SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Sec. 240.14a-12
Federated Hermes Premier Municipal Income Fund
(Name of Registrant as Specified In Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
| 1. | Title of each class of securities to which transaction applies: |
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[ ] Fee paid previously with preliminary proxy materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
| 1) | Amount Previously Paid: |
| ____________________________________________________________ |
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| ____________________________________________________________ |
| 3) | Filing Party: |
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Proxy Statement
–
Please Vote Today!
Federated Hermes Premier Municipal Income Fund
Time is of the essence… Voting only takes a few minutes and your participation is important!
Act now to help avoid additional expense.
Federated Hermes Premier Municipal Income Fund (the “Fund”) will hold its annual meeting of shareholders on September 10, 2021.
It is important for you to vote.
We recommend that you read the Proxy Statement in its entirety. Due to COVID-19 and the
associated health risks, the annual meeting will take place telephonically. Shareholders may access the annual meeting by
calling
888-567-1602 (Toll Free) or 862-298-0701 (International).
Please note that this Proxy Statement relates to a meeting of the Fund’s shareholders. It is not a meeting of shareholders of
Federated Hermes, Inc.
Why am I being asked to vote?
The Fund’s Common Shares are listed on the New York Stock Exchange (“NYSE”). The rules of the NYSE require that the Fund hold
an annual meeting each year for the election of Trustees of the Fund.
What am I being asked to vote on?
The proposals include:
•
The election of John B. Fisher and G. Thomas Hough as Class III Trustees of the Fund by the Fund’s Common and Preferred
Shareholders. The Board of Trustees of the Fund (the “Board”) has nominated Messrs. Fisher and Hough for these positions.
•
The election of John T. Collins and John S. Walsh as Trustees of the Fund by the Fund’s Preferred Shareholders only. The Board
of the Fund has nominated Messrs. Collins and Walsh for these positions.
How do I vote my shares?
To vote, you may complete and return the enclosed proxy card, or vote at the annual meeting using the conference call
dial-in information.
If you:
1.
Sign and return the proxy card without indicating a preference, your vote will be cast “for” the election of the nominees named
in this Proxy Statement.
2.
Do not respond at all, we may contact you by telephone to request that you cast your vote.
Whom do I call if I have questions about this Proxy Statement?
Call your Investment Professional or Service Representative at
1-800-730-6001.
Thank you in advance for your vote and your continued support of the Federated
Hermes Funds.
After careful consideration, the Board of Trustees of the Fund has unanimously nominated the above-named individuals to
continue to serve on the Board. The Board of Trustees of the Fund recommends that you read the enclosed materials carefully
and
vote
FOR
the election of these nominees.
FEDERATED HERMES PREMIER MUNICIPAL INCOME FUND
NOTICE OF ANNUAL MEETING OF FUND SHAREHOLDERS
TO BE HELD SEPTEMBER 10, 2021
TO BE HELD SEPTEMBER 10, 2021
The Annual Meeting of the shareholders of
FEDERATED HERMES PREMIER MUNICIPAL INCOME FUND
(the
“Fund”) is scheduled to be held telephonically at 10:00 a.m. (Eastern time), on September 10, 2021, for the
following purposes:
(1) To consider the election of John B. Fisher and G. Thomas Hough as Class III Trustees of the Fund
(Common and Preferred Shareholders).
(2) To consider the election of John T. Collins and John S. Walsh as Trustees of the Fund (Preferred
Shareholders only).
(3) To transact such other business as may properly come before the meeting or any adjournment thereof.
Due to COVID-19 and the associated health risks, the Annual Meeting will take place telephonically. Shareholders may
access the Annual Meeting by calling 888-567-1602 (Toll Free) or 862-298-0701 (International).
The Board of Trustees has fixed June 30, 2021, as the record date for determination of shareholders entitled to vote at
the meeting.
By Order of the Trustees
Peter J. Germain
Secretary
Secretary
July
21, 2021
PLEASE NOTE THAT THIS PROXY STATEMENT RELATES TO A MEETING OF THE FUND’S SHAREHOLDERS. IT IS
NOT A MEETING OF SHAREHOLDERS OF FEDERATED HERMES, INC.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD PROMPTLY.
YOU CAN HELP THE FUND AVOID THE NECESSITY AND EXPENSE OF SENDING
FOLLOW-UP LETTERS TO ENSURE A QUORUM BY PROMPTLY COMPLETING AND RETURNING
THE ENCLOSED PROXY CARD. IF YOU ARE UNABLE TO ATTEND THE MEETING, PLEASE COMPLETE,
SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD SO THAT THE NECESSARY QUORUM
MAY BE REPRESENTED AT THE ANNUAL MEETING. THE ENCLOSED ENVELOPE
REQUIRES NO POSTAGE IF MAILED IN THE UNITED STATES.
FOLLOW-UP LETTERS TO ENSURE A QUORUM BY PROMPTLY COMPLETING AND RETURNING
THE ENCLOSED PROXY CARD. IF YOU ARE UNABLE TO ATTEND THE MEETING, PLEASE COMPLETE,
SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD SO THAT THE NECESSARY QUORUM
MAY BE REPRESENTED AT THE ANNUAL MEETING. THE ENCLOSED ENVELOPE
REQUIRES NO POSTAGE IF MAILED IN THE UNITED STATES.
PROXY STATEMENT
FEDERATED HERMES PREMIER MUNICIPAL INCOME FUND
Federated Hermes Funds
4000 Ericsson Drive
Warrendale, PA 15086-7561
4000 Ericsson Drive
Warrendale, PA 15086-7561
ABOUT THE PROXY SOLICITATION AND THE ANNUAL MEETING
The enclosed proxy is solicited on behalf of the Board of Trustees (“Board” or “Trustees”) of Federated Hermes Premier
Municipal Income Fund (“Fund”). The proxies will be voted at the Annual Meeting of Shareholders of the Fund and at any
and all adjournments, postponements and/or delays thereof. The meeting is scheduled to be held telephonically on
September 10, 2021, at 10:00 a.m. (Eastern time) (the “Annual Meeting”). Due to COVID-19 and the associated health
risks, the Annual Meeting will take place telephonically. Shareholders may access the Annual Meeting by calling
888-567-1602 (Toll Free) or 862-298-0701 (International).
The cost of the solicitation, including the printing and mailing of proxy materials, will be borne by the Fund. In addition
to solicitations through the mail, proxies may be solicited by officers, employees, and agents of the Fund. Such persons
will receive no additional compensation for making such solicitations. In the unlikely event that a quorum is not reached
in
a timely manner, the Fund may also employ Computershare as a proxy solicitor pursuant to its standard contract, the cost
of which will be borne by the Fund and is estimated to be approximately $500. Solicitations by such persons may be by
telephone, electronic mail, or otherwise. Any telephonic solicitations will follow procedures designed to ensure accuracy
and prevent fraud, including requiring identifying shareholder information, recording the shareholder’s instructions, and
confirming the instructions with the shareholder after the fact. The Fund will reimburse custodians, nominee entities and
fiduciaries for the reasonable costs incurred by them in connection with forwarding solicitation materials to the beneficial
owners of shares held of record by such persons.
The purposes of the Annual Meeting are set forth in the accompanying Notice. Should other business properly be
brought before the Annual Meeting, proxies will be voted in accordance with the best judgment of the persons named as
proxies. This Proxy Statement and the enclosed proxy cards are expected to first be mailed on or about July 29, 2021, to
shareholders of record at the close of business on June 30, 2021 (the “Record Date”). On the Record Date, the Fund had
outstanding the following numbers of shares:
|
Common Shares
|
Auction Market
Preferred Shares
|
Variable Rate
Municipal Term
Preferred Shares
|
|
11,499,703
|
47
|
2,272
|
The classes of Fund shares listed in the table above are the only classes of shares currently authorized by the Fund.
The Fund’s Annual Report, which includes audited financial statements for the fiscal year ended November 30, 2020,
was mailed to shareholders on or about January 28, 2021. A copy of the Annual Report will be furnished, without charge,
to any shareholder of the Fund upon request by calling 1-800-730-6001. The Fund’s Semi-Annual Report, which includes
unaudited financial statements for the six months ended May 31, 2021, is expected to be mailed to shareholders on or
about July 29, 2021. The most recent shareholder reports also can be accessed from the “Products” section of the
Federated Hermes website at
FederatedInvestors.com
. The Fund’s principal executive offices are located at 4000 Ericsson
Drive, Warrendale, Pennsylvania 15086-7561. The Fund’s toll-free telephone number is 1-800-730-6001. Federated
Investment Management Company (the “Adviser”) serves as the investment adviser for the Fund and Federated
Administrative Services (the “Administrator”) serves as the administrator for the Fund. The address for both the Adviser
and the Administrator is 1001 Liberty Avenue, Pittsburgh, Pennsylvania 15222-3779.
