Firm Description
William Blair is a global investment firm that offers investment advisory services to clients. William Blair was established in 2014 and is registered as an investment adviser with the U.S. Securities and Exchange Commission (“SEC”). William Blair is affiliated with William Blair & Company, L.L.C. (“William Blair & Company”), a firm that was founded in 1935 and is registered with the SEC as both an investment adviser and a securities broker-dealer. William Blair and William Blair & Company (each of which is a privately held company) are wholly owned subsidiaries of WBC Holdings, L.P., which is wholly owned by current William Blair and William Blair & Company employees (we sometimes refer to such employee owners as ‘partners’ in this Brochure). William Blair was formed as part of an organizational restructuring whereby some investment advisory services previously performed by William Blair & Company are performed by William Blair. William Blair & Company continues to operate as a dually registered investment adviser and securities broker-dealer.
Investment Advisory Services
William Blair provides investment advisory services to clients and is compensated based on fee schedules as described in Item 5 in this Brochure. William Blair manages accounts for institutional clients and pooled funds such as registered investment companies (including the William Blair Funds), UCITS, private funds (including private funds where an affiliate of William Blair serves as general partner or manager (“Private Funds”)), and collective investment funds, among others. In addition, William Blair manages accounts for wrap fee programs (“Wrap Programs”) and high net worth clients. As further described in Item 10, William Blair also provides model portfolios to certain unified managed account program sponsors. In so doing, William Blair has no investment discretion, no knowledge of the program sponsor’s underlying clients, and no authority to effect trades on behalf of the sponsor’s clients.
Availability of Tailored Services for Clients
As a discretionary investment manager, we manage portfolios using an array of equity, fixed income, multi- asset, multi-currency, and systematic investment strategies and manage accounts in accordance with clients’ investment guidelines. We will accept investment restrictions from clients if the restrictions do not hinder our ability to execute our investment strategies. When managing portfolios for pooled funds, we manage the portfolios in accordance with each fund’s stated investment guidelines and restrictions. We do not tailor investments to the individualized needs of any particular shareholder or fund investor. In addition to portfolio managers and analysts directly employed by William Blair, we utilize resources and personnel of our affiliate, William Blair & Company and our participating affiliate, William Blair International, Ltd (“William Blair International”). William Blair International is an asset manager located in London and The Hague and is registered with the UK Financial Conduct Authority. William Blair & Company and certain affiliates also maintain sales and client service offices in Sydney, Australia, Zurich, Switzerland and Stockholm, Sweden. No investment advisory activities are conducted from these locations. Any arrangements with William Blair International are subject to various conditions designed to ensure compliance with U.S. laws and regulations and adequate SEC oversight when investment advisory services are provided to U.S. persons. These conditions require, among other things, that certain employees of William Blair International be subject to a Code of Ethics and comply with certain U.S. rules when providing services to William Blair. (Please see Item 11 in this Brochure for a more detailed discussion of the Code of Ethics.)
Wrap Program Services
William Blair provides investment advisory services to clients of Wrap Programs sponsored by third party Wrap Program sponsors (e.g., broker-dealers). Sponsors pay us an investment advisory fee from a portion of the total wrap fee based upon the total assets we manage for Wrap Program sponsors’ clients. A wrap fee program is a program where a client is charged a specified “bundled” fee (generally, a percentage of assets under management) for discretionary investment advisory services and trade execution costs and sometimes other services such as custody, recordkeeping and reporting. We manage these accounts using strategy model portfolios (similar to how we manage other separate accounts), but we generally accept fewer client-imposed investment restrictions for these accounts. Because we typically execute Wrap Program account trades through each respective Wrap Program sponsor, these accounts usually are included in the second tier of our trade rotation process, as described more fully in Item 12. In some cases, our compensation under a Wrap Program is lower than our standard fee schedule; however, a client who participates in the wrap fee arrangement should consider that, depending on the level of the wrap fee charged by the Wrap Program sponsor, the overall cost of a Wrap Program fee arrangement can be higher than a client otherwise would pay if the client paid our standard fee schedule and negotiated transaction costs and any other services (e.g., custody, recordkeeping and reporting) through a broker-dealer. William Blair has outsourced several operational functions relating to its Wrap Program services to Vestmark Inc. (“Vestmark”). Vestmark utilizes its own internal systems to maintain Wrap Program accounts that William Blair manages for third party Wrap Program sponsors. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 5 Vestmark is responsible for performing the following functions: new client account initialization and maintenance; trade order generation and routing; confirmation and settlements; client account asset and cash reconciliation; client imposed guideline monitoring and recordkeeping.
Assets under Management
As of December 31, 2019, William Blair managed approximately $58.4 billion in assets on a discretionary basis.
William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 6 please register to get more info

William Blair provides investment advisory services to clients and charges annual fees, payable quarterly either in advance or in arrears depending on the terms of a client’s investment advisory agreement. When charged in advance, fees are calculated based on the total market value of each account (including accrued interest and dividends) on the last day of the prior quarter except as otherwise described in this section and/or agreed to in an investment advisory agreement. When charged in arrears, fees are calculated based on the total market value of each account (including accrued interest and dividends) on the last day of the current quarter, except as otherwise described in this section. Ongoing fees reduce the value of an investment portfolio over time. Because of the fees a client pays, a client has a smaller amount invested that is earning a return whether the fee is paid separately or debited from a portfolio’s assets. We encourage clients to discuss the impact of fees with their client relationship manager.
Payment of Fees
William Blair charges clients for investment advisory fees as is generally defined in the investment advisory agreement. We prorate fees based on the length of time we managed an account in the event a client opened or terminated an account during the quarter. We refund any fees prepaid but not yet earned or request prompt payment for any fees earned but not yet paid.
Other Fees and Expenses
In addition to, and separate from, the investment advisory fee, our clients pay other costs and charges in connection with their accounts or certain securities transactions, most of which are payable to parties other than William Blair or its affiliates. These can include, among other fees and expenses, the following: commissions and other charges for executing trades through broker-dealers, dealer mark-ups, mark-downs and spreads, auction fees, certain odd-lot differentials, exchange fees, taxes, duties and other governmental charges, costs associated with foreign exchange transactions, electronic fund and wire transfer fees, fees imposed for certain types of custody or brokerage accounts, fees imposed in connection with custodial, trustee or other account services, account maintenance or service fees, regulatory transaction fees, charges mandated by law or regulation, and fees in connection with the establishment, administration or termination of retirement or profit sharing plans or trust accounts. Private Funds also bear their own operating and other expenses. In addition to fees and expenses listed above, expenses include sales expenses, accounting, tax and audit expenses, legal expenses, and other expenses not listed. Private Funds that invest with an underlying manager or in underlying funds bear associated fees, which could include performance fees charged by the underlying manager or fund, and expenses. Feeder funds generally bear a pro rata portion of the expenses associated with the related master fund. Details regarding expenses can be found in the applicable offering memorandum and other governing documents.
Mutual Fund and ETF Fees & Expenses
Some clients’ guidelines allow us to invest a portion of their assets in mutual funds or exchange traded funds (also known as ‘ETFs’). When we invest in shares of unaffiliated mutual funds (i.e., funds not advised by William Blair) in a client’s account, the client is subject to account level investment advisory fees in addition to the mutual fund or exchange traded fund internal advisory fees and other expenses (as described below). In addition, ETFs and closed-end funds can trade at prices that vary from their net asset value, sometimes significantly. When we invest in shares of affiliated mutual funds (“William Blair Funds”) advised by William Blair in a client’s account, the client is subject to the William Blair Funds’ internal advisory fees and other expenses (as described below); however, we do not charge an account level investment advisory fee in addition to the William Blair Funds’ internal advisory fee. Instead, we exclude the assets invested in the William Blair Funds when we calculate the investment advisory fees we charge the client’s account. Mutual funds, including the William Blair Funds, and ETFs charge other fees and expenses in addition to internal advisory fees that are disclosed in each fund’s prospectus. These additional fees can include distribution fees, administrative fees, service fees, sub- transfer agent fees, recordkeeping fees, and other operating expenses, which include but are not limited to expenses of the independent trustees, fees and expenses for legal, fund accounting, transfer agency, custody, audit, taxes, brokerage and other expenses. These fees and expenses, including the total net operating expenses of each fund, including the William Blair Funds, are set forth in the applicable prospectus, and, with respect to the William Blair Funds, some of these fees and expenses are paid by the William Blair Funds to William Blair or its affiliate, William Blair & Company. Clients can obtain more information by reviewing a prospectus for the underlying mutual funds, including the William Blair Funds, or ETFs. Fees and expenses are exclusive of and in addition to any investment advisory fees we charge a client. If the fee William Blair receives from the William Blair Funds is higher than the fee it receives from the client for managing the account, then William Blair’s overall fee will increase as the allocation to the William Blair Funds increases. William Blair or its affiliate, William Blair & Company, is contractually obligated to bear some of the operational expenses for many of the William Blair Funds. The extent to which William Blair or William Blair & Company bears these expenses varies by Fund. Therefore, when negotiating those expenses with third William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 7 party service providers, William Blair and William Blair & Company have an economic incentive to favor a fee structure that shifts expenses from the William Blair Funds for which William Blair and William Blair & Company have a lesser (or no) reimbursement obligation. Further, to the extent William Blair or William Blair & Company has discretion to allocate client assets among the William Blair Funds, each has an incentive to allocate to the William Blair Funds where they have a limited reimbursement obligation. As always, clients have the option to purchase recommended investment products through broker- dealers or agents not affiliated with William Blair. Our provision of services to the William Blair Funds can present conflicts of interest because we can be incented to recommend the William Blair Funds based on our compensation rather than a client’s needs. To help manage conflicts of interest, we have implemented various controls including the following:
• We maintain our Code of Ethics, which details our fiduciary duty to put our clients’ interests ahead of our own;
• We monitor portfolio holdings to ensure they are consistent with each client’s objectives; and
• We offset investment advisory fees on a client’s assets held in William Blair Funds.
Separate Account Fee Schedules
We calculate investment advisory fees for separate accounts based upon a percentage of assets under management. We can negotiate fees with clients, and not all clients pay fees as described in our standard fee schedules described below. Differences arise for various reasons including account size, client’s aggregate assets under management, inception date of an account, client type (Wrap Program clients, for example), accounts with specialized services or arrangements, and other reasons not listed. We, in our sole discretion, can waive or reduce the advisory fees for members, partners or employees of William Blair or its affiliates, relatives of such persons, and for certain large or strategic investors and other limited circumstances.
U.S. EQUITY
Small Cap Growth Annual Fee
First $10 million 1.000% Next $20 million 0.950% Next $20 million 0.900% Next $50 million 0.850% Over $100 million 0.800%
Small-Mid Cap Growth Annual Fee
First $10 million 0.950% Next $20 million 0.800% Next $20 million 0.750% Next $50 million 0.700% Next $100 million 0.650% Over $200 million 0.600%

