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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-21321
Pioneer Municipal High Income Trust
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Terrence J. Cullen, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: April 30
Date of reporting period: May 1, 2015 through April 30, 2016
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
Pioneer Municipal High
Income Trust
--------------------------------------------------------------------------------
Annual Report | April 30, 2016
--------------------------------------------------------------------------------
Ticker Symbol: MHI
[LOGO] PIONEER
Investments(R)
visit us: us.pioneerinvestments.com
Table of Contents
President's Letter 2
Portfolio Management Discussion 4
Portfolio Summary 10
Prices and Distributions 11
Performance Update 12
Schedule of Investments 13
Financial Statements 22
Financial Highlights 25
Notes to Financial Statements 27
Report of Independent Registered Public Accounting Firm 35
Trustees, Officers and Service Providers 38
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 1
President's Letter
Dear Shareowner,
Global financial markets began 2016 on shaky footing, delivering the kind of
volatility that challenged investors in 2015. US equities fell by 10% through
the first six weeks of the year, only to recover the losses by the end of the
first quarter. Fixed-income markets were also acutely affected, with concerns
about falling oil prices and a weak global economy leading to a sell-off in
credit-sensitive sectors, especially high-yield bonds, as investors fled to the
perceived safety of government bonds. Like equities, credit markets recovered
much of their lost ground by the end of the first quarter.
Midway through the first quarter, market sentiment shifted, as expectations grew
that major central banks would extend their accommodative monetary policies in
the hopes of driving economic growth. The US Federal Reserve (the Fed) backed
off plans to raise interest rates four times in 2016, and the European Central
Bank announced a more comprehensive asset-purchasing program in the hopes of
encouraging lending, and boosting both inflation and economic growth. The Bank
of Japan also followed a monetary easing path, announcing negative interest
rates in January.
As 2016 moves along, we continue to see central bank policies as generally
supportive of the US economy - for which we maintain an expectation of modest
growth this year - against an overall global economic backdrop that remains
unsettled and points towards generally lower growth. Economies around the world
in both developed and emerging markets are experiencing deep structural changes.
Current challenges include incomplete debt deleveraging in both emerging and
developed markets, where debt levels continue to grow, the transition of many
emerging markets economies from export/investment-driven models to more domestic
demand-driven models, and aging populations, which are reducing productivity and
limiting economic growth potential (primarily in the developed markets but also
in emerging markets such as China). Geopolitical instability on many fronts, the
rising risk of policy mistakes, and market liquidity issues combine to increase
the possibility of sharp swings in asset values. Meanwhile, in the US, as always
in a presidential election year, the political rhetoric of 2016 has the
potential to impact domestic sectors such as health care.
Throughout Pioneer's history, we have believed in the importance of active
management. During periods of market volatility, we view the value of active
management as even more compelling. Our experienced and tenured investment teams
focus on identifying value across global markets using proprietary research,
careful risk management, and a long-term perspective. We believe our shareowners
can benefit from the experience and tenure of our investment teams as well as
the insights generated from our extensive research process.
2 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
As always, and particularly during times of market uncertainty, we encourage you
to work with your financial advisor to develop an overall investment plan that
addresses both your short- and long-term goals, and to implement such a plan in
a disciplined manner.
We greatly appreciate the trust you have placed in us and look forward to
continuing to serve you in the future.
Sincerely,
/s/ Lisa M. Jones
Lisa M. Jones
President and CEO
Pioneer Investment Management USA Inc.
April 30, 2016
Any information in this shareowner report regarding market or economic trends or
the factors influencing the Trust's historical or future performance are
statements of opinion as of the date of this report. Past performance is no
guarantee of future results.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 3
Portfolio Management Discussion | 4/30/16
Both higher-quality and higher-yielding municipal bonds generated solid,
positive returns during the 12-month period ended April 30, 2016, benefiting
from consistently strong demand and limited supply of new municipal bonds. In
the following interview, David Eurkus and Jonathan Chirunga discuss the factors
that influenced the performance of Pioneer Municipal High Income Trust during
the 12-month period. Mr. Eurkus, Director of Municipals, a senior vice president
and a portfolio manager at Pioneer, and Mr. Chirunga, a vice president and a
portfolio manager at Pioneer, are responsible for the day-to-day management of
the Trust.
Q How did Pioneer Municipal High Income Trust perform during the 12-month
period ended April 30, 2016?
A Pioneer Municipal High Income Trust returned 8.12% at net asset value and
1.75% at market price during the 12-month period ended April 30, 2016.
During the same 12-month period, the Trust's benchmarks, the Barclays High
Yield Municipal Bond Index and the Barclays Municipal Bond Index, returned
4.51% and 5.29% at net asset value, respectively. The Barclays High Yield
Municipal Bond Index is an unmanaged measure of the performance of
lower-rated municipal bonds, while the Barclays Municipal Bond Index is an
unmanaged measure of the performance of investment-grade municipal bonds.
Unlike the Trust, the two Barclays indices do not use leverage. While use
of leverage increases investment opportunity, it also increases investment
risk.
During the same 12-month period, the average return (at market price) of
the 11 closed end funds in Lipper's High Yield Municipal Debt Closed End
Funds category (which may or may not be leveraged) was 9.79%.
The shares of the Trust were selling at a 4.3% premium to net asset value
at the end of the period on April 30, 2016.
On April 30, 2016, the standardized 30-day SEC yield of the Trust's shares
was 3.37%*.
Q How would you describe the investment environment in the municipal bond
market during the 12-month period ended April 30, 2016?
A Both investment-grade and high-yield municipal bonds performed well over
the 12-month period. As declining interest rates produced lower yields in
the taxable bond market, the tax-equivalent yields available in the
municipal market attracted both non-traditional buyers, including taxable
bond funds and foreign investors, and traditional tax-conscious
* The 30-day SEC yield is a standardized formula that is based on the
hypothetical annualized earning power (investment income only) of the
Trust's portfolio securities during the period indicated.
4 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
investors. By the end of the period, it was not uncommon to see a new issue
of high-yield municipal bonds become heavily oversubscribed, with the
number of orders surpassing the available supply by a wide margin. While
demand was high, the supply of municipal bonds decreased over the 12-month
period, as many state and local governments pursued more austere fiscal
policies, thus limiting bond issuance.
The austerity trend was especially apparent in states that are highly
dependent on revenues from oil and gas production. Many of those states cut
back on borrowing/bond issuance due to their accumulation of supplemental
revenues derived from the fracking boom earlier in this decade.
As a result of these supply/demand dynamics, municipal bonds outperformed
most parts of the taxable bond market over the full 12-month period.
While the overall environment in the municipal debt market was favorable
during the period, there was some increased volatility during the summer of
2015 when interest rates rose and bond prices came under pressure as
investors began to anticipate that the U.S. Federal Reserve System (the
Fed) would become less accommodative and start raising short-term interest
rates. As the period progressed, however, the Fed began adopting a rather
cautious stance with regard to interest rates and took no action at all
through the first seven months of the Trust's fiscal year (May through
November 2015), given an absence of any significant inflationary pressure
as well as some signs of weakening in the domestic economy's expansion. The
Fed eventually opted for a single, modest increase in short-term rates (25
basis points, or 0.25%) in December 2015. Highly publicized fiscal problems
of some municipal issuers such as the City of Chicago and the Commonwealth
of Puerto Rico also contributed to the market slump in mid-2015.
Q What were the main reasons behind the Trust's outperformance (at net asset
value) of its two benchmarks during the 12-month period ended April 30,
2016? Also, how was the Trust's portfolio positioned at the end of the
period?
A The Trust's benchmark-relative performance benefited the most from
favorable security selection results during the 12-month period. Our
security selection process is based on fundamental analysis of individual
bonds backed by reliable revenue sources, and the portfolio's construction
is based on wide diversification** among both investment-grade and high-
yield municipal debt. During the period, the Trust's heavy exposure to
bonds backed by revenues from tobacco liability settlements, which
performed especially well over the 12-month period, proved a major
contributor to
** Diversification does not assure a profit nor protect against loss.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 5
benchmark-relative returns. At the end of the period on April 30, 2016,
about 12% of the Trust's total investment portfolio was allocated to
special revenue securities, most of which were tobacco revenue bonds.
In addition, benchmark-relative performance received a boost from our
avoidance, for the most part, of investments in the most troubled parts of
the municipal market. For example, Puerto Rican bonds represented slightly
more than 1% of the Trust's total investment portfolio, compared with
roughly a 22% weighting in the Barclays High Yield Municipal Bond Index,
while the Trust had zero exposure to bonds issued by the City of Chicago,
the Chicago Board of Education (BOE), or the State of Illinois. With regard
to Illinois, while the Trust's portfolio does feature some revenue bonds
issued by continuing care retirement communities and other health care
entities domiciled in the state, those securities are not in any way
related to the bonds issued by the State, the City of Chicago, or the
Chicago BOE. Collectively, the latter three issuers represented a 6% weight
in the Barclays High Yield Municipal Bond Index.
The Trust's return at net asset value during the period was also supported
by the use of borrowed funds, or leverage, as leverage tends to magnify
results in both up and down markets. Given that both high-yield and
investment-grade municipal bonds performed solidly over the 12 months, the
use of leverage aided benchmark-relative performance.
During the period, the Trust did have some investments that underperformed
and detracted from its overall return, including positions in securities
issued by Sanger (Texas) Industrial Development Corp., and the City of
Philippi, West Virginia (education).
At the end of the Trust's fiscal year on April 30, 2016, investment-grade
municipals represented approximately 61% of the Trust's total investment
portfolio, while high-yield municipals accounted for 39%. Approximately 91%
of the Trust's total investment portfolio was invested in project revenue
bonds at period end, while just 9% was invested in general obligation
bonds. Consistent with our long-term investment approach, we have continued
to focus the Trust's investments on project revenue bonds, which are backed
by revenues generated from specific projects. We believe the financial
support for such projects is more consistent and predictable than it is for
general obligation bonds, which essentially rely on state and local tax
revenue.
Q Did you use any derivatives in managing the Trust's portfolio during the
12-month period ended April 30, 2016? If so, did the use of derivatives
affect the Trust's performance?
A No, the Trust had no exposure to derivatives during the 12-month period.
6 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
Q What were the principal factors affecting the Trust's distribution during
the 12-month period ended April 30, 2016?
A The Trust's yield remained stable during the 12-month period, even though
we reduced the dividend from 8.5 cents to 7 cents shortly before the fiscal
year began. Investors should remain aware, however, that in a low or
declining interest-rate environment, as older, higher-yielding investments
either reach maturity or are called away by their issuers, newer
investments frequently offer lower yields than the securities that they
replaced in the Trust's portfolio. We expect this scenario to prevail for
the foreseeable future, and that could have a negative effect on the
Trust's distributions going forward. In addition, the Trust has drawn on
accumulated net investment income in paying the Trust's distributions in
recent periods, but these reserves will be depleted over time.
Q How did the level of leverage in the Trust change during the 12-month
period ended April 30, 2016?
A At the end of the period on April 30, 2016, 24.8% of the Trust's total
managed assets were financed by leverage through the issuance of preferred
shares, compared with 25.0% of the Trust's total managed assets financed by
leverage at the start of the period on May 1, 2015. The percentage decrease
was due to an increase in the value of securities in the Trust's portfolio.
Q What is your investment outlook?
A We think both the investment-grade and high-yield municipal markets still
offer opportunity, as demand for municipal bond investments continues to
outstrip supply. The current trend, however, also has brought lower yields.
Looking ahead, we believe the recovery of the US economy will continue at a
modest, positive pace, with gross domestic product growing at an annual
rate in the range of 2.0% to 2.5%. In a period of very gradual growth with
pockets of weakness in energy-producing states, we think it is likely that
state and local governments will continue to try to limit spending
increases and restrict issuance of new bonds. However, a steadily improving
job market and healthy activity in the housing sector should help sustain
overall domestic economic growth levels, despite modest-to-slowing growth
trends and uncertainties in foreign markets.
In this environment, we expect to keep the Trust's portfolio well
diversified, with exposures to both investment-grade and high-yield debt.
We also plan to continue to focus on holding project revenue bonds, while
maintaining our emphasis on what we believe are fundamentally sound
investments with solid longer-term prospects. In a presidential election
year, we also will monitor proposals such as changes in marginal tax rates
that may have implications on the level of demand for municipal debt.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 7
Regardless of market conditions, however, we believe it is important to
remember that, over time, municipal debt has remained one of the least
risky asset classes in the US, second only to Treasuries.
Please refer to the Schedule of Investments on pages 13-21 for a full listing of
Trust securities.
All investments are subject to risk, including the possible loss of principal.
In the past several years, financial markets have experienced increased
volatility, depressed valuations, decreased liquidity and heightened
uncertainty. These conditions may continue, recur, worsen or spread.
Investments in high-yield or lower-rated securities are subject to greater-than-
average risk.
The Trust may invest in securities of issuers that are in default or that are in
bankruptcy.
A portion of income may be subject to state, federal, and/or alternative minimum
tax. Capital gains, if any, are subject to a capital gains tax.
When interest rates rise, the prices of debt securities held by the Trust will
generally fall. Conversely, when interest rates fall the prices of debt
securities held by the Trust generally will rise.
Interest rates in the U.S. recently have been historically low, so the Trust
faces a heightened risk that interest rates may rise. A general rise in interest
rates may cause investors to move out of fixed income securities on a large
scale, which could adversely affect the price and liquidity of fixed income
securities.
By concentrating in municipal securities, the Trust is more susceptible to
adverse economic, political or regulatory developments than is a portfolio that
invests more broadly.
Investments in the Trust are subject to possible loss due to the financial
failure of the issuers of the underlying securities and the issuers' inability
to meet their debt obligations.
The Trust may invest up to 20% of its total assets in illiquid securities.
Illiquid securities may be difficult to dispose of at a price reflective of
their value at the times when the Trust believes it is desirable to do so, and
the market price of illiquid securities is generally more volatile than that of
more liquid securities. Illiquid securities are also more difficult to value and
investment of the Trust's assets in illiquid securities may restrict the Trust's
ability to take advantage of market opportunities.
The Trust uses leverage through the issuance of preferred shares. Leverage
creates significant risks, including the risk that the Trust's incremental
income or capital appreciation for investments purchased with the proceeds of
leverage will not be
8 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
sufficient to cover the cost of the leverage, which may adversely affect the
return for the holders of common shares. Since February of 2008, regularly
scheduled auctions for the Trust's preferred shares have failed and preferred
shareowners have not been able to sell their shares at auction. The Board of
Trustees of the Trust has considered, and continues to consider, this issue.
The Trust is required to maintain certain regulatory, rating agency and other
asset coverage requirements in connection with its outstanding preferred shares.
In order to maintain required asset coverage levels, the Trust may be required
to alter the composition of its investment portfolio or take other actions, such
as redeeming preferred shares with the proceeds from portfolio transactions, at
what might be inopportune times in the market. Such actions could reduce the net
earnings or returns to holders of the Trust's common shares over time, which is
likely to result in a decrease in the market value of the Trust's shares.
Risks of investing in the Trust are discussed in greater detail in the Trust's
original offering prospectus and in shareowner reports issued from time to time.
These risks may increase share price volatility.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of opinion as of the date of this report. Past performance is no
guarantee of future results.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 9
Portfolio Summary | 4/30/16
Portfolio Diversification
--------------------------------------------------------------------------------
(As a percentage of total investment portfolio)
[THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
Insured 15.3%
Revenue Bonds:
Other Revenue 28.5%
Health Revenue 11.5%
Education Revenue 10.9%
Facilities Revenue 10.8%
Tobacco Revenue 8.4%
Development Revenue 7.8%
Transportation Revenue 2.7%
Airport Revenue 1.5%
Water Revenue 1.3%
Pollution Control Revenue 1.3%
10 Largest Holdings
--------------------------------------------------------------------------------
(As a percentage of long-term holdings)*
1. Metropolitan Pier & Exposition Authority, McCormick Place, Series B, 6/15/22
(NATL Insured) 4.38%
----------------------------------------------------------------------------------------------
2. State of Washington, Motor Vehicle Sales Tax, Series C, 6/1/22 (NATL Insured) 3.34
----------------------------------------------------------------------------------------------
3. North Texas Tollway Authority, Series F, 5.75%, 1/1/33 2.79
----------------------------------------------------------------------------------------------
4. Lehman Municipal Trust Receipts, RIB, 13.303%, 8/21/35 2.73
----------------------------------------------------------------------------------------------
5. Lehman Municipal Trust Receipts, RIB, 12.532%, 9/20/28 (144A) (AGM Insured) 2.51
----------------------------------------------------------------------------------------------
6. Massachusetts Development Finance Agency, WGBH Foundation, Series A,
5.75%, 1/1/42 (AMBAC Insured) 2.40
----------------------------------------------------------------------------------------------
7. New York State Dormitory Authority, Series C, 5.0%, 3/15/39 2.27
----------------------------------------------------------------------------------------------
8. New York State Dormitory Authority, RIB, 15.041%, 5/29/14 (144A) 1.86
----------------------------------------------------------------------------------------------
9. Public Finance Authority, Glenridge Palmer Ranch, Series A, 8.25%, 6/1/46 1.61
----------------------------------------------------------------------------------------------
10. Wisconsin Department of Transportation, Series A, 5.0%, 7/1/28 1.60
----------------------------------------------------------------------------------------------
* This list excludes temporary cash investments and derivative instruments.
