0001193125-14-208315.txt : 20140521 0001193125-14-208315.hdr.sgml : 20140521 20140521165431 ACCESSION NUMBER: 0001193125-14-208315 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140521 DATE AS OF CHANGE: 20140521 EFFECTIVENESS DATE: 20140521 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JPMORGAN TRUST II CENTRAL INDEX KEY: 0000763852 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-04236 FILM NUMBER: 14861345 BUSINESS ADDRESS: STREET 1: C/O JPMORGAN DISTRIBUTION SERVICES, INC. STREET 2: 270 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 800-480-4111 MAIL ADDRESS: STREET 1: C/O JPMORGAN DISTRIBUTION SERVICES, INC. STREET 2: 270 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: ONE GROUP MUTUAL FUNDS DATE OF NAME CHANGE: 20000721 FORMER COMPANY: FORMER CONFORMED NAME: ONE GROUP DATE OF NAME CHANGE: 19931105 FORMER COMPANY: FORMER CONFORMED NAME: HELMSMAN FUND DATE OF NAME CHANGE: 19920703 0000763852 S000003477 JPMorgan Core Bond Fund C000009615 Select Class WOBDX C000009616 Class A PGBOX C000009617 Class B OBOBX C000009618 Class C OBOCX C000009619 Class R6 JCBUX C000033520 Class R5 JCBRX C000070638 Class R2 JCBZX 0000763852 S000003478 JPMorgan Core Plus Bond Fund C000009620 Select Class HLIPX C000009621 Class A ONIAX C000009622 Class B OINBX C000009623 Class C OBDCX C000009624 Class R6 JCPUX C000070639 Class R2 JCPZX C000077257 Institutional Class JCBIX 0000763852 S000003485 JPMorgan Government Bond Fund C000009631 Class R6 C000009632 Select Class HLGAX C000009633 Class A OGGAX C000009634 Class B OGGBX C000009635 Class C OGVCX C000070640 Class R2 JGBZX 0000763852 S000003486 JPMorgan High Yield Fund C000009636 Select Class OHYFX C000009637 Class A OHYAX C000009638 Class B OGHBX C000009639 Class C OGHCX C000009640 Class R6 JHYUX C000033521 Class R5 JYHRX C000070641 Class R2 JHYZX 0000763852 S000003488 JPMorgan Mortgage-Backed Securities Fund C000009646 Select Class OMBIX C000009647 Class A OMBAX C000009648 Class R6 JMBUX C000116212 Class C OBBCX 0000763852 S000003490 JPMorgan Short Duration Bond Fund C000009653 Select Class HLLVX C000009654 Class A OGLVX C000009655 Class B OVBBX C000009656 Class C OSTCX C000009657 Class R6 JSDUX 0000763852 S000003491 JPMorgan Treasury & Agency Fund C000009658 Class C C000009659 Select Class OGTFX C000009660 Class A OTABX C000009661 Class B ONTBX 0000763852 S000003492 JPMorgan Limited Duration Bond Fund C000009662 Select Class HLGFX C000009663 Class A ONUAX C000009664 Class B ONUBX C000009665 Class C OGUCX C000009666 Class R6 JUSUX 0000763852 S000003493 JPMorgan Arizona Municipal Bond Fund C000009667 Select Class OGAFX C000009668 Class A OAMAX C000009669 Class B OAMBX C000009670 Class C JCAMX 0000763852 S000003496 JPMorgan Michigan Municipal Bond Fund C000009679 Select Class WOMBX C000009680 Class A PEIAX C000009681 Class B OMIBX C000009682 Class C JMMCX 0000763852 S000003497 JPMorgan Municipal Income Fund C000009683 Select Class HLTAX C000009684 Class A OTBAX C000009685 Class B OTBBX C000009686 Class C OMICX 0000763852 S000003498 JPMorgan Ohio Municipal Bond Fund C000009687 Select Class HLOMX C000009688 Class A ONOHX C000009689 Class B OOHBX C000009690 Class C JOMCX 0000763852 S000003499 JPMorgan Short-Intermediate Municipal Bond Fund C000009691 Select Class PGUIX C000009692 Class A OSTAX C000009693 Class B OSTBX C000009694 Class C STMCX C000077258 Institutional Class JIMIX 0000763852 S000003500 JPMorgan Tax Free Bond Fund C000009695 Class C JTFCX C000009696 Select Class PRBIX C000009697 Class A PMBAX C000009698 Class B PUBBX 0000763852 S000003650 JPMorgan Multi-Cap Market Neutral Fund C000010141 Select Class OGNIX C000010142 Class A OGNAX C000010143 Class B OGNBX C000010144 Class C OGNCX 0000763852 S000003653 JPMorgan International Equity Index Fund C000010153 Select Class OIEAX C000010154 Class A OEIAX C000010155 Class B OGEBX C000010156 Class C OIICX C000070643 Class R2 JEIZX 0000763852 S000003654 JPMorgan Mid Cap Growth Fund C000010157 Select Class HLGEX C000010158 Class A OSGIX C000010159 Class B OGOBX C000010160 Class C OMGCX C000077259 Class R2 JMGZX C000106055 