Ethics clause samples

Fidelity is concerned not only that you observe the requirements of the Code of Ethics, but also that those in whose affairs you are actively involved observe the Code of Ethics. This means that the Code of Ethics can apply to persons owning assets over which you have control or influence or in which you have an opportunity to directly or indirectly profit or share in any profit derived from a securities transaction. This includes: • you • your spouse or domestic partner who shares your household • any other immediate family member who shares your household and (a)is under 18 or (b)is supported financially by you or who financially supports you • anyone else the Ethics Office has designated as a covered person This is not an exclusive list, and a covered person may include, for example, immediate family members who live with you but whom you do not financially support, or whom you financially support or who financially support you but who do not live with you. If you have any doubt as to whether a person would be considered a “covered person” under the Code of Ethics, contact the Ethics Office.

The Ethics Office has developed procedures designed to seek to ensure employee compliance with the Code of Ethics. With limited exceptions as described in the Code of Ethics, FIAM and Fidelity employees that are involved in the management or operations of FIAM-advised accounts are required to maintain their covered accounts through Fidelity Brokerage Services (“FBS”). Notices are generated by the Ethics Office to employees at various intervals to seek to ensure that accounts are transferred or closed. Transactions executed through an account with FBS are provided electronically to a trade monitoring system maintained by the Ethics Office. For employees with outside covered accounts, the Ethics Office arranges to receive duplicate trade confirmation and account statements.

Proprietary and Personal Investments and Code of Ethics. Artisan Partners’ proprietary accounts also may present potential conflicts of interest with Artisan Partners’ clients. Artisan Partners from time to time uses a proprietary account to evaluate the viability of an investment strategy or bridge what would otherwise be a gap in a performance track record. Proprietary accounts that exist from time to time are, in general, treated like client accounts for purposes of allocation of investment opportunities. To the extent there is overlap between the investments of one or more proprietary accounts and the accounts of the firm’s clients, all portfolio transactions are aggregated and allocated pro rata among participating accounts.

3. As long as the information you possess remains material and nonpublic, you must comply with the provisions outlined in this Code of Ethics. Thereafter, (i)to the extent an issuer’s name was placed on the Restricted List or the Watch List (see below), you should notify Investments Compliance that removal of such issuer may be appropriate and, (ii)you will be free to trade on and communicate the relevant information (subject to any other applicable restrictions contained elsewhere in this Code of Ethics) after being advised by Investments Compliance that such issuer has been removed from the Restricted List or Watch List. Those persons with access to the Restricted List and/or Watch List will be notified of the removal of any issuers from such lists. Please note that it is as important for you to notify Investments Compliance when an issuer should be deleted from the Restricted List or Watch List as it is to notify Investments Compliance when an issuer needs to be added to the Restricted List or Watch List.

Investments Compliance will assist Access Persons in interpreting this Code of Ethics. All Access Persons should direct any questions concerning any provision of this Code of Ethics to Investments Compliance.

• Discretionary Accounts - Purchases or sales of Securities in which an Access Person or a Family Member has Beneficial Ownership, if neither the Access Person nor the Family Member has any Control over such Securities because they are under the Discretionary Account management of another person, and (a)the Access Person completes a certification on PTA, if able, or otherwise in writing in substantially the form set forth in Appendix C. Additionally, Investments Compliance, in its discretion, may grant case-by-case exceptions to any of the foregoing requirements, restrictions or prohibitions, except that Investments Compliance may not exempt any Transaction in a Security (other than an Exempted Security) from the Policy’s reporting requirements. Exemptions from the Policy’s prior notification and pre-clearance requirements and from the Policy’s restrictions on acquisitions in initial public offerings, short-term trading and trading during blackout periods will require a determination by the Ethics Committee that the exempted transaction does not involve a realistic possibility of violating the general principles described at the beginning of this Code of Ethics. An application for a case-by-case exemption, in accordance with this paragraph, should be made in writing to Investments Compliance.

We have adopted the following policies and procedures on employee personal trading to reasonably ensure against actual or potential conflicts of interest that could lead to violations of federal securities law, such as short- term trading or market timing of affiliated mutual funds, as described in the preceding sections of this policy. To prevent the rapid trading of certain mutual funds and variable annuities, Jennison employees may not engage in a sale transaction within 60 days of the last purchase with respect to the mutual funds and variable annuities listed on the attached Exhibit D (“Covered Funds”). Jennison employees are also required to arrange for the reporting of Covered Funds transactions under this policy identified in Exhibit D. This policy does not apply to money market mutual funds. These policies and procedures are in addition to those set forth in the Code of Ethics. However, the standards of professional conduct as described in such policies must be considered when a Jennison employee purchases and sells securities on behalf of either their own or any other account for which the employee is considered to be the beneficial owner, other than those accounts over which the Jennison employee does not exercise investment discretion – as more fully described in this personal trading policy.

For initial holdings reports, holdings information must be current as of a date no more than 45 days prior to the date you became covered by the Code of Ethics. Please note that you cannot make personal trades until you have filed an initial holdings report via the Code of Ethics System on the Intranet.

Legal and Compliance is responsible for monitoring compliance with the Code of Ethics. Members of Legal and Compliance will periodically request certifications and review holdings and transaction reports for potential violations. They may also request additional information or reports.

It is our collective responsibility to uphold the Code of Ethics. In addition to the formal reporting requirements described in this Code of Ethics, you have a responsibility to report any violations of the Code. If you have any doubt as to the appropriateness of any activity, believe that you have violated the Code, or become aware of a violation of the Code by another individual, you should consult the manager of the Code of Ethics Team, Chief Compliance Officer, General Counsel, or Chair of the Ethics Committee.

Prior to initially approving any proposed new or additional Adviser for the Trusts, the Board must approve the proposed new or additional Adviser’s code of ethics. Within six (6)months of adoption of any material change to this Code or the code of ethics of an Adviser, the relevant party must provide the material changes to the Board for approval and the Board must approve the material changes to the relevant code.

A. Incorporation of Adviser’s Code of Ethics. The provisions of the Code of Ethics for employees of Putnam Investments Trust and its subsidiaries (the “Putnam Investments Code of Ethics”), which is attached as Appendix A hereto, are hereby incorporated herein as the Funds’ Code of Ethics applicable to officers and Trustees of the Funds who are employees of the Funds or officers, directors or employees of Putnam Investments Trust or its subsidiaries. A violation of the Putnam Investments’ Code of Ethics shall constitute a violation of the Funds’ Code.

A. Amendments to the Putnam Investments’ Code of Ethics. Any amendment to the Putnam Investments’ Code of Ethics shall be deemed an amendment to Section 1-A of this Code effective 30 days after written notice of such amendment shall have been received by the Chairman of the Funds, unless the Trustees of the Funds expressly determine that such amendment shall become effective at an earlier or later date or shall not be adopted.

Code of Ethics Officer: James Clark (617) 760-8939 Deputy Code of Ethics Officer: Akiko Lindholm (617) 760-2177 Compliance Specialist: Dana Scribner-Shea (617) 760-7182 Compliance Specialist: Jennifer Waden (617) 760-0554 Code of Ethics Oversight Committee has oversight responsibility for administering the Code of Ethics. Members include the Code of Ethics Officer and other members of Putnam’s senior management appointed by the Chief Executive Officer of Putnam. The Committee reviews and approves Code revisions, violations, and sanctions. In certain instances, requests for exemptions may require the approval of the Committee. The Committee meets on a quarterly basis or as otherwise necessary.

Putnam maintains the Code of Ethics PTA system to assist employees in fulfilling their obligations under the Code of Ethics. This system can be accessed by selecting the Code of Ethics PTA link, which appears on Putnam’s intranet page in the Secure Information section under My Essentials. This system allows the automated pre-clearance of publicly traded equities and other securities trading on major U.S. and other exchanges. To pre-clear an options contract for a publicly traded security, pre-clear the underlying security in the Code of Ethics PTA system. To request clearance to trade bonds or other securities, you must contact the Code of Ethics staff. Pre-clearance hours are 9:00 a.m. to 4:00 p.m. Eastern Time.