The portfolio is actively managed, and current holdings may be different.
The holdings listed should not be considered recommendations to buy or sell
any security listed.
10 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
Prices and Distributions | 4/30/16
Market Value per Common Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
4/30/16 4/30/15
--------------------------------------------------------------------------------
Market Value $14.07 $14.75
--------------------------------------------------------------------------------
Premium 4.3% 10.8%
--------------------------------------------------------------------------------
Net Asset Value per Common Share
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
4/30/16 4/30/15
--------------------------------------------------------------------------------
Net Asset Value $13.49 $13.31
--------------------------------------------------------------------------------
Distributions per Common Share*
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Net Investment Short-Term Long-Term
Income Capital Gains Capital Gains
--------------------------------------------------------------------------------
5/1/15 - 4/30/16 $0.84 $-- $--
--------------------------------------------------------------------------------
Yields
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
4/30/16 4/30/15
--------------------------------------------------------------------------------
30-day SEC Yield 3.37% 3.68%
--------------------------------------------------------------------------------
The data shown above represents past performance, which is no guarantee of
future results.
* The amount of distributions made to shareholders during the period was in
excess of the net investment income earned by the Trust during the
period. The Trust has accumulated undistributed net investment income which
is part of the Trust's NAV. A portion of this accumulated net investment
income was distributed to shareowners during the period. A decrease in
distributions may have a negative effect on the market value of the Trust's
shares.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 11
Performance Update | 4/30/16
Investment Returns
--------------------------------------------------------------------------------
The mountain chart on the right shows the change in market value, including
reinvestment of dividends and distributions, of a $10,000 investment made in
common shares of Pioneer Municipal High Income Trust during the periods shown,
compared to that of the Barclays Municipal Bond Index and Barclays High Yield
Municipal Bond Index.
Average Annual Total Returns
(As of April 30, 2016)
--------------------------------------------------------------------------------
Barclays
Barclays High Yield
Net Municipal Municipal
Asset Bond Bond
Value Market Index Index
Period (NAV) Price (NAV) (NAV)
--------------------------------------------------------------------------------
10 years 6.32% 8.24% 4.94% 4.84%
5 years 8.81 9.06 5.37 7.59
1 year 8.12 1.75 5.29 4.51
--------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL]
Value of $10,000 Investment
Pioneer Municipal Barclays Municipal Barclays High Yield
High Income Trust Bond Index Municipal Bond Index
4/06 $10,000 $10,000 $10,000
4/07 $12,004 $10,578 $10,994
4/08 $11,730 $10,873 $10,262
4/09 $ 9,519 $11,211 $ 8,444
4/10 $14,154 $12,204 $10,771
4/11 $14,301 $12,473 $11,131
4/12 $18,013 $13,890 $12,930
4/13 $20,080 $14,610 $14,587
4/14 $20,300 $14,683 $14,349
4/15 $21,689 $15,388 $15,355
4/16 $22,069 $16,202 $16,048
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
Performance data shown represents past performance. Past performance is no
guarantee of future results. Investment return and market price will fluctuate,
and your shares may trade below NAV due to such factors as interest rate changes
and the perceived credit quality of borrowers.
Total investment return does not reflect broker sales charges or commissions.
All performance is for common shares of the Trust.
Shares of closed-end funds, unlike open-end funds, are not continuously offered.
There is a one-time public offering and, once issued, shares of closed-end funds
are bought and sold in the open market through a stock exchange and frequently
trade at prices lower than their NAV. NAV per common share is total assets less
total liabilities, which include preferred shares or borrowings, as applicable,
divided by the number of common shares outstanding.
When NAV is lower than market price, dividends are assumed to be reinvested at
the greater of NAV or 95% of the market price. When NAV is higher, dividends are
assumed to be reinvested at prices obtained through open-market purchases under
the Trust's dividend reinvestment plan.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Trust distributions or the sale of Trust shares.
Had these fees and taxes been reflected, performance would have been lower.
The Barclays Municipal Bond Index is an unmanaged, broad measure of the
municipal bond market. The Barclays High Yield Municipal Bond Index is
unmanaged, totals over $26 billion in market value and maintains over 1,300
securities. Municipal bonds in this index have the following requirements:
maturities of one year or greater, sub investment grade (below Baa or
non-rated), fixed coupon rate, issued after 12/31/90, deal size over $20
million, and maturity size of at least $3 million. Index returns are calculated
monthly, assume reinvestment of dividends and, unlike Trust returns, do not
reflect any fees, expenses or sales charges. The indices do not use leverage. It
is not possible to invest directly in the indices.
12 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
Schedule of Investments | 4/30/16
--------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
--------------------------------------------------------------------------------------------------
TAX EXEMPT OBLIGATIONS -- 126.1%
of Net Assets (a)
Alabama -- 1.5%
4,500,000 Huntsville-Redstone Village Special Care Facilities
Financing Authority, Redstone Village Project,
5.5%, 1/1/43 $ 4,514,625
--------------------------------------------------------------------------------------------------
Arizona -- 0.0%+
24,000 County of Pima, AZ, Industrial Development Authority,
Arizona Charter Schools Project, Series C, 6.75%, 7/1/31 $ 24,060
--------------------------------------------------------------------------------------------------
California -- 10.8%
10,000,000(b) California County Tobacco Securitization Agency,
Capital Appreciation, Stanislaus County Subordinated,
Series A, 6/1/46 $ 1,173,200
1,450,000 California Enterprise Development Authority,
Sunpower Corp., 8.5%, 4/1/31 1,657,321
750,000 California Municipal Finance Authority, Santa Rosa
Academy Project, Series A, 5.75%, 7/1/30 828,878
5,000,000 California Pollution Control Financing Authority,
5.0%, 7/1/37 (144A) 5,172,800
1,740,000 California School Finance Authority, Classical Academies
Project, Series A, 7.375%, 10/1/43 2,105,243
1,400,000 California Statewide Communities Development
Authority, Lancer Plaza Project, 5.625%, 11/1/33 1,475,670
568,006(c) California Statewide Communities Development
Authority, Microgy Holdings Project, 9.0%, 12/1/38 6
25,000,000(b) Inland Empire Tobacco Securitization Authority, Capital
Appreciation, Asset-Backed, Series C-2, 6/1/47 2,760,250
7,885,000(d) Lehman Municipal Trust Receipts, RIB, 12.532%,
9/20/28 (144A) (AGM Insured) 9,750,985
2,000,000(e) Los Angeles Community College District, Series G,
4.0%, 8/1/39 2,188,080
1,000,000 River Islands Public Financing Authority, Community
Facilities, 5.5%, 9/1/45 1,091,040
2,000,000 Tobacco Securitization Authority of Northern California,
Asset-Backed, Series A-1, 5.375%, 6/1/38 1,996,040
3,000,000 Tobacco Securitization Authority of Southern California,
Series A-1, 5.0%, 6/1/37 2,999,730
---------------
$ 33,199,243
--------------------------------------------------------------------------------------------------
Colorado -- 1.2%
1,500,000 Colorado Educational & Cultural Facilities Authority,
Rocky Mountain Classical Academy Project, 8.0%, 9/1/43 $ 1,590,015
2,000,000 Colorado Health Facilities Authority, Valley View
Association Project, 5.25%, 5/15/42 2,073,600
---------------
$ 3,663,615
--------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 13
Schedule of Investments | 4/30/16 (continued)
--------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
--------------------------------------------------------------------------------------------------
Connecticut -- 6.3%
10,335,000(d) Lehman Municipal Trust Receipts, RIB, 13.303%, 8/21/35 $ 10,569,708
2,235,000 Mohegan Tribal Finance Authority, 7.0%, 2/1/45 (144A) 2,240,252
5,000,000(e) State of Connecticut, Series E, 4.0%, 9/1/30 5,569,200
1,000,000 Town of Hamden, CT, Whitney Center Project, Series A,
7.75%, 1/1/43 1,050,750
---------------
$ 19,429,910
--------------------------------------------------------------------------------------------------
District of Columbia -- 3.9%
4,885,000 District of Columbia Tobacco Settlement Financing Corp.,
Asset-Backed, 6.5%, 5/15/33 $ 5,977,726
6,000,000 District of Columbia Tobacco Settlement Financing Corp.,
Asset-Backed, 6.75%, 5/15/40 6,030,600
---------------
$ 12,008,326
--------------------------------------------------------------------------------------------------
Florida -- 4.8%
1,500,000 Alachua County Health Facilities Authority, Terraces
Bonita Springs Project, Series A, 8.125%, 11/15/41 $ 1,778,295
1,500,000 Alachua County Health Facilities Authority, Terraces
Bonita Springs Project, Series A, 8.125%, 11/15/46 1,774,875
2,260,000(c) County of Liberty, FL, Twin Oaks Project, 8.25%, 7/1/28 335,768
2,500,000 County of Miami-Dade, FL, Aviation Revenue, Series B,
5.5%, 10/1/41 2,813,175
5,000,000 Florida's Turnpike Enterprise, Department of Transportation,
Series A, 4.0%, 7/1/34 5,485,200
1,000,000(f) Hillsborough County Industrial Development Authority,
Various Health Facilities, 8.0%, 8/15/32 1,238,820
832,581(c) St. Johns County Industrial Development Authority,
Glenmoor Project, Series B, 2.5%, 1/1/49 9
2,250,000(d) St. Johns County Industrial Development Authority,
Glenmoor Project, Series A, 5.375%, 1/1/49 1,305,000
---------------
$ 14,731,142
--------------------------------------------------------------------------------------------------
Georgia -- 2.5%
2,500,000 Clayton County Development Authority, Delta Air Lines,
Series A, 8.75%, 6/1/29 $ 3,082,475
4,000,000 Private Colleges & Universities Authority, Emory University,
Series A, 5.0%, 10/1/43 4,673,520
---------------
$ 7,755,995
--------------------------------------------------------------------------------------------------
Idaho -- 1.6%
5,000,000 Power County Industrial Development Corp., FMC Corp.
Project, 6.45%, 8/1/32 $ 5,011,000
--------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
14 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
--------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
--------------------------------------------------------------------------------------------------
Illinois -- 14.0%
2,087,000(d) Illinois Finance Authority, Clare Oaks Project, Series B,
4.0%, 11/15/52 $ 1,469,206
1,305,000(b) Illinois Finance Authority, Clare Oaks Project, Series C-1,
11/15/52 46,810
261,000(b) Illinois Finance Authority, Clare Oaks Project, Series C-2,
11/15/52 71,217
261,000(b) Illinois Finance Authority, Clare Oaks Project, Series C-3,
11/15/52 44,824
2,000,000 Illinois Finance Authority, Greenfields of Geneva Project,
Series A, 8.125%, 2/15/40 1,603,100
2,500,000 Illinois Finance Authority, Greenfields of Geneva Project,
Series A, 8.25%, 2/15/46 2,003,800
2,000,000 Illinois Finance Authority, Northwestern Memorial Hospital,
Series A, 6.0%, 8/15/39 2,316,180
2,500,000 Illinois Finance Authority, Roosevelt University Project,
6.5%, 4/1/39 2,773,900
3,865,000 Illinois Finance Authority, Swedish Covenant, Series A,
6.0%, 8/15/38 4,321,882
1,700,000 Illinois Finance Authority, The Admiral at the Lake Project,
Series A, 7.625%, 5/15/25 1,921,884
600,000 Illinois Finance Authority, The Admiral at the Lake Project,
Series A, 7.75%, 5/15/30 681,078
2,000,000 Illinois Finance Authority, The Admiral at the Lake Project,
Series A, 8.0%, 5/15/40 2,280,740
3,200,000 Illinois Finance Authority, The Admiral at the Lake Project,
Series A, 8.0%, 5/15/46 3,645,856
1,485,000(b)(g) Metropolitan Pier & Exposition Authority, McCormick Place,
Series B, 6/15/22 (NATL Insured) 1,726,951
15,395,000(b) Metropolitan Pier & Exposition Authority, McCormick Place,
Series B, 6/15/22 (NATL Insured) 16,994,694
1,125,000 Southwestern Illinois Development Authority, Village of
Sauget Project, 5.625%, 11/1/26 1,050,165
---------------
$ 42,952,287
--------------------------------------------------------------------------------------------------
Indiana -- 1.8%
250,000 City of Carmel, IN, Barrington Carmel Project, Series A,
7.0%, 11/15/32 $ 282,365
750,000 City of Carmel, IN, Barrington Carmel Project, Series A,
7.125%, 11/15/42 847,822
500,000 City of Carmel, IN, Barrington Carmel Project, Series A,
7.125%, 11/15/47 563,715
3,570,000 Vigo County Hospital Authority, Union Hospital, Inc.,
5.8%, 9/1/47 (144A) 3,678,671
---------------
$ 5,372,573
--------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 15
Schedule of Investments | 4/30/16 (continued)
--------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
--------------------------------------------------------------------------------------------------
Kentucky -- 1.9%
5,000,000 Kentucky Economic Development Finance Authority,
Owensboro Medical Health System, Series A,
6.375%, 6/1/40 $ 5,765,300
--------------------------------------------------------------------------------------------------
Louisiana -- 3.1%
2,260,000 Jefferson Parish Hospital Service District No. 2, East
Jefferson General Hospital, 6.375%, 7/1/41 $ 2,576,310
1,500,000 Louisiana Local Government Environmental Facilities &
Community Development Authority, Westlake Chemical
Corp. Project, 6.75%, 11/1/32 1,625,250
1,380,000(f) Louisiana Public Facilities Authority, Ochsner Clinic
Foundation Project, Series A, 5.5%, 5/15/47 1,450,228
3,620,000 Louisiana Public Facilities Authority, Ochsner Clinic
Foundation Project, Series A, 5.5%, 5/15/47 3,757,162
---------------
$ 9,408,950
--------------------------------------------------------------------------------------------------
Maine -- 2.3%
1,500,000 Maine Health & Higher Educational Facilities Authority,
Maine General Medical Center, 7.5%, 7/1/32 $ 1,794,840
4,480,000 Maine Turnpike Authority, Series A, 5.0%, 7/1/42 5,279,501
---------------
$ 7,074,341
--------------------------------------------------------------------------------------------------
Maryland -- 0.5%
1,490,000 Maryland Health & Higher Educational Facilities Authority,
City Neighbors, Series A, 6.75%, 7/1/44 $ 1,637,406
--------------------------------------------------------------------------------------------------
Massachusetts -- 4.9%
987,910 Massachusetts Development Finance Agency, Linden
Ponds, Inc., Series A-1, 5.5%, 11/15/46 $ 900,510
7,100,000 Massachusetts Development Finance Agency, WGBH
Foundation, Series A, 5.75%, 1/1/42 (AMBAC Insured) 9,292,622
485,000 Massachusetts Educational Financing Authority, Series I,
6.0%, 1/1/28 515,375
3,100,000 Massachusetts Health & Educational Facilities Authority,
Massachusetts Institute of Technology,
Series K, 5.5%, 7/1/32 4,430,706
4,500,000(c) Massachusetts Health & Educational Facilities Authority,
Quincy Medical Center, Series A, 6.5%, 1/15/38 10,980
---------------
$ 15,150,193
--------------------------------------------------------------------------------------------------
Michigan -- 3.7%
895,000(c) Doctor Charles Drew Academy, Certificate of Participation,
5.7%, 11/1/36 $ 178,946
2,000,000 Kent Hospital Finance Authority, Metropolitan Hospital
Project, Series A, 6.25%, 7/1/40 2,005,060
2,640,000 Michigan State University, Series A, 5.0%, 8/15/41 3,106,383
6,100,000 Michigan Tobacco Settlement Finance Authority,
Series A, 6.0%, 6/1/48 6,084,933
---------------
$ 11,375,322
--------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
16 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
--------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
--------------------------------------------------------------------------------------------------
Minnesota -- 0.7%
2,000,000 Bloomington Port Authority, Radisson Blu Mall of
America, 9.0%, 12/1/35 $ 2,209,860
--------------------------------------------------------------------------------------------------
Montana -- 0.1%
1,600,000(c) Two Rivers Authority, Inc., 7.375%, 11/1/27 $ 192,000
--------------------------------------------------------------------------------------------------
New Jersey -- 2.0%
3,000,000 New Jersey Economic Development Authority, Continental
Airlines, 5.25%, 9/15/29 $ 3,320,610
2,500,000 New Jersey Economic Development Authority, Continental
Airlines, 5.75%, 9/15/27 2,840,175
---------------
$ 6,160,785
--------------------------------------------------------------------------------------------------
New Mexico -- 1.5%
1,500,000 County of Otero, NM, Otero County Jail Project,
6.0%, 4/1/23 $ 1,535,880
2,960,000 County of Otero, NM, Otero County Jail Project,
6.0%, 4/1/28 3,006,028
---------------
$ 4,541,908
--------------------------------------------------------------------------------------------------
New York -- 8.6%
2,000,000 Chautauqua County Capital Resource Corp., Women's
Christian Association Project, Series A, 8.0%, 11/15/30 $ 2,034,560
2,000,000 Hempstead Local Development Corp., Molloy College
Project, 5.75%, 7/1/39 2,227,740
1,000,000 New York State Dormitory Authority, Orange Medical
Center, 6.125%, 12/1/29 1,093,990
7,040,000(d) New York State Dormitory Authority, RIB, 15.041%,
7/1/26 (144A) 7,227,757
7,500,000 New York State Dormitory Authority, Series C, 5.0%,
3/15/39 8,821,275
1,500,000 New York State Dormitory Authority, Trustees of
Columbia University, 5.0%, 10/1/45 2,124,315
2,538,540 Westchester County Healthcare Corp., Series A, 5.0%,
11/1/44 2,882,537
---------------
$ 26,412,174
--------------------------------------------------------------------------------------------------
North Dakota -- 1.0%
2,525,000(f) County of Burleigh, ND, St. Alexius Medical Center,
5.0%, 7/1/38 $ 3,085,777
--------------------------------------------------------------------------------------------------
Ohio -- 5.0%
2,500,000 Buckeye Tobacco Settlement Financing Authority,
Asset-Backed, Series A-2, 5.875%, 6/1/47 $ 2,418,825
1,700,000 Buckeye Tobacco Settlement Financing Authority,
Asset-Backed, Series A-2, 6.0%, 6/1/42 1,674,551
6,000,000 Buckeye Tobacco Settlement Financing Authority,
Asset-Backed, Series A-2, 6.5%, 6/1/47 6,007,500
2,000,000(d) Ohio Air Quality Development Authority, FirstEnergy
Generation Corp. Project, 3.1%, 3/1/23 2,043,740
The accompanying notes are an integral part of these financial statements.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 17
Schedule of Investments | 4/30/16 (continued)
--------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
--------------------------------------------------------------------------------------------------
Ohio -- (continued)
2,500,000(e) State of Ohio, Common Schools, Series B,
5.0%, 6/15/29 $ 3,010,275
---------------
$ 15,154,891
--------------------------------------------------------------------------------------------------
Oregon -- 2.0%
5,190,000 Oregon Health & Science University, Series E,
5.0%, 7/1/32 $ 6,142,624
--------------------------------------------------------------------------------------------------
Pennsylvania -- 6.4%
1,550,000 Allegheny County Hospital Development Authority,
South Hills Health, Series A, 5.125%, 5/1/25 $ 1,555,720
1,000,000 Allegheny County Industrial Development Authority,
United States Steel Corp., 5.75%, 8/1/42 869,960
1,280,000(c) Langhorne Manor Borough Higher Education Authority,
Lower Bucks Hospital, 7.35%, 7/1/22 316,838
5,000,000 Pennsylvania Economic Development Financing Authority,
USG Corp., Project, 6.0%, 6/1/31 5,001,250
500,000 Philadelphia Authority for Industrial Development,
Greater Philadelphia Health Action, Inc., Project,
Series A, 6.625%, 6/1/50 509,350
2,000,000 Philadelphia Authority for Industrial Development,
Nueva Esperanze, Inc., 8.2%, 12/1/43 2,313,660
1,000,000 Philadelphia Authority for Industrial Development,
Performing Arts Charter School Project, 6.5%,
6/15/33 (144A) 1,066,370
2,000,000 Philadelphia Authority for Industrial Development,
Performing Arts Charter School Project, 6.75%,
6/15/43 (144A) 2,138,920
5,900,000 Philadelphia Hospitals & Higher Education Facilities
Authority, Temple University Health System, Series A,
5.0%, 7/1/34 5,987,556
---------------
$ 19,759,624
--------------------------------------------------------------------------------------------------
Puerto Rico -- 0.9%
4,255,000(e) Commonwealth of Puerto Rico, Series A, 8.0%, 7/1/35 $ 2,765,835
--------------------------------------------------------------------------------------------------
Rhode Island -- 1.1%
5,900,000(c) Central Falls Detention Facility Corp., 7.25%, 7/15/35 $ 1,465,265
1,500,000 Rhode Island Health & Educational Building Corp.,
Tockwatten Home Issue, 8.375%, 1/1/46 1,770,705
---------------
$ 3,235,970
--------------------------------------------------------------------------------------------------
Tennessee -- 1.5%
4,600,000 Sullivan County Health, Educational & Housing Facilities
Board, Wellmont Health System Project, Series C,
5.25%, 9/1/36 $ 4,658,926
--------------------------------------------------------------------------------------------------
Texas -- 14.9%
1,000,000 Arlington Higher Education Finance Corp., Universal
Academy, Series A, 7.0%, 3/1/34 $ 1,062,980
The accompanying notes are an integral part of these financial statements.