Class R5 JMGFX C000106056 Class R6 JMGMX 0000763852 S000003846 JPMorgan Equity Income Fund C000010743 Select Class HLIEX C000010744 Class A OIEIX C000010745 Class B OGIBX C000010746 Class C OINCX C000098140 Class R2 OIEFX C000098141 Class R5 OIERX C000109963 Class R6 OIEJX 0000763852 S000003847 JPMorgan Equity Index Fund C000010747 Select Class HLEIX C000010748 Class A OGEAX C000010749 Class B OGEIX C000010750 Class C OEICX 0000763852 S000003855 JPMorgan Intrepid Mid Cap Fund C000010792 Select Class WOOPX C000010793 Class A PECAX C000010794 Class B ODMBX C000010795 Class C ODMCX 0000763852 S000003856 JPMorgan Large Cap Growth Fund C000010797 Select Class SEEGX C000010798 Class A OLGAX C000010799 Class B OGLGX C000010800 Class C OLGCX C000070644 Class R2 JLGZX C000076449 Class R5 JLGRX C000093777 Class R6 JLGMX 0000763852 S000003857 JPMorgan Large Cap Value Fund C000010802 Select Class HLQVX C000010803 Class A OLVAX C000010804 Class B OLVBX C000010805 Class C OLVCX C000033523 Class R5 JLVRX C000070645 Class R2 JLVZX C000093778 Class R6 JLVMX 0000763852 S000003858 JPMorgan Market Expansion Enhanced Index Fund C000010807 Select Class PGMIX C000010808 Class A OMEAX C000010809 Class B OMEBX C000010810 Class C OMECX C000070646 Class R2 JMEZX 0000763852 S000003859 JPMorgan Small Cap Growth Fund C000010811 Select Class OGGFX C000010812 Institutional Class JISGX C000010813 Class A PGSGX C000010814 Class B OGFBX C000010815 Class C OSGCX C000070647 Class R2 JSGZX C000093779 Class R6 JGSMX 0000763852 S000003899 JPMorgan Small Cap Value Fund C000010893 Select Class PSOPX C000010894 Class A PSOAX C000010895 Class B PSOBX C000010896 Class C OSVCX C000010897 Class R6 JSVUX C000033524 Class R5 JSVRX C000070648 Class R2 JSVZX 0000763852 S000003901 JPMorgan Investor Growth Fund C000010902 Select Class ONIFX C000010903 Class A ONGAX C000010904 Class B OGIGX C000010905 Class C OGGCX 0000763852 S000003902 JPMorgan Investor Growth & Income Fund C000010906 Select Class ONGFX C000010907 Class A ONGIX C000010908 Class B ONEBX C000010909 Class C ONECX 0000763852 S000003903 JPMorgan Investor Balanced Fund C000010910 Select Class OIBFX C000010911 Class A OGIAX C000010912 Class B OGBBX C000010913 Class C OGBCX 0000763852 S000003904 JPMorgan Investor Conservative Growth Fund C000010914 Select Class ONCFX C000010915 Class A OICAX C000010916 Class B OICGX C000010917 Class C OCGCX 0000763852 S000003905 JPMorgan Liquid Assets Money Market Fund C000010918 Institutional Class IJLXX C000010919 Service OPSXX C000010920 Class B OPBXX C000010921 Class C OPCXX C000010922 Capital CJLXX C000010923 Morgan MJLXX C000010924 Premier PJLXX C000010925 Reserve HPIXX C000010926 Agency AJLXX C000010927 Investor HLPXX C000070649 E*Trade Class JLEXX 0000763852 S000003906 JPMorgan Municipal Money Market Fund C000010928 Institutional Class IJMXX C000010929 Morgan MJMXX C000010930 Premier HTOXX C000010931 Reserve OGIXX C000010932 Agency JMAXX C000010933 Service SJMXX C000017366 E*TRADE Class JMEXX 0000763852 S000003907 JPMorgan Michigan Municipal Money Market Fund C000010934 Morgan MMJXX C000010935 Premier WMIXX C000010936 Reserve PEMXX 0000763852 S000003908 JPMorgan Ohio Municipal Money Market Fund C000010937 Morgan JOMXX C000010938 Premier OGOXX C000010939 Reserve HOIXX C000078416 Service JOSXX 0000763852 S000003909 JPMorgan U.S. Government Money Market Fund C000010940 Institutional Class IJGXX C000010941 Capital OGVXX C000010942 Morgan MJGXX C000010943 Premier OGSXX C000010944 Reserve RJGXX C000010945 Agency OGAXX C000010946 Service SJGXX C000078417 Investor JGMXX C000078597 Direct JGDXX C000111395 Eagle Class JJGXX C000115393 IM MGMXX 0000763852 S000003910 JPMorgan U.S. Treasury Plus Money Market Fund C000010947 Institutional Class IJTXX C000010948 Class B OTBXX C000010949 Class C OTCXX C000010950 Morgan MJTXX C000010951 Premier PJTXX C000010952 Reserve HTIXX C000010953 Agency AJTXX C000010954 Investor HGOXX C000073384 Service JPVXX C000078598 Direct JUDXX C000111396 Eagle Class JRTXX C000115394 IM MJPXX DEFA14A 1 d728743ddefa14a.htm JPMORGAN TRUST II JPMorgan Trust II