Mid Cap Growth Annual Fee
First $25 million 0.750% Next $25 million 0.650% Next $50 million 0.600% Next $100 million 0.550% Over $200 million 0.500%
Large Cap Growth* Annual Fee
First $50 million 0.500% Next $50 million 0.350% Next $150 million 0.300% Over $250 million 0.250%
*Accounts over $400 million
First $400 million 0.280% Thereafter 0.250%
All Cap Growth Annual Fee
First $10 million 0.700% Next $20 million 0.600% Next $20 million 0.500% Next $50 million 0.450% Next $100 million 0.400% Over $200 million 0.350%
Small-Mid Cap Core Annual Fee
First $25 million 0.850% Next $25 million 0.750% Next $50 million 0.700% Next $100 million 0.650% Over $200 million 0.600%
Small Cap Value Annual Fee
First $25 million 0.900% Next $25 million 0.800% Next $50 million 0.750% Next $100 million 0.700% Over $200 million 0.650%
Small-Mid Cap Value Annual Fee
First $25 million 0.850% Next $25 million 0.750% Next $50 million 0.700% Next $100 million 0.650% Over $200 million 0.600%
INTERNATIONAL AND GLOBAL EQUITY
International Growth Annual Fee
First $20 million 0.800% Next $30 million 0.600% Next $50 million 0.500% Next $50 million 0.450% Next $50 million 0.400% Over $200 million 0.300%
International Leaders Annual Fee
First $20 million 0.800% Next $30 million 0.600% Next $50 million 0.500% Next $50 million 0.450% Next $50 million 0.400% Over $200 million 0.300%
International Small Cap Growth Annual Fee
First $20 million 1.000% Next $30 million 0.900% Next $50 million 0.850% Next $50 million 0.800% Over $150 million 0.750% William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 8
International Leaders ADR Annual Fee
First $20 million 0.700% Next $30 million 0.600% Next $50 million 0.500% Next $50 million 0.450% Next $50 million 0.400% Next $200 million 0.300% Over $400 million 0.250%
Global Leaders Annual Fee
First $20 million 0.800% Next $30 million 0.600% Next $50 million 0.500% Next $50 million 0.450% Next $50 million 0.400% Over $200 million 0.300%
Global Leaders Concentrated Annual Fee
First $20 million 0.800% Next $30 million 0.600% Next $50 million 0.500% Next $50 million 0.450% Next $50 million 0.400% Over $200 million 0.300%
Global Leaders SRI Annual Fee
First $20 million 0.800% Next $30 million 0.600% Next $50 million 0.500% Next $50 million 0.450% Next $50 million 0.400% Over $200 million 0.300%
Emerging Markets Leaders Annual Fee
First $20 million 0.900% Next $30 million 0.700% Next $50 million 0.600% Next $50 million 0.550% Next $50 million 0.500% Next $200 million 0.400% Over $400 million 0.300%
Emerging Markets Growth Annual Fee
First $20 million 1.000% Next $30 million 0.800% Next $50 million 0.700% Next $50 million 0.650% Next $50 million 0.600% Next $200 million 0.400% Over $400 million 0.350%
Emerging Markets
Small Cap Growth Annual Fee
First $20 million 1.100% Next $30 million 1.000% Next $50 million 0.950% Next $50 million 0.900% Over $150 million 0.850%
China A-Shares Growth Annual Fee
First $50 million 0.900% Next $50 million 0.800% Next $100 million 0.750% Next $200 million 0.650% Over $400 million 0.600%



SYSTEMATIC EQUITY
Systematic
International All Cap Core Annual Fee
First $50 million 0.700% Next $50 million 0.450% Next $100 million 0.400% Over $200 million 0.300%

Systematic
Emerging Markets All Cap Core Annual Fee
First $50 million 0.800% Next $50 million 0.700% Next $100 million 0.650% Over $200 million 0.400%
U.S. FIXED INCOME
Low Duration Annual Fee
First $10 million 0.300% Next $20 million 0.225% Next $20 million 0.200% Next $50 million 0.175% Next $100 million 0.150% Next $200 million 0.125% Over $400 million 0.100%
Intermediate Annual Fee
First $10 million 0.400% Next $20 million 0.300% Next $20 million 0.250% Next $50 million 0.225% Next $100 million 0.200% Next $200 million 0.175% Over $400 million 0.150%
Core Annual Fee
First $10 million 0.400% Next $20 million 0.300% Next $20 million 0.250% Next $50 million 0.225% Next $100 million 0.200% Next $200 million 0.175% Over $400 million 0.150%
EMERGING MARKETS DEBT
Hard Currency Annual Fee
First $100 million 0.500% Next $150 million 0.450% Over $250 million 0.350%
Local Currency Annual Fee
First $100 million 0.500% Next $150 million 0.450% Over $250 million 0.350%
Corporate Debt Annual Fee
First $100 million 0.500% Next $150 million 0.450% Over $250 million 0.350% William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 9
MULTI-ASSET/MULTI-CURRENCY STRATEGIES
Dynamic Diversified Return Annual Fee
First $100 million 0.600% Next $100 million 0.450% Over $200 million 0.350%
Global Diversified Return Annual Fee
First $100 million 0.600% Next $100 million 0.450% Over $200 million 0.350%
Macro Allocation Annual Fee
First $100 million 0.600% Next $100 million 0.450% Over $200 million 0.350%
Absolute Return Currency Annual Fee
First $100 million 0.600% Next $100 million 0.450% Over $200 million 0.350%
Investment Management for Private Funds
William Blair charges annual investment management fees based on a fixed percentage of total assets under management for the provision of investment advisory services to Private Funds. The applicable fees and expenses are set forth in the Private Fund’s offering memorandum, subscription agreement, and/or other governing documents. In some cases, William Blair manages a separate account with an investment mandate similar to a Private Fund. Fees charged to a separate account client can differ from fees charged to the Private Fund. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 10 please register to get more info

BY-SIDE MANAGEMENT
Performance-Based Fees
Although performance-based fee arrangements in accounts are not typical for us, we can agree to these arrangements with eligible clients. In cases where we receive performance-based fees, these arrangements are designed to comply with applicable rules, including Rule 205-3 under the Investment Advisers Act of 1940 and, for employee benefit plan clients, the Employee Retirement Income Security Act of 1974 (“ERISA”). We negotiate performance fee arrangements with clients on an individualized basis. The simultaneous management of performance-based fee arrangements with standard asset-based fee arrangements creates certain conflicts of interest. These arrangements create an incentive for us to focus resources on the performance fee accounts or to select riskier investments for these accounts because they can have a higher fee potential over standard asset-based fee accounts within the same investment strategy. To manage conflicts of interest, we have controls in place, including the following:
• We require senior management and compliance approval prior to accepting any performance fee arrangement;
• We maintain written portfolio management compliance policies and procedures;
• We monitor trading activity and portfolio holdings of accounts to ensure that accounts within each strategy are managed similarly; and
• We review performance of similarly managed accounts to identify performance outliers, which can indicate favoritism.
Side-by-Side Management of Multiple Portfolios
William Blair’s portfolio managers typically make investment decisions for multiple client types and across multiple portfolios using various investment strategies depending upon portfolios’ guidelines and restrictions. These portfolio management responsibilities create conflicts of interest. We seek to conduct ourselves in a manner we consider to be the most fair and consistent with our fiduciary obligations to our clients and make investment decisions based on an account’s investment objectives, restrictions, permitted investment techniques, available cash, and other relevant considerations. The conflicts of interest that arise in managing multiple accounts include, for example, conflicts among investment strategies, conflicts in the allocation of investment opportunities, or conflicts due to different fees. Some accounts have higher fees than others. Fees charged to clients differ depending upon a number of factors including, but not limited to, strategy, size of the portfolio being managed, the relationship with the client, service requirements, or account type (e.g., separately managed accounts, mutual funds, and Wrap Program accounts). Based on these factors, a client could pay higher fees than another client in the same strategy. Also, clients with larger assets under management generate more revenue for William Blair than smaller accounts. These differences give rise to a conflict that a portfolio manager would favor one account over another or allocate more time to the management of one account over another. To help manage these conflicts, we have implemented various controls, including the following:
• We generally manage our accounts according to strategy-based model portfolios and confirm differences relative to account- specific guidelines;
• We periodically review the performance of portfolio managers and assess whether the portfolio manager has adequate resources to manage effectively all accounts assigned to him or her;
• We review the performance of accounts within similar investment strategies to identify performance outliers; and
• As described in Item 12, we have adopted trade order aggregation and trade allocation policies and procedures that seek to manage, monitor and, to the extent possible, minimize the effects of these conflicts. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 11 please register to get more info

Clients
William Blair offers investment advisory services to clients such as corporations, pension and profit-sharing plans, Taft-Hartley plans, governments and public agencies, endowments and foundations, registered investment companies, other pooled funds and other U.S. and non-U.S. institutions as well as to high net worth individuals and Wrap Program clients.
Investment Minimums
William Blair has established separate account minimums for investment strategies. Account minimums range from $5 – 250 million for institutional separate accounts depending upon the selected investment strategy. William Blair requests a minimum account size of $2 million for high net worth individual client accounts. We reserve the right to accept accounts below our stated minimums. We also will accept lesser amounts for accounts in separately managed account programs sponsored by intermediaries (e.g., Wrap Programs).
Redemption Limitations for Investments in Private
Funds
As described in this Brochure, William Blair manages Private Funds typically structured as limited liability companies, limited partnerships or Cayman exempted companies. Unless otherwise noted in each Private Fund’s offering documents, investors in these Private Funds typically redeem all or a portion of their investment from the Private Funds with a limited frequency (typically monthly) upon prior written notice as specified in the applicable confidential private placement memorandum. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 12 please register to get more info

