This brochure explains Federated Investors (UK) LLP’s advisory business, and provides important information about us and, in certain cases, our affiliates and our related persons. As used within this section, “we” shall refer to Federated Investors (UK) LLP, our affiliates and/or our related persons, as appropriate. For the remainder of this brochure, Federated Investors (UK) LLP is referred to as “Federated Investors (UK).” Federated Investors (UK) is registered in the United States as an investment adviser with the SEC under the U.S. Investment Advisers Act of 1940, as amended (the “Advisers Act”). Federated Investors (UK) is located in London, United Kingdom, and does not manage client assets out of an office located in the U.S. Accordingly, under relevant SEC guidance, we provide this brochure only to clients when the Advisers Act requires us to provide this brochure to our clients. Under relevant SEC guidance, this generally means that this brochure is provided to our clients that reside or are located in the U.S. This brochure also would be provided to clients in any other instances where the disclosure requirements under the Advisers Act would require us to provide it. Federated Investors (UK) operates an investment advisory business outside of the United States. The Advisers Act generally does not apply to our relationships with non-U.S. clients outside of the U.S. Outside of the U.S., Federated Investors (UK) holds registrations and permissions from various non-U.S. governmental agencies when required or advisable to conduct its investment advisory business. For example, Federated Investors (UK) is registered with the Financial Conduct Authority in the United Kingdom, and is categorized as a “UCITS Investment Firm.” Federated Investors (UK) is the Authorized Corporate Director (ACD) for the Federated Cash Management Funds, a family of United Kingdom-domiciled Undertakings for Collective Investment in Transferable Securities (UCITS) funds. Thank you for considering Federated Investors (UK) as your investment adviser. We encourage you to read this brochure completely and carefully. You may contact us at the phone number provided on the cover page of this brochure if you have any questions or to request another copy of this brochure. Additional information about us, our investment adviser representatives, and our affiliates that are U.S. registered investment advisers (together with us, each, as applicable, an “Advisory Company” and, collectively, as applicable, the “Advisory Companies”) also is available via the SEC’s website at www.adviserinfo.sec.gov.
A. How We are Organized
We are organized as a limited liability partnership and were registered in England and Wales with registration number OC327292 on March 30, 2007. Our original name was Prime Rate Capital Management LLP. We were acquired by subsidiaries of Federated Hermes, Inc. (formerly known as Federated Investors, Inc.) on April 13, 2012, and changed our name to Federated Prime Rate Capital Management LLP. On September 20, 2013, we changed our name to Federated Investors (UK) LLP. We first registered with the Financial Services Authority in the United Kingdom on November 12, 2007. The Financial Services Authority changed to the Financial Conduct Authority on April 1, 2013 and our registration with the Financial Conduct Authority became effective on that date. We first registered with the SEC as an investment adviser under the Advisers Act effective on November 1, 2013.
B. Our Ownership Structure
We are an indirect, wholly-owned subsidiary of Federated Hermes, Inc. Federated Hermes is organized as a Pennsylvania corporation and is a publicly owned company (Ticker Symbol: FHI). Federated Hermes owns 100% of the outstanding voting securities of FII Holdings, Inc., a Delaware corporation. FII Holdings owns 100% of the outstanding voting securities of Federated International Holdings B.V., a Netherlands company. Federated International Holdings owns 100% of the outstanding voting securities of Federated Holdings (UK) Limited, a United Kingdom limited company. Federated Holdings (UK) Limited owns 100% of the outstanding voting securities of Federated Global Holdings LLC, a Delaware limited liability company. As the members (or partners) of Federated Investors (UK), Federated Holdings (UK) Limited holds a 99% interest in Federated Investors (UK) and Federated Global Holdings LLC holds a 1% interest in Federated Investors (UK). Federated Hermes, a public company, has shares of both Class A Common Stock and Class B Common Stock. The Class B Common Stock is listed on the New York Stock Exchange (“NYSE”). Except under certain limited circumstances, the entire voting power of Federated Hermes is vested in the holder of the outstanding shares of the Class A Common Stock. All of the outstanding shares of Class A Common Stock are held by a Voting Shares Irrevocable Trust, dated May 31, 1989 (the “Voting Trust”), the three trustees of which are Federated Hermes’s President and Chief Executive Officer and Chairman of its Board of Directors, Mr. J. Christopher Donahue, his brother, Thomas R. Donahue, Federated Hermes’s Vice President, Treasurer and Chief Financial Officer and a director, and their mother, for the benefit of the members of the Donahue family. Federated Hermes, Inc. owns a number of domestic and foreign advisory subsidiaries that are under common control with, and affiliates of, Federated Investors (UK). Effective July 1, 2018, Federated Hermes, Inc. (under its former name, Federated Investors, Inc.) completed a transaction whereby its subsidiary, Federated Holdings (UK) II Limited, became the majority shareholder of Hermes Fund Managers Limited and its subsidiaries, including, among other entities, its registered investment adviser subsidiaries (the “Hermes Advisory Companies”) and Hermes Equity Ownership Services (“Hermes EOS”), an entity that provides stewardship services, including engagement on environmental, social, corporate governance, strategic and financial matters, as well as proxy voting recommendations and administrative services, and research services. Hermes EOS is discussed further in Item 10. Although the Hermes Advisory Companies are under common control with, and affiliates of, Federated Investors (UK) and the other Advisory Companies (together with us, each, as applicable, a “Federated Advisory Company” and, collectively, as applicable, the “Federated Advisory Companies”), the disclosure and discussion of the policies and practices of the Federated Advisory Companies herein does not include the Hermes Advisory Companies, except where specifically noted, as the Hermes Advisory Companies generally operate their investment management and trading functions independently, and will have no material effect on the advisory activities of the Federated Advisory Companies. However, Federated Investors (UK) or other Federated Advisory Companies will provide coordination and oversight of the investment management activities of the Hermes Advisory Companies when the Hermes Advisory Companies act in a subadvisory capacity for clients of the Federated Advisory Companies, and will share certain internally-generated research with the Hermes Advisory Companies and Hermes EOS subject to the information barriers described below. As discussed under “Conflicts Related to Information Sharing Among Affiliates” in Item 6, information barriers have been implemented among the Advisory Companies and Hermes EOS to prevent the exchange of material non-public information among the Federated Advisory Companies, Hermes EOS, and the Hermes Advisory Companies, and which requires that all investment-related activities, including trading activity and the allocation and aggregation of trades, of the Federated Advisory Companies are operated independent of, and are not integrated with, the investment related activities of the Hermes Advisory Companies. (Please refer to “Other Financial Industry Activities and Affiliations” in Item 10 of this brochure for further information.) The Federated Advisory Companies collectively provide advisory services to a variety of separately managed accounts or wrap fee accounts (Managed Accounts), institutional, or high net worth individual, separate accounts (Separate Accounts), registered investment companies or mutual funds (Investment Companies), private investment companies (Private Investment Companies), other pooled investment vehicles (Pooled Investment Vehicles), and proprietary accounts and funds (Proprietary Accounts). Federated Hermes, Inc. also owns other companies, both in the U.S. and in certain other countries, such as brokers/dealers, investment advisers, management companies, commodity pool operators, and trust companies.
C. Our Services
Federated Investors (UK) currently provides investment supervisory services. These services are discretionary advisory services. We also may provide non-discretionary and other advisory services to certain clients, including certain other Federated Advisory Companies. We do not act as a portfolio manager in any wrap fee or managed account programs. The following is an explanation of the advisory services that we provide. Summary descriptions of the specific investment products in connection with which we provide our advisory services are set forth below.
1. Investment Supervisory Services
Federated Investors (UK) provides continuous and regular investment supervisory or management services (Investment Supervisory Services) pursuant to which we have discretionary authority over a client’s assets and provide ongoing supervisory or management services with respect to the client’s assets. Such discretionary authority generally does not require prior client consultation. We strive to tailor our Investment Supervisory Services to the individual needs of our clients. For example, we generally permit clients to impose reasonable restrictions on investment in certain securities or types of securities. A restriction is reasonable if, in our judgment, the restriction does not impose any material or significant impairment on our ability to manage a client’s assets in accordance with the investment strategy and guidelines established for that client’s account. We review a client’s investment guidelines and discuss them with the client. With respect to our advisory business conducted with clients that reside or are located in the United States, we also intend to perform Investment Advisory Services in accordance with SEC Rule 3a-4 under the Investment Company Act of 1940 (Investment Company Act) to the extent required under applicable law or the terms of a client’s investment management agreement(s). (Please refer to “Methods of Analysis, Investment Strategies and Risk of Loss” in Item 8 and “Investment Discretion” in Item 16 of this brochure for further information on our methods of analysis, investment strategies, and related risks). In connection with the Investment Supervisory Services that Federated Investors (UK) provides, we generally are responsible for providing investment research and investment evaluation services. We may also provide certain reports to our clients. Additional information, including performance reports prepared in compliance with Global Investment Performance Standards (GIPS), may be available on our website. In our capacity as a service provider to certain Private Investment Companies, Pooled Investment Vehicles and Proprietary Accounts, Federated Investors (UK) provides investment research and supervises the investments of our clients and conducts a continuous program of investment evaluation. We also may provide advice regarding appropriate sales or other dispositions and reinvestment of such client’s portfolios. In all cases, our services are subject to the investment objective, policies and limitations of our clients. We generally require our clients to execute and deliver an investment management agreement or sub-advisory agreement with us before we begin providing Investment Supervisory Services to our clients. In certain cases (such as with respect to the Federated Cash Management Funds, which are U.K.-domiciled UCITS funds), we provide our services through a services or other agreement (such as our ACD agreement with the Federated Cash Management Funds).
2. Non-Discretionary and Other Services
Federated Investors (UK) may provide non-discretionary services and other advisory services (“Other Services”) to clients, including certain other Federated Advisory Companies. For example, we may provide credit research and certain other services that may be considered investment advisory services on a non-discretionary basis. In these instances, we do not have investment discretion over a client’s assets. We may also have an ongoing responsibility to select and make recommendations to a client as to specific securities or other investments that may be purchased or sold for a client’s account. In these instances, if our recommendations are accepted by the client, we may or may not (depending upon our agreement with the client) be responsible for arranging or effecting the purchase or sale of such securities or other investments. Where we have the responsibility for arranging or effecting the purchase or sale of such securities or other investments, these services would be investment supervisory services. Because we do not have discretionary authority, we may refer to these services as non-discretionary services. In addition, we may provide the following Other Services (which can include Investment Supervisory Services or non- discretionary services) to other investment advisers or asset managers (“Other Advisers”) and to Private Investment Companies, Pooled Investment Vehicles and Proprietary Accounts:  Acting as adviser, sub-adviser or service provider for certain funds or accounts, including Separate Accounts, Private Investment Companies, and Pooled Investment Vehicles, such as UCITS funds or other investment accounts or products managed by Other Advisers; and  Assisting Other Advisers in reviewing and managing investment accounts or products. The process by which we provide our services or implement decisions may vary based on the type or size of account, restrictions of intermediary firms, applicable investment objectives, guidelines and policies, applicable law, and, if applicable, client imposed investment restrictions. Depending upon our arrangement with our clients, we may make asset allocation decisions along with security selection decisions.
D. The Types of Accounts/Products We Manage
Federated Investors (UK) provides Investment Supervisory Services and Other Services in connection with Investment Companies, Pooled Investment Vehicles, and Proprietary Accounts. We also may provide Investment Supervisory Services and Other Services in connection with Private Investment Companies, Proprietary Accounts and Separate Accounts. Our services are available to both U.S. and non-U.S. accounts or clients. The following further describes each of these types of client accounts or investment products.
1. Pooled Investment Vehicles
Federated Investors (UK) provides Investment Supervisory Services to pooled investment vehicles, including the Federated Cash Management Funds, a family of UCITS funds domiciled in the U.K. Other pooled investment vehicles for which we may provide Investment Supervisory Services or Other Services may include:  Other investment vehicles or funds that are domiciled outside of the United States (such as, for example, Irish UCITS funds); and  Collective funds, common funds, common and collective trust funds, or group trusts (collectively, collective or common funds).

Pooled Investment Vehicles typically are exempt from registration under the Investment Company Act in the U.S., and the interests in such Pooled Investment Vehicles typically are exempt from registration under the Securities Act of 1933 (1933 Act) in the U.S. (although in some cases such interests may be registered under the 1933 Act or similar foreign regulation).

The agreements governing our provision of advisory services to Pooled Investment Vehicles may be terminated as provided in such agreements.
2. Investment Companies
Federated Investors (UK) provides Investment Supervisory Services to Investment Companies. Investment Companies are pooled investment vehicles that are registered as investment companies under the Investment Company Act. Investment Companies issue shares that are registered, and publicly offered under, the Securities Act of 1933 (1933 Act). We act as a sub-adviser to our Investment Company clients. As permitted by client investment restrictions, and applicable law, Federated Investors (UK) may invest client assets in Investment Companies, including investment companies that are advised by us or other Federated Advisory Companies or receive services from our other affiliates. A client whose assets are invested in an Investment Company becomes a shareholder of the Investment Company, and will receive a prospectus, and semi-annual and annual reports of the Investment Company, as required under the Investment Company Act and other applicable law. A client should read an Investment Company’s prospectus document carefully.
3. Private Investment Companies
Federated Investors (UK) provides non-discretionary services and may provide Investment Supervisory Services to Private Investment Companies. Private Investment Companies are pooled investment vehicles that are registered as investment companies under the Investment Company Act. The shares of Private Investment Companies are not registered under the 1933 Act, or similar foreign regulation, and cannot be publicly offered. We may act as either an investment adviser or sub-adviser to our Private Investment Company clients.
4. Proprietary Accounts
Federated Investors (UK) may from time to time provide Investment Supervisory Services to Proprietary Accounts. At any given time, we may manage Proprietary Accounts that are Pooled Investment Vehicles, Private Investment Companies or Separate Accounts. The shareholders or investors in these Proprietary Accounts may include: Federated Investors (UK), another Federated Advisory Company or affiliate, or employees of these entities. Proprietary Accounts typically will be established when we are seeding a Pooled Investment Vehicle, Private Investment Company or Separate Account, although investment vehicles with unaffiliated investors may also be treated as Proprietary Accounts if we and/or the other Federated Advisory Companies also have a significant ownership interest in the investment vehicle.
5. Separate Accounts
Federated Investors (UK) may provide Investment Supervisory Services or Other Services to institutional and other investors. We provide these services pursuant to an investment management agreement with the client that describes or attaches the client’s investment policy statement and/or our investment strategy or mandate pursuant to which we will manage the client’s account, and the rights and responsibilities of the client in connection with the termination of the agreement. Custody of the client’s assets is maintained by a qualified custodian selected by the client.
E. Our Use of “Shared Personnel” and Third-Party Service Providers
Federated Investors (UK) shares certain management and officers with the other Advisory Companies. We also may share certain employees and supervised persons (e.g., portfolio managers) with certain of the other Federated Advisory Companies. In connection with providing advisory services to our clients, certain proxy voting services, and other service providers (collectively, Service Providers) may be engaged to perform services on our behalf or on behalf of other Federated Advisory Companies. These Service Providers may or may not be affiliated with us. We also may engage another Federated Advisory Company or an unaffiliated adviser as a sub-adviser in connection with certain investment strategies. In cases where Service Providers have been engaged, we may disclose confidential information, including non- public personal information about clients, to these Service Providers for the purpose of processing transactions for and servicing clients’ accounts. We will typically only make such disclosure when the Service Provider is subject to contractual or other obligations not to misuse or publicly disclose this information.
F. Our Assets Under Management
As of December 31, 2019, Federated Investors (UK) had $19,963,372,225 in total assets under management. As of such date, our assets under management consisted entirely of assets that we managed on a discretionary basis. These include assets for which we provided Investment Supervisory Services and exercised discretionary authority. These discretionary assets also include the net assets of a Private Investment Company that invests primarily in investments (e.g., investments in loans) that are not considered securities under the federal securities laws.
G. Standard of Care
Investment advisers are permitted under the Advisers Act to include performance standard provisions in their investment management agreements under certain conditions. These provisions are sometimes referred to as “hedge clauses.” Unless Federated Investors (UK) specifically agrees in writing (in an investment management agreement or otherwise) to comply with different performance standards, we provide our Investment Supervisory Services and Other Services as discussed in this brochure in accordance with the following performance standards. Our responsibility and liability relating to the provision of advisory services is subject to the following performance standards:*  To the extent applicable to our activities and services, Federated Investors (UK) renders advisory services and/or manages client accounts in accordance with our duties and obligations under the Advisers Act, and the rules and regulations of the SEC promulgated under the Advisers Act from time to time, and other applicable law (including, if applicable, ERISA);  Investment decisions are subject to various market, currency, economic, political and business risks. Investment decisions will not always be profitable and may subject client accounts to overall investment loss. Federated Investors (UK) does not guarantee future performance, any specific level of performance or the success of any particular investment decision or strategy;  Federated Investors (UK) does not guarantee that any particular person will provide the investment advisory services to be provided by us;  Federated Investors (UK) shall not be liable for (a) any act or omission of any person or entity other than Federated Investors (UK) and our affiliated companies, or (b) any act or omission taken or made by Federated Investors (UK) at the direction of any client or based on inaccurate, incomplete or obsolete information provided to Federated Investors (UK) by any person or entity other than our affiliated companies; and  Absent gross negligence, willful misconduct, bad faith or reckless disregard of our obligations on the part of Federated Investors (UK), Federated Investors (UK) shall not be liable for any investment decision or other act or omission taken or made by us or our affiliated companies. *Applicable provisions of state, federal, and, as applicable, foreign securities laws (and certain other non-waivable provisions of state, federal, and, as applicable, foreign, law, including, if applicable, ERISA), may impose liability under certain circumstances on persons or entities that act in good faith. Therefore, these performance standards are not intended to and shall not constitute a waiver or limitation of any liability that Federated Investors (UK) may have, or rights that any client may have, under any such laws.

As indicated above, it is important to understand that these performance standards (or any different performance standards agreed to by Federated Investors (UK) in writing (in an investment management agreement or otherwise)) do not constitute a waiver of any provision of state, Federal, and, as applicable, foreign securities or other law that by its terms, or by judicial or regulatory decisions or authority, cannot be waived. If you have any questions regarding your rights, you should consult with legal counsel or contact us. (Please refer to the cover page of this brochure for our contact information.) please register to get more info

A. Our Fees
When we are providing Investment Supervisory Services and Other Services to our clients, Federated Investors (UK) typically charges and receives advisory fees determined as a percentage of either assets under management or average net assets, depending upon the type of client or account. While we currently do not receive these types of fees, we also may receive fixed fees or performance-based fees when rendering Investment Supervisory Services and Other Services to certain accounts, such as, for example, Pooled Investment Vehicles. Managing accounts for performance-based fees may create various conflicts of interest for us and our employees and supervised persons. (Please refer to “Performance- Based Fees and Side by Side Management” in Item 6 of this brochure for a discussion of these conflicts of interest.) Our fees also are negotiable and may vary based on investment style and other factors. (Please refer to “Negotiation and Modification of Fees” in Item 5 of this brochure for further information.) Our investment management agreements currently do not provide for us to receive compensation on the basis of a share of capital gains upon or capital appreciation of the assets or any portion of the assets of a client. If we were to accept a performance-based fee, the performance-based fee could be based upon a share of capital gains upon or capital appreciation of the assets or a portion of the assets of a client. The following describes in more detail Federated Investors (UK)’s fees and how fees are charged. To the extent that our basic fee schedules may vary depending upon the type of service we are providing or the type of client receiving the service, such variations also are discussed below.
1. Basic Fee Schedules
This section sets forth Federated Investors (UK)’s basic fee schedules. We typically charge asset-based fees, which are determined as a percentage of assets under management (AUM). Our fee schedules may provide for “breakpoints” at which the percentage is reduced if AUM exceeds certain agreed upon amounts. More specific information regarding the fee arrangements applicable to Pooled Investment Vehicles, Investment Companies, Private Investment Companies, Proprietary Accounts, and Separate Accounts follows our basic fee schedules. Our Basic Fee Schedules Federated Investors (UK)’s basic fee schedules are as follows: General Fixed Income Accounts: 35 basis points - first $5 million in assets under management (AUM) 30 basis points - on the first $25 million in AUM 25 basis points - over $25 million to $100 million in AUM 22.5 basis points - over $100 million in AUM Active Cash Fixed Income Accounts: 12 basis points - first $100 million in assets under management (AUM) 10 basis points - over $100 million in AUM Money Market Accounts: 10 basis points - first $500 million in assets under management (AUM) 8 basis points - over $500 million in AUM Trade Finance Fixed Income Accounts: 85 basis points - first $25 million in assets under management (AUM) 75 basis points - on the next $25 million to $50 million in AUM 65 basis points - on the next $50 million to $75 million in AUM 50 basis points - over $75 million in AUM Institutional Accounts that Include Project and Trade Finance Investments as Part of Investment Strategy:  For any institutional account that may be invested in Project and Trade Finance investments as part of its investment strategy, Federated Investors (UK) reserves the right to increase its standard fee schedule noted above as follows: If exposure to project and trade finance investments in the strategy is intended to be at 5% up to 10%, each tier of the applicable standard fee schedule may be raised by 5 basis points (so 35 basis points on the first $25 million becomes 40 basis points, etc.).  If exposure to project and trade finance investments in the strategy is intended to be at 10% or above, each tier of the standard fee schedule may be raised by 10 basis points.  This structure applies regardless of whether the actual exposure fluctuates, and regardless of whether the exposure to project and trade finance investments is achieved through investments in individual securities, investments in Investment Companies, Private Investment Companies, or other Pooled Investment Vehicles, or a combination of individual securities and funds.

