UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
| Filed by the Registrant x | |
| Filed by a Party other than the Registrant o | |
| Check the appropriate box: | |
| o | Preliminary Proxy Statement |
| o | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| o | Definitive Proxy Statement |
| o | Definitive Additional Materials |
| x | Soliciting Material under Rule 14a-12 |
SEGALL BRYANT & HAMILL TRUST | |
| (Name of Registrant as Specified In Its Charter) | |
___________________________________ | |
| (Name of Person Filing Proxy Statement, if other than the Registrant) | |
Payment of Filing Fee (Check the appropriate box):
| x | No fee required. | |
| o | Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. | |
| (1) | Title of each class of securities to whom transaction applies: | |
| (2) | Aggregate number of securities to which transaction applies: | |
| (3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11: | |
| (4) | Proposed maximum aggregate value of transaction: | |
| (5) | Total fee paid: | |
| o | Fee paid previously with preliminary materials. | |
| o | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. | |
| (1) | Amount Previously Paid: | |
| (2) | Form, Schedule or Registration Statement No.: | |
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| (4) | Date Filed: | |
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SEGALL BRYANT & HAMILL TRUST
Segall Bryant & Hamill Small Cap Value Fund
Segall Bryant & Hamill Small Cap Growth Fund
Segall Bryant & Hamill Small Cap Core Fund
Segall Bryant & Hamill All Cap Fund
Segall Bryant & Hamill Emerging Markets Fund
Segall Bryant & Hamill International Small Cap Fund
Segall Bryant & Hamill International Equity Fund
Segall Bryant & Hamill Global All Cap Fund
Segall Bryant & Hamill Short Term Plus Fund
Segall Bryant & Hamill Plus Bond Fund
Segall Bryant & Hamill Quality High Yield Fund
Segall Bryant & Hamill Municipal Opportunities Fund
Segall Bryant & Hamill Colorado Tax Free Fund
Barrett Growth Fund
Barrett Opportunity Fund
(the “Funds”)
Supplement dated December 2, 2024 to the
Summary Prospectus, Prospectus, and Statement of Additional Information (“SAI”),
each dated April 29, 2024, as supplemented
This supplement provides new and additional information beyond that contained in the Summary Prospectus, Prospectus, and SAI and should be read in conjunction with the Summary Prospectus, Prospectus and SAI for each Fund.
CI Financial Corp. (“CI”) the parent company of Segall Bryant & Hamill, LLC (“SBH”), the investment adviser to each Fund, entered into a definitive agreement with an affiliate of Mubadala Capital, the alternative asset management arm of Mubadala Investment Company, to take CI private (the “Transaction”). Following the closing of the Transaction (the “Closing”), CI will continue to operate with its current structure and management team and will be independent of Mubadala Capital’s other portfolio businesses. In addition, there are no plans to make any changes to the Funds resulting from the Transaction. The Transaction is currently expected to close during the second quarter of 2025.
The Transaction could be deemed to result in a change of control of SBH under the Investment Company Act of 1940, as amended (the “1940 Act”), and consequently, result in the assignment and automatic termination, pursuant to the 1940 Act, of the current investment advisory agreement between the Trust, on behalf of each Fund, and SBH.
The Board of Trustees will be considering SBH’s request to enter into (i) an interim advisory agreement between the Trust, on behalf of each Fund, and SBH (the “Interim Agreement”) and (ii) a new investment advisory agreement between the Trust, on behalf of each Fund, and SBH (the “New Agreement”), which is subject to shareholder approval.
The Interim Agreement, if approved, would become effective immediately upon the Closing. The Adviser would continue to manage the Funds pursuant to the Interim Agreement, unless and until the New Agreement is approved by shareholders. The Interim Agreement will expire on the date that is 150 days after the Closing, if the New Agreement has not been approved by that date. The New Agreement will become effective with respect to a Fund once approved by a “vote of a majority of the outstanding securities” of such Fund, as that phrase is defined in the 1940 Act.
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The New Agreement will be submitted to shareholders of each Fund for approval at a Special Meeting of Shareholders (the “Meeting”) that is expected to be held in the second quarter of 2025. If you are a shareholder of record as of a to be determined record date (the “Record Date”), you will be eligible to vote at the Meeting. If you become a shareholder after the Record Date, you will not be eligible to vote at the Meeting. All shareholders of record as of the Record Date will receive a proxy statement further describing the Transaction and the proposal that such shareholders approve the New Agreement. The proxy statement will also provide shareholders with additional information regarding the Interim Agreement and the New Agreement, including the fact that each Fund’s advisory fee rate under the Interim Agreement and the New Agreement will be the same as the advisory fee rates currently in effect. The New Agreement will not become effective with respect to any particular Fund unless and until shareholder approval of the New Agreement has been obtained with respect to that Fund. If shareholder approval of the New Agreement is not obtained with respect to a particular Fund, the Board will consider other available options, including without limitation, liquidating such Fund.
PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE
You should read the proxy statement when it is available because it contains important information. You will also be able to obtain free copies of the proxy statement at the Securities and Exchange Commission website at www.sec.gov once the proxy statements have been mailed. You can also obtain free copies of the Funds’ Prospectus and Statement of Additional Information, as well as the Funds’ Annual Report, by calling (800) 392-2673, by writing Segall Bryant & Hamill Funds, P.O. Box 46707, Cincinnati, Ohio 45246-0707, or by going to the Funds’ website at www.cisbh.com.
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