28c70ffaa195","block_type":"box","text":"securities (exclusive of purchases or sales of U.S. Government Securities and all other securities whose maturities at","page_number":156,"box":{"x":69,"y":785,"width":839,"height":11}},{"id":"cd1076e3-2247-4850-be1c-6256ab78cc26","block_type":"box","text":"the time of acquisition were one year or less) by the monthly average value of the securities in the por tfolio during","page_number":156,"box":{"x":68,"y":801,"width":814,"height":11}},{"id":"001e5577-4da3-405b-b4d5-dfcbf115e1db","block_type":"box","text":"the year. A high rate of por tfolio turnover results in cer tain tax consequences, such as increased capital gain","page_number":156,"box":{"x":68,"y":816,"width":777,"height":11}},{"id":"6a23386e-8439-4617-8ab3-de1b32d9a97f","block_type":"box","text":"dividends and/or ordinary income dividends, and in correspondingly greater transaction costs in the form of dealer","page_number":156,"box":{"x":69,"y":831,"width":818,"height":11}},{"id":"63429e42-f44d-4b24-9e13-679d8c88a487","block_type":"box","text":"spreads and brokerage commissions, which are borne directly by a Fund.","page_number":156,"box":{"x":69,"y":846,"width":519,"height":11}},{"id":"7cfe88ab-bcff-44a1-9d3b-bcb38a65cbf3","block_type":"box","text":"II-128","page_number":156,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"685dd5c6-c704-4743-beb2-3eff9d2ad81b","block_type":"box","text":"NM1026U-5981080-156/228","page_number":156,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"3847a9e6-4f57-4c91-9b13-322f218babef","block_type":"box","text":"DIVIDENDS AND TAXES","page_number":157,"box":{"x":396,"y":45,"width":186,"height":10}},{"id":"e2227055-0949-4ed1-a34c-63acb2246069","block_type":"box","text":"Dividends","page_number":157,"box":{"x":69,"y":76,"width":69,"height":8}},{"id":"59bd4112-1822-4689-af26-2024ac2ade06","block_type":"box","text":"Each Fund intends to distribute substantially all of its net investment income, if any. Dividends from such net","page_number":157,"box":{"x":102,"y":98,"width":776,"height":11}},{"id":"ea53785e-381f-4784-ad14-55780a7ab326","block_type":"box","text":"investment income are paid as set for th in each Fund’s Prospectus. Each Fund also intends to distribute all net","page_number":157,"box":{"x":70,"y":113,"width":795,"height":11}},{"id":"3a571f71-35fa-48af-9a5d-ec98eb31f1e1","block_type":"box","text":"realized capital gains, if any, as set for th in such Fund’s Prospectus. From time to time, a Fund may declare a special","page_number":157,"box":{"x":69,"y":128,"width":837,"height":12}},{"id":"c5f46d55-0c18-4e49-b0e5-30c907e2c729","block_type":"box","text":"distribution at or about the end of the calendar year in order to comply with U.S. federal tax requirements that cer tain","page_number":157,"box":{"x":69,"y":143,"width":836,"height":12}},{"id":"c71b7e78-c722-43ca-8cde-66afc89cbb26","block_type":"box","text":"percentages of its ordinary income and capital gains be distributed during the year. If, in any fiscal year, a Fund has","page_number":157,"box":{"x":70,"y":159,"width":822,"height":11}},{"id":"1c1ee7e2-8bef-4ddc-a1fe-03d70a7baccb","block_type":"box","text":"net income from cer tain foreign currency transactions, such income will be distributed at least annually.","page_number":157,"box":{"x":69,"y":174,"width":739,"height":11}},{"id":"b3dac9b2-3fcc-4ad5-848e-cb49043819f2","block_type":"box","text":"For information concerning the manner in which dividends may be reinvested automatically in shares of each","page_number":157,"box":{"x":102,"y":196,"width":773,"height":12}},{"id":"4c098820-3f4c-47f0-8488-deeb7b590e2c","block_type":"box","text":"Fund, as applicable, see “Shareholder Services — Automatic Dividend Reinvestment Plan.” Shareholders may also","page_number":157,"box":{"x":70,"y":212,"width":819,"height":11}},{"id":"71f85c49-4a77-4140-ae2b-1a6ba53a650c","block_type":"box","text":"elect in writing to receive any such dividends in cash. Dividends are taxable to shareholders, as discussed below,","page_number":157,"box":{"x":69,"y":227,"width":807,"height":11}},{"id":"43fc48a1-0fd3-463a-b98c-81bb9eace888","block_type":"box","text":"whether they are reinvested in shares of the Fund or received in cash. The per share dividends on front-end load","page_number":157,"box":{"x":68,"y":242,"width":800,"height":11}},{"id":"390894d1-efca-4897-9947-1edbda4e07d7","block_type":"box","text":"shares, CDSC shares and Service Shares will be lower than the per share dividends on Institutional Shares as a","page_number":157,"box":{"x":69,"y":257,"width":801,"height":11}},{"id":"70d30fe1-7237-41ee-821f-6e6e685685de","block_type":"box","text":"result of the service, distribution and higher transfer agency fees applicable to CDSC shares, the service fees","page_number":157,"box":{"x":69,"y":272,"width":783,"height":11}},{"id":"76a1e188-d042-4b4d-a5d4-2c27511157a2","block_type":"box","text":"applicable to front-end load shares and Service Shares, and the service and distribution fees applicable to Class R","page_number":157,"box":{"x":69,"y":287,"width":820,"height":11}},{"id":"2f0a8d3f-c296-44a8-8542-639bcebcb411","block_type":"box","text":"Shares. Similarly, the per share dividends on CDSC shares and Class R Shares will be lower than the per share","page_number":157,"box":{"x":69,"y":302,"width":794,"height":11}},{"id":"b5232794-3c8b-4611-bf72-5b79d65e00b7","block_type":"box","text":"dividends on front-end load shares and Service Shares as a result of the distribution fees and higher transfer agency","page_number":157,"box":{"x":69,"y":317,"width":834,"height":12}},{"id":"52e065bf-b517-4165-b882-aa3c80c25d40","block_type":"box","text":"fees applicable to CDSC shares and the distribution fees applicable to Class R Shares, and the per share dividends","page_number":157,"box":{"x":68,"y":332,"width":826,"height":11}},{"id":"bca636d0-c9a2-460a-8eec-405677bf6dea","block_type":"box","text":"on CDSC shares will be lower than the per share dividends on Class R Shares as a result of the higher distribution","page_number":157,"box":{"x":69,"y":348,"width":816,"height":11}},{"id":"c7881b7e-4566-4da0-a049-d66839c3e635","block_type":"box","text":"fees and higher transfer agency fees applicable to CDSC shares.","page_number":157,"box":{"x":68,"y":363,"width":461,"height":11}},{"id":"8e28d10c-54c4-443c-98f9-22fe09627de8","block_type":"box","text":"Taxes","page_number":157,"box":{"x":68,"y":393,"width":42,"height":9}},{"id":"52489581-2856-486c-ba9e-95f595f9aeda","block_type":"box","text":"Each Fund intends to continue to qualify for the special tax treatment afforded to regulated investment","page_number":157,"box":{"x":102,"y":416,"width":732,"height":11}},{"id":"8443496c-69c8-4f2f-bf52-9f4a32e3ba35","block_type":"box","text":"companies under the Code. As long as a Fund so qualifies, the Fund (but not its shareholders) will not be subject to","page_number":157,"box":{"x":69,"y":431,"width":825,"height":11}},{"id":"96848383-9628-469b-9a77-36f590d36be2","block_type":"box","text":"U.S. federal income tax on the par t of its investment company taxable income and net realized capital gains that it","page_number":157,"box":{"x":70,"y":446,"width":817,"height":11}},{"id":"a62c19ad-ae36-4f07-b4aa-6f0323d64d28","block_type":"box","text":"distributes to its shareholders in years in which it distributes at least 90% of its investment company taxable income","page_number":157,"box":{"x":69,"y":461,"width":832,"height":11}},{"id":"8a0dab15-0a92-45e6-a56e-342d0195f20a","block_type":"box","text":"and at least 90% of its net tax-exempt interest income, if any, for the year. To qualify as a regulated investment","page_number":157,"box":{"x":69,"y":476,"width":791,"height":11}},{"id":"93b41dfa-7b32-4de8-a66a-b186c93c4022","block_type":"box","text":"company, a Fund must meet cer tain requirements regarding the source of its income and the composition and","page_number":157,"box":{"x":69,"y":491,"width":786,"height":12}},{"id":"bb8fd4dc-657c-4884-8708-d6f849af64d3","block_type":"box","text":"diversification of its assets. See Par t II, “Investment Risks and Considerations—Investment Restrictions (All Funds)”","page_number":157,"box":{"x":69,"y":506,"width":831,"height":11}},{"id":"762a1c15-09b7-4217-9407-009932d23956","block_type":"box","text":"for a discussion of the asset diversification requirements. In the case of a Feeder Fund, such Fund may look to the","page_number":157,"box":{"x":68,"y":521,"width":819,"height":12}},{"id":"6ab4205a-efd4-4dcf-b8cf-718ff9bd7334","block_type":"box","text":"underlying assets of the Master Por tfolio in which it has invested for purposes of satisfying the asset diversification","page_number":157,"box":{"x":69,"y":537,"width":824,"height":11}},{"id":"7af4352d-8848-43bb-b199-ee0105dce53b","block_type":"box","text":"requirement and various other requirements of the Code applicable to regulated investment companies.","page_number":157,"box":{"x":69,"y":552,"width":739,"height":11}},{"id":"57697bf5-3ac3-4b48-af46-5b1d5d51f83c","block_type":"box","text":"A Fund may be able to cure a failure to derive at least 90% of its income from the sources specified above or a","page_number":157,"box":{"x":101,"y":574,"width":792,"height":12}},{"id":"2a203538-ba8c-4e3e-9720-89dfa0261b14","block_type":"box","text":"failure to diversify its holdings in the manner described above by paying a tax, by disposing of cer tain assets, or by","page_number":157,"box":{"x":68,"y":589,"width":819,"height":12}},{"id":"4a5a7b39-5fe0-4fe8-bc4b-67f37ec4651d","block_type":"box","text":"paying a tax and disposing of assets. If, in any taxable year, a Fund fails one of these tests and does not timely cure","page_number":157,"box":{"x":70,"y":605,"width":830,"height":11}},{"id":"a52436f0-fbb8-4b96-8da7-8425ae3c679f","block_type":"box","text":"the failure, the Fund will be taxed in the same manner as an ordinary corporation and distributions to its","page_number":157,"box":{"x":68,"y":620,"width":744,"height":11}},{"id":"b6f22866-5d5b-4edb-badf-ca59a71968ca","block_type":"box","text":"shareholders will not be deductible by the Fund in computing its taxable income. Although in general the passive loss","page_number":157,"box":{"x":69,"y":635,"width":835,"height":11}},{"id":"b9c90b8c-9a48-4013-a227-59c77e8962f1","block_type":"box","text":"rules of the Code do not apply to regulated investment companies, such rules do apply to a regulated investment","page_number":157,"box":{"x":69,"y":650,"width":808,"height":11}},{"id":"15e31370-ebb9-4b44-a052-8dd27e7d235f","block_type":"box","text":"company with respect to items attributable to an interest in a qualified publicly-traded par tnership. A Fund’s","page_number":157,"box":{"x":69,"y":665,"width":767,"height":11}},{"id":"2e66d2ba-a3af-4703-b591-c0661cb2402f","block_type":"box","text":"investments in par tnerships, including in qualified publicly-traded par tnerships, may result in the Fund being subject","page_number":157,"box":{"x":70,"y":680,"width":826,"height":12}},{"id":"7a24c07f-7478-4166-81ce-57a242c29824","block_type":"box","text":"to state, local, or non-U.S. income, franchise or withholding tax liabilities.","page_number":157,"box":{"x":68,"y":695,"width":521,"height":12}},{"id":"d1cce182-a877-45f5-b10e-af85f4d6041a","block_type":"box","text":"Each Fund intends to distribute substantially all of such income and gains. If, in any taxable year, a Fund fails to","page_number":157,"box":{"x":102,"y":718,"width":798,"height":11}},{"id":"4eda1b92-4d35-4e36-927e-c5371a6886e0","block_type":"box","text":"qualify as a regulated investment company under the Code, notwithstanding the availability of cer tain relief","page_number":157,"box":{"x":69,"y":733,"width":762,"height":11}},{"id":"fce609ac-3f3c-4372-8717-3a8d57170892","block_type":"box","text":"provisions, such Fund would be taxed in the same manner as an ordinary corporation and all distributions from","page_number":157,"box":{"x":70,"y":748,"width":789,"height":11}},{"id":"55e1bb50-d513-42a8-9439-c398fa06270c","block_type":"box","text":"earnings and profits (as determined under U.S. federal income tax principles) to its shareholders would be taxable as","page_number":157,"box":{"x":69,"y":763,"width":837,"height":12}},{"id":"a628b822-808a-4c78-a6fc-92ffea3398f5","block_type":"box","text":"ordinary dividend income eligible for taxation at a reduced tax rate for non-corporate shareholders and the dividends","page_number":157,"box":{"x":69,"y":778,"width":831,"height":12}},{"id":"31e99cca-2ef4-4cb1-a8af-07ba26f3aaef","block_type":"box","text":"received deduction for corporate shareholders. However, a Municipal Fund’s distributions derived from income on tax","page_number":157,"box":{"x":69,"y":794,"width":837,"height":11}},{"id":"3fe851e1-28b2-4d7f-adfc-f6d950b8be68","block_type":"box","text":"exempt obligations, as defined herein, would no longer qualify for treatment as exempt interest. Each Fund that is a","page_number":157,"box":{"x":69,"y":809,"width":825,"height":11}},{"id":"538a9efe-ef5c-4472-b9d9-3c2acf5e7320","block_type":"box","text":"series of a regulated investment company that consists of multiple series is treated as a separate corporation for","page_number":157,"box":{"x":69,"y":824,"width":811,"height":11}},{"id":"af7f4478-9e8f-4e21-a372-65553a4dff7d","block_type":"box","text":"U.S. federal income tax purposes, and therefore is considered to be a separate entity in determining its treatment","page_number":157,"box":{"x":70,"y":839,"width":813,"height":11}},{"id":"777f897c-3db2-43da-b8ac-861a999a5252","block_type":"box","text":"under the rules for regulated investment companies. Losses in one series of a regulated investment company do not","page_number":157,"box":{"x":69,"y":854,"width":834,"height":11}},{"id":"099bf8b9-95d1-4f2f-93d5-69b77d921dc7","block_type":"box","text":"offset gains in another, and the requirements (other than cer tain organizational requirements) for qualifying for","page_number":157,"box":{"x":69,"y":869,"width":790,"height":11}},{"id":"2afe9dd1-c304-4fd9-9251-9c7f160e7c77","block_type":"box","text":"regulated investment company status will be determined at the level of the individual series. In the following","page_number":157,"box":{"x":69,"y":884,"width":771,"height":12}},{"id":"c1a0f232-8c7f-42ac-ad22-c8d01f76a07c","block_type":"box","text":"discussion, the term “Fund” means each individual series, if applicable.","page_number":157,"box":{"x":69,"y":899,"width":512,"height":11}},{"id":"932e4891-a3dd-40d7-b4c5-30665d067515","block_type":"box","text":"II-129","page_number":157,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"e7712951-bb13-4791-aed6-58afe13417fd","block_type":"box","text":"NM1026U-5981080-157/228","page_number":157,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"6ec8980c-e479-4230-ab9b-f937ec1911f2","block_type":"box","text":"The Code requires a regulated investment company to pay a nondeductible 4% excise tax to the extent the","page_number":158,"box":{"x":101,"y":45,"width":759,"height":11}},{"id":"040f09c8-279c-4144-af96-24675df37e10","block_type":"box","text":"regulated investment company does not distribute, during each calendar year, at least 98% of its ordinary income,","page_number":158,"box":{"x":69,"y":60,"width":813,"height":11}},{"id":"0610adf4-3d5f-4256-92b0-b74f9ac0de53","block_type":"box","text":"determined on a calendar year basis, and at least 98.2% of its capital gain net income, determined, in general, as if","page_number":158,"box":{"x":69,"y":75,"width":830,"height":11}},{"id":"2ccabb3a-63a2-4420-8c04-7ea243156eb7","block_type":"box","text":"the regulated investment company’s taxable year ended on October 31, plus cer tain undistributed amounts from the","page_number":158,"box":{"x":68,"y":90,"width":832,"height":11}},{"id":"a8c57420-ffb4-45af-a970-897405185a36","block_type":"box","text":"previous years. While each Fund intends to distribute its income and capital gains in the manner necessary to avoid","page_number":158,"box":{"x":70,"y":105,"width":825,"height":11}},{"id":"36889470-7123-4853-8bf1-c82f79696626","block_type":"box","text":"imposition of the 4% excise tax, there can be no assurance that a sufficient amount of the Fund’s taxable income","page_number":158,"box":{"x":70,"y":120,"width":810,"height":11}},{"id":"34424378-623b-400b-92ce-a089dddaa080","block_type":"box","text":"and capital gains will be distributed to avoid entirely the imposition of the tax. In such event, a Fund will be liable for","page_number":158,"box":{"x":69,"y":135,"width":828,"height":12}},{"id":"9a9023f7-90bd-4457-b3bf-cc114adb061b","block_type":"box","text":"the tax only on the amount by which it does not meet the foregoing distribution requirements.","page_number":158,"box":{"x":68,"y":150,"width":666,"height":12}},{"id":"9681d1f0-f979-4025-a3fc-6bc0c4f89bc1","block_type":"box","text":"Net capital loss carryforwards may be applied against realized capital gains in each succeeding year, until they","page_number":158,"box":{"x":102,"y":173,"width":790,"height":11}},{"id":"bbf7e9d8-6634-464f-a22f-0842e2e18c35","block_type":"box","text":"have been reduced to zero. In the event that the Fund were to experience an ownership change as defined under the","page_number":158,"box":{"x":69,"y":188,"width":830,"height":12}},{"id":"618843fb-ab01-4086-b673-c1030b9dc4f1","block_type":"box","text":"Code, the Fund’s loss carryforwards and other favorable tax attributes of the Fund, if any, may be subject to","page_number":158,"box":{"x":69,"y":203,"width":770,"height":12}},{"id":"5b0c9da8-7f42-4224-8914-0f1e210e922e","block_type":"box","text":"limitation.","page_number":158,"box":{"x":70,"y":219,"width":68,"height":8}},{"id":"c42e943f-9563-408f-9ac1-c3c1ff1f53f2","block_type":"box","text":"Dividends paid by a Fund from its ordinary income or from an excess of net shor t-term capital gain over net long","page_number":158,"box":{"x":102,"y":241,"width":803,"height":11}},{"id":"55905131-79ed-462e-947e-823f4536e7f5","block_type":"box","text":"term capital loss (together referred to as “ordinary income dividends”) are taxable to shareholders as ordinary","page_number":158,"box":{"x":68,"y":256,"width":790,"height":12}},{"id":"6b880417-ab4c-479a-a7c5-ea4b64aa5e64","block_type":"box","text":"income. Distributions made from an excess of net long-term capital gain over net shor t-term capital loss (including","page_number":158,"box":{"x":70,"y":271,"width":815,"height":12}},{"id":"b27d72fb-02e2-413a-8356-3c284fc5a9ee","block_type":"box","text":"gains or losses from cer tain transactions in futures and options) (“capital gain dividends”) are taxable to","page_number":158,"box":{"x":68,"y":286,"width":748,"height":12}},{"id":"5c0ae1c5-e0cc-45a4-85e2-17324e78b872","block_type":"box","text":"shareholders as long-term capital gains, regardless of the length of time the shareholder has owned Fund shares.","page_number":158,"box":{"x":69,"y":302,"width":811,"height":11}},{"id":"b9a63dc0-3f38-4c43-aebb-c441007fba7c","block_type":"box","text":"Distributions paid by a Fund that are repor ted as exempt-interest dividends will not be subject to regular U.S. federal","page_number":158,"box":{"x":70,"y":317,"width":829,"height":11}},{"id":"f932a6ac-bdf7-43c8-bdcb-818c8d00be10","block_type":"box","text":"income tax. Cer tain dividend income and long-term capital gains are eligible for taxation at a reduced rate that","page_number":158,"box":{"x":70,"y":332,"width":785,"height":11}},{"id":"df34a85b-51e8-46ba-a547-4f720c0da880","block_type":"box","text":"applies to non-corporate shareholders. Under these rules, the por tion of ordinary income dividends constituting","page_number":158,"box":{"x":69,"y":347,"width":795,"height":11}},{"id":"7f137187-51ce-420d-9400-af1edf764fc7","block_type":"box","text":"“qualified dividend income” when paid by a regulated investment company to a non-corporate shareholder may be","page_number":158,"box":{"x":70,"y":362,"width":809,"height":11}},{"id":"42b8bd09-7663-480a-862f-2abe84d19feb","block_type":"box","text":"taxable to such shareholder at long-term capital gain rates provided the shareholder has held the shares on which","page_number":158,"box":{"x":68,"y":377,"width":814,"height":12}},{"id":"4df0483d-4804-482c-b651-606778875042","block_type":"box","text":"the dividend was paid for at least 61 days during the 121-day period that begins on the date that is 60 days before","page_number":158,"box":{"x":68,"y":392,"width":822,"height":12}},{"id":"a8bb646a-09b1-4bdd-b78f-2b4a92b1ed31","block_type":"box","text":"the date on which the shares become ex-dividend with respect to such dividend (or, in the case of cer tain","page_number":158,"box":{"x":68,"y":407,"width":751,"height":11}},{"id":"a9d2de75-2a52-4b11-aaac-d953f35c64e0","block_type":"box","text":"accumulated dividends with respect to preferred stocks, the shareholder has held the shares on which the dividend","page_number":158,"box":{"x":69,"y":423,"width":823,"height":11}},{"id":"b1304302-fa35-4c4f-ae90-b034e8be31b5","block_type":"box","text":"was paid for at least 91 days during the 181-day period that begins on the date that is 90 days before the date on","page_number":158,"box":{"x":68,"y":438,"width":817,"height":11}},{"id":"d0b7ee42-dbc5-4a34-ae7e-75ec9ab83075","block_type":"box","text":"which the shares become ex-dividend with respect to such dividend). However, to the extent a Fund’s distributions","page_number":158,"box":{"x":68,"y":453,"width":813,"height":11}},{"id":"ba7e9935-8ede-45d0-ab98-89beae38dea4","block_type":"box","text":"are derived from income on debt securities, cer tain types of preferred stock treated as debt for U.S. federal income","page_number":158,"box":{"x":69,"y":468,"width":825,"height":11}},{"id":"cf406c27-91ad-44e0-9766-d9abf1c05cf0","block_type":"box","text":"tax purposes and shor t-term capital gains, such distributions will not constitute “qualified dividend income.” In","page_number":158,"box":{"x":68,"y":483,"width":789,"height":11}},{"id":"ebf46e9c-5689-423e-8997-51d10b18ca8a","block_type":"box","text":"addition, distributions that are derived from securities lending income, such as substitute dividend payments, will not","page_number":158,"box":{"x":69,"y":498,"width":836,"height":11}},{"id":"285ec516-12e5-4ea2-ab19-90a00a6fbd00","block_type":"box","text":"constitute “qualified dividend income.”","page_number":158,"box":{"x":69,"y":513,"width":275,"height":11}},{"id":"3c475cff-8d32-4a6f-82d0-485bb6ee9d05","block_type":"box","text":"A 3.8% Medicare tax is imposed on the net investment income (which includes taxable dividends and redemption","page_number":158,"box":{"x":101,"y":536,"width":806,"height":11}},{"id":"b31e6315-2db2-4e53-a149-f8e7365ac544","block_type":"box","text":"proceeds) of cer tain individuals, trusts and estates.","page_number":158,"box":{"x":70,"y":551,"width":368,"height":11}},{"id":"3950bc33-2621-4d3d-9e4f-e0da2fae9cbe","block_type":"box","text":"A Fund’s net capital gain (the excess of net long-term capital gains over net shor t-term capital losses) is not","page_number":158,"box":{"x":101,"y":574,"width":772,"height":11}},{"id":"1e2fc662-1cfb-4213-976b-7e1c235c2bc8","block_type":"box","text":"subject to the 90% distribution requirement for taxation as a regulated investment company, described above. If a","page_number":158,"box":{"x":69,"y":589,"width":811,"height":11}},{"id":"2a151238-a54c-476e-bbed-26cdf76ddfcf","block_type":"box","text":"Fund retains net capital gain, it is subject to tax on that gain, and may designate the retained amount as","page_number":158,"box":{"x":70,"y":604,"width":745,"height":11}},{"id":"4c36af11-3644-41b2-aaf4-80015428a827","block_type":"box","text":"undistributed capital gain in a written statement furnished to its shareholders, who will be required to include in","page_number":158,"box":{"x":69,"y":619,"width":795,"height":11}},{"id":"40362333-ca0e-4724-beb7-9bf4aae00c81","block_type":"box","text":"income, as long-term capital gain, their propor tionate shares of such undistributed net capital gain, will be deemed to","page_number":158,"box":{"x":70,"y":634,"width":838,"height":12}},{"id":"d170d408-3b32-4f58-8bd1-d89754c1609b","block_type":"box","text":"have paid and may claim as a credit against their U.S. federal income tax liability (and as a refund to the extent it","page_number":158,"box":{"x":69,"y":649,"width":809,"height":12}},{"id":"c60865a4-a3ab-4603-9769-4ef17b930f3b","block_type":"box","text":"exceeds that liability) their propor tionate shares of the tax paid by the Fund on that gain, and shall increase the tax","page_number":158,"box":{"x":69,"y":664,"width":822,"height":12}},{"id":"f4942996-3b5a-4789-b232-5e4d7cd73465","block_type":"box","text":"basis of their shares in the Fund by the excess of the amount included in income over the amount allowed as a credit","page_number":158,"box":{"x":69,"y":680,"width":838,"height":11}},{"id":"c34f845a-f6aa-4ca1-8e48-ee5a2bfec8c2","block_type":"box","text":"against their taxes.","page_number":158,"box":{"x":69,"y":695,"width":135,"height":11}},{"id":"c23170b9-0b44-4c38-aab3-07f2e547b4cc","block_type":"box","text":"Distributions in excess of a Fund’s current and accumulated earnings and profits will first reduce the adjusted","page_number":158,"box":{"x":102,"y":717,"width":783,"height":12}},{"id":"d8086ba3-c013-4027-97cb-244cb8255dbd","block_type":"box","text":"tax basis of a holder’s shares and after such adjusted tax basis is reduced to zero, will constitute capital gains to","page_number":158,"box":{"x":68,"y":732,"width":812,"height":12}},{"id":"6834543a-ba00-45d8-944d-e25e7b91624d","block_type":"box","text":"such holder (assuming the shares are held as a capital asset). Distributions in excess of a Fund’s minimum","page_number":158,"box":{"x":69,"y":748,"width":769,"height":11}},{"id":"e9817622-51d5-4d5e-a722-336d30e1545f","block_type":"box","text":"distribution requirements (or taxable income) but not in excess of a Fund’s earnings and profits will be taxable to","page_number":158,"box":{"x":69,"y":763,"width":805,"height":11}},{"id":"503a8829-8d49-49c3-9ec8-c5b3c029f567","block_type":"box","text":"shareholders and will not constitute nontaxable returns of capital. In the case of a Fund with a non-calendar taxable","page_number":158,"box":{"x":69,"y":778,"width":824,"height":11}},{"id":"3f0029a3-1c85-49e5-b207-3e8fec7c6a6c","block_type":"box","text":"year, a Fund’s earnings and profits are allocated first to distributions made on or before December 31 of the taxable","page_number":158,"box":{"x":68,"y":793,"width":831,"height":11}},{"id":"d69c47f2-81f2-497e-b7be-578e5f14e3be","block_type":"box","text":"year, and then to distributions made after December 31 of the taxable year. Any loss upon the sale or exchange of","page_number":158,"box":{"x":68,"y":808,"width":817,"height":11}},{"id":"0f242c94-6daa-4c52-a555-abc83988017a","block_type":"box","text":"Fund shares held for six months or less will be treated as long-term capital loss to the extent of any capital gain","page_number":158,"box":{"x":70,"y":823,"width":797,"height":12}},{"id":"71fb5b46-35c5-4ee7-b78c-8d2a1b0404c0","block_type":"box","text":"dividends received by the shareholder.","page_number":158,"box":{"x":69,"y":839,"width":272,"height":10}},{"id":"1c1add5d-111b-4567-aa51-bc187db7865d","block_type":"box","text":"Ordinary income and capital gain dividends are taxable to shareholders even if they are reinvested in additional","page_number":158,"box":{"x":102,"y":861,"width":792,"height":11}},{"id":"49a30f67-721c-4884-b61c-c8b791936535","block_type":"box","text":"shares of a Fund. Distributions by a Fund, whether from ordinary income or capital gains, generally will not be eligible","page_number":158,"box":{"x":69,"y":876,"width":835,"height":11}},{"id":"1aeb3a87-8996-46da-a298-7ed5a02d1175","block_type":"box","text":"for the dividends received deduction allowed to corporations under the Code. If a Fund pays a dividend in January","page_number":158,"box":{"x":68,"y":891,"width":809,"height":11}},{"id":"e9de3475-2699-47f0-b9ed-8bf8422a5a77","block_type":"box","text":"that was declared in the previous October, November or December to shareholders of record on a specified date in","page_number":158,"box":{"x":68,"y":906,"width":819,"height":11}},{"id":"bf4daad1-6614-4a0f-9b0a-ae5329ceb87f","block_type":"box","text":"II-130","page_number":158,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"6e0c65b6-73da-4e7e-a998-10728a2d6e65","block_type":"box","text":"NM1026U-5981080-158/228","page_number":158,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"9d534fea-04d5-47fb-aced-60c403a19ca0","block_type":"box","text":"one of such months, then such dividend will be treated for tax purposes as being paid by the Fund and received by its","page_number":159,"box":{"x":69,"y":45,"width":839,"height":11}},{"id":"e4a1ebe4-5779-4ab1-b7c6-06c8f9ecd5d1","block_type":"box","text":"shareholders on December 31 of the year in which the dividend was declared. In the case of a Fund with a non","page_number":159,"box":{"x":69,"y":60,"width":794,"height":11}},{"id":"2a14fea2-4578-4a1b-8ca8-f7565f3bba98","block_type":"box","text":"calendar taxable year, if the Fund repor ts more capital gain dividends than it earns in such taxable year, then the","page_number":159,"box":{"x":69,"y":75,"width":804,"height":11}},{"id":"297f3177-ecae-4405-8050-84be7a146fa7","block_type":"box","text":"Fund will reduce the amounts repor ted as capital gains. Where possible, such reduction will first be allocated to","page_number":159,"box":{"x":70,"y":90,"width":797,"height":11}},{"id":"5879f3cf-8b5b-4ee9-8667-0cc02802d99b","block_type":"box","text":"dividends made after December 31 of such taxable year. A Fund may elect to defer recognizing, until the following","page_number":159,"box":{"x":69,"y":105,"width":810,"height":11}},{"id":"e80a7cd8-127a-4bc9-8af7-9cc38f6be7ef","block_type":"box","text":"taxable year, cer tain net capital losses arising after October 31 of the current taxable year, and cer tain net ordinary","page_number":159,"box":{"x":68,"y":120,"width":826,"height":12}},{"id":"ee1a5ebb-ac51-43e5-ba69-5c7ada87115d","block_type":"box","text":"losses arising after October 31 and/or December 31 of the current taxable year. This may have the effect of","page_number":159,"box":{"x":70,"y":135,"width":772,"height":12}},{"id":"8cd41594-af4a-4704-a9c1-6981027accf5","block_type":"box","text":"increasing the amount of dividends otherwise includible in the shareholder’s income with respect to the current","page_number":159,"box":{"x":70,"y":150,"width":795,"height":12}},{"id":"c114641d-1aaf-4ba9-b7b1-c51120d9563e","block_type":"box","text":"taxable year.","page_number":159,"box":{"x":68,"y":166,"width":89,"height":11}},{"id":"cd0ee66d-2688-421a-82c4-6c774d27ad2a","block_type":"box","text":"No gain or loss will be recognized by Investor C shareholders on the conversion to Investor A Shares. A","page_number":159,"box":{"x":102,"y":188,"width":733,"height":12}},{"id":"e79f00e5-30f6-4f39-b146-96c05b5d640d","block_type":"box","text":"shareholder’s tax basis in the Investor A Shares acquired upon conversion will be the same as the shareholder’s tax","page_number":159,"box":{"x":69,"y":203,"width":832,"height":11}},{"id":"ef793c0e-20ea-49f2-843d-f815165210d2","block_type":"box","text":"basis in the conver ted Investor C Shares and the holding period of the acquired Investor A Shares will include the","page_number":159,"box":{"x":69,"y":218,"width":809,"height":12}},{"id":"5e26f2f7-e6ea-4955-8a7d-cbf952608268","block_type":"box","text":"holding period for the conver ted Investor C Shares.","page_number":159,"box":{"x":69,"y":234,"width":362,"height":11}},{"id":"4d9a32b1-c4c4-4152-9795-d64e5a52b606","block_type":"box","text":"If a shareholder of a Fund exercises an exchange privilege within 90 days of acquiring the shares of a Fund, but","page_number":159,"box":{"x":102,"y":256,"width":795,"height":12}},{"id":"27b01a08-929c-4459-914c-5dcabef733e0","block_type":"box","text":"on or before January 31 of the following year, then the loss that the shareholder recognizes on the exchange will be","page_number":159,"box":{"x":69,"y":271,"width":824,"height":12}},{"id":"a2467083-9e70-4f76-b104-29378ba6fd76","block_type":"box","text":"reduced (or the gain increased) to the extent any sales charge paid on the exchanged shares reduces any sales","page_number":159,"box":{"x":69,"y":287,"width":797,"height":11}},{"id":"af85d779-178d-43bb-943d-c48a29877757","block_type":"box","text":"charge the shareholder would have owed upon the purchase of the new shares in the absence of the exchange","page_number":159,"box":{"x":69,"y":302,"width":791,"height":11}},{"id":"2f4ea34e-9709-4021-aea1-0d3a3900f303","block_type":"box","text":"privilege. Instead, such sales charge will be treated as an amount paid for the new shares.","page_number":159,"box":{"x":70,"y":317,"width":646,"height":11}},{"id":"f4c2c493-1701-4488-b530-5df9c0ad6a00","block_type":"box","text":"A sale, redemption, or exchange of Fund shares may give rise to a gain or loss. In general, any gain or loss","page_number":159,"box":{"x":101,"y":339,"width":762,"height":12}},{"id":"5a2a8baa-98db-46e4-97d0-c10e3dcf9188","block_type":"box","text":"realized upon a taxable disposition of shares of a Fund will be treated as long-term capital gain or loss if such shares","page_number":159,"box":{"x":69,"y":355,"width":836,"height":11}},{"id":"ac8b64d0-ea90-4adc-acdf-f0e6c9f7688d","block_type":"box","text":"have been held for more than 12 months. Otherwise, the gain or loss on the taxable disposition of Fund shares will","page_number":159,"box":{"x":69,"y":370,"width":822,"height":11}},{"id":"fbc239f0-e2db-4956-8f48-cc00d77617b9","block_type":"box","text":"generally be treated as shor t-term capital gain or loss. Any loss realized upon a taxable disposition of shares held for","page_number":159,"box":{"x":68,"y":385,"width":838,"height":11}},{"id":"b451b56f-b2c5-42a3-a204-42196090bae4","block_type":"box","text":"six months or less will be treated as long-term capital loss, rather than shor t-term capital loss, to the extent of any","page_number":159,"box":{"x":69,"y":400,"width":820,"height":11}},{"id":"0a3c90dc-bc0d-401b-a41f-7cb7a4dcadee","block_type":"box","text":"amounts treated as distributions to the shareholder of long-term capital gain (including any amounts credited to the","page_number":159,"box":{"x":69,"y":415,"width":823,"height":11}},{"id":"9a20049e-4426-4e99-9e0e-27ce7e1db4b3","block_type":"box","text":"shareholder as undistributed capital gains). Shareholders that hold shares of a Fund through a qualified tax-exempt","page_number":159,"box":{"x":69,"y":430,"width":822,"height":11}},{"id":"875c6fed-961a-4ffd-85de-841bb496d9d7","block_type":"box","text":"plan described in section 401(a) of the Internal Revenue Code should see the Fund’s Prospectus for a discussion of","page_number":159,"box":{"x":70,"y":445,"width":829,"height":11}},{"id":"75b2b48e-7deb-4999-99ad-68d7e88d5174","block_type":"box","text":"special tax rules that apply to their investments.","page_number":159,"box":{"x":69,"y":461,"width":343,"height":11}},{"id":"ab89ca1a-db2a-4ae0-b1a8-c18d492156bf","block_type":"box","text":"A loss realized on a sale or exchange of shares of a Fund will be disallowed if other substantially identical shares","page_number":159,"box":{"x":101,"y":483,"width":807,"height":11}},{"id":"40abd149-fd5b-458f-8e6c-0ba296883615","block_type":"box","text":"are acquired (whether through the automatic reinvestment of dividends or otherwise) within a 61-day period beginning","page_number":159,"box":{"x":69,"y":498,"width":839,"height":11}},{"id":"0e47095e-e171-4cfe-ae91-fa9f530ad63d","block_type":"box","text":"30 days before and ending 30 days after the date on which the shares are sold or exchanged. In such case, the","page_number":159,"box":{"x":69,"y":513,"width":799,"height":12}},{"id":"482e5298-1b54-4ebc-923e-f68a30cacd75","block_type":"box","text":"basis of the shares acquired will be adjusted to reflect the disallowed loss.","page_number":159,"box":{"x":69,"y":528,"width":534,"height":12}},{"id":"d1617c84-70cc-46b0-9c9e-aa583a2d9553","block_type":"box","text":"A Fund is also generally required by law to repor t to each shareholder and to the IRS cost basis information for","page_number":159,"box":{"x":101,"y":551,"width":792,"height":11}},{"id":"62fdf567-0da9-48aa-9eb5-3ccbf257520b","block_type":"box","text":"shares of the Fund acquired on or after January 1, 2012, and sold or redeemed after that date. This information","page_number":159,"box":{"x":69,"y":566,"width":800,"height":11}},{"id":"0b6b639c-ddb4-4042-be7c-81c8d3fed638","block_type":"box","text":"includes the adjusted cost basis of the shares, the gross proceeds from disposition, and whether the gain or loss is","page_number":159,"box":{"x":70,"y":581,"width":828,"height":12}},{"id":"fbf8bae0-833d-4b34-8e58-cf038ec52af3","block_type":"box","text":"long-term or shor t-term. The adjusted cost basis of shares will be based on the default cost basis repor ting method","page_number":159,"box":{"x":70,"y":596,"width":824,"height":12}},{"id":"493ce53f-95bc-4ef0-b491-277304345bc1","block_type":"box","text":"selected by the Fund, unless a shareholder, before the sale or redemption, informs the Fund that it has selected a","page_number":159,"box":{"x":69,"y":612,"width":816,"height":11}},{"id":"9baaeedd-27eb-4268-98de-02e05b607584","block_type":"box","text":"different IRS-accepted method offered by the Fund. These requirements, however, will not apply for investments","page_number":159,"box":{"x":69,"y":627,"width":797,"height":11}},{"id":"4a467ca8-6465-4e96-a1d1-363d744d3e6f","block_type":"box","text":"through an IRA or other tax-advantaged account. Shareholders should consult their tax advisors to determine the best","page_number":159,"box":{"x":68,"y":642,"width":840,"height":11}},{"id":"6aa00eef-d35d-4cf0-b8ad-4bcbf5a5fe6f","block_type":"box","text":"cost basis method for their tax situation, and to obtain more information about how these cost basis repor ting","page_number":159,"box":{"x":69,"y":657,"width":788,"height":11}},{"id":"a5751385-b04f-42c8-a1de-8bc9201b9a63","block_type":"box","text":"requirements apply to them. For shares of a Fund acquired before January 1, 2012, these requirements will not","page_number":159,"box":{"x":69,"y":672,"width":797,"height":11}},{"id":"8986db4c-fd6a-4d2f-99d6-5954d68a9d00","block_type":"box","text":"apply, but the Fund will continue to repor t to the IRS the gross proceeds received by a shareholder from the sale or","page_number":159,"box":{"x":69,"y":687,"width":821,"height":11}},{"id":"3f559824-a22d-4e27-acd7-9d26af0fc7f8","block_type":"box","text":"redemption of such shares.","page_number":159,"box":{"x":69,"y":702,"width":195,"height":11}},{"id":"1aa8a9a8-ac38-443d-afa7-317a35edc8df","block_type":"box","text":"The Manager may determine it is in the best interest of a Fund to distribute por tfolio securities in kind for the","page_number":159,"box":{"x":101,"y":725,"width":780,"height":11}},{"id":"3b1ab699-ed0e-4091-96a5-2d28a7c0aabf","block_type":"box","text":"purposes of por tfolio management when meeting redemption requests. When the Manager determines to do so, a","page_number":159,"box":{"x":70,"y":740,"width":814,"height":11}},{"id":"92adff6b-05dc-47b1-8cf5-26b82c2c84ca","block_type":"box","text":"Fund generally will not recognize taxable gains in respect of the por tfolio securities it distributes to the redeeming","page_number":159,"box":{"x":70,"y":755,"width":810,"height":11}},{"id":"f2d01dac-83e8-42f3-b941-c18b524f4fed","block_type":"box","text":"shareholder, which may reduce the amount of taxable gains the Fund would otherwise be required to distribute.","page_number":159,"box":{"x":69,"y":770,"width":793,"height":12}},{"id":"bdbab22b-8910-49b9-8aa7-a21550d4a4fd","block_type":"box","text":"While a Fund may engage in redemptions in kind that have the effect of reducing or eliminating distributable","page_number":159,"box":{"x":101,"y":793,"width":770,"height":11}},{"id":"ac695dad-654b-4c9c-a461-4637d724ee14","block_type":"box","text":"capital gains as described above, the Funds do not employ a systematic approach to tax management. There is no","page_number":159,"box":{"x":69,"y":808,"width":817,"height":11}},{"id":"75b5cbe9-95cb-474c-b93b-1a7e0743398b","block_type":"box","text":"assurance that a Fund can or will be successful in effecting any redemptions in kind and shareholders should expect","page_number":159,"box":{"x":69,"y":823,"width":833,"height":12}},{"id":"27b25357-d7d0-4e63-9229-a43af7897031","block_type":"box","text":"that each Fund will distribute capital gains.","page_number":159,"box":{"x":68,"y":839,"width":305,"height":11}},{"id":"843e493a-5053-4dda-8a95-eeec958166d8","block_type":"box","text":"Cer tain Funds may invest in derivative contracts such as options, futures contracts, forward contracts and swap","page_number":159,"box":{"x":102,"y":861,"width":799,"height":11}},{"id":"a229b79f-f8f8-4ee0-8aa3-bd63cf865ff9","block_type":"box","text":"agreements. The U.S. federal income tax treatment of a derivative contract may not be as favorable as a direct","page_number":159,"box":{"x":69,"y":876,"width":791,"height":11}},{"id":"32b3a8c7-1049-4339-9932-5863b638fe62","block_type":"box","text":"investment in the underlying security and may adversely affect the timing, character and amount of income the Fund","page_number":159,"box":{"x":70,"y":891,"width":826,"height":12}},{"id":"808f3190-80f0-4a78-a0e9-55bde3d0ef05","block_type":"box","text":"realizes from its investments. As a result, a larger por tion of the Fund’s distributions may be treated as ordinary","page_number":159,"box":{"x":69,"y":906,"width":803,"height":12}},{"id":"e90256b1-b180-4f3d-99e2-939d582936c0","block_type":"box","text":"II-131","page_number":159,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"ac121ed1-0f28-4d10-907c-fa41dbdeb3c9","block_type":"box","text":"NM1026U-5981080-159/228","page_number":159,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"d61f33cf-b207-4f71-830f-f18a1c2b8846","block_type":"box","text":"income rather than capital gains. In addition, section 1256 contracts held by a Fund at the end of each taxable year","page_number":160,"box":{"x":70,"y":45,"width":825,"height":11}},{"id":"23a66bc9-f35f-413d-8674-43bbf274738b","block_type":"box","text":"(and, for purposes of the 4% excise tax, cer tain other dates as prescribed under the Code) are generally “marked-to","page_number":160,"box":{"x":69,"y":60,"width":829,"height":11}},{"id":"29fe90bf-c5eb-4988-a507-331814a90dbe","block_type":"box","text":"market,” such that unrealized gains or losses are treated as though they were realized (with such gain or loss being","page_number":160,"box":{"x":69,"y":75,"width":826,"height":11}},{"id":"47581ef4-d86e-434c-9e07-2ace88abab86","block_type":"box","text":"considered 60% long-term and 40% shor t-term capital gain or loss), which may increase the amount that must be","page_number":160,"box":{"x":69,"y":90,"width":808,"height":11}},{"id":"6c607d39-a697-40bd-8bc5-8d6dc0ec3218","block_type":"box","text":"distributed to meet distribution requirements and avoid the excise tax. In addition, the tax treatment of cer tain","page_number":160,"box":{"x":69,"y":105,"width":787,"height":11}},{"id":"e5020758-3446-43da-9703-f340af6384ad","block_type":"box","text":"derivative contracts, such as swap agreements, is unsettled and may be subject to future legislation, regulation or","page_number":160,"box":{"x":69,"y":120,"width":816,"height":12}},{"id":"89b8d471-78a1-4d82-ad4b-83d4ecc73ab6","block_type":"box","text":"administrative pronouncements issued by the IRS. If such future guidance limits the Fund’s ability to use derivatives,","page_number":160,"box":{"x":69,"y":135,"width":832,"height":12}},{"id":"bee8005f-bea5-4d70-a05f-c6b4987f0157","block_type":"box","text":"the Fund may have to find other ways of achieving its investment objectives.","page_number":160,"box":{"x":68,"y":150,"width":542,"height":12}},{"id":"1c4c1eaf-5fb5-40bc-ac80-60d1534110bc","block_type":"box","text":"Cer tain swap agreements, including exchange-traded swap agreements, are treated as notional principal","page_number":160,"box":{"x":102,"y":173,"width":744,"height":11}},{"id":"f3174d3d-53d5-41ed-9db9-accaf0d6efa1","block_type":"box","text":"contracts rather than as section 1256 contracts. This can affect the type of income earned by such swap","page_number":160,"box":{"x":69,"y":188,"width":751,"height":11}},{"id":"c66bfbab-049e-4d31-8897-c8c0335cf03f","block_type":"box","text":"agreements since all the income on a notional principal contract may be ordinary income, whereas 40% of the gain","page_number":160,"box":{"x":69,"y":203,"width":819,"height":12}},{"id":"77e42e60-729c-4395-a6cc-38d60e134d30","block_type":"box","text":"on a section 1256 contract is treated as shor t-term capital gain taxed at ordinary rates and 60% is treated as long","page_number":160,"box":{"x":69,"y":219,"width":823,"height":11}},{"id":"65dfa8b2-0794-48c3-b789-da0a505e1884","block_type":"box","text":"term capital gain taxed at more favorable rates when distributed to shareholders. The rest is long-term capital gain,","page_number":160,"box":{"x":68,"y":234,"width":823,"height":11}},{"id":"f8b80068-758d-4ff6-aeea-d8c63d85d413","block_type":"box","text":"which may be taxable at more favorable rates than ordinary income. Proposed regulations interpret what types of","page_number":160,"box":{"x":68,"y":249,"width":807,"height":11}},{"id":"5a44af80-b844-4cfe-9060-26fba51fdc86","block_type":"box","text":"swap agreements are to be treated as notional principal contracts rather than as section 1256 contracts. When","page_number":160,"box":{"x":69,"y":264,"width":797,"height":11}},{"id":"c5d94516-8bc3-43d9-be03-485b75ccbdd3","block_type":"box","text":"finalized, these regulations could result in the Fund having to treat more of its income on swap agreements and more","page_number":160,"box":{"x":68,"y":279,"width":838,"height":11}},{"id":"74502abb-0289-43ad-ae03-a5c2f8e15b4b","block_type":"box","text":"of the distributions made to shareholders as ordinary income and less as long-term capital gains.","page_number":160,"box":{"x":69,"y":294,"width":695,"height":11}},{"id":"b7513651-6db5-446e-8325-dc93a08eac7f","block_type":"box","text":"Cer tain Funds may invest in zero coupon U.S. Treasury bonds and other debt securities that are issued at a","page_number":160,"box":{"x":102,"y":317,"width":768,"height":11}},{"id":"b9d4e79b-81e9-4bbe-a9ca-419c9229fbb1","block_type":"box","text":"discount or provide for deferred interest. Even though a Fund receives no actual interest payments on these","page_number":160,"box":{"x":69,"y":332,"width":769,"height":11}},{"id":"d040edfe-f62e-4dc7-aaa3-191d48cf8f9f","block_type":"box","text":"securities, it will be deemed to receive income equal, generally, to a por tion of the excess of the stated redemption","page_number":160,"box":{"x":69,"y":347,"width":822,"height":11}},{"id":"b14a3046-ea47-4c5d-bd4b-cb31732f3748","block_type":"box","text":"price of the securities over their issue price (“original issue discount”) each year that the securities are held. Since","page_number":160,"box":{"x":70,"y":362,"width":819,"height":11}},{"id":"d7cbcfd3-86ff-4448-8f8c-f7de5b3e13d7","block_type":"box","text":"the original issue discount income earned by a Fund in a taxable year may not be represented by cash income, the","page_number":160,"box":{"x":68,"y":377,"width":818,"height":12}},{"id":"6feef8ca-f3b9-41bd-b7e7-68638ab0449a","block_type":"box","text":"Fund may have to dispose of securities, which it might otherwise have continued to hold, or borrow to generate cash","page_number":160,"box":{"x":70,"y":392,"width":830,"height":12}},{"id":"30c22a4e-63d5-48d4-b3c4-bced5a9b0d97","block_type":"box","text":"in order to satisfy its distribution requirements. In addition, a Fund’s investment in foreign currencies or foreign","page_number":160,"box":{"x":70,"y":407,"width":792,"height":12}},{"id":"fb0fb455-e5e2-4b43-8639-60416355b89c","block_type":"box","text":"currency denominated or referenced debt securities, cer tain asset-backed securities and contingent payment and","page_number":160,"box":{"x":69,"y":423,"width":808,"height":11}},{"id":"25f263e9-81bd-4e7a-9bab-c6d05441bcf8","block_type":"box","text":"inflation-indexed debt instruments also may increase or accelerate the Fund’s recognition of income, including the","page_number":160,"box":{"x":70,"y":438,"width":812,"height":11}},{"id":"8c1af961-e690-4f5b-af5e-60754ade7563","block_type":"box","text":"recognition of taxable income in excess of cash generated by such investments. Any transaction by the Fund in","page_number":160,"box":{"x":69,"y":453,"width":789,"height":11}},{"id":"24a53077-91de-47e7-9d73-982c647a2c2e","block_type":"box","text":"foreign currencies, foreign currency-denominated debt obligations or cer tain foreign currency options, futures","page_number":160,"box":{"x":68,"y":468,"width":777,"height":11}},{"id":"1c5c47a3-af08-4665-87b0-9bea99adb877","block_type":"box","text":"contracts or forward contracts (or similar instruments) may give rise to ordinary income or loss to the extent such","page_number":160,"box":{"x":69,"y":483,"width":810,"height":11}},{"id":"d153c84c-2828-4b0b-969c-755f6eb167fa","block_type":"box","text":"income or loss results from fluctuations in the value of the foreign currency concerned. Any such net gains could","page_number":160,"box":{"x":70,"y":498,"width":801,"height":11}},{"id":"e316446f-4b79-455d-abed-dbbba81d891a","block_type":"box","text":"require a larger dividend toward the end of the calendar year. Any such net losses will generally reduce and","page_number":160,"box":{"x":69,"y":513,"width":762,"height":12}},{"id":"a5d9657f-3194-41a3-b550-396348e9f04d","block_type":"box","text":"potentially require the recharacterization of prior ordinary income distributions. Such ordinary income treatment may","page_number":160,"box":{"x":70,"y":528,"width":827,"height":12}},{"id":"b2847a63-19cf-47b9-8bb5-24728f9d6b0f","block_type":"box","text":"accelerate Fund distributions to shareholders and increase the distributions taxed to shareholders as ordinary","page_number":160,"box":{"x":69,"y":544,"width":787,"height":11}},{"id":"291f4a31-07b6-4dfd-950e-29d6963b1bb3","block_type":"box","text":"income. Any net ordinary losses so created cannot be carried forward by the Fund to offset income or gains earned","page_number":160,"box":{"x":70,"y":559,"width":822,"height":11}},{"id":"dbc643ad-92d9-4057-bf7b-18615d951b6b","block_type":"box","text":"in subsequent taxable years.","page_number":160,"box":{"x":70,"y":574,"width":203,"height":11}},{"id":"48cd1db7-fa10-4260-b765-7610534c0767","block_type":"box","text":"Ordinary income dividends paid to shareholders who are nonresident aliens or foreign entities (other than pass","page_number":160,"box":{"x":102,"y":596,"width":795,"height":12}},{"id":"971d3e49-af8d-43dd-8c26-7dd3c2540ee6","block_type":"box","text":"through entities to the extent owned by U.S. persons) generally will be subject to a 30% U.S. withholding tax under","page_number":160,"box":{"x":68,"y":612,"width":816,"height":11}},{"id":"dcd26508-ec89-4952-b81b-8368b5ab7fec","block_type":"box","text":"existing provisions of the Code applicable to foreign individuals and entities unless a reduced rate of withholding or a","page_number":160,"box":{"x":69,"y":627,"width":835,"height":11}},{"id":"d0226ebf-51be-4c95-bc83-25e9ca7cd258","block_type":"box","text":"withholding exemption is provided under applicable treaty law. Capital gain dividends paid to shareholders that are","page_number":160,"box":{"x":68,"y":642,"width":815,"height":11}},{"id":"6dd0a924-775f-48e6-94f1-55de2e983033","block_type":"box","text":"nonresident aliens or foreign entities, if and to the extent properly repor ted as capital gain dividends, generally will","page_number":160,"box":{"x":69,"y":657,"width":816,"height":11}},{"id":"9768e0e5-afd8-4bb6-bb5b-20866837378c","block_type":"box","text":"not be subject to a 30% withholding tax, unless cer tain exceptions apply. Dividends derived by a regulated investment","page_number":160,"box":{"x":69,"y":672,"width":840,"height":11}},{"id":"70fa06a3-e6e5-459b-9ad3-92debc2e780d","block_type":"box","text":"company from shor t-term capital gains and qualified net interest income (including income from original issue","page_number":160,"box":{"x":69,"y":687,"width":781,"height":11}},{"id":"44ab632b-b123-47dd-ab41-a3480b892eb5","block_type":"box","text":"discount and market discount) and paid to shareholders who are nonresident aliens or foreign entities, if and to the","page_number":160,"box":{"x":69,"y":702,"width":824,"height":12}},{"id":"fc3fe478-3de2-4802-a885-9cbd97ba58b9","block_type":"box","text":"extent properly repor ted as “shor t-term capital gain dividends” or “interest-related dividends”, respectively, generally","page_number":160,"box":{"x":69,"y":718,"width":832,"height":11}},{"id":"09418b7b-b4b3-4de1-b4b7-6cb834274cae","block_type":"box","text":"will not be subject to U.S. withholding tax. Where possible, the Funds intend to repor t such dividends as interest","page_number":160,"box":{"x":68,"y":733,"width":808,"height":11}},{"id":"7f1bde80-899f-4b4a-b27c-1a2ff624d390","block_type":"box","text":"related dividends or shor t-term capital gain dividends. However, depending on its circumstances, a Fund may repor t","page_number":160,"box":{"x":69,"y":748,"width":826,"height":11}},{"id":"14731d13-f93b-4d70-8600-fcf3dc151d7e","block_type":"box","text":"all, some or none of its potentially eligible dividends as interest-related or as shor t-term capital gain dividends, and/","page_number":160,"box":{"x":69,"y":763,"width":830,"height":11}},{"id":"34ea2e5d-daa3-4a69-9047-c71c6cda40f2","block_type":"box","text":"or treat such dividends, in whole or in par t, as ineligible for this exemption from withholding. In order to qualify for","page_number":160,"box":{"x":69,"y":778,"width":811,"height":11}},{"id":"3af1749d-9640-4f15-a4a4-dadfeca41336","block_type":"box","text":"this exemption from withholding, a foreign shareholder must comply with applicable cer tification requirements","page_number":160,"box":{"x":68,"y":793,"width":784,"height":11}},{"id":"81156a09-4878-4aac-8082-40c577cecbb5","block_type":"box","text":"relating to its foreign status (including, in general, furnishing an IRS Form W-8BEN, IRS Form W-8BEN-E or substitute","page_number":160,"box":{"x":69,"y":808,"width":828,"height":11}},{"id":"a05d68e6-9606-4bf6-a164-7e5a9837c93d","block_type":"box","text":"Form). In the case of shares held through an intermediary, the intermediary may withhold even if the Fund repor ts the","page_number":160,"box":{"x":70,"y":823,"width":839,"height":12}},{"id":"9f32dcba-b44d-499e-b0cf-a2406d1d4f1f","block_type":"box","text":"payment as an interest-related or shor t-term capital gain dividend. Foreign shareholders should contact their","page_number":160,"box":{"x":70,"y":839,"width":772,"height":11}},{"id":"84f4dea0-7425-4c28-bf84-836d0cd05ae3","block_type":"box","text":"intermediaries with respect to the application of these rules to their accounts. It is not possible to predict what","page_number":160,"box":{"x":70,"y":853,"width":791,"height":11}},{"id":"2c61b732-5396-4dbb-9abc-04b47d5c8dd5","block_type":"box","text":"por tion, if any, of a Fund’s distributions will be repor ted as interest-related dividends or shor t-term capital gain","page_number":160,"box":{"x":70,"y":869,"width":787,"height":11}},{"id":"d08868ea-a280-4ae7-8671-5a5fce5b3171","block_type":"box","text":"dividends under these rules.","page_number":160,"box":{"x":69,"y":884,"width":201,"height":9}},{"id":"35ea6bf2-59c3-41d5-b42d-1d70fb225acd","block_type":"box","text":"II-132","page_number":160,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"1f117bd2-bf9a-493c-88cc-37fc0f82b2d0","block_type":"box","text":"NM1026U-5981080-160/228","page_number":160,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"530307b7-5538-4e99-8317-542aba4c9857","block_type":"box","text":"Distributions to cer tain foreign shareholders by a Fund at least 50% of the assets of which are “U.S. real","page_number":161,"box":{"x":102,"y":45,"width":747,"height":11}},{"id":"af525fc8-c3e7-4185-baf3-961489dddad5","block_type":"box","text":"proper ty interests” (as defined in the Code and Treasury regulations) at any time during the five-year period ending on","page_number":161,"box":{"x":70,"y":60,"width":838,"height":11}},{"id":"3d479f51-4e5e-4d00-bbc0-164a03ddeba4","block_type":"box","text":"the date of the distributions, to the extent the distributions are attributable to gains from sales or exchanges of U.S.","page_number":161,"box":{"x":68,"y":75,"width":829,"height":11}},{"id":"3790a013-c270-4ccb-aac1-9d34040ae70a","block_type":"box","text":"real proper ty interests (including shares in cer tain “U.S. real proper ty holding corporations” such as cer tain REITs,","page_number":161,"box":{"x":69,"y":90,"width":817,"height":11}},{"id":"35afefa5-9c8f-4a3c-9631-e657aa568c47","block_type":"box","text":"although exceptions may apply if any class of stock of such a corporation is regularly traded on an established","page_number":161,"box":{"x":69,"y":105,"width":786,"height":11}},{"id":"593a9475-e46d-452a-8706-8d7026cfc35d","block_type":"box","text":"securities market and the Fund has held no more than 5% of such class of stock at all times during the five-year","page_number":161,"box":{"x":69,"y":120,"width":800,"height":12}},{"id":"8ab72740-2c37-401e-ae39-54333d880124","block_type":"box","text":"period ending on the date of the distributions), generally must be treated by such foreign shareholders as income","page_number":161,"box":{"x":70,"y":135,"width":807,"height":12}},{"id":"b92f2ff2-c365-4922-9bcf-7317e2135192","block_type":"box","text":"effectively connected to a trade or business within the United States, which is generally subject to tax at the","page_number":161,"box":{"x":69,"y":150,"width":772,"height":12}},{"id":"31df681e-eeb9-4d5b-861e-94c571e77f46","block_type":"box","text":"graduated rates applicable to U.S. shareholders, except for distributions to foreign shareholders that held no more","page_number":161,"box":{"x":68,"y":166,"width":818,"height":11}},{"id":"ef18fb33-fb3f-4fe7-aaf1-51ebcdc3d426","block_type":"box","text":"than 5% of any class of stock of the Fund at all times during the previous one-year period ending on the date of the","page_number":161,"box":{"x":68,"y":181,"width":820,"height":11}},{"id":"9b6e5af4-400b-49b9-b3b5-2b2010114e13","block_type":"box","text":"distributions. Such distributions will be subject to U.S. income and withholding tax and generally will require a foreign","page_number":161,"box":{"x":69,"y":196,"width":833,"height":11}},{"id":"9c7eba41-7e97-4a5f-88ef-9ebee4aaf047","block_type":"box","text":"shareholder to file a U.S. federal income tax return. If the foreign shareholder held no more than 5% of any class of","page_number":161,"box":{"x":69,"y":211,"width":823,"height":11}},{"id":"4d2292d2-6edc-4128-87a2-345bd01d3ba3","block_type":"box","text":"stock of the Fund at all times during the previous one-year period ending on the date of the distributions, the","page_number":161,"box":{"x":69,"y":226,"width":774,"height":11}},{"id":"e79517f8-4c42-4ce3-ae0d-da65af6a1685","block_type":"box","text":"distributions will be taxable as ordinary dividends and subject to withholding at a 30% or lower treaty rate. In addition,","page_number":161,"box":{"x":69,"y":241,"width":839,"height":11}},{"id":"65c77621-5378-4eca-9b74-fcc0512101b8","block_type":"box","text":"sales or redemptions of shares held by cer tain foreign shareholders in such a Fund generally will be subject to U.S.","page_number":161,"box":{"x":69,"y":256,"width":822,"height":12}},{"id":"a3bec000-8eec-432b-8f1c-0f0ecc0eac25","block_type":"box","text":"income and withholding tax and generally will require the foreign shareholder to file a U.S. federal income tax return,","page_number":161,"box":{"x":70,"y":271,"width":827,"height":12}},{"id":"82ce7ce3-637d-40c8-ac81-da1967d4d289","block_type":"box","text":"although exceptions may apply if more than 50% of the value of the Fund’s shares are held by U.S. shareholders or","page_number":161,"box":{"x":69,"y":286,"width":823,"height":12}},{"id":"54522017-7021-46c4-9954-e31498841626","block_type":"box","text":"the foreign shareholder selling or redeeming the shares has held no more than 5% of any class of stock of the Fund","page_number":161,"box":{"x":68,"y":302,"width":827,"height":11}},{"id":"4f9cbbdf-0c8c-4fd7-8273-d9f3a90da803","block_type":"box","text":"at all times during the five-year period ending on the date of the sale or redemption.","page_number":161,"box":{"x":69,"y":317,"width":596,"height":11}},{"id":"b35eed8c-8343-42f5-b165-bc10d86f1deb","block_type":"box","text":"Provided that more than 50% of the value of a Fund’s stock is held by U.S. shareholders, redemptions and other","page_number":161,"box":{"x":102,"y":339,"width":802,"height":12}},{"id":"bba73ec0-06b3-4e8e-9c33-eec0a2b6288d","block_type":"box","text":"distributions made in the form of U.S. real proper ty interests (including shares in cer tain “U.S. real proper ty holding","page_number":161,"box":{"x":69,"y":355,"width":827,"height":11}},{"id":"286629b1-0b7b-4b30-8c61-1e96631f290b","block_type":"box","text":"corporations”, although exceptions may apply if any class of stock of such a corporation is regularly traded on an","page_number":161,"box":{"x":69,"y":370,"width":804,"height":11}},{"id":"2cee2efa-bb0a-4d21-aef1-ed9c7e20cbb3","block_type":"box","text":"established securities market and the Fund has held no more than 5% of such class of stock at all times during the","page_number":161,"box":{"x":69,"y":385,"width":824,"height":11}},{"id":"fca14f99-a45e-48de-b759-c9ffc2bab861","block_type":"box","text":"five-year period ending on the date of the distribution) generally will cause the Fund to recognize a por tion of any","page_number":161,"box":{"x":68,"y":400,"width":801,"height":11}},{"id":"799130f7-d37f-494f-af33-a2c55444ce4b","block_type":"box","text":"unrecognized gain in the U.S. real proper ty interests equal to the product of (i) the excess of fair market value of","page_number":161,"box":{"x":69,"y":415,"width":803,"height":11}},{"id":"0fc9951f-1e0d-4787-87e3-92337eeed5a1","block_type":"box","text":"such U.S. real proper ty interests over the Fund’s adjusted bases in such interests and (ii) the greatest foreign","page_number":161,"box":{"x":69,"y":430,"width":785,"height":11}},{"id":"f9de2f52-1a5c-417e-8e82-23aca0b1059d","block_type":"box","text":"ownership percentage of the Fund during the five-year period ending on the date of distribution.","page_number":161,"box":{"x":69,"y":445,"width":676,"height":12}},{"id":"ffe24390-c626-4c15-af11-ac207445fd86","block_type":"box","text":"A foreign shareholder may also be subject to cer tain “wash sale” rules to prevent the avoidance of the tax filing","page_number":161,"box":{"x":101,"y":468,"width":798,"height":11}},{"id":"d2948644-2b51-46e5-8f4f-819185081c91","block_type":"box","text":"and payment obligations discussed above through the sale and repurchase of Fund shares.","page_number":161,"box":{"x":69,"y":483,"width":651,"height":11}},{"id":"f9be6e78-4a97-4d77-a5e1-2f747a4abc93","block_type":"box","text":"Shareholders that are nonresident aliens or foreign entities are urged to consult their own tax advisors","page_number":161,"box":{"x":102,"y":506,"width":731,"height":11}},{"id":"0174864d-aad8-457f-a661-e3961c02cabf","block_type":"box","text":"concerning the par ticular tax consequences to them of an investment in a Fund.","page_number":161,"box":{"x":69,"y":521,"width":570,"height":11}},{"id":"bdb7381b-f2e5-4242-b9d7-c2082dcff894","block_type":"box","text":"Separately, a 30% withholding tax is currently imposed on U.S.