SEC Form 40-17G filed by Reaves Utility Income Fund

June 30, 2024

Securities and Exchange Commission

100 F Street N.E.

Washington, DC 20549

Investment Company Act of 1940--Rule 17g-l(g) Bonding of Officers and Employees

File numbers: 811-21432 and 333-261328

To whom it may concern:

Pursuant to Rule 17g-l(g) under the Investment Company Act of 1940, as amended (the “Act”), filed herewith, on behalf of the Reaves Utility Income Fund (the “Trust”), is the joint insured fidelity bond (the “Bond”) insuring the Trust on Form 40-17G.

Please find the following information with respect to the Trust and the Bond:

Please call me at (720) 212-8740 if you have any questions.

Very truly yours,

/s/ Chris Moore

Chris Moore

Secretary

Reaves Utility Income Fund

FINANCIAL INSTITUTION BOND

STATE FRAUD STATEMENT

COLORADO

It is unlawful to knowingly provide false, incomplete, or misleading facts or information to an insurance company for the purpose of defrauding or attempting to defraud the company. Penalties may include imprisonment, fines, denial of insurance and civil damages. Any insurance company or agent of an insurance company who knowingly provides false, incomplete, or misleading facts or information to a policyholder or claimant for the purpose of defrauding or attempting to defraud the policyholder or claimant with regard to a settlement or award payable from insurance proceeds shall be reported to the Colorado division of insurance within the department of regulatory agencies.

FINANCIAL INSTITUTION BOND

POLICYHOLDER NOTICE

ECONOMIC AND TRADE SANCTIONS

This Notice provides information concerning possible impact on your insurance coverage due to directives issued by the Office of Foreign Assets Control (OFAC).

THE OFFICE OF FOREIGN ASSETS CONTROL (“OFAC”) OF THE US DEPARTMENT OF THE TREASURY ADMINISTERS AND ENFORCES ECONOMIC AND TRADE SANCTIONS BASED ON US FOREIGN POLICY AND NATIONAL SECURITY GOALS AGAINST TARGETED FOREIGN COUNTRIES AND REGIMES, TERRORISTS, INTERNATIONAL NARCOTICS TRAFFICKERS, THOSE ENGAGED IN ACTIVITIES RELATED TO THE PROLIFERATION OF WEAPONS OF MASS DESTRUCTION, AND OTHER THREATS TO THE NATIONAL SECURITY, FOREIGN POLICY OR ECONOMY OF THE UNITED STATES.

WHENEVER COVERAGE PROVIDED BY THIS POLICY WOULD BE IN VIOLATION OF ANY U.S. ECONOMIC OR TRADE SANCTIONS, SUCH COVERAGE SHALL BE NULL AND VOID.

FOR MORE INFORMATION, PLEASE REFER TO:

HTTPS://WWW.TREASURY.GOV/RESOURCE-CENTER/SANCTIONS/PAGES/DEFAULT.ASPX

The Underwriter, in consideration of an agreed premium, and in reliance upon all statements made and information furnished to the Underwriter by the Insured in applying for this bond, and subject to the Declarations, Insuring Agreements, General Agreements, Conditions and Limitations and other terms hereof, agrees to indemnify the Insured for:

INSURING AGREEMENTS

GENERAL AGREEMENTS

CONDITIONS AND LIMITATIONS

In witness whereof, the Underwriter has caused this bond to be executed on the Declarations page.

FINANCIAL INSTITUTION BOND

SIGNATURE PAGE

IN WITNESS WHEREOF, the Insurer has caused this policy to be issued by affixing hereto the facsimile signatures of its President and Secretary.

Andrew Weissert, Secretary	Michael McKenna, President

FINANCIAL INSTITUTION BOND

AUDIT EXPENSE INSURING AGREEMENT RIDER

Information in the above schedule may also appear on the Declarations.

It is agreed that:

AUDIT EXPENSE

Reasonable expenses incurred by the Insured for that part of the cost of audits or examinations required by any governmental regulatory authority to be conducted either by such authority or by an independent accountant by reason of the discovery of loss under Insuring Agreement (A) FIDELITY.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

CLAIM EXPENSE INSURING AGREEMENT RIDER

Information in the above schedule may also appear on the Declarations.

It is agreed that:

CLAIM EXPENSE

Reasonable expenses necessarily incurred and paid by the Insured in preparing any valid claim for loss covered under this bond.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

AMEND RACKETEERING EXCLUSION RIDER

It is agreed that Exclusion 2(j) of the EXCLUSIONS section is replaced with the following:

damages resulting from any civil, criminal or other legal proceeding in which the Insured is adjudicated to have engaged in racketeering activity except when the Insured establishes that the act or acts giving rise to such damages were committed by an Employee under circumstances which result directly in a loss to the Insured covered by Insuring Agreement (A). For the purposes of this Exclusion, “racketeering activity” is defined in 18 United States Code 1961 et seq., as amended;

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

AMEND FIDELITY INSURING AGREEMENT TO INCLUDE LARCENY AND EMBEZZLEMENT RIDER

It is agreed that:

A. Insuring Agreement (A) FIDELITY is replaced with the following:

Loss resulting directly from dishonest or fraudulent acts, including Larceny or Embezzlement, committed by an Employee acting alone or in collusion with others. Such dishonest or fraudulent acts must be committed by the Employee with the manifest intent:

Notwithstanding the foregoing, however, it is agreed that with regard to Loans and/or Trading, this bond covers only loss resulting directly from dishonest or fraudulent acts committed by an Employee with the intent to cause the Insured to sustain such loss and which results in a financial benefit for the Employee.

