SEC Form DEF 14A filed by abrdn World Healthcare Fund Shares of Beneficial Interest
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material under §240.14a-12 |
| abrdn Healthcare Investors |
| abrdn Life Sciences Investors |
| abrdn Healthcare Opportunities Fund |
| abrdn World Healthcare Fund |
| (Name of Registrant as Specified In Its Charter) |
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required. |
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(l) and 0-11. |
ABRDN HEALTHCARE INVESTORS
ABRDN LIFE SCIENCES INVESTORS
ABRDN HEALTHCARE OPPORTUNITIES FUND
ABRDN WORLD HEALTHCARE FUND
1900 Market Street, Suite 200
Philadelphia, PA 19103
NOTICE OF ANNUAL MEETINGS OF SHAREHOLDERS
To be held on May 27, 2026
TO THE SHAREHOLDERS:
NOTICE IS HEREBY GIVEN that the annual meeting of shareholders of each of abrdn Healthcare Investors, abrdn Life Sciences Investors, abrdn Healthcare Opportunities Fund and abrdn World Healthcare Fund (each, a "Fund," and collectively, the "Funds") and any adjournments or postponements thereof will be held at the offices of abrdn Inc., located at 1900 Market Street, Suite 200, Philadelphia, PA 19103 (each meeting, an "Annual Meeting," and collectively, the "Annual Meetings") on the following dates and at the following times:
|
abrdn Healthcare Investors (NYSE: HQH) |
May 27, 2026 |
12:00 p.m. Eastern Time |
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abrdn Life Sciences Investors (NYSE: HQL) |
May 27, 2026 |
12:00 p.m. Eastern Time |
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abrdn Healthcare Opportunities Fund (NYSE: THQ) |
May 27, 2026 |
12:00 p.m. Eastern Time |
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abrdn World Healthcare Fund (NYSE: THW) |
May 27, 2026 |
12:00 p.m. Eastern Time |
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The purpose of the Annual Meetings is to consider and act upon the following proposals (each, a "Proposal") for each Fund, as applicable, and to consider and act upon such other matters as may properly come before the Annual Meetings or any adjournments or postponements thereof:
HQH — To elect two Class A Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee's successor is duly elected and qualified.
HQL — To elect two Class A Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee's successor is duly elected and qualified.
THQ — To elect two Class C Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee's successor is duly elected and qualified.
THW — To elect two Class B Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee's successor is duly elected and qualified.
Each Proposal is discussed in greater detail in the enclosed Joint Proxy Statement. You are entitled to notice of, and to vote at, the Annual Meeting of a Fund if you owned shares of such Fund at the close of business on April 1, 2026 (the "Record Date"). Even if you expect to attend an Annual Meeting, please complete, date, sign and return the enclosed proxy card(s) in the enclosed postage-paid envelope or authorize your proxy by telephone or through the Internet.
We will admit to an Annual Meeting (1) all shareholders of record on the Record Date, (2) persons holding proof of beneficial ownership on the Record Date, such as a letter or account statement from the person's
broker, (3) persons who have been granted proxies, and (4) such other persons that we, in our sole discretion, may elect to admit. All persons wishing to be admitted to an Annual Meeting must present photo identification. If you plan to attend an Annual Meeting, we ask that you call us in advance at 1-800-522-5465.
This Notice and related proxy materials are first being mailed to shareholders on or about April 13, 2026.
Important Notice Regarding the Availability of Proxy Materials for the Annual Meetings of Shareholders to Be Held on Wednesday, May 27, 2026: This Notice, the Joint Proxy Statement and the form of proxy cards are available on the Internet at http://www.aberdeenhqh.com (for HQH) http://www.aberdeenhql.com (for HQL) http://www.aberdeenthq.com (for THQ) and http://www.aberdeenthw.com (for THW). On each Fund's website, you will be able to access the Notice, the Joint Proxy Statement, the form of proxy card(s) and any amendments or supplements to the foregoing materials that are required to be furnished to shareholders.
By order of the Boards of Trustees,
Megan Kennedy, Vice President and Secretary
abrdn Healthcare Investors
abrdn Life Sciences Investors
abrdn Healthcare Opportunities Fund
abrdn World Healthcare Fund
TO AVOID THE UNNECESSARY EXPENSE OF FURTHER SOLICITATION, WHETHER OR NOT YOU PLAN TO ATTEND THE ANNUAL MEETINGS, IT IS IMPORTANT THAT YOUR SHARES BE REPRESENTED AND VOTED AT THE ANNUAL MEETINGS. ACCORDINGLY, YOU ARE REQUESTED TO PLEASE DATE, SIGN AND RETURN THE ENCLOSED PROXY CARD(S) FOR THE ANNUAL MEETINGS PROMPTLY, OR TO AUTHORIZE THE PROXY VOTE BY TELEPHONE OR THROUGH THE INTERNET PURSUANT TO THE INSTRUCTIONS ON THE ENCLOSED PROXY CARD(S). NO POSTAGE IS REQUIRED IF MAILED IN THE UNITED STATES. IT IS IMPORTANT THAT YOUR PROXY CARD(S) BE RETURNED PROMPTLY IN ORDER TO AVOID THE ADDITIONAL EXPENSE OF FURTHER SOLICITATION.
April 7, 2026
Philadelphia, Pennsylvania
ABRDN HEALTHCARE INVESTORS ("HQH")
ABRDN LIFE SCIENCES INVESTORS ("HQL")
ABRDN HEALTHCARE OPPORTUNITIES FUND ("THQ")
ABRDN WORLD HEALTHCARE FUND ("THW")
(each, a "Fund" and collectively, the "Funds")
1900 Market Street, Suite 200
Philadelphia, PA 19103
JOINT PROXY STATEMENT
For the Annual Meetings of Shareholders
each to be held on May 27, 2026
This Joint Proxy Statement is furnished in connection with the solicitation of proxies by each Fund's Board of Trustees (each, a "Board," and collectively, the "Boards," with members of each Board being referred to as "Trustees") to be voted at the Annual Meeting of Shareholders of each Fund (each, a "Meeting," and collectively, the "Meetings") and at any adjournments or postponements thereof to be held at the offices of abrdn Inc., located at 1900 Market Street, Suite 200, Philadelphia, PA 19103 on the following dates and at the following times:
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abrdn Healthcare Investors (NYSE: HQH) |
May 27, 2026 |
12:00 p.m. Eastern Time |
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abrdn Life Sciences Investors (NYSE: HQL) |
May 27, 2026 |
12:00 p.m. Eastern Time |
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abrdn Healthcare Opportunities Fund (NYSE: THQ) |
May 27, 2026 |
12:00 p.m. Eastern Time |
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abrdn World Healthcare Fund (NYSE: THW) |
May 27, 2026 |
12:00 p.m. Eastern Time |
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A Notice of Annual Meetings of Shareholders and a proxy card (the "Proxy Card") accompany this Joint Proxy Statement. This Joint Proxy Statement is first being mailed on or about April 13, 2026 to shareholders of record as of April 1, 2026.
The purpose of each Meeting is to consider and act upon the following proposals (each a "Proposal"), as applicable to each Fund:
HQH — To elect two Class A Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee's successor is duly elected and qualified.
HQL — To elect two Class A Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee's successor is duly elected and qualified.
THQ — To elect two Class C Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee's successor is duly elected and qualified.
THW — To elect two Class B Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee's successor is duly elected and qualified.
All properly executed proxies received prior to a Meeting will be voted at that Meeting, or at any adjournments or postponements thereof, in accordance with the instructions marked on the Proxy Card. Unless instructions to the contrary are marked on the Proxy Card, proxies received will be voted "FOR" each Proposal. The persons named as proxy holders on the Proxy Card will vote in their discretion on any other matters that may properly come before each Meeting or any adjournments or postponements thereof. Any Proxy Card may be revoked at any time prior to its exercise by submitting a properly executed, subsequently dated Proxy Card,
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giving written notice to Megan Kennedy, Secretary of the Fund(s), 1900 Market Street, Suite 200, Philadelphia, PA 19103, or by attending a Meeting and voting in person. Shareholders may authorize proxy voting by using the enclosed Proxy Card along with the enclosed envelope with pre-paid postage. Shareholders may also authorize proxy voting by telephone or through the internet by following the instructions contained on the Proxy Card. Shareholders do not have dissenter's rights of appraisal in connection with any of the matters to be voted on by the shareholders at each Meeting.
In order to transact business at the Meetings, a "quorum" must be present for each Meeting. Under each Fund's By-laws, a quorum is constituted by the presence in person or by proxy of the holders of a majority of the outstanding shares of the respective Fund on the record date. Abstentions and broker non-votes (i.e., proxies from brokers or nominees indicating that they have not received instructions from the beneficial owners on an item for which the brokers or nominees do not have discretionary power to vote) will be treated as present for determining whether a quorum is present with respect to a particular matter at a Meeting.
The election of a Trustee to a Board requires the affirmative vote of a plurality of the shares entitled to vote for the election of any Trustee present or represented by proxy at a Meeting with a quorum present. Under a plurality vote, the nominees who receive the highest number of votes will be elected even if they receive less than a majority of the votes. There will be no cumulative voting with respect to the proposal. For purposes of the election of Trustees, abstentions and broker non-votes will be counted as shares present for quorum purposes, but will not be treated as votes cast. Abstentions and broker non-votes, therefore, will have no effect on the election of the Trustees. All properly executed proxies received prior to the Meetings will be voted, at the Meetings or at any adjournments or postponements thereof, in accordance with the instructions marked thereon. Proxies received prior to the Meetings on which no vote is indicated will be voted "FOR" the election of the Trustees.
