UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED
SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-21664
Pioneer Series Trust III
(Exact name of registrant as specified in charter)
60 State
Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Christopher J. Kelley, Amundi Asset Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant’s telephone number, including area code: (617) 742-7825
Date of fiscal year end: August 31, 2024
Date of reporting period: September 1, 2023 through February 29, 2024
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days
after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR
270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this
information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”)
control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC
20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
Pioneer Disciplined Value Fund
Semiannual Report | February 29,
2024
| |
|
|
|
|
| A:
CVFCX |
C:
CVCFX |
K:
CVKFX |
R:
CVRFX |
Y:
CVFYX |
IMPORTANT NOTICE –
UPCOMING CHANGES TO PIONEER FUNDS ANNUAL & SEMI-ANNUAL REPORTS
The Securities and Exchange Commission (the “SEC”)
has adopted rule and form amendments that will result in changes to the design and delivery of annual and semi-annual fund reports (“Reports”). Beginning in July 2024, Reports will be streamlined to highlight key information
(“Redesigned Reports”). Certain information currently included in the Reports, including financial statements, will no longer appear in the Reports but will be available online, delivered free of charge to shareholders upon request, and
filed with the SEC.
If you previously elected to receive
the Fund's Reports electronically, you will continue to receive the Redesigned Reports electronically. Otherwise, you will receive paper copies of the Fund's Redesigned Reports via USPS mail starting in July 2024. If you would like to receive the
Fund's Redesigned Reports (and/or other communications) electronically instead of by mail, please contact your financial advisor or, if you are a direct investor, please log into your mutual fund account at amundi.com/usinvestors and select
“E-Delivery” under the Profile page. You must be registered for online account access before you can enroll in E-Delivery.
visit us: www.amundi.com/us
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/241
Portfolio
Summary | 2/29/24
Sector Distribution
(As a percentage of total investments)*
10 Largest
Holdings
| (As
a percentage of total investments)* |
| 1.
|
JPMorgan
Chase & Co. |
5.31%
|
| 2.
|
Cisco
Systems, Inc. |
5.15
|
| 3.
|
Colgate-Palmolive
Co. |
4.85
|
| 4.
|
Walt
Disney Co. |
3.91
|
| 5.
|
Pfizer,
Inc. |
3.84
|
| 6.
|
Coca-Cola
Co. |
3.27
|
| 7.
|
CMS
Energy Corp. |
3.18
|
| 8.
|
Microchip
Technology, Inc. |
3.15
|
| 9.
|
Shell
Plc (A.D.R.) |
2.89
|
| 10.
|
Bank
of America Corp. |
2.84
|
*
Excludes short-term investments and all derivative contracts except for options purchased. The Fund is actively managed, and current holdings may be different. The holdings listed should not be considered recommendations to buy or sell any
securities.
2Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
Prices and
Distributions | 2/29/24
Net Asset
Value per Share
| Class
|
2/29/24
|
8/31/23
|
| A
|
$14.04
|
$13.73
|
| C
|
$13.73
|
$13.40
|
| K
|
$14.20
|
$13.90
|
| R
|
$13.19
|
$12.90
|
| Y
|
$14.20
|
$13.89
|
| |
|
|
Distributions per Share: 9/1/23 - 2/29/24
| Class
|
Net
Investment
Income |
Short-Term
Capital Gains |
Long-Term
Capital Gains |
| A
|
$0.1878
|
$0.1052
|
$—
|
| C
|
$0.1024
|
$0.1052
|
$—
|
| K
|
$0.2204
|
$0.1052
|
$—
|
| R
|
$0.1426
|
$0.1052
|
$—
|
| Y
|
$0.2204
|
$0.1052
|
$—
|
Index Definition
The Russell 1000 Value
Index is an unmanaged measure of the performance of large-cap U.S. value stocks. Indices are unmanaged and their returns assume reinvestment of dividends and do not reflect any fees or expenses. It is not possible to invest directly in an
index.
The index defined here pertains to the
“Value of $10,000 Investment” and “Value of $5 Million Investment” charts on pages 4 - 8.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/243
| Performance
Update | 2/29/24 |
Class A Shares
|
Investment Returns
The mountain chart on the right shows the change in value of a
$10,000 investment made in Class A shares of Pioneer Disciplined Value Fund at public offering price during the periods shown, compared to that of the Russell 1000 Value Index.
Average
Annual Total Returns
(As of February 29, 2024) |
| Period
|
Net
Asset
Value
(NAV) |
Public
Offering
Price
(POP) |
Russell
1000
Value
Index |
| 10
Years |
8.04%
|
7.41%
|
8.74%
|
| 5
Years |
9.09
|
7.80
|
9.38
|
| 1
Year |
4.42
|
-1.60
|
14.01
|
Expense
Ratio
(Per prospectus dated December 28, 2023) |
| Gross
|
| 0.89%
|
Value of $10,000 Investment
Call 1-800-225-6292 or visit www.amundi.com/us for the
most recent month-end performance results. Current performance may be lower or higher than the performance data quoted.
The performance data quoted represents past
performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost.
NAV results represent the percent change in net
asset value per share. NAV returns would have been lower had sales charges been reflected. POP returns reflect deduction of maximum 5.75% sales charge. All results are historical and assume the reinvestment of dividends and capital gains. Other
share classes are available for which performance and expenses will differ.
Performance results reflect any applicable expense
waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at
any time. See the prospectus and financial statements for more information.
The performance table and graph do not reflect the
deduction of fees and taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
Please refer to the financial highlights for a more
current expense ratio.
4Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
| Performance
Update | 2/29/24 |
Class C Shares
|
Investment Returns
The mountain chart on the right shows the change in value of a
$10,000 investment made in Class C shares of Pioneer Disciplined Value Fund during the periods shown, compared to that of the Russell 1000 Value Index.
Average
Annual Total Returns
(As of February 29, 2024) |
| Period
|
If
Held |
If
Redeemed |
Russell
1000
Value
Index |
| 10
Years |
7.23%
|
7.23%
|
8.74%
|
| 5
Years |
8.23
|
8.23
|
9.38
|
| 1
Year |
3.63
|
2.63
|
14.01
|
Expense
Ratio
(Per prospectus dated December 28, 2023) |
| Gross
|
| 1.66%
|
Value of $10,000 Investment
Call 1-800-225-6292 or visit www.amundi.com/us for the
most recent month-end performance results. Current performance may be lower or higher than the performance data quoted.
The performance data quoted represents past
performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost.
Class C shares held for less than one year are
subject to a 1% contingent deferred sales charge (CDSC). “If Held” results represent the percent change in net asset value per share. “If Redeemed” returns reflect deduction of the CDSC for the one-year period, assuming a
complete redemption of shares at the last price calculated on the last business day of the period, and no CDSC for the five- and 10-year periods. All results are historical and assume the reinvestment of dividends and capital gains. Other share
classes are available for which performance and expenses will differ.
Performance results reflect any applicable expense
waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at
any time. See the prospectus and financial statements for more information.
The performance table and graph do not reflect the
deduction of fees and taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
Please refer to the financial highlights for a more
current expense ratio.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/245
| Performance
Update | 2/29/24 |
Class K Shares
|
Investment Returns
The mountain chart on the right shows the change in value of a
$5 million investment made in Class K shares of Pioneer Disciplined Value Fund during the periods shown, compared to that of the Russell 1000 Value Index.
Average
Annual Total Returns
(As of February 29, 2024) |
| Period
|
Net
Asset
Value
(NAV) |
Russell
1000
Value
Index |
| 10
Years |
8.12%
|
8.74%
|
| 5
Years |
9.24
|
9.38
|
| 1
Year |
4.76
|
14.01
|
Expense
Ratio
(Per prospectus dated December 28, 2023) |
| Gross
|
Net
|
| 0.53%
|
0.45%
|
Value of $5 Million Investment
Call 1-800-225-6292 or visit www.amundi.com/us for the
most recent month-end performance results. Current performance may be lower or higher than the performance data quoted.
The performance data quoted represents past
performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost.
The performance shown for Class K shares for the
period prior to the commencement of operations of Class K shares on December 30, 2021, is the net asset value performance of the Fund’s Class A shares, which has not been restated to reflect any differences in expenses, including Rule
12b-1 fees applicable to Class A shares. Since fees for Class A shares generally are higher than those of Class K shares, the performance of Class K shares prior to their inception on December 30, 2021, would have been higher than the performance
shown. For the period beginning December 30, 2021, the actual performance of Class K shares is reflected. Class K shares are not subject to sales charges and are available for limited groups of eligible investors, including institutional
investors. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ.
Performance results reflect any applicable expense
waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at
any time. See the prospectus and financial statements for more information.
The net expense ratio reflects the contractual
expense limitation in effect through January 1, 2025 for Class K shares. There can be no assurance that Amundi US will extend the expense limitation beyond such time. Please see the prospectus and financial statements for more
information.
The performance table and graph
do not reflect the deduction of fees and taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
Please refer to the financial highlights for more
current expense ratios.
6Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
| Performance
Update | 2/29/24 |
Class R Shares
|
Investment Returns
The mountain chart on the right shows the change in value of a
$10,000 investment made in Class R shares of Pioneer Disciplined Value Fund during the periods shown, compared to that of the Russell 1000 Value Index.
Average
Annual Total Returns
(As of February 29, 2024) |
| Period
|
Net
Asset
Value
(NAV) |
Russell
1000
Value
Index |
| 10
Years |
7.68%
|
8.74%
|
| 5
Years |
8.61
|
9.38
|
| 1
Year |
3.94
|
14.01
|
Expense
Ratio
(Per prospectus dated December 28, 2023) |
| Gross
|
| 1.31%
|
Value of $10,000 Investment
Call 1-800-225-6292 or visit www.amundi.com/us for the
most recent month-end performance results. Current performance may be lower or higher than the performance data quoted.
The performance data quoted represents past
performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost.
Class R shares are not subject to sales charges and
are available for limited groups of eligible investors, including institutional investors. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses
will differ.
Performance results reflect
any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee
waivers can be rescinded at any time. See the prospectus and financial statements for more information.
The performance table and graph do not reflect the
deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
Please refer to the financial highlights for a more
current expense ratio.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/247
| Performance
Update | 2/29/24 |
Class Y Shares
|
Investment Returns
The mountain chart on the right shows the change in value of a
$5 million investment made in Class Y shares of Pioneer Disciplined Value Fund during the periods shown, compared to that of the Russell 1000 Value Index.
Average
Annual Total Returns
(As of February 29, 2024) |
| Period
|
Net
Asset
Value
(NAV) |
Russell
1000
Value
Index |
| 10
Years |
8.40%
|
8.74%
|
| 5
Years |
9.44
|
9.38
|
| 1
Year |
4.76
|
14.01
|
Expense
Ratio
(Per prospectus dated December 28, 2023) |
| Gross
|
Net
|
| 0.65%
|
0.45%
|
Value of $5 Million Investment
Call 1-800-225-6292 or visit www.amundi.com/us for the
most recent month-end performance results. Current performance may be lower or higher than the performance data quoted.
The performance data quoted represents past
performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost.
Class Y shares are not subject to sales charges and
are available for limited groups of eligible investors, including institutional investors. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses
will differ.
Performance results reflect any
applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers
can be rescinded at any time. See the prospectus and financial statements for more information.
The net expense ratio reflects contractual expense
limitations in effect through January 1, 2025 for Class Y shares. There can be no assurance that Amundi US will extend the expense limitation beyond such time. Please see the prospectus and financial statements for more information.
The performance table and graph do not reflect the
deduction of fees and taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
Please refer to the financial highlights for more
current expense ratios.
8Pioneer Disciplined Value Fund | Semiannual
Report | 2/29/24
Comparing Ongoing Fund Expenses
As a shareholder in the Fund, you incur two types of
costs:
| (1)
|
ongoing costs, including
management fees, distribution and/or service (12b-1) fees, and other Fund expenses; and |
| (2)
|
transaction costs,
including sales charges (loads) on purchase payments. |
This example is intended to help you understand your ongoing
expenses (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 at the beginning of the Fund’s latest six-month period and
held throughout the six months.
Using the Tables
Actual Expenses
The first table below provides information about actual account
values and actual expenses. You may use the information in this table, together with the amount you invested, to estimate the expenses that you paid over the period as follows:
| (1)
|
Divide your account value by
$1,000
Example: an $8,600 account value ÷ $1,000 = 8.6 |
| (2)
|
Multiply
the result in (1) above by the corresponding share class’s number in the third row under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period. |
Expenses Paid on a $1,000 Investment in Pioneer
Disciplined Value Fund
Based on actual returns from
September 1, 2023 through February 29, 2024.
| Share
Class |
A
|
C
|
K
|
R
|
Y
|
Beginning
Account
Value on 9/1/23 |
$1,000.00
|
$1,000.00
|
$1,000.00
|
$1,000.00
|
$1,000.00
|
Ending
Account Value
(after expenses) on 2/29/24 |
$1,044.90
|
$1,040.90
|
$1,046.10
|
$1,042.60
|
$1,046.80
|
Expenses
Paid
During Period* |
$4.07
|
$7.97
|
$2.29
|
$6.45
|
$2.29
|
| |
|
| *
|
Expenses
are equal to the Fund’s annualized expense ratio of 0.80%, 1.57%, 0.45%, 1.27%, and 0.45% for Class A, Class C, Class K, Class R, and Class Y shares, respectively, multiplied by the average account value over the period, multiplied by 182/366
(to reflect the one-half year period). |
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/249
Comparing Ongoing Fund Expenses (continued)
Hypothetical Example for Comparison Purposes
The table below provides information about hypothetical account
values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used
to estimate the actual ending account balance or expenses you paid for the period.