As used in this Insuring Agreement, financial benefit does not include any employee benefits earned in the normal course of employment, including salaries, commissions, fees, bonuses, promotions, awards, profit sharing or pensions.

The term Loans, as used in this Insuring Agreement, means all extensions of credit by the Insured and all transactions creating a creditor relationship in favor of the Insured and all transactions by which the Insured assumes an existing creditor relationship.

The term Trading, as used in this Insuring Agreement, means trading or other dealing in securities, commodities, futures, options, swaps, foreign or Federal Funds, currencies, foreign exchange and the like.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

AMEND REPRESENTATION OF INSURED RIDER

It is agreed that the second paragraph of the REPRESENTATION OF INSURED section of the GENERAL AGREEMENTS is replaced with the following:

Any intentional misrepresentation, omission, concealment, or incorrect statement in the application or otherwise, shall be grounds for the rescission of this bond.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

AMEND VALUATION RIDER

It is agreed that the paragraph in the VALUATION condition addressing loss of Money, or loss payable in Money, is replaced with the following:

Any loss of Money, or loss payable in Money, shall be paid, at the option of the Insured, in the Money of the country in which the loss was sustained or in the United States of America dollar equivalent thereof determined at the rate of exchange published in The Wall Street Journal on the day immediately preceding the date the loss was discovered.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

AMEND COUNTERFEIT CURRENCY OR MONEY INSURING AGREEMENT RIDER

It is agreed that Insuring Agreement (F) COUNTERFEIT CURRENCY or COUNTERFEIT MONEY, as applicable, is replaced with the following:

Loss resulting directly from the receipt by the Insured, in good faith, of any Counterfeit Money of the United States of America, Canada, or any other country.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

UNAUTHORIZED SIGNATURES INSURING AGREEMENT RIDER

Information in the above schedule may also appear on the Declarations.

It is agreed that:

UNAUTHORIZED SIGNATURES

Loss resulting directly from the Insured having in good faith and in the ordinary course of business accepted from, paid to, or cashed for a person present on the premises of the Insured, any check, withdrawal order or draft, made or drawn on a customer’s account, which bears the signature or endorsement of one other than a person whose name and signature is on the application on file with the Insured as a signatory on such account.

It shall be a condition precedent to the Insured’s right of recovery under this Insuring Agreement that the Insured shall have on file signatures of all persons who are authorized signatories on such account; and the Insured must maintain written instructions outlining the acceptance.

This bond does not cover:

loss of the type or kind covered by any other Insuring Agreement provided in this financial institution bond, regardless of any deductible amount or limit of liability;

This bond does not cover:

loss resulting directly or indirectly from the Insured having accepted from, paid to or cashed for a person present on the premises of the Insured, any check, withdrawal order or draft, made or drawn on a customer’s account, except when covered under the Unauthorized Signatures Insuring Agreement;

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

PROTECTED INFORMATION EXCLUSION RIDER

It is agreed that this bond shall not apply to any loss resulting directly or indirectly from the: (i) theft, disappearance, or destruction of; (ii) unauthorized use or disclosure of; (iii) unauthorized access to; or (iv) failure to protect any:

information that any person or entity has a duty to protect under any law, rule or regulation, agreement, or industry guideline or standard; provided that this shall not apply to the extent that any unauthorized use or disclosure of a password enables a theft by an Employee of the Insured of tangible Property of the Insured or tangible Property that the Insured is holding for a third party.

Theft of tangible Property does not include the use of confidential or non-public information or personal or personally identifiable information to enable the theft of or disclosure of information.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

NOTICE OF LOSS BY E-MAIL RIDER

It is agreed that the CONDITIONS AND LIMITATIONS, Section 5. NOTICE/PROOF – LEGAL PROCEEDINGS AGAINST UNDERWRITER, paragraph (a), is amended by the addition of the following:

The Insured may provide the Underwriter with such notice of loss by e-mail to the e-mail address set forth below. The date of the Underwriter’s receipt of such e-mailed notice shall constitute the date of notice.

Alternatively, the Insured may provide notice of loss to the Underwriter by mailing or faxing such notice to the address or fax number set forth below.

All notices must reference the Bond No. of this bond.