Brokers holding shares of a Fund in "street name" for the benefit of their customers and clients will request the instructions of such customers and clients on how to vote their shares before the Meetings. Under the rules of the New York Stock Exchange ("NYSE"), such brokers may, for certain "routine" matters, grant discretionary authority to the proxies designated by a Board to vote if no instructions have been received from their customers and clients prior to the date specified in the brokers' request for voting instructions. Each Proposal is a "routine" matter and accordingly beneficial owners who do not provide proxy instructions or who do not return a proxy card may have their shares voted by broker-dealer firms in favor of the Proposal.
The chair of a Meeting shall have the power to adjourn the Meeting without further notice other than announcement at that Meeting. Each Board of Trustees also has the power to postpone a Meeting to a later date and/or time or change the place of a Meeting (including by specifying that the Meeting will be held by remote communication) one or more times for any reason by giving, within a reasonable period of time prior to such Meeting, notice to each shareholder entitled to vote at such Meeting of the place (including that the Meeting will be held by remote communication), date and hour at which such Meeting will be held. Such notice shall be given not fewer than two (2) days before the date of such Meeting and otherwise in accordance with each Fund's By-Laws. No notice of adjournment of a Meeting to another time or place need be given to shareholders. Abstentions and broker non-votes will have the same effect at any adjourned or postponed meeting as noted above. Any business that might have been transacted at a Meeting may be transacted at any such adjourned or postponed session(s) at which a quorum is present.
We will admit to each Meeting (1) all shareholders of record on April 1, 2026 (the "Record Date"), (2) persons holding proof of beneficial ownership on the Record Date, such as a letter or account statement from the person's broker, (3) persons who have been granted proxies, and (4) such other persons that we, in our sole discretion, may elect to admit. To gain admittance, if you are a shareholder of record or a proxy holder
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of a shareholder of record, you must bring a form of personal identification to the Meeting, where your name will be verified against our shareholder list. If a broker or other nominee holds your shares and you plan to attend a Meeting, you should bring a recent brokerage statement showing your ownership of the shares, as well as a form of personal identification. If you are a beneficial owner and plan to vote at a Meeting, you should also bring a proxy card from your broker.
Each Board has fixed the close of business on April 1, 2026 as the Record Date for the determination of shareholders entitled to notice of, and to vote at, each Meeting and at any adjournment or postponement thereof.
Each Fund has one class of shares, par value $0.01 per share. Each share of a Fund is entitled to one vote at the Meeting, and fractional shares are entitled to a proportionate share of one vote. On the Record Date, the following number of shares of each Fund were issued and outstanding:
| HQH |
57,192,236.00 |
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| HQL |
30,408,047.00 |
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| THQ |
41,437,474.70 |
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| THW |
40,344,912.60 |
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Important Notice Regarding the Availability of Proxy Materials for the Meetings to Be Held on Wednesday, May 27, 2026: The Proxy Materials and each Fund's most recent annual report for the fiscal year ended September 30, 2025 are available on the Internet at http://www.aberdeenhqh.com (for HQH) http://www.aberdeenhql.com (for HQL) http://www.aberdeenthq.com (for THQ) and http://www.aberdeenthw.com (for THW). Each Fund will furnish, without charge, a copy of its annual report for the fiscal year ended September 30, 2025 and any more recent reports, to any Fund shareholder upon request. To request a copy, please write to the Funds c/o abrdn Inc., 1900 Market Street, Suite 200, Philadelphia, PA 19103, or call 1-800-522-5465. You may also call for information on how to obtain directions to be able to register to attend a Meeting.
The Election of Trustees
Each Fund's Declaration of Trust, as amended to date (the "Declaration of Trust"), provides that its Board shall be divided into three classes with staggered terms. The term of office of each Class of Trustees for each Fund will expire in the year indicated in the following chart:
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Fund |
Class A |
Class B |
Class C |
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HQH |
2029 |
2027 |
2028 |
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HQL |
2029 |
2027 |
2028 |
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THQ |
2027 |
2028 |
2029 |
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THW |
2028 |
2029 |
2027 |
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Each Fund's Declaration of Trust provides that a majority of its Trustees shall fix the number of the entire Board of Trustees and that such number shall be at least three and no greater than fifteen. Each Fund's Board has fixed the number of Trustees at six. Proxies will be voted for the election of the following nominees for HQH, HQL, THQ and THW. In the event that a nominee is unable to serve for any reason when the election occurs, the accompanying Proxy will be voted for such other person or persons as the applicable Fund's Board may recommend. Each nominee is presently serving as a Trustee.
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Each Board, including the Independent Trustees, upon the recommendation of such Board's Nominating and Corporate Governance Committee, which is composed entirely of Independent Trustees, has nominated the following nominees as Trustees to its Board:
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abrdn Healthcare Investors |
Christian Pittard (Class A Trustee, 3 year term ending 2029) Jeffrey A. Bailey (Class A Trustee, 3 year term ending 2029) |
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abrdn Life Sciences Investors |
C. William Maher (Class A Trustee, 3 year term ending 2029) Kathleen Goetz (Class A Trustee, 3 year term ending 2029) |
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abrdn Healthcare Opportunities Fund |
Christian Pittard (Class C Trustee, 3 year term ending 2029) Jeffrey A. Bailey (Class C Trustee, 3 year term ending 2029) |
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abrdn World Healthcare Fund |
Rose DiMartino (Class B Trustee, 3 year term ending 2029) Todd Reit (Class B Trustee, 3 year term ending 2029) |
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Each nominee has indicated an intention to serve as Trustee if elected and has consented to be named in this Joint Proxy Statement.
It is the intention of the persons named as proxies on the enclosed Proxy Card(s) to vote "FOR" the election of the nominees for each Class of Trustee to serve for a three-year term. In the event that a nominee is unable to serve for any reason when the election occurs, the proxies received will be voted for such substituted nominees as such Board may recommend.
EACH FUND'S BOARD, INCLUDING THE INDEPENDENT TRUSTEES, RECOMMENDS THAT SHAREHOLDERS VOTE "FOR" EACH NOMINEE.
The following tables set forth certain information regarding the nominees for election to the Boards of the Funds, Trustees whose terms of office continue beyond the Meetings, and the principal officers of the Funds. abrdn Inc., its parent company Aberdeen Group plc, and its advisory affiliates are collectively referred to as "Aberdeen" in the tables below.
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Name, Address and Year of Birth |
Position(s) Held with Fund |
Term of Office and Length of Time Served |
Principal Occupation(s) During at Least the Past Five Years |
Number of Registrants in Fund Complex* Overseen by Trustee |
Other Directorships Held by Trustee or Nominee for Trustee |
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Independent Trustee: |
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Jeffrey A. Bailey** † c/o abrdn Inc. 1900 Market Street, Suite 200 Philadelphia, PA 19103 Year of Birth: 1962 |
Class A Trustee (HQH); Class B Trustee (HQL); Class C Trustee (THQ and THW) |
Term expires 2026 (2029 if elected) (HQH and THQ); and 2027 (HQL and THW) Trustee of each Fund since 2020 |
Mr. Bailey was the CEO of IllummOss Inc from 2018-2020. He also served as the Board Chairman of Aileron Therapeutics Inc. 2017-2024 and Independent Board Chair of Tekla Funds 2020-2023. Most recently he served as the Director and CEO of BioDelivery Systems, Inc. from 2020-2022. He currently also serves on the board of Aurinia Pharmaceuticals. |
4 Registrants consisting of 4 Portfolios |
Aurinia Pharmaceuticals, Director since 2023. |
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Name, Address and Year of Birth |
Position(s) Held with Fund |
Term of Office and Length of Time Served |
Principal Occupation(s) During at Least the Past Five Years |
Number of Registrants in Fund Complex* Overseen by Trustee |
Other Directorships Held by Trustee or Nominee for Trustee |
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Nominees for Independent Trustee: |
