X0405 TA-1/A 0000842657 XXXXXXXX 084-01713 true LIVE SEC DWS Service Co Deutsche AM Service Co 417949 222 S. Riverside Plaza Chicago IL 60606 N 212-250-2500 N Y Y SS&C GIDS, Inc. 084-00448 1055 Broadway St Kansas City MO 64105 N Corporation Kristine Lyons 09/22/2005 Director and Vice President NA true Nancy Tanzil 05/13/2014 Chief Financial Officer and Treasurer NA true DWS Investment Management Americas Inc. 02/06/1998 100% owner of Registrant E true Deutsche Asset Management US Holding Corporation (DeAM US Holding Corp.) 08/01/2017 100% owner of DIMA E true 05/01/2018 Michael Sharkey 11/01/2017 Director and President NA true Anjie LaRocca 06/14/2017 Secretary NA 06/30/2024 Deutsche Bank AG 04/02/2018 owner of DB Beteiligungs - Holding GmbH E true DWS Group GmbH & Co KGaA 04/02/2018 100% owner of DWS USA Corporation E true DB Beteiligungs - Holding GmbH 04/02/2018 79.49% owner of DWS Group GmbH & Co KGaA E true DWS USA Corporation 05/01/2018 100% owner of DIMA E true Hepsen Uzcan 06/25/2018 Director and Vice President NA true Nicole Grogan 07/26/2019 Director and Vice President NA Diane Kenneally 07/08/2019 Vice President NA true Ciara Crawford 06/25/2018 Assistant Secretary NA 06/30/2024 Ciara Crawford 06/30/2024 Secretary NA : Maci Joplin 06/30/2024 Assistant Secretary NA N N Y DB GROUP SERVICES UK LTD., a Control Affiliate of the Registrant Libor 04/23/2015 U.S. DEPARTMENT OF JUSTICE, UNITED STATES DISTRICT COURT, DISTRICT OF CONNECTICUT The Registrant has not been the subject of this matter; Date initiated: 4/23/2015, DB GROUP SERVICES UK LTD. A UK-BASED AFFILIATE OF DBSI, AGREED TO PLEAD GUILTY TO ONE COUNT OF WIRE FRAUD RELATING TO MANIPULATIVE CONDUCT RELATING TO USD LIBOR AND ALSO AGREED TO PAY A FINE OF $150 MILLION. DB GROUP GROUP SERVICES UK LTD. PLEAD GUILTY TO ONE COUNT OF WIRE FRAUD RELATING TO MANIPULATIVE CONDUCT RELATING TO USD LIBOR AND ALSO AGREED TO PAY A FINE OF $150 MILLION. DEUTSCHE SECURITIES KOREA. CO. (DSK ), a Control Affiliate of the Registrant, 2011 GOHAP 1120 12/21/2023 THE SEOUL CENTRAL DISTRICT COURT The Registrant has not been the subject of this matter: Date Initiated: 1/25/2016. Deutsche Securities Korea. CO. ("DSK").On August 19, 2011, The Korean Seoul Central District Prosecutors' Office filed a criminal indictment against DSK for vicarious criminal liability for negligence in supervising the acts of one of the four individuals, which was a DSK employee. DSK is a broker dealer in Korea that is a subsidiary of DBAG and an affiliate of Deutsche Bank Securities Inc. The subject KOSPI Matter involves the allegation that the DB's equity traders based in Hong Kong and in DSK manipulated the closingKOSPI200 Index on Nov 10, 2010, when they sold a large basket of stocks worth approx. USD 1.6 Billion, when unwinding an index arbitrage position. During the closing auction on that day the KOSPI200 fell by approx. 2.7%. The equity traders had various other positions that resulted in a profit arising from the fall in the index. The FSS and the Korean prosecutor investigated the matter in 2011. A criminal indictment was filed against three ex-employees of DB Hong Kong and one employee of DSK and against DSK for vicarious criminal liability for the acts of its employee. The criminal trial commenced in Jan 2012 with a decision at the first trial level rendered on January 25, 2016. Appeals have been filed and are pending . While Korea is a jurisdiction that does not differentiate between a felony and misdemeanor, the eventual punishment rendered against DSK in Jan 2016, a fine over $1000, now makes it clear that this event falls under the definition of a felony as provided in the Form BD definitions. DSK was convicted on 1/25/2016. DSK was subject to a criminal fine of KRW 1.5 Billion(Approx. USD 1.25M) and forfeiture of illegal profits. The prosecutor has filed an appeal and DSK has filed a counter-appeal. There is no final due date set for the criminal fine due to the pending appeals. DB and DSK have already disgorged the profits on the trading activities to the prosecutors. UPDATE: A criminal fine of KRW 1.5 billion (less than 2 million euros) was imposed on DSK. The criminal trial verdicts against both the DSK trader and against DSK were overturned on appeal in a decision rendered by the Seoul High Court in December 2018. The Korean Prosecutors Offices appeal of the Seoul High Court decision was finally dismissed by the Supreme Court of South Korea on December 21, 2023. In addition, a number of civil actions have been filed in Korean courts against Deutsche Bank and DSK by certain parties who allege they incurred losses as a consequence of the fall in the KOSPI 200. The one outstanding claim was finally dismissed by the Supreme Court of South Korea on December 21, 2023. DSK was convicted on 1/25/2016. DSK was subject to a criminal fine of KRW 1.5 Billion (Approx. USD 1.25M) and forfeiture of illegal profits. The prosecutor has filed an appeal and DSK has filed a counter-appeal. The criminal trial verdicts were overturned on appeal. Y : Deutsche Securities Korea. CO. (DSK), a Control Affiliate of the Registrant 2011 GOHAP 1120 01/25/2016 The Seoul Central District Court In reference to the "Title of Action" noted above, please see response to question 10(a)(1)(v.). In reference to the "Title of Action" noted above, please see response to questions 10(a)(1)(vi.). Y Deutsche Bank Securities Inc. (DBSI), a Control Affiliate of the Registrant SEC Auction Rate Securities Action 6/3/09 06/09/2009 U.S. District Court, Southern District of New York The Registrant has not been the subject of this matter: Initiation date 6/3/2009. The SEC's complaint alleged that Deutsche Bank Securities Inc. ("DBSI") misled its customers about the nature, liquidity and risks associated with Auction Rate Securities ("ARS") that DBSI underwrote, marketed and sold and that DBSI reinforced the perception that ARS were safe and liquid by committing its own capital to support ARS auctions for which it served as the lead manager to ensure that those auctions did not fail. Without admitting or denying the allegations in the SEC complaint, DBSI consented to the entry of an injunction permanently enjoining it from engaging in violations of Section 15(C) of the Securities Exchange Act of 1934. The SEC has granted waivers, exemptions, and no-action relief from the collateral consequences of the injunction in areas under the SEC's jurisdiction. In addition to the injunction noted above, the judgment of the District Court requires DBSI to comply with the undertakings specified in the judgment, and provides that DBSI may be required to pay civil monetary penalties pursuant to Section 21(D)(3) of the Exchange Act. The undertakings require, among other things, that DBSI offer to purchase at par certain ARS from eligible investors; reimburse eligible investors that sold ARS below par; participate in a special arbitration procedure for consequential damages claims by eligible investors; work to provide liquidity solutions for institutional investors not part of the ARS buy back; agree not to liquidate its own inventory of a particular ARS without making that liquidity opportunity available, as soon as practicable, for