Securities and Exchange Commission100 F Street, N.E.Washington DC 20549VIA EDGAR Re:

   Nicholas Equity Income Fund, Inc. #811-08062Nicholas Fund, Inc. #811-01728Nicholas II, Inc. #811-03851Nicholas Limited Edition, Inc. #811-04993
  Attached, pursuant to Rule 17g-1(g)(1) under the Investment Company Act of 1940, as amended, are the following documents: 1. A copy of the Joint Fidelity Bond renewing coverage from November 16, 2024 through November 16, 2025. 2. A copy of the resolutions adopted by a majority of the board of directors who are not“interested persons” of each fund, approving the amount, type, form and coverage of thebond and the portion of the premium to be paid by each fund. 3. A copy of the Joint Fidelity Bond Agreement between all of the named insureds entered into pursuant to paragraph (f) of Rule 17g-1(g)(1), which includes a statement showing the amount of the single insured bond which each Fund would have provided and maintained had it not been name as an insured under a joint insured bond. At the date of this filing, premiums have been paid for the period November 16, 2024 through November 16, 2025. Very truly yours,/s/ Jennifer R. Kloehn Jennifer R. KloehnExecutive Vice President and TreasurerNicholas Company, Inc.


---



PREMIUM BILL Date: November 12, 2024 Insured:

   NICHOLAS COMPANY INCProducer:

   EDGEWOOD PARTNERS INSURANCE CENTER110 E 42ND STREETSUITE 1418NEW YORK, NY 10017Company:

   Federal Insurance Company
  THIS BILLING IS TO BE ATTACHED TO AND FORM A PART OF THE POLICY REFERENCED BELOW. Policy Number:

   J06054535Policy Period:

   11-16-2024 to 11-16-2025
  NOTE: PLEASE RETURN THIS BILL WITH REMITTANCE AND NOTE HEREON ANY CHANGES. BILL WILL BE RECEIPTED AND RETURNED TO YOU PROMPTLY UPON REQUEST. PLEASE REMIT TO PRODUCER INDICATED ABOVE. PLEASE REFER TO J06054535Product

   Effective Date

   

   PremiumFinancial Institution Bond for Investment

   11-16-2024

   $

   16,725.00CompaniesTOTAL POLICY PREMIUM

   $

   16,725.00
  WHEN REMITTING PLEASE INDICATE POLICY OR CERTIFICATE NUMBER Form 26-10-0426 (Ed. 2/98)


---



Financial Institution BondFor Investment Companies DECLARATIONS

   

   

   

   FEDERAL INSURANCE COMPANYIncorporated under the laws of Indiana, a stockName ofAssured:

   

   

   

   insurance company, herein called the CompanyNICHOLAS COMPANY INC

   

   

   

   One American Square 202 N Illinois Street,Address ofAssured:

   

   

   

   Suite 2600411 E WISCONSIN AVENUE, SUITE 2100

   

   Indianapolis, IN 46282MILWAUKEE, WI 53202

   

   

   

   Bond Number: J06054535Item 1.

   Bond Period:

   From:

   November 16, 2024To:

   November 16, 2025At 12:01 A.M. local time at the Address ofAssured.Item 2.

   Single Loss Limits Of Liability – Deductible Amounts:Insuring Clause

   

   Single Loss Limit Of

   

   Deductible AmountLiability1

   .

   Employee

   

   

   $

   5,650,000

   $

   02

   .

   On Premises

   

   

   $

   5,650,000

   $

   10,0003

   .

   In Transit

   

   

   $

   5,650,000

   $

   10,0004

   .

   Forgery Or Alteration

   

   $

   5,650,000

   $

   10,0005

   .

   Extended Forgery

   

   $

   5,650,000

   $

   10,0006

   .

   Counterfeit Money

   

   $

   5,650,000

   $

   10,0007

   .

   Computer System Fraud

   

   $

   5,650,000

   $

   10,0008

   .

   Claims Expense

   

   $

   50,000

   $

   5,0009

   .

   Audit Expense

   

   

   $

   50,000

   $

   5,00010

   .

   Uncollectible Items Of Deposit

   

   

   $

   50,000

   $

   5,00011

   .

   Voice Initiated Funds Transfer

   $

   5,650,000

   $

   10,000Instruction
  PF-52903D (08/21)

   Page 1 of 2


---



Financial Institution BondFor Investment Companies IN WITNESS WHEREOF, the Company has caused this Bond to be signed by its Authorized Officers, but it shall not be valid unless also signed by a duly authorized representative of the Company. FEDERAL INSURANCE COMPANY  PF-52903D (08/21)

   Page 2 of 2


---



Important Notice The SEC Requires Proof of Your Fidelity Insurance Policy Your company is now required to file an electronic copy of your fidelity insurance coverage (Chubb’s ICAP Bond policy) to the Securities and Exchange Commission (SEC), according to rules adopted by the SEC on June 12, 2006. Chubb is in the process of providing your agent/broker with an electronic copy of your insurance policy as well as instructions on how to submit this proof of fidelity insurance coverage to the SEC. You can expect to receive this information from your agent/broker shortly. The electronic copy of your policy is provided by Chubb solely as a convenience and does not affect the terms and conditions of coverage as set forth in the paper policy you receive by mail. The terms and conditions of the policy mailed to you, which are the same as those set forth in the electronic copy, constitute the entire agreement between your company and Chubb. If you have any questions, please contact your agent or broker. 14-02-12160 (08/19)

   Page 1 of 1


---



Notice of Loss Control Services Insuring Company: Federal Insurance Company As a Chubb policyholder, you have loss prevention information and/or services available to you, as listed in this Notice. You may order any brochure by email toformsordering@chubb.comand to view our full suite of loss prevention brochures/services go towww.chubb.com/us/fl-lossprevention Directors and Officers (D&O) Liability Loss Prevention Services •Directors and Officers Liability Loss PreventionManuals:Directors and Officers Liability Loss Preventions – #14-01-0035Directors and Officers Securities Litigation Loss Preventions – #14-01-0448Director Liability Loss Prevention in Mergers and Acquisitions – #14-01-1099Directors and Officers Liability Loss Prevention for Not-for-Profit- -#14-01-0036Cyber Loss Mitigation for Directors -#14-01-1199 Employment Practices Liability (EPL) Loss Prevention Services Toll-free Hot LineHave a question on how to handle an employment situation? Simply call1.888.249.8425to access the nationally known employment law firm of Jackson Lewis P.C. We offer customers an unlimited number of calls to the hot line at no additional charge.ChubbWorks.comChubbWorks.com is a web-based platform that offers multiple services including overviews of employment laws, sample employment policies and procedures, and on-line training. To gain immediate access to ChubbWorks go towww.chubbworks.comand register using your policy number.Employment Practices Loss Prevention GuidelinesManualEmployment Practices Loss Prevention Guidelines - #14-01-0061Loss Prevention Consultant ServicesChubb has developed a network of more than 120 law firms, human resources consulting firms, and labor economist/statistical firms that offer specialized services for employment issues.Public Company EPL CustomersEmployment Practices Loss Prevention Guidelines – Written by Seyfarth Shaw exclusively for Chubb this manual provides an overview of key employment issues faced by for-profit companies and offers proactive idea for avoiding employment lawsuits.Private Company EPL CustomersEmployment Practices Loss Prevention Guidelines – Written by Seyfarth Shaw exclusively for Chubb this manual provides an overview of key employment issues for –profit companies and offers proactive idea for avoiding employment lawsuits. 14-02-23030 (05/2018)

   Page 1 of 2


---



Fiduciary Liability Loss Prevention Services Fiduciary Liability Loss Prevention ManualWho May Sue You and Why: How to Reduce Your ERISA Risks and the Role of Fiduciary Liability Insurance #14-01-1019 Crime Loss Prevention Services Crime/Kidnap, Ransom & Extortion Loss Prevention ManualPreventing Fraud: How Anonymous Hotlines Can Help #14-01-1090 Cyber Security Loss Prevention Services Visit:https://www2.chubb.com/us-en/business-insurance/cyber-security.aspxto learn more about Chubb’s Cyber Services for our policyholders. Health Care Directors and Officers (D&O) Liability Loss Prevention Services Readings in Health Care Governance ManualReadings in Health Care Governance -#14-01-0788ChubbWorks.comChubbWorks.com for Health Care Organizations – The Health Care Zone is a free online resource containing health care specific loss prevention information for employment practices liability, directors and officers (D&O) liability, and fiduciary liability exposures. To gain immediate access to ChubbWorks go towww.chubbworks.comand register using your policy number.Health Care D&O Loss Prevention Consultant ServicesHealth Care D& O Loss Prevention Consultant Services- #14-01-1164 -------------------- The services provided are advisory in nature. While this program is offered as a resource in developing or maintaining a loss prevention program, you should consult competent legal counsel to design and implement your own program. No liability is assumed by reason of the services, access or information provided. All services are subject to change without notice. 14-02-23030 (05/2018)

   Page 2 of 2


---



Chubb Producer CompensationPractices & Policies Chubb believes that policyholders should have access to information about Chubb's practices and policies related to the payment of compensation to brokers and independent agents. You can obtain that information by accessing our website athttp://www.chubbproducercompensation.comor by calling the following toll-free telephone number: 1-866-512-2862. ALL-20887a (09/19)


---



Trade or EconomicSanctions Notice TRADE OR ECONOMIC SANCTIONS NOTICE This insurance does not apply to the extent that trade or economic sanctions or other laws or regulations prohibit us from providing insurance, including, but not limited to, the payment of claims. All other terms and conditions of the policy remain unchanged. ALL-21101 (09/19)

   Page 1 of 1


---



IMPORTANT NOTICE TOPOLICYHOLDERS Social Engineering TipsPlease read! HAVE YOU BEEN TRICKED INTO WIRE FRAUD? TAKE IMMEDIATE ACTION! If you believe you have transferred funds to a criminal posing as a legitimate business associate, you should act quickly: 1.

   Immediately contact the originating bank andrequest a recall of the wire transferand confirm that recall in writing.2.

   Immediately file acomplaint with the FBIatwww.ic3.gov. This reporting triggers the FBI’s Recovery Asset Team and the FBI’s assistance seeking return of the wire transfer.3.

   Preserverecords of the incident, including emails sent and receivedin their original electronic state. Correspondence and forensic information contained in these electronic files help investigators shed light on the perpetrator(s), and parties responsible for the incident.4.