As deemed necessary by the Code of Ethics staff, employees will be required to complete training on Putnam’s Code of Ethics. Email notifications will be sent notifying employees of the requirements and the due date.

Advisers have a duty to disclose all potential or actual material conflicts of interest to clients. Annually, the CCO will make a report to the Boards disclosing any potential or material Conflicts of Interest of those individuals covered by the Code of Ethics. On a quarterly basis, the CCO will make a report to the Boards regarding any potential or actual conflicts of interest disclosed by Sub-Advisers pursuant to their quarterly compliance reporting obligations.

Supervised Persons will be required to report all Political Contributions made and certify their compliance with this policy at least annually in a manner deemed acceptable by TAM Compliance in conjunction with the annual acknowledgement of the Code of Ethics. Access Persons may be required to certify their compliance more frequently in conjunction with the quarterly reporting of personal transactions. TAM Compliance will review all reported contributions to verify that TAM is in compliance with Rule 206(4)-5 of the Advisers Act.

Each Sub-adviser shall, on an annual basis, certify to the Boards that the sub-adviser maintains a written Code of Ethics as required by Rule 17j-1 under the Investment Company Act of 1940 and Rule 204A-1 under the Advisers Act and procedures have been put in place to reasonably prevent its access persons from violation the Code of Ethics. Additionally the sub-adviser shall certify that all Access Persons of the sub-adviser file reports at least quarterly as to their personal securities transactions and annually as to their personal holdings.

The Firm’s Code of Conduct is designed to reflect the Firm’s commitment to ethical conduct as set forth in its statement of general principles in Section2 of this Code of Ethics. It covers a number of topics including conflicts of interest, gifts and entertainment, board directorships, proprietary information and outside business activities.

2 Legg Mason representatives who serve as directors of QS are not considered to be Access Persons for the purposes of applying the provisions of the Code of Ethics. Outside directors are not involved in security selection and do not have access to nonpublic information regarding the purchase or sale of Covered Securities by Client Accounts.

The fund’s Trustees, in compliance with Rule 17j-1, approved each Code of Ethics and are required to approve any material changes to each Code of Ethics. The Trustees also provide continued oversight of personal investment policies and annually evaluate the implementation and effectiveness of each Code of Ethics.

Registered Investment Advisers are required to adopt a code of ethics. The code of ethics must set forth standards of conduct expected of advisory personnel and address conflicts that arise from personal trading by advisory personnel.

Regardless of whether a government inquiry occurs, Boston Partners views seriously any violation of its Code of Ethics. Disciplinary sanctions may be imposed on any Supervised Persons committing a violation, including, but not necessarily limited to, censure, suspension, monetary penalties, or termination of employment.

This Code is being adopted by the Firm in compliance with the requirements of Sections 204A and 206 and Rule 204A and Rule 204-2 to carry out the purposes and objectives of those provisions. Section 204A requires the establishment and enforcement of policies and procedures reasonably designed to prevent the misuse of material, non-public information by investment advisers. Rule 204A-1 requires investment advisers registered under the Advisers Act to establish, maintain, and enforce a written code of ethics. Rule 204-2 imposes record keeping requirements on personal securities transactions of certain employees.

Promptly respond to the e-mail you receive from the Ethics Office each year requiring you to acknowledge the Code of Ethics. New employees need to respond within 10 days of hire.

Fidelity takes all Code of Ethics violations seriously, and, at least once a year, provides the funds’ trustees with a summary of actions taken in response to material violations of this Code of Ethics. You should be aware that other securities laws and regulations not addressed by this Code of Ethics may also apply to you, depending upon your role at Fidelity.

(d) The Supervised Person must complete any approved trade within two (2) business days of the approval date reflected on the Pre-Clearance Request Form. Note: With respect to personal trading activity, the Chief Compliance Officer has designated GQG’s Chief Investment Officer (“Chief Investment Officer”) to act under this Code of Ethics in his or her absence or unavailability. On such occasions, the Chief Investment Officer shall have the same authority as the Chief Compliance Officer under this Code of Ethics. In addition, the Chief Compliance Officer’s personal pre-clearance forms are to be reviewed and actioned by an independent party, generally the Chief Investment Officer or General Counsel, and the Chief Investment Officer’s personal pre-clearance forms are to be reviewed and actioned by an independent party, generally the Chief Compliance Officer or in the Chief Compliance Officer’s absence, General Counsel in accordance with the procedures described above.

I certify that to the best of my knowledge this form and the attached statement(s) (if any) constitute all of the information required to be submitted under GQG’s Code of Ethics. To enable GQG to efficiently carry out its compliance program by using a compliance-application website or database hosted by a third party, I authorize GQG to maintain my personally identifiable information regarding the matters set forth above, now and on an ongoing basis, in such a website or database, provided that GQG has taken reasonable steps to ensure that the information can be accessed only by persons subject to appropriate confidentiality obligations and only for purposes of supporting or administering GQG’s compliance program.

A. During the Reporting Period, the following transactions were effected in Covered Securities of which I had direct or indirect beneficial ownership, and which are required to be reported pursuant to GQG’s Code of Ethics. B. ☐ I have given instructions to each broker-dealer who holds Covered Securities in which I have beneficial ownership to provide duplicate trade confirmations and/or brokerage account statements to GQG or I have provided duplicate brokerage account statements to Compliance, and together with any new accounts listed under Part B below, such transactions represent all transactions which must be reported.

Invesco Funds have created a separate Code of Ethics for Trustees of the Affiliated Mutual Funds. Independent Trustees are not Covered Persons under the Invesco Advisers, Inc. Code of Ethics. Trustees who are not Independent Trustees and are not Employees of Invesco are also not Covered Persons under the Invesco Advisers, Inc. Code of Ethics, but must report his or her securities holdings, transactions, and accounts as required in the separate Code of Ethics for Trustees of the Affiliated Mutual funds.

• Non-Investment Personnel. • may not buy or sell a Covered Security within two trading days after a Client trades in that security. • may not buy or sell a Covered Security if there is a Client order on that security currently with the trading desk. • Investment Personnel. • may not buy or sell a Covered Security within three trading days before or after a Client trades in that security. • may not buy or sell a Covered Security if there is a Client order on that security currently with the trading desk. For practical purposes, a Covered Person without knowledge of investment activity of a Client account would not know of such activity in advance of a Client trade. Therefore, for those Covered Persons, trading with pre-clearance approval granted prior to a Client transaction will not be considered a violation of this Code of Ethics. Compliance will review personal securities transactions to identify potential conflicts in which there is an appearance that such an Covered Person could have traded while he or she was aware of upcoming Client transactions. If a potential conflict exists, this would be considered a violation of the blackout period required by this Code of Ethics.

By accepting employment with the Firm, you have agreed to be bound by this Code of Ethics. On an annual basis you will be required to certify in writing your understanding of, and adherence to, this Code and your intention to comply with its requirements (including any amendments).

Indirect investments (e.g., real estate funds or partnerships) may also be subject to pre-clearance as Private Placements under the Code of Ethics. Like other types of personal investments, you are required to report Personal Real Estate Investment Transactions on a quarterly basis.

• Transactions involving residential properties owned for personal use (such as a primary residence or a vacation home), as well as loans, advances or gifts to Immediate Family Members to assist in their purchase or maintenance of such properties, are not subject to pre-clearance or the reporting requirements. • Transactions involving one- to four-unit residential properties purchased for investment purposes are not subject to pre-clearance, so long as such transaction would not (i) constitute a Security (e.g., an interest in an entity of which you are not the general partner, managing member or equivalent), or (ii) violate any of your responsibilities under the Code of Ethics. Such transactions are subject to the reporting requirements, however. Trades of Securities or instruments that are identified by a ticker, CUSIP, ISIN or Sedol must be pre-cleared using TradeClear (accessible through the PIMCO Intranet).

Investment personnel of Los Angeles Capital or its affiliate may be permitted to be commercially or professionally involved with an issuer of securities. There is a potential risk that Los Angeles Capital personnel may place their own interests (resulting from outside employment/directorships) ahead of the interests of Los Angeles Capital clients. Before engaging in any outside business activity, employees must obtain approval of the CCO as well as other personnel. Any potential conflicts of interest from such involvement are monitored for compliance with Los Angeles Capital's Code of Ethics. The Code of Ethics also governs employees giving or accepting gifts and entertainment.