eligible customers; and provide other relief as described in the judgment. Without admitting or denying the allegations in the SEC complaint, DBSI consented to the entry of an injunction permanently enjoining it from engaging in violations of Section 15(C) of the Securities Exchange Act of 1934. DWS Investment GmbH (DWS), a control affiliate of the registrant. Landgericht Frankfurt am Main. Aktenzeichen: 3-10 O 83/22 03/10/2023 Verbraucherzentrale Baden-Wurttemberg e.V. (VzBW) The Verbraucherzentrale Baden-Wurttemberg e.V. (VzBW) alleged that DWS Investment GmbH (DWS) made misleading statements in violation of the German Act Against Unfair Competition (UWG) in two marketing documents for a fund entitled DWS Invest ESG Climate Tech used vis-a-vis consumers in Germany. On July 27, 2022, VzBW sent a letter (the Letter) to DWS demanding that DWS cease and desist from making certain statements in two marketing documents for a fund entitled DWS Invest ESG Climate Tech used vis-a-vis consumers in Germany which the VzBW alleged were in violation of the UWG. On August 18, 2022, DWS responded to the letter and denied the statements in the marketing documents were in violation of the UWG. On October 14, 2022, VzBW served DWS with the lawsuit, alleging the same violations as in the Letter, in the Landgericht Frankfurt am Main (the District Court of Frankfurt am Main). On March 7, 2023, DWS, without admitting or denying the allegations, agreed with VzBW to the Settlement, in which DWS and VzBW agreed that beginning March 22,2023, DWS would no longer use the two marketing documents for the fund DWS ESG Climate Tech vis-a-vis consumers in Germany without making certain changes to the marketing documents and issuing a corresponding declaration. Both DWS and VzBW subsequently declared that a court decision was no longer needed and the Landgericht Frankfurt am Main declared the lawsuit to be over without a court ruling on March 10, 2023 due to the Settlement. DWS denied the accusations. DWS agreed to not use the 2 marketing documents for the fund w/o making certain changes to the marketing documents and issuing a corresponding declaration. The lawsuit was deemed to be over on 03/10/23 w/o a court ruling. Deutsche Bank S.p.A. (DB SpA), a Control Affiliate of the Registrant. La Corte d Appello di Napoli Sezione Prima Civile G.R. No. 4801/2017 04/24/2024 Ministero dell Economia e delle Finanze, Ragioneria Territoriale Dello Stato di Napoli (MEF) The MEF alleged that DB SpA and an employee failed to file suspicious transaction reports with the Financial Intelligence Unit of Italy (UIF) relating to certain transactions totaling 3,638,106 EUR as required under Article 3 of Italian Law No. 197/1991. On June 23, 2010, the MEF issued an administrative order in connection with DB SpA alleged failure to report to UIF certain transactions related to DB SpA client accounts. In particular, the MEF highlighted a series of transactions in 2003 relating to an account in the name of La Vera Mozzarella di Bufala s.r.l. The MEF alleged that these transactions, totaling 3,638,106 EUR were not reported to UIF as required under Article 3 of Law No. 197/1991. On April 24, 2024, the Naples Court of Appeals reduced the penalty from an original 363,000 EUR (approximately 418,000 USD) to 250,000 EUR (approximately 284,000 USD), assessed jointly and severally, but otherwise upheld the order. The penalty was timely paid. Y Deutsche Bank AG (DBAG), a Control Affiliate of the Registrant Interest-Rate Swaps 03/22/2011 Civil Division of the Federal Court of Justice of Germany Karlsruhe, Germany The Registrant has not been the subject of this matter: Initiation date: 2/5/2010. The Civil Division of the Federal Court of Justice of Germany found that Deutsche Bank AG (DBAG) violated certain advisory duties in providing advice on entering into an interest rate swap agreement (CMS spread ladder swap contract) structured by the Bank but not disclosing a conflict of interest. Monetary Fine: 541,000 euros plus interest (after deducting interest payments received). Deutsche Bank AG (DBAG), a Control Affiliate of the Registrant TRIBUNALE ORDINARIO DI MILANO - SEZIONE SECONDA; 11622/16 REG. GEN. 10/11/2023 PROCURA DELLA REPUBBLICA PRESSO IL TRIBUNALE DI MILANO THE MILAN PUBLIC PROSECUTOR ALLEGED THAT DEUTSCHE BANK AG/DEUTSCHE BANK AG LONDON BRANCH ("DB AG") FAILED TO PROVIDE ADEQUATE MANAGEMENT AND SUPERVISION UNDER ITALIAN LEGISLATIVEDECREE 231 (NON-CRIMINAL LIABILITY) IN CONNECTION WITH ALLEGEDLY UNLAWFUL REPO TRANSACTIONS BETWEEN DB AG AND BANCA MONTE DEI PASCHI DI SIENA ("BMPS") AND ITS SUBSIDIARY SANTORINI. THETRANSACTIONS WERE ALLEGEDLY INTENDED TO HIDE BMPS LOSSES BY ALLOWING BMPS TO ACCOUNT FORTHE TRADES AS A FINANCING ON AN ACCRUAL BASIS, AND PERMITTED SOME BMPS SENIOR MANAGEMENT TO DISSEMINATE FALSE INFORMATION TO THE MARKET THROUGH THE PUBLICATION OF PRESS RELEASES QUOTING FINANCIAL DATA EMERGING FROM CERTAIN BMPS FINANCIAL STATEMENTS. Update: on 09/22/20 DBAG filed an appeal with the Milan Court of Appeal. On 5/6/22, the Milan Court of Appeal acquitted the individual defendants and ruled that DBAG had no liability under Italian Legislative Decree No. 231. Following an appeal by the public prosecutor, the Italian Court of Cassation ruled on 10/11/23 that the appeal of the prosecutor was inadmissible and confirmed the acquittal verdicts of the court of appeal. 11/8/19 TRIBUNALE FOUND DBAG NON-CRIMINALLY LIABLE FOR FAILING TO PROVIDE ADEQ MGMT & SUPERVISION 9/22/20 DBAG filed an appeal, 5/6/22 Milan court of appeal acquitted the individual defendants and ruled that DBAG had no liability. DEUTSCHE BANK NATIONAL TRUST COMPANY, DEUTSCHE BANK TRUST COMPANY AMERICAS, & DEUTSCHEBANK TRUST COMPANY DELAWARE; CONTROL AFFILIATES OF REGISTRANT N/A 09/15/2020 U.S. DISTRICT COURT FOR THE SOUTHERN DISTRICT OF INDIANA U.S. DISTRICT COURT FOR THE SOUTHERN DISTRICT OF INDIANA Description: THE CONSUMER FINANCIAL PROTECTION BUREAU ("CFPB") ALLEGED THAT DEUTSCHE BANK NATIONAL TRUST COMPANY ("DBNTC"), SOLELY IN ITS CAPACITY AS LENDER TRUSTEE OF PEAKS TRUST 2009-1 ("PEAKS"), DEUTSCHE BANK TRUST COMPANY DELAWARE ("DBTCD"), SOLELY IN ITS CAPACITY AS OWNER TRUSTEE OF PEAKS, AND DEUTSCHE BANK TRUST COMPANY AMERICAS ("DBTCA"), SOLELY IN ITS CAPACITY AS INDENTURE TRUSTEE AND COLLATERAL AGENT OFPEAKS (TOGETHER WITH DBNTC AND DBTCD, THE "DB TRUSTEE ENTITIES"), PROVIDED SUBSTANTIAL ASSISTANCE TO ITT TECHNICAL INSTITUTE AND ITT EDUCATION SERVICES, INC. (COLLECTIVELY, "ITT") IN THEIRABOVE-REFERENCED CAPACITIES RELATED TO PEAKS FROM JULY 2011 THROUGH THE DATE OF THE ORDER. IT IS ALLEGED THAT ITT ENGAGED IN UNFAIR, DECEPTIVE, OR ABUSIVE PRACTICES IN CONNECTION WITH ITSPRIVATE STUDENT LOAN PROGRAM. THE CFPB SETTLEMENT DID NOT INCLUDE ANY FINDINGS AGAINST OR ADMISSIONS OF LIABILITY BY THE DB TRUSTEE ENTITIES. AS A RESULT OF THE SETTLEMENT, PEAKS WILL BE TERMINATED AND THE PEAKS STUDENT LOANS WILL BE DISCHARGED. THE DB TRUSTEE ENTITIES HAVE ALSO ENTERED INTO ASSURANCES OF VOLUNTARY COMPLIANCE WITH THE ATTORNEYS GENERAL OF 47 STATES ANDTHE DISTRICT OF COLUMBIA UNDER SUBSTANTIALLY SIMILAR TERMS. CFPB STLMT HAD NO FINDINGS AGAINST/ADMISSIONS OF LIAB. BY DB TRUSTEE ENTITIES. PEAKS WILL BE TERMED & PEAKS STUDENT LOANS WILL BE DISCHRGED. DB TRUSTEE ENTITIES ENTERED INTO ASSURANCES OFVOLUNTARY COMPL W/ ATTY GEN OF 47 STATES & DC UNDER SIMILAR TERMS. DEUTSCHE BANK AG (DBAG), a Control Affiliate of the Registrant M 2021/60 03/10/2022 EUREX DEUTSCHLAND (EUREX) EUREX DEUTSCHLAND ("EUREX") FOUND THAT, FROM APRIL 2021 THROUGH JUNE 2021, DEUTSCHE BANK AG, FRANKFURT AM MAIN ("DB AG") FAILED TO CONVERT 126 SHORT CODES INTO LONG CODES AS REQUIRED BY SECTION 72 OF THE EUREX EXCHANGE RULES, RESULTING IN A VIOLATION OF SECTION 26 G OF THE GERMAN STOCK EXCHANGE ACT AS WELL AS ARTICLE 25(2) AND (3) OF REGULATION (EU) NO. 600/2014. 