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Rose DiMartino** † c/o abrdn Inc. 1900 Market Street, Suite 200 Philadelphia, PA 19103 Year of Birth: 1952 |
Class B Trustee (HQH, THQ and THW); Class C Trustee (HQL) |
Term expires 2028 (HQL and THQ); 2026 (2029 if elected) (THW); and 2027 (HQH); Trustee of each Fund since 2023 |
Ms. DiMartino has been retired since 2019. Previously, she was Partner (1991-2017) and Senior Counsel (2017-2019) at the law firm of Willkie Farr & Gallagher LLP |
5 Registrants consisting of 7 Portfolios |
None. |
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Kathleen Goetz** † c/o abrdn Inc. 1900 Market Street, Suite 200 Philadelphia, PA 19103 Year of Birth: 1966 |
Class A Trustee (HQL, THQ and THW); Class C Trustee (HQH) |
Term expires 2028 (HQH and THW); 2026 (2029 if elected) (HQL); and 2027 (THQ) Trustee of each Fund since 2021 |
Ms. Goetz is a healthcare advisor and biotech consultant since 2020. She brings over 30 years of biotech and pharma industry experience spanning commercial strategy, business and product development, finance, operational effectiveness, corporate governance, and market access.She most recently served in multiple roles at Novartis Pharmaceuticals, including Vice President of Sales (2017-2019) and Executive Director and Head of US Strategic Accounts (2014-2017). She currently serves on the board of Aurinia Pharmaceuticals. |
4 Registrants consisting of 4 Portfolios |
Aurinia Pharmaceuticals, Director, since 2025 |
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C. William Maher** † c/o abrdn Inc. 1900 Market Street, Suite 200 Philadelphia, PA 19103 Year of Birth: 1961 |
Class A Trustee (HQL); Class B Trustee (HQH and THQ); Class C Trustee (THW) |
Term expires 2028 (THQ); 2026 (2029 if elected) (HQL); and 2027 (HQH and THW); Trustee of each Fund since 2023 |
Mr. Maher is a Co-founder of Asymmetric Capital Management LLC from May 2018 to September 2020. Formerly Chief Executive Officer of Santa Barbara Tax Products Group ("SBTPG") from October 2014 to April 2016. Previously, he held senior financial leadership positions as CFO for SBTPG, CFO and Managing Director at LPL Financial, CFO and Managing Director at Nicholas Applegate Capital Management and CFO at Mitchell Hutchins Asset Management. |
6 Registrants consisting of 6 Portfolios |
None. |
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Name, Address and Year of Birth |
Position(s) Held with Fund |
Term of Office and Length of Time Served |
Principal Occupation(s) During at Least the Past Five Years |
Number of Registrants in Fund Complex* Overseen by Trustee |
Other Directorships Held by Trustee or Nominee for Trustee |
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Todd Reit** † c/o abrdn Inc. 1900 Market Street, Suite 200 Philadelphia, PA 19103 Year of Birth: 1968 |
Chair of the Board Class A Trustee (THQ); Class B Trustee (THW); Class C Trustee (HQH and HQL) |
Term expires 2028 (HQH and HQL); 2026 (2029 if elected) (THW); and 2027 (THQ) Trustee of each Fund since 2023 |
Mr. Reit is a Managing Member of Cross Brook Partners LLC, a real estate investment and management company since 2017. Mr. Reit is also Director and Financial Officer of Shelter Our Soldiers, a charity to support military veterans, since 2016. Mr. Reit was formerly a Managing Director and Global Head of Asset Management Investment Banking for UBS AG, where he was responsible for overseeing all the bank's asset management client relationships globally, including all corporate security transactions, mergers and acquisitions. Mr. Reit retired from UBS in 2017 after an over 25-year career at the company and its predecessor company, PaineWebber Incorporated (merged with UBS AG in 2000). |
10 Registrants consisting of 10 Portfolios |
None. |
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Nominee for Interested Trustee: |
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Christian Pittard†† c/o abrdn Inc. 1900 Market St., Suite 200, Philadelphia, PA 19103 Year of Birth: 1973 |
Class A Trustee (HQH and THW); Class B Trustee (HQL); Class C Trustee (THQ) Vice President of each Fund. |
Term expires 2028 (THW); 2026 (2029 if elected) (HQH and THQ); and 2027 (HQL) Trustee of each Fund since 2024 |
Mr. Pittard is Head of Closed End Funds for Aberdeen responsible for the US and UK businesses. He is also Managing Director of Corporate Finance having done a significant number of closed end fund transactions in the US and UK since joining Aberdeen in 1999. Previously, he was Head of the Americas and the North American Funds business based in the US. |
12 Registrants consisting of 12 Portfolios |
None. |
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* As of the date of this proxy statement , the "Fund Complex" has a total of 17 Registrants with each Board member serving on the number of Registrants listed. Each Registrant in the Fund Complex has one Portfolio except for two Registrants that are open-end funds, abrdn Funds and abrdn ETFs, which each have multiple portfolios. The Registrants in the Fund Complex are as follows: abrdn Asia-Pacific Income Fund, Inc., abrdn Global Income Fund, Inc., abrdn Australia Equity Fund, Inc., Aberdeen India Fund, Inc. (formerly, The India Fund, Inc.), abrdn Emerging Markets ex-China Fund, Inc., abrdn Income Credit Strategies Fund, abrdn Global Dynamic Dividend Fund, abrdn Total Dynamic Dividend Fund, abrdn Global Premier
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Properties Fund, abrdn Global Infrastructure Income Fund, abrdn National Municipal Income Fund, abrdn Healthcare Investors, abrdn Life Sciences Investors, abrdn Healthcare Opportunities Fund, abrdn World Healthcare Fund, abrdn Funds (16 portfolios) and abrdn ETFs (2 portfolios).
** Member of the Nominating and Corporate Governance Committee.
† Member of the Audit Committee.
†† Deemed to be an Interested Trustee of each Fund because of his affiliation held with the Funds' Investment Adviser.
ADDITIONAL INFORMATION ABOUT THE TRUSTEES
Each Board believes that each Trustee's experience, qualifications, attributes and skills on an individual basis and in combination with those of other Trustees lead to the conclusion that each Trustee should serve in such capacity. Among the attributes or skills common to all Trustees are their ability to review critically and to evaluate, question and discuss information provided to them, to interact effectively with the other Trustees, the Fund's investment adviser, the administrator and other service providers, counsel and independent registered public accounting firm, and to exercise effective and independent business judgment in the performance of their duties as Trustees. Each Trustee's ability to perform the duties of a trustee effectively has been attained and enhanced through the Trustee's education, professional training and other life experiences, such as business, consulting or public service positions and through experience from service as a member of each Fund's Board, public companies, or non- profit entities or other organizations.
A Trustee's ability to perform his or her duties effectively may have been attained through the Trustee's executive, business, consulting, and/or legal positions; experience from service as a Trustee of the Fund(s) and other funds/portfolios in the Aberdeen fund complex, other investment funds, public companies, or non-profit entities or other organizations; educational background or professional training or practice; and/or other life experiences. In this regard, the following specific experience, qualifications, attributes and/or skills apply as to each Trustee in addition to the information set forth in the table above: Mr. Bailey, extensive operational, business development, transactional and board-level expertise from senior roles across public and private pharmaceutical, biotechnology and medical device companies; Ms. Goetz, expertise in commercialization, market strategy, organizational leadership and governance from senior roles across the pharmaceutical, biotechnology and medical technology sectors; Ms. DiMartino, experience as a law firm partner counselling registered investment companies and their advisers in all aspects of fund organization and operation for over 30 years; Mr. Maher, experience as an officer in the financial services industry, including his experience as a chief financial officer and chief executive officer; Mr. Reit, banking and asset management experience and experience as a board member; Mr. Pittard, his experience as head of closed-end funds for an affiliate of the Investment Adviser. Each Trustee also has experience as a trustee or director of other funds with the Aberdeen Fund Complex.
Each Board believes that the significance of each Trustee's experience, qualifications, attributes or skills is an individual matter (meaning that experience important for one Trustee may not have the same value for another) and that these factors are best evaluated at the Board level as a whole, with no single Trustee, or particular factor, being indicative of Board effectiveness. In its periodic self-assessment of the effectiveness of the Board, each Board considers the complementary individual skills and experience of the individual Trustees 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 respective Fund. References to the qualifications, attributes and skills of Trustees are presented pursuant to disclosure requirements of the Securities and Exchange Commission ("SEC") and do not constitute holding out a Board or any Trustee as having any special expertise or experience, and shall not impose any greater responsibility or liability on any such person or on a Board by reason thereof.
