As filed with the Securities and Exchange Commission on March 18, 2021.
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
Filed by the Registrant [X]
Filed by a party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission only (as permitted by
Rule 14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material under Section 240.14a-12
MACQUARIE/FIRST TRUST GLOBAL INFRASTRUCTURE/UTILITIES DIVIDEND & INCOME FUND
FIRST TRUST ENERGY INCOME AND GROWTH FUND
FIRST TRUST ENHANCED EQUITY INCOME FUND
FIRST TRUST/ABERDEEN GLOBAL OPPORTUNITY INCOME FUND
FIRST TRUST MORTGAGE INCOME FUND
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
FIRST TRUST SPECIALTY FINANCE AND FINANCIAL OPPORTUNITIES FUND
FIRST TRUST ENERGY INFRASTRUCTURE FUND
FIRST TRUST MLP AND ENERGY INCOME FUND
FIRST TRUST INTERMEDIATE DURATION PREFERRED & INCOME FUND
FIRST TRUST NEW OPPORTUNITIES MLP & ENERGY FUND
FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND
(Name of Registrant as Specified in Its Charter)
(Name of Person(s) Filing Proxy Statement if Other Than the Registrant)
Payment of filing fee (check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration
statement number, or the form or schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
MACQUARIE/FIRST TRUST GLOBAL INFRASTRUCTURE/UTILITIES DIVIDEND & INCOME FUND
FIRST TRUST ENERGY INCOME AND GROWTH FUND
FIRST TRUST ENHANCED EQUITY INCOME FUND
FIRST TRUST/ABERDEEN GLOBAL OPPORTUNITY INCOME FUND
FIRST TRUST MORTGAGE INCOME FUND
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
FIRST TRUST SPECIALTY FINANCE AND FINANCIAL OPPORTUNITIES FUND
FIRST TRUST ENERGY INFRASTRUCTURE FUND
FIRST TRUST MLP AND ENERGY INCOME FUND
FIRST TRUST INTERMEDIATE DURATION PREFERRED & INCOME FUND
FIRST TRUST NEW OPPORTUNITIES MLP & ENERGY FUND
FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND
120 East Liberty Drive, Suite 400
Wheaton, Illinois 60187
March 17, 2021
Dear Shareholder:
The accompanying materials relate to the Joint Annual Meetings of
Shareholders (collectively, the "Meeting") of each fund listed above (each a
"Fund" and collectively the "Funds"). The Meeting is scheduled to be held at the
Wheaton, Illinois offices of First Trust Advisors L.P., 120 East Liberty Drive,
Suite 400, Wheaton, Illinois 60187, on Monday, April 26, 2021, at 12:00 noon
Central Time. However, the time, date and location of the Meeting may be subject
to change, or the Meeting may be held remotely, in light of the ongoing COVID-19
pandemic. Any change to the time, date or location of the Meeting will be
disclosed in a press release (a copy of which will be available on each Fund's
website at https://www.ftportfolios.com (go to News & Literature on the
applicable Fund's webpage)) or otherwise in a manner consistent with guidance
issued by the Securities and Exchange Commission or its staff.
At the Meeting, you will be asked to vote on a proposal to elect two of
the Trustees of your Fund (the "Proposal") and to transact such other business
as may properly come before the Meeting and any adjournments or postponements
thereof. The Proposal is described in the accompanying Notice of Joint Annual
Meetings of Shareholders and Joint Proxy Statement.
YOUR PARTICIPATION AT THE MEETING IS VERY IMPORTANT. If you cannot attend
the Meeting, you may participate by proxy. Please take a few moments to read the
enclosed materials and then cast your vote on the enclosed proxy card.
VOTING TAKES ONLY A FEW MINUTES. EACH SHAREHOLDER'S VOTE IS IMPORTANT.
YOUR PROMPT RESPONSE WILL BE MUCH APPRECIATED.
After you have voted on the Proposal, please be sure to sign your proxy
card and return it in the enclosed postage-paid envelope.
We appreciate your participation in this important Meeting.
Thank you.
Sincerely,
/s/ James A. Bowen
James A. Bowen
Chairman of the Boards
|
INSTRUCTIONS FOR SIGNING PROXY CARDS
The following general rules for signing proxy cards may be of assistance
to you and will avoid the time and expense to your Fund involved in validating
your vote if you fail to sign your proxy card properly.
1. Individual Accounts: Sign your name exactly as it appears in the
registration on the proxy card.
2. Joint Accounts: Either party may sign, but the name of the party
signing should conform exactly to the name shown in the registration.
3. All Other Accounts: The capacity of the individual signing the proxy
should be indicated unless it is reflected in the form of registration. For
example:
REGISTRATION VALID SIGNATURE
CORPORATE ACCOUNTS
(1) ABC Corp. ABC Corp.
(2) ABC Corp. John Doe, Treasurer
(3) ABC Corp.
c/o John Doe, Treasurer John Doe
(4) ABC Corp. Profit Sharing Plan John Doe, Trustee
TRUST ACCOUNTS
(1) ABC Trust Jane B. Doe, Trustee
(2) Jane B. Doe, Trustee
u/t/d 12/28/78 Jane B. Doe
CUSTODIAL OR ESTATE ACCOUNTS
(1) John B. Smith, Cust.
f/b/o John B. Smith, Jr., UGMA John B. Smith
(2) John B. Smith John B. Smith, Jr., Executor
|
MACQUARIE/FIRST TRUST GLOBAL INFRASTRUCTURE/UTILITIES DIVIDEND & INCOME FUND
FIRST TRUST ENERGY INCOME AND GROWTH FUND
FIRST TRUST ENHANCED EQUITY INCOME FUND
FIRST TRUST/ABERDEEN GLOBAL OPPORTUNITY INCOME FUND
FIRST TRUST MORTGAGE INCOME FUND
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
FIRST TRUST SPECIALTY FINANCE AND FINANCIAL OPPORTUNITIES FUND
FIRST TRUST ENERGY INFRASTRUCTURE FUND
FIRST TRUST MLP AND ENERGY INCOME FUND
FIRST TRUST INTERMEDIATE DURATION PREFERRED & INCOME FUND
FIRST TRUST NEW OPPORTUNITIES MLP & ENERGY FUND
FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND
120 East Liberty Drive, Suite 400
Wheaton, Illinois 60187
NOTICE OF JOINT ANNUAL MEETINGS OF SHAREHOLDERS
To be held on April 26, 2021
March 17, 2021
To the Shareholders of the above Funds:
Notice is hereby given that the Joint Annual Meetings of Shareholders
(collectively, the "Meeting") of the funds listed above (each a "Fund" and
collectively the "Funds"), each a Massachusetts business trust, are scheduled to
be held at the Wheaton, Illinois offices of First Trust Advisors L.P., 120 East
Liberty Drive, Suite 400, Wheaton, Illinois 60187, on Monday, April 26, 2021, at
12:00 noon Central Time, for the following purposes:
1. To elect two Trustees (the Class II Trustees) of each Fund.
2. To transact such other business as may properly come before the
Meeting or any adjournments or postponements thereof.
The Board of Trustees of each Fund has fixed the close of business on
February 1, 2021 as the record date for the determination of shareholders of
such Fund entitled to notice of and to vote at the Meeting and any adjournments
or postponements thereof.
The time, date and location of the Meeting may be subject to change, or
the Meeting may be held remotely, in light of the ongoing COVID-19 pandemic. Any
change to the time, date or location of the Meeting will be disclosed in a press
release (a copy of which will be available on each Fund's website at
https://www.ftportfolios.com (go to News & Literature on the applicable Fund's
webpage)) or otherwise in a manner consistent with guidance issued by the
Securities and Exchange Commission or its staff.
By Order of the Boards of Trustees,
/s/ W. Scott Jardine
W. Scott Jardine
Secretary
|
SHAREHOLDERS ARE REQUESTED TO PROMPTLY COMPLETE, SIGN, DATE AND RETURN THE PROXY
CARD IN THE ENCLOSED ENVELOPE WHICH DOES NOT REQUIRE POSTAGE IF MAILED IN THE
CONTINENTAL UNITED STATES. INSTRUCTIONS FOR SIGNING PROXY CARDS ARE SET FORTH
FOLLOWING THE LETTER TO SHAREHOLDERS.
This page intentionally left blank.
MACQUARIE/FIRST TRUST GLOBAL INFRASTRUCTURE/UTILITIES DIVIDEND & INCOME FUND
FIRST TRUST ENERGY INCOME AND GROWTH FUND
FIRST TRUST ENHANCED EQUITY INCOME FUND
FIRST TRUST/ABERDEEN GLOBAL OPPORTUNITY INCOME FUND
FIRST TRUST MORTGAGE INCOME FUND
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND
FIRST TRUST SPECIALTY FINANCE AND FINANCIAL OPPORTUNITIES FUND
FIRST TRUST ENERGY INFRASTRUCTURE FUND
FIRST TRUST MLP AND ENERGY INCOME FUND
FIRST TRUST INTERMEDIATE DURATION PREFERRED & INCOME FUND
FIRST TRUST NEW OPPORTUNITIES MLP & ENERGY FUND
FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND
120 East Liberty Drive, Suite 400
Wheaton, Illinois 60187
JOINT ANNUAL MEETINGS OF SHAREHOLDERS
To be held on April 26, 2021
JOINT PROXY STATEMENT
March 17, 2021
THIS JOINT PROXY STATEMENT AND THE ENCLOSED PROXY CARD WILL FIRST BE
MAILED TO SHAREHOLDERS ON OR ABOUT MARCH 22, 2021.
This Joint Proxy Statement is furnished in connection with the
solicitation of proxies by the Boards of Trustees of the funds listed above
(each a "Fund" and collectively the "Funds"), each a Massachusetts business
trust, for use at the Joint Annual Meetings of Shareholders of the Funds
scheduled to be held on Monday, April 26, 2021, at 12:00 noon Central Time, at
the Wheaton, Illinois offices of First Trust Advisors L.P., the investment
advisor to each Fund, located at 120 East Liberty Drive, Suite 400, Wheaton,
Illinois 60187, and at any adjournments or postponements thereof (collectively,
the "Meeting"). A Notice of Joint Annual Meetings of Shareholders and a proxy
card accompany this Joint Proxy Statement. The Board of Trustees of each Fund
has determined that the use of this Joint Proxy Statement is in the best
interests of the Fund in light of the same matter being considered and voted on
by shareholders. Please note that the time, date and location of the Meeting may
be subject to change, or the Meeting may be held remotely, in light of the
ongoing COVID-19 pandemic. Any change to the time, date or location of the
Meeting will be disclosed in a press release (a copy of which will be available
on each Fund's website at https://www.ftportfolios.com (go to News & Literature
on the applicable Fund's webpage)) or otherwise in a manner consistent with
guidance issued by the Securities and Exchange Commission ("SEC") or its staff.
The principal offices of First Trust Energy Income and Growth Fund, First
Trust MLP and Energy Income Fund and First Trust New Opportunities MLP & Energy
Fund are located at 10 Westport Road, Suite C101A, Wilton, Connecticut 06897.
The principal offices of each of the other Funds are located at 120 East Liberty
Drive, Suite 400, Wheaton, Illinois 60187.
Proxy solicitations for the Funds will be made primarily by mail. However,
proxy solicitations may also be made by telephone or personal interviews
conducted by officers and service providers of the Funds, including any agents
or affiliates of such service providers.
The costs incurred in connection with the preparation of this Joint Proxy
Statement and its enclosures will be paid by the Funds. The Funds will also
reimburse brokerage firms and others for their expenses in forwarding proxy
solicitation materials from the Funds to the person(s) for whom they hold Fund
shares.
The close of business on February 1, 2021 has been fixed as the record
date (the "Record Date") for the determination of shareholders entitled to
notice of and to vote at the Meeting and any adjournments or postponements
thereof. In the event that, for any reason, a new record date is set for the
Meeting, a proxy received from a shareholder who was a shareholder of record on
both the Record Date and the new record date will remain in full force and
effect unless explicitly revoked by the applicable shareholder.
Each Fund has one class of shares of beneficial interest, par value $0.01
per share, known as common shares ("Shares").
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR
THE SHAREHOLDER MEETING SCHEDULED TO BE HELD ON APRIL 26, 2021. THIS
JOINT PROXY STATEMENT IS AVAILABLE ON THE INTERNET AT
HTTPS://WWW.FTPORTFOLIOS.COM/LOADCONTENT/GC4D1PTZGO4Y. EACH FUND'S MOST
RECENT ANNUAL AND SEMI-ANNUAL REPORTS ARE ALSO AVAILABLE ON THE INTERNET
AT HTTPS://WWW.FTPORTFOLIOS.COM. TO FIND A REPORT, SELECT YOUR FUND UNDER
THE "CLOSED-END FUNDS" TAB, SELECT THE "NEWS & LITERATURE" LINK, AND GO
TO THE "QUARTERLY/SEMI-ANNUAL OR ANNUAL REPORTS" HEADING. IN ADDITION,
THE FUNDS WILL FURNISH, WITHOUT CHARGE, COPIES OF THEIR MOST RECENT ANNUAL
AND SEMI-ANNUAL REPORTS TO ANY SHAREHOLDER UPON REQUEST. TO REQUEST A COPY,
PLEASE WRITE TO FIRST TRUST ADVISORS L.P. ("FIRST TRUST ADVISORS" OR THE
"ADVISOR"), AT 120 EAST LIBERTY DRIVE, SUITE 400, WHEATON, ILLINOIS 60187,
OR CALL TOLL-FREE (800) 988-5891.
YOU MAY CALL TOLL-FREE (800) 988-5891 FOR INFORMATION ON HOW TO OBTAIN
DIRECTIONS TO BE ABLE TO ATTEND THE MEETING AND VOTE IN PERSON. AS NOTED ABOVE,
HOWEVER, IN LIGHT OF THE ONGOING COVID-19 PANDEMIC, THE TIME, DATE AND LOCATION
OF THE MEETING MAY BE SUBJECT TO CHANGE, OR THE MEETING MAY BE HELD REMOTELY.
ANY CHANGE TO THE TIME, DATE OR LOCATION OF THE MEETING WILL BE DISCLOSED IN A
PRESS RELEASE (A COPY OF WHICH WILL BE AVAILABLE ON EACH FUND'S WEBSITE AT
HTTPS://WWW.FTPORTFOLIOS.COM (GO TO NEWS & LITERATURE ON THE APPLICABLE FUND'S
WEBPAGE)) OR OTHERWISE IN A MANNER CONSISTENT WITH GUIDANCE ISSUED BY THE SEC OR
ITS STAFF.
In order that your Shares may be represented at the Meeting, you are
requested to:
o indicate your instructions on the proxy card;
o date and sign the proxy card;
o mail the proxy card promptly in the enclosed envelope which requires
no postage if mailed in the continental United States; and
o allow sufficient time for the proxy card to be received BY 12:00
NOON CENTRAL TIME, on MONDAY, APRIL 26, 2021. (However, proxies
received after this date may still be voted in the event the Meeting
is adjourned or postponed to a later date.)
-2-
VOTING
As described further in the proposal, for each Fund, the affirmative vote
of the holders of a plurality of the Shares present and entitled to vote at the
Meeting will be required to elect the specified nominees as the Class II
Trustees of that Fund provided a quorum is present. Abstentions and broker
non-votes (i.e., Shares held by brokers or nominees as to which (i) instructions
have not been received from the beneficial owners or the persons entitled to
vote and (ii) the broker or nominee does not have discretionary voting power on
a particular matter) will have no effect on the approval of the proposal.
If the enclosed proxy card is properly executed and returned in time to be
voted at the Meeting, the Shares represented thereby will be voted in accordance
with the instructions marked thereon, or, if no instructions are marked thereon,
will be voted in the discretion of the persons named on the proxy card.