   Once the above steps are complete,contact Chubbper the instructions in your policy. While neither recalling the wire transfer nor reporting to the FBI guarantees the return of your funds, these steps maximize the opportunity to mitigate your loss, assist the FBI in tracing the funds and help establish any insurance claim. Simple Steps to Prevent Fraudulently Induced Wire Transfers Email communication is efficient, but it is not a secure method of communication. Regardless of your familiarity with a contact, that contact’semail may be intercepted, altered and fabricated. You may reduce the chances of fraud by following these best practices: 1.

   Verify Email Requests by Telephone: Require those responsible for paying invoices or changing bank routing information to verify payment details over the phone, rather than by email or documents sent electronically. Making a phone call to a known, pre-existing telephone number remains the single best protection against fraud.2.

   Segregate Wire Transfer Responsibilities: Establish a standing policy that requires at least three people to review and approve wire transfer requests, pay an invoice or change a business partner’s bank account information. Such requests should be entered by the initiator of the wire and verified by two independent signatories.3.

   Turn on MFA for Cloud Email: Multifactor Authentication is available from all major email providers. It provides a layer of security to email accounts beyond a user’s account name and password, making it harder for criminals to impersonate you, your executives and your employees. This document is for information only. It is offered as a resource to be used together with your professional insurance advisers in maintaining a loss prevention program. No liability is assumed by reason of the information this document contains. ALL-317454 (03/21)

   Page 1 of 1


---



Wisconsin NoticeTo Policyholders KEEP THIS NOTICE WITH YOUR INSURANCE PAPERS PROBLEMS WITH YOUR INSURANCE?-- If you are having problems with your insurance company or agent, do not hesitate to contact the insurance company or agent to resolve your problem. ChubbCustomer Support Service Department436 Walnut StreetPO Box 1000Philadelphia, PA 19106-37031-800-352-4462 You can also contact theOFFICE OF THE COMMISSIONER OF INSURANCE, a state agency which enforces Wisconsin's insurance laws, and file a complaint. You can contact theOFFICE OF THE COMMISSIONER OF INSURANCEby contacting: Office of the Commissioner of InsuranceComplaints DepartmentP.O. Box 7873Madison, WI 53707-78731-800-236-8517608-266-0103 ALL-5X51a (2/06) Printed in U.S.A.


---



U.S. Treasury Department’s OfficeOf Foreign Assets Control (“OFAC”)Advisory Notice to Policyholders This Policyholder Notice shall not be construed as part of your policy and no coverage is provided by this Policyholder Notice nor can it be construed to replace any provisions of your policy. You should read your policy and review your Declarations page for complete information on the coverages you are provided. This Notice provides information concerning possible impact on your insurance coverage due to directives issued by OFAC.Please read this Notice carefully. The Office of Foreign Assets Control (OFAC) administers and enforces sanctions policy, based on Presidential declarations of "national emergency". OFAC has identified and listed numerous: l

   Foreign agents;l

   Front organizations;l

   Terrorists;l

   Terrorist organizations; andl

   Narcotics traffickers; as "Specially Designated Nationals and Blocked Persons". This list can be located on the United States Treasury's web site – http//www.treas.gov/ofac. In accordance with OFAC regulations, if it is determined that you or any other insured, or any person or entity claiming the benefits of this insurance has violated U.S. sanctions law or is a Specially Designated National and Blocked Person, as identified by OFAC, this insurance will be considered a blocked or frozen contract and all provisions of this insurance are immediately subject to OFAC. When an insurance policy is considered to be such a blocked or frozen contract, no payments nor premium refunds may be made without authorization from OFAC. Other limitations on the premiums and payments also apply. PF-17914a (04/16)

   Reprinted, in part, with permission of

   Page 1 of 1ISO Properties, Inc.


---



Financial Institution BondFor Investment Companies The Company, in consideration of the premium paid, and in reliance on the Application and all other statements made and information furnished to the Company by theAssured, and subject to the Declarations made part of this Bond and to all other terms, conditions, and limitations of this Bond, agrees to pay theAssuredfor: I.

   

   

   INSURING CLAUSES1

   .

   EmployeeLoss resulting directly fromLarceny or Embezzlementcommitted by anyEmployeeacting alone orin collusion with others.2

   .

   On PremisesLoss ofPropertyresulting directly from:a.

   robbery, burglary, misplacement, mysterious unexplainable disappearance, damage or destruction; orb.

   false pretenses, or common law or statutory larceny, committed by a natural person while on thepremises of theAssured,while thePropertyis lodged or deposited at premises located anywhere.For the purpose of coverage under this Insuring Clause 2, the premises of securities depositories shall bedeemed to be premises of theAssured, but only with respect to the loss ofCertificated Securities.Certificated Securitiesheld by such depositories shall be deemed to beProperty, but only to the extentof theAssured’sinterest therein as detailed in the books and records of such depositories.3

   .

   In TransitLoss ofPropertyresulting directly from common law or statutory larceny, misplacement, mysteriousunexplainable disappearance, damage or destruction, while thePropertyis in transit anywhere in:a.

   an armored motor vehicle, including loading and unloading thereof;b.

   the custody of a natural person acting as a messenger of theAssured; orc.

   the custody of aTransportation Companyand being transported in a conveyance other than anarmored motor vehicle, provided that coveredPropertytransported in such manner is limited to thefollowing:(1)

   Writtenrecords;(2)

   Certificated Securitiesissued in registered form, which are not endorsed or are restrictivelyendorsed; or(3)

   Negotiable Instrumentsnot payable to bearer, which are not endorsed or are restrictivelyendorsed.Coverage under this Insuring Clause 3 begins immediately on the receipt of suchPropertyby the armoredmotor vehicle, natural person messenger, orTransportation Companyand ends immediately ondelivery to the premises of the addressee or to any representative of the addressee located anywhere.4

   .

   Forgery Or AlterationLoss resulting directly from theAssuredhaving, in good faith:a.

   transferred, paid, or delivered anyProperty; orb.

   established any credit or given any value,in reliance on anyWrittenandOriginal:
  PF-52903 (08/21)

   Page 1 of 17


---



Financial Institution BondFor Investment Companies (1

   )

   Negotiable Instrument(other than anEvidence of Debt);(2

   )

   Acceptance;(3

   )

   Withdrawal Orderor receipt for the withdrawal ofProperty;(4

   )

   Certificate of Deposit;(5

   )

   Letter of Credit; or(6

   )

   instruction or advice directed to theAssuredand purportedly signed by anyCustomer, anyfinancial institution, or anyEmployee,whichi.

   bears aForgery; orii.

   is fraudulently materially altered.For the purpose of this Insuring Clause 4, a reproduction of a handwritten signature is treated the same asthe handwritten signature. An electronic or digital signature is not treated as a reproduction of ahandwritten signature.5

   .

   Extended ForgeryLoss resulting directly from theAssuredhaving, in good faith, for its own account or the account of others:a.

   acquired, sold or delivered, given value, extended credit or assumed liability in reliance on anyWrittenandOriginal:(1

   )

   Certificated Security;(2

   )

   deed, mortgage or other instrument conveying title to, or creating or discharging a lien on, realproperty;(3

   )

   Evidence of Debt; or(4

   )

   Instruction,whichi.

   bears aForgery, but only to the extent theForgerydirectly causes the loss;ii.

   is fraudulently materially altered, but only to the extent the alteration directly causes the loss;oriii.

   is lost or stolen;b.

   guaranteed in writing or witnessed any signature on any:(1

   )

   transfer;(2

   )

   assignment;(3

   )

   bill of sale;(4

   )

   power of attorney; or(5

   )

   endorsement upon any item listed in a.(1) through a.(4) above,but only to the extent that such guarantee or signature directly causes the loss; orc.

   acquired, sold or delivered, or given value, extended credit or assumed liability in reliance on any itemlisted in a.(1) or a.(2) above which is aCounterfeit Original, but only to the extent theCounterfeitOriginaldirectly causes the loss.
  PF-52903 (08/21)

   Page 2 of 17


---



Financial Institution BondFor Investment Companies Actual physical possession, and continued actual physical possession if taken as collateral, of the itemslisted in a.(1) through a.(4) above by anEmployee,Custodian, or a federal or state chartered depositinstitution of theAssuredis a condition precedent to theAssuredhaving relied on such items. Releaseor return of such collateral is an acknowledgment by theAssuredthat it no longer relies on such collateral.For the purpose of this Insuring Clause 5, a reproduction of a handwritten signature is treated the same asthe handwritten signature. An electronic or digital signature is not treated as a reproduction of ahandwritten signature.6

   .

   Counterfeit MoneyLoss resulting directly from the receipt by theAssuredin good faith of counterfeitMoney.7

   .

   Computer System FraudLoss resulting directly from the:a.

   withdrawal, transfer, payment, or delivery ofProperty; orb.

   creation, deletion, debiting, or crediting of an account of theAssuredorCustomer,which results directly from aNetwork Intrusion.8

   .

   Claims ExpenseClaims Expensesincurred by theAssuredin determining the amount of covered loss under this Bondin excess of the applicable Deductible Amount.9

   .

   Audit ExpenseAudit Expensesincurred by theAssuredby reason of the discovery of loss covered under InsuringClause 1.10

   .

   Uncollectible Items Of DepositLoss resulting directly from theAssuredhaving credited an account of a customer, shareholder, orsubscriber on the faith of anyItems of Depositwhich prove to be uncollectible, provided that the creditingof such account causes:a.

   redemptions or withdrawals to be permitted;b.

   shares to be issued; orc.

   dividends to be paid,from an account of anAssured.As a condition precedent to coverage under this Insuring Clause 10, theAssuredmust holdItems ofDepositfor the minimum number of days stated in the Application before permitting any redemptions orwithdrawals, issuing any shares, or paying any dividends with respect to suchItems of Deposit.Items of Depositshall not be deemed uncollectible until theAssured’sstandard collection procedureshave failed.11

   .

   Voice Initiated Funds Transfer InstructionLoss resulting directly from theAssuredhaving, in good faith, transferred, paid, or deliveredMoneyorSecuritiesin reliance upon anyVoice Initiated Funds Transfer Instructionthat purports, andreasonably appears, to have originated from:a.

   theCustomer;b.

   anEmployeeacting on instructions of suchCustomer; or
  PF-52903 (08/21)

   Page 3 of 17


---



Financial Institution BondFor Investment Companies c. a financial institution acting on behalf of suchCustomerwith authority to make such instructions,but whichVoice Initiated Funds Transfer Instructionwas, in fact, fraudulently issued without theknowledge of theAssured,Employee, orCustomer.As a condition precedent to coverage under this Insuring Clause 11, theVoice Initiated Funds TransferInstructionmust be received and processed in accordance with the Designated Procedures as outlined inthe Application furnished to the Company.
  II.