2/10/22, DBAG RECEIVED A DECISION FROM EUREX FINDING FROM 4/21-6/21 DBAG FAILED TO CONVERT SHORTCODES IN VIOLATION OF THE GERMAN STOCK EXCHANGE ACT & ARTICLE 25 OF REGULATION 600/2014, &ISSUING A REPRIMAND TO DBAG. THE DECISION BECAME FINAL ON 3/10/22. DEUTSCHE BANK AG (DBAG), a Control Affiliate of the Registrant H 53-2021 05/27/2022 FRANKFURT STOCK EXCHANGE ("FSE") THE FRANKFURT STOCK EXCHANGE ("FSE") FOUND THAT, FROM JUNE 2021 THROUGH OCTOBER 2021,DEUTSCHE BANK AG, FRANKFURT AM MAIN ("DB AG") FAILED TO CONVERT 366 SHORT CODES INTO LONG CODESAS REQUIRED BY SECTION 114 OF THE FSE RULES, RESULTING IN A VIOLATION OF SECTION 26 G OF THEGERMAN STOCK EXCHANGE ACT AS WELL AS ARTICLE 25(2) AND (3) OF REGULATION (EU) NO. 600/2014. 4/25/22, DB AG RECEIVED A DECISION FROM FSE FINDING DB AG FAILED TO CONVERT SHORT CODES INTO LONGCODES AS REQUIRED BY FSE RULES. FSE ISSUED A REPRIMAND TO DB AG, BUT NOT IMPOSING A FINE OROTHER MONETARY SANCTION. DECISION BECAME FINAL ON 5/27/22. ZHONG DE SECURITIES COMPANY LIMITED (ZDS), a Control Affiliate of the Registrant 2022 NO. 30 06/16/2022 CHINA SECURITIES REGULATORY COMMISSION (CSRC) THE CHINA SECURITIES REGULATORY COMMISSION ("CSRC") FOUND THAT ZHONG DE SECURITIES COMPANY LIMITED ("ZDS"). A COMPANY IN WHICH DEUTSCHE BANK AG ("DBAG") HAS A 33.3% OWNERSHIP AND VOTING INTEREST-VIOLATED CHINESE DUE DILIGENCE REGULATORY REQUIREMENTS ASSOCIATED WITH ZDS'S ROLE ASSPONSOR AND JOINT UNDERWRITER IN A 2016 PRIVATE PLACEMENT OF SECURITIES. ON 6/16/22, CSRC FOUND THAT ZDS VIOLATED CHINESE DUE DILIGENCE REG REQUIREMENTS. CSRC ORDERED DISGORGEMENT & A FINE ON ZDS. THE TOTAL AMOUNT OF WHICH, CNY 16,981,091 (APPROX. USD $2,533,697), WAS TIMELY PAID. Y Deutsche Bank Securities Inc. (DBSI), a Control Affiliate of the Registrant United States Securities and Exchange Commission 01/19/2017 File No. 3-12514 The Registrant has not been the subject of this matter: Amended filing date: 12/21/2006. On December 21, 2006 the SEC instituted and settled an administrative proceeding against Deutsche Bank Securities Inc. ("DBSI") in connection with DBSI's alleged failure to properly supervise one of its former registered representatives who had engaged in deceptive market timing of mutual fund shares in client accounts. The SEC further alleged that DBSI, through the conduct of the former registered representative, violated Rule 22C-1(A), as adopted under section 22(C) of the Investment Company Act of 1940 by the conduct of the former registered representative entering late trades for at least one customer. The SEC alleged that the former registered representative received and entered orders to purchase, redeem or exchange mutual fund shares for the4:00 P.M. eastern time market close on certain occasions where customer orders received before 4:00 P.M. were blocked by fund companies as market timing trades. The customer orders entered into after 4:00 P.M. served as substitute orders for those that had been previously received and blocked before 4:00 P.M. The SEC also alleged that DBSI violated Section 15(B)(4)(E) of the Exchange Act because it allegedly failed to properly supervise the former registered representative who had engaged in the conduct. On December 21, 2006 the SEC also issued an order under Rule 602(E) of the Securities Act of1933 on behalf of Deutsche Asset Management, Inc., Deutsche Investment Management Americas, Inc., and Deutsche Bank Securities Inc., granting a waiver of the disqualification provision of Rule 602(C)(3). Without admitting or denying the SEC's allegations or findings, DBSI agreed to total payment of $442,954, consisting of $202,835 in disgorgement, $202,835 in civil penalty, and $37,284 in prejudgment interest. The fine of $442,954 was paid on January 19, 2007. Without admitting or denying the SEC's allegations or findings, DBSI agreed to total payment of $442,954, consisting of $202,835 in disgorgement, $202,835 in civil penalty, and $37,284 in prejudgment interest. The fine was paid on January 19,2007. Deutsche Investment Management Americas Inc. (DIMA) and Deutsche Asset Management Inc. (DAMI), Control Affiliates of the Registrant Docket/Case Number: 3-12513 12/21/2006 United States Securities and Exchange Commission The Registrant has not been the subject of this matter: Initiation date: 12/21/2006. Deutsche Investment Management Americas Inc. ("DIMA"), and Deutsche Asset Management, Inc. ("DAMI") which merged into DIMA as of 12/31/2006, serve as investment advisors to the DWS Scudder Funds. The SEC alleged DIMA and DAMI breached their fiduciary duty to certain DWS Scudder Funds by failing to effectively limit trading activity in DWS Scudder Funds. The SEC also alleged that DIMA and DAMI breached their fiduciary duty to certain DWS Scudder Funds by entering into market timing arrangements with investors. The SEC censured DIMA and DAMI and ordered DIMA and DAMI to pay $17.2 million in disgorgement, which will be deemed to be paid through payments made under a separate order by the New York Attorney General. The SEC also issued a cease and desist order against DIMA and DAMI. DIMA and DAMI are subject to certain undertakings regarding the conduct of its business in the future, including: formation of a code of ethics oversight committee to oversee all matters relating to issues arising under DIMA and DAMI's code of ethics; establishment of an internal compliance controls committee having overall compliance oversight responsibility of DIMA and DAMI; engagement of an independent compliance consultant to conduct a comprehensive review of the DIMA and DAMI's supervisory compliance and other policies and procedures designed to prevent and detect breaches of fiduciary duty, breaches of the code of ethics and Federal Securities Law violations by DIMA and DAMI and their employees; and within 120 days and in 2008, DIMA and DAMI shall undergo a compliance review by an independent third party. DIMA and DAMI were ordered to pay, jointly and severally, $17.2 million in disgorgement. The entire amount is to be distributed to the affected DWS Scudder Funds. DIMA and DAMI were ordered to pay, jointly and severally, $17.2 million in disgorgement. The entire amount is to be distributed to the affected DWS Scudder Funds. Deutsche Bank AG (DBAG), a Control Affiliate of the Registrant 15-20 04/23/2015 U.S. Commodity Futures Trading Commission ("CFTC") The Registrant has not been the subject of this matter: Date Initiated: 4/23/2015. Deutsche Bank AG ("DBAG"), Deutsche Bank Securities Inc.'s ("DBSI's") Indirect Parent, agreed to settle charges of