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OFFICERS
The executive officers of the Funds are chosen annually to hold office until the next year and until their successors are chosen and qualified. "Aberdeen" in the chart below refers to the companies within Aberdeen Group plc, parent company of the investment manager and administrator. The current executive officers of the Funds who do not concurrently serve as a Trustee are:
|
Name, Address and Year of Birth |
Position(s) Held With the Funds |
Term of Office* and Length of Time Served |
Principal Occupation(s) During Past Five Years |
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Jason Akus** abrdn Inc. 28 State Street 17th Floor Boston, MA 02109 Year of Birth: 1974 |
Vice President of the Funds |
Since 2023 |
Currently Senior Investment Director. Dr. Akus joined Aberdeen in October 2023 from Tekla Capital Management where he was employed as a senior vice president of research. |
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Josh Duitz** abrdn Inc. 875 Third Ave 4th Floor, Suite 403 New York, NY 10022 Year of Birth: 1970 |
Vice President of the Funds |
Since 2023 |
Currently, Head of Global Income at Aberdeen. Mr. Duitz joined Aberdeen in 2018 from Alpine Woods Capital Investors LLC where he was a Portfolio Manager. |
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Sharon Ferrari** c/o abrdn Inc. 1900 Market St, Suite 200 Philadelphia, PA 19103 Year of Birth: 1977 |
Treasurer and Chief Financial Officer |
Since 2023 |
Currently, Director Product Management for Aberdeen. Ms. Ferrari joined Aberdeen as a Senior Fund Administrator in 2008. |
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Katie Gebauer** c/o abrdn Inc. 1900 Market St, Suite 200 Philadelphia, PA 19103 Year of Birth: 1986 |
Chief Compliance Officer and Vice President of the Funds |
Since 2025 |
Currently, Ms. Gebauer is Head of US Registered Fund Compliance. She serves as the Chief Compliance Officer for Aberdeen's US closed end funds, open end funds and ETFs. Ms. Gebauer joined Aberdeen in 2014. |
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Alan Goodson** c/o abrdn Inc. 1900 Market Street, Suite 200 Philadelphia, PA 19103 Year of Birth: 1974 |
President of the Funds |
Since 2023 |
Currently, Executive Director and Head of Product & Client Solutions—Americas for Aberdeen, overseeing Product Management& Governance, Product Development and Client Solutions for registered and unregistered investment companies in the U.S., Brazil and Canada. Mr. Goodson is Director and Vice President of abrdn Inc. and joined Aberdeen in 2000. |
||||||||||||
|
Heather Hasson** c/o abrdn Inc. 1900 Market St, Suite 200 Philadelphia, PA 19103 Year of Birth: 1982 |
Vice President of the Funds |
Since 2025 |
Currently, Senior Product Development Manager for Aberdeen. Previously, Senior Product Solutions and Implementation Manager, Product Governance US for Aberdeen. Ms. Hasson joined Aberdeen as a Fund Administrator in 2006. |
||||||||||||
|
Robert Hepp** c/o abrdn Inc. 1900 Market Street, Suite 200 Philadelphia, PA 19103 Year of Birth: 1986 |
Vice President of the Funds |
Since 2025 |
Currently, Senior Product Governance Manager—US for Aberdeen. Mr. Hepp joined Aberdeen in 2016. |
||||||||||||
10
|
Name, Address and Year of Birth |
Position(s) Held With the Funds |
Term of Office* and Length of Time Served |
Principal Occupation(s) During Past Five Years |
||||||||||||
|
Megan Kennedy** c/o abrdn Investments Limited c/o abrdn Inc. 1900 Market Street, Suite 200 Philadelphia, PA 19103 Year of Birth: 1974 |
Secretary and Vice President of the Funds |
Since 2023 |
Currently, Senior Director, Product Governance for Aberdeen. Ms. Kennedy joined Aberdeen in 2005. |
||||||||||||
|
Michael Marsico** c/o abrdn Inc. 1900 Market Street, Suite 200 Philadelphia, PA 19103 Year of Birth: 1980 |
Vice President of the Funds |
Since 2023 |
Currently, Senior Product Manager—US for Aberdeen. Mr. Marsico joined Aberdeen as a Fund Administrator in 2014. |
||||||||||||
|
Heather Reilly* c\o abrdn Inc. 1900 Market Street Suite 200 Philadelphia, PA 19103 Year of Birth:1968 |
Vice President of the Funds |
Since 2025 |
Currently, Senior Product Governance Manager for Aberdeen. Ms. Reilly joined Aberdeen in 2022. |
||||||||||||
|
Ben Ritchie** abrdn Investments Limited 280 Bishopsgate London, E2M 4AG Year of Birth: 1980 |
Vice President of the Funds |
Since 2023 |
Currently, Head of the Developed Markets Equity team at Aberdeen. Mr. Ritchie joined Aberdeen in 2002. |
||||||||||||
|
Kolotiolomq Silue** c/o abrdn Inc. 1900 Market St, Suite 200 Philadelphia, PA 19103 Year of Birth: 1977 |
Vice President of the Funds |
Since 2024 |
Currently, Senior Product Manager for Aberdeen. Mr. Silue joined Aberdeen in October 2023 from Tekla Capital Management where he was employed as a Senior Manager of Fund Administration. |
||||||||||||
|
Lucia Sitar** c/o abrdn Inc. 1900 Market St, Suite 200 Philadelphia, PA 19103 Year of Birth: 1971 |
Chief Legal Officer and Vice President of the Funds |
Since 2023 |
Currently, Vice President and U.S. Counsel—Head of Product Governance for Aberdeen. Previously, Ms. Sitar was Head of Product Governance and Management and Managing U.S. Counsel for Aberdeen. She joined Aberdeen as U.S. Counsel in 2007. |
||||||||||||
|
Michael Taggart** c/o abrdn Inc. 1900 Market St, Suite 200 Philadelphia, PA 19103 Year of Birth: 1970 |
Vice President of the Funds |
Since 2023 |
Currently, Head of Closed-End Fund Investor Relations at Aberdeen. since 2023. Prior to that, he was Vice President of Investment Research and Head of Operations at Relative Value Partners, LLC from June 2022. Prior to that, he was self-employed after having left Nuveen in November 2020, where he had served as Vice President of Closed-End Fund Product Strategy since November 2013. |
||||||||||||
|
Loretta Tse** abrdn Inc. 28 State Street 17th Floor Boston, MA 02109 Year of Birth: 1967 |
Vice President of the Funds |
Since 2023 |
Currently Investment Director at Aberdeen. Ms. Tse joined Aberdeen in October 2023 from Tekla Capital Management LLC where she was a Vice President investing in venture. Previously, she worked for the Fred Hutchinson Cancer Research Center and Oxford Biosciences Partners. |
||||||||||||
11
|
Name, Address and Year of Birth |
Position(s) Held With the Funds |
Term of Office* and Length of Time Served |
Principal Occupation(s) During Past Five Years |
||||||||||||
|
Ashton Wilson** c/o abrdn Inc. 1900 Market St, Suite 200 Philadelphia, PA 19103 Year of Birth: 1986 |
Vice President of the Funds |
Since 2025 |
Currently Senior Investment Director is in healthcare portfolio management. Mr. Wilson joined Aberdeen in October 2023 from Tekla Capital Management where he was a Senior Vice President. Previously, he worked for Goldman Sachs and Co. |
||||||||||||
* Officers hold their positions with the Fund until a successor has been duly elected and qualifies. Officers are appointed annually at a meeting of the Fund Board.
** Each officer may hold officer position(s) in one or more other funds which are part of the Fund Complex.
Ownership of Securities
Set forth in the table below is the dollar range of equity securities in each Fund and the aggregate dollar range of equity securities in the Aberdeen Family of Investment Companies (as defined below) beneficially owned by each Trustee or nominee as of March 16, 2026.
|
Name of Trustee or Nominee |
Dollar Range of Equity Securities Owned |
Aggregate Dollar Range of Equity Securities in All Funds Overseen by Trustee or Nominee in Family of Investment Companies(1) |
|||||||||
|
Nominees for Independent Trustee: |
|||||||||||
|
Jeffrey A. Bailey |
HQH: $10,001 — $50,000 |
$ |
50,001 — $100,000 |
||||||||
|
HQL: $10,001 — $50,000 |
|||||||||||
|
THQ: $10,001 — $50,000 |
|||||||||||
|
THW: $10,001 — $50,000 |
|||||||||||
|
Independent Trustees: |
|||||||||||
|
Kathleen Goetz |
HQH: $10,001 — $50,000 |
$ |
50,001 — $100,000 |
||||||||
|
HQL: $10,001 — $50,000 |
|||||||||||
|
THQ: $10,001 — $50,000 |
|||||||||||
|
THW: $10,001 — $50,000 |
|||||||||||
|
Rose DiMartino |
HQH: $10,001 — $50,000 |
$ |
50,001 — $100,000 |
||||||||
|
HQL: $10,001 — $50,000 |
|||||||||||
|
THQ: $10,001 — $50,000 |
|||||||||||
|
THW: $10,001 — $50,000 |
|||||||||||
|
C. William Maher |
HQH: $10,001 — $50,000 |
Over $100,000 |
|||||||||
|
HQL: $10,001 — $50,000 |
|||||||||||
|
THQ: $10,001 — $50,000 |
|||||||||||
|
THW: $10,001 — $50,000 |
|||||||||||
12
|
Name of Trustee or Nominee |
Dollar Range of Equity Securities Owned |
Aggregate Dollar Range of Equity Securities in All Funds Overseen by Trustee or Nominee in Family of Investment Companies(1) |
|||||||||
|
Todd Reit |
HQH: $10,001 — $50,000 |
Over $100,000 |
|||||||||
|
HQL: $10,001 — $50,000 |
|||||||||||
|
THQ: $10,001 — $50,000 |
|||||||||||
|
THW: $10,001 — $50,000 |
|||||||||||
|
Nominee for Interested Trustee: |
|||||||||||
|
Christian Pittard |
HQH: None |
None |
|||||||||
|
HQL: None |
|||||||||||
|
THQ: None |
|||||||||||
|
THW: None |
|||||||||||
(1) "Family of Investment Companies" means those registered investment companies that are advised by the Investment Adviser, or an affiliate of the Investment Adviser, and that hold themselves out to investors as related companies for purposes of investment and investor services.
As of March 16, 2026, each Fund's Trustees and officers, in the aggregate, owned less than 1% of that Fund's outstanding equity securities. As of March 16, 2026, none of the Independent Trustees or their immediate family members owned any shares of the Investment Adviser or of any person (other than a registered investment company) directly or indirectly controlling, controlled by, or under common control with the Investment Adviser.
Mr. Goodson and Ms. Ferrari serve as executive officers of the Funds. As of March 16, 2026, Mr. Goodson owned between $1 — $10,000 of HQH. As of March 16, 2026, Ms. Ferrari did not own shares of the Funds.
BOARD AND COMMITTEE STRUCTURE
The Board of each Fund is comprised of six individuals, five of whom are not "interested persons" of the Fund as defined in the Investment Company Act of 1940, as amended (the "1940 Act") ("Independent Trustees"). Each Fund divides the Board into three classes, with each class having a term of three years. Each year, the term of office of one class will expire and the successor(s) elected to such class will serve for a three-year term.
Each Board has appointed Mr. Reit, an Independent Trustee, as Chair. The Chair presides at meetings of the Trustees, participates in the preparation of the agenda for meetings of the Board, and acts as a liaison between the Trustees and management between Board meetings. Except for any duties specified herein, the designation as Chair does not impose on such Trustee any duties, obligations or liability that is greater than the duties, obligations or liability imposed on such person as a member of a Board, generally.
The Board of each Fund holds regular quarterly meetings to consider and address matters involving the respective Fund. Each Board also may hold special meetings to address matters arising between regular meetings. The Independent Trustees also meet outside the presence of management in executive session and have engaged separate, independent legal counsel to assist them in performing their oversight responsibilities.
