Brown Brothers Harriman Mutual Fund Advisory Department: investment adviser

In this Brochure, we refer to Mutual Funds, ETFs and UCITS Funds together as “Funds.” The Adviser first registered with the SEC in 2001. BBH is a bank, organized as a New York limited partnership. As a bank, BBH is excepted from registration with the SEC as an investment adviser under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). This Brochure is not intended to state or imply that BBH is a registered investment adviser or that it is subject to the requirements of the Advisers Act, other than as identified below. This Brochure is not an offering document for the Funds, and all descriptions of the Funds and their objectives, strategies, and risks are set forth in their entirety in the Prospectus and Statement of Additional Information for the Mutual Funds and the Prospectus, the Packaged Retail and Insurance-based Investment Product Key Information Document, and the Key Investor Information Document for the UCITS Funds. BBH was founded in 1818 and remains one of the oldest continuously operated partnership banks in the United States. In addition to offering a range of investment management services for individuals, families and institutions, BBH participates in businesses, including, but not limited to global custody, foreign exchange, lending, private equity investing, and personal trust & estate administration. Licensed by the New York State Department of Financial Services (“NYSDFS”) as a Private Banker, BBH is authorized to accept deposits, grant loans, and generally conduct a banking business including acting as a custodian of funds and securities. Assets held at BBH are not Federal Deposit Insurance Corporation ( “ FDIC”) insured and are subject to investment risks, including possible loss of principal invested. The Adviser has hired third-party investment advisers to provide sub-advisory and other investment-related services to certain Funds. These sub-advisers may themselves be advisers to other investment advisers or vehicles, including their own proprietary products. The Adviser reviews each sub-advised portfolio’s compliance with the applicable Fund’s portfolio investment guidelines. As of January 1, 2026, the Adviser had $7,152,290,266 in discretionary assets under management (net assets in the Funds). The Adviser does not manage any assets on a non-discretionary basis.

Typically, either the Adviser or a Fund may terminate an investment management contract at any time by written notice given to the other party at least 30 days prior to the date on which such termination is to take place, or as may otherwise be provided in the agreement. In the event of termination or if fees are charged in arrears, fees will be pro-rated based on the termination date. ❖ Additional Fees In most cases, a third-party broker executing a trade on the Fund’s behalf will charge a commission (equity securities) or earn a mark-up/mark-down (fixed income securities). Neither the Adviser nor BBH earns commissions or other transaction fees in connection with directing investment advisory trade orders to third party brokers for execution; however, the Adviser does receive credits from certain brokers toward the receipt of qualifying research or other services in accordance with applicable law. The Adviser does not execute transactions through an affiliated broker-dealer. Please refer to Item 12, “Brokerage Practices,” for additional information. Certain of the Mutual Funds have adopted a distribution plan pursuant to Rule 12b-1 under the Investment Company Act, for retail class shares that allows the Mutual Funds to pay distribution fees for the sale of their shares and for services provided to shareholders. Because these fees are paid out of the retail class shares’ assets continuously, over time, these fees will increase the cost of an investment in such shares and may cost more than paying for other types of sales charges, such as a one-time front-end or back-end sales charge.

However, BBH and the Adviser have implemented policies and procedures designed to ensure that investment opportunities are allocated equitably between the Funds and other accounts with similar investment strategies.

The Adviser uses a fundamental, value-based approach to fixed income management. Its fixed income management philosophy is grounded in the belief that credit spreads are more volatile than underlying fundamentals, creating substantial misalignments of value and price. To take advantage of these opportunities, the Adviser follows a value-driven strategy. The Adviser’s investment approach includes the consideration of a variety of fundamental factors, including industry structure, competitive positioning, financial strength, and environmental, social and governance (“ESG”) factors, all of which could enhance its ability to manage risk and to achieve its long-term investment objectives. In response to adverse market, economic, political and other conditions, the Adviser may make temporary investments that are not consistent with a Fund’s investment objective and principal investment strategies. Such investments may be inconsistent with a Fund’s ability to reach its investment objective. Environmental, Social and Governance Factors The Adviser believes that the evaluation of material ESG risk factors may enhance its ability to manage overall risk and achieve clients’ long-term objectives. The ESG risk profile of an investment is one of many considerations used in the investment process. The Adviser does not perform an ESG analysis for securities issued by the U.S. government or its agencies. The Adviser places in-depth, fundamental analysis at the core of its investment process which includes material ESG assessments. An ESG risk factor is deemed to be material if it has the potential to impact the enterprise value of a company or the credit quality of an issuer. The Adviser’s ongoing consideration of material ESG risk factors does not indicate that it places restrictions on the investment universe or that the associated strategy, Fund or portfolio will have any particular characteristic. A less favourable ESG profile may not preclude the Adviser from investing in a company or issuer, as the consideration of ESG factors is not more influential than the consideration of other investment criteria.

Equity Securities ❖ Investment Strategies The types of equity securities that the Adviser may invest in on behalf of the Funds include, without limitation, exchange-listed securities, securities traded over-the-counter, and foreign securities. The Adviser may also invest, when appropriate, in derivative instruments such as warrants, American depository receipts, global depository receipts, commodity interests (e.g., forwards, futures and swaps) and options. In most cases, derivative investments will involve greater volatility and more limited liquidity than cash market investments. The potential for gain or loss exists in both the cash and derivatives markets. There is no guarantee that a particular Fund will achieve its investment objective. ❖ Methods of Analysis The equity investment teams consist of portfolio managers and research analysts who work collaboratively to identify, analyze, and monitor investments. The equity investment teams closely study industry structure and competitive trends, communicating regularly with knowledgeable industry participants and company management teams to assess whether companies meet the Adviser’s fundamental and valuation criteria. The equity investment teams also explicitly identify key business risks and variables outside of management’s control, as well as value active investments and prospective investment opportunities. Outside research materials/analytical tools used include but are not limited to: company management meetings; annual reports and quarterly reports; prospectuses; proxies; filings; company press releases and presentations; inspections of corporate facilities and activities when possible; industry and investment conferences and trade shows; financial newspapers and industry publications/websites; expert networks; and research provided by third parties. Specific Service Offerings The descriptions of equity strategies below, as applied to a particular Fund, are qualified in their entirety by the Fund’s prospectus, Key Investor Information Document (for UCITS Funds), or other offering document. The strategies are offered in diversified and non-diversified portfolios.