Accordingly, unless instructions to the contrary are marked thereon, a properly
executed and returned proxy will be voted FOR the election of the specified
nominees as the Class II Trustees and at the discretion of the named proxies on
any other matters that may properly come before the Meeting, as deemed
appropriate. Any shareholder who has given a proxy has the right to revoke it at
any time prior to its exercise either by attending the Meeting and voting his or
her Shares in person, or by timely submitting a letter of revocation or a
later-dated proxy to the applicable Fund at its address above. A list of
shareholders of record entitled to notice of the Meeting will be available at
the Advisor's Wheaton, Illinois offices, located at 120 East Liberty Drive,
Suite 400, Wheaton, Illinois 60187, for inspection by any shareholder during
regular business hours beginning on the second business day after notice is
given of the Meeting, subject to restrictions that may be imposed on a
requesting shareholder on the copying, use or distribution of the information
contained in the list. Shareholders will need to show valid identification and
proof of Share ownership to be admitted to the Meeting or to inspect the list of
shareholders.
Under the by-laws of each Fund (as amended and restated on October 19,
2020, the "By-Laws"), a quorum with respect to a matter is constituted by the
presence in person or by proxy of the holders of thirty-three and one-third
percent (33-1/3%) of the outstanding Shares entitled to vote on the matter. For
each Fund, for the purposes of establishing whether a quorum is present with
respect to the Meeting, all Shares present in person or by properly submitted
proxy and entitled to vote, including abstentions and broker non-votes (i.e.,
Shares held by brokers or nominees as to which (i) instructions have not been
received from the beneficial owners or the persons entitled to vote and (ii) the
broker or nominee does not have discretionary voting power on a particular
matter), shall be counted. For each Fund, the Meeting may be postponed prior to
the Meeting with notice to shareholders entitled to vote at the Meeting.
Further, for each Fund, the Meeting may, by action of the chair of the Meeting,
be adjourned from time to time with respect to one or more matters to a date
that may be more than 120 days after the date set for the original meeting,
whether or not a quorum is present with respect to such matter or matters. In
addition, for each Fund, upon motion of the chair of the Meeting, the question
of adjournment may be submitted to a vote of the shareholders, and in that case,
any adjournment must be approved by the vote of holders of a majority of the
Shares present and entitled to vote with respect to the matter or matters
adjourned, and without further notice. Unless a proxy is otherwise limited in
this regard, any Shares present and entitled to vote at the Meeting, including
those that are represented by broker non-votes, may, at the discretion of the
proxies named therein, be voted in favor of such an adjournment or adjournments.
-3-
OUTSTANDING SHARES ON THE RECORD DATE
On the Record Date, each Fund had the following number of Shares
outstanding:
---------------------------------------------------------------------------------------- -------------- ---------------
TICKER SHARES
FUND SYMBOL(1) OUTSTANDING
---------------------------------------------------------------------------------------- -------------- ---------------
MACQUARIE/FIRST TRUST GLOBAL INFRASTRUCTURE/UTILITIES DIVIDEND & INCOME FUND MFD 8,547,442
---------------------------------------------------------------------------------------- -------------- ---------------
FIRST TRUST ENERGY INCOME AND GROWTH FUND FEN 19,445,570
---------------------------------------------------------------------------------------- -------------- ---------------
FIRST TRUST ENHANCED EQUITY INCOME FUND FFA 19,982,838
---------------------------------------------------------------------------------------- -------------- ---------------
FIRST TRUST/ABERDEEN GLOBAL OPPORTUNITY INCOME FUND FAM 12,671,036
---------------------------------------------------------------------------------------- -------------- ---------------
FIRST TRUST MORTGAGE INCOME FUND FMY 4,213,115
---------------------------------------------------------------------------------------- -------------- ---------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND FEO 4,991,802
---------------------------------------------------------------------------------------- -------------- ---------------
FIRST TRUST SPECIALTY FINANCE AND FINANCIAL OPPORTUNITIES FUND FGB 14,367,591
---------------------------------------------------------------------------------------- -------------- ---------------
FIRST TRUST ENERGY INFRASTRUCTURE FUND FIF 17,065,432
---------------------------------------------------------------------------------------- -------------- ---------------
FIRST TRUST MLP AND ENERGY INCOME FUND FEI 45,402,814
---------------------------------------------------------------------------------------- -------------- ---------------
FIRST TRUST INTERMEDIATE DURATION PREFERRED & INCOME FUND FPF 60,765,997
---------------------------------------------------------------------------------------- -------------- ---------------
FIRST TRUST NEW OPPORTUNITIES MLP & ENERGY FUND FPL 25,045,241
---------------------------------------------------------------------------------------- -------------- ---------------
FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND FDEU 17,231,908
---------------------------------------------------------------------------------------- -------------- ---------------
(1) The Shares of each of the Funds are listed on the New York Stock Exchange
("NYSE") except for the Shares of First Trust Energy Income and Growth
Fund, which are listed on the NYSE American LLC.
|
To the extent they are entitled to exercise voting rights with respect to
Shares owned, shareholders of record on the Record Date are entitled to one vote
for each full Share the shareholder owns and a proportionate fractional vote for
any fraction of a Share the shareholder owns. The By-Laws include provisions
pursuant to which, in summary, a shareholder who obtains beneficial ownership of
a Fund's Shares in a "Control Share Acquisition" (as defined) may exercise
voting rights with respect to such Shares only to the extent the authorization
of such voting rights is approved by other shareholders of the Fund. Based on
available information, a Fund may determine that a shareholder has obtained
beneficial ownership of such Fund's Shares in a Control Share Acquisition and
that, therefore, such Shares may not be voted at the Meeting. See "ADDITIONAL
INFORMATION --CONTROL SHARE ACQUISITIONS" below.
To the knowledge of the Board of Trustees of each Fund, as of the Record
Date, no single shareholder or "group" (as that term is used in Section 13(d) of
the Securities Exchange Act of 1934, as amended (the "1934 Act")) beneficially
owned more than 5% of the Fund's outstanding Shares, except as described in the
following table. A control person is one who owns, either directly or
indirectly, more than 25% of the voting securities of a Fund or otherwise
acknowledges the existence of control. If a party controls a Fund, such party
may be able to significantly affect the outcome of any item presented to
shareholders for approval. Information as to beneficial ownership of Shares,
including percentage of outstanding Shares beneficially owned, is based on (1)
securities position listing reports as of the Record Date and (2) reports filed
with the SEC by shareholders on the dates indicated in such filings. The Funds
do not have any knowledge of the identity of the ultimate beneficiaries of the
Shares listed below.
-4-
BENEFICIAL OWNERSHIP OF SHARES
----------------------------------------------------- ------------------------------ ----------------------------------
NAME AND ADDRESS SHARES BENEFICIALLY % OF OUTSTANDING SHARES
OF BENEFICIAL OWNER OWNED BENEFICIALLY OWNED
-----------------------------------------------------------------------------------------------------------------------
MACQUARIE/FIRST TRUST GLOBAL INFRASTRUCTURE/UTILITIES DIVIDEND & INCOME FUND:
-----------------------------------------------------------------------------------------------------------------------
National Financial Services LLC
499 Washington Blvd. 1,486,057 Shares 17.39%
Jersey City, NJ 07310
----------------------------------------------------- ------------------------------ ----------------------------------
TD Ameritrade Clearing, Inc.
200 S. 108th Ave. 955,420 Shares 11.18%
Omaha, NE 68154
----------------------------------------------------- ------------------------------ ----------------------------------
Charles Schwab & Co., Inc.
2423 E. Lincoln Drive 933,556 Shares 10.92%
Phoenix, AZ 85016
----------------------------------------------------- ------------------------------ ----------------------------------
Merrill Lynch, Pierce, Fenner & Smith Incorporated
4804 Deer Lake Drive E. 616,774 Shares 7.22%
Jacksonville, FL 32246
----------------------------------------------------- ------------------------------ ----------------------------------
RBC Capital Markets, LLC
60 S. 6th Street - P09 594,920 Shares 6.96%
Minneapolis, MN 55402
----------------------------------------------------- ------------------------------ ----------------------------------
Pershing LLC
One Pershing Plaza 553,795 Shares 6.48%
Jersey City, NJ 07399
----------------------------------------------------- ------------------------------ ----------------------------------
Wells Fargo Clearing Services, LLC
1 N. Jefferson Ave. 496,705 Shares 5.81%
St. Louis, MO 63103
----------------------------------------------------- ------------------------------ ----------------------------------
Morgan Stanley Smith Barney LLC
1300 Thames Street, 6th Floor 434,979 Shares 5.09%
Baltimore, MD 21231
-----------------------------------------------------------------------------------------------------------------------
FIRST TRUST ENERGY INCOME AND GROWTH FUND:
-----------------------------------------------------------------------------------------------------------------------
Charles Schwab & Co., Inc.
2423 E. Lincoln Drive 2,276,839 Shares 11.71%
Phoenix, AZ 85016
----------------------------------------------------- ------------------------------ ----------------------------------
National Financial Services LLC
499 Washington Blvd. 2,037,703 Shares 10.48%
Jersey City, NJ 07310
----------------------------------------------------- ------------------------------ ----------------------------------
Pershing LLC
One Pershing Plaza 2,028,203 Shares 10.43%
Jersey City, NJ 07399
----------------------------------------------------- ------------------------------ ----------------------------------
Wells Fargo Clearing Services, LLC
1 N. Jefferson Ave. 1,593,702 Shares 8.20%
St. Louis, MO 63103
----------------------------------------------------- ------------------------------ ----------------------------------
Morgan Stanley Smith Barney LLC
1300 Thames Street, 6th Floor 1,511,891 Shares 7.77%
Baltimore, MD 21231
----------------------------------------------------- ------------------------------ ----------------------------------
TD Ameritrade Clearing, Inc.
200 S. 108th Ave 1,266,586 Shares 6.51%
Omaha, NE 68154
----------------------------------------------------- ------------------------------ ----------------------------------
American Enterprise Investment Services Inc.
901 3rd Avenue South 1,061,783 Shares 5.46%
Minneapolis, MN 55474
----------------------------------------------------- ------------------------------ ----------------------------------
|
-5-
----------------------------------------------------- ------------------------------ ----------------------------------
NAME AND ADDRESS SHARES BENEFICIALLY % OF OUTSTANDING SHARES
OF BENEFICIAL OWNER OWNED BENEFICIALLY OWNED
-----------------------------------------------------------------------------------------------------------------------
FIRST TRUST ENHANCED EQUITY INCOME FUND:
-----------------------------------------------------------------------------------------------------------------------
Wells Fargo Clearing Services, LLC
1 N. Jefferson Ave. 3,777,546 Shares 18.90%
St. Louis, MO 63103
----------------------------------------------------- ------------------------------ ----------------------------------
Raymond James & Associates, Inc.
880 Carillon Parkway 3,292,199 Shares 16.48%
St. Petersburg, FL 33716
----------------------------------------------------- ------------------------------ ----------------------------------
Morgan Stanley Smith Barney LLC
1300 Thames Street, 6th Floor 2,684,978 Shares 13.44%
Baltimore, MD 21231
----------------------------------------------------- ------------------------------ ----------------------------------
National Financial Services LLC
499 Washington Blvd. 1,365,137 Shares 6.83%
Jersey City, NJ 07310
----------------------------------------------------- ------------------------------ ----------------------------------
RBC Capital Markets, LLC
60 S. 6th Street - P09 1,138,299 Shares 5.70%
Minneapolis, MN 55402
-----------------------------------------------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN GLOBAL OPPORTUNITY INCOME FUND:
-----------------------------------------------------------------------------------------------------------------------
Karpus Management, Inc., d/b/a Karpus Investment
Management(1) 1,803,487 Shares(1) 17.80%(1)
183 Sully's Trail
Pittsford, NY 14534
----------------------------------------------------- ------------------------------ ----------------------------------
U.S. Bank N.A.
1555 N. Rivercenter Dr., Suite 302 2,039,283 Shares 16.10%
Milwaukee, WI 53212
----------------------------------------------------- ------------------------------ ----------------------------------
National Financial Services LLC
499 Washington Blvd. 1,169,821 Shares 9.23%
Jersey City, NJ 07310
----------------------------------------------------- ------------------------------ ----------------------------------
TD Ameritrade Clearing, Inc.
200 S. 108th Ave 1,140,607 Shares 9.00%
Omaha, NE 68154
----------------------------------------------------- ------------------------------ ----------------------------------
Charles Schwab & Co., Inc.
2423 E. Lincoln Drive 728,635 Shares 5.75%
Phoenix, AZ 85016
----------------------------------------------------- ------------------------------ ----------------------------------
Morgan Stanley Smith Barney LLC
1300 Thames Street, 6th Floor 700,597 Shares 5.53%
Baltimore, MD 21231
----------------------------------------------------- ------------------------------ ----------------------------------
RBC Capital Markets, LLC
60 S. 6th Street - P09 668,202 Shares 5.28%
Minneapolis, MN 55402
----------------------------------------------------- ------------------------------ ----------------------------------
Wells Fargo Clearing Services, LLC
1 N. Jefferson Ave. 665,493 Shares 5.25%
St. Louis, MO 63103
----------------------------------------------------- ------------------------------ ----------------------------------
Sit Investment Associates, Inc.(2)
3300 IDS Center 643,210 Shares(2) 5.04%(2)
80 South Eighth Street
Minneapolis, MN 55402
----------------------------------------------------- ------------------------------ ----------------------------------
(1) Information is according to Amendment No. 9 to Schedule 13D filed with the
SEC on February 23, 2021. Such filing states that the reporting person has
sole voting power with respect to 1,756,358 Shares and sole dispositive
power with respect to 1,803,487 Shares. Such filing also indicates that it
was filed with the SEC subsequent to the completion of a tender offer
relating to the Fund's Shares.
(2) Information is according to Schedule 13G filed with the SEC on February
12, 2021. On March 1, 2021, Sit Investment Associates, Inc. filed
Amendment No. 1 to Schedule 13G with the SEC. Such filing indicated that
the reporting person beneficially owned less than 5% of the outstanding
Shares of the Fund as of February 28, 2021.
|
-6-
----------------------------------------------------- ------------------------------ ----------------------------------
NAME AND ADDRESS SHARES BENEFICIALLY % OF OUTSTANDING SHARES
OF BENEFICIAL OWNER OWNED BENEFICIALLY OWNED
-----------------------------------------------------------------------------------------------------------------------
FIRST TRUST MORTGAGE INCOME FUND:
-----------------------------------------------------------------------------------------------------------------------
Sit Investment Associates, Inc.(1)
Sit Fixed Income Advisors II, LLC
3300 IDS Center 1,632,397 Shares(1) 38.75%(1)
80 South Eighth Street
Minneapolis, MN 55402
----------------------------------------------------- ------------------------------ ----------------------------------
The Northern Trust Company
801 S. Canal Street 1,083,828 Shares 25.73%
Chicago, IL 60607
----------------------------------------------------- ------------------------------ ----------------------------------
1607 Capital Partners, LLC(2)
13 S. 13th Street, Suite 400 436,476 Shares(2) 10.36%(2)
Richmond, VA 23219
and
The Walt Disney Company Retirement Plan Master
Trust(2) 234,857 Shares(2) 5.57%(2)
500 South Buena Vista Street
Burbank, CA 91521-0500
----------------------------------------------------- ------------------------------ ----------------------------------
Edward D. Jones & Co.
201 Progress Parkway 431,894 Shares 10.25%
Maryland Heights, MO 63043
----------------------------------------------------- ------------------------------ ----------------------------------
National Financial Services LLC
499 Washington Blvd. 304,265 Shares 7.22%
Jersey City, NJ 07310
----------------------------------------------------- ------------------------------ ----------------------------------
Charles Schwab & Co., Inc.
