This brochure explains Federated Hermes () ’s advisory business, and provides important information about us and, in certain cases, our affiliates and our related persons. As used within this section, “we” shall refer to Federated Hermes () , our affiliates and/or our related persons, as appropriate. For the remainder of this brochure, Federated Hermes () LLP is referred to as “Federated Hermes ().” UKUK LLPUK LLPUK Federated Hermes () is registered in the United States as an investment adviser with the SEC under the U.S. Investment Advisers Act of 1940, as amended (the Advisers Act). Federated Hermes () is located in London, United Kingdom, and does not manage client assets out of an office located in the U.S. Accordingly, under relevant guidance, we provide this brochure only to clients when the Advisers Act requires us to provide this brochure to our clients. Under relevant guidance, this generally means that this brochure is provided to our clients that reside or are located in the U.S. This brochure also would be provided to clients in any other instances where the disclosure requirements under the Advisers Act would require us to provide it. SEC SEC UK UK Federated Hermes () operates an investment advisory business outside of the United States. The Advisers Act generally does not apply to our relationships with non-U.S. clients outside of the U.S. Outside of the U.S., Federated Hermes () holds registrations and permissions from various non-U.S. governmental agencies when required or advisable to conduct its investment advisory business. For example, Federated Hermes () is registered with the Financial Conduct Authority in the United Kingdom, and is categorized as a “ Investment Firm.” Federated Hermes () is the Authorized Corporate Director () for the Federated Cash Management Funds, a family of United Kingdom-domiciled Undertakings for Collective Investment in Transferable Securities () funds. UCITS ACDUK UCITS UK UK UK Thank you for considering Federated Hermes () as your investment adviser. We encourage you to read this brochure completely and carefully. You may contact us at the phone number provided on the cover page of this brochure if you have any questions or to request another copy of this brochure. Additional information about us, our investment adviser representatives, and our affiliates that are U.S. registered investment advisers (together with us, each, as applicable, an Advisory Company and, collectively, as applicable, the Advisory Companies) also is available via the ’s website at SEC UK www.adviserinfo.sec.gov. A. How We are Organized We are organized as a limited liability partnership and were registered in England and Wales with registration number OC327292 on March 30, 2007. Our original name was Prime Rate Capital Management . We were acquired by subsidiaries of Federated Hermes, (Federated Hermes) (formerly known as Federated Investors, ) on April 13, 2012, and changed our name to Federated Prime Rate Capital Management . On September 20, 2013, we changed our name to Federated Investors () , and on June 18, 2020 we changed our name to Federated Hermes () . LLP UKLLPUK LLP Inc.Inc.
LLP We first registered with the Financial Services Authority in the United Kingdom on November 22, 2007. The Financial Services Authority changed to the Financial Conduct Authority on April 1, 2013 and our registration with the Financial Conduct Authority became effective on that date. We first registered with the as an investment adviser under the Advisers Act effective on November 1, 2013. SEC B. Our Ownership Structure We are an indirect, wholly-owned subsidiary of Federated Hermes. Federated Hermes is organized as a Pennsylvania corporation and is a publicly owned company (Ticker Symbol: ). Federated Hermes owns 100% of the outstanding voting securities of Holdings, , a Delaware corporation. Holdings owns 100% of the outstanding voting securities of Federated International Holdings B.V., a Netherlands company. Federated International Holdings owns 100% of the outstanding voting securities of Federated Holdings () Limited, an English private limited company. Federated Holdings () Limited owns 100% of the outstanding voting securities of Federated Hermes Limited (), an English private limited company. Federated Hermes () and some of its affiliates are undergoing an internal restructuring that, by March 31, 2024, is expected to result in (i) owning 100% of the outstanding voting securities of Federated Global Holdings (Federated Global Holdings), a Delaware limited liability company, and (ii) holding a 99% interest in Federated Hermes () and Federated Global Holdings holding a 1% interest in Federated Hermes (). It is anticipated that, at a later date in 2024, Federated Global Holdings’ 1% interest in Federated Hermes UK FHL LLC UKFHL IIUK IIUK FIIInc.FII FHI () will be transferred to Hermes Investment Management , 100% of the outstanding voting securities of which are owned by . FHL LtdUK Federated Hermes, a public