   

   

   GENERAL AGREEMENTS1

   .

   Automatic Increase–Limit Of LiabilityIf, during the Bond Period, an increase in the minimum amount of the Single Loss Limit Of Liabilityapplicable to Insuring Clause 1 is required pursuant to Rule 17g-1 of the Investment Company Act of 1940,as a result of:a.

   the creation of a newInvestment Company; orb.

   an increase in the gross assets ofInvestment Companiescovered under the Bond,then the minimum required increase in the amount of the Single Loss Limit Of Liability applicable toInsuring Clause 1 shall take place automatically for the remainder of the Bond Period without payment ofan additional premium.2

   .

   Joint AssuredThe first namedAssuredshall be deemed to be the sole agent of the otherAssuredsfor all purposesunder this Bond, including but not limited to the giving or receiving of any notice or proof required to begiven and for the purpose of effecting or accepting any amendments to or termination of this Bond.If the first namedAssuredceases for any reason to be covered under this Bond, then theAssurednextnamed on the Application shall thereafter be considered as the first namedAssuredfor the purposes ofthis Bond.The Company shall furnish eachAssuredwith a copy of the Bond and with any amendment thereto,together with a copy of each formal filing of claim by any otherAssuredand notification of the terms ofthe settlement of each such claim prior to the execution of such settlement.Knowledge possessed or discovery made by anyAssuredshall constitute knowledge possessed or discoverymade by all of theAssuredsfor the purposes of this Bond.All loss and other payments, if any, payable by the Company, shall be payable to the first namedAssuredwithout regard to suchAssured’sobligations to others, and the Company shall not be responsible for theapplication by the first namedAssuredof any payment made by the Company. If the Company agrees toand makes payment to anyAssuredother than the first namedAssured, such payment shall be treatedas though made to the first namedAssured.The Company shall not be liable for loss sustained by oneAssuredto the advantage of any otherAssured.3

   .

   Notice To Company Of Legal Proceedings Against Assured–Election To DefendTheAssuredshall promptly give notice to the Company of any legal proceeding brought to determine theAssured’sliability for any loss, claim or damage which, if established, would constitute a collectible lossunder this Bond. Concurrent with such notice, and as requested thereafter, theAssuredshall furnishcopies of all pleadings and pertinent papers to the Company.The Company may, at its sole option, elect to conduct the defense of all or part of such legal proceeding.The defense by the Company shall be in the name of theAssuredthrough attorneys selected by theCompany. TheAssuredshall provide all reasonable information and assistance as required by theCompany for such defense.
  PF-52903 (08/21)

   Page 4 of 17


---



Financial Institution BondFor Investment Companies If the Company elects to defend all or part of any legal proceeding, thecourt costs and attorneys’ feesincurred by the Company and any settlement or judgment on that part defended by the Company shall bea loss under the applicable Insuring Clause of this Bond. In addition, if the amount demanded in the legalproceeding is greater than the amount recoverable under this Bond, or if a Deductible Amount is applicable,or both, the Company’s liability for court costs and attorneys’ fees incurred in defending all or part of suchlegal proceeding is limited to the proportion of such court costs and attorneys’ fees incurred that the amountrecoverable under this Bond bears to the total of the amount demanded in such legal proceeding.If the Company declines to defend theAssured, no settlement without the prior written consent of theCompany or judgment against theAssuredshall determine the existence, extent or amount of coverageunder this Bond, and the Company shall not be liable for any costs, fees and expenses incurred by theAssured.4

   .

   Representations Made By AssuredTheAssuredrepresents that all information it has furnished in the Application for this Bond or otherwiseis complete, true and correct. Such Application and other information constitute part of this Bond. Anyintentional misrepresentation, omission, concealment or incorrect statement of a material fact, in theApplication or otherwise, shall be grounds for rescission of this Bond.III.

   

   DEFINITIONSAs used in this Bond:Acceptancemeans a draft which the drawee has, by signature written on it, engaged to honor as presented.Assuredmeans:(1

   )

   theInvestment Companylisted under Name ofAssuredin the Declarations (the“first namedAssured”); or(2

   )

   any otherInvestment Companylisted in the Application.Assureddoes not include any entity or organization that is not anInvestment Company.Assured’s Networkmeans:(1

   )

   theAssured’s Computer System; or(2

   )

   anElectronic Communication System.Audit Expensesmeans reasonable expenses incurred by theAssuredwith the Company’s prior writtenconsent, which shall not be unreasonably withheld, for audits or examinations required by anygovernmental regulatory authority or self-regulatory organization to be conducted by such authority,organization, or their appointee.Audit Expenseshall not include theAssured’sinternal corporate costs(such as salaries), attorneys’ fees, or expenses incurred by any customer.Certificate of Depositmeans an acknowledgment in writing by a financial institution of receipt ofMoneywith an engagement to repay it.Certificated Securitymeans a share, participation or other interest in property of the issuer, or anenterprise of the issuer, or an obligation of the issuer, which is:(1

   )

   represented by an instrument issued in bearer or registered form;(2

   )

   of a type commonly dealt in on securities exchanges or markets or commonly recognized in any area inwhich it is issued or dealt in as a medium for investment; and(3

   )

   either one of a class or series or by its terms divisible into a class or series of shares, participations,interests or obligations.
  PF-52903 (08/21)

   Page 5 of 17


---



Financial Institution BondFor Investment Companies Claims Expensesmeans reasonable expenses incurred by theAssuredwith the Company’s prior writtenconsent, which shall not be unreasonably withheld, solely for independent firms or individuals retained todetermine the amount of a covered loss.Claims Expensesshall not include theAssured’sinternalcorporate costs (such as salaries), attorneys’fees, or expenses incurred by any customer.Computer Systemmeans a device or group of devices and all input, output, processing, storage, off-linemedia libraries (including third-party hosted computing services accessed across the internet, includinginfrastructure, platform, and software services), and communication facilities, including relatedcommunications networks, which are connected directly or indirectly to such device or group of devices.Counterfeit Originalmeans an imitation of an actual validOriginalwhich is intended to deceive andbe taken as theOriginal.Cryptocurrencymeans a digital or electronic medium of exchange, operating independently of a centralbank, in which encryption techniques are used to regulate the generation of units and to verify the transferof such units.Custodianmeans the institution designated by anAssuredto maintain possession and control of itsassets.Customermeans any shareholder of anAssuredwhich has a written agreement with theAssuredtotransfer such shareholder’sMoneyorSecuritiesthrough aVoice Initiated Funds TransferInstruction.Customer Communication Systemmeans an:(1

   )

   

   online portal or mobile application provided by theAssuredfor purposes of accessing aCustomer’saccount; or(2

   )

   

   electronic mailing system hosted by theAssuredor by a third party cloud service provider.Directormeans any natural person duly elected or appointed:(1

   )

   

   as an officer of theAssured;(2

   )

   

   to theAssured’sboard of directors; or(3

   )

   

   as a trustee of theAssured.Electronic Communication Systemmeans:(1

   )

   

   Fedwire, Clearing House Interbank Payment System (CHIPS), Society for Worldwide InterbankFinancial Telecommunication (SWIFT), and similar automated interbank communication systems inwhich theAssuredparticipates;(2

   )

   

   Customer Communication System; or(3

   )

   

   any communication system similar to those set forth in (1) and (2) of this definition in which theAssuredparticipates,allowing for the input, output, examination, or transfer of electronic instructions into or from theAssured’sComputer System.Employeemeans any natural person:(1

   )

   

   while in the regular service of anAssuredin the ordinary course of suchAssured’sbusiness, whomsuchAssuredcompensates directly by salary or wage and has the right to control and direct in theperformance of such service;(2

   )

   

   Directorwhile in the regular service of anAssuredin the ordinary course of suchAssured’sbusiness, or while acting as a member of any committee duly elected or appointed to examine or auditor have custody of or access toPropertyof theAssured;(3

   )

   

   intern while in the regular service of anAssuredin the ordinary course of suchAssured’sbusiness;
  PF-52903 (08/21)

   Page 6 of 17


---



Financial Institution BondFor Investment Companies (4

   )

   provided by an employment contractor while in the regular service of anAssuredin the ordinarycourse of suchAssured’sbusiness under theAssured’ssupervision at any of theAssured’spremises;(5

   )

   employee of theAssured’scontracted:a.

   investment advisor;b.

   underwriter (distributor);c.

   transfer agent;d.

   shareholder accounting record-keeper; ore.

   fund administrator,while performing acts for theAssuredin the capacity of anEmployee;(6

   )

   attorney of a law firm retained by theAssuredwhile performing legal services for theAssured; or(7

   )

   Processor, but only while suchProcessoris performing services and not:a.

   creating, preparing, modifying, or maintaining theAssured’scomputer applications or softwareprograms; orb.

   acting as a transfer agent or in any other agency capacity in issuing checks, drafts, or securities fortheAssured.Each employer of persons as set forth in (6) and (7) of this definition and the partners, officers, and otheremployees of such employers shall collectively be deemed to be one person for the purpose of the definitionofSingle Lossand in the event of payment under this Bond, the Company shall be subrogated to theAssured’srights of recovery, as stated in Section 12., Subrogation–Assignment–Recovery, of theConditions and Limitations, against any such employer.Employeedoes not include:(1

   )

   any employee of a fund administrator for any employee benefit plan; or(2

   )

   any employee of a transfer agent, shareholder accounting record-keeper, or fund administrator whichis:a.

   not an “affiliated person” (as defined in Section 2(a) of the Investment CompanyAct of 1940) of anAssuredor of the investment advisor or underwriter (distributor) of suchAssured; orb.

   a “bank” (as defined in Section 2(a) of the Investment Company Act of 1940).Evidence of Debtmeans an instrument, including aNegotiable Instrument, executed by aCustomerand held by theAssured, which in the regular course of business is treated as evidencing theCustomer’sdebt to theAssured.Forgerymeans:(1

   )

   affixing the handwritten signature, or a reproduction of the handwritten signature, of another naturalperson without authorization and with the intent to deceive; or(2