PROPOSAL #1 – ELECTION OF JOHN B. FISHER AND G. THOMAS HOUGH AS CLASS III TRUSTEES OF THE FUND (COMMON AND PREFERRED SHAREHOLDERS)
In accordance with the Fund’s Amended and Restated Agreement and Declaration of Trust (“Declaration” or “Declaration
of Trust”), the Trustees elected by the holders of Common Shares (the “Common Shareholders”) and Preferred Shares (the
“Preferred Shareholders” and together with the Common Shareholders, the “Shareholders”) of the Fund have been divided
into the following three classes (“Class”): Class I, whose term will expire at the Fund’s 2022 annual meeting of
Shareholders; Class II, whose term will expire at the Fund’s 2023 annual meeting of Shareholders; and Class III, whose
1
term will expire at the Fund’s 2021 annual meeting of Shareholders. At each annual meeting, successors to the Class of
Trustees whose term expires at that annual meeting shall be elected for an approximately three-year term. Accordingly,
Shareholders will vote to elect Class III Trustees at the Annual Meeting to serve for an approximately three-year term until
the 2024 annual meeting and until their successors shall be duly elected and shall qualify.
As a general matter, staggered terms are adopted by many closed-end fund boards and can have the effect of promoting
greater stability and continuity of the composition of the board, which enhances long-term planning. Staggered terms also
have the effect of limiting the ability of other entities or persons to acquire control of a board by delaying replacement
of a
majority of the board given that generally only those board members in a single class may be replaced at the annual
meeting. This limitation precludes a complete turnover of a board, as well as the potential for corresponding, radical
changes in the direction of a fund, in any one year. This provides the Board and the Fund with some protection against
abusive tactics and artificial pressures from special interest groups, which may have an agenda contrary to the long-term
interests of the Fund’s other Shareholders and that could result in radical changes to the way the Fund is operated
–
even
changes to the investment strategies that were the reason Shareholders invested in the Fund. As a result, staggered terms
enable the Board to more effectively serve the best interests of all of the Fund’s Shareholders. The Fund’s Declaration
provides that a majority of the Trustees may fix the number of the entire Board and that such number shall be no less than
3 or more than 25. The Board will fix the appropriate number of Trustees from time to time. Proxies cannot be voted for a
greater number of persons than the nominees named.
The following table summarizes the nominees who will stand for election by both the Common Shareholders and
Preferred Shareholders at the Annual Meeting, the respective Class of Trustees to which they have been designated, and
the expiration of their respective terms if elected at the Annual Meeting:
|
Interested Trustee
|
Class
|
Expiration of Term if Elected*
|
|
John B. Fisher
|
Class III
|
2024 Annual Meeting
|
|
Independent Trustee
|
Class
|
Expiration of Term if Elected*
|
|
G. Thomas Hough
|
Class III
|
2024 Annual Meeting
|
*
A Trustee elected at an annual meeting shall hold office until the annual meeting for the year in which his or her term expires
and until his or her
successor shall be elected and shall qualify, subject, however, to prior death, resignation, retirement, disqualification
or removal from office, to
retirement because he or she has reached the mandatory retirement age for Trustees of the Fund, or to otherwise being removed
or retired pursuant to
the Fund’s Declaration.
The persons named as proxies intend to vote in favor of the election of John B. Fisher and G. Thomas Hough as Class III
Trustees of the Fund. All of the nominees are presently serving as Trustees. Please see “Information about the Fund” for
current biographical information about Messrs. Fisher and Hough.
In the election of the Class III Trustees, the Fund’s Common Shareholders and Preferred Shareholders will vote
together as a single class, with each share being entitled to one vote. In the election of Class III Trustees, the two
nominees receiving the highest numbers of votes will be elected.
The Board of Trustees of the Fund unanimously recommends that Shareholders vote “FOR” the election of the
above-named nominees.
PROPOSAL #2 – ELECTION OF JOHN T. COLLINS AND JOHN S. WALSH AS TRUSTEES OF THE FUND (PREFERRED SHAREHOLDERS ONLY)
In accordance with the Fund’s Declaration, at each annual meeting the Preferred Shareholders of the Fund, voting
separately as a class, are entitled to elect two Trustees of the Fund. The two Trustees elected by the Preferred Shareholders
at each annual meeting serve for an approximately one-year term until the next annual meeting and until their successors
shall be duly elected and shall qualify. The Common Shareholders of the Fund do not have the right to vote with respect to
the election of these two Trustees. However, once elected by the Preferred Shareholders, these two Trustees serve as
Trustees for all Shareholders (both Common Shareholders and Preferred Shareholders) of the Fund.
The following table summarizes the nominees who will stand for election by the Preferred Shareholders at the Annual
Meeting, and the expiration of their respective terms if elected at the Annual Meeting:
|
Independent Trustees
|
Expiration of Term if Elected*
|
|
John T. Collins
|
2022 Annual Meeting
|
|
John S. Walsh
|
2022 Annual Meeting
|
2
*
A Trustee elected at an annual meeting shall hold office until the annual meeting for the year in which his or her term expires
and until his or her
successor shall be elected and shall qualify, subject, however, to prior death, resignation, retirement, disqualification
or removal from office, to
retirement because he or she has reached the mandatory retirement age for Trustees of the Fund, or to otherwise being removed
or retired pursuant to
the Fund’s Declaration.
The persons named as proxies intend to vote in favor of the election of John T. Collins and John S. Walsh as Trustees of
the Fund. Both of the nominees are presently serving as Trustees. Please see “Information about the Fund” for current
biographical information about Messrs. Collins and Walsh.
In the election of the two Trustees of the Fund to be elected by the Preferred Shareholders, the Fund’s Preferred
Shareholders will vote separately as a class, with each share being entitled to one vote. In the election of these
Trustees, the two nominees receiving the highest numbers of votes will be elected.
The Board of Trustees of the Fund unanimously recommends that Preferred Shareholders vote “FOR” the
election of the above-named nominees.
INFORMATION ABOUT THE FUND
Proxies, Quorum and Voting at the Annual Meeting
In each election of Trustees, the qualified nominees receiving the highest numbers of votes cast by the Shareholders
entitled to vote in such election at a meeting at which a quorum is present, up to the number of Trustees to be elected in
such election, shall be elected.
Only Shareholders of record on the Record Date are entitled to vote at the Annual Meeting. Each Common and
Preferred Share of the Fund is entitled to one vote on all matters to be voted on by that class of shares. Fractional shares
are entitled to proportionate shares of one vote. Shareholders do not have cumulative voting rights in the election
of Trustees.
Any person giving a proxy has the power to revoke it any time prior to its exercise by executing a later dated proxy or a
written notice of revocation and submitting it to the Secretary of the Fund. In addition, although mere attendance at the
Annual Meeting via teleconference will not revoke a proxy, a Shareholder present at the Annual Meeting may withdraw
his or her proxy and vote in person at the Annual Meeting using the conference call dial-in information. All properly
executed and unrevoked proxies received in time for the Annual Meeting will be voted in accordance with the instructions
contained in the proxies.
If no instruction is given
on the proxy
, the persons named as proxies will vote the shares
represented thereby in favor of the nominees named in this Proxy Statement.
In order to hold the Fund’s Annual Meeting, a “quorum” of Shareholders must be present. Holders of a majority of the
total number of outstanding Preferred Shares of the Fund entitled to vote, present in person via teleconference or by proxy,
shall be required to constitute a quorum for the purpose of voting on the election of the two Trustees to be elected
separately by the Preferred Shareholders. Holders of a majority of the total number of outstanding Common and Preferred
Shares of the Fund entitled to vote, present in person via teleconference or by proxy, shall be required to constitute a
quorum for the purpose of voting on the election of the Class III Trustees and any other matter which is properly presented
for action by the Shareholders at the Fund’s Annual Meeting.
Votes cast by proxy or in person via teleconference at the Annual Meeting will be tabulated by the inspectors of election
appointed for that Annual Meeting. The inspectors of election will determine whether a quorum is present at the Annual
Meeting. Abstentions and “broker non-votes” will be included for purposes of determining whether a quorum is present.
Broker non-votes occur when shares held by brokers or nominee entities, typically in “street name,” as to which proxies
have been returned but: (a) voting instructions have not been received from the beneficial owners or persons entitled to
vote; and (b) the broker or nominee entity does not have discretionary voting power or elects not to exercise discretion on
a particular matter. Because the Fund requires a plurality of votes to elect each of the nominees, abstentions and broker
non-votes will not have an effect on the outcome of Proposal 1 or Proposal 2. However, abstentions and broker non-votes
will have the same effect as a vote “against” on proposals requiring a majority or other specified percentage of outstanding
voting securities for approval.
If a quorum is not present for any proposal, the persons named as proxies may vote those proxies which have been
received in favor of one or more adjournments of the Annual Meeting to permit further solicitations of proxies with
respect to such proposal(s). The Annual Meeting, whether or not a quorum is present, may be adjourned from time to time
by the affirmative vote of a majority of the votes cast by those Shareholders present in person via teleconference or by
proxy, or by the Chairman of the Annual Meeting. A Shareholder vote may be taken on the proposals in this Proxy
Statement prior to any such adjournment if sufficient votes to constitute a quorum have been received.
3
Any proposal for which sufficient favorable votes have been received by the time of the Annual Meeting may be acted
upon and considered final regardless of whether the Annual Meeting is adjourned to permit additional solicitation with
respect to any other proposal. In certain circumstances in which the Fund has received sufficient votes to approve a matter
being recommended for approval by the Board, the Fund may request that brokers and nominee entities, in their discretion,
withhold or withdraw submission of broker non-votes in order to avoid the need for solicitation of additional votes in
favor of the proposal.
Each nominee named above has consented to continue to serve as a Trustee if elected at the Annual Meeting. If any
nominee named above shall by reason of death or for any other reason become unavailable as a candidate at the Annual
Meeting, votes pursuant to the enclosed proxy will be cast for a substitute candidate selected by the Board or the
Nominating Committee of the Board. The Board has no reason to believe that any nominee will become unavailable for
election as a Trustee.