For certain of the investment strategies noted above where our basic fee schedule is an asset-based fee schedule based on a percentage of assets under management, we may be willing to accept a performance-based fee, which generally would be calculated as a percentage of excess performance above certain levels and described in the investment management agreement with our client, or a combination of an asset-based fee and a performance-based fee. Regarding our services that are subject to the Advisers Act, performance-based fees only may be charged to qualified clients as and when permitted under Section 205 of the Advisers Act and SEC Rule 205-3 promulgated under the Advisers Act. (Please refer to “Negotiation and Modification of Fees” in Item 5 of this brochure for additional information on the negotiability of our fees. Also, please refer to “Performance-Based Fees and Side by Side Management” in Item 6 of this brochure for a discussion of the conflicts of interest raised by performance-based fees.)
2. Fee Information for Pooled Investment Vehicles and Private Investment Companies
This section sets forth information regarding Federated Investors (UK)’s fees for Pooled Investment Vehicles, Private Investment Companies, Proprietary Accounts and Subadvised Accounts. We charge asset-based fees, which are determined as a percentage of AUM or average net assets.
Pooled Investment Vehicles
Federated Investors (UK)’s fees for providing Investment Supervisory Services or Other Services to Pooled Investment Vehicles may be consistent with the basic fee information and terms discussed above, but also may vary depending upon the type of Pooled Investment Vehicle and the scope of services being provided. Federated Investors (UK)’s fees for Pooled Investment Vehicles generally are based on average net assets and generally range from 0% to 1.00% as provided in the applicable agreement(s) that govern our services provided to our Pooled Investment Vehicle clients. Our fees may be payable daily, monthly or quarterly. We do not require any Pooled Investment Vehicles to prepay investment advisory fees (therefore, our fees are not refundable). In the case of Pooled Investment Vehicles, when Federated Investors (UK)’s fee is negotiated, it may vary based on discussions with the governing bodies or managers of such Pooled Investment Vehicles and is specified in our investment management or other agreements for the Pooled Investment Vehicles.
Private Investment Companies
Federated Investors (UK)’s fees for providing Investment Supervisory Services or Other Services to Private Investment Companies generally may be based upon average net assets. When our fee is negotiated, it may vary based on discussions with the governing bodies or managers of Private Investment Companies and will be specified in our agreement(s) for such Private Investment Companies. Our fees will be payable as provided in our agreement(s), and typically may range from daily to monthly payments. We do not require any Private Investment Companies to prepay fees (therefore, our fees are not refundable). Federated Investors (UK) may provide services to certain Private Investment Companies that were created to more effectively manage mutual fund and Separate Account client funds and consist entirely of such client assets. With respect to certain of these Private Investment Companies, we may not charge (including due to waivers) a fee for our services provided to the Private Investment Companies because we, or another Federated Advisory Company, charges a separate advisory fee for rendering advisory services at the mutual fund or Separate Account level. In certain cases, certain administrative expenses may be charged to these Private Investment Companies or these Private Investment Companies bear certain third party expenses. Where we act as subadvisor to another Federated Advisory Company, we will receive a portion of the overall advisory fee charged by the other Federated Advisory Company, and that fee will be payable by the other Federated Advisory Company. When we provide services to another Federated Advisory Company in connection with such other Federated Advisory Company’s management of a Private Investment Company or Separate Account, we may receive an inter-company payment equal to Federated Investors (UK)’s costs plus a portion of the management fee (generally 0.39-0.49%).
3. Fee Information for Separate Accounts, Proprietary Accounts, and Subadvised Accounts
This section sets forth Federated Investors (UK)’s basic fee schedules for Separate Accounts. We may charge asset-based fees, which are determined as a percentage of AUM. Our fee schedules may provide for “breakpoints” at which the percentage is reduced if AUM exceeds certain agreed upon amounts. Federated Investors (UK)’s fees generally are payable in arrears at or after the end of each quarter for services rendered during the quarter and are not refundable. The value of the client’s AUM is determined as and when provided in the client’s investment management agreement with us. While not typical, we may agree with a client that the client will pay for advisory services in advance of the quarter in which such services are to be rendered. As permitted under applicable law, we may offer certain Separate Account strategies to certain eligible clients for which we receive an asset-based fee. While we currently do not receive performance fees, we also may agree to accept a performance-based fee. Such performance-based fees will be calculated and payable as provided in the agreements between the applicable clients and us. Managing accounts for performance-based fees creates various conflicts of interest for us and our employees and supervised persons. (Please refer to “Performance-Based Fees and Side by Side Management” in Item 6 of this brochure for a discussion of these conflicts of interest.)
Proprietary Accounts
When Federated Investors (UK) provides Investment Supervisory Services or Other Services with respect to Proprietary Accounts, we may not charge a fee. If we charge a fee, our fees generally are consistent with the basic fee information and terms discussed above for the type of investment product that constitutes the Proprietary Account (e.g., Pooled Investment Vehicles, Private Investment Companies or Separate Accounts). This includes regarding whether our fees may be charged in advance and are refundable. Our fees, however, may vary (and could be lower or higher) depending upon the investment strategy or style, types of investment securities and number of portfolios or accounts for which services are provided, the purpose for which the Proprietary Account is established and maintained and other relevant factors.
Subadvised Accounts
When Federated Investors (UK) provides Investment Supervisory Services or Other Services as a sub-adviser or in another capacity to Other Advisers, our fees generally are consistent with the basic fee information and terms discussed above for the type of client (e.g., Pooled Investment Vehicles, Private Investment Companies and Separate Accounts). This includes regarding whether our fees may be charged in advance and are refundable. When Federated Investors (UK) acts as a sub-adviser to an Investment Company, our fees are generally based upon the client’s average net assets. When our fee is negotiated, it may vary based on discussions with the Board of Directors/Trustees of the Investment Company, and is specified in our subadvisory agreement for the Investment Company. Our fees generally range from 0.49% to 1.00% for current subadvised Investment Companies. Our subadvisory agreements may provide for “breakpoints” at which the percentage charged is reduced if the client’s average net assets exceed a specified amount. We also may agree to or voluntarily limit or reimburse our fees to maintain an Investment Company’s general expenses at a specified percentage of average net assets. Our subadvisory agreements may also provide for additional fees based upon an Investment Company’s gross income. Our fees may be payable daily, monthly or quarterly. When our fee is negotiated, it may vary based on discussions with an Other Adviser or the governing bodies or managers of the client.
4. Negotiation and Modification of Fees
The fee information presented above describes Federated Investors (UK)’s basic fee schedules and practices; however, we reserve the right, in our sole discretion, to negotiate and to modify our fees (either up or down) for any client to reflect among other things:  The number and type of services provided;  The investment strategy or style, types of investment securities and number of portfolios or accounts for which services are provided;  The level of reporting and administrative operations required to service an account;  The terms of the investment management agreement; and  Other circumstances concerning our relationship with the client. Because our fees are negotiable, the actual fee paid by any client or group of clients may be different than the fees reflected in our basic fee schedules or otherwise discussed above in this brochure. Clients should refer to their agreement with us. Once we enter into an investment management or other agreement with a client, we will only modify our fees as permitted under that agreement and applicable law.
B. How We Charge and Collect Our Fees
The manner by which Federated Investors (UK) charges and collects our fees varies by the type of client account (e.g., Pooled Investment Vehicles, Investment Companies, Private Investment Companies, Proprietary Accounts and Subadvised Accounts). For example:  We may invoice a client directly and the client will pay us directly; or  We may invoice a client’s custodian or other intermediary and the custodian or other intermediary will deduct our fees from the client’s account and remit them to us (Please refer to “Custody” in Item 15 of this brochure for a discussion of the implications of having arrangements in place for the deduction of fees from client accounts). When we provide services to another Federated Advisory Company in connection with such other Federated Advisory Company’s management of a Private Investment Company or Separate Account, we may receive an inter-company payment. We are open to discussing with any client the manner in which the client would like to be charged and pay our fees. For certain types of accounts, there may be restrictions or other factors that limit the flexibility we have regarding how our fees are charged to and paid by our clients. The following provides additional information regarding how we charge and collect our fees based on the type of client account that we are managing.
1. Pooled Investment Vehicles
The custodian, fund accountant or administrator for a Pooled Investment Vehicle generally calculates our fees. The custodian then deducts them from the Pooled Investment Vehicle’s assets. The fees are then remitted to us. Clients should refer to their investment management agreement with us for additional information regarding how we charge and collect our fees.
2. Private Investment Companies
The custodian, fund accountant or administrator for a Private Investment Company generally calculate our fees. The custodian then deducts them from the Private Investment Company’s assets. The fees are then remitted to us. Clients should refer to their agreement with us for additional information regarding how we charge and collect our fees. When we provide services to another Federated Advisory Company in connection with such other Federated Advisory Company’s management of a Private Investment Company or Separate Account, we may receive an inter-company payment.
3. Proprietary Accounts
If fees are charged in connection with a proprietary account, our fees generally may be charged and paid consistent with the type of Proprietary Account (i.e., Pooled Investment Vehicle, Private Investment Company or Separate Account). Our agreements for these accounts contain additional information regarding how we charge and collect any fees.
4. Separate Accounts
Federated Investors (UK) generally invoices Separate Account clients directly, and the Separate Account clients generally remit payment directly to us or instruct their custodians to pay us. If a client requests, and if certain operational matters can be addressed, we may submit our invoice to the client’s custodian and the client’s custodian may deduct our fees from the client’s Separate Account and remit them to us. Clients should refer to their agreement with us for additional information regarding how we charge and collect our fees.
5. Subadvised Accounts
For sub-advised accounts or investment products, our fees are charged or collected in one of the following ways:  We either invoice the primary Other Adviser or the primary Other Adviser calculates our fees. In this case, the primary Other Adviser generally pays our fees out of the investment advisory fees that the primary Other Adviser receives from the client; or  In the case of an Investment Company, Private Investment Company or Pooled Investment Vehicle, the custodian, fund accountant or administrator may calculate our fees, which are then deducted by the custodian from the Private Investment Company’s or Pooled Investment Vehicle’s assets, and remitted to us; or  In the case of an Investment Company, Private Investment Company or Pooled Investment Vehicle, the custodian, fund accountant or administrator may calculate the primary Other Adviser’s fees, which are then deducted by the custodian from the Private Investment Company’s or Pooled Investment Vehicle’s assets, and remitted to the primary Other Adviser, and the primary Other Adviser then calculates our fees and remits them to us out of the fees it received. When we provide services to another Federated Advisory Company in connection with such other Federated Advisory Company’s management of Separate Accounts, Investment Companies, Private Investment Companies or other Pooled Investment Vehicles, we may receive an inter-company fee. With respect to nondiscretionary credit research we provide to other Federated Advisory Companies, we receive fees based on a percentage mark-up of our operating expenses incurred in providing this credit research. These fees are payable monthly in arrears and are allocated among the recipient related party investment advisers (i.e., certain of the other Federated Advisory Companies) based on their respective related assets under management for the month. These fees are paid by the other Federated Advisory Companies out of their own legitimate profits and other resources and are not added to the fees the other Federated Advisory Companies charge their clients (unless otherwise specifically disclosed to applicable clients). Our compensation was agreed upon by us and the other Federated Advisory Companies and is not separately negotiable. Clients or primary Other Advisers should refer to their agreement with us for additional information regarding how we charge and collect our fees.
C. Fees and Expenses, Other Than Our Fees
As with other investment accounts, clients will incur fees and expenses, other than our fees, when Federated Investors (UK) provides services with respect to clients’ assets. Clients will incur brokerage costs, other transaction costs and other related costs and expenses. Also, if an Other Adviser is involved, any investment advisory fees of the Other Adviser will be incurred if charged separately. Examples of these other costs and expenses may include:  Brokerage commissions;  Markups, mark-downs and other amounts included in the price of a security;  Custodian fees;  Administrative fees;  Interest charges;  Odd-lot differentials;  Transfer taxes;  Wire transfer fees;  Electronic fund fees;  Exchange and SEC fees; and  Expenses assessed to holders of securities or other investments relating to litigation involving that security or investment. Investments in Private Investment Companies, Investment Companies (e.g., mutual funds and exchange-traded funds) and other Pooled Investment Vehicles also may be subject to sales charges (e.g., front-end or contingent deferred sales charges), redemption fees and exchange fees. Private Investment Companies, Investment Companies and other Pooled Investment Vehicles also generally have internal fees and expenses that will be borne by clients whose assets are invested in these investment products. These internal fees and expenses include, for example:  Management fees (including Other Adviser investment advisory fees);  Transfer agent fees;  Distribution fees;  Custody fees;  Administration fees;  Shareholder servicing fees;  Networking fees;  Recordkeeping fees;  Costs of registering shares;  Acquired funds fees and expenses;  Insurance premiums;  Dividends on short positions and other expenses related to short positions;  Extraordinary expenses (such as litigation-related expenses);  Mailing and printing of prospectuses or other offering documents; and  Other administrative expenses. (Please refer to “Brokerage Practices” in Item 12 of this brochure for a discussion of Federated Investors (UK)’s brokerage practices, including the factors that we consider when selecting brokers, dealers or other securities intermediaries for client transactions.)
D. Refunds for Fees Paid in Advance
Federated Investors (UK) currently does not charge fees that are payable in advance of the quarter in which such services are to be rendered. (Please refer to “Our Fees” in Item 5 of this brochure for further information.) If fees would be paid in advance, our fees typically will be refunded on a pro-rated basis in the event of the early termination of the client’s investment management agreement or account. Typically, refunds of prepaid investment advisory fees would be pro-rated based on the number of days remaining in the applicable billing period when the client’s investment management agreement or account is terminated. Any refunding would take place as and when provided in the client’s agreement with us. Clients should refer to their investment management agreement with us for a complete understanding of how fees are charged and whether refunds may be available. If you have any questions, you may contact your client service representative or you may contact us at the telephone number provided on the cover page to this brochure.
E. Sales Compensation
Sales employee-representatives of Federated Investors (UK) may receive compensation for services relating to the sale of shares of the Federated Cash Management Funds or other products managed or sponsored by the Federated Advisory Companies or their affiliates. Our employee-representatives are salaried employees of Federated Investors (UK) and receive no commission, fees or other remuneration in connection with individual securities transactions. Bonuses may be based on a number of factors, including fund/account sales, net sales, increase in average annual assets and/or revenue of assigned accounts/investment products or territories, and, for certain sales managers, Federated Hermes, Inc.’s overall financial results. Federated Securities Corp. and Federated International Securities Corp. are affiliates of Federated Investors (UK). Federated Securities Corp. serves as distributor of the Federated Hermes family of Investment Companies (i.e., mutual funds, Private Investment Companies). Federated Securities Corp. is a registered broker/dealer, municipal securities dealer and investment adviser. Federated International Securities Corp. is a registered broker/dealer and investment adviser. Federated Securities Corp. and Federated International Securities Corp. receive distribution-related fees for services relating to the sale of shares of Federated Hermes mutual funds. Some of their employee-representatives also receive compensation based on the sale of mutual fund shares. Federated Securities Corp. also:

 May provide services to banks, financial institutions or Other Advisers in connection with Federated Securities Corp. acting as liquidation agent for such entities and locating purchasers for assets held in pooled investment vehicles for which such entities serve as trustees;  Sells units of certain collective investment trust(s)/fund(s) for which (i) Federated Investors Trust Company, an affiliate of Federated Investors (UK), serves as trustee and (ii) an entity unaffiliated with the Federated Advisory Companies, including Federated Investors (UK), serves as trustee;  Sells shares of certain private funds for which an Advisory Company may serve as trustee, managing member or investment adviser; and  Engages in certain sales-related activities relating to certain local government investment pools. Federated Securities Corp. receives, and its employee representatives may receive, compensation for these liquidation agent, placement agent, sales-related, and other activities. Federated International Securities Corp. also:  May sell units of certain collective investment trust(s)/fund(s) for which Federated Investors Trust Company, an affiliate of Federated International Securities Corp., serves as trustee; and  May sell shares of certain private funds for which other Advisory Companies serve as trustee, managing member or investment adviser; Federated International Securities Corp. may receive, and its employee representatives may receive, compensation for these, placement agent, sales-related, and other activities.

Employee-representatives of Federated Securities Corp. and Federated International Securities Corp. also serve as sales people for the investment services and products sponsored by Federated Hermes and investment advisory services offered by certain of the Advisory Companies. Federated Securities Corp., Federated International Securities Corp. and their employee/representatives, act in the capacity of solicitors for certain Advisory Companies and, in certain cases, also provide advice on behalf of certain Federated Advisory Companies to the institutional, separately managed account/wrap-fee account and other clients of such Federated Advisory Companies. Federated Securities Corp.’s and Federated International Securities Corp.’s services, and their employee-representatives’ services, are provided to the relevant Advisory Companies pursuant to one or more written agreements with the relevant Advisory Companies, entered into pursuant to SEC Rule 206(4)-3 under the Advisers Act. These written agreements:  Describe the solicitation activities to be engaged in by Federated Securities Corp.’s and Federated International Securities Corp.’s employee-representatives on behalf of such relevant Advisory Companies;  Describe the compensation to be received for such services;  Require that Federated Securities Corp., Federated International Securities Corp. and their employee- representatives’ status as employee-representatives, be disclosed to the client or potential client of such relevant Advisory Companies at the time of the solicitation or referral; and  Require that the affiliation between Federated Securities Corp., Federated International Securities Corp. and their employee-representatives, and such relevant Advisory Companies, be disclosed to the client or potential client of such relevant Advisory Companies at the time of the solicitation or referral.

Pursuant to applicable SEC guidance, these written agreements also require that Federated Securities Corp.’s or Federated International Securities Corp.’s relevant regulatory history, if any, be disclosed to clients and potential clients of such relevant Advisory Companies. As permitted by applicable SEC guidance, this disclosure may be provided to clients or potential clients by including it in the brochures of such relevant Advisory Companies or by including it in a separate document.

Federated Securities Corp. and Federated International Securities Corp. receive compensation from the relevant Advisory Companies (in the form of an intercompany credit) for performing these activities on their behalf. Federated Securities Corp.’s or Federated International Securities Corp.’s employee-representatives also may receive compensation from Federated Securities Corp. or Federated International Securities Corp. for performing such solicitation and other functions.

Federated Securities Corp.’s or Federated International Securities Corp.’s employee-representatives are salaried employees of Federated Securities Corp. or of Federated International Securities Corp., respectively and receive no commission, fees or other remuneration in connection with individual securities transactions. Bonuses may be based on a number of factors, including mutual fund/account sales, net sales, increase in average annual assets and/or revenue of assigned accounts/investment products or territories, and, for certain sales managers, Federated Hermes, Inc.’s overall financial results. Certain employee-representatives may be eligible to receive a portion of their annual bonus in cash or a combination of cash and restricted stock of Federated Hermes, Inc. Even though Federated Securities Corp.’s or Federated International Securities Corp.’s employee-representatives are not employees of the relevant Advisory Companies for which Federated Securities Corp.’s or Federated International Securities Corp.’s employee-representatives serve as sales people, Federated Securities Corp., Federated International Securities Corp. and their employee-representatives, are supervised persons of the relevant Federated Advisory Companies. They also are deemed to be “persons associated with” such relevant Federated Advisory Companies. Federated Securities Corp.’s and Federated International Securities Corp.’s employee-representatives also are registered as investment adviser representatives of such relevant Federated Advisory Companies, as and to the extent required under applicable law. Federated Securities Corp., Federated International Securities Corp. and their employee- representatives are subject to the supervision and control of such relevant Federated Advisory Companies. As such, they are subject to the compliance programs of such relevant Federated Advisory Companies when soliciting clients or potential clients for them or providing advice on their behalf. Federated Investors (UK) does not receive commissions or other compensation for the sale of investment products. Since we do not receive commissions, we do not charge our investment advisory fees in addition to commissions or markups. Under appropriate circumstances, we may advise our clients to invest assets in certain Investment Companies (or mutual funds), including no-load funds, Private Investment Companies, or Pooled Investment Vehicles advised by us or other Advisory Companies or distributed by Federated Securities Corp. (Affiliated Investment Vehicles). Federated Investors (UK), or our affiliated companies (including Federated Securities Corp. and Federated International Securities Corp.), may receive investment advisory, administrative, distribution or other fees and compensation from such Affiliated Investment Vehicles. The practices discussed above create actual and potential conflicts of interest because our employees-representatives, Federated Securities Corp., Federated International Securities Corp., their employee-representatives and Federated Investors (UK) (or other Advisory Companies or our representatives) have an incentive to recommend investment services or products based on the compensation received rather than a client’s needs. (Please refer to “Performance- Based Fees and Side by Side Management” in Item 6 of this brochure for a discussion of these conflicts of interest.) Clients always have the option to purchase investment products that our employee-representatives, Federated Securities Corp., Federated International Securities Corp., their employee-representatives or Federated Investors (UK) (or any of our affiliates or representatives) recommend, or to preclude investment in any investment product (including Affiliated Investment Vehicles). If a client desires to preclude investment in a particular investment product, the client should impose a restriction on the client’s account by instructing us in writing. (Please refer to “Investment Discretion” in Item 16 of this brochure for further information.) Clients also have the option to purchase any investment products through any broker, dealer or other securities intermediary that is not affiliated with Federated Investors (UK). please register to get more info

Federated Investors (UK) currently does not charge or receive performance-based fees, although we would be willing to accept a performance-based fee. As discussed in more detail below, however, other Federated Advisory Companies do charge or receive performance-based fees. Accordingly, the following disclosures relate to performance-based fees and side by side management of client accounts, and the actual or potential conflicts of interest that they present for Federated Investors (UK) and our employees and supervised persons. In addition to these conflicts, other actual or potential conflicts of interest arise from Federated Investors (UK)’s common economic interests with our affiliates (including the other Advisory Companies), our relationships with our affiliates and other persons or entities in the financial industry, and our, and our related persons’, self-interests. We share certain management, officers, employees and supervised persons with certain of the other Advisory Companies, and may receive shared services from other Federated Advisory Companies, such as performance attribution and corporate action administration. As used within this section, “we” shall refer to Federated Investors (UK), our employees and supervised persons, and/or our related persons, as appropriate. Given these relationships, as described in further detail below:  We have an incentive to act in ways that benefit our affiliates and others in the financial industry with which we have relationships rather than in the best interests of our clients; and  It is possible that our shared management, officers, employees or supervised persons and affiliated service providers, and the other Advisory Companies, face similar incentives. We generally address actual and potential conflicts of interest in one of the following ways:  Prohibition – we prohibit the conduct that gives rise to the conflict of interest (e.g., insider trading is prohibited under our Code of Ethics);  Disgorgement –we give the benefit received to the client (e.g., as required under applicable law, Federated Advisory Companies that manage Separate Accounts will waive or reimburse a Separate Account client for the client’s share of the advisory fees, if any, paid to the Advisory Companies by an Affiliated Investment Vehicle into which client assets are invested);  Deference – we defer to third parties to act or make decisions (e.g., we will review a matter with the Board of an Investment Company or a client or sub-advised client);  Isolation – we construct information barriers to prevent a person from gaining knowledge that gives rise to a conflict of interest (e.g., we may isolate a portfolio manager from knowing information about a strategic transaction that Federated Hermes is considering);  Validation – we establish a benchmark for conduct that is designed to protect client interests or impose limitations on activities that create the conflict of interest (e.g., we would follow SEC Rule 17a-7 under the Investment Company Act to obtain a reasonable value for securities in cross-trades involving Investment Companies advised by other Federated Advisory Companies);  Disclosure/Consent – we disclose the conflict of interest to our clients (e.g., we would disclose the solicitation arrangement with solicitors); or  Setting a De Minimis Threshold – we set a threshold for a benefit that is considered too small to influence conduct, and is therefore permitted (e.g., we set limits on entertainment and gifts under our Code of Ethics, and permit de minimis political contributions as permitted under SEC Rule 206(4)-5 under the Advisers Act).