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

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¨ Preliminary Proxy Statement

 

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¨ Definitive Proxy Statement

 

x Definitive Additional Materials

 

¨ Soliciting Material Pursuant to Rule 14a-12

JPMorgan Trust II

 

(Name of Registrant as Specified In Its Charter)

 

 

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JPMorgan 2014 Briefly (25469)   Inbound #: 1-866-456-7052

JPMorgan Funds

(List of Funds at the End of the Briefly)

 

 

Meeting Date & Time:    Tuesday, June 10, 2014 @ 11:00 a.m. (Eastern Time)
Meeting Place:   

270 Park Avenue,

New York, New York 10017

Record Date:    March 21, 2014.
Mail Date:    On or about May 8th, 2014.

LED Display: “JPMorgan” / Proxy01 Database Name: “78 JPM 2014 (25469)”

Please Note: Both our name and number are printed in the Proxy Statement.

 

Briefly 1

 

JPMorgan Asia Pacific Fund
 
At this special meeting, you are being asked to elect trustees and to approve a change to this fund’s fundamental investment policy regarding concentration. The Board recommends a vote in favor of the proposals. Would you like to vote along with the recommendations of the board?

 

Briefly 2

 

JPMorgan Municipal Money Market Fund

 

At this special meeting, you are being asked to elect trustees. You are also being asked to consider a proposal submitted by a shareholder. The Board recommends a vote in favor of the trustees and against the shareholder proposal. Would you like to vote along with the recommendations of the board?

 

 

 

Briefly 3
JPMorgan Equity Income Fund   JPMorgan Large Cap Growth Fund
JP Morgan International Equity Index Fund   JPMorgan Market Expansion Enhanced Index Fund
JPMorgan Mid Cap Growth Fund

 

At this special meeting, you are being asked to elect trustees, and to approve a change to the investment objective for the Fund. The Board recommends a vote in favor of the proposals. Would you like to vote along with the recommendations of the board?

 

 

Briefly 4
JPMorgan 100% U.S. Treasury Securities Money Market Fund   JPMorgan Short Duration Bond Fund
JPMorgan California Municipal Money Market Fund   JPMorgan Tax Free Money Market Fund
JPMorgan New York Municipal Money Market Fund   JPMorgan U.S. Government Money Market Fund
JPMorgan Prime Money Market Fund   JPMorgan U.S. Treasury Plus Money Market Fund

 

At this special meeting, you are being asked to elect trustees. The Board recommends a vote in favor of the proposal. Would you like to vote along with the recommendations of the board?

 

Briefly 5 - Inbound/Info Agent Only

All Other Funds

At this special meeting, you are being asked to elect trustees. The Board recommends a vote in favor of the proposal. Please vote via touch tone phone, internet or mail, following the instructions on your proxy voting card.

******************************

Our role is to act as Information Agents only. Our responsibilities are to provide assistance and information to Shareholders as to:

•    Date and time of the meeting

•    Details of the proposals to be voted on at the meeting

•    Information regarding the Board’s recommendations

•    How they can vote their proxy (in person, by mail or following other methods provided on the proxy card).

******************************

 

 

Additional Information for JPMorgan Insurance Trust shareholders (Inbound Only)

 
Q. I am not a shareholders of the JPMorgan Insurance Trust. Why am I being asked to vote?
 
The Portfolios are available exclusively as funding vehicles for variable contracts offered by the Separate Accounts of Participating Insurance Companies. Individual variable contract owners are not the “shareholders” of the Portfolios. Rather, the Separate Accounts of Participating Insurance Companies are the shareholders of the Portfolios. As an Affected Contract Owner, you have the right to instruct your Participating Insurance Company as to the manner in which a Portfolio’s shares attributable to your variable contract should be voted.