manipulation, attempted manipulation and false reporting relating to USD, GBP, JPY and CHF Libor and Euribor. Without admitting or denying the allegations, DBAG agreed to pay the fine of $800,000,000.00 which was paid on 5/1/15. DBAG was ordered to pay a fine of $800,000,000.00. The fine was paid on 5/1/15. DBAG was ordered to pay a fine of $800,000,000.00. The fine was paid on 5/1/15. Deutsche Bank Securities Inc. (DBSI), a Control Affiliate of the Registrant File No. 3-17730 12/16/2016 Securities and Exchange Commission The Registrant has not been the subject of this matter: Date Initiated: 12/16/2016. The Order instituting Administrative and Cease-and-Desist Proceedings (the "Order") issued by the SEC against Deutsche Bank Securities Inc. ("DBSI") relates to one of DBSI's "Smart Order Routers" which routes primarily to dark pools. The Order alleged that a component of the Smart Order Router "was not fully operating" from January 2012 to February 2014 due to a "coding error". The Order also alleged certain deficiencies in DBSI's Form ATS filings. The disposition of the Action is final as of the Date of the Order, December 16,2016. Monetary penalty of $18,500,000 was paid on December 19, 2016. The Order also requires DBSI to "Cease and Desist from committing or causing any violations and any future violations of Section 17(A)(2) of the Securities Act and Rule 301(B)(2) of Regulations ATS". The disposition of the Action is final as of the Date of the Order, December 16, 2016. Deutsche Bank Securities Inc. (DBSI), a Control Affiliate of the Registrant FILE NO. 3-19100 03/11/2019 SECURITIES AND EXCHANGE COMMISSION THE SEC ALLEGED THAT DEUTSCHE BANK SECURITIES INC. ("DBSI") PURCHASED, RECOMMENDED, OR HELDFOR ADVISORY CLIENTS MUTUAL FUND SHARE CLASSES THAT CHARGED 12B-1 FEES INSTEAD OF LOWER-COSTSHARE CLASSES OF THE SAME FUNDS FOR WHICH THE CLIENTS WERE ELIGIBLE BETWEEN JANUARY 1, 2014AND JUNE 11, 2018. THE SEC ALLEGED THAT DBSI RECEIVED 12B-1 FEES FROM THESE CLIENTS THAT IT WOULDNOT HAVE COLLECTED HAD SUCH CLIENTS BEEN INVESTED IN AVAILABLE LOWER-COST SHARE CLASSES. THESEC ALSO ALLEGED THAT DBSI FAILED TO DISCLOSE CONFLICTS OF INTEREST RELATED TO ITS RECEIPT OF12B-1 FEES AND ITS SELECTION OF MUTUAL FUND SHARE CLASSES THAT PAY SUCH FEES DBSI, WITHOUT ADMITTING/DENYING, ENTERED INTO SETTLEMENT WITH THE SEC & AGREED TO: A CENSURE, CEASE & DESIST VIOLATING SECTIONS 206(2) & 207 OF ADVISERS ACT, PAY $2,971,462.85 IN DISGORGEMENT &INTEREST, & UNDERTAKINGS. DEUTSCHE BANK TRUST COMPANY AMERICAS (DBTCA), A CONTROL AFFILIATE OF THE REGISTRANT ADMINISTRATIVE PROCEEDING FILE NO. 3-19154 04/25/2019 SECURITIES AND EXCHANGE COMMISSION WITHOUT ADMITTING OR DENYING THE SEC'S ALLEGATIONS, DBTCA CONSENTED TO THE ENTRY OF THE SEC'S ORDER. THE ORDER FOUND THAT DBTCA OMITTED TO DISCLOSE TO CLIENTS WHOSE ASSETS WERE ALLOCATED, IN PART, TO HEDGE FUNDS THAT DBTCA ONLY SELECTED FOR RECOMMENDATION HEDGE FUNDS THAT SHARED MANAGEMENT FEES, ALSO KNOWN AS RETROCESSIONS, WITH DBTCA. DBTCA DISCLOSED TO CLIENTS WHO INVESTED IN HEDGE FUNDS THE EXISTENCE AND AMOUNT OF THE RETROCESSION THAT DBTCA RECEIVED. WITHOUT ADMITTING/DENYING, DBTCA CONSENTED TO THE ENTRY OF A CEASE-AND-DESIST ORDER AND TOPAY CIVIL MONEY PENALTY OF $500,000, WHICH WAS PAID TO THE U.S. TREASURY ON MAY 8 2019. THE SEC ISSUED THE SETTLED ORDER FULLY RESOLVING THIS MATTER ON APR 25 2019. Deutsche Bank AG (DBAG), a Control Affiliate of the Registrant FILE NO. 3-19373 08/22/2019 SECURITIES AND EXCHANGE COMMISSION THE SEC ALLEGED THAT DEUTSCHE BANK AG ("DBAG") PROVIDED EMPLOYMENT TO THE RELATIVES OF FOREIGN GOVERNMENT OFFICIALS AS A PERSONAL BENEFIT TO THOSE OFFICIALS IN ORDER TO INFLUENCE THEM TO ASSIST DBAG IN OBTAINING OR RETAINING BUSINESS OR OTHER BENEFITS BETWEEN 2006 AND 2014. THE SEC ALLEGED THAT DBAG'S 2010 ASIA-PACIFIC HIRING POLICY DID NOT APPLY TO ALL CATEGORIES OF HIRES AND WAS NOT EFFECTIVELY ENFORCED BY DBAG TO DETECT AND PREVENT ITS EMPLOYEES FROM OFFERING TEMPORARY EMPLOYMENT TO CANDIDATES REFERRED BY CURRENT OR POTENTIAL CLIENTS TO DETECT AND PREVENT CORRUPT HIRING PRACTICES. THE SEC ALLEGED THAT DBAG EMPLOYEES CREATED FALSE BOOKS AND RECORDS THAT CONCEALED THESE HIRING PRACTICES AND FAILED TO ACCURATELY DOCUMENT AND RECORD CERTAIN RELATED EXPENSES. THE SEC ALSO ALLEGED THAT DBAG FAILED TO DEVISEAND MAINTAIN A SYSTEM OF INTERNAL ACCOUNTING CONTROLS AROUND ITS HIRING PRACTICES SUFFICIENT TO PROVIDE REASONABLE ASSURANCES THAT ITS EMPLOYEES DID NOT VIOLATE ANTI-BRIBERY LAWS. DBAG, WITHOUT ADMITTING/DENYING, ENTERED INTO SETTLEMENT WITH THE SEC & AGREED TO CEASE AND DESIST FROM VIOLATING SECTIONS 13(B)(2)(A) AND 13(B)(2)(B) OF THE SECURITIES EXCHANGE ACT OF 1934 AND PAY $16,178,850 IN DISGORGEMENT & INTEREST, & UNDERTAKINGS. Y Deutsche Bank Securities Inc. (DBSI), a Control Affiliate of the Registrant CFTC DOCKET NO. 20-17 06/18/2020 COMMODITY FUTURES TRADING COMMISSION ("CFTC") THE CFTC ALLEGES THAT AT VARIOUS TIMES BETWEEN JANUARY AND DECEMBER 2013, BY AND THROUGH THE ACTS OF TWO TOKYO-BASED TRADERS, ONE IN U.S. TREASURIES AND ONE IN U.S. TREASURIES AND EURO DOLLARS, DEUTSCHE BANK SECURITIES INC. ("DBSI") ENGAGED IN THE PRACTICE OF "SPOOFING"(BIDDING OR OFFERING WITH THE INTENT TO CANCEL THE BID OR OFFER BEFORE EXECUTION). ON JUNE 18, 2020, DBSI, WITHOUT ADMITTING OR DENYING THE ALLEGATIONS, DBSI AGREED TO CEASE AND DESIST FROM VIOLATING SECTION 4C(A)(5)(C) OF THE COMMODITY EXCHANGE ACT, AND PAY A CIVIL MONEY PENALTY OF $1,250,000, WHICH WAS TIMELY PAID ON JUNE 23, 2020. N Y Deutsche Bank Securities Inc. (DBSI), a Controlled Affiliate of the Registrant File No. 3-17730 12/16/2016 Securities and Exchange Commission In reference to the "Title of Action" noted above, please see response to question 10(c)(1)(v). In reference to the "Title of Action" noted above, please see response to question 10(c)(1)(vi). Y Deutsche Bank AG (DBAG) including DBAG (NY Branch), a Control affiliate of the Registrant N/A 06/20/2018 New York State Department of Financial Services On June 20, 2018, the New York State Department of Financial Services ("DFS"), DBAG and DBAG's New York Branch (collectively, "the bank") entered into a consent order ("order"). although the order recognized the bank's "extraordinary cooperation" with the DFS and institution of "wide-ranging reforms to address improper conduct in its fx trading business", the DFS found that the bank "fail[ed] to implement effective controls over its fx business" to ensure that the bank's fx activities complied with safe and sound banking practices and applicable internal policies, which prevented the bank from detecting and addressing improper conduct by certain of its fx traders and salespersons from 2007 to 2013. As a result of this conduct, the DFS found that the bank engaged in unsafe, unsound, and improper conduct. the bank consented to the entry of the order on June 20, 2018 by the DFS, pursuant to which the bank: (a) shall pay a civil monetary penalty of $205,000,000, which the bank paid on June 22, 2018; (b) shall not rehire or retain certain former employees involved in the misconduct described in the order; (c) shall submit written plans to improve senior management oversight and the compliance risk management