-source dividends, interest and other income","page_number":161,"box":{"x":102,"y":544,"width":763,"height":11}},{"id":"97fbfb54-d1e6-40cc-a5b8-37d9918b6ed3","block_type":"box","text":"items paid to (i) cer tain foreign financial institutions and investment funds, and (ii) cer tain other foreign entities. To","page_number":161,"box":{"x":70,"y":559,"width":820,"height":11}},{"id":"33147c4f-90b6-404c-9f56-906a2cf2af21","block_type":"box","text":"avoid withholding, foreign financial institutions and investment funds will generally either need to (a) collect and","page_number":161,"box":{"x":69,"y":574,"width":794,"height":11}},{"id":"1714cbb7-fd73-4d44-bde3-ed3f09a9eb51","block_type":"box","text":"repor t to the IRS detailed information identifying their U.S. accounts and U.S. account holders, comply with due","page_number":161,"box":{"x":69,"y":589,"width":794,"height":11}},{"id":"5aa8ee56-5ba0-4f6e-81d6-8f9537a73f26","block_type":"box","text":"diligence procedures for identifying U.S. accounts and withhold tax on cer tain payments made to noncomplying","page_number":161,"box":{"x":69,"y":604,"width":791,"height":11}},{"id":"fb79cc32-ecf2-4ba3-a4e2-af174e2f6c22","block_type":"box","text":"foreign entities and account holders or (b) if an intergovernmental agreement is entered into and implementing","page_number":161,"box":{"x":68,"y":619,"width":791,"height":11}},{"id":"4fca3df5-33d0-4dcd-b884-a0858c372641","block_type":"box","text":"legislation is adopted, comply with the agreement and legislation. Other foreign entities will generally either need to","page_number":161,"box":{"x":70,"y":634,"width":822,"height":12}},{"id":"625550e5-cff8-4b8c-b438-32b0d5ff16db","block_type":"box","text":"provide detailed information identifying each substantial U.S. owner or cer tify there are no such owners.","page_number":161,"box":{"x":70,"y":649,"width":739,"height":12}},{"id":"99351feb-8c9b-4ee8-8a0a-96d58e2818bf","block_type":"box","text":"Under cer tain provisions of the Code, some shareholders may be subject to a 24% withholding tax on ordinary","page_number":161,"box":{"x":102,"y":672,"width":786,"height":11}},{"id":"b3a8bf2f-98cc-4fce-9022-04ce6e85f290","block_type":"box","text":"income dividends, capital gain dividends and redemption payments (“backup withholding”). Generally, shareholders","page_number":161,"box":{"x":70,"y":687,"width":820,"height":11}},{"id":"a5a0924b-e8ac-422d-b54e-9d7b426cbbf3","block_type":"box","text":"subject to backup withholding will be non-corporate shareholders for whom no cer tified taxpayer identification number","page_number":161,"box":{"x":69,"y":702,"width":837,"height":12}},{"id":"07373f88-f828-44d5-b790-7ae90fb43210","block_type":"box","text":"is on file with the Fund or who, to the Fund’s knowledge, have furnished an incorrect number. When establishing an","page_number":161,"box":{"x":70,"y":717,"width":821,"height":12}},{"id":"548c4fad-ba04-4a34-b340-731f9d331ab1","block_type":"box","text":"account, an investor must cer tify under penalty of perjury that such number is correct and that such investor is not","page_number":161,"box":{"x":69,"y":732,"width":819,"height":12}},{"id":"2c30f066-c8e7-4a10-a48f-7195edfefcc1","block_type":"box","text":"otherwise subject to backup withholding. Backup withholding is not an additional tax. Any amount withheld generally","page_number":161,"box":{"x":69,"y":748,"width":826,"height":11}},{"id":"a1fdd69c-e6cd-41f9-8b1a-6041be0836f1","block_type":"box","text":"may be allowed as a refund or a credit against a shareholder’s U.S. federal income tax liability, provided that the","page_number":161,"box":{"x":69,"y":763,"width":802,"height":11}},{"id":"d5bbc156-c950-42ad-b73a-e016a4d1e3bd","block_type":"box","text":"required information is timely forwarded to the IRS.","page_number":161,"box":{"x":69,"y":778,"width":364,"height":11}},{"id":"9d89f9a1-9d8f-4ed9-8900-b6123ae61d5c","block_type":"box","text":"If a shareholder recognizes a loss with respect to a Fund’s shares of at least $2 million in any single taxable","page_number":161,"box":{"x":102,"y":800,"width":774,"height":12}},{"id":"54c0b13e-e240-464d-a87f-99339e16ab72","block_type":"box","text":"year or $4 million in any combination of taxable years for an individual shareholder or $10 million in any single","page_number":161,"box":{"x":68,"y":815,"width":787,"height":12}},{"id":"3a998301-5f10-4612-b3e9-b26b9648b2ca","block_type":"box","text":"taxable year or $20 million in any combination of taxable years for a corporate shareholder in any single taxable year,","page_number":161,"box":{"x":68,"y":830,"width":835,"height":12}},{"id":"a34e8aac-25a7-403d-aa72-1c764c6ddda1","block_type":"box","text":"the shareholder must file a disclosure statement on IRS Form 8886 with the IRS. Direct shareholders of por tfolio","page_number":161,"box":{"x":68,"y":846,"width":809,"height":11}},{"id":"d83881c9-8480-42b2-b82b-3b227fb7fbbf","block_type":"box","text":"securities are in many cases exempted. That a loss is repor table under these regulations does not affect the legal","page_number":161,"box":{"x":69,"y":861,"width":817,"height":11}},{"id":"f5dd6dab-0895-4f56-bc10-768ec9025959","block_type":"box","text":"determination of whether the taxpayer’s treatment of the loss is proper. Shareholders should consult their tax","page_number":161,"box":{"x":69,"y":876,"width":783,"height":11}},{"id":"24217b64-22ca-4103-99f6-d9f30515ca82","block_type":"box","text":"advisors to determine the applicability of these regulations in light of their individual circumstances.","page_number":161,"box":{"x":69,"y":891,"width":710,"height":12}},{"id":"e4da7a1a-560b-4d13-8da2-8f23f626786f","block_type":"box","text":"II-133","page_number":161,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"dec08865-0147-4924-8f94-e20f4695b4b9","block_type":"box","text":"NM1026U-5981080-161/228","page_number":161,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"e29bfb3f-dc48-41b6-aa80-c025af00c765","block_type":"box","text":"Cer tain types of income received by a Fund from REITs, real estate mor tgage investment conduits, taxable","page_number":162,"box":{"x":102,"y":45,"width":758,"height":11}},{"id":"619176d2-94c9-42cf-ae4b-fb44d68fe424","block_type":"box","text":"mor tgage pools or other investments may cause the Fund to repor t some or all of its distributions as “excess","page_number":162,"box":{"x":69,"y":60,"width":782,"height":11}},{"id":"5be80b38-badc-45cd-9630-cd3a51d7fa83","block_type":"box","text":"inclusion income.” To Fund shareholders, such excess inclusion income may: (i) constitute taxable income, as","page_number":162,"box":{"x":70,"y":75,"width":783,"height":11}},{"id":"38f5c115-43e3-43e3-9ed5-17d974cc0019","block_type":"box","text":"unrelated business taxable income (“UBTI”) for those shareholders who would otherwise be tax-exempt such as","page_number":162,"box":{"x":69,"y":90,"width":797,"height":11}},{"id":"1ace3e6a-3d96-46b7-b18b-27af90756ebd","block_type":"box","text":"individual retirement accounts, 401(k) accounts, Keogh plans, pension plans and cer tain charitable entities; (ii) not","page_number":162,"box":{"x":70,"y":105,"width":822,"height":11}},{"id":"fc09afa4-50d8-44c5-9722-547a59d85014","block_type":"box","text":"be offset by otherwise allowable deductions for tax purposes; (iii) not be eligible for reduced U.S. withholding for non","page_number":162,"box":{"x":69,"y":120,"width":836,"height":12}},{"id":"b5721f76-70ab-4263-978c-d8de0aa921f4","block_type":"box","text":"U.S. shareholders even from tax treaty countries; and (iv) cause the Fund to be subject to tax if cer tain “disqualified","page_number":162,"box":{"x":70,"y":135,"width":826,"height":11}},{"id":"1fe4c761-b8e9-4bb2-9448-a06fbcd74a5a","block_type":"box","text":"organizations,” as defined by the Code, are Fund shareholders. The Fund tries to avoid investing in REITs that are","page_number":162,"box":{"x":69,"y":150,"width":808,"height":12}},{"id":"8ed3ad6b-0591-45f3-9d90-005fe236a8a9","block_type":"box","text":"expected to generate excess inclusion income, but the Fund may not always be successful in doing so. Because","page_number":162,"box":{"x":69,"y":166,"width":800,"height":11}},{"id":"a2d065ba-38c8-4578-babf-160d3cef147b","block_type":"box","text":"information about a REIT’s investments may be inadequate or inaccurate, or because a REIT may change its","page_number":162,"box":{"x":70,"y":181,"width":770,"height":11}},{"id":"6fc2b337-3216-4a56-8d03-45e003f4c47d","block_type":"box","text":"investment program, the Fund may not be successful in avoiding the consequences described above. Avoidance of","page_number":162,"box":{"x":70,"y":196,"width":816,"height":11}},{"id":"41c81360-4063-4b56-b49e-b47f03a5c35a","block_type":"box","text":"investments in REITs that generate excess inclusion income may require the Fund to forego otherwise attractive","page_number":162,"box":{"x":70,"y":211,"width":796,"height":11}},{"id":"677824df-fe0d-4d95-b2e6-bab522e24a4f","block_type":"box","text":"investment oppor tunities.","page_number":162,"box":{"x":70,"y":226,"width":180,"height":11}},{"id":"1c545112-fe91-4f5e-bc4f-15df3410e1b5","block_type":"box","text":"Dividends and interest received and capital gains realized by a Fund may give rise to withholding and other taxes","page_number":162,"box":{"x":102,"y":249,"width":801,"height":11}},{"id":"1fd6b3d6-9f94-4c63-abcb-18d600009223","block_type":"box","text":"imposed by foreign countries. Tax conventions between cer tain foreign countries and the United States may reduce or","page_number":162,"box":{"x":70,"y":264,"width":839,"height":11}},{"id":"875352c7-2d33-40f1-b670-ea1526edcce0","block_type":"box","text":"eliminate such taxes. Shareholders of a Fund more than 50% by value of the assets of which at the close of a taxable","page_number":162,"box":{"x":69,"y":279,"width":840,"height":11}},{"id":"aa6abefb-2864-431d-917f-79d559cffbe3","block_type":"box","text":"year are foreign securities may be able to claim U.S. foreign tax credits with respect to such foreign taxes paid by the","page_number":162,"box":{"x":68,"y":294,"width":837,"height":11}},{"id":"40990ae5-496f-4ac1-b7c6-b1f7d0ecebe6","block_type":"box","text":"Fund, subject to cer tain requirements and limitations contained in the Code. For example, cer tain retirement","page_number":162,"box":{"x":70,"y":309,"width":774,"height":11}},{"id":"f4e15acf-d52c-498c-a235-c88e313379a5","block_type":"box","text":"accounts and cer tain tax-exempt organizations cannot claim foreign tax credits on investments in foreign securities","page_number":162,"box":{"x":69,"y":324,"width":820,"height":12}},{"id":"84ebff27-7ffb-497d-9de0-d4aa65932dba","block_type":"box","text":"held in a Fund. In addition, a foreign tax credit may be claimed with respect to withholding tax on payments with","page_number":162,"box":{"x":69,"y":339,"width":795,"height":12}},{"id":"ab774c50-868b-4fa0-9bb8-4e45298324e2","block_type":"box","text":"respect to a security only if the holder of the security meets cer tain holding period requirements. Both the","page_number":162,"box":{"x":69,"y":355,"width":755,"height":11}},{"id":"7f62ccf2-a11f-41ee-a010-a67db23e51bd","block_type":"box","text":"shareholder and the Fund must meet these holding period requirements, and if a Fund fails to do so, it will not be","page_number":162,"box":{"x":69,"y":370,"width":811,"height":11}},{"id":"fd5f6dc9-2918-4de5-bb11-a0a260dd3410","block_type":"box","text":"able to “pass through” to shareholders the ability to claim a credit or a deduction for the related foreign taxes paid by","page_number":162,"box":{"x":69,"y":385,"width":839,"height":11}},{"id":"e221355d-a2ba-46fe-ac5f-8cccd0e20846","block_type":"box","text":"the Fund. Fur ther, to the extent that a Fund engages in securities lending with respect to a security paying income","page_number":162,"box":{"x":68,"y":400,"width":812,"height":11}},{"id":"f58022f3-df8d-4434-bd34-e7143ba6de9a","block_type":"box","text":"subject to foreign taxes, it may not be able to pass through to its shareholders the ability to take a foreign tax credit","page_number":162,"box":{"x":69,"y":415,"width":829,"height":11}},{"id":"b8acffa7-4131-49ae-82c7-206bd9eacaaa","block_type":"box","text":"for those taxes. If a Fund satisfies the applicable requirements, such Fund will be eligible to file an election with the","page_number":162,"box":{"x":68,"y":430,"width":827,"height":11}},{"id":"f1f2a712-6c6e-4670-b7c7-9be646b79200","block_type":"box","text":"IRS pursuant to which shareholders of the Fund will be required to include their propor tionate shares of such foreign","page_number":162,"box":{"x":70,"y":445,"width":829,"height":12}},{"id":"ecde80cf-8222-46be-ae1f-3a17bf0498a3","block_type":"box","text":"taxes in their U.S. income tax returns as gross income, treat such propor tionate shares as taxes paid by them, and","page_number":162,"box":{"x":68,"y":460,"width":825,"height":12}},{"id":"cee31ddb-afed-48e0-8710-e2677fd533de","block_type":"box","text":"deduct such propor tionate shares in computing their taxable incomes or, alternatively, use them as foreign tax","page_number":162,"box":{"x":69,"y":475,"width":788,"height":12}},{"id":"be37e1e0-bea3-4c0b-bc2d-d11ece855be7","block_type":"box","text":"credits against their U.S. income taxes. No deductions for foreign taxes, however, may be claimed by noncorporate","page_number":162,"box":{"x":69,"y":491,"width":818,"height":11}},{"id":"212c8389-c1a6-4ffc-86d6-cff9a60c3aa6","block_type":"box","text":"shareholders who do not itemize deductions. A shareholder that is a nonresident alien individual or a foreign","page_number":162,"box":{"x":69,"y":506,"width":773,"height":11}},{"id":"6f856e60-af11-4981-8a52-a9a574e69a99","block_type":"box","text":"corporation may be subject to U.S. withholding tax on the income resulting from a Fund’s election described in this","page_number":162,"box":{"x":69,"y":521,"width":817,"height":11}},{"id":"9d699f1b-65eb-4ff8-b6d0-067d620e8cc4","block_type":"box","text":"paragraph but may not be able to claim a credit or deduction against such U.S. tax for the foreign taxes treated as","page_number":162,"box":{"x":70,"y":536,"width":814,"height":11}},{"id":"079f0d13-d4d2-4e33-ad80-6a92e1cb6d5b","block_type":"box","text":"having been paid by such shareholder. A Fund will repor t annually to its shareholders the amount per share of such","page_number":162,"box":{"x":69,"y":551,"width":821,"height":11}},{"id":"bf4c51db-dbfe-4740-b3ad-7a46655b90b0","block_type":"box","text":"foreign taxes and other information needed to claim the foreign tax credit.","page_number":162,"box":{"x":68,"y":566,"width":527,"height":11}},{"id":"5a6e3d04-b67d-4a32-af30-abe981af4240","block_type":"box","text":"Cer tain transactions entered into by the Funds are subject to special tax rules of the Code that may, among","page_number":162,"box":{"x":102,"y":589,"width":768,"height":11}},{"id":"e1d3eb5b-6459-43c2-81c8-ca8691968a61","block_type":"box","text":"other things, (a) affect the character of gains and losses realized, (b) disallow, suspend or otherwise limit the","page_number":162,"box":{"x":69,"y":604,"width":780,"height":11}},{"id":"45bff1a0-e134-4b2f-a666-5f3a068a0c7a","block_type":"box","text":"allowance of cer tain losses or deductions, and (c) accelerate the recognition of income without a corresponding","page_number":162,"box":{"x":69,"y":619,"width":797,"height":11}},{"id":"0260e913-8cf7-4ffe-8ac0-574811b88192","block_type":"box","text":"receipt of cash (with which to make the necessary distributions to satisfy distribution requirements applicable to","page_number":162,"box":{"x":69,"y":634,"width":802,"height":11}},{"id":"c607f091-d15c-4fb0-9dcd-a7727acc94e5","block_type":"box","text":"regulated investment companies). Operation of these rules could, therefore, affect the character, amount and timing","page_number":162,"box":{"x":69,"y":649,"width":831,"height":12}},{"id":"02988a8b-feee-4718-8734-c6a4fb8748e1","block_type":"box","text":"of distributions to shareholders. Special tax rules also may require a Fund to mark-to-market cer tain types of","page_number":162,"box":{"x":69,"y":664,"width":776,"height":12}},{"id":"623ce8a4-9567-4448-b02d-10be763c574b","block_type":"box","text":"positions in its por tfolio (","page_number":162,"box":{"x":70,"y":680,"width":177,"height":11}},{"id":"d942a9d3-6046-43d8-a560-69b1e84fd192","block_type":"box","text":"i.e.","page_number":162,"box":{"x":249,"y":680,"width":20,"height":9}},{"id":"790e8303-c9b9-4ae9-9525-1020f9313e7d","block_type":"box","text":", treat them as sold on the last day of the taxable year), and may result in the recognition","page_number":162,"box":{"x":272,"y":680,"width":636,"height":11}},{"id":"4af30bc4-7b4e-4295-accb-a562d097f00d","block_type":"box","text":"of income without a corresponding receipt of cash. Funds engaging in transactions affected by these provisions","page_number":162,"box":{"x":69,"y":695,"width":795,"height":11}},{"id":"254d9078-fbdc-4cba-aa11-77f435428a5e","block_type":"box","text":"intend to monitor their transactions, make appropriate tax elections and make appropriate entries in their books and","page_number":162,"box":{"x":70,"y":710,"width":830,"height":11}},{"id":"67cd3f1a-1986-48fe-99b5-cbc38b787bf9","block_type":"box","text":"records to lessen the effect of these tax rules and avoid any possible disqualification from the special treatment","page_number":162,"box":{"x":69,"y":725,"width":804,"height":11}},{"id":"d6e5daca-873d-4aec-a320-a080e3717194","block_type":"box","text":"afforded regulated investment companies under the Code.","page_number":162,"box":{"x":69,"y":740,"width":415,"height":11}},{"id":"7bd3864d-e107-481b-a890-26bf02b70f88","block_type":"box","text":"Cer tain of a Fund’s investments in derivative instruments and foreign currency-denominated instruments, and","page_number":162,"box":{"x":102,"y":763,"width":781,"height":11}},{"id":"2529876f-bf6f-4e7b-9ed2-fe003815b7f8","block_type":"box","text":"any of the Fund’s transactions in foreign currencies and hedging activities, are likely to produce a difference between","page_number":162,"box":{"x":69,"y":778,"width":835,"height":11}},{"id":"9b03f478-b29e-4b4c-8acf-96831caee8eb","block_type":"box","text":"its book income and the sum of its taxable income and net tax-exempt income (if any). If such a difference arises,","page_number":162,"box":{"x":70,"y":793,"width":811,"height":11}},{"id":"1a12ba05-2417-4249-8056-bcb6ac958cad","block_type":"box","text":"and the Fund’s book income is less than the sum of its taxable income and net tax-exempt income, the Fund could","page_number":162,"box":{"x":69,"y":808,"width":818,"height":11}},{"id":"a6810c04-7a71-4336-afad-e4224adac5b4","block_type":"box","text":"be required to make distributions exceeding book income to qualify as a RIC that is accorded special tax treatment","page_number":162,"box":{"x":69,"y":823,"width":820,"height":12}},{"id":"014f2096-bacd-414d-8ff4-4c9d2270876c","block_type":"box","text":"and to avoid an entity-level tax. In the alternative, if the Fund makes any distribution based on book income and such","page_number":162,"box":{"x":69,"y":838,"width":834,"height":11}},{"id":"8bf5f059-9b70-4c37-bf62-4c764e8ff937","block_type":"box","text":"book income exceeds the sum of its taxable income (including realized capital gains) and net tax-exempt income, the","page_number":162,"box":{"x":69,"y":853,"width":833,"height":12}},{"id":"accb7fb1-e41b-4638-821b-57f5d3877c14","block_type":"box","text":"distribution (if any) of such excess generally will be treated as (i) a dividend to the extent of the Fund’s remaining","page_number":162,"box":{"x":69,"y":869,"width":805,"height":11}},{"id":"4f699964-bb22-44d2-bab0-0f597b058342","block_type":"box","text":"II-134","page_number":162,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"763a71ca-689d-48cb-8353-bc3b13dc2234","block_type":"box","text":"NM1026U-5981080-162/228","page_number":162,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"8cce2b2d-a5d7-4cf8-a4d0-79f693df7b58","block_type":"box","text":"earnings and profits (including earnings and profits arising from tax-exempt income), (ii) thereafter, as a return of","page_number":163,"box":{"x":69,"y":45,"width":805,"height":11}},{"id":"384642ba-de1d-43d5-8c21-ff1351aabccf","block_type":"box","text":"capital to the extent of the recipient’s basis in its shares, and (iii) thereafter as gain from the sale or exchange of a","page_number":163,"box":{"x":69,"y":60,"width":822,"height":11}},{"id":"05a1fec4-eac1-402a-9635-526c2bcff119","block_type":"box","text":"capital asset.","page_number":163,"box":{"x":69,"y":75,"width":95,"height":11}},{"id":"4291a07b-3f4b-4015-b96b-21909ab0fe11","block_type":"box","text":"If a Fund invests in underlying funds, the Fund’s realized losses on sales of shares of underlying funds may be","page_number":163,"box":{"x":102,"y":98,"width":787,"height":11}},{"id":"683f70a4-f94b-4325-ad40-c554e18f597c","block_type":"box","text":"indefinitely or permanently deferred as “wash sales.” Distributions of shor t-term capital gains by underlying funds will","page_number":163,"box":{"x":70,"y":113,"width":836,"height":11}},{"id":"bbbeffa4-b0c3-4e23-8897-2654b31d7c83","block_type":"box","text":"be recognized as ordinary income by the Fund and would not be offset by the Fund’s capital loss carryforwards, if","page_number":163,"box":{"x":69,"y":128,"width":812,"height":11}},{"id":"a47123bf-8959-4080-a458-2936a65def4b","block_type":"box","text":"any. Capital loss carryforwards of underlying funds, if any, would not offset net capital gains of the Fund. Each of","page_number":163,"box":{"x":69,"y":143,"width":805,"height":11}},{"id":"25fb70e6-d09c-415e-a534-6794580b559d","block_type":"box","text":"these effects is caused by the Fund’s expected investment in the underlying funds and may result in distributions to","page_number":163,"box":{"x":68,"y":158,"width":829,"height":11}},{"id":"2be07d7b-813e-4bf4-8994-0d4bfd65f7bb","block_type":"box","text":"Fund shareholders being of higher magnitudes and less likely to qualify for lower capital gain tax rates than if the","page_number":163,"box":{"x":70,"y":173,"width":803,"height":11}},{"id":"122a1e5a-290e-48bb-86a0-70e15935fcae","block_type":"box","text":"Fund were to invest otherwise.","page_number":163,"box":{"x":70,"y":188,"width":216,"height":9}},{"id":"1e1f1253-c2f8-4b47-84c4-c6744c12e11c","block_type":"box","text":"A Fund may take cer tain positions through a wholly-owned (or majority-owned), foreign subsidiary (the","page_number":163,"box":{"x":101,"y":211,"width":721,"height":11}},{"id":"36604d37-951f-4dbb-8021-e316a8ccd372","block_type":"box","text":"“Subsidiary”). It is expected that the Subsidiary will be a “controlled foreign corporation” and that all of its net","page_number":163,"box":{"x":70,"y":226,"width":787,"height":11}},{"id":"b05cc918-5964-40db-b0c5-c8ba3e4376cc","block_type":"box","text":"income will be “subpar t F income” for U.S. federal income tax purposes. If that is the case, the Fund will be required","page_number":163,"box":{"x":70,"y":241,"width":831,"height":11}},{"id":"8571f4f7-628a-4e7c-9ca8-35b0001308b9","block_type":"box","text":"to repor t all of the Subsidiary’s net income as ordinary income regardless of whether that income would be treated","page_number":163,"box":{"x":68,"y":256,"width":823,"height":12}},{"id":"e6176293-48ab-4e29-ae2f-f61eba89ff8e","block_type":"box","text":"differently (for example, as capital gain) at the Subsidiary level and regardless of whether that income is distributed","page_number":163,"box":{"x":69,"y":271,"width":825,"height":12}},{"id":"d464e901-0983-402b-9db7-a1d494a044c5","block_type":"box","text":"to the Fund. (Previously taxed income will not, however, be taxable again when distributed.) If a net loss is realized by","page_number":163,"box":{"x":68,"y":286,"width":838,"height":12}},{"id":"4904b3ea-6322-469e-a46e-548309901b10","block_type":"box","text":"the Subsidiary in any taxable year, the loss will generally not be available to offset the Fund’s other income. It is not","page_number":163,"box":{"x":68,"y":302,"width":830,"height":11}},{"id":"b8020eda-19d2-484c-be67-51795ee16388","block_type":"box","text":"expected that the Subsidiary will be subject to an entity-level federal tax.","page_number":163,"box":{"x":69,"y":317,"width":515,"height":11}},{"id":"7e798485-346f-43b6-88ff-e18768efac90","block_type":"box","text":"If a Fund purchases shares of an investment company (or similar investment entity) organized under foreign law,","page_number":163,"box":{"x":102,"y":339,"width":798,"height":12}},{"id":"3149c329-a083-436d-b74d-cedd372b0cc8","block_type":"box","text":"the Fund will generally be treated as owning shares in a passive foreign investment company (“PFIC”) for U.S. federal","page_number":163,"box":{"x":68,"y":355,"width":835,"height":11}},{"id":"679517e0-1e3b-41dd-9f97-32495a152764","block_type":"box","text":"income tax purposes. A Fund may be subject to U.S. federal income tax, and interest charges (at the rate applicable","page_number":163,"box":{"x":70,"y":370,"width":827,"height":11}},{"id":"e24175ca-5b7a-4369-8aa5-179541a41062","block_type":"box","text":"to tax underpayments) on tax liability treated as having been deferred with respect to cer tain distributions from such","page_number":163,"box":{"x":68,"y":385,"width":830,"height":11}},{"id":"c79907ed-2a6f-4063-a842-69a1cf613046","block_type":"box","text":"a company and on gain from the disposition of the shares of such a company (collectively referred to as “excess","page_number":163,"box":{"x":69,"y":400,"width":802,"height":11}},{"id":"73f1f256-4a1d-4fa7-ad8e-defcba475f10","block_type":"box","text":"distributions”), even if such excess distributions are paid by the Fund as a dividend to its shareholders. However, a","page_number":163,"box":{"x":69,"y":415,"width":821,"height":11}},{"id":"b89d4fe3-d8e2-4baa-84ad-82a64932c5a0","block_type":"box","text":"Fund may elect to “mark-to-market” at the end of each taxable year shares that it holds in PFICs. The election is","page_number":163,"box":{"x":70,"y":430,"width":797,"height":11}},{"id":"d0f3c140-b84f-4113-b8de-8c261868103f","block_type":"box","text":"made separately for each PFIC held and, once made, would be effective for all subsequent taxable years, unless","page_number":163,"box":{"x":69,"y":445,"width":801,"height":11}},{"id":"08a21942-3809-4f14-9867-26effbf4bb92","block_type":"box","text":"revoked with consent from the IRS. Under this election, a Fund would recognize as ordinary income any increase in","page_number":163,"box":{"x":69,"y":460,"width":818,"height":12}},{"id":"69bcd7ae-e179-445e-a04f-37bf84bff822","block_type":"box","text":"the value of its shares as of the close of the taxable year over their adjusted tax basis and as ordinary loss any","page_number":163,"box":{"x":68,"y":475,"width":797,"height":12}},{"id":"6584ad92-9d2c-4621-b0a9-0edae4f7cbc7","block_type":"box","text":"decrease in such value, but only to the extent of previously recognized “mark-to-market” gains. By making the mark","page_number":163,"box":{"x":69,"y":491,"width":824,"height":11}},{"id":"e04ba60a-0edf-45f9-9f1e-f6937c89184a","block_type":"box","text":"to-market election, a Fund could avoid imposition of the interest charge with respect to excess distributions from","page_number":163,"box":{"x":68,"y":506,"width":804,"height":11}},{"id":"cac63050-5f29-4baf-8593-5b5bfc3ca435","block_type":"box","text":"PFICs, but in any par ticular year might be required to recognize income in excess of the distributions it received from","page_number":163,"box":{"x":69,"y":521,"width":831,"height":11}},{"id":"8e4fbb60-a147-4b9a-9ce6-9f9389eb6da1","block_type":"box","text":"PFICs.","page_number":163,"box":{"x":69,"y":536,"width":42,"height":9}},{"id":"b42cb3f7-fc39-431b-96b3-4eb973f304c9","block_type":"box","text":"If a Fund were to invest in a PFIC and elect to treat the PFIC as a “qualified electing fund” under the Code, in lieu","page_number":163,"box":{"x":102,"y":559,"width":804,"height":11}},{"id":"9c7c85b4-f5f8-42f4-8faf-82f2f6ef5064","block_type":"box","text":"of the foregoing requirements, the Fund would be required to include in income each year a por tion of the ordinary","page_number":163,"box":{"x":69,"y":574,"width":816,"height":11}},{"id":"5ef8d88b-839f-4d09-b960-578ee511dc14","block_type":"box","text":"earnings and net capital gains of the qualified electing fund, even if not distributed to the Fund, and such amounts","page_number":163,"box":{"x":69,"y":589,"width":816,"height":11}},{"id":"b019391e-560a-414c-abcc-78c7adf7ddfd","block_type":"box","text":"would be subject to the 90% and excise tax distribution requirements described above. In order to make this election,","page_number":163,"box":{"x":68,"y":604,"width":840,"height":11}},{"id":"31c260df-a84b-46c7-9a8d-dc5da2bd9497","block_type":"box","text":"the Fund would be required to obtain cer tain annual information from the PFICs in which it invests, which may be","page_number":163,"box":{"x":68,"y":619,"width":804,"height":11}},{"id":"d7525680-a54f-4b63-b81c-2b89d7dec6eb","block_type":"box","text":"difficult or impossible to obtain.","page_number":163,"box":{"x":69,"y":634,"width":225,"height":11}},{"id":"2f7b0769-5d9f-466a-866e-faa4490959f5","block_type":"box","text":"In cer tain situations, a Fund may, for a taxable year, defer all or a por tion of its net capital loss (or if there is no","page_number":163,"box":{"x":102,"y":657,"width":796,"height":11}},{"id":"a793e935-bea5-4b3f-9c12-270bc6df7fcc","block_type":"box","text":"net capital loss, any net long-term or shor t-term capital loss) realized after October and its late-year ordinary loss","page_number":163,"box":{"x":69,"y":672,"width":806,"height":11}},{"id":"be04c19d-8575-45ef-8255-8ffc88ae10a8","block_type":"box","text":"(defined as the sum of the excess of post-October foreign currency and PFIC losses over post-October foreign","page_number":163,"box":{"x":69,"y":687,"width":778,"height":11}},{"id":"0be5e1d5-feba-46b8-bb78-c28b1d36e233","block_type":"box","text":"currency and PFIC gains plus the excess of post-December ordinary losses over post-December ordinary income) until","page_number":163,"box":{"x":69,"y":702,"width":838,"height":12}},{"id":"99a382ba-9cdd-4ad8-9308-0e53c7ebf0ae","block_type":"box","text":"the next taxable year in computing its investment company taxable income and net capital gain, which will defer the","page_number":163,"box":{"x":68,"y":717,"width":824,"height":12}},{"id":"91603685-c645-4a18-aa11-4f9e6ac5358a","block_type":"box","text":"recognition of such realized losses. Such deferrals and other rules regarding gains and losses realized after October","page_number":163,"box":{"x":69,"y":732,"width":830,"height":12}},{"id":"1476ce85-a979-4ec4-8bc4-053a173b8a89","block_type":"box","text":"(or December) may affect the tax character of shareholder distributions.","page_number":163,"box":{"x":69,"y":748,"width":511,"height":11}},{"id":"e5a0ec70-a8c7-4b0f-8f1a-ab4adfbf51f0","block_type":"box","text":"Municipal Funds","page_number":163,"box":{"x":102,"y":771,"width":115,"height":10}},{"id":"bce0b62d-5414-48fd-8e3b-7845056d0585","block_type":"box","text":"Each Municipal Fund intends to qualify to pay “exempt-interest dividends” as defined in Section 852(b)(5) of the","page_number":163,"box":{"x":102,"y":793,"width":798,"height":11}},{"id":"8a055597-b8d6-4f2c-a411-56f03b39ee47","block_type":"box","text":"Code. Under such section if, at the close of each quar ter of a Fund’s taxable year, at least 50% of the value of the","page_number":163,"box":{"x":69,"y":808,"width":815,"height":11}},{"id":"140c0764-594f-4f47-83fd-357f480772d2","block_type":"box","text":"Fund’s total assets consists of obligations exempt from U.S. federal income tax (“tax-exempt obligations”) under","page_number":163,"box":{"x":70,"y":823,"width":803,"height":12}},{"id":"da0eb22b-dba1-4ab1-972c-dbdd670e5e05","block_type":"box","text":"Section 103(a) of the Code (relating generally to obligations of a state or local governmental unit), the Fund shall be","page_number":163,"box":{"x":69,"y":838,"width":826,"height":12}},{"id":"b52f16ce-08d3-45ee-9a1d-1f15f2a2c1ad","block_type":"box","text":"qualified to pay exempt-interest dividends to holders of all outstanding classes of its shares (together the","page_number":163,"box":{"x":69,"y":853,"width":752,"height":12}},{"id":"9ec780a3-702e-46c6-8762-dee5e0e85e78","block_type":"box","text":"“shareholders”). Exempt-interest dividends are dividends or any par t thereof paid by a Fund that are attributable to","page_number":163,"box":{"x":70,"y":869,"width":817,"height":11}},{"id":"7669d4f2-7da1-49f8-801a-80af49a9212c","block_type":"box","text":"interest on tax-exempt obligations and repor ted by the Fund as exempt-interest dividends. A Fund will allocate","page_number":163,"box":{"x":70,"y":884,"width":780,"height":11}},{"id":"25ba2abf-7b1a-479b-b6cc-fee8728e8a10","block_type":"box","text":"interest from tax-exempt obligations (as well as ordinary income, capital gains and tax preference items discussed","page_number":163,"box":{"x":70,"y":899,"width":815,"height":11}},{"id":"b79440f7-91ec-4981-a74c-00d62498cc08","block_type":"box","text":"II-135","page_number":163,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"064fac66-db84-4d0a-a645-5a7cc0c9e7db","block_type":"box","text":"NM1026U-5981080-163/228","page_number":163,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"a3ff8dbc-0411-4016-a5d6-f8fc81f1067a","block_type":"box","text":"below) among the Fund’s shareholders according to a method (that it believes is consistent with the Commission rule","page_number":164,"box":{"x":69,"y":45,"width":839,"height":11}},{"id":"ffe402e2-b1a6-424f-9048-563fd9026f3c","block_type":"box","text":"permitting the issuance and sale of multiple classes of shares) that is based upon the gross income that is allocable","page_number":164,"box":{"x":70,"y":60,"width":835,"height":11}},{"id":"6d4b875c-741d-4c5f-b208-608446345c90","block_type":"box","text":"to each class of shareholders during the taxable year, or such other method as the IRS may prescribe.","page_number":164,"box":{"x":68,"y":75,"width":730,"height":11}},{"id":"dd21eee0-0764-4413-843d-e68379ef6897","block_type":"box","text":"Exempt-interest dividends will be excludable from a shareholder’s gross income for U.S. federal income tax","page_number":164,"box":{"x":102,"y":98,"width":763,"height":11}},{"id":"66105ea2-5875-426e-aed4-d28c89414d90","block_type":"box","text":"purposes. Exempt-interest dividends are included, however, in determining the por tion, if any, of a person’s social","page_number":164,"box":{"x":70,"y":113,"width":809,"height":11}},{"id":"e969ed4c-f995-4608-a1b9-50cd392e455f","block_type":"box","text":"security and railroad retirement benefits subject to U.S. federal income taxes. Interest on indebtedness incurred or","page_number":164,"box":{"x":69,"y":128,"width":821,"height":11}},{"id":"5b30bc50-5f4c-4222-9054-f30315406895","block_type":"box","text":"continued to purchase or carry shares of a regulated investment company paying exempt-interest dividends, such as","page_number":164,"box":{"x":69,"y":143,"width":831,"height":11}},{"id":"dca0cdac-0b68-4f5c-b3a3-8a746068c071","block_type":"box","text":"the Fund, will not be deductible by the investor for U.S. federal income tax purposes to the extent attributable to","page_number":164,"box":{"x":68,"y":158,"width":800,"height":11}},{"id":"6b62f063-cf23-4570-85b0-aa482e4536fd","block_type":"box","text":"exempt-interest dividends. Shareholders are advised to consult their tax advisors with respect to whether exempt","page_number":164,"box":{"x":69,"y":173,"width":810,"height":11}},{"id":"2068066b-a9e0-4c25-8c68-e40e01d43873","block_type":"box","text":"interest dividends retain the exclusion under Code Section 103(a) if a shareholder would be treated as a “substantial","page_number":164,"box":{"x":70,"y":188,"width":836,"height":11}},{"id":"1b0cf90b-05e3-41e8-9f37-8ff7087f11cd","block_type":"box","text":"user” or “related person” under Code Section 147(a) with respect to proper ty financed with the proceeds of an issue","page_number":164,"box":{"x":69,"y":203,"width":835,"height":12}},{"id":"32ded499-de56-43e8-b154-97206e4ff505","block_type":"box","text":"of PABs, if any, held by a Fund.","page_number":164,"box":{"x":69,"y":218,"width":217,"height":12}},{"id":"da9ff18e-a55b-4a21-b212-0ec174f974a3","block_type":"box","text":"Substitute payments received by a Fund representing interest paid on tax-exempt obligations loaned out by the","page_number":164,"box":{"x":102,"y":241,"width":788,"height":11}},{"id":"58379d55-00ac-46aa-a2b1-12ff1048a92e","block_type":"box","text":"Fund will not be considered exempt interest, and distributions by the Fund of such substitute payments will not","page_number":164,"box":{"x":70,"y":256,"width":790,"height":11}},{"id":"08cc91cf-329f-4b9d-ab05-892f030e4e16","block_type":"box","text":"constitute exempt-interest dividends.","page_number":164,"box":{"x":69,"y":272,"width":261,"height":10}},{"id":"75daa184-2298-4687-877b-31802d4fb907","block_type":"box","text":"Distributions in excess of a Fund’s earnings and profits will first reduce the adjusted tax basis of a holder’s","page_number":164,"box":{"x":102,"y":294,"width":765,"height":11}},{"id":"017f50e8-c28a-4d65-8296-122565b97cca","block_type":"box","text":"shares and, after such adjusted tax basis is reduced to zero, will constitute capital gains to such holder (assuming","page_number":164,"box":{"x":69,"y":309,"width":819,"height":11}},{"id":"fa735bcb-4b1c-4e06-9f23-5fae15de1f0a","block_type":"box","text":"the shares are held as a capital asset). Any loss upon the sale or exchange of Fund shares held for six months or","page_number":164,"box":{"x":68,"y":324,"width":813,"height":12}},{"id":"e7c05a91-c175-4a5c-a3c6-547e760866b0","block_type":"box","text":"less will be disallowed to the extent of any exempt-interest dividends received by the shareholder. In addition, any","page_number":164,"box":{"x":70,"y":339,"width":809,"height":12}},{"id":"4d5913ae-0b2f-4727-9df8-caa34acde09a","block_type":"box","text":"such loss that is not disallowed under the rule stated above will be treated as long-term capital loss to the extent of","page_number":164,"box":{"x":69,"y":355,"width":829,"height":11}},{"id":"a7215004-f499-49e5-b996-020a04a296ca","block_type":"box","text":"any capital gain dividends received by the shareholder.","page_number":164,"box":{"x":69,"y":370,"width":388,"height":11}},{"id":"0faabd8d-87f2-4a16-9f29-c135e8a54e7b","block_type":"box","text":"All or a por tion of a Fund’s gains from the sale or redemption of tax-exempt obligations purchased at a market","page_number":164,"box":{"x":101,"y":392,"width":787,"height":12}},{"id":"07be677e-184d-497e-8d53-f01176ff4158","block_type":"box","text":"discount will be treated as ordinary income rather than capital gain. This rule may increase the amount of ordinary","page_number":164,"box":{"x":69,"y":407,"width":817,"height":12}},{"id":"e8b2240c-ab77-471b-8fe2-69b1945b0000","block_type":"box","text":"income dividends received by shareholders.","page_number":164,"box":{"x":70,"y":423,"width":309,"height":11}},{"id":"c250c4f4-871c-449c-b517-ff1e025bc5ed","block_type":"box","text":"Any market discount recognized on a bond is taxable as ordinary income. A market discount bond is a bond","page_number":164,"box":{"x":101,"y":446,"width":766,"height":11}},{"id":"2af9d025-123d-4d77-be0b-91a18228a618","block_type":"box","text":"acquired in the secondary market at a price below redemption value or adjusted issue price if issued with original","page_number":164,"box":{"x":69,"y":460,"width":808,"height":12}},{"id":"fee5a94b-0985-4e8c-bea7-43b4f64d8e73","block_type":"box","text":"issue discount. Absent an election by the Fund to include the market discount in income as it accrues, gain on the","page_number":164,"box":{"x":70,"y":476,"width":815,"height":11}},{"id":"15c57715-8de5-4642-92d8-ba8b33275b36","block_type":"box","text":"Fund’s disposition of such an obligation will be treated as ordinary income rather than capital gain to the extent of","page_number":164,"box":{"x":70,"y":491,"width":815,"height":11}},{"id":"ca015c51-73e1-4ad8-b156-df06fd88639a","block_type":"box","text":"the accrued market discount.","page_number":164,"box":{"x":68,"y":506,"width":208,"height":9}},{"id":"e1f2207b-1b67-48b5-97f1-b4a5038342ef","block_type":"box","text":"The Code subjects interest received on cer tain otherwise tax-exempt securities to a federal alternative minimum","page_number":164,"box":{"x":101,"y":528,"width":801,"height":12}},{"id":"1f823aca-d34c-456d-b658-d1772e24cde7","block_type":"box","text":"tax. The alternative minimum tax applies to interest received on cer tain “PABs” issued after August 7, 1986. PABs","page_number":164,"box":{"x":68,"y":543,"width":818,"height":12}},{"id":"76471266-d701-477b-b0fb-941d86a3449f","block_type":"box","text":"are bonds that, although tax-exempt, are used for purposes other than those generally per formed by governmental","page_number":164,"box":{"x":69,"y":559,"width":816,"height":11}},{"id":"4744a7de-7bb2-43f4-ac85-362a0f247770","block_type":"box","text":"units and that benefit non-governmental entities (","page_number":164,"box":{"x":69,"y":574,"width":351,"height":11}},{"id":"c922d6f2-27f5-4ef0-b25d-535d9857f15b","block_type":"box","text":"e.g.","page_number":164,"box":{"x":422,"y":575,"width":24,"height":10}},{"id":"0a3142a3-1f40-4926-815d-c30736b8bf18","block_type":"box","text":", bonds used for industrial development or housing purposes).","page_number":164,"box":{"x":449,"y":574,"width":441,"height":11}},{"id":"3c0e857f-e910-4a39-ac5d-d89be09fdf8a","block_type":"box","text":"Income received on such bonds is classified as an item of “tax preference,” which could subject cer tain investors in","page_number":164,"box":{"x":70,"y":589,"width":827,"height":11}},{"id":"b59a7b28-d7bf-476c-b421-d44058ab9e5e","block_type":"box","text":"such bonds, including shareholders of a Fund, to a federal alternative minimum tax. A Fund will purchase such","page_number":164,"box":{"x":69,"y":604,"width":786,"height":11}},{"id":"bcc3c931-6334-4fa9-9f48-7105c4415a24","block_type":"box","text":"“PABs” and will repor t to shareholders after the close of the calendar year the por tion of the Fund’s dividends","page_number":164,"box":{"x":70,"y":619,"width":782,"height":11}},{"id":"5b2c9ce9-651b-4f4e-8f00-5007f7e46037","block_type":"box","text":"declared during the year that constitute an item of tax preference for alternative minimum tax purposes.","page_number":164,"box":{"x":69,"y":634,"width":740,"height":12}},{"id":"32fe603a-978c-4da6-bd41-3d788e050f6f","block_type":"box","text":"Each Municipal Fund may engage in interest rate swap transactions. The U.S. federal income tax rules governing","page_number":164,"box":{"x":102,"y":657,"width":802,"height":11}},{"id":"28dae335-fa62-403c-b253-47b254b124ec","block_type":"box","text":"the taxation of interest rate swaps are not entirely clear and may require a Fund to treat payments received under","page_number":164,"box":{"x":68,"y":672,"width":812,"height":11}},{"id":"bff2b280-7662-4c88-af50-c0e2f6aecd91","block_type":"box","text":"such arrangements as ordinary income and to amor tize payments made under cer tain circumstances. Because","page_number":164,"box":{"x":69,"y":687,"width":794,"height":11}},{"id":"571bc5ec-0b37-43b1-8cf6-e31fcf92d43c","block_type":"box","text":"payments received by a Fund in connection with swap transactions will be taxable rather than tax-exempt and","page_number":164,"box":{"x":70,"y":703,"width":776,"height":10}},{"id":"df9e45ed-0a12-486a-b939-5612a614f6cc","block_type":"box","text":"because swap payments made by a Fund will offset both taxable and tax-exempt gross income propor tionately, they","page_number":164,"box":{"x":69,"y":717,"width":826,"height":12}},{"id":"678ecfa0-2c4b-46c3-bc0d-f53c7d07ecf4","block_type":"box","text":"may result in increased taxable distributions to shareholders.","page_number":164,"box":{"x":69,"y":733,"width":436,"height":11}},{"id":"e23c9889-0c43-4c98-93d6-62caff4f3ebe","block_type":"box","text":"Please see Par t I of your Fund’s SAI for cer tain state tax information relevant to an investment in BlackRock","page_number":164,"box":{"x":102,"y":755,"width":771,"height":11}},{"id":"2d67f593-1c19-4aba-9928-b45c2e4c9eaf","block_type":"box","text":"California Municipal Oppor tunities Fund, BlackRock New Jersey Municipal Bond Fund, BlackRock New York Municipal","page_number":164,"box":{"x":69,"y":770,"width":828,"height":11}},{"id":"310e1f9c-8d6a-419d-a41c-4669751c6773","block_type":"box","text":"Oppor tunities Fund and BlackRock Pennsylvania Municipal Bond Fund, as well as information on economic conditions","page_number":164,"box":{"x":69,"y":785,"width":836,"height":12}},{"id":"f92d55ff-7199-4ddd-bc69-fac4dfb61c0d","block_type":"box","text":"within each applicable state.","page_number":164,"box":{"x":68,"y":801,"width":203,"height":11}},{"id":"57580584-f525-42d0-bef8-1188013f77a8","block_type":"box","text":"In the case of a Feeder Fund, such Fund is entitled to look to the underlying assets of the Master Por tfolio in","page_number":164,"box":{"x":102,"y":823,"width":774,"height":12}},{"id":"2ccdedf9-9fca-4e9a-805a-2b9be73ea1fa","block_type":"box","text":"which it has invested for purposes of satisfying various qualification requirements of the Code applicable to regulated","page_number":164,"box":{"x":68,"y":838,"width":837,"height":12}},{"id":"b33fe671-56a6-44fe-b7b4-956d6f8b3a32","block_type":"box","text":"investment companies. Each Master Por tfolio is classified either as a par tnership or a separate disregarded entity","page_number":164,"box":{"x":70,"y":853,"width":816,"height":12}},{"id":"7f7c24f0-4dff-415d-9946-ae0c2a260226","block_type":"box","text":"(depending on the par ticular Master Por tfolio) for U.S. federal income tax purposes. If applicable tax provisions were","page_number":164,"box":{"x":69,"y":869,"width":830,"height":11}},{"id":"47a3fa02-cf35-4a68-b856-95ab5284b77d","block_type":"box","text":"to change the classification of a Master Por tfolio, then the Board of Directors of a Feeder Fund would determine, in","page_number":164,"box":{"x":68,"y":884,"width":822,"height":11}},{"id":"f4c8510b-2778-4cdc-bfca-44c36486f7eb","block_type":"box","text":"its discretion, the appropriate course of action for the Feeder Fund. One possible course of action would be to","page_number":164,"box":{"x":70,"y":899,"width":783,"height":11}},{"id":"f93ba7ab-40a7-48fc-a4f5-33356e253b41","block_type":"box","text":"II-136","page_number":164,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"698e6882-be87-4358-aebd-76b5272e7976","block_type":"box","text":"NM1026U-5981080-164/228","page_number":164,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"71014e3e-72b3-4bb6-a0a2-051b5eae7ed4","block_type":"box","text":"withdraw the Feeder Fund’s investments from the Master Por tfolio and to retain an investment manager to manage","page_number":165,"box":{"x":68,"y":45,"width":822,"height":11}},{"id":"49e19da9-d112-4ddd-adaa-6443e4478ba5","block_type":"box","text":"the Feeder Fund’s assets in accordance with the investment policies applicable to the Feeder Fund.","page_number":165,"box":{"x":68,"y":60,"width":710,"height":11}},{"id":"5e1d0146-06bf-4a03-9bcd-3942b13e8969","block_type":"box","text":"Ordinary income and capital gain dividends may also be subject to state and local taxes. Cer tain states exempt","page_number":165,"box":{"x":102,"y":83,"width":796,"height":11}},{"id":"cb1c1d1e-b721-4c31-b57c-c4024e64f736","block_type":"box","text":"from state income taxation dividends paid by regulated investment companies that are derived from interest on U.S.","page_number":165,"box":{"x":68,"y":98,"width":828,"height":11}},{"id":"76293d97-7b16-4376-97e7-e50d03f7c564","block_type":"box","text":"government obligations. State law varies as to whether dividend income attributable to U.S. government obligations is","page_number":165,"box":{"x":68,"y":113,"width":841,"height":11}},{"id":"9515c61b-09f9-4cee-b16f-362a812dd71d","block_type":"box","text":"exempt from state income tax.","page_number":165,"box":{"x":69,"y":128,"width":216,"height":11}},{"id":"17234696-3635-4ac6-8968-f56095fe305f","block_type":"box","text":"Shareholders of each Fund are urged to consult their tax advisers regarding specific questions as to federal,","page_number":165,"box":{"x":102,"y":150,"width":771,"height":12}},{"id":"0c25f682-7894-40d3-afc6-5caa4e374e6d","block_type":"box","text":"foreign, state or local taxes with respect to their Fund. Foreign investors should consider applicable foreign taxes in","page_number":165,"box":{"x":68,"y":166,"width":823,"height":11}},{"id":"a9e1072c-d7ba-436c-a465-b91099a84ff0","block_type":"box","text":"their evaluation of an investment in a Fund.","page_number":165,"box":{"x":68,"y":181,"width":309,"height":9}},{"id":"fdd02d48-53bd-4d76-9466-f5b0f54f7263","block_type":"box","text":"The foregoing general discussion of U.S. federal income tax consequences is based on the Code and the","page_number":165,"box":{"x":101,"y":203,"width":749,"height":12}},{"id":"faea0137-babb-46e0-b27d-b67153097577","block_type":"box","text":"regulations issued thereunder as in effect on the date of this SAI. Future legislative or administrative changes or","page_number":165,"box":{"x":69,"y":218,"width":803,"height":12}},{"id":"aefccdba-716e-493c-b053-f368a6e8c8b9","block_type":"box","text":"cour t decisions may significantly change the conclusions expressed in this discussion, and any such changes or","page_number":165,"box":{"x":69,"y":234,"width":801,"height":11}},{"id":"da6f25e4-5cf8-4949-b870-8c3be14b2c05","block_type":"box","text":"decisions may have a retroactive effect.","page_number":165,"box":{"x":69,"y":249,"width":283,"height":11}},{"id":"18b05d6f-e4f6-4348-9fe7-89e2997e2515","block_type":"box","text":"PERFORMANCE DATA","page_number":165,"box":{"x":403,"y":278,"width":173,"height":10}},{"id":"f1857af7-11a9-474c-8467-d813948da7e9","block_type":"box","text":"From time to time a Fund may include its average annual total return and other total return data, and, if","page_number":165,"box":{"x":102,"y":301,"width":738,"height":11}},{"id":"c1d46639-0aa5-47e2-a33c-f666c8979a3d","block_type":"box","text":"applicable, yield and tax-equivalent yield in adver tisements or information furnished to present or prospective","page_number":165,"box":{"x":69,"y":316,"width":779,"height":11}},{"id":"892118b0-1caf-47ab-b746-204b54c2352f","block_type":"box","text":"shareholders. Total return, yield and tax-equivalent yield each is based on a Fund’s historical per formance and is not","page_number":165,"box":{"x":69,"y":331,"width":833,"height":11}},{"id":"bd382a3c-a555-4ca3-b514-23b827005486","block_type":"box","text":"intended to indicate future per formance. Average annual total return is determined separately for each class of","page_number":165,"box":{"x":70,"y":346,"width":792,"height":12}},{"id":"8f4387c7-a00e-450e-a2e4-75defc19acf9","block_type":"box","text":"shares in accordance with a formula specified by the Commission.","page_number":165,"box":{"x":69,"y":361,"width":473,"height":12}},{"id":"a1b41cf7-a420-4ad4-802a-4e003579d367","block_type":"box","text":"Quotations of average annual total return, before tax, for the specified periods are computed by finding the","page_number":165,"box":{"x":102,"y":384,"width":761,"height":11}},{"id":"b22e7836-ce35-4fd1-a0cb-9f80aad76176","block_type":"box","text":"average annual compounded rates of return (based on net investment income and any realized and unrealized capital","page_number":165,"box":{"x":69,"y":399,"width":836,"height":12}},{"id":"7197fac5-868a-496b-8d41-aba92a5bdf42","block_type":"box","text":"gains or losses on por tfolio investments over such periods) that would equate the initial amount invested to the","page_number":165,"box":{"x":68,"y":414,"width":798,"height":12}},{"id":"92322d8b-10e6-42c4-8e59-810de7c6157d","block_type":"box","text":"redeemable value of such investment at the end of each period. Average annual total return before taxes is","page_number":165,"box":{"x":69,"y":429,"width":765,"height":12}},{"id":"4b782298-d6c0-44b5-98e9-4282d75209f6","block_type":"box","text":"computed assuming all dividends are reinvested and taking into account all applicable recurring and nonrecurring","page_number":165,"box":{"x":69,"y":445,"width":808,"height":11}},{"id":"ef1ba2ed-9e97-4881-8ac0-5ef4adea752d","block_type":"box","text":"expenses, including the maximum sales charge, in the case of front-end load shares, and the CDSC that would be","page_number":165,"box":{"x":69,"y":460,"width":813,"height":11}},{"id":"e3ea5a61-c005-4247-a353-388b68744e13","block_type":"box","text":"applicable to a complete redemption of the investment at the end of the specified period in the case of CDSC shares,","page_number":165,"box":{"x":69,"y":475,"width":839,"height":11}},{"id":"1579ce46-4ff0-44dc-b150-5b0d46d6bb7d","block_type":"box","text":"but does not take into account taxes payable on dividends or on redemption.","page_number":165,"box":{"x":69,"y":490,"width":546,"height":11}},{"id":"13225094-72eb-40d8-b562-381ce38d613e","block_type":"box","text":"Quotations of average annual total return, after taxes, on dividends for the specified periods are computed by","page_number":165,"box":{"x":102,"y":513,"width":781,"height":11}},{"id":"cce0a666-3aee-43bf-a055-8dd164e7135a","block_type":"box","text":"finding the average annual compounded rates of return that would equate the initial amount invested to the ending","page_number":165,"box":{"x":68,"y":528,"width":819,"height":11}},{"id":"157c1838-3ae1-4dfa-a752-a2a0e963dd89","block_type":"box","text":"value of such investment at the end of each period assuming payment of taxes on dividends received during such","page_number":165,"box":{"x":68,"y":543,"width":810,"height":11}},{"id":"e55aa8f8-f1c7-4792-8429-72c097a12576","block_type":"box","text":"period. Average annual total return after taxes on dividends is computed assuming all dividends, less the taxes due","page_number":165,"box":{"x":70,"y":558,"width":823,"height":11}},{"id":"32ed8b4e-cd06-487e-ba44-f92beb653cd7","block_type":"box","text":"on such dividends, are reinvested and taking into account all applicable recurring and nonrecurring expenses,","page_number":165,"box":{"x":69,"y":573,"width":780,"height":11}},{"id":"4de979c0-0d1c-4f79-81d6-529175e15152","block_type":"box","text":"including the maximum sales charge, in the case of front-end load shares and the CDSC that would be applicable to","page_number":165,"box":{"x":70,"y":588,"width":825,"height":12}},{"id":"895c38cf-b66d-4454-b47f-6c7aef2275bf","block_type":"box","text":"a complete redemption of the investment at the end of the specified period in the case of CDSC shares. The taxes","page_number":165,"box":{"x":69,"y":603,"width":817,"height":11}},{"id":"f4bd3e81-a56f-41f3-b47e-5ed948515bcb","block_type":"box","text":"due on dividends are calculated by applying to each dividend the highest applicable marginal U.S. federal individual","page_number":165,"box":{"x":69,"y":618,"width":820,"height":12}},{"id":"7ec6406f-b8fa-48ae-9ecc-7de4742dba67","block_type":"box","text":"income tax rates in effect on the reinvestment date for that dividend. The rates used correspond to the tax character","page_number":165,"box":{"x":70,"y":634,"width":833,"height":11}},{"id":"a8310ebc-97be-41e1-9cb8-a07e6e3eec2d","block_type":"box","text":"(including eligibility for the maximum 20% tax rate applicable to qualified dividend income) of each dividend. The","page_number":165,"box":{"x":69,"y":649,"width":797,"height":11}},{"id":"c80eaedd-da33-47e7-b392-ab890c4854cd","block_type":"box","text":"taxable amount and tax character of each dividend are specified by each Fund on the dividend declaration date, but","page_number":165,"box":{"x":68,"y":664,"width":824,"height":11}},{"id":"454cdbe9-f6e8-40b4-819a-513fbcb41399","block_type":"box","text":"may be adjusted to reflect subsequent recharacterizations of distributions. The applicable tax rates may vary over the","page_number":165,"box":{"x":69,"y":679,"width":837,"height":11}},{"id":"b9ff4ecb-5771-4b4e-a4f3-ed555d3ff581","block_type":"box","text":"measurement period. The effects of state and local taxes are not reflected. Applicable tax credits, such as foreign","page_number":165,"box":{"x":69,"y":694,"width":814,"height":11}},{"id":"06f32c18-cb7f-4d1f-a15d-ff2b765e4e46","block_type":"box","text":"credits, are taken into account according to U.S. federal tax law. The ending value is determined assuming complete","page_number":165,"box":{"x":69,"y":709,"width":830,"height":11}},{"id":"cb99f047-f991-43c4-a1c6-95359b61d115","block_type":"box","text":"redemption at the end of the applicable periods with no tax consequences associated with such redemption.","page_number":165,"box":{"x":69,"y":724,"width":774,"height":11}},{"id":"84793c50-d39f-412c-97c6-a7733aa6f27a","block_type":"box","text":"Quotations of average annual total return, after taxes, on both dividends and redemption for the specified","page_number":165,"box":{"x":102,"y":747,"width":752,"height":11}},{"id":"5bacea6b-2765-47e5-b1a1-07ecd0319690","block_type":"box","text":"periods are computed by finding the average annual compounded rates of return that would equate the initial amount","page_number":165,"box":{"x":70,"y":762,"width":835,"height":11}},{"id":"aec77856-9f07-4a62-930a-e26ebb3c176d","block_type":"box","text":"invested to the ending value of such investment at the end of each period assuming payment of taxes on dividends","page_number":165,"box":{"x":70,"y":777,"width":820,"height":12}},{"id":"086ea7fa-9d88-45d6-aaa3-fbdee72b87fe","block_type":"box","text":"received during such period as well as on complete redemption. Average annual total return after taxes on","page_number":165,"box":{"x":69,"y":792,"width":756,"height":12}},{"id":"17e8a347-5deb-4398-b4b3-63edbcfbdb75","block_type":"box","text":"distributions and redemption is computed assuming all dividends, less the taxes due on such dividends, are","page_number":165,"box":{"x":69,"y":808,"width":772,"height":11}},{"id":"99706b89-8d33-49a1-a13b-d5ed2a55b567","block_type":"box","text":"reinvested and taking into account all applicable recurring and nonrecurring expenses, including the maximum sales","page_number":165,"box":{"x":69,"y":823,"width":827,"height":11}},{"id":"5304fdd2-134a-4628-85fc-a2aaecdea809","block_type":"box","text":"charge in the case of front-end load shares and the CDSC that would be applicable to a complete redemption of the","page_number":165,"box":{"x":69,"y":838,"width":825,"height":11}},{"id":"b0534a54-9442-4bb9-8e52-f1803c150963","block_type":"box","text":"investment at the end of the specified period in the case of CDSC shares and assuming, for all classes of shares,","page_number":165,"box":{"x":70,"y":853,"width":812,"height":11}},{"id":"3f8f5d50-096a-4880-bf13-65bdf10d1180","block_type":"box","text":"complete redemption and payment of taxes due on such redemption. The ending value is determined assuming","page_number":165,"box":{"x":69,"y":868,"width":795,"height":11}},{"id":"f195e770-9b96-47f8-8cd0-b3b5aa451a2c","block_type":"box","text":"complete redemption at the end of the applicable periods, subtracting capital gains taxes resulting from the","page_number":165,"box":{"x":69,"y":883,"width":768,"height":11}},{"id":"db6e3e31-4d75-429c-a7bf-b1801bf9f063","block_type":"box","text":"redemption and adding the presumed tax benefit from capital losses resulting from redemption. The taxes due on","page_number":165,"box":{"x":69,"y":898,"width":810,"height":11}},{"id":"1f404a57-28ac-4700-b229-f8acb6027c49","block_type":"box","text":"II-137","page_number":165,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"74483513-753f-462b-a2c1-c1ba8d665475","block_type":"box","text":"NM1026U-5981080-165/228","page_number":165,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"cd08c311-884b-4e05-8d64-eaa60795eda5","block_type":"box","text":"dividends and on the deemed redemption are calculated by applying the highest applicable marginal U.S. federal","page_number":166,"box":{"x":69,"y":45,"width":802,"height":11}},{"id":"ddafdc63-abd4-4a27-95ff-f7b2be968243","block_type":"box","text":"individual income tax rates in effect on the reinvestment and/or the redemption date. The rates used correspond to","page_number":166,"box":{"x":70,"y":60,"width":825,"height":11}},{"id":"abf8ff38-1638-4d6b-a6ec-09da374787d0","block_type":"box","text":"the tax character (including eligibility for the maximum 20% tax rate applicable to qualified dividend income) of each","page_number":166,"box":{"x":68,"y":75,"width":823,"height":11}},{"id":"4b80706b-32e6-4845-b67b-27261ffeaf85","block_type":"box","text":"component of each dividend and/or the redemption payment. The applicable tax rates may vary over the","page_number":166,"box":{"x":69,"y":90,"width":743,"height":11}},{"id":"2022a12e-3a5d-4c9d-8175-b22b8f44a975","block_type":"box","text":"measurement period. The effects of state and local taxes are not reflected. Applicable tax credits, such as foreign","page_number":166,"box":{"x":69,"y":105,"width":814,"height":11}},{"id":"43b98c27-4964-44bc-8110-6324828349f8","block_type":"box","text":"tax credits, are taken into account according to federal law.","page_number":166,"box":{"x":68,"y":120,"width":422,"height":12}},{"id":"0d8342b7-5647-4c8b-8e84-b664c72886fa","block_type":"box","text":"A Fund also may quote annual, average annual and annualized total return and aggregate total return","page_number":166,"box":{"x":101,"y":143,"width":720,"height":11}},{"id":"7b5500e0-8a44-49c0-8eea-6f00d0f0d7d4","block_type":"box","text":"per formance data, both as a percentage and as a dollar amount based on a hypothetical investment of $1,000 or","page_number":166,"box":{"x":70,"y":157,"width":813,"height":12}},{"id":"a719e2e4-ebd1-45ee-b387-c6e5e57ce61b","block_type":"box","text":"some other amount, for various periods other than those noted in Par t I of each Fund’s SAI. Such data will be","page_number":166,"box":{"x":69,"y":173,"width":781,"height":11}},{"id":"08c78595-d30e-4bef-95a5-46eee7155acf","block_type":"box","text":"computed as described above, except that (1) as required by the periods of the quotations, actual annual, annualized","page_number":166,"box":{"x":69,"y":188,"width":837,"height":11}},{"id":"10a0febb-903d-457f-8c16-4028fd41b3b1","block_type":"box","text":"or aggregate data, rather than average annual data, may be quoted and (2) the maximum applicable sales charges","page_number":166,"box":{"x":69,"y":203,"width":817,"height":12}},{"id":"d1c83e88-7d3b-46b4-a1c1-12340dd7bed2","block_type":"box","text":"will not be included with respect to annual or annualized rates of return calculations. Aside from the impact on the","page_number":166,"box":{"x":68,"y":218,"width":815,"height":11}},{"id":"ae60f915-007d-4ed8-bf50-a03de413168e","block_type":"box","text":"per formance data calculations of including or excluding the maximum applicable sales charges, actual annual or","page_number":166,"box":{"x":70,"y":234,"width":801,"height":11}},{"id":"7755ac1d-ab20-4b61-bd4b-685cfcf38106","block_type":"box","text":"annualized total return data generally will be lower than average annual total return data since the average rates of","page_number":166,"box":{"x":69,"y":249,"width":819,"height":11}},{"id":"40896c3e-a815-4d06-97d4-cffa2ae5fa3a","block_type":"box","text":"return reflect compounding of return; aggregate total return data generally will be higher than average annual total","page_number":166,"box":{"x":69,"y":264,"width":811,"height":11}},{"id":"d81cf50e-5ac1-4fc6-9a8a-84bf82256017","block_type":"box","text":"return data since the aggregate rates of return reflect compounding over a longer period of time.","page_number":166,"box":{"x":69,"y":279,"width":686,"height":11}},{"id":"d7413690-c9a4-470c-a39c-783ffab8f7ff","block_type":"box","text":"Yield quotations will be computed based on a 30-day period by dividing (a) the net income based on the yield of","page_number":166,"box":{"x":101,"y":302,"width":796,"height":11}},{"id":"a6ff83cc-90da-4406-82cc-718569d949bc","block_type":"box","text":"each security earned during the period by (b) the average daily number of shares outstanding during the period that","page_number":166,"box":{"x":69,"y":317,"width":821,"height":11}},{"id":"95f53fc4-6ffb-4605-98a3-ed46d09b52b3","block_type":"box","text":"were entitled to receive dividends multiplied by the maximum offering price per share on the last day of the period.","page_number":166,"box":{"x":68,"y":332,"width":817,"height":11}},{"id":"267eff44-79aa-4643-a7d5-2e2d35b88313","block_type":"box","text":"Tax equivalent yield quotations will be computed by dividing (a) the par t of a Fund’s yield that is tax-exempt by (b) one","page_number":166,"box":{"x":68,"y":347,"width":837,"height":11}},{"id":"5c46c363-e541-4097-bbc4-12126555a721","block_type":"box","text":"minus a stated tax rate and adding the result to that par t, if any, of the Fund’s yield that is not tax-exempt.","page_number":166,"box":{"x":69,"y":362,"width":759,"height":11}},{"id":"977bbf67-7ddc-4cb2-9b6f-e6d54ee8f0da","block_type":"box","text":"A Fund’s total return will vary depending on market conditions, the securities comprising a Fund’s por tfolio, a","page_number":166,"box":{"x":101,"y":385,"width":779,"height":11}},{"id":"f78d78c6-6682-439e-b4c2-46daca0ca62a","block_type":"box","text":"Fund’s operating expenses and the amount of realized and unrealized net capital gains or losses during the period.","page_number":166,"box":{"x":70,"y":400,"width":819,"height":11}},{"id":"4b5e096d-98ce-4c5a-b219-5ea5431309b5","block_type":"box","text":"The value of an investment in a Fund will fluctuate and an investor’s shares, when redeemed, may be wor th more or","page_number":166,"box":{"x":68,"y":415,"width":830,"height":11}},{"id":"84dfb66f-0aed-4847-9dca-b5d940577052","block_type":"box","text":"less than their original cost.","page_number":166,"box":{"x":70,"y":430,"width":196,"height":11}},{"id":"60e0a272-0f7e-41e6-8bbf-9377f38d225d","block_type":"box","text":"In order to reflect the reduced sales charges in the case of front-end load shares or the waiver of the CDSC in","page_number":166,"box":{"x":102,"y":453,"width":782,"height":11}},{"id":"c9d56f0c-2364-4dd8-85b5-838504caedf1","block_type":"box","text":"the case of CDSC shares applicable to cer tain investors, as described under “Purchase of Shares” and “Redemption","page_number":166,"box":{"x":68,"y":468,"width":836,"height":11}},{"id":"ea739fb6-de29-440c-93a2-ee1b3793eb0b","block_type":"box","text":"of Shares,” respectively, the total return data quoted by a Fund in adver tisements directed to such investors may","page_number":166,"box":{"x":69,"y":483,"width":807,"height":11}},{"id":"9fa3b7e6-475c-4959-893f-b034067e4c99","block_type":"box","text":"take into account the reduced, and not the maximum, sales charge or may take into account the CDSC waiver and,","page_number":166,"box":{"x":68,"y":498,"width":820,"height":11}},{"id":"126c454c-ecf0-492a-9668-e49cbb22cc22","block_type":"box","text":"therefore, may reflect greater total return since, due to the reduced sales charges or the waiver of sales charges, a","page_number":166,"box":{"x":68,"y":513,"width":824,"height":12}},{"id":"08b0d620-f2ac-4648-bf79-ca4992c026f5","block_type":"box","text":"lower amount of expenses is deducted.","page_number":166,"box":{"x":70,"y":528,"width":278,"height":11}},{"id":"f01d6479-e946-48ff-8fae-42f3d1ca8ecf","block_type":"box","text":"On occasion, a Fund may compare its per formance to, among other things, the Fund’s benchmark index","page_number":166,"box":{"x":102,"y":551,"width":741,"height":11}},{"id":"ed7d381d-5310-490e-8645-6b2280002b4c","block_type":"box","text":"indicated in the Prospectus, the Value Line Composite Index, the Dow Jones Industrial Average, or to other published","page_number":166,"box":{"x":70,"y":566,"width":830,"height":11}},{"id":"287f57c4-d022-41bc-bb87-dc72974e3061","block_type":"box","text":"indices, or to per formance data published by Lipper Inc., Morningstar, Inc. (“Morningstar”),","page_number":166,"box":{"x":70,"y":581,"width":646,"height":12}},{"id":"50a5c360-7d25-4654-86a5-fb56e42119b9","block_type":"box","text":"Money Magazine, U.S.","page_number":166,"box":{"x":724,"y":581,"width":156,"height":12}},{"id":"aea7c363-7369-432a-9bdf-0467bc06b1b2","block_type":"box","text":"News & World Repor t, BusinessWeek, Forbes Magazine, For tune Magazine","page_number":166,"box":{"x":70,"y":597,"width":533,"height":11}},{"id":"1c9ad130-00e8-4972-86e1-844858930ea0","block_type":"box","text":"or other industry publications. When","page_number":166,"box":{"x":608,"y":597,"width":257,"height":11}},{"id":"176bdf44-fa11-4f8c-9fa8-50e916fe850e","block_type":"box","text":"comparing its per formance to a market index, a Fund may refer to various statistical measures derived from the","page_number":166,"box":{"x":69,"y":612,"width":797,"height":11}},{"id":"6f128404-2ec7-4a85-9c1f-d7851ade9ca6","block_type":"box","text":"historical per formance of a Fund and the index, such as standard deviation and beta. As with other per formance","page_number":166,"box":{"x":69,"y":627,"width":803,"height":11}},{"id":"249d595b-27b8-4566-a377-0ed3f632386f","block_type":"box","text":"data, per formance comparisons should not be considered indicative of a Fund’s relative per formance for any future","page_number":166,"box":{"x":69,"y":642,"width":824,"height":11}},{"id":"b3b8af35-c4d0-4792-a2d3-b6aa5e4d851b","block_type":"box","text":"period. In addition, from time to time a Fund may include the Fund’s Morningstar risk-adjusted per formance ratings","page_number":166,"box":{"x":70,"y":657,"width":818,"height":11}},{"id":"611a0491-fb20-461a-ac67-3d957bc28ac4","block_type":"box","text":"assigned by Morningstar in adver tising or supplemental sales literature. From time to time a Fund may quote in","page_number":166,"box":{"x":69,"y":672,"width":793,"height":11}},{"id":"f9ecc4b7-720a-4450-b3ed-ff00f30cb01f","block_type":"box","text":"adver tisements or other materials other applicable measures of Fund per formance and may also make reference to","page_number":166,"box":{"x":69,"y":687,"width":826,"height":11}},{"id":"925d1489-f644-44e7-a75a-931b29400d9b","block_type":"box","text":"awards that may be given to the Manager. Cer tain Funds may also compare their per formance to composite indices","page_number":166,"box":{"x":69,"y":702,"width":825,"height":12}},{"id":"786a8bea-b4e1-4811-bdcf-9fb9eef662d2","block_type":"box","text":"developed by Fund management.","page_number":166,"box":{"x":69,"y":718,"width":233,"height":11}},{"id":"9a800b81-2f8e-45fd-b01e-6fb014fd755a","block_type":"box","text":"A Fund may provide information designed to help investors understand how the Fund is seeking to achieve its","page_number":166,"box":{"x":101,"y":740,"width":780,"height":11}},{"id":"f152d24a-ac97-4a3d-bf67-a175a9ee3833","block_type":"box","text":"investment objectives. This may include information about past, current or possible economic, market, political or","page_number":166,"box":{"x":70,"y":755,"width":810,"height":11}},{"id":"e799fce1-a224-4f33-bef0-0211a0e1eb2b","block_type":"box","text":"other conditions, descriptive information or general principles of investing such as asset allocation, diversification","page_number":166,"box":{"x":69,"y":770,"width":810,"height":12}},{"id":"a42dbc3e-97bb-43ef-a73c-631a11058d5c","block_type":"box","text":"and risk tolerance, discussion of a Fund’s por tfolio composition, investment philosophy, strategy or investment","page_number":166,"box":{"x":69,"y":785,"width":792,"height":12}},{"id":"19f58b08-0bf2-41f9-8f70-46143ad34dd1","block_type":"box","text":"techniques, comparisons of the Fund’s per formance or por tfolio composition to that of other funds or types of","page_number":166,"box":{"x":68,"y":801,"width":788,"height":11}},{"id":"6ab56915-7733-4989-8e82-9afcc972a27f","block_type":"box","text":"investments, indices relevant to the comparison being made, or to a hypothetical or model por tfolio. A Fund may also","page_number":166,"box":{"x":70,"y":816,"width":835,"height":11}},{"id":"cd219b1d-1f73-4b6c-b7eb-019eac281bc4","block_type":"box","text":"quote various measures of volatility and benchmark correlation in adver tising and other materials, and may compare","page_number":166,"box":{"x":69,"y":831,"width":830,"height":11}},{"id":"570bdeb7-ae29-46da-be0e-54125410c983","block_type":"box","text":"these measures to those of other funds or types of investments.","page_number":166,"box":{"x":68,"y":846,"width":461,"height":11}},{"id":"0a92384a-d932-4c9f-a57b-680a5b18c717","block_type":"box","text":"II-138","page_number":166,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"7478941e-98af-4812-ab53-85e4da5c428b","block_type":"box","text":"NM1026U-5981080-166/228","page_number":166,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"4bf6fde0-f55b-45cc-a39b-e23ef808414c","block_type":"box","text":"PROXY VOTING POLICIES AND PROCEDURES","page_number":167,"box":{"x":308,"y":45,"width":362,"height":10}},{"id":"4d05b9b2-16a2-4dca-b3e2-3e94530839f4","block_type":"box","text":"The Board of Directors of the Funds has delegated the voting of proxies for the Funds’ securities to the Manager","page_number":167,"box":{"x":101,"y":68,"width":802,"height":11}},{"id":"32734f7b-7dac-4478-a14e-26fddfd1852b","block_type":"box","text":"pursuant to (i) the Open-End Active and Fixed Income Index Fund Proxy Voting Policy (the “Active Fund Proxy Voting","page_number":167,"box":{"x":70,"y":83,"width":809,"height":11}},{"id":"b1bf3942-b209-40cc-860a-13ba72398aff","block_type":"box","text":"Policy”), with respect to cer tain Funds, and (ii) the Index Equity Fund Proxy Voting Policy, with respect to cer tain other","page_number":167,"box":{"x":69,"y":98,"width":833,"height":11}},{"id":"d22aba7e-b8f5-41e5-9cdd-9b4286f22a72","block_type":"box","text":"Funds, as applicable. Please refer to Par t I of this SAI, which discloses the policy applicable to each Fund.","page_number":167,"box":{"x":70,"y":113,"width":755,"height":11}},{"id":"10bcfbf9-3a69-43aa-bfc2-ee90efcb2358","block_type":"box","text":"With respect to Funds covered by the Active Fund Proxy Voting Policy, the Manager has adopted the BlackRock","page_number":167,"box":{"x":101,"y":136,"width":785,"height":11}},{"id":"dd0d5ec3-2279-419c-bbae-f73a8f2cc5d4","block_type":"box","text":"Active Investment Stewardship—Global Engagement and Voting Guidelines (the “BAIS Guidelines”). Cer tain of such","page_number":167,"box":{"x":68,"y":151,"width":822,"height":11}},{"id":"0ad9abb9-3e78-4ed2-8cc6-3dcd64ae0407","block_type":"box","text":"Funds, as listed within the Active Fund Proxy Voting Policy and as disclosed in Par t I of this SAI, follow supplemental","page_number":167,"box":{"x":70,"y":166,"width":824,"height":11}},{"id":"8df6d321-64f9-42de-874c-dff62ab91df9","block_type":"box","text":"guidelines within the BAIS Guidelines that are applicable to cer tain climate and decarbonization issues (the “BAIS","page_number":167,"box":{"x":68,"y":181,"width":812,"height":12}},{"id":"c357c9ca-a7db-4b4a-bbc6-ef8c6f388ac2","block_type":"box","text":"Climate and Decarbonization Stewardship Guidelines”).","page_number":167,"box":{"x":69,"y":197,"width":392,"height":10}},{"id":"11e58266-3a2c-424b-9c90-e115224ea425","block_type":"box","text":"With respect to Funds covered by the Index Equity Fund Proxy Voting Policy, the Manager has adopted the","page_number":167,"box":{"x":101,"y":219,"width":749,"height":11}},{"id":"795ad140-2e46-491d-9d7f-49bbcddf4036","block_type":"box","text":"BlackRock Investment Stewardship (“BIS”) Global Benchmark Policy, comprised of the Global Principles for","page_number":167,"box":{"x":70,"y":234,"width":759,"height":11}},{"id":"4ec3e11d-fb08-454b-bbbe-2a6d248f7ac5","block_type":"box","text":"Benchmark Policies, regional voting guidelines, and engagement priorities, which are each available upon request. In","page_number":167,"box":{"x":70,"y":250,"width":830,"height":11}},{"id":"310f6367-62fd-432e-9d15-c54dea392f81","block_type":"box","text":"addition, cer tain of such Funds, as listed within the Index Equity Fund Proxy Voting Policy and as disclosed in Par t I of","page_number":167,"box":{"x":69,"y":264,"width":838,"height":12}},{"id":"b33cf23b-0130-4beb-b670-4e59a5bba37f","block_type":"box","text":"this SAI, follow supplemental guidelines that are applicable to cer tain climate and decarbonization issues (the “BIS","page_number":167,"box":{"x":68,"y":280,"width":822,"height":11}},{"id":"84f19bda-6d84-4d5b-8cb9-a0eb91efb3b9","block_type":"box","text":"Climate and Decarbonization Stewardship Guidelines”).","page_number":167,"box":{"x":69,"y":295,"width":392,"height":11}},{"id":"ba22f1c6-204b-4e34-bedf-1636dbf850d5","block_type":"box","text":"If a Fund invests in an underlying fund managed by BlackRock, the Fund will use its proxy voting policy when","page_number":167,"box":{"x":102,"y":317,"width":767,"height":12}},{"id":"2f16050f-a3b8-4bb3-8053-06b3cd009eeb","block_type":"box","text":"voting on proxies for the underlying fund while the underlying fund will use its proxy voting policy when voting proxies","page_number":167,"box":{"x":68,"y":332,"width":827,"height":12}},{"id":"f2fa4c35-03bd-4e16-b0f9-f29eb5b4e936","block_type":"box","text":"on investments the underlying fund holds. Therefore, the Fund may use the Active Fund Proxy Voting Policy while an","page_number":167,"box":{"x":69,"y":348,"width":819,"height":11}},{"id":"49e1eb05-c02f-47ca-bf94-8f148466db8b","block_type":"box","text":"underlying fund may use the Index Equity Fund Proxy Voting Policy, and the opposite is also true.","page_number":167,"box":{"x":69,"y":363,"width":684,"height":11}},{"id":"35672ed8-e15a-447c-9962-b2b72d81cf0d","block_type":"box","text":"Copies of the Active Fund Proxy Voting Policy, Index Equity Fund Proxy Voting Policy, the BAIS Guidelines, the","page_number":167,"box":{"x":102,"y":385,"width":766,"height":12}},{"id":"8cef8ebd-1847-4cef-aa25-561f7c44855f","block_type":"box","text":"Global Principles for Benchmark Policies and the BIS Climate and Decarbonization Stewardship Guidelines are","page_number":167,"box":{"x":69,"y":401,"width":784,"height":11}},{"id":"b641d378-f39e-4157-9de6-95095f79679b","block_type":"box","text":"attached as Appendix B to this SAI. Only those guidelines that are applicable to a par ticular Fund pursuant to the","page_number":167,"box":{"x":69,"y":416,"width":805,"height":11}},{"id":"bed854bd-d050-494f-8664-1f368f977353","block_type":"box","text":"Active Fund Proxy Voting Policy or the Index Equity Fund Proxy Voting Policy are considered to form a par t of the","page_number":167,"box":{"x":68,"y":431,"width":790,"height":11}},{"id":"17e250ba-f066-43ce-b6b4-de30e2937586","block_type":"box","text":"Fund’s SAI. Information on how each Fund voted proxies relating to por tfolio securities during the most recent 12-","page_number":167,"box":{"x":70,"y":446,"width":810,"height":11}},{"id":"7316e0ff-dabf-4e58-81bd-194467329758","block_type":"box","text":"month period ended June 30 is available without charge, (i) at www.blackrock.com/proxyrecords and (ii) on the","page_number":167,"box":{"x":69,"y":461,"width":788,"height":11}},{"id":"500ecff8-b286-40f8-baca-c1e7ab2fc226","block_type":"box","text":"Commission’s website at http://www.sec.gov.","page_number":167,"box":{"x":69,"y":476,"width":327,"height":11}},{"id":"5fa38fad-f36f-4b51-ad46-4cff518f5d1a","block_type":"box","text":"GENERAL INFORMATION","page_number":167,"box":{"x":391,"y":506,"width":195,"height":9}},{"id":"3a526ed9-1e02-4b61-956d-e0b4cf149e58","block_type":"box","text":"Description of Shares","page_number":167,"box":{"x":69,"y":536,"width":156,"height":11}},{"id":"cd1ceb4e-6ad2-4b55-9622-1b0f0a32452a","block_type":"box","text":"Shareholders of a Fund are entitled to one vote for each full share held and fractional votes for fractional shares","page_number":167,"box":{"x":102,"y":559,"width":800,"height":9}},{"id":"6d9e784a-982a-4617-9955-1c37d712dc3f","block_type":"box","text":"held in the election of Directors and generally on other matters submitted to the vote of shareholders of the Fund.","page_number":167,"box":{"x":69,"y":574,"width":811,"height":11}},{"id":"d251cb4a-2254-49d3-8519-d222259743dd","block_type":"box","text":"Shareholders of a class that bears distribution and/or service expenses have exclusive voting rights with respect to","page_number":167,"box":{"x":69,"y":589,"width":825,"height":11}},{"id":"d130a903-0fd7-42d0-be30-1ff6524cb483","block_type":"box","text":"matters relating to such distribution and service expenditures. Voting rights are not cumulative, so that the holders of","page_number":167,"box":{"x":69,"y":604,"width":838,"height":11}},{"id":"cf2c70fb-595d-48f4-83e6-e355733b1256","block_type":"box","text":"more than 50% of the shares voting in the election of Directors can, if they choose to do so, elect all the Directors of","page_number":167,"box":{"x":69,"y":619,"width":835,"height":11}},{"id":"2c37f37c-6c82-4282-82f2-0bf113fe9166","block_type":"box","text":"a Fund, in which event the holders of the remaining shares would be unable to elect any person as a Director.","page_number":167,"box":{"x":69,"y":634,"width":781,"height":12}},{"id":"76aadced-5545-42ad-b767-181b6696e6b7","block_type":"box","text":"No Fund intends to hold annual meetings of shareholders in any year in which the Investment Company Act does","page_number":167,"box":{"x":102,"y":657,"width":801,"height":11}},{"id":"42a386e6-7d37-4bc9-8ead-1c7559a94440","block_type":"box","text":"not require shareholders to act upon any of the following matters: (i) election of Directors; (ii) approval of a","page_number":167,"box":{"x":69,"y":672,"width":760,"height":11}},{"id":"7fffb620-9736-4a59-b42d-5d5d3569c27c","block_type":"box","text":"management agreement; (iii) approval of a distribution agreement; and (iv) ratification of selection of independent","page_number":167,"box":{"x":69,"y":687,"width":810,"height":11}},{"id":"1a0af830-cdf2-45e5-ab67-be764c62b725","block_type":"box","text":"accountants. Shares issued are fully paid and non-assessable and have no preemptive rights. Redemption and","page_number":167,"box":{"x":69,"y":702,"width":790,"height":12}},{"id":"2a647e1b-dc97-4501-a383-2d8a75360d47","block_type":"box","text":"conversion rights are discussed elsewhere herein and in each Fund’s Prospectus. Each share of each class of","page_number":167,"box":{"x":69,"y":717,"width":787,"height":12}},{"id":"87405fee-4e24-4582-b9c7-738555e6ec34","block_type":"box","text":"Common Stock is entitled to par ticipate equally in dividends and distributions declared by a Fund and in the net","page_number":167,"box":{"x":69,"y":733,"width":797,"height":11}},{"id":"61731bb8-82d1-491a-8c56-610a9cf9a76d","block_type":"box","text":"assets of the Fund upon liquidation or dissolution after satisfaction of outstanding liabilities.","page_number":167,"box":{"x":69,"y":748,"width":658,"height":11}},{"id":"34e0ed1a-6643-4e0e-8eaa-05505bea9cbd","block_type":"box","text":"For Funds organized as Maryland corporations, the by-laws of the Fund require that a special meeting of","page_number":167,"box":{"x":102,"y":770,"width":741,"height":12}},{"id":"56ebb918-cd23-4ae5-9efc-978fe9f3ac4a","block_type":"box","text":"shareholders be held upon the written request of a minimum percentage of the outstanding shares of the Fund","page_number":167,"box":{"x":69,"y":785,"width":790,"height":12}},{"id":"e061b920-7646-4363-bd2d-469e7668d4fa","block_type":"box","text":"entitled to vote at such meeting, if they comply with applicable Maryland law.","page_number":167,"box":{"x":69,"y":801,"width":546,"height":11}},{"id":"db94a0cf-b701-4ed5-a188-745a124757cc","block_type":"box","text":"Cer tain of the Funds are organized as “Massachusetts business trusts.” Under Massachusetts law,","page_number":167,"box":{"x":102,"y":823,"width":712,"height":12}},{"id":"58479ad0-9ac2-4b18-abb4-6ac8f98f11db","block_type":"box","text":"shareholders of such a trust may, under cer tain circumstances, be held personally liable as par tners for its","page_number":167,"box":{"x":69,"y":838,"width":765,"height":11}},{"id":"05251ff5-1ef4-430d-ba71-6b68eb8fba78","block_type":"box","text":"obligations. However, the Declaration of Trust establishing a trust, a copy of which for each applicable Fund, together","page_number":167,"box":{"x":69,"y":853,"width":834,"height":12}},{"id":"d5e7bf11-4867-48a6-9718-29ba5c5d129d","block_type":"box","text":"with all amendments thereto (the “Declaration of Trust”), is on file in the office of the Secretary of