 

 

 

PROPOSAL: To Elect Trustees

 

Proposal applies to all funds

Q1. What am I being asked to vote on?

You are being asked to elect thirteen nominees to the board of trustees.

Q2. What are Trustees paid? (Provide only if asked)

Agent Note:

JPMorgan Trust I Proxy Statement: Refer shareholders to pages 23-25 of the Proxy Statement.

JPMorgan Trust II Proxy Statement: Refer shareholders to pages 16-17 of the Proxy Statement.

JPMorgan Insurance Trust Proxy Statement: Refer shareholders to pages 16-18 of the Proxy Statement.

Q3. Who are the Nominees?

 

Name and Year of Birth    Position(s) Held With Trusts & Length of Service
     Insurance Trust    Trust I    Trust II
Dr. Matthew Goldstein (1941)    Chairman since
2013;
Trustee since 2005 		   

 

Chairman since 2013;
Trustee, indefinite since 2003; 

   

 

Chairman since 2013;
Trustee since 2005

John F. Finn (1947)    Trustee since 2005    Trustee since 1998
Robert J. Higgins (1945)    Trustee since 2005     Trustee since 2002    Trustee since 2005
Frankie D. Hughes (1952)*    Trustee since 2008
Peter C. Marshall (1942)    Vice Chairman since 2005;
Trustee since 2005		    Vice Chairman since 2005;
Trustee since1985
Mary E. Martinez (1960)    Trustee since 2013
Marilyn McCoy (1948)    Trustee since 2005    Trustee since1999
Mitchell M. Merin (1953)    Trustee since 2013
William G. Morton, Jr. (1937)    Trustee since 2005     Trustee since 2003    Trustee since 2005
Dr. Robert A. Oden, Jr. (1946)    Trustee since 2005    Trustee since1997
Marian U. Pardo (1946)    Trustee since 2013
Frederick W. Ruebeck (1939)    Trustee since 2005    Trustee since1994
James J. Schonbachler (1943)    Trustee since 2005     Trustee since 2001    Trustee since 2005

*Ms. Hughes may be deemed to be an “interested person” based on the portfolio holdings of clients of Hughes Capital Management, Inc.

The Board recommends that you vote FOR this proposal.

Proposal: Approve a Change to the Fund’s Fundamental Policy Regarding Concentration

 

Proposal applies to: JPMorgan Asia Pacific Fund ONLY (Briefly 1)

Q1. What am I being asked to vote on?

You are being asked to approve a change in the fundamental policy regarding concentration of the fund.

Q2. What is the specific wording of the proposed concentration policy? (Provide only if asked)

 

Current Fundamental Policy   Proposed Fundamental Policy
The Fund may not purchase any security which would cause the Fund to concentrate its investments in the securities of issuers primarily engaged in any particular industry or group of industries. This restriction does not apply to investments in securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities, or repurchase agreements secured thereby, and futures and options transactions issued or guaranteed by the U.S. government or any of its agencies or instrumentalities.   The Fund will not invest more than 25% of the value of its total assets in the securities of companies conducting their principal business activities in the same industry, except that, to the extent that an industry represents 20% or more of the Fund’s benchmark at the time of investment, the Fund may invest up to 35% of its total assets in that industry.

Q3. Why am I being asked to approve this?

The proposed amendment to the Fund’s concentration policy would provide the Fund with greater flexibility to take advantage of investment opportunities in the Asia Pacific region.

Currently, the Fund may not invest 25% or more of its total assets in the securities of one or more issuers primarily engaged in the same industry (excluding investments in securities issued or guaranteed by the U.S. government or any of its agencies or instrumentalities, or repurchase agreements secured thereby, and futures and options transactions issued or guaranteed by the U.S. government or any of its agencies or instrumentalities).

The Board, subject to shareholder approval, has approved an amendment to the Fund’s concentration policy to permit (but not require) the Fund to invest up to 35% of its total assets in the securities of issuers conducting their principal business activities in the same industry if, at the time of investment, that industry represents 20% or more of the Fund’s benchmark index, currently the Morgan Stanley Capital International All Country Asia Pacific ex-Japan Index (net of foreign withholding taxes).

Agent Note: For further details refer shareholders to pages “27-28” of the JPMorgan Trust I Proxy Statement.

Q4. What if shareholders do not approve this proposal?

If the proposal is not approved, the Asia Pacific Fund’s fundamental investment policy relating to industry concentration will remain the same, and the Board may consider other courses of action.

Q5. If approved, when will the proposal become effective?