18 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
--------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
--------------------------------------------------------------------------------------------------
Texas -- (continued)
2,500,000 Central Texas Regional Mobility Authority,
Sub Lien, 6.75%, 1/1/41 $ 3,040,800
2,490,000(e) County of Harris, TX, Series A, 5.0%, 10/1/26 3,179,531
5,000,000(e) Goose Creek Consolidated Independent School
District, Series C, 4.0%, 2/15/26 (PSF-GTD Insured) 5,767,050
725,078(c) Gulf Coast Industrial Development Authority, Microgy
Holdings Project, 7.0%, 12/1/36 7
5,340,000 Lubbock Health Facilities Development Corp.,
Carillon Project, Series A, 6.625%, 7/1/36 5,410,008
3,785,000 North Texas Tollway Authority, Series A, 5.0%, 1/1/35 4,418,912
10,000,000(f) North Texas Tollway Authority, Series F, 5.75%, 1/1/33 10,822,200
1,500,000 Red River Health Facilities Development Corp.,
MRC Crestview, Series A, 8.0%, 11/15/41 1,749,435
3,960,000 Sanger Industrial Development Corp., Texas Pellets
Project, Series B, 8.0%, 7/1/38 3,514,658
1,000,000 Tarrant County Cultural Education Facilities Finance Corp.,
Mirador Project, Series A, 8.125%, 11/15/39 840,870
1,000,000 Tarrant County Cultural Education Facilities Finance Corp.,
Mirador Project, Series A, 8.25%, 11/15/44 840,890
2,000,000 Tarrant County Cultural Education Facilities Finance Corp.,
MRC Crestview Project, 8.0%, 11/15/34 2,293,580
2,500,000 Travis County Health Facilities Development Corp.,
Longhorn Village Project, 7.125%, 1/1/46 2,823,500
---------------
$ 45,764,421
--------------------------------------------------------------------------------------------------
Virginia -- 1.4%
4,000,000 Upper Occoquan Sewage Authority, 4.0%, 7/1/41 $ 4,399,400
--------------------------------------------------------------------------------------------------
Washington -- 8.7%
14,315,000(b)(e) State of Washington, Motor Vehicle Sales Tax, Series C,
6/1/22 (NATL Insured) $ 12,944,911
2,500,000 University of Washington, Series B, 5.0%, 6/1/29 3,118,475
3,795,000(f) Washington State Health Care Facilities Authority,
Fred Hutchinson Cancer Research Center,
Series A, 6.0%, 1/1/33 4,392,409
1,150,000 Washington State Housing Finance Commission,
Mirabella Project, Series A, 6.75%, 10/1/47 1,246,899
5,000,000 Washington State Housing Finance Commission, Skyline
at First Hill Project, Series A, 5.625%, 1/1/27 5,059,750
---------------
$ 26,762,444
--------------------------------------------------------------------------------------------------
West Virginia -- 0.6%
2,000,000(c) City of Philippi, WV, Alderson-Broaddus College, Inc.,
Series A, 7.75%, 10/1/44 $ 1,200,120
725,000(c) West Virginia Hospital Finance Authority, Highland
Hospital Group, 9.125%, 10/1/41 667,631
---------------
$ 1,867,751
--------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 19
Schedule of Investments | 4/30/16 (continued)
--------------------------------------------------------------------------------------------------
Principal
Amount
USD ($) Value
--------------------------------------------------------------------------------------------------
Wisconsin -- 4.9%
5,000,000 Public Finance Authority, Glenridge Palmer Ranch,
Series A, 8.25%, 6/1/46 $ 6,244,500
750,000 Public Finance Authority, Roseman University Health
Sciences Project, 5.875%, 4/1/45 774,922
1,500,000 Public Finance Authority, SearStone CCRC Project,
Series A, 8.625%, 6/1/47 (144A) 1,791,000
5,000,000 Wisconsin Department of Transportation,
Series A, 5.0%, 7/1/28 6,197,900
---------------
$ 15,008,322
--------------------------------------------------------------------------------------------------
TOTAL TAX EXEMPT OBLIGATIONS
(Cost $357,306,590) $ 387,197,000
--------------------------------------------------------------------------------------------------
MUNICIPAL COLLATERALIZED DEBT
OBLIGATION -- 0.2% of Net Assets
10,000,000(d) Non-Profit Preferred Funding Trust I, Series E, 0.0%,
9/15/37 (144A) $ 620,200
--------------------------------------------------------------------------------------------------
TOTAL MUNICIPAL COLLATERALIZED DEBT OBLIGATION
(Cost $10,000,000) $ 620,200
--------------------------------------------------------------------------------------------------
TEMPORARY CASH INVESTMENT -- 3.2% of
Net Assets
TREASURY BILL -- 3.2%
9,800,000(b) U.S. Treasury Bill, 5/19/16 $ 9,799,284
--------------------------------------------------------------------------------------------------
TOTAL TEMPORARY CASH INVESTMENT
(Cost $9,799,138) $ 9,799,284
--------------------------------------------------------------------------------------------------
TOTAL INVESTMENTS IN SECURITIES -- 129.5%
(Cost -- $377,105,728) (h) $ 397,616,484
--------------------------------------------------------------------------------------------------
OTHER ASSETS AND LIABILITIES -- 3.4% $ 10,415,432
--------------------------------------------------------------------------------------------------
PREFERRED SHARES AT REDEMPTION VALUE,
INCLUDING DIVIDENDS PAYABLE -- (32.9)% $ (101,005,296)
--------------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO
COMMON SHAREOWNERS -- 100.0% $ 307,026,620
==================================================================================================
(144A) Security is exempt from registration under Rule 144A of the Securities
Act of 1933. Such securities may be resold normally to qualified
institutional buyers in a transaction exempt from registration.
At April 30, 2016, the value of these securities amounted to $33,686,955,
or 11.0% of total net assets applicable to common shareowners.
RIB Residual Interest Bond is purchased in a secondary market. The interest
rate is subject to change periodically and inversely based upon
prevailing market rates. The interest rate shown is the rate at
April 30, 2016.
+ Amount rounds to less than 0.1%.
The accompanying notes are an integral part of these financial statements.
20 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
(a) Consists of Revenue Bonds unless otherwise indicated.
(b) Security issued with a zero coupon. Income is recognized through
accretion of discount.
(c) Security is in default.
(d) The interest rate is subject to change periodically. The interest rate
shown is the rate at April 30, 2016.
(e) Represents a General Obligation Bond.
(f) Prerefunded bonds have been collateralized by U.S. Treasury or U.S.
Government Agency securities which are held in escrow to pay interest
and principal on the tax exempt issue and to retire the bonds in full at
the earliest refunding date.
(g) Escrow to maturity.
(h) At April 30, 2016, the net unrealized appreciation on investments based
on cost for federal tax purposes of $370,000,242 was as follows:
Aggregate gross unrealized appreciation for all investments in which
there is an excess of value over tax cost $ 53,820,808
Aggregate gross unrealized depreciation for all investments in which
there is an excess of tax cost over value (26,204,566)
------------
Net unrealized appreciation $ 27,616,242
============
For financial reporting purposes net unrealized appreciation on investments was
$20,510,756 and cost of investments aggregated $377,105,728.
Purchases and sales of securities (excluding temporary cash investments) for the
year ended April 30, 2016 aggregated $33,587,070 and $37,060,440, respectively.
Various inputs are used in determining the value of the Trust's investments.
These inputs are summarized in the three broad levels below.
Level 1 - quoted prices in active markets for identical securities.
Level 2 - other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds, credit
risks, etc.). See Notes to Financial Statements -- Note 1A.
Level 3 - significant unobservable inputs (including the Trust's own
assumptions in determining fair value of investments). See Notes
to Financial Statements -- Note 1A.
The following is a summary of the inputs used as of April 30, 2016, in valuing
the Trust's investments.
----------------------------------------------------------------------------------
Level 1 Level 2 Level 3 Total
----------------------------------------------------------------------------------
Tax Exempt Obligations $-- $387,197,000 $-- $387,197,000
Municipal Collateralized
Debt Obligation -- 620,200 -- 620,200
Treasury Bill -- 9,799,284 -- 9,799,284
----------------------------------------------------------------------------------
Total $-- $397,616,484 $-- $397,616,484
==================================================================================
For the year ended April 30, 2016, there were no transfers between Level 1, 2
and 3.
The accompanying notes are an integral part of these financial statements.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 21
Statement of Assets and Liabilities | 4/30/16
ASSETS:
Investments in securities (cost $377,105,728) $397,616,484
Cash 3,488,755
Receivables --
Interest 7,125,575
Investment securities sold 130,000
Reinvestment of distributions 68,988
---------------------------------------------------------------------------------------------------
Total assets $408,429,802
===================================================================================================
LIABILITIES:
Payables --
Administration fee $ 108,662
Trustees' fees 943
Due to affiliates 199,295
Accrued expenses 88,986
---------------------------------------------------------------------------------------------------
Total liabilities $ 397,886
===================================================================================================
PREFERRED SHARES AT REDEMPTION VALUE:
$25,000 liquidation value per share applicable to 4,040 shares, including
dividends payable of $5,296 $101,005,296
---------------------------------------------------------------------------------------------------
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Paid-in capital $314,363,017
Undistributed net investment income 3,227,519
Accumulated net realized loss on investments (31,074,672)
Net unrealized appreciation on investments 20,510,756
---------------------------------------------------------------------------------------------------
Net assets applicable to common shareowners $307,026,620
===================================================================================================
NET ASSET VALUE PER COMMON SHARE:
No par value (unlimited number of shares authorized)
Based on $307,026,620/22,756,724 common shares $ 13.49
===================================================================================================
The accompanying notes are an integral part of these financial statements.
22 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
Statement of Operations
For the Year Ended 4/30/16
INVESTMENT INCOME:
Interest $21,976,597
-----------------------------------------------------------------------------------------------
EXPENSES:
Management fees $2,417,037
Administrative expense 223,291
Transfer agent fees 15,286
Shareholder communication expense 17,147
Auction agent fees 252,788
Custodian fees 5,580
Professional fees 100,697
Printing expense 4,853
Trustees' fees 14,274
Pricing fees 20,116
Miscellaneous 84,936
-----------------------------------------------------------------------------------------------
Total expenses $ 3,156,005
-----------------------------------------------------------------------------------------------
Net investment income $18,820,592
-----------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on investments: $ 150,831
Change in net unrealized appreciation (depreciation)
on investments: 4,498,035
-----------------------------------------------------------------------------------------------
Net realized and unrealized gain (loss) on investments $ 4,648,866
-----------------------------------------------------------------------------------------------
DISTRIBUTIONS TO PREFERRED SHAREOWNERS FROM
NET INVESTMENT INCOME: $ (301,213)
-----------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $23,168,245
===============================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 23
Statements of Changes in Net Assets
--------------------------------------------------------------------------------------------------
Year Ended Year Ended
4/30/16 4/30/15
--------------------------------------------------------------------------------------------------
FROM OPERATIONS:
Net investment income (loss) $ 18,820,592 $ 20,537,755
Net realized gain (loss) on investments 150,831 331,110
Change in net unrealized appreciation (depreciation)
on investments 4,498,035 3,313,660
Distributions to preferred shareowners from net
investment income (301,213) (128,802)
--------------------------------------------------------------------------------------------------
Net increase in net assets resulting from operations $ 23,168,245 $ 24,053,723
--------------------------------------------------------------------------------------------------
DISTRIBUTIONS TO COMMON SHAREOWNERS:
Net investment income and previously undistributed
net investment income ($0.84 and $1.08 per
share, respectively) $ (19,102,844) $ (24,502,438)
--------------------------------------------------------------------------------------------------
Total distributions to common shareowners $ (19,102,844) $ (24,502,438)
--------------------------------------------------------------------------------------------------
FROM TRUST SHARE TRANSACTIONS:
Reinvestment of distributions $ 243,355 $ 1,294,762
--------------------------------------------------------------------------------------------------
Net increase in net assets applicable to common
shareowners from Trust share transactions $ 243,355 $ 1,294,762
--------------------------------------------------------------------------------------------------
Net increase in net assets applicable to
common shareowners $ 4,308,756 $ 846,047
NET ASSETS APPLICABLE TO COMMON SHAREOWNERS:
Beginning of year $ 302,717,864 $ 301,871,817
--------------------------------------------------------------------------------------------------
End of year $ 307,026,620 $ 302,717,864
--------------------------------------------------------------------------------------------------
Undistributed net investment income $ 3,227,519 $ 3,680,438
==================================================================================================
The accompanying notes are an integral part of these financial statements.
