Filed by the
Registrant ☒ Filed by a Party other than the
Registrant ☐
JOINT PROXY STATEMENT
FOR
JOINT ANNUAL MEETING OF SHAREHOLDERS
To be Held August 7, 2020
INTRODUCTION
This Joint Proxy Statement is being furnished in connection with the solicitation of proxies by the Boards of Trustees (the
Board) of each fund listed above (each a Fund and together the Funds). The proxies are to be voted at a Joint Annual Meeting of Shareholders of the Funds, and all adjournments thereof (the
Meeting), to be held online via live webcast on August 7, 2020, at 2:00 p.m. Central Daylight Time. The Meeting will be an annual meeting for each Fund. The approximate mailing date of this Joint Proxy Statement and
accompanying proxy cards is on or about June 25, 2020.
Participating in the Meeting are holders of common shares of
beneficial interest (the Common Shares) and, where applicable, the holders of preferred shares of beneficial interest (the Preferred Shares) of each Fund as set forth in Annex A to this
Joint Proxy Statement. The Common Shares and the Preferred Shares of the Funds are sometimes referred to herein collectively as the Shares. The Board has fixed May 11, 2020 as the record date (the Record
Date) for the determination of holders of Shares of each Fund entitled to vote at the Meeting.
The Common Shares
of each of the Funds are listed on the New York Stock Exchange (the NYSE). The NYSE ticker symbol of each Fund and the amount of Common Shares and Preferred Shares outstanding as of the Record Date are shown in
Annex A to this Joint Proxy Statement. Each Fund is a closed-end fund organized as a Delaware statutory trust.
The Meeting is scheduled as a joint meeting because the shareholders of the Funds are expected to consider and vote on similar
matters. In the event that a shareholder of any Fund present at the Meeting objects to the holding of a joint meeting and moves for an
adjournment of the meeting of such Fund to a time immediately after the Meeting so that such Funds meeting may be held separately, the persons named as proxies will vote in favor of
the adjournment.
If you have any questions about the information set forth in this Joint Proxy Statement, please
contact us at the 24-hour Automated Investor Line at 1-800-341-2929, Option 1 or
visit our website at www.invesco.com/us.
Important Notice Regarding the Availability of Proxy Materials for the Meeting
This Joint Proxy Statement and a copy of the proxy cards (together, the Proxy Materials) are available at
https://www.proxy-direct.com/inv-31339. The Proxy Materials will be available on the internet through the day of the Meeting.
Each Fund will furnish, without charge, a copy of its most recent annual report (and the most recent semiannual report
succeeding the annual report, if any) to any shareholder upon request. Any such request should be directed to the Secretary of the respective Fund by calling 1-800-341-2929, or by writing to the Secretary of the respective Fund at 11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173.
Only one copy of this proxy statement will be delivered to multiple shareholders sharing an address unless we have received
contrary instructions from one or more of the shareholders. Upon request, we will deliver a separate copy of this proxy statement to a shareholder at a shared address to which a single copy of this proxy statement was delivered. Any shareholder who
wishes to receive a separate proxy statement should contact their Fund at 1-866-436-0784.
The Proposal
The
following table summarizes the proposal concerning trustee elections to be presented at the Meeting and the shareholders entitled to vote (the Proposal). The Board unanimously approved the Proposal and recommends that shareholders
vote in favor of the Proposal.
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Funds
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Trustee Nominees for Election
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Shareholders Entitled to Vote
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Proposal 1(a)
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VGM, VTA, VTN, VKQ, VMO, VVR, VKI, VCV, VPV, IQI, IIM and OIA
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Beth Ann Brown
Anthony J. LaCava, Jr.
Joel W. Motley
Teresa M. Ressel
Christopher L. Wilson
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Common Shareholders and
Preferred Shareholders,
voting together
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Proposal 1(b)
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VGM, VTA, VTN, VKQ, VMO, VVR, VKI, VCV, VPV, IQI, IIM and OIA
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David C. Arch
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Preferred Shareholders,
voting separately
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Proposal 1(c)
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VBF, VLT, IHIT and IHTA
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David C. Arch
Beth Ann Brown
Anthony J. LaCava, Jr.
Joel W.
Motley
Teresa M. Ressel
Christopher L. Wilson
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Common Shareholders
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2
Voting at the Meeting
Shareholders of a Fund on the Record Date are entitled to one vote per Share, and a proportional vote for each fractional
Share, with respect to the Proposal, with no Share having cumulative voting rights. The voting requirement for the Proposal is described below. A majority of the outstanding Shares of a Fund entitled to vote at the Meeting must be present at the
Meeting or represented by proxy to have a quorum for such Fund to conduct business at the Meeting.
Due to the coronavirus
outbreak (COVID-19) and to support the health and well-being of the Funds shareholders, employees, and community, the Meeting this year will be conducted exclusively online via live webcast. Shareholders
may attend the Meeting online by visiting http://www.meetingcenter.io/220918472. To participate in the Meeting, shareholders will need to follow the instructions included herein. The password for the Meeting is ICEF2020. The Meeting
will begin promptly at 2:00 p.m. Central Daylight Time. The Funds encourage you to access the Meeting prior to the start time leaving ample time for the check in. If you experience technical difficulties prior to or during the Meeting, you may call 1-800-341-2929 for technical assistance. All shareholders will be required to enter their individual control number in order to enter
the Meeting. Only shareholders of the Funds will be able to participate in the Meeting.
Please follow the instructions on
your proxy card. If you are a registered shareholder (i.e., you hold your Shares through the Funds transfer agent, Computershare Trust Company, N.A. (Computershare)), you do not need to register to attend the Meeting
virtually online via live webcast. Your individual control number, which is required to enter the Meeting, is included on your proxy card(s) accompanying this Proxy Statement.
If you hold your shares through an intermediary, such as a bank, broker or other custodian (i.e., in street
name), you must register in advance to access your individual control number in order to attend the Meeting virtually online via live webcast using the instructions below. To register and receive your individual control number to attend
the Meeting online, you must submit proof of your proxy power (legal proxy) reflecting your holdings in the Fund(s) along with your name and email address to Computershare in accordance with the directions below. Requests for
registration must be labeled as Legal Proxy and be received no later than August 3, 2020. You will receive a confirmation of your registration and your individual control number by email after Computershare receives your
registration information. Requests for registration for the Meeting should be directed to Computershare as follows:
By
email:
Forward the email from your broker, or attach an image of your legal proxy, to
Shareholdermeetings@computershare.com
By mail:
Computershare Fund Services
Shareholder Meeting/Legal Proxy
P.O. Box 43001
Providence, RI 02940-3001
3
You may contact the Funds at 1-800-341-2929, Option 2 to obtain information about attending the Meeting virtually.
The Funds do not know of any business other than the Proposal that will, or is proposed to be, presented for consideration at
the Meeting. If any other matters are properly presented, the persons named on the enclosed proxy cards shall vote proxies in accordance with their best judgment.
Required Vote
With respect to Proposal 1(a), holders of Common Shares and holders of Preferred Shares of each applicable Fund will vote
together as a single class for the respective Nominees. The affirmative vote of a majority of the outstanding Shares of each such Fund present at the Meeting or represented by proxy and entitled to vote is required to elect each Nominee for Trustee
of such Fund designated to be elected by the holders of the Common Shares and the holders of Preferred Shares of such Fund, voting together as a single class.
With respect to Proposal 1(b), holders of Preferred Shares of each applicable Fund will vote as a separate class for the
Nominee. The affirmative vote of a majority of the outstanding Preferred Shares of each such Fund present at the Meeting or represented by proxy and entitled to vote is required to elect the Nominee for Trustee of such Fund designated to be elected
by the holders of Preferred Shares of such Fund, voting as a separate class.
With respect to Proposal 1(c), holders of
Common Shares of each applicable Fund will vote for the respective Nominees. The affirmative vote of a majority of the outstanding Common Shares of each such Fund present at the Meeting or represented by proxy and entitled to vote is required to
elect each Nominee for Trustee of such Fund designated to be elected by the holders of the Common Shares of such Fund.
All
Shares represented by properly executed proxies received prior to the Meeting will be voted at the Meeting in accordance with the instructions marked thereon. Proxies on which no vote is indicated will be voted FOR each Nominee as to
which they are entitled to be voted. Proxies marked WITHHOLD for a Nominee, which is the equivalent of an abstention, will not be voted FOR the Nominee, but will be counted for purposes of determining whether a quorum is
present, and will therefore have the same effect as a vote against the Nominee.
An unfavorable vote for a Nominee by the
shareholders of one Fund will not affect the election of the Nominee by another Fund if the Nominee is elected by the shareholders of the other Fund. An unfavorable vote for a Nominee by the shareholders of a Fund will not affect such Funds
election of Nominees that receive a favorable vote. There is no cumulative voting with respect to the election of Trustees or any other matter.
Broker Non-Votes
Broker non-votes arise when shares are held by brokers or nominees, typically in
street name, and (i) instructions have not been received from the beneficial owners or persons entitled to vote and (ii) the broker or nominee does not have discretionary voting power on a
4
particular matter. Under the rules of the NYSE, brokers may vote in their discretion on the election of trustees of a closed-end fund. Accordingly, because
there are no non-discretionary items to be voted on at the Meeting, the Funds do not anticipate receiving any broker non-votes.
Under the rules of the NYSE, beneficial owners who do not provide proxy instructions or who do not return a proxy card may have
their Shares voted by their brokers in favor of the Proposal. Broker-dealers and other financial intermediaries who are not members of the NYSE may be subject to other rules, which may or may not permit them to vote your shares without instruction.
We urge you to provide instructions to your broker or nominee to ensure that your votes may be counted.
Revoking a Proxy
Shareholders who execute proxies may revoke them at any time before they are voted by filing a written notice of revocation
before the Meeting with the respective Fund, by delivering a duly executed proxy bearing a later date, by attending the Meeting and voting virtually via online webcast, by filing a revocation using any electronic, telephonic, computerized or other
alternative means, or by written notice of the death or incapacity of the maker of the proxy received by the Fund prior to the Meeting. Shareholders who wish to vote at the Meeting and who hold their shares in street name through a
brokerage or similar account should obtain a legal proxy from their broker in order to vote at the Meeting and follow the instructions detailed above.
Adjourning the Meeting
With respect to each Fund, the vote of the holders of one-third of the Shares cast, or
the chair of the Meeting in his or her discretion, will have the power to adjourn the Meeting with regard to a particular proposal scheduled to be voted on at the Meeting or to adjourn the Meeting entirely from time to time without notice.
Provided a quorum is present, any business may be transacted at such adjourned meeting that might have been transacted at the
Meeting as originally notified. A meeting may be adjourned from time to time without further notice to shareholders to a date not more than 120 days after the original meeting date for such meeting. In voting for the adjournment, the persons
named as proxies may vote their proxies in favor of one or more adjournments of the Meeting, or the chair of the Meeting may call an adjournment, provided such persons determine that such adjournment is reasonable and in the best interests of
shareholders and the Funds, based on a consideration of such factors as they may deem relevant.
THE BOARD OF EACH FUND
UNANIMOUSLY RECOMMENDS THAT YOU CAST YOUR VOTE FOR ALL OF THE NOMINEES IN THE PROPOSAL.
5
Investment Adviser of the Funds
The investment adviser for each Fund is Invesco Advisers, Inc. (the Adviser). The Adviser is a wholly owned
subsidiary of Invesco Ltd. The Adviser is located at 1555 Peachtree Street, N.E., Atlanta, Georgia 30309. The Adviser, as successor in interest to multiple investment advisers, has been an investment adviser since 1976.
Sub-Advisers of the Funds
The Adviser has entered into a sub-advisory agreement with certain affiliates to serve
as sub-advisers to each Fund (except IHIT and IHTA), pursuant to which these affiliated sub-advisers may be appointed by the Adviser from time to time to provide
discretionary investment management services, investment advice, and/or order execution services to the Funds. The affiliated sub-advisers, each of which is a registered investment adviser under the Investment
Advisers Act of 1940 are Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc., and Invesco Canada Ltd. (each a
Sub-Adviser and collectively, the Sub-Advisers). Each Sub-Adviser is an indirect wholly
owned subsidiary of Invesco Ltd.
Other Service Providers of the Funds
Administration Services
Each Fund has entered into a master administrative services agreement with the Adviser, pursuant to which the Adviser performs
or arranges for the provision of accounting and other administrative services to each Fund which are not required to be performed by the Adviser under its investment advisory agreement with each Fund. Pursuant to a subcontract for administrative
services with the Adviser, State Street Bank and Trust Company performs certain administrative functions for the Funds. State Street Bank and Trust Company is located at 225 Franklin Street, Boston, Massachusetts 02110-2801. Invesco Senior Income
Trust has also entered into an additional administration agreement with the Adviser. Each Fund has also entered into a support services agreement with Invesco Investment Services, Inc. The principal business address of Invesco Investment Services,
Inc. is 11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173.
Custodian and Transfer Agent
The custodian for each Fund is State Street Bank and Trust Company, located at 225 Franklin Street, Boston, Massachusetts
02110-2801. The transfer agent for each Fund is Computershare Trust Company, N.A., located at 150 Royall Street, Canton, MA 02021.
6
THE PROPOSAL:
ELECTION OF TRUSTEES
With respect to each of Invesco Bond Fund, Invesco High Income 2023 Target Term Fund, Invesco High Income 2024 Target Term
Fund, and Invesco High Income Trust II, holders of Common Shares will vote with respect to the election of David C. Arch, Beth Ann Brown, Anthony J. LaCava, Jr., Joel W. Motley, Teresa M. Ressel and Christopher L. Wilson.
With respect to each of Invesco Advantage Municipal Income Trust II, Invesco California Value Municipal Income Trust, Invesco
Dynamic Credit Opportunities Fund, Invesco Municipal Opportunity Trust, Invesco Municipal Trust, Invesco Pennsylvania Value Municipal Income Trust, Invesco Quality Municipal Income Trust, Invesco Senior Income Trust, Invesco Trust for Investment
Grade Municipals, Invesco Trust for Investment Grade New York Municipals, Invesco Value Municipal Income Trust and Invesco Municipal Income Opportunities Trust, holders of Preferred Shares, voting as a separate class, will vote with respect to the
election of David C. Arch. Holders of Common Shares and holders of Preferred Shares of each of these Funds will vote together with respect to the election of Beth Ann Brown, Anthony J. LaCava, Jr., Joel W. Motley, Teresa M. Ressel and Christopher L.
Wilson.
All Nominees have consented to being named in this Joint Proxy Statement and have agreed to serve if elected.
If elected, each Trustee will serve until the later of such Funds Annual Meeting of Shareholders in 2023 or until his or
her successor has been duly elected and qualified. As in the past, only one class of Trustees is being submitted to shareholders of each Fund for election at the Meeting. Each Funds Amended and Restated Agreement and Declaration of Trust
(each, a Declaration of Trust) provides that the Board shall be divided into three classes. For each Fund, only one class of Trustees is elected at each annual meeting, so that the regular term of only one class of Trustees will
expire annually and any particular Trustee stands for election only once in each three-year period. The foregoing is subject to the provisions of the Investment Company Act of 1940, as amended (the 1940 Act), applicable Delaware
state law, each Funds Declaration of Trust and each Funds Bylaws.
In the case of any vacancy on the Board,
each Funds Declaration of Trust provides that the remaining Trustees may fill such vacancy by appointing a replacement to serve for the remainder of the term or reduce the size of the Board. In the case of a vacancy of a Preferred Shares
Trustee, the remaining Trustees may designate a Trustee to serve as a Preferred Shares Trustee for the remainder of the term.
With the exception of the Preferred Shares Trustee, the class of Trustees up for election in any given year is the same for
each Fund.
7
The following table indicates all current Trustees in each such class and the
period for which each class currently serves:
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Class I1
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Class II2
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Class III3
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Cynthia Hostetler
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David C. Arch
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Bruce L. Crockett
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Eli Jones
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Beth Ann Brown
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Jack M. Fields
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Prema Mathai-Davis
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Anthony J. LaCava, Jr.
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Martin L. Flanagan
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Ann Barnett Stern
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Joel W. Motley
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Elizabeth Krentzman
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Daniel S. Vandivort
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Teresa M. Ressel
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Robert C. Troccoli
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Christopher L. Wilson
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James D. Vaughn
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1
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Serving until the 2022 Annual Meeting or until their successors have been duly elected and qualified.
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2
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Currently up for election at the Meeting.
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3
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Serving until the 2021 Annual Meeting or until their successors have been duly elected and qualified.
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Information Regarding the Trustees
The business and affairs of the Funds are managed under the direction of the Board. This section of this Joint Proxy Statement
provides you with information regarding each incumbent Trustee that is proposed to serve on the Board. Trustees of the Funds generally serve three-year terms or until their successors are duly elected and qualified. The tables below list the
Trustees, their principal occupations, other directorships held by them during the past five years, and any affiliations with the Adviser or its affiliates. If all of the Trustees are elected, the Board will be composed of 17 Trustees, including 16
Trustees who are not interested persons of the Funds, as that term is defined in the 1940 Act (collectively, the Independent Trustees and each an Independent Trustee).
As used in this Proxy Statement, the term Invesco Fund Complex includes each of the open-end and closed-end registered investment companies advised primarily by the Adviser as of the Record Date. As of the date of this Joint Proxy Statement, there were 202
funds in the Invesco Fund Complex.
The mailing address of each Trustee is 11 Greenway Plaza, Suite 1000, Houston, Texas
77046-1173.