If the proposal is approved, the proposed concentration policy will become effective on the date that the proposal is approved by shareholders.

The Board recommends that you vote FOR this proposal.

Proposal: Amending the Investment Objective of the Fund

Proposal applies to: International Equity Index Fund, Equity Income Fund, Large Cap Growth Fund, Market Expansion Enhanced Index Fund, & Mid Cap Growth Fund ONLY (Briefly 3)

Agent Note: JPMIM = J.P. Morgan Investment Management Inc, The Funds Investment Advisor

 

Q1. What am I being asked to vote on?

 

You are being asked approve a change to the investment objective of the Fund.

 

Q2. Why am I being asked to approve this?

 

    JPMorgan Equity Income Fund:          (pgs 22-23, JP Morgan Trust II)    

  

The Fund currently seeks current income through regular payment of dividends with the secondary goal of achieving capital appreciation by investing primarily in equity securities. This objective is a fundamental policy that may be changed only with shareholder approval. Under the proposed investment objective, the Fund would seek capital appreciation and current income.

(Continued on next page)

 

    

JPMIM believes, that the Fund’s investment objective should be revised to make current income and capital appreciation equally important components of the objective, while removing the specific reference to equity securities. When the portfolio managers are searching for appropriate investments for the Fund, they consider both a security’s potential for capital appreciation and its ability to produce current income through dividend payments. In general, the securities in which “equity income” funds invest both produce income and may appreciate in value, and other “equity income” funds in the Equity Income Fund’s peer group, as designated by an independent mutual fund analysis company, have both current income and capital appreciation components in their investment objective that are equally important.

 

In addition, the proposed investment objective eliminates the reference to equity securities in the objective though the Fund will continue to invest in equity securities.

JPMorgan International Equity Index Fund:

(pgs 25-28, JP Morgan Trust II)

    At a February 2014 Board meeting, the Board of Trustees considered proposed changes to the International Equity Index Fund’s name, investment objective, benchmark, and main investment strategies to provide greater flexibility to the International Equity Index Fund to take advantage of investment opportunities in securities and countries that are currently limited by the International Equity Index Fund’s existing investment strategies and investment objective. The International Equity Index Fund’s current investment objective and strategies reference the Morgan Stanley Capital International (“MSCI”) Europe, Australasia, Far East (“EAFE”) Gross Domestic Product (“GDP”) Index (the “Current Index”). This investment objective is a fundamental policy that may only be changed with shareholder approval. JPMIM believes that the references to the Current Index in the International Equity Index Fund’s investment objective and strategies limit the International Equity Index Fund’s investment opportunities incertain companies and countries. JPMIM believes, and the Board of Trustees concurs, that the International Equity Index Fund’s investment objective and corresponding investment strategies should be changed to increase the investment opportunities available to the International Equity Index Fund and its shareholders.

JPMorgan Large Cap Growth Fund:

(pgs 19-20, JP Morgan Trust II)

   

The Fund currently seeks long-term capital appreciation and growth of income by investing primarily in equity securities. This objective is a fundamental policy that may be changed only with shareholder approval. Under the proposed investment objective, the Fund would seek long-term capital appreciation.

 

JPMIM believes that in order to provide portfolio management with more flexibility to seek attractive investment opportunities that may offer greater potential for improved performance, the Fund’s objective should be revised to remove the income component. A large-cap growth fund that has an income component in its investment objective, such as the Large Cap Growth Fund, is not representative of the funds in its large-cap growth peer group. In general, “large-cap growth” securities do not produce income, and many of the other “large-cap growth” funds in the Large Cap Growth Fund’s peer group, as designated by an independent mutual fund analysis company, do not have an income component in their investment objective.

JPMorgan Market Expansion Enhanced Index Fund:

(pgs 23-25, JP Morgan Trust II)

   

The Fund currently seeks to provide a return which substantially duplicates the price and yield performance of domestically traded common stocks in the small- and mid-capitalization equity markets, as represented by a market capitalization weighted combination of the S&P SmallCap 600 and the S&P MidCap 400. This objective is a fundamental policy that may be changed only with shareholder approval. Under the proposed investment objective, the Fund would seek to provide investment results that correspond to or incrementally exceed the total return performance of an index that tracks the performance of small- and mid-capitalization securities.

 

JPMIM believes, that because the Fund is an enhanced index fund that seeks to modestly exceed the performance of the S&P 1000, the Fund’s investment objective should be revised to state that the Fund seeks to provide investment results that correspond to or incrementally exceed the total return performance of its index. The S&P 1000 Index, the benchmark, is a market capitalization weighted combination of the S&P SmallCap 600 and S&P MidCap 400 Indexes. Because the Fund utilizes an enhanced index strategy, not all of the stocks in the S&P 1000 Index are held by in the Fund, and the Fund’s position in an individual stock may be overweighted or underweighted when compared to the benchmark. In addition, the Fund may modestly overweight or underweight the sectors and industries within the index. The change in the investment objective will provide the Fund with more flexibility to seek attractive investment opportunities that may offer greater potential for improved performance.

