UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
Filed by the Registrant |X|
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|X| Definitive Proxy Statement
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| | Soliciting Material Pursuant to Sec. 240.14a-12
PIONEER DIVERSIFIED HIGH INCOME TRUST
PIONEER FLOATING RATE TRUST
PIONEER HIGH INCOME TRUST
PIONEER MUNICIPAL HIGH INCOME TRUST
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST
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(Name of Registrant(s) as Specified In Its Charter)
N/A
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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|X| No fee required.
| | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
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(3) Per unit price or other underlying value of transaction computed
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| | Fee paid previously with preliminary materials.
| | Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11 (a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
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(2) Form, Schedule or Registration Statement No.:
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(4) Date Filed:
PIONEER DIVERSIFIED HIGH INCOME TRUST (HNW)
PIONEER FLOATING RATE TRUST (PHD)
PIONEER HIGH INCOME TRUST (PHT)
PIONEER MUNICIPAL HIGH INCOME TRUST (MHI)
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST (MAV)
60 STATE STREET
BOSTON, MASSACHUSETTS 02109
1-800-622-3265
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
SCHEDULED FOR SEPTEMBER 23, 2014
This is the formal agenda for your fund's annual meeting of shareholders. It
tells you the matters upon which you will be asked to vote and the time and
place of the meeting, in case you want to attend in person.
TO THE SHAREHOLDERS OF PIONEER DIVERSIFIED HIGH INCOME TRUST, PIONEER FLOATING
RATE TRUST, PIONEER HIGH INCOME TRUST, PIONEER MUNICIPAL HIGH INCOME TRUST AND
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST:
The annual meeting of shareholders of each of the above registered investment
management companies (each, a "fund" and, collectively, the "funds") will be
held at the offices of Bingham McCutchen LLP, One Federal Street, Boston,
Massachusetts 02110, on Tuesday, September 23, 2014 at 2:00 p.m. Eastern time,
to consider the following:
1. To elect three Trustees of your fund, as named in the attached proxy
statement: (i) with respect to each of Pioneer Municipal High Income Trust
and Pioneer Municipal High Income Advantage Trust, by the holders of Common
and Preferred Shares voting together as a single class, and (ii) with
respect to Pioneer Diversified High Income Trust, Pioneer Floating Rate
Trust and Pioneer High Income Trust, by the holders of Common Shares. Each
elected Trustee will serve for a three-year term or until a successor is
elected.
2. To consider any other business that may properly come before the meeting.
Each fund will hold a separate meeting. Shareholders of each fund will vote
separately.
YOUR TRUSTEES RECOMMEND THAT YOU VOTE IN FAVOR OF ALL PROPOSALS.
Shareholders of record as of the close of business on July 10, 2014 are entitled
to vote at the meeting and any adjournment or postponement thereof.
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE MEETING
TO BE HELD ON SEPTEMBER 23, 2014: THIS NOTICE AND THE PROXY STATEMENT ARE
AVAILABLE ON THE INTERNET AT WWW.PROXYONLINE.COM/DOCS/PIONEERCLOSEDENDFUNDS.
By Order of each Board of Trustees,
Christopher J. Kelley, Secretary
Boston, Massachusetts
August 8, 2014
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WHETHER OR NOT YOU EXPECT TO ATTEND THE MEETING, PLEASE COMPLETE AND RETURN THE
ENCLOSED PROXY.
22246-06-0814
PROXY STATEMENT OF
PIONEER DIVERSIFIED HIGH INCOME TRUST (HNW)
PIONEER FLOATING RATE TRUST (PHD)
PIONEER HIGH INCOME TRUST (PHT)
PIONEER MUNICIPAL HIGH INCOME TRUST (MHI)
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST (MAV)
60 STATE STREET
BOSTON, MASSACHUSETTS 02109
1-800-622-3265
ANNUAL MEETING OF SHAREHOLDERS
This proxy statement contains the information you should know before voting on
the proposal summarized below.
Each fund will furnish without charge a copy of its most recent annual report
and any more recent semi-annual report to any shareholder upon request.
Shareholders who want to obtain a copy of a fund's reports should direct all
written requests to the attention of the fund, at the address listed above, or
should call Pioneer Investment Management Shareholder Services, Inc. ("PIMSS")
at 1-800-622-3265.
INTRODUCTION
This proxy statement is being used by the Board of Trustees of each fund to
solicit proxies to be voted at the annual meeting of shareholders of each fund
referenced above. Participating in the meeting are holders of common shares of
beneficial interest (the "Common Shares") of each fund and the holders of
preferred shares of beneficial interest (the "Preferred Shares") of Pioneer
Municipal High Income Trust and Pioneer Municipal High Income Advantage Trust.
Each meeting will be held at the offices of Bingham McCutchen LLP, One Federal
Street, Boston, Massachusetts 02110, at 2:00 p.m., Eastern time, on Tuesday,
September 23, 2014, and at any adjournments or postponements of a meeting to a
later date, for the purposes as set forth in the accompanying notice of annual
meeting of shareholders. You may call PIMSS at 1-800-622-3265 for information on
how to obtain directions to be able to attend the meeting and vote in person.
This proxy statement and the enclosed proxy card are being mailed to
shareholders of each fund on or about August 8, 2014. The annual report for each
fund for its most recently completed fiscal year previously was mailed to
shareholders.
WHO IS ELIGIBLE TO VOTE
Shareholders of record of each fund as of the close of business on July 10, 2014
(the "record date") are entitled to vote on all of the fund's business at the
annual shareholder meeting and any adjournments or postponements thereof. Each
whole share shall be entitled to one vote and each fractional share shall be
entitled to a proportionate fractional vote. Shares represented by properly
executed proxies, unless revoked before or at the meeting, will be voted
according to the shareholder's instructions. If you sign a proxy card but do not
fill in a vote, your shares will be voted FOR each of the nominees for Trustee
in Proposal 1. If any other business properly comes before the annual
shareholder meeting, your shares will be voted at the discretion of the persons
named as proxies.
Shareholders of each fund will only vote on proposals relating to their fund.
PROPOSAL 1
ELECTION OF BOARD OF TRUSTEES
INTRODUCTION
Shareholders of each fund are being asked to consider the election of Mr.
Friedman, Ms. Graham and Mr. Taubes to the Board of Trustees of the fund. Each
nominee currently serves as a Trustee of each fund and has served in that
capacity continuously since originally elected or appointed.
Each nominee shall be elected to hold office for a three-year term and until his
successor is elected and qualified. Each nominee has consented to being named in
this proxy statement and indicated his willingness to serve if elected. In the
unanticipated event that any nominee should be unable to serve, the persons
named as proxies may vote for such other person as shall be designated by the
fund's Board of Trustees. The persons named on the accompanying proxy card
intend to vote at the meeting (unless otherwise directed) for the election of
Mr. Friedman, Ms. Graham and Mr. Taubes as Trustees of each fund.
TRUSTEE CLASS DESIGNATIONS AND TERMS OF OFFICE
Each fund's Agreement and Declaration of Trust provides that a majority of the
Trustees shall fix the number of Trustees of the fund and that there shall be at
least one and no more than fifteen Trustees. Each fund currently has seven
Trustees.
The Agreement and Declaration of Trust for each fund provides that the Board of
Trustees shall consist of Trustees divided into three classes, each class to
consist, as nearly as may be possible, of one-third of the total number of
trustees constituting the entire Board of Trustees. Pursuant to each fund's
Agreement and Declaration of Trust, each fund's Board of Trustees is divided
into three staggered term classes -- Class I, Class II and Class III. The
Trustees of only one class are 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.
For each fund, each class of Trustees will stand for election at the conclusion
of its respective three-year term. Such classification may prevent replacement
of a majority of the Trustees for up to a two-year period. Holders of the
Preferred Shares of each fund that has Preferred Shares outstanding are entitled
to elect two trustees of that fund.
Trustee Class Designations and Terms of Office
Currently, the designations and terms of office of each class of Trustees of
each fund are as follows:
PIONEER DIVERSIFIED HIGH INCOME TRUST
Class I Trustees -- Mr. Friedman, Ms. Graham and Mr. Taubes. Nominated
for election at the upcoming 2014 annual meeting.
Class II Trustees -- Mr. Perna and Ms. Piret. Terms expire in 2015.
Class III Trustee -- Mr. Bock. Term expires in 2016.
PIONEER FLOATING RATE TRUST, PIONEER MUNICIPAL HIGH INCOME TRUST AND PIONEER
MUNICIPAL HIGH INCOME ADVANTAGE TRUST
Class II Trustees -- Mr. Friedman, Ms. Graham and Mr. Taubes. Nominated
for election at the upcoming 2014 annual meeting.
Class III Trustees -- Mr. Perna and Ms. Piret. Terms expire in 2015.
Class I Trustee -- Mr. Bock. Term expires in 2016.
PIONEER HIGH INCOME TRUST
Class III Trustees -- Mr. Friedman, Ms. Graham and Mr. Taubes. Nominated
for election at the upcoming 2014 annual meeting.
Class I Trustees -- Mr. Perna and Ms. Piret. Terms expire in 2015.
Class II Trustee -- Mr. Bock. Term expires in 2016.
Mr. Bock and Ms. Piret are designated as the Trustees to be elected by the
holders of the Preferred Shares of each fund that has issued Preferred Shares.
As noted above, neither Mr. Bock's nor Ms. Piret's term expires at the upcoming
2014 annual meeting. Consequently, holders of Preferred Shares of each fund that
has Preferred Shares outstanding are not asked to vote as a separate class at
the upcoming 2014 annual meeting.
INFORMATION REGARDING NOMINEES AND TRUSTEES
The following table sets forth for each nominee and Trustee, his or her
position(s) with each fund, age, address, principal occupation during at least
the past five years and any other board memberships held during at least the
past five years. Trustees who are interested persons of a fund within the
meaning of the Investment Company Act of 1940, as amended (the "1940 Act"), are
referred to as Interested Trustees. Trustees who are not interested persons of a
fund are referred to as Independent Trustees. Each of the Trustees serves as a
Trustee of each of the 53 U.S. registered investment portfolios for which
Pioneer Investment Management, Inc. ("Pioneer") serves as investment adviser
(the "Pioneer Funds"). The address for all Trustees and all officers of each
fund is 60 State Street, Boston, Massachusetts 02109.
NAME, AGE AND TERM OF OFFICE AND OTHER DIRECTORSHIPS
POSITION HELD WITH THE FUND LENGTH OF SERVICE PRINCIPAL OCCUPATION HELD BY TRUSTEE
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Independent Trustees:
THOMAS J. PERNA (63) PIONEER DIVERSIFIED HIGH Private investor (2004 - 2008 and Director, Broadridge
Chairman of the INCOME TRUST: Class II Trustee 2013 - present); Chairman (2008 Financial Solutions, Inc.