company, has shares of both Class A Common Stock and Class B Common Stock. The Class B Common Stock is listed on the New York Stock Exchange (). Except under certain limited circumstances, the entire voting power of Federated Hermes is vested in the holder of the outstanding shares of the Class A Common Stock. All of the outstanding shares of Class A Common Stock are held by a Voting Shares Irrevocable Trust, dated May 31, 1989 (the Voting Trust), the three trustees of which are Federated Hermes’s President and Chief Executive Officer and Chairman of its Board of Directors, Mr. J. Christopher Donahue, his brother, Thomas R. Donahue, Federated Hermes’s Vice President, Treasurer and Chief Financial Officer and a director, and Ann C. Donahue, the wife of Mr. J. Christopher Donahue, for the benefit of the members of the Donahue family. NYSE Federated Hermes owns a number of domestic and foreign advisory subsidiaries that are under common control with, and affiliates of, Federated Hermes (). wholly-owns registered investment adviser subsidiaries, including Hermes Investment Management (such investment adviser subsidiaries, the Advisory Companies), as well as, among others, Hermes Equity Ownership Services (), an entity that provides stewardship services, including engagement on environmental, social, corporate governance, strategic and financial matters, and research services. is discussed further in Item 10. Although the Advisory Companies are under common control with, and affiliates of, Federated Hermes () and the other Advisory Companies (together with us, each, as applicable, a Federated Advisory Company and, collectively, as applicable, the Federated Advisory Companies), the disclosure and discussion of the policies and practices of the Federated Advisory Companies herein does not include the Advisory Companies, except where specifically noted, as the Advisory Companies generally operate their investment management and trading functions independently, and will have no material effect on the advisory activities of the Federated Advisory Companies. However, Federated Hermes () or other Federated Advisory Companies will provide coordination and oversight of the investment management activities of the FHL Advisory Companies when the Advisory Companies act in a subadvisory capacity for clients of the Federated Advisory Companies, and will share certain internally-generated research with the Advisory Companies and subject to the information barriers described below. As discussed under “Conflicts of Interest Relating to Information Sharing Among Affiliates” in Item 6, information barriers have been implemented among the Advisory Companies and to prevent the exchange of material non-public information among the Federated Advisory Companies, , and the Advisory Companies, and which requires that all investment-related activities, including trading activity and the allocation and aggregation of trades, of the Federated Advisory Companies are operated independent of, and are not integrated with, the investment related activities of the Advisory Companies. (Please refer to “Other Financial Industry Activities and Affiliations” in Item 10 of this brochure for further information.) FHL FHLEOS EOS EOSFHL FHL UK FHL FHL UK FHL EOS EOS FHLLtd FHLUK The Federated Advisory Companies collectively provide advisory services to a variety of separately managed accounts or wrap fee accounts (Managed Accounts), institutional, or high net worth individual, separate accounts (Separate Accounts), registered investment companies, including exchange-traded funds () and mutual funds (collectively, Investment Companies), investment companies that are registered under the Investment Company Act (as defined below) that offer shares that are not registered under the 1933 Act (as defined below) (Private Investment Companies), other pooled investment vehicles (Pooled Investment Vehicles), and proprietary accounts and funds (Proprietary Accounts). Federated Hermes also owns other companies, both in the United States and in certain other countries, such as broker/dealers, investment advisers, management companies, commodity pool operators, and trust companies. C. Our Services Federated Hermes () currently provides Investment Supervisory Services (as defined below). These services are discretionary advisory services. We also may provide non-discretionary and other advisory services to certain clients, including certain other Federated Advisory Companies. We do not act as a portfolio manager in any wrap fee or Managed Account programs. The following is an explanation of the advisory services that we provide. Summary descriptions of the specific investment products in connection with which we provide our advisory services are set forth below. 