The Board of each Fund has established a committee structure that includes an Audit Committee, and Nominating and Corporate Governance Committee (each discussed in more detail below) to assist each Board in the oversight and direction of the business affairs of the respective Fund. All of the members of these Committees are Independent Trustees. Each Board may also designate working groups or ad hoc committees as it deems appropriate.
13
The Board of each Fund has determined that its leadership structure is appropriate for the Fund because it enables the Board to exercise informed and independent judgment over matters under its purview, allocates responsibility among committees in a manner that fosters effective oversight and allows the Board to devote appropriate resources to specific issues in a flexible manner as they arise. The Board periodically reviews its leadership structure as well as its overall structure, composition, and functioning and may make changes at its discretion at any time.
Audit Committee
Each Fund has an Audit Committee comprised solely of Independent Trustees who are "independent" as defined in the NYSE Listing Standards. The Board of each Fund has adopted a written charter for the Audit Committee. The Audit Committee charter of the Funds is available at http://www.aberdeenhqh.com, http://www.aberdeenhql.com, http://www.aberdeenthq.com and http://www.aberdeenthw.com. The principal purpose of each Fund's Audit Committee is to assist the Board in fulfilling its responsibility to oversee the integrity of the Fund's financial statements and the Fund's compliance with legal and regulatory requirements (including related tax requirements) and to oversee management's conduct of the Fund's financial reporting process, including reviewing the financial reports and other financial information provided by the Fund, the Fund's systems of internal accounting and financial controls and the annual independent audit process. Each Audit Committee is responsible for the selection and engagement of the respective Fund's independent registered public accounting firm (subject to ratification by the Fund's Independent Trustees).
Each Audit Committee's role is one of oversight, and it is recognized that each Fund's officers are responsible for preparing each Fund's financial statements and that each Fund's independent registered public accountant is responsible for auditing those financial statements. Although each Audit Committee member must be financially literate and one member must have accounting or financial management expertise (as determined by the Board in its business judgment), Audit Committee members are not professionally engaged in the practice of accounting or auditing and are not experts in the fields of accounting or auditing, including with respect to auditor independence. Audit Committee members rely, without independent verification, on the information provided to them and on the representations made by management and each Fund's independent registered public accountants.
The members of each Fund's Audit Committee are Mr. Bailey, Ms. DiMartino, Ms. Goetz, Mr. Maher and Mr. Reit. Mr. Maher is the Chair of each Fund's Audit Committee and the Board has determined that Mr. Maher is an "audit committee financial expert" as defined by Section 401(h) of Regulation S-K.
Nominating and Corporate Governance Committee
Each Board has a Nominating and Corporate Governance Committee ("Nominating Committee") to promote the effective participation of qualified individuals on the Board, committees of the Board, and to review, evaluate and enhance the effectiveness of the Board in its role in governing the Fund and overseeing the management of the Fund so that the interests of shareholders of the Fund are well-served. In pursuit of this purpose, the Nominating Committee's responsibilities include the identification and nomination of new Trustees and the coordination of the annual self-assessment of the performance of the Board and the Fund's committee structure to ensure the effective functioning of the Board. The members of each Fund's Committee are Mr. Bailey, Ms. DiMartino, Ms. Goetz, Mr. Maher and Mr. Reit. Mr. Reit is the Chair of the Committee.
Each Nominating Committee makes nominations to fill vacancies for trustees of the Fund and submits such nominations to the full Board. No trustee may be elected by the Board or nominated by the Board for election by shareholders unless nominated by the Committee. In nominating candidates, the Nominating Committee will seek to identify candidates who can bring to the Board the skills, experience and judgment necessary to address the issues trustees of investment companies, and the Fund in particular, may confront in fulfilling their duties to fund shareholders. The Nominating Committees may, in its discretion, establish specific, minimum
14
qualifications (including skills) that must be met by candidates and may take into account a wide variety of factors in considering prospective trustee candidates.
The Nominating Committees shall consider Trustee candidates from such sources it deems appropriate, including candidates recommended by shareholders of the Fund. In order for the Nominating Committee to consider shareholder recommendations, the candidate must (i) satisfy any minimum qualifications of the Fund for its trustees, including all qualifications provided under the Nominating Committee's Charter and in the Fund's organizational documents; (ii) not be an "interested persons" of the Fund as that term is defined in the 1940 Act; and (iii) must be "independent" as defined in the NYSE listing standards.
All shareholder recommendations must be submitted in writing to the Secretary of the Fund by the deadline for submission of any shareholder proposals which would be included in the Fund's proxy statement for the next annual meeting of the Fund. Each shareholder or shareholder groups submitting proposed candidates must meet the requirements stated in the Nominating Committee's charter and in the Fund's organizational documents in order to recommend a candidate.
The Nominating and Corporate Governance Committee charter of each Fund is available at its respective website at http://www.aberdeenhqh.com, http://www.aberdeenhql.com, http://www.aberdeenthq.com and http://www.aberdeenthw.com
Board and Committee Meetings in Fiscal Year 2025
During the fiscal year ended September 30, 2025, HQH, HQL, THQ and THW's Boards each held five meetings; each Fund's Audit Committee held four meetings; and each Fund's Nominating and Corporate Governance Committee held one meeting.
Each of the incumbent Trustees attended at least 75% of the aggregate number of meetings of the Boards of each Fund during the period for which he or she served as a Trustee. Each of the incumbent Trustees attended at least 75% of the aggregate number of meetings of the Committees of the Board of each Fund on which such Trustee served during the period that he or she has served.
Board Oversight of Risk Management
Each Fund is subject to a number of risks, including, among others, investment, compliance, operational and valuation risks. Risk oversight forms part of each Board's general oversight of the respective Fund and is addressed as part of various Board and Committee activities. Each Board has adopted, and periodically reviews, policies and procedures designed to address these risks. Different processes, procedures and controls are employed with respect to different types of risks. Day-to-day risk management functions are subsumed within the responsibilities of the Funds' Investment Adviser, who carry out the Funds' investment management and business affairs and other service providers in connection with the services they provide to the Funds. The Investment Adviser and other service providers have their own, independent interest in risk management, and their policies and methods of risk management will depend on their functions and business models. As part of its regular oversight of each Fund, the respective Board, directly and/or through a Committee, interacts with and reviews reports from, among others, the Investment Adviser and Sub-Adviser (as applicable) and each Fund's other service providers (including the Funds' transfer agent), the Funds' Chief Compliance Officer, the Funds' independent registered public accounting firm, legal counsel to the Funds, including Counsel to the Independent Trustees, and internal auditors, as appropriate, relating to the operations of the Funds. Each Board also requires the Investment Adviser to report to the Board on other matters relating to risk management on a regular and as-needed basis. The Boards recognize that it may not be possible to identify all of the risks that may affect the Funds or to develop processes and controls to eliminate or mitigate their occurrence or effects. Each Board may, at any time and in its discretion, change the manner in which it conducts risk oversight.
15
Communications with the Board of Trustees
Shareholders who wish to communicate with Board members with respect to matters relating to the Funds may address their written correspondence to the Boards as a whole or to individual Board members c/o abrdn Inc. at 1900 Market Street, Suite 200, Philadelphia, PA 19103, or via e-mail to the Trustee(s) c/o abrdn Inc. at [email protected].
Trustees Attendance at Annual Meetings of Shareholders
The Funds have not established a policy with respect to Trustee attendance at annual meetings of shareholders. The prior year's annual meetings of shareholders were attended by three Trustees.
REPORTS OF THE AUDIT COMMITTEES; INFORMATION REGARDING THE FUNDS' INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
At a meeting held on December 9, 2025, the Board of each Fund, including a majority of the Trustees who are not "interested persons," as defined under the 1940 Act, selected KPMG LLP ("KPMG") to act as the independent registered public accounting firm for each Fund for the fiscal year ending September 30, 2026. Representatives from KPMG are not expected to be present at the Meetings to make a statement or respond to questions from shareholders. If requested by any shareholder by two (2) business days before the Meetings, a representative of KPMG will be present by telephone at the Meetings to respond to appropriate questions and will have an opportunity to make a statement if he or she chooses to do so.
Each Fund's financial statements for the fiscal year ended September 30, 2025 were audited by KPMG. The Audit Committee of each Fund has reviewed and discussed the audited financial statements of the Fund with management of the Fund. The Audit Committee of each Fund has received the written disclosures and the letter from KPMG required by The Public Company Accounting Oversight Board ("PCAOB") Rule 3526 (PCAOB Rule 1, Communication with Audit Committees Concerning Independence), as may be modified or supplemented, and have discussed with KPMG its independence with respect to the Fund. The Funds know of no direct financial or material indirect financial interest of KPMG in the Funds. The Audit Committees have discussed with KPMG the matters required to be discussed by the applicable requirements of the PCAOB and the SEC. Based on the foregoing review and discussions, the Audit Committee of each Fund recommended to the respective Board that the audited financial statements of each Fund for the fiscal year ended September 30, 2025 be included in each Fund's most recent annual report filed with the SEC.