2423 E. Lincoln Drive 289,025 Shares 6.86%
Phoenix, AZ 85016
----------------------------------------------------- ------------------------------ ----------------------------------
State Street Bank and Trust Company
1776 Heritage Drive 262,749 Shares 6.24%
North Quincy, MA 02171
----------------------------------------------------- ------------------------------ ----------------------------------
Wells Fargo Bank, National Association
550 South 4th Street 255,014 Shares 6.05%
Minneapolis, MN 55415
-----------------------------------------------------------------------------------------------------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND:
-----------------------------------------------------------------------------------------------------------------------
Wells Fargo Clearing Services, LLC
1 N. Jefferson Ave. 763,889 Shares 15.30%
St. Louis, MO 63103
----------------------------------------------------- ------------------------------ ----------------------------------
Lazard Asset Management LLC(3)
30 Rockefeller Plaza 708,103 Shares(3) 13.99%(3)
New York, NY 10112
----------------------------------------------------- ------------------------------ ----------------------------------
Morgan Stanley Smith Barney LLC
1300 Thames Street, 6th Floor 556,137 Shares 11.14%
Baltimore, MD 21231
----------------------------------------------------- ------------------------------ ----------------------------------
The Bank of New York Mellon
525 William Penn Place, Suite 153-0400 446,271 Shares 8.94%
Pittsburgh, PA 15259
----------------------------------------------------- ------------------------------ ----------------------------------
(1) Information is according to Amendment No. 18 to Schedule 13D filed with
the SEC pursuant to a joint filing agreement on December 22, 2020. Such
filing states that the reporting persons have shared voting power and
shared dispositive power with respect to the Shares held.
(2) Information is according to Amendment No. 9 to Schedule 13G filed with the
SEC pursuant to a joint filing agreement on February 16, 2021. Such filing
states that (a) 1607 Capital Partners, LLC, an investment adviser, is the
beneficial owner of Shares based on having voting power which includes the
power to vote, or to direct the voting of, such securities and investment
power which includes the power to dispose, or to direct the disposition
of, such securities and (b) The Walt Disney Company Retirement Plan Master
Trust is a client of 1607 Capital Partners, LLC and is the beneficial
owner of Shares solely due to being able to terminate without condition
the investment management agreement with 1607 Capital Partners, LLC in
less than sixty days.
(3) Information is according to Schedule 13G/A filed with the SEC on February
10, 2021. Such filing states that the reporting person has (a) sole voting
power with respect to 502,031 Shares and (b) sole dispositive power with
respect to 708,103 Shares.
|
-7-
----------------------------------------------------- ------------------------------ ----------------------------------
NAME AND ADDRESS SHARES BENEFICIALLY % OF OUTSTANDING SHARES
OF BENEFICIAL OWNER OWNED BENEFICIALLY OWNED
-----------------------------------------------------------------------------------------------------------------------
Charles Schwab & Co., Inc.
2423 E. Lincoln Drive 371,031 Shares 7.43%
Phoenix, AZ 85016
----------------------------------------------------- ------------------------------ ----------------------------------
National Financial Services LLC
499 Washington Blvd. 369,427 Shares 7.40%
Jersey City, NJ 07310
----------------------------------------------------- ------------------------------ ----------------------------------
The Northern Trust Company
801 S. Canal Street 297,865 Shares 5.97%
Chicago, IL 60607
----------------------------------------------------- ------------------------------ ----------------------------------
Merrill Lynch, Pierce, Fenner & Smith Incorporated
4804 Deer Lake Drive E. 268,324 Shares 5.38%
Jacksonville, FL 32246
----------------------------------------------------- ------------------------------ ----------------------------------
TD Ameritrade Clearing, Inc.
200 S. 108th Ave. 267,406 Shares 5.36%
Omaha, NE 68154
-----------------------------------------------------------------------------------------------------------------------
FIRST TRUST SPECIALTY FINANCE AND FINANCIAL OPPORTUNITIES FUND:
-----------------------------------------------------------------------------------------------------------------------
National Financial Services LLC
499 Washington Blvd. 2,409,151 Shares 16.77%
Jersey City, NJ 07310
----------------------------------------------------- ------------------------------ ----------------------------------
Wells Fargo Clearing Services, LLC
1 N. Jefferson Ave. 2,017,831 Shares 14.04%
St. Louis, MO 63103
----------------------------------------------------- ------------------------------ ----------------------------------
TD Ameritrade Clearing, Inc.
200 S. 108th Ave. 1,301,122 Shares 9.06%
Omaha, NE 68154
----------------------------------------------------- ------------------------------ ----------------------------------
Charles Schwab & Co., Inc.
2423 E. Lincoln Drive 1,054,086 Shares 7.34%
Phoenix, AZ 85016
----------------------------------------------------- ------------------------------ ----------------------------------
LPL Financial Corporation
1055 LPL Way 1,050,042 Shares 7.31%
Fort Mill, SC 29715
----------------------------------------------------- ------------------------------ ----------------------------------
Pershing LLC
One Pershing Plaza 990,500 Shares 6.89%
Jersey City, NJ 07399
----------------------------------------------------- ------------------------------ ----------------------------------
Raymond James & Associates, Inc.
880 Carillon Parkway 906,991 Shares 6.31%
St. Petersburg, FL 33716
----------------------------------------------------- ------------------------------ ----------------------------------
Nova R. Wealth, Inc.(1)
6711 West 121st Street 784,883.56 Shares(1) 5.5%(1)
Overland Park, KS 66209
-----------------------------------------------------------------------------------------------------------------------
FIRST TRUST ENERGY INFRASTRUCTURE FUND:
-----------------------------------------------------------------------------------------------------------------------
Morgan Stanley Smith Barney LLC
1300 Thames Street, 6th Floor 3,179,343 Shares 18.63%
Baltimore, MD 21231
----------------------------------------------------- ------------------------------ ----------------------------------
National Financial Services LLC
499 Washington Blvd. 1,740,530 Shares 10.20%
Jersey City, NJ 07310
----------------------------------------------------- ------------------------------ ----------------------------------
Charles Schwab & Co., Inc.
2423 E. Lincoln Drive 1,617,402 Shares 9.48%
Phoenix, AZ 85016
----------------------------------------------------- ------------------------------ ----------------------------------
Wells Fargo Clearing Services, LLC
1 N. Jefferson Ave. 1,448,097 Shares 8.49%
St. Louis, MO 63103
----------------------------------------------------- ------------------------------ ----------------------------------
(1) Information is according to Schedule 13G filed with the SEC on February 6,
2018.
|
-8-
----------------------------------------------------- ------------------------------ ----------------------------------
NAME AND ADDRESS SHARES BENEFICIALLY % OF OUTSTANDING SHARES
OF BENEFICIAL OWNER OWNED BENEFICIALLY OWNED
-----------------------------------------------------------------------------------------------------------------------
TD Ameritrade Clearing, Inc.
200 S. 108th Ave. 1,193,843 Shares 7.00%
Omaha, NE 68154
----------------------------------------------------- ------------------------------ ----------------------------------
The Bank of New York Mellon
525 William Penn Place, Suite 153-0400 1,147,275 Shares 6.72%
Pittsburgh, PA 15259
----------------------------------------------------- ------------------------------ ----------------------------------
Raymond James & Associates, Inc.
880 Carillon Parkway 970,435 Shares 5.69%
St. Petersburg, FL 33716
----------------------------------------------------- ------------------------------ ----------------------------------
Advisors Asset Management, Inc.(1) 965,721 Shares(1) 5.629%(1)
18925 Base Camp Road
Monument, CO 80132
-----------------------------------------------------------------------------------------------------------------------
FIRST TRUST MLP AND ENERGY INCOME FUND:
-----------------------------------------------------------------------------------------------------------------------
Morgan Stanley Smith Barney LLC
1300 Thames Street, 6th Floor 14,251,070 Shares 31.39%
Baltimore, MD 21231
----------------------------------------------------- ------------------------------ ----------------------------------
National Financial Services LLC
499 Washington Blvd. 4,487,797 Shares 9.88%
Jersey City, NJ 07310
----------------------------------------------------- ------------------------------ ----------------------------------
Charles Schwab & Co., Inc.
2423 E. Lincoln Drive 4,112,584 Shares 9.06%
Phoenix, AZ 85016
----------------------------------------------------- ------------------------------ ----------------------------------
TD Ameritrade Clearing, Inc.
200 S. 108th Ave. 2,410,436 Shares 5.31%
Omaha, NE 68154
-----------------------------------------------------------------------------------------------------------------------
FIRST TRUST INTERMEDIATE DURATION PREFERRED & INCOME FUND:
-----------------------------------------------------------------------------------------------------------------------
Morgan Stanley Smith Barney LLC
1300 Thames Street, 6th Floor 21,850,912 Shares 35.96%
Baltimore, MD 21231
----------------------------------------------------- ------------------------------ ----------------------------------
Wells Fargo Clearing Services, LLC
1 N. Jefferson Ave. 5,845,567 Shares 9.62%
St. Louis, MO 63103
----------------------------------------------------- ------------------------------ ----------------------------------
National Financial Services LLC
499 Washington Blvd. 3,699,024 Shares 6.09%
Jersey City, NJ 07310
----------------------------------------------------- ------------------------------ ----------------------------------
Pershing LLC
One Pershing Plaza 3,426,805 Shares 5.64%
Jersey City, NJ 07399
----------------------------------------------------- ------------------------------ ----------------------------------
RBC Capital Markets, LLC
60 S. 6th Street - P09 3,286,060 Shares 5.41%
Minneapolis, MN 55402
-----------------------------------------------------------------------------------------------------------------------
FIRST TRUST NEW OPPORTUNITIES MLP & ENERGY FUND:
-----------------------------------------------------------------------------------------------------------------------
Morgan Stanley Smith Barney LLC
1300 Thames Street, 6th Floor 4,870,052 Shares 19.45%
Baltimore, MD 21231
----------------------------------------------------- ------------------------------ ----------------------------------
National Financial Services LLC
499 Washington Blvd. 2,920,566 Shares 11.66%
Jersey City, NJ 07310
----------------------------------------------------- ------------------------------ ----------------------------------
Wells Fargo Clearing Services, LLC
1 N. Jefferson Ave. 2,274,247 Shares 9.08%
St. Louis, MO 63103
----------------------------------------------------- ------------------------------ ----------------------------------
(1) Information is according to Amendment No. 2 to Schedule 13G filed with the
SEC on February 4, 2021. According to such filing, the reporting person
holds (a) sole voting power with respect to 959,949 Shares and (b) sole
dispositive power with respect to 965,721 Shares.
|
-9-
----------------------------------------------------- ------------------------------ ----------------------------------
NAME AND ADDRESS SHARES BENEFICIALLY % OF OUTSTANDING SHARES
OF BENEFICIAL OWNER OWNED BENEFICIALLY OWNED
-----------------------------------------------------------------------------------------------------------------------
Pershing LLC
One Pershing Plaza 1,786,464 Shares 7.13%
Jersey City, NJ 07399
----------------------------------------------------- ------------------------------ ----------------------------------
TD Ameritrade Clearing, Inc.
200 S. 108th Ave. 1,600,792 Shares 6.39%
Omaha, NE 68154
----------------------------------------------------- ------------------------------ ----------------------------------
Charles Schwab & Co., Inc.
2423 E. Lincoln Drive 1,425,886 Shares 5.69%
Phoenix, AZ 85016
----------------------------------------------------- ------------------------------ ----------------------------------
American Enterprise Investment Services Inc.
901 3rd Avenue South 1,386,519 Shares 5.54%
Minneapolis, MN 55474
-----------------------------------------------------------------------------------------------------------------------
FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND:
-----------------------------------------------------------------------------------------------------------------------
Wells Fargo & Company(1)
420 Montgomery St. 3,578,017 Shares(1) 20.76%(1)
San Francisco, CA 94163
and
Wells Capital Management Incorporated(1)
525 Market St., 10th Floor 3,403,532 Shares(1) 19.75%(1)
San Francisco, CA 94105
----------------------------------------------------- ------------------------------ ----------------------------------
The Bank of New York Mellon
525 William Penn Place, Suite 153-0400 2,971,217 Shares 17.24%
Pittsburgh, PA 15259
----------------------------------------------------- ------------------------------ ----------------------------------
Raymond James & Associates, Inc.
880 Carillon Parkway 1,991,838 Shares 11.56%
St. Petersburg, FL 33716
----------------------------------------------------- ------------------------------ ----------------------------------
City of London Investment Management Company
Limited, a company incorporated under the laws of
England and Wales(2) 1,783,114 Shares(2) 10.3%(2)
77 Gracechurch St.
London, EC3V 0AS
England
----------------------------------------------------- ------------------------------ ----------------------------------
Wells Fargo Clearing Services, LLC(3)
1 N. Jefferson Ave. 1,650,809 Shares(3) 9.58%(3)
St. Louis, MO 63103
----------------------------------------------------- ------------------------------ ----------------------------------
Morgan Stanley Smith Barney LLC
1300 Thames Street, 6th Floor 1,440,388 Shares 8.36%
Baltimore, MD 21231
----------------------------------------------------- ------------------------------ ----------------------------------
UBS Financial Services Inc.
1000 Harbor Blvd. 1,319,801 Shares 7.66%
Weehawken, NJ 07086
----------------------------------------------------- ------------------------------ ----------------------------------
(1) Information is according to Amendment No. 4 to Schedule 13G filed with the
SEC on February 12, 2021. According to such filing, with respect to Shares
beneficially owned by Wells Fargo & Company, such person holds sole voting
power and sole dispositive power with respect to 5,002 Shares, shared
voting power with respect to 3,065,656 Shares and shared dispositive power
with respect to 3,573,016 Shares. According to such filing, with respect
to Shares beneficially owned by Wells Capital Management Incorporated,
such person holds sole voting power and sole dispositive power with
respect to 0 Shares, shared voting power with respect to 3,065,656 Shares
and shared dispositive power with respect to 3,403,532 Shares. Such filing
also states that it is filed by Wells Fargo & Company on its own behalf
and on behalf of the following subsidiaries: Wells Fargo Clearing
Services, LLC; Wells Fargo Advisors Financial Network, LLC; and Wells
Capital Management Incorporated. Further, such filing states that
aggregate beneficial ownership reported by Wells Fargo & Company (i.e.,
3,578,017 Shares) is on a consolidated basis and includes any beneficial
ownership separately reported in such filing by a subsidiary. With respect
to Wells Fargo Clearing Services, LLC, see below regarding ownership
information based on a securities position listing report as of the Record
Date.
(2) Information is according to Schedule 13G filed with the SEC on February 9,
2021.
(3) See above regarding Amendment No. 4 to Schedule 13G filed with the SEC by
Wells Fargo & Company.
|
-10-
----------------------------------------------------- ------------------------------ ----------------------------------
NAME AND ADDRESS SHARES BENEFICIALLY % OF OUTSTANDING SHARES
OF BENEFICIAL OWNER OWNED BENEFICIALLY OWNED
-----------------------------------------------------------------------------------------------------------------------
State Street Bank and Trust Company
1776 Heritage Drive 1,183,641 Shares 6.87%
North Quincy, MA 02171
----------------------------------------------------- ------------------------------ ----------------------------------
1607 Capital Partners, LLC(1)
13 S. 13th St., Suite 400 975,106 Shares(1) 5.7%(1)
Richmond, VA 23219
----------------------------------------------------- ------------------------------ ----------------------------------
(1) Information is according to Amendment No. 5 to Schedule 13G filed with the
SEC on February 16, 2021.
|
-11-
PROPOSAL: ELECTION OF TWO (2) CLASS II TRUSTEES OF EACH FUND
TWO (2) CLASS II TRUSTEES ARE TO BE ELECTED TO THE BOARD OF TRUSTEES OF EACH
FUND BY HOLDERS OF SHARES OF SUCH FUND. CURRENT TRUSTEES RICHARD E. ERICKSON AND
THOMAS R. KADLEC ARE THE NOMINEES FOR ELECTION AS THE CLASS II TRUSTEES BY
SHAREHOLDERS OF EACH FUND FOR A THREE-YEAR TERM.
Each Fund has established a staggered Board of Trustees pursuant to its
By-Laws, and, accordingly, Trustees are divided into the following three (3)
classes: Class I, Class II and Class III. Richard E. Erickson and Thomas R.
