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| UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
| WASHINGTON, DC 20549 |
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| SCHEDULE 14A |
| (RULE 14A-101) |
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| INFORMATION REQUIRED IN PROXY STATEMENT |
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| SCHEDULE 14A INFORMATION |
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| Proxy Statement Pursuant to Section 14(a) |
| of the Securities Exchange Act of 1934 |
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| Filed by the Registrant / X / |
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| Filed by a Party other than the Registrant / / |
Check the appropriate box:
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| / / | Preliminary Proxy Statement. |
| / / | Confidential, for use of the Commission Only (as permitted by Rule 14a-6(e) (2)). |
| / / | Definitive Proxy Statement. |
| / X / | Definitive Additional Materials. |
| / / | Soliciting Material under § 240.14a-12. |
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| PUTNAM ASSET ALLOCATION FUNDS |
| PUTNAM CALIFORNIA TAX EXEMPT INCOME FUND |
| PUTNAM CONVERTIBLE SECURITIES FUND |
| PUTNAM DIVERSIFIED INCOME TRUST |
| PUTNAM ETF TRUST |
| PUTNAM FOCUSED INTERNATIONAL EQUITY FUND |
| PUTNAM FUNDS TRUST |
| GEORGE PUTNAM BALANCED FUND |
| PUTNAM GLOBAL HEALTH CARE FUND |
| PUTNAM GLOBAL INCOME TRUST |
| PUTNAM HIGH YIELD FUND |
| PUTNAM INCOME FUND |
| PUTNAM INTERNATIONAL EQUITY FUND |
| PUTNAM INVESTMENT FUNDS |
| PUTNAM LARGE CAP VALUE FUND |
| PUTNAM MASSACHUSETTS TAX EXEMPT INCOME FUND |
| PUTNAM MINNESOTA TAX EXEMPT INCOME FUND |
| PUTNAM MONEY MARKET FUND |
| PUTNAM MORTGAGE SECURITIES FUND |
| PUTNAM NEW JERSEY TAX EXEMPT INCOME FUND |
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| PUTNAM NEW YORK TAX EXEMPT INCOME FUND |
| PUTNAM OHIO TAX EXEMPT INCOME FUND |
| PUTNAM PENNSYLVANIA TAX EXEMPT INCOME FUND |
| PUTNAM SUSTAINABLE LEADERS FUND |
| PUTNAM TARGET DATE FUNDS |
| PUTNAM TAX EXEMPT INCOME FUND |
| PUTNAM TAX-FREE INCOME TRUST |
| PUTNAM VARIABLE TRUST |
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| (Name of Registrant as Specified in its Charter) |
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| (Name of Person(s) Filing Proxy Statement, |
| if Other Than the Registrant) |
Payment of Filing Fee (Check the appropriate box):
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| / X / | No fee required. |
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| / / | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| | (1) Title of each class of securities to which 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 (set forth the amount on which the filing fee is calculated and state how |
| | it was determined): |
| | (4) Proposed maximum aggregate value of transaction: |
| | (5) Total fee paid: |
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| / / | Fee paid previously with preliminary materials. |
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| / / | 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: |
Summary
• All shareholders of Putnam open-end funds are asked to vote to approve a new management contract and sub-advisory contracts for the funds before special shareholder meetings scheduled for October 20, 2023.
• A proxy statement with complete details about the proposals has been made available to shareholders of record as of July 24, 2023.
• The Board of Trustees of the Putnam Funds unanimously recommends that shareholders vote for all proposals.
• The vote is happening because, as announced on May 31, 2023, Franklin Templeton has entered into a definitive purchase agreement with Great-West Lifeco Inc. to acquire Putnam Investments, with the transaction expected to close in the fourth quarter of 2023.
• Voting for new management contracts will provide you with:
- Continuity of your fund’s investment management and will allow a fund’s operations to continue uninterrupted after the transaction.
- A combined organization with greater scale and resources, broader distribution capabilities, and new opportunities to grow.
How shareholders vote
Voting is easy by web, telephone, or mail. Putnam has hired Broadridge Financial Solutions, Inc., to assist in the proxy solicitation.
You may conveniently vote by:
• Web: Visit www.proxyvote.com and enter the voting control number found in the proxy materials you received.
• Telephone: Call toll-free at 800-690-6903 and vote by touch-tone phone (you will need the voting control number found in the proxy materials you received).
• Mail: Sign and date the proxy card and return it in the enclosed postage-paid envelope. If you vote online or by phone, you do not need to mail your proxy card.
If you do not have your voting control number, or if you have any questions, please call toll-free at 833-501-4818 to speak with a proxy specialist.
Voting takes less than one minute. Once you vote either by phone, mail, or online, no additional reminders will be sent.
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| Putnam Investments | putnam.com | 1 |
Questions and Answers
Why is Putnam holding a special shareholder meeting?
On May 31, 2023, it was announced that Franklin Templeton had entered into a definitive purchase agreement with Great-West Lifeco Inc. to acquire Putnam Investments, with the transaction expected to close in the fourth quarter of 2023. As required by this transaction, the Putnam open-end funds will hold special shareholder meetings on October 20, 2023, to seek approval for a new management contract and new sub-advisory contracts, as applicable, for each fund.