1. Investment Supervisory Services Federated Hermes () provides continuous and regular investment supervisory or management services (Investment Supervisory Services) pursuant to which we have discretionary authority over a client’s assets and provide ongoing supervisory or management services with respect to the client’s assets. Such discretionary authority generally does not require prior client consultation. We strive to tailor our Investment Supervisory Services to the individual needs of our clients. For example, we generally permit clients to impose reasonable restrictions on investment in certain securities or types of securities. A restriction is reasonable if, in our judgment, the restriction does not impose any material or significant impairment on our ability to manage a client’s assets in accordance with the investment strategy and guidelines established for that client’s account. We review a client’s investment guidelines and discuss them with the client. With respect to our advisory business conducted with clients that reside or are located in the United States, we also intend to perform investment advisory services in accordance with Rule 3a-4 under the Investment Company Act of 1940 (Investment Company Act) to the extent required under applicable law or the terms of a client’s investment management agreement(s). (Please refer to “Methods of Analysis, Investment Strategies and Risk of Loss” in Item 8 and “Investment Discretion” in Item 16 of this brochure for further information on our methods of analysis, investment strategies, and related risks.) SEC In connection with the Investment Supervisory Services that Federated Hermes () provides, we generally are responsible for providing investment research and investment evaluation services. We may also provide certain reports to our clients. Additional information, including performance reports prepared in compliance with Global Investment Performance Standards (®), is available on our website. GIPS UK In our capacity as a service provider to certain Private Investment Companies, Pooled Investment Vehicles and Proprietary Accounts, Federated Hermes () provides investment research and supervises the investments of our clients and conducts a continuous program of investment evaluation. We also provide advice regarding appropriate sales or other dispositions and reinvestment of such clients’ portfolios. In all cases, our advice is subject to the investment objective, policies and limitations of our clients. UK We generally require our clients to execute and deliver an investment management agreement or sub-advisory agreement with us before we begin providing Investment Supervisory Services to our clients. In certain cases (such as with respect to the Federated Cash Management Funds, a family

of U.K.-domiciled funds), we provide our services through a services or other agreement (such as our agreement with the Federated Cash Management Funds). ACD UCITS 2. Non-Discretionary and Other Services Federated Hermes () may provide non-discretionary services and other advisory services (Other Services) to clients, including certain other Federated Advisory Companies. For example, we may provide credit research and certain other services that may be considered investment advisory services on a non-discretionary basis. In these instances, we do not have investment discretion over a client’s assets. We may also have an ongoing responsibility to select and make recommendations to a client as to specific securities or other investments that may be purchased or sold for a client’s account. In these instances, if our recommendations are accepted by the client, we may or may not (depending upon our agreement with the client) be responsible for arranging or effecting the purchase or sale of such securities or other investments. Where we have the responsibility for arranging or effecting the purchase or sale of such securities or other investments, these services would be investment supervisory services. Because we do not have discretionary authority, we may refer to these services as non-discretionary services. In addition, we may provide the following Other Services (which can include Investment Supervisory Services or non- discretionary services) to other investment advisers or asset managers (Other Advisers) and to Private Investment Companies, Pooled Investment Vehicles and Proprietary Accounts:
• Acting as adviser, sub-adviser or service provider for certain funds or accounts, including Separate Accounts, Private Investment Companies, and Pooled Investment Vehicles, such as funds or other investment accounts or products managed by Other Advisers; and UCITS