24 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
Financial Highlights
---------------------------------------------------------------------------------------------------------------------------
Year Year Year Year Year
Ended Ended Ended Ended Ended
4/30/16 4/30/15 4/30/14 4/30/13 4/30/12
---------------------------------------------------------------------------------------------------------------------------
Per Share Operating Performance
Net asset value, beginning of period $ 13.31 $ 13.33 $ 14.72 $ 14.12 $ 13.00
---------------------------------------------------------------------------------------------------------------------------
Increase (decrease) from investment operations: (a)
Net investment income $ 0.83 $ 0.91 $ 1.05 $ 1.14 $ 1.03
Net realized and unrealized gain (loss) on investments 0.20 0.16 (1.29) 0.61 1.30
---------------------------------------------------------------------------------------------------------------------------
Distributions to preferred shareowners from:
Net investment income $ (0.01) $ (0.01) $ (0.01) $ (0.01) $ (0.01)
---------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) from investment operations $ 1.02 $ 1.06 $ (0.25) $ 1.74 $ 2.32
---------------------------------------------------------------------------------------------------------------------------
Distributions to common shareowners from:
Net investment income and previously undistributed
net investment income $ (0.84)* $ (1.08)* $ (1.14)* $ (1.14) $ (1.20)*
---------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net asset value $ 0.18 $ (0.02) $ (1.39) $ 0.60 $ 1.12
---------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period (b) $ 13.49 $ 13.31 $ 13.33 $ 14.72 $ 14.12
---------------------------------------------------------------------------------------------------------------------------
Market value, end of period (b) $ 14.07 $ 14.75 $ 14.90 $ 16.02 $ 15.49
===========================================================================================================================
Total return at market value (c) 1.75% 6.84% 1.10% 11.48% 25.95%
Ratios to average net assets of common shareowners:
Total expenses (d) 1.05% 1.03% 1.04% 1.03% 1.08%
Net investment income before preferred share distributions 6.24% 6.73% 7.89% 7.84% 7.50%
Preferred share distributions 0.10% 0.04% 0.05% 0.08% 0.08%
Net investment income available to common shareowners 6.14% 6.69% 7.84% 7.76% 7.42%
Portfolio turnover 9% 14% 19% 10% 11%
Net assets of common shareowners, end of period (in thousands) $307,027 $302,718 $301,872 $332,193 $317,631
===========================================================================================================================
The accompanying notes are an integral part of these financial statements.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 25
Financial Highlights (continued)
------------------------------------------------------------------------------------------------------------------------
Year Year Year Year Year
Ended Ended Ended Ended Ended
4/30/16 4/30/15 4/30/14 4/30/13 4/30/12
------------------------------------------------------------------------------------------------------------------------
Preferred shares outstanding (in thousands) $101,000 $101,001 $101,000 $101,000 $101,000
Asset coverage per preferred share, end of period $100,998 $ 99,930 $ 99,721 $107,211 $103,623
Average market value per preferred share (e) $ 25,000 $ 25,000 $ 25,000 $ 25,000 $ 25,000
Liquidation value, including dividends payable, per preferred share $ 25,001 $ 25,000 $ 25,001 $ 25,001 $ 25,001
========================================================================================================================
* The amount of distributions made to shareowners during the period were in
excess of the net investment income earned by the Trust during the period.
The Trust has accumulated undistributed net investment income which is part
of the Trust's NAV. A portion of the accumulated net investment income was
distributed to shareowners during the period. A decrease in distributions
may have a negative effect on the market value of the Trust's shares.
(a) The per common share data presented above is based upon the average common
shares outstanding for the periods presented.
(b) Net asset value and market value are published in Barron's on Saturday, The
Wall Street Journal on Monday and The New York Times on Monday and
Saturday.
(c) Total investment return is calculated assuming a purchase of common shares
at the current market value on the first day and a sale at the current
market value on the last day of the periods reported. Dividends and
distributions, if any, are assumed for purposes of this calculation to be
reinvested at prices obtained under the Trust's dividend reinvestment plan.
Total investment return does not reflect brokerage commissions. Past
performance is not a guarantee of future results.
(d) Expense ratios do not reflect the effect of distribution payments to
preferred shareowners.
(e) Market value is redemption value without an active market.
The accompanying notes are an integral part of these financial statements.
26 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
Notes to Financial Statements | 4/30/16
1. Organization and Significant Accounting Policies
Pioneer Municipal High Income Trust (the Trust) was organized as a Delaware
statutory trust on March 13, 2003. Prior to commencing operations on July 21,
2003, the Trust had no operations other than matters relating to its
organization and registration as a diversified, closed-end management investment
company under the Investment Company Act of 1940, as amended. The investment
objective of the Trust is to seek a high level of current income exempt from
regular federal income tax, and the Trust may, as a secondary objective, also
seek capital appreciation to the extent that it is consistent with its primary
investment objective.
The Trust's financial statements have been prepared in conformity with U.S.
generally accepted accounting principles that require the management of the
Trust to, among other things, make estimates and assumptions that affect the
reported amounts of assets and liabilities, the disclosure of contingent assets
and liabilities at the date of the financial statements, and the reported
amounts of income, expenses and gain or loss on investments during the reporting
period. Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by the
Trust in the preparation of its financial statements:
A. Security Valuation
The net asset value of the Trust is computed once daily, on each day the
New York Stock Exchange (NYSE) is open, as of the close of regular trading
on the NYSE.
Fixed income securities are valued by using prices supplied by independent
pricing services, which consider such factors as market prices, market
events, quotations from one or more brokers, Treasury spreads, yields,
maturities and ratings, or may use a pricing matrix or other fair value
methods or techniques to provide an estimated value of the security or
instrument. A pricing matrix is a means of valuing a debt security on the
basis of current market prices for other debt securities, historical
trading patterns in the market for fixed income securities and/or other
factors. Valuations may be supplemented by dealers and other sources, as
required. Non-U.S. debt securities that are listed on an exchange will be
valued at the bid price obtained from an independent third party pricing
service.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 27
Shares of open-end registered investment companies (including money market
mutual funds) are valued at such funds' net asset value. Repurchase
agreements are valued at par. Cash may include overnight time deposits at
approved financial institutions.
Securities for which independent pricing services are unable to supply
prices or for which market prices and/or quotations are not readily
available or are considered to be unreliable are valued by a fair valuation
team comprised of certain personnel of Pioneer Investment Management, Inc.
(PIM), the Trust's investment adviser, pursuant to procedures adopted by
the Trust's Board of Trustees. PIM's fair valuation team uses fair value
methods approved by the Valuation Committee of the Board of Trustees. PIM's
fair valuation team is responsible for monitoring developments that may
impact fair valued securities and for discussing and assessing fair values
on an ongoing basis, and at least quarterly, with the Valuation Committee
of the Board of Trustees.
Inputs used when applying fair value methods to value a security may
include credit ratings, the financial condition of the company, current
market conditions and comparable securities. The Trust may use fair value
methods if it is determined that a significant event has occurred after the
close of the exchange or market on which the security trades and prior to
the determination of the Trust's net asset value. Examples of a significant
event might include political or economic news, corporate restructurings,
natural disasters, terrorist activity or trading halts. Thus, the valuation
of the Trust's securities may differ significantly from exchange prices and
such differences could be material.
At April 30, 2016, no securities were valued using fair value methods
(other than securities valued using prices supplied by independent pricing
services or broker-dealers).
B. Investment Income and Transactions
Dividend income is recorded on the ex-dividend date, except that certain
dividends from foreign securities where the ex-dividend date may have
passed are recorded as soon as the Trust becomes aware of the ex-dividend
data in the exercise of reasonable diligence. Interest income, including
interest on income bearing cash accounts, is recorded on an accrual basis,
net of unrecoverable foreign taxes withheld at the applicable country
rates.
Discounts and premiums on purchase prices of debt securities are accreted
or amortized, respectively, daily, into interest income on an effective
yield to maturity basis with a corresponding increase or decrease in the
cost basis of the security. Premiums and discounts related to certain
mortgage-backed securities are amortized or accreted in proportion to the
monthly paydowns.
28 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
Security transactions are recorded as of trade date. Gains and losses on
sales of investments are calculated on the identified cost method for both
financial reporting and federal income tax purposes.
C. Federal Income Taxes
It is the Trust's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
all of its net taxable income and net realized capital gains, if any, to
its shareowners. Therefore, no federal income tax provision is required. As
of April 30, 2016, the Trust did not accrue any interest or penalties with
respect to uncertain tax positions, which if applicable, would be recorded
as an income tax expense in the Statement of Operations. Tax returns filed
within the prior three years remain subject to examination by federal and
state tax authorities.
The amount and character of income and capital gain distributions to
shareowners are determined in accordance with federal income tax rules,
which may differ from U.S. generally accepted accounting principles.
Distributions in excess of net investment income or net realized gains are
temporary overdistributions for financial statement purposes. Capital
accounts within the financial statements are adjusted for permanent
book/tax differences to reflect tax character, but are not adjusted for
temporary differences.
At April 30, 2016, the Trust reclassified $130,546 to decrease
undistributed net investment income and $130,546 to increase accumulated
net realized loss on investments to reflect permanent book/tax differences.
These adjustments have no impact on the net assets or results of
operations.
The Trust has elected to defer $1,195,829 of long-term capital losses
recognized between November 1, 2015 and April 30, 2016 to its fiscal year
ending April 30, 2017. At April 30, 2016, the Trust was permitted to carry
forward $659,954 of short-term capital losses and $21,067,444 of long-term
capital losses without limitation. Additionally, at April 30, 2016, the
Trust had a net capital loss carry forward of $13,566,293 of which the
following amounts will expire between 2017 and 2018 if not utilized:
$4,586,154 in 2017 and $8,980,139 in 2018. Since unlimited losses are
required to be used first, loss carry forwards that are subject to
expiration may be more likely to expire unused.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 29
The tax character of distributions paid to shareowners during the years
ended April 30, 2016 and April 30, 2015 were as follows:
--------------------------------------------------------------------------------
2016 2015
--------------------------------------------------------------------------------
Distributions paid from:
Tax exempt income $18,873,304 $23,767,247
Ordinary income 530,753 863,993
--------------------------------------------------------------------------------
Total $19,404,057 $24,631,240
================================================================================
The following shows the components of distributable earnings (losses) on a
federal income tax basis at April 30, 2016:
--------------------------------------------------------------------------------
2016
--------------------------------------------------------------------------------
Distributable earnings:
Undistributed ordinary income $71,250
Capital loss carryforward (35,293,691)
Last year loss deferrals (1,195,829)
Tax-exempt spillback 1,465,657
Unrealized appreciation 27,616,216
--------------------------------------------------------------------------------
Total $(7,336,397)
================================================================================
The difference between book-basis and tax-basis unrealized appreciation is
primarily attributable to the realization for tax purposes of unrealized
gains on investments in passive foreign investment companies, the book/tax
differences in the accrual of income on securities in default, the
difference between book and tax amortization methods and discounts on fixed
income securities and book/tax temporary differences.
D. Automatic Dividend Reinvestment Plan
All shareowners whose shares are registered in their own names
automatically participate in the Automatic Dividend Reinvestment Plan (the
Plan), under which participants receive all dividends and capital gain
distributions (collectively, dividends) in full and fractional shares of
the Trust in lieu of cash. Shareowners may elect not to participate in the
Plan. Shareowners not participating in the Plan receive all dividends and
capital gain distributions in cash. Participation in the Plan is completely
voluntary and may be terminated or resumed at any time without penalty by
notifying American Stock Transfer & Trust Company, the agent for
shareowners in administering the Plan (the Plan Agent), in writing prior to
any dividend record date; otherwise such termination or resumption will be
effective with respect to any subsequently declared dividend or other
distribution.
If a shareowner's shares are held in the name of a brokerage firm, bank or
other nominee, the shareowner can ask the firm or nominee to participate in
the Plan on the shareowner's behalf. If the firm or nominee does not offer
the
30 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
Plan, dividends will be paid in cash to the shareowner of record. A firm or
nominee may reinvest a shareowner's cash dividends in shares of the Trust
on terms that differ from the terms of the Plan.
Whenever the Trust declares a dividend on shares payable in cash,
participants in the Plan will receive the equivalent in shares acquired by
the Plan Agent either (i) through receipt of additional unissued but
authorized shares from the Trust or (ii) by purchase of outstanding shares
on the New York Stock Exchange or elsewhere. If, on the payment date for
any dividend, the net asset value per share is equal to or less than the
market price per share plus estimated brokerage trading fees (market
premium), the Plan Agent will invest the dividend amount in newly issued
shares. The number of newly issued shares to be credited to each account
will be determined by dividing the dollar amount of the dividend by the net
asset value per share on the date the shares are issued, provided that the
maximum discount from the then current market price per share on the date
of issuance does not exceed 5%. If, on the payment date for any dividend,
the net asset value per share is greater than the market value (market
discount), the Plan Agent will invest the dividend amount in shares
acquired in open-market purchases. There are no brokerage charges with
respect to newly issued shares. However, each participant will pay a pro
rata share of brokerage trading fees incurred with respect to the Plan
Agent's open-market purchases. Participating in the Plan does not relieve
shareowners from any federal, state or local taxes which may be due on
dividends paid in any taxable year. Shareowners holding Plan shares in a
brokerage account may be able to transfer the shares to another broker and
continue to participate in the Plan.
E. Risks
The value of securities held by the Trust may go up or down, sometimes
rapidly or unpredictably, due to general market conditions, such as real or
perceived adverse economic, political or regulatory conditions, inflation,
changes in interest rates, lack of liquidity in the bond markets or adverse
investor sentiment. In the past several years, financial markets have
experienced increased volatility, depressed valuations, decreased liquidity
and heightened uncertainty. These conditions may continue, recur, worsen or
spread.
Interest rates in the U.S. recently have been historically low, so the
Trust faces a heightened risk that interest rates may rise. A general rise
in interest rates may cause investors to move out of fixed income
securities on a large scale, which could adversely affect the price and
liquidity of fixed income securities.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 31
The municipal bond market can be susceptible to unusual volatility,
particularly for lower-rated and unrated securities. Liquidity can be
reduced unpredictably in response to overall economic conditions or credit
tightening. Municipal issuers may be adversely affected by rising health
care costs, increasing unfunded pension liabilities, and by the phasing out
of federal programs providing financial support. Unfavorable conditions and
developments relating to projects financed with municipal securities can
result in lower revenues to issuers of municipal securities, potentially
resulting in defaults. Issuers often depend on revenues from these projects
to make principal and interest payments. The value of municipal securities
can also be adversely affected by changes in the financial condition of one
or more individual municipal issuers or insurers of municipal issuers,
regulatory and political developments, tax law changes or other legislative
actions, and by uncertainties and public perceptions concerning these and
other factors. Municipal securities may be more susceptible to down-grades
or defaults during recessions or similar periods of economic stress. In
recent periods, an increasing number of municipal issuers in the United
States have defaulted on obligations and commenced insolvency proceedings.
Financial difficulties of municipal issuers may continue or get worse. To
the extent the Trust invests significantly in a single state, including
California, Massachusetts and Texas, or in securities the payments on which
are dependent upon a single project or source of revenues, or that relate
to a sector or industry, including health care facilities, education,
transportation, special revenues and pollution control, the Trust will be
more susceptible to associated risks and developments.
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), manages
the Trust's portfolio. Management fees payable under the Trust's Advisory
Agreement with PIM are calculated daily at the annual rate of 0.60% of the
Trust's average daily managed assets. "Managed assets" means (a) the total
assets of the Trust, including any form of investment leverage, minus (b) all
accrued liabilities incurred in the normal course of operations, which shall not
include any liabilities or obligations attributable to investment leverage
obtained through (i) indebtedness of any type (including, without limitation,
borrowing through a credit facility or the issuance of debt securities), (ii)
the issuance of preferred stock or other similar preference securities, and/or
(iii) any other means. For the year ended April 30, 2016, the net management fee
was 0.60% of the Trust's average daily managed assets, which was equivalent to
0.80% of the Trust's average daily net assets attributable to the common
shareowners.
32 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
In addition, under PIM's management and administration agreements, certain other
services and costs are paid by PIM and reimbursed by the Trust. At April 30,
2016, $307,957 was payable to PIM related to management costs, administrative
costs and certain other services is included in "Due to affiliates" and
"Administration fee" on the Statement of Assets and Liabilities.
3. Transfer Agent
Prior to November 2, 2015, Pioneer Investment Management Shareholder Services,
Inc. (PIMSS), a wholly owned indirect subsidiary of UniCredit, through a
sub-transfer agency agreement with American Stock Transfer & Trust Company
(AST), provided substantially all transfer agent and shareowner services related
to the Trust's shares at negotiated rates.
Effective November 2, 2015, AST serves as the transfer agent with respect to the
Trust's common shares. The Trust pays AST an annual fee, as agreed to from time
to time by the Trust and AST, for providing such services.
In addition, the Trust reimbursed the transfer agent for out-of-pocket expenses
incurred by the transfer agent related to shareowner communications activities
such as proxy and statement mailings and outgoing calls.