❖ Large Cap/Core Select. The “Large Cap/Core Select” strategy seeks to provide investors with longterm growth of capital. The strategy normally will invest at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in large capitalization publicly traded equity securities. Such securities will be issued by domestic and foreign issuers both directly and in the form of sponsored and unsponsored depository receipts representing an interest in these securities. The Fund primarily seeks to buy common stock and may also invest in preferred stock. The Adviser considers large cap securities to be equity securities that the time of purchase have a market capitalization within the range of companies included in the S&P 500 Index. The Large Cap/Core Select strategy is based on fundamental business analysis and a long-term orientation that blends aspects of growth and value investing. The Large Cap strategy seeks to invest in approximately 2550 different companies, while the Core Select Strategy seeks to invest in 25-35 different companies that meet the Adviser’s prescriptive fundamental criteria. The strategy typically invests in companies that are headquartered in North America, as well as in certain global firms located in other developed regions. The Adviser selects companies based on their qualitative merits, competitive profile and prospective value creation potential. The strategy follows a “buy and own” approach that does not typically make use of short-term trades in pursuit of small gains. The criteria that the Adviser seeks in each area, where appropriate, are as follows: ➢ Business Criteria – (i) essential products or services, (ii) loyal customers, (iii) leadership in an attractive market niche or industry, (iv) sustainable competitive advantages, (v) high returns on invested capital, and (vi) strong free cash flow; ➢ Management Criteria – (i) high levels of integrity, (ii) excellent operators, and (iii) good longterm strategy and capital allocation; and ➢ Valuation Criteria – attractively valued compared to an estimated intrinsic value per share range. Intrinsic value calculations are based on the Adviser’s analyses of free cash flow, return on invested capital and other relevant financial criteria. The Adviser’s time horizon when purchasing a company is typically three to five years but is not subject to any minimum or maximum period. Investments may be sold if they appreciate to levels at or near the higher end of the Adviser’s estimated ranges of intrinsic value. ❖ Mid Cap. The “Mid Cap” strategy seeks to provide investors with long-term growth of capital. The strategy invests at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in middle capitalization publicly traded equity securities, commonly referred to as mid cap stocks. Such securities may be issued by domestic or foreign issuers. Domestic securities include companies that are incorporated or headquartered in the U.S. The strategy may also invest in securities issued by foreign issuers, that are not incorporated or headquartered in the U.S., both directly and in the form of sponsored and unsponsored depository receipts, representing an interest in these foreign securities. The Adviser considers mid cap securities to be securities that at the time of purchase have a market capitalization within the range of companies included in the Russell Midcap Index. The strategy may also invest in large cap and small cap publicly traded equity securities. From time to time, the strategy may invest in shares of companies through “new issues”

or Initial Public Offerings (“IPOs”). Subject to applicable statutory and regulatory limitations, the strategy may also invest in shares of other investment companies, consisting of mutual funds and ETFs. The Adviser’s strategy is based on fundamental business analysis and a long-term orientation. The Adviser selects companies based on their qualitative merits, competitive profile and prospective value creation potential. The strategy follows a “buy and own” approach that does not make use of short-term trades in pursuit of small gains. The Adviser believes that its long-term orientation can benefit the strategy’s net performance results. The Adviser may sell investments if they appreciate to levels at or near the higher end of the Adviser’s estimated intrinsic value range. ❖ International Equity. The “International Equity” strategy seeks to provide investors with long-term maximization of total return, primarily through capital appreciation. The strategy primarily invests at least 80% of the net assets of the Fund, plus any borrowing for investment purposes, in the equity securities of companies in the developed and emerging markets of the world, excluding the United States. The Adviser defines developed markets to include markets of securities listed in the Morgan Stanley Capital International – Europe, Australasia, and Far East Index (“MSCI-EAFE”) and Canada. The strategy may invest up to 35% of its assets, at the time of purchase, in emerging markets of the world. The Adviser defines an emerging market as a securities market located in any country that is defined as having an emerging or developing economy by the World Bank or its related organizations, or the United Nations or its authorities. The strategy primarily invests in equity securities of companies with large market capitalizations. Although the strategy is expected to invest primarily in common stocks, it may also invest in other securities with equity characteristics. The Fund may purchase these equity securities directly or in the form of sponsored and unsponsored American Depository Receipts (“ADRs”), Global Depository Receipts (“GDRs”) or other similar securities representing securities of companies based outside of the United States, national security exchanges or over-the-counter markets. Securities may be purchased in currencies other than the U.S. dollar. In managing International Equity, the Adviser allocates the Fund’s assets to two third-party subadvisers. International Equity is currently offered through an investment company registered under the Investment Company Act (the “Fund”) and, as such is subject to the general supervision by the Fund’s Board of Trustees. The Adviser oversees the sub-advisers and evaluates its performance results. The Adviser reviews portfolio performance, characteristics and changes in key personnel of the sub-adviser. The sub-advisers are primarily responsible for the day-to-day management of the Fund’s portfolio, including purchases and sales of individual securities. Other sub-advisers may be added in the future to complement the sub-adviser’s investment style. However, the Adviser may, when it deems appropriate, manage all or a portion of the Fund’s assets according to the Fund’s principal investment strategies. One of the sub-advisers focuses on identifying attractive non-U.S. publicly traded businesses with large market capitalization and investing opportunistically in these businesses when it believes that good long-term returns can be achieved. The sub-adviser defines attractive businesses as those that have achieved leading and defensible market positions through the creation of enduring franchise value. They are, in the view of the sub-adviser, both well positioned for long term growth and

resilient in difficult economic environments. The sub-adviser employs intensive and rigorous fundamental equity research in order to identify these investment opportunities. The other sub-adviser believes in an unconstrained, approach to investing that is not linked to components of any benchmark against which the performance of the portfolio is measured, and the sub-adviser intends to invest in a focused portfolio of non-U.S. common stocks of publicly traded companies, with the potential to invest in preferred stocks on a limited basis. The sub-adviser intends to select securities based on identifying important positive factors that affect a company’s earnings and cash flow prospects, which it believes to be under- recognized by the market. These factors will be identified through fundamental research and valuation methodologies. The sub-adviser’s portfolio of investment positions will mainly consist of large-capitalization companies at the time of the initial purchase. Emerging markets are expected, from time to time, to be represented in the portion of the Fund managed by the sub-adviser. Both sub-advisers may sell securities for a variety of reasons, such as to secure gains, limit losses or redeploy assets into more promising opportunities. The Fund may, from time to time, invest in a limited number of issuers. Fixed Income ❖

Investment Strategy

The Adviser uses a fundamental, value-based approach to fixed income management. Its fixed income management philosophy is grounded in the belief that credit spreads are more volatile than underlying fundamentals, creating substantial misalignments of value and price. To take advantage of these opportunities, the Adviser follows a patient, value-driven strategy. The Adviser uses a team approach to execute its strategy, reviewing the research and knowledge of analysts, portfolio managers and traders in a process of transparent and open debate. A quantitative approach is used for screening valuation opportunities, and the team uses well-established fundamental credit criteria to select potential credits for portfolio inclusion from those passing the screening criteria. The Adviser builds sector allocations and portfolios "bottom-up" based on the quantity and intensity of available individual valuation opportunities. The Adviser believes that preservation of capital is critical to investing success. It attempts to manage this risk through independent fundamental research and valuation discipline rather than any particular benchmark. There is no guarantee that a particular Fund will achieve its investment objectives. ❖