• Assisting Other Advisers in reviewing and managing investment accounts or products. The process by which we implement decisions may vary based on type or size of account, restrictions of intermediary firms, applicable investment objectives, guidelines and policies, applicable law, and, if applicable, client-imposed investment restrictions. Depending upon our arrangement with our clients, we may make asset allocation decisions along with security selection decisions. D. The Types of Accounts/Products We Manage Federated Hermes () provides Investment Supervisory Services and Other Services in connection with Investment Companies, Pooled Investment Vehicles, and Proprietary Accounts. We also may provide Investment Supervisory Services and Other Services in connection with Private Investment Companies, Proprietary Accounts and Separate Accounts. Our services are available to both U.S. and non-U.S. accounts or clients. The following further describes each of these types of client accounts or investment products. UK 1. Pooled Investment Vehicles Federated Hermes () provides Investment Supervisory Services to Pooled Investment Vehicles, including the Federated Cash Management Funds, a family of U.K.-domiciled funds. Other pooled investment vehicles for which we may provide Investment Supervisory Services or Other Services may include: UCITS UK
• Other investment vehicles or funds that are domiciled outside of the United States (such as, for example, Irish funds); and UCITS
• Collective funds, common funds, common and collective trust funds, or group trusts (collectively, collective or common funds). Pooled Investment Vehicles typically are exempt from registration under the Investment Company Act in the U.S., and the interests in such Pooled Investment Vehicles typically are exempt from registration under the Securities Act of 1933, as amended (1933 Act) in the U.S. (although in some cases such interests may be registered under the 1933 Act or similar foreign regulation). The agreements governing our provision of advisory services to Pooled Investment Vehicles may be terminated as provided in such agreements. 2. Investment Companies Federated Hermes () provides Investment Supervisory Services to Investment Companies. Investment Companies are pooled investment vehicles that are registered as investment companies under the Investment Company Act. Investment Companies issue shares that are registered, and publicly offered under, the 1933 Act. We act as a sub-adviser to our Investment Company clients. UK As permitted by client investment restrictions, and applicable law, Federated Hermes () may invest client assets in Investment Companies, including investment companies that are advised by us or other Federated Advisory Companies or receive services from our other affiliates. A client whose assets are invested in an Investment Company becomes a shareholder of the Investment Company, and will receive a prospectus, and semi-annual and annual reports of the Investment Company, as required under the Investment Company Act and other applicable law. A client should read an Investment Company’s prospectus document carefully. 3. Private Investment Companies Federated Hermes () provides non-discretionary services and may provide Investment Supervisory Services to Private Investment Companies. Private Investment Companies are pooled investment vehicles that are registered as investment companies under the Investment Company Act. The shares of Private Investment Companies are not registered under the 1933 Act, or similar foreign regulation, and cannot be publicly offered. We may act as either an investment adviser or sub-adviser to our Private Investment Company clients. 4. Proprietary Accounts Federated Hermes () may from time to time provide Investment Supervisory Services to Proprietary Accounts. At any given time, we may manage Proprietary Accounts that are Pooled Investment Vehicles, Private Investment Companies or Separate Accounts. The shareholders or investors in these Proprietary Accounts may include: Federated Hermes (), another Federated Advisory Company or affiliate, or employees of these entities. UK Proprietary Accounts typically will be established when we are seeding a Pooled Investment Vehicle, Private Investment Company or Separate Account, although investment vehicles with unaffiliated investors may also be treated as Proprietary Accounts if we and/or the other Federated Advisory Companies also have a significant ownership interest in the investment vehicle. 5. Separate Accounts Federated Hermes () may provide Investment Supervisory Services or Other Services to institutional and other investors. We provide these services pursuant to an investment management agreement with the client that describes or attaches the client’s investment policy statement and/or our investment strategy or mandate pursuant to which we will manage the client’s account, and the rights and responsibilities of the client in connection with the termination of the agreement. Custody of the client’s assets is maintained by a qualified custodian selected by the client. UK E. Our Use of “Shared Personnel” and Third-Party Service Providers Federated Hermes () shares certain management and officers with the other Advisory Companies. We also may share certain employees and supervised persons with certain other Federated Advisory Companies and Advisory Companies. To the extent an employee, officer or supervised person is shared among Advisory Companies, the employee, officer or supervised person will be subject to such Advisory