8
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Name, Year of Birth
and Position(s) Held
with the Fund
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Trustee
Since
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Principal
Occupation(s)
During Past 5 Years
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Number of
Funds in
Invesco Fund
Complex
Overseen by
Trustee
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Other
Trusteeship(s)/
Directorship(s)
Held
by
Trustee
During Past
5 Years
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Interested Trustee:
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Martin L. Flanagan(1)
1960
Trustee and Vice Chair
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Executive Director, Chief Executive Officer and President, Invesco Ltd. (ultimate parent of Invesco and a global investment management firm);
Trustee and Vice Chair, The Invesco Funds; Vice Chair, Investment Company Institute; and Member of Executive Board, SMU Cox School of Business
Formerly: Advisor to the Board, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.); Chairman and Chief Executive Officer, Invesco
Advisers, Inc. (registered investment adviser); Director, Chairman, Chief Executive Officer and President, Invesco Holding Company (US), Inc. (formerly IVZ Inc.) (holding company), Invesco Group Services, Inc. (service provider) and Invesco North
American Holdings, Inc. (holding company); Director, Chief Executive Officer and President, Invesco Holding Company Limited (parent of Invesco and a global investment management firm); Director, Invesco Ltd.; Chairman, Investment Company Institute
and President, Co-Chief Executive Officer, Co-President, Chief Operating Officer and Chief Financial Officer, Franklin Resources, Inc. (global investment management
organization)
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202
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None
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9
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Name, Year of Birth
and Position(s) Held
with the Fund
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Trustee
Since
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Principal
Occupation(s)
During Past 5 Years
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Number of
Funds in
Invesco Fund
Complex
Overseen by
Trustee
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Other
Trusteeship(s)/
Directorship(s)
Held
by
Trustee
During Past
5 Years
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Independent Trustees
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Bruce L. Crockett
1944
Trustee and Chair
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Chairman, Crockett Technologies Associates (technology consulting company)
Formerly: Director, Captaris (unified messaging
provider); Director, President and Chief Executive Officer, COMSAT Corporation; Chairman, Board of Governors of INTELSAT (international communications company);
ACE Limited (insurance company); Independent Directors Council and Investment Company Institute: Member of the Audit Committee, Investment Company Institute; Member of the Executive Committee and Chair of the Governance Committee, Independent
Directors Council
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202
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Director and Chairman of the Audit Committee, ALPS (Attorneys Liability Protection Society) (insurance company); Director and Member of the Audit Committee and Compensation Committee, Ferroglobe PLC (metallurgical company)
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David C. Arch
1945
Trustee
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Chairman of Blistex Inc. (consumer health care products manufacturer); Member, World Presidents Organization
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202
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Board member of the Illinois Manufacturers Association
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Beth Ann Brown
1968
Trustee
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Independent Consultant
Formerly: Head of Intermediary Distribution, Managing Director, Strategic Relations, Managing Director, Head of National Accounts, Senior Vice President,
National Account Manager and Senior Vice President, Key Account Manager, Columbia Management Investment Advisers LLC; Vice President, Key Account Manager, Liberty Funds Distributor, Inc.; and Trustee of certain Oppenheimer Funds
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202
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Director, Board of Directors of Caron Engineering Inc.; Advisor, Board of Advisors of Caron Engineering Inc.; President and Director, Acton Shapleigh Youth Conservation Corps (non-profit); and
President and Director of Grahamtastic Connection (non-profit)
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10
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Name, Year of Birth
and Position(s) Held
with the Fund
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Trustee
Since
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Principal
Occupation(s)
During Past 5 Years
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Number of
Funds in
Invesco Fund
Complex
Overseen by
Trustee
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Other
Trusteeship(s)/
Directorship(s)
Held
by
Trustee
During Past
5 Years
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Jack M. Fields
1952
Trustee
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Chief Executive Officer, Twenty First Century Group, Inc. (government affairs company); and Chairman, Discovery Learning Alliance (non-profit)
Formerly: Owner and Chief Executive
Officer, Dos Angeles Ranch L.P. (cattle, hunting, corporate entertainment); Director, Insperity, Inc. (formerly known as Administaff) (human resources provider); Chief Executive Officer, Texana Timber LP (sustainable forestry company); Director of
Cross Timbers Quail Research Ranch (non-profit); and member of the U.S. House of Representatives
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202
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Member, Board of Directors of Baylor College of Medicine
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Cynthia Hostetler
1962
Trustee
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Non-Executive Director and Trustee of a number of public and private business corporations
Formerly: Director, Aberdeen Investment Funds (4 portfolios); Head of Investment Funds
and Private Equity, Overseas Private Investment Corporation; President, First Manhattan Bancorporation, Inc.; Attorney, Simpson Thacher & Bartlett LLP
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202
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Vulcan Materials Company (construction materials company); Trilinc Global Impact Fund; Genesee & Wyoming, Inc. (railroads); Artio Global Investment LLC (mutual fund complex); Edgen Group, Inc. (specialized energy and
infrastructure products distributor); Investment Company Institute (professional organization); Independent Directors Council (professional organization)
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Name, Year of Birth
and Position(s) Held
with the Fund
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Trustee
Since
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Principal
Occupation(s)
During Past 5 Years
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Number of
Funds in
Invesco Fund
Complex
Overseen by
Trustee
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Other
Trusteeship(s)/
Directorship(s)
Held
by
Trustee
During Past
5 Years
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Eli Jones
1961
Trustee
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Professor and Dean, Mays Business SchoolTexas A&M University
Formerly: Professor and Dean, Walton College of Business, University of Arkansas and E.J.
Ourso College of Business, Louisiana State University; Director, Arvest Bank
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202
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Insperity, Inc. (formerly known as Administaff) (human resources provider)
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Elizabeth Krentzman
1959
Trustee
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Formerly: Principal and Chief Regulatory Advisor for Asset Management Services and U.S. Mutual Fund Leader of Deloitte & Touche LLP; General Counsel of the Investment Company Institute (trade association); National Director
of the Investment Management Regulatory Consulting Practice, Principal, Director and Senior Manager of Deloitte & Touche LLP; Assistant Director of the Division of Investment Management Office of Disclosure and Investment Adviser
Regulation of the U.S. Securities and Exchange Commission and various positions with the Division of Investment Management Office of Regulator Policy of the U.S. Securities and Exchange Commission; Associate at Ropes & Gray LLP; and
Trustee of certain Oppenheimer Funds
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202
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Trustee of the University of Florida National Board Foundation; Member of the Cartica Funds Board of Directors (private investment funds); Member of the University of Florida Law Center Association, Inc. Board of Trustees and Audit
Committee Member
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Anthony J. LaCava
1956
Trustee
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Formerly: Director and Member of the Audit Committee, Blue Hills Bank (publicly traded financial institution) and Managing Partner, KPMG LLP
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202
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Blue Hills Bank; Chairman, Bentley University; Member, Business School Advisory Council; and Nominating Committee, KPMG LLP
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12
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Name, Year of Birth
and Position(s) Held
with the Fund
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|
Trustee
Since
|
|
Principal
Occupation(s)
During Past 5 Years
|
|
Number of
Funds in
Invesco Fund
Complex
Overseen by
Trustee
|
|
Other
Trusteeship(s)/
Directorship(s)
Held
by
Trustee
During Past
5 Years
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Prema Mathai-Davis
1950
Trustee
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Retired.
Formerly: Co-Owner & Partner of Quantalytics Research, LLC (a FinTech Investment Research Platform for the
Self-Directed Investor)
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202
|
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None
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Joel W. Motley
1952
Trustee
|
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Director of Office of Finance, Federal Home Loan Bank System; Member of the Vestry of Trinity Wall Street; Managing Director of Carmona Motley
Inc. (privately held financial advisor); Member of the Council on Foreign Relations and its Finance and Budget Committee; Chairman Emeritus of Board of Human Rights Watch and Member of its Investment Committee; and Member of Investment Committee and
Board of Historic Hudson Valley (non-profit cultural organization)
Formerly: Managing Director of Public Capital Advisors, LLC (privately held financial advisor); Managing Director of Carmona Motley Hoffman, Inc. (privately
held financial advisor); Trustee of certain Oppenheimer Funds; and Director of Columbia Equity Financial Corp. (privately held financial advisor)
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202
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Member of Board of Greenwall Foundation (bioethics research foundation) and its Investment Committee; Member of Board of Friends of the LRC (non-profit legal advocacy); Board Member and
Investment Committee Member of Pulitzer Center for Crisis Reporting (non-profit journalism)
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Teresa M. Ressel
1962
Trustee
|
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|
Non-executive director and trustee of a number of public and private business corporations
Formerly: Chief Financial Officer, Olayan America, The
|
|
202
|
|
Atlantic Power Corporation (power generation company); ON Semiconductor Corp.
|
13
|
|
|
|
|
|
|
|
|
Name, Year of Birth
and Position(s) Held
with the Fund
|
|
Trustee
Since
|
|
Principal
Occupation(s)
During Past 5 Years
|
|
Number of
Funds in
Invesco Fund
Complex
Overseen by
Trustee
|
|
Other
Trusteeship(s)/
Directorship(s)
Held
by
Trustee
During Past
5 Years
|
|
|
|
|
Olayan Group (international investor/commercial/industrial); Chief Executive Officer, UBS Securities LLC; Group Chief Operating Officer, Americas, UBS AG; Assistant Secretary for Management & Budget and CFO, US Department
of the Treasury
|
|
|
|
(semiconductor supplier)
|
|
|
|
|
|
Ann Barnett Stern
1957
Trustee
|
|
|
|
President and Chief Executive Officer, Houston Endowment Inc. (private philanthropic institution)
Formerly: Executive Vice President and General Counsel, Texas Childrens Hospital;
Attorney, Beck, Redden and Secrest, LLP; Business Law Instructor, University of St. Thomas; Attorney, Andrews & Kurth LLP, Federal Reserve Bank of Dallas
|
|
202
|
|
None
|
|
|
|
|
|
Robert C. Troccoli
1949
Trustee
|
|
|
|
Retired
Formerly: Adjunct Professor, University of Denver Daniels College of Business; Senior Partner, KPMG LLP
|
|
202
|
|
None
|
|
|
|
|
|
Daniel S. Vandivort
1954
Trustee
|
|
|
|
Treasurer, Chairman of the Audit and Finance Committee, and Trustee, Board of Trustees, Huntington Disease Foundation of America; and
President, Flyway Advisory Services LLC (consulting and property management)
Former:
Trustee and Governance Chair, of certain Oppenheimer Funds
|
|
202
|
|
Chairman and Lead Independent Director, Chairman of the Audit Committee, and Director, Board of Directors, Value Line Funds
|
14
|
|
|
|
|
|
|
|
|
Name, Year of Birth
and Position(s) Held
with the Fund
|
|
Trustee
Since
|
|
Principal
Occupation(s)
During Past 5 Years
|
|
Number of
Funds in
Invesco Fund
Complex
Overseen by
Trustee
|
|
Other
Trusteeship(s)/
Directorship(s)
Held
by
Trustee
During Past
5 Years
|
James D. Vaughn
1945
Trustee
|
|
|
|
Retired
Formerly: Managing Partner, Deloitte & Touche LLP; Trustee and Chairman of the Audit Committee Schroder Funds; Board Member, Mile High United Way, Boys
and Girls Clubs, Boy Scouts, Colorado Business Committee for the Arts, Economic Club of Colorado and Metro Denver Network (economic development corporation); and Trustee of certain Oppenheimer Funds
|
|
202
|
|
Board member and Chairman of Audit Committee of AMG National Trust Bank; Trustee and Investment Committee member, University of South Dakota Foundation; Board member, Audit Committee Member and past Board Chair, Junior Achievement (non-profit)
|
|
|
|
|
|
Christopher L. Wilson
1957
Trustee, Vice Chair and Chair Designate
|
|
|
|
Retired
Formerly: Director, TD Asset Management USA Inc. (mutual fund complex) (22 portfolios); Managing Partner, CT2, LLC (investing and consulting firm);
President/Chief Executive Officer, Columbia Funds, Bank of America Corporation; President/Chief Executive Officer, CDC IXIS Asset Management Services, Inc.; Principal & Director of Operations, Scudder Funds, Scudder, Stevens &
Clark, Inc.; Assistant Vice President, Fidelity Investments
|
|
202
|
|
ISO New England, Inc. (non-profit organization managing regional electricity market)
|
(1)
|
Mr. Flanagan is considered an interested person (within the meaning of the Section 2(a)(19) of the
1940 Act) of the Funds because he is an officer of the Adviser, and an officer and a director of Invesco Ltd., the ultimate parent of the Adviser.
|
15
|
Each Trustee generally serves a three-year term from the date of election. Each Trustee currently serving on
the Board has served as a Trustee of each respective Fund since the year shown below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Flanagan
|
|
Crockett
|
|
Arch
|
|
Brown
|
|
Fields
|
|
Hostetler
|
|
Jones
|
|
Krentzman
|
VKI
|
|
2014
|
|
2014
|
|
1993
|
|
2019
|
|
2014
|
|
2017
|
|
2016
|
|
2019
|
VBF
|
|
2014
|
|
2014
|
|
1997
|
|
2019
|
|
2014
|
|
2017
|
|
2016
|
|
2019
|
VCV
|
|
2014
|
|
2014
|
|
1993
|
|
2019
|
|
2014
|
|
2017
|
|
2016
|
|
2019
|
VTA
|
|
2014
|
|
2014
|
|
2007
|
|
2019
|
|
2014
|
|
2017
|
|
2016
|
|
2019
|
IHIT
|
|
2016
|
|
2016
|
|
2016
|
|
2019
|
|
2016
|
|
2017
|
|
2016
|
|
2019
|
IHTA
|
|
2017
|
|
2017
|
|
2017
|
|
2019
|
|
2017
|
|
2017
|
|
2017
|
|
2019
|
VLT
|
|
2014
|
|
2014
|
|
1989
|
|
2019
|
|
2014
|
|
2017
|
|
2016
|
|
2019
|
OIA
|
|
2010
|
|
2010
|
|
2010
|
|
2019
|
|
2010
|
|
2017
|
|
2016
|
|
2019
|
VMO
|
|
2014
|
|
2014
|
|
1992
|
|
2019
|
|
2014
|
|
2017
|
|
2016
|
|
2019
|
VKQ
|
|
2014
|
|
2014
|
|
1991
|
|
2019
|
|
2014
|
|
2017
|
|
2016
|
|
2019
|
VPV
|
|
2014
|
|
2014
|
|
1993
|
|
2019
|
|
2014
|
|
2017
|
|
2016
|
|
2019
|
IQI
|
|
2010
|
|
2010
|
|
2010
|
|
2019
|
|
2010
|
|
2017
|
|
2016
|
|
2019
|
VVR
|
|
2014
|
|
2014
|
|
1998
|
|
2019
|
|
2014
|
|
2017
|
|
2016
|
|
2019
|
VGM
|
|
2014
|
|
2014
|
|
1991
|
|
2019
|
|
2014
|
|
2017
|
|
2016
|
|
2019
|
VTN
|
|
2014
|
|
2014
|
|
1992
|
|
2019
|
|
2014
|
|
2017
|
|
2016
|
|
2019
|
IIM
|
|
2010
|
|
2010
|
|
2010
|
|
2019
|
|
2010
|
|
2017
|
|
2016
|
|
2019
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LaCava
|
|
Mathai-
Davis
|
|
Motley
|
|
Ressel
|
|
Stern
|
|
Troccoli
|
|
Vaughn
|
|
Vandivort
|
|
Wilson
|
VKI
|
|
2019
|
|
2014
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
VBF
|
|
2019
|
|
2014
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
VCV
|
|
2019
|
|
2014
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
VTA
|
|
2019
|
|
2014
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
IHIT
|
|
2019
|
|
2016
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
IHTA
|
|
2019
|
|
2017
|
|
2019
|
|
2017
|
|
2017
|
|
2017
|
|
2019
|
|
2019
|
|
2017
|
VLT
|
|
2019
|
|
2014
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
OIA
|
|
2019
|
|
2010
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
VMO
|
|
2019
|
|
2014
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
VKQ
|
|
2019
|
|
2014
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
VPV
|
|
2019
|
|
2014
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
IQI
|
|
2019
|
|
2010
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
VVR
|
|
2019
|
|
2014
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
VGM
|
|
2019
|
|
2014
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
VTN
|
|
2019
|
|
2014
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
IIM
|
|
2019
|
|
2010
|
|
2019
|
|
2017
|
|
2017
|
|
2016
|
|
2019
|
|
2019
|
|
2017
|
Board Meetings
In addition to regularly scheduled meetings each year, the Board holds special meetings and/or conference calls to discuss
specific matters that may require action prior to the next regular meeting. The Board met ten times during the fiscal year ended February 29, 2020 and each independent Trustee attended at least 75% of the aggregate of: (i) all regular
meetings of the Board during which time such independent Trustee served and (ii) all meetings of the committees of the Board on which the Trustee served. Trustees are encouraged to attend regular shareholder meetings, but the Board has no set
policy requiring Board member attendance at such meetings.
16
Board Leadership Structure
The Board has appointed an Independent Trustee to serve in the role of Chairman. The Chairmans primary role is to preside
at meetings of the Board and act as a liaison with the Adviser and other service providers, officers (including the Senior Officer of each Fund), attorneys and other Trustees between meetings. The Chairman also participates in the preparation of the
agenda for the meetings of the Board, is active with mutual fund industry organizations, and may perform such other functions as may be requested by the Board from time to time. Except for any duties specified pursuant to each Funds
Declaration of Trust or Bylaws, the designation of Chairman does not impose on such Independent Trustee any duties, obligations or liability that is greater than the duties, obligations or liability imposed on such person as a member of the Board
generally.
The Board believes that its leadership structure, including having an Independent Trustee as Chairman, allows
for effective communication between the Trustees and management, among the Trustees and among the Independent Trustees. The existing Board structure, including its committee structure as discussed below, provides the Independent Trustees with
effective control over Board governance while also allowing them to receive and benefit from insight from the interested Trustee who is an active officer of the Funds investment adviser. The Boards leadership structure promotes dialogue
and debate, which the Board believes allows for the proper consideration of matters deemed important to the Funds and their shareholders and results in effective decision-making.
Board Qualifications and Experience
Interested Trustee.
Martin L. Flanagan, Trustee and Vice Chair
Martin L. Flanagan has been a member of the Board of Trustees and Vice Chair of the Invesco Funds since 2007. Mr. Flanagan
is president and chief executive officer of Invesco Ltd., a position he has held since August 2005. He is also a member of the Board of Directors of Invesco Ltd.
Mr. Flanagan joined Invesco, Ltd. from Franklin Resources, Inc., where he was president and
co-chief executive officer from January 2004 to July 2005. Previously he had been Franklins co-president from May 2003 to January 2004, chief operating officer and
chief financial officer from November 1999 to May 2003, and senior vice president and chief financial officer from 1993 until November 1999.
Mr. Flanagan served as director, executive vice president and chief operating officer of Templeton, Galbraith &
Hansberger, Ltd. before its acquisition by Franklin in 1992. Before joining Templeton in 1983, he worked with Arthur Andersen & Co.
Mr. Flanagan is a chartered financial analyst and a certified public accountant. He serves as vice chairman of the
Investment Company Institute and a member of the executive board at the SMU Cox School of Business.
The Board believes
that Mr. Flanagans long experience as an executive in the investment management area benefits the Funds.
17
Independent Trustees.