Deutsche Bank Trust Company Americas (Deutsche Bank) is the transfer agent,
registrar, dividend-paying agent and auction agent with respect to the Trust's
auction preferred shares (APS). The Trust pays Deutsche Bank an annual fee, as
is agreed to from time to time by the Trust and Deutsche Bank, for providing
such services.
4. Trust Shares
There are an unlimited number of common shares of beneficial interest
authorized.
Transactions in common shares of beneficial interest for the year ended April
30, 2016 and the year ended April 30, 2015 were as follows:
--------------------------------------------------------------------------------
4/30/16 4/30/15
--------------------------------------------------------------------------------
Shares outstanding at beginning of year 22,738,580 22,646,773
Reinvestment of distributions 18,144 91,807
--------------------------------------------------------------------------------
Shares outstanding at end of year 22,756,724 22,738,580
--------------------------------------------------------------------------------
The Trust may classify or reclassify any unissued shares of beneficial interest
into one or more series of preferred shares of beneficial interest. As of April
30, 2016, there were 4,040 APS as follows: Series A -- 2,000 and Series B --
2,040.
Dividends on Series A and Series B are cumulative at a rate which is to be reset
every seven days based on the results of an auction. An auction fails if there
are more APS offered for sale than there are buyers. When an auction
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 33
fails, the dividend rate for the period will be the maximum rate on the auction
dates described in the prospectus for the APS. Preferred shareowners are not
able to sell their APS at an auction if the auction fails. Since February 2008,
the Trust's auctions related to the APS have failed. The maximum rate for each
series is 125% of the 7 day commercial paper rate or adjusted Kenny rate.
Dividend rates on APS ranged from 0.088% to 0.552% during the year ended
April 30, 2016.
The Trust may not declare dividends or make other distributions on its common
shares or purchase any such shares if, at the time of the declaration,
distribution or purchase, the Trust does not comply with the asset coverage
ratios described in the prospectus for the APS.
The APS are redeemable at the option of the Trust, in whole or in part, on any
dividend payment date at $25,000 per share plus any accumulated or unpaid
dividends, whether or not declared. The APS are also subject to mandatory
redemption at $25,000 per share plus any accumulated or unpaid dividends,
whether or not declared, if certain requirements relating to the composition of
the assets and liabilities of the Trust as set forth in the Statement of
Preferences are not satisfied.
The holders of APS have voting rights equal to the holders of the Trust's common
shares (one vote per share) and will vote together with holders of the common
shares as a single class. Holders of APS are also entitled to elect two of the
Trust's Trustees. In addition, the Investment Company Act of 1940, as amended,
requires that along with approval by shareowners that might otherwise be
required, the approval of the holders of a majority of any outstanding preferred
shares, voting separately as a class, would be required to (a) adopt any plan of
reorganization that would adversely affect the preferred shares and (b) take any
action requiring a vote of security holders, including, among other things,
changes in the Trust's subclassification as a closed-end management investment
company or changes in its fundamental investment restrictions.
5. Subsequent Events
A monthly dividend was declared on May 3, 2016 from undistributed and
accumulated net investment income of $0.0700 per common share payable May 31,
2016, to common shareowners of record on May 18, 2016.
Subsequent to April 30, 2016, dividends declared and paid on preferred shares
totaled $65,571 in aggregate for the two outstanding preferred share series
through June 15, 2016.
34 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
Report of Independent Registered Public Accounting Firm
To the Board of Trustees and the Shareowners of Pioneer Municipal High Income
Trust:
--------------------------------------------------------------------------------
We have audited the accompanying statement of assets and liabilities, including
the schedule of investments, of Pioneer Municipal High Income Trust (the
"Trust"), as of April 30, 2016, and the related statement of operations for the
year then ended, and the statements of changes in net assets and the financial
highlights for each of the two years in the period then ended. These financial
statements and financial highlights are the responsibility of the Trust's
management. Our responsibility is to express an opinion on these financial
statements and financial highlights based on our audits. The financial
highlights for the years ended April 30, 2014, 2013, and 2012 were audited by
other auditors. Those auditors expressed an unqualified opinion on those
financial highlights in their report dated June 25, 2014.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. The Trust
is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting. Our audits included consideration of
internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Trust's internal control over
financial reporting. Accordingly, we express no such opinion. An audit also
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. Our procedures included confirmation
of securities owned as of April 30, 2016, by correspondence with the custodian
and brokers; where replies were not received from brokers, we performed other
auditing procedures. We believe that our audits provide a reasonable basis for
our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Pioneer Municipal High Income Trust as of April 30, 2016, and the results of its
operations for the year then ended and the changes in its net assets and the
financial highlights for each of the two years in the period then ended, in
conformity with accounting principles generally accepted in the United States of
America.
/s/ Deloitte & Touche LLP
Boston, Massachusetts
June 22, 2016
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 35
ADDITIONAL INFORMATION (unaudited)
During the period, there have been no material changes in the Trust's investment
objective or fundamental policies that have not been approved by the
shareowners. There have been no changes in the Trust's charter or By-Laws that
would delay or prevent a change in control of the Trust which has not been
approved by the shareowners. During the period, there have been no changes in
the principal risk factors associated with investment in the Trust. There were
no changes in the persons who are primarily responsible for the day-to-day
management of the Trust's portfolio.
Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940 that the Trust may purchase, from time to time, its common
shares in the open market.
PIM, the Trust's investment adviser, is currently an indirect, wholly owned
subsidiary of UniCredit. On November 11, 2015, UniCredit announced that it
signed a binding master agreement with Banco Santander and affiliates of Warburg
Pincus and General Atlantic (the "Private Equity Firms") with respect to Pioneer
Investments ("Pioneer") and Santander Asset Management ("SAM") (the
"Transaction").
The Transaction, as previously announced by UniCredit, will establish a holding
company, with the name Pioneer Investments, to be owned by UniCredit (50%) and
the Private Equity Firms (50% between them). The holding company will control
Pioneer's U.S. operations, including PIM. The holding company also will own
66.7% of Pioneer's and SAM's combined operations outside the U.S., while Banco
Santander will own directly the remaining 33.3% stake. The closing of the
Transaction is expected to happen in 2016, subject to certain regulatory and
other approvals, and other conditions.
Under the Investment Company Act of 1940, completion of the Transaction will
cause the Trust's current investment advisory agreement with PIM to terminate.
Accordingly, the Trust's Board of Trustees will be asked to approve a new
investment advisory agreement. If approved by the Board, the Trust's new
investment advisory agreement will be submitted to the shareholders of the Trust
for their approval.
36 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
IMPORTANT TAX INFORMATION (unaudited)
The following summarizes the taxable per share distributions paid by Pioneer
Municipal High Income Trust during the taxable year ended April 30, 2016.
Payable Date Ordinary Income
Common Shareowners 12/18/2015 0.023199
Preferred Shareowners
Series A 12/15/2015 0.3010
12/22/2015 0.3910
12/29/2015 0.3910
01/05/2016 0.4110
Series B 12/16/2015 0.3210
12/23/2015 0.3710
12/30/2015 0.3910
01/06/2016 0.4010
All the other net investment income distributions paid by the Trust qualify as
tax-exempt interest dividends for federal income tax purposes.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 37
Trustees, Officers and Service Providers
Investment Adviser
Pioneer Investment Management, Inc.
Custodian and Sub-Administrator
Brown Brothers Harriman & Co.
Independent Registered Public Accounting Firm
Deloitte & Touche LLP
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Morgan, Lewis & Bockius LLP
Shareowner Services and Transfer Agent
American Stock Transfer & Trust Company
Proxy Voting Policies and Procedures of the Fund are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Fund voted proxies relating to portfolio securities during the
most recent 12-month period ended June 30 is publicly available to shareowners
at us.pioneerinvestments.com. This information is also available on the
Securities and Exchange Commission's web site at www.sec.gov.
Trustees and Officers
The Trust's Trustees and officers are listed below, together with their
principal occupations during at least the past five years. Trustees who are
interested persons of the Trust within the meaning of the 1940 Act are referred
to as Interested Trustees. Trustees who are not interested persons of the Trust
are referred to as Independent Trustees. Each of the Trustees serves as a
trustee of each of the 50 U.S. registered investment portfolios for which
Pioneer serves as investment adviser (the "Pioneer Funds"). The address for all
Trustees and all officers of the Trust is 60 State Street, Boston, Massachusetts
02109.
The Statement of Additional Information of the Fund includes additional
information about the Trustees and is available, without charge, upon request,
by calling 1-800-225-6292.
38 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
Independent Trustees
----------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held With the Trust Length of Service Principal Occupation Held by Trustee
----------------------------------------------------------------------------------------------------------------------------------
Thomas J. Perna (66) Class III Trustee Private investor (2004 - 2008 and 2013 - Director, Broadridge
Chairman of the Board since 2006. Term present); Chairman (2008 - 2013) and Chief Financial Solutions, Inc.
and Trustee expires in 2018. Executive Officer (2008 - 2012), (investor communications
Quadriserv, Inc. (technology products for and securities processing
securities lending industry); and Senior provider for financial
Executive Vice President, The Bank of New services industry) (2009
York (financial and securities services) - present); Director,
(1986 - 2004) Quadriserv, Inc. (2005 -
2013); and Commissioner,
New Jersey State Civil
Service Commission (2011
- present)
----------------------------------------------------------------------------------------------------------------------------------
David R. Bock (72) Class I Trustee since Managing Partner, Federal City Capital Director of New York
Trustee 2005. Term expires in Advisors (corporate advisory services Mortgage Trust
2016. company) (1997 - 2004 and 2008 - present); (publicly-traded mortgage
Interim Chief Executive Officer, Oxford REIT) (2004 - 2009, 2012
Analytica, Inc. (privately-held research - present); Director of
and consulting company) (2010); Executive The Swiss Helvetia Fund,
Vice President and Chief Financial Officer, Inc. (closed-end fund)
I-trax, Inc. (publicly traded health care (2010 - present);
services company) (2004 - 2007); and Director of Oxford
Executive Vice President and Chief Analytica, Inc. (2008 -
Financial Officer, Pedestal Inc. present); and Director of
(internet-based mortgage trading company) Enterprise Community
(2000 - 2002); Private consultant Investment, Inc.
(1995-1997), Managing Director, Lehman (privately-held
Brothers (investment banking firm) affordable housing finance
(1992-1995); and Executive, The World Bank company) (1985 - 2010)
(1979-1992)
----------------------------------------------------------------------------------------------------------------------------------
Benjamin M. Friedman (71) Class II Trustee since William Joseph Maier Professor of Political Trustee, Mellon
Trustee 2008. Term expires in Economy, Harvard University (1972 - Institutional Funds
2017. present) Investment Trust and
Mellon Institutional
Funds Master Portfolio
(oversaw 17 portfolios
in fund complex)
(1989-2008)
----------------------------------------------------------------------------------------------------------------------------------
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 39
Independent Trustees (continued)
----------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held With the Trust Length of Service Principal Occupation Held by Trustee
----------------------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (68) Class II Trustee since Founding Director, Vice President and None
Trustee 2003. Term expires in Corporate Secretary, The Winthrop Group,
2017. Inc. (consulting firm) (1982 - present);
Desautels Faculty of Management, McGill
University (1999 - present); and Manager of
Research Operations and Organizational
Learning, Xerox PARC, Xerox's advance
research center (1990-1994)
----------------------------------------------------------------------------------------------------------------------------------
Lorraine H. Monchak (60) Class I Trustee since Chief Investment Officer, 1199 SEIU Funds Trustee of Pioneer
Trustee 2015. Term expires in (healthcare workers union pension funds) closed-end investment
2016. (2001 - present); Vice President - companies (5 portfolios)
International Investments Group, American (Sept. 2015 - present)
International Group, Inc. (insurance
company) (1993 - 2001); Vice President
Corporate Finance and Treasury Group,
Citibank, N.A.(1980 - 1986 and 1990 -
1993); Vice President - Asset/Liability
Management Group, Federal Farm Funding
Corporation (government-sponsored issuer of
debt securities) (1988 - 1990); Mortgage
Strategies Group, Shearson Lehman Hutton,
Inc. (investment bank) (1987 - 1988); and
Mortgage Strategies Group, Drexel Burnham
Lambert, Ltd. (investment bank) (1986 -
1987)
----------------------------------------------------------------------------------------------------------------------------------
Marguerite A. Piret (67) Class III Trustee President and Chief Executive Officer, Director of New America
Trustee since 2003. Term Newbury, Piret & Company, Inc. (investment High Income Fund, Inc.
expires in 2018. banking firm) (1981 - present) (closed-end investment
company) (2004 -
present); and Member,
Board of Governors,
Investment Company
Institute (2000 - 2006)
----------------------------------------------------------------------------------------------------------------------------------
Fred J. Ricciardi (69) Class III Trustee Consultant (investment company services) None
Trustee since 2014. Term (2012 - present); Executive Vice President,
expires in 2018. BNY Mellon (financial and investment company
services) (1969 - 2012); Director, BNY
International Financing Corp. (financial
services) (2002 - 2012); and Director,
Mellon Overseas Investment Corp. (financial
services) (2009 - 2012)
----------------------------------------------------------------------------------------------------------------------------------
40 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
Interested Trustees
----------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held With the Trust Length of Service Principal Occupation Held by Trustee
----------------------------------------------------------------------------------------------------------------------------------
Lisa M. Jones (54)* Class I Trustee since Chair, Director, CEO and President of Trustee of Pioneer
Trustee, President and 2015.Term expires in Pioneer Investment Management-USA (since closed-end investment
Chief Executive Officer 2016. September 2014); Chair, Director, CEO and companies (5 portfolios)
President of Pioneer Investment Management, (Sept. 2015 - present)
Inc. (since September 2014); Chair,
Director, CEO and President of Pioneer
Funds Distributor, Inc. (since September
2014); Chair, Director, CEO and President
of Pioneer Institutional Asset Management,
Inc. (since September 2014); and Chair,
Director, and CEO of Pioneer Investment
Management Shareholder Services, Inc.
(since September 2014); Managing Director,
Morgan Stanley Investment Management (2010
- 2013); and Director of Institutional
Business, CEO of International, Eaton Vance
Management (2005 - 2010)
----------------------------------------------------------------------------------------------------------------------------------
Kenneth J. Taubes (58)* Class II Trustee Director and Executive Vice President None
Trustee since 2014. Term (since 2008) and Chief Investment Officer,
expires in 2017. U.S. (since 2010) of PIM-USA; Executive
Vice President of Pioneer (since 2008);
Executive Vice President of Pioneer
Institutional Asset Management, Inc. (since
2009); and Portfolio Manager of Pioneer
(since 1999)
----------------------------------------------------------------------------------------------------------------------------------
* Ms. Jones and Mr. Taubes are Interested Trustee because they are officers
or directors of the Trust's investment adviser and certain of its
affiliates.
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 41
Trust Officers
----------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held With the Trust Length of Service Principal Occupation Held by Officer
----------------------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (51) Since 2003. Serves at Vice President and Associate General None
Secretary and Chief Legal the discretion of the Counsel of Pioneer since January 2008;
Officer Board. Secretary and Chief Legal Officer of all of
the Pioneer Funds since June 2010;
Assistant Secretary of all of the Pioneer
Funds from September 2003 to May 2010; and
Vice President and Senior Counsel of
Pioneer from July 2002 to December 2007
----------------------------------------------------------------------------------------------------------------------------------
Carol B. Hannigan (55) Since 2010. Serves at Fund Governance Director of Pioneer since None
Assistant Secretary the discretion of the December 2006 and Assistant Secretary of
Board. all the Pioneer Funds since June 2010;
Manager - Fund Governance of Pioneer from
December 2003 to November 2006; and Senior
Paralegal of Pioneer from January 2000 to
November 2003
----------------------------------------------------------------------------------------------------------------------------------
Thomas Reyes (53) Since 2010. Serves at Senior Counsel of Pioneer since May 2013 None
Assistant Secretary the discretion of the and Assistant Secretary of all the Pioneer
Board. Funds since June 2010; and Counsel of
Pioneer from June 2007 to May 2013
----------------------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (56) Since 2008. Serves at Vice President - Fund Treasury of Pioneer; None
Treasurer and Chief Financial the discretion of the Treasurer of all of the Pioneer Funds since
and Accounting Officer Board. March 2008; Deputy Treasurer of Pioneer
from March 2004 to February 2008; and
Assistant Treasurer of all of the Pioneer
Funds from March 2004 to February 2008
----------------------------------------------------------------------------------------------------------------------------------
Luis I. Presutti (51) Since 2003. Serves at Director - Fund Treasury of Pioneer; and None
Assistant Treasurer the discretion of the Assistant Treasurer of all of the Pioneer
Board. Funds
----------------------------------------------------------------------------------------------------------------------------------
Gary Sullivan (58) Since 2003. Serves at Fund Accounting Manager - Fund Treasury of None
Assistant Treasurer the discretion of the Pioneer; and Assistant Treasurer of all of
Board. the Pioneer Funds
----------------------------------------------------------------------------------------------------------------------------------
42 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
----------------------------------------------------------------------------------------------------------------------------------
Name, Age and Term of Office and Other Directorships
Position Held With the Trust Length of Service Principal Occupation Held by Officer
----------------------------------------------------------------------------------------------------------------------------------
David F. Johnson (36) Since 2009. Serves at Fund Administration Manager - Fund Treasury None
Assistant Treasurer the discretion of the of Pioneer since November 2008; Assistant
Board. Treasurer of all of the Pioneer Funds since
January 2009; and Client Service Manager -
Institutional Investor Services at State
Street Bank from March 2003 to March 2007
----------------------------------------------------------------------------------------------------------------------------------
Jean M. Bradley (63) Since 2010. Serves at Chief Compliance Officer of Pioneer and of None
Chief Compliance Officer the discretion of the all the Pioneer Funds since March 2010;
Board. Chief Compliance Officer of Pioneer
Institutional Asset Management, Inc. since
January 2012; Chief Compliance Officer of
Vanderbilt Capital Advisors, LLC since July
2012: Director of Adviser and Portfolio
Compliance at Pioneer since October 2005;
and Senior Compliance Officer for Columbia
Management Advisers, Inc. from October 2003
to October 2005
----------------------------------------------------------------------------------------------------------------------------------
Kelly O'Donnell (45) Since 2006. Serves at Director - Transfer Agency Compliance of None
Anti-Money Laundering Officer the discretion of the Pioneer and Anti-Money Laundering Officer of
Board. all the Pioneer Funds since 2006
----------------------------------------------------------------------------------------------------------------------------------
Pioneer Municipal High Income Trust | Annual Report | 4/30/16 43
This page for your notes.