(b)The Sub-Adviser has adopted a written code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Advisers Act and will provide UBS AM and the Board with a copy of such code of ethics, together with evidence of its adoption. On an annual basis, or otherwise upon request, a duly authorized officer of the Sub-Adviser shall certify to UBS AM that the Sub-Adviser has complied with the requirements of Rule 17j-1 during the previous year and that there has been no material violation of the Sub-Adviser's code of ethics or, if such a violation has occurred, that appropriate action was taken in response to such violation. Upon the written request of UBS AM, with respect to violations of the Sub-Adviser's code of ethics affecting the Segment, the Sub-Adviser shall permit UBS AM, its employees or its agents to examine the reports (or summaries of reports) required to be made by the Sub-Adviser pursuant to Rule 17j-1(c)(1) relating to enforcement of the Sub-Advisers code of ethics. Notwithstanding the foregoing, under no circumstances shall the Sub-Adviser be required to provide any information it may not provide in accordance with applicable law. In addition, Sub-Adviser reserves the right to assert all applicable legal privileges.

An investment manager to a U.S. registered investment company (“RIC”) is subject to the RIC’s code of ethics. Rule17j-1 of the Investment Company Act of 1940 (“1940 Act”), which is similar to Rule204A- 1 of the Advisers Act, prohibits an investment adviser to a RIC and its affiliated persons from engaging in fraudulent or deceptive acts, directly or indirectly by the adviser or affiliated person, in connection with the purchase or sale of a security held or to be acquired by the investment company.

(b) The Subadviser has adopted a written code of ethics complying with the requirements of Rule17j-1 under the Act and will provide MML Advisers with a copy of the code of ethics. Within 60 days of the end of the last calendar quarter of each year that this Subadvisory Agreement is in effect, a duly authorized officer of the Subadviser shall certify to MML Advisers that the Subadviser has complied with the requirements of Rule17j-1 during the previous year and that there has been no material violation of the Subadviser’s code of ethics or, if such a violation has occurred, that appropriate action was taken in response to such violation.

Regulatory Requirement. The Investment Company Act of 1940 requires each investment company (i.e., the Funds), as well as its investment adviser and principal underwriter, to adopt a code of ethics. In addition, the Investment Advisers Act of 1940 requires each investment adviser (i.e., Western Asset) to adopt a code of ethics. Both Acts also require that records be kept relating to the administration of the Code of Ethics. This Code of Ethics shall be read and interpreted in a manner consistent with these Acts and their related rules.

Upholding the Spirit of the Code of Ethics. The Code of Ethics sets forth principles and standards of conduct, but it does not and cannot cover every possible scenario or circumstance. Each person is expected to act in accordance with the spirit of the Code of Ethics and their fiduciary duty. Technical compliance with the Code of Ethics is not sufficient if a particular action or series of actions would violate the spirit of the Code of Ethics.

Western Asset Employees, Officers and Directors. As a condition of employment, all Western Asset employees, officers and directors (generally referred to as “Western Asset employees”) must read, understand and agree to comply with the Code of Ethics. You have an obligation to seek guidance or take any other appropriate steps to make sure you understand your obligations under the Code of Ethics. On an annual basis, you are required to certify that you have read and understand the Code of Ethics and agree to comply.

Other Codes of Ethics. If you are an Access Person under this Code, but you are employed principally by affiliates of Western Asset and you are subject to a Code of Ethics that complies with applicable law, you are subject to the relevant provisions of the Code of Ethics of your principal employer and not subject to this Code.

Responsibilities. The Western Asset Operations Committee has ultimate responsibility for the Code of Ethics. The Operations Committee shall review and approve or deny any changes or proposed changes to the Code of Ethics. The Operations Committee shall also receive periodic reports from the Legal and Compliance Department regarding violations of the Code of Ethics. The Operations Committee shall determine the appropriate policy with respect to sanctions for Code of Ethics violations. The Operations Committee may delegate the administration of this Code of Ethics to other individuals or departments, including the power to impose sanctions for particular violations according to the framework approved by the Committee.

Receipt of Violations. The Chief Compliance Officer (known as the “CCO”) for Western Asset is the person designated to receive all violations of the Code of Ethics. If a Western Asset employee becomes aware of a violation of this Code of Ethics or a violation of applicable law, they have an obligation to report the matter promptly to the CCO.

Compliance with the Code of Ethics. All new staff are provided with a copy of this Code of Ethics upon joining the Firm and the current version is posted on the Firm’s intranet.From time to time, the Firm may revise the Code of Ethics and you will be provided with a copy of any such amendments to the Code.On an annual basis and when the Code of Ethics is amended, you will be required to acknowledge in writing that you have received, understand and agree to comply with the Code of Ethics.

Spread Betting. Spread Betting is a speculative transaction that involves taking a bet on the price movement of a security, index or other financial product via a spread betting company. Spread betting on financial products is not permitted and employees may not use spread betting accounts to circumvent the Code of Ethics.Spread betting on non-financial products, such as sporting events, is not covered by the Code of Ethics.

h. “Designated Officer” shall mean the Chief Compliance Officer of the Firm, who shall be responsible for managing the Firm’s program of compliance with the Code of Ethics. However, if the Designated Officer is required to obtain approval for any action or submit a report, she shall seek such approval from, or submit such report to, the Management Committee.

B. Other Codes of Ethics.Members of the BGIM board of managers or other individuals who are Access Persons under the Code, but are employed principally by Legg Mason& Co., LLC (“LM&Co.”), are subject to the LM&Co. Code of Ethics. Legg Mason shall be responsible for monitoring adherence to the LM&Co. Code.

A. Importance of Adherence to Procedures It is very important that all Employees adhere strictly to this Code of Ethics. Any violations of such policies and procedures may result in serious sanctions, including dismissal from the Company.

B. Reporting a Violation of the Code All Employees should report promptly to the Chief Compliance Officer any violation of this Code of Ethics. All such reports will be treated confidentially to the extent permitted by law and the Company shall not retaliate against any individual who reports a violation of this Code.

D. Acknowledgment of Procedures Each Employee shall submit a “Quarterly Employee Certification” acknowledging that the Employee has received a copy of the current version of this Code of Ethics and is familiar with such Code of Ethics. It shall be the responsibility of the Compliance Department to ensure that a copy of the current Code of Ethics is circulated to each Employee at least annually and/or as it is amended and that the receipt of any amendment is acknowledged by each such Employee.

To seek approval for a Code of Ethics exemption, contact the Administrator of the Code of Ethics. The Administrator of the Code of Ethics will require a written statement indicating the basis for the requested approval, and coordinate obtaining the approval of the Approving Officers. The Approving Officers have no obligation to grant any requested approval or exemption.

Where possible, or as required in this Policy, you should notify your supervisor or group or department head before, or after, providing or accepting any Gifts or Entertainment, even if no other approval is required. As discussed below, Access Persons may also be required to obtain approval when giving or receiving certain Gifts and Entertainment. Unless otherwise specified below, if approvals are required, you must submit your request through StarCompliance for approval by the Administrator of the Code of Ethics. Access Persons must obtain prior written approval from the Administrator of the Code of Ethics where required. The Administrator of the Code of Ethics shall elevate the request in the event of high risk or higher value gifts, or as otherwise necessary or appropriate. Notwithstanding the foregoing, in light of the impromptu nature of some Entertainment, approval for Access Persons providing entertainment may on occasion be after the fact. After the fact approval shall not be deemed a violation of this Policy where (1)approval prior to such impromptu Entertainment was not feasible, and (2)the provision of such Entertainment or the value of such Entertainment does not violate applicable U.S. or local laws. However, to the extent feasible, any required approvals should be obtained before accepting or giving Gifts or Entertainment. It is the Access Person’s responsibility to seek prior approval from the Administrator of the Code of Ethics for Gifts and Entertainment which can be reasonably anticipated in advance of travel, events, meetings, conferences, or other similar circumstances where Gifts or Entertainment may be given or received. Repeated reliance on the impromptu nature of giving or receiving Gifts or Entertainment may be considered a violation of this Policy and may result in disciplinary action.