Bruce L. Crockett, Trustee and Chair
Bruce L. Crockett has been a member of the Board of Trustees of the Invesco Funds since 1978, and has served as Independent
Chair of the Board of Trustees and their predecessor funds since 2004.
Mr. Crockett has more than 30 years of
experience in finance and general management in the banking, aerospace and telecommunications industries. From 1992 to 1996, he served as president, chief executive officer and a director of COMSAT Corporation, an international satellite and
wireless telecommunications company.
Mr. Crockett has also served, since 1996, as chairman of Crockett Technologies
Associates, a strategic consulting firm that provides services to the information technology and communications industries. Mr. Crockett also serves on the Board of ALPS (Attorneys Liability Protection Society) and Ferroglobe PLC (metallurgical
company) and he is a life trustee of the University of Rochester Board of Trustees. He is a member of the Audit Committee of Ferroglobe PLC.
The Board of Trustees elected Mr. Crockett to serve as its Independent Chair because of his extensive experience in
managing public companies and familiarity with investment companies.
David C. Arch, Trustee
David C. Arch has been a member of the Board of Trustees of the Invesco Funds and their predecessor funds since 2010. From 1984
to 2010, Mr. Arch served as Director or Trustee of investment companies in the Van Kampen Funds complex.
Mr. Arch is the Chairman of Blistex Inc., a consumer health care products manufacturer. Mr. Arch is a member of the
Board of the Illinois Manufacturers Association and a member of the World Presidents Organization.
The Board
believes that Mr. Archs experience as the CEO of a public company and his experience with investment companies benefits the Funds.
Beth Ann Brown, Trustee
Beth Ann Brown has been a member of the Board of Trustees of the Invesco Funds since 2019. From 2016 to 2019, Ms. Brown
served on the boards of certain investment companies in the Oppenheimer Funds complex.
Ms. Brown has served as
Director of Caron Engineering, Inc. since 2018 and as an Independent Consultant since September 2012. Since 2013, she has also served as Director, Vice President (through 2019) and President (since 2019) of Grahamtastic Connection, a non-profit organization.
Previously, Ms. Brown served in various capacities at
Columbia Management Investment Advisers LLC, including Head of Intermediary Distribution, Managing Director,
18
Strategic Relations and Managing Director, Head of National Accounts. She also served as Senior Vice President, National Account Manager from 2002-2004 and Senior Vice President, Key Account
Manager from 1999 to 2002 of Liberty Funds Distributor, Inc.
From 2014 and 2017, Ms. Brown served on the Board of
Advisors of Caron Engineering Inc. and also served as President and Director of Acton Shapleigh Youth Conservation Corps, a nonprofit organization, from 2012 to 2015.
The Board believes that Ms. Browns experience in financial services and investment management and as a director of
other investment companies benefits the Funds.
Jack M. Fields, Trustee
Jack M. Fields has been a member of the Board of Trustees of the Invesco Funds since 1997.
Mr. Fields served as a member of Congress, representing the 8th Congressional District of Texas from 1980 to 1997. As a
member of Congress, Mr. Fields served as Chairman of the House Telecommunications and Finance Subcommittee, which has jurisdiction and oversight of the Federal Communications Commission and the SEC. Mr. Fields co-sponsored the National Securities Markets Improvements Act of 1996, and played a leadership role in enactment of the Securities Litigation Reform Act.
Mr. Fields currently serves as Chief Executive Officer of the Twenty-First Century Group, Inc. in Washington, D.C., a
bipartisan Washington consulting firm specializing in Federal government affairs. He is also a member of the Board of Directors of Baylor College of Medicine.
Mr. Fields also served as a Director of Insperity, Inc. (formerly known as Administaff), a premier professional employer
organization with clients nationwide until 2015. In addition, Mr. Fields serves as Chairman and sits on the Board of Discovery Learning Alliance, a nonprofit organization dedicated to providing educational resources to people in need around the
world through the use of technology.
The Board believes that Mr. Fields experience in the House of
Representatives, especially concerning regulation of the securities markets, benefits the Funds.
Cynthia Hostetler, Trustee
Cynthia Hostetler has been a member of the Board of Trustees of the Invesco Funds since 2017.
Ms. Hostetler is currently a member of the board of directors of the Vulcan Materials Company, a public company engaged in
the production and distribution of construction materials, Trilinc Global Impact Fund LLC, a publicly registered non-traded limited liability company that invests in a diversified portfolio of private debt
instruments, and Genesee & Wyoming, Inc., a public company that owns and operates railroads worldwide. Ms. Hostetler also serves on the board of governors of the Investment Company Institute and is a member of the governing council of
the Independent Directors Council, both of which are professional organizations in the investment management industry.
19
Previously, Ms. Hostetler served as a member of the board of
directors/trustees of Aberdeen Investment Funds, a mutual fund complex, and Edgen Group Inc., a public company that provides products and services to energy and construction companies, from 2012 to 2013, prior to its sale to Sumitomo.
From 2001 to 2009, Ms. Hostetler served as Head of Investment Funds and Private Equity at Overseas Private Investment
Corporation (OPIC), a government agency that supports US investment in the emerging markets. Ms. Hostetler oversaw a multi-billion dollar investment portfolio in private equity funds. Prior to joining OPIC, Ms. Hostetler
served as President and member of the board of directors of First Manhattan Bancorporation, a bank holding company, and its largest subsidiary, First Savings Bank, from 1991 to 2001.
The Board believes that Ms. Hostetlers knowledge of financial services and investment management, her experience as
a director of other companies, including a mutual fund complex, her legal background, and other professional experience gained through her prior employment benefit the Funds.
Dr. Eli Jones, Trustee
Dr. Eli Jones has been a member of the Board of Trustees of the Invesco Funds since 2016.
Dr. Jones is the dean of the Mays Business School at Texas A&M University and holder of the Peggy Pitman Mays Eminent
Scholar Chair in Business. Dr. Jones has served as a director of Insperity, Inc. since April 2004 and is chair of the Compensation Committee and a member of the Nominating and Corporate Governance Committee. Prior to his current position, from
2012-2015, Dr. Jones was the dean of the Sam M. Walton College of Business at the University of Arkansas and holder of the Sam M. Walton Leadership Chair in Business. Prior to joining the faculty at the University of Arkansas, he was dean of
the E. J. Ourso College of Business and Ourso Distinguished Professor of Business at Louisiana State University from 2008 to 2012; professor of marketing and associate dean at the C.T. Bauer College of Business at the University of Houston
from 2007 to 2008; an associate professor of marketing from 2002 to 2007; and an assistant professor from 1997 until 2002. He taught at Texas A&M University for several years before joining the faculty of the University of Houston.
Dr. Jones served as the executive director of the Program for Excellence in Selling and the Sales Excellence Institute at
the University of Houston from 1997 to 2007. Before becoming a professor, he worked in sales and sales management for three Fortune 100 companies: Quaker Oats, Nabisco, and Frito-Lay. Dr. Jones is a past
director of Arvest Bank. He received his Bachelor of Science degree in journalism in 1982, his MBA in 1986 and his Ph.D. in 1997, all from Texas A&M University.
The Board believes that Dr. Jones experience in academia and his experience in marketing benefits the Funds.
20
Elizabeth Krentzman, Trustee
Elizabeth Krentzman has been a member of the Board of Trustees of the Invesco Funds since 2019. From 2014 to 2019,
Ms. Krentzman served on the boards of certain investment companies in the Oppenheimer Funds complex.
Ms. Krentzman currently serves as a member of the Board of Trustees of the University of Florida National Board
Foundation. She is a member of the Cartica Funds Board of Directors (private investment funds). Ms. Krentzman is also a member of the Board of Trustees and Audit Committee of the University of Florida Law Center Association, Inc.
Previously, Ms. Krentzman served as a member of the Audit Committee of the University of Florida National Board
Foundation. Ms. Krentzman served from 1997 to 2004 and from 2007 and 2014 in various capacities at Deloitte & Touche LLP, including Principal and Chief Regulatory Advisor for Asset Management Services, U.S. Mutual Fund Leader and
National Director of the Investment Management Regulatory Consulting Practice. She served as General Counsel of the Investment Company Institute from 2004 to 2007.
From 1996 to 1997, Ms. Krentzman served as an Assistant Director of the Division of Investment ManagementOffice of
Disclosure and Investment Adviser Regulation of the U.S. Securities and Exchange Commission. She also served from 1987 to 1996 in various positions with the Division of Investment Management Office of Regulatory Policy of the U.S. Securities
and Exchange Commission and as an Associate at Ropes & Gray LLP.
The Board believes that
Ms. Krentzmans legal background, experience in financial services and accounting and as a director of other investment companies benefits the Funds.
Anthony J. LaCava, Jr., Trustee
Anthony J. LaCava, Jr. has been a member of the Board of Trustees of the Invesco Funds since 2019.
Previously, Mr. LaCava served as a member of the board of directors and as a member of the audit committee of Blue Hills
Bank, a publicly traded financial institution.
Mr. LaCava retired after a
37-year career with KPMG LLP (KPMG) where he served as senior partner for a wide range of firm clients across the retail, financial services, consumer markets, real estate, manufacturing,
health care and technology industries. From 2005 to 2013, Mr. LaCava served as a member of the board of directors of KPMG and chair of the boards audit and finance committee and nominating committee. He also previously served as Regional
Managing Partner from 2009 through 2012 and Managing Partner of KPMGs New England practice.
Mr. LaCava
currently serves as Chairman of the Business Advisory Council of Bentley University and as a member of American College of Corporate Directors and Board Leaders, Inc.
The Board believes that Mr. LaCavas experience in audit and financial services benefits the Funds.
21
Dr. Prema Mathai-Davis, Trustee
Dr. Prema Mathai-Davis has been a member of the Board of Trustees of the Invesco Funds since 1998.
Previously, Dr. Mathai-Davis served as co-founder and partner of Quantalytics
Research, LLC, (a FinTech Investment Research Platform).
Prior to her retirement in 2000, Dr. Mathai-Davis served as
Chief Executive Officer of the YWCA of the USA. Prior to joining the YWCA, Dr. Mathai-Davis served as the Commissioner of the New York City Department for the Aging. She was a Commissioner of the Metropolitan Transportation Authority of New
York, the largest regional transportation network in the U.S. Dr. Mathai-Davis also serves as a Trustee of the YWCA Retirement Fund, the first and oldest pension fund for women, and on the advisory board of the Johns Hopkins Bioethics
Institute. Dr. Mathai-Davis was the president and chief executive officer of the Community Agency for Senior Citizens, a non-profit social service agency that she established in 1981. She also directed
the Mt. Sinai School of Medicine-Hunter College Long-Term Care Gerontology Center, one of the first of its kind.
The Board
believes that Dr. Mathai-Davis extensive experience in running public and charitable institutions benefits the Funds.
Joel W. Motley, Trustee
Joel W. Motley has been a member of the Board of Trustees of the Invesco Funds since 2019. From 2002 to 2019, Mr. Motley
served on the boards of certain investment companies in the Oppenheimer Funds complex.
Since 2016, Mr. Motley has
served as an independent director of the Office of Finance of the Federal Home Loan Bank System. He has been a member of the Vestry of Trinity Wall Street since 2011 and has served as Managing Director of Carmona Motley, Inc., a privately-held
financial advisory firm, since January 2002.
Mr. Motley also serves as a member of the Council on Foreign Relations
and its Finance and Budget Committee. He is a member of the Investment Committee and is Chairman Emeritus of the Board of Human Rights Watch and a member of the Investment Committee and the Board of Historic Hudson Valley, a non-profit cultural organization.
Since 2011, he has served as a Board Member and
Investment Committee Member of the Pulitzer Center for Crisis Reporting, a non-profit journalism organization. Mr. Motley also serves as Director and member of the Board and Investment Committee of The
Greenwall Foundation, a bioethics research foundation, and as a Director of Friends of the LRC, a South Africa legal services foundation.
Previously, Mr. Motley served as Managing Director of Public Capital Advisors, LLC, a privately held financial advisory
firm, from 2006 to 2017. He also served as Managing Director of Carmona Motley Hoffman Inc. a privately-held financial advisor, and served as a Director of Columbia Equity Financial Corp., a privately-held financial advisor, from 2002 to 2007.
22
The Board believes that Mr. Motleys experience in financial services
and as a director of other investment companies benefits the Funds.
Teresa M. Ressel, Trustee
Teresa M. Ressel has been a member of the Board of Trustees of the Invesco Funds since 2017.
Ms. Ressel has previously served across both the private sector and the U.S. government. Formerly, Ms. Ressel served
from 2004 to 2012 in various capacities at UBS AG, including most recently as Chief Executive Officer of UBS Securities LLC, a broker-dealer division of UBS Investment Bank, and Group Chief Operating Officer of the Americas group at UBS AG. In these
roles, Ms. Ressel managed a broad array of operational risk controls, supervisory control, regulatory, compliance, and logistics functions covering the United States and Canada, as well as banking activities covering the Americas.
Between 2001 and 2004, Ms. Ressel served at the U.S. Treasury first as Deputy Assistant Secretary for Management and
Budget and then as Assistant Secretary for Management and Chief Financial Officer. Ms. Ressel was confirmed by the U.S. Senate and handles a broad array of management duties including finance & accounting, operational risk, audit and
performance measurement along with information technology and infrastructure security.
Ms. Ressel currently serves as
a member of the board of directors and as a member of the audit committee of ON Semiconductor Corporation, a publicly traded technology company and a leading supplier of semiconductor-based solutions, many of which reduce global energy use. She has
served on the ON Semiconductor board since 2012.
From 2014 to 2017, Ms. Ressel also served on the board of directors
at Atlantic Power Corporation, a publicly traded company which owns and operates a diverse fleet of power generation across the United States and Canada.
The Board believes that Ms. Ressels risk management and financial experience in both the private and public sectors
benefits the Funds.
Ann Barnett Stern, Trustee
Ann Barnett Stern has been a member of the Board of Trustees of the Invesco Funds since 2017.
Ms. Stern is currently the President and Chief Executive Officer of Houston Endowment Inc., a private philanthropic
institution. She has served in this capacity since 2012. Formerly, Ms. Stern served in various capacities at Texas Childrens Hospital from 2003 to 2012, including General Counsel and Executive Vice President.
Previously, Ms. Stern served as a member of the Dallas Board of the Federal Reserve Bank of Dallas, from 2013 through
2018.
23
The Board believes that Ms. Sterns knowledge of financial services and
investment management and her experience as a director, and other professional experience gained through her prior employment benefit the Funds.
Robert C. Troccoli, Trustee
Robert C. Troccoli has been a member of the Board of Trustees of the Invesco Funds since 2016.
Mr. Troccoli retired in 2010 after a 39-year career with KPMG LLP. From 2013 to
2017, he was an adjunct professor at the University of Denvers Daniels College of Business.
Mr. Troccolis
leadership roles during his career with KPMG included managing partner and partner in charge of the Denver offices Financial Services Practice. He served regulated investment companies, investment advisors, private partnerships, private equity
funds, sovereign wealth funds, and financial services companies. Toward the end of his career, Mr. Troccoli was a founding member of KPMGs Private Equity Group in New York City, where he served private equity firms and sovereign wealth
funds. Mr. Troccoli also served mutual fund clients along with several large private equity firms as Global Lead Partner of KPMGs Private Equity Group.
The Board believes that Mr. Troccolis experience as a partner in a large accounting firm and his knowledge of
investment companies, investment advisors, and private equity firms benefits the Funds.
Daniel S. Vandivort, Trustee
Daniel S. Vandivort has been a member of the Board of Trustees of the Invesco Funds since 2019. From 2014 to 2019,
Mr. Vandivort served on the boards of certain investment companies in the Oppenheimer Funds complex.
Mr. Vandivort is currently Treasurer, Chairman of the Audit and Finance Committee and Trustee of the Board of Trustees at
Huntington Disease Foundation of America. He also serves as President of Flyway Advisory Services LLC, a consulting and property management company.
Previously, Mr. Vandivort served as Chairman and Lead Independent Director, Chairman of the Audit Committee and Director
of Value Line Funds from 2008 through 2014.
The Board believes that Mr. Vandivorts experience in financial
services and investment management and as a director of other investment companies benefits the Funds.
James D. Vaughn, Trustee
James D. Vaughn has been a member of the Board of Trustees of the Invesco Funds since 2019. From 2012 to 2019,
Mr. Vaughn served on the boards of certain investment companies in the Oppenheimer Funds complex.
24
Prior to his retirement, Mr. Vaughn served as managing partner of the Denver
office of Deloitte & Touche LLP, and held various positions in the Denver and New York offices of Deloitte & Touche LLP during his 32 year career.
Mr. Vaughn has served as a Board member and Chairman of the Audit Committee of AMG National Trust Bank since 2005. He also
serves as a Trustee and member of the Investment Committee of the University of South Dakota Foundation. In addition, Mr. Vaughn has served as a Board member, Audit Committee member and past Board Chair of Junior Achievement since 1993.
Previously, Mr. Vaughn served as Trustee and Chairman of the Audit Committee of Schroder Funds from 2003 to 2012. He also
previously served as a Board Member of Mile High United Way, Boys and Girls Clubs, Boy Scouts, Colorado Business Committee for the Arts, Economic Club of Colorado and Metro Denver Network.
The Board believes that Mr. Vaughns experience in financial services and accounting and as a director of other
investment companies benefits the Funds.
Christopher L. Wilson, Trustee, Vice Chair and Chair Designate
Christopher L. Wilson has been a member of the Board of Trustees of the Invesco Funds since 2017. He has served as Chair
Designate since March 27, 2019 and Vice Chair since June 10, 2019.
Mr. Wilson started a career in the
investment management business in 1980. From 2004 to 2009, Mr. Wilson served as President and Chief Executive Officer of Columbia Funds, a mutual fund complex with over $350 billion in assets. From 2009 to 2017, Mr. Wilson served as a
Managing Partner of CT2, LLC, an early stage investing and consulting firm for start-up companies.
From 2014 to 2016, Mr. Wilson served as a member of the Board of Directors of the mutual fund company managed by TDAM USA
Inc., an affiliate of TD Bank, N.A.
Mr. Wilson also currently serves as a member of the Board of Directors of ISO New
England, Inc., the company that establishes the wholesale electricity market and manages the electrical power grid in New England. Mr. Wilson is currently the chair of the Audit and Finance Committee, which also oversees cybersecurity, and a
member of the systems planning committee of ISO-NE, Inc. He previously served as chair of the Human Resources and Compensation Committee and was a member of the Markets Committee. He has served on the ISO New
England, Inc. board since 2011.