C. William Maher, Chair of the Audit Committee
Jeffrey A. Bailey, Member of the Audit Committee
Rose DiMartino, Member of the Audit Committee
Kathleen Goetz, Member of the Audit Committee
Todd Reit, Member of the Audit Committee
The following table sets forth the aggregate fees billed for professional services rendered by the principal accountant during the Funds' two most recent fiscal years ended September 30:
|
Fund |
Fiscal year |
Audit Fees |
Audit-Related Fees |
Tax Fees |
All Other Fees |
||||||||||||||||||
|
HQH |
2025 |
$ |
126,900 |
$ |
0 |
$ |
0 |
$ |
0 |
||||||||||||||
|
2024 |
$ |
123,200 |
$ |
0 |
$ |
0 |
$ |
0 |
|||||||||||||||
|
HQL |
2025 |
$ |
126,900 |
$ |
0 |
$ |
0 |
$ |
0 |
||||||||||||||
|
2024 |
$ |
123,200 |
$ |
0 |
$ |
0 |
$ |
0 |
|||||||||||||||
16
|
Fund |
Fiscal year |
Audit Fees |
Audit-Related Fees |
Tax Fees |
All Other Fees |
||||||||||||||||||
|
THQ |
2025 |
$ |
91,100 |
$ |
0 |
$ |
0 |
$ |
0 |
||||||||||||||
|
2024 |
$ |
88,400 |
$ |
0 |
$ |
0 |
$ |
0 |
|||||||||||||||
|
THW |
2025 |
$ |
98,600 |
$ |
0 |
$ |
0 |
$ |
0 |
||||||||||||||
|
2024 |
$ |
94,400 |
$ |
0 |
$ |
0 |
$ |
0 |
|||||||||||||||
All of the services described in the table above were pre-approved by the relevant Audit Committee.
Each Audit Committee is responsible for pre-approving (i) all audit and permissible non-audit services to be provided by the independent registered public accounting firm to each Fund and (ii) all permissible non-audit services to be provided by the independent registered public accounting firm to each Fund's Investment Adviser, and any service provider to a Fund controlling, controlled by or under common control with each Fund's Investment Adviser that provided ongoing services to the Fund ("Covered Service Provider"), if the engagement relates directly to the operations and financial reporting of the Fund. The following table shows the amount of fees that KPMG billed during the Funds' last two fiscal years for non-audit services to the Funds, the Investment Adviser, and a Covered Service Provider:
|
Fund |
Fiscal Year Ended |
Total Non-Audit Fees Billed to Fund* |
Total Non-Audit Fees billed to Investment Adviser and Covered Service Providers (engagements related directly to the operations and financial reporting of the Fund) |
Total Non-Audit Fees billed to Investment Adviser and Covered Service Providers (all other engagements) |
Total |
||||||||||||||||||
|
HQH |
October 31, 2025 |
$ |
0 |
$ |
0 |
$ |
1,253,744 |
$ |
1,253,744 |
||||||||||||||
|
|
October 31, 2024 |
$ |
0 |
$ |
0 |
$ |
629,124 |
$ |
629,124 |
||||||||||||||
|
HQL |
October 31, 2025 |
$ |
0 |
$ |
0 |
$ |
1,253,744 |
$ |
1,253,744 |
||||||||||||||
|
|
October 31, 2024 |
$ |
0 |
$ |
0 |
$ |
629,124 |
$ |
629,124 |
||||||||||||||
|
THQ |
October 31, 2025 |
$ |
0 |
$ |
0 |
$ |
1,253,744 |
$ |
1,253,744 |
||||||||||||||
|
|
October 31, 2024 |
$ |
0 |
$ |
0 |
$ |
629,124 |
$ |
629,124 |
||||||||||||||
|
THW |
October 31, 2025 |
$ |
0 |
$ |
0 |
$ |
1,253,744 |
$ |
1,253,744 |
||||||||||||||
|
|
October 31, 2024 |
$ |
0 |
$ |
0 |
$ |
629,124 |
$ |
629,124 |
||||||||||||||
* "Non-Audit Fees billed to Fund" for both fiscal years represent "Tax Fees" and "All Other Fees" billed to Funds in their respective amounts from the previous table.
Each Audit Committee has adopted an Audit Committee Charter that provides that the Audit Committee shall appoint, retain, and oversee an independent auditor and evaluate the terms of the engagement (including compensation of the auditor) and the qualifications and independence of the independent auditor, including whether the independent auditor provides any consulting, auditing or tax services to the Investment Adviser (as defined below), and receive the independent auditor's specific representations as to its independence, delineating all relationships between the independent auditor and the Fund, consistent with the Independent Standards Board ("ISB") Standard No. 1. Each Audit Committee Charter also provides that the Committee shall review in advance, and consider approval of, any and all proposals by Fund management or the Investment Adviser that the Fund, Investment Adviser or their affiliated persons to employ the independent auditor to render "permissible non-audit services" to the Fund and to consider whether such services are consistent with the independent auditor's independence.
Each Audit Committee has considered whether the provision of non-audit services that were rendered to the investment adviser that managed the Funds during the fiscal years ended September 30, 2024 and September 30, 2025, and any entity controlling, controlled by, or under common control with any Covered Service Provider that
17
provides ongoing services to the Funds that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, is compatible with maintaining the independent auditor's independence and has concluded that it is independent.
COMPENSATION
The following table sets forth information regarding compensation of Trustees from the Funds and by the Fund Complex of which the Funds are a part for the fiscal year ended September 30, 2025. All officers of the Funds are employees of and are compensated by abrdn Inc., the Funds' administrator, or an affiliate. None of the Funds' executive officers or Trustees who are also officers or directors of abrdn Inc., the Investment Adviser or an affiliate received any compensation from any Fund for such period. None of the Funds have any bonus, profit sharing, pension or retirement plans.
|
Name of Trustee: |
Aggregate Compensation from the Funds for Fiscal Year Ended September 30, 2025 |
Total Compensation From Fund and Fund Complex Paid To Trustees* |
|||||||||||||||||||||
|
HQH |
HQL |
THQ |
THW |
||||||||||||||||||||
|
Nominees for Independent Trustee: |
|||||||||||||||||||||||
|
Jeffrey A. Bailey |
$ |
27,438.18 |
$ |
27,438.18 |
$ |
27,438.18 |
$ |
27,438.18 |
$ |
109,752.72 |
|||||||||||||
|
Rose DiMartino |
$ |
26,938.18 |
$ |
26,938.18 |
$ |
26,938.18 |
$ |
26,938.18 |
$ |
232,489.67 |
|||||||||||||
|
Kathleen Goetz |
$ |
27,438.18 |
$ |
27,438.18 |
$ |
27,438.18 |
$ |
27,438.18 |
$ |
109,752.72 |
|||||||||||||
|
C. William Maher |
$ |
29,438.18 |
$ |
29,438.18 |
$ |
29,438.18 |
$ |
29,438.18 |
$ |
302,716.03 |
|||||||||||||
|
Todd Reit |
$ |
31,938.18 |
$ |
31,938.18 |
$ |
31,938.18 |
$ |
31,938.18 |
$ |
310,093.62 |
|||||||||||||
|
Nominee for Interested Trustee: |
|||||||||||||||||||||||
|
Christian Pittard |
N/A |
N/A |
N/A |
N/A |
N/A |
||||||||||||||||||
* For the number of funds currently within the Fund Complex, see the "Trustees" table above.
Relationship of Trustees or Nominees with the Investment Adviser and Administrator
abrdn Inc. serves as the investment adviser ("Investment Adviser") to each Fund pursuant to an advisory agreement dated as of October 27, 2023. The Investment Adviser is a Delaware corporation with its registered offices located at 1900 Market Street, Suite 200, Philadelphia, PA 19103. abrdn Inc. also provides administrative services to each Fund under the advisory agreement. The Investment Adviser is an indirect subsidiary of Aberdeen Group plc, which has its registered offices at 1 George Street, Edinburgh, EH2 2LL, Scotland. Mr. Pittard, a Trustee of the Funds, is employed by the Investment Adviser.
Delinquent Section 16(a) Reports
Section 16(a) of the 1934 Act and Section 30(h) of the 1940 Act, as applied to the Funds, require the Funds' officers and Trustees, certain officers and directors of the Investment Adviser, affiliates of the Investment Adviser, and persons who beneficially own more than 10% of the Funds' outstanding securities to electronically file reports of ownership of the Funds' securities and changes in such ownership with the SEC and the NYSE.
Based solely on each Fund's review of such forms filed on EDGAR or written representations from reporting persons that all reportable transactions were reported, to the knowledge of each Fund, during the fiscal year ended September 30, 2025, each Fund's officers, Trustees and greater than 10% owners timely filed all reports they were required to file under Section 16(a) except that due to an administrative oversight, a Form 3 filing for each of HQH, HQL, THQ and THW was submitted late for Kolotioloma Silue, an officer of the Fund.
18
ADDITIONAL INFORMATION
Administrator. State Street Bank & Trust Company, located at 1 Heritage Drive, 3rd Floor, North Quincy, MA 02171, serves as administrator to the Funds.
Expenses. The expense of preparation, printing and mailing of the enclosed proxy card and accompanying Notice and Joint Proxy Statement will be borne proportionately by each Fund. Each Fund will reimburse banks, brokers and others for their reasonable expenses in forwarding proxy solicitation material to the beneficial owners of the shares of each Fund. In order to obtain the necessary quorum at each Meeting, supplementary solicitation may be made by mail, telephone or personal interview. Such solicitation may be conducted by, among others, officers, Trustees and employees of the Funds, the Investment Adviser, abrdn Inc. or its affiliates.
EQ Fund Solutions, LLC ("EQ") has been retained to assist in the solicitation of proxies and will receive an estimated fee of $2,500 per Fund and be reimbursed for its reasonable expenses, which are estimated to be $825 — $1,350 for each Fund.