program, an enhanced written internal controls and compliance program, and an enhanced written internal audit program to the DFS within 90 days of the order; (d) for sub-section c, shall promptly implement the approved plans and programs within 10 days of approval by the DFS and thereafter fully comply with them; and (e) shall submit written progress reports to the DFS at the point of 12 and 24 months after execution of the order. See above. Y DEUTSCHE BANK AG, DEUTSCHE BANK AG (NEW YORK), DBTCA, Control Affiliate of the Registrant N/A 07/07/2020 New York State Department of Financial Services ("DFS") IN A CONSENT ORDER DATED JULY 7, 2020 (THE "CONSENT ORDER"), THE NEW YORK STATE DEPARTMENT OF FINANCIAL SERVICES ("NY DFS") FOUND THAT DEUTSCHE BANK AG ("DBAG"), DBAG NEW YORK BRANCH (THE"NY BRANCH"), AND DEUTSCHE BANK TRUST COMPANY AMERICAS ("DBTCA," TOGETHER WITH DBAG AND THE NY BRANCH, "DEUTSCHE BANK" OR THE "BANK"), IN CONNECTION WITH THE BANK'S FORMER RELATIONSHIP WITH JEFFREY EPSTEIN AND FORMER CORRESPONDENT BANKING RELATIONSHIPS WITH DANSKE BANK A/S ESTONIA BRANCH ("DANSKE ESTONIA") AND THE FEDERAL BANK OF THE MIDDLE EAST LTD. ("FBME"), CONDUCTED BUSINESS IN AN UNSAFE AND UNSOUND MANNER AND FAILED TO MAINTAIN AN EFFECTIVE AND COMPLIANT ANTI-MONEY LAUNDERING PROGRAM. NY DFS FOUND THAT THE BANK FAILED TO ADEQUATELY MONITOR THE ACTIVITY OF MR. EPSTEIN AND HIS RELATED ENTITIES BETWEEN AUGUST 2013 AND DECEMBER 2018 DESPITE DEEMING MR. EPSTEIN A "HIGH RISK" CLIENT, THEREBY FAILING TO DETECT AND PREVENT SUSPICIOUS TRANSACTIONS. IN CONNECTION WITH THE BANK'S CORRESPONDENT BANKING RELATIONSHIP WITH FBME (TERMINATED IN JULY 2014), NY DFS FOUND THAT THE HIGH-RISK NATURE OF THE RELATIONSHIP,THE HIGH NUMBER OF SUSPICIOUS TRANSACTIONS, AND OTHER AML-RELATED ISSUES SHOULD HAVE PROMPTED THE BANK TO EXIT THE RELATIONSHIP BEFORE THE U.S. TREASURY DEPARTMENT'S FINANCIALCRIMES ENFORCEMENT NETWORK NAMED FBME AS A FOREIGN FINANCIAL INSTITUTION OF PRIMARY MONEYLAUNDERING CONCERN IN JULY 2014. IN CONNECTION WITH THE BANK'S CORRESPONDENT BANKING RELATIONSHIP WITH DANSKE ESTONIA (TERMINATED IN OCTOBER 2015), NY DFS FOUND THAT THE BANK CONTINUED ITS RELATIONSHIP WITH DANSKE ESTONIA DESPITE THE HIGH NUMBER OF SUSPICIOUS TRANSACTIONS, THE HISTORY OF HIGH-RISK SCORES THE BANK ASSIGNED TO DANSKE ESTONIA, AND THE BANK'S DISCUSSIONS WITH DANSKE ESTONIA ABOUT DANSKE ESTONIA'S AML POLICIES AND CONTROLS. DB AGREED TO COOPERATE WITH AN INDEPENDENT MONITOR APPOINTED PURSUANT TO A PRIOR CONSENT ORDER WITH THE NY DFS, DATED 1/30/2017; PAY A CIVIL MONEY PENALTY OF $150,000,000, WHICH WAS TIMELY PAID ON 7/10/2020, AND TO COOPERATE WITH THE NY DFS CONSENT ORDER. N Y DEUTSCHE BANK AG, DEUTSCHE BANK AG (NEW YORK), DBTCA, Control Affiliate of the Registrant N/A 07/07/2020 New York State Department of Financial Services ("DFS") IN A CONSENT ORDER DATED JULY 7, 2020 (THE "CONSENT ORDER"), THE NEW YORK STATE DEPARTMENT OF FINANCIAL SERVICES ("NY DFS") FOUND THAT DEUTSCHE BANK AG ("DBAG"), DBAG NEW YORK BRANCH (THE"NY BRANCH"), AND DEUTSCHE BANK TRUST COMPANY AMERICAS ("DBTCA," TOGETHER WITH DBAG AND THE NY BRANCH, "DEUTSCHE BANK" OR THE "BANK"), IN CONNECTION WITH THE BANK'S FORMER RELATIONSHIP WITH JEFFREY EPSTEIN AND FORMER CORRESPONDENT BANKING RELATIONSHIPS WITH DANSKE BANK A/S ESTONIA BRANCH ("DANSKE ESTONIA") AND THE FEDERAL BANK OF THE MIDDLE EAST LTD. ("FBME"), CONDUCTED BUSINESS IN AN UNSAFE AND UNSOUND MANNER AND FAILED TO MAINTAIN AN EFFECTIVE AND COMPLIANT ANTI-MONEY LAUNDERING PROGRAM. NY DFS FOUND THAT THE BANK FAILED TO ADEQUATELY MONITOR THE ACTIVITY OF MR. EPSTEIN AND HIS RELATED ENTITIES BETWEEN AUGUST 2013 AND DECEMBER 2018 DESPITE DEEMING MR. EPSTEIN A "HIGH RISK" CLIENT, THEREBY FAILING TO DETECT AND PREVENT SUSPICIOUS TRANSACTIONS. IN CONNECTION WITH THE BANK'S CORRESPONDENT BANKING RELATIONSHIP WITH FBME (TERMINATED IN JULY 2014), NY DFS FOUND THAT THE HIGH-RISK NATURE OF THE RELATIONSHIP, THE HIGH NUMBER OF SUSPICIOUS TRANSACTIONS, AND OTHER AML-RELATED ISSUES SHOULD HAVE PROMPTED THE BANK TO EXIT THE RELATIONSHIP BEFORE THE U.S. TREASURY DEPARTMENT'S FINANCIALCRIMES ENFORCEMENT NETWORK NAMED FBME AS A FOREIGN FINANCIAL INSTITUTION OF PRIMARY MONEY LAUNDERING CONCERN IN JULY 2014. IN CONNECTION WITH THE BANK'S CORRESPONDENT BANKING RELATIONSHIP WITH DANSKE ESTONIA (TERMINATED IN OCTOBER 2015), NY DFS FOUND THAT THE BANK CONTINUED ITS RELATIONSHIP WITH DANSKE ESTONIA DESPITE THE HIGH NUMBER OF SUSPICIOUS TRANSACTIONS, THE HISTORY OF HIGH-RISK SCORES THE BANK ASSIGNED TO DANSKE ESTONIA, AND THE BANK'S DISCUSSIONS WITH DANSKE ESTONIA ABOUT DANSKE ESTONIA'S AML POLICIES AND CONTROLS. DB AGREED TO COOPERATE WITH AN INDEPENDENT MONITOR APPOINTED PURSUANT TO A PRIOR CONSENT ORDER WITH THE NY DFS, DATED 1/30/2017; PAY A CIVIL MONEY PENALTY OF $150,000,000, WHICH WAS TIMELY PAID ON 7/10/2020, AND TO COOPERATE WITH THE NY DFS CONSENT ORDER. N N Y Deutsche Bank Securities Inc. (DBSI), a Control Affiliate of the Registrant NYSE DEC. 04-128 08/27/2004 New York Stock Exchange The Registrant has not been the subject of this matter: Initiation date: August 2, 2004. The NYSE charged violations of NYSE Rules 401, 472, and 476(A)(6) in connection with alleged conflicts of interest resulting from investment banking influence over research analysts; the issuance of research reports affected by those conflicts of interest; payments to and from other securities firms and the receipt of payments from issuers for research; and the non-disclosure of such payments. The NYSE also charged violations of NYSE Rule 342 for allegedly not adequately supervising its research analysts in order to prevent conflicts of interest, as well as NYSE Rule 476(A)(11) for allegedly not promptly producing e-mail. The current status is closed on August 27, 2004. Without admitting or denying the allegations, DBSI agreed to a stipulation and consent with the NYSE ,and to pay $87.5 million. The Stipulation and Consent included undertakings with respect to the separation of research and investment banking; mandatory disclosures to be included in research reports and transparency of research analysts' ratings and projections; and the use of independent, third-party research services. DBSI has agreed to pay: (I) $50 million, offset in the amount of $25 million to be paid pursuant to agreements with state regulators in related proceedings; (II) $25 million to fund the provision of independent research to investors (payable over the next five years); (III) $5 million to promote investor education (payable over the next five years); and (IV) $7.5 million in connection with allegations concerning Section 17(B) of the Exchange Act. Closed on August 27, 2004. Without admitting or denying the allegations, DBSI agreed to a stipulation and consent with the NYSE, and to pay $87.5 million. Deutsche Bank Securities Inc. (DBSI), a Control Affiliate of the Registrant Docket/Case Number: CAF040062 08/20/2004 National Association of Securities Dealers, Inc. The Registrant has not been the subject of this matter: Initiation date: August 20, 2004. The NASD charged violations of NASD Rules 2110, 2210(D)(1), and 2210(D)(2) in connection with alleged conflicts of interest resulting from