We have adopted a Code of Ethics and written compliance policies and procedures that are reasonably designed to prevent, detect and cure violations by Federated Investors (UK) and our employees and supervised persons of the Advisers Act and other applicable U.S. federal securities laws. Our compliance policies and procedures also provide for various auditing and testing of our policies and procedures, which are reviewed no less frequently than annually as required by SEC rules. Our policy is to manage client accounts and investment products consistent with applicable law and with the other client accounts and investment products that we manage. The other Advisory Companies have adopted similar Codes of Ethics and written policies and procedures. (Please refer to “Code of Ethics, Participation or Interest in Client Transactions and Personal Trading” in Item 11 of this brochure for further information regarding our Code of Ethics). The following is a further discussion of certain actual or potential conflicts of interest relating to (A) performance-based fees, (B) side by side management and (C) other aspects of our business, and how we seek to address these conflicts of interest.
A. Conflicts of Interest Relating to Performance-Based Fees
Federated Investors (UK) currently does not manage any client accounts or investment products for performance-based fees, although we would be willing to accept a performance-based fee. Because Federated Investors (UK) currently does not manage any client accounts for performance-based fees, conflicts of interest relating to performance-based fees do not arise from the management of our clients’ assets. If we were to accept a performance-based fee, conflicts of interest relating to performance-based fees would arise from the management of our client’s assets. We share certain management and officers with the other Advisory Companies. We also share certain employees and supervised persons with certain of the other Federated Advisory Companies and may receive shared services from a Federated Advisory Company. Certain of the other Federated Advisory Companies charge performance-based fees to qualified clients. Actual or potential conflicts of interest arise in connection with charging performance-based fees on certain client accounts while we and the other Federated Advisory Companies are managing other client accounts at the same time for asset-based fees. There is an incentive to favor any account for which any Federated Advisory Company receives performance-based fees. For example, when offering investment advisory services to eligible clients for performance-based fees, Federated Advisory Companies may have an opportunity to receive greater fees or compensation from the client accounts or investment products that they charge performance-based fees as opposed to our clients’ accounts or investment products (or those of the relevant other Federated Advisory Companies’ clients) for which performance-based fees are not charged. As a result, there is an incentive to direct the best investment ideas to, or to allocate, aggregate or sequence trades in favor of, or to otherwise favor (whether in terms of better execution, brokerage commissions, directed brokerage/trading or otherwise), a client account or investment product that pays a relevant other Federated Advisory Company a performance based fee. Similar conflicts of interest arise when other Federated Advisory Companies charge performance-based fees. To address these actual or potential conflicts of interest, Federated Investors (UK)’s trade allocation policies prohibit the consideration of the compensation or other benefits received by us or our affiliates, or by any of our officers or employees, when allocating trades among participating client accounts or investment products. Our Compliance Department reviews and reaffirms these allocation policies annually as well as the procedures adopted by our Trading Department and portfolio managers to comply with these policies. Our Compliance Department also monitors for favoring an account or product, front running and inconsistencies among similarly managed accounts or products.
B. Conflicts of Interest Relating to Side by Side Management
“Side by side management” refers to an investment adviser’s practice of managing different types of investment products simultaneously. Federated Investors (UK) and our employees and supervised persons may have conflicts of interest in allocating their time and services among clients. To address these conflicts, Federated Investors (UK) will endeavor to devote such time to each client as Federated Investors (UK) deems appropriate under the circumstances to perform our duties and obligations to each such client in accordance with applicable law and our agreement(s) with each such client. Certain actual or potential conflicts of interest may arise in connection with a portfolio manager’s management of an account’s investments and the investments of other accounts for which the portfolio manager is responsible. To the extent that the same investment opportunities might be desirable for more than one account, possible conflicts could arise in determining how to allocate them. Federated Investors (UK) or other Federated Advisory Companies may give advice or take action with respect to investments of one or more clients that may not be given or taken with respect to other clients with similar investment strategies or objectives. Accordingly, clients with similar strategies or objectives may not hold the same securities or instruments or achieve the same performance. In addition, legal restrictions on the combined size of positions which may be taken for all assets managed by Federated Investors (UK) and/or some or all of the other Advisory Companies, and the difficulty of liquidating an investment for more than one client where the market cannot absorb the sale of the combined positions, may affect (including in an adverse manner) the prices and availability of certain securities or other investments held by or considered for one or more clients. There also are times when the same portfolio manager for another Federated Advisory Company manages an Investment Company (i.e., mutual fund), Private Investment Company, Pooled Investment Vehicle, Managed Account and other client assets, and/or provides model portfolio management services, all with the same investment style or strategy. This includes, for example, mutual funds managed in the same style and/or other institutional investment accounts (e.g., Pooled Investment Vehicles, Private Investment Companies, or Separate Accounts) managed in the same style, or to the same model portfolio, as Managed Accounts. In certain cases, however, an affiliated Investment Company may invest in another affiliated Investment Company, Private Investment Company or Pooled Investment Vehicle that pays, or that invests in yet another affiliated Investment Company, Private Investment Company or Pooled Investment Vehicle that pays, management fees or other fees to Federated Investors (UK) or other Federated Advisory Companies or their affiliates, in which case clients may bear those fees indirectly, including as part of the investment return of the affiliated Investment Company, Private Investment Company or Pooled Investment Vehicle. Please refer to “Conflicts of Interest Relating to Affiliated Investment Vehicles” and “Conflicts of Interest Relating to Uninvested Cash Positions” in Item 6 of this brochure for further information regarding actual or potential conflicts of interest that may arise in connection with investments in affiliated investment vehicles. The following discusses certain more specific examples of actual or potential conflicts of interest relating to side by side management.
1. Conflicts of Interest Relating to Management of Different Investment Strategies and Certain
Pooled Investment Vehicles
Federated Investors (UK) provides investment advisory services to Investment Companies and Private Investment Companies registered under the Investment Company Act, as well as Pooled Investment Vehicles that are UCITS funds, which are not registered under the Investment Company Act of 1940. We also may manage client assets according to different investment objectives, policies, strategies, and limitations/restrictions. In addition to conflicts of interest relating to performance-based fees, actual and potential conflicts of interest arise from managing client accounts with different investment approaches. For example, it is possible that the various investment approaches could have different investment strategies that, at times, might conflict with one another to the possible detriment of a client’s account. One account may seek to participate in a transaction in which another account may have made (or may seek to make) an investment. The two accounts may have conflicting interests and objectives in connection with the transactions, including how they view the operations or activities of the portfolio or issuer, the targeted returns from the transaction, and the timeframe for, and method of, executing the transaction. Client accounts also may be invested in different parts of an issuer’s capital structure which have different preferences and rights, and thus, disparate interests (e.g., credit quality versus growth potential). Some accounts that may be managed by Federated Investors (UK) and/or the other Federated Advisory Companies may short securities which we have purchased in other accounts. A concurrent long/short position between one account and another account can result in a loss to one account based on a decision to take a gain in the other account. Taking concurrent conflicting positions in certain derivative instruments also may result in a loss to one client and a gain for another client. Uncovered option strategies, portfolio leveraging and significant positions in illiquid securities also may result in conflicts of interest for us when managing certain client assets side by side with other client accounts and investment products. To address these actual or potential conflicts of interest, concurrent short and long positions in client portfolios managed pursuant to related strategies by us and/or other Federated Advisory Companies generally are prohibited unless the concurrent short and long positions are managed by separate investment teams or approved pursuant to an exceptions process. Records are maintained regarding the investment and allocation decisions made by our portfolio managers, and our Compliance Department periodically reviews documentation of allocations in an effort to confirm compliance with allocation policies and procedures. The Compliance Department also periodically monitors against limits or other guidance amounts imposed on short sales, derivatives usage, options strategies, leverage and liquidity.
2. Conflicts of Interest Relating to Affiliated Investment Vehicles
Federated Investors (UK) may invest client assets in Affiliated Investment Vehicles (i.e., Investment Companies, Private Investment Companies or other Pooled Investment Vehicles) that are advised by us or other Advisory Companies. These Affiliated Investment Vehicles generally pay their investment advisers and service providers based on a percentage of their average net assets. Accordingly, we have an incentive to invest client assets in these Affiliated Investment Vehicles in order to increase the compensation that will be paid to us, other Advisory Companies and/or our other affiliates by these Affiliated Investment Vehicles. To address these actual or potential conflicts of interest, we invest client assets in Affiliated Investment Vehicles only when such investments are consistent with a client’s investment objectives, policies, guidelines and restrictions, and applicable law. To the extent required by applicable law, prior to recommending or making investments in Affiliated Investment Vehicles, Federated Investors (UK) or our related persons will:  Disclose to the client (or, as applicable, the client’s Board of Trustees or Directors, or partnership members of the Authorized Corporate Director of a UCITS fund) the nature of the affiliation;  Obtain the client’s authorization to invest in Affiliated Investment Vehicles; and  Specify in the client’s authorization whether: (a) we or our related persons will charge, waive or reimburse the client for advisory fees attributable to investments in Affiliated Investment Vehicles; or (b) we or our related persons will waive or reimburse the client for the client’s share of the advisory fees, if any, paid by the Affiliated Investment Vehicle to us or our related persons. Any client authorization will be in writing (which may include Board or partnership meeting minutes) and may, to the extent permitted by law, authorize investments in Affiliated Investment Vehicles generally. With respect to certain accounts where written authorization is impracticable, we address this conflict of interest through disclosure. This authorization or disclosure may apply, for example and as required by applicable law, where advisory fees would be paid twice for duplicative services rendered by Federated Investors (UK) or our affiliates. In certain cases, subject to a client’s investment policies, guidelines and restrictions and applicable law, an Affiliated Investment Vehicle may in turn invest its cash in another Affiliated Investment Vehicle for cash management purposes. In these cases, Clients may bear advisory and other fees paid by such Affiliated Investment Vehicles to Federated Investors (UK) or other Federated Advisory Companies or their affiliates, which may be reflected as part of investment return of the Affiliated Investment Vehicle. We and our related persons will also comply with the conditions of any applicable law, rule or exemptive order regulating client investments in Affiliated Investment Vehicles.
3. Conflicts of Interest Relating to Uninvested Cash Positions
When Federated Investors (UK) has investment discretion, we generally have the ability to determine whether a portion of a client’s portfolio will be uninvested. If cash is uninvested, the cash may be invested in money market mutual funds or other liquid investments or cash management vehicles (which could be Affiliated Investment Vehicles), subject to a client’s investment policies, guidelines and restrictions, and applicable law. When certain other Federated Advisory Companies are providing Investment Supervisory Services with respect to Managed Accounts, model portfolio management services and certain other accounts, they generally do not have discretion over the investment of uninvested cash; investment decisions with respect to uninvested cash will typically be made by, or by an agent appointed by, the client or sponsor, platform provider, or overlay manager. Outside of Managed Accounts and model portfolio management services, we may, in certain cases, be responsible for the investment of excess cash in a client’s portfolio, or for recommending investment options to the client, the client’s custodian, or another agent of the client, subject to the client’s investment policies, guidelines and restrictions, and applicable law. Excess cash is typically invested in money market mutual funds or other liquid investments or cash management vehicles, which may include, in certain cases, Affiliated Investment Vehicles. Actual and potential conflicts of interest arise in connection with uninvested cash. For example, since Federated Investors (UK) or our affiliates may receive investment advisory fees, other service fees, or other compensation from Affiliated Investment Vehicles, we have an incentive to leave larger cash balances in client accounts because the cash balances may be invested in Affiliated Investment Vehicles. However, in connection with Managed Accounts and model portfolio management services provided by certain other Federated Advisory Companies, these other Federated Advisory Companies generally do not know prior to the uninvested cash being invested whether the uninvested cash will be invested in an Affiliated Investment Vehicle because the selection of the cash sweep vehicle for a client’s account may be changed without their knowledge by the client and/or sponsor, platform provider or overlay manager. The same is true outside of Managed Accounts and their model portfolio management services when Separate Accounts are managed and a client’s custodian invests the uninvested cash. To address these actual or potential conflicts of interest, we may set parameters around the amount of cash that remains uninvested for a particular client account or investment product, or our client may establish such parameters in its investment policies, guidelines and restrictions. With respect to accounts where we have discretion to invest cash balances, we will invest client assets in Affiliated Investment Vehicles only when such investments are consistent with a client’s investment objectives, policies, guidelines and restrictions, and applicable law. To the extent required under applicable law, we may waive or reimburse the client for the client’s share of the advisory fees, if any, paid to us or the other Federated Advisory Companies by an Affiliated Investment Vehicle into which client assets are invested. With respect to certain accounts where written authorization is impracticable, we address this conflict of interest through disclosure. This authorization or disclosure may apply, for example and as required by applicable law, where advisory fees would be paid twice for duplicative services rendered by Federated Investors (UK) or our affiliates.
4. Conflicts of Interest Relating to Proprietary Accounts
Federated Investors (UK) may manage Proprietary Accounts (e.g., Pooled Investment Vehicles, Private Investment Companies or Separate Accounts). As a result, when providing services for a Proprietary Account, we have an incentive to devote more time to Proprietary Accounts or direct the best investment ideas to, or to allocate, aggregate or sequence trades in favor of, or to otherwise favor (whether in terms of better execution, brokerage commissions, directed brokerage/trading or otherwise), a Proprietary Account over other client accounts. For example, we could have an incentive to cause client accounts to participate in an offering because:  We desire to participate in the offering on behalf of our Proprietary Account and the account would otherwise be unable to meet minimum purchase requirements; or  We desire to increase our overall allocation of securities in that offering, or to increase our ability to participate in future offerings by the same underwriter or issuer. When we, or the other Federated Advisory Companies, hold for our own benefit through a Proprietary Account the same securities as another client account, we could be seen as potentially harming the performance of a client’s account for our own benefit if we sell (or short-sell) the securities in our Proprietary Account while holding the same securities long in the client’s account, which may cause the market value of the securities to move lower. We also could be viewed as having an actual or potential conflict of interest if a transaction for a Proprietary Account closely precedes a transaction in related securities in a client account, such as when a subsequent purchase by a client account increases the value of securities that were previously purchased for a Proprietary Account.

To address these actual or potential conflicts of interest, Federated Investors (UK)’s allocation policies establish that, as a general matter, trade allocations are to be guided by the relative interests of the participating accounts, which includes all client accounts managed pursuant to the same strategy by Federated Investors (UK) (which include Proprietary Accounts). Our trade allocation policies prohibit the consideration of the compensation or other benefits received by us or our affiliates, or by any of our officers or employees, when allocating trades among participating client accounts, and Proprietary Accounts are treated the same as any other accounts pursuant to these policies. We maintain records regarding the investment and allocation decisions made by our portfolio managers, and our Compliance Department periodically reviews documentation of allocations in an effort to confirm compliance with allocation policies and procedures, and identify any other activity that may favor Proprietary Accounts.
5. Conflicts of Interest Relating to Certain Cross Transactions
Trades may be recommended between client accounts (including any Proprietary Accounts) for various reasons. Such reasons may include an opportunity to reduce transaction fees or ability to fill sell and purchase orders, when the trade will not disadvantage either client. (Please refer to “Principal and Cross Transactions” in Item 11 of this brochure for further information regarding our cross transaction practices.) Such cross transactions create actual or potential conflicts of interest between clients, and for Federated Investors (UK) and other Advisory Companies. For example, it is possible that trades could be effected to create a market to aid the selling account, to the detriment of the purchasing account. To address these actual or potential conflicts of interest, neither Federated Investors (UK) nor our affiliates may receive any compensation for acting as a broker/dealer when we engage in cross transactions. For cross trades involving Investment Companies or Private Investment Companies that are registered under the Investment Company Act, we follow procedures that comply with SEC Rule 17a-7 under the Investment Company Act, and we follow similar procedures for cross trades between client accounts that do not involve an Investment Company or a Private Investment Company. When we engage in cross transactions, we maintain records regarding each cross transaction, including the price at which the transactions are effected. Given the monitoring obligations involved, we generally do not allow client accounts that are “plan assets” subject to the Employee Retirement Income Securities Act of 1974 (ERISA) to participate in cross trades. To ensure compliance with this requirement, we also maintain a list of accounts that are prohibited from participating in cross trades.
6. Other Conflicts of Interest Relating to Certain Investment and Brokerage Practices
There will be times when the same security is being purchased or sold concurrently for multiple client accounts or portfolios. In these situations, except as discussed below, Federated Investors (UK) has policies in place which are reasonably designed to commence trade execution as concurrently as practicable, or otherwise in a fair and equitable manner, address potential conflicts of interest and protect client interests. Various factors, however, may result in trades for a client not being aggregated with batched trades for other clients and clients receiving a different price, either higher or lower, for the same security. For example, certain operational differences inherent in the trade execution process result in trades for certain clients (such as Managed Accounts and other accounts managed to the same model portfolio as Managed Accounts, by certain other Federated Advisory Companies) being effected either before or after trades for Federated Investors (UK)’s other clients. Also, for example and except as discussed below, when providing discretionary advisory services to Managed Account clients, certain other Federated Advisory Companies generally process purchases and sales of securities on a rotational basis by Managed Account program sponsor and program. With respect to the equity investment strategies of certain other Federated Advisory Companies utilized in the non-discretionary model portfolio management services provided by these other Federated Advisory Companies, they include the overlay managers in the trade rotation process for their discretionary Managed Accounts and they currently communicate model changes to the overlay managers during the overlay manager’s turn in the trading rotation. The overlay managers have discretion to accept or reject recommended model portfolio changes and will execute trades in accordance with the overlay manager’s policies and procedures, which may result in trades for overlay manager clients being effected before, after or at the same time as trades for Federated Investors (UK)’s, or other Federated Advisory Companies’, clients. In implementing their trade rotation process, these other Federated Advisory Companies may allot a period of time, which may be adjusted periodically, for a sponsor or overlay manager to arrange executions for accounts before moving to the next sponsor’s or overlay manager’s turn in the rotation process. Managed Account programs that require directed brokerage/trading (and other clients who direct brokerage/trading) may instruct that client transactions be executed through specific brokers/dealers. Except as discussed below, the other Federated Advisory Companies have adopted similar policies. Taking these scenarios and factors into account, Federated Investors (UK) and the other Federated Advisory Companies, have procedures in place which we believe are consistent with our duty to seek to obtain best execution of client trades and designed to treat clients fairly and prevent clients from being systematically favored or disadvantaged. Transactions in financial instruments with European Union based brokers are executed in a manner that designates separate charges for execution and research. To the extent these prices are different they may have an impact on best execution analysis. Federated Global Investment Management Corp. With respect to most investment strategies, Federated Global Investment Management Corp. has policies in place which are reasonably designed to commence trade execution as concurrently as practicable, or otherwise in a fair and equitable manner, for Managed Accounts and other client accounts (e.g., institutional and high net worth Separate Accounts and Investment Companies) at different trading desks. With respect to certain Managed Account strategies, including its large cap growth equity strategy, Federated Global Investment Management Corp. rebalances or optimizes portfolios on a periodic basis, on schedules that generally differ by strategy. Based on market or other events or circumstances, securities may also be bought or sold prior to a scheduled rebalancing. Trading for these strategies is performed by personnel that do not coordinate trading with personnel responsible for trading other client accounts. Consequently, Federated Global Investment Management Corp. may purchase or sell securities for Managed Accounts on different days than it does for other accounts and, in certain circumstances, on the same day before or after trades for such other accounts. Federated Global Investment Management Corp. will periodically review trading to seek to identify, and if necessary address, any material impact on performance created by these trading practices. Trades for a client that has directed use of a particular broker or dealer are typically placed at the end of aggregated trading activity. There can be no assurance that each client will receive the same price for a security, and, depending upon the circumstances, different clients may receive different prices, either higher or lower, for the same security. Federated MDTA LLC Due to operational, technological and other reasons, Federated MDTA LLC, another Federated Advisory Company, also has adopted a rotation policy whereby purchases and sales of securities are processed on a rotational basis. Federated Investors (UK) clients do not participate in the trading rotation of MDTA LLC accounts. When providing nondiscretionary Model Portfolio Management Services, Federated MDTA LLC currently communicates model changes to overlay managers as concurrently as practicable with commencing trading with respect to the Managed Accounts Federated MDTA LLC manages on a discretionary basis. Federated Investment Counseling With respect to Federated Investment Counseling’s fixed income investment strategies utilized in providing its non- discretionary model portfolio management services, given the operational aspects inherent in trading fixed income securities, decisions with respect to changes in fixed income model portfolios depend upon the availability of fixed income securities in the market; as a result, Federated Investment Counseling communicates fixed income model changes to overlay managers as concurrently as practicable (outside of its trade rotation process) with commencing trading with respect to the Managed Accounts it manages on a discretionary basis. This fact generally results in fixed income model changes being communicated to overlay managers promptly after Federated Investment Counseling’s discretionary fixed income trading has commenced. With respect to certain Managed Account strategies, including its small cap value strategy, Federated Investment Counseling rebalances or optimizes portfolios on a periodic basis, on schedules that generally differ by strategy. Based on market or other events or circumstances, securities may also be bought or sold prior to a scheduled rebalancing. Trading for these strategies is performed by personnel that do not coordinate trading with personnel responsible for trading other client accounts. Consequently, Federated Investment Counseling may purchase or sell securities for Managed Accounts on different days than it does for other accounts and, in certain circumstances, on the same day before or after trades for such other accounts. Federated Investment Counseling will periodically review trading to seek to identify, and if necessary address, any material impact on performance created by these trading practices. Clients also should be aware that conflicts of interest arise because portfolio decisions regarding one client’s account may impact the accounts of the other clients. If authorized under an investment management agreement, Federated Investors (UK) or other Federated Advisory Companies may (a) participate in bankruptcy proceedings or join creditor committees on behalf of some or all of our or their clients with respect to securities or other assets held in client accounts, (b) participate in other litigation, actions or decisions involving securities or other assets held in client accounts, or (c) otherwise pursue or enforce rights available to creditors with respect to a security held in a client’s account. For example, we may seek to enforce rights with respect to a security of an issuer in which a client’s assets have been invested, and those activities may potentially have an adverse effect on that or other securities of that issuer held in client accounts. As a result, prices, availability, liquidity and other investment terms may be negatively impacted by such activities, and transactions for client accounts may be impaired or effected at prices or on terms that may be different (including less favorable) than would otherwise have been the case.
C. Other Actual or Potential Conflicts of Interest
1. Conflicts of Interest Relating to Receipt of Compensation or Benefits, Other Than Advisory
Fees
Actual or potential conflicts of interest arise to the extent that Federated Investors (UK), or our affiliates (e.g., the other Advisory Companies), or any of their respective employees, supervised persons or other representatives, receive compensation or benefits other than advisory fees. Additional compensation or benefits may be received by us or our affiliates, for example, for:  Soliciting business for other Advisory Companies;  Providing investment advice on behalf of another investment adviser;  Providing services to another investment adviser or investment product;  Selling, marketing or distributing mutual fund shares or other investment products or services;  Directing brokerage/trades to a particular broker or dealer (to the extent permitted by applicable law and regulation);  Specific uses of commissions from client account portfolio trades (for example, soft dollar benefits) (to the extent permitted by applicable law and regulation); or  Providing stewardship services, including engagement on environmental, social, corporate governance, strategic and financial matters.