44 Pioneer Municipal High Income Trust | Annual Report | 4/30/16
How to Contact Pioneer
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
You can call American Stock Transfer & Trust Company (AST) for:
--------------------------------------------------------------------------------
Account Information 1-800-710-0935
Or write to AST:
--------------------------------------------------------------------------------
For Write to
General inquiries, lost dividend checks, American Stock
change of address, lost stock certificates, Transfer & Trust
stock transfer Operations Center
6201 15th Ave.
Brooklyn, NY 11219
Dividend reinvestment plan (DRIP) American Stock
Transfer & Trust
Wall Street Station
P.O. Box 922
New York, NY 10269-0560
Website www.amstock.com
For additional information, please contact your investment advisor or visit our
web site us.pioneerinvestments.com.
The Trust files a complete schedule of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareowners may view the filed Form N-Q by visiting the Commission's
web site at www.sec.gov. The filed form may also be viewed and copied at the
Commission's Public Reference Room in Washington, DC. Information regarding the
operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
[LOGO] PIONEER
Investments(R)
Pioneer Investment Management, Inc.
60 State Street
Boston, MA 02109
us.pioneerinvestments.com
Securities offered through Pioneer Funds Distributor, Inc.
60 State Street, Boston, MA 02109
Underwriter of Pioneer Mutual Funds, Member SIPC
(C) 2016 Pioneer Investments 19384-10-0616
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 12(a)(1), a copy of
its code of ethics that applies to the registrant's principal
executive officer,principal financial officer, principal accounting
officer or controller, or persons performing similar functions,
as an exhibit to its annual
report on this Form N-CSR (see attachment);
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
The audit fees for the Trust were $51,534
payable to Deloitte & Touche LLP for the year ended
April 30, 2016 and $48,643 for the year ended April 30, 2015.
(b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in
each of the last two fiscal years for assurance and related services by the
principal accountant that are reasonably related to the performance of the audit
of the registrant's financial statements and are not reported under
paragraph (a) of this Item. Registrants shall describe the nature of the
services comprising the fees disclosed under this category.
There were no audit-related services in 2016 or 2015.
(c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of
the last two fiscal years for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning. Registrants shall
describe the nature of the services comprising the fees disclosed under this
category.
The tax fees for the Trust were $9,904
payable to Deloitte & Touche LLP for the year ended
April 30, 2016 and $9,876 for the year ended April 30, 2015.
(d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in
each of the last two fiscal years for products and services provided by the
principal accountant, other than the services reported in paragraphs (a) through
(c) of this Item. Registrants shall describe the nature of the services
comprising the fees disclosed under this category.
There were no other fees in 2016 or 2015.
(e) (1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of
their outside auditors. Maintaining independence is a shared responsibility
involving Pioneer Investment Management, Inc ("PIM"), the audit committee and
the independent auditors.
The Funds recognize that a Fund's independent auditors: 1) possess knowledge of
the Funds, 2) are able to incorporate certain services into the scope of the
audit, thereby avoiding redundant work, cost and disruption of Fund personnel
and processes, and 3) have expertise that has value to the Funds. As a result,
there are situations where it is desirable to use the Fund's independent
auditors for services in addition to the annual audit and where the potential
for conflicts of interests are minimal. Consequently, this policy, which is
intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and
procedures to be followed by the Funds when retaining the independent audit firm
to perform audit, audit-related tax and other services under those
circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also
constitute approval for any other Fund whose pre-approval is required pursuant
to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services
that may be provided consistently with Rule 210.2-01 may be approved by the
Audit Committee itself and any pre-approval that may be waived in accordance
with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund's independent auditors and their compensation shall be
determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
---------------- -------------------------------- -------------------------------------------------
SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
CATEGORY
---------------- -------------------------------- -------------------------------------------------
I. AUDIT Services that are directly o Accounting research assistance
SERVICES related to performing the o SEC consultation, registration
independent audit of the Funds statements, and reporting
o Tax accrual related matters
o Implementation of new accounting
standards
o Compliance letters (e.g. rating agency
letters)
o Regulatory reviews and assistance
regarding financial matters
o Semi-annual reviews (if requested)
o Comfort letters for closed end
offerings
---------------- -------------------------------- -------------------------------------------------
II. Services which are not o AICPA attest and agreed-upon procedures
AUDIT-RELATED prohibited under Rule o Technology control assessments
SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments
and are related extensions of o Enterprise security architecture
the audit services support the assessment
audit, or use the
knowledge/expertise gained
from the audit procedures as a
foundation to complete the
project. In most cases, if
the Audit-Related Services are
not performed by the Audit
firm, the scope of the Audit
Services would likely
increase. The Services are
typically well-defined and
governed by accounting
professional standards (AICPA,
SEC, etc.)
---------------- -------------------------------- -------------------------------------------------
------------------------------------- ------------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the audit period for all services and related fees
pre-approved specific service reported at each regularly
subcategories. Approval of the scheduled Audit Committee
independent auditors as meeting.
auditors for a Fund shall
constitute pre approval for
these services.
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the fund fiscal year within services and related fees
a specified dollar limit (including comparison to
for all pre-approved specified dollar limits)
specific service subcategories reported quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limit for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for Audit-Related
Services not denoted as
"pre-approved", or
to add a specific service
subcategory as "pre-approved"
------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
III. TAX SERVICES Services which are not o Tax planning and support
prohibited by the Rule, o Tax controversy assistance
if an officer of the Fund o Tax compliance, tax returns, excise
determines that using the tax returns and support
Fund's auditor to provide o Tax opinions
these services creates
significant synergy in
the form of efficiency,
minimized disruption, or
the ability to maintain a
desired level of
confidentiality.
----------------------- --------------------------- -----------------------------------------------
------------------------------------- -------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- -------------------------
------------------------------------- -------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year all such services and
within a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for tax services not
denoted as pre-approved, or to add a specific
service subcategory as
"pre-approved"
------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- --------------------------- -----------------------------------------------
IV. OTHER SERVICES Services which are not o Business Risk Management support
prohibited by the Rule, o Other control and regulatory
A. SYNERGISTIC, if an officer of the Fund compliance projects
UNIQUE QUALIFICATIONS determines that using the
Fund's auditor to provide
these services creates
significant synergy in
the form of efficiency,
minimized disruption,
the ability to maintain a
desired level of
confidentiality, or where
the Fund's auditors
posses unique or superior
qualifications to provide
these services, resulting
in superior value and
results for the Fund.
----------------------- --------------------------- -----------------------------------------------
--------------------------------------- ------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- --------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year within all such services and
a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for "Synergistic" or
"Unique Qualifications" Other
Services not denoted as
pre-approved to the left, or to
add a specific service
subcategory as "pre-approved"
------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED
----------------------- ------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES
DESCRIPTION
----------------------- ------------------------- -----------------------------------------------
PROHIBITED SERVICES Services which result 1. Bookkeeping or other services
in the auditors losing related to the accounting records or
independence status financial statements of the audit
under the Rule. client*
2. Financial information systems design
and implementation*
3. Appraisal or valuation services,
fairness* opinions, or
contribution-in-kind reports
4. Actuarial services (i.e., setting
actuarial reserves versus actuarial
audit work)*
5. Internal audit outsourcing services*
6. Management functions or human
resources
7. Broker or dealer, investment
advisor, or investment banking services
8. Legal services and expert services
unrelated to the audit
9. Any other service that the Public
Company Accounting Oversight Board
determines, by regulation, is
impermissible
----------------------- ------------------------- -----------------------------------------------
------------------------------------------- ------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------------- ------------------------------
o These services are not to be o A summary of all
performed with the exception of the(*) services and related
services that may be permitted fees reported at each
if they would not be subject to audit regularly scheduled
procedures at the audit client (as Audit Committee meeting
defined in rule 2-01(f)(4)) level will serve as continual
the firm providing the service. confirmation that has
not provided any
restricted services.
------------------------------------------- ------------------------------
--------------------------------------------------------------------------------
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
o For all projects, the officers of the Funds and the Fund's auditors will each
make an assessment to determine that any proposed projects will not impair
independence.
o Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy above will be applied. Any services outside the specific
pre-approved service subcategories set forth above must be specifically
approved by the Audit Committee.
o At least quarterly, the Audit Committee shall review a report summarizing the
services by service category, including fees, provided by the Audit firm as
set forth in the above policy.
--------------------------------------------------------------------------------
(2) Disclose the percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit committee pursuant
to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
Non-Audit Services
Beginning with non-audit service contracts entered
into on or after May 6, 2003, the effective date of the
new SEC pre-approval rules, the Trust's audit
committee is required to pre-approve services to
affiliates defined by SEC rules to the extent that the
services are determined to have a direct impact on the
operations or financial reporting of the Trust. For the
years ended April 30 2016 and 2015, there were no
services provided to an affiliate that required the
Trust's audit committee pre-approval.
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountants engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrants accountant
for services rendered to the registrant, and rendered to the registrants
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
The aggregate non-audit fees for the Trust were $9,904
payable to Deloitte & Touche LLP for the year ended
April 30, 2015 and $9,876 for the year ended April 30, 2015.
(h) Disclose whether the registrants audit committee of the board of trustees
has considered whether the provision of non-audit services that were rendered to
the registrants investment adviser (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
The Fund's audit committee of the Board of Trustees
has considered whether the provision of non-audit
services that were rendered to the Affiliates (as
defined) that were not pre- approved pursuant to
paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is
compatible with maintaining the principal accountant's
independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
(a) If the registrant is a listed issuer as defined in Rule 10A-3
under the Exchange Act (17 CFR 240.10A-3), state whether
or not the registrant has a separately-designated standing
audit committee established in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)).
If the registrant has such a committee, however designated,
identify each committee member. If the entire board of directors
is acting as the registrant's audit committee as specified in
Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)),
so state.
N/A
(b) If applicable, provide the disclosure required by Rule 10A-3(d)
under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption
from the listing standards for audit committees.
N/A
ITEM 6. SCHEDULE OF INVESTMENTS.
File Schedule of Investments in securities of unaffiliated issuers
as of the close of the reporting period as set forth in 210.1212
of Regulation S-X [17 CFR 210.12-12], unless the schedule is
included as part of the report to shareholders filed under Item
1 of this Form.
Included in Item 1
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on
this Form N-CSR must, unless it invests exclusively in non-voting securities,
describe the policies and procedures that it uses to determine how to vote
proxies relating to portfolio securities, including the procedures that the
company uses when a vote presents a conflict between the interests of its
shareholders, on the one hand, and those of the company's investment adviser;
principal underwriter; or any affiliated person (as defined in Section 2(a)(3)
of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules
thereunder) of the company, its investment adviser, or its principal
underwriter, on the other. Include any policies and procedures of the company's
investment adviser, or any other third party, that the company uses, or that are
used on the company's behalf, to determine how to vote proxies relating to
portfolio securities.
Proxy Voting Policies and Procedures of
Pioneer Investment Management, Inc.
VERSION DATED July, 2004
Overview
Pioneer Investment Management, Inc. ("Pioneer") is a fiduciary that owes
each of its client's duties of care and loyalty with respect to all
services undertaken on the client's behalf, including proxy voting. When
Pioneer has been delegated proxy-voting authority for a client, the duty of
care requires Pioneer to monitor corporate events and to vote the proxies.
To satisfy its duty of loyalty, Pioneer must place its client's interests
ahead of its own and must cast proxy votes in a manner consistent with the
best interest of its clients. Pioneer will vote all proxies presented in a
timely manner.
The Proxy Voting Policies and Procedures are designed to complement
Pioneer's investment policies and procedures regarding its general
responsibility to monitor the performance and/or corporate events of
companies that are issuers of securities held in accounts managed by
Pioneer. Pioneer's Proxy Voting Policies summarize Pioneer's position on a
number of issues solicited by companies held by Pioneer's clients. The
policies are guidelines that provide a general indication on how Pioneer
would vote but do not include all potential voting scenarios.
Pioneer's Proxy Voting Procedures detail monitoring of voting, exception
votes, and review of conflicts of interest and ensure that case-by-case
votes are handled within the context of the overall guidelines (i.e. best
interest of client). The overriding goal is that all proxies for US and
non-US companies that are received promptly will be voted in accordance
with Pioneer's policies or specific client instructions. All shares in a
company held by Pioneer-managed accounts will be voted alike, unless a
client has given us specific voting instructions on an issue or has not
delegated authority to us or the Proxy Voting Oversight Group determines
that the circumstances justify a different approach.
Pioneer does not delegate the authority to vote proxies relating to its
clients to any of its affiliates, which include other subsidiaries of
UniCredito.
Any questions about these policies and procedures should be directed to the
Proxy Coordinator.
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Proxy Voting Procedures
Proxy Voting Service
Pioneer has engaged an independent proxy voting service to assist in the
voting of proxies. The proxy voting service works with custodians to ensure
that all proxy materials are received by the custodians and are processed
in a timely fashion. To the extent applicable, the proxy voting service
votes all proxies in accordance with the proxy voting policies established
by Pioneer. The proxy voting service will refer proxy questions to the
Proxy Coordinator (described below) for instructions under circumstances
where: (1) the application of the proxy voting guidelines is unclear; (2) a
particular proxy question is not covered by the guidelines; or (3) the
guidelines call for specific instructions on a case-by-case basis. The
proxy voting service is also requested to call to the Proxy Coordinator's
attention specific proxy questions that, while governed by a guideline,
appear to involve unusual or controversial issues. Pioneer reserves the
right to attend a meeting in person and may do so when it determines that
the company or the matters to be voted on at the meeting are strategically
important to its clients.
Proxy Coordinator
Pioneer's Director of Investment Operations (the "Proxy Coordinator")
coordinates the voting, procedures and reporting of proxies on behalf of
Pioneer's clients. The Proxy Coordinator will deal directly with the proxy
voting service and, in the case of proxy questions referred by the proxy
voting service, will solicit voting recommendations and instructions from
the Director of Portfolio Management US or, to the extent applicable,
investment sub-advisers. The Proxy Coordinator is responsible for ensuring
that these questions and referrals are responded to in a timely fashion and
for transmitting appropriate voting instructions to the proxy voting
service. The Proxy Coordinator is responsible for verifying with the
Compliance Department whether Pioneer's voting power is subject to any
limitations or guidelines issued by the client (or in the case of an
employee benefit plan, the plan's trustee or other fiduciaries).
Referral Items
From time to time, the proxy voting service will refer proxy questions to
the Proxy Coordinator that are described by Pioneer's policy as to be voted
on a case-by-case basis, that are not covered by Pioneer's guidelines or
where Pioneer's guidelines may be unclear with respect to the matter to be
voted on. Under such certain circumstances, the Proxy Coordinator will seek
a written voting recommendation from the Director of Portfolio Management
US. Any such recommendation will include: (i) the manner in which the
proxies should be voted; (ii) the rationale underlying any such decision;
and (iii) the disclosure of any contacts or communications made between
Pioneer and any outside parties concerning the proxy proposal prior to the
time that the voting instructions are provided. In addition, the Proxy
Coordinator will ask the Compliance Department to review the question for
any actual or apparent conflicts of interest as described below under
"Conflicts of
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Interest." The Compliance Department will provide a "Conflicts of Interest
Report," applying the criteria set forth below under "Conflicts of
Interest," to the Proxy Coordinator summarizing the results of its review.
In the absence of a conflict of interest, the Proxy Coordinator will vote
in accordance with the recommendation of the Director of Portfolio
Management US.