the","page_number":167,"box":{"x":68,"y":869,"width":729,"height":11}},{"id":"675a58e4-d527-4b9d-8874-4b6d1b9bdbab","block_type":"box","text":"Commonwealth of Massachusetts, contains an express disclaimer of shareholder liability for acts or obligations of","page_number":167,"box":{"x":69,"y":884,"width":815,"height":11}},{"id":"b7c80351-17b3-4bb5-9788-9fadbbdf1f2b","block_type":"box","text":"the trust and provides for indemnification and reimbursement of expenses out of the trust proper ty for any","page_number":167,"box":{"x":68,"y":899,"width":761,"height":11}},{"id":"cbd4e66c-6dfe-4dcd-91e2-30c694de611d","block_type":"box","text":"II-139","page_number":167,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"eda43c09-82cd-4e97-bda3-7437d5bcaeaf","block_type":"box","text":"NM1026U-5981080-167/228","page_number":167,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"9a8baac2-4b26-4266-880b-8617318f9087","block_type":"box","text":"shareholder held personally liable for the obligations of the trust. The Declaration of Trust also provides that a trust","page_number":168,"box":{"x":69,"y":45,"width":824,"height":11}},{"id":"7b09ba36-bdb5-414f-9769-ea5370661fec","block_type":"box","text":"may maintain appropriate insurance (for example, fidelity bond and errors and omissions insurance) for the protection","page_number":168,"box":{"x":69,"y":60,"width":839,"height":11}},{"id":"14bf8430-4d31-4586-9d64-68feccd1cdcc","block_type":"box","text":"of the trust, its shareholders, trustees, officers, employees and agents covering possible tor t and other liabilities.","page_number":168,"box":{"x":69,"y":75,"width":813,"height":11}},{"id":"200bf7bd-2356-4d4b-8ea3-c4a116199536","block_type":"box","text":"Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is limited to circumstances","page_number":168,"box":{"x":68,"y":90,"width":827,"height":11}},{"id":"6487aac5-78c6-4b1e-9175-bec7e67d69a4","block_type":"box","text":"in which both inadequate insurance existed and the trust itself was unable to meet its obligations.","page_number":168,"box":{"x":70,"y":105,"width":699,"height":11}},{"id":"54dd5bb8-9eee-45c8-b675-563d357349cc","block_type":"box","text":"Cer tain Funds are organized as Delaware statutory trusts.","page_number":168,"box":{"x":102,"y":128,"width":413,"height":11}},{"id":"d270123f-e732-41c6-85ec-d922204abad8","block_type":"box","text":"Additional Information","page_number":168,"box":{"x":68,"y":158,"width":161,"height":9}},{"id":"04d531cb-64ca-4a4c-bd95-4a4fb13838cc","block_type":"box","text":"Under a separate agreement, BlackRock has granted cer tain Funds the right to use the “BlackRock” name and","page_number":168,"box":{"x":102,"y":181,"width":789,"height":11}},{"id":"7741333c-bf5e-4b08-bec8-7963546a2024","block_type":"box","text":"has reserved the right to (i) withdraw its consent to the use of such name by a Fund if the Fund ceases to retain","page_number":168,"box":{"x":69,"y":196,"width":799,"height":11}},{"id":"7948dc13-7d65-4358-92cb-11772bd5fdfc","block_type":"box","text":"BlackRock Advisors, LLC or BlackRock Fund Advisors, as applicable, as investment adviser and (ii) to grant the use of","page_number":168,"box":{"x":70,"y":211,"width":837,"height":11}},{"id":"93b7d9bd-0cb0-47cc-a7c6-2e233f3d2558","block_type":"box","text":"such name to any other company.","page_number":168,"box":{"x":69,"y":226,"width":238,"height":11}},{"id":"9971e4f2-6c4c-471d-a43a-d457e16eaac8","block_type":"box","text":"II-140","page_number":168,"box":{"x":468,"y":943,"width":42,"height":9}},{"id":"cbd901c8-195b-4f1c-afe1-7572268660e2","block_type":"box","text":"NM1026U-5981080-168/228","page_number":168,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"bb1d9016-ad0a-47c2-8f1e-48a65427a93a","block_type":"box","text":"APPENDIX A","page_number":169,"box":{"x":438,"y":45,"width":101,"height":10}},{"id":"1006c280-adb4-49ab-b2ad-e4880d0a547c","block_type":"box","text":"Description of Bond Ratings","page_number":169,"box":{"x":377,"y":68,"width":224,"height":13}},{"id":"c5891649-5faf-496d-bc85-acf2f1c29b3e","block_type":"box","text":"A rating is generally assigned to a fixed-income security at the time of issuance by a credit rating agency","page_number":169,"box":{"x":101,"y":91,"width":743,"height":12}},{"id":"c627062c-df3f-4d29-bfab-8cc804bc74e5","block_type":"box","text":"designated as a nationally recognized statistical rating organization (“NRSRO”) by the Securities and Exchange","page_number":169,"box":{"x":69,"y":106,"width":787,"height":12}},{"id":"c60c61a1-9936-445d-b3a3-12901bb29210","block_type":"box","text":"Commission (“SEC”). While NRSROs may from time to time revise such ratings, they under take no obligation to do","page_number":169,"box":{"x":69,"y":121,"width":817,"height":12}},{"id":"d0c27cdd-7ad9-4c43-ae3f-d1cd4eaf526f","block_type":"box","text":"so, and the ratings given to securities at issuance do not necessarily represent ratings which would be given to these","page_number":169,"box":{"x":69,"y":137,"width":837,"height":11}},{"id":"5c1b9b10-7083-4aa4-9ffb-8912efddda18","block_type":"box","text":"securities on a par ticular subsequent date.","page_number":169,"box":{"x":69,"y":152,"width":306,"height":11}},{"id":"6f44eda9-e5c6-4992-ad0b-5be4eae31538","block_type":"box","text":"NRSROs may rate specific investments (","page_number":169,"box":{"x":102,"y":174,"width":286,"height":12}},{"id":"34ccf6ed-4461-47d7-ae54-2e394eee7266","block_type":"box","text":"e.g.","page_number":169,"box":{"x":390,"y":176,"width":25,"height":10}},{"id":"483f8a5f-69fd-4991-89bf-7a416aa27131","block_type":"box","text":", bonds), issuers (","page_number":169,"box":{"x":417,"y":175,"width":128,"height":10}},{"id":"ec06747e-f9f3-4ae3-b617-0b05789a36fa","block_type":"box","text":"e.g.","page_number":169,"box":{"x":547,"y":176,"width":25,"height":10}},{"id":"66aa5e20-c1d6-40b6-b937-26e9d08aabe3","block_type":"box","text":", corporations, governments and financial","page_number":169,"box":{"x":574,"y":174,"width":293,"height":12}},{"id":"795d871b-14a1-4c62-8b00-93d4cc092db3","block_type":"box","text":"institutions) and/or programs (","page_number":169,"box":{"x":70,"y":190,"width":217,"height":11}},{"id":"82f9535e-4261-4b74-b0a6-9bf4be7b5114","block_type":"box","text":"e.g.","page_number":169,"box":{"x":289,"y":191,"width":25,"height":10}},{"id":"4c7f1d7a-9e56-4c2b-9702-f492d9d1d758","block_type":"box","text":", commercial paper programs). However, cer tain types of investments may not be","page_number":169,"box":{"x":317,"y":189,"width":578,"height":12}},{"id":"91536e97-7598-4987-93b3-1029fe1063c0","block_type":"box","text":"rated by NRSROs, such as cer tain government/sovereign obligations, US agency securities, commercial paper, time","page_number":169,"box":{"x":69,"y":205,"width":826,"height":11}},{"id":"65f989dd-5537-4c2c-b23b-1e1df42ca4fc","block_type":"box","text":"deposits at financial institutions, and derivative instruments such as credit default swaps. For these types of","page_number":169,"box":{"x":69,"y":220,"width":777,"height":11}},{"id":"0d8310c0-e9f2-4c00-866a-b902d40d91bf","block_type":"box","text":"investments, as well as US Treasury securities (some of which are not rated), where an NRSRO has not rated the","page_number":169,"box":{"x":70,"y":235,"width":807,"height":11}},{"id":"cb4453a4-c043-46cc-837b-b9900d41ca6f","block_type":"box","text":"specific investment but has rated the investment’s issuer, program, financial institution or underlying reference","page_number":169,"box":{"x":69,"y":250,"width":791,"height":11}},{"id":"898571c6-9501-4dab-b0c8-eadd78376064","block_type":"box","text":"asset, BlackRock Advisors, LLC, BlackRock Fund Advisors or their respective affiliates (“BlackRock”) may consider","page_number":169,"box":{"x":69,"y":265,"width":816,"height":11}},{"id":"4ce3d71c-4132-4723-ab5b-fb9cc0cb3fdc","block_type":"box","text":"the investment to have the same NRSRO rating as its issuer, program, financial institution or underlying reference","page_number":169,"box":{"x":68,"y":280,"width":812,"height":12}},{"id":"a3f6346c-58b8-4d54-a4df-05052689cf28","block_type":"box","text":"asset, as applicable. In the case of municipal securities, where one NRSRO provides multiple ratings for the same","page_number":169,"box":{"x":69,"y":295,"width":815,"height":12}},{"id":"f225cd92-f435-4d54-af77-28703bed6728","block_type":"box","text":"security (","page_number":169,"box":{"x":69,"y":311,"width":63,"height":11}},{"id":"7c9103ce-0156-4a5b-ac0d-147ca39e7f89","block_type":"box","text":"e.g.","page_number":169,"box":{"x":134,"y":312,"width":25,"height":10}},{"id":"c5505acf-226f-49ee-9aa4-2e013a2f7020","block_type":"box","text":", “underlying,” “insured” and/or “enhanced” ratings), BlackRock may consider the security to have the","page_number":169,"box":{"x":161,"y":311,"width":730,"height":11}},{"id":"5d9b78b4-1bf2-4e79-a957-1641c3f0f103","block_type":"box","text":"highest of the multiple ratings.","page_number":169,"box":{"x":69,"y":326,"width":216,"height":11}},{"id":"3cf15957-58c2-49f6-87b3-b5fb8e03dd0e","block_type":"box","text":"New issue securities (regardless of type) may not be rated by an NRSRO at the time of their initial offering.","page_number":169,"box":{"x":102,"y":348,"width":760,"height":12}},{"id":"2da900d2-dee9-4b5b-b3b0-f32f7334fde3","block_type":"box","text":"Preliminary prospectuses or term sheets for new issue securities may include an expected rating for the security (as","page_number":169,"box":{"x":69,"y":363,"width":830,"height":12}},{"id":"e7df8b9a-d370-4743-a946-cbbf980de68a","block_type":"box","text":"determined by the underwriter and/or issuer) or an NRSRO rating for the issuer of the security. If applicable, when","page_number":169,"box":{"x":69,"y":378,"width":812,"height":12}},{"id":"3ba1fe98-4cc9-4a8a-b18d-3f5d661fdc82","block_type":"box","text":"deciding whether to purchase a new issue security that has not yet been rated by an NRSRO, BlackRock may","page_number":169,"box":{"x":69,"y":394,"width":776,"height":11}},{"id":"c5da02cf-503d-46c4-96e7-e919f4cbe9f3","block_type":"box","text":"attribute an expected rating to the security based on: (i) the expected rating of the security set for th in the","page_number":169,"box":{"x":69,"y":409,"width":756,"height":11}},{"id":"ce775416-9819-47cb-ac7f-ef562082e808","block_type":"box","text":"preliminary prospectus or term sheet for the security; (ii) the NRSRO’s rating for the issuer of the security set for th in","page_number":169,"box":{"x":70,"y":424,"width":835,"height":11}},{"id":"8e25f4b0-b6b2-4989-9535-29763a382298","block_type":"box","text":"the preliminary prospectus or term sheet for the security; or (iii) with respect to asset-backed securities, the rating of","page_number":169,"box":{"x":68,"y":439,"width":836,"height":11}},{"id":"b0552856-5ece-46ff-afb8-0c058632c905","block_type":"box","text":"a prior issuance having a similar structure or the same sponsor.","page_number":169,"box":{"x":69,"y":454,"width":456,"height":11}},{"id":"d4c4ec33-acc3-4bb4-ac4a-bd95b9af3192","block_type":"box","text":"Where the investment objective of a fund is to track the per formance of an index that includes credit ratings","page_number":169,"box":{"x":101,"y":477,"width":771,"height":11}},{"id":"a2e82ec8-a912-4f3e-b660-7a03c1d0f4df","block_type":"box","text":"eligibility criteria as par t of its index methodology, the fund may purchase any security within the index, such security","page_number":169,"box":{"x":69,"y":492,"width":832,"height":11}},{"id":"e5f25f4a-966d-42e7-9fd4-37ec2c2610a4","block_type":"box","text":"having been determined by the index provider as meeting its credit ratings eligibility criteria. The credit ratings","page_number":169,"box":{"x":69,"y":507,"width":782,"height":11}},{"id":"248c4233-5f94-4b46-adb1-86426990c72d","block_type":"box","text":"practices of an index provider may differ from BlackRock’s practices, as described above. Fur ther, the fund may","page_number":169,"box":{"x":70,"y":522,"width":796,"height":11}},{"id":"ee7faf21-c8c6-41ff-9e13-774f40e49ed1","block_type":"box","text":"invest, directly or indirectly, in securities that are not rated by a rating agency or securities with a credit rating that","page_number":169,"box":{"x":70,"y":537,"width":811,"height":12}},{"id":"59a73652-9c65-4673-9efd-dee687af3fad","block_type":"box","text":"differs from the credit rating specified in its index methodology in various circumstances, including where a security is","page_number":169,"box":{"x":69,"y":552,"width":840,"height":12}},{"id":"528c779a-8f3c-488c-94ed-f504d2d32167","block_type":"box","text":"downgraded but not yet removed from an index, following the removal of a security from an index prior to its sale by","page_number":169,"box":{"x":69,"y":567,"width":824,"height":12}},{"id":"09461fdf-2c8d-4321-8beb-33fc8fcea6d5","block_type":"box","text":"the fund or as a result of a corporate action or restructuring affecting an issuer of a security held by the fund.","page_number":169,"box":{"x":68,"y":583,"width":781,"height":11}},{"id":"92f1ea4a-a1ec-49c2-a3c1-35a64769aa68","block_type":"box","text":"Fixed-income securities which are unrated may expose the investor to risks with respect to capacity to pay","page_number":169,"box":{"x":102,"y":606,"width":756,"height":10}},{"id":"01249ddc-9e99-456e-bfa9-296613bfec65","block_type":"box","text":"interest or repay principal which are similar to the risks of lower-rated speculative bonds (although BlackRock may","page_number":169,"box":{"x":70,"y":620,"width":811,"height":12}},{"id":"bec71827-df41-47be-a00a-b1ae800986f1","block_type":"box","text":"deem such unrated securities to be of higher quality). Evaluation of these securities is dependent on BlackRock’s","page_number":169,"box":{"x":69,"y":635,"width":809,"height":12}},{"id":"0b43e712-3511-4b6b-add1-7317ff6c7f2a","block_type":"box","text":"judgment, analysis and experience in the evaluation of such securities.","page_number":169,"box":{"x":67,"y":651,"width":506,"height":11}},{"id":"1fffe2e2-a6cb-4857-a18f-c2685de5059b","block_type":"box","text":"Investors should note that the assignment of a rating to a security by an NRSRO may not reflect the effect of","page_number":169,"box":{"x":102,"y":673,"width":776,"height":12}},{"id":"2dca505b-4f0d-4a6d-ad77-fc4173f23689","block_type":"box","text":"recent developments on the issuer’s ability to make interest and principal payments or on the likelihood of default.","page_number":169,"box":{"x":69,"y":688,"width":818,"height":12}},{"id":"283c2e2f-2662-41b0-b2d1-2876bb0590a1","block_type":"box","text":"Securities deemed to be high yield are rated below Baa3 by Moody’s and below BBB- by S&P Global Ratings and","page_number":169,"box":{"x":102,"y":711,"width":799,"height":11}},{"id":"3fac0f89-731c-46b6-a8ce-87a1188f1306","block_type":"box","text":"Fitch. Other terms used to describe such securities include “lower rated bonds,” “non-investment grade bonds,”","page_number":169,"box":{"x":70,"y":726,"width":798,"height":11}},{"id":"79894f92-3243-4ef7-bbe2-9a6083a38247","block_type":"box","text":"“below investment grade bonds,” and “junk bonds.”","page_number":169,"box":{"x":70,"y":742,"width":368,"height":11}},{"id":"ad35b278-4c9d-42e0-9fb2-88eddc3a3c18","block_type":"box","text":"The descriptions below relate to general long-term and shor t-term obligations of an issuer.","page_number":169,"box":{"x":101,"y":764,"width":643,"height":11}},{"id":"b2f25926-0e9c-43b3-a7d4-32f898f583ff","block_type":"box","text":"A Description of Moody’s Investors Service, Inc.’s (“Moody’s”) Global Rating Scales","page_number":169,"box":{"x":68,"y":794,"width":616,"height":11}},{"id":"a2953474-6d40-4df2-b93e-7e5c17ee0179","block_type":"box","text":"Credit ratings are assigned on Moody’s global long-term and shor t-term rating scales and are forward-looking","page_number":169,"box":{"x":102,"y":817,"width":777,"height":11}},{"id":"3d708481-50a1-42dc-957a-b07ebae07867","block_type":"box","text":"opinions of the relative credit risks of financial obligations issued by non-financial corporates, financial institutions,","page_number":169,"box":{"x":69,"y":832,"width":818,"height":11}},{"id":"7d59fb45-ce0e-4f0e-8197-75210f0c2be3","block_type":"box","text":"structured finance vehicles, project finance vehicles, and public sector entities. Moody’s defines credit risk as the","page_number":169,"box":{"x":69,"y":847,"width":812,"height":11}},{"id":"72935673-c350-4a7c-92da-f0d833532035","block_type":"box","text":"risk that an entity may not meet its contractual financial obligations as they come due and any estimated financial","page_number":169,"box":{"x":69,"y":862,"width":812,"height":12}},{"id":"31d1d486-4c5c-482a-9e4c-79e3fc9bf94b","block_type":"box","text":"loss in the event of default or impairment. The contractual financial obligations addressed by Moody’s ratings are","page_number":169,"box":{"x":70,"y":877,"width":807,"height":12}},{"id":"1a3497d5-2669-4c9c-a175-154597de97b4","block_type":"box","text":"those that call for, without regard to enforceability, the payment of an ascer tainable amount, which may vary based","page_number":169,"box":{"x":68,"y":892,"width":821,"height":12}},{"id":"b7d32f6e-84f4-4c99-83e4-0bef07e5f089","block_type":"box","text":"upon standard sources of variation (","page_number":169,"box":{"x":69,"y":908,"width":257,"height":11}},{"id":"85e1325b-dc07-4d03-9d96-8384e69c4be0","block_type":"box","text":"e.g.","page_number":169,"box":{"x":328,"y":909,"width":25,"height":10}},{"id":"0101acaa-2015-4458-a531-44009fd50b3e","block_type":"box","text":", floating interest rates), by an ascer tainable date. Moody’s rating addresses","page_number":169,"box":{"x":355,"y":908,"width":548,"height":11}},{"id":"9594215e-bd94-4f94-9d8f-93252478472b","block_type":"box","text":"A-1","page_number":169,"box":{"x":477,"y":943,"width":24,"height":9}},{"id":"e2a446b1-e8a1-4802-bb91-b727ef0146dc","block_type":"box","text":"NM1026U-5981080-169/228","page_number":169,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"11924785-eacf-49c6-8659-1223062aec58","block_type":"box","text":"the issuer’s ability to obtain cash sufficient to service the obligation, and its willingness to pay. Moody’s ratings do","page_number":170,"box":{"x":68,"y":45,"width":821,"height":11}},{"id":"627d4511-56c5-4445-ae16-b67aac4f3604","block_type":"box","text":"not address non-standard sources of variation in the amount of the principal obligation (","page_number":170,"box":{"x":69,"y":60,"width":627,"height":11}},{"id":"621cfe3d-b971-4123-be3f-35f751a00d41","block_type":"box","text":"e.g.","page_number":170,"box":{"x":697,"y":61,"width":25,"height":10}},{"id":"68b9f4e2-02db-44bb-bdb6-b073cb8bd7fa","block_type":"box","text":", equity indexed), absent","page_number":170,"box":{"x":725,"y":60,"width":174,"height":11}},{"id":"b0038c0e-b53e-4b6b-bd84-28ce7d7a5d05","block_type":"box","text":"an express statement to the contrary in a press release accompanying an initial rating. Long-term ratings are","page_number":170,"box":{"x":69,"y":75,"width":777,"height":11}},{"id":"8a7b4f02-8a95-443c-9f03-0dc709f833e4","block_type":"box","text":"assigned to issuers or obligations with an original maturity of eleven months or more and reflect both on the","page_number":170,"box":{"x":69,"y":90,"width":771,"height":11}},{"id":"16446090-9493-4ca8-a944-68f16f9c9976","block_type":"box","text":"likelihood of a default or impairment on contractual financial obligations and the expected financial loss suffered in","page_number":170,"box":{"x":70,"y":105,"width":819,"height":11}},{"id":"d403234b-27f8-4808-b317-b56edb2f8bfc","block_type":"box","text":"the event of default or impairment. Shor t-term ratings are assigned for obligations with an original maturity of thir teen","page_number":170,"box":{"x":68,"y":120,"width":840,"height":12}},{"id":"5963fab7-1521-4681-b8fd-4e4c1a11dfad","block_type":"box","text":"months or less and reflect both on the likelihood of a default or impairment on contractual financial obligations and","page_number":170,"box":{"x":69,"y":135,"width":822,"height":12}},{"id":"b75b2ea9-6fe8-4f87-9f3a-3ded52736ecf","block_type":"box","text":"the expected financial loss suffered in the event of default or impairment. Moody’s issues ratings at the issuer level","page_number":170,"box":{"x":68,"y":150,"width":829,"height":12}},{"id":"c297b00b-165c-4818-a38b-10749b5df1e7","block_type":"box","text":"and instrument level on both the long-term scale and the shor t-term scale. Typically, ratings are made publicly","page_number":170,"box":{"x":69,"y":166,"width":784,"height":11}},{"id":"eca302c3-08fd-40c9-877b-35dd77812c17","block_type":"box","text":"available although private and unpublished ratings may also be assigned.","page_number":170,"box":{"x":69,"y":181,"width":521,"height":11}},{"id":"f62c8b4b-b469-4a48-a034-026dc9115480","block_type":"box","text":"Moody’s differentiates structured finance ratings from fundamental ratings (","page_number":170,"box":{"x":102,"y":203,"width":542,"height":12}},{"id":"184d4340-64ca-4a7f-9dd1-2bdb4ccb280f","block_type":"box","text":"i.e.","page_number":170,"box":{"x":646,"y":204,"width":20,"height":8}},{"id":"071c15bd-68ff-4dc7-b7a6-76fac4023e77","block_type":"box","text":", ratings on nonfinancial","page_number":170,"box":{"x":669,"y":203,"width":169,"height":12}},{"id":"4df82553-866a-4807-82cd-243731fb6823","block_type":"box","text":"corporate, financial institution, and public sector entities) on the global long-term scale by adding (sf) to all structured","page_number":170,"box":{"x":69,"y":218,"width":837,"height":12}},{"id":"91ee6df4-6e64-4869-b08c-4a3669133a10","block_type":"box","text":"finance ratings. The addition of (sf) to structured finance ratings should eliminate any presumption that such ratings","page_number":170,"box":{"x":68,"y":234,"width":828,"height":11}},{"id":"438901ca-65ec-4b9d-b06e-5425c5e41621","block_type":"box","text":"and fundamental ratings at the same letter grade level will behave the same. The (sf) indicator for structured finance","page_number":170,"box":{"x":69,"y":249,"width":832,"height":11}},{"id":"b8fa068a-cb09-45c4-b7c2-78d3ef9e1440","block_type":"box","text":"security ratings indicates that otherwise similarly rated structured finance and fundamental securities may have","page_number":170,"box":{"x":69,"y":264,"width":797,"height":11}},{"id":"3b6339ae-79e5-4a2c-bda9-5ac1d3abc9ea","block_type":"box","text":"different risk characteristics. Through its current methodologies, however, Moody’s aspires to achieve broad","page_number":170,"box":{"x":69,"y":279,"width":771,"height":11}},{"id":"92b30d4c-17bf-418e-a208-964c85fd6e04","block_type":"box","text":"expected equivalence in structured finance and fundamental rating per formance when measured over a long period","page_number":170,"box":{"x":69,"y":294,"width":821,"height":11}},{"id":"9433e56b-c750-4693-b861-3d4bcad13467","block_type":"box","text":"of time.","page_number":170,"box":{"x":69,"y":309,"width":53,"height":9}},{"id":"d172ebc2-cfca-44a3-b389-15c9dee47ad7","block_type":"box","text":"Description of Moody’s Global Long-Term Rating Scale","page_number":170,"box":{"x":69,"y":339,"width":395,"height":12}},{"id":"a2c39c2e-d35d-4db8-831f-d68634810b2a","block_type":"box","text":"Aaa Obligations rated Aaa are judged to be of the highest quality, subject to the lowest level of credit","page_number":170,"box":{"x":68,"y":367,"width":815,"height":11}},{"id":"89ae2bb0-5d30-4229-bee3-eb4298f63928","block_type":"box","text":"risk.","page_number":170,"box":{"x":197,"y":383,"width":28,"height":8}},{"id":"d112594d-f2dc-4192-97de-edeffb4ab6f1","block_type":"box","text":"Aa Obligations rated Aa are judged to be of high quality and are subject to very low credit risk.","page_number":170,"box":{"x":68,"y":402,"width":773,"height":12}},{"id":"74b70157-61d9-40cd-812f-c99d50447e28","block_type":"box","text":"A Obligations rated A are judged to be upper-medium grade and are subject to low credit risk.","page_number":170,"box":{"x":68,"y":423,"width":776,"height":11}},{"id":"fd9650b5-7d84-4b6c-9d94-3b1d392d150a","block_type":"box","text":"Baa Obligations rated Baa are judged to be medium-grade and subject to moderate credit risk and as","page_number":170,"box":{"x":70,"y":443,"width":813,"height":11}},{"id":"2222183b-ce2d-4a60-ae13-99b49cdb2eff","block_type":"box","text":"such may possess cer tain speculative characteristics.","page_number":170,"box":{"x":196,"y":458,"width":385,"height":11}},{"id":"e6707734-9c39-4670-beef-89b62608a438","block_type":"box","text":"Ba Obligations rated Ba are judged to be speculative and are subject to substantial credit risk.","page_number":170,"box":{"x":70,"y":478,"width":775,"height":11}},{"id":"3a0f607d-1fef-40b9-96ea-003bb11b00b0","block_type":"box","text":"B Obligations rated B are considered speculative and are subject to high credit risk.","page_number":170,"box":{"x":70,"y":498,"width":707,"height":11}},{"id":"68b83869-0728-4f62-a4d2-76d5fd05e58d","block_type":"box","text":"Caa Obligations rated Caa are judged to be speculative of poor standing and are subject to very high","page_number":170,"box":{"x":69,"y":518,"width":810,"height":12}},{"id":"5566a3b0-922e-4955-93db-577cba12fa2c","block_type":"box","text":"credit risk.","page_number":170,"box":{"x":196,"y":534,"width":74,"height":8}},{"id":"747bb9b3-33ea-47a6-a695-911759a916a5","block_type":"box","text":"Ca Obligations rated Ca are highly speculative and are likely in, or very near, default, with some","page_number":170,"box":{"x":69,"y":554,"width":783,"height":11}},{"id":"19ef7a8e-7d4e-484d-834e-f53d3b0501be","block_type":"box","text":"prospect of recovery of principal and interest.","page_number":170,"box":{"x":197,"y":569,"width":322,"height":11}},{"id":"27befe3e-540e-4d93-abc6-c0e6331347cb","block_type":"box","text":"C Obligations rated C are the lowest rated and are typically in default, with little prospect for recovery","page_number":170,"box":{"x":69,"y":589,"width":834,"height":11}},{"id":"d7d5eac4-e4d1-4148-b7f1-889b92344dcb","block_type":"box","text":"of principal or interest.","page_number":170,"box":{"x":196,"y":604,"width":160,"height":11}},{"id":"e0e738d5-cb8f-49da-881b-ffddb79bf92e","block_type":"box","text":"Note:","page_number":170,"box":{"x":102,"y":624,"width":37,"height":9}},{"id":"01fcac78-a44b-4d8c-8f5b-bab573631b74","block_type":"box","text":"Moody’s appends numerical modifiers 1, 2, and 3 to each generic rating classification from Aa through","page_number":170,"box":{"x":146,"y":624,"width":731,"height":11}},{"id":"656a86e7-f71c-4264-836f-f6abc8c6b35b","block_type":"box","text":"Caa. The modifier 1 indicates that the obligation ranks in the higher end of its generic rating category; the modifier 2","page_number":170,"box":{"x":69,"y":639,"width":831,"height":12}},{"id":"42396121-d916-4294-ad61-68cc91ec45fe","block_type":"box","text":"indicates a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of that generic rating category.","page_number":170,"box":{"x":70,"y":654,"width":829,"height":12}},{"id":"a156426b-e5d6-4506-9461-22b7584eff0e","block_type":"box","text":"Additionally, a “(hyb)” indicator is appended to all ratings of hybrid securities issued by banks, insurers, finance","page_number":170,"box":{"x":68,"y":669,"width":795,"height":12}},{"id":"201d06c0-e934-42bd-ba93-a916f1cda7fa","block_type":"box","text":"companies, and securities firms.","page_number":170,"box":{"x":69,"y":685,"width":232,"height":11}},{"id":"8068a76b-6e70-4ac6-b349-20c5450e5af2","block_type":"box","text":"By their terms, hybrid securities allow for the omission of scheduled dividends, interest, or principal payments,","page_number":170,"box":{"x":102,"y":707,"width":787,"height":11}},{"id":"31c5e4d1-8876-4e9b-b00c-c600f41075c1","block_type":"box","text":"which can potentially result in impairment if such an omission occurs. Hybrid securities may also be subject to","page_number":170,"box":{"x":68,"y":722,"width":788,"height":12}},{"id":"a2329e05-a205-42fc-800b-5f87eeed26cc","block_type":"box","text":"contractually allowable write-downs of principal that could result in impairment. Together with the hybrid indicator, the","page_number":170,"box":{"x":69,"y":738,"width":833,"height":11}},{"id":"f04bf604-3acd-4235-9e5f-85232638d678","block_type":"box","text":"long-term obligation rating assigned to a hybrid security is an expression of the relative credit risk associated with","page_number":170,"box":{"x":70,"y":753,"width":809,"height":11}},{"id":"bd0c0bf2-4272-4af9-bf33-e34d8123beb7","block_type":"box","text":"that security.","page_number":170,"box":{"x":68,"y":768,"width":91,"height":11}},{"id":"8449158e-7492-4770-959b-8cf655e1a4c8","block_type":"box","text":"Description of Moody’s Global Short-Term Rating Scale","page_number":170,"box":{"x":69,"y":798,"width":400,"height":11}},{"id":"cb70e838-afed-4078-b90d-274c110b04aa","block_type":"box","text":"P-1 Ratings of Prime-1 reflect a superior ability to repay shor t-term obligations.","page_number":170,"box":{"x":69,"y":826,"width":658,"height":11}},{"id":"1223ee08-4ae9-4975-aa50-ff4aedfaabaa","block_type":"box","text":"P-2 Ratings of Prime-2 reflect a strong ability to repay shor t-term obligations.","page_number":170,"box":{"x":69,"y":846,"width":645,"height":11}},{"id":"f183681e-e4c1-416a-a73f-b9a13883c7d6","block_type":"box","text":"P-3 Ratings of Prime-3 reflect an acceptable ability to repay shor t-term obligations.","page_number":170,"box":{"x":69,"y":866,"width":686,"height":11}},{"id":"4912e9b7-e853-4400-bd56-b2e17bdcedcf","block_type":"box","text":"NP Issuers (or suppor ting institutions) rated Not Prime do not fall within any of the Prime rating","page_number":170,"box":{"x":70,"y":886,"width":778,"height":12}},{"id":"d30e46c2-5f07-4c5a-969f-eba6d50d66fd","block_type":"box","text":"categories.","page_number":170,"box":{"x":196,"y":902,"width":77,"height":11}},{"id":"c436dec2-9688-4b85-905c-07f8e950bdaa","block_type":"box","text":"A-2","page_number":170,"box":{"x":477,"y":943,"width":23,"height":9}},{"id":"f31002db-5b68-4804-b8b4-2f2eb511651e","block_type":"box","text":"NM1026U-5981080-170/228","page_number":170,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"193537c8-6071-47bf-bbcd-7a38af5593f1","block_type":"box","text":"Description of Moody’s U.S. Municipal Short-Term Debt and Demand Obligation Ratings","page_number":171,"box":{"x":69,"y":45,"width":637,"height":11}},{"id":"ee5e7123-eb22-4c2e-b7bf-5540fb969d46","block_type":"box","text":"Moody’s uses the global shor t-term Prime rating scale for commercial paper issued by U.S. municipalities and","page_number":171,"box":{"x":102,"y":67,"width":784,"height":12}},{"id":"b3985c16-b204-4ccb-9ca5-7c2a8202c991","block_type":"box","text":"nonprofits. These commercial paper programs may be backed by external letters of credit or liquidity facilities, or by","page_number":171,"box":{"x":69,"y":82,"width":824,"height":12}},{"id":"a716c5c5-212e-419c-8e34-aee6d47d7e30","block_type":"box","text":"an issuer’s self-liquidity.","page_number":171,"box":{"x":69,"y":98,"width":170,"height":11}},{"id":"1dc91079-f0fc-4173-8d0a-e19c43aece8e","block_type":"box","text":"For other shor t-term municipal obligations, Moody’s uses one of two other shor t-term rating scales, the","page_number":171,"box":{"x":102,"y":120,"width":736,"height":12}},{"id":"3291f8b4-73f1-469d-b039-f640c7cc9126","block_type":"box","text":"Municipal Investment Grade (“MIG”) and Variable Municipal Investment Grade (“VMIG”) scales discussed below.","page_number":171,"box":{"x":70,"y":135,"width":796,"height":11}},{"id":"aa58216c-3201-4d31-870e-e359f867716c","block_type":"box","text":"MIG Ratings","page_number":171,"box":{"x":102,"y":158,"width":85,"height":11}},{"id":"cecc85ec-f875-4459-81aa-5460f890ea38","block_type":"box","text":"Moody’s uses the MIG scale for U.S. municipal cash flow notes, bond anticipation notes and cer tain other shor t","page_number":171,"box":{"x":102,"y":181,"width":803,"height":11}},{"id":"1a1ccf52-7bcd-4773-bc0a-208aa14a93d1","block_type":"box","text":"term obligations, which typically mature in three years or less. Under cer tain circumstances, Moody’s uses the MIG","page_number":171,"box":{"x":68,"y":196,"width":823,"height":11}},{"id":"b461f09d-d002-4624-aeb4-39fc20c9dd1a","block_type":"box","text":"scale for bond anticipation notes with maturities of up to five years.","page_number":171,"box":{"x":69,"y":211,"width":480,"height":11}},{"id":"6620911b-1cd2-4308-a0b7-49fece9bd50d","block_type":"box","text":"MIG Scale","page_number":171,"box":{"x":102,"y":234,"width":71,"height":9}},{"id":"d4c4bc1f-cebd-49df-b64b-8927c6c06f7b","block_type":"box","text":"MIG 1 This designation denotes superior credit quality. Excellent protection is afforded by established","page_number":171,"box":{"x":70,"y":261,"width":802,"height":12}},{"id":"b55fd337-7f36-4c63-9e91-eb3b3f11246c","block_type":"box","text":"cash flows, highly reliable liquidity suppor t, or demonstrated broad-based access to the market for","page_number":171,"box":{"x":196,"y":276,"width":703,"height":12}},{"id":"af5f749d-d09a-454b-b3e1-356532b58266","block_type":"box","text":"refinancing.","page_number":171,"box":{"x":197,"y":292,"width":80,"height":11}},{"id":"44e12d8b-f320-4579-b9c0-a9fa78374ae3","block_type":"box","text":"MIG 2 This designation denotes strong credit quality. Margins of protection are ample, although not as","page_number":171,"box":{"x":70,"y":312,"width":809,"height":11}},{"id":"6d53d104-22c2-4ca2-b9e2-4aa76ca0ce68","block_type":"box","text":"large as in the preceding group.","page_number":171,"box":{"x":197,"y":327,"width":224,"height":11}},{"id":"75530dd7-5d2d-41e3-b87a-4b3e6b95f694","block_type":"box","text":"MIG 3 This designation denotes acceptable credit quality. Liquidity and cash-flow protection may be","page_number":171,"box":{"x":70,"y":347,"width":785,"height":11}},{"id":"461cfa70-db71-4898-bc0a-4ad7b9f8b638","block_type":"box","text":"narrow, and market access for refinancing is likely to be less well-established.","page_number":171,"box":{"x":197,"y":362,"width":554,"height":11}},{"id":"4f7f5910-d384-4439-bc5b-3759658d7349","block_type":"box","text":"SG This designation denotes speculative-grade credit quality. Debt instruments in this category may","page_number":171,"box":{"x":69,"y":382,"width":813,"height":12}},{"id":"6375e897-201f-4800-9d52-98b7f2a9b0c6","block_type":"box","text":"lack sufficient margins of protection.","page_number":171,"box":{"x":197,"y":397,"width":259,"height":12}},{"id":"2e272e49-8712-45bf-ac75-19ad452a2b84","block_type":"box","text":"VMIG Ratings","page_number":171,"box":{"x":68,"y":425,"width":100,"height":11}},{"id":"5416d03d-348a-45c3-8cbf-5f771b090c4a","block_type":"box","text":"In the case of variable rate demand obligations (“VRDOs”), a two-component rating is assigned. The components","page_number":171,"box":{"x":102,"y":448,"width":804,"height":11}},{"id":"8d4f8975-ec8a-44e8-b4b4-dc998411a964","block_type":"box","text":"are a long-term rating and a shor t-term payment obligation rating. The long-term rating addresses the issuer’s ability","page_number":171,"box":{"x":69,"y":463,"width":829,"height":11}},{"id":"b07bcdd6-0acf-4648-b80e-f15eba93c57a","block_type":"box","text":"to meet scheduled principal and interest payments. The shor t-term payment obligation rating addresses the ability of","page_number":171,"box":{"x":68,"y":478,"width":836,"height":11}},{"id":"d214bdb6-7b13-427a-9809-e6a3f9eb9cca","block_type":"box","text":"the issuer or the liquidity provider meet any purchase-price payment obligation resulting from optional tenders (“on","page_number":171,"box":{"x":68,"y":493,"width":817,"height":11}},{"id":"5f9f0b37-df31-4345-b3ca-92e4b8606fbe","block_type":"box","text":"demand”) and/or mandatory tenders of the VRDO. The shor t-term demand obligation rating uses the VMIG scale.","page_number":171,"box":{"x":69,"y":508,"width":807,"height":12}},{"id":"0b54db77-310f-436f-a9a6-76697dd24c5e","block_type":"box","text":"VMIG ratings with liquidity suppor t use as an input the shor t-term Counterpar ty Risk Assessment of the suppor t","page_number":171,"box":{"x":68,"y":523,"width":800,"height":12}},{"id":"a692eff8-1ce9-4be3-8de2-b5a267dc81b4","block_type":"box","text":"provider, or the long-term rating of the underlying obligor in the absence of third par ty liquidity suppor t. Transitions of","page_number":171,"box":{"x":70,"y":538,"width":832,"height":12}},{"id":"8dcb20f1-756e-4f02-b51c-c829f258f9fb","block_type":"box","text":"VMIG ratings of demand obligations with conditional liquidity suppor t differ from transitions on the Prime scale to","page_number":171,"box":{"x":68,"y":554,"width":807,"height":11}},{"id":"ea9b3b57-0035-47f9-ba97-0905899e4c94","block_type":"box","text":"reflect the risk that external liquidity suppor t will terminate if the issuer’s long-term rating drops below investment","page_number":171,"box":{"x":69,"y":569,"width":812,"height":11}},{"id":"9f57c34f-f3ec-4aaf-9010-6679720b1f4f","block_type":"box","text":"grade.","page_number":171,"box":{"x":68,"y":584,"width":43,"height":11}},{"id":"1e26c032-8eb8-4aea-aacf-2eac257fadee","block_type":"box","text":"Moody’s typically assigns the VMIG shor t-term demand obligation rating if the frequency of the demand feature is","page_number":171,"box":{"x":102,"y":606,"width":807,"height":12}},{"id":"a497fdac-493e-4c6a-9e48-b1b9c91256f0","block_type":"box","text":"less than every three years. If the frequency of the demand feature is less than three years but the purchase price is","page_number":171,"box":{"x":70,"y":622,"width":833,"height":11}},{"id":"df816340-24cb-4590-882e-f3c421765d46","block_type":"box","text":"payable only with remarketing proceeds, the shor t-term demand obligation rating is “NR”.","page_number":171,"box":{"x":70,"y":637,"width":635,"height":11}},{"id":"169e433d-f924-4aa0-8d6f-395bb0a1e02d","block_type":"box","text":"Industrial development bonds in the US where the obligor is a corporate may carry a VMIG rating that reflects","page_number":171,"box":{"x":102,"y":659,"width":778,"height":12}},{"id":"55c4d288-1e60-4b10-9b6f-2b084766accd","block_type":"box","text":"Moody’s view of the relative likelihood of default and loss. In these cases, liquidity assessment is based on the","page_number":171,"box":{"x":70,"y":675,"width":795,"height":11}},{"id":"fe0e160b-da04-4c6a-a44d-4d056e71c827","block_type":"box","text":"liquidity of the corporate obligor.","page_number":171,"box":{"x":70,"y":690,"width":226,"height":11}},{"id":"e483550c-d491-48cd-983f-5e26e27f42c8","block_type":"box","text":"VMIG Scale","page_number":171,"box":{"x":101,"y":712,"width":81,"height":9}},{"id":"331c187a-2c6a-4aff-98de-6b01f5f2bcb3","block_type":"box","text":"VMIG 1 This designation denotes superior credit quality. Excellent protection is afforded by the superior","page_number":171,"box":{"x":68,"y":740,"width":808,"height":11}},{"id":"6f73133e-0fac-47b3-ba09-7ef7bec00809","block_type":"box","text":"shor t-term credit strength of the liquidity provider and structural and legal protections.","page_number":171,"box":{"x":196,"y":755,"width":613,"height":11}},{"id":"a63c390d-bd29-4e12-8514-76a79c62a421","block_type":"box","text":"VMIG 2 This designation denotes strong credit quality. Good protection is afforded by the strong shor t-term","page_number":171,"box":{"x":68,"y":775,"width":834,"height":12}},{"id":"ba385771-40e5-4880-89b7-687d7992852d","block_type":"box","text":"credit strength of the liquidity provider and structural and legal protections.","page_number":171,"box":{"x":196,"y":790,"width":533,"height":12}},{"id":"516f9b1c-c2ca-4503-8992-aa5b23dbf506","block_type":"box","text":"VMIG 3 This designation denotes acceptable credit quality. Adequate protection is afforded by the","page_number":171,"box":{"x":68,"y":811,"width":768,"height":11}},{"id":"4a9ef1b0-fe4f-4447-9ea7-5b4575170d89","block_type":"box","text":"satisfactory shor t-term credit strength of the liquidity provider and structural and legal protections.","page_number":171,"box":{"x":196,"y":826,"width":701,"height":11}},{"id":"23731a20-3ed2-4319-9426-19a6371c106e","block_type":"box","text":"SG This designation denotes speculative-grade credit quality. Demand features rated in this category","page_number":171,"box":{"x":69,"y":846,"width":820,"height":11}},{"id":"c8790433-3fca-43c8-aef1-9c00fc8a9934","block_type":"box","text":"may be suppor ted by a liquidity provider that does not have a sufficiently strong shor t-term rating or","page_number":171,"box":{"x":197,"y":861,"width":711,"height":11}},{"id":"d9597aed-e518-4cdc-a37e-2e580a4adce6","block_type":"box","text":"may lack the structural or legal protections.","page_number":171,"box":{"x":197,"y":876,"width":308,"height":11}},{"id":"76313985-15e7-4417-9413-8b79fb1bbfcb","block_type":"box","text":"A-3","page_number":171,"box":{"x":477,"y":943,"width":23,"height":9}},{"id":"8a781bd1-9157-4ea6-b9ff-df5da1be5fd8","block_type":"box","text":"NM1026U-5981080-171/228","page_number":171,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"b87e74d6-b5ef-44db-a1c3-641cc112c150","block_type":"box","text":"Description of S&P Global Ratings (“S&P”), a Division of S&P Global Inc., Issue Credit Ratings","page_number":172,"box":{"x":69,"y":45,"width":691,"height":11}},{"id":"f0f4f4c2-9e21-4d98-a94e-f56e4fe49c96","block_type":"box","text":"An S&P issue credit rating is a forward-looking opinion about the creditwor thiness of an obligor with respect to a","page_number":172,"box":{"x":101,"y":67,"width":801,"height":12}},{"id":"0e815e5a-2829-4e0c-8da9-035507baa4ec","block_type":"box","text":"specific financial obligation, a specific class of financial obligations, or a specific financial program (including ratings","page_number":172,"box":{"x":69,"y":82,"width":829,"height":12}},{"id":"ab2c66f3-6cb5-4b0f-99b3-62d8e2230d8d","block_type":"box","text":"on medium-term note programs and commercial paper programs). It takes into consideration the creditwor thiness of","page_number":172,"box":{"x":69,"y":98,"width":831,"height":11}},{"id":"2ec8564d-31a4-4896-872f-95d48709e039","block_type":"box","text":"guarantors, insurers, or other forms of credit enhancement on the obligation and takes into account the currency in","page_number":172,"box":{"x":68,"y":113,"width":823,"height":11}},{"id":"cdf312dd-7ac5-44fd-a5b0-74bcced7ac7f","block_type":"box","text":"which the obligation is denominated. The opinion reflects S&P’s view of the obligor’s capacity and willingness to meet","page_number":172,"box":{"x":68,"y":128,"width":841,"height":11}},{"id":"d5203331-36b6-4209-8386-99342883fadd","block_type":"box","text":"its financial commitments as they come due, and this opinion may assess terms, such as collateral security and","page_number":172,"box":{"x":70,"y":143,"width":801,"height":11}},{"id":"c7c12127-06a8-45e5-a4cd-bf648c31b532","block_type":"box","text":"subordination, which could affect ultimate payment in the event of default.","page_number":172,"box":{"x":69,"y":158,"width":530,"height":11}},{"id":"e2f38825-82ae-441c-ba2a-2fa9d90749d2","block_type":"box","text":"Issue credit ratings can be either long-term or shor t-term. Shor t-term issue credit ratings are generally assigned","page_number":172,"box":{"x":102,"y":181,"width":796,"height":11}},{"id":"65e2d258-1a6b-4011-baa6-495da2f05f93","block_type":"box","text":"to those obligations considered shor t-term in the relevant market, typically with an original maturity of no more than","page_number":172,"box":{"x":68,"y":196,"width":825,"height":11}},{"id":"3a0852cf-10aa-4b8c-b3f5-bd67f43ab38a","block_type":"box","text":"365 days. Shor t-term issue credit ratings are also used to indicate the creditwor thiness of an obligor with respect to","page_number":172,"box":{"x":69,"y":211,"width":832,"height":11}},{"id":"c37d41f9-8fd3-40ab-a7ca-c0b9fe3987a7","block_type":"box","text":"put features on long-term obligations. S&P would typically assign a long-term issue credit rating to an obligation with","page_number":172,"box":{"x":70,"y":226,"width":826,"height":11}},{"id":"f4392fbf-9a03-4854-bd1a-0ddc2e64b9e7","block_type":"box","text":"an original maturity of greater than 365 days. However, the ratings S&P assigns to cer tain instruments may diverge","page_number":172,"box":{"x":69,"y":241,"width":823,"height":11}},{"id":"a6d52d63-d33b-4986-aaf5-bb2447d71ccd","block_type":"box","text":"from these guidelines based on market practices.","page_number":172,"box":{"x":68,"y":256,"width":354,"height":12}},{"id":"69c31052-dba1-4a7f-ab55-de636210a17a","block_type":"box","text":"Issue credit ratings are based, in varying degrees, on S&P’s analysis of the following considerations:","page_number":172,"box":{"x":102,"y":279,"width":718,"height":11}},{"id":"c77429cc-a248-4f87-9bd3-a41b06ec702b","block_type":"box","text":"•","page_number":172,"box":{"x":69,"y":302,"width":6,"height":5}},{"id":"cdfcac97-b036-40f1-8454-6371eaa0ba92","block_type":"box","text":"The likelihood of payment—the capacity and willingness of the obligor to meet its financial commitments on an","page_number":172,"box":{"x":101,"y":299,"width":790,"height":11}},{"id":"1e52d03f-2c68-4f19-a3c3-aec520450d74","block_type":"box","text":"obligation in accordance with the terms of the obligation;","page_number":172,"box":{"x":102,"y":314,"width":404,"height":12}},{"id":"5de9a1c2-7231-48a6-b1b0-9e31b2688cb0","block_type":"box","text":"•","page_number":172,"box":{"x":69,"y":337,"width":6,"height":5}},{"id":"f3613c6b-fe27-4f38-8e6c-2f8017548722","block_type":"box","text":"The nature and provisions of the financial obligation, and the promise S&P imputes; and","page_number":172,"box":{"x":101,"y":334,"width":629,"height":12}},{"id":"be891814-02c1-4820-b72b-fa9d61b82823","block_type":"box","text":"•","page_number":172,"box":{"x":69,"y":357,"width":6,"height":5}},{"id":"df4c844a-b9a7-4341-aab7-f13a6eaae663","block_type":"box","text":"The protection afforded by, and relative position of, the financial obligation in the event of a bankruptcy,","page_number":172,"box":{"x":101,"y":355,"width":738,"height":11}},{"id":"633c0b73-cd09-4a85-811c-b22a85e1497a","block_type":"box","text":"reorganization, or other arrangement under the laws of bankruptcy and other laws affecting creditors’ rights.","page_number":172,"box":{"x":102,"y":370,"width":770,"height":11}},{"id":"72fee03b-dde2-41d5-b3ae-4dcb04e85160","block_type":"box","text":"An issue rating is an assessment of default risk but may incorporate an assessment of relative seniority or","page_number":172,"box":{"x":101,"y":392,"width":763,"height":12}},{"id":"a33e8d5b-87c2-4867-84af-b07a4ee39e66","block_type":"box","text":"ultimate recovery in the event of default. Junior obligations are typically rated lower than senior obligations, to reflect","page_number":172,"box":{"x":69,"y":407,"width":833,"height":12}},{"id":"f8d719af-01ae-41b8-bfd0-9ab587e970b3","block_type":"box","text":"lower priority in bankruptcy, as noted above. (Such differentiation may apply when an entity has both senior and","page_number":172,"box":{"x":70,"y":423,"width":794,"height":11}},{"id":"2cf91d49-2531-4740-ac29-e7495121317d","block_type":"box","text":"subordinated obligations, secured and unsecured obligations, or operating company and holding company","page_number":172,"box":{"x":69,"y":438,"width":754,"height":11}},{"id":"99db87d8-270c-41c5-b8c2-8ba1455499e1","block_type":"box","text":"obligations.)","page_number":172,"box":{"x":69,"y":453,"width":86,"height":11}},{"id":"68d5aedf-d972-46cc-9446-5b6dfe9f2c58","block_type":"box","text":"Long-Term Issue Credit Ratings*","page_number":172,"box":{"x":69,"y":483,"width":236,"height":11}},{"id":"94c521de-06ae-43ec-b503-64c364369b9d","block_type":"box","text":"AAA An obligation rated ‘AAA’ has the highest rating assigned by S&P. The obligor’s capacity to meet its","page_number":172,"box":{"x":68,"y":511,"width":833,"height":11}},{"id":"18eb5d45-a94d-496d-a57b-c4c6adff30bb","block_type":"box","text":"financial commitments on the obligation is extremely strong.","page_number":172,"box":{"x":196,"y":526,"width":429,"height":11}},{"id":"46e4e352-7c69-4b41-a1d2-ffb0b1f07cd2","block_type":"box","text":"AA An obligation rated ‘AA’ differs from the highest-rated obligations only to a small degree. The","page_number":172,"box":{"x":68,"y":546,"width":788,"height":11}},{"id":"d67af4b6-c73a-4be7-9f02-1b2600ab9dec","block_type":"box","text":"obligor’s capacity to meet its financial commitments on the obligation is very strong.","page_number":172,"box":{"x":196,"y":561,"width":602,"height":11}},{"id":"60bd7a0a-2881-4087-a2cd-080e54239688","block_type":"box","text":"A An obligation rated ‘A’ is somewhat more susceptible to the adverse effects of changes in","page_number":172,"box":{"x":68,"y":581,"width":770,"height":12}},{"id":"06b6adeb-0790-4c06-8bed-5e4604fa4ba9","block_type":"box","text":"circumstances and economic conditions than obligations in higher-rated categories. However, the","page_number":172,"box":{"x":196,"y":597,"width":692,"height":11}},{"id":"b25cfcc8-b5ee-4681-9abe-a6e59056fd7e","block_type":"box","text":"obligor’s capacity to meet its financial commitments on the obligation is still strong.","page_number":172,"box":{"x":196,"y":612,"width":598,"height":11}},{"id":"ac02744b-b912-43b2-b5af-5326385f529d","block_type":"box","text":"BBB An obligation rated ‘BBB’ exhibits adequate protection parameters. However, adverse economic","page_number":172,"box":{"x":70,"y":632,"width":806,"height":11}},{"id":"fe114292-23cf-477c-8e05-7486973554e5","block_type":"box","text":"conditions or changing circumstances are more likely to weaken the obligor’s capacity to meet its","page_number":172,"box":{"x":196,"y":647,"width":694,"height":11}},{"id":"65fb402e-fc7b-4bdb-a518-1cd2d99cd5ea","block_type":"box","text":"financial commitments on the obligation.","page_number":172,"box":{"x":196,"y":662,"width":289,"height":11}},{"id":"5824e20c-a95e-4be4-9132-ac3ea5e79861","block_type":"box","text":"BB,","page_number":172,"box":{"x":70,"y":682,"width":22,"height":11}},{"id":"df881810-e49e-43cf-9884-8c35e354a445","block_type":"box","text":"B,","page_number":172,"box":{"x":70,"y":697,"width":12,"height":11}},{"id":"7f8f8ab5-8aa9-40e4-8b7d-67c37d9cb8cc","block_type":"box","text":"CCC,","page_number":172,"box":{"x":69,"y":712,"width":33,"height":11}},{"id":"fd2172a4-72bb-40ab-ab9b-1f2535a23f24","block_type":"box","text":"CC,","page_number":172,"box":{"x":69,"y":728,"width":23,"height":10}},{"id":"7b333deb-4d89-4ea8-824d-1978b15f2e1a","block_type":"box","text":"and C","page_number":172,"box":{"x":69,"y":743,"width":40,"height":9}},{"id":"d67a31ba-45c5-41a7-a45f-f352280d816b","block_type":"box","text":"Obligations rated ‘BB’, ‘B’, ‘CCC’, ‘CC’, and ‘C’ are regarded as having significant speculative","page_number":172,"box":{"x":196,"y":682,"width":667,"height":11}},{"id":"bdb7530f-663b-4e1b-9029-6645c1f516e5","block_type":"box","text":"characteristics. ‘BB’ indicates the least degree of speculation and ‘C’ the highest. While such","page_number":172,"box":{"x":196,"y":697,"width":667,"height":12}},{"id":"858d68a6-9bd6-45ee-9f1d-9132ef12a89b","block_type":"box","text":"obligations will likely have some quality and protective characteristics, these may be outweighed by","page_number":172,"box":{"x":196,"y":713,"width":707,"height":11}},{"id":"eed9aa81-7f82-4b31-b004-52ffbd4401a2","block_type":"box","text":"large uncer tainties or major exposure to adverse conditions.","page_number":172,"box":{"x":197,"y":728,"width":428,"height":11}},{"id":"ef8ea142-822e-4bfd-a954-75d9b9d511ce","block_type":"box","text":"BB An obligation rated ‘BB’ is less vulnerable to nonpayment than other speculative issues. However, it","page_number":172,"box":{"x":70,"y":763,"width":838,"height":11}},{"id":"33f537dd-8290-493d-bb42-210b86233ec5","block_type":"box","text":"faces major ongoing uncer tainties or exposure to adverse business, financial, or economic","page_number":172,"box":{"x":196,"y":778,"width":646,"height":11}},{"id":"2c3e291e-6bac-49a3-be44-5048b006dcc8","block_type":"box","text":"conditions that could lead to the obligor’s inadequate capacity to meet its financial commitments","page_number":172,"box":{"x":196,"y":793,"width":692,"height":11}},{"id":"486a6e3b-04dc-4588-83d8-661ef2ba54cc","block_type":"box","text":"on the obligation.","page_number":172,"box":{"x":196,"y":808,"width":122,"height":11}},{"id":"f17a3a59-d182-452e-9c54-a89fb8c417b7","block_type":"box","text":"B An obligation rated ‘B’ is more vulnerable to nonpayment than obligations rated ‘BB’, but the obligor","page_number":172,"box":{"x":70,"y":828,"width":840,"height":12}},{"id":"57d98b30-4c78-472e-944b-e0fd3c55349d","block_type":"box","text":"currently has the capacity to meet its financial commitments on the obligation. Adverse business,","page_number":172,"box":{"x":196,"y":843,"width":695,"height":12}},{"id":"4f1bb3ae-79af-4380-917b-befece95044f","block_type":"box","text":"financial, or economic conditions will likely impair the obligor’s capacity or willingness to meet its","page_number":172,"box":{"x":196,"y":858,"width":691,"height":12}},{"id":"33f1a3b7-010a-41e6-89ec-1f3ba651f9b7","block_type":"box","text":"financial commitments on the obligation.","page_number":172,"box":{"x":196,"y":874,"width":289,"height":11}},{"id":"47dc8807-d1ee-4a20-9763-75dd16c8cb52","block_type":"box","text":"A-4","page_number":172,"box":{"x":477,"y":943,"width":24,"height":9}},{"id":"74ed8bd6-27f1-4beb-9558-2d56e24fefbd","block_type":"box","text":"NM1026U-5981080-172/228","page_number":172,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"b8faaf20-03d7-4713-9cfd-18e3483d0bb0","block_type":"box","text":"CCC An obligation rated ‘CCC’ is currently vulnerable to nonpayment and is dependent upon favorable","page_number":173,"box":{"x":69,"y":48,"width":816,"height":12}},{"id":"6dbdbed3-617d-447b-90df-9b577335b7de","block_type":"box","text":"business, financial, and economic conditions for the obligor to meet its financial commitments on","page_number":173,"box":{"x":196,"y":63,"width":695,"height":12}},{"id":"b7bd90ab-c43d-493b-9ef9-55545da0947b","block_type":"box","text":"the obligation. In the event of adverse business, financial, or economic conditions, the obligor is","page_number":173,"box":{"x":195,"y":79,"width":687,"height":11}},{"id":"81693aef-80d8-4b5e-84c9-aff810f8157b","block_type":"box","text":"not likely to have the capacity to meet its financial commitments on the obligation.","page_number":173,"box":{"x":197,"y":94,"width":586,"height":11}},{"id":"dd6ae74c-da01-4e84-a869-141fbb717230","block_type":"box","text":"CC An obligation rated ‘CC’ is currently highly vulnerable to nonpayment. The ‘CC’ rating is used when","page_number":173,"box":{"x":69,"y":114,"width":826,"height":11}},{"id":"a49315c3-9ede-4e23-bab0-60f17b16294e","block_type":"box","text":"a default has not yet occurred but S&P expects default to be a vir tual cer tainty, regardless of the","page_number":173,"box":{"x":196,"y":129,"width":692,"height":11}},{"id":"4238347b-8db5-4516-b294-9e36f8ce4175","block_type":"box","text":"anticipated time to default.","page_number":173,"box":{"x":196,"y":144,"width":191,"height":11}},{"id":"4f2f0663-a6c2-4650-b555-e426967c5d4a","block_type":"box","text":"C An obligation rated ‘C’ is currently highly vulnerable to nonpayment, and the obligation is expected","page_number":173,"box":{"x":69,"y":164,"width":826,"height":12}},{"id":"bc4dc154-757c-47ab-98dc-900d6140741e","block_type":"box","text":"to have lower relative seniority or lower ultimate recovery compared with obligations that are rated","page_number":173,"box":{"x":195,"y":180,"width":700,"height":11}},{"id":"4b1206b4-d43d-4d0b-b122-339b9def8fb0","block_type":"box","text":"higher.","page_number":173,"box":{"x":197,"y":195,"width":45,"height":11}},{"id":"7c3db121-3ae4-458e-8a2d-4b09285320ac","block_type":"box","text":"D An obligation rated ‘D’ is in default or in breach of an imputed promise. For non-hybrid capital","page_number":173,"box":{"x":70,"y":215,"width":789,"height":11}},{"id":"a24637a3-f27b-4954-9e8f-7d3530ede926","block_type":"box","text":"instruments, the ‘D’ rating category is used when payments on an obligation are not made on the","page_number":173,"box":{"x":197,"y":230,"width":695,"height":11}},{"id":"af462f9b-ee22-4dc9-9edc-06a149f77335","block_type":"box","text":"date due, unless S&P believes that such payments will be made within five business days in the","page_number":173,"box":{"x":196,"y":245,"width":686,"height":11}},{"id":"ace8a968-9c73-460c-bd4a-db601d922941","block_type":"box","text":"absence of a stated grace period or within the earlier of the stated grace period or 30 calendar","page_number":173,"box":{"x":196,"y":260,"width":676,"height":11}},{"id":"0c75fecc-eac8-4f5d-bfbe-db8a7653e55f","block_type":"box","text":"days. The ‘D’ rating also will be used upon the filing of a bankruptcy petition or the taking of similar","page_number":173,"box":{"x":196,"y":275,"width":708,"height":11}},{"id":"ce8104a8-20d9-4259-b938-ec7dd4746e32","block_type":"box","text":"action and where default on an obligation is a vir tual cer tainty, for example due to automatic stay","page_number":173,"box":{"x":196,"y":290,"width":694,"height":12}},{"id":"f0aa3def-135f-4d68-8179-20b43ff86550","block_type":"box","text":"provisions. A rating on an obligation is lowered to ‘D’ if it is subject to a distressed debt","page_number":173,"box":{"x":197,"y":305,"width":626,"height":12}},{"id":"d774e36f-44fa-4e3a-9f6b-61d2c6f9b409","block_type":"box","text":"restructuring.","page_number":173,"box":{"x":197,"y":321,"width":92,"height":11}},{"id":"0d71ac6e-8163-4392-b590-354e267bad29","block_type":"box","text":"*Ratings from ‘AA’ to ‘CCC’ may be modified by the addition of a plus (+) or minus (-) sign to show relative","page_number":173,"box":{"x":103,"y":341,"width":756,"height":11}},{"id":"a36120cd-48ba-4891-8ef7-3559ce9e9b9d","block_type":"box","text":"standing within the rating categories.","page_number":173,"box":{"x":69,"y":356,"width":262,"height":11}},{"id":"58c7a379-e35b-4165-9261-f9ebacccd5c3","block_type":"box","text":"Short-Term Issue Credit Ratings","page_number":173,"box":{"x":68,"y":386,"width":233,"height":11}},{"id":"071a2d61-0add-4a4c-8f89-4f52635e8a4a","block_type":"box","text":"A-1 A shor t-term obligation rated ‘A-1’ is rated in the highest category by S&P. The obligor’s capacity to","page_number":173,"box":{"x":68,"y":414,"width":833,"height":11}},{"id":"cb4e8559-53bd-400d-a841-3e7e5c727a18","block_type":"box","text":"meet its financial commitments on the obligation is strong. Within this category, cer tain obligations","page_number":173,"box":{"x":197,"y":429,"width":707,"height":11}},{"id":"39b3bcd0-b529-4348-8a87-758916eaf194","block_type":"box","text":"are designated with a plus sign (+). This indicates that the obligor’s capacity to meet its financial","page_number":173,"box":{"x":196,"y":444,"width":691,"height":11}},{"id":"2e9926d1-c262-44b2-b682-d62435e0a281","block_type":"box","text":"commitments on these obligations is extremely strong.","page_number":173,"box":{"x":196,"y":459,"width":390,"height":11}},{"id":"b6b94646-71d0-45c6-a67e-a2bd20cf3ae2","block_type":"box","text":"A-2 A shor t-term obligation rated ‘A-2’ is somewhat more susceptible to the adverse effects of changes","page_number":173,"box":{"x":68,"y":479,"width":837,"height":12}},{"id":"d9929ec8-faf7-42a4-9fbe-afd635f32185","block_type":"box","text":"in circumstances and economic conditions than obligations in higher rating categories. However,","page_number":173,"box":{"x":197,"y":495,"width":684,"height":11}},{"id":"e7090d25-1e0c-40f5-9132-910203048acc","block_type":"box","text":"the obligor’s capacity to meet its financial commitments on the obligation is satisfactory.","page_number":173,"box":{"x":195,"y":509,"width":634,"height":12}},{"id":"8ed48e92-fa34-4a1f-bdf5-73d651c1e1e5","block_type":"box","text":"A-3 A shor t-term obligation rated ‘A-3’ exhibits adequate protection parameters. However, adverse","page_number":173,"box":{"x":68,"y":530,"width":798,"height":11}},{"id":"989d70cf-612f-4180-98ec-ade49c6e13df","block_type":"box","text":"economic conditions or changing circumstances are more likely to weaken an obligor’s capacity to","page_number":173,"box":{"x":196,"y":545,"width":699,"height":11}},{"id":"8f3d2573-7b58-41af-b2dc-1520e7f50f51","block_type":"box","text":"meet its financial commitments on the obligation.","page_number":173,"box":{"x":197,"y":560,"width":351,"height":11}},{"id":"c284fb2b-1096-4aa7-87fa-5c4b1ecc7b76","block_type":"box","text":"B A shor t-term obligation rated ‘B’ is regarded as vulnerable and has significant speculative","page_number":173,"box":{"x":70,"y":580,"width":765,"height":11}},{"id":"89762e8d-9df9-4aa4-ab1c-c83855270964","block_type":"box","text":"characteristics. The obligor currently has the capacity to meet its financial commitments; however,","page_number":173,"box":{"x":196,"y":595,"width":700,"height":11}},{"id":"36dc4c0e-494f-4d1f-8bb2-37b39979221e","block_type":"box","text":"it faces major ongoing uncer tainties that could lead to the obligor’s inadequate capacity to meet its","page_number":173,"box":{"x":197,"y":610,"width":708,"height":12}},{"id":"92f0d397-9d88-42df-9a84-2886ab9abdcc","block_type":"box","text":"financial commitments.","page_number":173,"box":{"x":196,"y":625,"width":165,"height":9}},{"id":"aab53ada-edaa-4a11-a3f7-7ca14e5146a9","block_type":"box","text":"C A shor t-term obligation rated ‘C’ is currently vulnerable to nonpayment and is dependent upon","page_number":173,"box":{"x":69,"y":646,"width":796,"height":11}},{"id":"0f523db5-ce5b-45b7-994b-0cfb45f7eb4f","block_type":"box","text":"favorable business, financial, and economic conditions for the obligor to meet its financial","page_number":173,"box":{"x":196,"y":661,"width":641,"height":11}},{"id":"675cf9ec-4457-4c93-b935-e570a9ece209","block_type":"box","text":"commitments on the obligation.","page_number":173,"box":{"x":196,"y":676,"width":224,"height":11}},{"id":"020ae9f2-8957-49d6-bf75-f04a4ec9c585","block_type":"box","text":"D A shor t-term obligation rated ‘D’ is in default or in breach of an imputed promise. For non-hybrid","page_number":173,"box":{"x":70,"y":696,"width":808,"height":11}},{"id":"621c0ae1-1882-4383-9fc8-906ed614127a","block_type":"box","text":"capital instruments, the ‘D’ rating category is used when payments on an obligation are not made","page_number":173,"box":{"x":196,"y":711,"width":698,"height":11}},{"id":"aaf3703f-31f7-49db-b3c9-61cba7f211af","block_type":"box","text":"on the date due, unless S&P believes that such payments will be made within any stated grace","page_number":173,"box":{"x":196,"y":726,"width":678,"height":12}},{"id":"2ccf05d3-f75b-4757-8223-84d76ae02430","block_type":"box","text":"period. However, any stated grace period longer than five business days will be treated as five","page_number":173,"box":{"x":197,"y":741,"width":669,"height":12}},{"id":"5bf48f04-253d-489c-8836-20f839375e53","block_type":"box","text":"business days. The ‘D’ rating also will be used upon the filing of a bankruptcy petition or the taking","page_number":173,"box":{"x":196,"y":756,"width":707,"height":12}},{"id":"b816fa93-855b-4c16-8c1e-7c02a35d5a6e","block_type":"box","text":"of a similar action and where default on an obligation is a vir tual cer tainty, for example due to","page_number":173,"box":{"x":196,"y":772,"width":669,"height":11}},{"id":"479c1465-c5fc-475d-a880-63175cd990f5","block_type":"box","text":"automatic stay provisions. A rating on an obligation is lowered to ‘D’ if it is subject to a distressed","page_number":173,"box":{"x":196,"y":787,"width":700,"height":11}},{"id":"8c6cc45f-2ee0-4c99-b95d-fc3cda8e90b3","block_type":"box","text":"debt restructuring.","page_number":173,"box":{"x":196,"y":802,"width":130,"height":11}},{"id":"10cde2f6-227f-4c26-a878-9a3696f37169","block_type":"box","text":"Description of S&P’s Municipal Short-Term Note Ratings","page_number":173,"box":{"x":69,"y":830,"width":411,"height":11}},{"id":"311cf49d-7db8-42af-9190-4e4cea58de10","block_type":"box","text":"An S&P U.S. municipal note rating reflects S&P’s opinion about the liquidity factors and market access risks","page_number":173,"box":{"x":101,"y":852,"width":772,"height":11}},{"id":"27074d0c-24dd-4761-8723-c42a1002ce05","block_type":"box","text":"unique to the notes. Notes due in three years or less will likely receive a note rating. Notes with an original maturity","page_number":173,"box":{"x":69,"y":868,"width":823,"height":11}},{"id":"6a2e15a4-4143-40ec-a15b-93fb4c825b21","block_type":"box","text":"of more than three years will most likely receive a long-term debt rating. In determining which type of rating, if any, to","page_number":173,"box":{"x":69,"y":882,"width":832,"height":12}},{"id":"425d497f-868e-47ff-b95f-91810d77c94c","block_type":"box","text":"assign, S&P’s analysis will review the following considerations:","page_number":173,"box":{"x":69,"y":898,"width":447,"height":11}},{"id":"3369fc8b-59b8-4059-aa21-c2654d3ef20a","block_type":"box","text":"A-5","page_number":173,"box":{"x":477,"y":943,"width":24,"height":9}},{"id":"55ebb7d8-6991-4e05-b970-78ae076fbe0e","block_type":"box","text":"NM1026U-5981080-173/228","page_number":173,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"ad2fdb44-fb9e-485a-a3fe-f93786758467","block_type":"box","text":"•","page_number":174,"box":{"x":69,"y":48,"width":6,"height":4}},{"id":"6b2c8c38-0f5a-40e5-ba08-afc807948d96","block_type":"box","text":"Amor tization schedule—the larger the final maturity relative to other maturities, the more likely it will be treated","page_number":174,"box":{"x":101,"y":45,"width":796,"height":11}},{"id":"1bda53d5-da7e-4f65-8992-38df4bb1dab6","block_type":"box","text":"as a note; and","page_number":174,"box":{"x":102,"y":60,"width":101,"height":10}},{"id":"a2351262-9a8e-475c-908d-74b0ea264e85","block_type":"box","text":"•","page_number":174,"box":{"x":69,"y":83,"width":6,"height":4}},{"id":"8e8d4577-9899-40d5-b520-0808bb92e78e","block_type":"box","text":"Source of payment—the more dependent the issue is on the market for its refinancing, the more likely it will be","page_number":174,"box":{"x":102,"y":80,"width":794,"height":11}},{"id":"90ff35e8-326a-439d-a1f6-a6c0c24d0c54","block_type":"box","text":"treated as a note.","page_number":174,"box":{"x":101,"y":95,"width":127,"height":9}},{"id":"72fbdee5-0d7a-4571-981a-c5e64ac2ca48","block_type":"box","text":"S&P’s municipal shor t-term note rating symbols are as follows:","page_number":174,"box":{"x":102,"y":118,"width":448,"height":11}},{"id":"5cd77da8-71fe-4fae-b247-eea127574c84","block_type":"box","text":"SP-1 Strong capacity to pay principal and interest. An issue determined to possess a very strong","page_number":174,"box":{"x":69,"y":146,"width":779,"height":11}},{"id":"eda505e7-997b-43e0-9b09-847cf3ea5297","block_type":"box","text":"capacity to pay debt service is given a plus (+) designation.","page_number":174,"box":{"x":196,"y":161,"width":422,"height":11}},{"id":"6fbc7364-2e5f-4d18-bec7-35ff34e4c54f","block_type":"box","text":"SP-2 Satisfactory capacity to pay principal and interest, with some vulnerability to adverse financial and","page_number":174,"box":{"x":69,"y":181,"width":825,"height":11}},{"id":"f7accee1-32ad-4c3c-aa18-7b39ab0e16e8","block_type":"box","text":"economic changes over the term of the notes.","page_number":174,"box":{"x":196,"y":196,"width":327,"height":11}},{"id":"ee202cd2-1daa-4f77-9b8e-27e703cbc1ae","block_type":"box","text":"SP-3 Speculative capacity to pay principal and interest.","page_number":174,"box":{"x":69,"y":216,"width":479,"height":11}},{"id":"9ea12386-87dc-4ca1-a5da-738bf336abb9","block_type":"box","text":"D ‘D’ is assigned upon failure to pay the note when due, completion of a distressed debt","page_number":174,"box":{"x":70,"y":236,"width":745,"height":11}},{"id":"da4b1dd4-9781-444f-b45d-b45501f8dc7d","block_type":"box","text":"restructuring, or the filing of a bankruptcy petition or the taking of similar action and where default","page_number":174,"box":{"x":197,"y":251,"width":699,"height":12}},{"id":"0de3dfc7-e824-4a1b-9df2-008b9c8d3bb2","block_type":"box","text":"on an obligation is a vir tual cer tainty, for example due to automatic stay provisions.","page_number":174,"box":{"x":196,"y":266,"width":594,"height":12}},{"id":"de6975db-4a29-446f-9519-f8defe438da1","block_type":"box","text":"Description of Fitch Ratings’ (“Fitch”) Credit Ratings Scales","page_number":174,"box":{"x":69,"y":294,"width":442,"height":11}},{"id":"a39a8fda-e7d5-47b3-aad1-7dc81e20c6d2","block_type":"box","text":"Fitch publishes credit ratings that are forward-looking opinions on the relative ability of an entity or obligation to","page_number":174,"box":{"x":102,"y":317,"width":793,"height":11}},{"id":"63b840a6-9664-4ae4-bc05-adadc4d605e3","block_type":"box","text":"meet financial commitments. Issuer default ratings (IDRs) are assigned to corporations, sovereign entities, financial","page_number":174,"box":{"x":69,"y":332,"width":826,"height":11}},{"id":"d3cedb8f-cb95-4a30-af9c-96c0de589060","block_type":"box","text":"institutions such as banks, leasing companies and insurers, and public finance entities (local and regional","page_number":174,"box":{"x":70,"y":347,"width":756,"height":11}},{"id":"a172c632-a361-4797-b05c-07f4c104c1aa","block_type":"box","text":"governments). Issue level ratings are also assigned, often include an expectation of recovery and may be notched","page_number":174,"box":{"x":68,"y":362,"width":813,"height":11}},{"id":"55f5847f-3aeb-4e6b-a1d6-276ef425079b","block_type":"box","text":"above or below the issuer level rating. Issue ratings are assigned to secured and unsecured debt securities, loans,","page_number":174,"box":{"x":69,"y":377,"width":819,"height":12}},{"id":"bd847286-5565-4175-a1be-fc911dac2e0e","block_type":"box","text":"preferred stock and other instruments, Structured finance ratings are issue ratings to securities backed by","page_number":174,"box":{"x":70,"y":392,"width":760,"height":12}},{"id":"7fe8e495-996a-4bc2-b1b0-8483a661d9b9","block_type":"box","text":"receivables or other financial assets that consider the obligations’ relative vulnerability to default.","page_number":174,"box":{"x":69,"y":407,"width":694,"height":12}},{"id":"50bf1f41-aa9c-4210-b84b-533d538fdb84","block_type":"box","text":"Fitch’s credit ratings relating to issuers are an opinion on the relative ability of an entity to meet financial","page_number":174,"box":{"x":102,"y":430,"width":747,"height":11}},{"id":"eaf3f6d5-d01b-4358-9fca-3105380fefd7","block_type":"box","text":"commitments, such as interest, preferred dividends, repayment of principal, insurance claims or counterpar ty","page_number":174,"box":{"x":69,"y":445,"width":782,"height":11}},{"id":"e9d3b614-0df4-4b1f-8a25-9ab6cf8055e6","block_type":"box","text":"obligations. Credit ratings relating to securities and obligations of an issuer can include a recovery expectation.","page_number":174,"box":{"x":69,"y":460,"width":793,"height":12}},{"id":"dc21f5ad-1c2d-4bac-9983-eed091819cdb","block_type":"box","text":"Credit ratings are used by investors as indications of the likelihood of receiving the money owed to them in","page_number":174,"box":{"x":69,"y":475,"width":761,"height":12}},{"id":"d264c7a0-9cd1-4957-b0e9-52c9dbe05bbf","block_type":"box","text":"accordance with the terms on which they invested. The agency’s credit ratings cover the global spectrum of","page_number":174,"box":{"x":69,"y":491,"width":766,"height":11}},{"id":"660f5446-f2d3-478d-8957-07959d79f61c","block_type":"box","text":"corporate, sovereign financial, bank, insurance, and public finance entities (including supranational and sub-national","page_number":174,"box":{"x":69,"y":506,"width":827,"height":11}},{"id":"19d3d66f-bd81-48d0-a3fb-fe1e7a5dedaf","block_type":"box","text":"entities) and the securities or other obligations they issue, as well as structured finance securities backed by","page_number":174,"box":{"x":69,"y":521,"width":779,"height":11}},{"id":"1fb18cb3-7fe6-4923-afef-81104ac59b97","block_type":"box","text":"receivables or other financial assets.","page_number":174,"box":{"x":69,"y":536,"width":262,"height":9}},{"id":"ba08045d-afff-4e18-952c-e707952ee180","block_type":"box","text":"The terms “investment grade” and “speculative grade” have established themselves over time as shor thand to","page_number":174,"box":{"x":101,"y":559,"width":794,"height":11}},{"id":"86cfd4e5-dd3a-4e14-851b-937b4b66ca32","block_type":"box","text":"describe the categories ‘AAA’ to ‘BBB’ (investment grade) and ‘BB’ to ‘D’ (speculative grade). The terms investment","page_number":174,"box":{"x":69,"y":574,"width":826,"height":11}},{"id":"27784451-9af6-475c-99a8-fa01a04c0ca9","block_type":"box","text":"grade and speculative grade are market conventions and do not imply any recommendation or endorsement of a","page_number":174,"box":{"x":68,"y":589,"width":800,"height":11}},{"id":"db50cec9-8394-420a-b5d7-df4aa5e636d5","block_type":"box","text":"specific security for investment purposes. Investment grade categories indicate relatively low to moderate credit risk,","page_number":174,"box":{"x":69,"y":604,"width":832,"height":11}},{"id":"e6e8db09-ca8a-4251-b012-db34f884e2ce","block_type":"box","text":"while ratings in the speculative categories either signal a higher level of credit risk or that a default has already","page_number":174,"box":{"x":68,"y":619,"width":793,"height":11}},{"id":"922f80b6-43e3-412b-aec1-0cddfbf328a6","block_type":"box","text":"occurred.","page_number":174,"box":{"x":69,"y":634,"width":65,"height":9}},{"id":"09401f95-65d3-4b82-96ac-df93f22c3404","block_type":"box","text":"Fitch may also include issues relating to a rated issuer that are not and have not been rated on its web page.","page_number":174,"box":{"x":102,"y":657,"width":779,"height":11}},{"id":"ad297616-0e6b-496d-8f0a-4c3588b6a4ea","block_type":"box","text":"Such issues are also denoted as ‘NR’.","page_number":174,"box":{"x":69,"y":672,"width":274,"height":9}},{"id":"b54939fb-47ae-4486-9449-3646ffa9a360","block_type":"box","text":"Credit ratings express risk in relative rank order, which is to say they are ordinal measures of credit risk and are","page_number":174,"box":{"x":102,"y":695,"width":797,"height":11}},{"id":"41034915-9fc1-4a0e-8e4e-bc1ccd8b0735","block_type":"box","text":"not predictive of a specific