EX-99.77O RULE 10F-3 4 ex77o2.txt Date: May 29, 2015 To: D. J. Gorman, HAIT CCO From: Colin P. McFarland and Robert Reey Subject: Acquisition of Goldman Sachs Floating Rate 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 May 22, 2015, the Oakmark Equity & Income Fund purchased $5,000,000 of Goldman Sachs 2 Year Floating Rate Notes due May 22, 2017, representing 0.67% of the $750,000,000 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 ? 312.646.3600 ? harrisassoc.com