investment banking influence over research analysts; the issuance of research reports affected by those conflicts of interest; payments to and from other securities firms and the receipt of payments from issuers for research; and the non-disclosure of such payments. The NASD also charged violations of NASD Rule 3010 for allegedly not adequately supervising its research analysts in order to prevent conflicts of interests, as well as NASD Rule 2110 for allegedly not promptly producing e-mail. The current status is closed on August 20, 2004. Without admitting or denying the allegations, DBSI agreed to a letter of acceptance, waiver and consent with the NASD and to pay $87.5 million. The WAC included undertakings with respect to the separation of research and investment banking; mandatory disclosures to be included in research reports and transparency of research analysts' ratings and projections; and the use of independent, third-party research services. DBSI has agreed to pay: (I) $50 million, offset in the amount of $25 million to be paid pursuant to agreements with state regulators in related proceedings; (II) $25 million to fund the provision of independent research to investors (payable over the next five years); (III)$5 million to promote investor education (payable over the next five years); and (IV) $7.5 million in connection with allegations concerning Section 17(B) of the Exchange Act. Closed on August 20, 2004. Without admitting or denying the allegations, DBSI agreed to a letter of acceptance, waiver and consent with the NASD and to pay $87.5 million. Deutsche Bank Securities, Inc.'s (DBSI or Firm) , a Control Affiliate of the Registrant 20080136798-01 12/14/2012 Financial Industry Regulatory Authority ("FINRA") The Registrant has not been the subject of this matter: Date Initiated: 12/14/2012. FINRA alleged that during the period from January 1, 2008 through June 15, 2012, in 98 instances, Deutsche Bank Securities Inc.'s ("DBSI" or "firm") trade volume manually advertised by traders on Autex, Bloomberg and/or Reuters substantially exceeded the Firm's executed trade volume for the security involved. FINRA alleged that this conduct violated NASD Rule S 2110, 2210, 3310 and IM-3310. In addition, FINRA alleged that, during the period October 15, 2010 through June 15, 2012, the Firm's systems failed to accurately advertise trade volume. FINRA alleged that more than four billion shares, which comprised about four percent of the Firm's volume during the period, that were not eligible for advertisement were advertised. FINRA alleged that this conduct violated FINRA Rules 2010 and 5210 and NASD Rule 2210. Finally, FINRA alleged that the Firm failed to establish and implement a supervisory system that was reasonably designed to ensure compliance with regulatory requirements for accuracy in the Firm's advertisements of executed trade volume. FINRA alleged that this conduct violated NASD Rule 2010 (for the period prior to December 15, 2008), FINRA Rule 2010 (for the period on and after December 15, 2008) and NASD Rule 3010. In determining the sanctions in this matter, FINRA took into account that, upon receiving the FINRA staff's initial inquiry letter for this matter, the Firm (i) conducted an internal investigation, (ii) provided a written summation of the results of that investigation, and (iii) imposed disciplinary actions against some of the traders responsible for certain of the inflated advertisements. In addition, the Firm self-reported the remainder of the violations to the FINRA staff prior to FINRA becoming aware of the issues involved. Without admitting or denying FINRA's findings and without adjudication of any issue of law or fact, DBSI consented, solely for the purpose of this proceeding, to the entry of FINRA's findings with respect to allegations of violations of NASD and FINRA Rules (listed under allegations) as a result of overstating its advertised trade volume and failing to establish and implement appropriate supervisory procedures regarding advertised trade volume. DBSI also consented to the following sanctions: a censure and fine in the amount of $1.25 million; and an undertaking to revise the Firm's supervisory procedures relating to advertised trade volume. The fine was paid on 1/2/13. Without admitting or denying the findings and without adjudication of any issue of law or fact, DBSI consented to FINRA's findings, a censure, a fine of $1.25 mil. and an undertaking to revise the Firm's supervisory proced. relating to adver. tradevol. 1 Deutsche Bank Securities Inc. (DBSI), a Control Affiliate of the Registrant 20140429134-01 12/15/2016 FINRA Description: The Registrant has not been the subject of this matter: Date Initiated: 12/15/2016. FINRA's allegations involve Deutsche Bank Securities Inc.'s (DBSI) Alternative Trading System (ATS). FINRA alleged that DBSI "failed generally" to disclose certain services and features of the ATS to all ATS users equally and simultaneously, and thus all users "did not effectively "have" identical access" to all services and features of the ATS, as stated in DBSI's Form ATS filing. FINRA also alleged deficiencies in DBSI's Form ATS filing. Without admitting or denying the allegations, DBSI consented to the imposition of a censure, and undertaking, and a fine in the amount of $3,250,000.00. The fine was paid on December 19, 2016, and satisfaction of the undertaking is due to be completed within sixty business days after acceptance of the AWC (Acceptance of the AWC occurred on 12/15/2016). Monetary fine of $3,250,000.00 was paid on December 19, 2016. Without admitting or denying the allegations, DBSI consented to the imposition of a censure, an undertaking, and a fine in the amount of $3,250,000.00. The fine was paid on December 19, 2016. Y eutsche Bank Trust Company Americas (DBTCA), a control affiliate of the registrant DTC# 1503 12/19/2022 Depository Trust & Clearing Corporation (DTCC) DTCC found that Deutsche Bank Trust Company Americas (DBTCA) failed to notify DTCC of, and supply required data as to, a Material Change (change in CEO and CFO) as required by DTCC rules. On 12/19/22, DTCC sent a Fine Notice to DBTCA, finding that DBTCA failed to notify DTCC of a change in CEO & CFO as required by DTCC rules. DTCC imposed a fine of $5000 which will be included in DBTCAs next Statement of Charges received from DTCC N N Y Deutsche Bank Securities, Inc. (DBSI), a Control Affiliate of the Registrant File No. 3-22375 12/20/2024 U.S. Securities and Exchange Commission (SEC) The SEC found that DBSI failed to timely file certain suspicious activity reports, and, on certain occasions failed to promptly investigate or complete investigations of potentially suspicious activity within a reasonable period of time. The SEC found that from April 2019 through March 2024, DBSI received certain requests in connection with law enforcement or regulator investigations or litigation and failed to promptly conduct or complete related investigations of suspicious activity within a reasonable period of time. On December 20, 2024, without admitting or denying the findings therein, DBSI entered into a settlement with the SEC finding that DBSI failed to timely file certain