   )

   affixing the name of an organization as an endorsement to a check without authority and with the intentto deceive,provided that a signature which consists in whole or in part of one’s own name signed with or withoutauthority, in any capacity, for any purpose is not aForgery.Initial Transaction Statementmeans the first written statement signed by or on behalf of the issuer ofanUncertificated Securitysent to the registered owner or registered pledgee containing:
  PF-52903 (08/21)

   Page 7 of 17


---



Financial Institution BondFor Investment Companies (1

   )

   a description of the issue of which theUncertificated Securityis a part;(2

   )

   the number of shares or units transferred to the registered owner, pledged by the registered owner tothe registered pledgee, or released from pledge by the registered pledgee;(3

   )

   the name, address and taxpayer identification number, if any, of the registered owner and registeredpledgee; and(4

   )

   the date the transfer, pledge or release was registered.Instructionmeans a written order to the issuer of anUncertificated Securityrequesting that thetransfer, pledge or release from pledge of the specifiedUncertificated Securitybe registered.Investment Companymeans any entity registered under the Investment Company Act of 1940.Items of Depositmeans one or more checks or drafts drawn upon a financial institution in the UnitedStates of America.Larceny or Embezzlementmeans larceny and embezzlement as defined under Section 37 of theInvestment Company Act of 1940.Letter of Creditmeans an engagement in writing by a bank or other person made at the request of acustomer that the bank or other person will honor drafts or other demands for payment in compliance withthe conditions specified in the engagement.Moneymeans a medium of exchange in current use authorized or adopted by a domestic or foreigngovernment as part of its currency.Negotiable Instrumentmeans any writing:(1

   )

   signed by the maker or drawer;(2

   )

   containing an unconditional promise or order to pay a sum certain inMoneyand no other promise,order, obligation or power given by the maker or drawer;(3

   )

   payable on demand or at a definite time; and(4

   )

   payable to order or bearer.Negotiable Instrumentincludes a substitute check as defined in the Check Clearing for the 21stCenturyAct, and shall be treated the same as theOriginalit replaced.Network Intrusionmeans the:(1

   )

   unauthorized access; or(2

   )

   entry of an unauthorized application or software program,into theAssured’s Network, by any entity or natural person, except anEmployeeor any authorizedrepresentative of theAssured.Originalmeans the first rendering or archetype and does not include photocopies or electronictransmissions even if received and printed.Processormeans an employee of any entity authorized by theAssuredto perform data processing of theAssured’schecks and accounting records related to such checks.Processordoes not include anyemployee of a Federal Reserve Bank or clearing house.PropertymeansMoney;Securities;Initial Transaction Statement;Negotiable Instrument;Certificate of Deposit;Acceptance;Evidence of Debt;Withdrawal Order;Letter of Credit;insurance policy; abstract of title, deed and mortgage on real estate; revenue and other stamps; preciousmetals in any form; and books of accounts and otherWrittenrecords, but not electronic data processingrecords or media.Propertydoes not include electronic data orCryptocurrency.
  PF-52903 (08/21)

   Page 8 of 17


---



Financial Institution BondFor Investment Companies Securitiesmeans eitherCertificated SecuritiesorUncertificated Securities.Single Lossmeans all covered loss, court costs, and attorneys’ fees resulting from:(1

   )

   any one act of burglary, robbery or attempt at either, in which noEmployeeis implicated;(2

   )

   any one act or series of related acts on the part of any natural person resulting in the damage,destruction, or misplacement ofProperty;(3

   )

   all acts other than those specified in (1) and (2) of this definition, caused by any natural person or inwhich such natural person is implicated; or(4

   )

   any one event not specified in (1), (2) or (3) of this definition.Transportation Companymeans any organization which provides its own or its leased vehicles fortransportation or which provides freight forwarding or air express services.Uncertificated Securitymeans a share, participation or other interest in property of the issuer, or anenterprise of the issuer, or an obligation of the issuer, which is:(1

   )

   not represented by an instrument and the transfer of which is registered on books maintained for thatpurpose by or on behalf of the issuer;(2

   )

   of a type commonly dealt in on securities exchanges or markets; and(3

   )

   either one of a class or series or by its terms divisible into a class or series of shares, participations,interests or obligations.Voice Initiated Funds Transfer Instructionmeans those oral instructions which authorize thetransfer ofMoneyin aCustomer’saccount, or of aCustomer’sSecurities, and which are:(1

   )

   made over a telecommunications device; and(2

   )

   directed to those natural persons specifically authorized to receive such instructions by suchtelecommunications device.Withdrawal Ordermeans a non-negotiable instrument, other than anInstruction, signed by aCustomerauthorizing theAssuredto debit theCustomer’saccount in the amount of funds statedtherein.Writtenmeans expressed through letters or marks placed upon paper and visible to the eye.For the purposes of these definitions, the singular includes the plural and the plural includes the singular,unless otherwise indicated.IV.

   

   EXCLUSIONS1

   .

   General Exclusions–Applicable To All Insuring ClausesThis Bond does not cover loss resulting directly or indirectly from:a.

   

   riot or civil commotion outside the United States of America and Canada, or any loss due to military,naval or usurped power, war or insurrection. This Exclusion 1.a., however, shall not apply to loss whichoccurs in transit in the circumstances recited in Insuring Clause 3, provided that when such transit wasinitiated there was no knowledge on the part of any person acting for theAssuredof such riot, civilcommotion, military, naval or usurped power, war or insurrection;b.

   

   the effects of nuclear fission or fusion, radioactivity, or chemical or biological contamination;c.

   

   the loss of potential income. This Exclusion 1.c., however, shall not apply to interest and dividendsaccrued to the benefit of theAssuredor anyCustomerprior to the discovery of a covered loss,whether or not such accrued interest or dividends have been paid into the account of suchAssuredorCustomeras of the discovery of such covered loss;
  PF-52903 (08/21)

   Page 9 of 17


---



Financial Institution BondFor Investment Companies d.

   damages of any type for which theAssuredis legally liable, except compensatory damages, but notmultiples thereof, arising from a loss covered under this Bond;e.

   all costs, fees and expenses incurred by theAssured:(1

   )

   in establishing the existence of or amount of loss covered under this Bond, except for loss coveredunder Insuring Clause 8 or 9; or(2

   )

   as a party to any legal proceeding, even if such legal proceeding results in a loss covered by thisBond;f.

   indirect or consequential loss of any nature, except for loss covered under Insuring Clause 8 or 9. ThisExclusion 1.f., however, shall not apply to interest and dividends accrued to the benefit of theAssuredor anyCustomerprior to the discovery of a covered loss, whether or not such accrued interest ordividends have been paid into the account of suchAssuredorCustomeras of the discovery of suchcovered loss;g.

   any violation by theAssuredor by anyEmployee:(1

   )

   of any law regulating:i.

   the issuance, purchase or sale of securities;ii.

   securities transactions on security or commodity exchanges or the over the counter market;iii.

   investment companies; oriv.

   investment advisors; or(2

   )

   of any rule or regulation made pursuant to any such law;h.

   the loss or disclosure of confidential information, material or data, while in the care, custody or controlof theAssured, including but not limited to patents, trade secrets, processing methods, customer lists,financial information, credit card information, health information, retirement or health savingsaccount information, or any similar type of non-public information. This Exclusion 1.h., however, shallnot apply when such information, material or data is used to support or facilitate the commission ofany act otherwise covered under this Bond;i.

   fees, costs, fines, penalties or any other expenses incurred by anAssuredwhich result, directly orindirectly, from the access to or disclosure of anAssured’sor another entity’s or person’s confidentialor personal information, including but not limited to patents, trade secrets, processing methods,customer lists, financial information, credit card information, health information, retirement or healthsavings account information, or any similar type of non-public information;j.

   liability resulting from disclosure of or acting on material nonpublic information;k.

   liability assumed by theAssuredby agreement under any contract, unless loss under this Bond wouldbe covered in the absence of such agreement;l.

   the dishonest acts of anyDirectorwho is not anEmployee, acting alone or in collusion with others;m.

   any modification, damage, destruction, deletion, or corruption of any application or software programwithin theAssured’s Network, except for loss covered under Insuring Clause 7;n.

   a threat or series of threats to:(1

   )

   gain access to theAssured’sComputer Systemand sell or disclose confidential informationstored within theAssured’sComputer System; or(2

   )

   modify, damage, destroy, delete, or corrupt any application or software program within theAssured’sComputer System;o.

   costs or expenses of any independent forensic analysts or network security consultants engaged toinvestigate or assess any actual or alleged threat;
  PF-52903 (08/21)

   Page 10 of 17


---



Financial Institution BondFor Investment Companies p.

   costs or expenses incurred to identify or remediate application or software program errors orvulnerabilities, or costs to update, replace, restore, upgrade, maintain, or improve aComputerSystem;q.

   costs or expenses incurred to replace, restore, recreate, collect, or recover any application or softwareprogram; orr.

   Cryptocurrency.2

   .

   Specific Exclusions–Applicable To All Insuring Clauses Except Insuring Clause 1This Bond does not cover loss resulting directly or indirectly from:a.

   the acts of anEmployee, except for loss covered under:(1)

   Insuring Clause 2 or 3 which results directly from misplacement, mysterious unexplainabledisappearance, or damage or destruction ofProperty; or(2)

   Insuring Clause 11;b.

   the surrender of a ransom or extortion payment away from theAssured’spremises as a result of athreat to do bodily harm to any person, or to do damage to the premises orPropertyof theAssured,except for loss covered under Insuring Clause 3.b.;c.

   payments made or withdrawals from any account involving erroneous credits to such account, unlesssuch payments or withdrawals are physically received by such depositor or representative of suchdepositor who is within the premises of theAssuredat the time of such payment or withdrawal;d.

   anyUncertificated Security, except for loss covered under Insuring Clause 7;e.

   the loss ofPropertywhile:(1)

   in the mail;(2)

   in the custody of aTransportation Company, except for loss covered under Insuring Clause 3;or(3)

   located on the premises of an armored motor vehicle operator;f.

   damages resulting from any civil, criminal or other legal proceeding in which theAssuredisadjudicated to have engaged inRacketeeringactivity;g.

   the failure for any reason of a financial or depository institution, its receiver or other liquidator to payor deliver funds orPropertyto theAssured,except for loss ofSecuritiescovered under InsuringClause 2;h.

   instructions issued by aCustomerto theAssuredwhen such instructions are made, sent, ororiginated by a natural person authorized by theCustomerto make, send, or originate anyinstructions;i.

   the use of credit, debit, charge, access, convenience, identification, cash management, or other cardswhether such cards were issued, or purport to have been issued, by theAssuredor by any entity otherthan theAssured;j.