INVESTMENT STRATEGIES AND RISK OF LOSS
Methods of Analysis
William Blair is an active investment manager that utilizes a variety of methods and strategies to make investment decisions and recommendations. When evaluating investment opportunities, we employ fundamental and technical research methods using various resources such as financial newspapers, magazines and websites; corporate data; ratings services; third party research; SEC filings (e.g., annual reports, prospectuses); company press releases; and proprietary research.
Investment Strategies
William Blair offers a broad range of equity, fixed income, multi-asset, multi-currency, and systematic investment styles to clients. The below describes the principal investment strategies we employ for these portfolios. In some cases, we believe it is in a client’s best interest to invest a portion of a client’s portfolio in pooled funds advised by William Blair such as the William Blair Funds. For example, we could invest in mutual fund shares for smaller accounts in order to achieve greater portfolio diversification that can otherwise be more difficult with fewer assets. We choose to invest in affiliated funds primarily because our portfolio managers use the same investment strategies they use for larger separate accounts to manage them. Descriptions of strategies offered through separately managed accounts are qualified in their entirety by reference to the applicable investment advisory agreement and related investment guidelines. Descriptions of strategies offered through William Blair Funds or Private Funds are qualified in their entirety by information in each vehicle’s offering materials.
U.S. Growth and Core Equity
In choosing investments for U.S. growth and core equity investment strategies, we rely on fundamental company analysis and bottom-up stock selection. We evaluate the extent to which a company meets the following desired criteria: 1) the company is or has the expectation of becoming, a significant provider in the primary markets it serves; 2) the company has some distinctive attribute that cannot easily be duplicated by present or potential competitors (this can take the form of proprietary products or processes, a unique distribution system, an entrenched brand name or an especially strong financial position relative to its competition); 3) the company participates in an industry expected to grow rapidly due to economic factors or technological change or should grow through market share gains in its industry; and 4) the company has a strong management team. All of the criteria are evaluated relative to the valuation of the security. The weight given to a particular criterion depends upon the circumstances, and investments might not meet all criteria.
U.S. Value Equity
In choosing investments for our U.S. value investment strategies, we rely on fundamental company analysis and bottom-up stock selection. We evaluate the extent to which a company meets the following desired criteria: 1) the company’s current market value reflects a material discount from our estimate of the company’s value; 2) the company has some distinctive attribute that cannot easily be duplicated by present or potential competitors (this can take the form of proprietary products or processes, a unique distribution system, an entrenched brand name or an especially strong financial position relative to its competition); 3) the company has a reasonable expectation of improving its level of profitability, free cash flow, and return on invested capital over a three-year investment horizon; 4) the company has a capable and skilled management team with a reasonable probability of successfully executing a clearly articulated and logical business strategy focused on creating shareholder value; 5) the company has a relatively simple, clean capital structure and adheres to conservative and straightforward accounting practices; and 6) the likelihood that management will be able to successfully execute a corporate transformation with a focus on improving cash flow returns within a three- year investment horizon. The weight given to a particular criterion depends upon the circumstances, and investments might not meet all of these criteria.
International and Global Equity
In choosing investments for our international and global investment strategies, we rely on fundamental company analysis and stock selection as primary investment criteria. We evaluate the extent to which a company meets the following desired criteria: 1) the company exhibits historical superior growth, profitability and quality relative to local markets or to companies within the same industry worldwide; and the company has a reasonable expectation of continued growth performance; 2) the company generally exhibits superior business fundamentals, including leadership in its field, quality products or services, distinctive marketing and distribution, pricing flexibility and revenue from products or services consumed on a steady, recurring basis; 3) the company’s demonstrated superior business characteristics are accompanied by management that is shareholder return-oriented and that uses conservative accounting policies; and 4) the company has above-average returns on equity, a strong balance sheet and consistent, above-average earnings growth. Stock selection takes into account both local and global comparisons. The weight given to a particular criterion depends upon the circumstances, and investments might not meet all of these criteria.
China A-Shares Growth Equity
In choosing investments in Chinese companies, we rely on fundamental company analysis and stock selection as primary investment criteria. We evaluate the extent to William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 13 which a company meets the following desired criteria: 1) the company exhibits historical superior growth, profitability and quality relative to other Chinese companies and relative to companies within the same industry worldwide; 2) the company has a reasonable expectation of continued superior growth performance; 3) the company generally exhibits superior business fundamentals, including leadership in its field, quality products or services, distinctive marketing and distribution, pricing flexibility and revenue from products or services consumed on a steady, recurring basis; 4) the company’s demonstrated superior business characteristics are accompanied by management that is shareholder return- oriented and that uses conservative accounting policies; and 5) the company has above- average returns on equity, a strong balance sheet and consistent, above-average earnings growth. We seek to invest in Chinese companies at different stages of development ranging from large, well- established companies to smaller companies at an earlier stage of development. Stock selection takes into account both local and global comparisons. The weight given to a particular criterion depends upon the circumstances, and investments might not meet all of these criteria.
U.S. Fixed Income
In choosing investments for our fixed income strategies, we seek U.S. dollar-denominated securities as described below. We seek agency mortgage-backed securities that meet the following criteria: 1) pass-through securities that meet the criteria to be eligible collateral for mortgage to- be-announced (“TBA”) contracts; 2) the securities reside in coupon cohorts that offer higher risk spreads within the agency mortgage-backed securities universe; and 3) specified pools with loan balance parameters and a high number of loans comprising the pool. We seek corporate bonds that meet the following criteria: 1) the bonds offer higher risk spreads within the corporate bond universe; 2) the bonds are issued by companies with strong and sustainable cash flow return on invested capital; and 3) the bonds are issued by companies with strong management teams and a leadership position within its industry. We seek asset-backed securities that meet the following criteria: 1) the securities offer higher risk spreads within the asset-backed securities universe after controlling for the credit quality rating and tranche under consideration; 2) the collateral type has a demonstrated pattern of issuance and liquidity in various market conditions; and 3) the company issuing the securities has economic scale and a strategic rationale for issuing asset -backed securities in a recurring and disciplined fashion. When evaluating U.S. Treasury securities we will consider various Treasury securities, including fixed- and floating-rate Treasury bills, notes, and bonds, as well as Treasury Inflation-Protected Securities (“TIPS”), for inclusion in portfolios depending on prevailing valuations in the market. Over time, William Blair’s U.S. fixed income portfolios hold fewer U.S. Treasury securities than the weights represented in market benchmarks. We seek to select investments so that portfolios are diversified among those sectors and so portfolios are constructed in a manner to meet the strategy’s interest rate risk objectives (duration and yield curve structure) and credit quality parameters.
Emerging Markets Debt
In choosing investments for our emerging markets debt strategies, we seek to invest in broadly diversified exposures through a structured investment process based on extensive fundamental research and a medium-term focus. The foundation of our approach is the belief that emerging markets are less efficient than developed markets and that a fundamental, disciplined and research intensive process can identify mispriced assets. We seek to identify inefficiencies in emerging markets fixed income which can arise from factors such as a lack of research coverage, less transparency and disclosure, home biases, and other informational asymmetries. Our investment process is centered on bottom-up fundamental analysis of emerging markets sovereign and corporate issuers and currencies, supplemented with top-down analysis of global and regional market conditions and emerging markets fixed income sub- asset classes. Whether top-down or bottom-up, our qualitative analysis is focused through the lenses of fundamentals, market technicals and valuations through a risk scoring framework. Top-down scores are set monthly in a joint effort by the entire investment team, while bottom-up scores are determined by individual portfolio managers for each sub-strategy. The resulting positive, negative or neutral scores represent the sum total of the portfolio managers’ assessment of each asset class, issuer or security. This translates directly into under- or overweight exposures, as well as overall risk at the portfolio level. Qualitative analysis is supplemented by quantitative tools to help generate investment ideas and to contextualize the large quantity of available data. We maintain an extensive database of macroeconomic and market data that is used to analyze issuers, sectors and markets. Data from multiple sources is screened to provide a common quantitative framework to support our qualitative, fundamental approach. We use a proprietary sovereign risk model that brings this range of data together to assess the relationship between macroeconomic, financial and ESG factors, and asset prices. Investments are ultimately selected based on the combination of fundamental assessment from our research process and valuation analysis. The weight given to a particular criterion depends upon the circumstances, and investments might not meet all of these criteria. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 14
Multi-Asset Strategies
In choosing investments for our multi-asset strategy portfolios, we seek to identify and make investments based on our identification of discrepancies between fundamental values and market prices. We seek to maximize long-term risk- adjusted total return through the risk-managed macro integration of asset class, global equity and bond markets, developed and developing markets, sector, credit, currency, theme and security exposures. When making investment decisions, William Blair also can use leverage to achieve potentially higher returns through proportionally higher ex- ante risk exposures; cash or cash equivalents to achieve potentially higher returns or to reduce proportionally ex-ante risk exposures that are not expected to be compensated; and swaps, options, foreign exchange contracts, exchange traded funds, futures contracts, and/or borrowing in an effort to reduce or enhance ex- ante risk exposures to global assets. The weight given to a particular criterion depends upon the circumstances, and investments might not meet all of these criteria. These investments can be speculative in nature and subject a portfolio’s assets to certain risks, as further described herein.
Multi-Currency Strategy
In choosing investments for our multi-currency strategy portfolios, we use a top-down, fundamental approach that primarily focuses on general price movements in currencies. We seek to identify and exploit periodic discrepancies between fundamental values and market prices. The identification of these perceived value/price discrepancies are the foundation for portfolio construction. We invest in or seek exposure to a wide range of currencies, which can, from time to time, include exposures to other assets (including, but not limited to, emerging debt securities) that we feel offer a more efficient means – for liquidity or other reasons – by which to gain appropriate currency exposure. We will invest the portfolio’s assets in any markets (including, but not limited to, emerging markets) or currencies that we believe to be appropriate for meeting our investment objectives. We seek long exposure to currencies that we perceive will provide relatively attractive risk-adjusted returns and short exposure to currencies that we perceive will provide relatively unattractive risk-adjusted returns, consistent with the strategy’s investment objective of maximizing long-term risk-adjusted absolute return. We also use long and short exposures to manage risk. From time to time, we will include exposure to other assets that offer currency-like opportunities and which can be a more efficient, liquid and/or cost-effective means by which to gain desired exposure.
Systematic Equity Strategies
In choosing investments for our systematic equity strategy portfolios, we seek to invest primarily in equity securities, including common stock and other forms of equity investments (e.g., securities convertible into common stocks), issued by international (non-U.S.) companies of all sizes that meet our criteria for investment as it pertains to company characteristics, such as profitability, valuation and operating trends. We invest across regions, sector, and capitalizations without regard to index weightings, in order to find the best opportunities and meet our objective. We will invest in non-U.S. companies across the capitalization spectrums that meet minimum liquidity requirements. We use proprietary multifactor quantitative models, which are based primarily upon fundamental criteria, to rank companies in and across a universe of investable stocks. The models are designed to identify certain characteristics that we believe are influential in determining whether individual stocks will subsequently perform better or worse than the universe of investable stocks.
Risk of Loss
All investments in securities involve a risk of loss of principal (invested amount) and any profits that have not been realized (i.e., the securities have not been sold to "lock in" the profit). The value of securities in a portfolio can go up or down, sometimes rapidly or unpredictably. Local, regional or global events such as war, acts of terrorism, the spread of infectious illness or other public health issue, recessions or other events could have a significant impact on securities in an investment portfolio. Securities can decline in value due to factors affecting securities markets generally or particular industries represented in the securities markets. The value of a security can decline due to general market conditions that are not specifically related to a particular company, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment generally. The value of a security can also decline due to factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. During a general downturn in the securities markets, multiple asset classes can decline in value simultaneously. There is no guarantee that any investment strategy will achieve its stated investment objectives. William Blair cannot guarantee any level of performance or that clients will not experience a loss of account assets.
Common Risks Associated with U.S. Equity Investments
Investments in equity securities can expose clients to equity risk as well as certain specific risks such as style risk, smaller company risk, geographic risk, geopolitical risk and liquidity risk (described below).
Common Risks Associated with Non-U.S. Investments
Investments in non-U.S. equity securities can expose clients to equity risk as well as certain specific risks such as style risk, smaller company risk and liquidity risk as William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 15 well as foreign investment risk, geographic risk, geopolitical risk, emerging markets risk or foreign currency risk (described below).
Common Risks Associated with China A-Shares Equity
Investments
Investments in Chinese companies can expose clients to equity risk as well as certain specific risks such as style risk, smaller company risk, liquidity risk, foreign investment risk, geographic risk, geopolitical risk, emerging markets risk and foreign currency risk as well as China risk and China Stock Connect risk (described below).
Common Risks Associated with U.S. Fixed Income
Investments
Investments in U.S. fixed income securities can expose clients to certain specific risks such as credit risk, below investment grade securities risk, interest rate risk, income risk, mortgage-backed/asset-backed securities risk, liquidity risk, geographic risk, geopolitical risk, foreign investment risk and derivatives risk (described below).
Common Risks Associated with Emerging Markets Debt
Investments
Investments in emerging markets debt securities can expose clients to certain specific risks such as credit risk, below investment grade securities risk, interest rate risk, income risk, liquidity risk, sovereign debt securities risk, derivatives risk, counterparty and contractual default risk, and options risk as well as geographic risk, geopolitical risk, foreign investment risk, emerging markets risk, and foreign currency risk (described below).
Common Risks Associated with Multi-Asset Investments
Investments in multi-asset investment strategies can expose clients to certain specific risks such as derivatives risk, short sale risk, commodities and futures contract risk, below investment grade securities risk, options risk, foreign securities risk, foreign currency risk, interest rate risk, leverage risk, geopolitical risk, lack of diversification risk, event-driven trading risk, counterparty and contractual default risk and liquidity risk (described below).
Common Risks Associated with Multi- Currency
Investments
Investments in multi- currency investment strategies can expose clients to certain specific risks such as derivatives risk, short sale risk, commodities and futures contract risk, below investment grade securities risk, options risk, foreign securities risk, foreign currency risk, geopolitical risk, counterparty and contractual default risk, interest rate risk, leverage risk, lack of diversification risk, event-driven trading risk and liquidity risk (described below).