You may use this information to compare the ongoing costs of
investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the tables are meant to
highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) that are charged at the time of the transaction. Therefore, the table below is useful in comparing ongoing costs only and will not help you
determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
Expenses Paid on a $1,000 Investment in Pioneer Disciplined Value
Fund
Based on a hypothetical 5% return per year before
expenses, reflecting the period from September 1, 2023 through February 29, 2024.
| Share
Class |
A
|
C
|
K
|
R
|
Y
|
Beginning
Account
Value on 9/1/23 |
$1,000.00
|
$1,000.00
|
$1,000.00
|
$1,000.00
|
$1,000.00
|
Ending
Account Value
(after expenses) on 2/29/24 |
$1,020.89
|
$1,017.06
|
$1,022.63
|
$1,018.55
|
$1,022.63
|
Expenses
Paid
During Period* |
$4.02
|
$7.87
|
$2.26
|
$6.37
|
$2.26
|
| |
|
| *
|
Expenses
are equal to the Fund’s annualized expense ratio of 0.80%, 1.57%, 0.45%, 1.27%, and 0.45% for Class A, Class C, Class K, Class R, and Class Y shares, respectively, multiplied by the average account value over the period, multiplied by 182/366
(to reflect the one-half year period). |
10Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
Schedule of
Investments | 2/29/24
(unaudited)
| Shares
|
|
|
|
|
|
Value
|
| |
UNAFFILIATED
ISSUERS — 99.8% |
|
| |
Common
Stocks — 94.4% of Net Assets |
|
| |
Aerospace
& Defense — 2.6% |
|
| 118,652
|
RTX
Corp. |
$ 10,639,525
|
| |
Total
Aerospace & Defense |
$10,639,525 |
| |
| |
| |
Banks — 8.5%
|
|
| 321,336
|
Bank
of America Corp. |
$ 11,092,519
|
| 111,470
|
JPMorgan
Chase & Co. |
20,740,108
|
| 21,750
|
PNC
Financial Services Group, Inc. |
3,201,600
|
| |
Total
Banks |
$35,034,227 |
| |
| |
| |
Beverages —
3.1% |
|
| 212,890
|
Coca-Cola
Co. |
$ 12,777,658
|
| |
Total
Beverages |
$12,777,658 |
| |
| |
| |
Biotechnology
— 2.7% |
|
| 23,361
|
AbbVie,
Inc. |
$ 4,112,704
|
| 98,945
|
Gilead
Sciences, Inc. |
7,133,935
|
| |
Total
Biotechnology |
$11,246,639 |
| |
| |
| |
Capital Markets
— 1.6% |
|
| 115,377
|
Bank
of New York Mellon Corp. |
$ 6,471,496
|
| |
Total
Capital Markets |
$6,471,496 |
| |
| |
| |
Chemicals —
1.7% |
|
| 69,026
|
LyondellBasell
Industries NV, Class A |
$ 6,921,927
|
| |
Total
Chemicals |
$6,921,927 |
| |
| |
| |
Communications
Equipment — 4.9% |
|
| 416,229
|
Cisco
Systems, Inc. |
$ 20,132,997
|
| |
Total
Communications Equipment |
$20,132,997 |
| |
| |
| |
Construction
Materials — 1.5% |
|
| 74,516
|
CRH
Plc |
$ 6,282,444
|
| |
Total
Construction Materials |
$6,282,444 |
| |
| |
| |
Consumer Finance
— 2.0% |
|
| 38,675
|
American
Express Co. |
$ 8,486,069
|
| |
Total
Consumer Finance |
$8,486,069 |
| |
| |
| |
Consumer Staples
Distribution & Retail — 1.3% |
|
| 68,022
|
Sysco
Corp. |
$ 5,507,741
|
| |
Total
Consumer Staples Distribution & Retail |
$5,507,741 |
| |
| |
The accompanying notes are an integral part of these financial
statements.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2411
Schedule of
Investments | 2/29/24
(unaudited) (continued)
| Shares
|
|
|
|
|
|
Value
|
| |
Containers
& Packaging — 1.4% |
|
| 221,132
|
Graphic
Packaging Holding Co. |
$ 5,738,375
|
| |
Total
Containers & Packaging |
$5,738,375 |
| |
| |
| |
Electric Utilities
— 0.7% |
|
| 35,164
|
American
Electric Power Co., Inc. |
$ 2,995,621
|
| |
Total
Electric Utilities |
$2,995,621 |
| |
| |
| |
Electronic
Equipment, Instruments & Components —
1.0% |
|
| 28,141(a)
|
Keysight
Technologies, Inc. |
$ 4,342,156
|
| |
Total
Electronic Equipment, Instruments & Components |
$4,342,156 |
| |
| |
| |
Energy Equipment
& Services — 1.7% |
|
| 145,331
|
Schlumberger,
NV |
$ 7,023,847
|
| |
Total
Energy Equipment & Services |
$7,023,847 |
| |
| |
| |
Entertainment
— 3.7% |
|
| 136,964
|
Walt
Disney Co. |
$ 15,282,443
|
| |
Total
Entertainment |
$15,282,443 |
| |
| |
| |
Financial Services
— 3.5% |
|
| 54,950(a)
|
Fiserv,
Inc. |
$ 8,202,386
|
| 92,266
|
Voya
Financial, Inc. |
6,307,304
|
| |
Total
Financial Services |
$14,509,690 |
| |
| |
| |
Food Products
— 0.8% |
|
| 99,277
|
Kraft
Heinz Co. |
$ 3,502,493
|
| |
Total
Food Products |
$3,502,493 |
| |
| |
| |
Ground
Transportation — 2.5% |
|
| 41,255
|
Union
Pacific Corp. |
$ 10,465,981
|
| |
Total
Ground Transportation |
$10,465,981 |
| |
| |
| |
Health Care
Equipment & Supplies — 3.0% |
|
| 68,748
|
Abbott
Laboratories |
$ 8,156,263
|
| 126,058
|
Dentsply
Sirona, Inc. |
4,119,575
|
| |
Total
Health Care Equipment & Supplies |
$12,275,838 |
| |
| |
| |
Health Care
Providers & Services — 1.6% |
|
| 18,415
|
Humana,
Inc. |
$ 6,451,143
|
| |
Total
Health Care Providers & Services |
$6,451,143 |
| |
| |
The accompanying notes are an integral part of these financial statements.
12Pioneer Disciplined Value Fund | Semiannual Report | 2/29/24
| Shares
|
|
|
|
|
|
Value
|
| |
Household
Products — 5.6% |
|
| 219,014
|
Colgate-Palmolive
Co. |
$ 18,949,092
|
| 35,125
|
Kimberly-Clark
Corp. |
4,256,096
|
| |
Total
Household Products |
$23,205,188 |
| |
| |
| |
Insurance —
3.2% |
|
| 88,500
|
American
International Group, Inc. |
$ 6,450,765
|
| 135,486
|
Unum
Group |
6,699,783
|
| |
Total
Insurance |
$13,150,548 |
| |
| |
| |
IT Services —
3.6% |
|
| 78,227
|
Cognizant
Technology Solutions Corp., Class A |
$ 6,181,497
|
| 47,665
|
International
Business Machines Corp. |
8,819,455
|
| |
Total
IT Services |
$15,000,952 |
| |
| |
| |
Machinery —
2.0% |
|
| 22,970
|
Deere
& Co. |
$ 8,385,199
|
| |
Total
Machinery |
$8,385,199 |
| |
| |
| |
Metals & Mining
— 2.6% |
|
| 463,244
|
Barrick
Gold Corp. |
$ 6,791,157
|
| 104,851
|
Teck
Resources, Ltd., Class B |
4,028,375
|
| |
Total
Metals & Mining |
$10,819,532 |
| |
| |
| |
Multi-Utilities
— 5.6% |
|
| 216,375
|
CMS
Energy Corp. |
$ 12,413,434
|
| 100,670
|
DTE
Energy Co. |
10,907,594
|
| |
Total
Multi-Utilities |
$23,321,028 |
| |
| |
| |
Oil, Gas &
Consumable Fuels — 6.2% |
|
| 180,783
|
EQT
Corp. |
$ 6,716,088
|
| 71,884
|
Exxon
Mobil Corp. |
7,513,316
|
| 180,079
|
Shell
Plc (A.D.R.) |
11,314,364
|
| |
Total
Oil, Gas & Consumable Fuels |
$25,543,768 |
| |
| |
| |
Pharmaceuticals
— 4.6% |
|
| 113,718
|
Merck
KGaA (A.D.R.) |
$ 3,884,607
|
| 564,712
|
Pfizer,
Inc. |
14,998,751
|
| |
Total
Pharmaceuticals |
$18,883,358 |
| |
| |
| |
Professional
Services — 1.7% |
|
| 60,063
|
Genpact,
Ltd. |
$ 2,042,142
|
| 80,392
|
SS&C
Technologies Holdings, Inc. |
5,125,794
|
| |
Total
Professional Services |
$7,167,936 |
| |
| |
The accompanying notes are an integral part of these financial
statements.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2413
Schedule of
Investments | 2/29/24
(unaudited) (continued)
| Shares
|
|
|
|
|
|
Value
|
| |
Semiconductors
& Semiconductor Equipment — 3.0% |
|
| 146,523
|
Microchip
Technology, Inc. |
$ 12,328,445
|
| |
Total
Semiconductors & Semiconductor Equipment |
$12,328,445 |
| |
| |
| |
Specialized REITs
— 3.6% |
|
| 28,656
|
American
Tower Corp. |
$ 5,698,532
|
| 83,963
|
Crown
Castle, Inc. |
9,230,892
|
| |
Total
Specialized REITs |
$14,929,424 |
| |
| |
| |
Specialty Retail
— 1.6% |
|
| 81,827
|
Best
Buy Co., Inc. |
$ 6,618,168
|
| |
Total
Specialty Retail |
$6,618,168 |
| |
| |
| |
Trading Companies
& Distributors — 1.3% |
|
| 25,583
|
Ferguson
Plc |
$ 5,409,525
|
| |
Total
Trading Companies & Distributors |
$5,409,525 |
| |
| |
| |
Total
Common Stocks
(Cost $366,036,983) |
$
390,851,381 |
| |
| |
| |
SHORT TERM
INVESTMENTS — 5.4% of Net
Assets |
|
| |
Open-End
Fund — 5.4% |
|
| 22,362,196(b)
|
Dreyfus
Government Cash Management,
Institutional Shares, 5.21% |
$ 22,362,196
|
| |
|
|
|
|
|
$
22,362,196 |
| |
| |
| |
TOTAL
SHORT TERM INVESTMENTS
(Cost $22,362,196) |
$22,362,196 |
| |
| |
| |
TOTAL
INVESTMENTS IN UNAFFILIATED ISSUERS — 99.8%
(Cost $388,399,179) |
$413,213,577
|
| |
OTHER
ASSETS AND LIABILITIES — 0.2% |
$
915,599 |
| |
net
assets — 100.0% |
$414,129,176
|
| |
|
|
|
|
|
|
| (A.D.R.)
|
American Depositary Receipts.
|
| REIT
|
Real
Estate Investment Trust. |
| (a)
|
Non-income producing
security. |
| (b)
|
Rate
periodically changes. Rate disclosed is the 7-day yield at February 29, 2024. |
Purchases and sales of securities (excluding short-term
investments) for the six months ended February 29, 2024, aggregated $241,118,870 and $269,706,596, respectively.
The accompanying notes are an integral part of these financial statements.
14Pioneer Disciplined Value Fund | Semiannual Report | 2/29/24
At February 29,
2024, the net unrealized appreciation on investments based on cost for federal tax purposes of $389,816,623 was as follows:
| Aggregate
gross unrealized appreciation for all investments in which there is an excess of value over tax cost |
$
38,655,705 |
| Aggregate
gross unrealized depreciation for all investments in which there is an excess of tax cost over value |
(15,258,751)
|
| Net
unrealized appreciation |
$
23,396,954 |
Various inputs are used in determining the value of the
Fund’s investments. These inputs are summarized in the three broad levels below.
| Level 1
|
–
|
unadjusted quoted
prices in active markets for identical securities. |
| Level
2 |
–
|
other
significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risks, etc.). See Notes to Financial Statements — Note 1A. |
| Level
3 |
–
|
significant
unobservable inputs (including the Adviser’s own assumptions in determining fair value of investments). See Notes to Financial Statements — Note 1A. |
The following is a summary of the inputs used as of February
29, 2024 in valuing the Fund’s investments:
| |
Level
1 |
Level
2 |
Level
3 |
Total
|
| Common
Stocks |
$390,851,381
|
$—
|
$—
|
$390,851,381
|
| Open-End
Fund |
22,362,196
|
—
|
—
|
22,362,196
|
| Total
Investments in Securities |
$
413,213,577 |
$
— |
$
— |
$
413,213,577 |
During the period ended February 29, 2024, there were no
transfers in or out of Level 3.