 

(Continued on next page)

 

    

In addition, the proposed investment objective is more representative of the objectives of other “enhanced index” funds.

 

In addition, the proposed investment objective eliminates the language from the current investment objective that specifies the Fund’s indexes by name.

 

    JPMorgan Mid Cap Growth Fund:    

(pgs 20-21, JP Morgan Trust II)

   

The Fund currently seeks growth of capital and secondarily, current income by investing primarily in equity securities. This objective is a fundamental policy that may be changed only with shareholder approval. Under the proposed investment objective, the Fund would seek growth of capital.

 

JPMIM believes, that in order to provide portfolio management with more flexibility to seek attractive investment opportunities that may offer greater potential for improved performance, the Mid Cap Growth Fund’s investment objective should be revised to remove the secondary income component. A mid-cap growth fund that does not have an income component in its investment objective is more representative of the funds in its mid-cap growth peer group. In general, “mid-cap growth” securities do not produce income, and many of the other “mid-cap growth” funds in the Mid Cap Growth Fund’s peer group, as designated by an independent mutual fund analysis company, do not have an income component in their investment objective.

 

In addition, the proposed investment objective eliminates the reference to equity securities in the objective though the Fund will continue to invest in equity securities.

 

Q3. How will the Fund’s investment objective be amended?

 

 

Fund

   

 

Current Investment Objective

    Proposed Investment Objective
JPMorgan Equity Income Fund:    The Fund seeks current income through regular payment of dividends with the secondary goal of achieving capital appreciation by investing primarily in equity securities.    The Fund seeks capital appreciation and current income.
JPMorgan International Equity Index Fund:    The Fund seeks to provide investment results that correspond to the aggregate price and dividend performance of the securities in the Morgan Stanley Capital International (MSCI) Europe, Australasia, Far East (EAFE) Gross Domestic Product (GDP) Index.    The Fund seeks to provide long-term capital appreciation.
JPMorgan Large Cap Growth Fund:   

 

The Fund seeks long-term capital appreciation and growth of income by investing primarily in equity securities.

 

    The Fund seeks long-term capital appreciation.
JPMorgan Market Expansion Enhanced Index Fund:    The Fund seeks to provide a return which substantially duplicates the price and yield performance of domestically traded common stocks in the small- and mid-capitalization equity markets, as represented by a market capitalization weighted combination of the Standard & Poor’s SmallCap 600 Index (S&P SmallCap 600) and the Standard & Poor’s MidCap 400 Index (S&P MidCap 400).    The Fund seeks to provide investment results that correspond to or incrementally exceed the total return performance of an index that tracks the performance of small- and mid-capitalization securities.
JPMorgan Mid Cap Growth Fund:   

 

The Fund seeks growth of capital and secondarily, current income by investing primarily in equity securities.

 

    The Fund seeks growth of capital.
                      

Q4. Will the investment strategy change or management change?
 

JPMorgan International Equity Index Fund: If the change to the Fund’s investment objective is approved, the Fund will be managed in accordance with the revised investment strategy set forth in the proxy statement.

 
All other Funds: The Funds will continue to be managed using their current strategy.
 
Q5. What if shareholders do not approve the new investment objective?
 
If the proposal is not approved for the Fund, the investment objective will remain the same, and the Board may consider other courses of action.
 
Q6. If approved, when will the new investment objective become effective?
 

JPMorgan International Equity Index Fund: The changes outlined including the changes to the Fund’s investment objective will take effect on June 30, 2014 or such later date as the proposal is approved by shareholders.

 

All other Funds: If the proposal is approved, the proposed investment objective will become effective on the date the proposal is approved by shareholders.

 
Your Board recommends that you vote FOR the proposal.
 
PROPOSAL: A Shareholder Proposal

Proposal applies to: JPMorgan Municipal Money Market Fund ONLY (Briefly 2)

Agent Note: JPMIM = J.P. Morgan Investment Management Inc, The Funds Investment Advisor

 
Q1. What am I being asked to vote on?
 

The Proponent has indicated that he intends to introduce the following Proposal at the Meeting:

 

“Shareholders request that the Board institute transparent procedures to prevent holding investments in companies that, in management’s judgment, substantially contribute to genocide or crimes against humanity, the most egregious violations of human rights.”

 

The Board recommends that shareholders vote “AGAINST” this proposal.

