0000812195-17-000006.txt : 20170301 0000812195-17-000006.hdr.sgml : 20170301 20170301111054 ACCESSION NUMBER: 0000812195-17-000006 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20161231 FILED AS OF DATE: 20170301 DATE AS OF CHANGE: 20170301 EFFECTIVENESS DATE: 20170301 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PIONEER REAL ESTATE SHARES CENTRAL INDEX KEY: 0000908996 IRS NUMBER: 043201341 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-07870 FILM NUMBER: 17652245 BUSINESS ADDRESS: STREET 1: 60 STATE ST STREET 2: 16TH FLOOR CITY: BOSTON STATE: MA ZIP: 02109-1820 BUSINESS PHONE: 6174224700 MAIL ADDRESS: STREET 1: 60 STATE STREET STREET 2: 20TH FLOOR CITY: BOSTON STATE: MA ZIP: 02109-1820 FORMER COMPANY: FORMER CONFORMED NAME: PIONEER WINTHROP REAL ESTATE INVESTMENT FUND DATE OF NAME CHANGE: 19930713 0000908996 S000010000 Pioneer Real Estate Shares C000027661 Pioneer Real Estate Shares: Class A PWREX C000027663 Pioneer Real Estate Shares: Class C PCREX C000027664 Pioneer Real Estate Shares: Class Y PYREX N-CSR 1 ncsr.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-07870 Pioneer Real Estate Shares (Exact name of registrant as specified in charter) 60 State Street, Boston, MA 02109 (Address of principal executive offices) (ZIP code) Terrence J. Cullen, Pioneer Investment Management, Inc., 60 State Street, Boston, MA 02109 (Name and address of agent for service) Registrant's telephone number, including area code: (617) 742-7825 Date of fiscal year end: December 31 Date of reporting period: January 1, 2016 through December 31, 2016 Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. ITEM 1. REPORTS TO STOCKHOLDERS. Pioneer Real Estate Shares -------------------------------------------------------------------------------- Annual Report | December 31, 2016 -------------------------------------------------------------------------------- Ticker Symbols: Class A PWREX Class C PCREX Class Y PYREX [LOGO] PIONEER Investments(R) visit us: us.pioneerinvestments.com Table of Contents President's Letter 2 Portfolio Management Discussion 4 Portfolio Summary 10 Prices and Distributions 11 Performance Update 12 Comparing Ongoing Fund Expenses 15 Schedule of Investments 17 Financial Statements 20 Notes to Financial Statements 27 Report of Independent Registered Public Accounting Firm 34 Approval of Investment Advisory and Sub-Advisory Agreements 36 Trustees, Officers and Service Providers 41
Pioneer Real Estate Shares | Annual Report | 12/31/16 1 President's Letter Dear Shareowner, The 2016 calendar year featured many swings in market sentiment, both in the equity and fixed-income markets. After a slow start to the year, the markets began to rally in mid-February 2016 with a recovery in the prices of oil and other commodities, as well as slow, positive progress in US employment figures. The rally persisted throughout much of the remaining 10 months of 2016, gaining further momentum in the second half of the year when US gross domestic product (GDP) growth showed solid improvement during the third quarter and unemployment continued to decline. Finally, in November, the election of Donald Trump as the 45th President of the United States sparked a dramatic late-year market upturn that saw US equities briefly climb to all-time highs. Speculation that the new Trump administration's policies would stimulate the US economy through reduced taxes, less regulation, and increased government spending on infrastructure, fueled the year-end rally. For the full 12 months ended December 31, 2016, the Standard & Poor's 500 Index, a broad measure of US stock market performance, returned a strong 11.9%. In bond markets, the Federal Reserve Board's (the Fed's) 0.25% hike in the Federal funds rate in December 2016, its first rate increase in a year, contributed to a sell-off in US Treasuries. The pullback from Treasuries also derived from the market's increased inflation and growth expectations under the incoming Trump administration. Elsewhere within fixed income, corporate credit, particularly in the high-yield segment of the market, performed well over the fourth quarter and the full calendar year. US high-yield securities, as measured by the Bank of America Merrill Lynch US High Yield Index, returned a robust 17.5% for the 12 months ended December 31, 2016, with a rally in the energy sector following the recovery in oil and other commodity prices last February bolstering the high-yield market's performance. Meanwhile, the Bloomberg Barclays US Aggregate Bond Index, which tracks the performance of Treasury and agency issues, corporate bond issues, and mortgage-backed securities, returned 2.7% for the same 12-month period, reflecting the relative weakness in government bonds. The US economy's underlying fundamentals seem solid, and growth prospects for 2017 appear healthy. However, we remain concerned about risks to the economy of potentially disruptive trade policies pursued by the Trump administration. Barring a damaging trade war, though, we anticipate the Fed will continue to hike short-term interest rates gradually during 2017. In addition, we expect the Fed to consider carefully the potential economic effects of any fiscal policies enacted by the new Trump administration and the Republican-controlled Congress. In that regard, we believe President Trump's economic policies, if they come to fruition, could help boost real GDP growth. However, the impact of Trump's policies on US GDP may be greater in 2018 rather than in 2017. Still, even prior to the late-year "Trump rally," US GDP growth appeared to settling in at a sustainable annual pace of more than 2% as 2016 drew to a close, following some weaker performance in the first half of the year. Continued improvement in the employment market driven in part by gains in manufacturing output were among the factors behind the bounce-back in GDP. 2 Pioneer Real Estate Shares | Annual Report | 12/31/16 While economic conditions inside the US appear solid, many economies around the world continue to experience slow growth rates. Moreover, several countries in various regions face a number of challenges in 2017 and beyond, including the shifting geopolitics driving "Brexit" - the United Kingdom's pending exit from the European Union - as well as related populist movements in Europe, limited productivity gains, aging populations, and transitioning economic models in China and other emerging markets. In recent years, global central banks have kept interest rates at close to zero in an effort to stimulate economic growth. While financial markets often benefited from the low rates, it now appears that those policies may be losing their effectiveness, leaving central banks little room to maneuver going forward. Moreover, the low interest rates have caused government bond yields to plummet, presenting a dilemma for the income-oriented investor. Against this backdrop of still-low global interest rates, shifting priorities of central banks, evolving demographics, and numerous geopolitical concerns, we believe investors are likely to face ongoing challenges and much uncertainty when it comes to finding opportunities for both income and capital appreciation. While much has been made of passive investing as a possible source of stability in this uncertain environment, it is our view that all investment decisions are active choices. Throughout Pioneer's history, we have believed in the importance of active management. During challenging market conditions, we view the value of active management as even more compelling. Our experienced and tenured investment teams focus on identifying value across global markets using proprietary research, careful risk management, and a long-term perspective. We believe our shareowners can benefit from the experience and tenure of our investment teams as well as the insights generated from our extensive research process. As always, and particularly during times of market uncertainty, we encourage you to work with your financial advisor to develop an overall investment plan that addresses both your short- and long-term goals, and to implement such a plan in a disciplined manner. We greatly appreciate the trust you have placed in us and look forward to continuing to serve you in the future. Sincerely, /s/ Lisa M. Jones Lisa M. Jones President and CEO Pioneer Investment Management USA Inc. December 31, 2016 Any information in this shareowner report regarding market or economic trends or the factors influencing the Fund's historical or future performance are statements of opinion as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Pioneer Real Estate Shares | Annual Report | 12/31/16 3 Portfolio Management Discussion | 12/31/16 In the following interview, Matthew Troxell of AEW Capital Management, L.P., discusses the market environment for real estate-related investments and the performance of Pioneer Real Estate Shares during the 12-month reporting period ended December 31, 2016. AEW Capital Management, L.P. (AEW), a real estate investment advisory firm, is the Fund's investment sub-adviser. Day-to-day management of the Fund's portfolio is the responsibility of Matthew A. Troxell, CFA (portfolio manager of the Fund since 2004). Mr. Troxell is a managing director and senior portfolio manager at AEW. Mr. Troxell is supported by three portfolio managers: J. Hall Jones, Jr., CFA, director of AEW (co-portfolio manager of the Fund since 2012), Gina Szymanski, CFA, director of AEW (co-portfolio manager of the Fund since 2017), and John A. Garofalo, CFA, director of AEW (co-portfolio manager of the Fund since 2014). Q How did the Fund perform during the 12-month period ended December 31, 2016? A Pioneer Real Estate Shares Class A shares returned 6.10% at net asset value during the 12-month period ended December 31, 2016, while the Fund's benchmark, the Morgan Stanley Capital International (MSCI) U.S. Real Estate Investment Trust (REIT) Index (the MSCI Index)(1), returned 8.60%. During the same period, the average return of the 267 mutual funds in Lipper's Real Estate Funds Category was 7.03%, and the average return of the 267 mutual funds in Morningstar's Real Estate Funds Category was 6.89%. Q How would you describe the market environment for REIT investors during the 12-month period ended December 31, 2016? A Against a backdrop of low interest rates and a slowly improving U.S. economy, REITs outperformed the broader equity market for the first nine months of 2016. With REITs also yielding more than money market investments and most fixed-income alternatives, the asset class saw solid (1) The MSCI information may only be used for your internal use, may not be reproduced or redisseminated in any form and may not be used as a basis for or a component of any financial instruments or products or indices. None of the MSCI information is intended to constitute investment advice or a recommendation to make (or refrain from making) any kind of investment decision and may not be relied on as such. Historical data and analysis should not be taken as an indication or guarantee of any future performance analysis, forecast or prediction. The MSCI information is provided on an "as is" basis and the user of this information assumes the entire risk of any use made of this information. MSCI, each of its affiliates and each other person involved in or related to compiling, computing or creating any MSCI information (collectively, the "MSCI Parties") expressly disclaims all warranties (including, without limitation, any warranties of originality, accuracy, completeness, timeliness, non-infringement, merchantability and fitness for a particular purpose) with respect to this information. Without limiting any of the foregoing, in no event shall any MSCI Party have any liability for any direct, indirect, special, incidental, punitive, consequential (including, without limitation, lost profits) or any other damages. 4 Pioneer Real Estate Shares | Annual Report | 12/31/16 demand. However, with the fourth quarter coming into focus and the likelihood of the Federal Reserve (the Fed) raising its benchmark rate before year-end, investors lost enthusiasm for the asset class due to fears of higher interest rates and higher borrowing costs. Despite losing ground during the fourth quarter, REITs still ended 2016 in positive territory after a strong rebound in late December. Investors took a measure of comfort from the Fed's guidance for two-to-three additional hikes in 2017, which were estimated to total 0.75%. Given the incoming President Trump's proposed legislative agenda, the hotel sector strongly outperformed the overall REIT sector following the U.S. elections in November through December 31, 2016, as market expectations for stronger economic growth led investors to believe demand for hotel space will rise. Health care was among the weakest-performing REIT sectors following the November elections, given the expectations that the Affordable Care Act will either be significantly reformed, or repealed altogether and replaced with a new law. Q Which investments or strategies detracted from the Fund's benchmark-relative performance during the 12-month period ended December 31, 2016? A The Fund's underperformance relative to the MSCI Index benchmark during the 12-month period was due to negative sector allocation results, which were partially offset by positive stock selection results. Sector allocation had a negative impact on benchmark-relative performance primarily due to the portfolio's underweight positions in the outperforming data center and triple-net-lease sectors, and an overweight position in the underperforming regional mall sector. In terms of stock selection, benchmark-relative results were weakest for the Fund in the office, hotel, and manufactured home sectors. Among individual REITs held in the portfolio, the top detractors from the Fund's benchmark-relative performance included overweight positions in the underperforming CubeSmart (storage) and Taubman Centers (regional malls), and an underweight position in the outperforming Digital Realty (office). Storage REITs such as CubeSmart lagged during the 12-month period as investors became concerned about moderating growth in the sector as well as increased new supply. We still like CubeSmart's relative value, however, and continue to hold the overweight position in the portfolio. In the regional mall sector, Taubman Centers underperformed after management announced a $500 million renovation project at one of its Pioneer Real Estate Shares | Annual Report | 12/31/16 5 assets in Los Angeles, which the market viewed as a defensive move against competitor Westfield, which is investing $800 million in one of its nearby assets. In addition, concerns that e-Commerce would threaten holiday retail sales at traditional "brick and mortar" properties and increase the potential for store closures after the holiday season contributed to the decline in Taubman's value. We still like the company's relative valuation, though, and have maintained the Fund's overweight position. Technology demand for data centers remained strong during the period, and solid fundamentals drove the data center sector to outperform during the 12-month period. As a result, the portfolio's underweight to Digital Realty was a detractor from the Fund's benchmark-relative returns, but that negative was more than offset by an overweight position in Digital Realty's peer company, DuPont Fabros Technology. Q Which investments or strategies aided the Fund's benchmark-relative performance during the 12-month period ended December 31, 2016? A In terms of stock selection, benchmark-relative results were strongest for the Fund in the data center, health care, and apartment REIT sectors. Among individual portfolio holdings, the top contributors to the Fund's benchmark-relative performance during the period included overweight positions in the aforementioned DuPont Fabros Technology, which outperformed, and Rexford Industrial Realty. In addition, our avoidance of the underperforming HCP (health care) aided benchmark-relative results. As noted earlier, technology demand for data center REITs was strong in 2016, and solid fundamentals drove the data center sector to outperform the general REIT market. As a result, the Fund's overweight to DuPont Fabros Technology contributed to benchmark-relative returns. Additionally, DuPont Fabros continued to acquire land and grow its development pipeline. Q Did you make any adjustments to the Fund's strategy or sector allocations during the 12-month period ended December 31, 2016? A We did not make any significant changes to the Fund's investment strategy during the 12-month period, although our investment decisions did result in some shift in sector weightings. Based upon property market fundamentals and relative valuations within the REIT sector, the Fund's largest overweights as of December 31, 2016, were in the diversified, regional mall, and apartment sectors. The Fund continued to have its largest 6 Pioneer Real Estate Shares | Annual Report | 12/31/16 underweights to the triple-net-lease and health care sectors, as the fixed- lease structures of those sectors makes their cash flows the most bond-like in an environment of rising interest rates. Q Did the Fund invest in any derivative securities during the 12-month period ended December 31, 2016? A No, we did not invest the Fund's portfolio in any