The Fund’s by-laws include provisions pursuant to which, in general, a shareholder, together with any “Associate(s)”
(as defined in the by-laws), who obtains beneficial ownership of Fund shares in the manner described below may exercise
voting rights with respect to such shares only to the extent the authorization of such voting rights is approved by other
shareholders of the Fund eligible to vote on the matter. Subject to various conditions and procedural requirements set forth
in the by-laws, such a shareholder generally can seek such approval at a special or annual meeting of Fund shareholders.
Subject to various conditions and exceptions, this would apply following an acquisition of Fund shares that would give the
beneficial owner, together with any Associate(s), the ability to exercise voting power in the election of Fund Trustees in
any of the following ranges: (i) one-tenth or more, but less than one-fifth of all voting power; (ii) one-fifth or more, but
less than one-third of all voting power; (iii) one-third or more, but less than a majority of all voting power; or (iv) a
majority or more of all voting power. Share acquisitions that occurred prior to February 9, 2021 are excluded under the
provisions, though such shares are included in assessing whether any subsequent share acquisition exceeds one of the
enumerated thresholds. Share acquisitions by registered investment companies such as Unit Investment Trusts, that are
required to, and do, mirror vote their shares are also excluded. These provisions will not restrict the ability to vote of
a
shareholder that, together with any Associate(s), has the ability to exercise less than one-tenth of the voting power in this
election of Fund Trustees.
About the Trustees
The following table provides a complete listing of the Fund’s Board of Trustees. Only Messrs. Fisher, Hough, Collins and
Walsh are nominees for election at the Annual Meeting.
Board of Trustees
The Board of Trustees is responsible for managing the Fund’s business affairs and for exercising all the Fund’s powers
except those reserved for the Shareholders. The following tables give information about each Trustee and the senior
officers of the Fund. Where required, the tables separately list Trustees who are “interested persons” (as such term is
defined in Section 2(a)(9) of the Investment Company Act of 1940, as amended) of the Fund (i.e., “Interested” Trustees)
and those who are not (i.e., “Independent” Trustees). Unless otherwise noted, the address of each person listed is
1001 Liberty Avenue, Pittsburgh, PA 15222. The address of all Independent Trustees listed is 4000 Ericsson Drive,
Warrendale, PA 15086-7561; Attention: Mutual Fund Board. As of December 31, 2020, the Federated Hermes Complex
consisted of 41 investment companies (comprising 163 portfolios). Unless otherwise noted, each Officer is elected
annually. Unless otherwise noted, each Trustee oversees all portfolios in the Federated Hermes Complex and, except with
respect to the Fund, serves for an indefinite term.
Qualifications of Interested Trustees
Individual Trustee qualifications are noted in the “Interested Trustees Background and Compensation” chart. In addition,
the following characteristics are among those that were considered for each existing Interested Trustee: outstanding skills
in disciplines that are particularly relevant to the role of Trustee and to the Federated Hermes Funds, including legal,
accounting, business management, the financial industry generally, and the investment industry particularly; and
appropriate interpersonal skills to work effectively with other Trustees.
4
Interested Trustees Background and Compensation
|
Name
Birth Date
Positions Held with Fund
Date Service Began
|
Principal Occupation(s) for Past Five
Years, Other Directorships Held and
Previous Position(s)
|
Aggregate Compensation
From Fund (past fiscal year)
|
Total
Compensation
From Fund
and Federated
Hermes Complex
(calendar
year 2020)
|
Year of Term
Expiration
|
|
J. Christopher Donahue*
Birth Date: April 11, 1949
PRESIDENT AND TRUSTEE
(CLASS II)
Began serving: December 2002
|
Principal Occupations:
Principal Executive Officer
and President of certain of the Funds in the
Federated Hermes Complex; Director or Trustee of
the Funds in the Federated Hermes Complex;
President, Chief Executive Officer and Director,
Federated Hermes, Inc.; Chairman and Trustee,
Federated Investment Management Company;
Trustee, Federated Investment Counseling; Chairman
and Director, Federated Global Investment
Management Corp.; Chairman and Trustee,
Federated Equity Management Company of
Pennsylvania; Trustee, Federated Shareholder
Services Company; Director, Federated
Services Company.
Previous Positions:
President, Federated Investment
Counseling; President and Chief Executive Officer,
Federated Investment Management Company,
Federated Global Investment Management Corp.
and Passport Research, Ltd.; Chairman, Passport
Research Ltd.
|
$0
|
$0
|
2023
|
|
John B. Fisher*
Birth Date: May 16, 1956
TRUSTEE (CLASS III)
Began serving: May 2016
|
Principal Occupations:
Principal Executive Officer
and President of certain of the Funds in the
Federated Hermes Complex; Director or Trustee of
certain of the Funds in the Federated Hermes
Complex; Vice President, Federated Hermes, Inc.;
President, Director/Trustee and CEO, Federated
Advisory Services Company, Federated Equity
Management Company of Pennsylvania, Federated
Global Investment Management Corp., Federated
Investment Counseling, Federated Investment
Management Company; President of some of the
Funds in the Federated Hermes Complex and
Director, Federated Investors Trust Company.
Previous Positions:
President and Director of the
Institutional Sales Division of Federated Securities
Corp.; President and Director of Federated
Investment Counseling; President and CEO of
Passport Research Ltd.; Director, Edgewood
Securities Corp.; Director, Federated Services
Company; Director, Federated Hermes, Inc.;
Chairman and Director, Southpointe Distribution
Services, Inc. and President, Technology, Federated
Services Company.
|
$0
|
$0
|
2024+
|
*
Reasons for “interested” status: J. Christopher Donahue and John B. Fisher are interested due to their beneficial ownership of shares of Federated
Hermes, Inc. and due to positions they hold with Federated Hermes, Inc. and its subsidiaries.
+
If elected at the Annual Meeting.
5
Qualifications of Independent Trustees
Individual Trustee qualifications are noted in the “Independent Trustees Background, Qualifications and Compensation”
chart. In addition, the following characteristics are among those that were considered for each existing Trustee and will
be
considered for any nominee Trustee.
•
Outstanding skills in disciplines deemed by the Independent Trustees to be particularly relevant to the role of
Independent Trustee and to the Federated Hermes funds, including legal, accounting, business management, the
financial industry generally and the investment industry particularly.
•
Desire and availability to serve for a substantial period of time, taking into account the Board’s current mandatory
retirement age for Independent Trustees of 75 years.
•
Possesses no conflicts which would interfere with qualifying as Independent Trustee.
•
Appropriate interpersonal skills to work effectively with other Independent Trustees.
•
Understanding and appreciation of the important role occupied by Independent Trustees in the context of the
regulatory structure governing regulated investment companies, such as the Fund.
•
Diversity of background.
Independent Trustees Background, Qualifications and Compensation
|
Name
Birth Date
Positions Held with Fund
Date Service Began
|
Principal Occupation(s) and Other
Directorships Held for Past Five Years, Previous
Position(s) and Qualifications
|
Aggregate Compensation
From Fund (past fiscal year)
|
Total
Compensation
From Fund
and Federated
Hermes Complex
(calendar
year 2020)
|
Year of
Term
Expiration
|
|
John T. Collins
Birth Date: January 24, 1947
TRUSTEE (ELECTED
SEPARATELY BY
PREFERRED SHAREHOLDERS)
Began serving: January 2014
|
Principal Occupations:
Director or Trustee and Chair of
the Board of Directors or Trustees of the Federated
Hermes Complex; formerly, Chairman and CEO, The
Collins Group, Inc. (a private equity firm) (Retired).
Other Directorships Held:
Chairman of the Board of
Directors, Director, KLX Energy Services Holdings, Inc.
(oilfield services); former Director of KLX Corp.
(aerospace).
Qualifications:
Mr. Collins has served in several
business and financial management roles and
directorship positions throughout his career. Mr. Collins
previously served as Chairman and CEO of The Collins
Group, Inc. (a private equity firm) and as a Director of
KLX Corp. Mr. Collins serves as Chairman Emeriti,
Bentley University. Mr. Collins previously served as
Director and Audit Committee Member, Bank of
America Corp.; Director, FleetBoston Financial Corp.;
and Director, Beth Israel Deaconess Medical Center
(Harvard University Affiliate Hospital).
|
$1,171.08
|
$286,000
|
2022
|
6
|
Name
Birth Date
Positions Held with Fund
Date Service Began
|
Principal Occupation(s) and Other
Directorships Held for Past Five Years, Previous
Position(s) and Qualifications
|
Aggregate Compensation
From Fund (past fiscal year)
|
Total
Compensation
From Fund
and Federated
Hermes Complex
(calendar
year 2020)
|
Year of
Term
Expiration
|
|
G. Thomas Hough
Birth Date: February 28, 1955
TRUSTEE (CLASS III)
Began serving: January 2016
|
Principal Occupations:
Director or Trustee, Chair of
the Audit Committee of the Federated Hermes
Complex; formerly, Vice Chair, Ernst & Young LLP
(public accounting firm) (Retired).
Other Directorships Held:
Director, Chair of the Audit
Committee, Equifax, Inc.; Director, Member of the
Audit Committee, Haverty Furniture Companies, Inc.;
formerly, Director, Member of Governance and
Compensation Committees, Publix Super Markets, Inc.