suspicious activity reports, and, on certain occasions failed to promptly investigate or complete investigations of potentially suspicious activity within a reasonable period of time. DBSI was (i) ordered to cease and desist from committing or causing any violations and any future violations of Section 17(a) of the Exchange Act and Rule 17a-8 promulgated thereunder and (ii) ordered to pay a civil monetary penalty in the amount of $4,000,000, which will be timely paid. Deutsche Bank, S.A.E. (DB S.A.E.), a Control Affiliate of the Registrant N 17/2023 12/18/2024 Spanish National Securities Market Commission (CNMV) The CNMV found that DB S.A.E. failed to comply with its duty of care and transparency in relation to advisory services for complex FX derivative transactions. The CMNV found that from 2018 through March 31, 2021 DB S.A.E. (i) failed to comply with its duty of information to customers and (ii) failed to act in the best interest of its customers. On January 7, 2025, DB S.A.E. received a decision notice from the CNMV, dated December 18, 2024, dismissing the appeal from the sanction notice, and affirming the violation of the duty of care and transparency, the suspension from certain advisory services, and the fine of 10,000,000 euros, which will be timely paid. DB S.A.E. plans to appeal this decision to the Spanish National Court. Deutsche Bank AG (DB AG), a Control Affiliate of the Registrant HM 12-2024 03/18/2024 Frankfurt Stock Exchange (FSE) The FSE found that, in November 2024, DB AG, Frankfurt am Main (DB AG) failed to convert 31 short codes into long codes as required by Section 114 of the FSE Rules, resulting in a violation of Section 26 g of the German Stock Exchange Act as well as Article 25(2) and (3) of Regulation (EU) No. 600/2014. On February 17, 2025, DB AG received a decision from the FSE issued on January 9, 2025 finding that, in November 2024, DB AG failed to convert 31 short codes into long codes as required by Section 114 of the FSE Rules, resulting in a violation of Section 26g of the German Stock Exchange Act as well as Article 25(2) and (3) of Regulation (EU) No. 600/2014. The FSE closed the proceeding without any sanctions, but required DB AG to pay a fee for the proceeding of EUR 1,000 (approximately USD 1,100), which will be timely paid. Deutsche Bank AG (DB AG), a Control Affiliate of the Registrant ZR 7-Wp 3127/00013#00007 03/13/2023 German Federal Financial Supervisory Authority (BaFin) BaFin found that DB AG (a) failed to timely investigate and address breaches of law regarding transactions in FX derivatives, (b) in certain periods during the Covid pandemic, failed to ensure that investment advice given by telephone was recorded, and (c) failed to timely provide the receiving payment service provider with the information required to switch accounts or committed failures in the process of transferring or closing certain client accounts. BaFin found that DB AG (a) failed to timely investigate and address breaches of law regarding transactions in FX derivatives, (b) in certain periods during the Covid pandemic, failed to ensure that investment advice given by telephone was recorded, and (c) failed to timely provide the receiving payment service provider with the information required to switch accounts or committed failures in the process of transferring or closing certain client accounts. BaFin has imposed a fine of 23,057,500 euros (approximately 24,000,000 USD), which was timely paid on February 13, 2025. DWS Group GmbH & Co. KGaA and DWS Investment GmbH (together, DWS), Control Affiliates of the Registrant 7500 Js-OWi 207940/25 04/01/2025 Frankfurt Public Prosecutor On April 1, 2025, DWS received an administrative fine notice from the Frankfurt Public Prosecutor finding that DWS committed an administrative offense by negligently breaching a requirement regarding proper business operations in the German Capital Investment Code (KAGB) requiring capital management companies to have at their disposal the means and procedures necessary for the proper operation of business and to use them effectively (Sec. 26 para. 2 No. 4 KAGB) based on allegations that the actual state of implementation of environmental and social governance (ESG)-related policies and procedures at DWS did not live up to DWS external communication regarding ESG. On April 1, 2025, DWS received an administrative fine notice from the Frankfurt Public Prosecutor finding that DWS committed an administrative offense by negligently breaching a requirement regarding proper business operations in the KAGB requiring capital management companies to have at their disposal the means and procedures necessary for the proper operation of business and to use them effectively (Sec. 26 para. 2 No. 4 KAGB) based on allegations that the actual state of implementation of ESG-related policies and procedures at DWS did not live up to DWS external communication regarding ESG. The administrative fine notice imposed an aggregate fine of 25,000,000 euro on DWS Group GmbH & Co and DWS Investment GmbH, which was timely paid. Deutsche Bank AG, Portugal Branch (DB AG), a Control Affiliate of the Registran 602/22/CO 06/27/2023 Bank of Portugal On June 27, 2023, the Bank of Portugal found that DBAG violated Article 71(1) of the General Regime of Credit Institutions and Financial Companies by failing to register the termination of a former manager duties within thirty days of the manager resignation. On June 27, 2023, the Bank of Portugal found that DBAG violated Article 71(1) of the General Regime of Credit Institutions and Financial Companies by failing to register the termination of a former manager duties within thirty days of the manager resignation. The Bank of Portugal fined DBAG 5,000 Euros which is approximately 5,649 USD. The fine was timely paid on July 11, 2023. Deutsche Bank AG (DB AG), a Control Affiliate of the Registrant 261/22/CO 06/20/2023 Bank of Portugal On June 20, 2023, the Bank of Portugal found that DBAG violated Articles 103(1) and 114(1) of the General Regime of Credit Institutions and Financial Companies by allowing debit transactions to a customer's account that were not authorized by the customer and failing to make timely repayment and reimbursement of such debits. On June 20, 2023, the Bank of Portugal found that DBAG violated Article 103(1) and 114(1) of the General Regime of Credit Institutions and Financial Companies by allowing debit transactions to a customer's account that were not authorized by the customer and failing to make timely repayment and reimbursement. The Bank of Portugal fined DBAG 6,000 Euros which is approximately 6,780 USD. The fine was timely paid on July 5, 2023. Deutsche Bank AG (DB AG), a Control Affiliate of the Registrant ZRC 6-GW 2212-100003-2022/0001 03/21/2023 German Federal Financial Supervisory Authority (BaFin) On March 21, 2023, German Federal Financial Supervisory Authority found that, from July 5, 2021 to September 6, 2021, DBAG failed to timely file suspicious activity reports (SARs) related to certain transactions in a client account as required by the German Money Laundering Act. On March 21, 2023, BaFin found that, from July 5, 2021 to September 6, 2021, DBAG