Kadlec are currently the Class II Trustees of each Fund for a term expiring at
the Meeting or until their respective successors are elected and qualified. If
elected, Dr. Erickson and Mr. Kadlec will hold office for a three-year term
expiring at each Fund's 2024 annual meeting of shareholders. James A. Bowen,
Niel B. Nielson and Robert F. Keith are current and continuing Trustees. Mr.
Bowen and Mr. Nielson are the Class III Trustees for a term expiring at each
Fund's 2022 annual meeting of shareholders. Mr. Keith is the Class I Trustee for
a term expiring at each Fund's 2023 annual meeting of shareholders. Each Trustee
will continue to serve until his successor is elected and qualified, or until he
earlier resigns or is otherwise removed.
REQUIRED VOTE: For each Fund, the nominees for election as the Class II
Trustees must be elected by the affirmative vote of the holders of a plurality
of the Shares of the Fund, cast in person or by proxy at the Meeting and
entitled to vote thereon, provided a quorum is present. Abstentions and broker
non-votes will have no effect on the approval of the proposal. Proxies cannot be
voted for a greater number of persons than the number of seats open for
election.
Unless you give contrary instructions on your proxy card, your Shares will
be voted FOR the election of each nominee listed if your proxy card has been
properly executed and timely received by the applicable Fund. If a nominee
should withdraw or otherwise become unavailable for election prior to the
Meeting, the proxies named on your proxy card intend to vote FOR any substitute
nominee recommended by a Fund's Board of Trustees in accordance with the Fund's
procedures.
THE BOARD OF TRUSTEES OF EACH FUND UNANIMOUSLY RECOMMENDS THAT
SHAREHOLDERS VOTE FOR THE ELECTION OF EACH NOMINEE.
-12-
MANAGEMENT
MANAGEMENT OF THE FUNDS
The general supervision of the duties performed for each Fund under its
respective investment management agreement with the Advisor is the
responsibility of that Fund's Board of Trustees. The Trustees set broad policies
for the Funds and choose the Funds' officers. The following is a list of the
Trustees and executive officers of each Fund and a statement of their present
positions and principal occupations during the past five years, the number of
portfolios each Trustee oversees and the other trusteeships or directorships
each Trustee holds, if applicable. As noted above, each Fund has established a
staggered Board of Trustees consisting of five (5) Trustees divided into three
(3) classes: Class I, Class II and Class III. The length of the term of office
of each Trustee is generally three years, and when each Trustee's term begins
and ends depends on the Trustee's designated class and when the Trustee's
successor is elected and qualified. James A. Bowen is deemed an "interested
person" (as that term is defined in the Investment Company Act of 1940, as
amended ("1940 Act")) ("Interested Trustee") of the Funds due to his position as
Chief Executive Officer of the Advisor. Except for Mr. Bowen, each Trustee is
not an "interested person" (as that term is defined in the 1940 Act) and is
therefore referred to as an "Independent Trustee." The officers of the Funds
serve indefinite terms.
The remainder of this page is intentionally left blank.
-13-
The following tables identify the Trustees and executive officers of the
Funds. Unless otherwise indicated, the address of all persons is c/o First Trust
Advisors L.P., 120 East Liberty Drive, Suite 400, Wheaton, IL 60187.
INDEPENDENT TRUSTEES
------------------------------------------------------------------------------------------------------------------------
OTHER
NUMBER OF TRUSTEESHIPS
PORTFOLIOS IN OR
TERM OF OFFICE(1) THE FIRST TRUST DIRECTORSHIPS
POSITION(S) AND YEAR FIRST PRINCIPAL OCCUPATION(S) FUND COMPLEX HELD BY TRUSTEE
NAME AND HELD WITH ELECTED OR DURING PAST 5 OVERSEEN BY DURING PAST 5
YEAR OF BIRTH FUNDS APPOINTED(2) YEARS TRUSTEE YEARS
------------------------------------------------------------------------------------------------------------------------
Richard E. Erickson Trustee Class II Physician; Officer, Wheaton 195 None
1951 Nominee Orthopedics; Limited
Partner, Gundersen Real
Since 2004 Estate Limited Partnership
(June 1992 to December 2016)
------------------------------------------------------------------------------------------------------------------------
Thomas R. Kadlec Trustee Class II President, ADM Investor 195 Director of ADM
1957 Nominee Services, Inc. (Futures Investor
Commission Merchant) Services, Inc.,
Since 2004 ADM Investor
Services
International,
Futures Industry
Association and
National Futures
Association
------------------------------------------------------------------------------------------------------------------------
Robert F. Keith Trustee Class I President, Hibs Enterprises 195 Director of Trust
1956 (Financial and Management Company of
Since 2006 Consulting) Illinois
------------------------------------------------------------------------------------------------------------------------
Niel B. Nielson Trustee Class III Senior Advisor (August 2018 195 None
1954 to present), Managing
Since 2004 Director and Chief Operating
Officer (January 2015 to
August 2018), Pelita Harapan
Educational Foundation
(Educational Products and
Services)
------------------------------------------------------------------------------------------------------------------------
INTERESTED TRUSTEE
------------------------------------------------------------------------------------------------------------------------
OTHER
NUMBER OF TRUSTEESHIPS
PORTFOLIOS IN OR
TERM OF OFFICE(1) THE FIRST TRUST DIRECTORSHIPS
POSITION(S) AND YEAR FIRST PRINCIPAL OCCUPATION(S) FUND COMPLEX HELD BY TRUSTEE
NAME AND HELD WITH ELECTED OR DURING PAST 5 OVERSEEN BY DURING PAST 5
YEAR OF BIRTH FUNDS APPOINTED(2) YEARS TRUSTEE YEARS
------------------------------------------------------------------------------------------------------------------------
James A. Bowen(3) Trustee and Class III Chief Executive Officer, 195 None
1955 Chairman of First Trust Advisors L.P.
the Board Since 2004 and First Trust Portfolios
L.P.; Chairman of the Board
of Directors, BondWave LLC
(Software Development
Company) and Stonebridge
Advisors LLC (Investment
Advisor)
------------------------------------------------------------------------------------------------------------------------
|
-14-
EXECUTIVE OFFICERS
------------------------------------------------------------------------------------------------------------------------
TERM OF OFFICE(1)
NAME AND POSITIONS AND AND LENGTH OF PRINCIPAL OCCUPATION(S)
YEAR OF BIRTH OFFICES WITH FUNDS SERVICE(2) DURING PAST 5 YEARS
------------------------------------------------------------------------------------------------------------------------
James M. Dykas President and Indefinite Term Managing Director and Chief Financial Officer
1966 Chief Executive (January 2016 to present), Controller
Officer Since 2012 (January 2011 to January 2016), Senior Vice
President (April 2007 to January 2016), First
Trust Advisors L.P. and First Trust Portfolios
L.P.; Chief Financial Officer (January 2016 to
present), BondWave LLC (Software Development
Company) and Stonebridge Advisors LLC
(Investment Advisor)
------------------------------------------------------------------------------------------------------------------------
Donald P. Swade Treasurer, Chief Indefinite Term Senior Vice President (July 2016 to present),
1972 Financial Officer Vice President (April 2012 to July 2016),
and Chief Since 2016 First Trust Advisors L.P. and First Trust
Accounting Officer Portfolios L.P.
------------------------------------------------------------------------------------------------------------------------
W. Scott Jardine Secretary and Indefinite Term General Counsel, First Trust Advisors L.P. and
1960 Chief Legal First Trust Portfolios L.P.; Secretary and
Officer Since 2004 General Counsel, BondWave LLC (Software
Development Company); Secretary, Stonebridge
Advisors LLC (Investment Advisor)
------------------------------------------------------------------------------------------------------------------------
Daniel J. Lindquist Vice President Indefinite Term Managing Director, First Trust Advisors L.P.
1970 and First Trust Portfolios L.P.
Since 2005
------------------------------------------------------------------------------------------------------------------------
Kristi A. Maher Chief Compliance Indefinite Term Deputy General Counsel, First Trust Advisors
1966 Officer and L.P. and First Trust Portfolios L.P.
Assistant Chief Compliance
Secretary Officer since
2011 and
Assistant
Secretary since
2004
------------------------------------------------------------------------------------------------------------------------
(1) Currently, Richard E. Erickson and Thomas R. Kadlec, as the Class II
Trustees, are each serving a term for each of the Funds until the Meeting
or until their respective successors are elected and qualified. James A.
Bowen and Niel B. Nielson, as the Class III Trustees, are each serving a
term for each of the Funds until the Funds' 2022 annual meetings of
shareholders or until their respective successors are elected and
qualified. Robert F. Keith, as the Class I Trustee, is serving a term for
each of the Funds until the Funds' 2023 annual meetings of shareholders or
until his successor is elected and qualified. Executive officers of the
Funds have an indefinite term.
(2) For executive officers, unless otherwise specified, length of service
represents the year the person first became an executive officer of a
Fund. Except as otherwise provided below, all Trustees and executive
officers were elected or appointed (i) in 2004 for the then-existing
Funds, (ii) in 2005 for First Trust Mortgage Income Fund, (iii) in 2006
for First Trust/Aberdeen Emerging Opportunity Fund, (iv) in 2007 for First
Trust Specialty Finance and Financial Opportunities Fund, (v) in 2011 for
First Trust Energy Infrastructure Fund, (vi) in 2012 for First Trust MLP
and Energy Income Fund, (vii) in 2013 for First Trust Intermediate
Duration Preferred & Income Fund and First Trust New Opportunities MLP &
Energy Fund and (viii) in 2015 for First Trust Dynamic Europe Equity
Income Fund. Robert F. Keith was appointed Trustee of all then-existing
funds in the First Trust Fund Complex in June 2006. James M. Dykas was
elected (a) Treasurer, Chief Financial Officer and Chief Accounting
Officer of all then-existing funds in the First Trust Fund Complex in
January 2012, effective January 23, 2012 and (b) President and Chief
Executive Officer of all then-existing funds in the First Trust Fund
Complex in December 2015, effective January 2016. Donald P. Swade was
elected Treasurer, Chief Financial Officer and Chief Accounting Officer of
all then-existing funds in the First Trust Fund Complex in December 2015,
effective January 2016. Daniel J. Lindquist was elected Vice President of
all then-existing funds in the First Trust Fund Complex on December 12,
2005. Kristi A. Maher was elected Chief Compliance Officer of all
then-existing funds in the First Trust Fund Complex in December 2010,
effective January 1, 2011; before January 1, 2011, W. Scott Jardine served
as Chief Compliance Officer.
(3) Mr. Bowen is deemed an "interested person" of the Funds due to his
position as Chief Executive Officer of First Trust Advisors L.P.,
investment advisor of the Funds.
|
UNITARY BOARD LEADERSHIP STRUCTURE
The same five persons serve as Trustees on each Fund's Board of Trustees
and on the boards of all other funds in the First Trust Fund Complex (the "First
Trust Funds"), which is known as a "unitary" board leadership structure. The
unitary board structure was adopted for the First Trust Funds because of the
efficiencies it achieves with respect to the governance and oversight of the
First Trust Funds. Each First Trust Fund is subject to the rules and regulations
of the 1940 Act (and other applicable securities laws), which means that many of
the First Trust Funds face similar issues with respect to certain of their
fundamental activities, including risk management, portfolio liquidity,
portfolio valuation and financial reporting. In addition, many of the First
Trust Funds, in addition to sharing the same advisor, share many other service
providers in their administration, resulting in an overlap of oversight
obligations. Because of the similar and often overlapping issues facing the
-15-
First Trust Funds, the Board of Trustees of each of the First Trust Funds (such
Boards of Trustees referred to herein collectively as the "Board" and, where
appropriate in context, the term "Board" may also be used to refer to the Board
of Trustees of a Fund) believes that maintaining a unitary board structure
promotes efficiency and consistency in the governance and oversight of all First
Trust Funds and reduces the costs, administrative burdens and possible conflicts
that may result from having multiple boards. In adopting a unitary board
structure, the Trustees seek to provide effective governance through
establishing a board the overall composition of which will, as a body, possess
the appropriate skills, diversity, independence and experience to oversee the
business of the First Trust Funds.
Including the Funds, the First Trust Fund Complex includes: 16 closed-end
funds advised by First Trust Advisors; First Trust Series Fund, an open-end
management investment company with three portfolios advised by First Trust
Advisors; First Trust Variable Insurance Trust, an open-end management
investment company with five portfolios advised by First Trust Advisors; and
First Trust Exchange-Traded Fund, First Trust Exchange-Traded Fund II, First
Trust Exchange-Traded Fund III, First Trust Exchange-Traded Fund IV, First Trust
Exchange-Traded Fund V, First Trust Exchange-Traded Fund VI, First Trust
Exchange-Traded Fund VII, First Trust Exchange-Traded Fund VIII, First Trust
Exchange-Traded AlphaDEX(R) Fund and First Trust Exchange-Traded AlphaDEX(R)
Fund II, exchange-traded funds with, in the aggregate, 171 portfolios (each such
portfolio, an "ETF" and each such exchange-traded fund, an "ETF Trust") advised
by First Trust Advisors.
Annually, the Board reviews its governance structure and the committee
structures, their performance and functions and reviews any processes that would
enhance Board governance over the First Trust Funds' business. The Board has
determined that its leadership structure, including the unitary board and
committee structure, is appropriate based on the characteristics of the funds it
serves and the characteristics of the First Trust Fund Complex as a whole. The
Board is composed of four Independent Trustees and one Interested Trustee. The
Interested Trustee serves as the Chairman of the Board. An individual who is not
a Trustee serves as President and Chief Executive Officer of the First Trust
Funds.
In order to streamline communication between the Advisor and the
Independent Trustees and create certain efficiencies, the Board has a Lead
Independent Trustee who is responsible for: (i) chairing all meetings of the
Independent Trustees; (ii) working with the Advisor, Fund counsel and the
independent legal counsel to the Independent Trustees to determine the agenda
for Board meetings; (iii) serving as the principal contact for and facilitating
communication between the Independent Trustees and the Funds' service providers,
particularly the Advisor; and (iv) any other duties that the Independent
Trustees may delegate to the Lead Independent Trustee. The Lead Independent
Trustee is selected by the Independent Trustees and serves a three-year term or
until his successor is selected. Niel B. Nielson currently serves as the Lead
Independent Trustee.
The Board has established five standing committees (as described below)
and has delegated certain of its responsibilities to those committees. The Board
and its committees meet frequently throughout the year to oversee the Funds'
activities, review contractual arrangements with and performance of service
providers, oversee compliance with regulatory requirements, and review Fund
performance. The Independent Trustees are represented by independent legal
counsel at all Board and committee meetings (other than meetings of the Dividend
Committee). Generally, the Board acts by majority vote of all the Trustees,
except where a different vote is required by applicable law.
The Committee Chairmen and the Lead Independent Trustee currently rotate
every three years in serving as Chairman of the Audit Committee, the Nominating
and Governance Committee, the Valuation Committee or the Dividend Committee, or
as Lead Independent Trustee. The Lead Independent Trustee and the immediately
-16-
preceding Lead Independent Trustee also serve on the Executive Committee with
the Interested Trustee.
The five standing committees of the Board are: the Executive Committee
(formerly known also as the Dividend and Pricing Committee), the Dividend
Committee (established in October 2020), the Nominating and Governance
Committee, the Valuation Committee and the Audit Committee.
Executive Committee. The Executive Committee, which meets between Board
meetings, is authorized to exercise all powers of and to act in the place of the
Board to the extent permitted by each Fund's Declaration of Trust and By-Laws.
The members of the Executive Committee of a Fund are authorized to exercise all
of the powers and authority of the Board in respect of the issuance and sale,
through an underwritten public offering, of the Shares of the Fund and all other
such matters relating to such financing, including determining the price at
which such Shares are to be sold, approval of the final terms of the
underwriting agreement, and approval of the members of the underwriting
syndicate. Prior to October 19, 2020, such Committee was also responsible for
the declaration and setting of dividends. Mr. Nielson, Mr. Bowen and Dr.
Erickson are members of the Executive Committee. The number of meetings of the
Executive Committee held for each Fund during its last fiscal year is shown on
Schedule 1 hereto.