Common Risks Associated with Systematic Equity
Investments
Investments in our systematic investment strategies portfolios could expose clients to equity risk as well as certain risks such style risk, smaller company risk and liquidity risk, foreign investment risk, geographic risk, geopolitical risk, emerging markets risk and foreign currency risk as well as quantitative risk and model obsolescence risk (described below).
Common Risk Descriptions
Below Investment Grade Securities Risk Securities rated below BBB by a nationally recognized statistical rating organization have speculative characteristics and can be more vulnerable to bad economic news than investment grade securities, which could lead to a weakened capacity to make principal and interest payments. In some cases, below investment grade securities can decline in credit quality or go into default. China Risk Investing in securities of Chinese issuers involves special risks, including: fluctuations in the rate of exchange between China’s currency and the US dollar, greater price volatility, illiquid markets, cost inflation, investment and repatriation controls, less developed corporate disclosure and government standards, and uncertainty of China’s ability to develop and sustain comprehensive securities, corporate or commercial laws. Governmental involvement in and influence on the private sector can also impact investments as the Chinese government continues to liberalize its economy and regulatory system. China Stock Connect The Shanghai-Hong Kong and Shenzhen-Hong Kong stock connect program (the “Stock Connect”) is a securities trading and clearing links program developed by Hong Kong Exchanges and Clearing Limited (“HKEX”), the Shanghai Stock Exchange (“SSE”), the Shenzhen Stock Exchange (“SZSE”) and China Securities Depositary and Clearing Corporation Limited (“ChinaClear”) with an aim to achieve mutual stock market access between the People’s Republic of China (“PRC”) and Hong Kong. The strategy is subject to risks applicable to investing via the Stock Connect, such as quota limitations, clearing and settlement risk, suspension risk, differences in trading day, operational risk and regulatory risk. Commodity and Futures Contract Risk Commodities futures markets (including financial futures) are highly volatile and are influenced by factors such as changing supply and demand, governmental programs and policies, national and international political and economic events and changes in interest rates. A high degree of leverage is typical in commodities futures trading, and as a result, a relatively small price movement can result in substantial losses. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 16 Counterparty and Contractual Default Risk Investments in derivatives and other financial instruments that involve counterparties subject the portfolio to the risk that the counterparty could default on its obligations under the agreement, either through the counterparty’s failure or inability to perform its obligations or bankruptcy. In the event of default, a portfolio could experience lengthy delays in recovering some or all of its assets as a result of bankruptcy or other reorganization proceedings. Credit Risk The value of a portfolio’s securities is subject to the ability of the issuers of such securities to make interest payments or payment at maturity. Obligations that are unrated are not necessarily of lower quality than those that are rated, but can be less marketable. Not all securities issued or guaranteed by agencies or instrumentalities of the U.S. Government are backed by the full faith and credit of the United States. Derivatives Risk Investing in derivatives involves investment techniques and risks different from those associated with ordinary securities transactions and can involve increased transaction costs. Derivatives can be difficult to value, can be illiquid and can be subject to wide swings in valuation caused by changes in value of the underlying security. The use of derivatives can result in losses that substantially exceed the initial amount paid or received. Equity Risk The prices of equity securities rise and fall daily. These price movements can result from factors affecting individual companies, industries or the securities market as a whole. Individual companies can report poor results or be negatively affected by industry and/or economic trends and developments. The prices of securities issued by such companies can suffer a decline in response. In addition, markets tend to move in cycles, which can cause stock prices to fall over short or extended periods of time. Emerging Markets Risk Foreign investment risk is typically magnified in emerging markets, which are the less developed and developing nations. Certain of these countries have in the past failed to recognize private property rights and have at times nationalized and expropriated the assets of private companies. Political, social and economic structures in many emerging market countries can be less established than in developed countries and can change rapidly. Such countries can also lack the social, political and economic characteristics of more developed countries. Unanticipated political, social or economic developments can affect the values of investments in emerging market countries. Event-driven Trading Risk Event-driven trading involves the risk that the event identified might not occur as anticipated or might not have the anticipated effect, which can result in a negative impact upon the market price of securities held in the portfolio. Foreign Currency Risk Foreign securities held in a portfolio usually will be denominated in currencies other than the U.S. dollar. Therefore, changes in foreign exchange rates will affect the value of the securities held either beneficially or adversely. Foreign Investment Risk The risks of investing in securities of foreign issuers can include less publicly available information, less governmental regulation and supervision of foreign stock exchanges, brokers and issuers, share registration and custody, a lack of uniform accounting, auditing and financial reporting standards, practices and requirements, the possibility of expropriation, seizure or nationalization, confiscatory taxation, limits on repatriation, adverse changes in investment or exchange control regulations, political instability, restrictions on the flow of international capital, imposition of foreign withholding taxes, fluctuating currencies, inflation, difficulty in obtaining and enforcing judgments against foreign entities or other adverse political, social or diplomatic developments that could affect a portfolio’s investments. Securities of some foreign issuers are less liquid and their prices more volatile than the securities of U.S. companies. In addition, the time period for settlement of transactions in certain foreign markets generally is longer than for domestic markets. Geographic Risk To the extent that a portfolio invests a significant portion of its assets in any one country or geographic region, the portfolio will be subject to greater risk of loss or volatility than if the portfolio always maintained wide geographic diversity among the countries or geographic regions in which it invests. Investing in any one country or geographic region makes a portfolio more vulnerable to the risks of adverse securities markets, exchange rates and social, political, regulatory and economic events in that one country or geographic region. Geopolitical Risk Geopolitical and other events can disrupt securities markets and adversely affect global economies and markets and thereby decrease the value of the Fund’s investments. War, terrorism, economic uncertainty, and related geopolitical events have led, and in the future can lead, to increased short-term market volatility and can have adverse long-term effects on U.S. and world economies and markets generally. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 17 Income Risk Income risk is the risk that the income received by a fixed income portfolio can decrease as a result of a decline in interest rates. A portfolio’s income is based on short-term interest rates, which can fluctuate over short periods of time. Interest Rate Risk Interest rates can adversely affect the value of an investment. An increase in interest rates typically causes the value of bonds and other fixed income securities to fall. Interest rates continue to be at historic lows. Investments with longer maturities, which typically provide higher yields than securities with shorter maturities, can subject a portfolio to increased price changes resulting from market yield fluctuations. Lack of Diversification Risk The portfolio might not generally be as diversified as other investment vehicles. Accordingly, investments can be subject to more rapid change in value than would be the case if the portfolio were required to maintain a wide diversification among types of securities, geographical areas, issuers and industries. Leverage Risk The use of borrowing (leverage) exposes an investor to additional levels of risk including greater losses from investments than would otherwise have been the case without borrowing; margin calls or changes in margin requirements can force premature liquidations of investments; and losses on investments where the investment fails to earn a return that equals or exceeds the cost of the leverage. Liquidity Risk Investments that trade less frequently can be more difficult or more costly to buy, or to sell, than more liquid or active investments. It might not be possible to sell or otherwise dispose of illiquid securities both at the price and within a time period deemed desirable. Securities subject to liquidity risk include emerging market securities, stocks of smaller companies, private placements, Rule 144A securities, below investment grade securities and other securities without an established market. Model Obsolescence Risk The systematic strategies employ models that rely on assumptions and observations made in the financial markets. The financial markets can change very suddenly, due to a variety of factors. When this happens, it can take time for enough data to be available in order for William Blair to assess that there is a new market paradigm. During this time, signals that are based on the old paradigm could lead to losses. Mortgage-Backed/Asset-Backed Securities Risk The value of a portfolio’s mortgage-backed or asset- backed securities can be affected by, among other things, changes in interest rates, factors concerning the interests in and structure of the issuer or the originator of the mortgages, the creditworthiness of the entities that provide any supporting letters of credit, surety bonds or other credit enhancements or the market’s assessment of the quality of underlying assets. During periods of rising interest rates, property owners could prepay their mortgages more slowly than expected, resulting in slower prepayments of mortgage-backed securities, which increases the duration of a security and can reduce its value. When interest rates decline, property owners might prepay their mortgages more quickly than expected. This can reduce the returns of a portfolio because the portfolio might have to reinvest that money at the lower prevailing interest rates. Options Risk Purchasing options involves the risk that the underlying instrument will not change price in the manner expected, so an investor loses their premium. Selling options involves potentially greater risk because the investor is exposed to the extent of the actual price movement in the underlying security, which could result in a potentially unlimited loss. Smaller Company Risk Small cap stocks can exhibit erratic earnings patterns, competitive conditions, limited earnings history, and a reliance on one or a limited number of products. Style Risk Different investment styles (e.g., growth vs. value, quality bias, and market capitalization focus) tend to shift in and out of favor depending on market conditions and investor sentiment, and at times when the investment is out of favor, the portfolio could underperform other equity portfolios that use different investment styles. Short Sale Risk A short sale involves the risk of a theoretically unlimited increase in the market price of a security sold short, which could result in an inability to cover the short position and a theoretical unlimited loss. Sovereign Debt Securities Risk Sovereign debt securities, including debt obligations issued or guaranteed by national, state or provincial governments, political subdivisions or quasi- governmental or supranational entities are subject to the risk that the issuing entity could delay or refuse to pay interest or principal on its debt due to cash flow problems, insufficient foreign reserves, or political or other considerations. Certain sovereign debt securities can have non-investment grade ratings or be in distress or even default, and can be considered speculative with respect to the issuing entity’s ability to make payments on interest or principal. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 18 Quantitative Risk The systematic investment strategies engage in process-driven systematic trading based on a quantitative analysis of financial markets. William Blair’s modelling process makes substantial use of historical data as a guide toward fashioning signals and as a result can suffer inaccuracies that could lead to losses. The preceding is provided for information. Each client also should refer to their portfolio’s investment policy statement and guidelines or the applicable offering documents or contact their client relationship manager to discuss risks specific to their investments. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 19 please register to get more info

William Blair does not have any legal, financial or other disciplinary items material to our investment advisory business or executive management to report. We are obligated to disclose any disciplinary event that we believe clients would find material when evaluating us to initiate or continue a client/investment adviser relationship with us. In May 2017, the SEC found that from 2010 until 2014, as a result of erroneous payments, William Blair & Company, our affiliate, negligently used mutual fund assets to pay for (i) distribution and marketing of fund shares outside of a written, board-approved rule 12b-1 plan and (ii) sub-transfer agent ("Sub-TA") services in excess of board-approved limits. These payments totaled approximately $1.25 million and rendered certain of William Blair Funds' disclosures concerning payments for distribution and Sub-TA services inaccurate. As a result of this conduct, William Blair & Company violated Section 206(2) of the Investment Advisers Act and Section 34(b) of the Investment Company Act, and caused the William Blair Funds to violate Section 12(b) of the Investment Company Act and Rule 12b-1 thereunder. The SEC alleged that William Blair & Company also failed to fully disclose to the William Blair Funds' Board of Trustees that William Blair & Company (and not a third-party service provider) would retain a fee for providing shareholder administration services to the William Blair Funds under a shareholder administration services agreement between certain of the Funds and William Blair & Company. As a result of this conduct, William Blair & Company violated Section 206(2) of the Investment Advisers Act. Without admitting or denying the findings, except as to the SEC's jurisdiction over it and the subject matter of these proceedings, which are admitted, William Blair & Company consented to the entry of an order instituting cease-and-desist proceedings, pursuant to Section 203(k) of the Investment Advisers Act and Section 9(f) of the Investment Company Act, making findings, and imposing a cease-and-desist order. William Blair & Company also was assessed by the SEC a civil money penalty in the amount of $4,500,000. In May 2013, the Swiss Financial Market Supervisory Authority (“FINMA”) found our affiliate, William Blair & Company, to have negligently failed to comply with Swiss securities regulations due to its late filing of shareholding reports in two instances by reporting such transactions three calendar days after the deadline. FINMA deemed these matters to be simple negligence and assessed William Blair & Company in the amount of CHF 9,000 which was approximately $9,315 (USD) at exchange rates current at the time. William Blair’s Form ADV Part 1A, as well as the Form ADV Part 1A of our affiliate, William Blair & Company, are available for review on the SEC’s web site at www.adviserinfo.sec.gov. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 20 please register to get more info

ACTIVITIES AND AFFILIATIONS
William Blair Funds
William Blair is the investment adviser and manager for the William Blair Funds and is paid by the William Blair Funds for services provided. As investment adviser and manager, we manage the William Blair Funds’ investments, administer their business affairs, furnish office facilities and equipment, provide clerical, bookkeeping and administrative services, and/or provide shareholder and information services. Our partners and employees can serve (without compensation) as trustees or officers of the William Blair Funds if elected to such positions. Investment advisory fees paid by the William Blair Funds range from 0.30% to 1.10% for all share classes as disclosed in the most current prospectus for the William Blair Funds. In addition to our investment advisory fee, each William Blair Fund pays the expenses of its operations, including a portion of the William Blair Funds’ general administrative expenses, allocated based on each Fund’s net assets. As of December 31, 2019, William Blair advised approximately $12 billion in assets for the William Blair Funds. In our role as an investment manager to clients, we are in a position to recommend mutual funds, including the William Blair Funds, to clients and receive asset-based investment advisory fees. In addition, our affiliate, William Blair & Company, acts as underwriter and distributor for the William Blair Funds and also receives fees from the sale of Fund shares. These circumstances create a conflict of interest because we are incented to recommend the purchase of affiliated mutual funds over other types of investments or funds. To help manage conflicts, we have implemented controls, including the following:
• We maintain a written Code of Ethics, which details our fiduciary duty to clients;
• We monitor client portfolios to ensure they are consistent with each client’s objectives and investment strategy;
• We typically solicit client consent to invest in the William Blair Funds; and
• We offset investment advisory fees on a client’s assets held in the William Blair Funds. Please also refer to the William Blair Funds’ prospectuses and statement of additional information, which are available at www.williamblairfunds.com or by calling 1-800-742-7272.