derivatives during the period. Q What is your outlook for REITs as 2017 begins, particularly where the new Trump administration's proposed policies are concerned? A With the U.S. economy already near full employment, the new administration's plan for a substantial infrastructure initiative and large tax cuts financed by deficit spending could put additional upward pressure on inflation and interest rates. The exact shapes of those spending and tax plans still need to be negotiated with Congress, and while Congress is in Republican hands, there may be some differences of opinion between Capitol Hill and the White House on what the highest priorities should be. As a result, while we do not expect sharp increases in interest rates and inflation from today's levels, we believe the risk is somewhat higher under a Trump administration than it was under the gridlocked government the U.S. essentially had from 2011 onward. Additionally, construction costs would likely rise if increased infrastructure spending becomes a reality, but that should help keep new supply in the REIT market under control. At the end of 2016, the REIT market continued to trade within a fair-value range versus other asset classes. REITs were trading at an average 5% discount to net asset values as of December 31, 2016, with some sectors trading at much larger discounts and some at significant premiums. REITs continued to be most attractive relative to bonds on a yield-spread basis, though the upward move in bond yields ate into that cushion a bit following the U.S. election. (Yield, or credit spreads are commonly defined as the differences in yield between Treasuries and other types of fixed-income securities with similar maturities.) Even so, REIT dividends* looked more attractive than usual compared with bonds, on a yield-spread basis. REITs continue to look most expensive compared with equities on a multiples basis. With interest rates moving up, we expect investors to pay increased attention to the factors that differentiate REIT returns from bond returns. Most notably, the fact that REIT incomes rise faster in a more rapidly * Dividends are not guaranteed. Pioneer Real Estate Shares | Annual Report | 12/31/16 7 growing economy, and that rising rents and property values have tended to help offset inflation. We believe some investors will inevitably lump REITs in with bonds and react negatively to increases in interest rates; however, it is important to note that rate increases are likely sustainable only if the economy is growing. Therefore, a more sophisticated view factors in the higher earnings growth that is likely to accompany any meaningful improvement in the economy. 8 Pioneer Real Estate Shares | Annual Report | 12/31/16 Please refer to the Schedule of Investments on pages 17-19 for a full listing of Fund securities. All investments are subject to risk, including the possible loss of principal. In the past several years, financial markets have experienced increased volatility, depressed valuations, decreased liquidity and heightened uncertainty. These conditions may continue, recur, worsen or spread. The Fund invests in REIT securities, the value of which can fall for a variety of reasons, such as declines in rental income, fluctuating interest rates, poor property management, environmental liabilities, uninsured damage, increased competition, or changes in real estate tax laws. The Fund invests in a limited number of securities and, as a result, the Fund's performance may be more volatile than the performance of other funds holding more securities. When interest rates rise, the prices of fixed-income securities in the Fund will generally fall. Conversely, when interest rates fall, the prices of fixed-income securities in the Fund will generally rise. At times, the Fund's investments may represent industries or industry sectors that are interrelated or have common risks, making it more susceptible to any economic, political, or regulatory developments or other risks affecting those industries or sectors. These risks may increase share price volatility. Before investing, consider the product's investment objectives, risks, charges and expenses. Contact your advisor or Pioneer Investments for a prospectus or summary prospectus containing this information. Read it carefully. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund's historical or future performance are statements of opinion as of the date of this report. Past performance is no guarantee of future results. Pioneer Real Estate Shares | Annual Report | 12/31/16 9 Portfolio Summary | 12/31/16 Sector Distribution -------------------------------------------------------------------------------- (As a percentage of equity holdings) [THE FOLLOWING DATA WAS REPRESENTED AS A PIE CHART IN THE PRINTED MATERIAL]
Apartment 17.1% Regional Mall 14.1% Office 11.1% Health Care 9.4% Industrial 8.4% Shopping Center 8.2% Diversified 7.7% Hotel 7.4% Storage 7.3% Triple Net Lease 4.7% Data Center 3.4% Manufactured Home 1.2%
10 Largest Holdings* -------------------------------------------------------------------------------- (As a percentage of equity holdings)
1. Simon Property Group, Inc. 8.86% -------------------------------------------------------------------------------- 2. Prologis, Inc. 5.83 -------------------------------------------------------------------------------- 3. Equity Residential Property Trust, Inc. 5.29 -------------------------------------------------------------------------------- 4. AvalonBay Communities, Inc. 5.24 -------------------------------------------------------------------------------- 5. Boston Properties, Inc. 5.06 -------------------------------------------------------------------------------- 6. Welltower, Inc. 5.00 -------------------------------------------------------------------------------- 7. Public Storage, Inc. 4.76 -------------------------------------------------------------------------------- 8. Ventas, Inc. 4.41 -------------------------------------------------------------------------------- 9. Taubman Centers, Inc. 3.61 -------------------------------------------------------------------------------- 10. Host Hotels & Resorts, Inc. 3.49 --------------------------------------------------------------------------------
* This list excludes temporary cash investments and derivative instruments. The portfolio is actively managed, and current holdings may be different. The holdings listed should not be considered recommendations to buy or sell any securities listed. 10 Pioneer Real Estate Shares | Annual Report | 12/31/16 Prices and Distributions | 12/31/16 Net Asset Value per Share --------------------------------------------------------------------------------
-------------------------------------------------------------------------------- Class 12/31/16 12/31/15 -------------------------------------------------------------------------------- A $25.79 $26.83 -------------------------------------------------------------------------------- C $25.30 $26.38 -------------------------------------------------------------------------------- Y $25.76 $26.79 --------------------------------------------------------------------------------
Distributions per Share: 1/1/16-12/31/16 --------------------------------------------------------------------------------
-------------------------------------------------------------------------------- Short-Term Long-Term Class Dividends Capital Gains Capital Gains -------------------------------------------------------------------------------- A $0.2944 $0.0258 $2.2828 -------------------------------------------------------------------------------- C $0.0779 $0.0258 $2.2828 -------------------------------------------------------------------------------- Y $0.3800 $0.0258 $2.2828 --------------------------------------------------------------------------------
Index Definition -------------------------------------------------------------------------------- The MSCI U.S. REIT Index is an unmanaged, widely used index comprising a broad representation of the most actively traded real estate trusts, and is designed to be a measure of real estate equity performance. Index returns are calculated monthly, assume reinvestment of dividends and, unlike Fund returns, do not reflect any fees, expenses or sales charges. It is not possible to invest directly in an index. The index defined here pertains to the "Value of $10,000 Investment" and "Value of $5 Million Investment" charts on pages 12-14. Pioneer Real Estate Shares | Annual Report | 12/31/16 11 Performance Update | 12/31/16 Class A Shares Investment Returns -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Class A shares of Pioneer Real Estate Shares at public offering price during the periods shown, compared to that of the Morgan Stanley Capital International (MSCI) U.S. REIT Index.
Average Annual Total Returns (As of December 31, 2016) -------------------------------------------------------------------------------- Net Public Asset Offering MSCI Value Price U.S. REIT Period (NAV) (POP) Index -------------------------------------------------------------------------------- 10 years 4.26% 3.64% 4.96% 5 years 10.92 9.61 11.86 1 year 6.10 -0.01 8.60 -------------------------------------------------------------------------------- Expense Ratio (Per prospectus dated May 1, 2016) -------------------------------------------------------------------------------- Gross -------------------------------------------------------------------------------- 1.41% --------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL] Value of $10,000 Investment
Pioneer Real MCSI U.S. Estate Shares REIT Index 12/06 $ 9,425 $10,000 12/07 $ 7,596 $ 8,318 12/08 $ 4,687 $ 5,160 12/09 $ 6,100 $ 6,636 12/10 $ 7,823 $ 8,526 12/11 $ 8,519 $ 9,267 12/12 $ 9,860 $10,914 12/13 $ 9,972 $11,183 12/14 $12,927 $14,581 12/15 $13,478 $14,948 12/16 $14,300 $16,234
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. NAV results represent the percent change in net asset value per share. Returns would have been lower had sales charges been reflected. POP returns reflect deduction of maximum 5.75% sales charge. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. Please refer to the financial highlights for a more current expense ratio. 12 Pioneer Real Estate Shares | Annual Report | 12/31/16 Performance Update | 12/31/16 Class C Shares Investment Returns -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $10,000 investment made in Class C shares of Pioneer Real Estate Shares during the periods shown, compared to that of the Morgan Stanley Capital International (MSCI) U.S. REIT Index.
Average Annual Total Returns (As of December 31, 2016) -------------------------------------------------------------------------------- MSCI If If U.S. REIT Period Held Redeemed Index -------------------------------------------------------------------------------- 10 years 3.36% 3.36% 4.96% 5 years 9.97 9.97 11.86 1 year 5.22 5.22 8.60 -------------------------------------------------------------------------------- Expense Ratio (Per prospectus dated May 1, 2016) -------------------------------------------------------------------------------- Gross -------------------------------------------------------------------------------- 2.24% --------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL] Value of $10,000 Investment
Pioneer Real MCSI U.S. Estate Shares REIT Index 12/06 $10,000 $10,000 12/07 $ 7,993 $ 8,318 12/08 $ 4,888 $ 5,160 12/09 $ 6,299 $ 6,636 12/10 $ 8,005 $ 8,526 12/11 $ 8,651 $ 9,267 12/12 $ 9,927 $10,914 12/13 $ 9,954 $11,183 12/14 $12,790 $14,581 12/15 $13,224 $14,948 12/16 $13,914 $16,234
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. Class C shares held for less than one year are also subject to a 1% contingent deferred sales charge (CDSC). If you paid a 1% sales charge, your returns would be lower than those shown above. "If Held" results represent the percent change in net asset value per share. Returns would have been lower had sales charges been reflected. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. Please refer to the financial highlights for a more current expense ratio. Pioneer Real Estate Shares | Annual Report | 12/31/16 13 Performance Update | 12/31/16 Class Y Shares Investment Returns -------------------------------------------------------------------------------- The mountain chart on the right shows the change in value of a $5 million investment made in Class Y shares of Pioneer Real Estate Shares during the periods shown, compared to that of the Morgan Stanley Capital International (MSCI) U.S. REIT Index.
Average Annual Total Returns (As of December 31, 2016) -------------------------------------------------------------------------------- Net Asset MSCI U.S. Value REIT Period (NAV) Index -------------------------------------------------------------------------------- 10 years 4.82% 4.96% 5 years 11.38 11.86 1 year 6.47 8.60 -------------------------------------------------------------------------------- Expense Ratio (Per prospectus dated May 1, 2016) -------------------------------------------------------------------------------- Gross -------------------------------------------------------------------------------- 1.02% --------------------------------------------------------------------------------
[THE FOLLOWING DATA WAS REPRESENTED AS A MOUNTAIN CHART IN THE PRINTED MATERIAL] Value of $5 Million Investment
Pioneer Real MCSI U.S. Estate Shares REIT Index 12/06 $5,000,000 $5,000,000 12/07 $4,048,617 $4,159,215 12/08 $2,514,312 $2,579,970 12/09 $3,303,270 $3,318,071 12/10 $4,260,300 $4,263,007 12/11 $4,669,072 $4,633,582 12/12 $5,429,372 $5,456,755 12/13 $5,516,691 $5,591,602 12/14 $7,183,805 $7,290,317 12/15 $7,517,528 $7,474,053 12/16 $8,003,957 $8,116,785
Call 1-800-225-6292 or visit us.pioneerinvestments.com for the most recent month-end performance results. Current performance may be lower or higher than the performance data quoted. The performance data quoted represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. Class Y shares are not subject to sales charges and are available for limited groups of eligible investors, including institutional investors. All results are historical and assume the reinvestment of dividends and capital gains. Other share classes are available for which performance and expenses will differ. Performance results reflect any applicable expense waivers in effect during the periods shown. Without such waivers Fund performance would be lower. Waivers may not be in effect for all funds. Certain fee waivers are contractual through a specified period. Otherwise, fee waivers can be rescinded at any time. See the prospectus and financial statements for more information. The performance table and graph do not reflect the deduction of fees and taxes that a shareowner would pay on Fund distributions or the redemption of Fund shares. Please refer to the financial highlights for a more current expense ratio. 14 Pioneer Real Estate Shares | Annual Report | 12/31/16 Comparing Ongoing Fund Expenses As a shareowner in the Fund, you incur two types of costs: (1) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses; and (2) transaction costs, including sales charges (loads) on purchase payments. This example is intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 at the beginning of the Fund's latest six-month period and held throughout the six months. Using the Tables -------------------------------------------------------------------------------- Actual Expenses The first table below provides information about actual account values and actual expenses. You may use the information in this table, together with the amount you invested, to estimate the expenses that you paid over the period as follows: (1) Divide your account value by $1,000 Example: an $8,600 account value (divided by) $1,000 = 8.6 (2) Multiply the result in (1) above by the corresponding share class's number in the third row under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. Expenses Paid on a $1,000 Investment in Pioneer Real Estate Shares Based on actual returns from July 1, 2016, through December 31, 2016.
-------------------------------------------------------------------------------- Share Class A C Y -------------------------------------------------------------------------------- Beginning Account $1,000.00 $1,000.00 $1,000.00 Value on 7/1/16 -------------------------------------------------------------------------------- Ending Account $ 959.75 $ 955.68 $ 961.27 Value on 12/31/16 -------------------------------------------------------------------------------- Expenses Paid $ 6.95 $ 10.91 $ 5.28 During Period* --------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized net expense ratio of 1.41%, 2.22%, and 1.07% for Class A, Class C, and Class Y shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). Pioneer Real Estate Shares | Annual Report | 12/31/16 15 Comparing Ongoing Fund Expenses (continued) Hypothetical Example for Comparison Purposes The table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads) that are charged at the time of the transaction. Therefore, the table below is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher. Expenses Paid on a $1,000 Investment in Pioneer Real Estate Shares Based on a hypothetical 5% per year return before expenses, reflecting the period from July 1, 2016, through December 31, 2016.