What proposals are being presented to shareholders at the special meeting?
The Putnam open-end funds will hold special shareholder meetings on October 20. The Board of Trustees of the Putnam open-end funds unanimously recommends that shareholders vote “FOR” all proposals described below.
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| Proposal | Proposal description | Affected funds |
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| 1 | Approving a new Management | All funds |
| | Contract with Putnam Investment | |
| | Management, LLC for your fund | |
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| 2a | Approving a new Sub-Management | All funds, other than Putnam PanAgora ESG Emerging Markets Equity |
| | Contract between Putnam | ETF and Putnam PanAgora ESG International Equity ETF |
| | Investment Management, LLC and | |
| | Putnam Investments Limited for | |
| | your fund | |
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| 2b | Approving a new Sub-Advisory | Putnam Core Bond Fund, Putnam Dynamic Asset Allocation |
| | Contract among Putnam | Balanced Fund, Putnam Dynamic Asset Allocation Conservative |
| | Investment Management, LLC, | Fund, Putnam Dynamic Asset Allocation Equity Fund, Putnam |
| | Putnam Investments Limited, and | Dynamic Asset Allocation Growth Fund, Putnam Emerging Markets |
| | The Putnam Advisory Company, | Equity Fund, Putnam Focused Equity Fund, Putnam Focused |
| | LLC for your fund | International Equity Fund, Putnam Global Health Care Fund, Putnam |
| | | Global Technology Fund, Putnam International Capital Opportunities |
| | | Fund, Putnam International Equity Fund, Putnam International Value |
| | | Fund, Putnam Multi-Asset Income Fund, Putnam Research Fund, |
| | | Putnam Short Duration Bond Fund, Putnam VT Emerging Markets |
| | | Equity Fund, Putnam VT Focused International Equity Fund, Putnam |
| | | VT Global Asset Allocation Fund, Putnam VT Global Health Care Fund, |
| | | Putnam VT International Equity Fund, Putnam VT International Value |
| | | Fund, and Putnam VT Research Fund |
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| 2c | Approving a new Sub-Advisory | Putnam PanAgora ESG Emerging Markets Equity ETF and Putnam |
| | Agreement between Putnam | PanAgora ESG International Equity ETF |
| | Investment Management, LLC and | |
| | PanAgora Asset Management, Inc. | |
| | for your fund | |
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| Putnam Investments | putnam.com | 2 |
What will happen if shareholders do not approve new management contracts?
The transaction (as described in the summary above) will not be completed unless certain conditions are met. One of these conditions effectively requires shareholders of a substantial number of funds in the Putnam family of funds to approve new management contracts to replace those that will terminate automatically upon consummation of the transaction.
If shareholders do not approve a new management contract applicable to your fund, and the transaction is consummated, we will not be able to provide services to the fund, including portfolio management, under the new contract unless and until the contract is approved. If this should happen, Putnam Investments will be able to continue to provide services for your fund for a period of up to 150 days following consummation of the transaction pursuant to an interim management contract and/or interim sub-advisory contract.
We are therefore asking shareholders to approve a new management contract and new sub-advisory contracts, as applicable, for each fund. Each fund’s Board of Trustees has approved the new contracts.
What is the benefit for shareholders of voting for new management contracts?
Approval of the new management contract and new sub-advisory contracts will provide:
• Continuity of the investment program you selected and will allow your fund’s operations to continue uninterrupted after the transaction.
• A combined organization with greater scale and resources, broader distribution capabilities, and new opportunities to grow.
What is the benefit of the transaction?
The acquisition of Putnam Investments by Franklin Templeton will result in one of the world’s largest independent, specialized global investment managers with approximately $1.57 trillion in assets under management (as of June 30, 2023). The combined organization will offer greater scale and resources, broader distribution capabilities, and new opportunities to grow.
Will fees change as the result of new management contracts?
It is important to note that the management fee rate for funds under the new contracts will remain the same.
Will portfolio managers change as the result of new management contracts?
The transaction is not expected to result in any change in the portfolio managers of each fund.
Will all shareholders be contacted about the proxy?
The proxy has been made available to shareholders of record as of July 24, 2023 (the record date).
As is Putnam’s common practice, Broadridge Financial Solutions, Inc. has been retained to assist with the proxy solicitation. Shareholders who have not voted their shares may be contacted by Broadridge by phone, mail, or email until they vote their shares. Please do not be concerned about being contacted by Broadridge seeking your participation in the proxy. It is important to remember that once you vote, you will not be contacted about the proxy again.
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| Putnam Investments | putnam.com | 3 |
What is the voting requirement for approving the proposals?
Approval requires the lesser of (a) more than 50% of the outstanding shares of the fund, or (b) 67% or more of the shares of the fund present (in person or by proxy) at the special meeting if more than 50% of the outstanding shares of the fund are present at the meeting in person or by proxy.
How can I get additional information on the proposals and how to vote?
Please view the proxy statement for detailed information.
If you do not have your voting control number, or if you have any questions, please call toll-free at 833-501-4818 to speak with a proxy specialist.
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| | Putnam Retail Management |
| Putnam Investments | 100 Federal Street | Boston, MA 02110 | putnam.com | 334926 9/23 |