Investment Adviser or Sub-Adviser for Other Pooled
Funds
William Blair serves as investment adviser or sub- adviser to other pooled funds including other U.S. mutual funds (registered investment companies), Canadian trusts and/or funds, collective investment trusts and UCITS, as described below. 1. Unaffiliated Mutual Funds William Blair is sub-adviser to other U.S. registered investment companies (mutual funds) and other pooled funds not related to William Blair and receives asset-based fees for investment supervisory services.
2. UCITS
William Blair is investment adviser to William Blair SICAV (the “SICAV”), an undertaking for collective investment in transferrable securities (“UCITS”). The SICAV is a pooled investment vehicle consisting of several sub- funds that invest in a range of investment strategies. As December 31, 2019, William Blair managed approximately $2.2 billion in assets for the SICAV. The SICAV is registered in Luxembourg and offered solely to non-U.S. investors. As the investment adviser, William Blair receives investment advisory fees from the SICAV based upon daily net assets under management. Our affiliate, William Blair & Company also has been appointed as global distributor of the SICAV.
3. Collective Investment Trusts (“CITs”)
William Blair is investment adviser to CITs for which Global Trust Company, an unaffiliated trust company, is the trustee. These CITs are pooled investment vehicles through which qualified client assets are commingled for investment purposes. These qualified clients generally include only employee benefit plans governed by ERISA and certain government- sponsored entities. The CITs are privately offered and are exempt from registration under the Investment Company Act of 1940. As of December 31, 2019, William Blair managed approximately $7.4 billion in assets for the CITs.
4. Canadian Trusts/Funds
William Blair is investment adviser or sub- adviser for certain Canadian trusts or funds. These Canadian trusts/funds are pooled investment vehicles through which various types of Canadian clients can commingle their assets for investment purposes. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 21
Conflicts of Interest Related to Investment Adviser
and Sub-Adviser Activities
Similar to affiliated mutual funds, we are incented to recommend these pooled funds for purchase by our investment advisory clients, creating a conflict of interest. To help manage conflicts of interest, we have implemented controls, including the following:
• We maintain a written Code of Ethics, which details our fiduciary duty to clients;
• We manage portfolios to their strategy models; and
• We monitor client portfolios to ensure they are consistent with each client’s objectives and investment strategy.
Model Portfolio Provider
William Blair provides model portfolios to certain Model Only program sponsors (or their overlay managers) for unified managed accounts (“UMAs”). William Blair does not provide customized investment advice or recommendations to any Model Only program sponsor’s clients. Each Model Only program sponsor (or overlay manager) retains investment discretion over the UMAs and can accept or reject William Blair’s recommendations. The Model Only program sponsor also is responsible for effecting trades resulting from these recommendations. William Blair has no investment discretion over the Model Only program sponsor’s UMAs, has no authority to decide which securities to purchase and sell for a Model Only program sponsor’s clients, has no authority to effect trades on behalf of a Model Only program sponsor’s clients, and has no specific knowledge of the Model Only program sponsor’s clients or their circumstances. We receive a fee from each Model Only program sponsor to which we provide model portfolios. Fees generally range from 0.30% to 0.45% annually (billed quarterly) based upon the Model Only program sponsor’s underlying assets managed to each model portfolio strategy. In some cases, William Blair pays a portion of the fee received from a Model Only program sponsor to registered investment adviser firms for discretionary model distribution support.
Commodities Futures Registration
William Blair is registered with the Commodity Futures Trading Commission (“CFTC”) as a Commodity Trading Advisor (“CTA”) and as a Commodity Pool Operator (“CPO”). William Blair also is a member of the National Futures Association (“NFA”) and is a Swaps Firm approved by the NFA. As a CTA, we provide investment advisory services on a discretionary basis to registered CPOs and commodity pools. As investment adviser to William Blair Funds that invest in derivative instruments such as futures and swaps, we serve as the CPO for such William Blair Funds. We serve as co-CPO for commodity pools operated by our affiliates where we also are the CTA for those commodity pools. As a CFTC-registered firm that trades swaps subject to the jurisdiction of the CFTC, we are approved as a Swaps Firm by the NFA.
Private Investment Offerings
William Blair is investment adviser to limited partnerships and limited liability companies, which are Private Funds that are structured as hedge funds or other pooled funds and are exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940. William Blair offers these Private Funds through its affiliates only to accredited investors and qualified purchasers as described in the applicable confidential offering memorandum. As a discretionary investment adviser, we are in a position to recommend securities, including affiliated Private Funds, to our clients. This creates conflicts of interest because we are incented to select these securities for clients over other suitable investment options. To help manage conflicts, we make these investments available solely to certain William Blair partners and knowledgeable employees as well as select qualified purchasers. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 22 please register to get more info

OR INTEREST IN CLIENT TRANSACTIONS AND
PERSONAL TRADING
William Blair has adopted a Code of Ethics pursuant to Rule 204A-1 under the Investment Advisers Act of 1940 and 17j-1 under the Investment Company Act of 1940 that governs a number of conflicts of interest we have when providing our advisory services to clients and to the William Blair Funds. We have designed our Code of Ethics to help ensure we meet our fiduciary obligation to our clients and to the William Blair Funds we manage as well as to emphasize a culture of compliance within our firm. We distribute our Code to each employee at the time of hire and make available at all times via our employee intranet site. We provide annual training and monitor employee activity on an on-going basis. According to our Code, employees are required to:
• Pre-clear most all personal securities transactions;
• Report their transactions in reportable securities quarterly and disclose reportable securities holdings annually;
• Disclose all securities accounts in which they have a beneficial interest (i.e., they are the account owner or have a present economic interest in the account);
• Adhere to prescribed holding period requirements for most all personal securities;
• Refrain from purchasing securities in an IPO and obtain prior approval for participation in limited offerings;
• Receive approval prior to engaging in outside business activities including serving on any Board of Directors of a public company;
• Report gifts/ business entertainment; and
• Certify on a periodic basis as to compliance with our Code. To receive a copy of the Code of Ethics, please contact our Compliance team at (312) 236-1600 or imcompliance@williamblair.com or write to us at the following address: William Blair Investment Management, LLC Attn: IM Compliance 150 North Riverside Plaza Chicago, IL 60606
Securities in which William Blair has a Financial
Interest
Because of our diverse financial services activities, William Blair has financial interests in various securities including, but not limited to, the William Blair Funds, William Blair SICAV, and Private Funds as well as securities of corporations to which our affiliate, William Blair & Company, provides investment banking and other corporate and executive services. We can also have financial interests in some securities for which we serve as sub-adviser (such as other mutual funds or collective investment trusts). In our position as an investment adviser, we sometimes recommend to our clients that they purchase or sell securities in which we have a financial interest, or in cases where we have investment discretion, we can purchase or sell those securities on behalf of our clients. In addition, our participating affiliate, William Blair International Ltd, can recommend to or invest in the same securities for its own clients as securities in which William Blair or its clients have an interest. This creates a conflict because we can be incented to promote these securities over others. A conflict also arises in situations where we restrict or refrain from making investment recommendations on particular securities because our affiliate, William Blair & Company, actively engaged in investment banking activities for issuers of those corporate securities. To help manage these conflicts, we rely on various compliance controls including the following:
• We maintain a Code of Ethics, which reinforces our fiduciary duty to clients, and conduct periodic training on our Code;
• We have written policies and procedures that clearly prescribe processes for employees when recommending investments for our clients;
• We utilize technological trading and compliance tools to monitor portfolio activities;
• We review portfolios to ensure investments are consistent with clients’ guidelines and restrictions;
• We typically solicit client consent to invest in the William Blair Funds for their investment advisory accounts;
• In cases where we purchase the William Blair Funds in clients’ investment advisory accounts, we do not generally charge additional investment advisory fees on the portion of assets invested in our William Blair Funds; and
• We have information barriers in place to prevent dissemination of material, non-public information between our various business groups and affiliates.
Personal Securities Trading
Because William Blair permits employees to engage in personal securities transactions, our employees are able to buy or sell securities that we have recommended to clients for their own personal accounts in a manner that is inconsistent with our recommendations to clients. As an example, an employee could buy a particular security that we recently have sold for clients. In addition, an employee could make a personal investment in the securities of our clients’ companies. These situations William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 23 create conflicts of interest because employees could be motivated to favor their own investment interests over clients’ interests or the interests of certain clients over other client. To help manage these conflicts, we rely on various compliance controls including the following:
• We maintain a Code of Ethics, which reinforces our fiduciary duty to clients;
• We require pre-clearance and reporting of personal transactions in covered securities for employees;
• In cases where we are purchasing or selling securities for clients’ accounts, we prohibit employees from transacting in the same securities for their own accounts until trades are completed for all client accounts;
• We monitor employees’ personal securities transactions in an effort to identify patterns or improper activities; and
• We have holding period requirements for most all personal securities activities of our employees to deter short-term or frequent trading.
Same Securities Investments for William Blair
Related Accounts
William Blair occasionally establishes proprietary accounts (generally for purposes of seeding a new investment strategy). Managing these sorts of accounts creates a conflict of interest with other investment advisory accounts as our portfolio managers could be incented to focus extra attention on or allocate select investment opportunities to these accounts. To manage these conflicts of interest, we have implemented various compliance controls, including the following:
• The Compliance Department is required to approve each proprietary account before opening;
• As described in Item 12, we have adopted trade allocation policies and procedures that seek to ensure fair and equitable access to investment opportunities for all accounts over time; and
• We do not compensate our portfolio managers based on individual account performance, therefore, providing no additional incentive to focus excessively on any single account.
Political Contributions
We do not allow our employees to make or solicit political contributions to support political candidates or elected officials for the purpose of obtaining or retaining business with governmental entities. We permit employees to make personal contributions to support candidates for whom they are eligible to vote subject to our political contribution policy’s contribution limits and reporting requirements. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 24 please register to get more info

Best Execution and Broker Selection
When we select broker-dealers to execute our clients’ orders, we seek best execution. The amount of commission is not in and of itself determinative of what constitutes best execution. William Blair does not always place brokerage transactions on the basis of lowest commission available. William Blair will make a determination that the commissions paid are reasonable in relation to the value of the services provided. Best execution is the most favorable combination of all factors that affect a trade, which can include the following:
• Commission rates charged by the broker in comparison to the charges of other brokers for similar transactions;
• Price of the security, including any mark-up or mark-down on the security;
• Access to the broker’s trading desk and the familiarity of the broker with our business;
• Extensiveness of the broker’s distribution network and its ability to fulfill more difficult orders;
• Ability of the broker to maintain confidentiality while executing trades to prevent the disclosure of our investment strategy or the details of an order in a way that will adversely affect market price;
• Extent to which the broker is willing to commit its own capital to fulfill difficult orders;
• Level of competence and infrastructure of the broker to handle complicated transactions such as derivatives;
• Broker’s execution abilities, including the level of accuracy, speed of execution, and ability to obtain best net price;
• Broker’s communications and administrative abilities, including efficiency of reporting, settlement, and correction of trade errors;
• The broker’s ability to provide market information;
• The broker’s trading expertise; and
• The broker’s capital strength and financial stability.