AXIS Insurance

Claims Department

P.O. Box 4470

Alpharetta, GA 30023-4470

Email: [email protected]

Phone (Toll-Free): (866) 259-5435

Phone: (678) 746- 9000

Fax: (866) 770-5629

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

CHANGE OF OWNERSHIP OR CONTROL NOTICE RIDER

It is agreed that the GENERAL AGREEMENTS, CHANGE OF OWNERSHIP – NOTICE or CHANGE OF CONTROL – NOTICE, as applicable, is replaced with the following:

When the Insured learns of a change in ownership by a single stockholder, partner or member, or by a group of affiliated stockholders, partners, or members, of more than 10% of its voting stock or total ownership interest, or of the voting stock or total ownership interest of a holding company or parent corporation which itself owns or controls the Insured, it shall give written notice to the Underwriter, as soon as practicable but not later than within 30 days of learning of such change in ownership. Failure to give the required notice shall result in termination of coverage for any loss involving a transferee of such stock or ownership interest, to be effective upon the date of the stock transfer or transfer of ownership interest.

As used in this General Agreement, control shall have the meaning set forth in Section 2(a)(9) of the Investment Company Act of 1940, and means the power to exercise a controlling influence over the management or policies of a company, unless such power is solely the result of an official position with such company. A change in ownership of voting securities of a company which results in direct or indirect ownership by a securities holder or an affiliated group of securities holders of more than 25% of such voting securities shall be presumed to result in a change in control for the purpose of giving the required notice.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

CUSTOMER FUNDS TRANSFER FRAUD INSURING AGREEMENT

WITH CALL BACK FOR TRANSFERS IN EXCESS OF THE DEDUCTIBLE RIDER

Information in the above schedule may also appear on the Declarations.

It is agreed that:

A. The INSURING AGREEMENTS section is amended by the addition of the following new Insuring Agreement:

CUSTOMER FUNDS TRANSFER FRAUD

Loss resulting directly from the Insured having, in good faith, transferred a Customer’s Money on deposit in an account or Securities to a person or account outside the Customer’s control, in reliance on a fraudulent telephone, telefacsimile, text message or e-mail instruction to the Insured directing such transfer from the Customer’s account, which instruction purports and reasonably appears to have originated from an Authorized Transfer Agent, but which, in fact, was issued without the Customer’s knowledge or consent by someone other than an Authorized Transfer Agent, subject to the following conditions precedent:

Authorized Transfer Agent means an employee of the Customer or another financial institution with authority to instruct the Insured to transfer the Customer’s Money or Certificated Securities.

FINANCIAL INSTITUTION BOND

Customer means an entity or natural person who has a written agreement with the Insured authorizing the Insured to transfer Money on deposit in an account or Certificated Securities in reliance upon a telephone, telefacsimile, text message or e-mail instruction from an Authorized Transfer Agent.

Securities means Certificated Securities or Uncertificated Securities.

Uncertificated Security means a share, participation or other interest in property of or an enterprise of the issuer or an obligation of the issuer, which is:

loss of the type or kind covered by any other Insuring Agreement provided in this financial institution bond, regardless of any deductible amount or limit of liability;

loss resulting directly or indirectly from a fraudulent instruction if the sender, or anyone acting in collusion with the sender, ever had authorized access to the Customer’s password, PIN or any other security code;

loss resulting directly or indirectly from the fraudulent alteration of an instruction to initiate an automated clearing house (ACH) entry, or group of ACH entries, transmitted as an electronic message, or as an attachment to an electronic message, sent via the Internet unless:

loss resulting directly or indirectly from an Insured relying upon and/or acting upon a fraudulent telephone, telefacsimile, text message or e-mail instruction to transfer Money or Securities except:

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

AMEND OWNERSHIP OR COVERED PROPERTY CONDITION RIDER

It is agreed that the CONDITIONS AND LIMITATIONS, the OWNERSHIP section or COVERED PROPERTY section, as applicable, is deleted and replaced with the following:

This bond shall apply to loss of Property (1) owned by the Insured, (2) held by the Insured in any capacity, or (3) owned and held by someone else under circumstances which make the Insured responsible for the Property prior to the occurrence of the loss. This bond shall be for the sole use and benefit of the Insured named in the Declarations.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

STOP PAYMENT ORDER LIABILITY INSURING AGREEMENT RIDER

Information in the above schedule may also appear on the Declarations.

It is agreed that:

A. The Section entitled INSURING AGREEMENTS is amended by the addition of the following new Insuring Agreement:

STOP PAYMENT ORDER LIABILITY

Loss resulting directly from the Insured’s legal liability for:

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

UNCOLLECTIBLE ITEMS OF DEPOSIT INSURING AGREEMENT RIDER

Information in the above schedule may also appear on the Declarations.

It is agreed that:

UNCOLLECTIBLE ITEMS OF DEPOSIT

Loss resulting directly from the Insured having, in good faith, credited its customer’s, shareholder’s or subscriber’s account of any item of deposit which proves to be uncollectible, provided that:

Items of deposit shall not be deemed uncollectible until the Insured’s collection procedures have failed.

For the purposes of this Insuring Agreement, Items of Deposit means any one or more checks or drafts drawn upon a financial institution in the United States of America.

