Managed the

Fixed-Income

Fund Since:

Fund

Sub-Adviser

Strategy

Sub-Adviser
Since

Brown Brothers Harriman & Co.

140 Broadway

New York, New York 10005

Penn Mutual Asset Management, LLC

161 Washington Street, Suite 1111

Conshohocken, Pennsylvania 19428

PGIM, Inc.

655 Broad Street

Newark, New Jersey 07102

Teachers Advisors, LLC;

730 Third Avenue, 5th Floor,

New York, New York 10017

Registered Investment

Companies*

Other Pooled

Investment Vehicles*

Other Accounts*

Portfolio Manager

Zhiwei Ren

Greg Zappin

Registered Investment

Companies

Other Pooled

Investment Vehicles

Portfolio Manager

Richard Piccirillo*

Gregory Peters**

Matthew Angelucci

Tyler Thorn

Dollar Range

Of Equity

Securities In the Funds Managed by the

Portfolio Manager

ProxyVoting

Type: Operating Policy

Policy Number: 123.0

Responsible Department

Ethics and Compliance

Origination Date: 8/1/2015

Amended Date: 2/6/2024

Review Cycle: Annual

Approved By: Chief Compliance Officer

Company: Penn Mutual Asset Management

Description

PMAM provides day-to-day investment management services to clients, which may include the voting of securities held in their accounts. Under the Investment Advisers Act of 1940, the adviser has a duty of care and loyalty with respect to all services undertaken for clients, including proxy voting. Rule 206(4)-6 under the Advisers Act requires that an adviser must vote proxies in a manner consistent with clients' best interest and must not place its interests above those of its clients when doing so. It requires the adviser to: (i) adopt and implement written policies and procedures that are reasonably designed to ensure that the adviser votes proxies in the best interest of its clients, and (ii) disclose to the clients how they may obtain information on how the adviser voted. In addition, Rule 204-2 requires the adviser to keep records of proxy voting and client requests for information.

PMAM has adopted related procedures to address proxy voting. The following procedures are reasonably designed to ensure that PMAM votes securities held in those client accounts in the best interests of the client. PMAM has retained an independent firm (Service Provider) to assist it in voting the securities, if necessary. The Service Provider specializes in providing proxy advisory and voting services. These services include in-depth research, analysis, voting recommendations, as well as vote execution, reporting, auditing and consulting assistance for the handling of proxy voting responsibility and corporate governance. Securities generally will be voted in accordance with the guidelines set forth by the Service Provider, except as set forth below with respect to proxies of affiliated mutual funds, and as PMAM may otherwise determine in the exercise of its fiduciary duty to its clients. Except with respect to proxies of affiliated mutual funds, the appropriate Portfolio Manager will review all voting recommendations made by the Service Provider with respect to securities for which PMAM has voting authority, including recommendations on voting for or against proposals described in the guidelines. If the Portfolio Manager determines that it is in the interest of a client account to vote securities differently than the recommendation made by the Service Provider, the Portfolio Manager will fully document the reasons for voting the securities differently in a memorandum to the Chief Compliance Officer.

Upon receipt of the memorandum, PMAM will direct the Service Provider to vote the securities in accordance with the determination made by the Portfolio Manager. In providing proxy advisory and voting services to PMAM, the Service Provider observes policies and procedures that address potential conflicts between the interests of PMAM client accounts and the interests of the Service Provider and its affiliates. PMAM relies, to a large extent, on the independence of the Service Provider, and the policies, procedures and practices it has in place, to avoid voting on any proposal that may be inappropriate because of conflict of interest. In addition, Portfolio Managers and the Chief Compliance Officer monitor the voting of securities that may present a conflict between the interests of a client and the interest of PMAM and its affiliates. PMAM is sensitized to the fact that any business or other relationship between PMAM (or any of its affiliates) and a company whose securities are to be voted could improperly influence a manager's determination to vote the securities differently than recommended by the Service Provider. Except with respect to proxies of affiliated mutual funds, any potential conflict of interest identified by a Portfolio Manager is immediately referred to the Chief Compliance Officer for immediate resolution. With respect to proxies of an affiliated fund, such as the portfolios of the Funds, PMAM will vote such proxies in the same proportion as the vote of all other shareholders of the fund (i.e., "echo vote"), unless otherwise required by law. PMAM, acting on its own behalf or acting through the Service Provider, will provide a description of its proxy voting policies and procedures to its clients, and will inform its clients as to how they may obtain information on how PMAM voted their securities. PMAM, on its own behalf or acting through the Service Provider, will retain for a period of not less than six years its: (i) proxy voting policies and procedures, (ii) proxy statements that PMAM receives regarding client securities, (iii) records of votes casts on behalf of clients, (iv) any document prepared on behalf of PMAM that was material to making the determination of how to vote securities and (v) a copy of each written request for proxy voting information, and a copy of any written response made by or on behalf of PMAM to any request (oral or written) for proxy voting information.

Key Definition

Penn Mutual Asset Management (or "PMAM" or "Adviser")

Roles and Responsibilities

All full, part-time and temporary employees.

Regulations

Investment Advisers Act of 1940 - Rule 206(4)-6

Related Policies

All Applicable Policies.

Related Procedures

Not Applicable.

Applicability and Distribution

This policy is applicable to all employees.

This policy is not to be distributed to third parties without written approval from the policy approver.