The accompanying notes are an integral part of these
financial statements.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2415
Statement of Assets and
Liabilities | 2/29/24
(unaudited)
| ASSETS:
|
|
| Investments
in unaffiliated issuers, at value (cost $388,399,179) |
$413,213,577
|
| Receivables
— |
|
| Investment
securities sold |
222,160
|
| Fund
shares sold |
186,986
|
| Dividends
|
1,013,962
|
| Interest
|
90,074
|
| Due
from the Adviser |
5,820
|
| Other
assets |
52,387
|
| Total
assets |
$414,784,966
|
| LIABILITIES:
|
|
| Payables
— |
|
| Fund
shares repurchased |
$
380,000 |
| Distributions
|
24
|
| Trustees’
fees |
3,103
|
| Professional
fees |
60,475
|
| Transfer
agent fees |
87,151
|
| Registration
fees |
74,161
|
| Management
fees |
13,541
|
| Administrative
expenses |
9,152
|
| Distribution
fees |
6,434
|
| Accrued
expenses |
21,749
|
| Total
liabilities |
$
655,790 |
| NET
ASSETS: |
|
| Paid-in
capital |
$397,129,124
|
| Distributable
earnings |
17,000,052
|
| Net
assets |
$414,129,176
|
| NET
ASSET VALUE PER SHARE: |
|
| No
par value (unlimited number of shares authorized) |
|
| Class
A (based on $261,661,835/18,642,728 shares) |
$
14.04 |
| Class
C (based on $9,429,151/686,730 shares) |
$
13.73 |
| Class
K (based on $2,570,356/180,968 shares) |
$
14.20 |
| Class
R (based on $7,844,093/594,860 shares) |
$
13.19 |
| Class
Y (based on $132,623,741/9,341,441 shares) |
$
14.20 |
| MAXIMUM
OFFERING PRICE PER SHARE: |
|
| Class
A (based on $14.04 net asset value per share/100%-5.75% maximum sales charge) |
$
14.90 |
The accompanying notes are an integral part of these financial
statements.
16Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
Statement of Operations (unaudited)
FOR THE SIX MONTHS ENDED 2/29/24
| INVESTMENT
INCOME: |
|
|
| Dividends
from unaffiliated issuers (net of foreign taxes withheld $11,038) |
$
5,676,159 |
|
| Interest
from unaffiliated issuers |
70,963
|
|
| Total
Investment Income |
|
$
5,747,122 |
| EXPENSES:
|
|
|
| Management
fees |
$
799,857 |
|
| Administrative
expenses |
65,286
|
|
| Transfer
agent fees |
|
|
| Class
A |
108,480
|
|
| Class
C |
4,261
|
|
| Class
K |
10
|
|
| Class
R |
12,120
|
|
| Class
Y |
61,354
|
|
| Distribution
fees |
|
|
| Class
A |
315,463
|
|
| Class
C |
47,143
|
|
| Class
R |
19,203
|
|
| Shareholder
communications expense |
19,759
|
|
| Custodian
fees |
1,605
|
|
| Registration
fees |
33,597
|
|
| Professional
fees |
41,404
|
|
| Printing
expense |
28,116
|
|
| Officers’
and Trustees’ fees |
9,935
|
|
| Insurance
expense |
4,272
|
|
| Miscellaneous
|
63,483
|
|
| Total
expenses |
|
$
1,635,348 |
| Less
fees waived and expenses reimbursed by the Adviser |
|
(214,051)
|
| Net
expenses |
|
$
1,421,297 |
| Net
investment income |
|
$
4,325,825 |
| REALIZED
AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: |
|
|
| Net
realized gain (loss) on: |
|
|
| Investments
in unaffiliated issuers |
$(10,193,344)
|
|
| Other
assets and liabilities denominated in foreign currencies |
160
|
$(10,193,184)
|
| Change
in net unrealized appreciation (depreciation) on: |
|
|
| Investments
in unaffiliated issuers |
$
23,196,762 |
|
| Other
assets and liabilities denominated in foreign currencies |
(64)
|
$
23,196,698 |
| Net
realized and unrealized gain (loss) on investments |
|
$
13,003,514 |
| Net
increase in net assets resulting from operations |
|
$
17,329,339 |
The accompanying notes are an integral part of these financial
statements.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2417
Statements of Changes in Net
Assets
| |
Six
Months
Ended
2/29/24
(unaudited) |
Year
Ended
8/31/23 |
| FROM
OPERATIONS: |
|
|
| Net
investment income (loss) |
$
4,325,825 |
$
8,989,270 |
| Net
realized gain (loss) on investments |
(10,193,184)
|
3,237,961
|
| Change
in net unrealized appreciation (depreciation) on investments |
23,196,698
|
22,809,940
|
| Net
increase in net assets resulting from operations |
$
17,329,339 |
$
35,037,171 |
| DISTRIBUTIONS
TO SHAREHOLDERS: |
|
|
| Class
A ($0.30 and $1.56 per share, respectively) |
$
(5,517,401) |
$
(30,766,862) |
| Class
C ($0.21 and $1.46 per share, respectively) |
(149,004)
|
(1,240,373)
|
| Class
K ($0.33 and $1.61 per share, respectively) |
(31,998)
|
(743,992)
|
| Class
R ($0.25 and $1.50 per share, respectively) |
(148,446)
|
(1,105,169)
|
| Class
Y ($0.33 and $1.61 per share, respectively) |
(3,063,787)
|
(13,469,770)
|
| Total
distributions to shareholders |
$
(8,910,636) |
$
(47,326,166) |
| FROM
FUND SHARE TRANSACTIONS: |
|
|
| Net
proceeds from sales of shares |
$
22,749,980 |
$
79,794,827 |
| Reinvestment
of distributions |
8,637,126
|
44,861,124
|
| Cost
of shares repurchased |
(47,064,611)
|
(124,152,365)
|
| Net
increase (decrease) in net assets resulting from Fund share transactions |
$
(15,677,505) |
$
503,586 |
| Net
decrease in net assets |
$
(7,258,802) |
$
(11,785,409) |
| NET
ASSETS: |
|
|
| Beginning
of period |
$421,387,978
|
$
433,173,387 |
| End
of period |
$414,129,176
|
$
421,387,978 |
The accompanying notes are an integral part of these financial
statements.
18Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
| |
Six
Months
Ended
2/29/24
Shares
(unaudited) |
Six
Months
Ended
2/29/24
Amount
(unaudited) |
Year
Ended
8/31/23
Shares |
Year
Ended
8/31/23
Amount |
| Class
A |
|
|
|
|
| Shares
sold |
683,338
|
$
9,295,530 |
1,401,220
|
$
18,941,390 |
| Reinvestment
of distributions |
395,232
|
5,323,979
|
2,215,592
|
29,299,785
|
| Less
shares repurchased |
(1,667,560)
|
(22,375,757)
|
(4,183,591)
|
(56,148,624)
|
| Net
decrease |
(588,990)
|
$
(7,756,248) |
(566,779)
|
$
(7,907,449) |
| Class
C |
|
|
|
|
| Shares
sold |
21,900
|
$
285,989 |
135,487
|
$
1,786,215 |
| Reinvestment
of distributions |
11,376
|
148,991
|
95,934
|
1,240,373
|
| Less
shares repurchased |
(117,733)
|
(1,548,060)
|
(307,139)
|
(4,073,197)
|
| Net
decrease |
(84,457)
|
$
(1,113,080) |
(75,718)
|
$
(1,046,609) |
| Class
K |
|
|
|
|
| Shares
sold |
81,407
|
$
1,120,514 |
17
|
$
230 |
| Reinvestment
of distributions |
2,345
|
31,998
|
55,621
|
743,992
|
| Less
shares repurchased |
(12,997)
|
(169,276)
|
(468,040)
|
(6,312,485)
|
Net
increase
(decrease) |
70,755
|
$
983,236 |
(412,402)
|
$
(5,568,263) |
| Class
R |
|
|
|
|
| Shares
sold |
28,737
|
$
362,845 |
109,962
|
$
1,406,351 |
| Reinvestment
of distributions |
11,758
|
148,446
|
78,352
|
974,831
|
| Less
shares repurchased |
(93,244)
|
(1,168,686)
|
(291,292)
|
(3,651,517)
|
| Net
decrease |
(52,749)
|
$
(657,395) |
(102,978)
|
$
(1,270,335) |
| Class
Y |
|
|
|
|
| Shares
sold |
861,741
|
$
11,685,102 |
4,170,889
|
$
57,660,641 |
| Reinvestment
of distributions |
218,726
|
2,983,712
|
942,604
|
12,602,143
|
| Less
shares repurchased |
(1,613,015)
|
(21,802,832)
|
(3,944,799)
|
(53,966,542)
|
Net
increase
(decrease) |
(532,548)
|
$
(7,134,018) |
1,168,694
|
$
16,296,242 |
The accompanying notes are an integral part of these financial
statements.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2419
| |
Six
Months
Ended
2/29/24
(unaudited) |
Year
Ended
8/31/23 |
Year
Ended
8/31/22 |
Year
Ended
8/31/21 |
Year
Ended
8/31/20 |
Year
Ended
8/31/19 |
| Class
A |
|
|
|
|
|
|
| Net
asset value, beginning of period |
$
13.73 |
$
14.13 |
$
18.76 |
$
13.95 |
$
13.58 |
$
16.20 |
| Increase
(decrease) from investment operations: |
|
|
|
|
|
|
| Net
investment income (loss) (a) |
$
0.14 |
$
0.27 |
$
0.27 |
$
0.19 |
$
0.18 |
$
0.18 |
| Net
realized and unrealized gain (loss) on investments |
0.47
|
0.89
|
(1.09)
|
4.82
|
0.37
|
(0.57)
|
| Net
increase (decrease) from investment operations |
$
0.61 |
$
1.16 |
$
(0.82) |
$
5.01 |
$
0.55 |
$
(0.39) |
| Distributions
to shareholders: |
|
|
|
|
|
|
| Net
investment income |
$
(0.19) |
$
(0.27) |
$
(0.17) |
$
(0.20) |
$
(0.18) |
$
(0.14) |
| Net
realized gain |
(0.11)
|
(1.29)
|
(3.64)
|
—
|
—
|
(2.09)
|
| Total
distributions |
$
(0.30) |
$
(1.56) |
$
(3.81) |
$
(0.20) |
$
(0.18) |
$
(2.23) |
| Net
increase (decrease) in net asset value |
$
0.31 |
$
(0.40) |
$
(4.63) |
$
4.81 |
$
0.37 |
$
(2.62) |
| Net
asset value, end of period |
$
14.04 |
$
13.73 |
$
14.13 |
$
18.76 |
$
13.95 |
$
13.58 |
| Total
return (b) |
4.49%(c)
|
8.78%
|
(5.99)%
|
36.17%
|
3.96%
|
(1.63)%
|
| Ratio
of net expenses to average net assets |
0.80%(d)
|
0.80%
|
0.83%
|
1.10%
|
1.16%
|
1.18%
|
| Ratio
of net investment income (loss) to average net assets |
2.08%(d)
|
2.00%
|
1.68%
|
1.14%
|
1.31%
|
1.32%
|
| Portfolio
turnover rate |
62%(c)
|
143%
|
116%
|
114%
|
111%
|
113%
|
| Net
assets, end of period (in thousands) |
$261,662
|
$264,007
|
$279,660
|
$314,169
|
$254,679
|
$278,738
|
| Ratios
with no waiver of fees and assumption of expenses by the Adviser and no reduction for fees paid indirectly: |
|
|
|
|
|
|
| Total
expenses to average net assets |
0.87%(d)
|
0.89%
|
0.89%
|
1.16%
|
1.16%
|
1.18%
|
| Net
investment income (loss) to average net assets |
2.01%(d)
|
1.91%
|
1.62%
|
1.08%
|
1.31%
|
1.32%
|
| (a)
|
The per-share
data presented above is based on the average shares outstanding for the period presented. |
| (b)
|
Assumes
initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period and no sales charges. Total return would be reduced if
sales charges were taken into account. |
| (c)
|
Not
annualized. |
| (d)
|
Annualized.
|
The accompanying notes are an integral part of these financial statements.