frequency of default or loss.","page_number":174,"box":{"x":69,"y":710,"width":391,"height":11}},{"id":"0385aa01-fa1c-4456-bda0-d8f758213579","block_type":"box","text":"Fitch’s credit ratings do not directly address any risk other than credit risk. In par ticular, ratings do not deal with","page_number":174,"box":{"x":102,"y":733,"width":798,"height":11}},{"id":"11e07f3a-88a1-428f-a300-7a6a828c82fd","block_type":"box","text":"the risk of a market value loss on a rated security due to changes in interest rates, liquidity and other market","page_number":174,"box":{"x":68,"y":748,"width":780,"height":11}},{"id":"6c0c2378-5457-47cb-98cd-6c5b1a8eb29d","block_type":"box","text":"considerations. However, in terms of payment obligation on the rated liability, market risk may be considered to the","page_number":174,"box":{"x":69,"y":763,"width":821,"height":11}},{"id":"ee71ce6f-ae16-49d2-94d0-13f9ee59d3bd","block_type":"box","text":"extent that it influences the ability of an issuer to pay upon a commitment.","page_number":174,"box":{"x":69,"y":778,"width":531,"height":11}},{"id":"3a58963a-6b49-44a7-8c18-195822b94b47","block_type":"box","text":"Ratings nonetheless do not reflect market risk to the extent that they influence the size or other conditionality of","page_number":174,"box":{"x":102,"y":801,"width":801,"height":11}},{"id":"09d01f49-a976-4996-8eeb-1390e94949e2","block_type":"box","text":"the obligation to pay upon a commitment (for example, in the case of index-linked bonds).","page_number":174,"box":{"x":68,"y":816,"width":639,"height":11}},{"id":"7b248550-efbc-40b4-8423-894556ed94e4","block_type":"box","text":"In the default components of ratings assigned to individual obligations or instruments, the agency typically rates","page_number":174,"box":{"x":102,"y":838,"width":799,"height":12}},{"id":"eb1b86a8-6e20-490b-a370-5fd9b3b53218","block_type":"box","text":"to the likelihood of non-payment or default in accordance with the terms of that instrument’s documentation. In","page_number":174,"box":{"x":68,"y":853,"width":794,"height":12}},{"id":"0bf828d4-c6b6-4eba-aaf6-d8aa87644293","block_type":"box","text":"limited cases, Fitch may include additional considerations (","page_number":174,"box":{"x":70,"y":869,"width":420,"height":11}},{"id":"23f964d0-17e3-4c18-b6f6-7290c0260d21","block_type":"box","text":"i.e.","page_number":174,"box":{"x":492,"y":869,"width":20,"height":9}},{"id":"1214f3db-6ec4-4fd6-a321-5e9bffb11f6b","block_type":"box","text":"rate to a higher or lower standard than that implied in","page_number":174,"box":{"x":519,"y":869,"width":380,"height":11}},{"id":"a493abb4-180e-47e8-85d2-fa0a6e37bc07","block_type":"box","text":"the obligation’s documentation).","page_number":174,"box":{"x":68,"y":884,"width":230,"height":11}},{"id":"36cc205f-f45a-4947-8e9b-f6c64ac1cb05","block_type":"box","text":"A-6","page_number":174,"box":{"x":477,"y":943,"width":23,"height":9}},{"id":"3ce0e0ab-5754-4913-9683-905499c734a1","block_type":"box","text":"NM1026U-5981080-174/228","page_number":174,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"2c6e0ae2-c894-4a38-b5d9-e52e0f39d762","block_type":"box","text":"The primary credit rating scales can be used to provide a rating of privately issued obligations or cer tain note","page_number":175,"box":{"x":101,"y":45,"width":779,"height":11}},{"id":"a2c71cf4-0e27-4807-849a-1216df75b3c4","block_type":"box","text":"issuance programs or for private ratings. In this case the rating is not published, but only provided to the issuer or its","page_number":175,"box":{"x":70,"y":60,"width":835,"height":11}},{"id":"044b58da-f5e4-4242-b5d9-127e1407f557","block_type":"box","text":"agents in the form of a rating letter.","page_number":175,"box":{"x":69,"y":75,"width":253,"height":11}},{"id":"506434e5-e721-4a46-8a09-d2551121af6b","block_type":"box","text":"The primary credit rating scales may also be used to provide ratings for a more narrow scope, including interest","page_number":175,"box":{"x":101,"y":98,"width":797,"height":11}},{"id":"030cde07-ee49-4507-b906-2eb8da588c8f","block_type":"box","text":"strips and return of principal or in other forms of opinions such as credit opinions or rating assessment services.","page_number":175,"box":{"x":69,"y":113,"width":806,"height":11}},{"id":"6b86f86c-7d50-4223-9939-97bb3059c731","block_type":"box","text":"Credit opinions are either a notch- or category-specific view using the primary rating scale and omit one or more","page_number":175,"box":{"x":69,"y":128,"width":796,"height":11}},{"id":"bdd25acf-608c-4693-a6e5-f8e564a4d1f9","block_type":"box","text":"characteristics of a full rating or meet them to a different standard. Credit opinions will be indicated using a lower","page_number":175,"box":{"x":69,"y":143,"width":811,"height":11}},{"id":"d4b4314b-1870-4c09-8b22-f800abb7dd9b","block_type":"box","text":"case letter symbol combined with either an ‘*’ (","page_number":175,"box":{"x":69,"y":158,"width":340,"height":11}},{"id":"e231ce62-f098-43cd-b166-f1ebc3c23a05","block_type":"box","text":"e.g.","page_number":175,"box":{"x":410,"y":160,"width":25,"height":9}},{"id":"7260cfb2-9e47-49d2-a36a-2820331f4fc3","block_type":"box","text":"‘bbb+*’) or (cat) suffix to denote the opinion status. Credit","page_number":175,"box":{"x":443,"y":158,"width":418,"height":11}},{"id":"4d7bff91-e9b1-44d1-91da-ad415d39df23","block_type":"box","text":"opinions will be point-in-time typically but may be monitored if the analytical group believes information will be","page_number":175,"box":{"x":69,"y":173,"width":780,"height":11}},{"id":"7d3952b2-0a8a-442e-ae36-bbac903b7bc9","block_type":"box","text":"sufficiently available. Rating assessment services are a notch-specific view using the primary rating scale of how an","page_number":175,"box":{"x":69,"y":188,"width":827,"height":12}},{"id":"31824a89-fa7a-41bf-901a-52fc7afedbed","block_type":"box","text":"existing or potential rating may be changed by a given set of hypothetical circumstances. While credit opinions and","page_number":175,"box":{"x":69,"y":203,"width":816,"height":12}},{"id":"584c7f02-9b6d-4f39-b067-7646ddefbc6c","block_type":"box","text":"rating assessment services are point-in-time and are not monitored, they may have a directional watch or outlook","page_number":175,"box":{"x":69,"y":219,"width":808,"height":11}},{"id":"b3c37333-dd08-4abf-8829-6bc9c7fa974d","block_type":"box","text":"assigned, which can signify the trajectory of the credit profile.","page_number":175,"box":{"x":69,"y":234,"width":437,"height":11}},{"id":"c63f4d4e-921e-45b1-ab3c-3898890be45e","block_type":"box","text":"Description of Fitch’s Long-Term Corporate Finance Obligations Rating Scales","page_number":175,"box":{"x":69,"y":264,"width":567,"height":11}},{"id":"0a113b3b-41f0-4f9e-be82-6fabe992b0da","block_type":"box","text":"Ratings of individual securities or financial obligations of a corporate issuer address relative vulnerability to","page_number":175,"box":{"x":102,"y":286,"width":763,"height":12}},{"id":"8aff95e6-38b6-4388-9364-7b30fa082140","block_type":"box","text":"default on an ordinal scale. In addition, for financial obligations in corporate finance, a measure of recovery given","page_number":175,"box":{"x":69,"y":302,"width":807,"height":11}},{"id":"d2a1cebf-4e01-44c8-a156-8f2e459b03f9","block_type":"box","text":"default on that liability is also included in the rating assessment. This notably applies to covered bonds ratings, which","page_number":175,"box":{"x":69,"y":317,"width":840,"height":11}},{"id":"e2b6fdcd-8d6e-4316-beea-7b01b9c0b773","block_type":"box","text":"incorporate both an indication of the probability of default and of the recovery given a default of this debt instrument.","page_number":175,"box":{"x":70,"y":332,"width":833,"height":11}},{"id":"099dee6f-a5f9-4ce5-b478-6d45053da586","block_type":"box","text":"On the contrary, Ratings of debtor-in-possession (“DIP”) obligations incorporate the expectation of full repayment.","page_number":175,"box":{"x":69,"y":347,"width":807,"height":11}},{"id":"5405d961-94c4-4259-9989-00b151215a8c","block_type":"box","text":"The relationship between the issuer scale and obligation scale assumes a generic historical average recovery.","page_number":175,"box":{"x":101,"y":370,"width":784,"height":11}},{"id":"b4ac61d4-1230-4467-a170-d1e8c0f5d39b","block_type":"box","text":"Individual obligations can be assigned ratings higher, lower, or the same as that entity’s issuer rating or issuer","page_number":175,"box":{"x":70,"y":385,"width":787,"height":11}},{"id":"d9e453c1-13c2-4143-9198-5848073326e9","block_type":"box","text":"default rating (“IDR”), based on their relative ranking, relative vulnerability to default or based on explicit Recovery","page_number":175,"box":{"x":69,"y":400,"width":813,"height":11}},{"id":"90b8291b-016a-4bdf-83ed-5e515d2f4ceb","block_type":"box","text":"Ratings.","page_number":175,"box":{"x":70,"y":415,"width":55,"height":11}},{"id":"f02bed68-aa4e-435b-8912-79928c90babe","block_type":"box","text":"As a result, individual obligations of entities, such as corporations, are assigned ratings higher, lower, or the","page_number":175,"box":{"x":101,"y":438,"width":772,"height":11}},{"id":"98b7f84e-8bca-4a2c-9bed-8a8477075b48","block_type":"box","text":"same as that entity’s issuer rating or IDR, except DIP obligation ratings that are not based off an IDR. At the lower","page_number":175,"box":{"x":69,"y":453,"width":815,"height":11}},{"id":"c5f20325-67a2-4517-8a9e-a6d3c79854d5","block_type":"box","text":"end of the ratings scale, Fitch publishes explicit Recovery Ratings in many cases to complement issuer and","page_number":175,"box":{"x":69,"y":468,"width":766,"height":11}},{"id":"7f717efd-b24e-485d-bf1e-0df7e3bca5a4","block_type":"box","text":"obligation ratings.","page_number":175,"box":{"x":69,"y":483,"width":125,"height":11}},{"id":"325171e7-15e3-4b5a-b60a-0979efab5a54","block_type":"box","text":"Fitch long-term obligations rating scales are as follows:","page_number":175,"box":{"x":102,"y":506,"width":390,"height":11}},{"id":"106317b6-0c47-45bc-a3fa-af4b3e496335","block_type":"box","text":"AAA Highest Credit Quality. ‘AAA’ ratings denote the lowest expectation of default risk. They are","page_number":175,"box":{"x":68,"y":533,"width":774,"height":12}},{"id":"394eadc6-e318-4ed6-87f9-e02d9a0dd56a","block_type":"box","text":"assigned only in cases of exceptionally strong capacity for payment of financial commitments. This","page_number":175,"box":{"x":196,"y":549,"width":703,"height":11}},{"id":"5f5b0f92-c073-432c-a79b-d43c2c4483d8","block_type":"box","text":"capacity is highly unlikely to be adversely affected by foreseeable events.","page_number":175,"box":{"x":196,"y":564,"width":521,"height":11}},{"id":"c44ec148-b5d9-4913-8ea7-19e8b8afe725","block_type":"box","text":"AA Very High Credit Quality. ‘AA’ ratings denote expectations of very low default risk. They indicate very","page_number":175,"box":{"x":68,"y":584,"width":838,"height":11}},{"id":"554ccdd1-2ec4-4979-bdda-ff4b59fb7e51","block_type":"box","text":"strong capacity for payment of financial commitments. This capacity is not significantly vulnerable","page_number":175,"box":{"x":196,"y":599,"width":694,"height":11}},{"id":"df55352a-1edc-4ef0-a272-83278139a62b","block_type":"box","text":"to foreseeable events.","page_number":175,"box":{"x":195,"y":614,"width":159,"height":9}},{"id":"c78c4b73-62d2-4e58-9240-4f37a6fdb579","block_type":"box","text":"A High Credit Quality. ‘A’ ratings denote expectations of low default risk. The capacity for payment of","page_number":175,"box":{"x":68,"y":634,"width":828,"height":12}},{"id":"9683ec68-9288-4865-b4dd-c8a8e07bd84c","block_type":"box","text":"financial commitments is considered strong. 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The","page_number":175,"box":{"x":70,"y":685,"width":814,"height":11}},{"id":"8d38da12-4390-47d2-938a-69a3228ea163","block_type":"box","text":"capacity for payment of financial commitments is considered adequate, but adverse business or","page_number":175,"box":{"x":196,"y":700,"width":686,"height":11}},{"id":"a53983c4-652a-4eb4-b5ff-066a1b496206","block_type":"box","text":"economic conditions are more likely to impair this capacity.","page_number":175,"box":{"x":196,"y":715,"width":420,"height":11}},{"id":"79dc7da7-892b-4511-9e7a-ba974cd54a2d","block_type":"box","text":"BB Speculative. ‘BB’ ratings indicate an elevated vulnerability to default risk, par ticularly in the event of","page_number":175,"box":{"x":70,"y":735,"width":839,"height":11}},{"id":"d790acd9-01f4-416e-9f6d-fe3ca7036251","block_type":"box","text":"adverse changes in business or economic conditions over time; however, business or financial","page_number":175,"box":{"x":196,"y":750,"width":672,"height":11}},{"id":"cc6278b3-4cab-42c5-926e-93032965ca04","block_type":"box","text":"flexibility exists that suppor ts the servicing of financial commitments.","page_number":175,"box":{"x":196,"y":765,"width":495,"height":12}},{"id":"e18d90bc-a570-4a1f-a1f2-93643050da20","block_type":"box","text":"B Highly Speculative. ‘B’ ratings indicate that material default risk is present, but a limited margin of","page_number":175,"box":{"x":70,"y":785,"width":828,"height":12}},{"id":"ac1b3d1a-572f-4a0b-9d34-639aaff63e2b","block_type":"box","text":"safety remains. 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The modifiers “+” or “-” may be appended to a rating to denote","page_number":176,"box":{"x":101,"y":164,"width":808,"height":12}},{"id":"2ed6f3de-f6f9-42df-b8ab-ec0c50880c6d","block_type":"box","text":"relative status within major rating categories.","page_number":176,"box":{"x":69,"y":180,"width":320,"height":11}},{"id":"900387b9-fd04-4240-a772-73026997ea0f","block_type":"box","text":"For example, the rating category ‘AA’ has three notch-specific rating levels (‘AA+’; ‘AA’; ‘AA–’; each a rating","page_number":176,"box":{"x":102,"y":202,"width":761,"height":11}},{"id":"6a47667e-d828-44f2-a6c4-69ac6b4e9969","block_type":"box","text":"level). Such suffixes are not added to ‘AAA’ ratings and ratings below the ‘CCC’ category. For the shor t-term rating","page_number":176,"box":{"x":70,"y":217,"width":813,"height":12}},{"id":"54f1a852-1290-48b3-8ad8-6f1e705cb06d","block_type":"box","text":"category of ‘F1’, a ‘+’ may be appended.","page_number":176,"box":{"x":69,"y":232,"width":289,"height":12}},{"id":"85210527-b8b2-4009-acf3-310afa9c5345","block_type":"box","text":"Description of Fitch’s Short-Term Ratings Assigned to Issuers and Obligations","page_number":176,"box":{"x":69,"y":263,"width":568,"height":11}},{"id":"82a1794c-062d-4f1a-8b52-6079403bf35f","block_type":"box","text":"A shor t-term issuer or obligation rating is based in all cases on the shor t-term vulnerability to default of the rated","page_number":176,"box":{"x":101,"y":285,"width":806,"height":12}},{"id":"edb753cc-2bb8-44fe-8f96-3a6cb6c7b74d","block_type":"box","text":"entity and relates to the capacity to meet financial obligations in accordance with the documentation governing the","page_number":176,"box":{"x":69,"y":300,"width":817,"height":12}},{"id":"2ef31330-d1f9-494f-836a-9502f65dd057","block_type":"box","text":"relevant obligation. Shor t-term deposit ratings may be adjusted for loss severity. Shor t-term ratings are assigned to","page_number":176,"box":{"x":69,"y":315,"width":822,"height":12}},{"id":"83823677-7381-4bc6-9f65-9d47ea521f99","block_type":"box","text":"obligations whose initial maturity is viewed as “shor t term” based on market convention. Typically, this means up to","page_number":176,"box":{"x":69,"y":331,"width":827,"height":11}},{"id":"edc7edcc-fffb-41bb-89bf-2aa84faec4e1","block_type":"box","text":"13 months for corporate, sovereign, and structured obligations and up to 36 months for obligations in U.S. public","page_number":176,"box":{"x":70,"y":346,"width":808,"height":11}},{"id":"fabf1477-d318-4329-86d4-4e129b875fcc","block_type":"box","text":"finance markets.","page_number":176,"box":{"x":68,"y":361,"width":118,"height":9}},{"id":"48b41f53-66df-45c0-8c8c-0c4813cbb1f4","block_type":"box","text":"Fitch shor t-term ratings are as follows:","page_number":176,"box":{"x":102,"y":383,"width":273,"height":12}},{"id":"8b930f82-1d14-407a-a5ac-c89cf05d691b","block_type":"box","text":"F1 Highest Shor t-Term Credit Quality. Indicates the strongest intrinsic capacity for timely payment of","page_number":176,"box":{"x":70,"y":411,"width":816,"height":12}},{"id":"a4cc11ed-2ecc-4a6b-8a47-f229ec3ca2a0","block_type":"box","text":"financial commitments; may have an added “+” to denote any exceptionally strong credit feature.","page_number":176,"box":{"x":196,"y":426,"width":692,"height":12}},{"id":"8806a8ce-8036-4de1-9977-5dcf46b1f516","block_type":"box","text":"F2 Good Shor t-Term Credit Quality. Good intrinsic capacity for timely payment of financial","page_number":176,"box":{"x":70,"y":446,"width":734,"height":12}},{"id":"cf86a9a3-7f36-4396-a1ed-c5790e7ddf1d","block_type":"box","text":"commitments.","page_number":176,"box":{"x":196,"y":462,"width":100,"height":9}},{"id":"a7d35ac8-3de3-40ed-8e79-7a7db3cfd7e5","block_type":"box","text":"F3 Fair Shor t-Term Credit Quality. The intrinsic capacity for timely payment of financial commitments is","page_number":176,"box":{"x":70,"y":482,"width":831,"height":11}},{"id":"490aee96-1348-4d4a-9170-3ce4c4a1ff05","block_type":"box","text":"adequate.","page_number":176,"box":{"x":196,"y":497,"width":70,"height":11}},{"id":"3195e096-0692-4b2a-9c9c-c263989f9cd1","block_type":"box","text":"B Speculative Shor t-Term Credit Quality. Minimal capacity for timely payment of financial","page_number":176,"box":{"x":70,"y":517,"width":737,"height":11}},{"id":"e227e840-ae25-40ae-a423-41df72cdf2a2","block_type":"box","text":"commitments, plus heightened vulnerability to near term adverse changes in financial and","page_number":176,"box":{"x":196,"y":532,"width":641,"height":11}},{"id":"5624cce2-62cf-4df0-92ca-9fbbf01eaeac","block_type":"box","text":"economic conditions.","page_number":176,"box":{"x":196,"y":548,"width":149,"height":8}},{"id":"feda3b11-e7a9-4252-8ea0-dff9e883c4e3","block_type":"box","text":"C High Shor t-Term Default Risk. Default is a real possibility.","page_number":176,"box":{"x":69,"y":567,"width":535,"height":12}},{"id":"7155294f-3e14-4eaf-97bb-374e7e2cb779","block_type":"box","text":"RD Restricted Default. Indicates an entity that has defaulted on one or more of its financial","page_number":176,"box":{"x":70,"y":588,"width":749,"height":11}},{"id":"4bd35987-1ee4-46ba-b92f-781fded03a8f","block_type":"box","text":"commitments, although it continues to meet other financial obligations. Typically applicable to entity","page_number":176,"box":{"x":196,"y":603,"width":714,"height":11}},{"id":"8e4d5e14-af07-49eb-b097-85c0b27cff9a","block_type":"box","text":"ratings only.","page_number":176,"box":{"x":197,"y":618,"width":83,"height":11}},{"id":"b8d7e4c3-2c06-4927-8bf0-43e21c50941d","block_type":"box","text":"D Default. Indicates a broad-based default event for an entity, or the default of a shor t-term","page_number":176,"box":{"x":70,"y":638,"width":761,"height":11}},{"id":"efc82a3e-1a61-484e-9cfd-95ed3183f125","block_type":"box","text":"obligation.","page_number":176,"box":{"x":196,"y":653,"width":72,"height":11}},{"id":"f50df002-3849-4944-affd-8e32410b7640","block_type":"box","text":"A-8","page_number":176,"box":{"x":477,"y":943,"width":24,"height":9}},{"id":"dace8d02-d1bf-4763-b705-b6e34fff7ee7","block_type":"box","text":"NM1026U-5981080-176/228","page_number":176,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"3dac29c7-f2a5-44e8-8509-f923727948fd","block_type":"box","text":"APPENDIX B","page_number":177,"box":{"x":438,"y":76,"width":101,"height":9}},{"id":"4598cd33-4f95-469e-8f2f-c99557dcc1fa","block_type":"box","text":"Open-End Active and Fixed Income Index Fund Proxy Voting Policy","page_number":177,"box":{"x":247,"y":106,"width":484,"height":11}},{"id":"820e2462-c6ec-4c1a-8a5e-e8356161a871","block_type":"box","text":"Procedures Governing Delegation of Proxy Voting to Fund Advisers","page_number":177,"box":{"x":247,"y":121,"width":486,"height":11}},{"id":"ed19792f-2322-4cb1-a04d-6046929ab719","block_type":"box","text":"Effective Date: January 1, 2025","page_number":177,"box":{"x":376,"y":136,"width":227,"height":11}},{"id":"b5312528-357a-4da5-b85d-679a423f2065","block_type":"box","text":"Applies to the following types of Funds registered under the 1940 Act:","page_number":177,"box":{"x":231,"y":159,"width":515,"height":11}},{"id":"d8bebc51-683e-4a87-bac3-f38374dbb2a9","block_type":"box","text":"□","page_number":177,"box":{"x":284,"y":181,"width":15,"height":12}},{"id":"9c62a2e0-5645-4ec3-b746-4974dc588a3a","block_type":"box","text":"Index Equity Mutual Funds and Exchange-Traded Funds","page_number":177,"box":{"x":306,"y":182,"width":388,"height":11}},{"id":"d1410213-e85b-43d3-bebe-0109a6820c3c","block_type":"box","text":"Open-End Active and Fixed Income Index Mutual Funds and Exchange-Traded Funds","page_number":177,"box":{"x":205,"y":204,"width":589,"height":11}},{"id":"8ac968f0-3d06-4773-a2f8-b41bab47d98e","block_type":"box","text":"□","page_number":177,"box":{"x":405,"y":227,"width":14,"height":11}},{"id":"41866c32-e42f-4fcf-a36d-cffae06a35d4","block_type":"box","text":"Money Market Funds","page_number":177,"box":{"x":426,"y":227,"width":147,"height":11}},{"id":"bfe139d6-ec6f-4a33-b1c0-6037e8e1c22b","block_type":"box","text":"□","page_number":177,"box":{"x":416,"y":249,"width":14,"height":12}},{"id":"9386e316-1604-4089-b278-4c2e4e605425","block_type":"box","text":"Closed-End Funds","page_number":177,"box":{"x":437,"y":249,"width":125,"height":9}},{"id":"a004d798-c5c2-4acc-a2e8-e9d03d7aa6a1","block_type":"box","text":"□","page_number":177,"box":{"x":460,"y":272,"width":14,"height":11}},{"id":"db2bd340-fe44-4d18-b67d-2106c69c9ef2","block_type":"box","text":"Other","page_number":177,"box":{"x":481,"y":272,"width":38,"height":9}},{"id":"1d0a9fe4-764a-4ec7-9c90-4e774e0d8bd7","block_type":"box","text":"Objective and Scope","page_number":177,"box":{"x":101,"y":295,"width":149,"height":11}},{"id":"220a1db3-4dd1-49f0-9eab-fb8cd540326a","block_type":"box","text":"Set for th below is the Open-End Active and Fixed Income Index Fund Proxy Voting Policy.","page_number":177,"box":{"x":134,"y":317,"width":622,"height":12}},{"id":"916dea45-047f-4710-a6ca-fca2897d8efc","block_type":"box","text":"Policy/Document Requirements and Statements","page_number":177,"box":{"x":102,"y":340,"width":354,"height":11}},{"id":"867d3105-2430-48e3-b4b1-ede9939e7d4f","block_type":"box","text":"The Boards of Trustees/Directors (“Directors”) of cer tain open-end funds (the “Funds”) advised by","page_number":177,"box":{"x":134,"y":363,"width":702,"height":11}},{"id":"a9a54797-e153-4334-a778-421d0f2a7cc6","block_type":"box","text":"BlackRock Fund Advisors or BlackRock Advisors, LLC (“BlackRock”), have the responsibility for the oversight of","page_number":177,"box":{"x":102,"y":378,"width":789,"height":11}},{"id":"8a79b380-3257-4ec3-8ee4-e50dbd8dec28","block_type":"box","text":"voting proxies relating to por tfolio securities of the Funds, and have determined that it is in the best interests of","page_number":177,"box":{"x":101,"y":393,"width":801,"height":11}},{"id":"2194c7a2-356a-4178-a93e-d5416e7b2c10","block_type":"box","text":"the Funds and their shareholders to delegate the responsibility to vote proxies to BlackRock, subject to the","page_number":177,"box":{"x":101,"y":408,"width":763,"height":11}},{"id":"53725f44-d389-426a-9e06-02683fafe39f","block_type":"box","text":"principles outlined in this Policy, as par t of BlackRock’s authority to manage, acquire and dispose of account","page_number":177,"box":{"x":102,"y":423,"width":775,"height":12}},{"id":"c5f8dd82-b042-435b-bb6a-6125d9a4a972","block_type":"box","text":"assets, all as contemplated by the Funds’ respective investment management agreements.","page_number":177,"box":{"x":102,"y":439,"width":651,"height":11}},{"id":"39678aee-7d37-4ccf-bccb-a11489047bf2","block_type":"box","text":"BlackRock has adopted the BlackRock Active Investment Stewardship Global Engagement and Voting","page_number":177,"box":{"x":135,"y":461,"width":718,"height":11}},{"id":"e5e8438e-cbc1-4ebd-8a60-b405f5468d7a","block_type":"box","text":"Guidelines (as from time to time amended, the “Guidelines”) governing proxy voting by active and fixed income","page_number":177,"box":{"x":102,"y":476,"width":788,"height":11}},{"id":"6bbad78c-3ad8-4d95-b7f3-7fe4ba6344bf","block_type":"box","text":"index Funds managed by BlackRock. The Guidelines include “climate and decarbonization” guidelines which","page_number":177,"box":{"x":102,"y":491,"width":766,"height":12}},{"id":"9eb52590-33f4-4f07-9bea-3e986623e68f","block_type":"box","text":"apply to the Funds listed in Appendix A, if any.","page_number":177,"box":{"x":102,"y":506,"width":325,"height":12}},{"id":"44e52fa3-60d3-4e30-ac03-13e54d59e03a","block_type":"box","text":"BlackRock will cast votes on behalf of each of the Funds covered by this policy on specific proxy issues in","page_number":177,"box":{"x":135,"y":529,"width":751,"height":11}},{"id":"b8c42bd5-3426-46bf-bffc-f39e43a07970","block_type":"box","text":"respect of securities held by each such Fund (or may refrain from voting) in accordance with the Guidelines.","page_number":177,"box":{"x":102,"y":544,"width":765,"height":11}},{"id":"55641dae-96bb-4994-abdb-6cc250c2b98e","block_type":"box","text":"Conflicts Management","page_number":177,"box":{"x":101,"y":567,"width":165,"height":11}},{"id":"55a899c6-8681-4d19-9863-8459c562ae3d","block_type":"box","text":"BlackRock Active Investment Stewardship (“BAIS”) maintains policies and procedures that seek to prevent","page_number":177,"box":{"x":135,"y":590,"width":758,"height":11}},{"id":"e99d2df5-5c21-43bd-87fd-06b8990bc447","block_type":"box","text":"undue influence on BlackRock’s proxy voting activity and to mitigate material conflicts of interest in the exercise","page_number":177,"box":{"x":102,"y":605,"width":797,"height":11}},{"id":"ed94f8fe-7bff-4ee3-b2dc-e8e47d8b2fc5","block_type":"box","text":"of proxy voting responsibilities. Potential material conflicts, and the resultant potential for undue influence, might","page_number":177,"box":{"x":102,"y":620,"width":805,"height":11}},{"id":"dd499211-8e99-444f-8757-c6bdae632174","block_type":"box","text":"be due to a relationship between the investee company (or any shareholder proponent or dissident shareholder)","page_number":177,"box":{"x":102,"y":635,"width":797,"height":11}},{"id":"f3096594-52ce-4587-9bfe-730dd980371e","block_type":"box","text":"and BlackRock, BlackRock’s affiliates or employees, or a Fund or a Fund’s affiliates. BlackRock has taken","page_number":177,"box":{"x":102,"y":650,"width":756,"height":11}},{"id":"92f6e835-bc71-4a19-a333-d69d62972bf0","block_type":"box","text":"cer tain steps to mitigate potential conflicts, which are outlined in detail in the Guidelines. In mitigating conflicts,","page_number":177,"box":{"x":101,"y":665,"width":800,"height":11}},{"id":"86f12450-df89-48ce-9cf1-cd3d69c85878","block_type":"box","text":"BAIS will adhere to the Guidelines.","page_number":177,"box":{"x":102,"y":680,"width":244,"height":9}},{"id":"2285dc82-6b75-4e2e-a098-bc179f532352","block_type":"box","text":"In cer tain instances, BAIS will engage an independent third-par ty voting service provider to make proxy","page_number":177,"box":{"x":135,"y":703,"width":731,"height":11}},{"id":"c490a3c3-ed8d-4298-8172-fe4c00061046","block_type":"box","text":"voting recommendations as a fur ther safeguard to avoid potential conflicts of interest, to satisfy regulatory","page_number":177,"box":{"x":101,"y":718,"width":763,"height":11}},{"id":"453ce66e-1f57-46dd-b5f6-0f91bedf7750","block_type":"box","text":"compliance requirements, or as may be otherwise required by applicable law.","page_number":177,"box":{"x":101,"y":733,"width":550,"height":11}},{"id":"491db349-ba08-480e-abb0-f4efe9e3b703","block_type":"box","text":"With respect to the relationship between securities lending and proxy voting, shares on loan cannot be voted","page_number":177,"box":{"x":134,"y":756,"width":774,"height":11}},{"id":"9344fb69-7f28-4b08-ada5-ecb8d7fc4ff0","block_type":"box","text":"and BlackRock may determine to recall them for voting, as guided by BlackRock’s fiduciary responsibility to act","page_number":177,"box":{"x":102,"y":771,"width":791,"height":11}},{"id":"06409b61-6786-412d-8106-96705fc48a25","block_type":"box","text":"in clients’ financial interests. 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companies alongside and on behalf of those teams when appropriate.","page_number":181,"box":{"x":69,"y":113,"width":828,"height":11}},{"id":"614d73a9-be86-4e39-a2c5-33c58bb5ff69","block_type":"box","text":"The team is responsible for establishing voting guidelines for the active equity platform, providing vote","page_number":181,"box":{"x":68,"y":128,"width":729,"height":11}},{"id":"7cb48211-0941-43f6-a440-9d5a49794e47","block_type":"box","text":"recommendations and operationalizing voting decisions. The guidance informs the voting recommendations BAIS","page_number":181,"box":{"x":69,"y":143,"width":803,"height":11}},{"id":"884c9626-0cc6-45b5-95a5-1721053bfec1","block_type":"box","text":"makes to BlackRock’s active por tfolio managers. It applies to active equity holdings in BlackRock’s fundamental","page_number":181,"box":{"x":69,"y":158,"width":800,"height":11}},{"id":"c5f451c2-83c0-492c-8439-fd75a23ddf15","block_type":"box","text":"equity, systematic equity and multi-asset solutions strategies. 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This document also includes BAIS’ decarbonization policy, which covers holdings in","page_number":181,"box":{"x":69,"y":339,"width":824,"height":11}},{"id":"5c6fd85c-2ebe-4789-afce-622bae011503","block_type":"box","text":"BlackRock active funds that have climate and decarbonization objectives in addition to financial objectives.","page_number":181,"box":{"x":70,"y":354,"width":759,"height":11}},{"id":"51398442-910e-450e-8b40-cb51dc3c9ed3","block_type":"box","text":"2","page_number":181,"box":{"x":69,"y":372,"width":4,"height":4}},{"id":"92136ab8-03a6-4f97-b317-0ce3ee9133bc","block_type":"box","text":"BlackRock segmented active and index equity investment functions, including stewardship, in January 2025 as par t","page_number":181,"box":{"x":79,"y":371,"width":825,"height":11}},{"id":"32754e40-7fb5-4fd9-a0e6-e3fb7b0eb955","block_type":"box","text":"of a strategic initiative to unlock the full breadth of the firm’s active and private markets capabilities for clients. As a","page_number":181,"box":{"x":69,"y":386,"width":830,"height":12}},{"id":"03c928c7-97e5-4cef-8bbb-2d5d091dc4da","block_type":"box","text":"result, there are two stewardship teams, which operate independently of one another and have separate voting","page_number":181,"box":{"x":69,"y":401,"width":792,"height":12}},{"id":"123bd12c-7cd3-4ed4-9c31-107b18c6b128","block_type":"box","text":"policies.","page_number":181,"box":{"x":70,"y":417,"width":56,"height":11}},{"id":"188edfb3-9057-41b9-8ce7-93aceeab1527","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":181,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"e6e764e4-0505-48dc-b27e-5ca6bb5a98c9","block_type":"box","text":"Global Engagement and Voting Guidelines | 3","page_number":181,"box":{"x":590,"y":942,"width":319,"height":13}},{"id":"a77d1393-09a1-487e-a029-4e45189d02da","block_type":"box","text":"NM1026U-5981080-181/228","page_number":181,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"6c5d297d-509e-402d-910e-81edda25ef1c","block_type":"box","text":"INTRODUCTION TO BLACKROCK","page_number":182,"box":{"x":372,"y":45,"width":235,"height":9}},{"id":"bfdede8d-bf33-4a3a-8be9-bef1ee74d685","block_type":"box","text":"BlackRock’s mission is to help more people invest better. The money BlackRock manages is not its own — it","page_number":182,"box":{"x":102,"y":64,"width":777,"height":11}},{"id":"34f97e06-c88e-4e0d-a69b-1b0365babb88","block_type":"box","text":"belongs to BlackRock’s clients, many of whom make their own asset allocation and por tfolio construction decisions.","page_number":182,"box":{"x":69,"y":78,"width":828,"height":12}},{"id":"22694324-d5dd-4a18-901a-036311f51e9d","block_type":"box","text":"As a fiduciary, BlackRock invests on clients’ behalf to help them meet their investment objectives. The firm does this","page_number":182,"box":{"x":68,"y":93,"width":835,"height":11}},{"id":"dbcebd59-2bd6-4ecc-8b0c-f10206074b78","block_type":"box","text":"by understanding clients’ long-term investment objectives and offering choice on how and where they wish to invest","page_number":182,"box":{"x":69,"y":108,"width":823,"height":11}},{"id":"8545f194-54be-4e3f-85c5-298631ec1de1","block_type":"box","text":"their money. BlackRock then helps clients seek the best risk-adjusted returns based on those choices, underpinning","page_number":182,"box":{"x":68,"y":123,"width":830,"height":11}},{"id":"06365f09-7045-447d-90fa-5ec28884cc05","block_type":"box","text":"this work with research, data and analytics.","page_number":182,"box":{"x":68,"y":138,"width":309,"height":11}},{"id":"efe583e1-b9da-4a41-a8e7-161da71185ae","block_type":"box","text":"At BlackRock, investment stewardship is core to our role as an asset manager and a fiduciary to our clients. As","page_number":182,"box":{"x":101,"y":156,"width":796,"height":12}},{"id":"704e58b7-fd38-4a18-9bba-4e4db1d78882","block_type":"box","text":"stewards of our clients’ assets, we engage with companies to discuss the corporate governance and business","page_number":182,"box":{"x":69,"y":171,"width":787,"height":12}},{"id":"d33bc65c-ef4d-4bb4-9d0c-a7963ed97478","block_type":"box","text":"practices that, in our experience, suppor t companies in delivering durable, risk-adjusted financial returns over time.","page_number":182,"box":{"x":70,"y":186,"width":820,"height":12}},{"id":"5f71011a-f327-4aaa-ba9b-6947769c531b","block_type":"box","text":"We are committed to building strong relationships through constructive, ongoing dialogue with the boards and","page_number":182,"box":{"x":68,"y":201,"width":782,"height":11}},{"id":"6d80c6d2-9c47-4c5f-ac83-080af24646b7","block_type":"box","text":"executive management of the companies in which our clients are invested.","page_number":182,"box":{"x":69,"y":216,"width":531,"height":11}},{"id":"71b97831-5092-4619-8385-c2aa58d54b3e","block_type":"box","text":"ABOUT BLACKROCK ACTIVE INVESTMENT STEWARDSHIP","page_number":182,"box":{"x":277,"y":246,"width":424,"height":9}},{"id":"4cb9d9d5-d5f3-4c91-932f-5668378493b8","block_type":"box","text":"BlackRock Active Investment Stewardship (BAIS) is a specialist team within the Por tfolio Management Group and","page_number":182,"box":{"x":102,"y":265,"width":804,"height":11}},{"id":"716d889c-715c-4e11-ade6-27fdadb2ccaa","block_type":"box","text":"manages BlackRock’s stewardship engagement and voting on behalf of clients invested in active strategies globally.","page_number":182,"box":{"x":69,"y":280,"width":826,"height":11}},{"id":"ad719498-4c76-491f-9510-d16c2e775974","block_type":"box","text":"BAIS is also responsible for engagement with issuers in index fixed income strategies, where appropriate. Our","page_number":182,"box":{"x":70,"y":295,"width":783,"height":11}},{"id":"240e9c7b-6c34-4084-ac1b-4e2dae2723ff","block_type":"box","text":"activities are informed by these Global Engagement and Voting Guidelines (the “Guidelines”) and insights from active","page_number":182,"box":{"x":69,"y":309,"width":834,"height":12}},{"id":"64bc54ef-10d1-4ce4-8ed2-6dac1784e3b6","block_type":"box","text":"investment analysts and por tfolio managers, with whom we work closely in engaging companies and voting at","page_number":182,"box":{"x":70,"y":324,"width":779,"height":12}},{"id":"f13365ac-b884-4ac9-9b33-fd7676a3f632","block_type":"box","text":"shareholder meetings.","page_number":182,"box":{"x":69,"y":339,"width":158,"height":11}},{"id":"2a65282f-d46e-496e-aa60-a03b71807dfe","block_type":"box","text":"Engagement with public companies is the foundation of our approach to stewardship within fundamental active","page_number":182,"box":{"x":102,"y":358,"width":789,"height":11}},{"id":"3378092c-df0f-44d7-94a6-af1918eb2bfc","block_type":"box","text":"investing.","page_number":182,"box":{"x":70,"y":373,"width":65,"height":11}},{"id":"a1c818c1-50af-4977-bc4d-580e5b059db8","block_type":"box","text":"3","page_number":182,"box":{"x":137,"y":373,"width":4,"height":5}},{"id":"8020df8e-5e62-4bb5-a915-599bd38f5bb3","block_type":"box","text":"Through direct dialogue with company leadership, we seek to understand their businesses and how they","page_number":182,"box":{"x":146,"y":373,"width":744,"height":11}},{"id":"9b0a18c6-e701-4ab9-b7aa-211e72399501","block_type":"box","text":"manage risks and oppor tunities to deliver durable, risk-adjusted financial returns. Por tfolio managers and","page_number":182,"box":{"x":69,"y":387,"width":751,"height":12}},{"id":"a8e62227-a4f9-45a1-89b9-10862ebadf01","block_type":"box","text":"stewardship specialists may engage jointly or independently on material corporate governance matters. Our","page_number":182,"box":{"x":69,"y":402,"width":765,"height":12}},{"id":"b73ba055-5707-4e5e-bfa2-d3ae96451182","block_type":"box","text":"discussions focus on topics relevant to a company’s success over time, including governance and leadership,","page_number":182,"box":{"x":69,"y":417,"width":782,"height":12}},{"id":"031bda8a-f6f7-42ba-a3fa-a3c91bb34001","block_type":"box","text":"corporate strategy, capital structure and financial per formance, operations and material sustainability-related risks,","page_number":182,"box":{"x":69,"y":432,"width":820,"height":11}},{"id":"ea4f9554-88d6-4c0a-9b91-956407c23511","block_type":"box","text":"as well as macro-economic, geopolitical and sector dynamics. We aim to be constructive investors and are generally","page_number":182,"box":{"x":69,"y":447,"width":828,"height":11}},{"id":"a2e3787c-3f13-4d3f-92a9-6f4406fa8fb0","block_type":"box","text":"suppor tive of management teams that have a track record of financial value creation. We aim to build and maintain","page_number":182,"box":{"x":69,"y":462,"width":821,"height":11}},{"id":"c04b799e-9b4d-487c-a21a-fded238da7cc","block_type":"box","text":"strong relationships with company leadership based on open dialogue and mutual respect.","page_number":182,"box":{"x":69,"y":477,"width":645,"height":11}},{"id":"6d80f3f5-5523-48ce-84a9-dff9ea8e54fc","block_type":"box","text":"Different active equity strategies may implement these voting guidelines differently, as a result of the latitude","page_number":182,"box":{"x":102,"y":495,"width":780,"height":12}},{"id":"25de1441-7057-41a5-be53-c9d173adfc99","block_type":"box","text":"each por tfolio manager has to make independent voting decisions on their holdings. For example, BAIS will generally","page_number":182,"box":{"x":69,"y":510,"width":831,"height":11}},{"id":"07ff81ea-f8b4-4e74-ace8-0edd2adaa377","block_type":"box","text":"vote the holdings in Systematic Active Equity por tfolios in accordance with these guidelines. We provide voting","page_number":182,"box":{"x":68,"y":525,"width":787,"height":11}},{"id":"c527db1e-171f-4b06-956f-78fb8928e6fc","block_type":"box","text":"recommendations to fundamental equity por tfolio managers, who may determine to vote differently based on each","page_number":182,"box":{"x":69,"y":540,"width":816,"height":11}},{"id":"b394bc97-d0a5-428e-8f9a-5d21716131da","block_type":"box","text":"por tfolio’s investment objectives and strategy.","page_number":182,"box":{"x":70,"y":555,"width":327,"height":11}},{"id":"fbeb33b6-d88c-4512-84fd-d7da32fae475","block_type":"box","text":"These guidelines discuss BAIS’ views on corporate governance topics on which we may engage with","page_number":182,"box":{"x":101,"y":574,"width":711,"height":11}},{"id":"8fb9af71-2631-47c4-93fe-9cd67123af74","block_type":"box","text":"management teams and board directors","page_number":182,"box":{"x":69,"y":589,"width":285,"height":11}},{"id":"02c295d9-b3ba-4013-a30e-c7f502642afb","block_type":"box","text":"4","page_number":182,"box":{"x":355,"y":589,"width":5,"height":4}},{"id":"cc83aa54-7ec7-4218-b1e1-f8d0fabb3c8d","block_type":"box","text":"and on matters that routinely come to a shareholder vote. We recognize that","page_number":182,"box":{"x":366,"y":589,"width":544,"height":11}},{"id":"ba4f31fd-8cca-4aa9-a886-bf2eaf35919a","block_type":"box","text":"accepted corporate governance norms can differ across markets, and believe these guidelines represent globally","page_number":182,"box":{"x":69,"y":603,"width":807,"height":11}},{"id":"776298e6-32ed-47ac-9d1a-a5a6ee7673ed","block_type":"box","text":"applicable elements of governance that suppor t a company’s ability to manage material risks and oppor tunities and","page_number":182,"box":{"x":69,"y":618,"width":827,"height":11}},{"id":"4cf32685-456f-4eb3-9c2d-245ddcff5f9c","block_type":"box","text":"deliver financial returns to investors. Generally, we believe companies should observe accepted corporate governance","page_number":182,"box":{"x":69,"y":633,"width":840,"height":11}},{"id":"8c44b459-20fb-4ac3-99b5-0ac5269e7497","block_type":"box","text":"norms within their local markets or, par ticularly in markets without well-established norms, aspire to widely","page_number":182,"box":{"x":69,"y":648,"width":762,"height":11}},{"id":"324d48a4-571a-4d02-a7a4-4a01fd4be1e6","block_type":"box","text":"recognized international best practices. As one of many minority shareholders, BlackRock cannot – and does not try","page_number":182,"box":{"x":69,"y":663,"width":827,"height":11}},{"id":"3359d95f-ae99-4e3a-b257-0d730deb8f9f","block_type":"box","text":"to – direct a company’s strategy or its implementation. We look to companies to provide disclosures that explain how","page_number":182,"box":{"x":68,"y":678,"width":837,"height":11}},{"id":"1bb8200b-a187-4f3a-8130-9e1620e1f011","block_type":"box","text":"their approach to corporate governance best aligns with the financial interests of their investors.","page_number":182,"box":{"x":68,"y":692,"width":687,"height":12}},{"id":"90fa1ae2-13fd-4580-be36-c264b188d807","block_type":"box","text":"OUR APPROACH TO STEWARDSHIP WITHIN ACTIVE EQUITIES","page_number":182,"box":{"x":263,"y":722,"width":451,"height":11}},{"id":"c6d976d8-0bce-4db8-b91c-b53804e93736","block_type":"box","text":"Voting at a company’s shareholder meeting is a right of share ownership and a core principle of corporate","page_number":182,"box":{"x":101,"y":741,"width":753,"height":12}},{"id":"26224366-ffeb-46dd-88b2-f905284a1028","block_type":"box","text":"governance. The voting rights attached to clients’ holdings are an impor tant mechanism for investors to express","page_number":182,"box":{"x":68,"y":756,"width":801,"height":11}},{"id":"21e17d92-49ca-410c-aadc-faaf52b1da20","block_type":"box","text":"suppor t for, or concern about, a company’s per formance. As a fiduciary, BlackRock is legally required to make proxy","page_number":182,"box":{"x":69,"y":771,"width":829,"height":11}},{"id":"7af2e404-cf14-4cfe-a32c-7dae790e24a9","block_type":"box","text":"voting determinations, on behalf of clients who have delegated voting authority to us, in a manner consistent with","page_number":182,"box":{"x":68,"y":786,"width":809,"height":11}},{"id":"dc068015-c40c-44d4-9110-050dc1e741e5","block_type":"box","text":"BlackRock’s contractual arrangements with clients and funds.","page_number":182,"box":{"x":70,"y":801,"width":438,"height":11}},{"id":"e53663da-6dcd-421e-ab5c-38396d9787fd","block_type":"box","text":"3","page_number":182,"box":{"x":69,"y":830,"width":4,"height":5}},{"id":"fea3cb40-5532-445c-972d-dd4de36b68f2","block_type":"box","text":"On February 11, 2025, the U.S. Securities and Exchange Commission (SEC) staff issued updated guidance for","page_number":182,"box":{"x":79,"y":830,"width":790,"height":11}},{"id":"b4991455-56ac-4117-a59f-0797f94c6b9e","block_type":"box","text":"shareholders to maintain their eligibility to repor t their beneficial ownership under Schedule 13G of the Exchange Act.","page_number":182,"box":{"x":69,"y":845,"width":836,"height":11}},{"id":"a53f9dbd-1fd9-4808-8269-af181b8e74a3","block_type":"box","text":"We comply fully with these requirements and do not engage with por tfolio companies for the purpose, or with the","page_number":182,"box":{"x":68,"y":860,"width":805,"height":11}},{"id":"c7fdcd36-d273-4d72-b809-af49a293c7db","block_type":"box","text":"effect, of changing or influencing control of the company.","page_number":182,"box":{"x":69,"y":875,"width":403,"height":12}},{"id":"f1dbe325-4500-430c-a2bf-327a2a3a7904","block_type":"box","text":"4","page_number":182,"box":{"x":69,"y":893,"width":4,"height":5}},{"id":"9173e73c-63df-476a-9b5d-225f952d8e37","block_type":"box","text":"References to the board, board directors or non-executive directors should be understood to include supervisory","page_number":182,"box":{"x":79,"y":893,"width":801,"height":11}},{"id":"e4edafe2-03e3-4451-b8f5-319127a83b2b","block_type":"box","text":"boards and their members, where relevant.","page_number":182,"box":{"x":69,"y":908,"width":306,"height":11}},{"id":"4fc3a6ad-8eff-47af-99fa-c31373b41124","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":182,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"848d7d29-b9c7-453d-ad2e-28164174eede","block_type":"box","text":"Global Engagement and Voting Guidelines | 4","page_number":182,"box":{"x":590,"y":942,"width":319,"height":13}},{"id":"4009d79b-ac0c-4843-8f06-6a8f18a0db25","block_type":"box","text":"NM1026U-5981080-182/228","page_number":182,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"d0922787-da52-4486-aaf0-96008b818842","block_type":"box","text":"In general, we tend to suppor t the recommendations of the board of directors and management. As indicated","page_number":183,"box":{"x":102,"y":45,"width":778,"height":11}},{"id":"7d9758f1-ed90-4c68-af3f-f85afb95fe66","block_type":"box","text":"below, we may vote against management recommendations when we have concerns about how companies are","page_number":183,"box":{"x":69,"y":60,"width":788,"height":11}},{"id":"f94053f7-045c-42ad-8046-3896b8dcf238","block_type":"box","text":"serving the financial interests of our clients as their shareholders. BAIS takes a globally consistent approach to","page_number":183,"box":{"x":69,"y":74,"width":795,"height":12}},{"id":"414da057-dfec-464c-95ac-4339c1f4863d","block_type":"box","text":"voting but considers the different corporate governance regulations and norms across markets. Votes are determined","page_number":183,"box":{"x":68,"y":89,"width":839,"height":12}},{"id":"c23336c5-72b8-472f-8d4e-982ced18c04b","block_type":"box","text":"on a case-by-case basis, in the context of a company’s situation and the investment mandate we have from clients.","page_number":183,"box":{"x":69,"y":104,"width":823,"height":11}},{"id":"78c98915-7194-4395-a822-bbb4ece48254","block_type":"box","text":"Please see page 19 for more information about how we fulfill and oversee our investment stewardship","page_number":183,"box":{"x":69,"y":119,"width":729,"height":11}},{"id":"aa676861-19e4-4a5f-b7cf-4ccc1914ac3e","block_type":"box","text":"responsibilities for BlackRock’s non-index equity strategies.","page_number":183,"box":{"x":69,"y":134,"width":423,"height":11}},{"id":"fbfdbeb3-dcb9-431a-bf7c-b5e204572a9a","block_type":"box","text":"5","page_number":183,"box":{"x":493,"y":134,"width":5,"height":5}},{"id":"53cd3dc1-95df-42d4-a72a-181de315c144","block_type":"box","text":"OUR APPROACH TO STEWARDSHIP WITHIN FIXED INCOME","page_number":183,"box":{"x":272,"y":164,"width":434,"height":9}},{"id":"4ac0cae1-1b27-4004-9e24-0ea50fd37e1c","block_type":"box","text":"Although fixed income investors do not have the right to vote at shareholder meetings, issuer engagement is a","page_number":183,"box":{"x":101,"y":183,"width":788,"height":11}},{"id":"ffdb7af3-a48f-42bc-a459-a2fdb6a51545","block_type":"box","text":"component of fixed income investment strategies at BlackRock, par ticularly for those with sustainability objectives in","page_number":183,"box":{"x":69,"y":198,"width":831,"height":11}},{"id":"cb34a840-8298-4175-904e-e2fd2cb2aa0e","block_type":"box","text":"addition to financial objectives. Most corporate governance-related fixed income engagements are under taken in","page_number":183,"box":{"x":69,"y":212,"width":801,"height":12}},{"id":"b40e1cbb-6f8b-4b87-b806-8167d8a18d50","block_type":"box","text":"conjunction with the active investment stewardship team, and often active equity investors. In addition to the topics","page_number":183,"box":{"x":69,"y":227,"width":824,"height":11}},{"id":"c606801a-536c-442f-859d-29519301ff8d","block_type":"box","text":"listed below, engagement with fixed income investment teams may help inform an issuer’s approach to structuring","page_number":183,"box":{"x":70,"y":242,"width":816,"height":11}},{"id":"a89bfec3-cf03-4894-b3a4-fe09178917ea","block_type":"box","text":"specialist issuances and the standard terms and information in bond documentation.","page_number":183,"box":{"x":69,"y":257,"width":608,"height":11}},{"id":"7afef9e9-f4a1-48f5-8e1f-260e1a38a19b","block_type":"box","text":"5","page_number":183,"box":{"x":69,"y":302,"width":4,"height":4}},{"id":"f65a7a1f-9da4-4528-bd82-35e6878d58af","block_type":"box","text":"Non-index equity strategies include active equity holdings in BlackRock’s fundamental equity, systematic equity and","page_number":183,"box":{"x":79,"y":301,"width":820,"height":11}},{"id":"ea0373c0-fd24-4287-8eb2-4862cc7713c5","block_type":"box","text":"multi-asset solutions strategies, as well as holdings in BlackRock’s index and active fixed income strategies, to the","page_number":183,"box":{"x":69,"y":316,"width":822,"height":12}},{"id":"0ffa6d21-a9ec-45e3-a6ef-6f529ba2c8fd","block_type":"box","text":"extent those strategies hold voting securities or conduct issuer engagements.","page_number":183,"box":{"x":69,"y":332,"width":554,"height":11}},{"id":"747b5360-3332-4748-bfe6-30d222161e23","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":183,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"8d2684b2-87c0-4517-b3f4-7cc0eedd2c22","block_type":"box","text":"Global Engagement and Voting Guidelines | 5","page_number":183,"box":{"x":590,"y":942,"width":319,"height":13}},{"id":"aa356c6f-2a79-4335-ad93-538a0b49a2d8","block_type":"box","text":"NM1026U-5981080-183/228","page_number":183,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"75e93dfe-e8d9-489a-84cb-f82aa496e0f6","block_type":"box","text":"BOARDS OF DIRECTORS","page_number":184,"box":{"x":400,"y":45,"width":178,"height":9}},{"id":"fe30612a-47d1-4ef0-808a-5b360764e406","block_type":"box","text":"Roles and responsibilities","page_number":184,"box":{"x":69,"y":67,"width":186,"height":11}},{"id":"ecf05f89-17bc-4c14-9978-45e6a7f3ae95","block_type":"box","text":"There is widespread consensus that the foundation of good corporate governance is an effective board of","page_number":184,"box":{"x":101,"y":86,"width":754,"height":11}},{"id":"d34811de-eac6-440f-ab1d-8e4e7a191321","block_type":"box","text":"directors that is able to advise and supervise management in an independent and objective manner.","page_number":184,"box":{"x":69,"y":101,"width":715,"height":11}},{"id":"3bfa155e-5ff0-4cc6-a443-c04b9a6f664c","block_type":"box","text":"6","page_number":184,"box":{"x":786,"y":101,"width":4,"height":5}},{"id":"9002093a-4b62-49c0-874c-882d414b8305","block_type":"box","text":"We look to the board of directors (hereafter the “board”) to have an oversight role in the establishment and","page_number":184,"box":{"x":101,"y":119,"width":765,"height":12}},{"id":"6c295015-1feb-43bf-ae50-ced9bb06b0ec","block_type":"box","text":"realization of a company’s strategy, purpose and culture. These constructs are interdependent and, when aligned,","page_number":184,"box":{"x":69,"y":134,"width":811,"height":12}},{"id":"f444b28d-f2bd-42ac-a4cc-de615f5f305f","block_type":"box","text":"can better position a company to be resilient in the face of a changing business environment, help reduce the risks","page_number":184,"box":{"x":69,"y":149,"width":822,"height":11}},{"id":"67816c10-ed75-443c-8626-d046120dc9bf","block_type":"box","text":"of corporate or employee misconduct, and attract and retain the caliber of workers necessary to deliver financial","page_number":184,"box":{"x":69,"y":164,"width":799,"height":11}},{"id":"165a97c7-c2f7-4805-80ac-99ddb388c747","block_type":"box","text":"per formance over time.","page_number":184,"box":{"x":70,"y":179,"width":164,"height":11}},{"id":"486b6f98-03fe-4bad-84a9-29889b04a086","block_type":"box","text":"In overseeing the management of the company, the board ensures the necessary resources, policies and","page_number":184,"box":{"x":102,"y":198,"width":750,"height":11}},{"id":"a837ca6c-9625-4ea6-a105-4fb2e324efd7","block_type":"box","text":"procedures are in place to help management meet its strategic objectives within an agreed risk tolerance.","page_number":184,"box":{"x":70,"y":213,"width":753,"height":11}},{"id":"6b6b6e58-6802-454b-9cf2-3ef641d16534","block_type":"box","text":"One of the most impor tant responsibilities of the board is to appoint, and remove as necessary, the chief","page_number":184,"box":{"x":102,"y":231,"width":753,"height":11}},{"id":"40b0cee9-ba2e-4ce9-b01d-efc2a3295273","block_type":"box","text":"executive officer (“CEO”). In addition, the board plays a meaningful role in monitoring the per formance of the CEO","page_number":184,"box":{"x":69,"y":246,"width":811,"height":11}},{"id":"4749fdf1-d3d2-460d-9183-53e93667ffe2","block_type":"box","text":"and other key executives, determining executive compensation, ensuring a rigorous audit, overseeing strategy","page_number":184,"box":{"x":69,"y":261,"width":783,"height":11}},{"id":"501cbebf-1cd9-4def-bb6d-fddb93174a53","block_type":"box","text":"execution and risk management and engaging with shareholders, and other stakeholders, as necessary.","page_number":184,"box":{"x":69,"y":276,"width":742,"height":11}},{"id":"d6ec1ce2-600e-48a1-ae6d-45da41993b59","block_type":"box","text":"Composition and effectiveness","page_number":184,"box":{"x":69,"y":298,"width":224,"height":11}},{"id":"10c65e91-d290-4bd9-b6c3-be5b71beca8d","block_type":"box","text":"Appointment process","page_number":184,"box":{"x":68,"y":317,"width":152,"height":11}},{"id":"ba430de1-4b3a-4c55-a909-f9624908c95d","block_type":"box","text":"A formal and transparent process for identifying and appointing director candidates is critical to ensuring the","page_number":184,"box":{"x":101,"y":335,"width":773,"height":12}},{"id":"ebf69ac8-9ec3-4942-a57f-7b1cf6d7e868","block_type":"box","text":"board is composed of directors with the appropriate mix of skills and experience. Generally, the board or a sub","page_number":184,"box":{"x":69,"y":350,"width":792,"height":11}},{"id":"003c435f-391e-46dd-ba61-ceaa4891bc7e","block_type":"box","text":"committee determines the general criteria given the company’s circumstances (","page_number":184,"box":{"x":69,"y":365,"width":568,"height":11}},{"id":"ebdbf449-03ae-414c-9b8e-f8a119db87f9","block_type":"box","text":"e.g.","page_number":184,"box":{"x":638,"y":367,"width":25,"height":9}},{"id":"c1729b95-2bd1-4ca2-a448-5a1d3b19a4dc","block_type":"box","text":", sector, maturity, geographic","page_number":184,"box":{"x":666,"y":365,"width":204,"height":11}},{"id":"9e5b91d2-32e9-4c0b-94a4-17ff16daabf2","block_type":"box","text":"footprint) and any additional criteria for a specific role being filled (","page_number":184,"box":{"x":68,"y":380,"width":474,"height":11}},{"id":"1bf5789b-1dfb-4994-a9b7-97fd601758b2","block_type":"box","text":"e.g.","page_number":184,"box":{"x":544,"y":381,"width":25,"height":10}},{"id":"e49aaed3-97bc-4c7c-9c55-888533cd7414","block_type":"box","text":", financial exper tise, industry track record). To","page_number":184,"box":{"x":571,"y":380,"width":327,"height":11}},{"id":"131f2591-754f-4423-9bca-d27853f414b6","block_type":"box","text":"inform the process, we encourage companies to review the skills and experience of incumbent directors to identify","page_number":184,"box":{"x":70,"y":395,"width":815,"height":11}},{"id":"15144194-0977-4246-96a7-bedeb1558a91","block_type":"box","text":"any gaps and whether the skills and experience of a director candidate would be additive. We welcome disclosures","page_number":184,"box":{"x":69,"y":410,"width":817,"height":11}},{"id":"b7351d55-4279-4574-8b10-14225ce7f296","block_type":"box","text":"that explain how the board considered different skills and experience to ensure that the directors collectively can be","page_number":184,"box":{"x":68,"y":425,"width":829,"height":11}},{"id":"51054e9a-7104-4a23-93f8-9045d132a37e","block_type":"box","text":"effective in fulfilling their responsibilities. We assess a company’s board composition against that of its peer group","page_number":184,"box":{"x":69,"y":439,"width":821,"height":12}},{"id":"e8e74673-da30-4429-bd9e-f770e7142d70","block_type":"box","text":"and local market requirements.","page_number":184,"box":{"x":69,"y":455,"width":221,"height":10}},{"id":"3cb9647d-2a4f-4626-bab0-0f121d21d87e","block_type":"box","text":"Shareholders periodically vote to elect directors to serve on the board. We do not prescribe any par ticular board","page_number":184,"box":{"x":102,"y":473,"width":798,"height":11}},{"id":"c8e6d041-05f1-4080-8914-1627a531913e","block_type":"box","text":"composition in our engagements or voting but seek to understand how well placed a board is to act in investors’","page_number":184,"box":{"x":69,"y":488,"width":800,"height":11}},{"id":"188cc6f4-1b6f-4246-9eb7-2fc6df955f49","block_type":"box","text":"interests. We may vote against the election of the most senior independent director, or the chair of the relevant","page_number":184,"box":{"x":70,"y":503,"width":794,"height":11}},{"id":"247ee03b-e12e-48b5-ae54-eab62952e6dd","block_type":"box","text":"committee, where a company has not demonstrated it has an appointment process that results in a high functioning","page_number":184,"box":{"x":69,"y":517,"width":830,"height":12}},{"id":"6cb99fb8-28d1-41b5-946b-29f3d0216803","block_type":"box","text":"board with the appropriate complement of skills and experience amongst the directors to suppor t strong financial","page_number":184,"box":{"x":69,"y":532,"width":808,"height":12}},{"id":"efad0140-3f2b-434f-bf2b-06e3a6aaaaf0","block_type":"box","text":"per formance over time. We may vote against newly nominated directors who do not seem to have the appropriate","page_number":184,"box":{"x":70,"y":547,"width":808,"height":12}},{"id":"0afd040c-17c6-4c99-a1f5-38cd1e1a9599","block_type":"box","text":"skills or experience to contribute to the board’s effectiveness.","page_number":184,"box":{"x":69,"y":562,"width":442,"height":11}},{"id":"0ef5de44-f215-4536-a637-d20f0c5ad270","block_type":"box","text":"Independence","page_number":184,"box":{"x":70,"y":585,"width":99,"height":10}},{"id":"c420c510-aea5-4f7c-a302-43f673c48280","block_type":"box","text":"Director independence from management, significant shareholders or other stakeholders (","page_number":184,"box":{"x":102,"y":603,"width":642,"height":11}},{"id":"8e38b66d-abd5-4e88-b37c-ce923e3f034c","block_type":"box","text":"e.g.","page_number":184,"box":{"x":746,"y":605,"width":25,"height":9}},{"id":"00648cb1-5c30-4ea7-b751-3505b0bba894","block_type":"box","text":", government or","page_number":184,"box":{"x":773,"y":604,"width":111,"height":10}},{"id":"45f59785-a968-4913-80c3-26543d144277","block_type":"box","text":"employees) is of paramount impor tance to the protection of the interests of minority shareholders such as","page_number":184,"box":{"x":69,"y":618,"width":759,"height":11}},{"id":"604ed58b-cf4e-444f-b4b1-1720f154d53a","block_type":"box","text":"BlackRock’s clients. We consider it good practice for at least half the directors to be independent and free from","page_number":184,"box":{"x":70,"y":633,"width":793,"height":11}},{"id":"a68fde33-6f24-4e4a-b175-4be83a1d838c","block_type":"box","text":"conflicts of interest or undue influence.","page_number":184,"box":{"x":69,"y":648,"width":278,"height":9}},{"id":"59e4c14a-4955-4a66-9b91-bce31f81b9d0","block_type":"box","text":"7","page_number":184,"box":{"x":349,"y":648,"width":4,"height":5}},{"id":"31abc966-9f4e-482c-892a-6a09b362de48","block_type":"box","text":"This also helps to ensure that board committees are composed of a","page_number":184,"box":{"x":358,"y":648,"width":486,"height":11}},{"id":"b7a66759-3907-4d2d-87e9-225ad7c297e7","block_type":"box","text":"sufficient number of independent directors. Companies domiciled in markets with a higher threshold for board","page_number":184,"box":{"x":69,"y":663,"width":783,"height":11}},{"id":"12366910-4b44-4d89-a597-2b3e9326f807","block_type":"box","text":"independence should meet those local requirements.","page_number":184,"box":{"x":70,"y":678,"width":378,"height":10}},{"id":"88e079d7-e1f1-4788-b8d1-3aee5ac816ab","block_type":"box","text":"We may vote against the election of non-independent directors if the board does not have a sufficient balance of","page_number":184,"box":{"x":101,"y":696,"width":803,"height":11}},{"id":"61cb0fbd-48a9-4b29-846b-b387156c1b47","block_type":"box","text":"independence. We may also vote against the election of the chair of the committee responsible for board","page_number":184,"box":{"x":70,"y":711,"width":748,"height":11}},{"id":"cf4d4979-1942-43ca-9cd8-b175aa3220ba","block_type":"box","text":"composition if this is a perennial issue.","page_number":184,"box":{"x":69,"y":726,"width":280,"height":11}},{"id":"63c7495c-7165-455e-9a4d-e1b2ec790cf2","block_type":"box","text":"6","page_number":184,"box":{"x":69,"y":756,"width":4,"height":4}},{"id":"bab3155b-db48-47e6-9c2e-2fbe3707bce5","block_type":"box","text":"See the Corporate Governance Codes of Germany, Japan, and the UK, as well as the corporate governance","page_number":184,"box":{"x":93,"y":755,"width":763,"height":11}},{"id":"035f75e0-6631-4968-99ed-fafc5b3e2620","block_type":"box","text":"principles of the US Business Roundtable as examples.","page_number":184,"box":{"x":94,"y":770,"width":394,"height":11}},{"id":"413b0bdd-0bb3-4650-b00f-8e644580dee9","block_type":"box","text":"7","page_number":184,"box":{"x":69,"y":788,"width":4,"height":5}},{"id":"610030d1-ea16-4fb8-a706-2981391bd6dc","block_type":"box","text":"Common impediments to independence may include but are not limited to: current or recent employment at the","page_number":184,"box":{"x":93,"y":788,"width":795,"height":11}},{"id":"7b7a06a2-61b1-4bd3-aa3e-7c9c4c82d3ae","block_type":"box","text":"company or a subsidiary; being, or representing, a shareholder with a substantial shareholding in the company;","page_number":184,"box":{"x":93,"y":803,"width":793,"height":11}},{"id":"e372ab65-5eee-45a5-80d4-2b8720092d1c","block_type":"box","text":"interlocking directorships; lengthy tenure, and having any other interest, business, or other relationship which","page_number":184,"box":{"x":94,"y":818,"width":778,"height":11}},{"id":"680637b6-e5e7-4679-bc20-671872fdc6bb","block_type":"box","text":"could, or could reasonably be perceived to, materially inter fere with a director’s ability to act in the best interests","page_number":184,"box":{"x":93,"y":833,"width":807,"height":11}},{"id":"dc6e7d14-c65d-4bc5-af03-ba1937a711c1","block_type":"box","text":"of the company and shareholders.","page_number":184,"box":{"x":93,"y":848,"width":242,"height":11}},{"id":"5427ce1b-a26e-41a1-ab23-f34192dbbfc6","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":184,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"b255afda-03ef-4bbf-a094-3356f1f89a6f","block_type":"box","text":"Global Engagement and Voting Guidelines | 6","page_number":184,"box":{"x":590,"y":942,"width":319,"height":13}},{"id":"29fd011c-a19b-4dde-98a5-394dd0230f3c","block_type":"box","text":"NM1026U-5981080-184/228","page_number":184,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"e09ced37-a726-466e-a25f-ca36757710df","block_type":"box","text":"Independent board leadership","page_number":185,"box":{"x":70,"y":45,"width":212,"height":11}},{"id":"e0d56296-642f-425e-871d-a64ee95b526b","block_type":"box","text":"Practices across markets differ, as do board structures, but we observe two main approaches to independent","page_number":185,"box":{"x":102,"y":63,"width":784,"height":11}},{"id":"89b7d632-6916-495a-ac26-2da5e893a6ea","block_type":"box","text":"board leadership. One is a non-executive, independent chair of the board who is responsible for leading the board in","page_number":185,"box":{"x":69,"y":78,"width":827,"height":11}},{"id":"db0bf0b9-5d1f-4cd2-ac89-d52aa8915423","block_type":"box","text":"the effective exercise of its duties. The other is a lead or senior independent director, who is responsible for","page_number":185,"box":{"x":68,"y":93,"width":774,"height":11}},{"id":"3bec3cc4-ebd0-49dd-9da1-9f118fb0e71c","block_type":"box","text":"coordinating with the other non-executive directors and working closely with the executive chair on the board agenda","page_number":185,"box":{"x":69,"y":108,"width":826,"height":11}},{"id":"db6e8fb7-a1be-46bc-b59b-8a97ace877c7","block_type":"box","text":"and other board procedures. In this case, the executive chair and the lead independent director work together to","page_number":185,"box":{"x":69,"y":123,"width":801,"height":11}},{"id":"16873064-8d78-4279-898b-ce9fddae1130","block_type":"box","text":"ensure the board is effectively fulfilling its responsibilities. In our view, the independent leader of the board, and/or","page_number":185,"box":{"x":69,"y":138,"width":823,"height":11}},{"id":"28217015-dce1-4e9d-b183-979e567d7354","block_type":"box","text":"the chair of a relevant committee, should be available to investors to discuss governance matters such as CEO","page_number":185,"box":{"x":68,"y":152,"width":793,"height":12}},{"id":"33b4b903-58cb-4a29-9bb0-918b40138e97","block_type":"box","text":"succession, executive pay, and board per formance. We look to boards to explain their board leadership model and","page_number":185,"box":{"x":69,"y":167,"width":816,"height":11}},{"id":"2c42d9d4-9ef1-47c1-ac65-8c3f575f2c05","block_type":"box","text":"how it serves the interests of shareholders.","page_number":185,"box":{"x":69,"y":182,"width":311,"height":9}},{"id":"b9e503e4-1bfc-4adf-bba8-03fd9e4f3de7","block_type":"box","text":"We may vote against the election of the chair of the committee responsible for board composition if there is not","page_number":185,"box":{"x":101,"y":201,"width":798,"height":11}},{"id":"ebc4abe2-b04e-48c7-b5d2-5c09a348dd0b","block_type":"box","text":"an identified independent leader of the board with clear responsibilities for board per formance. We may vote against","page_number":185,"box":{"x":69,"y":216,"width":831,"height":11}},{"id":"0db3e7f5-1ca7-4abd-9de7-ade41f411899","block_type":"box","text":"the most senior independent director if the board has a policy of not engaging with shareholders.","page_number":185,"box":{"x":68,"y":231,"width":691,"height":11}},{"id":"23d1048d-4382-4b1c-99b3-af582b111b5d","block_type":"box","text":"Tenure and succession","page_number":185,"box":{"x":70,"y":253,"width":162,"height":9}},{"id":"6aacd485-a2ef-4957-8911-140ea828a00b","block_type":"box","text":"In our view, it is good practice for boards to establish the length of time a director would normally be expected to","page_number":185,"box":{"x":102,"y":272,"width":803,"height":11}},{"id":"b456b8db-9e4a-4692-855e-54e44734b30d","block_type":"box","text":"serve, in line with market norms where those exist. We find it helpful when companies disclose their approach to","page_number":185,"box":{"x":69,"y":286,"width":805,"height":11}},{"id":"a30b6161-5645-4ae2-bb5f-bc40d703e534","block_type":"box","text":"director tenure par ticularly around the contributions of directors who have served for longer periods than typically","page_number":185,"box":{"x":69,"y":301,"width":806,"height":12}},{"id":"b661ae14-75d3-4f72-8a09-227976166dd7","block_type":"box","text":"provided for under local practice. In our experience, long-serving directors could become less independent given their","page_number":185,"box":{"x":70,"y":316,"width":833,"height":12}},{"id":"a2fe702f-05c2-4c4c-a7bb-4e7e6285ec75","block_type":"box","text":"long-term relationship with management and involvement in past board decisions.","page_number":185,"box":{"x":70,"y":331,"width":581,"height":11}},{"id":"3d6fc1bf-d9c5-4336-b6f3-968017535cae","block_type":"box","text":"Succession planning for board roles helps achieve the appropriate cadence of turnover that balances renewal","page_number":185,"box":{"x":102,"y":350,"width":779,"height":11}},{"id":"ddb8ebef-6ed9-48de-b5c2-4be99a5fafbc","block_type":"box","text":"through the regular introduction of directors with fresh perspectives and exper tise with continuity through the","page_number":185,"box":{"x":68,"y":365,"width":777,"height":11}},{"id":"f4c27a78-090b-4c9a-b5b1-836bb5d90fe8","block_type":"box","text":"retention of directors with long-term knowledge of the board and company.","page_number":185,"box":{"x":69,"y":379,"width":528,"height":12}},{"id":"c99e3ccd-058e-446e-82fa-b1b03605cfff","block_type":"box","text":"In markets where there is not specific director tenure guidance from regulation or corporate governance best","page_number":185,"box":{"x":102,"y":398,"width":774,"height":11}},{"id":"faf61831-f96f-40a6-8804-2c4110d675a3","block_type":"box","text":"practices, we may vote against the election of the chair of the committee responsible for board composition if a","page_number":185,"box":{"x":70,"y":413,"width":795,"height":11}},{"id":"a6c05fbc-4ee6-42f5-b18a-8f2db8c46c03","block_type":"box","text":"company does not clearly disclose its approach to director tenure and board renewal. We may vote against the","page_number":185,"box":{"x":69,"y":428,"width":788,"height":11}},{"id":"0e5d844a-ede9-4c72-84bd-e3bd5a8a21b4","block_type":"box","text":"election of directors who have served for more years than is typical in markets with specific guidance, where the case","page_number":185,"box":{"x":69,"y":443,"width":839,"height":11}},{"id":"edb6b8f0-b870-4f36-8b74-2457556bef33","block_type":"box","text":"for their continued service is not evident.","page_number":185,"box":{"x":68,"y":458,"width":292,"height":9}},{"id":"e1ad1d8c-2bd2-4bdf-92da-167e019fcac3","block_type":"box","text":"Capacity","page_number":185,"box":{"x":70,"y":480,"width":60,"height":11}},{"id":"d5f08539-5fbf-4738-b364-0fb648e41eb7","block_type":"box","text":"To be effective and engaged, directors need to have the time and energy to commit to the role. In our view, an","page_number":185,"box":{"x":101,"y":499,"width":784,"height":11}},{"id":"adc84a77-899a-4d54-b520-52e135e8c7e1","block_type":"box","text":"effective board will assess the ability of its members to maintain an appropriate focus on board matters and the","page_number":185,"box":{"x":69,"y":513,"width":801,"height":12}},{"id":"eb5f831c-fa66-4a87-b839-ebe495c4f9ad","block_type":"box","text":"company taking into consideration competing responsibilities. We recognize that board leadership roles vary across","page_number":185,"box":{"x":69,"y":529,"width":823,"height":11}},{"id":"40b6acc5-921d-468b-b1c2-9f5696627863","block_type":"box","text":"markets in responsibilities and required time commitment but note that they are generally more intensive than a","page_number":185,"box":{"x":69,"y":543,"width":800,"height":11}},{"id":"a99f7eba-74b0-4a51-a9f7-5361ae400c63","block_type":"box","text":"standard directorship. We will take local norms and practices into consideration when making our voting","page_number":185,"box":{"x":69,"y":558,"width":741,"height":11}},{"id":"6d7745f0-ca61-419d-93ca-7d79fbd90e22","block_type":"box","text":"determinations across markets.","page_number":185,"box":{"x":69,"y":573,"width":226,"height":9}},{"id":"6f038930-5add-44d3-a458-1b7aac341f59","block_type":"box","text":"We may vote against the election of directors who do not seem to have sufficient capacity to effectively fulfill","page_number":185,"box":{"x":101,"y":592,"width":776,"height":11}},{"id":"78be0e8b-f759-4c6b-820b-b2661d830d89","block_type":"box","text":"their duties to the board and company.","page_number":185,"box":{"x":68,"y":607,"width":275,"height":11}},{"id":"b2b16398-c77d-45bf-961c-5f2391f88146","block_type":"box","text":"Director elections","page_number":185,"box":{"x":70,"y":629,"width":124,"height":9}},{"id":"31e55b0a-d163-46d0-98dd-c2b235317530","block_type":"box","text":"Regular election of directors, ideally annually, suppor ts director accountability to shareholders. A classified board","page_number":185,"box":{"x":102,"y":647,"width":805,"height":12}},{"id":"6a540c77-8932-4649-8d84-10ab4f75727e","block_type":"box","text":"structure","page_number":185,"box":{"x":69,"y":663,"width":63,"height":8}},{"id":"bee6d5a2-eb3b-4617-8818-efef7bc29856","block_type":"box","text":"8","page_number":185,"box":{"x":133,"y":663,"width":4,"height":4}},{"id":"5dd587e5-fa28-43de-ac53-74ea2f22bae6","block_type":"box","text":"may be justified by a company when it needs consistency and stability during a time of transition, or on the","page_number":185,"box":{"x":144,"y":662,"width":761,"height":12}},{"id":"ed998596-0d26-4c70-8985-92b23cb6eed2","block_type":"box","text":"basis of its business model (","page_number":185,"box":{"x":69,"y":677,"width":206,"height":11}},{"id":"1c3f9dea-7886-4476-9c1c-224703731a3e","block_type":"box","text":"e.g.","page_number":185,"box":{"x":277,"y":679,"width":24,"height":10}},{"id":"9a12fbd8-e1a3-41b3-8a9c-da1eb9c83e07","block_type":"box","text":", a non-operating company such as closed-end funds).","page_number":185,"box":{"x":304,"y":677,"width":382,"height":12}},{"id":"486f0168-1a0f-4631-adaf-598c67332395","block_type":"box","text":"Shareholders should have the oppor tunity to evaluate nominated directors individually rather than in bundled","page_number":185,"box":{"x":102,"y":696,"width":774,"height":11}},{"id":"00082ea6-192a-4487-949b-d9323f67b225","block_type":"box","text":"slates. We look to companies