If the host of an event is personally present at the event, the event will be considered Entertainment; otherwise, it will be considered a Gift. You should not accept any invitation for Entertainment that is excessive or inappropriate under the circumstances. There may be some circumstances where it is difficult to reject an invitation or provision of hospitality or Entertainment. Where rejecting such an invitation or provision of hospitality could affect friendly relations between a third party and the Firm, use your best judgment and promptly report the entertainment or hospitality to the Administrator of the Code of Ethics. The Administrator of the Code of Ethics shall review such situation with your supervisor or department head and the Approving Officers, as appropriate. No absolute rules exist, so good judgment must be exercised, considering the context, circumstances, and frequency of the Entertainment or hospitality. For example, approval might be required for an out-of-town sporting event, but not for a business conference in the same venue.

45 sending the completed form to the Administrator of the Code of Ethics. The Administrator of the Code of Ethics will then coordinate the approval and reporting process.

(h)Code of Ethics. The Sub-Advisor hereby represents that it has adopted policies and procedures and a code of ethics that meet the requirements of Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Advisers Act. Copies of such policies and procedures and code of ethics and any changes or supplements thereto shall be delivered to the Advisor and the Trust, and any material violation of such policies, and procedures and code of ethics by personnel of the Sub-Advisor, the sanctions imposed in response thereto, and any issues arising under such policies, and procedures and code of ethics shall be reported to the Advisor and the Trust at the times and in the format reasonably requested by the Advisor and the Board of Trustees.

(a) Access Person: (i)(1) of a Company means each director or officer of the Companies who in the ordinary course of business makes, participates in or obtains information regarding the purchase or sale of Reportable Securities for a Fund or whose functions or duties as part of the ordinary course of business relate to the making of any recommendation to a Fund regarding the purchase or sale of Reportable Securities. (ii)(2) of a Fund, whereby an employee or agent of a Company serves as an officer of a Fund (“Fund Officer”). Such Fund Officer is an Access Person of a Fund and is permitted to report under this Code unless otherwise required by a Fund’s Code of Ethics. (iii)(3) of a Company includes anyone else specifically designated by the Review Officer.

All new employees must sign an acknowledgement that they have received and read a copy of the Compliance Manual and Employee Handbook and that they agree to comply with Colchester’s policies and procedures at all times, including the Code of Ethics. Each employee is responsible for maintaining familiarity with the Code of Ethics as it may be revised from time to time.

2 Definitions of certain capitalized terms can be found in the Glossary to the Code of Ethics. These definitions are an integral part of the Code and a proper understanding of them is necessary to comply with the Code. It is important that you review and understand all of the definitions contained in the Glossary and refer back to them as necessary to understand your responsibilities under the Code.

(d)The Compliance& Risk team shall report to the Chief Compliance Officer any apparent violations of the prohibitions or reporting requirements contained in this Code of Ethics. The Chief Compliance Officer will review the reports made and determine whether or not the Code of Ethics has been violated and shall determine what sanctions, if any, should be imposed in addition to any that may already have been imposed. Breaches of this Code of Ethics are considered to be a serious matter and can lead to disciplinary action, up to and including, dismissal.

A.OSAM shall provide each Access Person with a copy of this Code and any amendments thereto. Each Access Person shall be required annually to deliver an Information Statement to the CCO. This statement (a sample of which is attached as Appendix C to this Code) includes information regarding the Access Person’s disciplinary history, outside business activities personal securities holdings and political contributions. Access Persons will also be asked to acknowledge their receipt of and compliance with the Code of Ethics. Acknowledgement of the receipt of any future amendments to the Code will be required as well.

C.Access Persons must promptly report any existing or threatened violations of this Code of Ethics (by themselves or others) to the CCO. Such reports may be oral or in writing, but if in writing, should not be sent via e-mail. Reports need not be signed; anonymous reports will be accepted. OSAM will not retaliate or allow its Access Persons to retaliate against any Access Person who, in good faith, reports a perceived violation of the Code of Ethics. The CCO will create and retain a record of the reported violation and any action OSAM takes in response thereto. Such action may include sanctioning the volatile conduct, as described below. OSAM may be required to turn such records over to the SEC.

In addition, the Federal Securities Laws require companies and individual supervisors to reasonably supervise Covered Persons with a view toward preventing violations of law and violations of a company’s Code of Ethics. As a result, all Covered Persons who have supervisory responsibility should endeavor to ensure that the Covered Persons they supervise, including Temporary Employees, are familiar with and remain in compliance with the requirements of this Policy.

·Transactions involving one- to four-unit residential properties purchased for investment purposes are not subject to preclearance, so long as such transaction would not (i) constitute a Security (e.g., an interest in an entity of which you are not the general partner, managing member or equivalent), or (ii) violate any of your responsibilities under the Code of Ethics. Such transactions are subject to the reporting requirements, however.

B. The Sub-Adviser has adopted a written code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act and, if it has not already done so, will provide the Adviser and the Trust with a copy of such code of ethics. On at least an annual basis, the Sub-Adviser will comply with the reporting requirements of Rule 17j-1, which may include (i)certifying to the Adviser that the Sub-Adviser and its Access Persons have complied with the Sub-Adviser’s Code of Ethics with respect to the Allocated Assets and (ii)identifying any material violations which have occurred with respect to the Allocated Assets. In the event the Sub-Adviser has identified to the Adviser a material violation that has occurred with respect to the Allocated Assets, the Sub-Adviser agrees to promptly provide to the Adviser such information as the Adviser may reasonably request in connection therewith.

B. SAM’s Code of Ethics Program 1.SAM will provide to each Supervised Person a copy of this Code of Ethics at the time of employment and any amendments thereto, as well as a copy of SAM’s Compliance Procedures Manual. Each Supervised Person must submit a certification (a form for which is appended as Attachment A to this Code of Ethics) that he/she has read and understood the Code of Ethics and he/she recognizes that as a Supervised Person he/she is subject to and agrees to comply with the terms of this Code of Ethics. When the Company provides an amendment to the Code of Ethics to each Supervised Person, each Supervised Person must submit a certification that he/she has read and understood the amendment.

Fidelity takes all Code of Ethics violations seriously, and, at least once a year, provides the funds’ trustees with a summary of actions taken in response to material violations of this Code of Ethics. You should be aware that other securities laws and regulations not addressed by this Code of Ethics may also apply to you, depending on your role at Fidelity.

3. Conduct all personal securities transactions in compliance with this Code of Ethics. This includes all pre-clearance and reporting requirements and procedures regarding inside information and personal and proprietary trades. While the Firm encourages Employees and their families to develop personal investment programs, you must not take any action that could result in even the appearance of impropriety.

formal internal review of the Subadviser’s Compliance Policies and (iv) notification of any material compliance matter that relates to the services provided by the Subadviser to the Portfolios including, but not limited to, any material violation of the Compliance Policies or of the Subadviser’s code of ethics. Throughout the term of this Agreement, the Subadviser shall provide the Adviser with any certifications that the Adviser may reasonably request to enable the Portfolios to comply with Rule 38a-1 under the Investment Company Act. The Subadviser also agrees to provide such other information relating to the Subadviser’s compliance program, including access to compliance personnel in connection with the Adviser’s review of the Subadviser’s compliance program, as may be reasonably requested by the Portfolios, the Portfolios’ Chief Compliance Officer, or his or her authorized representative.

John Hancock is required by law to adopt a Code of Ethics. The purpose of a Code of Ethics is to ensure that companies and their Covered Persons comply with all applicable laws and to prevent abuses in the investment advisory business that can arise when conflicts of interest exist between the employees of an investment advisor and its clients. By adopting and enforcing a Code of Ethics, we strengthen the trust and confidence entrusted in us by demonstrating that at John Hancock, client interests come first.