Investment Types

Fixed income investments may include commercial mortgage-backed securities (“CMBS”), municipal securities, U.S. and non-U.S. government securities, and non-U.S. dollar denominated fixed income instruments. Certain fixed-income strategies may also include investments in commodity interests (e.g., treasury futures), 144A securities, derivative/structured products, including swaps, fixed or floating rate loans or similar instruments that may be more volatile and less liquid than cash market fixed-income

securities. Cash market and derivatives fixed income instruments can create gains or losses in Funds depending upon security-specific, market and macroeconomic factors. ❖

Methods of Analysis

The majority of the Adviser’s fixed income analysis and research is performed internally. Both credit and quantitative analysis are fundamental parts of the investment management process. The Adviser has structured its fixed income team to allow for functional specialization in the following areas:

Credit

Quantitative

•

Security Analysis

•

Expected Returns

•

Monitoring

•

Model Development

•

Industry Trends

•

Optimization

•

Credit Trends

•

Risk Quantification

•

Return Attribution

Outside research materials/analytical tools used include but are not limited to: company management meetings; financial newspapers and industry publications/websites; inspections of corporate facilities and activities; research prepared by third parties; rating services; collateral tracking and data services; annual reports, prospectuses, and filings; and company press releases and presentations. Specific Service Offerings Fixed income investment management services provided to the Funds include one or more of the following:

❖ Intermediate Municipal Bond. The “Intermediate Municipal Bond” strategy seeks to protect investors’ capital and generate attractive risk-adjusted returns. The strategy seeks to primarily invest in a diversified portfolio of investment grade municipal bonds rated in the four highest credit ratings categories (AAA to BBB, or equivalent) at the time of purchase by at least one nationally recognized credit rating agency, or, if unrated, deemed to be of comparable quality by the Adviser. The primary criteria that the Adviser seeks are: (i) provides essential services, (ii) strong competitive position, (iii) financial strength, (iv) robust operating model with pricing flexibility, (v) strong revenue stream, (vi) strong coverage and covenant protection, and (vii) on-time financial filings. The strategy seeks to target between 75-125 credits in major sub-sectors of the municipal bond market. Tax considerations play an important part in the Adviser’s buy and sell decisions. As a result, the Adviser takes a long-term, tax aware investment approach. The Internal Revenue Service (“IRS”) has announced that holders of tax-exempt bonds such as the Fund have certain risks if the bonds were issued in connection with abusive transactions, refinancing irregularities, or the misuse of proceeds from the bond offering. While the Fund endeavors to purchase only bona fide taxexempt bonds, there is a risk that a bond may be reclassified by the IRS as a taxable bond creating taxable income for the Fund and its shareholders. In this case, the Fund might be required to send

to investors and file with the IRS information returns for prior calendar years reclassifying some of its exempt-interest dividends as taxable dividends.

Treasury Futures The Adviser may use U.S. Treasury futures contracts for a variety of purposes in connection with the management of the interest rate exposure of Funds. The Adviser's use of such contracts for a portfolio could include, but is not limited to, adjusting the overall interest rate exposure, or “duration,” of the portfolio; changing the exposure of the portfolio to different parts of the yield curve; offsetting the impact of special situations that affect specific securities (e.g., tender offers); and maintaining portfolio interest rate exposure as large portfolio contributions or withdrawals occur. The Adviser's use of Treasury futures is subject to a Fund’s investment guidelines and the Fund’s completion of the necessary documentation with a futures commission merchant. The Adviser is not a futures commission merchant. While transactions in Treasury futures may reduce certain risks, these transactions themselves entail certain other risks. Unanticipated changes in interest rates or securities prices may result in a poorer overall performance for a portfolio than if it had not entered into any Treasury futures transactions. In the event of adverse price movements, a portfolio may be required to make daily cash payments to maintain its required margin. If the portfolio has insufficient cash, it may have to sell portfolio securities to meet daily margin requirements at a time when the portfolio manager would not otherwise elect to do so. In addition, a portfolio may be required to deliver or take delivery of instruments underlying the Treasury futures it holds. A portfolio may suffer losses if it is unable to close out its position because of an illiquid secondary market, and there is no assurance that a portfolio will be able to close out its position when the Adviser considers it appropriate or desirable to do so. In general, derivatives, including Treasury futures, may involve risks different from, and potentially greater than, those of the underlying securities. To the extent a portfolio uses Treasury futures, it is exposed to additional volatility and potential losses resulting from leverage. Losses (or gains) involving Treasury futures contracts can sometimes be substantial—in part because a relatively small price movement in a Treasury futures contract may result in an immediate and substantial loss (or gain) for a portfolio. The Adviser has established a formal program pursuant to Rule 18f-4 under the Investment Company Act to evaluate the risks associated with investing in Treasury Futures (or other derivatives) on a periodic basis. Valuation1 Where permitted, the Adviser typically values assets using approved third-party pricing vendors. The Adviser may obtain two reputable broker quotes if available and average them when the approved thirdparty pricing services do not provide values. With respect to exchange traded equities, certain equity derivatives, and fixed income assets, in the event indicative prices are unavailable, or the Adviser determines in good faith that such prices may be unreliable, or when an active market for an asset does not exist (such as m a y b e the case during periods of extreme market volatility), the Adviser may price the assets using an internal methodology. These prices will be estimates of fair value as of the valuation date, and the Adviser makes no representation or warranty that a security can be sold at the estimated price. The Adviser may face a conflict of interest in valuing the assets in a portfolio that lacks a readily

Assets managed by the Adviser in which BBH is not the pricing agent or in certain cases in which a party other than BBH is contractually obligated to value the assets are not subject to the Valuation section of this document.