   Items of Depositwhich are not finally paid for any reason including, but not limited to,Forgeryorany other fraud, except for loss covered under Insuring Clause 10;k.

   the acts of any agent, broker, factor, commission merchant, independent contractor, intermediary,finder, or other representative of the same general character of theAssured; orl.

   the acts of any employee, agent, broker, factor, commission merchant, independent contractor,intermediary, finder, or other representative of the same general character of any third party, whileconducting business with theAssuredon behalf of such third party.
  PF-52903 (08/21)

   Page 11 of 17


---



Financial Institution BondFor Investment Companies 3

   .

   Specific Exclusions–Applicable To All Insuring Clauses Except Insuring Clauses 1, 4, and 5This Bond does not cover loss resulting directly or indirectly from:a.

   the complete or partial non-payment of or default on any loan whether such loan was procured in goodfaith or through trick, artifice, fraud, or false pretenses, except for loss covered under Insuring Clause7;b.

   anyForgeryor any alteration, except for loss covered under Insuring Clause 7; orc.

   any counterfeit, except for loss covered under Insuring Clause 6.4

   .

   Specific Exclusions–Applicable To Insuring Clause 7This Bond does not cover loss resulting directly or indirectly from:a.

   any transfer, payment, or delivery ofMoney or Securities:(1

   )

   authorized by anEmployee; or(2

   )

   arising out of any misrepresentation received by anyEmployee, agent, broker, factor, commissionmerchant, independent contractor, intermediary, finder, or other representative of the samegeneral character of theAssured,whether such transfer, payment, or delivery was made in good faith or as a result of trick, artifice, fraud,or false pretenses;b.

   forged, altered or fraudulentNegotiable Instruments,Securities, documents or writteninstruments used as source documentation for input into aComputer System;c.

   any investment inSecurities, or ownership in any corporation, partnership, real property, commodityor similar instrument, whether or not such investment is genuine or fraudulent;d.

   mechanical failure, faulty construction, error in design, latent defect, wear and tear, gradualdeterioration, electrical disturbance, theAssured’s Networkfailure or breakdown, any malfunctionor error in programming, or error or omission in processing;e.

   entries or changes made by a natural person with authorized access to theAssured’sNetworkwhoacts in good faith on instructions, unless such instructions are given to that person by a softwarecontractor or its partner, officer, or employee authorized to design, develop, prepare, supply, service,write or implement programs for theAssured’sNetwork; orf.

   entries or changes made at anElectronic Funds Transfer Systemor aCustomerCommunication Systemby a:(1

   )

   Customer; or(2

   )

   natural person with authorized access to theCustomer’sauthentication credentials ormechanism.5

   .

   Specific Exclusions–Applicable To Insuring Clause 11This Bond does not cover loss resulting directly or indirectly from anyVoice Initiated TransferInstructionfrom a:(1

   )

   Customer; or(2

   )

   natural person with authorized access to theCustomer’sverification credentials or mechanism.
  PF-52903 (08/21)

   Page 12 of 17


---



Financial Institution BondFor Investment Companies V.

   

   

   CONDITIONS AND LIMITATIONS1

   .

   Anti-BundlingIf any Insuring Clause requires that an enumerated type of document be fraudulently materially altered oraCounterfeit Original, or contain a signature which is aForgeryor obtained through trick, artifice,fraud, or false pretenses, the material alteration orCounterfeit Originalor fraudulent signature must beon or of the enumerated document itself not on or of some other document submitted with, accompanyingor incorporated by reference into the enumerated document.2

   .

   Change Or ModificationNo change in or modification of this Bond shall be effective except when made by written endorsement tothis Bond signed by an authorized representative of the Company.If this Bond is for a soleAssured, no change or modification which would adversely affect the rights of theAssuredshall be effective prior to sixty (60) days after written notice has been furnished by the actingparty to the U.S. Securities and Exchange Commission.If this Bond is for jointAssureds, no change or modification which would adversely affect the rights of anyAssuredshall be effective prior to sixty (60) days after written notice has been furnished by the Companyto allAssuredsand to the U.S. Securities and Exchange Commission.3

   .

   ConformityIf any time periodlimitation within this Bond is prohibited by any law controlling this Bond’s construction,such limitation shall be deemed to be amended so as to equal the minimum period of limitation providedby such law.4

   .

   Cooperation Of AssuredAt the Company’s request and at reasonable times and places designated by the Company, theAssuredshall:a.

   submit to examination by the Company and subscribe to the same under oath;b.

   produce for the Company’s examination all pertinent records; andc.

   cooperate with the Company in all matters pertaining to the loss.TheAssuredshall execute all papers and render all assistance to secure to the Company the rights andcauses of action provided for under this Bond. TheAssuredshall do nothing after discovery of any loss toprejudice such rights or causes of action.5

   .

   Covered PropertyThis Bond shall apply to loss ofProperty:a.

   owned by theAssured;b.

   held by theAssuredin any capacity; orc.

   for which theAssuredis legally liable.This Bond shall be for the sole use and benefit of theAssured.6

   .

   Deductible AmountThe Company shall be liable under this Bond only for the amount by which anySingle Lossis greater thanthe applicable Deductible Amount as stated in Item 2 of the Declarations.There shall be no deductible applicable to any loss sustained by anyAssuredand covered under InsuringClause 1.
  PF-52903 (08/21)

   Page 13 of 17


---



Financial Institution BondFor Investment Companies 7

   .

   DiscoveryThis Bond applies only to loss first discovered by aDirectorduring the Bond Period. Discovery occurs atthe earlier of aDirectorlearning of:a.

   facts which may subsequently result in a loss of a type covered by this Bond; orb.

   an actual or potential claim in which it is alleged that theAssuredis liable to a third party,regardless of when the act or acts causing or contributing to such loss occurred, even though the amount ofloss does not exceed the applicable Deductible Amount, or the exact amount or details of loss may not thenbe known.8

   .

   Limit Of LiabilityThe payment of any loss under this Bond shall not reduce the liability of the Company for other losseswhenever sustained, provided that:a.

   the Company’s liability for eachSingle Lossshall not exceed the applicable Single Loss Limit OfLiability as stated in Item 2 of the Declarations or as set forth under General Agreement 1, and shall notbe cumulative in amounts from year to year or from Bond Period to Bond Period;b.

   if aSingle Lossis covered under more than one Insuring Clause, the maximum payable shall notexceed the largest applicable Single Loss Limit Of Liability; andc.

   the Company’s liabilityfor loss or losses sustained by more than oneAssureds, or allAssureds, shallnot exceed the total amount for which the Company would be liable under this Bond if such loss orlosses were sustained by any oneAssured.9

   .

   Notice To Company–Proof–Legal Proceedings Against Companya.

   TheAssuredshall give the Company notice at the earliest practicable moment, not to exceed sixty (60)days after discovery of a loss, in an amount that is in excess of 50% of the applicable Deductible Amount,as stated in Item 2 of the Declarations.b.

   TheAssuredshall furnish to the Company proof of loss, duly sworn to, with full particulars, within six(6) months after such discovery.c.

   Certificated Securitieslisted in a proof of loss shall be identified by certificate or bond numbers, ifissued with them.d.

   Legal proceedings for the recovery of any loss under this Bond shall not be brought prior to theexpiration of sixty (60) days after the proof of loss is filed with the Company or after the expiration oftwenty-four (24) months from the discovery of such loss.e.

   This Bond affords coverage only in favor of theAssured. No claim, suit, action or legal proceedingshall be brought under the Bond by anyone other than theAssured.f.

   All such notices shall be given in writing to one of the following addresses:(1)

   ChubbClaimsFirstNotice@chubb.com; or(2)

   Attn: Chubb Claims DepartmentChubbP.O. Box 5122Scranton, PA 18505g.

   All other notices to the Company under this Bond shall be given in writing to the following address:(1)

   NA.FinancialLines@chubb.com; or
  PF-52903 (08/21)

   Page 14 of 17


---



Financial Institution BondFor Investment Companies (2

   )

   Attn: Chubb Underwriting DepartmentChubb202B Hall’s Mill RoadWhitehouse Station, NJ 08889All notices described above shall be effective on the date of receipt by the Company.10

   .

   Other Insurancea.

   Coverage under this Bond shall apply only as excess over any other valid and collectible insurance,indemnity or suretyship obtained by or on behalf of:(1

   )

   theAssured;(2

   )

   aTransportation Company; or(3

   )

   another entity on whose premises the loss occurred or which employed the person causing the lossor engaged the messenger conveying thePropertyinvolved.b.

   Solely with respect to Insuring Clause 7, in the event of a loss covered under this Bond and also coveredunder other valid and collectible insurance issued by the Company, or a parent, subsidiary or affiliateof the Company to theAssured, the Single Loss Limit Of Liability under this Bond shall be reduced byany payment under any other such valid and collectible insurance and only the remainder, if any, shallbe applicable to such loss covered hereunder.11

   .

   Securities SettlementIn the event of a loss ofSecuritiescovered under this Bond, the Company may, at its sole discretion,purchase replacementSecurities, tender the value of theSecuritiesinMoney, or issue its indemnity toeffect replacementSecurities.The indemnity required from theAssuredunder the terms of this Section against all loss, cost or expensearising from the replacement ofSecuritiesby the Company’s indemnity shall be:a.

   forSecuritieshaving a value less than or equal to the applicable Deductible Amount–one hundred(100%) percent;b.

   forSecuritieshaving a value in excess of the applicable Deductible Amount but within the Single LossLimit Of Liability–the percentage that the Deductible Amount bears to the value of theSecurities;orc.

   forSecuritieshaving a value greater than the applicable Single Loss Limit Of Liability–the percentagethat the Deductible Amount and portion in excess of the Single Loss Limit Of Liability bears to the valueof theSecurities.The value referred to in Sections 11.a., b., and c. is the value in accordance with Section 14., Valuation,regardless of the value of suchSecuritiesat the time the loss under the Company’s indemnity is sustained.The Company is not required to issue its indemnity for any portion of a loss ofSecuritieswhich is notcovered by this Bond, however, the Company may do so as a courtesy to theAssuredin its sole discretion.TheAssuredshall pay the proportion of theCompany’spremium charge for theCompany’sindemnity asset forth in Sections 11.a., b., and c. No portion of the Single Loss Limit Of Liability shall be used as paymentof premium for any indemnity purchased by theAssuredto obtain replacementSecurities.12

   .