If the matter presents a conflict of interest for Pioneer, then the Proxy
Coordinator will refer the matter to the Proxy Voting Oversight Group for a
decision. In general, when a conflict of interest is present, Pioneer will
vote according to the recommendation of the Director of Portfolio
Management US where such recommendation would go against Pioneer's interest
or where the conflict is deemed to be immaterial. Pioneer will vote
according to the recommendation of its proxy voting service when the
conflict is deemed to be material and the Pioneer's internal vote
recommendation would favor Pioneer's interest, unless a client specifically
requests Pioneer to do otherwise. When making the final determination as to
how to vote a proxy, the Proxy Voting Oversight Group will review the
report from the Director of Portfolio Management US and the Conflicts of
Interest Report issued by the Compliance Department.
Conflicts of Interest
A conflict of interest occurs when Pioneer's interests interfere, or appear
to interfere with the interests of Pioneer's clients. Occasionally, Pioneer
may have a conflict that can affect how its votes proxies. The conflict may
be actual or perceived and may exist when the matter to be voted on
concerns:
o An affiliate of Pioneer, such as another company belonging to
the UniCredito Italiano S.p.A. banking group (a "UniCredito
Affiliate");
o An issuer of a security for which Pioneer acts as a sponsor,
advisor, manager, custodian, distributor, underwriter, broker, or
other similar capacity (including those securities specifically
declared by PGAM to present a conflict of interest for Pioneer);
o An issuer of a security for which UniCredito has informed Pioneer
that a UniCredito Affiliate acts as a sponsor, advisor, manager,
custodian, distributor, underwriter, broker, or other similar
capacity; or
o A person with whom Pioneer (or any of its affiliates) has an
existing, material contract or business relationship that was not
entered into in the ordinary course of Pioneer's business.
o Pioneer will abstain from voting with respect to companies
directly or indirectly owned by UniCredito Italiano Group, unless
otherwise directed by a client. In addition, Pioneer will inform
PGAM Global Compliance and the PGAM Independent Directors before
exercising such rights.
Any associate involved in the proxy voting process with knowledge of any
apparent or actual conflict of interest must disclose such conflict to the
Proxy Coordinator and the Compliance Department. The Compliance Department
will review each item referred to Pioneer to determine whether an actual or
potential conflict of interest with Pioneer exists in connection with the
proposal(s) to be voted upon. The review will be conducted by comparing the
apparent parties affected by the proxy proposal being
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voted upon against the Compliance Department's internal list of interested
persons and, for any matches found, evaluating the anticipated magnitude
and possible probability of any conflict of interest being present. For
each referral item, the determination regarding the presence or absence of
any actual or potential conflict of interest will be documented in a
Conflicts of Interest Report to the Proxy Coordinator.
Securities Lending
In conjunction with industry standards Proxies are not available to be
voted when the shares are out on loan through either Pioneer's lending
program or a client's managed security lending program. However, Pioneer
will reserve the right to recall lent securities so that they may be voted
according to the Pioneer's instructions. If a portfolio manager would like
to vote a block of previously lent shares, the Proxy Coordinator will work
with the portfolio manager and Investment Operations to recall the
security, to the extent possible, to facilitate the vote on the entire
block of shares.
Share-Blocking
"Share-blocking" is a market practice whereby shares are sent to a
custodian (which may be different than the account custodian) for record
keeping and voting at the general meeting. The shares are unavailable for
sale or delivery until the end of the blocking period (typically the day
after general meeting date).
Pioneer will vote in those countries with "share-blocking." In the event a
manager would like to sell a security with "share-blocking", the Proxy
Coordinator will work with the Portfolio Manager and Investment Operations
Department to recall the shares (as allowable within the market time-frame
and practices) and/or communicate with executing brokerage firm. A list of
countries with "share-blocking" is available from the Investment Operations
Department upon request.
Record Keeping
The Proxy Coordinator shall ensure that Pioneer's proxy voting service:
o Retains a copy of the proxy statement received (unless the proxy
statement is available from the SEC's Electronic Data Gathering,
Analysis, and Retrieval (EDGAR) system);
o Retains a record of the vote cast;
o Prepares Form N-PX for filing on behalf of each client that is a
registered investment company; and
o Is able to promptly provide Pioneer with a copy of the voting
record upon its request.
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The Proxy Coordinator shall ensure that for those votes that may require
additional documentation (i.e. conflicts of interest, exception votes and
case-by-case votes) the following records are maintained:
o A record memorializing the basis for each referral vote cast;
o A copy of any document created by Pioneer that was material in
making the decision on how to vote the subject proxy; and
o A copy of any conflict notice, conflict consent or any other
written communication (including emails or other electronic
communications) to or from the client (or in the case of an
employee benefit plan, the plan's trustee or other fiduciaries)
regarding the subject proxy vote cast by, or the vote
recommendation of, Pioneer.
o Pioneer shall maintain the above records in the client's file for a
period not less than ten (10) years.
Disclosure
Pioneer shall take reasonable measures to inform its clients of the process
or procedures clients must follow to obtain information regarding how
Pioneer voted with respect to assets held in their accounts. In addition,
Pioneer shall describe to clients its proxy voting policies and procedures
and will furnish a copy of its proxy voting policies and procedures upon
request. This information may be provided to clients through Pioneer's Form
ADV (Part II) disclosure, by separate notice to the client, or through
Pioneer's website.
Proxy Voting Oversight Group
The members of the Proxy Voting Oversight Group are Pioneer's: Director of
Portfolio Management US, Head of Investment Operations, and Director of
Compliance. Other members of Pioneer will be invited to attend meetings and
otherwise participate as necessary. The Head of Investment Operations will
chair the Proxy Voting Oversight Group.
The Proxy Voting Oversight Group is responsible for developing, evaluating,
and changing (when necessary) Pioneer's Proxy Voting Policies and
Procedures. The group meets at least annually to evaluate and review these
policies and procedures and the services of its third-party proxy voting
service. In addition, the Proxy Voting Oversight Group will meet as
necessary to vote on referral items and address other business as
necessary.
Amendments
Pioneer may not amend its Proxy Voting Policies And Procedures without the
prior approval of the Proxy Voting Oversight Group and its corporate
parent, Pioneer Global Asset Management S.p.A
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Proxy Voting Policies
Pioneer's sole concern in voting proxies is the economic effect of the
proposal on the value of portfolio holdings, considering both the short-
and long-term impact. In many instances, Pioneer believes that supporting
the company's strategy and voting "for" management's proposals builds
portfolio value. In other cases, however, proposals set forth by management
may have a negative effect on that value, while some shareholder proposals
may hold the best prospects for enhancing it. Pioneer monitors developments
in the proxy-voting arena and will revise this policy as needed.
All proxies that are received promptly will be voted in accordance with the
specific policies listed below. All shares in a company held by
Pioneer-managed accounts will be voted alike, unless a client has given us
specific voting instructions on an issue or has not delegated authority to
us. Proxy voting issues will be reviewed by Pioneer's Proxy Voting
Oversight Group, which consists of the Director of Portfolio Management US,
the Director of Investment Operations (the Proxy Coordinator), and the
Director of Compliance.
Pioneer has established Proxy Voting Procedures for identifying and
reviewing conflicts of interest that may arise in the voting of proxies.
Clients may request, at any time, a report on proxy votes for securities
held in their portfolios and Pioneer is happy to discuss our proxy votes
with company management. Pioneer retains a proxy voting service to provide
research on proxy issues and to process proxy votes.
Administrative
While administrative items appear infrequently in U.S. issuer proxies, they
are quite common in non-U.S. proxies.
We will generally support these and similar management proposals:
o Corporate name change.
o A change of corporate headquarters.
o Stock exchange listing.
o Establishment of time and place of annual meeting.
o Adjournment or postponement of annual meeting.
o Acceptance/approval of financial statements.
o Approval of dividend payments, dividend reinvestment plans and other
dividend-related proposals.
o Approval of minutes and other formalities.
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o Authorization of the transferring of reserves and allocation of
income.
o Amendments to authorized signatories.
o Approval of accounting method changes or change in fiscal year-end.
o Acceptance of labor agreements.
o Appointment of internal auditors.
Pioneer will vote on a case-by-case basis on other routine business;
however, Pioneer will oppose any routine business proposal if insufficient
information is presented in advance to allow Pioneer to judge the merit of
the proposal. Pioneer has also instructed its proxy voting service to
inform Pioneer of its analysis of any administrative items inconsistent, in
its view, with supporting the value of Pioneer portfolio holdings so that
Pioneer may consider and vote on those items on a case-by-case basis.
Auditors
We normally vote for proposals to:
o Ratify the auditors. We will consider a vote against if we are
concerned about the auditors' independence or their past work for
the company. Specifically, we will oppose the ratification of
auditors and withhold votes from audit committee members if
non-audit fees paid by the company to the auditing firm exceed the
sum of audit fees plus audit-related fees plus permissible tax
fees according to the disclosure categories proposed by the
Securities and Exchange Commission.
o Restore shareholder rights to ratify the auditors.
We will normally oppose proposals that require companies to:
o Seek bids from other auditors.
o Rotate auditing firms, except where the rotation is statutorily
required or where rotation would demonstrably strengthen financial
disclosure.
o Indemnify auditors.
o Prohibit auditors from engaging in non-audit services for the
company.
Board of Directors
On issues related to the board of directors, Pioneer normally supports
management. We will, however, consider a vote against management in
instances where corporate performance has been very poor or where the board
appears to lack independence.
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General Board Issues
Pioneer will vote for:
o Audit, compensation and nominating committees composed of
independent directors exclusively.
o Indemnification for directors for actions taken in good faith in
accordance with the business judgment rule. We will vote against
proposals for broader indemnification.
o Changes in board size that appear to have a legitimate business
purpose and are not primarily for anti-takeover reasons.
o Election of an honorary director.
We will vote against:
o Minimum stock ownership by directors.
o Term limits for directors. Companies benefit from experienced
directors, and shareholder control is better achieved through
annual votes.
o Requirements for union or special interest representation on the
board.
o Requirements to provide two candidates for each board seat.
We will vote on a case-by case basis on these issues:
o Separate chairman and CEO positions. We will consider voting with
shareholders on these issues in cases of poor corporate
performance.
Elections of Directors
In uncontested elections of directors we will vote against:
o Individual directors with absenteeism above 25% without valid
reason. We support proposals that require disclosure of director
attendance.
o Insider directors and affiliated outsiders who sit on the audit,
compensation, stock option or nominating committees. For the
purposes of our policy, we accept the definition of affiliated
directors provided by our proxy voting service.
We will also vote against:
o Directors who have failed to act on a takeover offer where the
majority of shareholders have tendered their shares.
o Directors who appear to lack independence or are associated with
very poor corporate performance.
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We will vote on a case-by case basis on these issues:
o Re-election of directors who have implemented or renewed a
dead-hand or modified dead-hand poison pill (a "dead-hand poison
pill" is a shareholder rights plan that may be altered only by
incumbent or "dead " directors. These plans prevent a potential
acquirer from disabling a poison pill by obtaining control of the
board through a proxy vote).
o Contested election of directors.
o Prior to phase-in required by SEC, we would consider supporting
election of a majority of independent directors in cases of poor
performance.
o Mandatory retirement policies.
o Directors who have ignored a shareholder proposal that has been
approved by shareholders for two consecutive years.
Takeover-Related Measures
Pioneer is generally opposed to proposals that may discourage takeover
attempts. We believe that the potential for a takeover helps ensure that
corporate performance remains high.
Pioneer will vote for:
o Cumulative voting.
o Increase ability for shareholders to call special meetings.
o Increase ability for shareholders to act by written consent.
o Restrictions on the ability to make greenmail payments.
o Submitting rights plans to shareholder vote.
o Rescinding shareholder rights plans ("poison pills").
o Opting out of the following state takeover statutes:
o Control share acquisition statutes, which deny large holders voting
rights on holdings over a specified threshold.
o Control share cash-out provisions, which require large holders to
acquire shares from other holders.
o Freeze-out provisions, which impose a waiting period on large
holders before they can attempt to gain control.
o Stakeholder laws, which permit directors to consider interests of
non-shareholder constituencies.
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o Disgorgement provisions, which require acquirers to disgorge profits
on purchases made before gaining control.
o Fair price provisions.
o Authorization of shareholder rights plans.
o Labor protection provisions.
o Mandatory classified boards.
We will vote on a case-by-case basis on the following issues:
o Fair price provisions. We will vote against provisions requiring
supermajority votes to approve takeovers. We will also consider
voting against proposals that require a supermajority vote to
repeal or amend the provision. Finally, we will consider the
mechanism used to determine the fair price; we are generally
opposed to complicated formulas or requirements to pay a premium.
o Opting out of state takeover statutes regarding fair price
provisions. We will use the criteria used for fair price
provisions in general to determine our vote on this issue.
o Proposals that allow shareholders to nominate directors.
We will vote against:
o Classified boards, except in the case of closed-end mutual funds.
o Limiting shareholder ability to remove or appoint directors. We
will support proposals to restore shareholder authority in this
area. We will review on a case-by-case basis proposals that
authorize the board to make interim appointments.
o Classes of shares with unequal voting rights.
o Supermajority vote requirements.
o Severance packages ("golden" and "tin" parachutes). We will support
proposals to put these packages to shareholder vote.
o Reimbursement of dissident proxy solicitation expenses. While we
ordinarily support measures that encourage takeover bids, we
believe that management should have full control over corporate
funds.
o Extension of advance notice requirements for shareholder proposals.
o Granting board authority normally retained by shareholders (e.g.,
amend charter, set board size).
o Shareholder rights plans ("poison pills"). These plans generally
allow shareholders to buy additional shares at a below-market
price in the event of a change in control and may deter some bids.
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Capital Structure
Managements need considerable flexibility in determining the company's
financial structure, and Pioneer normally supports managements' proposals
in this area. We will, however, reject proposals that impose high barriers
to potential takeovers.
Pioneer will vote for:
o Changes in par value.
o Reverse splits, if accompanied by a reduction in number of shares.
o Share repurchase programs, if all shareholders may participate on
equal terms.
o Bond issuance.
o Increases in "ordinary" preferred stock.
o Proposals to have blank-check common stock placements (other than
shares issued in the normal course of business) submitted for
shareholder approval.
o Cancellation of company treasury shares.
We will vote on a case-by-case basis on the following issues:
o Reverse splits not accompanied by a reduction in number of shares,
considering the risk of delisting.
o Increase in authorized common stock. We will make a determination
considering, among other factors:
o Number of shares currently available for issuance;
o Size of requested increase (we would normally approve increases of up to
100% of current authorization);
o Proposed use of the additional shares; and
o Potential consequences of a failure to increase the number of shares
outstanding (e.g., delisting or bankruptcy).
o Blank-check preferred. We will normally oppose issuance of a new
class of blank-check preferred, but may approve an increase in a
class already outstanding if the company has demonstrated that it
uses this flexibility appropriately.
o Proposals to submit private placements to shareholder vote.
o Other financing plans.
We will vote against preemptive rights that we believe limit a company's
financing flexibility.
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Compensation
Pioneer supports compensation plans that link pay to shareholder returns
and believes that management has the best understanding of the level of
compensation needed to attract and retain qualified people. At the same
time, stock-related compensation plans have a significant economic impact
and a direct effect on the balance sheet. Therefore, while we do not want
to micromanage a company's compensation programs, we will place limits on
the potential dilution these plans may impose.
Pioneer will vote for:
o 401(k) benefit plans.
o Employee stock ownership plans (ESOPs), as long as shares
allocated to ESOPs are less than 5% of outstanding shares. Larger
blocks of stock in ESOPs can serve as a takeover defense. We will
support proposals to submit ESOPs to shareholder vote.
o Various issues related to the Omnibus Budget and Reconciliation Act
of 1993 (OBRA), including:
o Amendments to performance plans to conform with OBRA;
o Caps on annual grants or amendments of administrative features;
o Adding performance goals; and
o Cash or cash-and-stock bonus plans.
o Establish a process to link pay, including stock-option grants, to
performance, leaving specifics of implementation to the company.
o Require that option repricings be submitted to shareholders.
o Require the expensing of stock-option awards.
o Require reporting of executive retirement benefits (deferred
compensation, split-dollar life insurance, SERPs, and pension
benefits).
o Employee stock purchase plans where the purchase price is equal to
at least 85% of the market price, where the offering period is no
greater than 27 months and where potential dilution (as defined
below) is no greater than 10%.
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We will vote on a case-by-case basis on the following issues:
o Executive and director stock-related compensation plans. We will
consider the following factors when reviewing these plans:
o The program must be of a reasonable size. We will approve plans
where the combined employee and director plans together would
generate less than 15% dilution. We will reject plans with 15% or
more potential dilution.
Dilution = (A + B + C) / (A + B + C + D), where
A = Shares reserved for plan/amendment,
B = Shares available under continuing plans,
C = Shares granted but unexercised and
D = Shares outstanding.
o The plan must not:
o Explicitly permit unlimited option repricing authority or that
have repriced in the past without shareholder approval.
o Be a self-replenishing "evergreen" plan, plans that grant
discount options and tax offset payments.
o We are generally in favor of proposals that increase participation beyond
executives.
o We generally support proposals asking companies to adopt rigorous
vesting provisions for stock option plans such as those that vest
incrementally over, at least, a three- or four-year period with a pro
rata portion of the shares becoming exercisable on an annual basis
following grant date.
o We generally support proposals asking companies to disclose their
window period policies for stock transactions. Window period policies
ensure that employees do not exercise options based on insider
information contemporaneous with quarterly earnings releases and other
material corporate announcements.
o We generally support proposals asking companies to adopt stock holding
periods for their executives.
o All other employee stock purchase plans.
o All other compensation-related proposals, including deferred
compensation plans, employment agreements, loan guarantee programs
and retirement plans.
o All other proposals regarding stock compensation plans, including
extending the life of a plan, changing vesting restrictions,
repricing options, lengthening exercise periods or accelerating
distribution of awards and pyramiding and cashless exercise
programs.