ascertainable market value as the value of the assets will affect the Adviser’s compensation. The Adviser values such assets in accordance with established valuation policies and procedures. The Adviser performs a formal valuation risk assessment on an ongoing basis. To address the potential conflict of interest, the Adviser has policies and procedures in place and related internal controls intended to review and mitigate potential conflicts as well as periodic compliance testing and review by internal audit. The Adviser’s valuation methodology and practices are overseen by its Valuation Oversight Committee (“VOC”). VOC meets regularly to review and consider various valuation issues, including the assignment of “fair values” to particular securities. VOC considers applicable valuation risks on an on-going basis. While VOC membership includes portfolio managers, a majority of VOC members are not portfolio managers or investment analysts. Compliance, Office of General Counsel (“OGC”), Risk and Internal Audit participate in all VOC meetings. VOC’s charter requires the recusal of a portfolio manager from any votes relating to assets held in the strategy for which such person is responsible. Investment Risks Investing in securities involves risk of loss that shareholders should be prepared to bear. Certain types of investments may pose greater risks and, in some instances, increased volatility and lack of liquidity. The descriptions of risks below, as applied to a particular Fund, are qualified in their entirety by the Fund’s prospectus, Key Investor Information Document (for UCITS Funds), or other offering document. General Investment Risks ❖ Market Risk. Market risks, including political, regulatory, economic and social developments, can result in market volatility and can affect the value of a Fund’s investments. Natural disasters, the spread of infectious illness and other public health emergencies, recession, terrorism and other unforeseeable events may lead to increased market volatility and may have adverse effects on world economies and markets generally. ❖ Illiquid Investment Risk. Illiquid Investment risk is the risk that an investment cannot be sold when desired or sold at favorable prices. The levels of liquidity may depend on the asset type, the size of a position and the liquidation horizon. Some loan transactions may be subject to legal or contractual restrictions on resale or may trade infrequently and, as a result, it may take longer to settle these transactions, which may result in impaired value when there is a need to liquidate such loans. In addition, certain derivative instruments and private placements, such as Rule 144A, Regulation S and Regulation D securities, may be illiquid.

❖ Interest Rate Risk. Interest rate risk refers to the price fluctuation of a bond in response to changes in interest rates. A Fund’s investments in bonds and other fixed income securities will change in value in response to fluctuations in interest rates. In general, fixed-rate bonds with shorter maturities are less sensitive to interest rate movements than those with longer maturities, (i.e., when interest rates increase, bond prices fall). Rising interest rates tend to cause the prices of debt securities (especially those with longer maturities) to fall which could result in a decrease of the net asset value of a Fund. A Fund may invest in variable and floating rate securities. Although these instruments are generally less sensitive to interest rate changes than fixed rate instruments, the value of variable

and floating rate securities may decline if their interest rates do not rise as quickly, or as much, as general interest rates. A Fund’s fixed income investments may be subject to heightened risk associated with rising interest rates given the current historically low interest rate environment. A rising interest rate environment may also result in periods of volatility and increased redemptions. As a result of increased redemptions, a Fund may have to sell fixed income securities at disadvantageous prices and times, or at a loss, which could adversely affect the performance of a Fund. ❖ Credit Risk. Credit risk refers to the likelihood that an issuer, guarantor, or the counterparty to a derivative contract or repurchase agreement, will default on interest or principal payments. Credit risk is heightened to the extent a Fund invests in below investment grade securities. ❖ Leverage Risk. Leverage includes borrowing or an investment in reverse repurchase agreements and, in some cases, derivative contracts that may result in leverage to a Fund. Leverage risk is created when an investment exposes a Fund to a level of risk that exceeds the amount invested. Leveraging is speculative, tends to exaggerate the effect of any increase or decrease in the value of a Fund’s securities and may cause a Fund to be more volatile.

❖ Derivatives Risk. Derivatives are financial contracts whose value depends on, or is derived from, the value of an underlying asset or index. Risks of investing in derivatives are different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Risks include liquidity risk, interest rate risk, market risk, credit risk, risk of mis-pricing or improper valuation and the risk of miscorrelation. A Fund could lose more than the principal amount invested. The Adviser has established a formal Derivatives Risk Management program in compliance with Rule 18f-4 under the Investment Company Act. ❖ Foreign Exchange Risk. Changes in currency exchange rates and the relative value of non-U.S. currencies will affect the value of the shareholder’s investment and the value of a Fund’s shares. Currency exchange rates can be especially volatile and can change quickly and unpredictably. Changes can result due to political, legal or economic conditions in the country issuing the currency of other foreign countries, or the United States. As a result of currency rate movements, the value of an investment may change quickly and without warning and with no change in the underlying investments fundamentals. The Adviser may or may not hedge the foreign exchange exposure associated with a particular investment or a particular currency. ❖ Capital Controls Risk. Capital controls imposed by foreign governments may adversely affect the trading market and may cause a Fund to decline in value. Capital controls are actions taken by the government or central bank to regulate flows from capital markets into and out of the country’s capital account. ❖ Emerging Markets Risk. Emerging markets involve risks greater than those generally associated with investing in more developed foreign markets. These risks include: (i) expropriation, confiscatory taxation, nationalization, and less social, political and economic stability than in more

developed economics; (ii) the small current size of the securities markets and lower trading volume; (iii) certain national policies related to national interests, which may restrict investment opportunities; and (iv) the absence of developed legal structures governing private or foreign investment and private property. ❖ Lack of Diversification Risk (not applicable to UCITS Funds). “Non-diversified” portfolios are not limited with regard to the portion of their assets that may be invested in the securities of a single issuer, industry sector and/or market. A non-diversified Fund may be subject to greater risk than a diversified Fund because changes in the financial condition of individual issuers, as well as political, regulatory or economic occurrences affecting such issuers may cause greater fluctuation in the value of a non-diversified Fund’s shares. ❖ Shareholder Concentration Risk. From time to time, an investment adviser may allocate a portion of the assets of its discretionary clients to a Fund. There is a risk that if a large percentage of Fund shareholders consists of such investment adviser’s discretionary clients, such asset allocation decisions, particularly large redemptions, may adversely impact remaining Fund shareholders. ❖ Management Risk. The success of an actively managed Fund relies on the investment skills and analytical ability of the Adviser to develop and effectively implement strategies that achieve the Fund’s investment objective. Subjective decisions made by the Adviser may result in losses or missed profit opportunities. ❖ Litigation Risk: In the ordinary course of its business, it is possible a Fund will be subject to litigation. The outcome of such proceedings can materially adversely affect the value of such Fund and may continue without resolution for long periods of time. Any litigation may consume substantial amounts of the Adviser’s time and attention, and that time and the devotion of these resources to litigation may, at times, be disproportionate to the amounts at stake in the litigation. ❖ Regulatory Risk: Regulators may adopt additional regulations in the future, which may impact the operation and performance of a Fund. New (or revised) laws or regulations may be imposed by the SEC, the U.S. Federal Reserve or other banking regulators, other governmental regulatory authorities or self-regulatory organizations that supervise the financial markets that could adversely affect the Adviser and its clients The Adviser and its clients also may be adversely affected by changes in the enforcement or interpretation of existing statutes and rules by these governmental regulatory authorities or self-regulatory organizations. ❖ Compliance with Laws & Regulations: On August 28, 2024, the U.S. Department of the Treasury Financial Crimes Enforcement Network adopted a final rule that requires certain investment advisers to, among other things, establish anti-money laundering/countering the financing of terrorism programs and comply with certain reporting requirements, including suspicious activity reports (the “Investment Adviser AML Rule”). The date for compliance with the requirements of the Investment Adviser AML Rule is January 1, 2026. Separately, many jurisdictions have also created or are in the process of changing or creating anti-money laundering, embargo and trade sanctions, or similar laws,