The Board believes that Mr. Wilsons knowledge of financial services and
investment management, his experience as a director and audit committee member of other companies, including a mutual fund company, and other professional experience gained through his prior employment benefit the Funds.
Board Role in Risk Oversight
The Board considers risk management issues as part of its general oversight responsibilities throughout the year at its regular
meetings and at regular meetings of each of
25
the Investments Committee, Audit Committee, Compliance Committee, Governance Committee and Valuation, Distribution and Proxy Oversight Committee (as further described below) (for purposes of this
section only, each a Risk Committee and collectively, the Risk Committees). These Risk Committees in turn report to the full Board and recommend actions and approvals for the full Board to take.
The Adviser prepares regular reports that address certain investment, valuation and compliance matters, and the Board as a
whole or the Risk Committees also receive special written reports or presentations on a variety of risk issues at the request of the Board, a Risk Committee or the Senior Officer.
The Investments Committee and its sub-committees receive regular written reports
describing and analyzing the investment performance of the Funds. In addition, Invescos Chief Investment Officers and the portfolio managers of the Funds meet regularly with the Investments Committee or its
sub-committees to discuss portfolio performance, including investment risk, such as the impact on the Funds of investments in particular types of securities or instruments, such as derivatives. To the extent
that a Fund changes a particular investment strategy that could have a material impact on the Funds risk profile, the Board generally is consulted in advance with respect to such change.
The Audit Committee is apprised by, and discusses with, management its policies on risk assessment and risk management. Such
discussion includes a discussion of the guidelines governing the process by which risks are assessed and managed and an identification of each Funds major financial risk exposures. In addition, the Audit Committee meets regularly with
representatives from Invesco Ltd.s internal audit group to review reports on their examinations of functions and processes within the Adviser that affect the Funds.
The Compliance Committee receives regular compliance reports prepared by the Advisers compliance group and meets
regularly with each Funds Chief Compliance Officer (CCO) to discuss compliance issues, including compliance risks. The Compliance Committee has recommended and the Board has adopted compliance policies and procedures for the
Funds and for the Funds service providers. The compliance policies and procedures are designed to detect, prevent and correct violations of the federal securities laws.
The Governance Committee monitors the composition of the Board and each of the Risk Committees and monitors the qualifications
of the Trustees to ensure adherence to certain governance undertakings applicable to the Funds. In addition, the Governance Committee oversees an annual self-assessment of the Board and addresses governance risks, including insurance and fidelity
bond matters, for the Funds.
The Valuation, Distribution and Proxy Oversight Committee monitors fair valuation of
portfolio securities based on management reports that include explanations of the reasons for the fair valuation and the methodology used to arrive at the fair value.
Compensation of Trustees
Each Trustee who is not affiliated with Invesco is compensated for his or her services according to a fee schedule that
recognizes the fact that such Trustee also serves as a Trustee
26
of other Invesco Funds. Each such Trustee receives a fee, allocated among the Invesco Funds for which he or she serves as a Trustee that consists of an annual retainer component and a meeting fee
component. The Chairman of the Board and Chair of each Committee (defined below) and Sub-Committee receive additional compensation for their services. Compensation received by the Trustees of the Funds as of
fiscal year ended February 29, 2020 is shown on Annex B hereto.
Pre-Amendment
Retirement Plan for Trustees
The Trustees have adopted a Retirement Plan for the Trustees who are not affiliated
with the Adviser. A description of the pre-amendment Retirement Plan follows. Annual retirement benefits are available from the Funds and/or the other Invesco Funds for which a Trustee serves (each, a
Covered Fund), for each Trustee who is not an employee or officer of the Adviser, who either (a) became a Trustee prior to December 1, 2008, and who has at least five years of credited service as a Trustee (including
service to a predecessor fund) of a Covered Fund, or (b) was a member of the Board of Trustees of a Van Kampen Fund immediately prior to June 1, 2010 (Former Van Kampen Trustee), and has at least one year of credited
service as a Trustee of a Covered Fund after June 1, 2010.
For Trustees other than Former Van Kampen Trustees,
effective January 1, 2006, for retirements after December 31, 2005, the retirement benefits will equal 75% of the Trustees annual retainer paid to or accrued by any Covered Fund with respect to such Trustee during the twelve-month
period prior to retirement, including the amount of any retainer deferred under a separate deferred compensation agreement between the Covered Fund and the Trustee. The amount of the annual retirement benefit does not include additional compensation
paid for Board meeting fees or compensation paid to the Chair of the Board and the Chairs and Vice Chairs of certain Board committees, whether such amounts are paid directly to the Trustee or deferred. The annual retirement benefit is payable in
quarterly installments for a number of years equal to the lesser of (i) sixteen years or (ii) the number of such Trustees credited years of service. If a Trustee dies prior to receiving the full amount of retirement benefits, the
remaining payments will be made to the deceased Trustees designated beneficiary for the same length of time that the Trustee would have received the payments based on his or her service or, if the Trustee has elected, in a discounted lump sum
payment. A Trustee must have attained the age of 65 (60 in the event of disability) to receive any retirement benefit. A Trustee may make an irrevocable election to commence payment of retirement benefits upon retirement from the Board before age
72; in such a case, the annual retirement benefit is subject to a reduction for early payment.
If the Former Van Kampen
Trustee completes at least 10 years of credited service after June 1, 2010, the retirement benefit will equal 75% of the Former Van Kampen Trustees annual retainer paid to or accrued by any Covered Fund with respect to such Trustee during
the twelve-month period prior to retirement, including the amount of any retainer deferred under a separate deferred compensation agreement between the Covered Fund and such Trustee. The amount of the annual retirement benefit does not include
additional compensation paid for Board meeting fees or compensation paid to the Chair of the Board and the Chairs and Vice Chairs of certain Board committees, whether such amounts are paid directly to the Trustee or deferred. The annual retirement
benefit is payable in quarterly installments for 10 years beginning after the later of the Former Van Kampen Trustees
27
termination of service or attainment of age 72 (or age 60 in the event of disability or immediately in the event of death). If a Former Van Kampen Trustee dies prior to receiving the full amount
of retirement benefits, the remaining payments will be made to the deceased Trustees designated beneficiary or, if the Trustee has elected, in a discounted lump sum payment.
If the Former Van Kampen Trustee completes less than 10 years of credited service after June 1, 2010, the retirement
benefit will be payable at the applicable time described in the preceding paragraph, but will be paid in two components successively. For the period of time equal to the Former Van Kampen Trustees years of credited service after June 1,
2010, the first component of the annual retirement benefit will equal 75% of the compensation amount described in the preceding paragraph. Thereafter, for the period of time equal to the Former Van Kampen Trustees years of credited service
after June 1, 2010, the second component of the annual retirement benefit will equal the excess of (x) 75% of the compensation amount described in the preceding paragraph, over (y) $68,041 plus an interest factor of 4% per year
compounded annually measured from June 1, 2010 through the first day of each year for which payments under this second component are to be made. In no event, however, will the retirement benefits under the two components be made for a period of
time greater than 10 years. For example, if the Former Van Kampen Trustee completes 7 years of credited service after June 1, 2010, he or she will receive 7 years of payments under the first component and thereafter 3 years of payments under
the second component, and if the Former Van Kampen Trustee completes 4 years of credited service after June 1, 2010, he or she will receive 4 years of payments under the first component and thereafter 4 years of payments under the second
component.
Amendment of Retirement Plan and Conversion to Defined Contribution Plan
The Trustees approved an amendment to the Retirement Plan to convert it to a defined contribution plan for active Trustees (the
Amended Plan). Under the Amended Plan, the benefit amount was amended for each active Trustee to the present value of the Trustees existing retirement plan benefit as of December 31, 2013 (the Existing Plan
Benefit) plus the present value of retirement benefits expected to be earned under the Retirement Plan through the end of the calendar year in which the Trustee attained age 75 (the Expected Future Benefit and, together
with the Existing Plan Benefit, the Accrued Benefit). On the conversion date, the Covered Funds established bookkeeping accounts in the amount of their pro rata share of the Accrued Benefit, which is deemed to be invested in one
or more Invesco Funds selected by the participating Trustees. Such accounts will be adjusted from time to time to reflect deemed investment earnings and losses. Each Trustees Accrued Benefit is not funded and, with respect to the payments of
amounts held in the accounts, the participating Trustees have the status of unsecured creditors of the Covered Funds. Trustees will be paid the adjusted account balance under the Amended Plan in quarterly installments for the same period as
described above.
Deferred Compensation Agreements
Three retired Trustees, as well as Messrs. Crockett, LaCava, Motley, Troccoli, Vandivort, Vaughn and Wilson, Mss. Hostetler and
Stern and Drs. Jones and Mathai-Davis (for purposes of this paragraph only, the Deferring Trustees) have each executed a
28
Deferred Compensation Agreement (collectively, the Compensation Agreements). Pursuant to the Compensation Agreements, the Deferring Trustees have the option to elect to defer
receipt of up to 100% of their compensation payable by the Funds, and such amounts are placed into a deferral account and deemed to be invested in one or more Invesco Funds selected by the Deferring Trustees.
Distributions from these deferral accounts will be paid in cash, generally in equal quarterly installments over a period of up
to ten (10) years (depending on the Compensation Agreement) beginning on the date selected under the Compensation Agreement. If a Deferring Trustee dies prior to the distribution of amounts in his or her deferral account, the balance of the
deferral account will be distributed to his or her designated beneficiary. The Compensation Agreements are not funded and, with respect to the payments of amounts held in the deferral accounts, the Deferring Trustees have the status of unsecured
creditors of the Funds and of each other Invesco Fund from which they are deferring compensation.
Board Committees
The standing committees of the Board are the Audit Committee, the Compliance Committee, the Governance Committee, the
Investments Committee and the Valuation, Distribution and Proxy Voting Oversight Committee (the Committees).
Audit Committee
The members of the Audit Committee are Messrs. Arch, Crockett, LaCava (Chair), Troccoli and Vaughn (Vice Chair) and Mss.
Hostetler, Krentzman and Ressel. The Audit Committee held seven meetings during the fiscal year ended February 29, 2020. The Audit Committees charter is available at www.invesco.com/us. Each member of the Audit Committee has been
determined by the Board to be an audit committee financial expert as defined by the SEC. Each such audit committee financial expert is an Independent Trustee.
The Audit Committee performs a number of functions with respect to the oversight of the Funds accounting and financial
reporting, including: (i) assisting the Board with its oversight of the qualifications, independence and performance of the independent registered public accountants; (ii) selecting independent registered public accountants for the Funds;
(iii) to the extent required, pre-approving certain audit and permissible non-audit services; (iv) overseeing the financial reporting process for the Funds;
(v) assisting the Board with its oversight of the integrity of the Funds financial statements and compliance with legal and regulatory requirements that relate to the Funds accounting and financial reporting, internal control over
financial reporting and independent audits; and (vi) pre-approving engagements for non-audit services to be provided by the Funds independent auditors to the
Funds investment adviser or to any of its affiliates.
Compliance Committee
The members of the Compliance Committee are Messrs. Arch (Chair), Motley, Troccoli and Vaughn, and Mss. Brown, Hostetler,
Krentzman and Ressel (Vice Chair). The Compliance Committee held five meetings during the fiscal year ended February 29, 2020.
The Compliance Committee performs a number of functions with respect to compliance matters, including: (i) reviewing and
making recommendations concerning the
29
qualifications, performance and compensation of the Funds Chief Compliance Officer; (ii) reviewing recommendations and reports made by the Chief Compliance Officer or Senior Officer of
the Funds regarding compliance matters; (iii) overseeing compliance policies and procedures of the Funds and their service providers; (iv) overseeing potential conflicts of interest that are reported to the Compliance Committee by Invesco,
the Chief Compliance Officer, or the Senior Officer; (v) reviewing reports prepared by a third partys compliance review of the Adviser; (vi) if requested by the Board, overseeing risk management with respect to the Funds, including
receiving and overseeing risk management reports from the Adviser that are applicable to the Funds and their service providers; and (vii) reviewing reports by the Adviser on correspondence with regulators or governmental agencies with respect
to the Funds and recommending to the Board what action, if any, should be taken by the Funds in light of such reports.
Governance
Committee
The members of the Governance Committee are Messrs. Crockett, Fields (Chair), LaCava, Vandivort and
Wilson, Ms. Stern (Vice Chair) and Drs. Jones and Mathai-Davis. The Governance Committee held seven meetings during the fiscal year ended February 29, 2020. The Governance Committees charter is available at www.invesco.com/us.
The Governance Committee performs a number of functions with respect to governance, including: (i) nominating persons
to serve as Independent Trustees and as members of each Committee, and nominating the Chair of the Board and the Chair and Vice Chair of each Committee; (ii) reviewing and making recommendations to the full Board regarding the size and
composition of the Board and the compensation payable to the Independent Trustees; (iii) overseeing the annual evaluation of the performance of the Board and its Committees; (iv) considering and overseeing the selection of independent
legal counsel to the Independent Trustees; (v) reviewing and approving the compensation paid to the Senior Officer; (vi) reviewing administrative and/or logistical matters pertaining to the operations of the Board; and (vii) reviewing
annually recommendations from the Adviser regarding amounts and coverage of primary and excess directors and officers/errors and omissions liability insurance and allocation of premiums.
When the Board has or expects to have a vacancy, the Governance Committee receives and reviews information on individuals
qualified to be recommended to the full Board as nominees for election as Trustees. The Governance Committee considers candidates identified by members of the Governance Committee, the full Board and management, as well as any recommendations by
shareholders (as described below), as part of this process. At times, the Governance Committee may use a third party search firm to assist with the identification of qualified candidates.
The Governance Committee will consider nominees recommended by a shareholder to serve as trustees, provided: (i) that such submitting
shareholder is a shareholder of record at the time he or she submits such names and is entitled to vote at the meeting of shareholders at which trustees will be elected; and (ii) that the Governance Committee or the Board, as applicable, shall
make the final determination of persons to be nominated. While the Governance Committee believes that there are no specific minimum qualifications for a nominee to possess or any specific qualities or skills that are necessary, in considering a
30
candidates qualifications, the Governance Committee may consider, among other things: (1) whether or not the person is an interested person, as defined in the 1940 Act, and
is otherwise qualified under applicable laws and regulations to serve as a trustee of the Funds; (2) whether or not the person is willing to serve as, and willing and able to commit the time necessary for the performance of the duties of, a
trustee; (3) whether the person can make a positive contribution to the Board and the Funds, with consideration being given to the persons specific experience, education, qualifications and other skills; and (4) whether the person is
of good character and high integrity, and whether the person has other desirable personality traits, including independence, leadership and the ability to work with other Board members. The Governance Committee has not adopted any specific policy on
the issue of diversity, but will take this into account, among other factors, in its consideration of new candidates to the Board.
Notice procedures set forth in each Funds Bylaws require that any shareholder of a Fund desiring to nominate a trustee
for election at an annual shareholder meeting must deliver to the Funds Secretary notice of the shareholders intent to nominate in writing not less than ninety (90) nor more than one hundred twenty (120) days prior to the first
anniversary date of the annual meeting for the preceding year.
Investments Committee
The members of the Investments Committee are Messrs. Arch, Crockett (Chair), Fields, Flanagan, LaCava, Motley, Troccoli,
Vandivort, Vaughn and Wilson (Vice Chair), Mss. Brown, Hostetler (Vice Chair), Krentzman, Ressel and Stern (Vice Chair) and Drs. Jones and Mathai-Davis. The Investments Committee held five meetings during the fiscal year ended February 29,
2020.
The Investments Committees primary purposes are to assist the Board in its oversight of the investment
management services provided by the Adviser and the Sub-Advisers and to periodically review Fund performance information, information regarding the Funds trading practices and such other reports
pertaining to portfolio securities transactions and information regarding the investment personnel and other resources devoted to the management of the Funds and make recommendations to the Board, when applicable.
The Investments Committee has established three Sub-Committees and delegated to the Sub-Committees responsibility for, among other matters: (i) reviewing the performance of the Invesco Funds that have been assigned to a particular Sub-Committee (for each
Sub-Committee, the Designated Funds), except to the extent the Investments Committee takes such action directly; (ii) reviewing with the applicable portfolio managers from time to time the investment
objective(s), policies, strategies, performance and risks and other investment-related matters of the Designated Funds; and (iii) being familiar with the investment objectives and principal investment strategies of the Designated Funds.
Valuation, Distribution and Proxy Oversight Committee
The members of the Valuation, Distribution and Proxy Oversight Committee are Messrs. Fields, Motley, Vandivort and Wilson,
Ms. Brown and Stern and Drs. Jones (Vice Chair) and Mathai-Davis (Chair). The Valuation, Distribution and Proxy Oversight Committee held five meetings during the fiscal year ended February 29, 2020.
31
The Valuation, Distribution and Proxy Oversight Committee performs a number of
functions with respect to valuation, distribution and proxy voting, including: (i) reviewing reports and making recommendations to the full Board regarding the Funds valuation methods and determinations, and annually approving and making
recommendations to the full Board regarding pricing procedures; (ii) reviewing the Advisers annual report evaluating the pricing vendors, and approving and recommending that the full Board approve changes to pricing vendors and pricing
methodologies; (iii) reviewing reports and making recommendations to the full Board regarding mutual fund distribution and marketing channels and expenditures; (iv) reviewing reports and making recommendations to the full Board regarding
proxy voting guidelines, policies and procedures; and (v) receiving reports regarding actual or potential conflicts of interest by investment personnel or others that could affect their input or recommendations regarding pricing issues and, if
appropriate, consulting with the Compliance Committee about such conflicts.
Shareholder Communications
Shareholders may send communications to each Funds Board. Shareholders should send communications intended for the Board
or for a Trustee by addressing the communication directly to the Board or individual Trustee and/or otherwise clearly indicating that the communication is for the Board or individual Trustee and by sending the communication to either the office of
the Secretary of the applicable Fund or directly to such Trustee at the address specified for such Trustee above. Other shareholder communications received by any Fund not directly addressed and sent to the Board will be reviewed and generally
responded to by management and will be forwarded to the Board only at managements discretion based on the matters contained therein.
THE BOARD UNANIMOUSLY RECOMMENDS A VOTE FOR ALL OF THE NOMINEES.