to provide sufficient information on each director standing for election so that","page_number":185,"box":{"x":69,"y":711,"width":770,"height":11}},{"id":"36363d3e-99c8-450a-9cb8-84d8a954742b","block_type":"box","text":"shareholders can assess their capabilities and suitability. We will generally not suppor t the election of directors","page_number":185,"box":{"x":69,"y":726,"width":794,"height":11}},{"id":"89a899cb-9288-4455-bf36-97ad245f791b","block_type":"box","text":"whose names and biographical details have not been disclosed sufficiently in advance of the shareholder meeting.","page_number":185,"box":{"x":68,"y":740,"width":818,"height":12}},{"id":"9f015bce-5518-4d6d-9ecd-c4a6085903e7","block_type":"box","text":"Each director’s appointment should be dependent on receiving a simple majority of the votes cast at the","page_number":185,"box":{"x":102,"y":759,"width":743,"height":11}},{"id":"82751242-4a3e-44f7-877d-f8274294a0a1","block_type":"box","text":"shareholder meeting. Where a company’s practices differ, we look to the board to provide a detailed explanation as","page_number":185,"box":{"x":69,"y":774,"width":823,"height":11}},{"id":"b69a2137-05bc-4af3-8c82-2a89873bd42e","block_type":"box","text":"to how its approach best serves investors’ interests.","page_number":185,"box":{"x":68,"y":789,"width":377,"height":11}},{"id":"6eedc2ad-dea7-42d5-9e0d-fe29269dc6d5","block_type":"box","text":"We may vote for shareholder or management proposals seeking to establish annual election of directors and/or","page_number":185,"box":{"x":101,"y":807,"width":798,"height":12}},{"id":"291fc1d9-82d4-44b1-bd77-2437945e976b","block_type":"box","text":"a simple majority vote standard for director elections. We may vote against all the directors standing for election as","page_number":185,"box":{"x":69,"y":822,"width":822,"height":12}},{"id":"8c5b2928-7084-401b-847e-0b5b8d18ad93","block_type":"box","text":"par t of a single slate if we have concerns about the profile or per formance of an individual director.","page_number":185,"box":{"x":70,"y":837,"width":706,"height":12}},{"id":"32266675-333c-47fa-8b41-d163000a27e2","block_type":"box","text":"8","page_number":185,"box":{"x":69,"y":867,"width":4,"height":4}},{"id":"f50ac392-787e-450f-a32d-bf163a842262","block_type":"box","text":"A classified board divides the directors into classes with different overlapping terms. As a result, only one class of","page_number":185,"box":{"x":78,"y":866,"width":818,"height":12}},{"id":"9ae3c95b-bde1-47ea-9eb6-ee33a15dbe41","block_type":"box","text":"directors stands for election in any one year.","page_number":185,"box":{"x":69,"y":882,"width":315,"height":11}},{"id":"dad780cd-0c09-42ce-856a-09edaf8b0c9a","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":185,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"24f2a937-b009-485d-b127-dceec1db0ce8","block_type":"box","text":"Global Engagement and Voting Guidelines | 7","page_number":185,"box":{"x":590,"y":942,"width":319,"height":13}},{"id":"94b66cdd-7887-448f-9bd1-80224d6b1c34","block_type":"box","text":"NM1026U-5981080-185/228","page_number":185,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"9c6415b8-447e-4d0b-86b4-85b47f272c71","block_type":"box","text":"Committees","page_number":186,"box":{"x":70,"y":45,"width":84,"height":9}},{"id":"ccbcc29e-63cd-4bfa-b1cd-389dd73bdf7d","block_type":"box","text":"Many boards establish committees to focus on specific responsibilities of the board such as audit and risk,","page_number":186,"box":{"x":102,"y":63,"width":766,"height":11}},{"id":"33de94dc-5219-4f84-874e-77d662dd92c9","block_type":"box","text":"governance and human capital, and executive compensation, amongst other matters. We do not prescribe to","page_number":186,"box":{"x":68,"y":78,"width":776,"height":11}},{"id":"534e3375-4c0d-42a0-9785-5141ff7c8e87","block_type":"box","text":"companies what committees they should establish, but we seek to understand the board’s rationale for the","page_number":186,"box":{"x":69,"y":93,"width":766,"height":11}},{"id":"4dfca04f-ab3e-4ec2-bc3e-af5eb84d50b1","block_type":"box","text":"committee structure it determines is appropriate. We note that, in some markets, regulation requires such","page_number":186,"box":{"x":69,"y":108,"width":759,"height":11}},{"id":"8ac5dde6-310d-47bf-8ab2-80057e12ef59","block_type":"box","text":"committees. The responsibilities of each committee should be clear, and the board should ensure that all critical","page_number":186,"box":{"x":69,"y":123,"width":804,"height":11}},{"id":"0a88fe56-2b15-4a87-ac76-511470037f7c","block_type":"box","text":"matters are assigned either to the full board or to one of the committees. It is helpful to investor understanding when","page_number":186,"box":{"x":69,"y":138,"width":837,"height":11}},{"id":"3b9d5dc6-755b-441d-be6a-2a8f8985702d","block_type":"box","text":"the board discloses the structure, membership, propor tion of independent directors, and responsibilities of each","page_number":186,"box":{"x":68,"y":152,"width":806,"height":11}},{"id":"d87913b8-1740-46da-b8b2-608d75a3177b","block_type":"box","text":"committee. The responsibilities we typically see assigned to the three most common committees include:","page_number":186,"box":{"x":69,"y":168,"width":752,"height":11}},{"id":"fed0b17c-6497-474c-a8ef-30ea8811e4d7","block_type":"box","text":"•","page_number":186,"box":{"x":69,"y":188,"width":6,"height":4}},{"id":"206ee81e-b3d6-4e5a-9dcb-64174c46f9ea","block_type":"box","text":"Audit and risk – oversight responsibilities for the integrity of financial repor ting, risk management and","page_number":186,"box":{"x":101,"y":185,"width":722,"height":11}},{"id":"7e29c649-a354-44e3-8714-417499cb8522","block_type":"box","text":"compliance with legal and regulatory requirements; may also play an oversight role in relation to the internal","page_number":186,"box":{"x":101,"y":200,"width":771,"height":11}},{"id":"97d9543b-e6ad-416c-9516-ce32d47238e4","block_type":"box","text":"audit function and whistleblowing mechanisms.","page_number":186,"box":{"x":102,"y":214,"width":335,"height":12}},{"id":"852b7173-7cc1-4e15-b7f6-8179f1e49eb2","block_type":"box","text":"•","page_number":186,"box":{"x":69,"y":235,"width":6,"height":4}},{"id":"dadbccdd-24c3-451e-9bed-66fe78e2e43d","block_type":"box","text":"Nominating, governance and human capital – oversight responsibilities for corporate governance principles and","page_number":186,"box":{"x":102,"y":232,"width":790,"height":11}},{"id":"5c04076c-2c04-4c96-bc26-3197a961127f","block_type":"box","text":"practices of the company, including the periodic review of board per formance; responsibility for succession","page_number":186,"box":{"x":102,"y":247,"width":761,"height":11}},{"id":"25a7f73f-33e4-4cd8-8a89-ce586ca4ccc1","block_type":"box","text":"planning for CEO and key board roles, as well as the director appointment process; may also have oversight","page_number":186,"box":{"x":102,"y":262,"width":769,"height":11}},{"id":"ac1accb3-689b-49dc-a9c0-c41c0943cf42","block_type":"box","text":"responsibilities for human capital management strategies, including corporate culture and purpose.","page_number":186,"box":{"x":102,"y":276,"width":707,"height":12}},{"id":"c9188940-7788-47ff-8ab1-5245dc67f17d","block_type":"box","text":"•","page_number":186,"box":{"x":69,"y":297,"width":6,"height":4}},{"id":"660b0788-6b7f-4c51-ab6e-78b386d40b93","block_type":"box","text":"Executive compensation – determines the compensation policies and programs for the CEO and other executive","page_number":186,"box":{"x":102,"y":294,"width":796,"height":11}},{"id":"11c5156a-491f-41bf-9993-5ec2f109846e","block_type":"box","text":"officers, approves annual awards and payments under the policies; may also have oversight responsibilities for","page_number":186,"box":{"x":102,"y":309,"width":793,"height":11}},{"id":"5be3f75a-1639-48d6-a770-0621f3fd5d4e","block_type":"box","text":"firm-wide compensation policies.","page_number":186,"box":{"x":101,"y":323,"width":232,"height":11}},{"id":"30bc89a4-03ea-4c3b-b89e-d5be88e09054","block_type":"box","text":"We may vote against the election of the chair of the committee or other directors serving as committee members","page_number":186,"box":{"x":101,"y":342,"width":807,"height":11}},{"id":"2b2a7986-7f90-4110-8e0e-560f0400af79","block_type":"box","text":"to convey concerns about how a committee has under taken its responsibilities. We may vote against the election of","page_number":186,"box":{"x":68,"y":357,"width":828,"height":11}},{"id":"91032e56-011e-40ab-bf56-3e3f1e8136a5","block_type":"box","text":"the most senior non-executive director if there is not a clearly disclosed approach to board committees.","page_number":186,"box":{"x":68,"y":372,"width":738,"height":11}},{"id":"85baeaab-9a65-4b5d-aea0-2d0f84e00550","block_type":"box","text":"Board and director evaluation","page_number":186,"box":{"x":70,"y":395,"width":209,"height":8}},{"id":"b6c4a601-1ed3-491f-a16e-513e4a37d583","block_type":"box","text":"We consider it best practice for companies to conduct an annual review of the per formance of the board, the","page_number":186,"box":{"x":101,"y":413,"width":776,"height":11}},{"id":"116e4906-b2ce-4078-b154-dfc6b04af4e2","block_type":"box","text":"committees, the chair and individual directors. Periodically, this review could be under taken by an independent third","page_number":186,"box":{"x":69,"y":428,"width":825,"height":11}},{"id":"efd8311c-3f06-4121-8a98-196b8f93d73d","block_type":"box","text":"par ty able to bring objective perspectives to the board on governance and per formance. We encourage companies to","page_number":186,"box":{"x":70,"y":443,"width":831,"height":11}},{"id":"c326b3f4-6101-4be9-8cf6-2765560a222c","block_type":"box","text":"disclose their approach to and the objectives of evaluations, including any changes made to the board’s approach as","page_number":186,"box":{"x":69,"y":458,"width":835,"height":11}},{"id":"7be4aa0b-3145-4f79-96b6-9406e7d5b499","block_type":"box","text":"a result.","page_number":186,"box":{"x":69,"y":473,"width":57,"height":8}},{"id":"a2b56bc7-3a73-43eb-9165-245b95584bb4","block_type":"box","text":"Access to independent advice","page_number":186,"box":{"x":68,"y":495,"width":214,"height":11}},{"id":"6cb1dd6e-2ae0-45c1-940c-3f177e380872","block_type":"box","text":"To suppor t the directors in effectively fulfilling their duties to the company and shareholders, they should have","page_number":186,"box":{"x":101,"y":513,"width":786,"height":12}},{"id":"b01619d9-e058-4d5f-86ac-57869aeab620","block_type":"box","text":"access to independent advice. In cer tain circumstances, it may be helpful to boards to retain independent third","page_number":186,"box":{"x":69,"y":528,"width":793,"height":11}},{"id":"7168ecb2-da38-470f-8318-a7fd0de4e38d","block_type":"box","text":"par ties to advise on critical matters. These might include new industry developments such as emergent and","page_number":186,"box":{"x":70,"y":543,"width":770,"height":11}},{"id":"77f3a5e5-76cd-4950-a952-8c18432ee208","block_type":"box","text":"disruptive technology, operating events with material consequences for the company’s reputation and/or","page_number":186,"box":{"x":69,"y":558,"width":746,"height":11}},{"id":"adc7e739-fd5c-4790-b981-22bb75e5d622","block_type":"box","text":"per formance, or significant transactions. Board committees may similarly retain third par ties to advise them on","page_number":186,"box":{"x":70,"y":573,"width":793,"height":11}},{"id":"37157bdc-bebe-444c-9c7b-f1fcc682f0e2","block_type":"box","text":"specialist matters such as audit, compensation and succession planning.","page_number":186,"box":{"x":69,"y":588,"width":524,"height":11}},{"id":"b268cbbe-9691-4dc9-a041-cbfdfcc701ac","block_type":"box","text":"EXECUTIVE COMPENSATION","page_number":186,"box":{"x":385,"y":618,"width":207,"height":9}},{"id":"ebc24d58-9a2f-4570-8ad6-e793929fc258","block_type":"box","text":"Boards play an impor tant role in establishing compensation arrangements that enable the company to recruit,","page_number":186,"box":{"x":102,"y":637,"width":784,"height":11}},{"id":"4f5f4648-dd33-44b8-80a0-de91048e0a6d","block_type":"box","text":"retain and reward the caliber of executive management necessary to lead and operate the company to deliver","page_number":186,"box":{"x":69,"y":652,"width":782,"height":11}},{"id":"67fb89cf-1453-41fc-adef-6f33ffed352c","block_type":"box","text":"superior financial returns over time. We focus on alignment between variable pay and a company’s financial","page_number":186,"box":{"x":69,"y":666,"width":766,"height":12}},{"id":"5f12901f-88e8-4162-8dc8-6675e3d09d09","block_type":"box","text":"per formance.","page_number":186,"box":{"x":70,"y":681,"width":93,"height":11}},{"id":"19e9145c-b7a2-485c-a32a-2c096d47ae95","block_type":"box","text":"Generally, executive compensation arrangements have four components: base salary, annual bonus that rewards","page_number":186,"box":{"x":102,"y":700,"width":805,"height":11}},{"id":"148a8170-691e-414e-8377-0d69eb4930e6","block_type":"box","text":"per formance against shor t-term metrics, incentives – most often share-based that reward per formance against long","page_number":186,"box":{"x":70,"y":715,"width":831,"height":11}},{"id":"8bfef489-a16c-41e8-ab86-2989ee20a706","block_type":"box","text":"term metrics, and pensions and benefits. In our observation, base salary, pensions and benefits are largely set","page_number":186,"box":{"x":68,"y":730,"width":798,"height":11}},{"id":"73ee6cf3-2b9e-43e8-b1a6-8eb2b8d1c41b","block_type":"box","text":"relative to market norms and benchmarks. The annual bonus and share-based incentive, or variable pay plans, tend","page_number":186,"box":{"x":69,"y":745,"width":824,"height":11}},{"id":"82cb8fec-2bf7-4921-ac2e-93369e279fa6","block_type":"box","text":"to be tailored to the company, its sector and long-term strategy, as well as the individuals the board is seeking to","page_number":186,"box":{"x":68,"y":760,"width":807,"height":11}},{"id":"b17a4c59-1e88-4173-b116-58106111cc06","block_type":"box","text":"recruit and motivate.","page_number":186,"box":{"x":69,"y":774,"width":146,"height":9}},{"id":"dbb8e527-f9d6-48e9-b655-bd2c8e27a50a","block_type":"box","text":"Recognizing the unique circumstances of each company, we determine whether to suppor t a company’s","page_number":186,"box":{"x":102,"y":793,"width":739,"height":11}},{"id":"d754befa-3bd0-47a6-95c4-15c45a8f60fd","block_type":"box","text":"approach to executive compensation on a case-by-case basis. We rely on companies providing sufficient quantitative","page_number":186,"box":{"x":69,"y":808,"width":831,"height":11}},{"id":"f757ea15-d3dc-4240-a641-b8874a6fbdcd","block_type":"box","text":"and qualitative information in their disclosures to enable shareholders to understand the compensation","page_number":186,"box":{"x":69,"y":823,"width":737,"height":11}},{"id":"b34c3841-d98a-467b-b03f-f9021d3ade38","block_type":"box","text":"arrangements and assess the alignment with investors’ interests. Features we look for in compensation","page_number":186,"box":{"x":69,"y":837,"width":741,"height":12}},{"id":"22ec385e-ee48-4b5b-a42c-a88a3417f5f4","block_type":"box","text":"arrangements include:","page_number":186,"box":{"x":69,"y":853,"width":157,"height":11}},{"id":"ef977b64-049d-4883-a066-61e288994025","block_type":"box","text":"•","page_number":186,"box":{"x":69,"y":873,"width":6,"height":4}},{"id":"2416033b-f094-444d-8aae-0695bc346e12","block_type":"box","text":"Fixed pay components, including base salary, benefits and prerequisites that are appropriate in the context of","page_number":186,"box":{"x":102,"y":870,"width":783,"height":11}},{"id":"60a672eb-4d55-4606-a516-8a2faa31d3d0","block_type":"box","text":"the company’s size, sector and market.","page_number":186,"box":{"x":101,"y":885,"width":280,"height":11}},{"id":"bc9bb407-515e-4823-ac73-7bc5d5b836ef","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":186,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"4f630ae4-6a78-4710-8fa3-4a4973cac5d1","block_type":"box","text":"Global Engagement and Voting Guidelines | 8","page_number":186,"box":{"x":590,"y":942,"width":319,"height":13}},{"id":"db7ba22e-c19e-4801-935c-26bfea7b3a9c","block_type":"box","text":"NM1026U-5981080-186/228","page_number":186,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"1e04954a-65ab-4589-b4c8-e8327e1381fa","block_type":"box","text":"•","page_number":187,"box":{"x":69,"y":48,"width":6,"height":4}},{"id":"32bb749d-e823-4dff-a585-bfb6b28544ce","block_type":"box","text":"Variable pay subject to per formance metrics that are closely linked to the company’s shor t- and long-term","page_number":187,"box":{"x":101,"y":45,"width":752,"height":11}},{"id":"8d6ecb49-0479-488d-8b17-1070c805bfbb","block_type":"box","text":"strategic objectives.","page_number":187,"box":{"x":102,"y":60,"width":140,"height":11}},{"id":"5768dfd9-a99a-4fe2-8c94-911c95346668","block_type":"box","text":"•","page_number":187,"box":{"x":69,"y":80,"width":6,"height":4}},{"id":"8b5a9d07-7a1a-4527-b74c-994c506d21f2","block_type":"box","text":"Long-term incentives that motivate sustained per formance across a multi-year period.","page_number":187,"box":{"x":102,"y":77,"width":609,"height":11}},{"id":"e4281bf0-ac94-4347-9d62-30dd7c6fdebe","block_type":"box","text":"•","page_number":187,"box":{"x":69,"y":97,"width":6,"height":5}},{"id":"5580b734-9b69-4bf1-bd33-57fe30af6090","block_type":"box","text":"A balance between fixed and variable pay, shor t- and long-term incentives, and specific instruments (cash and","page_number":187,"box":{"x":101,"y":94,"width":784,"height":12}},{"id":"6f0f5b0e-e401-45c8-b4e9-54ba4060495d","block_type":"box","text":"equity awards) that promotes pay program durability and seldom necessitates one-off, discretionary payments.","page_number":187,"box":{"x":101,"y":109,"width":790,"height":11}},{"id":"b0dfceb6-6825-4505-9333-9ad568eceeb0","block_type":"box","text":"•","page_number":187,"box":{"x":69,"y":129,"width":6,"height":5}},{"id":"7f2474ea-8d2c-4d5d-9375-581f2956fd32","block_type":"box","text":"Pay outcomes that are consistent with the returns to investors over the relevant time period.","page_number":187,"box":{"x":102,"y":127,"width":658,"height":11}},{"id":"c067a524-5a42-44e3-90ce-34a9c84119df","block_type":"box","text":"•","page_number":187,"box":{"x":69,"y":147,"width":6,"height":4}},{"id":"ce52c1bb-43a6-4872-964a-898912ba6ff0","block_type":"box","text":"Board discretion, if allowed within the variable pay arrangements, to be used sparingly, responsibly and","page_number":187,"box":{"x":102,"y":144,"width":735,"height":11}},{"id":"fe88b49a-def2-404f-85b6-6b51b7aa6924","block_type":"box","text":"transparently.","page_number":187,"box":{"x":101,"y":159,"width":95,"height":11}},{"id":"d7983a07-1a8e-48ce-ace9-eea77d0e5a92","block_type":"box","text":"•","page_number":187,"box":{"x":69,"y":179,"width":6,"height":5}},{"id":"241214a4-2da3-4454-a6f3-7444643a1d98","block_type":"box","text":"A requirement, that par ticipants in long-term share-based incentive plans build a meaningful shareholding in the","page_number":187,"box":{"x":101,"y":176,"width":798,"height":11}},{"id":"f3a108fe-5fa5-4f7f-95bb-14ee5eb1116b","block_type":"box","text":"company within a defined time period, as determined by the board or relevant board committee.","page_number":187,"box":{"x":101,"y":191,"width":683,"height":11}},{"id":"e8e28a44-c175-41c1-bd31-e27e9a5d4578","block_type":"box","text":"•","page_number":187,"box":{"x":69,"y":211,"width":6,"height":5}},{"id":"cd8c0a62-607a-4783-8b20-4a587d6f3547","block_type":"box","text":"Change of control provisions that appropriately balance the interests of executives and shareholders.","page_number":187,"box":{"x":102,"y":208,"width":720,"height":12}},{"id":"1c169eed-0c66-40aa-b8a6-80b4d4e6de8c","block_type":"box","text":"•","page_number":187,"box":{"x":69,"y":229,"width":6,"height":4}},{"id":"b6a2238c-02b4-4641-a07c-ff86e2c1bb5d","block_type":"box","text":"Clawback or malus provisions that allow the company to recoup or hold back variable compensation from","page_number":187,"box":{"x":102,"y":226,"width":747,"height":11}},{"id":"fc18a7a0-ed5a-4400-ac03-a463459bf25a","block_type":"box","text":"individuals whose awards were based on fraudulent activities, misstated financial repor ts, or executive","page_number":187,"box":{"x":102,"y":241,"width":733,"height":11}},{"id":"b8088653-9326-4956-81e2-0121b93e0c41","block_type":"box","text":"misconduct.","page_number":187,"box":{"x":102,"y":256,"width":84,"height":8}},{"id":"ab1e33b1-b600-4a5f-976a-2c021a6e6d13","block_type":"box","text":"•","page_number":187,"box":{"x":69,"y":276,"width":6,"height":4}},{"id":"0f2f60b3-532f-4280-9e87-34e60cf50fd6","block_type":"box","text":"Severance arrangements that protect the company’s interests but do not cost more than is contractual.","page_number":187,"box":{"x":102,"y":273,"width":738,"height":11}},{"id":"4f88be9d-12ec-4209-8495-0b253eadaebe","block_type":"box","text":"We may vote against proposals to introduce new share-based incentives, approve existing policies or plans, or","page_number":187,"box":{"x":101,"y":292,"width":787,"height":11}},{"id":"4262aa94-3228-474d-a9cc-f4ba22d21d1c","block_type":"box","text":"approve the compensation repor t where we do not see alignment between executive compensation arrangements","page_number":187,"box":{"x":69,"y":307,"width":810,"height":11}},{"id":"2ddc2fae-117f-442c-ab48-c3a5959fb025","block_type":"box","text":"and our clients’ financial interests. When there is not an alternative, or where there have been multi-year issues with","page_number":187,"box":{"x":69,"y":321,"width":831,"height":11}},{"id":"3ac11368-e751-46d1-a41e-5b5dba90e4c8","block_type":"box","text":"compensation misaligned with per formance, we may vote against the election of the chair of the responsible","page_number":187,"box":{"x":69,"y":336,"width":775,"height":11}},{"id":"6c2db821-bcb5-4fbc-9c8b-3feeae6fcc71","block_type":"box","text":"committee, or the most senior independent director.","page_number":187,"box":{"x":69,"y":351,"width":371,"height":11}},{"id":"6d8be504-3377-4c1b-a796-4d242397c09b","block_type":"box","text":"NON-EXECUTIVE DIRECTOR COMPENSATION","page_number":187,"box":{"x":326,"y":381,"width":325,"height":9}},{"id":"39503451-feeb-40b1-a893-36f99da37d38","block_type":"box","text":"Companies generally pay non-executive directors an annual retainer or fee in cash, shares or a combination of","page_number":187,"box":{"x":102,"y":400,"width":785,"height":11}},{"id":"83074443-4e67-4067-b5f8-ce2a3f1f8510","block_type":"box","text":"the two. Some companies also pay additional fees for service on board committees or in board leadership roles. We","page_number":187,"box":{"x":68,"y":415,"width":831,"height":11}},{"id":"68a4fd84-24a8-46b1-b8f5-e3b03522abc5","block_type":"box","text":"do not suppor t non-executive directors par ticipating in per formance-based incentive plans as doing so may create a","page_number":187,"box":{"x":69,"y":430,"width":825,"height":11}},{"id":"4c49b4c2-12bf-4eb8-a5a6-088ff30c0641","block_type":"box","text":"conflict of interest and undermine their independence from management, whom they oversee.","page_number":187,"box":{"x":69,"y":444,"width":668,"height":12}},{"id":"ce5c9a1d-805f-433f-86d0-8c64474b9de7","block_type":"box","text":"CAPITAL STRUCTURE","page_number":187,"box":{"x":411,"y":475,"width":156,"height":8}},{"id":"162f4061-cc85-432d-80e1-47edeb2b216f","block_type":"box","text":"Boards are responsible for ensuring senior executive leadership has established a capital strategy that achieves","page_number":187,"box":{"x":102,"y":493,"width":800,"height":12}},{"id":"afd27510-9479-4c3b-9917-d87465a0ff45","block_type":"box","text":"appropriate capital allocation in suppor t of long-term financial resilience.","page_number":187,"box":{"x":69,"y":508,"width":516,"height":11}},{"id":"fa83b6db-aab3-4636-90ca-2c6c5669516d","block_type":"box","text":"Where company practices diverge from those set out below, we look for companies to disclose why they view","page_number":187,"box":{"x":101,"y":527,"width":776,"height":11}},{"id":"aef8289a-61ab-4d35-95fe-599174202e29","block_type":"box","text":"these practices to be aligned with shareholders’ interests. We may vote against management proposals seeking","page_number":187,"box":{"x":68,"y":542,"width":803,"height":11}},{"id":"4579803e-62b1-42d1-ac00-0eb92cad3d19","block_type":"box","text":"capital-related authorities, or the election of the most senior independent director, if we have concerns about a","page_number":187,"box":{"x":69,"y":557,"width":790,"height":11}},{"id":"c859d4a6-5847-45ba-8d05-b46f4838e1ec","block_type":"box","text":"company’s approach. We may also suppor t a shareholder proposal seeking conversion of shares with differentiated","page_number":187,"box":{"x":69,"y":571,"width":825,"height":12}},{"id":"a2010b30-18ab-4394-b414-f5207ef8a021","block_type":"box","text":"voting rights to a one-share, one-vote standard.","page_number":187,"box":{"x":68,"y":587,"width":336,"height":11}},{"id":"69e0e853-3fcf-4577-90ef-ec236adc6f1d","block_type":"box","text":"Share issuance","page_number":187,"box":{"x":68,"y":609,"width":111,"height":9}},{"id":"662eec95-d671-4de9-8667-4721b245a7f3","block_type":"box","text":"We assess requests for share issuance for par ticular transactions on a case-by-case basis. We will generally","page_number":187,"box":{"x":101,"y":627,"width":776,"height":12}},{"id":"f0685357-4f3d-40e9-9e87-7b96436d75e3","block_type":"box","text":"suppor t authorities to issue shares when subject to pre-emptive rights, and up to 20% absent pre-emptive rights. We","page_number":187,"box":{"x":69,"y":642,"width":832,"height":12}},{"id":"74b7ceb9-7427-4cc7-8bd5-54d50b905928","block_type":"box","text":"consider it good practice for companies to seek regular approval of these authorities to allow shareholders to take","page_number":187,"box":{"x":69,"y":657,"width":815,"height":11}},{"id":"92f96d46-68ca-4bfb-a617-b516b0b44c0b","block_type":"box","text":"into consideration how prior authorities were used, as well as the current circumstances of the company and the","page_number":187,"box":{"x":70,"y":672,"width":802,"height":11}},{"id":"57a80195-742b-43f9-a3fc-9f28c27ffb7e","block_type":"box","text":"market environment.","page_number":187,"box":{"x":69,"y":687,"width":145,"height":9}},{"id":"8d0473b7-ec67-4127-8fa0-6348278267e5","block_type":"box","text":"Share buybacks","page_number":187,"box":{"x":68,"y":709,"width":116,"height":11}},{"id":"b7afd6c9-3737-47c5-b2a5-7ea922873a10","block_type":"box","text":"We assess share buyback proposals in the context of the company’s disclosed capital management strategy and","page_number":187,"box":{"x":101,"y":728,"width":806,"height":11}},{"id":"cf248922-385a-407d-95e2-84238826f780","block_type":"box","text":"management’s determination of the appropriate balance between investment that suppor ts the long-term growth of","page_number":187,"box":{"x":69,"y":743,"width":823,"height":11}},{"id":"dad0d284-f661-417a-b6e9-e22445b56618","block_type":"box","text":"the company and returning cash to investors. We also take into consideration the effect of a buyback program on the","page_number":187,"box":{"x":68,"y":758,"width":836,"height":11}},{"id":"55ab932b-f6a2-4b74-9e9a-365f030e95b5","block_type":"box","text":"company’s balance sheet and executive compensation arrangements and the price at which shares are repurchased","page_number":187,"box":{"x":69,"y":773,"width":830,"height":11}},{"id":"6250ce41-4642-4dd9-95d4-c58827be5e8b","block_type":"box","text":"relative to market price. We consider it good practice for companies to seek regular approval of these authorities to","page_number":187,"box":{"x":69,"y":787,"width":822,"height":12}},{"id":"55fa37e4-0887-4594-bb7d-f1903a814230","block_type":"box","text":"allow shareholders to take into consideration how prior authorities were used, as well as the current circumstances","page_number":187,"box":{"x":69,"y":802,"width":823,"height":11}},{"id":"3a8b7ff3-4e93-44b9-b31e-dc8c6bafea5a","block_type":"box","text":"of the company and the market environment.","page_number":187,"box":{"x":69,"y":817,"width":319,"height":11}},{"id":"30852670-45b8-4459-bce2-9a546d4dde1e","block_type":"box","text":"Dividends","page_number":187,"box":{"x":69,"y":840,"width":69,"height":8}},{"id":"34af16bf-9ded-4d42-b047-2e165cb3c3a9","block_type":"box","text":"We generally defer to management and the board on dividend policy but may engage to seek fur ther clarification","page_number":187,"box":{"x":101,"y":858,"width":799,"height":11}},{"id":"384aa16c-5ff6-4ae1-a597-a078ea8229aa","block_type":"box","text":"where a proposed dividend appears out of line with the company’s financial position.","page_number":187,"box":{"x":68,"y":873,"width":604,"height":11}},{"id":"5546a10f-42b8-4791-9c78-8132bb12707f","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":187,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"d9b6223b-32d9-4c4a-8125-baf5847196b0","block_type":"box","text":"Global Engagement and Voting Guidelines | 9","page_number":187,"box":{"x":590,"y":942,"width":319,"height":13}},{"id":"284edc00-f1cf-4831-93ff-2dbba8828842","block_type":"box","text":"NM1026U-5981080-187/228","page_number":187,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"cddc92c0-642d-443b-8148-230a8963267e","block_type":"box","text":"Differentiated voting rights","page_number":188,"box":{"x":69,"y":45,"width":196,"height":11}},{"id":"87e2f578-c034-49bf-94de-ceffdf2f3b10","block_type":"box","text":"We prefer companies to adopt a one-share, one-vote structure for share classes with the same economic","page_number":188,"box":{"x":101,"y":63,"width":750,"height":11}},{"id":"d1ca9799-1c24-4243-8f9f-995b0c9eb278","block_type":"box","text":"exposure. Cer tain companies, par ticularly those new to public markets, could make the case to adopt a","page_number":188,"box":{"x":69,"y":78,"width":740,"height":11}},{"id":"a1f67038-9b7e-42df-a1c4-4a71d46709db","block_type":"box","text":"differentiated voting rights structure, or dual class stock. In those situations, we encourage companies to evaluate","page_number":188,"box":{"x":69,"y":93,"width":819,"height":11}},{"id":"e8aa4a29-6cb2-4334-9e9a-34b8ca4311e3","block_type":"box","text":"and seek approval for their capital structure on a periodic basis.","page_number":188,"box":{"x":69,"y":108,"width":456,"height":11}},{"id":"27d857f2-819a-43c7-a181-d03596b3280f","block_type":"box","text":"TRANSACTIONS AND SPECIAL SITUATIONS","page_number":188,"box":{"x":332,"y":138,"width":314,"height":9}},{"id":"1f243ebc-cb1b-44b5-8381-c739da695dd3","block_type":"box","text":"We monitor developments in transactions and special situations closely and under take our own detailed","page_number":188,"box":{"x":101,"y":157,"width":743,"height":11}},{"id":"272d3297-2768-4d2a-9482-c5c07ff374ba","block_type":"box","text":"analyses of proposals.","page_number":188,"box":{"x":69,"y":172,"width":159,"height":11}},{"id":"f6d07e62-d7b9-4a2c-9868-cf90bb7c8e45","block_type":"box","text":"Mergers and acquisitions","page_number":188,"box":{"x":69,"y":194,"width":184,"height":11}},{"id":"b8f1e656-1c60-420c-b74e-3a139e20d541","block_type":"box","text":"We evaluate proposed mergers or acquisitions by assessing the financial outcome for our clients as minority","page_number":188,"box":{"x":101,"y":213,"width":775,"height":11}},{"id":"7dcf4952-63c3-4f0d-a6b5-62576dc3b0b0","block_type":"box","text":"shareholders. Management should provide an assessment of the proposed transaction’s strategic and financial","page_number":188,"box":{"x":69,"y":228,"width":797,"height":11}},{"id":"57ae326c-872a-43f2-a5b5-6ecd71a4433b","block_type":"box","text":"rationale, along with its execution and operational risks. We review each transaction independently based on these","page_number":188,"box":{"x":69,"y":243,"width":819,"height":11}},{"id":"27a7bd72-00e5-458e-915b-010fb5ceb9b0","block_type":"box","text":"factors and the degree to which the transaction enhances shareholder value. The board might consider establishing","page_number":188,"box":{"x":68,"y":257,"width":827,"height":12}},{"id":"34e286cd-baed-42e8-b52e-e62351fcf38b","block_type":"box","text":"an ad hoc transaction committee to under take an independent assessment of a significant merger or acquisition, in","page_number":188,"box":{"x":69,"y":272,"width":827,"height":11}},{"id":"da28de6c-1bb1-43a6-a0d4-cbbce951be9e","block_type":"box","text":"advance of making its recommendation to shareholders.","page_number":188,"box":{"x":69,"y":287,"width":400,"height":11}},{"id":"4fae677c-1583-4be7-a020-c7ce9d0d5e3d","block_type":"box","text":"We will vote against transactions that, in our assessment, do not advance our clients’ financial interests.","page_number":188,"box":{"x":101,"y":306,"width":749,"height":11}},{"id":"e7dac507-53d9-40bd-9a56-0a1b74775889","block_type":"box","text":"Anti-takeover defenses","page_number":188,"box":{"x":68,"y":328,"width":167,"height":9}},{"id":"62828b3b-e708-4641-bfde-5737e8400e1c","block_type":"box","text":"In principle, we do not suppor t companies using anti-takeover defenses, also known as poison pills or","page_number":188,"box":{"x":102,"y":347,"width":727,"height":11}},{"id":"f970b994-ffe5-41ba-90a2-1c50a5e48da2","block_type":"box","text":"shareholder rights plans, as they can entrench management and boards which have not delivered long-term","page_number":188,"box":{"x":69,"y":362,"width":766,"height":11}},{"id":"b2d79adb-119a-4c1b-a5da-c21ea63e7d12","block_type":"box","text":"shareholder value. By exception, a poison pill may be suppor ted if its purpose is to delay a takeover that is","page_number":188,"box":{"x":69,"y":376,"width":763,"height":12}},{"id":"af50d6b1-6de2-4e1e-8460-02ce383b4bc7","block_type":"box","text":"considered sub-optimal and enable management to seek an improved offer. Similarly, management could make the","page_number":188,"box":{"x":69,"y":391,"width":821,"height":12}},{"id":"dd954d01-cb84-48c7-bd5b-836ad982f3cb","block_type":"box","text":"case to use a poison pill to block a shareholder activism campaign that may be counter to the interests of other","page_number":188,"box":{"x":69,"y":406,"width":799,"height":11}},{"id":"c0ed4c41-51e9-4c01-b7ab-29edcc80cbc5","block_type":"box","text":"investors. Defense mechanisms introduced in these circumstances should be limited in term and threshold, and also","page_number":188,"box":{"x":70,"y":421,"width":836,"height":11}},{"id":"fe7492c4-e929-48c1-b0c9-adc0f08b554c","block_type":"box","text":"be closely monitored by the independent members of the board. We consider it good practice for companies to put to","page_number":188,"box":{"x":69,"y":436,"width":835,"height":11}},{"id":"bd51c6cd-900a-4856-b197-26bd705564a7","block_type":"box","text":"a shareholder vote any mechanisms expected to be in place for more than 12 months.","page_number":188,"box":{"x":69,"y":451,"width":616,"height":11}},{"id":"a166df80-0972-49d9-b302-c29d07d90a4c","block_type":"box","text":"Shareholder activism","page_number":188,"box":{"x":68,"y":473,"width":153,"height":9}},{"id":"c5b399d3-1b21-4df7-8e91-dfabc55c2923","block_type":"box","text":"When companies are the focus of an activism campaign, we may communicate with the activist to understand","page_number":188,"box":{"x":101,"y":492,"width":783,"height":11}},{"id":"922c04e3-27c7-42c8-986c-f5f6da063091","block_type":"box","text":"their analysis and objectives, once they have publicly disclosed their campaign. We may also engage with company","page_number":188,"box":{"x":68,"y":507,"width":819,"height":11}},{"id":"b806e66c-4a0c-4715-ade1-e759e811e444","block_type":"box","text":"management and possibly board members, especially those the activist may be seeking to replace. In our","page_number":188,"box":{"x":69,"y":522,"width":755,"height":11}},{"id":"8a41d764-cc9a-4205-b5bd-e8dd8d2b0499","block_type":"box","text":"assessment, we evaluate various factors, including the concerns raised by the activist and the case for change; the","page_number":188,"box":{"x":69,"y":536,"width":824,"height":12}},{"id":"7697f20a-4ed8-4a3d-a02d-473e2a1563b4","block_type":"box","text":"quality of both the activist’s and management’s plans; and the qualifications of each par ty’s candidates. We evaluate","page_number":188,"box":{"x":69,"y":551,"width":839,"height":12}},{"id":"f5c3db65-f0ab-4347-aba9-bc9fbb01347a","block_type":"box","text":"each contested situation by assessing the potential financial outcome for our clients as minority shareholders.","page_number":188,"box":{"x":69,"y":566,"width":788,"height":11}},{"id":"ab0baaee-31ac-4aa0-bef4-219eda40a1f4","block_type":"box","text":"We may suppor t board candidates nominated by a shareholder activist if BAIS, in its independent judgment, or","page_number":188,"box":{"x":101,"y":585,"width":789,"height":11}},{"id":"5352cafc-0079-4a57-bbf4-24eea2c99e93","block_type":"box","text":"the relevant por tfolio manager has determined that there is a case for change to enhance shareholder value, or if the","page_number":188,"box":{"x":68,"y":600,"width":839,"height":11}},{"id":"8adfbc20-23a5-42e4-aa26-c3776f5f3dd4","block_type":"box","text":"incumbent board members do not demonstrate the relevant skills and exper tise or have a poor track record of","page_number":188,"box":{"x":70,"y":614,"width":786,"height":11}},{"id":"c31a1f68-89f3-42d0-a218-f30990e267e9","block_type":"box","text":"protecting shareholders’ interests.","page_number":188,"box":{"x":70,"y":630,"width":244,"height":11}},{"id":"71c36ee9-0161-47d8-97f2-3631014daa4e","block_type":"box","text":"Significant shareholders and related party transactions","page_number":188,"box":{"x":68,"y":652,"width":403,"height":11}},{"id":"3fafc4a6-4fdd-408a-8959-2fc8a59e9c59","block_type":"box","text":"Boards of companies with affiliated shareholders or directors should give equitable consideration to the","page_number":188,"box":{"x":102,"y":670,"width":740,"height":12}},{"id":"25b6faa3-b65f-462a-8f79-7a75e86301d9","block_type":"box","text":"interests of all shareholders when evaluating related par ty transactions.","page_number":188,"box":{"x":70,"y":685,"width":511,"height":12}},{"id":"c8a0da8f-406c-45cf-85ff-edfa1d20a85a","block_type":"box","text":"We consider it good practice for transactions with related par ties, such as significant shareholders or companies","page_number":188,"box":{"x":101,"y":704,"width":805,"height":11}},{"id":"5b8fa6cb-d1ec-4b54-974b-4b09c66e6e45","block_type":"box","text":"affiliated with the public company, to be disclosed in detail and conducted on terms similar to what would objectively","page_number":188,"box":{"x":69,"y":719,"width":832,"height":11}},{"id":"4791cda1-56b9-4d80-b7c9-d827592dea6a","block_type":"box","text":"have been agreed with a non-related par ty. In our view, such transactions should be reviewed and approved by the","page_number":188,"box":{"x":69,"y":734,"width":812,"height":11}},{"id":"26c3c31f-5e57-47d3-8b58-0ee7be7a5cd9","block_type":"box","text":"independent members of the board, and if voted on, only disinterested shareholders should vote.","page_number":188,"box":{"x":70,"y":748,"width":692,"height":12}},{"id":"f8aa0c16-6c0d-4bfb-bc65-cd79fee0ce9b","block_type":"box","text":"CORPORATE REPORTING, RISK MANAGEMENT AND AUDIT","page_number":188,"box":{"x":274,"y":779,"width":430,"height":10}},{"id":"8dcc22fb-8f76-4071-967f-e9ea29b6ef38","block_type":"box","text":"Investors depend on corporate repor ting, both regulatory and voluntary, to understand a company’s strategy, its","page_number":188,"box":{"x":102,"y":798,"width":796,"height":11}},{"id":"d8ee1aee-9dc1-401e-aa95-b7956162bde0","block_type":"box","text":"implementation and financial per formance, as well as to assess the quality of management and operations and","page_number":188,"box":{"x":70,"y":812,"width":795,"height":12}},{"id":"c3b6437c-a338-4d24-ae76-fae40fee747b","block_type":"box","text":"potential for the company to create shareholder value over time. We consider it good practice for the board to","page_number":188,"box":{"x":70,"y":827,"width":779,"height":11}},{"id":"77cb344d-662b-4a57-b81f-e50a08f9c168","block_type":"box","text":"oversee corporate repor ting and the policies and procedures underpinning the internal audit function and external","page_number":188,"box":{"x":69,"y":842,"width":809,"height":11}},{"id":"5099e591-d07c-4168-a429-96791aeb8bce","block_type":"box","text":"audit.","page_number":188,"box":{"x":69,"y":857,"width":38,"height":9}},{"id":"44feae1e-4621-40dc-97e9-eeb85eac19ed","block_type":"box","text":"A company’s financial repor ting should provide decision-useful information for investors, and other stakeholders,","page_number":188,"box":{"x":101,"y":875,"width":803,"height":12}},{"id":"0639c310-417a-44c6-ae70-a7a06b5c6735","block_type":"box","text":"on its financial per formance and position. It should provide an accurate and balanced assessment of the risks and","page_number":188,"box":{"x":69,"y":890,"width":819,"height":11}},{"id":"fda39e21-83b1-433a-beb3-4db1f188cb04","block_type":"box","text":"oppor tunities the company faces in realizing its long-term strategy. Accordingly, the assumptions made by","page_number":188,"box":{"x":69,"y":905,"width":752,"height":12}},{"id":"a90be5c6-6ec3-4b51-999f-d113b955c7f8","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":188,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"6e5f85e8-eccb-416a-97ee-00d242b88e14","block_type":"box","text":"Global Engagement and Voting Guidelines | 10","page_number":188,"box":{"x":580,"y":942,"width":329,"height":13}},{"id":"fd2ab4cc-81f6-44b3-8ea4-c5af3ec3a059","block_type":"box","text":"NM1026U-5981080-188/228","page_number":188,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"a9321af5-91bf-4c3b-9fbf-8c9b6302fd65","block_type":"box","text":"management and reviewed by the auditor in preparing the financial statements should be reasonable and justified.","page_number":189,"box":{"x":69,"y":45,"width":817,"height":11}},{"id":"694a9163-cdb3-4454-a836-3ad794bc05aa","block_type":"box","text":"Financial statements should be prepared in accordance with globally developed repor ting standards and any","page_number":189,"box":{"x":70,"y":60,"width":771,"height":11}},{"id":"ee0721ca-78cf-4a9a-842f-18da5b352905","block_type":"box","text":"divergence from generally accepted accounting principles should be explained in detail and justified. Accounting","page_number":189,"box":{"x":69,"y":74,"width":796,"height":12}},{"id":"ed940f93-fccb-4ffd-bf6b-2932e6ac655e","block_type":"box","text":"restatements should be explained in detail and any remedial actions, and the implications of these, disclosed.","page_number":189,"box":{"x":69,"y":89,"width":788,"height":11}},{"id":"e769cfbe-2b80-4f7e-a74a-d8e4f9e62356","block_type":"box","text":"In this context, audit committees play a vital role in a company’s financial repor ting system by providing","page_number":189,"box":{"x":102,"y":108,"width":739,"height":11}},{"id":"0b58b055-f5bc-4ff3-aad1-ab6ba6b03f57","block_type":"box","text":"independent oversight of the accounts, material financial and, where appropriate to the jurisdiction, non-financial","page_number":189,"box":{"x":70,"y":123,"width":801,"height":11}},{"id":"89c4bb24-0d2f-4970-a6fb-75079125f7fb","block_type":"box","text":"information, internal control frameworks and Enterprise Risk Management systems. In our view, effective audit","page_number":189,"box":{"x":70,"y":138,"width":787,"height":11}},{"id":"eed35abe-acd8-48b1-8d5c-e8d78fb8a767","block_type":"box","text":"committee oversight strengthens the quality and reliability of a company’s financial statements and provides an","page_number":189,"box":{"x":69,"y":152,"width":795,"height":12}},{"id":"6abf5b6d-e253-4cee-9bd0-a61f363ff958","block_type":"box","text":"impor tant level of reassurance to shareholders. Audit committees should have a procedure in place for assessing the","page_number":189,"box":{"x":70,"y":167,"width":838,"height":12}},{"id":"9ea47ace-edc4-4274-8444-17a0d58ad419","block_type":"box","text":"independence of the auditor and the quality of the external audit process annually.","page_number":189,"box":{"x":70,"y":182,"width":585,"height":11}},{"id":"00fba497-e825-4346-9144-b34cc74da40b","block_type":"box","text":"Similarly, we encourage companies to disclose material sustainability-related factors that are integral to how a","page_number":189,"box":{"x":102,"y":201,"width":784,"height":11}},{"id":"af2ef8ab-4acf-42ff-8239-24fc13cdf118","block_type":"box","text":"company manages risks or generates revenue. BAIS finds it helpful to our understanding when companies provide","page_number":189,"box":{"x":69,"y":216,"width":812,"height":11}},{"id":"d7f44f93-84f7-4677-9ca2-6e7d3efeed7d","block_type":"box","text":"robust, standardized disclosures on their material sustainability-related risks and oppor tunities. The International","page_number":189,"box":{"x":69,"y":231,"width":806,"height":11}},{"id":"c3fe8d86-ee2b-4fe4-92d8-aa75040fc6e0","block_type":"box","text":"Sustainability Standards Board (ISSB) is one entity working to meet these objectives through its repor ting standards,","page_number":189,"box":{"x":69,"y":246,"width":832,"height":11}},{"id":"33af5bb7-2e49-4ef3-b033-4afadd1f5de1","block_type":"box","text":"which may be helpful to companies in preparing such repor ts.","page_number":189,"box":{"x":68,"y":260,"width":440,"height":12}},{"id":"b97e1493-cd5a-4b19-aacb-02aa57c7560e","block_type":"box","text":"9","page_number":189,"box":{"x":509,"y":261,"width":5,"height":4}},{"id":"161cd9e8-e109-4aa5-a5c3-7a4609dcd3ce","block_type":"box","text":"However, we do not mandate any specific disclosure","page_number":189,"box":{"x":520,"y":260,"width":372,"height":11}},{"id":"af0c1515-e887-4752-bd50-6a7c38903543","block_type":"box","text":"framework, and note that companies in cer tain jurisdictions are subject to mandatory repor ting requirements under","page_number":189,"box":{"x":68,"y":275,"width":824,"height":11}},{"id":"cf5459cc-3a21-48a7-8222-8f5eaf6f3711","block_type":"box","text":"standards specified by policy makers.","page_number":189,"box":{"x":69,"y":290,"width":267,"height":11}},{"id":"f0e5f1ca-ea65-4223-b0b3-f3094af3db4c","block_type":"box","text":"10","page_number":189,"box":{"x":338,"y":290,"width":9,"height":5}},{"id":"1188ba89-8a37-4ce4-8f3c-20ddc480e673","block_type":"box","text":"Companies should establish robust risk management and internal control processes appropriate to the","page_number":189,"box":{"x":102,"y":309,"width":735,"height":11}},{"id":"b57e351e-8559-45fa-9667-eff76de8b5cb","block_type":"box","text":"company’s business, risk tolerance, and regulatory environment. A credible whistleblowing system for employees,","page_number":189,"box":{"x":69,"y":323,"width":810,"height":12}},{"id":"6e219bb4-97b7-41a7-9aeb-8308b28176c6","block_type":"box","text":"and potentially other stakeholders, can be a useful mechanism for ensuring that senior management and the board","page_number":189,"box":{"x":69,"y":338,"width":822,"height":12}},{"id":"4bbd1c77-01ac-4cbb-b341-1ede1ed9fd5d","block_type":"box","text":"are aware of potential misconduct or breaches in risk management and internal control processes.","page_number":189,"box":{"x":69,"y":353,"width":704,"height":12}},{"id":"87cdd773-d672-43f5-8520-e4d5cba0d797","block_type":"box","text":"A comprehensive audit conducted by an independent audit firm contributes to investor confidence in the quality","page_number":189,"box":{"x":101,"y":372,"width":794,"height":11}},{"id":"1b8ef9f0-3f82-439f-884a-b77fb4dc80cf","block_type":"box","text":"of corporate repor ting. It is helpful when the audit repor t gives some insight into the scope and focus of the audit, as","page_number":189,"box":{"x":69,"y":387,"width":836,"height":11}},{"id":"36dde1fe-8013-4167-9bf6-6ccadc189f40","block_type":"box","text":"well as any critical audit matters identified and how these were resolved. A comprehensive and effective audit is time","page_number":189,"box":{"x":68,"y":402,"width":838,"height":11}},{"id":"d62ac201-9cdf-4583-a029-450ea72b39bc","block_type":"box","text":"and resource intensive, and the audit fee should be commensurate. Fees paid to the audit firm for non-audit","page_number":189,"box":{"x":69,"y":416,"width":773,"height":11}},{"id":"9b339dbf-c057-48b5-aee8-a2cf7c9a9324","block_type":"box","text":"consulting should not exceed the audit fee to a degree that may prompt concerns about the independence of the","page_number":189,"box":{"x":69,"y":431,"width":804,"height":12}},{"id":"0baa4f56-c963-444a-87d3-fa0653355120","block_type":"box","text":"audit. The audit committee should explain its position on auditor tenure and how it confirmed that the auditor","page_number":189,"box":{"x":69,"y":446,"width":780,"height":11}},{"id":"c2756669-0d75-45f0-87c8-c4cad435d786","block_type":"box","text":"remained independent.","page_number":189,"box":{"x":69,"y":461,"width":163,"height":11}},{"id":"3197f95c-95c7-4980-9c79-7545f0bdb3d9","block_type":"box","text":"We may vote against the election of the responsible directors if corporate repor ting is insufficient or there are","page_number":189,"box":{"x":101,"y":480,"width":783,"height":11}},{"id":"6c37d906-6fcb-4c84-aab9-d1d83de6ad9a","block_type":"box","text":"material misstatements in financial repor ts. In markets where relevant, we may vote against a proposal to approve","page_number":189,"box":{"x":69,"y":495,"width":819,"height":11}},{"id":"1887d674-e21e-46f4-9a55-f8a4c0fa52c8","block_type":"box","text":"the financial statements or the discharge of the board when we are concerned about the quality of corporate","page_number":189,"box":{"x":68,"y":509,"width":774,"height":12}},{"id":"4b6010ff-984d-4ac9-9d6e-913c70475b72","block_type":"box","text":"repor ting or the audit. We may vote against proposals to appoint the auditor, ratify the audit repor t, or approve the","page_number":189,"box":{"x":69,"y":524,"width":816,"height":12}},{"id":"d8b5504b-be05-4037-b124-2fc1a877dd61","block_type":"box","text":"audit fee if we are concerned about the auditor’s independence, the quality of the audit, or there are material","page_number":189,"box":{"x":69,"y":539,"width":779,"height":11}},{"id":"0a5d3997-3109-41b1-9435-820331ce261c","block_type":"box","text":"misstatements in financial repor ts and the board has not established reasonable remediation plans.","page_number":189,"box":{"x":69,"y":554,"width":718,"height":11}},{"id":"8ebb4ad0-5bdc-4d5e-b27c-e570fdc10f62","block_type":"box","text":"SHAREHOLDER RIGHTS AND PROTECTIONS","page_number":189,"box":{"x":329,"y":584,"width":319,"height":9}},{"id":"4f00c2c0-86fb-4d49-81bd-86676117c270","block_type":"box","text":"General shareholder meetings","page_number":189,"box":{"x":69,"y":607,"width":217,"height":11}},{"id":"121a646b-b835-4ac0-a5d0-96315f8905f7","block_type":"box","text":"Companies normally have an annual general meeting of shareholders at which routine and non-routine items of","page_number":189,"box":{"x":102,"y":625,"width":792,"height":12}},{"id":"1fb8653b-6c25-43c7-9897-e09bb5f0a0ec","block_type":"box","text":"business are discussed and voted on by shareholders in attendance or submitting proxy votes. Companies should","page_number":189,"box":{"x":69,"y":640,"width":812,"height":11}},{"id":"0090df93-ae38-40c8-986f-85641750af67","block_type":"box","text":"disclose materials relevant to the shareholder meeting sufficiently in advance so that shareholders can take them","page_number":189,"box":{"x":69,"y":655,"width":813,"height":11}},{"id":"5e0599c0-643f-461e-abf5-af387050fb16","block_type":"box","text":"into consideration in their voting decisions. Many companies offer shareholders the option of par ticipating in the","page_number":189,"box":{"x":70,"y":670,"width":801,"height":11}},{"id":"e17e7d70-c478-485a-9acd-1ced0feb519e","block_type":"box","text":"meeting vir tually which, whilst welcome, should not limit the rights of shareholders to par ticipate as they would during","page_number":189,"box":{"x":69,"y":685,"width":841,"height":11}},{"id":"4c952132-1c94-419b-853e-e60baf1c3ed2","block_type":"box","text":"an in-person meeting.","page_number":189,"box":{"x":69,"y":700,"width":152,"height":11}},{"id":"9955ebca-aeb1-4bd1-bf9d-5af5d68ed934","block_type":"box","text":"We may vote against directors when materials related to the business of the shareholder meeting are not","page_number":189,"box":{"x":101,"y":718,"width":752,"height":12}},{"id":"e911b420-a008-47d9-8a71-65eb9b0b9c3e","block_type":"box","text":"provided in a timely manner or do not provide sufficient information for us to make an informed voting decision. We","page_number":189,"box":{"x":70,"y":733,"width":821,"height":11}},{"id":"4f555460-a607-426c-9753-eb6d91a5f1af","block_type":"box","text":"may vote against directors if the format of the shareholder meeting does not accommodate reasonable shareholder","page_number":189,"box":{"x":69,"y":748,"width":825,"height":11}},{"id":"23ae5852-3f5b-4780-8308-299af9bafae7","block_type":"box","text":"par ticipation.","page_number":189,"box":{"x":70,"y":763,"width":91,"height":11}},{"id":"e1a248b9-0b02-4b8d-b3dd-533dd02a2029","block_type":"box","text":"9","page_number":189,"box":{"x":69,"y":793,"width":4,"height":4}},{"id":"163b412e-e5e5-4942-ab8c-4a5bd8366969","block_type":"box","text":"The ISSB is an independent standard-setting body within the International Financial Repor ting Standards","page_number":189,"box":{"x":93,"y":792,"width":744,"height":11}},{"id":"21d075e0-64ce-40d7-bcc1-968f39679a6f","block_type":"box","text":"(IFRS) Foundation. Please refer to the IFRS website to learn more about the framework and standards S1","page_number":189,"box":{"x":94,"y":807,"width":748,"height":11}},{"id":"723413b9-8d91-4677-bbb9-b9484da4d347","block_type":"box","text":"“General Requirements for Disclosure of Sustainability-related Financial Information” and S2 “Climate-related","page_number":189,"box":{"x":94,"y":822,"width":778,"height":12}},{"id":"55939670-3a50-4f63-af5e-5f6520f16272","block_type":"box","text":"Disclosures.”","page_number":189,"box":{"x":94,"y":838,"width":93,"height":8}},{"id":"b291c0bd-0ca1-40b4-90fe-0d5b700a096e","block_type":"box","text":"10","page_number":189,"box":{"x":69,"y":856,"width":9,"height":4}},{"id":"f9cef04c-38ca-485c-9bbc-c60523067202","block_type":"box","text":"See, for examples, https://www.ifrs.org/news-and-events/news/2025/06/ifrs-foundation-publishes-jurisdictional- profiles\r\nissbstandards/ and https//financeeceropae/capitalmarketsnionandfinancialmarkets/compan","page_number":189,"box":{"x":93,"y":858,"width":810,"height":11}},{"id":"7b024f99-d66b-4d39-9b0a-7140bb72131d","block_type":"box","text":"See, for examples, https://www.ifrs.org/newsandevents/news/2025/06/ifrsfoundationpublishesjurisdictional\r\nprofiles-issb-standards/ and https://finance.ec.europa.eu/capital-markets-union-and-financial-markets/companyrepor ting\r\nandaditing/companrepor ting/corporatesstainabilitrepor tingen","page_number":189,"box":{"x":94,"y":866,"width":804,"height":12}},{"id":"4ceeab90-c00b-4089-b5ac-179fa0a18037","block_type":"box","text":"p/ p//p/p\r\nrepor ting-and-auditing/company-repor ting/corporate-sustainability-repor ting_en.","page_number":189,"box":{"x":94,"y":876,"width":564,"height":11}},{"id":"ab996e14-a603-4d9c-9d86-98d87dd1ae93","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":189,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"9bbbf522-95c6-4379-bcce-767ec52ecd3e","block_type":"box","text":"Global Engagement and Voting Guidelines | 11","page_number":189,"box":{"x":580,"y":942,"width":329,"height":13}},{"id":"1f58db84-0d15-4930-bf2d-138bb88e3f75","block_type":"box","text":"NM1026U-5981080-189/228","page_number":189,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"45ee19e8-eb3d-48d0-9159-9a9475c6991e","block_type":"box","text":"Bylaw amendments","page_number":190,"box":{"x":69,"y":45,"width":141,"height":11}},{"id":"d6d3a4ae-8855-495f-87e6-684d1bddd4b2","block_type":"box","text":"We review bylaw amendments proposed by management on a case-by-case basis and will generally suppor t","page_number":190,"box":{"x":101,"y":64,"width":766,"height":11}},{"id":"04c0baf6-c48b-4342-883c-e475b9967fe6","block_type":"box","text":"those that are aligned with the interests of minority shareholders. Any material changes to the bylaws should be","page_number":190,"box":{"x":68,"y":78,"width":800,"height":11}},{"id":"b543c928-f71f-44e4-960a-83a8c425010b","block_type":"box","text":"explained in detail and put to a shareholder vote.","page_number":190,"box":{"x":69,"y":93,"width":349,"height":11}},{"id":"c526ea20-ef1d-4a83-b064-f8567aeafab6","block_type":"box","text":"We may vote against bylaw amendments that reduce shareholder rights and protections or introduce additional","page_number":190,"box":{"x":101,"y":112,"width":790,"height":11}},{"id":"8756ad09-783c-417e-999a-eb84505e14b3","block_type":"box","text":"burdens. We may vote against directors if material changes are made to the bylaws without shareholder approval.","page_number":190,"box":{"x":69,"y":126,"width":810,"height":12}},{"id":"4dd036d4-d7d5-46a6-9ab8-feb09ea9a2b6","block_type":"box","text":"If not provided for in the relevant corporate law, company bylaws should allow shareholders, individually or as a","page_number":190,"box":{"x":102,"y":145,"width":790,"height":11}},{"id":"6721f51b-9e86-439d-89a8-77e3c53fab8d","block_type":"box","text":"group, with a meaningful shareholding, the right to call a special meeting of shareholders. The shareholding required","page_number":190,"box":{"x":68,"y":160,"width":831,"height":11}},{"id":"e638bcc8-a632-40fd-8994-1c6a46715d88","block_type":"box","text":"to exercise this right should balance its utility with the cost to the company of holding special meetings.","page_number":190,"box":{"x":68,"y":175,"width":740,"height":11}},{"id":"3317ddf3-459b-404f-92f9-e4778e670e2a","block_type":"box","text":"If not provided for in the relevant corporate law, company bylaws should allow shareholders, individually or as a","page_number":190,"box":{"x":102,"y":193,"width":790,"height":12}},{"id":"5ec8db2e-69bb-476a-8c7d-1b717b0899a3","block_type":"box","text":"group, with a meaningful shareholding, the right to nominate directors to the company’s board. The threshold for this","page_number":190,"box":{"x":68,"y":208,"width":834,"height":12}},{"id":"420933af-f5ef-48ea-bab6-6eeff11b1ac4","block_type":"box","text":"right should be set so that shareholders can exercise it without being unduly disruptive to the board’s own","page_number":190,"box":{"x":69,"y":223,"width":758,"height":12}},{"id":"c2bb3829-270b-4664-8ad1-20748126ad89","block_type":"box","text":"nomination process.","page_number":190,"box":{"x":69,"y":238,"width":143,"height":11}},{"id":"e96f05be-7e60-497b-88a3-b8679ef33e54","block_type":"box","text":"Whilst we would not use either of these rights ourselves, we see them as impor tant accountability mechanisms.","page_number":190,"box":{"x":101,"y":257,"width":799,"height":11}},{"id":"850e22de-6198-45c8-b320-530a1d063448","block_type":"box","text":"We may vote for a shareholder proposal seeking the addition of either of these provisions to a company’s bylaws.","page_number":190,"box":{"x":68,"y":272,"width":810,"height":11}},{"id":"31e3d2c2-73d3-440e-ab40-98f7f86cf47e","block_type":"box","text":"Change of domicile","page_number":190,"box":{"x":69,"y":294,"width":139,"height":11}},{"id":"f83a4458-cf9c-4f03-a7e0-ed3b0af429a6","block_type":"box","text":"We generally defer to management on proposals to change a company’s domicile as long as the rationale for","page_number":190,"box":{"x":101,"y":313,"width":778,"height":11}},{"id":"411e0043-6045-41cb-b8d8-86fe011b7ff2","block_type":"box","text":"doing so is consistent with the company’s long-term strategy and business model and the related costs are","page_number":190,"box":{"x":69,"y":328,"width":766,"height":11}},{"id":"acad5ff6-3aa3-47c5-8902-e79f5efc5467","block_type":"box","text":"immaterial.","page_number":190,"box":{"x":70,"y":343,"width":77,"height":8}},{"id":"e1f3ff24-f349-419a-a0db-dfa9397c6e09","block_type":"box","text":"We may vote against directors or a proposal to change a company’s domicile where it does not seem aligned","page_number":190,"box":{"x":101,"y":361,"width":777,"height":11}},{"id":"f320e18b-dbc5-471e-a536-9a1f24ccea74","block_type":"box","text":"with our clients’ financial interests.","page_number":190,"box":{"x":68,"y":376,"width":249,"height":9}},{"id":"6b9d4218-b19b-400e-8c86-8029ff5609b2","block_type":"box","text":"Changes to a company’s purpose or the nature of its business","page_number":190,"box":{"x":69,"y":398,"width":452,"height":11}},{"id":"7b5980c6-bef6-44fe-9a51-b8000b8c9ef3","block_type":"box","text":"Plans to materially change the nature of a company’s business or its purpose should be disclosed and explained","page_number":190,"box":{"x":102,"y":417,"width":803,"height":11}},{"id":"a3064b2b-df5d-49c8-8286-ad33c9349fdc","block_type":"box","text":"in the context of long-term strategy and business dynamics. Such changes may significantly alter an investor’s views","page_number":190,"box":{"x":70,"y":432,"width":829,"height":11}},{"id":"ca55d3ce-db07-426d-ba63-51a43fad7975","block_type":"box","text":"on the suitability of a company for their investment strategy or por tfolio.","page_number":190,"box":{"x":69,"y":447,"width":511,"height":11}},{"id":"62ce54ef-26d3-4012-b937-f0ef4207d9ee","block_type":"box","text":"Where relevant, we may vote against proposals to change a company’s purpose or the nature of its business if","page_number":190,"box":{"x":101,"y":465,"width":792,"height":12}},{"id":"0accd391-e394-4d67-ad9b-79ff6666605f","block_type":"box","text":"the board has not provided a credible argument for change.","page_number":190,"box":{"x":68,"y":480,"width":424,"height":12}},{"id":"9b0c3246-ff1f-4f4d-89bf-89eafcc6ffde","block_type":"box","text":"SHAREHOLDER PROPOSALS","page_number":190,"box":{"x":385,"y":510,"width":207,"height":9}},{"id":"38488a57-2db0-42b7-bf6b-39d6aab52e7b","block_type":"box","text":"Shareholders in many markets, who meet cer tain eligibility criteria, have the right to submit proposals to the","page_number":190,"box":{"x":102,"y":529,"width":772,"height":11}},{"id":"74f73996-2325-4519-a441-94bb7d9c4edd","block_type":"box","text":"general shareholder meeting asking a company to take a par ticular course of action subject to the proposal being","page_number":190,"box":{"x":68,"y":544,"width":811,"height":11}},{"id":"e3b9b8b0-7b88-4967-b3a0-f66705187322","block_type":"box","text":"suppor ted by a majority of votes cast at the meeting. The topics raised can address a range of matters that may be","page_number":190,"box":{"x":69,"y":559,"width":824,"height":11}},{"id":"b4f3a23a-6d97-4e34-b01a-2027b33de421","block_type":"box","text":"relevant to a company’s business.","page_number":190,"box":{"x":69,"y":574,"width":243,"height":11}},{"id":"7cb3d8cd-8f27-41f4-b100-966f48888e5a","block_type":"box","text":"We vote on these proposals on a case-by-case basis. We assess the relevance of the topic raised to a","page_number":190,"box":{"x":101,"y":592,"width":730,"height":11}},{"id":"e97d5bb0-be60-48be-803d-eda9bbe34980","block_type":"box","text":"company’s business and its current approach, whether the actions sought are consistent with shareholders’","page_number":190,"box":{"x":69,"y":607,"width":772,"height":11}},{"id":"59420ece-15c6-41f1-96a0-ae144afc3030","block_type":"box","text":"interests, and what impact the proposal being acted upon might have on financial per formance.","page_number":190,"box":{"x":70,"y":622,"width":681,"height":11}},{"id":"fe5ddadb-55ba-4d74-adcc-4aed215e9e0d","block_type":"box","text":"Our general approach where we have concerns about a company’s governance, disclosures or per formance is to","page_number":190,"box":{"x":102,"y":641,"width":801,"height":11}},{"id":"ec53b909-7ee6-422b-bd63-a83220f138bf","block_type":"box","text":"engage to understand the apparent difference in perspective. If we are concerned a company is not acting in","page_number":190,"box":{"x":69,"y":656,"width":774,"height":11}},{"id":"2e79d77a-876b-4039-9d0e-8c46e0f82fa4","block_type":"box","text":"shareholders’ financial interests, we may vote against the election of directors. We may suppor t a relevant","page_number":190,"box":{"x":69,"y":670,"width":761,"height":12}},{"id":"b98ad9d7-eade-46b4-b5f7-7fe53213b784","block_type":"box","text":"shareholder proposal if doing so is aligned with our clients’ financial interests. We generally do not suppor t","page_number":190,"box":{"x":69,"y":685,"width":764,"height":12}},{"id":"0475995b-e13f-4de7-b83e-1af7f62a544b","block_type":"box","text":"shareholder proposals that are legally binding on the company, seek to alter a company’s strategy or direct its","page_number":190,"box":{"x":69,"y":700,"width":785,"height":11}},{"id":"a93d6aa2-3461-4798-9657-d579d1d24e6b","block_type":"box","text":"operations, or are unrelated to how a company manages risk or generates financial returns.","page_number":190,"box":{"x":69,"y":715,"width":653,"height":11}},{"id":"f33e76b7-49bf-49f2-a319-7e7ffd67e5cb","block_type":"box","text":"BlackRock is subject to rules, regulations, agency guidance and contractual agreements that place restrictions","page_number":190,"box":{"x":102,"y":734,"width":788,"height":11}},{"id":"711fc986-e85c-400f-94ae-d96917ebfe76","block_type":"box","text":"and limitations on how we can interact with the companies in which we invest on behalf of our clients, including our","page_number":190,"box":{"x":69,"y":748,"width":822,"height":12}},{"id":"545aaf02-42d0-475f-8177-0647ebc3af70","block_type":"box","text":"ability to submit shareholder proposals. We do not submit shareholder proposals but can vote, on behalf of clients","page_number":190,"box":{"x":69,"y":763,"width":817,"height":12}},{"id":"7b17599b-1e8b-442f-ae4d-8b77e2c33f9d","block_type":"box","text":"who authorize us to do so, on proposals put for th by others.","page_number":190,"box":{"x":68,"y":778,"width":428,"height":11}},{"id":"97a46bb0-2e4d-4175-853a-f8f73f00fef1","block_type":"box","text":"CORPORATE POLITICAL ACTIVITIES","page_number":190,"box":{"x":359,"y":808,"width":260,"height":9}},{"id":"3eb1eb20-4cc4-4474-a73f-15906ef47b10","block_type":"box","text":"A corporation’s ability to engage in the policy process is subject to rules and regulations set by the jurisdictions","page_number":190,"box":{"x":101,"y":827,"width":795,"height":11}},{"id":"089a3be9-6cf0-421d-ad8b-f50af1ceaae7","block_type":"box","text":"in which they engage. When a corporation repor ts material financial risk related to policy and or regulatory changes,","page_number":190,"box":{"x":70,"y":842,"width":824,"height":11}},{"id":"bd705d72-3ba6-4a7f-b91c-814f7b8ee300","block_type":"box","text":"BAIS may seek to understand how it is addressing the material risk identified. We seek to understand how","page_number":190,"box":{"x":70,"y":857,"width":757,"height":11}},{"id":"827ac6ba-6540-4109-a911-da5ba1f8999a","block_type":"box","text":"companies engage in corporate political activities and ensure that their par ticipation is consistent with their public","page_number":190,"box":{"x":69,"y":872,"width":814,"height":11}},{"id":"40606bac-4f4e-4f69-9e0e-31be836fcd50","block_type":"box","text":"statements on policy matters material to the company’s long-term strategy. The board should be aware of the","page_number":190,"box":{"x":69,"y":887,"width":780,"height":11}},{"id":"c944f2bc-c5e8-46a1-baea-da3b8e5270d2","block_type":"box","text":"approach taken by management on corporate political activities as there can be reputational risks arising from","page_number":190,"box":{"x":69,"y":901,"width":786,"height":12}},{"id":"d17b395b-9067-41b4-9f2b-1f9c04de2914","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":190,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"7fec1b48-5f3b-4b4f-8e63-d62b3d1a15fc","block_type":"box","text":"Global Engagement and Voting Guidelines | 12","page_number":190,"box":{"x":580,"y":942,"width":329,"height":13}},{"id":"01450aa3-dbb4-469d-9e3c-24774eec2940","block_type":"box","text":"NM1026U-5981080-190/228","page_number":190,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"e0f0081a-ac3e-4c6d-9c54-06f466baf430","block_type":"box","text":"inconsistencies between a company’s policy engagement and stated policy positions. Companies should, as a","page_number":191,"box":{"x":70,"y":45,"width":786,"height":11}},{"id":"37cb98be-f0cf-484c-95ae-efbc0b256afb","block_type":"box","text":"minimum, meet all regulatory disclosure requirements on political activities. We may engage a company where we","page_number":191,"box":{"x":69,"y":60,"width":812,"height":11}},{"id":"4bb0e297-2afc-4f86-a481-67591343f771","block_type":"box","text":"would like to better understand its approach to policy engagement, where relevant.","page_number":191,"box":{"x":68,"y":75,"width":590,"height":11}},{"id":"09b70643-3130-4e23-8ee8-35cd7e1d6b72","block_type":"box","text":"To mitigate the risk of inconsistencies, companies may wish to assess the alignment between their policy","page_number":191,"box":{"x":101,"y":93,"width":753,"height":11}},{"id":"02d2a35f-71ac-4339-979f-495e225ad309","block_type":"box","text":"priorities and the policy positions of the trade associations of which they are active members and any engagements","page_number":191,"box":{"x":70,"y":108,"width":823,"height":11}},{"id":"7d913a90-ca32-470e-b29c-a61f13bf067d","block_type":"box","text":"under taken by trade associations on behalf of members.","page_number":191,"box":{"x":69,"y":123,"width":404,"height":11}},{"id":"4ec1a5e5-1689-4ffc-b3d7-e497671fc2d8","block_type":"box","text":"We may suppor t a relevant shareholder proposal, or vote against directors, where a company’s disclosures are","page_number":191,"box":{"x":101,"y":142,"width":793,"height":11}},{"id":"c7210413-a679-4999-b72b-1b5430190bd1","block_type":"box","text":"insufficient to address the material risk it has identified.","page_number":191,"box":{"x":70,"y":156,"width":400,"height":9}},{"id":"1742c5b9-a761-4fc6-9bb6-464e1b63c0fb","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":191,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"5f884a30-b1ee-4b4e-99bf-1d791d618329","block_type":"box","text":"Global Engagement and Voting Guidelines | 13","page_number":191,"box":{"x":580,"y":942,"width":329,"height":13}},{"id":"a29a4db2-ccb3-43d0-b694-80b4f9c08b2d","block_type":"box","text":"NM1026U-5981080-191/228","page_number":191,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"17ea547f-ee5a-42b0-9d22-bd7b3d6775e8","block_type":"box","text":"MATERIAL SUSTAINABILITY- RELATED RISKS AND OPPORTUNITIES","page_number":192,"box":{"x":245,"y":45,"width":489,"height":9}},{"id":"76fc642a-b0ab-43d8-abe9-01cf42b1fd5f","block_type":"box","text":"We seek to understand how companies manage the material risks and oppor tunities inherent in their business","page_number":192,"box":{"x":101,"y":64,"width":790,"height":11}},{"id":"d537b1ac-1758-4bd0-9b56-7b5a98e9306f","block_type":"box","text":"operations. In our experience, sustainability-related factors","page_number":192,"box":{"x":69,"y":78,"width":418,"height":12}},{"id":"bf7f2557-3420-4558-b7da-1aec5c734195","block_type":"box","text":"11","page_number":192,"box":{"x":488,"y":79,"width":9,"height":4}},{"id":"ff611699-eeed-4007-afdb-ca0a7214d8df","block_type":"box","text":"that are relevant to a company’s business or material to","page_number":192,"box":{"x":502,"y":79,"width":402,"height":11}},{"id":"66a1fdc7-e454-4d97-be55-d62b3398369e","block_type":"box","text":"its financial per formance, are generally operational considerations embedded into day-to-day management systems.","page_number":192,"box":{"x":70,"y":93,"width":824,"height":12}},{"id":"5b19c058-8930-4947-9135-20966048c73a","block_type":"box","text":"Cer tain sustainability issues may also inform long-term strategic planning, for example, investing in product","page_number":192,"box":{"x":69,"y":108,"width":766,"height":11}},{"id":"716fb5c2-02ea-43c5-a5db-fc69e4e49193","block_type":"box","text":"innovation in anticipation of changing consumer demand or adapting supply chains in response to changing","page_number":192,"box":{"x":70,"y":123,"width":764,"height":11}},{"id":"8ef8d94b-9d1b-46bb-95c3-28206a32c817","block_type":"box","text":"regulatory requirements.","page_number":192,"box":{"x":69,"y":138,"width":174,"height":11}},{"id":"30194d5d-0d40-4381-9adf-287e84a73312","block_type":"box","text":"We recognize that the specific sustainability-related factors that may be financially material or business relevant","page_number":192,"box":{"x":101,"y":156,"width":798,"height":12}},{"id":"317c7c70-7f9e-4ed4-9bbe-ff64ba56a9bb","block_type":"box","text":"will vary by company business model, sector, key markets, and time horizon, amongst other considerations. From","page_number":192,"box":{"x":68,"y":172,"width":809,"height":11}},{"id":"3f8574bb-49d1-4ac9-9269-cd392e1b6423","block_type":"box","text":"company disclosures and our engagement, we aim to understand how management is identifying, assessing and","page_number":192,"box":{"x":69,"y":186,"width":803,"height":12}},{"id":"265524d2-fe4e-4127-b327-a99231c8633b","block_type":"box","text":"integrating material sustainability-related risks and oppor tunities into their business decision-making and practices.","page_number":192,"box":{"x":70,"y":201,"width":820,"height":11}},{"id":"ec8c7cc4-5c15-4b62-9113-30ad5fda0e23","block_type":"box","text":"Doing so helps us under take a more holistic assessment of a company’s potential financial per formance and the","page_number":192,"box":{"x":70,"y":216,"width":808,"height":11}},{"id":"0a0936e7-dd95-48c4-951b-3a0d1bb8032b","block_type":"box","text":"likely risk-adjusted returns of an investment.","page_number":192,"box":{"x":70,"y":231,"width":313,"height":11}},{"id":"29d25ee9-241c-4a3e-91d3-b35ec3cfe365","block_type":"box","text":"We may vote against directors or suppor t a relevant shareholder proposal if we have concerns about how a","page_number":192,"box":{"x":101,"y":249,"width":764,"height":12}},{"id":"d6d80b57-69cb-4d98-9845-6e2ae59d9222","block_type":"box","text":"company