•Initial Holdings Report: A report of all Brokerage Accounts (please see the definition section) that hold or have the ability to hold any Reportable Securities and all Reportable Securities holdings current as of the date you became an Access Person. •Initial Certification of Compliance: Certify to your understanding of the Code of Ethics. •Initial Training: Certify that you have attended a training on the Code of Ethics Policy.

You may report suspected or potential illegal or unethical behavior without fear of retaliation. John Hancock does not permit retaliation of any kind for good faith reports of illegal or unethical behavior. Concerns about potential or suspected illegal or unethical behavior should be referred to a member of the Human Resources or Law Department. John Hancock relies on the Manulife Code of Business Conduct which advises that unethical, unprofessional, illegal, fraudulent or other questionable behavior may also be reported by calling a confidential toll-free Ethics Hotline at 1-866-294-9534 or at www.ManulifeEthics.com.

Persons may submit complaints or concerns to the attention of funds’ Chief Compliance Officer (or designee) by sending a letter or other writing to the funds’ principal executive offices, by telephone call to or an email to the Ethics Hotline, Ethics Hotline can be reached at 1-866-294-9534, or through the Ethicspoint website at www.manulifeethics.com. The Ethics Hotline and Ethicspoint website are operated by an independent third party, which maintains the anonymity of all complaints.

The Manager also conducts ongoing due diligence on Subadvisers involving periodic on-site visits, in-person meetings and/or telephonic meetings, including due diligence of each Subadviser’s written compliance policies and procedures and assessments of each Subadviser’s compliance program and code of ethics. The Manager also provides services related to, among others, the valuation of Fund securities, risk management, and oversight of trade execution and brokerage services.

Portfolio managers for the Funds may make investment decisions and place trades for the Park Avenue accounts and the Guardian Life assets that are similar to those made for the Funds, or they may purchase or sell securities for one portfolio and not another, as appropriate in light of the investment objectives and strategies of each respective portfolio. Portfolio managers for the Funds may place transactions on behalf of the Park Avenue accounts and the Guardian Life assets that are directly or indirectly contrary to investment decisions made on behalf of a Fund. Depending on market conditions, any of these actions could have a positive or adverse impact on a Fund. To address these and other potential conflicts of interest, Park Avenue has adopted trade allocation policies and procedures, and has monitoring procedures for compliance with each client’s portfolio investment policies and with Park Avenue’s Code of Ethics. The trade allocation policies and procedures adopted and implemented by Park Avenue include specific provisions for fair and equitable allocations of new issues, aggregated trades and partial fills. In addition, Park Avenue periodically reviews each portfolio manager’s overall responsibilities to evaluate whether the manager has adequate resources to effectively manage multiple portfolios in a manner that treats all clients fairly. Park Avenue currently has no client portfolios with performance-based fees.

(d)The Sub-Adviser represents and warrants that it has adopted a written code of ethics complying with the requirements of Rule17j-1 under the 1940 Act and Section204A of the Advisers Act and has provided the Serieswith a copy of the code of ethics and evidence of its adoption, and will within seven (7)business days following the end of each calendar quarter notify the Sub-Adviser of any material changes to (including policies added to or deleted from) its code of ethics. Within 30 days of the end of the last calendar quarter of each year while this Agreement is in effect or upon the written request of the Series, the Sub-Adviser or the Sub-Adviser’s Chief Compliance Officer shall certify to the Seriesthat the Sub-Adviser has complied with the requirements of Rule17j-1 and Section204A during the previous year and that there has been no violation of the Sub-Adviser’s code of ethics or, if such a violation has occurred, that appropriate action was taken in response to such violation and Sub-Adviser has provided a written report to the Adviser and the Seriesregarding the violation. Upon the written request of the Series, the Adviser, or the Series’ Chief Compliance Officer, the Sub-Adviser shall permit the Series, the Adviser, and their employees or agents to examine the reports required to be made to the Sub-Adviser by Rule17j-1(d)(1).

Rules for Employee Investing These Rules for Employee Investing contain the Code of Ethics for Personal Investing and the Global Policy on Inside Information. The Rules for Employee Investing are fairly compre-hensive. They cover most of the personal investing sit-uations a Fidelity employee is likely to experience. Yet it’s always possible you will encounter a situation that isn’t fully addressed by the rules. If that happens, you need to know what to do. The easiest way to make sure you are making the right decision is to follow these three principles: 1. Know the policy. If you think your situation isn’t covered, check again. It never hurts to take a second look at the rules. 2. Seek guidance. Asking questions is always appropriate. Talk with your manager or the Ethics Office if you’re not sure about the policy require-ments or how they apply to your situation. Additionally, resources are available at MyCompliance to assist you with your questions. 3. Use sound judgment. Analyze the situation and weigh the options. Think about how your decision would look to an outsider. Understanding and follow-ing the Rules for Employee Investing is one of the most important ways we can ensure our customers’ interests always come first. The Core Versionof the Code of Ethics for Personal Investing contains rules about owning and trading securities for personal benefit. This version applies to employees of Fidelity who are not involved with the management, operations, or oversight of Fidelity funds or other advised clients of Fidelity. Keep in mind that if you change jobs within Fidelity, a different version of the Code of Ethics may apply to you. The Global Policy on Inside Information, which applies to every Fidelity employee, contains rules on inside information and how to prevent its unauthorized use or dissemination. CONTACT INFORMATION Web 2 Ethics Office Phone (001) 617-563-5566 (001) 800-580-8780 FaxMyCompliance.fmr.com (001) 617-385-0939 Email ethics.office@fmr.com To call the phone numbers from outside the United States or Canada, dial “001” before the number.

Core Version Following the rules— in letter and in spirit This Core Version of the Code of Ethics contains rules about owning and trading securities for personal benefit. Certain rules, which are noted, apply both to you and to anyone else who is a covered person (see Key Concepts on page 9). You have a fiduciary duty to never place your personal interests ahead of the interests of Fidelity’s clients, including shareholders of the Fidelity funds. This means never taking unfair advantage of your relationship to the funds or Fidelity in attempting to benefit yourself or another party. It also means avoiding any actual or potential conflicts of interest with the funds or Fidelity when managing your personal investments. Because no set of rules can anticipate every possible situation, it is essential that you follow these rules not just in letter, but in spirit as well. Any activity that compromises Fidelity’s integrity, even if it does not expressly violate a rule, has the potential to harm Fidelity’s reputation and may result in scrutiny or further action from the Ethics Office. WHAT’S REQUIRED authorize Fidelity to have access to all your covered accounts (see Key Concepts on page 9) and to obtain and review account and transaction data (including duplicate copies of non-Fidelity account statements) for compliance or employment-related purposes acknowledge that you will comply with any new or existing rules that become applicable to you in the future Acknowledging that you understand the rules When you begin working for Fidelity, and again each year, you are required to: acknowledge that you understand and will comply with all rules that apply to you To Do RULES ACKNOWLEDGMENT Promptly respond to the email you receive from the Ethics Office each year requiring you to acknowledge the Code of Ethics. New employees need to respond within 10 days of hire. CODE OF ETHICS — CORE VERSION 4 Respond to the email that you receive from the Ethics Office to acknowledge your understanding of the rules.

As a Covered Person, you must comply with securities laws and firm-wide policies and procedures, including this Code of Ethics. Securities laws include the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Company Act of 1940, the Investment Advisers Act of 1940, the Sarbanes-Oxley Act of 2002, Title V of the Gramm-Leach-Bliley Act, any rules adopted by the SEC under these statutes, the Bank Secrecy Act and rules adopted there under by the SEC or the Department of the Treasury. Covered Persons outside the US may be subject to additional country-specific requirements and securities laws, which are included in Appendix E.

Additionally, you are certifying that you have complied with and will continue to comply with the requirements of the Code of Ethics and that you have disclosed or reported all personal securities transactions required to be disclosed or reported pursuant to the Code of Ethics. Moreover, you agree to promptly report to the Chief Compliance Officer or designee any violation or possible violation of the Code of Ethics of which you become aware. You understand that violation of the Code of Ethics will be grounds for disciplinary action or dismissal and may also be a violation of federal and/or state securities laws.