Dividend Committee. The Dividend Committee of each Fund was established on
October 19, 2020. The Dividend Committee is responsible for assisting the Board
in, or assuming the authority and power of the Board with respect to, the
declaration and setting of distributions on the applicable Fund's Shares. Dr.
Erickson and Mr. Nielson are members of the Dividend Committee. During each
Fund's last fiscal year, the Dividend Committee did not hold any meetings.
Nominating and Governance Committee. The Nominating and Governance
Committee of each Fund is responsible for appointing and nominating persons to
the Board of that Fund. Messrs. Erickson, Kadlec, Keith and Nielson are members
of the Nominating and Governance Committee, and each is an Independent Trustee
who is also an "independent director" within the meaning of the listing rules of
the primary national securities exchange on which the Funds' shares are listed
for trading. The Nominating and Governance Committee operates under a written
charter adopted and approved by the Board, a copy of which is available on the
Funds' website at https://www.ftportfolios.com (go to News & Literature on the
applicable Fund's webpage). In 2014, the Board adopted a mandatory retirement
age of 75 for Trustees, beyond which age Trustees are ineligible to serve. The
Nominating and Governance Committee Charter provides that the Committee will not
consider new trustee candidates who will turn 72 years old during the initial
term.
If there is no current or anticipated vacancy on the Board of a Fund, the
Nominating and Governance Committee will not actively seek recommendations for
nominations from other parties, including shareholders of the Fund. When a
vacancy on the Board of a Fund occurs or is anticipated to occur and nominations
are sought to fill such vacancy, the Nominating and Governance Committee may
seek nominations from those sources it deems appropriate in its discretion,
including shareholders of the applicable Fund. In addition, the Nominating and
Governance Committee may retain a search firm to identify candidates. To submit
a recommendation for nomination as a candidate for a position on the Board of a
Fund, shareholders of the applicable Fund shall mail such recommendation to W.
Scott Jardine, Secretary, at 120 East Liberty Drive, Suite 400, Wheaton,
Illinois 60187. Under no circumstances will the Nominating and Governance
Committee evaluate nominees recommended by a shareholder of a Fund on a basis
substantially different from that used for other nominees for the same election
or appointment of Trustees. However, the Nominating and Governance Committee
reserves the right to make the final selection of any Trustee nominees and is
not required to take action with respect to any recommendations that may be
-17-
submitted by shareholders of a Fund. In connection with the evaluation of
candidates for a position on the Board of a Fund, the review process may
include, without limitation, personal interviews, background checks, written
submissions by the candidates, third party references and any other reviews
described in the By-Laws. Further, the By-Laws include qualifications and
requirements for Trustee eligibility that generally apply to all persons that
may be nominated, elected, appointed, qualified or seated to serve as Trustees
(collectively, the "Qualification Requirements") unless a majority of the
Trustees then in office determine that failure to satisfy a particular
Qualification Requirement will not present undue conflicts or impede the ability
of the individual to discharge the duties of a Trustee or the free flow of
information among Trustees or between the Advisor and the Trustees. Reference is
made to the By-Laws for more details about the Qualification Requirements. (For
information regarding shareholder proposals, including proposals to make a
nomination for election to a Fund's Board, see "ADDITIONAL INFORMATION -
SHAREHOLDER PROPOSALS" below.)
The number of meetings of the Nominating and Governance Committee held for
each Fund during its last fiscal year is shown on Schedule 1 hereto.
Valuation Committee. The Valuation Committee of each Fund is responsible
for the oversight of the valuation procedures of that Fund (the "Valuation
Procedures"), for determining the fair value of that Fund's securities or other
assets under certain circumstances as described in the Valuation Procedures, and
for evaluating the performance of any pricing service for that Fund. Messrs.
Erickson, Kadlec, Keith and Nielson are members of the Valuation Committee. The
number of meetings of the Valuation Committee held for each Fund during its last
fiscal year is shown on Schedule 1 hereto.
Audit Committee. The Audit Committee of each Fund is responsible for
overseeing that Fund's accounting and financial reporting process, the system of
internal controls, audit process and evaluating and appointing independent
auditors (subject also to Board approval). The Audit Committee operates under a
written charter adopted and approved by the Board, a copy of which is available
on the Funds' website at https://www.ftportfolios.com (go to News & Literature
on the applicable Fund's webpage). Messrs. Erickson, Kadlec, Keith and Nielson,
all of whom are "independent directors" within the meaning of the listing rules
of the primary national securities exchange on which the Funds' shares are
listed for trading, serve on the Audit Committee. Messrs. Kadlec and Keith have
each been determined to qualify as an "Audit Committee Financial Expert" as such
term is defined in Form N-CSR. The number of meetings of the Audit Committee
held for each Fund during its last fiscal year is shown in Schedule 1 hereto.
In carrying out its responsibilities, as described below under
"INDEPENDENT AUDITORS' FEES--Pre-Approval," the Audit Committee pre-approves all
audit services and permitted non-audit services for each Fund (including the
fees and terms thereof) and non-audit services to be performed for the Advisor
by Deloitte & Touche LLP ("Deloitte & Touche"), the Funds' independent
registered public accounting firm ("independent auditors"), if the engagement
relates directly to the operations and financial reporting of the Funds.
During each Fund's last fiscal year, each Trustee, with the exception of
Mr. Bowen, attended at least 75% of the aggregate number of meetings of the
Board and of each committee on which the Trustee served during the Fund's last
fiscal year. With respect to First Trust Energy Income and Growth Fund, First
Trust MLP and Energy Income Fund and First Trust New Opportunities MLP & Energy
Fund, during each such Fund's last fiscal year, Mr. Bowen attended at least 75%
of the aggregate number of meetings of the Board and of the Dividend and Pricing
Committee (the only committee on which he served). With respect to the regular
and special Board meetings of the Funds other than such Funds, Mr. Bowen
attended (a) approximately 77% (10 out of 13 meetings) for First Trust/Aberdeen
-18-
Global Opportunity Income Fund and (b) at least 90% (10 out of 10 meetings or 10
out of 11 meetings, as applicable) for each of the remaining Funds. With respect
to the Dividend and Pricing Committee meetings of the Funds other than First
Trust Energy Income and Growth Fund, First Trust MLP and Energy Income Fund and
First Trust New Opportunities MLP & Energy Fund, Mr. Bowen attended (a) 10% (1
out of 10 meetings) for each of First Trust Mortgage Income Fund and First Trust
Intermediate Duration Preferred & Income Fund and (b) no meetings for each of
the remaining Funds. With respect to each Fund, all of the Dividend and Pricing
Committee meetings that Mr. Bowen did not attend were for ordinary course
dividend declarations. In general, before such Dividend and Pricing Committee
meetings were held, Mr. Bowen was informed of the applicable dividend
recommendations. As indicated above, on October 19, 2020, the Funds' Dividend
Committee was established. The Funds' Executive Committee remains in place, but
is no longer known as the Dividend and Pricing Committee. Mr. Bowen is currently
a member of the Executive Committee, but not a member of the Dividend Committee.
RISK OVERSIGHT
As part of the general oversight of each Fund, the Board is involved in
the risk oversight of the Funds. The Board has adopted and periodically reviews
policies and procedures designed to address the Funds' risks. Oversight of
investment and compliance risk, including oversight of sub-advisors, is
performed primarily at the Board level in conjunction with the Advisor's
advisory oversight group and the Funds' Chief Compliance Officer ("CCO").
Oversight of other risks also occurs at the committee level. The Advisor's
advisory oversight group reports to the Board at quarterly meetings regarding,
among other things, Fund performance and the various drivers of such performance
as well as information related to sub-advisors and their operations and
processes. The Board reviews reports on the Funds' and the service providers'
compliance policies and procedures at each quarterly Board meeting and receives
an annual report from the CCO regarding the operations of the Funds' and the
service providers' compliance programs. In addition, the Independent Trustees
meet privately each quarter with the CCO. The Audit Committee reviews with the
Advisor the Funds' major financial risk exposures and the steps the Advisor has
taken to monitor and control these exposures, including the Funds' risk
assessment and risk management policies and guidelines. The Audit Committee
also, as appropriate, reviews in a general manner the processes other Board
committees have in place with respect to risk assessment and risk management.
The Nominating and Governance Committee monitors all matters related to the
corporate governance of the Funds. The Valuation Committee monitors valuation
risk and compliance with the Funds' Valuation Procedures and oversees the
pricing services and actions by the Advisor's Pricing Committee with respect to
the valuation of portfolio securities.
Not all risks that may affect the Funds can be identified nor can controls
be developed to eliminate or mitigate their occurrence or effects. It may not be
practical or cost-effective to eliminate or mitigate certain risks, the
processes and controls employed to address certain risks may be limited in their
effectiveness, and some risks are simply beyond the reasonable control of the
Funds or the Advisor or other service providers. For instance, as the use of
Internet technology has become more prevalent, the Funds and their service
providers have become more susceptible to potential operational risks through
breaches in cyber security (generally, intentional and unintentional events that
may cause a Fund or a service provider to lose proprietary information, suffer
data corruption or lose operational capacity). There can be no guarantee that
any risk management systems established by the Funds, their service providers,
or issuers of the securities in which the Funds invest to reduce cyber security
risks will succeed, and the Funds cannot control such systems put in place by
service providers, issuers or other third parties whose operations may affect
the Funds and/or their shareholders. Moreover, it is necessary to bear certain
risks (such as investment related risks) to achieve a Fund's goals. As a result
of the foregoing and other factors, the Funds' ability to manage risk is subject
to substantial limitations.
-19-
BOARD DIVERSIFICATION AND TRUSTEE QUALIFICATIONS
As described above, the Nominating and Governance Committee of the Board
oversees matters related to the selection and nomination of Trustees. The
Nominating and Governance Committee seeks to establish an effective Board with
an appropriate range of skills and diversity, including, as appropriate,
differences in background, professional experience, education, vocations, and
other individual characteristics and traits in the aggregate. Each Trustee must
meet certain basic requirements, including relevant skills and experience, time
availability, and if qualifying as an Independent Trustee, independence from the
Advisor, sub-advisors, underwriters or other principal service providers,
including any affiliates of these entities, and the Qualification Requirements
set forth in the By-Laws.
Listed below for each nominee and each continuing Trustee are the
experiences, qualifications and attributes that led to the conclusion, as of the
date of this Joint Proxy Statement, that each nominee and each continuing
Trustee should serve as a trustee. In addition, each nominee and continuing
Trustee meets the applicable Qualification Requirements set forth in the
By-Laws.
NOMINEES
Independent Trustees
Richard E. Erickson, M.D., is an orthopedic surgeon. He also has been
President of Wheaton Orthopedics, a co-owner and director of a fitness center
and a limited partner of two real estate companies. Dr. Erickson has served as a
Trustee of each Fund since its inception and of the First Trust Funds since
1999. Dr. Erickson has also served as the Lead Independent Trustee (2008 - 2009
and 2017 - 2019) and on the Executive Committee (2008 - 2009 and 2017 -
present), Chairman of the Nominating and Governance Committee (2003 - 2007 and
2014 - 2016), Chairman of the Valuation Committee (June 2006 - 2007 and 2010 -
2011) and Chairman of the Audit Committee (2012 - 2013) of the First Trust
Funds. He currently serves as Chairman of the Valuation Committee (since January
1, 2020) of the First Trust Funds.
Thomas R. Kadlec is President of ADM Investor Services Inc. ("ADMIS"), a
futures commission merchant and wholly-owned subsidiary of the Archer Daniels
Midland Company ("ADM"). Mr. Kadlec has been employed by ADMIS and its
affiliates since 1990 in various accounting, financial, operations and risk
management capacities. Mr. Kadlec serves on the boards of several international
affiliates of ADMIS and served as a member of ADM's Integrated Risk Committee
from 2008 - 2018, which was tasked with the duty of implementing and
communicating enterprise-wide risk management. In 2014, Mr. Kadlec was elected
to the board of the Futures Industry Association. In 2017, Mr. Kadlec was
elected to the board of the National Futures Association. Mr. Kadlec has served
as a Trustee of each Fund since its inception and of the First Trust Funds since
2003. Mr. Kadlec also served on the Executive Committee from the organization of
the first First Trust closed-end fund in 2003 through 2005 (and 2014 - 2019)
until he was elected as the first Lead Independent Trustee in December 2005,
serving as such through 2007 (and 2014 - 2016). He also served as Chairman of
the Valuation Committee (2008 - 2009 and 2017 - 2019), Chairman of the Audit
Committee (2010 - 2011) and Chairman of the Nominating and Governance Committee
(2012 - 2013) of the First Trust Funds. He currently serves as Chairman of the
Audit Committee (since January 1, 2020) of the First Trust Funds.
-20-
CONTINUING TRUSTEES
Independent Trustees
Robert F. Keith is President of Hibs Enterprises, a financial and
management consulting firm. Mr. Keith has been with Hibs Enterprises since 2003.
Prior thereto, Mr. Keith spent 18 years with ServiceMaster and Aramark,
including three years as President and COO of ServiceMaster Consumer Services,
where he led the initial expansion of certain products overseas, five years as
President and COO of ServiceMaster Management Services Company, and two years as
President of Aramark ServiceMaster Management Services. Mr. Keith is a certified
public accountant and also has held the positions of Treasurer and Chief
Financial Officer of ServiceMaster, at which time he oversaw the financial
aspects of ServiceMaster's expansion of its Management Services division into
Europe, the Middle East and Asia. Mr. Keith has served as a Trustee of the First
Trust Funds since June 2006. Mr. Keith has also served as Chairman of the Audit
Committee (2008 - 2009 and 2017 - 2019), Chairman of the Nominating and
Governance Committee (2010 - 2011), and Chairman of the Valuation Committee
(2014 - 2016) of the First Trust Funds. He also served as Lead Independent
Trustee (2012 - 2013) and on the Executive Committee (2012 - 2016) of the First
Trust Funds. He currently serves as Chairman of the Nominating and Governance
Committee (since January 1, 2020) of the First Trust Funds.
Niel B. Nielson, Ph.D., has been the Senior Advisor of Pelita Harapan
Educational Foundation, a global provider of educational products and services,
since August 2018. Prior thereto, Mr. Nielson served as the Managing Director
and Chief Operating Officer of Pelita Harapan Educational Foundation for three
years. Mr. Nielson formerly served as President and Chief Executive Officer of
Servant Interactive LLC (providing educational products and services) from June
2012 to September 2014, and he served as President and Chief Executive Officer
of Dew Learning LLC from June 2012 to September 2014. Mr. Nielson formerly
served as President of Covenant College (2002 - 2012), and as a partner and
trader (of options and futures contracts for hedging options) for Ritchie
Capital Markets Group (1996 - 1997), where he held an administrative management
position at this proprietary derivatives trading company. He also held prior
positions in new business development for ServiceMaster Management Services
Company, and in personnel and human resources for NationsBank of North Carolina,
N.A. and Chicago Research and Trading Group, Ltd. ("CRT"). His international
experience includes serving as a director of CRT Europe, Inc. for two years,
directing out of London all aspects of business conducted by the U.K. and
European subsidiary of CRT. Prior to that, Mr. Nielson was a trader and manager
at CRT in Chicago. Mr. Nielson has served as a Trustee of each Fund since its
inception and of the First Trust Funds since 1999. Mr. Nielson has also served
as Chairman of the Audit Committee (2003 - 2007 and 2014 - 2016), Chairman of
the Valuation Committee (2012 - 2013), Chairman of the Nominating and Governance
Committee (2008 - 2009 and 2017 - 2019), and Lead Independent Trustee and a
member of the Executive Committee (2010 - 2011) of the First Trust Funds. He
currently serves as Lead Independent Trustee and on the Executive Committee
(since January 1, 2020) and as Chairman of the Dividend Committee (since October
19, 2020) of the First Trust Funds.
Interested Trustee
James A. Bowen is the Chairman of the Board of the First Trust Funds and
Chief Executive Officer of First Trust Advisors and First Trust Portfolios L.P.