32
Shareholder Proposals
Shareholder proposals intended to be presented at the year 2021 annual meeting of shareholders for a Fund pursuant to Rule 14a-8 under the Exchange Act must be received by the Funds Secretary at the Funds principal executive offices by February 25, 2021, in order to be considered for inclusion in the
Funds proxy statement and proxy card relating to that meeting. Timely submission of a proposal does not necessarily mean that such proposal will be included in the Funds proxy statement. If a shareholder wishes to make a proposal at the
year 2021 annual meeting of shareholders without having the proposal included in a Funds proxy statement, then such proposal must be received by the Funds Secretary at the Funds principal executive offices not earlier than
April 9, 2021 and not later than May 9, 2021. Notwithstanding the foregoing, if notice of a shareholder proposal is received after May 9, 2021, the persons named as proxies may vote proxies held by them in their discretion on such
proposal. Any shareholder who wishes to submit a proposal for consideration at a meeting of such shareholders Fund should send such proposal to the respective Funds Secretary at 11 Greenway Plaza, Suite 1000, Houston, Texas 77046,
Attn: Secretary. Additional requirements regarding shareholder proposals are included in the Funds Bylaws, which are available upon request.
General
Management of
each Fund does not intend to present, and does not have reason to believe that others will present, any other items of business at the Meeting. However, if other matters are properly presented to the Meeting for a vote, the proxies will be voted
upon such matters in accordance with the judgment of the persons acting under the proxies.
Failure of a quorum to be
present at the Meeting for any Fund may necessitate adjournment and may subject such Fund to additional expense.
40
If you cannot be present at the Meeting, you are requested to fill in, sign
and return the enclosed proxy card(s), for which no postage is required if mailed in the United States, or record your voting instructions by telephone or via the internet promptly.
Jeffrey H. Kupor
Senior Vice President,
Chief Legal Officer and Secretary
June 25, 2020
41
ANNEX A
FUNDS
The
following list sets forth the closed-end investment companies (each a Fund and collectively, the Funds) participating in the Joint Annual Meeting of Shareholders to be
held online via live webcast on August 7, 2020, at 2:00 p.m. Central Daylight time. The name in the first column below is the legal name for each Fund. The designation in the second column is the NYSE ticker symbol of each Funds common
shares. The ticker symbol is sometimes used to identify a specific Fund in the Joint Proxy Statement.
Each of the Funds
has issued common shares of beneficial interest and such common shares of the Funds are referred to herein as the Common Shares. Each of the Funds, except VBF, IHIT, IHTA, and VLT has issued preferred shares of beneficial interest
with a liquidation preference per share as designated in the fourth column below, and such preferred shares of such Funds are referred to herein as the Preferred Shares.
|
|
|
|
|
|
|
|
|
Legal Name
|
|
Common
Shares
Ticker
Symbol
|
|
Common Shares
Outstanding(1)
|
|
Preferred Shares
|
|
Preferred
Shares
Outstanding(1)
|
Invesco Advantage Municipal Income Trust II
|
|
VKI
|
|
44,391,551.00
|
|
Variable Rate Municipal
Preferred Shares,
liquidation
preference
$100,000 per share
|
|
2,160
|
Invesco Bond Fund
|
|
VBF
|
|
11,386,632.00
|
|
None
|
|
Not Applicable
|
Invesco California Value Municipal Income Trust
|
|
VCV
|
|
47,865,335.00
|
|
Variable Rate Municipal Preferred Shares,
liquidation preference $100,000 per share
|
|
2,083
|
Invesco Dynamic Credit Opportunities Fund
|
|
VTA
|
|
62,980,141.00
|
|
Variable Rate Term Preferred Shares,
liquidation preference $100,000 per share
|
|
1,250
|
Invesco High Income 2023 Target Term Fund
|
|
IHIT
|
|
24,030,824.00
|
|
None
|
|
Not Applicable
|
Invesco High Income 2024 Target Term Fund
|
|
IHTA
|
|
8,778,181.77
|
|
None
|
|
Not Applicable
|
Invesco High Income Trust II
|
|
VLT
|
|
6,494,743.20
|
|
None
|
|
Not Applicable
|
Invesco Municipal Income Opportunities Trust
|
|
OIA
|
|
47,554,166.64
|
|
Variable Rate Municipal Preferred Shares,
liquidation preference $100,000 per share
|
|
300
|
Invesco Municipal Opportunity Trust
|
|
VMO
|
|
67,414,527.00
|
|
Variable Rate Municipal Preferred Shares,
liquidation preference $100,000 per share
|
|
3,676
|
A-1
|
|
|
|
|
|
|
|
|
Legal Name
|
|
Common
Shares
Ticker
Symbol
|
|
Common Shares
Outstanding(1)
|
|
Preferred Shares
|
|
Preferred
Shares
Outstanding(1)
|
Invesco Municipal Trust
|
|
VKQ
|
|
55,320,226.99
|
|
Variable Rate Municipal Preferred Shares, liquidation preference $100,000 per share
|
|
2,628
|
Invesco Pennsylvania Value Municipal Income Trust
|
|
VPV
|
|
23,829,544.00
|
|
Variable Rate Municipal Preferred Shares, liquidation preference $100,000 per share
|
|
1,376
|
Invesco Quality Municipal Income Trust
|
|
IQI
|
|
52,883,797.34
|
|
Variable Rate Municipal Preferred Shares,
liquidation preference $100,000 per share
|
|
2,339
|
Invesco Senior Income Trust
|
|
VVR
|
|
153,030,736.00
|
|
Variable Rate Term Preferred Shares,
liquidation preference $100,000 per share
|
|
1,250
|
Invesco Trust for Investment Grade Municipals
|
|
VGM
|
|
54,225,296.00
|
|
Variable Rate Municipal Preferred Shares,
liquidation preference $100,000 per share
|
|
2,733
|
Invesco Trust for Investment Grade New York Municipals
|
|
VTN
|
|
19,477,753.16
|
|
Variable Rate Municipal Preferred Shares,
liquidation preference $100,000 per share
|
|
904
|
Invesco Value Municipal Income Trust
|
|
IIM
|
|
47,056,518.32
|
|
Variable Rate Municipal Preferred Shares,
liquidation preference $100,000 per share
|
|
2,331
|
|
(1)
|
As of the Record Date.
|
A-2
ANNEX B
TRUSTEE COMPENSATION
Set forth below is information regarding compensation paid or accrued for each Trustee who was not affiliated with the Adviser
during the calendar year ended December 31, 2019, unless otherwise noted. The term Invesco Fund Complex includes each of the open-end and
closed-end registered investment companies advised by the Adviser.
|
|
|
|
|
|
|
|
|
|
|
|
|
Name of Trustee
|
|
Aggregate
Compensation
from the
Funds(1)
|
|
|
Estimated
Annual
Benefits from
Invesco Fund
Complex
Upon
Retirement(2)
|
|
|
Total
Compensation
from
Invesco Fund
Complex(3)
|
|
Independent Trustees(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
David C. Arch
|
|
$
|
20,746
|
|
|
$
|
205,000
|
|
|
$
|
410,486
|
|
Beth Ann Brown(4)
|
|
|
8,760
|
|
|
|
|
|
|
|
191,316
|
|
Bruce L. Crockett
|
|
|
33,246
|
|
|
|
205,000
|
|
|
|
679,516
|
|
Jack M. Fields
|
|
|
19,979
|
|
|
|
205,000
|
|
|
|
409,378
|
|
Cynthia Hostetler
|
|
|
19,533
|
|
|
|
|
|
|
|
374,320
|
|
Eli Jones
|
|
|
19,042
|
|
|
|
|
|
|
|
391,836
|
|
Elizabeth Krentzman(4)
|
|
|
9,351
|
|
|
|
|
|
|
|
192,066
|
|
Anthony J. LaCava, Jr.
|
|
|
19,525
|
|
|
|
|
|
|
|
306,732
|
|
Prema Mathai-Davis
|
|
|
19,796
|
|
|
|
205,000
|
|
|
|
406,878
|
|
Joel W. Motley(4)
|
|
|
8,621
|
|
|
|
|
|
|
|
188,066
|
|
Teresa M. Ressel
|
|
|
18,923
|
|
|
|
|
|
|
|
368,728
|
|
Ann Barnett Stern
|
|
|
19,438
|
|
|
|
|
|
|
|
397,070
|
|
Robert C. Troccoli
|
|
|
19,135
|
|
|
|
|
|
|
|
376,336
|
|
Daniel S. Vandivort(4)
|
|
|
9,334
|
|
|
|
|
|
|
|
206,709
|
|
James D. Vaughn(4)
|
|
|
9,813
|
|
|
|
|
|
|
|
205,066
|
|
Christopher L. Wilson
|
|
|
22,276
|
|
|
|
|
|
|
|
432,974
|
|
|
(1)
|
Amounts shown are based on the fiscal year ended February 29, 2020. The total amount of compensation
deferred by all Trustees of the Funds during the fiscal year ended February 29, 2020, including earnings, was $74,829. The amount of aggregate compensation paid by each Fund as of the most recent fiscal year end is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
Arch
|
|
|
Brown(4)
|
|
|
Crockett
|
|
|
Fields
|
|
|
Hostetler
|
|
|
Jones
|
|
|
Krentzman(4)
|
|
|
LaCava
|
|
VKI
|
|
$
|
1,313.31
|
|
|
$
|
549.52
|
|
|
$
|
2,103.10
|
|
|
$
|
1,264.46
|
|
|
$
|
1,235.64
|
|
|
$
|
1,204.92
|
|
|
$
|
586.49
|
|
|
$
|
1,235.30
|
|
VBF
|
|
|
1,102.92
|
|
|
|
476.38
|
|
|
|
1,771.40
|
|
|
|
1,063.00
|
|
|
|
1,040.88
|
|
|
|
1,013.50
|
|
|
|
508.84
|
|
|
|
1,040.60
|
|
VCV
|
|
|
1,369.35
|
|
|
|
575.63
|
|
|
|
2,193.04
|
|
|
|
1,318.44
|
|
|
|
1,288.46
|
|
|
|
1,256.33
|
|
|
|
614.23
|
|
|
|
1,288.13
|
|
VTA
|
|
|
1,500.59
|
|
|
|
630.98
|
|
|
|
2,403.12
|
|
|
|
1,444.81
|
|
|
|
1,411.61
|
|
|
|
1,377.10
|
|
|
|
673.19
|
|
|
|
1,410.24
|
|
IHIT
|
|
|
1,114.87
|
|
|
|
480.76
|
|
|
|
1,790.35
|
|
|
|
1,074.46
|
|
|
|
1,052.01
|
|
|
|
1,024.49
|
|
|
|
513.50
|
|
|
|
1,051.69
|
|
IHTA
|
|
|
1,027.66
|
|
|
|
441.95
|
|
|
|
1,650.78
|
|
|
|
990.54
|
|
|
|
970.00
|
|
|
|
944.53
|
|
|
|
472.26
|
|
|
|
969.73
|
|
VLT
|
|
|
1,044.05
|
|
|
|
447.59
|
|
|
|
1,676.90
|
|
|
|
1,006.24
|
|
|
|
985.29
|
|
|
|
959.62
|
|
|
|
478.35
|
|
|
|
984.83
|
|
OIA
|
|
|
1,182.35
|
|
|
|
508.56
|
|
|
|
1,897.73
|
|
|
|
1,139.30
|
|
|
|
1,115.09
|
|
|
|
1,086.17
|
|
|
|
542.99
|
|
|
|
1,114.79
|
|
VMO
|
|
|
1,547.47
|
|
|
|
640.30
|
|
|
|
2,474.54
|
|
|
|
1,489.11
|
|
|
|
1,453.75
|
|
|
|
1,418.54
|
|
|
|
682.92
|
|
|
|
1,453.36
|
|
VKQ
|
|
|
1,437.53
|
|
|
|
600.88
|
|
|
|
2,300.95
|
|
|
|
1,383.78
|
|
|
|
1,351.84
|
|
|
|
1,318.49
|
|
|
|
641.07
|
|
|
|
1,351.47
|
|
VPV
|
|
|
1,188.05
|
|
|
|
500.94
|
|
|
|
1,904.40
|
|
|
|
1,144.24
|
|
|
|
1,118.97
|
|
|
|
1,090.61
|
|
|
|
534.94
|
|
|
|
1,118.66
|
|
IQI
|
|
|
1,417.24
|
|
|
|
594.55
|
|
|
|
2,269.14
|
|
|
|
1,364.42
|
|
|
|
1,333.15
|
|
|
|
1,300.09
|
|
|
|
634.32
|
|
|
|
1,332.79
|
|
VVR
|
|
|
1,459.57
|
|
|
|
612.80
|
|
|
|
2,337.90
|
|
|
|
1,404.85
|
|
|
|
1,373.18
|
|
|
|
1,339.64
|
|
|
|
654.41
|
|
|
|
1,371.84
|
|
VGM
|
|
|
1,444.12
|
|
|
|
602.75
|
|
|
|
2,311.24
|
|
|
|
1,390.08
|
|
|
|
1,357.87
|
|
|
|
1,324.47
|
|
|
|
643.05
|
|
|
|
1,357.51
|
|
VTN
|
|
|
1,150.00
|
|
|
|
488.22
|
|
|
|
1,844.55
|
|
|
|
1,107.85
|
|
|
|
1,083.82
|
|
|
|
1,056.07
|
|
|
|
521.43
|
|
|
|
1,083.53
|
|
IIM
|
|
|
1,446.98
|
|
|
|
608.43
|
|
|
|
2,316.96
|
|
|
|
1,393.08
|
|
|
|
1,361.21
|
|
|
|
1,327.43
|
|
|
|
649.05
|
|
|
|
1,360.85
|
|
B-1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
Mathai-
Davis
|
|
|
Motley(4)
|
|
|
Ressel
|
|
|
Stern
|
|
|
Troccoli
|
|
|
Vandivort(4)
|
|
|
Vaughn(4)
|
|
|
Wilson
|
|
VKI
|
|
$
|
1,252.71
|
|
|
$
|
540.82
|
|
|
$
|
1,197.39
|
|
|
$
|
1,229.31
|
|
|
$
|
1,211.15
|
|
|
$
|
585.36
|
|
|
$
|
615.35
|
|
|
$
|
1,407.20
|
|
VBF
|
|
|
1,053.95
|
|
|
|
468.79
|
|
|
|
1,007.44
|
|
|
|
1,036.56
|
|
|
|
1,017.79
|
|
|
|
507.79
|
|
|
|
534.12
|
|
|
|
1,192.61
|
|
VCV
|
|
|
1,306.20
|
|
|
|
566.56
|
|
|
|
1,248.54
|
|
|
|
1,281.84
|
|
|
|
1,262.84
|
|
|
|
613.02
|
|
|
|
644.33
|
|
|
|
1,467.49
|
|
VTA
|
|
|
1,431.17
|
|
|
|
620.78
|
|
|
|
1,368.02
|
|
|
|
1,405.00
|
|
|
|
1,383.75
|
|
|
|
672.38
|
|
|
|
706.59
|
|
|
|
1,607.78
|
|
IHIT
|
|
|
1,065.27
|
|
|
|
473.07
|
|
|
|
1,018.26
|
|
|
|
1,047.67
|
|
|
|
1,028.80
|
|
|
|
512.50
|
|
|
|
539.06
|
|
|
|
1,205.09
|
|
IHTA
|
|
|
982.17
|
|
|
|
434.85
|
|
|
|
938.78
|
|
|
|
966.14
|
|
|
|
948.38
|
|
|
|
471.34
|
|
|
|
495.93
|
|
|
|
1,111.99
|
|
VLT
|
|
|
997.68
|
|
|
|
440.35
|
|
|
|
953.66
|
|
|
|
981.40
|
|
|
|
963.49
|
|
|
|
477.50
|
|
|
|
502.46
|
|
|
|
1,129.04
|
|
OIA
|
|
|
1,129.40
|
|
|
|
500.47
|
|
|
|
1,079.53
|
|
|
|
1,110.26
|
|
|
|
1,090.94
|
|
|
|
541.93
|
|
|
|
569.86
|
|
|
|
1,275.92
|
|
VMO
|
|
|
1,474.68
|
|
|
|
630.26
|
|
|
|
1,409.60
|
|
|
|
1,445.50
|
|
|
|
1,426.63
|
|
|
|
681.59
|
|
|
|
716.16
|
|
|
|
1,650.41
|
|
VKQ
|
|
|
1,370.73
|
|
|
|
591.43
|
|
|
|
1,310.25
|
|
|
|
1,344.62
|
|
|
|
1,325.57
|
|
|
|
639.82
|
|
|
|
672.42
|
|
|
|
1,537.79
|
|
VPV
|
|
|
1,133.92
|
|
|
|
492.97
|
|
|
|
1,083.89
|
|
|
|
1,113.61
|
|
|
|
1,095.90
|
|
|
|
533.87
|
|
|
|
561.45
|
|
|
|
1,277.01
|
|
IQI
|
|
|
1,351.66
|
|
|
|
585.20
|
|
|
|
1,291.97
|
|
|
|
1,326.18
|
|
|
|
1,306.92
|
|
|
|
633.10
|
|
|
|
665.36
|
|
|
|
1,517.46
|
|
VVR
|
|
|
1,391.66
|
|
|
|
602.87
|
|
|
|
1,330.72
|
|
|
|
1,366.81
|
|
|
|
1,346.01
|
|
|
|
653.64
|
|
|
|
687.47
|
|
|
|
1,564.19
|
|
VGM
|
|
|
1,376.93
|
|
|
|
593.27
|
|
|
|
1,316.16
|
|
|
|
1,350.59
|
|
|
|
1,331.61
|
|
|
|
641.81
|
|
|
|
674.50
|
|
|
|
1,544.34
|
|
VTN
|
|
|
1,098.04
|
|
|
|
480.43
|
|
|
|
1,049.59
|
|
|
|
1,078.89
|
|
|
|
1,060.95
|
|
|
|
520.40
|
|
|
|
547.34
|
|
|
|
1,238.52
|
|
IIM
|
|
|
1,380.09
|
|
|
|
598.88
|
|
|
|
1,319.11
|
|
|
|
1,354.10
|
|
|
|
1,334.37
|
|
|
|
647.80
|
|
|
|
680.75
|
|
|
|
1,549.53
|
|
|
(2)
|
These amounts represent the estimated annual benefits payable by the Invesco Funds upon the trustees
retirement and assumes each Trustee serves until his or her normal retirement date. These amounts are not adjusted to reflect deemed investment appreciation or depreciation.
|
|
(3)
|
These amounts represent the compensation paid from all Invesco Funds to the individuals who serve as
trustees. All Trustees currently serve as Trustee of 32 registered investment companies advised by the Adviser.
|
|
(4)
|
Mss. Brown and Krentzman and Messrs. Motley, Vandivort, and Vaughn were appointed as Trustees for the Funds
effective September 17, 2019.
|
|
(5)
|
On December 31, 2019, Mr. Raymond Stickel, Jr., retired. During the fiscal year ended
February 29, 2020, aggregate compensation from the Funds for Mr. Stickel was $16,318.
|
B-2
ANNEX C
SHARE OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
As of the Record Date, according to disclosure publicly filed with the SEC, the following record owners of Common Shares or
Preferred Shares of each Fund held, directly or beneficially, more than 5% of the voting securities of a class of securities of each Fund. For purposes of the 1940 Act, any person who owns, directly or through one or more controlled companies, more
than 25% of the voting securities of a company is presumed to control such company. Accordingly, to the extent that a shareholder is identified in the following table as the beneficial owner and holder of record of more than 25% of the
outstanding voting securities of a Fund and has voting and/or investment power, the shareholder may be presumed to control such Fund.