This bond does not cover:

loss of the type or kind covered by any other Insuring Agreement provided in this financial institution bond, regardless of any deductible amount or limit of liability;

loss resulting directly or indirectly from the Insured having, in good faith, credited its customer’s, shareholder’s or subscriber’s account of any item of deposit which proves to be uncollectible, except when covered under the Uncollectible Items of Deposit Insuring Agreement;

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

AMEND DEFINITION OF EMPLOYEE TO INCLUDE AFFILIATED PERSONS RIDER

It is agreed that the CONDITIONS AND LIMITATIONS, the DEFINITIONS section, the Definition of Employee, is amended by the addition of the following:

Employee also means a natural person partner, officer or employee of an investment adviser, underwriter (distributor), transfer agent or shareholder accounting recordkeeper, or administrator for the Insured, but only while performing acts coming within the usual and customary duties of an officer or employee of the Insured or acting as a member of any committee duly elected or appointed to examine, audit or have custody of or access to Property of the Insured; provided that the adviser, underwriter, transfer agent, recordkeeper or administrator is an affiliated person (as defined in Section 2(a) of the Investment Company Act of 1940) of the Insured.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

AUTOMATIC INCREASE IN LIMITS FOR INVESTMENT FUNDS RIDER

It is agreed that the Section entitled CONDITIONS AND LIMITATIONS, the Section entitled LIMIT OF LIABILITY is amended by the addition of the following subsection:

Automatic Increase in Limits for Investment Funds

If an increase in bonding limits is required pursuant to Rule 17g-1 of the Investment Company Act of 1940 (“Rule 17g-1”), as amended, due to an increase in asset size of current investment funds covered under this bond, then the minimum increase in limits required to comply with Rule 17g-1 shall take place automatically without payment of additional premium for the remainder of the Bond Period; provided, however, that in no event shall the maximum:

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

AUTOMATIC COVERAGE FOR NEW INVESTMENT FUNDS RIDER

It is agreed that:

Notwithstanding anything to the contrary in the bond, if, after the effective date of this bond, the Insured creates or acquires any new Investment Fund, then such fund shall be covered under this bond, subject to its terms and conditions, only if:

There is no coverage under this bond for any event discovered prior to the effective date of such creation or acquisition.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

INVESTMENT COMPANY NO DEDUCTIBLE RIDER

It is agreed that the CONDITIONS AND LIMITATIONS are amended as follows:

Investment Company means any investment company registered under the Investment Company Act of 1940.

Notwithstanding the foregoing, there shall be no Deductible Amount applicable to any loss under Insuring Agreement A sustained by any Investment Company named as an Insured under this bond.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

SOCIAL ENGINEERING FRAUD INSURING AGREEMENT WITH OR WITHOUT OFFICIAL AUTHORIZATION RIDER

It is agreed that:

SOCIAL ENGINEERING FRAUD

Loss resulting directly from an Employee having, in good faith, transferred, paid, or delivered Money or Securities from the Insured’s account to a person or account outside of the Insured’s control, in reliance upon a Social Engineering Fraud Instruction directing such transfer, payment, or delivery of Money or Securities.

Authorized Transfer Agent means:

Official Authorization means a valid handwritten signature of an actual Employee, or an electronic record of entry and approval into a wire transfer system, accounting system, or similar system which is capable of maintaining and reproducing an audit trail, which demonstrates that an actual Employee (other than the Employee actually making the transfer, payment, or delivery) approved a transaction within their authority. A Forgery is not an Official Authorization. Official Authorization shall not include a typed name in any form (including but not limited to email, letterhead, or pre-printed material), but shall include electronic reproductions or handwritten signatures in any form.

Securities means Certificated Securities or Uncertificated Securities.

Social Engineering Fraud Instruction means a telephonic, written, or electronic instruction communicated to an Employee by a natural person purporting to be an Authorized Transfer Agent, or by an individual acting in collusion with such person, for the purpose of intentionally misleading an Employee to transfer, pay, or deliver the Insured’s Money or Securities, but which instruction was not actually made by an Authorized Transfer Agent; provided, however, that Social Engineering Fraud Instruction shall not include any such instruction communicated by an employee of a Vendor who was acting in collusion with any third-party in communicating such instruction.

FINANCIAL INSTITUTION BOND

Vendor means any entity or natural person that provides goods or support services to the Insured pursuant to a written agreement between the Vendor and the Insured. Vendor does not include any customer, automated clearing house, custodian, financial institution, administrator, counter-party, or any similar entity.

Uncertificated Security means a share, participation or other interest in property of or an enterprise of the issuer or an obligation of the issuer, which is:

loss resulting directly or indirectly from an Employee relying upon and/or acting upon a Social Engineering Fraud Instruction, except when covered under the Social Engineering Fraud Insuring Agreement.