-------------------------------------------------------------------------------- Share Class A C Y -------------------------------------------------------------------------------- Beginning Account $1,000.00 $1,000.00 $1,000.00 Value on 7/1/16 -------------------------------------------------------------------------------- Ending Account $1,018.05 $1,013.98 $1,019.76 Value on 12/31/16 -------------------------------------------------------------------------------- Expenses Paid $ 7.15 $ 11.24 $ 5.43 During Period* --------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized net expense ratio of 1.41%, 2.22%, and 1.07% for Class A, Class C, and Class Y shares, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period). 16 Pioneer Real Estate Shares | Annual Report | 12/31/16 Schedule of Investments | 12/31/16
------------------------------------------------------------------------------------- Shares Value ------------------------------------------------------------------------------------- COMMON STOCKS -- 98.2% CONSUMER SERVICES -- 1.6% Hotels, Resorts & Cruise Lines -- 1.6% 145,100 Extended Stay America, Inc. $ 2,343,365 -------------- Total Consumer Services $ 2,343,365 ------------------------------------------------------------------------------------- REAL ESTATE -- 96.6% Diversified REIT -- 10.8% 72,000 American Assets Trust, Inc. $ 3,101,760 120,600 Empire State Realty Trust, Inc. 2,434,914 146,100 Forest City Enterprises LP 3,044,724 399,600 Gramercy Property Trust 3,668,328 70,500 STORE Capital Corp. 1,742,055 52,700 Washington Real Estate Investment Trust 1,722,763 -------------- $ 15,714,544 ------------------------------------------------------------------------------------- Industrial REIT -- 8.3% 157,200 Prologis, Inc. $ 8,298,588 158,300 Rexford Industrial Realty, Inc. 3,670,977 -------------- $ 11,969,565 ------------------------------------------------------------------------------------- Hotel & Resort REIT -- 5.6% 68,500 Chatham Lodging Trust $ 1,407,675 263,700 Host Hotels & Resorts, Inc. 4,968,108 71,300 RLJ Lodging Trust 1,746,137 -------------- $ 8,121,920 ------------------------------------------------------------------------------------- Office REIT -- 11.2% 57,300 Boston Properties, Inc. $ 7,207,194 55,800 Douglas Emmett, Inc. 2,040,048 64,714 Easterly Government Properties, Inc. 1,295,574 195,000 Piedmont Office Realty Trust, Inc. 4,077,450 15,300 Vornado Realty Trust 1,596,861 -------------- $ 16,217,127 ------------------------------------------------------------------------------------- Health Care REIT -- 9.2% 100,500 Ventas, Inc. $ 6,283,260 106,400 Welltower, Inc. 7,121,352 -------------- $ 13,404,612 ------------------------------------------------------------------------------------- Residential REITs -- 18.0% 50,300 American Campus Communities, Inc. $ 2,503,431 112,900 American Homes 4 Rent 2,368,642 42,100 AvalonBay Communities, Inc. 7,458,015 53,900 Camden Property Trust 4,531,373 24,200 Equity LifeStyle Properties, Inc. 1,744,820 117,000 Equity Residential Property Trust, Inc. 7,530,120 -------------- $ 26,136,401 -------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. Pioneer Real Estate Shares | Annual Report | 12/31/16 17 Schedule of Investments | 12/31/16 (continued)
------------------------------------------------------------------------------------- Shares Value ------------------------------------------------------------------------------------- Retail REIT -- 21.9% 69,000 Acadia Realty Trust $ 2,254,920 112,900 DDR Corp. 1,723,983 25,200 Federal Realty Investment Trust 3,581,172 152,300 Retail Properties of America, Inc. 2,334,759 71,000 Simon Property Group, Inc. 12,614,570 50,000 Tanger Factory Outlet Centers, Inc. 1,789,000 69,500 Taubman Centers, Inc. 5,138,135 32,200 The Macerich Co. 2,281,048 -------------- $ 31,717,587 ------------------------------------------------------------------------------------- Specialized REIT -- 10.6% 136,600 CubeSmart $ 3,656,782 11,100 Digital Realty Trust, Inc. 1,090,686 86,000 DuPont Fabros Technology, Inc. 3,777,980 30,300 Public Storage, Inc. 6,772,050 -------------- $ 15,297,498 ------------------------------------------------------------------------------------- Diversified Real Estate Activities -- 1.0% 33,000 Alexander & Baldwin, Inc. $ 1,480,710 -------------- Total Real Estate $ 140,059,964 ------------------------------------------------------------------------------------- TOTAL COMMON STOCKS (Cost $79,360,449) $ 142,403,329 ------------------------------------------------------------------------------------- TOTAL INVESTMENT IN SECURITIES -- 98.2% (Cost $79,360,449) (a) $ 142,403,329 ------------------------------------------------------------------------------------- OTHER ASSETS & LIABILITIES -- 1.8% $ 2,574,783 ------------------------------------------------------------------------------------- NET ASSETS -- 100.0% $ 144,978,112 =====================================================================================
REIT Real Estate Investment Trust. (a) At December 31, 2016, the net unrealized appreciation on investments based on cost for federal income tax purposes of $81,400,648 was as follows:
Aggregate gross unrealized appreciation for all investments in which there is an excess of value over tax cost $61,540,466 Aggregate gross unrealized depreciation for all investments in which there is an excess of tax cost over value (537,785) ----------- Net unrealized appreciation $61,002,681 ===========
The accompanying notes are an integral part of these financial statements. 18 Pioneer Real Estate Shares | Annual Report | 12/31/16 Purchases and sales of securities (excluding temporary cash investments) for the year ended December 31, 2016 aggregated to $23,622,872 and $39,510,378, respectively. The Fund is permitted to engage in purchase and sale transactions ("cross trades") with certain funds and accounts for which Pioneer Investment Management, Inc. (PIM) serves as the Fund's investment adviser, as set forth in Rule 17a-7 under the Investment Company Act of 1940, pursuant to procedures adopted by the Board of Trustees. Under these procedures, cross trades are effected at current market prices. During the year ended December 31, 2016, the Fund did not engage in cross trade activity. Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in the three broad levels listed below. Level 1 - quoted prices in active markets for identical securities. Level 2 - other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) See Notes to Financial Statements -- Note 1A. Level 3 - significant unobservable inputs (including the Fund's own assumptions in determining fair value of investments) See Notes to Financial Statements -- Note 1A. The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund's investments:
------------------------------------------------------------------------------------ Level 1 Level 2 Level 3 Total ------------------------------------------------------------------------------------ Common Stocks $142,403,329 $ -- $ -- $142,403,329 ------------------------------------------------------------------------------------ Total $142,403,329 $ -- $ -- $142,403,329 ====================================================================================
During the year ended December 31, 2016, there were no transfers between Levels 1, 2 and 3. The accompanying notes are an integral part of these financial statements. Pioneer Real Estate Shares | Annual Report | 12/31/16 19 Statement of Assets and Liabilities | 12/31/16
ASSETS: Investment in securities (cost $79,360,449) $142,403,329 Cash 1,900,900 Receivables -- Fund shares sold 169,929 Dividends 658,070 Other assets 37,903 -------------------------------------------------------------------------------- Total assets $145,170,131 ================================================================================ LIABILITIES: Payables -- Fund shares repurchased $ 81,509 Trustee fees 112 Transfer agent expense 50,118 Audit expense 30,449 Printing expense 7,241 Custody expense 2,448 Due to affiliates 12,687 Accrued expenses 7,455 -------------------------------------------------------------------------------- Total liabilities $ 192,019 ================================================================================ NET ASSETS: Paid-in capital $ 82,197,938 Accumulated net realized loss on investments (262,706) Net unrealized appreciation on investments 63,042,880 -------------------------------------------------------------------------------- Net assets $144,978,112 ================================================================================ NET ASSET VALUE PER SHARE: (No par value, unlimited number of shares authorized) Class A (based on $98,006,515/3,800,353 shares) $ 25.79 Class C (based on $13,317,060/526,270 shares) $ 25.30 Class Y (based on $33,654,537/1,306,620 shares) $ 25.76 MAXIMUM OFFERING PRICE: Class A ($25.79 (divided by) 94.25%) $ 27.36 ================================================================================
The accompanying notes are an integral part of these financial statements. 20 Pioneer Real Estate Shares | Annual Report | 12/31/16 Statement of Operations For the Year Ended 12/31/16
INVESTMENT INCOME: Dividends $3,986,604 Interest 4,650 --------------------------------------------------------------------------------------------------- Total investment income $ 3,991,254 --------------------------------------------------------------------------------------------------- EXPENSES: Management fees $1,289,284 Transfer agent fees Class A 101,504 Class C 16,329 Class Y 30,592 Distribution fees Class A 255,456 Class C 127,900 Shareholder communications expense 126,981 Administrative expense 92,171 Custodian fees 7,252 Registration fees 65,015 Professional fees 43,256 Printing expense 32,183 Fees and expenses of nonaffiliated Trustees 7,600 Miscellaneous 20,505 --------------------------------------------------------------------------------------------------- Total expenses $ 2,216,028 --------------------------------------------------------------------------------------------------- Net investment income $ 1,775,226 --------------------------------------------------------------------------------------------------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain (loss) on investments $10,244,717 --------------------------------------------------------------------------------------------------- Change in net unrealized appreciation (depreciation) on investments $(2,571,269) --------------------------------------------------------------------------------------------------- Net realized and unrealized gain (loss) on investments $ 7,673,448 --------------------------------------------------------------------------------------------------- Net increase in net assets resulting from operations $ 9,448,674 ===================================================================================================
The accompanying notes are an integral part of these financial statements. Pioneer Real Estate Shares | Annual Report | 12/31/16 21 Statements of Changes in Net Assets
------------------------------------------------------------------------------------------ Year Ended Year Ended 12/31/16 12/31/15 ------------------------------------------------------------------------------------------ FROM OPERATIONS: Net investment income (loss) $ 1,775,226 $ 1,774,959 Net realized gain (loss) on investments 10,244,717 20,178,398 Change in net unrealized appreciation (depreciation) on investments (2,571,269) (15,633,704) ------------------------------------------------------------------------------------------ Net increase in net assets resulting from operations $ 9,448,674 $ 6,319,653 ------------------------------------------------------------------------------------------ DISTRIBUTIONS TO SHAREOWNERS: Net investment income: Class A ($0.29 and $0.31 per share, respectively) $ (1,098,478) $ (1,094,537) Class C ($0.08 and $0.07 per share, respectively) (36,163) (32,391) Class Y ($0.38 and $0.41 per share, respectively) (640,585) (648,031) Net realized gain: Class A ($2.31 and $3.60 per share, respectively) (8,278,026) (12,166,581) Class C ($2.31 and $3.60 per share, respectively) (1,133,616) (1,557,391) Class Y ($2.31 and $3.60 per share, respectively) (3,020,300) (5,547,206) ------------------------------------------------------------------------------------------ Total distributions to shareowners $ (14,207,168) $ (21,046,137) ------------------------------------------------------------------------------------------ FROM FUND SHARE TRANSACTIONS: Net proceeds from sale of shares $ 39,316,296 $ 47,909,692 Reinvestment of distributions 12,866,042 17,744,523 Cost of shares repurchased (64,471,467) (59,973,585) ------------------------------------------------------------------------------------------ Net increase (decrease) in net assets resulting from Fund share transactions $ (12,289,129) $ 5,680,630 ------------------------------------------------------------------------------------------ Net decrease in net assets $ (17,047,623) $ (9,045,854) NET ASSETS: Beginning of year $ 162,025,735 $ 171,071,589 ------------------------------------------------------------------------------------------ End of year $ 144,978,112 $ 162,025,735 ------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements. 22 Pioneer Real Estate Shares | Annual Report | 12/31/16
---------------------------------------------------------------------------------------- Year Ended Year Ended Year Ended Year Ended 12/31/16 12/31/16 12/31/15 12/31/15 Shares Amount Shares Amount ---------------------------------------------------------------------------------------- Class A Shares sold 548,497 $ 15,173,981 652,528 $ 19,295,553 Reinvestment of distributions 354,722 9,121,612 484,285 12,902,018 Less shares repurchased (861,528) (23,647,114) (999,506) (29,197,159) ---------------------------------------------------------------------------------------- Net increase 41,691 $ 648,479 137,307 $ 3,000,412 ======================================================================================== Class C Shares sold 126,874 $ 3,392,404 145,974 $ 4,288,730 Reinvestment of distributions 45,112 1,129,518 58,052 1,512,534 Less shares repurchased (121,082) (3,224,087) (189,611) (5,449,050) ---------------------------------------------------------------------------------------- Net increase 50,904 $ 1,297,835 14,415 $ 352,214 ======================================================================================== Class Y Shares sold 765,126 $ 20,749,911 839,619 $ 24,325,409 Reinvestment of distributions 101,246 2,614,912 124,978 3,329,971 Less shares repurchased (1,375,179) (37,600,266) (859,493) (25,327,376) ---------------------------------------------------------------------------------------- Net increase (decrease) (508,807) $ (14,235,443) 105,104 $ 2,328,004 ========================================================================================
The accompanying notes are an integral part of these financial statements. Pioneer Real Estate Shares | Annual Report | 12/31/16 23 Financial Highlights
--------------------------------------------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended 12/31/16 12/31/15 12/31/14 12/31/13 12/31/12 --------------------------------------------------------------------------------------------------------------------- Class A Net asset value, beginning of period $ 26.83 $ 29.58 $ 24.56 $ 24.76 $ 21.79 --------------------------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment income (loss) $ 0.30(a) $ 0.31(a) $ 0.30 $ 0.23 $ 0.45 Net realized and unrealized gain (loss) on investments 1.26 0.85 6.86 0.06 2.97 --------------------------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ 1.56 $ 1.16 $ 7.16 $ 0.29 $ 3.42 --------------------------------------------------------------------------------------------------------------------- Distribution to shareowners: Net investment income $ (0.29) $ (0.31) $ (0.29) $ (0.22) $ (0.45) Net realized gain (2.31) (3.60) (1.85) (0.27) -- --------------------------------------------------------------------------------------------------------------------- Total distributions $ (2.60) $ (3.91) $ (2.14) $ (0.49) $ (0.45) --------------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ (1.04) $ (2.75) $ 5.02 $ (0.20) $ 2.97 --------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 25.79 $ 26.83 $ 29.58 $ 24.56 $ 24.76 ===================================================================================================================== Total return* 6.10% 4.27% 29.63% 1.14% 15.75% Ratio of net expenses to average net assets 1.41% 1.41% 1.47% 1.48% 1.52% Ratio of net investment income (loss) to average net assets 1.09% 1.06% 1.09% 0.89% 1.87% Portfolio turnover rate 15% 22% 22% 17% 8% Net assets, end of period (in thousands) $98,007 $100,842 $107,116 $80,091 $84,310 =====================================================================================================================
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period and no sales charges. Total return would be reduced if sales charges were taken into account. (a) The per-share data presented above is based on the average shares outstanding for the period presented. The accompanying notes are an integral part of these financial statements. 24 Pioneer Real Estate Shares | Annual Report | 12/31/16
--------------------------------------------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended 12/31/16 12/31/15 12/31/14 12/31/13 12/31/12 --------------------------------------------------------------------------------------------------------------------- Class C Net asset value, beginning of period $ 26.38 $ 29.15 $ 24.24 $ 24.45 $ 21.53 --------------------------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment income (loss) $ 0.08(a) $ 0.06(a) $ 0.06 $ 0.00(b) $ 0.24 Net realized and unrealized gain (loss) on investments 1.23 0.84 6.76 0.08 2.93 --------------------------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ 1.31 $ 0.90 $ 6.82 $ 0.08 $ 3.17 --------------------------------------------------------------------------------------------------------------------- Distribution to shareowners: Net investment income $ (0.08) $ (0.07) $ (0.12) $ (0.02) $ (0.25) Net realized gain (2.31) (3.60) (1.79) (0.27) -- --------------------------------------------------------------------------------------------------------------------- Total distributions $ (2.39) $ (3.67) $ (1.91) $ (0.29) $ (0.25) --------------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ (1.08) $ (2.77) $ 4.91 $ (0.21) $ 2.92 --------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 25.30 $ 26.38 $ 29.15 $ 24.24 $ 24.45 ===================================================================================================================== Total return* 5.22% 3.39% 28.50% 0.27% 14.75% Ratio of net expenses to average net assets 2.22% 2.24% 2.35% 2.32% 2.37% Ratio of net investment income (loss) to average net assets 0.29% 0.21% 0.20% 0.02% 1.03% Portfolio turnover rate 15% 22% 22% 17% 8% Net assets, end of period (in thousands) $13,317 $12,540 $13,435 $10,609 $12,667 =====================================================================================================================