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
Class of Shares
|
|
Name and Address of Holder
|
|
Amount
of Shares
Owned by
Beneficial
Owner
|
|
|
Percentage
of Shares Outstanding as
of Record Date
|
|
VKI
|
|
Common
|
|
First Trust Portfolios, L.P.,
First Trust
Advisors, L.P.,
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, IL 60187
|
|
|
2,949,512
|
|
|
|
6.65
|
%
|
|
|
|
|
|
|
|
Preferred
|
|
Bank of America Corporation
100 North Tryon
Street
Charlotte, North Carolina 28255
|
|
|
2,160
|
|
|
|
100.00
|
%
|
|
|
|
|
|
VBF
|
|
Common
|
|
First Trust Portfolios, L.P.,
First Trust
Advisors, L.P.,
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, IL 60187
|
|
|
2,446,621
|
|
|
|
21.50
|
%
|
|
|
|
|
|
VCV
|
|
Preferred
|
|
Bank of America Corporation
100 North Tryon
Street
Charlotte, North Carolina 28255
|
|
|
2,083
|
|
|
|
100.00
|
%
|
|
|
|
|
|
VTA
|
|
Common
|
|
First Trust Portfolios, L.P.,
First Trust
Advisors, L.P.,
The Charger Corporation
120 East Liberty Drive,
Suite 400
Wheaton, IL 60187
|
|
|
4,813,070
|
|
|
|
7.64
|
%
|
|
|
|
|
|
|
|
Common
|
|
Morgan Stanley
1585 Broadway
New York, NY 10036
|
|
|
5,138,243
|
|
|
|
8.20
|
%
|
|
|
|
|
|
|
|
Common
|
|
Saba Capital Management, L.P.
405 Lexington
Avenue, 58th Floor
New York, NY 10174
|
|
|
6,726,283
|
|
|
|
10.70
|
%
|
C-1
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
Class of Shares
|
|
Name and Address of Holder
|
|
Amount
of Shares
Owned by
Beneficial
Owner
|
|
|
Percentage
of Shares Outstanding as
of Record Date
|
|
IHIT
|
|
Common
|
|
Morgan Stanley Smith Barney LLC
1585
Broadway
New York, NY 10036
|
|
|
1,697,051
|
|
|
|
7.10
|
%
|
|
|
|
|
|
IHTA
|
|
Common
|
|
Morgan Stanley Smith Barney LLC
1585
Broadway
New York, NY 10036
|
|
|
897,497
|
|
|
|
10.20
|
%
|
|
|
|
|
|
VLT
|
|
Common
|
|
RiverNorth Capital Management, LLC
325 N.
LaSalle Street, Suite 645
Chicago, IL 60654
|
|
|
426,744
|
|
|
|
6.57
|
%
|
|
|
|
|
|
OIA
|
|
Preferred
|
|
Bank of America Corp.
100 North Tryon
Street
Charlotte, NC 28255
|
|
|
300
|
|
|
|
100.00
|
%
|
|
|
|
|
|
VMO
|
|
Preferred
|
|
JPMorgan Chase Bank, National Association
1111
Polaris Parkway
Columbus, OH 43240
|
|
|
3,676
|
|
|
|
100.00
|
%
|
|
|
|
|
|
VKQ
|
|
Preferred
|
|
Wells Fargo & Company
420 Montgomery
Street
San Francisco, CA 94163
|
|
|
2,628
|
|
|
|
100.00
|
%
|
|
|
|
|
|
VPV
|
|
Preferred
|
|
Bank of America Corp.
100 North Tryon
Street
Charlotte, NC 28255
|
|
|
1,376
|
|
|
|
100.00
|
%
|
|
|
|
|
|
IQI
|
|
Preferred
|
|
Wells Fargo & Company
420 Montgomery
Street
San Francisco, CA 94163
|
|
|
2,339
|
|
|
|
100.00
|
%
|
|
|
|
|
|
VVR
|
|
Common
|
|
Saba Capital Management, L.P.
405 Lexington
Avenue, 58th Floor
New York, NY 10174
|
|
|
14,199,032
|
|
|
|
9.30
|
%
|
|
|
|
|
|
VGM
|
|
Preferred
|
|
JPMorgan Chase Bank, National Association
1111
Polaris Parkway
Columbus, OH 43240
|
|
|
2,733
|
|
|
|
100.00
|
%
|
|
|
|
|
|
VTN
|
|
Preferred
|
|
Bank of America Corp.
100 North Tryon
Street
Charlotte, NC 28255
|
|
|
904
|
|
|
|
100.00
|
%
|
|
|
|
|
|
IIM
|
|
Preferred
|
|
JPMorgan Chase Bank, National Association
1111
Polaris Parkway
Columbus, OH 43240
|
|
|
2,331
|
|
|
|
100.00
|
%
|
C-2
ANNEX D
TRUSTEE BENEFICIAL OWNERSHIP OF FUND SECURITIES
The table below indicates the aggregate dollar range of equity securities of the Funds and of all funds in the Invesco Fund
Complex owned by each Trustee as of the calendar year ended December 31, 2019.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
VKI
|
|
|
VBF
|
|
|
VCV
|
|
|
VTA
|
|
|
IHIT
|
|
|
IHTA
|
|
|
VLT
|
|
|
OIA
|
|
|
VMO
|
|
|
VKQ
|
|
|
VPV
|
|
|
IQI
|
|
|
VVR
|
|
|
VGM
|
|
|
VTN
|
|
|
IIM
|
|
|
Aggregate Dollar
Range
of Equity
Securities in all
Registered
Investment
Companies
Overseen
by Trustee
or Nominee
in the Invesco
Fund Complex
|
|
Interested Trustee
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Flanagan
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
|
Independent Trustees
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Arch
|
|
|
$1 -
$10,000
|
|
|
|
$10,001 -
50,000
|
|
|
|
None
|
|
|
|
$1 -
$10,000
|
|
|
|
None
|
|
|
|
None
|
|
|
|
$1 -
$10,000
|
|
|
|
None
|
|
|
|
$10,001 -
$50,000
|
|
|
|
$10,001 -
$50,000
|
|
|
|
None
|
|
|
|
None
|
|
|
|
$1 -
$10,000
|
|
|
|
$1 -
$10,000
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
|
Brown(2)
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
|
Crockett
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
(1)
|
Fields
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
|
Hostetler
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
(1)
|
Jones
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
(1)
|
Krentzman(2)
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
|
LaCava
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
(1)
|
Mathai-Davis
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
(1)
|
Motley(2)
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
(1)
|
Ressel
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
Stern
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
(1)
|
Troccoli
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over
$100,000
|
|
|
|
Over
$100,000
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
(1)
|
D-1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
VKI
|
|
|
VBF
|
|
|
VCV
|
|
|
VTA
|
|
|
IHIT
|
|
|
IHTA
|
|
|
VLT
|
|
|
OIA
|
|
|
VMO
|
|
|
VKQ
|
|
|
VPV
|
|
|
IQI
|
|
|
VVR
|
|
|
VGM
|
|
|
VTN
|
|
|
IIM
|
|
|
Aggregate Dollar
Range
of Equity
Securities in all
Registered
Investment
Companies
Overseen
by Trustee
or Nominee
in the Invesco
Fund Complex
|
|
Vandivort(2)
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
(1)
|
Vaughn(2)
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
(1)
|
Wilson
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
$10,001 -
$50,000
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
None
|
|
|
|
Over $100,000
|
(1)
|
|
(1)
|
Includes the total amount of compensation deferred by the Trustee at his or her election pursuant to a
deferred compensation plan. Such deferred compensation is placed in a deferral account and deemed to be invested in one or more of the funds in the Invesco Funds.
|
|
(2)
|
The information in this table is as of December 31, 2019. Mss. Brown and Krentzman and Messrs. Motley,
Vandivort, and Vaughn were appointed as Trustees for the Funds effective September 17, 2019.
|
As of
December 31, 2019, the Trustees, Nominees and executive officers as a group owned less than 1% of a class of shares of any Fund.
D-2
ANNEX E
FEES BILLED BY INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
During each Funds prior two fiscal years, the Funds were billed the amounts listed below by PricewaterhouseCoopers LLP
(PwC), the Funds independent registered public accounting firm, for audit and non-audit services rendered to the Funds. During each Funds prior two fiscal years, all audit or non-audit services provided to the Funds by PwC were approved by each Funds Audit Committee in accordance with its pre-approval policies and procedures.
Fees Billed for Services Rendered to the Funds for Fiscal Year Ended February 29, 2020
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|
|
|
|
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Non-Audit Fees
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Fund
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Audit Fees
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Audit-Related
Fees
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Tax Fees(1)
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All Other Fees
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Total Non-Audit
Fees
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|
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Total Fees
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VKI
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$
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56,907
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$
|
0
|
|
|
|
$19,377
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$
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0
|
|
|
|
$19,377
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|
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$
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76,284
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VBF
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40,514
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0
|
|
|
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27,302
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|
|
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0
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|
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27,302
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|
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67,816
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VCV
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|
|
56,907
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0
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|
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19,377
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|
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0
|
|
|
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19,377
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|
|
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76,284
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|
VTA
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|
|
119,861
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0
|
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27,852
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|
|
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0
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|
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27,852
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147,713
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IHIT
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69,940
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0
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|
24,077
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|
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0
|
|
|
|
24,077
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|
|
|
94,017
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|
IHTA
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|
|
69,940
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|
|
|
0
|
|
|
|
24,077
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|
|
|
0
|
|
|
|
24,077
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|
|
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94,017
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VLT
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|
|
48,266
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|
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|
0
|
|
|
|
24,102
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|
|
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0
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|
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24,102
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|
|
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72,368
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OIA
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56,907
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0
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19,377
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0
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|
|
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19,377
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|
|
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76,284
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VMO
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|
|
56,907
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|
|
|
0
|
|
|
|
19,377
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|
|
|
0
|
|
|
|
19,377
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|
|
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76,284
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VKQ
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|
|
56,907
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0
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|
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19,377
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0
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|
|
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19,377
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|
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76,284
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VPV
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56,907
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0
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|
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19,377
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0
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|
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19,377
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76,284
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IQI
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|
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56,907
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0
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|
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19,377
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|
|
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0
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|
|
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19,377
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|
|
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76,284
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VVR
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|
|
119,861
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0
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|
|
29,552
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|
|
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0
|
|
|
|
29,552
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|
|
|
149,413
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|
VGM
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|
|
56,907
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|
|
|
0
|
|
|
|
19,377
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|
|
|
0
|
|
|
|
19,377
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|
|
|
76,284
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VTN
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|
|
56,907
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0
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|
|
19,377
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|
|
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0
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|
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19,377
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|
|
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76,284
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IIM
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|
|
56,907
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|
|
0
|
|
|
|
19,377
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|
|
|
0
|
|
|
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19,377
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|
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76,284
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Fees Billed for Services Rendered to the Funds for Fiscal Year Ended February 28, 2019
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Non-Audit Fees
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Fund
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Audit Fees
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Audit-Related
Fees
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Tax Fees(1)
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All Other Fees
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Total Non-Audit
Fees
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Total Fees
|
|
VKI
|
|
$
|
52,825
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|
|
$
|
0
|
|
|
|
$5,700
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|
|
$
|
0
|
|
|
|
$5,700
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|
|
$
|
58,525
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|
VBF
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|
|
42,825
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|
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0
|
|
|
|
7,825
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|
|
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0
|
|
|
|
7,825
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|
|
|
50,650
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VCV
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|
|
52,825
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|
|
|
0
|
|
|
|
5,700
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|
|
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0
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|
|
5,700
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|
|
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58,525
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VTA
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|
78,075
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0
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|
5,075
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0
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5,075
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83,150
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IHIT
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|
65,375
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0
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15,600
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0
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|
15,600
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|
|
|
80,975
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|
IHTA
|
|
|
65,375
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0
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|
|
|
15,600
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|
|
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0
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|
|
15,600
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|
|
|
80,975
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|
VLT
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|
|
42,825
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0
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|
|
|
7,825
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|
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0
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|
|
7,825
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50,650
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OIA
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|
|
52,825
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0
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|
5,700
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0
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5,700
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58,525
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VMO
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|
52,825
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0
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|
|
|
5,700
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0
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|
|
5,700
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|
|
|
58,525
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|
VKQ
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|
|
52,825
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|
|
|
0
|
|
|
|
5,700
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|
|
|
0
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|
|
|
5,700
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|
|
|
58,525
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|
VPV
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|
|
52,825
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|
|
|
0
|
|
|
|
5,700
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|
|
|
0
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|
|
|
5,700
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|
|
|
58,525
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|
IQI
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|
|
52,825
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|
|
|
0
|
|
|
|
5,700
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|
|
|
0
|
|
|
|
5,700
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|
|
|
58,525
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|
VVR
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|
|
78,075
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|
|
|
0
|
|
|
|
5,075
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|
|
|
0
|
|
|
|
5,075
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|
|
|
83,150
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|
VGM
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|
|
52,825
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|
|
0
|
|
|
|
5,700
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|
|
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0
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|
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5,700
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|
|
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58,525
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VTN
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|
|
52,825
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0
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|
|
5,700
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|
|
|
0
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|
|
5,700
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|
|
|
58,525
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|
IIM
|
|
|
52,825
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|
|
|
0
|
|
|
|
5,700
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|
|
|
0
|
|
|
|
5,700
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|
|
|
58,525
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|
E-1
(1)
|
Tax Fees for the fiscal year end February 29, 2020 includes fees billed for preparation of U.S. Tax
Returns and Taxable Income calculations, including excise tax and year-to-date estimates for various
book-to-tax differences. Tax fees for fiscal year end February 28, 2019 includes fees billed for reviewing tax returns and/or services related to tax compliance.
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Fees Billed by PwC Related to Invesco and Invesco Affiliates
PwC billed Invesco Advisers, Inc. (Invesco), the Funds adviser, and any entity controlling, controlled
by or under common control with Invesco that provides ongoing services to the Funds (Invesco Affiliates) aggregate fees for pre-approved non-audit
services rendered to Invesco and Invesco Affiliates for the last two fiscal years as follows:
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Fees Billed for Non-
Audit Services
Rendered to Invesco
and Invesco Affiliates
for fiscal year end
2020
That Were
Required
to be Pre-Approved
by the Registrants
Audit Committee
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Fees Billed for Non-
Audit Services
Rendered to Invesco
and Invesco Affiliates
for fiscal year end
2019
That Were
Required
to be Pre-Approved
by the Registrants
Audit Committee
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Audit-Related Fees(1)
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|
$
|
690,000
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|
|
$
|
690,000
|
|
Tax Fees
|
|
|
0
|
|
|
|
0
|
|
All Other Fees
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|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
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Total Fees
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|
$
|
690,000
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|
|
$
|
690,000
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|
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(1)
|
Audit-Related fees for the years ended 2020 and 2019 include fees billed related to reviewing controls at a
service organization.
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|
(e)(2) There were no amounts that were pre-approved by the Audit
Committee pursuant to the de minimis exception under Rule 2-01 of Regulation S-X.
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|
(g) In addition to the amounts shown in the tables above, PwC billed Invesco and Invesco Affiliates aggregate
fees of $4,779,000 for the fiscal year ended February 29, 2020 and $4,240,000 for the fiscal year ended February 28, 2019 for non-audit services not required to be
pre-approved by the Registrants Audit Committee.
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|
PwC provided audit services to the Investment Company complex of approximately $33 million.
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|
(h) The Audit Committee also has considered whether the provision of
non-audit services that were rendered to Invesco and Invesco Affiliates that were not required to be pre-approved pursuant to SEC regulations, if any, is compatible with
maintaining PwCs independence.
|
E-2
PRE-APPROVAL OF AUDIT AND
NON-AUDIT SERVICES
POLICIES AND PROCEDURES
As adopted by the Audit Committees
of the Invesco Funds (the Funds)
Last Amended March 29, 2017
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I.
|
Statement of Principles
|
The Audit Committees (the Audit Committee) of the Boards of Trustees of the Funds (the
Board) have adopted these policies and procedures (the Procedures) with respect to the pre-approval of audit and non-audit services to be
provided by the Funds independent auditor (the Auditor) to the Funds, and to the Funds investment adviser(s) and any entity controlling, controlled by, or under common control with the investment adviser(s) that provides
ongoing services to the Funds (collectively, Service Affiliates).
Under Section 202 of the
Sarbanes-Oxley Act of 2002, all audit and non-audit services provided to the Funds by the Auditor must be preapproved by the Audit Committee. Rule 2-01 of
Regulation S-X requires that the Audit Committee also pre-approve a Service Affiliates engagement of the Auditor for
non-audit services if the engagement relates directly to the operations and financial reporting of the Funds (a Service Affiliates Covered Engagement).
These Procedures set forth the procedures and the conditions pursuant to which the Audit Committee may pre-approve audit and non-audit services for the Funds and a Service Affiliates Covered Engagement pursuant to rules and regulations of the Securities and Exchange
Commission (SEC) and other organizations and regulatory bodies applicable to the Funds (Applicable Rules).1 They address both general
pre-approvals without consideration of specific case-by-case services (general
pre-approvals) and pre-approvals on a case-by-case basis (specific pre-approvals). Any services requiring pre-approval that are not within the scope of general pre-approvals hereunder are subject
to specific pre-approval. These Procedures also address the delegation by the Audit Committee of pre-approval authority to the Audit Committee Chair or Vice Chair.
|
II.
|
Pre-Approval of Fund Audit Services
|
The annual Fund audit services engagement, including terms and fees, is subject to specific
pre-approval by the Audit Committee. Audit services include the annual financial statement audit and other procedures required to be performed by an independent auditor to be able to form an opinion on the
Funds financial statements. The Audit Committee will receive, review and consider sufficient information concerning a proposed Fund audit engagement to make a reasonable evaluation of the Auditors qualifications and independence. The
Audit Committee will oversee the Fund audit services engagement as necessary, including approving any changes in terms, audit scope, conditions and fees.