   Subrogation–Assignment–RecoveryIn the event of a payment under this Bond, the Company shall be subrogated to all of theAssured’srightsof recovery against any person or entity to the extent of such payment. On request, theAssuredshalldeliver to the Company an assignment of theAssured’srights, title and interest and causes of actionagainst any person or entity to the extent of such payment.
  PF-52903 (08/21)

   Page 15 of 17


---



Financial Institution BondFor Investment Companies Recoveries, whether effected by the Company or by theAssured, shall be applied net of the expense ofsuch recovery, in the following order:a.

   first, to the satisfaction of theAssured’scovered loss which would otherwise have been paid but forthe fact that it is in excess of the Single Loss Limit Of Liability;b.

   second, to the Company in satisfaction of amounts paid in settlement of theAssured’sclaim;c.

   third, to theAssuredin satisfaction of the applicable Deductible Amount; andd.

   fourth, to theAssuredin satisfaction of any loss suffered by theAssuredwhich was not covered underthis Bond.Recovery from reinsurance or indemnity of the Company shall not be deemed a recovery under this Section.13

   .

   Terminationa.

   If the Bond is for a soleAssured, it shall not be terminated unless written notice shall have been givenby the acting party to the affected party and to the U.S. Securities and Exchange Commission not lessthan sixty (60) days prior to the effective date of such termination.b.

   If the Bond is for a jointAssured, it shall not be terminated unless written notice shall have been givenby the acting party to the affected party, and by the Company to allAssuredsand to the U.S. Securitiesand Exchange Commission, not less than sixty (60) days prior to the effective date of such termination.c.

   If anyDirector, not acting in collusion with anEmployee, discovers any dishonest or fraudulent actcommitted by suchEmployee, whether in the employment of theAssuredor otherwise, and whetheragainst theAssuredor any other person or entity, theAssured:i.

   shall immediately remove suchEmployeefrom a position that would enable suchEmployeetocause theAssuredto suffer a loss covered by this Bond; andii.

   within forty-eight (48) hours of discovering anEmployeehas committed any dishonest orfraudulent act, shall notify the Company of such action and provide full particulars of suchdishonest or fraudulent act.d.

   This Bond terminates as to anyEmployeesixty (60) days after receipt by eachAssuredand the U.S.Securities and Exchange Commission of written notice from the Company of its decision to terminatethis Bond as to anyEmployee.14

   .

   Valuationa.

   Books Of Account Or Other RecordsThe value of any loss ofPropertyconsisting of books of account or other records used by theAssuredin the conduct of its business shall be the amount paid by theAssuredfor blank books, blank pages,or other materials which replace the lost books of account or other records, plus the cost of labor paidby theAssuredfor the actual transcription or copying of data to reproduce such books of account orother records.b.

   MoneyAny loss ofMoney, or loss payable inMoney, shall be paid in theMoneyof the United States ofAmerica or the dollar equivalent of it, determined by the free market rate of exchange in effect at thetime of discovery of such loss.c.

   Other PropertyThe value of any loss ofProperty, except as otherwise provided for in this Section 14., shall be theactual cash value or the cost of repairing or replacing suchPropertywithPropertyof like quality andvalue, whichever is less.
  PF-52903 (08/21)

   Page 16 of 17


---



Financial Institution BondFor Investment Companies d.

   SecuritiesThe value of any loss ofSecuritiesshall be the average market value of suchSecuritieson thebusiness day immediately preceding discovery of such loss, provided that the value of anySecuritiesreplaced by theAssured, with the consent of the Company and prior to the settlement of any claim forthem, shall be the actual market value at the time of replacement. In the case of a loss of interimcertificates, warrants, rights or otherSecurities, the production of which is necessary to the exerciseof subscription, conversion, redemption or deposit privileges, the value of them shall be the marketvalue of such privileges immediately preceding their expiration if the loss is not discovered until aftertheir expiration. If no market price is quoted for suchSecuritiesor for such privileges, the value shallbe fixed by agreement of the parties.VI.

   COMPLIANCE WITH APPLICABLE TRADE SANCTION LAWSThis Bond does not apply to the extent that trade or economic sanctions law or other similar laws orregulations prohibit the Company from providing insurance.
  PF-52903 (08/21)

   Page 17 of 17


---



WISCONSIN AMENDATORY ENDORSEMENT Named Assured

   

   

   

   Endorsement NumberNICHOLAS COMPANY INC

   

   

   

   1Bond Number

   Bond Period

   

   

   Effective Date of EndorsementJ06054535

   11-16-2024

   to

   11-16-2025

   November 16, 2024Issued ByFederal Insurance Company
  THIS ENDORSEMENT CHANGES THE BOND. PLEASE READ IT CAREFULLY.In consideration of the premium charged, it is agreed that this Bond is amended as follows:1

   .

   Section V. CONDITIONS AND LIMITATIONS is amended as follows:1

   .

   Subsection 9. Notice To Company – Proof – Legal Proceedings Against Company is amended by addingthe following:Notice to the agent is the same as giving notice to the Company.2

   .

   Subsection 12. Subrogation – Assignment – Recovery is amended by adding the following:The Company shall be entitled to a recovery only after theAssuredhas been fully compensated for lossunder this Bond.2

   .

   The following Section is added to this Bond:NONRENEWALIf the Company elects not to renew this Bond, the Company will mail or deliver written notice ofnonrenewal to the namedAssured’slast known address. The Company may elect not to renew for anyreason. The notice of nonrenewal will be mailed or delivered at least sixty (60) days before the expirationdate of this Bond and will state the reason for nonrenewal.Notice of nonrenewal is not required if (i) theAssuredhas assured elsewhere; (ii) theAssuredhasaccepted replacement coverage; (iii) theAssuredhas requested or agreed to nonrenewal of this Bond; or(iv) this Bond is expressly designated as nonrenewable.Failure to pay the renewal or continuation premium by the premium date will result in nonrenewal of thisBond on the expiration or anniversary date if the Company has provided written notice of the renewal orcontinuation premium not more than seventy-five (75) days nor less than ten (10) days prior to the duedate of the premium and has stated clearly in the notice the effect of nonpayment of premium by the duedate.This Bond will be deemed to have been amended to the extent necessary to effect the purposes and intent of thisAmendatory Endorsement.The regulatory requirements set forth in this Amendatory Endorsement shall supersede and take precedence overany provisions of this Bond or any endorsement to this Bond, whenever added, that are inconsistent with orcontrary to the provisions of this Amendatory Endorsement, unless such Bond or endorsement provisions complywith the applicable insurance laws of the State of Wisconsin.The title and any headings in this endorsement/rider are solely for convenience and form no part of the terms andconditions of coverage.
  PF-51503 (02/19)

   Page 1 of 2


---



All other terms, conditions and limitations of this Bond shall remain unchanged.
   Authorized Representative PF-51503 (02/19)

   Page 2 of 2


---



FRAUDULENT TRANSFER INSTRUCTION ENDORSEMENT Named Assured

   

   

   

   Endorsement NumberNICHOLAS COMPANY INC

   

   

   

   2Bond Number

   Bond Period

   

   

   Effective Date of EndorsementJ06054535

   11-16-2024

   to

   11-16-2025

   November 16, 2024Issued ByFederal Insurance Company
  THIS ENDORSEMENT CHANGES THE BOND. PLEASE READ IT CAREFULLY.This endorsement modifies insurance provided under the following:FINANCIAL INSTITUTION BOND FOR INVESTMENT COMPANIESIn consideration of the premium charged, it is agreed that solely with respect to coverage afforded under thisEndorsement, this Bond is amended as follows:(1) Item 2., Single Loss Limits Of Liability – Deductible Amounts, of the Declarations is amended to include thefollowing:Insuring Clause

   

   Single Loss Limit of Liability

   

   Deductible AmountFraudulent Transfer Instruction

   $

   5,650,000

   $

   10,000(2) The following Insuring Clause is added:14. Fraudulent Transfer InstructionLoss resulting directly from theAssuredhaving, in good faith, transferred, paid, or deliveredMoneyorSecuritiesin reliance upon aTransfer Instructionthat purports, and reasonably appears, to haveoriginated from:a.

   theCustomer;b.

   anEmployeeacting on instructions of suchCustomer; orc.

   a financial institution acting on behalf of suchCustomerwith authority to make such instructions,but whichTransfer Instructionwas, in fact, fraudulently issued without the knowledge of theAssured,Employee, orCustomer.As a condition precedent to coverage under this Insuring Clause 14, the:i.

   sender of theTransfer Instructionmust have authenticated suchTransfer Instructionwith theCustomer’sauthentication credentials or mechanism;ii.

   Employeeacting on theTransfer Instructionmust obtainVerificationprior to any singletransfer, payment, or delivery of funds in excess of the Deductible Amount set forth in Paragraph (1)of this Endorsement; andiii.

   Assuredshall assert any available claims, offsets, or defenses against suchCustomer, any financialinstitution, or any other party to the transaction.(3) The Definition ofCustomeris deleted and replaced with the following:Customermeans any shareholder of anAssuredwhich has a written agreement with theAssuredtotransfer such shareholder’sMoneyorSecuritiesthrough aVoice Initiated Funds TransferInstructionor aTransfer Instruction.
  PF-52913 (08/21)

   Page 1 of 2


---



(4) The following Definitions are added:Telefacsimilemeans a system of transmitting a facsimile of a tangible document by electronic signals overtelephone lines to a piece of equipment maintained for the specific purpose of receiving such signals andprinting such facsimile on a tangible medium.Transfer Instructionmeans those instructions, other than anyVoice Initiated Funds TransferInstruction, which authorize the transfer ofMoneyin aCustomer’saccount, or of aCustomer’sSecurities, and which are:a.

   transmitted to theAssuredvia:i.

   any electronic instruction, including an e-mail, that is delivered through anElectronicCommunication Systemand that is capable of retention by the recipient at the time of receipt;ii.

   telex, orTelefacsimileinstruction; oriii.

   automated telephone system; andb.

   received by anEmployeespecifically authorized by theAssuredto receive and act upon suchinstructions.Verificationmeans anEmployee:a.

   attempted to verify the authenticity of suchTransfer Instructionby communicating with theCustomer, or natural person purporting to be theCustomervia any communication method, otherthan e-mail, prior to any single transfer, payment, or delivery of funds, and contemporaneouslydocumented the communication method utilized and the result of such attempt in writing; andb.

   contemporaneously documented the use of theCustomer’sauthentication credentials or mechanism.(5) Exclusion 2.a. is deleted and replaced with the following:a.

   the acts of anEmployee, except for loss covered under:i.