Solicitation and Voting of Proxies. Solicitation of proxies is being made primarily by the mailing of this Joint Proxy Statement with its enclosures on or about April 13, 2026. As mentioned above, EQ has been engaged to assist in the solicitation of proxies. As the date of the Meetings approach, certain shareholders of a Fund may receive a call from a representative of EQ, if the Fund has not yet received their vote. Authorization to permit EQ to execute proxies may be obtained by telephonic instructions from shareholders of a Fund. Proxies that are obtained telephonically will be recorded in accordance with procedures that management of each of the Funds believes are reasonably designed to ensure that the identity of the shareholder casting the vote is accurately determined and that the voting instructions of the shareholder are accurately determined.
Beneficial Owners. Based upon filings made with the SEC, as of March 16, 2026, the following table shows certain information concerning persons who may be deemed beneficial owners of 5% or more of the shares of the Funds because they possessed or shared voting or investment power with respect to a Fund's shares:
|
Fund |
Class |
Name and Address |
Number of Shares Beneficially Owned |
Percentage of Shares |
|||||||||||||||
|
HQL |
Common Stock |
First Trust Portfolios L.P.* First Trust Advisers L.P.* The Charger Corporation* 120 East Liberty Drive, Suite 400 Wheaton, Illinois 60187 |
3,021,786 |
10.09 |
% |
||||||||||||||
* These entities jointly filed a Schedule 13G for the share amount and percentage shown.
Shareholder Proposals.
Any Rule 14a-8 shareholder proposal to be considered for inclusion in the Funds' proxy statement and form of proxy for the annual meetings of shareholders to be held in 2027 should be received by the Secretary of the Funds no later than 120 calendar days prior to April 13, 2027 (the first anniversary of the date of the release of this year's proxy statement). There are additional requirements regarding proposals of shareholders, and a shareholder contemplating submission of a proposal for inclusion in the Funds' proxy materials is referred to Rule 14a-8 under the 1934 Act.
In addition, shareholder proposals for each Fund's 2027 Annual Meeting (other than proposals submitted for inclusion in the Fund's 2027 proxy statement pursuant to Rule 14a-8) must be submitted to the Fund's
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Secretary no less that ninety (90) days nor no more than one hundred twenty (120) days prior to the first anniversary date of each Fund's 2026 Annual Meeting (May 27, 2027), unless the meeting date is more than 30 days before or after May 27, 2027, in which case the proposal must be submitted by the later of the close of business on (1) the date 90 days prior to the 2027 Annual Meeting date or (2) the tenth business day following the date on which the 2027 Annual Meeting date is first publicly announced or disclosed.
In accordance with Rule 14a-4(c), each Fund may exercise discretionary voting authority with respect to any shareholder proposals for the Annual Meetings not included in the proxy statement and form of proxy card which are not submitted to the Funds within the timeframe indicated above. Even if timely notice is received, a Fund may exercise discretionary voting authority in certain other circumstances permitted by Rule 14a-4(c) and SEC guidance related thereto. Discretionary voting authority is the ability to vote proxies that shareholders have executed and returned to a Fund on matters not specifically reflected on the form of proxy card.
SHAREHOLDERS WHO DO NOT EXPECT TO ATTEND THE MEETINGS AND WHO WISH TO HAVE THEIR SHARES VOTED ARE REQUESTED TO DATE AND SIGN THE ENCLOSED PROXY CARD(S) AND RETURN THEM IN THE ENCLOSED ENVELOPE. NO POSTAGE IS REQUIRED IF MAILED IN THE UNITED STATES.
Delivery of Joint Proxy Statement
Unless the Funds have received contrary instructions from shareholders, only one copy of this Joint Proxy Statement may be mailed to households, even if more than one person in a household is a shareholder of record. If a shareholder needs an additional copy of this Joint Proxy Statement, please contact the Funds at 1-800-522-5465. If any shareholder does not want the mailing of this Joint Proxy Statement to be combined with those for other members of its household, please contact the Funds in writing at: 1900 Market Street, Suite 200, Philadelphia, PA 19103 or call the Funds at 1-800-522-5465.
Other Business
The Investment Adviser knows of no business to be presented at the Meetings, other than the Proposals set forth in this Joint Proxy Statement, but should any other matter requiring the vote of shareholders arise, the proxies will vote thereon according to their discretion.
By order of the Boards of Trustees,
Megan Kennedy, Vice President and Secretary
abrdn Healthcare Investors
abrdn Life Sciences Investors
abrdn Healthcare Opportunities Fund
abrdn World Healthcare Fund
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| EVERY VOTE IS IMPORTANT ABRDN HEALTHCARE OPPORTUNITIES FUNDPO Box 43131 Providence, RI 02940-3131 EASY VOTING OPTIONS: Please detach at perforation before mailing. PROXY ABRDN HEALTHCARE OPPORTUNITIES FUND ANNUAL MEETING OF SHAREHOLDERS TO BE HELD MAY 27, 2026 THIS PROXY IS BEING SOLICITED BY THE BOARD OF TRUSTEES. The undersigned shareholder(s) of abrdn Healthcare Opportunities Fund (the “Fund”), revoking previous proxies, hereby appoints Megan Kennedy, Robert Hepp and Lucia Sitar, or any one of them true and lawful attorneys each with full power of substitution, to vote all shares of the Fund which the undersigned is entitled to vote, at the Annual Meeting of Shareholders to be held on Wednesday, May 27, 2026, at 12:00 p.m. Eastern Time, at the offices of abrdn Inc., located at 1900 Market Street, Suite 200, Philadelphia, Pennsylvania 19103, and at any adjournment thereof as indicated on the reverse side. Please refer to the Joint Proxy Statement for a discussion of these matters, including instructions related to meeting attendance. In their discretion, the proxy holders named above are authorized to vote upon such other matters as may properly come before the meeting or any adjournment thereof. Receipt of the Notice of the Annual Meeting and the accompanying Joint Proxy Statement is hereby acknowledged. If this Proxy is executed but no instructions are given, the votes entitled to be cast by the undersigned will be cast “FOR” the nominees for trustees. VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE: 1-800-337-3503 THQ_35086_032626 PLEASE MARK, SIGN, DATE ON THE REVERSE SIDE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED ENVELOPE. xxxxxxxxxxxxxx code SCAN The QR code or visit www.proxy-direct.com to vote your shares CALL 1-800-337-3503 Follow the recorded instructions available 24 hours MAIL Vote, Sign and Mail in the enclosed Business Reply Envelope VOTE IN PERSON Attend Shareholder Meeting 1900 Market Street, Suite 200 Philadelphia, PA 19103 on May 27, 2026 |
| FOR WITHHOLD FOR ALL ALL ALL EXCEPT EVERY SHAREHOLDER’S VOTE IS IMPORTANT Important Notice Regarding the Availability of Proxy Materials for the abrdn Healthcare Opportunities Fund Shareholder Meeting to Be Held on May 27, 2026 at 12:00p.m. (Eastern Time). The Joint Proxy Statement for this meeting is available at: http://www.aberdeenthq.com IF YOU VOTE ON THE INTERNET OR BY TELEPHONE, YOU NEED NOT RETURN THIS PROXY CARD Please detach at perforation before mailing. In their discretion, the proxy holders are authorized to vote upon the matters set forth in the Notice of Meeting and Proxy Statement dated April 7, 2026 and upon all other such matters as may properly come before the meeting or any adjournment thereof. TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposal THE BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE NOMINEES FOR TRUSTEES IN THE PROPOSAL. 1. To elect two Class C Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee’s successor is duly elected and qualified: 01. Christian Pittard 02. Jeffrey A. Bailey INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark the box “FOR ALL EXCEPT” and write the nominee’s number on the line provided below. 2. The transaction of such other business as may properly come before the Annual Meeting and any adjournment(s) or postponement(s) thereof. B Authorized Signatures ─ This section must be completed for your vote to be counted. ─ Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) ─ Please print date below Signature 1 ─ Please keep signature within the box Signature 2 ─ Please keep signature within the box Scanner bar code xxxxxxxxxxxxxx THQ 35086 xxxxxxxx / / |
| EVERY VOTE IS IMPORTANT ABRDN WORLD HEALTHCARE FUNDPO Box 43131 Providence, RI 02940-3131 EASY VOTING OPTIONS: Please detach at perforation before mailing. PROXY ABRDN WORLD HEALTHCARE FUND ANNUAL MEETING OF SHAREHOLDERS TO BE HELD MAY 27, 2026 THIS PROXY IS BEING SOLICITED BY THE BOARD OF TRUSTEES. The undersigned shareholder(s) of abrdn World Healthcare Fund (the “Fund”), revoking previous proxies, hereby appoints Megan Kennedy, Robert Hepp and Lucia Sitar, or any one of them true and lawful attorneys each with full power of substitution, to vote all shares of the Fund which the undersigned is entitled to vote, at the Annual Meeting of Shareholders to be held on Wednesday, May 27, 2026, at 12:00 p.m. Eastern Time, at the offices of abrdn Inc., located at 1900 Market Street, Suite 200, Philadelphia, Pennsylvania 19103, and at any adjournment thereof as indicated on the reverse side. Please refer to the Joint Proxy Statement for a discussion of these matters, including instructions related to meeting attendance. In their discretion, the proxy holders named above are authorized to vote upon such other matters as may properly come before the meeting or any adjournment thereof. Receipt of the Notice of the Annual Meeting and the accompanying Joint Proxy Statement is hereby acknowledged. If this Proxy is executed but no instructions are given, the votes entitled to be cast by the undersigned will be cast “FOR” the nominees for trustees. VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE: 1-800-337-3503 THW_35086_032626 PLEASE MARK, SIGN, DATE ON THE REVERSE SIDE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED ENVELOPE. xxxxxxxxxxxxxx code SCAN The QR code or visit www.proxy-direct.com to vote your shares CALL 1-800-337-3503 Follow the recorded instructions available 24 hours MAIL Vote, Sign and Mail in the enclosed Business Reply Envelope VOTE IN PERSON Attend Shareholder Meeting 1900 Market Street, Suite 200 Philadelphia, PA 19103 on May 27, 2026 |