In addition to approving the Fund audit services engagement at least annually and specifically approving any changes, the Audit
Committee may generally or specifically
1
|
Applicable Rules include, for example, New York Stock Exchange (NYSE) rules applicable to closed-end funds managed by Invesco and listed on the NYSE.
|
E-3
pre-approve engagements for other audit services, which are those services that only an independent auditor reasonably can provide. Other audit services
may include services associated with SEC registration statements, periodic reports and other documents filed with the SEC.
|
III.
|
General and Specific Pre-Approval of Non-Audit Fund Services
|
The Audit Committee will consider, at
least annually, the list of General Pre-Approved Non-Audit Services which list may be terminated or modified at any time by the Audit Committee. To inform the Audit
Committees review and approval of General Pre-Approved Non-Audit Services, the Funds Treasurer (or his or her designee) and Auditor shall provide such
information regarding independence or other matters as the Audit Committee may request.
Any services or fee ranges that
are not within the scope of General Pre-Approved Non-Audit Services have not received general pre-approval and require specific pre-approval. Each request for specific pre-approval by the Audit Committee for services to be provided by the Auditor to the Funds must be submitted to the Audit Committee by
the Funds Treasurer (or his or her designee)and must include detailed information about the services to be provided, the fees or fee ranges to be charged, and other relevant information sufficient to allow the Audit Committee to consider
whether to pre-approve such engagement, including evaluating whether the provision of such services will impair the independence of the Auditor and is otherwise consistent with Applicable Rules.
|
IV.
|
Non-Audit Service Types
|
The Audit Committee may provide either general or specific pre-approval of
audit-related, tax or other services, each as described in more detail below.
|
a.
|
Audit-Related Services
|
Audit-related services are assurance and related services that are reasonably related to the performance of the
audit or review of the Funds financial statements or that are traditionally performed by an independent auditor. Audit-related services include, among others, accounting consultations related to accounting, financial reporting or disclosure
matters not classified as Audit services; assistance with understanding and implementing new accounting and financial reporting guidance from rulemaking authorities; services related to mergers, acquisitions or dispositions; compliance
with ratings agency requirements and interfund lending activities; and assistance with internal control reporting requirements.
Tax services include, but are not limited to, the review and signing of the Funds federal tax returns, the
review of required distributions by the Funds and consultations regarding tax matters such as the tax treatment of new investments or the impact of new regulations. The Audit Committee will not approve proposed services of the Auditor which the
Audit Committee believes are to be provided in connection with a service or transaction initially recommended by the Auditor, the sole business purpose of which may be tax
E-4
avoidance and the tax treatment of which may not be supported in the Internal Revenue Code and related regulations. The Audit Committee will consult with the Funds Treasurer (or his or her
designee) and may consult with outside counsel or advisers as necessary to ensure the consistency of tax services rendered by the Auditor with the foregoing policy. The Auditor shall not represent any Fund or any Service Affiliate before a tax
court, district court or federal court of claims.
Each request to provide tax services under either the general or
specific pre-approval of the Audit Committee will include a description from the Auditor in writing of (i) the scope of the service, the fee structure for the engagement, and any side letter or other
amendment to the engagement letter, or any other agreement (whether oral, written, or otherwise) between the Auditor and the Funds, relating to the service; and (ii) any compensation arrangement or other agreement, such as a referral agreement,
a referral fee or fee-sharing arrangement, between the Auditor (or an affiliate of the Auditor) and any person (other than the Funds or Service Affiliates receiving the services) with respect to the promoting,
marketing, or recommending of a transaction covered by the service. The Auditor will also discuss with the Audit Committee the potential effects of the services on the independence of the Auditor, and document the substance of its discussion with
the Audit Committee.
The Audit Committee may pre-approve other
non-audit services so long as the Audit Committee believes that the service will not impair the independence of the Auditor. Appendix I includes a list of services that the Auditor is prohibited from
performing by the SEC rules. Appendix I also includes a list of services that would impair the Auditors independence unless the Audit Committee reasonably concludes that the results of the services will not be subject to audit
procedures during an audit of the Funds financial statements.
|
V.
|
Pre-Approval of Service Affiliates Covered Engagements
|
Rule 2-01 of Regulation
S-X requires that the Audit Committee pre-approve a Service Affiliates engagement of the Auditor for non-audit services if
the engagement relates directly to the operations and financial reporting of the Funds, defined above as a Service Affiliates Covered Engagement.
The Audit Committee may provide either general or specific pre-approval of any Service
Affiliates Covered Engagement, including for audit-related, tax or other services, as described above, if the Audit Committee believes that the provision of the services to a Service Affiliate will not impair the independence of the Auditor
with respect to the Funds. Any Service Affiliates Covered Engagements that are not within the scope of General Pre-Approved Non-Audit Services have not received
general pre-approval and require specific pre-approval.
Each request for specific pre-approval by the Audit Committee of a Service
Affiliates Covered Engagement must be submitted to the Audit Committee by the Funds Treasurer (or his or her designee)and must include detailed information about the services to be provided, the fees or fee ranges to be charged, a
description of the current status of the pre-approval
E-5
process involving other audit committees in the Invesco investment company complex (as defined in Rule 2-201 of Regulation
S-X) with respect to the proposed engagement, and other relevant information sufficient to allow the Audit Committee to consider whether the provision of such services will impair the independence of the
Auditor from the Funds. Additionally, the Funds Treasurer (or his or her designee) and the Auditor will provide the Audit Committee with a statement that the proposed engagement requires pre-approval by
the Audit Committee, the proposed engagement, in their view, will not impair the independence of the Auditor and is consistent with Applicable Rules, and the description of the proposed engagement provided to the Audit Committee is consistent with
that presented to or approved by the Invesco audit committee.
Information about all Service Affiliate engagements of the
Auditor for non-audit services, whether or not subject to pre-approval by the Audit Committee, shall be provided to the Audit Committee at least quarterly, to allow the
Audit Committee to consider whether the provision of such services is compatible with maintaining the Auditors independence from the Funds. The Funds Treasurer and Auditor shall provide the Audit Committee with sufficiently detailed
information about the scope of services provided and the fees for such services, to ensure that the Audit Committee can adequately consider whether the provision of such services is compatible with maintaining the Auditors independence from
the Funds.
|
VI.
|
Pre-Approved Fee Levels or Established Amounts
|
Pre-approved fee levels or ranges for audit and non-audit services to be provided by the Auditor to the Funds, and for a Service Affiliates Covered Engagement, under general pre-approval or specific pre-approval will be set periodically by the Audit Committee. Any proposed fees exceeding 110% of the maximum pre-approved fee levels or ranges for such services or
engagements will be promptly presented to the Audit Committee and will require specific pre-approval by the Audit Committee before payment of any additional fees is made.
The Audit Committee hereby delegates, subject to the dollar limitations set forth below, specific authority to its Chair, or in
his or her absence, Vice Chair, to pre-approve audit and non-audit services proposed to be provided by the Auditor to the Funds and/or a Service Affiliates Covered
Engagement, between Audit Committee meetings. Such delegation does not preclude the Chair or Vice Chair from declining, on a case by case basis, to exercise his or her delegated authority and instead convening the Audit Committee to consider and pre-approve any proposed services or engagements.
Notwithstanding the foregoing, the
Audit Committee must pre-approve: (a) any non-audit services to be provided to the Funds for which the fees are estimated to exceed $500,000; (b) any Service
Affiliates Covered Engagement for which the fees are estimated to exceed $500,000; or (c) any cost increase to any previously approved service or engagement that exceeds the greater of $250,000 or 50% of the previously approved fees up to
a maximum increase of $500,000.
E-6
|
VIII.
|
Compliance with Procedures
|
Notwithstanding anything herein to the contrary, failure to pre-approve any services or
engagements that are not required to be pre-approved pursuant to the de minimis exception provided for in Rule 2-01(c)(7)(i)(C) of Regulation S-X shall not constitute a violation of these Procedures. The Audit Committee has designated the Funds Treasurer to ensure services and engagements are pre-approved in
compliance with these Procedures. The Funds Treasurer will immediately report to the Chair of the Audit Committee, or the Vice Chair in his or her absence, any breach of these Procedures that comes to the attention of the Funds Treasurer
or any services or engagements that are not required to be pre-approved pursuant to the de minimis exception provided for in Rule 2-01(c)(7)(i)(C) of Regulation S-X.
On at least an annual basis, the Auditor will provide the Audit
Committee with a summary of all non-audit services provided to any entity in the investment company complex (as defined in section 2-01(f)(14) of Regulation S-X, including the Funds and Service Affiliates) that were not pre-approved, including the nature of services provided and the associated fees.
|
IX.
|
Amendments to Procedures
|
All material amendments to these Procedures must be approved in advance by the Audit Committee.
Non-material amendments to these Procedures may be made by the Legal and Compliance Departments and will be reported to the Audit Committee at the next regularly scheduled meeting of the Audit Committee.
E-7
Appendix I
Non-Audit Services That May Impair the Auditors Independence
The Auditor is not independent if, at any point during the audit and professional engagement, the Auditor provides the
following non-audit services:
|
|
|
Broker-dealer, investment adviser, or investment banking services ;
|
|
|
|
Expert services unrelated to the audit;
|
|
|
|
Any service or product provided for a contingent fee or a commission;
|
|
|
|
Services related to marketing, planning, or opining in favor of the tax treatment of confidential transactions
or aggressive tax position transactions, a significant purpose of which is tax avoidance;
|
|
|
|
Tax services for persons in financial reporting oversight roles at the Fund; and
|
|
|
|
Any other service that the Public Company Oversight Board determines by regulation is impermissible.
|
An Auditor is not independent if, at any point during the audit and professional engagement, the Auditor
provides the following non-audit services unless it is reasonable to conclude that the results of the services will not be subject to audit procedures during an audit of the Funds financial statements:
|
|
|
Bookkeeping or other services related to the accounting records or financial statements of the audit client;
|
|
|
|
Financial information systems design and implementation;
|
|
|
|
Appraisal or valuation services, fairness opinions, or contribution-in-kind reports;
|
|
|
|
Actuarial services; and
|
|
|
|
Internal audit outsourcing services.
|
E-8
CE-PXY
EVERY SHAREHOLDERS VOTE IS IMPORTANT!
VOTE THIS PROXY CARD TODAY!
|
|
|
|
|
|
|
EASY VOTING OPTIONS:
|
|
|
|
|
|
|
|
|
|
VOTE ON THE INTERNET
Log on to:
www.proxy-direct.com
or scan the QR code
Follow the on-screen instructions
available 24 hours
|
|
|
|
|
|
|
|
|
|
VOTE BY PHONE
Call 1-800-337-3503
Follow the recorded instructions
available 24 hours
|
|
|
|
|
|
|
|
|
|
VOTE BY MAIL
Vote, sign and date this Proxy
Card and return
in the
postage-paid envelope
|
|
|
|
|
|
|
|
|
|
VOTE AT THE VIRTUAL MEETING
at the following Website
http://www.meetingcenter.io/220918472
on August 7 at 2:00 p.m.
Central Daylight
Time.
To Participate in the Virtual Meeting enter
the 14-digit control number from the
shaded box on this card.
The Password for this
meeting is
ICEF2020.
|
|
|
|
Please detach at perforation before mailing.
|
|
|
|
|
INVESCO FUNDS (the Funds)
PROXY SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES (the Board)
PROXY FOR THE JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON AUGUST 7, 2020
|
COMMON SHARES
The undersigned
holder of Common Shares of the Fund(s) listed on the reverse side hereby revokes all previous proxies for his/her Common Shares of the Fund(s) and appoints Andrew Schlossberg, Jeffrey H. Kupor, Sheri S. Morris, Joseph Benedetti, Melanie Ringold,
Elizabeth Nelson, and Louis Ducote, and any one of them separately, proxies with full power of substitution in each, and hereby authorizes them to represent and to vote, as designated, at the Joint Annual Meeting of Shareholders to be held only
online via live webcast, and at any adjournment(s), postponement(s) or delay(s) thereof, all of the Common Shares of the Fund(s) which the undersigned would be entitled to vote if personally present. To access the virtual meeting, enter the
following Virtual Shareholder Meeting link, http://www.meetingcenter.io/220918472 on August 7, 2020, prior to 2:00 p.m., Central Daylight Time, and enter the 14-digit control number from the shaded box. The Password for this meeting is ICEF2020. Please refer to the Proxy Statement for a discussion of these matters, including instructions related to meeting
attendance.
THIS PROXY CARD, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN. IF THIS PROXY CARD IS SIGNED AND
RETURNED WITH NO CHOICE INDICATED, THE SHARES WILL BE VOTED FOR ALL THE NOMINEES AT THE DISCRETION OF THE PROXIES. PROXIES ARE AUTHORIZED TO VOTE, IN THEIR DISCRETION, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING AND
IN ACCORDANCE WITH THE VOTING STANDARDS SET FORTH IN THE PROXY STATEMENT WITH RESPECT TO ANY ADJOURNMENT OR POSTPONEMENT OF THE MEETING.
NOTE:
If you vote by telephone or on the Internet, please do NOT return your proxy card as it may cancel out your telephone or Internet vote.
|
|
|
|
|
VOTE VIA THE INTERNET: www.proxy-direct.com
VOTE VIA THE
TELEPHONE: 1-800-337-3503
|
INV_31339_061720_1A
PLEASE VOTE VIA INTERNET OR TELEPHONE OR MARK, SIGN, DATE ON THE REVERSE SIDE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED ENVELOPE.
EVERY SHAREHOLDERS VOTE IS IMPORTANT!
VOTE THIS PROXY CARD TODAY!
Important
Notice Regarding the Availability of Proxy Materials for the
Joint Annual Meeting of Shareholders to Be Held on August 7, 2020
The Proxy Statement/Prospectus for this meeting is available at:
https://www.proxy-direct.com/inv-31339
QUESTIONS ABOUT THIS PROXY? If you have any questions about how to vote your
proxy or about the Joint Annual Meeting in general, please call toll-free (866) 856-3065. Representatives are available to assist you Monday through Friday 9 a.m. to 10 p.m. Eastern time.
|
|
|
|
|
FUNDS
|
|
FUNDS
|
|
FUNDS
|
Invesco Advantage Municipal Income Trust II
|
|
Invesco California Value Municipal Income Trust
|
|
Invesco Dynamic Credit Opportunities Fund
|
Invesco Municipal Income Opportunities Trust
|
|
Invesco Municipal Opportunity Trust
|
|
Invesco Municipal Trust
|
Invesco Pennsylvania Value Municipal Income Trust
|
|
Invesco Quality Municipal Income Trust
|
|
Invesco Senior Income Trust
|
Invesco Trust for Investment Grade Municipals
|
|
Invesco Trust for Investment Grade NY Municipals
|
|
Invesco Value Municipal Income Trust
|
Please detach at perforation before mailing.
This proxy is solicited on behalf of the Board. The Board recommends voting FOR
ALL of the nominees.
|
|
|
|
|
TO VOTE, MARK A BOX BELOW IN BLUE OR BLACK INK. EXAMPLE:
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1a.
|
|
Election of Trustees. To withhold authority to vote for any individual nominee(s) mark the For All
Except and write the nominee number on the line provided.
|
|
|
01.
|
|
Beth Ann Brown
|
|
02.
|
|
Anthony J. LaCava, Jr.
|
|
03.
|
|
Joel W. Motley
|
|
|
04.
|
|
Teresa M. Ressel
|
|
05.
|
|
Christopher L. Wilson
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FOR
|
|
WITHHOLD
|
|
FOR ALL
|
|
|
|
FOR
|
|
WITHHOLD
|
|
FOR ALL
|
|
|
|
|
ALL
|
|
ALL
|
|
EXCEPT
|
|
|
|
ALL
|
|
ALL
|
|
EXCEPT
|
|
|
01 Invesco Advantage Municipal Income Trust II
|
|
☐
|
|
☐
|
|
☐
|
|
____02 Invesco California Value Municipal Income Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____
|
03 Invesco Dynamic Credit Opportunities Fund
|
|
☐
|
|
☐
|
|
☐
|
|
____04 Invesco Municipal Income Opportunities Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____
|
05 Invesco Municipal Opportunity Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____06 Invesco Municipal Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____
|
07 Invesco Pennsylvania Value Municipal Income Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____08 Invesco Quality Municipal Income Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____
|
09 Invesco Senior Income Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____10 Invesco Trust for Investment Grade Municipals
|
|
☐
|
|
☐
|
|
☐
|
|
____
|
11 Invesco Trust for Investment Grade NY Municipals
|
|
☐
|
|
☐
|
|
☐
|
|
____12 Invesco Value Municipal Income Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____
|
|
|
|
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, one or more
owners should sign personally. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature.
|
|
|
|
|
|
|
|
|
|
Date (mm/dd/yyyy) Please print date below
|
|
|
|
Signature 1 Please keep signature within the box
|
|
|
|
Signature 2 Please keep signature within the box
|
/ /
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
xxxxxxxxxxxxxx
|
|
INV2 31339
|
|
|
M
|
|
|
xxxxxxxx
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EVERY SHAREHOLDERS VOTE IS IMPORTANT!
VOTE THIS PROXY CARD TODAY!
|
|
|
|
|
|
|
EASY VOTING OPTIONS:
|
|
|
|
|
|
|
|
VOTE ON THE INTERNET
Log on to:
www.proxy-direct.com
or scan the QR code
Follow the on-screen instructions
available 24 hours
|
|
|
|
|
|
|
|
|
|
VOTE BY PHONE
Call 1-800-337-3503
Follow the recorded instructions
available 24 hours
|
|
|
|
|
|
|
|
|
|
VOTE BY MAIL
Vote, sign and date this Proxy
Card and return
in the
postage-paid envelope
|
|
|
|
|
|
|
|
|
|
VOTE AT THE VIRTUAL MEETING
at the following Website
http://www.meetingcenter.io/220918472
on August 7 at 2:00 p.m.