Qualifications:
Mr. Hough has served in accounting,
business management and directorship positions
throughout his career. Mr. Hough most recently held
the position of Americas Vice Chair of Assurance with
Ernst & Young LLP (public accounting firm). Mr. Hough
serves on the President’s Cabinet and Business School
Board of Visitors for the University of Alabama. Mr.
Hough previously served on the Business School Board
of Visitors for Wake Forest University and he previously
served as an Executive Committee member of the
United States Golf Association.
|
$1,314.38
|
$321,000
|
2024+
|
|
Maureen Lally-Green
Birth Date: July 5, 1949
TRUSTEE (CLASS I)
Began serving: August 2009
|
Principal Occupation:
Director or Trustee of the
Federated Hermes Complex; Adjunct Professor Emerita
of Law, Duquesne University School of Law; formerly,
Dean of the Duquesne University School of Law and
Professor of Law and Interim Dean of the Duquesne
University School of Law; formerly, Associate General
Secretary and Director, Office of Church Relations,
Diocese of Pittsburgh.
Other Directorships Held:
Director, CNX Resources
Corporation (formerly known as CONSOL Energy Inc.).
Qualifications:
Judge Lally-Green has served in various
legal and business roles and directorship positions
throughout her career. Judge Lally-Green previously
held the position of Dean of the School of Law of
Duquesne University (as well as Interim Dean). Judge
Lally-Green previously served as a member of the
Superior Court of Pennsylvania and as a Professor of
Law, Duquesne University School of Law. Judge
Lally-Green was appointed by the Supreme Court of
Pennsylvania to serve on the Supreme Court’s Board of
Continuing Judicial Education and the Supreme Court’s
Appellate Court Procedural Rules Committee. Judge
Lally-Green also currently holds the positions on not for
profit or for profit boards of directors as follows:
Director and Chair, UPMC Mercy Hospital; Regent,
Saint Vincent Seminary; Member, Pennsylvania State
Board of Education (public); Director, Catholic
Charities, Pittsburgh; and Director, CNX Resources
Corporation (formerly known as CONSOL Energy, Inc.).
Judge Lally-Green has held the positions of: Director,
Auberle; Director, Epilepsy Foundation of Western and
Central Pennsylvania; Director, Ireland Institute of
Pittsburgh; Director, Saint Thomas More Society;
Director and Chair, Catholic High Schools of the
Diocese of Pittsburgh, Inc.; Director, Pennsylvania Bar
Institute; Director, Saint Vincent College; Director and
Chair, North Catholic High School, Inc.; and Director
and Vice Chair, Our Campaign for the Church Alive!,
Inc.
|
$1,171.08
|
$286,000
|
2022
|
7
|
Name
Birth Date
Positions Held with Fund
Date Service Began
|
Principal Occupation(s) and Other
Directorships Held for Past Five Years, Previous
Position(s) and Qualifications
|
Aggregate Compensation
From Fund (past fiscal year)
|
Total
Compensation
From Fund
and Federated
Hermes Complex
(calendar
year 2020)
|
Year of
Term
Expiration
|
|
Thomas M. O’Neill
Birth Date: June 14, 1951
TRUSTEE (CLASS I)
Began serving: October 2006
|
Principal Occupations:
Director or Trustee of the
Federated Hermes Complex; Sole Proprietor, Navigator
Management Company (investment and
strategic consulting).
Other Directorships Held:
None.
Qualifications:
Mr. O’Neill has served in several
business, mutual fund and financial management roles
and directorship positions throughout his career. Mr.
O’Neill serves as Director, Medicines for Humanity and
Director, The Golisano Children’s Museum of Naples,
Florida. Mr. O’Neill previously served as Chief
Executive Officer and President, Managing Director and
Chief Investment Officer, Fleet Investment Advisors;
President and Chief Executive Officer, Aeltus
Investment Management, Inc.; General Partner,
Hellman, Jordan Management Co., Boston, MA; Chief
Investment Officer, The Putnam Companies, Boston,
MA; Credit Analyst and Lending Officer, Fleet Bank;
Director and Consultant, EZE Castle Software
(investment order management software); and Director,
Midway Pacific (lumber).
|
$1,171.08
|
$286,000
|
2022
|
|
Madelyn A. Reilly
Birth Date: February 2, 1956
TRUSTEE (CLASS II)
Began serving: November
2020
|
Principal Occupations:
Director or Trustee of the
Federated Hermes Complex; Senior Vice President for
Legal Affairs, General Counsel and Secretary of the
Board of Trustees, Duquesne University.
Other Directorships Held:
None.
Qualifications:
Ms. Reilly has served in various business
and legal management roles throughout her career. Ms.
Reilly previously served as Director of Risk
Management and Associate General Counsel,
Duquesne University. Prior to her work at Duquesne
University, Ms. Reilly served as Assistant General
Counsel of Compliance and Enterprise Risk as well as
Senior Counsel of Environment, Health and Safety, PPG
Industries.
|
$199.77
|
$49,668.48
|
2023
|
|
P. Jerome Richey
Birth Date: February 23, 1949
TRUSTEE (CLASS II)
Began serving: January 2014
|
Principal Occupations:
Director or Trustee of the
Federated Hermes Complex; Management Consultant;
Retired; formerly, Senior Vice Chancellor and Chief
Legal Officer, University of Pittsburgh and Executive
Vice President and Chief Legal Officer, CONSOL Energy
Inc. (split into two separate publicly traded companies
known as CONSOL Energy Inc. and CNX
Resources Corp.).
Other Directorships Held:
None.
Qualifications:
Mr. Richey has served in several
business and legal management roles and directorship
positions throughout his career. Mr. Richey most
recently held the positions of Senior Vice Chancellor
and Chief Legal Officer, University of Pittsburgh. Mr.
Richey previously served as Chairman of the Board,
Epilepsy Foundation of Western Pennsylvania and
Chairman of the Board, World Affairs Council of
Pittsburgh. Mr. Richey previously served as Chief Legal
Officer and Executive Vice President, CONSOL Energy
Inc. and CNX Gas Company; and Board Member, Ethics
Counsel and Shareholder, Buchanan Ingersoll & Rooney
PC (a law firm).
|
$1,064.63
|
$260,000
|
2023
|
8
|
Name
Birth Date
Positions Held with Fund
Date Service Began
|
Principal Occupation(s) and Other
Directorships Held for Past Five Years, Previous
Position(s) and Qualifications
|
Aggregate Compensation
From Fund (past fiscal year)
|
Total
Compensation
From Fund
and Federated
Hermes Complex
(calendar
year 2020)
|
Year of
Term
Expiration
|
|
John S. Walsh
Birth Date: November 28, 1957
TRUSTEE (ELECTED
SEPARATELY BY
PREFERRED SHAREHOLDERS)
Began serving: December 2002
|
Principal Occupations:
Director or Trustee of the
Federated Hermes Complex; President and Director,
Heat Wagon, Inc. (manufacturer of construction
temporary heaters); President and Director,
Manufacturers Products, Inc. (distributor of portable
construction heaters); President, Portable Heater Parts,
a division of Manufacturers Products, Inc.
Other Directorships Held:
None.
Qualifications:
Mr. Walsh has served in several business
management roles and directorship positions
throughout his career. Mr. Walsh previously served as
Vice President, Walsh & Kelly, Inc. (paving contractors).
|
$1,412.65
|
$345,000
|
2022
|
+
If elected at the Annual Meeting.
DIRECTOR/TRUSTEE EMERITUS PROGRAM
The Board has created a position of Director/Trustee Emeritus, whereby an incumbent Director/Trustee who has attained
the age of 75 and completed a minimum of five years of service as a director/trustee, may, in the sole discretion of the
Committee of Independent Directors/Trustees (“Committee”), be recommended to the full Board of Directors/Trustees of
the Fund to serve as Director/Trustee Emeritus.
A Director/Trustee Emeritus that has been approved as such receives an annual fee in an amount equal to a percent of
the annual base compensation paid to a Director/Trustee. In the case of a Director/Trustee Emeritus who had previously
served at least five years but less than 10 years as a Director/Trustee, the percent will be 10%. In the case of a Director/Trustee
Emeritus who had previously served at least 10 years as a Director/Trustee, the percent will be 20%. The Director/Trustee
Emeritus will be reimbursed for any expenses incurred in connection with their service, including expenses of
travel and lodging incurred in attendance at Board meetings. Director/Trustee Emeritus will continue to receive relevant
materials concerning the Funds, will be expected to attend at least one regularly scheduled quarterly meeting of the Board
of Directors/Trustees each year and will be available to consult with the Committees or its representatives at reasonable
times as requested by the Chairman; however, a Director/Trustee Emeritus does not have any voting rights at Board
meetings and is not subject to election by Shareholders of the Funds.
The Director/Trustee Emeritus will be permitted to serve in such capacity at the pleasure of the Committee, but the
annual fee will cease to be paid at the end of the calendar year during which he or she has attained the age of 80 years,
thereafter the position will be honorary.
The following table shows the fees paid to a Director/Trustee Emeritus for the Fund’s most recently ended fiscal year
and the portion of that fee paid by the Fund or Trust.
1
EMERITUS Trustees and Compensation
|
Trustee Emeritus
|
Compensation
From Fund
(past fiscal year)
|
Total
Compensation
Paid to
Trustee
Emeritus
1
|
|
Peter E. Madden
|
$39.12
|
$52,000.00
|
|
Charles F. Mansfield, Jr.
2
|
$0.00
|
$0.00
|
1
The fees paid to a Director/Trustee are allocated among the Federated Hermes Funds that were in existence at the time the
Director/Trustee elected
Emeritus status, based on each Federated Hermes Fund’s net assets at that time.
2
Charles F. Mansfield, Jr. retired from the Federated Hermes Fund Board of Directors/Trustees on December 31, 2020. Until December
31, 2020, Mr.
Mansfield was compensated as a Director/Trustee of the Fund
9
Board Leadership Structure
As required under the terms of certain regulatory settlements, the Chairman of the Board is not an interested person of the
Fund and neither the Chairman, nor any firm with which the Chairman is affiliated, has a prior relationship with Federated
Hermes or its affiliates, or (other than his position as a Trustee) with the Fund.
Board’s Role in Risk Oversight
The Board’s role in overseeing the Fund’s general risks includes receiving performance reports for the Fund and risk
management reports from Federated Hermes’ Chief Risk Officer at each regular Board meeting. The Chief Risk Officer is
responsible for enterprise risk management at Federated Hermes, which includes risk management committees for
investment management and for investor services. The Board also receives regular reports from the Fund’s Chief
Compliance Officer regarding significant compliance risks.
On behalf of the Board, the Audit Committee plays a key role overseeing the Fund’s financial reporting and valuation
risks. The Audit Committee meets regularly with the Fund’s Principal Financial Officer and outside auditors, as well as
with Federated Hermes’ Chief Audit Executive to discuss financial reporting and audit issues, including risks relating to
financial controls.
Board Ownership of Shares in the Fund and in the Federated Hermes Family of Investment Companies
|
Interested Trustee
|
Dollar Range of Shares
Owned in the Fund
(as of June 30, 2021)
|
Aggregate Dollar Range of Shares
Owned in Federated Hermes Family of
Investment Companies
(as of December 31, 2020)
|
|
J. Christopher Donahue
|
Over $100,000
|
Over $100,000
|
|
John B. Fisher
|
None
|
Over $100,000
|
|
Independent Trustee
|
|
|
|
John T. Collins
|
None
|
Over $100,000
|
|
G. Thomas Hough
|
None
|
Over $100,000
|
|
Maureen Lally-Green
|
None
|
Over $100,000
|
|
Thomas M. O’Neill
|
None
|
Over $100,000
|
|
Madelyn A. Reilly
|
None
|
None
|
|
P. Jerome Richey
|
None
|
Over $100,000
|
|
John S. Walsh
|
None
|
Over $100,000
|
Officers of the Fund
The executive officers of the Fund are elected annually by the Board of Trustees. Each officer holds the office until
qualification of his or her successor. The names and birthdates of the executive officers of the Fund and their principal
occupations during the last five years are as follows:
Officers*
|
Name
Birth Date
Positions Held with Fund
Date Service Began
|
Principal Occupation(s) and Previous Position(s)
|
|
Lori A. Hensler
Birth Date: January 6, 1967
TREASURER
Began serving: April 2013
|
Principal Occupations:
Principal Financial Officer and Treasurer of the Federated Hermes Complex; Senior Vice President,
Federated Administrative Services; Financial and Operations Principal for Federated Securities Corp.; and Assistant
Treasurer, Federated Investors Trust Company. Ms. Hensler has received the Certified Public Accountant designation.
Previous Positions:
Controller of Federated Hermes, Inc.; Senior Vice President and Assistant Treasurer, Federated Investors
Management Company; Treasurer, Federated Investors Trust Company; Assistant Treasurer, Federated Administrative
Services, Federated Administrative Services, Inc., Federated Securities Corp., Edgewood Services, Inc., Federated Advisory
Services Company, Federated Equity Management Company of Pennsylvania, Federated Global Investment Management
Corp., Federated Investment Counseling, Federated Investment Management Company, Passport Research, Ltd., and
Federated MDTA, LLC; Financial and Operations Principal for Federated Securities Corp., Edgewood Services, Inc. and
Southpointe Distribution Services, Inc.
|
10
|
Name
Birth Date
Positions Held with Fund
Date Service Began
|
Principal Occupation(s) and Previous Position(s)
|
|
Peter J. Germain
Birth Date: September 3, 1959
CHIEF LEGAL OFFICER,
SECRETARY AND EXECUTIVE
VICE PRESIDENT
Began serving: January 2005
|
Principal Occupations:
Mr. Germain is Chief Legal Officer, Secretary and Executive Vice President of the Federated Hermes
Complex. He is General Counsel, Chief Legal Officer, Secretary and Executive Vice President, Federated Hermes, Inc.;
Trustee and Senior Vice President, Federated Investors Management Company; Trustee and President, Federated Adminis-
trative Services; Director and President, Federated Administrative Services, Inc.; Director and Vice President, Federated
Securities Corp.; Director and Secretary, Federated Private Asset Management, Inc.; Secretary, Federated Shareholder
Services Company; and Secretary, Retirement Plan Service Company of America. Mr. Germain joined Federated Hermes, Inc.
in 1984 and is a member of the Pennsylvania Bar Association.
Previous Positions:
Deputy General Counsel, Special Counsel, Managing Director of Mutual Fund Services, Federated
Hermes, Inc.; Senior Vice President, Federated Services Company; and Senior Corporate Counsel, Federated Hermes, Inc.
|
|
Stephen Van Meter
Birth Date: June 5, 1975
CHIEF COMPLIANCE OFFICER
AND SENIOR VICE PRESIDENT
Began serving: July 2015
|
Principal Occupations:
Senior Vice President and Chief Compliance Officer of the Federated Hermes Complex; Vice
President and Chief Compliance Officer of Federated Hermes, Inc. and Chief Compliance Officer of certain of its subsidiaries.
Mr. Van Meter joined Federated Hermes, Inc. in October 2011. He holds FINRA licenses under Series 3, 7, 24 and 66.
Previous Positions:
Mr. Van Meter previously held the position of Compliance Operating Officer, Federated Hermes, Inc.
Prior to joining Federated Hermes, Inc., Mr. Van Meter served at the United States Securities and Exchange Commission in
the positions of Senior Counsel, Office of Chief Counsel, Division of Investment Management and Senior Counsel, Division
of Enforcement.
|
|
Robert J. Ostrowski
Birth Date: April 26, 1963
CHIEF INVESTMENT OFFICER
AND SENIOR VICE PRESIDENT
Began serving: February 2010
|
Principal Occupations:
Robert J. Ostrowski joined Federated Hermes, Inc. in 1987 as an Investment Analyst and became a
Portfolio Manager in 1990. He was named Chief Investment Officer of Federated Hermes’ taxable fixed-income products in
2004 and also serves as a Senior Portfolio Manager. Mr. Ostrowski became an Executive Vice President of the Fund’s Adviser
in 2009 and served as a Senior Vice President of the Fund’s Adviser from 1997 to 2009. Mr. Ostrowski has received the
Chartered Financial Analyst designation. He received his M.S. in Industrial Administration from Carnegie Mellon University.
|
*
Officers do not receive any compensation from the Funds.
Share Ownership of the Fund
As of June 30, 2021, the following Trustee and/or Officer owned shares of the Fund:
|
Name
|
Position(s)
|
Fund/Class
|
Shares Owned
|
|
J. Christopher Donahue
|
President and Trustee
|
Federated Hermes Premier Municipal Income Fund
–
Common Shares
|
13,260
|
As of June 30, 2021, no other officer or Trustee of the Fund beneficially owned any shares of the Fund. The officers and
Trustees of the Fund collectively own less than 1% of each class of the Fund’s outstanding shares.
As of June 30, 2021, to the best of the Fund’s knowledge, the following persons owned of record 5% or more of the
outstanding shares of the class of the Fund indicated:
|
Fund/Class
|
Name
|
Shares Owned
|
|
Federated Hermes Premier Municipal Income Fund
–
Common Shares
|
Cede & Co., New York, NY
|
11,488,401 (99.90%)
|
|
Federated Hermes Premier Municipal Income Fund
–
Variable Rate Municipal Term Preferred Shares
|
Cede & Co., New York, NY
|
2,272 (100%)
|
|
Federated Hermes Premier Municipal Income Fund -Auction Market Preferred Shares
|
Cede & Co., New York, NY
|
47 (100%)
|
The Fund received notice of filings with the Securities and Exchange Commission indicating that a Shareholder owned
more than 5% of a class of the Fund’s shares. The following is information relating to these Shareholders:
|
Fund/Class
|
Name
|
Date of Filing
|
Shares Owned
|
|
Federated Hermes Premier Municipal Income Fund
–
Common Shares
|
First Trust Portfolios, L.P., Wheaton, Illinois
First Trust Advisors, L.P., Wheaton, Illinois
The Charger Corporation, Wheaton, Illinois
|
February 1, 2021
|
1,766,704 (15.37%)
|
|
Federated Hermes Premier Municipal Income Fund
–
Variable Rate Municipal Term Preferred Shares
|
Banc of America Preferred Funding Corp.,
Charlotte, NC; Blue Ridge Investments, L.L.C.,
New York, NY
|
October 22, 2019
|
2,272 (97.97%)
|
|
Federated Hermes Premier Municipal Income Fund
–
Auction Market Preferred Shares
|
Karpus Investment Management, Pittsford, NY
|
February 15, 2019
|
65 (4.90%)
|
|
Federated Hermes Premier Municipal Income Fund
–
Auction Market Preferred Shares
|
Rivernorth Capital Management, LLC, Chicago, IL
|
February 14, 2018
|
45 (6.20%)
|
11
Meetings of the Board
The Board of the Fund met five times during the fiscal year ended November 30, 2020 (“fiscal 2020”). Each Trustee
attended at least 75% of the total number of meetings in fiscal 2020 of the Board and of any committees of the Board on
which the Trustee served held during the period of the Trustee’s service.