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period and no sales charges. Total return would be reduced if sales charges were taken into account. (a) The per-share data presented above is based on the average shares outstanding for the period presented. (b) Amount rounds to less than $0.00 or $(0.00) per share. The accompanying notes are an integral part of these financial statements. Pioneer Real Estate Shares | Annual Report | 12/31/16 25 Financial Highlights (continued)
--------------------------------------------------------------------------------------------------------------------- Year Year Year Year Year Ended Ended Ended Ended Ended 12/31/16 12/31/15 12/31/14 12/31/13 12/31/12 --------------------------------------------------------------------------------------------------------------------- Class Y Net asset value, beginning of period $ 26.79 $ 29.54 $ 24.52 $ 24.74 $ 21.78 --------------------------------------------------------------------------------------------------------------------- Increase (decrease) from investment operations: Net investment income (loss) $ 0.37(a) $ 0.42(a) $ 0.43 $ 0.36 $ 0.56 Net realized and unrealized gain (loss) on investments 1.29 0.84 6.85 0.05 2.97 --------------------------------------------------------------------------------------------------------------------- Net increase (decrease) from investment operations $ 1.66 $ 1.26 $ 7.28 $ 0.41 $ 3.53 --------------------------------------------------------------------------------------------------------------------- Distribution to shareowners: Net investment income $ (0.38) $ (0.41) $ (0.41) $ (0.36) $ (0.57) Net realized gain (2.31) (3.60) (1.85) (0.27) -- --------------------------------------------------------------------------------------------------------------------- Total distributions $ (2.69) $ (4.01) $ (2.26) $ (0.63) $ (0.57) --------------------------------------------------------------------------------------------------------------------- Net increase (decrease) in net asset value $ (1.03) $ (2.75) $ 5.02 $ (0.22) $ 2.96 --------------------------------------------------------------------------------------------------------------------- Net asset value, end of period $ 25.76 $ 26.79 $ 29.54 $ 24.52 $ 24.74 ===================================================================================================================== Total return* 6.47% 4.65% 30.22% 1.61% 16.28% Ratio of net expenses to average net assets 1.07% 1.02% 1.03% 1.01% 1.03% Ratio of net investment income (loss) to average net assets 1.34% 1.43% 1.54% 1.41% 2.48% Portfolio turnover rate 15% 22% 22% 17% 8% Net assets, end of period (in thousands) $33,655 $48,644 $50,520 $35,711 $31,610 =====================================================================================================================
* Assumes initial investment at net asset value at the beginning of each period, reinvestment of all distributions, the complete redemption of the investment at net asset value at the end of each period. (a) The per-share data presented above is based on the average shares outstanding for the period presented. The accompanying notes are an integral part of these financial statements. 26 Pioneer Real Estate Shares | Annual Report | 12/31/16 Notes to Financial Statements | 12/31/16 1. Organization and Significant Accounting Policies Pioneer Real Estate Shares (the Fund) is a Delaware statutory trust registered under the Investment Company Act of 1940 as a diversified, open-end management investment company. The investment objective of the Fund is to seek long-term growth of capital. Current income is a secondary objective. The Fund offers three classes of shares designated as Class A, Class C and Class Y shares. Each class of shares represents an interest in the same portfolio of investments of the Fund and has identical rights (based on relative net asset values) to assets and liquidation proceeds. Share classes can bear different rates of class-specific fees and expenses such as transfer agent and distribution fees. Differences in class-specific fees and expenses will result in differences in net investment income and, therefore, the payment of different dividends from net investment income earned by each class. The Amended and Restated Declaration of Trust of the Fund gives the Board of Trustees the flexibility to specify either per-share voting or dollar-weighted voting when submitting matters for shareholder approval. Under per-share voting, each share of a class of the Fund is entitled to one vote. Under dollar-weighted voting, a shareholder's voting power is determined not by the number of shares owned, but by the dollar value of the shares on the record date. Each share class has exclusive voting rights with respect to matters affecting only that class, including with respect to the distribution plan for that class. There is no distribution plan for Class Y shares. The Fund's financial statements have been prepared in conformity with U.S. generally accepted accounting principles (U.S. GAAP) that require the management of the Fund to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income, expenses and gain or loss on investments during the reporting period. Actual results could differ from those estimates. The Fund is an investment company and follows investment company accounting and reporting guidance under U.S. GAAP. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements: A. Security Valuation The net asset value of the Fund is computed once daily, on each day the New York Stock Exchange (NYSE) is open, as of the close of regular trading on the NYSE. Pioneer Real Estate Shares | Annual Report | 12/31/16 27 Equity securities that have traded on an exchange are valued by using the last sale price on the principal exchange where they are traded. Equity securities that have not traded on the date of valuation, or securities for which sale prices are not available, generally are valued using the mean between the last bid and asked prices or, if both last bid and asked prices are not available, at the last quoted bid price. Last sale and bid and asked prices are provided by independent third party pricing services. In the case of equity securities not traded on an exchange, prices are typically determined by independent third party pricing services using a variety of techniques and methods. Securities for which independent pricing services or broker-dealers are unable to supply prices or for which market prices and/or quotations are not readily available or are considered to be unreliable are valued by a fair valuation team comprised of certain personnel of Pioneer Investment Management, Inc. (PIM), the Fund's investment adviser and a wholly owned indirect subsidiary of UniCredit S.p.A. (UniCredit), pursuant to procedures adopted by the Fund's Board of Trustees. PIM's fair valuation team uses fair value methods approved by the Valuation Committee of the Board of Trustees. PIM's fair valuation team is responsible for monitoring developments that may impact fair valued securities and for discussing and assessing fair values on an ongoing basis, and at least quarterly, with the Valuation Committee of the Board of Trustees. Inputs used when applying fair value methods to value a security may include credit ratings, the financial condition of the company, current market conditions and comparable securities. The Fund may use fair value methods if it is determined that a significant event has occurred after the close of the exchange or market on which the security trades and prior to the determination of the Fund's net asset value. Examples of a significant event might include political or economic news, corporate restructurings, natural disasters, terrorist activity or trading halts. Thus, the valuation of the Fund's securities may differ significantly from exchange prices and such differences could be material. At December 31, 2016, there were no securities that were valued using fair value methods (other than securities valued using prices supplied by independent pricing services). B. Investment Income and Transactions Dividend income is recorded on the ex-dividend date except that certain dividends from foreign securities where the ex-dividend date may have passed are recorded as soon as the Fund becomes aware of the ex-dividend data in the exercise of reasonable diligence. Interest income, including interest on income bearing cash accounts, is recorded on the accrual basis. Dividend and interest income are reported net of unrecoverable foreign taxes withheld at the applicable country rates. 28 Pioneer Real Estate Shares | Annual Report | 12/31/16 Security transactions are recorded as of trade date. Gains and losses on sales of investments are calculated on the identified cost method for both financial reporting and federal income tax purposes. C. Federal Income Taxes It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its net taxable income and net realized capital gains, if any, to its shareowners. Therefore, no provision for federal income taxes is required. As of December 31, 2016, the Fund did not accrue any interest or penalties related to uncertain tax positions, which, if applicable, would be recorded as an income tax expense in the Statement of Operations. Tax returns filed within the prior three years remain subject to examination by Federal and State tax authorities. A portion of the dividend income recorded by the Fund is from distributions by publicly traded Real Estate Investment Trusts (REITs), and such distributions for tax purposes may also consist of capital gains and return of capital. The actual return of capital and capital gains portions of such distributions will be determined by formal notifications from the REITs subsequent to the calendar year-end. Distributions received from the REITs that are determined to be a return of capital are recorded by the Fund as a reduction of the cost basis of the securities held and those determined to be capital gain are reflected as such on the Statement of Operations. The amount and character of income and capital gain distributions to shareowners are determined in accordance with federal income tax rules, which may differ from U.S. GAAP. Distributions in excess of net investment income or net realized gains are temporary overdistributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes. Capital accounts within the financial statements are adjusted for permanent book/tax differences to reflect tax character, but are not adjusted for temporary differences. The tax character of distributions paid during the years ended December 31, 2016 and December 31, 2015 were as follows:
--------------------------------------------------------------------------- 2016 2015 --------------------------------------------------------------------------- Distributions paid from: Ordinary income $ 1,910,803 $ 1,878,915 Long-term capital gain 12,296,365 19,167,222 --------------------------------------------------------------------------- Total $14,207,168 $21,046,137 ===========================================================================
Pioneer Real Estate Shares | Annual Report | 12/31/16 29 The following shows the components of distributable earnings on a federal income tax basis at December 31, 2016:
--------------------------------------------------------------------------- 2016 --------------------------------------------------------------------------- Distributable Earnings: Undistributed long-term capital gain $ 1,777,493 Net unrealized appreciation 61,002,681 --------------------------------------------------------------------------- Total $62,780,174 ===========================================================================
The difference between book-basis and tax-basis net unrealized appreciation is attributable to the tax deferral of losses on wash sales. D. Fund Shares The Fund records sales and repurchases of its shares as of trade date. Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the Fund and a wholly owned indirect subsidiary of UniCredit, earned $15,386 in underwriting commissions on the sale of Class A shares during the year ended December 31, 2016. E. Class Allocations Income, common expenses and realized and unrealized gains and losses are calculated at the Fund level and allocated daily to each class of shares based on its respective percentage of adjusted net assets at the beginning of the day. Distribution fees are calculated based on the average daily net asset value attributable to Class A and Class C shares of the Fund (see Note 4). Class Y shares do not pay distribution fees. All expenses and fees paid to the Fund's transfer agent for its services are allocated among the classes of shares based on the number of accounts in each class and the ratable allocation of related out-of-pocket expenses (see Note 3). Distributions to shareowners are recorded as of the ex-dividend date. Distributions paid by the Fund with respect to each class of shares are calculated in the same manner and at the same time, except that net investment income dividends to Class A, Class C and Class Y shares can reflect different transfer agent and distribution expense rates. F. Risks All investments are subject to risk, including the possible loss of principal. In the past several years, financial markets have experienced increased volatility, depressed valuations, decreased liquidity and heightened uncertainty. These conditions may continue, recur, worsen or spread. 30 Pioneer Real Estate Shares | Annual Report | 12/31/16 Interest rates in the U.S. recently have been historically low, so the Fund faces a heightened risk that interest rates may rise. A general rise in interest rates may cause investors to move out of fixed income securities on a large scale, which could adversely affect the price and liquidity of fixed income securities and could also result in increased redemptions from the Fund. Because the Fund may invest a substantial portion of its assets in REITs, the Fund may be subject to certain risks associated with direct investments in REITs. REITs may be affected by changes in the value of their underlying properties and by defaults of their borrowers or tenants. REITs depend generally on their ability to generate cash flow to make distributions to shareowners, and certain REITs have self-liquidation provisions by which mortgages held may be paid in full and distributions of capital returns may be made at any time. In addition, the performance of a REIT may be affected by its failure to qualify for tax-free pass through of income under the Internal Revenue Code or its failure to maintain exemption from registration under the Investment Company Act of 1940. The Fund's prospectus contains unaudited information regarding the Fund's principal risks. Please refer to that document when considering the Fund's principal risks. 2. Management Agreement PIM manages the Fund's portfolio. Management fees are calculated daily at the annual rate of 0.80% of the Fund's average daily net assets up to $1 billion and 0.75% on assets over $1 billion. For the year ended December 31, 2016, the effective management fee (excluding waivers and/or assumption of expenses) was equal to 0.80% of the Fund's daily net assets. PIM pays a portion of the management fee it receives from the Fund to AEW Capital Management, L.P. as compensation for sub-advisory services to the Fund. In addition, under the management and administration agreements, certain other services and costs, including accounting, regulatory reporting and insurance premiums, are paid by the Fund as administrative reimbursements. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $9,637 in management fees, administrative costs and certain other reimbursements payable to PIM at December 31, 2016. 3. Transfer Agent Boston Financial Data Services, Inc. serves as the transfer agent to the Fund at negotiated rates. Transfer agent fees and payables shown on the Statement of Operations and the Statement of Assets and Liabilities, respectively, include sub-transfer agent expenses incurred through the Fund's omnibus relationship contracts. Pioneer Real Estate Shares | Annual Report | 12/31/16 31 In addition, the Fund reimbursed the transfer agent for out-of-pocket expenses incurred by the transfer agent related to shareholder communications activities such as proxy and statement mailings and outgoing phone calls. For the year ended December 31, 2016, such out-of-pocket expenses by class of shares were as follows:
-------------------------------------------------------------------------------- Shareholder Communications: -------------------------------------------------------------------------------- Class A $ 89,959 Class C 15,513 Class Y 21,509 -------------------------------------------------------------------------------- Total $126,981 ================================================================================