This Code of Conduct for Personal Securities Transactions (the “Code of Conduct”) has been adopted by D.F. Dent and Company, Inc. (“D.F. Dent”) with respect to D.F. Dent’s investment advisory services to U.S. registered investment companies or series thereof (each a “Fund”). The Code establishes standards and procedures for the detection and prevention of inappropriate personal securities transactions by persons having knowledge of the investments or investment intentions of a Fund and addresses other situations involving a potential conflict of interest. The Code of Conduct incorporates D.F. Dent’s Code of Ethics. Definitions of underlined terms not included in the Code of Ethics are included in Appendix A.

No Yes Securities purchased pursuant to certain Robo Advisory Programs The Program must first be evaluated by Compliance—Contact the Administrator of the Code of Ethics. If designated as Non-Discretionary, no pre-clearance of trades required. The Program must first be evaluated by Compliance—Contact the Administrator of the Code of Ethics. If designated as Non-Discretionary, no reporting of trades required.

• Transactions involving one- to four-unit residential properties purchased for investment purposes are not subject to preclearance, so long as such transaction would not (i)constitute a Security (e.g., an interest in an entity of which you are not the general partner, managing member or equivalent), or (ii)violate any of your responsibilities under the Code of Ethics. Such transactions are subject to the reporting requirements, however. Trades of Securities or instruments that are identified by a ticker, CUSIP, ISIN or Sedol must be pre-cleared using TradeClear (accessible through the Intranet).

A. Initial Personal Holdings Report/List of Brokerage Accounts Within ten days of becoming a Supervised Person, each Supervised Person must submit a list of all brokerage accounts held by him or her as well as accounts over which he or she maintains a beneficial interest. Private investments must be included in this disclosure. The CCO or her designee will then inform each Supervised Person which, if any, brokerage accounts require reporting under Madison’s Code of Ethics. For example, accounts over which a Supervised Person has no discretion to direct an equity trade may not require reporting.

This section provides clarity on terms that are used throughout the Code of Ethics. Additional terms may be defined within the applicable section.

• Annual Certification. Annually, all employees certify that they have read, understood, and complied with the Code of Ethics. The certification includes a representation that the employee has made all reports required by the Code and has not engaged in any prohibited conduct.

• Training and Education. The CCO or his designee periodically conducts training regarding the Code of Ethics. Employees are required to attend training sessions and/or read all applicable materials.

The Firm’s standards of conduct are designed to reflect the Firm’s commitment to ethical conduct as set forth in its Statement of General Principles in Section2 of this Code of Ethics. The Firm has the obligation to exercise its authority for the benefit of its clients, to place the interest of the clients first, and to refrain from having outside interests that could potentially conflict with the interests of its clients.

A. The Review Officer shall be responsible for the review of the quarterly transaction reports required under VIII-C, and the initial and annual holdings reports required under Sections VIII-D and VIII-E, respectively, of this Code of Ethics. In connection with the review of these reports, the Review Officer or the Alternative Review Officer shall take appropriate measures to determine whether each reporting person has complied with the provisions of this Code of Ethics and any related procedures adopted by the Adviser. Any violations of the Code of Ethics shall be reported promptly to the Adviser’s chief compliance officer by the Review Officer, or Alternate Review Officer, as applicable.

Affiliated persons of the Series, including officers of the Series and employees of the investment adviser and its affiliates, who receive portfolio holdings information are subject to restrictions and limitations on the use and handling of such information pursuant to a Code of Ethics, including requirements not to trade in securities based on confidential and proprietary investment information, to maintain the confidentiality of such information, and to pre-clear securities trades and report securities transactions activity, as applicable. For more information on these restrictions and limitations, please see the “Personal investment policy” section in this statement of additional information and the Code of Ethics. Third party service providers of the Series, as described in this statement of additional information, receiving such information are subject to confidentiality obligations. When portfolio holdings information is disclosed other than through the American Funds website to persons not affiliated with the Series, such persons will be bound by agreements (including confidentiality agreements) or fiduciary obligations that restrict and limit their use of the information to legitimate business uses only, and that include the duty not to trade on the information. Neither the Series nor its investment adviser or any affiliate thereof receives compensation or other consideration in connection with the disclosure of information about portfolio securities.

Management’s personnel are required to follow its Code of Ethics. Subject to satisfying this policy and applicable laws, officers, directors and employees of Nationwide Asset Management and its affiliates may trade for their own accounts in securities which are recommended to and/or purchased for its clients. The Code of Ethics is designed to assure that the personal securities transactions, activities and interests of the employees of Nationwide Asset Management will not interfere with (i)making decisions in the best interest of advisory clients and (ii)implementing such decisions while, at the same time, allowing employees to invest for their own accounts. Under the Code certain classes of securities have been designated as exempt transactions, based upon a determination that these would materially not interfere with the best interest of Nationwide Asset Management’s clients. In addition, the Code requires pre-clearance of certain transactions against a restricted list. Nonetheless, because the Code of Ethics in some circumstances would permit employees to invest in the same securities as clients, there is a possibility that employees might benefit from market activity by a client in a security held by an employee. Employee trading is continually monitored under the Code of Ethics to reasonably prevent conflicts of interest between Nationwide Asset Management and its clients.

ALL WellsCap Team members must pre-clear with the WellsCap COE Team prior to making, soliciting, or coordinating a political contribution of any amount. The limits and pre-clearance requirements also apply to household members as that term is defined in WellsCap’s Code of Ethics. In addition, WellsCap Team Members will be required to annually attest to disclosure of all political contributions as part of their Code of Ethics annual certification. All political contribution requests must be submitted via the SunGard PTA for COE team review. Coordination with GEI will be facilitated by the COE team as needed.

IX. Supervision& Review On an annual basis, all Associates will sign an attestation that they have read and agreed to abide by the WEDGE Code of Ethics. Each quarter, as part of the Quarterly Affirmation, Associates will attest that they have complied with the Policy. Periodically, a member of compliance will review the Gift and Entertainment requests in Schwab Compliance Technologies (SCT) for compliance with the policy and to identify and analyze patterned behaviors. Results of each review will be communicated to the Management Committee.

For the purposes of the remainder of this document, those personnel who are subject the Code of Ethics will be called “Covered Persons”. Did you know? If you are a covered person, the requirements of this Code related to personal trading also apply to people related to you, such as spouses, domestic partners, minor children, adult children and other relatives living in your household, as well as other persons designated as Covered Persons by the CCO or the Ethics Office, or their designee(s). Your family members may also be subject to the Code of Ethics. *   This excludes registered investment companies for which SSGA FM serves as sub-adviser.

• you must comply with this Code of Ethics. You have a duty to promptly report any violation or apparent violation of the Code of Ethics to the Chief Compliance Officer. This duty exists whether the violation or apparent violation is yours or that of another person subject to this Code. Retaliation against individuals who report violations or apparent violations of the Code in good faith is not permitted. Violators of the Code are subject to sanctions.

In addition, the Fund has adopted the following standards in accordance with the requirements of Form N-CSR adopted by the Securities and Exchange Commission pursuant to Section406 of the Sarbanes-Oxley Act of 2002 for the purpose of deterring wrongdoing and promoting: 1)honest and ethical conduct, including 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 fund files with or submits to the Commission and in other public communications made by the fund; 3)compliance with applicable governmental laws, rules and regulations; 4)the prompt internal reporting of violations of the Code of Ethics to an appropriate person or persons identified in the Code of Ethics; and 5)accountability for adherence to the Code of Ethics. These provisions shall apply to the principal executive officer or chief executive officer and treasurer (“Covered Officers”) of the Fund.

All associates are required to certify at least annually that they have read and understand the Code of Ethics. Questions or issues relating to the Code of Ethics should be directed to the associate’s manager or the Code of Ethics Team.

All associates are responsible for complying with the Code of Ethics. As part of that responsibility, associates are obligated to report violations of the Code of Ethics promptly, including: (1)fraud or illegal acts involving any aspect of Capital’s business; (2)noncompliance with applicable laws, rules and regulations; (3)intentional or material misstatements in regulatory filings, internal books and records, or client records and reports; or (4)activity that is harmful to fund shareholders or clients. Deviations from controls or procedures that safeguard Capital, including the assets of shareholders and clients, should also be reported. Reported violations of the Code of Ethics will be investigated and appropriate action will be taken. Once a violation has been reported, all associates are required to cooperate with Capital in the internal investigation of any matter by providing honest, truthful and complete information.