Social Engineering Fraud Insuring Agreement Single Loss Limit of Liability
with Official Authorization

Subject to any applicable Aggregate Limit of Liability, the Social Engineering Fraud Insuring Agreement Single Loss Limit of Liability with Official Authorization set forth in the SOCIAL ENGINEERING FRAUD INSURING AGREEMENT COVERAGE SCHEDULE shall apply to each Single Loss covered under the Social Engineering Fraud Insuring Agreement, provided that the following conditions precedent are satisfied:

FINANCIAL INSTITUTION BOND

Social Engineering Fraud Insuring Agreement Single Loss Limit of Liability
without Official Authorization

Subject to any applicable Aggregate Limit of Liability, the Underwriter’s liability for each Single Loss covered under the Social Engineering Fraud Insuring Agreement shall not exceed the Single Loss Limit of Liability without Official Authorization set forth in the SOCIAL ENGINEERING FRAUD INSURING AGREEMENT COVERAGE SCHEDULE if one or both of the conditions precedent described in the above paragraph are not satisfied.

Social Engineering Fraud Insuring Agreement Aggregate Limit of Liability

The Underwriter’s total liability for all losses covered under the Social Engineering Fraud Insuring Agreement and discovered during the Bond Period shown in Item 2 of the Declarations shall not exceed the Social Engineering Fraud Insuring Agreement Aggregate Limit of Liability set forth in the SOCIAL ENGINEERING FRAUD INSURING AGREEMENT COVERAGE SCHEDULE. The Social Engineering Fraud Insuring Agreement Aggregate Limit of Liability shall be reduced by the amount of any payment made under the terms of the Social Engineering Fraud Insuring Agreement.

Upon exhaustion of the Social Engineering Fraud Insuring Agreement Aggregate Limit of Liability by such payments:

(a) the Underwriter shall have no further liability for loss or losses under the Social Engineering Fraud Insuring Agreement regardless of when discovered and whether or not previously reported to the Underwriter, and

(b) solely with respect to the Social Engineering Fraud Insuring Agreement, the Underwriter shall have no obligation under General Agreement F to continue the defense of the Insured, and upon notice by the Underwriter to the Insured that the Social Engineering Fraud Insuring Agreement Aggregate Limit of Liability has been exhausted, the Insured shall assume all responsibility for its defense at its own cost.

The Social Engineering Fraud Insuring Agreement Aggregate Limit of Liability is part of, and not in addition to, the Aggregate Limit of Liability shown in Item 3 of the Declarations.

The Social Engineering Fraud Insuring Agreement Aggregate Limit of Liability shall not be increased or reinstated by any recovery made and applied in accordance with subsections (a), (b) and (c) of Section 7.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

COMPUTER SYSTEMS FRAUD INSURING AGREEMENT RIDER

Information in the above schedule may also appear on the Declarations.

It is agreed that:

COMPUTER SYSTEMS FRAUD

Loss resulting directly from a fraudulent:

any Computer System operated by the Insured, whether owned or leased; or any Computer System identified in the application for this bond; or a Computer System first used by the Insured during the Bond Period, as provided by General Agreement B of this bond;

provided that the entry or change causes:

In this Insuring Agreement, fraudulent entry or change shall include such entry or change made by an Employee of the Insured acting in good faith on an instruction from a software contractor who has a written agreement with the Insured to design, implement, or service programs for a Computer System covered by this Insuring Agreement.

Computer Program means a set of related electronic instructions which direct the operations and functions of a computer or devices connected to it which enable the computer or devices to receive, process, store, or send Electronic Data.

Computer System means:

(1) computers with related peripheral components, including storage components wherever located;

FINANCIAL INSTITUTION BOND

Electronic Data means facts or information converted to a form usable in a Computer System by Computer Programs, and which is stored on magnetic tapes or disks, or optical storage disks, or other bulk media.

loss of the type or kind covered by any other Insuring Agreement provided in this financial institution bond, including but not limited to Social Engineering Fraud, regardless of any deductible amount or limit of liability;

loss resulting directly or indirectly from the assumption of liability by the Insured by contract unless the liability arises from a loss covered by this rider, and such liability would have been be imposed on the Insured regardless of the existence of such contract;

loss resulting directly or indirectly from negotiable instruments, securities, documents, or other written instruments which bear a forged signature, or are counterfeit, altered, or otherwise fraudulent and which are used as source documentation in the preparation of Electronic Data or manually keyed into a data terminal; loss resulting directly or indirectly from:

loss resulting directly or indirectly from the input of Electronic Data into a Computer System terminal device either on the premises of a customer of the Insured or under the control of such a customer by a person who had authorized access to the customer’s authentication mechanism;

loss resulting directly or indirectly from the: (1) theft, disappearance, or destruction of; (2) unauthorized use or disclosure of; (3) unauthorized access to; or (4) failure to protect any:

that any person or entity has a duty to protect under any law, rule or regulation, agreement, or industry guideline or standard, except that this shall not apply to the extent that any unauthorized use or disclosure of such information subsequently results in a direct loss otherwise covered under the Computer Systems Fraud Insuring Agreement.