   Insuring Clause 2 or 3 which results directly from misplacement, mysterious unexplainabledisappearance, or damage or destruction ofProperty; orii.

   Insuring Clause 11 or 14;(6) The following Exclusion is added:This Bond does not cover loss resulting directly or indirectly from anyTransfer Instructionfrom a:a.

   Customer; orb.

   natural person with authorized access to theCustomer’sauthentication credentials or mechanism.The title and any headings in this endorsement/rider are solely for convenience and form no part of the terms andconditions of coverage.All other terms, conditions and limitations of this Bond shall remain unchanged.
   Authorized Representative PF-52913 (08/21)

   Page 2 of 2


---



STOP PAYMENT ORDER OR REFUSAL TO PAY CHECK ENDORSEMENT Named Assured

   

   

   

   

   

   Endorsement NumberNICHOLAS COMPANY INC

   

   

   

   

   

   3Bond Number

   

   Bond Period

   

   

   

   Effective Date of EndorsementJ06054535

   

   11-16-2024

   to

   11-16-2025

   

   November 16, 2024Issued ByFederal Insurance CompanyTHIS ENDORSEMENT CHANGES THE BOND. PLEASE READ IT CAREFULLY.This endorsement modifies insurance provided under the following:FINANCIAL INSTITUTION BOND FOR INVESTMENT COMPANIESIn consideration of the premium charged, it is agreed that solely with respect to coverage afforded under thisEndorsement this Bond is amended as follows:(1) Item 2., Single Loss Limits Of Liability – Deductible Amounts, of the Declarations is amended to include thefollowing:Insuring Clause

   

   Single Loss Limit of Liability

   

   Deductible AmountStop Payment Order

   $

   50,000

   

   

   $

   5,000(2) The following Insuring Clause is added:Stop Payment Order or Refusal to Pay CheckLoss resulting directly from theAssuredbeing legally liable to pay compensatory damages for:a.

   complying or failing to comply with notice from anyCustomeror any authorized representative of anyCustomer, to stop payment on any check or draft made or drawn upon or against theAssuredby suchCustomeror by any authorized representative of suchCustomer; orb.

   refusing to pay any check or draft made or drawn upon or against theAssuredby anyCustomeror byany authorized representative of suchCustomer.(3) The following Exclusions shall apply:This Bond does not cover loss resulting directly or indirectly from:a.

   libel, slander, wrongful entry, eviction, defamation, false arrest, false imprisonment, maliciousprosecution, assault, or battery;b.

   sickness, disease, physical bodily harm, mental or emotional distress or anguish, or death of any person;orc.

   discrimination.The title and any headings in this endorsement/rider are solely for convenience and form no part of the terms andconditions of coverage.All other terms, conditions and limitations of this Bond shall remain unchanged.
   Authorized Representative PF-52917 (08/21)

   Page 1 of 1


---



UNAUTHORIZED SIGNATURE ENDORSEMENT Named Assured

   

   

   

   

   

   Endorsement NumberNICHOLAS COMPANY INC

   

   

   

   

   

   4Bond Number

   

   Bond Period

   

   

   

   Effective Date of EndorsementJ06054535

   

   11-16-2024

   to

   11-16-2025

   

   11-16-2024Issued ByFederal Insurance CompanyTHIS ENDORSEMENT CHANGES THE BOND. PLEASE READ IT CAREFULLY.This endorsement modifies insurance provided under the following:FINANCIAL INSTITUTION BOND FOR INVESTMENT COMPANIESIn consideration of the premium charged, it is agreed that solely with respect to coverage afforded under thisEndorsement this Bond is amended as follows:(1) Item 2., Single Loss Limits of Liability – Deductible Amounts, of the Declarations is amended to include thefollowing:Insuring Clause

   

   Single Loss Limit of Liability

   

   Deductible AmountUnauthorized Signature

   $

   50,000

   

   

   $

   5,000(2) The following Insuring Clause is added:Unauthorized SignatureLoss resulting directly from theAssuredhaving accepted, paid, or cashed any check orWithdrawal Ordermade or drawn on or against the account of aCustomer, which bears the signature or endorsement of oneother than a person whose name and signature is on file with theAssuredas signatory on such account.As a condition precedent to coverage under this Insuring Clause, theAssuredshall have on file signatures ofall persons who are signatories on such account.The title and any headings in this endorsement/rider are solely for convenience and form no part of the terms andconditions of coverage.All other terms, conditions and limitations of this Bond shall remain unchanged.
   Authorized Representative PF-52918 (08/21)

   Page 1 of 1


---



NICHOLAS EQUITY INCOME FUND, INC. Resolutions adopted pursuant to Rule 17g-1(g)(1) by a majority of the board of directorswho are not “interested persons” of the Fund Resolutions adopted on August 19, 2024: BE IT THEREFORE RESOLVED, that the Fund enter into a Joint Insurance Agreement with all of the funds and the Nicholas Company, Inc., substantially in the form utilized by the Fund for its current Bond, for the purpose of maintaining a Bond pursuant to Section 17(g); FURTHER RESOLVED,that the Fund obtain a joint Bond pursuant to Section 17(g) in an amount not less than an aggregate amount of $5,650,000, such amount being reasonable under all the circumstances, which shall name all of the funds in the Nicholas family of funds and Nicholas Company, Inc. as insureds; FURTHER RESOLVED,that based upon the relative risks presented by the five joint insureds to the joint Bond, the relative sizes of the four mutual funds so insured, the amount of the Bond and all other relevant factors, the Fund shall pay its proportionate share of the total Bond premium, with the other insureds paying their proportionate share of such premium, as determined by the Board of Directors at the next regularly scheduled board meeting after such premium amount shall be obtained by the Fund from the insurer; FURTHER RESOLVED, that if the present size of any of the investment companies or Nicholas Company, Inc. entities increases or decreases such that a higher or lower bond amount is required, desirable or appropriate in the Board of Directors’ discretion, then the Fund has no objection to and does approve such amendment of the bond amount; FURTHER RESOLVED, that Jennifer R. Kloehn is hereby designated the agent of the Fund for purposes of Section 17(g); FURTHER RESOLVED, that the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions in compliance with Section 17(g) and other applicable statutes and rules; and FURTHER RESOLVED, that John Hauser, David Pelisek and Julie Van Cleave, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond. Resolutions adopted on November 11, 2024: BE IT THEREFORE RESOLVED, that the Board ratifies the following allocation of premiums whereby the Fund shall pay its proportionate share of the total Bond premium calculated as a percentage of the aggregate minimum Bond required, with the other insureds paying their proportionate share of such premium: 2024 / 2025Nicholas Fund, Inc.

   $

   7,400.44Nicholas II, Inc.

   $

   3,700.22Nicholas Limited Edition, Inc

   $

   2,220.13Nicholas Equity Income Fund, Inc.

   $

   2,220.13Nicholas Company, Inc

   $

   1,184.08Total Premium

   $

   16,725.00
  FURTHER RESOLVED, that this Board does hereby determine that participation in the joint policy is in the best interest of the Fund and the allocation of premiums is fair and reasonable, the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions; and FURTHER RESOLVED, that John Hauser, David Pelisek and Julie Van Cleave, being all of the directors of the Fund who are not interested persons of Nicholas Company, Inc., do hereby ratify and affirm the foregoing resolutions pertaining to the Bond.


---



NICHOLAS FUND, INC. Resolutions adopted pursuant to Rule 17g-1(g)(1) by a majority of the board of directorswho are not “interested persons” of the Fund Resolutions adopted on August 19, 2024: BE IT THEREFORE RESOLVED, that the Fund enter into a Joint Insurance Agreement with all of the funds and the Nicholas Company, Inc., substantially in the form utilized by the Fund for its current Bond, for the purpose of maintaining a Bond pursuant to Section 17(g); FURTHER RESOLVED,that the Fund obtain a joint Bond pursuant to Section 17(g) in an amount not less than an aggregate amount of $5,650,000, such amount being reasonable under all the circumstances, which shall name all of the funds in the Nicholas family of funds and Nicholas Company, Inc. as insureds; FURTHER RESOLVED,that based upon the relative risks presented by the five joint insureds to the joint Bond, the relative sizes of the four mutual funds so insured, the amount of the Bond and all other relevant factors, the Fund shall pay its proportionate share of the total Bond premium, with the other insureds paying their proportionate share of such premium, as determined by the Board of Directors at the next regularly scheduled board meeting after such premium amount shall be obtained by the Fund from the insurer; FURTHER RESOLVED, that if the present size of any of the investment companies or Nicholas Company, Inc. entities increases or decreases such that a higher or lower bond amount is required, desirable or appropriate in the Board of Directors’ discretion, then the Fund has no objection to and does approve such amendment of the bond amount; FURTHER RESOLVED, that Jennifer R. Kloehn is hereby designated the agent of the Fund for purposes of Section 17(g); FURTHER RESOLVED, that the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions in compliance with Section 17(g) and other applicable statutes and rules; and FURTHER RESOLVED, that John Hauser, David Pelisek and Julie Van Cleave, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond. Resolutions adopted on November 11, 2024: BE IT THEREFORE RESOLVED, that the Board ratifies the following allocation of premiums whereby the Fund shall pay its proportionate share of the total Bond premium calculated as a percentage of the aggregate minimum Bond required, with the other insureds paying their proportionate share of such premium: 2024 / 2025Nicholas Fund, Inc.

   $

   7,400.44Nicholas II, Inc.

   $

   3,700.22Nicholas Limited Edition, Inc

   $

   2,220.13Nicholas Equity Income Fund, Inc.