20Pioneer Disciplined Value Fund | Semiannual Report | 2/29/24
| |
Six
Months
Ended
2/29/24
(unaudited) |
Year
Ended
8/31/23 |
Year
Ended
8/31/22 |
Year
Ended
8/31/21 |
Year
Ended
8/31/20 |
Year
Ended
8/31/19 |
| Class
C |
|
|
|
|
|
|
| Net
asset value, beginning of period |
$13.40
|
$
13.84 |
$
18.46 |
$
13.68 |
$
13.29 |
$
15.85 |
| Increase
(decrease) from investment operations: |
|
|
|
|
|
|
| Net
investment income (loss) (a) |
$
0.08 |
$
0.16 |
$
0.15 |
$
0.06 |
$
0.08 |
$
0.09 |
| Net
realized and unrealized gain (loss) on investments |
0.46
|
0.86
|
(1.08)
|
4.74
|
0.35
|
(0.56)
|
| Net
increase (decrease) from investment operations |
$
0.54 |
$
1.02 |
$
(0.93) |
$
4.80 |
$
0.43 |
$
(0.47) |
| Distributions
to shareholders: |
|
|
|
|
|
|
| Net
investment income |
$
(0.10) |
$
(0.17) |
$
(0.05) |
$
(0.02) |
$
(0.04) |
$
— |
| Net
realized gain |
(0.11)
|
(1.29)
|
(3.64)
|
—
|
—
|
(2.09)
|
| Total
distributions |
$
(0.21) |
$
(1.46) |
$
(3.69) |
$
(0.02) |
$
(0.04) |
$
(2.09) |
| Net
increase (decrease) in net asset value |
$
0.33 |
$
(0.44) |
$
(4.62) |
$
4.78 |
$
0.39 |
$
(2.56) |
| Net
asset value, end of period |
$13.73
|
$
13.40 |
$
13.84 |
$
18.46 |
$
13.68 |
$
13.29 |
| Total
return (b) |
4.09%(c)
|
7.91%
|
(6.72)%
|
35.14%
|
3.21%
|
(2.39)%
|
| Ratio
of net expenses to average net assets |
1.57%(d)
|
1.58%
|
1.57%
|
1.89%
|
1.89%
|
1.92%
|
| Ratio
of net investment income (loss) to average net assets |
1.30%(d)
|
1.23%
|
0.95%
|
0.36%
|
0.58%
|
0.63%
|
| Portfolio
turnover rate |
62%(c)
|
143%
|
116%
|
114%
|
111%
|
113%
|
| Net
assets, end of period (in thousands) |
$9,429
|
$10,336
|
$11,718
|
$12,533
|
$15,321
|
$24,941
|
| Ratios
with no waiver of fees and assumption of expenses by the Adviser and no reduction for fees paid indirectly: |
|
|
|
|
|
|
| Total
expenses to average net assets |
1.65%(d)
|
1.66%
|
1.62%
|
1.94%
|
1.89%
|
1.92%
|
| Net
investment income (loss) to average net assets |
1.22%(d)
|
1.15%
|
0.90%
|
0.31%
|
0.58%
|
0.63%
|
| (a)
|
The per-share
data presented above is based on the average shares outstanding for the period presented. |
| (b)
|
Assumes
initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period and no sales charges. Total return would be reduced if
sales charges were taken into account. |
| (c)
|
Not
annualized. |
| (d)
|
Annualized.
|
The accompanying notes are an integral part of these financial
statements.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2421
Financial Highlights (continued)
| |
Six
Months
Ended
2/29/24
(unaudited) |
Year
Ended
8/31/23 |
12/30/21*
to
8/31/22 |
| Class
K |
|
|
|
| Net
asset value, beginning of period |
$13.90
|
$14.28
|
$
16.16 |
| Increase
(decrease) from investment operations: |
|
|
|
| Net
investment income (loss) (a) |
$
0.17 |
$
0.33 |
$
0.22 |
| Net
realized and unrealized gain (loss) on investments |
0.46
|
0.90
|
(2.10)
|
| Net
increase (decrease) from investment operations |
$
0.63 |
$
1.23 |
$
(1.88) |
| Net
investment income |
(0.22)
|
(0.32)
|
—
|
| Net
realized gain |
(0.11)
|
(1.29)
|
—
|
| Total
distributions |
$
(0.33) |
$
(1.61) |
$
— |
| Net
increase (decrease) in net asset value |
$
0.30 |
$
(0.38) |
$
(1.88) |
| Net
asset value, end of period |
$14.20
|
$13.90
|
$
14.28 |
| Total
return (b) |
4.61%(c)
|
9.25%
|
(11.63)%(c)
|
| Ratio
of net expenses to average net assets |
0.45%(d)
|
0.45%
|
0.45%(d)
|
| Ratio
of net investment income (loss) to average net assets |
2.47%(d)
|
2.40%
|
2.15%(d)
|
| Portfolio
turnover rate |
62%(c)
|
143%
|
116%(c)
|
| Net
assets, end of period (in thousands) |
$2,570
|
$1,531
|
$
7,463 |
| Ratios
with no waiver of fees and assumption of expenses by the Adviser and no reduction for fees paid indirectly: |
|
|
|
| Total
expenses to average net assets |
0.53%(d)
|
0.53%
|
0.51%(d)
|
| Net
investment income (loss) to average net assets |
2.39%(d)
|
2.32%
|
2.09%(d)
|
| *
|
Class K
commenced operations on December 30, 2021. |
| (a)
|
The
per-share data presented above is based on the average shares outstanding for the period presented. |
| (b)
|
Assumes
initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. |
| (c)
|
Not
annualized. |
| (d)
|
Annualized.
|
The accompanying notes are an integral part of these financial statements.
22Pioneer Disciplined Value Fund | Semiannual Report | 2/29/24
| |
Six
Months
Ended
2/29/24
(unaudited) |
Year
Ended
8/31/23 |
Year
Ended
8/31/22 |
Year
Ended
8/31/21 |
Year
Ended
8/31/20 |
Year
Ended
8/31/19 |
| Class
R |
|
|
|
|
|
|
| Net
asset value, beginning of period |
$12.90
|
$13.36
|
$
17.96 |
$
13.37 |
$13.02
|
$
15.63 |
| Increase
(decrease) from investment operations: |
|
|
|
|
|
|
| Net
investment income (loss) (a) |
$
0.10 |
$
0.20 |
$
0.19 |
$
0.12 |
$
0.12 |
$
0.13 |
| Net
realized and unrealized gain (loss) on investments |
0.44
|
0.84
|
(1.03)
|
4.62
|
0.35
|
(0.55)
|
| Net
increase (decrease) from investment operations |
$
0.54 |
$
1.04 |
$
(0.84) |
$
4.74 |
$
0.47 |
$
(0.42) |
| Distributions
to shareholders: |
|
|
|
|
|
|
| Net
investment income |
$
(0.14) |
$
(0.21) |
$
(0.12) |
$
(0.15) |
$
(0.12) |
$
(0.10) |
| Net
realized gain |
(0.11)
|
(1.29)
|
(3.64)
|
—
|
—
|
(2.09)
|
| Total
distributions |
$
(0.25) |
$
(1.50) |
$
(3.76) |
$
(0.15) |
$
(0.12) |
$
(2.19) |
| Net
increase (decrease) in net asset value |
$
0.29 |
$
(0.46) |
$
(4.60) |
$
4.59 |
$
0.35 |
$
(2.61) |
| Net
asset value, end of period |
$13.19
|
$12.90
|
$
13.36 |
$
17.96 |
$13.37
|
$
13.02 |
| Total
return (b) |
4.26%(c)
|
8.35%
|
(6.42)%
|
35.64%
|
3.55%
|
(1.94)%
|
| Ratio
of net expenses to average net assets |
1.27%(d)
|
1.23%
|
1.27%
|
1.48%
|
1.55%
|
1.53%
|
| Ratio
of net investment income (loss) to average net assets |
1.60%(d)
|
1.58%
|
1.26%
|
0.76%
|
0.91%
|
0.96%
|
| Portfolio
turnover rate |
62%(c)
|
143%
|
116%
|
114%
|
111%
|
113%
|
| Net
assets, end of period (in thousands) |
$7,844
|
$8,354
|
$10,030
|
$10,994
|
$9,471
|
$10,494
|
| Ratios
with no waiver of fees and assumption of expenses by the Adviser and no reduction for fees paid indirectly: |
|
|
|
|
|
|
| Total
expenses to average net assets |
1.34%(d)
|
1.31%
|
1.32%
|
1.53%
|
1.55%
|
1.59%
|
| Net
investment income (loss) to average net assets |
1.53%(d)
|
1.50%
|
1.21%
|
0.71%
|
0.91%
|
0.90%
|
| (a)
|
The per-share
data presented above is based on the average shares outstanding for the period presented. |
| (b)
|
Assumes
initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. |
| (c)
|
Not
annualized. |
| (d)
|
Annualized.
|
The accompanying notes are an integral part of these financial
statements.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2423
Financial Highlights (continued)
| |
Six
Months
Ended
2/29/24
(unaudited) |
Year
Ended
8/31/23 |
Year
Ended
8/31/22 |
Year
Ended
8/31/21 |
Year
Ended
8/31/20 |
Year
Ended
8/31/19 |
| Class
Y |
|
|
|
|
|
|
| Net
asset value, beginning of period |
$
13.89 |
$
14.28 |
$
18.92 |
$
14.05 |
$
13.68 |
$
16.30 |
| Increase
(decrease) from investment operations: |
|
|
|
|
|
|
| Net
investment income (loss) (a) |
$
0.16 |
$
0.32 |
$
0.34 |
$
0.24 |
$
0.22 |
$
0.22 |
| Net
realized and unrealized gain (loss) on investments |
0.48
|
0.90
|
(1.11)
|
4.86
|
0.38
|
(0.58)
|
| Net
increase (decrease) from investment operations |
$
0.64 |
$
1.22 |
$
(0.77) |
$
5.10 |
$
0.60 |
$
(0.36) |
| Distributions
to shareholders: |
|
|
|
|
|
|
| Net
investment income |
$
(0.22) |
$
(0.32) |
$
(0.23) |
$
(0.23) |
$
(0.23) |
$
(0.17) |
| Net
realized gain |
(0.11)
|
(1.29)
|
(3.64)
|
—
|
—
|
(2.09)
|
| Total
distributions |
$
(0.33) |
$
(1.61) |
$
(3.87) |
$
(0.23) |
$
(0.23) |
$
(2.26) |
| Net
increase (decrease) in net asset value |
$
0.31 |
$
(0.39) |
$
(4.64) |
$
4.87 |
$
0.37 |
$
(2.62) |
| Net
asset value, end of period |
$
14.20 |
$
13.89 |
$
14.28 |
$
18.92 |
$
14.05 |
$
13.68 |
| Total
return (b) |
4.68%(c)
|
9.17%
|
(5.68)%
|
36.67%
|
4.24%
|
(1.33)%
|
| Ratio
of net expenses to average net assets |
0.45%(d)
|
0.45%
|
0.46%
|
0.76%
|
0.87%
|
0.88%
|
| Ratio
of net investment income (loss) to average net assets |
2.42%(d)
|
2.36%
|
2.10%
|
1.48%
|
1.60%
|
1.62%
|
| Portfolio
turnover rate |
62%(c)
|
143%
|
116%
|
114%
|
111%
|
113%
|
| Net
assets, end of period (in thousands) |
$132,624
|
$137,159
|
$124,303
|
$79,867
|
$76,293
|
$87,434
|
| Ratios
with no waiver of fees and assumption of expenses by the Adviser and no reduction for fees paid indirectly: |
|
|
|
|
|
|
| Total
expenses to average net assets |
0.62%(d)
|
0.65%
|
0.62%
|
0.89%
|
0.87%
|
0.90%
|
| Net
investment income (loss) to average net assets |
2.25%(d)
|
2.16%
|
1.94%
|
1.35%
|
1.60%
|
1.60%
|
| (a)
|
The per-share
data presented above is based on the average shares outstanding for the period presented. |
| (b)
|
Assumes
initial investment at net asset value at the beginning of each period, reinvestment of all distributions and the complete redemption of the investment at net asset value at the end of each period. |
| (c)
|
Not
annualized. |
| (d)
|
Annualized.
|
The accompanying notes are an integral part of these financial statements.
24Pioneer Disciplined Value Fund | Semiannual Report | 2/29/24
Notes to Financial
Statements | 2/29/24
(unaudited)
1. Organization and Significant Accounting
Policies
Pioneer Disciplined Value Fund (the
“Fund”) is a series of Pioneer Series Trust III (the “Trust”), a Delaware statutory trust. The Fund is registered under the Investment Company Act of 1940, as amended (the "1940 Act") as a diversified, open-end management
investment company. The Fund’s investment objective is to seek long-term capital growth.
The Fund offers five classes of shares designated as Class A,
Class C, Class K, Class R and Class Y shares. Class K shares commenced operations on December 30, 2021. Each class of shares represents an interest in the same portfolio of investments of the Fund and has identical rights (based on relative net
asset values) to assets and liquidation proceeds. Share classes can bear different rates of class-specific fees and expenses, such as transfer agent and distribution fees. Differences in class-specific fees and expenses will result in differences in
net investment income and, therefore, the payment of different dividends from net investment income earned by each class. The Amended and Restated Declaration of Trust of the Trust gives the Board of Trustees the flexibility to specify either
per-share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per-share voting, each share of a class of the Fund is entitled to one vote. Under dollar weighted voting, a shareholder’s voting power is
determined not by the number of shares owned, but by the dollar value of the shares on the record date. Each share class has exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan
for that class. There is no distribution plan for Class K or Class Y shares.