FINANCIAL INSTITUTION BOND

“loss involving any Uncertificated Security except an Uncertificated Security of any Federal Reserve Bank of the United States or when covered under Insuring Agreement (A);”

Solely with respect to the Computer Systems Fraud Insuring Agreement, all loss or series of losses involving the fraudulent acts of one individual, or involving fraudulent acts in which one individual is implicated, whether or not that individual is specifically identified, shall be treated as a Single Loss and subject to the Single Loss Limit of Liability. A series of losses involving unidentified individuals but arising from the same method of operation shall be deemed to involve the same individuals and in that event shall be treated as a Single Loss and subject to the Single Loss Limit of Liability.

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

AMEND EXCLUSION (M) RIDER

It is agreed that the Section entitled CONDITIONS AND LIMITATIONS, the Section entitled EXCLUSIONS, exclusion (m) is replaced with the following:

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

NON-FUNGIBLE TOKENS EXCLUSION RIDER

It is agreed that the Section entitled CONDITIONS AND LIMITATIONS is amended as follows:

Non-Fungible Tokens means a unique digital identifier that is recorded in a blockchain or other digital ledger technology, and that is used to certify authenticity and/or ownership of a unique asset that cannot be traded, divided or exchanged at equivalency.

This bond does not cover:

loss resulting directly or indirectly from the theft, disappearance or destruction of Non-Fungible Tokens or from the change in value of Non-Fungible Tokens;

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

INSURING AGREEMENT (G) RIDER

Information in the above schedule may also appear on the Declarations.

It is agreed that:

(G) Loss resulting directly from the fact that an issuer of securities, transfer agent, bank, banker or trust company received from the Insured or the New York Stock Exchange specimen copies of the Insured’s mechanically reproduced facsimile signature and acted in reliance upon any false, fraudulent or unauthorized reproduction of such facsimile signature, whether such facsimile signature is the facsimile signature duly adopted by the Insured or is one resembling or purporting to be such facsimile signature, regardless of by whom or by what means the same may have been imprinted, and whether or not such loss is sustained by reason of the Insured’s having entered into an agreement to be legally liable when such facsimile signature or one resembling or purporting to be such facsimile signature is used, provided, however, that

All other provisions of the bond remain unchanged.

FINANCIAL INSTITUTION BOND

CRYPTOCURRENCY EXCLUSION RIDER

It is agreed that:

loss resulting directly or indirectly from the theft, disappearance or destruction of Cryptocurrency or from the change in value of Cryptocurrency.

Cryptocurrency means a digital or electronic medium of exchange, operating independently of a central authority, in which encryption techniques are used to regulate the generation of units and to verify the transfer of such units from one person to another.

All other provisions of the bond remain unchanged.

EVEREST ELEVATION ^® INVESTMENT MANAGEMENT INSURANCE POLICY DECLARATIONS

THIS IS A CLAIMS MADE AND REPORTED POLICY APPLICABLE ONLY TO CLAIMS FIRST MADE DURING THE POLICY PERIOD, OR, IF APPLICABLE, THE EXTENDED REPORTING PERIOD AND REPORTED PURSUANT TO THE TERMS HEREIN. AMOUNTS INCURRED AS CLAIM EXPENSES SHALL REDUCE THE LIMIT OF LIABILITY AVAILABLE TO PAY LOSS, INCLUDING JUDGMENTS OR SETTLEMENTS, AND SHALL ALSO BE APPLIED AGAINST THE APPLICABLE RETENTION. THIS POLICY DOES NOT PROVIDE ANY DUTY OR OBLIGATION ON THE PART OF THE INSURER TO DEFEND THE INSUREDS.

PLEASE READ THE ENTIRE POLICY CAREFULLY AND DISCUSS THE COVERAGE HEREUNDER WITH YOUR INSURANCE AGENT OR BROKER.

Coverage is only provided if marked “X” next to the Insuring Agreement described below. If any of the coverages described below are left blank or “N/A” is indicated, such Insuring Agreement, and any other reference thereto is deleted from the policy.

THIS DECLARATIONS PAGE, TOGETHER WITH THE APPLICATION, INVESTMENT MANAGEMENT INSURANCE POLICY AND ENDORSEMENTS, IF ANY, COMPLETE THE ABOVE NUMBERED POLICY.

SCHEDULE OF FORMS/ENDORSEMENTS

EVEREST ELEVATION^® INVESTMENT MANAGEMENT INSURANCE POLICY

THIS IS A CLAIMS-MADE AND REPORTED POLICY WHICH COVERS CLAIMS FIRST MADE DURING THE POLICY PERIOD, OR, IF APPLICABLE, THE EXTENDED REPORTING PERIOD, AND REPORTED TO THE INSURER PURSUANT TO THE TERMS HEREIN.

THIS POLICY DOES NOT PROVIDE ANY DUTY OR OBLIGATION ON THE PART OF THE INSURER TO DEFEND THE INSUREDS. AMOUNTS INCURRED AS CLAIM EXPENSES WILL REDUCE THE LIMIT OF LIABILITY AVAILABLE TO PAY LOSS, INCLUDING JUDGMENTS OR SETTLEMENTS, AND WILL ALSO BE APPLIED AGAINST THE RETENTION.