is managing or disclosing its approach to material sustainability-related risks that may impact financial","page_number":192,"box":{"x":69,"y":264,"width":798,"height":12}},{"id":"ceb11269-b89d-4f73-b2f1-9823afe3bc5b","block_type":"box","text":"returns.","page_number":192,"box":{"x":69,"y":280,"width":54,"height":8}},{"id":"2c294898-9b35-45e7-a718-81efce89444b","block_type":"box","text":"KEY STAKEHOLDERS","page_number":192,"box":{"x":414,"y":309,"width":151,"height":9}},{"id":"d1f6ebdc-a626-452f-bf4d-34ff5e6d2531","block_type":"box","text":"In our view, companies should understand and take into consideration the interests of the various par ties on","page_number":192,"box":{"x":102,"y":328,"width":774,"height":11}},{"id":"266ca528-25c5-4ed7-a56a-56e1a0cf3517","block_type":"box","text":"whom they depend for their success over time. It is for each company to determine their key stakeholders based on","page_number":192,"box":{"x":68,"y":343,"width":826,"height":11}},{"id":"b9e3d892-ffba-4169-8246-5c517b6b6f09","block_type":"box","text":"what is material to their business and long-term financial per formance. For many companies, key stakeholders","page_number":192,"box":{"x":68,"y":358,"width":790,"height":11}},{"id":"f948e1c5-9afa-49a4-b449-1c636a41614e","block_type":"box","text":"include employees, business par tners (such as suppliers and distributors), clients and consumers, regulators, and","page_number":192,"box":{"x":70,"y":373,"width":817,"height":11}},{"id":"937fd56a-b06a-4887-a5ba-a04cb128a073","block_type":"box","text":"the communities in which they operate. Companies that appropriately balance the interests of investors and other","page_number":192,"box":{"x":68,"y":387,"width":813,"height":12}},{"id":"b66f42d1-0685-4b1a-ab59-c5a6967d5f55","block_type":"box","text":"stakeholders are, in our experience, more likely to be financially resilient over time.","page_number":192,"box":{"x":69,"y":402,"width":592,"height":12}},{"id":"19c001fa-d65d-43c5-a7d8-30f5f0b364f8","block_type":"box","text":"CLIMATE AND DECARBONIZATION INVESTMENT OBJECTIVES","page_number":192,"box":{"x":265,"y":432,"width":448,"height":9}},{"id":"acbf2fe7-c745-43be-b3f0-f35b1301dae5","block_type":"box","text":"Cer tain active BlackRock funds have climate and decarbonization objectives in addition to financial objectives.","page_number":192,"box":{"x":102,"y":451,"width":784,"height":11}},{"id":"50ced28e-5b96-44fc-9c93-40deeaebddc3","block_type":"box","text":"Consistent with the objectives of those investment strategies, our stewardship activity in relation to the holdings in","page_number":192,"box":{"x":69,"y":466,"width":818,"height":11}},{"id":"a2ef2408-c5d9-470b-b1c0-c06922c4ffdd","block_type":"box","text":"those funds differs in some respects from BAIS’ benchmark guidelines, which are described above. Specifically, for","page_number":192,"box":{"x":68,"y":481,"width":823,"height":11}},{"id":"a7ca4779-8501-45c2-843e-688b60632857","block_type":"box","text":"those funds’ holdings, we look to investee companies to demonstrate that they are aligned with a decarbonization","page_number":192,"box":{"x":68,"y":496,"width":814,"height":11}},{"id":"dde11399-9b7a-4773-831e-e663d0f0e31a","block_type":"box","text":"pathway that means their business model would be viable in a low-carbon economy,","page_number":192,"box":{"x":70,"y":511,"width":594,"height":11}},{"id":"41667f0b-22d8-4c2b-bb19-383afaee9bd5","block_type":"box","text":"i.e.","page_number":192,"box":{"x":672,"y":511,"width":20,"height":9}},{"id":"8edded65-2682-4ab7-8f0c-c45f066c9a40","block_type":"box","text":", one in which global","page_number":192,"box":{"x":694,"y":511,"width":144,"height":11}},{"id":"4db6d489-effc-492a-9e87-b46a5c1171d8","block_type":"box","text":"temperature rise is limited to 1.5°C above pre-industrial levels. In addition, clients in separately managed accounts","page_number":192,"box":{"x":68,"y":526,"width":821,"height":11}},{"id":"b9ddcda9-f684-463f-b3d8-a0fa5a72fbaa","block_type":"box","text":"may instruct BlackRock to apply these guidelines to their holdings. Both in the case of funds and separately managed","page_number":192,"box":{"x":69,"y":540,"width":839,"height":12}},{"id":"7b9f33ab-c0b5-4f0f-8ebf-368da7bd4654","block_type":"box","text":"accounts, these guidelines are only implemented upon explicit selection and approval by the applicable fund board or","page_number":192,"box":{"x":69,"y":555,"width":837,"height":12}},{"id":"13b780bc-06fb-446a-8999-62bb137e7f89","block_type":"box","text":"client.","page_number":192,"box":{"x":69,"y":570,"width":41,"height":9}},{"id":"1197b1e4-d141-4078-886b-a546d7d65b6f","block_type":"box","text":"These decarbonization stewardship guidelines focus on companies which produce goods and services that","page_number":192,"box":{"x":101,"y":589,"width":761,"height":11}},{"id":"c0b821c7-4ba6-404a-82e9-a65af84a3232","block_type":"box","text":"contribute to real world decarbonization or have a carbon intensive business model and face outsized impacts from","page_number":192,"box":{"x":69,"y":604,"width":821,"height":11}},{"id":"03b50d62-659f-45cf-add9-92f0cd618f6b","block_type":"box","text":"the low carbon transition, based on repor ted and estimated scopes 1, 2, and 3 greenhouse gas emissions. These","page_number":192,"box":{"x":68,"y":619,"width":817,"height":11}},{"id":"c2066f74-70a6-47d5-920b-61d23dc336a0","block_type":"box","text":"companies should provide disclosures that set out their governance, strategy, risk management processes and","page_number":192,"box":{"x":69,"y":634,"width":792,"height":11}},{"id":"5e170b45-5b2d-4be9-b437-3d61f02ab763","block_type":"box","text":"metrics and targets relevant to decarbonization. It is helpful to investors’ understanding when these disclosures","page_number":192,"box":{"x":69,"y":648,"width":799,"height":12}},{"id":"1a21443d-8eb6-4318-95f8-ef9ce236041f","block_type":"box","text":"include an explanation of the decarbonization scenarios a company is using in its near- and long-term planning, as","page_number":192,"box":{"x":70,"y":663,"width":812,"height":11}},{"id":"f79e902c-d767-40c7-9848-d446254e9761","block_type":"box","text":"well as its scope 1, scope 2 and material scope 3 greenhouse gas (GHG) emissions and reduction targets for scope","page_number":192,"box":{"x":68,"y":678,"width":831,"height":11}},{"id":"72f299c9-6411-43ad-9534-b10fbdfd296a","block_type":"box","text":"1 and 2 emissions.","page_number":192,"box":{"x":70,"y":693,"width":135,"height":9}},{"id":"40cc0948-9025-4a15-9f18-2b9f1a52518b","block_type":"box","text":"Under these climate- and decarbonization-specific guidelines, BAIS may recommend a vote against directors or","page_number":192,"box":{"x":102,"y":711,"width":788,"height":12}},{"id":"d6c6813e-57d6-4815-b816-a98ae8b21808","block_type":"box","text":"suppor t for a relevant shareholder proposal if a company does not appear to be adequately acting to address or","page_number":192,"box":{"x":69,"y":726,"width":800,"height":12}},{"id":"450768e8-cf7d-47de-a2cb-09bc1ea1636a","block_type":"box","text":"disclosing material climate-related risks, consistent with the parameters set out in these climate-and decarbonization","page_number":192,"box":{"x":69,"y":741,"width":839,"height":12}},{"id":"2613c0b7-3e17-487c-880c-1462595cd91f","block_type":"box","text":"specific guidelines. We may recommend suppor ting shareholder proposals seeking information relevant to a","page_number":192,"box":{"x":69,"y":756,"width":771,"height":11}},{"id":"ef125bbc-f77a-4762-acf3-850d61b81500","block_type":"box","text":"11","page_number":192,"box":{"x":69,"y":786,"width":9,"height":4}},{"id":"c4837f14-1960-463f-8d3b-bc588fa57c97","block_type":"box","text":"By material sustainability-related risks and oppor tunities, we mean the drivers of risk and financial value creation in","page_number":192,"box":{"x":84,"y":785,"width":822,"height":11}},{"id":"2055f755-72b2-42d1-8204-809a7864ac32","block_type":"box","text":"a company’s business model that have an environmental or social dependency or impact. Examples of environmental","page_number":192,"box":{"x":69,"y":800,"width":835,"height":12}},{"id":"69b7f4a2-08f1-4d13-ac49-646df5421460","block_type":"box","text":"issues include, but are not limited to, water use, land use, waste management, and climate risk. Examples of social","page_number":192,"box":{"x":70,"y":816,"width":827,"height":11}},{"id":"e09e356a-c4a1-48ae-b19a-3f1b859217a8","block_type":"box","text":"issues include, but are not limited to, human capital management, impacts on the communities in which a company","page_number":192,"box":{"x":70,"y":831,"width":826,"height":11}},{"id":"236fc447-9559-4cfc-af97-f592d85585b8","block_type":"box","text":"operates, customer loyalty, and relationships with regulators. It is our view that well-managed companies will","page_number":192,"box":{"x":69,"y":846,"width":773,"height":11}},{"id":"0ccef350-1b3b-456f-8a44-98351475b8eb","block_type":"box","text":"effectively evaluate and manage material sustainability-related risks and oppor tunities relevant to their businesses.","page_number":192,"box":{"x":69,"y":861,"width":823,"height":11}},{"id":"692702d6-4525-4904-9ab1-8998ed0d03f9","block_type":"box","text":"Governance is the core means by which boards can oversee the creation of durable financial value over time.","page_number":192,"box":{"x":69,"y":876,"width":777,"height":11}},{"id":"6181375f-5610-4258-bc58-54c3bfa89f7c","block_type":"box","text":"Appropriate risk oversight of business-relevant and material sustainability-related considerations is a component of a","page_number":192,"box":{"x":68,"y":891,"width":833,"height":11}},{"id":"61773b90-139e-42c1-8665-8b25ad6959fe","block_type":"box","text":"sound governance framework.","page_number":192,"box":{"x":69,"y":906,"width":212,"height":12}},{"id":"811bb2c0-f298-4c54-9dac-0d64fba2ae7c","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":192,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"89bc9521-45cb-47d3-8ab9-bd9a2747892a","block_type":"box","text":"Global Engagement and Voting Guidelines | 14","page_number":192,"box":{"x":580,"y":942,"width":329,"height":13}},{"id":"f9e10476-426a-40cf-9e22-5971910f727f","block_type":"box","text":"NM1026U-5981080-192/228","page_number":192,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"6406c3b2-725a-41f7-aced-a8ee7919aece","block_type":"box","text":"company’s stated low-carbon transition strategy or targets that the company does not currently provide and that","page_number":193,"box":{"x":69,"y":45,"width":798,"height":11}},{"id":"79f4aac3-bc11-4e64-a483-76430004af2f","block_type":"box","text":"would be helpful to investment decision-making. We would not recommend suppor t for shareholder proposals that","page_number":193,"box":{"x":68,"y":59,"width":814,"height":12}},{"id":"be3064d9-67a1-4917-ab2c-5d54dcd61d59","block_type":"box","text":"seek to constrain board or management decision-making or direct specific business or strategic decisions. As under","page_number":193,"box":{"x":69,"y":74,"width":828,"height":12}},{"id":"96308260-bffa-418d-8b85-76da599eb1dd","block_type":"box","text":"the BAIS benchmark approach, the active por tfolio managers are ultimately responsible for voting consistent with","page_number":193,"box":{"x":68,"y":89,"width":807,"height":12}},{"id":"e558e657-9cb9-47bf-a46a-b80d574af381","block_type":"box","text":"their investment mandate and fund objectives. For the funds and accounts in scope, voting on matters not related to","page_number":193,"box":{"x":68,"y":104,"width":832,"height":11}},{"id":"275b2093-ca77-496f-9176-f5a4fb7063a4","block_type":"box","text":"climate risk and the energy transition is under taken in line with BAIS’ benchmark guidelines.","page_number":193,"box":{"x":69,"y":119,"width":658,"height":11}},{"id":"543c3fc7-1493-44fb-85ff-575c1c18ef1b","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":193,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"8f0b2596-8d53-45ca-bc51-54cddf5711af","block_type":"box","text":"Global Engagement and Voting Guidelines | 15","page_number":193,"box":{"x":580,"y":942,"width":329,"height":13}},{"id":"f6d55bff-2596-43fb-ae7a-9fa7a7336dd0","block_type":"box","text":"NM1026U-5981080-193/228","page_number":193,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"71f6993a-3690-4e76-967f-2db06e17e090","block_type":"box","text":"APPENDIX 1: HOW WE FULFILL AND OVERSEE OUR INVESTMENT STEWARDSHIP RESPONSIBILITIES FOR NON","page_number":194,"box":{"x":83,"y":45,"width":812,"height":9}},{"id":"c3e16b82-2f11-4ec8-8c13-943cecac07c5","block_type":"box","text":"INDEX EQUITY INVESTMENT STRATEGIES","page_number":194,"box":{"x":338,"y":60,"width":302,"height":10}},{"id":"dcb5ad8b-ca0c-4ba0-8a52-6b77b3ec2042","block_type":"box","text":"Oversight","page_number":194,"box":{"x":69,"y":83,"width":68,"height":11}},{"id":"40aecb3c-14e9-4638-88ed-02d0647bc162","block_type":"box","text":"The Global Head of BAIS has primary oversight of and responsibility for the team’s activities, including voting in","page_number":194,"box":{"x":101,"y":101,"width":793,"height":11}},{"id":"c5cea748-25fb-4469-aee0-eef188f483bf","block_type":"box","text":"accordance with the BlackRock Active Investment Stewardship Global Engagement and Voting Guidelines (the","page_number":194,"box":{"x":69,"y":116,"width":778,"height":11}},{"id":"956d3993-0718-414b-9d46-2a0680cfc4b4","block_type":"box","text":"“Guidelines”), which require the application of professional judgment and consideration of each company’s unique","page_number":194,"box":{"x":70,"y":131,"width":814,"height":11}},{"id":"20824517-33aa-41f7-97b5-f9774c6fe854","block_type":"box","text":"circumstances, as well as input from active investors. BAIS is independent from BlackRock Investment Stewardship","page_number":194,"box":{"x":69,"y":146,"width":825,"height":11}},{"id":"991191bb-2139-49db-a881-a37cd275c81a","block_type":"box","text":"in our engagement and voting activities, repor ting lines, and oversight.","page_number":194,"box":{"x":70,"y":161,"width":500,"height":11}},{"id":"c5d64753-0ee4-485b-b631-6c118704348a","block_type":"box","text":"The Stewardship Leaders Group, comprised of senior active investors and other relevant stakeholders in","page_number":194,"box":{"x":101,"y":179,"width":744,"height":11}},{"id":"566717fc-ccc1-4849-b2be-45d6d2632f93","block_type":"box","text":"BlackRock’s legal, public policy, sustainability and communications teams, helps shape the firm’s approach to","page_number":194,"box":{"x":70,"y":194,"width":786,"height":11}},{"id":"3eb61d9b-2dea-4fd3-bd88-88383ce9fb4f","block_type":"box","text":"investment stewardship on non-index equity investment strategies. The Group may advise on and review amendments","page_number":194,"box":{"x":70,"y":209,"width":839,"height":11}},{"id":"23ebfde3-1716-4ecc-8fe9-440687d0ed23","block_type":"box","text":"to BAIS’ policies and practices. It does not determine voting decisions, which are the responsibility of BAIS and the","page_number":194,"box":{"x":68,"y":224,"width":822,"height":11}},{"id":"813a4306-cf0a-4157-9d95-72f9a2569c30","block_type":"box","text":"relevant active equity investors.","page_number":194,"box":{"x":69,"y":239,"width":223,"height":11}},{"id":"6954bde0-e99f-4f3b-996f-796ab4b4c362","block_type":"box","text":"BAIS carries out engagement with companies in collaboration with active investment colleagues, executes proxy","page_number":194,"box":{"x":102,"y":257,"width":797,"height":12}},{"id":"494a8bdd-921b-48bc-b798-6bd2e360ed91","block_type":"box","text":"votes, and conducts vote operations (including maintaining records of votes cast) in a manner consistent with the","page_number":194,"box":{"x":68,"y":272,"width":810,"height":11}},{"id":"b89a6188-eaa7-410e-8100-c5d1c48881c5","block_type":"box","text":"Guidelines. BAIS also conducts research on corporate governance issues and par ticipates in industry discussions to","page_number":194,"box":{"x":69,"y":287,"width":832,"height":11}},{"id":"ecad25f7-5506-4e6f-825d-e620338b3595","block_type":"box","text":"contribute to and keep abreast of impor tant developments in the corporate governance field. BAIS may use third","page_number":194,"box":{"x":69,"y":302,"width":801,"height":11}},{"id":"c7789c4a-2b59-4935-aa1a-3d583957740c","block_type":"box","text":"par ties for cer tain of the foregoing activities and per forms oversight of those third par ties (see “Use and oversight of","page_number":194,"box":{"x":70,"y":317,"width":836,"height":11}},{"id":"15f76699-7153-4805-8996-f54b69644e7d","block_type":"box","text":"third-par ty vote services providers” below).","page_number":194,"box":{"x":68,"y":332,"width":305,"height":11}},{"id":"5b93572e-a47f-43c2-a6a5-de0cc7cfe079","block_type":"box","text":"Voting guidelines and vote execution","page_number":194,"box":{"x":68,"y":354,"width":269,"height":11}},{"id":"ed0726b1-13d0-4bf3-aa39-e8b8e4bff06e","block_type":"box","text":"BlackRock votes on proxy issues when our clients authorize us to do so. We carefully consider the voting items","page_number":194,"box":{"x":102,"y":373,"width":790,"height":11}},{"id":"804e1e54-99ce-4b1f-8c1d-9584cfdee4d0","block_type":"box","text":"submitted to funds and other fiduciary account(s) (Fund or Funds) for which we have voting authority. BlackRock votes","page_number":194,"box":{"x":69,"y":387,"width":838,"height":12}},{"id":"29c0d2c3-e26a-46f1-86be-c805035a5cbe","block_type":"box","text":"(or refrains from voting) for each Fund for which we have voting authority based on our evaluation of the alignment of","page_number":194,"box":{"x":69,"y":402,"width":831,"height":12}},{"id":"d42c23d6-2bc2-4571-bdbd-31adbc4244b9","block_type":"box","text":"the voting items with the long-term economic interests of our clients, in the exercise of our independent business","page_number":194,"box":{"x":68,"y":417,"width":809,"height":12}},{"id":"a685b601-69c0-4880-ae59-57b324b89875","block_type":"box","text":"judgment, and without regard to the relationship of the issuer (or any shareholder proponent or dissident","page_number":194,"box":{"x":67,"y":432,"width":749,"height":11}},{"id":"91b80f13-c9aa-4757-bbb3-65b113b9789b","block_type":"box","text":"shareholder) to the Fund, the Fund’s affiliates (if any), BlackRock or BlackRock’s affiliates, or BlackRock employees","page_number":194,"box":{"x":69,"y":447,"width":825,"height":11}},{"id":"4feeb1ba-ecec-4ff9-9c0d-8149f2f4e949","block_type":"box","text":"(see “Conflicts management policies and procedures,” below).","page_number":194,"box":{"x":69,"y":462,"width":445,"height":11}},{"id":"b5c4c946-a2eb-41ba-b951-c95af42e4acc","block_type":"box","text":"When exercising voting rights, BAIS will normally vote on specific proxy issues in accordance with the Guidelines,","page_number":194,"box":{"x":101,"y":480,"width":803,"height":12}},{"id":"e051152d-65a8-4920-b4aa-810b7bf4314f","block_type":"box","text":"although por tfolio managers have the right to vote differently on their holdings if they determine doing so is more","page_number":194,"box":{"x":69,"y":495,"width":806,"height":12}},{"id":"54bec2fa-2060-4275-aa61-4be85855e2e7","block_type":"box","text":"aligned with the investment objective and financial interests of clients invested in the funds they manage.","page_number":194,"box":{"x":69,"y":510,"width":752,"height":11}},{"id":"313cb415-2501-4664-948a-82b6a5902e45","block_type":"box","text":"The Guidelines are not intended to be exhaustive. BAIS applies the Guidelines on a case-by-case basis, in the","page_number":194,"box":{"x":101,"y":529,"width":782,"height":11}},{"id":"201ff822-3aa0-4a48-b699-9a71995023dc","block_type":"box","text":"context of the individual circumstances of each company and the specific issue under review. As such, the Guidelines","page_number":194,"box":{"x":69,"y":544,"width":837,"height":11}},{"id":"44d821de-449d-4989-8e20-ab8a6989a2c5","block_type":"box","text":"do not indicate how BAIS will vote in every instance. Rather, they reflect our view about corporate governance issues","page_number":194,"box":{"x":69,"y":559,"width":830,"height":11}},{"id":"b2166c47-31d7-45fc-93e6-45ff3ccdb5ad","block_type":"box","text":"generally, and provide insight into how we typically approach issues that are commonly put to a shareholder vote. The","page_number":194,"box":{"x":68,"y":574,"width":838,"height":11}},{"id":"8b640291-02c3-474d-ad6c-6a85def4deac","block_type":"box","text":"Guidelines are reviewed annually and updated as necessary to reflect changes in market practices, developments in","page_number":194,"box":{"x":69,"y":588,"width":829,"height":12}},{"id":"d9510591-8529-4349-b5f9-daeef9d61edb","block_type":"box","text":"corporate governance and feedback from companies and clients. In this way, BAIS aims to maintain policies that","page_number":194,"box":{"x":69,"y":603,"width":802,"height":11}},{"id":"058c64c1-5e78-449d-ae61-ebb2f041cd87","block_type":"box","text":"explain our approach to governance practices most aligned with clients’ long-term financial interests.","page_number":194,"box":{"x":69,"y":618,"width":718,"height":11}},{"id":"783d20ba-2a5a-40b1-b3ed-d9141f0be17d","block_type":"box","text":"In cer tain markets, proxy voting involves logistical issues which can affect BAIS’ ability to vote such proxies, as","page_number":194,"box":{"x":102,"y":637,"width":792,"height":11}},{"id":"2a86b7c6-0035-4261-a9a7-d9372c252d0a","block_type":"box","text":"well as the desirability of voting such proxies. These issues include, but are not limited to: i) untimely notice of","page_number":194,"box":{"x":68,"y":652,"width":791,"height":11}},{"id":"03a91255-b854-4e44-9bc4-f0441dd0700d","block_type":"box","text":"shareholder meetings; ii) restrictions on a foreigner’s ability to exercise votes; iii) requirements to vote proxies in","page_number":194,"box":{"x":69,"y":666,"width":805,"height":12}},{"id":"3e2f7dc3-94f4-4ebb-8801-dc509e020b09","block_type":"box","text":"person; iv) “share-blocking” (requirements that investors who exercise their voting rights surrender the right to","page_number":194,"box":{"x":70,"y":682,"width":784,"height":11}},{"id":"81e63a7d-18c0-446b-804d-98fd9a7a20b8","block_type":"box","text":"dispose of their holdings from the point at which votes are submitted until after the shareholder meeting has","page_number":194,"box":{"x":69,"y":696,"width":775,"height":11}},{"id":"134e2f0a-3b1e-4eb9-82d8-88af1390c0ab","block_type":"box","text":"occurred); v) potential difficulties in translating the proxy; vi) regulatory constraints; and vii) requirements to provide","page_number":194,"box":{"x":69,"y":711,"width":824,"height":11}},{"id":"7d03468d-4518-4b7c-a0ef-3c61e4c04226","block_type":"box","text":"local agents with powers of attorney to facilitate voting instructions. We are not suppor tive of impediments to the","page_number":194,"box":{"x":70,"y":726,"width":806,"height":11}},{"id":"886ee3d8-7e5f-4e94-b626-140758511c26","block_type":"box","text":"exercise of voting rights such as share-blocking or overly burdensome administrative requirements.","page_number":194,"box":{"x":69,"y":741,"width":704,"height":11}},{"id":"6ba04af4-2f4a-4c73-bbdc-d10502a4d595","block_type":"box","text":"BlackRock votes proxies in these situations on a “best-effor ts” basis. In addition, BAIS may determine that it is","page_number":194,"box":{"x":102,"y":759,"width":796,"height":12}},{"id":"bd64a1ee-4c47-4c51-9f7e-e6f5eb64f255","block_type":"box","text":"generally in the interests of BlackRock’s clients not to vote proxies (or not to vote our full allocation) if the costs","page_number":194,"box":{"x":68,"y":774,"width":799,"height":12}},{"id":"2e605109-bf60-4910-b3fa-16055bfdcdf3","block_type":"box","text":"(including but not limited to oppor tunity costs associated with share-blocking constraints) associated with exercising","page_number":194,"box":{"x":69,"y":789,"width":829,"height":11}},{"id":"291be973-8f16-4d65-a867-f8603252a2fa","block_type":"box","text":"a vote are expected to outweigh the benefit the client would derive by voting on the proposal.","page_number":194,"box":{"x":69,"y":804,"width":661,"height":11}},{"id":"bdb64251-71ea-4001-9a19-ac87df350518","block_type":"box","text":"Voting Choice","page_number":194,"box":{"x":68,"y":826,"width":101,"height":12}},{"id":"f0442832-86d1-47e8-88f2-deb4ed21652d","block_type":"box","text":"BlackRock offers Voting Choice, a program that provides eligible clients with more oppor tunities to par ticipate in","page_number":194,"box":{"x":102,"y":845,"width":800,"height":11}},{"id":"576f0f98-36c2-47e3-83e2-5b0264cae2cb","block_type":"box","text":"the proxy voting process where legally and operationally viable.","page_number":194,"box":{"x":68,"y":860,"width":447,"height":11}},{"id":"be214f1d-a6a4-4a70-9405-ca538cdc0cb4","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":194,"box":{"x":69,"y":943,"width":311,"height":11}},{"id":"c4052766-bc36-4e9d-9512-1d863c20975e","block_type":"box","text":"Global Engagement and Voting Guidelines | 16","page_number":194,"box":{"x":580,"y":942,"width":329,"height":13}},{"id":"eadaa76c-de30-4dd4-b532-b5cfa7b79488","block_type":"box","text":"NM1026U-5981080-194/228","page_number":194,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"7e38154a-d7ad-4bab-9ffd-413a00059afb","block_type":"box","text":"Voting Choice is currently available for eligible clients invested in cer tain institutional pooled funds in the U.S.,","page_number":195,"box":{"x":101,"y":45,"width":786,"height":11}},{"id":"7fd49bec-a941-4013-9c89-cc15c0552b46","block_type":"box","text":"UK, and Canada that use systematic active equity (SAE) and multi-asset strategies. In addition, institutional clients in","page_number":195,"box":{"x":70,"y":60,"width":834,"height":11}},{"id":"71592347-25b6-4538-b1ce-4b92502a394d","block_type":"box","text":"separately managed accounts (SMAs) are eligible for BlackRock Voting Choice regardless of their investment","page_number":195,"box":{"x":69,"y":74,"width":774,"height":12}},{"id":"e8148900-c789-409e-9811-e3ce9cd82265","block_type":"box","text":"strategies.","page_number":195,"box":{"x":69,"y":89,"width":74,"height":12}},{"id":"6a03d964-0d01-4bcb-b4a0-fabc46fd7371","block_type":"box","text":"12","page_number":195,"box":{"x":145,"y":90,"width":9,"height":4}},{"id":"64448333-a73a-4650-88fe-cdd53583f833","block_type":"box","text":"As a result, the shares attributed to BlackRock in company share registers may be voted differently depending","page_number":195,"box":{"x":101,"y":108,"width":788,"height":11}},{"id":"f10c11de-2a8e-4b49-af68-472b77dde711","block_type":"box","text":"on whether our clients have authorized BAIS to vote on their behalf, have authorized BlackRock to vote in accordance","page_number":195,"box":{"x":69,"y":123,"width":834,"height":10}},{"id":"6a3edbc0-1724-4c21-b3db-94fa44328060","block_type":"box","text":"with a third-par ty policy, or have elected to vote shares in accordance with their own policy. 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Trustees/Directors (“Directors”) of cer tain open-end funds (the “Funds”) advised by","page_number":198,"box":{"x":134,"y":316,"width":702,"height":11}},{"id":"47109f6b-1807-449e-aac3-0d750e1e5078","block_type":"box","text":"BlackRock Fund Advisors or BlackRock Advisors, LLC (“BlackRock”), have the responsibility for the oversight of","page_number":198,"box":{"x":102,"y":331,"width":789,"height":11}},{"id":"205d200c-cdea-47a5-999e-067d4ad7dd7a","block_type":"box","text":"voting proxies relating to por tfolio securities of the Funds, and have determined that it is in the best interests of","page_number":198,"box":{"x":101,"y":346,"width":801,"height":11}},{"id":"c43ffe10-2c90-49d7-8684-ccf7ab3a5f8c","block_type":"box","text":"the Funds and their shareholders to delegate the responsibility to vote proxies to BlackRock, subject to the","page_number":198,"box":{"x":101,"y":361,"width":763,"height":11}},{"id":"80bba71b-e059-4330-8594-4f42be9c896a","block_type":"box","text":"principles outlined in this Policy, as par t of BlackRock’s authority to manage, acquire and dispose of account","page_number":198,"box":{"x":102,"y":375,"width":775,"height":12}},{"id":"bf2ceb5c-b863-4e98-92ae-1dad815fb3d6","block_type":"box","text":"assets, all as contemplated by the Funds’ respective investment management agreements.","page_number":198,"box":{"x":102,"y":391,"width":651,"height":11}},{"id":"ac7e5dc2-ccc7-4138-84fc-2b0484370cf1","block_type":"box","text":"BlackRock has adopted the BlackRock Investment Stewardship Global Benchmark Policy (as from time to","page_number":198,"box":{"x":135,"y":409,"width":748,"height":11}},{"id":"277c3c39-c6f1-42ef-9bd1-824f28a731fc","block_type":"box","text":"time amended, the “Guidelines”) governing proxy voting by index equity Funds managed by BlackRock, except for","page_number":198,"box":{"x":101,"y":424,"width":804,"height":11}},{"id":"3bb74a4c-8e83-46dc-a9dc-9e0586199a9f","block_type":"box","text":"the iShares Core S&P 500 ETF. 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In mitigating conflicts,","page_number":198,"box":{"x":101,"y":643,"width":800,"height":12}},{"id":"1285e4d0-0368-4288-8139-723adb6d57d3","block_type":"box","text":"BIS will adhere to the Guidelines.","page_number":198,"box":{"x":102,"y":658,"width":235,"height":9}},{"id":"333885d7-8ad9-4055-9328-4844d6650bae","block_type":"box","text":"In cer tain instances, BIS will engage an independent third-par ty voting service provider to make proxy voting","page_number":198,"box":{"x":135,"y":677,"width":769,"height":11}},{"id":"40b32a2b-cf2a-4786-95e0-00cd7be140ac","block_type":"box","text":"recommendations as a fur ther safeguard to avoid potential conflicts of interest, to satisfy regulatory compliance","page_number":198,"box":{"x":102,"y":692,"width":800,"height":11}},{"id":"c7c5b245-ba56-4d2e-858b-401192f6c21d","block_type":"box","text":"requirements, or as may be otherwise required by applicable law.","page_number":198,"box":{"x":102,"y":707,"width":463,"height":11}},{"id":"7dbb567b-c071-4b67-8d90-aee46f6be7f3","block_type":"box","text":"With respect to the relationship between securities lending and proxy voting, shares on loan cannot be voted","page_number":198,"box":{"x":134,"y":725,"width":774,"height":11}},{"id":"e49c7027-a6d6-4f7f-a551-e0a47e4486c6","block_type":"box","text":"and BlackRock may determine to recall them for voting, as guided by BlackRock’s fiduciary responsibility to act","page_number":198,"box":{"x":102,"y":740,"width":791,"height":11}},{"id":"a01ed15e-f1a4-44c2-9934-337062f7686b","block_type":"box","text":"in clients’ financial interests. The Guidelines set for th BlackRock’s approach to recalling securities on loan in","page_number":198,"box":{"x":102,"y":755,"width":778,"height":11}},{"id":"85b9971f-ee3b-4454-aa6b-a73cddb1a345","block_type":"box","text":"connection with proxy voting.","page_number":198,"box":{"x":101,"y":770,"width":203,"height":11}},{"id":"383bd2df-ef8e-4f37-b20e-f2bda77eb5ac","block_type":"box","text":"Reports to the Board","page_number":198,"box":{"x":102,"y":789,"width":153,"height":10}},{"id":"4f023d28-9215-416f-9932-f9e6f4f719be","block_type":"box","text":"BlackRock will repor t on an annual basis to the Directors on (1) a summary of the proxy voting process as","page_number":198,"box":{"x":135,"y":807,"width":755,"height":11}},{"id":"7054a410-05fb-4d1e-805b-fb86c24175cf","block_type":"box","text":"applicable to the Funds covered by this policy in the preceding year together with a representation that all 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Engagements provide companies with the","page_number":202,"box":{"x":69,"y":753,"width":829,"height":11}},{"id":"9c7cd6a5-e9ba-4339-938e-e78a3292a67c","block_type":"box","text":"oppor tunity to share their perspectives on topics that, in BIS’ experience, impact the long-term financial returns","page_number":202,"box":{"x":69,"y":768,"width":795,"height":11}},{"id":"6419c320-52e9-4be0-851b-40092252911f","block_type":"box","text":"BlackRock’s clients depend on to meet their financial goals.","page_number":202,"box":{"x":70,"y":783,"width":425,"height":11}},{"id":"f001841b-97e5-4a80-90d2-6f60a336536e","block_type":"box","text":"1","page_number":202,"box":{"x":69,"y":813,"width":4,"height":4}},{"id":"b28098e2-ea11-4214-b140-3472b1bf2fb5","block_type":"box","text":"On February 11, 2025, the U.S. Securities and Exchange Commission (SEC) staff issued updated guidance for","page_number":202,"box":{"x":79,"y":812,"width":790,"height":11}},{"id":"7bacd97a-3e77-4993-ab8d-946dc50e9032","block_type":"box","text":"shareholders to maintain their eligibility to repor t their beneficial ownership under Schedule 13G of the Exchange Act.","page_number":202,"box":{"x":69,"y":827,"width":836,"height":12}},{"id":"4b5b1d5c-0d89-494a-a970-864e3da249e5","block_type":"box","text":"We comply fully with these requirements and do not engage with por tfolio companies for the purpose, or with the","page_number":202,"box":{"x":68,"y":842,"width":805,"height":12}},{"id":"7ba4549a-71af-4a4d-8532-abc9d1aef9f5","block_type":"box","text":"effect, of changing or influencing control of any company.","page_number":202,"box":{"x":69,"y":857,"width":405,"height":12}},{"id":"0bf1fdf6-83c0-4eba-8ce9-52215e7c3c8b","block_type":"box","text":"2","page_number":202,"box":{"x":69,"y":876,"width":4,"height":4}},{"id":"a22b93d7-ec94-4224-866b-86435f6268a3","block_type":"box","text":"Alongside the Global Principles and regional voting guidelines, BIS publishes Engagement Priorities which reflect the","page_number":202,"box":{"x":78,"y":875,"width":827,"height":11}},{"id":"d693c2a0-a68c-4cf4-851d-413e02746215","block_type":"box","text":"five themes on which we most frequently engage companies, where they are relevant, as these can be a source of","page_number":202,"box":{"x":68,"y":890,"width":818,"height":12}},{"id":"1e86d9f7-7687-4d88-a595-477fcc3dba20","block_type":"box","text":"material business risk or oppor tunity.","page_number":202,"box":{"x":69,"y":906,"width":264,"height":11}},{"id":"87c4e5bc-25ff-4443-8723-387229952684","block_type":"box","text":"BlackRock Investment Stewardship","page_number":202,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"5b9d1792-9675-40ed-80e2-40cfaa2bda01","block_type":"box","text":"Global Principles | 3","page_number":202,"box":{"x":768,"y":942,"width":141,"height":13}},{"id":"3b198183-4b8b-48f7-a074-ec29e5dcd153","block_type":"box","text":"NM1026U-5981080-202/228","page_number":202,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"fd3b285a-aa68-4849-a479-cf5acdd41a13","block_type":"box","text":"Voting at a company’s shareholder meeting is a right of share ownership and a core principle of corporate","page_number":203,"box":{"x":101,"y":45,"width":753,"height":11}},{"id":"412ccf79-b479-4fd6-81ca-48bd3c90b7a8","block_type":"box","text":"governance. 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These are topics that shareholders may have","page_number":203,"box":{"x":69,"y":475,"width":822,"height":12}},{"id":"732cddaa-d304-47a5-990c-51b0f55b4836","block_type":"box","text":"the ability to vote on at shareholder meetings. 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Our regional voting guidelines explain how the BIS Global","page_number":203,"box":{"x":69,"y":717,"width":781,"height":12}},{"id":"115cf2ca-074c-4b45-a33c-1223f78062a0","block_type":"box","text":"Principles inform our voting decisions in relation to common ballot items for shareholder meetings in those markets.","page_number":203,"box":{"x":69,"y":732,"width":829,"height":12}},{"id":"d2a1ef53-405f-4cbf-a1a5-59d77636935b","block_type":"box","text":"4","page_number":203,"box":{"x":899,"y":733,"width":5,"height":4}},{"id":"f444c8b9-548a-4032-931e-45a4b13c8dda","block_type":"box","text":"3","page_number":203,"box":{"x":69,"y":762,"width":4,"height":5}},{"id":"1aaeb039-b192-4f33-a8b6-9e8e288af450","block_type":"box","text":"Examples include: Government of Canada, “Canada Business Corporations Act,” amended 2024; European Union,","page_number":203,"box":{"x":79,"y":762,"width":816,"height":11}},{"id":"11d4cb6c-88ab-47de-8da3-538f21867bc6","block_type":"box","text":"“Shareholder Rights Directive II,” 2017; and the China Securities Regulatory Commission, “Code of Corporate","page_number":203,"box":{"x":70,"y":777,"width":784,"height":11}},{"id":"9c42edce-66ab-4b0d-a3f5-6b6ec5c172d6","block_type":"box","text":"Governance for Listed Companies in China,” 2001. Websites accessed in December 2025.","page_number":203,"box":{"x":69,"y":792,"width":650,"height":11}},{"id":"ae64cd44-125c-4593-99a3-0b6b196fa18e","block_type":"box","text":"4","page_number":203,"box":{"x":69,"y":810,"width":4,"height":4}},{"id":"af2921ee-6aa8-4bfb-acfa-d9fdb35b176e","block_type":"box","text":"Our regional voting guidelines reflect these different market standards and norms. Depending on the market,","page_number":203,"box":{"x":79,"y":810,"width":776,"height":11}},{"id":"f03c6110-66c3-45b5-bb61-db41d11ee7e2","block_type":"box","text":"generally accepted practice is informed by corporate law, market regulation, best practices, and industry initiatives,","page_number":203,"box":{"x":68,"y":825,"width":821,"height":11}},{"id":"cc091c66-5a37-468f-97e6-d7b743516c83","block_type":"box","text":"amongst other factors. BIS carries out engagement with companies, executes proxy votes, and conducts vote","page_number":203,"box":{"x":69,"y":840,"width":780,"height":11}},{"id":"29e72521-f05e-496f-95f3-5a0f8ebc379b","block_type":"box","text":"operations (including maintaining records of votes cast) in a manner consistent with the relevant regional voting","page_number":203,"box":{"x":69,"y":855,"width":796,"height":11}},{"id":"5ddb2d1c-d170-4771-bf6d-165967d045df","block_type":"box","text":"guidelines.","page_number":203,"box":{"x":68,"y":870,"width":76,"height":11}},{"id":"96a33e66-6608-4c26-871d-6713d20e1a9b","block_type":"box","text":"BlackRock Investment Stewardship","page_number":203,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"59c340f9-88cf-4101-962b-d4ef1790b819","block_type":"box","text":"Global Principles | 4","page_number":203,"box":{"x":768,"y":942,"width":141,"height":13}},{"id":"d5300f6c-9d98-4d65-9af3-878e31dced08","block_type":"box","text":"NM1026U-5981080-203/228","page_number":203,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"7bba340d-6869-4a01-be7b-40ed0faef0d8","block_type":"box","text":"BOARDS AND DIRECTORS","page_number":204,"box":{"x":394,"y":45,"width":190,"height":9}},{"id":"eb5c8f82-76af-4717-873d-51056c63eed8","block_type":"box","text":"Oversight role of the board","page_number":204,"box":{"x":69,"y":75,"width":194,"height":11}},{"id":"be16aeaf-5127-4383-b2c2-7278dc5ea42d","block_type":"box","text":"Companies whose boards are comprised of appropriately qualified, engaged directors with professional","page_number":204,"box":{"x":102,"y":98,"width":734,"height":11}},{"id":"bdd76881-bf85-4732-add6-0207fb76bcdc","block_type":"box","text":"characteristics relevant to a company’s business enhance the board’s ability to add long-term financial value and","page_number":204,"box":{"x":69,"y":113,"width":806,"height":11}},{"id":"a29f1a65-893b-4a75-9597-a612783cb616","block_type":"box","text":"serve as the voice of shareholders in board discussions. In our view, a strong board gives a company a competitive","page_number":204,"box":{"x":69,"y":128,"width":822,"height":11}},{"id":"5b166bf6-1eab-411d-97ec-b0d6271eb164","block_type":"box","text":"advantage, providing valuable oversight and contributing to the most impor tant management decisions that suppor t","page_number":204,"box":{"x":69,"y":143,"width":825,"height":11}},{"id":"3531ba0f-206b-45cd-98fb-78657ecbc667","block_type":"box","text":"long-term financial per formance.","page_number":204,"box":{"x":70,"y":158,"width":229,"height":11}},{"id":"116fc0ed-d315-4316-8e05-491e3962dc6a","block_type":"box","text":"For this reason, our investment stewardship effor ts focus on the effectiveness of the board of directors. We","page_number":204,"box":{"x":102,"y":181,"width":771,"height":11}},{"id":"2b0a18d8-3093-4500-b9a2-7ae6afac73ca","block_type":"box","text":"engage, as necessary, with members of the board’s nominating and/or governance committee to assess whether","page_number":204,"box":{"x":69,"y":196,"width":811,"height":11}},{"id":"ea12dabc-9965-4bcf-bbb2-6a5ace386bf6","block_type":"box","text":"governance practices and board composition are effective given a company’s business model, sector, market, and","page_number":204,"box":{"x":68,"y":211,"width":817,"height":11}},{"id":"ed94eccc-a075-46a4-be0f-0c773f4f0df8","block_type":"box","text":"the business environment in which a company is operating.","page_number":204,"box":{"x":68,"y":226,"width":422,"height":11}},{"id":"9350a097-7d3a-4adf-bb24-e463d727e35a","block_type":"box","text":"We consider it good practice when the board establishes and maintains a framework of robust and effective","page_number":204,"box":{"x":101,"y":249,"width":770,"height":11}},{"id":"e43540ed-3f6c-41d7-a0d4-035043639634","block_type":"box","text":"governance mechanisms that suppor ts its oversight of the company’s strategy and operations, consistent with the","page_number":204,"box":{"x":68,"y":264,"width":817,"height":11}},{"id":"43ed2210-e098-45ab-b5ca-0704bda38f6c","block_type":"box","text":"long-term financial interests of investors. This includes having clear descriptions of the role of the board and the","page_number":204,"box":{"x":70,"y":279,"width":799,"height":11}},{"id":"9108daa9-625a-466b-98a2-a85806c9760b","block_type":"box","text":"committees of the board and how directors engage with and oversee management, as well as disclosure of material","page_number":204,"box":{"x":69,"y":294,"width":827,"height":11}},{"id":"6dd4572d-6db4-4e24-bdcd-5a9dfc6360a0","block_type":"box","text":"risks that may affect a company’s long-term strategy and how management is effectively identifying, managing, and","page_number":204,"box":{"x":69,"y":309,"width":822,"height":11}},{"id":"0b6912b9-3c10-4adb-9214-da7693775d65","block_type":"box","text":"mitigating such risks.","page_number":204,"box":{"x":69,"y":325,"width":150,"height":11}},{"id":"a7ff191d-685d-4621-84f5-cc6d3014b06d","block_type":"box","text":"Understanding management’s long-term strategy and the milestones against which investors should assess its","page_number":204,"box":{"x":102,"y":347,"width":791,"height":11}},{"id":"eeb7b2fd-6ce7-4f36-aa63-b9904a332292","block_type":"box","text":"implementation is central to our approach. If any strategic targets are significantly missed or materially restated, we","page_number":204,"box":{"x":70,"y":362,"width":826,"height":11}},{"id":"29b0e99a-f295-45a4-bc2c-742176d270b3","block_type":"box","text":"find it helpful when company disclosures provide a detailed explanation of the changes and an indication of the","page_number":204,"box":{"x":68,"y":377,"width":793,"height":12}},{"id":"b6a5fd88-2857-4ab9-aead-78dc1b9267f9","block_type":"box","text":"board’s role in reviewing the revised targets. We look to the board to ar ticulate the effectiveness of these","page_number":204,"box":{"x":69,"y":392,"width":755,"height":12}},{"id":"3fe023c9-6cc1-4f3a-aa88-ad2ed7044d52","block_type":"box","text":"mechanisms in overseeing the management of business risks and oppor tunities and the fulfillment of the company’s","page_number":204,"box":{"x":69,"y":407,"width":835,"height":12}},{"id":"d3ebac70-2090-4395-ab6e-6cda2e8b16b4","block_type":"box","text":"strategy.","page_number":204,"box":{"x":69,"y":423,"width":58,"height":11}},{"id":"1ce71568-3734-4bb4-a015-21fd00716f43","block_type":"box","text":"Where a company has not adequately disclosed or demonstrated that its board has fulfilled these corporate","page_number":204,"box":{"x":101,"y":445,"width":769,"height":11}},{"id":"8b7fd981-bf8d-4056-8825-da161a397162","block_type":"box","text":"governance and risk oversight responsibilities, we may consider not suppor ting the election of directors who, in our","page_number":204,"box":{"x":68,"y":460,"width":823,"height":12}},{"id":"344dfdeb-83a9-4f75-bb9b-7746ce8b0476","block_type":"box","text":"assessment, have par ticular responsibility for the issues.","page_number":204,"box":{"x":69,"y":475,"width":409,"height":12}},{"id":"a77bb244-00b5-4a4a-96f4-b51ccd1108c0","block_type":"box","text":"When casting vote decisions on behalf of clients on the election of directors, some of the factors that speak to","page_number":204,"box":{"x":101,"y":498,"width":791,"height":11}},{"id":"666caba4-1e29-44c4-ad49-a4372c06d911","block_type":"box","text":"the board’s effectiveness as a group include the relevance of individual directors’ qualifications and skillsets, as well","page_number":204,"box":{"x":68,"y":513,"width":836,"height":12}},{"id":"55f24130-74bf-4717-92bc-80e54ab128ab","block_type":"box","text":"as directors’ capacity and other time commitments, and how these factors may contribute to the company’s financial","page_number":204,"box":{"x":69,"y":528,"width":833,"height":12}},{"id":"627fef69-493f-4307-a648-b2431bf2d858","block_type":"box","text":"per formance. We look to boards to establish formal and transparent processes for nominating directors that reflect","page_number":204,"box":{"x":70,"y":543,"width":823,"height":12}},{"id":"af46d4c6-51cb-4a86-8e3a-8a2854bf5032","block_type":"box","text":"the company’s long-term strategy and business model.","page_number":204,"box":{"x":68,"y":559,"width":390,"height":11}},{"id":"618eac4f-66b4-46e3-a2d1-22fe8c7d7703","block_type":"box","text":"In the section titled “Board quality and effectiveness” below, we provide more detail about our approach to board","page_number":204,"box":{"x":102,"y":581,"width":807,"height":11}},{"id":"42d45e48-cf22-49a0-9dc0-7878a27667c1","block_type":"box","text":"composition and how it underpins board effectiveness and long-term financial value creation.","page_number":204,"box":{"x":69,"y":596,"width":662,"height":12}},{"id":"7f3e398e-9960-4494-813b-a79eb03dad5b","block_type":"box","text":"Regular accountability through director elections","page_number":204,"box":{"x":69,"y":627,"width":358,"height":11}},{"id":"b4ed1007-3ce3-4ca8-beed-74b485fcbf00","block_type":"box","text":"The election of directors to the board is a right of shareholders and an impor tant signal of suppor t for, or","page_number":204,"box":{"x":101,"y":649,"width":750,"height":12}},{"id":"dae23290-6c9e-48fd-b0f7-8b574c53c024","block_type":"box","text":"concern about, the per formance of the board in overseeing and advising management. To ensure accountability for","page_number":204,"box":{"x":69,"y":664,"width":819,"height":12}},{"id":"170600d8-2ab5-4b46-ad47-9aa1b01b7069","block_type":"box","text":"their decisions on behalf of shareholders, directors should stand for election on a regular basis, ideally annually.","page_number":204,"box":{"x":68,"y":680,"width":802,"height":11}},{"id":"73fa8c5f-f76d-4fe9-b17b-570d13e518f8","block_type":"box","text":"5","page_number":204,"box":{"x":872,"y":680,"width":4,"height":4}},{"id":"6689f219-d55c-418c-9a23-0893e43f6f4b","block_type":"box","text":"Annual director elections allow shareholders to reaffirm their suppor t for, or concerns about, board members’","page_number":204,"box":{"x":68,"y":695,"width":782,"height":11}},{"id":"ee02203c-4300-45d1-a827-06e6a7c360b1","block_type":"box","text":"decisions in a timely manner. When board members are not elected annually, we consider it good practice for boards","page_number":204,"box":{"x":69,"y":710,"width":832,"height":11}},{"id":"27d46c12-3b60-4e35-a7ac-9fb928d464fb","block_type":"box","text":"to have a rotation policy to ensure that, through a board cycle, all directors have had their appointment re-confirmed,","page_number":204,"box":{"x":68,"y":725,"width":832,"height":11}},{"id":"77fd09e8-1bfc-4adb-9767-3676b2704198","block_type":"box","text":"with a propor tion of directors being put forward for election at each shareholder meeting.","page_number":204,"box":{"x":68,"y":740,"width":636,"height":11}},{"id":"b68d1022-ea2a-421b-9f04-1af04a05d6dd","block_type":"box","text":"BOARD QUALITY AND EFFECTIVENESS","page_number":204,"box":{"x":348,"y":770,"width":282,"height":11}},{"id":"e43a1162-79f3-4378-a3be-c38c1dab2617","block_type":"box","text":"Regular director elections also give boards the oppor tunity to adjust their composition in an orderly way to reflect","page_number":204,"box":{"x":102,"y":793,"width":805,"height":11}},{"id":"0e12de74-7a2e-47d5-853a-35e89e344c4d","block_type":"box","text":"developments in the company’s strategy and the market environment. In our view, it is beneficial for new directors to","page_number":204,"box":{"x":69,"y":808,"width":831,"height":11}},{"id":"e456ae4b-ffa2-41a0-97a8-b82bcf912b2b","block_type":"box","text":"be brought onto the board periodically to refresh the group’s thinking, while suppor ting both continuity and","page_number":204,"box":{"x":69,"y":823,"width":758,"height":12}},{"id":"d01c7e3c-faec-4723-b233-3e7094f9300a","block_type":"box","text":"5","page_number":204,"box":{"x":69,"y":853,"width":4,"height":4}},{"id":"b16d2037-9425-4874-adc3-e279a5435459","block_type":"box","text":"In most markets, directors stand for re-election on an annual or triennial basis, as determined by corporate law,","page_number":204,"box":{"x":79,"y":852,"width":795,"height":12}},{"id":"60c77e4a-6afb-4ecd-82a5-1713b96ce82f","block_type":"box","text":"market regulation or voluntary best practice.","page_number":204,"box":{"x":69,"y":868,"width":314,"height":11}},{"id":"4486a962-e081-4769-8a89-e83d6ec850e2","block_type":"box","text":"BlackRock Investment Stewardship","page_number":204,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"53e44421-d43f-49a8-9add-e79a5f9add43","block_type":"box","text":"Global Principles | 5","page_number":204,"box":{"x":768,"y":942,"width":141,"height":13}},{"id":"5d46466e-9d40-4a78-8784-3f61e198a681","block_type":"box","text":"NM1026U-5981080-204/228","page_number":204,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"b81eadd7-db30-4fdd-b4ef-3f4710a195a1","block_type":"box","text":"appropriate succession planning. We consider the average overall tenure of the board and seek a balance between","page_number":205,"box":{"x":69,"y":45,"width":819,"height":11}},{"id":"2b4b0e9f-6ff6-42a2-9856-9ce5908f0141","block_type":"box","text":"the knowledge and experience of longer-serving directors and the fresh perspectives of directors who joined more","page_number":205,"box":{"x":68,"y":60,"width":809,"height":11}},{"id":"2b887571-ad88-428c-b104-289e21c82c1e","block_type":"box","text":"recently.","page_number":205,"box":{"x":69,"y":75,"width":57,"height":11}},{"id":"e473e5d3-2b9e-403c-9785-ac3ebf674b03","block_type":"box","text":"We appreciate when companies regularly review and assess how directors nominated for election contribute to","page_number":205,"box":{"x":101,"y":98,"width":789,"height":11}},{"id":"d236552c-d7a5-48bb-b903-624639633ba2","block_type":"box","text":"the effectiveness of the board. In our view, the company’s assessment should consider a number of factors,","page_number":205,"box":{"x":68,"y":113,"width":774,"height":11}},{"id":"73df5ffe-6bd0-463d-ba8b-45b7c1f6b504","block_type":"box","text":"including each director’s independence and time commitments, as well as the breadth and relevance of director","page_number":205,"box":{"x":70,"y":128,"width":798,"height":11}},{"id":"f68cc75e-a0c6-45e0-83b3-f549e12cbcf4","block_type":"box","text":"experiences and skillsets, and how these collectively contribute to the board’s effectiveness in advising and","page_number":205,"box":{"x":69,"y":143,"width":770,"height":11}},{"id":"a75f87d5-e7a8-4fcc-a4a9-bfd9e4abfc64","block_type":"box","text":"overseeing management in delivering long-term financial returns.","page_number":205,"box":{"x":69,"y":158,"width":459,"height":11}},{"id":"e4b543e2-3e98-474e-9bc7-abc4b45192ef","block_type":"box","text":"Director independence","page_number":205,"box":{"x":69,"y":188,"width":164,"height":11}},{"id":"f0f7551d-2a24-433d-8d1c-1929992173e8","block_type":"box","text":"Director independence — from management, significant shareholders, or other related par ties — is a central","page_number":205,"box":{"x":102,"y":211,"width":777,"height":11}},{"id":"d64f022d-51ca-432a-b8cb-aba81c41e1a6","block_type":"box","text":"tenet of sound corporate governance across markets.","page_number":205,"box":{"x":68,"y":226,"width":382,"height":11}},{"id":"21cb59d7-3a0e-4a42-8e32-d99963fb5937","block_type":"box","text":"6","page_number":205,"box":{"x":452,"y":226,"width":4,"height":5}},{"id":"e33a9675-74e4-4a35-9041-41913486e666","block_type":"box","text":"We look to boards to have a sufficient number of independent","page_number":205,"box":{"x":462,"y":226,"width":442,"height":11}},{"id":"30cec0cc-0ea3-452d-a7e6-f37a676d5998","block_type":"box","text":"directors, free from conflicts of interest or undue influence, to ensure objectivity in the decision-making of the board","page_number":205,"box":{"x":69,"y":241,"width":825,"height":11}},{"id":"137d6eda-7b41-49a1-933b-814ef09f6260","block_type":"box","text":"and its ability to oversee management. We generally consider it good practice for independent directors to make a","page_number":205,"box":{"x":69,"y":256,"width":813,"height":12}},{"id":"3335eb6c-c239-4963-b134-2f5791595ccc","block_type":"box","text":"majority of the board, or in the case of controlled companies, at least one-third.","page_number":205,"box":{"x":69,"y":271,"width":566,"height":12}},{"id":"ab7ecf12-d3ee-4bae-b98a-0bfbb6500bd7","block_type":"box","text":"Common impediments to independence may include but are not limited to:","page_number":205,"box":{"x":102,"y":294,"width":531,"height":11}},{"id":"ac50e61b-2fac-4919-8e74-e1449bede0e7","block_type":"box","text":"•","page_number":205,"box":{"x":69,"y":317,"width":6,"height":5}},{"id":"24413cfa-0704-4d89-a003-9f18627d49e4","block_type":"box","text":"Current or recent employment at the company or a subsidiary","page_number":205,"box":{"x":102,"y":314,"width":438,"height":11}},{"id":"7489ccc7-e3f7-4572-8f79-019ce2b9d206","block_type":"box","text":"•","page_number":205,"box":{"x":69,"y":337,"width":6,"height":5}},{"id":"41ab0d5b-66ad-4b8d-aa23-8aedfcd16e48","block_type":"box","text":"Being, or representing, a shareholder with a substantial shareholding in the company","page_number":205,"box":{"x":102,"y":335,"width":606,"height":11}},{"id":"c5ffcc4e-f35c-4e9e-81e2-0bc1836cd0fa","block_type":"box","text":"•","page_number":205,"box":{"x":69,"y":357,"width":6,"height":5}},{"id":"a19fe7b4-89de-441f-8c4a-bbf681f8a8a1","block_type":"box","text":"Interlocking directorates","page_number":205,"box":{"x":102,"y":355,"width":170,"height":11}},{"id":"3e703285-f5da-49c1-a6f4-1a6a5cc94573","block_type":"box","text":"•","page_number":205,"box":{"x":69,"y":378,"width":6,"height":4}},{"id":"80c69a7e-daf6-40c5-a429-c66fa40eb1c2","block_type":"box","text":"Having any other interest, business, or other relationship which could, or could reasonably be perceived to,","page_number":205,"box":{"x":102,"y":375,"width":761,"height":11}},{"id":"1abbf699-0a8f-40ad-9670-1070fe48c059","block_type":"box","text":"materially inter fere with a director’s ability to act in the best interests of the company and shareholders","page_number":205,"box":{"x":102,"y":390,"width":738,"height":11}},{"id":"3327e373-58ce-46e6-9001-514d288305e6","block_type":"box","text":"In our experience, boards are most effective at overseeing and advising management when there is a senior,","page_number":205,"box":{"x":102,"y":412,"width":775,"height":12}},{"id":"9d43d62c-101b-4835-9dc5-fe865308b7c5","block_type":"box","text":"independent board leader. This director may chair the board, or, where the chair is also the CEO (or is otherwise not","page_number":205,"box":{"x":70,"y":428,"width":827,"height":11}},{"id":"bf50abb3-3d59-45b8-ae55-645686d9d4f6","block_type":"box","text":"independent), be designated as a lead independent director. The role of this director is to suppor t independent board","page_number":205,"box":{"x":70,"y":443,"width":835,"height":11}},{"id":"d3696c90-28b3-4686-aab0-41ca4f7f1a87","block_type":"box","text":"members in fulfilling their oversight responsibilities effectively by shaping the agenda, ensuring adequate information","page_number":205,"box":{"x":69,"y":458,"width":834,"height":11}},{"id":"b48c6127-6a54-430a-a995-ee6529be3ef6","block_type":"box","text":"is provided to the board, and encouraging independent director par ticipation in board deliberations. We appreciate","page_number":205,"box":{"x":70,"y":473,"width":813,"height":11}},{"id":"429f18a5-1aa4-406c-a712-9ecaaa1e485a","block_type":"box","text":"when the lead independent director or another appropriate director is available to meet with shareholders to explain","page_number":205,"box":{"x":68,"y":488,"width":826,"height":11}},{"id":"1ec0969a-7cf2-4c17-8c72-36f230d04fed","block_type":"box","text":"and contextualize a company’s approach as a situation warrants.","page_number":205,"box":{"x":69,"y":503,"width":463,"height":11}},{"id":"a86e94e6-0cd1-4744-ba31-45e8cec8bc51","block_type":"box","text":"Boards may face matters that could involve conflicts of interest for executives or affiliated directors, or that","page_number":205,"box":{"x":102,"y":526,"width":765,"height":11}},{"id":"968f188e-4490-495c-ab89-b11eb15ff0fb","block_type":"box","text":"require additional focus. It is our view that objective oversight of such matters is best achieved when the board forms","page_number":205,"box":{"x":69,"y":541,"width":837,"height":11}},{"id":"3eef344f-2773-4793-b852-08172ccd806f","block_type":"box","text":"committees with a majority of independent directors, depending on market norms and a company’s ownership","page_number":205,"box":{"x":69,"y":556,"width":784,"height":11}},{"id":"b23d31ec-a71e-48a4-88dd-4b7ee990c8f0","block_type":"box","text":"structure. In many markets, these committees of the board specialize in audit, director nominations, and","page_number":205,"box":{"x":69,"y":571,"width":747,"height":11}},{"id":"6ddb8713-a133-49b4-a066-265a9a0d8a56","block_type":"box","text":"compensation matters, among others. An ad hoc committee might also be formed to decide on a special transaction,","page_number":205,"box":{"x":69,"y":586,"width":836,"height":12}},{"id":"9fa03373-4a2b-416a-8813-c78f9ef5068a","block_type":"box","text":"par ticularly one involving a related par ty, or to investigate a significant adverse event.","page_number":205,"box":{"x":70,"y":601,"width":607,"height":12}},{"id":"7e4018d9-e2a0-4f40-ae86-8e0f514cffc1","block_type":"box","text":"Sufficient capacity","page_number":205,"box":{"x":68,"y":632,"width":137,"height":11}},{"id":"f6b810ba-847f-4a97-ab7e-41a8352158fd","block_type":"box","text":"As the role and expectations of a director are increasingly demanding, directors must be able to commit an","page_number":205,"box":{"x":101,"y":654,"width":763,"height":12}},{"id":"66524e1b-0ef3-416a-b507-054f2239fa82","block_type":"box","text":"appropriate amount of time to board and committee matters. It is impor tant that directors have the capacity to meet","page_number":205,"box":{"x":69,"y":669,"width":830,"height":12}},{"id":"20dc2d7e-9370-4c12-8e05-f8290868dc87","block_type":"box","text":"all of their responsibilities — including when there are unforeseen events — and therefore, we consider it best","page_number":205,"box":{"x":69,"y":685,"width":791,"height":11}},{"id":"ffc5494b-2d00-467f-ac9c-8fe64530c806","block_type":"box","text":"practice when they don’t take on an excessive number of roles that would impair their ability to fulfill their duties.","page_number":205,"box":{"x":70,"y":700,"width":804,"height":11}},{"id":"ba57616f-ae5e-48ad-a338-f6d2c894e4e8","block_type":"box","text":"Board composition","page_number":205,"box":{"x":69,"y":730,"width":135,"height":11}},{"id":"d013a666-e754-475f-8178-d8e37a1bf08c","block_type":"box","text":"In assessing board composition, we take into account a company’s board size, business model, strategy, market","page_number":205,"box":{"x":102,"y":753,"width":806,"height":11}},{"id":"9c9c2a73-df54-4141-8557-f0f5bbbbe1f4","block_type":"box","text":"capitalization, and ownership structure, as well as the market in which the company operates. We find it helpful when","page_number":205,"box":{"x":69,"y":768,"width":836,"height":11}},{"id":"bb13673c-75a2-4f89-bf38-14c3722ac0de","block_type":"box","text":"companies explain how their approach to board composition suppor ts the company’s governance practices.","page_number":205,"box":{"x":69,"y":783,"width":767,"height":11}},{"id":"bc81a889-29e6-47a2-bffd-2bfe9559a8bb","block_type":"box","text":"When nominating directors to the board, we look to companies to provide sufficient information on the individual","page_number":205,"box":{"x":101,"y":806,"width":802,"height":11}},{"id":"7d134bf6-fb64-465b-b43c-3dc45df8fd22","block_type":"box","text":"candidates so that shareholders can assess the capabilities and suitability of each individual nominee and their fit","page_number":205,"box":{"x":69,"y":821,"width":818,"height":11}},{"id":"2574c81d-4d43-4146-98e1-20c4342fb8ba","block_type":"box","text":"within overall board composition. These disclosures should explain how the collective experience and exper tise of the","page_number":205,"box":{"x":68,"y":836,"width":840,"height":11}},{"id":"565cc442-a56f-4a76-8805-ce347948cafb","block_type":"box","text":"board, as well as the par ticular skillsets of individual directors, aligns with the company’s long-term strategy. Highly","page_number":205,"box":{"x":69,"y":851,"width":823,"height":11}},{"id":"f9a4cfda-7d8a-40dd-9547-9456e0cc7e8a","block_type":"box","text":"6","page_number":205,"box":{"x":69,"y":881,"width":4,"height":4}},{"id":"350e4ddd-4c6d-442d-9979-28f06f147a1f","block_type":"box","text":"For example, please see: Tokyo Stock Exchange, “Japan’s Corporate Governance Code,” June 11, 2021; Financial","page_number":205,"box":{"x":79,"y":880,"width":813,"height":11}},{"id":"e1e85f4e-c6f0-475f-ada7-2dcf642d7a54","block_type":"box","text":"Repor ting Council, “UK Corporate Governance Code,” January 2024, accessed in December 2025.","page_number":205,"box":{"x":70,"y":895,"width":704,"height":12}},{"id":"1969e228-7f8e-404d-9b95-eb5381e9bc4a","block_type":"box","text":"BlackRock Investment Stewardship","page_number":205,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"a442db5b-20a7-4e58-a475-5dfeda7db77a","block_type":"box","text":"Global Principles | 6","page_number":205,"box":{"x":768,"y":942,"width":141,"height":13}},{"id":"908fc392-80f7-475d-8866-82784c067b54","block_type":"box","text":"NM1026U-5981080-205/228","page_number":205,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"13e8bf74-758d-4f64-bf63-23533d546c66","block_type":"box","text":"qualified, engaged directors with professional characteristics relevant to a company’s business and strategy enhance","page_number":206,"box":{"x":69,"y":45,"width":836,"height":11}},{"id":"f479c3eb-2f19-47d9-b209-f1c6db8f1b9d","block_type":"box","text":"the ability of the board to add value and be the voice of shareholders in board discussions.","page_number":206,"box":{"x":68,"y":60,"width":650,"height":11}},{"id":"134edaf4-e275-42f4-bba0-1c3af4acef17","block_type":"box","text":"It is in this context that we are interested in a variety of experiences, perspectives, and skillsets in the board","page_number":206,"box":{"x":102,"y":82,"width":775,"height":12}},{"id":"a6cc2fcd-6d26-45c8-8c57-fce28a9669f4","block_type":"box","text":"room. We see it as a means of avoiding “group think” in the board’s exercise of its responsibilities to advise and","page_number":206,"box":{"x":69,"y":98,"width":806,"height":11}},{"id":"a409602a-a31c-4d1d-af80-a640c9f3671e","block_type":"box","text":"oversee management. We note that in many markets, policymakers have set board gender diversity goals which we","page_number":206,"box":{"x":69,"y":113,"width":820,"height":11}},{"id":"a458d945-fa8f-4253-8988-72c5e64e1da2","block_type":"box","text":"may discuss with companies, par ticularly if there is a risk their board composition may be misaligned.","page_number":206,"box":{"x":69,"y":128,"width":726,"height":11}},{"id":"c7b308bb-b58b-47e3-ad80-b1c363e2f9f8","block_type":"box","text":"AUDITORS AND AUDIT-RELATED ISSUES","page_number":206,"box":{"x":342,"y":158,"width":293,"height":9}},{"id":"37e4f195-1912-4534-89ff-1dbe50aab7e2","block_type":"box","text":"BIS recognizes the critical impor tance of financial statements to provide a complete and accurate por trayal of a","page_number":206,"box":{"x":102,"y":181,"width":795,"height":11}},{"id":"2523b3a8-b9e8-40e7-987c-f266abaddce2","block_type":"box","text":"company’s financial condition. Accordingly, we look for the assumptions made by management, and reviewed by the","page_number":206,"box":{"x":69,"y":196,"width":825,"height":11}},{"id":"68033bef-5669-4e65-933c-6d03fc826d79","block_type":"box","text":"auditor in preparing the financial statements, to be reasonable and justified.","page_number":206,"box":{"x":69,"y":211,"width":543,"height":11}},{"id":"595e6986-bb25-4893-a9bc-0898ba3eceb9","block_type":"box","text":"We view the audit committee, or its equivalent, as responsible for overseeing the management of the","page_number":206,"box":{"x":101,"y":234,"width":722,"height":11}},{"id":"34cdbd66-c4c1-4fcd-81b4-28c5995b593a","block_type":"box","text":"independent auditor and the internal audit function at a company. The committee plays an impor tant role in a","page_number":206,"box":{"x":70,"y":249,"width":778,"height":11}},{"id":"1c3e38c5-56a1-4ae3-b13e-b7e7052141d9","block_type":"box","text":"company’s financial repor ting system by providing independent oversight of the accounts, material financial, and,","page_number":206,"box":{"x":69,"y":264,"width":806,"height":11}},{"id":"6708bba6-1786-4b50-a58c-85016c463779","block_type":"box","text":"where appropriate to the jurisdiction, non-financial information and internal control frameworks. Moreover, in the","page_number":206,"box":{"x":68,"y":279,"width":799,"height":11}},{"id":"19d3b0f3-5865-4187-be5b-ba1f2fa9b0d5","block_type":"box","text":"absence of a dedicated risk committee, these committees can provide oversight of Enterprise Risk Management","page_number":206,"box":{"x":69,"y":294,"width":801,"height":11}},{"id":"3518742b-e46f-4820-b86d-e161da426c18","block_type":"box","text":"systems.","page_number":206,"box":{"x":69,"y":310,"width":62,"height":10}},{"id":"e99dd7c3-0dab-4964-b1a8-86964a863030","block_type":"box","text":"7","page_number":206,"box":{"x":133,"y":310,"width":4,"height":4}},{"id":"5bece911-5d78-4741-ae28-98de4f95dd45","block_type":"box","text":"In our view, effective audit committee oversight strengthens the quality and reliability of a company’s","page_number":206,"box":{"x":144,"y":309,"width":717,"height":11}},{"id":"21529678-938a-4b5c-8edd-b44980cc4432","block_type":"box","text":"financial statements and provides an impor tant level of reassurance to shareholders.","page_number":206,"box":{"x":68,"y":324,"width":609,"height":11}},{"id":"01b26e63-4f08-491f-883d-c252e6833a40","block_type":"box","text":"We look to audit committees, or their equivalent, to have clearly ar ticulated char ters that set out their","page_number":206,"box":{"x":101,"y":347,"width":727,"height":11}},{"id":"48de9229-e9f8-4d8e-a84f-c9d9a021ecbd","block_type":"box","text":"responsibilities. Additionally, having a rotation plan can periodically refresh the committee membership and introduce","page_number":206,"box":{"x":69,"y":362,"width":835,"height":11}},{"id":"1b7eca1e-6d55-41c9-b86e-8fb2d1944fc5","block_type":"box","text":"new perspectives. We recognize that audit committees will rely on management, internal audit, and the independent","page_number":206,"box":{"x":69,"y":377,"width":827,"height":12}},{"id":"d13643ae-1466-4359-99c2-1e5a41a6658b","block_type":"box","text":"auditor to fulfill their responsibilities. However, we look to committee members to demonstrate they have relevant","page_number":206,"box":{"x":69,"y":392,"width":810,"height":12}},{"id":"062e459b-aa17-4d02-9396-2e1f938b1b84","block_type":"box","text":"exper tise to monitor and oversee the audit process and related activities.","page_number":206,"box":{"x":69,"y":408,"width":523,"height":10}},{"id":"44bb9d58-67a4-4e2c-abce-c5551df70a03","block_type":"box","text":"We take par ticular note of unexplained changes in repor ting methodology, cases involving significant financial","page_number":206,"box":{"x":101,"y":430,"width":780,"height":11}},{"id":"10cbf7e5-d45f-4cae-9b14-f1977fc571f2","block_type":"box","text":"restatements, or ad hoc notifications of material financial weakness. In this respect, we look to audit committees to","page_number":206,"box":{"x":69,"y":445,"width":828,"height":11}},{"id":"f48ea685-bbb3-4558-9eb5-d3f118b30cfa","block_type":"box","text":"provide timely disclosure on the remediation of key and critical audit matters identified either by the external auditor","page_number":206,"box":{"x":70,"y":460,"width":827,"height":12}},{"id":"056d123c-7715-404e-98b7-65d7bdf1bee7","block_type":"box","text":"or internal audit function.","page_number":206,"box":{"x":69,"y":475,"width":178,"height":9}},{"id":"eae450b8-3661-4637-87ad-a5b21f49343a","block_type":"box","text":"The integrity of financial statements depends on the auditor being free of any impediments that could","page_number":206,"box":{"x":101,"y":498,"width":723,"height":11}},{"id":"feaa957a-f109-4fde-a335-7f61168638f8","block_type":"box","text":"compromise its ability to serve as an effective check on management. To that end, it is impor tant that auditors are,","page_number":206,"box":{"x":69,"y":513,"width":825,"height":12}},{"id":"d4e8ac30-696f-4ad9-81e5-a3b8044be641","block_type":"box","text":"and are seen to be, independent. Where an audit firm provides services to the company in addition to the audit, we","page_number":206,"box":{"x":69,"y":528,"width":824,"height":12}},{"id":"54a7ed02-f6ba-4160-b151-460f26fabe8c","block_type":"box","text":"look for the fees earned to be disclosed and explained. We look for audit committees to have in place a procedure for","page_number":206,"box":{"x":70,"y":543,"width":839,"height":11}},{"id":"3bd0e6db-fdf0-4185-b041-dcbce77205a6","block_type":"box","text":"assessing the independence of the auditor and the quality of the external audit process on an annual basis.","page_number":206,"box":{"x":69,"y":559,"width":770,"height":11}},{"id":"a9385ed8-9879-4360-a3df-15aa485feaed","block_type":"box","text":"Comprehensive disclosure provides investors with an understanding of the company’s long-term operational risk","page_number":206,"box":{"x":102,"y":581,"width":799,"height":12}},{"id":"8ccd7075-9d36-4761-b10d-dd8fe46b43d2","block_type":"box","text":"management practices and, more broadly, the quality of the board’s oversight. We look to the audit or risk committee","page_number":206,"box":{"x":69,"y":596,"width":836,"height":12}},{"id":"1dddb533-e3d0-47b2-bbd7-194d55400edc","block_type":"box","text":"to periodically review the company’s risk assessment and risk management policies and the significant risks and","page_number":206,"box":{"x":68,"y":612,"width":806,"height":11}},{"id":"48523b53-dd87-427a-92f6-d103fdb3ccbc","block_type":"box","text":"exposures identified by management, the internal auditors or the independent auditors, and management’s steps to","page_number":206,"box":{"x":69,"y":627,"width":829,"height":11}},{"id":"5e8e1076-4bbc-4cfa-8523-3ecb23546d97","block_type":"box","text":"address them. In the absence of detailed disclosures, we may conclude that companies are not adequately managing","page_number":206,"box":{"x":69,"y":642,"width":840,"height":11}},{"id":"16ee7a42-ed58-4958-afb5-16f5fe0dbce0","block_type":"box","text":"risk.","page_number":206,"box":{"x":69,"y":657,"width":28,"height":9}},{"id":"914beaac-c290-4a5d-bb4e-09b2808167ec","block_type":"box","text":"CAPITAL STRUCTURE, MERGERS, ACQUISITIONS, ASSET SALES, AND OTHER SPECIAL SITUATIONS","page_number":206,"box":{"x":125,"y":687,"width":728,"height":11}},{"id":"0eeb449a-8db4-424c-8369-15b6820b8dbf","block_type":"box","text":"The capital structure of a company is critical to shareholders as it impacts the value of their investment and the","page_number":206,"box":{"x":101,"y":710,"width":798,"height":11}},{"id":"dbe6068d-31ab-41f2-b063-0fb86f7d121b","block_type":"box","text":"priority of their interest in the company relative to that of other equity or debt investors. Pre-emptive rights are a key","page_number":206,"box":{"x":70,"y":725,"width":824,"height":11}},{"id":"6cc14db1-b275-4520-9efa-3b04c46a7d42","block_type":"box","text":"protection for shareholders against the dilution of their interests.","page_number":206,"box":{"x":70,"y":740,"width":460,"height":11}},{"id":"d6d1dca9-3ca5-4658-9f53-3efd6b8b12ff","block_type":"box","text":"In principle, we have concerns with the creation of a share class with equivalent economic exposure and","page_number":206,"box":{"x":102,"y":763,"width":743,"height":11}},{"id":"8bce61f2-755b-4228-ae47-7f5535aa7f52","block_type":"box","text":"differentiated voting rights. As a result, BIS generally suppor ts bylaw amendments that introduce the adoption of","page_number":206,"box":{"x":69,"y":778,"width":805,"height":11}},{"id":"f43f7c0d-8cd1-4a7e-a12f-0b180790e518","block_type":"box","text":"“one share, one vote” for registered shareholders.","page_number":206,"box":{"x":70,"y":793,"width":358,"height":11}},{"id":"d5f1330c-15b2-4363-9f07-b2f26889edd6","block_type":"box","text":"7","page_number":206,"box":{"x":69,"y":823,"width":4,"height":4}},{"id":"5398b2aa-ac8f-4fc3-a737-92d63e3abf63","block_type":"box","text":"Enterprise Risk Management is a process, effected by the entity’s board of directors, management, and other","page_number":206,"box":{"x":79,"y":822,"width":784,"height":12}},{"id":"c18ca70e-0075-49c2-8f5b-815a0cbd129f","block_type":"box","text":"personnel, applied in strategy setting and across the enterprise, designed to identify potential events that may affect","page_number":206,"box":{"x":70,"y":837,"width":834,"height":12}},{"id":"f373f121-cf87-4fe5-90ee-e53aaeb17d76","block_type":"box","text":"the entity, and manage risk to be