Conflicts arise when selecting broker-dealers because we do not simply seek the lowest possible commission (cost). We could be motivated to use commissions (instead of cash) to pay for services or to select a broker-dealer based on factors other than the quality of their execution. This could cause clients to pay commissions that are higher than commissions charged by broker-dealers who do not provide the above benefits. However, we believe that in return for paying fair and reasonable commissions, our clients will benefit. We make every effort to allocate the benefits to the accounts generating these commissions, but some accounts that did not directly pay for the benefits also gain. For more information about soft dollars, please see “Research and Other Soft Dollar Benefits” below. To manage conflicts, we have developed detailed policies and procedures and implemented several controls including the following:
• We maintain a list of approved brokers and review the list at least annually;
• We have established compliance policies and procedures relating to brokerage practices that include the creation of a Brokerage Research/ Commission Committee to review best execution;
• We routinely review commission rates, trade execution, and settlement services; and
• We do not consider a broker-dealer's sales of mutual fund shares when determining whether to select a particular broker-dealer to execute mutual fund portfolio transactions.
Client Directed Brokerage
In some instances, clients direct us to place their order or a portion of their brokerage orders through specific broker-dealers. We can deny client requests to direct brokerage, and we must accept direction before it becomes effective. In selecting the directed broker-dealer, the client is typically responsible for negotiating commission rates and other transaction costs with the directed broker-dealer. Clients with directed broker-dealer arrangements might not receive best execution since the directed brokerage can result in higher commissions than might be the case if we were empowered to negotiate commission rates or select broker-dealers based on best execution. We are not required to execute any transaction through the directed broker-dealer if we reasonably believe that doing so could result in a breach of our fiduciary duty. By instructing us to execute transactions through the directed broker-dealer (including expense reimbursement and commission recapture arrangements), the client can not necessarily obtain commission rates and execution as favorable as those that would be obtained if we were able to place transactions with other broker-dealers. The client also could forego benefits that we obtain for our other clients through, for example, negotiating volume discounts or block trades. In addition, directed brokerage can represent a conflict of interest in our William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 25 efforts to obtain best execution for all clients. Also, if the directed broker-dealer played a role in introducing or referring the client to our firm, we can face a conflict of interest that could be seen as reducing our incentive to obtain a lower commission.
Trade Order Aggregation and Trade Rotation
William Blair has adopted a Trade Order Aggregation and Trade Allocation Policy for equity securities. Under this policy, we process orders on a first-in, first-out basis, unless there are multiple orders from portfolio managers in the same security on the same day. In these cases, we aggregate orders for efficiency and negotiability purposes, so long as the aggregation is consistent with best execution principles and the clients' advisory contracts. When we have more than one client order in the same security, we seek to, but are not obligated to, aggregate (bunch) orders or execute orders sequentially (rotate) in an order determined by a “randomizer.” We take into account the trader’s judgment on the trading characteristics of the security, specific client direction, and the pursuit of best execution. We do not aggregate orders if we believe that aggregation would cause clients’ costs of execution to be increased under the circumstances. We believe, however, that in the appropriate circumstances, aggregating client orders for the same security permits all clients in the order to participate equitably in purchases and sales. We decide to bunch or rotate (or both) primarily based on a particular security’s average liquidity, market conditions, and the relative size of the shares to be traded versus that liquidity. For thinly traded securities, such as many small and mid-cap securities, the ability of a trader to choose the execution destination is an important factor in minimizing market impact, and therefore an intangible element of trading costs. Where liquidity is of concern, we typically bunch and trade first tier accounts together. Once a bunched trade is executed with the broker or dealer chosen to provide best execution, a portion of the trade can be "stepped out" to brokers, in the judgment of the traders, in order to accommodate clients’ directed brokerage or certain Wrap Programs. However, if in the trader’s judgment, the use of step- outs on a particular trade is not practical or compromises best execution, we do not bunch orders and instead randomly rotate the order of execution between the various directed blocks of stock and model portfolio program sponsors. Exceptions to the bunching and rotating of orders include but are not limited to client liquidations, client cash constraints, certain securities markets or security types that make bunching impractical or would lead to unfair results, and sources of natural liquidity. For Fixed Income Accounts Only. We sometimes aggregate fixed income trades for a client with trades in the same security for other clients. We determine whether aggregation of a transaction is appropriate and allocate securities among participating accounts with similar investment guidelines.
Equity Trade Rotation Process
We utilize a multi-tiered trade rotation policy that seeks to execute equity securities transactions of our clients and disseminate model portfolios to our model portfolio clients in a fair and equitable manner. All clients (except those participating in certain transactions in certain emerging markets) participating in a bunched trade receive the same average execution price with each executing broker for the day. If, in the judgment of the trading desk, there are significant time lapses between individual managers’ orders and/or significant price changes for the security, subsequent orders typically begin to participate on executions from the time at which they were submitted to the trading desk. If a security is being traded under the provisions of a full randomized rotation, and time delays or price movements are significant, the traders complete the blocks under the initial randomizer results, and then run a new randomization for all subsequent blocks. The trade rotation process presents issues that include detrimental market impact (i.e., earlier trades can move the market causing subsequent trades to receive inferior prices), “signaling” concerns (i.e., broker-dealers anticipate additional trades in the same security and use this information to the detriment of the manager’s client), and timing differences that result in clients obtaining different execution prices and performance dispersion among accounts. Such concerns are mitigated where the securities involved have significant trading volume and high liquidity. The trade rotation tiers are as follows: 1. First Tier We include clients that do not direct us to use specified broker-dealers, unless such directed broker-dealers accept step-outs on the trade in question, in the first tier (“Free to Trade Accounts”). In addition, if a client requests that a certain percentage of its trades be directed to a specified broker-dealer, any trades not required to meet the percentage requirement are eligible, but not required, to be included in the first tier as Free to Trade Accounts. (For example, if a client directs that at least 30% of its trades should be directed to a specified broker-dealer, the remaining 70% of its trades are eligible, but not required, to be included in the first tier.) William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 26
2. Second Tier
We typically wait to trade second tier accounts until the “bunched” first tier trade is completed. We then execute trades for second tier accounts in order according to the results of a randomizer. Clients included in the second tier are 1) clients that direct us to utilize specified broker-dealers; 2) Wrap Program clients for whom William Blair executes trades but are generally only permitted to do so through the program’s affiliated broker-dealer; 3) clients for whom William Blair provides its model portfolio to the client but does not execute trades (“Model Only Clients”) and 4) clients invested in certain securities markets or security types that make bunching impractical or would lead to unfair results. Second tier accounts are traded on a randomized rotation basis after the first tier clients have completed their transactions. Wrap Program client accounts will trade sequentially in an order determined on a rotation basis. A client’s decision to utilize a broker as the custodian of its account (e.g. participation in a Wrap Program) can, even in the absence of an express direction to use that broker for executing securities transactions, have the same practical effect as a direction depending on the broker’s capabilities and charges. With regard to Wrap Program accounts, we typically have the discretion to select broker- dealers other than the broker-dealer acting as or affiliated with the Wrap Program sponsor when necessary to fulfill our duty to seek best execution of transactions for clients’ accounts. However, when a trade is placed with another broker-dealer, Wrap Program clients can be charged brokerage commissions and other charges for transactions not effected through the Wrap Program sponsor, whereas the wrap fee covers the cost of brokerage commissions and other transactions effected through the Wrap Program Sponsor. To prevent the Wrap Program client from incurring additional transaction charges outside of the wrap fee, we typically direct trades for Wrap Program clients to the Wrap Program sponsor. We are not able to obtain consistent execution between client accounts at different program sponsors due to our inability to aggregate trades across all clients. When trades are directed to Wrap Program sponsors, we aggregate transactions for client accounts within the same Wrap Program. Accounts in an aggregated transaction receive the same average price per share. However, clients in different Wrap Programs can receive different execution prices for transactions in the same security. We utilize a trade rotation to prevent any single program sponsor relationship from consistently trading first or last. For Model Only Clients, William Blair will follow the trade rotation and will pause trading for other clients until the Model Only Client program’s trading concludes. In those instances, the program sponsor will agree in advance to a specific trading and communication protocol that will include notification to William Blair promptly upon conclusion of execution of the trades. Should the sponsor fail to do so within the time such a trade ordinarily would conclude, William Blair reserves the right to commence trading in its remaining accounts upon the expiration of the ordinary trade window even absent explicit notification from the relevant Model Only Client program sponsor. William Blair reserves the right to designate a Model Only Client program sponsor that routinely fails to adhere to the agreed upon protocols noted above to the third tier. In addition, William Blair reserves the right in its sole discretion to designate Model Only Clients to the third tier for trades that cannot be effectively executed in the ordinary course by the program sponsor or its affiliates.
3. Third Tier
Third tier accounts typically wait until the first tier and second tier trades are completed. Model Only Clients that are unable to agree in advance with specific trading and communication protocol in addition to the circumstances listed above are included in the third tier.
Trade Allocation
When the full amount of a bunched equity order is not executed, partially executed orders typically are allocated among the participating client accounts on a pro rata basis in a fair and equitable manner in accordance with William Blair’s policies and procedures. In cases where we receive only a de minimis number of shares, we can determine it is not in the overall best interest of clients to allocate shares on a pro rata basis and instead allocate on a basis as determined by the manager of each trading desk. All such modifications must be reported promptly to the Chief Compliance Officer. In certain emerging markets, the executing broker-dealer can require a pre- allocation prior to trading. In such instances, the allocations typically are determined by the executing broker-dealer. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 27 In cases where we seek to participate in an IPO or secondary offering, we determine the total number of shares to request from the offering syndicate based on a pre-allocation of all eligible client accounts, subject to cash constraints and investment restrictions, established during the order generation process. If we receive an allotment of shares of an IPO or a secondary offering in a quantity that, in our judgment, is significant enough to permit a meaningful allocation to all accounts in the pre-allocation, our trading system allocates the shares on a pro rata basis based on each account’s percentage participation in the order. When we allocate shares of an IPO or a secondary offering but receive fewer shares of the offering than requested, we allocate shares on a pro rata basis according to requested order size subject to certain minimum share increments that are applied in our judgment. Only client accounts that are eligible to participate in IPOs or secondary offerings can receive an allocation. Where William Blair trades derivatives on behalf of client accounts, including accounts of pooled funds advised or subadvised by William Blair, it will provide fair and equitable allocations over time, both generally and for split and partial fills, and will not give consistently preferential or unfavorable treatment to any fund or client account over time. For trades that are cleared, allocation will occur sufficiently before the end of the day the order is executed to ensure that clearing records can identify the ultimate fund or account for each trade. For uncleared trades, William Blair will provide allocation information to the counterparty no later than at the end of the calendar day the trade was executed.
Foreign Currency Exchange Transactions
For transactions involving securities traded on exchanges outside of the U.S. (or the client’s base currency, if not U.S. Dollars), foreign currency exchange transactions are necessary to convert foreign currency into U.S. Dollars (or the client’s base currency, if not U.S. Dollars), and vice versa, to complete purchases and sales of foreign securities. The bid to offer spread when engaging in foreign currency transactions can be substantial and varies with such factors as the currency involved, the size of the transaction, and prevailing market conditions. When effecting trades for our multi-asset and multi- currency portfolios, William Blair will execute spot transactions as needed to settle foreign securities trades. William Blair also executes spot transactions to settle foreign securities trades on certain over-the- counter derivatives that require settlement in currencies other than U.S. Dollars. It is frequently the responsibility of a client’s custodian to handle foreign currency transactions for client accounts. However, when requested, as an accommodation to clients, we have the ability to execute certain foreign exchange transactions required to settle securities transactions in clients’ accounts. Clients who desire to have us execute the foreign exchange transactions that are required to settle securities transactions for their accounts should contact us. If so requested, we monitor the rates at which such transactions are executed and provide reporting to clients. We do not execute transactions in any other currencies on a negotiated basis on behalf of a client. We also do not execute foreign exchange transactions for corporate actions such as mergers, offerings of rights and warrants, cash dividends, and interest income denominated in a non-U.S. currency involving repatriation of interest and dividends due to the nature and frequency of such transactions. All such transactions are executed on each client’s behalf by their custodian or other third party as described below. For clients that do not request William Blair to execute the foreign currency transactions, those transactions are typically executed on their behalf by each client’s custodian pursuant to standing instructions communicated by the client to the custodian when the account is established or at the time settlement instructions are sent to the custodian for a particular transaction. In that case, it is the client’s responsibility to negotiate the terms for execution of foreign currency transactions, including the rates and times at which they are executed. Even if a client elects to have us execute foreign currency transactions for their account, any trades in currencies other than those listed above will need to be sent directly to the custodian or sub- custodian for execution in the local market. In these cases, we can monitor that the foreign currency is available to complete equity transactions executed on the client’s behalf. However, clients should consider evaluating the quality of execution received on such foreign exchange transactions. Transacting with dealers other than a client’s custodian causes the client to incur additional fees, such as wire fees for each currency transaction that are not charged if the foreign exchange transaction is executed through the client’s custodian. Additionally, there can be operational advantages to using a client’s custodian, such as contractual settlement and systematic communication between a custodian’s currency trading operations and its equity settlement operations, which can reduce settlement risk. Most clients find after considering the costs and operational issues that their interests are best served by having the custodian execute many of their foreign currency exchange transactions, such as in the case of corporate actions.
Use of Derivative Instruments
Certain investment strategies managed by William Blair utilize financial derivatives such as options, futures, swaps and currency forwards. Derivatives will include equivalent cash settled instruments dealt in on a regulated market and/or financial derivative instruments dealt in over-the-counter (“OTC”) markets. Partly as a result of certain changes to applicable laws, rules and regulations, investing in these instruments William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 28 involve certain specific operational and other requirements and risks. Derivative trading counterparties can require William Blair and/or its clients on whose behalf William Blair enters into derivative transactions to sign various documents and enter into agreements (including ISDAs and credit support annexes). For clients invested in strategies that utilize currency forwards, which currently do not require collateral to be posted, William Blair requests that each account adhere to an industry-wide protocol called the Dodd- Frank Protocol so, among other things, William Blair can trade with its preferred counterparties. With respect to derivatives that require collateral, William Blair typically trades as an authorized agent under ISDAs and credit support annexes on behalf of clients, a process which requires individual credit approval of such clients by William Blair’s preferred counterparties. ISDA documents require the client, or William Blair on its behalf, among other things, to make certain representations and warranties that the counterparties must obtain for them to comply with those laws, rules and regulations and/or to satisfy their own internal policies and procedures. William Blair might not have the necessary information about its clients to make those representations and warranties, and therefore might require such clients to either, sign the applicable documents and enter into the applicable agreements, or to provide backup certifications to allow William Blair to do so. If William Blair is not able to satisfactorily meet a counterparty's specific requirements, it might not be able to enter into derivative transactions on behalf of the client. In addition, any client on whose behalf William Blair enters into a derivative transaction can be required to post collateral for those transactions. Any client on whose behalf William Blair can enter into derivative transactions will need to cooperate with William Blair, and instruct its custodian to cooperate with William Blair, to establish the necessary arrangements to satisfy collateral requirements. Any action taken by the client or the custodian that causes insufficient collateral to be posted can cause the counterparty to issue a margin call, seize the collateral, close out the related derivative transaction or take other action as permitted by the transaction documents. Any of these actions could result in a loss to the client.
Research and Other Soft Dollar Benefits
William Blair receives research products and services from broker-dealers and third parties that are used to carry out its investment management responsibilities with respect to client accounts over which the firm exercises investment discretion. William Blair pays for these research products and services using a combination of direct payment (“hard dollars”) and client commission dollars (“soft dollars”), paying for independent third party research with hard dollars while paying for broker-dealers’ proprietary research and services using both soft and hard dollars. William Blair uses both agency only brokers and broker-dealers, some of which provide us with research products and services to execute client transactions. William Blair pays all brokers execution only commission rates but also will participate in “commission sharing arrangements” with certain broker-dealers as further described below. Only broker-dealers who generate their own proprietary research are eligible to be compensated with soft dollars. Section 28(e) of the Securities Exchange Act of 1934 permits us to pay higher commissions if we can demonstrate the commissions are reasonable in relation to the research or brokerage services we receive. William Blair receives research products and services from broker-dealers and third parties such as the following:
• Written reports on individual companies and industries of particular interest to us;
• General economic conditions, pertinent federal and state legislative developments and changes in accounting practices;
• Direct access by telephone or meetings with leading research analysts throughout the financial community and industry experts;
• Comparative performance and evaluation and technical measurement services for issuers, industries and the market as a whole;
• Access to and monitoring of equity valuation models; and
• Services from recognized experts on investment matters of particular interest.