We, or our affiliates, also may have other relationships with brokers/dealers, commodity pool operators, commodity trading advisors, trust companies, other investment advisers and others in the financial industry that benefit us or our affiliates. (Please refer to “Relationships with Brokers/Dealers” in Item 10, “Research and Other Soft Dollar Benefits” in Item 11 and Item 14 of this brochure for further information.) Additional compensation or other benefits create an incentive to recommend or favor our interests, and the interests of our affiliates, Affiliated Investment Vehicles (e.g., the Federated Hermes mutual funds), and other products or services, based on the compensation that will be received. For example, certain of our management personnel, officers or supervised persons may be officers of the Federated Hermes mutual funds or other Private Investment Companies or Pooled Investment Vehicles sponsored by Federated Hermes, Inc., our ultimate parent company. We may receive compensation for the sale of shares of Pooled Investment Vehicles (such as the Federated Cash Management Funds) and other services or products. Federated Securities Corp. or Federated International Securities Corp. may receive compensation for the sale of fund shares or other services or products. If an intermediary’s (such as a broker/dealer’s) customers represent a significant number of the shareholders of, and assets in, a Federated Hermes fund or other product, we may have an incentive to favor that intermediary. We would have a similar incentive with respect to a solicitor who referred clients to us or another Advisory Company, or any other intermediary or service provider that otherwise provides a material source of revenue for us or our related persons. Since other Federated Advisory Companies act as portfolio managers in Managed Account programs, we and these other Federated Advisory Companies may have an incentive to execute brokerage transactions through the Managed Account program sponsor or platform provider (or an affiliated broker or dealer), which in turn has the power to recommend these other Federated Advisory Companies to Managed Account Program clients. Outside of Managed Accounts, our willingness to direct brokerage/trades to a particular broker or dealer when instructed to do so by clients likewise may encourage a broker or dealer to refer business to us or our related persons, resulting in higher advisory, servicing or other compensation or other benefits. The Federated Advisory Companies also may receive “soft dollar benefits” from certain brokers or dealers. The receipt and use of brokerage and research services also creates various conflicts of interest for Federated Investors (UK) and our related persons. For example, there is an incentive to select brokers or dealers based on the Federated Advisory Companies’ interest in receiving research or other products or services, rather than on our clients’ interest in receiving most favorable execution. (Please refer to “Sales Compensation” in Item 5, “Relationships with Brokers/Dealers” in Item 10 and “Research and Other Soft Dollar Benefits” in Item 12 of this brochure for further information.) Given the differences in the structure of certain accounts, Investment Companies, Private Investment Companies and other Pooled Investment Vehicles, as well as the terms of applicable investment management and other service agreements, Federated Investors (UK) and our affiliates may be able to charge or pass through to certain clients certain out of pocket expenses, or other fees and expenses, that cannot be charged to or passed through to other clients, which gives us and our affiliates an incentive to favor the clients to whom such expenses and fees may be charged or passed through. To address these actual or potential conflicts of interest, we will invest (or recommend the investment of) client assets in Affiliated Investment Vehicles only when such investments are consistent with a client’s investment objectives, policies, guidelines and restrictions. Also, other Federated Advisory Companies that manage Separate Accounts may waive or reimburse a Separate Account client for the client’s share of the advisory fees, if any, paid to us or the other Advisory Companies by an Affiliated Investment Vehicle into which client assets are invested as required by our policies and applicable law. (Please see “Conflicts of Interest Relating to Uninvested Cash Positions” and “Conflicts of Interest Relating to Affiliated Investment Vehicles” in this section for further information.) Federated Investors (UK)’s trade allocation and directed brokerage policies prohibit the consideration of the compensation or other benefits received by us or our affiliates, or by any of our officers or employees, when allocating trades among participating client accounts. This includes a prohibition on investment personnel from considering an intermediary’s sale of shares of Federated Hermes mutual fund (or other investment products) when allocating trades to brokers and dealers. Federated Investors (UK) has established separation of payment for trade execution and for purchase of research and currently has determined to absorb the costs of such research purchased.
2. Conflicts of Interest Relating to Personal Trading
Federated Investors (UK), and/or our employees, supervised persons and related persons (e.g., the other Advisory Companies), may invest in the same securities, or related securities, that we or our related persons invest in on behalf of, or recommend to, clients, including at or around the same time, which may create conflicts of interest. These practices may create actual or potential conflicts of interest for Federated Investors (UK) and our employees, supervised persons and other related persons. For example, our portfolio managers could make a personal investment in a thinly-traded security and then invest large quantities of client assets in that same security in order to drive up the value of that security or our portfolio managers could sell a personal investment in a security in advance of selling clients’ positions in such security if the selling of clients’ positions in such security would drive the value of the security down. To address these actual or potential conflicts of interest, internal controls, including our Code of Ethics, are designed to prevent Federated Investors (UK) from buying or selling securities contemporaneously with client transactions in a manner likely to disadvantage the client. For example, although our Code of Ethics permits investment personnel to trade in securities, including those that could be recommended to clients, it contains safeguards designed to protect clients from abuses in this area, such as requirements to obtain prior approval for (i.e., preclearance), and to report, particular transactions. No access person (e.g., portfolio managers and research analysts) may execute a personal transaction, directly or indirectly, in any covered security and no preclearance will be granted, when he or she knows, or should have known, that the covered security is being considered for purchase or sale, or purchased or sold, by or for a client account. In addition, portfolio managers and research analysts identified as serving a client or group of clients are prohibited from purchasing or selling any covered security for which there is an open “buy” or “sell” order or any covered security that has been purchased or sold by or for those client accounts within fifteen (15) calendar days before or after the security is purchased or sold if the aggregate related open “buy” or “sell” orders and/or purchases or sells of that covered security by those accounts are thereafter determined to have been of an amount sufficient to trigger a blackout period. All such transactions will trigger a blackout period, and this provision supersedes any prior preclearance. Investment personnel who are not among the portfolio managers and research analysts identified as serving client accounts, as provided above, may not purchase or sell a covered security within seven (7) calendar days after one or more open “buy” or “sell” orders are placed and/or purchases or sales are made for the client accounts in the same covered security in an amount sufficient to trigger a blackout period, subject to any prior preclearance. All other access persons may not purchase or sell a covered security on any day during which one or more open “buy” or “sell” orders are placed and/or purchases or sales are made for the client accounts in the same covered security in an amount sufficient to trigger a blackout period, subject to any prior preclearance. The Code of Ethics and other compliance procedures also contain certain restrictions on insider trading and misuse of customer information.
3. Conflicts of Interest Relating to Voting Securities Held in Client Accounts
As discussed under “Voting Client Securities” in Item 17 of this brochure, while Federated Investors (UK) currently does not vote proxies for client accounts, we are willing to accept the authority to vote securities held in client accounts. Conflicts of interest may arise from time to time between the interests of Federated Investors (UK), and our affiliates (e.g., the other Advisory Companies), and the interests of our clients. Federated Investors (UK) has adopted procedures to address situations where a matter on which a proxy is sought may present a potential conflict between the interests of the client and those of Federated Investors (UK) or our affiliates. (Please refer to “Voting Client Securities” in Item 17 of this brochure for a discussion of these conflicts of interest and how they are addressed.) In addition, Federated Investors (UK) and our affiliates have retained Hermes EOS to provide stewardship and engagement services in connection with the advisory services we provide. Conflicts may arise to the extent that Hermes EOS consequently benefits from the opportunity to broaden the scope of its business and engagement with companies due to this expanded asset base.
4. Conflicts of Interest Relating to Information Sharing Among Affiliates

Actual or potential conflicts of interest could arise to the extent that Federated Investors (UK), or our affiliates (e.g., the other Advisory Companies and Hermes EOS), share material non-public information related to a security (“MNPI”). In order to address such potential conflicts and protect client interests, information barriers have been established among the Federated Advisory Companies, the Hermes Advisory Companies, and Hermes EOS such that personnel of the Federated Advisory Companies, the Hermes Advisory Companies, and Hermes EOS are generally precluded from sharing investment-related information, including MNPI, across the barriers. The entities will generally operate their investment management and trading functions independently, and will be subject to their own internal personal dealing, trade allocation, and side by side management policies. The Federated Advisory Companies, the Hermes Advisory Companies, and Hermes EOS share internally-generated research that does not contain MNPI or information regarding non-public holdings or trading for client accounts. It is possible that future investment products may be mutually developed by the Advisory Companies or that specific engagements may be entered between the two groups. These new products or engagements will be structured with appropriate information sharing limitations specific to that product or engagement.

Federated Investors (UK) and the other Advisory Companies will frequently be required by law in the U.S., the U.K. and certain other jurisdictions, to make regulatory filings based on the investments made and resulting fund ownership in securities when the ownership of such securities exceeds thresholds specified in relevant law. It is possible that services provided by Hermes EOS may from time to time necessitate similar filings. These filings may in turn require the sharing of certain information among the Hermes Advisory Companies, Hermes EOS, and the Federated Advisory Companies. This information may contain detailed holdings or positions data and could constitute MNPI. To address this potential conflict, the Advisory Companies have implemented internal controls which require that such information will be shared only among such limited personnel as is necessary to make accurate and timely regulatory filings and to maintain proper trading limitations. Similar controls have been established to appropriately manage other instances of information sharing, to the extent that personnel of a Federated Advisory Company must receive certain investment-related information from a Hermes Advisory Company (or vice versa). To mitigate any potential conflicts, such personnel will generally be subject to the codes of ethics of both the Federated Advisory Companies and the Hermes Advisory Companies.
5. Conflicts of Interest Relating to Hermes EOS
Actual or potential conflicts of interest may arise to the extent that the Federated Advisory Companies engage Hermes EOS to provide some or all of its stewardship and engagement services in connection with Investment Supervisory Services provided by the Federated Advisory Companies. For example, to the extent that the Federated Advisory Companies retain Hermes EOS to provide stewardship services, Hermes EOS may benefit from the opportunity to broaden the asset base that it represents with respect to these services in the aggregate, and consequently broaden the scope of its business. In addition, certain stewardship services provided by EOS may be contrary to the personal views of our clients as they relate to ESG or other stewardship matters. In order to mitigate this potential conflict, the Federated Advisory Companies will use Hermes EOS stewardship services ultimately to seek to increase the value of positions held in the Federated Advisory Companies’ client accounts. To the extent that the Federated Advisory Companies determine that advocacy by Hermes EOS is not likely to result in an increase in value, Federated may request that its holdings not be included in any advocacy with an issuer. While there is no intent on the part of the Federated Advisory Companies to act jointly with other Hermes EOS clients on any matter, it is also possible that certain stewardship services entered into by Hermes EOS may be viewed as joint action by Hermes EOS and/or its clients, including the Federated Advisory Companies, which could impose certain reporting and other requirements under U.S. securities laws. Hermes EOS and the Federated Advisory Companies seek to mitigate this potential conflict of interest through policies that provide that the Federated Advisory Companies will not direct Hermes EOS with respect to the companies with which it engages or the positions that inform its engagement. Hermes EOS also maintains policies and procedures related to client engagement and voting that are intended, in part, to limit the reporting obligations of Hermes EOS and its clients under U.S. securities laws.
6. Other Conflicts of Interest
In addition to the above described conflicts of interest, actual or potential conflicts of interest can arise in the following areas, among others:  Portfolio managers’, traders’ and other supervised persons’ relationships with counterparties, issuers, and obligors, including entertainment and gifts received from counterparties, issuers or obligors, political and charitable contributions, and positions on boards of directors/trustees; and  Specific compensation arrangements relating to portfolio managers, traders and other supervised persons.

Portfolio manager and trader relationships with counterparties must be disclosed to our Compliance Department and they are monitored on an ongoing basis. Our Code of Ethics addresses entertainment and gifts, as well as when portfolio managers, traders and other supervised persons may make or solicit political or charitable contributions or serve on boards of directors/trustees. (Please refer to “Our Code of Ethics” in Item 11 of this brochure for further information.)

Regarding specific compensation arrangements for portfolio managers, traders and other supervised persons, compensation arrangements generally may contain a fixed salary component and a variable incentive amount determined primarily on the performance of investment accounts, strategies and/or funds/products (“accounts”), which can be paid in cash or a combination of cash and, if made available restricted stock of Federated Hermes, Inc. In certain cases, certain portfolio managers, traders or other supervised persons may be eligible for certain annual payments based on revenue. Compensation arrangements can create actual and potential conflicts of interest, including, among others, with respect to the amount of time allocated to the accounts for which a portfolio manager, trader or other supervised person is responsible and the allocation of investment opportunities among accounts managed by Federated Investors (UK) and the other Federated Advisory Companies. Other potential conflicts relating to compensation can include, for example, conflicts created by calculations within specific investment professional compensation arrangements. Under certain compensation arrangements, the treatment of the accounts (or other activities) for which a portfolio manager, trader or other supervised person is responsible can vary (and may be adjusted periodically). This includes, for example, the weighting that is given to the performance of each account (or other activity) for which a portfolio manager, trader or other supervised person is responsible when compensation is calculated the weighting assigned to the performance of an account (or other activity) can be greater than, equal to and/or lesser than the weighting assigned to the performance of other accounts (or other activities), and can be adjusted periodically. The conflicts that can result from these compensation considerations generally are addressed by the written compliance policies and procedures and the Code of Ethics implemented by Federated Investors (UK) and the other Federated Advisory Companies and through the structuring of compensation arrangements. please register to get more info

A. Types of Clients
Federated Investors (UK) generally provides investment advisory services to:  Pooled Investment Vehicles (such as the Federated Cash Management Funds);  High net worth individuals;  Corporations, business entities and other institutional investors;  Banks and other financial institutions;  Investment Companies;  Private Investment Companies;  Trusts (including group trusts);  Pension Funds;  Charitable foundations and organizations;  Government entities (such as Federal, state and municipal or local government entities); and  Foreign accounts. (Please refer to “The Types of Accounts/Products We Manage” in Item 4 of this brochure for further information on the Investment Companies, Pooled Investment Vehicles and Private Investment Companies to which we provide investment advisory services.) We also manage, from time to time, Proprietary Accounts. The clients, account holders, shareholders or investors in these Proprietary Accounts may include:  Federated Investors (UK);  Another Federated Advisory Company;  Another one of our affiliates; or  Employees of Federated Investors (UK) or our affiliates. (Please refer to “The Types of Accounts/Products We Manage” in Item 4 of this brochure for further information on the Proprietary Accounts to which we provide investment advice.) Providing services for Proprietary Accounts raises various conflicts of interest for us and our employees and supervised persons. (Please refer to “Conflicts of Interest Relating to Proprietary Accounts” in Item 6 of this brochure for a discussion of these conflicts of interest.)
B. Requirements for Accounts
A client that is an Investment Company must be registered under the Investment Company Act. Federated Investors (UK) generally requires clients to enter into an investment management agreement or other agreement. Our agreements contain grants of authority from our clients that allow us to manage and/or provide services with respect to client assets and, in certain cases, we may request clients to execute and deliver a separate, stand-alone power of attorney. While we reserve the right to waive minimum account size requirements, our minimum account size targets are stated below. Our minimum account size for accounts generally is $50 million for Active Cash Fixed Income Accounts and $25 million for all other strategies. Accounts (including accounts below the investment minimums) may utilize Investment Companies, Private Investment Companies and certain Pooled Investment Vehicles managed by Federated Investors (UK) or other Federated Advisory Companies that meet the objectives of the client. Federated Investors (UK) may request clients to provide proof of authority, directed trading letters, qualified purchaser or accredited investor letters/certifications, or other information to allow us to manage client assets. We provide services for our clients in accordance with the performance standards and limitations of liability as discussed in this brochure. (Please refer to “Standard of Care” in Item 4 of this brochure for further information.) Federated Investors (UK) also may be restricted by the securities laws of jurisdictions outside of the U.S. from managing the assets of certain clients living or located in such jurisdictions. please register to get more info