Board and Trustee since 2007. Term expires in - 2013) and Chief Executive (investor communications
2015. Officer (2008 - 2012), and securities processing
PIONEER FLOATING RATE TRUST: Quadriserv, Inc. (technology provider for financial
Class III Trustee since 2006. products for securities lending services industry) (2009
Term expires in 2015. industry); and Senior - present); Director,
PIONEER HIGH INCOME TRUST: Executive Vice President, The Quadriserv, Inc. (2005 -
Class I Trustee since 2006. Bank of New York (financial 2013); Commissioner,
Term expires in 2015. and securities services) New Jersey State Civil
PIONEER MUNICIPAL HIGH (1986 - 2004) Service Commission
INCOME TRUST: Class III (2011 - present)
Trustee since 2006. Term
expires in 2015.
PIONEER MUNICIPAL HIGH
INCOME ADVANTAGE TRUST:
Class III Trustee since 2006.
Term expires in 2015.
DAVID R. BOCK (70) PIONEER DIVERSIFIED HIGH Managing Partner, Federal City Director of Enterprise
Trustee INCOME TRUST: Class III Capital Advisors (corporate Community Investment,
Trustee since 2007. Term advisory services company) Inc. (privately-held
expires in 2016. (1997 - 2004 and 2008 - present); affordable housing
PIONEER FLOATING RATE TRUST: Interim Chief Executive Officer, finance company) (1985
Class I Trustee since 2005. Oxford Analytica, Inc. (privately - 2010); Director of
Term expires in 2016. held research and consulting Oxford Analytica, Inc.
PIONEER HIGH INCOME TRUST: company) (2010); Executive Vice (2008 - present);
Class II Trustee since 2005. President and Chief Financial Director of The Swiss
Term expires in 2016. Officer, I-trax, Inc. (publicly traded Helvetia Fund, Inc.
PIONEER MUNICIPAL HIGH health care services company) (closed-end fund) (2010
INCOME TRUST: Class I Trustee (2004 - 2007); and Executive Vice - present); Director of
since 2005. Term expires in President and Chief Financial New York Mortgage
2016. Elected by Preferred Officer, Pedestal Inc. (internet-based Trust (publicly-traded
Shares only. mortgage trading company) mortgage REIT) (2004 -
PIONEER MUNICIPAL HIGH (2000 - 2002) 2009, 2012 - present)
INCOME ADVANTAGE TRUST:
Class I Trustee since 2005.
Term expires in 2016. Elected
by Preferred Shares only.
BENJAMIN M. FRIEDMAN (69) PIONEER DIVERSIFIED HIGH William Joseph Maier Professor Trustee, Mellon
Trustee INCOME TRUST: Class I Trustee of Political Economy, Harvard Institutional Funds
since 2008. Term expires in University (1972 - present) Investment Trust and
2014. Mellon Institutional
PIONEER FLOATING RATE TRUST: Funds Master Portfolio
Class II Trustee since 2008. (oversaw 17 portfolios in
Term expires in 2014. fund complex)
PIONEER HIGH INCOME TRUST: (1989-2008)
Class III Trustee since 2008.
Term expires in 2014.
PIONEER MUNICIPAL HIGH
INCOME TRUST: Class II Trustee
since 2008. Term expires in
2014.
PIONEER MUNICIPAL HIGH
INCOME ADVANTAGE TRUST:
Class II Trustee since 2008.
Term expires in 2014.
MARGARET B.W. GRAHAM (67) PIONEER DIVERSIFIED HIGH Founding Director, Vice-President None
Trustee INCOME TRUST: Class I Trustee and Corporate Secretary, The
since 2007. Term expires in Winthrop Group, Inc. (consulting
2014. firm) (1982 - present); and Desautels
PIONEER FLOATING RATE TRUST: Faculty of Management, McGill
Class II Trustee since 2003. University (1999 - present); and
Term expires in 2014. Manager of Research Operations
PIONEER HIGH INCOME TRUST: and Organizational Learning,
Class III Trustee since 2002. Xerox PARC, Xerox's advance
Term expires in 2014. research center (1990-1994)
PIONEER MUNICIPAL HIGH
INCOME TRUST: Class II Trustee
since 2003. Term expires in
2014.
PIONEER MUNICIPAL HIGH
INCOME ADVANTAGE TRUST:
Class II Trustee since 2003.
Term expires in 2014.
MARGUERITE A. PIRET (66) PIONEER DIVERSIFIED HIGH President and Chief Executive Director of New America
Trustee INCOME TRUST: Class II Trustee Officer, Newbury, Piret & High Income Fund, Inc.
since 2007. Term expires in Company, Inc. (investment (closed-end investment
2015. banking firm) (1981 - present) company) (2004 -
PIONEER FLOATING RATE TRUST: present); Member, Board
Class III Trustee since 2003. of Governors, Investment
Term expires in 2015. Company Institute
PIONEER HIGH INCOME TRUST: (2000 - 2006)
Class I Trustee since 2002.
Term expires in 2015.
PIONEER MUNICIPAL HIGH
INCOME TRUST: Class III
Trustee since 2003. Term
expires in 2015. Elected by
Preferred Shares only.
PIONEER MUNICIPAL HIGH
INCOME ADVANTAGE TRUST:
Class III Trustee since 2003.
Term expires in 2015. Elected
by Preferred Shares only.
NAME, AGE AND TERM OF OFFICE AND OTHER DIRECTORSHIPS
POSITION HELD WITH THE FUND LENGTH OF SERVICE PRINCIPAL OCCUPATION HELD BY TRUSTEE
--------------------------- ------------------------------ -------------------------------- ----------------------
Interested Trustee*:
KENNETH J. TAUBES (56)** PIONEER DIVERSIFIED HIGH Director and Executive Vice None
Trustee INCOME TRUST: Class I Trustee President (since 2008) and
since 2014. Term expires in Chief Investment Officer, U.S.
2014. (since 2010) of PIM-USA;
PIONEER FLOATING RATE TRUST: Executive Vice President of
Class II Trustee since 2014. Pioneer (since 2008); Executive
Term expires in 2014. Vice President of Pioneer
PIONEER HIGH INCOME TRUST: Institutional Asset Management,
Class III Trustee since 2014. Inc. (since 2009); Portfolio
Term expires in 2014. Manager of Pioneer (since 1999)
PIONEER MUNICIPAL HIGH
INCOME TRUST: Class II Trustee
since 2014. Term expires in
2014.
PIONEER MUNICIPAL HIGH
INCOME ADVANTAGE TRUST:
Class II Trustee since 2014.
Term expires in 2014.
* Daniel K. Kingsbury has served as Interested Trustee of each fund, and as
President and Chief Executive Officer or Executive Vice President of each
fund since 2007. Mr. Kingsbury has resigned from his current positions
effective August 8, 2014.
** Mr. Taubes is an Interested Trustee because he is an officer or director
of each fund's investment adviser and certain of its affiliates.
RESPONSIBILITIES OF THE BOARD OF TRUSTEES
The Board of Trustees is responsible for overseeing each fund's management and
operations. The Chairman of the Board is an Independent Trustee. Independent
Trustees constitute at least 75% of the Board.
For Pioneer High Income Trust and Pioneer Municipal High Income Advantage Trust,
during each fund's most recent fiscal year, the Board of Trustees held 7
meetings. For Pioneer Diversified High Income Trust and Pioneer Municipal High
Income Trust, during each fund's most recent fiscal year, the Board of Trustees
held 7 meetings. For Pioneer Floating Rate Trust, during the fund's most recent
fiscal year, the Board of Trustees held 8 meetings. All of the current Trustees
and committee members of each fund then serving attended at least 75% of the
meetings of the Board of Trustees and applicable committees, if any, held during
that fund's fiscal year.
The funds do not have a policy on Trustee attendance at the annual meeting of
shareholders. For each fund, one Trustee attended the 2013 annual meeting of
shareholders.
The Trustees were selected to join the Board based upon the following as to each
Board member: such person's character and integrity; such person's willingness
and ability to commit the time necessary to perform the duties of a Trustee; as
to each Independent Trustee, his or her status as not being an "interested
person" as defined under the 1940 Act; and, as to Mr. Taubes, his association
with Pioneer. Each Independent Trustee also was selected to join the Board based
on the criteria and principles set forth in the Nominating Committee Charter. In
addition to individual attributes, the value of diversity is considered. In
evaluating a Trustee's prospective service on the Board, the Trustee's
experience in, and ongoing contributions toward, overseeing the fund's business
as a Trustee also are considered. In addition, the following specific
experience, qualifications, attributes and/or skills apply as to each Trustee:
Mr. Bock, accounting, financial, business and public company experience as a
chief financial officer and an executive officer and experience as a board
member of other organizations; Mr. Friedman, academic leadership, economic and
finance experience and investment company board experience; Ms. Graham, academic
leadership, experience in business, finance and management consulting; Mr.
Perna, accounting, financial, and business experience as an executive officer
and experience as a board member of other organizations; Ms. Piret, accounting,
financial and entrepreneurial experience as an executive, valuation experience
and investment company board experience; and Mr. Taubes, portfolio management
experience and leadership roles with Pioneer. However, in its periodic
assessment of the effectiveness of the Board, the Board considers the
complementary skills and experience of individual Trustees primarily in the
broader context of the Board's overall composition so that the Board, as a body,
possesses the appropriate (and appropriately diverse) skills and experience to
oversee the business of the funds.
Each fund's Agreement and Declaration of Trust provides that the appointment,
designation (including in any proxy or registration statement or other document)
of a Trustee as an expert on any topic or in any area, or as having experience,
attributes or skills in any area, or any other appointment, designation or
identification, shall not impose on that person any standard of care or
liability that is greater than that imposed on that person as a Trustee in the
absence of the appointment, designation or identification, and no Trustee who
has special attributes, skills, experience or expertise, or is appointed,
designated, or identified as aforesaid, shall be held to a higher standard of
care by virtue thereof.
BOARD COMMITTEES
The Board of Trustees has five standing committees : the Independent Trustees
Committee, the Audit Committee, the Governance and Nominating Committee, the
Policy Administration Committee and the Valuation Committee. Each committee is
chaired by an Independent Trustee and all members of each committee are
Independent Trustees.
The Chairs of the committees work with the Chairman of the Board and fund
management in setting the agendas for Board meetings. The Chairs of the
committees set the agendas for committee meetings with input from fund
management. As noted below, through the committees, the Independent Trustees
consider and address important matters involving the funds, including those
presenting conflicts or potential conflicts of interest for management. The
Independent Trustees also regularly meet without the presence of management and
are advised by independent legal counsel. The Board has determined that
delegation to the committees of specified oversight responsibilities helps
ensure that the funds have effective and independent governance and oversight.
Notwithstanding the fact that the Chairman of the Board is an Independent
Trustee, the Board continues to believe that the committee structure enables the
Board more effectively to provide governance and oversight of the funds'
affairs. Mr. Perna, Chairman of the Board, is a member of each committee except
the Audit Committee and the Valuation Committee, of each of which he is a
non-voting, ex-officio member.
During the most recent fiscal year for each fund, the Audit, Governance and
Nominating, Independent Trustees, Policy Administration and Valuation Committees
of each fund held the following meetings:
PIONEER PIONEER PIONEER
DIVERSIFIED PIONEER MUNICIPAL MUNICIPAL HIGH
HIGH INCOME FLOATING RATE PIONEER HIGH HIGH INCOME INCOME
TRUST TRUST INCOME TRUST TRUST ADVANTAGE TRUST
----------- ------------- ------------ ----------- ---------------
Audit Committee 10 11 10 10 10
Governance and Nominating Committee 2 1 2 2 2
Independent Trustees Committee 8 7 8 8 8
Policy Administration Committee 4 4 4 4 4
Valuation Committee 6 7 7 6 7
INDEPENDENT TRUSTEES COMMITTEE: David R. Bock, Benjamin M. Friedman, Margaret
B.W. Graham, Thomas J. Perna (Chair) and Marguerite A. Piret.
The Independent Trustees Committee is comprised of all of the Independent
Trustees. The Independent Trustees Committee serves as the forum for
consideration of a number of issues required to be considered separately by the
Independent Trustees under the 1940 Act, including the assessment and review of
each fund's advisory agreement and other related party contracts. The
Independent Trustees Committee also considers issues that the Independent
Trustees believe it is advisable for them to consider separately from the
Interested Trustee.
AUDIT COMMITTEE: David R. Bock (Chair), Benjamin M. Friedman and Marguerite A.
Piret.
Each fund's Audit Committee is comprised of only Independent Trustees who are
"independent" as defined in the applicable New York Stock Exchange ("NYSE") and
NYSE MKT listing standards relating to closed-end funds. The Board of Trustees
of each fund has adopted a charter for the Audit Committee. In accordance with
its charter, the purposes of the Audit Committee are to:
.. Assist the Board of Trustees' oversight and monitoring of: (i) the
integrity of the fund's financial statements; (ii) the fund's compliance
with legal and regulatory requirements; (iii) the independent registered
public accounting firm's qualifications, performance and independence; and
(iv) the performance of the fund's internal audit function; and
.. Prepare the disclosure required by Item 407(d)(3)(i) of Regulation S-K to
be included in the fund's annual proxy statement and other filings.
The Audit Committee charter is available on Pioneer's website:
www.pioneerinvestments.com. You also can obtain a copy by sending a written
request to your fund at the address listed on this proxy statement.
Each fund's Board of Trustees has determined that the fund has at least one
audit committee financial expert serving on its Audit Committee. Ms. Piret, an
Independent Trustee, serves on each Audit Committee and has been determined to
be an audit committee financial expert.
AUDIT COMMITTEE REPORT
The Audit Committee reports that it has (1) reviewed and discussed each fund's
audited financial statements with management; (2) discussed with the independent
registered public accounting firm the matters required to be discussed with the
independent auditors by the Statement of Auditing Standards No. 61, as amended,
as adopted by the Public Company Accounting Oversight Board in Rule 3200 T; and
(3) received written disclosures and an independence letter from the independent
registered public accounting firm required by Independence Standards Board
Standard No. 1, as adopted by the Public Company Accounting Oversight Board in
Rule 3600 T, and discussed with the independent registered public accounting
firm that firm's independence. Based upon the review and discussions referred to
above, the Audit Committee recommended to the Board of Trustees that the audited
financial statements be included in the Annual Report for Pioneer Floating Rate
Trust for the fiscal year ended November 30, 2013, the Annual Reports for
Pioneer High Income Trust and Pioneer Municipal High Income Advantage Trust for
the fiscal year ended March 31, 2014 and in the Annual Reports for Pioneer
Diversified High Income Trust and Pioneer Municipal High Income Trust for the
fiscal year ended April 30, 2014.
The members of each fund's Audit Committee are:
David R. Bock (Chair)
Benjamin M. Friedman
Marguerite Piret
GOVERNANCE AND NOMINATING COMMITTEE: Margaret B.W. Graham (Chair) and Thomas J,
Perna.
All members of the Governance and Nominating Committee are independent under the
applicable NYSE and NYSE MKT listing standards relating to closed-end funds, and
are not "interested persons," as defined in the 1940 Act, of each fund. The
Board of each fund has adopted a written charter for the Governance and
Nominating Committee, which is available on Pioneer's website:
http://us.pioneerinvestments.com. You also can obtain a copy by sending a
written request to your fund at the address listed on this proxy statement.
The Governance and Nominating Committee considers governance matters affecting
the Board and each fund. Among other responsibilities, the Governance and
Nominating Committee reviews the performance of the Independent Trustees as a
whole, and reviews and recommends to the Independent Trustees Committee any
appropriate changes concerning, among other things, the size and composition of
the Board, the Board's committee structure and the Independent Trustees'
compensation. The Governance and Nominating Committee also makes recommendations
to the Independent Trustees Committee or the Board on matters delegated to it.
In addition, the Governance and Nominating Committee screens potential
candidates for Independent Trustees. Among other responsibilities, the
Governance and Nominating Committee reviews periodically the criteria for
Independent Trustees and the spectrum of desirable experience and expertise for
Independent Trustees as a whole, and reviews periodically the qualifications and
requisite skills of persons currently serving as Independent Trustees and being
considered for re-nomination. The Governance and Nominating Committee also
reviews the qualifications of any person nominated to serve on the Board by a
shareholder or recommended by any Trustee, management or another person and
makes a recommendation as to the qualifications of such nominated or recommended
person to the Independent Trustees and the Board, and reviews periodically the
Committee's procedure, if any, regarding candidates submitted by shareholders.
The Trustees who are not Independent Trustees and the officers of each fund are
nominated and selected by the Board.
The Governance and Nominating Committee does not have specific, minimum
qualifications for nominees, nor has it established specific qualities or skills
that it regards as necessary for one or more of the Independent Trustees to
possess (other than qualities or skills that may be required by applicable law
or regulation). However, in evaluating a person as a potential nominee to serve
as an Independent Trustee, the Governance and Nominating Committee will consider
the following general criteria and principles, among any others that it may deem
relevant: (i) the nominee's reputation for integrity, honesty and adherence to
high ethical standards; (ii) the nominee's business acumen and ability to
exercise sound judgment in matters that relate to the objectives of the fund and
whether the person is willing and able to contribute positively to the
decision-making process of the fund; (iii) the nominee's commitment and ability
to devote the necessary time and energy to be an effective Independent Trustee,
to understand the fund and the responsibilities of a trustee of an investment
company; (iv) the nominee's ability to understand the sometimes conflicting
interests of the various constituencies of the fund and to act in the interests
of all shareholders; (v) the absence of a conflict of interest that would impair
his or her ability to represent the interests of all shareholders and to fulfill
the responsibilities of a trustee; and (vi) the value of diversity on the Board.
The Governance and Nominating Committee also will consider whether the nominee
has the experience or skills that the Governance and Nominating Committee
believes would maintain or enhance the effectiveness of the Independent
Trustees' oversight of each fund's affairs, based on the then current
composition and skills of the Independent Trustees and experience or skills that
may be appropriate in light of changing business conditions and regulatory or
other developments. The Governance and Nominating Committee does not necessarily
place the same emphasis on each criterion.
The Governance and Nominating Committee does not have a formal procedure for the
implementation, or for assessing the effectiveness, of its policy with regard to
the consideration of the value of diversity on the Board in reviewing potential
nominees for Independent Trustee. However, as noted above, in its periodic
assessment of the effectiveness of the Board, the Board considers the
complementary skills and experience of individual Trustees in the context of the
Board's overall composition so that the Board, as a body, possesses the
appropriate (and appropriately diverse) skills and experience to oversee the
business of the funds. In addition, the Governance and Nomination Committee
Charter provides that nominees shall not be discriminated against on the basis
of race, religion, national origin, sex, sexual orientation, disability or any
other basis proscribed by law.
As long as an existing Independent Trustee continues, in the opinion of the
other Independent Trustees, to satisfy these criteria and continues to make
positive contributions to the Board, each fund anticipates that Independent
Trustees of the fund would favor the re-nomination of an existing Trustee rather
than a new candidate. Consequently, while the Governance and Nominating
Committee will evaluate the qualifications of nominees recommended by
shareholders to serve as Trustee, the Independent Trustees might act upon the
Governance and Nominating Committee's evaluation only if there is a vacancy on
the Board. In the event that a vacancy arises or a change in Board membership is
determined to be advisable, the Governance and Nominating Committee will, in
addition to any shareholder recommendations, evaluate candidates identified by
other means, including candidates proposed by Independent Trustees or
management. While it has not done so in the past, the Governance and Nominating
Committee may retain a consultant to assist the Committee in a search for a
qualified candidate.
Any shareholder recommendation must be submitted in compliance with all of the
pertinent provisions of Regulation 14A under the Securities Exchange Act of
1934, as amended (the "Exchange Act"), and the Agreement and Declaration of
Trust and By laws of the fund to be considered by the Governance and Nominating
Committee. In evaluating a nominee recommended by a shareholder, the Governance
and Nominating Committee, in addition to the criteria discussed above, may
consider the objectives of the shareholder in submitting that nomination and
whether such objectives are consistent with the interests of all shareholders.
If the Board determines to include a shareholder's candidate among the slate of
nominees, the candidate's name will be placed on the fund's proxy card. If the
Governance and Nominating Committee, the Independent Trustees or the Board
determines not to include such candidate among the Board's designated nominees
and the shareholder has satisfied the requirements of Rule 14a-8 under the
Exchange Act, the shareholder's candidate will be treated as a nominee of the
shareholder who originally nominated the candidate.
The Nominating Committee initiated the recommendation of each of the
non-interested nominees to serve as an Independent Trustee.
Shareholders may communicate with the members of the Board as a group or
individually. Any such communication should be sent to the Board or an
individual Trustee c/o the Secretary of the fund at the address on the notice of
this meeting. The Secretary may determine not to forward any communication to
members of the Board that does not relate to the business of a fund.
VALUATION COMMITTEE: David R. Bock, Benjamin M. Friedman and Marguerite A. Piret
(Chair).
The Valuation Committee, among other things, determines with Pioneer the value
of securities under certain circumstances and considers other matters with
respect to the valuation of securities, in each case in accordance with each
fund's valuation procedures.
POLICY ADMINISTRATION COMMITTEE: Margaret B.W. Graham (Chair) and Thomas J.
Perna.
The Policy Administration Committee, among other things, oversees and monitors
each fund's compliance with legal and regulatory requirements that are not
directly related to financial reporting, internal financial controls,
independent audits or the performance of the fund's internal audit function. The
Policy Administration Committee also oversees the adoption and implementation of
certain of the funds' policies and procedures.
OVERSIGHT OF RISK MANAGEMENT
Consistent with its responsibility for oversight of each fund in the interests
of shareholders, the Board of Trustees oversees risk management of each fund's
investment management and business operations. In performing this oversight
function, the Board considers various risks and risk management practices
relating to the funds. The Board has delegated certain aspects of its risk
oversight responsibilities to the committees.
Each fund faces a number of risks, such as investment risk, counterparty risk,
valuation risk, enterprise risk, reputational risk, risk of operational failure
or lack of business continuity, and legal, compliance and regulatory risk. The
goal of risk management is to identify and address risks, i.e., events or
circumstances that could have material adverse effects on the business,
operations, shareholder services, investment performance or reputation of a
fund.
Most of the funds' investment management and business operations are carried out
by or through Pioneer, its affiliates, and other service providers, each of
which has an independent interest in risk management but whose policies and the
methods by which one or more risk management functions are carried out may
differ from each fund's and each other's in the setting of priorities, the
resources available or the effectiveness of relevant controls.
Under the overall supervision of the Board or the applicable committee of the
Board, each fund, or Pioneer and the affiliates of Pioneer or other service
providers to each fund employ a variety of processes, procedures and controls in
an effort to identify, address and mitigate risks. Different processes,
procedures and controls are employed with respect to different types of risks.
Various personnel, including the funds' and Pioneer's chief compliance officer
and Pioneer's chief risk officer and director of internal audit, as well as
various personnel of Pioneer, and the other service providers, make periodic
reports to the applicable committee or to the Board with respect to various
aspects of risk management. The reports received by the Trustees related to
risks typically are summaries of relevant information. During the course of the
most recent fiscal year, the Trustees increased the number of presentations from
the directors of Internal Audit and Risk Management at Pioneer, as well as the
Chief Operating Officer to whom they report, concerning the results and process
of their responsibilities.
The Trustees recognize that not all risks that may affect a fund can be
identified, that it may not be practical or cost-effective to eliminate or
mitigate certain risks, that it may be necessary to bear certain risks (such as
investment-related risks) to achieve each fund's goals, that the processes,
procedures and controls employed to address certain risks may be limited in
their effectiveness, and that some risks are simply beyond the control of the
funds or Pioneer and its affiliates or other service providers. As a result of
the foregoing and other factors, each fund's ability to manage risk is subject
to substantial limitations.
In addition, it is important to note that each fund is designed for investors
that are prepared to accept investment risk, including the possibility that as
yet unforeseen risks may emerge in the future.
The following table indicates the value of shares that each Trustee or nominee
beneficially owned in each fund and Pioneer Funds in the aggregate as of May 31,
2014. Beneficial ownership is determined in accordance with Securities and
Exchange Commission ("SEC") rules. The share value of any closed-end Pioneer
fund is based on its closing market price on May 31, 2014. The share value of
any open-end Pioneer fund is based on the net asset value of the class of shares
on May 31, 2014. The dollar ranges in this table are in accordance with SEC
requirements.
AGGREGATE DOLLAR RANGE
OF EQUITY SECURITIES IN
ALL PIONEER FUNDS
DOLLAR RANGE OF OVERSEEN OR TO BE
EQUITY SECURITIES OVERSEEN BY TRUSTEE
NAME OF TRUSTEE OR NOMINEE IN EACH FUND OR NOMINEE
------------------------- --------------------- ------------------------
INTERESTED TRUSTEE OR
NOMINEE
$0/1/
$0/2/
Kenneth J. Taubes/6/ $0/3/ Over $100,000
$0/4/
$0/5/
INDEPENDENT TRUSTEE OR
NOMINEE
$0/1/
$0/2/
David R. Bock $0/3/ Over $100,000
$0/4/
$0/5/
$0/1/
$0/2/
Benjamin M. Friedman $0/3/ Over $100,000
$0/4/
$0/5/
$10,001 to $50,000/1/
$1 to $10,000/2/
Margaret B. W. Graham $1 to $10,000/3/ Over $100,000
$0/4/
$0/5/
$0/1/
$0/2/
Thomas J. Perna $0/3/ Over $100,000
$0/4/
$0/5/
$0/1/
$0/2/
Marguerite A. Piret $0/3/ Over $100,000
$0/4/
$0/5/
/1/ Shares held in Pioneer High Income Trust
/2/ Shares held in Pioneer Municipal High Income Trust
/3/ Shares held in Pioneer Municipal High Income Advantage Trust
/4/ Shares held in Pioneer Floating Rate Trust
/5/ Shares held in Pioneer Diversified High Income Trust
/6/ Mr. Taubes was elected as a Trustee on January 28, 2014.
As of December 31, 2013, the Trustees, any nominee for election as a Trustee and
the officers of each fund owned beneficially in the aggregate less than 1% of
the outstanding shares of each fund.
For each of the funds, during the most recent fiscal year, none of the Trustees
or any nominee for election as a Trustee engaged in the purchase or sale of
securities of Pioneer, UniCredit S.p.A. or any other entity in a control
relationship to Pioneer or PFD.
COMPLIANCE WITH SECTION 16(A) REPORTING REQUIREMENTS
Section 16(a) of the Exchange Act requires each fund's executive officers,
Trustees and persons who own more than ten percent of a fund's shares ("10%
Shareholders") to file reports of ownership and changes in ownership with the
SEC. Executive officers, Trustees and 10% Shareholders are required by SEC
regulations to furnish the fund with copies of all Section 16(a) forms they
file. Section 30(h) of the 1940 Act extends the reporting requirements under
Section 16(a) of the Exchange Act to certain officers of the fund's investment
adviser. Based solely on a review of the copies of these reports furnished to
each of the funds and representations that no other reports were required to be
filed, each fund believes that during the past fiscal year the filing
requirements applicable to such persons were met.
EXECUTIVE OFFICERS*
The following table provides information with respect to the executive officers
of the funds. Each executive officer is elected by the Board of Trustees and
serves until his or her successor is chosen and qualified or until his or her
resignation or removal by the Board. The business address of all officers of the
funds is 60 State Street, Boston, Massachusetts 02109.
NAME, AGE AND POSITION
WITH EACH FUND PRINCIPAL OCCUPATION(S)
MARK D. GOODWIN Executive Vice President and Chief Operating Officer of Pioneer
(49) since 2005 and Executive Vice President of all of the Pioneer Funds
Executive Vice President since 2014
CHRISTOPHER J. KELLEY Vice President and Associate General Counsel of Pioneer since
(49) January 2008 and Secretary of all of the Pioneer Funds since June
Secretary 2010 (Assistant Secretary from September 2003 to May 2010);
Vice President and Senior Counsel of Pioneer from July 2002 to
December 2007
CAROL B. HANNIGAN Fund Governance Director of Pioneer since December 2006 and
(53) Assistant Secretary of all the Pioneer Funds since June 2010;
Assistant Secretary Manager-Fund Governance of Pioneer from December 2003 to
November 2006; Senior Paralegal of Pioneer from January 2000 to
November 2003
THOMAS REYES Senior Counsel of Pioneer since May 2013 and Assistant Secretary
(51) of all the Pioneer Funds since June 2010; Counsel of Pioneer from
Assistant Secretary June 2007 to May 2013; Vice President and Counsel at State Street
Bank from October 2004 to June 2007
MARK E. BRADLEY Vice President - Fund Treasury of Pioneer; and Treasurer of all of
(54) the Pioneer Funds since March 2008; Deputy Treasurer of Pioneer
Treasurer from March 2004 to February 2008; Assistant Treasurer of all of
the Pioneer Funds from March 2004 to February 2008
LUIS I. PRESUTTI Director - Fund Treasury of Pioneer; and Assistant Treasurer of all
(49) of the Pioneer Funds
Assistant Treasurer
GARY SULLIVAN Fund Accounting Manager - Fund Treasury of Pioneer; and
(56) Assistant Treasurer of all of the Pioneer Funds
Assistant Treasurer
DAVID F. JOHNSON Fund Administration Manager - Fund Treasury since November
(34) 2008 and Assistant Treasurer of all of the Pioneer Funds since
Assistant Treasurer January 2009; Client Service Manager - Institutional Investor
Services at State Street Bank from March 2003 to March 2007
JEAN M. BRADLEY Chief Compliance Officer of Pioneer and of all the Pioneer Funds
(61) since March 2010; Director of Adviser and Portfolio Compliance at
Chief Compliance Officer Pioneer since October 2005; Senior Compliance Officer for
Columbia Management Advisers, Inc. from October 2003 to
October 2005
KELLY O'DONNELL Director - Transfer Agency Compliance of Pioneer and Anti-
(43) Money Laundering Officer of all the Pioneer funds since 2006
Anti-Money Laundering Officer
* Daniel K. Kingsbury has served as President and Chief Executive Officer or
Executive Vice President of each fund since 2007. Mr. Kingsbury has
resigned from his current positions effective August 8, 2014.
COMPENSATION OF TRUSTEES AND OFFICERS
The following table sets forth certain information with respect to the
compensation of each Trustee of Pioneer High Income Trust and Pioneer Municipal
High Income Advantage Trust for the fiscal year ended March 31, 2014. The
amounts paid to the Trustees by each fund differ due to (i) membership on or
chairing certain committees of the Board of Trustees and other responsibilities
assigned to specific Trustees, and (ii) attendance at meetings. Each fund does
not pay any salary or other compensation to its officers.
PIONEER HIGH INCOME TRUST AND PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST:
AGGREGATE PENSION OR RETIREMENT TOTAL COMPENSATION
COMPENSATION BENEFITS ACCRUED AS FROM THE FUND AND
NAME OF TRUSTEE FROM EACH FUND PART OF FUND EXPENSES OTHER PIONEER FUNDS/2/
---------------------- --------------- ---------------------- -----------------------
Interested Trustees:
Kenneth J. Taubes/1,3/ $ 0.00* $ 0.00 $ 0.00
$ 0.00**
Independent Trustees:
David R. Bock $ 2,925.77* $ 0.00 $ 252,876.00
$ 2,204.41**
Benjamin M. Friedman $ 2,707.55* $ 0.00 $ 230,563.00
$ 2,063.66**
Margaret B.W. Graham $ 2,500.68* $ 0.00 $ 209,439.00
$ 1,936.53**
Thomas J. Perna $ 3,168.90* $ 0.00 $ 277,939.00
$ 2,356.54**
Marguerite A. Piret $ 2,764.78* $ 0.00 $ 236,313.00
$ 2,102.66**
/1/ Under the management contract, Pioneer reimburses each fund for any
Interested Trustees fees paid by the fund.
/2/ As of the fiscal year ended March 31, 2014, there were 55 U.S. registered
investment portfolios in the Pioneer Funds.
/3/ Elected as a Trustee on January 28, 2014.
* Aggregate compensation from Pioneer High Income Trust.
** Aggregate compensation from Pioneer Municipal High Income Advantage Trust.
The following table sets forth certain information with respect to the
compensation of each Trustee of Pioneer Diversified High Income Trust and
Pioneer Municipal High Income Trust for the fiscal year ended April 30, 2014.
The amounts paid to the Trustees differ due to (i) membership on or chairing
certain committees of the boards of Trustees and other responsibilities assigned
to specific Trustees, and (ii) attendance at meetings. The fund does not pay any
salary or other compensation to its officers.
PIONEER DIVERSIFIED HIGH INCOME TRUST AND PIONEER MUNICIPAL HIGH INCOME TRUST:
AGGREGATE PENSION OR RETIREMENT TOTAL COMPENSATION
COMPENSATION BENEFITS ACCRUED AS FROM THE FUND AND
NAME OF TRUSTEE FROM EACH FUND PART OF FUND EXPENSES OTHER PIONEER FUNDS/2/
----------------------- --------------- ---------------------- ----------------------
Interested Trustees:
Kenneth J. Taubes/1,3/ $ 0.00* $ 0.00 $ 0.00
$ 0.00**
Independent Trustees:
David R. Bock $ 1,000.00* $ 0.00 $ 252,876.00
$ 1,992.96**
Benjamin M. Friedman $ 1,000.00* $ 0.00 $ 230,563.00
$ 1,876.55**
Margaret B.W. Graham $ 1,000.00* $ 0.00 $ 209,439.00
$ 1,771.88**
Thomas J. Perna $ 1,000.00* $ 0.00 $ 277,939.00
$ 2,118.35**
Marguerite A. Piret $ 1,000.00* $ 0.00 $ 236,313.00
$ 1,908.98**
/1/ Under the management contract, Pioneer reimburses each fund for any
Interested Trustees fees paid by the fund.
/2/ As of the fiscal year ended April 30, 2014, there were 55 U.S. registered
investment portfolios in the Pioneer Funds.
/3/ Elected as a Trustee on January 28, 2014.
* Aggregate compensation from Pioneer Diversified High Income Trust.
** Aggregate compensation from Pioneer Municipal High Income Trust.
The following table sets forth certain information with respect to the
compensation of each Trustee of Pioneer Floating Rate Trust for the fiscal year
ended November 30, 2013. The amounts paid to the Trustees differ due to (i)
membership on or chairing certain committees of the boards of Trustees and other
responsibilities assigned to specific Trustees, and (ii) attendance at meetings.
The fund does not pay any salary or other compensation to its officers.
PIONEER FLOATING RATE TRUST:
AGGREGATE PENSION OR RETIREMENT TOTAL COMPENSATION
COMPENSATION BENEFITS ACCRUED AS FROM THE FUND AND
NAME OF TRUSTEE FROM FUND PART OF FUND EXPENSES OTHER PIONEER FUNDS/2/
---------------------- ------------- ---------------------- -----------------------
Interested Trustees:
Kenneth J. Taubes/1,3/ $ 0.00 $ 0.00 $ 0.00
Independent Trustees:
David R. Bock $ 2,696.81 $ 0.00 $ 248,251.00
Benjamin M. Friedman $ 2,441.11 $ 0.00 $ 219,251.00
Margaret B.W. Graham $ 2,306.68 $ 0.00 $ 204,252.00
Thomas J. Perna $ 2,889.72 $ 0.00 $ 270,252.00
Marguerite A. Piret $ 2,531.45 $ 0.00 $ 229,500.00
/1/ Under the management contract, Pioneer reimburses each fund for any
Interested Trustees fees paid by the fund.
/2/ As of the fiscal year ended November 30, 2013, there were 55 U.S.
registered investment portfolios in the Pioneer Funds.
/3/ Elected a Trustee on January 28, 2014.
INVESTMENT ADVISER AND ADMINISTRATOR
Pioneer, whose executive offices are located at 60 State Street, Boston,
Massachusetts 02109, serves as investment adviser and administrator to each
fund.
REQUIRED VOTE
In accordance with the Agreement and Declaration of Trust for each of Pioneer
Diversified High Income Trust, Pioneer Floating Rate Trust and Pioneer High
Income Trust,, the affirmative vote of a plurality of the Common Shares of the
fund present in person or by proxy at the meeting at which a quorum exists is
required to elect each nominee for Trustee. Mr. Friedman, Ms. Graham and Mr.
Taubes are the current nominees for election to the fund's Board of Trustees.
This means that the three nominees receiving the greatest number of votes will
be elected as Class I Trustees to the Board of each of Pioneer Diversified High
Income Trust, Class II Trustees to the Board of Pioneer Floating Rate Trust and
Class III Trustees to the Board of Pioneer High Income Trust.
In accordance with the Agreement and Declaration of Trust for each of Pioneer
Municipal High Income Trust and Pioneer Municipal High Income Advantage Trust,
the holders of Common Shares and Preferred Shares of each fund will vote on the
respective nominees designated to be elected by such class of shares. Mr.
Friedman, Ms. Graham and Mr. Taubes are the current nominees for election to
each fund's Board of Trustees. The affirmative vote of a plurality of the Common
and Preferred Shares of each fund present in person or by proxy at the meeting
at which a quorum exists, voting together as a single class, is required to
elect each nominee for Trustee. This means that the three nominees receiving the
greatest number of votes of the Common and Preferred Shares, voting together as
a single class, will be elected as Class II Trustees to the Board of each of
Pioneer Municipal High Income Trust and Pioneer Municipal High Income Advantage
Trust.
RECOMMENDATION
FOR THE REASONS SET FORTH ABOVE, THE TRUSTEES OF YOUR FUND UNANIMOUSLY RECOMMEND
THAT SHAREHOLDERS VOTE FOR EACH OF MR. FRIEDMAN, MS. GRAHAM AND MR. TAUBES.
AUDITOR INFORMATION
Each fund's Board of Trustees, with the approval and recommendation of the Audit
Committee, has selected Deloitte & Touche LLP to serve as the independent
registered public accounting firm for the fund's current fiscal year. Deloitte &
Touche LLP replaces Ernst & Young LLP, which served as the independent
registered public accounting firm for each fund for the fund's most recently
completed fiscal year. Ernst & Young LLP resigned as each fund's independent
registered public accounting firm, effective upon completion of the audit of the
fund's financial statements for the fund's most recently completed fiscal year.
During the periods that Ernst & Young LLP served as each fund's independent
registered public accounting firm, including each fund's two most recent fiscal
years, Ernst & Young LLP's reports on each fund's financial statements have not
contained an adverse opinion or disclaimer of opinion and have not been
qualified or modified as to uncertainty, audit scope or accounting principles or
practices, financial statement disclosure, or auditing scope or procedure,
which, if not resolved to the satisfaction of Ernst & Young LLP would have
caused Ernst & Young LLP to make reference to the subject matter of the
disagreement in connection with its report on the financial statements. In
addition, there have been no reportable events of the kind described in Item
304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934.
AUDIT FEES
The following are aggregate fees billed for professional services rendered by
Ernst & Young LLP for its audit of each fund's annual financial statements and
fees related to services that are normally provided by Ernst & Young LLP in
connection with statutory and regulatory filings for the two most recent fiscal
years. All of these services were pre-approved by the audit Committee of each
fund pursuant to Regulation S-X.
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 3/31/2014 ENDED 3/31/2013
-------------------- -------------------
Pioneer High Income Trust $ 30,450.00 $ 42,076.00
Pioneer Municipal High Income Advantage Trust $ 30,450.00 $ 42,076.00
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 4/30/2014 ENDED 4/30/2013
-------------------- -------------------
Pioneer Diversified High Income Trust $ 30,450.00 $ 42,076.00
Pioneer Municipal High Income Trust $ 30,450.00 $ 42,076.00
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 11/30/2013 ENDED 11/30/2012
-------------------- -------------------
Pioneer Floating Rate Trust $ 50,989.00 $ 64,476.00
AUDIT-RELATED FEES
The following are aggregate fees billed for assurance and related services by
Ernst & Young LLP to each fund that are related to agreed upon procedures
related to the ratings of each fund's Preferred Shares (if any) for the two most
recent fiscal years. All of these services were approved by the Audit Committee
of each fund pursuant to Regulation S-X.
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 3/31/2014 ENDED 3/31/2013
------------------- -------------------
Pioneer High Income Trust $ 9,650.00 $ 9,652.00
Pioneer Municipal High Income Advantage Trust $ 9,650.00 $ 9,652.00
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 4/30/2014 ENDED 4/30/2013
------------------- -------------------
Pioneer Diversified High Income Trust $ 0.00 $ 0.00
Pioneer Municipal High Income Trust $ 9,650.00 $ 9,652.00
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 11/30/2013 ENDED 11/30/2012
------------------- -------------------
Pioneer Floating Rate Trust $ 9,650.00 $ 9,652.00
TAX FEES
The following are aggregate fees billed for professional services, primarily for
tax returns, rendered by Ernst & Young LLP for tax compliance, tax advice and
tax planning to each fund for the two most recent fiscal years. All of these
services were pre-approved by the Audit Committee of each fund pursuant to
Regulation S-X.
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 3/31/2014 ENDED 3/31/2013
------------------- -------------------
Pioneer High Income Trust $ 8,131.00 $ 8,290.00
Pioneer Municipal High Income Advantage Trust $ 8,131.00 $ 8,290.00
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 4/30/2014 ENDED 4/30/2013
------------------- -------------------
Pioneer Diversified High Income Trust $ 8,131.00 $ 8,290.00
Pioneer Municipal High Income Trust $ 8,131.00 $ 8,290.00
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 11/30/2013 ENDED 11/30/2012
------------------- -------------------
Pioneer Floating Rate Trust $ 8,131.00 $ 8,290.00
ALL OTHER FEES
There were no fees billed for other services rendered by Ernst & Young LLP to
the funds.
AFFILIATES' FEES FOR NON-AUDIT SERVICES REQUIRED TO BE PRE-APPROVED
Each fund's Audit Committee is required to pre-approve services to affiliates as
defined by SEC rules to the extent that the services relate directly to the
operations or financial reporting of the fund. Affiliates include the fund's
investment adviser and any entity controlling, controlled by, or under common
control with the adviser that provides ongoing services to the fund (hereinafter
referred to as "affiliates" of the fund). For the fiscal years ended March 31,
2014 and 2013, for Pioneer High Income Trust and Pioneer Municipal High Income
Advantage Trust, there were no services provided to an affiliate that required
the fund's Audit Committee pre-approval. For the fiscal years ended April 30,
2014 and 2013, for Pioneer Diversified High Income Trust and Pioneer Municipal
High Income Trust, there were no services provided to an affiliate that required
the fund's Audit Committee pre-approval. For the fiscal years ended November 30,
2013 and 2012, for Pioneer Floating Rate Trust, there were no services provided
to an affiliate that required the fund's Audit Committee pre-approval.
GENERAL AUDIT COMMITTEE APPROVAL POLICY
.. For all projects, each of the officers of the funds and the funds'
independent registered public accounting firm will make an assessment to
determine that any proposed projects will not impair independence.
.. Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy will be applied. Any services outside the specific
pre-approved service subcategories set forth above must specifically be
approved by the Audit Committee.
.. At least quarterly, the Audit Committee shall review a report summarizing
the services by service category, including fees, provided by the
independent registered public accounting firm as set forth in the above
policy.
The charter of each Audit Committee requires that the Audit Committee shall
approve (a) all audit and non-audit services to be provided to each fund and (b)
all non-audit services to be provided by the fund's independent public
accounting firm to Pioneer and any entity controlling, controlled by or under
common control with the investment adviser that provides ongoing services to the
fund ("Covered Service Providers") if the engagement relates directly to the
operations and financial reporting of the fund. The Audit Committee may
delegate, to the extent permitted by law, pre-approval responsibilities to one
or more members of the Audit Committee who shall report to the full Audit
Committee.
No Audit Committee may approve non-audit services that the Audit Committee
believes may impair the independence of the independent registered public
accounting firm. Permissible non-audit services include any professional
services (including tax services) that are not prohibited services as described
below provided to the fund by the independent registered public accounting firm,
other than those provided to a fund in connection with an audit or a review of
the financial statements of the fund. Permissible non-audit services may not
include (a) bookkeeping or other services related to the accounting records or
financial statements of the fund; (b) financial information systems design and
implementation; (c) appraisal or valuation services, fairness opinions or
contribution-in-kind reports; (d) actuarial services; (e) internal audit
outsourcing services; (f) management functions or human resources; (g) broker or
dealer, investment adviser or investment banking services; (h) legal services
and expert services unrelated to the audit; and (i) any other service the Public
Company Accounting Oversight Board determines, by regulation, is impermissible.
Pre-approval by the Audit Committee of any permissible non-audit services is not
required so long as: (a) the aggregate amount of all such permissible non-audit
services provided to a fund, Pioneer and any Covered Service Provider
constitutes not more than 5% of the total amount of revenues paid to the
independent registered public accounting firm during the fiscal year in which
the permissible non-audit services are provided to (i) the fund, (ii) Pioneer
and (iii) any Covered Service Provider during the fiscal year in which services
are provided that would not have to be approved by the Audit Committee; (b) the
permissible non-audit services were not recognized by the fund at the time of
the engagement to be non-audit services; and (c) such services are promptly
brought to the attention of the Audit Committee and approved by the Audit
Committee (or its delegate(s)) prior to completion of the audit.
AGGREGATE NON-AUDIT FEES
The aggregate non-audit fees billed by Ernst & Young LLP for services rendered
to each fund and its affiliates, as previously defined, were as follows.
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 3/31/2014 ENDED 3/31/2013
------------------- -------------------
Pioneer High Income Trust $ 97.90 $ 1,475.06
Pioneer Municipal High Income Advantage Trust $ 69.16 $ 1,281.13
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 4/30/2014 ENDED 4/30/2013
------------------- -------------------
Pioneer Diversified High Income Trust $ 40.14 $ 642.35
Pioneer Municipal High Income Trust $ 72.49 $ 1,184.07
FOR THE FISCAL YEAR FOR THE FISCAL YEAR
ENDED 11/30/2013 ENDED 11/30/2012
------------------- -------------------
Pioneer Floating Rate Trust $ 77.70 $ 1,403.58
The Audit Committee of the Board of each fund has considered whether the
provision of services, other than audit services, by Ernst & Young LLP to each
fund and its affiliates is compatible with maintaining Ernst & Young LLP's
independence in performing audit services.
Representatives of Ernst & Young LLP will be available at the shareholder
meeting (either in person or via telephone), will have the opportunity to make a
statement should they desire to do so, and will be available to answer
questions.
INFORMATION CONCERNING THE MEETINGS
OUTSTANDING SHARES
As of the record date, July 10, 2014, the following Common and Preferred Shares
of beneficial interest were outstanding for each fund:
COMMON SHARES PREFERRED SHARES
------------- ----------------
Pioneer Diversified High Income Trust 8,324,218 None
Pioneer Floating Rate Trust 24,738,174 None
Pioneer High Income Trust 28,740,221 None
Pioneer Municipal High Income Advantage Trust 23,577,367 Series A 3,000
Series B 3,000
Pioneer Municipal High Income Trust 22,661,482 Series A 2,000
Series B 2,040
Only shareholders of record as of the record date are entitled to notice of and
to vote at the meeting. The holders of one-third of the outstanding shares of
each fund entitled to vote in person or by proxy, counted together, shall
constitute a quorum for the transaction of business with respect to such fund.
OWNERSHIP OF SHARES OF THE FUNDS
To the knowledge of each fund, as of the record date, July 10, 2014, the
following persons owned of record or beneficially 5% or more of a class of the
outstanding shares of each class of a fund:
PIONEER DIVERSIFIED HIGH INCOME TRUST
RECORD HOLDER SHARE CLASS NUMBER OF SHARES % OF CLASS
------------------------ ----------- ---------------- ----------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004 Common 8,319,226 99.94%
PIONEER FLOATING RATE TRUST
RECORD HOLDER SHARE CLASS NUMBER OF SHARES % OF CLASS
------------------------ ----------- ---------------- ----------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004 Common 24,738,081 99.99%
PIONEER HIGH INCOME TRUST
RECORD HOLDER SHARE CLASS NUMBER OF SHARES % OF CLASS
------------------------ ----------- ---------------- ----------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004 Common 28,667,351 99.75%
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST
RECORD HOLDER SHARE CLASS NUMBER OF SHARES % OF CLASS
------------------------ ----------- ---------------- ----------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004 Common 23,537,451 99.83%
UBS Securities, LLC
1285 Avenue of the Americas, 15th Floor
New York, NY 10019 Series A 983 32.77%
Series B 1,296 43.20%
Merrill Lynch
4804 Deer Lake Drive East, 4th Floor
Jacksonville, FL 32232-5286 Series A 414 13.80%
Series B 338 11.27%
Wells Fargo Advisors, LLC
One North Jefferson
St. Louis, MO 63103 Series A 429 14.30%
Series B 560 18.67%
Oppenheimer/Fahnestock
125 Broad Street 16th Floor
New York, NY 10004-2464 Series A 768 25.60%
Series B 697 23.23%
Raymond James Associates
880 Carillon Parkway
St. Petersburg, FL 33716 Series A 302 10.07%
PIONEER MUNICIPAL HIGH INCOME TRUST
RECORD HOLDER SHARE CLASS NUMBER OF SHARES % OF CLASS
------------------------ ----------- ---------------- ----------
Cede & Co (Fast Account)
P.O. Box 20
Bowling Green Station
New York, NY 10004 Common 22,642,594 99.92%
UBS Securities, LLC
1285 Avenue of the Americas, 15th Floor
New York, NY 10019 Series A 902 45.10%
Series B 558 27.35%
Oppenheimer/Fahnestock
125 Broad Street, 16th Floor
New York, NY 10004-2464 Series A 342 17.10%
Series B 560 27.45%
Merrill Lynch
4804 Deer Lake Drive East, 4th Floor
Jacksonville, FL 32232-5286 Series A 174 8.70%
Series B 362 17.75%
Raymond James Associates
880 Carillon Parkway
St. Petersburg, FL 33716 Series A 196 9.80%
Series B 227 11.13%
Wells Fargo Advisors, LLC
One North Jefferson
St. Louis, MO 63103 Series A 314 15.70%
Series B 177 8.68%
Morgan Stanley Inc.
1585 Broadway, 3rd Floor
New York, NY 10036 Series B 139 6.81%
SHAREHOLDER PROPOSALS
Under Rule 14a-8 of the Exchange Act (relating to shareholder proposals), any
shareholder proposal that may properly be included in your fund's proxy
statement for the 2015 annual meeting, must be received by the Secretary of the
fund at the fund's principal offices at 60 State Street, Boston, Massachusetts
02109 at least 120 calendar days prior to the anniversary of the date of mailing
of the fund's proxy statement for the 2014 annual meeting, or on or before April
10, 2015. A proposal that is not to be included in a fund's proxy statement may
be made at the 2015 annual meeting for such fund only if it is received by the
Secretary of the fund at the fund's principal offices at 60 State Street,
Boston, Massachusetts 02109 not more than 120 days and at least 90 days before
the anniversary date of the mailing of the fund's proxy materials for the 2014
annual meeting provided, however, that in the event that the date of the mailing
of the notice for the 2015 annual meeting for a fund is advanced or delayed by
more than thirty (30) days from the anniversary date of the mailing of the
notice for the 2014 annual meeting, notice by a shareholder to be timely must be
so delivered not earlier than the close of business on the 120th day prior to
the date of mailing of the notice for the 2015 annual meeting and not later than
the close of business on the later of the 90th day prior to the date of mailing
of the notice for the 2015 annual meeting or the 10th day following the day on
which public announcement of the date of mailing of the notice for the 2015
meeting is first made by the fund. The funds' By-laws require that certain
information must be provided by the shareholder to the fund when notice of a
nominee for election as a Trustee or proposal is submitted to the fund.
The submission by a shareholder of a proposal for inclusion in a proxy statement
does not guarantee that it will be included. Each of Pioneer Diversified High
Income Trust, Pioneer Floating Rate Trust, Pioneer High Income Trust, Pioneer
Municipal High Income Trust and Pioneer Municipal High Income Advantage Trust
currently expect to hold the next annual shareholders' meeting on or about
September 23, 2015, which date is subject to change. Shareholder proposals are
subject to certain regulations under the federal securities laws.