   $

   2,220.13Nicholas Company, Inc

   $

   1,184.08Total Premium

   $

   16,725.00
  FURTHER RESOLVED, that this Board does hereby determine that participation in the joint policy is in the best interest of the Fund and the allocation of premiums is fair and reasonable, the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions; and FURTHER RESOLVED, that John Hauser, David Pelisek and Julie Van Cleave, being all the directors of the Fund who are not interested persons of the Nicholas Company, Inc., do hereby ratify and affirm the foregoing resolutions pertaining to the Bond. -2-


---



NICHOLAS II, INC. Resolutions adopted pursuant to Rule 17g-1(g)(1) by a majority of the board of directorswho are not “interested persons” of the Fund Resolutions adopted on August 19, 2024: BE IT THEREFORE RESOLVED, that the Fund enter into a Joint Insurance Agreement with all of the funds and the Nicholas Company, Inc., substantially in the form utilized by the Fund for its current Bond, for the purpose of maintaining a Bond pursuant to Section 17(g); FURTHER RESOLVED,that the Fund obtain a joint Bond pursuant to Section 17(g) in an amount not less than an aggregate amount of $5,650,000, such amount being reasonable under all the circumstances, which shall name all of the funds in the Nicholas family of funds and Nicholas Company, Inc. as insureds; FURTHER RESOLVED,that based upon the relative risks presented by the five joint insureds to the joint Bond, the relative sizes of the four mutual funds so insured, the amount of the Bond and all other relevant factors, the Fund shall pay its proportionate share of the total Bond premium, with the other insureds paying their proportionate share of such premium, as determined by the Board of Directors at the next regularly scheduled board meeting after such premium amount shall be obtained by the Fund from the insurer; FURTHER RESOLVED, that if the present size of any of the investment companies or Nicholas Company, Inc. entities increases or decreases such that a higher or lower bond amount is required, desirable or appropriate in the Board of Directors’ discretion, then the Fund has no objection to and does approve such amendment of the bond amount; FURTHER RESOLVED, that Jennifer R. Kloehn is hereby designated the agent of the Fund for purposes of Section 17(g); FURTHER RESOLVED, that the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions in compliance with Section 17(g) and other applicable statutes and rules; and FURTHER RESOLVED, that John Hauser, David Pelisek and Julie Van Cleave, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond. Resolutions adopted on November 11, 2024: BE IT THEREFORE RESOLVED, that the Board ratifies the following allocation of premiums whereby the Fund shall pay its proportionate share of the total Bond premium calculated as a percentage of the aggregate minimum Bond required, with the other insureds paying their proportionate share of such premium: 2024 / 2025Nicholas Fund, Inc.

   $

   7,400.44Nicholas II, Inc.

   $

   3,700.22Nicholas Limited Edition, Inc

   $

   2,220.13Nicholas Equity Income Fund, Inc.

   $

   2,220.13Nicholas Company, Inc

   $

   1,184.08Total Premium

   $

   16,725.00
  FURTHER RESOLVED, that this Board does hereby determine that participation in the joint policy is in the best interest of the Fund and the allocation of premiums is fair and reasonable, the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions; and FURTHER RESOLVED, that John Hauser, David Pelisek and Julie Van Cleave, being all of the directors of the Fund who are not interested persons of the Nicholas Company, Inc., do hereby ratify and affirm the foregoing resolutions pertaining to the Bond. -3-


---



NICHOLAS LIMITED EDITION, INC. Resolutions adopted pursuant to Rule 17g-1(g)(1) by a majority of the board of directorswho are not “interested persons” of the Fund Resolutions adopted on August 19, 2024: BE IT THEREFORE RESOLVED, that the Fund enter into a Joint Insurance Agreement with all of the funds and the Nicholas Company, Inc., substantially in the form utilized by the Fund for its current Bond, for the purpose of maintaining a Bond pursuant to Section 17(g); FURTHER RESOLVED,that the Fund obtain a joint Bond pursuant to Section 17(g) in an amount not less than an aggregate amount of $5,650,000, such amount being reasonable under all the circumstances, which shall name all of the funds in the Nicholas family of funds and Nicholas Company, Inc. as insureds; FURTHER RESOLVED,that based upon the relative risks presented by the five joint insureds to the joint Bond, the relative sizes of the four mutual funds so insured, the amount of the Bond and all other relevant factors, the Fund shall pay its proportionate share of the total Bond premium, with the other insureds paying their proportionate share of such premium, as determined by the Board of Directors at the next regularly scheduled board meeting after such premium amount shall be obtained by the Fund from the insurer; FURTHER RESOLVED, that if the present size of any of the investment companies or Nicholas Company, Inc. entities increases or decreases such that a higher or lower bond amount is required, desirable or appropriate in the Board of Directors’ discretion, then the Fund has no objection to and does approve such amendment of the bond amount; FURTHER RESOLVED, that Jennifer R. Kloehn is hereby designated the agent of the Fund for purposes of Section 17(g); FURTHER RESOLVED, that the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions in compliance with Section 17(g) and other applicable statutes and rules; and FURTHER RESOLVED, that John Hauser, David Pelisek and Julie Van Cleave, being all of the directors of the Fund who are not interested persons of the Adviser, do hereby ratify and affirm the foregoing resolutions pertaining to the Fidelity Bond. Resolutions adopted on November 11, 2024: BE IT THEREFORE RESOLVED, that the Board ratifies the following allocation of premiums whereby the Fund shall pay its proportionate share of the total Bond premium calculated as a percentage of the aggregate minimum Bond required, with the other insureds paying their proportionate share of such premium: 2024 / 2025Nicholas Fund, Inc.

   $

   7,400.44Nicholas II, Inc.

   $

   3,700.22Nicholas Limited Edition, Inc

   $

   2,220.13Nicholas Equity Income Fund, Inc.

   $

   2,220.13Nicholas Company, Inc

   $

   1,184.08Total Premium

   $

   16,725.00
  FURTHER RESOLVED, that this Board does hereby determine that participation in the joint policy is in the best interest of the Fund and the allocation of premiums is fair and reasonable, the officers of the Fund shall be, and they hereby are, authorized and directed to take such action as may be necessary or appropriate to effect the foregoing resolutions; and FURTHER RESOLVED, that John Hauser, David Pelisek and Julie Van Cleave, being all of the directors of the Fund who are not interested persons of the Nicholas Company, Inc., do hereby ratify and affirm the foregoing resolutions pertaining to the Bond. -4-


---



JOINT FIDELITY BOND AGREEMENT THIS AGREEMENT is made as of the 16th day of November, 2024, by and among Nicholas Company, Inc., a Wisconsin corporation (the "Company"), Nicholas Equity Income Fund, Inc., a Maryland corporation (the "Equity Income Fund"), Nicholas Fund, Inc., a Maryland corporation (the "Fund"), Nicholas II, Inc., a Maryland corporation ("Nicholas II"), and Nicholas Limited Edition, Inc., a Maryland corporation (the "Limited Edition"), the foregoing parties being collectively referred to herein as the "Joint Insureds." WHEREAS, the Equity Income Fund, the Fund, Nicholas II and the Limited Edition are investment companies registered with the Securities and Exchange Commission under the Investment Company Act of 1940 (the "Act"); and WHEREAS, the Company is an investment adviser registered under the Investment Advisers Act of 1940, and is the investment adviser to the Equity Income Fund, the Fund, Nicholas II and the Limited Edition; and WHEREAS, the Equity Income Fund, the Fund, Nicholas II and the Limited Edition are required by Section 17(g) of the Act to maintain a fidelity bond against larceny and embezzlement in an amount determined by their respective Boards of Directors after consideration of all relevant risk factors; and WHEREAS, all parties hereto desire to be Joint Insureds under a fidelity bond; and WHEREAS, pursuant to Section 17(g) of the Act and Rule §270.17g-1(d) (2) thereunder, if any registered management company maintains a fidelity bond with a joint insured, it must be assured of receiving an equitable and proportionate share of the recovery under said bond in the event of loss covered by the fidelity bond. NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto agree as follows: 1. The Joint Insureds agree to maintain a joint fidelity bond insuring the Joint Insureds against loss resulting from larceny and embezzlement in the amount of $5,650,000 (the "Fidelity Bond"), covering the period from November 16, 2024 to November 16, 2025. 2. Each of the Joint Insureds shall be responsible to pay only that portion of the total premium for the Fidelity Bond attributable to such Joint Insureds required individual bond. - 1 -


---



3. The Company shall be responsible to pay that portion of the premium for the Fidelity Bond over and above that which the other Joint Insureds are required to pay pursuant to this Agreement. 4. The Company further agrees to indemnify and hold each of the other Joint Insureds harmless from any deductible amount provided for under the Fidelity Bond. 5. In the event that recovery is made under the Fidelity Bond as a result of a loss sustained by one or more of the Joint Insureds, each of such Joint Insureds shall receive an equitable and proportionate share of the recovery, if any, but at least equal to the amount which each would have received had each Joint Insured maintained a single insured bond with the coverage set forth in paragraph 6 hereof. 6. The amount of the Fidelity Bond which each of the Joint Insureds would have maintained under a single insured bond is as follows: The Fund

   $

   2,500,000Nicholas II

   

   1,250,000Limited Edition

   

   750,000Equity Income Fund

   

   750,000The Company

   

   400,000Total

   $

   5,650,000
  7. The Joint Insureds agree that the total premium for the Fidelity Bond, in the amount of $16,725.00, shall be allocated among the Joint Insureds, with each paying the following amount: The Fund

   $

   7,400.44Nicholas II

   

   3,700.22Limited Edition

   

   2,220.13Equity Income Fund

   

   2,220.13The Company

   

   1,184.08Total

   $

   16,725.00
  - 2 -


---



IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written. NICHOLAS FUND, INC.

   NICHOLAS LIMITED EDITION, INC.By:/s/ David O. Nicholas

   By: /s/ David O. NicholasDavid O. Nicholas, President

   David O. Nicholas, PresidentAttest:/s/ Jennifer R. Kloehn

   Attest: /s/ Jennifer R. KloehnJennifer R. Kloehn, Senior Vice President

   Jennifer R. Kloehn, Senior Vice Presidentand Treasurer

   and TreasurerNICHOLAS II, INC.

   NICHOLAS EQUITY INCOME FUND, INC.By:/s/ David O. Nicholas

   By: /s/ David O. NicholasDavid. O Nicholas, President

   David O. Nicholas, PresidentAttest:/s/ Jennifer R. Kloehn

   Attest: /s /Jennifer R. KloehnJennifer R. Kloehn, Senior Vice President

   Jennifer R. Kloehn, Senior Vice Presidentand Treasurer

   and TreasurerNICHOLAS COMPANY, INC.By:/s/ David O. NicholasDavid O. Nicholas, PresidentAttest:/s/ Jennifer R. KloehnJennifer R. Kloehn, Executive VicePresident and Treasurer
  - 3 -