Investing in securities involves risk of loss that clients should be prepared to bear. Investment decisions are subject to various market, currency, economic, political and business risks. Investment decisions will not always be profitable and may subject client accounts to overall investment loss. Past performance is not necessarily an indication of future results. Federated Investors (UK) does not guarantee future performance, any specific level of performance or the success of any particular investment decision or strategy. The following discussion is a general discussion of our methods of analysis, investment strategies and risks. Federated Investors (UK) is a multi-strategy investment adviser, so it is possible that certain methods of analysis, investment strategies and risks may not apply to our management of any particular client’s account or investment product. The specific investment strategies and risks relating to our management of a specific client’s account or investment product may be described in more detail in presentations, investment guidelines, marketing materials and other documents provided, or discussions held, with that client or investment guidelines provided by the client or by or on behalf of the Board of Directors/Trustees for an Investment Company client. Clients that are Pooled Investment Vehicles or Private Investment Companies should refer to the registration statements (i.e., prospectuses and statements of additional information) or similar offering documents for the Pooled Investment Vehicles or Private Investment Companies.
A. Basic Information
Federated Investors (UK) employs one or more of the following methods of analysis in providing our services:  Fundamental analysis;  Technical analysis;  Cyclical analysis;  Quantitative security selection models; and  Subjective evaluation of non-quantifiable factors (e.g., quality of management or environmental, social, and governance characteristics) and judgment decisions. There are risks associated with the above methods of analysis. For example, the price of an investment can change regardless of the economic and financial factors we consider when using fundamental analysis to evaluate an investment and a poorly managed issuer can underperform regardless of market movements identified through technical analysis. Quantitative models examine multiple economic and market factors using large data sets. The results generated by quantitative analysis may be different than expected and may negatively affect investment performance for a variety of reasons. For example, human judgment plays a role in building, utilizing, testing and modifying the financial algorithms and formulas used in these models. Additionally, the data, which is typically supplied by third parties, can be imprecise or become stale due to new events or changing circumstances. Market performance can be affected by non-quantitative factors (for example, investor fear or over-reaction or other emotional considerations) that are not easily integrated into quantitative analysis. There may also be technical issues with the construction and implementation of quantitative models (for example, software or other technology malfunctions, or programming inaccuracies). Federated Investors (UK) provides our services consistent with:  The terms of the relevant investment management or other agreement(s) applicable to the management of a client’s assets;  Any information provided to us regarding a client’s investment objectives or guidelines, or a client’s financial condition;  Any reasonable investment restrictions imposed by a client;  The investment objectives, strategies, policies and limitations of clients provided to us including, for an Investment Company client, the limitations/restrictions set forth in the client’s registration statement; and/or  Our knowledge of restrictions imposed under applicable law on the management of a client’s assets. The investment objectives, strategies, policies, and restrictions/limitations of our Investment Company clients are reviewed and approved by the Investment Companies’ Boards of Directors/Trustees or similar governing body when the Investment Companies are organized and/or created and updated from time to time thereafter. Subject to the considerations identified in the above bullet points, we may recommend, invest and reinvest a client’s assets in a variety of securities and other investments. These securities and other investments may include, among other securities or other investments permitted under client investment guidelines:  Fixed income securities or bonds;  Money market securities;  Derivative contracts and hybrid instruments (including, for example, (1) for volatility management, (2) for performance enhancement through the purchase of options, and (3) for offsetting changes in securities value caused by currency movement by use of currency hedges);  Exchange-traded funds;  Foreign securities;  Repurchase agreements;  Reverse repurchase agreements; and/or  Mutual fund shares (including shares of Investment Companies, Private Investment Companies and Pooled Investment Vehicles advised or sub-advised by Federated Investors (UK) or other Advisory Companies). We provide advice with respect to various types of securities, and our advice is not limited to any particular securities or investments. For example, in addition to long term purchases, short term purchases, trading, short sales, option writing, and investments in the securities and other investments identified above, other investment techniques that Federated Investors (UK) may employ include, for example: (1) firm or standby commitments to purchase securities on a when- issued or other delayed delivery basis, (2) asset segregation, (3) the purchase of market discount bonds and the use of credit default swaps or other permissible activities which are likely to result in a limited amount of ordinary income and/or capital gains in an effort to seek to enhance total return in certain tax-exempt municipal bonds funds or accounts; and (4) purchasing trade finance investments. We also may effect certain other types of investment-related transactions involving a client’s assets, such as securities lending.
Fixed Income Securities
Fixed-income securities pay interest, dividends or distributions at a specified rate. The rate may be a fixed percentage of the principal or may be adjusted periodically. In addition, the issuer of a fixed-income security must repay the principal amount of the security, normally within a specified time. Fixed-income securities provide more regular income than equity securities. However, the returns on fixed-income securities are limited and normally do not increase with the issuer’s earnings. This limits the potential appreciation of fixed-income securities as compared to equity securities. Types of fixed income securities include, for example, treasury securities, government securities, corporate debt securities, commercial paper, demand instruments, municipal securities, tax-exempt securities, mortgage-backed securities (MBS), collateralized mortgage obligations (CMOs), sequential CMOs, planned amortization classes and targeted amortization classes and companion classes, interest only and principal only CMOs, floaters, inverse floaters, Z classes and residual classes, non-government mortgage-backed securities, commercial mortgage-backed securities (CMBS), municipal mortgage-backed securities, inflation protected securities, other asset-backed securities (ABS), bank instruments, insurance contracts, zero coupon securities, callable securities, loan instruments, assignments and participations, and convertible securities. Fixed income securities may be subject to, for example, technology risk, credit risk, call risks, prepayment and extension risks, asset-backed securities risk, liquidity risk, sector risks, risks associated with non- investment grade securities or junk bonds, risks related to the economy, risks associated with complex CMOs, currency risks (including Euro risks), risks of investing in a specific country or region, risks of foreign investing, risks of investing in emerging market countries, leverage risks, tax risks, risks of inflation-protected securities, risks associated with investment share proceeds, credit enhancement risk, and risks associated with investment activities of other accounts. The value of MBS, CMBS, CMOs, and other ABS may be affected by certain factors such as interest rate risk, credit risk, prepayment risk and the availability of information concerning the pool of underlying assets and its structure. Under certain market conditions, ABS may be less liquid and may be difficult to value. Movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain types of ABS.
Money Market Securities
Money market securities are short-term, liquid, high-quality securities that are eligible for investment by money market or liquidity funds, including Investment Companies under SEC Rule 2a-7 under the Investment Company Act. Money market securities can be subject to, for example, interest rate, credit, and other risks.
Derivative Contracts and Hybrid Instruments
Derivative contracts are financial instruments that require payments based upon changes in the values of designated securities, commodities, currencies, indices, or other assets or instruments including other derivative contracts, (each a Reference Instrument and, collectively, Reference Instruments). Each party to a derivative contract is referred to as a counterparty. Some derivative contracts require payments relating to an actual, future trade involving the Reference Instrument. These types of derivatives are frequently referred to as “physically settled” derivatives. Other derivative contracts require payments relating to the income or returns from, or changes in the market value of, a Reference Instrument. These types of derivatives are known as “cash settled” derivatives, since they require cash payments in lieu of delivery of the Reference Instrument. Many derivative contracts are traded on securities or commodities exchanges. In this case, the exchange sets all the terms of the contract except for the price. Investors make payments due under their contracts through the exchange. Most exchanges require investors to maintain margin accounts through their brokers to cover their potential obligations to the exchange. Parties to the contract make (or collect) daily payments to the margin accounts to reflect losses (or gains) in the value of their contracts. This protects investors against potential defaults by the counterparty. Trading contracts on an exchange also allows investors to close out their contracts by entering into offsetting contracts. Federated Investors (UK) may also trade derivative contracts over-the-counter (OTC) in transactions negotiated directly between a client account and the counterparty. OTC contracts do not necessarily have standard terms, so they may be less liquid and more difficult to close out than exchange-traded contracts. In addition, OTC contracts with more specialized terms may be more difficult to value than exchange-traded contracts, especially in times of financial stress. The market for swaps and other OTC derivatives was largely unregulated prior to the enactment of federal legislation known as the Dodd-Frank Wall Street Reform and Consumer Protection Act (the Dodd-Frank Act). Although the Commodity Futures Trading Commission (the CFTC) and the SEC have released final rules implementing many of the statutory requirements of the Dodd-Frank Act, additional guidance and phase-in periods are expected to be proposed by both the CFTC and the SEC. Ongoing changes to the regulation of the derivatives markets and potential changes in the regulation of OTC derivative instruments could limit an account’s ability to pursue its investment strategies. The extent of these changes is not yet fully known and their impact cannot be predicted. Regulations enacted by the CFTC under the Dodd-Frank Act require the clearing of certain swap contracts through a clearing house or central counterparty (CCP). Central clearing is presently required only for certain interest rate and credit default swaps; and the CFTC is expected to impose a mandatory central clearing requirement for additional derivative instruments over time until the majority of the swaps market is ultimately subject to central clearing. To clear a swap through the CCP, a contract will be submitted to, and margin will be posted with, a futures commission merchant (FCM) that is a clearing house member. A swap may be entered with a financial institution other than the FCM and arrange for the contract to be transferred to the FCM for clearing, or enter into the contract with the FCM itself. If a transaction must be centrally cleared, the CFTC’s regulations also generally require that the swap be executed on a registered exchange or through a market facility that is known as a swap execution facility (SEF). CCPs, SEFs, and FCMs are all subject to regulatory oversight by the CFTC. In addition, many derivative market participants are now regulated as swap dealers and are subject to certain minimum capital and margin requirements and business conduct standards. Similar regulatory requirements have been adopted by the SEC, although those requirements are not yet effective. Payment obligations arising in connection with derivative contracts are frequently required to be secured with collateral (in the case of OTC contracts) or margin (in the case of exchange-traded contracts). The CFTC and prudential regulators’ variation and initial margin requirements for uncleared swaps increase the amount of margin necessary to conduct uncleared swap transactions and limit the types of assets that can be used as collateral for such transactions. These margin requirements may affect the ability of a client account to use swap agreements to implement its investment strategies and may substantially increase regulatory and compliance costs. In addition, some market participants are becoming subject to phased-in initial margin requirements based on an entity’s average daily aggregate notional amounts of swaps activity. OTC swaps may also be subject to non-U.S. regulations that require counterparties to exchange a minimum amount of collateral. These requirements could further adversely affect Federated Investors (UK)’s ability to enter into swaps in the OTC market or could cause the termination of new or existing swap agreements at an inopportune time. To the extent necessary to meet such margin or collateral requirements, we may purchase U.S. Treasury and/or government agency securities for an account. We may invest in a derivative contract if an account is permitted to own, invest in, or otherwise have economic exposure to the Reference Instrument. Depending on how an account permits use of derivative contracts and the relationships between the market value of a derivative contract and the Reference Instrument, derivative contracts may increase or decrease the account’s exposure to the risks of the Reference Instrument, and may also expose the fund to liquidity and leverage risks. An account may not be required to own a Reference Instrument in order to buy or sell a derivative contract relating to that Reference Instrument. We also may trade, for example, in the following specific types and/or combinations of derivative contracts to the extent permitted for a client account: futures contracts (including interest rate futures, index futures, security futures, currency futures and currency forward contracts), option contracts (including put options and call options), and swap contracts (including interest rate swaps, caps and floors, total return swaps, credit default swaps, currency swaps, volatility swaps and total return swaps). Hybrid instruments combine elements of two different kinds of securities or financial instruments (such as a derivative contract). Frequently, the value of a hybrid instrument is determined by reference to changes in the value of a Reference Instrument (that is a designated security, commodity, currency, index, or other asset or instrument including a derivative contract). To the extent permitted for a client account, we may use hybrid instruments in connection with permissible investment activities. Hybrid instruments can take on many forms including, for example, the following forms. First, a common form of a hybrid instrument combines elements of a derivative contract with those of another security (typically a fixed-income security). In this case all or a portion of the interest or principal payable on a hybrid security is determined by reference to changes in the price of a Reference Instrument. Second, a hybrid instrument may also combine elements of a fixed-income security and an equity security. Third, hybrid instruments may include convertible securities with conversion terms related to a Reference Instrument. Depending on the type and terms of the hybrid instrument, its risks may reflect a combination of the risks of investing in the Reference Instrument with the risks of investing in other securities, currencies, and derivative contracts. Thus, an investment in a hybrid instrument may entail significant risks in addition to those associated with traditional investments or the Reference Instrument. Hybrid instruments are also potentially more volatile than traditional securities or the Reference Instrument. Moreover, depending on the structure of the particular hybrid, it may expose the account to leverage risks or carry liquidity risks. Types of hybrid instruments include, for example, credit linked notes and equity linked notes. A client account’s exposure to derivative contracts and hybrid instruments (either directly or through an investment in an Investment Company or Private Investment Company) involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. First, changes in the value of the derivative contracts and hybrid instruments in which an account may be invested may not be correlated with changes in the value of the underlying Reference Instruments or, if they are correlated, may move in the opposite direction than originally anticipated. Second, while some strategies involving derivatives may reduce the risk of loss, they may also reduce potential gains or, in some cases, result in losses by offsetting favorable price movements in portfolio holdings. Third, there is a risk that derivative contracts and hybrid instruments may be erroneously priced or improperly valued and, as a result, a client’s account may need to make increased cash payments to the counterparty. Fourth, exposure to derivative contracts and hybrid instruments may have tax consequences to a client’s account (and, in the case of an Investment Company or Private Investment Company, its interest holders or shareholders). Fifth, a common provision in OTC derivative contracts permits the counterparty to terminate any such contract between it and an account, if the value of an account’s total net assets declines below a specified level over a given time period. Factors that may contribute to such a decline (which usually must be substantial) include significant redemptions and/or a marked decrease in the market value of the account’s investments. Any such termination of OTC derivative contracts may adversely affect an account (for example, by increasing losses and/or costs, and/or preventing a full implementation of investment strategies). Sixth, regulations adopted by prudential regulators require certain banks to include in a range of financial contracts, including derivative contracts, terms delaying or restricting a counterparty’s default, termination or rights in the event a bank, or its affiliate, becomes subject to certain types of insolvency proceedings. Seventh, a derivative contract may be used to benefit from a decline in the value of a Reference Instrument. If the value of the Reference Instrument declines during the term of the contract, an account makes a profit on the difference (less any payments the account is required to pay under the terms of the contract). Any such strategy involves risk. There is no assurance that the Reference Instrument will decline in value during the term of the contract and make a profit for an account. The Reference Instrument may instead appreciate in value creating a loss for the account. Finally, derivative contracts and hybrid instruments may also involve other risks, such as stock market, interest rate, credit, currency, liquidity and leverage risks. Foreign Securities Foreign securities are securities of issuers based outside the United States. To the extent a Fund invests in securities included in its applicable broad-based securities market index, the Fund may consider an issuer to be based outside the United States if the applicable index classifies the issuer as based outside the United States. Accordingly, the Fund may consider an issuer to be based outside the United States if the issuer satisfies at least one, but not necessarily all, of the following:  It is organized under the laws of, or has its principal office located in, another country;  The principal trading market for its securities is in another country;  It (directly or through its consolidated subsidiaries) derived in its most current fiscal year at least 50% of its total assets, capitalization, gross revenue or profit from goods produced, services performed, or sales made in another country; or  It is classified by an applicable index as based outside the United States. Foreign securities are primarily denominated in foreign currencies. Types of foreign securities include, for example, depository receipts, American depository receipts, domestically traded securities of foreign issuers, foreign exchange contracts, and foreign government securities. Along with the risks normally associated with domestic securities of the same type, foreign securities are subject to currency risks and risks of foreign investing. Trading in certain foreign markets is also subject to liquidity risks.
Repurchase Agreements
Repurchase agreements are transactions in which a security is purchased for an account from a dealer or bank and the account agrees to sell the security back at a mutually agreed upon time and price. The repurchase price exceeds the sale price, reflecting the account’s return on the transaction. This return is unrelated to the interest rate on the underlying security. We will enter into repurchase agreements on behalf of accounts only with banks and other recognized financial institutions, such as securities dealers, that we deem creditworthy. An account’s custodian will take possession of the securities subject to repurchase agreements. We or a custodian typically will monitor the value of the underlying security each day to seek to ensure that the value of the security always equals or exceeds the repurchase price. In addition to taxable repurchase agreements, there also are municipal repurchase agreements. Repurchase agreements generally are subject to credit risks.
Reverse Repurchase Agreements
Reverse repurchase agreements are repurchase agreements in which a client’s account is the seller (rather than the buyer) of the securities, and agrees to repurchase them at an agreed upon time and price. A reverse repurchase agreement may be viewed as a type of borrowing by a client’s account. In addition to taxable reverse repurchase agreements, there also are municipal reverse repurchase agreements. Reverse repurchase agreements are subject to credit risks. In addition, reverse repurchase agreements create leverage risks because an account must repurchase the underlying security at a higher price, regardless of the market value of the security at the time of repurchase.
Shares of Investment Companies, Private Investment Companies and Other Pooled Investment Vehicles
(including Exchange-Traded Funds)
To the extent permitted, we may invest client account assets in securities of Investment Companies (mutual funds), Private Investment Companies or other Pooled Investment Vehicles, including the securities of Affiliated Investment Vehicles. These investments also may include preferred shares of a closed-end Investment Company that are eligible for purchase by money market mutual funds. These investments may be made as an efficient means of implementing investment strategies and/or managing uninvested cash. These other Investment Companies (mutual funds), Private Investment Companies or other Pooled Investment Vehicles are managed independently of a client’s account and incur additional fees and/or expenses which would, therefore, be borne indirectly by the client’s account in connection with any such investment. These investments are subject to the same risks as the underlying Investment Company, Private Investment Company or Pooled Investment Vehicle. To the extent permitted, we also may invest client assets in exchange-traded funds (ETFs) as an efficient means of carrying out its investment strategies. As with traditional mutual funds, ETFs charge asset-based fees, although these fees tend to be relatively low. ETFs are traded on stock exchanges or on the over-the-counter market. ETFs generally do not charge initial sales charges or redemption fees and investors typically pay only customary brokerage fees to buy and sell ETF shares. An investment in an ETF generally presents the same primary risks as an investment in a conventional fund (i.e., one that is not exchange-traded) that has the same investment objectives, strategies, and policies. The price of an ETF can fluctuate up or down, and a client account could lose money investing in an ETF if the prices of the securities owned by the ETF go down. In addition, ETFs may be subject to the following risks that do not apply to conventional funds:  The market price of an ETF’s shares may trade above or below their net asset value;  An active trading market for an ETF’s shares may not develop or be maintained; or  Trading of an ETF’s shares may be halted if the listing exchange’s officials deem such action appropriate, the shares are delisted from the exchange, or the activation of market-wide “circuit breakers” (which are tied to large decreases in stock prices) halts stock trading generally.
Project and Trade Finance Investments
Project and trade finance investments include investments primarily in trade, structured-trade, export and project finance or related assets of companies or other entities (including sovereign entities) located primarily in or having exposure to global emerging markets by way of a purchase, assignment, participation, guarantee, insurance or other appropriate financial interest. Investments in trade finance-related securities may entail credit, liquidity, currency and market risks, in addition to other risks such as risks of investing in foreign securities and emerging market securities as well as risks that may result from the use of agents and other interposed financial institutions. Investments in less developed or emerging markets generally entail greater political, economic, market, tax, credit and other risks, and generally have greater price volatility, than securities issued or traded in developed markets.
Short Sales
To the extent permitted, we may sell a security for a client account short in an effort to take advantage of an anticipated decline in the price of the security. In a short sale, the account sells a security it does not own, and must borrow the security in order to deliver it at completion of the sale. The account then has an obligation to replace the borrowed security. While the securities are borrowed, the proceeds from the sale are deposited with the lender and an account pays interest to the lender. If the value of the securities declines between the time that the account borrows the securities and the time it repurchases and returns the securities to the lender, the account makes a profit on the difference (less any interest the account is required to pay the lender). Short selling involves risk, is speculative in nature, and may reduce returns or increase volatility. There is no assurance that securities will decline in value during the period of the short sale and make a profit for an account. Securities sold short may instead appreciate in value creating a loss for the account. An account also may experience difficulties repurchasing and returning the borrowed securities if a liquid market for the securities does not exist. The lender may also recall borrowed securities at any time. The lender from which the account has borrowed securities may go bankrupt and the account may lose the collateral it has deposited with the lender. We will endeavor to adhere to controls and limits that are intended to offset these risks by short selling only liquid securities and by limiting the amount of exposure for short sales.
Delayed Delivery Securities
Delayed delivery transactions, including when issued transactions, are arrangements in which we buy securities for a client account for a set price, with payment and delivery of the securities scheduled for a future time. During the period between purchase and settlement, no payment is made by the account to the issuer and no interest accrues to the account. The transaction typically is recorded when the agreement to buy the securities is effected. Settlement dates may be a month or more after entering into these transactions so that the market values of the securities bought may vary from the purchase prices. Types of delayed delivery securities include, for example, to-be-announced securities and dollar rolls. Therefore, delayed delivery transactions create interest rate risks. Delayed delivery transactions also involve credit risks in the event of a counterparty default. These transactions also may create leverage risks. Securities Lending To the extent permitted, we may lend a client account’s portfolio securities to borrowers that we deem creditworthy. In return, the account receives cash from the borrower as collateral. The borrower must furnish additional collateral if the market value of the loaned securities increases. Also, the borrower must pay the account the equivalent of any dividends or interest received on the loaned securities. We will reinvest cash collateral for a client’s account in securities that qualify as an acceptable investment for the account. However, the account must pay interest to the borrower for the use of cash collateral. An acceptable investment into which the Fund may reinvest cash collateral includes, among other acceptable investments, securities of affiliated money market funds (including affiliated institutional prime money market funds with a “floating” net asset value that can impose redemption fees and liquidity gates, impose certain operational impediments to investing cash collateral, and, if net asset value decreases, result in the Fund having to cover the decrease in the value of the cash collateral. Loans are subject to termination at the option of the account or the borrower. The account will not have the right to vote on securities while they are on loan. However, we will attempt to terminate a loan in an effort to reacquire the securities in time to vote on matters that we deem to be material. There can be no assurance that we will have sufficient notice of such matters to be able to terminate the loan in time to vote thereon. An account may pay administrative and custodial fees in connection with a loan and may pay a negotiated portion of the interest earned on the cash collateral to a securities lending agent or broker. Securities lending activities are subject to interest rate risks and credit risks. These transactions also may create leverage risks. Asset Segregation In order to cover obligations in connection with derivative contracts or certain other transactions, accounts of Investment Company clients and other client accounts may either own the underlying assets, enter into offsetting transactions or set aside cash or readily marketable securities in each case, as provided by the SEC or SEC Staff guidance. This may cause a client’s account to miss favorable trading opportunities, due to a lack of sufficient cash or readily marketable securities. This requirement also may cause an account to realize losses on offsetting or terminated derivative contracts or certain other transactions.
Portfolio Turnover
An investment strategy may experience high portfolio turnover during a particular period of time depending upon market conditions, an account’s investment strategies and objectives, the types of investments utilized in pursuing relevant investment strategies and objectives (e.g., futures contracts) and other factors. As discussed under “Fees and Expenses, Other Than Our Fees” in Item 5 of this brochure, a client account pays transaction costs, such as commissions, when securities are bought and sold for the account (or an account’s portfolio “turns over”). To the extent a client’s investment strategy involves a higher portfolio turnover rate due to active trading or other factors, this may indicate higher transaction costs and may result in higher taxes (for example, because active trading may generate more short-term capital gains or losses). These costs affect a client account’s performance. Whether an investment strategy is intended to involve high turnover will be specified in the investment strategy discussion of an Investment Company client’s registration statement.
Large Shareholder
When an Investment Company, Private Investment Company or Pooled Investment Vehicle is first launched, or is being liquidated, and potentially at certain other times during their existence, a significant percentage of a Private Investment Company’s or Pooled Investment Vehicle’s shares may be owned or controlled by a large shareholder, such as other funds or accounts, including those of which the Adviser or an affiliate of the Adviser may have investment discretion. Accordingly, the Investment Company, Private Investment Company or Pooled Investment Vehicle can be subject to the potential for large scale inflows and outflows as a result of purchases and redemptions made by significant shareholders. These inflows and outflows could be significant and, if frequently occurring, could negatively affect the Investment Company’s, Private Investment Company’s or Private Investment Vehicle’s net asset value and performance and could cause them to sell securities at inopportune times in order to meet redemption requests.
Environmental, Social, and Governance Characteristics
To the extent consistent with its fiduciary responsibilities, Federated Investors (UK) may integrate environmental, social, and governance (“ESG”) characteristics into its investment analysis and decision-making process when implementing certain investment strategies. As part of the assessment of quality and its approach to risk management, risks associated with a company’s approach to ESG issues are actively addressed. By taking ESG characteristics into account, Federated Investors (UK) intends to promote responsible governance practices and corporate behavior that may contribute to the long-term growth and sustainability of certain issuers and ultimately to an increase in the value of securities in its client accounts. Notwithstanding the foregoing, the Federated Advisory Companies do not intend to invest exclusively in issuers that do (or do not) take into consideration ESG issues. As discussed under “Other Service Providers” in Item 10.C.5 of this brochure, we may take into account internal research on ESG issues obtained from Hermes EOS, among other sources.
Other Investment Strategies
Federated Investors (UK) also may implement other investment strategies as developed or requested by clients. The specific investment strategy(ies) that we will follow in managing assets for a particular client typically is (are) described:  In, or as an attachment to, the client’s investment management agreement with us;  If the client participates in a Managed Account Program, in our agreement with the Managed Account sponsor or platform provider and other Managed Account documentation; or  If the client is an Investment Company, Private Investment Company or Pooled Investment Vehicle, in the registration statement (e.g., prospectus and statement of additional information) or similar offering document for such client.
LIBOR

Certain derivatives or debt securities, or other financial instruments in which we may invest, as well as certain Investment Companies’ committed, revolving line of credit agreements, as applicable, utilize or may utilize in the future the London Interbank Offered Rate (“LIBOR”) as the reference or benchmark rate for interest rate calculations.

LIBOR is a measure of the average interest rate at which major global banks can borrow from one another. It is quoted in multiple currencies and tenors using data reported by a panel of private-sector banks. Following allegations of rate manipulation in 2012 and concerns regarding its thin liquidity, the use of LIBOR came under increasing pressure, and in July 2017, the U.K. Financial Conduct Authority, which regulates LIBOR, announced that it will stop encouraging banks to provide the quotations needed to sustain LIBOR after 2021. This may cause LIBOR to cease to be published. LIBOR panel banks have agreed to submit quotations to LIBOR through the end of 2021. Before then, it is expected that market participants will transition to the use of different reference or benchmark rates. However, there is currently no definitive information regarding the future utilization of LIBOR or of any particular replacement rate. Regulators have suggested alternative reference rates, but global consensus is lacking and the process for amending existing contracts or instruments to transition away from LIBOR remains unclear. While it is expected that market participants will amend financial instruments referencing LIBOR to include fallback provisions and other measures that contemplate the discontinuation of LIBOR or other similar market disruption events, neither the effect of the transition process nor the viability of such measures is known. While market participants have begun transitioning away from LIBOR, there are obstacles to converting certain longer term securities and transactions to a new benchmark or benchmarks. The effectiveness of multiple alternative reference rates as to one primary reference rate has not been determined. The effectiveness of alternative reference rates used in new or existing financial instruments and products has also not yet been determined. As market participants transition away from LIBOR, LIBOR’s usefulness may deteriorate, which could occur prior to the end of 2021. The transition process may lead to increased volatility and illiquidity in markets that currently rely on LIBOR to determine interest rates. LIBOR’s deterioration may adversely affect the liquidity and/or market value of securities that use LIBOR as a benchmark interest rate, including securities and other financial instruments we invest in. Further, the utilization of an alternative reference rate, or the transition process to an alternative reference rate, may adversely affect investment performance.