William Blair has an incentive to use commission dollars to purchase research instead of having to pay for the same research out of its own profits. In addition, to the extent William Blair uses commission dollars to purchase research, we must use the commission dollars generated from accounts that have granted discretion to us as to brokerage placement. Accordingly, commission dollars generated from accounts that grant brokerage placement discretion to William Blair are used to purchase research that also benefits accounts that do not grant us discretion. In some cases, the above services require the use of or be delivered by computer systems whose software components are provided to William Blair as part of the services. In a few instances, we share the use of a research service or product with others within William Blair and/or affiliates. In this event, we make a good faith effort to allocate the use of this research. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 29 We do not use all products and services for the sole benefit of the clients whose commission dollars paid for the products and services. Research we obtain from commissions paid by one account is used to benefit all accounts. This creates conflicts because some clients get the benefit of research or services received due to another client’s commission dollars. In most instances, Wrap Program accounts, model delivery accounts, and other accounts that have not provided us with discretion as to brokerage do not contribute (or contribute relatively less than accounts that have provided us with brokerage discretion) to research and services paid for with client commissions. However, such accounts receive the research benefits from those accounts that have granted us discretion as to brokerage placement. For example, Wrap Program accounts benefit from services provided by brokerage commissions of other accounts, while the non-Wrap Program accounts do not receive the same benefits from brokerage commissions of Wrap Program accounts. While we negotiate commissions and prices with certain broker-dealers that provide us brokerage or research services, we do not enter into any agreement with any broker-dealer that obligates us to direct a specific amount of brokerage transactions or commissions in return for such services. We do, however, consider the research services as a factor in determining the amount of commissions to be allocated to a specific broker-dealer. Also, certain broker-dealers state in advance the amount of brokerage commissions they require for certain services. If we do not meet the amount required to obtain a particular desired product, we direct excess research commissions as part of a CSA with an executing broker-dealer to pay the research provider or we pay hard dollars to make up the difference. We have various controls in place to manage these conflicts including the following:
• We periodically review our soft dollar practices to determine, in good faith, that commissions used to acquire research products and services were reasonable in relation to the value of research or services received;
• We periodically review commission rates relative to our peers;
• We periodically review products and services acquired by soft dollar commissions to assess their benefit to client accounts;
• Our Chief Compliance Officer serves as a member of our Brokerage Committee responsible for oversight of our soft dollar practices; and


• All employees are Access Persons subject to William Blair’s compliance policies and procedures, including its Code of Ethics. Generally, William Blair does not commit to any broker-dealer a specified amount of commission dollars as compensation for furnishing research services, except for subscriptions for access to basic research that have agreed upon rate cards for interactions with broker-dealers’ research teams. We assess the value of research received from a broker- dealer and compensate that broker-dealer with the amount of commission dollars we believe is reasonable (within the context of commissions generated) for the services provided.
Mixed Use Services
To the extent services we receive from broker-dealers or other service providers have administrative, marketing or other uses, these other uses do not constitute (in whole or in part) research or brokerage services within the meaning of Section 28(e) of the Securities Exchange Act. Such services that include eligible research or brokerage services and other uses are generally known as "mixed use" services. We evaluate the use within the firm of "mixed-use" services, if any, and allocate the cost of such services between research/brokerage and non- research/brokerage uses based on the number of people, the purpose used, and the time that different personnel use the service. In making such an allocation, a conflict of interest arises in determining the cost allocation of mixed-use items between research and non-research portions of the products. William Blair pays hard dollars for any portion of the mixed-use services that is allocated to the non-research/brokerage portion. Although the allocation between commissions and hard dollars is not always a precise calculation, we will make a good faith effort to reasonably allocate such services. To the extent that any such “mixed use” services are obtained, we prepare records detailing the research, services and products obtained and the allocation between the research and non-research portions, including payments made by commissions and hard dollars.
Commission Arrangements
William Blair participates in commission sharing arrangements and client commission arrangements (collectively, “CSAs”). William Blair uses a combination of agency only brokers and broker- dealers that provide us research to execute client transactions or generate commission sharing credits to pay for research. We also execute transactions through electronic/algorithmic trading systems and other alternative trading platforms (collectively “ATS”). The ATS or broker-dealer that administers the CSA receives a portion of the commission while another portion is credited to a pool to be used to pay for research services we receive from other firms. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 30 With respect to broker-dealers we use for CSAs, we negotiate a base execution commission rate plus an additional research commission rate (sometimes referred to as “cost plus pricing”). The CSAs, as well as the research we receive in connection with the arrangements, is designed to comply with Section 28(e) of the Securities Exchange Act as described above. We believe that our participation in CSAs provides benefits such as the following:
• Helps us consolidate payments for research we obtain through multiple channels using accumulated client commissions or credits from transactions executed through a particular broker-dealer or ATS;
• Strengthens our relationships with our key broker-dealers; and
• Allows us to receive research services on an ongoing basis while facilitating best execution in the trading process. We believe research services are useful in our investment decision-making process because they provide access to a variety of high quality research and individual analysts that might not be available to us without such arrangements. Research we receive under a CSA can include proprietary research and third party research costs. A Brokerage Committee routinely reviews the quality of research and execution services of the various broker-dealers. This committee also reviews the commission rates charged by the various broker- dealers to make a good faith determination that they are reasonable in relation to the value of the products and services provided.
Trade Errors
William Blair employs a standard of care in the placement, execution and settlement of trades for clients’ accounts and generally considers any deviation from this standard a trade error. When we cause a trade error, we take prompt action to resolve the error with the objective to return the client’s account to the position that it would have been in had there been no error. We pay to correct an error and reimburse a client for any loss resulting from the error. We do not permit the use of soft dollars to correct trading errors. To ensure trade errors do not adversely affect a client’s portfolio, the Chief Compliance Officer reviews each trade error and routinely reviews our trade error log.




Cross Trades
We can effect securities transactions between two advisory clients, (which are commonly referred to as “cross trades”). William Blair receives no compensation for effecting the transactions and does so in an objective manner and only if it ensures it has a reasonable basis for believing the price is fair to both buyers and sellers. For cross transactions in mutual fund accounts, William Blair shall comply with rule 17a-7 under the Investment Company Act of 1940. William Blair does not effect cross trades in ERISA accounts. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 31 please register to get more info

William Blair’s portfolio management teams are responsible for the review of clients’ accounts. Portfolio managers generally review the assets of client accounts daily for portfolio strategy and asset allocation purposes. Portfolio managers and trade order administration teams also review accounts on a regular basis to confirm portfolios are being managed consistent with the portfolio model for each investment strategy. William Blair’s investment research analysts indirectly participate in the review process through their ongoing review of securities held within clients’ accounts. William Blair’s compliance department assesses client accounts via an electronic compliance monitoring system. Client accounts are tested on a daily basis as part of an automated process for adherence to investment strategy guidelines and client restrictions. William Blair’s portfolio accounting department also performs reconciliations of records of the securities and cash within clients’ accounts against the custodians’ records on a daily basis. The client relationship managers review each account monthly or quarterly and on an ad hoc basis, as needed, for specific securities held, adherence to investment guidelines, and account performance. The client relationship managers serve as primary point of contact for clients and will facilitate access to investment or other personnel as appropriate. William Blair provides written reports to clients at least on a quarterly basis. These reports typically include commentary about the investment strategy, individual securities transactions, and more broadly about the market, as well as portfolio performance and portfolio positioning as of the end of the period. We will include other information as can be requested by clients. We also provide reports on a monthly or other interim basis upon client request. Because the sponsor of Wrap Programs generally are responsible for providing reports to their Wrap Program clients, William Blair typically will provide the sponsor with requested information for the sponsor to provide information directly to Wrap Program clients. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 32 please register to get more info

COMPENSATION
Solicitation Payments
On occasion, we enter into an agreement with third party solicitors in order to pay cash compensation to the solicitor for referring advisory clients to our firm. Solicitors must provide clients referred to us through such arrangements a disclosure document describing the terms and conditions of the solicitation arrangement, including the compensation paid to the solicitor. The advisory fees paid by referred clients to us generally are based upon the revenue generated by the referred clients’ accounts, and the clients’ advisory fees are not higher than they would otherwise be because of the referral fees paid.
Other Payments and Contributions
Many of our clients and prospective clients retain investment consultants, or in some cases financial advisors, to advise them on the selection and review of investment managers. As a firm, we also have other business relationships with these third parties. To the extent allowed under applicable law and our policies, we sometimes contribute toward expenses related to educational seminars, training programs, conferences or meals and entertainment incurred by third parties, financial advisors, and firms that use our firm as a sub-adviser or include us on a list of recommended investment advisers (including consultants). We also pay travel and lodging expenses relating to financial advisors' attendance at our due diligence meetings. In some cases, make charitable contributions or underwrite or sponsor charitable events at the request of others, including those who are affiliated with clients or program sponsors of Wrap Programs or consultants that have referred clients to the firm. From time to time we also buy from third parties certain services or products used in our investment advisory business (such as research services) or pay registration or other fees toward or assist in sponsoring such parties’ industry forums, seminars or conferences. We pay these contributions and payments out of our own resources. The amount of payments and the value of items and benefits can or might not be substantial. These payments, items and benefits give the recipients incentives to favor our investment advisory services and other William Blair- affiliated investment products and services over those of investment advisory firms that do not provide the same payments, items and benefits. However, these payments are subject to our internal policies that address and, in some cases, limit payments with the

1 Effective January 1,2018, the William Blair Funds have agreed to pay William Blair a shareholder administration fee at an annual rate of 0.00% of average daily net assets attributable to Class N shares or overall aim to avoid compromising advice or recommendations given to clients by special incentives or compensation arrangements.
Asset-Based Compensation
Employees of our affiliate, William Blair & Company, including when the employees are acting in their role as registered representatives with an affiliated broker-dealer, receive compensation (including 12b-1 fees) where eligible for their clients’ investment in securities or other investment products, including asset-based compensation. We compensate William Blair & Company (who, in turn, compensates its employees) on its clients’ assets invested in Private Funds, William Blair Funds, and in separate accounts advised or subadvised by William Blair. This practice constitutes a conflict of interest for William Blair and the William Blair & Company employee (and indirectly, William Blair & Company) in that it gives the employee an incentive to recommend William Blair investment products based on the compensation received. As always, clients have the option to purchase recommended investment products through other brokers or agents or choose other investment advisers that are not affiliated with William Blair. As described in Item 10, William Blair’s affiliate, William Blair & Company, acts as distributor for the William Blair Funds and receives for its services a shareholder administration fee1 and distribution fee from certain share classes of each William Blair Fund as described in the William Blair Funds’ prospectuses and statements of additional information. This constitutes a conflict of interest for William Blair and William Blair & Company in that employees are incented to recommend investment in share classes subject to the above-described fees. William Blair & Company’s registered representatives are responsible for understanding the availability of sales charge discounts to provide the client the opportunity to purchase a Fund under the most favorable terms available. Clients also have the option to invest in securities other than the William Blair Funds.
Compensation for Internal Referrals
William Blair and its affiliates have established an internal referral program to support growth across the William Blair organization. Employees can be paid direct compensation for generating qualified leads within one of the other departments across William Blair and affiliates. Therefore, employees are incented to refer a client to other business lines of William Blair or its affiliates. Class I shares, as applicable, of the William Blair Funds as described in the William Blair Funds’ Prospectus and Statement of Additional Information. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 33 please register to get more info

Clients choose which custodians will custody their assets2. It is our understanding that certain such custodial agreements or other agreements or documents contain provisions that could result in William Blair having inadvertent custody of client account assets as a result of language permitting us, as investment adviser, to withdraw client assets upon instruction to the custodian. Our agreements with our clients, however, are not intended to give us broad authority to withdraw client assets, and we disclaim such authority to the extent applicable. With respect to these concerns, our authority as it relates to custody should be considered to be limited in the ordinary course to customary trading and settlement of securities and investment transactions in the client’s account, typically on a “delivery vs payment” basis for securities transactions, as well as fee deductions in certain cases, as applicable. William Blair has custody of clients’ assets since some clients provide their custodian a standing authorization to deduct advisory fees or disburse funds to one or more third parties, as specifically designated by the client, from their account upon receipt of a bill from William Blair or other third party designated by the client. After granting William Blair with this limited authorization, the client then instructs the qualified custodian for the client's account to accept William Blair’s direction on the client's behalf to move money to the third party designated by the client on the Standing Letter of Authorization. The qualified custodian takes that instruction in writing directly from the account holder, and William Blair’s authority is limited by the terms of that instruction. We are authorized to act merely as an agent for the client. The client retains full power to change or revoke the arrangement. William Blair also has custody of clients’ assets because our affiliates under common control, William Blair Advanced Strategies, LLC and William Blair Global Advanced Strategies act as general partner or manager to Private Funds for which William Blair is the investment adviser.