4. Distribution Plan The Fund has adopted a Distribution Plan (the Plan) pursuant to Rule 12b-1 of the Investment Company Act of 1940 with respect to its Class A and Class C shares. Pursuant to the Plan, the Fund pays PFD 0.25% of the average daily net assets attributable to Class A shares as compensation for personal services and/or account maintenance services or distribution services with regard to Class A shares. Pursuant to the Plan, the Fund also pays PFD 1.00% of the average daily net assets attributable to Class C shares. The fee for Class C shares consists of a 0.25% service fee and a 0.75% distribution fee paid as compensation for personal services and/or account maintenance services or distribution services with regard to Class C shares. Included in "Due to affiliates" reflected on the Statement of Assets and Liabilities is $3,050 in distribution fees payable to PFD at December 31, 2016. In addition, redemptions of each class of shares (except Class Y shares) may be subject to a contingent deferred sales charge (CDSC). A CDSC of 1.00% may be imposed on redemptions of certain net asset value purchases of Class A shares within 12 months of purchase. Redemptions of Class C shares within 12 months of purchase are subject to a CDSC of 1.00%, based on the lower of cost or market value of shares being redeemed. Shares purchased as part of an exchange remain subject to any CDSC that applied to the original purchase of those shares. There is no CDSC for Class Y shares. Proceeds from the CDSCs are paid to PFD. For the year ended December 31, 2016, CDSCs in the amount of $986 were paid to PFD. 32 Pioneer Real Estate Shares | Annual Report | 12/31/16 5. Line of Credit Facility The Fund, along with certain other funds in the Pioneer Family of Funds (the Funds), participates in a committed, unsecured revolving line of credit facility. Borrowings are used solely for temporary or emergency purposes. The Fund may borrow up to the lesser of the amount available under the facility or the limits set for borrowing by the Fund's prospectus and the 1940 Act. The credit facility in effect until February 9, 2016, was in the amount of $240 million. Effective February 10, 2016, the facility is in the amount of $220 million. Under such facility, depending on the type of loan, interest on borrowings is payable at the London Interbank Offered Rate (LIBOR) plus 0.85% on an annualized basis, or the Alternate Base Rate, which is the greater of (a) the facility's administrative agent's daily announced prime rate on the borrowing date, (b) 2% plus the Federal Funds Rate on the borrowing date and (c) 2% plus the overnight Eurodollar rate on the borrowing date. The Funds pay an annual commitment fee to participate in a credit facility. The commitment fee is allocated among participating Funds based on an allocation schedule set forth in the credit agreement. For the year ended December 31, 2016, the Fund had no borrowings under the credit facility. Pioneer Real Estate Shares | Annual Report | 12/31/16 33 Report of Independent Registered Public Accounting Firm To the Board of Trustees and Shareowners of Pioneer Real Estate Shares: -------------------------------------------------------------------------------- We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Pioneer Real Estate Shares (the "Fund"), as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the three years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights for the years ended December 31, 2013, and 2012, were audited by other auditors. Those auditors expressed an unqualified opinion on those financial statements and financial highlights in their report dated February 25, 2014. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Pioneer Real Estate Shares as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the three years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. /s/ Deloitte & Touche LLP Boston, Massachusetts February 22, 2017 34 Pioneer Real Estate Shares | Annual Report | 12/31/16 Additional Information (Unaudited) Pioneer Investment Management, Inc. (the "Adviser"), the Fund's investment adviser, is currently an indirect, wholly owned subsidiary of UniCredit S.p.A. ("UniCredit"). On December 12, 2016, UniCredit announced that it has entered into a binding agreement for the sale of its Pioneer Investments business, which includes the Adviser, to Amundi (the "Transaction"). Amundi is headquartered in Paris, France, and, as of September 30, 2016, had more than $1.1 trillion in assets under management worldwide. The closing of the Transaction is expected to happen in 2017, subject to certain regulatory and antitrust approvals, and other conditions. Under the Investment Company Act of 1940, the closing of the Transaction will cause the Fund's current investment advisory agreement with the Adviser to terminate. Accordingly, the Fund's Board of Trustees will be asked to approve a new investment advisory agreement for the Fund. If approved by the Board, the Fund's new investment advisory agreement will be submitted to the shareholders of the Fund for their approval. Pioneer Real Estate Shares | Annual Report | 12/31/16 35 Approval of Investment Advisory and Sub-Advisory Agreements Pioneer Investment Management, Inc. (PIM) serves as the investment adviser to Pioneer Real Estate Shares (the Fund) pursuant to an investment advisory agreement between PIM and the Fund. PIM has retained AEW Capital Management, L.P. to serve as the sub-adviser to the Fund pursuant to a sub-advisory agreement between PIM and the sub-adviser. In order for PIM to remain the investment adviser of the Fund and the sub-adviser to remain the sub-adviser of the Fund, the Trustees of the Fund must determine annually whether to renew the investment advisory agreement and the sub-advisory agreement for the Fund. The contract review process began in January 2016 as the Trustees of the Fund agreed on, among other things, an overall approach and timeline for the process. Contract review materials were provided to the Trustees in March 2016 and May 2016. In addition, the Trustees reviewed and discussed the Fund's performance at regularly scheduled meetings throughout the year, and took into account other information related to the Fund provided to the Trustees at regularly scheduled meetings, in connection with the review of the Fund's investment advisory and sub-advisory agreements. In March 2016, the Trustees, among other things, discussed the memorandum provided by Fund counsel that summarized the legal standards and other considerations that are relevant to the Trustees in their deliberations regarding the renewal of the investment advisory agreement and the sub-advisory agreement, and reviewed and discussed the qualifications of the investment management teams, as well as the level of investment by the Fund's portfolio managers in the Fund. In May 2016, the Trustees, among other things, reviewed the Fund's management fee and total expense ratios, the financial statements of PIM and its parent companies, the profitability analyses provided by PIM, and possible economies of scale. The Trustees also reviewed the profitability of the institutional business of PIM and PIM's affiliate, Pioneer Institutional Asset Management, Inc. (together with PIM, "Pioneer"), as compared to that of PIM's fund management business, and considered the differences between the fees and expenses of the Fund and the fees and expenses of Pioneer's institutional accounts, as well as the different services provided by PIM to the Fund and by Pioneer to the institutional accounts. The Trustees further considered contract review materials in July and September 2016, including the materials provided by the sub-adviser to the Fund. At a meeting held on September 13, 2016, based on their evaluation of the information provided by PIM, the sub-adviser and third parties, the Trustees of the Fund, including the Independent Trustees voting separately, unanimously approved the renewal of the investment advisory agreement and 36 Pioneer Real Estate Shares | Annual Report | 12/31/16 the sub-advisory agreement for another year. In approving the renewal of the investment advisory agreement and the sub-advisory agreement, the Trustees considered various factors that they determined were relevant, including the factors described below. The Trustees did not identify any single factor as the controlling factor in determining to approve the renewal of the agreements. Nature, Extent and Quality of Services The Trustees considered the nature, extent and quality of the services that had been provided by PIM and the sub-adviser to the Fund, taking into account the investment objective and strategy of the Fund. The Trustees also reviewed the sub-adviser's investment approach for the Fund and its research process. The Trustees considered the resources of PIM and the sub-adviser and the personnel of PIM and the sub-adviser who provide investment management services to the Fund. They also reviewed the amount of non-Fund assets managed by the portfolio managers of the Fund. The Trustees considered the non-investment resources and personnel of PIM involved in PIM's services to the Fund, including PIM's compliance and legal resources and personnel. The Trustees noted the substantial attention and high priority given by PIM's senior management to the Pioneer fund complex. The Trustees further considered differences in services provided by PIM and the sub-adviser under the investment advisory agreement and the sub-advisory agreement, respectively. The Trustees considered that PIM supervises and monitors the performance of the Fund's service providers (including the sub-adviser) and provides the Fund with personnel (including Fund officers) and other resources that are necessary for the Fund's business management and operations. The Trustees also considered that, as administrator, PIM is responsible for the administration of the Fund's business and other affairs. The Trustees considered the fees paid to PIM for the provision of administration services. Based on these considerations, the Trustees concluded that the nature, extent and quality of services that had been provided by each of PIM and the Sub- Adviser to the Fund were satisfactory and consistent with the terms of the investment advisory agreement and the sub-advisory agreement, respectively. Performance of the Fund In considering the Fund's performance, the Trustees regularly review and discuss throughout the year data prepared by PIM and information comparing the Fund's performance with the performance of its peer group of funds as classified by each of Morningstar, Inc. (Morningstar) and Lipper, and with the performance of the Fund's benchmark index. They also discuss the Fund's Pioneer Real Estate Shares | Annual Report | 12/31/16 37 performance with PIM and the sub-adviser on a regular basis. The Trustees' regular reviews and discussions were factored into the Trustees' deliberations concerning the renewal of the advisory and sub-advisory agreements. Management Fee and Expenses The Trustees considered information showing the fees and expenses of the Fund in comparison to the management fees and expense ratios of its peer group of funds as classified by Morningstar and also to the expense ratios of a peer group of funds selected on the basis of criteria determined by the Independent Trustees for this purpose using data provided by Strategic Insight Mutual Fund Research and Consulting, LLC (Strategic Insight), an independent third party. The Trustees also considered that PIM, not the Fund, paid the sub-adviser pursuant to the sub-advisory agreement. The Trustees evaluated both the fee under the sub-advisory agreement and the portion of the fee under the investment advisory agreement retained by PIM. In all quintile rankings referred to below, first quintile is most favorable to the Fund's shareowners. The Trustees considered that the Fund's management fee for the most recent fiscal year was in the third quintile relative to the management fees paid by other funds in its Morningstar peer group for the comparable period. The Trustees also considered the breakpoint in the management fee schedule and the reduced fee rate above a certain asset level. The Trustees considered that the expense ratio of the Fund's Class A shares for the most recent fiscal year was in the fourth quintile relative to its Morningstar peer group and in the third quintile relative to its Strategic Insight peer group, in each case for the comparable period. The Trustees considered the impact of transfer agency, sub-transfer agency, and other non-management fee expenses on the expense ratios of the Fund, and noted the impact of expenses relating to small accounts and omnibus accounts on transfer and sub-transfer agency expenses generally. The Trustees noted that they separately review the Fund's transfer agency, sub- transfer agency and intermediary arrangements and that the results of the most recent such review were considered in the consideration of the Fund's expense ratio. The Trustees also considered information showing significant expense reimbursements by the sponsors of the other funds in the peer groups. The Trustees reviewed management fees charged by Pioneer to institutional and other clients, including publicly offered European funds sponsored by affiliates of Pioneer, unaffiliated U.S. registered investment companies (in a sub-advisory capacity), and unaffiliated foreign and domestic separate accounts. The Trustees also considered PIM's costs in providing services to the Fund and Pioneer's costs in providing services to the other clients and considered the differences in management fees and profit margins for Fund and non-Fund services. In evaluating the fees associated with Pioneer's client 38 Pioneer Real Estate Shares | Annual Report | 12/31/16 accounts, the Trustees took into account the respective demands, resources and complexity associated with the Fund and client accounts. The Trustees noted that, in some instances, the fee rates for those clients were lower than the management fee for the Fund and considered that, under the investment advisory agreement with the Fund, PIM performs additional services for the Fund that it does not provide to those other clients or services that are broader in scope, including oversight of the Fund's other service providers and activities related to compliance and the extensive regulatory and tax regimes to which the Fund is subject. The Trustees also considered the different entrepreneurial risks associated with PIM's management of the Fund and Pioneer's management of the other client accounts. The Trustees reviewed management fees charged by the sub-adviser to its other clients. The Trustees noted that the sub-advisory fees paid to the sub-adviser with respect to the Fund were within the range of the fee rates charged by the Sub-Adviser to its other clients. The Trustees concluded that the management fee payable by the Fund to PIM, as well as the fees payable by PIM to the sub-adviser, were reasonable in relation to the nature and quality of the services provided by PIM and the sub-adviser to the Fund. Profitability The Trustees considered information provided by PIM regarding the profitability of PIM with respect to the advisory services provided by PIM to the Fund, including the methodology used by PIM in allocating certain of its costs to the management of the Fund. The Trustees also considered PIM's profit margin in connection with the overall operation of the Fund. They further reviewed the financial results, including the profit margins, realized by PIM and its affiliates from non-fund businesses. The Trustees considered PIM's profit margins with respect to the Fund in comparison to the limited industry data available and noted that the profitability of any adviser was affected by numerous factors, including its organizational structure and method for allocating expenses. The Trustees concluded that PIM's profitability with respect to the management of the Fund was not unreasonable. Economies of Scale The Trustees considered PIM's views relating to economies of scale in connection with the Pioneer Funds as fund assets grow and the extent to which any such economies of scale are shared with funds and fund shareholders. The Trustees noted the breakpoint in the management fee schedule. The Trustees recognize that economies of scale are difficult to identify and quantify, and that, among other factors that may be relevant, are the following: fee levels, expense subsidization, investment by PIM in research Pioneer Real Estate Shares | Annual Report | 12/31/16 39 and analytical capabilities and PIM's commitment and resource allocation to the Fund. The Trustees noted that profitability also may be an indicator of the availability of any economies of scale, although profitability may vary for other reasons including reductions in expenses. The Trustees concluded that economies of scale, if any, were being appropriately shared with the Funds. Other Benefits The Trustees considered the other benefits to PIM and the sub-adviser from its relationship with the Fund. The Trustees considered the character and amount of fees paid by the Fund, other than under the investment advisory agreement, for services provided by PIM and its affiliates. The Trustees further considered the revenues and profitability of PIM's businesses other than the fund business. Pioneer is the principal U.S. asset management business of Pioneer Global Asset Management, the worldwide asset management business of UniCredit Group, which manages over $150 billion in assets (including the Funds). Pioneer and the Funds receive reciprocal intangible benefits from the relationship, including mutual brand recognition and, for the Funds, direct and indirect access to the resources of a large global asset manager. The Trustees concluded that any such benefits received by Pioneer as a result of its relationship with the Funds were reasonable and their consideration of the advisory agreement between the Fund and PIM and the fees thereunder were unaffected by Pioneer's possible receipt of any such intangible benefits. Conclusion After consideration of the factors described above as well as other factors, the Trustees, including all of the Independent Trustees, concluded that each of the investment advisory agreement between PIM and the Fund and the sub-advisory agreement between PIM and the sub-adviser, including, in each case, the fees payable thereunder, was fair and reasonable and voted to approve the proposed renewal of each of the investment advisory agreement and the sub-advisory agreement for the Fund. 40 Pioneer Real Estate Shares | Annual Report | 12/31/16 Trustees, Officers and Service Providers Investment Adviser Pioneer Investment Management, Inc. Custodian and Sub-Administrator Brown Brothers Harriman & Co. Independent Registered Public Accounting Firm Deloitte & Touche LLP Principal Underwriter Pioneer Funds Distributor, Inc. Legal Counsel Morgan, Lewis & Bockius LLP Shareowner Services and Transfer Agent Boston Financial Data Services, Inc. Proxy Voting Policies and Procedures of the Fund are available without charge, upon request, by calling our toll free number (1-800-225-6292). Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is publicly available to shareowners at us.pioneerinvestments.com. This information is also available on the Securities and Exchange Commission's web site at www.sec.gov. Trustees and Officers The Fund's Trustees and officers are listed below, together with their principal occupations during at least the past five years. Trustees who are interested persons of the Fund within the meaning of the 1940 Act are referred to as Interested Trustees. Trustees who are not interested persons of the Fund are referred to as Independent Trustees. Each of the Trustees serves as a Trustee of each of the 46 U.S. registered investment portfolios for which Pioneer serves as investment adviser (the "Pioneer Funds"). The address for all Trustees and all officers of the Fund is 60 State Street, Boston, Massachusetts 02109. The Statement of Additional Information of the Fund includes additional information about the Trustees and is available, without charge, upon request, by calling 1-800-225-6292. Pioneer Real Estate Shares | Annual Report | 12/31/16 41 Independent Trustees