Committees of the Board
Executive Committee
The Executive Committee of the Fund currently consists of J. Christopher Donahue, John T. Collins and John S. Walsh. In
between meetings of the full Board, the Executive Committee generally may exercise all the powers of the full Board in
the management and direction of the business and conduct of the affairs of the Fund in such manner as the Executive
Committee shall deem to be in the best interests of the Fund. However, the Executive Committee cannot elect or remove
Board members, increase or decrease the number of Trustees, elect or remove any Officer, declare dividends, issue shares
or recommend to Shareholders any action requiring Shareholder approval. In fiscal 2020, the Executive Committee met on
one occasion.
Audit Committee
The Audit Committee of the Fund currently consists of Maureen Lally-Green, P. Jerome Richey, Thomas M. O’Neill and
G. Thomas Hough. Mr. Hough is Chair of the Audit Committee. The Board has adopted a written charter for the Audit
Committee, a copy of which is available under “Fund Governance” on the home page of Federated’s website at
FederatedInvestors.com
. The Board has determined that the members of the Audit Committee are “independent,” as
defined by the listing standards of the New York Stock Exchange. The Board has designated Messrs. Hough and O’Neill
as audit committee financial experts.
The purposes of the Fund’s Audit Committee are to oversee the accounting and financial reporting process of the Fund,
the Fund’s internal control over financial reporting, and the quality, integrity and independent audit of the Fund’s financial
statements. The Audit Committee also oversees or assists the Board with the oversight of compliance with legal
requirements relating to those matters, approves the engagement and reviews the qualifications, independence and
performance of the Fund’s independent auditors, acts as a liaison between the independent auditor and the Board and
reviews the Fund’s internal audit function. In discharging its responsibilities, the Audit Committee is entitled to rely upon
the reports, findings and representations of the Fund’s auditors, legal counsel and responsible officers. In fiscal 2020, the
Audit Committee met on seven occasions.
A report of the Audit Committee is attached as Exhibit A to this Proxy Statement.
Nominating Committee
The Nominating Committee of the Fund currently consists of all of the Fund’s Independent Trustees, as identified in the
table above. Mr. Walsh serves as Chairman of the Nominating Committee. The Board has adopted a written charter for the
Nominating Committee, a copy of which is available under “Fund Governance” on the home page of Federated’s website
at
FederatedInvestors.com
. The Board has determined that all members of the Nominating Committee are “independent,”
as defined by the listing standards of the New York Stock Exchange. The Nominating Committee was established in May
2004 and met on one occasion during fiscal 2020.
The responsibilities of the Nominating Committee are to select and nominate persons for election to the Board as and
when vacancies occur or are reasonably anticipated. The Committee’s nominees are presented to the Board for election, or
nomination for election by the Shareholders, as the case may be. The Committee will consider candidates recommended to
the Committee by Independent Trustees of the Fund, officers or employees of any of the Fund’s agents or service
providers, counsel to the Fund or Shareholders of the Fund. In identifying and evaluating candidates for consideration, the
Committee will consider such factors as it deems appropriate. These factors will ordinarily include integrity, intelligence,
collegiality, judgment, diversity, skill, business and other experience, qualification as an “Independent Trustee,” the
existence of material relationships which may create the appearance of a lack of independence, financial or accounting
knowledge and experience, dedication and willingness to devote the time and attention necessary to fulfill
Board responsibilities.
Any Shareholder who desires to have an individual considered for nomination by the Committee must submit a
recommendation in writing to the Secretary of the Fund, at the Fund’s address appearing on page 1 of this Proxy
Statement. The recommendation should include the name and address of both the Shareholder and the candidate and
detailed information concerning the candidate’s qualifications and experience.
12
The Committee does not at this time have a formal process for identifying and evaluating nominees for Trustee.
However, it is not anticipated that the process for evaluating a nominee would differ based on whether the nominee is
recommended by a Shareholder.
Shareholder Communications
A Shareholder who wishes to communicate with the Board of the Fund, a Committee of the Board of the Fund or any
individual Trustee or group of Trustees may do so by sending the communication in writing, addressed to the Board, the
Committee, the individual Trustee or group of Trustees, c/o the Secretary of the Fund, at the Fund’s address appearing on
page 1 of this Proxy Statement.
The Fund does not have a policy regarding attendance by Board members at annual meetings, and it is not anticipated
that any members of the Board will attend the Annual Meeting. No member of the Board attended the annual meeting
in 2020.
INDEPENDENT AUDITORS
Ernst & Young LLP has been selected as the independent auditor to audit the financial statements of the Fund for the fiscal
year ended November 30, 2021. Ernst & Young LLP audited the financial statements of the Fund in fiscal 2020. It is not
expected that a representative of Ernst & Young LLP will be present at the Annual Meeting to make a statement or
respond to appropriate questions.
The following table shows the fees billed by Ernst & Young LLP for the Fund’s last two fiscal years for services to the
Fund and to the Adviser and its affiliates that provide ongoing services to the Fund:
|
|
Year Ended November 30, 2020
|
Year Ended November 30, 2019
|
||||||
|
|
Audit
Fees
|
Audit-
Related
Fees
|
Tax
Fees
|
All
Other
Fees
|
Audit
Fees
|
Audit-
Related
Fees
|
Tax
Fees
|
All
Other
Fees
|
|
Federated Hermes Premier Municipal Income Fund
|
$
39,200
|
$
—
|
$
—
|
$
—
|
$
40,000
|
$
—
|
$
—
|
$
—
|
|
Federated Investment Management Company and its affiliates that provide
ongoing services to the Fund
|
N/A
|
$
—
|
$
—
|
$
—
|
N/A
|
$
-
—
|
$
—
|
$
—
|
The Audit Committee is required to pre-approve audit and non-audit services performed by the independent auditor in
order to assure that the provision of such services does not impair the auditor’s independence. Unless a type of service to
be provided by the independent auditor has received general pre-approval, it will require specific pre-approval by the
Audit Committee. Any proposed services exceeding pre-approved cost levels will require specific pre-approval by the
Audit Committee.
Certain services have the general pre-approval of the Audit Committee. The term of the general pre-approval is
12 months from the date of pre-approval, unless the Audit Committee specifically provides for a different period. The
Audit Committee will annually review the services that may be provided by the independent auditor without obtaining
specific pre-approval from the Audit Committee and may grant general pre-approval for such services. The Audit
Committee will revise the list of general pre-approved services from time to time, based on subsequent determinations.
The Audit Committee will not delegate to management its responsibilities to pre-approve services performed by the
independent auditor.
The Audit Committee has delegated pre-approval authority to its Chairman for services that do not exceed a specified
dollar threshold. The Chairman or Chief Audit Executive will report any such pre-approval decisions to the Audit
Committee at its next scheduled meeting. The Committee will designate another member with such pre-approval authority
when the Chairman is unavailable.
AUDIT SERVICES
The annual audit services engagement terms and fees are subject to the specific pre-approval of the Audit Committee. The
Audit Committee must approve any changes in terms, conditions and fees resulting from changes in audit scope, registered
investment company structure or other matters.
In addition to the annual audit services engagement specifically approved by the Audit Committee, the Audit
Committee may grant general pre-approval for other audit services, which are those services that only the independent
auditor reasonably can provide. The Audit Committee has pre-approved certain audit services; with limited exception, all
other audit services must be specifically pre-approved by the Audit Committee.
13
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 Fund’s financial statements or that are traditionally performed by the independent auditor. The Audit
Committee believes that the provision of audit-related services does not impair the independence of the auditor, and has
pre-approved certain audit-related services; all other audit-related services must be specifically pre-approved by the
Audit Committee.
TAX SERVICES
The Audit Committee believes that the independent auditor can provide tax services to the Fund such as tax compliance,
tax planning and tax advice without impairing the auditor’s independence. However, the Audit Committee will not permit
the retention of the independent auditor in connection with a transaction initially recommended by the independent
auditor, the purpose of which may be tax avoidance and the tax treatment of which may not be supported in the Internal
Revenue Code and related regulations. The Audit Committee has pre-approved certain tax services; with limited
exception, all tax services involving large and complex transactions must be specifically pre-approved by the
Audit Committee.