regulations, requirements (whether or not with the force of law) or regulatory policies and many financial intermediaries are in the process of changing or creating responsive disclosure and compliance policies. It is unclear what additional steps, if any, we may be required to take. In response to these developments and increased regulatory concerns with respect to the sources of funds used in investments and other activities, we may require prospective and existing clients or investors to provide initial or additional documentation verifying, among other things, such client’s or investor’s identity, including the identity of such client’s or investor’s owners, stockholders or stakeholders, and the source and type of funds used to make purchases. It is also possible that, in connection with the establishment of anti-money laundering procedures or for other reasons, certain legislation or other regulation may require that we share information with governmental and regulatory authorities with respect to clients or investors. We reserve the right to require and produce such information as is necessary to comply with any request for information by courts, tribunals, central banks, exchanges, or governmental or regulatory authorities. ❖ Risks of Artificial Intelligence (“AI”): BBH uses technologies that employ certain artificial intelligence (“AI”) engines for risk evaluation and other purposes. Although the use of AI may have certain expected benefits, rapid changes in the developing field of AI and the challenges with properly managing its use could have an adverse effect and result in unforeseen and unintended harms. BBH may have limited ability to anticipate or promptly detect AI-related issues and failures, which may negatively impact its operations. BBH personnel, other associated persons of BBH, and its affiliates could, unbeknownst to BBH, use AI tools. BBH and/or its clients could be further exposed to the risks of AI tools if third-party service providers or any counterparties, whether or not known to BBH, also use AI tools in performing services for BBH or its clients. Various jurisdictions are evaluating existing laws that govern AI and the use of certain AI tools could be regulated or prohibited in the future, which may impact BBH’s use of AI tools. Regulations related to AI tools may also impose certain obligations on organizations, and the costs of monitoring an adverse effect on BBH and/or its clients.

Equity Investment Risks ❖ Equities Risk. The price of equity securities may rise or fall because of changes in the market, changes in a company’s financial condition, or other macroeconomic variables sometimes rapidly or unpredictably. These price movements may result from various factors affecting individual companies, sectors or industries selected for a portfolio or the securities market as a whole, such as changes in economic or political conditions. Fund portfolios may decrease in value as a result. ❖ Small Cap Company Risk. Small cap companies may have limited product lines or markets and may be less financially secure than larger, more established companies. They may depend on a small number of key personnel. If a product fails, there are other adverse developments, or if management changes, small cap company investments may lose substantial value. In addition, smaller companies, which tend to be less well known, have shorter operating histories and do not have significant ownership by large investors, may not have information as accessible as that of larger companies. The securities of small cap companies generally trade in lower volumes and are subject to greater

and more unpredictable price changes than larger cap securities or the market as a whole. In addition, small cap securities may be particularly sensitive to changes in interest rates, borrowing costs and earnings. In certain market cycles, investing in small cap companies may be less favorable when compared to larger companies causing the Fund to underperform and incur losses. ❖ Mid Cap Company Risk. Mid cap companies, when compared to larger companies, may experience lower trade volumes and could be subject to greater and less predictable price changes. Mid cap companies may also have limited management experience or depth, limited ability to generate or borrow capital needed for growth, and limited products or services, or operate in less established markets. Therefore, mid cap securities may be subject to changing economic, market, and industry conditions and experience more volatility and less liquidity over short periods. In certain market cycles, investing in mid cap companies may be less favorable when compared to larger companies causing the Fund to underperform and incur losses. ❖ Investment in Other Funds Risk. Investments in other investment companies are subject to market and selection risk, as well as the specific risks associated with the investment companies’ portfolio securities. As a shareholder of another investment company, a strategy or Fund would bear, along with other shareholders, its pro rata portion of the other investment company’s expenses, including advisory fees. These expenses would be in addition to the advisory and other expenses that the strategy or fund bears directly in connection with its own operations. The shares of an investment company that trade on an exchange (for example, an ETF) may trade below their net asset value or at a discount, which may adversely affect the strategy’s performance. ❖ Risks Related to Sub-Advisers. A strategy with more than one sub-adviser may be more exposed to a particular stock, industry, country, region, or technique than if the Fund had a single investment adviser. A sub-advised Fund’s success depends upon the investment skills and analytical abilities of the sub-advisers to develop and effectively implement strategies that achieve the Fund’s investment objective. Subjective decisions made by the sub-advisers may cause the Fund to incur losses or to miss profit opportunities on which it may otherwise have capitalized. Fixed Income Investment Risks ❖ Bond Risk. Compared to other markets, the bond market is relatively volatile, and investments in bonds carry interest rate risk. Bonds also carry the risk of issuer or counterparty default, issuer credit risk, and inflation risk. ❖ Call Risk. During periods of declining interest rates, issuers of callable bonds may repay securities with higher interest rates before maturity. This could cause a Fund to lose potential price appreciation and reinvest the proceeds at lower interest rates.

❖ Municipal Bond Risk. Like other debt securities, municipal bonds are subject to credit risk, interest rate risk and call risk. Obligations of issuers of municipal bonds are generally subject to the

provisions of bankruptcy, insolvency, and other laws affecting the rights and remedies of creditors. However, the obligations of certain municipal issuers may not be enforceable through the exercise of traditional creditors’ rights. The reorganization under the federal bankruptcy laws of a municipal bond issuer or payment obligor bonds may result in, among other things, the municipal bonds being cancelled without repayment or repaid only in part. In addition, Congress or state legislatures may seek to extend the time for payment of principal or interest, or both, or to impose other constraints upon enforcement of such obligations. Litigation and natural disasters, as well as adverse economic, business, legal, or political developments (including challenges to the continued taxexempt status of various municipal bonds), may introduce uncertainties in the market for municipal bonds or materially affect the credit risk of particular bonds. ❖ Private Placement Risk. The Adviser may invest in private placement securities that cannot be offered for public resale unless registered under the applicable securities laws or that have a contractual restriction that prohibits or limits their resale. Private placement securities are securities that have not been registered under the applicable securities laws, such as Rule 144A securities. Restricted securities may not be listed on an exchange and may have no active trading market, resulting in the security being deemed illiquid.