Capital strictly prohibits retaliation against any associate who in good faith makes a complaint, raises a concern, provides information or otherwise assists in an investigation regarding any conduct that he or she reasonably believes to be in violation of the Code of Ethics. This policy is designed to ensure that associates comply with their obligations to report violations without fear of retaliation.

• Once you have notified your assigned local Compliance Officer of your intended transaction using the Investment Purpose Form, a covered person must seek pre-clearance approval from the Fidelity Global Pre-Clearance System as outlined in the Code of Ethics. Before entering into or changing the conditions of an automatic (cumulative) investment plan, submit a participation notice on the Automatic (Cumulative) Investment Plan Participation Form to the assigned local Compliance Officer.

I. Introduction/Covered Persons Angel Oak Funds Trust (the “Trust”) has been successful in large part by managing its business with honesty and integrity. The principal officers of the Trust have an important and elevated role in corporate governance and in promoting investor confidence. To further the ends of ethical and honest conduct among its officers, the Audit Committee of the Board of Trustees of the Trust has adopted this Code of Ethics. This Code of Ethics is designed to comply with Section406 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”) and the rules promulgated by the Securities and Exchange Commission (the “SEC”) thereunder.

“Waiver” shall mean the approval of a material departure from a provision of this Code of Ethics. If an executive officer becomes aware of a material departure from a provision of this Code of Ethics by any Covered Person, he or she shall immediately report such violation to the Chief Compliance Officer or the Audit Committee, as appropriate. The Chief Compliance Officer shall promptly report the violation to the Audit Committee. If the Audit Committee fails to take action with respect to the violation within ten business days, the Trust shall be deemed to have made an “implicit waiver” from this Code of Ethics.

9. CODE OF ETHICS.Sub-Adviser will furnish to Fund Parties a current copy of its code of ethics that complies with the requirements of Rule 17j-1 under the 1940 Act. Upon written request of CSIM, Sub-Adviser will permit Fund Parties to examine the reports made by Sub-Adviser pursuant to Rule 17j-1 and other records relevant to Sub-Adviser’s code of ethics.Sub-Adviser will provide an annual certification to Fund Parties certifying that there have been no material violations of Sub-Adviser’s code of ethics or, if such violations have occurred, that appropriate actions have been taken in response to such violations.

2. Code of Ethics.The Adviser has adopted a written code of ethics that it reasonably believes complies with the requirements of Rule 17j-1 under the 1940 Act, which it will provide to the Trust.The Adviser shall ensure that its Access Persons (as defined in the Adviser’s Code of Ethics) comply in all material respects with the Adviser’s Code of Ethics, as in effect from time to time.Upon request made from time to time, the Adviser shall provide the Trust with (i) a copy of the Adviser’s current Code of Ethics, as then in effect, and (ii) certification that it has adopted procedures reasonably necessary to prevent Access Persons from engaging in any conduct prohibited by the Adviser’s Code of Ethics as then in effect.Annually, the Adviser shall furnish a written report, which complies with the requirements of Rule 17j-1, concerning the Adviser’s Code of Ethics to the Trust.The Adviser shall respond to requests for information from the Trust as to violations of the Code of Ethics by Access Persons and the sanctions imposed by the Adviser.

e. The Sub-Adviser has adopted a written code of ethics complying in all material respects with the requirements of Rule 17j-1 under the 1940 Act and Rule204A-1 under the Advisers Act and has provided Great-West Funds with a copy of the code of ethics. Within forty-five (45)days of the end of the last calendar quarter of each year while this Agreement is in effect, an officer of the Sub-Adviser shall certify to Great-West Funds that the Sub-Adviser has complied in all material respects with the requirements of Rule 17j-1 and Rule204A-1 during the previous year and that there has been no material violation of the Sub-Adviser’s code of ethics or, if such a material violation has occurred, that appropriate action was taken in response to such violation. The Sub-Adviser will provide a summary of violations, if any, of Sub-Adviser’s code of ethics from time to time in such form as determined by the Sub-Adviser. The Sub-Adviser has adopted a compliance program in compliance with Rule 206(4)-7 of the Advisers Act. The Sub-Adviser will provide Great-West Funds or the Adviser with copies of its compliance policies and procedures upon request and will provide a summary of violations, if any, of Sub-Adviser’s compliance policies and procedures upon the request of Great-West Funds or the Adviser.

e. The Sub-Adviser has adopted a written code of ethics complying in all material respects with the requirements of Rule 17j-1 under the 1940 Act and Rule204A-1under the Advisers Act and has provided Great-West Funds with a copy of the code of ethics. Within forty-five (45)days of the end of the last calendar quarter of each year while this Agreement is in effect, an officer of the Sub-Adviser shall certify to Great-West Funds that the Sub-Adviser has complied in all material respects with the requirements of Rule 17j-1 and Rule204A-1 during the previous year and that there has been no material violation of the Sub-Adviser’s code of ethics or, if such a material violation has occurred, that appropriate action was taken in response to such violation. The Sub-Adviser will provide a summary of violations, if any, of Sub-Adviser’s code of ethics from time to time in such form as determined by the Sub-Adviser. The Sub-Adviser has adopted a compliance program in compliance with Rule 206(4)-7 of the Advisers Act. The Sub-Adviser will provide Great-West Funds or the Adviser with copies of its compliance policies and procedures applicable to its compliance with Rule 206(4)-7 under the Advisers Act (“Compliance Program”) upon request and will provide a summary of material findings, if any, regarding the of Sub-Adviser’s Compliance Program.

All employees and directors of ILIM are subject to the Great West Life (GWL) Code of Business Conduct and Ethics. The GWL Code is available here: GWL Code of Business Conduct and Ethics.

A Covered Person must be acting in good faith in reporting a complaint or concern under this policy and must have reasonable grounds for believing a deliberate misrepresentation has been made regarding an accounting or audit matters or a breach of the Compliance Manual or the Code of Ethics. A malicious allegation known to be false is considered a serious offense and may result in adisciplinary action that may include termination of employment.

Securities purchased pursuant to certain Robo Advisory Programs The Program must first be evaluated by Compliance - Contact the Administrator of the Code of Ethics. If designated as Non-Discretionary, no pre-clearance of trades required. The Program must first be evaluated by Compliance - Contact the Administrator of the Code of Ethics. If designated as Non-Discretionary, no reporting of trades required. Periodic sample reviews of statements of non-discretionary accounts will be conducted. Security purchases effected upon the exercise of rights issued by the issuer pro rata to all holders of a class of its securities, to the extent that such rights were acquired from such issuer, and sales of such rights were so acquired. No Yes Interests in Firm-sponsored limited partnerships or other Firm -sponsored private placements. No Yes Firm already must approve in order to invest, which serves as pre-clearance.

The Committee works with the Proxy Voting Group to provide reports and other guidance to the Board regarding proxy voting by the funds. The Committee has an obligation to conduct its meetings and exercise its decision-making authority subject to the fiduciary standards of good faith, fairness, and Vanguard’s Code of Ethics. The Committee shall authorize proxy votes that the Committee determines, at its sole discretion, to be in the best interests of each fund’s shareholders. In determining how to apply the guidelines to a particular factual situation, the Committee may not take into account any interest that would conflict with the interest of fund shareholders in maximizing the value of their investments.

The Board of Trustees of each Investment Company shall approve this Code of Ethics. Any material amendments to this Code of Ethics must be approved by the Board of Trustees of each Investment Company no later than six months after the adoption of the material change.

The Trust, the Manager, Smith, Ziegler, Wellington Management and the Distributor have adopted Codes of Ethics in compliance with the requirements of Rule 17j-1 under the 1940 Act, which govern personal securities transactions. Under the Codes of Ethics, persons subject to the Codes are permitted to engage in personal securities transactions, including securities that may be purchased or held by the Funds, subject to the requirements set forth in Rule 17j-1 under the 1940 Act and certain other procedures set forth in the applicable Code of Ethics. The Codes of Ethics are on public file with, and are available from, the SEC.