 
Q2. Why does the board recommend a vote “against” the proposal?
 

While the Board supports responsible investing and the view that human rights concerns should be taken into consideration when making investment decisions, the Board believes that the Proposal is unnecessary given the nature of the Fund as a money market fund, its focus on U.S. municipal securities and the existing business practices of the Fund’s investment adviser.

 

Additional, if needed: The Board recommends that shareholders vote “AGAINST” the Proposal for the following reasons. The Proposal would require the Board to adopt additional procedures to prevent holding investments in companies that, in management’s judgment “substantially contribute to genocide or crimes against humanity.” Such procedures would impose additional procedural and oversight requirements even though the Municipal Money Market Fund does not have exposure to the types of companies or investments referenced in the Proposal. The Proposal references “PetroChina” and “China National Petroleum Company.” However, the Fund is a money market fund and does not invest in securities issued by companies like PetroChina and China National Petroleum Company. Consistent with the Fund’s name, the Fund makes investments in U.S. municipal securities. As a consequence, the Board believes that the Proposal is not relevant to the Fund’s objective and strategy of investing in municipal securities through short-term money market instruments.

 

(Continued on next page)

 

In addition, the Board believes that additional procedures are unnecessary because the Fund and JPMIM’s business practices already reflect support and respect for the protection of fundamental human rights and the prevention of crimes against humanity. JPMorgan Chase, the parent company of JPMIM, has stated that it supports fundamental principles of human rights across all lines of its business and each region of the world in which it operates and has adopted a Human Rights Statement to memorialize this commitment.

 

Q3. Why have shareholders presented this proposal?

 

Agent Note: Refer shareholders to pages 28-30 of the JPMorgan Trust II Proxy Statement.
 

The Board recommends that shareholders vote AGAINST this proposal.

 

 

 

 
List of Funds
JPMorgan Trust I

JPMorgan 100% U.S. Treasury Securities Money Market Fund (B4)

 

   JPMorgan Multi-Sector Income Fund

JPMorgan Access Balanced Fund

 

   JPMorgan New York Municipal Money Market Fund (B4)

JPMorgan Access Growth Fund

 

   JPMorgan New York Tax Free Bond Fund

JPMorgan Alternative Strategies Fund

 

   JPMorgan Prime Money Market Fund (B4)

JPMorgan Asia Pacific Fund (B1)

 

   JPMorgan Real Return Fund

JPMorgan California Municipal Money Market Fund (B4)

 

   JPMorgan Research Equity Long/Short Fund

JPMorgan California Tax Free Bond Fund

 

   JPMorgan Research Market Neutral Fund

JPMorgan China Region Fund

 

   JPMorgan Short Duration High Yield Fund

JPMorgan Commodities Strategy Fund

 

   JPMorgan Small Cap Core Fund

JPMorgan Corporate Bond Fund

 

   JPMorgan Small Cap Equity Fund

JPMorgan Current Income Fund

 

   JPMorgan SmartAllocation Equity Fund

JPMorgan Current Yield Money Market Fund

 

   JPMorgan SmartAllocation Income Fund

JPMorgan Disciplined Equity Fund

 

   JPMorgan SmartRetirement Income Fund

JPMorgan Diversified Fund

 

   JPMorgan SmartRetirement 2010 Fund

JPMorgan Diversified Real Return Fund

 

   JPMorgan SmartRetirement 2015 Fund

JPMorgan Dynamic Growth Fund

 

   JPMorgan SmartRetirement 2020 Fund

JPMorgan Dynamic Small Cap Growth Fund

 

   JPMorgan SmartRetirement 2025 Fund

JPMorgan Emerging Economies Fund

 

   JPMorgan SmartRetirement 2030 Fund

JPMorgan Emerging Markets Debt Fund

 

   JPMorgan SmartRetirement 2035 Fund

JPMorgan Emerging Markets Equity Fund

 

   JPMorgan SmartRetirement 2040 Fund

JPMorgan Emerging Markets Local Currency Debt Fund

 

   JPMorgan SmartRetirement 2045 Fund

JPMorgan Equity Focus Fund

 

   JPMorgan SmartRetirement 2050 Fund

JPMorgan Federal Money Market Fund

 

   JPMorgan SmartRetirement 2055 Fund

JPMorgan Floating Rate Income Fund

 

   JPMorgan SmartRetirement Blend Income Fund

JPMorgan Global Allocation Fund

 

   JPMorgan SmartRetirement Blend 2015 Fund

JPMorgan Global Bond Opportunities Fund

 

   JPMorgan SmartRetirement Blend 2020 Fund

JPMorgan Global Equity Income Fund

 