❖ When-Issued and Delayed Delivery Securities Risk. Between the transaction date and the delivery date, the price of the when-issued and delayed delivery securities is subject to market fluctuations and may rise or fall depending on market conditions, additionally no interest will accrue until the securities are delivered. If a strategy remains substantially fully invested at a time when a purchase is outstanding, the purchases may result in a form of leverage. If the counterparty to a when-issued or delayed-delivery transaction fails to deliver the securities, the strategy may receive a less favorable price or yield or may suffer a loss. ❖ Below Investment Grade Securities (Junk Bonds) Risk: Due to uncertainty regarding the ability of the issuer to pay principal and interest, securities that are rated below investment grade (i.e., Ba1/BB+ or lower), and their unrated equivalents, may be subject to greater risks than securities which have higher credit ratings, including a high risk of default. These securities are considered speculative and are commonly known as “junk bonds.” Information Security Risks As with any entity that conducts business through electronic means in the modern marketplace, the Adviser may be susceptible to potential risks resulting from cyber-attacks or data loss incidents (collectively, “cyber-events”). Cyber-events may include, among other behaviors, illegally accessing or corrupting data maintained online or digitally, denial of service attacks on websites, the unauthorized monitoring, release, misuse, loss, destruction or corruption of confidential information, infection from computer viruses or other malicious software code, unauthorized access to or compromises to relevant systems, networks or devices that the Adviser uses, operational disruption or failures in the physical infrastructure or operating systems, or various other forms of cybersecurity breaches. In addition to intentional cyber-events, unintentional cyber-events can occur, such as, for example, the inadvertent release of confidential information. Cyberevents affecting the Adviser may adversely impact the Funds, potentially resulting in, among other things,

financial losses or the inability of the Fund to transact business. For instance, cyber-events may cause the release of confidential business information, impede trading, subject the Adviser and Funds to regulatory fines or financial losses and/or cause reputational damage. The Adviser and Funds may also incur additional costs for cyber security risk management purposes designed to mitigate or prevent the risk of cyber-events. Such costs may be ongoing because threats of cyber-attacks are constantly evolving as cyber attackers become more sophisticated and their techniques become more complex. Similar types of cyber security risks are also present for issuers of securities in which the Fund may invest, which could result in material adverse consequences for such issuers and may cause the Fund’s investment in such companies to lose value. The Adviser has established risk management systems reasonably designed to manage the risks associated with cyber-events. However, there can be no assurance that the Adviser, the Funds, the Funds’ other service providers, or the issuers of the securities in which the Funds invest will not suffer losses relating to cyber-attacks or other information security breaches in the future.

BBHI acts primarily as a distributor of the mutual funds and as a placement agent for BBH’s private investment funds. Neither the Adviser nor any of its management persons are registered, or have an application pending to register, as a futures commission merchant, commodity pool operator, Commodity Trading Advisor (“CTA”), or an associated person of the foregoing. The Adviser relies on applicable exemptions from CTA registration when conducting trading activities with respect to commodity interests, including futures. Consistent with such exemptions, when appropriate, the Adviser may also trade futures and CDS on behalf of the Funds. The Adviser is a separately identifiable department of BBH and is controlled by BBH. Certain employees, directors and members of the Adviser’s executive management also serve as employees, directors and/or executive management of BBH, BBH Credit Partners and/or serve as registered representatives or directors and/or executive management of BBHI. No material conflicts exist in relation to personnel that serves as employees, directors and/or executive management of BBH or BBH Credit Partners and also serve as registered representatives or directors and/or executive management of BBHI given that BBHI serves as a limited purpose broker-dealer as described above.

Of course, there can be no assurance that the Code will be effective in identifying and addressing all conflicts of interest relating to personal securities transactions. The Adviser will provide a copy of the Code to any of its clients or prospective clients upon request. BBH, including the Adviser, and any of their respective partners, principals, directors, officers, employees, affiliates or agents, face conflicts of interest when transacting in securities for their own accounts because they could benefit by trading in the same securities as the Funds, which could have an adverse effect on the Funds. However, BBH, including the Adviser, has implemented policies and procedures concerning personal trading by BBH Partners, Principals, and employees. Trading in personal accounts is permitted pursuant to these policies and procedures, which include a pre-clearance process for transactions by certain defined insiders or access persons, as well as minimum holding periods. These procedures seek to minimize conflicts of interest by restricting the type and timing of employees’ trades and are designed to prevent and detect account activity that may violate policy or applicable laws. The Adviser’s personnel are generally not permitted to purchase and sell securities that the Adviser or the sub-adviser purchases and sells for the Funds. From time to time, employees of BBH, including the Adviser, and any of their respective partners, principals, directors, officers, employees, affiliates or agents, give or receive gifts and/or entertainment to or from clients, intermediaries, or service providers to the Fund or BBH, including the Adviser, which could have the appearance of affecting or potentially affecting the judgment of the employees, or the manner in which they conduct business. BBH, including the Adviser, has implemented policies and procedures concerning gifts and entertainment to mitigate any impact on the judgment of BBH Partners and employees. ❖ Non-Exclusive Management Adviser personnel render investment management services to, and execute transactions for, affiliated accounts and for the accounts of other persons. The accounts of other persons include BBH partners and investment advisory accounts of BBH and Adviser personnel including discretionary accounts that are centrally managed as well as other Funds managed by the Adviser. The advice given to one client at times will differ from advice given to other client accounts, and transactions may be effected for the account of any client at prices, in amounts, or relating to securities which are not purchased or sold for other accounts. In order to seek to avoid potential conflicts of interest, the Adviser may preclude Funds from making an investment or selling an existing investment in, or taking other actions with respect to, securities of a company where the Adviser is advising another Fund that is making or selling an investment in the securities of the same company. In addition, there may be certain investment opportunities, investment

strategies or actions that the Adviser determines not to undertake on behalf of a Fund in view of the Adviser’s other Fund or firm activities. The Adviser maintains policies, procedures and related controls to appropriately maintain and guard against misuse of Confidential and Material Non-Public Information (“MNPI”). Information barrier controls include both physical and virtual barriers including segregation of systems, all of which are designed to control and contain the flow of confidential information and MNPI. Specific information barrier controls include, but are not limited to, control lists (e.g., restricted list and watch list), personal account trading surveillance, electronic communications surveillance and related information barrier training. From time to time, the Adviser may come into possession of MNPI or other information that could limit the ability of the Funds to buy and sell investments, and investment flexibility may be constrained as a consequence.