Coronavirus
An outbreak of respiratory disease caused by a novel coronavirus was first detected in China in December 2019 and subsequently spread internationally. This coronavirus has resulted in closing borders, enhanced health screenings, healthcare service preparation and delivery, quarantines, cancellations, disruptions to supply chains and customer activity, as well as general concern and uncertainty. The impact of this coronavirus may be short term or may last for an extended period of time and result in a substantial economic downturn. Health crises caused by outbreaks, such as the coronavirus outbreak, may exacerbate other pre-existing political, social and economic risks. The impact of this outbreak, and other epidemics and pandemics that may arise in the future, could negatively affect the worldwide economy, as well as the economies of individual countries, individual companies and the market in general in significant and unforeseen ways. Any such impact could adversely affect the performance of the securities in which a client’s account invests and the performance of a client’s account.
Cybersecurity
Like Other Advisers and business enterprises, Federated Investors (UK) business relies on the security and reliability of information and communications technology, systems and networks. The Adviser uses digital technology, including, for example, networked systems, email and the Internet, to conduct business operations and engage clients, customers, employees, products, accounts, shareholders, and relevant service providers, among others. The Adviser, as well as certain service providers, also generate, compile and process information for purposes of preparing and making filings or reports to governmental agencies, and a cybersecurity attack or incident that impacts that information, or the generation and filing processes, may prevent required regulatory filings and reports from being made. Cyber incidents involving Federated Investors (UK)’s, or its products’ or service providers’, regulators or exchanges to which confidential, personally identifiable or other information is reported or filed also may result in unauthorized disclosure or compromise of, or access to, such information. The use of the Internet and other electronic media and technology exposes the Adviser, its clients, and its service providers, and their respective operations, to potential risks from cybersecurity attacks or incidents (collectively, “cyber-events”). Cyber-events can result from intentional (or deliberate) attacks or unintentional events by insiders or third parties, including cybercriminals, competitors, nation-states and “hacktivists,” among others. Cyber-events may include, for example, phishing, use of stolen access credentials, unauthorized access to systems, networks or devices (such as, for example, through “hacking” activity), structured query language attacks, infection from or spread of malware, ransomware, computer viruses or other malicious software code, corruption of data, and attacks (including, but not limited to, denial of service attacks on websites) which shut down, disable, slow, impair or otherwise disrupt operations, business processes, technology, connectivity or website or internet access, functionality or performance. Like Other Advisers and business enterprises, the Adviser and its service providers have experienced, and will continue to experience, cyber-events on a daily basis. In addition to intentional cyber-events, unintentional cyber-events can occur, such as, for example, the inadvertent release of confidential information. To date, cyber-events have not had a material adverse effect on the Adviser’s business, results of operation, financial condition and/or cash flows. Cyber-events can affect, potentially in a material way, the Adviser’s relationships with its clients, customers, employees, products, accounts, shareholders and relevant service providers. Any cyber-event could adversely impact the Adviser and its clients and service providers and cause the Adviser to incur financial loss and expense, as well as face exposure to regulatory penalties, reputational damage and additional compliance costs associated with corrective measures. A cyber- event may cause the Adviser, or its service providers, to lose proprietary information, suffer data corruption, lose operational capacity (such as, for example, the loss of the ability to process transactions or other disruptions to operations), and/or fail to comply with applicable privacy and other laws. Among other potentially harmful effects, cyber-events also may result in theft, unauthorized monitoring and failures in the physical infrastructure or operating systems that support the Adviser and its service providers. Federated Investors (UK) may incur additional, incremental costs to prevent and mitigate the risks of such cyber-events or incidents in the future. The Adviser and its relevant affiliates have established practices and systems reasonably designed to seek to reduce the risks associated with cyber-events. The Adviser employs various measures aimed at mitigating cybersecurity risk, including, among others, use of firewalls, system segmentation, system monitoring, virus scanning, periodic penetration testing, employee phishing training, and an employee cybersecurity awareness campaign. Among other vendor management efforts, Federated Investors (UK) also conducts due diligence on key service providers (or vendors) relating to cybersecurity. The Federated Advisory Companies have established a committee to oversee Federated Investors (UK)’s information security and data governance efforts and updates on cyber-events and risks are reviewed with relevant committees, as well as the Adviser’s parent company’s Boards of Directors (or a committee thereof), on a periodic (generally quarterly) basis (and more frequently when circumstances warrant) as part of risk management oversight responsibilities. However, there is no guarantee that the efforts of the Adviser or its affiliates, or other service providers, will succeed, either entirely or partially, as there are limits on Federated Investors (UK)’s ability to prevent, detect or mitigate cyber-events. Among other reasons, the cybersecurity landscape is constantly evolving, the nature of malicious cyber-events is becoming increasingly sophisticated. The Adviser, and its relevant affiliates, cannot control the cybersecurity practices and systems of issuers or third-party service providers.
B. Strategy-Specific Disclosure
The following discusses in more detail significant investment strategies that Federated Investors (UK) offers and the risks involved. Clients should review this disclosure carefully and in tandem with the basic information provided above. As noted, clients also should review any offering documents, presentations, investment guidelines, marketing materials and other documents provided, or discussed with the client or any investment guidelines provided by the client.
FIXED INCOME
This strategy encompasses client objectives for fixed income portfolios with various duration targets and asset class exposures. Accounts may include domestic and foreign fixed and floating rate instruments rated both investment grade and non-investment grade. Among others, securities held in accounts may include U.S. Treasury notes and bonds, government agency securities, foreign sovereign debt, corporate debt, mortgage backed securities, asset backed securities, taxable municipal bonds, derivative contracts, trade-finance related securities, bank loans and currency. The strategy may also hold fixed income mutual funds or other investment products. The process concentrates on analysis of sectors, yield curve, and security characteristics along with assessments of major long-term indicators of interest rate direction and volatility. The duration committee determines the cyclical interest rate outlook. For purposes of risk control, portfolios are typically managed within a specified duration range of a given benchmark. The yield curve committee makes recommendations for positioning portfolios along the yield curve. Typically, key rate durations are weighted to specified percent ranges against a given benchmark, depending on relative attractiveness and expectations of future shape changes. The sector allocation committee reviews spread relationships among each of the allowable sectors in search of relative value opportunities, obtaining input from each of the sector teams. Our economic overlay is an important input in determining whether the spread relationships are reasonable. Typically, respective sector exposure limits are targeted to specified percent ranges against a given benchmark. In terms of individual security selection, each sector team is responsible for developing sub-portfolios within each sector designed to outperform a sector-specific benchmark. As an example, the corporate team applies a fundamental analysis approach to determine the best securities within specific credit quality constraints. The mortgage-backed team utilizes sophisticated quantitative models and analysis of pool-specific characteristics to recommend mortgage securities within their sector. Each account is managed to conform to client-directed parameters typically defined through the use of a broad market or custom benchmark. Portfolio Managers utilize model portfolio recommendations provided by each sector team, allocate the portfolio across sectors utilizing sector allocation recommendations provided by the sector allocation committee, and implement modest duration and yield curve management techniques with input from the firm’s duration and yield curve committees. The strategy makes active use of futures to efficiently implement portfolio adjustments in reaction to changes in the macro calls. Risks related to this strategy include, among others, interest rate risk and prepayment and extension risk. Generally, as interest rates rise, prices of fixed income securities fall, with longer duration securities reacting more than shorter duration securities. As interest rates decline, the value of mortgage-backed securities rise, however, they may experience accelerated prepayments. High yield bonds carry increased levels of credit and default risk and are generally less liquid than government and investment-grade bonds. Investments in trade finance-related securities may entail credit, liquidity, currency and market risks, in addition to other risks such as risks of investing in foreign securities and emerging market securities. Investments in less developed or emerging markets generally entail greater political, economic, market, tax, credit and other risks, and generally have greater price volatility, than securities issued or traded in developed markets. Exposure to derivatives and hybrid instruments involves risks in addition to those associated with investing directly in securities and other traditional investments, including leverage, counterparty and liquidity risk. Investments in currency entail risks related to daily fluctuations in the value of currency, which may be more volatile in times of increased market risk.
MONEY MARKET
This strategy seeks to maximize current income consistent with the preservation of capital and liquidity by investing in a diversified portfolio of high quality short-term debt and debt-related instruments. The strategy strives to maintain the net asset value of an account either constant at par (net of earnings) or at the value of the investors’ initial capital plus earnings. The strategy will comply with applicable legal requirements. Investments will include fixed or floating rate instruments, including, for example, commercial paper, floating rate notes, certificates of deposit, freely transferrable promissory notes, debentures, asset-based securities and bonds. The investments may be issued or guaranteed as to principal or interest by sovereign governments, their agencies and instrumentalities, supranational entities and domestic and foreign corporations and financial institutions. This strategy also may invests in ancillary liquid assets, such as bank deposits and instruments, consistent with applicable client restrictions and investment guidelines. Risks for this strategy include, for example, regulatory reform risks, risks that as interest rates rise and fall the price of the securities will fluctuate, risks of issuer default, risks that a party to a transaction will fail to meet its obligations, risks that the financial services sector will perform poorly, risks of default of a credit enhancement provider, risks that prepayment of principal will cause the portfolio to reinvest proceeds at a less favorable interest rate, and risks of foreign investing.
PROJECT AND TRADE FINANCE
This strategy seeks to provide total return by primarily investing in project and trade finance investments. The strategy focuses on both fundamental credit sensitive security selection and top-down risk controls to strive for proper portfolio diversification. Project and trade finance investments may include trade finance, structured trade, export finance, import finance and project finance or related assets of companies or other entities (including sovereign entities) located primarily in or having exposure to global emerging markets. The strategy may invest primarily in loans, or similar instruments used to finance international trade and related infrastructure projects, by way of purchase, assignment, participation, guarantee, insurance, derivatives or any other appropriate financial instrument. Investments may be made in securities and obligations for which there is no readily available trading market or which are otherwise illiquid, including project and trade finance securities, derivatives and fixed income investments. Positions also may be taken in traditional assets including bonds (investment grade or non-investment grade (or “junk bonds”)), debt securities, equities, foreign exchange instruments, and derivatives for the purposes of hedging and investment. The investments may or may not be guaranteed by sovereign entities. A substantial portion of the strategy’s investments will be in obligations of non-U.S. issuers or borrowers, including those of emerging markets. Investments in project and trade finance investments may entail risks that as interest rates rise and fall the price of the investments will fluctuate, risks of issuer or borrower default, risks of default of a credit enhancement provider, risk that a party to a transaction will fail to meet its obligations, risks that prepayment of principal will cause the portfolio to reinvest proceeds at less favorable interest rates, risks that trading opportunities may be limited making it more difficult to sell or buy an investment at a favorable price or time, risks that the financial services sector will perform poorly, risks that exchange rates for currencies fluctuate daily, risks that leverage will create exposure that exceeds the amount invested, risks of foreign investing, and risks of investing in derivatives and hybrid instruments. Investments in non-investment grade investments generally entail greater risk. Investments in less developed or emerging markets also generally entail greater political, economic, market, tax, credit and other risks, and generally have greater price volatility than securities issued or traded in developed markets. please register to get more info

To the best of Federated Investors (UK)’s knowledge, there are no legal or disciplinary events that are material to a client’s or prospective client’s evaluation of or the integrity of us. please register to get more info

A. Relationships with Brokers/Dealers
As discussed under “Sales Compensation” in Item 5 of this brochure, Federated Investors (UK) is an affiliate through common ownership with Federated Securities Corp., a dually-registered investment adviser, municipal securities dealer and broker/dealer and with Federated International Securities Corp. a dually-registered investment adviser and broker/dealer. Federated Securities Corp., 1001 Liberty Avenue, Pittsburgh, PA 15222, acts as distributor in the United States of the registered Investment Companies and Private Investment Companies sponsored by Federated Hermes, Inc., which are clients of the Federated Advisory Companies. It also acts as placement agent for Pooled Investment Vehicle clients of certain Advisory Companies. Federated International Securities Corp., 1001 Liberty Avenue, Pittsburgh, PA 15222 may also act as placement agent for Pooled Investment Vehicle clients of other Advisory Companies. Federated Securities Corp.’s and Federated International Securities Corp.’s employees are registered representatives of Federated Securities Corp. and/or Federated International Securities Corp., respectively and are salaried employees. As discussed under “Sales Compensation” in Item 5 of this brochure, employee-representatives of Federated Securities Corp. and of Federated International Securities Corp. serve as sales people for, and provide certain investment advice on behalf of, certain of the Federated Advisory Companies, and are supervised persons of such Federated Advisory Companies. (Please refer to “Sales Compensation” in Item 5 of this brochure for additional information regarding Federated Securities Corp.’s and Federated International Securities Corp.’s other activities and related arrangements.) The following management persons of Federated Investors (UK) are registered representatives of Federated Securities Corp.:  Stephen Van Meter, Chief Compliance Officer-U.S. Operations; and  Robert J. Wagner, Vice President. The following management persons of Federated Investors (UK) are registered financial and operations principals of Federated Securities Corp.:  Jeremy D. Boughton, Assistant Treasurer.  Richard A. Novak, Treasurer. The following management persons of Federated Investors (UK) are registered representatives of Federated International Securities Corp.:  Gordon J. Ceresino, Board of Governors, President and CEO;  Stephen Van Meter, Chief Compliance Officer The following management persons of Federated Investors (UK) are registered financial and operations principals of Federated International Securities Corp.:  Jeremy D. Boughton, Assistant Treasurer  Richard A. Novak, Treasurer Federated Investors (UK) also has certain related persons who are general partners, members or trustees of certain family limited partnerships, limited liability companies or trusts or similar family entities. From time to time, these family entities may invest in companies (such as a broker/dealer) that participate in the financial services industry. (Please refer to “Performance-Based Fees and Side by Side Management” in Item 6 of this brochure for a discussion of conflicts of interest that arise as a result of these relationships.)
B. Relationships with Commodity Pool Operators and Commodity Trading Advisors
Certain other Federated Advisory Companies, Federated Investment Management Company, Federated Equity Management Company of Pennsylvania and Federated Global Investment Management Corp., discussed under “Other Investment Advisers” under “Relationships with Certain Related Persons” under “Other Financial Industry Activities and Affiliations” are registered as commodity pool operators.
C. Relationships with Certain Related Persons
The following discusses other arrangements and relationships that Federated Investors (UK) has with our related persons, other than Federated Securities Corp. and Federated International Securities Corp. (Please refer to “Relationships with Brokers/Dealers” in Item 10 of this brochure for a discussion of our arrangements and relationship with Federated Securities Corp. and Federated International Securities Corp.) In addition to the other relationships discussed below, Federated Investors (UK) has certain management, officers, employees and supervised persons in common with:  Certain other Advisory Companies and other affiliated investment advisers discussed under “Other Investment Advisers” in Item 10 of this brochure; and  Certain other affiliated companies owned by Federated Hermes, Inc. (such as, among others, Federated Securities Corp. and Federated International Securities Corp.) discussed under “Relationships with Brokers/Dealers” in Item 10 of this brochure and the trust company (Federated Investors Trust Company) discussed under “Trust Company” in Item 10 of this brochure). Certain of these shared/common management, officers, employees and supervised persons of Federated Investors (UK) also may be directors/trustees or officers of the Investment Companies, Private Investment Companies and Pooled Investment Vehicles discussed under “Investment Companies, Private Investment Companies and Pooled Investment Vehicles” and “Sponsor or Syndicator of Limited Partnerships” in Item 10 of this brochure. (Please refer to “Performance-Based Fees and Side by Side Management” in Item 6 of this brochure for a discussion of conflicts of interest that arise as a result of these relationships.)
1. Investment Companies, Private Investment Companies and Pooled Investment Vehicles
As discussed under “Advisory Business” in Item 4 of this brochure, Federated Investors (UK) serves as investment adviser or sub-adviser, or otherwise provides services, to Investment Companies, Pooled Investment Vehicles and Private Investment Companies, including certain Investment Companies, Pooled Investment Vehicles and Private Investment Companies managed and/or distributed by the Federated Advisory Companies or their affiliates. Under appropriate circumstances, Federated Investors (UK) also may advise our clients to invest assets in certain Affiliated Investment Vehicles (i.e., Investment Companies, Private Investment Companies, or Pooled Investment Vehicles advised by us or other Federated Advisory Companies). Our clients can pay the fees and expenses charged or assessed by Pooled Investment Vehicles, Private Investment Companies or Investment Companies to the extent that we invest our clients’ assets in Pooled Investment Vehicles, Private Investment Companies, or Investment Companies, including those (such as Affiliated Investment Vehicles) that are managed by, are distributed by or receive services from, Federated Investors (UK), the other Federated Advisory Companies or other affiliated companies. Federated Investors (UK) also has certain related persons who are general partners, members or trustees of certain family limited partnerships, limited liability companies or trusts or similar family entities. (Please refer to “Performance-Based Fees and Side by Side Management” (including “Conflicts of Interest Relating to Affiliated Investment Vehicles”) in Item 6 of this brochure for a discussion of conflicts of interest that arise as a result of these relationships.)
2. Other Investment Advisers
As discussed under “Our Ownership Structure” in Item 4 of this brochure, Federated Investors (UK) is an affiliate through common ownership with other SEC-registered investment advisers (i.e., the other Advisory Companies). Registration does not imply a certain level of skill or training. These investment advisers are identified below under “SEC-Registered Advisers.” As discussed under “Our Use of ‘Shared Personnel’ and Third-Party Service Providers” in Item 4 of this brochure, we share certain management and officers with the other Advisory Companies. We also share certain employees and supervised persons with certain of the other Federated Advisory Companies. The Federated Advisory Companies also share common compliance policies, procedures and programs. As discussed under “Our Ownership Structure" in Item 4 of this brochure, it is anticipated that the Hermes Advisory Companies will generally operate their investment management and trading functions independently, and will have no material effect on the advisory activities of the Federated Advisory Companies. As such, there will be no integration of operations between the Hermes Advisory Companies and the Federated Advisory Companies, including for purposes of trade aggregation or allocation, and neither entity will exercise investment discretion over accounts managed by the other. It is possible that future investment products may be mutually developed by the Advisory Companies or that the Advisory Companies may enter into specific engagements (for example, sub-advisory relationships) that may alter this arrangement. As discussed under “Conflicts Related to Information Sharing Among Affiliates” in Item 6, information barriers have been implemented to prevent the exchange of material non-public information, including information with respect to trading activities, between the respective advisers. Federated Investors (UK) also is affiliated through common ownership with certain investment advisers registered with Foreign Financial Regulatory Authorities (foreign adviser) identified below under “Foreign Advisers.” Federated Hermes, Inc. is the ultimate parent company for the following investment advisers: SEC-Registered Advisers (i.e., Federated Investors (UK) and the other Advisory Companies)  Federated Investors (UK) LLP;  Federated Investment Management Company;  Federated Investment Counseling;  Federated Advisory Services Company;  Federated Equity Management Company of Pennsylvania;  Federated Global Investment Management Corp.;  Federated MDTA LLC;  Federated International Securities Corp.;  Federated Securities Corp.;  Hermes Investment Management Limited;  Hermes European Equities Limited;  Hermes GPE LLP; and  Hermes GPE (USA) Inc.

Foreign Advisers Federated International Management Limited, Federated Investors Asia Pacific PTY LTD, Federated Investors Australia Services Ltd., Federated Investors Canada ULC, and Hermes GPE (Singapore) Pte. Limited. Federated International Management Limited and Hermes Alternative Investment Management LTD have each filed as exempt reporting advisers with the SEC. Although registered with the SEC, Hermes GPE LLP, Hermes Investment Management LTD, and Hermes European Equities LTD each have a principal place of business outside of the U.S. Hermes Fund Managers Ireland Limited also serves as a manager to Irish UCITS funds. As of March 1, 2016, Federated Investors Asia Pacific PTY LTD and Federated Investors Australia Services Ltd. are operationally inactive. (Please refer to “Performance-Based Fees and Side by Side Management” in Item 6 of this brochure for a discussion of conflicts of interest that arise as a result of these relationships.)
3. Trust Company
Certain related persons of Federated Investors (UK) (i.e., certain other Federated Advisory Companies) act as investment adviser to Federated Investors Trust Company in its capacity as trustee for one or more collective investment trust(s)/fund(s) (a type of Pooled Investment Vehicle). Federated Investors Trust Company is affiliated through common ownership with Federated Investors (UK). Federated Securities Corp., an affiliate of Federated Investors (UK), and its employee-representatives, may sell units of these collective investment trust(s)/fund(s). (Please refer to “Performance-Based Fees and Side by Side Management” in Item 6 of this brochure for a discussion of conflicts of interest that arise as a result of this relationship.)
4. Sponsor or Syndicator of Limited Partnerships
Certain related persons of Federated Investors (UK) are the Managing Member or General Partner of certain Pooled Investment Vehicles. Clients of Federated Investors (UK) are generally not actively solicited to invest in these funds. However, a client’s assets may be invested in one or more of these Pooled Investment Vehicles by Federated Investors (UK) as part of the overall investment strategy for that client. Assets are invested pursuant to an exemption from the registration requirements of the 1933 Act, and not as part of a public offering. Shares of the Pooled Investment Vehicles are offered for investment only to individuals, organizations or entities that are “accredited investors” within the meaning of Regulation D of the 1933 Act. (Please refer to “Performance-Based Fees and Side by Side Management” in Item 6 of this brochure for a discussion of certain conflicts of interest that arise as a result of these relationships.)
5. Other Service Providers
Hermes EOS, a sister company of our affiliated Advisory Company, Hermes Investment Management Limited, is dedicated to the provision of certain stewardship services, including engagement on environmental, social, corporate governance, strategic and financial matters, as well as proxy voting recommendations and administrative services, and research services. With respect to its stewardship services, Hermes EOS’s purpose is to assist asset owners and asset managers in adding long-term value to their investments and managing their risks, by engaging with companies and policy-makers on environmental, social, governance, strategic and financial matters. Hermes EOS publishes research on ESG issues and reports regarding the aggregate stewardship activities it has performed on behalf of its clients. Hermes EOS also provides proxy voting research and recommendations. (Please refer to “Conflicts of Interest Relating to Hermes EOS” in Item 6 of this brochure for a discussion of conflicts of interest that arise as a result of this relationship.)
D. Relationships with Certain Investment Advisers
Federated Investors (UK) does not typically recommend or select other investment advisers for our clients for either direct or indirect compensation. As discussed above, however, Federated Investors (UK), and/or our affiliates, do have business relationships with affiliated (e.g., the other Advisory Companies) and unaffiliated investment advisers. Registration does not imply a certain level of skill or training. Federated Investors (UK), or another Advisory Company, may from time to time solicit clients on behalf of the Hermes Advisory Companies, for which Federated Investors (UK) and/or our affiliates may receive direct or indirect compensation. These business relationships can create conflicts of interest for Federated Investors (UK), the other Advisory Companies, and our employees, supervised persons and related persons. For example, we may advise a client to invest in an investment product that is sponsored, managed, distributed or serviced by these other investment advisers to benefit them rather than serve the best interests of our clients or potential clients. (Please refer to “Performance-Based Fees and Side by Side Management” in Item 6 of this brochure for a discussion of conflicts of interest that arise as a result of these relationships.) please register to get more info

A. Our Code of Ethics
Federated Investors (UK) and the Federated Advisory Companies have adopted a Code of Ethics for Access Persons (“Code of Ethics”), which sets forth restrictions and safeguards on certain activities such as personal trading, insider trading, misuse of client information, serving on boards of directors by investment personnel, disclosure of conflicts of interest and receiving/giving gifts and political and charitable contributions. We will provide a copy of our Code of Ethics to any client or prospective client upon request. With the exception of certain personnel who collaborate with the Hermes Advisory Companies on regulatory or certain other matters and who are subject to the Code of Ethics, the employees of the Hermes Advisory Companies are subject to a separate code of ethics adopted by the Hermes Advisory Companies. Item 6 of this brochure, “Performance-Based Fees And Side By Side Management”, contains a detailed discussion of Federated Investors (UK)’s Code of Ethics and how it addresses conflicts related to Federated Investors (UK)’s participation or interest in client transactions and personal trading. (Please refer to “Conflicts of Interest Relating to Personal Trading” in Item 6 of this brochure for further information regarding our Code of Ethics.)
B. Participation or Interest in Client Transactions

1. Client Investments in Affiliated Investment Vehicles
Federated Investors (UK) and our related persons may, from time to time, invest client assets in or recommend investments in Affiliated Investment Vehicles, including, for example, with respect to uninvested cash. (Please refer to “The Types of Accounts/Products We Manage” in Item 6 of this brochure as well as “Sponsor or Syndicator of Limited Partnerships” in Item 10 of this brochure for further information.) Federated Investors (UK) and our related persons will receive compensation for management of the Affiliated Investment Vehicles; consequently, Federated Investors (UK) may have an incentive to allocate client funds to Affiliated Investment Vehicles in lieu of other investment opportunities. Federated Investors (UK) generally, as required by our policies and applicable law, waives or reimburses a portion of its advisory fee equal to the advisory fee paid to the Affiliated Investment Vehicle into which we invest client assets to mitigate this conflict. (Please refer to “Conflicts of Interest Relating to Affiliated Investment Vehicles” and “Conflicts Of Interest Related to Uninvested Cash Positions” in Item 6 of this brochure for further information.)
2. Proprietary Accounts
Federated Investors (UK) or an affiliate (e.g., the other Federated Advisory Companies) will, from time to time, temporarily seed a Proprietary Account for the purposes of establishing an investment strategy or seeding a Pooled Investment Vehicle, Private Investment Company, Investment Company or Separate Account. These investments are generally nominal in relation to both our total managed client assets and our own assets. (Please refer to “Proprietary Accounts” in Item 4 of this brochure and “Performance-Based Fees and Side by Side Management” in Item 6 of this brochure for further information.)
3. Principal and Cross Transactions
Federated Investors (UK) or an affiliate (e.g., the other Federated Advisory Companies) also may from time to time buy or sell portfolio securities:  Between a Proprietary Account and another client account (including Separate Accounts, Investment Companies, Private Investment Companies, or Pooled Investment Vehicles);  Between client accounts (including Separate Accounts, Investment Companies, Private Investment Companies, or Pooled Investment Vehicles); or  Between Proprietary Accounts.