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We will vote against:
o Pensions for non-employee directors. We believe these retirement
plans reduce director objectivity.
o Elimination of stock option plans.
We will vote on a case-by case basis on these issues:
o Limits on executive and director pay.
o Stock in lieu of cash compensation for directors.
Corporate Governance
Pioneer will vote for:
o Confidential Voting.
o Equal access provisions, which allow shareholders to contribute
their opinion to proxy materials.
o Proposals requiring directors to disclose their ownership of shares
in the company.
We will vote on a case-by-case basis on the following issues:
o Change in the state of incorporation. We will support
reincorporations supported by valid business reasons. We will
oppose those that appear to be solely for the purpose of
strengthening takeover defenses.
o Bundled proposals. We will evaluate the overall impact of the
proposal.
o Adopting or amending the charter, bylaws or articles of association.
o Shareholder appraisal rights, which allow shareholders to demand
judicial review of an acquisition price.
We will vote against:
o Shareholder advisory committees. While management should solicit
shareholder input, we prefer to leave the method of doing so to
management's discretion.
o Limitations on stock ownership or voting rights.
o Reduction in share ownership disclosure guidelines.
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Mergers and Restructurings
Pioneer will vote on the following and similar issues on a case-by-case
basis:
o Mergers and acquisitions.
o Corporate restructurings, including spin-offs, liquidations, asset
sales, joint ventures, conversions to holding company and
conversions to self-managed REIT structure.
o Debt restructurings.
o Conversion of securities.
o Issuance of shares to facilitate a merger.
o Private placements, warrants, convertible debentures.
o Proposals requiring management to inform shareholders of merger
opportunities.
We will normally vote against shareholder proposals requiring that the
company be put up for sale.
Mutual Funds
Many of our portfolios may invest in shares of closed-end mutual funds or
exchange-traded funds. The non-corporate structure of these investments
raises several unique proxy voting issues.
Pioneer will vote for:
o Establishment of new classes or series of shares.
o Establishment of a master-feeder structure.
Pioneer will vote on a case-by-case on:
o Changes in investment policy. We will normally support changes
that do not affect the investment objective or overall risk level
of the fund. We will examine more fundamental changes on a
case-by-case basis.
o Approval of new or amended advisory contracts.
o Changes from closed-end to open-end format.
o Authorization for, or increase in, preferred shares.
o Disposition of assets, termination, liquidation, or mergers.
o Classified boards of closed-end mutual funds, but will typically
support such proposals.
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Social Issues
Pioneer will abstain on stockholder proposals calling for greater
disclosure of corporate activities with regard to social issues. "Social
Issues" may generally be described as shareholder proposals for a company
to:
o Conduct studies regarding certain issues of public concern and
interest;
o Study the feasibility of the company taking certain actions with
regard to such issues; or
o Take specific action, including ceasing certain behavior and
adopting company standards and principles, in relation to issues
of public concern and interest.
We believe these issues are important and should receive management
attention.
Pioneer will vote against proposals calling for substantial changes in the
company's business or activities. We will also normally vote against
proposals with regard to contributions, believing that management should
control the routine disbursement of funds.
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ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
(a) If the registrant is a closed-end management investment company that
is filing an annual report on this Form N-CSR,provide the following
information:
(1) State the name, title, and length of service of the person or persons
employed by or associated with the registrant or an investment adviser
of the registrant who are primarily responsible for the day-to-day management
of the registrant's portfolio ("Portfolio Manager"). Also state each Portfolio
Manager's business experience during the past 5 years.
ADDITIONAL INFORMATION ABOUT THE PORTFOLIO MANAGER
OTHER ACCOUNTS MANAGED BY THE PORTFOLIO MANAGER
The table below indicates, for the portfolio manager of the fund, information
about the accounts other than the fund over which the portfolio manager has
day-to-day investment responsibility. All information on the number of accounts
and total assets in the table is as of April 30, 2016. For purposes of the
table, "Other Pooled Investment Vehicles" may include investment partnerships,
undertakings for collective investments in transferable securities ("UCITS")
and other non-U.S. investment funds and group trusts, and "Other Accounts" may
include separate accounts for institutions or individuals, insurance company
general or separate accounts, pension funds and other similar institutional
accounts but generally do not include the portfolio manager's personal
investment accounts or those which the manager may be deemed to own
beneficially under the code of ethics. Certain funds and other accounts managed
by the portfolio manager may have substantially similar investment strategies.
NUMBER OF ASSETS
ACCOUNTS MANAGED
MANAGED FOR FOR WHICH
WHICH ADVISORY ADVISORY
NUMBER OF FEE IS FEE IS
NAME OF ACCOUNTS TOTAL ASSETS PERFORMANCE- PERFORMANCE-
PORTFOLIO MANAGER TYPE OF ACCOUNT MANAGED MANAGED (000'S) BASED BASED (000'S)
------------------- ---------------------------------- ----------- ----------------- ---------------- --------------
David Eurkus Other Registered Investment
Companies 3 $2,192,309 N/A N/A
Other Pooled Investment Vehicles 0 $ 0 N/A N/A
Other Accounts 0 $ 0 N/A N/A
------------------- ---------------------------------- ----------- ---------- ---------------- --------------
Jonathan Chirunga Other Registered
Investment Companies 3 $2,192,309 N/A N/A
Other Pooled Investment Vehicles 0 $ 0 N/A N/A
Other Accounts 0 $ 0 N/A N/A
------------------- ---------------------------------- ----------- ---------- ---------------- --------------
POTENTIAL CONFLICTS OF INTEREST
When a portfolio manager is responsible for the management of more than one
account, the potential arises for the portfolio manager to favor one account
over another. The principal types of potential conflicts of interest that may
arise are discussed below. For the reasons outlined below, Pioneer does not
believe that any material conflicts are likely to arise out of a portfolio
manager's responsibility for the management of the fund as well as one or more
other accounts. Although Pioneer has adopted procedures that it believes are
reasonably designed to detect and prevent violations of the federal securities
laws and to mitigate the potential for conflicts of interest to affect its
portfolio management decisions, there can be no assurance that all conflicts
will be identified or that all procedures will be effective in mitigating the
potential for such risks. Generally, the risks of such conflicts of interest
are increased to the extent that a portfolio manager has a financial incentive
to favor one account over another. Pioneer has structured its compensation
arrangements in a manner that is intended to limit such potential for conflicts
of interest. See "Compensation of Portfolio Managers" below.
o A portfolio manager could favor one account over another in allocating new
investment opportunities that have limited supply, such as initial public
offerings and private placements. If, for example, an initial public
offering that was expected to appreciate in value significantly shortly
after the offering was allocated to a single account, that account may be
expected to have better investment performance than other accounts that did
not receive an allocation of the initial public offering. Generally,
investments for which there is limited availability are allocated based upon
a range of factors including available cash and
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consistency with the accounts' investment objectives and policies. This
allocation methodology necessarily involves some subjective elements but is
intended over time to treat each client in an equitable and fair manner.
Generally, the investment opportunity is allocated among participating
accounts on a pro rata basis. Although Pioneer believes that its practices are
reasonably designed to treat each client in an equitable and fair manner,
there may be instances where a fund may not participate, or may participate to
a lesser degree than other clients, in the allocation of an investment
opportunity.
o A portfolio manager could favor one account over another in the order in
which trades for the accounts are placed. If a portfolio manager determines
to purchase a security for more than one account in an aggregate amount that
may influence the market price of the security, accounts that purchased or
sold the security first may receive a more favorable price than accounts
that made subsequent transactions. The less liquid the market for the
security or the greater the percentage that the proposed aggregate purchases
or sales represent of average daily trading volume, the greater the
potential for accounts that make subsequent purchases or sales to receive a
less favorable price. When a portfolio manager intends to trade the same
security on the same day for more than one account, the trades typically are
"bunched," which means that the trades for the individual accounts are
aggregated and each account receives the same price. There are some types of
accounts as to which bunching may not be possible for contractual reasons
(such as directed brokerage arrangements). Circumstances may also arise
where the trader believes that bunching the orders may not result in the
best possible price. Where those accounts or circumstances are involved,
Pioneer will place the order in a manner intended to result in as favorable
a price as possible for such client.
o A portfolio manager could favor an account if the portfolio manager's
compensation is tied to the performance of that account to a greater degree
than other accounts managed by the portfolio manager. If, for example, the
portfolio manager receives a bonus based upon the performance of certain
accounts relative to a benchmark while other accounts are disregarded for
this purpose, the portfolio manager will have a financial incentive to seek
to have the accounts that determine the portfolio manager's bonus achieve
the best possible performance to the possible detriment of other accounts.
Similarly, if Pioneer receives a performance-based advisory fee, the
portfolio manager may favor that account, whether or not the performance of
that account directly determines the portfolio manager's compensation.
o A portfolio manager could favor an account if the portfolio manager has a
beneficial interest in the account, in order to benefit a large client or to
compensate a client that had poor returns. For example, if the portfolio
manager held an interest in an investment partnership that was one of the
accounts managed by the portfolio manager, the portfolio manager would have
an economic incentive to favor the account in which the portfolio manager
held an interest.
o If the different accounts have materially and potentially conflicting
investment objectives or strategies, a conflict of interest could arise. For
example, if a portfolio manager purchases a security for one account and
sells the same security for another account, such trading pattern may
disadvantage either the account that is long or short. In making portfolio
manager assignments, Pioneer seeks to avoid such potentially conflicting
situations. However, where a portfolio manager is responsible for accounts
with differing investment objectives and policies, it is possible that the
portfolio manager will conclude that it is in the best interest of one
account to sell a portfolio security while another account continues to hold
or increase the holding in such security.
COMPENSATION OF PORTFOLIO MANAGER
Pioneer has adopted a system of compensation for portfolio managers that seeks
to align the financial interests of the portfolio managers with those of
shareholders of the accounts (including Pioneer funds) the portfolio managers
manage, as well as with the financial performance of Pioneer. The compensation
program for all Pioneer portfolio managers includes a base salary (determined
by the rank and tenure of the employee) and an annual bonus program, as well as
customary benefits that are offered generally to all full-time employees. Base
compensation is fixed and normally reevaluated on an annual basis. Pioneer
seeks to set base compensation at market rates, taking into account the
experience and responsibilities of
1
the portfolio manager. The bonus plan is intended to provide a competitive
level of annual bonus compensation that is tied to the portfolio manager
achieving superior investment performance and align the interests of the
investment professional with those of shareholders, as well as with the
financial performance of Pioneer. Any bonus under the plan is completely
discretionary, with a maximum annual bonus that may be in excess of base
salary. The annual bonus is based upon a combination of the following factors:
o QUANTITATIVE INVESTMENT PERFORMANCE. The quantitative investment performance
calculation is based on pre-tax investment performance of all of the
accounts managed by the portfolio manager (which includes the fund and any
other accounts managed by the portfolio manager) over a one-year period (20%
weighting) and four-year period (80% weighting), measured for periods ending
on December 31. The accounts, which include the fund, are ranked against a
group of mutual funds with similar investment objectives and investment
focus (60%) and a broad-based securities market index measuring the
performance of the same type of securities in which the accounts invest
(40%), which, in the case of the fund, is the Barclays Capital Municipal
Bond Index and Barclays Capital High Yield Municipal Bond Index. As a result
of these two benchmarks, the performance of the portfolio manager for
compensation purposes is measured against the criteria that are relevant to
the portfolio manager's competitive universe.
o QUALITATIVE PERFORMANCE. The qualitative performance component with respect
to all of the accounts managed by the portfolio manager includes objectives,
such as effectiveness in the areas of teamwork, leadership, communications
and marketing, that are mutually established and evaluated by each portfolio
manager and management.
o PIONEER RESULTS AND BUSINESS LINE RESULTS. Pioneer's financial performance,
as well as the investment performance of its investment management group,
affect a portfolio manager's actual bonus by a leverage factor of plus or
minus (+/-) a predetermined percentage.
The quantitative and qualitative performance components comprise 80% and 20%,
respectively, of the overall bonus calculation (on a pre-adjustment basis). A
portion of the annual bonus is deferred for a specified period and may be
invested in one or more Pioneer funds.
Certain portfolio managers participate in other programs designed to reward and
retain key contributors. Senior executives or other key employees are granted
performance units based on the stock price performance of UniCredit and the
financial performance of Pioneer Global Asset Management S.p.A., which are
affiliates of Pioneer. Portfolio managers also may participate in a deferred
compensation program, whereby deferred amounts are invested in one or more
Pioneer funds.
SHARE OWNERSHIP BY PORTFOLIO MANAGERS
The following table indicates as of April 30, 2016 the value, within the
indicated range, of shares beneficially owned by the portfolio managers of the
fund.
BENEFICIAL OWNERSHIP
NAME OF PORTFOLIO MANAGER OF THE FUND*
--------------------------- ---------------------
David Eurkus A
--------------------------- ---------------------
Jonathan Chirunga A
--------------------------- ---------------------
* Key to Dollar Ranges
A. None
B. $1 - $10,000
C. $10,001 - $50,000
D. $50,001 - $100,000
E. $100,001 - $500,000
F. $500,001 - $1,000,000
G. Over $1,000,000
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ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT
INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
(a) If the registrant is a closed-end management investment company,
in the following tabular format, provide the information specified in
paragraph (b) of this Item with respect to any purchase made by or on
behalf of the registrant or any affiliated purchaser, as defined in
Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of
shares or other units of any class of the registrant's equity securities
that is registered by the registrant pursuant to Section 12 of the
Exchange Act (15 U.S.C. 781).
During the period covered by this report, there were no purchases
made by or on behalf of the registrant or any affiliated purchaser
as defined in Rule 10b-18(a)(3) under the Securities Exchange Act
of 1934 (the Exchange Act), of shares of the registrants equity
securities that are registered by the registrant pursuant to
Section 12 of the Exchange Act.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Describe any material changes to the procedures by which shareholders
may recommend nominees to the registrant's board of directors, where
those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 407(c)(2)(iv) of
Regulation S-R(17 CFR 229.407)(as required by Item 22(b)(15))
of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the
shareholders may recommend nominees to the registrant's board of
directors since the registrant last provided disclosure in response
to the requirements of Item 407(c)(2)(iv) of Regulation S-R of Schedule 14(A)
in its definitive proxy statement, or this item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant's principal executive and
principal financials officers, or persons performing similar functions,
regarding the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR
270.30a-3(c))) as of a date within 90 days of the filing date of the report
that includes the disclosure required by this paragraph,
based on the evaluation of these controls and procedures required by Rule
30a-3(b) under the Act (17 CFR 270.30(a)-3(b) and Rules 13a-15(b) or 15d-15(b)
under the Exchange Act (17 CFR 240.13a-15(b) or 240.15d-15(b)).
The registrant's principal executive officer
and principal financial officer have
concluded that the registrant's disclosure
controls and procedures are effective based
on the evaluation of these controls and
procedures as of a date within 90 days of the
filing date of this report.
(b) Disclose any change in the registrant's internal control over financial
reporting (as defined in Rule 30a-3(d) under the Act (17CFR 270.30a-3(d)) that
occured during the second fiscal quarter of the period covered by this report
that has materially affected, or is reasonably likely to materially affect,
the registrant's internal control over financial reporting.
There were no significant changes in the
registrant's internal control over financial
reporting that occurred during the second
fiscal quarter of the period covered by this
report that have materially affected, or are
reasonably likely to materially affect, the
registrant's internal control over financial
reporting.
The registrant's principal executive officer and principal financial
officer, however, voluntarily are reporting the following information:
In August of 2006 the registrant's investment adviser
enhanced its internal procedures for reporting performance
information required to be included in prospectuses.
Those enhancements involved additional internal controls
over the appropriateness of performance data
generated for this purpose. Such enhancements were made
following an internal review which identified
prospectuses relating to certain classes of shares of
a limited number of registrants where, inadvertently,
performance information not reflecting the deduction of
applicable sales charges was included. Those prospectuses
were revised, and the revised prospectuses were distributed to
shareholders.
ITEM 12. EXHIBITS.
(a) File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(1) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit.
(2) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2(a) under the Act
(17 CFR 270.30a-2(a)) , exactly as set forth below:
Filed herewith.
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer Municipal High Income Trust
By (Signature and Title)* /s/ Lisa M. Jones
Lisa M. Jones, President & Chief Executive Officer
Date June 28, 2016
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ Lisa M. Jones
Lisa M. Jones, President & Chief Executive Officer
Date June 28, 2016
By (Signature and Title)* /s/ Mark E. Bradley
Mark E. Bradley, Treasurer & Chief Accounting & Financial Officer
Date June 28, 2016
* Print the name and title of each signing officer under his or her signature.