Name of Reporting Person: Calendar Quarter Ended: Securities Transactions If you had no securities transactions to report for the quarter, please check here. ☐ Date ofTransaction Name ofIssuer andType ofSecurity No. ofShares (ifapplicable) PrincipalAmount,Maturity Dateand InterestRate (ifapplicable) Type ofTransaction Price Name ofBroker, Dealeror BankEffectingTransaction Securities AccountsIf you opened a securities account during the quarter, please complete the table below. If you did not open any securities accounts during the quarter, please check here. ☐ Name of Broker, Dealer or Bank Date Account was Established Name(s) on and Type of Account I certify that I have included in this report all securities transactions and accounts required to be reported pursuant to the Code of Ethics. I further certify that to the best of my knowledge no securities transactions reported herein violate any provision of the Code of Ethics or any other applicable federal securities law or regulation. Signature Date 18 Smith Asset Management Group, L.P.

Name of Reporting Person: Date Person Became Subject to the Code’s Reporting Requirements: Information in Report Dated As Of: Securities Holdings If you have no securities holdings to report, please check here. ☐ Name of Issuer andType of Security Ticker Symbol No. of Shares(if applicable) Principal Amount, Maturity Date andInterest Rate(if applicable) Securities Accounts If you have no securities accounts to report, please check here. ☐ Name of Broker, Dealer or Bank Name(s) on and Type of Account I certify that I have included in this report all securities holdings and accounts required to be reported pursuant to the Code of Ethics. I further certify that to the best of my knowledge no securities holdings reported herein violate any provision of the Code of Ethics or any other applicable federal securities law or regulation.

Ziegler Capital Management, LLC (“ZCM,” or the “Firm”), a wholly-owned subsidiary of Stifel Financial Corp. (“Stifel”), a publicly traded company, adopts this Code of Ethics (the “Code”) in accordance with Rule 204A-1 under the Advisers Act, and in accordance with Rule 17j-1 under the 1940 Act. Furthermore, because of its affiliation with Stifel, ZCM is also subject to the Stifel Code of Business Conduct and Ethics. This Code sets forth standards of conduct expected of advisory personnel, and addresses conflicts that arise from personal trading by Access Persons to mitigate the possibility of securities transactions occurring that place, or appear to place, such persons in conflict with the interests of ZCM and any Client.

Code of Ethics. A malicious allegation known to be false is considered a serious offense and may result in a disciplinary action that may include termination of employment. D. Handling of Reported Improper Activity Jackson Square will take seriously any report regarding a potential violation of its policies or other improper or illegal activity, and recognizes the importance of keeping the identity of the reporting person from being widely known. Covered Persons are to be assured that Jackson Square will appropriately manage all such reported concerns or suspicions of improper activity in a timely and professional manner, confidentially and without retaliation. E. No Retaliation Policy It is Jackson Square's policy that no Covered Person who submits a complaint made in good faith will experience retaliation, harassment, or unfavourable or adverse employment consequences. A Covered Person who retaliates against a person reporting a complaint will be subject to disciplinary action, which may include termination of employment. A Covered Person who believes s/he has been subject to retaliation or reprisal as a result of reporting a concern or making a complaint is to report such action to the CCO or to Jackson Square’s other senior management in the event the concern pertains to the CCO. IV. REVIEW AND ENFORCEMENT OF THE CODE A. Administration of the Code The Code shall be administered by the CCO and/or the other members of the Compliance Committee, as well as applicable compliance and legal personnel. Where exceptions are granted to any provision of this Code, the rationale for such exceptions shall be documented.

Regulators have also put ‘culture’ at the centre of their agenda. Culture is regarded as the DNA of the business; shaping behaviours and ethics. At Baillie Gifford we have built our reputation by acting with integrity.

With respect to matters of interpretation or dispute arising under the Code of Ethics, the Head of Compliance may refer to the Compliance Committee of Baillie Gifford who may, exercising their reasonable judgment, make determinations as to the meaning and effect of the Code of Ethics. The Head of Compliance may, in consultation with the Compliance Committee, grant written waivers of the provisions of the Code in appropriate instances. However, waivers will be granted only in rare instances and some provisions of the Code that are mandated by law or regulation cannot be waived. The Head of Compliance is responsible for maintaining appropriate records of and preparing any reports required with respect to, any waivers of provisions of the Code.

All members of staff are required to receive a copy of the Code of Ethics and any amendments to the Code of Ethics. All members of staff are required to complete an annual certification, confirming that they have read the Code of Ethics and acknowledging that they are subject to its requirements. Further, all members of staff confirm through the annual certification that they have complied with the Code and that they have disclosed or reported all information required to be disclosed or reported according to the requirements of the Code.

All crew members are responsible for understanding and complying with our Code of Ethics. Please know and follow the policies that apply to you, and be accountable for your actions. If you are a manager, help your crew to understand and comply with the Code of Ethics through your words and your actions.

Attempting to gain approval after the transaction has occurred is not permitted. Completing a personal trade before receiving approval or after the approval window expires constitutes a violation of the Code of Ethics. See Section 10 for more information regarding the sanctions that may be imposed as a result of a violation.

Code of Ethics. To mitigate the possibility that a Fund will be adversely affected by personal trading of employees, the Trust, the Adviser, the Sub-Advisers, the Funds and JNLD have adopted Codes of Ethics under Rule 17j-1 of the 1940 Act and Rule 204A-1 under the Investment Advisers Act of 1940, as amended. These Codes of Ethics contain policies restricting securities trading in personal accounts of the portfolio managers and others who normally come into possession of information regarding portfolio transactions of the Funds of the Trust. The Trust’s and the Adviser’s Codes of Ethics comply, in all material respects, with the recommendations of the Investment Company Institute. Subject to the requirements of the Codes of Ethics, employees may invest in securities for their own investment accounts, including securities that may be purchased or held by the Trust.

F.Monitoring Portfolio Holdings Disclosure and Trading. JNAM and the Funds will review the personal securities transactions of their Access Persons, pursuant to the Code of Ethics. The sub-advisers and distributor have each, individually adopted a Code of Ethics and are responsible for monitoring the personal trading activities of their respective personnel.

Any Covered Officer who shall, in his or her capacity as principal executive officer, principal financial officer, controller or principal accounting officer, receive or be offered any personal financial or other benefit that is or may be proscribed by this Code of Ethics promptly shall report same to the Funds’ Chief Legal Officer.[2] The Chief Legal Officer shall be, and hereby is, authorized to determine whether the receipt of such financial or other benefit is or would be proscribed by this Code of Ethics. If the Chief Legal Officer shall determine the receipt of any such personal financial or other benefit is or would be proscribed by this Code of Ethics, then the Chief Legal Officer may direct that such benefit refused or, if already received, that such benefit anonymously be donated to a charitable organization. Upon such donation, no violation of this Code of Ethics shall be deemed to have occurred by reason of the Covered Officer having received such personal financial or other benefit. The Chief Legal Officer’s determination that the offer to or receipt by a Covered Officer of a benefit is not a violation of this Code of Ethics shall not be deemed a waiver of any provision of this Code of Ethics.

(See the Federated “Fund Information Disclosure Policy” for more information. Also, any Access Person who is a director, officer or employee of Federated should also refer to the “Confidentiality” requirements in Federated’s Code of Business Conduct and Ethics. If you have questions concerning disclosure or misuse of Fund information, contact the Compliance Department or Federated’s General Counsel.

9 Trades in Non-Discretionary Accounts which you, your spouse, your domestic partner, or your significant other established. The Account must first be certified as Non-Discretionary by Compliance – Contact the Administrator of the Code of Ethics. If designated as Non-Discretionary, no pre-clearance of trades required.

The Program must first be evaluated by Compliance - Contact the Administrator of the Code of Ethics. If designated as Non-Discretionary, no pre-clearance of trades required. Security purchases effected upon the exercise of rights issued by the issuer pro rata to all holders of a class of its securities, to the extent that such rights were acquired from such issuer, and sales of such rights were so acquired.