Until January 23, 2012, he served as President and Chief Executive Officer of
the First Trust Funds. Mr. Bowen also serves on the Executive Committee. He has
over 37 years of experience in the investment company business in sales, sales
management and executive management. Mr. Bowen has served as a Trustee of each
Fund since its inception and of the First Trust Funds since 1999.
-21-
OTHER INFORMATION
Independent Trustees
During the past five years, none of the Independent Trustees, nor any of
their immediate family members, has been a director, trustee, officer, general
partner or employee of, or consultant to, First Trust Advisors, First Trust
Portfolios L.P. (an affiliate of First Trust Advisors), any sub-advisor to any
fund in the First Trust Fund Complex, or any of their affiliates.
Executive Officers
The executive officers of each Fund hold the same positions with each fund
in the First Trust Fund Complex (representing 195 portfolios) as they hold with
the Funds.
BENEFICIAL OWNERSHIP OF SHARES HELD IN THE FUNDS BY TRUSTEES AND EXECUTIVE
OFFICERS
The following table sets forth the dollar range and number of equity
securities beneficially owned by the Trustees in each Fund and the dollar range
of equity securities beneficially owned by the Trustees in all funds in the
First Trust Fund Complex, including the Funds, as of December 31, 2020:
-22-
------------------------- ---------------- ----------------------------------------------------------------------------
INTERESTED INDEPENDENT
TRUSTEE TRUSTEES
------------------------- ---------------- ----------------------------------------------------------------------------
FUND James A. Bowen Richard E. Erickson Thomas R. Kadlec Robert F. Keith Niel B. Nielson
------------------------- ---------------- --------------------- ------------------ ----------------- -----------------
MACQUARIE/FIRST TRUST
GLOBAL INFRASTRUCTURE/
UTILITIES DIVIDEND & $0 $10,001-$50,000 $1-$10,000 $0 $10,001-$50,000
INCOME FUND (0 Shares) (1,301 Shares) (882 Shares) (0 Shares) (1,885 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
FIRST TRUST ENERGY $0 $1-$10,000 $1-$10,000 $0 $1-$10,000
INCOME AND GROWTH FUND (0 Shares) (707 Shares) (783 Shares) (0 Shares) (898 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
FIRST TRUST ENHANCED $50,001-$100,000 $1-$10,000 $10,001-$50,000 $0 $10,001-$50,000
EQUITY INCOME FUND (4,003 Shares) (513 Shares) (919 Shares) (0 Shares) (658 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
FIRST TRUST/ABERDEEN
GLOBAL OPPORTUNITY $0 $10,001-$50,000 $1-$10,000 $0 $10,001-$50,000
INCOME FUND (0 Shares) (2,316 Shares) (922 Shares) (0 Shares) (1,378 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
FIRST TRUST MORTGAGE $0 $0 $1-$10,000 $0 $1-$10,000
INCOME FUND (0 Shares) (0 Shares) (679 Shares) (0 Shares) (665 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
FIRST TRUST/ABERDEEN
EMERGING OPPORTUNITY $0 $0 $10,001-$50,000 $1-$10,000 $1-$10,000
FUND (0 Shares) (0 Shares) (1,124 Shares) (600 Shares) (454 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
FIRST TRUST SPECIALTY
FINANCE AND FINANCIAL $0 $0 $1-$10,000 $0 $0
OPPORTUNITIES FUND (0 Shares) (0 Shares) (2,241 Shares) (0 Shares) (0 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
FIRST TRUST ENERGY $0 $0 $0 $0 $0
INFRASTRUCTURE FUND (0 Shares) (0 Shares) (0 Shares) (0 Shares) (0 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
FIRST TRUST MLP AND $0 $0 $0 $0 $0
ENERGY INCOME FUND (0 Shares) (0 Shares) (0 Shares) (0 Shares) (0 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
FIRST TRUST
INTERMEDIATE DURATION $0 $0 $10,001-$50,000 $10,001-$50,000 $0
PREFERRED & INCOME FUND (0 Shares) (0 Shares) (1,069 Shares) (512 Shares) (0 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
FIRST TRUST NEW
OPPORTUNITIES MLP & $0 $0 $0 $0 $0
ENERGY FUND (0 Shares) (0 Shares) (0 Shares) (0 Shares) (0 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
FIRST TRUST DYNAMIC
EUROPE EQUITY INCOME Over $100,000 $0 $0 $10,001-$50,000 $10,001-$50,000
FUND (71,288 Shares) (0 Shares) (0 Shares) (1,650 Shares) (3,000 Shares)
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
AGGREGATE DOLLAR RANGE
OF EQUITY SECURITIES IN
ALL REGISTERED
INVESTMENT COMPANIES IN Over $100,000 Over $100,000 Over $100,000 Over $100,000 Over $100,000
THE FIRST TRUST FUND
COMPLEX OVERSEEN BY
TRUSTEE
------------------------ ------------------ ----------------- -------------------- -------------------- ---------------
|
Under the Qualification Requirements described above, Trustees are
required to agree to maintain an investment in the investment companies advised
by the Advisor consistent with any applicable policy of the Board. In this
regard, the Independent Trustees have adopted a policy that establishes the
expectation that, within three years of becoming an Independent Trustee, the
Independent Trustee will have invested an amount in the funds in the First Trust
Fund Complex he oversees in the aggregate of at least one year's annual retainer
for Board service, with investments allocated among the funds in the First Trust
Fund Complex depending on what is suitable for the Trustee's personal investment
needs.
As of December 31, 2020, the Independent Trustees and their immediate
family members did not own, beneficially or of record, any class of securities
of First Trust Advisors or any sub-advisor or principal underwriter of any Fund
or any person, other than a registered investment company, directly or
indirectly controlling, controlled by, or under common control with First Trust
-23-
Advisors or any sub-advisor or principal underwriter of any Fund, nor, since the
beginning of the most recently completed fiscal year of any Fund, did any
Independent Trustee purchase or sell securities of First Trust Advisors, or any
sub-advisor to any fund in the First Trust Fund Complex, their parents or any
subsidiaries of any of the foregoing.
As of December 31, 2020, the Trustees and executive officers of each Fund
as a group beneficially owned the following number of Shares of each Fund, which
is less than 1% of each Fund's Shares outstanding:
------------------------------------------------------------------------------- ----------------------
FUND SHARES OWNED
------------------------------------------------------------------------------- ----------------------
MACQUARIE/FIRST TRUST GLOBAL INFRASTRUCTURE/UTILITIES DIVIDEND & INCOME FUND 4,068
------------------------------------------------------------------------------- ----------------------
FIRST TRUST ENERGY INCOME AND GROWTH FUND 2,388
------------------------------------------------------------------------------- ----------------------
FIRST TRUST ENHANCED EQUITY INCOME FUND 6,093
------------------------------------------------------------------------------- ----------------------
FIRST TRUST/ABERDEEN GLOBAL OPPORTUNITY INCOME FUND 4,616
------------------------------------------------------------------------------- ----------------------
FIRST TRUST MORTGAGE INCOME FUND 1,344
------------------------------------------------------------------------------- ----------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND 2,178
------------------------------------------------------------------------------- ----------------------
FIRST TRUST SPECIALTY FINANCE AND FINANCIAL OPPORTUNITIES FUND 2,241
------------------------------------------------------------------------------- ----------------------
FIRST TRUST ENERGY INFRASTRUCTURE FUND 0
------------------------------------------------------------------------------- ----------------------
FIRST TRUST MLP AND ENERGY INCOME FUND 0
------------------------------------------------------------------------------- ----------------------
FIRST TRUST INTERMEDIATE DURATION PREFERRED & INCOME FUND 1,581
------------------------------------------------------------------------------- ----------------------
FIRST TRUST NEW OPPORTUNITIES MLP & ENERGY FUND 0
------------------------------------------------------------------------------- ----------------------
FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND 75,938
------------------------------------------------------------------------------- ----------------------
|
COMPENSATION
Effective January 1, 2020, the fixed annual retainer paid to the
Independent Trustees is $255,000 per year and an annual per fund fee of $2,500
for each closed-end fund and actively managed fund, $750 for each defined
outcome fund and $250 for each index fund. The fixed annual retainer is
allocated equally among each fund in the First Trust Fund Complex. Additionally,
the Lead Independent Trustee is paid $30,000 annually, the Chairmen of the Audit
Committee or Valuation Committee are each paid $20,000 annually and the Chairman
of the Nominating and Governance Committee is paid $10,000 annually to serve in
such capacities with compensation allocated pro rata among each fund in the
First Trust Fund Complex based on its net assets. Trustees are also reimbursed
by the funds in the First Trust Fund Complex for travel and out-of-pocket
expenses incurred in connection with all meetings. Each Committee Chairman and
the Lead Independent Trustee rotate every three years.
The number of Board meetings held by each Fund during its last fiscal year
is shown in Schedule 1 hereto.
The aggregate fees and expenses paid to all Trustees by each Fund for its
last fiscal year (including reimbursement for travel and out-of-pocket expenses)
amounted to the following:
-24-
------------------------------------------------------------------------------- ---------------------------
AGGREGATE FEES AND
FUND EXPENSES PAID
------------------------------------------------------------------------------- ---------------------------
MACQUARIE/FIRST TRUST GLOBAL INFRASTRUCTURE/UTILITIES DIVIDEND & INCOME FUND $15,904
------------------------------------------------------------------------------- ---------------------------
FIRST TRUST ENERGY INCOME AND GROWTH FUND $16,108
------------------------------------------------------------------------------- ---------------------------
FIRST TRUST ENHANCED EQUITY INCOME FUND $15,939
------------------------------------------------------------------------------- ---------------------------
FIRST TRUST/ABERDEEN GLOBAL OPPORTUNITY INCOME FUND $15,787
------------------------------------------------------------------------------- ---------------------------
FIRST TRUST MORTGAGE INCOME FUND $15,883
------------------------------------------------------------------------------- ---------------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND $15,731
------------------------------------------------------------------------------- ---------------------------
FIRST TRUST SPECIALTY FINANCE AND FINANCIAL OPPORTUNITIES FUND $15,883
------------------------------------------------------------------------------- ---------------------------
FIRST TRUST ENERGY INFRASTRUCTURE FUND $16,047
------------------------------------------------------------------------------- ---------------------------
FIRST TRUST MLP AND ENERGY INCOME FUND $16,197
------------------------------------------------------------------------------- ---------------------------
FIRST TRUST INTERMEDIATE DURATION PREFERRED & INCOME FUND $17,034
------------------------------------------------------------------------------- ---------------------------
FIRST TRUST NEW OPPORTUNITIES MLP & ENERGY FUND $15,987
------------------------------------------------------------------------------- ---------------------------
FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND $15,849
------------------------------------------------------------------------------- ---------------------------
|
The following table sets forth certain information regarding the
compensation of each Fund's Trustees (including reimbursement for travel and
out-of-pocket expenses) for each Fund's most recently completed fiscal year. The
Funds have no retirement or pension plans. The executive officers and the
Interested Trustee of each Fund receive no compensation from the Funds for
serving in such capacities.
AGGREGATE COMPENSATION FOR EACH FUND'S FISCAL YEAR
------------------------------------------------------ -------------- -----------------------------------------------------------
INTERESTED INDEPENDENT
TRUSTEE TRUSTEES
------------------------------------------------------ -------------- -----------------------------------------------------------
James A. Richard E. Thomas R. Robert F. Niel B.
FUND Bowen Erickson Kadlec Keith Nielson
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
MACQUARIE/FIRST TRUST GLOBAL
INFRASTRUCTURE/UTILITIES DIVIDEND & INCOME FUND(1) $0 $3,979 $3,976 $3,969 $3,980
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
FIRST TRUST ENERGY INCOME AND GROWTH FUND(1) $0 $4,038 $4,027 $4,003 $4,040
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
FIRST TRUST ENHANCED EQUITY INCOME FUND(2) $0 $3,985 $3,985 $3,951 $4,018
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
FIRST TRUST/ABERDEEN GLOBAL OPPORTUNITY INCOME
FUND(2) $0 $3,947 $3,947 $3,932 $3,961
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
FIRST TRUST MORTGAGE INCOME FUND(3) $0 $3,972 $3,971 $3,966 $3,974
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND(2) $0 $3,933 $3,933 $3,925 $3,940
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
FIRST TRUST SPECIALTY FINANCE AND FINANCIAL
OPPORTUNITIES FUND(1) $0 $3,973 $3,971 $3,966 $3,973
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
FIRST TRUST ENERGY INFRASTRUCTURE FUND(1) $0 $4,020 $4,012 $3,993 $4,023
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
FIRST TRUST MLP AND ENERGY INCOME FUND(3) $0 $4,064 $4,049 $4,018 $4,065
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
|
-25-
------------------------------------------------------ -------------- -----------------------------------------------------------
INTERESTED INDEPENDENT
TRUSTEE TRUSTEES
------------------------------------------------------ -------------- -----------------------------------------------------------
James A. Richard E. Thomas R. Robert F. Niel B.
FUND Bowen Erickson Kadlec Keith Nielson
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
FIRST TRUST INTERMEDIATE DURATION PREFERRED &
INCOME FUND(3) $0 $4,300 $4,259 $4,149 $4,327
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
FIRST TRUST NEW OPPORTUNITIES MLP & ENERGY FUND(3) $0 $4,003 $3,997 $3,984 $4,003
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND(2) $0 $3,962 $3,962 $3,940 $3,984
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
TOTAL COMPENSATION FOR SERVING THE FIRST TRUST
FUND COMPLEX(4) $0 $472,625 $472,625 $462,625 $482,625
------------------------------------------------------ -------------- -------------- -------------- -------------- --------------
(1) For fiscal year ended November 30, 2020.
(2) For fiscal year ended December 31, 2020.
(3) For fiscal year ended October 31, 2020.
(4) For the calendar year ended December 31, 2020 for services to three
portfolios of First Trust Series Fund and five portfolios of First Trust
Variable Insurance Trust, open-end funds; 16 closed-end funds; and 170
series of the ETF Trusts. Compensation includes, with respect to certain
ETFs, compensation paid by the Advisor rather than by the ETF directly
pursuant to the terms of the advisory agreement between the applicable ETF
Trust and the Advisor.
|
ATTENDANCE AT ANNUAL MEETINGS OF SHAREHOLDERS
Each Fund's Board of Trustees seeks to have as many Trustees as possible
in attendance at annual meetings of shareholders. The policy of the Nominating
and Governance Committee relating to attendance by Trustees at annual meetings
of shareholders is contained in the Funds' Nominating and Governance Committee
Charter, which is available on each Fund's website located at
https://www.ftportfolios.com (go to News & Literature on the applicable Fund's
webpage). In addition, for each Fund, the attendance of the Board of Trustees at
last year's annual shareholder meeting is available on such Fund's website
located at https://www.ftportfolios.com. To find the Board of Trustees'
attendance, select your Fund under the "Closed-End Funds" tab, select the "News
& Literature" link, and go to the "Shareholder Updates and Information" heading.
AUDIT COMMITTEE REPORT
The role of the Audit Committee is to assist the Board of Trustees in its
oversight of the Funds' accounting and financial reporting process. The Audit
Committee operates pursuant to a charter (the "Charter") that was most recently
reviewed by the Board of Trustees on December 7, 2020, a copy of which is
available on each Fund's website located at https://www.ftportfolios.com (go to
News & Literature on the Fund's webpage). As set forth in the Charter,
management of the Funds has the primary responsibility for establishing and
maintaining systems for accounting, reporting, disclosure and internal controls.
The Funds' independent auditors have the primary responsibility to plan and
implement an audit, with proper consideration given to the accounting, reporting
and internal controls.