PLEASE READ THE ENTIRE POLICY CAREFULLY AND DISCUSS THE COVERAGE GRANTED HEREUNDER WITH YOUR INSURANCE AGENT OR BROKER.

In consideration of the payment of the premium and in the reliance upon all information provided to and statements made to the Insurer, including those statements in the Application, which is made part hereof and deemed attached hereto, and subject to all terms, conditions and limitations of the Policy, including those in the Declarations, which is made part hereof, the Insurer and the Named Insured, on behalf of all Insureds, agree as follows:

All definitions are in Section XXIII – DEFINITIONS below.

SECTION I – INSURING AGREEMENTS

The Insurer will pay on behalf of the Insureds any Loss for which the Insureds become legally obligated to pay on account of any Claim for a Wrongful Act in rendering or failing to render Professional Services, first made against the Insured during the Policy Period or the Extended Reporting Period, if applicable.

The Insurer will pay on behalf of an Insured Person any Loss not indemnified by an Insured Entity that such Insured Person is legally obligated to pay on account of any Claim for a Wrongful Act first made against such Insured Person during the Policy Period or the Extended Reporting Period, if applicable.

The Insurer will pay on behalf of an Insured Entity any Loss indemnified by an Insured Entity that an Insured Person is legally obligated to pay on account of any Claim for a Wrongful Act first made against such Insured Person during the Policy Period or the Extended Reporting Period, if applicable.

The Insurer will pay on behalf of the Insured Entity any Loss that an Insured Entity is legally obligated to pay on account of any Claim for a Wrongful Act first made against such Insured Entity during the Policy Period or the Extended Reporting Period, if applicable.

The Insurer will pay on behalf of an Insured Person of an Investment Fund any Loss not indemnified by an Investment Fund that such Insured Person is legally obligated to pay on account of any Claim for a Wrongful Act first made against such Insured Person during the Policy Period or the Extended Reporting Period, if applicable.

The Insurer will pay on behalf of an Investment Fund any Loss indemnified by an Investment Fund that an Insured Person is legally obligated to pay on account of any Claim for a Wrongful Act first made against such Insured Person during the Policy Period or the Extended Reporting Period, if applicable.

The Insurer will pay on behalf of an Investment Fund any Loss that an Investment Fund is legally obligated to pay on account of any Claim for a Wrongful Act in rendering or failing to render Professional Services first made against such Investment Fund during the Policy Period or the Extended Reporting Period, if applicable.

The Insurer will pay on behalf of an Insured any Loss that such Insured becomes legally obligated to pay on account of any Claim for a Cyber Security Wrongful Act first made against such Insured during the Policy Period or the Extended Reporting Period, if applicable, first occurring after the Retroactive Date specified in ITEM 10 of the Declarations.

SECTION II – COVERAGE ENHANCEMENTS

If the Insured gives notice to the Insurer in accordance with Section IV.4 of the Policy (“Noticed Matter”), and if a Claim is subsequently made against an Insured arising out of such Noticed Matter, then any reasonable fees (including attorneys’ fees, experts’ fees, document production costs and e-discovery costs) and expenses (other than wages, salaries, fees or benefits of any Insured Person) incurred by an Insured in the investigation, defense, or appeal of the Noticed Matter, shall qualify as Claim Expenses, subject to the Aggregate Limit of Liability referenced in ITEM 5 of the Declarations, which shall be part of and not in addition to the Aggregate Limit of Liability referenced in ITEM 3 of the Declarations, subject to the following:

The Insurer shall reimburse the Insured for all Correction Costs incurred by or on behalf of the Insured to mitigate or correct direct monetary damage to a customer or client of an Investment Adviser, or a shareholder or unitholder of an Investment Fund, arising out of a Wrongful Act, provided that:

Coverage provided herein will not extend to any Correction Costs otherwise covered by reason of this extension based upon, arising from, or in any way related to:

Any Claim subsequently arising out of a Wrongful Act noticed to the Insurer under this section shall be deemed first made for purposes of this Policy when such notice under this section is given to the Insurer.

Coverage provided herein shall be subject to the Limit of Liability set forth in ITEM 5.B of the Declarations, which shall be part of, and not in in addition to, the Aggregate Limit of Liability in ITEM 3 of the Declarations. Coverage provided herein shall be excess of the cost of corrections retention amount set forth in ITEM 5.B of the Declarations.

If the Insured elects to conduct any Mock Audits, the Insurer will reimburse the Insured for all Mock Audit Fees it incurs, provided that:

The Insurer will pay on behalf of an Insured all Derivative Investigation Costs resulting from a Shareholder Derivative Demand first received by such Insured during the Policy Period or the Extended Reporting Period, if applicable, and reported to the Insurer pursuant to Section IV.1, for Wrongful Acts committed by an Insured Person, subject to the Sublimit of Liability as shown in ITEM 5.D of the Declarations.