PROXIES, QUORUM AND VOTING AT THE MEETING
Any shareholder who has given his or her proxy to someone generally has the
power to revoke that proxy at any time prior to its exercise by executing a
superseding proxy or by submitting a notice of revocation to the Secretary of
the fund. In addition, although mere attendance at the meeting will not revoke a
proxy, a shareholder present at the meeting may withdraw his or her proxy and
vote in person. All properly executed and unrevoked proxies received in time for
the meeting will be voted in accordance with the instructions contained in the
proxies. If no instruction is given, the persons named as proxies will vote the
shares represented thereby in favor of Proposal 1, as described above, and will
use their best judgment in connection with the transaction of such other
business as may properly come before the meeting or any adjournment or
postponement thereof.
Only shareholders of record as of the record date are entitled to notice of and
to vote at the meeting.
For each of Pioneer Diversified High Income Trust, Pioneer Floating Rate Trust
and Pioneer High Income Trust: one-third of the outstanding shares of the fund
entitled to vote, present in person or represented by proxy, constitutes a
quorum for the transaction of business at the meeting.
For each of Pioneer Municipal High Income Trust and Pioneer Municipal High
Income Advantage Trust: one-third of the outstanding Common and Preferred Shares
of the fund entitled to vote, present in person or represented by proxy, counted
together, constitutes a quorum for the transaction of business at the meeting.
Abstentions and "broker non-votes" will be treated as present for purposes of
determining a quorum. "Broker non-votes" occur when a broker or nominee holding
shares in "street name" indicates on the proxy card that it does not have
discretionary authority to vote on a proposal and has not received instructions
from the beneficial owner.
In the event that at the time any session of the meeting is called to order a
quorum is not present in person or by proxy, the persons named as proxies may
vote those proxies that have been received to adjourn the shareholder meeting to
a later date and the meeting may be held as adjourned without further notice. In
the event that a quorum is present but sufficient votes in favor of the proposal
have not been received, the persons named as proxies may propose one or more
adjournments of the shareholder meeting to permit further solicitation of
proxies with respect to such proposal and the meeting may be held as adjourned
without further notice. Any such adjournment will require the affirmative vote
of more than one half of the shares of the fund present in person or by proxy on
the motion for adjournment at the session of the meeting to be adjourned. The
persons named as proxies will vote those proxies which they are entitled to vote
in favor of any such proposal, or that abstained, in favor of such an
adjournment and will vote those proxies required to be voted against any such
proposal against any such adjournment. Unless a proxy is otherwise limited in
this regard, any shares present and entitled to vote at the meeting that are
represented by broker non-votes may, at the discretion of the proxies named
therein, be voted in favor of such an adjournment. A shareholder vote may be
taken on one or more of the proposals in the proxy statement prior to such
adjournment if sufficient votes for its approval have been received and it is
otherwise appropriate. Such vote will be considered final regardless of whether
the meeting is adjourned to permit additional solicitation with respect to any
other proposal. The meeting may be postponed prior to the meeting. If the
meeting is postponed, the funds will give notice of the postponed meeting to
shareholders.
On any matter submitted to a vote of shareholders each whole share shall be
entitled to one vote as to any matter on which it is entitled to vote and each
fractional share shall be entitled to a proportionate fractional vote.
As discussed more fully under Proposal 1 above, nominees must be elected by a
plurality of the votes cast in person or by proxy at the meeting at which a
quorum exists. Abstentions and "broker non-votes" are not considered "votes
cast" and, therefore, do not constitute a vote "FOR" a proposal. Thus,
abstentions and "broker non-votes" will have no effect on the voting for the
election of Trustees in Proposal 1, because only votes "FOR" are considered in a
plurality voting requirement.
OTHER BUSINESS
While the meeting has been called to transact any business that may properly
come before it, the only matters that the Trustees intend to present are those
matters stated in the attached notice of annual meeting of shareholders.
However, if any additional matters properly come before the meeting, and on all
matters incidental to the conduct of the meeting, it is the intention of the
persons named in the enclosed proxy to vote the proxy in accordance with their
judgment on such matters unless instructed to the contrary.
METHOD OF SOLICITATION AND EXPENSES
The cost of preparing, printing and mailing the enclosed proxy statement,
accompanying notice of annual meeting of shareholders and the accompanying proxy
card for each fund will be borne by that fund. In addition to soliciting proxies
by mail, Pioneer may, at the fund's expense, have one or more of the fund's
officers, representatives or compensated third-party agents, including Pioneer,
PIMSS and PFD, aid in the solicitation of proxies by personal interview or
telephone and may request brokerage houses and other custodians, nominees and
fiduciaries to forward proxy soliciting material to the beneficial owners of the
shares held of record by such persons. Each fund has retained American Stock
Transfer, Inc.to assist in the proxy solicitation. The cost of their services
is estimated at approximately $80,000.
Each fund may also arrange to have votes recorded by telephone, the internet or
other electronic means. The voting procedures used in connection with such
voting methods are designed to authenticate shareholders' identities, to allow
shareholders to authorize the voting of their shares in accordance with their
instructions and to confirm that their instructions have been properly recorded.
If these procedures were subject to a successful legal challenge, such votes
would not be counted at the shareholder meeting. Each fund is unaware of any
such challenge at this time. In the case of telephone voting, shareholders would
be called at the phone number the sub-transfer agent, American Stock Transfer &
Trust Company, has in its records for their accounts, and would be asked for
their Social Security number or other identifying information. The shareholders
would then be given an opportunity to authorize proxies to vote their shares at
the meeting in accordance with their instructions. In the case of automated
telephone and internet voting, shareholders would be required to provide their
Social Security number or other identifying information and would receive a
confirmation of their instructions.
Persons holding shares as nominees will be reimbursed by the fund, upon request,
for the reasonable expenses of mailing soliciting materials to the principals of
the accounts.
August 8, 2014
[LOGO OF PIONEER INVESTMENTS]
PIONEER DIVERSIFIED HIGH INCOME TRUST PROXY
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD SEPTEMBER 23, 2014
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES OF PIONEER
DIVERSIFIED HIGH INCOME TRUST. I (we), the undersigned holder(s) of shares of
beneficial interest, having received notice of the meeting and management's
proxy statement therefore, and revoking all prior proxies, hereby appoint
Christopher J. Kelley and Thomas Reyes, and each of them, my (our) attorneys
(with full power of substitution in them and each of them) for and in my (our)
name(s) to attend the Annual Meeting of Shareholders of PIONEER DIVERSIFIED HIGH
INCOME TRUST to be held on September 23, 2014, at 2:00 p.m. (Eastern time) at
the offices of Bingham McCutchen LLP, One Federal Street, Boston, Massachusetts
02110, and any adjourned or postponed session or sessions thereof, and to vote
and act upon the following matters (as more fully described in the accompanying
proxy statement) in respect of all shares of beneficial interest of PIONEER
DIVERSIFIED HIGH INCOME TRUST which I (we) will be entitled to vote or act upon,
with all the powers I (we) would possess if personally present.
IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS
AS MAY PROPERLY COME BEFORE THE MEETING. THE SHARES REPRESENTED BY THIS PROXY
WILL BE VOTED AS DIRECTED BY THE UNDERSIGNED.
NOTE: In signing, please write name(s)
exactly as they appear on this proxy. When
signing as attorney, executor, administrator
or other fiduciary, please give your full
title as such. Joint owners should each sign
personally.
---------------------------------------------
Signature(s) [Title(s) if applicable] Date
---------------------------------------------
Signature of joint owner, if any Date
--------------------------------------------------------------------------------
^ FOLD HERE ^
YOUR VOTE IS VERY IMPORTANT.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD PROMPTLY
THE SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE VOTED AS
DIRECTED BY THE UNDERSIGNED. IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN,
THIS PROXY WILL BE VOTED FOR THE PROPOSAL.
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF PIONEER DIVERSIFIED HIGH
INCOME TRUST AND SHOULD BE RETURNED AS SOON AS POSSIBLE IN THE ENVELOPE
PROVIDED. THE BOARD RECOMMENDS THAT YOU VOTE IN FAVOR OF THE FOLLOWING PROPOSAL:
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK: [Black Box]
1. To elect three Class I trustees of Pioneer Diversified High Income Trust, as named FOR WITHHOLD FOR ALL
in the attached proxy statement, to serve on the Board of Trustees until their ALL ALL EXCEPT
successors have been duly elected and qualified. The nominees for trustee are:
01. Benjamin M. Friedman 02. Margaret B.W. Graham 03. Kenneth J. Taubes [_] [_] [_]
To withhold authority to vote "FOR" any individual nominee, mark the "FOR ALL
EXCEPT" box and write the nominee's number(s) on the line provided below.
---------------------------------------------------------------------------------
YOUR VOTE IS IMPORTANT.
PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY TODAY YOU CAN FIND THE PROXY
STATEMENT ONLINE AT: [WWW.PROXYONLINE.COM/DOCS/PIONEERCLOSEDENDFUNDS.]
[LOGO OF PIONEER INVESTMENTS]
PIONEER FLOATING RATE TRUST PROXY
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD SEPTEMBER 23, 2014
This proxy is solicited on behalf of the Board of Trustees of PIONEER FLOATING
RATE TRUST. I (we), the undersigned holder(s) of shares of beneficial interest,
having received notice of the meeting and management's proxy statement
therefore, and revoking all prior proxies, hereby appoint Christopher J. Kelley
and Thomas Reyes, and each of them, my (our) attorneys (with full power of
substitution in them and each of them) for and in my (our) name(s) to attend the
Annual Meeting of Shareholders of PIONEER FLOATING RATE TRUST to be held on
September 23, 2014, at 2:00 p.m. (Eastern time) at the offices of Bingham
McCutchen LLP, One Federal Street, Boston, Massachusetts 02110, and any
adjourned or postponed session or sessions thereof, and to vote and act upon the
following matters (as more fully described in the accompanying proxy statement)
in respect of all shares of beneficial interest of PIONEER FLOATING RATE TRUST
which I (we) will be entitled to vote or act upon, with all the powers I (we)
would possess if personally present.
IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS
AS MAY PROPERLY COME BEFORE THE MEETING. THE SHARES REPRESENTED BY THIS PROXY
WILL BE VOTED AS DIRECTED BY THE UNDERSIGNED.
NOTE: In signing, please write name(s)
exactly as they appear on this proxy. When
signing as attorney, executor, administrator
or other fiduciary, please give your full
title as such. Joint owners should each sign
personally.
---------------------------------------------
Signature(s) [Title(s) if applicable] Date
---------------------------------------------
Signature of joint owner, if any Date
--------------------------------------------------------------------------------
^ FOLD HERE ^
YOUR VOTE IS VERY IMPORTANT.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD PROMPTLY
THE SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE VOTED AS
DIRECTED BY THE UNDERSIGNED. IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN,
THIS PROXY WILL BE VOTED FOR THE PROPOSAL.