within the risk appetite, to provide reasonable assurance regarding the achievement","page_number":206,"box":{"x":68,"y":853,"width":841,"height":11}},{"id":"4fe5c15e-07ec-4d53-94fa-42071611d4d6","block_type":"box","text":"of objectives. Please see: The Committee of Sponsoring Organizations of the Treadway Commission (COSO),","page_number":206,"box":{"x":69,"y":868,"width":771,"height":11}},{"id":"e123db4c-4a68-4819-97ca-4f1bb7b1738a","block_type":"box","text":"“Enterprise Risk Management,” 2023, accessed in December 2025.","page_number":206,"box":{"x":70,"y":883,"width":488,"height":11}},{"id":"74873e11-fb2f-4c4a-96bf-a54d6c30032a","block_type":"box","text":"BlackRock Investment Stewardship","page_number":206,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"ecbdaae5-ad54-4bbd-9b78-d9d7b2ccd9b8","block_type":"box","text":"Global Principles | 7","page_number":206,"box":{"x":768,"y":942,"width":140,"height":13}},{"id":"d80172d1-351a-47d5-8afd-b287a60d7ef8","block_type":"box","text":"NM1026U-5981080-206/228","page_number":206,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"2f9b7abf-fe2d-4cd1-8193-b7122cc10b42","block_type":"box","text":"However, we recognize that in cer tain markets, at least for a period of time, companies may have a valid reason","page_number":207,"box":{"x":102,"y":45,"width":798,"height":11}},{"id":"5d84d3e2-0f5a-4564-8606-046104ad167e","block_type":"box","text":"for listing dual classes of shares with differentiated voting rights. In our view, such companies should review these","page_number":207,"box":{"x":68,"y":60,"width":818,"height":11}},{"id":"ee0d80f9-5a58-4fb1-9dd4-112f12e7612d","block_type":"box","text":"share class structures on a regular basis or as company circumstances change. Additionally, they should seek","page_number":207,"box":{"x":69,"y":75,"width":788,"height":11}},{"id":"85dbda3f-8c76-4fd7-9cda-b5166a902870","block_type":"box","text":"shareholder approval of their capital structure on a periodic basis via a management proposal at the company’s","page_number":207,"box":{"x":69,"y":90,"width":797,"height":11}},{"id":"0e11b120-8bfd-4b75-8979-10fb63fb6477","block_type":"box","text":"shareholder meeting. The proposal should give unaffiliated shareholders the oppor tunity to affirm the current","page_number":207,"box":{"x":69,"y":105,"width":780,"height":11}},{"id":"ab069284-c8cb-45eb-bcb2-803a32168eaf","block_type":"box","text":"structure or establish mechanisms to end or phase out controlling structures at the appropriate time, while","page_number":207,"box":{"x":69,"y":120,"width":764,"height":12}},{"id":"40b89f4c-91fe-4f58-85f7-4a064aa8e59b","block_type":"box","text":"minimizing costs to shareholders.","page_number":207,"box":{"x":69,"y":136,"width":238,"height":11}},{"id":"0c83dfac-c978-4033-8366-7b062040cdbc","block_type":"box","text":"In assessing mergers, asset sales, or other special situations, BIS’ primary consideration is the long-term","page_number":207,"box":{"x":102,"y":158,"width":756,"height":11}},{"id":"0332a9f5-f087-435d-94de-acaf555f540c","block_type":"box","text":"financial interests of our clients as shareholders, and so we will review any proposed transaction with that objective","page_number":207,"box":{"x":68,"y":173,"width":826,"height":11}},{"id":"dbb7909c-4f77-41e1-9ce3-c3264fd422a3","block_type":"box","text":"in mind. Typically, we review factors such as whether the proposed transaction has the unanimous suppor t of the","page_number":207,"box":{"x":70,"y":188,"width":806,"height":11}},{"id":"893cb2fc-2f8a-456c-b747-9717242a6425","block_type":"box","text":"board and has been negotiated at arm’s length, and whether the board or management has clearly explained its","page_number":207,"box":{"x":69,"y":204,"width":799,"height":11}},{"id":"6e4bf821-22f2-46be-8754-739707a53b74","block_type":"box","text":"economic and strategic rationale. We may also seek reassurance from the board that the financial interests of","page_number":207,"box":{"x":69,"y":218,"width":788,"height":12}},{"id":"51a9a80a-6483-4053-9ef0-65e868e4062c","block_type":"box","text":"executives and/or board members in a given transaction have not adversely affected their ability to place","page_number":207,"box":{"x":69,"y":234,"width":750,"height":11}},{"id":"0b4e4852-3736-4a4b-8880-0d1a103b8200","block_type":"box","text":"shareholders’ interests before their own. Where the transaction involves related par ties, the recommendation to","page_number":207,"box":{"x":69,"y":249,"width":801,"height":11}},{"id":"33173cce-b3f6-477c-89bf-c898fa4be9ef","block_type":"box","text":"suppor t should come from the independent directors, a best practice in most markets, and ideally, the terms should","page_number":207,"box":{"x":69,"y":264,"width":830,"height":11}},{"id":"81a99e85-6861-43dc-96f8-f920c4e3c310","block_type":"box","text":"have been assessed through an independent appraisal process. In addition, it is good practice that it be approved by","page_number":207,"box":{"x":69,"y":279,"width":836,"height":11}},{"id":"846dbe34-bf4f-46d4-9cf9-4a29de3fd79e","block_type":"box","text":"a separate vote of the non-conflicted par ties.","page_number":207,"box":{"x":69,"y":294,"width":320,"height":11}},{"id":"22488001-539e-4c0a-8f28-acd99fab9ce1","block_type":"box","text":"As a matter of sound governance practice, shareholders should have a right to dispose of company shares in the","page_number":207,"box":{"x":101,"y":317,"width":806,"height":11}},{"id":"e7156704-4cb7-4ebf-bc9e-28d763068f16","block_type":"box","text":"open market without unnecessary restriction. In our view, corporate mechanisms designed to limit shareholders’","page_number":207,"box":{"x":69,"y":332,"width":801,"height":11}},{"id":"3c92f434-8272-4575-9a03-7c08776ae889","block_type":"box","text":"ability to sell their shares are contrary to basic proper ty rights. Such mechanisms can serve to protect and entrench","page_number":207,"box":{"x":69,"y":347,"width":829,"height":11}},{"id":"8d2ecc32-c271-4a60-bc80-8f066214ec6f","block_type":"box","text":"interests other than those of the shareholders. In our view, shareholders are broadly capable of making decisions in","page_number":207,"box":{"x":70,"y":362,"width":826,"height":11}},{"id":"fa967444-5f77-42bb-ab0f-f9d5bf7c38b6","block_type":"box","text":"their own best interests. We encourage any shareholder rights plans proposed by a board to be subject to","page_number":207,"box":{"x":68,"y":377,"width":755,"height":12}},{"id":"785ad959-633f-422b-be8d-692aafb2f3cc","block_type":"box","text":"shareholder approval upon introduction and periodically thereafter.","page_number":207,"box":{"x":69,"y":392,"width":472,"height":12}},{"id":"8aed4e11-acf0-40e5-81f9-3a9db67344a6","block_type":"box","text":"EXECUTIVE COMPENSATION AND BENEFITS","page_number":207,"box":{"x":328,"y":423,"width":322,"height":9}},{"id":"d673ecac-4d3f-4d53-9bb9-1db1253470d9","block_type":"box","text":"Executive compensation is an impor tant tool used by companies to suppor t long-term financial value creation. A","page_number":207,"box":{"x":102,"y":445,"width":799,"height":12}},{"id":"5fb1e726-eba4-4662-b4bc-1721f9ecac0f","block_type":"box","text":"well-structured compensation policy rewards the successful delivery of strategic, operational, and/or financial goals;","page_number":207,"box":{"x":68,"y":460,"width":830,"height":12}},{"id":"fb86df8f-9b18-4b3b-9549-d262d0e96f0a","block_type":"box","text":"encourages an appropriate risk appetite; and aligns the interests of shareholders and executives through equity","page_number":207,"box":{"x":69,"y":475,"width":797,"height":12}},{"id":"66f36d39-4ce3-4123-a6db-24284b71d74a","block_type":"box","text":"ownership.","page_number":207,"box":{"x":69,"y":491,"width":75,"height":11}},{"id":"ff6d01e4-c505-451f-8559-54e46760bbf6","block_type":"box","text":"8","page_number":207,"box":{"x":146,"y":491,"width":4,"height":4}},{"id":"2be7f0ed-ba1b-4a52-8986-af53cf21b227","block_type":"box","text":"We look for a clear link between variable pay and operational and financial per formance that suppor t sustained","page_number":207,"box":{"x":101,"y":513,"width":793,"height":11}},{"id":"60d299e6-fbbd-4736-9687-d929b7db7607","block_type":"box","text":"financial value creation for our clients as shareholders. We appreciate when per formance targets incorporate","page_number":207,"box":{"x":68,"y":528,"width":778,"height":12}},{"id":"c23ce2e1-ab7c-4716-aad2-2edd7c8218f4","block_type":"box","text":"ambitious objectives, and the corresponding metrics are aligned with the company’s strategy and business model.","page_number":207,"box":{"x":69,"y":544,"width":815,"height":11}},{"id":"64f48061-cc25-4cdc-8a4a-3ac8bd1bf550","block_type":"box","text":"BIS does not have a position on whether companies choose to use sustainability-related criteria in compensation","page_number":207,"box":{"x":70,"y":559,"width":804,"height":11}},{"id":"48b8a728-cbe7-4d81-90d6-9254ed947879","block_type":"box","text":"structures, but, where they are included, we look to companies to be as rigorous as they would be in setting other","page_number":207,"box":{"x":69,"y":574,"width":814,"height":11}},{"id":"5251bf4e-03c2-4a5c-964c-4a037e4923e3","block_type":"box","text":"financial or operational targets. We appreciate when long-term incentive plans encompass timeframes that: 1) are","page_number":207,"box":{"x":68,"y":589,"width":813,"height":11}},{"id":"ac14872e-a619-4af5-920e-587e75a6b923","block_type":"box","text":"distinct from annual executive compensation structures and metrics, and 2) encourage the delivery of strong financial","page_number":207,"box":{"x":69,"y":604,"width":839,"height":11}},{"id":"611635bf-d7a7-495f-a9ac-5aa9a7d4d199","block_type":"box","text":"results over a period of years.","page_number":207,"box":{"x":69,"y":619,"width":211,"height":11}},{"id":"a45fa23a-a0fc-48a7-a6f4-fea368e58dc9","block_type":"box","text":"We consider it best practice when board members responsible for designing and approving executive","page_number":207,"box":{"x":101,"y":642,"width":718,"height":11}},{"id":"eed849f0-72fb-4437-8779-90dd8ebfedb4","block_type":"box","text":"compensation carefully consider the company’s specific circumstances. Factors to consider may include the","page_number":207,"box":{"x":69,"y":657,"width":770,"height":11}},{"id":"3fd1fc0a-428f-4504-8c4d-3d7abe840907","block_type":"box","text":"company’s risk profile, the environment it operates in, and the individuals the board is trying to attract and retain. We","page_number":207,"box":{"x":69,"y":672,"width":838,"height":11}},{"id":"3f15bdc0-b51f-4b6e-bd40-871c7393f5f4","block_type":"box","text":"look to the compensation committees to guard against contractual arrangements that would entitle executives to","page_number":207,"box":{"x":70,"y":687,"width":804,"height":11}},{"id":"a97daee8-d337-4fcd-9f92-36a2b1499012","block_type":"box","text":"material compensation for early termination of their employment. Finally, we look for pension contributions and other","page_number":207,"box":{"x":69,"y":702,"width":831,"height":11}},{"id":"40e13dff-22f7-468a-9789-93cb3cd8d8d7","block_type":"box","text":"deferred compensation arrangements to be reasonable in light of market practices or the company’s business and","page_number":207,"box":{"x":69,"y":717,"width":817,"height":12}},{"id":"2ea58e88-daa2-42b7-ad97-92a86d220150","block_type":"box","text":"executive compensation strategies.","page_number":207,"box":{"x":69,"y":733,"width":250,"height":11}},{"id":"b77cfca3-8e95-46a9-9775-50be6f633d89","block_type":"box","text":"We are not suppor tive of one-off or special bonuses unrelated to company or individual per formance. Where","page_number":207,"box":{"x":101,"y":755,"width":772,"height":11}},{"id":"dbb9f5fb-9369-4a55-8c10-67c9c5e0d5ee","block_type":"box","text":"discretion has been used by the compensation committee, or its equivalent, we appreciate disclosure relating to how","page_number":207,"box":{"x":69,"y":771,"width":836,"height":11}},{"id":"ee74410a-b05c-4847-94ca-aa283546a937","block_type":"box","text":"and why the discretion was used, and how the adjusted outcome is aligned with the interests of shareholders. In","page_number":207,"box":{"x":69,"y":785,"width":803,"height":12}},{"id":"bd4316b8-087b-47b3-8972-7148f4ecabed","block_type":"box","text":"addition, we acknowledge that the use of peer group evaluation by compensation committees can help ensure","page_number":207,"box":{"x":69,"y":801,"width":785,"height":11}},{"id":"b4433c83-9944-4c83-9cf8-e3167adf99e4","block_type":"box","text":"competitive pay. However, we encourage companies to clearly explain how compensation outcomes have rewarded","page_number":207,"box":{"x":69,"y":816,"width":815,"height":11}},{"id":"4deb32fa-c623-424d-8674-3457eb4aa8e0","block_type":"box","text":"per formance rather than solely base increases in total compensation on peer benchmarking.","page_number":207,"box":{"x":70,"y":831,"width":659,"height":11}},{"id":"427e3faa-d7e4-45bc-b717-bd3c6b508646","block_type":"box","text":"8","page_number":207,"box":{"x":69,"y":860,"width":4,"height":5}},{"id":"5faa3365-e665-4d95-bfb6-a2ef516b795f","block_type":"box","text":"The terms “compensation,” “remuneration,” and “pay” are used interchangeably to describe the same concept in","page_number":207,"box":{"x":78,"y":860,"width":811,"height":11}},{"id":"201eb664-b18b-4d81-af2e-bca676bf194f","block_type":"box","text":"different markets.","page_number":207,"box":{"x":69,"y":875,"width":126,"height":9}},{"id":"0ecd9530-4412-4cf2-b044-650396c668ba","block_type":"box","text":"BlackRock Investment Stewardship","page_number":207,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"ef3195e2-c312-448c-ac8b-c9556e72e9b0","block_type":"box","text":"Global Principles | 8","page_number":207,"box":{"x":768,"y":942,"width":141,"height":13}},{"id":"5c694968-9432-4ab1-b66c-9349b421becf","block_type":"box","text":"NM1026U-5981080-207/228","page_number":207,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"6dab2aba-3059-4124-8ea0-ec5409b09659","block_type":"box","text":"We consider the inclusion of building clawback provisions into incentive plans as good practice. Such provisions","page_number":208,"box":{"x":101,"y":45,"width":797,"height":11}},{"id":"0acc84e2-14bc-44a4-9bd1-9bd8d9309b02","block_type":"box","text":"could require executives to forgo awards when compensation was based on faulty financial statements or deceptive","page_number":208,"box":{"x":69,"y":60,"width":825,"height":11}},{"id":"29dc115b-35a1-4062-8e3b-70f22bef0bb8","block_type":"box","text":"business practices, or when their behavior caused material financial harm to shareholders, material reputational risk","page_number":208,"box":{"x":69,"y":75,"width":833,"height":11}},{"id":"3d8f4b6f-8d5b-46e8-8f49-2e85363350f6","block_type":"box","text":"to the company, or resulted in a criminal investigation.","page_number":208,"box":{"x":68,"y":90,"width":386,"height":11}},{"id":"c0d0f3ea-ae3f-4640-b568-faf5b3f4e171","block_type":"box","text":"In our view, non-executive directors should be compensated in a manner that is commensurate with the time and","page_number":208,"box":{"x":102,"y":113,"width":803,"height":11}},{"id":"d72a1240-8890-4585-8ffe-0ad5e05cd8cb","block_type":"box","text":"effor t expended in fulfilling their professional responsibilities. Additionally, these compensation arrangements should","page_number":208,"box":{"x":69,"y":128,"width":834,"height":11}},{"id":"0fc425d2-0b8b-4f40-a61d-d6e3de3b585e","block_type":"box","text":"not risk compromising directors’ independence or aligning their interests too closely with those of the management,","page_number":208,"box":{"x":69,"y":143,"width":825,"height":11}},{"id":"236a4728-1f21-4e06-8fd8-b2aa4eb3790d","block_type":"box","text":"whom they are charged with overseeing.","page_number":208,"box":{"x":68,"y":158,"width":285,"height":11}},{"id":"46c38bc2-9ae9-4d74-a183-d59275fc613d","block_type":"box","text":"When assessing compensation proposals, BIS reviews companies’ disclosures to determine whether the board’s","page_number":208,"box":{"x":101,"y":181,"width":807,"height":11}},{"id":"75032981-1fe1-425d-bec0-debc79a7f371","block_type":"box","text":"approach to executive compensation is rigorous in light of the company’s stated long-term corporate strategy and","page_number":208,"box":{"x":69,"y":196,"width":807,"height":11}},{"id":"f2751162-5857-4b23-a2c9-1f21a583e179","block_type":"box","text":"specific circumstances, as well as local market and policy developments.","page_number":208,"box":{"x":69,"y":211,"width":521,"height":11}},{"id":"486a123d-8897-40ba-8c52-ce4c8955c14b","block_type":"box","text":"When our analysis indicates that executive compensation is misaligned with company per formance, BIS may not","page_number":208,"box":{"x":101,"y":234,"width":802,"height":11}},{"id":"37a6cb99-7917-4949-a33e-03f98aa9e03a","block_type":"box","text":"suppor t management’s proposals to approve compensation, where they are on the agenda. We may also not suppor t","page_number":208,"box":{"x":69,"y":249,"width":838,"height":11}},{"id":"d4766d27-e2ea-4174-a5ac-1e596482eabe","block_type":"box","text":"members of the compensation committee or equivalent board members for poor compensation practices or","page_number":208,"box":{"x":69,"y":264,"width":766,"height":11}},{"id":"6e3d4259-cb05-4889-afde-0fbc490451f0","block_type":"box","text":"structures.","page_number":208,"box":{"x":69,"y":280,"width":76,"height":8}},{"id":"c83ac716-a6c7-4f8c-847d-d87c5f4b1370","block_type":"box","text":"SHAREHOLDER PROTECTIONS AND OTHER CORPORATE GOVERNANCE MATTERS","page_number":208,"box":{"x":191,"y":309,"width":595,"height":9}},{"id":"5ad1a30b-c392-45b1-a617-fda39632cf99","block_type":"box","text":"Corporate form","page_number":208,"box":{"x":69,"y":339,"width":108,"height":11}},{"id":"9ecdadc0-64e3-4e4b-97b7-182feb4420a5","block_type":"box","text":"In our view, it is the responsibility of the board to determine the corporate form that is most appropriate given","page_number":208,"box":{"x":102,"y":362,"width":781,"height":11}},{"id":"15336e1c-f5c5-4296-9acc-667a6ed184e5","block_type":"box","text":"the company’s purpose and business model.","page_number":208,"box":{"x":68,"y":377,"width":320,"height":11}},{"id":"698198a0-e8fd-4a8e-9dd5-6342237dbabc","block_type":"box","text":"9","page_number":208,"box":{"x":390,"y":378,"width":4,"height":4}},{"id":"519dfecf-2abb-4924-bcb5-dd90f088e63c","block_type":"box","text":"We look to companies proposing to change their corporate form to a","page_number":208,"box":{"x":399,"y":377,"width":487,"height":12}},{"id":"68792130-fa2f-4436-8990-9bda51e7b158","block_type":"box","text":"public benefit corporation, or similar entity, to put it to a shareholder vote if not already required to do so under","page_number":208,"box":{"x":70,"y":392,"width":791,"height":12}},{"id":"c73851c2-ff07-4166-98d9-3af7315c22d9","block_type":"box","text":"applicable law. We appreciate when suppor ting documentation from companies or shareholders proposing to alter the","page_number":208,"box":{"x":69,"y":407,"width":839,"height":12}},{"id":"9d5e88c9-afc8-440c-9039-123e452f35d4","block_type":"box","text":"corporate form clearly explains how the interests of shareholders and different stakeholders would be impacted as","page_number":208,"box":{"x":69,"y":423,"width":818,"height":11}},{"id":"101ddb64-81d3-4f06-81fe-332c6b1d2575","block_type":"box","text":"well as the accountability and voting mechanisms that would be available to shareholders. We generally suppor t","page_number":208,"box":{"x":68,"y":438,"width":800,"height":11}},{"id":"44bdbae5-b9d1-45d6-8aaa-33309acc4bca","block_type":"box","text":"management proposals if our analysis indicates that shareholders’ financial interests are adequately protected.","page_number":208,"box":{"x":69,"y":453,"width":796,"height":11}},{"id":"a3521ca9-1304-4a19-b7c6-349da7ad5df3","block_type":"box","text":"Corporate form shareholder proposals are evaluated on a case-by-case basis.","page_number":208,"box":{"x":69,"y":468,"width":552,"height":11}},{"id":"df018f9b-d9ca-45dd-a395-3dbe8689913b","block_type":"box","text":"SHAREHOLDER PROPOSALS","page_number":208,"box":{"x":385,"y":498,"width":207,"height":9}},{"id":"4a6e423e-6121-43d9-a619-ff7a8abe863d","block_type":"box","text":"In most markets, shareholders can submit proposals to be voted on at a company’s shareholder meeting, as","page_number":208,"box":{"x":102,"y":521,"width":777,"height":11}},{"id":"bc24f267-8bdd-4764-9cdf-c48087ce732b","block_type":"box","text":"long as cer tain requirements are met. Shareholder proposals span a wide range of topics, including governance","page_number":208,"box":{"x":70,"y":536,"width":796,"height":11}},{"id":"1e5f3ab0-062e-4063-ac32-638e06e1f771","block_type":"box","text":"reforms, capital management, and changes in the management or disclosure of sustainability-related risks. These","page_number":208,"box":{"x":69,"y":551,"width":813,"height":11}},{"id":"b5b190f1-6dd1-4196-b643-fe306453107a","block_type":"box","text":"proposals have a varying degree of relevance for companies across sectors, locations, and business models.","page_number":208,"box":{"x":70,"y":566,"width":779,"height":11}},{"id":"05e9c035-6a4e-499a-a00d-6261acfb444f","block_type":"box","text":"BIS takes a case-by-case approach to voting on shareholder proposals and maintains a singular focus on the","page_number":208,"box":{"x":102,"y":589,"width":775,"height":11}},{"id":"a9e948cc-e4dd-499d-8b5b-816a15fc56db","block_type":"box","text":"proposal’s implications for long-term financial value creation for shareholders. Our analysis considers whether a","page_number":208,"box":{"x":70,"y":604,"width":796,"height":11}},{"id":"6cc18ea8-bd55-49aa-b51d-48abdbac94d7","block_type":"box","text":"shareholder proposal addresses a material risk that may impact a company’s long-term financial per formance. BIS","page_number":208,"box":{"x":69,"y":619,"width":818,"height":11}},{"id":"18132505-822d-449d-959d-3582a525b9d3","block_type":"box","text":"may suppor t shareholder proposals that request disclosures that help us, as long-term investors on behalf of our","page_number":208,"box":{"x":69,"y":634,"width":809,"height":12}},{"id":"64d5be34-381f-43db-bfc9-4470abc799a4","block_type":"box","text":"clients, better understand the material risks and oppor tunities companies face and how they are managing them,","page_number":208,"box":{"x":69,"y":649,"width":807,"height":12}},{"id":"a9e5e4a3-726a-4a82-a834-5f4635802b80","block_type":"box","text":"especially where this information is additive given the company’s existing disclosures. We look for consistency","page_number":208,"box":{"x":69,"y":664,"width":787,"height":12}},{"id":"308299b8-130e-4ee0-bfdb-67b98a5c686b","block_type":"box","text":"between the specific request formally made in the proposal, the suppor ting documentation, and the proponents’","page_number":208,"box":{"x":69,"y":680,"width":801,"height":11}},{"id":"9bdd971b-b02f-45f1-ac0c-5cb32b12eb8e","block_type":"box","text":"other communications on the issues. We also assess the company’s practices and disclosures and the costs and","page_number":208,"box":{"x":69,"y":695,"width":813,"height":11}},{"id":"c799e4d8-d92b-4d75-9ec0-e486e5db8172","block_type":"box","text":"benefits to the company of meeting the request made in the proposal. We take into consideration a company’s","page_number":208,"box":{"x":69,"y":710,"width":791,"height":11}},{"id":"e39b7c37-297b-4497-87b4-57722f9d3ae4","block_type":"box","text":"governance practices and disclosures against those of their peers.","page_number":208,"box":{"x":68,"y":725,"width":475,"height":11}},{"id":"abcbcf57-a6a8-44a2-bdaf-a47733374442","block_type":"box","text":"BIS does not suppor t shareholder proposals that we view as inconsistent with long-term financial value or that","page_number":208,"box":{"x":102,"y":748,"width":787,"height":11}},{"id":"eef3edb0-f255-4725-90aa-860704561984","block_type":"box","text":"seek to micromanage companies. We take into consideration the legal effect of the proposal, as shareholder","page_number":208,"box":{"x":69,"y":763,"width":778,"height":11}},{"id":"7f1e37ca-2b5d-48d0-8c13-53b39bd65f56","block_type":"box","text":"proposals may be advisory or legally binding depending on the jurisdiction, while others may make requests that","page_number":208,"box":{"x":70,"y":778,"width":799,"height":11}},{"id":"e2c38d2a-ec16-4ec4-86dc-0e45e7c38ec2","block_type":"box","text":"would be deemed illegal in a given jurisdiction.","page_number":208,"box":{"x":68,"y":793,"width":331,"height":11}},{"id":"eb419118-cf11-469b-9d12-31132ff6caff","block_type":"box","text":"In our experience, it is helpful when companies disclose the names of the proponent or organization that has","page_number":208,"box":{"x":102,"y":816,"width":777,"height":11}},{"id":"82e5d931-7934-497d-a56b-659163881c2f","block_type":"box","text":"submitted or advised on the proposal. We recognize that some shareholder proposals bundle topics and/or specific","page_number":208,"box":{"x":69,"y":831,"width":825,"height":11}},{"id":"6df2ae93-bc63-41e0-a0d0-fc54f58c117e","block_type":"box","text":"requests. Fur ther, the proponent’s suppor ting statement may refer to topics that are not directly related to the","page_number":208,"box":{"x":69,"y":846,"width":788,"height":11}},{"id":"dc4c2410-4a69-42b7-b89e-738ad88f7248","block_type":"box","text":"request made in the proposal. In voting on behalf of clients, we must vote yes or no on the proposal as phrased by","page_number":208,"box":{"x":69,"y":861,"width":820,"height":11}},{"id":"5d994694-f681-4b18-b940-7d936efd4362","block_type":"box","text":"the proponent. Therefore, when we vote in suppor t of a proposal, we are not necessarily endorsing every element of","page_number":208,"box":{"x":68,"y":876,"width":831,"height":11}},{"id":"77b26d54-86f0-4f86-b612-a50d3f2c7828","block_type":"box","text":"9","page_number":208,"box":{"x":69,"y":906,"width":4,"height":4}},{"id":"3194eb14-31ff-473b-b48a-8deeac37ae33","block_type":"box","text":"Corporate form refers to the legal structure by which a business is organized.","page_number":208,"box":{"x":79,"y":905,"width":550,"height":12}},{"id":"6a52c50e-9dd3-4487-845a-b6fe2d2a5ebf","block_type":"box","text":"BlackRock Investment Stewardship","page_number":208,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"f313122c-b7f4-44c7-99b0-de7e7ad3e253","block_type":"box","text":"Global Principles | 9","page_number":208,"box":{"x":768,"y":942,"width":141,"height":13}},{"id":"ba2234a6-7c95-4335-9de5-22d2900cfad4","block_type":"box","text":"NM1026U-5981080-208/228","page_number":208,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"d8302a8d-5901-4211-8bf9-a15d242a00b0","block_type":"box","text":"the proposal or the reasoning, objectives, or suppor ting statement of the proponent. We may suppor t a proposal for","page_number":209,"box":{"x":68,"y":45,"width":829,"height":11}},{"id":"eafa6a4c-3022-4c29-9d04-6e1aae527f74","block_type":"box","text":"different reasons than those put for th by the proponent, when we believe that overall it may advance our clients’","page_number":209,"box":{"x":69,"y":60,"width":802,"height":11}},{"id":"7b14c7e2-d307-4be8-949d-1e080a2a27ab","block_type":"box","text":"long-term financial interests.","page_number":209,"box":{"x":70,"y":75,"width":201,"height":11}},{"id":"4856aab1-5936-4ba2-a85e-40cf1e54fe17","block_type":"box","text":"BlackRock is subject to cer tain rules, regulations, agency guidance, and contractual agreements that place","page_number":209,"box":{"x":102,"y":98,"width":763,"height":11}},{"id":"338656c5-f37a-4a56-8161-59d1fa93f818","block_type":"box","text":"restrictions and limitations on how BlackRock can interact with the companies in which we invest on behalf of our","page_number":209,"box":{"x":69,"y":113,"width":809,"height":11}},{"id":"425f5b79-66be-431a-adc2-3a3a84675f0a","block_type":"box","text":"clients. BlackRock does not nominate directors for board elections or submit shareholder proposals to companies.","page_number":209,"box":{"x":69,"y":128,"width":817,"height":11}},{"id":"45ba235b-62f2-4c43-9430-6178e8fb984d","block_type":"box","text":"Non-compliance with these requirements could adversely affect BlackRock’s ability to serve its clients’ interests.","page_number":209,"box":{"x":70,"y":143,"width":803,"height":11}},{"id":"1dd6a160-26a6-4e67-8d7d-66b80575d3fb","block_type":"box","text":"MATERIAL SUSTAINABILITY-RELATED RISKS AND OPPORTUNITIES","page_number":209,"box":{"x":247,"y":173,"width":484,"height":9}},{"id":"04576471-8a8d-4f0f-b61f-3e8d36cb2cb5","block_type":"box","text":"Appropriate oversight of material risks and oppor tunities, including material sustainability-related risks and","page_number":209,"box":{"x":101,"y":196,"width":760,"height":11}},{"id":"6d189fb1-9c12-4b32-9f26-455cd9ec1319","block_type":"box","text":"oppor tunities, is an impor tant component of having an effective governance framework that suppor ts durable, long","page_number":209,"box":{"x":69,"y":211,"width":824,"height":11}},{"id":"cf444888-e622-4cf0-a712-8bbf6a5441a2","block_type":"box","text":"term financial value creation.","page_number":209,"box":{"x":68,"y":226,"width":206,"height":9}},{"id":"810dffde-eba8-4b43-8842-bdcddd650057","block_type":"box","text":"10","page_number":209,"box":{"x":276,"y":226,"width":9,"height":5}},{"id":"d2779d23-12c2-4bc9-9777-974f36058f36","block_type":"box","text":"We look to companies to provide robust disclosure that allows investors to effectively evaluate companies’","page_number":209,"box":{"x":101,"y":249,"width":761,"height":11}},{"id":"8138744d-d251-40dd-8300-2d17c872e999","block_type":"box","text":"strategy and business practices related to material sustainability-related risks and oppor tunities. We find it helpful","page_number":209,"box":{"x":69,"y":264,"width":814,"height":11}},{"id":"005ebf6f-64b6-4b0b-8037-b8c5f99af891","block_type":"box","text":"when companies’ disclosures demonstrate that they have a resilient business model that integrates material","page_number":209,"box":{"x":68,"y":279,"width":777,"height":11}},{"id":"d1fa76b0-a5c5-4099-aa90-f35cf057678f","block_type":"box","text":"sustainability-related risks and oppor tunities into their strategy, risk management, and metrics and targets, including","page_number":209,"box":{"x":69,"y":294,"width":833,"height":11}},{"id":"383567d7-b098-4bbb-9c68-00c930bea307","block_type":"box","text":"industry-specific metrics.","page_number":209,"box":{"x":70,"y":309,"width":175,"height":11}},{"id":"63fc9b5a-042e-4c3b-b807-81eb6b0f9b48","block_type":"box","text":"Standardized disclosure of sustainability-related data suppor ts investors in making informed decisions. The","page_number":209,"box":{"x":102,"y":332,"width":765,"height":11}},{"id":"2e5b2bdf-7678-469e-82b7-31b90672ea30","block_type":"box","text":"International Sustainability Standards Board (ISSB) standards, IFRS S1 and S2, represent one such approach to","page_number":209,"box":{"x":70,"y":347,"width":800,"height":11}},{"id":"01deddec-4d4a-4da9-9ee8-c06553480471","block_type":"box","text":"standardization that we find useful in our analysis.","page_number":209,"box":{"x":69,"y":362,"width":358,"height":11}},{"id":"fccf08c1-0881-4fc7-b7c4-b2616bad5cca","block_type":"box","text":"11","page_number":209,"box":{"x":429,"y":363,"width":9,"height":4}},{"id":"13a3fc84-1666-4c20-aedf-d158694d5d89","block_type":"box","text":"However, we do not mandate any specific disclosure framework","page_number":209,"box":{"x":444,"y":362,"width":451,"height":11}},{"id":"93b4e4f0-b34b-414d-9250-a7b443d347e2","block_type":"box","text":"companies should use, and recognize that companies may repor t using different standards, some of which may be","page_number":209,"box":{"x":69,"y":377,"width":821,"height":12}},{"id":"b2fad066-093c-4248-afe1-80f89a53c9ed","block_type":"box","text":"required by regulation. In such cases, we ask that companies highlight the metrics that are industry- or company","page_number":209,"box":{"x":69,"y":393,"width":806,"height":11}},{"id":"6c47e7e9-0ec7-425f-b2f4-a2c0e5fb4c24","block_type":"box","text":"specific.","page_number":209,"box":{"x":69,"y":407,"width":57,"height":11}},{"id":"214036b1-fdb4-44f7-820d-a31f43f3d0e3","block_type":"box","text":"We also recognize that companies may be phasing in repor ting over several years. We do not prescribe timelines","page_number":209,"box":{"x":101,"y":430,"width":805,"height":11}},{"id":"3e175115-a25c-4689-8046-89f2d141db48","block_type":"box","text":"regarding when companies should make sustainability-related disclosures but appreciate it when companies produce","page_number":209,"box":{"x":69,"y":446,"width":833,"height":11}},{"id":"08cfce47-0100-4eaf-8b0f-c56510ac723c","block_type":"box","text":"them sufficiently in advance of their shareholder meeting, to the best of their abilities, to provide investors with time","page_number":209,"box":{"x":68,"y":460,"width":830,"height":12}},{"id":"08c7019f-0707-4c74-90aa-84b62b2a0a01","block_type":"box","text":"to assess the data and make informed voting decisions.","page_number":209,"box":{"x":68,"y":475,"width":401,"height":12}},{"id":"43207050-d703-4ccd-94e3-0420fa3613d1","block_type":"box","text":"Industry initiatives on managing specific operational risks may also provide useful guidance to companies on","page_number":209,"box":{"x":102,"y":498,"width":775,"height":11}},{"id":"26d2682e-b0e8-4d2f-91da-dd3158c8c1ab","block_type":"box","text":"best practices and disclosures. While not a voting item, we find it helpful to our understanding of investment risk","page_number":209,"box":{"x":69,"y":513,"width":804,"height":12}},{"id":"7d11a615-860d-465e-a2d9-8a9c483a3a71","block_type":"box","text":"when companies disclose any relevant global sustainability-related standards adopted, the industry initiatives in","page_number":209,"box":{"x":68,"y":529,"width":799,"height":11}},{"id":"225bdef6-c7c2-41b4-b591-d6f6127a5ce3","block_type":"box","text":"which they par ticipate, any peer group benchmarking under taken, and any assurance processes to help investors","page_number":209,"box":{"x":68,"y":544,"width":810,"height":11}},{"id":"e494d173-c360-413f-b393-52bc2b1c9913","block_type":"box","text":"understand their approach to sustainable and responsible business practices.","page_number":209,"box":{"x":69,"y":559,"width":556,"height":11}},{"id":"8ac13e14-dd59-4f23-8ca9-e3ca4e3fdf4d","block_type":"box","text":"10","page_number":209,"box":{"x":69,"y":603,"width":9,"height":5}},{"id":"a78b20fd-9753-47fd-996a-09a56bebae2c","block_type":"box","text":"By material sustainability-related risks and oppor tunities, we mean the drivers of risk and financial value creation in","page_number":209,"box":{"x":84,"y":603,"width":822,"height":11}},{"id":"b5293ff8-36e3-48d4-bc4f-979716d9983e","block_type":"box","text":"a company’s business model that have an environmental or social dependency or impact. Examples of environmental","page_number":209,"box":{"x":69,"y":618,"width":835,"height":11}},{"id":"a2aa9298-54b8-4a0a-97c2-0ee139fe69cf","block_type":"box","text":"issues include, but are not limited to, water use, land use, waste management, and climate risk. Examples of social","page_number":209,"box":{"x":70,"y":633,"width":827,"height":12}},{"id":"1e7b9ae0-6548-427a-b5de-44eecf7aa212","block_type":"box","text":"issues include, but are not limited to, human capital management, impacts on the communities in which a company","page_number":209,"box":{"x":70,"y":649,"width":826,"height":11}},{"id":"58edb567-7d6e-4986-bb51-4c23955ffdb0","block_type":"box","text":"operates, customer loyalty, and relationships with regulators.","page_number":209,"box":{"x":69,"y":664,"width":433,"height":11}},{"id":"3c4a73ea-aaac-4a47-a45b-bf6703d8ffdc","block_type":"box","text":"11","page_number":209,"box":{"x":69,"y":682,"width":9,"height":4}},{"id":"fabd6de6-34b7-48d9-a763-4841565fb47b","block_type":"box","text":"The ISSB is an independent standard-setting body within the International Financial Repor ting Standards","page_number":209,"box":{"x":83,"y":681,"width":744,"height":11}},{"id":"a4c40183-7835-4f21-9e69-ad0fcb2a4e14","block_type":"box","text":"(IFRS) Foundation. The standards build on the Task Force on Climate-related Financial Disclosures (TCFD) framework","page_number":209,"box":{"x":69,"y":696,"width":828,"height":11}},{"id":"127ccc79-ea9d-4ecd-8c14-58764cca4bdf","block_type":"box","text":"and the standards and metrics developed by the Sustainability Accounting Standards Board (SASB), which have both","page_number":209,"box":{"x":69,"y":711,"width":830,"height":12}},{"id":"80be7928-1c0e-43dd-8087-9ceeb17336e5","block_type":"box","text":"converged under the ISSB. Please refer to the IFRS website to learn more about the framework and standards S1","page_number":209,"box":{"x":69,"y":726,"width":809,"height":12}},{"id":"9276b041-81f7-437d-83b4-86a7727b6117","block_type":"box","text":"“General Requirements for Disclosure of Sustainability-related Financial Information” and S2 “Climate-related","page_number":209,"box":{"x":70,"y":742,"width":778,"height":11}},{"id":"931abd3b-ad74-43b9-b5c4-48f35c427235","block_type":"box","text":"Disclosures.” Websites accessed in December 2025.","page_number":209,"box":{"x":70,"y":757,"width":380,"height":9}},{"id":"457de31b-5e5e-4d36-850c-b14c5d70db65","block_type":"box","text":"BlackRock Investment Stewardship","page_number":209,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"57323f08-f1c0-41b8-b962-df9e4baf4681","block_type":"box","text":"Global Principles | 10","page_number":209,"box":{"x":758,"y":942,"width":151,"height":13}},{"id":"f794da2e-fc25-4b92-92f7-d26e87237b40","block_type":"box","text":"NM1026U-5981080-209/228","page_number":209,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"a0e7ed76-6a14-49af-afba-f7360d76b940","block_type":"box","text":"CLIMATE AND NATURE-RELATED RISK","page_number":210,"box":{"x":351,"y":45,"width":277,"height":9}},{"id":"f4f0adba-84e1-4a8d-ba40-105eabc772b6","block_type":"box","text":"Many companies are assessing how to navigate the low-carbon transition while delivering long-term financial","page_number":210,"box":{"x":102,"y":67,"width":769,"height":12}},{"id":"2ca97da1-4a98-4bea-86bf-c30660b472d6","block_type":"box","text":"value to investors. For companies facing material climate-related risks, we find it helpful when they publicly disclose,","page_number":210,"box":{"x":68,"y":82,"width":829,"height":12}},{"id":"7ea91e9a-95da-4931-897a-9af68afc2dee","block_type":"box","text":"consistent with their business model and sector, how they intend to deliver long-term financial per formance through","page_number":210,"box":{"x":69,"y":98,"width":824,"height":11}},{"id":"12729335-d843-4d7e-9f38-40a99f85cbff","block_type":"box","text":"the low-carbon transition, including where available, their transition plan.","page_number":210,"box":{"x":68,"y":113,"width":514,"height":11}},{"id":"ccd2f12e-3049-424a-a001-5e72e5da1e19","block_type":"box","text":"12, 13","page_number":210,"box":{"x":584,"y":113,"width":26,"height":5}},{"id":"1cdc5193-ec6d-49c7-8a57-a809b1b2f80b","block_type":"box","text":"From company disclosures and","page_number":210,"box":{"x":617,"y":113,"width":218,"height":11}},{"id":"c0eccdb1-a745-4e9a-9845-19ab61219d8b","block_type":"box","text":"engagement, we seek to understand the strategies companies have in place to manage material risks to, and","page_number":210,"box":{"x":69,"y":128,"width":782,"height":11}},{"id":"b2ed2810-d5f0-4acc-9cf9-8a993ea74402","block_type":"box","text":"oppor tunities for, their long-term business model associated with a range of climate-related scenarios.","page_number":210,"box":{"x":69,"y":143,"width":729,"height":11}},{"id":"f49a8e56-d4a7-44bb-ac1d-8fb8ace2676c","block_type":"box","text":"Recognizing the value of these disclosures, cer tain markets such as the European Union mandate large","page_number":210,"box":{"x":102,"y":166,"width":740,"height":11}},{"id":"775de386-db7c-4d7f-a40a-26df2c062d18","block_type":"box","text":"companies to disclose such climate-related financial information, while in other jurisdictions these disclosures are","page_number":210,"box":{"x":69,"y":181,"width":814,"height":11}},{"id":"15004d67-e70c-4794-83e1-6acd6c1f0655","block_type":"box","text":"viewed as best practice in the market.","page_number":210,"box":{"x":68,"y":196,"width":271,"height":11}},{"id":"ebf73ecc-5fb4-4dea-9f01-d0d7dd99d9e4","block_type":"box","text":"The ISSB standards provide one such framework that can assist investors in assessing company-specific","page_number":210,"box":{"x":101,"y":218,"width":749,"height":12}},{"id":"c35b99f2-65e6-426a-a8a5-872b6c49d898","block_type":"box","text":"climate-related risks and oppor tunities, and informing investment decisions. Such disclosures also provide investors","page_number":210,"box":{"x":69,"y":234,"width":831,"height":11}},{"id":"9e795b4c-cc32-406d-b55e-df65813e494b","block_type":"box","text":"with insights into how companies are managing the risks associated with a transition to a low-carbon economy by","page_number":210,"box":{"x":68,"y":249,"width":809,"height":11}},{"id":"8c52fff6-d2fd-49ae-b709-026c583283cf","block_type":"box","text":"managing their own carbon emissions or emissions intensities to the extent financially practicable.","page_number":210,"box":{"x":69,"y":264,"width":702,"height":11}},{"id":"fbd4d89d-544b-4d9a-8442-cb729af2f227","block_type":"box","text":"The ISSB standards, for example, contemplate disclosures on how companies are setting shor t-, medium- and","page_number":210,"box":{"x":101,"y":286,"width":786,"height":12}},{"id":"f280cdb6-5441-4252-a502-53a69bf88aa9","block_type":"box","text":"long-term targets, ideally science-based where these are available for their sector, for scope 1 and 2 greenhouse gas","page_number":210,"box":{"x":70,"y":302,"width":834,"height":11}},{"id":"cea57f75-5400-4c83-a651-70c07f4b35c4","block_type":"box","text":"emissions (GHG) reductions and to demonstrate how their targets are consistent with the long-term financial","page_number":210,"box":{"x":69,"y":317,"width":773,"height":11}},{"id":"a7ee068c-7abb-4476-8d11-729f94864e20","block_type":"box","text":"interests of their investors.","page_number":210,"box":{"x":70,"y":332,"width":190,"height":9}},{"id":"71eda46b-da2b-4d4c-bd28-f89fc3730c84","block_type":"box","text":"While we recognize that regulators in some markets are moving to mandate cer tain disclosures, at this stage,","page_number":210,"box":{"x":101,"y":355,"width":784,"height":11}},{"id":"0a943e74-ec9d-43b1-b6f6-3ef76d81f0c6","block_type":"box","text":"we view scope 3 emissions differently from scopes 1 and 2, given methodological complexity, regulatory uncer tainty,","page_number":210,"box":{"x":68,"y":370,"width":832,"height":11}},{"id":"bed8e405-666d-470a-a834-bc36cb7c1bcc","block_type":"box","text":"concerns about double-counting, and lack of direct control by companies. We welcome disclosures and commitments","page_number":210,"box":{"x":69,"y":385,"width":834,"height":11}},{"id":"638de016-ef2d-4a9b-8d4e-cce565447f11","block_type":"box","text":"that companies choose to make regarding material scope 3 emissions and recognize that these are provided on a","page_number":210,"box":{"x":68,"y":400,"width":815,"height":11}},{"id":"da072ec1-6e6d-4f03-b61b-9c2090b34afc","block_type":"box","text":"good-faith basis as methodology develops.","page_number":210,"box":{"x":68,"y":415,"width":303,"height":11}},{"id":"ea1c3161-d566-43f3-8509-b5a71ce70408","block_type":"box","text":"In addition to climate-related risks and oppor tunities, for companies whose strategies, operations or supply","page_number":210,"box":{"x":102,"y":438,"width":766,"height":11}},{"id":"fc697e4d-bba4-4712-be8a-f9acfcfb4f1f","block_type":"box","text":"chains are materially reliant on natural capital, nature-related risks and oppor tunities may affect their ability to","page_number":210,"box":{"x":69,"y":453,"width":788,"height":11}},{"id":"348a9137-8a96-482c-9942-ad0d8d388356","block_type":"box","text":"generate long-term financial returns.","page_number":210,"box":{"x":68,"y":468,"width":258,"height":11}},{"id":"9b5b7251-5640-4425-b248-6faa08c0f08a","block_type":"box","text":"14","page_number":210,"box":{"x":328,"y":468,"width":9,"height":5}},{"id":"5406e3f7-98c0-4949-a9be-e384ad0876f2","block_type":"box","text":"For these companies, we rely on disclosures to understand how their","page_number":210,"box":{"x":344,"y":468,"width":490,"height":11}},{"id":"2415e5c7-0d3b-4484-95a9-e665ff8cb6e7","block_type":"box","text":"strategies consider nature-related impacts and dependencies and to assess how the board oversees these risks.","page_number":210,"box":{"x":69,"y":483,"width":807,"height":11}},{"id":"82cd3ecc-88d2-45c8-bb60-1b8866dde13a","block_type":"box","text":"15","page_number":210,"box":{"x":878,"y":484,"width":9,"height":4}},{"id":"ce964adf-2be2-4a87-ab8f-82a61c9038a0","block_type":"box","text":"COMPANIES’ IMPACT ON THEIR WORKFORCE, SUPPLY CHAINS, AND COMMUNITIES","page_number":210,"box":{"x":179,"y":513,"width":620,"height":11}},{"id":"1b0a809e-e233-4ca3-b00d-4592fa4f0936","block_type":"box","text":"Companies determine their key stakeholders based on what is material to their business and long-term financial","page_number":210,"box":{"x":102,"y":536,"width":799,"height":11}},{"id":"432602ec-0a24-4074-8f7f-19c1f439e313","block_type":"box","text":"per formance. For many companies, key stakeholders include employees, business supply chains, clients and","page_number":210,"box":{"x":70,"y":551,"width":778,"height":11}},{"id":"fd01a8a3-af5d-4f51-9eff-b99a15233a90","block_type":"box","text":"consumers, regulators, and the communities in which they operate.","page_number":210,"box":{"x":69,"y":566,"width":479,"height":11}},{"id":"248cf6a3-df9c-4e33-b8d7-1b05760ae480","block_type":"box","text":"In our experience, companies that invest in the relationships that are critical to their strategic objectives are","page_number":210,"box":{"x":102,"y":589,"width":770,"height":11}},{"id":"0cf08e24-d434-4c03-9706-e9f20080f8c6","block_type":"box","text":"more likely to deliver durable, long-term financial per formance. By contrast, we have found that poor relationships","page_number":210,"box":{"x":69,"y":604,"width":810,"height":11}},{"id":"0757d5e7-43d3-4ed4-b4cb-8ab1d58b4b67","block_type":"box","text":"12","page_number":210,"box":{"x":69,"y":634,"width":9,"height":4}},{"id":"732686ad-caec-4ad3-99e7-9e1669133671","block_type":"box","text":"We have observed that more companies are developing such plans, and public policymakers in cer tain markets are","page_number":210,"box":{"x":83,"y":633,"width":823,"height":12}},{"id":"0d4ea19d-ccea-4ba0-b8c0-ba5b00582f73","block_type":"box","text":"signaling their intentions to require them or already have requirements in place, such as Australia, Brazil, and the","page_number":210,"box":{"x":69,"y":649,"width":808,"height":11}},{"id":"3feb57e5-b7da-4164-aaeb-5c2d754d96d4","block_type":"box","text":"European Union (please see the International Transition Plan Network for information). We view transition plans as a","page_number":210,"box":{"x":70,"y":663,"width":827,"height":11}},{"id":"21389118-fd16-4ffc-8746-4f2d9ec95377","block_type":"box","text":"method for a company to both internally assess and externally communicate its long-term strategy, ambition,","page_number":210,"box":{"x":69,"y":679,"width":774,"height":11}},{"id":"8b29e84c-236e-469f-b4ef-588db6899c2e","block_type":"box","text":"objectives, and actions to create financial value through the global transition towards a low-carbon economy. Across","page_number":210,"box":{"x":69,"y":694,"width":825,"height":11}},{"id":"afc0a239-f9be-4e76-8738-48c674774ccb","block_type":"box","text":"the landscape there remains divergence on the objectives of such plans and the details they should contain. While","page_number":210,"box":{"x":68,"y":709,"width":819,"height":11}},{"id":"12d6b892-90c8-4905-b674-68e8f649c27c","block_type":"box","text":"transition plans can be helpful disclosure, BIS does not make the preparation and production of transition plans a","page_number":210,"box":{"x":68,"y":724,"width":813,"height":11}},{"id":"56ddc606-7700-4154-a5de-be4247784b84","block_type":"box","text":"voting issue. BIS may engage companies that have chosen to publish a transition plan to understand their planned","page_number":210,"box":{"x":68,"y":739,"width":819,"height":11}},{"id":"fcdb3f23-7ada-4c61-b6c1-cb32a25df53f","block_type":"box","text":"actions and resource implications. Website accessed in December 2025.","page_number":210,"box":{"x":69,"y":754,"width":522,"height":11}},{"id":"bc86b34a-e301-422e-969b-99ce3823f126","block_type":"box","text":"13","page_number":210,"box":{"x":69,"y":772,"width":9,"height":5}},{"id":"264bdac4-1893-4586-8615-3aeec6a9a61e","block_type":"box","text":"For more information, please see our commentary “Climate-related risks and a low-carbon transition,” December","page_number":210,"box":{"x":84,"y":772,"width":804,"height":11}},{"id":"46ae5d2f-9f9c-42d0-bb18-478334b47bcf","block_type":"box","text":"2025.","page_number":210,"box":{"x":69,"y":787,"width":42,"height":9}},{"id":"6f9db061-2522-4571-8445-4df7ff57a516","block_type":"box","text":"14","page_number":210,"box":{"x":69,"y":805,"width":9,"height":4}},{"id":"45f12862-0446-4d26-a99a-87d4714faba6","block_type":"box","text":"For more information, please see our commentary “Our approach to engagement on natural capital,” December","page_number":210,"box":{"x":84,"y":805,"width":796,"height":11}},{"id":"30f456c7-0e98-44e7-823c-f7fc92825600","block_type":"box","text":"2025.","page_number":210,"box":{"x":69,"y":820,"width":42,"height":9}},{"id":"306633be-7925-4c0a-80a2-fc6c493e2a12","block_type":"box","text":"15","page_number":210,"box":{"x":69,"y":838,"width":9,"height":4}},{"id":"9c4d9357-2011-4791-a94d-1148bde8f8cf","block_type":"box","text":"Given the growing awareness of the materiality of these issues for cer tain businesses, enhanced repor ting on a","page_number":210,"box":{"x":84,"y":837,"width":797,"height":12}},{"id":"22a173e7-144e-4022-852b-2de884948d7f","block_type":"box","text":"company’s natural capital dependencies and impacts would aid investors’ understanding. The recommendations of","page_number":210,"box":{"x":69,"y":852,"width":820,"height":12}},{"id":"6761d307-7489-4cd4-839d-6c2fc1f64a26","block_type":"box","text":"the Taskforce on Nature-related Financial Disclosures (TNFD) may prove useful to some companies. We recognize that","page_number":210,"box":{"x":68,"y":868,"width":842,"height":11}},{"id":"5a79d783-fe65-40b5-9ca5-1cdf761eba05","block_type":"box","text":"some companies may repor t using different standards, which may be required by regulation, or one of a number of","page_number":210,"box":{"x":69,"y":883,"width":820,"height":11}},{"id":"f0141eef-a8f1-420d-baca-d8827000ba99","block_type":"box","text":"other private sector standards. TNFD-aligned repor ting is not a voting issue. Website accessed in December 2025.","page_number":210,"box":{"x":69,"y":898,"width":817,"height":11}},{"id":"fb762d39-082e-4fc8-8120-f6a8fab3a50d","block_type":"box","text":"BlackRock Investment Stewardship","page_number":210,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"6f322439-3c1a-4e62-83de-6ccbf977ff70","block_type":"box","text":"Global Principles | 11","page_number":210,"box":{"x":758,"y":942,"width":151,"height":13}},{"id":"ce337fde-6f25-46b6-b96b-96f71f3276c4","block_type":"box","text":"NM1026U-5981080-210/228","page_number":210,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"5d629fd4-b73d-4edf-9151-35f949dfcbba","block_type":"box","text":"may create adverse impacts that could expose companies to legal, regulatory, operational, and reputational risks.","page_number":211,"box":{"x":69,"y":45,"width":811,"height":11}},{"id":"abe7924b-e1d4-449b-8ba6-7e7b2af9bdf6","block_type":"box","text":"This is par ticularly relevant to a company’s workforce, which is central to long-term financial value creation.","page_number":211,"box":{"x":68,"y":60,"width":764,"height":11}},{"id":"0238e770-a297-44ea-a027-ab5c59108c72","block_type":"box","text":"16","page_number":211,"box":{"x":834,"y":60,"width":9,"height":5}},{"id":"e385538f-4fd2-4930-8e26-8a72b1cb74b3","block_type":"box","text":"As a long-term shareholder on behalf of our clients, we find it helpful when companies disclose how they have","page_number":211,"box":{"x":101,"y":82,"width":783,"height":12}},{"id":"52fbdd0f-4807-405d-9593-df36b4e4b667","block_type":"box","text":"identified their key stakeholders and considered their interests in business decision-making. In addition to","page_number":211,"box":{"x":70,"y":98,"width":755,"height":11}},{"id":"f7d911ec-fb24-4e23-9f3b-5d674cb90038","block_type":"box","text":"understanding broader stakeholder relationships, BIS finds it helpful when companies discuss how they consider the","page_number":211,"box":{"x":69,"y":113,"width":831,"height":11}},{"id":"62027299-3bec-44f3-9502-69a3d1f3c626","block_type":"box","text":"needs of their workforce today, and the skills required for their future business strategy. We are also interested in","page_number":211,"box":{"x":69,"y":128,"width":809,"height":11}},{"id":"88948ff7-0a80-4d6e-af52-1f4205138859","block_type":"box","text":"understanding how the board monitors and engages on these matters, given it is well positioned to ensure that the","page_number":211,"box":{"x":69,"y":143,"width":821,"height":11}},{"id":"7fdc9ac0-7271-4d0b-abc1-c6d5cece99fe","block_type":"box","text":"approach taken by management is informed by and aligns with the company’s strategy. BIS does not direct a","page_number":211,"box":{"x":69,"y":158,"width":775,"height":11}},{"id":"f7e49535-aea7-4eb2-b2dd-24b782dc7736","block_type":"box","text":"company’s policies or practices, which are the responsibility of management and the board.","page_number":211,"box":{"x":69,"y":173,"width":653,"height":11}},{"id":"a75844a6-8db8-4394-b454-a2e38692c197","block_type":"box","text":"In addition, we find it helpful when companies disclose their approach to addressing material adverse impacts","page_number":211,"box":{"x":102,"y":196,"width":784,"height":11}},{"id":"a1532c7f-cd78-428f-96f3-21dcc6971beb","block_type":"box","text":"that could arise from their business practices and affect critical relationships with their stakeholders. We encourage","page_number":211,"box":{"x":68,"y":211,"width":829,"height":11}},{"id":"29af19da-c16a-4de0-8c91-725587a33727","block_type":"box","text":"companies to implement, to the extent appropriate, monitoring processes (often referred to as due diligence) to","page_number":211,"box":{"x":69,"y":226,"width":797,"height":11}},{"id":"c260c672-cfe2-4891-9af8-ad831c69ec1b","block_type":"box","text":"identify and mitigate potential adverse impacts and grievance mechanisms to remediate any actual adverse material","page_number":211,"box":{"x":70,"y":241,"width":828,"height":11}},{"id":"c74585cd-0610-42ee-964d-3b434ed67151","block_type":"box","text":"impacts.","page_number":211,"box":{"x":70,"y":257,"width":58,"height":10}},{"id":"6b50430f-05ef-4607-9e53-37a3cb76db65","block_type":"box","text":"We look to boards to oversee management’s approach to addressing material risks related to key stakeholders","page_number":211,"box":{"x":101,"y":279,"width":794,"height":11}},{"id":"617ab661-9bd7-4331-adcf-62d7ac8e07ba","block_type":"box","text":"and may convey concerns about board oversight in our voting on director elections or suppor ting a business relevant","page_number":211,"box":{"x":69,"y":294,"width":831,"height":11}},{"id":"6fe26b08-a563-4057-932f-1b32c374fcc3","block_type":"box","text":"shareholder proposal when, in our assessment, the board is not acting in shareholders’ long-term financial interests.","page_number":211,"box":{"x":69,"y":309,"width":834,"height":11}},{"id":"125142a2-4def-476e-99f3-fe51953a7376","block_type":"box","text":"BLACKROCK’S OVERSIGHT OF ITS INVESTMENT STEWARDSHIP ACTIVITIES","page_number":211,"box":{"x":213,"y":340,"width":553,"height":8}},{"id":"46796033-6869-423d-844a-2c55bc85f12b","block_type":"box","text":"BIS’ governance structure suppor ts oversight and accountability of stewardship-related activities on behalf of","page_number":211,"box":{"x":102,"y":362,"width":778,"height":11}},{"id":"d3bcf0ec-7f00-4501-91f0-5cad1d641dd0","block_type":"box","text":"clients at the global and regional level.","page_number":211,"box":{"x":69,"y":377,"width":274,"height":12}},{"id":"2ec68887-0bb9-43da-b3ae-c877b0b65f05","block_type":"box","text":"At the top of this governance structure, the risk-focused BIS Global Oversight Committee (the Committee)","page_number":211,"box":{"x":101,"y":400,"width":751,"height":11}},{"id":"2b45ab91-caa8-439c-915d-847e3a959d08","block_type":"box","text":"suppor ts BIS’ regulatory responsibilities in relation to proxy voting, including adherence to policies and procedures as","page_number":211,"box":{"x":69,"y":415,"width":840,"height":11}},{"id":"d0ebd219-861c-4ebb-a358-3544bdcbfc9c","block_type":"box","text":"well as market-level stewardship requirements. The Committee reviews and approves amendments to the Global","page_number":211,"box":{"x":68,"y":430,"width":802,"height":11}},{"id":"0b0cee9a-60d7-44bb-85ee-4477f912c4ac","block_type":"box","text":"Principles and regional voting guidelines. The Committee also reviews periodic repor ts regarding the votes cast by","page_number":211,"box":{"x":69,"y":445,"width":813,"height":12}},{"id":"1d888060-bdc7-4305-a136-fc25157a5f68","block_type":"box","text":"BIS on behalf of clients, as well as updates on material process issues, procedural changes, and other risk oversight","page_number":211,"box":{"x":70,"y":460,"width":835,"height":12}},{"id":"843ac2f0-25bf-462f-9e9a-a37f39a4d0c2","block_type":"box","text":"considerations. The Committee is chaired by the Global Heads of the Investment Stewardship function and its","page_number":211,"box":{"x":69,"y":475,"width":783,"height":12}},{"id":"3cce56e2-1edb-456c-a17e-df565e02d721","block_type":"box","text":"members include senior BlackRock executives with legal, risk, and other experience relevant to team oversight who","page_number":211,"box":{"x":69,"y":491,"width":820,"height":11}},{"id":"5435434e-16cb-4d45-a6ec-ff62d803f331","block_type":"box","text":"are independent from the investment stewardship function.","page_number":211,"box":{"x":69,"y":506,"width":421,"height":11}},{"id":"a34d3775-1310-4bfb-ba5c-3d691a739f06","block_type":"box","text":"The Global Heads have primary oversight of BIS’ activities globally, including voting in accordance with the Global","page_number":211,"box":{"x":101,"y":528,"width":804,"height":12}},{"id":"dc312fcf-4c80-481d-acc0-912420b04b0a","block_type":"box","text":"Principles and regional voting guidelines. At the regional level, three regional Heads for the Americas, APAC, and","page_number":211,"box":{"x":69,"y":543,"width":798,"height":12}},{"id":"290fc8dd-5313-4ad7-a3ef-7f46cb126a00","block_type":"box","text":"EMEA oversee BIS’ activities for their specific markets.","page_number":211,"box":{"x":70,"y":559,"width":389,"height":11}},{"id":"757fdf5d-3239-4838-bab5-89979a26ecaa","block_type":"box","text":"VOTE EXECUTION","page_number":211,"box":{"x":424,"y":589,"width":129,"height":9}},{"id":"9dca5b7d-be20-480f-9fe8-3f8c6c6cf689","block_type":"box","text":"BIS votes proxies on behalf of index equity funds and accounts when authorized by our clients. We have","page_number":211,"box":{"x":102,"y":612,"width":739,"height":11}},{"id":"4b9cbfa2-4068-4d16-b062-8263bc75ecd4","block_type":"box","text":"processes in place to consider all proxies for which we have voting authority, and submit voting decisions, or refrain","page_number":211,"box":{"x":70,"y":627,"width":822,"height":11}},{"id":"7beb9576-ff64-4185-8cf4-e45bf2bf9c16","block_type":"box","text":"from voting when logistical issues arise (see below). The BIS Benchmark Policies – and the vote decisions made","page_number":211,"box":{"x":68,"y":642,"width":801,"height":11}},{"id":"e0d27e6c-e6d8-4550-8429-a1500bc00ae6","block_type":"box","text":"consistent with those policies – reflect our reasonable and independent judgment and are made without regard to the","page_number":211,"box":{"x":69,"y":657,"width":838,"height":11}},{"id":"fcbf2645-cd79-4a6e-9d03-9f23be9a8015","block_type":"box","text":"relationship between the issuer of the proxy (or any shareholder proponent or dissident shareholder) and the Fund,","page_number":211,"box":{"x":69,"y":672,"width":817,"height":11}},{"id":"06d37248-95de-4e4f-9467-dbcaf5eeed3a","block_type":"box","text":"the Fund’s affiliates (if any), BlackRock or BlackRock’s affiliates, or BlackRock employees (see “Conflicts","page_number":211,"box":{"x":68,"y":687,"width":751,"height":11}},{"id":"ee325658-21a0-4e90-9db9-bfff43c7e627","block_type":"box","text":"management policies and procedures,” below).","page_number":211,"box":{"x":69,"y":703,"width":334,"height":11}},{"id":"01021411-6d61-4e85-a5d3-70ee1a453de7","block_type":"box","text":"In cer tain markets, proxy voting involves logistical issues which can affect BIS’ ability to vote, as well as the cost","page_number":211,"box":{"x":102,"y":725,"width":806,"height":11}},{"id":"9c9308a1-296e-4fd3-b156-ae1f12b50228","block_type":"box","text":"of voting such proxies on behalf of our clients. These issues include, but are not limited to: 1) untimely notice of","page_number":211,"box":{"x":69,"y":740,"width":801,"height":11}},{"id":"8c6472ef-7ab0-470e-a8ba-f25f19f0deb0","block_type":"box","text":"shareholder meetings; 2) restrictions on a foreigner’s ability to exercise votes; 3) requirements to vote proxies in","page_number":211,"box":{"x":69,"y":755,"width":805,"height":11}},{"id":"1c13025a-be3a-4c04-b904-d2df829ffc52","block_type":"box","text":"person; 4) “share-blocking” (requirements that investors who exercise their voting rights surrender the right to","page_number":211,"box":{"x":70,"y":771,"width":783,"height":11}},{"id":"46cb88ca-c337-4dea-a928-a6228aa085d8","block_type":"box","text":"dispose of their holdings from the point at which votes are submitted until after the after the shareholder meeting","page_number":211,"box":{"x":69,"y":785,"width":811,"height":12}},{"id":"d6cede13-366c-4e3b-884f-5b72f3c95386","block_type":"box","text":"has occurred); 5) potential difficulties in translating the proxy; 6) regulatory constraints; and 7) requirements to","page_number":211,"box":{"x":69,"y":801,"width":795,"height":11}},{"id":"adaa3945-fc9f-48fe-b198-ed612aa11fc5","block_type":"box","text":"provide local agents with powers of attorney to facilitate voting instructions. We are not suppor tive of impediments to","page_number":211,"box":{"x":70,"y":816,"width":835,"height":11}},{"id":"ace0280c-2da5-47b6-9dfe-45a4cbe6f21c","block_type":"box","text":"the exercise of voting rights such as share-blocking or overly burdensome administrative requirements.","page_number":211,"box":{"x":68,"y":831,"width":732,"height":11}},{"id":"edaa1a5d-c614-4b30-b219-7920f8fcf6da","block_type":"box","text":"16","page_number":211,"box":{"x":69,"y":860,"width":9,"height":5}},{"id":"c036755f-07d7-4aa9-b73f-5c3fe744f147","block_type":"box","text":"For more information, please see our commentary “Our approach to engagement on human capital management,”","page_number":211,"box":{"x":84,"y":860,"width":814,"height":11}},{"id":"06e5d91c-a8ae-4273-b8d8-fb84dc3b2051","block_type":"box","text":"December 2025.","page_number":211,"box":{"x":70,"y":875,"width":118,"height":9}},{"id":"31544ea7-ecf2-4764-a753-f613ffa4827c","block_type":"box","text":"BlackRock Investment Stewardship","page_number":211,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"7264b20d-91e0-4f4b-a97c-c12cca240850","block_type":"box","text":"Global Principles | 12","page_number":211,"box":{"x":758,"y":942,"width":151,"height":13}},{"id":"245a5978-a6ba-4050-8eaa-51ac0dcd4bb4","block_type":"box","text":"NM1026U-5981080-211/228","page_number":211,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"ac78e890-7e5e-4fca-8f5b-99820302e582","block_type":"box","text":"BIS votes proxies in these situations on a “best-effor ts” basis. In addition, BIS may determine that it is generally","page_number":212,"box":{"x":102,"y":45,"width":807,"height":11}},{"id":"c3fafbb3-6b0b-4c95-b0be-006209ccf604","block_type":"box","text":"in the interests of BlackRock’s clients not to vote proxies (or not to vote our full allocation) if the costs (including but","page_number":212,"box":{"x":70,"y":60,"width":830,"height":11}},{"id":"99747de8-6e80-4a3e-bc0a-8046454721cb","block_type":"box","text":"not limited to oppor tunity costs associated with share-blocking constraints) associated with exercising a vote are","page_number":212,"box":{"x":69,"y":75,"width":805,"height":11}},{"id":"11b45f39-b1bc-4c9f-92bc-76da12e1f62d","block_type":"box","text":"expected to outweigh the benefit the client would derive by voting on the proposal.","page_number":212,"box":{"x":69,"y":90,"width":585,"height":11}},{"id":"06954e0a-a195-4110-af83-f48e3e9ac218","block_type":"box","text":"CONFLICTS MANAGEMENT POLICIES AND PROCEDURES","page_number":212,"box":{"x":281,"y":120,"width":416,"height":9}},{"id":"2fc4705c-878c-4720-9344-6438fdae7a9b","block_type":"box","text":"BIS is a dedicated function whose responsibilities are separate from BlackRock’s sales, business par tnership or","page_number":212,"box":{"x":102,"y":143,"width":804,"height":11}},{"id":"0ec0695e-697f-49d1-b0a3-6e6bdc7c15b0","block_type":"box","text":"enterprise-level vendor management activities.","page_number":212,"box":{"x":69,"y":158,"width":329,"height":11}},{"id":"25ab59a4-ed30-4a0f-8fe8-1cca8f288363","block_type":"box","text":"BlackRock maintains policies and procedures that are designed to prevent undue influence on BIS’ proxy voting","page_number":212,"box":{"x":102,"y":181,"width":794,"height":11}},{"id":"a592abd7-7338-42c9-bfec-34e7dab355f9","block_type":"box","text":"activity. Such influence might stem from any relationship between the investee company (or any shareholder","page_number":212,"box":{"x":69,"y":196,"width":771,"height":11}},{"id":"908e510e-bcfe-411c-bab0-5309053087cc","block_type":"box","text":"proponent or dissident shareholder) and BlackRock, BlackRock’s affiliates, a Fund or a Fund’s affiliates, or","page_number":212,"box":{"x":70,"y":211,"width":763,"height":11}},{"id":"c5d61e9e-929e-4009-afb4-8c1064479c52","block_type":"box","text":"BlackRock employees.","page_number":212,"box":{"x":70,"y":226,"width":157,"height":11}},{"id":"75debeee-61ba-4e4b-9c1f-21fdb74f8bc9","block_type":"box","text":"For information on how BIS manages conflicts of interest, please see our disclosure.","page_number":212,"box":{"x":102,"y":249,"width":602,"height":11}},{"id":"ae2ad2ca-032e-4dbf-a0a2-4c951b36dbcd","block_type":"box","text":"SECURITIES LENDING","page_number":212,"box":{"x":409,"y":279,"width":159,"height":9}},{"id":"3ba6cd86-2a42-4164-8d46-9fae7418b4e2","block_type":"box","text":"When authorized, BlackRock acts as a securities lending agent on behalf of its clients. Lending securities","page_number":212,"box":{"x":101,"y":302,"width":751,"height":11}},{"id":"ab217d83-81c6-4c06-8222-8a1a9b7ffacb","block_type":"box","text":"enables BlackRock to increase the returns in clients’ por tfolios, and BlackRock’s lending agreements allow it to","page_number":212,"box":{"x":69,"y":317,"width":797,"height":11}},{"id":"369db9ae-977b-4969-a3ea-0799178cc7b1","block_type":"box","text":"recall securities out on loan at any time. BlackRock (or any other lender) does not retain voting rights for securities","page_number":212,"box":{"x":69,"y":332,"width":817,"height":11}},{"id":"4bfa4c16-5856-4c44-85fc-59d886de3282","block_type":"box","text":"out on loan. Entitlements associated with the lent securities (dividends, coupons, etc.), while on loan are paid back","page_number":212,"box":{"x":69,"y":347,"width":823,"height":11}},{"id":"1dae19a6-d3c3-466a-8caf-f6ef8ebe2b88","block_type":"box","text":"to the lender of the security as stipulated in industry standard legal agreements.","page_number":212,"box":{"x":68,"y":362,"width":575,"height":11}},{"id":"9bbea480-3231-42ca-9b6e-2326b363698e","block_type":"box","text":"With regard to the relationship between securities lending and proxy voting, BlackRock cannot vote shares on","page_number":212,"box":{"x":101,"y":385,"width":779,"height":11}},{"id":"9252391d-4e82-4101-a43b-f2ac3dc1c9f5","block_type":"box","text":"loan and may determine to recall them for voting, as guided by our fiduciary duty as an asset manager to our clients","page_number":212,"box":{"x":70,"y":400,"width":827,"height":11}},{"id":"31067eed-d757-4775-9435-d9de1eeef661","block_type":"box","text":"in helping them achieve their investment goals. While this has occurred in a limited number of cases, the decision to","page_number":212,"box":{"x":70,"y":415,"width":832,"height":11}},{"id":"9953b329-ae46-4f42-81f9-dfa0597569c5","block_type":"box","text":"recall securities on loan as par t of BlackRock’s securities lending program in order to vote is based on an evaluation","page_number":212,"box":{"x":69,"y":430,"width":832,"height":11}},{"id":"15ad7c4d-2cdd-41ae-8e4b-43f026794391","block_type":"box","text":"of various factors that include, but are not limited to, assessing potential securities lending revenue alongside the","page_number":212,"box":{"x":69,"y":445,"width":814,"height":12}},{"id":"09ff672c-da66-406a-b5ab-77bea07e67b4","block_type":"box","text":"potential long-term financial value to clients of voting those securities (based on the information available at the time","page_number":212,"box":{"x":70,"y":460,"width":834,"height":12}},{"id":"7fa2d428-93c9-4675-ad8f-4932fc3c6806","block_type":"box","text":"of recall consideration).","page_number":212,"box":{"x":69,"y":475,"width":166,"height":12}},{"id":"c40d7e01-e6dc-4a3d-b5c1-309e40a68fdf","block_type":"box","text":"17","page_number":212,"box":{"x":237,"y":476,"width":9,"height":4}},{"id":"c6dddb90-2ceb-4fb4-95e1-c0c44285289a","block_type":"box","text":"BIS works with colleagues in the Securities Lending and Risk and Quantitative Analysis","page_number":212,"box":{"x":252,"y":476,"width":617,"height":11}},{"id":"3216173e-8518-4855-b8b1-ba200cf7422a","block_type":"box","text":"teams to evaluate the costs and benefits to clients of recalling shares on loan.","page_number":212,"box":{"x":68,"y":491,"width":563,"height":11}},{"id":"4e0bf792-e045-42f5-a9d4-0f6f8ea8786b","block_type":"box","text":"In almost all instances, BlackRock anticipates that the potential long-term financial value to clients of voting","page_number":212,"box":{"x":102,"y":513,"width":770,"height":12}},{"id":"e911a0a1-d3da-462b-a786-36665b9b1d99","block_type":"box","text":"shares would be less than the potential revenue the loan may provide clients. However, in cer tain instances,","page_number":212,"box":{"x":69,"y":529,"width":774,"height":11}},{"id":"55e99e45-b5c1-4cb8-b7bf-52751097d8c4","block_type":"box","text":"BlackRock may determine, in our independent business judgment as a fiduciary, that the value of voting outweighs","page_number":212,"box":{"x":70,"y":543,"width":816,"height":12}},{"id":"236957c7-49d8-40d2-a38f-3c8cdb360fb2","block_type":"box","text":"the securities lending revenue loss to clients and would therefore recall shares to be voted in those instances. It is","page_number":212,"box":{"x":68,"y":559,"width":822,"height":11}},{"id":"3d0e5f27-4c8c-4250-b11f-0def99f05bc2","block_type":"box","text":"impor tant to note that the majority of lendable assets in the market at any given time are not out on loan.","page_number":212,"box":{"x":70,"y":574,"width":752,"height":11}},{"id":"f3355f9f-3e0e-4540-957d-401593626e7e","block_type":"box","text":"Periodically, BlackRock reviews our process for determining whether to recall securities on loan in order to vote","page_number":212,"box":{"x":102,"y":596,"width":790,"height":12}},{"id":"078471f6-a3c1-4df6-b72f-4fe88c2f3c24","block_type":"box","text":"and may modify it as necessary.","page_number":212,"box":{"x":69,"y":612,"width":228,"height":11}},{"id":"de2981e0-a9dd-4b1a-bf52-78de8f0d16c9","block_type":"box","text":"VOTING CHOICE","page_number":212,"box":{"x":430,"y":642,"width":117,"height":9}},{"id":"1df40373-4d84-4dff-b57d-444396b30e7c","block_type":"box","text":"BlackRock offers Voting Choice, a program that provides eligible clients with more oppor tunities to par ticipate in","page_number":212,"box":{"x":102,"y":664,"width":800,"height":12}},{"id":"61b727fa-5475-4783-9512-1c7d81e93f3b","block_type":"box","text":"the proxy voting process, where legally and operationally viable.","page_number":212,"box":{"x":68,"y":680,"width":452,"height":11}},{"id":"ebd40cd1-8098-41ce-959a-f830b58503d7","block_type":"box","text":"18","page_number":212,"box":{"x":522,"y":680,"width":9,"height":4}},{"id":"bfe0cf33-6033-470b-b7ea-5d7f18d3ce59","block_type":"box","text":"Voting Choice is currently available for eligible clients invested in cer tain institutional pooled funds in the U.S.,","page_number":212,"box":{"x":101,"y":702,"width":786,"height":12}},{"id":"84da5001-daf1-4690-9b92-3e026974cd37","block_type":"box","text":"UK, Ireland, Canada, and Switzerland that utilize index equity investment strategies, as well as eligible clients in","page_number":212,"box":{"x":70,"y":718,"width":797,"height":11}},{"id":"0a45becb-d433-4585-82ea-ddc3d7831ed0","block_type":"box","text":"17","page_number":212,"box":{"x":69,"y":747,"width":8,"height":4}},{"id":"cd11b374-0fcd-4749-b305-473ed92b91aa","block_type":"box","text":"Recalling securities on loan can be impacted by the timing of record dates. In the U.S., for example, the record","page_number":212,"box":{"x":84,"y":747,"width":789,"height":11}},{"id":"468f05b8-8a02-4469-9070-460b09c4bfee","block_type":"box","text":"date of a shareholder meeting typically falls before the proxy statements are released. Accordingly, it is not","page_number":212,"box":{"x":69,"y":762,"width":763,"height":11}},{"id":"baf1741c-2a2d-49e1-8a53-7374aef02482","block_type":"box","text":"practicable to evaluate a proxy statement, determine that a vote has a material impact on a fund and recall any","page_number":212,"box":{"x":70,"y":777,"width":794,"height":11}},{"id":"ddf9e5b4-fc37-49ad-bedf-b3ff0f1609d7","block_type":"box","text":"shares on loan in advance of the record date for the annual meeting. As a result, managers must weigh independent","page_number":212,"box":{"x":69,"y":792,"width":833,"height":11}},{"id":"4975011b-4e87-4ed9-9402-cd0917339ae7","block_type":"box","text":"business judgement as a fiduciary, the benefit to a fund’s shareholders of recalling loaned shares in advance of an","page_number":212,"box":{"x":69,"y":807,"width":821,"height":11}},{"id":"7beb3ef4-b8d1-458d-b167-ca21ffaa4268","block_type":"box","text":"estimated record date without knowing whether there will be a vote on matters which have a material impact on the","page_number":212,"box":{"x":69,"y":822,"width":823,"height":12}},{"id":"94a8454b-a4a0-4828-b305-05238d02e851","block_type":"box","text":"fund (thereby forgoing potential securities lending revenue for the fund’s shareholders) or leaving shares on loan to","page_number":212,"box":{"x":68,"y":837,"width":822,"height":12}},{"id":"a8b054dc-39af-4918-90fa-6be699bac479","block_type":"box","text":"potentially earn revenue for the fund (thereby forgoing the oppor tunity to vote).","page_number":212,"box":{"x":70,"y":852,"width":558,"height":12}},{"id":"e5820e6a-2846-480b-9571-3295f13dabf2","block_type":"box","text":"18","page_number":212,"box":{"x":69,"y":870,"width":9,"height":5}},{"id":"6ed5e681-0c5d-4caf-9d44-173e773f0092","block_type":"box","text":"BlackRock will determine eligibility criteria under this program based upon, among other things, local market","page_number":212,"box":{"x":84,"y":870,"width":771,"height":11}},{"id":"c5d46eb8-fc77-4e18-ac92-32b8722d5228","block_type":"box","text":"regulation and practice, cost considerations, operational risk and/or complexity, and financial considerations,","page_number":212,"box":{"x":69,"y":885,"width":779,"height":11}},{"id":"0ea17eab-da4a-4c31-b9d3-bbf807d2bcdf","block_type":"box","text":"including the decision to lend securities.","page_number":212,"box":{"x":70,"y":901,"width":285,"height":11}},{"id":"5040a7a1-a1e4-4eca-870d-bac2defe75c5","block_type":"box","text":"BlackRock Investment Stewardship","page_number":212,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"851195a6-84f1-47b0-a1f2-a43ced15f376","block_type":"box","text":"Global Principles | 13","page_number":212,"box":{"x":758,"y":942,"width":151,"height":13}},{"id":"8fc78be1-aae5-4801-9468-a70d888ca19e","block_type":"box","text":"NM1026U-5981080-212/228","page_number":212,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"ad8a6d82-51de-4e25-b206-416988974a8b","block_type":"box","text":"cer tain institutional pooled funds in the U.S., UK, Canada, and Switzerland that use systematic active equity","page_number":213,"box":{"x":69,"y":45,"width":772,"height":11}},{"id":"3751ad03-9c55-4ed7-a9f2-411429a8586b","block_type":"box","text":"(SAE) strategies. In addition, institutional clients in separately managed accounts (SMAs) continue to be eligible for","page_number":213,"box":{"x":69,"y":60,"width":822,"height":11}},{"id":"1fcd6f64-7123-493a-b9f7-d044b960c394","block_type":"box","text":"BlackRock Voting Choice regardless of their investment strategies.","page_number":213,"box":{"x":70,"y":75,"width":471,"height":11}},{"id":"a2dd9cf5-31f0-429a-b910-a845581fae82","block_type":"box","text":"19","page_number":213,"box":{"x":543,"y":75,"width":9,"height":5}},{"id":"2d6eb7f4-7817-47c5-9a23-02eeaa0edd59","block_type":"box","text":"Voting Choice is also available for eligible U.S.","page_number":213,"box":{"x":558,"y":75,"width":328,"height":11}},{"id":"f18c5564-9187-42f2-8ad9-48797879014a","block_type":"box","text":"retail shareholder accounts invested in BlackRock’s largest U.S. exchange-traded fund.","page_number":213,"box":{"x":69,"y":90,"width":619,"height":11}},{"id":"aa7fd7f3-0851-4bfb-9165-e63bb48dd905","block_type":"box","text":"20","page_number":213,"box":{"x":690,"y":90,"width":9,"height":5}},{"id":"2df616ed-71fa-4da0-8557-b57128c0843c","block_type":"box","text":"As a result, the shares attributed to BlackRock por tfolios in company share registers may be voted differently","page_number":213,"box":{"x":101,"y":113,"width":782,"height":11}},{"id":"f3762406-27ce-4a3f-8402-4126a8d503c3","block_type":"box","text":"depending on whether our clients have authorized BIS to vote on their behalf, have authorized BIS to vote in","page_number":213,"box":{"x":69,"y":128,"width":767,"height":11}},{"id":"c2b7ebf8-fdee-4676-919b-a3a8e2eb28c1","block_type":"box","text":"accordance with a third-par ty policy, or have elected to vote shares in accordance with their own policy. Our clients","page_number":213,"box":{"x":69,"y":143,"width":814,"height":11}},{"id":"39c05b25-bb98-4688-ae24-7f766a9a3bd3","block_type":"box","text":"have greater control over proxy voting because of Voting Choice.","page_number":213,"box":{"x":69,"y":158,"width":454,"height":11}},{"id":"8dabb197-52a7-4af6-af7f-df9a93e40bae","block_type":"box","text":"21","page_number":213,"box":{"x":525,"y":158,"width":9,"height":5}},{"id":"565cd6f6-5728-43cc-9152-abc53333a530","block_type":"box","text":"REPORTING AND VOTE TRANSPARENCY","page_number":213,"box":{"x":343,"y":188,"width":293,"height":9}},{"id":"94736ba6-4667-49ab-8d78-ce382a30e5d4","block_type":"box","text":"We are committed to transparency of the stewardship work we do on behalf of clients. We inform clients about","page_number":213,"box":{"x":101,"y":211,"width":789,"height":11}},{"id":"32f3c5cd-f10b-4324-8742-754fcb108b74","block_type":"box","text":"our engagement and voting policies and activities through direct communication and through disclosure on our","page_number":213,"box":{"x":69,"y":226,"width":787,"height":11}},{"id":"4d524eb1-1c22-46ef-b9b5-189ef80deda3","block_type":"box","text":"website. We make public our regional voting guidelines for the benefit of clients and the companies in which we","page_number":213,"box":{"x":68,"y":241,"width":795,"height":11}},{"id":"dba8ec8f-4d48-45d0-ad88-88801f7ce7ab","block_type":"box","text":"invest on their behalf. We also publish commentaries to share our approach to engagement on our five engagement","page_number":213,"box":{"x":70,"y":256,"width":825,"height":12}},{"id":"935e6322-ac2f-4ec1-b31f-36e61ac27c1b","block_type":"box","text":"priorities, as well as quar terly repor ts detailing our proxy voting and engagement activities.","page_number":213,"box":{"x":70,"y":272,"width":644,"height":11}},{"id":"32a1713d-a04c-4add-a2c8-971ee6c18d1d","block_type":"box","text":"19","page_number":213,"box":{"x":69,"y":324,"width":9,"height":4}},{"id":"029e6605-5688-4e86-9928-d599126dd949","block_type":"box","text":"With Voting Choice, SMA clients have the ability to select the policy that best aligns with their views and","page_number":213,"box":{"x":83,"y":323,"width":739,"height":12}},{"id":"8b99c9c5-7b81-4353-8f54-67b4de188474","block_type":"box","text":"preferences from a set of voting policies from third-par ty proxy advisers. BlackRock can then use its proxy voting","page_number":213,"box":{"x":70,"y":338,"width":800,"height":12}},{"id":"3080f695-ef6b-420f-ad9a-c64efdd7a019","block_type":"box","text":"infrastructure to cast votes for the SMA based on the client’s selected voting policy.","page_number":213,"box":{"x":70,"y":354,"width":596,"height":11}},{"id":"03cc7f69-77f1-4154-b910-8db11fb0fea9","block_type":"box","text":"20","page_number":213,"box":{"x":69,"y":372,"width":9,"height":4}},{"id":"f0786498-dba5-496a-aeaa-e1631c753354","block_type":"box","text":"Read more about BlackRock Voting Choice on our website.","page_number":213,"box":{"x":84,"y":371,"width":415,"height":11}},{"id":"651b4a13-67f4-4e48-855f-dc4e767d015d","block_type":"box","text":"21","page_number":213,"box":{"x":69,"y":389,"width":9,"height":5}},{"id":"c8b007d2-4b20-4c63-b644-40f11bacdd79","block_type":"box","text":"BlackRock does not disclose client information, including a client’s selection of proxy policy, without client consent.","page_number":213,"box":{"x":84,"y":389,"width":820,"height":11}},{"id":"1ad7ff0e-1fe2-45c3-a0a1-9993e8c85c14","block_type":"box","text":"BlackRock Investment Stewardship","page_number":213,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"6630769e-7ac1-46e3-8f9f-f84fae28f667","block_type":"box","text":"Global Principles | 14","page_number":213,"box":{"x":758,"y":942,"width":151,"height":13}},{"id":"857ef582-f078-49f0-abc3-ebb16ab71311","block_type":"box","text":"NM1026U-5981080-213/228","page_number":213,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"2e7fa9b8-2055-44ee-899a-36d6fe5bcb9d","block_type":"box","text":"Want to know more?","page_number":214,"box":{"x":68,"y":731,"width":152,"height":9}},{"id":"9836e920-047a-451b-8392-ed380e6826d8","block_type":"box","text":"blackrock.com/stewardship | contactstewardship@blackrock.com","page_number":214,"box":{"x":69,"y":761,"width":464,"height":13}},{"id":"8183e4a3-c778-4313-8c75-a8d5bb4975f3","block_type":"box","text":"This document is provided for information and educational purposes only. 