WELLINGTON MANAGEMENT

Wellington Management
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INTRODUCTION
Wellington’s commitment to thorough research and constructive dialogue with company management and boards
is at the heart of our investment philosophy. We believe engagement and voting are an integral part of our fiduciary
responsibility and are mutually reinforcing activities. By actively engaging with issuers and exercising our voting
rights, Wellington seeks to achieve favorable outcomes which could enhance the value of our clients’ investments
over the long term.
As active managers seeking to deliver sustainable, competitive investment returns for our clients, we invest insecurities by choice, and our corporate engagement is a form of active ownership. Through engagement, weencourage companies to hold high standards for governance and sustainability practices that can enhance
resilience and profitability. We believe that through informed, active ownership, we can improve corporate behavior
and further best practices on issues material to client outcomes.
Engagement is one element of our overall stewardship approach. The mechanisms we use to implement ourstewardship activities -----engaging with companies and voting proxies on our clients’ behalf ----- vary by asset class.
Engagement applies to all investments we track across equity and credit, in private and public markets. Proxy
voting applies mostly to public equities.

ENGAGEMENT APPROACH
We typically start with routine one-on-one engagement with investible companies during the investment duediligence process. This starting point helps prioritize issues for subsequent engagements post investment and,ultimately, informs the investment decisions we make on behalf of our clients. Thanks to our long history of investingin nearly all sectors of the global securities markets, we have direct access to most company management teams
and boards. Each year, our portfolio managers, global industry analysts, credit analysts, and ESG research analysts
conduct regular, in-person or virtual company meetings around the world.
As thought leaders, our career industry analysts across equity, fixed income, and ESG research bring extensiveknowledge of their industries and develop long-term relationships with management and board members.
These insights are reinforced through our engagement work.
We focus on gaining differentiated insights, assessing and influencing the risks and opportunities facing an issuer,encouraging transparency improvements, and influencing behavioral changes that we believe may impact thefuture profitability and resilience of a company. We prioritize engagement on material issues most likely to have afinancial impact on companies or affect operations. We seek to understand corporate strategy and share ourviews, if appropriate, on material topics such as capital allocation, risk management, and environmental, social,and governance (ESG) practices.
There are a number of ESG issues that we believe could be material to long-term company performance. We expect
engagement on these themes to increasingly influence future investment decisions. Examples include talent diversity,…………………………………………………………………………………………………………………………………………………………………………………………………………………..…………
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modern slavery in supply chains, building resiliency to physical climate risks, and establishing targets to reducegreenhouse gas emissions and mitigate climate transition risks. The “weight” or prominence of how these issues may
influence future investment decisions will differ based on the ESG topic, materiality, the security type, time horizon,
and the investment philosophy and process of the portfolio team.
Portfolio teams increasingly track key engagements to monitor progress toward outcomes. The Sustainable
Investment Team, which has responsibility for executing proxy voting and collaborates with portfolio teams on
engagements, reviews engagement outcomes and assesses the effectiveness of engagement tracking on material
topics. This monitoring can help inform voting or escalation strategies and policy changes.
As a community of investment boutiques, each of Wellington’s portfolio teams acts as a fiduciary for its clients.
Differences in investment philosophy and process across teams mean that the way in which stewardship, includingengagement and escalation strategies, is incorporated into the investment decision-making process may vary acrossinvestment approaches.
Wellington’s engagement strategy includes input from and engagement with third parties. We may receive
supporting input for engagement from proxy voting advisors, brokers, and third-party research and scientificgroups. We also may engage with other stakeholders including business partners, employee representatives,suppliers, and nongovernmental organizations. As an example, our engagement dialogue on climate risk leverages
our research collaboration with the Woodwell Climate Research Center and the Massachusetts Institute ofTechnology.
Wellington cultivates relationships with other asset management firms, academia, and broader industry
organizations to share insights on corporate governance trends and local market considerations. Among the tools at
Wellington’s disposal is the ability to engage with external investors when such action would be in our clients’ bestinterests and is permissible under applicable laws and regulations.
Wellington may also leverage questionnaires to assess standards of practice, send letters to management
and/or board members, and use other forms of electronic engagement to engage on material issues.
Wellington’s Engagement Policy is reviewed and approved by Wellington’s Investment Stewardship Committee.
The Investment Stewardship Committee oversees and monitors Wellington’s stewardship activities, with oversightof proxy voting and engagement practices.