| FOR WITHHOLD FOR ALL ALL ALL EXCEPT EVERY SHAREHOLDER’S VOTE IS IMPORTANT Important Notice Regarding the Availability of Proxy Materials for the abrdn World Healthcare Fund Shareholders Meeting to Be Held on May 27, 2026 at 12:00p.m. (Eastern Time). The Joint Proxy Statement for this meeting is available at: http://www.aberdeenthw.com IF YOU VOTE ON THE INTERNET OR BY TELEPHONE, YOU NEED NOT RETURN THIS PROXY CARD Please detach at perforation before mailing. In their discretion, the proxy holders are authorized to vote upon the matters set forth in the Notice of Meeting and Proxy Statement dated April 7, 2026 and upon all other such matters as may properly come before the meeting or any adjournment thereof. TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposal THE BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE NOMINEES FOR TRUSTEES IN THE PROPOSAL. 1. To elect two Class B Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee’s successor is duly elected and qualified: 01. Rose DiMartino 02. Todd Reit INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark the box “FOR ALL EXCEPT” and write the nominee’s number on the line provided below. 2. The transaction of such other business as may properly come before the Annual Meeting and any adjournment(s) or postponement(s) thereof. B Authorized Signatures ─ This section must be completed for your vote to be counted. ─ Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) ─ Please print date below Signature 1 ─ Please keep signature within the box Signature 2 ─ Please keep signature within the box Scanner bar code xxxxxxxxxxxxxx THW 35086 xxxxxxxx / / |
| EVERY VOTE IS IMPORTANT ABRDN HEALTHCARE INVESTORSPO Box 43131 Providence, RI 02940-3131 EASY VOTING OPTIONS: Please detach at perforation before mailing. PROXY ABRDN HEALTHCARE INVESTORS ANNUAL MEETING OF SHAREHOLDERS TO BE HELD MAY 27, 2026 THIS PROXY IS BEING SOLICITED BY THE BOARD OF TRUSTEES. The undersigned shareholder(s) of abrdn Healthcare Investors (the “Fund”), revoking previous proxies, hereby appoints Megan Kennedy, Robert Hepp and Lucia Sitar, or any one of them true and lawful attorneys each with full power of substitution, to vote all shares of the Fund which the undersigned is entitled to vote, at the Annual Meeting of Shareholders to be held on Wednesday, May 27, 2026, at 12:00 p.m. Eastern Time, at the offices of abrdn Inc., located at 1900 Market Street, Suite 200, Philadelphia, Pennsylvania 19103, and at any adjournment thereof as indicated on the reverse side. Please refer to the Joint Proxy Statement for a discussion of these matters, including instructions related to meeting attendance. In their discretion, the proxy holders named above are authorized to vote upon such other matters as may properly come before the meeting or any adjournment thereof. Receipt of the Notice of the Annual Meeting and the accompanying Joint Proxy Statement is hereby acknowledged. If this Proxy is executed but no instructions are given, the votes entitled to be cast by the undersigned will be cast “FOR” the nominees for trustees. VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE: 1-800-337-3503 HQH_35086_032626 PLEASE MARK, SIGN, DATE ON THE REVERSE SIDE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED ENVELOPE. xxxxxxxxxxxxxx code SCAN The QR code or visit www.proxy-direct.com to vote your shares CALL 1-800-337-3503 Follow the recorded instructions available 24 hours MAIL Vote, Sign and Mail in the enclosed Business Reply Envelope VOTE IN PERSON Attend Shareholder Meeting 1900 Market Street, Suite 200 Philadelphia, PA 19103 on May 27, 2026 |
| FOR WITHHOLD FOR ALL ALL ALL EXCEPT EVERY SHAREHOLDER’S VOTE IS IMPORTANT Important Notice Regarding the Availability of Proxy Materials for the abrdn Healthcare Investors Shareholder Meeting to Be Held on May 27, 2026 at 12:00p.m. (Eastern Time). The Joint Proxy Statement for this meeting is available at: http://www.aberdeenhqh.com IF YOU VOTE ON THE INTERNET OR BY TELEPHONE, YOU NEED NOT RETURN THIS PROXY CARD Please detach at perforation before mailing. In their discretion, the proxy holders are authorized to vote upon the matters set forth in the Notice of Meeting and Proxy Statement dated April 7, 2026 and upon all other such matters as may properly come before the meeting or any adjournment thereof. TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposal THE BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE NOMINEES FOR TRUSTEES IN THE PROPOSAL. 1. To elect two Class A Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee’s successor is duly elected and qualified: 01. Christian Pittard 02. Jeffrey A. Bailey INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark the box “FOR ALL EXCEPT” and write the nominee’s number on the line provided below. 2. The transaction of such other business as may properly come before the Annual Meeting and any adjournment(s) or postponement(s) thereof. B Authorized Signatures ─ This section must be completed for your vote to be counted. ─ Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) ─ Please print date below Signature 1 ─ Please keep signature within the box Signature 2 ─ Please keep signature within the box Scanner bar code xxxxxxxxxxxxxx HQH 35086 xxxxxxxx / / |
| EVERY VOTE IS IMPORTANT ABRDN LIFE SCIENCES INVESTORSPO Box 43131 Providence, RI 02940-3131 EASY VOTING OPTIONS: Please detach at perforation before mailing. PROXY ABRDN LIFE SCIENCES INVESTORS ANNUAL MEETING OF SHAREHOLDERS TO BE HELD MAY 27, 2026 THIS PROXY IS BEING SOLICITED BY THE BOARD OF TRUSTEES. The undersigned shareholder(s) of abrdn Life Sciences Investors (the “Fund”), revoking previous proxies, hereby appoints Megan Kennedy, Robert Hepp and Lucia Sitar, or any one of them true and lawful attorneys each with full power of substitution, to vote all shares of the Fund which the undersigned is entitled to vote, at the Annual Meeting of Shareholders to be held on Wednesday, May 27, 2026, at 12:00 p.m. Eastern Time, at the offices of abrdn Inc., located at 1900 Market Street, Suite 200, Philadelphia, Pennsylvania 19103, and at any adjournment thereof as indicated on the reverse side. Please refer to the Joint Proxy Statement for a discussion of these matters, including instructions related to meeting attendance. In their discretion, the proxy holders named above are authorized to vote upon such other matters as may properly come before the meeting or any adjournment thereof. Receipt of the Notice of the Annual Meeting and the accompanying Joint Proxy Statement is hereby acknowledged. If this Proxy is executed but no instructions are given, the votes entitled to be cast by the undersigned will be cast “FOR” the nominees for trustees. VOTE VIA THE INTERNET: www.proxy-direct.com VOTE VIA THE TELEPHONE: 1-800-337-3503 HQL_35086_032626 PLEASE MARK, SIGN, DATE ON THE REVERSE SIDE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED ENVELOPE. xxxxxxxxxxxxxx code SCAN The QR code or visit www.proxy-direct.com to vote your shares CALL 1-800-337-3503 Follow the recorded instructions available 24 hours MAIL Vote, Sign and Mail in the enclosed Business Reply Envelope VOTE IN PERSON Attend Shareholder Meeting 1900 Market Street, Suite 200 Philadelphia, PA 19103 on May 27, 2026 |
| FOR WITHHOLD FOR ALL ALL ALL EXCEPT EVERY SHAREHOLDER’S VOTE IS IMPORTANT Important Notice Regarding the Availability of Proxy Materials for the abrdn Life Sciences Investors Shareholder Meeting to Be Held on May 27, 2026 at 12:00p.m. (Eastern Time). The Joint Proxy Statement for this meeting is available at: http://www.aberdeenhql.com IF YOU VOTE ON THE INTERNET OR BY TELEPHONE, YOU NEED NOT RETURN THIS PROXY CARD Please detach at perforation before mailing. In their discretion, the proxy holders are authorized to vote upon the matters set forth in the Notice of Meeting and Proxy Statement dated April 7, 2026 and upon all other such matters as may properly come before the meeting or any adjournment thereof. TO VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS EXAMPLE: X A Proposal THE BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE NOMINEES FOR TRUSTEES IN THE PROPOSAL. 1. To elect two Class A Trustees to serve until the 2029 Annual Meeting of Shareholders or until such Trustee’s successor is duly elected and qualified: 01. C. William Maher 02. Kathleen L. Goetz INSTRUCTIONS: To withhold authority to vote for any individual nominee(s), mark the box “FOR ALL EXCEPT” and write the nominee’s number on the line provided below. 2. The transaction of such other business as may properly come before the Annual Meeting and any adjournment(s) or postponement(s) thereof. B Authorized Signatures ─ This section must be completed for your vote to be counted. ─ Sign and Date Below Note: Please sign exactly as your name(s) appear(s) on this Proxy Card, and date it. When shares are held jointly, each holder should sign. When signing as attorney, executor, guardian, administrator, trustee, officer of corporation or other entity or in another representative capacity, please give the full title under the signature. Date (mm/dd/yyyy) ─ Please print date below Signature 1 ─ Please keep signature within the box Signature 2 ─ Please keep signature within the box Scanner bar code xxxxxxxxxxxxxx HQL 35086 xxxxxxxx / / |