Amundi Asset Management US, Inc., an indirect, wholly owned
subsidiary of Amundi and Amundi’s wholly owned subsidiary, Amundi USA, Inc., serves as the Fund’s investment adviser (the “Adviser”). Amundi Distributor US, Inc., an affiliate of the Adviser, serves as the Fund’s
distributor (the “Distributor”).
The Fund is
required to comply with Rule 18f-4 under the 1940 Act, which governs the use of derivatives by registered investment companies. Rule 18f-4 permits funds to enter into derivatives transactions (as defined in Rule 18f-4) and certain other transactions
notwithstanding the restrictions on the issuance of “senior securities” under Section 18 of the 1940 Act. Rule 18f-4 requires a fund to establish and maintain a comprehensive derivatives risk management program, appoint a derivatives
risk manager and comply with a relative or absolute limit on fund leverage
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2425
risk calculated based on
value-at-risk (“VaR”), unless the fund uses derivatives in only a limited manner (a "limited derivatives user"). The Fund is currently a limited derivatives user for purposes of Rule 18f-4.
The Fund is an investment company and follows investment
company accounting and reporting guidance under U.S. Generally Accepted Accounting Principles (“U.S. GAAP”). U.S. GAAP requires the management of the Fund to make estimates and assumptions that affect the reported amounts of assets and
liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income, expenses and gain or loss on investments during the reporting period. Actual results could differ
from those estimates.
The following is a summary of
significant accounting policies followed by the Fund in the preparation of its financial statements:
| A.
|
Security Valuation |
| |
The net asset value of the
Fund is computed once daily, on each day the New York Stock Exchange (“NYSE”) is open, as of the close of regular trading on the NYSE. |
| |
Equity securities that have
traded on an exchange are valued by using the last sale price on the principal exchange where they are traded. Equity securities that have not traded on the date of valuation, or securities for which sale prices are not available, generally are
valued using the mean between the last bid and asked prices or, if both last bid and asked prices are not available, at the last quoted bid price. Last sale and bid and asked prices are provided by independent third party pricing services. In the
case of equity securities not traded on an exchange, prices are typically determined by independent third party pricing services using a variety of techniques and methods. |
| |
The value of foreign
securities is translated into U.S. dollars based on foreign currency exchange rate quotations supplied by a third party pricing source. Trading in non-U.S. equity securities is substantially completed each day at various times prior to the close of
the NYSE. The values of such securities used in computing the net asset value of the Fund's shares are determined as of such times. The Adviser may use a fair value model developed by an independent pricing service to value non-U.S. equity
securities. |
| |
Shares of open-end registered
investment companies (including money market mutual funds) are valued at such funds’ net asset value. |
| |
Securities
for which independent pricing services or broker-dealers are unable to supply prices or for which market prices and/or quotations are |
26Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
| |
not readily available or are
considered to be unreliable are valued by a fair valuation team comprised of certain personnel of the Adviser. The Adviser is designated as the valuation designee for the Fund pursuant to Rule 2a-5 under the 1940 Act. The Adviser’s fair
valuation team is responsible for monitoring developments that may impact fair valued securities. |
| |
Inputs used when applying
fair value methods to value a security may include credit ratings, the financial condition of the company, current market conditions and comparable securities. The Adviser may use fair value methods if it is determined that a significant event has
occurred after the close of the exchange or market on which the security trades and prior to the determination of the Fund's net asset value. Examples of a significant event might include political or economic news, corporate restructurings, natural
disasters, terrorist activity or trading halts. Thus, the valuation of the Fund's securities may differ significantly from exchange prices, and such differences could be material. |
| B.
|
Investment Income and
Transactions |
| |
Dividend income is recorded
on the ex-dividend date, except that certain dividends from foreign securities where the ex-dividend date may have passed are recorded as soon as the Fund becomes aware of the ex-dividend data in the exercise of reasonable diligence. |
| |
Interest income, including
interest on income-bearing cash accounts, is recorded on the accrual basis. Dividend and interest income are reported net of unrecoverable foreign taxes withheld at the applicable country rates and net of income accrued on defaulted securities.
|
| |
Interest and dividend income
payable by delivery of additional shares is reclassified as PIK (payment-in-kind) income upon receipt and is included in interest and dividend income, respectively. |
| |
Security transactions are
recorded as of trade date. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes. |
| C.
|
Federal Income Taxes |
| |
It is the
Fund’s policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its net taxable income and net realized capital gains, if any, to its shareholders.
Therefore, no provision for federal income taxes is required. As of February 29, 2024, the Fund did not accrue any interest or penalties with respect to uncertain tax positions, which, if |
Pioneer Disciplined
Value Fund | Semiannual
Report | 2/29/2427
| |
applicable, would be recorded
as an income tax expense on the Statement of Operations. Tax returns filed within the prior three years remain subject to examination by federal and state tax authorities. |
| |
The amount and character of
income and capital gain distributions to shareholders are determined in accordance with federal income tax rules, which may differ from U.S. GAAP. Distributions in excess of net investment income or net realized gains are temporary over
distributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes. Capital accounts within the financial statements are adjusted for
permanent book/tax differences to reflect tax character, but are not adjusted for temporary differences. |
| |
A portion of the dividend
income recorded by the Fund is from distributions by publicly traded real estate investment trusts (“REITs”), and such distributions for tax purposes may also consist of capital gains and return of capital. The actual return of capital
and capital gains portions of such distributions will be determined by formal notifications from the REITs subsequent to the calendar year-end. Distributions received from the REITs that are determined to be a return of capital are recorded by the
Fund as a reduction of the cost basis of the securities held and those determined to be capital gain are reflected as such on the Statement of Operations. |
| |
The tax
character of current year distributions payable will be determined at the end of the current taxable year. The tax character of distributions paid during the year ended August 31, 2023 was as follows: |
| |
2023
|
| Distributions
paid from: |
|
| Ordinary
income |
$12,510,247
|
| Long-term
capital gains |
34,815,919
|
| Total
|
$47,326,166
|
The following
shows the components of distributable earnings (losses) on a federal income tax basis at August 31, 2023:
| |
2023
|
| Distributable
earnings/(losses): |
|
| Undistributed
ordinary income |
$8,907,070
|
| Other
book/tax temporary differences |
(525,913)
|
| Net
unrealized appreciation |
200,192
|
| Total
|
$8,581,349
|
The difference
between book-basis and tax-basis net unrealized appreciation is attributable to the tax deferral of losses on wash sales,
28Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
tax basis
adjustments on partnerships, and tax basis adjustments on securities from return of capital payments.
| D.
|
Fund Shares |
| |
The Fund records sales
and repurchases of its shares as of trade date. The Distributor earned $5,581 in underwriting commissions on the sale of Class A shares during the six months ended February 29, 2024. |
| E.
|
Class Allocations |
| |
Income, common expenses and
realized and unrealized gains and losses are calculated at the Fund level and allocated daily to each class of shares based on its respective percentage of adjusted net assets at the beginning of the day. |
| |
Distribution fees are
calculated based on the average daily net asset value attributable to Class A, Class C and Class R shares of the Fund, respectively (see Note 5). Class K and Class Y shares do not pay distribution fees. All expenses and fees paid to the Fund's
transfer agent for its services are allocated among the classes of shares based on the number of accounts in each class and the ratable allocation of related out-of-pocket expenses (see Note 4). |
| |
Distributions to shareholders
are recorded as of the ex-dividend date. Distributions paid by the Fund with respect to each class of shares are calculated in the same manner and at the same time, except that net investment income dividends to Class A, Class C, Class K, Class R
and Class Y shares can reflect different transfer agent and distribution expense rates. |
| F.
|
Risks
|
| |
The value
of securities held by the Fund may go up or down, sometimes rapidly or unpredictably, due to general market conditions, such as real or perceived adverse economic, political or regulatory conditions, recessions, the spread of infectious illness or
other public health issues, inflation, changes in interest rates, armed conflict such as between Russia and Ukraine or in the Middle East, sanctions against Russia, other nations or individuals or companies and possible countermeasures, lack of
liquidity in the bond markets or adverse investor sentiment. In the past several years, financial markets have experienced increased volatility, depressed valuations, decreased liquidity and heightened uncertainty. These conditions may continue,
recur, worsen or spread. Inflation and interest rates have increased and may rise further. These |
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2429
| |
circumstances could adversely
affect the value and liquidity of the Fund’s investments and negatively impact the Fund’s performance. |
| |
The long-term impact of the
COVID-19 pandemic and its subsequent variants on economies, markets, industries and individual issuers, are not known. Some sectors of the economy and individual issuers have experienced or may experience particularly large losses. Periods of
extreme volatility in the financial markets, reduced liquidity of many instruments, increased government debt, inflation, and disruptions to supply chains, consumer demand and employee availability, may continue for some time. Following
Russia’s invasion of Ukraine, Russian securities lost all, or nearly all, their market value. Other securities or markets could be similarly affected by past or future political, geopolitical or other events or conditions. |
| |
Governments and central
banks, including the U.S. Federal Reserve, have taken extraordinary and unprecedented actions to support local and global economies and the financial markets. These actions have resulted in significant expansion of public debt, including in the U.S.
The consequences of high public debt, including its future impact on the economy and securities markets, may not be known for some time. |
| |
The U.S. and other countries
are periodically involved in disputes over trade and other matters, which may result in tariffs, investment restrictions and adverse impacts on affected companies and securities. For example, the U.S. has imposed tariffs and other trade barriers on
Chinese exports, has restricted sales of certain categories of goods to China, and has established barriers to investments in China. Trade disputes may adversely affect the economies of the U.S. and its trading partners, as well as companies
directly or indirectly affected and financial markets generally. If the political climate between the U.S. and China does not improve or continues to deteriorate, if China were to attempt unification of Taiwan by force, or if other geopolitical
conflicts develop or get worse, economies, markets and individual securities may be severely affected both regionally and globally, and the value of the Fund’s assets may go down. |
| |
At times, the Fund’s
investments may represent industries or industry sectors that are interrelated or have common risks, making the Fund more susceptible to any economic, political, or regulatory developments or other risks affecting those industries and sectors.
|
| |
The Fund
may invest in small- and mid-size companies. Compared to large companies, small- and mid-size companies, and the market for their equity securities, may be more sensitive to changes in earnings results and investor expectations or poor economic or
market conditions, |
30Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
| |
including those experienced
during a recession, have more limited product lines, operating histories, markets or capital resources, may be dependent upon a limited management group, experience sharper swings in market values, have limited liquidity, be harder to value or to
sell at the times and prices the Adviser thinks appropriate, and offer greater potential for gain and loss. |
| |
The Fund may invest in fewer
than 40 securities, and as a result, the Fund’s performance may be more volatile than the performance of funds holding more securities. |
| |
The Fund’s investments
in foreign markets and countries with limited developing markets may subject the Fund to a greater degree of risk than investments in a developed market. These risks include disruptive political or economic conditions, military conflicts and
sanctions, terrorism, sustained economic downturns, financial instability, less liquid trading markets, extreme price volatility, currency risks, reduction of government or central bank support, inadequate accounting standards, tariffs, tax disputes
or other tax burdens, nationalization or expropriation of assets and the imposition of adverse governmental laws, arbitrary application of laws and regulations or lack of rule of law and investment and repatriation restrictions. Lack of information
and less market regulation also may affect the value of these securities. Withholding and other non-U.S. taxes may decrease the Fund’s return. Non-U.S. issuers may be located in parts of the world that have historically been prone to natural
disasters. Investing in depositary receipts is subject to many of the same risks as investing directly in non-U.S. issuers. Depositary receipts may involve higher expenses and may trade at a discount (or premium) to the underlying security.
|
| |
Russia
launched a large-scale invasion of Ukraine on February 24, 2022. In response to the military action by Russia, various countries, including the U.S., the United Kingdom, and European Union issued broad-ranging economic sanctions against Russia and
Belarus and certain companies and individuals. Since then, Russian securities have lost all, or nearly all, their market value, and many other issuers, securities and markets have been adversely affected. The United States and other countries may
impose sanctions on other countries, companies and individuals in light of Russia’s military invasion. The extent and duration of the military action or future escalation of such hostilities, the extent and impact of existing and future
sanctions, market disruptions and volatility, and the result of any diplomatic negotiations cannot be predicted. These and any related events could have a significant impact on the value and liquidity of certain Fund investments, on Fund performance
and the value of an investment in the Fund, particularly |
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2431
| |
with respect to securities
and commodities, such as oil, natural gas and food commodities, as well as other sectors with exposure to Russian issuers or issuers in other countries affected by the invasion, and are likely to have collateral impacts on market sectors globally.
|
| |
The Fund may invest in REIT
securities, the value of which can fall for a variety of reasons, such as declines in rental income, fluctuating interest rates, poor property management, environmental liabilities, uninsured damage, increased competition, or changes in real estate
tax laws. |
| |
With the increased use of
technologies such as the Internet to conduct business, the Fund is susceptible to operational, information security and related risks. While the Fund’s Adviser has established business continuity plans in the event of, and risk management
systems to prevent, limit or mitigate, such cyber-attacks, there are inherent limitations in such plans and systems, including the possibility that certain risks have not been identified. Furthermore, the Fund cannot control the cybersecurity
plans and systems put in place by service providers to the Fund such as the Fund’s custodian and accounting agent, and the Fund’s transfer agent. In addition, many beneficial owners of Fund shares hold them through accounts at
broker-dealers, retirement platforms and other financial market participants over which neither the Fund nor the Adviser exercises control. Each of these may in turn rely on service providers to them, which are also subject to the risk of
cyber-attacks. Cybersecurity failures or breaches at the Adviser or the Fund’s service providers or intermediaries have the ability to cause disruptions and impact business operations, potentially resulting in financial losses, interference
with the Fund’s ability to calculate its net asset value, impediments to trading, the inability of Fund shareholders to effect share purchases, redemptions or exchanges or receive distributions, loss of or unauthorized access to private
shareholder information and violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, or additional compliance costs. Such costs and losses may not be covered under any insurance. In addition, maintaining
vigilance against cyber-attacks may involve substantial costs over time, and system enhancements may themselves be subject to cyber-attacks. |
| |
The
Fund’s prospectus contains unaudited information regarding the Fund’s principal risks. Please refer to that document when considering the Fund’s principal risks. |
2. Management Agreement
The Adviser manages the Fund’s portfolio. Management fees
payable under the Fund’s Investment Management Agreement with the Adviser are
32Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
calculated daily and paid
monthly at the annual rate equal to 0.40% of the Fund’s average daily net assets up to $5 billion and 0.35% of the Fund’s average daily net assets over $5 billion. For the six months ended February 29, 2024, the effective management fee
(excluding waivers and/or assumption of expenses) was equivalent to 0.40% (annualized) of the Fund’s average daily net assets.