A Proprietary Account generally will only participate in one of the foregoing transactions when the extent of our and/or our affiliates’ interest in such Proprietary Account would not cause the transaction to be a principal transaction within the meaning of Section 206(3) of the Advisers Act. When engaging in cross or principal transactions, neither Federated Investors (UK) nor our affiliates receive any compensation for acting as a broker/dealer and follow any applicable SEC rules or guidance for cross transactions or, if applicable, principal transactions. (Please refer to “Conflicts of Interest Relating to Certain Cross Transactions” in Item 6 of this brochure for further information regarding conflicts of interest and how they are addressed.) The above activities can create various actual or potential conflicts of interest for Federated Investors (UK) and our employees, supervised persons and related persons. (Please refer to “Conflicts of Interest Relating to Uninvested Cash Positions,” “Conflicts of Interest Relating to Affiliated Investment Vehicles,” “Conflicts of Interest Relating to Proprietary Accounts” and “Conflicts of Interest Relating to Certain Cross Transactions” in Item 6 of this brochure for further information regarding conflicts of interest and how they are addressed.)
C. Personal Trading
Federated Investors (UK), and/or our related persons, may invest in the same securities, or related securities, that we or our related persons invest in on behalf of, or recommend to, clients, including at or around the same time. Personal trading practices can create various actual or potential conflicts of interest for Federated Investors (UK) and our employees, supervised persons and related persons. The Code contains significant safeguards designed to protect clients from abuses in this area, such as requirements to obtain prior approval for, and to report, particular transactions. (Please refer to “Conflicts of Interest Relating to Personal Trading” in Item 6 of this brochure for a discussion of conflicts of interest and how they are addressed.) please register to get more info

The following discussion relates to Federated Investors (UK)’s selection of brokers/dealers and intermediaries (collectively, brokers/dealers) for client transactions and the means by which Federated Investors (UK) determines the reasonableness of broker/dealer compensation. The other Federated Advisory Companies apply similar policies and procedures, and engage in similar practices, to those described below to the extent relevant to their businesses.
A. Selection Criteria for Brokers/Dealers
Federated Investors (UK) has two committees responsible for oversight of the firm’s brokerage and trading practices - one for equity securities and one for fixed income securities (each, a Brokerage Practices Committee). A primary function, among others, of the committees is to oversee and evaluate the efforts of all Federated Advisory Companies to attain the best available price and most favorable execution (best execution) for client transactions. In seeking “best execution,” the trader seeks to obtain for clients the most favorable total cost or proceeds reasonably obtainable under the circumstances. Total cost includes “all in” costs of the trade proceeds, not necessarily the lowest commission rate nor the most expeditious execution. Several quantitative and qualitative factors are considered by traders when executing a trade, and by our Brokerage Practices Committee when evaluating the quality of execution over time. These factors include:  Evaluation of each broker/dealer, in total, and in each asset and market group;  Price;  Order size;  Type of security;  Market conditions;  Cost and difficulty of execution;  Likelihood of execution;  Capital commitment;  Knowledge of the market;  Past experience;  Ability to execute difficult transactions in unique or complex securities;  Operational coordination and automation;  Ability to execute desired volume;  Ability to act with minimum market impact;  Confidentiality;  Error correction capability;  Familiarity with the security, market conditions, trader, and similar factors;  Reliability;  Financial strength and record;  Primary offerings, including IPOs;  Deal support or marketing; and  Venue for execution Equity securities may be traded by a Federated Advisory Company through brokers/dealers (acting as principal or agent) on exchanges or in the over-the-counter market, or in transactions directly with the issuer or with other investors, to the extent permitted by applicable law or regulation. Transactions may also be executed on a securities exchange or through an alternative trading venue. Best execution of clients’ trades is sought by balancing the costs inherent in trading, such as opportunity costs, market impact costs and commissions. Generally, value is sought to be added to investment management by using market information to capitalize on market opportunities, actively seek liquidity and discover price. Fixed-income securities purchased and sold on behalf of clients are generally traded in an over-the-counter market on a net basis (i.e., without commission) through dealers acting as principal or in transactions directly with the issuer. Dealers derive an undisclosed amount of profit by offering securities at a higher price than their bid price. Some fixed income securities may have only one primary market maker. Federated Investors (UK) has adopted written policies and procedures for brokerage allocation and payment for research. On an annual basis, senior management approves the brokerage commission budget; on a quarterly basis, the Equity Brokerage Practices Committee reviews the annual budget in relation to projected and actual brokerage activity. The budget is determined with input from senior investment personnel. The Chief Investment Officer (CIO) and other members of the Brokerage Practices Committee periodically review the performance of brokers/dealers. Senior investment personnel are responsible for periodically evaluating the quality and usefulness of the products and services purchased from or through brokers/dealers that are deemed to assist us in fulfilling our investment management responsibilities (Research Services) and/or executing clients’ securities trades (Brokerage Services). Compliance personnel monitor the implementation of the Brokerage Policies. Although Federated Investors (UK) seeks to use brokers and dealers that we believe to be actively and effectively trading the security being purchased or sold, we may not always obtain the lowest purchase price or highest sale price with respect to a security.
1. Research and Other Soft Dollar Benefits
Federated Investors (UK) may execute portfolio transactions with brokers/dealers from or through which research is purchased. This means that Federated Investors (UK) receives research in connection with client securities transactions. This research is evaluated as part of the advisor’s effort to seek best execution. The Federated Advisory Companies also may from time to time receive research and other products or services from the Hermes Advisory Companies or their affiliates. To the extent that such services are received from the Hermes Advisory Companies or their affiliates, similar practices to those described herein with respect to research received from or through third parties will be followed.

Research may also be furnished directly to the client or to the other Federated Advisory Companies. These services have included (and may in the future include):  Consultation regarding Investment or Trading Strategy;  Economic Data;  External or Telephonic Seminar or Conference;  Financial Data;  Governance Research or Ratings;  In-office Presentation;  Market Data;  Research Report on Security, Industry or Market;  Trade Analysis; and  Other advice, analysis or data reflecting the expression of reasoning or knowledge. Where Research is used for the permissible purposes of making or executing investment decisions, a Federated Advisory Company bears the costs. When selecting brokers/dealers to execute transactions for client accounts, traders select the brokers/dealers that the trader reasonably believes will provide the best overall execution, taking into account the execution factors described above, as well as a broker/dealer’s ability to provide connectivity services with custodians, trading systems, and Federated Investors (UK)’s Order and Execution Management System (“Brokerage Services”), as well as other factors, for each trade. Clients may pay commissions (or markups or markdowns in relation to disclosed riskless principal transactions) to brokers/dealers that provide Brokerage Services that are higher than those charged by other brokers/dealers. Research and Brokerage Services received from or through brokers/dealers are used by the Federated Advisory Companies in advising and executing transactions on behalf of their respective clients. These services are supplemental to their own research and, when utilized, are subject to internal analysis before being incorporated into the investment management process. Research and Brokerage Services assist the Federated Advisory Companies in their overall investment responsibilities to investment companies and investment accounts for which they have investment discretion. However, any particular Research or Brokerage Services received by the Federated Advisory Companies may not be used to service each and every account. In addition, Research and Brokerage Services paid for with commissions generated, in the U.S., by an account may be used in managing other accounts, including Federated Investors (UK) accounts. The Federated Advisory Companies believe that each account benefits from this practice because the research and brokerage services received by the Federated Advisory Companies assist the Federated Advisory Companies in fulfilling their overall fiduciary duty to all clients. The Head of Global Equity Trading regularly monitors the “commission type” breakdown of all trades executed by each individual trader. Consistent with seeking “best execution,” the Head of Global Equity Trading directs traders to conform to the commission budget as best as possible. The receipt and use of Research and Brokerage Services creates various conflicts of interest for Federated Investors (UK) and the other Federated Advisory Companies. For example, there is an incentive to select brokers/dealers based on the Federated Advisory Companies’ interest in receiving Research and Brokerage Services, rather than on other factors that contribute to most favorable execution. (Please refer to “Conflicts of Interest Relating to Receipt of Compensation or Benefits, Other Than Advisory Fees” in Item 6 of this brochure for a further discussion of these conflicts of interest and how they are addressed.)
2. Brokerage for Client Referrals
We do not consider, in selecting or recommending brokers/dealers, whether we or our related persons receive client referrals from brokers/dealers or any third-party.
3. Directed Brokerage
Federated Investors (UK) generally does not recommend, request or require that a client direct us to execute transactions through a specified broker/dealer. The willingness of the Federated Advisory Companies to accept such direction may encourage a broker/dealer to refer business to them or their related persons and may result in other conflicts of interest. Federated Investors (UK) currently does not permit clients to direct brokerage. If requested or required by a client, we are, however, willing to permit clients to direct brokerage and, therefore, may do so in the future; practices followed by other Federated Advisory Companies are discussed in further detail below. When a client directs brokerage, the Federated Advisory Companies may be unable to achieve most favorable execution of client transactions, and the cost of execution may exceed the cost of execution for similarly situated accounts that do not direct brokerage. For example, in a directed brokerage account, the client may pay higher brokerage commissions because the Federated Advisory Companies may not be able to aggregate the client’s orders with those of other clients to reduce transaction costs, or the client may receive less favorable prices. The Federated Advisory Companies have adopted a written policy on directed brokerage arrangements whereby the Federated Advisory Companies may direct clients’ portfolio transactions to brokers/dealers that agree to pay custodial, transfer agent or other expenses that would otherwise be paid by clients. In such circumstances, each client’s commissions are used to offset that client’s expenses only and are not used for the benefit of any other client. For example, the Federated Advisory Companies may allocate brokerage transactions to a broker/dealer affiliate of a client’s custodian, and a portion of commissions paid may be credited toward the payment of the client’s custodian expenses. The Federated Advisory Companies may allocate transactions in this manner as long as execution quality is comparable to that of other qualified brokers/dealers. Additionally, the Federated Advisory Companies will comply with their Allocation Policies when performing such allocations. (Please refer to “Trade Aggregation and Allocation Policy” in this section for further information on our Allocation Policies.) Clients may limit Federated Investors (UK)’s, and the other Federated Advisory Companies’, discretionary authority in certain, mutually agreed upon, situations. In particular, clients may direct the use of particular brokers/dealers, in whole or in part, to execute portfolio transactions for their accounts. Where a client directs the use of a particular broker/dealer or a narrow universe of brokers/dealers, the Federated Advisory Companies may not be in a position to negotiate commission rates or spreads or obtain volume discounts. (Please refer to “Investment Discretion” in Item 16 of this brochure for more general information on the limitations that may be placed on our discretionary authority). In addition, it is possible that transactions for a client that directs brokerage may not be aggregated for execution purposes with orders for the same securities for other accounts managed by Federated Investors (UK) or other Federated Advisory Companies. Trades for a client that has directed use of a particular broker/dealer may be placed at the end of aggregated trading activity for a particular security. Accordingly, directed transactions may be subject to price movements, particularly in volatile markets, that may result in the client receiving a price that is more or less favorable than the price obtained for the aggregated order. Under these circumstances, the direction by a client to use a particular broker/dealer to execute transactions may result in higher commissions, greater spreads, or less favorable net prices than might be the case if a Federated Advisory Company could select brokers/dealers and negotiate commission rates freely based on best execution. It may also result in limitations on the securities available for purchase for the client’s account, such as:  The purchase of bonds where the designated broker may have a limited inventory and, therefore, may be unable to offer the desired bonds to the client; or  The purchase of certain thinly-traded securities which may not be readily available at competitive prices from all brokerage firms.

The inability to purchase such securities may reduce the overall portfolio return.
B. Trade Aggregation and Allocation Policy
Federated Investors (UK) has adopted written policies (Allocation Policies) for the allocation of securities transactions among our clients. The Allocation Policies are premised on Federated Investors (UK)’s general practice of aggregating the transactions executed on behalf of our clients and clients of the other Federated Advisory Companies. We may, but are not obligated to, aggregate transactions. The type of client account or investment product (e.g., Investment Companies versus Pooled Investment Vehicles versus Private Investment Companies versus direct Separate Accounts), client transactions, client instructions (e.g., Investment Companies versus Pooled Investment Vehicles versus directed brokerage/trading), the investment strategies applicable to client accounts or investment products, system capabilities and constraints, and other factors, including the time of order (e.g., time zone differences), may result in transactions for certain client accounts not being aggregated. If a client transaction is not aggregated, the client may pay higher brokerage commissions, may receive a less favorable price, or incur other costs which also may affect the performance of the client’s account. (Please refer to “Other Conflicts of Interest Relating to Certain Investment and Brokerage Practices” in Item 6 of this brochure for a further discussion of factors that may result in trades not being aggregated, and related conflicts of interest and how they are addressed.) To the extent that Federated Investors (UK) aggregates client transactions, the Allocation Policies state that Federated Investors (UK) and the Federated Advisory Companies must do so in a manner:  Consistent with the duty to seek best execution of client orders;  That treats all clients fairly; and  That does not systematically disadvantage any client. The Allocation Policies expressly prohibit consideration of compensation or other benefits received by Federated Investors (UK) or the other Federated Advisory Companies in allocating transactions among clients. The Allocation Policies set forth procedures for allocating primary and secondary market transactions among clients. The Allocation Policies also provide investment management personnel with guidelines for allocating securities among portfolios with common investment objectives. In some cases, the Allocation Policies may adversely affect the price paid or received by a client or amount of securities purchased or sold by a client. However, we believe that coordination and the ability to participate in volume transactions generally benefits clients. Federated Investors (UK) periodically reviews the aggregate allocation of our clients’ transactions among brokers/dealers and the aggregate amount of commissions paid and/or other trade cost information, including relevant market data. Upon request, we will provide a client with the best execution policy. Results for best execution will be available on the Federated Investors (UK) website annually. Compliance personnel review the Allocation Policies annually with senior trading and investment management personnel. We will furnish a summary of the Allocation Policies upon request. There will be no aggregation or allocation of trades between the Federated Advisory Companies and the Hermes Advisory Companies.
C. Other Considerations Regarding Other Investment Advisory Services
From time to time, various potential and actual conflicts of interest arise from the investment and brokerage activities of Federated Investors (UK) and our related persons. We have established policies and procedures that we believe are reasonably designed to address conflicts of interest. (Please refer to “Performance-Based Fees and Side by Side Management” in Item 6 of this brochure for a further discussion of these conflicts of interest and how they are addressed.)
D. Confidential and Privileged Information
We may from time to time come into possession of confidential or privileged information about issuers of securities, or other persons or entities and their securities, as a result of their business activities. In such cases, we may be restricted from executing certain trades if doing so could violate our, or our related persons’, insider trading policies and procedures or applicable legal requirements/laws. Federated Investors (UK), and the other Federated Advisory Companies, have adopted policies and procedures to address the treatment of such confidential or privileged information and the impact to trading in a manner that we believe to be reasonable which may include the imposition of trading restrictions even in the absence of a legal requirement to do so, for example when we believe it is necessary or appropriate to seek to avoid even the possibility or appearance of trading on confidential or privileged information. These restrictions may have an adverse impact on client accounts or investment products because Federated Investors (UK) may be restricted from executing or recommending certain transactions that it would otherwise execute or recommend for client accounts or investment products.
E. Error Resolution
Federated Investors (UK) has adopted written policies and procedures that we believe are reasonably designed to identify and resolve errors that we make in the trade execution and management process (“Errors”). We will evaluate any exception made in the process of managing or placing an order for, or executing a security transaction on behalf of, a client account over which we have investment discretion to determine if it is an Error. Consistent with our policies and procedures, and our obligations under applicable law, we strive to identify and resolve Errors that we make promptly, document such Errors, take reasonable steps to seek to prevent the reoccurrence of such Errors and treat clients fairly in resolving such Errors. Where a single Error that we make results in multiple transactions in a client account, gains and losses on these transactions may be netted in evaluating the net impact of such an Error. please register to get more info

A. Account Reviews
Federated Investors (UK) assigns one or more portfolio manager(s) to each account or investment product. Each account is subject to continuous review and monitoring on a daily basis by the portfolio manager(s) assigned to the account or investment product. Individual portfolio manager accounts typically range from one to five client relationships. All accounts or investment products are reviewed on an ongoing basis by the portfolio manager(s) and/or Chief Investment Officers for Federated Investors (UK) through the use of a set of summary control reports. Reviews with clients are conducted at time intervals established by each client and generally cover all significant investment aspects of an account’s portfolio. As part of the regular, ongoing, periodic reviews discussed above, or at other times determined necessary, reviews also are triggered for compliance purposes, such as in connection with compliance monitoring and testing for compliance with investment guidelines and investment restrictions.
B. Reports to Clients
The reports described below are typically written, but may be delivered electronically as requested by our clients (including their Board of Directors/Trustees or other governing body), or, as applicable, primary advisers (or Other Advisers) to sub-advised Investment Companies, Private Investment Companies or Pooled Investment Vehicles. Reports to shareholders of Investment Companies, Private Investment Companies or Pooled Investment Vehicles (including non-U.S. investment companies) also are typically written, but may be delivered electronically as authorized by shareholders and applicable law. We may provide the Board of Directors/Trustees of a Private Investment Company that may be managed by Federated Investors (UK) with quarterly fund performance, sales, securities holdings, securities transaction, affiliate transaction, investment exposure, currency and other reports covering significant/material information as required by the Board of Directors/Trustees. We also may provide similar reporting to the Board of Directors/Trustees (or other governing bodies) of any Pooled Investment Vehicle that is a non-U.S. investment company. Federated Investors (UK)’s reporting requirements typically are described in our investment management or other agreement pursuant to which we provide our services or in board materials prepared for quarterly Board of Director/Trustees meetings. Shareholders of a Private Investment Company receive an updated prospectus, private placement memorandum, offering circular or similar offering document, and semi-annual and annual reports of the Private Investment Company, as required under the Investment Company Act and other applicable law. Shareholders of Pooled Investment Vehicles that are non-U.S. investment companies receive annual and semi-annual reports. Federated Investors (UK) may provide other reports to Pooled Investment Vehicle clients as reasonably requested by the client, or its governing body, or as required in the organic documents for such client. When Federated Investors (UK) performs sub-advisory or other services for Other Advisers, we may provide monthly or quarterly performance, current holdings, transaction activity and/or other reports as reasonably requested by the Other Advisers. Federated Investors (UK)’s reporting obligations typically are set forth in our sub-investment management or other agreement with the Other Advisers. When we perform sub-advisory services for an Investment Company, we may provide the Board of Directors/Trustees of an Investment Company sub-advised by us with such reports covering significant/material information as required by the Board of Directors/Trustees of the Investment Company or the Investment Company’s primary investment adviser. Federated Investors (UK)’s reporting requirements typically are set forth in our sub-investment management agreement or in board materials prepared for quarterly Board of Directors/Trustees meetings. Any Separate Account clients may receive from Federated Investors (UK) monthly or quarterly performance, current holdings, transaction activity and/or other reports as reasonably requested by the clients. Federated Investors (UK)’s reporting obligations typically are set forth in our investment management or other agreement with our clients and/or addressed through the account setup process. Separate Account clients also will receive account statements and other reports from the custodians for their accounts. In addition to the above reports, Federated Investors (UK) generally will provide our clients with reasonable, periodic access to our investment personnel through conference calls or other reasonably agreed upon means (such as quarterly in-person meetings) to discuss their accounts or our services and any questions regarding their accounts or our services. please register to get more info