2 Our affiliate, William Blair & Company, has entered into agreements with Fidelity Investments and its various affiliates including National Financial Services and Institutional Wealth Services (collectively, “NFS”), whereby NFS will provides custodial, brokerage and certain other services for certain retail clients of William Blair & Company. Clients are not required to use NFS for these services, and clients are free to work with other custodians. Because clients of William Blair choose which custodians will custody their assets, they can select NFS as their custodian. Clients

Custodian Statements
Clients should receive at least quarterly statements from the bank, broker-dealer, or other qualified custodian that holds and maintains their investment assets. Investors in Private Funds will receive annual audited financial statements. Our account statements vary from custodial statements based on accounting procedures, reporting dates, or valuation methodologies of certain securities. For tax and other purposes, each client’s custodial statement is the official record of their account and assets. We urge each client to carefully review their custodian statements and compare them to the account statements that we provide as investment manager.

of William Blair & Company as well as clients of William Blair who choose to use NFS’s services, enter into separate custodial and/or brokerage agreements with NFS. Each client who considers NFS is provided with the appropriate agreements and applicable fee schedules at that time. William Blair & Company receives certain fees and credits from NFS. For more information, clients should refer to their investment advisory agreement, other customer account documentation or Part 2A of Form ADV for William Blair & Company. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 34 please register to get more info

William Blair maintains discretionary investment authority for the assets that we manage. In some cases, we also provide investment advice to clients on a non-discretionary basis. We typically receive an executed investment advisory agreement from the client providing the authority to manage their account assets, subject to certain limitations that are set forth in the agreement’s investment guidelines. The investment guidelines can restrict our discretion, for example, with respect to the securities of a particular country or industry. We typically request clients provide changes to their investment guidelines to us in writing and confirm in writing any verbal changes provided by the client. We also request certain documentation in addition to an executed investment advisory agreement as needed (for example, to verify a client’s authority over the assets).
Aggregate Ownership of Securities
We monitor the aggregate ownership of equity securities across accounts and adopt limits on the aggregate ownership levels based on firm and regulatory considerations. The limits we place on aggregate ownership of securities across accounts can cause performance dispersion among accounts with similar investment guidelines if a security’s aggregate ownership has reached prescribed limits. This tends to be more common with accounts invested primarily in small and mid-capitalization stocks. In cases where a security has reached its ownership limit, portfolio managers seek to either substitute a similar security or omit the security and reallocate the portfolio.
Allocation of Investment Opportunities
In some instances, our ability to purchase or sell certain securities is limited due to a limited supply or demand in the market. Allocation preference generally is given according to strategy objectives and investment guidelines. For example, a strategy that invests primarily in emerging market equities might be given allocation preference in the acquisition of an emerging market equity security before purchasing that security for a strategy that invests in equity securities across all market capitalizations and markets. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 35 please register to get more info

Proxy Voting Practices
In cases where William Blair has proxy voting authority, we vote the proxies of our clients solely in the best interest of our clients’ participants and beneficiaries and for the exclusive purpose of providing benefits to them and shall not place William Blair’s own interests ahead of the interests of its clients. We act with the care, skill, prudence and diligence under the circumstances then prevailing that a prudent person acting in a like capacity and familiar with such matters would use in the conduct of an enterprise of a like character and with like aims. We are not responsible for voting proxies we do not receive in a timely manner. For clients participating in a securities lending program via their custodian, we will not be eligible to vote proxies for the portion of shares on loan. In some instances, we agree to implement a client’s own proxy voting policy. In instances where we have implemented a client provided proxy voting policy, we will vote in accordance with the client’s policy at all times even if the client’s policy is inconsistent with William Blair’s vote. Generally, William Blair relies upon an administrator to facilitate our proxy voting activities. Our proxy administrator reviews all proxies received, subject to the requirement that all votes shall be cast solely in the best interest of the clients in their capacity as shareholders of a company. The proxy administrator votes the proxies according to the firm’s voting guidelines, which are designed to address matters typically arising in proxy votes. We do not intend our voting guidelines to be exhaustive; hundreds of issues appear on proxy ballots and it is neither practical nor productive to fashion a guideline for each. Rather, our voting guidelines are intended to cover the most significant and frequent proxy issues that arise. For issues not covered or to be voted on a “case-by-case” basis by the voting guidelines, the proxy administrator consults the Proxy Committee. In addition, portfolio managers and analysts covering specific companies are responsible for monitoring significant corporate developments, including proxy proposals submitted to shareholders and notifying the Proxy Committee of circumstances where the interests of William Blair’s clients can warrant a vote contrary to the voting guidelines. In such instances, the portfolio manager or analyst will submit a written rationale to the Proxy Committee. The Proxy Committee reviews the issues and votes each proxy based on information from the company, our internal analysts and third party research sources, in the best interests of the clients in their capacity as shareholders of a company. The Proxy Committee consists of representatives from management, portfolio managers, analysts, and operations, as well as a representative from the compliance department. The Proxy Committee reviews the proxy voting policy and procedures annually and revises its guidelines as events warrant. In the event that any conflicts of interest arise in the firm’s voting of proxies, the Proxy Committee votes all proxies for that company according to our predetermined procedures. If our voting guidelines indicate a vote “for” or “against” a specific issue we continue to vote according to the voting guidelines. If our voting guidelines have no recommendation or indicate a vote on a “case-by-case” basis, we vote consistent with the voting recommendation provided by Institutional Shareholder Services (ISS), an independent third party research provider that analyzes each vote from the shareholder vantage point. ISS provides proxy voting, maintenance, reporting, analysis and record keeping services for William Blair for clients where William Blair has proxy voting authority. If a client expressly directs in writing how a solicitation should be voted, the vote will go in front of the Proxy Committee. If there is no conflict of interest, we cast the vote with respect to such solicitation in the manner directed by the client.
International Markets and Share Blocking Policy
In some cases proxy votes cast by William Blair for clients can be rejected in certain markets. Some non- US markets have additional requirements for custodians in order to process votes in those market. Two specific cases include Power of Attorney documentation and Split Voting. Power of Attorney documentation authorizes a local agent to facilitate the voting instruction on behalf of the client in the local market. If the appropriate documentation is not available for use, a vote instruction can be rejected. Split Voting occurs when a custodian utilizes an omnibus account to aggregate multiple customer accounts for voting into a single voting record. If one portion of the holdings would like to vote in one manner (“FOR”) and another portion would like to vote in another manner (“AGAINST”), the custodian needs to ensure they are authorized to split the vote for an agenda item in certain markets. In international markets where share blocking applies, we typically do not, but reserve the right to, vote proxies due to liquidity constraints. Share blocking is the “freezing” of shares for trading purposes at the custodian/sub-custodian bank level in order to vote proxies. Share blocking typically takes place between one and 20 days before an upcoming shareholder meeting, depending on the market. While shares are frozen, they are not be traded. Therefore, the potential exists for a pending trade to fail if trade settlement falls on a date during the blocking period. We do not subordinate the interests of participants and beneficiaries to unrelated objectives. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 36
Oversight of Proxy Administrator
William Blair believes that contracting with a proxy administrator to provide services including: providing research and analysis regarding the matters subject to a vote; making publicly known its general voting guidelines; and making voting recommendations on specific matters subject to vote can reduce burdens for William Blair and potentially reduce costs for William Blair’s clients as compared to conducting such services in-house. William Blair shall provide reasonable oversight of the proxy administrator. In providing oversight, William Blair will seek to ascertain whether the proxy administrator has the capacity and competency to adequately analyze proxy issues. Annual reviews by the Proxy Committee will assess whether the proxy administrator has the competency and capacity to adequately analyze the matters for which William Blair is responsible for voting and will include the review of the adequacy and quality of the proxy advisory firm’s staffing, personnel, and technology. An assessment to ensure that the proxy advisory firm has robust policies and procedures that enable it to make proxy voting recommendations based on current and accurate information, including whether it has an effective process for seeking timely input from issuers and its clients with respect to, for example, its proxy voting policies, methodologies, and peer group constructions, and identify and address conflicts of interest relating to its voting recommendations. William Blair will evaluate the proxy administrator’s methodologies used in formulating recommendations adequately disclosed such that William Blair can understand the factors underlying the recommendations, and will identify the nature of any third-party information sources the proxy administrator uses as a basis for its recommendations and when and how it engages with issuers and third parties. William Blair personnel responsible for administration of proxy voting shall periodically review a random sample of votes recommended by the proxy administrator to ensure they are consistent with the voting guidelines and report any inconsistencies to the Proxy Committee. The sample will include proxy votes that relate to proposals that can require more issuer-specific analysis to assist in evaluating whether William Blair’s voting determinations are consistent with its voting policies and procedures and in its clients’ best interest. William Blair personnel responsible for proxy voting shall periodically inquire whether the proxy administrator has learned that any recommendation

3 William Blair has engaged Institutional Shareholder Services Inc. (ISS) to assist in the administration and voting of proxies. The Voting Guidelines are available on ISS’s website at: https://www.issgovernance.com/policy-gateway/voting-policies/ was based on a material factual error, potential incompleteness, or potential methodological weaknesses in the proxy administrator’s analysis, and, if so, William Blair shall investigate the error and evaluate whether the proxy administrator is taking steps to mitigate making such errors in the future and report any such errors, as well as their resolution to the Proxy Committee. William Blair personnel responsible for proxy voting shall consider the effectiveness of the proxy administrator’s policies and procedures for obtaining current and accurate information relevant to matters included in its research and on which it makes voting recommendations. William Blair personnel responsible for proxy voting shall require the proxy administrator to update on business changes that could impact the proxy administrator’s capacity and competency to provide proxy voting advice or conflict of interest policies and procedures.
How to Obtain Proxy Records and Voting Policy3
We make available to our clients a report on proxy votes cast on their behalf upon their request. Clients can contact us at 312-236-1600 or imcompliance@williamblair.com for this information. Clients and prospects also can obtain a full copy of our proxy voting policies and procedures upon request by contacting us at (312) 236-1600 or imcompliance@williamblair.com. With respect to the William Blair Funds, a summary of the policies and procedures used to determine how to vote proxies relating to securities held in their portfolios is reflected in the Statement of Additional Information. For information regarding how proxies were voted for the William Blair Funds, please refer to the William Blair Funds’ website at www.williamblairfunds.com and select Proxy Voting Information. The William Blair Funds’ proxy voting records also are available on the SEC’s EDGAR website at www.sec.gov/edgar. William Blair typically follows the Sustainability Proxy Voting Guidelines. Clients also can instruct William Blair to follow other Proxy Voting Guidelines for proxies associated with the securities held in their own portfolio. William Blair Investment Management, LLC – Form ADV Part 2A – March 25, 2020 Page 37 please register to get more info

William Blair has no known financial condition that we believe is likely to impair our ability to meet our contractual commitments to our investment advisory clients. Additionally, we have not been the subject of any bankruptcy petition during the past ten years. please register to get more info