The Adviser has contractually agreed to limit ordinary
operating expenses (ordinary operating expenses means all fund expenses other than taxes, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses, such as litigation) to the extent required to reduce Fund expenses to 0.45%
and 0.45% of the average daily net assets attributable to Class K and Class Y shares, respectively. These expense limitations are in effect through January 1, 2025. There can be no assurance that the Adviser will extend the expense limitation
agreement for a class of shares beyond the date referred to above. Fees waived and expenses reimbursed during the six months ended February 29, 2024 are reflected on the Statement of Operations.
In addition, under the management and administration
agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Fund as administrative reimbursements. Reflected on the Statement of Assets and Liabilities is $13,541 in management
fees payable to the Adviser at February 29, 2024.
3. Compensation of Officers and Trustees
The Fund pays an annual fee to its Trustees. The Adviser
reimburses the Fund for fees paid to the Interested Trustees. Except for the chief compliance officer, the Fund does not pay any salary or other compensation to its officers. The Fund pays a portion of the chief compliance officer's
compensation for his services as the Fund's chief compliance officer. Amundi US pays the remaining portion of the chief compliance officer's compensation. For the six months ended February 29, 2024, the Fund paid $9,935 in Officers'
and Trustees’ compensation, which is reflected on the Statement of Operations as Officers' and Trustees’ fees. At February 29, 2024, on its Statement of Assets and Liabilities, the Fund had a payable for Trustees’ fees $3,103
and a payable for administrative expenses of $9,152, which includes the payable for Officers' compensation.
4. Transfer Agent
BNY Mellon Investment Servicing (US) Inc. serves as the
transfer agent to the Fund at negotiated rates. Transfer agent fees and payables shown on the Statement of Operations and the Statement of Assets and Liabilities,
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2433
respectively, include
sub-transfer agent expenses incurred through the Fund’s omnibus relationship contracts.
In addition, the Fund reimbursed the transfer agent for
out-of-pocket expenses incurred by the transfer agent related to shareholder communications activities such as proxy and statement mailings, and outgoing phone calls. For the six months ended February 29, 2024, such out-of-pocket expenses by class
of shares were as follows:
| Shareholder
Communications: |
|
| Class
A |
$14,585
|
| Class
C |
1,496
|
| Class
K |
—
|
| Class
R |
182
|
| Class
Y |
3,496
|
| Total
|
$19,759
|
5. Distribution and Service
Plans
The Fund has adopted a distribution plan (the
“Plan”) pursuant to Rule 12b-1 under the 1940 Act with respect to its Class A, Class C and Class R shares. Pursuant to the Plan, the Fund pays the Distributor 0.25% of the Fund's average daily net assets attributable to Class A shares as
compensation for personal services and/or account maintenance services or distribution services with regard to Class A shares. Pursuant to the Plan, the Fund also pays the Distributor 1.00% of the average daily net assets attributable to Class C
shares. The fee for Class C shares consists of a 0.25% service fee and a 0.75% distribution fee paid as compensation for personal services and/or account maintenance services or distribution services with regard to Class C shares. Pursuant to the
Plan, the Fund further pays the Distributor 0.50% of the average daily net assets attributable to Class R shares for distribution services. Reflected on the Statement of Assets and Liabilities is $6,434 in distribution fees payable to the
Distributor at February 29, 2024.
The Fund also has
adopted a separate service plan for Class R shares (the “Service Plan”). The Service Plan authorizes the Fund to pay securities dealers, plan administrators or other service organizations that agree to provide certain services to
retirement plans or plan participants holding shares of the Fund a service fee of up to 0.25% of the Fund’s average daily net assets attributable to Class R shares held by such plans.
In addition, redemptions of Class A and Class C shares may be
subject to a contingent deferred sales charge (“CDSC”). A CDSC of 1.00% may be imposed on redemptions of certain net asset value purchases of Class A shares within 12 months of purchase. Redemptions of Class C shares within 12 months of
purchase are subject to a CDSC of 1.00% based on the lower of
34Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
cost or market value of shares
being redeemed. Shares purchased as part of an exchange remain subject to any CDSC that applied to the original purchase of those shares. There is no CDSC for Class K, Class R or Class Y shares. Proceeds from the CDSCs are paid to the Distributor.
For the six months ended February 29, 2024, CDSCs in the amount of $216 were paid to the Distributor.
6. Line of Credit Facility
The Fund, along with certain other funds in the Pioneer Family
of Funds, participates in a committed, unsecured revolving line of credit (“credit facility”). Borrowings are used solely for temporary or emergency purposes. The Fund may borrow up to the lesser of the amount available under the credit
facility or the limits set for borrowing by the Fund’s prospectus and the 1940 Act. Until January 31, 2024, the Fund participated in a credit facility in the amount of $380 million. Under such credit facility, depending on the type of loan,
interest on borrowings was payable at the Secured Overnight Financing Rate ("SOFR") plus a credit spread. The Fund also paid both an upfront fee and an annual commitment fee to participate in the credit facility. The upfront fee in the amount of
0.15% of the total credit facility and the commitment fee in the amount of 0.30% of the daily unused portion of each lender’s commitment were allocated among participating funds based on an allocation schedule set forth in the credit facility.
Effective January 31, 2024, the Fund participates in a credit facility in the amount of $250 million, the upfront fee with respect to the credit facility is 0.05% of the total credit facility, and the commitment fee with respect to the credit
facility is 0.20% of the daily unused portion of each lender’s commitment. For the six months ended February 29, 2024, the Fund had no borrowings under the credit facility.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2435
Approval of
Renewal of Investment Management Agreement
Amundi Asset
Management US, Inc. (“Amundi US”) serves as the investment adviser to Pioneer Disciplined Value Fund (the “Fund”) pursuant to an investment management agreement between Amundi US and the Fund. In order for Amundi US to
remain the investment adviser of the Fund, the Trustees of the Fund, including a majority of the Fund’s Independent Trustees, must determine annually whether to renew the investment management agreement for the Fund.
The contract review process began in January 2023 as the
Trustees of the Fund agreed on, among other things, an overall approach and timeline for the process. Contract review materials were provided to the Trustees in March 2023, July 2023 and September 2023. In addition, the Trustees reviewed
and discussed the Fund’s performance at regularly scheduled meetings throughout the year, and took into account other information related to the Fund provided to the Trustees at regularly scheduled meetings, in connection with the review of
the Fund’s investment management agreement.
In
March 2023, the Trustees, among other things, discussed the memorandum provided by Fund counsel that summarized the legal standards and other considerations that are relevant to the Trustees in their deliberations regarding the renewal of the
investment management agreement, and reviewed and discussed the qualifications of the investment management teams for the Fund, as well as the level of investment by the Fund’s portfolio managers in the Fund. In July 2023, the Trustees,
among other things, reviewed the Fund’s management fees and total expense ratios, the financial statements of Amundi US and its parent companies, profitability analyses provided by Amundi US, and analyses from Amundi US as to possible
economies of scale. The Trustees also reviewed the profitability of the institutional business of Amundi US as compared to that of Amundi US’s fund management business, and considered the differences between the fees and expenses of the
Fund and the fees and expenses of Amundi US’s institutional accounts, as well as the different services provided by Amundi US to the Fund and to the institutional accounts. The Trustees further considered contract review materials,
including additional materials received in response to the Trustees’ request, in September 2023.
At a meeting held on September 19, 2023, based on their
evaluation of the information provided by Amundi US and third parties, the Trustees of the Fund, including the Independent Trustees voting separately advised by independent counsel, unanimously approved the renewal of the investment
36Pioneer Disciplined Value Fund | Semiannual Report | 2/29/24
management agreement for another
year. In approving the renewal of the investment management agreement, the Trustees considered various factors that they determined were relevant, including the factors described below. The Trustees did not identify any single factor as
the controlling factor in determining to approve the renewal of the agreement.
Nature, Extent and Quality of Services
The Trustees considered the nature, extent and quality of the
services that had been provided by Amundi US to the Fund, taking into account the investment objective and strategy of the Fund. The Trustees also reviewed Amundi US’s investment approach for the Fund and its research process. The
Trustees considered Amundi US’ integration of environmental, social and governance (ESG) considerations into its investment research process. The Trustees considered the resources of Amundi US and the personnel of Amundi US who provide
investment management services to the Fund. They also reviewed the amount of non-Fund assets managed by the portfolio managers of the Fund. They considered the non-investment resources and personnel of Amundi US that are involved in Amundi
US’s services to the Fund, including Amundi US’s compliance, risk management, and legal resources and personnel. The Trustees considered the compliance services being provided to the Fund by Amundi US and how Amundi US has
addressed any compliance issues during the past year. The Trustees noted the substantial attention and high priority given by Amundi US’s senior management to the Pioneer Fund complex, including with respect to the increasing regulation to
which the Pioneer Funds are subject.
The Trustees
considered that Amundi US supervises and monitors the performance of the Fund’s service providers and provides the Fund with personnel (including Fund officers) and other resources that are necessary for the Fund’s business management
and operations. The Trustees also considered that, as administrator, Amundi US is responsible for the administration of the Fund’s business and other affairs. The Trustees considered that the Fund reimburses Amundi US its pro rata
share of Amundi US’s costs of providing administration services to the Pioneer Funds.
Based on these considerations, the Trustees concluded that the
nature, extent and quality of services that had been provided by Amundi US to the Fund were satisfactory and consistent with the terms of the investment management agreement.
Performance of the Fund
In considering the Fund’s performance, the Trustees
regularly review and discuss throughout the year data prepared by Amundi US and information
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2437
comparing the Fund’s
performance with the performance of its peer group of funds, as classified by Morningstar, Inc. (Morningstar), and with the performance of the Fund’s benchmark index. They also discuss the Fund’s performance with Amundi US on a
regular basis. The Trustees’ regular reviews and discussions were factored into the Trustees’ deliberations concerning the renewal of the investment management agreement.
Management Fee and Expenses
The Trustees considered information showing the fees and
expenses of the Fund in comparison to the management fees of its peer group of funds as classified by Morningstar and also to the expense ratios of a peer group of funds selected on the basis of criteria determined by the Independent Trustees for
this purpose using data provided by Strategic Insight Mutual Fund Research and Consulting, LLC (Strategic Insight), an independent third party. The peer group comparisons referred to below are organized in quintiles. Each quintile
represents one-fifth of the peer group. In all peer group comparisons referred to below, first quintile is most favorable to the Fund’s shareowners. The Trustees noted that they separately review and consider the impact of the
Fund’s transfer agency and Fund- and Amundi US-paid expenses for sub-transfer agency and intermediary arrangements, and that the results of the most recent such review were considered in the consideration of the Fund’s expense
ratio.
The Trustees considered that the Fund’s
management fee for the most recent fiscal year was in the first quintile relative to the management fees paid by other funds in its Morningstar category for the comparable period. The Trustees considered that the expense ratio of the
Fund’s Class Y shares for the most recent fiscal year was in the first quintile relative to its Strategic Insight peer group for the comparable period. The Trustees considered that the expense ratio of the Fund’s Class A shares for
the most recent fiscal year was in the first quintile relative to its Strategic Insight peer group for the comparable period. The Trustees noted that Amundi US had agreed to waive fees and/or reimburse expenses in order to limit the ordinary
operating expenses of the Fund.