A. Arrangements Involving Receipt of Economic Benefits from Non-Clients
Some brokers or dealers that execute portfolio transactions for Federated Investors (UK) and certain other Federated Advisory Companies and their clients, may furnish Research which may be used by certain other Federated Advisory Companies in advising Pooled Investment Vehicles, Private Investment Companies, Investment Companies, Separate Accounts, Managed Accounts and other accounts. To the extent that receipt of these services and software may supplant services for which certain other Federated Advisory Companies might otherwise have paid, expenses would be reduced. Affiliates of Federated Investors (UK) (e.g., certain other Federated Advisory Companies) act as portfolio managers in Managed Account Programs. In Managed Account Program arrangements, our affiliates receive fees from sponsors to the Managed Account Programs, or related platform providers, for services rendered to Managed Account Program participants. To the extent that the sponsor or platform provider is not considered a client, and Managed Account Program participants may be deemed to be clients, our affiliates could be viewed as receiving cash from a non-client in connection with advice given to Managed Account Program participants. Similarly, we and our affiliates receive fees for services provided to sub-advisory clients from the primary advisers (i.e., Other Advisers) for those clients. As discussed under “Sales Compensation” in Item 5 of this brochure, sales employees-representatives of Federated Investors (UK) may receive compensation for services relating to the sale of shares of the Federated Cash Management Funds or other products managed or sponsored by the Federated Advisory Companies or their affiliates. Certain other Advisory Companies have entered into a written agreement with our affiliate, Federated Securities Corp., a registered broker/dealer, municipal securities dealer, and investment adviser as well as with Federated International Securities Corp., a registered broker/dealer and investment adviser. Under these arrangements, employee-representatives of Federated Securities Corp. or Federated International Securities Corp. may also serve as sales people for the investment services and products sponsored by Federated Hermes and investment advisory services offered by such Advisory Companies. Federated Securities Corp., Federated International Securities Corp. and their employee-representatives, act in the capacity of solicitors for such Advisory Companies. In certain cases, Federated Securities Corp. or Federated International Securities Corp., and their employee-representatives, also provide advice on behalf of such Federated Advisory Companies to the institutional, separately managed account/wrap-fee account and other clients of such Federated Advisory Companies. Federated Securities Corp. and Federated International Securities Corp. receive compensation from such Advisory Companies (in the form of an intercompany credit) for performing these activities on their behalf. Federated Securities Corp.’s or Federated International Securities Corp.’s employee-representatives also may receive compensation from Federated Securities Corp. or from Federated International Securities Corp. for performing such solicitation and other functions. In connection with these services, under applicable guidance issued by the SEC, Federated Securities Corp.’s and Federated International Securities Corp.’s relevant regulatory history, if any, is required to be disclosed to clients and potential clients. Employees and supervised persons of Federated Investors (UK) and/or our affiliates (e.g., the other Federated Advisory Companies) also may receive salaries, bonuses and certain sales awards, such as travel and entertainment, from Federated Hermes or other affiliates. Our employee-representatives are salaried employees of Federated Investors (UK) and receive no commission, fees or other remuneration in connection with individual securities transactions. Investment professionals may receive a fixed-base salary and a variable annual incentive. Base salary is determined within a market competitive, position-specific salary range, based on the individual’s experience and performance. The annual incentive amount is determined based primarily on the performance of the accounts managed by the investment professional and may also include a discretionary component based on a variety of factors deemed relevant, such as financial measures and performance. The total combined annual incentive opportunity is intended to be competitive in the market for the investment professional’s role. The allocation or weighting given to the performance of any account for which the individual is responsible when compensation is calculated can vary. The performance of any such account may or may not represent a significant portion of the calculation at any point in time (and may be adjusted periodically). Investment performance is based on a variety of factors including performance versus account specific benchmarks and versus the performance of a designated peer group of comparable accounts. Any individual allocations from the discretionary component may be determined by executive management on a discretionary basis using various factors, such as, for example, on a product, strategy or asset class basis, and considering overall contributions and any other factors deemed relevant (and may be adjusted periodically). (Please refer to “Conflicts of Interest Relating to Receipt of Compensation or Benefits, Other Than Advisory Fees” in Item 6 of this brochure for a further discussion of these conflicts of interest and how they are addressed.) Such employees and supervised persons also may receive certain entertainment and gifts from third parties to the extent permitted under Federated Investors (UK)’s, and the other Federated Advisory Companies’, Code of Ethics. (Please refer to “Our Code of Ethics” in Item 11 of this brochure for further information on Federated Investors (UK)’s Code of Ethics.) Federated Securities Corp.’s or Federated International Securities Corp.’s employee-representatives are salaried employees of Federated Securities Corp. or of Federated International Securities Corp., respectively and also receive no commission, fees or other remuneration in connection with individual securities transactions. Bonuses may be based on a number of factors, including mutual fund/account sales, net sales, increase in average annual assets and/or revenue of assigned accounts/investment products or territories, and, for certain sales managers, Federated Hermes, Inc.’s overall financial results. Certain employee-representatives may be eligible to receive a portion of their annual bonus in cash or a combination of cash and restricted stock of Federated Hermes, Inc. (Please refer to “Conflicts of Interest Relating to Receipt of Compensation or Benefits, Other Than Advisory Fees” in Item 6 of this brochure for a further discussion of these conflicts of interest and how they are addressed.) We also may be provided with office space, phone systems, computer systems, internet and other administrative, clerical and technical support from or through our ultimate parent company, Federated Hermes, Inc., or its affiliates. Arrangements in which Federated Investors (UK) or our related persons receive economic benefits from non-clients create conflicts of interest for us and our related persons. We, and our employees and supervised persons, have an incentive to favor these non-clients over the interests of our clients. For example, we, and our employees and supervised persons, have an incentive to utilize the services of a particular broker/dealer, or recommend a particular security to or buy a particular security for, a client account based on economic benefits received by us or our related persons from the broker/dealer or issuer or placement agent. (Please refer to “Sales Compensation” in Item 5 of this brochure for additional information regarding these arrangements.) Conflicts of interest also arise in connection with certain portfolio manager or other employee and supervised person compensation arrangements. (Please refer to “Conflicts of Interest Relating to Receipt of Compensation or Benefits, Other Than Advisory Fees” in Item 6 of this brochure for a further discussion of these conflicts of interest and how they are addressed.)
B. Arrangements Where Compensation is Paid to Another Person for Client Referrals
Federated Investors (UK) and our affiliates (e.g. certain other Advisory Companies) may enter into various arrangements pursuant to which employees, or affiliated and unaffiliated third parties, including, with respect to non-U.S. solicitation activities, certain Hermes Advisory Companies, may be compensated, directly or indirectly, for referring clients to Federated Investors (UK) or our affiliates (Please refer to “Arrangements Involving Receipt of Economic Benefits from Non-Clients” under “Client Referrals and Other Compensation,” in Item 5 of this brochure, for further information.) Such compensation will not result in a charge to investment advisory clients, or in any differential in the level of advisory fees customarily charged, unless specifically disclosed to clients. While not advisory clients of the Advisory Companies (unless a separate advisory relationship exists), we and our affiliates may enter into arrangements pursuant to which potential shareholders are solicited for investment in Pooled Investment Vehicles, Investment Companies or other investment products sponsored, managed, serviced or distributed by Federated Hermes or the Advisory Companies (including Affiliated Investment Vehicles). Arrangements where we, or our affiliates (e.g., certain other Advisory Companies), pay compensation to solicitors for referrals create conflicts of interest for us, and our affiliates, as well as the solicitors. We, and our employees and supervised persons and our affiliates, have an incentive to utilize or recommend the solicitor’s products and services. The solicitor also has a financial incentive to favor the services of, and products sponsored, distributed or managed by, Federated Investors (UK) and our affiliates, over the interest of clients. (Please refer to “Conflicts of Interest Relating to Receipt of Compensation or Benefits, Other Than Advisory Fees” in Item 6 of this brochure for a further discussion of these conflicts of interest and how they are addressed.) please register to get more info

Under SEC Rule 206(4)-2 under the Advisers Act, Federated Investors (UK) is deemed to have custody of client funds because, in certain cases, we have arrangements that authorize us to have our advisory fees deducted from client accounts and/or we have the authority to obtain possession of the assets of one or more Pooled Investment Vehicles in connection with our management of such vehicles, or possession of the proceeds from purchase and redemption activity of investors in such Pooled Investment Vehicles. (Please refer to “Fees and Compensation” in Item 5 of this brochure for further information regarding fee arrangements.) To address potential conflicts of interest, and other possible client concerns with these arrangements, unaffiliated fund administrators and other third parties are responsible for calculating fees and reconciling fund accounts. Additionally, the assets of such Pooled Investment Vehicles are held by a qualified custodian as defined under SEC Rule 206(4)-2 under the Advisers Act and we arrange for the delivery of audited financial statements to investors in such Pooled Investment Vehicles on an annual basis. Except as described above, neither we, nor any related person, hold, directly or indirectly, funds or securities of Federated Investors (UK)’s clients or have any authority to obtain possession of them in connection with the advisory services that Federated Investors (UK) provides to our clients. We generally do not open accounts for our clients with qualified custodians. Clients generally are responsible for opening their own accounts directly with a qualified custodian or through an intermediary, such as a Managed Account Program sponsor, platform provider or overlay manager. Qualified custodians include banks, savings associations, registered brokers/dealers, registered futures commission merchants, and foreign financial institutions that customarily hold financial assets for their customers on a segregated basis. For Investment Company (i.e., mutual fund) shares, the Investment Company’s transfer agent is considered the custodian. Clients will receive account statements from the broker/dealer, bank or other qualified custodian for their accounts and clients should carefully review those statements. If you also receive an account report from us, we urge you to compare the account statement that you receive from the qualified custodian with any report you receive from us. please register to get more info

As discussed under “Our Services” in Item 4 of this brochure, Federated Investors (UK) accepts discretionary authority on behalf of clients to manage their accounts. When we accept discretionary authority, we typically obtain this authority at the outset of an advisory relationship. This authority permits us to select the identity and amount of securities to be bought and sold for a client’s account without prior consultation with the client. The types and amounts of securities traded by Federated Investors (UK) or the other Federated Advisory Companies on behalf of any client’s portfolio are limited by the written investment objectives, policies, guidelines and restrictions/limitations that may be provided by the client or which are adopted by such client’s board of trustees/directors or other governing body (the Board). Ordinarily, the Board does not adopt express limitations on which brokers/dealers may be used or what commissions are paid. We strive to tailor our Investment Supervisory Services or Other Services to the individual needs of our clients. For example, we generally permit clients to impose reasonable restrictions on investment in certain securities or types of securities. We will consider a restriction reasonable if, in our judgment, the restriction does not impair, in any material or other significant manner, our ability to manage a client’s assets in accordance with the investment strategy and guidelines for that client’s account. In all cases, our investment discretion is exercised in a manner consistent with the stated investment objectives, policies, guidelines, and restrictions/limitations for a particular client account or investment product. Examples of restrictions or limitations that clients may (or customarily do) place on our discretionary authority include, among other possible restrictions or limitations:  Not to invest in certain securities or types of securities or other investments (such as privately issued securities or Rule 144A securities, or all or certain derivatives);  Not to engage in certain investment-related techniques or practices, such as soft dollars, securities lending or shorting of securities;  Not to invest in securities issued by companies in certain specific industries or categories identified by a client (such as, for example, tobacco companies), including any industries that the client does not consider to be socially responsible;  Not to invest in investments that will result in a tax-exempt client receiving unrelated business taxable income; and  Not to invest in securities issued by companies affiliated with the client; We also endeavor to comply with restrictions or limitations under applicable law for example, such as not investing in securities issued by companies that a client, or applicable law, consider to be supporting certain terrorist or embargoed nations. While Federated Investors (UK) currently does not permit clients to direct brokerage, we also are willing to permit clients to direct brokerage and, therefore, may do so in the future if requested or required by a client. (Please refer to “Directed Brokerage” in Item 12 of this brochure for further information.) Our discretionary authority also may be limited by applicable securities, tax, and other laws. For example, for Investment Companies, Private Investment Companies and Pooled Investment Vehicles, our discretionary authority may be limited by certain federal securities laws or tax laws (or similar foreign laws) that require diversification of investments or, to obtain a more favorable tax treatment, favor the holding of investments once made. As discussed under “Requirements for Accounts” in Item 7 of this brochure, Federated Investors (UK) generally requires clients to enter into an investment management or other agreement with us. Our agreements contain grants of authority from our clients that allow us to manage and/or provide services with respect to client assets and, in certain cases, we may request clients to execute and deliver a separate, stand-alone power of attorney. We also may request clients to provide proof of authority, directed trading letters, qualified purchaser or accredited investor letters/certifications, or other information to allow us to manage client assets. (Please refer to “Requirements for Accounts” in Item 7 of this brochure for further information.) Investment objectives, policies, guidelines, and restrictions/limitations generally are required to be in writing. The scope of our investment discretion is generally described in our investment management or other agreements with our clients and/or in the disclosure documents (e.g., the prospectus and statement of additional information or similar offering documents) for the Investment Companies, Private Investment Companies and Pooled Investment Vehicles that we may manage. With respect to our business to which the Advisers Act applies, our investment discretion does not include the ability to withdraw client securities or other assets for our own benefit. please register to get more info

Federated Investors (UK) currently does not vote securities for client accounts. We are, however, willing to accept the authority to vote proxies with respect to securities held in client accounts and, therefore, we may do so in the future if requested or required by a client. Other Federated Advisory Companies accept authority to vote proxies with respect to securities held in client accounts and their policies and practices surrounding voting are discussed below. The scope of the Federated Advisory Companies’ authority to vote proxies typically is set forth in the investment management or other agreements the Federated Advisory Companies have with clients. If we accept the authority to vote securities held in client accounts, our policies and practices would be similar to those of the other Federated Advisory Companies. Although Federated Investors (UK) currently does not vote securities for client accounts, since it is willing to do so in the future, Federated Investors (UK) has adopted proxy voting policies and procedures. The other Federated Advisory Companies have adopted similar policies and procedures. As a fiduciary to its clients, the Federated Advisory Companies’ general policy is to cast proxy votes in favor of management proposals and shareholder proposals that we anticipate will enhance the long-term value of the securities being voted in a manner that is consistent with the client’s investment objectives. The Federated Advisory Companies may also take into account certain proxy voting research and/or recommendations provided by Hermes EOS. However, the Federated Advisory Companies do not grant proxy voting authority to Hermes EOS and consider such research and/or recommendations among other factors they deem relevant to their proxy voting determinations. The Federated Advisory Companies also generally vote consistently on the same matter when securities of an issuer are held by multiple client portfolios. However, the Federated Advisory Companies may vote differently if a particular client’s investment objectives differ from those of other clients or if a client explicitly instructs the relevant Federated Advisory Company or Companies to vote differently. To the extent that a Federated Advisory Company has accepted authority to vote securities in a client’s account, a client generally can direct how the Federated Advisory Company votes with respect to a particular solicitation. A client wishing to do so should submit a written instruction to the Federated Advisory Company at the address specified for notices in the client’s investment management agreement with the applicable Federated Advisory Company. The Federated Advisory Companies will endeavor to vote in accordance with any such written instructions that are timely communicated to the applicable Federated Advisory Company and received reasonably in advance of the time that they, or their proxy voting service, vote with respect to a particular solicitation. Conflicts of interest arise from time to time between the interests of the Federated Advisory Companies, and the interests of clients of the other Advisory Companies. Federated Investors (UK), and the other Federated Advisory Companies, have adopted procedures to address situations where a matter on which a proxy is sought may present a potential conflict between the interests of a client of a Federated Advisory Company and those of another Federated Advisory Company or affiliate. If such potential material conflicts of interest do arise, the Federated Advisory Companies will analyze and document them and shall ultimately vote the relevant proxies in what the Federated Advisory Companies believe to be the best long-term economic interests of their clients. The Federated Hermes Proxy Voting Committee is responsible for monitoring and reporting with respect to such potential material conflicts of interest. If we do not have the authority to vote proxies for a client’s account, a client generally will receive proxies or other solicitations from their custodian, transfer agent or other intermediary. If we, or another Federated Advisory Company, inadvertently receive a proxy or other solicitation, we will endeavor to return it promptly to the custodian, transfer agent or other intermediary (e.g., a proxy aggregator) for the client’s account, although there is no guarantee that it would be returned either by the applicable Federated Advisory Company or the intermediary prior to the voting deadline for the solicitation. The client may still ask questions regarding the particular solicitation by sending the question in writing to the address specified below. The applicable Federated Advisory Company will endeavor to respond to questions in a timely manner, but there is no guarantee that a response will be received by the client prior to the voting deadline for the solicitation. We will furnish a copy of our proxy voting policies and procedures to any client upon such client’s written request. A client can additionally request at any time a record of all votes cast for its portfolio. The record reflects the proxy issues that we voted for the client during the past year (if we have accepted authority to vote securities), as well as the position taken with respect to each issue. Written requests should be sent to: Federated Investors (UK) LLP 150 Cheapside London, United Kingdom EC2V 6ET With a copy to: Investment Administration-Proxy Services c/o Federated MDT Advisers 125 High Street Oliver Street Tower, 21st Floor Boston, Massachusetts 02110 please register to get more info

Federated Investors (UK) is not including a balance sheet for our most recent fiscal year because we do not require or solicit prepayment of more than $1,200 in fees per client, six months or more in advance. There are no financial conditions affecting us that are reasonably likely to impair our ability to meet contractual commitments to our clients. We also have not been subject to a bankruptcy petition at any time during the past ten years.
PRIVACY POLICY AND NOTICE
Federated Hermes is committed to maintaining the confidentiality, security and integrity of client and shareholder information. We want you to understand how Federated obtains information, how that information is used and how it is kept secure.
Personal Information Federated Hermes Collects
Federated Hermes may collect nonpublic personal information about you from the following sources:  We may collect information from you or your financial representative on account applications, other forms or electronically, such as your name, address, Social Security Number, assets and income.  We may collect information from you or your financial representative through transactions, correspondence and other communications, such as specific investments and account balances.  We may obtain other personal information in connection with providing you a financial product or service, such as depository or debit account numbers.
Information Sharing Policy
Except as described below, Federated Hermes does not share customer information or disclose any personal information about you. If you decide to close your account(s) or become an inactive customer, we will continue to follow these privacy policies and practices. Federated Hermes will not disclose personal information, account numbers, access numbers or access codes for deposit or transaction accounts to any nonaffiliated third party for use in telemarketing, direct mail or other marketing purposes. Federated Hermes limits the sharing of nonpublic personal information about you with financial or non-financial companies or other entities, including companies affiliated with Federated Hermes, and other, nonaffiliated third parties, to the following:  Information that is necessary and required to process a transaction or to service a customer relationship. For example, with a company that provides account record keeping services or proxy services to shareholders.  Information that is required or permitted by law. For example, to protect you against fraud or with someone who has a legal or beneficial interest, such as your power of attorney, or in response to a subpoena.  We may disclose some or all of the information described above with companies that perform joint marketing or other services on our behalf. For example, with the financial intermediary (bank, investment advisor, or broker/dealer) through whom you purchased Federated Hermes products or services, or with providers of joint marketing, legal, accounting or other professional services. Notwithstanding any other provision of this policy, for the avoidance of doubt, nothing herein prevents reporting possible violations of federal law or regulation to any governmental agency or entity, or making other disclosures, protected under the whistleblower provisions of federal law or regulation. However, the protections provided for nonpublic personal information under state and federal privacy rules are not superseded by the federal whistleblower rules. As a result, the release of nonpublic personal information, even to a government agency or entity, remains protected under state and federal privacy rules, and could be considered a violation of federal privacy rules, until the SEC or other government entity specifically request the nonpublic personal information to support a claim made by the whistleblower.
Information Security
Federated Hermes maintains physical, electronic, and procedural safeguards to protect your nonpublic personal information, and has procedures in place for its appropriate disposal and protection against its unauthorized access or use when we are no longer required to maintain the information. When Federated Hermes shares nonpublic personal information, the information is made available for limited purposes and under controlled circumstances. We require third parties to comply with our standards for security and confidentiality. These requirements are included in written agreements between Federated Hermes and such third-party service providers. Each of the following sections explains an aspect of Federated Hermes’ commitment to protecting your personal information and respecting your privacy.
Employee Access to Information
All Federated Hermes employees must adhere to Federated Hermes’ privacy and confidentiality policies. Employee access to nonpublic personal information is authorized for business purposes only and is based on an employee’s need for the information to service a customer’s account or comply with legal requirements.
Visiting a Federated Hermes Website

 Federated Hermes’ website maintains statistics about the number of visitors and the information viewed most frequently. These statistics are used to improve the content and level of service we provide to our clients and shareholders.  Information or data entered into a website will be retained.  “Cookies” are used to improve your online experience. A cookie is a small file stored on your computer that recognizes whether you have visited our site before and identifies you each time you visit.  We may also obtain Internet Protocol (“IP”) addresses to monitor the number of visitors to the site.

Restricted Access Website
Federated Hermes provides restricted sections of its websites for Investment Professionals and certain clients or shareholders. Information entered in these sites is only accessible by those individual clients or shareholders, persons with whom they share access information, a limited number of Federated Hermes employees and Federated Hermes’ service providers who maintain website functionality. Federated Hermes does not permit the use of that information for any purpose, or the renting, selling, trading, or otherwise releasing or disclosing of information to any other party.
Email
If you have opted to receive marketing information from Federated Hermes by email, our policy requires that all messages include instructions for canceling subsequent email programs. Some products or services from Federated Hermes are intended to be delivered and serviced electronically. Email communication may be utilized in such cases. Please do not provide any account or personal information such as Social Security Numbers, account numbers, or account balances within your email correspondence to us. We will not use unsecured email to execute transaction instructions, provide personal account information, or change account registration.
Surveys / Aggregate Data
Periodically, Federated Hermes may conduct surveys about financial products and services or review elements of customer information in an effort to forecast future business needs. We then generate reports that are used for Federated Hermes’ planning, analytical and other corporate purposes.
Changes to Our Privacy Statement

Federated Hermes serves the right to modify this privacy statement at any time. We will notify you of any changes that may affect your rights under this policy statement.
We Welcome Your Comments
Federated Hermes welcomes your questions and comments about our Privacy Policy. Client Service Representatives are available at 1-800-341-7400, Option 4, Monday through Friday from 8:00 a.m. to 6:00 p.m. ET. This privacy disclosure applies to: Federated Hermes, Inc. and each of its wholly owned broker/dealer, investment advisor and other subsidiaries. This policy is effective February 3, 2020. please register to get more info