ALL OTHER SERVICES
With respect to the provision of permissible services other than audit, review or attest services the pre-approval
requirement is waived if:
(1)
With respect to such services rendered to the Fund, the aggregate amount of all such services provided constitutes
no more than five percent of the total amount of revenues paid by the audit client to its accountant during the
fiscal year in which the services are provided; and
(2)
With respect to such services rendered to the Fund’s investment adviser and any entity controlling, controlled by,
or under common control with the investment adviser such as affiliated non-U.S. and U.S. funds not under the
Audit Committee’s purview and which do not fall within a category of service which has been determined by the
Audit Committee not to have a direct impact on the operations or financial reporting of the Fund, the aggregate
amount of all services provided constitutes no more than five percent of the total amount of revenues paid to the
registered investment company’s auditor by the registered investment company, its investment adviser and any
entity controlling, controlled by, or under common control with the investment adviser during the fiscal year in
which the services are provided; and
(3)
Such services were not recognized by the issuer or registered investment company at the time of the engagement
to be non-audit services; and
(4)
Such services are promptly brought to the attention of the Audit Committee and approved, prior to the completion
of the audit, by the Audit Committee or by one or more members of the Audit Committee who are members of
the Board of Directors to whom authority to grant such approvals has been delegated by the Audit Committee.
The Audit Committee may grant general pre-approval to those permissible non-audit services which qualify for pre-approval
and which it believes are routine and recurring services, and would not impair the independence of the auditor.
The SEC’s rules and relevant guidance should be consulted to determine the precise definitions of these services and the
applicability of exceptions to certain of the prohibitions.
PRE-APPROVAL FEE LEVELS
Pre-approval fee levels for all services to be provided by the independent auditor are established annually by the Audit
Committee. Any proposed services exceeding these levels will require specific pre-approval by the Audit Committee.
PROCEDURES
Requests or applications to provide services that require specific approval by the Audit Committee are submitted to the
Audit Committee by the Fund’s Principal Accounting Officer and/or the Chief Audit Executive of Federated Hermes, only
after those individuals have determined that the request or application is consistent with the SEC’s rules on
auditor independence.
14
The percentages of services in the Audit Related Fees, Tax Fees and All Other Fees categories in the table above that
were approved by the Audit Committee pursuant to Section 2-01(c)(7)(i)(C) of Regulation S-X were as follows:
Federated Hermes Premier Municipal Income Fund:
|
2020
|
–
|
0%
|
|
2019
|
–
|
0%
|
Federated Investment Management Company and affiliates:
|
2020
|
–
|
0%
|
|
2019
|
–
|
0%
|
Non-Audit Fees billed to the Fund, the Fund’s investment adviser, and certain entities controlling, controlled by or
under common control with the investment adviser:
|
Fiscal year ended 2020
|
–
|
$
69,238
|
|
|
|
|
|
Fiscal year ended 2019
|
–
|
$
501,570
|
The Fund’s Audit Committee has considered whether the auditor’s provision of non-audit services that were rendered to
the Fund’s adviser (and any entity controlling, controlled by, or under common control with the adviser that provides
ongoing services to the Fund) and that were not pre-approved is compatible with maintaining the auditor’s independence.
DELINQUENT SECTION 16(
a
) REPORTS
Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Section 30(h) of the
Investment Company Act of 1940 require that the Fund’s Trustees and officers, the Fund’s investment adviser and its
affiliated persons, and beneficial owners of more than 10% of any class of the Fund’s outstanding securities (“Reporting
Persons”) file reports with the Securities and Exchange Commission with respect to changes in their beneficial ownership
of securities of the Fund. Based solely upon a review of the copies of such filings and written representations from certain
Reporting Persons received by the Fund, the Fund believes that all Reporting Persons have timely made all filings required
under Section 16(a) of the Exchange Act regarding ownership of shares of the Fund for the Fund’s fiscal year ended
November 30, 2020.
15
SHAREHOLDER PROPOSALS AND NOMINATIONS FOR 2022 ANNUAL MEETING
Shareholder proposals meeting tests contained in the SEC’s proxy rules may, under certain conditions, be included in the
Fund’s proxy statement for a particular annual shareholder meeting. Shareholder proposals intended for inclusion pursuant
to Rule 14a-8 under the Exchange Act in the Fund’s proxy statement for its 2022 annual meeting of Shareholders must be
received by the Fund, at the address indicated on page 1 of this Proxy Statement, not later than March 31, 2022. In order
for a Shareholder proposal made outside of Rule 14a-8 under the Exchange Act or a shareholder nomination to be
considered “timely” under the Fund’s by-laws, such proposal or nomination must be received by the Fund no earlier than
May 14, 2022 and no later than June 13, 2022 at the address indicated on page 1 of this Proxy Statement. However, if the
date of the 2022 annual meeting is more than thirty days before or more than sixty days after the anniversary date of this
year’s Annual Meeting, notice by the Shareholder to be timely must be so delivered not later than the close of business on
the later of the ninetieth day prior to such annual meeting or the tenth day following the day on which public
announcement of the date of such meeting is first made. To be valid, any such proposal or nomination must include all the
information specified in the Fund’s by-laws and comply with all applicable legal requirements. The Fund’s by-laws
include notice provisions that nominating/proposing Shareholders are required to satisfy when issuing a nomination or
proposal. Each nominating/proposing Shareholder is required to, among other things: (a) update certain information upon
request and/or upon the Record Date; (b) provide information about their “Associate(s)” (as defined in the by-laws); (c)
provide a representation regarding whether it intends to be or is part of a group that intends to deliver a proxy statement
and/or otherwise solicit proxies or votes from Shareholders in support of such proposal or nomination; (d) provide a
representation regarding whether it, together with any Associate(s), intends to deliver a proxy statement and/or form of
proxy to holders of at least the percentage of the outstanding shares required to approve the nomination and/or otherwise
to solicit proxies from shareholders in support of the nomination; and (e) provide a statement certifying as to the
completeness and accuracy of the information provided. Timely receipt or delivery of a Shareholder proposal or
Shareholder nomination does not guarantee that such proposal or nomination will be included in the Fund’s proxy
statement or otherwise be eligible for presentation at the Shareholder meeting, given that such inclusion and presentation
are subject to various conditions and requirements, including those specified by applicable law and by the Fund’s by-laws.
The Chairman of the Annual Meeting may refuse to acknowledge a nomination or other proposal by a Shareholder that is
not made in the manner described above.
16
OTHER MATTERS AND DISCRETION OF ATTORNEYS NAMED IN THE PROXY
No business other than the matters described above is expected to come before the Annual Meeting, but should any
other matter requiring a vote of Shareholders arise, including any question as to an adjournment, postponement and/or
delay of the Annual Meeting, the persons named on the enclosed proxy card will vote on such matters according to their
best judgment in the interests of the Fund.
SHAREHOLDERS ARE REQUESTED TO VOTE BY COMPLETING, DATING AND SIGNING
THE ENCLOSED PROXY CARD AND RETURNING IT IN THE ENCLOSED ENVELOPE, WHICH
NEEDS NO POSTAGE IF MAILED IN THE UNITED STATES.
THE ENCLOSED PROXY CARD AND RETURNING IT IN THE ENCLOSED ENVELOPE, WHICH
NEEDS NO POSTAGE IF MAILED IN THE UNITED STATES.
Peter J. Germain
Secretary
Secretary
July 21, 2021
17
FEDERATED HERMES PREMIER MUNICIPAL INCOME FUND
Investment Adviser
FEDERATED INVESTMENT MANAGEMENT COMPANY
1001 Liberty Avenue
Pittsburgh, Pennsylvania 15222-3779
FEDERATED INVESTMENT MANAGEMENT COMPANY
1001 Liberty Avenue
Pittsburgh, Pennsylvania 15222-3779
Administrator
FEDERATED ADMINISTRATIVE SERVICES
1001 Liberty Avenue
Pittsburgh, Pennsylvania 15222-3779
FEDERATED ADMINISTRATIVE SERVICES
1001 Liberty Avenue
Pittsburgh, Pennsylvania 15222-3779
IMPORTANT NOTICE ABOUT FUND DOCUMENT DELIVERY
In an effort to reduce costs and avoid duplicate mailings, the Fund intends to deliver a single copy of certain
documents to each household in which more than one shareholder of the Fund resides (so-called “householding”), as
permitted by applicable rules. The Fund’s “householding” program covers their Semi-Annual and Annual Shareholder
Reports and any proxy or information statements. Shareholders must give their written consent to participate in the
“householding” program. The Fund is also permitted to treat a shareholder as having given consent (“implied
consent”) if (i) shareholders with the same last name, or believed to be members of the same family, reside at the
same street address or receive mail at the same post office box, (ii) the Fund gives notice of its intent to “household”
at least sixty (60) days before it begins “householding” and (iii) none of the shareholders in the household have
notified the Fund or its agent of the desire to “opt out” of “householding.” Shareholders who have granted written
consent, or have been deemed to have granted implied consent, can revoke that consent and opt out of “householding”
at any time: shareholders who purchased shares through an intermediary should contact their representative; other
shareholders may call the Fund at 1-800-730-6001 or contact the Fund at Federated Hermes Funds, 4000 Ericsson
Drive, Warrendale, PA 15086-7561.
18
EXHIBIT A
(approved by the Audit Committee on May 10, 2021)
(approved by the Audit Committee on May 10, 2021)
AUDIT COMMITTEE REPORT
The Audit Committee oversees the Fund’s financial reporting process on behalf of the Board of Trustees. The Audit
Committee operates pursuant to a written charter adopted by the Board. The Board of Trustees, in its business judgment,
has determined that all members of the Audit Committee are “independent” as defined in the listing standards of the
New York Stock Exchange.