In performing its oversight function, the Audit Committee reviewed and
discussed with management and the independent auditors, Deloitte & Touche LLP,
the audited financial statements of the First Trust Mortgage Income Fund, the
First Trust MLP and Energy Income Fund, the First Trust Intermediate Duration
Preferred & Income Fund and the First Trust New Opportunities MLP & Energy Fund
for the fiscal year ended October 31, 2020 at a meeting held on December 17,
2020; the Macquarie/First Trust Global Infrastructure/Utilities Dividend &
Income Fund, the First Trust Energy Income and Growth Fund, the First Trust
-26-
Specialty Finance and Financial Opportunities Fund and the First Trust Energy
Infrastructure Fund for the fiscal year ended November 30, 2020 at a meeting
held on January 14, 2021; and the First Trust Enhanced Equity Income Fund, the
First Trust/Aberdeen Emerging Opportunity Fund, the First Trust/Aberdeen Global
Opportunity Income Fund and the First Trust Dynamic Europe Equity Income Fund
for the fiscal year ended December 31, 2020 at a meeting held on February 18,
2021, and discussed the audits of such financial statements with the independent
auditors and management.
In addition, the Audit Committee discussed with the independent auditors
the accounting principles applied by the Funds and such other matters brought to
the attention of the Audit Committee by the independent auditors as required by
the Public Company Accounting Oversight Board ("PCAOB") Auditing Standard 1301,
Communications with Audit Committees. The Audit Committee also received from the
independent auditors the written disclosures and letter required by PCAOB Ethics
and Independence Rule 3526, Communication with Audit Committees Concerning
Independence, delineating relationships between the independent auditors and the
Funds, and discussed the impact that any such relationships may have on the
objectivity and independence of the independent auditors.
The members of the Funds' Audit Committee are not full-time employees of
the Funds and are not performing the functions of auditors or accountants. As
such, it is not the duty or responsibility of the Audit Committee or its members
to conduct "field work" or other types of auditing or accounting reviews or
procedures or to set auditor independence standards. Members of the Funds' Audit
Committee necessarily rely on the information provided to them by Fund
management and the independent auditors. Accordingly, the Audit Committee's
considerations and discussions referred to above do not assure that the audit of
the Funds' financial statements has been carried out in accordance with
generally accepted auditing standards, that the financial statements are
presented in accordance with generally accepted accounting principles or that
the independent auditors are in fact "independent."
Based on its consideration of the Funds' audited financial statements and
the discussions referred to above with Fund management and Deloitte & Touche
LLP, and subject to the limitations on the responsibilities and role of the
Audit Committee as set forth in the Charter and discussed above, the Audit
Committee recommended to the Board the inclusion of each Fund's audited
financial statements in each Fund's Annual Report to Shareholders for the years
ended October 31, November 30 and December 31, 2020, respectively.
Submitted by the Audit Committee of the Funds:
Thomas R. Kadlec
Robert F. Keith
Richard E. Erickson
Niel B. Nielson
INDEPENDENT AUDITORS' FEES
Deloitte & Touche has been selected to serve as the independent auditors
for each Fund for its current fiscal year, and acted as the independent auditors
for each Fund for its most recently completed fiscal year. Deloitte & Touche has
advised the Funds that, to the best of its knowledge and belief, Deloitte &
Touche professionals did not have any direct or material indirect ownership
interest in the Funds inconsistent with independent professional standards
pertaining to independent registered public accounting firms. Representatives of
Deloitte & Touche are not expected to be present at the Meeting, but will have
the opportunity to make a statement if they desire to do so and will be
available should any matter arise requiring their presence. In reliance on Rule
32a-4 under the 1940 Act, each Fund is not seeking shareholder ratification of
the selection of Deloitte & Touche as independent auditors.
-27-
Audit Fees, Audit-Related Fees, Tax Fees and All Other Fees
During each of the last two fiscal years of the Funds, Deloitte & Touche
has billed each Fund and the Advisor for the fees set forth below. With respect
to First Trust Intermediate Duration Preferred & Income Fund, fees billed for
services to Stonebridge Advisors LLC ("Stonebridge"), such Fund's sub-advisor,
are also listed below; an affiliate of the Advisor owns a majority interest in
Stonebridge.
--------------------------------- --------------------- ------------------- ---------------------- --------------------
AUDIT-RELATED TAX ALL OTHER
AUDIT FEES(1) FEES FEES(2) FEES
--------------------------------- --------------------- ------------------- ---------------------- --------------------
FEES BILLED TO: 2019 2020 2019 2020 2019 2020 2019 2020
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
MACQUARIE/FIRST TRUST GLOBAL
INFRASTRUCTURE/ UTILITIES
DIVIDEND & INCOME FUND(3)
Fund $49,000 $49,000 $0 $0 $30,332 $17,872 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
FIRST TRUST ENERGY INCOME AND
GROWTH FUND(3)
Fund $57,000 $57,000 $0 $0 $42,044 $42,100 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
FIRST TRUST ENHANCED EQUITY
INCOME FUND(4)
Fund $38,000 $38,000 $0 $0 $5,266 $5,263 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
FIRST TRUST/ABERDEEN GLOBAL
OPPORTUNITY INCOME FUND(4)
Fund $53,000 $53,000 $0 $0 $6,026 $5,200 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
FIRST TRUST MORTGAGE INCOME
FUND(5)
Fund $45,000 $45,000 $0 $0 $19,560 $18,257 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
FIRST TRUST/ABERDEEN EMERGING
OPPORTUNITY FUND(4)
Fund $53,000 $53,000 $0 $0 $6,311 $5,725 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
FIRST TRUST SPECIALTY FINANCE
AND FINANCIAL OPPORTUNITIES
FUND(3)
Fund $42,000 $42,000 $0 $0 $5,200 $5,200 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
FIRST TRUST ENERGY
INFRASTRUCTURE FUND(3)
Fund $44,000 $44,000 $0 $0 $6,373 $6,390 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
FIRST TRUST MLP AND ENERGY
INCOME FUND(5)
Fund $57,000 $57,000 $0 $0 $42,000 $42,166 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
FIRST TRUST INTERMEDIATE
DURATION PREFERRED & INCOME
FUND(5)
Fund $28,000 $28,000 $0 $0 $5,200 $16,295 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
Sub-Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
FIRST TRUST NEW
OPPORTUNITIES MLP & ENERGY FUND(5)
Fund $57,000 $57,000 $0 $0 $42,000 $42,158 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
|
-28-
--------------------------------- --------------------- ------------------- ---------------------- --------------------
AUDIT-RELATED TAX ALL OTHER
AUDIT FEES(1) FEES FEES(2) FEES
--------------------------------- --------------------- ------------------- ---------------------- --------------------
FEES BILLED TO: 2019 2020 2019 2020 2019 2020 2019 2020
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
FIRST TRUST DYNAMIC EUROPE
EQUITY INCOME FUND(4)
Fund $39,500 $39,500 $0 $0 $18,248 $61,976 $0 $0
Advisor N/A N/A $0 $0 $0 $0 $0 $0
--------------------------------- ---------- ---------- --------- --------- ---------- ----------- ---------- ---------
(1) These fees were the aggregate fees billed for professional services for
the audit of the Fund's annual financial statements and services that are
normally provided in connection with statutory and regulatory filings or
engagements.
(2) These fees were for tax consultation or tax return preparation and
professional services rendered for PFIC (Passive Foreign Investment
Company) Identification Services.
(3) These fees were for the fiscal years ended November 30.
(4) These fees were for the fiscal years ended December 31.
(5) These fees were for the fiscal years ended October 31.
|
Non-Audit Fees
During each of the last two fiscal years of the Funds, Deloitte & Touche
has billed each Fund and the Advisor for the non-audit fees listed below for
services provided to the entities indicated. With respect to First Trust
Intermediate Duration Preferred & Income Fund, non-audit fees billed for
services provided to Stonebridge, such Fund's sub-advisor, are also listed
below; an affiliate of the Advisor owns a majority interest in Stonebridge.
AGGREGATE NON-AUDIT FEES
------------------------------------------------------------------------------ -------------------- -------------------
FEES BILLED TO: 2019 2020
------------------------------------------------------------------------------ -------------------- -------------------
MACQUARIE/FIRST TRUST GLOBAL INFRASTRUCTURE/UTILITIES DIVIDEND & INCOME FUND(1)
Fund $30,332 $17,872
Advisor $75,670(5) $23,200(6)
------------------------------------------------------------------------------ -------------------- -------------------
FIRST TRUST ENERGY INCOME AND GROWTH FUND(1)
Fund $42,044 $42,100
Advisor $75,670(5) $23,200(6)
------------------------------------------------------------------------------ -------------------- -------------------
FIRST TRUST ENHANCED EQUITY INCOME FUND(2)
Fund $5,266 $5,263
Advisor $75,670(5) $23,200(6)
------------------------------------------------------------------------------ -------------------- -------------------
FIRST TRUST/ABERDEEN GLOBAL OPPORTUNITY INCOME FUND(2)
Fund $6,026 $5,200
Advisor $75,670(5) $23,200(6)
------------------------------------------------------------------------------ -------------------- -------------------
FIRST TRUST MORTGAGE INCOME FUND(3)
Fund $19,560 $18,257
Advisor $28,500(4) $70,370(7)
------------------------------------------------------------------------------ -------------------- -------------------
FIRST TRUST/ABERDEEN EMERGING OPPORTUNITY FUND(2)
Fund $6,311 $5,725
Advisor $75,670(5) $23,200(6)
------------------------------------------------------------------------------ -------------------- -------------------
FIRST TRUST SPECIALTY FINANCE AND FINANCIAL OPPORTUNITIES FUND(1)
Fund $5,200 $5,200
Advisor $75,670(5) $23,200(6)
------------------------------------------------------------------------------ -------------------- -------------------
FIRST TRUST ENERGY INFRASTRUCTURE FUND(1)
Fund $6,373 $6,390
Advisor $75,670(5) $23,200(6)
------------------------------------------------------------------------------ -------------------- -------------------
FIRST TRUST MLP AND ENERGY INCOME FUND(3)
Fund $42,000 $42,166
Advisor $28,500(4) $70,370(7)
------------------------------------------------------------------------------ -------------------- -------------------
|
-29-
------------------------------------------------------------------------------ -------------------- -------------------
FEES BILLED TO: 2019 2020
------------------------------------------------------------------------------ -------------------- -------------------
FIRST TRUST INTERMEDIATE DURATION PREFERRED & INCOME FUND(3)
Fund $5,200 $16,295
Advisor $28,500(4) $70,370(7)
Sub-Advisor $18,500(4) $18,000(8)
------------------------------------------------------------------------------ -------------------- -------------------
FIRST TRUST NEW OPPORTUNITIES MLP & ENERGY FUND(3)
Fund $42,000 $42,158
Advisor $28,500(4) $70,370(7)
------------------------------------------------------------------------------ -------------------- -------------------
FIRST TRUST DYNAMIC EUROPE EQUITY INCOME FUND(2)
Fund $18,248 $61,976
Advisor $75,670(5) $23,200(6)
------------------------------------------------------------------------------ -------------------- -------------------
(1) These fees were for the fiscal years ended November 30.
(2) These fees were for the fiscal years ended December 31.
(3) These fees were for the fiscal years ended October 31.
(4) These fees relate to 2018 federal and state tax matters and professional
services rendered for an Illinois Private Letter Ruling and First Trust
Portfolios L.P. income review.
(5) These fees relate to 2018 federal and state tax matters, professional
services rendered for an Illinois Private Letter Ruling and First Trust
Portfolios L.P. income review, and professional fees related to the First
Trust Security Assessment Project.
(6) These fees relate to 2019 federal and state tax matters and consulting
fees.
(7) These fees relate to 2018 and 2019 federal and state tax matters and
professional fees related to the First Trust Security Assessment Project.
(8) These fees relate to 2018 and 2019 federal and state tax matters and
consulting fees.
|
Pre-Approval
Pursuant to its Charter and its Audit and Non-Audit Services Pre-Approval
Policy, the Audit Committee of each Fund is responsible for the pre-approval of
all audit services and permitted non-audit services (including the fees and
terms thereof) to be performed for each Fund by its independent auditors. The
Chairman of the Audit Committee is authorized to give such pre-approvals on
behalf of the Audit Committee up to $25,000 and report any such pre-approval to
the full Audit Committee.
The Audit Committee is also responsible for the pre-approval of the
independent auditors' engagements for non-audit services with the Advisor and
any entity controlling, controlled by or under common control with the Advisor
that provides ongoing services to the respective Fund, if the engagement relates
directly to the operations and financial reporting of the Funds, subject to the
de minimis exceptions for non-audit services described in Rule 2-01 of
Regulation S-X. If the independent auditors have provided non-audit services to
the Advisor or any entity controlling, controlled by or under common control
with the Advisor that provides ongoing services to the respective Fund that were
not pre-approved pursuant to its policies, the Audit Committee will consider
whether the provision of such non-audit services is compatible with the
auditors' independence.
None of the Audit Fees, Audit-Related Fees, Tax Fees, or All Other Fees,
if any, or the Aggregate Non-Audit Fees disclosed above that were required to be
pre-approved by the Audit Committee pursuant to its Pre-Approval Policy were
pre-approved by the Audit Committee pursuant to the pre-approval exceptions
included in Regulation S-X.
Because the Audit Committee has not been informed of any such services,
the Audit Committee of each Fund has not considered whether the provision of
non-audit services that were rendered to the Advisor and any entity controlling,
controlled by, or under common control with the Advisor that provides ongoing
services to the respective Fund that were not pre-approved pursuant to paragraph
(c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the
principal accountant's independence.
-30-
ADDITIONAL INFORMATION
SHAREHOLDER PROPOSALS
Shareholder Proposals for Inclusion in a Fund's Proxy Statement. To be
considered for presentation at the 2022 annual meeting of shareholders of a Fund
and included in the Fund's proxy statement relating to such meeting, a
shareholder proposal must be submitted pursuant to Rule 14a-8 under the 1934 Act
("Rule 14a-8") and must be received at the principal executive offices of the
applicable Fund not later than November 22, 2021. However, timely submission of
a proposal does not mean that such proposal will be included in a Fund's proxy
statement.
Other Shareholder Proposals. In addition to any requirements under
applicable law (including without limitation the proxy rules under the 1934 Act)
and the applicable Declaration of Trust, under the Funds' By-Laws, any proposal
to elect any person nominated by a shareholder for election as Trustee and any
other proposal by a shareholder may only be brought before an annual meeting of
a Fund if, among other requirements, the proposing shareholder would be entitled
to vote on the proposal and timely written notice (the "Shareholder Notice") is
provided to the Secretary of the Fund. In accordance with the advance notice
provisions included in the Funds' By-Laws, unless a greater or lesser period is
required under applicable law, to be timely, the Shareholder Notice must be
delivered to or mailed and received at the applicable Fund's principal executive
offices, Attn: W. Scott Jardine, Secretary, not less than one hundred and five
(105) days nor more than one hundred and twenty (120) days prior to the first
anniversary date of the date the Fund's proxy statement was released to
shareholders for the preceding year's annual meeting. However, if and only if an
annual meeting is not scheduled to be held within a period that commences thirty
(30) days before the first anniversary date of the annual meeting for the
preceding year and ends thirty (30) days after such anniversary date (an annual
meeting date outside such period being referred to herein as an "Other Annual
Meeting Date"), such Shareholder Notice must be given as described above not
more than one hundred and twenty (120) days prior to such Other Annual Meeting
Date and not less than the close of business on the later of (i) the date one
hundred and five (105) days prior to such Other Annual Meeting Date or (ii) the
tenth (10th) business day following the date such Other Annual Meeting Date is
first publicly announced or disclosed.
In order for a shareholder to properly propose a nominee for election to
the Board of Trustees of a Fund or to propose business outside of Rule 14a-8, in
addition to complying with the advance notice provisions (described in the
preceding paragraph), the shareholder must also comply with all other relevant
provisions set forth in the By-Laws. Copies of the By-Laws can be found in the
Current Report on Form 8-K filed by each Fund with the SEC on October 20, 2020,
which is available at www.sec.gov, and may also be obtained by writing to the
Secretary of the applicable Fund at such Fund's principal executive offices. ANY
SHAREHOLDER OF A FUND CONSIDERING MAKING A NOMINATION OR SUBMITTING ANY OTHER
PROPOSAL SHOULD CAREFULLY REVIEW THE BY-LAWS.