The Trustees
reviewed management fees charged by Amundi US to institutional and other clients, including publicly offered European funds sponsored by Amundi US’s affiliates, unaffiliated U.S. registered investment companies (in a sub-advisory capacity),
and unaffiliated foreign and domestic separate accounts. The Trustees also considered Amundi US’s costs in providing services to the Fund and Amundi US’s costs in providing services to the other clients and considered the
differences in management fees and profit margins for fund and non-fund services. In evaluating the fees associated with Amundi US’s client accounts, the
38Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
Trustees took into account the
respective demands, resources and complexity associated with the Fund and other client accounts. The Trustees noted that, in some instances, the fee rates for those clients were lower than the management fee for the Fund and considered that,
under the investment management and administration agreements with the Fund, Amundi US performs additional services for the Fund that it does not provide to those other clients or services that are broader in scope, including oversight of the
Fund’s other service providers and activities related to compliance and the extensive regulatory and tax regimes to which the Fund is subject. The Trustees also considered the entrepreneurial risks associated with Amundi US’s
management of the Fund.
The Trustees concluded that the
management fee payable by the Fund to Amundi US was reasonable in relation to the nature and quality of the services provided by Amundi US.
Profitability
The Trustees considered information provided by Amundi US
regarding the profitability of Amundi US with respect to the advisory services provided by Amundi US to the Fund, including the methodology used by Amundi US in allocating certain of its costs to the management of the Fund. The Trustees also
considered Amundi US’s profit margin in connection with the overall operation of the Fund. They further reviewed the financial results, including the profit margins, realized by Amundi US from non-fund businesses. The Trustees
considered Amundi US’s profit margins in comparison to the limited industry data available and noted that the profitability of any adviser was affected by numerous factors, including its organizational structure and method for allocating
expenses. The Trustees concluded that Amundi US’s profitability with respect to the management of the Fund was not unreasonable.
Economies of Scale
The Trustees considered Amundi US’s views relating to
economies of scale in connection with the Pioneer Funds as fund assets grow and the extent to which any such economies of scale are shared with the Fund and Fund shareholders. The Trustees recognize that economies of scale are difficult to
identify and quantify, and that, among other factors that may be relevant, are the following: fee levels, expense subsidization, investment by Amundi US in research and analytical capabilities and Amundi US’s commitment and resource allocation
to the Fund. The Trustees noted that profitability also may be an indicator of the availability of any economies of scale, although profitability may vary for other reasons including due to reductions in expenses. The Trustees concluded
that economies of scale, if any, were being appropriately shared with the Fund.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2439
Other
Benefits
The Trustees considered the other benefits that
Amundi US enjoys from its relationship with the Fund. The Trustees considered the character and amount of fees paid or to be paid by the Fund, other than under the investment management agreement, for services provided by Amundi US and its
affiliates. The Trustees further considered the revenues and profitability of Amundi US’s businesses other than the Fund business. To the extent applicable, the Trustees also considered the benefits to the Fund and to Amundi US and
its affiliates from the use of “soft” commission dollars generated by the Fund to pay for research and brokerage services.
The Trustees considered that Amundi US is the principal U.S.
asset management business of Amundi, which is one of the largest asset managers globally. Amundi’s worldwide asset management business manages over $2.1 trillion in assets (including the Pioneer Funds). The Trustees considered that
Amundi US’s relationship with Amundi creates potential opportunities for Amundi US and Amundi that derive from Amundi US’s relationships with the Fund, including Amundi’s ability to market the services of Amundi US globally.
The Trustees noted that Amundi US has access to additional research and portfolio management capabilities as a result of its relationship with Amundi and Amundi’s enhanced global presence that may contribute to an increase in the resources
available to Amundi US. The Trustees considered that Amundi US and the Fund receive reciprocal intangible benefits from the relationship, including mutual brand recognition and, for the Fund, direct and indirect access to the resources of a
large global asset manager. The Trustees concluded that any such benefits received by Amundi US as a result of its relationship with the Fund were reasonable.
Conclusion
After consideration of the factors described above as well as
other factors, the Trustees, including the Independent Trustees, concluded that the investment management agreement for the Fund, including the fees payable thereunder, was fair and reasonable and voted to approve the proposed renewal of the
investment management agreement.
40Pioneer
Disciplined Value Fund | Semiannual Report | 2/29/24
Trustees, Officers and Service
Providers
Trustees
Thomas J. Perna, Chairman
John E. Baumgardner, Jr.
Diane Durnin
Benjamin M. Friedman
Lisa M. Jones
Craig C. MacKay
Lorraine H. Monchak
Marguerite A. Piret*
Fred J. Ricciardi
Officers
Lisa M. Jones, President and
Chief Executive Officer
Marco
Pirondini**
Executive Vice President
Anthony J. Koenig, Jr.,
Treasurer
and Chief Financial and
Accounting Officer
Christopher J. Kelley, Secretary
and
Chief Legal Officer
Investment Adviser and Administrator
Amundi Asset Management US, Inc.
Custodian and Sub-Administrator
The Bank of New York Mellon Corporation
Independent Registered Public Accounting Firm
Ernst & Young LLP
Principal Underwriter
Amundi Distributor US, Inc.
Legal Counsel
Morgan, Lewis & Bockius LLP
Transfer Agent
BNY Mellon Investment Servicing (US) Inc.
Proxy Voting Policies and Procedures of the Fund are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period
ended June 30 is publicly available to shareholders at www.amundi.com/us. This information is also available on the Securities and Exchange Commission’s web site at www.sec.gov.
* Ms.
Piret became a non-voting Advisory Trustee of the Pioneer Funds effective January 22, 2024.
**
Marco Pirondini was appointed to serve as an Executive Vice President of the Fund and Chief Investment Officer of Amundi US, Inc., effective January 1, 2024.
Pioneer Disciplined Value Fund | Semiannual Report | 2/29/2441
How to Contact
Amundi
We are pleased to offer a variety of convenient ways
for you to contact us for assistance or information.
Call
us for:
Account Information, including
existing accounts,
new accounts, prospectuses, applications
and service forms
1-800-225-6292
FactFoneSM for automated fund yields, prices,
account information and transactions
1-800-225-4321
| Retirement
plans information |
1-800-622-0176
|
Write to us:
Amundi
P.O. Box 534427
Pittsburgh, PA 15253-4427
| Our toll-free
fax |
1-800-225-4240 |
| Our
internet e-mail address |
us.askamundi@amundi.com
(for general questions about Amundi only) |
Visit our web site: www.amundi.com/us
This report must be preceded or accompanied by a
prospectus.
The Fund files a complete schedule of portfolio
holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. Shareholders may view the filed Form N-PORT by visiting the Commission’s web site at
https://www.sec.gov.
Amundi Asset
Management US, Inc.
60 State Street
Boston, MA 02109
www.amundi.com/us
Securities offered through Amundi Distributor US, Inc.
60
State Street, Boston, MA 02109
Underwriter of Pioneer Mutual Funds, Member SIPC
© 2024 Amundi Asset Management US, Inc. 19126-18-0424
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the registrant has adopted a code of ethics that applies to the registrant’s
principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. If the
registrant has not adopted such a code of ethics, explain why it has not done so.
The registrant has adopted, as of the end of the period covered by this
report, a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term “code of ethics” means written standards that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and
professional relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in reports and documents that a registrant
files with, or submits to, the Commission and in other public communications made by the registrant;
(3) Compliance with applicable
governmental laws, rules, and regulations;
(4) The prompt internal reporting of violations of the code to an appropriate person or persons
identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the period covered by the report, to a provision of its code of ethics that
applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or
a third party, and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item. The registrant must file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless the registrant has
elected to satisfy paragraph (f) of this Item by posting its code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by undertaking to provide its code of ethics to any person without charge, upon request, pursuant to
paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period covered by this report.
(d) If the registrant has, during the period covered by the report, granted a waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third
party, that relates to one or more of the items set forth in paragraph (b) of this Item, the registrant must briefly describe the nature of the waiver, the name of the person to whom the waiver was granted, and the date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under paragraph (c) or (d) of this Item
regarding an amendment to, or a waiver from, a provision of its code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar
functions and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item by posting such information on its Internet website, disclose the registrant’s Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 12(a)(1), a copy of its code of ethics that applies to the registrant’s principal executive
officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, as an exhibit to its annual report on this Form N-CSR (see attachment);
(2) Post the text of such code of ethics on its Internet website and disclose, in its most recent report on this Form N-CSR, its Internet address and the fact that it has posted such code of ethics on its Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to any person without charge,
upon request, a copy of such code of ethics and explain the manner in which such request may be made. See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL
EXPERT.
(a) (1) Disclose that the registrant’s Board of Trustees has determined that the registrant either:
(i) Has at least one audit committee financial expert serving on its audit committee; or
(ii) Does not have an audit committee financial expert serving on its audit committee.
The registrant’s Board of Trustees has determined that the registrant has at least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph (a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is “independent.” In order to be considered “independent” for purposes of this Item, a member of an audit committee may not, other than in his or her capacity as a member of the audit
committee, the Board of Trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an “interested person” of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Mr. Fred J. Ricciardi, an independent
Trustee, is such an audit committee financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1) (ii) of
this Item, it must explain why it does not have an audit committee financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.
N/A
(b) Disclose, under the caption AUDIT-RELATED FEES, the
aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported
under paragraph (a) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category.
N/A
(c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning. Registrants shall describe the nature of the services comprising the fees disclosed under this category.
N/A
(d) Disclose, under the caption ALL OTHER FEES, the
aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. Registrants shall describe the nature of the
services comprising the fees disclosed under this category.
N/A
(e) (1) Disclose the audit committee’s pre-approval policies and procedures described in paragraph (c)(7) of
Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of their outside auditors. Maintaining independence is a shared responsibility
involving Amundi Asset Management US, Inc., the audit committee and the independent auditors.
The Funds recognize that a Fund’s independent
auditors: 1) possess knowledge of the Funds, 2) are able to incorporate certain services into the scope of the audit, thereby avoiding redundant work, cost and disruption of Fund personnel and processes, and 3) have expertise that has value to the
Funds. As a result, there are situations where it is desirable to use the Fund’s independent auditors for services in addition to the annual audit and where the potential for conflicts of interests are minimal. Consequently, this policy, which
is intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and procedures to be followed by the Funds when retaining the independent audit firm to perform audit, audit-related tax and other services
under those circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also constitute approval for any other Fund
whose pre-approval is required pursuant to Rule 210.2-01(c)(7)(ii).
In
addition to the procedures set forth in this policy, any non-audit services that may be provided consistently with Rule 210.2-01 may be approved by the Audit Committee
itself and any pre-approval that may be waived in accordance with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund’s independent auditors and their compensation shall be determined by the Audit Committee and shall not be subject to this policy.