failed to timely file SARs related to certain transactions in a client account as required by the German Money Laundering Act. DBAG was fined EUR 177,503, which is approximately USD 200,000, which was timely paid. Deutsche Bank AG (DB AG), a Control Affiliate of the Registrant 7500 Js-OWi 249132/21 07/01/2022 Frankfurt Public Prosecutor (FPP) On July 1, 2022, the Frankfurt Public Prosecutor found that, from 2017 to 2021, Deutsche Bank AG (DBAG) failed to timely file certain suspicious activity reports (SARs) related to activities undertaken by a correspondent bank as required by the German Money Laundering Act. On July 1, 2022, the FPP found that, from 2017 to 2021, DBAG failed to timely file certain SARs related to activities undertaken by a correspondent bank as required by the German Money Laundering Act. DBAG was fined EUR 7,010,000 (which is approximately USD 7,890,000), which was timely paid. Deutsche Bank AG, Mumbai Branch (DB AG), a Control Affiliate of the Registrant SO/AN/RG/2023-24/7386 02/29/2024 Securities and Exchange Board of India (SEBI) The Securities and Exchange Board of India alleged Deutsche Bank AG, Mumbai Branch violated Section 4(d) of the SEBI (Foreign Portfolio Investors) Regulations, 2019, for granting registration or renewal to foreign portfolio investors that were not eligible for such status. On a June 19, 2023, SEBI issued a Show Cause Notice to DBAG alleging DBAG violated Section 4(d) of the Securities and Exchange Board of India (Foreign Portfolio Investors) Regulations, 2019, for granting registration or renewal to foreign portfolio investors that were not eligible for such status. On February 29, 2024, without admitting or denying the allegations, DBAG agreed to a settlement amount of INR 1,105,000 which is approximately USD 13,060, which was timely paid. Deutsche Bank AG, India (DB AG), a Control Affiliate of the Registrant No. CO. ENFD. DECB. No.S81 6/02-03-018t2024-2025 05/13/2025 Reserve Bank of India (RBI) On May 13, 2025, the Reserve Bank of India found that Deutsche Bank AG, India violated an RBI directive by failing to register certain large accounts with the Credit Repository of Information on Large Credit (CRILC) platform. On May 13, 2025, RBI found that DBAG violated an RBI directive by failing to register certain large accounts with the CRILC platform. DBAG was fined INR 5,000,000 (which is approximately USD 58,000), which was timely paid. Y Control Affiliates of the Registrant Varies by jurisdiction 05/12/1999 Varies by jurisdiction In the ordinary course of business, certain Control Affiliates of the Registrant are named as defendants in lawsuits or other proceedings in which allegations of violations of federal and/or state securities laws and regulations or in which allegations of violation of self-regulatory organization or commodity exchange rules are made. Allegations are dismissed or are settled and separately reported Deutsche Bank Securities, Inc.'s (DBSI) , a Control Affiliate of the Registrant Bourse Action 01/25/2019 BOURSE DE MONTREAL INC. ("BOURSE") DURING THE PERIOD FROM OCTOBER 15, 2014 TO OCTOBER 15, 2017, DBSI WAS ALLEGED TO HAVECONTRAVENED ARTICLES 6366 A, "ACCESS TO ELECTRONIC TRADING," AND 7403, "APPLICATION FORAPPROVAL," OF THE RULES OF THE BOURSE (THE "RULES"), BY PROVIDING ACCESS TO FIFTEEN (15) OF ITSEMPLOYEES TO THE ELECTRONIC TRADING SYSTEM WITHOUT HAVING OBTAINED THE PRIOR APPROVAL OF THEBOURSE THEREOF. DBSI WAS ALSO ALLEGED TO HAVE CONTRAVENED ARTICLE 3011 OF THE RULES BY FAILINGTO ESTABLISH AND MAINTAIN A SUPERVISORY SYSTEM REASONABLY DESIGNED TO ACHIEVE COMPLIANCE WITHTHE RULES REQUIRING THAT ONLY DESIGNATED PERSONNEL APPROVED BY THE BOURSE RECEIVE ACCESS TO TRADE ELECTRONICALLY ON THE EXCHANGE. THESE ALLEGED VIOLATIONS HAVE RENDERED DBSI SUBJECT TO A DISCIPLINARY COMPLAINT. Pending -- DBSI IS REVIEWING THE ALLEGATIONS AND IS IN DISCUSSIONS WITH THE BOURSE REGARDING THE COMPLAINT. Deutsche Bank AG (DBAG), a Control Affiliate of the Registrant CR. NO. 20-584 (RPK) (RML). 07/05/2024 UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF NEW YORK ON JANUARY 7, 2021, A DPA WAS FILED BETWEEN DBAG AND DOJ WHICH DEFERRED PROSECUTION OF THE CHARGES AGAINST DBAG FOR THREE YEARS. DBAG ENTERED A PLEA OF NOT GUILTY TO THE CHARGES. THE PARTIES AGREED THAT SUBJECT TO DBAGS FULL COMPLIANCE WITH THE TERMS OF THE DPA, THREE YEARS FROM JANUARY 7, 2021, THE DPA WOULD EXPIRE, AND WITHIN SIX MONTHS AFTER THE DPAS EXPIRATION, DOJ WOULD SEEK DISMISSAL WITH PREJUDICE OF THE CRIMINAL INFORMATION FILED AGAINST DBAG AND AGREE NOT TO FILE CHARGES IN THE FUTURE AGAINST THE COMPANY BASED ON THE CONDUCT DESCRIBED IN THE DPA AND THE STATEMENT OF FACTS. REGARDING THE FCPA CHARGE, DBAG AGREED TO A CRIMINAL MONETARY PENALTY OF $79,561,206, WHICH WAS TIMELY PAID ON JANUARY 15, 2021, AND, AMONG OTHER THINGS, A CORPORATE COMPLIANCE REPORTING REQUIREMENT FOR THREE YEARS. REGARDING THE COMMODITIES TRADING CHARGE, DBAG AGREED TO A CRIMINAL MONETARY PENALTY OF $5,625,000, WHICH WAS FULLY CREDITED AGAINST A CIVIL MONETARY PENALTY PAID IN CONNECTION WITH A JANUARY 29, 2018 CFTC SETTLEMENT, AS WELL AS A DISGORGEMENT OF $681,480 AND THE ESTABLISHMENT OF A VICTIM COMPENSATION PAYMENT OF $1,223,738. THE DISGORGEMENT WAS TIMELY PAID ON JANUARY 20, 2021 ANY AMOUNT REMAINING UNCLAIMED FROM THE ESCROW ACCOUNT 12 MONTHS AFTER THE EXECUTION OF THE DPA REVERTED TO THE UNITED STATES AS AN ADDITIONAL CRIMINAL MONETARY PENALTY. FOLLOWING THE EXPIRATION OF THE THREE YEAR TERM OF THE DPA, DOJ FILED A MOTION TO DISMISS THE CRIMINAL INFORMATION WITH PREJUDICE ON JULY 3, 2024, AND THE COURT ORDERED THE DISMISSAL OF THE CRIMINAL INFORMATION WITH PREJUDICE ON JULY 5, 2024. REGARDING THE FCPA CHARGE, THE DOJ ALLEGED THAT DBAG IMPROPERLY USED THIRD PARTY INTERMEDIARIES TO OBTAIN AND RETAIN GLOBAL BUSINESS FROM ABOUT 2009 THROUGH AT LEAST 2016. THE DOJ ALLEGED THAT DBAG MAINTAINED FALSE BOOKS, RECORDS, AND ACCOUNTS THAT DID NOT ACCURATELY AND FAIRLY REFLECT THE TRANSACTIONS AND DISPOSITIONS OF DBAGS ASSETS. THE DOJ ALSO ALLEGED THAT DBAG FAILED TO IMPLEMENT AND MAINTAIN SUFFICIENT INTERNAL ACCOUNTING CONTROLS TO HELP DETECT AND STOP SUCH TRANSACTIONS. REGARDING THE COMMODITIES TRADING CHARGE, THE DOJ ALLEGED THAT, FROM ABOUT 2008 THROUGH AT LEAST 2013, FORMER DBAG EMPLOYEES CONSPIRED AND SCHEMED TO DECEIVE OTHER PRECIOUS METALS MARKET PARTICIPANTS BY CREATING AND COMMUNICATING MATERIALLY FALSE AND MISLEADING INFORMATION REGARDING SUPPLY OR DEMAND, IN ORDER TO INDUCE SUCH OTHER MARKET PARTICIPANTS INTO TRADING PRECIOUS METALS FUTURES CONTRACTS. DBAG ENTERED A PLEA OF NOT GUILTY TO THE CHARGES AND PROSECUTION OF THE CHARGES WAS DEFERRED PURSUANT TO THE DPA. FOLLOWING THE EXPIRATION OF THE THREE YEAR TERM OF THE DPA, DOJ FILED A MOTION TO DISMISS THE CRIMINAL INFORMATION WITH PREJUDICE ON JULY 3, 2024, AND THE COURT ORDERED THE DISMISSAL OF THE CRIMINAL INFORMATION WITH PREJUDICE ON JULY 5, 2024. 1/7/21, DPA BETWN DBAG & DOJ FOR 3 YEAR DEFERRAL W/PLEA OF NOT GUILTY. W/IN 6 MO. OF DPA'S EXPIRATION, SBJCT TO DBAG'S COMPL. THE COURT ORDERED THE DISMISSAL OF THE CRIMINAL INFORMATION WITH PREJUDICE ON JULY 5, 2024 N N Monica McGinley 212-454-8600 Senior AFC & Compliance Officer 07/22/2025