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related to climate","page_number":217,"box":{"x":101,"y":526,"width":784,"height":11}},{"id":"e869a7eb-6ec0-4984-9441-e520d8c9a1ab","block_type":"box","text":"risks and the transition to a low-carbon economy at companies that are held by in-scope funds and accounts that","page_number":217,"box":{"x":69,"y":541,"width":806,"height":11}},{"id":"12c884d1-6ee7-461b-970a-4f7528ff27a7","block_type":"box","text":"apply these Guidelines.","page_number":217,"box":{"x":69,"y":556,"width":165,"height":11}},{"id":"431787d2-d794-44a5-8f9f-8f60b2a00875","block_type":"box","text":"The Guidelines differ from the Benchmark Policies in that they consider, in addition to financial objectives,","page_number":217,"box":{"x":101,"y":579,"width":755,"height":11}},{"id":"e4fa0ab8-e5d1-498e-83b8-e8ea20a83611","block_type":"box","text":"companies’ strategies to align with the transition to a low-carbon economy. They also incorporate the more ambitious","page_number":217,"box":{"x":69,"y":594,"width":834,"height":11}},{"id":"bef22171-09ea-4bc2-91c7-cf0af242b7aa","block_type":"box","text":"goal of the Paris Agreement - namely to limit average global temperature rise to 1.5°C above pre-industrial levels.","page_number":217,"box":{"x":68,"y":609,"width":806,"height":11}},{"id":"182ef0f2-36d5-471c-ba50-b1ec4e39502d","block_type":"box","text":"6","page_number":217,"box":{"x":876,"y":609,"width":4,"height":5}},{"id":"2739b655-cc54-4e6a-b328-6afe9fa78460","block_type":"box","text":"The Guidelines apply primarily to companies in sectors that play an impor tant role in the transition to a low","page_number":217,"box":{"x":101,"y":632,"width":766,"height":11}},{"id":"6fa145ed-51fa-44ba-b46e-ddaaf1ce63d5","block_type":"box","text":"carbon economy. 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Fur ther, the Guidelines consider the","page_number":219,"box":{"x":102,"y":45,"width":751,"height":11}},{"id":"10e2c9be-4118-45f8-b126-395ebfd50381","block_type":"box","text":"differences between the actions and outcomes over which company management has influence, and those it","page_number":219,"box":{"x":101,"y":60,"width":778,"height":11}},{"id":"3684823b-b86a-4c7a-a520-3132b4f60e59","block_type":"box","text":"does not.","page_number":219,"box":{"x":101,"y":75,"width":66,"height":9}},{"id":"888ca558-89a4-42a6-8437-a2446888a3f6","block_type":"box","text":"•","page_number":219,"box":{"x":69,"y":98,"width":6,"height":4}},{"id":"71040a62-807a-4b72-b162-da40b9cc0e03","block_type":"box","text":"Focus on useful, contextualized disclosures that help inform investors views, while recognizing data","page_number":219,"box":{"x":102,"y":95,"width":729,"height":11}},{"id":"45f9888b-e4da-4f06-bcd2-2ceb013b5086","block_type":"box","text":"limitations:","page_number":219,"box":{"x":102,"y":110,"width":80,"height":9}},{"id":"78539223-3708-43cf-8df9-343d2e8bf7b6","block_type":"box","text":"Under the Guidelines, the dedicated team looks for disclosures that outline key milestones and","page_number":219,"box":{"x":189,"y":110,"width":679,"height":11}},{"id":"819bd947-3fe7-4fbe-b19a-a02d21a00a16","block_type":"box","text":"dependencies underpinning the company’s low-carbon transition strategy, explain the trade-offs required to adapt","page_number":219,"box":{"x":101,"y":125,"width":807,"height":12}},{"id":"86af06de-1952-4a10-9845-f54773f06f55","block_type":"box","text":"the business model, and include relevant data and narrative.","page_number":219,"box":{"x":101,"y":141,"width":433,"height":10}},{"id":"9e70a603-4a79-42aa-8630-0c70c9bf324e","block_type":"box","text":"•","page_number":219,"box":{"x":69,"y":163,"width":6,"height":5}},{"id":"bb740fb2-882b-42fb-9db7-ffe8d68d6609","block_type":"box","text":"Consistency with the participating clients’ position as a minority investor:","page_number":219,"box":{"x":101,"y":161,"width":541,"height":11}},{"id":"b068bb08-24fa-4700-8476-5b7cdfd36375","block_type":"box","text":"The boards and executive leadership","page_number":219,"box":{"x":648,"y":161,"width":261,"height":11}},{"id":"ec73c04a-2f8c-4ce0-afa5-2810d07063c9","block_type":"box","text":"of companies determine a company’s strategy and its implementation. Under the Guidelines, the dedicated team","page_number":219,"box":{"x":102,"y":176,"width":805,"height":11}},{"id":"f7a90ce9-9f36-48eb-83d1-ae682dc4cba9","block_type":"box","text":"makes decisions on how to engage companies and vote proxies independently, based on its professional","page_number":219,"box":{"x":102,"y":191,"width":748,"height":11}},{"id":"ecee81b1-d67f-446d-b006-823f1d755ebe","block_type":"box","text":"judgment of the priorities and outcomes most aligned with par ticipating clients’ investment objectives.","page_number":219,"box":{"x":100,"y":206,"width":730,"height":11}},{"id":"66dfe090-6a69-4755-93a2-80f8e4899356","block_type":"box","text":"Voting approach under the Guidelines","page_number":219,"box":{"x":68,"y":236,"width":273,"height":11}},{"id":"6e63c87d-cac3-49ef-8b4a-c8a551e5a529","block_type":"box","text":"12","page_number":219,"box":{"x":342,"y":237,"width":9,"height":4}},{"id":"15e5e1fc-c0bb-45a9-bcb9-f0bfca86d933","block_type":"box","text":"When evaluating each voting item across management or shareholder proposals, the dedicated team applies a","page_number":219,"box":{"x":101,"y":259,"width":791,"height":11}},{"id":"a41c3b92-1bc1-404b-870f-976b26509d74","block_type":"box","text":"case-by-case approach that reflects the uneven pace of the low-carbon transition across sectors and markets, and","page_number":219,"box":{"x":69,"y":274,"width":813,"height":11}},{"id":"73a2a1fb-ea27-4069-b048-e791369c292b","block_type":"box","text":"acknowledges the distinction between what company management can influence and what lies beyond its control. As","page_number":219,"box":{"x":69,"y":289,"width":833,"height":11}},{"id":"a857c45b-51ae-408f-bedf-e03a9ad32ec8","block_type":"box","text":"a result, voting decisions — on behalf of in-scope funds and SMAs — on similar proposals included on different","page_number":219,"box":{"x":69,"y":304,"width":799,"height":11}},{"id":"36d9f868-8b52-4c90-9480-b89966f365ed","block_type":"box","text":"companies’ shareholder meeting agendas may vary depending on company, sector, or market-specific circumstances.","page_number":219,"box":{"x":69,"y":319,"width":837,"height":12}},{"id":"d8940af2-fa51-4b1a-ac16-e20e7185f0ef","block_type":"box","text":"Consistent with the investment objective of each fund or account that has selected these Guidelines, the","page_number":219,"box":{"x":102,"y":342,"width":748,"height":11}},{"id":"e18b8c13-baf8-448a-8f17-644880ffed26","block_type":"box","text":"dedicated team will look to the companies to demonstrate the following:","page_number":219,"box":{"x":69,"y":357,"width":513,"height":11}},{"id":"322813f6-41c6-4efd-b34c-2c6deb06467f","block_type":"box","text":"Corporate Disclosures","page_number":219,"box":{"x":69,"y":387,"width":160,"height":11}},{"id":"7b0affd7-5856-4b62-98b9-d3d73f330abe","block_type":"box","text":"13","page_number":219,"box":{"x":230,"y":388,"width":9,"height":4}},{"id":"439c88c8-2b91-4524-b5de-493cb8f7f61d","block_type":"box","text":"In the context of these Guidelines, the dedicated team looks for companies to provide sufficient disclosure to","page_number":219,"box":{"x":102,"y":410,"width":781,"height":11}},{"id":"f131dce6-9c92-485f-8d50-63c92acc8291","block_type":"box","text":"assess whether the company’s strategy is aligned with the low-carbon transition. As a general point, the team looks","page_number":219,"box":{"x":69,"y":425,"width":825,"height":11}},{"id":"af57b680-3182-446b-a790-7e2988240900","block_type":"box","text":"to companies that are impor tant to the transition to a low-carbon economy to explain the strategy and governance","page_number":219,"box":{"x":68,"y":440,"width":812,"height":12}},{"id":"0ea30540-556b-4954-b335-283defc37885","block_type":"box","text":"frameworks that they have determined most appropriate, which may include:","page_number":219,"box":{"x":68,"y":455,"width":545,"height":11}},{"id":"a406e765-1379-4369-9829-17ddb27de532","block_type":"box","text":"(1) a low-carbon transition strategy to demonstrate their alignment with the ambition to limit average global","page_number":219,"box":{"x":69,"y":476,"width":769,"height":11}},{"id":"8178c7d7-5c88-4df5-8921-2c7963d85e3c","block_type":"box","text":"temperature rise to 1.5°C above pre-industrial levels. This would typically include a long-term strategy to achieve","page_number":219,"box":{"x":101,"y":491,"width":800,"height":11}},{"id":"ea6a3642-e5bf-4de7-989e-ece9e1978ff8","block_type":"box","text":"net-zero GHG emissions by 2050, with appropriate near- and medium-term milestones to assess their progress.","page_number":219,"box":{"x":102,"y":506,"width":796,"height":11}},{"id":"2969ed0c-fc32-4921-81ed-ebd48b178a30","block_type":"box","text":"(2) low-carbon transition-related repor ting. Standardized disclosure of sustainability-related data suppor ts investors","page_number":219,"box":{"x":69,"y":526,"width":828,"height":11}},{"id":"26f77dd7-1d7e-4fcc-99ca-ea2158dc9d3c","block_type":"box","text":"in making informed decisions. The International Sustainability Standards Board (ISSB) standards, IFRS S1 and","page_number":219,"box":{"x":102,"y":541,"width":787,"height":11}},{"id":"e5096f95-8478-4395-95f1-3487dc66db53","block_type":"box","text":"S2, represent one such approach to standardization that the dedicated team finds useful in its analysis.","page_number":219,"box":{"x":102,"y":556,"width":741,"height":11}},{"id":"697ac3c3-addc-42c6-b4b4-1cef0c8c76b2","block_type":"box","text":"14, 15","page_number":219,"box":{"x":845,"y":557,"width":25,"height":5}},{"id":"872572f2-a043-457c-8955-2656c8b859af","block_type":"box","text":"IFRS","page_number":219,"box":{"x":877,"y":556,"width":30,"height":9}},{"id":"99b9aa35-e222-40a3-b5ad-0b900e4ef633","block_type":"box","text":"S1 addresses the general requirements of sustainability repor ting and IFRS S2 sets out the disclosures that","page_number":219,"box":{"x":102,"y":571,"width":774,"height":12}},{"id":"4e1a92af-f1a4-4d87-b9e2-cab409fad2eb","block_type":"box","text":"provide investors with decision-useful information about a company’s most significant climate- and low-carbon","page_number":219,"box":{"x":102,"y":586,"width":781,"height":12}},{"id":"ed92417d-d38d-42ad-b8bd-888685afcc05","block_type":"box","text":"transition-related risks and oppor tunities. This includes receiving independent, third-par ty assurances, as audit","page_number":219,"box":{"x":101,"y":602,"width":792,"height":11}},{"id":"f10bb2ca-3199-4001-b0e8-61fe7e6a8ea0","block_type":"box","text":"and assurance standards are developed.","page_number":219,"box":{"x":102,"y":617,"width":290,"height":11}},{"id":"854dde9d-033d-48f5-afba-2eae606d6647","block_type":"box","text":"12","page_number":219,"box":{"x":69,"y":646,"width":9,"height":5}},{"id":"5b5d0f9a-89e2-422f-9c0c-5ab33cc4a214","block_type":"box","text":"These Guidelines are not intended to limit the analysis of individual issues at specific companies or provide a guide","page_number":219,"box":{"x":83,"y":646,"width":825,"height":11}},{"id":"f12998f4-cbdb-469d-bcf9-24b13461eb83","block_type":"box","text":"as to how the dedicated team will engage and/or vote in every instance. The Guidelines are applied by the dedicated","page_number":219,"box":{"x":69,"y":661,"width":833,"height":11}},{"id":"fa5dfd2d-44c9-4c3c-8917-b92516c8ac9f","block_type":"box","text":"team with discretion, on a case-by-case basis, taking into consideration the range of issues and facts specific to the","page_number":219,"box":{"x":68,"y":676,"width":830,"height":11}},{"id":"386e96d6-6ac7-42ae-ab58-fa5818e9ca69","block_type":"box","text":"company, as well as individual ballot items at shareholder meetings.","page_number":219,"box":{"x":69,"y":691,"width":486,"height":11}},{"id":"5222d08e-402c-4b2c-8623-8b47e41c0840","block_type":"box","text":"13","page_number":219,"box":{"x":69,"y":709,"width":9,"height":5}},{"id":"0ecb54cc-3db8-42e5-8d91-7dc158c5b75e","block_type":"box","text":"Given data and measurement limitations, companies may need to provide estimated GHG emissions where","page_number":219,"box":{"x":84,"y":709,"width":764,"height":11}},{"id":"2573116e-6981-4c1c-bd96-9bfd6298680b","block_type":"box","text":"repor ting methodologies are nascent. In addition, cer tain disclosures related to a company’s plans for adapting their","page_number":219,"box":{"x":69,"y":724,"width":834,"height":11}},{"id":"7c9615e6-2d9a-4f19-beff-f6264709d3cf","block_type":"box","text":"business models through the low-carbon transition may require forward-looking statements.","page_number":219,"box":{"x":69,"y":739,"width":651,"height":11}},{"id":"535874d8-d9c3-41ee-9c65-9672a2803577","block_type":"box","text":"14","page_number":219,"box":{"x":69,"y":757,"width":9,"height":4}},{"id":"a18b6c04-d40c-4b20-88e2-8c06b6edcf64","block_type":"box","text":"The ISSB is an independent standard-setting body within the International Financial Repor ting Standards","page_number":219,"box":{"x":83,"y":757,"width":744,"height":11}},{"id":"4f2c2591-b83e-4f0d-a825-e71324b494f1","block_type":"box","text":"(IFRS) Foundation. The standards build on the Task Force on Climate-related Financial Disclosures (TCFD) framework","page_number":219,"box":{"x":69,"y":772,"width":828,"height":11}},{"id":"423a411b-74ff-4508-9a40-a616a54fb4da","block_type":"box","text":"and the standards and metrics developed by the Sustainability Accounting Standards Board (SASB), which have both","page_number":219,"box":{"x":69,"y":787,"width":830,"height":11}},{"id":"46238369-fcac-4810-9720-c21e85b8960e","block_type":"box","text":"converged under the ISSB. Please refer to the IFRS website to learn more about the framework and standards S1","page_number":219,"box":{"x":69,"y":802,"width":809,"height":11}},{"id":"810f9952-fa60-4872-a650-eb84a75610ee","block_type":"box","text":"“General Requirements for Disclosure of Sustainability-related Financial Information” and S2 “Climate-related","page_number":219,"box":{"x":70,"y":817,"width":778,"height":11}},{"id":"9a6e1cb0-8940-4d16-b770-a729514f7f2a","block_type":"box","text":"Disclosures.” Websites accessed in December 2025.","page_number":219,"box":{"x":70,"y":832,"width":380,"height":9}},{"id":"680e7d81-bae1-4a32-8c7f-e589b82a0454","block_type":"box","text":"15","page_number":219,"box":{"x":69,"y":850,"width":9,"height":5}},{"id":"5686bcba-73d2-4159-9e9f-5b933fb6eda4","block_type":"box","text":"A number of jurisdictions are consulting on adopting the standards issued to date or have already committed to","page_number":219,"box":{"x":83,"y":850,"width":795,"height":11}},{"id":"7f851795-8781-47e3-83b9-38f26036b66f","block_type":"box","text":"doing so. BIS does not mandate any specific disclosure framework companies should use, and recognize that some","page_number":219,"box":{"x":69,"y":865,"width":826,"height":11}},{"id":"8c206672-416b-4710-8a66-b8931bb63d98","block_type":"box","text":"companies may repor t using different standards, some of which may be required by regulation. In such cases, we","page_number":219,"box":{"x":69,"y":880,"width":811,"height":11}},{"id":"4fd1bfff-3a61-4727-b822-a7c429b7c01a","block_type":"box","text":"ask that companies highlight the metrics that are industry- or company-specific. We also recognize that companies","page_number":219,"box":{"x":69,"y":895,"width":816,"height":12}},{"id":"934d74f9-0cea-4ae7-be17-d7e1d8d7a0f5","block_type":"box","text":"may be phasing in repor ting over several years. We do not prescribe timelines regarding when companies should","page_number":219,"box":{"x":69,"y":911,"width":803,"height":11}},{"id":"44971f09-b1fc-48cb-8e0d-250e66ec5d0d","block_type":"box","text":"BlackRock Investment Stewardship","page_number":219,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"efca5d44-b24a-450d-815e-4ad4433621f2","block_type":"box","text":"Climate and Decarbonization Stewardship Guidelines | 5","page_number":219,"box":{"x":509,"y":942,"width":400,"height":13}},{"id":"ebaf6f2c-d7cb-4d72-89cf-23f76be8cc7e","block_type":"box","text":"NM1026U-5981080-219/228","page_number":219,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"d397359b-f5e2-45e2-8c7a-8be6d2cad01c","block_type":"box","text":"(3) scope 1 and scope 2, and most significant scope 3 GHG emissions","page_number":220,"box":{"x":69,"y":45,"width":513,"height":11}},{"id":"d52bfacc-680b-4560-b877-b4a56bffb7dc","block_type":"box","text":"16, 17","page_number":220,"box":{"x":583,"y":45,"width":26,"height":5}},{"id":"da122361-f4bf-4c71-9c29-59b0c89ebd1d","block_type":"box","text":"In addition, the dedicated team looks to","page_number":220,"box":{"x":615,"y":45,"width":283,"height":10}},{"id":"fd7611d5-948d-4d72-ac1b-7acbed4146d6","block_type":"box","text":"companies to disclose their emissions reduction targets for scope 1 and 2 emissions, science-based where","page_number":220,"box":{"x":101,"y":60,"width":770,"height":11}},{"id":"e1ee9633-d557-41c3-8692-dc033e23e09d","block_type":"box","text":"possible. The team welcomes disclosure of targets or indicative goals, where companies have set them, for","page_number":220,"box":{"x":102,"y":75,"width":768,"height":11}},{"id":"e9926274-15f2-41fe-a9cc-fa657c417e78","block_type":"box","text":"scope 3 emissions reductions. 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For some companies that play an impor tant role in the low-carbon transition, scope","page_number":220,"box":{"x":101,"y":166,"width":807,"height":11}},{"id":"3e388a1c-76e2-487a-bc33-bd411ec66647","block_type":"box","text":"3 may represent their only significant source of GHG emissions in the value chain. While we do not believe","page_number":220,"box":{"x":102,"y":181,"width":759,"height":11}},{"id":"115e20b2-89aa-4a07-8668-d24a270b541a","block_type":"box","text":"companies should be required to enforce emissions reduction targets outside of their control, where relevant, we","page_number":220,"box":{"x":101,"y":196,"width":808,"height":11}},{"id":"c9185584-5ff8-435b-8def-e19e0faaa6ee","block_type":"box","text":"look for disclosures on how the company approaches the low-carbon transition in these cases. 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The Protocol Standards and Guidance are currently being updated to ensure they continue to","page_number":220,"box":{"x":69,"y":648,"width":838,"height":12}},{"id":"ccbb43ac-3870-4bf6-8ac9-133185095335","block_type":"box","text":"provide “a rigorous and credible accounting foundation for businesses to measure, plan and track progress toward","page_number":220,"box":{"x":70,"y":663,"width":816,"height":12}},{"id":"474219b2-6713-4c26-be4a-593e424321d4","block_type":"box","text":"science-based and net-zero targets in line with the global 1.5°C goal.” Websites accessed in December 2025.","page_number":220,"box":{"x":69,"y":679,"width":784,"height":11}},{"id":"1d05c11e-22ff-4d3c-a967-a745615654e5","block_type":"box","text":"18","page_number":220,"box":{"x":69,"y":697,"width":9,"height":4}},{"id":"d1e6935c-0283-4cd5-861c-0b84a80992f1","block_type":"box","text":"The dedicated team does not believe the purpose of scope 3 disclosure requirements should be to push publicly","page_number":220,"box":{"x":83,"y":696,"width":804,"height":11}},{"id":"ffd5db86-c951-4f26-b3c2-3089f9b49e1a","block_type":"box","text":"traded companies into the role of enforcing emission reduction targets outside of their control. Given methodological","page_number":220,"box":{"x":68,"y":711,"width":832,"height":12}},{"id":"e84225f0-dd95-496b-959e-b67046aaa27d","block_type":"box","text":"complexity for scope 3 emissions and the lack of direct control by companies over the requisite data, we find it most","page_number":220,"box":{"x":69,"y":726,"width":832,"height":12}},{"id":"333c942e-b5d5-4d00-a8e3-ddcc43e07e8d","block_type":"box","text":"useful when companies focus their disclosures on those of the fifteen scope 3 GHG Protocol categories that are","page_number":220,"box":{"x":69,"y":742,"width":800,"height":11}},{"id":"f27afff9-e707-4c50-afcf-f0cb574f8b69","block_type":"box","text":"material to their business models.","page_number":220,"box":{"x":69,"y":757,"width":243,"height":9}},{"id":"20b4f22f-f928-44c4-abe1-88ab3485c739","block_type":"box","text":"19","page_number":220,"box":{"x":69,"y":775,"width":9,"height":4}},{"id":"4517b987-4d9d-4dcc-ba85-dd3f54f51852","block_type":"box","text":"International Financial Repor ting Standards, “IFRS S2: Climate-related Disclosures,” June 2023, accessed in","page_number":220,"box":{"x":84,"y":774,"width":777,"height":12}},{"id":"31a9b916-2cfd-4aea-bdf4-d71238ff60a0","block_type":"box","text":"December 2025.","page_number":220,"box":{"x":70,"y":790,"width":118,"height":8}},{"id":"bd7726fc-6e5e-41d4-9854-38b9cadf03fe","block_type":"box","text":"20","page_number":220,"box":{"x":69,"y":807,"width":9,"height":5}},{"id":"de3d09aa-7d7e-4b57-9518-c5644c6deadd","block_type":"box","text":"More companies are developing such plans, and public policymakers in cer tain markets are signaling their","page_number":220,"box":{"x":84,"y":807,"width":758,"height":11}},{"id":"47df9827-9cf2-4f63-a90e-6ba73e585759","block_type":"box","text":"intentions to require them or already have requirements in place, such as Australia, Brazil, and the European Union","page_number":220,"box":{"x":70,"y":822,"width":820,"height":11}},{"id":"9430469f-7220-4b5b-a615-8788fef8f149","block_type":"box","text":"(please see the International Transition Plan Network for information). BlackRock views transition plans as a method","page_number":220,"box":{"x":69,"y":837,"width":829,"height":11}},{"id":"75de30ed-177b-415d-9593-7cb8f5bf3742","block_type":"box","text":"for a company to both internally assess and externally communicate its long-term strategy, ambition, objectives, and","page_number":220,"box":{"x":68,"y":852,"width":829,"height":12}},{"id":"8fbf1cd9-8e72-4060-874b-2dd402ccc0c5","block_type":"box","text":"actions to create financial value through the global transition towards a low-carbon economy. Across the landscape","page_number":220,"box":{"x":69,"y":868,"width":818,"height":11}},{"id":"a5dc6d35-84c7-4947-95f6-8cefacc1ecbb","block_type":"box","text":"there remains divergence on the objectives of such plans and the details they should contain. 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The Guidelines consider the whole board to have responsibility","page_number":221,"box":{"x":102,"y":148,"width":796,"height":11}},{"id":"2ef6c3d5-1966-40e4-bda6-2f4cc15cfdb4","block_type":"box","text":"for oversight of the company’s long-term strategy, including those aspects related to the transition to a low","page_number":221,"box":{"x":101,"y":163,"width":765,"height":11}},{"id":"3549edcc-6eb8-45b4-b156-5df863d7590c","block_type":"box","text":"carbon economy.","page_number":221,"box":{"x":101,"y":178,"width":119,"height":11}},{"id":"344efd29-c2fc-4dd5-9d50-057c1ee68f0b","block_type":"box","text":"•","page_number":221,"box":{"x":69,"y":201,"width":6,"height":5}},{"id":"48a6e469-85ad-44f7-aaf2-5ffcd7384cb2","block_type":"box","text":"Management has established a robust low-carbon transition framework and long-term strategy, with clear","page_number":221,"box":{"x":102,"y":198,"width":747,"height":12}},{"id":"1285e71e-5994-4da9-aa61-aaf1a07f0ba3","block_type":"box","text":"accountability for delivery by senior executives.","page_number":221,"box":{"x":102,"y":213,"width":333,"height":12}},{"id":"5882ee0f-7314-4305-95e3-61bf0cc18674","block_type":"box","text":"•","page_number":221,"box":{"x":69,"y":237,"width":6,"height":4}},{"id":"83aec5bd-75a8-448e-a5bb-79bcf054e067","block_type":"box","text":"The capital management strategy explains how the company allocates investments to (traditional and next","page_number":221,"box":{"x":101,"y":234,"width":758,"height":11}},{"id":"885be4f8-8571-46c4-992e-ba45896d67e1","block_type":"box","text":"generation) business lines and innovation, and returns cash to shareholders, consistent with the company’s","page_number":221,"box":{"x":101,"y":249,"width":772,"height":11}},{"id":"09da74ba-3fd9-4ab1-b906-94a7c0c14011","block_type":"box","text":"stated low-carbon transition strategy.","page_number":221,"box":{"x":102,"y":264,"width":260,"height":11}},{"id":"2015f521-ad27-41db-b452-6bed12eca220","block_type":"box","text":"•","page_number":221,"box":{"x":69,"y":287,"width":6,"height":4}},{"id":"925bf07d-91b3-4dfa-abe0-47841b8405e6","block_type":"box","text":"The climate and low-carbon transition risks most likely to significantly impact the business are integrated into the","page_number":221,"box":{"x":101,"y":284,"width":807,"height":11}},{"id":"a42c93b5-8059-4a80-9251-c8e01bba4fa7","block_type":"box","text":"company’s enterprise risk management processes and repor ting.","page_number":221,"box":{"x":101,"y":299,"width":465,"height":11}},{"id":"fe7e9aca-678b-49ef-b2db-edc656afcfe8","block_type":"box","text":"•","page_number":221,"box":{"x":69,"y":322,"width":6,"height":5}},{"id":"a102e098-6b34-4206-acd6-24ede69937b0","block_type":"box","text":"The company has set scope 1 and 2 GHG emissions reduction targets, science-based and independently verified","page_number":221,"box":{"x":101,"y":319,"width":804,"height":12}},{"id":"acb0b495-57d3-49a2-a43d-9eb7bbdae1e7","block_type":"box","text":"where possible, against a baseline, that are consistent with the ambition to limit average global temperature rise","page_number":221,"box":{"x":101,"y":335,"width":806,"height":11}},{"id":"4b3142d1-e863-4e00-8b32-295c6ff4d235","block_type":"box","text":"to no more than 1.5°C above pre-industrial levels.","page_number":221,"box":{"x":101,"y":350,"width":354,"height":10}},{"id":"1963c98d-93b8-406e-b5e0-005a04e81639","block_type":"box","text":"•","page_number":221,"box":{"x":69,"y":373,"width":6,"height":4}},{"id":"346d6e5e-2e14-4116-b914-ec560cfe9e42","block_type":"box","text":"There is a clear link between the company’s scope 1 and 2 GHG emissions reduction targets over time and its","page_number":221,"box":{"x":101,"y":370,"width":788,"height":11}},{"id":"ba2b4252-bdf0-417b-ad4a-283fce351a39","block_type":"box","text":"long-term low-carbon transition strategy.","page_number":221,"box":{"x":102,"y":385,"width":282,"height":11}},{"id":"09b8d101-324b-4429-9de3-3e543df42561","block_type":"box","text":"•","page_number":221,"box":{"x":69,"y":408,"width":6,"height":4}},{"id":"5347d04e-fdf0-497f-9897-2ffbaf6bfd0d","block_type":"box","text":"The company is monitoring its most significant scope 3 emissions and disclosing these where it is confident in","page_number":221,"box":{"x":101,"y":405,"width":790,"height":11}},{"id":"986f5b09-6837-421b-9474-ba192d2cc166","block_type":"box","text":"the data. Given for thcoming regulatory requirements in cer tain jurisdictions, some companies are voluntarily","page_number":221,"box":{"x":101,"y":420,"width":774,"height":11}},{"id":"73750666-9a38-4e57-b89c-b9274a631ae4","block_type":"box","text":"disclosing scope 3 emissions reductions targets and plans, setting out how they are working on decarbonization","page_number":221,"box":{"x":101,"y":435,"width":800,"height":11}},{"id":"dff059b0-49ef-4819-8af5-8e89b342fa2a","block_type":"box","text":"with the different constituents in their value chain.","page_number":221,"box":{"x":101,"y":450,"width":358,"height":9}},{"id":"5c7d2b0f-ed47-4f12-afbd-014fd5e1f662","block_type":"box","text":"21","page_number":221,"box":{"x":461,"y":451,"width":9,"height":4}},{"id":"25289715-637a-46c3-a055-41000f817cfd","block_type":"box","text":"•","page_number":221,"box":{"x":69,"y":473,"width":6,"height":5}},{"id":"5f1c2e1a-442c-46d2-b1a2-6b6869451c6f","block_type":"box","text":"The company’s governance and oversight processes for managing material risks associated with corporate","page_number":221,"box":{"x":101,"y":470,"width":761,"height":12}},{"id":"389e7441-78e2-49d0-8dd5-dbebbb8761f3","block_type":"box","text":"political activities including applicable policies and procedures where relevant.","page_number":221,"box":{"x":102,"y":486,"width":556,"height":11}},{"id":"201f6920-530d-4dbb-b57f-eb3779f51609","block_type":"box","text":"22","page_number":221,"box":{"x":660,"y":486,"width":8,"height":4}},{"id":"955eb7dd-7983-4d8f-9055-9105e850b727","block_type":"box","text":"The dedicated team looks for","page_number":221,"box":{"x":674,"y":486,"width":208,"height":9}},{"id":"ab6e6404-aee8-405a-9eec-e371d29bbd46","block_type":"box","text":"public policy engagement to be consistent with a company’s stated strategic policy objectives, including those","page_number":221,"box":{"x":102,"y":501,"width":783,"height":11}},{"id":"ee28a98c-127a-440c-bd20-438458a91ccc","block_type":"box","text":"related to the low-carbon transition.","page_number":221,"box":{"x":102,"y":516,"width":251,"height":9}},{"id":"4160026f-2a50-4c63-8bec-5f0368143e8e","block_type":"box","text":"Voting against directors over concerns about climate risk","page_number":221,"box":{"x":68,"y":546,"width":420,"height":11}},{"id":"06389627-5a65-446a-9be1-1c8f46b7a66e","block_type":"box","text":"In implementing these Guidelines, the dedicated team generally suppor ts non-executive directors standing for","page_number":221,"box":{"x":102,"y":569,"width":781,"height":11}},{"id":"7889bda0-fe87-4423-a215-7fb66a569f5c","block_type":"box","text":"election where, in its assessment based on company disclosures and engagement, a company is executing on its","page_number":221,"box":{"x":69,"y":584,"width":811,"height":11}},{"id":"1c024ba2-c21b-409f-8475-712fdb503a11","block_type":"box","text":"commitment to align with the transition to a low-carbon economy, as defined above. Where the dedicated team","page_number":221,"box":{"x":69,"y":599,"width":788,"height":11}},{"id":"8172b446-0358-466f-8d1d-860b940fb70d","block_type":"box","text":"determines this is not the case, it may vote against the election of one or more directors who the team identifies as","page_number":221,"box":{"x":69,"y":614,"width":828,"height":11}},{"id":"639c61a3-7e46-4775-ba07-48f1e87206c9","block_type":"box","text":"having the most responsibility for the issue. The directors most likely to be in focus are the chair of the board","page_number":221,"box":{"x":69,"y":629,"width":780,"height":11}},{"id":"93868ea2-8594-4316-92a7-ade2f7be5d6a","block_type":"box","text":"committee with low-carbon transition, climate or sustainability risk oversight responsibilities, other members of the","page_number":221,"box":{"x":69,"y":644,"width":817,"height":12}},{"id":"7fbfd6cc-654f-48f5-aad7-5ee66a76b336","block_type":"box","text":"relevant committee, the lead independent director or the non-executive chair of the board. In cer tain markets, the","page_number":221,"box":{"x":69,"y":659,"width":808,"height":11}},{"id":"3037057a-a3bb-41aa-8aa0-63bd1145d4ea","block_type":"box","text":"team may withhold suppor t for the discharge of the supervisory board or equivalent and/or board repor ts.","page_number":221,"box":{"x":68,"y":675,"width":758,"height":11}},{"id":"3658bdbf-cf23-46d9-8292-e3dc8e94f915","block_type":"box","text":"23","page_number":221,"box":{"x":828,"y":675,"width":9,"height":4}},{"id":"8a0db2ee-ce20-48ae-97df-61c40b660d7b","block_type":"box","text":"21","page_number":221,"box":{"x":69,"y":704,"width":9,"height":5}},{"id":"b21177c2-76d0-45d2-9e8a-2c08e2fa4a4a","block_type":"box","text":"FTSE Russell address the materiality of different categories of scope 3 GHG emissions by sector in a January 2024","page_number":221,"box":{"x":84,"y":704,"width":825,"height":11}},{"id":"e10c2542-352d-41c5-ac3b-c447070a389e","block_type":"box","text":"paper “Scope for improvement: Solving the Scope 3 conundrum.” Their research indicates that there are 2-3 material","page_number":221,"box":{"x":70,"y":719,"width":835,"height":11}},{"id":"9b16ef02-e90f-42a7-b27b-468ae4213e3e","block_type":"box","text":"scope 3 GHG emissions categories by sector. The research uses a definition of materiality from the GHG Protocol,","page_number":221,"box":{"x":69,"y":734,"width":813,"height":11}},{"id":"223dd263-82b2-4e1c-bd29-444cba6a4701","block_type":"box","text":"which “encourages companies to maintain a representative inventory of the “most significant GHG emissions, [that]","page_number":221,"box":{"x":68,"y":749,"width":828,"height":11}},{"id":"eebf2a55-c2bd-4b39-bd05-a89f5f9323a4","block_type":"box","text":"offer the most significant GHG reduction oppor tunities and are most relevant to the company’s business goals.”","page_number":221,"box":{"x":69,"y":764,"width":801,"height":12}},{"id":"2556a467-b893-44ca-97b1-570b5e9f5f8b","block_type":"box","text":"Website accessed in December 2025.","page_number":221,"box":{"x":68,"y":779,"width":272,"height":9}},{"id":"45809c26-946c-4057-b46a-7eb396d1a06c","block_type":"box","text":"22","page_number":221,"box":{"x":69,"y":797,"width":9,"height":5}},{"id":"bb0b532a-ffbc-4abb-b8e4-427d56cd274a","block_type":"box","text":"Corporate political activities may include lobbying as defined by local regulations, policy engagement (including","page_number":221,"box":{"x":84,"y":797,"width":787,"height":11}},{"id":"fc007194-dff5-4e87-910c-526990ac1175","block_type":"box","text":"trade association memberships), and corporate political contributions.","page_number":221,"box":{"x":68,"y":812,"width":500,"height":11}},{"id":"0d97899e-cade-4987-880c-db32bc61653e","block_type":"box","text":"23","page_number":221,"box":{"x":69,"y":830,"width":9,"height":5}},{"id":"cecc9821-8056-4d4d-9697-9a7df6ee09ec","block_type":"box","text":"Board repor t votes are generally advisory and relate to repor ts issued by the board of directors that may contain","page_number":221,"box":{"x":84,"y":830,"width":801,"height":11}},{"id":"3db5ed0f-b9f6-410d-bfc9-faebb477c532","block_type":"box","text":"information on a company’s sustainability effor ts, operational resilience, or financial condition, among others.","page_number":221,"box":{"x":70,"y":845,"width":782,"height":11}},{"id":"1536a5b1-840e-4a22-b184-bb043a8ae290","block_type":"box","text":"BlackRock Investment Stewardship","page_number":221,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"411d826b-4679-4fce-be1d-90b73c1b0505","block_type":"box","text":"Climate and Decarbonization Stewardship Guidelines | 7","page_number":221,"box":{"x":509,"y":942,"width":400,"height":13}},{"id":"7da1a6ba-8f77-4129-b0c7-414d45d62fdc","block_type":"box","text":"NM1026U-5981080-221/228","page_number":221,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"a5afa1bb-839b-4415-b94a-96c18d713dc3","block_type":"box","text":"Where the dedicated team has not suppor ted director elections over climate concerns in a prior year, and the","page_number":222,"box":{"x":101,"y":45,"width":780,"height":11}},{"id":"92917fef-a84f-42bb-b162-6e703ffe78bb","block_type":"box","text":"company has not subsequently made progress towards aligning with the transition to a low-carbon economy, the team","page_number":222,"box":{"x":69,"y":60,"width":839,"height":11}},{"id":"fd8edb55-8b3e-4711-830f-e7bef53271af","block_type":"box","text":"may escalate by not suppor ting the re-election of additional responsible directors.","page_number":222,"box":{"x":69,"y":75,"width":582,"height":11}},{"id":"946f19a7-a800-4c26-8e80-4e96c0820492","block_type":"box","text":"24","page_number":222,"box":{"x":653,"y":75,"width":9,"height":5}},{"id":"8e5e762e-b722-4bc2-ac11-85b07b688671","block_type":"box","text":"Management proposals to approve a climate strategy or progress report","page_number":222,"box":{"x":69,"y":105,"width":528,"height":11}},{"id":"bbe46186-e001-4b4f-a784-18c980b70e7a","block_type":"box","text":"In cer tain markets, company management may submit proposals— commonly referred to as “Say on Climate” —","page_number":222,"box":{"x":102,"y":128,"width":807,"height":11}},{"id":"880ab6e1-aa0a-4c58-9922-954e8361d2ed","block_type":"box","text":"seeking shareholder approval of their climate action plans or progress repor ts. The Guidelines consider these","page_number":222,"box":{"x":69,"y":143,"width":782,"height":11}},{"id":"2ece4e63-4e3b-477e-b53e-5e81bee370b9","block_type":"box","text":"proposals as a valuable governance mechanism that can enhance transparency, accountability, and investors’","page_number":222,"box":{"x":70,"y":158,"width":782,"height":11}},{"id":"4ec5be6f-6545-4f30-b04c-a523eb2167ce","block_type":"box","text":"understanding of a company’s climate strategy. The dedicated team generally suppor ts management’s climate","page_number":222,"box":{"x":69,"y":173,"width":787,"height":11}},{"id":"f946ae14-46c4-4e95-95e0-687e54a821e6","block_type":"box","text":"strategy proposal if, in the team’s assessment based on these Guidelines, the strategy is aligned with the low-carbon","page_number":222,"box":{"x":69,"y":188,"width":838,"height":12}},{"id":"040e6e53-ac2f-40a2-92d0-211c21e1f6c0","block_type":"box","text":"transition. Similarly, the dedicated team generally suppor ts management’s proposal on a progress repor t if the","page_number":222,"box":{"x":68,"y":203,"width":792,"height":12}},{"id":"cd8ee681-57e7-44b2-b7f7-efeb1f6d1254","block_type":"box","text":"company has clearly explained its progress against, and any deviations from or changes to, its stated low-carbon","page_number":222,"box":{"x":69,"y":218,"width":803,"height":12}},{"id":"7b17bb69-2d57-40c6-8458-0f1d5f4689cb","block_type":"box","text":"transition plan and targets.","page_number":222,"box":{"x":68,"y":234,"width":193,"height":11}},{"id":"bab2569f-858e-47dc-9f44-a8a1c7d5882d","block_type":"box","text":"Shareholder proposals on climate and low-carbon transition matters","page_number":222,"box":{"x":68,"y":264,"width":495,"height":11}},{"id":"2e1425f1-a54e-423a-be75-040b48a01fbd","block_type":"box","text":"In most markets, shareholders can submit proposals to be voted on at a company’s shareholder meeting, as","page_number":222,"box":{"x":102,"y":287,"width":777,"height":11}},{"id":"705fd6cd-7306-4648-b433-8901a47aea6f","block_type":"box","text":"long as cer tain requirements are met. Shareholder proposals span a wide range of topics and have varying degrees","page_number":222,"box":{"x":70,"y":302,"width":824,"height":11}},{"id":"7447ae55-914e-437d-b5f9-e87b2b4c8ffb","block_type":"box","text":"of relevance for companies across sectors, locations, and business models.","page_number":222,"box":{"x":69,"y":317,"width":543,"height":11}},{"id":"2a363fa8-9588-4c58-82e3-dc8842bbd2a6","block_type":"box","text":"Each shareholder proposal is evaluated on a case-by-case basis, focusing on its merit while considering the","page_number":222,"box":{"x":102,"y":339,"width":767,"height":12}},{"id":"975b694b-2f5c-45c3-8e8c-e481835401c2","block_type":"box","text":"company’s individual circumstances. 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The dedicated team assesses the implications for, and the relevance to, the","page_number":222,"box":{"x":68,"y":407,"width":770,"height":12}},{"id":"ba9f0cbd-1bf0-4473-96bd-f90a3c8d76af","block_type":"box","text":"company’s stated low-carbon transition strategy and targets. Under the Guidelines, the team may suppor t","page_number":222,"box":{"x":69,"y":423,"width":754,"height":11}},{"id":"8365e3db-4848-444f-81d8-d98fbd51eed0","block_type":"box","text":"shareholder proposals that, for example, ask a company to:","page_number":222,"box":{"x":69,"y":438,"width":425,"height":11}},{"id":"102c352b-fe24-440c-b2fd-d71e3bb63304","block_type":"box","text":"•","page_number":222,"box":{"x":69,"y":461,"width":6,"height":4}},{"id":"df461e8b-4660-45e3-b051-077084957429","block_type":"box","text":"Publish a business plan, and related disclosures, consistent with the ambition to limit average global","page_number":222,"box":{"x":102,"y":458,"width":719,"height":11}},{"id":"3927b7c0-1b93-4a9f-90f8-71c18066d9d3","block_type":"box","text":"temperature rise to no more than 1.5°C above pre-industrial levels","page_number":222,"box":{"x":101,"y":473,"width":474,"height":11}},{"id":"598a8733-5e45-4e78-ad73-4d1d0279f8dc","block_type":"box","text":"•","page_number":222,"box":{"x":69,"y":496,"width":6,"height":5}},{"id":"a4946d22-cba1-4b3e-8ccf-424b8df6e72a","block_type":"box","text":"Align scope 1 and 2 GHG emissions reduction targets to, and/or discuss how their targets align with, a long-term","page_number":222,"box":{"x":101,"y":493,"width":807,"height":11}},{"id":"7ad00d76-8478-41b3-a9b4-7de339ed6698","block_type":"box","text":"goal of the company achieving net zero GHG emissions by 2050","page_number":222,"box":{"x":101,"y":508,"width":457,"height":12}},{"id":"20cb5b56-03e8-43ae-b4b4-42ac57318296","block_type":"box","text":"•","page_number":222,"box":{"x":69,"y":531,"width":6,"height":5}},{"id":"02607ce4-42bb-495d-b338-ffcc416f3227","block_type":"box","text":"Disclose the categories of scope 3 GHG emissions most significant to a company’s business model","page_number":222,"box":{"x":102,"y":528,"width":712,"height":12}},{"id":"4f441741-d931-479f-b413-99b4b73055e7","block_type":"box","text":"•","page_number":222,"box":{"x":69,"y":551,"width":6,"height":5}},{"id":"84956060-17da-46c9-a25a-8e4c84a69804","block_type":"box","text":"Improve voluntary disclosures on the alignment of a company’s climate-related corporate political activities with","page_number":222,"box":{"x":102,"y":549,"width":794,"height":11}},{"id":"937d320e-5655-4cc9-8810-45bf25a9bd31","block_type":"box","text":"its strategic policy positions, where existing disclosure is insufficient","page_number":222,"box":{"x":102,"y":564,"width":489,"height":11}},{"id":"b6775fb6-9030-47c3-a7ac-c63d3e2b2ff1","block_type":"box","text":"25","page_number":222,"box":{"x":592,"y":564,"width":9,"height":5}},{"id":"26ea8a88-6a64-434f-99ba-7bedbb30e3fb","block_type":"box","text":"The dedicated team does not suppor t shareholder proposals that seek to constrain board or management","page_number":222,"box":{"x":101,"y":587,"width":758,"height":11}},{"id":"e45d7f7f-88db-45e6-8fd3-4019cb556009","block_type":"box","text":"decision-making or direct specific business or strategic decisions.","page_number":222,"box":{"x":69,"y":601,"width":468,"height":12}},{"id":"434e79bb-6e5d-445c-aad9-b4bd5e5d72e5","block_type":"box","text":"RELATED MATTERS","page_number":222,"box":{"x":419,"y":632,"width":140,"height":9}},{"id":"d8c43008-0b00-4b44-8edf-3c97d5a74af6","block_type":"box","text":"There are other business items not covered above that may be put to a shareholder vote that could address","page_number":222,"box":{"x":101,"y":655,"width":771,"height":11}},{"id":"1371a649-aa0c-426f-92e7-c2c603772218","block_type":"box","text":"matters relevant to the transition to a low-carbon economy. Under these Guidelines, the dedicated team engages,","page_number":222,"box":{"x":69,"y":670,"width":808,"height":11}},{"id":"5b5a70be-92b3-4b98-b37b-3c27a4638eb1","block_type":"box","text":"where appropriate, to enhance its understanding of a company’s approach. Generally, voting on these matters would","page_number":222,"box":{"x":68,"y":685,"width":831,"height":11}},{"id":"6109d4ca-18df-4e07-8f65-38d116c35c67","block_type":"box","text":"be covered by BIS’ Benchmark Policies.","page_number":222,"box":{"x":69,"y":700,"width":280,"height":11}},{"id":"34b963e0-4c31-4a2a-b0dc-c23aa467ced5","block_type":"box","text":"Executive compensation","page_number":222,"box":{"x":69,"y":730,"width":177,"height":11}},{"id":"50eb7be9-fd73-4389-a999-d89d686026c2","block_type":"box","text":"The dedicated team looks to company boards to put in place a compensation structure that incentivizes and","page_number":222,"box":{"x":101,"y":753,"width":772,"height":11}},{"id":"dd4bb6df-4575-4d9b-9a68-cda855b9542c","block_type":"box","text":"rewards executives appropriately. Some companies, in light of their long-term strategy, may decide to include relevant","page_number":222,"box":{"x":69,"y":768,"width":837,"height":11}},{"id":"39bd456f-2438-423e-b721-3afb068e8348","block_type":"box","text":"GHG emissions reduction targets or low-carbon transition-related metrics in their incentive plans. In such cases, the","page_number":222,"box":{"x":69,"y":783,"width":826,"height":11}},{"id":"63688801-b153-4133-8cef-e5ca38796e9f","block_type":"box","text":"dedicated team would engage to understand the alignment between those metrics and the company’s stated climate","page_number":222,"box":{"x":69,"y":798,"width":834,"height":11}},{"id":"7e7e0bd3-52b4-4aa1-a82d-245269b87862","block_type":"box","text":"24","page_number":222,"box":{"x":69,"y":828,"width":9,"height":4}},{"id":"def67c7a-c153-453b-942e-55e4f4d60bce","block_type":"box","text":"While the dedicated team may escalate voting by not suppor ting additional management proposals, principally","page_number":222,"box":{"x":83,"y":827,"width":787,"height":12}},{"id":"efba1636-6467-4b36-83d2-9b8f7f53d454","block_type":"box","text":"director elections, the team does not consider filing shareholder proposals, preannouncing voting intentions or using","page_number":222,"box":{"x":69,"y":842,"width":832,"height":12}},{"id":"b8ae157c-6ebf-4cf3-baba-90503757314d","block_type":"box","text":"the media to amplify concerns as appropriate courses of action. The dedicated team will continue to take a","page_number":222,"box":{"x":68,"y":857,"width":765,"height":12}},{"id":"c4f2b7ff-8600-499d-a91f-d7508bcab27a","block_type":"box","text":"constructive, long-term focused approach, to engagement and voting on behalf of clients under these Guidelines.","page_number":222,"box":{"x":69,"y":873,"width":805,"height":11}},{"id":"2891b874-63c0-4df4-81b6-a98afce67cb4","block_type":"box","text":"25","page_number":222,"box":{"x":69,"y":891,"width":9,"height":4}},{"id":"8a80e298-91dc-4b42-8c67-62c73b82b642","block_type":"box","text":"Corporate political activities may include lobbying as defined by local regulations, policy engagement (including","page_number":222,"box":{"x":84,"y":890,"width":787,"height":12}},{"id":"e7577553-dd6b-4673-8473-d761b08e0574","block_type":"box","text":"trade association memberships), and corporate political contributions.","page_number":222,"box":{"x":68,"y":906,"width":500,"height":10}},{"id":"a8c6d4ec-3a19-4bad-ac19-f2c9d273d025","block_type":"box","text":"BlackRock Investment Stewardship","page_number":222,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"2fce7401-5682-4a2c-960f-06625eab7301","block_type":"box","text":"Climate and Decarbonization Stewardship Guidelines | 8","page_number":222,"box":{"x":509,"y":942,"width":400,"height":13}},{"id":"7c5e9b36-259c-4a21-9cec-5113321490ed","block_type":"box","text":"NM1026U-5981080-222/228","page_number":222,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"913b350b-f9ca-442b-a9c9-b2a45eb04453","block_type":"box","text":"strategy. Clear disclosure also helps investors assess whether pay structures are consistent with long-term climate","page_number":223,"box":{"x":69,"y":45,"width":821,"height":11}},{"id":"46529a0b-bab0-4fa3-9422-2dbcb55fbae3","block_type":"box","text":"strategy and risk management.","page_number":223,"box":{"x":69,"y":60,"width":219,"height":11}},{"id":"b7e4fc73-2006-40ce-b0ab-d54cb893aa32","block_type":"box","text":"Auditors and audit-related issues","page_number":223,"box":{"x":68,"y":90,"width":240,"height":9}},{"id":"dbea6400-37c5-4590-a4ff-b6310af20fd3","block_type":"box","text":"For companies with material climate or transition risks or oppor tunities in their business models, the dedicated","page_number":223,"box":{"x":102,"y":113,"width":793,"height":11}},{"id":"cc2db403-b14f-4680-8584-4b3f55db1e5e","block_type":"box","text":"team is interested in understanding whether the company considers and, if relevant, quantifies, and accounts for","page_number":223,"box":{"x":68,"y":128,"width":807,"height":11}},{"id":"b5368df2-5803-4f24-a3ad-e433dd5e500d","block_type":"box","text":"material climate-related risks in its financial statements, including if the company explains such risks within the","page_number":223,"box":{"x":69,"y":143,"width":794,"height":11}},{"id":"14b0b499-9a25-4dc2-9dc6-e58dca66ff14","block_type":"box","text":"context of its audit repor t. The team notes that assurance of corporate disclosures related to climate risk and the","page_number":223,"box":{"x":69,"y":158,"width":812,"height":11}},{"id":"1b0e6b04-9164-4941-ac67-ef66057e2801","block_type":"box","text":"transition to a low-carbon economy is still nascent.","page_number":223,"box":{"x":68,"y":173,"width":361,"height":11}},{"id":"c0ad6895-4b1b-466e-b6fe-dcb178fbc223","block_type":"box","text":"Mergers, acquisitions, asset sales, and other special situations","page_number":223,"box":{"x":69,"y":203,"width":463,"height":11}},{"id":"78331271-a612-4ec5-9486-8352f41c5079","block_type":"box","text":"Special situations will be considered on their financial merits, but the dedicated team may engage on climate","page_number":223,"box":{"x":102,"y":226,"width":783,"height":11}},{"id":"7e4794c6-eebc-4b68-8987-82aa96537f76","block_type":"box","text":"related factors under these Guidelines where a transaction may significantly alter a company’s climate strategy or a","page_number":223,"box":{"x":69,"y":241,"width":824,"height":11}},{"id":"280a5ecb-9f04-489f-b611-cccdcc4a10ef","block_type":"box","text":"shareholder activist has proposed governance, strategic or operational changes that may impact its climate strategy.","page_number":223,"box":{"x":69,"y":257,"width":831,"height":11}},{"id":"78cd302c-fddd-4579-be21-b163d2ed9776","block_type":"box","text":"The dedicated team does not promote changes in corporate control or engage in shareholder activism.","page_number":223,"box":{"x":68,"y":272,"width":731,"height":11}},{"id":"539ec7a5-63c8-4be9-a7ea-38d7091c5fee","block_type":"box","text":"Other business relevant sustainability-related risks and opportunities","page_number":223,"box":{"x":69,"y":302,"width":503,"height":11}},{"id":"dc6f8557-ec61-48c8-8160-06475f861e55","block_type":"box","text":"Climate risk and the transition to a low-carbon economy are interconnected with a number of other material","page_number":223,"box":{"x":102,"y":324,"width":762,"height":11}},{"id":"d5752958-a90d-4d0f-bbb8-7fb85639400e","block_type":"box","text":"sustainability-related risks and oppor tunities that may be relevant to a company’s business model and long-term","page_number":223,"box":{"x":69,"y":340,"width":802,"height":11}},{"id":"6ef5ef30-9885-4cbc-a575-509dccef1a22","block_type":"box","text":"financial per formance. These include a company’s impacts or dependencies on natural capital and key","page_number":223,"box":{"x":68,"y":355,"width":734,"height":11}},{"id":"9eab90ff-acb3-43a5-bbc6-b7f43fcd0d81","block_type":"box","text":"stakeholders.","page_number":223,"box":{"x":69,"y":370,"width":95,"height":9}},{"id":"629e1cd9-908a-4982-87a3-73f42d76f466","block_type":"box","text":"26","page_number":223,"box":{"x":166,"y":370,"width":9,"height":5}},{"id":"ef2d35ba-0264-4636-8835-b9a393afde71","block_type":"box","text":"In the context of these Guidelines, the dedicated team may engage companies to better understand","page_number":223,"box":{"x":182,"y":370,"width":710,"height":11}},{"id":"3aa9c61d-3bfd-4f2f-8c78-a2c152b56054","block_type":"box","text":"how they are managing the impact on people (e.g., employees, suppliers, customers and communities) of any","page_number":223,"box":{"x":69,"y":385,"width":783,"height":11}},{"id":"3980c458-30cf-46ef-aa68-6e5641bd8fc2","block_type":"box","text":"strategic or operational changes they are making in relation to their transition to a low-carbon economy. Similarly, the","page_number":223,"box":{"x":69,"y":400,"width":832,"height":11}},{"id":"6d247b81-7c17-4ae0-84f7-26ac161f1a42","block_type":"box","text":"team may engage companies that face risks and oppor tunities related to land use and deforestation, access to fresh","page_number":223,"box":{"x":68,"y":415,"width":838,"height":11}},{"id":"8a928c4a-37e7-41ed-a1f5-09e88eae565a","block_type":"box","text":"water, or the ability to secure scarce resources critical to the transition to a low-carbon economy.","page_number":223,"box":{"x":68,"y":430,"width":690,"height":11}},{"id":"107f08f3-055f-4c79-a07f-34e1c456109f","block_type":"box","text":"26","page_number":223,"box":{"x":69,"y":475,"width":9,"height":4}},{"id":"6ec7c10b-6040-4d38-bd78-92540e2cf31a","block_type":"box","text":"Engagement with companies on these issues is informed by BIS’ commentaries on natural capital, human capital","page_number":223,"box":{"x":84,"y":474,"width":807,"height":12}},{"id":"fd7506ce-2787-4b8a-b81a-83f41a57ed2f","block_type":"box","text":"management, and corporate human rights risks, December 2025.","page_number":223,"box":{"x":69,"y":490,"width":468,"height":11}},{"id":"a68f44bc-8956-4fc6-b9fa-ded97cc4e20a","block_type":"box","text":"BlackRock Investment Stewardship","page_number":223,"box":{"x":69,"y":943,"width":260,"height":11}},{"id":"1d0873c7-57cf-42d6-9726-42c978fb7d77","block_type":"box","text":"Climate and Decarbonization Stewardship Guidelines | 9","page_number":223,"box":{"x":509,"y":942,"width":400,"height":13}},{"id":"bb9bdbe3-2fad-4303-9b35-e4432cf93199","block_type":"box","text":"NM1026U-5981080-223/228","page_number":223,"box":{"x":764,"y":970,"width":154,"height":7}},{"id":"9d908f51-ac05-4dbd-83d4-f152560f6a7c","block_type":"box","text":"Appendix 1","page_number":224,"box":{"x":68,"y":45,"width":82,"height":11}},{"id":"461a813a-08a0-4a8a-bdd8-b3e3aebf9db8","block_type":"box","text":"Terminology","page_number":224,"box":{"x":68,"y":75,"width":87,"height":11}},{"id":"aa3a900b-15ee-49a4-a343-3aa1918d53c1","block_type":"box","text":"We understand the key concepts referred to within these Guidelines as follows:","page_number":224,"box":{"x":101,"y":98,"width":565,"height":11}},{"id":"2955c842-ad66-4f8f-a58a-5104b1d3b23e","block_type":"box","text":"Climate risk:","page_number":224,"box":{"x":101,"y":120,"width":92,"height":9}},{"id":"3944c0a8-40e2-45b4-bcba-b44be7a81dd4","block_type":"box","text":"Includes physical risk, the increased risk to companies’ assets and activities caused by the direct","page_number":224,"box":{"x":200,"y":120,"width":698,"height":11}},{"id":"2ac9e225-13c2-4429-93b5-b13e9ede8861","block_type":"box","text":"impact of changing weather patterns and natural catastrophes, and transition risk, the impact of the transition to a","page_number":224,"box":{"x":70,"y":135,"width":818,"height":12}},{"id":"6f9e2966-ab7b-40e2-ba1d-dcfdee7f4c14","block_type":"box","text":"low-carbon economy on a company’s long-term profitability.","page_number":224,"box":{"x":70,"y":150,"width":416,"height":12}},{"id":"68b6ed4c-0f00-49e4-8752-722d34097d21","block_type":"box","text":"Transition to a low-carbon economy (“low-carbon transition”):","page_number":224,"box":{"x":101,"y":173,"width":449,"height":11}},{"id":"e033eb53-a8b2-4738-96e9-820b5834fa0c","block_type":"box","text":"The global economic shift toward lower","page_number":224,"box":{"x":556,"y":173,"width":278,"height":11}},{"id":"b8eb7e5a-bf6b-41a2-8caa-a1135005afda","block_type":"box","text":"emissions across many sectors and business models. The economic transformation is being driven by changes in","page_number":224,"box":{"x":69,"y":188,"width":811,"height":12}},{"id":"63db0eb6-d9a3-46cb-bcb6-002c50af636b","block_type":"box","text":"government policy, technology, and consumer and investor preferences, as well as the physical effects of climate","page_number":224,"box":{"x":68,"y":203,"width":807,"height":12}},{"id":"d39bfb1e-9ee9-4c67-aa53-78d95dc7de28","block_type":"box","text":"change (e.g., extreme weather), and can potentially have a material impact on clients’ investments and por tfolios.","page_number":224,"box":{"x":69,"y":218,"width":812,"height":12}},{"id":"4f0fac00-434f-4584-8f86-f196146661fb","block_type":"box","text":"Decarbonization:","page_number":224,"box":{"x":102,"y":241,"width":120,"height":9}},{"id":"e75a417f-e491-4955-9ba6-b577208f9c81","block_type":"box","text":"the process of reducing or eliminating emissions of carbon dioxide (CO2) from human activity","page_number":224,"box":{"x":228,"y":241,"width":664,"height":11}},{"id":"e0f21dc8-f1ea-46f6-a5aa-6b7e4ad12fd6","block_type":"box","text":"and removing carbon currently in the atmosphere. This can be carried out by countries, companies and even","page_number":224,"box":{"x":69,"y":257,"width":771,"height":11}},{"id":"a089f678-51d3-4414-bd8e-58e828963352","block_type":"box","text":"individual consumers. Sometimes the concept is understood to include the reduction and elimination of other GHG,","page_number":224,"box":{"x":70,"y":271,"width":820,"height":11}},{"id":"62b852b9-3560-4839-81e9-432e67c436fe","block_type":"box","text":"e.g., methane.","page_number":224,"box":{"x":69,"y":287,"width":102,"height":11}},{"id":"24c31e57-688c-455d-bdb9-a90da2a755b9","block_type":"box","text":"Climate-related risks and opportunities:","page_number":224,"box":{"x":101,"y":309,"width":289,"height":11}},{"id":"d6d74763-8aac-460d-99b7-82ed1fdf3604","block_type":"box","text":"The investment oppor tunities and risks associated with the transition","page_number":224,"box":{"x":396,"y":309,"width":495,"height":11}},{"id":"9d09361a-2255-4063-b0cc-7c9c4c11585d","block_type":"box","text":"to a low-carbon economy, including transition risks and oppor tunities and physical risks and oppor tunities in adapting","page_number":224,"box":{"x":68,"y":325,"width":838,"height":11}},{"id":"06df7d59-0cb8-4ce1-b3cd-85f9d5d5cd6a","block_type":"box","text":"to physical climate change.","page_number":224,"box":{"x":68,"y":340,"width":193,"height":11}},{"id":"eccd2480-eba7-41cb-b463-2ba6795bf183","block_type":"box","text":"Climate-related transition plan:","page_number":224,"box":{"x":101,"y":362,"width":226,"height":11}},{"id":"dd3b718f-0be8-4a1b-95c4-4f041643ec3f","block_type":"box","text":"“An aspect of an entity’s overall strategy that lays out the entity’s targets,","page_number":224,"box":{"x":334,"y":362,"width":525,"height":11}},{"id":"f4c537e0-6f17-4f23-9b14-c53a374e5704","block_type":"box","text":"actions or resources for its transition towards a lower-carbon economy, including actions such as reducing its","page_number":224,"box":{"x":69,"y":377,"width":778,"height":12}},{"id":"eccb3c5c-d869-4b67-8044-34e75efcae10","block_type":"box","text":"greenhouse gas emissions.”","page_number":224,"box":{"x":68,"y":393,"width":203,"height":11}},{"id":"7e046879-a957-40e8-a039-9530badef028","block_type":"box","text":"27","page_number":224,"box":{"x":273,"y":393,"width":9,"height":4}},{"id":"79c19edd-f6ab-475a-8c51-eb3512e6185d","block_type":"box","text":"Science-based GHG emissions reduction targets:","page_number":224,"box":{"x":101,"y":415,"width":356,"height":11}},{"id":"dd050d47-1c43-411e-a8f8-b9cfa4c0286e","block_type":"box","text":"Targets that “","page_number":224,"box":{"x":463,"y":415,"width":96,"height":11}},{"id":"9e08bb0f-2fdd-41ad-a90a-f5dd5ed099d2","block_type":"box","text":"are in line with what the latest climate science","page_number":224,"box":{"x":569,"y":415,"width":331,"height":9}},{"id":"355930c4-6930-43d1-ac3e-7d1028208b19","block_type":"box","text":"deems necessary to meet the goals of the Paris Agreement — limiting global warming to 1.5°C above pre-industrial","page_number":224,"box":{"x":69,"y":430,"width":822,"height":11}},{"id":"225780df-e7c5-4ad6-b436-e0836517f5ee","block_type":"box","text":"levels. Science-based targets give companies a clearly defined path to reduce GHG emissions in line with limiting","page_number":224,"box":{"x":70,"y":445,"width":806,"height":12}},{"id":"67881de7-e26f-4f82-99a7-6c58d3136e37","block_type":"box","text":"global warming to 1.5°C. They define how much and how quickly a business must reduce its emissions to be in line","page_number":224,"box":{"x":68,"y":460,"width":824,"height":12}},{"id":"230cd018-8f21-420f-ae6e-ddbabe5ec5ae","block_type":"box","text":"with the Paris Agreement goals.”","page_number":224,"box":{"x":68,"y":476,"width":232,"height":11}},{"id":"03697cc9-6156-4846-862a-45211ab60d2a","block_type":"box","text":"28","page_number":224,"box":{"x":302,"y":476,"width":9,"height":4}},{"id":"4291d7a1-d884-427b-8ca4-eb030b1239c5","block_type":"box","text":"Scope 1:","page_number":224,"box":{"x":101,"y":498,"width":63,"height":11}},{"id":"9903cff1-dc40-40b8-b4de-e5ec43c4e0f8","block_type":"box","text":"Direct GHG emissions. Direct GHG emissions occur from sources that are owned or controlled by the","page_number":224,"box":{"x":172,"y":498,"width":718,"height":11}},{"id":"2703e39e-3676-4bcd-961a-de577fd5c482","block_type":"box","text":"company, for example, emissions from combustion in owned or controlled boilers, furnaces, vehicles, etc.; emissions","page_number":224,"box":{"x":69,"y":513,"width":836,"height":11}},{"id":"de4aa22e-a74c-4ff7-8ff2-a7b0fc1b7df7","block_type":"box","text":"from chemical production in owned or controlled process equipment.","page_number":224,"box":{"x":68,"y":528,"width":489,"height":11}},{"id":"b9c730d2-d665-4755-b293-91e8cf8abef2","block_type":"box","text":"29","page_number":224,"box":{"x":559,"y":529,"width":9,"height":4}},{"id":"0c7c9d28-7e16-4029-a05b-e76ce63a65fd","block_type":"box","text":"Scope 2","page_number":224,"box":{"x":101,"y":551,"width":59,"height":11}},{"id":"c8d9804b-4b47-43c8-a4f7-3e1f15711c92","block_type":"box","text":": Electricity indirect GHG emissions Scope 2 accounts for GHG emissions from the generation of","page_number":224,"box":{"x":162,"y":551,"width":685,"height":11}},{"id":"7e035b09-57dd-48a8-a0cc-24e1403d866c","block_type":"box","text":"purchased electricity [steam, and heating/cooling] consumed by the company. [It] is defined as electricity [steam,","page_number":224,"box":{"x":70,"y":566,"width":807,"height":11}},{"id":"db6370e3-4cff-4a1d-8d06-342c5654b4e6","block_type":"box","text":"and heating/cooling] that is purchased or otherwise brought into the organizational boundary of the company.","page_number":224,"box":{"x":69,"y":581,"width":781,"height":12}},{"id":"d87b34a3-69e0-457d-8146-6f100c96aa5e","block_type":"box","text":"30","page_number":224,"box":{"x":852,"y":582,"width":9,"height":4}},{"id":"02b920e7-5f35-450e-a324-bb87cce43a6c","block_type":"box","text":"Scope 3:","page_number":224,"box":{"x":101,"y":604,"width":63,"height":11}},{"id":"f1a14cdb-8d83-4993-a410-7beb63dff4aa","block_type":"box","text":"Other indirect GHG emissions. Scope 3 is an optional repor ting category that allows for the treatment","page_number":224,"box":{"x":171,"y":604,"width":725,"height":11}},{"id":"894bfbd9-7426-4b5a-af98-ff0c681faf56","block_type":"box","text":"of all other indirect emissions. Scope 3 emissions are a consequence of the activities of the company, but occur","page_number":224,"box":{"x":69,"y":619,"width":803,"height":11}},{"id":"87827891-2ca0-4d2a-b6f0-b103996c8307","block_type":"box","text":"from sources not owned or controlled by the company.","page_number":224,"box":{"x":68,"y":634,"width":386,"height":11}},{"id":"6c900b9a-96bd-4f5d-bb00-6ba296d052f7","block_type":"box","text":"31","page_number":224,"box":{"x":456,"y":635,"width":9,"height":4}},{"id":"eac6f455-6f41-4562-a6ac-c3325338fbab","block_type":"box","text":"27","page_number":224,"box":{"x":69,"y":679,"width":8,"height":4}},{"id":"cbab330b-c557-4585-b9d0-79025fcc23eb","block_type":"box","text":"As defined by the International Financial Repor ting Standards, “IFRS S2: Climate-related Disclosures,” June 2023..","page_number":224,"box":{"x":83,"y":679,"width":821,"height":11}},{"id":"361fbff6-89df-4e0b-8ea6-1a2e4e1e227c","block_type":"box","text":"Several jurisdictions are basing their own transition plan disclosure frameworks on the IFRS S2 definition. We","page_number":224,"box":{"x":69,"y":694,"width":779,"height":11}},{"id":"f8476080-528e-4d72-89df-15403735ac45","block_type":"box","text":"anticipate transition plan disclosure becoming mandatory in an increasing number of jurisdictions over the near term.","page_number":224,"box":{"x":69,"y":709,"width":836,"height":11}},{"id":"db2bc6d4-4e59-464f-9cf1-ae629bdd1053","block_type":"box","text":"28","page_number":224,"box":{"x":69,"y":727,"width":9,"height":4}},{"id":"52284047-b81f-494a-af23-b9bcd18f8a6e","block_type":"box","text":"As defined by the Science Based Targets initiative (SBTi). SBTi “is a corporate climate action organization that","page_number":224,"box":{"x":83,"y":726,"width":785,"height":12}},{"id":"b2db3ae8-9319-43a8-8111-842cd9bc5b3e","block_type":"box","text":"enables companies and financial institutions worldwide to play their par t in combating the climate crisis. We develop","page_number":224,"box":{"x":69,"y":742,"width":831,"height":11}},{"id":"7f1d5cef-3dfd-47ba-949a-c843377b73f9","block_type":"box","text":"standards, tools and guidance which allow companies to set greenhouse gas (GHG) emissions reductions targets in","page_number":224,"box":{"x":69,"y":757,"width":826,"height":11}},{"id":"cff07ac6-c883-4ea2-9da0-b627bb6d11df","block_type":"box","text":"line with what is needed to keep global heating below catastrophic levels and reach net-zero by 2050 at latest.”","page_number":224,"box":{"x":70,"y":772,"width":795,"height":11}},{"id":"23950878-0dd6-4d33-a830-637f13b70d93","block_type":"box","text":"Source: Science Based Targets initiative, “About Us.” Websites accessed in December 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