   JPMorgan SmartRetirement Blend 2025 Fund
JPMorgan Global Natural Resources Fund  

 

JPMorgan SmartRetirement Blend 2030 Fund

JPMorgan Global Research Enhanced Index Fund   JPMorgan SmartRetirement Blend 2035 Fund
JPMorgan Growth and Income Fund   JPMorgan SmartRetirement Blend 2040 Fund
JPMorgan Income Builder Fund   JPMorgan SmartRetirement Blend 2045 Fund
JPMorgan Inflation Managed Bond Fund   JPMorgan SmartRetirement Blend 2050 Fund
JPMorgan Intermediate Tax Free Bond Fund   JPMorgan SmartRetirement Blend 2055 Fund
JPMorgan International Currency Income Fund   JPMorgan Strategic Income Opportunities Fund
JPMorgan International Equity Fund   JPMorgan Strategic Preservation Fund
JPMorgan International Opportunities Fund   JPMorgan Tax Aware Equity Fund
JPMorgan International Realty Fund   JPMorgan Tax Aware High Income Fund
JPMorgan International Unconstrained Equity Fund   JPMorgan Tax Aware Income Opportunities Fund
JPMorgan International Value Fund   JPMorgan Tax Aware Real Return Fund
JPMorgan International Value SMA Fund   JPMorgan Tax Aware Real Return SMA Fund
JPMorgan Intrepid Advantage Fund   JPMorgan Tax Free Money Market Fund (B4)
JPMorgan Intrepid America Fund   JPMorgan Total Emerging Markets Fund
JPMorgan Intrepid European Fund   JPMorgan Total Return Fund
JPMorgan Intrepid Growth Fund   JPMorgan U.S. Dynamic Plus Fund
JPMorgan Intrepid International Fund   JPMorgan U.S. Equity Fund
JPMorgan Intrepid Value Fund   JPMorgan U.S. Large Cap Core Plus Fund
JPMorgan Latin America Fund   JPMorgan U.S. Research Equity Plus Fund
JPMorgan Managed Income Fund   JPMorgan U.S. Small Company Fund
JPMorgan Market Neutral Fund   JPMorgan Value Advantage Fund
JPMorgan Mid Cap Equity Fund   Security Capital U.S. Core Real Estate Securities Fund
J.P. Morgan Fleming Mutual Fund Group, Inc.   J.P. Morgan Mutual Fund Investment Trust
JPMorgan Mid Cap Value Fund   JPMorgan Growth Advantage Fund
Undiscovered Managers Funds
JPMorgan Realty Income Fund
Undiscovered Managers Behavioral Value Fund
JPMorgan Trust II
JPMorgan Arizona Municipal Bond Fund   JPMorgan Market Expansion Enhanced Index Fund (B3)
JPMorgan Core Bond Fund   JPMorgan Michigan Municipal Bond Fund
JPMorgan Core Plus Bond Fund   JPMorgan Michigan Municipal Money Market Fund
JPMorgan Equity Income Fund (B3)   JPMorgan Mid Cap Growth Fund (B3)
JPMorgan Equity Index Fund   JPMorgan Mortgage-Backed Securities Fund
JPMorgan Government Bond Fund   JPMorgan Multi-Cap Market Neutral Fund
JPMorgan High Yield Fund   JPMorgan Municipal Income Fund
JPMorgan International Equity Index Fund (B3)   JPMorgan Municipal Money Market Fund (B2)
JPMorgan Intrepid Mid Cap Fund   JPMorgan Ohio Municipal Bond Fund
JPMorgan Investor Balanced Fund   JPMorgan Ohio Municipal Money Market Fund
JPMorgan Investor Conservative Growth Fund   JPMorgan Short Duration Bond Fund (B4)
JPMorgan Investor Growth Fund   JPMorgan Short-Intermediate Municipal Bond Fund
JPMorgan Investor Growth & Income Fund   JPMorgan Small Cap Growth Fund
JPMorgan Large Cap Growth Fund (B3)   JPMorgan Small Cap Value Fund
JPMorgan Large Cap Value Fund   JPMorgan Tax Free Bond Fund
JPMorgan Liquid Assets Money Market Fund   JPMorgan Treasury & Agency Fund
JPMorgan Limited Duration Bond Fund   JPMorgan U.S. Government Money Market Fund (B4)

JPMorgan U.S. Treasury Plus Money Market Fund (B4)
JPMorgan Insurance Trust
Core Bond Portfolio   Intrepid Mid Cap Portfolio
Equity Index Portfolio   Mid Cap Growth Portfolio
International Equity Portfolio   Mid Cap Value Portfolio
Intrepid Growth Portfolio   Small Cap Core Portfolio
U.S. Equity Portfolio