Central Daylight
Time.
To Participate in the Virtual Meeting enter
the 14-digit control number from the
shaded box on this card.
The Password for this
meeting is
ICEF2020.
|
|
|
|
|
|
|
|
|
Please detach at perforation before mailing.
|
|
|
|
|
INVESCO FUNDS (the Funds)
PROXY SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES (the Board)
PROXY FOR THE JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON AUGUST 7, 2020
|
COMMON SHARES
The undersigned
holder of Common Shares of the Fund(s) listed on the reverse side hereby revokes all previous proxies for his/her Common Shares of the Fund(s) and appoints Andrew Schlossberg, Jeffrey H. Kupor, Sheri S. Morris, Joseph Benedetti, Melanie Ringold,
Elizabeth Nelson, and Louis Ducote, and any one of them separately, proxies with full power of substitution in each, and hereby authorizes them to represent and to vote, as designated, at the Joint Annual Meeting of Shareholders to be held only
online via live webcast, and at any adjournment(s), postponement(s) or delay(s) thereof, all of the Common Shares of the Fund(s) which the undersigned would be entitled to vote if personally present. To access the virtual meeting, enter the
following Virtual Shareholder Meeting link, http://www.meetingcenter.io/220918472 on August 7, 2020, prior to 2:00 p.m., Central Daylight Time, and enter the 14-digit control
number from the shaded box. The Password for this meeting is ICEF2020. Please refer to the Proxy Statement for a discussion of these matters, including instructions related to meeting attendance.
THIS PROXY CARD, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN. IF THIS PROXY CARD IS SIGNED AND RETURNED WITH NO CHOICE
INDICATED, THE SHARES WILL BE VOTED FOR ALL THE NOMINEES AT THE DISCRETION OF THE PROXIES. PROXIES ARE AUTHORIZED TO VOTE, IN THEIR DISCRETION, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING AND IN ACCORDANCE WITH THE
VOTING STANDARDS SET FORTH IN THE PROXY STATEMENT WITH RESPECT TO ANY ADJOURNMENT OR POSTPONEMENT OF THE MEETING.
NOTE: If you vote by
telephone or on the Internet, please do NOT return your proxy card as it may cancel out your telephone or Internet vote.
|
|
|
|
|
VOTE VIA THE INTERNET: www.proxy-direct.com
VOTE VIA THE
TELEPHONE: 1-800-337-3503
|
INV_31339_061620_1C
PLEASE VOTE VIA INTERNET OR TELEPHONE OR MARK, SIGN, DATE ON THE REVERSE SIDE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED ENVELOPE.
EVERY SHAREHOLDERS VOTE IS IMPORTANT!
VOTE THIS PROXY CARD TODAY!
Important
Notice Regarding the Availability of Proxy Materials for the
Joint Annual Meeting of Shareholders to Be Held on August 7, 2020
The Proxy Statement/Prospectus for this meeting is available at:
https://www.proxy-direct.com/inv-31339
QUESTIONS ABOUT THIS PROXY? If you have any questions about how to vote your
proxy or about the Joint Annual Meeting in general, please call toll-free (866) 856-3065. Representatives are available to assist you Monday through Friday 9 a.m. to 10 p.m. Eastern time.
|
|
|
|
|
FUNDS
|
|
FUNDS
|
|
FUNDS
|
Invesco Bond Fund
|
|
Invesco High Income Trust II
|
|
Invesco High Income 2023 Target Term Fund
|
Invesco High Income 2024 Target Term Fund
|
|
|
|
|
Please detach at perforation before mailing.
This proxy is solicited on behalf of the Board. The Board recommends voting FOR
ALL of the nominees.
|
|
|
|
|
TO VOTE, MARK A BOX BELOW IN BLUE OR BLACK INK. EXAMPLE:
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1c.
|
|
Election of Trustees: To withhold authority to vote for any individual nominee(s) mark the For
All Except and write the nominee number on the line provided.
|
|
|
01.
|
|
David C. Arch
|
|
02.
|
|
Beth Ann Brown
|
|
03.
|
|
Anthony J. LaCava, Jr.
|
|
|
04.
|
|
Joel W. Motley
|
|
05.
|
|
Teresa M. Ressel
|
|
06.
|
|
Christopher L. Wilson
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FOR
|
|
WITHHOLD
|
|
FOR ALL
|
|
|
|
FOR
|
|
WITHHOLD
|
|
FOR ALL
|
|
|
|
|
ALL
|
|
ALL
|
|
EXCEPT
|
|
|
|
ALL
|
|
ALL
|
|
EXCEPT
|
|
|
01 Invesco Bond Fund
|
|
☐
|
|
☐
|
|
☐
|
|
____02 Invesco High Income Trust II
|
|
☐
|
|
☐
|
|
☐
|
|
____
|
03 Invesco High Income 2023 Target Term Fund
|
|
☐
|
|
☐
|
|
☐
|
|
____04 Invesco High Income 2024 Target Term Fund
|
|
☐
|
|
☐
|
|
☐
|
|
____
|
|
|
|
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, one or more
owners should sign personally. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature.
|
|
|
|
|
|
|
|
|
|
Date (mm/dd/yyyy) Please print date below
|
|
|
|
Signature 1 Please keep signature within the box
|
|
|
|
Signature 2 Please keep signature within the box
|
/ /
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
xxxxxxxxxxxxxx
|
|
INV1 31339
|
|
|
M
|
|
|
xxxxxxxx
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EVERY SHAREHOLDERS VOTE IS IMPORTANT!
VOTE THIS PROXY CARD TODAY!
|
|
|
|
|
|
|
EASY VOTING OPTIONS:
|
|
|
|
|
|
|
|
VOTE ON THE INTERNET
Log on to:
www.proxy-direct.com
or scan the QR code
Follow the on-screen instructions
available 24 hours
|
|
|
|
|
|
|
|
|
|
VOTE BY PHONE
Call 1-800-337-3503
Follow the recorded instructions
available 24 hours
|
|
|
|
|
|
|
|
|
|
|
|
|
VOTE BY MAIL
Vote, sign and date this Proxy
Card and return
in the
postage-paid envelope
|
|
|
|
|
|
|
|
|
|
VOTE AT THE VIRTUAL MEETING
at the following Website
http://www.meetingcenter.io/220918472
on August 7 at 2:00 p.m.
Central Daylight
Time.
To Participate in the Virtual Meeting enter
the 14-digit control number from the
shaded box on this card.
The Password for this
meeting is
ICEF2020.
|
|
|
|
Please detach at perforation before mailing.
|
|
|
|
|
INVESCO FUNDS (the Funds)
PROXY SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES (the Board)
PROXY FOR THE JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON AUGUST 7, 2020
|
PREFERRED SHARES
The
undersigned holder of Preferred Shares of the Fund(s) listed on the reverse side hereby revokes all previous proxies for his/her Preferred Shares of the Fund(s) and appoints Andrew Schlossberg, Jeffrey H. Kupor, Sheri S. Morris, Joseph Benedetti,
Melanie Ringold, Elizabeth Nelson, and Louis Ducote, and any one of them separately, proxies with full power of substitution in each, and hereby authorizes them to represent and to vote, as designated, at the Joint Annual Meeting of Shareholders to
be held only online via live webcast, and at any adjournment(s), postponement(s) or delay(s) thereof, all of the Preferred Shares of the Fund(s) which the undersigned would be entitled to vote if personally present. To access the virtual meeting,
enter the following Virtual Shareholder Meeting link, http://www.meetingcenter.io/220918472 on August 7, 2020, prior to 2:00 p.m., Central Daylight Time, and enter the 14-digit
control number from the shaded box. The Password for this meeting is ICEF2020. Please refer to the Proxy Statement for a discussion of these matters, including instructions related to meeting attendance.
THIS PROXY CARD, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN. IF THIS PROXY CARD IS SIGNED AND RETURNED WITH NO CHOICE
INDICATED, THE SHARES WILL BE VOTED FOR ALL THE NOMINEES AT THE DISCRETION OF THE PROXIES. PROXIES ARE AUTHORIZED TO VOTE, IN THEIR DISCRETION, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING AND IN ACCORDANCE WITH THE
VOTING STANDARDS SET FORTH IN THE PROXY STATEMENT WITH RESPECT TO ANY ADJOURNMENT OR POSTPONEMENT OF THE MEETING.
NOTE: If you vote by
telephone or on the Internet, please do NOT return your proxy card as it may cancel out your telephone or Internet vote.
|
|
|
|
|
VOTE VIA THE INTERNET: www.proxy-direct.com
VOTE VIA THE
TELEPHONE: 1-800-337-3503
|
INV_31339_061720_Pref_A
PLEASE VOTE VIA INTERNET OR TELEPHONE OR MARK, SIGN, DATE ON THE REVERSE SIDE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED ENVELOPE.
EVERY SHAREHOLDERS VOTE IS IMPORTANT!
VOTE THIS PROXY CARD TODAY!
Important
Notice Regarding the Availability of Proxy Materials for the
Joint Annual Meeting of Shareholders to Be Held on August 7, 2020
The Proxy Statement/Prospectus for this meeting is available at:
https://www.proxy-direct.com/inv-31339
QUESTIONS ABOUT THIS PROXY? If you have any questions about how to vote your
proxy or about the Joint Annual Meeting in general, please call toll-free (866) 856-3065. Representatives are available to assist you Monday through Friday 9 a.m. to 10 p.m. Eastern time.
|
|
|
|
|
FUNDS
|
|
FUNDS
|
|
FUNDS
|
Invesco Advantage Municipal Income Trust II
|
|
Invesco California Value Municipal Income Trust
|
|
Invesco Dynamic Credit Opportunities Fund
|
|
|
|
Invesco Municipal Income Opportunities Trust
|
|
Invesco Municipal Opportunity Trust
|
|
Invesco Municipal Trust
|
Please detach at perforation before mailing.
This proxy is solicited on behalf of the Board. The Board recommends voting FOR ALL of the nominees.
|
|
|
|
|
TO VOTE, MARK A BOX BELOW IN BLUE OR BLACK INK. EXAMPLE:
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1a.
|
|
Election of Trustees. To withhold authority to vote for any individual nominee(s) mark the For All
Except and write the nominee number on the line provided.
|
|
|
01.
|
|
Beth Ann Brown
|
|
02.
|
|
Anthony J. LaCava, Jr.
|
|
03.
|
|
Joel W. Motley
|
|
|
04.
|
|
Teresa M. Ressel
|
|
05.
|
|
Christopher L. Wilson
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FOR
|
|
WITHHOLD
|
|
FOR ALL
|
|
|
|
FOR
|
|
WITHHOLD
|
|
FOR ALL
|
|
|
|
|
ALL
|
|
ALL
|
|
EXCEPT
|
|
|
|
ALL
|
|
ALL
|
|
EXCEPT
|
|
|
01 Invesco Advantage Municipal Income Trust II
|
|
☐
|
|
☐
|
|
☐
|
|
____02 Invesco California Value Municipal Income Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____
|
03 Invesco Dynamic Credit Opportunities Fund
|
|
☐
|
|
☐
|
|
☐
|
|
____04 Invesco Municipal Income Opportunities Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____
|
05 Invesco Municipal Opportunity Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____06 Invesco Municipal Trust
|
|
☐
|
|
☐
|
|
☐
|
|
____
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1b.
|
|
Election of Trustees by Preferred Shareholders voting as a separate class
|
|
|
|
|
|
|
|
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01.
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David C. Arch
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FOR
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WITHHOLD
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FOR
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WITHHOLD
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01 Invesco Advantage Municipal Income Trust II
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☐
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02 Invesco California Value Municipal Income Trust
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03 Invesco Dynamic Credit Opportunities Fund
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04 Invesco Municipal Income Opportunities Trust
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05 Invesco Municipal Opportunity Trust
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06 Invesco Municipal Trust
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B
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Authorized Signatures This section must be completed for your vote to be counted. Sign and Date Below
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Note:
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Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, one or more
owners should sign personally. 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.
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Date (mm/dd/yyyy) Please print date below
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Signature 1 Please keep signature within the box
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Signature 2 Please keep signature within the box
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/ /
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xxxxxxxxxxxxxx
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INV3 31339
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M
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xxxxxxxx
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EVERY SHAREHOLDERS VOTE IS IMPORTANT!
VOTE THIS PROXY CARD TODAY!
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EASY VOTING OPTIONS:
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VOTE ON THE INTERNET
Log on to:
www.proxy-direct.com
or scan the QR code
Follow the on-screen instructions
available 24 hours
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VOTE BY PHONE
Call 1-800-337-3503
Follow the recorded instructions
available 24 hours
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VOTE BY MAIL
Vote, sign and date this Proxy
Card and return
in the
postage-paid envelope
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VOTE AT THE VIRTUAL MEETING
at the following Website
http://www.meetingcenter.io/220918472
on August 7 at 2:00 p.m.
Central Daylight
Time.
To Participate in the Virtual Meeting enter
the 14-digit control number from the
shaded box on this card.
The Password for this
meeting is
ICEF2020.
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Please detach at perforation before mailing.
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INVESCO FUNDS (the Funds)
PROXY SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES (the Board)
PROXY FOR THE JOINT ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON AUGUST 7, 2020
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PREFERRED SHARES
The
undersigned holder of Preferred Shares of the Fund(s) listed on the reverse side hereby revokes all previous proxies for his/her Preferred Shares of the Fund(s) and appoints Andrew Schlossberg, Jeffrey H. Kupor, Sheri S. Morris, Joseph Benedetti,
Melanie Ringold, Elizabeth Nelson, and Louis Ducote, and any one of them separately, proxies with full power of substitution in each, and hereby authorizes them to represent and to vote, as designated, at the Joint Annual Meeting of Shareholders to
be held only online via live webcast, and at any adjournment(s), postponement(s) or delay(s) thereof, all of the Preferred Shares of the Fund(s) which the undersigned would be entitled to vote if personally present. To access the virtual meeting,
enter the following Virtual Shareholder Meeting link, http://www.meetingcenter.io/220918472 on August 7, 2020, prior to 2:00 p.m., Central Daylight Time, and enter the 14-digit
control number from the shaded box. The Password for this meeting is ICEF2020. Please refer to the Proxy Statement for a discussion of these matters, including instructions related to meeting attendance.
THIS PROXY CARD, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN. IF THIS PROXY CARD IS SIGNED AND RETURNED WITH NO CHOICE
INDICATED, THE SHARES WILL BE VOTED FOR ALL THE NOMINEES AT THE DISCRETION OF THE PROXIES. PROXIES ARE AUTHORIZED TO VOTE, IN THEIR DISCRETION, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING AND IN ACCORDANCE WITH THE
VOTING STANDARDS SET FORTH IN THE PROXY STATEMENT WITH RESPECT TO ANY ADJOURNMENT OR POSTPONEMENT OF THE MEETING.
NOTE: If you vote by
telephone or on the Internet, please do NOT return your proxy card as it may cancel out your telephone or Internet vote.
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VOTE VIA THE INTERNET: www.proxy-direct.com
VOTE VIA THE
TELEPHONE: 1-800-337-3503
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INV_31339_061720_Pref_A
PLEASE VOTE VIA INTERNET OR TELEPHONE OR MARK, SIGN, DATE ON THE REVERSE SIDE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED ENVELOPE.
EVERY SHAREHOLDERS VOTE IS IMPORTANT!
VOTE THIS PROXY CARD TODAY!
Important
Notice Regarding the Availability of Proxy Materials for the
Joint Annual Meeting of Shareholders to Be Held on August 7, 2020
The Proxy Statement/Prospectus for this meeting is available at:
https://www.proxy-direct.com/inv-31339
QUESTIONS ABOUT THIS PROXY? If you have any questions about how to vote your
proxy or about the Joint Annual Meeting in general, please call toll-free (866) 856-3065. Representatives are available to assist you Monday through Friday 9 a.m. to 10 p.m. Eastern time.
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FUNDS
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FUNDS
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FUNDS
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Invesco Pennsylvania Value Municipal Income Trust
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Invesco Quality Municipal Income Trust
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Invesco Senior Income Trust
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Invesco Trust for Investment Grade Municipals
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Invesco Trust for Investment Grade NY Municipals
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Invesco Value Municipal Income Trust
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Please detach at perforation before mailing.
This proxy is solicited on behalf of the Board. The Board recommends voting FOR ALL of the nominees.
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TO VOTE, MARK A BOX BELOW IN BLUE OR BLACK INK. EXAMPLE:
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X
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1a.
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Election of Trustees. To withhold authority to vote for any individual nominee(s) mark the For All
Except and write the nominee number on the line provided.
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01.
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Beth Ann Brown
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02.
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Anthony J. LaCava, Jr.
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03.
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Joel W. Motley
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04.
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Teresa M. Ressel
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05.
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Christopher L. Wilson
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FOR
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WITHHOLD
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FOR ALL
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FOR
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WITHHOLD
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FOR ALL
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ALL
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ALL
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EXCEPT
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ALL
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ALL
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EXCEPT
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01 Invesco Pennsylvania Value Municipal Income Trust
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☐
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☐
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☐
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____02 Invesco Quality Municipal Income Trust
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☐
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☐
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☐
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____
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03 Invesco Senior Income Trust
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☐
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☐
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☐
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____04 Invesco Trust for Investment Grade Municipals
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☐
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☐
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☐
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____
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05 Invesco Trust for Investment Grade NY Municipals
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☐
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☐
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☐
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____06 Invesco Value Municipal Income Trust
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☐
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☐
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☐
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____
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1b.
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Election of Trustees by Preferred Shareholders voting as a separate class
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01.
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David C. Arch
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FOR
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WITHHOLD
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FOR
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WITHHOLD
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01 Invesco Pennsylvania Value Municipal Income Trust
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☐
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☐
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02 Invesco Quality Municipal Income Trust
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☐
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☐
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03 Invesco Senior Income Trust
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☐
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☐
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04 Invesco Trust for Investment Grade Municipals
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☐
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☐
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05 Invesco Trust for Investment Grade NY Municipals
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☐
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☐
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06 Invesco Value Municipal Income Trust
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☐
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☐
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B
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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, one or more
owners should sign personally. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature.
|
|
|
|
|
|
|
|
|
|
Date (mm/dd/yyyy) Please print date below
|
|
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Signature 1 Please keep signature within the box
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Signature 2 Please keep signature within the box
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/ /
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xxxxxxxxxxxxxx
|
|
INV3 31339
|
|
|
M
|
|
|
xxxxxxxx
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