Companies’ policies and procedures, to the extent applicable. In connection with providing Investment Supervisory Services to our clients, certain service providers, such as providers of proxy voting services (collectively, Service Providers), have been engaged to perform services on our behalf or on behalf of other Federated Advisory Companies. These Service Providers may or may not be affiliated with us. We also may engage another Federated Advisory Company or an unaffiliated adviser as a sub-adviser in connection with certain investment strategies. In cases where Service Providers have been engaged, we may disclose confidential information, including non-public personal information about clients, to these Service Providers for the purpose of processing transactions for and servicing clients’ accounts. We will typically only make such disclosure when the Service Provider is subject to contractual or other obligations not to misuse or publicly disclose this information. FHL UK F. Our Assets Under Management As of December 31, 2023, Federated Hermes () had $20,305,343,368 in total assets under management. As of such date, our assets under management consisted entirely of assets that we managed on a discretionary basis. These include assets for which we provided Investment Supervisory Services and exercised discretionary authority. These discretionary assets also include the net assets of a Private Investment Company that invests primarily in investments (e.g., investments in loans) that are not considered securities under the federal securities laws. UK G. Standard of Care Investment advisers are permitted under the Advisers Act to include performance standard provisions in their investment management agreements under certain conditions. These provisions are sometimes referred to as “hedge clauses.” Unless Federated Hermes () specifically agrees in writing (in an investment management agreement or otherwise) to comply with different performance standards, we provide our Investment Supervisory Services and Other Services as discussed in this brochure in accordance with the following performance standards. Our responsibility and liability relating to the provision of advisory services is subject to the following performance standards: *
• To the extent applicable to our activities and services, Federated Hermes () renders advisory services and/or manages client accounts in accordance with our duties and obligations under the Advisers Act, and the rules and regulations of the promulgated under the Advisers Act from time to time, and other applicable law (including, if applicable, ); ERISA
• Investment decisions are subject to various market, currency, economic, political and business risks. Investment decisions will not always be profitable and may subject client accounts to overall investment loss. Federated Hermes () does not guarantee future performance, any specific level of performance or the success of any particular investment decision or strategy;
• Federated Hermes () does not guarantee that any particular person will provide the investment advisory services to be provided by us;
• Federated Hermes () shall not be liable for (a) any act or omission of any person or entity other than Federated Hermes () and our affiliated companies, or (b) any act or omission taken or made by Federated Hermes () at the direction of any client or based on inaccurate, incomplete or obsolete information provided to Federated Hermes () by any person or entity other than our affiliated companies; and UK UK UK UK
• Absent gross negligence, willful misconduct, bad faith or reckless disregard of our obligations on the part of Federated Hermes (), Federated Hermes () shall not be liable for any investment decision or other act or omission taken or made by us or our affiliated companies. UKUK *Applicable provisions of state, federal, and, as applicable, foreign securities laws (and certain other non-waivable provisions of state, federal, and, as applicable, foreign, law, including, if applicable, ), may impose liability under certain circumstances on persons or entities that act in good faith. Therefore, these performance standards are not intended to and shall not constitute a waiver or limitation of any liability that Federated Hermes () may have, or rights that any client may have, under any such laws. UK ERISA As indicated above, it is important to understand that these performance standards (or any different performance standards agreed to by Federated Hermes () in writing (in an investment management agreement or otherwise)) do not constitute a waiver of any provision of, or claim or cause of action under, state, federal, and, as applicable, foreign securities or other laws that by its terms, or by judicial or regulatory decisions or authority, cannot be waived. If you have any questions regarding your rights, you should consult with legal counsel or contact us. (Please refer to the cover page of this brochure for our contact information.) UK