the research and other investment information provided by the broker or dealer, notwithstanding that a particular client account may not be the direct or exclusive beneficiary of such service; and the commission or markup/mark-down charged by the broker or dealer. Accordingly, the commissions or fees charged by a broker or dealer may be greater than the amount another firm might charge provided that the Adviser determines, in good faith, that the amount of such commissions or fees is reasonable in relation to the value of the brokerage and research information provided. The Adviser has established an oversight committee to monitor its efforts to meet best execution obligations. Please also refer to the below sections entitled “Soft Dollar or Research/Execution Arrangements” and “Aggregation and Allocation of Transactions” for additional information on allocation. To the extent that the Adviser engages a third-party sub-adviser, the sub-adviser has direct responsibility for directing trades and seeking best execution as described above. The Adviser periodically reviews the subadviser’s performance in this regard. ❖ Soft Dollar or Research/Execution Arrangements The Adviser directs brokerage transactions and/or payment of a portion of client commissions (“soft dollars”) to specific brokers or dealers or other providers to pay for research or other appropriate services which provide, in the Adviser’s view, appropriate assistance to the Adviser in the investment decision-making process. The Adviser has adopted soft dollar policies and procedures that seek to address potential conflicts of interest. Research and services include information on the economy, industries, groups of securities, individual companies, statistical information, accounting and tax law interpretations, political developments, legal

developments affecting portfolio securities, technical market action, credit analysis, risk measurement analysis, performance analysis, and analysis of corporate responsibility issues. In the past year, the Adviser has utilized soft dollars to acquire research provided directly by brokers and by third party research providers that include historical financials, corporate data and consensus estimates that analysts, including a third-party consultant, use to assist in their decision-making responsibilities. Along those lines, the Adviser has also used pricing and news services, order management systems, attended conferences, attended management meetings, used models and consulted with industry experts that were paid for through soft dollars. The Adviser’s evaluation of the brokerage and research services provided by the broker-dealer may be a significant factor in selecting a broker-dealer to effect transactions. For this purpose, the Adviser has established a voting process where equity analysts vote to establish a budget and allocation model to research providers based on the estimated value and importance of the research, which is reviewed by an oversight committee. The committee also monitors the Adviser’s efforts to meet its best execution obligations. The use of a broker that provides research and securities transaction services may result in a higher commission than that offered by a broker who does not provide such services. The Adviser will determine in good faith whether the amount of commission is reasonable in relation to the value of research and services provided and whether the services provide lawful and appropriate assistance in its investment decisionmaking responsibilities. Research or other services obtained in this manner are sometimes used in servicing any or all the Funds and other BBH client accounts, including in connection with BBH client accounts that do not pay commissions to the broker related to the research or other service arrangements. Such products and services could disproportionately benefit other BBH client accounts relative to a Fund based on the amount of brokerage commissions paid by a Fund and such other BBH client accounts. For example, the Adviser generally may not use research or other services that are paid for through one client’s commissions in managing that client’s account. However, research may be shared with another BBH strategy from time to time if approved in accordance with policies and procedures. In addition, other BBH client accounts may receive the benefit, including disproportionate benefits, of economies of scale or price discounts in connection with products and services that are provided to a Fund and to such other BBH client accounts. The Adviser does not attempt to track the benefits of brokerage and research services to the commissions associated with a particular Fund. When the Adviser uses client brokerage commissions (or markups or markdowns) to obtain research or other products or services, it receives a benefit because it does not have to produce or pay for the research, products or services. The Adviser may have an incentive to select or recommend a broker-dealer based on its interest in receiving the research or other products or services, rather than on its clients’ interest in receiving most favorable execution. BBH, at times, receives research that is bundled with the trade execution, clearing, and/or settlement services provided by a particular broker-dealer. To the extent that BBH receives research on this basis, many of the same conflicts related to traditional soft dollars exist. For example, the research effectively will be paid by client commissions that also will be used to pay for the execution, clearing, and settlement services provided by the broker-dealer and will not be paid by BBH. BBH endeavours to execute trades through brokers who, pursuant to such arrangements, provide research or other services that BBH believes are useful in its investment decision-making process. From time to time,

BBH chooses not to engage in the above-described arrangements to varying degrees. BBH also enters into commission sharing arrangements under which BBH executes transactions through a broker-dealer, and requests that the broker-dealer allocate a portion of the commissions or commission credits to another firm that provides research to BBH. To the extent that BBH engages in commission sharing arrangements, many of the same conflicts related to traditional soft dollars will exist. In connection with receiving brokerage and research services from broker-dealers, the Adviser, at times, receives “mixed use” services where a portion of the service assists the Adviser in its investment decisionmaking process and a portion is used for other purposes. Where a service has a mixed use, the Adviser will make a reasonable allocation of its cost according to its use and will use client commissions to pay only for the portion of the product or service that assists the Adviser in its investment decision-making process. The Adviser has an incentive to underestimate the extent of any “mixed use” or allocate the costs to uses that assist the Adviser in its investment decision-making process because the Adviser pays for such costs with client commissions rather than the Adviser’s own resources. The Adviser maintains policies and procedures reasonably designed to identify and address these potential conflicts of interest. ❖ Brokerage for Client Referrals The Adviser does not select nor recommend broker-dealers in exchange for client referrals. ❖ Client-Directed Brokerage Transactions The Adviser does not permit the Funds to direct brokerage to particular broker-dealers.

❖ Aggregation and Allocation of Transactions BBH, including the Adviser, has adopted trade allocation policies and procedures that seek to address the conflicts associated with portfolio managers managing multiple Funds and BBH client accounts. As a result of allocation issues, the amount, timing, structuring or terms of an investment by some Funds may differ from, and performance may be lower than, investments and performance of other Funds and/or accounts. Funds that do not receive allocations that perform well may experience lower performance as a result. Certain conflicts of interest may arise in connection with a portfolio manager’s management of a Fund’s investments and the investments of other funds or accounts for which the portfolio manager is responsible. For example, it is possible that the various funds or accounts managed by BBH could have different investment strategies that, at times, might conflict with one another to the possible detriment of a Fund. Alternatively, the investment methods and strategies that the Adviser utilizes in managing a Fund are utilized by BBH, including the Adviser, in managing investments for other funds and accounts. From time to time, BBH, including the Adviser, establishes, sponsors and is affiliated with other investment pools and accounts which engage in the same or similar businesses as a Fund using the same or similar investment strategies. To the extent that the same investment opportunities might be desirable for more than one account or fund, possible conflicts could arise in determining how to allocate them because BBH may have an incentive to allocate investment opportunities to certain accounts or funds. For example, BBH may act as adviser to private funds with investment strategies similar to a Fund. Those private funds may pay BBH a performance fee in addition to the stated investment advisory fee. In such cases, BBH may have an incentive to allocate