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF PIONEER FLOATING RATE TRUST
AND SHOULD BE RETURNED AS SOON AS POSSIBLE IN THE ENVELOPE PROVIDED. THE BOARD
RECOMMENDS THAT YOU VOTE IN FAVOR OF THE FOLLOWING PROPOSAL:
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK: [Black Box]
1. To elect three Class II trustees of Pioneer Floating Rate Trust, as named in the FOR WITHHOLD FOR ALL
attached proxy statement, to serve on the Board of Trustees until their ALL ALL EXCEPT
successor has been duly elected and qualified. The nominees for trustee are:
01. Benjamin M. Friedman 02. Margaret B.W. Graham 03. Kenneth J. Taubes [_] [_] [_]
To withhold authority to vote "FOR" any individual nominee, mark the "FOR ALL
EXCEPT" box and write the nominee's number(s) on the line provided below.
--------------------------------------------------------------------------------
YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY TODAY
YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
[WWW.PROXYONLINE.COM/DOCS/PIONEERCLOSEDENDFUNDS.]
[LOGO OF PIONEER INVESTMENTS]
PIONEER HIGH INCOME TRUST PROXY
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD SEPTEMBER 23, 2014
This proxy is solicited on behalf of the Board of Trustees of PIONEER HIGH
INCOME TRUST. I (we), the undersigned holder(s) of shares of beneficial
interest, having received notice of the meeting and management's proxy statement
therefore, and revoking all prior proxies, hereby appoint Christopher J. Kelley
and Thomas Reyes, and each of them, my (our) attorneys (with full power of
substitution in them and each of them) for and in my (our) name(s) to attend the
Annual Meeting of Shareholders of PIONEER HIGH INCOME TRUST to be held on
September 23, 2014, at 2:00 p.m. (Eastern time) at the offices of Bingham
McCutchen LLP, One Federal Street, Boston, Massachusetts 02110, and any
adjourned or postponed session or sessions thereof, and to vote and act upon the
following matters (as more fully described in the accompanying proxy statement)
in respect of all shares of beneficial interest of PIONEER HIGH INCOME TRUST
which I (we) will be entitled to vote or act upon, with all the powers I (we)
would possess if personally present.
IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS
AS MAY PROPERLY COME BEFORE THE MEETING. THE SHARES REPRESENTED BY THIS PROXY
WILL BE VOTED AS DIRECTED BY THE UNDERSIGNED.
NOTE: In signing, please write name(s)
exactly as they appear on this proxy. When
signing as attorney, executor, administrator
or other fiduciary, please give your full
title as such. Joint owners should each sign
personally.
---------------------------------------------
Signature(s) [Title(s) if applicable] Date
---------------------------------------------
Signature of joint owner, if any Date
--------------------------------------------------------------------------------
^ FOLD HERE ^
YOUR VOTE IS VERY IMPORTANT.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD PROMPTLY
THE SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE VOTED AS
DIRECTED BY THE UNDERSIGNED. IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN,
THIS PROXY WILL BE VOTED FOR THE PROPOSAL.
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF PIONEER HIGH INCOME TRUST
AND SHOULD BE RETURNED AS SOON AS POSSIBLE IN THE ENVELOPE PROVIDED. THE BOARD
RECOMMENDS THAT YOU VOTE IN FAVOR OF THE FOLLOWING PROPOSAL:
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK: [Black Box]
1. To elect three Class III trustees of Pioneer High Income Trust, as named in the FOR WITHHOLD FOR ALL
attached proxy statement, to serve on the Board of Trustees until their ALL ALL EXCEPT
successor has been duly elected and qualified. The nominees for trustee are:
01. Benjamin M. Friedman 02. Margaret B.W. Graham 03. Kenneth J. Taubes [_] [_] [_]
To withhold authority to vote "FOR" any individual nominee, mark the "FOR ALL
EXCEPT" box and write the nominee's number(s) on the line provided below.
---------------------------------------------------------------------------------
YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY TODAY
YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
[WWW.PROXYONLINE.COM/DOCS/PIONEERCLOSEDENDFUNDS.]
[LOGO OF PIONEER INVESTMENTS]
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST PROXY
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD SEPTEMBER 23, 2014
This proxy is solicited on behalf of the Board of Trustees of PIONEER MUNICIPAL
HIGH INCOME ADVANTAGE TRUST. I (we), the undersigned holder(s) of shares of
beneficial interest, having received notice of the meeting and management's
proxy statement therefore, and revoking all prior proxies, hereby appoint
Christopher J. Kelley and Thomas Reyes, and each of them, my (our) attorneys
(with full power of substitution in them and each of them) for and in my (our)
name(s) to attend the Annual Meeting of Shareholders of PIONEER MUNICIPAL HIGH
INCOME ADVANTAGE TRUST to be held on September 23, 2014, at 2:00 p.m. (Eastern
time) at the offices of Bingham McCutchen LLP, One Federal Street, Boston,
Massachusetts 02110, and any adjourned or postponed session or sessions thereof,
and to vote and act upon the following matters (as more fully described in the
accompanying proxy statement) in respect of all shares of beneficial interest of
PIONEER MUNICIPAL HIGH INCOME ADVANTAGE TRUST which I (we) will be entitled to
vote or act upon, with all the powers I (we) would possess if personally
present.
IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS
AS MAY PROPERLY COME BEFORE THE MEETING. THE SHARES REPRESENTED BY THIS PROXY
WILL BE VOTED AS DIRECTED BY THE UNDERSIGNED.
NOTE: In signing, please write name(s)
exactly as they appear on this proxy. When
signing as attorney, executor, administrator
or other fiduciary, please give your full
title as such. Joint owners should each sign
personally.
---------------------------------------------
Signature(s) [Title(s) if applicable] Date
---------------------------------------------
Signature of joint owner, if any Date
--------------------------------------------------------------------------------
^ FOLD HERE ^
YOUR VOTE IS VERY IMPORTANT.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD PROMPTLY
THE SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE VOTED AS
DIRECTED BY THE UNDERSIGNED. IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN,
THIS PROXY WILL BE VOTED FOR THE PROPOSAL.
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF PIONEER MUNICIPAL HIGH
INCOME ADVANTAGE TRUST AND SHOULD BE RETURNED AS SOON AS POSSIBLE IN THE
ENVELOPE PROVIDED. THE BOARD RECOMMENDS THAT YOU VOTE IN FAVOR OF THE FOLLOWING
PROPOSAL:
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK: [Black Box]
1. To elect three Class II trustees of Pioneer Municipal High Income Advantage Trust, FOR WITHHOLD FOR ALL
as named in the attached proxy statement, to serve on the Board of Trustees ALL ALL EXCEPT
until their successor has been duly elected and qualified. The nominees for
trustee are:
01. Benjamin M. Friedman 02. Margaret B.W. Graham 03. Kenneth J. Taubes [_] [_] [_]
To withhold authority to vote "FOR" any individual nominee, mark the "FOR ALL
EXCEPT" box and write the nominee's number(s) on the line provided below.
---------------------------------------------------------------------------------
YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY TODAY
YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
[WWW.PROXYONLINE.COM/DOCS/PIONEERCLOSEDENDFUNDS.]
[LOGO OF PIONEER INVESTMENTS]
PIONEER MUNICIPAL HIGH INCOME TRUST PROXY
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD SEPTEMBER 23, 2014
This proxy is solicited on behalf of the Board of Trustees of PIONEER MUNICIPAL
HIGH INCOME TRUST. I (we), the undersigned holder(s) of shares of beneficial
interest, having received notice of the meeting and management's proxy statement
therefore, and revoking all prior proxies, hereby appoint Christopher J. Kelley
and Thomas Reyes, and each of them, my (our) attorneys (with full power of
substitution in them and each of them) for and in my (our) name(s) to attend the
Annual Meeting of Shareholders of PIONEER MUNICIPAL HIGH INCOME TRUST to be held
on September 23, 2014, at 2:00 p.m. (Eastern time) at the offices of Bingham
McCutchen LLP, One Federal Street, Boston, Massachusetts 02110, and any
adjourned or postponed session or sessions thereof, and to vote and act upon the
following matters (as more fully described in the accompanying proxy statement)
in respect of all shares of beneficial interest of PIONEER MUNICIPAL HIGH INCOME
TRUST which I (we) will be entitled to vote or act upon, with all the powers I
(we) would possess if personally present.
IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS
AS MAY PROPERLY COME BEFORE THE MEETING. THE SHARES REPRESENTED BY THIS PROXY
WILL BE VOTED AS DIRECTED BY THE UNDERSIGNED.
NOTE: In signing, please write name(s)
exactly as they appear on this proxy. When
signing as attorney, executor, administrator
or other fiduciary, please give your full
title as such. Joint owners should each sign
personally.
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Signature(s) [Title(s) if applicable] Date
---------------------------------------------
Signature of joint owner, if any Date
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^ FOLD HERE ^
YOUR VOTE IS VERY IMPORTANT.
PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD PROMPTLY
THE SHARES OF BENEFICIAL INTEREST REPRESENTED BY THIS PROXY WILL BE VOTED AS
DIRECTED BY THE UNDERSIGNED. IF THE PROXY IS SIGNED BUT NO DIRECTION IS GIVEN,
THIS PROXY WILL BE VOTED FOR THE PROPOSAL.
THIS PROXY IS SOLICITED BY THE BOARD OF TRUSTEES OF PIONEER MUNICIPAL HIGH
INCOME TRUST AND SHOULD BE RETURNED AS SOON AS POSSIBLE IN THE ENVELOPE
PROVIDED. THE BOARD RECOMMENDS THAT YOU VOTE IN FAVOR OF THE FOLLOWING PROPOSAL:
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK: [Black Box]
1. To elect three Class II trustees of Pioneer Municipal High Income Trust, as named FOR WITHHOLD FOR ALL
in the attached proxy statement, to serve on the Board of Trustees until their ALL ALL EXCEPT
successor has been duly elected and qualified. The nominees for trustee are:
01. Benjamin M. Friedman 02. Margaret B.W. Graham 03. Kenneth J. Taubes [_] [_] [_]
To withhold authority to vote "FOR" any individual nominee, mark the "FOR ALL
EXCEPT" box and write the nominee's number(s) on the line provided below.
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YOUR VOTE IS IMPORTANT. PLEASE COMPLETE, SIGN, DATE AND RETURN YOUR PROXY TODAY
YOU CAN FIND THE PROXY STATEMENT ONLINE AT:
[WWW.PROXYONLINE.COM/DOCS/PIONEERCLOSEDENDFUNDS.]