Harris Associates

Compliance Memo

Date:           June 27, 2014

To:           D. J. Gorman, HAIT CCO

From:           Colin P. McFarland and Robert Reey

Subject:       Acquisition of Credit Suisse Tier 1 Captial Notes through a Rule 144A offering

                  to Qualified Institutional Buyers

As required pursuant to the Funds’ Affiliated Underwriting Procedures Pursuant to Rule 10f-3

(the “Procedures”), a report must be made to the Trustees at the next regularly scheduled

Board meeting following a purchase of securities for a Fund in an underwriting in which any

broker-dealer affiliate of the Adviser is a “principal underwriter”.

On June 11, 2014, the Oakmark Equity & Income Fund purchased $7 M of 6.25 Tier 1 Capital

Perpetual Preferred Notes, representing approximately .28% of the $2,500,000,000 offered.

Natixis Securities America (“NSA”), an affiliate of the Adviser, was a co-manager entitled to a

selling concession/gross spread. NSA did not receive an underwriting concession/gross spread

in connection with the Fund’s purchase.

The transaction met all of the requirements of Section A of the Procedures, including a

determination of appropriate registration, fair pricing, minimum continuous operating

requirements for the issuer, a firm commitment clause in the underwriting agreement, a

reasonable and fair commission, a purchase of less than the maximum percentage permitted,

and no prohibited affiliated transactions, as applicable.

Pursuant to the Procedures, this transaction will be reported on the Funds’ Form N-SAR.

111 South Wacker Drive, Suite 4600, Chicago, Illinois 60606 Ÿ 312.646.3600 Ÿ harrisassoc.com