certain investment opportunities to the private fund rather than a Fund in order to increase the private fund’s performance and thus improve BBH’s chances of receiving the performance fee. However, as noted above, BBH has implemented policies and procedures designed to ensure that information relevant to investment decisions is disseminated promptly within its portfolio management teams and investment opportunities are allocated equitably among different clients. The policies and procedures require, among other things, objective allocation for limited investment opportunities, and documentation and review of justifications for any decisions to make investments only for select accounts or in a manner disproportionate to the size of the account. Nevertheless, access to investment opportunities may be allocated differently among accounts due to the particular characteristics of an account, such as size of the account, cash position, tax status, risk tolerance and investment restrictions or for other reasons. Actual or potential conflicts of interest may also arise when a portfolio manager has management responsibilities to multiple accounts or funds, resulting in unequal commitment of time and attention to the portfolio management of the funds or accounts. Additionally, investment opportunities are appropriate, at times, for more than one Fund or account. The Adviser’s policy is generally to share investment opportunities with other Funds and/or accounts, provided the opportunities meet the relevant investment criteria for the other Funds and/or accounts. If it is determined that an investment opportunity will be purchased for a Fund and/or accounts, such opportunities will generally be allocated pro rata based on each Fund’s and/or account’s available capacity for such investment. Sometimes, specific Funds in an investment strategy will not purchase a specific security or will be allocated a lower amount of a particular security than the target percentage for the strategy because of the Funds’ particular investment restrictions (including regulatory restrictions), risk tolerance, time horizon, tax sensitivity, nature and size, security availability, existing holdings or exposure, tolerance for portfolio turnover, liquidity and size limitations, and/or availability of cash or buying power. Additionally, certain fixed income strategies may have a narrower investment focus and may have fewer opportunities presented to them. Therefore, priority may be given to these strategies based on a pre-defined waterfall for each bond sector. The Adviser believes that over time, the methods it uses to allocate trades is fair and equitable. Funds and accounts that participate in the purchase or sale of fixed income or equity securities that are block traded will generally be allocated a pro-rata portion of the executed block trade. In the event an order is only partially filled, the Adviser will allocate executed shares/bonds on a pro-rata basis based on the amount of assets in each order, subject to limited exceptions including, but not limited to, minor adjustments for rounding oddlots. and de minimis considerations. Equity allocations may also be allocated using a random allocation methodology which randomly selects accounts if less than 15% of the original order is executed or if less than 15% of the original batch order remains to be executed. As previously discussed, the Adviser typically directs order instructions for the Funds to a list of unaffiliated brokers and dealers for handling and execution. When it is determined that aggregation (or “batching”) of order instructions is consistent with the Adviser’s duty to seek best execution for the Funds and with operational efficiency, BBH, including the Adviser, may, in its discretion, permit brokers or dealers to combine trades for one Fund with trades for other funds and accounts. When trades are combined, no account (including those of BBH partners and BBH and Adviser personnel) will be favored over any other account with respect to allocation percentages or execution price over an extended period of time. The allocation of securities purchased in batched trades is intended to be accomplished fairly and equitably in accordance with the Adviser’s policies and procedures.

Allocations for equity and fixed income trades are generally made by the end of the day on which the trade is executed, absent atypical circumstances. Trade allocation when both Funds and BBH accounts (Pension or Capital) are involved in the same trade of a non-fungible security are allocated pro-rata based on the desired share amount if a full allocation cannot be obtained or sold. If a security trade is executed through more than one dealer at different prices, allocations will be completed in such a way that both the BBH accounts and Funds receive the same weighted average price. ❖ Cross Trades Under certain circumstances, the Adviser, on behalf of the Fund, may seek to buy from or sell securities that have a readily available market quotations2 to another fund or account advised by BBH or the Adviser. Subject to applicable law and regulation, BBH or the Adviser may (but is not required to) effect purchases and sales between BBH or the Adviser’s clients (“cross trades”), including a Fund, if BBH or the Adviser believe such transactions are appropriate based on each party’s investment objectives and guidelines. Any such transaction will be “crossed” or transferred in compliance with the requirements of Rule 17a-7 under the Investment Company Act between the relevant accounts at an independently determined market price and without either client incurring brokerage commissions, although customary custodian and transfer fees will normally be incurred. There are potential conflicts of interest or regulatory issues relating to these transactions that could limit the Adviser’s decision to engage in these transactions for a Fund. BBH or the Adviser may have a potentially conflicting division of loyalties and responsibilities to the parties in such transactions. ❖ Foreign Exchange Trading In connection with transactions in foreign securities for the Funds, the Adviser enters into transactions for the purchase and sale of one or more foreign currencies. The Adviser may combine foreign currency transactions for several Funds. The Funds do not trade with BBH’s Foreign Exchange Department on a principal basis. However, BBH may process certain transactions in restricted markets on an agency basis. ❖ Trade Errors The Adviser will investigate trade errors and determine whether reimbursement to the Funds is warranted. The Adviser will not be responsible for trade errors resulting from an act or omission by any unaffiliated person (including unaffiliated persons the Adviser retains to provide services to a Fund, unless the Adviser was grossly negligent in such selection) and any act or omission of any unaffiliated custodian,

Rule 2a-5(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) defines the term “readily available market quotations” for purposes of the definition of “value” under Section 2(a)(41)(A) of the 1940 Act as a “quoted price (unadjusted) in active markets for identical investments that the fund can access at the measurement date, provided that a quotation will not be readily available if it is not reliable.” Evaluated prices are not readily available market quotations as they are not based upon unadjusted quoted prices from active markets for identical investments. In addition, for the same reason, “indications of interest” and “accommodation quotes,” would also not be “readily available market quotations” for the purposes of rule 2a-5(c).

broker, transfer or similar agent of an issuer of securities. The Adviser will not retain a net profit from trade errors resulting from its gross negligence or wilful misconduct and will reimburse the Fund for security-related market value loss plus trading costs.

It should be noted that, when deemed appropriate, the Adviser may manage all or a portion of a sub-advised Fund’s assets according to the Fund’s principal investment strategies.

The Adviser reserves the right to vote proxies in a manner that is different than the vote recommended by third-party proxy agents. When the Adviser uses a sub-adviser, the subadviser generally votes proxies on behalf of the Fund. BBH has engaged the services of a third-party service provider to participate in class action shareholder lawsuits, on a best-efforts basis, in connection with securities beneficially owned by the Funds during relevant class action periods. BBH is solely responsible for any fees paid to such third party. There may be instances in which BBH’s interests’ conflict, or appear to conflict, with client interests. BBH’s duty is to vote proxies in the best interests of the clients. BBH votes portfolio proxies without regard to any other business relationship between BBH and the company to which the portfolio votes proxies. BBH generally seeks to avoid such material conflicts of interest by maintaining separate investment decision making processes to prevent the sharing of business objectives with respect to proposed or actual actions regarding portfolio proxy voting decisions. BBH has developed procedures to help identify and mitigate conflicts that may arise. Fund investors may obtain information from the Adviser about how the Adviser voted their securities upon request. A record of the proxy votes for the Mutual Funds can be found on the Mutual Funds’ website.