In addition, the By-Laws provide that, unless required by applicable law,
no matter shall be considered at or brought before any annual or special meeting
unless such matter has been deemed a proper matter for shareholder action by at
least sixty-six and two-thirds percent (66-2/3%) of the Trustees. Timely
submission of a proposal does not mean that such proposal will be brought before
the meeting.
CONTROL SHARE ACQUISITIONS
The By-Laws include provisions (referred to as the "Control Share
Provisions") pursuant to which, in summary, a shareholder who obtains beneficial
ownership of a Fund's Shares in a "Control Share Acquisition" (as defined below)
-31-
may exercise voting rights with respect to such Shares only to the extent the
authorization of such voting rights is approved by other shareholders of the
Fund. Subject to various exceptions and conditions, the By-Laws define a
"Control Share Acquisition" generally to include an acquisition of Shares that,
but for the Control Share Provisions, would give the beneficial owner upon the
acquisition of such Shares the ability to exercise voting power in the election
of Trustees of a Fund in any of the following ranges: (i) one-tenth or more, but
less than one-fifth of all voting power; (ii) one-fifth or more, but less than
one-third of all voting power; (iii) one-third or more, but less than a majority
of all voting power; or (iv) a majority or more of all voting power. Share
acquisitions that occurred prior to October 19, 2020 (the adoption date of the
By-Laws) are excluded from the definition of Control Share Acquisition. However,
such Shares are included in assessing whether any subsequent acquisition of
Shares exceeds the above thresholds. Subject to various conditions and
procedural requirements set forth in the Control Share Provisions, including the
delivery of a "Control Share Acquisition Statement" to the applicable Fund
setting forth certain required information, a shareholder who obtains or
proposes to obtain beneficial ownership of Shares in a Control Share Acquisition
may demand a special meeting of shareholders of the Fund for the purpose of
considering whether to approve the authorization of voting rights of such
shareholder with respect to such Shares. THE FOREGOING DESCRIPTION OF THE
CONTROL SHARE PROVISIONS IS NOT COMPLETE, AND A SHAREHOLDER SEEKING TO ACQUIRE
SHARES OF A FUND IN A CONTROL SHARE ACQUISITION SHOULD CAREFULLY REVIEW THE
BY-LAWS (COPIES OF WHICH ARE AVAILABLE AS INDICATED ABOVE).
SHAREHOLDER COMMUNICATIONS
Shareholders of a Fund who want to communicate with the Board of Trustees
or any individual Trustee should write the Fund to the attention of the Fund
Secretary, W. Scott Jardine. The letter should indicate that you are a Fund
shareholder. If the communication is intended for a specific Trustee and so
indicates, it will be sent only to that Trustee. If a communication does not
indicate a specific Trustee, it will be sent to the Chairman of the Nominating
and Governance Committee of the Board of Trustees and the independent legal
counsel to the Independent Trustees for further distribution as deemed
appropriate by such persons.
INVESTMENT ADVISOR, SUB-ADVISORS, ADMINISTRATORS AND TRANSFER AGENTS
First Trust Advisors L.P., 120 East Liberty Drive, Suite 400, Wheaton,
Illinois 60187, serves as each Fund's investment advisor. First Trust Advisors
is also responsible for providing certain clerical, bookkeeping and other
administrative services to each Fund and also provides fund reporting services
to each Fund for a flat annual fee. Delaware Investments Fund Advisers, 100
Independence, 610 Market Street, Philadelphia, Pennsylvania 19106-2354 serves as
the investment sub-advisor to Macquarie/First Trust Global
Infrastructure/Utilities Dividend & Income Fund. Energy Income Partners, LLC, 10
Wright Street, Westport, Connecticut 06880, serves as the investment sub-advisor
to First Trust Energy Income and Growth Fund, First Trust Energy Infrastructure
Fund, First Trust MLP and Energy Income Fund and First Trust New Opportunities
MLP & Energy Fund. An affiliate of the Advisor owns an interest in Energy Income
Partners, LLC. Chartwell Investment Partners, LLC, 1205 Westlakes Drive, Suite
100, Berwyn, Pennsylvania 19312, serves as the investment sub-advisor to First
Trust Enhanced Equity Income Fund. Aberdeen Standard Investments Inc., 1900
Market Street, Suite 200, Philadelphia, Pennsylvania 19103, serves as the
investment sub-advisor to First Trust/Aberdeen Global Opportunity Income Fund
and First Trust/Aberdeen Emerging Opportunity Fund. Confluence Investment
Management LLC, 20 Allen Avenue, Suite 300, St. Louis, Missouri 63119, serves as
the investment sub-advisor to First Trust Specialty Finance and Financial
Opportunities Fund. Stonebridge Advisors LLC, 10 Westport Road, Suite C101,
Wilton, Connecticut 06897, serves as the investment sub-advisor to First Trust
-32-
Intermediate Duration Preferred & Income Fund. An affiliate of the Advisor owns
a majority interest in Stonebridge Advisors LLC. Janus Capital Management LLC,
151 Detroit Street, Denver, Colorado 80206, serves as the investment sub-advisor
to First Trust Dynamic Europe Equity Income Fund.
The Bank of New York Mellon, 240 Greenwich Street, New York, New York
10286, acts as the administrator, fund accountant and custodian, and BNY Mellon
Investment Servicing (US) Inc., 301 Bellevue Parkway, Wilmington, Delaware
19809, acts as the transfer agent, to each Fund except for First Trust
Intermediate Duration Preferred & Income Fund and First Trust Dynamic Europe
Equity Income Fund. Brown Brothers Harriman & Co., 50 Post Office Square,
Boston, Massachusetts 02110, acts as the administrator, fund accountant and
custodian, and Computershare, Inc., P.O. Box 505000, Louisville, Kentucky
40233-5000, acts as the transfer agent, to First Trust Intermediate Duration
Preferred & Income Fund and First Trust Dynamic Europe Equity Income Fund.
SECTION 30(h) AND SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
Section 30(h) of the 1940 Act and Section 16(a) of the 1934 Act require
the Funds' Trustees, the Funds' officers subject to such provisions, certain
persons affiliated with First Trust Advisors and any sub-advisor, and persons
who beneficially own more than 10% of a Fund's Shares to file reports of
ownership and changes of ownership with the SEC. Based upon a review of certain
related forms filed with the SEC and certain written representations, each Fund
believes that during the fiscal years ended October 31, 2020, November 30, 2020
and December 31, 2020, as applicable, all such filing requirements applicable to
such persons were met.
FISCAL YEAR
The fiscal year end for First Trust Mortgage Income Fund, First Trust MLP
and Energy Income Fund, First Trust Intermediate Duration Preferred & Income
Fund and First Trust New Opportunities MLP & Energy Fund is October 31. The
fiscal year end for Macquarie/First Trust Global Infrastructure/Utilities
Dividend & Income Fund, First Trust Energy Income and Growth Fund, First Trust
Specialty Finance and Financial Opportunities Fund and First Trust Energy
Infrastructure Fund is November 30. The fiscal year end for First Trust Enhanced
Equity Income Fund, First Trust/Aberdeen Global Opportunity Income Fund, First
Trust/Aberdeen Emerging Opportunity Fund and First Trust Dynamic Europe Equity
Income Fund is December 31.
DELIVERY OF CERTAIN DOCUMENTS
Annual reports will be sent to shareholders of record of each Fund
following the Fund's fiscal year end. Each Fund will furnish, without charge, a
copy of its annual report and/or semi-annual report as available upon request.
Such written or oral requests should be made by writing to the Advisor at 120
East Liberty Drive, Suite 400, Wheaton, Illinois 60187 or by calling toll-free
(800) 988-5891.
Please note that only one annual or semi-annual report or proxy statement
may be delivered to two or more shareholders of a Fund who share an address,
unless the Fund has received instructions to the contrary. To request a separate
copy of an annual or semi-annual report or proxy statement, or for instructions
as to how to request a separate copy of such documents or as to how to request a
single copy if multiple copies of such documents are received, shareholders
should contact the Advisor at the address and phone number set forth above.
Pursuant to a request, a separate copy will be delivered promptly.
-33-
STANDSTILL AGREEMENT RELATING TO CERTAIN FIRST TRUST CLOSED-END FUNDS
On December 2, 2020, First Trust/Aberdeen Global Opportunity Income Fund
("FAM") and the Advisor entered into a standstill agreement (the "Standstill
Agreement") with Karpus Management, Inc. (doing business as Karpus Investment
Management) and various present or future persons, entities, funds or accounts
it manages, provides investment management or advisory services or controls
(collectively "Karpus"). Under the Standstill Agreement, Karpus agreed, among
other things, as to certain voting-related matters and standstill covenants with
respect to FAM and several other closed-end funds advised by the Advisor
(including First Trust Mortgage Income Fund and First Trust Intermediate
Duration Preferred & Income Fund, but not any of the other Funds included in
this Joint Proxy Statement) until the earlier of (i) December 2, 2023 or (ii)
such other date as the parties to such agreement may agree in writing.
OTHER MATTERS TO COME BEFORE THE MEETING
No business other than the proposal to elect Dr. Erickson and Mr. Kadlec
as the Class II Trustees of each Fund, as described above, is expected to come
before the Meeting, but should any other matter requiring a vote of shareholders
arise, including any question as to an adjournment of the Meeting, the persons
named on the enclosed proxy card will vote thereon according to their best
judgment in the interests of the Funds.
March 17, 2021
IT IS IMPORTANT THAT PROXIES BE RETURNED PROMPTLY. SHAREHOLDERS ARE THEREFORE
URGED TO COMPLETE, SIGN, DATE AND RETURN THE PROXY CARD AS SOON AS POSSIBLE IN
THE ENCLOSED POSTAGE-PAID ENVELOPE.
-34-
SCHEDULE 1
NUMBER OF BOARD AND COMMITTEE MEETINGS
HELD DURING EACH FUND'S LAST FISCAL YEAR
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
EXECUTIVE
COMMITTEE/ NOMINATING
DIVIDEND AND
AUDIT AND PRICING GOVERNANCE VALUATION
BOARD COMMITTEE COMMITTEE COMMITTEE COMMITTEE
FUND MEETINGS MEETINGS MEETINGS MEETINGS MEETINGS
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
MACQUARIE/FIRST TRUST 11 9 3 6 4
GLOBAL INFRASTRUCTURE/
UTILITIES DIVIDEND &
INCOME FUND(1)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
FIRST TRUST ENERGY INCOME 11 9 3 6 4
AND GROWTH FUND(1)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
FIRST TRUST ENHANCED 11 10 3 6 4
EQUITY INCOME FUND(2)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
FIRST TRUST/ABERDEEN 13 11 8 6 4
GLOBAL OPPORTUNITY INCOME
FUND(2)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
FIRST TRUST MORTGAGE 10 10 10 6 4
INCOME FUND(3)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
FIRST TRUST/ABERDEEN 11 10 3 6 4
EMERGING OPPORTUNITY
FUND(2)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
FIRST TRUST SPECIALTY 11 9 3 6 4
FINANCE AND FINANCIAL
OPPORTUNITIES FUND(1)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
FIRST TRUST ENERGY 11 9 9 6 4
INFRASTRUCTURE FUND(1)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
FIRST TRUST MLP AND 10 10 3 6 4
ENERGY INCOME FUND(3)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
FIRST TRUST INTERMEDIATE 10 10 10 6 4
DURATION PREFERRED &
INCOME FUND(3)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
FIRST TRUST NEW 10 10 3 6 4
OPPORTUNITIES MLP &
ENERGY FUND(3)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
FIRST TRUST DYNAMIC 11 10 8 6 4
EUROPE EQUITY INCOME
FUND(2)
-------------------------------- ----------------- ----------------- ----------------- ----------------- -----------------
(1) For fiscal year ended November 30, 2020.
(2) For fiscal year ended December 31, 2020.
(3) For fiscal year ended October 31, 2020.
|
[BLANK BACK COVER]
FORM OF PROXY CARD
EVERY SHAREHOLDER'S VOTE IS IMPORTANT
EASY VOTING OPTIONS:
VOTE BY MAIL
Vote, sign and date this Proxy
Card and return in the
postage-paid envelope
VOTE IN PERSON
Attend Shareholder Meeting
scheduled to be held at
120 E. Liberty Drive, Suite 400
Wheaton, Illinois 60187
on April 26, 2021
Please detach at perforation before mailing.
PROXY
[NAME OF FUND]
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON APRIL 26, 2021
PROXY SOLICITED BY THE BOARD OF TRUSTEES
The undersigned holder of shares of the [NAME OF FUND], a Massachusetts business
trust, hereby appoints W. Scott Jardine, Kristi A. Maher, James M. Dykas, Donald
P. Swade and Erin E. Klassman as attorneys and proxies for the undersigned, with
full powers of substitution and revocation, to represent the undersigned and to
vote on behalf of the undersigned all shares of the Fund that the undersigned is
entitled to vote at the Annual Meeting of Shareholders of the Fund (the
"Meeting") that is scheduled to be held at the Wheaton, Illinois offices of
First Trust Advisors L.P., 120 E. Liberty Drive, Suite 400, Wheaton, Illinois
60187, at 12:00 Noon Central Time on the date indicated above, and any
adjournments or postponements thereof.
The undersigned hereby acknowledges receipt of the Notice of Joint Annual
Meetings of Shareholders and Joint Proxy Statement, each dated March 17, 2021,
and hereby instructs said attorneys and proxies to vote said shares as indicated
hereon. In their discretion, the proxies are authorized to vote upon such other
business as may properly come before the Meeting and any adjournments or
postponements thereof (including, but not limited to, any questions as to
adjournments of the Meeting). A majority of the proxies present and acting at
the Meeting in person or by substitute (or, if only one shall be so present,
then that one) shall have and may exercise all of the power and authority of
said proxies hereunder. The undersigned hereby revokes any proxy previously
given. This proxy, if properly executed, will be voted in the manner directed by
the undersigned shareholder. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
FOR THE ELECTION OF THE NOMINEES SET FORTH.
----------------------- -------------------
----------------------- -------------------
XXX_XXXXX_XXX
|
XXXXXXXXXXXXXX
EVERY SHAREHOLDER'S VOTE IS IMPORTANT
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE
ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON APRIL 26, 2021
THE JOINT PROXY STATEMENT AND PROXY CARD FOR THIS MEETING ARE AVAILABLE AT:
https://www.proxy-direct.com/fir-31901
Please detach at perforation before mailing.
THIS PROXY WILL BE VOTED AS DIRECTED, OR IF NO DIRECTION IS INDICATED, WILL BE
VOTED "FOR" THE ELECTION OF THE NOMINEES SET FORTH.
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS
EXAMPLE: [X]
A PROPOSAL
1. Election of two Class II Trustees.
The Board of Trustees recommends that you vote FOR the election of the
two Class II Nominees for a three-year term.
FOR WITHHOLD
01. Richard E. Erickson [ ] [ ]
02. Thomas R. Kadlec [ ] [ ]
B AUTHORIZED SIGNATURES -- THIS SECTION MUST BE COMPLETED FOR YOUR VOTE TO BE
COUNTED. -- SIGN AND DATE BELOW
NOTE: Please sign exactly as your name(s) appear(s) on this Proxy Card,
and date it. When shares are held jointly, each holder should sign.
When signing as attorney, executor, guardian, administrator, trustee,
officer of corporation or other entity or in another representative
capacity, please give the full title under the signature.
DATE (mm/dd/yyyy)-- SIGNATURE 1--Please keep SIGNATURE 2--Please keep
Please print date below signature within the box signature within the box
----------------------- ------------------------ ------------------------
/ /
----------------------- ------------------------ ------------------------
|
Scanner bar code
xxxxxxxxxxxxxx ___ 31901 xxxxxxxx
First Trust New Opportun... (NYSE:FPL)
Historical Stock Chart
From Mar 2024 to Apr 2024
First Trust New Opportun... (NYSE:FPL)
Historical Stock Chart
From Apr 2023 to Apr 2024