------------------------------------------------------------------------------------------------------------------------------------ Name, Age and Term of Office and Other Directorships Position Held With the Fund Length of Service Principal Occupation Held by Trustee ------------------------------------------------------------------------------------------------------------------------------------ Thomas J. Perna (66) Trustee since 2006. Private investor (2004 - 2008 and 2013 - Director, Broadridge Financial Chairman of the Board Serves until a present); Chairman (2008 - 2013) and Chief Solutions, Inc. (investor and Trustee successor trustee is Executive Officer (2008 - 2012), Quadriserv, communications and securities elected or earlier Inc. (technology products for securities processing provider for retirement or removal. lending industry); and Senior Executive Vice financial services industry) President, The Bank of New York (financial and (2009 - present); Director, securities services) (1986 - 2004) Quadriserv, Inc. (2005 - 2013); and Commissioner, New Jersey State Civil Service Commission (2011 - 2015) ------------------------------------------------------------------------------------------------------------------------------------ David R. Bock (73) Trustee since 2005. Managing Partner, Federal City Capital Director of New York Mortgage Trustee Serves until a Advisors (corporate advisory services company) Trust (publicly-traded successor trustee is (1997 - 2004 and 2008 - present); Interim mortgage REIT) (2004 - 2009, elected or earlier Chief Executive Officer, Oxford Analytica, 2012 - present); Director of retirement or removal. Inc. (privately-held research and consulting The Swiss Helvetia Fund, Inc. company) (2010); Executive Vice President and (closed-end fund) (2010 - Chief Financial Officer, I-trax, Inc. present); Director of Oxford (publicly traded health care services company) Analytica, Inc. (2008 - (2004 - 2007); and Executive Vice President present); and Director of and Chief Financial Officer, Pedestal Inc. Enterprise Community (internet-based mortgage trading company) Investment, Inc. (2000 - 2002); Private consultant (1995-1997), (privately-held affordable Managing Director, Lehman Brothers (investment housing finance company) (1985 banking firm) (1992-1995); and Executive, The - 2010) World Bank (1979-1992) ------------------------------------------------------------------------------------------------------------------------------------ Benjamin M. Friedman (72) Trustee since 2008. William Joseph Maier Professor of Political Trustee, Mellon Institutional Trustee Serves until a Economy, Harvard University (1972 - present) Funds Investment Trust and successor trustee is Mellon Institutional Funds elected or earlier Master Portfolio (oversaw 17 retirement or removal. portfolios in fund complex) (1989-2008) ------------------------------------------------------------------------------------------------------------------------------------
42 Pioneer Real Estate Shares | Annual Report | 12/31/16
------------------------------------------------------------------------------------------------------------------------------------ Name, Age and Term of Office and Other Directorships Position Held With the Fund Length of Service Principal Occupation Held by Trustee ------------------------------------------------------------------------------------------------------------------------------------ Margaret B.W. Graham (69) Trustee since 1995. Founding Director, Vice President and None Trustee Serves until a Corporate Secretary, The Winthrop Group, Inc. successor trustee is (consulting firm) (1982 - present); Desautels elected or earlier Faculty of Management, McGill University (1999 retirement or removal. - present); and Manager of Research Operations and Organizational Learning, Xerox PARC, Xerox's advance research center (1990-1994) ------------------------------------------------------------------------------------------------------------------------------------ Marguerite A. Piret (68) Trustee since 1995. President and Chief Executive Officer, Newbury Director of New America High Trustee Serves until a Piret Company (investment banking firm) (1981 Income Fund, Inc. (closed-end successor trustee is - present) investment company) (2004 - elected or earlier present); and Member, Board of retirement or removal. Governors, Investment Company Institute (2000 - 2006) ------------------------------------------------------------------------------------------------------------------------------------ Fred J. Ricciardi (69) Trustee since 2014. Consultant (investment company services) (2012 None Trustee Serves until a - present); Executive Vice President, BNY successor trustee is Mellon (financial and investment company elected or earlier services) (1969 - 2012); Director, BNY retirement or removal. International Financing Corp. (financial services) (2002 - 2012); and Director, Mellon Overseas Investment Corp. (financial services) (2009 - 2012) ------------------------------------------------------------------------------------------------------------------------------------
Pioneer Real Estate Shares | Annual Report | 12/31/16 43 Interested Trustee
------------------------------------------------------------------------------------------------------------------------------------ Name, Age and Term of Office and Other Directorships Position Held With the Fund Length of Service Principal Occupation Held by Trustee ------------------------------------------------------------------------------------------------------------------------------------ Kenneth J. Taubes (58)* Trustee since 2014. Director and Executive Vice President (since None Trustee Serves until a 2008) and Chief Investment Officer, U.S. successor trustee is (since 2010) of Pioneer Investment elected or earlier Management-USA (PIM-USA); Executive Vice retirement or removal. President of Pioneer (since 2008); Executive Vice President of Pioneer Institutional Asset Management, Inc. (since 2009); and Portfolio Manager of Pioneer (since 1999) ------------------------------------------------------------------------------------------------------------------------------------
* Mr. Taubes is an Interested Trustee because he is an officer of the Fund's investment adviser and certain of its affiliates. 44 Pioneer Real Estate Shares | Annual Report | 12/31/16 Advisory Trustee
------------------------------------------------------------------------------------------------------------------------------------ Name, Age and Term of Office and Other Directorships Position Held With the Fund Length of Service Principal Occupation Held by Trustee ------------------------------------------------------------------------------------------------------------------------------------ Lorraine Monchak (60)** Advisory Trustee since Chief Investment Officer, 1199 SEIU Funds Trustee of Pioneer closed-end Advisory Trustee 2014. (healthcare workers union pension funds) (2001 investment companies (5 - present); Vice President - International portfolios) (Sept. 2015 - Investments Group, American International present) Group, Inc. (insurance company) (1993 - 2001); Vice President, Corporate Finance and Treasury Group, Citibank, N.A. (1980 - 1986 and 1990 - 1993); Vice President - Asset/Liability Management Group, Federal Farm Funding Corporation (government-sponsored issuer of debt securities) (1988 - 1990); Mortgage Strategies Group, Shearson Lehman Hutton, Inc. (investment bank) (1987 - 1988); and Mortgage Strategies Group, Drexel Burnham Lambert, Ltd. (investment bank) (1986 - 1987) ------------------------------------------------------------------------------------------------------------------------------------
** Ms. Monchak is a non-voting advisory trustee. Pioneer Real Estate Shares | Annual Report | 12/31/16 45 Fund Officers
------------------------------------------------------------------------------------------------------------------------------------ Name, Age and Term of Office and Other Directorships Position Held With the Fund Length of Service Principal Occupation Held by Officer ------------------------------------------------------------------------------------------------------------------------------------ Lisa M. Jones (54) Since 2014. Serves at Chair, Director, CEO and President of PIM-USA Trustee of Pioneer closed-end President and Chief the discretion of the (since September 2014); Chair, Director, CEO investment companies (5 Executive Officer Board. and President of Pioneer Investment portfolios) (Sept. 2015 - Management, Inc. (since September 2014); present) Chair, Director, CEO and President of Pioneer Funds Distributor, Inc. (since September 2014); Chair, Director, CEO and President of Pioneer Institutional Asset Management, Inc. (since September 2014); and Chair, Director, and CEO of Pioneer Investment Management Shareholder Services, Inc. (since September 2014); Managing Director, Morgan Stanley Investment Management (2010 - 2013); and Director of Institutional Business, CEO of International, Eaton Vance Management (2005 - 2010) ------------------------------------------------------------------------------------------------------------------------------------ Christopher J. Kelley (52) Since 2003. Serves at Vice President and Associate General Counsel None Secretary and the discretion of the of Pioneer since January 2008; Secretary and Chief Legal Officer Board. Chief Legal Officer of all of the Pioneer Funds since June 2010; Assistant Secretary of all of the Pioneer Funds from September 2003 to May 2010; and Vice President and Senior Counsel of Pioneer from July 2002 to December 2007 ------------------------------------------------------------------------------------------------------------------------------------ Carol B. Hannigan (55) Since 2010. Serves at Fund Governance Director of Pioneer since None Assistant Secretary the discretion of the December 2006 and Assistant Secretary of all Board. the Pioneer Funds since June 2010; Manager - Fund Governance of Pioneer from December 2003 to November 2006; and Senior Paralegal of Pioneer from January 2000 to November 2003 ------------------------------------------------------------------------------------------------------------------------------------ Thomas Reyes (54) Since 2010. Serves at Senior Counsel of Pioneer since May 2013 and None Assistant Secretary the discretion of the Assistant Secretary of all the Pioneer Funds Board. since June 2010; and Counsel of Pioneer from June 2007 to May 2013 ------------------------------------------------------------------------------------------------------------------------------------ Mark E. Bradley (57) Since 2008. Serves at Vice President - Fund Treasury of Pioneer; None Treasurer and Chief Financial the discretion of the Treasurer of all of the Pioneer Funds since and Accounting Officer Board. March 2008; Deputy Treasurer of Pioneer from March 2004 to February 2008; and Assistant Treasurer of all of the Pioneer Funds from March 2004 to February 2008 ------------------------------------------------------------------------------------------------------------------------------------
46 Pioneer Real Estate Shares | Annual Report | 12/31/16
------------------------------------------------------------------------------------------------------------------------------------ Name, Age and Term of Office and Other Directorships Position Held With the Fund Length of Service Principal Occupation Held by Officer ------------------------------------------------------------------------------------------------------------------------------------ Luis I. Presutti (51) Since 2000. Serves at Director - Fund Treasury of Pioneer; and None Assistant Treasurer the discretion of the Assistant Treasurer of all of the Pioneer Board. Funds ------------------------------------------------------------------------------------------------------------------------------------ Gary Sullivan (58) Since 2002. Serves at Fund Accounting Manager - Fund Treasury of None Assistant Treasurer the discretion of the Pioneer; and Assistant Treasurer of all of the Board. Pioneer Funds ------------------------------------------------------------------------------------------------------------------------------------ David F. Johnson (37) Since 2009. Serves at Fund Administration Manager - Fund Treasury of None Assistant Treasurer the discretion of the Pioneer since November 2008; Assistant Board. Treasurer of all of the Pioneer Funds since January 2009; and Client Service Manager - Institutional Investor Services at State Street Bank from March 2003 to March 2007 ------------------------------------------------------------------------------------------------------------------------------------ Jean M. Bradley (64) Since 2010. Serves at Chief Compliance Officer of Pioneer and of all None Chief Compliance Officer the discretion of the the Pioneer Funds since March 2010; Chief Board. Compliance Officer of Pioneer Institutional Asset Management, Inc. since January 2012; Chief Compliance Officer of Vanderbilt Capital Advisors, LLC since July 2012: Director of Adviser and Portfolio Compliance at Pioneer since October 2005; and Senior Compliance Officer for Columbia Management Advisers, Inc. from October 2003 to October 2005 ------------------------------------------------------------------------------------------------------------------------------------ Kelly O'Donnell (45) Since 2006. Serves at Director - Transfer Agency Compliance of None Anti-Money Laundering Officer the discretion of the Pioneer and Anti-Money Laundering Officer of Board. all the Pioneer Funds since 2006 ------------------------------------------------------------------------------------------------------------------------------------
Pioneer Real Estate Shares | Annual Report | 12/31/16 47 This page for your notes. 48 Pioneer Real Estate Shares | Annual Report | 12/31/16 This page for your notes. Pioneer Real Estate Shares | Annual Report | 12/31/16 49 This page for your notes. 50 Pioneer Real Estate Shares | Annual Report | 12/31/16 This page for your notes. Pioneer Real Estate Shares | Annual Report | 12/31/16 51 This page for your notes. 52 Pioneer Real Estate Shares | Annual Report | 12/31/16 How to Contact Pioneer We are pleased to offer a variety of convenient ways for you to contact us for assistance or information. Call us for: -------------------------------------------------------------------------------- Account Information, including existing accounts, new accounts, prospectuses, applications and service forms 1-800-225-6292 FactFone(SM) for automated fund yields, prices, account information and transactions 1-800-225-4321 Retirement plans information 1-800-622-0176 Write to us: -------------------------------------------------------------------------------- Pioneer Funds P.O. Box 55014 Boston, Massachusetts 02205-5014 Our toll-free fax 1-800-225-4240 Our internet e-mail address ask.pioneer@pioneerinvestments.com (for general questions about Pioneer only) Visit our web site: us.pioneerinvestments.com This report must be preceded or accompanied by a prospectus. The Fund files a complete schedule of investments with the Securities and Exchange Commission for the first and third quarters for each fiscal year on Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's web site at http://www.sec.gov. The filed form may also be viewed and copied at the Commission's Public Reference Room in Washington, DC. Information regarding the operations of the Public Reference Room may be obtained by calling 1-800-SEC-0330. [LOGO] PIONEER Investments(R) Pioneer Investment Management, Inc. 60 State Street Boston, MA 02109 us.pioneerinvestments.com Securities offered through Pioneer Funds Distributor, Inc. 60 State Street, Boston, MA 02109 Underwriter of Pioneer Mutual Funds, Member SIPC (C) 2017 Pioneer Investments 18631-11-0217 ITEM 2. CODE OF ETHICS. (a) Disclose whether, as of the end of the period covered by the report, the registrant has adopted a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. If the registrant has not adopted such a code of ethics, explain why it has not done so. The registrant has adopted, as of the end of the period covered by this report, a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer and controller. (b) For purposes of this Item, the term "code of ethics" means written standards that are reasonably designed to deter wrongdoing and to promote: (1) Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; (2) Full, fair, accurate, timely, and understandable disclosure in reports and documents that a registrant files with, or submits to, the Commission and in other public communications made by the registrant; (3) Compliance with applicable governmental laws, rules, and regulations; (4) The prompt internal reporting of violations of the code to an appropriate person or persons identified in the code; and (5) Accountability for adherence to the code. (c) The registrant must briefly describe the nature of any amendment, during the period covered by the report, to a provision of its code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item. The registrant must file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless the registrant has elected to satisfy paragraph (f) of this Item by posting its code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by undertaking to provide its code of ethics to any person without charge, upon request, pursuant to paragraph (f)(3) of this Item. The registrant has made no amendments to the code of ethics during the period covered by this report. (d) If the registrant has, during the period covered by the report, granted a waiver, including an implicit waiver, from a provision of the code of ethics to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this Item, the registrant must briefly describe the nature of the waiver, the name of the person to whom the waiver was granted, and the date of the waiver. Not applicable. (e) If the registrant intends to satisfy the disclosure requirement under paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from, a provision of its code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item by posting such information on its Internet website, disclose the registrant's Internet address and such intention. Not applicable. (f) The registrant must: (1) File with the Commission, pursuant to Item 12(a)(1), a copy of its code of ethics that applies to the registrant's principal executive officer,principal financial officer, principal accounting officer or controller, or persons performing similar functions, as an exhibit to its annual report on this Form N-CSR (see attachment); (2) Post the text of such code of ethics on its Internet website and disclose, in its most recent report on this Form N-CSR, its Internet address and the fact that it has posted such code of ethics on its Internet website; or (3) Undertake in its most recent report on this Form N-CSR to provide to any person without charge, upon request, a copy of such code of ethics and explain the manner in which such request may be made. See Item 10(2) ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. (a) (1) Disclose that the registrant's board of trustees has determined that the registrant either: (i) Has at least one audit committee financial expert serving on its audit committee; or (ii) Does not have an audit committee financial expert serving on its audit committee. The registrant's Board of Trustees has determined that the registrant has at least one audit committee financial expert. (2) If the registrant provides the disclosure required by paragraph (a)(1)(i) of this Item, it must disclose the name of the audit committee financial expert and whether that person is "independent." In order to be considered "independent" for purposes of this Item, a member of an audit committee may not, other than in his or her capacity as a member of the audit committee, the board of trustees, or any other board committee: (i) Accept directly or indirectly any consulting, advisory, or other compensatory fee from the issuer; or (ii) Be an "interested person" of the investment company as defined in Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)). Ms. Marguerite A. Piret, an independent trustee, is such an audit committee financial expert. (3) If the registrant provides the disclosure required by paragraph (a)(1) (ii) of this Item, it must explain why it does not have an audit committee financial expert. Not applicable. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. (a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years. The audit fees for the Fund were $24,590 payable to Deloitte & Touche LLP for the year ended December 31, 2016 and $24552 for the year ended December 31, 2015. (b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category. There were no audit-related services in 2016 or 2015. (c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. Registrants shall describe the nature of the services comprising the fees disclosed under this category. The tax fees for the Fund were $5,628 payable to Deloitte & Touche LLP for the year ended December 31, 2016 and $5,600 for the year ended December 31, 2015. (d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category. There were no other fees in 2016 or 2015. (e) (1) Disclose the audit committee's pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X. PIONEER FUNDS APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES PROVIDED BY THE INDEPENDENT AUDITOR SECTION I - POLICY PURPOSE AND APPLICABILITY The Pioneer Funds recognize the importance of maintaining the independence of their outside auditors. Maintaining independence is a shared responsibility involving Pioneer Investment Management, Inc ("PIM"), the audit committee and the independent auditors. The Funds recognize that a Fund's independent auditors: 1) possess knowledge of the Funds, 2) are able to incorporate certain services into the scope of the audit, thereby avoiding redundant work, cost and disruption of Fund personnel and processes, and 3) have expertise that has value to the Funds. As a result, there are situations where it is desirable to use the Fund's independent auditors for services in addition to the annual audit and where the potential for conflicts of interests are minimal. Consequently, this policy, which is intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and procedures to be followed by the Funds when retaining the independent audit firm to perform audit, audit-related tax and other services under those circumstances, while also maintaining independence. Approval of a service in accordance with this policy for a Fund shall also constitute approval for any other Fund whose pre-approval is required pursuant to Rule 210.2-01(c)(7)(ii). In addition to the procedures set forth in this policy, any non-audit services that may be provided consistently with Rule 210.2-01 may be approved by the Audit Committee itself and any pre-approval that may be waived in accordance with Rule 210.2-01(c)(7)(i)(C) is hereby waived. Selection of a Fund's independent auditors and their compensation shall be determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY ---------------- -------------------------------- ------------------------------------------------- SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES CATEGORY ---------------- -------------------------------- ------------------------------------------------- I. AUDIT Services that are directly o Accounting research assistance SERVICES related to performing the o SEC consultation, registration independent audit of the Funds statements, and reporting o Tax accrual related matters o Implementation of new accounting standards o Compliance letters (e.g. rating agency letters) o Regulatory reviews and assistance regarding financial matters o Semi-annual reviews (if requested) o Comfort letters for closed end offerings ---------------- -------------------------------- ------------------------------------------------- II. Services which are not o AICPA attest and agreed-upon procedures AUDIT-RELATED prohibited under Rule o Technology control assessments SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments and are related extensions of o Enterprise security architecture the audit services support the assessment audit, or use the knowledge/expertise gained from the audit procedures as a foundation to complete the project. In most cases, if the Audit-Related Services are not performed by the Audit firm, the scope of the Audit Services would likely increase. The Services are typically well-defined and governed by accounting professional standards (AICPA, SEC, etc.) ---------------- -------------------------------- ------------------------------------------------- ------------------------------------- ------------------------------------ AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY ------------------------------------- ------------------------------------ o "One-time" pre-approval o A summary of all such for the audit period for all services and related fees pre-approved specific service reported at each regularly subcategories. Approval of the scheduled Audit Committee independent auditors as meeting. auditors for a Fund shall constitute pre approval for these services. ------------------------------------- ------------------------------------ o "One-time" pre-approval o A summary of all such for the fund fiscal year within services and related fees a specified dollar limit (including comparison to for all pre-approved specified dollar limits) specific service subcategories reported quarterly. o Specific approval is needed to exceed the pre-approved dollar limit for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) o Specific approval is needed to use the Fund's auditors for Audit-Related Services not denoted as "pre-approved", or to add a specific service subcategory as "pre-approved" ------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED ----------------------- --------------------------- ----------------------------------------------- SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES DESCRIPTION ----------------------- --------------------------- ----------------------------------------------- III. TAX SERVICES Services which are not o Tax planning and support prohibited by the Rule, o Tax controversy assistance if an officer of the Fund o Tax compliance, tax returns, excise determines that using the tax returns and support Fund's auditor to provide o Tax opinions these services creates significant synergy in the form of efficiency, minimized disruption, or the ability to maintain a desired level of confidentiality. ----------------------- --------------------------- ----------------------------------------------- ------------------------------------- ------------------------- AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY ------------------------------------- ------------------------- ------------------------------------- ------------------------- o "One-time" pre-approval o A summary of for the fund fiscal year all such services and within a specified dollar limit related fees (including comparison to specified dollar limits) reported quarterly. o Specific approval is needed to exceed the pre-approved dollar limits for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) o Specific approval is needed to use the Fund's auditors for tax services not denoted as pre-approved, or to add a specific service subcategory as "pre-approved" ------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED ----------------------- --------------------------- ----------------------------------------------- SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES DESCRIPTION ----------------------- --------------------------- ----------------------------------------------- IV. OTHER SERVICES Services which are not o Business Risk Management support prohibited by the Rule, o Other control and regulatory A. SYNERGISTIC, if an officer of the Fund compliance projects UNIQUE QUALIFICATIONS determines that using the Fund's auditor to provide these services creates significant synergy in the form of efficiency, minimized disruption, the ability to maintain a desired level of confidentiality, or where the Fund's auditors posses unique or superior qualifications to provide these services, resulting in superior value and results for the Fund. ----------------------- --------------------------- ----------------------------------------------- --------------------------------------- ------------------------ AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY ------------------------------------- -------------------------- o "One-time" pre-approval o A summary of for the fund fiscal year within all such services and a specified dollar limit related fees (including comparison to specified dollar limits) reported quarterly. o Specific approval is needed to exceed the pre-approved dollar limits for these services (see general Audit Committee approval policy below for details on obtaining specific approvals) o Specific approval is needed to use the Fund's auditors for "Synergistic" or "Unique Qualifications" Other Services not denoted as pre-approved to the left, or to add a specific service subcategory as "pre-approved" ------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED ----------------------- ------------------------- ----------------------------------------------- SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES DESCRIPTION ----------------------- ------------------------- ----------------------------------------------- PROHIBITED SERVICES Services which result 1. Bookkeeping or other services in the auditors losing related to the accounting records or independence status financial statements of the audit under the Rule. client* 2. Financial information systems design and implementation* 3. Appraisal or valuation services, fairness* opinions, or contribution-in-kind reports 4. Actuarial services (i.e., setting actuarial reserves versus actuarial audit work)* 5. Internal audit outsourcing services* 6. Management functions or human resources 7. Broker or dealer, investment advisor, or investment banking services 8. Legal services and expert services unrelated to the audit 9. Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible ----------------------- ------------------------- ----------------------------------------------- ------------------------------------------- ------------------------------ AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE REPORTING POLICY ------------------------------------------- ------------------------------ o These services are not to be o A summary of all performed with the exception of the(*) services and related services that may be permitted fees reported at each if they would not be subject to audit regularly scheduled procedures at the audit client (as Audit Committee meeting defined in rule 2-01(f)(4)) level will serve as continual the firm providing the service. confirmation that has not provided any restricted services. ------------------------------------------- ------------------------------
-------------------------------------------------------------------------------- GENERAL AUDIT COMMITTEE APPROVAL POLICY: o For all projects, the officers of the Funds and the Fund's auditors will each make an assessment to determine that any proposed projects will not impair independence. o Potential services will be classified into the four non-restricted service categories and the "Approval of Audit, Audit-Related, Tax and Other Services" Policy above will be applied. Any services outside the specific pre-approved service subcategories set forth above must be specifically approved by the Audit Committee. o At least quarterly, the Audit Committee shall review a report summarizing the services by service category, including fees, provided by the Audit firm as set forth in the above policy. -------------------------------------------------------------------------------- (2) Disclose the percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. Non-Audit Services Beginning with non-audit service contracts entered into on or after May 6, 2003, the effective date of the new SEC pre-approval rules, the Fund's audit committee is required to pre-approve services to affiliates defined by SEC rules to the extent that the services are determined to have a direct impact on the operations or financial reporting of the Fund. For the years ended December 31 2016 and 2015, there were no services provided to an affiliate that required the Fund's audit committee pre-approval. (f) If greater than 50 percent, disclose the percentage of hours expended on the principal accountants engagement to audit the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant's full-time, permanent employees. N/A (g) Disclose the aggregate non-audit fees billed by the registrants accountant for services rendered to the registrant, and rendered to the registrants investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant. The aggregate non-audit fees for the Fund were $5,628 payable to Deloitte & Touche LLP for the year ended December 31, 2016 and $5,600 for the year ended December 31, 2015. (h) Disclose whether the registrants audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrants investment adviser (not including any subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. The Fund's audit committee of the Board of Trustees has considered whether the provision of non-audit services that were rendered to the Affiliates (as defined) that were not pre- approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS (a) If the registrant is a listed issuer as defined in Rule 10A-3 under the Exchange Act (17 CFR 240.10A-3), state whether or not the registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)). If the registrant has such a committee, however designated, identify each committee member. If the entire board of directors is acting as the registrant's audit committee as specified in Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)), so state. N/A (b) If applicable, provide the disclosure required by Rule 10A-3(d) under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption from the listing standards for audit committees. N/A ITEM 6. SCHEDULE OF INVESTMENTS. File Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period as set forth in 210.1212 of Regulation S-X [17 CFR 210.12-12], unless the schedule is included as part of the report to shareholders filed under Item 1 of this Form. Included in Item 1 ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. A closed-end management investment company that is filing an annual report on this Form N-CSR must, unless it invests exclusively in non-voting securities, describe the policies and procedures that it uses to determine how to vote proxies relating to portfolio securities, including the procedures that the company uses when a vote presents a conflict between the interests of its shareholders, on the one hand, and those of the company's investment adviser; principal underwriter; or any affiliated person (as defined in Section 2(a)(3) of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules thereunder) of the company, its investment adviser, or its principal underwriter, on the other. Include any policies and procedures of the company's investment adviser, or any other third party, that the company uses, or that are used on the company's behalf, to determine how to vote proxies relating to portfolio securities. Not applicable to open-end management investment companies. ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. (a) If the registrant is a closed-end management investment company that is filing an annual report on this Form N-CSR,provide the following information: (1) State the name, title, and length of service of the person or persons employed by or associated with the registrant or an investment adviser of the registrant who are primarily responsible for the day-to-day management of the registrant's portfolio ("Portfolio Manager"). Also state each Portfolio Manager's business experience during the past 5 years. Not applicable to open-end management investment companies. ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. (a) If the registrant is a closed-end management investment company, in the following tabular format, provide the information specified in paragraph (b) of this Item with respect to any purchase made by or on behalf of the registrant or any affiliated purchaser, as defined in Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of shares or other units of any class of the registrant's equity securities that is registered by the registrant pursuant to Section 12 of the Exchange Act (15 U.S.C. 781). Not applicable to open-end management investment companies. ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. Describe any material changes to the procedures by which shareholders may recommend nominees to the registrant's board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-R(17 CFR 229.407)(as required by Item 22(b)(15)) of Schedule 14A (17 CFR 240.14a-101), or this Item. There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant's board of directors since the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-R of Schedule 14(A) in its definitive proxy statement, or this item. ITEM 11. CONTROLS AND PROCEDURES. (a) Disclose the conclusions of the registrant's principal executive and principal financials officers, or persons performing similar functions, regarding the effectiveness of the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR 270.30a-3(c))) as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR 270.30(a)-3(b) and Rules 13a-15(b) or 15d-15(b) under the Exchange Act (17 CFR 240.13a-15(b) or 240.15d-15(b)). The registrant's principal executive officer and principal financial officer have concluded that the registrant's disclosure controls and procedures are effective based on the evaluation of these controls and procedures as of a date within 90 days of the filing date of this report. (b) Disclose any change in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17CFR 270.30a-3(d)) that occured during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. There were no significant changes in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting. The registrant's principal executive officer and principal financial officer, however, voluntarily are reporting the following information: In August of 2006 the registrant's investment adviser enhanced its internal procedures for reporting performance information required to be included in prospectuses. Those enhancements involved additional internal controls over the appropriateness of performance data generated for this purpose. Such enhancements were made following an internal review which identified prospectuses relating to certain classes of shares of a limited number of registrants where, inadvertently, performance information not reflecting the deduction of applicable sales charges was included. Those prospectuses were revised, and the revised prospectuses were distributed to shareholders. ITEM 12. EXHIBITS. (a) File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated. (1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit. (2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)) , exactly as set forth below: Filed herewith. SIGNATURES [See General Instruction F] Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Pioneer Real Estate Shares By (Signature and Title)* /s/ Lisa M. Jones Lisa M. Jones, President & Chief Executive Officer Date March 1, 2017 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title)* /s/ Lisa M. Jones Lisa M. Jones, President & Chief Executive Officer Date March 1, 2017 By (Signature and Title)* /s/ Mark E. Bradley Mark E. Bradley, Treasurer & Chief Accounting & Financial Officer Date March 1, 2017 * Print the name and title of each signing officer under his or her signature. EX-99 2 cert.txt CERTIFICATIONS -------------- I, Lisa M. Jones, certify that: 1. I have reviewed this report on Form N-CSR of Pioneer Real Estate Shares; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: March 1, 2017 /s/ Lisa M. Jones Lisa M. Jones President and Chief Executive Officer CERTIFICATIONS -------------- I, Mark E. Bradley, certify that: 1. I have reviewed this report on Form N-CSR of Pioneer Real Estate Shares; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: March 1, 2017 /s/ Mark E. Bradley Mark E. Bradley Treasurer & Chief Accounting & Financial Officer SECTION 906 CERTIFICATION Pursuant to 18 U.S.C. ss. 1350, the undersigned officer of Pioneer Real Estate Shares (the "Fund"), hereby certifies, to the best of his knowledge, that the Fund's Report on Form N-CSR for the period ended December 31, 2016 (the "Report") fully complies with the requirements of Section 13 (a) or 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund. Dated: March 1, 2017 /s/ Lisa M. Jones Lisa M. Jones President and Chief Executive Officer This certification is being furnished solely pursuant to 18 U.S.C. ss. 1350 and is not being filed as part of the Report or a separate disclosure document. A signed original of this written statement required by section 906 has been provided to the Fund and will be retained by the Fund and furnished to the SEC or its staff upon request. SECTION 906 CERTIFICATION Pursuant to 18 U.S.C. ss. 1350, the undersigned officer of Pioneer Real Estate Shares (the "Fund"), hereby certifies, to the best of his knowledge, that the Fund's Report on Form N-CSR for the period ended December 31, 2016 (the "Report") fully complies with the requirements of Section 13 (a) or 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund. Dated: March 1, 2017 /s/ Mark E. Bradley Mark E. Bradley Treasurer & Chief Accounting & Financial Officer This certification is being furnished solely pursuant to 18 U.S.C. ss. 1350 and is not being filed as part of the Report or a separate disclosure document. A signed original of this written statement required by section 906 has been provided to the Fund and will be retained by the Fund and furnished to the SEC or its staff upon request. EX-99 3 CodeofEthics.txt CODE OF ETHICS FOR SENIOR OFFICERS POLICY This Code of Ethics for Senior Officers (this "Code") sets forth the policies, practices and values expected to be exhibited by Senior Officers of the Pioneer Funds (collectively, the "Funds" and each, a "Fund"). This Code does not apply generally to officers and employees of service providers to the Funds, including Pioneer Investment Management, Inc. ("Pioneer"), unless such officers and employees are also Senior Officers. The term "Senior Officers" shall mean the principal executive officer, principal financial officer, principal accounting officer and controller of the Funds, although one person may occupy more than one such office. Each Senior Officer is identified by title in Exhibit A to this Code. The Chief Compliance Officer ("CCO") of the Pioneer Funds is primarily responsible for implementing and monitoring compliance with this Code, subject to the overall supervision of the Board of Trustees of the Funds (the "Board"). The CCO has the authority to interpret this Code and its applicability to particular situations. Any questions about this Code should be directed to the CCO or his or her designee. PURPOSE The purposes of this Code are to: . Promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; . Promote full, fair, accurate, timely and understandable disclosure in reports and documents that the Fund files with, or submits to, the Securities and Exchange Commission ("SEC") and in other public communications made by the Fund; ------------------------------------------------------------------------------- 1 Last revised January 17, 2014 . Promote compliance with applicable laws and governmental rules and regulations; . Promote the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and . Establish accountability for adherence to the Code. Each Senior Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest. RESPONSIBILITIES OF SENIOR OFFICERS Conflicts of Interest A "conflict of interest" occurs when a Senior Officer's private interests interfere in any way - or even appear to interfere - with the interests of or his/her service to a Fund. A conflict can arise when a Senior Officer takes actions or has interests that may make it difficult to perform his or her Fund work objectively and effectively. Conflicts of interest also arise when a Senior Officer or a member of his/her family receives improper personal benefits as a result of the Senior Officer's position with the Fund. Certain conflicts of interest arise out of the relationships between Senior Officers and the Fund and already are subject to conflict of interest provisions in the Investment Company Act of 1940, as amended (the "ICA"), and the Investment Advisers Act of 1940, as amended (the "IAA"). For example, Senior Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Funds because of their status as "affiliated persons" of the Funds. The Fund's and Pioneer's compliance programs and procedures are designed to prevent, or identify and correct, violations of these provisions. This Code does not, and is not intended to, repeat or replace such policies and procedures, and such conflicts fall outside of the parameters of this Code. Although typically not presenting an opportunity for improper personal benefit, conflicts arise as a result of the contractual relationship between the Fund and Pioneer because the Senior Officers are officers or employees of both. As a result, this Code recognizes that Senior Officers will, in the normal course of their duties (whether formally for a Fund or for Pioneer, or for both), be involved in establishing policies and implementing decisions that will have different effects on Pioneer and the Fund. The participation of Senior Officers in such activities is inherent in the contractual relationship between a Fund and Pioneer and is consistent with the performance by the Senior Officers of their duties as officers of the Fund and, if addressed in conformity with the provisions of the ICA and the IAA, will be deemed to have been handled ethically. In addition, it is recognized by the Board that Senior Officers may also be officers of investment companies other than the Pioneer Funds. Other conflicts of interest are covered by this Code, even if such conflicts of interest are not subject to provisions of the ICA or the IAA. In reading the following examples of conflicts of interest under this Code, Senior Officers should keep in mind that such a list cannot ever be exhaustive or cover every possible ------------------------------------------------------------------------------- 2 Last revised January 17, 2014 scenario. It follows that the overarching principle is that the personal interest of a Senior Officer should not be placed improperly before the interest of a Fund. Each Senior Officer must: . Not use his or her personal influence or personal relationships improperly to influence investment decisions or financial reporting by a Fund whereby the Senior Officer would benefit personally to the detriment of the Fund; . Not cause a Fund to take action, or fail to take action, for the individual personal benefit of the Senior Officer rather than the benefit of the Fund; and . Report at least annually any affiliations or other relationships that give rise to conflicts of interest. Any material conflict of interest situation should be approved by the CCO, his or her designee or the Board. Examples of these include: . Service as a director on the board of any public or private company; . The receipt of any gift with a value in excess of an amount established from time to time by Pioneer's Business Gift and Entertainment Policy from any single non-relative person or entity. Customary business lunches, dinners and entertainment at which both the Senior Officer and the giver are present, and promotional items of insignificant value are exempt from this prohibition; . The receipt of any entertainment from any company with which a Fund has current or prospective business dealings unless such entertainment is business-related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety; . Any ownership interest in, or any consulting or employment relationship with, any of a Fund's service providers other than its investment adviser, principal underwriter, administrator or any affiliated person thereof; and . A direct or indirect financial interest in commissions, transaction charges or spreads paid by a Fund for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Senior Officer's employment, such as compensation or equity ownership. ------------------------------------------------------------------------------- 3 Last revised January 17, 2014 Corporate Opportunities Senior Officers may not (a) take for themselves personally opportunities that are discovered through the use of a Fund's property, information or position; (b) use a Fund's property, information, or position for personal gain; or (c) compete with a Fund. Senior Officers owe a duty to the Funds to advance their legitimate interests when the opportunity to do so arises. Confidentiality Senior Officers should maintain the confidentiality of information entrusted to them by the Funds, except when disclosure is authorized or legally mandated. Confidential information includes all non-public information that might be of use to competitors, or harmful to the Funds, if disclosed. Fair dealing with Fund shareholders, suppliers, and competitors Senior Officers should endeavor to deal fairly with the Funds' shareholders, suppliers, and competitors. Senior Officers should not take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other unfair-dealing practice. Senior Officers should not knowingly misrepresent or cause others to misrepresent facts about a Fund to others, whether within or outside the Fund, including to the Board, the Funds' auditors or to governmental regulators and self-regulatory organizations. Compliance with Law Each Senior Officer must not knowingly violate any law, rule and regulation applicable to his or her activities as an officer of the Funds. In addition, Senior Officers are responsible for understanding and promoting compliance with the laws, rules and regulations applicable to his or her particular position and by persons under the Senior Officer's supervision. Senior Officers should endeavor to comply not only with the letter of the law, but also with the spirit of the law. Disclosure Each Senior Officer should familiarize himself or herself with the disclosure requirements generally applicable to the Funds. Each Senior Officer should, to the extent appropriate within his or her area of responsibility, consult with other officers of the Funds and Pioneer with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents a Fund files with, or submits to, the SEC and in other public communications made by the Funds. INITIAL AND ANNUAL CERTIFICATIONS Upon becoming a Senior Officer the Senior Officer is required to certify that he or she has received, read, and understands this Code. On an annual basis, each Senior Officer must certify that he or she has complied with all of the applicable requirements of this Code. ------------------------------------------------------------------------------- 4 Last revised January 17, 2014 ADMINISTRATION AND ENFORCEMENT OF THE CODE Report of Violations Pioneer relies on each Senior Officer to report promptly if he or she knows of any conduct by a Senior Officer in violation of this Code. All violations or suspected violations of this Code must be reported to the CCO or a member of Pioneer's Legal and Compliance Department. Failure to do so is itself a violation of this Code. Investigation of Violations Upon notification of a violation or suspected violation, the CCO or other members of Pioneer's Compliance Department will take all appropriate action to investigate the potential violation reported. If, after such investigation, the CCO believes that no violation has occurred, the CCO and Compliance Department is not required to take no further action. Any matter the CCO believes is a violation will be reported to the Independent Trustees. If the Independent Trustees concur that a violation has occurred, they will inform and make a recommendation to the full Board. The Board shall be responsible for determining appropriate action. The Funds, their officers and employees, will not retaliate against any Senior Officer for reports of potential violations that are made in good faith and without malicious intent. The CCO or his or her designee is responsible for applying this Code to specific situations in which questions are presented under it and has the authority to interpret this Code in any particular situation. The CCO or his or her designee shall make inquiries regarding any potential conflict of interest. Violations and Sanctions Compliance with this Code is expected and violations of its provisions will be taken seriously and could result in disciplinary action. In response to violations of the Code, the Board may impose such sanctions as it deems appropriate within the scope of its authority over Senior Officers, including termination as an officer of the Funds. Waivers from the Code The Independent Trustees will consider any approval or waiver sought by any Senior Officer. The Independent Trustees will be responsible for granting waivers, as appropriate. Any change to or waiver of this Code will, to the extent required, be disclosed as provided by SEC rules. OTHER POLICIES AND PROCEDURES This Code shall be the sole Code of Ethics adopted by the Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder. The Funds', Pioneer's, and Pioneer Funds Distributor, Inc.'s Codes of Ethics under Rule 17j-1 under the ICA and Rule 204A-1 of the IAA are separate requirements applying to the Senior Officers and others, and are not a part of this Code. To the extent any other policies and procedures of the Funds, Pioneer or Pioneer ------------------------------------------------------------------------------- 5 Last revised January 17, 2014 Fund Distributor, Inc. overlap or conflict with the provisions of the this Code, they are superseded by this Code. SCOPE OF RESPONSIBILITIES A Senior Officer's responsibilities under this Code are limited to Fund matters over which the Senior Officer has direct responsibility or control, matters in which the Senior Officer routinely participates, and matters with which the Senior Officer is otherwise involved. In addition, a Senior Officer is responsible for matters of which the Senior Officer has actual knowledge. AMENDMENTS This Code other than Exhibit A may not be amended except in a writing that is specifically approved or ratified by a majority vote of the Board, including a majority of the Independent Trustees. CONFIDENTIALITY All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the Board and their counsel or to Pioneer's Legal and Compliance Department. INTERNAL USE This Code is intended solely for the internal use by the Funds and does not constitute an admission, by or on behalf of any Fund, as to any fact, circumstance, or legal conclusion. ------------------------------------------------------------------------------- 6 Last revised January 17, 2014 EXHIBIT A - SENIOR OFFICERS OF THE PIONEER FUNDS President (Principal Executive Officer) Treasurer (Principal Financial Officer) Code of Ethics for Senior Officers -------------------------------------------------------------------------------