|
|
|
|
|
| SECTION II - POLICY
|
| SERVICE CATEGORY |
|
SERVICE CATEGORY DESCRIPTION |
|
SPECIFIC PRE-APPROVED
SERVICE SUBCATEGORIES |
| I. AUDIT SERVICES |
|
Services that are directly related to performing the independent audit of the Funds |
|
• Accounting research assistance
• SEC consultation,
registration statements, and reporting
• Tax accrual related matters
• Implementation of new
accounting standards
• Compliance letters (e.g. rating agency letters)
• Regulatory reviews and
assistance regarding financial matters
• Semi-annual reviews (if requested)
• Comfort letters for closed
end offerings |
|
|
|
| II. AUDIT-RELATED
SERVICES |
|
Services which are not prohibited under Rule
210.2-01(C)(4) (the “Rule”) and are related extensions of the audit services support
the audit, or use the knowledge/expertise gained from the audit procedures as a foundation to complete the project. In most cases, if the Audit-Related Services are not performed by the Audit firm, the scope of the
Audit Services would likely increase. The Services are typically well-defined and governed by accounting professional standards (AICPA, SEC, etc.) |
|
• AICPA attest and agreed-upon procedures
• Technology control
assessments • Financial
reporting control assessments
• Enterprise security architecture assessment |
|
|
|
| AUDIT COMMITTEE APPROVAL POLICY |
|
AUDIT COMMITTEE REPORTING POLICY |
| • “One-time” pre-approval for the audit period for all pre-approved specific service subcategories. Approval of the independent auditors as auditors for a Fund
shall constitute pre approval for these services. |
|
• A summary of all such services and related fees reported at each
regularly scheduled Audit Committee meeting. |
|
|
| • “One-time” pre-approval for the fund fiscal year within a specified dollar limit for all pre-approved specific service subcategories |
|
• A summary of all such services and related fees (including
comparison to specified dollar limits) reported quarterly. |
|
|
|
| • Specific approval is needed to exceed
the pre-approved dollar limit for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) |
|
|
|
|
| • Specific approval is needed to use the Fund’s auditors for
Audit-Related Services not denoted as “pre-approved”, or to add a specific service subcategory as “pre-approved” |
|
|
SECTION III - POLICY DETAIL, CONTINUED
|
|
|
|
|
| SERVICE CATEGORY |
|
SERVICE CATEGORY
DESCRIPTION |
|
SPECIFIC PRE-APPROVED
SERVICE SUBCATEGORIES |
| III. TAX SERVICES |
|
Services which are not prohibited by the Rule, |
|
• Tax planning and support
• Tax controversy assistance |
|
|
|
|
|
if an officer of the Fund determines that using the Fund’s auditor to provide these services creates significant synergy in the form of efficiency, minimized disruption, or the ability to
maintain a desired level of confidentiality. |
|
• Tax compliance, tax returns, excise tax returns and support
• Tax opinions |
|
|
|
| AUDIT COMMITTEE APPROVAL POLICY |
|
AUDIT COMMITTEE REPORTING POLICY |
| • “One-time” pre-approval for the fund fiscal year within a specified dollar limit |
|
• A summary of all such services and related fees (including
comparison to specified dollar limits) reported quarterly. |
|
|
| • Specific approval is needed to exceed
the pre-approved dollar limits for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) |
|
|
|
|
| • Specific approval is needed to use the Fund’s auditors for tax
services not denoted as pre-approved, or to add a specific service subcategory as “pre-approved” |
|
|
SECTION III - POLICY DETAIL, CONTINUED
|
|
|
|
|
| SERVICE CATEGORY |
|
SERVICE CATEGORY
DESCRIPTION |
|
SPECIFIC PRE-APPROVED
SERVICE SUBCATEGORIES |
| IV. OTHER SERVICES |
|
Services which are not prohibited by the Rule, |
|
• Business Risk Management support
• Other control and regulatory
compliance projects |
|
|
|
| A. SYNERGISTIC,
UNIQUE QUALIFICATIONS |
|
if an officer of the Fund determines that using the Fund’s auditor to provide these services creates significant synergy in the form of efficiency, minimized disruption, the ability to
maintain a desired level of confidentiality, or where the Fund’s auditors posses unique or superior qualifications to provide these services, resulting in superior value and results for the Fund. |
|
|
|
|
|
| AUDIT COMMITTEE APPROVAL POLICY |
|
AUDIT COMMITTEE REPORTING POLICY |
| • “One-time” pre-approval for the fund fiscal year within a specified dollar limit |
|
• A summary of all such services and related fees (including
comparison to specified dollar limits) reported quarterly. |
|
|
| • Specific approval is needed to exceed
the pre-approved dollar limits for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) |
|
|
|
|
| • Specific approval is needed to use the Fund’s auditors for
“Synergistic” or “Unique Qualifications” Other Services not denoted as pre-approved to the left, or to add a specific service subcategory as “pre-approved” |
|
|
SECTION III - POLICY DETAIL, CONTINUED
|
|
|
|
|
| SERVICE CATEGORY |
|
SERVICE CATEGORY
DESCRIPTION |
|
SPECIFIC PROHIBITED
SERVICE SUBCATEGORIES |
| PROHIBITED SERVICES |
|
Services which result in the auditors losing independence status under the Rule. |
|
1. Bookkeeping or other services related to the accounting records or financial statements of the audit client*
2. Financial information systems
design and implementation* 3.
Appraisal or valuation services, fairness* opinions, or contribution-in-kind reports
4. Actuarial services (i.e., setting actuarial reserves versus actuarial audit work)*
5. Internal audit outsourcing services*
6. Management functions or
human resources 7. Broker or dealer,
investment advisor, or investment banking services
8. Legal services and expert services unrelated to the audit
9. Any other service that the
Public Company Accounting Oversight Board determines, by regulation, is impermissible |
|
|
|
| AUDIT COMMITTEE APPROVAL POLICY |
|
AUDIT COMMITTEE REPORTING POLICY |
| • These services are not to be performed with the exception of
the(*) services that may be permitted if they would not be subject to audit procedures at the audit client (as defined in rule 2-01(f)(4)) level the firm providing the
service. |
|
• A summary of all services and related fees reported at
each regularly scheduled Audit Committee meeting will serve as continual confirmation that has not provided any restricted services. |
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
| |
• |
|
For all projects, the officers of the Funds and the Fund’s auditors will each make an assessment to
determine that any proposed projects will not impair independence. |
| |
• |
|
Potential services will be classified into the four non-restricted
service categories and the “Approval of Audit, Audit-Related, Tax and Other Services” Policy above will be applied. Any services outside the specific pre-approved service subcategories set forth
above must be specifically approved by the Audit Committee. |
| |
• |
|
At least quarterly, the Audit Committee shall review a report summarizing the services by service category,
including fees, provided by the Audit firm as set forth in the above policy. |
(2) Disclose the percentage of
services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation
S-X.
N/A
(f) If
greater than 50 percent, disclose the percentage of hours expended on the principal accountants engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons
other than the principal accountant’s full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrants accountant for services rendered to the registrant,
and rendered to the registrants investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any
entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant.
N/A
(h) Disclose whether the registrants audit committee of the
Board of Trustees has considered whether the provision of non-audit services that were rendered to the registrants investment adviser (not including any subadviser whose role is primarily portfolio management
and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant’s independence.
The Fund’s audit committee of the Board of Trustees has considered whether the provision of non-audit services that were rendered to the Affiliates (as defined) that were not pre- approved pursuant to paragraph (c)(7)(ii) of Rule
2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.
(i) A registrant identified by the Commission pursuant to Section 104(i)(2)(A) of the Sarbanes-Oxley Act of
2002 (15 U.S.C. 7214(i)(2)(A)), as having retained, for the preparation of the audit report on its financial statements included in the Form NCSR, a registered public accounting firm that has a branch or office that is located in a foreign
jurisdiction and that the Public Company Accounting Oversight Board has determined it is unable to inspect or investigate completely because of a position taken by an authority in the foreign jurisdiction must electronically submit to the Commission
on a supplemental basis documentation that establishes that the registrant is not owned or controlled by a governmental entity in the foreign jurisdiction. The registrant must submit this documentation on or before the due date for this form. A
registrant that is owned or controlled by a foreign governmental entity is not required to submit such documentation.
N/A
(j) A registrant that is a foreign issuer, as defined in 17 CFR 240.3b-4, identified by the Commission pursuant to
Section 104(i)(2)(A) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7214(i)(2)(A)), as having retained, for the preparation of the audit report on its financial statements included in the Form N-CSR, a
registered public accounting firm that has a branch or office that is located in a foreign jurisdiction and that the Public Company Accounting Oversight Board has determined it is unable to inspect or investigate completely because of a position
taken by an authority in the foreign jurisdiction, for each year in which the registrant is so identified, must provide the below disclosures. Also, any such identified foreign issuer that uses a variable-interest entity or any similar structure
that results in additional foreign entities being consolidated in the financial statements of the registrant is required to provide the below disclosures for itself and its consolidated foreign operating entity or entities. A registrant must
disclose:
(1) That, for the immediately preceding annual financial statement period, a registered public accounting firm that the PCAOB was unable to
inspect or investigate completely, because of a position taken by an authority in the foreign jurisdiction, issued an audit report for the registrant;
N/A
(2) The percentage of shares of the registrant owned by
governmental entities in the foreign jurisdiction in which the registrant is incorporated or otherwise organized;
N/A
(3) Whether governmental entities in the applicable foreign jurisdiction with respect to that registered public accounting firm have a controlling financial
interest with respect to the registrant; N/A
(4) The name of each official of the Chinese Communist Party who is a member of the board of directors of the
registrant or the operating entity with respect to the registrant;
N/A
(5) Whether the articles of incorporation of the registrant (or equivalent organizing document) contains any charter of the Chinese Communist Party, including
the text of any such charter.
N/A
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
(a) If the registrant is a listed issuer as defined in Rule 10A-3 under the Exchange Act (17 CFR 240.10A-3), state whether or not the registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)). If the
registrant has such a committee, however designated, identify each committee member. If the entire board of directors is acting as the registrant’s audit committee as specified in Section 3(a)(58)(B) of the Exchange Act (15 U.S.C.
78c(a)(58)(B)), so state.
N/A
(b) If applicable, provide
the disclosure required by Rule 10A-3(d) under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption from the listing standards for audit committees.
N/A
ITEM 6. SCHEDULE OF INVESTMENTS.
File Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period as set forth in 210.1212 of Regulation S-X [17 CFR 210.12-12], unless the schedule is included as part of the report to shareholders filed under Item 1 of this Form.
Included in Item 1
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES
AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A
closed-end management investment company that is filing an annual report on this Form N-CSR must, unless it invests exclusively in
non-voting securities, describe the policies and procedures that it uses to determine how to vote proxies relating to portfolio securities, including the procedures that the company uses when a vote presents a
conflict between the interests of its shareholders, on the one hand, and those of the company’s investment adviser; principal underwriter; or any affiliated person (as defined in Section 2(a)(3) of the Investment Company Act of 1940 (15
U.S.C. 80a-2(a)(3)) and the rules thereunder) of the company, its investment adviser, or its principal underwriter, on the other. Include any policies and procedures of the company’s investment adviser,
or any other third party, that the company uses, or that are used on the company’s behalf, to determine how to vote proxies relating to portfolio securities.
N/A
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
(a) If the registrant is a
closed-end management investment company that is filing an annual report on this Form N-CSR, provide the following information:
(1) State the name, title, and length of service of the person or persons employed by or associated with the registrant or an investment adviser of the
registrant who are primarily responsible for the day-to-day management of the registrant’s portfolio (“Portfolio Manager”). Also state each Portfolio
Manager’s business experience during the past 5 years.
N/A
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT
INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
(a) If the registrant is a closed-end management investment company,
in the following tabular format, provide the information specified in paragraph (b) of this Item with respect to any purchase made by or on behalf of the registrant or any affiliated purchaser, as defined in Rule
10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of shares or other units of any class of the registrant’s equity securities that is registered by the
registrant pursuant to Section 12 of the Exchange Act (15 U.S.C. 781).
N/A
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Describe any material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of directors, where those changes
were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-R(17 CFR 229.407)(as required by Item 22(b)(15)) of Schedule 14A (17 CFR
240.14a-101), or this Item.
There have been no material changes to the procedures by which the shareholders may
recommend nominees to the registrant’s board of directors since the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-R of Schedule 14(A) in its
definitive proxy statement, or this item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant’s principal executive and principal financials officers, or persons performing similar functions, regarding
the effectiveness of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR 270.30a-3(c))) as of a date within 90
days of the filing date of the report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR 270.30(a)-3(b) and Rules 13a-15(b) or 15d-15(b) under the Exchange Act (17 CFR 240.13a-15(b) or
240.15d-15(b)).
The registrant’s principal executive officer and principal financial officer have concluded
that the registrant’s disclosure controls and procedures are effective based on the evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.
(b) Disclose any change in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d)
under the Act (17CFR 270.30a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over
financial reporting.
There were no significant changes in the registrant’s internal control over financial reporting that occurred during the period
covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-End
Management Investment Companies.
(a) If the registrant is a closed-end management investment company, provide the
following dollar amounts of income and compensation related to the securities lending activities of the registrant during its most recent fiscal year:
N/A
(1) Gross income from securities lending activities;
N/A
(2) All fees and/or compensation for each of the following
securities lending activities and related services: any share of revenue generated by the securities lending program paid to the securities lending agent(s) (revenue split); fees paid for cash collateral management services (including fees deducted
from a pooled cash collateral reinvestment vehicle) that are not included in the revenue split; administrative fees that are not included in the revenue split; fees for indemnification that are not included in the revenue split; rebates paid to
borrowers; and any other fees relating to the securities lending program that are not included in the revenue split, including a description of those other fees;
N/A
(3) The aggregate fees/compensation disclosed pursuant to
paragraph (2); and
N/A
(4) Net income from securities
lending activities (i.e., the dollar amount in paragraph (1) minus the dollar amount in paragraph (3)).
If a fee for a service is included in the
revenue split, state that the fee is included in the revenue split.
N/A
(b) If the registrant is a closed-end management investment company, describe the services provided to the registrant
by the securities lending agent in the registrants most recent fiscal year.
N/A
ITEM 13. EXHIBITS.
(a) File the exhibits listed below as part of
this Form. Letter or number the exhibits in the sequence indicated.
(1) Any code of ethics, or amendment thereto, that is
the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit.
(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by
Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)) , exactly as set forth below: Filed herewith.
(b) Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section
906 of the Sarbanes-Oxley Act of 2002 are attached hereto.
SIGNATURES
[See General Instruction F]
Pursuant to the
requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer Series Trust III
By (Signature and
Title)* /s/ Lisa M. Jones
Lisa M. Jones, Principal Executive Officer
Date April 30, 2024
Pursuant to the requirements of the
Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)* /s/ Lisa M. Jones
Lisa M. Jones,
Principal Executive Officer
Date April 30, 2024
By
(Signature and Title)* /s/ Anthony J. Koenig, Jr.
Anthony J. Koenig, Jr., Principal Financial Officer
Date April 30, 2024
| * |
Print the name and title of each signing officer under his or her signature. |