The Fund’s management has the primary responsibility for the preparation, presentation and integrity of the Fund’s
financial statements and the adequacy of their internal controls. The independent registered public accounting firm is
responsible for planning and carrying out an audit in accordance with standards of the Public Company Accounting
Oversight Board (United States) and expressing an opinion based on the audit as to whether the Fund’s audited financial
statements fairly present its financial position, results of operations and changes in net assets in conformity with generally
accepted accounting principles.
In the performance of its oversight function, the Audit Committee has reviewed the Fund’s audited financial statements
for the year ended November 30, 2020, and has discussed the financial statements with management and with Ernst &
Young LLP, the Fund’s independent registered public accounting firm for 2020. The Audit Committee has received from
the independent registered public accounting firm written disclosures pursuant to the Public Company Accounting
Oversight Board (PCAOB) Auditing Standard No. 1301 and has discussed those matters with the independent registered
public accounting firm. The Audit Committee has also received from the independent registered public accounting firm
the written disclosures pursuant to PCAOB Rule 3526 and has discussed with the independent registered public
accounting firm its independence. The Audit Committee considered whether the provision of non-audit services by the
independent registered public accounting firm is compatible with maintaining the independent registered public
accounting firm’s independence.
Based on the reviews and discussions described above, the Audit Committee authorized the inclusion of the Fund’s
audited financial statements in the Fund’s Annual Report for the fiscal year ended November 30, 2020, filed with the
Securities and Exchange Commission. Respectfully submitted:
G. Thomas Hough, Audit Committee Chair
Maureen Lally-Green, Audit Committee Member
Thomas M. O’Neill, Audit Committee Member
P. Jerome Richey, Audit Committee Member
19
Federated Hermes Funds
4000 Ericsson Drive
Warrendale, PA 15086-7561 Contact us at FederatedInvestors.com
or call 1-800-341-7400. CUSIP 31423P108
CUSIP 31423P207
CUSIP 31423P504 35225 (7/21) © 2021 Federated Hermes, Inc.
EVERY SHAREHOLDER’S VOTE IS IMPORTANT
| EASY VOTING OPTIONS: | ||
|
VOTE BY MAIL Vote, sign and date this Proxy Card and return in the postage-paid envelope |
|
|
VOTE IN PERSON Attend Shareholder Meeting Via Teleconference on September 10, 2021 888-567-1602 (Toll Free) 862-298-0701 (International) |
|
Please detach at perforation before mailing.
FEDERATED HERMES PREMIER MUNICIPAL
INCOME FUND
PROXY FOR THE ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON SEPTEMBER 10, 2021
COMMON SHARES
KNOW ALL PERSONS BY THESE PRESENTS that the undersigned Shareholders of Federated Hermes Premier Municipal Income Fund (the “Fund”), hereby designate and appoint George F. Magera, Edward C. Bartley, Mark R. Thompson, and Kary Moore, or any one of them, as proxies to act at the Annual Meeting of Shareholders (the “Annual Meeting”) to be held telephonically on September 10, 2021 at 10:00 a.m. (Eastern Time) and at any adjournment thereof. Due to COVID-19 and the associated health risks, the Annual Meeting will take place telephonically. Shareholders may access the Annual Meeting by calling 888-567-1602 (Toll Free) or 862-298-0701 (International).
The attorneys named will vote the shares represented by this proxy in accordance with the choices made on this ballot. If no choice is indicated, this proxy will be voted “For” approval of the Proposal. Discretionary authority is hereby conferred as to all other matters as may properly come before the Annual Meeting or any adjournment thereof.
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF FEDERATED HERMES PREMIER MUNICIPAL INCOME FUND. THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED “FOR” THE PROPOSAL.
FMN_32176_070821
THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED
ON THE REVERSE SIDE.
xxxxxxxxxxxxxx code
EVERY SHAREHOLDER’S VOTE IS IMPORTANT
Important Notice Regarding the
Availability of Proxy Materials for the
Annual Shareholders Meeting to Be Held on September 10, 2021.
The Proxy Statement for this meeting is available at:
http://www.federatedinvestors.com/teamsite-file-server/public/daf/pdf/regulatory/proxy/35225.pdf
Please detach at perforation before mailing.
| TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: | ☒ | |||
| A | Proposal The Board of Trustees recommends that you vote FOR the proposal below. | |||
|
For
All |
Withhold
All |
For All Except | ||
| 1. | To elect two Class III Trustees of the Fund. | ☐ | ☐ | ☐ |
| Nominees: | ||||
| 01. John B. Fisher 02. G. Thomas Hough | ||||
| INSTRUCTIONS : To withhold authority to vote “FOR” any individual nominee(s), mark the “For All Except” box and write that nominee name(s) on the line provided. ______________________________ | ||||
| B | Authorized Signatures ─ This section must be completed for your vote to be counted.─ Sign and Date Below | |||
| Note: Please sign exactly as your name(s) appear(s) on this proxy card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, 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 FMN 32176 M xxxxxxxx
EVERY SHAREHOLDER’S VOTE IS IMPORTANT
| EASY VOTING OPTIONS: | ||
|
VOTE BY MAIL Vote, sign and date this Proxy Card and return in the postage-paid envelope |
|
|
VOTE IN PERSON Attend Shareholder Meeting Via Teleconference on September 10, 2021 888-567-1602 (Toll Free) 862-298-0701 (International) |
|
Please detach at perforation before mailing.
FEDERATED HERMES PREMIER MUNICIPAL INCOME FUND
PROXY FOR THE ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON SEPTEMBER 10, 2021
PREFERRED SHARES
KNOW ALL PERSONS BY THESE PRESENTS that the undersigned Shareholders of Federated Hermes Premier Municipal Income Fund (the “Fund”), hereby designate and appoint George F. Magera, Edward C. Bartley, Mark R. Thompson, and Kary Moore, or any one of them, as proxies to act at the Annual Meeting of Shareholders (the “Annual Meeting”) to be held telephonically on September 10, 2021 at 10:00 a.m. (Eastern Time) and at any adjournment thereof. Due to COVID-19 and the associated health risks, the Annual Meeting will take place telephonically. Shareholders may access the Annual Meeting by calling 888-567-1602 (Toll Free) or 862-298-0701 (International).
The attorneys named will vote the shares represented by this proxy in accordance with the choices made on this ballot. If no choice is indicated, this proxy will be voted “For” approval of all Proposals. Discretionary authority is hereby conferred as to all other matters as may properly come before the Annual Meeting or any adjournment thereof.
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF FEDERATED HERMES PREMIER MUNICIPAL INCOME FUND. THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED “FOR” THE PROPOSALS.
FMN_32176_070821_Pref
THIS PROXY CARD IS VALID ONLY WHEN SIGNED AND DATED
ON THE REVERSE SIDE.
xxxxxxxxxxxxxx code
EVERY SHAREHOLDER’S VOTE IS IMPORTANT
Important Notice Regarding the Availability of Proxy Materials for the
Annual Shareholders Meeting to Be Held on September 10, 2021.
The Proxy Statement for this meeting is available at:
http://www.federatedinvestors.com/teamsite-file-server/public/daf/pdf/regulatory/proxy/35225.pdf
Please detach at perforation before mailing.
| TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE:: | ☒ | |||
| A | Proposals The Board of Trustees recommends that you vote FOR all the proposals below. | |||
|
For
All |
Withhold
All |
For All Except | ||
| 1. | To elect two Class III Trustees of the Fund. | ☐ | ☐ | ☐ |
| Nominees: | ||||
| 01. John B. Fisher 02. G. Thomas Hough | ||||
| INSTRUCTIONS: To withhold authority to vote “FOR” any individual nominee(s), mark the “For All Except” box and write that nominee name(s) on the line provided. ___________________________ | ||||
|
For
All |
Withhold
All |
For All Except | ||
| 2. | To elect two Trustees of the Fund. | ☐ | ☐ | ☐ |
| Nominees: | ||||
| 03. John T. Collins 04. John S. Walsh | ||||
| INSTRUCTIONS: To withhold authority to vote “FOR” any individual nominee(s), mark the “For All Except” box and write that nominee name(s) on the line provided. ___________________________ | ||||
| B | Authorized Signatures ─ This section must be completed for your vote to be counted.─ Sign and Date Below | |||
| Note : Please sign exactly as your name(s) appear(s) on this proxy card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, 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 | ||
| / / | ||||
Scanner
bar code
xxxxxxxxxxxxxx FMN 32176 M xxxxxxxx
TABLE OF CONTENTS
ABOUT THE PROXY SOLICITATION AND THE ANNUAL MEETINGPROPOSAL #1 ELECTION OF JOHN B. FISHER AND G. THOMAS HOUGH AS CLASS III TRUSTEES OF THE FUND (COMMON AND PREFERRED SHAREHOLDERS)PROPOSAL #2 ELECTION OF JOHN T. COLLINS AND JOHN S. WALSH AS TRUSTEES OF THE FUND (PREFERRED SHAREHOLDERS ONLY)INFORMATION ABOUT THE FUNDProxies, Quorum and Voting at the Annual MeetingAbout the TrusteesBoard of TrusteesOfficers of the FundShare Ownership of the FundMeetings of the BoardCommittees of the BoardINDEPENDENT AUDITORSDELINQUENT SECTION 16( a ) REPORTSSHAREHOLDER PROPOSALS AND NOMINATIONS FOR 2022 ANNUAL MEETINGOTHER MATTERS AND DISCRETION OF ATTORNEYS NAMED IN THE PROXYAUDIT COMMITTEE REPORT