ESCALATION PROCESS AND TOOLSContinuing dialogue with companies is at the heart of our engagement activity. We aim for positive engagement
outcomes that ultimately benefit our clients. Engagement through routine meetings does not always result in ourdesired progress on a material topic; in these instances, we may escalate our approach, particularly if we deem theissue at hand to be material to the long-term financial performance of a company. Wellington investors consider
multiple factors, including materiality and impact, in deciding whether an engagement requires escalation andwhich escalation steps will be used. The choice of escalation steps may also be informed by differences ininvestment philosophy and process across portfolios where a company’s securities are held.

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Wellington increasingly tracks and measures engagements to inform the potential for escalation. The
Sustainable Investment Team ensures that all portfolio teams are familiar with the escalation tools at theirdisposal.

Escalation tools
Board member engagement: Our portfolio managers may decide to engage with specific board members. Whenaccess proves challenging or when a board member is unreceptive to feedback, we may outline our position andengagement goals in a letter to the full board. This is an important escalation tool that may indicate our future
voting intentions if an issue remains unaddressed.
Proxy voting: We actively use the votes we make on our clients’ behalf to express investor views to the board. For
example, a vote against a director helps hold a company to account on a material topic, and portfolio manager
support of a shareholder proposal can help achieve specific goals.
Public forums: There may be cases where our escalation through private engagements proves unsuccessful. In
these instances, portfolio managers have recourse to public engagement tools. This may include voicing concerns on
an engagement topic in the press or through a letter-writing campaign with other shareholders. It may also entail
calling for change at an individual issuer in forums such as a company’s annual general meeting. Collaborating withaligned investors through industry forums is another way to achieve a goal that is in the best interest of our clients.
Through these collaborative engagements, however, we generally do not form groups, act in concert, or make anycollective investment, voting, or other decisions or agreements with other shareholders, nor do we ask, encourage,or allow the industry forum itself or any of its shareholder members to represent our views or speak on our behalf.
We carefully weigh any decision to engage publicly on a case-by-case basis, in collaboration with our Sustainable
Investment Team and the Investment Stewardship Committee.
Divestment: While any decision to divest of an issue or issuer is made at the portfolio level, Wellington generally
promotes the merits of engagement over divestment. While divestment sends a signal of dissatisfaction, thiscomes at the loss of influence when we cease to own the asset. Our preference is to build a pathway to change
through continuous engagement.

Conflicts of interest
Annually, Wellington’s Investment Stewardship Committee reviews and sets standards for identifying
material conflicts with respect to proxy voting and corporate engagement -----based on our client, vendor, andlender relationships. Additional details are located on our website here.

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Important Information
Wellington Management Company LLP (WMC) is an independently owned investment adviser registered with the US Securities and Exchange Commission (SEC). WMC is also
registered with the US Commodity Futures Trading Commission (CFTC) as a commodity trading advisor (CTA) and serves as a CTA to certain clients including commodity pools
operated by registered commodity pool operators. WMC provides commodity trading advice to all other clients in reliance on exemptions from CTA registration. WMC, along with
its affiliates (collectively, Wellington Management), provides investment management and investment advisory services to institutions around the world. Located in Boston,
Massachusetts, Wellington Management also has offices in Chicago, Illinois; Radnor, Pennsylvania; San Francisco, California; Frankfurt; Hong Kong; London; Luxembourg;Madrid, Milan; Shanghai; Singapore; Sydney; Tokyo; Toronto; and Zurich.
This material is prepared for, and authorized for internal use by, designated institutional and professional investors and their consultants or for such other use as may beauthorized by Wellington Management. This material and/or its contents are current at the time of writing and may not be reproduced or distributed in whole or in part, for any
purpose, without the express written consent of Wellington Management. This material is not intended to constitute investment advice or an offer to sell, or the solicitation of anoffer to purchase shares or other securities. Investors should always obtain and read an up-to-date investment services description or prospectus before deciding whether toappoint an investment manager or to invest in a fund. Any views expressed herein are those of the author(s), are based on available information, and are subject to change
without notice. Individual portfolio management teams may hold different views and may make different investment decisions for different clients.

©2022 Wellington Management Company LLP. All rights reserved.

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