Loss shall include the following provided they arise out of a Claim against an Insured Person:

and such Costs shall be provided subject to the respective Limits of Liability shown in ITEM 5 of the Declarations, which shall be part of and not in addition to the Aggregate Limit of Liability shown in ITEM 3 of the Declarations.

Solely with respect to the coverage provided by Section I.C.1 and I.C.2, the Insurer will pay on behalf of an Independent Director all reasonable fees, costs and expenses consented to by the Insurer, such consent not to be unreasonably withheld or delayed, and incurred by such Independent Director in responding to a Non-Party Request first received by the Independent Director during the Policy Period and reported to the Insurer in accordance with Section IV.3 of the Policy.

Solely with respect to the coverage provided by Section I.A., the Insurer will also pay on behalf of the Insureds any Loss for which the Insureds become legally obligated to pay on account of any Claim for a Wrongful Act in rendering or failing to render Digital Adviser Technology Services, first made against the Insured during the Policy Period or the Extended Reporting Period, if applicable. Such coverage for Digital Adviser Technology Services shall be subject to the Aggregate Limit of Liability as shown in ITEM 4.A. of the Declarations.

Subject to this Policy’s other terms and conditions, Sections I.B.1, I.B.2, I.C.1 and I.C.2 shall include coverage for an Insured Person serving in an Outside Position. Such coverage will be specifically excess of any valid and collectible indemnification and insurance available, provided, permitted or required to be provided by the Outside Entity in which the Insured Person serves in the Outside Position.

If, during or prior to the Policy Period, an Insured Person ceases serving in their Outside Position at an Outside Entity, then coverage will continue with respect to such Outside Position, subject to the Policy’s other terms and conditions, but only with respect to Wrongful Acts actually or allegedly occurring prior to the time such Insured Person ceased serving in their Outside Position capacity at the Outside Entity.

SECTION III – EXCLUSIONS

The Insurer will not be liable to make payment for any Loss in connection with that portion of any Claim made against any Insured:

based upon, arising out of or attributable to:

if evidenced by a final, non-appealable adjudication in the underlying proceeding other than a proceeding initiated by the Insurer, provided that:

based upon, arising out of or attributable to any facts, circumstance, situation, Wrongful Act or Interrelated Wrongful Act which has been the subject of any written notice given prior to inception of this Policy and accepted under any management or professional liability insurance policy or other equivalent insurance policy to this Policy.

for bodily injury (other than mental anguish or emotional distress), sickness, disease or death of any person, or damage to or destruction of any property including the loss of its use; provided however, that this exclusion does not apply to UK Corporate Manslaughter Costs, a Securities Claim, or Loss in connection with that portion of any Claim based upon, arising out of or attributable to the rendering of, or failure to render Professional Services.

for any libel, slander, defamation, disparagement, malicious prosecution, false arrest, detention, or imprisonment, or invasion of any right of privacy or wrongful entry or eviction; provided however that this exclusion does not apply to Loss in connection with that portion of any Claim based upon, arising out of, or attributable to, the rendering of, or failure to render Professional Services, or that portion of any Claim under Section I.D, for invasion of any right of privacy based upon or arising out of a Cyber Security Wrongful Act.

based upon, arising out of or attributable to any demand, suit or other proceeding against any Insured which was pending against an Insured and of which the Insured received notice prior to the Pending or Prior Litigation Date shown in the ITEM 7 of the Declarations, or arising out of the same or substantially the same facts, circumstances or allegations which are the subject of, or the basis for, such demand, suit or other proceeding.

based upon, arising out of or attributable to:

provided, however that this exclusion does not apply to a Securities Claim or Loss incurred by an Insured Person for which an Insured Entity is not permitted or required to indemnify or is financially unable to indemnify.

for an actual or alleged violation of any of the responsibilities, obligations or duties imposed by the Employee Retirement Income Security Act of 1974, solely with respect to any employee benefit plan, pension benefit plan or welfare benefit plan maintained for the benefit of the employees of an Insured Entity; provided this exclusion shall not apply to Loss in connection with that portion of any Claim brought against an Insured in their capacity as an Investment Adviser to the funds within any sponsored plans.

brought or maintained by or on behalf of any Insured Entity; provided however, this exclusion does not apply to:

for any actual or alleged liability of the Insured Entity under any express or implied, oral or written contract or agreement regardless as to whether such liability is direct or assumed; provided however, that this exclusion does not apply to:

for a Wrongful Employment Act or Third Party Wrongful Act.

based upon, arising out of or attributable to any actual or alleged violation of:

based upon, arising out of or attributable to any actual or alleged violation of:

based upon, arising out of or attributable to a violation of any intellectual property rights or laws, including copyright, title slogan, patent, service mark, service name, trade dress, trade name, trade secret, trademark; provided however, this exclusion shall not apply to Loss in connection with that portion of any Claim that alleges an inadvertent disclosure of a trade secret by any Insured related to a Cyber Security Wrongful Act.

based upon, arising out of or attributable to:

solely with respect to Section I.D, for a Cyber Security Wrongful Act, or in connection with the provision of Digital Adviser Technology Services, the following exclusions shall also apply: